Loading...
HomeMy WebLinkAbout FULL PACKET_2016-08-02MINUTES OF THE REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF SANTA ANA, CALIFORNIA JULY 5, 2016 CLOSED SESSION MEETING CALLED TO ORDER COUNCIL CHAMBER 22 CIVIC CENTER PLAZA 5:10 P.M. ATTENDANCE COUNCILMEMBERS Present: MIGUEL A. PULIDO, Mayor (5:12 p.m.) VICENTE SARMIENTO, Mayor Pro Tern ANGELICA AMEZCUA P. DAVID BENAVIDES MICHELE MARTINEZ ROMAN A. REYNA COUNCILMEMBERS Absent: SAL TINAJERO 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 5:11 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: 1. Chou v. City of Santa Ana, et al. United States Central District Court; Case No. SA CV15 -00941 2. City of Santa Ana v. La Morenita Market; Case No. 30- 2015 - 00787412 CITY COUNCIL MINUTES 1 JULY 5, 2016 1 0A -1 1 City of Santa Ana v. La Amiga Textiles; Case No. 30- 2015 - 00787432 4. Vicente Rodriguez v. City of Santa Ana; Case No. 30- 2015 - 00806655 5. 1901 First Street Owner LLC v. Tustin Unified School District, Orange County Superior Court Case No.: 30- 2015 - 00803234- CU- WM -CJC 2. LIABILITY CLAIMS pursuant to section 54956.95 of the Government Code: 1901 First Street Owner, LLC 3. CONFERENCE WITH LEGAL COUNSEL -- ANTICIPATED LITIGATION - Potential Initiation of litigation pursuant to paragraph (4) of subdivision (d) of Section 54956.9: Fifteen (15) cases. 4. CONFERENCE WITH REAL PROPERTY NEGOTIATOR pursuant to Government Code Section 54956.8: Address of Property: 1416 So. Bristol Street, Santa Ana, CA (APN # 109- 266 -17); Address of Vinnie Tran 1113 to 1125 So. Standard Street, Santa Ana, CA Owned Property: (APN # 011- 251 -17, -18, -19, -20, -38 and -39) Negotiators: City Manager David Cavazos Terms: Conditions of potential exchange. 5. CONFERENCE WITH LABOR NEGOTIATOR pursuant to Government Code Section 54957.6(a): Agency Negotiators: Personnel Services Executive Director, Ed Raya Employee Organizations: Santa Ana Police Officers Association (POA) CLOSED SESSION REPORT - See Item 19A for any reportable actions. ADJOURNED THE CLOSED SESSION MEETING AT 6:15 P.M. AND CONVENED TO THE REGULAR OPEN MEETING. CITY COUNCIL MINUTES 2 JULY 5, 2016 1 0A -2 CALLED TO ORDER REGULAR OPEN MEETING COUNCIL CHAMBER 22 CIVIC CENTER PLAZA SANTA ANA, CA 6:17 P.M. ATTENDANCE COUNCILMEMBERS Present: MIGUEL A. PULIDO, Mayor VICENTE SARMIENTO, Mayor Pro Tern ANGELICA AMEZCUA (6:18 p.m.) P. DAVID BENAVIDES MICHELE MARTINEZ (6:20 p.m.) ROMAN A. REYNA (6:18 p.m.) PLEDGE OF ALLEGIANCE INVOCATION PRESENTATIONS COUNCILMEMBERS Absent: SAL TINAJERO STAFF Present: DAVID CAVAZOS, City Manager SONIA R. CARVALHO, City Attorney MARIA D. HUIZAR, Clerk of the Council MAYOR PULIDO BOB BARNETT, POLICE CHAPLAIN • CERTIFICATES OF RECOGNITION presented by MAYOR PRO TEM SARMIENTO to David Torres for his commitment and dedication as a Mariachi Instructor at the Delhi Center. • CERTIFICATES OF RECOGNITION presented by COUNCILMEMBER AMEZCUA to Zander Bretza, Nehemiah Jatib and Ethan Robles, Pony baseball players who represented Santa Ana at the Pitch, Hit & Run baseball event. • CERTIFICATES OF RECOGNITION presented by COUNCILMEMBER AMEZCUA to Faith Avila and Michael Miramontes for winning the Metropolitan Water District of Southern California's "Water is Life" art contest. • PROCLAMATION presented by COUNCILMEMBER MARTINEZ to Senator Janet Nguyen representative proclaiming July as Kindness Month. CITY COUNCIL MINUTES 3 JULY 5, 2016 1 0A -3 CLOSED SESSION REPORT- No reportable action. PUBLIC COMMENTS • Irma Jauregui, Wilshire Square representative, thanked the City Council for considering their request for grant funding (Agenda Item 251). • Ilya Tseglia, commented on corruption at the County of Orange. CONSENT CALENDAR ITEMS MOTION: Approve staff recommendations on Consent Calendar Items 10A through 31 B, with the following modifications: i Councilmember Martinez, commented on Agenda Item 19D. MOTION: Sarmiento SECOND: Benavides VOTE: AYES: Amezcua, Benavides, Martinez, Pulido, Reyna, Sarmiento (6) NOES: None (0) ABSTAIN: None (0) ABSENT: Tinajero (1) ADMINISTRATIVE MATTERS MINUTES 10A. MINUTES FROM THE REGULAR MEETING OF JUNE 21, 2016 (STRATEGIC PLAN NO. 5, 1) — Clerk of the Council Office MOTION: Approve minutes. ORDINANCES /SECOND READING In the event a Councilmember recorded an "abstention" before consideration of the following ordinance(s) on first reading, such abstention will also be reflected in the minutes for second reading. 11A. ORDINANCE SECOND READING: ADD SECTION 2 -111 TO THE SANTA ANA MUNICIPAL CODE REQUIRING MAYOR AND COUNCILMEMBER CITY COUNCIL MINUTES 4 JULY 5, 2016 1 0A -4 DISQUALIFICATIONS AFTER RECEIVING A LEGAL DEFENSE FUND CONTRIBUTION {STRATEGIC PLAN NO. 5, 1} - Clerk of the Council Office Placed on first reading at the June 21, 2016 City Council meeting and approved by a vote of 7 -0. Published in the Orange County Reporter on June 24, 2016. MOTION: Place ordinance on second reading and adopt. ORDINANCE NO. NS -2902 - AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AMENDING CHAPTER 2 OF THE SANTA ANA MUNICIPAL CODE BY ADDING A NEW SECTION 2 -111 REQUIRING MAYOR AND COUNCIL MEMBER DISQUALIFICATIONS AFTER RECEIVING A LEGAL DEFENSE FUND CONTRIBUTION 11 B. ORDINANCE SECOND READING: AMENDMENT NO. 2016 -01 AND ZONING ORDINANCE AMENDMENT NO. 2016 -01 TO AMEND CHAPTERS 22 AND 41 OF THE SANTA ANA MUNICIPAL CODE TO COMPLY WITH NEW STATE LEGISLATION FOR MASSAGE ESTABLISHMENTS CITYWIDE {STRATEGIC PLAN NO. 5, 11 - Clerk of the Council Office Placed on first reading at the June 21, 2016 City Council meeting and approved by a vote of 7 -0. Published in the Orange County Reporter on June 24, 2016. MOTION: Place ordinance on second reading and adopt. ORDINANCE NO. NS -2903 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AMENDING CHAPTER 22 AND CHAPTER 41 WITH REGARD TO MASSAGE AND MASSAGE ESTABLISHMENTS 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 Legislative Committee (Cancellation) 6/22/2016 MISCELLANEOUS ADMINISTRATION CITY COUNCIL MINUTES 5 JULY 5, 2016 1 0A -5 19A. CONFIRMATION OF CLOSED SESSION ACTION(S) - NONE 19B. EXCUSED ABSENCES -- Clerk of the Council Office MOTION: Excuse the absence of Councilmember Sal Tinajero from the July 5, 2016 City Council Meeting. 19C. PUBLIC WORKS AGENCY STATUS OF PROJECTS - MONTHLY CAPITAL IMPROVEMENT PROGRAM EXECUTIVE REPORT FOR JUNE 2016 (STRATEGIC PLAN NO. 5, 1) - Public Works Agency MOTION: Receive and file. 19D. DOWNTOWN ENHANCEMENTS AND PARKING MODERNIZATION PLAN UPDATE {STRATEGIC PLAN NO. 3,4131 ;'City Manager's Office Councilmember Martinez, commented that this summer the Ci!y will be installing restrooms and facility improvements in the Downtown at 3' and Bush; LED lighting has been completed; also, requested that Request for Proposal on parking to be released later in the year include alternative modes of transportation and bike infrastructure; asked about beatification of murals services. City Manager Cavazos, noted that both local and national artist will be considered for the murals. MOTION: Receive and file. BUDGETARY MATTERS PROJECTS /CHANGE ORDERS 23A. AWARD CONTRACT FOR CONSTRUCTION OF RIVERVIEW, CABRILLO, AND WINDSOR PARKS COURT RESURFACING (PROJECT 16 -2668) {STRATEGIC PLAN NO. 6, 1 B) - Public Works Agency; and Parks, Recreation and Community Services Agency MOTION: 1. Authorize the City Manager and the Clerk of the Council to award and execute a construction contract to Pacific Tennis Courts Inc., the lowest responsible bidder, in accordance with the base bid plus Additive Alternates 1 and 2 in the amount of $263,010, for the term beginning upon execution of the contract and ending upon project completion, for construction of the Riverview, Cabrillo, and Windsor CITY COUNCIL MINUTES 6 JULY 5, 2016 1 0A -6 Parks Court Resurfacing Project, subject to non - substantive changes approved by the City Manager and the City Attorney. 2. Approve the Project Cost Analysis for a total estimated project delivery cost of $315,620, which includes the contract base bid plus Additive Alternates 1 and 2, administration, inspection, testing, and a $26,301 contingency. AGREEMENTS 25A. AGMT NO. 2016 -174 - FISCAL YEAR 2016 -2017 SENIOR MEALS PROGRAM (STRATEGIC PLAN NO. 5, 6E) - Parks, Recreation and Community Services Agency; and Community Development Agency MOTION: Authorize the City Manager and Clerk of the Council to execute an agreement with Community SeniorServ, Inc. in the amount of $75,290 for a one year term to end on June 30, 2017, subject to non - substantive changes approved by the City Manager and City Attorney. 25B. AGMT NO. 2016 -175 - SENIOR MOBILITY PROGRAM {STRATEGIC PLAN NO. 5, 46) - Parks, Recreation and Community Services Agency MOTION: Authorize the City Manager and Clerk of the Council to execute amendment no. 1, cooperative agreement no. C -1 -2486, with Orange County Transportation Authority (OCTA) to extend the expiration date from June 30, 2016 to June 30, 2021 and to modify the scope, subject to non - substantive changes approved by the City Manager and City Attorney. 25C. AGMT NO. 2016 -176 - EXTEND THE GROUND LEASE OF THE DELHI CENTER {STRATEGIC PLAN NO. 5, 4B) - Parks, Recreation and Community Services Agency MOTION: Authorize the City Manager and Clerk of the Council to execute an amendment with Delhi Center to extend the expiration date from September 6, 2020 to September 6, 2040, subject to non - substantive changes approved by the City Manager and City Attorney. 25D. AGMT NO. 2016 -177 - AMEND COOPERATIVE AGREEMENT FOR EDINGER AVENUE TRAFFIC SIGNAL SYNCHRONIZATION PROJECT {STRATEGIC PLAN NO. 6, 1 B) - Public Works Agency MOTION: Authorize the City Manager and Clerk of the Council to amend the cooperative agreement, C -2 -2030, with the Orange County Transportation Authority (OCTA) extending the term by 36 months with a CITY COUNCIL MINUTES 7 JULY 5, 2016 1 0A -7 new expiration date of June 30, 2019, subject to non- substantive changes approved by the City Manager and City Attorney. 25E. AGMT NO. 2016 -178 - ENTERTAINMENT SERVICES FOR FIESTAS SANTA ANA {STRATEGIC PLAN NO. 5, 5C} - Parks, Recreation and Community Services Agency MOTION: Authorize the City Manager and Clerk of the Council to execute an agreement with Bobby Nava Advertising and Entertainment Agency in the amount of $36,000, beginning July 5, 2016 through September 30, 2016, subject to non - substantive changes approved by the City Manager and City Attorney. 25F. AGMT NO. 2016 -179 - PUBLIC EDUCATION SERVICES (GRANT FUNDING) {STRATEGIC PLAN NO. 5, 2) - Public Works Agency MOTION: Authorize the City Manager and Clerk of the Council to execute an agreement with the Discovery Science Center of Orange County, for a one -year period beginning July 6, 2016 through July 5, 2017, with two optional one -year extensions exercisable by the City Manager and the City Attorney, in the amount of $120,000 annually, for a total agreement amount of $360,000, including all extensions, subject to non - substantive changes approved by the City Manager and City Attorney. 25G. AGMT NO. 2016 -180 - COOPERATIVE AGREEMENT FOR THE SANTA ANA DELHI DIVERSION PROJECT (NONGENERAL FUND) (PROJECT NO. 16- 6467) {STRATEGIC PLAN NO. 6, 1 G) - Public Works Agency MOTION: 1. Authorize the City Manager and Clerk of the Council to execute a cooperative agreement, D15 -013, with the County of Orange, the Orange County Flood Control District, the Irvine Ranch Water District, and the cities of Newport Beach and Costa Mesa; for the term commencing with the full execution of the agreement by all parties, and extending twenty years from the completion of construction with automatic ten -year renewal, thereafter; obligating the City to its share of $1.9 million for design and construction, including an ongoing 33.93 percent share of maintenance costs for the Santa Ana Delhi Diversion Project, subject to non - substantive changes approved by the City Manager and City Attorney. 2. Amend the Fiscal Year 16117 Capital Improvement Plan to include the Delhi Diversion Project and allocate $1.3 million in the Fiscal Year 2016117 Budget to fund this project. CITY COUNCIL MINUTES 8 JULY 5, 2016 1 0A -8 25H. AGMT NO. 2016 -181 - MEMORANDUM OF UNDERSTANDING TO UTILIZE THE ALERTOC EMERGENCY MASS NOTIFICATION SYSTEM {STRATEGIC PLAN NO. 1, 2B) - Police Department MOTION: Authorize the City Manager and the Clerk of the Council to execute a five -year Memorandum of Understanding with the County of Orange, commencing July 1, 2016, at no cost to the City, subject to non - substantive changes approved by the City Manager and City Attorney. 251. AGMT NO. 2016 -182 - SUPPORT WILSHIRE SQUARE NEIGHBORHOOD ASSOCIATION'S "DINNER UNDER THE STARS" EVENT {STRATEGIC PLAN NO. 5, 4) — Councilmember Martinez MOTION: Authorize the City Manager and Clerk of the Council to execute an agreement with the Charitable Ventures of Orange County Inc. for a one -time donation amount of $1,000, subject to non - substantive changes approved by the City Manager and the City Attorney. 25J. ARTS AND CULTURE ARTIST GRANT PROGRAM FISCAL YEAR 2016 -2017 {STRATEGIC PLAN NO. 5, 5131 - Community Development Agency Arts and Culture Commission approved recommended action on June 16, 2016, by a vote of 6 -0 (Alvarado absent). RECOMMENDED ACTIONS: 1. Approve the Arts and Culture Commission recommendations for Fiscal Year 2016 -2017 Investing in the Artist Grant Opportunity in the amount of $70,000; 2. Authorize the City Manager and the Clerk of the Council to execute agreements with six artists not to exceed $5,000 each and four art organizations not to exceed $10,000 each, expiring June 30, 2017, subject to non - substantive changes approved by the City Manager and City Attorney. Applicant Project Recommended Funding AGMT NO. 2016 -183 Establish seasonal community Omar Avalos chamber orchestra $5,000 AGMT NO. 2016 -184 Free playwriting & theatre - making Sara Guerrero workshops $5,000 AGMT NO. 2016 -185 Bookmobile to build community and Sarah Rafael Garcia I promote literacy $5,000 CITY COUNCIL MINUTES 9 JULY 5, 2016 10A -9 AGMT NO. 2016 -186 2 Free Community Art & Culture Priscila Hernandez Events: International Women's Day $5,000 International Artist's Day AGMT NO. 2016 -187 A social documentary of Santa Ana $5,000 Federico Medina presented in photography AGMT NO. 2016 -188 A series of 4 large -scale woodcuts $5,000 Victor Cruz AGMT NO. 2016 -189 Support Noche de Altares, Santa $10,000 Centro Cultural de Ana's Dia de los Muertos event Mexico AGMT NO. 2016 -190 Artwalk: performances, interactive art $10,000 Downtown Inc. exhibits and art activities AGMT NO. 2016 -191 The camp will feature a Delhi comprehensive art driven menu that $10,000 participants can choose from on a rotational basis AGMT NO. 2016 -192 Orange County Summer Intensive Music Camp for $10,000 Children's Therapeutic Santa Ana Youth Arts Center 25K. AGMT NO. 2016 -193 — MONTHLY TRACKING AND ENGINE DIAGNOSTIC UNIT MONITORING SERVICES {STRATEGIC PLAN NO. 6, 2) - Finance and Management Services MOTION: Authorize the City Manager and the Clerk of the Council to execute a three year agreement with USA Fleet Solutions to provide monthly monitoring services for 105 GPS fleet tracking and engine diagnostic units, for the period of July 1, 2016 through June 30, 2019, in an amount not to exceed $152,265, with an option of two one -year renewals, subject to non - substantive changes approved by the City Manager and City Attorney. MISCELLANEOUS - BUDGET 29A. CONTRACT AWARD TO COURTESY CHEVROLET CENTER FOR TWO MID- SIZE TRUCKS {STRATEGIC PLAN NO. 6, 2} - Parks, Recreation and Community Services Agency MOTION: Authorize a one -time purchase and payment of purchase order to Courtesy Chevrolet Center for the purchase of two Colorado pickup trucks in an amount not to exceed $56,910, subject to non - substantive changes approved by the City Manager and City Attorney. LAND USE MATTERS CITY COUNCIL MINUTES 10 JULY 5, 2016 1 0A -10 CONDITIONAL USE PERMITIVARIANCES 31A. CONDITIONAL USE PERMIT NO. 2016 -20 TO ALLOW THE SALE OF ALCOHOLIC BEVERAGES FOR ON- PREMISE CONSUMPTION AT EL TACO VELOZ LOCATED AT 1730 EAST SEVENTEENTH STREET, UNIT H - JUVENTINO GONZALEZ, APPLICANT {STRATEGIC PLAN NO. 3, 2) - Planning and Building Agency Planning Commission approved recommended action on June 13, 2016, by a vote of 6 -0 (Mill absent). MOTION: Receive and file the staff report approving Conditional Use Permit No. 2016 -20. 31 B. CONDITIONAL USE PERMIT NO. 2016 -23 TO ALLOW THE SALE OF ALCOHOLIC BEVERAGES FOR ON- PREMISE CONSUMPTION AT CLARION INN & SUITES LOCATED AT 2620 SOUTH HOTEL TERRACE DRIVE - SHIV TALWAR, APPLICANT (STRATEGIC PLAN NO. 3, 2) - Planning and Building Agency Planning Commission approved recommended action on June 13, 2016, by a vote of 6 -0 (Mill absent). MOTION: Receive and file the staff report approving Conditional Use Permit No. 2016 -23. * *END OF CONSENT CALENDAR ** BUSINESS CALENDAR ITEMS RESOLUTIONS 55A. AMEND RESOLUTION NO. 94 -027 TO MEMORIALIZE CERTAIN CHANGES TO THE PAYMENT AND REPORTING THE VALUE OF EMPLOYER PAID MEMBER CONTRIBUTIONS TO THE CALIFORNIA PUBLIC EMPLOYEES' RETIREMENT SYSTEM {STRATEGIC PLAN NO. 7, 61 - Personnel Services Agency Councilmember Martinez, requested clarification on the employee's contribution to PERS. CITY COUNCIL MINUTES 11 JULY 5, 2016 1 0A -11 Personnel Services Executive Director Ed Raya, noted that change is considered a clean -up matter. MOTION: Adopt a resolution. RESOLUTION NO. 2016 -056 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA TO AMEND RESOLUTION NO. 94 -027 TO MEMORIALIZE CERTAIN CHANGES TO THE PAYMENT AND REPORTING THE VALUE OF EMPLOYER PAID MEMBER CONTRIBUTIONS TO THE CALIFORNIA PUBLIC EMPLOYEES' RETIREMENT SYSTEM MOTION: Martinez SECOND: Pulido VOTE: AYES: Amezcua, Benavides, Martinez, Pulido, Reyna, Sarmiento (6) NOES: None (0) ABSTAIN: None (0) ABSENT: Tinajero (1) 55B. RESOLUTION ESTABLISHING THE APPROPRIATION LIMIT OF THE CITY OF SANTA ANA FOR FISCAL YEAR 2016 -2017 {STRATEGIC PLAN NO. 4, 1 D} - Finance & Management Services MOTION: Adopt a resolution. RESOLUTION NO. 2016 -057 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA ESTABLISHING THE APPROPRIATION LIMIT OF THE CITY OF SANTA ANA FOR FISCAL YEAR 2016 -2017 MOTION: Benavides SECOND: Sarmiento VOTE: AYES: Amezcua, Benavides, Pulido, Reyna, Sarmiento (5) NOES: Martinez (1) ABSTAIN: None (0) ABSENT: Tinajero (1) *Mayor Pro Tern Sarmiento, abstained on Agenda Item 55C out of an abundance of caution. CITY COUNCIL MINUTES 12 JULY 5, 2016 1 0A -12 55C. RESOLUTION TO NOMINATE AND APPOINT MAYOR PRO TEM SARMIENTO TO THE ORANGE COUNTY FIRE AUTHORITY (OCFA) BOARD (STRATEGIC PLAN NO. 5, 1) - Clerk of the Council Office MOTION: Adopt a resolution. RESOLUTION NO. 2016 -058 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA, CALIFORNIA, REPEALING RESOLUTION NO. 2015 -013 AND DESIGNATING AND APPOINTING ITS REPRESENTATIVE TO THE ORANGE COUNTY FIRE AUTHORITY'S BOARD OF DIRECTORS MOTION: Benavides SECOND: Reyna VOTE: AYES: Amezcua, Benavides, Martinez, Pulido, Reyna (5) NOES: None (0) ABSTAINED Sarmiento(1) AND NOT PRESENT: ABSENT: Tinajero (1) 55D. SUBMISSION TO THE VOTERS AT THE NOVEMBER 8, 2016 MUNICIPAL ELECTION: PROPOSED COUNCIL COMPENSATION CHARTER REFORM - City Manager's Office Councilmember Martinez, commented that salary is long overdue and asked that health benefit cash -out be transparent. Mayor Pro Tern Sarmiento, clarified that proposal is consistent with government code; salary has not been adjusted for about 60 years; similar cities receive full - time salary and have dedicated staff. City Manager Cavazos, noted for the record that proposal is only for salary. Councilmember Benavides, request staff consider other provisions of the Charter that are also outdated. City Manager Cavazos, supports comprehensive review of the Charter perhaps at the next election cycle. Councilmember Martinez, supports consideration for salary increase; concerned that health benefits not remedied with proposal. City Attorney Carvalho, noted that Impartial Analysis will be presented to state the facts and Arguments in favor and opposition will be authorized. CITY COUNCIL MINUTES 13 JULY 5, 2016 1 0A -13 Clerk of the Council Huizar, reported that a calendar of deadlines for Arguments will be prepared upon approval and noticed as required. Councilmember Benavides, would like to consider adding stipend for serving on regional boards and committees that is not already compensated by regional board. City Attorney Carvalho, noted that any additional benefits received in which there is a cash value are not considered salary; proposal is a modest proposal in comparison with other comparable cities; if Council request a stipend recommends a set amount and needs to be included in the Charter. Mayor Pro Tern Sarmiento, appreciates effort to move item forward. Councilmember Reyna, noted that some regional boards are compensated, but most are not. Councilmember Martinez, stated that membership on regional boards have proved beneficial to the City and many do not compensate. MOTION: 1. Adopt resolutions. A. RESOLUTION NO. 2016 -059 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA GIVING NOTICE OF A GENERAL MUNICIPAL ELECTION TO BE HELD IN THE CITY OF SANTA ANA ON NOVEMBER 8, 2016 FOR THE SUBMISSION TO THE VOTERS OF A QUESTION RELATING TO THE AMENDMENT OF THE CITY CHARTER IN REGARD TO COUNCIL COMPENSATION REFORM B. RESOLUTION NO. 2016 -060 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AUTHORIZING WRITTEN ARGUMENTS FOR PROPOSED AMENDMENTS TO THE SANTA ANA CHARTER C. RESOLUTION NO. 2016 -061 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA SETTING FORTH THE LANGUAGE OF A BALLOT TITLE FOR A CITY CHARTER AMENDMENT REGARDING COUNCIL COMPENSATION REFORM TO BE INCLUDED ON THE BALLOT FOR THE 2016 GENERAL ELECTION 2. Approve guidelines for preparation of arguments for or against the proposed City Charter and Municipal Code Amendments, fix the date for the submission of Direct Arguments and Rebuttal CITY COUNCIL MINUTES 14 JULY 5, 2016 1 OA -14 Arguments, and post the notice for the argument process in accordance with the provisions of the California State Elections Code. 3. Authorize the City Attorney to prepare an Impartial Analysis for each of the proposed City Charter Amendments to be submitted for consideration by the voters. 4. Direct staff to process all other documents required to proceed with the proposed City Charter Amendments. MOTION: Benavides SECOND: Amezcua VOTE: AYES: Amezcua, Benavides, Martinez, Pulido, Reyna, Sarmiento (6) NOES: None (0) ABSTAIN: None (0) ABSENT: Tinajero (1) REPORTS *Mayor Pro Tern Sarmiento, abstained on Agenda Item 65A due to a campaign contribution from an applicant. 65A. REQUEST FOR QUALIFICATIONS FOR THE THIRD AND BROADWAY STREETS DEVELOPMENT PROJECT (STRATEGIC PLAN NO. 3, 5A) - Planning and Building Agency Councilmember Martinez, requested clarification from the City Attorney if she had any conflict of interest due to campaign contriution received for her County of Orange Board of Supervisor campaign committee account. City Attorney Carvalho, noted that City has provisions that may disqualify members, but it does not apply to non -City Council Committee accounts. Councilmember Benavides, as member of the Development Council Committee provided context and historical account on item; applicant has gone through several steps with the City; of options presented for City Council consideration supports option 1 which provides a draft Disposition and Development Agreement and will enhance economic development efforts; staff has identified 28 points that could be incoporated into agreement; appoint an ad hoc committee to meet with staff in working out the details within the next 30 days; assure viability; Mayor Pulido seconded the motion for purposes of discussion. CITY COUNCIL MINUTES 10 5 JULY 5, 2016 Councilmemebr Martinez, important to have community benefit in proposal considered; include labor to offer good paying jobs; City Council has received a request for a dog park; change culture in Downtown to support multi -modal modes of transportation; repurpose all areas and possibly include roof -top decks. Mayor Pulido, supports project and ad hoc committee; clarified that Caribou Industries is applicant considered for a Disposition and Development Agreement. MOTION: Approve Option 1 - Direct staff to prepare a Disposition and Development Agreement with Caribou Industries and bring back to City Council for consideration. MOTION: Benavides SECOND: Pulido VOTE: AYES: Amezcua, Benavides, Martinez, Pulido, Reyna (5) NOES: None (0) ABSTAINED Sarmiento (1) AND NOT PRESENT: ABSENT: Tinajero (1) 65B. AUTHORIZATION TO PROCEED WITH THE SUSTAINABLE MOBILITY AND ROADWAY TRANSFORMATION (SMART) PROGRAM (NON- GENERAL FUND) {STRATEGIC PLAN NOS. 6, 1A, 1B, 1C, 1E, 1F, 1G) - Public Works Agency Councilmember Martinez, thanked staff for efforts and asked for summary report. Public Works Executive Director Fred Mousavipour, summarzied key points in program; important to have excellent pavement network, protect City's investment; implement traffic safety improvements and bicycle and pedestrian master plans in addition to ADA infrastructure. MOTION: Authorize staff to proceed with the initial steps to implement the Sustainable Mobility and Roadway Transformation Program and seek services from a financial advisor to determine the necessary revenue enhancements to complete said program. MOTION: Martinez SECOND: Pulido CITY COUNCIL MINUTES 16 JULY 5, 2016 1 0A -16 VOTE: AYES: NOES: ABSTAIN ABSENT: PUBLIC HEARINGS Amezcua, Benavides, Martinez, Pulido, Reyna, Sarmiento (6) None (0) None (0) Tinajero (1) 75A. RECOVERY OF UNCOLLECTED COSTS FOR ABATEMENT OF DANGEROUS AND ABANDONED BUILDINGS {STRATEGIC PLAN NO. 5,4} - Planning and Building Agency Legal Notice published in the Orange County Reporter on June 24, 2016 and notices mailed on June 23, 2016. Mayor Pulido opened the Hearing. There were no speakers and the Hearing closed. MOTION: Adopt a resolution. RESOLUTION NO. 2016 -062 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA CONFIRMING THE COSTS OF SECURING AND DEMOLITION OF VARIOUS STRUCTURES DECLARED TO BE PUBLIC NUISANCES; MAKING, CONFIRMING AND LEVYING ASSESSMENTS FOR SUCH COSTS; AND ORDERING SUCH COSTS TO BE RECORDED WITH THE ORANGE COUNTY RECORDER MOTION: Amezcua VOTE: AYES: NOES: ABSTAIN ABSENT: SECOND: Sarmiento Amezcua, Benavides, Martinez, Pulido, Reyna, Sarmiento (6) None (0) None (0) Tinajero (1) CITY COUNCIL MINUTES 17 JULY 5, 2016 1 0A -17 75B. RESOLUTION AFFIRMING THE WEED ABATEMENT PUBLIC NUISANCE REPORT FISCAL YEAR 2015 -2016 (STRATEGIC PLAN NO. 5, 4E) - Public Works Agency Legal Notice published in the Orange County Reporter on June 24, 2016 and notices mailed on June 24, 2016. Mayor Pulido opened the Hearing. There were no speakers and the Hearing closed. MOTION: Adopt a resolution. RESOLUTION NO. 2016 -063 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA CONFIRMING THE COSTS OF WEED, RUBBISH AND GARBAGE ABATEMENT: MAKING, CONFIRMING AND LEVYING ASSESSMENTS FOR SUCH COSTS; AND ORDERING A COPY THEREOF TO BE FILED WITH THE COUNTY AUDITOR ASSESSOR AND TAX COLLECTOR MOTION: Amezcua SECOND: Sarmiento VOTE: AYES: Amezcua, Benavides, Martinez, Pulido, Reyna, Sarmiento (6) NOES: None (0) ABSTAIN: None (0) ABSENT: Tinajero (1) 75C. REPORT ON WATER QUALITY RELATIVE TO PUBLIC HEALTH GOALS {STRATEGIC PLAN NO. 5, 61 - Public Works Agency Legal Notice published in the Orange County Reporter on June 24, 2016. Matter continued from the June 21, 2016 City Council meeting by a vote of 7 -0. Mayor Pulido opened the Hearing. There were no speakers and the Hearing closed. MOTION: Receive and file. MOTION: Reyna VOTE: AYES SECOND: Sarmiento Amezcua, Benavides, Martinez, Pulido, Reyna, Sarmiento (6) CITY COUNCIL MINUTES 18 JULY 5, 2016 1 0A -18 NOES: ABSTAIN: ABSENT None (0) None (0) Tinajero (1) RECESSED THE CITY COUNCIL MEETING AT 7:41 P.M. AND CONVENED A JOINT SESSION OF THE CITY COUNCIL AND THE HOUSING AUTHORITY 80A. AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND ESCROW INSTRUCTIONS FOR 1126 -1146 E. WASHINGTON AVE [NON- GENERAL FUND] {STRATEGIC PLAN NO. 6, 1 C, 1 E, 1 G) - Public Works Agency Legal Notice published in the Orange County Register on June 23, 2016 and June 30, 2016. The following spoke on the matter. • Orin Williams, Superintendent of Public Facilities for the Santa Ana Unified School District, noted the District's desire to partner with disposition of parcels in the future. Councilmember Benavides, commented that area in close proximity to freeway; motion to continue matter, seconded by Councilmember Martinez, Public Works Executive Director Mousavipour, indicated that land suitable to run water system City Manager Cavazos, indicated that staff will consider request. Councilmember Martinez, need to create a process for parcels; staff to provide background and community benefit of water wells. MOTION: Continue consideration of matter for 90 days (October 4, 2016). MOTION: Benavides SECOND: Martinez VOTE: AYES: Amezcua, Benavides, Martinez, Pulido, Sarmiento (5) NOES: None (0) ABSTAIN: None (0) CITY COUNCIL MINUTES 19 JULY 5, 2016 1 0A -19 ABSENT: Reyna, Tinajero (2) *Councilmember Reyna, absent from dais during deliberation of matter. RECESSED THE CITY COUNCIL MEETING AT 7:49 P.M. TO THE HOUSING AUTHORITY MEETING; FOLLOWED BY SUCCESSOR AGENCY MEETING AT 7:50 P.M. AND RECONVENED THE CITY COUNCIL MEETING AT 7:51 P.M. WITH SAME MEMBERS PRESENT. COMMENTS PUBLIC COMMENTS • Jamie Lopez, Mabury Park resident, urged support for ban on fireworks. • Heather Lopez, Portolla Park resident, opined that cons outweigh the pros of having legal fireworks; noise complaints, more officers to be visible or possibly allow high schools to host paid event and require street clean up with funds. • Britten Devereux, Ditmore Healthcare, spoke in support of rehabilitation centers in the City. • Ilya Tseglia, spoke of son's illegal confinement by the State. • Robert Tsleglia, echoed comments by his father, Ilya. • Rick Neidermeyer, requested an update on Dan Young Soccer field; asked why City purchasing buying vehicles from company in San Diego; spoke of fireworks — opined that campaign on increased fines not effective; asked why City imposes additional fees when non - profits already pay business license and inspection fees. • James Kendrick, spoke of increased cigarette fees; asked where are funds going; need to promote city on ARV. • Margaret Sharpe, presented petition fliers in support of housing for homeless. 90A. CITY MANAGER'S COMMENTS City Manager Cavazos, provided report of activities on the Fourth of July. 90B. CITY COUNCILMEMBER COMMENTS Councilmember Amezcua: • Noted that 26 fines were issued for illegal fireworks; and • Commented that Santa Ana Unified School District was going to send robo calls on illegal fireworks; City Manager to confirm. CITY COUNCIL MINUTES 20 JULY 5, LUlb 1 OA -20 Councilmember Reyna: • Reported for the record that he that attended NALEO Conference in Washington DC; important topics discussed including reentry program in Texas that was able to close 3 correctional facilities; • Asked all to be water wise; • Reported that Friday will host Youth Leadership Conference at Santa Ana Elks; and • First Movie at the Park will take place at El Salvador Park on Saturday, July 9, 2016. Councilmember Benavides: • Noted that City's attempt to deter illegal fireworks was to increase fines, could have done more including partnering with industry to spread the word; need to provide community some relief; • Attended NALEO Conference in Washington DC; thanked Councilmember Martinez for her service as past President of national organization; • Commented on history through public art and monuments — rich culture; consider in the future with surplus funds — consider ad hoc committee to analyze and partner with Arts and Culture Commission; and • Encouraged all to support local economy; Shop Santa Ana! Councilmember Martinez: • Attended NALEO Conference in Washington DC; moderated session on housing in America; grant funding available for retrofitting; participated in panel on women in politics; • Congratulated Mayor Pro Tern Sarmiento for being elected to leadership position on NALEO board; • Noted that many emails received on fireworks; need to have strategic plan to address issue; consider voter approved measure and means to assist non- profit organizations with fundraising efforts; and • Requested update on branding and marketing efforts, General Plan Update and community engagement strategy. Mayor Pro Tem Sarmiento: • Disclosed that he attended NALEO conference; • Thanked Councilmember Martinez for her leadership on the NALEO Board; met with Housing and Urban Development (HUD) Secretary Julian Castro; housing critical nation -wide; City has considered incentivizing development through in lieu fees; • City sponsored fireworks event was success; concerned with illegal fireworks activity; received many emails; education campaign should start earlier including fines; surprised that item not on the Agenda for consideration; need to consider placing item on the ballot for voters to decide; • Look forward to serving on Orange County Fire Authority Board; and • Thanked speaker for bringing forward homeless petition; suggested that speaker present concept to the Orange County Board of Supervisors. CITY COUNCIL MINUTES 21 JULY 5, 2016 1 OA -21 Mayor Pulido: • Attended the US Conference of Mayors in Indianapolis; attended session on technology that tracks sound; staff to consider technology; and • Opined that technology may assist staff in identifying illegal fireworks; consider more active education campaign; proactive efforts and stronger enforcement. ADJOURNED - 8:42 p.m. - The next regular meeting scheduled for July 19, 2016 has been cancelled. The next meeting to be convened will be Tuesday, August 2, 2016 at 5:00 p.m. for the Closed Session Meeting immediately followed by the Regular Open Business Meeting at 5:45 p.m. in the Council Chamber, 22 Civic Center Plaza, Santa Ana, California. Maria D. Huizar, Clerk of the Council FUTURE AGENDA ITEMS • Community Engagement Program • Economic Development Strategic Plan CITY COUNCIL MINUTES 22 JULY 5, 2016 1 OA -22 Revised 7/6/16 CITY OF SANTA ANA .�i�I�P[dl��Z�]Pi IITII�i��� •9':�x�15��16r��tfl�[�3 AGENDA Ia] =kyL=1W-0] :jIfil4► 111i_ 1►I elk III :7_1�lZi:163AIK-, A9 [ill Z Ill IT,Iiil111aIl 1 THURSDAY, JULY 7, 2016 5:00 P.M. CALL TO ORDER City Hall Ross Annex, Conference Room 1600 20 Civic Center Plaza, Santa Ana, California C Committee Members: Vicente Sarmiento, Chairperson David Benavides Recording Secretary: Lorrie Ortiz 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 A. February 11, 2016 Special Meeting B. April 18, 2016 Special Meeting 2. Resident Request to Establish a new Transportation Commission 3. Streetcar Project Update — David Cavazos {Strategic Plan Nos. 6, 1 G; 3, 2C} 4. Fiber Optic Utility Infrastructure / Gigabit Santa Ana — Presentation - Action: Receive and File and Feedback - Fred Mousavipour {Strategic Plan No. 6, 1 C; 1 E; 1 G; 111 5. Phase 1 Water Shortage Declaration - Implementation of the City's Phase 1 Water Shortage Plan — Action: Receive and File - Nabil Saba {Strategic Plan No. 5, 6F} Santa Ana Safe Mobility Plan Presentation — Fred Mousavipour — Action: Receive and File {Strategic Plan No. 5, 613} 7. Status Update on the Housing Opportunity Ordinance -- Hassan Haghani {Strategic Plan No. 5, 3} STAFF COMMENTS 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 Miguel A. Pulido, I Vicente Sarmiento, Michele Martinez, i Angelica Amezcua, P. David Benavides, Roman Rayne, 1 Sal Tinajero, Mayor j Mayor Pro Tern, Ward 1 1 Ward 2 i Ward 3 j Ward 4 j Ward 5 j Ward 6 MPW'tlo(vlsente -ene o,o VS— entoftsanta -an—M MMadin- Asanta- ane.om i AAm.-u. Q—t— DB—AdesOmnta-ana o lr yraOsaiita ana or e i annaemrvlsan..ene.or 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.org 13A -1 COMMITTEE MEMBER COMMENTS FUTURE AGENDA ITEMS ADJOURNMENT — The next meeting is scheduled for Thursday, October 6, 2016 at 5:00 p.m. The complete Strategic Plan document is available at httD : / /www.sonto- ano.oralstrateoic- planning/ DEVELOPMENT & TRANSPORTATION COMMITTEE AGENDA 2 JULY 7, 2016 13A -2 CITY COUNCIL COMMITTEE ON DEVELOPMENT AND TRANSPORTATION Special Meeting Minutes February 11, 2016 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: Vicente Sarmiento David Benavides Staff present were: David Cavazos, City Manager; Fred Mousavipour, Executive Director /Public Works Agency; William Galvez, City Engineer; Nabil Saba, Water Resources Manager; Taig Higgins, Principal Civil Engineer; Christy Kindig, Projects Manager; Jorge Garcia, Senior Management Assistant; Julie Castro - Cardenas, Senior Management Assistant; Suzi Furjanic, Associate Park Planner; Lorrie Ortiz, PWA Executive Secretary. PUBLIC COMMENTS — None AGENDA ITEMS APPROVAL OF MINUTES — Special Meeting of December 9, 2015 Motion by Committee Member Benavides and seconded by Chairman Sarmiento to approve the Minutes, and approved unanimously by a vote of 2:0. 2, STREETCAR PROJECT UPDATE {Strategic Plan Nos. 6, 1G; 3, 2C} City Manager David Cavazos provided an update of the streetcar project, stating that the project is on schedule, and that President Obama has approved funding of $125 million that will be matched with local Measure M funding; a designer has been selected; staff is working closely with OCTA, particularly on the Memorandum of Understanding to assure the high quality, and the streetcar is expected to be operational in 2020. Other milestones include design and construction which will each take approximately 18 months, and vehicle procurement. A legislative timetable will be provided in the future. PROJECT W: SAFE TRANSIT STOPS {Strategic Plan No. 6, 1G} Associate Park Planner Suzi Furjanic provided a handout and overview of the bus shelter project. Directives provided at the last Council Committee meeting were to research other cities and countries; attempt to make the transit stops 13A -3 a dynamic; and to use new technology. Information was researched accordingly. Staff explored designs for shelters in other cities and countries; internal discussions were held with the Planning & Building Agency; with PWA's Administration division which handles the Clear Channel contract; Information Services to obtain technical guidance; and with PWA's Construction division for constructability matters. Discussions were held with OCTA and interviews with riders were conducted. Santa Ana sites were visited as well. The principal request from riders is that the shelters should provide shade. It was noted that transit stops must be durable. Photos of global installations were provided, some more ambitious and customized than others. Emerging goals include a cutting edge look, consideration of technology and green building, adaptable design for varying right of way conditions, and completion of the project within budget. Special features to consider include real time information boards, wi -fi capabilities, mobile phone charging, digital boards for City news, and green building. The transit stops to be improved at this time are along major transit thoroughfares. Two concepts and proposed prototypes were presented. One concept is a linear design; the other is a triangular design. The panels of the proposed shelters were discussed with Committee members, including the types of materials typically used. The next steps were explained, including finalization of the concept, development of the design, preparation of contract documents and the bid release. It is expected that the contract will be awarded in summer of 2016, with installation in Fall- Winter of 2016. Committee member Benavides expressed his appreciation of staff's efforts on the functional elements and design of the project. He indicated that he likes the concept of the design used in Ciudad Juarez, as well as elements of the curved awing which shows some creativity. It was clarified that the panels could be used for the city's branding campaign. Chairman Sarmiento said that this is an opportunity to have different themes, noting that cities like San Francisco and San Antonio design their bus shelters to fit elements of particular neighborhoods; for instance, the downtown shelters may be more colorful due to the artist's village. Other items to be taken into consideration include weather and graffiti. He is not pleased with the look of the plastic which looks nice initially but then are not attractive when they are weathered. Pitching the top or angling may be considered, but it is important that the stops wear well. It was emphasized that the design be very functional and usable for seniors and the disabled, so the linear design may be a better choice for shade. It was also mentioned that other cities also sell advertising space. WATER SYSTEM COMPUTERIZED HYDRAULIC MODEL PRESENTATION {Strategic Plan No. 6, 1 & 2} Water Resources Manager Nabil Saba provided Computerized Hydraulic Model project that approximately two years ago. The water system an update for the Water System was approved by Council computerized model will help to Development & Transportation Council Committee Minutes 2 February 11, 2016 13A -4 develop a water system master plan, as well as possible improvements to the current system. The system received high marks by the Orange County Fire Authority. Paul Hauffen, representing ID Modeling, summarized components of the project. He explained that a calibrated computer model is used to identity and predict water system vulnerabilities, fire flow capacity; water quality; energy savings; assist with master planning; and future operational support. The computer model mimics how the water system performs, looks and reacts under varying conditions; and is ultimately used to evaluate the overall water system to create a Master Plan. An overview of the software used for modeling was provided. An evaluation determined that the City's system is robust with strong pipes, high pressure, with accurate fire flows. Water quality issues were also evaluated and validated that the city water system is strong. Energy issues were evaluated and operational possibilities were considered under various conditions, and there is a potential to reduce energy costs by 10% by making minor changes to the pumping system. A criticality analysis identified an area on Broadway from Santa Clara to First Street that is critical in case of a system failure due to the high number of water valves; and a reasonable response plan should be prepared in case of an unforeseen event. This model may now be used for CIP prioritization, support with operations and water quality. Future development was mentioned, and it was clarified that the computerized model is a perfect tool to predict and address possible adverse impacts of future development. 5. OCTA BUS PLAN UPDATE {Strategic Plan Nos. 3, 2C; 5, 4B & 6, F} City Manager Cavazos provided a background of the proposed OCTA 2016 bus service plan, noting the concerns of local bus riders, and the Council's opposition to the elimination of some bus routes. The January 19, 2016 Council meeting elucidated many public comments in opposition to the eliminated routes. Senior Management Assistant Jorge Garcia provided detail of the plan update, noting that a public hearing was held by OCTA on January 25, 2016; and the OCTA Board directed their staff to revise the proposed plan. OCTA then proposed a new Route 150 which combined Routes 51 and 145; including the elimination of Saturday service on Route 150. Service was actually increased in some areas of the city along certain routes. A Route 560 Bravo Line was added, and provides faster service along Seventeenth Street/Westminster, and requires an additional bus bay at the Santa Ana Regional Transportation Center ( SARTC). Further changes affecting service to, from and through Santa Ana College were discussed by the college and OCTA, and a compromise was reached. Service to SARTC will continue for Routes 55, 53, 206 and 462; and further service will be attained when the streetcar is completed. The distinction between the terms "route" and "circulator" was emphasized, as changes to a bus route mandate specific public Development & Transportation Council Committee Minutest 3A -5 February 11, 2016 notifications, while circulators do not have the same noticing requirements. Implementation of the changes to the bus plan is expected to occur in June 2016 and ample communication to the public will occur. Committee member Benavides suggested monitoring the situation; and to consider advocating for additional service in the future if warranted. Chairman Sarmiento inquired whether studies of the ridership were conducted for peak or off -peak hours. It was clarified by Mr. Garcia that service during the highest peak times was studied, and for Route 150 the average frequency of service will change from 45 minutes to 30 minutes. However, during the off peak times from 12:00 p.m. to 3:00 p.m., frequency of service will change from 45 minutes to 60 minutes. Only Saturday service was eliminated to Route 150 pursuant to the ridership counts which were reviewed by City staff. In summation, bus service will be faster when riders need service the most. COMMITTEE MEMBER COMMENTS - None FUTURE AGENDA ITEMS - None DX 911091910 4W — Lorri Ortiz Recording Secretary Public Works Agency Development & Transportation Council Committee Minutes 4 February 11, 2016 13A -6 CITY COUNCIL COMMITTEE ON DEVELOPMENT AND TRANSPORTATION Special Meeting Minutes April 18, 2016 • r -r The meeting was called to order at 5:07 p.m. in Room 1600 of the City Hall Ross Annex, 20 Civic Center Plaza, Santa Ana, California. ATTENDANCE The following Committee Members were present: Vincent Sarmiento & David Benavides 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 /Parks, Rec. & Comm. Svcs. Agency; Robert Cortez, Special Asst to the City Manager; Ron Ono, Administrative Services Manager; Jason Gabriel, Principal Civil Engineer; Jorge Garcia, Senior Management Analyst; Julie Castro - Cardenas, Senior Management Analyst; and Rosa Barela, PBA Executive Secretary. PUBLIC COMMENTS — None AGENDA ITEMS 1. STREETCAR PROJECT UPDATE (Strategic Plan No. 6, 1G; 3,2C) City Manager David Cavazos provided an update on the funding for the Streetcar Project; the design is 30% complete, and final design is expected by Summer 2017 with overall operations to begin the first quarter of 2020. Committee member Benavides requested that some element of Santa Ana's history be incorporated in the design when it comes to the color scheme in the car itself. 2. SMaRT -SANTA ANA (SUSTAINABLE MOBILITY AND ROADWAY TRANSFORMATION) PRESENTATION {Strategic Plan No. 6, 1A, 1B, 1C, 1D, 1E) Public Works Agency Executive Director Fred Mousavipour provided a presentation on the Sustainable Mobility and Roadway Transformation — Santa Ana (SMaRT- Santa Ana), a maintenance program for the city's circulatory system including sidewalks and ADA infrastructure, pedestrian & bicycle safety improvements. Mr. Mousavipour also described potential funding sources including a proposed solid waste rate adjustment. The next steps include individual briefings with Councilmembers, meetings with neighborhood associations, and after Council approval start bond process and program. Development & Transp. Council Committee Minutes 1 April 18, 2016 13A -7 Committee member Benavidez questioned the funding of the waste rate adjustment and bond adding he is glad staff is being proactive with proposed plan and looks forward to his individual meeting. Chairman Sarmiento asked staff to review issues that were done well from a previous process and to look at missed opportunities and make improvements. 3. UPDATE ON ADULT EDUCATION CENTER AT CENTENNIAL PARK {Strategic Plan No. 5, 4A} Parks, Recreation & Community Services Executive Director, Gerardo Mouet provided a presentation on the Adult Education Center located in Centennial Park noting the lease with the owner, federal government, expires in November 2019. Mr. Mouet discussed the limitations on the current lease and the need to explore other options. As an alternative, the City is looking at one or two land exchanges that could allow continued use of the property. Mr. Mouet noted if land exchanges are approved, it will come back to City Council to negotiate a long -term lease with the Santa Ana College. Mr. Mouet noted the Council was updated on this option at the April 5, 2016 meeting. Committee member Benavides inquired on the request and process to the National Park Service. Chairman Sarmiento asked about the project timeline. Mr. Ron Ono responded that staff anticipates sending a proposal to the City Council in August. 4. THIRD & BROADWAY PROJECT UPDATE {Strategic Plan No. 3,5A} Planning & Building Agency Executive Director Hassan Haghani provided an update on the Third & Broadway project noting staff is reviewing documents submitted by Caribou Industries to evaluate their ability to deliver the project. Mike Harrah, Caribou Industries, introduced architect Michael Bohn from Studio One Eleven and lender Kenny Gap with PennyMac who is providing financing for the project. Mr. Harrah noted they are addressing questions on the documents that were submitted. Michael Bohn provided a presentation on the proposed development and displayed various images and views, diagrams, heights of the buildings, the residential tower at Third & Broadway with office, retail, lofts, active courtyard, restaurant, community room and passive courtyard; the hotel located at Third & Sycamore with roof deck, courtyard and hotel cafe. Discussed the two levels of parking with 225 stalls dedicated for public use, 160 stalls for residential use and parking for hotel component will be on stackers with valet service. Development & Transp. Council Committee Minutes 2 April 18, 2018 13A -8 Kenny Gap noted that his firm evaluated the project and are excited about the urban, transit oriented and mixed used project and looking to move forward on the project. Chairman Sarmiento thanked the applicant for the presentation and expressed appreciation for including the hotel component, and discussed the history of the project. Committee member Benavides also expressed thanks for the presentation and noted project needs to be something that is a landmark with significance, and inquired about the below grade parking. Mr. Harrah answered discussing the adjacent buildings and the water table, and discussed the feasibility of the hotel. David Cavazos noted there needs to be a lot of discussion on the underground parking and its challenges. Chairman Sarmiento discussed the environment for the hotel and sustainability, and inquired about the financing of the project. Mr. Cavazos noted staff needs to obtain the remaining financial information and gave the applicant a deadline of 30 days to submit and Mr. Harrah indicated he will provide. Noted the need to make sure if the garage comes down, that there is viable project to spend according to a schedule. There is a lot of discussion at this time and are waiting for the information to proceed. Committee member Benavides noted it's a prime location. Interested in getting questions answered, and have been waiting for some time to move forward to take before the full council for consideration. 5. FIBER OPTIC UTILITY INFRASTRUCTURE /GIGABIT SANTA ANA PRESENTATION {Strategic Plan No. 6, 1C; 1E; 1G; 11) Chairman Sarmiento tabled item. 6. CREATION OF A TRANSPORTATION SPECIFIC COMMISSION Chairman Sarmiento continued the item to top of next meeting, and suggested Gilad Salmon meet with them individually. Committee member Benavides asked if there is any community interest in proceeding with a new commission, to send an email to committee and schedule a follow up meeting. STAFF COMMENTS - None Development & Transp. Council Committee Minutes 13A-9 April 18, 2016 COMMITTEE MEMBER COMMENTS - None FUTURE AGENDA ITEMS - None Rosa Barela Recording Secretary Planning & Building Agency Po:Counoil CommlDevei & Tmnsp CC104 -18 -18 Devel & Transp CC Minutes- Speclal Transp. Council Committee Minutes 4 April 18, 2016 13A -10 CITY OF SANTA ANAL FINANCE, ECONOMIC DEVELOPMENT AND TECHNOLOGY COUNCIL COMMITTEE MEETING CANCELLATION NOTICE The regularly scheduled City Council Committee meeting scheduled for Monday, July 11, 2016 at 5:30 p.m. has been cancelled. No future meeting is scheduled at this time. 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 ll, 28 CFR 35.102] Ana City Council Miguel A. Pulido, Vicente Sarmiento, Michele Martinez, Angelica Amezcua, P. David Barevides, Roman Rayne, Sal Thajero, Mayor Mayor Pro Tom, Ward 1 Ward 2 Ward 3 Ward 4 Ward 5 Ward 6 mpdd.ldsanla -anenm VS —ioMa san ana.om MMatlinez(olsen�a —'n AAmez —ftr ante- ene.oro nBenavider@santa- enema RRevnaesanta -ene om STinaieroftsanr—na.ow 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: wwwsanta- ana.ora 13A -11 13A -12 SPECIAL MEETING CITY OF SANTA ANA COUNCIL COMMITTEE SPECIAL MEETING SPECIAL MEETING OF THE LEGISLATIVE COMMITTEE Tuesday, July 12, 2016 2:30 P.M. AGENDA CALL TO ORDER City Hall Ross Annex, Conference Room 1600 20 Civic Center Plaza, Santa Ana, California Committee Members: Angelica Amezcua and Vicente Sarmiento Recording Secretary: Yasmin Vazquez 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 March 22, 2016 Meeting RECOMMENDED ACTION: Approve minutes. 2. Quarterly Federal Legislative Update from Holland & Knight - Report outlining legislative advocacy work April 2016 to June 2016 — Dan Maldonado {Strategic Plan No. 1 through 7} 3. Quarterly State Legislative Update from Townsend Public Affairs — Report outlining legislative advocacy work April 2016 to June 2016 — Christopher Townsend {Strategic Plan No. 1 through 71 4. League of California Cities Briefing — Tony Cardenas {Strategic Plan No. 1 through 7} M 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] Miguel A. Pulido, Vicente Sarmiento, Michele Martinez, Mayor Mayor Pro Tern, Ward 2 MPU[doramnleana.om Ward MMeNnezr�senle -ene om vsa mlanta(o]sanNana om City Hall, 20 Civic Center Plaza Mayor & Council Telephone: 714. 647.6900 • A Angelica Amezcua, Ward 3 �Amezcuaralsan s an • P.O. Box 1988 lenda Item Inquiries: 13A -13 P. David Benavides, Roman Reyna, Sal Tinajero, Ward 4 Ward 5 Ward 6 oeeoavaesrmsana an aanvnar�aanu -ana om srnalemrvaaana anao I Santa Ana, California 92702 714- 647 -5200 • Website: www.santa- ana.ora 5. Review Proposed 2016 Legislative Platform — David Cavazos {Strategic Plan No. 1 through 71 6. Review Proposed Flag Policy — Mark Lawrence {Strategic Plan No. 5, 6F} COMMITTEE MEMBER COMMENTS FUTURE AGENDA ITEMS ADJOURNMENT— The next regularly scheduled meeting will be on Wednesday, September 28, 2016, at 12:00 pm. The complete Strategic Plan document is available at http:l /www.santa- ana.org /strategic - planning/ Legislative Council Committee Agenda 2 July 12, 2016 13A -14 CITY OF SANTA ANA LEGISLATIVE COUNCIL COMMITTEE MINUTES March 22, 2016 CALL TO ORDER The meeting was called to order at 2:40 pm by Chair Vicente Sarmiento at City Hall Ross Annex, Room 1600. ATTENDANCE Members Present: Councilmember Angelica Amezcua Mayor Pro Tem Vicente Sarmiento, Chair Members Absent: None Staff Present: David Cavazos, Robert Cortez, Alma Flores, Mark Lawrence, Jose Sandoval, Francisco Gutierrez, Hassan Haghani, Fred Mousavipour, Kelly Reenders, Gerardo Mouet, William Galvez, Jose Gonzalez, Jorge Garcia, Julie Castro, Manny Escamilla, Daniel Soto and Yasmin Vazquez. Also present were Tony Cardenas from League of California Cities, Chris Townsend (via phone), Cori Williams and Casey Elliot from Townsend Public Affairs and Leslie Pollner and Dan Maldonado from Holland & Knight. PUBLIC COMMENTS No comments. AGENDA ITEMS Approval of Minutes of the October 19, 2015 MOTION: Approve minutes. MOTION: Amezcua SECOND: Sarmiento VOTE: AYES: Amezcua, Sarmiento NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) Legislative Council Committee Minutes 1a%FF -1 6, Page 1 2. 3. Quarterly Federal Legislative Update from Holland & Knight - October 2015 to March 2016 Leslie Pollner commented the Empowerment Zone Employment Tax Credit was recently extended for another year. Dan Maldonado mentioned President Obama's budget includes $125 million for the Streetcar through the New Starts /Small Starts program. The project has the support of Senator Feinstein who is one of the senior appropriators on the Senate Appropriations Committee, Mayor Pro Tern Sarmiento added that during visits to Washington DC, the City of Santa Ana group along with Holland & Knight, met with staff from Senator Feinstein and Boxer's offices as well as Congresswoman Loretta Sanchez and thus they are well informed of the Streetcar project. Leslie Pollner stated the City submitted an application for Promise Zone funding which will be highly competitive. Holland & Knight secured letters of support from Senators Feinstein and Boxer as well as Congresswoman Loretta Sanchez. Leslie Pollner also mentioned Holland & Knight assisted the City in arranging congressional and agency meetings during the City advocacy trip to Washington D.0 in October, 2015. Mayor Pro Tern Sarmiento was appreciative of Holland & Knight's efforts to bring national exposure to the City. Leslie Pollner touched on several items. Holland & Knight worked in concert with the City of Santa Ana and several other cities impacted by the HOME investment Partnership Program cuts to successfully increase funding levels in the final FY 16 Omnibus package. The City of Santa Ana received Urban Areas Security Initiative funding totaling $5.43 million from Department of Homeland Security / Federal Emergency Management Agency. Lastly, although Holland & Knight was able to thwart efforts to pass the Trade Facilitation and Trade Enforcement Act at the end of 2015 (which includes language from the Permanent Internet Tax Freedom Forever Act) by February 2016 the bill passed. Mayor Pro Tern Sarmiento asked which grants the City has pending. Jorge Garcia mentioned the City has been successful in receiving Active Transportation funding and continues to pursue Federal funding through the Transportation Investment Generating Economic Recovery grant. Also at the Federal level, it is important the City continue to search for funding for homelessness and veterans. Quarterly State Legislative Update from Townsend Public Affairs - October 2015 to March 2016 Casey Elliot announced James Peterson has joined Townsend Public Affairs and along with himself and Cori Williams, James will be working to further the City's legislative agenda. Casey Elliot provided the Committee with an update on the release of the Governor's budget in January noting strong revenues are expected and therefore entities are looking to increase their funding as a result. Legislative Council Committee Minutes 11 c�(i 221 616, Page 2 Regarding the statewide regulatory framework for medicinal cannabis, Casey Elliot reported a package of three bills, AB 243, AB 266 and SB 643, was signed into law and is now in the process of being implemented by the State. He also mentioned the State's first Bureau of Medical Marijuana Regulation Chief was hired in February. Mayor Pro Tem Sarmiento asked if any of the new regulations impact the City. Casey Elliot responded the State is interested in keeping local control intact but some items, such as taxes, may put pressure on cities. He also mentioned the high likelihood of an initiative qualifying for the November ballot regarding recreational marijuana use. Casey Elliot commented that in the wake of high profile violence involving assault weapons, numerous gun control bills have been introduced in Legislature with some receiving enough support to move forward. Mayor Pro Tem Sarmiento remarked on the relationship between the release of low or mid -level offenders due to Proposition 47 and the increase in crime in Santa Ana and wondered if realignment funds are available from the State. Casey Elliott stated the Governor has not proposed additional realignment funds in the current budget but rather may pursue a ballot initiative to provide more rehabilitation to offenders while they are incarcerated. Cori Williams reviewed Townsend Public Affairs grant coordination efforts mentioning the City was awarded a total of $13,674,000 in Active Transportation Funding; $11,519,000 from the statewide Active Transportation Program and $2,155,000 from the SLAG Active Transportation component. The next grant cycle in 2017 will have application deadlines in 2016 and Townsend Public Affairs will work closely with the City during the submittal process. Cori Williams mentioned new funding available through the California Youth Soccer and Recreation Development Program by the Department of Parks and Recreation for heavily populated, low- income urban areas with high unemployment and youth crime rates. Qualifying projects must include a water conservation component. Executive Director of Parks and Recreation, Gerardo Mouet, commented the department is very interested in the grant and has determined Santa Anita Park would be the most competitive for this opportunity. Casey Elliot stated Assemblymember Anthony Rendon was officially sworn -in as the new Speaker of the California Assembly in February and due to the new term limit rules he could be Speaker for the next eight years. Speaker Rendon has indicated he will not author any bills this year and instead will focus on the State budget and helping advance State priorities. Casey Elliot mentioned several categories of legislation which have been introduced this year including affordable housing, medicinal cannabis, and gun control. This is the second year of a two -year session ending in August 2016 and there will be no hold -over legislation. Items will need to be voted on or be reintroduced in January 2017. Mayor Pro Tem Sarmiento asked Townsend Public Affairs to keep the City informed on affordable housing, gun control and redevelopment legislation. In relation to water conservation, Cori Williams reported the State Water Resources Board voted in February 2016 to extend Governor Brown's conservation mandate until October 31, 2016. The only modifications to the mandate affect the total conservation adjustment credit and the supplier conservation standard. Legislative Council Committee Minutes I3FAL176, Page 3 Councilwoman Amezcua asked Townsend Public Affairs to keep the City informed as to the $1.6 million earmarked in the Governor's budget for early education. Casey Elliot remarked the Governor is working on a proposal to consolidate several funding streams to develop a more comprehensive approach to early education. 4. League of California Cities Briefing - October 2016 to March 2016 Tony Cardenas stated the League of California Cities opposes AB 2614 which would allow the licensure of out -of -state felons to engage in specified activities relating to medical cannabis. The League has not taken a position on the Parker Initiative, a statewide ballot measure to legalize the use of recreational marijuana. SB 897 seeks to add an additional year of temporary disability to the two years already available to public safety employees. Any expansion of worker's compensation benefits will have a direct impact to local budgets. The League also opposes SB 876 which gives an individual the right to rest or sleep in any public space. Lastly, transportation continues to be a high priority in the State legislature. 5. Review the 2015 Legislative Platform Scorecard City Manager David Cavazos thanked City agencies for their legislative efforts and briefly reviewed the Legislative Platform Scorecard. He mentioned the importance of preserving local control, ensuring fiscal stability, capitalizing on funding opportunities, and continuing to work in partnership with the region and other agencies. He noted the Platform is not all encompassing and changes can be made year to year. He commented on the progress made on the body camera program, the number of legal and illegal medical marijuana dispensaries, the numerous grants received by the City for safe mobility, and the items added last year relating to homelessness and veterans. He mentioned immigration reform has been a constant theme for the City, the focus on gang prevention, anti -gang and education programs, the recent improvements at the Santa Ana Zoo, the City's attention to affordable housing and Promise Zone funding, the decrease in unemployment and the City's work with the Department of Housing and Urban Development. He commented on the AA credit rating by Standard & Poor's, renewable energy funding opportunities, receivership actions taken by the City, water conservation efforts resulting in the meeting of conservation goals, and the approved bike lane project. Regarding the Santa Ana /Garden Grove Fixed Guideway, City Manager David Cavazos reported on the $125 million in the President's budget for the project and the agreement with OCTA. He stated grade separation projects are important for transportation and redevelopment efforts, the Bristol Street project is progressing well and commented on the importance of infrastructure improvement such as the bridge projects throughout the City. Lastly, he remarked on Team Santa Ana's focus on an Open Data Platform, transparency and engagement and technology. Mayor Pro Tern Sarmiento commented on the $17.5 million in homelessness funding received by the County of Orange and his desire for staff to lobby for a proportionate allocation of the funds to be directed to the City's efforts. City Manager David Cavazos explained the City's practice of seeking a dollar- for - dollar partnership with the County to leverage funds. Legislative Council Committee Minutes March 22 2016 Page 4 13A -18 Discuss Streetcar Project Funding Timeline Mayor Pro Tern Sarmiento asked Holland & Knight to report on the Streetcar funding timeline which all agreed was discussed earlier in the meeting. 7. Discuss Holland & Knight Expanded Scope of Service City Manager David Cavazos recognized the work of all the City's partners, especially the efforts of Holland & Knight. Due to the success achieved in Washington D.C. and the need to increase lobbying efforts, the City has requested Holland & Knight submit an expanded scope of work. Councilwoman Angelica Amezcua asked the cost to increase services and City Manager David Cavazos responded the cost would be an additional $1,400 per month. Mayor Pro Tern expressed his support and would like to determine how the City can leverage its position at the State level as well. COMMITTEE MEMBER COMMENTS Councilwoman Angelica Amezcua thanked Townsend Public Affairs, Holland & Knight and the League of California Cities for attending the meeting and expressed her excitement about being a part of the committee. Chair Sarmiento also thanked meeting attendees and specifically Councilwoman Angelica Amezcua for her willingness to join the committee. FUTURE AGENDA ITEMS None. ADJOURNMENT.- 4:03 pm — The next meeting of the Legislative Council Committee is scheduled for Wednesday, September 28, 2016 at 2:30 pm at City Hall Ross Annex, 20 Civic Center Plaza, Santa Ana California, Room 1600. I �t Y-Aw Yasmgn azquez/ Execufw Assista City Manager's Office Legislative Council Committee Minutes OURc 4>ft 6, Page 5 13A -20 • A e t w w CANCELLATION NOTICE The regular meeting of the Parks, Recreation and Youth Committee scheduled for July 25, 2016 at 5:30 p.m. has been cancelled. The next regularly scheduled meeting will be held on October 24, 2016 at 5:30 p.m. City Hall Ross Annex Room 1600 20 Civic Center Plaza Santa Ana, California 13A -22 CITY OF SANTA ANA PUBLIC SAFETY AND NEIGHBORHOOD IMPROVEMENT CITY COUNCIL COMMITTEE CANCELLATION NOTICE The City Council Public Safety and Neighborhood Improvement Meeting scheduled for Tuesday, July 26, 2016 has been cancelled. Next Regularly Scheduled Meeting: Tuesday, September 27, 2016, 5:30PM City Hall Ross Annex Conference Room 1600 20 Civic Center Plaza Santa Ana, California 92702 13A -23 13A -24 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: CERTIFICATION AND APPROVAL BY CITY ENGINEER — FINAL TRACT MAP NO. 17962 (2001 EAST DYER ROAD) (STRATEGIC PLAN NO. 3,2) l CITY MANAG 'R Receive and file. 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 This action informs the City Council of the imminent approval of the subdivision based upon the Subdivision Map Act and meeting all of the conditions of approval set by the City. The City Engineer has received Final Tract Map No. 17962 (City Tract Map No. 2015 -03), for 2001 East Dyer Road (Exhibit 1), from the current owner, Heritage Village OC, LLC, a Delaware Limited Liability Company, and is in the process of reviewing the map for final approval. This subdivision is approved for Specific Development No. 88 (SD -88) zoning designation. The Tentative Tract Map No. 17962 was approved by the City Council on February 2, 2016. Pursuant to Section 34 -183 of the Santa Ana Municipal Code, the City Engineer shall approve or disapprove this map within 10 days after the City Council meeting of August 2, 2016. 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). FISCAL IMPACT Public Works Agency Exhibit: 1. Map 17A -1 17A -2 Ia .w,�a NOT TO SCALE EXHIBIT 1 SANTA ANA Tille: �i City Council TRACT MAP N0. 17962 PWA Agenda Dale: l Aagael a. 2016 2001 EAST DYER ROAD PNBLIC WORKS AGENCY 17A -4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: STRATEGIC PLAN MONTHLY REPORT FOR JUNE 2016 (STRATEGIC PLAN NO. 5, 1) V CITY MA AGERR RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ® As Recommended ® As Amended © Ordinance on 1 ®t Reeding ® Ordinance on 2nd Reading ® Implementing Resolution Set Public Hearing For CONTINUED TO FILE NUMBER Receive and file the Strategic Plan Monthly Report for June 2016. DISCUSSION The June 2016 monthly report provides departmental activity in alignment with the stated goals of the Strategic Plan. The report includes tasks, next steps, outcomes and percentage completed for each strategy. The Strategic Plan Monthly Reports are available on the City's website at: http : / /www.santa- ana.org /strategic- lap nning/ STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #5 - Community Health, Livability, Engagement & Sustainability, Objective #1 (Establish a comprehensive community engagement initiative to expand access to information and create opportunities for stakeholders to play an active role in discussing public policy and setting priorities). FISCAL IMPACT There is no fiscal impact associated with this item. 19C -1 19C -2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: PUBLIC WORKS AGENCY STATUS OF PROJECTS - MONTHLY CAPITAL IMPROVEMENT PROGRAM EXECUTIVE REPORT FOR JULY 2016 (STRATEGIC PLAN NO. 5, 1) CITY MANAGER RECOMMENDED ACTION Receive and file. DISCUSSION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 ®t Reading ❑ Ordinance an 210 Reading ❑ Implementing Resolution ❑ Set Public Hearing For_,_, CONTINUED TO FILE NUMBER The July 2016 Capital Improvement Program Executive Summary Schedule (Exhibit 1) 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 project. 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 w fiscal Ffed `llousavipour Executive Director Public Works Agency FM:Io with this item. Exhibit: 1. Capital Improvement Program — Executive Summary Schedule 19D -1 19D-2 § « § # CL ] $ § K ! j ; l \ \> {!} U!asfs !!!!!!!| EXHIBIT 1§D- || || !! || || |s h (| |! ! � D S N > 'a V Z yQ � Y N � W Q � N 3�H � X � J Oi 41 a � LLO _ Z r a a C a v i i a= 0 �o la. t o� 0 b= 0 Ba� I I i� s I I ggg�p $ y t, 33333333333333333333933333333333333333333a ,a X 5 8 a' Lis s z_ o„.aQ ZpE MME2 F a .Y c`_ L L E$ 3 J{ '�1 2 u• E E E E 3° �mm: �^ 35�' m8is = "af��e��.����asF:NSaJB�aFF S 19D-4 eg a: a� �a J Ia Ala "a ','88888888888 -88888 8888888,888,8888888a8n F a g o II cz �oc,333333333 3 3333 38333333333333333333 g ppa g szg 3: ��`sff ;Pa a 116 X it T E 1E �avi 3 a oaa.3 �� �f�sam��M ;3saaaa - m e �itl'8 E e�$ a ^„ S s ax° ^8 -Pt 8R '89S8S s=l "s��a "s�aT3s 3$4�?333xa3Y��1m�a 19D -5 19D-6 a y� a. S z', 0 az I I I J 1. Y I � p 18888 ?88888 88888888888888888 8. m: a�2 Z cz I' C �a �'1�;33:3 3333 3333:3339333333333 I ;� a t e <- " v � b •. V N a T L L 6 y� 5 e F� 3= � m ' i S€ N E E nnyy ccyy N � E F c i E a a S m 3 O u 2 � 8 z 19D-6 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: SANTA ANA STADIUM CONSTRUCTION UPDATE {STRATEGIC PLAN NO. 6, 1B & 1G} CITY MANAGE RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 15' Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER Receive and file an update on the Santa Ana Stadium construction. DISCUSSION On June 7, 2016, the City Council approved an additional $800,000 to the Metro Builders & Engineers Group, Ltd. construction contract to address the urgent safety and liability issues that were discovered during construction. Since then, the contractor has completed all the structural repairs on the west side of the stadium (Exhibit 1) and has made those stadium stands available for public use and event scheduling. The contractor continues to work diligently on the repairs located on the east side of the stadium (Exhibit 2) and is still on schedule to complete the work by the end of August 2016 to accommodate the start of the football season. Once completed, the east side bleachers will also be available for public use. Throughout the duration of the project, the Stadium's field has not been impacted by construction and continues to be available for daily use. The Santa Ana Stadium, also known as Eddie West Field and Santa Ana Bowl, is a City -owned 9,000 seat football stadium that was constructed in 1963. It has been over 52 years since the Santa Ana Stadium has undergone any major construction. After much review and consideration of funding options, the Stadium was scheduled for substantial concrete repairs to mitigate the adverse impacts of aging and weathering of the structure. On January 19, 2016, City Council approved a contract with Metro Builders & Engineers Group, Ltd. for structural concrete repairs. During construction, the contractor and staff discovered significant structural deficiencies in the Stadium's concrete and steel reinforcement, and the unforeseen deficiencies required additional emergency repairs to the structure. 19E -1 Santa Ana Stadium Construction Update August 2, 2016 Page 2 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 - Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy B (equitably maintain existing streets and associated assets in a state of good repair so they are clean, safe and aesthetically pleasing for all users) and Strategy G (develop and implement the City's Capital Improvement Program in coordination with the Community Investment and Deferred Maintenance Plan). FISCAL IMPACT There is no fiscal impact associated with this item. Fr 6d Mousavipour Executive Director Public Works Agency FM:EWG Gerardo Mouet Executive Director Parks, Recreation & Community Services Agency Exhibits: 1. Stadium Concrete Repair - West Side Photos 2. Stadium Concrete Repair - East Side Photos 19E -2 Exhibit 1 19E -3 Exhibit 2 19E -4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: AUGUST 2, 2016 Y111y11111111l=l DOWNTOWN MURAL PROJECT UPDATE (STRATEGIC PLAN NO. 3,4D) CITY MA AGER ammam RECOMMENCED ACTION Receive and file an update on the Downtown Mural Project. 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 The Downtown Mural Project was developed as part of the Downtown Enhancements and Parking Modernization Plan, adopted by City Council on August 4, 2015. The total budget for the Downtown Mural Project is $50,000. The maximum grant amount for a specific artist project is $25,000. Listed below are the completed and pending projects to date related to the Downtown Enhancements and Parking Modernization Plan, including the public mural project (in bold): Revision of parking ordinance and resolution Adjustment of parking meter rates Reduction of expired meter citations Downtown Santa Ana (DTSA) 90 day moratorium DTSA patrol — 4 dedicated officers LED lighting retrofit — parking structures 19F -1 Completed — August 2015 Completed — October 2015 Completed — October 2015 Completed — December 2015 Completed — February 2016 Completed — March 2016 Downtown Mural Project Update August 2, 2016 Page 2 DTSA lunch trolley Completed — June 2016 DTSA security cameras In progress — Summer 2016 Public restrooms — 3rd & Bush lot In progress — Summer 2016 Public murals — Call for Artists RFQ In progress — Fall 2016 RFP and selection of parking operator In progress —Winter 2016 Public restrooms — Plaza Calle Cuatro In progress — Spring 2017 Automated parking equipment In progress — Spring 2017 Parking structure improvements In progress — Spring 2017 The Downtown Mural Project will lead to the creation of murals on public parking garage facades, specifically in Downtown Santa Ana. The goals of the Project are to: 1) Create a sense of place within the downtown, 2) Contribute to a sense of community within the downtown and the City, and 3) Strengthen Santa Ana's identity as a regional center for the arts. The implementation process for the Downtown Mural Project includes three steps. The Call for Artists (Exhibit 1) represents Step One (1) of this process. The deadline for the Call for Artists was June 30, 2016. The City received forty -two responses from artists interested in this opportunity. Applicants were asked to submit a resume, examples of recent work, and a letter of interest to be considered for the mural project. A review panel, nominated by members of the Arts and Culture Commission, will rate the artists' applications based on the criteria presented in the Call for Artists. Design Review and Budget Approval represents Step Two (2) of the implementation process. At this stage of the process, artists will be required to present their proposed mural design and project budget to the Arts & Culture Commission for approval. Step Three (3) of the Downtown Mural Project will be installation of the artwork on the parking structures. As described in the Call for Artists, artwork may be placed on interior or exterior walls of the garages, with the requirement that murals be visible to the public. Murals may be painted directly onto garage facades, or installed using materials such as wooden boards, hanging tarps, or other canvases attached to the parking structures. All mounted installations must get prior approval from the City to ensure that artwork is secure and easy to maintain. 19F -2 Downtown Mural Project Update August 2, 2016 Page 3 The Downtown Mural Project, including the Call for Artists, was developed with input from local artists, mural arts experts, and community stakeholders, including (but not limited to): • City of Santa Ana Arts & Culture Commission • Mural Conservancy of Los Angeles • City of Philadelphia Mural Arts Program • Downtown, Inc. • Santa Ana Business Council 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, shopping, dining, and entertainment destination), Strategy D (Support the already - established and growing community of artists living and working downtown through support and promotion of artist events and activities). FISCAL IMPACT There is no fiscal impact associated with this item. Exhibit: 1. Call for Artists 19F -3 19F -4 City of Santa Ana Call for Artists: REQUEST FOR QUALIFICATIONS Downtown Mural Project PUBLIC Exhibit 1 Twitter: @CityofSantaAna #DTSAMuralProject City of Santa Ana Call for Artists: REQUEST FOR QUALIFICATIONS Downtown Mural Project Table of Contents I. Call Summary II. Project Description III. Artwork goals IV. Artwork Location Description V. Budget VI. Artist Eligibility VII. Application Materials VIII. Deadline IX. Submission Address X. Selection Criteria XI. Selection Process XII. Addenda XIII. Confidentiality XIV. Questions 19F -6 2 2 2 2 3 3 4 5 5 5 5 5 6 6 City of Santa Ana REQUEST FOR QUALIFICATIONS Downtown Mural Project I. Call Summary The City of Santa Ana is seeking qualified artists to create public murals in the City's historic downtown. The City will make available a limited number of parking garage facades for these public murals, in addition to a total project budget of $50,000 which is available to assist with project - related expenses, such as materials, liability insurance, city permits, and artist's fees. The maximum grant amount for an individual project is $25,000. Interested candidates should respond to the Request for Qualifications (RFQ) by June 30, 2016, II. Project Description Recognizing the important role that public art plays in promoting urban revitalization, community - building, and a high quality of life, the City of Santa Ana is committed to increasing opportunities for artists to get involved in the continued development of its historic downtown. The Downtown Mural Project ( "Project ") will lead to the creation of murals on public parking garage facades in downtown. The specific locations and designs of individual mural projects will be determined after qualified artists /artist teams are selected. III. Artwork Goals 1) Create a sense of place within the downtown 2) Contribute to a sense of community within the downtown and the City 3) Strengthen Santa Ana's identity as a regional center for the arts IV. Artwork Location Description The City will make available a limited number of parking garage facades for the public murals. Therefore, the murals are limited to the following structures: Public Garage at 3rd and Broadway Public Garage at 5th and French Public Garage at 3rd and Birch Public Garage at 5th and Main 2 19F -7 TT TmaW 7 OCf.SAPorby N Nd� Fdntld,iCug& LLS4vb f FOURTH THIRD FIRST SANTA ANA BOULEVARD � 8 SOD FIFTH + STREET + D ❑V❑ F1 B *- STREET A � ' STREET O .µ '' I�j} _... ANntuq AMILOIR I(„ - C 2Y,. ST m m — lmvlCmYJ rIXCCA Li MCmm � J J� STREET Murals may be placed on interior or exterior walls of these garages; however, the preference is for artwork that is easily visible by the public. Artwork may be painted directly onto parking structures, or created offsite using materials such as wooden boards, hanging tarps, or other canvass, and then attached to the parking structure. Artists may explain if they have a preference for a specific location or medium in their application materials. V. Budget The City has dedicated a total budget of $50,000 for the Project. The budget, which comes from the Downtown Enhancements and Parking Modernization Plan Fund, is intended to help artists cover project - related expenses, such as the cost of materials, liability insurance, city permits, and artist's fees. The maximum grant amount for an individual project is $25,000. VI. Artist Eligibility This call is open to all qualified artists. Professional artists, hobbyists, and students may apply; however, to be considered for this project, artists must demonstrate experience completing projects of similar scope. Artists may apply as individuals, or as part of an artist team. City employees, elected officials and Commissioners are not eligible to apply. 3 19F -8 Some preference will be given to local artists and those with demonstrated experience in community engagement through public art projects. VII. Application Materials* Artist Resume (if an artist team, one for each team member) Letter of Interest (no more than 500 words) This is the artist's opportunity to introduce themselves (along with any team members) and describe why they are interested in the project, their approach to creating public art, and any past relevant experience. If there is a specific garage fapade you are interested in working on, be sure to include this in the letter of interest. Please note, however, that there is no guarantee of being awarded a specific location, even if selected, as several applicants may be interested in the some fagade. Selected artists will be assigned to a fapade after the RFQ process. Visual Support Materials (5 images) This is the artist's opportunity to show the selection panel examples of past relevant work. Acceptable materials include print or digital versions of work samples. If you are submitting printed materials, please submit five (5) color copies of your work samples (paper size: 8 1/2" x 11 "). Please do not submit originals. If you are submitting digital materials, please submit a single PDF with a file name such as: LAST-First Initial portfolio (e.g. John Smith = SMITH_J_ portfolio). All work samples should be labeled in such a way that reviewers know which artwork is being described in the Annotated Support Materials List. Annotated Support Materials List This list describes the visual support materials and should include: project description, materials, project budget, location, client or commissioning organization, timeline, and any other relevant project information (e.g. if /how the community was involved in a project). Letters of Support (optional) *Materials submitted as part of this application will be kept by the City of Santa Ana. M 19F -9 VIII. Deadline All submissions must be received by Spm on June 30, 2016 at the mailing address listed below. The City reserves the right to waive irregularities or informalities in any submittal in the exercise of its sole and absolute discretion. IX. Submission Address (Mail and Hand Delivery) Victor Negrete Downtown Development Liaison City of Santa Ana Community Development Agency 20 Civic Center Plaza, 6th Floor Santa Ana, CA 92701 (Electronic Mail)* vnearete @santa- ana.ora *Electronic submissions must be in PDF form. X. Selection Criteria 1) Artistic excellence, as evidenced by past work (30 %) 2) Demonstrated experience working on projects of similar scope (30 %) 3) Demonstrated experience and commitment to engaging the community in public art projects (30 %) 4) Local Preference (10 %) XI. Selection Process A panel of artists, arts administrators and community stakeholders will review all submissions received by the deadline and identify the most qualified applicants for this project. Selected muralists will then be asked to present detailed work proposals, including project timelines, community engagement plans, and a budget prior to receiving approval from the Arts & Culture Commission. Mural designs must be approved by the Arts & Culture Commission prior to installation. Any subsequent changes in the RFQ from the date of issuance to the date of submittal will result in an addendum by the issuing office to those 5 19F -10 parties who have provided the proper notice of interest in responding to the RFQ. Updates will be posted online at: http : / /www.ci.santa- ana.ca.us /cda/ XIII. Confidentiality The details of each response to this Request for Qualifications may be shared with the general public during the selection process. XIV. Questions Questions about the project and application may be sent via email to Victor Negrete at vnegrete @santa- ana.org. Questions (and answers) received as part of this solicitation will be posted online at: www.ci.sonta- ana.ca.us /cda/ The deadline for submitting questions is June 23, 2016. 151 19F -11 19F -12 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: APPROPRIATION ADJUSTMENT AND AGREEMENT ACCEPTING OFFICE OF TRAFFIC SAFETY, STEP PROGRAM GRANT FUNDS (STRATEGIC PLAN NO. 1, 3B) MANAGEFF RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on I" Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER 1. Authorize the City Manager and Clerk of the Council to execute a one -year agreement with the State Office of Traffic Safety for Selective Traffic Enforcement Program (STEP) Grant funds, for a term beginning October 1, 2016, through September 30, 2017, in an amount not to exceed $400,000, subject to non - substantive changes approved by the City Manager and City Attorney. 2. Approve an appropriation adjustment recognizing State of California Office of Traffic Safety Selective Traffic Enforcement Program (STEP) grant funds in the amount of $400,000 in the Office of Traffic Safety revenue account and appropriate same to expenditure accounts. DISCUSSION The Santa Ana Police Department has been awarded a $400,000 grant from the State of California Office of Traffic Safety under the Selective Traffic Enforcement Program (STEP). The goal of this program is to reduce the number of persons killed and injured in crashes involving alcohol, speed, red light running, and other primary collision factors. To accomplish this goal, the program will fund education and enforcement activities. The enforcement activities will follow proven, best practice strategies and will be conducted on an overtime basis. The funded strategies will include DUI checkpoints and DUI saturation patrols to apprehend drunk drivers. The program will also concentrate on bicycle /pedestrian safety, speed violations, aggressive driving, and seat belt enforcement. The educational portion of the grant will include funding to facilitate multi -media presentations at local high schools in partnership with the Santa Ana Unified School District. Promotional and educational materials will be made available to support our ongoing outreach programs already in place. This one -year agreement will cover the program period from October 1, 2016 through September 30, 2017. 20A -1 Agreement with OTS for STEP Program August 2, 2016 Page 2 STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #1 - Community Safety, Objective #3 (promote fiscal accountability to ensure financial responsibility at all levels of the organization), Strategy B (promote ongoing efforts to obtain grant funding for activities that will assist in preventing and reducing criminal activity and traffic collisions). FISCAL IMPACT The appropriation adjustment will enhance the Office of Traffic Safety revenue account (no. 16514002 - 52001) and appropriate same to the grant expenditure account (no. 16514414 - various) for Fiscal Year 2016 -17 in the amount of $300,000 and Fiscal Year 2017 -18 in the amount of $100,000. OA Carlos Rojas Chief of Police Santa Ana Police Department APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez JCL Executive Director Finance & Mgt. Services Agency 20A -2 State of California — Office of Traffic Safety Exhibit A GRANT AGREEMENT - Page 1 OTS -38 (Rev, 4/16) GRANT NUNIBER PT17117 1, GRANTTrrLE SELECTIVE TRAFFIC ENFORCEMENT PROGRAM (STEP) 2. NAME of AGENCx CITY OF SANTA ANA 4. GRANT PERIOD From: 10 /1/16 3, AGENCY UNIT TO ADMINISTER GRANT SANTA ANA POLICE DEPARTMENT, TRAFFIC DIVISION To: 9/30/17 5. GRANT DESCRIPTION Best practice strategies will be conducted to reduce the number of persons killed and injured in traffic collisions involving impairment and other primary collision factors. The funded strategies may include enforcement operations focusing on impaired driving, distracted driving, nighttime seat belt use, motorcycle safety, and pedestrian and bicycle safety. Operations are conducted in areas with disproportionate numbers of traffic collisions. Other funded strategies may include public awareness, educational programs and training for law enforcement. 6. FEDERAL FUNDS ALLOCATED UNDER THIS AGREEMENT SHALL NOT EXCEED: $ 400,000.00 7. TERMS AND CONDITIONS: The parties agree to comply with the terms and conditions of the following which are by this reference made a par of the Agreement: • Schedule A (OTS -38b) — Problem Statement, Goals and Exhibit A— Certifications and Assurances Objectives and Method of Procedure . Exhibit B* - OTS Grant Program Manual • Schedule B( OTS- 38d)— Detailed Budget Estimate and Sub - Budget Estimate (if applicable) • Schedule B-1(OTS38f) — Budget Narrative and Sub- Budget Narrative (if applicable) *Items shown with an asterisk ( *), are hereby incorporated by reference and made a part of this agreement as if attached hereto. These documents can be, viewed at the OTS home web page under Grants: www.SLt§.ca.,.g0 v. We, the officials named below, hereby swear under penalty of perjury under the laws of the State of California that we are duty authorized to legally bind the Grant recipient to the above described Grant terms and conditions. IN WITNESS WFIEREOF, this Agreement has been executed by the parties hereto. 8. APPRovAL SIGNATURES - — A. GRANT DIRECTOR B. AUTHORIZING OFFICIAL OF AGENCY NAME: EnripueEsparza PHONE: 714 - 245 -8210 i NAME: David Cavazos PHONE: 7t4-647-5200 nice: Commander FAx: 714 -245 -8190 TITLE' City Manager Fax: 714 -647 -6956 ADDRESS: 60 Civic Center Plaza ADDRESS: 20 Civic Center Plaza, 8" Floor P:O, Box 1981 P.O. Box 1988 Santa Ana, Ca 92702 Santa Ana, Ca 92702 E -MAIL: EEsparza@Santa- ana.org E-MAIL: dcavazos @santa- ana.org (Suture) (Date) T _ (Signature) _(Do �� tal C. FISCAL OR ACCOUNTING OFFICIAL. D. OFFICE AUTHORISED TO RECEIVE PAYNIENTS NAME: Bich Duong Ta PHONE: 714-647-5434 NAME: Finance Department TItLE: Accounting Manger FAx: ADDRESS. 20 Civic Center Plaza, 3" Floor ADDRESS: 20 Civic Center Plaza, 3`d Floor P,O. Box 1988 P.O. Box 1988 Santa Ana, Ca 92702 Santa Ana, Ca 92702 9. DUNSNuMBER E -MAI: bta @ santa- ana.org DUNS #: 83 -153 -3247 REGISTERED 20 Civic Center Plaza, 2nd Floor, PO BOX ADDRESSSN 1988, Santa Ana, CA 92702 (Signature) (Date) 20A-3 ray l�� (1 � G "e7 Page 2 (Office of Traffic Safety Use Only) EFFECTIVE DATE OF AGREEMENT: 10/1/2016 GRANTEE ' 17,yQ—SAIRA ANA GRANT NO. PT17117 10. Fin Action No. 1 Date: 6/28/2018 112. TYPE OF AGREEMENT1 Initial I X I Revision 1 Cont. I _ No. Date; Initial approval of 2017 HSP funds obligated. 2016 -17 400,000.00 2015 -16 2014 -15 2013 -14 Total 400,000,00 3ted This Action 400,000.00 lusly Obligated 0.00 Amount Obligated 400,000.00 FUNDS PROGRAMMED 400,000.00 FUND CFDA ITEM /APPROPRIATION F.Y. CHAPTER STATUTE PROJECTED EXPENDITURES 164AL 20.608 0521 -0890.101 (10/15) 2015 10115 2015 $ 164,700.00 402PT 20.600 0521 - 0890.101 (10/15) 2015 10/15 2015 $ 75,300.00 164AL 20.608 0521. -0890 -101 BA /18) 2016 BA/16 2016 $ 109,800.00 402PT. 20,600 0521 -0890 -101 (BA /16) 2016 BA/16 2016 $ 50,200.00 'TOTAL FEDERAL FUNDS: $ 400,000.00 15. GRANT APPROVAL & AUTHORIZATION TO EXPEND OBLIGATED FUNDS Signature 01115) Signature 20A -4 A. APPROVAL RECOMMENDED BY B. AGREEMENT & FUNDING AUTHORIZED BY NAME: JULIE SCHILLING NAME: RHONDA L. CRAFT TITLE: Program Coordinator TITLE; Director PHONE: (916) 509 -3018 E -MAIL: julie.schllling @ots.ca.gov Office of Traffic Safety Office of Traffic Safety 2208 Kausen Drive, Suite 300 2208 Kausen Drive, Suite 300 Elk Grove, CA 95758 Elk Grove, CA 95758 Signature 01115) Signature 20A -4 GRANTS MADE EASY - STEP SCHEDULE A GRANT DESCRIPTION GRANT No. PT17117 1. PROBLEM STATEMENT PAGE I. The city of Santa Ana is a dynamic and diverse city. It is a hub of employment within the county drawing hundreds of thousands of persons to the city on a daily basis. With features like the Bowers Museum, Orange County High School for the Arts, Cal State University Fullerton Center for the Arts it is a popular destination of arts aficionados and students, The downtown area has become a popular destination on weekend nights. Over the last few years numerous chic restaurants and bars have opened their doors to welcome patrons. This influx of patrons has greatly increased the number of drivels on the road in the evenings. Many of whom have been drinking. The city of Santa Ana is the home of approximately 330,000 residents. It has approximately 477 miles of local, arterial, and collector roads. They are patrolled by approximately 150 sworn police officers that are fielded either in a patrol assignment or traffic enforcement. The Traffic Division has t7 sworn officers. This includes two Sergeants, three Corporals and twelve officers. Two sworn officers and a corporal are assigned as collision investigators and are not fielded daily for the purpose of traffic enforcement. There are 12 motor officers who are tasked with traffic enforcement, and collision investigation. Since 2011 there has been a dramatic increase if fatality traffic collisions. Many of these fatalities have been the result of alcohol related collisions and pedestrian & bicycle collisions. Injury traffic collisions have also increased although not as dramatic as fatalities. Nearly one half of all injury traffic collisions have been caused by three PCF's, Right of Way, Unsafe Speed, and Signs & Signals. Our City has committed itself to Traffic Safety. In a recently published five year strategic plan, traffic safety was outlined to be a top priority, specifically pedestrian and bicycle safety. In response, the Traffic Division has already begun education programs targeting all children and adults alike. We have published printed material and recorded a public safety program. Through our efforts in education, both grant funded and internally funded measures, we hope to reduced impaired driving and make the roadway safe for all users. The educational efforts, in conjunction with enforcement activities will have a positive effect on the community and make our streets safer. We are looking forward to a successful partnership with the California Office of Traffic Safety as we make our streets safer. OTS -38b (Rev. 4/16) 20A -5 GRANTS MADE EASY - STEP SCHEDULE A GRANT DESCRIPTION GRANT No. PTI7117 PAGE A. Traffic Data Summary: Collision 2013 2014 2018 Type __ _ Collisions Victims Collisions victims Collisions Victims Fatal 19 w 21 18 20 _ 22 23 Injury 1324 1916 1343 1993 _ 1405 2038 Fatal Injury Killed Injured Fatal Injury Killed I-gjured Fatal Injury Killed Injured _ Alcohol- 3 78 3 126 8 139 8 222 6 128 7 187 Involved Hit & Run 5 165 6 212 2 _ 194 5 259 4 175 4 221 Nighttime 5 130 5 18S 5 139 5 214 7 160 7 217 (2t00 -0259 hours) To 3 Primary Collision factors Fatal_ Injury Killed Injured #1- Right of Way #2 - Unsafe Speed 2 310 2 310 #3 - Signals & Signs 1 170 1 170 2. PERFORNIANCE MEASURES A. Goals: 1) Reduce the number of persons killed in traffic collisions. 2) Reduce the number of persons injured in traffic collisions. 3) Reduce the number of persons killed in alcohol- involved collisions. 4) Reduce the number of persons injured in alcohol- involved collisions. 5) Reduce the number of persons killed in drug - involved collisions. 6) Reduce the number of persons injured in drug - involved collisions. 7) Reduce the number of persons killed in alcohol/drug combo - involved collisions. 8) Reduce the number of persons injured in alcohol /drug combo - involved collisions. 9) Reduce the number of motorcyclists killed in traffic collisions. 10) Reduce the number of motorcyclists injured in traffic collisions. OTS -38b (Rev. 4/16) 20A -6 GRANTS MADE EASY - STEP SCHEDULE A GRANT DESCRIPTION GRANT No. PT17117 PAGE 3 11) Reduce hit & run fatal collisions. t2) Reduce hit & run injury collisions. 13) Reduce nighttime (2100 - 0259 hours) fatal collisions. 14) Reduce nighttime (2100 - 0259 hours) injury collisions. 15) Reduce the number of bicyclists killed in traffic collisions. 16) Reduce the number of bicyclists injured in traffic collisions. 17) Reduce the number of pedestrians killed in traffic collisions. 18) Reduce the number of pedestrians injured in traffic collisions. B. Objectives: 1) Issue a press release announcing the kick -off of the grant by November 15. The kick -off press releases and media advisories, alerts, and materials must be emailed to the OTS Public Information Officer at pio6tms.ca.trov, and copied to your OTS Coordinator, for approval 14 days prior to the issuance date of the release. 2) Participate in the following campaigns: • National Walk to School Day — October 5, 2016 • National Teen Driver Safety Week — October 16 -22, 2016 • NHTSA Winter Mobilization — December 16, 2016 to January 1, 2017 • National Distracted Driving Awareness Month —April 2017 • National Bicycle Safety Month — May 2017 • National Motorcycle Safety Month — May 2017 • National Click It or Ticket Mobilization — May 17 -20, 2017 • NHTSA Summer Mobilization — August 19, 2017 to September 6, 2017 • National Child Passenger Safety Week— September 17 -23, 2017 • California's Pedestrian Safety Month — September 2017 3) Develop (by December 31) and/or maintain a "HOT Sheet" program to notify patrol and traffic officers to be on the lookout for identified repeat DUI offenders with a suspended or revoked license as a result of DUI convictions. Updated HOT sheets should be distributed to patrol and traffic officers monthly. 4) Send 4law enforcement personnel to the NHTSA Standardized Field Sobriety Testing (SFST) (minimum 16 hour) POST - certified training. OTS -18b (Rev. 4(16) 20A -7 GRANTS MADE EASY -STEP SCHEDULE A GRANT DESCRCPTION GRANT No. PT17117 PAGE 4 5) Send 2 law enforcement personnel to the NHTSA Advanced Roadside Impaired Driving Enforcement (ARIDE) 16 hour POST- certified training. 6) Send 1 law enforcement personnel to the Drug Recognition Expert (DRE) training. 7) Send I law enforcement personnel to the DRE Recertification training. 8) Send I lacy enforcement personnel to SPST Instructor training. 9) Send I law enforcement personnel to DRE Instructor training. 10) Conduct 1.5 DUI/DT Checkpoints, Note: A minimum of I checkpoint should be conducted during the NHTSA Winter Mobilization and 1 during the NHTSA Summer Mobilization. To enhance the overall deterrent effect anti promote high visibility, it is recommended the grantee issue an advance press release and conduct social media activity foreach checkpoint operation. For combination DUI /DL checkpoints, departments should issue press releases that mention DL's will be checked at the DUIIDL checkpoint. Signsfor DUIIDL checkpoint operations should read "DUI /Driver's License Checkpoint Ahead, " OTS does notf aul or support independent DL checkpoints. Only on an exception basis and with OTS pre - approval will 07:5 fund checkpoint operations that begin prior to 1800 hours. 11) Conduct 50 DUI Saturation Patrol operation(s). 12) Conduct 35 Traffic enforcement operation(s), including but not limited to, primary collision factor violations. 13) Conduct 12 Distracted Driving enforcement operation(s) targeting drivers using hand held cell phones and texting. 14) Conduct 2 highly publicized Motorcycle Safety enforcement operation(s) in areas or during events with a high number of motorcycle incidents or collisions resulting from unsafe speed, DUI, following too closely, unsafe lane changes, improper turning, and other primary collision factor violations by motorcyclists and other drivers. Note: It is recommended the grantee issue an advance press release and conduct social media activity prior to each operation to publicize and raise awareness about motorcycle safety issues. 15) Conduct 2 Night -time (1800 - 0559 hours) Click It or Ticket enforcement operation(s). OTS -38b (Rev. 4/16) 20A -8 GRANTS MADE EASY - STEP SCHEDULE A GRANT DESCRIPTION GRANT No. PT 17117 PAGE 5 16) Conduct 14 highly publicized Pedestrian and Bicycle enforcement operation(s) in areas of or during events with a high number of pedestrian and/or bicycle collisions resulting from violations made by pedestrians, bicyclists, and drivers. Note: It is recommended the grantee issue an advance press release and conduct social media activity prior to each operation to publicize and raise awareness about pedestrian and bicycle safety issues. 17) Conduct 5 Traffic Safety educational presentations with an effort to reach 1,000 community members. Note: Presentations may include topics such as distracted driving, DUI, speed, pedestrian and bicycle safety, seatbelts and child passenger safety. NOTE: Nothing in this "agreement " shall be interpreted as a requirement, formal or informal, that a particular law enforcement officer issue a specified or predetermined number of citations in pursuance of the goals and objectives hereunder. 3. METHOD OF PROCEDURE A. Phase 1- Program Preparation, Training and Implementation (I" Quarter of Grant Year) • The department should develop operational plans to implement the "best practice" strategies outlined in the objectives section. • All training should be conducted this quarter. • All grant - related purchases should be made this quarter. • In order to develop /maintain the "HOT Sheets;" research will be conducted to identify the "worst -of- the- worst" repeat DUI offenders with a suspended or revolted license as a result of DUI convictions. The HOT Sheets may include the driver's name, last known address, DOB, description, current license status, and the number of times suspended or revoked for DUI. HOT Sheets should be updated and distributed to traffic and patrol officers at least monthly. • Implementation of the STEP grant activities will be accomplished by deploying personnel at high collision locations. B. Phase 2 - Program Operations (Throughout Grant Year) • The department will work to create media opportunities throughout the grant period to call attention to the innovative program strategies and outcomes. OTS -3$b (Rev. 4/16) 20A -9 GRANTS MADE EASY - STEP SCHEDULE A GRANT DESCRIPTION GRANT No. PT17117 Media Reouirements PAGE • Submit all grant- related activity press releases, media advisories, alerts and general public materials to the OTS Public Information Officer (PIO) at io i otLca,aov, with a copy to your OTS Coordinator. a) If an OTS template -based press release is used, the OTS PIO and Coordinator should be copied when the release is distributed to the press. If an OTS template is not used, or is substantially changed, a draft press release shall be sent to the OTS PIO for approval. Optimum lead time would be 10 -20 days prior to the release date to ensure adequate turn- around time. b) Press releases reporting the results of grant activities such as enforcement operations are exempt from the recommended advance approval process, but still should be copied to the OTS PIO and Coordinator when the release is distributed to the press. c) Activities such as warrant service operations and court stings that could be compromised by advanced publicity are exempt from pre - publicity, but are encouraged to offer embargoed media coverage and to report the results. • Use the following standard language in all press, media, and printed materials: Funding for this program was provided by a grant from the California Office of Traffic Safety, through the National Highway Traffic Safety Administration. • Email the OTS PIO at Rio c ots.ca.vov and copy your OTS Coordinator at least 30 days in advance, a short description of any significant grant- related traffic safety event or program so OTS has sufficient notice to arrange for attendance and/or participation in the event. • Submit a draft or rough -cut of all printed or recorded material (brochures, posters, scripts, artwork, trailer graphics, etc.) to the OTS PIO at and copy your OTS Coordinator for approval 14 days prior to the production or duplication. • include the OTS logo, space permitting, on grant - funded print materials; consult your OTS Coordinator for specifics. C. Phase 3 — Data Collection & Reporting (Throughout Grant Year) • Agencies are required to collect and report quarterly, appropriate data that supports the progress of goals and objectives. OTS -38b (Rev. 4/16) 20A -10 GRANTS MADE EASY - STEP SCHEDULE A GRANT DESCRIPTION GRANT No. PT17117 PAGE 7 + Statistical data relating to the grant goals and objectives will be collected, analyzed, and incorporated in Quarterly Performance Reports (APRs). QPRs for the quarter ending September 30 will include year -to -date comparisons of goals and objectives. If required, a separate quarterly data reporting form will be completed each quarter and submitted as part of the QPR. • Reports will compare actual grant accomplishments with the planned accomplishments. They will include information concerning changes made by the Grant Director in planning and guiding the grant efforts. • Reports shall be completed and submitted in accordance with OTS requirements as specified in the Grant Program Manual. 4. METHOD OF EVALUATION Using the data compiled during the grant, the Grant Director will complete the "Final Evaluation" section in the fourth/final Quarterly Performance Report (QPR). The Final Evaluation should provide a brief summary of the grant's accomplishments, challenges and significant activities. This narrative should also include whether goals and objectives were met, exceeded, or an explanation of why objectives were not completed, 5, ADMINISTRATIVE SUPPORT This program has full support of the City of Santa Ana. Every effort will be made to continue the activities after the grant conclusion. OTS -38b (Rev. 4116) 20A -11 SCHEDULE B DETAILED BUDGET ESTIMATE GRANT NO. PT 17117 FUND NUMBER CATALOG NUMBER (CFDA) RIND DESCRIPTION TOTAL AMOUNT A. PERSONNEL COSTS CFDA Minimum Penalties for Repeat Offenders for 164AL 20.608 Driving While Intoxicated $ 274,500.00 402PT 20.600 State and Community FIighway Safety $ 125,500.00 COST CATEGORY FISCAL YEAR ESTIMATES 1011116 thru 9/30/17 TOTAL COST TO GRANT A. PERSONNEL COSTS CFDA FY -1 Positions and Salaries Overtime DUI / Driver's License Checkpoints DUI Saturation Patrols Traffic Enforcement Operations Distracted Driving Operations Motorcycle Safety Operations Nighttime CIOT Operations Traffic Safety Education Presentations Bike/ Pedestrian Safety Operations SFST /ARIDE /DRE Instruction &Certifrcatio 20.608 20.608 20.600 20.600 20.600 20.600 20.600 20.600 20.600 $ 132,000.00 $ 142,500.00 $ 69,850.00 $ 15,600.00 $ 2,600.00 $ 2,600.00 $ 3,500.00 $ 18,200.00 $ 3,650.00 $ 132,000.00 $ 142,500.00 $ 69,850.00 $ 15,600.00 $ 2,600.00 $ 2,600.00 $ 3,500.00 $ 18,200.00 $ 3,650.00 Category Sub -Total $ 390,500.00 $ 390,500.00 B. TRAVEL EXPENSE In -State Out -of -State 20.600 20.600 $ 2,500.00 $ 3,000.00 $ 2,500.00 $ 3,000.00 Category Sub -Total $ 5,500.00 $ 5,500.00 C. CONTRACTUAL SERVICES None $ $ Category Sub -Total $ $ D. EQUIPMENT None $ $ Category Sub -Total $ $ E. OTHER DIRECT COSTS Multi -Media Presentations 20.600 $ 4,000.00 $ 4,000.00 Category Sub -Total $ 4,000.00 $ 4,000.00 F. INDIRECT COSTS None $ $ Category Sub -Total $ $ GRANT TOTAL $ 400,000.00 $ 400,000.00 OTS -38d (Rev. 4/15) Page I of I 20A -12 SCHEDULE B -I GRANT No. PT17117 BUDGET NARRATIVE Page 1 PERSONNEL COSTS Overtime Overtime for grant funded law enforcement operations may be conducted by personnel such as a Lieutenant, Sergeant, Corporal, Deputy, Officer, Reserve Officer, Community Services Officer, Dispatcher, etc.; depending on the titles used by the agency and the grantees overtime policy. Personnel will be deployed as needed to accomplish the grant goals and objectives. Costs are estimated based on an overtime hourly rate range of $50.00 hour to $99.00/hour, Overtime reimbursement will reflect actual costs of the personnel conducting the appropriate operation up to the maximum range specified. No benefits will be paid in this grant. TRAVEL EXPENSE In State Costs are included for appropriate staff to attend conferences and training events supporting the grant goals and objectives and/or traffic safety. Local mileage for grant activities and meetings is included. Anticipated travel may include the California Narcotics Officers Association annual conference. All conferences, seminars or training not specifically identified in the Schedule B -1 (Budget Narrative) most be approved by OTS. All travel claimed mast beat the agency approved rate. Per Diem may not be claimed for meals provided at conferences when registration fees are paid with OTS grantfinds. Out -Of -State Appropriate staff may attend the International Association of Chiefs of Police Annual DRE Conference in support of the grant goals and objectives. All out -of -state travel not specifically identfed in the Schedule B -1 (Budget Narrative) must receive written approvalfrom OTS. All travel claimed must beat the agency approved rate. Per Diem may not be claimed for meals provided at conferences when registration fees are paid with OTS grant funds. CONTRACTUAL SERVICES None EOUIPNtm None OTS -38f (Rev. 4/16) 20A -13 SCHEDULE 13-1 GRANT No. PT17117 BUDGET NARRATIVE Page 2 014f ER DIRECT COSTS 4 Multi- 1Vledia Presentations - to provide high - impact traffic safety presentations to convey the message about the consequences of drinking and driving, distracted driving and making the right choices when behind the wheel. INDIRECT COSTS None PROGRAM INCOME There will be no program income generated from this grant. OTS -38f (Rev. 4/16) 20A -14 EXHIBIT A CERTIFICATIONS AND ASSURANCES Page I Failure to comply with applicable Federal statutes, regulations, and directives may subject Grantee Agency officials to civil or criminal penalties and /or place the State in a high risk grantee status in accordance with 49 CFR §1.8.12. The officials named on the grant agreement, certify by way of signature on the grant agreement signature page, that the Grantee Agency complies with all applicable Federal statutes, regulations, and directives and State rules, guidelines, policies and laws in effect with respect to the periods for which it receives grant funding. Applicable provisions include, but are not limited to, the following: 23 U.S.C. Chapter 4— Highway Safety Act of 1966, as amended 49 CFR Part 18— Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments • 23 CFR Part 1200— Uniform Procedures for State Highway Safety Grant Programs NONDISCRIMINATION The Grantee Agency will comply with all Federal statutes and implementing regulations relating to nondiscrimination. These include but are not limited to: (a) Title VI of the Civil Rights Act of 1964 (Pub. L. 88- 352), which prohibits discrimination on the basis of race, color or national origin (and 49 CFR Part 21); (b) Title LX of the Education Amendments of 1972, as amended (20 U.S.C. 1681 -1683 and 1685- 1686), which prohibits discrimination on the basis of sex_; (c) Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. 794), and the Americans with Disabilities Act of 1990 (Pub. L. 101 -336), as amended (42 U.S.C. 12101, et seq.), which prohibits discrimination on the basis of disabilities (and 49 CFR Part 27); (d) the Age Discrimination Act of 1975, as amended (42 U.S.C. 6101- 6107), which prohibits discrimination on the basis of age; (e) the Civil Rights Restoration Act of 1987 (Pub. L. 100 -259), which requires Federal -aid recipients and all sub - recipients to prevent discrimination and ensure nondiscrimination in all of their programs and activities; (f) the Drug Abuse Office and Treatment Act of 1972 (Pub. L. 92 -255), as amended, relating to nondiscrimination on the basis of drug abuse, (g) the comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (Pub. L. 91 -616), as amended, relating to nondiscrimination on the basis of alcohol abuse or alcoholism; (h) Sections 523 and 527 of the Public Stealth Service Act of 1912, as amended (42 U.S.C. 290dd -3 and 290ee -3), relating to confidentiality of alcohol and drug abuse patient records; (i) Title VIII of the Civil Rights Act of 1968, as amended (42 U.S.C. 3601, etseq.), relating to nondiscrimination in the sale, rental or financing of housing; (j) any other nondiscrimination provisions in the specific statute(s) under which application for Federal assistance is being made; and (k) the requirements of any other nondiscrimination statute(s) which may apply to the application. Certifications and Assurances (Rev. 5/16) 20A -15 EXHIBIT A CERTIFICATIONS AND ASSURANCES Page 2 BUY AMERICA ACT The Grantee Agency will comply with the provisions of the Buy Arnerica Act (49 U.S.C. 5323(j)), which contains the following requirements: Only steel, iron and manufactured products produced in the United States may be purchased with Federal funds unless the Secretary of Transportation determines that such domestic purchases would be inconsistent with the public interest, that such materials are not reasonably available and of a satisfactory quality, or that inclusion of domestic materials will increase the cost of the overall project contract by more than 25 percent. Clear justification for the purchase of non - domestic items must be in the form of a waiver request submitted to and approved by the Secretary of Transportation, POLITICAL ACTIVITY (HATCH ACT) The Grantee Agency will comply with provisions of the Hatch Act (5 U.S.C. 1501-1508) which limits the political activities of employees whose principal employment activities are funded in whole or in part with Federal funds. CERTIFICATION REGARDING FEDERAL LOBBYING Certification for Contracts, Grants, Loans, and Cooperative Agreements The undersigned certifies, to the best of his or her knowledge and belief, that: 1. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the snaking of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. 2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form - LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. 3. The undersigned shall require that the language of this certification be included in the award documents for all sub -award at all tiers (including subcontracts, sub- grants, and contracts under grant, loans, and cooperative agreements) and that all sub- recipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 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. Certifications and Assurances (Rev. 5/16) 20A -16 EXHIBIT A CERTIFICATIONS AND ASSURANCES ON Page 3 None of the funds under this program will be used for any activity specifically designed to urge or influence a State or local legislator to favor or oppose the adoption of any specific legislative proposal pending before any State or local legislative body. Such activities include both direct and indirect (e.g., "grassroots ") lobbying activities, with one exception. This does not preclude a State official whose salary is supported with NHTSA funds from engaging in direct communications with State or local legislative officials, in accordance with customary State practice, even if such communications urge legislative officials to favor or oppose the adoption of a specific pending legislative proposal. CERTIFICATION REGARDING DEBARMENT AND SUSPENSION Instructions for Primary Certification 1. By signing and submitting this grant agreement, the Grantee Agency Official is providing the certification set out below, 2. The inability of a person to provide the certification required below will not necessarily result in denial of participation in this covered transaction. The prospective participant shall submit an explanation of why it cannot provide the certification set out below. The certification or explanation will be considered in connection with the department or agency's determination whether to enter into this transaction. However, failure of the Grantee Agency Official to furnish a certification or an explanation shall disqualify such person from participation in this transaction. 3. The certification in this clause is a material representation of fact upon which reliance was placed when the department or agency determined to enter into this transaction. If it is later determined that the Grantee Agency Official knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the department or agency may terminate this transaction for cause or default. 4. The Grant Agency Official shall provide immediate written notice to the department or agency to which this grant agreement is submitted if at any time the Grantee Agency Official learns its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 5. The terms covered transaction, debarred, suspended, ineligible, lower tier covered transaction, participant, person, primary covered transaction, principal, grant agreement, and voluntarily excluded, as used in this clause, have the meaning set out in the Definitions and coverage sections of 49 CFR Part 29. You may contact the department or agency to which this grant agreement is being submitted for assistance in obtaining a copy of those regulations. 6. The Grantee Agency Official agrees by submitting this grant agreement that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is proposed for debarment under 48 CFR Part 9, subpart 9.4, debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency entering into this transaction. Cer itications and Assurances (Rev. 5/16) 20A -17 ExHiBIT A CERTIrlCATIONS AND ASSURANCES Page 4 The Grantee Agency Official further agrees by submitting this grant agreement that it will include the clause titled `Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion -Lower Tier Covered Transaction," provided by the department or agency entering into this covered transaction, without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 8. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not proposed for debarment under 48 CFR Part 9, subpart 9.4, debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to, check the list of Parties Excluded from Federal Procurement and Non - procurement Programs. 9. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary coarse of business dealings. 10. Except for transactions authorized under paragraph 6 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is proposed for debarment under 48 CFR Part 9, subpart 9.4, suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the department or agency may terminate this transaction for cause or default. Certification Regarding Debarment, Suspension, and Other Responsibility Matters- Primary Covered Transactions (t) The Grantee Agency Official certifies to the best of its knowledge and belief, that its principals: (a) Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded by any Federal department or agency; (b) Have not within a three -year period preceding this grant agreement been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public ('Federal, State or local) transaction or contract under a public transaction; violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of record, making false statements, or receiving stolen property; (c) Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State or Local) with commission of any of the offenses enumerated in paragraph (1)(b) of this certification; and (d) Have not within a three -year period preceding this application/grant agreement had one or more public transactions (Federal, State, or local) terminated for cause or default. (2) Where the Grantee Agency Official is unable to certify to any of the Statements in this certification, such prospective participant shall attach an explanation to this grant agreement. Certifications and Assurances (Rev. 5/16) 20A -18 E%HIBrr A CERTIFICATIONS AND ASSURANCES Page 5 Instructions for Lower Tier Certification 1. By signing and submitting this grant agreement, the prospective lower tier participant is providing the certification set out below. 2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective lower tier participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal government, the department or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment. 1 The prospective lower tier participant shall provide immediate written notice to the person to which this grant agreement is submitted if at any time the prospective lower tier participant learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 4. The terms covered transaction, debarred, suspended, ineligible, lower tier covered transaction, participant, person, primary covered transaction, principal, grant agreement, and voluntarily excluded, as used in this clause, have the meanings set out in the Definition and Coverage sections of 49 CFR Part 29. You may contact the person to whom this grant agreement is submitted for assistance in obtaining a copy of those regulations. 5. The prospective lower tier participant agrees by submitting this grant agreement that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is proposed for debarment under 48 CFR Part 9, subpart 9.4, debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency with which this transaction originated. &. The prospective lower tier participant further agrees by submitting this grant agreement that it will include the clause titled "Certification Regarding Debarment, suspension, Ineligibility and Voluntary Exclusion — Gower Tier Covered Transaction," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. (See below) A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not proposed for debarment under 48 CFR Part 9, subpart 9.4, debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to, check the List of Parties Excluded from Federal Procurement and Non- procurement Programs. 8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. Certifications and Assurances (Rev. 51 t 6) 20A -19 EXHIBIT A CERTIFICATIONS AND ASSURANCES Page 6 transaction knowingly enters into a lower tier covered transaction with a person who is proposed for debarment under 48 CFR Part 9, subpart 94, suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal government, the department or agency with which this transaction originated may pursue available remedies, including suspension and /or debarment. Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion- -Lower Tier Covered Transactions: 1. The prospective lower tier participant certifies, by submission of this grant agreement, that neither it not its principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal department or agency. 2. Where the prospective lower tier participant is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this grant agreement. Certifications and Assurances (Rev. 5116) 20A -20 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: AGREEMENT WITH KINGDOM CAUSES, INC (DBA CITY NET) TO PROVIDE LEADERSHIP TO A MULTI - SECTOR COLLABORATIVE TO REDUCE HOMELESSNESS IN THE CIVIC CENTER AND FUNDING AGREEMENT WITH COUNTY OF ORANGE TO FUND HALF THE AGREEMENT WITH KINGDOM CAUSES, INC {STRATEGIC PLAN NO 5,6) CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: 0 As Recommended L1 As Amended © Ordinance on 1't Reading El Ordinance on 2nd Reading El Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER 1. Authorize the City Manager and Clerk of the Council to execute an agreement with Kingdom Causes, Inc (DBA City Net), to develop a multi- sector collaborative to reduce chronic homelessness in the Civic Center, for a one year period, in an amount not to exceed $180,000, contingent on approval of a funding agreement for $90,000 by the County of Orange Board of Supervisors and 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 a funding agreement with the County of Orange for a contribution of $90,000 to fund half of an agreement with Kingdom Causes, Inc, subject to non - substantive changes approved by the City Manager and City Attorney. 3. Approve an appropriation adjustment recognizing funds from the County of Orange in the amount of $90,000 in revenue account (no. 01102002 - 57082) and appropriating the same to expenditure account (no. 01118810- 62300). DISCUSSION The City of Santa Ana has a significant number of chronic homeless individuals that reside in the Civic Center. In August, 2015, a survey identified 406 homeless individuals residing in or around 20B -1 Agreement with Kingdom Causes, Inc August 2, 2016 Page 2 the Civic Center. These individuals typically cycle in and out of a variety of crisis services, including hospital emergency departments and in- patient stays, psychiatric centers, and incarceration. This cycling between services not only has negative impacts on the health and well -being of the individual, but also incurs high costs to the public. To address this issue, there are mulitple homeless service providers working simultaneously to reduce homelessness together with faith based community groups and civic organizations working independently to provide emergency services. These services are often duplicative and independent of one another without a collective impact or outcome toward the reduction of homelessness at the Civic Center. This agreement with City Net will introduce a collective impact approach to reduce homelessness in the Civic Center and reduce taxpayer dollars spent on cyclical crisis services for the homeless. City Net will be tasked with coordinating food donations as well as other services taking place in the Civic Center that are currently being provided by these various groups. City Net will act as a neutral and independent backbone organization in order to improve coordination and efficiency in achieving solutions for homeless individuals while reducing duplication of services. As part of this agreement City Net will: 1) Establish and lead a Homeless Collaborative comprised of volunteers, faith -based organizations, non - profit organizations, homeless advocates, concerned citizens, businesses, public agencies, and any other concerned or interested parties /entities that will meet on a monthly basis with the goal to place 30 homeless individuals per quarter in housing. 2) Provide a report to the City and County on all of the activities and services being provided in the Civic Center including a needs analysis to guide long -term and short-term efforts with service providers (e.g. asset mapping). 3) Create a standard outreach manual, presentation, and /or regularly scheduled workshop to redirect any organization providing services to the homeless in the Civic Center toward permanent solutions to reduce homelessness and the causes of homelessness. 4) Coordinate all food donations and all other donations in the Civic Center. 5) Collect financial donations and establish an account accessible to members of the Homeless Collaborative. STRATEGIC PLAN ALIGNMENT Approval of this item assists the City in meeting Goal #5 - Community Health, Livability, Engagement and Sustainability, Objective #6 (Focus projects and programs on improving the health and wellness of all residents). 20B -2 Agreement with Kingdom Causes, Inc August 2, 2016 Page 2 FISCAL IMPACT Funds in the amount of $90,000 are available in the Non - Departmental Contract Services- Professional account no. (05005018- 62300) for the Net agreement for projected expenditures in the following fiscal years: FY 2016 -17 $67,500 FY 2017 -18 $22,500 Total $90,000 Council Special Projects, City's share of the City Approval of the appropriation adjustment will recognize $90,000 in revenue account (no. 01102002 - 57082) and appropriate $90,000 for expenditure in account no. (01118810- 62300) for the County's share of the City Net agreement for projected expenditures in the following fiscal years: FY 2016 -17 $67,500 FY 2017 -18 $22,500 Total $90,000 Anticipated expenditures are subject to change, contingent upon the County's approval of the funding agreement and the one year term of the City Net agreement. APPROVED AS TO FUNDS AND ACCOUNTS: Robert Cortez Francisco—Gutierrez _D O Special Assistant to the City Manager Executive Director City Manager's Office Finance and Management Services Agency Exhibits: 1. Agreement with Kingdom Causes, Inc 2. Funding Agreement with the County of Orange 411W - r�- CONSULTANT AGREEMENT THIS AGREEMENT is made and entered into this _ day of , 2016 by and between Kingdom Causes, Inc., a California non - profit corporation doing business as City Net (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 to develop a multi - sector collaborative to reduce chronic homelessness in the Civic Center area. 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 the following services over the term of this agreement, as set forth in greater detail in Exhibit A to this Agreement, attached hereto and incorporated herein by reference: a. Establish and lead a Homeless Collaborative comprised of volunteers, faith -based organizations, non - profit organizations, homeless advocates, concerned citizens, businesses, public agencies, and any other concerned or interested parties /entities that will meet on a monthly basis with the goal to place 30 homeless individuals per quarter in housing; b. Provide a report to the City and County on all of the activities and services being provided in the Civic Center including a needs analysis to guide long -term and short -term efforts with service providers (e.g. asset mapping); c. Create a standard outreach manual, presentation, and /or regularly scheduled workshop to redirect any organization providing services to the homeless in the Civic Center toward permanent solutions to reduce homelessness and the causes of homelessness; d. Coordinate all food donations and all other donations in the Civic Center; and, e. Collect financial donations and establish an account accessible to members of the Homeless Collaborative. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services under this Agreement, the total sum not exceed one- hundred and eighty thousand dollars ($180,000.00) during the term of this Agreement. Xi b. Payment by City shall be made within forty -five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work 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 one (1) year from the date first written above, 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. 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: 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. Consultant shall supply City with a fully executed additional insured endorsement in substantially the form attached hereto as Exhibit B upon execution of this Agreement and shall be approved in form by the City Attorney. I+ 1 - 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. G. 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. 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 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 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. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the direct or indirect operations of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. 20b -7 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 under this Agreement. 12. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, 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 -- CDA City of Santa Ana 20 Civic Center Plaza (M -25) P.Q. Box 1988 Santa Ana, California 92702 Fax 714 - 647 -6549 City Attorney City of Santa Ana 20 Civic Center Plaza (M -29) P.Q. Box 1988 Santa Ana, California 92702 Fax 714- 647 -6515 Office: Fax: 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 terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 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. I+ r 15. TERMINATION This Agreement may be terminated by either party upon thirty (30) days written notice of termination. In such event, 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. 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. 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 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. 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. 6 20B -10 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: MARIA D. HUIZAR Clerk of the Council SONIA R. CARVALHO City Attorney 0 City RECOMMENDED FOR APPROVAL: ROBERT C. CORTEZ Special Assistant to the City Manager City Manager's Office CITY OF SANTA ANA DAVID CAVAZOS City Manager CONSULTANT (NAME) (Title) Tax ID# 206 -11 EXHIBIT A SCOPE OF WORK 1. Objective /Purpose Statement To establish, facilitate and provide leadership to a multi- sector collaborative to reduce homelessness in the Santa Ana Civic Center, so that long -term solutions based on national best practices, federal guidance and local needs are created for homeless neighbors and existing resources are expended effectively. 2. Project Background and Description The City of Santa Ana ("City") has a significant number of chronic homeless individuals that reside in the Santa Ana Civic Center. These individuals typically cycle in and out of a variety of crisis services, including hospital emergency departments and inpatient stays, psychiatric centers, and incarceration. This cycling between services not only has negative impacts on the health and well -being of the individual, but also incurs high costs to the public. In August 2015, a survey found 406 homeless individuals residing at the Civic Center. This project is being introduced as a new approach to reduce homelessness in the Civic Center and reduce taxpayer dollars spent on cyclical crisis services for the homeless. At the Civic Center, there are numerous homeless service providers working simultaneously to reduce homelessness. In addition to these organizations, there are multiple service providers, churches, outside organizations, companies and individuals who provide emergency services at the Civic Center. This agreement will task City Net with coordinating the food donations as well as other services taking place in the Civic Center. They will act as a neutral and independent backbone'organization in order to improve coordination and efficiency in achieving solutions for homeless individuals. This project will: 1) Reduce homelessness In the Civic Center; 2) Coordinate efforts with the faith -based community; and 3) Fill gaps in services being provided to the homeless in the Civic Center. 3. Activities Partner with homeless neighbors to connect with their desired outcomes — including a total quarterly goal of housing 30 homeless neighbors connected to and utilizing the Coordinated Entry System (CES) through existing Street Outreach Teams (SOT) to achieve successful placement and retention of housing. This may include but not be limited to gap services, furnishings, and housing transportation needs, etc.: o Coordinate with existing SOT from CES to identify gaps in SOT coverage and integrate faith -based groups in outreach and services. o Compile all data into Homeless Management Information System (HMIS) and share with HMIS- certified collaborative partners for multi- agency collaborative case management to connect homeless neighbors with appropriate housing. Must comply with HMIS standards and requirements for data entry. o AB 109 re -entry homelessness prevention, diversion and intervention program to leverage skilled outreach and case management resources to this fastest- growing segment of the homeless population. a 20B -12 o Participate in relevant Continuum of Care (COG) committee /workshops to identify and coordinate resources and countywide Initiatives and practices. • Challenging case soluflons, As identified by CES and the CES SOT, contractor will work with the most challenging cases in the Civic Center, who consume a disproportionately large percentage of available resources, and for whom solutions are not easily found, and connect these individuals to housing. These challenging cases will be identified by CES, as well as City leadership, first responders, collaborative partners and street level advocates. • Reduce community costs related to homelessness in the Civic Center through ongoing coordination of city -wide fundraising and volunteer engagement activities to equip partner organizations with no less than an equivalent of $25,000 per quarter via a combination of cash funds, gifts in -kind and boots on the ground volunteers to aid in outreach, emergency housing, diversion activities and relocations. • Mobilize and integrate the many assets of the larger community (faith -based groups, non- profit groups, civic groups, concerned neighbors, etc.) in order to provide supportive care to homeless neighbors through asset mapping. • Develop low- threshold emergency permanent housing solutions to add to the available supply of beds in the City and County. 4. Required Outcome and Deliverables Coordinate, redirect and enhance all goods and non - Coordinated Entry services being provided to the homeless in the Santa Ana Civic Center for the reduction of homelessness. The City shall have final review and approval authority over any and all decisions and activities conducted by City Net, as well as any and all documents, manuals, presentations, and related materials and activities prepared by City Net. Deliverable # 1: Homeless Collaborative Partner with homeless neighbors to connect with their desired outcomes — including a total quarterly goal of housing 30 homeless neighbors connected to and utilizing the Coordinated Entry System (CES) through existing Street Outreach Teams (SOT) to achieve successful placement and retention of housing. This may include but not be limited to gap services, furnishings, and housing transportation needs, etc.: • Coordinate with existing SOT from CES to identify gaps in SOT coverage and integrate faith -based groups in outreach and services. • Compile all data into Homeless Management Information System (HMIS) and share with HMIS - certified collaborative partners for multi - agency collaborative case management to connect homeless neighbors with appropriate housing. Must comply with HMIS standards and requirements for data entry. • AB 109 re -entry homelessness prevention, diversion and intervention program to leverage skilled outreach and case management resources to this fastest - growing segment of the homeless population. • Participate in relevant Continuum of Care (CoC) committee /workshops to identify and coordinate resources and countywide initiatives and practices. Deliverable # 2: Asset Mapping Asset mapping will reveal the assets of the Civic Center community and highlight the 20b -13 interconnections among them, which in turn reveals how to access those assets. This mapping process is designed to promote connections or relationships between individuals, between individuals and organizations, and between organizations with other organizations. This will include: • Identify who, what, when and where services and goods are being provided in the Civic Center. • Build an inventory of the strengths and contributions of the people who make up the Civic Center community prior to intervening. • Document the tangible (physical assets) and intangible (personal assets e.g. experiences, skills, knowledge, passion) resources of the Civic Center community, viewing it as a place with assets to be preserved and enhanced, not deficits to be remedied. a Identify other assets in the community to reduce homelessness in the Civic Center per asset mapping practices. • Develop gap /needs analysis to guide efforts with faith based community and other service agencies. • Develop a report on the gap in activities /services not being provided in the Civic Center with a plan on how to implement and fund those services. Deliverable # 3: Using the data and information obtained from Deliverable # 2, create a standard outreach manual, presentation and /or regularly scheduled workshop to redirect any organization, business or church that provides services to the homeless in the Civic Center toward permanent solutions to reduce homelessness and the causes of homelessness. Deliverable # 4: Coordinate all food donations and other services in the Civic Center by faith - based organizations, service agencies and non -CES resources: • Santa Ana Homeless Collaborative will meet monthly or more frequently as needed to coordinate delivery of services and the implementation of solutions to reduce homelessness in the Civic Center. • Communicate regularly with existing CES /SOT, County and City representatives to identify and discuss gaps in services. Include existing CES, County and City services in decision - making process of coordination. • Create website portal for information dissemination that allows for efficient dissemination of information to the organizations that work at the Civic Center. Deliverable # 5: Collect no less than $10,000 in financial donations per quarter and place said cash funds in an account created and controlled by City Net, but accessible to members of the Santa Ana Homeless Collaborative. City Net shall keep an ongoing accounting of all money received and all money spent from said account, and provide a detailed accounting report of said financial activity to the City upon request. Documentation must also be provided for an equivalent of $15,000 per quarter via gifts in -kind and boots on the ground volunteers to aid in outreach, emergency housing, diversion activities and relocations. Funds to be used for gap services and needs as identified in Deliverable # 2. Policies and Procedures for these funds will be developed by a sub -group of the Santa Ana Homeless Collaborative, 10 20B -14 =40111A. 19 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 (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 this endorsement form as a part of Policy # Issued to Named Insured Countersigned by Authorized Representative 206 -15 20B -16 THIS AGREEMENT is made and entered into this _ day of , 2016, by and between the County of Orange, a political subdivlslon of the State of California (hereinafter "County "), 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. WHEREAS, the City will contract with Kingdom Causes, Inc., a California non - profit corporation doing business as City Net (hereinafter "Service Provider "), to develop a multi - sector collaborative to reduce chronic homelessness in the Civic Center area for a one year term; & WHEREAS, the County herein approves a contribution of ninety thousand dollars ($90,000.00) to the City to fund the Service Provider; and, C. WHEREAS, the ninety thousand dollars ($90,000.00) from the County will be applied to the one - hundred and eighty thousand dollars ($180,000.00) required to fund the one year term of the Service Provider's multi- sector collaborative in the Civic Center area. 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: f. SCOPE OF WORK The County will provide to the City an amount of ninety thousand dollars ($90,000.00) to support the one year term of the Service Provider's multi - sector collaborative in the Civic Center area. In exchange for the foregoing, the City will meet the obligations set forth in Section 5. 2. FUNDING a. It is understood and agreed between the parties to this Agreement that the County's funding for the City's obligations set forth in Section 5 shall not exceed ninety thousand dollars ($90,000.00) during the term of this Agreement. b. Payment shall be made by the County to the City as a lump sum within thirty (30) days of the execution of this Agreement. C. All funding provided by the County shall be expended by the City solely for the purposes set forth in 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 the termination provisions below. The term of this Agreement may be extended upon a writing executed by the City Manager and the City Attorney. 4. INDEPENDENT CONTRACTOR The performance of each party's obligations hereunder shall be in the capacity of an independent contractor and not as an officer, agent, or employee of the other party. In consideration for the funding paid to the City by the County, the City agrees that the County shall not be liable or responsible for any benefits, including, but not limited to, worker's compensation, disability, retirement, life, unemployment, health or any other benefits and the City agrees that it shall not sue or file a claim, �' 15 JrA petition, or application therefor against the County or any of its officers, employees, agents, representatives or sureties. 5. CITY'S RESPONSIBILITIES The City, through the Service Provider, shall provide the following in the Civic Center area during the one year term: a. Establish and lead a Homeless Collaborative comprised of volunteers, faith -based organizations, non - profit organizations, homeless advocates, concerned citizens, businesses, public agencies, and any other concerned or interested parties /entities that will meet on a monthly basis with the goal to place 30 homeless individuals per quarter in housing; b. Provide a report to the City and County on all of the activities and services being provided in the Civic Center including a needs analysis to guide long -term and short -term efforts with service providers (e.g. asset mapping); c. Create a standard outreach manual, presentation, and /or regularly scheduled workshop to redirect any organization providing services to the homeless in the Civic Center toward permanent solutions to reduce homelessness and the causes of homelessness; d. Coordinate all food donations and all other donations in the Civic Center; and, e. Collect financial donations and establish an account accessible to members of the Homeless Collaborative. 6. INSURANCE Each party agrees that the insurance held by the other, whether commercial or self - insurance, is sufficient for the purposes of this Agreement. INDEMNIFICATION City and the Service Provider agree to and shall indemnify and hold harmless the County, 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 City 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, including the Service Provider; 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, to the extent that the injury, damages, just compensation, restitution, judicial or equitable relief is caused by the negligence of the City or the Service Provider. 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. County may make all reasonable decisions with respect to its representation in any legal proceeding. In no case will City or the Service Provider be required to indemnify or hold harmless the County from injury, damages, just compensation, restitution, judicial or equitable relief caused by negligence of the County. The County 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 2 20B -18 of the County 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, to the extent that the injury, damages, just compensation, restitution, judicial or equitable relief is caused by the negligence of the County. 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. City may make all reasonable decisions with respect to its representation in any legal proceeding. In no case will County be required to indemnify or hold harmless the City from injury, damages, just compensation, restitution, judicial or equitable relief caused by negligence of the City. 8. RECORDS City and the Service Provider shall keep records and invoices in connection with the work to be performed under this Agreement. , All such records and invoices shall be clearly identifiable. City and the Service Provider shall allow a representative of the County to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours upon five (5) day written notice. City and the Service Provider 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 City under this Agreement. 9. CONFLICT OF INTEREST CLAUSE City 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 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: MMM Executive Director — CDA City of Santa Ana 20 Civic Center Plaza (M -25) P.O. Box 1988 Santa Ana, California 92702 Fax 714 -647 -6549 City Attorney City of Santa Ana 20 Civic Center Plaza (M -29) P.O. Box 1988 Santa Ana, California 92702 206 -19 To County: With a copy to Fax 714- 647 -6515 County Counsel Office of the County Counsel County of Orange 333 W. Santa Ana Blvd., Suite 407 Santa Ana, CA 92701 A party may charge its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty -four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 11, EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the County and City, 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 County and by an authorized representative of the City. 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 the County or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 12. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of the Service Provider, City may not assign, transfer, delegate, or subcontract any Interest herein without the prior written consent of the County and any such assignment, transfer, delegation or subcontract without the County'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 County or the City, with or without cause, upon thirty (30) days written notice of termination. In such event, the City shall be entitled to receive and the County shall pay City compensation for all services performed by City prior to receipt of such notice of termination. 4 20B-20 14. DISCRIMINATION City 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. City 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. 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 the other party fully, including reasonable costs and attorney's fees, for any injuries or damages in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. No Agency Relationship. Nothing herein will be construed to create an agency relationship between the parties. G. The rights and obligations set forth herein are intended exclusively for the benefit of the parties and shall not be construed to convey any rights or remedies to any third party. The Recitals to this Agreement are, by this reference, incorporated into this Agreement and made a part hereof. e. The effective date of this Agreement (the "Effective Date ") shall be the latest date of execution hereinafter set forth opposite the names of the signators hereto. No Party shall have any obligations under this Agreement (notwithstanding any approval of such Agreement given by the parties' legislative body) unless and until all parties execute this Agreement in compliance with all applicable law. 206 -21 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA MARIA D. HUIZAR DAVID CAVAZOS Clerk of the Council City Manager APPROVED AS TO FORM: SONIA R CARVALHO City Ajtq, npV By: Ryan RECOMMENDED FOR APPROVAL: COUNTY OF ORANGE ROBERT CORTEZ Special Assistant to the City Manager City Manager's Office :••.a _�: •:u County Counsel 20B622 CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: AUTHORIZE CONTINUATION OF RECEIVERSHIP PROGRAM AND APPROPRIATION ADJUSTMENT ALLOCATING GENERAL FUND YEAR -END FUND BALANCE TO THE RECEIVERSHIP PROGRAM {STRATEGIC PLAN NO. 3, 3; 5, 4E} /W-41w * .,r- RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: FIT00-:T071ark As Recommended As Amended ❑ Ordinance on 16� Reading ❑ Ordinance on 2nd Reading Implementing Resolution Set Public Hearing For CONTINUED TO FILE NUMBER 1. Authorize the City Attorney to continue to file receivership actions to successfully resolve difficult code enforcement matters in both commercial and residential areas and retain special counsel with Silver and Wright, LLP to assist initiation of receivership actions until such time a new Request for Proposal is completed. 2. Approve an Appropriation Adjustment recognizing $100,000 from the Fiscal Year 2015 -16 General Fund Balance and appropriating the same amount to the Fiscal Year 2016 -17 Planning and Building Agency (General Fund) budget for receivership activities. DISCUSSION The City has utilized the California Health and Safety Code Receivership action to successfully resolve difficult code enforcement matters in both commercial and residential areas. Receivership is a legal process through which control of a real property is temporarily taken from the owners and placed with a court- appointed officer; the Receiver. These receiverships are used for abandoned and substandard properties where the owner has a history of noncompliance with the city's code enforcement efforts or, in emergency situations, where the real property presents an immediate threat to health and safety. The receivership option is a comprehensive process which eliminates substandard conditions or uninhabitable slum -like properties and allows the referring agency, when it is the prevailing party, to recuperate its enforcement costs. This process also communicates to the public that the City is actively protecting residents and tenants from dangerous conditions created by absentee or non - responsive property owners. 20C -1 Appropriation Adjustment allocating General Fund monies to the Receivership Program August 2, 2016 Page 2 On March 21, 2013 the City entered into a Legal Services Agreement with Silver & Wright, LLP for code enforcement and receivership activities in the amount of $25,000. On November 18, 2013 a subsequent Legal Services Agreement was entered with Silver & Wright, LLP for an additional $40,000 for receivership services. Actions in these cases were paid for through a combination of both receivership recoveries and Community Development Block Grant (CDBG) funding. On June 17, 2014 the Council approved a subsequent three year agreement with Silver & Wright, LLP for receivership services with no dollar cap based on cost recovery through receiverships with the understanding that the services would be funded with CDBG funds. Additionally, on March 3, 2015 the City Attorney and the Planning and Building Agency received Council approval to file receivership actions against ten additional properties, eight of which were CDBG eligible. As described above, funding for the receivership actions were to be paid through CDBG accounts and receivership recovery funds upon receipt. However, for the eight identified CDBG properties only $50,000 remained of CDBG funds which was set aside to pay for Silver & Wright invoices. In addition, it was determined that receivership cost recovery is not immediate and reimbursement can range from a few months up to a year. As such, the City was not in receipt of recovery funds in order to offset incurred legal expenses resulting in insufficient funding to allow for timely processing of invoices. In order to ensure prompt payment of future invoices, along with continued funding for the receivership program, it is recommended that an appropriation adjustment recognizing $100,000 from Fiscal Year 2015 -16 fund balances be used. However, it should be noted that while the City has experienced receivership cost reimbursement of over 80 %; reimbursement is not a guarantee. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #3 - Economic Development, Objectives #3 (Promote a solution -based customer focus in all efforts to facilitate development and investment in the community); Goal #5 — Community Health, Livability, Engagement & Sustainability, Objective #4 (Support neighborhood vitality and livability), Strategy E (Implement innovative code enforcement practices and strategies including the use of volunteers, enhanced technologies and increased collaboration with other City departments and outside agencies to address critical livability issues citywide [e.g. overcrowding, absentee landlords, landlord /tenant rights and responsibilities, etc.]). 20Ci -2 Appropriation Adjustment allocating General Fund monies to the Receivership Program August 2, 2016 Page 3 FISCAL IMPACT Approval of the appropriation adjustment will designate $100,000 from Fiscal Year 2015 -16 General Fund Balance. The prior year (fiscal year 2015 -16) fund balance in the amount of $100,000 will be allocated to Planning and Community Preservation — Other Contractual Services (01116540- 62300). Hassan Hagha i, AIC Executive Director Planning & Building Agency frSonls R. Carvalho Clty Attorney AN:rb Wreports \Recelvership & AA RFCA 8.2.16 APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director a Finance and Management Services Agency 20C -3 SANTA ANA COST RECOVERY OBTAINED FOR CITY BY SILVER & WRIGHT LLP Saddleback Inn ............ $102,184.32 US Bank - 805 Chestnut $34,637.95 1705 W. Woodland $5,702.22 2021 -2025 N. Fairview $15,146.03 1010 W. McFadden $37,367.05 1534 -1538 W. First $8,793.33 1046 W Bishop $24,017.88 1701 S. Flower $34,531.21 315 E. Camile $18,069.10 2016 -2020 W. 5th Street $27,789.14 TOTAL $308,238.23 20C -4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: AUGUST 2, 2016 CLERK OF COUNCIL USE ONLY: TITLE: APPROVED CONTRACT AWARD TO IRV SEAVER ❑ As Recommended MOTORCYCLES FOR POLICE ❑ As Amended ❑ Ordinance on 18' Reading MOTORCYCLES SPEC. 16 -009 ( � ❑ Ordinance on 2 "d Reading {STRATEGIC PLAN NO. 6,2) ❑ Implementing Resolution ❑ Set Public Hearing For Ia *41i7141Jd :4L,I • CONTINUED TO FILE NUMBER Authorize a one -time purchase and payment of purchase order to Iry Seaver Motorcycles for the purchase of three police motorcycles in the amount of $84,055; and a $25,000 contract for motorcycle repairs for a total amount not to exceed $109,055, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION The Finance and Management Services Agency Facilities, Fleet Maintenance and Central Stores Division is responsible for the acquisition, maintenance, repair, and replacement of vehicles, trucks, and maintenance equipment. The City's Vehicle Replacement Policy provides guidelines and criteria for determining when vehicles need replacement. This criteria includes vehicle age, mileage, maintenance costs, and safety history. As a result of reviewing the City's replacement criteria, three police motorcycles purchased in 2007 with an average mileage of 69,667 miles have been identified for replacement. These older motorcycles with high mileage are more time consuming and expensive to repair which results in more downtime of the vehicle for the police officers. Iry Seaver Motorcycles provides motorcycle repair services to the Fleet Maintenance Division. The purchase of motorcycles, when added to the vendor's fiscal purchases, will exceed $25,000 aggregate limit. In order to continue utilizing their services staff recommends maintaining the current blanket order contract in the amount of $25,000. The notice inviting bids was advertised on January 22, 2016, on the City's online bid management and publication system. A summary of the bid invitations and bids received is as follows: 6 Vendors were notified 7 Vendors downloaded the bid packet 3 Bid received 22A -1 Contract Award for Police Motorcycles August 2, 2016 Page 2 0 Bids received from Santa Ana vendors The bids were opened on February 9, 2016 and evaluated (Exhibit 1). The bid received from Iry Seaver Motorcycles is responsive to the specifications and meets the City's requirements. To allow for unanticipated charges, a five percent contingency has been included in the award amount. STRATEGIC PLAN ALIGNMENT Approval of this item assists the City's effort to meet Goal #6 — Community Facilities & Infrastructure, Objective #2 (address deferred maintenance on City buildings and equipment). FISCAL IMPACT Funds in the amount of $84,055 for the purchase of three motorcycles are available in FY 2016- 17 Fleet Replacement account (07010100- 66400). Funds in the amount of $25,000 for motorcycle repairs are available in FY 2016 -17 Equipment Maintenance - Garage Operations account (07510100-62322). �f Carlos Rojas Chief of Police Santa Ana Police Department CL /sp Exhibit: 1. Abstract of Bids APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez 6C^i Executive Director Finance and Management Services Agency 22A -2 ABSTRACT OF BIDS BMW POLICE MOTORCYCLES (16 -009) Iry Seaver Long Beach BMW Beaudry Police Bidder Motorcycles Motorcycles Motors Coeur d' Arlene, Location Orange Long Beach ID 2016 base model $24,706.94 $24,752.82 $24,894.00 Destination & delivery Included Included Included Sales tax (8.00 %) $1,976.55 $1,980.23 $1,992.00 License & registration Included Included $246.00 Sub -total $26,683.49 $26,733.05 $27,132.00 Misc. charges not $0.00 $118.90 $0.00 included above Total Bid per unit $26,683.49 $26,851.95 $27,132.00 EXHIBIT 1 22A -3 22A -4 0 0 CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: CONTRACT AWARD TO ORANGE COUNTY STRIPING SERVICE, INC., FOR TRAFFIC LINE PAINTING AND TRAFFIC SIGN MAINTENANCE (SPEC. NO. 16 -075) {STRATEGIC PLAN NO. 6, 1C} CITY MANAGER CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on I "Reading ❑ Ordinance on 2"AReading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO Award a contract to Orange County Striping Service, Inc., for traffic line painting and sign maintenance for a one -year period beginning August 2, 2016, to August 1, 2017, in an annual amount not to exceed $523,000, with provision for four one -year renewals exercisable by the City Manager, subject to nonsubstantive changes approved by the City Manager and the City Attorney. DISCUSSION The Public Works Agency's Roadway Marking and Signs Section maintains approximately 400 miles of streets within the City of Santa Ana. In order to maintain a high quality of safe streets, contract services are required for the installation and removal of traffic striping, pavement markings, curb markings, and raised pavement markers, as well as the installation, removal and relocation of City traffic signs. The notice inviting bids was advertised on May 31, 2016, on the City's online bid management and publication system. A summary of the bid invitations and bids received is as follows: 35 Vendors notified 3 Bids received 0 Bids received from Santa Ana vendors Bids were received and opened on June 23, 2016, and evaluated (Exhibit 1). The bid received from Orange County Striping Service, Inc., is responsive to the contract specifications, meets the City's requirements for maximum quality service at minimum price, and complies with prevailing wage requirements. The annual amount is based on staff's projection for the next contract year. 22B -1 Contract Award for Traffic Line Painting and Sign Maintenance August 2, 2016 Page 2 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 — Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy C (invest resources and technology to extend the service life of existing infrastructure to protect the City's investment and support a high quality of life standard). FISCAL IMPACT Funds in the amount of $523,000 are available in the FY 2016 -17 Public Works Roadway Markings and Signs account (No. 01117625- 62300). Contracted services will be used as needed. Preliminary estimates of fiscal year expenditures are as follows and are subject to change: Fiscal Year Amount 2016 -17 $518,000 2017 -18 $ 5,000 TOTAL: $523,000 Public Works Agency FM /PG /SP Exhibit: 1. Bid Abstract APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director Finance & Management Services Agency 228 -2 ABSTRACT OF BIDS TRAFFIC LINE PAINTING AND SIGN MAINTENANCE (16 -075) Routine Maint. Total $601,632 $821,180 $598,488 Alternate Items /Services $90,400 $68,950.00 $134,089.05 Grand Total $692,032 $890,130.00 $732,576.55 Note: Contract awarded based on Routine Maintenance total EXHIBIT 1 22B -3 Orange County Bidder BC Rentals, Inc. Chrisp Company Striping Service, Inc. Location Orange Freemont Riverside Striping $422,250 $593,680 $428,610 Raised Pavement Marker $2,550 $3,100 $2,680 Signs & Posts $201,900 $224,400 $167,198 4% - Small OC Business $25,068 Routine Maint. Total $601,632 $821,180 $598,488 Alternate Items /Services $90,400 $68,950.00 $134,089.05 Grand Total $692,032 $890,130.00 $732,576.55 Note: Contract awarded based on Routine Maintenance total EXHIBIT 1 22B -3 22B -4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: CONTRACT AWARD TO 2FA INC. FOR AUTHENTICATION SOFTWARE SYSTEM AND SUPPORT CONTRACT (SPEC. NO.16 -083) (STRATEGIC PLAN NO. 1, 2B) 1 CITY MANAG R RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: :--t• r, ❑ As Recommended ❑ As Amended ❑ Ordinance on 1"Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize a one -time purchase and payment of purchase order to 2FA, Inc. for the purchase of advanced authentication software system in the amount of $55,324; and for a 3 -year maintenance and support contract in the amount of $23,884, for a total amount not to exceed $79,208, with provision for two, one -year renewals exercisable by the City Manager, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION The Criminal Justice Information System (CJIS) is managed at the national level by the Federal Bureau of Investigation (FBI) and at the state level by the California Department of Justice (DOJ). In response to increasing data security risks as well as a commitment to protect private information used by law enforcement, the FBI enhanced the CJIS security policy to require agencies that access criminal justice information in a mobile environment use advanced authentication. An advanced authentication system takes security beyond a user name and password by requiring users to provide a second factor of authentication (the password being the first). 2FA Inc. provides a flexible advanced authentication solution that has already been certified by the DOJ as meeting this requirement. The procurement of this system will further protect the City of Santa Ana Police Department's confidential information used to carry out its law enforcement duties. It will also ensure the Department's compliance with state and federal security requirements as it moves forward with updating the mobile computers used by field personnel. Staff compared numerous advanced authentication systems and 2FA's solution was clearly the most flexible and geared specifically for a law enforcement organization. 22C -1 Contract Award for Authentication Software System and Support Contract August 2, 2016 Page 2 2FA Inc. recently changed its pricing model for new clients. Under their old pricing, agencies would pay initially for perpetual licenses and then pay for support and maintenance on those license for subsequent years. Under their new pricing, agencies contract with 2FA Inc. on a subscription basis, effectively having to repurchase their individual licenses each year. 2FA Inc. has made their old pricing structure available to the City on the condition that a purchase is made at the beginning of August. Additionally, the vendor has extended a 10% discount for the purchase of a multi -year maintenance and support contract upfront. The discount will carry over to the renewal periods, should the City decide to exercise them. The City's Police Department has decided to take advantage of the expiring pricing model as well as pay for the maintenance fee upfront in order to receive the 10% discount, which has resulted in savings totaling $137,153 ($221,200 new pricing — $88,480 extended old pricing plus $4,433 multi -year discount). The notice inviting bids was advertised on June 21, 2016 and offers were solicited. A summary of the bids and offers received is as follows: 89 Vendors were notified 3 Vendors downloaded the bid 0 Bids received from a Santa Ana vendor 1 Bids received Bids were opened on July 5, 2016, and evaluated. The bid received from 2FA, Inc. is responsive to the specifications and meets the City's requirements. STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #1 Community Safety, Objective #2, (broaden communications, information sharing and community awareness of public safety activities), Strategy B (purchase and install new in -car computers in patrol vehicles to facilitate enhanced information sharing and timely police response). FISCAL IMPACT Funds in the amount of $55,324 for the software system and $23,884 for the three -year maintenance and support contract are available in the FY 2016 -17 US Dept. of Justice AFF account (no. 16614450 62300). Upon exercise of the renewal periods, funds in the amount of $7,959 will be budgeted and made available in each FY 2019/20 and 2020/21 in the US Dept. of Justice AFF account (no. 16614450 62300). 22Ci-2 Contract Award for Authentication Software System and Support Contract August 2, 2016 Page 3 Carlos Rojas Chief of Police Police Department r Jack Ila Chie echnology Innovations Officer Infor ation Technology Department EG /BD APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez ujt- Executive Director Finance and Management Services Agency 22C -3 22C -4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: CONTRACT AWARD TO VOLOGY, INC. FOR HEWLETT PACKARD STORAGE ARRAY EQUIPMENT (SPEC 16 -085) {STRATEGIC PLAN NO. 1, 2A} CITY MANAGE RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: a'-:• D, ❑ As Recommended ❑ As Amended ❑ Ordinance on 1st Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize a one -time purchase and payment of purchase order to Vology, Inc. for the purchase of Hewlett Packard storage array equipment in the amount of $146,065, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION The Santa Ana Police Department is in the process of implementing a new integrated Computer Aided Dispatch (CAD) and Records Management System (RMS). This system will replace a number of outdated, disparate systems. It will also give the Police Department new capabilities that will increase effectiveness and efficiency. The new CAD /RMS will run on 23 virtual servers, including separate production and training environments. The proposed Hewlett Packard Storage Array will provide the infrastructure to fully build these virtual servers. Additionally, as older systems are retired and replaced, the new CAD /RMS will become the storehouse for a large amount of law enforcement data including videos, audio recordings, photographs, and scanned documents. The proposed storage array will supply the Police Department with the data storage capacity it needs to fully take advantage of the CAD /RMS's features. Finally, the storage array will add to the Police Department's computer infrastructure and enable foreseeable needs to be met The notice inviting bids was advertised on July 5, 2016 and offers were solicited. A summary of the bids and offers received is as follows: 143 Vendors were notified 22 Vendors downloaded the bid 0 Bids received from a Santa Ana vendor 2 Bids received Bids were opened on July 19, 2016, and evaluated. The bid received from Vology, Inc. is responsive to the specifications and meets the City's requirements. 2201-1 Contract Award for Hewlett Packard Storage Array Equipment August 2, 2016 Page 2 STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #1 - Community Safety, Objective #2, (Broaden communications, information sharing and community awareness of public safety activities), Strategy A (Purchase and implement a new integrated software system for the Police Department to improve productivity and increase efficiencies and transparency). FISCAL IMPACT Funds in the amount of $146,065 are available in the FY 2016 -17 US Dept. of Justice AFF account (no. 16614450 62300). aAz:--- Carlo Rojas Chief of Police Police Department APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez`, - Executive Director Finance and Management Services Agency 22D -2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: AWARD CONTRACT TO PETROCHEM MATERIALS INNOVATION, LLC FOR CONSTRUCTION OF LOCAL STREET SLURRY SEAL FY 2015 -2016 (PROJECT: 16 -6859) (STRATEGIC PLAN NOS. 6, 1B; 1C; 1G) l &-�/ CI Y M MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2 "6 Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER 1. Authorize the City Manager and Clerk of the Council to award and execute a contract to Petrochem Materials Innovation, LLC, the lowest responsible bidder, in accordance with the bid in the amount of $1,515,876 for the term beginning upon execution of the contract and ending upon project completion for the construction of the Local Street Slurry Seal FY 2015- 2016 project, subject to nonsubstantive changes approved by the City Manager and City Attorney. 2. Approve the Project Cost Analysis for a total estimated project delivery cost of $1,850,000, which includes the contract base amount, administration, inspection, testing, and a 12 percent contractual contingency of $181,930. DISCUSSION The City's Pavement Management Program was developed to identify the preventive maintenance requirements for the City's street network. The recommended local street segments (Exhibit 1) have been identified as high priorities for slurry seal. The recommended work consists of preparing the roadway by performing minor pavement repairs, including localized replacement of asphalt concrete pavement, followed by slurry seal resurfacing, striping, and signage. Once completed, these improvements will enhance the ride quality, surface drainage, and appearance of the neighborhood, as well as extend the life of the pavement. A Notice Inviting Bids was advertised on May 24, 2016 and May 31, 2016, and bids were opened June 14, 2016. The following is a summary of the bid invitations made and received: 23A -1 Award Contract For Construction of Local Street Slurry Seal FY 2015 -2016 August 2, 2016 Page 2 Contractor Participation Data Santa Ana contractors receiving notices 6 Contractors requesting bidding documents 9 Bids received 3 Bids received from Santa Ana contractors 0 Bid Results Summary Rank Bidder's Name Location Base Bid Amt. 1 Petrochem Materials Innovation, LLC Carlsbad $1,515,876.00 2 All American Asphalt Corona $1,611,130.00 A total of three bids were received and two were considered responsive. Petrochem Materials Innovation, LLC submitted the lowest responsive bid in the amount of $1,515,876 (Exhibit 2) and is comparable to the engineer's estimate of $1,550,000. Based on a bid analysis and a contractor's performance reference check, staff recommends award of this contract to Petrochem Materials Innovation, LLC (Exhibit 3). 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), Strategy C (invest resources and technology to extend the service life of existing infrastructure to protect the City's investment and support a high quality of life standard), and Strategy G (develop and implement the City's Capital Improvement Program in coordination with the Community Investment Plan). ENVIRONMENTAL IMPACT In accordance with the California Environmental Quality Act, the recommended actions are exempt from further review. Categorical Exemption Environmental Review No. 2016 -74 was filed for this project, and a Certification of Categorical Exclusion and Statutory Worksheet was prepared in accordance with the National Environmental Policy Act. 23A -2 Award Contract For Construction of Local Street Slurry Seal FY 2015 -2016 August 2, 2016 Page 3 FISCAL IMPACT As indicated in the Cost Analysis (Exhibit 4), the estimated total delivery cost of this project is $1,850,000, which includes construction, contract administration, inspection, testing, surveying and contingencies. Funding is available in the Measure M2 Street Construction Fund (Account No. 03217662 - 66220) for expenditure in Fiscal Year 2016 -2017. Public Works Agency FM /EWG /TC /MO Exhibits: 1. Location Map 2. Bid 3. Construction Contract 4. Cost Analysis APPROVED AS TO FUNDS & ACCOUNTS: Francisco Gutierrez Executive Director Finance & Management Services Agency 23A -3 23A -4 INTS) SANTA ANA THEE. �i COU CCUMCT AWND FOR �, ,auc�uar 2 erns LOCAL /SpTpR/�EET SLUWW SEAL 205-16 2095 -16 W0. IC 5 S AMW \r WECT NO N M) TIP. I am 23A -6 CITY OF SANTA ANA Exhibit 2 PROPOSAL PROJECT NO.: 16 -6859 LOCAL STREET SLURRY SEAL 201.5 -16 BID PROPOSAL TO: CITY COUNCIL OF THE CITY OF SANTA ANA FROM: cgem iyW1;z4tP'LS SNN0/AM0r ' L—wc. REQUIREMENT: The undersigned bidder declares that they have carefully examined the location of the proposed work, that they have examined the Contract Documents in its entirety and hereby proposes to furnish all material and do all the work required to complete the said work in accordance with said plans (if any) and the specifications for the unit price(s) or lump sum(s) set forth in the following schedule: Item Description Qty Unit Unit Price Amount 1 Unclassified Excavation 20 CY $ $ 41,90, 00 2 Cold Mill (2 °) 42,000 SF� $ $ 0,30 I- Z,6ov, ov .1 AC Pavement 600 1N $ $ 4 Rubberized Enmision Aggregate Slurry 2,400 IN $ $ (REAS), Type 11 5"E3.11 1,3031 WS, 04 5 Adlust Manhole Frame & Clover to 2 EA $ $ Finished Grade C 00' oo 2l000,00 6 Finnish and Install New Water Valve 5 EA $ $ Frame & Cover to Finished Grade 0 00 Qp r000,00 7 'rennporary Construction Sign 6 EA $ $ 8 Crack Sealing 1 LS $ $ % ! �9oo, o- 7 7 n9a o 0 9 Protection of Surface Utility Frames & 1 LS $ $ Covers ebo' Cali 2,F &O 00 10 Signing and Swiping 1 LS $)) $ (( 2613 8p P -1 of P -I6 23A -7 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 16 -6859 LOCAL STREET SLURRY SEAL 2015 -16 TOTAL BASE BID S 11 S 74 The lowest responsible bidder shall be selected based on the total base bid. Tire City reserves the right to award the Base Bid, and any, all, or none of the add - alternate bid items (if any). The quantity for this bid item is shown for bid comparison only. This bid item shall not be subject to the "25 %" limit as stated in Section 3 -2 of the Standard Specifications. The actual amount for this itern will be dictated by the actual quantity used, and the Agency reserves the right to increase or decrease the quantity of this item accordingly. t This bid item is considered a Specialty Item per Section 2 -3.2 of the Standard Specifications. TIME FOR COMPLETION OF IMPROVEMENTS AND LIQUIDATED DAMAGES The undersigned bidder hereby proposes to complete the Work for the total base bid amount shown above, by October 31, 2016, or within forty (401 working days after the commencement date stated in the Notice to Proceed, whichever occurs earlier. The bidder also proposes to continence construction of the Work within ten (10) working days, after issuance of a Notice to Proceed, and to continue in a diligent and workman-like manner without interruption, and to complete the construction thereof within the time specified above. The liquidated damages amount, in lieu of the amount specified in Subsection 6-9 of the Standard Specifications, shall be $5,800 per calendar day. Name of Firm `� v- t=cAAEm a A'c�RrF�t_S SNNOVATtoni, Lel (( Signature of BIDDER Title C.� -O. (If an individual, so state, If a film or co- partnership, state the firm name and give the navies of all individual co- partners composing the firm. If a corporation, state legal name of corporation, and names of President, Secretary, Treasurer and Manager,, thereof.) P -2 of P -16 23A -8 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 16 -6859 LOCAL STREET SLURRY SEAL 2015 -16 BIDDER'S STA'T'EMENT BIDDER understands and agrees that this Bid Proposal, Contract Documents and subsequent Construction Contract Agreement shall constitute the entire agreement between BIDDER and the AGENCY only after it has been accepted by the City Council, endorsed by the Clerk of the Council with her signature and official seal noting hereon the action of approval of the Council, signed by the Public Works Agency Executive Director or his /her duly authorized agent, and signed by the City Attorney, denoting his approval of the form of this document, and its execution, and when it or an exact copy of it has been either delivered to BIDDER or deposited with the United States Postal Service properly addressed to the BIDDER with the correct postage affixed thereto. BIDDER further agrees that upon delivery (as defined above) of the accepted agreement he /she will furnish AGENCY all required bonds aril certificate of liability insurance within ten (10) business days or the funds, check, draft, or BIDDERS bond substituted in lieu thereof accompanying this proposal shall become the property of the AGENCY and shall be considered as payment of damages due to the delay and other causes suffered by AGENCY because of the failure to furnish the necessary bonds and because it is distinctly agreed that the proof of damages actually suffered is difficult to ascertain; otherwise said funds, check, drams, or BIDDER'S bond substituted in lieu thereof shall be returned to the undersigned. BIDDER understands that a bid is required for the entire work, the estimated quantities set forth in the bid schedule are solely for the purpose of comparing bids, and that final compensation under the contract will be based upon the actual quantities of work satisfactorily completed. The BIDDER also certifies that the bid is a balanced bid. In accordance with Section 7028.15 of the California Business and Professions Code, the undersigned certifies under penalty of perjury that the foregoing is true and correct, Name of Firm Ag TmoC..14>v,m QQ(ylscr.AERip S �NNor/pT1oN Ll C Signature of BIDDER Title 0, - Q , (If an individual, so state. If a fret or co- partnership, state the firm name and give the names of all individual co- partners composing the firm. If a corporation, state legal name of corporation, and names of President, Secretary, Treasurer and Manager, thereof.) P -3 of P-16 23A -9 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 16 -6859 LOCAL STREET SLURRY SEAL 201.5 -16 CONTRACTOR'S LICENSING AND REGISTRATION STATEMENT The undersigned contractor, or corporate officer, declares under penalty of perjury that he /she and all his /her subcontractors are registered with the State of California Depa3unent of Industrial Relations (DIR), and that the following is true and correct. Contractor's Name: PeV10 Lrh PV\A1W —iA"s 3a NOVAMOn1 , LLC Business Address: (ni%S SNNoJA-x10N WA. of- LSBAca ,CA• (12.00`i Business E -Mail Address: -Go,- Y, z pffy k -ednno 10,E -C_oyv , _ Telephone: Ci (.0) to03 -0` 61 State Contractor's License No. and Class: 991 ZeI4 A � C.32— License Expiration Date: 03 131/ 2°b10s, State Dept. of Industrial. Relations (DIR) +7 �} Registration No.: , 00M I I ZOS State Dept. of Industrial Relations (DIR) Registration ExLration Date: OG,13�1 zo i LQ Signed: Title: C • r 6). P -4 of P -16 23A -10 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 16 -6859 LOCAL STREET SLURRY SEAL 2015 -16 PREVAILING WAGE COMPLIANCE AND MONITORING STATEMEN'r Contractor is aware of the requirements of California Labor Code Section 1720, et seq., as well as California Code of Regulations, 'Title 8, Section 16,000, et seq., (`Prevailing Wage Laws "), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects, Since the services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and since the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. City shall provide Contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Contractor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the services available to interested parties upon request, and shall post copies at the Contractor's principal place of business and at the project site. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising oat of any failure or alleged failure to comply with the Prevailing Wage Laws. The undersigned certifies that the foregoing is true and correct NameofFirm i CROCt;E1yy MA IALS Xn,NoJA -UaO, L_LC Signature of BIDDER Title C•Fo• (if an individual, so state) P -5 of P-16 23A -11 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 16 -6859 LOCAL STREET SLURRY SEAL 2015 -16 OWNERSHIP AFFIDAVIT SPATE OF CALIFORNIA ) COUNTY OF ORANGE ) SS: CITY OF SANTA ANA ) FCEAtJ k HoFFiM1 r/ J 5;, O , being duly sworn. deposes and says: %INDIVIDUAL That he/she is the pally making the foregoing proposal: ❑ PARTNERSHIP That he /she is a member of the co- partnership firm designated as: and who has been and is duly vested with the authority to make and execute insbruments for the co- partnership by: who constitute the other members of the co- partnership. ❑ CORPORATION That be is of. a corporation which is making the foregoing proposal: ❑ JOINT VENTURE That he is of: one of the parties making tho foregoing proposal as fl joint venture, and the he /she has been and is duly vested with the authority to execute instruments ror an oil behalf of the parties making said bid who are: that such a bid is genuine and not collusive or sham, and has not in any manner sought by collusion to secure any advantage against the City of Santa Ana or any person interested in the proposed contract, for him/^sellf'oi any other person. Signature of BA (der Subscribed and sworn to before me this �_ clay of 3 ,/ J 20 110 Signature of officer Administering Oath (Notary Public) P -6 of P -16 23A -12 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of San Dieqo Subscribed and sworn to (or affirmed) before me on this 6th day of June , 2016 , by Frank B. Hoffman proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me, VICKI N�GUYEEW .[ Commission * 2038824 L Notary Public - California s San Cleo County LAy Comm. Ea ire$ AS 24 2097 s ! ! (Seal) Signature 23A -13 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 16 -6859 LOCAL STREET SLURRY SEAL 2015 -16 BID BOND KNOW ALL PRESENT that, Petrochem Materials Innovation, LLC , as BIDDER, and Libel Mutual Insurance Company , as SURETY, are held and firmly bound unto the CITY OF SANTA ANA, as AGENCY, in the penal sum of _ Ten percent of the total amount bid Dollars ($ 10°10 of total amount bid ), which is ten percent (10 %) of the total amount bid by BIDDER to AGENCY for the above - stated project, for the payment of which sum, BIDDER and SURETY agree to be bound, jointly and severally, firmly by these presents. THE CONDITIONS OF THIS OBLIGATION ARE SUCH that, whereas BIDDER is about to submit a bid to AGENCY for the above- stated project, if said bid is rejected, or if said bid is accepted and a contract is awarded and entered into by BIDDER in the manner and time specified, then this obligation shall be null and void, otherwise it shall remain in full force and effect in favor of AGENCY. IN WITNESS WHEREOF the parties hereto have set their names, titles, hands, and seal this 9th day of June 2016 . Petrochem Materials Innovation, LLC BIDDER* 6168 Innovation Way, Carlsbad, CA 92009 (760) 603 -0961 Liberty Mutual Insurance Company SURETY* 175 Berkeley Street, Boston, MA 02116 Subscribed and sworn to before me this day of _ 120— Signature: Notary Public in and for the County of , State of Provide BIDDER/ SURETY name, address, and telephone number and the name, title, address, and telephone number of authorized representative. .,D,7�f p 1 Fy CALIFORNIA ALL - PURPOSE ACKNOWLEDGMENT CIVIL CODE. § 1189 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document State of California County of San Diego v) On June 9, 2016 before me, _Minna Fluovila, Notary Public (insert name and title of the officer) personally appeared Tara Bacon who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is /are subscribed to the within instrument and acknowledged to me that he /she /they executed the same in his /her /their authorized capacity(ies), and that by his /her /their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct, 3x83e�° .. ,., WITNESS my hand and official seal. M I N N A M\1v LA ,: Commission 9 2133245 ¢ " a; Notary Public • California San Diego County /,.,— My Comm. Ex Ires paa 6, 2019 Signature 1. �� (Seal) 1 23A -15 THIS POWER OF ATTORNEY IS NOT VALID UNLESS IT IS PRINTED ON RED BACKGROUND. This Power of Attorney limits the acts of those named herein, and they have no authority to bind the Company except in the manner and to the extent herein stated. Certificate No. 7239031 American Fire and Casualty Company Liberty Mutual Insurance Company The Ohio Casually Insurance Company West American Insurance Company POWER OF ATTORNEY KNOWN ALL PERSONS BY THESE PRESENTS: That American Fire & Casually Company and The Ohio Casualty Insurance Company are corporations duly organized under the laws of the Slate of New Hampshire, that Liberty Mutual Insurance Company is a corporation duly organized under the laws of the State of Massachusetts, and West American Insurance Company is a corporation duly organized under the laws of the State of Indiana (herein collectively called the °Companies "), pursuant to and by authority herein set forth, does hereby name, constitute and appoint „_ Bradley Orr; Dale G Harshaw• Geoffrey Shelton; John R Qualin” Kyle King' Tara Bacon all of the city of San Diego , state of CA each individually if there be more than one named, Its true and lawful attorney -in -fact to make, execute, seal, acknowledge and deliver, for and on its behalf as surety and as its act and deed, any and all undertakings, bonds, recognizances and other surety obligations, In pursuance of these presents and shall be as binding upon the Companies as if they have been duly signed by the president and attested by the secretary of the Companies in their own proper persons. IN WITNESS WHEREOF, this Power of Attorney has been subscribed by an authorized officer or official of the Companies and the corporate seals of the Companies have been affixed thereto this 14th day of January J 2016 Ne CAf �tV INS /V �tNSUyy,1, N1N5UR4 'v � n ' 49] JP ovro,Wr �`)P ,INN �� t "P 4veo,W> 1( ea ' �, ,� h i n o a 7906 1919 1912 1991 z ! 6 O a d b P n W a ��,A MtNV*\ .ijy H'NA,ACyse(�b '� �1G<ty1 \�f� yA ML ANN t J STATE OF PENNSYLVANIA COUNTY OF MONTGOMERY American Fire and Casualty Company ti The Ohio Casualty Insurance Company w In Liberty Mutual Insurance Company West American Insurance Company •� ? �� .P7 By: David M. Care Assistant Secretary r tpm On this 14th day of January , 2016, before me personally appeared David M. Carey, who acknowledged himself to be the Assistant Secretary of American Fire and d Casualty Company, Liberty Mutual Insurance Company, The Ohio Casualty Insurance Company, and WestAmerican Insurance Company, and that he, as such, being authorized so to do, execute the foregoing instrument for the purposes therein contained by signing on behalf of the corporations by himself as a duly authorized officer. > IN WITNESS WHEREOF, I have hereunto subscribed an name and affixed my notarial seal at Plymouth Meeting, Pennsylvania, on the day and year first above writer. i0 9P ppsr COMMONWEALTH OF PENNSYLVANIA y PooOe, ( NolFlflfll $sal Teresa Pastella. Notary Public By; Plymouth Twp, Montgomery County Teresa Pastelist, Notary Public My Commission Expires March 28. 2017 Member, This Power ol'Ahorney is made and executed pursuathority of the following By -laws and Authorizations ofAmerloan Fire and Casualty Company, The Ohio Casually Insurance Company, Liberty Mutual Insurance Company, and West American Insurance Company which resolutions are now in full force and effect reading as follows: ARTICLE IV- OFFICERS - Section 12. Power of Attorney. Any officer or other official of the Corporation authorized for that purpose in writing by the Chairman or the President, and subject to such limitation as the Chairman or the President may prescribe, shall appoint such attorneys- indact, as may be necessary to act in behalf of the Corporation to make, execute, seal, acknowledge and deliver as surety any and all undertakings, bonds, recognizances and other surety obligations. Such attorneys -in -f act, subject to the limitations set forth in their respective �y powers of attorney, shall have full power to bind the Corporation by their signature and execution of any such instruments and to attach thereto the seal of the Corporation. When so N executed, such instruments shall be as binding as if signed by the President and attested to by the Secretary. Any power or authority granted to any representative or attorney -in -fact under Tthe provisions of this ankle may be revoked at any lime by the Board, the Chairman, the President or by the officer or officers granting such power or authority. G ARTICLE XIII - Execution of Contracts- SECTION 5, Surety Bonds and Undertakings. Any officer of the Company authorized for that purpose in writing by the chairman or the president, 2! and subject to such limitations as the chairman or the president may prescribe, shall appoint such attorneys- in-fact, as may be necessary to act in behalf of the Company to make, execute, 3 seal, acknowledge and deliver as surety any and all undertakings, bonds, recognizances and other surety obligations. Such attorneys -in -fact subject to the limitations set forth in their U respective powers of attorney, shall have full power to bind the Company by their signature and execution of any such instruments and to attach thereto the seal of the Company. When so executed such Instruments shall be as binding as if signed by the president and attested by the secretary. Certificate of Designation - The President of the Company, acting pursuant to the Bylaws of the Company, authorizes David M. Carey, Assistant Secretary to appoint such altol'neys -m- fact as may be necessary to act on behalf of the Company to make, execute, seal, acknowledge and deliver as surety any and all undertakings, bonds, recognizances and other surety obligations. Authorization - By unanimous consent of the Company's Board of Directors, the Company consents that facsimile or mechanically reproduced signature of any assistant secretary of the Company, wherever appearing upon a certified copy of any power of attorney issued by the Company in connection with surety bonds, shall be valid and binding upon the Company with the same force and effect as though manually affixed. I, Gregory W. Davenport, the undersigned, Assistant Secretary, ofAmerlcan Fire and Casually Company, The Ohio Casualty Insurance Company, Liberty Mutual Insurance Company, and West American Insurance Company do hereby certify that the original power of attorney of which the foregoing Is a full, true and correct copy of the Power of Attorney executed by said Companies, is in full force and effect and has not been revoked. IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed the seals of said Companies this 9th day of June 20 16 Nn C43 lV IN,gU �rNSUq NWAUq �i!c +x v, �p ^9rf rJ�l,nroM;G9Z 41�o�uu¢r �'1'C rc��s PU „n/y, `ti4` 1906 O o 1919 n 191? 3 7991 U By' Gregory W. Davenport, Assistant Secretary 3ge75gn .MS _128]3_t22013 23A -16 _ O v a° �Lu �W EE �$ M 3� ILO E ter in p O 0 r C o fl ma a) E p? N 0o 0M ea Q , H� CITY OF SANTA ANA PROPOSAL PROJECT NO.: 16 -6859 LOCAL STREET SLURRY SEAL 2015 -16 LIST OF SUB - CONTRACTORS Section 4100 et, seq. of the Public Contract Code requires listing of all subcontractors with the bid for all subcontract work exceeding the following amount: • Sweets, highways including bridge projects: '' /z% of the bid or $10,000, whichever is greater • Buildings, parks, or other projects: '' /7% of the bid Section 1725.5 of the Public Contract Code requires all Subcontractors be registered with the State Department of Industrial Relations (DIR). BIDDER proposes to subcontract certain portions of the work to the firms listed below: Name License DIR Reg Location Phone Type Of Amount Name License # /Exp. DIR Reg. # /Exp. License # Location Phone Type Of Work Amount $ Name License # /Exp. DIR Reg. #/Exp. License # _ Location Phone Type Of Work Amount $ Name License DIR Rel Location Phone P Type Of Amount Name License # /Ex,p. DIR Reg. # /Exp. License # Location Phone Type Of Work Amount $ Name _ License #/Ex.p. M DIR Reg. # /Exp. License # Location Phone Type Of Work Amount $ ^5e2 Qf,r t MA-maAxz --Q.rNcyA77c,4, LIB Signature of Bidder P -8 of P -16 23A -17 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 16 -6859 LOCAL STREET SLURRY SEAL 2015 -16 REFERENCES The following are the names, addresses, and telephone numbers for TI3REE public agencies for which the BIDDER. has performed similar work within the past three years. I. 2. o�7 Name and NAZ ONVQ 4 "1 1 - ✓_. Name and Telephone Number of person familiar with project. 412- MOOD, a»4 ^ CA(Z.. QWMM `r ZAty-\ Contract Amount Type of Work Name and Address of oN GoWr" Date Completed Name and Telephone Number of person familiar with project. *411,000 ° Suo" KOGR 5 -13 -Z,ol Contract Amount "type of Work Date Completed 3. CM-7m,043s — 015 Ar Name and Address of owner. Name and Telephone Number of person familiar with project. tZ5:>,00b — pzow-b'm 8 -b -15" Contract Amount Type of Work Date Completed The following are the names, addresses, and telephone numbers of all brokers and sureties from whom BIDDER intends to procure insurance and bonds. ,41W 80(WAAr MNsyeAtJU -- EBittc S LrfSEat t Mvrua,-- �alsuRaar� C"v%?' JJ `T50 E) S-VtL r- , Sol-re- 200 SAN DIC6ca, CA. ' lol C)eow saeurc,r1 A' -7P&A &,coA P -9 of P -16 23A -18 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 16 -6859 LOCAL STREET SLURRY SEAL 2015 -16 ADDITIONAL REFERENCES The following are the names, addresses, and telephone numbers for THREE public agencies for which the BIDDER or Subcontractor has performed street improvement work in the past 5 years. 2. 3. CA'L' RsWS - lD15=4(7- 11 Name and Address of Owner. �y I eR,,%3,%3AoDo Sll vo, - '1181 Cffar vt41+4 lZprb SAN Die/'Or CA -gVII - Contract Amount Name and Address of owner. VM!2c dam Contract Amount of person familiar with j)roject. suoeZ4 Ptzo%&AM type. of Work M 511J�JRr SurrC q00 of person familiar with project. SuAlm PQC,f,E°. M Type of Work 8 -8 -14 Date Completed 4, -tt -IS Date Completed Name and Address of owner. GAP-4 VELI.I50A Sap r4c,9 9 CQP&T GIVAWAJ (!XGAOG19RE, CA, C \Zos1^i Nan— idnd Telephone Number of person familiar with project. Contract Amount 'Type of Work Date Completed The following are the names, addresses, and telephone numbers of all brokers and sureties from whom BIDDER intends to procure insurance and bonds. s P -�t �� Pdtle P -10 of P -16 23A -19 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 16 -6859 LOCAL STREET SLURRY SEAL 2015 -16 NON - COLLUSION AFFIDAVIT (Title 23 United States Code Section 11.2 andPublic Contract Code Section 7106) in conformance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived, or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bird price of the BIDDER or any other BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the 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. BIDDERS are cautioned that making a false certification may subject the certifier to criminal Signed State of California County of Subscribed and sworn to (or affirnied) 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 P -1 I of P -16 23A -20 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of San Diego Subscribed and sworn to (or affirmed) before me on this 6th day of June 2016 , by Frank B. Hoffman proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me. (Seal) Commission # 203 8624 Notary public • California San Diego County 23A -21 CITY OF SANTA ANA PROPOSAL PROJECT NO,: 16 -6859 LOCAL STREET SLURRY SEAL 2015 -16 NON - DISCRIMINATION CERTIFICATE The undersigned contractor or corporate officer, during the performance of this contract, certifies as follows: The Contractor shall not discr'im'inate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Contractor shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Contractor shall, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Contractor shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other coniTact or understanding, a notice to be provided advising the said labor union or workers' representatives of the Contractor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Contractor shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Contractor shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his /her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6. In the event of the Contractor's non - compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Contractor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be unposed and remedies involved as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretory of Labor, or as otherwise provided by law. P -12 of P -16 23A -22 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 16 -6859 LOCAL STREET SLURRY SEAL 2015 -16 The Contractor shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by miles, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance•, provided, however, that in the event the Contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the Contractor may request that the United States enter into such litigation to protect the interests of the United States. 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 contractor of public works v'iolat'ing this Section is subject to all the penalties imposed for a violation of the Chapter. Signed: Title: CFO Firm: PeraX f a fuel Ar-s INOtlktildrl, LLC Date: 6-9-/4 P -13 ofP -16 23A -23 CITY Or SANTA ANA PROPOSAL PROJECT NO.: 16 -6859 LOCAL, STREET SLURRY SEAL 2015 -16 STATEMENT REGARDING APPRENTICESHIP REQUIREMENTS The undersigned BIDDER is familiar with the requirements of Section 1777.5 of the State Labor Code regarding employment of apprentices, and understands that contractors on contracts exceeding $30,000 or 20 working clays shall: 1. Apply to the joint apprenticeship committee administering the apprenticeship standards of the craft or trade in the area of the site of the public work for a certificate approving the contractor under the apprenticeship standards for the employment and training of apprentices in the area or industry affected. 2, Employ the number of apprentices or the ratio of apprentices to journeymen stipulated in the apprenticeslrip standards. 1 Contribute to the fund or fields in each craft or trade in which he /she employs journeymen or apprentices on the public work, in the same amount or upon the same basis and in the same manner as the other contractors, except contractors not signatory to the trust agreement shall pay a like amount to the California Apprenticeship Council. Signed: -Z3 Title: C. r 0 Firm: /Box—e&!=6 �NnUAnaaa t� G Date: 6-10-14 P -14 of P -16 23A -24 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 16 -6859 LOCAL STREET SLURRY SEAL 2015 -16 STATEMENT REGARDING "ANTI- KiCKBAC:K" REOtJI REMENTS The undersigned is submitting this proposal for performing by contract the work required by these bid documents, agrees to comply with the Copeland "Anti - Kickback" Act (18 USC 74) as supplemented in the Department of Labor regulations (29 CFR, Part 3), This act provides that each contractor or subcontractor shall be prohibited from inducing, by any means, any person employed in the construction or repair of public work, to give up any part of the compensation to which he/she is otherwise entitled. Signed: Title: Firm: 7rTtpc.sx / { /li7I� ✓FJGS �NNO i 0970I✓, G G Date: P -15 ofP -16 23A -25 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 16 -6859 LOCAL STREET SLURRY SEAL 2015 -16 PUBLIC CONTRACT CODE SECTION 10162 DUESTIONNAIRE In conformance with Public Contract Code Section 10162, the BIDDER shall complete, under penalty of perjury, the following questionnaire: Has the BIDDER, any officer of the BIDDER, or any employee of the BIDDER who has a proprietary interest in the BIDDER, ever been disqualified, removed, or otherwise prevented from bidding on, or completing a federal, state, or local government project because of a violation of law or a safety regulation? Yes No If the answer is yes, explain the circumstances in the following space P -16 of P -16 23A -26 Ji- ro ro z [L v t_ b 2 � 0 Q � Q C7- J Y ti Z �J h MA 23A -27 23A -28 Exhibit 3 CITY OF SANTA ANA CONSTRUCTION CONTRACT PROJECT NO. 16 -6859 LOCAL STREET SLURRY SEAL FY 2015 -2016 This CONSTRUCTION CONTRACT is made and entered into this 2 °d day of August, 2016, by and between the CITY OF SANTA ANA, CALIFORNIA, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California, hereinafter referred to as "CITY" and Petrochem Materials Innovation, LLC., hereinafter referred to as "CONTRACTOR ". WITNESSETH: The CITY and the CONTRACTOR, for the consideration hereinafter named, mutually agree as follows: 1. CONTRACTOR agrees to perform all the work and furnish all the materials at its own cost and expense necessary to construct and complete in a good and workmanlike manner and to the satisfaction of the City Engineer of the CITY, the LOCAL STREET SLURRY SEAL FY 2015 -2016- Project, hereinafter referred to as the "Work of Improvement" identified in and in accordance with the Contract Documents prepared by the City's Public Works Agency and approved by the City Council. 2. The complete Construction Contract consists of the "Contract Documents" as defined by the Standard Specifications for Public Works Construction and which include the following: • Notice Inviting Bids • Information to Bidders • Bid Proposal • Bid Bond • Contract Form • Contract Bonds • General Provisions • Special Provisions • Technical Provisions and Project Plans • Appendices In case of conflict between the Contract Documents, the precedence of documents shall be as established in the Standard Specifications for Public Works Construction. 3. CITY agrees to pay and CONTRACTOR agrees to accept in full payment to complete the Work of Improvement the sum total amount not to exceed $1,515,876.00 — One Million Five Hundred Fifteen Thousand Eight Hundred Seventy -Six Dollars and no cents, as set forth and identified in the BID PROPOSAL, which is attached hereto and incorporated herein as Exhibit "A." Exhibit 3 Page 1 of 3 23A -29 CITY OF SANTA ANA CONSTRUCTION CONTRACT PROJECT NO. 16 -6859 LOCAL STREET SLURRY SEAL FY 2015 -2016 The BID PROPOSAL contains a schedule of unit price(s) or lump sum(s) based on approximate quantities only, and the City does not expressly or by implication agree that the actual amount of work will correspond therewith, but reserves the right to increase or decrease the amount of any class or portion of the work or to omit portions of the work as may be deemed necessary or advisable. 4. CONTRACTOR agrees to complete the Work of Improvement within the time specified in the Time for Completion of Improvements section of the BID PROPOSAL (Exhibit "A ") including commencing construction within the timeframe therein specified after issuance of a Notice to Proceed. 5. The CONTRACTOR will pay, and will require all subcontractors to pay, all employees on the Work of Improvement a salary or wage at least equal to the prevailing salary or wage established for such work as set forth in the wage determinations for this work in accordance with applicable State and Federal law. 6. CONTRACTOR shall, after award of this Contract, furnish two bonds to be approved by the CITY, one in the amount of One Hundred Percent (100 %) of the Contract price, to guarantee the faithful performance of the work (Performance Bond), and one in the amount of One Hundred Percent (100 %) of the Contract price to guarantee payment of all claims for labor and materials furnished (Payment Bond). This Contract shall not become effective until such bonds are supplied to and approved by the CITY. 7. CONTRACTOR shall, prior to the release of the performance and payment bonds or the retention payment, furnish a warranty performance and payment bond (Warranty Bond). Said Warranty Bond shall also be required as a condition of project acceptance. For projects up to $500,000, the Warranty Bond amount shall be the greater of $10,000 or 20% of the final contract price. For projects above $500,000, the Warranty Bond amount shall be the greater of $100,000 or 10% of the final contract price. 8. CONTRACTOR shall, after award of this Contract, furnish Certificates of Liability Insurance and Worker's Compensation Insurance as outlined in the General Provisions, to be approved by the CITY. Page 2 of 3 23A -30 CITY OF SANTA ANA CONSTRUCTION CONTRACT PROJECT NO. 16 -6859 LOCAL STREET SLURRY SEAL FY 2015 -2016 IN WITNESS WHEREOF, the parties hereto have executed this Construction Contract on the day and year first above written. ATTEST: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney i3I Jose Sandoval Chief Assistant City Attorney CITY OF SANTA ANA: DAVID CAVAZOS City Manager RECOMMENDED FOR APPROVAL: Fred Mousavipour Executive Director, Public Works Agency CONTRACTOR: Title: Page 3 of 3 23A -31 23A -32 COST ANALYSIS CONSTRUCTION OF THE PROJECT NO. 16 -6859: LOCAL STREET SLURRY SEAL FY 2015 -2016 Construction Contract $ 1,515,876.00 Contract Administration $ 59,342.00 Inspection and Testing $ 92,852.00 Contingencies $ 181,930.00 TOTAL ESTIMATED CONSTRUCTION COSTS $ 1,850,000.00 EXHIBIT 4 23A -33 23A -34 • 1: � CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: AGREEMENT AMENDMENT WITH ORANGE COUNTY TRANSPORTATION AUTHORITY AND VIETNAMESE COMMUNITY OF ORANGE COUNTY FOR THE SENIOR MOBILITY PROGRAM {STRATEGIC PLAN NO. 5, 4B} 8 CITY MANA ER RECOMMENCED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1a` Reading ❑ Ordinance on 200 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 Orange County Transportation Authority and Vietnamese Community of Orange County for the Senior Mobility Program to extend the expiration date from June 30, 2016 to June 30, 2021 and to modify the scope, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION The Orange County Transportation Authority (OCTA) developed the Senior Mobility Program for the purpose of improving transportation services for seniors in the region. The Parks, Recreation and Community Services Agency ( PRCSA) operates a Senior Mobility Program. The Vietnamese Community of Orange County ( VNCOC) also conducts a Senior Mobility Program, where in prior years the City would receive a pass- through payment from OCTA to provide to VNCOC for their program. Under this amendment, the PRCSA will no longer receive pass - through payments. Payments will now be made directly to VNCOC from OCTA. Additionally, OCTA has incorporated VNCOC's new Senior Mobility Program- Agency Service Plan, into the agreement amendment. As specified in the Service Plan, the following transportation categories will be included as eligible: senior centers, nutrition, medical, personal care, and social /recreational activities. The initial term of the agreement was for five years and was set to expire on June 30, 2016. The agreement is subject to extension for another five year period, through June 30, 2021, at the discretion of OCTA. The proposed amended agreement includes the new term expiration date of June 30, 2021 (Exhibit 1). 25A -1 Agreement Amendment with Orange County Transportation Authority and Vietnamese Community of Orange County For the Senior Mobility Program August 2, 2016 Page 2 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), Strategy B (Improve neighborhood quality by locating or providing access to complementary services and public facilities, including access to healthy food options (community gardens, farmers' markets, corner markets, etc.) in neighborhoods). FISCAL IMPACT There is no fiscal impact associated to this action. Executive Director / Parks, Recreation and Community Services Agency EXHIBIT: 1. Agreement Amendment 25A -2 1 AMENDMENT NO. 1 TO COOPERATIVE AGREEMENT NO. C -1 -2482 2 BETWEEN 3 ORANGE COUNTY TRANSPORTATION AUTHORITY 4 AND 5 CITY OF SANTA ANA 6 AND 7 VIETNAMESE COMMUNITY OF ORANGE COUNTY 8 FOR 9 SENIOR MOBILITY PROGRAM 10 THIS AMENDMENT NO. 1 is effective this day of , 2016 by and between the 11 Orange County Transportation Authority, a public corporation of the State of California (hereinafter 12 referred to as "AUTHORITY'), the City of Santa Ana (hereinafter referred to as "CITY ") and Vietnamese 13 Community of Orange County (hereinafter referred to as "CONTRACTOR "). 14 RECITALS 15 WHEREAS, by Agreement No. C -1 -2492 dated June 9, 2011, AUTHORITY, CITY and 16 CONTRACTOR are entered into a contract to provide the Senior Mobility Program (SMP) concerning 17 senior transportation services for seniors receiving services through CONTRACTOR; and 18 WHEREAS, AUTHORITY, CITY and CONTRACTOR agree to comply with the SMP Funding and 19 Policy Guidelines ('Guidelines "); and 20 WHEREAS, AUTHORITY, CITY and CONTRACTOR agree to extend the term of the Agreement 21 through June 30, 2021; 22 NOW, THEREFORE, it is mutually understood and agreed by AUTHORITY, CITY and 23 CONTRACTOR that Amendment No. 1 to Cooperative Agreement No. C -1 -2492 is hereby amended in 24 the following particulars only, 25 1. Amend ARTICLES 2 and 3; to delete in their entirety and replace with Attachment 26 No. 1 to this Amendment. EXHIBIT I 2�/�1�J 2 1 2 3'' 4'I 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 AMENDMENT NO.1 TO AGREEMENT NO. C -1 -2492 2. Amend ARTICLE 5. TERM OF AGREEMENT: Page 4 of 8, line 26, to delete "June 30, 2016" as the expiration date of the Agreement, and in lieu thereof insert "June 30, 2021 ". 3. Amend ARTICLE 8. AUDIT AND INSPECTION OF RECORDS: Page 6 of 8, line 2, to delete "four (4) years" as the period for audit and inspection record, and in lieu thereof insert "five (5) years ", The balance of said Agreement remains unchanged. Upon execution by all parties, this Amendment No. 1 to Cooperative Agreement No. C -1 -2492 shall be made effective on July 1, 2016, IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 1 to Cooperative Agreement No. C -1 -2492 to be executed on the date first above written, By By David Cavazos Darrell Johnson City Manager Chief Executive Officer ATTEST: AP By By Maria D. Huizar mes M. onict Clerk of the Council General Counsel By `kY- - "! y By Jo ,#h M. Funk Beth McCormick Assistant City Attorney General Manager, Transit VIETNAMESE COMMUNITY OF ORANGE COUNTY By Tricia Nguyen Chief Executive Officer RECOMMENDED FOR APPROVAL 26 GERARDO MOUET, EXHIBIT 1 Executive Director,PRCSA 2 eA 4of 2 Attachment 1 to AMENDMENT NO, 1 AGREEMENT NO. C -1 -2492 1 ARTICLE 2. RESPONSIBILITIES OF AUTHORITY 2 A. AUTHORITY agrees to provide funds in accordance with Article 5 ( "Term of 3 Agreement "), for the Senior Mobility Program. Funding levels are determined annually and are 4 calculated using the annual percentage change of AUTHORITY's budget for Transportation 5 Development Act sales tax revenues. 6 B. AUTHORITY will pay to CONTRACTOR the AUTHORITY's annual contribution for the 7 fiscal year by August 31 st of each year. 6 C, AUTHORITY agrees that the CONTRACTOR funding allocation shall be expended 9 within three (3) years of receipt. AUTHORITY may grant an extension to the three -year limit, but 10 extensions shall not be granted beyond a total of five (5) years from the date of the initial funding 11 allocation. 12 D. In the event the time limits for use of SMP funds are not satisfied, then any retained 13 funding that was allocated to the CONTRACTOR and interest earned thereon shall be returned to 14 AUTHORITY. 15 E. AUTHORITY may provide, at AUTHORITY's sole discretion, a refurbished surplus 16 paratransit vehicle, at no cost to CONTRACTOR and no further responsibility to AUTHORITY after 17 vehicle donation. CONTRACTOR may purchase additional vehicle(s) in excess of their vehicle 16 allocation, based on availability, for a cost equivalent to the refurbishment costs incurred by 19 AUTHORITY. 20 ARTICLE 3. RESPONSIBILITIES OF CONTRACTOR 21 A. CONTRACTOR agrees that all funds received from AUTHORITY as specified in 22 Article 2.A. above will be used exclusively for providing accessible senior transportation services as 23 specified in Exhibit A entitled "Senior Mobility Program Service Plan." 24 B. CONTRACTOR will ensure the SMP Service Plan is adapted by their governing board in 25 accordance with Section 7.0 of the SMP Funding and Policy Guidelines. 26 1 EXHIBIT 1 2 &" e5of 3 Attachment 1 to AMENDMENT NO. 1 AGREEMENT NO. C -1 -2492 1 C. CONTRACTOR agrees to comply with all provisions of the SMP Guidelines included as 2 Exhibit B. 3 D. CONTRACTOR agrees that the funding allocation shall be expended within three (3) 4 years of receipt. AUTHORITY may grant an extension to the three -year limit, but extensions shall not 5 be granted beyond a total of five (5) years from the date of the initial funding allocation. 6 E. In the event the time limits for use of SMP funds are not satisfied, any retained funding 7 that was allocated to the CONTRACTOR and interest earned thereon shall be returned to 8 AUTHORITY. 9 F. CONTRACTOR agrees to match a minimum of twenty percent (20 %) of the total 10 annual program expenditures. Local match may be made up of cash - subsidies, fare revenues, 11 donations, or in -kind contributions, such as salaries and benefits for the CONTRACTOR employees 12 who perform work on the program. 13 G. CONTRACTOR may contract with a third -party service provider to provide senior 14 transportation services provided that: 15 1. Contractor is selected using a competitive procurement process; and 16 2. Wheelchair accessible vehicles are available and used when requested. 17 H. CONTRACTOR shall procure and maintain insurance coverage during the entire term 18 of this Agreement. Coverage shall be full coverage or subject to self- insurance provisions. 19 CONTRACTOR shall provide the following insurance coverage: 20 1. Commercial General Liability, to include Products /Completed Operations, 21 Independent Contractors', Contractual Liability, and Personal Injury Liability with a minimum limit of 22 $1,000,000.00 per occurrence and $2,000,000.00 general aggregate. 23 2. Automobile Liability Insurance to include owned, hired and non -owned autos with a 24 combined single limit of $1,000,000.00 each accident; 25 3. Workers' Compensation with limits as required by the State of California 26 including a waiver of subrogation in favor of AUTHORITY, its officers, directors, employees or agents; 4. Employers' Liability vAMi A Tlilits of $1,000,000.00; and 2 5j of 3 Attachment 1 to AMENDMENT NO. 1 AGREEMENT NO. C -1 -2492 1 I. Proof of such coverage, in the form of an insurance company issued policy 2 endorsement and a broker - issued insurance certificate, must be received by AUTHORITY prior to 3 commencement of any work. Proof of insurance coverage must be received by AUTHORITY within ten 4 (10) calendar days from the effective date of this Agreement with AUTHORITY, its officers, directors, 5 employees and agents designated as additional insured on the general and automobile liability. Such 6 insurance shall be primary and non - contributive to any insurance or self - insurance maintained by 7 AUTHORITY, 8 J. CONTRACTOR shall include on the face of the Certificate of Insurance the Cooperative 9 Agreement Number C- 1- 2492, and, the Senior Contract Administrator's Name, Sue Ding. 10 K. CONTRACTOR agrees to provide AUTHORITY with monthly summary reports of 11 CONTRACTOR's Senior Mobility Program, CONTRACTOR shall submit monthly summary report 12 by the end of the following month as specified in Exhibit C "Senior Mobility Program Monthly 13 Reporting Form," included in this Agreement, which is incorporated into and made part of this 14 Agreement, 15 L. In the event CONTRACTOR obtains a retired AUTHORITY vehicle for Senior Mobility 16 Program services, CONTRACTOR agrees to transfer vehicle title and registration within fourteen 17 (14) calendar days from taking possession of the vehicle. CONTRACTOR also agrees to provide 18 documentation to AUTHORITY confirming transfer of vehicle title and registration from AUTHORITY 19 to CONTRACTOR within thirty (30) calendar days from taking possession of the vehicle. 20 / 21 / 22 / 23 / 24 / 25 / 26 / EXHIBIT 1 2 SA-n7 of 3 EXHIBIT A Senior o• Program Agency Service Plan Agency: Vietnamese Community of Grange County r=i: 1A 25A -8 M Senior Nubility Program OOTA Agency Service Plan Jurisdictions and agencies participating in the Orange County Transportation Authority (DCTA) Senior Mobility Program (SMP) must complete the following Service Plan in order to receive SMP funding. The Service Plan must be developed in accordance with SMP Guidelines, included as Attachment 1, and submitted to DCTA for review. Upon review from DCTA, the Service Plan must be formally adopted by the agency's council or governing body and, approved by the DCTA Board of Directors. Any modifications to SMP services will require submittal of a new Service Plan. Participant Information; Agency Vietnamese Community of QrangEW Date 04/4412016 Program Contact Trlcla Nguyen Phone Number 714640.3411 Service Description., 1. Program goals and objectives; Email ttnguyen @thevnooc,org To provide transportation services to the seniors age 60 years and older. We will provide five categories (senior, nutrition, medical, personal care, and enrial /va rs 'ionai Wn oetimntArl n tntA nff d Ann irina anrn,ally fer.ei� film le 2. Indicate bow SMP service will be operated: (Please check all that apply) ® Directly Operated ® Contract Service Provider Volunteers Subsidized Taxi Program [] Other (Please describe) EXHIBIT 1 25A -9 3. Eligible trips provided under the Senior Mobility Program are limited to the following categories. Please Indicate the categories of service to be provided by your program: (check all that apply) ® Senior Center Nutrition ® Medical zPersonal Care ® Shopping ® Social /Recreational (please list locations) Miles Square Park, The Outlets at Orange, Santa Ana Zoo, OC Court House Museum and Liberty Park. 4. SMP Guidelines restricts trips outside of Orange County to medical trips within approximately 10 miles of the Orange County border. Do you intend to provide medical trips outside of Orange County? a Yes Q No If yes, please list the trip purpose and destinations: (e.g., medical trips to the VA Hospital in Long Beach) S, Fare structure: We don't collect any fee for this program. 6. Num�berofvvehlcles: 7. Projected annual ridership: 200 8. Source(s) of 20 percent match funding: VNCOC In -kind and One Stop Center who provide senior volunteers; EXHIBIT 1 25A -10 Program Requirements: L )urisdictl0n /A9ency shall follow competitive procurement practices In selection of vaandars for all servi ces which it does not;provide using its own work (orce, Any Request for Proposals (RFP) ' for sesvices.shall specify the use of vehdcles meeting Americans with 1lisabilitles Act (ADA) acoessibility staigda� ds^. . )urlsdictlan• /Aiiency will perform, 01, ensurathat a contracted vendor performs; maintenance of all Vehicles used in the Senior Mobility program, including, at a mlaimum: a) Daily Fro -Trip Inspections that moot or exceed the guidelines provided in the attached Pr&Triplaslpectioll Chad list (Attachment2) b) Selteduled preventative baolntenance that meets or exceeds the guidelines provided in the attached lath Checkilst, includipg.the maintenance of all accessibility features of the veldicl0s. c) Nidntaln maintenance records for:eaeb vehicle for five (5) years and, if required, cooperate fully In annual motor coach carrier terminal inspections conducted by the California HighwayFatrol.. S, J.unisdlctlun /Agency will ensure that. its operators, or its contracted vondor's operators, are properly licensed and tralned to,proftel a wy to:perform duties safely, and in a manner which, treats Its riders with respect and dignity. Disabiiktiy.awareness and passengar,assistance will be included in this training. 4. Jurisdiction /Agency will establish and Implement an alcohol and drug,program:.that compiles with 41 p.S.C, sections 701.707, (the Drug Pree Workplace Act of 198£1); and will produce any. documentation necessary to establish its compliance with sections 701707, S. j urisdiction£, Ag encywills4miCa monthly report toOCTA' sCommun ltyTraneportation5'ewlces Department as 11lustrated4n At'tachmentr3, 6. Iw sdfstion /Ageneywil) parddlpate;In OCTA marketing and outreach efforts to encourage use of fixed routetransltservice by olderadults.. 7, farlsdletlon /dgencywillnote OCTA sponsorship in any, promotional material for service funded undev thls agreement and will displayan OCTA SenlorMobllity Program logo.on vehicles used in. this program (exclud.lggtaxis),. S. jurisdiction /Agencywiit ensure that It maintains adegnate oversight and control overall aspects. of Service$ that ere pvovided by a contracted vend or^ IN WITNESS W1,1 11901?, gigs formall$r adopted -the Senlor Mobility Program grape of Work as written above, AGENCY REPRESENTATIVE, OCTA REPRESENTATIVE Noma: t ism # Name; Beth McCormick Title: General Manager, Transit �1 MW MI 25A -11 EXHIBIT B Senior Mobility Program Project U Funding and Policy Guidelines March 2016 1,0 Overview The Measure M2 (M2) Project U — Senior Mobility Program (SMP) provides funding to support local, community -based transportation service for seniors. Originally established in 2001 using limited state funding for bus operations, M2 Project U SMP funding was established to continue and expand the existing program. A formula funding allocation was established for all Orange County local jurisdictions based upon their senior population, One percent of M2 net revenue is used to fund the program and local jurisdictions must provide a minimum 20 percent local match of the total annual program expenditures. The Orange County Transportation Authority (OCTA) Board of Directors approved these guidelines on March 28, 2016. The purpose is to provide structure and definitions for all eligible M2 jurisdictions receiving SMP funding. OCTA shall enforce the provisions spelled out in these guidelines. 2.0 Objectives • To provide for local, community -based senior transportation services. • To allow local jurisdictions to develop and implement senior transportation services to serve their community. • To provide transit options for seniors which complement rather than duplicate OCTA fixed route and ACCESS paratransit service. 3.0 Eligibility Requirements Participation in the SMP is contingent upon maintaining M2 eligibility. Local jurisdictions must be eligible to receive M2 funding, established on an annual basis as specified in the M2 Ordinance Requirements for Eligible Jurisdictions, to receive the formula allocation for this program.' Adherence to strict funding guidelines is required, Local jurisdictions are required to submit a Service Plan as described in Section 7.0 and must enter into a cooperative funding agreement with OCTA that defines the conditions of use of SMP funds prior to receiving their SMP funding allocation. ' Orange county Transportation Authority Ordinance No. 3, Attachment B, Section III EXHIBIT 1 11 Page S: \TEMP \Sue D \Supplemental \SMP - Attachment a.do:x 25A -12 EXHIBIT B 4.0 Funding Allocation Method & Distribution Funding for the program is identified as one percent of M2 net sales tax revenue and will be allocated to eligible local jurisdictions based upon the participating jurisdiction's percentage of the senior population of the county. Senior population is determined by using the most current official decennial Census information provided by the U.S. Census Bureau. Funding allocations are based on actual sales tax receipts. Funding will be distributed on a bi- monthly basis, SMP funds must be expended within three years of receipt. OCTA may grant a two -year extension beyond the three -year expenditure limitation; however, an extension may not exceed five years from the date of the initial funding allocation. Jurisdictions requesting an extension beyond the three -year limitation must submit a justification letter for review and approval by OCTA at least 90 days prior to the end of the third fiscal year. In the event the time limits for use of SMP funds are not satisfied, any retained SMP funds that were allocated to an eligible jurisdiction, including interest, shall be returned to OC "I'A. 5.0 Match Requirements Participating jurisdictions must provide a minimum 20 percent local match of the total annual program expenditures. Match funding may be made up of cash subsidies, fare revenues, donations, or in -kind contributions such as salaries and benefits for the jurisdiction's employees who perform work on the program. Jurisdictions may also be required to submit supporting documentation to substantiate local match expenditures. Jurisdictions are not required to contribute the minimum match requirement on a monthly basis; however, the minimum 20 percent match requirement must be met by the end of each fiscal year, defined as June 30. Jurisdictions not satisfying the annual 20 percent match shall be subject to withholding of funds from future bi- monthly allocations equal to the difference between the amount of Measure M funds actually spent and the amount of Measure M funds actually matched. EXHIBIT 1 2 111 a g S.,\TEMP \5ue D \Supplemental \SMP - Attachment BAocx 25A -13 EXHIBIT B jExaenple: Total Program Expenditures $100,000 Total M2 Funding Allocation $ 80,000 20% Required Match $ 20,000 Actual Reported Match $ 15,000 Withholding Calculation: Total M2 Funds Spent $ 80,000 M2 Funding Eligibility Based on Actual Reported Match 60,000 Withholding from Future Allocation(s) $ 20,000 6.0 Service Guidelines Services provided under the SMP are available to individuals 60 years of age and older. Jurisdictions have discretion in the types of trips provided within Orange County, such as trips to /from senior centers, medical appointments, shopping, personal care, and social /recreational activities. Jurisdictions should use discretion when providing trips for social /recreational activities when developing their Service Plan to ensure prudent and appropriate use of taxpayer funds. SMP trips outside Orange County are restricted to medical trips only within approximately 10 miles of the Orange County border. Jurisdictions also have discretion in how the service is operated. Senior transportation services may be operated using employees, volunteers, or the jurisdiction may contract with a third -party service contractor. Contractors must be selected using a competitive procurement process and the jurisdiction must ensure the contractor is in compliance with program guidelines and provisions included in the cooperative funding agreement. Jurisdictions whose program offers subsidized taxi service for seniors must ensure trips provided with SMP funding are consistent with the trip types as specified in these guidelines. Wheelchair accessible vehicles must be available for SMP service. Jurisdictions will perform, or ensure that a contractor performs, maintenance of all vehicles used in the Senior Mobility Program. Jurisdictions will ensure that its operators, or its contracted operators, are properly licensed and trained to proficiency to perform duties safely, and in a manner which treats its riders with respect and dignity. Jurisdictions may receive retired OCTA ACCESS paratransit vehicle(s)'to support their senior transportation program. Additional retired ACCESS vehicles may be EXHIBIT 1 slP,ge S: \TEMP \Sue D \Supplemental \SMP - Attachment B.docx 25A -14 EXHIBIT B purchased, based on availability, for a cost equivalent to the refurbishment costs incurred by OCTA. 7.0 Service Plan Adoption Participating jurisdictions shall submit to OCTA a SMP Service Plan which defines program services (Exhibit A). The Service Plan must be submitted using a template provided by OCTA and must be adopted by the jurisdiction's governing body and approved by the OCTA Board of Directors. Any deviation from the adopted SMP Service Plan must be submitted to OCTA in advance for review and approval and will require an amendment to the cooperative funding agreement prior to implementing a change in program services. 8.0 Eligible Expenses Participating jurisdictions shall ensure M2 funds are used for eligible direct program - related expenses which may include contract service providers, staff time, vehicle maintenance, fuel, insurance, vehicle acquisition, program supplies and materials, marketing materials, and community outreach. Jurisdictions shall ensure all costs are program - related and are fair and reasonable. Administrative costs up to 10 percent are allowed and considered eligible program expenses. All program expenses are subject to audit. No M2 funding shall be used by ajurisdiction for other than transportation purposes authorized in the M2 Ordinance. 9.0 Program Revenue Participating jurisdictions must maintain adequate controls for collecting and reporting program revenue, including donations, fees, and cash fares. Program revenue must be used to support the transportation service and may be used as part of the jurisdiction's 20 percent local match requirement. 1:0.0 Reporting Participating jurisdictions are required to submit monthly reports using a reporting template provided by OCTA (Exhibit B). Required monthly reporting data may include, but is not limited to, the following: • Number of Trips by Category • Vehicle Service Hours • Vehicle Service Miles EXHIBIT 1 41 r a g e S: \TEMP\SUe D \Supplemental \SMP- Attachment %doa 25A -15 EXHIBIT B • Program Cost Detail by Expense Category and % of Total Operating Cost • Fares, Fees and Other Operating Revenue • Jurisdiction Total Contribution & Source • Jurisdiction Share as % of Total Operating Cost • Cumulative Jurisdiction Share to Date • OCTA Contribution • OCTA Contribution as % of Total Operating Cost • Cumulative Contribution Received from OCTA • Total Monthly Program Operating Cost • Cumulative Total Program Operating Cost Jurisdictions shall also be required to maintain supporting documentation to substantiate reporting data. Supporting documentation may include, but is not limited to, actual receipts, contractor invoices, trip sheets, payroll, timesheets, fuel logs, and maintenance records /receipts. Reports are due by the last day of the following month. A preliminary report may be submitted; however, submission of a final report is required within 15 days of the last day of the following month. Failure to meet the established reporting deadline for two months at any time during the fiscal year may result in future withholding of funding and /or other sanctions to be determined. 11.0 Audits & Inspection of Records M2 funding is subject to audit. Jurisdictions shall maintain program documentation and records for a period of no less than five years. Program documents and records, including but not limited to payroll, trip sheets, invoices, vehicle maintenance, fuel, and other program - related expenses, shall be available for review by OCTA SMP administrators, auditors, and authorized agents upon request. Jurisdictions must follow established accounting requirements and applicable laws regarding the use of public funds. Failure to submit to an audit in a timely manner may result in withholding or loss of future funding. Failure to comply with the approved Service Plan will require remediation which may include repayment, reduction in overall allocation, and /or other sanctions to be determined by the OCTA Board of Directors. Audits shall be conducted by the OCTA Internal Audit Department, or other authorized agent, as determined by OCTA. OCTA's failure to insist in any one or more instances of a jurisdiction's performance of the provisions set forth in these guidelines shall not be construed as a waiver or relinquishment of the jurisdiction's obligation to comply with these guidelines. Moreover, only the OCTA Board of Directors shall have the authority to alter and /or waive any requirements /obligations set forth in these guidelines. EXHIBIT 1 51 P a S: \TEMP \Sue D \Supplemental \SMP- Attachment B,docx 25A -16 M Senior Mobility Program oevA Monthly Reporting Form Service for the- Month of; July Program Name: Participating Agency: Agency Contact: Contact Number: Year of: 2016 Source(s) of Agency Contributions: Agency hereby certifies that this report Is a true, complete and correct statement of program revenue, costs and operating data. Please send this report by email to CrSPROGRAMS@OCTA.NET or by tax to 714-560-5927. If there are any questions, please contact JOANNE JACOBSEN by email atJJACOBSFN@OCTA,NET or JP GONZALEZ by email atJG0NZAVZ1@0CTA NET, EXHIBIT 1 25A -17 MW --- — --- Service Contract Senior Center —9.0% Drivers / Operators Dlspatchers 0,0%—$ Medical Vehicle Maintenance / Fuel / Insurance 0.0% $ Marketing Outreach Shopping 010% $ 010% Administration 0.0% Personal Care 0.0% Social/ Recreational OCTA Contribution 0.0% $ 0.0% AgencyContribution $ 0.0% $ 0.0% Program Revenue 0.0% $ Source(s) of Agency Contributions: Agency hereby certifies that this report Is a true, complete and correct statement of program revenue, costs and operating data. Please send this report by email to CrSPROGRAMS@OCTA.NET or by tax to 714-560-5927. If there are any questions, please contact JOANNE JACOBSEN by email atJJACOBSFN@OCTA,NET or JP GONZALEZ by email atJG0NZAVZ1@0CTA NET, EXHIBIT 1 25A -17 MW --- — --- Service Contract 0.0%-$ —9.0% Drivers / Operators Dlspatchers 0,0%—$ 0,0% Vehicle Maintenance / Fuel / Insurance 0.0% $ Marketing Outreach 010% $ 010% Administration 0.0% $ 0.0% OCTA Contribution 0.0% $ 0.0% AgencyContribution $ 0.0% $ 0.0% Program Revenue 0.0% $ Source(s) of Agency Contributions: Agency hereby certifies that this report Is a true, complete and correct statement of program revenue, costs and operating data. Please send this report by email to CrSPROGRAMS@OCTA.NET or by tax to 714-560-5927. If there are any questions, please contact JOANNE JACOBSEN by email atJJACOBSFN@OCTA,NET or JP GONZALEZ by email atJG0NZAVZ1@0CTA NET, EXHIBIT 1 25A -17 25A -18 r 0 • 707 in] LOVL444 M1 1 0 CITY COUNCIL MEETING DATE: AUGUST 2, 20'16 TITLE: AGREEMENT WITH SIMPLEX GRINNELL TO PROVIDE ANNUAL MAINTENANCE AND SUPPORT FOR THE SANTA ANA POLICE DEPARTMENT'S DOOR ACCESS SYSTEM (STRATEGIC PLAN NO. 6,2) EG CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: 1106 _r ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER 1. Authorize the City Manager and Clerk of the Council to execute a three -year agreement with Simplex Grinnell LP for the maintenance and support of the Santa Ana Police Department's electronic door access system for the term beginning October 1, 2015 through September 30, 2018, in an amount not to exceed $44,388, subject to non - substantive changes approved by the City Manager and City Attorney. 2. Authorize payment for the first year of the agreement, which commenced October 1, 2015, in the amount of $14,796. DISCUSSION The Santa Ana Police Department currently uses an electronic door access control system as part of the controlled entry to the Police Administration Building, Jail facility, and portions of City Hall. The Police Department would like to continue to provide support for this system for the next three years. Simplex Grinnell LP has provided maintenance and support to the Police Department's electronic door system since 2009. The access control system is proprietary and can only be serviced by Simplex Grinnell LP. The agreement will cover the period of October 1, 2015 through September 30, 2018. The total amount of the agreement includes payment for services commencing October 1, 2015. The vendor has agreed to an annual amount of $14,796 for three years, for a total agreement amount not to exceed $44,388. The vendor has performed satisfactorily during the term of the last agreement and staff recommends approval of a new three -year agreement (Exhibit 1). 25B -1 Agreement with August 2, 2016 Page 2 Simplex Grinnell STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #6 - Community Facilities & Infrastructure, Objective #2 (address deferred maintenance on City buildings and equipment). FISCAL IMPACT Funds are available in the Santa Ana Police Department's Computer Services Contract Services account (01114425- 62300). Funds will be expended by fiscal year as follows: a4 - Carlos Rojas Chief of Police FY 2015 -16: $14,796 FY 2016 -17: $14,796 FY 2017 -18: $14,796 APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director Santa Ana Police Department Finance and Management Services Agency Exhibit: 1. Agreement with Simplex Grinnell 25B -2 CONSULTANT AGREEMENT THIS AGREEMENT is made and entered into this 2nd day of August, 2016 by and between. SimplexGrinnell, a Tyco International Company licensed to do business in the State of California (Consultant "), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of services and maintenance for the Santa Ana Police Department and Santa Ana Jail access control system. B. Consultant represents that it is able and willing to provide service and maintenance of the Santa Ana Police Department and Santa Ana Jail access control system. The parties acknowledge that services have been provided since October 1, 2015 and the parties intend to include those services and payment for those services in this Agreement. C. In undertaking the performance of this Agreement, Consultant represents that they are 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: SCOPE OF SERVICES Consultant shall perform such service and maintenance on the access control system at the Santa Ana Police Department and Santa Ana Jail as outlined in the attached Exhibit "A ". To the extent conditions in the attached Exhibit "A" conflict with terms in this Agreement, the parties agree that this Agreement is primary. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, under this Agreement an amount not to exceed $14,796.00 per year for a total not to exceed amount of $44,388 over the term of the entire agreement. The rates and charges are set forth in Consultant's rates and charges included in the attached Exhibit "A ". 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. Exhibit 25B -3 3. TERM The term of this Agreement shall be from October 1, 2015 to September 30, 2018, unless terminated earlier pursuant to Section 12, below. 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire teen of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer - employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to its employees and shall be responsible for all applicable withholding taxes. S. 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 operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence and $2,000,000 in the aggregate. Such insurance shall (a) name the City; its officers, employees, agents, volunteers and representatives as additional insured(s); and (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. c. Worker's Compensation Insurance. In accordance with California State law, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self - insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. 2 25B -4 d. if Consultant is or employs a licensed professional such as an architect or engineer, Professional liability (errors or omissions) insurance, with a combined single limit of not less than $1,000,000 per claim. 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 fidl force and effect for the entire period covered by this Agreement. Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City. (ii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. f. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to famish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. G. INDEMNIFICATION Consultant agrees to and shall indemnify, defend, and hold harmless the City, its officers, agents, employees, consultants, counsel, and representatives from liability for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims: (1) for personal injury, including death, and claims for property damage, arising from the direct or indirect operations of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in Section I of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of 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. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for counsel to be selected by the City, regarding any action by a third party asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terns of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. 25B -5 7. CONFIDENTIALITY If Consultant received from the City information which due to the nature of such information is reasonably understood to be confidential and /or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non -use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant and disclosed without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 8. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interest and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 9. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by 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, California 92702 -1988 Facsimile (714) 647 -6956 Copies to: Chief of Police Santa Ana Police Department City of Santa Ana 60 Civic Center Plaza (M -97) P.O. Box 1988 Santa Ana, California 92702 -1988 Facsimile (7 t4) 245 -8007 4 25B -6 And To Consultant: City Attorney City of Santa Ana 20 Civic Center Plaza (M -29) P.O. Box 1988 Santa Ana, California 92702 -1988 Facsimile (714) 647 -6515 SimplexGrinnell 12728 Shoemaker Avenue Santa Fe Springs, California 90670 Facsimile: (562) 405 -3801. 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. 10. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant regarding the subject matter herein, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail and will serve to fully supersede existing Agreement. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, that terms or conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 11. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 5 25B -7 12. TERMINATION This Agreement may be terminated by the City with thirty (30) days written notice of termination to the Consultant. a. As a condition of such payment, the City may require Consultant to deliver to the City all the work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work that fails to meet the standard of performance specified in the Recitals of this Agreement. 13. NON DISCRIMINATION Consultant shall not discriminate because of race, color, creed, relation, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities or any activities under this Agreement. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 14. JURISIlICITON - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement, 15. PROFESSIONAL LICENSES Consultant shall, throughout the tern of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United Sates, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. r IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year First above written. ATTEST: CITY OF SANTA ANA MARIA D, HUIZAR DAVID CAVAZOS Clerk of the Council City Manager APPROVED AS TO FORM: SOMA R. CARVALHO City Attorney By: Ctku° �'s� +Xrt t LAURA A. ROSSINI Senior Assistant City Attorney RECOMMENDED FOR APPROVAL: CONSULTANT CARLOSROJAS Chief of Police JOHNSOLONYNKO District General Manager 7 25B -9 EXHIBIT A SCOPE OF SERVICES AND RATES AND CHARGES 25B -10 Customer: City Of Santa Ana Mail Station Date: 01- OCT -15 Proposal #:487128 Term:01.00T -15 to 30- SEPT -16 Service Location: Santa Ana - Police Dept 60 CIVIC CENTER PLZ Po Box 1988 NJPA Member # 1888 SANTA ANA, CA 92703 -4010 Billing Customer: City Of Santa Ana Mail Station Pc Box 1981 SANTA ANA, CA 92701 -1981 SimplexGrinnell Sales Representative: STEVE JAMES MILLER 12728 Shoemaker Ave SANTA FE SPRINGS, CA 90670 -6345 StMiller@slmplexgrinnell.com INVESTMENT SUMMARY (Excludes applicable Sales Tax . Service Solution Valid for 45 Days) SERVICE /PRODUCT DESCRIPTION QUANTITY FREQUENCY INVESTMENT Recurring Annual Investment Intrusion Test & Inspect - Parts and Labor (Panel & Peripherals) INTRUSION SYSTEM Addressable Intrusion Sensor 1 Card Reader 60 Door Controller 60 Duress Switch 30 Intrusion Keypad 14 Magnetic Switch 10 Request to Exit 13 Intrusion Test & Inspect - Parts and Labor Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly (Panel & Peripherals) Total: Total Recurring Annual Investment: $14,796.00 SG0001 US.ENG (Rev. 12/2010) Page i of 8 © 2010 SimplexGrinnell LP. All rights reserved 25B -11 SUMMARY OF Intrusion Test & Inspect - Parts and Labor (Panel & Peripherals) - INTRUSION SYSTEM PANEL AND PERIPHERAL COMPONENT REPLACEMENT FOR LISTED INTEGRATED SECURITY SYSTEMS: The Platinum Plan covers component replacement on the central processing unit, including reprogramming of system due to failure, replacement of circuit boards, and components in the control panels, annunciator panels, transponders, printers, keyboards monitors, and peripheral devices (Motion sensors, access control readers, closed circuit television cameras, monitors, audible/ visible units, door contacts.) associated with system. Replacement of faulty wiring, batteries, and /or ground faults are not covered. TEST AND INSPECTION OVERVIEW: Our trained technicians will perform inspections and diagnostic tests for the accessible peripheral devices listed and currently connected to the facility life safety system. Tests will be scheduled in advance. (See "List of Equipment' page for equipment to be tested.) DOCUMENTATION: Accessible components and devices shall be logged for: Location of each device tested, including system address or zone location Test results and applicable voltage readings Any discrepancies found noted (individually and on a separate summary page) Inspection documentation provided to Customer. NOTE: Certain additional services may be required by the Authority Having Jurisdiction (AHJ). AHJ or internal organizational requirements may be more restrictive than state /provincial requirements. Building owners and managers should make themselves aware of applicable codes and references in order to ensure that contracted Services fulfill requirements. Emergency Service (Normal Working Hours) Emergency Service (Provided during normal working hours, Monday - Friday excluding our holidays). This service includes labor, travel, and mileage charges for repairs associated with normal wear and tear. Standard service will be provided within 24 hours of notification Monday through Friday, excluding our holidays, unless outlined in the agreement. SERVICE COVERAGE: Silver Service Plan - Labor charged at standard service rates up to and including overtime Gold Parts Service Plan - Panel Parts included. Labor charged at standard service rates up to and including overtime Gold Labor Service Plan - Panel Labor included. Parts not included Gold Parts /Labor Service Plan - Pmts and Labor included on Panel only Platinum Service Plan - Parts and Labor Included on covered system SG0001 US.ENG (Rev. 1212010) Page 2 of 8 © 2010 SimplexGrinnell LP. All rights reserved 25B -12 - UWaRenr4 o i Santa Ana Police Department, Santa Ana Municipal Jail, Santa Ana City Hall; DIVISION 17. This agreement provides for the following and it will supersede associated language within the agreement. This is a full service agreement. The equipment covered is for the C -Cure 9000 System and the field devices that are listed on Investment Summary & Special Provision pages of this agreement. Services include: Battery Replacement and Software upgrades and Software Support Agreement. Also included is replacement of the ISC Controllers in the event of card failure. EMERGENCY SERVICE CALL AND LABOR: For products specified within this provision 24- hour /7 -day Service Provided 24 hours a day, 7 days a week, including holidays). This provision includes labor, travel and mileage charges for repairs associated with normal equipment failures. Emergency service response time shall be provided within 24 hours. This provision provides labor to troubleshoot and diagnose system problems, and the labor to replace failed devices. Phone response to service request shall be within two hours. On -site response shall be within six hours for critical system service. SimplexGrinnell will provide a site box (22W x 10H x 8 V2 D) to store spare parts to support the system. The box is to be mounted on the wall in a space designated by the City of Santa Ana. In addition, SimplexGrinnell will inspect the C -Cure 9000 Access system on a quarterly basis. ALL LABOR FOR SERVICES NOT COVERED UNDER THIS AGREEMENT IS SUBJECT TO THE FOLLOWING: $199.50 per hour for on -site technical support. Overtime multiplier: 1,5, Sundays & Holidays: double -time. Emergency call response subject to a three ( 3) hour minimum charge. Service rates are charged Portal to Portal. Service rates are valid for one year from the date of full execution of this agreement, at which time, if necessary they will be changed to reflect current labor rates. Exclusions: Wiring, paint & patch. Making repairs or replacements necessitated by reason of negligence or misuse, vandalism, power failure, current fluctuation, failure due to non- Company installation, lighting, electrical storm, or other severe weather, water, accident, fire, acts of God or any other cause external to the covered system, Security guard service, The City of Santa Ana and the Santa Ana Police Department will provide a list of contacts authorized to request normal service and /or critical service. AGREEMENT TERMS: This agreement is for 1 year. Should Santa Ana Police Departement choose to renew they will be able to renew for up to 2 addtional years at the same rate. SG0001 US.ENG (Rev. 1212010) Page 3 of 8 0 2010 SimplexGrinnell LP. All rights reserved 25B -13 01- OCT -15 to 30- SEPT -16 (the "Initial Term "). PAYMENT TERM: Annual In Advance PAYMENT AMOUNT: jjjjjEjjjUa@ o e - Proposal # : 487128 CUSTOMER ACCEPTANCE: In accepting this Agreement, Customer agrees to the Terms and Conditions on the following pages and any attachments or riders attached hereto that contain additional terms and conditions. It is understood that these terms and conditions shall prevail over any variation in terms and conditions on any purchase order or other document that the Customer may issue. Any changes in the system requested by the Customer after the execution of Agreement shall be paid for by the Customer and such changes shall be authorized in writing. ATTENTION IS DIRECTED TO THE LIMITATION OF LIABILITY, WARRANTY, INDEMNITY AND OTHER CONDITIONS CONTAINED IN THIS AGREEMENT. City Of Santa Ana Mail Station SimplexGrinnell Signature: Print Name: STEVE JAMES MILLER Phone #: Title: Fax # Phone #: License #: (If Applicable) Authorized Fax #: Signature: Email: Print Name PO #: Title: Date: Date: SGG001 US.ENG (Rev, 12/2010) Page 4 of 8 © 2010 SimplexGrinnell LP. All rights reserved 25B -14 TERMS AND CONDITIONS 1. Term. The Initial Term of this Agreement shall commence on the date of this Agreement and continue for the period indicated In this Agreement. At the conclusion of the Initial Term, this Agreement shall automatically extend for successive terms equal to the Initial Tenn, each and together a "Tenn" of this Agreement, unless either party gives written notice to the other party at least thirty (30) days prior to the and of the then- current term. 2. Payment, Payments shall be invoiced and due in accordance with the terms and conditions set forth in this Agreement. Work performed on a time and material basis shall be at the then - prevailing Company rate for material, labor, and related items, in effect at the time supplied under this Agreement. 3. Pricing. The pricing set forth In this Agreement is based on the number of devices and services to be performed as set forth In this Agreement. If the actual number of devices installed or services to be performed is greater than that set forth in this Agreement, the price will be Increased accordingly. Company may increase prices upon notice to the Customer or annually to reflect Increases in materiel and labor costs. Customer agrees to pay all taxes, permits, and other charges, including but not limited to state and local sales and excise taxes, installation or alarm permits, false alarm assessments, or any charges imposed by any government body, however designated, levied or based on the service charges pursuant to this Agreement. l'he Customer's failure to make payment when duo Is a material breach of this Agreement. 4. Coda Compliance. Company does not undertake an obligation to inspect for compliance with laws or regulations unless specifically stated In this Agreement. Customer acknowledges that the Authority Having Jurisdiction (e.g. Fire Marshal) may establish additional requirements for compliance with local codes. Any additional services or equipment required will be provided at an additional cost to Customer. S. Limitation of Liability; Limitations of Remedy. Customer understands that Company offers several levels of protection services and that the level described has been chosen by Customer after considering and balancing various levels of protection afforded and their related costs, It is understood and agreed by the Customer that Company is not an Insurer and that Insurance coverage, if any, shall be obtained by the Customer and that amounts payable to Company hereunder are based upon the value of the services and the scope of liability set forth in this Agreement and are unrelated to the value of the Customer's property and the property of others located on the premises. Customer agrees to look exclusively to the Customer's Insurer to recover for injuries or damage In the event of any loss or Injury and that Customer releases and waives all right of recovery against Company arising by way of subrogation, Company makes no guaranty or Warranty, including any implied warranty of merchantability or fitness for a particular purpose that equipment or services supplied by Company will detect or avert occurrences or the consequences therefrom that the equipment or service was designed to detect or avert. It Is impractical and extremely difficult to flx the actual damages, if any, which may proximately result from failure on the part of Company to perform any of Its obligations under this Agreement, Accordingly, Customer agrees that, Company shall be exempt from liability for any loss, damage or Injury arising directly or indirectly from occurrences, or the consequences therefrom, which the equipment or service was designed to defeat or avert. Should Company be found liable for any loss, damage or Injury arising from a failure of the equipment or service in any respect, Company's liability for Services performed on site at Customer's promises shall be limited to an amount equal to the Agreement price (as increased by the price for any additional work) or, where the time and material payment term Is selected, Customer's time and material payments to Company. Where this Agreement covers multiple sites, liability shall be limited to the amount of the payments allocable to the site where the incident occurred. Company's liability with respect to Monitoring Services Is set forth in Section 17 of this Agreement. Such sum shall be template and exclusive. If Customer desiras Company to assume greater liability, the parties shall amend this Agreement by attaching a rider setting forth the amount of additional liability and the additional amount payable by the Customer for the assumption by Company of such greater liability, provided however that such rider shall in no way be interpreted to hold Company as an Insurer, IN NO EVENT SHALL COMPANY BE LIABLE FOR ANY DAMAGE, LOSS, INJURY, OR ANY OTHER CLAIM ARISING FROM ANY SERVICING, ALTERATIONS, MODIFICATIONS, CHANGES, OR MOVEMENTS OF THE COVERED SYSTEM(S), AS HEREINAFTER DEFINED, OR ANY OF ITS COMPONENT PARTS BY THE CUSTOMER OR ANY THIRD PARTY, COMPANY SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO DAMAGES ARISING FROM THE USE, LOSS OF THE USE, PERFORMANCE, OR FAILURE OF THE COVERED SYSTEMS) TO PERFORM, The limitations of liability set forth in this Agreement shall Inure to the benefit of all parents, subsidiaries and affiliates of Company, whether direct or indirect, Company's employees, agents, officers and directors. G. Reciprocal Waiver of Claims (SAFETY Act). Certain of Company's systems and services have received Certification and /or Designation as Qualified Anti- Tenonsm Technologies ( 'QATT') under the Support Antl•terrodsm by Fostering Effective Technologies Act of 2002, 6 U, S.C. §§ 441 -444 (the "SAFETY Act'), As required under 6 C.F,R. 25.5 (e), to the maximum extent permitted by law. Company and Customer hereby agree to waive their right to make any claims against the other for any losses, Including business interruption losses, sustained by either party or their respective employees, resulting from an activity resulting from an "Act of Terrorism" as defined In 6 C.F.R. 25.2, when QATT have been deployed in defense against. response to, or recovery from such Act of Terrorism. 7. Indemnity. Customer agrees to Indemnify, hold harmless and defend Company against any and all losses, damages, costa, including expert fees and coats, and expenses Including reasonable defense costs, arising train any and all third party claims for personal Injury, death, property damage or economic lose, arising In any way from any act or omission of Customer or Company relating In any way to this Agreement, Including but not limited to the Services under this Agreement, whether such claims are based upon contract, warranty, tort (Including but not limited to acgve or passive negligence), strict liability or otherwise. Company reserves the right to select counsel to represent it in any such action. Customer's responsibility with respect to Indemnification and defense of Company with respect to Monitoring Services is set forth In Section 17 of this Agreement. 8. General Provisions, Customer has selected the service level desired after considering and balancing various levels of protection afforded, and their related casts. Customer acknowledges and agrees that by this Agreement, Company, unless specifically stated, does not undertake any obligation to maintain of render Customer's system or equipment as Year 2000 compliant, which shall mean, capable of correctly handling the processing of calendar dates before or after December 31, 1999. All work to be performed by Company will be performed during normal working hours of normal working days (8:00 a,m. - 5:00 pm.), Monday through Friday, excluding Company holidays), as defined by Company, unless additional times are specifically described In this Agreement. All work performed unscheduled unless otherwise specified In this Agreement. Appointments scheduled for four -hour window. Additional charges may apply for special scheduling requests, e.g. working around equipment shutdowns., after hours work, Company will perform the services described in the Service Solution ( "Services ") for one or more systems) or equipment as described in the Service Solution or the listed attachments ( "Covered Systems) "). UNLESS OTHERWISE SPECIFIED IN THIS AGREEMENT, ANY INSPECTION (AND, IF SPECIFIED, TESTING) PROVIDED UNDER THIS AGREEMENT DOES NOT INCLUDE ANY MAINTENANCE, REPAIRS, ALTERATIONS. REPLACEMENT OF PARTS, OR ANY FIELD ADJUSTMENTS WHATSOEVER, NOR DOES IT INCLUDE THE CORRECTION OF ANY DEFICIENCIES IDENTIFIED BY COMPANY TO CUSTOMER. COMPANY SHALL NOT BE RESPONSIBLE FOR EQUIPMENT FAILURE OCCURRING WHILE COMPANY IS IN THE PROCESS OF FOLLOWING ITS INSPECTION TECHNIQUES. WHERE THE FAILURE ALSO RESULTS FROM THE AGE OR OBSOLESCENCE OF THE ITEM OR DUE TO NORMAL WEAR AND TEAR, THIS AGREEMENT DOES NOT COVER SYSTEMS, EQUIPMENT, COMPONENTS OR PARTS THAT ARE BELOW GRADE, BEHIND WALLS OR OTHER OBSTRUCTIONS OR EXTERIOR TO THE BUILDING, ELECTRICAL WIRING, AND PIPING. 9, Customer Responsibilities, Customer shall regularly test the Systems) in accordance with applicable law and manufacturers' and Company's recommendations. Customer shall promptly notify Company of any malfunction In the Covered System(s) which comes to Customer's attention. This Agreement assumes any existing systems) are In operational and maintainable condition as of the Agreement date, If, upon inspection, Company determines that repairs are recommended. repair charges will be submitted for approval by Customer's on -site representative prior to work. Should such repair work be declined, Company shall be relieved from any and all liability arising therefrom, Customer further agrees to: • Provide Company clear access to Covered System(s) to be serviced including, if applicable, IN trucks or other equipment needed to reach Inaccessible equipment • Supply suitable electrical service, heat, heat tracing adequate water supply, and required system schematics and /or drawings; • Notify all required persons, Including but not limited to authorities having jurisdiction, employees, and monitoring services, of scheduled testing and/or repair of systems; • Provide a safe work environment; • In the event of an emergency or Covered System(s) failure, lake reasonable precautions to protect against personal Injury, death, andfor property damage and continue such measures until the Covered Systems) are operational: and • Comply with all laws, codes, and regulations pertaining to the equipment and /or services provided under this agreement. Customer represents and warrants that it has the right to authorize the Services to be performed as set forth in this Agreement. 10, Repair Services. Where Customer expressly includes repair, replacement, and emergency response services in the Service Solution section of this Agreement, such services apply only to the components or equipment of the SG0001 US ENG (Rev. 1212010) Page 5 of 8 tD 2010 SimplexoGrinnell LP. All rights reserved 25B -15 Covered System(s). Customer agrees to promptly request repair services in the event the System becomes inoperable or oths ice requires repair, The Agreement price does not include repairs to the Covered Systems) recommended by Company as a result of an inspection, for which Company will submit independent pricing to customer and as to which Company will not proceed until Customer authorizes such work and approves the pricing. Repair or replacement of non - maintainable pads of the Covered Systems) Including, but not limited to, unit cabinets, Insulating material, electrical wirini structural supports, and all other non - moving parts, is not included under this Agreement. 11. System Equipment. The purchase of equipment or peripheral devices, (including but not limited to smoke detectors, passive infrared detectors, card readers, sprinkler system components, extinguishers and hoses) from Company shall be subject to the terms and conditions of this Agreement. If, in Company's sole judgment, any peripheral device or other system equipment, which is attached to the Covered Syslani whether provided by Company, Customer or a third party, interferes with the proper operation of the Covered System(s), Customer shall remove or replace such device or equipment promptly upon notice from Company. Failure of Customer to remove or replace the device shall constitute a material breach of this Agreement. If Customer adds any third party device or equipment to the Covered System(s), Company shall not be responsible for any damage to or failure of the Covered Systems) caused in whole or in pan by such device or equipment. 12, Reports. Where inspection and/or test services are selected, such inspection and/or test shall be completed on Company's then current Report form, which shall be given to Customer, and. where applicable, Company may submit a copy thereof to the local authority having jumsdiction. The Report and recommendations by Company are only advisory In nature and are intended to assist Customer in reducing the risk of loss to property by indicating obvious defects or Impairments noted to the system and equipment inspected and /or tested. They are not Intended to Imply that no other defects or hazards exist or that all aspects of the Covered System(s), equipment, and components are under control at the time of inspection. Final responsibility for the condition and operation of the Covered Systems) and equipment and components lies with Customer. 13. Availability and Cost of Steel, Plastics & Other Commodities. Company shall not be responsible for failure to provide services, deliver products, or otherwise perform work required by this Agreement due to lack of available steel products or products made from plastics or other commodities. (p In the event Company is unable, after reasonable commercial efforts, to acquire and provide steel products, or products made from plastics or other commodities, If required to perform work required by this Agreement, Customer hereby agrees that Company may terminate the Agreement, or the relevant portion of the Agreement, at no additional cost and without penalty. Customer agrees to pay Company in full for all work performed up to the time of any such termination. (It) If Company is able to obtain the steal products or products made from plastics or other commodities, but the price of any of the products has risen by more than 10% from the date of the bid, proposal or date Company executed this Agreement, whichever occurred first, then Company may pass through that increase through a reasonable price Increase to reflect increased cost of materials. 14. Confined Space. If access to confined space by Company is required for the performance of Services, Services shall be scheduled and performed in accordance with Company's then - current hourly rate. 16. Hazardous Mala rlals. Customer represents that, except to the extent that Company has been given written notice of the following hazards prior to the execution of this Agreement, to the best of Customer's knowledge there is no: "Permit confined space," as defined by OSHA. Risk of infectious disease, Need for air monitoring, respiratory protection, or other medical risk, s Asbestos, asbestos- containing material, formaldehyde or other potentially toxic or otherwise hazardous material contained In or on the surface of the Floors, walls, ceilings, Insulation or other structural components of the area of any building where work is required to be performed under this Agreement. All of the above are hereinafter referred to as "Hazardous Conditions ". Company shall have the right to rely on the representations listed above. If hazardous conditions are encountered by Company during the course of Company's work, the discovery of such materials shall constitute an event beyond Company's control and Company shall have no obligation to further perform in the area where the hazardous conditions exist until the area has been made safe by Customer as certified In writing by an independent testing agency, and Customer shall pay disruption expenses and re- mobllization expenses as determined by Company.This Agreement does not provide for the cost of capture, containment or disposal of any hazardous waste materials, or hazardous materials, encountered in any of the Covered Systems) and/or during performance of the Services. Said materials shall at all times remain the responsibility and property of Customer. Company shall not be responsible for the testing, removal or disposal of such hazardous materials 16. Remote Service. If Customer selects Remote Service, Customer' untlerstantls and agrees that, while Remote Service provides for communication regarding Customer's fire alarm system to Company via the internet. Remote Service does not constitute monitoring of the system and Customer understands that Remote Service does not provide for Company to contact the fire department or other authorities In the event of a fire alarm. The Customer understands that if it wishes to receive monitoring of Its fire alarm system and notification of the fire department or other authorities in the event of a fire alarm, it must select monitoring services as a separate service under this Agreement. CUSTOMER FURTHER UNDERSTANDS AND AGREES THAT THE TERMS OF SECTION 17.F OF THIS AGREEMENT APPLY TO REMOTE SERVICE. 17. Monitoring Services. If Customer has selected Monitoring services, the following shall apply to such services: A. Alarm Monitoring Service. Customer agrees and acknowledges that Company's sole and only obligation under this Agreement shall be to provide alarm monitoring, notficatlon, and /or Runner services as set forth in this Agreement and In endeavor to notify the party(ies) identified by Customer on the ContacUCali List ( "Contacts') and /or Local Emergency Dispatch Numbers for responding authorities. Upon receipt of an alarm signal, Company may, at our sole discretion, attempt to notify the Contacts to verify the algnal is not false. If we fail to notify the Contacts or question the response we receive, we will attempt to notify the responding authority. In the event Company receives a supervisory signal or trouble signal, Company shall endeavor to promptly notify one of the Contacts. Company shall not be responsible for a Contact's or responding authority's refusal to acknowledge /respond to Company's notifications of receipt of an alarm signal, nor shall Company be required to make additional notifications because of such refusal. The Contacts are authorized to act on Customer's behalf and, if so designated on the ContacbCell List, are authorized to cancel an alarm prior to the notification of authorities. Customer understands that local laws, ordinances or policies may restrict Company's ability to provide the alarm monitoring and notification services described in this Agreement and /or necessitate modified or additional services and related charges to Customer. Customer understands that Company may employ a number of Industry- recognized measures to help reduce occurrences of false alarm signal activations. These measures may include, but are not limited to, implementation of industry- recognized default settings; Implementation of "partlal clear time bypass" procedures at our alarm monitoring center and other similar measures at our sole discretion from time to time THESE MEASURES CAN RESULT IN NO ALARM SIGNAL BEING SENT FROM AN ALARM ZONE IN CUSTOMER'S PREMISES AFTER THE INITIAL ALARM ACTIVATION UNTIL THE ALARM SYSTEM IS MANUALLY RESET. Upon receiving notification from Company that a fire or gas detection (e.g. carbon monoxide) signal has been received, the responding authority may forcibly enter the premises. Cellular radio unit test supervision, it provided under this Agreement, provides only the status of the cellular radio unit's current signaling ability at the time of the test communication based on certain programmed intervals and does not serve to detect the potential loss of radio service at the time of an actual emergency event. Company shall not be responsible to provide monitoring services under this Agreement unless and until the communication link between Customer's premises and Company's Monitoring Center has been tested. SUCH SERVICES ARE PROVIDED WITHOUT WARRANTY, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. B Limitation of Liability; Limitations of Remedy. Customer understands that Company offers several levels of Monitoring Services and that the level described has been chosen by Customer after considering and balancing various levels of protection afforded and their related coats. It is understood and agreed by the Customer that Company Is not an insurer and that Insurance coverage, if any, shall be obtained by the Customer and that amounts payable to Company hereunder are based upon the value of the Monitoring Services and the scope of liability sat forth In this Agreement and are unrelated to the value of the Customer's property and the property of others located on the premises. Customer agrees to look exclusively to the Customer's Insurer to recover for Injuries or damage In the event of any loss or Injury and that Customer releases and waives all right of recovery against Company arising by way of subrogation. Company makes no guaranty or Warranty, Including any Implied warranty of merchantability or fitness for a particular purpose that equipment or services supplied by Company will detect or avert occurrences or the consequences there from that the equipment or service was designed to detect or avert. it is Impractical and extremely difficult to fix the actual damages, if any, which may proximately result from failure on the part of Company to perform any of Its monitoring obligations under this Agreement. Accordingly, Customer agrees that, Company shall be exempt from liability for any loss, damage or Injury arising directly or Indirectly from occurrences, or the consequences there from, which the equipment or service was designed to detect or avert. Should Company be found liable for any loss, damage or Injury arising from a failure of the equipment or service In any respect, Company's liability with respect to Monitoring Services shall be the lesser of the annual tae for Monitoring Services allocable to the site where the incident occurred or two thousand five hundred ($2,500) dollars. Such sum shall be complete and exclusive. If Customer desires Company to assume greater liability, the parties shall amend this Agreement by attaching a rider setting forth the amount of additional liability and the additional amount payable by the Customer for the assumption by Company of such greater liability, provided however that such rider shall In no way be interpreted to hold Company as an Insurer, SG0001 US.ENG (Rev, 12/2010) Page 6 of 6 Oc 2010 SimpiexGrinnell LP. All rights reserved 25B -16 IN NO EVENT SHALL COMPANY BE LIABLE FOR ANY DAMAGE, LOSS, INJURY, OR ANY OTHER CLAIM ARISING FROM ANY SERVICING, ALTERATIONS, MODIFICATIONS, CHANGES, OR MOVEMENTS OF THE COVERED SYSTEM(S), AS HEREINAFTER DEFINED, OR ANY OF ITS COMPONENT PARTS BY THE CUSTOMER OR ANY THIRD PARTY, COMPANY SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO DAMAGES ARISING FROM THE USE, LOSS OF THE USE, PERFORMANCE, OR FAILURE OF THE COVERED SYSTEMS) TO PERFORM, The limitations of liability set forth in this Agreement shall Inure to the benefit of ali parents, subsidiaries and affiliates of Company, whether direct or indirect, Company's employees, agents, officers and directors. C. Indemnify, Insurance. Customer agrees to Indemnify, held harmless and defend Company against any and all losses, damages, costs, including expert fees and costa, and expenses Including reasonable defense costs, arising from any and all third party claims for personal injury, death, property damage or economic loss, arising In any way from any act or omission of Customer or Company relating in any way to the Monitoring Services provided under this Agreement, whether such claims are based upon contract, warranty, tort (including but not limited to active or passive negligence), strict liability or otherwise. Company reserves the right to select counsel to represent it in any such action. Customer shall name Company, Its officers, employees, agents, subcontractors, suppliers, and representatives as additional insureds on Customer's general liability and auto liability policies, D. No modification, Modification to Sections 17 B or C may Only be made by a written amendment to this Agreement signed by both parities specifically referencing Section 17 B and /or C, and no such amendment shall be effective unless approved by the managerof Company's Central Monitoring Center, E. Customer's Duties. In addition to Customers duty to indemnify, defend, and hold Company harmless pursuant to this Section 17: 1. Customer agrees to fumish the names and telephone numbers of all persons authorized to enter or remain on Customer's promises and /or that should be notified In the event of an alarm (the ContacUCail List) and Local Emergency Dispatch Numbers and provide all changes, revision and modiffcallons to the above to Company In writing In a timely manner, Customer must ensure that all such persons are authorized and able to respond to such notification. R. Customer shall carefully and property test and set the system Immediately prior to the sacuring of the premises and carefully test the system In a manner prescribed by Company during the term of this Agreement. Customer agrees that it Is responsible for any lasses or damages due to malfunction, miscommunication or failure of Customer's system to accurately handle, process or communicate dale data, If any defect in operation of the System develops, or In the event of a power failure, interruption of telephone service, or other interruption at Customer's premises of signal or data transmission through any media, Customer shall notify Company immediately. If space /interior protection (Le, ultrasonic, microwave, infrared, etc.) is part of the System, Customer shall walk test the system In the manner recommended by Company. Iii. When any device or protection is used, including, but not limited to, space protection, which may be affected by turbulence of air, occupied airspace change or other disturbance, forced air heaters, air conditioners, horns, bells, animals and any other sources of air turbulence or movement which may interfere with the effectiveness of the System during closed periods while the alarm system is on, Customer shall notify Company iv. Customer shall promptly reset the System after any activation. v, Customer shalt notify Company regarding any remodeling or other changes to the protected premises that may affect operation of the system. vi. Customer shall cooperate with Company In the installation, operation and /or maintenance of the system and agrees to follow all Instructions and procedures which may be prescribed for the operation of the system, the rendering of services and the provision of security for the premises. vii. Customer shall pay all charges made by any telephone or communications provider company or other utility for installation, leasing. and service charges of telephone lines connecting Customer's premises to Company. Customer acknowledges that alarm signals from Customer's premises to Company are transmitted over Customer's telephone or other transmission service and that in the event the telephone or other transmission service is out or order, disconnected, placed on "vacation ", or otherwise Interrupted, signals from Customer's alarm system will not be received by Company, during any such interruption in telephone or other transmission service and the interruption will not be known to Company. Customer agrees that In the event the equipment or system continuously transmits signals reasonably determined by Company to be false and /or excessive in number, Customer shall be subject to the additional costs and fees incurred by Company in the receiving and /or responding to the excessive signals and /or Company may at its sole discretion terminate this Agreement with respect to Monitoring services upon notice to Customer. F. Communication Facilities. t. Authorization. Customer authorizes Company, on Customers behalf, to request services, orders or equipment from a telephone company, wireless carrier or other company providing communication facilities, signal transmission services or facilities under this Agreement (referred to as " Communication Company "). Should any third party service, equipment or facility be required to perform the Monitoring services set forth In this Agreement, and should the same be terminated or become otherwise unavailable or Impracticable to provide, Company may terminate Monitoring services upon notice to Customer. R. Digital Communicator. Customer understands that a digital communicator (DACT). If installed under this Agreement, uses traditional telephone lines for sending signals which eliminate the need for a dedicated telephone line and the costs associated with such dedicated lines. ill. Derived Local Channel. The Communication Company's services provided to Customer in connection with the Services may include Derived Local Channel service, Such service may be provided under the Communication Company's service marks or service names. These services include providing lines, signal paths, scanning and transmission. Customer agrees that the Communication Company's liability is limited to the same extent Company's liability is limited pursuant to this Section 17. Iv. CUSTOMER UNDERSTANDS THAT COMPANY WILL NOT RECEIVE ALARM SIGNALS WHEN THE TELEPHONE LINE OR OTHER TRANSMISSION MODE IS NOT OPERATING OR HAS BEEN CUT, INTERFERED WITH OR IS OTHERWISE DAMAGED OR IF THE ALARM SYSTEM IS UNABLE TO ACQUIRE, TRANSMIT OR MAINTAIN AN ALARM SIGNAL OVER CUSTOMER'S TELEPHONE SERVICE FOR ANY REASON INCLUDING NETWORK OUTAGE OR OTHER NETWORK PROBLEMS SUCH AS CONGESTION OR DOWNTIME, ROUTING PROBLEMS, OR INSTABILITY OF SIGNAL QUALITY. CUSTOMER UNDERSTANDS THAT OTHER POTENTIAL CAUSES OF SUCH A FAILURE OVER CERTAIN TELEPHONE SERVICES (INCLUDING BUT NOT LIMITED TO SOME TYPES OF DSL, ADSL, VOIP, DIGITAL PHONE, INTERNET PROTOCOL BASED PHONE OR OTHER INTERNET INTERFACE -TYPE SERVICE OR RADIO SERVICE, INCLUDING CELLULAR OR PRIVATE RADIO, ETC. (" NON - TRADITIONAL TELEPHONE SERVICE ")) INCLUDE BUT ARE NOT LIMITED TO: (1) LOSS OF NORMAL ELECTRIC POWER TO CUSTOMER'S PREMISES (THE BATTERY BACK -UP FOR THE ALARM PANEL DOES NOT POWER TELEPHONE SERVICE); AND (2) ELECTRONICS FAILURES SUCH AS A MODEM MALFUNCTION. CUSTOMER UNDERSTANDS THAT COMPANY WILL ONLY REVIEW THE INITIAL COMPATIBILITY OF CUSTOMER'S ALARM SYSTEM WITH NON - TRADITIONAL TELEPHONE SERVICE AT THE TIME OF INITIAL CONNECTION TO COMPANY'S MONITORING CENTER AND THAT CHANGES IN CUSTOMER'S TELEPHONE SERVICE'S DATA FORMAT AFTER THE INITIAL REVIEW OF COMPATIBILITY COULD MAKE CUSTOMER'S TELEPHONE SERVICE UNABLE TO TRANSMIT ALARM SIGNALS TO COMPANY'S MONITORING CENTERS. IF COMPANY DETERMINES IN ITS SOLE DISCRETION THAT IT IS COMPATIBLE, COMPANY WILL PERMIT CUSTOMER TO USE NON- TRADITIONAL TELEPHONE SERVICE AS THE SOLE METHOD OF TRANSMITTING ALARM SIGNALS, ALTHOUGH CUSTOMER UNDERSTANDS THAT COMPANY RECOMMENDS THE USE OF AN ADDITIONAL BACK-UP METHOD OF COMMUNICATION TO CONNECT CUSTOMER'S ALARM SYSTEM TO THE MONITORING CENTER REGARDLESS OF THE TYPE OF TELEPHONE SERVICE USED. CUSTOMER ALSO UNDERSTANDS THAT IF COMPANY DETERMINES IN ITS SOLE DISCRETION THAT CUSTOMER'S NON - TRADITIONAL TELEPHONE SERVICE IS OR LATER BECOMES NOWCOMPATIBLE, OR IF CUSTOMER CHANGES TO ANOTHER NON - TRADITIONAL TELEPHONE SERVICE THAT IS NOT COMPATIBLE, THEN COMPANY REQUIRES THAT CUSTOMER USE AN ALTERNATE METHOD OF COMMUNICATION ACCEPTABLE TO COMPANY AS THE PRIMARY METHOD TO CONNECT CUSTOMER'S ALARM SYSTEM TO THE MONITORING CENTER. CUSTOMER N6 R TAND THAT TRANSMISSION OF FIRE ALARM SIGNALS BY MEANS OTHER THAN A TRADITIONAL TELEPHONE LINE MAY NOT BE IN COMPLIANCE WITH FIRE ALARM STANDARDS OR SOME LOCAL FIRE CODES AND THAT IT IS CUSTOMER'S OBLIGATION TO COMPLY WITH SUCH STANDARDS AND CODES, CUSTOMER ALSO UNDERSTANDS THAT IF THE ALARM SYSTEM HAS A LINE CUT FEATURE, IT MAY NOT BE ABLE TO DETECT IF A NON - TRADITIONAL TELEPHONE SERVICE LINE IS CUT OR INTERRUPTED, AND THAT COMPANY MAY NOT BE ABLE TO PROVIDE CERTAIN AUXILIARY MONITORING SERVICES THROUGH A NON - TRADITIONAL TELEPHONE LINE OR SERVICE, CUSTOMER FURTHER UNDERSTANDS THAT THE ALARM PANEL MAY BE UNABLE TO SEIZE THE PHONE LINE TO TRANSMIT AN ALARM SIGNAL IF ANOTHER CONNECTION IS OFF THE HOOK DUE TO IMPROPER CONNECTION OR OTHERWISE. G. Verification; Runner Service. Some jurisdictions may require alarm verification by telephone or on -site verification (Runner Service) before dispatching emergency services. In the event that a requirement of alarm verification becomes effective after the date of this Agreement, such services may be available at an additional charge. Company shall not be held liable for any delay or failure of dispatch of emergency services arising from such verification. Where Runner Service is indicated, such services may be provided by a third party. COMPANY WILL NOT ARREST OR DETAIN ANY PERSON. H. Personal Emergency Response Service. If Customer has selected Personal Emergency Response Services, Customer agrees that the very nature of Personal Emergency Response Services, irrespective of any delays, involves uncertainty. risk and possible serious injury, disability or death, for 300001 US.ENG (Rev. 12/2010) Page 7 of 8 ® 2010 SlmplexGrinnell LP. All rights reserved 25B -17 which Company should not under any circumstances be held responsible or liable: that the equipment furnished for Personal Emergency Response Services is not foolproof and may experience signal transmission failures or delays for any number of reasons, whether or not our fault or under Company's control; that the actual time required for medical emergency providers to arrive at the premises and /or to transport any person requiring medical attention Is unpredictable and that many contributing factors. Including but not limited to such things as telephone network operation, distance, weather, road and traffic conditions, alarm equipment function and human factors, both with responding authorities and with Company, may affect response 16. Limited Warranty. COMPANY WARRANTS THAT ITS WORKMANSHIP AND MATERIAL, EXCLUDING MONITORING SERVICES, FURNISHED UNDER THIS AGREEMENT WILL BE FREE FROM DEFECTS FOR A PERIOD OF NINETY (90) DAYS FROM THE DATE OF FURNISHING. Where Company provides product or equipment of others. Company will warrant the product or equipment only to the extent warranted by such third party. EXCEPT AS EXPRESSLY SET FORTH HEREIN, COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE SERVICES PERFORMED OR THE PRODUCTS, SYSTEMS OR EQUIPMENT, IF ANY, SUPPORTED HEREUNDER. COMPANY MAKES NO WARRANTY OR REPRESENTATION, AND UNDERTAKES NO OBLIGATION TO ENSURE BY THE SERVICES PERFORMED UNDER THIS AGREEMENT, THAT COMPANY'S PRODUCTS OR THE SYSTEMS OR EQUIPMENT OF THE CUSTOMER WILL CORRECTLY HANDLE THE PROCESSING OF CALENDAR DATES BEFORE OR AFTER DECEMBER 31, 1999. 19. Taxes, Fees, Pines, Licenses, and Permits. Customer agrees to pay all sales tax, use tax, property tax, ublity tax and other taxes required in connection with the equipment and services listed, including telephone company line charges, if any. Customer shall comply with all laws and regulations relating to the equipment and its use and shall promptly pay when due all sales, use, property, excise and ether taxes and all permit, license and registration fees now or hereafter Imposed by any government body or agency upon the equipment or its use. Company may, without notice, obtain any required permit, license or registration for Customer at Customer's expense and charge a fee for this service. if Customer fails to maintain any required licenses or permits, Company shall not be responsible for performing the services and may terminate the services without notice M Customer, 20, Outside Charges. Customer understands and accepts that Company specifically denies any responsibility for charges associated with the notification or dispatching of anyone, Including but not limited to fire department, police department, paramedics, doctors, or any other emergency personnel, and if there are any charges Incurred as a result of said notification or dispatch, said charges shall be the responsibility of Customer. 21. Insurance. Customer shall name Company, its officers, employees, agents, subcontractors, suppliers, and representatives as additional insureds on Customers general liability and auto liability policies. 22. Waiver of Subrogation. Customer does hereby for Itself and all other parties claiming under it release and discharge Company from and against all hazards covered by Customer's insurance, it being expressly agreed and understood that no insurance company or insurer will have any right of subrogation against Company. 23, Force Melanie, Exclusions. Company shall not be responsible for delays, interruption or failure to render services due to causes beyond Its control, including but not limited to material shortages, work stoppages, Ores, civil disobedience or unrest, severe weather, fire or any other cause beyond the control of Company. This Agreement expressly excludes, without limitation, provision of fire watches; reloading of, upgrading, and maintaining computer software; making repairs or replacements necessitated by reason of negligence or misuse of components or equipment or changes to Customer's premises; vandalism; power failure; current fluctuation; failure due to non- Company installation; lightning, electrical storm, or other severe weather; water; accident; fire: acts of God; testing Inspection and repair of duct detectors, beam detectors, and UVAR equipment; provision of fire watches; clearing of ice blockage; draining of improperly pitched piping( batteries', recharging of chemical suppression systems; reloading of, upgrading, and maintaining computer software; corrosion (Including but not limited to micro- bactedally Induced corrosion ( "MIC ")); cartridges greater that 16 grams; gas valve installation; or any other cause external to the Covered System( &) and Company shall not be required to provide Service while interruption of service due to such causes shall continue. This Agreement does not cover and specifically excludes system upgrades and the replacement of obsolete systems, equipment, components or parts. All such services may be provided by Company at Company's sole discretion at an additional charge. If Emergency Services are expressly included In the Service Solution, the Agreement than does not include travel expenses. 24. Delays. Company shall have no responsibility or liability to Customer or any other person for delays in the installation or repair of the System or the performance of our Services regardless of the reason, or for any resulting consequences. 25. Termination. Company may terminate this Agreement immediately at its sole discretion upon the occurrence of any Event of Default as hereinafter defined. Company may also terminate this Agreement at its sole discretion upon notice to Customer if Company's performance of its obligations antler this Agreement becomes impracticable due to obsolescence of equipment at Customers premises or unavailability of parts. 26. No Option to Solicit. Customer shall not, directly or Indirectly . on its own behalf or on behalf of any other person, business, corporation or entity, solicit or employ any Company employee, or induce any Company employee to leave his or her employment with Company, for a period of two years after the termination of this Agreement. 27. Default. An Event of Default shall Include 1) any full or partial termination of this Agreement by Customer before the expiration of the then - current Term, 2) failure of the Customer to pay any amount within ten (10) days after the amount is due and payable. 3) abuse of the System or the Equipment. 4) failure by Customer to observe, keep or perform any term of this Agreement; 5) dissolution. termination, discontinuance, insolvency or business failure of Customer, Upon the occurrence of an Event of Default, Company may Pursue one or more of the following remedies, 1) discontinue furnishing Services, 2) by written notice to Customer declare the balance of unpaid amounts due and to became due under the this Agreement to be Immediately due and payable, provided that all past due amounts shall bear interest at the rate of 1 %% per month (1804 per year) or the highest amount permitted by law, 3) receive Immediate possession of any equipment for which Customer has not paid. 4) proceed at law or equity to enforce performance by Customer or recover damages for breach of this Agreement, and 5) recover all costs and expenses, including without limitation reasonable attorneys' fees., in connection with enforcing or attempting to enforce this Agreement. 28. One-Year Limitation on Actions; Choice of Law. it is agreed that no suit, or cause of action or other proceeding shall be brought against either party more than one (1) year after the accrual of the cause of action or one (1) year after the claim arises, whichever is shorter, whether known or unknown when the claim arises or whether based on tort. Agreement, or any other legal theory. The laws of Massachusetts shall govern the validity, enforceability, and interpretation of this Agreement. 28. Assignment. Customer may not assign this Agreement without Company's prior written consent. Company may assign this Agreement without obtaining Customer's consent. 30. Entire Agreement. The parties intend this Agreement, together with any attachments or Riders (collectively the "Agreement) to be the final, complete and exclusive expression of their Agreement and the terms and conditions thereof. This Agreement supersedes all prior representations, understandings or agreements between the parties, written ororal, and shall constitute the sole terms and conditions relating to the Services. No waiver, change, or modification of any terms or conditions of this Agreement shall be binding on Company unless made in writing and signed by an Authorized Representative of Company. 31. Headings, The headings in this Agreement are for convenience only. 32. Severabllity. If any provision of this Agreement is held by any court or other competent authority to be void or unenforceable in whale or in part, this Agreement will continue to be valid as to the other provisions and the remainder of the affected provision. 33. Electronic Media. Customer agrees that Company may scan, image or otherwise convert this Agreement into an electronic format of any nature. Customer agrees that a copy of this Agreement produced from such electronic format is legally equivalent to the original for any and all purposes, including litigation. Customer agrees that Company's receipt by fax of the Agreement signed by Customer legally binds Customer and such fax copy is legally equivalent to the original for any and all purposes, including litigation. 34. Legal Foes. Company shall be entitled to recover from the Customer all reasonable legal fees incurred In connection with Company enforcing the terms and conditions of this Agreement. 35, License Information (Security System Customers): AL Alabama Electronic Security Board of Licensure 7956 Vaughn Road, PMB 392, Montgomery , Alabama 36116 (334) 2644388: AR Regulated by: Arkansas Beard of Private Investigators and Private Security Agencies, qi State Police Plaza Drive, Little Rack 72209 (501)618 -8800: CA Alan company operators are licensed and regulated by the Bureau of Security and investigative Services, Department of Consumer Affairs, Sacramento, CA, 95814. Upon completion of the Installation of the alarm system, the alarm company shall thoroughly instruct the purchaser in the proper use of the alarm system. Failure by the licensee, without legal excuse, to substantially commence work within 20 days from the approximate date specified in the agreement when the work will begin Is a violation of the Alarm Company Act: NY Licensed by the N.Y.S. Department of the State: TX Texas Commission on Private Security, 5805 N. Lamar Blvd„ Austin, TX 78752 -4422, 512 -424 -7710. License numbers available at www.simplexgrimel.com or contact your local SimplexGrinnat office. SG0001 US.ENG (Rev. 12/2010) Page 8 of 8 25B -18 Q 2010 SimpiexGrinnell LP. All rights reserved REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: AGREEMENT WITH MGT OF AMERICA, INC., FOR CONSULTANT SERVICES RELATED TO PREPARATION OF STATE AND CAPITAL IMPROVEMENT PROGRAM REIMBURSEMENT CLAIMS {STRATEGIC PLAN NO. 6, 1G} CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: _-•;• r, ❑ As Recommended ❑ As Amended ❑ Ordinance on 1S1 Reading ❑ Ordinance on 2 "d Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO Authorize the City Manager and Clerk of the Council to exercise the first of two one -year extension options for the agreement with MGT of America, Inc., for the one -year term beginning September 1, 2016, and expiring on August 31, 2017, to provide for State mandated cost reimbursement claim services for Fiscal Year 2016, in the amount not to exceed $11,400, and to include services related to preparation of reimbursement claims for capital projects, in the amount of $45,125, for an aggregate amount not to exceed $56,525, subject to nonsubstantive changes approved by the City Manager and City Attorney. DISCUSSION On September 16, 2013, at the conclusion of a Request for Proposals (RFP) process, the Finance & Management Services Agency (FMSA) received Council approval to award a consultant agreement to MGT of America, Inc., to provide cost reimbursement services (Exhibit 1). This agreement expires August 31, 2016, and is eligible for the first of two one -year renewal options. FMSA desires to exercise the first renewal option for preparation of State mandated cost reimbursement claims for Fiscal Year 2016. The Public Works Agency is in need of the services of a consultant with expertise in preparing cost analyses for the preparation of reimbursement claims for capital projects. MGT of America, Inc., is such a firm. Additionally, MGT of America, Inc., prepared the initial cost allocation plans for the Public Works Agency that are now ready for review and updating. Because of pressing deadlines for capital project cost reimbursements, including the Bristol Street Improvements and the OC Streetcar, staff is requesting authorization to engage MGT of America, Inc., to prepare 25C -1 Agreement with MGT of America, Inc. for Capital Project Reimbursement Claims August 2, 2016 Page 2 Indirect Cost Rate Proposals (ICRP) in accordance with the Code of Federal Regulations, Section 2, Part 225 (formerly OMB A -87) requirements and the accompanying Cost Allocation Plans as follows: FY 2013/2014 ICRP & Cost Allocation Plan — Review and Reconciliation $19,125 FY 2014/2015 ICRP & Cost Allocation Plan — Development $13,500 FY 2015/2016 ICRP & Cost Allocation Plan — Development $12,500 TOTAL: $45,125 Before the FY 2016/2017 cost reimbursement analyses are required, the Public Works Agency will complete a new RFP process for these services. 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 Funds are available in the State Mandated Cost Reimbursement revenue account (No. 01114002- 50503) as funds are received. There is no direct fiscal impact on any expenditure accounts of the City or its related agencies. Funding is available in the Public Works Agency FY 2016/2017 Budget in the Administrative Services Account (No. 10117601- 62320). i - 4, )-L Fred Mousavipour Executive Director Public Works Agency 13 AWTAM APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director Finance & Management Services Agency 25C -2 Agreement with MGT of America, Inc. for Capital Project Reimbursement Claims August 2, 2016 Page 3 Exhibits: 1. FMSA Agreement with MGT of America, Inc. (A- 2013 -154) 2. Proposed Fees 3. Agreement with MGT of America, Inc. (FMSA & PWA services) 25C -3 25C -4 C `4 INSURANCE lA ra c. vunri �1A1� i "y�()rJt ° °:liC1 NTIL IN.ci(IN - NC[: r'-XPIKS -1 -il�! d LERKOFCOUNCIL DATE: 10-11—(3 AGREEMENT FOR STATE MANDATED COST REIMBURSEMENT SERVICES A- 2013.154 This Agreement is effective as of the 18' day of September, 2013 by the City of Santa Ana, a municipal corporation and charter City duly organized and existing under the constitution and laws of the State of California ( "City ") and MGT of America, Inc, ( "Consultant "), a California Corporation, RECUALS A. The City desires to retain a Consultant having special skill and knowledge in the field of preparing applicable State Mandate Reimbursement claims in order to maximize revenue to City, B. The City issued a Request for Proposals for said services on July 16, 2013 (RFP 13 -035) and based, upon the proposals received, this contract is being awarded to Consultant. C. Consultant represents that Consultant is an independent contractor that has the knowledge and experience to prepare and submit such State Mandate Reimbursement claims on bohalf of City. D, In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting 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: L SCOPE OF SERVICES Consultant shall perform those services and provide those products as set forth in Exhibit A to this Agreement. The following terms shall apply to the terms and conditions set forth in Exhibit A: 1) City shall approve each claim; 2) Claim shall be filed based upon proof of City costs; 3) Claim shall not be filed if costs do not exceed One Thousand Dollars ($1,000) per program per year. If data needed to file applicable claims is not provided by City in a timely manner Consultant cannot guarantee timely submission of claims, Consultant will file the claims with information obtained fi-om City, Consultant shall only file claims for which adequate records or documentation has been provided by City. 2. TERM This Agreement shall commence on the date first written above and be effective for a three (3) year period with two (2) additional one -year options to renew at the City's discretion, unless terminated earlier in accordance with Section 15, below. The term of this Agreement may be Exhibit 1 25C -5 IN extended upon a writing executed by the Executive Director of the Finance Department and the City Attorney, 3. COMPENSATION a, City agrees to pay, and Consultant agrees to accept as total payment for its services, identified in Exhibit A, Consultant agrees to file all eligible annual fiscal year actual cost reiruibnrseanent claims by the due date in accordance with the annual fixed fee schedule: Claims Covered Claims Due Date Annual Fixed Fee 2012 -2013 Annual & New February 15, 2014 $11,500 2013 -2014 Annual & New February 15, 2015 $11,400 2014 -2015 Annual & Now February 15, 2016 $11,400 b. City shall be billed quarterly for the annual Mixed fee. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work perfonned, subject. to City accountiarg 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. INSURANCE Consultant shall obtain and maintain for the entire term of tlus Agreement comprehensive general liability insurance, with companies acceptable to the City, authorized to issue such insurance in the State of California, Said insurance shall consist of the following: a, 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. b. Professional Responsibility (Errors and Omissions) insurance with a coanhined single limit of not less that $1,000,000.00 per claim, c. The following requirements apply to the insuarance to be provided by Consultant pursuant to this section: (i) Consultant shall maintain all insurance required above in hill force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upori 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. 25C -6 S. LIABILITY Consultant shall be responsible for performing the work pursuant to this Agreement in a professional manner and shall be responsible for the acts and omissions of its employees as related to this Agreement, liability of Consultant to City with regard to all work and services performed or provided by Consultant for City under this Agreement shall be limited to the total fee actually paid by City to Consultant. Under no circumstances shall Consultant have any liability to City in excess of the amount of such fees or compensation, City acknowledges and agrees that but for the above limitation of liability, Consultant would not be able to provide the services for City under this Agreement for the prices applicable to this Agreement, acid that this limitation of liability is reasonable, 6. WORT{ COMPLETION IN A TIMELY MANNER City agrees to provide information needed to complete the claims two weeks prior to the established due date or two weeks after the data has been requested by the Consultant, whichever is first. If information has been received in a timely manner, Consultant agrees to complete and file the clami(s) on or before the date established for submitting such claims to the State of California. If data is not provided in a timely manner and Consultant is unable to complete the claims, the claims shall be submitted late, when allowed by the State. City understands that late claims are subject to a '10% or One Thousand Dollar ($1,000) per claim penalty (whichever amount is less) up to one year after the original due date, City understands that the State does not allow claims to be submitted more than one year after the original due date. Consultant shall not be responsible for late penalties or for the loss of claiming opportunities, Consultant shall not be liable for any claims not filed due to incomplete, insufficient, or late information. Consultant shall be responsible for late penalties or failure to file claims if caused by mistake or negligence of its employees, officers and agents. 7. 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 n.or 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, 8. ASSISTANCE IF AUDITED In the event an audit is conducted by the State Controller's Office and upon notification by City, Consultant shalt assist City in defending its, claim(s). 25C -7 9. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for property damage, which may arise from the negligent operations of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section I of this Agreement. 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 componsation, 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. M 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 transforr(A 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 under this Agreement. 12. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed, by first class or certified mail, postage prepaid, or sent by tolefacsimile or other telegraphic commmnication W. the mariner provided in this Section, to the following persons: 25C -8 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 telefacsimile (714) 647 -6936 With courtesy copies to: Executive Director of Finance City of Santa Ana 20 Civic Center Plaza (M -17) P.O. Box 1988 Santa Ana, California 92702 telefacsimile (714) and City Attorney City of Santa Ana 20 Civic Center Plaza (M -29) P.O. Box 1988 Santa Ana, California 92702 telefacsimile (714) 647 -6515 To Consultant: MGT of America California Office: MGT of America, Inc. J. Bradley Burgess, Vice President 2001 P Street, Suite 200 Sacramento, CA 95811 Phone: 916. 595 -2646 bburgessq ngtamencom Corporate Headquarters: MGT of America, Inc. -21 .C�err""P te-Blvcl 3800 ESPLANADE WAY, SUITE210 he__pler�Q�TALLAHASSEE, FL 32311 Phone: 850-386-31,91 Fax: 850. 385 -4501 www.rrgtofaxnerica.com A party may change its address by giving notice in writing to the other party, Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, 25C -9 communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed. as set forth above, If sent by telefacsimile, communication shall be effective or deemed to have been given twenty -four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above, For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 13. EXCLUSIVITY AND AMENDMENT This Agreement mpresents 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 instument that are inconsistent with, or in addition to, that terns 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. 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 maybe terminated by the City upon thirty (30) days written notice of termination. a. 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 unloss prohibited by law, and Consultant consents to the City s use thereof for such put-poses as the City deems appropriate. b, Payment need not be made for work which fails to meet the standard of per fortnance specified in the Recitals of this Agreerent. 16. DISCRIMINATION Consultant shall not disarhninate, because of race, color, creed, religion, sex, marital status, sexual orientation, age, national ori gin, ancestry, or disability, as defined and prohibited by 25C -10 applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affmns that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations, 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 acrd 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 LICE' ENSE+ S Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement, 1% MISCELLANEOUS PROVISIONS a. Each undersigned represonw and warrants that its signature hereinbelow has the power, authority and rig jit to bind their respective parties to each of the terms of this Agreement, and shall indemnify City filly, 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. 25C -11 IN WITNESS WHEREOF, the parties have executed this Agreement the date and year first above written. ATTEST; �4 1MARIA D. HIIIZAR .0-Clerk of the Council APPROVED AS TO FORM: SOMA R, CARVALHO City Attorney EY: k � . eU-e-vL Lisa Storck Assistant City Attorney 25C -12 CITY OF SANTA ANA Carlos Rojas, Acting City Manager MGT of America Title: SENIOR PARTNER TaxfD# 59- 1.576733 MGT of Arnerico Response to the City of Sunlrl Ano Request leer Proposal 11.035 for Mcandaiesd Cost Claiming Services (Z 90) UXHIBIT A Within the past five years, MGT of Amorlca has not boen a party to any litlgatlon relating the Work descrlbod by the City's UP, B. Scope Of Service Understanding of the Project The City of Santa Ana Is a California public agency that wishos to supplement existing revenue sources by filing state rnandate cost claims (SB 90 claims) with the California State Controller's Office (SCO), l lks many public, agencies In California, the City of Santa Ana has weathered a significant economic downturn over the past decade. Genorating sufficlent revenue to offset the growing demands for service and Increases{ costs In many areas of government reinalns a challenge, It Is our understanding that the City of Santa Ana would like to partner with a qualified consulting firm that spedaUaes in $3 90 consulting tra do the fallowing: r Prepare and fllo all eliglbde SB90 claims for annual dadms end associated ICRPs due during fiscal Year 2013.2014 and the subsequent two Distal Years, 201x4.2015 and 2015.2096. > prepare and file all ellgtble SIB 90 claims for all new or first -ehma mandates and associated ICpi's, which have dalming instruttaons Issued by the State Controller's office during Fiscal Year 20l and the subsequent two Fisnal Yaa.rs, 2014.2015 and 2015.2016, >- Assist the City with all asprets of remittance tracking including Annual Balm r%elpts and claims paid reports. r Provide assistance to the City In responding to Inquiries about and /or defending claims filed by the City that are audited by the State Colitr(aller°s office, r Provide guidance to the City in determining the data requlrod for claims submission and about now claiming opportunities including knowledge transfer and tmhnhng related to the SS 90 process at the state level, m Furnish copies of all claims filed with the State within 30 days after the filing and provide cnpias of working papers upon request, Following Is the MGT of America plan tea accomplish your request on tarna and on budget. F UG AMNId,. INA. 25C -13 MGT rat America Responses lt., trrci Cjty ci Sranlcl Aria s, a Re:clu eO fcor '13'•035 t01' M(iryciWrDd f.ra'st ..,„ Cicdminq Services (Sfi 90) t XIII)RIT .A Annual, New and inifial Claims: Preparation and Subl-rllssion r Establish schedule and approach needed to complete all annual Claims due to tho starter by February 15, 2014, This includes on�slto Interviews with all appilca6le City department personneL >• Identify new Claims that are expected to become mandated programs during FY 20 19.2014, end the dap7rtments likely to be affected by these claims. As part of this step, MGT will provide early claim summarlo and data collection requirements to provide a head start, on documeirtatlon strategies, > Weric with the city, as new clalining Instruetlons are issued by the SC), to establish schedules and approaches needed to complete all new or firstethne clalrns due dtn'Ing the h'isgl Year, Facilitate department interviews whero staff d%crlbo haw the City complies with the specific mandated programs and assist, the City to determine eligible costs based Oil the failowIng crlt'oria: ^ The test Claim's Statement, of DOC141011 The California Commission an State Mandates approved Parametors and Wdelhres The SCYs ciahning instructions A plow other Agencies arotn'rd the state are complying with wd interpretdng the mandato Prepare all necessary departmont-wido ICRPs in nccordanre with OMB AM87, MGT consoltants have prepared thousands of ICRPs over the past 25 years, We bolleve that our experience has developed a depth of understanding, that is unmatched in the field, r Prepare all eligible cialms for ti)o City's SI) 90 programs, and reylew 016 claims for completeness, propriety, and eligibility of costs, > Perform a quality assn once review of the city's Sn 90 elnimc to enour•o that they mesh with the associated department ICRPs and verity that no dlroct cosh are double counted, >r Discuss arty potentlal or necessary changes with the apps ^apr[ate City SO member, >» Provide the completed claims and ICRPs to the City for review and slgnaturo at least three weeks prior to the claiming deadline. >• Plla the signed Balms with the SC6 prior w the doadllna, GWT OF AAWCA. 010. 25C -14 '7 a rn4 ;;� 1r Proposed Scope & Fees CSA Finance & Management Agency MGT OF AMERICA, INC. MGT of America, LLC - 2251 Harvard Street, Suite 134, Sacramento CA 95815 Brad Burgess, Exec. Vice President, MGT Financial Services - bburgess@mgtamer.com ph. 916 -595 -2646 Description of Scope /Services to be Performed by the Consultant A. Prepare and submit cost claims for FY 2015 -2016 in accordance with the annual claiming instructions and deadlines provided by the State (February 17, 2017). B. Prepare and submit cost claims for FY 2016 -2017 in in accordance with the annual claiming instructions and deadlines provided by the State (February 15, 2018). C. Facilitate department interviews to documentand understand how the City complies with each eligible mandate reimbursement program. D. Prepare and submit other new or first -time cost claims pursuant to the State Controller's Office (SCO) claiming instructions which are issued in accordance with parameters and guidelines received from the Commission on State Mandates and mailed to local agencies during the fiscal year. E. Prepare all eligible City claims that exceed the State minimum of $1,000.00. Review the claims for completeness, propriety and eligibility of costs. F. Prepare all necessary department -wide ICRPs in accordance with CFR Part 200 (formerly A -87) G. Perform internal quality assurance reviews of all claims and ICRPs, H. Discuss any edits with appropriate City member, provide completed claims to City for review and signature by no later than three weeks prior to State claiming deadlines. I. File /deliver the executed claims with the SCO prior to claiming deadline(s). J. Provide assistance to the City in responding to inquiries about and /or defending the claims filed by the City that are audited or desl< reviewed by the Office of the State Controller K. Monitor the general payment status of all claims submitted and still due on behalf of the City /County pursuant to SB 90 claims due from the State. L. Assist the City with any claims filed by MGT of America that are audited by the SCO. M. Provide on -going support and status updates related to the anticipated changes in the claiming process arena of state government. See original MGT Proposal for Services for the 2012 -13, 2013 -14, 2014 -2015 Fiscal Years which is an integral part of this scope portion of Exhibit "A ". 1i Page 25C -15 June 21, 2016 MGT OF AMERICA, I N C. City of Santa Ana - SB 90 Claims Proposed Professional Fees Claims Covered Proposed 2015 -2016 Annual Claims & Fixed Fee equal to New Claims issued $11,400.00 Billed Quarterly. during City's 2016- 2017 Fiscal Year 2016 -2017 Annual Claims & Fixed Fee equal to New Claims issued $ 1 1,400.00 Billed Quarterly. during City's 2017- 2018 Fiscal Year This fee is all inclusive (no expenses will be charged to the City). There are no caps on number of claims, audit support, or on -site meetings /visits. Each new fiscal year outlined in this Exhibit is at the sole discretion of the City. MGT will only proceed with renewal year /period upon written approval from the City. 21 Page 25C -16 July 19, 2016 MGT Sacrawah 4o- 2251 Harvard S{rvzF Su.i,4z 134 Sau- w- wewtm, GA 959115 ry. 916.595.2646 www:w.gla fa.✓r.eri.cokco-w July 11, 2016 T� OF AMERICA, INC. Ms. Margaret Mercer Administrative Services Manager Public WorksAgency — Admin. Svcs. City of Santa Ana (714) 647 -5050 Subject: PW Hourly Rate Calculation Services Dear Ms. Mercer: We appreciate the opportunity to provide you with our proposal to develop hourly billing rates for Public Works staff members. Below is a summary of our proposal: Project Description: Annually, prepare hourly billing rates for reimbursement for selected PW staff members (requires two steps: 1 - prepare an allocation of PW administrative costs from 601 to 611/612 and then analyze the indirect vs. direct hours of 611/612 staff members) and 2 - calculate billable hour rates for staff in 611 and 612. Part A: 2013/2014 Year: Project Budget - $11.000 1) Calculate an actual 13/14 Indirect Cost Rate for 611/612: $6,000 2) Calculate actual 13/14 billing rates for staff in 611/612: $5,000 Part B: 201412015 Year - Project Budget: $13,500 1) Meet /Train city PW staff on the methods of time keeping, billing and assumptions used in the development of the indirect rate and billing rates: ($1,000) 2) Calculate actual 14/15 Indirect Cost Rate for 611/612: $6,000 Also, meet with OCTA and discuss the project going forward 3) Calculate actual 14/15 billing rates for staff in 611/612: $5,000 plus actual travel expenses: Est $1,500 25C -17 Part C: Project Budget:2015 /2016 Year - $12,500 1) Calculate actual 15/16 Indirect Cost Rate for 611/612: $6,000 check in with staff to make sure data assumptions are correct 2) Calculate actual 15/16 billing rates for staff in 611/612: $5,000 plus actual travel expenses: Est $1,500 Please call me at 916.595.2646 if you have any questions. We look forward to working with you and your staff on this project. Sincerely, 1 Bradley Burgess J. Bradley Burgess Executive Vice President MGT of America, LLC bburgessBmgtamer com 25C -18 AGREEMENT FOR STATE MANDATED COST REIMBURSEMENT SERVICES This Agreement is effective as of the 2 °d day of August, 2016 by the City of Santa Ana, a municipal corporation and charter City duly organized and existing under the constitution and laws of the State of California ( "City ") and MGT of America, Inc. ( "Consultant "), a California Corporation. RECITALS A. The City desires to retain a Consultant having special skill and knowledge in the field of preparing applicable State Mandate Reimbursement claims in order to maximize revenue to City. B. The City issued a Request for Proposals for said services on July 18, 2013 (REP 13 -035) and based upon the proposals received, the City awarded Consultant contract #A- 2013 -154 which is still active. C. Insofar as the work sought herein is for the Public Works Agency specifically, a new separate agreement with Consultant in furtherance of capturing Public Works Agency funds is sought. D. Consultant represents that Consultant is an independent contractor that has the knowledge and experience to prepare and submit such State Mandate Reimbursement claims on behalf of City. E. 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 and provide those products as set forth in Exhibit A to this Agreement as needed for reconciliation of the FY 2013/2014 Cost Allocation Plan and preparation of Cost Allocation Plans for FY 2014/2015 and FY 2015/16, in accordance with 2 CFR Part 225 (formerly OMB A -87 2. TERM This Agreement shall commence on the date first written above and be effective for a one (1) year period. Exhibit 3 25C -19 COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, identified in Exhibit A, in accordance with the fixed fee schedule: Task Fixed Fee 2013/2014 Cost Allocation Plan Reconciliation $19,125 2014/2015 ICRP and Cost Allocation Plan $13,500 2015/2016 ICRP and Cost Allocation Plan $12,500 b. City shall be billed upon completion of each Task and 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. INSURANCE Consultant shall obtain and maintain for the entire term of this Agreement comprehensive general liability insurance, with companies acceptable to the City, authorized to issue such insurance in the State of California. Said insurance shall consist of the following: a. 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 connnencing 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. b. Professional Responsibility (Errors and Omissions) insurance with a combined single limit of not less than $1,000,000.00 per claim. c. 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 filll force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be famished to the City upon execution of this Agreement and shall be approved in form by the City 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. 25C -20 S. LIABILITY Consultant shall be responsible for performing the work pursuant to this Agreement in a professional manner and shall be responsible for the acts and omissions of its employees as related to this Agreement. Liability of Consultant to City with regard to all work and services performed or provided by Consultant for City under this Agreement shall be limited to the total fee actually paid by City to Consultant. Under no circumstances shall Consultant have any liability to City in excess of the amount of such fees or compensation. City acknowledges and agrees that but for the above limitation of liability, Consultant would not be able to provide the services for City under this Agreement for the prices applicable to this Agreement, and that this limitation of liability is reasonable. 6. WORK COMPLETION IN A TIMELY MANNER City agrees to provide information needed to complete the claims two weeks prior to the established due date or two weeks after the data has been requested by the Consultant, whichever is first. If information has been received in a timely manner, Consultant agrees to complete and file the claim(s) on or before the date established for submitting such claims to the State of California. If data is not provided in a timely manner and Consultant is unable to complete the claims, the claims shall be submitted late, when allowed by the State. City understands that late claims are subject to a 10% or One Thousand Dollar ($1,000) per claim penalty (whichever amount is less) up to one year after the original due date. City understands that the State does not allow claims to be submitted more than one year after the original due date. Consultant shall not be responsible for late penalties or for the loss of claiming opportunities. Consultant shall not be liable for any claims not filed due to incomplete, insufficient, or late information. Consultant shall be responsible for late penalties or failure to file claims if caused by mistake or negligence of its employees, officers and agents. $. INDEPENDENT CONTRACTOR Consultant shall, during the entire tern 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. 3 25C -21 4. ASSISTANCE IF AUDITED In the event an audit is conducted by the State Controller's Office and upon notification by City, Consultant shall assist City in defending its' claim(s). 10. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury including health, and claims for property damage, which may arise 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. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. 1L 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 Infornation" 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. 12. 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. 13. 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 25C -22 class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M -30) P.O. Box 1988 Santa Ana, CA 92702 -1988 telefacsimile (714) 647 -6956 With courtesy copies to: Executive Director of Public Works and City of Santa Ana 20 Civic Center Plaza (M -36) P.O. Box 1988 Santa Ana, California 92702 Facsimile (7'14) 647 -5635 City Attorney City of Santa Ana 20 Civic Center Plaza (M -29) P.O. Box 1988 Santa Ana, California 92702 telefacsimile (7'14) 647 -6515 To Consultant: MGT of America California Office: MGT of America, Inc. J. Bradley Burgess, Vice President 2001 P Street, Suite 200 Sacramento, CA 95811 Phone: 916- 595 -2646 bbrngess@hngtaiuer.com Corporate Headquarters: MGT of America, Inc. 2123 Centre Pointe Blvd. Tallahassee, Florida 32308 Phone: 850 -386 -3191 Fax: 850- 385 -4501 www. mgtof america. com A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been 25C -23 deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by telefacsimile, communication shall be effective or deemed to have been given twenty -four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 14. 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, that 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. 15. 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. 16. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. a. 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. 17. 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 25C -24 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. 18. JURISDIC'T'ION -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. 19. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, pen-nits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 20. 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. [Signatures on following Page] 25C -25 IN WITNESS WHEREOI, the parties 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 S doval ChlefAssistant City Attorney I 25C -26 CITY OF SANTA ANA DAVID CAVAZOS City Manager MGT of America By: Title: TaxID# 59- 1576733 EXHIBIT A 25C -27 25C -28 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: AMEND AGREEMENT WITH G4S SECURE SOLUTIONS, INC., FOR SECURITY GUARD SERVICES (STRATEGIC PLAN NO. 1, 1C) CITY MAI AGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1°t Reading ❑ Ordinance on 2 "B 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 G4S Secure Solutions (USA) Inc. to augment services at the Main Library and Newhope Library, and to add new services at the Santa Ana Police Department for the term beginning August 1, 2016, through May 31, 2017, in an additional amount of $221,753.92, for a total amended agreement amount not to exceed $840,570.92, subject to nonsubstantive changes approved by the City Manager and City Attorney. DISCUSSION On May 2, 2011, City Council approved an agreement with G4S Secure Solutions (USA) Inc. (G4S) to provide security guard services at various City facilities. The agreement is currently in its final renewal option period, which is set to expire May 31, 2017. In the next few months, staff will be releasing a Request for Proposals for security guard services that will supersede this agreement. However, at this time, it has been determined there is an immediate need for additional security guard services at the Main and Newhope libraries, and for new services to be provided at the Santa Ana Police Department. The existing contract for security services at the Main Library provides for one security guard when the library is open, Monday through Sunday, for a total of 64 hours per week. Additionally, there is a second security guard that provides 20 hours of service each week on a specified schedule. The City is seeking to expand the scope of service at the Main Library in order to have four security guards on site at all times during library business hours, with two guards patrolling inside and two guards patrolling outside of the library. This will increase the hours of service at the Main Library from 84 to 256 hours per week. 25D -1 Amend Agreement with G4S Secure Solutions (USA) Inc. for Security Guard Services August 2, 2016 Page 2 The City is also seeking to expand the scope of services at the Newhope Library by three additional hours per week to provide services on Saturday mornings when the library opens at 10:00 a.m. This will increase the total hours of service at the Newhope Library from 20 to 23 hours per week. The amount of the contract currently allocated to the Main and Newhope libraries is $79,777.20. The amendment will add $159,777.87 for the enhanced services and a $5,000 contingency, for a total annual amount not to exceed $244,555.07. The increased security service will help library staff focus on providing a rich learning environment for all library patrons to enjoy. This action is part of the overall effort to enhance the safety and wholesomeness of the City's library resources. The Police Department is requesting the services of a security guard to monitor the exterior of the Police Headquarters and Jail facilities. The objective is to enhance security around the perimeter and control the entrance to the facility via the south gate. The guard will perform services including, but not limited to, the following: • Monitor and control entrance access to visitors, vendors, deliveries, etc., through the south gate • Issue visitor and vendor parking permits to authorized personnel • Patrol the parking structure and report unauthorized vehicles parked within the facility • Watch for irregular or unusual conditions that may create security concerns or safety hazards • Perform roving patrols of exterior building areas. During the term of the amended agreement, the cost for 45 hours of security services per week for the Police Department will be $44,176.05 plus an additional $12,800 contingency, for a total annual amount not to exceed $56,976.05. Security services costs for other City locations remain unchanged, in an amount not to exceed $539,039.80. With the approval of this amendment, the total annual amount of the agreement with G4S is not to exceed $840,570.92. STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #1 - Community Safety, Objective #1 (Modernize the Community Policing philosophy to improve customer service, crime prevention, and traffic /pedestrian /bicycle safety), Strategy C (Deliver crime prevention /community policing programs based on community policing plan). 25D -2 Amend Agreement with G4S Secure Solutions (USA) Inc. for Security Guard Services August 2, 2016 Page 3 FISCAL IMPACT Funds are available in the following Contract Services- Professional accounts for the specified fiscal year: DESCRIPTION ACCOUNT NO. FISCAL YEAR AMOUNT Library-Adult Services 01111150 -62300 16/17 $164,777.87 Building & Facilities 01114403 -62300 16/17 $56,976.05 TOTAL AMENDMENT: $221,753.92 E Gerardo Mouet Executive Director Parks, Recreation and Community Services Agency Carlos Rojas Police Chief Santa Ana Police Department i V Fr d Mo savipour Executive Director Public Works Agency FM /MM /GL Exhibit: 1. Agreement Amendment APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez S� Executive Director Finance and Management Services Agency 25D -3 25D -4 FIFTH AMENDMENT TO AGREEMENT FOR PROVISION OF SECURITY GUARD SERVICES THIS FIFTH AMENDMENT to the above - referenced agreement is made and entered into on August 2, 2016 by and between G4S Secure Solutions, Inc. ( "Contractor ") and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ( "City "). RECITALS A. The parties entered into an Agreement for Provision of Security Guard Services #A- 2011 -122, dated May 2, 2011 ( "Agreement'), by which contractor agreed to perform security services at various City facilities. B. The parties have executed four amendments to the Agreement, #A -2011- 122 -02, #A- 2014 -116, #A- 2014 -215, and #A- 2015 -254, respectively through which the scope of services, compensation, and term have been extended. C. The current teen of this Agreement is currently in its final renewal option period and is set to expire May 31, 2017 and remains unchanged by this amendment. D. The parties again wish to amend the Agreement to increase the scope of services and total annual compensation to be expended under this Agreement in support of the increased scope of services. The Parties therefore agree: Section 1, Scope of Services, is further amended to augment services at the Main Library and Newhope Library, and to add new services at the Santa Ana Police Department. The new Scope of Services for the remainder of the Agreement term is attached hereto as Exhibit 4. The arnended Staffing Schedule and Fee Schedule is attached hereto as Exhibit 6 and 8, respectively. 2. Section 2, Compensation, is further amended to include an additional $221,753.92 so that the total annual compensation shall not exceed $840,570.92. 3. Except as modified by this Fifth Amendment, and all prior amendments, all terms and conditions of the Agreement shall remain in fall force and effect. IN WITNESS WHEREOF the parties hereto have executed this Fifth Amendment to the Agreement on the date and year first written above. EXHIBIT 1 25D -5 Page 1 ATTEST: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By- Jose jfAssistant doval Ch City Attorney RECOMMENDED FOR APPROVAL: FRED MOUSAVIPOUR Executive Director Public Works Agency CITY OF SANTA ANA DAVID CAVAZOS City Manager CONTRACTOR (G4S SECURE SOLUTIONS) By: Title: Tax ID 4 25D -6 Page 2 EXHIBIT 4 THE SANTA ANA CORPORATE YARD The Santa Ana Corporate Yard (Yard) is located at 215 South Center Street, Santa Ana, CA 92703. The Yard covers 12 acres between First Street on the north, Daisy Avenue on the east, Chestnut Avenue on the south and Center Street on the west. The property includes administrative office buildings, a central stores warehouse, a fleet and facility maintenance two - story garage, and a single -story vehicle parking structure backed up to Chestnut Avenue. The entire property is walled with three security gate entrances. The property houses a variety of the City's vehicle fleet, including street sweepers, large trucks, and standard sedans. The Yard serves as a fuel filling location for City vehicles and houses diesel and unleaded underground storage tanks, and CNG and hydrogen above- grotmd storage tanks. Security guard services are required per the shift and holiday coverage detailed in Section II below. The regular hours of operation at the corporate yard are Monday through Friday from 6:00 a.m. to 6:00 p.m. I. SCOPE The City's objective is to provide the Yard with security guard service to monitor the security of personnel, equipment, buildings, and general property. The security guard will be posted at the guard station located at the Center Street entrance. The guard station is equipped with a closed - circuit TV and provides visual monitoring of the Yard area and allows monitoring of the entrance. II. RESPONSIBILITY OF CONTRACTOR The Contractor is to provide one security guard, unarmed, in standard full uniform at the Guard Station located on the west side of the Corporate Yard. Shift Coverage: Monday - Thursday 6:00 a.m. to 8:00 p.m. Friday night starting at 4:00 p.m. with coverage until Monday at 6:00 a.m. Holiday Coverage: The following 11 holidays are observed by the City of Santa Ana. Full 24 hour security guard coverage is required on these holidays. 1. New Year's Day 2. Martin Luther King Jr. Birthday 3. Presidents Day 4. Memorial Day 5. Independence Day 6. Labor Day 7. Veteran's Day 8. Thanksgiving and the Friday following 9. Christmas and the last working day before the holiday The security guard shall perform the following: 25D -7 • Utilize a Secure Trax device in performance of all duties. • Observes the closed circuit TV monitoring of the Yard. • Closes the entrance gates on the property, between 5:00 p.m. and 5:30 p.m. on weekdays. • Opens the gates at 6 a.m. on weekdays. • Maintains a logbook noting the name of every individual who enters and leaves the property and notes the time. • Conducts a continuous observation of the Yard to maintain a secure and safe property. If any concerns arise during the guard shift, instructions are provided with contact numbers to the Santa Ana Police Department. • Under no circumstance is aggressive action required. • The security guard is unarmed and required to call proper channels in the event of an unusual observation. • The Contractor will conduct unannounced supervisory inspections during shifts. The City reserves the option to increase or decrease the number of nightly or daily coverage, the hours of coverage, and the number of days per week requested with seven days written notification. 25D -8 THE SANTA ANA ZOO AT PRENTICE PARI{ The Santa Ana Zoo at Prentice Park (the "Zoo ") is located at 1801 East Chestnut Avenue, Santa Ana, California, 92701. The Zoo covers 20.5 acres including public parking areas, animal housing, exhibits and buildings. The Zoo handles 90 species with approximately 250 animals and 35 exhibits. Hours of Zoo Operation The Zoo is open to the general public Monday through Sunday (seven days per week) from 10:00 a.m. to 5:00 p.m. The Zoo is closed to the general public only two days each year on December 25 — Christmas Day and January 1 — New Year's Day; however Zoo staff are still on the grounds to feed and care for the animals: Note: During days of extremely inclement weather, the Zoo Manager may decide to close the Zoo to the public. 1. SCOPE The City's goal is to provide the Zoo with an early morning security tour patrol as a deterrent against crimes of vandalism and theft and to insure safety to City property and the Zoo's animal collection during the Zoo's closed hours (Monday through Sunday, seven days per week from 5:00 p.m. to 10:00 a.m.). II. RESPONSIBILITY OF CONTRACTOR The Contractor conducts one (1) security tour patrol nightly, seven (7) days per week around the Zoo property perimeter and through the Zoo grounds. The tour patrol is to include eight (8) strategically designated locations, utilizing a Secure Trax device and is to be performed between the hours of 1:00 a.m. and 3:00 a.m. Utilize the CPO, vehicle and Secure Trax device dedicated to the SARTC in the performance of the nightly Zoo patrol. The Contractor provides one security officer, unarmed, in standard full uniform and a functioning vehicle displaying the security company's name in clear view on the vehicle. The security officer is to carry a cell phone or mobile radio at all times. In the event of a security breach, unusual observation or concerns for the safety of the Zoo's animals, the security officer is required to make specific contacts to City personnel and/or the Santa Ana Police Department. Under no circumstance is aggressive action required. Daily reports of the nightly patrol rounds are to be emailed via the SecureTrax unit to the appropriate City personnel. The Zoo reserves the option to increase or decrease the number of nightly vehicle sweeps and the number of days per week requested, with seven days written notification. 25D -9 THE SANTA ANA LIBRARY The Main Library is located at 26 Civic Center Plaza, Santa Ana CA 92701. The Main Library provides Spanish, English and Vietnamese books, DVDs, music CDs and books on CD for adults, teens and children. It also offers bilingual computer training and access for adults, teens and children, as well as story times in English and Spanish and special programs for children and families. Also available are workshops, gaining and activities for teens, and workshops for limited English speaking adults. Bilingual tutoring for children and teens is provided in the Library Learning Center. The Main Library is open Monday through Thursday from 10:00 a.m. to 9:00 p.m., Friday and Saturday from 10:00 a.m. to 6:00 p.m. and Sunday 12:00 p.m. to 4:00 p.m. The Newhope Branch Library is located at 122 North Newhope Street, Santa Ana CA 92703. The Newhope Library provides all types of books and audiovisual materials in English, Spanish and Vietnamese for children and teens, as well as story times in English and Spanish and special programs for children, and supports a branch of the Santa Ana Public Library Teen Club. It offers computer access for adults, children and teens. Bilingual tutoring for children and teens is available in the Library Learning Center. The Newhope Branch Library is open Monday through Thursday from 2:00 p.m. to 7:00 p.m., Saturday from 10:00 a.m. to 5:00 p.m. and is closed on Friday and Sunday. I. SCOPE The City's goal is to provide deterrence against crimes of vandalism, theft and bodily injury at the two Library locations. The Contractor shall provide unarmed uniformed security services in and around the Library properties as requested by the City. Contract security personnel shall assist the Library in meeting its security objectives. II. RESPONSIBILITY OF CONTRACTOR The Contractor will provide four security guards (one to be at a CPO Supervisor level) each performing 64 hours of service per week to the Central Library location and one security guard performing 23 hours of service per week to the Newhope Branch Library for a total of 279 hours combined per week for the two locations, during normal operating hours. The Contractor shall perform the following: • Roving patrol of building interior, include — but not limited to the following tasks: 1. Ensure that alarms at all emergency access doors are activated. 2. Ensure that meeting rooms are locked when not in use. 3. Watch for drug activity, vandalism and graffiti, weapons, alcohol, open food containers and other acts that interfere with or disrupt library activities (Santa Ana Municipal Code §2- 602.1) 4. Verify that all exterior doors are locked after normal business hours. 25D -10 5. Hourly inspection of public restrooms. Advise library management of any maintenance or repairs needs. 6. Ensure that needles, syringes or other potentially hazardous material is reported and safely disposed. 7. Ensure that all patrons exit the library as closing time approaches • Roving patrol of exterior library area, include — but not limited to the following tasks 1. Ensure all exits are free from obstruction 2. Report unauthorized use of designated Library parking spaces 3. Ensure that needles, syringes or other potentially hazardous material is reported and safely disposed. 4. Verify that all dumpsters are locked. 5. Verify and report building exterior lighting deficiencies. • Check the security camera system daily to ensure that it is in good working order. Notify Library Management, if malfunctions occur. • Complete G4S incident and daily operating reports. Provide Library Management copies of reports on a weekly basis. • Complete Library electronic reports for incidents in which he /she is directly involved; take pictures, as needed, refer to camera files in documenting and identifying offenders. • Notify Santa Ana Police Department if police intervention is required. • Respond, as necessary, to other life safety duties as identified in post orders and standard operating procedures. • Direct patrons to areas within the Library and the Civic Center. • Report building maintenance and safety concerns as necessary. • Enforce the Safety and Security and Personal Conduct regulations outlined in the Rules of Conduct. • Mitigate various issues that arise in and around the Library based on Civic Center activity. • Escort employees, as needed, to parking locations. The Contractor shall provide all management, supervision, and overhead for all contractor employees and shall be solely responsible for instituting and invoking disciplinary action of employees not in compliance with Contractor's rules and regulations, as well as any other policy established by the contracting parties. The Contractor shall develop a comprehensive set of Post Orders documenting both general procedures as well as site - specific responsibilities. Post Orders shall be prepared prior to the 25D -11 commencement of the contract and must be reviewed and approved by the City with fifteen (15) days from commencement of contractor's services. All security officers will be required to read and verify they understand the Post Orders and at minimum, shall be tested during the on -the -job training period and at minimum annually during site inspections. The Contractor shall ensure hiring, training and administration of motivated and professional employees that meet or exceed both the Contractor's and the City's standards and support continuous performance of contract requirements. • Required guard qualifications: • Fully bilingual (English/Spanish) • Computer literate (basic skills: email, Microsoft Word) • Able to master or have experience in the use of the library's security camera system • First Aid. CPR, AED certified • Security experience in a position involving extensive public contact. • Demonstrated ability to handle and resolve conflicts in an effective manner • Demonstrated judgment in emergency situations • Good communication skills • Experience working with people with behavioral /mental health issues and /or criminal background • Professional demeanor with staff and patrons • Physical dexterity; ability to act with urgency in an emergency situation without detaining or striking the offender. The Contractor is responsible for the daily personal appearance of security personnel. The Contractor shall provide seasonal uniforms and weather - appropriate protective clothing necessary to identify staff as security guards. Security officers are prohibited from carrying weapons of any kind, including but not limited to: firearms, nightsticks, martial arts weapons or equipment, batons, or any chemical agent spray or liquid. The Contractor shall agree to remove from the site, whenever required to do so by the City, any contractor employee considered by the City to be unsatisfactory or undesirable, within the limits of any applicable laws. 25D -12 CENTENNIAL PARK Centennial Park is located at 3000 West Edinger Avenue, Santa Ana, CA 92704. The park covers 70.53 acres including baseball diamonds, basketball courts, the Dan Young Soccer Complex (four fields), a lake, a skate park, playground picnic areas, restrooms, a fire training facility, an adult education center and the Hector Godinez High School Facility. (Hector Godinez High School is located on Centennial Park property. The campus is not included in the area to be serviced, however, there should be communication between the successful proposer and the school district to effectively communicate truancy and other student related safety issues so that they can be effectively addressed by the school district.) I. SCOPE The City's goal is to provide deterrence against crimes of vandalism, theft and bodily injury at Centennial Park. II. RESPONSIBILITY OF CONTRACTOR The Contractor will provide security guard services approximately 20 hours per week at Centennial Park. The Contractor shall perform the following: • Perform roving patrols of interior and exterior building areas. • Complete incident and daily operating reports. • Respond as necessary to support other life safety duties as identified in post orders and standard operating procedures. • Direct patrons to areas within Centennial Park. • Report building maintenance and safety concerns as necessary. • Enforce Park rules as required. • Mitigate various issues that arise in and around Centennial Park. • Provide a bike or electric golf cart patrol. Bike patrol includes supplying the bicycle, ongoing maintenance of bicycle, safety equipment, including gloves, knee and elbow pads, and helmets and uniforms, including BDU pants and/or shorts, polo shirt and belt. Electric golf cart patrol includes supplying the golf cart, ongoing maintenance of the golf cart, any safety equipment and specialized uniforms, if required. The Contractor shall provide all management, supervision, and overhead for all Contractor's employees and shall be solely responsible for instituting and invoking disciplinary action of employees not in compliance with Contractor's rules and regulations, as well as any other policy established by the contracting parties. The Contractor shall develop a comprehensive set of Post Orders documenting both general procedures as well as site - specific responsibilities. Post Orders shall be prepared prior to the commencement of the contract and must be reviewed and approved by the City with fifteen (15) days from commencement of contractor's services. 25D -13 All security officers will be required to read and verify they understand the Post Orders and at minimum, shall be tested during the on- the -job training period, and at minimum annually during site inspections. The Contractor shall ensure hiring, training and administration of motivated and professional employees that meet or exceed both the Contractor's and the City's standards and support continuous perfonnance of contract requirements. The Contractor is responsible for the daily personal appearance of security personnel. The Contractor shall provide seasonal uniforms and weather- appropriate protective clothing necessary to identify staff as security guards. Security officers are prohibited from carrying weapons of any kind, including but not limited to: firearms, nightsticks, martial arts weapons or equipment, batons, or any chemical agent spray or liquid. The Contractor shall agree to remove from the site, whenever required to do so by the City, any contractor employee considered by City to be unsatisfactory or undesirable, within the limits of any applicable laws. 25D -14 THE SANTA ANA POLICE DEPARTMENT The Santa Ana Police Department is located at 60 Civic Center Plaza, Santa Ana, CA 92701. The property includes an administrative building, Jail facility, three -bay loading dock area, and a two -story parking structure for police and authorized vehicles. The administrative building and jail facility both have public lobbies and restrooms. The restricted area of the facility is walled with three security gates, two of which are used for ingress /egress. The north gate is used as a point of entry by authorized personnel only. The south gate is the main point of entry for all vendors, deliveries, and authorized personnel. Deliveries and vendors are allowed in through this gate during normal business hours. I. SCOPE The City's objective is to enhance security around the perimeter of the Police Headquarters and Jail facility and to control entrance to the facility via the south gate. Il. RESPONSIBILITY OF CONTRACTOR The Contractor is to provide one security guard, unanned, in standard fall uniform at the south gate. Shift Coverage: Monday -Friday 7:00 a.m. to 4:00 p.m. The security guard shall perform the following: • Utilize a Secure Trax device in performance of all duties. • Monitor and control entrance access to visitors, vendors, deliveries, etc. through the south gate • Issue Visitor and Vendor Parking permits to authorized personnel • Patrol the parking structure and report unauthorized vehicles parked within the facility • Watch for irregular or unusual conditions that may create security concerns or safety hazard • Perform roving patrols of exterior building areas The City reserves the option to increase or decrease the number of nightly or daily coverage, the hours of coverage, and the number of days per week requested with seven days written notification. The Santa Ana Police Department will conduct an abbreviated background investigation to supplement the background conducted by G4S. 25D -15 AS- NEEDED SECURITY FOR CITY LOCATIONS Contractor must provide for the possibility of providing immediate security guard coverage and related equipment at any location in the City. Security guard services include immediate security guard coverage due to a security breach at City Hall, any of approximately 15 local park clubhouses and community centers, a City parking structure, a community learning center, or other City location. Coverage must be provided within one hour for the duration of the period outlined. 25D -16 @ a ao c @ Y T Y 3 u N N a c Q @ Y_ 0 T Y U N s H EXHIBIT 6 25D -17 25D -18 G4S COST SHEET — AUGUST 1, 2016 TO MAY 31, 2017 Santa Ana Regional Transportation Center 40 hours per week of Custom Protection Officer Supervision 168 hours per week of Custom Protection Officers i 1 Patrol Vehicle (shared with Santa Ana Zoo) • 2 Secure TraxTM Devices Monthly Cost: $20,135.44 equals Annual Cost: $ 241,625 Santa Ana City Hall 108 hours per week of Custom Protection Officers • Average weekly hours • 2 Secure TraxTm Device Monthly Cost: _$ 10,193.93 Annual Cost: $ 122,327.16 Council Meeting Services • Approximately 20 hours per month of Custom Protection Officers Approximate Monthly Cost: $ 435 Approximate Annual Cost: $_ Santa Ana Zoo at Prentice Park 7 hours per week of Custom Protection Officers • Nightly vehicle patrol checks • 1 Security Vehicle (Posted at SAMLARC) Monthly Cost: _$ 660.66 equals Annual Cost: $ 7,928 Santa Ana Police Department 45 hours per week of Custom Protection Officer • Includes 5 hours of weekly Overtime Monthly Cost: $ 4 451.85 equals Annual Cost: $ 56.976.05 ($44,176.05+$12,800 contingency) Santa Ana Corporate Yard 118 hours per week of Traditional Security Officer I • 1 Secure TraxTM Devices Monthly Cost: $ 8,206.90 equals Annual Cost: $ 98,483.00 Santa Ana Library locations Page 1 of 2 25D -19 • 64 hours per week of Custom Protection Officer Supervision 192 hours per week of Traditional Security Officer II at Main Library • 23 hours per week of Traditional Security Officer I at New Hope Library 1 Secure TraxTM Device (Main Library) Monthly Cost: $ 22,425.78 equals (for services rendered effective August 1, 2016) Annual Cost: ____j224 _ 778(for services rendered effective August 1, 2016) *Previous Allocation: $79,777.20 (through July 31, 2016) New Allocation: $159, 777.87 ( to allow for additional services effective August 1, 2016) Contingency: $5,000 Annual Cost: $244,555.07 Centennial Park • 20 hours per week of Traditional Security Officer I 4 hours of weekly Overtime built in 1 Electric Golf Cart Patrol Monthly Cost: $ 1.514.07 equals Annual Cost: $ 18,169 As- Needed Security Annual Cost: up to $45,007 Traditional Security Officer —Level L• Hourly Pay Rate: $10.50 Hourly Bill Rate: $16.05/hour Traditional Security Officer— Level I1: Hourly Pay Rate: $11.00 Hourly Bill Rate: $16.76/hour Custom Protection Officer: Hourly Pay Rate: $14.00 Hourly Bill Rate: $21.78/hour Custom Protection Supervision: Hourly Pay Rate: $16.00 Hourly Bill Rate: $24.69 /hour Total Price Annual Cost Not to Exceed: $ 840,570.92 All charges for security guard services for this contract are included in the above total. Page 2 of 2 25D -20 CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: AWARD SITE LICENSE AGREEMENT TO CALIFORNIA YELLOW CAB FOR TAXI SERVICES AT THE SANTA ANA REGIONAL TRANSPORTATION CENTER (STRATEGIC �PLAN ' NO. �3, 1C ) / CITY MANAGER 10*is 711� 14'LlI 7T+�II�I�7 1 CLERK OF COUNCIL USE ONLY: _•R• ❑ 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 Clerk of the Council to execute a one -year site license agreement with California Yellow Cab for the term beginning August 3, 2016, through August 2, 2017, with three one -year extensions, exercisable by the City Manager, to compensate the City $6,000 annually for use of the license area for taxi services at the Santa Ana Regional Transportation Center, subject to nonsubstantive changes approved by the City Manager and City Attorney. DISCUSSION On June 17, 2015, the City released a Request for Proposals (RFP) for taxicab services at the Santa Ana Regional Transportation Center (SARTC). The company selected through this RFP process closed their business as of April 2016. Although there has been a decline in request for taxi cab services given alternative modes of transportation, taxicab services continue to be a requested service by commuters and patrons of SARTC. This required the City to release a second RFP to secure a new taxicab provider to service SARTC. An RFP was released on June 22, 2016, to solicit bids for a new contract. The RFP was advertised on the City's Planetbids online bid board. Staff also contacted Orange County Taxi Administration Program ( OCTAP), which is an association of Orange County cities and the County of Orange, created to coordinate taxicab service, oversee permitting, and provide other administrative functions. All taxicab companies registered with OCTAP were also notified of the RFP. Below is a summary of the proposals solicited and those received: 23 Taxicab Companies were notified via email 2 Santa Ana vendors were notified via email 1 Proposal received 1 Proposal received from a Santa Ana vendor 25E -1 Site License Agreement for Taxi Services at the Santa Ana Regional Transportation Center August 2, 2016 Page 2 The proposal received from California Yellow Cab Company is responsive to the RFP requirements. In addition, California Yellow Cab is second largest taxicab provider in the county, serving as contractor for the cities of Brea, Cypress, Fullerton, Garden Grove, Laguna Hills, Laguna Woods, Mission Viejo, Rancho Santa Margarita, and Villa Park, and also holding franchise agreements with City of Anaheim and John Wayne Airport. California Yellow Cab also provides a customer - friendly process for requesting cab services via telephone or via a smartphone application. Staff is recommending that California Yellow Cab be awarded the site license agreement for taxi services at the SARTC. The proposal submitted by this firm is consistent and reasonable. The agreement term will begin on August 3, 2016, and terminate on August 2, 2017, and includes options for three one -year renewals. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #3 - Economic Development, Objective #1 (implement a comprehensive Economic Development strategy to ensure that Santa Ana is a City with a vibrant business climate that is accessible, user - friendly and welcoming to all residents and visitors), Strategy C (promote and market Santa Ana specific strengths in the regional economy, including location, size of workforce, proximity to airport/trains, and availability of industrial /commercial opportunities such as 55- freeway corridor, South Main corridor, South Bristol Street, Harbor Blvd, Downtown, and Streetcar Corridor), FISCAL IMPACT Lease income in the amount of $6,000 annually will be received into the SARTC Concession -Taxi Stand Revenue Account (No. 06717002 - 53815) in FY 2016 -17 to be expended $5,500 in FY 2016 -17 and $500 in FY 2017 -18. Funds will be appropriated into the SARTC Contractual Services Expenditure Account (No. 06717650 - 62300) for routine maintenance. Frtd Mousavipour Executive Director Public Works Agency FM /MLM /GPL Exhibits: 1. Site License Agreement APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez y� Executive Director 9 Finance & Management Services Agency 25E -2 EXHIBIT 1 DO NOT RECORD SITE LICENSE AGREEMENT BETWEEN THE CITY OF SANTA APIA AND CALIFORNIA YELLOW CAB RFP NO. 16 °084 THIS LICENSE AGREEMENT ("Agreement ") is made and entered into this Ist day of August, 2016, by and between the City of Santa Ana, a charter city and municipal corporation, duly organized and existing under the constitution and laws of the State of California, herein referred to as "Licensor ", and California Yellow Cab, herein referred to as "Licensee ". RECITALS: A. The City of Santa Ana desires to provide taxi cab pick up and drop off services at the Santa Ana Regional Transportation Center as part of a multifaceted transportation system for patrons, After reviewing various proposals, City desires to contract for such services with Licensee. 8, Licensee represents that it is qualified to provide such taxi cab services to City. In undertaking the performance of this Agreement, Licensee represents that it is knowledgeable in its field and that any service performed under this Agreement will be performed in compliance with all required standards of the United States Department of Transportation and include all City, County, and State licenses. NOW THEREFORE, in consideration of the respective and mutual covenants and promises hereinafter contained and made, and subject to all terms and conditions hereof, the parties hereto agree as follows; ARTICLE 1 — TERMS OF LICENSE Section 1.01 License Area and Use (a) Licensor owns the real property described in Exhibit "A" attached hereto and made a part hereof (the "Property "), commonly known as The Santa Ana Regional Transportation Center ( "SARTC ") located at 1000 East Santa Ana Boulevard, Santa Ana, California. Licensor grants to Licensee the privilege of a personal, non - exclusive, revocable license ("License ") to encroach upon the "License Area ", as herein described and shown in general in Exhibit 1113", attached hereto and incorporated herein by reference, for the purpose of accommodating up to three (3) taxi cabs at any given time for pick Lip and drop off of passengers and for no other purpose. 25E -3 DO NOT RECORD (b) The right and permission of Licensee is subordinate to the prior and paramount right of Licensor to use the Property in its entirety for public purposes to which it presently is and may, at the option of Licensor, be devoted. Licensee undertakes and agrees to use the License Area and to exercise this License at all times in such manner as will not unreasonably interfere with the full use and ertjoyment of the Property by Licensor. (c) Licensee hereby acknowledges that title to the Property is vested in Licensor and agrees never to assail or resist the same, and further agrees that Licensee's use and occupancy of License Area shall be referable solely to the permission herein given. Section 1.02 Term (a) The term of the Agreement for the License Area ( "Term ") shall be one (1) year commencing on August 1, 2016 ("Commencement Date ") with three (3), one (1) -year extensions which arc exercisable at Licensor's sole discretion. Earlier termination of this License shall be in conformance with Section 5.02. Section 1.03 Compensation /Consideration (a) Upon the Commencement Date, Licensee shall pay to Licensor monthly compensation in the amount of $500.00 per month ( "Compensation ") for use of the License Area. Compensation will be due upon execution of this Agreement and thereafter on or before the 10th of each month, 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. A late charge of ten percent (10 %) shall be applied to any payment hereunder due but unpaid. (b) Licensee's monthly compensation payments shall be subject to an automatic annual adjustment of two and one -half percent (2.5 %) per year or CPI - Los Angeles — Riverside — Orange County, All Urban Consumers, whichever is greater, throughout the life of the Agreement. (c) For any Renewal Term, Licensee shall pay the then current compensation, increased by two and one -half percent (2.5 %) or CPI, whichever is greater. (d) Any holding over after the expiration of the Term or Renewed Tenn, with the consent of Licensor, shall be construed to be an extension from month to month and shall otherwise be consistent with the terms and conditions contained herein. 25E -4 DO NOT RBCORD Section 1.04 Non - Possessory Interest Licensor retains full possession of the License Area and Licensee will not acquire any interest temporary, permanent, irrevocable, possessory or otherwise by reason of this Agreement, or by the exercise of the permission given herein. Licensee will make no claim to any such interest. Any violation of this provision will immediately void and terminate this Agreement. Section 1.05 Non - Recording Neither party shall record this Agreement ARTICLE 2 —TAXES AND UTILITIES Section 2.01 Taxes Licensee is responsible for all taxes on the License Area. ARTICLE 3 — IMPROVEMENTS AND ACCESS Section 3,01 Licensee's Responsibilities. (a) Licensee shall hold title only to Licensee's property and any equipment placed on the License Area by Licensee. Licensee shall be responsible for the cost of repairing any damage to the License Area and will leave the License Area in satisfactory condition as approved in writing by Licensor. Licensee shall be required to remove all of its property /equipment upon expiration/termination of the License. Any personal property, equipment or other improvements that are not removed within thirty days of days of expiration/termination shall become the property of Licensor, at Licensor's option. (b) Each party shall provide access to the License Area to the other party, and its employees, agents, contractors and subcontractors, twenty -four (24) hours a day, seven (7) days a week Licensor represents and warrants that it has full rights of ingress and egress to and from the License Area, and hereby grants such rights to Licensee to the extent required to maintain, and operate within the License Area. Licensee's exercise of such rights shall not cause undue inconvenience to Licensor. (c) Licensee shall maintain License Area in a clean condition. Any special or intense cleaning, beyond routine maintenance, required to maintain the area in a clean condition, shall be the responsibility of the Licensee. Licensee shall at its sole cost and expense, be responsible for improvement 25E -5 DO NOT RECORD and repair of the License Area, the Property, or to access roadways or other nearby facilities occurring from damages caused by Licensee, its employees, agents, contractors, and subcontractors. All improvements and repairs are to be coordinated by the City utilizing City approved vendors. (d) Quiet Enjoyment. Upon Licensee paying the license fee reserved hereunder, and observing and performing all of the covenants, conditions, and provisions on Licensee's part to be observed and performed hereunder, Licensee shall have quiet possession of its License Area for the entire term hereof, subject to all the provisions of this License. (c) Licensee shall enforce a company dress code which will provide uniformity in the dress and appearance of all of its employees, as well as in the presentation of its vehicles, (f) All of the vehicles in Licensee's fleet must be kept clean, in good repair and a like -new condition. All vehicles shall be uniform in appearance and color, clearly displaying the company logo and phone number. (g) Licensee shall provide a list of the primary drivers for SARTC which shall be updated by Licensee periodically as needed. (h) Licensee shall provide taxicab service at the SARTC from 5:00 a.m. to 12:00 a.m. on a daily basis. During peak periods of 6:00 a.m. to 9:00 a.m. and 3:00 p.m. to 7:00 p.m., Monday through Friday, Licensee will provide a minimum of three taxis. (i) Licensee shall maintain its Orange County Taxi Administration Program (OCTAP) licensing and certification. Failure to maintain such OCTAP certification shall be cause for Licensor to immediately terminate this Agreement. (j) In addition to all responsibilities denoted above, Licensee shall perform all other services required by the Licenser's Request for Proposals (# I6 -084) and contained in Licensee's Proposal submitted July 8, 2016. Both documents shall be maintained by the City of Santa Ana Department of Public Works and the responsibilities contained therein are hereby set forth as if attached in their entirety and incorporated into this Agreement by reference. Section 3.02 Liens Licensee will not permit any mechanics' or materiatmens' or other liens to stand against the License Area by reason of any use or occupancy by Licensee, or any person claiming under Licensee. 25E -6 DO NOT RECORD AWFICLE 4 — INDEMNITY AND INSURANCE Section 4.01 Indemnification, Defense, Hold Harmless Licensee shall indemnify, defend, and hold harmless City, its officers, employees, agents and representatives, frorn and against any and all claims, demands, suits, arid causes of action, and from and against all losses and expenses (including attorney's fees,) liability, or consequential damages of any kind or nature arising out of or in connection with the Licensee's (or Licensee's subcontractors, if any) entry on or use of the License Area, other than damages resulting from City's gross negligence. Licensee further agrees to indemnify, hold harmless, and pay all costs for the defense of the Licensor, including fees and costs for special counsel to be selected by Licensor, 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. Licensor may make all reasonable decisions with respect to its representation in any legal proceeding. Section 4.02 Insurance Licensee shall obtain and furnish to Licensor a policy of commercial general liability insurance including motor vehicle coverage for all vehicles in Licensee's fleet of cars servicing the License Area. The policy shall indemnify Licensee and Licensor, its officers, agents and employees, while acting within the scope of their duties, against any and all claims arising out of or in connection with the License Area, and shall provide coverage in not less than the following amount: combined single limit bodily injury, personal injury and property damage, liability, of $1,000,000 per occurrence, $2,000,000 in the aggregate. Licensor also requires an Additional insured Endorsement in substantially similar form as Exhibit C. The policy shall name the City of Santa Ana, its agents, officers, employees and volunteers as Additional Insureds, and shall specifically provide that Licensee's insurance coverage shall be primary, Under no circumstances shall the above - mentioned insurance contain a "deductible" or any other similar form of limitation on the required coverage. Licensee is required to give the Licensor no less than thirty (30) days notice of cancellation or reduction in coverage. No cancellation provision in any insurance policy shall be construed in derogation of the continuous duty of Licensee to furnish insurance during the term of this Agreement. Failure to comply with the insurance provisions contained herein shall be deemed an event of default under this Agreement. Licensee shall maintain the required insurance certificates in accordance with the terms of this Agreement as well as pursuant to the Orange County'Faxi Administration Program (OCTAP) standards. Section 4.03 Certificates of Insurance; Additional Insured Endorsements 25E -7 DO NOT RECORD Prior to execution of this Agreement, Licensee shall furnish to Licensor certificates of insurance and additional insured endorsements to each of Licensee's insurance policies, subject to approval of the City Attorney, evidencing the foregoing insurance coverages as required by this Agreement; these certificates shall: provide the name and policy number of each carrier and policy; 2. shall state that the policy is currently in force; and 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 Licensor; and 4. Licensee shall provide the onsite Property Manager with an up to date list of the license plate numbers for each of its insured vehicles. 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 Licensor by Licensee under the Agreement. Licensor 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 ten (10) days of Licensor's request. ARTICLE 5 —TERMINATION AND DEFAULT Section 5.01 Termination in the Event of Casualty or Condemnation (a) In the event of any damage, destruction or condemnation of the License Area, which renders the License Area unusable or inoperable in Licenser's judgment, Licensee shall have the right, but not the obligation, to terminate the Agreement with respect to the subject License Area by giving written notice to Licensor within thirty (30) days after such damage, destruction or condemnation. If by virtue of such casualty or condemnation, Licensor determines that the License Area is no longer adequate for Licensee to continue its operations, or any repairs to the License Area have not been completed or cannot reasonably be completed within sixty (60) days from the date of the damage, destruction or condemnation. This License Agreement will become null and void. (b) In the event of condemnation, unless Licensee is allowed by the condemning authority to continue its operations in the License Area, this Agreement shall terminate as of the date title to the Property vests in the condoning authority or Licensee is required to cease its operations, whichever is earlier. If any property described herein or hereinafter added hereto is taken in eminent domain, the entire award shall be paid to Licensor. 25E -8 DO NOT RECORD Section 5.02 Termination /Events of Definilt (a) In the event of a monetary default by Licensee, Licensor shall provide written notice to Licensee detailing the amount owed and demanding payment. If the monetary default is not cured within fifteen (1 S) days of the written notice, Licensor may terminate the Agreement. (b) Licensor shall have at its sole discretion the option of terminating this Agreement if Licensee loses its license to provide taxi cab transportation services for any reason. Licensee shall notify the City immediately and in uniting of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for immediate termination of this Agreement. (c) Failure of Licensee to maintain current insurance coverage in the amounts and pursuant: to the terms contained herein shall constitute default of contract which shall be cause for immediate termination of this Agreement, (d) Failure of Licensee to maintain current OCTAP certification and required permits shall constitute default of contract which shall be cause for immediate termination of this Agreement by Licensor. ARTICLE 6 - /ASSIGNMENT, ABANDONMENT, DEFAULT, INSOLVENCY Section 6.01 Assignment Licensee may not assign this Agreement. This Agreement is personal to Licensee, and Licensee will not assign, transfer or sell this Agreement or any privilege hereunder in whole or in part, and any attempt to do so will be void and confer no right upon any third party. Section 6,02 Abandonment by Licensee Should Licensee breach this Agreement and abandon the License Area prior to the expiration of the Term or Renewal Term, Licensor Wray: (a) Continue this License in effect by not terminating Licensee's right to the License Area, in which event Licensor shall be entitled to enforce all of its rights and remedies under this Agreement, including the right to recover the compensation/consideration specified in this Agreement as it becomes due under this Agreement; or (b) Terminate this Agreement and recover from Licensee: 25E -9 DO NOT RECORD The amount necessary to compensate Licensor for all detriment proximately caused by Licensee's failure to perform its obligations under this Agreement, including the monthly license fee for up to six months, during which time City shall negotiate with another provider to obtain replacement taxi services. When such services are again in place, or after six months, whichever occurs first, Licensee's obligation to pay monthly license fee shall terminate. Section 6.03 Insolvency of Licensee The insolvency of Licensee as evidenced by a receiver being appointed to take possession of all or substantially all of the property of Licensee, or the making of a general assignment for the benefit of creditors by Licensee, or the filing of a petition in bankruptcy shall terminate this Agreement and entitle Licensor to re -enter and regain possession of the License Area, Section 6.04 Cumulative Remedies The remedies given to Licensor in this Agreement shall not be exclusive, but shall be cumulative and in addition to all remedies now and hereafter allowed by law or elsewhere provided in this Agreement. Section 6,05 Waiver of Breach The waiver by Licensor of any breach by Licensee of any of the provisions of this Agreement shall not constitute a continuing waiver or a waiver of any subsequent breach by Licensee either of the same or another provision of this Agreement. ARTICLE 7 — HAZARDOUS MATERIALS Section 7.01 A. At the time of execution of this License, Licensor warrants that the License Area is clean and contains no known hazardous materials. Licensee represents and warrants that it will comply with all environmental laws during the term of this License; its use of the License Area herein will not generate any hazardous substance, and it will not store or dispose on the License Area nor transport to or over the License Area any hazardous substance. Licensee further agrees to clean -up and remediate any hazardous substance on the License Area and Property, and hold Licensor harmless from and indemnify Licensor against any release of any such hazardous substance and any damage, loss, or expense or liability resulting from such release including all attorneys' fees, costs and penalties incurred as a result thereof. "Hazardous substance" shall be interpreted broadly to mean any substance or material defined or designated as hazardous or toxic waste, hazardous or toxic material, hazardous or toxic or radioactive substance, or other similar term by any federal, state or local envirommental' law, regulation or rule presently in effect or 25E -10 DO NOT RECORD promulgated in the future, as such laws, regulations or rules may be amended from time to time; and it shall be interpreted to include, but not be limited to, any substance which after release into the enviromnnent will or may reasonably be anticipated to cause sickness, death or disease. B. Licensee must keep its License Area clean and free of graffiti, trash and debris and any substances emitted from or related to maintenance of its vehicles, including but not limited to, substances such as oil; gasoline, transmission fluid, etc. AIdTICLE 8 — MISCELLANEOUS Section 8.01 Force Majeuie — Unavoidable Delays Should the performance of any act required by this Agreement to be performed by either Licensor or Licensee be prevented or delayed by reason of an act of God, strike, lockout, labor troubles, inability to secure materials, restrictive governmental laws or regulations, or any other cause except financial inability not the fault of the party required to perform the act, the time for performance of the act will be extended for a period equivalent to the period of delay, and performance of the act during the period of delay will be excused, provided, however, that nothing contained in this section shall excuse the prompt payment of compensation by Licensee as required by this Agreement or the performance of any act rendered difficult solely because of the financial condition of the party, Licensor or Licensee, required to perform the act. Section 8.02 Notice Any written notice or required submittals, given wider the terms of this Agreement, shall be delivered personally, or mailed, certified mail, postage prepaid, addressed to the party concerned as follows: To Licensor: and, Executive Director of the Public Works Agency City of Santa Ana 20 Civic Center Plaza (M -21) P.O. Box 1988 Santa Ana, CA 92702 Telefaesimile (714) 647 -5069 City Attorney City of Santa Ana 20 Civic Center Plaza (M -29) P.O, Box 1988 Santa Ana, CA 92702 Telefacsimile (714) 647 -6515 25E -11 DO NOT RECORD To Licensee: California Yellow Cab 520 West Dyer Road Santa Ana, CA 92707 Telefacsimile (714) 438 -0405 ATTN: Tim Conlon 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 telefeesimile, communication shall be effective or deemed to have been given twenty -four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. Section 8.03 Compliance with Laws Licensee shall at Licensee's own cost and expense comply with all statutes, ordinances, regulations, and requirements of all governmental entities, including federal and state, county and municipal, rotating to Licensee's use and occupancy of the License Area and whether such statute, ordinances, regulations, and requirements be now in force or hereinafter enacted. The judgment of any court of competent jurisdiction, or the admission by Licensee in a proceeding brought against Licensee by any government entity, that Licensee has violated any such statute, ordinance, regulation, or requirement shall be conclusive as between Licensor and Licensee and shall be considered grounds for termination of this Agreement by Licensor. Licensee will obtain all permits and other governmental approvals, required in connection with Licensee's activities hereunder, and update such permits/approvals as necessary. Section 8.04 Minding on heirs and Successors This Agreement shall be binding on and shall inure to the benefit of the heirs, executors, administrators, successors, and assigns of the parties hereto. The provisions of this Section shall not be deemed to be a waiver of any of the conditions against assignment set forth herein. Section 8,05 Partial Invalidity Should any provision of this Agreement be held by a, court of competent jurisdiction to be either invalid, void, or unenforceable, the remaining provisions of this Agreement shall M 25E -12 DO NOT RECORD remain in full force and effect unimpaired by the holding, so long as the reasonable expectations of the parties hereto are not materially impaired. Section 8.06 Waste or Nuisance Licensee shall not commit or permit the commission by others of any waste on the License Area. Licensee shall not maintain, commit, or permit the maintenance or commission or any nuisance as defined in Section 3479 and/or Section 3480 of the Cal #brnia Civil Code on the Premises or License Area; and Licensee shall not use or permit the use of the License Area for any unlawful purpose. Section 8.07 Repairs Licensee shall be required to make any repairs to the License Area occurring from damages caused by Licensee, its employees, agents, contractors, and subcontractors. All improvements and repairs are to be coordinated by the City utilizing City approved vendors. Section 8.08 Time of Essence Time is expressly declared to be of the essence in this Agreement Section 8.09 Governing Law This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that 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. Section 8.10 Survival Terms and conditions of this Agreement which by their sense and context survive the termination or expiration of this Agreement, shall so survive. Section 8.11 Conflict of Interest Licensee covenants that it presently has no interest and shall not have interests, direct or indirect, which would conflict in any manner with performernee of this License Agreement specified herein. Section 8,12 Attorney's Fees 25E -13 DO NOT RECORD In the event suit is brought by either party to enforce the terms and provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees. Section 8.13 Exclusivity and Amendment This Agreement constitutes the entire agreement and understanding between Licensor and Licensee respecting the License Area, the licensing of the License Area to Licensee, or the License Term herein specified, and correctly sets forth the obligations of Licensor and Licensee to each other as of its date. Any agreements or representations respecting the License Area or their licensing between the parties not expressly set forth in this instrument are null and void. This Agreement or any part of it may not be changed, altered, modified, limited or extended orally or by any Agreement between the parties, unless such Agreement is expressed in writing, signed and acknowledged by Licensor and Licensee, or their successors in interest. Section 8.14 Captions Captions used in this Agreement are for ease of reference only and shall not affect the construction or interpretation of this Agreement. Section 8.15 Non - Discrimination Licensee 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. Licensee affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 12 25E -14 DO NOT RECORD IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers the day, month and year first written above. ATTEST: CITE' OF SANTA ANA MARIA D. FlUIZAR DAVID CAVAZOS Clerk of the Council City Manager APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By: _ kyle llesen Dept y City Attorney RE,COMMENIDED FOR APPROVAL: LICENSEE: FRED MOUSAVIPOUR Executive Director Public Works Agency By: Title: Tax ID i* 13 25E -15 R� �,y^iv V t �. 1� F J � �j�' ,;,rQj✓ rieil..vJ { � r\y ppp 4 Yq�ig4 +� a i ii p t " -i55i' L i ^n r° 4 �SAAta�MA Re+71on �. �! ♦ i""' l 3i� i ;p�q'y� B! .a v^ � i,r, _ ter �?�,� �l %:. " v�'.•'`. t.�f"G �i�y'��iil� � �'1�L tY) 1 �y� ( ! M , p'A.g . aEs _ �t�� •� pb,� .may v� FF. ' 74js t tl`'m; .,i -31 , '` I'4 redR1 5^ i V t Y WAryi It A Wpw'� 1 O j iwi ' _ to In �a ;d & MArthvare �,# e � � j �; � : � �• ��4 °rF *.. .;? .itl �.k' »�§ i4i'� .n ✓,'��.jD �t ..��ii �C`.'� t'. r r= ..C+uI,Y S R" .s..a¢u ✓M �'i r ."�-LM e, i' pr 7f; Santa `MAt Reyioatnij pm., .. 1 ?Center �r 4 It r • ti r !ti yR S' s •- '0.x^ � ?i +��� 4 �J6 p1P , l r d� i f CC t r f e§- C60�n4; Alr iy IN J a�J ,Ff r DO NOT RECORD 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 snits 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 16 25E -18 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: AGREEMENT WITH THE STATE OF CALIFORNIA FOR TELEPHONE SERVICE REIMBURSEMENT {STRATEGIC PLAN NO. 4, 1} CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 s Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and the Clerk of the Council to execute an agreement with the State of California, Employment Development Department, to reimburse the City for telephone service costs, in an amount not to exceed $35,192, subject to nonsubstantive changes approved by the City Manager and City Attorney. DISCUSSION The State of California, Employment Development Department (EDD), shares office space at the Santa Ana WORK Center and also utilizes the city -owned telephone system. This agreement reimburses the City for the monthly telephone service charges and actual long distance and toll charges incurred by the EDD staff. The agreement term will be for two years from July 1, 2016 through June 30, 2018 in the amount of $35,192. STRATEGIC PLAN ALIGNMENT Approval of this item assists the City in meeting Goal #4 - Fiscal Sustainability, Objective #1 (Maintain a stable, efficient and transparent financial environment). FISCAL IMPACT Funds will be deposited into the WORK Center's One Stop Program Communications account (no. 12318751 - 62010). 25F -1 Agreement to Reimburse August 2, 2016 Page 2 R ert C. ort Telephone Service Special Assistant to the City Manager City Manager's Office DS /sb Exhibit: 1. State of California Agreement APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director Finance & Management Services Agency 25F -2 STATE OF CALIFORNIA STANDARD AGREEMENT STD. 213 (Rev GOAM) AGREEMENT NUMBER f k,- 1. This Agreement is entered into between the State Agency and the Contractor named below: STATE AGENCYS NAME Employment Development Department COMPACTORS NAME City of Santa Ana Work Center 2. The term of this Agreement is: July 1, 2016 through June 30, 2018, or upon final approval. 1 The maximum amount $35,192.00 of this Agreement is: Thirty Five Thousand One Hundred Ninety Two Dollars and No Cents 4. The parties agree to comply with the terms and conditions of the following exhibits which are by this reference made a part of the Agreement. Exhibit A Scope of Work 1 Page Attachment A -1 Specifications 1 Page Exhibit B Budget Detail and Payment Provisions 1 Page Attachment B -1 Budget Detail 1 Page Attachment B -2 Contract Rate Sheet 1 Page Exhibit C " General Terms and Conditions GTC 610 Exhibit D Special Terms and Conditions 1 Page ( s5hilainij City A4terney items hown with an Asterisk(), are hereby incorporated by reference and made part of this Agreement as if attached hereto. These documents can be viewed at www. dgs. ca. govloislResourceslStandardGontractLanguage .aspx IN WITNESS reement has been executed by the hereto. CONTRACTOR — ODNTRACTOR'S NAAAE Rfoiher than an individual, atala whether a corpvalion, partneishlp, eta.) City of Santa Ana Work Center — ____ BY lAuthorimd Sigmvnxa) DATE SIGNED (na 1VbPe) PRINTED NAME AND TITLE OF PERSON SIGNING David Cavazos, City Manager ADDRESS 1000 E Santa Ana Blvd Suite 200, Santa Ana, CA 92701 — STATE OF CALIFORNIA — - — — AGENCYNAME Employment Development Department BY lAUthwiietl Synah+rn) DATE SIGNED (Uonot lypc) PRINTED NAME AND TITLE OF PERSON SIGNING Xochitl Montano, Manager, Contract Services Group ADDRESS 722 Capitol Mall, MIC 62 -C, Sacramento, CA 95814 -- — . _......._... - - -- - -- California Department of General Services use Only [X] Exempt per: DGS Exemption Letter No. 54.4 EXHIBIT A (Standard Agreement) SCOPE OF WORK EDD Agreement No. M7103008 EDD /City of Santa Ana Page 1 of 1 1. This Agreement Is entered into by and between the Employment Development Department, hereinafter referred to as EDD, and the City of Santa Ana, hereinafter referred to as Partner, for the purpose of reimbursing the Partner for the EDD's share of the telephone service costs at the Santa Ana One -Stop Career Center located at 1000 Santa Blvd in Santa Ara, CA. The EDD is co- located at this site under the Workforce Investment Act mandate. 2. The services shall be reimbursed in accordance with Attachment A -1, Specifications, Attachment B -1, Budget Detail Sheet and Attachment B -2, Contract Rate Sheet. 3. The project representative during the term of this Agreement will be: State Agency Employment Development Department Ana Martini 1000 E. Santa Ana Blvd. Suite 103 Santa Ana, CA 92701 Phone: (714) 565 -2680 Fax: (714) 558 -4664 Contractor City of Santa Ana Deborah Sanchez 1000 E. Santa Ana Blvd. Suite 200 Santa Ana, CA 92701 Phone: (714) 595 -2621 Fax: (714) 565 -2602 25F -4 EDD Agreement No. M7103008 EDD /City of Santa Ana Page 1 of 1 ATTACHMENT A -1 (Standard Agreement) SPECIFICATIONS The EDD agrees to utilize the Partners telephone services at the Santa Ana County One -Stop Career Center located at 1000 E. Santa Ana Blvd., Suite 200, Santa Ana, CA 92701. The term of this Agreement shall be July 1, 2016 through June 30, 2018 or upon final approval. The total amount of the fiscal and variable telephone services charges of this Agreement shall not exceed Thirty Five Thousand One Hundred Ninety Two Dollars and No Cents ($35,192.00). See Attachment B -1, Budget Detail Sheet. The contract amount is based on the estimated cost of service as shown in Attachment B -2, Contract Rate Sheet. Telephone Service Scenarios The EDD staff will utilize the Partner (Career Center) telephone services. The partner agrees to provide the EDD staff with proprietary telephone system instruments attached. Telephone services shall include, instrument, installation, cross connects, dial tone access, long distance access, programming, voicemail, maintenance, and shared incoming trunk cost. The partner agrees to coordinate the specific line appearance and ring programming of the EDD staff telephone instruments with the EDD Voice Operations Unit and the local office manager. EDD staff instruments shall restrict 900, 976, 3'd party, caller ID, and international calls. The Partner agrees to perform Moves, Adds, and Changes, (MAC's) to EDD assigned system instruments. The Partner also agrees to perform MAC's for peripheral EDD lines and instruments not connected to the partner telephone system. Peripheral lines are identified as fax, modem, Unemployment Insurance direct connects, etc. The Partner agrees to invoice the Department, in arrears, for applicable one -time charges. The Partner agrees to invoice the Department (EDD) monthly in arrears for the agreed upon ongoing telephone service charges, and, actual long distance and toll charges incurred by the EDD staff using the partner telephone system. Long distance and toll charges shall be itemized by station number in a monthly cost accounting report that will be made available to the EDD manager. 25F -5 EDD Agreement No, M7103008 EDD /City of Santa Ana Page 1 of 1 EXHIBIT B (Standard Agreement) BUDGET DETAIL AND PAYMENT PROVISIONS 1. Invoicing and Payment a) The total amount of this Agreement shall not exceed Thirty Five Thousand One Hundred Ninety Two Dollars and No Cents ($35,192.00). b) Invoices may be submitted monthly in triplicate, in arrears, and must reference the EDD Agreement Number M7103008, and shall be forwarded to: Employment Development Department Attention: Ana Martini, Operation Manager EPM II 1000 E. Santa Ana Blvd Suite 103 Santa Ana, CA 92701 2. Budget Contingency Clause It is mutually understood between the parties that this Agreement may have been written before ascertaining the availability of congressional and legislative appropriation of funds, for the mutual benefit of both parties, in order to avoid program and fiscal delays which would occur if the Agreement were executed after that determination was made. This Agreement is valid and enforceable only if (1) sufficient funds are made available by the State Budget Act of the appropriate State Fiscal Year(s) covered by this Agreement for the purposes of this program; and (2) sufficient funds are made available to the State by the United States Government or by the State of California for the Fiscal Year(s) covered by this Agreement for the purposes of this program. In addition, this Agreement is subject to any additional restrictions, limitations or conditions established by the United States Government and /or the State of California, or any statute enacted by the Congress and Legislature, which may affect the provisions, terms or funding of the Agreement in any manner. The parties mutually agree that if the Congress and/or Legislature does not appropriate sufficient funds for the program, this Agreement shall be amended to reflect any reduction in funds. The EDD has the option to terminate the Agreement under the 30 -day termination clause or to amend the Agreement to reflect any reduction of funds. 3. Prompt Payment Clause Payment will be made in accordance with, and within the time specified in, Government Code § 927, et seq. 25F -6 �¢o din Q. � a � V UW O W i; y ' J W GO), F0 � � W ro p t � � W v 25F -7 � I to I �� � � 1. � i I•-N I i 0- O `O N �F :M GM1 IL m C D t0 r I .0 O° N C O C c C � E 'y � iV ti eq I ¢I N pia N 0 0 I t Vi V C G4 � U m } W zp o OOO t`5 to . W4 O O N }}- UW N d �. cb m tp �o i o 0 O IL to lz 1-W o 000 �tio i C-c R fA F- N N � 9D y , V W aNO pNp to j N cq n Sit n N H M J i N m 0 ra e» vi m p iz u4 i i I I I lc o' --� I d w = o v ¢ D d o 4 O } E N O ri I 6 to 0 0 O m W N C to C fYi C VI L (n N (4 q 0 (oo o FW^ N N N N LOW)! O I� I 25F -7 ATTACHMENT B -2 (Standard Agreement CONTRACT RATE SHEET SANTA ANA ONE -STOP Item Basic rate for phone service including line, Equipment, Voice mail and EDD's share of DID and Pt -to -Pt circuits. Long distance and toll charges including incoming and outgoing calls. Moves, Adds, and Changes (Technician) City of Santa Ana as of 4/14/2016 Page 1 of 1 25F -8 EDD Contract No. M7103008 EDD /City of Santa Ana Page 1 of 1 Monthly Cost $31.00 per line Actual cost varies monthly and is billed in arrears. $ 85 /hr, Including equipment EDD Agreement No. M7103008 EDD /City of Santa Ana Page 1 of 1 EXHIBIT D (Standard Agreement) SPECIAL TERMS AND CONDITIONS 1. Settlement of Disputes In the event of a dispute between EDD and the Partner over any part of this Agreement, the dispute may be submitted to non - binding arbitration upon the consent of both EDD and the Partner. An election for arbitration to this provision shall not preclude either party from pursuing any remedy for relief otherwise available. 2. Workforce Innovation and Opportunity Act MON Contractor agrees to conform to nondiscrimination provisions of the Workforce Innovation and Opportunity Act (WIOA) and other federal nondiscrimination requirements as referenced in 29 CFR, Part 37. 3. Termination Clause This Agreement may be terminated by EDD by giving written notice to the Partner 30 days prior to the effective date of such termination. 4. Agency Liability The Partner warrants by execution of this Agreement, that no person or selling agency has been employed or retained to solicit or secure this Agreement upon agreement or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide established commercial or selling agencies maintained by the Partner for the purpose of securing business. For breach or violation of this warranty, the State shall, in addition to other remedies provided by law, have the right to annul this Agreement without liability, paying only for the value of the work actually performed, or otherwise recover the full amount of such commission, percentage, brokerage, or contingent fee. 5. Force Maieure Neither party shall be liable to the other for any delay in or failure of performance, nor shall any such delay in or failure of performance constitute default, if such delay or failure is caused by "Force Majeure." As used in this section, "Force Majeure" is defined as follows: Acts of war (e.g., riots and strikes) and acts of God (e.g., earthquakes, floods, and other natural disasters) such that performance is impossible. 25F -9 25F -10 R 0 0 __ y 0 C CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: AGREEMENT FOR DISTRIBUTION FACILITIES EASEMENT TO THE COUNTY OF ORANGE AND RIGHT OF ENTRY AGREEMENT ON SANTA ANA BOULEVARD AND FLOWER STREET (STRATEGIC PLAN NO. 5, 2A) CITY MANAGER CLERK OF COUNCIL USE ONLY: :^-c• >r ❑ As Recommended ❑ As Amended ❑ Ordinance on 1a' Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER 1. Authorize the City Manager and the Clerk of the Council to execute an agreement with the County of Orange to grant a public utility easement within the Civic Center, subject to nonsubstantive changes approved by the City Manager and City Attorney. 2. Authorize the City Manager and Clerk of the Council to execute a Right of Entry and License Agreement with the County of Orange to grant a revocable encroachment permit to install a fiber optic utility on Santa Ana Boulevard and Flower Street. DISCUSSION On February 4, 2008, the City Council approved Agreement 2008 -031 to grant the County of Orange a distribution facilities easement within the City's real property in the Civic Center. The easement allowed for the replacement of aging utilities, including new power and chilled water lines as part of the County's Central Utility Facility (CUF) upgrade project. Since 1968, the CUF has provided utility services to government buildings in the Civic Center, including City property. As part of the County's long term strategic development plan for the CUF's original utility systems, additional infrastructure improvement is recommended to replace aging systems with more energy efficient and environmentally responsible systems to accommodate the County's CUF full electrical and thermal capacity. New chilled water lines and a new fiber optic cable will pass through the City's parking structures and Plaza to serve City and other Civic Center buildings (Exhibit 1). 25G -1 Easement and Right of Entry for the County of Orange August 2, 2016 Page 2 In order to install and maintain the utilities, the County will require easements within the City's real property (Exhibit 2). In addition, an underground fiber optic line will be installed on Flower Street and Santa Ana Boulevard right -of -way to serve the existing County buildings (Exhibit 3). The proposed fiber optic line is situated outside the jurisdictional limits of the Joint Powers Agreement (JPA) between the City of Santa Ana and the County Orange, and will be owned and maintained by the County rather than a public utility. City staff has reviewed the easement and right of entry locations, and supports the donation of this public utility easement and agreement for a revocable encroachment permit. The recommended action would result in approval of the Easement Deed and Agreement (Exhibit 4) which covers the terms for use of the easement and its legal description, and approval of the Right of Entry and License Agreement (Exhibit 5) which covers the terms and legal description for the area on Santa Ana Boulevard and Flower Street. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #5 — Community Health, Livability and Engagement & Sustainability, Objective #2 (expand opportunities for conservation and environmental sustainability), Strategy A (complete the City's Climate Action Plan with measures to address water conservation, energy efficient buildings (City and community) and greenhouse gas emissions. Include as part of the plan an awareness, outreach and education component). ENVIRONMENTAL IMPACT In accordance with the California Environmental Quality Act, on January 26, 2016 the Orange County Board of Supervisors adopted Final Mitigated Negative Declaration number IP 14 -362 for this project. No further action is needed. FISCAL IMPACT is no fiscal imoaact associated with this action. Frei Mousavipour Executive Director Public Works Agency Exhibits: 1. Civic Center Utilities Locations Layout 2. Utility Easements Locations Layout 3. Fiber Optics License Area 4. Easement Deed and Legal Description 5. License and Right of Entry Agreement 25G -2 CIVIC CENTER DRIVE ---------------------- .It-------- - -- -- -. —G — <Owo SACK M SIDEWALK. LIBRARY PARKING LIBRARY STRUCTURE I I FOUNTA Y _ F. _ PLAZA ROSS ANNEX TO COGENERATION FACILITY ! PARKING T-- ANO OTHER BIJ LOINGS W (PLAZA OF THE FLAGS) TY HALL ....F—.— .— ._._._J F F7 PARKING STRUCTUR LEGEND: — w — WATER LINE - -F- -FIBER CONDUIT I�EXISTING PARKING WALL STRUCTURE NOT TO SCALE I tl OTHER i SUIIDINGS W W Cr Ln W'- I N , J) I0 . 0= EXHIBIT 1 SANTA ANA Title City council AGREEMENT TO GRANT A SECOND DISTRIBUTION P�.^ Agenda Dale: FACILITIES EASEMENT TO COUNTY OF ORANGE THROUGH THE CITY'S CIVIC CENTER PROPERTY, AND RIGHT August 2, 2016 ENTRY AGREEMENT TO INSTALL FIBER OPTIC CABLE me woxs ARwy I IN FLOWER STREET AND SANTA ANA BOULEVARD 25G -4 CIVIC CENTER DRIVE i S \° LEGEND: m PROPOSED UTILITY EASEMENT NOT TO SCALE EXHIBIT 2 w w i� N N N 0 SANTA ANA Title: City Council AGREEMENT TO GRANT A SECOND DISTRIBUTION r endo Dote+ FACILITIES EASEMENT TO COUNTY OF ORANGE THROUGH u THE CITY'S AMC CENTER PROPERTY, AND RIGHT U Or August 2, 2096 ENTRY AGREEMENT TO INSTALL FIBER OPTIC CABLE w9e*OR$AUKY I IN FLOWER STREET AND SANTA ANA BOULEVARD IN 25G -6 25G -8 RECORDED AT THE REQUEST OF AND WHEN RECORDED MAIL TO: County of Orange CEO Real Estate Services 300 N. Flower Street Santa Ana, CA 92703 Recording Fee Exempt Per Government Code 27383 And Also Exempt From Payment Of Documentary Transfer Tax THIS SPACE FOR RECORDER'S USE ONLY Project: Civic Center Cogeneration Expansion Project Parcel No.: GA401 -279 & GA401 -260 SECOND EASEMENT DEED AND AGREEMENT This Second Easement Deed and Agreement is made _, �,� ___,2016, by and between CITY OF SANTA ANA, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California, hereinafter known as "GRANTOR," and the COUNTY OF ORANGE, a political subdivision of the State of California, hereinafter referred to as "GRANTEE." GRANTOR has previously granted easements for the Civic Center Cogeneration Project to the GRANTEE by that Easement Deed and Agreement recorded on March 18, 2008 as Instrument No, 2008000124173, Official Records in the Office of the County Recorder of Orange County, FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, GRANTOR hereby grants to GRANTEE, its successors and assigns; An additional non - exclusive perpetual easement over, along, under, and across all that certain real property, described in "Exhibit A" and shown on "Exhibit B ", and described in "Exhibit A -1" and shown on "Exhibit B -1 ", attached hereto and made a part hereof (hereinafter referred to as "Easement Area"), to construct, lay., install, and upgrade pipelines, conduits, equipment, and other related fixtures and appliances for the transmission of electricity, communications, steam, and chilled water (hereinafter referred to as "Distribution Facilities ") and to Inspect, reconstruct, maintain, and repair said Distribution Facilities. It is understood and agreed by the parties hereto and their successors and assigns, that said easement and right of way herein granted shall be subject to the following terms and conditions: EXq&T 4 'I. DEFINITIONS "Agreement" means this Second Easement Deed and Agreement, "County" means the County of Orange, Actions to be taken by County under this Agreement shall be taken by the Board of Supervisors of the County of Orange, which executed this Agreement or its representatives specifically authorized to take such actions under this Agreement. "City Engineer" means the City Engineer of the City of Santa Ana. 2. JOINT EXERCISE OF POWERS AGREEMENT GRANTOR and GRANTEE entered into a Joint Exercise of Powers Agreement ( "JPA ") dated January 17, 1966, which was amended and restated on September 30, 2014 and created a joint powers agency known as the Orange County Civic Center Authority (hereinafter referred to as "Authority„ ) to develop a comprehensive Civic Center for the purpose of orderly construction and maintenance of various governmental facilities, including the City of Santa Ana and County governments, and accessory structures. The Distribution Facilities Project is consistent with the orderly development of the Civic Center as provided in the JPA and such improved and upgraded facilities will benefit the Civic Center including GRANTOR's and the Authority's property. GRANTEE's use of the Easement Area shall be specifically limited to the use set forth above in this Agreement. GRANTEE, at GRANTEE's sole cost, shall comply with all applicable laws, rules and regulations now or hereafter promulgated pertaining to its permitted use of the Easement Area. GRANTEE acknowledges and agrees that GRANTOR shall have unrestricted ingress and egress and use of the Easement Area at all times. 3. MAINTENANCE OF EASEMENT AREA GRANTEE and its contractors, agents, and employees shall have the right of access to and from the Easement Area at all times for the purpose of exercising the rights herein granted. Should it be necessary for GRANTEE to disturb the surface of the Easement Area at any time, GRANTEE agrees to provide GRANTOR's City Engineer or designee a thirty (30) day advance written notice and to obtain written approval of all plans for construction, reconstruction and major repair and/or maintenance prior to commencement thereof. Said approval shall not be withheld unreasonably. in the event of an emergency situation, GRANTEE shall notify GRANTOR's City Engineer or designee within twenty -four (24) hours of any necessary improvements, modifications or repairs. Any such Improvements, modifications or repairs constructed by GRANTEE on an emergency basis must nevertheless not unreasonably Interfere with GRANTOR's use of the Easement Area. Under the rights granted herein: a) any excavation made shall be made in such a manner as will cause the least injury to the surface of the ground around such excavation, b) the earth so removed by such excavation shall be replaced, c) the surface of the ground shall be promptly restored as existed prior to excavation to the reasonable satisfaction of the City Engineer or designee, d) GRANTOR's improvements shall be protected in place, e) GRANTEE shall be solely responsible for the cost of repair or replacement of GRANTOR's 25G -10 improvements if such improvements are damaged due to GRANTEE's actions, and f) GRANTEE shall address any potential security issues with the City of Santa Ana Building Maintenance Superintendent or designee prior to access. At all tunes when exercising the rights granted herein, GRANTEE shall do so as to maintain GRANTOR's access to and from GRANTOR's facilities in a manner acceptable to GRANTOR, All facilities installed by GRANTEE pursuant to this Agreement shall be used and maintained by GRANTEE in good repair and in safe condition in accordance with all applicable laws, rules and regulations. GRANTEE shall provide and pay for GRANTOR's alternative parking within the Civic Center during periods of maintenance to the satisfaction of the City Engineer or designee. Said approval shall not be withheld unreasonably. 4. HOLD HARMLESS GRANTEE shall defend, indemnify and save harmless GRANTOR, its officers, agents, and employees, from and against any and all claims, demands, losses, or liabilities of any kind or nature which GRANTOR, its officers, agents, and employees may sustain or incur or which may be imposed upon them for Injury to or death of persons, or damage to property as a result of, or arising out of, the negligence of GRANTEE, its officers, agents, employees, subtenants, invitees, or licensees, in connection with this Agreement and use of the Easement Area by GRAN"T"EE. Likewise GRANTOR shall defend, indemnify and save harmless. GRANTEE, its officers, agents, and employees from and against any and all claims, demands, losses, or liabilities of any kind or nature which GRANTEE, its officers, agents, and employees may sustain or incur or which may be imposed upon them for injury to or death of persons, or damage to property as a result of, or arising out of, the negligence of GRANTOR, its officers, agents, employees, invitees, or licensees, in connection with the ownership, maintenance, or use of the Easement Area. 49�fi)�C+II� T:�Mz►i>�1>� GRANTEE shall be responsible for and shall defend, indemnify, and hold GRANTOR, its officers, directors, employees, agents, and representatives harmless from and against all claims, costs, and liabilities, including attorneys' fees and costs, arising out of or in connection with the use and disposal of Toxic Materials on the Easement Area by GRANTEE, if the use and disposal of Toxic Materials on the Easement Area by GRANTEE results in contamination or deterioration of water or soil resulting in a level of contamination greater than maximum allowable levels established by any governmental agency having jurisdiction over such contamination, GRANTEE shall promptly take any and all action necessary to clean up such contamination. Nothing in this Second Easement Deed and Agreement is intended nor shall anything in this Second Easement Deed and Agreement be construed to transfer to GRANTEE or its successors or assigns or to relieve GRANTOR or its successors or assigns or predecessors in title now, has, has had, or comes to have with respect to human health or the environment, Including but not limited to responsibility or liability relating to hazardous or toxic substances or materials (as such terms as those used in this sentence are defined by statute, ordinance, case law, governmental regulation or other provisions of the law). Furthermore, GRANTEE may exercise its right under law to bring action, if necessary, to recover cleanup costs and penalties paid, if any, from GRANTOR or any others who are ultimately determined by a court of competent jurisdiction and/or a federal, state or local regulatory or administrative governmental agency or body having jurisdiction, to have 25G -11 responsibility for said hazardous or toxic substances or materials upon, within, or under the real property interests transferred pursuant to this Second Easement Deed and Agreement. Likewise, nothing in this Second Easement Deed and Agreement is intended nor shall anything in this Easement Deed and Agreement be construed to transfer to GRANTOR or its successors or assigns or to relieve GRANTEE or its successors or assigns or predecessors in title now, has, has had, or comes to have with respect to human health or the environment, including but not limited to responsibility or liability relating to hazardous or toxic substances or materials (as such terms as those used in this sentence are defined by statute, ordinance, case law, governmental regulation or other provisions of the law), Furthermore, GRANTOR may exercise its right under law to bring action, if necessary, to recover cleanup costs and penalties paid, if any, from GRANTEE or any others who are ultimately determined by a court of competent jurisdiction and /or a federal, state or local regulatory or administrative governmental agency or body having jurisdiction, to have responsibility for said hazardous or toxic substances or materials upon, within, or under the real property interests transferred pursuant to this Second Easement Deed and Agreement. e. REMOVAL AND /OR ABANDONMENT GRANTEE agrees that in the event the services for which said facilities were constructed are discontinued and GRANTEE is not required by law, rule, or regulation of any governmental authority to furnish said services, or in the event the use of the facilities ceases for a period of more than one (1) year without written notice from GRANTEE to GRANTOR of the circumstances affecting such suspension and of GRANTEE's intention to resume usage of the facilities, GRANTEE, at GRANTOR's request and at no cost to GRANTOR, shall remove and /or abandon any portion of said facilities owned, operated, and /or maintained by GRANTEE. The scheduling for such removal or abandonment shall be mutually approved by GRANTOR and GRANTEE. Fallowing such removal /abandonment, GRANTEE, at no cost to GRANTOR, shall restore the Easement Area to the condition that existed prior to the granting of the easement, to GRANTOR's satisfaction. In the event of such removal and /or abandonment, GRANTEE shall execute and record in the Official Records of Orange County, California, a Quitclaim Deed sufficient to remove the encumbrance of this easement from title to the Easement Area. RELOCATION GRANTEE agrees that in the event the Distribution Facilities at any time interfere with the use, repair, or improvement of GRANTOR's property, GRANTEE shall, within two (2) years of receipt of written notice from GRANTOR, relocate said facilities to a site within GRANTOR's property, at GRANTEE's cost. The relocation site, relocation costs, scheduling, and coordination shall be mutually approved by GRANTOR and GRANTEE. GRANTEE shall furnish GRANTOR with a revised document containing terms and conditions similar to those contained herein. & REVISION OF LEGAL DESCRIPTION In the event that attached "Exhibit A" and/or "Exhibit A -1" is subsequently found to inaccurately describe the location of said facilities, the parties agree that a revised "Exhibit A" and/or "Exhibit A -1" and "Exhibit B" and /or "Exhibit B -1" will be prepared and recorded which will replace and supersede said "Exhibit A" and/or "Exhibit A -1" and "Exhibit B" and /or "Exhibit B -1 ". Said revision of Exhibit "A ", "Exhibit A -1 ", "Exhibit B ", and "Exhibit B -1" will not affect, alter or change this Agreement, Furthermore, this Agreement shall be deemed to be 4 25G -12 amended and will relate back and be in place as of the initial date of this Second Easement Deed and Agreement prior to said revision of "Exhibit A" and/or "Exhibit A -1" and "Exhibit B" and /or "Exhibit B-1". Said revision shall be accomplished by recording an amendment to this agreement after approval of the revised exhibits by the City Engineer or designee. 9. EXCEPTIONS AND RESERVATIONS GRANTOR hereby reserves for itself and its successors and assigns, such surface, subsurface, and aerial rights as will not interfere with or prohibit the reasonable use by GRANTEE, its successors and assigns, of the rights and easements herein granted. Upon the effective date of this Agreement, or any easement relocation as mentioned hereirabove, GRANTOR shall not place or permit any improvements on the Easement Area which will Interfere with the reasonable full enjoyment by GRANTEE of the easement rights hereby granted. This grant is subject to all matters of record including but not limited to contracts, leases, licenses, easements, liens, encumbrances, covenants, conditions, restrictions, reservations, rights, rights of way and claims of record or apparent or of which GRANTEE has actual notice which may affect the Easement Area, and the use of the word "grant" herein shall not be construed as a covenant against the existence of any thereof. 10. SUCCESSORS AND ASSIGNS The terms, covenants, and conditions contained herein shall apply to and bind the heirs, successors, executors, administrators, and assigns of the parties hereto. 11. CALENDAR DAYS Any reference to the word "day" or "days" herein, shall mean calendar day or calendar days, respectively, unless otherwise expressly provided. 11 ATTORNEY'S FEES In any action or proceeding brought to enforce or interpret any provision of this Agreement, or where any provision hereof is validly asserted as a defense,, each party shall bear Its own attorney's fees and costs, 13. AMENDMENTS No alteration or variation of the terms of this Agreement shall be valid unless made in writing and signed by the parties hereto, and no oral understanding or agreement shall be binding on any of the parties unless incorporated herein. Any amendment or cancellation of this Agreement shall be recorded in the Official Records of the County of Orange. 14. AUTHORITY The parties to this Agreement represent and warrant that this Agreement has been duly authorized and executed and constitutes the legally binding obligation of their respective organization or entity, enforceable in accordance with its terms. 5 25G -13 '15. WAIVER OF RIGHTS The failure of GRANTOR or GRANTEE to insist upon strict performance of any of the terms, covenants, or conditions of this Agreement shall not be deemed a waiver of any right or remedy that GRANTOR or GRANTEE may have, a waiver of the right to require strict performance of all the terms, covenants, and conditions of this Agreement thereafter, or a waiver of any remedy for the subsequent breach or default of any term, covenant, or condition of this Agreement. 16, CONSTRUCTION AND RELOCATION Any portion of the Distribution Facilities traveling or penetrating through the existing structures adjacent to or below GRANTOR's City Nall shall be vertically limited between the underside of ceiling beams and finished floor elevations of basement structures although GRANTOR approved attachments or supports for said pipelines and fixtures shall be permitted to said ceiling beams or finished floor as required. Should an additional vertical easement space be needed below the basement floor then it shall not be below the bottom of the building footing or the bottom of any building pile cap. Vertical clearances shall meet the requirements of the current applicable California Building Code at the time of application for permit. Distribution Facilities traveling or penetrating through the parking structure between the County Courthouse and GRANTOR's City Library shall also be vertically limited between the underside of ceiling beams and finished floor elevations for the particular level of this structure that is entered by these facilities. GRAN'T'OR approved attachments or supports for said pipelines and fixtures shall be permitted to said ceiling beams or finished floor as required. GRANTOR approved penetration of the particular level (or levels) required to reach the terminus of the facilities shall also be permitted as required. GRANTEE shall apply for and obtain all permits from GRANTOR for construction and relocation work. The Distribution Facilities within the structures shall be placed entirely within the Easement Area, spaced with reasonable clearances from existing facilities and uses and each line shall be specifically identified. GRANTEE shall cooperate in a reasonable manner upon receipt of a written notice from GRANTOR to relocate such facilities within existing structures to allow for necessary modifications to any and all existing GRANTOR's facilities or structures. GRANTOR shall coordinate such modifications with GRANTEE to minimize the amount of said relocation and disruption of GRANTEE's services. GRANTEE acknowledges and allows the presence of the existing structures and lesser rights to remain within the Easement Area. During construction of the Distribution Facilities, all reasonable efforts shall be made by GRANTEE to protect existing facilities in place whether said facilities are GRANTOR's facilities or other public utility facilities. Should any relocation of any portion of said existing facilities be desired then said relocation shall be approved by GRANTOR, which approval shall not be unreasonably withheld. The rights granted herein are subject to GRANTEE returning the surface of the land being granted to its original condition or as reasonably possible to the satisfaction of the 0 25G -14 City Engineer or designee as determined and approved in writing by the City Engineer or designee upon completion of any construction, which approval shall not be unreasonably withheld. GRANTEE shall provide and pay for GRANTOR'S alternative parking within the Civic Center and provide continuous access to the structures during periods of construction and relocation to the satisfaction of the City Engineer or designee. Said approval shall not be unreasonably withheld. 17. VENUE The parties hereto agree that this Agreement has been negotiated and executed in the State of California and shall be governed by and construed under the laws of California. In the event of any legal action to enforce or interpret this Agreement, the sole and exclusive venue shall be a court of competent jurisdiction located in Orange County, California, and the parties hereto agree to and do hereby submit to the jurisdiction of such court, notwithstanding Code of Civil Procedure Section 354. Furthermore, the parties hereto specifically agree to waive any and all rights to request that an action be transferred for trial to another County. 18, NOTICES All notices, documents, correspondence, and communications concerning this Agreement shall be addressed as set forth in this paragraph, or as the parties may hereafter designate by written notice, and shall be sent through the United States mail, duly registered or certified with postage prepaid. Any such mailing shall be deemed served or delivered twenty -four (24) hours after mailing. Each party may change the address for notices by giving the other party at least ten (10) calendar days prior written notice of the new address. Notwithstanding the above, GRANTOR and GRANTEE may also provide notices, documents, correspondence, or such other communications to the other party by personal delivery, electronic mail, or facsimile and, so given, shall be deemed to have been given upon receipt if provided by personal delivery, electronic mail, or facsimile. GRANTEE County of Orange CEO Real Estate Services 300 N. Flower Street Santa Ana, CA 92703 -5000 Attn: Manager County of Orange OCPW, Central Utility Facility 525 N. Flower Street Santa Ana, CA 92703 Attn: Manager 25G -15 City of Santa Ana Public Works Agency P. O. Box 1988 Santa Ana, CA 52702 Attn: City Engineer 19 ATTACHMENTS TDDOCUMENT This document includes the following, which are attached hereto and made a part hereof: & Exhibit A- Legal Description — Easement Area (Parcel G/\4O1~270) B. Exhibit B^Plat Map ' Easement Area (Parcel GA4U1-278) C. Exhibit A^1— Legal Description ~ Easement Area (Parcel gA4O1'28V} D, Exhibit D-1~ Plat Map — Easement Area (Parcel GA401'28U\ IN WITNESS WHEREOF, the parties have executed this Easement Deed and Agreement the day and year first above written. Approved as to Form: By: GRANTOR #1 fly A4ttoy CITY 0F SANTA ANA Clerk of the Council I ������ �����U�� 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 COUNTY OF On , 20 _s before me, Notary Public, personally appeared _ who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is /are subscribed to the within instrument and acknowledged to me that he /she /they executed the same in his /her /their authorized capacity(ies), and that by his /het /their signatur(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and offioial seat.. Signature 25G -17 (SEAL) Approved as to Form: Office of the County Counsel Change County, California By: — ...._.___ Deputy Date: GRANTEE COUNTY OF ORANGE., a political subdivision of the State of California Scott D. Mayer Chief Real Estate Officer County Executive Office Pursuant to Section 1 -4 -220 of Codified Ordinances of the County of Orange ACKNOWLEDGMENT A notary public or other officer completina, this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA COUNTY OF On 20__,, before me, Notary Publio, _ personally appeared _ , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is /are subscribed to the within instrument and acknowledged to me that he /she/they executed the same in his /her /their authorized capacity(ies), and that by his /her /their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State, of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature 10 25G -18 (SEAL) CERTIFICATE OF ACCEPTANCE This is to certify that the interest in real property conveyed by the within deed or grant to the COUNTY OF ORANGE, a political subdivision of the State of California, is hereby accepted by the undersigned officer or agent on behalf of the Board of Supervisors of Orange County, California, pursuant to authority conferred by Ordinance adopted June 9, 2015 b the said Board of Supervisors, and the COUNTY OF ORANGE consents to recordation thereof by its duly authorized officer. COUNTY OF ORANGE Dated: By Scott Mayer, Chief Real Estate Officer, County Executive Office Pursuant to Section 1 -4 -220 of the Codified Ordinances of the County of Orange Approved as to Form Office of the County Counsel Orange County, California Lute: Deputy t1 25G -19 EXHIBIT "A" Legal Description Those certain strips of land, in the City of Santa Ana, County of Orange, State of California, being portions of the Map of Stout's Addition to Santa Ana, as shown on the map filed in Book 6, Page 28 of Miscellaneous Maps, in the office of the County Recorder of Orange County, California; Portions of the Plat of Geo W. Ford's Addition to Santa Ana, as shown on the map filed in Book 25, Page 62 of Miscellaneous Records of Los Angeles County, California; together with a portion of Van Ness Avenue (Abandoned per Resolution No. 57 -264, recorded in Book 4082, Page 105, Official Records of said County), snore particularly described as Follows: Parcel GA401 -279: A strip of land 6.00 feet wide, the centerlino of said strip being described as follows: Commencing at the centerline intersection of Ross Street, 60 feet wide, and Civic Center Drive (formerly Eighth Street), as shown on Record of Survey No. 95 -1031, filed in Record of Survey Book 149, Pages 49 to 50, Records of Orange Coranty, California; thence along the conterthne of said Ross Street South 00 103'34" West (shown as North 00 °37'23" West on said Record of Survey) 316.26 feet to the True Point of Beginning of this strip description; thence South 89 °54'39" West 49.36 feet to a point hereinafter referred to as Point `A'; thence conth -mirng South 89 °54'39" West 47.14 feet to a point hereinafter referred to as Point ''B'; thence continuing South 89 °54'39" West 11.31 feet to a point hereinafter referred to as Point 'C'; thence through the following three (3) courses: 1. North 90"00'00" West 139.94 feet; 2. South 45 °00'00" West 39.68 feet; 3. North 90 °00'00" West 82.07 feet to a point hereinafter referred to as Point'V; thence continuing North 90 °00'00" West 30.26 feet to the East line of Parcel 1, as described in the document recorded in Book 9946, Page 76, OfTioial Records of said County, as shown on Record of Survey No. 95 -1031, tiled in Record of Survey Book 149, Pages 49 and 50, and the Point of Terminus of this strip description. The sidelines of said strip of land are to be lengthened or shortened so as to terminate westerly in said East line of Parcel 1. Together with a strip of Iand 16.00 feet wide, the centerline of said strip being described as follows: Beginning at the hereinabove described Point 'A'; thence South 89 154'39" West '16,00 feet to the Point of "Terminus of this description, Together with a strip of land 6.00 feet wide, the centerline of said strip being described as follows: D. Woolley & Associates, Inc,, 2832 Walnut Avenue, Suite A, Tustin, California 92780 Page 1 of 3 25G -20 Beginning at the hereinabove described Point `B'; thence through the following three (3) courses: 1. South 44 °54'39" West 5.69 feet; 2. North 90 °00'00" West 16,98 feet; 3. North 44 105'28" West 5.59 feet to the Point of Terminus of this description, Together with a strip of land 6.00 feet wide, the centerline of said strip being described as follows: Beginning at the hereinabove described Point `C'; thence through the following three (3) courses; 1. Noith00 °01'18" West 73,85 feet; 2. North 45 °01'18" West 24.84 feet; 3. South 89 158'42" West 36,51 feet to a point hereinafter referred to as Point 'D'; thence continuing South 89 058'42" West 6,19 feet; thence North 00 100'00" West 10,92 feet to the Point of Terminus of this description. Together with a strip of land 6.00 feet wide, the centerline of said strip being described as follows: Beginning at the. hereinabove described Point 4D'; thence North 00 000100" West 31.22 feet to the Point of Terminus of this description, Together with a strip of land 6.00 feet wide, the centerline of said strip being described as follows: Beginning at the hereinabove described Point `E'; thence North 00 °00'00" West 24.81 feet to the beginning of a tangent curve concave to the southwest, having a radius of 5,00 feet; thence northwesterly along said curve through a central angle of 45 135139 ", a distance of 3.98 feet; thence North 45 135139 West 33.65 feet to the beginning of a tangent curve concave to the northeast, having a radius of 5.00 feet; thence northerly along said carve through a central angle of 45 °35'39 ", a distance of 3.98 feet; thence North 00 °00'00" West 5.65 feet to the Point of Terminus of this description Excepting fiorn the above described Parcel GA401 -279, any portion lying within Ross Street, 60 feet wide and said Parcel 1. The above described land contains 3,952 square feet, more or less. Subject to all matters of record, if any. As more particularly shown on Exhibit "B" attached hereto and made a part hereof. D. Woolley & Associates, tR0„ 2832 Walnut Avenue, Suite A, Tustin, California 92780 Page 2 of 3 25G -21 This legal dcrcription is not intended for use in the conveyance of land in violation of the 5nhdivision Map Act ofthe SlatcofCa litbrnia. Pt-eparcd undm t17e direction ot`. I'revor D. Rice, VLS 8862 Signed: 06/15/16 D. Woollcv cl'-. n6SOCIlIWC , Inc., 2833 Walnut Avanac. Suitc ;A, I us(in, Calilornia k)270i7 I tt��c 3 o['3 25G -22 EXHIBIT 191399 PORTIONS OF GEO W. FORD'S ADDITION TO SANTA ANA, M.R.L,A, 25/62, STOUT'S ADDITION TO SANTA ANA, M.M. 6/28; AND VAN NESS AVENUE (ABANDONED), RECORDS OF ORANGE COUNTY, CALIFORNIA CIVIC CENTER DRIVE POC SCALE: (FORMERLY EIGHTH STREET) 1' = 40 ?- 30' N 30, Vim, u Z M ED w w PARCEL GA401.279 U) � SLOCK'N 3,952 S.F. �$ � '0 — — — — _ — ) 6,00' �i L h o POINI ° z i L43 --J �5 TPOB w - ^. — Z' -1b6 - - RIOTS: w • L57 9.36' Lu a POINT'S' SEE SHEET 2 FOR LEGEND POINT'A' 30' 30' Me a / �lof L.A. IS/ 25 f SURVEYOR'S STATEMENT: THIS EXHIBIT WAS PREPARED BY ME OR UNDER MY DIRECT SUPERVISION. / TR VOR 0. RICE P. L. SS. N0. 8862 SIGNED: 6/15/16 W oo. ey c�' �s50ciat-0s - SHEET 'I OF 2 DATE: 6/15/15 2832 WALNUT AVENUE, SUITE A PRAWN BY:--TD R TUSTIN, CA 92780 4) 734 -•8462 FAX (71 h) 508 -7521 CHKD. BY: DEW 25G -23 1, I�P L42 - N45'01'18 "W 24.84' L43 - 589`54'39 "W 11.31' L50 - S44'54'39 "W 5.69' L51 - N90'00'00 "W 16.98' L52 N44'05'28 "W 5,59' L55 - S89'54'39 "W 96,50' L56 - S89'54'39 "W 16.00' L57 - S89'54'39 "W 31.14' FILE NO.: 14052 F; \2014 Jobs \14052 - Jocobs - Orange County Civic CenOr Campus Survey \Easement Documents\ PL -LEGL- PARCEL GA401• -279 (old 6) —.,n n — �m RnRiR EXHIBIT VUBWW PORTIONS OF GEO W. FORD'S ADDITION TO SANTA ANA, M.R•L.A. 25/62, STOUT'S ADDITION TO SANTA ANA, M.M. 6/28; AND VAN NESS AVENUE (ABANDONED), RECORDS OF ORANGE COUNTY, CALIFORNIA BUILDING 26 PUBLIC LIBRARY FORDS ADDIITROW 5f5 POINI Ld (K j2 W b Us., co PARCEL GA401-279 L44. 3,952 S.F. Lq OIL m M IS 5 7 to 100 C c 40' SCALE; N90,00,00"w C1 PARCEL GA401 -279 7- POINT'S' 3,952 S.F. 30.26' 82,07", Ile 11900700"w E. LINE PARCEL 1, 90+6/76, G.R. AS SHOWN ON R.S.B. 149/49-50 — — — — — — — — LU o r, 20 U 56, LJ VS J) 20 LEGEND: LINE IDATA- CURVE DATA. M.M.. — MISC. MAPS L42 — N45'O'I'18"W 24.84' C1 — D = 45'3 5'39" M.R,L.A. — MISC. RECORDS OF L.A. COUNTY L44 — 589'58'42"W 36,51' C2 R = 5,00' NO. — NUMBER L45 — NOO'00'00"W 10.92' L = 3.98' O,R, — OFFICIAL RECORDS L4,6 — S89'58'4-2"W 6.19' POO — POINT OF COMMENCEMENT L47 — N00'CO'00 "W 31,22' S.F. — SQUARE FEET L48 — S45'00'00"W 39-68' NOTE' TPOS — TRUE POINT OF BEGINNING L49 — NOD'00'00"W 24.81' - R. S, B. — RECORD OF SURVEY BOOK L53 — N45'33'39"W 33.65' SEE SHEET 1 FOR (XX) — RECORD DATA PER R.S.13 149/49-50 L54 — NOD'00'00"W 5.65' SURVEYOR'S STATEMENT ,w I D. Woolley &- Associqt�o i SHEET 2 OF 2 --- I DATE: 6/15/16 2832 WALNUT AVENUE, SUITE A TUSTIN, CA 92780 [DRAWN BY. TUR 734- -7521 1 CHKID, BY: DEW 25G-24 FILE NO.: 14052 F:\2014. JQbo\14052 — Jacobs — Orange County Civic Center Campus Survey\Fasoment Documents\ PL—LML—1 ARCEL GWI-279 (old 6) -v4n — ?o1FmmG EXHIBIT "A -1„ Legal Description Those certain strips of land, in the City of Santa Ana, County of Orange, State of California, being portions of the Map of the Ross Addition to Santa Ana, as shown on the map filed in Book 3, Page 534 of Miscellaneous Records of Los Angeles County, California; together with a portion of Sixth Street (Abandoned), more particularly described as follows: TI ';t A strip of land 6.00 feet wide, the centerline of said strip being described as follows: Commencing at the centerline intersection of Ross Street, 60 Feet wide, and Civic Center Drive, as shown on Record of Survey No. 95 -1031, filed in Record of Survey Book 149, Pages 49 to 50, Records of Orange County, California; thence along the centerline of said Ross Street South 00 "03'34" West (shown as North 00 037'23" West on said Record of Survey) 655.09 feet; thence leaving said centerline of Ross Street, North 89 °56'26" West 403.40 feet to the True Point of Beginning of this strip description; thence North 89 "24'30" West 118.13 feet to a point hereinafter referred to as Point 'X; thence South 00 °00'00" West 55.88 feet; thence South 70 °34'09" Cast 123.11 feet; thence South 00 °00'00" West 27.92 feet to the Point of Terminus of this description. Together with a strip of land 6.00 feet wide, the centerline of said strip being described as follows: Beginning at the hereinabove described Point 'A'; thence North 89 °24'30" West 6.72 feet to the Point of Terminus of this description. Containing 1,972 square feet. See Exhibit "B" attached hereto and made a part hereof. This legal description is riot intended for use in the conveyance of land in violation of the Subdivision Map Act of the State of California. . CMPM)�" Prepared under the direction of: Trevor D. Rice, PLS 8862 Signed: 06/13/16 B. Woolley &, Associates, Inc., 2832 Walnut Avenue, Suite A. Tustin, C,tlilomiia 92750 llagc I of I 25G -25 EXHIBIT "BA" PORTIONS OF ROSS ADDITION TO SANTA ANA, M.R.L.A. 3/534 AND SIXTH STREET (ABANDONED), RECORDS OF ORANGE COUNTY, LEGEND: CALIFORNIA M.R.L.A. - MISC. RECORDS OF L.A. COUNTY POD - POINT OF COMMENCEMENT TPOB - TRUE POINT OF BEGINNING (XX) - RECORD DATA PER R.S.B. '14.9/49 -50, UNLESS NOTED OTHERWISE. h EMI raws Aoarr 01(� - Z CJ 0 1190Z Z F o MA M b v .W PARCEL GA401- 280 — Nag '2430 "W `'•...124.85' 6.72' POINT "A" 11 16'13III', SOXTH STREET - 60' U/IDD ' (ABANDONED)" PARCEL GA401 -2 LOICK "Cl 09'C /7 0 — — --il CIVIC CENTER _ DRIVE POC O ul N EMI a� N89'56'26 "W •,. 4� W LIJ °I (n BO I Q C� I 1 ROSS ADDMON SURVEYOR'S STATEMENT: THIS EXHIBIT WAS PREPARED BY ME OR UNDER MY DIRECT SUPERVISION, D, — OR D. RICE P.L.S. N0. 8862 SIGNED: 06/13/16 D. Woolley &Associates TM SHEET 1 OF 1 DATE: 6/13/16 2832 WALNUT AVENUE, SUITE A DRAWN BY. BJM TUSTIN, CA 92780 714) 734 -8462 FAX (714) 508 -7521 I CHKD. BY: TDR 25G -26 I SCALE: 1" = 4Q' LINE DATA" L1 - SOO'00'00 "W 55.88 L2 - SCO'00'00 "W 27,92' FILE NO.: 14052 F: \2014 Jobs \14052 - Jocobs - Orange County Civic Center Campus Survey \Easement Doournonts\ PL— LEGL— PARCCI. CA401 -280— RIGHT OF ENTRY AND LICENSE AGREEMENT THIS RIGHT OF ENTRY AND LICENSE AGREEMENT ( "Agreement ") is made and entered into this _clay of , 2016 by and between the CITY OF SANTA ANA, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California, (hereinafter referred to as the "CITY "), and the COUNTY OF ORANGE, a political subdivision of the State of California (herein referred to as "LICENSEE "), with respect to the following: RECITALS A. LICENSEE owns that certain property located at 300/320 N. Flower Street, Santa Ana, CA, described in Assessor's Map, Book 405, Page 16 as Assessor Parcel Number (APN) 405 - 162 -17 (hereinafter "Premises 1 "), which is occupied by the Orange County Public Works agency and the Sheriff - Coroner department. B. LICENSEE owns that certain property located at 308 N. Olive Street and 1015 W. Third Street, Santa Ana, CA, described in Assessor's Map, Book 405, Page 16 as APN 405- 161-42 and 405 - 161 -43 (hereinafter "Premises 2 "), which LICENSEE operates as parking structure for parking of Premises 1. C. CITY owns or has an casement for public street /road purposes along, above and under the public street commonly known as Santa Ana Boulevard (hereinafter "Street "), which. abuts Premises l and 2 and was recorded on June 17, 1991 as Instrument No. 91- 306621 as Parcel Map No. 90 -251 filed in Book 263, page 37 and 38 of Parcel Maps in the Office of the County Recorder of County of Orange, State of California. D. LICENSEE desires a license to install, maintain and repair a fiber optic cable and handhole from Premises i to Premises 2 (hereinafter "License Area 1 "), which are below and on the surface of the Street, as described in Exhibit A and depicted in Exhibit B, attached hereto and incorporated by reference. NOW, THEREFORE, for good and valuable consideration, LICENSEE and CITY do hereby agree as follows: Right of Entry and License. Provided that all of the terms and conditions of this Agreement are fully satisfied, as of the Effective Date of this Agreement CITY hereby grants to LICENSEE and its employees, agents and contractors the nonexclusive, non- assignable, personal, revocable right and license to install under the Street surface, a 2" conduit with the capacity to run a fiber optic cable from Premises 1 to Premises 2 and one (1) handhole. It is expressly understood that this Agreement does not in any way whatsoever grant or convey any rights of possession, easement or other cognizable property interest in said Street. Said License shall include the right to install, maintain and repair said fiber optic cable in License Area 1. EXHIBIT 5 Page I of 8 25G -27 2. Licensee's Duties By execution of this Agreement,, LICENSEE agrees for itself and on behalf of its employees, agents, consultants and contractors as follows: a. All work performed by LICENSEE on License Area I shall comply with the current edition of the Standard Specifications for Public Works Construction (Green Boo DC and all applicable CITY Ordinances, Standards and Specifications currently in effect. The work, including method of installation and limits of constriction of the fiber optic cable shall be depicted on a plan and shall be subject to review inspection and approval by the City Engineer. Any contractor performing work shall first obtain an excavation permit from the CITY. The LICENSEE shall endeavor to maintain and repair the License Area 1 from private property owned or controlled by LICENSEE, if practical. Any maintenance or repair of the conduit or its contents via the CITY's right of way shall require the LICENSEE to apply for and obtain an excavation permit from the CITY. b. LICENSEE accepts full responsibility for all damages and restoration and agrees to reimburse CITY for performing all work and furnishing all materials to correct any failure to comply with the rules and terms hereof and all applicable CITY regulations. C. All work shall be done by a State Licensed Contractor with the appropriate classification. In addition, the contractor shall possess a current CITY Business License, d. Traffic. Traffic control shall comply with CITY Standard Plan No. 1125F and the Work Area Traffic Control Handbook (WATCH). Amber lights must be maintained at night. Any street closure shall comply with CITY Standard Plan No 1125F. e. Fire Hydrant permits shall be obtained from the Public Works Agency before water is obtained from any public hydrant. f. LICENSEE or its contractor shall patch all authorized street cuts to CITY Standards, including baekfilling with 90 percent relative compaction and temporary AC pavement. LICENSEE or its contractor shall place permanent patch within 30 days of placing the temporary patch. A CITY Street Construction Inspector must be present to inspect placement of backfill and both temporary and permanent patches. g. Refuse, rubble, gravel, dirt or unused materials shall be removed on a daily basis and final cleanup shall take place within 3 clays after completion of the work. If not so removed, CITY will remove such refuse, rubble, gravel, dirt or unused materials at LICENSEE's expense, including the current call -out charge. 11. UTILITY MARKINGS. Upon completion of the installation work, or any necessary service work, LICENSEE shall require that its contractor shall remove all painted Page 2 of 8 25G -28 utility markings using the removal method acceptable to the inspector. LICENSEE or its contractor shall register the fiber optic cable with, and maintain its presence in the Underground Service Alert (Digalert) database. i. LICENSEE shall provide plans for the project on CITY Standard Sheets and shall provide as -built plans when installation is complete. j. CITY's grant of this License does not authorize entry onto, or commencement of work at Premise 1 and 2. LICENSEE shall be solely responsible for obtaining all necessary authorizations of the property owner(s) of any such Premises, to install, maintain and repair fiber optic cable at Premise 1 and 2. CITY shall have no responsibility to indemnify said property owner(s) for liability arising from the installation, maintenance or repair of such fiber optic cable on Premise t and 2. 3. General Terms and Conditions. a. Insurance. Prior to undertaking performance of work under this Agreement, LICENSEE shall obtain, and maintain for the duration of this Agreement, and shall require its Contractor to obtain and 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 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 ofS1,000,000 per occurrence, $2,000,000 in the aggregate. Such insurance shall be endorsed to (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. The following requirements apply to the insurance to be provided by LICENSEE pursuant to this section: LICENSEE shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. 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. ii. If LICENSEE fails or refuses to produce or maintain the insurance required by this section or fails or refuses to t unish CITY with required proof that insurance has been procured and is in force and paid for, CITY shall have the right, at its election, to forthwith terminate this Agreement. Page 3 of $ 25G -29 b. LICENSEE shall not permit any mechanics, materialman's or other liens of any kind or nature ( "Liens ") to be tiled or enforced against the License Area 1 in connection with this Agreement. LICENSEE shall indemnify, defend and hold harmless CITY, its officers, employees and agents, from all liability for any and all liens, claims and demands, together with costs of defense and reasonable attorneys' fees, arising from any Liens. CITY reserves the right, at its sole cost and expense, at any time and from time to time, to post and maintain on the License Area 1, or any portion thereof, or on the improvements on the License Areal, any notices of non - responsibility or other notice as may be desirable to protect CITY against liability. In addition to, and not as a limitation of CITY's other rights and remedies under this Agreement, Should LICENSEE fail, within ten (10) days of written request from CITY, either to discharge any Lien or to bond for any Lien, or to defend, indemnify, and hold harmless CITY from and against any loss, damage, injury, liability or claim arising out of a Lien, then CITY, at its option, may elect to pay such Lien, or settle or discharge such Lien and any action or judgment related thereto and all costs, expenses and attorneys' fees incurred in doing so shall be paid to CITY, as applicable, by LICENSEE upon written demand. c. LICENSEE shall not have any interest in the License Area 1 or be entitled to any reimbursement or repayment for any work performed upon the License Area t pursuant to this Agreement. d. LICENSEE may not encroach upon the License Area 1 for any other purpose or business than that specified in Paragraph 1, above, other than pedestrian purposes already available to members of the general public, without obtaining the prior written consent of the CITY's Executive Director of the Public Works Agency. e, CITY will not be held responsible for loss of, or damage to, any improvements rnade by LICENSEE in the License Area 1. f. This License is made subject and subordinate to the prior and continuing right of CITY to use the public right -of -way, 4. Indemnity. LICENSEE hereby agrees to defend, indemnify and hold the City of Santa Ana and its officers, officials, members, employees, agents and representatives, harmless from and against any and all loss, damage, injury, liability, claim, cost or expense (including, without limitation, reasonable attorneys' fees, expert: witness fees, court costs, and expenses) arising from or attributable to the activities of LICENSEE or any of its employees, agents, consultants or contractors upon the License Areas pursuant to this Agreement, except for loss, damage, injury, liability, claim, cost or expense arising from the negligence or misconduct of the CITY, its officers, officials, members, employees, agents, or representatives. All use of and entry upon the License Area I shall be at the sole cost, risk and expense of LICENSEE. LICENSEE acknowledges and understands that should this Agreement be deemed by the County of Orange to create a possessory interest subject to property taxation, that LICENSEE shall be subject to the payment of property taxes levied on such interest, and that it shall defend, indemnify and hold the City of Santa Ana and its officers, officials, members, employees, agents and representatives, harmless from and against any and all such claims. Page 4 of S 25G -30 License Fees. At the time of the street work permit issuance, all outstanding fees associated with the license processing, street improvement plan- check and street work permit shall be paid in full by LICENSEE. 6. Revocation. CITY may revoke this License, at will, upon Nine (9) months' notice in writing to the LICENSEE. Notices. Any notice to be given by either party shall be deemed to be properly served if deposited with the United States Postal Service, or other acceptable mailing service, postage prepaid, to the addresses below: TO CITY: Clerk of The Council City of Santa Ana 20 Civic Center Plaza (M -30) P.O. Box 1988 Santa Ana, California 92702 With courtesy copy to: TO COUNTY: Scott D. Mayer Chief Real Estate Officer CEO, Real Estate Services 300 N. Flower Street Santa Ana, CA 92703 Executive Director of the Public Works Agency City of Santa Ana 20 Civic Center Plaza (M -21) P.O. Box 1988 Santa Ana, California 92702 $. Termination of Occupa" ncy. a. LICENSEE accepts the License Area 1 in an "as is" condition and upon termination or revocation of this License, LICENSEE shall, at its own cost and expense, remove any improvements installed, as stated below, and maintained by LICENSEE and surrender possession of the License Area l to the CITY in good order and repair and as nearly practicable to the state and condition in which it existed prior to the grant of this License, to the satisfaction of CITY. The LICENSEE shall not be required to remove or relocate its fiber optic cables from the street right-of-way unless the fiber optic cables improvements substantially interfere with other CITY- related public projects. If fiber optic conduit is relocated, updated as -built plans shall be provided to City by the County. Page 5 of S 25G -31 b. In the event LICENSEE fails, neglects or refuses to remove said improvements, as stated above, and restore the License Areas, such removal and restorations may be performed by CITY, at LICENSEE "s expense, which expense LICENSEE agrees to pay to CITY upon demand. y. Miscellaneous a. Choice of Law. This Agreement is to be governed by, and construed in accordance with, the laws of the State of California. b. Remedies. Either party shall, in addition to all other rights provided herein or as may be provided by law, be entitled to the remedies of specific performance and injunction to enforce its rights hereunder, except to the extent expressly provided to the contrary in this Agreement. All rights and remedies under this Agreement are cumulative and no one of them shalt be exclusive of any other, and each party shall have the right to pursue any one or all of such rights and remedies or any other remedy which may be provided by law, whether or not stated in this Agreement, except to the extent expressly provided to the contrary in this Agreement. C. Counterparts. This Agreement may be executed in two (2) or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. d. Non - Liability of Public Officials. No officer, employee, member, agent or representative of CITY shall be personally liable to LICENSEE, or any successor in interest, in the event of any default or breach by CITY, or for any amount which may become due to LICENSEE or its successor, or for any breach of any obligation of the terms of this Agreement. e. Effective Date. This Agreement shall become effective on the date first set forth above. f Assignment. LICENSEE shall not record, hypothecate, assign or attempt to record, hypothecate or assign this personal License. Any attempt by LICENSEE to record, hypothecate or assign this License shall automatically terminate this License Agreement and render this License void and invalid for all purpose. IN WITNESS WHEREOF, the parties hereto have entered into this Agreement as of the date first set forth above. [SIGNATURES ON NEXT PAGE] page 6 of 8 25G -32 Attest: Maria D. Auizar Clerk of the Council Approved as to form: r Vos Sandoval. iief Assistant City Attorney Recommended for Approval: Fred Mousavipour Executive Director Public Works Agency CITY OF SANTA ANA David Cavazos City Manager COUNTY OF ORANGE Scott D. Mayer Chief Real Estate Officer County Executive Office, Real Estate Approved as to form: Deputy County Counsel Office of the County Counsel County of Orange, California Page 7of8 25G -33 EXHIBIT A LEGAL DESCRIPTION THE LAND REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF ORANGE, CITY OF SANTA ANA, AND IS DESCRIBED AS FOLLOWS: SEE ATTACHMENT Page 8 of 8 25G -34 EXHIBIT j License Area A strip of land, in the City of Santa Ana, County of Orange, State of California, lying within the right of way of Santa Ana Boulevard and adjoining Parcel Map No. 90 -251, filed in Book 263, Pages 37 and 38 of Parcel Maps, more particularly described as follows: ParcelGA401 -281: The southerly 14.00 feet of Santa Ana Boulevard, having a half width right of way of 52.00 feet per said Parcel Map, bounded as follows: On the east by a line parallel with and 70.00 feet westerly of the westerly right of way of Flower Street, having a half width right of way of 30.00 feet per said Parcel Map, said right of way also being the easterly line of Parcel 1 of said parcel map; and On the west by a line parallel with and 370.00 feet westerly of the westerly right of way of said Flower Street. Containing 4,200 square feet. This legal description is not intended for use in the conveyance of land in violation of the Subdivision Map Act of the State of California. s0 , Prepared under the direction of: vor p. Rice, Pi.S 8862 Signed: 06113116 D. Woolley & Associates, Inc., 2332 Walnut Avenue, Suite A, Tustin, California 92780 Page 1 of 25G -35 r >M M o m m D I A IJ O in 0 0 A a A O A D m � u� 0 N D n m r I m m m m N W 7zo- > A9 Om N mO WA X 2 �D A V 2 m T 0 W AD �Am D m z � m (A'� Nc mo N JJ �p "z zT m r =w O N zc m m m U m � A O �o nom D mm n x5z m r � °o ®zm As 2� FLOWER STREET E z m m To 0 Ay AO mZ m0 m n m n z Im o m o m x 7 m As Tz z z D I z z y z to D In O m z O m s m G O mm m IZ DC o0 v z A z0 n yo m �Ir I z I I ORANGE COUNTY PARCEL FLOWER STREET 130UVd A1N000 39NVPO BUILDING 36 SUPERIOR COURT CIVIL COMPLEX CENTER 25G -36 0(n m U)m n Z l 0 1 00 m n a O W r � n m D Z Z - mmW D G) M D D r- REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: AMENDMENT TO AGREEMENTS AND MOU WITH WORKFORCE INNOVATION AND OPPORTUNITY ACT YOUTH SERVICE PROVIDERS (STRATEGIC PLAN NO. 2,4) CITY MANAG R i ..; CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on I" Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute amendments to agreements and memorandum of understanding with the Workforce Innovation and Opportunity Act Youth Service Providers, increasing the amounts for the second year of the agreements for program year July 1, 2016 through June 30, 2017 to the following amounts: a. Orange County Children's Therapeutic Arts Center - $164,000 to provide occupational skills training in the areas of office administration, mental health paraprofessional, and childcare worker certification, offer job preparation, paid work experience, tutoring, mentoring, counseling, and supportive services, for 20 youth; b. Orange County Conservation Corps - $160,000 to provide alternative secondary education that leads to a high school diploma, credential training in forklift operator, safe food handling, customer service, computer software, job preparation, paid work experience, post- secondary education resources, and support services for 20 youth; c. Orange County Labor Federation - $65,000 to provide a pre- apprenticeship program that will provide pre- apprenticeship and apprenticeship preparation, workforce preparation, job readiness skills, and direct placement with apprenticeship programs for 10 youth. d. Santa Ana Public Library - $160,000 to provide post- secondary occupational skills training in the areas of digital technology, computer maintenance and repair, paid work experience, leadership development, tutoring, and mentoring for 22 youth; DISCUSSION On June 2, 2015, City Council approved a two -year agreement with four Youth Service Providers to provide at -risk Santa Ana youth with workforce skills training and education services. 25H -1 Amendment to Agreements and MOU with Workforce Innovation and Opportunity Act Youth Service Providers August 2, 2016 Page 2 After review of the City's Program Year 2016 -2017 Youth Funds allocation under the federal Workforce Innovation and Opportunity Act grant and review of the provider's performance outcomes, staff recommends amending the agreements to add the same level of funding amounts for the second year of the agreements. The second year funds will serve an additional 72 at -risk Santa Ana youth. STRATEGIC PLAN ALIGNMENT Approval of this item assists the City in meeting Goal #2 - Youth, Education, Recreation, Objective #4 (Partner with groups and organizations to promote education, senior services, job training and development for all Santa Ana residents). FISCAL IMPACT Funds in the amount of $500,000 for these amendments are available in the Workforce Development Board Youth Council, Payment to Subagent account (no. 12318750 - 69135), and $49,000 in prior year Youth funds will be carried forward to FY 2016 -17. The full $549,000 total amount is anticipated to be expended in FY 2016 -17. ,��� - -? Robert C. Core _. , Special Assistant to the City Manager City Manager's Office RC /DS /sb APPROVED AS TO FUND AND ACCOUNTS: Francisco Gutierrez Executive Director Finance & Management Services Agency Exhibits: 1. First Amendment- Orange County Children's Therapeutic Arts Center 2. First Amendment- Orange County Conservation Corps 3. First Amendment- Orange County Labor Federation 4. First Amendment MOU- Santa Ana Public Library 25H -2 FIRST AMENDMENT TO AGREEMENT TINDER THE WORKFORCE INNOVATION AND OPPORTUNITY ACT THIS FIRST AMENDMENT TO AGREEMENT is hereby made and entered into this 1st day of July, 2016, by and between the City of Santa Ana, a charter city and municipal corporation duly organized and existing under the Constitution and laws of the State of California ( "CITY ") and Orange County Children's Therapeutic Arts Center, a non - profit corporation ( "SUBRECIPIENT "). RECITALS: A. The parties entered into a two year Agreement Under the Workforce Innovation and Opportunity Act (WIOA) dated July 1, 2015 (hereinafter "Agreement ") by which CITY agreed to expend federal funds for workforce development programs for at -risk youth that provide preparation for secondary and post-secondary education, occupational training and employment skills for entry into the labor market, as defined in the scope of work attached to said Agreement. B. The Agreement included funding from the Department of Labor, Employment and Training Administration for fiscal year 2015 -2016. For fiscal year 2016 -2017, CITY was again designated a Local Workforce Investment Area (LWIOA) under the Workforce Innovation and Opportunity Act of 2014, Public Law 1 -113 -128, Catalog of Federal Domestic Assistance (CFDA) Number 17,259 and Federal Award Identification Number (FAIN) AA- 28305- 16 -,55- A-6, and the CITY was awarded an additional $1,034,615 for youth workforce development programs. C. The parties desire to amend the Agreement to provide a, second subaward for fiscal year 2016- 2017 to SUBRECIPIENT for the WIOA Youth Workforce Development Program based on the fiscal year 2016 -2017 allocation to the CITY, Grantee understands the prohibition against comingling grant funds and agrees to account for said funds as a separate and tuiique grant. WHEREFORE, in consideration of the covenants contained in said Agreement, and subject to all the terms and conditions of said Agreement, except those amended in this First Amendment to Agreement, the patties agree as follows: Section II, entitled City's Obligations, Subsection A, on page 5 of the Agreement, shall be amended to increase the amount of youth Rinds CITY agrees to pay to SUBRECIPIENT by a sum not to exceed $164,000 with a term of July 1, 2016 through June 30, 2017, for a total amount during the term of the Agreement not to exceed $328,000 with a term of July 1, 2015 through June 30, 2017 for youth workforce development programs, 2. Except as hereinabove amended, all teens and conditions of said Agreement shall remain in frill force and effect. Exhibit I 25H -3 IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to Agreement on the date and year first written above. ATTEST: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: SOMA R. CARVALHO City Attorney By: ANC . HODGE Assi �aytClt Attorney RECOMMENDED P "OR APPROVAL: ROBERT C. CORTEZ Special Assistant to the City Manager City Manager's Office CITY OF SANTA ANA DAVID CAVAZOS City Manager SUBRECIPIENT: Dr. Ana Jimenez -Hami Executive Director OC Children's "Therapeutic Arts Center Exhibit 1 25H -4 FIRST AMENDMENT TO AGREEMENT UNDER THE WORKFORCE INNOVATION AND OPPORTUNITY ACT THIS FIRST AMENDMENT TO AGREEMENT is hereby made and entered into this 1st day of July, 2016, by and between the City of Santa Ana, a charter city and municipal corporation duly organized and existing under the Constitution and laws of the State of California ( "CITY ") and Orange County Conservation Corps, a non - profit corporation ( "SUBRECIPIENT "), RECITALS: A. The parties entered into a two year Agreement Under the Workforce Innovation and Opportunity Act (WIOA) dated July 1, 2015 (hereinafter "Agreement ") by which CITY agreed to expend federal funds for workforce development programs for at -risk youth that provide preparation for secondary and post - secondary education, occupational training and employment skills for entry into the labor market, as defined in the scope of work attached to said Agreement. B. The Agreement included funding from the Department of Labor, Employment and Training Administration for fiscal year 2015 -2016. For fiscal year 2016 -2017, CITY was again designated a Local Workforce Investment Area (LWIOA) under the Workforce Innovation and Opportunity Act of 2014, Public Law 1- 113 -128, Catalog of Federal Domestic Assistance (CFDA) Number 17.259 and Federal Award Identification Number (FAIN) AA- 28305- 16.55- A-6, and the CITY was awarded an additional $1,034,615 for youth workforce development programs, C. The parties desire to amend the Agreement to provide a second subaward for fiscal year 2016- 2017 to SUBRECIPIENT for the WIOA Youth Workforce Development Program based on the fiscal year 2016 -2017 allocation to the CITY. Grantee understands the prohibition against comingling grant finds and agrees to account for said funds as a separate and miique grant. WHEREFORE, in consideration of the covenants contained in said Agreement, and subject to all the terms and conditions of said Agreement, except those amended in this First Amendment to Agreement, the parties agree as follows: 1. Section 11, entitled City's Obligations, Subsection A, on page 5 of the Agreement, shall be amended to increase the amount of youth funds CITY agrees to pay to SUBRECIPIENT by a sum not to exceed $160,000 with a term of July 1, 2016 through June 30, 2017, for a total amount during the tern of the Agreement not to exceed $320,000 with a term of July 1, 2015 through June 30, 2017 for youth workforce development programs. 2. Except as hereinabove amended, all terns and conditions of said Agreement shall remain in full force and effect. N Exhibit 2 25H -5 IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to Agreement on the date and year first written above, ATTEST: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALI -10 City Attorney RECOMMENDED FOR APPROVAL: ROBERT C. CORTEZ Special Assistant to the City Manager City Manager's Office Exhibit 2 25H -6 CITY OF SANTA ANA DAVID CAVAZOS City Manager SUBRECIPII NT: Katharyn Bandoni Executive Director Orange County Conservation Corps FIRST AMENDMENT TO AGREEMENT UNDER THE `VORIXORCE INNOVATION AND OPPORTUNITY ACT THIS FIRST AMENDMENT TO AGREEMENT is hereby made and entered into this 1st day of July, 2016, by and between the City of Santa Ana, a charter city and municipal corporation duly organized and existing tinder the Constitution and laws of the State of California ( "CITY ") and Orange County Labor Federation, a non - profit corporation ( "SUBRECIPIENT "). RECITALS: A. The parties entered into an Agreement Under the Workforce Innovation and Opportunity Act (WIOA) dated September 1, 2015 (hereinafter "Agreement ") by which CITY agreed to expend federal funds for workforce development programs for at -risk youth that provide preparation for secondary and post - secondary education, occupational training and employment skills for entry into the labor market, as defined in the scope of work attached to said Agreement. B. The Agreement included finding from the Department of Labor, Employment and Training Administration for fiscal year 2015 -2016. For fiscal year 2016 -2017, CITY was again designated a Local Workforce Investment Area (LWIOA) under the Workforce Innovation and Opportunity Act of 2014, Public Law 1 -113 -128, Catalog of Federal Domestic Assistance (CFDA) Number 17.259 and Federal Award Identification Number (FAIN) AA- 28305- 16 -55- A-6, and the CITY was awarded an additional $1,034,615 for youth workforce development programs. C. The parties desire to amend the Agreement to provide a second subaward for fiscal year 2016- 2017 to SUBRECIPIENT for the WIOA Youth Workforce Development Program based on the fiscal year 2016 -2017 allocation to the CITY. Grantee understands the prohibition against comingling grant funds and agrees to account for said funds as a separate and unique grant. WHEREFORE, in consideration of the covenants contained in said Agreement, and subject to all the terms and conditions of said Agreement, except those amended in this First Amendment to Agreement, the parties agree as follows: 1. Section II, entitled City's Obligations, Subsection A, on page 5 of the Agreement, shall be amended to increase the amount of youth funds CITY agrees to pay to SUBRECIPIENT by a sum not to exceed $65,000 with a term of July 1, 2016 through June 30, 2017, for a total amount during the term of the Agreement not to exceed $130,000 with a tern of September 1, 2015 through June 30, 2017 for youth workforce development programs. 2. Except as heroinabovo amended, all terms and conditions of said Agreement shall remain in full force and effect. Exhibit 3 25H -7 IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to Agreement on the date and year first written above. ATTEST: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: gXANP. HODGE r WITMUTiplaNT5t E7s \u'yKsIy\1A ROBERT C. CORTEZ Special Assistant to the City Manager City Manager's Office Exhibit 3 25H -8 CI'T'Y OF SANTA ANA DAVID CAVAZOS City Manager SUBRECIPIENT: Carlos Camacho Director of Administration Orange County Labor Federation FIRST AMENDMENT TO MEMORANDUM OF UNDERSTANDING UNDER THE WORKFORCE INNOVATION AND OPPORTUNITY ACT THIS FIRST AMENDMENT TO MEMORANDUM OF UNDERSTANDING is hereby made and entered into this Ist day of July, 2016, by and between the City of Santa Ana, a charter city and municipal corporation duly organized and existing under the Constitution and laws of the State of California ( "CITY ") and the City of Santa Ana/Santa Ana Public Library ( "SUBRECIPIENT"). RECITALS; A. The parties entered into a Memorandum of Understanding Under the Workforce Innovation and Opportunity Act (WIOA) dated July 1, 2015 (hereinafter "Memorandum of Understanding ") by which CITY agreed to expend federal funds for workforce development programs for at -risk youth that provide preparation for secondary and post- secondary education, occupational training and employment skills for entry into the labor market, as defined in the scope of work attached to said Memorandum of Understanding. B. The Memorandum of Understanding included funding from the Department of Labor, Employment and Training Administration for fiscal year 2015 -2016. For fiscal year 2016 -2017, CITY was again designated a Local Workforce Investment Area (LWIOA) under the Workforce Innovation and Opportunity Act of 2014, Public Law 1- 113 -128, Catalog of Federal Domestic Assistance (CFDA) Number 17.259 and Federal Award Identification Number (FAIN) AA- 28305- 16- 55 -A -6, and the CITY was awarded an additional $1,034,615 for youth workforce development programs. C. The parties desire to amend the Memorandum of Understanding to provide a second subaward for fiscal year 2016 -2017 to SUBRECIPIENT for the WIOA Youth Workforce Development Program based on the fiscal year 2016 -2017 allocation to the CITY. Grantee understands the prohibition against comingling grant fands and agrees to account for said funds as a separate and unique grant. WHEREFORE, in consideration of the covenants contained in said Memorandum of Understanding, and subject to all the terms and conditions of said Memorandum of Understanding, except those amended in this First Amendment to Memorandum of Understanding, the parties agree as follows: Section 11, entitled City's Obligations, Subsection A, on page 5 of the Memorandum of Understanding, shall be amended to increase the amount of youth fiends CITY agrees to pay to SUBRECIPIENT by a sum not to exceed $160,000 with a term of July 1, 2016 through June 30, 2017, for a total amount during the teen of the Memorandum of Understanding not to exceed $320,000 with a term of July 1, 2015 through June 30, 2017 for youth workforce development programs. 2. Except as hereinabove amended, all term and conditions of said Memorandum of Understanding shall remain in frill force and effect. Exhibit 4 25H -9 IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to Memorandum of Understanding on the date avid 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 By: A HODGE Assi l nt Ci Attorney RECOMMENDED FOR APPROVAL: SUBRECIPIENT: ROBERT C. CORTEZ Special Assistant to the City Manager City Manager's Office Exhibit 4 25H -10 Gerardo Monet Executive Director Santa Ana Public Library REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: HISTORIC PROPERTY PRESERVATION AGREEMENT NO. 2016 -03 FOR THE PROPERTY LOCATED AT 525 WEST SANTA CLARA AVENUE {STRATEGIC PLAN NOS. 5, 2,3) !: (a (i5� CITY MANAGkk RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: F199 Ze1TOk ❑ As Recommended ❑ As Amended ❑ Ordinance on 161 Reading ❑ Ordinance on 21d Reading ❑ Implementing Resolution ❑ Set Public Hearing For KKePillilgtll40jiii *7 PILE NUMBER Authorize the City Manager and Clerk of the Council to execute the attached Mills Act agreement with Jamie Nguyen, property owner, for the structure located at 525 West Santa Clara Avenue, subject to non - substantive changes approved by the City Manager and City Attorney. HISTORIC RESOURCES COMMISSION ACTION On July 7, 2016, the Historic Resources Commission recommended by a vote of 8:0 that the City Council authorize the City Manager and Clerk of the Council to execute the attached Mills Act agreement with Jamie Nguyen, property owner, for the structure located at 525 West Santa Clara Avenue, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION This action allows for the approval of a Historic Property Preservation Agreement (Mills Act Contract) which provides a potential property tax reduction allowing the property owner to reinvest the tax savings into the maintenance of the historic property (Exhibit A). Additionally, the agreement prevents inappropriate alterations to the historic structures. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #5 - Community Health, Livability, Engagement & Sustainability, Objective #2 (expand opportunities for conservation and environmental sustainability) and Objective #3 (facilitate diverse housing opportunities and support efforts to preserve and improve the livability of Santa Ana neighborhoods). 251 -1 Historic Property Preservation Agreement No. 2016 -03 with Jamie Nguyen August 2, 2016 Page 2 FISCAL IMPACT The Historic Property Preservation Agreement will reduce the property tax revenue to the City by an estimated $29.61 to $148.07 annually, for a period of not less than ten years. APPROVED AS TO FUNDS AND ACCOUNTS: Hassan g ani, kXP Francisco Gutierrez Executive Director Executive Director Planning & Building Agency Finance & Management Services Agency HS:rb hs \Historic Info\070716HRC \hrca.hrc16 -01.cc Exhibit: A. Historic Resources Commission Staff Report 251 -2 1 t JULY 7, 2016 t L k TITLE; PUBLIC HEARING — HISTORIC RESOURCES COMMISSION APPLICATION NO. 2016 -01, HISTORIC REGISTER CATEGORIZATION NO. 2016 -01, AND HISTORIC PROPERTY PRESERVATION AGREEMENT NO. 2016-03 FOR PROPERTY LOCATED AT 525 WEST SANTA CLARA AVENUE {STRATEGIC PLAN NOS. 5, 2; 5,3} Prepared by Hally Soboleske 4 veDirector HISTORIC RESOURCES COMMISSION SECRETARY APPROVED ❑ As Recommended * As Amended ❑ Set Public Hearing For CONTINUED TO Planning Manage Adopt a resolution approving Historic Resources Commission Application No. 2016 -01 and Historic Register Categorization No. 2016 -01 as conditioned. Recommend that the City Council authorize the City Manager and Clerk of the Council to execute the attached Mills Act agreement with Jamie Nguyen, subject to non - substantive changes approved by the City Manager and City Attorney. Reguest of Applicant Albert Luu, representing property owner, Jamie Nguyen, is requesting approval to designate an existing residence located at 525 West Santa Clara Avenue to the Santa Ana Register of Historical Properties, as well as approval to execute a Mills Act agreement with the City of Santa Ana. Proiect Location and Site Description The subject property consists of a 2,752 square foot, single -story Spanish Colonial Revival style residence and detached garage built in 1927, and an ancillary building permitted without kitchen in 1933, The garage and ancillary building are not part of this action. The ancillary building was constructed on a separate legal parcel, but the two lots function as a single, 13,651 square foot lot. The subject site is located on Santa Clara Avenue between Greenleaf and Ross Streets (Exhibit 1). Analysis of the Issues Historical Listing In March 1999, the City Council approved Ordinance No. NS -2363 establishing the Historic Resources Commission and the Santa Ana Register of Historical Properties. The Historic Resources Commission may, by resolution and at a noticed public hearing, designate as a historical EXHIBIT A 251 -3 HRCA No. 2016 -01, HRC No. 2016 -01 HPPA No, 2016 -03 July 7, 2016 Page 2 property any building or part thereof, object, structure, or site having importance to the history or architecture of the city in accordance with the criteria set forth in Section 30 -2 of the Santa Ana Municipal Code (SAMC). This project entails applying the selection criteria established in Chapter 30 of the Santa Ana Municipal Code (Places of Historical and Architectural Significance) to determine if this structure is eligible for historic designation to the Santa Ana Register of Historical Properties. The first criterion for selection requires that the structures be 50 or more years old, and the structure meets the minimum selection criteria for inclusion on the Santa Ana Register of Historical Properties pursuant to criteria contained in Section 30 -2 of the Santa Ana Municipal Code. No known code violations exist on record for this property. The property, recognized as the Dr. Ashmore House, has architectural features of the Spanish Colonial Revival style, and was built in 1927 by Dr. Frank Ashmore, a noted physician and surgeon in the Santa Ana community. Character defining features of the Dr. Ashmore House that should be preserved include, but may not be limited to: materials and finishes (stucco); roof configuration, materials, and treatment; massing and composition; entry; original front door and windows (Exhibit 2). It is recommended that the house be designated to the Santa Ana Register of Historical Properties and categorized as "Key" because it of its association with Dr. Frank Ashmore. As the site currently exists, the existing single family dwelling and ancillary building are constructed on two separate legal parcels under the same ownership. As a condition of approval, a lot merger will be required to create a single legal lot prior to recordation of the Mills Act Agreement. Mills Act Agreement Ordinance No. NS -2382 authorized the Historic Resources Commission to execute Historic Property Preservation Agreements (HPPA), commonly known as Mills Act agreements for eligible properties (Exhibit 3). To be eligible for the Mills Act, the property must be listed on the Santa Ana Register of Historical Properties. The Historic Resources Commission Application and Historic Register Categorization actions proposed for this site authorize the listing of the property on the local register. The agreement provides monetary incentive to the property owner in the form of a property tax reduction in exchange for the owner's voluntary commitment to maintain the property in a good state of repair as necessary to maintain its character and appearance, Once recorded, the agreement generates a different valuation method in determining the property's assessed value, resulting in tax savings for the owner. Aside from the tax savings, the benefits include: • Long term preservation of the property and visual improvement to the neighborhood • Allows for a mechanism to provide for property rehabilitation • Provides additional incentive for potential buyers to purchase historic structures • Discourages inappropriate alternations to the property 251 -4 HRCA No. 2016 -01, HRC No. 2016 -01 HPPA No. 2016 -03 July 7, 2016 Page 3 Upon consideration of the application, it is recommended that the City enter into a Historic Property Preservation Agreement. Public Notification The subject site is located within the Floral Park Neighborhood. The president of this neighborhood association was notified by mall 10 days prior to this public hearing. In addition, a Floral Park Neighborhood representative was contacted to ensure that they were notified of the project and to see if there were any areas of concern. No areas of concern were identified by the neighborhood association representative, nor was there a request that the applicant present the project to a meeting of their members. The project site was posted with a notice advertising this public hearing, a notice was published in the Orange County Reporter and mailed notices were sent to all property owners within 500 feet of the project site. At the time of this printing, no correspondence, either written or electronic, had been received from any members of the public. CEQA Compliance In accordance with the California Environmental Quality Act, the recommended actions are exempt from further review under Section 15331, Class 31, as these actions are designed to preserve historic resources. Categorical Exemption No. 2016 -81 will be filed for this project. Strategic Plan Alignment Approval of this item supports the City's efforts to meet Goal No. 5 Community Health, Livability, Engagement & Sustainability, Objective No. 2 (expand opportunities for conservation and environmental sustainability) and Objective No. 3 (facilitate diverse housing opportunities and support efforts to preserve and improve the livability of Santa Ana neighborhoods). Hally Sob eske Senior Planner HS:jm WHistoric Infot070716HRMhrcn.hrc16- Q1.hrc Attachments: Exhibit 1 - 500' Radius Map Exhibit 2 - Department of Parks and Recreation Form Exhibit 3 - Mills Act Agreement 251 -5 HRCA /HRC NO. 2016 -01 525 WEST SANTA CLARA AVENUE DR. ASHMORE HOUSE PLANNING AND BUILDING AGENCY r�1G•l EXECUTIVE SUMMARY •- • 525 WEST SANTA CLARA AVENUE Santa Ana, CA 92706 NAME Dr. Ashmore House REF. NO. ADDRESS 525 West Santa Clara Avenue CITY Santa Ana ZIP 92706 ORANGE COUNTY YEAR BUILT 1927 LOCAL REGISTER CATEGORY: Key HISTORIC DISTRICT N/A NEIGHBORHOOD I Floral Park CALIFORNIA REGISTER CRITERIA FOR EVALUATION 3 CALIFORNIA REGISTER STATUS CODE 551 Location: ❑ Not for Publication ® Unrestricted ❑ Prehistoric ® Historic ❑ Both ARCHITECTURAL STYLE: Spanish Colonial Revival The Spanish Colonial Revival style, as its name implies, encompasses two major subcategories. The Spanish Colonial Revival flourished between 1915 and 1940, reaching its apex during the 1920s and 1930s. The movement received widespread attention after the Panama - California Exposition in San Diego in 1915, where lavish interpretations of Spanish and Mexican prototypes were showcased. Easily recognizable hallmarks of the Spanish Colonial Revival are low- pitched roofs, usually with little or no overhangs and red tile roof coverings, flat roofs surrounded by tiled parapets, and stuccoed walls. The Spanish vocabulary also includes arches, asymmetry, balconies and patios, window grilles, and wood, wrought iron, tile, or stone decorative elements. SUMMARYICONCLUSION: The Dr. Ashmore House qualifies for listing in the Santa Ana Register of Historical Properties under Criterion 1 for its exemplification of the distinguishing characteristics of the Spanish Colonial Revival style. Additionally, the house has been categorized as "Key" because of its association with Dr. Frank Ashmore, "a significant person in the city". (Municipal Code, Section 30 -2.2). EXPLANATION OF CODES: • California Register Criteria for Evaluation. (From California Office of Historic Preservation, Technical Assistance Series # 7, "How to Nominate Resources to the California Register of Historical Resources," September 4, 2001.) 3: It embodies the distinctive characteristics of a type, period, region, or method of construction, or represents the work of a master, or possesses high artistic values. • California Register Status Code: (From California Office of Historic Preservation, December 8, 2003.) 5S1: Contributor to a district determined eligible for the National Register by consensus through Section 106 process. Listed in the California Register. 251 -7 State of California- -The Resources Agency Primary # DEPARTMENT OF PARKS AND RECREATION HRI #_ PRIMARY RECORD Trinomial NRHP Status Other Listings_-_,_ Review Code or number (assigned by P1. Other Identifier: *P2. Location: ❑Nat for Publication ■Unrestricted *a. County Orange County *b. USGS Z5' Quad TCA 1725 Date: *c. Address 525 West Santa Clara City Santa Ana Zip 92706 *e. Other Locational Data: Assessor's Parcel Number 002 - 123 -16 *P3a. Description: (Describe resource and its major elements. Include design, materials, condition, alterations, size, setting, and boundaries.) The Dr, Ashmore House is an example of the Spanish Colonial Revival style of architecture. Basically rectangular in plan, the house Is sheathed in dash finish stucco, and has a gabled roof with clay tile. The facade Includes a ports cochere which leads to the rear yard and detached garage with a workshop. The facade is punctuated with two arched entries creating a front porch and leading to the front door. The flooring of the front porch is covered with clay tiles with two steps to the front entry which is shielded by a heavy wooden door with a small arched peep window in the upper half. Nearly all the windows are wood casement with three small panes in the upper sash. The front facing tripartite window is the exception with two casement windows flanking a fixed picture window. The Dr. Ashmore House once had a Hollywood drive, but the center strip has since been filled. *133b. Resource Attributes: (list attributes and codes) HP2. Single - family Property *P4. Resources Present: ■BUilding ❑Structure DObject OSite DDistrict ■Element of District ❑Other P5b. Photo: (view and date) South facing elevation 2016 *P8. Date Constructed /Age and Sources: ■historic 1927 *P7. Owner and Address: Jamie Nguyen 13592 Yockey Street Garden Grove, CA 92844 *P8. Recorded by: Hally Soboleske 20 Civic Center Plaza M -20 Santa Ana, CA 92702 *P9. Date Recorded: July 7, 2016 *P19. Survey Type: Intensive Survey Update *P11. Report Citation: (Cite survey report and other sources, or enter "none ") None *Attachments: ONone ❑Location Map OSketch Map ■Continuation Sheet ■Building, Structure, and Object Record OArchaeological Record ODishict Record ❑Linear Feature Record DMilling Station Record ORocl( Art Record DArtifact Record ❑Photograph Record O Other (list) DPR 523A (1190 251 -8 *Required Information State of California —The Resources Agency Primary DEPARTMENT OF PARKS AND RECREATION HRI# _ BUILDING, STRUCTURE, AND OBJECT RECORD Page 2 of 4 *NRHP Status Code 5S3 *Resource Name or #: Dr. Ashmore House 81, Historic Name: Dr. Ashmore House B2. Common Name: Same B3, Original Use: Single - family Residence 84. Present Use: Single- family Residence *B5. Architectural Style: Mission /Spanish Colonial Revival *B6. Construction History: (Construction date, alterations, and date of alterations): Constructed 1927 March 24, 1927 Residence and garage, $7,000 November 12, 1933 Shop and storage. June 5, 1950 Remodel residence for Dr. H.C. Nelson. January 4, 1954 Fireplace and new roof over patio for Dr. Nelson. April 29, 1971 Addition to residence (bathroom), extend bedroom, family room, and kitchen remodel for Richard Westercarp, June 15, 1970 Pool for Westemarp. *137. Moved? ■No ©Yes ❑Unknown Date: Original Location: *88. Related Features: None. B9a. Architect: Unknown b. Builder: Unknown *B10. Significance: Theme Residential Architecture Area Santa Ana Period of Significance: circa 1901 -1954 Property Type: Single - family Residence Applicable Criteria: NR: B,C; CR: 2,3 (Discuss Importance in terms of historical or architectural context as defined by theme, period, and geographic scope. Also address integrity) The Dr. Ashmore House was built for Dr, Frank Ashmore and his wife, Ethel (nee Thrasher) In 1927. Dr. Ashmore was very well known in the community. His father, William Ashmore, Jr. was the first person to translate the bible Into Chinese – the Kuang Tung dialect. Frank Ashmore was born in Swatow, China on January 5, 1585 as his parents and grandparents were missionaries In China. He was schooled at home by his mother, and obtained his physician degree at the University of Illinois in 1914. He married Ethel on September 8, 1919. After WW1, Dr, Ashmore moved to Buena Park, California, then into Santa Ana living at 2227 N. Broadway until he had this Santa Clara house built for he and Ethel. His office was located at 405 i/2 North Broadway on the second floor. Dr. Ashmore was an active Republican, (See Continuation Sheet 3 of 4.) B11. Additional Resource Attributes: (List attributes and codes) *B12, References: City of Santa Ana Building Permits Sketch Map Santa Ana History Room Collection, Santa Ana Public Library sa,) �, so Sanborn Maps e0NN1E I (See Continuation Sheet 4 of 4.) 1 ^�^ B13. Remarks: *B14, Evaluator: Hally Soboleske *Date of Evaluation: June 2016 DPR 5236 (1/95) 251 -9 Dr. Ashmore House �6 z4 525 West Santa Clara Avenue I 'ptlA. LOTS 1 — tl 14 j 61 S /OW�'l_G j i 1 I I I 13 14 i 15 til 1 I 17 10 ; 19 $ANN CLARA State of California —The Resources Agency Primary # DEPARTMENT OF PARKS AND RECREATION HRI #, CONTINUATION SHEET Trinomial by Hally Soboleske *1310. Significance (continued): *Date July 7, 2016 © Continuation ❑ Update Santa Ana was founded by William Spurgeon in 1869 as a speculative town site on part of the Spanish land grant known as Rancho Santiago de Santa Ana. The civic and commercial core of the community was centered on the Intersection of Main and Fourth Streets. Stimulated by the arrival of the Santa Fe Railroad and incorporation as a city in 1886, and selection as the seat of the newly created County of Orange in 1889, the city grew outwards, with residential neighborhoods developing to the north, south, and east of the city center. Agricultural uses predominated in the outlying areas, with cultivated fields and orchards dotted with widely scattered farmhouses. The Dr, Ashmore House is located in Floral Park, a neighborhood northwest of downtown Santa Ana bounded by West Seventeenth Street, North Flower Street, Riverside Drive, and Broadway. Groves of oranges, avocados and walnuts, and widely scattered ranch houses characterized this area before 1920, Developer and builder Allison Honer (1897 - 1981), credited as the subdivider and builder of a major portion of northwest Santa Ana, arrived in Santa Ana from Beaver Falls, New York in 1922 (Talbert, pages 353 -356). "Before nightfall on the day of his arrival, Mr. Honer purchased a parcel of land. And that month, he began building custom homes in Santa Ana" (_Orange County Register, September 15, 1981). The parcel chosen became the Floral Park subdivision between Seventeenth Street and Santiago Creek. "When built in the 1920s, the Floral Park homes were the most lavish and expensive in the area. They sold for about $45,000 each" (Orenae County Register, September 15, 1981). Revival architecture in a wide variety of romantic styles was celebrated in the 1920s and 1930s; Floral Park showcased examples of the English Tudor, French Norman, Spanish Colonial, and Colonial Revival styles. The Allison Honer Construction Company went on to complete such notable projects as the 1935 Art Deco - styled Old Santa Ana City Hall, the El Toro Marine Base during World War Ii, and the 1960 Honer Shopping Plaza. Honer lived in the neighborhood he had helped create, at 615 West Santa Clara Avenue. In the late 1920s and 1930s, another builder, Roy Roscoe Russell (1881 - 1965), continued developing the groves of Floral Park. An early Russell project was his 1928 subdivision of Victoria Drive between West Nineteenth Street and West Santa Clara Avenue. The homes were quite grand and displayed various revival styles, including Russell's own large, Colonial Revival mansion at 2009 Victoria Drive. In the early post -World War II years, Floral Park continued its development as numerous smaller, single - family houses were built. Continuing in the Floral Park tradition, they were mostly revival in style. In the 1950s, low, horizontal Ranch Style houses completed the growth of Floral Park. Today (2007), Floral Park maintains its identity as the premier neighborhood of Santa Ana, historically home to many affluent and prominent citizens. The Dr. Ashmore House qualifies for listing in the Santa Ana Register of Historical Properties under Criterion 1 for its exemplification of the characteristics of the Spanish Colonial Revival style, Additionally, the house has been categorized as "Key" because of Its association with Dr. Frank Ashmore, a prominent physician in the area. (Municipal Code, Section 30- 2.2). Character defining features of the Dr. Ashmore House that should be preserved include, but may not be limited to, exterior materials including stucco, clay roof tiles, arches leading to the front entry, original windows and original front entry door, massing, and articulation. *B12. References (continued): Harris, Cyril M, American Architecture: An Illustrated EnoyN.edia. New York, WW Norton, 1998. Marsh, Diann. Santa Ana, An Illustrated Histo y. Encinitas, Heritage Publishing, 1994. McAlester, Virginia and Lee. A Field Guide to American Houses. New York: Alfred A. Knopf, 1984. National Register Bulletin 16A. "Flow to Complete the National Register Registration Form." Washington DC: National Register Branch, National Park Service, US Dept. of the Interior, 1991. Office of Historic Preservation. "Instructions for Recording Historical Resources" Sacramento: March 1995. Whiffon, Marcus. American Architecture Since 1780, Cambridge: MIT Press, 1969, Armor, Samuel. History of Orange County. Los Angeles: History Record Company, 1921, page 989. Park Santiago Neighborhood Association. "The Gingerbread Land Holiday Home Tour, 1999." Brochure. Richard, Maureen McClintock. "People Behind Places: Enderle Center." Orange Countv Genealogical Society Quarterly, December 1993, pages 4 -7. Santa Ana and Orange County Directories, 1905 -1930. Historic Maps, Santa Ana History Room, 1912, 1923, 1932, and 1955. Ancestry.com N ewspapers.com (This space reserved for official comments.) DPR 523L MILLS ACT AGREEMENT 525 West Santa Clara Avenue Santa Ana, CA 92706 RECORDING REQUESTED BY: City of Santa Ana AND WHEN RECORDED MAIL TO: City of Santa Ana Attn: City Clerk 20 Civic Center Plaza (M -30) Santa Ana, CA 92702 FREE RECORDING GOVERNMENT CODE §6103 HISTORIC PROPERTY PRESERVATION AGREEMENT This agreement ( "Agreement ") is made and entered into this August 2, 2016 by and between the City of Santa Ana, a charter city and municipal corporation duly organized and existing under the Constitution and laws of the of the State of California (hereinafter referred to as "City "), Jamie Nguyen, (hereinafter referred to as "Owner "), owner of real property located at 525 West Santa Clara Avenue, Santa Anna, California, 92706 in the County of Orange and listed on the Santa Ana Register of Historical Properties. RECITALS A. The City Council of the City of Santa Ana is authorized by California Govermnent Code Section 50280 et seq. (known as the "Mills Act ") to enter into contracts with Owner of qualified historical properties to provide for appropriate use, maintenance, rehabilitation and restoration such that these historic properties retain their historic character and integrity. B. The Owner possess fee title in and to that certain qualified real property together with associated structures and improvements thereon, located at 525 West Santa Clara Avenue, Santa Ana, CA, 92706 and more particularly described in Exhibit "A," attached hereto and incorporated herein by reference, and hereinafter referred to as the "Historic Property ". C. The Historic Property is officially designated on the Santa Ana Register of Historical Properties pursuant to the requirements of Chapter 30 of the Santa Ana Municipal Code. D. The City and the property Owner, for their mutual benefit, now desire to enter into this Agreement which defines and limits the use and alteration of this Historic Property in order to enhance and maintain its value as a cultural and historical resource for the Owner and for the community; to prevent inappropriate alterations to the Historic Property and to ensure that repairs, additions, new building, and other changes are appropriate; and to ensure that rehabilitation and maintenance are carried out in an exemplary manner. 1- 251 -11 MILLS ACT AGREEMENT 525 West Santa Clara Avenue Santa Ana, CA 92706 E. The Owner and the City intend to carry out the purposes of California Government Code, Chapter 1, Part 5 of Division 1 of Title 5, Article '12, Section 50280 et seq., which will enable the Historic Property to qualify for an assessment of valuation as a restricted historical property pursuant to Article 1.9, Sec. 439 et seq., Chapter 3 Part 2 of Division 1 of the California Tax and Revenue Code. NOW, THEREFORE, the City of Santa Ana and the Owner of the Historic Property agree as follows: 1. Effective Date and Terms of Agreement. This Agreement shall be effective and continence on August 2, 2016, and shall remain in effect for a term of ten (10) years thereafter. Each year, upon the anniversary of the effective date of this Agreement, such initial term will automatically be extended as provided in California Government Code Sections 50280 through 50290 and in Section 2, below. 2. Renewal. a. Each year on the anniversary of the effective date of this Agreement, a year shall automatically be added to the initial ten (10) year term of this Agreement unless written notice of nonrenewal is served as provided herein. b. If the Owner or the City desire(s) in any year not to renew the Agreement, the Owner or City shall serve written notice of nonrenewal of the Agreement on the other party. Unless such notice is served by the Owner to the City at least ninety (90) days prior to the annual renewal date, or served by the City to the Owner at least sixty (60) days prior to the annual renewal date, one (1) year shall automatically be added to the tern of the Agreement as provided herein. C. Within 30 days from receipt of City's notice of nonrenewal, the Owner may file a written protest of City's decision of nonrenewal. The City may, at any time prior to the annual renewal date of the Agreement, withdraw its notice to the Owner of nonrenewal. d. If either the Owner or the City serves notice to the other of nonrenewal in any year, the Agreement shall remain in effect for the balance of the tern then remaining, either from its original execution or from the last renewal of the Agreement, whichever may apply. 3. Standards and Conditions for Historic Property. During the term of this Agreement, the Historic Property shall be subject to the following conditions, requirements and restrictions: -2- 251-12 MILLS ACT AGREEMENT 525 West Santa Gana Avenue Santa Ana, C,4 92706 a. Owner shall maintain the Historic Property in a good state of repair and shall preserve, maintain, and, where necessary, restore or rehabilitate the property and its character - defining features, notably the general architectural form, style, materials, design, scale, proportions, organization of windows, doors, and other openings, textures, details, mass, roof line, porch and other aspects of the appearance of the exterior to the satisfaction of the City. b. All changes to the Historic Property shall comply with applicable City plans and regulations, and conform to the riles and regulations of the Office of Historic Preservation of the State of Department of Parks and Recreation, namely the U.S. Secretary of the Interior's Standards and Guidelines for Historic Preservation Projects. These guidelines are attached hereto, marked as Exhibit B, and incorporated herein by this reference. The condition of the exterior of the property, as of the effective date of this Agreement, is documented in photographs attached hereto as Exhibit B and incorporated herein by reference. Owners shall continually maintain the Historic Property in the same or better condition as documented in Exhibit C. C. A view corridor enabling the general public to see the Historic Property from the public right -of -way shall be maintained, and Owners shall not be permitted to block the view corridor to the property with any new stricture, such as walls, fences or shrubbery, so as to prevent the viewing of the historic landmark by the public. d. The following are prohibited: Demolition of the Historic Property or destruction of character - defining features of the building or site; removal of trees and other major vegetation unless removal is approved by a rehabilitation plan approved by the Historic Resources Connnission, paving of yard surface; exterior alterations or additions unless approved by the Historic Resources Commission and such alternations are in keeping with the Secretary of Interior's Standards; deteriorating, dilapidated or umepaired structures such as fences, roofs, doors, walls, and windows; storage of junk, trash, debris, discarded or unused objects such as cars, appliances, or furniture; and other unsightly by decoration, structure or vegetation which is unsightly by reason of its height, condition, or inappropriate location. C. Owners shall allow reasonable periodic examination, by prior appointment, of the interior and exterior of the Historic Property by representatives of the County Assessor, the State Department of Parks and Recreation, the State Board of Equalization, and the City of Santa Ana as may be necessary to determine the Owner's compliance with the terms and provisions of this Agreement. 4. Furnishing of Information. The Owners hereby agree to furnish the City with any and all information requested which may be necessary or advisable to determine compliance with the terms and provisions of this Agreement. -1- 251-13 MILLS ACT AGKEf.MGNT 525 West Santa Clara Avenue Santa Ana, CA 92706 5. Cancellation. a. The City, following a duly noticed public hearing by the City Council as set forth in Goverunent Code Section 50280, et, seq., may cancel this Agreement if it determines that the Owners have breached any of the conditions of this Agreement, or have allowed the property to deteriorate to the point that it no longer meets the standards for a qualified Historic Property, or if the City determines that the Owners have failed to restore or rehabilitate the property in the manner specified in Section 3 of this Agreement. If a contract is cancelled for these reasons, the Owners shall pay a cancellation fee to the County Auditor as set forth in Government Code Section 50286. This cancellation fee shall be a percentage (currently set at twelve and one -half (12 '' /z) percent by Government Code Section 50286) of the current fair market value of the property at. the time of the cancellation, as determined by the county assessor, without regard to any restriction 'imposed pursuant to this Agreement. b. If the Historic Property is destroyed by earthquake, fire, flood or other natural disaster such that in the opinion of the City Building Official more than sixty (60) percent of the original fabric of the structure must be replaced, this Agreement shall be canceled because, in effect, the historic value of the structure will have been destroyed. No fee shall be imposed in the case of destruction by acts of God or natural disaster. C. If the Historic Property is acquired by eminent domain and the City Council determines that the acquisition frustrates the purpose of this Agreement, this Agreement shall be cancelled and no fee imposed, as specified in Government Code Section 50288. 6. Enforcement of Agreement. a. In lieu of and /or in addition to any provisions to cancel the Agreement as referenced herein, the City may specifically enforce, or enjoin the breach of, the terms of the Agreement. In the event of a default, under the provisions to cancel the Agreement by the Owners, the City shall give written notice to the Owners by registered or certified mail, and if such a violation is not corrected to the reasonable satisfaction of the Deputy City Manager for Development Services or designee within thirty (30) days thereafter, or if not corrected within such a reasonable time as may be required to cure the breach or default, or default cannot be cured within thirty (30) days (provided that acts to cure the breach or default may be commenced within thirty (30) days and shall thereafter be diligently pursued to completion by the Owners), then the City may, without further notice, declare a default under the terns of this Agreement and may bring any action necessary to specifically enforce the obligations of the Owners growing out of the terms of this Agreement, apply to any court, state or federal, for injunctive relief against any violation by the Owner or apply for such relief as may be appropriate. b. The City does not waive any claim of default by the Owner if the City does not enforce or cancel this Agreement. All other remedies at law or in equity which are not otherwise provided for in this Agreement or in the City's regulations governing historic properties are available to the City to pursue in the event that there is a breach of this Agreement. No waiver by _4- 251-14 MILLSACTACREEMENT 525 West Santa Clara Avenue Santa Ana, CA 92706 the City of any breach or default under this Agreement shall be deemed to be a waiver of any other subsequent breach thereof or default hereunder. 7. Binding effect of Agreement. a. The Owners hereby subject the Historic Property, located at 525 West Santa Clara Avenue, Assessor Parcel Number, 002 - 1.23 -1.6, and more particularly described in Exhibit A, in the City of Santa Ana, to the covenants reservations, and restrictions as set forth in this Agreement. b. The City and Owner hereby declare their specific intent that the covenants, reservations and restrictions as set forth herein shall be deemed covenants running with the land and shall pass to and be binding upon the Owner's successors and assigns in title or interest to the Historic Property. Every contract, deed, or other instrument hereinafter executed, covering or conveying the Historic Property or any portion thereof, shall conclusively be held to have been executed, delivered, and accepted subject to the tenants, restrictions, and reservations expressed in this Agreement regardless of whether such covenants, restrictions and reservations are set forth in such contract, deed, or other instrument. S. No Compensation. Owners shall not receive any payment from the City in consideration of the obligation imposed under this Agreement, it being recognized that the consideration for the execution of this Agreement is the substantial public benefit to be derived therefrom and the advantage that will accrue to the Owner as a result of the effect upon the assessed value of the property on the account of the restrictions on the use and preservation of the property. 9. Notice. Any notice required by the terns of this Agreement shall be sent to the address of the respective parties as specified below or at other addresses that may be later specified by the parties hereto. City: City of Santa Ana Attn: City Cleric 20 Civic Center Plaza (M -30) Santa Ana, CA 92702 Owners: ,lamic Nguyen 13592 Yocicey Street Garden Grove, CA 92844 -5- 251 -15 MILLS ACT AGREEMENT 525 West Santa Clara Avenue Santa Ana, CA 92706 10, General Provisions. a. None of the terms, provisions, or conditions of this Agreement shall be deemed to create a partnership between the parties hereto and any of their heirs, successors, or assigns, nor shall such terns, provisions or conditions cause them to be considered joint ventures or members of any joint enterprise. b. The Owners agree to and shall indemnify and hold the City and its elected and appointed officials, officers, agents, and employees harmless from liability for damage or claims for damage for personal injuries, including death, and claims for property damage which may arise from the direct or indirect use or operations of the Owner or those of his or her contractor, subcontractor, agenda, employee, or other person acting on his or her behalf which relates to the use, operation, and maintenance of the Historic Property. The Owners hereby agree to and shall defend the City and its elected and appointed officials, officers, agents, and employees with respect to any and all actions for damages caused by, or alleged to have been caused by, reason of the Owner's activities in connection with the Historic Property. C. This hold harmless provision applies to all damages and claims for damages suffered, or alleged to have been suffered, and costs of defense incurred, by reason of the operations referred to in this Agreement regardless of whether or not the City prepared, supplied, or approved the plans, specifications or other documents for the Historic Property. d, All of the Agreements, rights, covenants, reservations, and restrictions contained in this Agreement shall be binding upon and shall inure to the benefit of the parties herein, their heirs, successors, legal representatives, assigns, and all persons acquiring any part or portion of the Historic Property, whether by operation of law on in any manner whatsoever. e. In the event legal proceedings are brought by any party or parties to enforce or restrain a violation of any of the covenants, reservations, or restrictions contained herein, or to determine the rights and duties of any party hereunder, the prevailing party in such proceeding may recover all reasonable attorney's fees to be fixed by the court, in addition to court costs and other relief ordered by the court. f. In the event that any of the provisions of this Agreement are held to be unenforceable or invalid by any court of competent jurisdiction, or by subsequent preemptive legislation, the validity and enforceability of the remaining provisions, or portions thereof, shall not be effected thereby. g. This Agreement shall be construed and governed in accordance with the laws of the State of California. -6- 251-16 MILLSACTAGREEMENT 525 West Santrt Clara Avenue Santa Ana, CA 92706 11. Recordation. No later than twenty (20) days after the parties execute and enter into this Agreement, the City shall cause this Agreement to be recorded in the office of the County Recorder of the County of Orange. 12. Notice of the Contract to Office of Historic Preservation. No later than six (6) months of entering into the contract, the owner or agent of an owner shall provide written notice of this Agreement to the Office of Historic Preservation. 13. Amendments. This Agreement may be amended, in whole or in part, only by a written recorded instrument executed by the parties hereto. 14. Effective Date This Agreement shall be effective on the day and year first written above. 15. Signatures. ATTEST: MARIA D. HUIZAR Clerk of the Council Owner Date: APPROVED AS TO FORM: SONIA CARVALHO City Attorney By:&4"� Lisa Storck Assistant City Attorney ary OF SANTA ANA DAVID CAVAZOS City Manager Jamie Nguyen RECOMMENDED FOR APPROVAL: HASSAN IIAGHANI Executive Director Planting and Building Agency -7- 251-17 MILLS ACT AGREEMENT 525 (Vest Santa Clara Avenue Santa Ana, CA 92706 Exhibit A POTTS, BORDEN & SIDWELL TR LOT 3 E 70 FT W 404.53FT N 157.5 FT S 217.5 ANDTR 761 LOT 15 W filed in the Office of the County Recorder of Orange County. Assessor's Parcel Number: 002 - 123 -16 -9- 251-18 MILLS ACT AGREEMENT 525 West Santa Clara Avenue Santa Ana, CA 92706 Exhibit B Exterior work shall be reviewed by the Historic Resources Commission and subject to the U.S. Secretary of the Interior's Standards for Rehabilitation of Historic Buildings, as follows: 1. Every reasonable effort shall be made to provide a compatible use for a property which requires minimal alteration of the building, structure, or site and its environment, or to use a property for its originally intended purpose. 2. 'The distinguishing original qualities or character of a building, structure or site and its environment shall not be destroyed. The removal or alteration of any historic material or distinctive architectural features should be avoided when possible. 3. All buildings, structures, and sites shall be recognized as products of their own time. Alterations that have no historical basis and which seek to create an earlier appearance shall be discouraged. 4. Changes which may have taken place in the course of time are evidence of the history and development of a building, structure, or site and its environment. These changes may have acquired significance in their own right, and this significance shall be recognized and respected. 5. Distinctive stylistic features or em- maples of skilled craftsmanship which characterize a building, structure, or site shall be heated with sensitivity. 6. Deteriorated architectural features shall be repaired rather than replaced, whenever possible. In the event replacement is necessary, the new material should match the material being replaced in composition, design, color, texture, and other visual qualities. Repair or replacement of missing architectural features should be based on accurate duplications of features, substantiated by historic, physical, or pictorial evidence rather than on conjectural designs or the availability of different architectural elements firm the other buildings or structures. 7. The surface cleaning of structures shall be undertaken with the gentlest means possible. Sandblasting and other cleaning methods that will damage the historic building materials shall not be undertaken, 3. Every reasonable effort shall be made to protect and restive archaeological resources affected by, or adjacent to any project. 9. Contemporary design for alterations and additions to existing properties shall not be discouraged when such alterations and additions do not destroy significant historical, architectural or cultural material, an such design is compatible with _9- 251 -19 MILLSACTAGREEMENT 525 West Santa Clara Avenue Santa Ana, CA 92706 size, scale, color, material and character of the property, neighborhood, or environment. 10. Wlncrever possible, new additions or alterations to structures shall be done in such a manner that if such additions or alterations need to be removed in the future, the essential form and integrity of the stricture would be unimpaired. - to- 251-20 7m 251 -22 N moil] • CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: APPROVE AGREEMENT WITH THE MUNICIPAL WATER DISTRICT OF ORANGE COUNTY FOR MUTUAL AID SUPPORT SERVICES AND MIDDLE AND HIGH SCHOOL EDUCATIONAL OUTREACH PROGRAMS [NONGENERAL FUND] {STRATEGIC PLAN NO. 1, 21); 4, 1; 5,2; 7,5F) r ' CITY MANAGERV RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: FTMJIT"11100�"b ❑ As Recommended ❑ As Amended ❑ Ordinance on 1't 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 agreement with the Municipal Water District of Orange County for participation in the water emergency response organization of Orange County, school education programs, water use efficiency programs and other related programs and services to support the Water Enterprise for an initial term of three years, beginning upon approval by the Municipal Water District of Orange County and ending June 30, 2019, with an option to extend for three years, in an amount not to exceed $333,000 over the life of the agreement, including the extension period, subject to nonsubstantive changes approved by the City Manager and City Attorney. DISCUSSION In 1933, the Municipal Water District of Orange County ( MWDOC) was created to serve Orange County water retailers. MWDOC provides wholesale water, services, and programs to its Orange County member agencies. While the Water Resources Division does not purchase water from MWDOC, it has purchased water enterprise support services. Water Resources also participates in MWDOC programs that assist in planning, operations, efficiency, conservation, and community education efforts, while focusing on its core mission of delivering clean, safe, and reliable drinking water. The agreement between MWDOC and the City of Santa Ana allows the parties to collaborate on water resources activities, including planning analysis and reports, water use efficiency programs, school education programs, emergency preparedness programs, and other joint efforts. The City has previously contracted with MWDOC for most of these services and expects to continue into the foreseeable future. Contracting with MWDOC for these services is an efficient and cost - effective service delivery method for the City, due to MWDOC's extent, regional focus, and experience in providing these services. As an example of the services rendered via MWDOC 25J -1 Agreement with MWDOC for Support Services and Programs August 2, 2016 Page 2 agreements, in the last year, over 3,160 water conservation rebates were processed; over 30,000 Santa Ana elementary and high school students and teachers participated in water conservation education programs; and, the City worked collaboratively with MWDOC to prepare the 2016 Urban Water Management Plan for Santa Ana. In lieu of the proposed agreement, the City would have to hire additional staff and /or obtain the services of multiple contractors to achieve the same results. This agreement enables staff to more quickly and efficiently engage in MWDOC activities by clearly establishing a basic foundation for this contractual business relationship for the term of the agreement. It will supersede any existing agreements between the City and MWDOC for the indicated activities. The agreement provides for the following activities traditionally delivered by MWDOC: • Water use efficiency programs • School education programs (elementary and high school) • Water emergency preparedness activities, including annual support of the water emergency response organization of Orange County • Shared consulting agreements • Water resources planning • Strategic services • Water loss control services • Urban water management plans To standardize and simplify implementation of these activities, the agreement requires approval of additional programs and services at the City's sole discretion. Approval of the agreement will give the Water Resources Manager approval authority to participate in specific programs and services offered by MWDOC. Should the City desire to add additional services or programs that require funding during the term of this agreement, staff will seek Council review and approval of an amendment to incorporate those activities into this agreement or a separate agreement. 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 D (expand Community awareness of Public Safety activities, programs and services that focus on risk reduction (smoke alarms, water safety, pedestrian safety, fire safety /prevention); Goal #4 - City Financial Stability, Objective #1 (maintain a stable, efficient and transparent financial environment); 25J -2 Agreement with MWDOC for Support Services and Programs August 2, 2016 Page 3 Goal #5 - Community Health, Livability, Engagement and Sustainability, Objective #2 (expand opportunities for conservation and environmental sustainability); Goal #5 - Community Health, Livability, Engagement and Sustainability, Objective #2 (expand opportunities for conservation and environmental sustainability); and, Goal #7 - Team Santa Ana, Objective #5 (create a culture of innovation and efficiency within the organization), Strategy F (explore opportunities to engage with outside agencies, both private and public, to share information and increase efficiencies). ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT There is no fiscal impact associated with the recommended action. Future fiscal impacts incurred through subagreements will comply with the amounts indicated above and the limitation of financial commitment by the City in Section 11 of the attached agreement. Funding. will be verified by Finance & Management Services during Fiscal Years 2016 -17, 2017 -18, 2018 -19 and applicable renewal options as needed, prior to the execution of program subagreements. Implementation of any services identified in the agreement is subject to funding availability in the Capital Recovery Charges, Sanitary Sewer Services, Water Enterprise, and Water Utility Capital Funds (054, 056, 060, and 066, respectively). FrO Mousavipour Executive Director Public Works Agency FM /NS /RR Exhibit: 1. Agreement 25J -3 25J -4 FINAL 7 -11 -16 AND THE CITY OF SANTA ANA THIS AGREEMENT (the "Agreement ") is made as of . , 2016 by and between the Municipal Water District of Orange County ( "MWDOC ") and the City of Santa Ana ( "City ") to provide for participation by the City in various programs and services administered by MWDOC, as described herein. The City and MWDOC are referred to jointly as "Parties" and individually as "Party." City Staff shall be defined as the City's Water Resources Manager or his designee. That role is currently filled by Nabil Saba, PE, City of Santa Ana Water Resources Manager. RECITALS WHEREAS, the Parties are both member agencies of the Metropolitan Water District of Southern California ( "Metropolitan ") and have many common interests related to water activities, programs and organizations within Orange County; and WHEREAS, the Parties share many water planning characteristics, including location, climate history, demographics, water sources, water supplies and demand management measures; and WHEREAS, the Parties share a long and successful history of collaborating on water resource activities, planning analyses and reports, water use efficiency programs, school education programs, emergency preparedness programs and otherjoint efforts; and WHEREAS, the Parties desire to cooperate and pool resources to obtain economies of scale on joint studies and programs, share information developed independently, simplify the process of implementing water use efficiency measures, and maximize grant funding for all of these activities; and WHEREAS, the Parties understand that all programs administered are done so that the ultimate decision to participate and seek a rebate is made by the end water user within the City; and WHEREAS, the Parties have prepared this Agreement to address the common goal of consolidating and streamlining the contracting procedures required for MWDOC's administration of, and the City's participation in, the programs and services referenced herein; NOW, THEREFORE, the Parties agree as follows: 1. OVERVIEW OF JOINT ACTIVITIES a) The Agreement shall cover those activities as can be agreed to between MWDOC and the City including the following: Water Use Efficiency (WUE) Programs Page 1 of 11 I_ M10- l& 25J -5 FINAL 7 -11.16 • School Education Programs (Elementary and High School) • Water Emergency Preparedness Activities including annual support of the Water Emergency Response Organization of Orange County (WEROC) • Shared Consulting Agreements • Water Resources Planning • Strategic Services • Water Loss Control Services • Urban Water Management Plans b) The provisions as described below shall apply to the above services. 2. WATER USE EFFICIENCY PROGRAMS ( "WUE PROGRAMS ") a) Subject to the limitations set forth in Sections 2 - 5, the Parties shall work together to make WUE Programs available to water users throughout the City's water service area. In general, the City will have access to the same "Choice" WUE Programs that are available to MWDOC's member agencies. Each year, as MWDOC's budget is developed, MWDOC shall provide notice to the City by submitting the WUE Program Participation cost estimate (budget) for the subsequent fiscal year (same as it provides to all of its member agencies) to allow the City to consider participation. City has the sole discretion to participate. MWDOC shall also provide City with any other information or documents which are required for participation in WUE Programs or reasonably requested by the City in connection with WUE Programs. For each fiscal year, the City shall review the WUE Program Participation cost estimate and choose the WUE Programs, the level of its participation, and funding levels that the City deems beneficial. In connection with the foregoing, the City will notify MWDOC via email regarding the City's financial participation in the upcoming fiscal year. Whenever NEW opportunities for WUE programs shall become available, MWDOC shall notify the City Staff and provide sufficient details and requirements for each, and estimated costs for City's review and decision regarding participation. The City Staff shall provide MWDOC an email confirmation regarding whether it intends to participate in the NEW opportunities and its level of participation. b) Except to the extent of the elections made in the WUE Participation Notification, the City shall have no obligation to participate in any WUE Program, including, but not limited to, any obligation to provide financial contribution to such program, unless elected to by the City Staff as outlined in Sections 2 - 5. 3. WUE PROGRAMS WITH NO MATCHING CONTRIBUTION REQUIREMENT a) Subject to the limitations set forth herein, the Parties agree that the WUE Programs chosen by the City for participation, with the exception of any WUE program that requires City funding, shall be made available throughout the City's water service area for the Term of this Agreement, without the need for a separate agreement between the Parties beyond this Agreement. City participation in any WUE program that requires City funding shall proceed only upon approval of the City, as provided herein. Page 2 of 11 25J -6 FINAL 7 -11 -16 b) At the time this Agreement is made, the following WUE Programs are available to the City from MWDOC and they do not require local match funding from the City or any other contribution from the City. The City may voluntarily elect to provide, as described below, supplemental funding in order to enhance the level of incentive paid to the participant. • Drought Response Turf Removal Program (SAWPA) • Comprehensive Oil Program (SAWPA) • Comprehensive Landscape Program (USER) • Water Smart Landscape Program (aka - Landscape Performance Certification Program) MWDOC will provide the City with support for these programs in the form of marketing materials and staff support. Grant funding obtained by MWDOC for WUE Programs will be made available to end water users within the City's water service area in the same manner it is made available to MWDOC member agencies. c) When required for any WUE Program, as determined by MWDOC and the program design, and subject to provisions in Sections 2 - 5, the City will be required to conduct pre - and post- installation verification inspections and will provide MWDOC with documentation showing inspection results. Personnel and equipment costs incurred by the City, if any, will not be reimbursed by MWDOC or any other third party. Such inspection obligations shall not exceed those levels or amounts set forth in the WUE Participation Notification, attached hereto as Exhibit A. If City has agreed to participate in any program that requires inspections, the City may, in the alternative to the foregoing, request in writing in response to the WUE Program Participation budget that MWDOC direct its inspection contractor to conduct pre- and post - installation verification inspections, at the City's cost, provided MWDOC provides City with an estimate for these costs and City Staff approves such costs. MWDOC shall invoice the City monthly for such inspection costs. In addition to the direct costs to MWDOC, reasonable staff time and overhead attributable to the inspection services may be invoiced to the City and the City is responsible for paying MWDOC for such. d) Should City request to add supplemental funding in order to increase incentive levels beyond the levels established, City may do so at its sole discretion by listing the per device and total funding amounts in its response to the WUE Program Participation budget. Submittal to MWDOC of the WUE Participation Notification document with changes by the 1011 of the month will take effect by the first of the following month. 4. WUE PROGRAMS WITH MATCHING LOCAL CONTRIBUTION REQUIREMENT a) The Parties agree that MWDOC's WUE Programs that require a local contribution shall be made available throughout the City's water service area for the Term of this Agreement, without the need for a separate agreement between the Parties beyond this Agreement. Selection to participate by the City and the level of funding required for any MWDOC WUE Page 3 of 11 25J -7 FINAL 7 -11 -16 program device will be designated in the WUE Program Participation budget. Any changes, such as funding levels, program participation, and /or overall funding amounts, City wishes to make during the Term of this agreement will be made in response to the WUE Program Participation budget. b) The local contribution required under these Programs varies. The amount of local match funding required for any particular device will be determined by the availability of other funding, and the City's share of the local matching fund for each device installed shall be mutually agreed upon between the City and MWDOC prior to the commitment of City funds, which the City shall acknowledge by submitting a response to the WUE Program Participation budget. 6. WUE PROGRAM COST ALLOCATION AND INVOICING a) During its annual budget process, MWDOC shall allocate to the City a proportionate share of MWDOC's estimated WUE Program costs. This share is determined by calculating the percentage of total outside funding provided during the previous calendar year to WUE Program participants within the City's service area compared to the total of all outside funding under MWDOC's WUE Program. That percentage is then applied to MWDOC's total WUE "Choice" Program budget, including personnel and overhead costs. Based on the information provided, the City shall decide whether or not to participate and shall advise MWDOC. This allocation process is the same as the allocation process used to allocate costs to MWDOC's member agencies. b) For those programs included in the WUE Program Participation budget, MWDOC shall invoice the City for WUE Program costs no later than August 30 of each year, and the City shall pay the amount due within thirty (30) days of receipt of the invoice. MWDOC must be notified of any disputed invoice within 30 days of receipt. c) A reconciliation of actual WUE Program costs will be performed at the end of each year during MWDOC's budget process and reflected in the invoice sent to the City the following year. d) MWDOC shall invoice the City on a monthly basis for any local funding required, including the per device amounts, any inspection costs, and /or any provided supplemental funding, provided the City has agreed to participate in such programs. Such Invoices shall be mailed by the 10th day of each month for the preceding month and shall be paid by the City within 30 days. The amount invoiced per device shall be determined by MWDOC and conveyed to City prior to City's participation. All funding amounts will be listed in the WUE Program Participation budget. 6. SCHOOL EDUCATION PROGRAMS (ELEMENTARY AND HIGH SCHOOL) a) MWDOC's School Education Programs are offered as a "Choice" program offering on a pay -for- service program manner for both MWDOC's member agencies and the Cities of Anaheim, Fullerton and Santa Ana. The programs and options are described below. Typically, these programs are structured and priced annually through MWDOC's Page 4 of 11 25J -8 FINAL 7 -11 -16 budgeting process. The School Education Program services offered by MWDOC and the City annually selects targets for both Elementary and the High School Programs. MWDOC and its contractors agree to attempt to fulfill the target amounts, but cannot guarantee such and will charge the City based on actual students and schools involved in the programs. For the School Programs, MWDOC will invoice for the total annual estimated costs and will provide a reconciliation at the year -end, based on the actual services provided. b) Elementary School Grades 1 -6 i) Currently, the Elementary School Program is operated by the Discovery Science Foundation under contract with MWDOC and offers services based on the number of students desired by each of the member agencies. The program is offered to grades 1 -6 with all students using the Keypad Program. The final billing is based on actual number of students that participate. c) High School Program Currently, the High School Program is being conducted by contract with MWDOC by Inside the Outdoors, a department of the Orange County Department of Education and is being conducted in partnership with The Ecology Center. The program offers two parts as follows: i) Basic Program - MWDOC structured the "digital portion" of the High School Program and the High School Teacher Training portion of the program, with costs allocated to member agencies and the City based on the High School Student Population count per water serving agency. This was done because the "digital" portion of the program involves development of a web -based program armed at attracting and engaging high school students from all over the County and because the Teacher Training is open to all teachers In the County. ii) Specific Funding to a High School in the Member Agency Service Area -Agencies can elect to have at least one High School in their service area participate in the detailed program involving their entire student body. Agencies can opt in or out of this portion of the program if they do not want it offered for their service area. 7. THE WATER EMERGENCY RESPONSE ORGANIZATION OF ORANGE COUNTY ( WEROC) a) The parties may participate, without the need for an additional agreement in WEROC operations. MWDOC provides the overall staff and support for WEROC and has historically allocated the costs for WEROC among MWDOC, Orange County Water District, the Cities of Anaheim, Fullerton and Santa Ana, the Orange County Sanitation District and the South Orange County Wastewater Authority. The purpose of WEROC is to assist water and wastewater services with preparedness and response coordination for mutual aid and other services and to represent water and wastewater entities at the Orange County Operational Area. In order to build the relationships needed for effective Page 5 of 11 25J -9 FINAL 7- 11 -1.6 response, WEROC works with member agencies, Metropolitan Water District of Southern California, the County Operational Area, the State Office of Emergency Services and other emergency response partners throughout the year to educate, network and train together. WEROC staff works with its member agencies (including the City) on emergency plans and standard operating procedure development, review of state and federal required trainings for grant eligibility, disaster readiness, disaster exercise development, grant identification and applications and response and recovery coordination. Lastly, WEROC staff maintains two emergency operation centers, its own response plans and the backbone of the WEROC radio communications system. In providing these services WEROC continues to lead the nation as a model for water and wastewater emergency coordination and response. b) MWDOC will charge a percentage of WEROC's annual budget to the City to fund WEROC operations. The historical percentage allocated is 3.80% and is based on historical negotiations among the WEROC funding partners. The proposed program budget and funding agency charges will be submitted to City for budgetary consideration annually. 8. SHARED CONSULTING SERVICES a) The Parties may participate, without the need for an additional agreement, in the planning, research, policy development, water resources planning, strategic processes and other activities that require engagement of an outside consultant. MWDOC shall provide the City a copy of each consultant's proposal for review and comments. For each consultant so engaged, the City will notify MWDOC if it elects to participate in the consulting services and the limit of its financial participation. These and otherjoint activities and studies related to water resources planning are basic and recurring functions for both MWDOC and the City, and the City's Water Resources Manager shall have discretion to authorize participation by the City in consulting contracts administered by MWDOC by giving written notice to MWDOC, provided the Agreement Limit (defined below) has not been reached. b) The City shall not have any obligation to pay for this consultant unless the City agrees to participate in the consultant's proposed costs. 9. AWARD AND ADMINISTRATION OF CONSULTANT AGREEMENTS a) When programs or services desired by the City and administered by MWDOC require MWDOC to engage a consultant, MWDOC will use its standardized professional services agreement as a form and will modify it as required for each particular engagement. MWDOC will award the agreement pursuant to its own Administrative Code and procedures, except as noted in this Agreement. b) For each professional services agreement, MWDOC will determine appropriate insurance requirements. When MWDOC requires a consultant's insurer to name MWDOC, its directors, officers, agents, employees, attorneys, consultants and volunteers as additional Page 6 of 11 25J -10 FINAL 7 -11 -16 insureds, the same requirement will be made for the City and its Council, officers, agents, employees, attorneys, consultants and volunteers. Other protections in MWDOC's insurance requirements, including waiver of subrogation rights, will also be extended to the City when practicable. c) MWDOC shall administer such professional services agreements and coordinate all aspects of the proposed work. MWDOC shall communicate with the City regularly and upon request regarding the status of the agreement and the work for each professional services agreement in which the City has elected to participate. d) MWDOC shall invoice the City for the City's share of total costs anticipated for each professional services agreement in which the City has elected to participate, as contemplated in this Agreement. The cost allocation among participants and the City will vary by project; the basis of the cost allocation and sharing to the City shall be provided and agreed upon prior to the initiation of the professional services agreement. MWDOC shall invoice the City for the full estimated cost of such services and shall provide a reconciliation at the end of each contract. Any invoices shall be mailed by thelOth day of each month for the preceding month and shall be paid by the City within 30 days. e) MWDOC shall inform the City on a timely basis of any proposed extra work under any professional service agreement being administered by MWDOC that would result in an increase in the City's payment underthis Agreement. MWDOC shall seek input and written concurrence from the City and any other participating agencies prior to the authorization of extra work by the consultant. For the purpose of this section only, an e-mail from MWDOC staff to City staff, with an e-mail response from City staff, shall satisfy MWDOC's obligation to seek written concurrence. f) MWDOC will be responsible for all aspects of managing the consultant contract including making any payments required under the terms and conditions of the contract. 10. TERM a) This Agreement shall be effective immediately upon execution and shall continue through June 30, 2019 ( "Expiration Date "). The Parties may mutually agree to renew this Agreement for an additional three years in writing made on or before the initial Expiration Date, said extension to exercisable in writing by the City Manager and the City Attorney. b) This Agreement does not authorize the programs and services in excess of three hundred and thirty three thousand dollars ($333,000) over the entire term of the agreement ( "Agreement Limit "), as outlined below. c) If the City wishes to add any programs, activities, or studies set forth in this Agreement, notice of such additions can be given at any time acceptable to either Party. If the City wishes to delete any programs, activities, or studies set forth in this Agreement, notice of such deletions must be received by MWDOC prior to April 15th for the following fiscal year. d) The City or MWDOC may terminate this Agreement in its entirety at any time upon thirty Page 7 of 11 25J -11 FINAL 7 -11 -16 (30) days written notice to the other Party. In the event either Party terminates this Agreement, any funds paid by the City in the year of termination for costs that had not yet been incurred by MWDOC as of the date of termination will be subject to reconciliation during MWDOC's budget process. At that time MWDOC will determine whether the funds will be credited or refunded to the City. Further, any costs incurred by MWDOC as of the date of termination that have not yet been invoiced to the City shall be invoiced by MWDOC and promptly paid by the City within thirty (30) days. At the time of termination, the City shall remain obligated for any initiatives started that cannot be terminated without incurring costs. MWDOC and the City agree to work amicably to carry out any notice of termination. 11, LIMITATION OF FINANCIAL COMMITMENT BY THE CITY a) The financial limit by this agreement is outlined below. 'The below table provides the estimated current level of activities and projects out the future costs of these activities over the next five years, with future estimates of escalation. The limits provided below are for purposes of City Staff seeking authorization to carry -out these activities over a multiple year period and DO NOT imply any future commitment by the City to MWDOC. The City Staff will utilize this agreement, within their discretion and decision - making to engage on activities with MWDOC only as specifically outlined in this Agreement and only for the matters outlined in this Agreement. The City Staff has sole decision- making responsibility in determining whether or not to participate with MWDOC on any or none of the opportunities outlined in this Agreement. 12. DELIVERY OF NOTICE a) Except as expressly provided herein, all notices permitted or required under this Agreement shall be given to the respective Parties at the following address, or at such other address as the respective Party may provide in writing for this purpose: Page 8 of 11 25J -12 FINAL 7 -11 -16 If to MWDOC: Municipal Water District of Orange County 18700 Ward Street Fountain Valley CA 92708 Phone: (714) 963 -3058 Attention: General Manager, Rob Hunter Email: Rhunter @mwdoc.com If to City Public Works Agency Water Resources Division 220 South Daisy Ave. Santa Ana, CA 92702 Phone: (714) 647 -3378 Attention: Water Resources Manager, Nabil Saba Email: NSaba @santa - ana,org b) Such notice shall be deemed made when personally delivered or emailed and shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 13. ACCOUNTING a) Upon request of the City, MWDOC will provide copies of any specified consultant's agreements, invoices and MWDOC's related payment records. 14. INDEPENDENT CONTRACTORS a) Any consultant engaged by MWDOC as contemplated in this Agreement will not be a party or third party beneficiary to this Agreement and will not be an employee or agent of MWDOC or the City, either as a result of this Agreement or as a result of any professional services agreement between MWDOC and the consultant. The professional services agreement between MWDOC and any consultant engaged by MWDOC as contemplated in this Agreement will specify that the consultant is an independent contractor. 15. INDEMNIFICATION a) When WUE Programs provided in the City's water service area require participants to sign an application form that contains a release, waiver and /or indemnification, the application form shall specify that the release, waiver and /or indemnification covers both MWDOC and the City. b) To the extent that MWDOC, including its staff or consultants, or the City, including its staff or consultants, performs any activities in connection with the programs or services provided as contemplated in this Agreement, each agrees to indemnify and hold the other harmless from any and all liability, claims, obligations, damages, and suits arising out of the activities it performs. Page 9 of 11 25J -13 FINAL 7 -11 -16 16. JURISDICTION AND VENUE a) In all matters concerning the validity, interpretation, performance, or effect of this Agreement, the laws of the State of California shall govern and be applicable. The Parties hereby agree and consent to the exclusive jurisdiction of the courts of the State of California and that venue of any action brought hereunder shall be in Orange County, California. 17. JOINT DRAFTING a) All Parties have participated in the drafting of this Agreement. The Agreement may be signed in counterpart to facilitate processing. f a) If any provision of this Agreement shall be held illegal, invalid, or unenforceable, in whole or in part, the legality, validity, and enforceability of the remaining provisions shall not be affected thereby. 19. ENTIRE AGREEMENT a) This Agreement contains the entire agreement of the Parties relating to the subject matter hereof, and the Parties have made no agreements, representations, or warranties, either written or oral, relating to the subject matter hereof that are not set forth herein. Except as provided herein, this Agreement may not be modified or altered without prior written approval from both Parties. [SIGNATURES ON NEXT PAGE] Page 10 of 11 25J -14 FINAL 7 -11 -16 IN WITNESS WHEREOF, the Parties have executed this Agreement by and through their authorized officers. Date: By, Rob Hunter General Manager MWDOC Approved as to Form By: Legal Counsel: Best, Best & Krieger Date: al David Cavazos City Manager City of Santa Ana Approved as to Form Date: c4 0 t i Attorney RECOMMENDED FOR APPROVAL: Page 11 of 11 25J -15 Fred Mousavipour Executive Director Public Works Agency 25J -16 w Lfifl Lei 14 F Y og* CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: PURCHASE AGREEMENTS FOR BRISTOL STREET IMPROVEMENTS PHASE 4 (PROJECT NO. 116741 NONGENERALFUND) {STRATEGIC PLAN NOS. 6, 1G; 3, 2C} RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on I" Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute purchase agreements for the full purchase price for the real property listed below and goodwill (if any) with the following property owners, subject to nonsubstantive changes approved by the City Manager and City Attorney: No. Property Owner Property commonly Acquisition Amount known as / location Type 1 Mateo Quiroz and Diane 1242 West Glenwood Partial $3,150 Quiroz (APN 015 - 234 -10) 2 Thomas John Mascoli 1305 West Carlton Place Partial $12,980 and Wendy Ann Mascoli (APN 408 - 332 -17) 3 STAC Property, LLC 2222 South Bristol Street Partial $135,000 (APN 408 - 471 -05) 4 Bolivar Nunez 2101 South Bristol Street Full $740,000 (APN 015 - 194 -17) 5 Carlos Zaragoza Lopez 1302 West Camden Place Full $560,000 (APN 408 - 335 -01) 6 Bernard N. Gaon and Judith 2227 South Bristol Street Full $712,130 A. Gaon (APN 015 - 194 -29) 7 Albert S. Sandoval 1301 West Saint Anne Place Full $460,000 (APN 408 - 335 -18) 25K -1 Purchase Agreements for Bristol Street Improvements Phase 4 August 2, 2016 Page 2 DISCUSSION Bristol Street is a north -south transportation corridor 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 is being constructed in several phases. Improvements include widening the street from two to three lanes in each direction, raised landscape medians, and bike lanes. The City is acquiring properties for the development of Phase 4, bounded by Warner Avenue and Saint Andrew Place. Property acquisitions for this phase are expected to be completed by spring 2017, with construction scheduled to begin in summer 2017. Property acquisitions are necessary to accommodate the improvements and widening for Phase 4 (Exhibit 1). Purchase offers were based on appraised values prepared by a California State licensed appraiser and were accepted by the property owners. Compensation amounts are listed above and are shown in the attached agreements (Exhibits 2 through 8). 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 4, which lies between Warner Avenue and St. Andrew Place, an Addendum to the FEIS /EIR was prepared and adopted pursuant to the California Environmental Quality Act by City Council on April 7, 2015. 25K -2 Purchase Agreements for Bristol Street Improvements Phase 4 August 2, 2016 Page 3 FISCAL IMPACT Funds in the total amount of $2,623,260 are available in the Bristol Street Improvements Project (No. 116741) for expenditure in FY 2016 -2017: $345,778 in the Select Street Construction Fund (Account No. 05917661 - 66100), $1,931,704 in the Select Street Construction Fund (Account No. 05917660 - 66100), and $345,778 in the Measure M2 Street Construction Fund (Account No. 03217663 - 66100), subject to nonsubstantive changes. Public Works Agency FM /EWG /JG /ML Exhibits: 1. Location Map 2. Agreement for APN 015 - 234 -10 3. Agreement for APN 408 - 332 -17 4. Agreement for APN 408 - 471 -05 5. Agreement for APN 015 - 194 -17 6. Agreement for APN 408 - 335 -01 7. Agreement for APN 015 - 194 -29 8. Agreement for APN 408 - 335 -18 APPROVED AS TO FUNDS & ACCOUNTS: Francisco Gutierrez Executive Director Finance & Management Services Agency 25K -3 25K -4 MATCHLINE SEE BELOW RIGHT I I 1 i I 1 408.686-17 j , 1 ST GERTAUDE PL I 408471 -17 w C0 0 E0 m m �. 7_.7..7... I I I I I I WARNER AVENUE I � I LEGEND:I - `.MELT PFOPCHTY - FULL ACOU15I'f ION - SUBJECT PPOKP1Y - FAEf1.1 .1000IS 11,1911 -- 3CUU[PED PPEPEFTICS 1 I I I I I I i7 I ST ANDREW PL 4 I I I I R o I CAR PL —T - T._�., I I I m M' I -- T-- T' "T -' I I I GLENWOOD PL I I i I I I I �j CAMDEN PL 3T ANNE PL EXHIBIT 1 I I m I I I ✓ f I I I 9 r r r--r-- I NI I I I MATCHLINE SEE TOP LEFT SANTA ANA PURCHASE AGREEMENTS FOR CITY COUNCIL BRISTOL STREET IMPROVEMENTS AGENDA DATE PHASE 4 (PROJECT NO. 116741 u VVV AUGUST 02, 2016 NONGENERAL FUND) PHLIQ WORKS AGEWUY (Strategic Plan No. 6, 1, GI and 3, 2, C) 25K -5 PAGE 1 OF 1 7 ? 1r�, t IL I I I to L. °J.__J....1 I 0 I I I ✓ f I I I 9 r r r--r-- I NI I I I MATCHLINE SEE TOP LEFT SANTA ANA PURCHASE AGREEMENTS FOR CITY COUNCIL BRISTOL STREET IMPROVEMENTS AGENDA DATE PHASE 4 (PROJECT NO. 116741 u VVV AUGUST 02, 2016 NONGENERAL FUND) PHLIQ WORKS AGEWUY (Strategic Plan No. 6, 1, GI and 3, 2, C) 25K -5 PAGE 1 OF 1 25K -6 PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA "), entered into on 2 01 6 , between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California (hereinafter "City' or "Buyer"), and Mateo Quiroz, an individual, and Diane Quiroz, an individual, collectively (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 1242 W. Glenwood Place, Santa Ana, CA 92707 (APN 015 - 234 -10) 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 sixty (60) days from and after the date on which the City has approved this Agreement. 1 Title to be Conveyed. Seller agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, including any and all leasehold interests), liens, clouds or defects in title except those exceptions shown in Paragraph 15 below. Seller hereby warrants that the title to said real property to be conveyed by Seller to City shall be free and clear as provided above. Seller further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), lien, cloud or defect in title, shall not constitute a waiver by City of its right to the full and clear title hereinabove agreed to be conveyed by Seller to City, nor of any right which might accrue to City because of the failure of Seller to convey title as hereinabove provided. 3. Title Insurance. Seller agrees to deliver to City, concurrently with the conveyance of said real property to City, within the time and at the place hereinabove specified for said conveyance of said real property, a policy of title insurance to be issued by the above mentioned title company, with the City therein named as the insured, in the amount of One Thousand, Eight Hundred Forty -Two and no/100 Dollars ($1,842.00) insuring the title of the City to said real property is free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), liens, clouds or defects in title, excepting such specific ones as city may hereinafter expressly agree to take subject to. Acceptance by City of any such policy of insurance, whether such insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by City of its right to such insurance as is herein required of Seller, nor a waiver by the City of any rights of action for damages or any other rights which may accrue to City by reason of the failure of Seller to convey title or to provide title insurance as required in this Agreement. 4. Escrow. City agrees to open an escrow at the office of 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 sixty (60) days of the City's execution of this Agreement. If escrow is not in a condition to close by the Close of Escrow, and failure to close is due to unforeseen conditions of title or interest of third parties in the Property that cannot be resolved in Escrow, then buyer may, at its option, request cancellation of escrow and this Agreement and return of any funds it has deposited into escrow. Thereupon, all obligations and liabilities of the Parties under this Agreement shall cease and terminate. If no such request is made, Escrow shall be closed as soon as possible thereafter. Buyer shall be entitled to possession of the Property immediately upon close of Escrow. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this Section 4 and of the General Provisions described in Exhibit "B " attached hereto and incorporated herein by this reference, in writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. City agrees to bear and Escrow Agent is hereby authorized to charge to the City the cost of any transfer taxes, recording fees, cost of title insurance, re- conveyance fees, document preparation fees, escrow fees and any other closing costs incidental to the conveying of said real property to City. Penalties for prepayment of bona fide obligations secured by any existing deed of trust or, mortgage shall be waived pursuant to Civil Code Procedures Section 1265.240. The liability to the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Section 4, Section 6, Section 8 and Exhibit "B" of the General Provisions of this Agreement. 5. Property Taxes. Such real property taxes, if any, on said real property for the fiscal year within which said real property is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and Taxation Code of the State of California. Seller shall be eligible for a refund under Section 5096.7 of the Revenue and Taxation Cade of the State of California for that portion of property taxes on said real property for said fiscal year which have been paid prior to the date the deed conveying said real property to City is recorded which is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City is recorded and made uncollectible if unpaid by reason of Section 5086 of the Revenue and Taxation Code of the State of California. To the extent that Seller has prepaid any taxes or assessments attributable to the Property; Seller shall be solely responsible for obtaining any refund due thereon from the taxing authority. Upon written request, Buyer shall assist Seller, at Seller's sole cost, in obtaining said refund, if any; however, in no case shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow. All unpaid taxes on said real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City. 6. Payment of Purchase Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the full purchase price for said real property, the total sum of Three Thousand One Hundred Fifty and no /100 Dollars ($3,150.00). City agrees to deposit said purchase price in escrow with the Escrow Agent within THIRTY (30) days from and after the date an which the City has approved this Agreement, and the Escrow Agent is hereby authorized to pay the same to Seller upon and after. 25K -8 (a) Conveyance of said real property by Seller to City as hereinabove provided; (b) Acceptance by City of a Grant Deed conveying said real property to City; (c) Delivery to City of the policy of title insurance as hereinabove provided; (d) Recordation of the Deed conveying said real property to City. 7. Possession. Seller agrees to deliver to City, on the date the Deed conveying said real property to City is recorded, quiet and peaceful possession of said real property, which shall be made free by Seller of all personal property. 8. Rental and Occupancy By Seller. Seller agrees to execute a complete, current and correct statement of rentals (Seller Estoppel) on a form furnished to Seller by City and deliver same to City within fifteen (15) days hereof with copies of any written leases or rental agreements attached. All rents will be prorated as of the close of escrow on the basis of a 30 -day month /365 -day year consistent with that statement, subject to approval of City. Seller hereby agrees not to rent any units on the premises which are vacant as of the date that this agreement is executed by seller, or which may be vacated by present occupants prior to close of escrow. In return, the City agrees to reimburse seller lost rentals incurred by keeping units vacant through the close of escrow. Seller agrees that any and all Tenant Security Deposits pertaining to the subject property collected by or in the possession of Seller prior to the close of escrow shall be transferred to and become the property of City during escrow. Seller hereby warrants that the rental statement referred to shall include the terms of all rental agreements, tenancies, and leases (written, unwritten, recorded, or unrecorded) and Seller agrees to hold City harmless from all liability from any such leases or agreements. Seller also warrants that there are no oral or written leases on all or any portion of the subject property exceeding a period of one month. 91 Waivers. The waiver by City of any breach of any on the part of the Seller shall not be deemed or held to breach of said covenant or agreement nor a waiver of agreements contained herein covenant or agreement herein contained be a waiver of any subsequent or other any breach of any other covenants or 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. 11 Acknowledgment of Full Benefits and Release A. By execution of this Agreement, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby acknowledges that this Agreement provides full payment for the acquisition of the Property by Buyer, and Seller hereby expressly and unconditionally waives any claim for compensation for injury to the remainder ( "severance damages "); precondemnation damages; claims for inverse condemnation; loss or impairment 25K -9 of any "bonus value" attributable to any lease; damage to or loss of improvements pertaining to the realty; any right to repurchase, leaseback from Seller, or receive any financial gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245, any right to receive any notices pursuant to Code of Civil Procedure section 1245.245; any right to enforce any other obligation placed upon Seller pursuant to Code of Civil Procedure sections 1245.245, 1263.025 and 1263.615; any other rights conferred upon Sellers pursuant to Code of Civil Procedure sections 1245.245 and 1263.615 and 1263.025; and attorney's fees and costs. It being understood that this is a complete and full settlement of all acquisition claims, liabilities, or benefits of any type or nature whatsoever relating to or in connection with the acquisition of the Property by Buyer. This release shall survive the Close of Escrow. This Agreement arose out of Buyer's efforts to acquire the Property through its municipal authority. Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby fully releases Buyer, its successors, agents, representatives (including attorneys), and assigns, and all other persons and associations, known or unknown, from all claims and causes of action by reason of any damage which has been sustained by Seller, or may be sustained by Seller, as a result of Buyer's efforts to acquire the Property or to construct the works of improvement thereon, or any preliminary steps thereto. This Agreement does not, and shall not be construed to, require Seller to indemnify Buyer for damages which may arise as a result of Buyer's efforts to construct improvements on the Property. 14. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M -36, P.O. Box 1988, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Seller is 1242 W. Glenwood Place, Santa Ana, CA 9270T 15. Exceptions. City agrees to accept title to said real property subject to the following: NONE. 16. Entire Agreement. It is mutually agreed that the Parties hereto have herein set forth the whole of their Agreement. Performance of this PSA by City shall lay at rest, each, every, and all issue(s) that were raised or could have been raised in connection with the acquisition of Said Real Property by City. 1T Hazardous Waste. Neither Seller nor, to the best of Seller's knowledge, any previous owner, tenant, occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ( "Hazardous Materials ") on, under, in, or about the Property, or transported any Hazardous Materials to or from the Property. Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous waste ", "extremely hazardous waste ", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter- Presley - Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material ", "hazardous substance ", or "hazardous waste" under Section 25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated biphenyls, (viii) listed under Article 9 or defined as 25K -10 "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.G. S1317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. S6901 at seq. (42 U.S.C. S6903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42. U.S.C. S9601 et seci. (42 U.S.C. S9601). 18. Compliance With Environmental Laws. To the best of Seller's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous waste, waste disposal, and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations, and ordinances of the city within which the subject property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency, and all applicable federal, state, and local agencies and bureaus. 19. Indemnity. Seller agrees to indemnify, defend and hold the City harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in or about, or the transportation of any such materials to or from, the Property, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Property. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease, or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment), This Indemnity extends only to liability created prior to or up to the date this escrow shall close. Seller shall not be responsible for acts or omissions to act post close of this escrow. 20. Contingency. It is understood and agreed between the parties hereto that the completion of this transaction, and the escrow created hereby, is contingent upon the specific acceptance and approval of the City herein. The execution of these documents and the delivery of same to Escrow Agent constitute said acceptance and approval. 21. Modification and Amendment, This PSA may not be modified or amended except in writing signed by the Seller and City. 22. Partial Invalidity. Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remaining provisions of this PSA shall remain in full force. 23. Captions. Captions and headings in this PSA, including the title of this PSA, are for convenience only and are not to be considered in construing this PSA. 24. Governing Law. This PSA shall be governed by and construed in accordance with the laws of the State of California. 25K -11 25. No Reliance By One Party On The Other. Each party has received Independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 26. No Third Party Beneficiary. This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 27. Duty To Cooperate Further. Each party hereby agrees that it shall, upon request of the other, execute and deliver such further documents (in form and substance reasonably acceptable to the party to be charged) and do such other acts and things as are reasonably necessary and appropriate to effectuate the terms and conditions of this PSA, without cost. 28. Aoulleability of Agreement To Assignees, This PSA shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties to this PSA. 29. Authority to Execute Agreement. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this PSA, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 30. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth In the body of this PSA. 25K -12 IN WITNESS WHEREOF, the Parties hereto have executed this Purchase and Sale Agreement on the date and year first written above. SELLER: Mateo Quiroz; an individual, and Diane Quiroz, an individual Nlca4 -F' 2 t a 1 Date: i ...�..k!., 2016 Mateo Quiroz, an individual ,^,s F. a � Dater /� , 2016 Diane Quiroz, an individual CITY OF SANTA ANA: City /Buyer Date: _ 12016 David Cavazos City Manager ATTEST: Date: 2016 Maria D. Huizar City Clerk APPROVED AS TO FORM: Date: crw e% 2016 e Sandoval ief Assistant City Attorney RECOMMENDED FOR APPROVAL: _ Date: _ _, 2016 Fred Mousavipour Executive Director Public Works Agency 25K -13 EXIUBIT 'A, LEGAL DESCRIPTION FOR BIGHT OF WAY PURPOSES — AP No. 015- 234 -10 IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, BEING A PORTION OF LOT 20 OF TRACT N0, 1380, PER MAP RECORDED IN BOOK 41, PAGE 34 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, SAID PORTION LYING NORTHWESTERLY OF THE FOLLOWING DESCRIBED LINE: BEGINNING AT A POINT IN THE NORTH LINE OF SAID LOT 20, SAID POINT LYING DISTANT THEREON SOUTH 88 010'21" EAST, 11.62 FEET' FR.OM THE INTERSECTION OF SAID NORTH LINE WITH THE WEST LINE OF SAID LOT; THENCE, SOUTH 46 047'56" WEST, 16.42 FEET TO A POINT ON SAID WEST LINE, SAID POINT LYING DISTANT THEREON SOUTH 1046'14" WEST, 11.62 FEET FROM SAID INTERSECTION. CONTAINING AN AREA OF 46 SQUARE FEET, MORE OR. LESS. ALL AS SHOWN ON EXHIBIT `B', ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF. SUBJECT TO COVENANTS, CONDITIONS, RESTRICTIONS, RESERVATIONS, EASEMENTS OF RECORD, AND RIGHTS OF WAY, IF ANY. THIS DESCRIPTION HAS BEEN PREPARED BY ME ON SEPTEMBER 24, 2015 ANTHONY C. CUOMO, PLS 6042 (rAW,,,Y OF 25K -14 EXHIBIT "B" (First American) GENERAL ESCROW PROVISIONS All disbursements shall be made by Escrow's check. All funds received in this escrow shall be deposited in one or more of your general escrow accounts with any bank doing business in the State of California and may be transferred to any other general escrow account or accounts. The expression "close of escrow" means the date on which instruments referred to herein are filed for record. All adjustments are to be made on the basis of a 30 -day month. Recordation of any instruments delivered through this escrow, if necessary or proper in the issuance of a policy of title insurance called for, is hereby authorized. There shall be no proration of any existing insurance policies in this escrow. You are to furnish a copy of these instructions, amendments thereto, closing statements and /or any other documents deposited in this escrow to the lender or lenders, the real estate broker or brokers and /or the attorney or attorneys involved in this transaction upon request of such lenders, brokers or attorneys. Should you before or after close of escrow receive or became 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 satisfactory written demand and authorization, instructions must be in writing. The seller agrees herein described upon the terms hereof. or property to the party entitled thereto upon Any amendment of and /or supplement to any to sell and the buyer agrees to buy the property These escrow instructions, and amendments hereto, may be executed in one or more counterparts, each of which independently shall have the same effect as if it were the original, and all of which taken together shall constitute one and the same instruction. 25K -15 25K -16 PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA "), entered into on 2 01 6 , between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California (hereinafter "City" or "Buyer"), and Thomas John Mascoli, trustee of the Mascoli Family Trust Dated 9 -12 -13 and Wendy Ann Mascoli, trustee of the Mascoli Family Trust Dated 9 -12 -13 (hereinafter "Seller "), regardless of number or gender; THEREFORE, for and in consideration of their mutual promises, covenants and agreements, and subject to the terms, conditions and provisions of this PSA, Seller agrees to sell to City, and City agrees to purchase from Seller, that certain real property (hereinafter "Said Real Property ") legally described as follows: SEE EXHIBIT "A" — Legal Description ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF (Commonly known as 1305 W. Carlton Place, Santa Ana, CA 92707) (APN 408- 332 -17) 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 sixty (60) days from and after the date on which the City has approved this Agreement. 2. Title to be Conveyed. Seller agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non-monetary, general or specific, including any and all leasehold interests), liens, clouds or defects in title except those exceptions shown in Paragraph 15 below. Seller hereby warrants that the title to said real property to be conveyed by Seller to City shall be free and clear as provided above. Seller further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), lien, cloud or defect in title, shall not constitute a waiver by City of its right to the full and clear title hereinabove agreed to be conveyed by Seller to City, nor of any right which might accrue to City because of the failure of Seller to convey title as hereinabove provided. 3. Title Insurance. Seller agrees to deliver to City, concurrently with the conveyance of said real property to City, within the time and at the place hereinabove specified for said conveyance of said real property, a policy of title insurance to be issued by the above mentioned title company, with the City therein named as the insured, in the amount of Twelve Thousand Nine Hundred Eighty and no /100 Dollars ($12,980,00) 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 1 • failure of Seller to convey title or to provide title insurance as required in this Agreement. 4. Escrow. City agrees to open an escrow at the office of 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 sixty (60) days of the City's execution of this Agreement. If escrow is not in a condition to close by the Close of Escrow, and failure to close is due to unforeseen conditions of title or interest of third parties in the Property that cannot be resolved in Escrow, then buyer may, at its option, request cancellation of escrow and this Agreement and return of any funds it has deposited into escrow. Thereupon, all obligations and liabilities of the Parties under this Agreement shall cease and terminate. If no such request is made, Escrow shall be closed as soon as possible thereafter. Buyer shall be entitled to possession of the Property immediately upon close of Escrow. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this Section 4 and of the General Provisions described in Exhibit "B" attached hereto and incorporated herein by this reference, in writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. City agrees to bear and Escrow Agent is hereby authorized to charge to the City the cost of any transfer taxes, recording fees, cost of title insurance, re- conveyance fees, document preparation fees, escrow fees and any other closing costs incidental to the conveying of said real property to City. Penalties for prepayment of bona fide obligations secured by any existing deed of trust or mortgage shall be waived pursuant to Civil Code Procedures Section 1265.240. The liability to the Escrow Agent under this Agreement Is limited to performance of the obligations imposed upon it under Section 4, Section 6, Section 8 and Exhibit "B " of the General Provisions of this Agreement. 5. Property Taxes. Such real property taxes, if any, on said real property for the fiscal year within which said real property is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and Taxation Code of the State of California. Seller shall be eligible for a refund under Section 5096.7 of the Revenue and Taxation Code of the State of California for that portion of property taxes on said real property for said fiscal year which have been paid prior to the date the deed conveying said real property to City is recorded which is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City is recorded and made uncollectible if unpaid by reason of Section 5086 of the Revenue and Taxation Code of the State of California. To the extent that Seller has prepaid any taxes or assessments attributable to the Property; Seller shall be solely responsible for obtaining any refund due thereon from the taxing authority. Upon written request, Buyer shall assist Seller, at Seller's sole cost, in obtaining said refund, if any; however, in no case shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow. All unpaid taxes on said real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City. 6. Payment of Purchase Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the full purchase price for said real property and temporary occupancy, for the total sum of Twelve Thousand Nine Hundred Eighty and no 1900 Dollars ($12,980.00). The sum of Eleven Thousand, Two Hundred and Thirty -Two and no /100 Dollars>> ($11,238.00), is compensation for the certain real property and improvements as shown in Exhibit "A ". The sum of One Thousand, Seven Hundred and Forty -Two and no /100 Dollars>> ($1,742.00), is compensation for the temporary 25K -18 occupancy of the property, which shall have a duration of <<xx>> months, and is described and shown as attachment (Exhibits "A" and "B ") to the Temporary Construction Easement deed. City agrees to deposit said purchase price in escrow with the Escrow Agent within THIRTY (30) days from and after the date on which the City has approved this Agreement, and the Escrow Agent is hereby authorized to pay the same to Seller upon and after: (a) Conveyance of said real property by Seller to City as hereinabove provided; (b) Acceptance by City of a Grant Deed conveying said real property to City; (c) Delivery to City of the policy of title insurance as hereinabove provided; (d) Recordation of the Deed conveying said real property to City. 7. Possession. Seller agrees to deliver to City, on the date the Deed conveying said real property to City is recorded, quiet and peaceful possession of said real property, which shall be made free by Seller of all personal property. 8. Rental and Occupancy By Seller. Seller agrees to execute a complete, current and correct statement of rentals (Seller Estoppel) on a form furnished to Seller by City and deliver same to City within fifteen (15) days hereof with copies of any written leases or rental agreements attached. All rents will be prorated as of the close of escrow on the basis of a 30 -day month /365 -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. 13. Acknowledgment of Full Benefits and Release. 25K -19 A. By execution of this Agreement, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby acknowledges that this Agreement provides full payment for the acquisition of the Property by Buyer, and Seller hereby expressly and unconditionally waives any claim for compensation for injury to the remainder ( "severance damages "); precondemnation damages; claims for inverse condemnation; loss or impairment of any "bonus value" attributable to any lease; damage to or loss of improvements pertaining to the realty; any right to repurchase, leaseback from Seller, or receive any financial gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245; any right to receive any notices pursuant to Code of Civil Procedure section 1245.245; any right to enforce any other obligation placed upon Seller pursuant to Code of Civil Procedure sections 1245.245, 1263.025 and 1263.615; any other rights conferred upon Defendants pursuant to Code of Civil Procedure sections 1245.245 and 1263.615 and 1263.025; and attorney's fees and costs. It being understood that this is a complete and full settlement of all acquisition claims, liabilities, or benefits of any type or nature whatsoever relating to or in connection with the acquisition of the Property by Buyer. This release shall survive the Close of Escrow. B. This Agreement arose out of Buyer's efforts to acquire the Property through its municipal authority. Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby fully releases Buyer, its successors, agents, representatives (including attorneys), and assigns, and all other persons and associations, known or unknown, from all claims and causes of action by reason of any damage which has been sustained by Seiler, or may be sustained by Seller, as a result of Buyer's efforts to acquire the Property or to construct the works of improvement thereon, or any preliminary steps thereto. This Agreement does not, and shall not be construed to, require Seller to indemnify Buyer for damages which may arise as a result of Buyer's efforts to construct improvements on the Property, 14. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M -36, P.O. Box 1988, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Selier is 20831 Sparkman Ln, Huntington Beach, CA 92646 -6525. 15. Exceptions. City agrees to accept title to said real property subject to the following: NONE. 16, Entire Agreement. It is mutually agreed that the Parties hereto have herein set forth the whole of their Agreement. Performance of this PSA by City shall lay at rest, each, every, and ail issue(s) that were raised or could have been raised in connection with the acquisition of Said Real Property by City. 17. Hazardous Waste, Neither Seller nor, to the best of Seller's knowledge, any previous owner, tenant, occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ( "Hazardous Materials ") on, under, in, or about the Property, or transported any Hazardous Materials to or from the Property. Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, Including, but not limited to, any material or substance which is (i) defined as a "hazardous waste ", "extremely hazardous waste ", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter - Presley - Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous 25K -20 material ", "hazardous substance ", or "hazardous waste" under Section 25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated biphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title '22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. S1317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. S6901 et seq. (42 U.S.C. 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 se q. (42 U.S.C. S9601). 18, Compliance With Environmental Laws. To the best of Seller's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous waste, waste disposal, and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations, and ordinances of the city within which the subject property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency, and all applicable federal, state, and local agencies and bureaus. 19. Indemnity. Seller agrees to indemnify, defend and hold the City harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (1) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in or about, or the transportation of any such materials to or from, the Property, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Property. This indemnity shall include, without limitation, any damage, liability, 'fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease, or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment). This indemnity extends only to liability created prior to or up to the date this escrow shall close, Seller shall not be responsible for acts or omissions to act post close of this escrow. 20. Contingency. It is understood and agreed between the parties hereto that the completion of this transaction, and the escrow created hereby, is contingent upon the specific acceptance and approval of the City herein. The execution of these documents and the delivery of same to Escrow Agent constitute said acceptance and approval. 21, Modification and Amendment. Tills PSA may not be modified or amended except in writing signed by the Seller and City. 22. Partial Invalidity. Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remaining provisions of this PSA shall remain in full force. 23, Captions. Captions and headings in this PSA, including the title of this PSA, are for convenience only and are not to be considered in construing this PSA. 25K -21 24. Governing Law. This PSA shall be governed by and construed in accordance with the laws of the State of California. 25. No Reliance By One Party On The Other. Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 26. No Third Party Beneficla . This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 27. Dutv To Cooperate Further. Each party hereby agrees that it shall, upon request of the other, execute and deliver such further documents (in form and substance reasonably acceptable to the party to be charged) and do such other acts and things as are reasonably necessary and appropriate to effectuate the terms and conditions of this PSA, without cost. 28. Applicability of Agreement To Assignees. This PSA shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties to this PSA. 29. Authority to Execute Agreement. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this PSA, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 30. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA. 25K -22 IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. SELLER: Thomas John Mascoli, trustee of the Mascoli Family Trust Dated 9 -12 -13 and Wendy Ann Mascoli, trustee of4he Mascoli Family Trust Dated 9.12 -13 Thomas John Masdo[P trustee of the Mascoli Fa "v Trust Dated 9 -12 -13 r h Pend nn Masi, f the M oli Family Trust Dated 9 -12 -13 City /Buyer City of Santa Ana David Cavazos City Manager Attest: Maria D. Huizar City Clerk Approved as to Form: CODSandoval _ Assistant City Attorney Fred Mousavipour Executive Director Public Works Agency 25K -23 Date: 2016 Date: '2016 Date: 2016 Date: 2016 Date: 12016 - , 2016 Date: 2016 EXHIBIT `A' LEGAL DESCRIPTION FOR RIGHT OF WAY PURPOSES — AP No. 408 - 332 -17 IN THE CITY OF SANTA ANA., COUNTY OF ORANGE, STATE OF CALIFORNIA, BEING A PORTION OF LOT 74 OF TRACT NO, 2209, PER MAP RECORDED IN BOOT{ 64, PAGES 25 AND 26 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, SAID PORTION LYING SOUTHERLY OF THE FOLLOWING DESCRIBED LINE: COMMENCING A THE INTERSECTION OF CARLTON PLACE AND BRISTOL STREET, AS SAID INTERSECTION IS SHOWN ON SAID MAP; 'THENCE, ALONG SAID CENTERLINE OF CARLTON PLACE, NORTH 88 °13'46 "WEST, 160.76 FEET; THENCE, PERPENDICULAR TO SAID CENTERLINE, NORTH 1046'14" EAST, 30.00 FEET, TO A POINT ON THE SOUTH LINE OF SAID LOT 74, SAID POINT BEING ON A NON - TANGENT CURVE, CONCAVE NORTHWESTERLY, HAVING A RADIUS OF 95.00 FEET, A RADIAL LINE OF SAID CURVE RUNNING'fl4ROUGH SAID POINT HAVING A BEARING OF SOUTH 20 °21'47" EAST, SAID POINT ALSO BEING THE TRUE POINT OF BEGINNING; THENCE, NORTHEASTERLY ALONG SAID CURVE AN ARC DISTANCE OF 15.09 FEET THROUGH A CENTRAL ANGLE OF 9 005'55" TO A POINT OF REVERSE CURVATURE, SAID REVERSE CURVE BEING CONCAVE SOUTHERLY, WESTERLY, AND NORTHERLY, HAVING A RADIUS OF 43.00 FEET; THENCE, EASTERLY, SOUTHERLY, AND WESTERLY ALONG SAID CURVE AN ARC DISTANCE OF 181.97 FEET THROUGH A CENTRAL ANGLE OF 242 027'52" TO A POINT OF REVERSE CURVATURE, SAID REVERSE CURVE BEING CONCAVE SOUTHWESTERLY, HAVING A RADIUS OF 95.00 FEET; THENCE, NORTHWESTERLY ALONG SAID CURVE AN ARC DISTANCE OF 15.09 FEET THROUGH A CENTRAL ANGLE OF 9 005'55" TO A POINT IN THE NORTH LINE OF LOT 71 OF SAID TRACT, SAID POINT BEING THE TERMINUS OF THE LINE BEING DESCRIBED HEREIN. 25K -24 CONTAINING AN AREA OF 284 SQUARE, FEET, MORE OR LESS. ALL AS SHOWN ON EXHIBIT `B', ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF, SUBJECT TO COVENANTS, CONDITIONS, RESTRICTIONS, RESERVATIONS, EASEMENTS OF RECORD, AND RIGHTS OF WAY, IF ANY, THIS DESCRIPTION HAS BEEN LAN I%SU PREPARED BY ME ONs PG SEPTEMBER 24, 2015 v ANTHONY C. CUOMO, PLS 6042 gnt onyl CUOMO 42 25K -25 EXHIBIT "B" (First American) GENERAL ESCROW PROVISIONS All disbursements shall be made by Escrow's check. All funds received in this escrow shall be deposited in one or more of your general escrow accounts with any bank doing business in the State of California and may be transferred to any other general escrow account or accounts. The expression "close of escrow" means the date on which instruments referred to herein are filed for record. All adjustments are to be made on the basis of a 30 -day month. Recordation of any instruments delivered through this escrow, if necessary or proper in the issuance of a policy of title insurance called far, 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 became 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 andlor supplement to any instructions must be in writing. The seller agrees to sell and the buyer agrees to buy the property herein described upon the terms hereof. These escrow instructions, and amendments hereto, may be executed in one or more counterparts, each of which independently shall have the same effect as if it were the original, and all of which taken together shall constitute one and the same instruction. 25K -26 PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA"), entered into on , 2016, between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California (hereinafter "City" or 'Buyer "), and Stac Property, LLC, a California limited liability company (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 2222 S. Bristol Street, Santa Ana, CA 92704) (APN 408- 471 -05) 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 sixty (60) days from and after the date on which the City has approved this Agreement, 2. Title to be Conveyed. Seller agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, including any and all leasehold interests), liens, clouds or defects in title except those exceptions shown in Paragraph 15 below. Seller hereby warrants that the title to said real property to be conveyed by Seller to City shall be free and clear as provided above. Seller further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), lien, cloud or defect in title, shall not constitute a waiver by City of its right to the full and clear title hereinabove agreed to be conveyed by Seller to City, nor of any right which might accrue to City because of the failure of Seller to convey title as hereinabove provided. 3. Title Insurance. Seller agrees to deliver to City, concurrently with the conveyance of said real property to City, within the time and at the place hereinabove specified for said conveyance of said real property, a policy of title insurance to be issued by the above mentioned title company, with the City therein named as the insured, in the amount of One Hundred Thirty -Five Thousand and no 1100 Dollars ($135,000.00) insuring the title of the City to said real property is free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), liens, clouds or defects in title, excepting such specific ones as city may hereinafter expressly agree to take subject to. Acceptance by City of any such policy of insurance, whether such insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by City of its right to such insurance as is herein required of Seller, nor a waiver by the City of any rights of action for damages or any other rights which may accrue to City by reason of the failure of Seller to convey title or to provide title insurance as required in this Agreement. Exhibit 4 25K -27 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 sixty (60) days of the City's execution of this Agreement. If escrow is not in a condition to dose by the Close of Escrow, and failure to close is due to unforeseen conditions of title or interest of third parties in the Property that cannot be resolved in Escrow, then buyer may, at its option, request cancellation of escrow and this Agreement and return of any funds it has deposited into escrow. Thereupon, all obligations and liabilities of the Parties under this Agreement shall cease and terminate. If no such request is made, Escrow shall be closed as soon as possible thereafter. Buyer shall be entitled to possession of the Property immediately upon close of Escrow. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this Section 4 and of the General Provisions described in Exhibit "B" attached hereto and incorporated herein by this reference, in writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. City agrees to bear and Escrow Agent is hereby authorized to charge to the City the cost of any transfer taxes, recording fees, cost of title insurance, re- conveyance fees, document preparation fees, escrow fees and any other closing costs incidental to the conveying of said real property to City. Penalties for prepayment of bona fide obligations secured by any existing deed of trust or mortgage shall be waived pursuant to Civil Code Procedures Section 1265.240. The liability to the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Section 4, Section 6, Section 8 and Exhibit "B" of the General Provisions of this Agreement. 1 Property Taxes. Such real property taxes, if any, on said real property for the fiscal year within which said real property is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and Taxation Code of the State of California. Seller shall be eligible for a refund under Section 5096.7 of the Revenue and Taxation Code of the State of California for that portion of property taxes on said real property for said fiscal year which have been paid prior to the date the deed conveying said real property to City is recorded which Is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City is recorded and made uncollectible if unpaid by reason of Section 5086 of the Revenue and Taxation Code of the State of California. To the extent that Seller has prepaid any taxes or assessments attributable to the Property; Seller shall be solely responsible for obtaining any refund due thereon from the taxing authority. Upon written request, Buyer shall assist Seller, at Seller's sole cost, in obtaining said refund, if any; however, in no case shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow. All unpaid taxes on said real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City. 6. Payment of Purchase Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the full purchase price for said real property, temporary occupancy, fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages, for the total sum of One Hundred Thirty Five Thousand and no /100 Dollars ($135,000.00). The sum of One Hundred Twenty - Nine Thousand, Two Hundred Twenty -Five and no /100 Dollars ($129,225.00), is compensation for the certain real property and improvements as shown in Exhibit "A ". The sum of Five Thousand, Seven Hundred Seventy -Five and no /100 Dollars ($5,775.00), is compensation for the temporary occupancy of 25K -28 the property, which shall have a duration of 18 months, and Is described and shown as attachment (Exhibits "A" and "B ") to the Temporary Construction Easement deed. City agrees to deposit said purchase price in escrow with the Escrow Agent within THIRTY (30) days from and after the date on which the City has approved this Agreement, and the Escrow Agent is hereby authorized to pay the same to Seller upon and after: (a) Conveyance of said real property by Seller to City as hereinabove provided; (b) Acceptance by City of a Grant Deed conveying said real property to City; (c) Delivery to City of the policy of title insurance as hereinabove provided; (d) Recordation of the Deed conveying said real property to City. 7. Possession. Seller agrees.to deliver to City, on the date the Deed conveying said real property to City is recorded, quiet and peaceful possession of said real property, which shall be made free by Seller of all personal property. 8. Rental and Occupancy By Seller. Seller agrees to execute a complete, current and correct statement of rentals (Seller Estoppel) on a form furnished to Seller by City and deliver same to City within fifteen (15) days hereof with copies of any written leases or rental agreements attached. All rents will be prorated as of the close of escrow on the basis of a 30 -day month /365 -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, Asslans, 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. 25K -29 13. Acknowledgment of Full Benefits and Release. A. By execution of this Agreement, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby acknowledges that this Agreement provides full payment for the acquisition of the Property by Buyer, and Seller hereby expressly and unconditionally waives any claim for compensation for injury to the remainder ( "severance damages "); precondemnation damages; claims for inverse condemnation; loss of goodwill and /or lost profits; loss or impairment of any "bonus value" attributable to any lease; damage to or loss of improvements pertaining to the realty; damage to or loss of machinery, fixtures, inventory, equipment and /or personal property; any right to repurchase, leaseback from Seller, or receive any financial gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245; any right to receive any notices pursuant to Code of Civil Procedure section 1245.245; any right to enforce any other obligation placed upon Seller pursuant to Code of Civil Procedure sections 1245.245, 1263.025 and 1263.615; any other rights conferred upon Defendants pursuant to Code of Civil Procedure sections 1245.245 and 1263.615 and 1263.025; and attorney's fees and costs. It being understood that this is a complete and full settlement of all acquisition claims, liabilities, or benefits of any type or nature whatsoever relating to or in connection with the acquisition of the Property by Buyer. This release shall survive the Close of Escrow, B. This Agreement arose out of Buyer's efforts to acquire the Property through its municipal authority. Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby fully releases Buyer, its successors, agents, representatives (including attorneys), and assigns, and all other persons and associations, known or unknown, from all claims and causes of action by reason of any damage which has been sustained by Seller, or may be sustained by Seller, as a result of Buyer's efforts to acquire the Property or to construct the works of improvement thereon, or any preliminary steps thereto. This Agreement does not, and shall not be construed to, require Seller to indemnify Buyer for damages which may arise as a result of Buyer's efforts to construct improvements on the Property. 14. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M -36, P.O. Box 1988, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Seller is 16614 Catamaran Avenue, Cerritos, CA 90703 -1646, 15. Exceptions. City agrees to accept title to said real property subject to the following: NONE. 16, Entire Agreement. It is mutually agreed that the Parties hereto have herein set forth the whole of their Agreement. Performance of this PSA by City shall lay at rest, each, every, and all issue(s) that were raised or could have been raised in connection with the acquisition of Said Real Property by City. 17. Hazardous Waste. Neither Seller nor, to the best of Seller's knowledge, any previous owner, tenant, occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ( "Hazardous Materials ") on, under, in, or about the Property, or transported any Hazardous Materials to or from the Property. Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous waste ", "extremely hazardous waste ", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter - Presley- Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material ", "hazardous substance ", or "hazardous 25K -30 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. 81317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. S6901 at seq. (42 U.S.C. S6903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42. U.S.C. S9601 at sue. (42 U.S.C. 59601). 18, Compliance With Environmental taws. To the best of Seller's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous waste, waste disposal, and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations, and ordinances of the city within which the subject property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency, and all applicable federal, state, and local agencies and bureaus. 19. Indemnity. Seller agrees to indemnify, defend and hold the City harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in or about, or the transportation of any such materials to or from, the Property, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Property. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease, or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment). This indemnity extends only to liability created prior to or up to the date this escrow shall close. Seller shall not be responsible for acts or omissions to act post close of this escrow. 20. Contingency. It is understood and agreed between the parties hereto that the completion of this transaction, and the escrow created hereby, is contingent upon the specific acceptance and approval of the City herein. The execution of these documents and the delivery of same to Escrow Agent constitute said acceptance and approval. 21. Modification and Amendment. This PSA may not be modified or amended except in writing signed by the Seller and City. 22. Partial Invalidity. Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remaining provisions of this PSA shall remain in full force. 23. Captions. Captions and headings in this PSA, including the title of this PSA, are for convenience only and are not to be considered in construing this PSA. 25K -31 24. Governing Law. This PSA shall be governed by and construed in accordance with the laws of the State of California. 25. No Reliance By One Party On The Other. Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 26. No Third Party Beneficlarv. This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 27. Duty To Cooperate Further. Each party hereby agrees that it shall, upon request of the other, execute and deliver such further documents (in form and substance reasonably acceptable to the party to be charged) and do such other acts and things as are reasonably necessary and appropriate to effectuate the terms and conditions of this PSA, without cost. 28. Apoticability of Agreement To Assignees. This PSA shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties to this PSA. 29. Authority to Execute Agreement. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this PSA, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 30. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA. 25K -32 IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. SELLER: Stac Property, LLC, a California limited liability company City /Buyer City of Santa Ana David Cavazos City Manager Attest: Maria D. Huizar City Clerk Approved as to Form: 4 Sandovai — et Assistant City Attorney RECOMMENDED FOR APPROVAL: Date: 2016 Date: 2016 Date: J�?-- , 2016 Date: 2016 Fred Mousavipour Executive Director Public Works Agency 25K -33 EXHIBIT `A' LEGAL DESCRIPTION FOR RIGHT OF WAY PURPOSES — AP No. 408- 471 -05 IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, BEING A. PORTION OF PARCEL 4 PER MAP RECORDED IN BOOK 109 OF PARCEL MAPS, PAGES 46 AND 47, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, LYING EASTERLY OF A LINE, SAID LINE BEING PARALLEL WITH AND 64.00 FEET WESTERLY OF THE CENTERLINE OF BRISTOL STREET, AS SAID CENTERLINE IS SHOWN ON SAID MAP. CONTAINING AN AREA OF 1960 SQUARE FEET, MORE OR LESS. ALL AS SHOWN ON EXHIBIT `B', ATTACHED HERETO AND BY THIS REFERENCE MADE A. PART HEREOF, SUBJECT TO COVENANTS, CONDITIONS, RESTRICTIONS, RESERVATIONS, EASEMEN'T'S OF RECORD, AND RIGHTS OF WAY, IF ANY. THIS DESCRIPTION I4AS BEEN PREPARED BY ME ON �Sk =LAND upy� SEPTEMBER 23, 2015 c ANTHONY C. CUOMO, PLS 6042 Mthany* Caomo �, No 42 , OF 25K -34 EXHIBIT "B" (First American) GENERAL ESCROW PROVISIONS All disbursements shall be made by Escrow's check. All funds received in this escrow shall be deposited in one or more of your general escrow accounts with any bank doing business in the State of California and may be transferred to any other general escrow account or accounts. The expression "close of escrow" means the date on which instruments referred to herein are filed for record. All adjustments are to be made on the basis of a 30 -day month. Recordation of any instruments delivered through this escrow, if necessary or proper in the issuance of a policy of title insurance called for, is hereby authorized. There shall be no proration of any existing insurance policies in this escrow. You are to furnish a copy of these instructions, amendments thereto, closing statements and /or any other documents deposited in this escrow to the lender or lenders, the real estate broker or brokers and /or the attorney or attorneys involved in this transaction upon request of such lenders, brokers or attorneys. Should you before or after close of escrow receive or become aware of any conflicting demands or claims with respect to this escrow or the rights of any of the parties hereto, or any money or property deposited herein affected hereby, you shall have the right to discontinue any or all further acts on Your part until such conflict is resolved to your satisfaction, and you shall have the further right to commence or defend any action or proceedings for the determination of such conflict. The parties hereto jointly and severally agree to pay all costs, damages, judgments and expenses, Including reasonable attorney's fees, suffered or incurred by you in connection with, or arising out of this escrow, including, but without limiting the generality of the foregoing, a suit in Interpleader brought by you. In the event you file a suit in interpleader, you shall ipso facto be fully released and discharged from all obligations imposed upon you in this escrow. If for any reason funds are retained or remain in escrow, you are to deduct therefrom a reasonable monthly charge as custodian thereof of not less than $10.00 per month. Time is declared to be the essence of these instructions. If you are unable to comply within the time specified herein and such additional time as is required to make an examination of the official records, you will return all documents, money or property to the party entitled thereto upon satisfactory written demand and authorization. Any amendment of and /or supplement to any instructions must be in writing. The seller agrees to sell and the buyer agrees to buy the property herein described upon the terms hereof. These escrow instructions, and amendments hereto, may be executed in one or more counterparts, each of which independently shall have the same effect as if it were the original, and all of which taken together shall constitute one and the same instruction. 25K -35 25K -36 PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA "), entered into on _ , 2016, between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California (hereinafter "City" or "Buyer"), and Bolivar Nunez, or successor trustee(s), as trustee of the Bolivar Nunez Living Trust Dated October 7, 2005 (hereinafter "Seller'), regardless of number or gender; WHEREAS, Seller commissioned an appraisal of Said Real Property (as defined below) dated December 5, 2015, Seller obtained the appraisal in a good faith effort to obtain the fair market value of Said Real Property (not including any goodwill) and to pay Seller just compensation within the meaning of the just compensation clause of Article 1, Section 19 of the California Constitution. The valuation does not include any increase or decrease in fair market value caused by the public improvement for which the property is to be acquired. The December 5, 2015 appraisal provides that the fair market value of Said Real Property is $704,270. THEREFORE, for and in consideration of their mutual promises, covenants and agreements, and subject to the terms, conditions and provisions of this PSA, Seiler 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 2101 S. Bristol Street, Santa Ana, CA 92704) (APN 015 - 194 -17) 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 sixty (60) days from and after the date on which the City has approved this Agreement. 2. Title to be Conveyed. Seller agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, including any and all leasehold interests), liens, clouds or defects in title except those exceptions shown in Paragraph 15 below. Seller hereby warrants that the title to said real property to be conveyed by Seller to City shall be free and clear as provided above. Seller further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance (whether monetary or non- monetary, general or specific, and including any and all leasehold interests), lien, cloud or defect in title, shall not constitute a waiver by City of its right to the full and clear title hereinabove agreed to be conveyed by Seller to City, nor of any right which might accrue to City because of the failure of Seller to convey title as hereinabove provided. 3. Title Insurance. Seller agrees to deliver to City, concurrently with the conveyance of said real property to City, within the time and at the place hereinabove specified for said conveyance of said real property, a policy of title insurance to be issued by the above mentioned title company, with the City therein named as the insured, in the amount of Six Hundred Forty -one Thousand, Seven Hundred Thirty and no/100 Dollars ($641,730.00) 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 Eh`5bit -37 Pill) and all leasehold interests), liens, clouds or defects in title, excepting such specific ones as city may hereinafter expressly agree to take subject to. Acceptance by City of any such policy of insurance, whether such insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by City of its right to such insurance as is herein required of Seller, nor a waiver by the City of any rights of action for damages or any other rights which may accrue to City by reason of the failure of Seller to convey title or to provide title insurance as required in this Agreement. 4. Escrow. City agrees to open an escrow at the office of 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 forty -five (45) days of the City's execution of this Agreement. If escrow is not in a condition to close by the Close of Escrow, and failure to close is due to unforeseen conditions of title or interest of third parties in the Property that cannot be resolved in Escrow, then buyer may, at its option, request cancellation of escrow and this Agreement and return of any funds it has deposited into escrow. Thereupon, all obligations and liabilities of the Parties under this Agreement shall cease and terminate. If no such request is made, Escrow shall be closed as soon as possible thereafter. Buyer shall be entitled to possession of the Property immediately upon close of Escrow. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this Section 4 and of the General Provisions described in Exhibit "B" attached hereto and incorporated herein by this reference, in writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. City agrees to bear and Escrow Agent is hereby authorized to charge to the City the cost of any transfer taxes, recording fees, cost of title insurance, re- conveyance fees, document preparation fees, escrow fees and any other closing costs incidental to the conveying of said real property to City. Penalties for prepayment of bona fide obligations secured by any existing deed of trust or mortgage shall be waived pursuant to Civil Code Procedures Section 1265.240. The liability to the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Section 4, Section 6, Section 8 and Exhibit "B" of the General Provisions of this Agreement. 5, Property Taxes. Such real property taxes, if any, on said real property for the fiscal year within which said real property is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and Taxation Code of the State of California. Seller shall be eligible for a refund under Section 5096.7 of the Revenue and Taxation Code of the State of California for that portion of property taxes on said real property for said fiscal year which have been paid prior to the date the deed conveying said real property to City is recorded which is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City is recorded and made uncollectible if unpaid by reason of Section 5086 of the Revenue and Taxation Code of the State of California. To the extent that Seller has prepaid any taxes or assessments attributable to the Property; Seller shall be solely responsible for obtaining any refund due thereon from the taxing authority. Upon written request, Buyer shall assist Seller, at Seller's sole cost, in obtaining said refund, if any; however, in no case shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow. All unpaid taxes on said real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City. 6. Payment of Purchase Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the full purchase price for said real property, fixtures & equipment (improvements pertaining to the realty), and severance damages, the total sum of Seven Hundred Forty Thousand and no /100 Dollars ($740,000.00) as shown in Exhibit "C ". City agrees to deposit said purchase price in escrow 25K -38 Cam% 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 herenabove provided; (d) Recordation of the Deed conveying said real property to City. 7. Possession. Seller agrees to deliver to City, on the date the Deed conveying said real property to City is recorded, quiet and peaceful possession of said real property, which shall be made free by Seller of all personal property. 8. Rental and Occupancy By Seller. Seller agrees to execute a complete, current and correct statement of rentals (Seller Estoppel) on a form furnished to Seller by City and deliver same to City within twenty (20) 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 /365 -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. Buyer warrants and represents that the appraisal conducted by Buyer and dated December 5, 2015 constitutes a good faith appraisal of said real property and that the value in same constitutes fair market value (not including any goodwill) for Said Real Property,Seller acknowledges and agrees that said purchase price constitutes just compensation at fair market value for said real property, within the meaning of the just compensation clause of Article 1, Section 19 of the California Constitution, and includes the value of fixtures & equipment (improvements pertaining to the realty), and severance damages but does not include any goodwill or lost profits . Seller and Buyer both acknowledge that the purchase price referenced in Paragraph 6 does not include any amount for any loss of business goodwill or lost profits, and that any claims for loss of business goodwill or lost profits resulting from the relocation are explicitly retained by Seller. Further, the purchase price referenced in Paragraph 6 does not include any amount for relocation or relocation costs, as such rights and obligations are subject to a separate and independent agreement. 25K -39 13. Acknowledgment of Full Benefits and Release. A. By execution of this Agreement, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby acknowledges that this Agreement provides full payment for the acquisition of the Property by Buyer, and Seller hereby expressly and unconditionally waives any claims regarding just, compensation for injury to the remainder ( "severance damages "); precondemnation damages; claims for inverse condemnation; loss or impairment of any "bonus value" attributable to any lease; damage to or loss of improvements pertaining to the realty; damage to or loss of machinery, fixtures, inventory, equipment and /or personal property; any right to repurchase, leaseback from Seller, or receive any financial gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245; any right to receive any notices pursuant to Code of Civil Procedure section 1245.245; any right to enforce any other obligation placed upon Seller pursuant to Code of Civil Procedure sections 1245.245, 1263.025 and 1263.615; any other rights conferred upon Defendants pursuant to Code of Civil Procedure sections 1245.245 and 1263.615 and 1263.025; and attorney's fees and costs. It being understood that this is a complete and full settlement of all acquisition claims, liabilities, or benefits of any type or nature whatsoever relating to or in connection with the acquisition of the Property by Buyer. This release shall not apply to any claims for loss of business goodwill as a result of relocation, as such claims are retained by Seller pursuant to Paragraph 12 above, or any claims arising after the date of execution of this Agreement. Further, this release shall not affect any rights or obligations pertaining to relocation or relocation costs, as such rights and obligations are subject to a separate and independent agreement, as explained in Paragraph 12 above. This release shall survive the Close of Escrow. This Agreement arose out of Buyer's efforts to acquire the Property through its municipal authority. Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby fully releases Buyer, its successors, agents, representatives (including attorneys), and assigns, and all other persons and associations, known or unknown, from all claims and causes of action by reason of any damage which has been sustained by Seller, or may be sustained by Seller, as a result of Buyer's efforts to acquire the Property or to construct the works of improvement thereon, or any preliminary steps thereto. This Agreement does not, and shall not be construed to, require Seller to indemnify Buyer for damages which may arise as a result of Buyer's efforts to construct improvements on the Property. 14. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M -36, P.O. Box 1988, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Seller is P.O. Box 28553, Santa Ana, CA 92.799. 15. Exceptions. City agrees to accept title to said real property subject to the following: NONE. 16. Entire Agreement. It is mutually agreed that the Parties hereto have herein set forth the whole of their Agreement. Performance of this PSA by City shall lay at rest, each, every, and all issue(s) that were raised or could have been raised in connection with the acquisition of Said Real Property by City. 17. Hazardous Waste, Neither Seller nor, to the best of Seller's knowledge, any previous owner, tenant, occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ( "Hazardous Materials ") on, under, in, or about the Property, or transported any Hazardous Materials to or from the Property. Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous waste ", "extremely hazardous waste ", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 25K -40 0) of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter - Presley- Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material ", "hazardous substance ", or "hazardous waste" under Section 25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated biphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. S1317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. S6901 et se q. (42 U.S.C. 56903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42. U.S.C. 59601 etseq. (42 U.S.C. S9601). 18, Compliance With Environmental Laws. To the best of Seller's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous waste, waste disposal, and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations, and ordinances of the city within which the subject property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency, and all applicable federal, state, and local agencies and bureaus. 19. Indemnity. Seller agrees to indemnify, defend and hold the City harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in or about, or the transportation of any such materials to or from, the Property, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Property. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease, or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment). This indemnity extends only to liability created prior to or up to the date this escrow shall close. Seller shall not be responsible for acts or omissions to act post close of this escrow. 20. Contingency. It is understood and agreed between the parties hereto that the completion of this transaction, and the escrow created hereby, is contingent upon the specific acceptance and approval of the City herein. The execution of these documents and the delivery of same to Escrow Agent constitute said acceptance and approval. 21. Modification and Amendment. This PSA may not be modified or amended except in writing signed by the Seller and City. 22. Partial Invalidity. Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remaining provisions of this PSA shall remain in full force. 23, Caaptions, 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. 25K -41 24. Governing Law. This PSA shall be governed by and construed in accordance with the laws of the State of California. 25. No Reliance By One Party On The Other. Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 26. No Third Party Beneficiary. This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 27. Duty To Cooperate Further. Each party hereby agrees that it shall, upon request of the other, execute and deliver such further documents (in form and substance reasonably acceptable to the party to be charged) and do such other acts and things as are reasonably necessary and appropriate to effectuate the terms and conditions of this PSA, without cost. 28. Applicability of Agreement To Assignees. This PSA shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties to this PSA. 29. Authority to Execute Agreement. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this PSA, and each party agrees to indemnify each other fully, including reasonable costs and attorney's fees, for any injuries or damages to the other party in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 30. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. SELLER: Bolivar Nunez, or successor trustee(s), as trustee of the Bolivar Nunez Living Trust Dated October 7, 2005 �~ Date: 2016 Boli ez or su ssor trustee(s), as trustee of the Bolivar Nunez Living Trust Dated October 7, 2005 City /Buyer City of Santa Ana David Cavazos City Manager Date: , 2016 25K -42 Attest: Maria D. Huizar City Clerk Approved as to Form: S ndoval C}{iet ssistant City Attorn8q Date: _ _ , 2016 Date: 14n& 2,D , 2016 25K -43 EXHIBIT "A" LEGAL DESRIPTION THE LAND REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF ORANGE, CITY OF SANTA ANA, AND IS DESCRIBED AS FOLLOWS: LOT(S) 200 OF TRACT NO. 1192, IN THE CITY OF SANTA ANA, COUNTY OF ORANG STATE OF CALIFORNIA, AS SHOWN ON A MAP THEREOF RECORDED IN BOOK 99 PAGE(S) 16 AND 17, OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. 5 -1 25K -44 EXHIBIT "B" (First American) GENERAL ESCROW PROVISIONS All disbursements shall be made by Escrow's check. All funds received in this escrow shall be deposited In one or more of your general escrow accounts with any bank doing business in the State of California and may be transferred to any other general escrow account or accounts, The expression "close of escrow" means the date on which instruments referred to herein are filed for record. All adjustments are to be made on the basis of a 30 -day month. Recordation of any instruments delivered through this escrow, if necessary or proper in the issuance of a policy of title insurance called for, is hereby authorized. There shall be no proration of any existing insurance policies in this escrow. You are to furnish a copy of these instructions, amendments thereto, closing statements and /or any other documents deposited in this escrow to the lender or lenders, the real estate broker or brokers and /or the attorney or attorneys involved in this transaction upon request of such lenders, brokers or attorneys. Should you before or after close of escrow receive or become aware of any conflicting demands or claims with respect to this escrow or the rights of any of the parties hereto, or any money or property deposited herein affected hereby, you shall have the right to discontinue any or all further acts on your part until such conflict is resolved to your satisfaction, and you shall have the further right to commence or defend any action or proceedings for the determination of such conflict. The parties hereto jointly and severally agree to pay all costs, damages, judgments and expenses, including reasonable attorney's fees, suffered or incurred by you in connection with, or arising out of this escrow, including, but without limiting the generality of the foregoing, a suit in interpleader brought by you. In the event you file a suit in interpleader, you shall ipso facto be fully released and discharged from all obligations imposed upon you in this escrow. If for any reason funds are retained or remain in escrow, you are to deduct therefrom a reasonable monthly charge as custodian thereof of not less than $10.00 per month. Time is declared to be the essence of these instructions. If you are unable to comply within the time specified herein and such additional time as is required to make an examination of the official records, you will return all documents, money or property to the party entitled thereto upon satisfactory written demand and authorization. Any amendment of and /or supplement to any instructions must be in writing. The seller agrees to sell and the buyer agrees to buy the property herein described upon the terms hereof. These escrow instructions, and amendments hereto, may be executed in one or more counterparts, each of which independently shall have the same effect as if it were the original, and all of which taken together shall constitute one and the same instruction. 25K -45 EXHIBIT "C" Fair Market Value of the Subject Property Land and structures $641,730.00 (as per attached appraisal summary statement) 1. Fixtures and Equipment pertaining to realty (as per attached inventory) 98 270.00 2, Total just compensation $740,000.00 1 The City has not made a determination as to the ownership of the Fixtures and Equipment (F &E). Landlord and tenant will need to come to an agreement as to the ownership of these items, before compensation can be withdrawn from Escrow. Please see the attached Full Acquisition Offset Statement said funds on deposit. 2. The total just compensation offered assumes that the property is free of any environmental contaminates or other conditions which may impact fair market value. 25K -46 PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA "), entered into on , 201 6, between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California (hereinafter "City" or 'Buyer "), and Carlos Zaragoza Lopez, an individual (hereinafter "Seller "), regardless of number or gender; THEREFORE, for.and in consideration of their mutual promises, covenants and agreements, and subject to the terms, conditions and provisions of this PSA, Seller agrees to sell to City, and City agrees to purchase from Seller, that certain real property (hereinafter "Said Real Property ") legally described as follows: SEE EXHIBIT "A!'— Legal Description ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF (Commonly known as 1302 W. Camden Place, Santa Ana, CA 92704) (APN 408- 335 -01) 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 one hundred and twenty (120) days from and after the date on which the City has approved this Agreement. 2. Title to be Conveyed. Seller agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, including any and all leasehold interests), liens, clouds or defects in title except those exceptions shown in Paragraph 15 below. Seller hereby warrants that the title to said real property to be conveyed by Seller to City shall be free and clear as provided above. Seller further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), lien, cloud or defect in title, shall not constitute a waiver by City of its right to the full and clear title hereinabove agreed to be conveyed by Seller to City, nor of any right which might accrue to City because of the failure of Seller to convey title as hereinabove provided. 3. Title Insurance. Seller agrees to deliver to City, concurrently with the conveyance of said real property to City, within the time and at the place hereinabove specified for said conveyance of said real property, a policy of title insurance to be issued by the above mentioned title company, with the City therein named as the insured, in the amount of Five Hundred Sixty Thousand and no 1100 Dollars ($550,000.00) 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 fake 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 Exhibit 6 25K -47 failure of Seller to convey title or to provide title insurance as required in this Agreement, 4. Escrow. City agrees to open an escrow at the office of 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 one hundred and sixty (120) days of the City's execution of this Agreement. If escrow is not in a condition to close by the Close of Escrow, and failure to close is due to unforeseen conditions of title or interest of third parties in the Property that cannot be resolved in Escrow, then buyer may, at its option, request cancellation of escrow and this Agreement and return of any funds it has deposited into escrow. Thereupon, all obligations and liabilities of the Parties under this Agreement shall cease and terminate. If no such request is made, Escrow shall be closed as soon as possible thereafter. Buyer shall be entitled to possession of the Property immediately upon close of Escrow. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this Section 4 and of the General provisions described in Exhibit "B" attached hereto and incorporated herein by this reference, in writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. City agrees to bear and Escrow Agent is hereby authorized to charge to the City the cost of any transfer taxes, recording fees, cost of title insurance, re- conveyance fees, document preparation fees, escrow fees and any other closing costs incidental to the conveying of said real property to City. Penalties for prepayment of bona fide obligations secured by any existing deed of trust or mortgage shall be waived pursuant to Civil Code Procedures Section 1265.240. The liability to the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Section 4, Section 6, Section 8 and Exhibit "B" of the General Provisions of this Agreement. 5. Property Taxes. Such real property taxes, if any, on said real property for the fiscal year within which said real property is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and Taxation Code of the State of California. Seller shall be eligible for a refund under Section 5096.7 of the Revenue and Taxation Code of the State of California for that portion of property taxes on said real property for said fiscal year which have been paid prior to the date the deed conveying said real property to City is recorded which is allocable to that portion of the fiscal year which begins on the data the deed conveying said real property to City is recorded and made uncollectible if unpaid by reason of Section 5086 of the Revenue and Taxation Code of the State of California. To the extent that Seller has prepaid any taxes or assessments attributable to the Property; Seller shall be solely responsible for obtaining any refund due thereon from the taxing authority, Upon written request, Buyer shall assist Seller, at Seller's sole cost, in obtaining said refund, if any; however, In no case shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow. All unpaid taxes on said real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City. 6. Payment of Purchase Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the full purchase price for said real property, the total sum of Five Hundred Sixty Thousand and no /100 Dollars ($560,000,00). 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: 25K -48 (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. a. No later than three (3) days after close of escrow, Seller shall have removed all merchandise, inventory, equipment, personal property, and /or removable trade fixtures from the Property. Any merchandise, inventory, equipment, personal property, and /or removable trade fixtures at the Property as of three days after close of escrow shall be deemed abandoned by Seller on that date. b. If Seller does not vacate the Property by the above stated date, the Seller agrees to have the Court immediately issue a Writ of Possession and /or Assistance, directing the Marshall or Sheriff of Orange County to take physical possession of the Property in favor of the City. Seller waives the right to have the City file an unlawful detainer action, as well as waive the right to any hearing or any requirements for an application by City to obtain the Writ of Possession and /or Assistance and waives any and all rights to object to the issuance of said Writ if Seller does not vacate the Property by three (3) days after close of escrow. 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 /355 -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 broach of said covenant or agreement nor a waiver of any broach 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 25K -49 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. 13. Acknowledi of Full Benefits and Release. A. By execution of this Agreement, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby acknowledges that this Agreement provides full payment for the acquisition of the Property by Buyer, and Seller hereby expressly and unconditionally waives any claim for compensation for injury to the remainder ( "severance damages "); precondemnation damages; claims for inverse condemnation; loss or impairment of any "bonus value" attributable to any lease; damage to or loss of improvements pertaining to the realty; any right to repurchase, leaseback from Seller, or receive any financial gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245; any right to receive any notices pursuant to Code of Civil Procedure section 1245.245; any right to enforce any other obligation placed upon Seller pursuant to Code of Civil Procedure sections 1245.245, 1263.025 and 1263.615; any other rights conferred upon Sellers pursuant to Code of Civil Procedure sections 1245.245 and 1263.615 and 1263.025; and attorney's fees and costs. It being understood that this is a complete and full settlement of all acquisition claims, liabilities, or benefits of any type or nature whatsoever relating to or in connection with the acquisition of the Property by Buyer. This release shall survive the Close of Escrow. B. This Agreement arose out of Buyer's efforts to acquire the Property through its municipal authority. Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby fully releases Buyer, its successors, agents, representatives (including attorneys), and assigns, and all other persons and associations, known or unknown, from all claims and causes of action by reason of any damage which has been sustained by Seller, or may be sustained by Seller, as a result of Buyer's efforts to acquire the Property or to construct the works of improvement thereon, or any preliminary steps thereto. This Agreement does not, and shall not be construed to, require Seller to indemnify Buyer for damages which may arise as a result of Buyer's efforts to construct improvements on the Property. This acknowledgment and release shall survive the Close of Escrow. 14. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M -36, P.O. Box 1988, in the City of Santa Ana 92701, County of Orange, State of California, "The mailing address of the Seller is 1302 W, Camden Place, Santa Ana, CA 92704. 15. Exceptions. City agrees to accept title to said real property subject to the following: NONE. 16. Entire Agreement. It is mutually agreed that the Parties hereto have herein set forth the whole of their Agreement. Performance of this PSA by City shall lay at rest, each, every, and all issue(s) that were raised or could have been raised in connection with the acquisition of Said Real Property by City. 25K -50 17. Hazardous Waste. Neither Seller nor, to the best of Seller's knowledge, any previous owner, tenant, occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ( "Hazardous Materials ") on, under, in, or about the Property, or transported any Hazardous Materials to or from the Property. Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (1) defined as a "hazardous waste ", "extremely hazardous waste ", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter - Presley- Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material ", "hazardous substance ", or "hazardous waste" under Section 25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated biphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. 51317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. S6901 et seq. (42 U.S,C. S6903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42. U.S.C. 59601 et sec. (42 U.S.C. S9601). 18. Compliance With Environmental Laws. To the best of Seller's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous waste, waste disposal, and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations, and ordinances of the city within which the subject property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency, and all applicable federal, state, and local agencies and bureaus. 19, Indemnity. 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. 25K -51 20, Contingency. It is understood and agreed between the parties hereto that the completion of this transaction, and the escrow created hereby, is contingent upon the specific acceptance and approval of the City herein. The execution of these documents and the delivery of same to Escrow Agent constitute said acceptance and approval. 21. Modification and Amendment. This PSA may not be modified or, amended except in writing signed by the Seller and City. 22. Partial Invalidity. Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remaining provisions of this PSA shall remain in full force. 23, Captions. Captions and headings in this PSA, including the title of this PSA, are for convenience only and are not to be considered in construing this PSA. 24. Governing Law. This PSA shall be governed by and construed in accordance with the laws of the State of California. 25. No Reliance By One Party On The Other. Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 26. No Third Party Beneficiary. This PSA is Intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 27. Duty To Cooperate Further. Each party hereby agrees that it shall, upon request of the other, execute and deliver such further documents (in form and substance reasonably acceptable to the parry to be charged) and do such other acts and things as are reasonably necessary and appropriate to effectuate the terms and conditions of this PSA, without cost. 28. Applicability of Agreement To Assignees, This PSA shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties to this PSA. 29, Authority to Execute Agreement. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this PSA, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. X Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA. 25K -52 IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. SELLER: Carlos Zaragoza Lope an individual zw Carlos Zaragoza Lopez, an individual City/Buyer City of Santa Ana David Cavazos City Manager Attest: Maria D. Huizar City Clerk Approved as to Form: Fe Sandov ief Assistant yAttorney ED FOR APPROVAL: Fred Mousavipour Executive Director Public Works Agency Date: 6 `-° ( ,2016 Date: 2016 Date: 2016 Date: 2016 Date: , 2016 25K -53 EXHIBIT "A" LEGAL DESRIPTION Real property in the City of Santa Ana, County of Orange, State of California, described as follows: LOT 36 OF TRACT NO. 2209, AS SHOWN ON A MAP RECORDED IN BOOK 64, PAGES 25 AND 26 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY AS FOLLOWS: EXCEPTING THEREFROM ALL OIL, GAS AND OTHER HYDROCARBONS AND MINERALS NOW AND HEREAFTER IN, ON AND UNDER THAT PART OF THE ABOVE DESCRIBED LAND LYING BELOW A PLANE 500 FEET BELOW THE SURFACE OF SAID LAND, BUT WITHOUT THE RIGHT OF ENTRY OR ANY RIGHT TO MINE, DRILL FOR, OR CONDUCT ANY OTHER OPERATIONS ON OR FROM THE SURFACE OF SAID LAND, OR IN THAT PART ABOVE A PLANE 500 FEET BELOW SAID SURFACE, FOR THE PURPOSE OF EXPLOITING FOR, DEVELOPING, RECOVERING, PRODUCING, REMOVING OR MARKETING OF ANY OF SAID SUBSTANCES AS RESERVED IN A DEED TO JOHN P. GEORGE AND WIFE, RECORDED FEBRUARY 2, 1961. APN: 408 - 335 -01 25K -54 EXHIBIT "B" (First American) GENERAL ESCROW PROVISIONS All disbursements shall be made by Escrow's check. All funds received in this escrow shall be deposited in one or more of your general escrow accounts with any bank doing business in the State of California and may be transferred to any other general escrow account or accounts. The expression "close of escrow" means the date on which instruments referred to herein are filed for record. All adjustments are to be made on the basis of a 30 -day month. Recordation of any instruments delivered through this escrow, if necessary or proper in the issuance of a policy of title insurance called for, is hereby authorized. There shall be no proration of any existing insurance policies in this escrow. You are to furnish a copy of these instructions, amendments thereto, closing statements and /or any other documents deposited in this escrow to the lender or lenders, the real estate broker or brokers and /or the attorney or attorneys involved in this transaction upon request of such lenders, brokers or attorneys. Should you before or after close of escrow receive or become aware of any conflicting demands or claims with respect to this escrow or the rights of any of the parties hereto, or any money or property deposited herein affected hereby, you shall have the right to discontinue any or all further acts on your part until such conflict is resolved to your satisfaction, and you shall have the further right to commence or defend any action or proceedings for the determination of such conflict. The parties hereto jointly and severally agree to pay all costs, damages, judgments and expenses, including reasonable attorney's fees, suffered or incurred by you in connection with, or arising out of this escrow, including, but without limiting the generality of the foregoing, a suit in interpleader brought by you. In the event you file a suit in interpleader, you shall ipso facto be fully released and discharged from all obligations imposed upon you in this escrow. If for any reason funds are retained or remain in escrow, you are to deduct therefrom a reasonable monthly charge as custodian thereof of not less than $10.00 per month. Time is declared to be the essence of these instructions. If you are unable to comply within the time specified herein and such additional time as is required to make an examination of the official records, you will return -all documents, money or property to the party entitled thereto upon satisfactory written demand and authorization. Any amendment of and /or supplement to any instructions must be in writing. The seller agrees to sell and the buyer agrees to buy the property herein described upon the terms hereof. These escrow instructions, and amendments hereto, may be executed in one or more counterparts, each of which independently shall have the same effect as if it were the original, and all of which taken together shall constitute one and the same instruction. 25K -55 25K -56 PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA "), entered into on , 2016, between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California (hereinafter "City" or "Buyer "), and Bernard N. Gaon and Judith A. Gaon, as trustees and subsequent trustees of the Bernard N. Gaon and Judith A. Gaon Family Trust dated October 6, 1993 as Community Property (hereinafter "Seller "), regardless of number or gender; THEREFORE, for and in consideration of their mutual promises, covenants and agreements, and subject to the terms, conditions and provisions of this PSA, Seller agrees to sell to City, and City agrees to purchase from Seller, that certain real property (hereinafter "Said Real Property ") legally described as follows: SEE EXHIBIT "A" — Legal Description ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF (Commonly known as 2227 S. Bristol Street, Santa Ana, CA 92704) (APN 015- 194 -29) Said purchase and sale of Said Real Property shall be in accordance with and subject to all of the following terms, conditions, promises, covenants, agreements and provisions, to wit: 1. Conveyance by Seller. Seller agrees to convey said real property to City, by Grant Deed, at the office of First American Title Insurance Company, 2 First American Way, Santa Ana, California, within one hundred and twenty (120) days from and after the date on which the City has approved this Agreement. 2. Title to be Conveyed. Seller agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, including any and all leasehold interests), liens, clouds or defects in title except those exceptions shown in Paragraph 15 below. Seller hereby warrants that the title to said real property to be conveyed by Seller to City shall be free and clear as provided above. Seller further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance (whether monetary or non - monetary, general or specific, and including any and all leaselicid 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 Ninety -Seven Thousand, Seven Hundred Sixty and no /100 Dollars ($697,760.00) 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 2 .5K -57 Exhibit 7 rights of action for damages or any other rights which may accrue to City by reason of the failure of Seller to convey title or to provide title insurance as required in this Agreement. 4. Escrow. City agrees to open an escrow at the office of 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 one hundred and twenty (120) days of the City's execution of this Agreement. If escrow is not in a condition to close by the Close of Escrow, and failure to close is due to unforeseen conditions of title or interest of third parties in the Property that cannot be resolved in Escrow, then buyer may, at its option, request cancellation of escrow and this Agreement and return of any funds it has deposited into escrow. Thereupon, all obligations and liabilities of the Parties under this Agreement shall cease and terminate. If no such request is made, Escrow shall be closed as soon as possible thereafter. Buyer shall be entitled to possession of the Property immediately upon close of Escrow. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this Section 4 and of the General Provisions described in Exhibit ° "B " attached hereto and incorporated herein by this reference, in writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. City agrees to bear and Escrow Agent is hereby authorized to charge to the City the cost of any transfer taxes, recording fees, cost of title insurance, re- conveyance fees, document preparation fees, escrow fees and any other closing costs incidental to the conveying of said real property to City. Penalties for prepayment of bona fide obligations secured by any existing deed of trust or mortgage shall be waived pursuant to Civil Code Procedures Section 1265.240. The liability to the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Section 4, Section 6, Section 8 and Exhibit "B" of the General Provisions of this Agreement. 5. Property Taxes. Such real property taxes, if any, on said real property for the fiscal year within which said real property Is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and Taxation Code of the State of California. Seller shall be eligible for a refund under Section 5096.7 of the Revenue and Taxation Code of the State of California for that portion of property taxes on said real property for said fiscal year which have been paid prior to the date the deed conveying said real property to City is recorded which is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City is recorded and made uncollectible if unpaid by reason of Section 5086 of the Revenue and Taxation Code of the State of California. To the extent that Seller has prepaid any taxes or assessments attributable to the Property; Seller shall be solely responsible for obtaining any refund due thereon from the taxing authority. Upon written request, Buyer shall assist Seller, at Seller's sole cost, in obtaining said refund, if any; however, In no case shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow. All unpaid taxes on said real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City. 6. Payment of Purchase Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the full purchase price for said real property, fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages, the total sum of Seven Hundred Twelve Thousand, One Hundred Thirty and no /100 Dollars ($712,130.00), derived as shown in Exhibit "C "- 25K -58 Fair Market Value of the Subject Property.. 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 Seiler of all personal property. a. No later than three (3) days after close of escrow, Seller shall have removed all merchandise, inventory, equipment, personal property, and /or removable trade fixtures from the Property. Any merchandise, inventory, equipment, personal property, and /or removable trade fixtures at the Property as of three days after close of escrow shall be deemed abandoned by Seller on that date. b. If Seller does not vacate the Property by the above stated date, the Seller agrees to have the Court immediately issue a Writ of Possession and /or Assistance, directing the Marshall or Sheriff of Orange County to take physical possession of the Property in favor of the City. Seller waives the right to have the City file an unlawful detainer action, as well as waive the right to any hearing or any requirements for an application by City to obtain the Writ of Possession and/or Assistance and waives any and all rights to object to the issuance of said Writ if Seller does not vacate the Property by three (3) days after close of escrow. B. 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 /365• -day year consistent with that statement, subject to approval of City. Seller hereby agrees not to rent any units on the premises which are vacant as of the date that this agreement is executed by seller, or which may be vacated by present occupants prior to close of escrow. In return, the City agrees to reimburse seller lost rentals incurred by keeping units vacant through the close of escrow. Seller agrees that any and all Tenant Security Deposits pertaining to the subject property collected by or in the possession of Seller prior to the close of escrow shall be transferred to and become the property of City during escrow. Seller hereby warrants that the rental statement referred to shall include the terms of all rental agreements, tenancies, and leases (written, unwritten, recorded, or unrecorded) and Seller agrees to hold City harmless from all liability from any such leases or agreements. Seller also warrants that there are no oral or written leases on all or any portion of the subject property exceeding a period of one month. 91 Waivers. The waiver by City of any breach of any covenant or agreement herein contained on the part of the Seller shall not be deemed or held to be a waiver of any subsequent or other breach of said covenant or agreement nor a waiver of any breach of any other covenants or agreements contained herein. 10. Heirs, Assigns, Successors -in- Interest. This PSA, and all the terms, covenants and conditions 25K -59 hereof, shall apply to and bind the heirs, executors, administrators, successors and assigns of the respective Parties hereto. 11. Time is of the Essence. In all matters and things hereunder to be done and in all payments hereunder to be made, time is and shall be of the essence. 12. Just Compensation. Seller acknowledges and agrees that said purchase price is just compensation at fair market value for said real property and includes payment for fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages. 13. Acknowledgment of Full Benefits and Release. A. By execution of this Agreement, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby acknowledges that this Agreement provides full payment for the acquisition of the Property by Buyer, and Seller hereby expressly and unconditionally waives any claim for compensation for injury to the remainder ( "severance damages"); precondemnation damages; claims for inverse condemnation; loss of goodwill and /or lost profits; loss or impairment of any "bonus value" attributable to any lease; damage to or loss of improvements pertaining to the realty; damage to or loss of machinery, fixtures, inventory, equipment and /or personal property; any right to repurchase, leaseback from Seller, or receive any financial gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245; any right to receive any notices pursuant to Code of Civil Procedure section 1245.245; any right to enforce any other obligation placed upon Seller pursuant to Code of Civil Procedure sections 1245.245, 1263.025 and 1263.615; any other rights conferred upon Sellers pursuant to Code of Civil Procedure sections 1245.245 and 1263.615 and 1263.025; and attorney's fees and costs. It being understood that this is a complete and full settlement of all acquisition claims, liabilities, or benefits of any type or nature whatsoever relating to or in connection with the acquisition of the Property by Buyer. This release shall survive the Close of Escrow. B. This Agreement arose out of Buyer's efforts to acquire the Property through its municipal authority. Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby fully releases Buyer, its successors, agents, representatives (including attorneys), and assigns, and all other persons and associations, known or unknown, from all claims and causes of action by reason of any damage which has been sustained by Seller, or may be sustained by Seller, as a result of Buyer's efforts to acquire the Property or to construct the works of improvement thereon, or any preliminary steps thereto. This Agreement does not, and shall not be construed to, require Seller to indemnify Buyer for damages which may arise as a result of Buyer's efforts to construct improvements on the Property. This acknowledgment and release shall survive the Close of Escrow 14. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M -36, P.O. Box 1968, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Seller is 2213 N. Mantle Lane, Santa Ana, CA 92705. 16. Exceptions. City agrees to accept title to said real property subject to the following: NONE. 16. Entire Agreement. It is mutually agreed that the Parties hereto have herein set forth the whole of their Agreement. Performance of this PSA by City shall lay at rest, each, every, and all issue(s) that were raised or could have been raised in connection with the acquisition of Said Real Property by City. 17. Hazardous Waste, Neither Seller nor, to the best of Seller's knowledge, any previous owner, tenant, occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ( "Hazardous Materials ") on, under, in, or 25K -60 about the Property, or transported any Hazardous Materials to or from the Property. Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous waste ", "extremely hazardous waste ", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter - Presley- Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material ", "hazardous substance ", or "hazardous waste" under Section 25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated biphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. - S1317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. S6901 et sec. (42 U.S.C. S6903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42. U.S.C. 59601 et seq. (42 U.S.C. S9601). 18. Compliance With Environmental Laws. To the best of Seller's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous waste, waste disposal, and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations, and ordinances of the city within which the subject property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency, and all applicable federal, state, and local agencies and bureaus. 19, Indemnity. Seller agrees to indemnify, defend and hold the City harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in or about, or the transportation of any such materials to or from, the Property, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Property. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease, or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment). This indemnity extends only to liability created prior to or up to the date this escrow shall close. Seller shall not be responsible for acts or omissions to act post close of this escrow. 20. Continpeney. 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. 25K -61 29. Modification and Amendment. This PSA may not be modified or amended except in writing signed by the Seller and City. 22. Partial Invalidity. Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remaining provisions of this PSA shall remain in full force. 23. Captions. Captions and headings In this PSA, including the title of this PSA, are for convenience only and are not to be considered in construing this PSA. 24, Governing_ Law_._ This PSA shall be governed by and construed in accordance with the laws of the State of California. 26. No Reliance By One Party On The Other. Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 26. No Third Party Beneficiary. This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 27. Duty To Cooperate Further. Each party hereby agrees that it shall, upon request of the other, execute and deliver such further documents (in form and substance reasonably acceptable to the party to be charged) and do such other acts and things as are reasonably necessary and appropriate to effectuate the terms and conditions of this PSA, without cost• 28. Applicability of Agreement To Assignees. This PSA shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties to this PSA. 29. Authority to Execute Agreement. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this PSA, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 30. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA. 25K -62 IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. SELLER: Bernard N. Gaon and Judith A. Gaon, as trustees and subsequent trustees of the Bernard N. Gaon and Judith A. Gaon Family Trust dated October 6, 1993 as Community Property Date: �' ' ! ! , 2016 Bernard N. Gaon, trustee and subsequent trustee of the Bernard N. Gaon and Judith A. Gaon Family Trust dated October 6, 1993 as Community Property Date: 2016 Bernard N. Gaon, trustee and subsequent trustee of the Bernard N. Gaon and Judith A. Gaon Family Trust dated October 6, 1993 as Community Property City /Buyer City of Santa Ana Date: ` --12016 David Cavazos City Manager Attest: Date: 2016 Maria D. Huizar City Clerk Approved as to Form: �1 s Sandoval- - - -- Date:. _.c?w �dn , 2016 ° -- f Assistant City Attorney RECOMMENDED FOR APPROVAL: Date: 2016 Fred Mousavipour Executive Director Public Works Agency 25K -63 EXHIBIT "A„ LEGAL DESRIPTION Real property in the City of Santa Ana, County of Orange, State of California, described as follows: LOT 188 OF TRACT NO, 1192, AS PER MAP RECORDED IN BOOK 39 PAGES 16 AND 17 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. APN: 015- 194 -29 25K -64 EXHIBIT "B" (First American) GENERAL ESCROW PROVISIONS All disbursements shall be made by Escrow's check. All funds received in this escrow shall be deposited in one or more of your general escrow accounts with any bank doing business in the State of California and may be transferred to any other general escrow account or accounts, The expression "close of escrow" means the date on which instruments referred to herein are filed for record. All adjustments are to be made on the basis of a 30 -day month. Recordation of any instruments delivered through this escrow, if necessary or proper in the issuance of a policy of title insurance called for, is hereby authorized. There shall be no proration of any existing insurance policies in this escrow. You are to furnish a copy of these instructions, amendments thereto, closing statements and /or any other documents deposited in this escrow to the lender or lenders, the real estate broker or brokers and /or the attorney or attorneys involved in this transaction upon request of such lenders, brokers or attorneys. Should you before or after close of escrow receive or become aware of any conflicting dernands or claims with respect to this escrow or the rights of any of the parties hereto, or any money or property deposited herein affected hereby, you shall have the right to discontinue any or all further acts on your part until such conflict is resolved to your satisfaction, and you shall have the further right to commence or defend any action or proceedings for the determination of such conflict. The parties hereto jointly and severally agree to pay all costs, damages, judgments and expenses, including reasonable attorney's fees, suffered or incurred by you in connection with, or arising out of this escrow, including, but without limiting the generality of the foregoing, a suit in interpleader brought by you. In the event you file a suit in interpleader, you shall ipso facto be fully released and discharged from all obligations imposed upon you in this escrow. If for any reason funds are retained or remain in escrow, you are to deduct therefrom a reasonable monthly charge as custodian thereof of not less than $10.00 per month. Time is declared to be the essence of these instructions. If you are unable to comply within the time specified herein and such additional time as is required to make an examination of the official records, you will return all documents, money or property to the party entitled thereto upon satisfactory written demand and authorization, Any amendment of and /or supplement to any instructions must be in writing, The seller agrees to sell and the buyer agrees to buy the property herein described upon the terms hereof, These escrow instructions, and amendments hereto, may be executed in one or more counterparts, each of which independently shall have the same effect as if it were the original, and all of which taken together shall constitute one and the same instruction. 25K -65 EXHIBIT "C" Fair Market Value of the Subject Property Land and structures $697,760.00 (as per attached appraisal summary statement) 1. Fixtures and Equipment pertaining to realty (as per attached inventory) $14,370.00 Z Total just compensation $712,130.00 1. The City has riot made a determination as to the ownership of the Fixtures and Equipment (F &E), Landlord and tenant will need to come to an agreement as to the ownership of these items, before compensation can be withdrawn from Escrow. Please see the attached Full Acquisition Offiset Statement as to how the P &E compensa 2. The total just compensation offered assumes that the property conditions which may impact fair market value, 25K -66 any environmental contaminates or other PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA "), entered into on 2 016, 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 Albert S. Sandoval, an individual (hereinafter "Seller "), regardless of number or gender; THEREFORE, for and in consideration of their mutual promises, covenants and agreements, and subject to the terms, conditions and provisions of this PSA, Seller agrees to sell to City, and City agrees to purchase from Seller, that certain real property (hereinafter "Said Real Property ") legally described as follows: SEE EXHIBIT "A" — Legal Description ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF (Commonly known as 1301 W. Saint Anne Place, Santa Ana, CA 92704) (APN 408 -335 -18) Said purchase and sale of Said Real Property shall be in accordance with and subject to all of the following terms, conditions, promises, covenants, agreements and provisions, to wit: 1. Conveyance by Seller. Seller agrees to convey said real property to City, by Grant Deed, at the office of First American Title Insurance Company, 2 First American Way, Santa Ana, California, within sixty (60) days from and after the date on which the City has approved this Agreement. 2. Title to be Conveyed. Seller agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, including any and all leasehold interests), liens, clouds or defects in title except those exceptions shown in Paragraph 15 below. Seller hereby warrants that the title to said real property to be conveyed by Seller tc City shall be free and clear as provided above. Seller further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), lien, cloud or defect in title, shall not constitute a waiver by City of its right to the full and clear title hereinabove agreed to be conveyed by Seller to City, nor of any right which might accrue to City because of the failure of Seller to convey title as hereinabove provided, 3, Title Insurance, Seller agrees to deliver to City, concurrently with the conveyance of said real property to City, within the time and at the place hereinabove specified for said conveyance of said real property, a policy of title insurance to be issued by the above mentioned title company, with the City therein named as the insured, in the amount of Four Hundred Sixty Thousand and no /100 Dollars ($460,000,00) insuring the title of the City to said real property is free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), liens, clouds or defects in title, excepting such specific ones as city may hereinafter expressly agree to take subject to. Acceptance by City of any such policy of insurance, whether such insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by City of its right to such insurance as is herein required of Seller, nor a waiver by the City of any rights of action for damages or any other rights which may accrue to City by reason of the failure of Seller to convey title or to provide title insurance as required in this Agreement. Exhibit 8 25K -67 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 sixty (60) days of the City's execution of this Agreement. If escrow is not in a condition to close by the Close of Escrow, and failure to close is due to unforeseen conditions of title or interest of third parties in the Property that cannot be resolved in Escrow, then buyer may, at its option, request cancellation of escrow and this Agreement and return of any funds it has deposited into escrow. Thereupon, all obligations and liabilities of the Parties under this Agreement shall cease and terminate. If no such request is made, Escrow shall be closed as soon as possible thereafter. Buyer shall be entitled to possession of the Property immediately upon close of Escrow. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this Section 4 and of the General Provisions described in Exhibit "B" attached hereto and incorporated herein by this reference, in writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. City agrees to bear and Escrow Agent is hereby authorized to charge to the City the cost of any transfer taxes, recording fees, cost of title insurance, re- oonvoyance 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 Cade Procedures Section 1265.240. The liability to the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Section 4, Section 6, Section 8 and Exhibit "B" of the General Provisions of this Agreement. 5. Property Taxes. Such real property taxes, if any, on said real property for the fiscal year within which said real property is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and Taxation Code of the State of California. Seller shall be eligible for a refund under Section 5096.7 of the Revenue and Taxation Code of the State of California for that portion of property taxes on said real property for said fiscal year which have been paid prior to the date the deed conveying said real property to City is recorded which is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City is recorded and made uncollectible if unpaid by reason of Section 5086 of the Revenue and Taxation Code of the State of California. To the extent that Seller has prepaid any taxes or assessments attributable to the Property; Seller shall be solely responsible for obtaining any refund due thereon from the taxing authority. Upon written request, Buyer shall assist Seller, at Seller's sole cost, in obtaining said refund, If any; however, in no case shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow. All unpaid taxes on said real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City. 6. Payment of Purchase Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the full purchase price for said real property, the total sum of Four Hundred Sixty Thousand and no /100 Dollars ($460,000.00), 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: 25K -68 (a) Conveyance of said real property by Seller to City as hereinabove provided; (b) Acceptance by City of a Grant Deed conveying said real property to City; (c) Delivery to City of the policy of title insurance as hereinabove provided; (d) Recordation of the Deed conveying said real property to City. 7. Possession. Seller agrees to deliver to City, on the date the Deed conveying said real property to City is recorded, quiet and peaceful possession of said real property, which shall be made free by Seller of all personal property. 8, Rental and Occupancy By Seller. Seller agrees to execute a complete, current and correct statement of rentals (Seller Estoppel) on a form furnished to Seller by City and deliver same to City within fifteen (15) days hereof with copies of any written leases or rental agreements attached. All rents will be prorated as of the close of escrow on the basis of a 30 -day month /365 -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. 8. 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, Assipins, 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. 11 Acknowledgment of Full Benefits and Release. A. By execution of this Agreement, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby acknowledges that this Agreement provides full payment for the acquisition of the Property by Buyer, and Seller hereby expressly and unconditionally waives any claim for compensation for injury to the remainder ( "severance damages "); precondemnation damages; claims for inverse condemnation; loss or impairment of any "bonus value" attributable to any lease; damage to or loss of improvements pertaining 25K -69 to the realty; any right to repurchase, leaseback from Seller, or receive any financial gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245; any right to receive any notices pursuant to Code of Civil Procedure section 1245,245; any right to enforce any other obligation placed upon Seller pursuant to Code of Civil Procedure sections 1245.245, 1263.025 and 1263.615; any other rights conferred upon Sellers pursuant to Code of Civil Procedure sections 1245.245 and 1263,615 and 1263.025; and attorney's fees and costs. It being understood that this is a complete and full settlement of all acquisition claims, liabilities, or benefits of any type or nature whatsoever relating to or in connection with the acquisition of the Property by Buyer. This release shall survive the Close of Escrow. B. This Agreement arose out of Buyer's efforts to acquire the Property through its municipal authority. Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby fully releases Buyer, its successors, agents, representatives (including attorneys), and assigns, and all other persons and associations, known or unknown, from all claims and causes of action by reason of any damage which has been sustained by Seller, or may be sustained by Seller, as a result of Buyer's efforts to acquire the Property or to construct the works of improvement thereon, or any preliminary steps thereto. This Agreement does not, and shall not be construed to, require Seller to indemnify Buyer for damages which may arise as a result of Buyer's efforts to construct improvements on the Property. This acknowledgment and release shall survive the Close of Escrow 14. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M -36, P.O. Box 1988, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Seller is 1414 West Moore Ave, Santa Ana, CA 92704, 15. Exceptions. City agrees to accept title to said real property subject to the following: NONE. 16. Entire Agreement. it is mutually agreed that the Parties hereto have herein 'set forth the whale of their Agreement. Performance of this PSA by City shall lay at rest, each, every, and all issue(s) that were raised or could have been raised in connection with the acquisition of Said Real Property by City. 17, Hazardous Waste. Neither Seller nor, to the best of Seller's knowledge, any previous owner, tenant, occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ( "Hazardous Materials ") on, under, in, or about the Property, or transported any Hazardous Materials to or from the Property. Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (I) defined as a "hazardous waste ", "extremely hazardous waste ", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter - Presley- Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material ", "hazardous substance ", or "hazardous waste" under Section 25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated blphenyls, (viii) listed under Article 9 or defined as 25K -70 "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 seg. (42 U.S.C. S6903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42. U,S.C. S9601 et sec. (42 U.S.C. S9601). 18. Compliance With Environmental Laws. To the best of Seller's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous waste, waste disposal, and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations, and ordinances of the city within which the subject property is located, the California Department of Health Services, -the Regional Water Quality Contra[ Board, the State Water Resources Control Board, the Environmental Protection Agency, and ail applicable federal, state, and local agencies and bureaus. 19. Indemnity. Seller agrees to indemnify, defend and hold the City harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in or about, or the transportation of any such materials to or from, the Property, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Property. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease, or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment). This indemnity extends only to liability created prior to or up to the date this escrow shall close. Seller shall not be responsible for acts or omissions to act post close of this escrow. 20, Contingency. It is understood and agreed between the parties hereto that the completion of this transaction, and 'the escrow created hereby, is contingent upon the specific acceptance and approval of the City herein. The execution of these documents and the delivery of same to Escrow Agent constitute said acceptance and approval. 21. Modification and Amendment. This PSA may not be modified or amended except in writing signed by the Seller and City. 22. Partial Invalidity. Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remaining provisions of this PSA shall rernaln in full force. 23. Captions. Captions and headings in this PSA, including the title of this PSA, are for convenience only and are not to be considered in construing this PSA. 24, Governing Law. This PSA shall be governed by and construed in accordance with the laws of the State of California. 25K -71 25, No Reliance By One Party On The Other, Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 26. No Third Party Beneficiary. This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 27. Duty To Cooperate Further. Each party hereby agrees that it shall, upon request of the other, execute and deliver such further documents (in form and substance reasonably acceptable to the party to be charged) and do such other acts and things as are reasonably necessary and appropriate to effectuate the terms and conditions of this PSA, without cost. 28, Applicability of Agreement To Assignees, This PSA shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties to this PSA. 29. Authority to Execute Agreement. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this PSA, and shall indemnify City fully, including reasonable costs and attorneys fees, for any injuries or damages to City in the event that such authority er power is not, in fact, held by the signatory or is withdrawn. 30. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA. 25K -72 IN WITNESS WHEREOF, the Parties hereto have executed this Purchase and Sale Agreement on the date and year first written above. SELLER: Albert S. Sandoval, an individual CITY OF SANTA ANA: City(Buyer David Cavazos City Manager ATTEST: Maria D. Huizar City Clerk APPROVED AS TO FORM: s Sandoval ief Assistant City Attorney RECOMMENDED FOR APPROVAL: Fred Mousavipour Executive Director Public Works Agency Date: �2 t , raA4 , 2016 Date: 2016 Date: 2016 Date: Date: 25K -73 -7—/00 2016 2016 EXHIBIT "A" LEGAL DESRIPTION Real property In the City of Santa Ana, County of Orange, State of California, described as follows; LOT 19 OF TRACT NO. 2209, IN THE CITY OF SAN"T"A ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 54, PAGES 25 AND 26 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. APN; 408 - 335 -18 25K -74 EXHIBIT "B" (First Amorican) GENERAL ESCROW PROVISIONS All disbursements shall be made by Escrow's check. All funds received in this escrow shall be deposited in one or more of your general escrow accounts with any bank doing business in the State of California and may be transferred to any other general escrow account or accounts. The expression "close of escrow" means the date on which instruments referred to herein are filed for record. All adjustments are to be made on the basis of a 30 -day month. Recordation of any instruments delivered through this escrow, if necessary or proper in the issuance of a policy of title insurance called for, is hereby authorized. There shall be no proration of any existing insurance policies in this escrow. You are to furnish a copy of these instructions, amendments thereto, closing statements and /or any other documents deposited in this escrow to the lender or lenders, the real estate broker or brokers and /or the attorney or attorneys involved in this transaction upon request of such lenders, brokers or attorneys. Should you before or after close of escrow receive or become aware of any conflicting demands or claims with respect to this escrow or the rights of any of the parties hereto, or any money or property deposited herein affected hereby, you shall have the right to discontinue any or all further acts on your part until such conflict is resolved to your satisfaction, and you shall have the further right to commence or defend any action or proceedings for the determination of such conflict. The parties hereto jointly and severally agree to pay all costs, damages, judgments and expenses, including reasonable attorney's fees, suffered or incurred by you in connection with, or arising out of this escrow, including, but without limiting the generality of the foregoing, a suit in interpleader brought by you. In the event you file a suit in interpleader, you shall ipso facto be fully released and discharged from all obligations imposed upon you in this escrow. If for any reason funds are retained or remain in escrow, you are to deduct therefrom a reasonable monthly charge as custodian thereof of not less than $10.00 per month. Time is declared to be the essence of these instructions. If you are unable to comply within the time specified herein and such additional time as is required to make an examination of the official records, you will return all documents, money or property to the party entitled thereto upon satisfactory written demand and authorization. Any amendment of and /or supplement to any instructions must be in writing. The seller agrees to sell and the buyer agrees to buy the property herein described upon the terms hereof. These escrow instructions, and amendments hereto, may be executed in one or more counterparts, each of which independently shall have the same effect as if it were the original, and all of which taken together shall constitute one and the same instruction. 25K -75 25K -76 A � CITY COUNCIL MEETING DATE: CLERK OF COUNCIL USE ONLY: AUGUST 2, 2016 TITLE: APPROVED APPROVE PURCHASE AGREEMENTS ❑ As Recommended FOR BRISTOLSTREET IMPROVEMENTS [71 Amended El O Or rdinance on 16' Reading PHASE 3A (PROJECT NO. 136792 ❑ Ordinance on 2'd Reading NONGENERAL FUND) ❑ Implementing Resolution (STRATEGIC PLAN NOS. 6, 1G; 3,2C) ❑ Set Public Hearing For CONTINUED TO AINZINIRTAI -14 CITY MANAGER RECOMMENDED ACTION Authorize the City Manager and Clerk of the Council to execute purchase agreements for the full purchase price for the real property listed below and goodwill (if any) with the following property owners, subject to nonsubstantive changes approved by the City Manager and City Attorney: No. Property Owner Property commonly known as /location Acquisition Type Amount 1 Tuat Minh Mai, Trustee 1019 North Bristol Street Full $490,000 (APN 405 - 262 -32) 2 Sandy Saucedo and 1311 West 9`h Street Partial $8,000 Omar Sanchez (APN 004 - 122 -18) 3 Richard Minh Dieu and 907 North Bristol Street Full $450,000 Tien Minh Dieu (APN 405 - 262 -23) Lino Gaona, Teresa 1015 North Bristol Street 4 Gaona Vasquez, and (APN 405 - 262 -31) Full $472,000 Edgar Gaona DISCUSSION Bristol Street is a 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 is a long -term priority project that will be constructed in several phases. Improvements include widening the street from two to three lanes in each direction, raised landscape medians, and bike lanes. Public Works Agency staff is acquiring properties for the development of Phase 3A, bounded by Civic Center Drive and Washington Avenue. Property acquisitions for this phase are expected to be completed by spring 2017. Construction is anticipated to begin in summer 2017. To accommodate the improvements and widening for Phase 3A, acquisitions of the properties listed above, either partially or in full as noted, are required (Exhibit 1). The offers based on the appraised values prepared by a licensed appraiser in the State of California were made and 25L -1 Purchase Agreement for Bristol Street Improvement Phase 3A August 2, 2016 Page 2 accepted by the property owners. The compensation amounts listed above are shown in the attached agreements (Exhibits 2 - 5). 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 3A, which lies between Civic Center Drive and Washington Avenue, an Addendum to the FEIS /EIR was prepared and adopted pursuant to the California Environmental Quality Act by City Council on April 7, 2015. FISCAL IMPACT Funds are available in the Bristol Street Improvements Project (No. 136792) for expenditure in FY 2016/2017 as follows: $710,000 in the Select Street Construction Fund (Account No. 05917661- 66100) and $710,000 in the Measure M2 Street Construction Fund (Account No. 03217663- 66100), subject to nonsubstantive changes. V I O \J i Frep Mousavipour Executive Director Public Works Agency FM /EWG /JG /KN /ML Exhibits: 1. Location Map 2. Agreement for APN 405 - 262 -32 3. Agreement for APN 004 - 122 -18 4. Agreement for APN 405 - 262 -23 5. Agreement for APN 405 - 262 -31 APPROVED AS TO FUNDS & ACCOUNTS: Francisco Gutierrez Executive Director Finance & Management Services Agency 25L -2 N (NITS? MATCHLINE SEE BELOW RIGHT 10TH STREET 9TH STREET LEGEND 1 405- 262 -22 1 Lu m C~A 0 J 0 LM1.. � W ? O Z SUBJECT PROPERTIES ACOUIREO PPOPERTIES CIVIC CENTER DR. F-T ----i L-]- WASHINGTON AVENUE EXHIBIT 1 MATCHLINE SEE TOP LEFT SANTA ANA TITLE: PURCHASE AGREEMENT FOR — P UU A — AG1= —NDA DATE: PHASE 3A PROJECTONO. 36792 `m, AUGUST 02, 2016 NONGENERAL FUND) P °a°` W0PKS AGENCY (Strategic Plan No. 6, 1, G; and 3, 2, C) 25L -3 PAGE 1 OF 1 25L -4 PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA "), entered into on 2016, between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California (hereinafter "City" or "Buyer "), and Tuat Minh Mai, Trustee of The Tuat Minh Mal's Trust for the benefit of Tuat Minh Mai and his children under The Tuat Minh Mal's Trust Agreement dated November 27, 2002 (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 1019 N Bristol St. Santa Ana CA) (APN 405 - 262 -32) 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 sixty (60) days from and after the date on which the City has approved this Agreement. 2. Title to be Conveved. Seller agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and dear 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 properly, 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 riot constitute a waiver by City of its right to the full and clear title hereinabove agreed to be conveyed by Seller to City, nor of any right which might accrue to City because of the failure of Seller to convey title as hereinabove provided. 3. Title Insurance. Seller agrees to deliver to City, concurrently with the conveyance of said real property to City, within the time and at the place hereinabove specified for said conveyance of said real property, a policy of title insurance to be issued by the above mentioned title company, with the City therein named as the insured, in the amount of Four Hundred Ninety Thousand and no /100 Dollars ($490,000.00) 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 leasohold 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 Exhibit 2 25L -5 Agreement. 4. Escrow. City agrees to open an escrow at the office of First American Title Insurance Company, 2 First American Way, Santa Ana, California, (the Escrow Agent) within five (5) days from and after the date on which the City has approved this Agreement. This Agreement constitutes the joint escrow instructions of the City and the Seller and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of the escrow, Escrow to close within ninety (90) days of the City's execution of this Agreement. If escrow is not in a condition to close by the Close of Escrow, and failure to close is due to unforeseen conditions of title or interest of third parties in the Property that cannot be resolved in Escrow, then buyer may, at its option, request cancellation of escrow and this Agreement and return of any funds it has deposited into escrow. Thereupon, all obligations and liabilities of the Parties under this Agreement shall cease and terminate. If no such request is made, Escrow shall be closed as soon as possible thereafter. Buyer shall be entitled to possession of the Property immediately upon close of Escrow. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this Section 4 and of the General Provisions described in Exhibit "B " attached hereto and incorporated herein by this reference, in writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. City agrees to bear and Escrow Agent is hereby authorized to charge to the City the cost of any transfer taxes, recording fees, cost of title insurance, re- conveyance fees, document preparation fees, escrow fees and any other closing costs incidental to the conveying of said real property to City. Penalties for prepayment of bona fide obligations secured by any existing deed of trust or mortgage shall be waived pursuant to Civil Code Procedures Section 1265.240. The liability to the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Section 4, Section 6, Section 8 and Exhibit "B" of the General Provisions of this Agreement. 5. Property Taxes. Such real property taxes, if any, on said real property for the fiscal year within which said real property is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and Taxation Code of the State of California. Seller shall be eligible for a refund under Section 5096.7 of the Revenue and Taxation Code of the State of California for that portion of property taxes on said real property for said fiscal year which have been paid prior to the date the deed conveying said real property to City is recorded which is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City is recorded and made uncollectible if unpaid by reason of Section 5086 of the Revenue and Taxation Code of the State of California. To the extent that Seller has prepaid any taxes or assessments attributable to the Property; Seller shall be solely responsible for obtaining any refund due thereon from the taxing authority. Upon written request, Buyer shall assist Seller, at Seller's sole cost, in obtaining said refund, If any; however, in no case shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow. All unpaid taxes on said real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City. 6. Payment of Purchase Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the full purchase price for said real property, fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages, the total sum of Four Hundred Ninety Thousand and no/100 Dollars ($490,000,00). City agrees to deposit said purchase price in roved this Agreement, with the Escrow and gent within THIRTY (30) days from and after the date on which the City has app 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; 25L -6 (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. (a) No later than three (3) days after close of escrow, Seller shall have removed all merchandise, inventory, equipment, personal property, andfor removable trade fixtures from the Property, Any merchandise, inventory, equipment, personal property, and /or removable trade fixtures at the Property as of three (3) days after close of escrow shall be deemed abandoned by Seller on that date. (b) If Seller does not vacate the Property by the above stated date, the Seller agrees to have the Court immediately issue a Writ of Possession and /or Assistance, directing the Marshall or Sheriff of Orange County to take physical possession of the Property in favor of the City. Seller waives the right to have the City file an unlawful detainer action, as well as waive the right to any hearing or any requirements for an application by City to obtain the Writ of Possession and /or Assistance and waives any and all rights to object to the issuance of said Writ if Seller does not vacate the Property by three (3) days after close of escrow. S. Rental and Occugancv 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 ore month. 9. Waivers, The waiver by City of any breach of any covenant or agreement herein contained on the part of the Seller shall not be deemed or held to be a waiver of any subsequent or other breach of said covenant or agreement nor a waiver of any breach of any other covenants or agreements contained herein, 10. Heirs Assigns Successors -in- Interest. This PSA, and all the terms, covenants and conditions hereof, shall apply to and bind the heirs, executors, administrators, successors and assigns of the respective Parties hereto. 11. Time is of the Essence. In all matters and things hereunder to be done and in all payments hereunder to be made, time is and shall be of the essence. 12. Just Compensation. Seller acknowledges and agrees that said purchase price is just compensation at fair market value for said real property and includes payment for fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages. 13. Acknowledgment of Full Benefits and Release 25L -7 A. By execution of this Agreement, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby acknowledges that this Agreement provides full payment for the acquisition of the Property by Buyer, and Seller hereby expressly and unconditionally waives any claim for compensation for injury to the remainder ( "severance damages "); precondemnation damages; claims for inverse condemnation; loss of goodwill and /or lost profits; loss or impairment of any "bonus value" attributable to any lease; damage to or loss of improvements pertaining to the realty; damage to or loss of machinery, fixtures, inventory, equipment and /or personal property; any right to repurchase, leaseback from Seller, or receive any financial gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections '1245.245; any right to receive any notices pursuant to Code of Civil Procedure section 1245.245; any right to enforce any other obligation placed upon Seller pursuant to Code of Civil Procedure sections 1245.245, 1263.025 and 1263.615; any other rights conferred upon Defendants pursuant to Code of Civil Procedure sections 1245.245 and 1253.615 and 1263.025; and attorney's flees and costs. It being understood that this is a complete and full settlement of all acquisition claims, liabilities, or benefits of any type or nature whatsoever relating to or in connection with the acquisition of the Property by Buyer. This release shall survive the Close of Escrow. B. This Agreement arose out of Buyer's efforts to acquire the Property through its municipal authority. Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby fully releases Buyer, its successors, agents, representatives (including attorneys), and assigns, and all other persons and associations, known or unknown, from all claims and causes of action by reason of any damage which has been sustained by Seller, or may be sustained by Seller, as a result of Buyer's efforts to acquire the Property or to construct the works of improvement thereon, or any preliminary steps thereto. This Agreement does not, and shall not be construed to, require Seller to indemnify Buyer for damages which may arise as a result of Buyer's efforts to construct improvements on the Property. This acknowledgment and release shall survive the Close of Escrow 14, Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M -36, P.O. Box 1988, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Seller is 432 S. Harbor Boulevard, #11, Santa Ana, CA 92704. 15. Exceptions. City agrees to accept title to said real property subject to the following: NONE. 16, Entire Agreement. It is mutually agreed that the Parties hereto have herein set forth the whole of their Agreement. Performance of this PSA by City shall lay at rest, each, every, and all issue(s) that were raised or could have been raised in connection with the acquisition of Said Real Property by City. 17. Hazardous Waste. Neither Seller nor, to the best of Seller's knowledge, any previous owner, tenant, occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ( "Hazardous Materials ") on, under, in, or about the Property, or transported any Hazardous Materials to or from the Property. Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (1) defined as a "hazardous waste ", "extremely hazardous waste ", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter - Presley- Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material ", "hazardous substance ", or "hazardous waste" under Section 25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) 25L -8 defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated biphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. 51317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. 56901 et sue. (42 U.S.C. S6903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42. U.S.C. S9601 at seq. (42 U.S.C. S9601). 18. Compliance With Environmental Laws, To the best of Seller's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous waste, waste disposal, and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations, and ordinances of the city within which the subject property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency, and all applicable federal, state, and local agencies and bureaus. 19. Indemnity. Seller agrees to indemnify, defend and hold the City harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in or about, or the transportation of any such materials to or from, the Property, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Property. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease, or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment). This indemnity extends only to liability created prior to or up to the date this escrow shall close. Seller shall not be responsible for acts or omissions to act post close of this escrow. 20. Contingency, It is understood and agreed between the parties hereto that the completion of this transaction, and the escrow created hereby, is contingent upon the specific acceptance and approval of the City herein. The execution of these documents and the delivery of same to Escrow Agent constitute said acceptance and approval. 21. Modification and Amendment. This PSA may not be modified or amended except in writing signed by the Seller and City. 22. Partial Invalidity, Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remaining provisions of this PSA shall remain in full force. 23. Captions. Captions and headings in this PSA, including the title of this PSA, are for convenience only and are not to be considered in construing this PSA. 24. Cover 1UR Law. This PSA shall be governed by and construed in accordance with the laws of the State of California. 25L -9 26. No Rolianco By one Party on The other. Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 26. No Third Party Beneficiary. This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 27. Dutv To C000erate 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. 26. 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. 20. Authority to Execute Agreement. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this PSA, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 30. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA. IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. 25L -10 SELLER: Tuat Minh Mai, Trustee of The Tuat Minh Mai's Trust for the benefit of Tuat Minh Mai and his children under The Tuat Minh Mai's�Trust Agreement dated November 27, 2002 2016 Tuat Minh Mai, Trustee --- City /Buyer City of Santa Ana David Cavazos City Manager Attest: Maria D, Huizar City Clerk Approved as to Form: AJoendoval Chie Assistant City Attorney Recommended for Approval: Date: 2016 Date: 2016 Date: _� 2016 Date: _, 2016 Fred Mousavipour Executive Director Public Works Agency 25L -11 EXHIBIT "A" LEGAL DESRIPTIQN Ali': aajtain real property aotlrsted is the County of Cra ngo, state of ulifornia, d'eso ibeed as follows. Loft 2 of Tral:t i—o 83�, iui) tho City of Saolta Ana, Coulibi of 01'angec, State of CaiifU62, as sEam" on a I11P reonrded in a ok 225 Pa[ e 42 of WIsmellsne i.B Nfapas, reofards of Orailge CcUlrtY, Califoucnia. 25L -12 EXHIBIT "B" (First American) GENERAL ESCROW PROVISIONS All disbursements shall be made by Escrow's check. All funds received in this escrow shall be deposited in one or more of your general escrow accounts with any bank doing business in the State of California and may be transferred to any other general escrow account or accounts. The expression "close of escrow" means the date on which instruments referred to herein are filed for record. All adjustments are to be made on the basis of a 30 -day month. Recordation of any instruments delivered through this escrow, if necessary or proper in the issuance of a policy of title insurance called for, is hereby authorized. There shall be no proration of any existing insurance policies in this escrow. You are to furnish a copy of these instructions, amendments thereto, closing statements and /or any other documents deposited in this escrow to the lender or lenders, the real estate broker or brokers and /or the attorney or attorneys involved in this transaction upon request of such lenders, brokers or attorneys. Should you before or after close of escrow receive or become aware of any conflicting demands or claims with respect to this escrow or the rights of any of the parties hereto, or any money or property deposited herein affected hereby, you shall have the right to discontinue any or all further acts on your part until such conflict is resolved to your satisfaction, and you shall have the further right to commence or defend any action or proceedings for the determination of such conflict. The parties hereto jointly and severally agree to pay all casts, 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 terns 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, 25L -13 25L -14 PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA "), entered into on .................. 201 6, between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the. - State of California (hereinafter "City" or `Buyer "), and Sandy Saucedo and Omar Sanchez, Wife and Husband 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" and "A -1" — Legal Description and EXHIBIT "B" and 1113-1" — Plat Map ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF (Commonly known as 1311 W. 9th Street, Santa Ana, CA) (APN: 004 -122 -18) Said purchase and sale of Said Real Property shall be in accordance with and subject to all of the following terms, conditions, promises, covenants, agreements and provisions, to wit: Conveyance by Seller. A. Seller agrees to convey said real property to City, by Grant Deed, at the office of Commonwealth Land Title Company, 4100 Newport Place Drive, Suite 120, Newport Beach, California, within sixty (60) days from and after the date on which the City has approved this Agreement. B. Seller agrees to convey to City a Temporary Construction Easement in, on, over and above the portion of the subject property described on the attached Exhibit "A -1'I and depicted on the attached Exhibit "B -1'I and incorporated herein by this reference. 2. Title to be Conveyed. Seller agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, including any and all leasehold interests), liens, clouds or defects in title except those exceptions shown in Paragraph 15 below. Seller hereby warrants that the title to said real property to be conveyed by Seller to City shall be free and clear as provided above. Seller further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), lien, cloud or defect in title, shall not constitute a waiver by City of its right to the full and clear title hereinabove agreed to be conveyed by Seller to City, nor of any right which might accrue to City because of the failure of Seller to convey title as hereinabove provided. 3. Title Insurance. Seller agrees to deliver to City, concurrently with the conveyance of said real property to City, within the time and at the place hereinabove specified for said conveyance of said real property, a policy of title insurance to be issued by the above mentioned title company, with the City therein named as the insured, in the amount of Eight Thousand Dollars and no /100 ($8,000.00) 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 25W5 specific ones as city may hereinafter expressly agree to take subject to. Acceptance by City of any such policy of insurance, whether such insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by City of its right to such insurance as is herein required of Seller, nor a waiver by the City of any rights of action for damages or any other rights which may accrue to City by reason of the failure of Seller to convey title or to provide title insurance as required in this Agreement. 4, Escrow. City agrees to open an escrow at the office of Commonwealth Land Title Company, 4100 Newport Place Drive, Suite 120, Newport Beach, California, (the Escrow Agent) within five (5) days from and after the date on which the City has approved this Agreement. This Agreement constitutes the joint escrow instructions of the City and the Seller and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of the escrow. Escrow to close within sixty (60) days of the City's execution of this Agreement. If escrow is not in a condition to close by the Close of Escrow, and failure to close is due to unforeseen conditions of title or interest of third parties in the Property that cannot be resolved in Escrow, then buyer may, at its option, request cancellation of escrow and this Agreement and return of any funds it has deposited into escrow. Thereupon, all obligations and liabilities of the Parties under this Agreement shall cease and terminate. If no such request is made, Escrow shall be closed as soon as possible thereafter. Buyer shall be entitled to possession of the Property immediately upon close of Escrow. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this Section 4 and of the General Provisions described in Exhibit "C" attached hereto and incorporated herein by this reference, in writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out Its duties as Escrow Agent hereunder. City agrees to bear and Escrow Agent is hereby authorized to charge to the City the cost of any transfer taxes, recording fees, cost of title insurance, re- conveyance fees, document preparation fees, escrow fees and any other closing costs incidental to the conveying of said real property to City. Penalties for prepayment of bona fide obligations secured by any existing deed of trust or mortgage shall be waived pursuant to Civil Code Procedures Section 1265.240. The liability to the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Section 4, Section 6, Section 8 and Exhibit "C" of the General Provisions of this Agreement. 5, Property. Taxes. Such real property taxes, if any, on said real property for the fiscal year within which said real property is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and Taxation Code of the State of California. Seller shall be eligible for a refund under Section 5096.7 of the Revenue and Taxation Code of the State of California for that portion of property taxes on said real property for said fiscal year which have been paid prior to the date the deed conveying said real property to City is recorded which is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City is recorded and made uncollectible if unpaid by reason of Section 5086 of the Revenue and Taxation Code of the State of California. To the extent that Seller has prepaid any taxes or assessments attributable to the Property; Seller shall be solely responsible for obtaining any refund due thereon from the taxing authority. Upon written request, Buyer shall assist Seller, at Seller's sole cost, in obtaining said refund, if any; however, in no case shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow. All unpaid taxes on said real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City. 6. Payment of Purchase Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the full purchase price for said real property, temporary construction easement, fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages, the total sum of f=ight Thousand Dollars and no /100 ($8,000.00). City agrees to deposit said purchase price in escrow with the 25L -16 Escrow Agent within SIXTY (60) 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 portion of real property to City; (c) Acceptance by City of a Temporary Construction Easement to City; (d) Delivery to City of the policy of title insurance as hereinabove provided; (e) Recordation of the Deed conveying said portion of 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 Seiler of all personal property. 8. Rental and Occugancy 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. % Waivers. The waiver by City of any breach of any covenant or agreement herein contained on the part of the Seller shall not be deemed or held to be a waiver of any subsequent or other breach of said covenant or agreement nor a waiver of any breach of any other covenants or agreements contained herein. 10. Heirs Assigns, Successors -in- Interest. This PSA, and all the terms, covenants and conditions hereof, shall apply to and bind the heirs, executors, administrators, successors and assigns of the respective Parties hereto. 11. Time is of the Essence. In all matters and things hereunder to be done and in all payments hereunder to be made, time is and shall be of the essence. 12. Just Compensation. Seller acknowledges and agrees that said purchase price is just compensation at fair market value for said real property and includes payment for fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages. 13. Acknowledgment of Full Benefits and Release. A. By execution of this Agreement, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby acknowledges that this Agreement provides full payment for the acquisition of the Property by Buyer, and Seller hereby expressly and unconditionally waives any 25L -17 claim for compensation for injury to the remainder ( "severance damages "); precondemnation damages; claims for inverse condemnation; loss of goodwill and /or lost profits; loss or impairment of any "bonus value" attributable to any lease; damage to or loss of improvements pertaining to the realty; damage to or loss of machinery, fixtures, inventory, equipment and /or personal property; any right to repurchase, leaseback from Seller, or receive any financial gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245; any right to receive any notices pursuant to Code of Civil Procedure section 1245.245; any right to enforce any other obligation placed upon Seller pursuant to Code of Civil Procedure sections 1245.245, 1263.025 and 1263.615; any other rights conferred upon Defendants pursuant to Code of Civil Procedure sections 1245.245 and 1263.615 and 1263.025; and attorney's fees and costs. It being understood that this is a complete and full settlement of all acquisition claims, liabilities, or benefits of any type or nature whatsoever relating to or in connection with the acquisition of the Property by Buyer. This release shall survive the Close of Escrow. B. This Agreement arose out of Buyer's efforts to acquire the Property through its municipal authority, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby fully releases Buyer, its successors, agents, representatives (including attorneys), and assigns, and all other persons and associations, known or unknown, from all claims and causes of action by reason of any damage which has been sustained by Seller, or may be sustained by Seller, as a result of Buyer's efforts to acquire the Property or to construct the works of improvement thereon, or any preliminary steps thereto. This Agreement does not, and shall not be construed to, require Seller to indemnify Buyer for damages which may arise as a result of Buyer's efforts to construct improvements on the Property. This acknowledgment and release shall survive the Close of Escrow. 14. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M -36, P.O. Box 1988, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Seller is 1311 W. 9th Street, Santa Ana, CA 92703. 15. Exceptions. City agrees to accept title to said real property subject to the following: NONE. 16. Entire Agreement. It is mutually agreed that the Parties hereto have herein set forth the whole of their Agreement. Performance of this PSA by City shall lay at rest, each, every, and all issue(s) that were raised or could have been raised in connection with the acquisition of Said Real Property by City. 17. Hazardous Waste. Neither Seller nor, to the best of Seller's knowledge, any previous owner, tenant, occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ( "Hazardous Materials ") on, under, in, or about the Property, or transported any Hazardous Materials to or from the Property. Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous waste ", "extremely hazardous waste ", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter - Presley - Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material" "hazardous substance ", or "hazardous waste" under Section 25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) 25L -18 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. 58901 et sue. (42 U.S.G. $6903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42. U.S.C, 59601 et —sea. (42 U.S.C. 59601). 18. Compliance With Environmental Laws. To the best of Seller's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous waste, waste disposal, and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations, and ordinances of the city within which the subject property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency, and all applicable federal, state, and local agencies and bureaus. 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 (1) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in or about, or the transportation of any such materials to or from, the Property, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Property. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease, or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment). This indemnity extends only to liability created prior to or up to the date this escrow shall close. Seller shall not be responsible for acts or omissions to act post close of this escrow. 20. Contingency. It is understood and agreed between the parties hereto that the completion of this transaction, and the escrow created hereby, is contingent upon the specific acceptance and approval of the City herein. The execution of these documents and the delivery of same to Escrow Agent constitute said acceptance and approval. 21. Modification and Amendment. This PSA may not be modified or amended except in writing signed by the Seller and City. 22. Partial Invalidity. Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remaining provisions of this PSA shall remain in full force. 23. Captions. Captions and headings in this PSA, including the title of this PSA, are for convenience only and are not to be considered in construing this PSA. 24. Governing Law. This PSA shall be governed by and construed in accordance with the laws of the State cf California. 25L -19 25. No Reliance By One Party On The Other. Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 26. No Third Party Beneficiary. This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 27. Duty To Cooperate Further. Each party hereby agrees that it shall, upon request of the other, execute and deliver such further documents (in form and substance reasonably acceptable to the party to be charged) and do such other acts and things as are reasonably necessary and appropriate to effectuate the terms and conditions of this PSA, without cost. 28. Applicability of Agreement To Assignees. This PSA shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties to this PSA. 29. Authority to Execute Agreement, Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this PSA, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 30, Construction Contract and Curative Work. (a) It is understood and agreed by and between the parties hereto in addition to the compensation shown in Paragraph 6 hereinabove, the City, its contractors or assigns, shall perform the following construction contract items at the time of the installation of the proposed project: go] aI All work performed under this Agreement shall conform to all applicable building, fire and sanitary laws, ordinances and regulations relating to such work and shall be completed in a good and workmanlike manner. All structures, improvements or other facilities, when removed, and relocated or reconstructed by the City, shall be left in as good condition as found. (b) It is understood and agreed by and between the parties hereto that the compensation paid to Seller through this Agreement includes the value of the cost to remove, relocate, reconstruct and /or refurbish the following improvements located on the Property: NONE 39. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA. 25L -20 IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. Sandy Saucedo and Omar Sanchez, Wife and Husband as Joint Tenants Date: 3A C '2-I 016 Date: Zj_, 2016 City /Buyer City of Santa Ana Date: 2016 David Cavazos City Manager Attest: Date: 2016 Maria D. Huizar City Clerk Approved as to Form: Date: 9 u NR- n` -, 2016 Assistant City Attorney Recommended for Approval: Date: 12016 Fred Mousavipour Executive Director Public Works Agency 25L -21 EXIEBIT `A' LEGAL DESCRIPTION FOR RIGHT OF WAY PURPOSES — AP No, 004 - 122 -18 IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, BEING A PORTION OF LOT 6 OF TRACT NO. 671, PER MAP RECORDED IN BOOK 24, PAGE 32 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, LYING SOUTHEAS'T'ERLY OF THE FOLLOWING DESCRIBED LINE: COMMENCING AT THE CENTERLINE INTERSECTION OF NINTH STREET AND BRISTOL STREET AS SHOWN ON SAID MAP; THENCE, ALONG SAID CENTERLINE OF NINTH STREET, NOWiH 89 031 "30" WEST, 165.13 FEET; THENCE, PERPENDICULAR TO SAID CENTRRL INE OP NINTH STREET, NORTH 0 °28'30" EAST TO A POINT ON THE SOUTH LINE OF SAID LOT 6, SAID POINT BEING THE TRUE POINT OF BEGINNING, SAID POINT BEING A POINT ON A NON- TANGENT CURVE, CONCAVE NORTHWESTERLY, HAVING A RADIUS OF 95.00 FEET, A RADIAL LINE THROUGI4 SAID POINT BEARS SOUTH 26 °03'02" EAST; THENCE, NORTHEASTERLY ALONG SAID CURVE 11.66 FEET TFIROUGH A CENTRAL ANGLE OF 7 001'55" TO A POINT OF REVERSE CURVATURE WITH A CURVE, CONCAVE SOUTHERLY, WESTERLY, AND NORTHERLY, HAVING A RADIUS OF 43.00 :FEET; THENCE, EASTERLY, SOUTHERLY, AND WESTERLY ALONG SAID CURVE 185.46 FEET THROUGH A CENTRAL ANGLE OF 247 006'53" TO A POINT OF REVERSE CURVATURE WITH A CURVE CONCAVE SOUTHWESTERLY, HAVING A RADIUS OF 95.00 FEET; THENCE, NORTHWESTERLY ALONG SAID CURVE 24.68 FEET THROUGH A CENTRAL ANGLE OF 14 053'08" TO THE NORTH LINE OF PARCEL 2 OF PARCEL MAP NUMBER 79 -905, FILED IN B OOK 150, PAGES 12 AND 13, OF PARCEL MAPS IN THE OFFICE OF SAID COUNTY RECORDER, CONTAINING AN AREA OF 71 SQUARE FEET, MORE OR LESS. ALL AS SHOWN ON EXHIBIT `B', ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF. SUBJECT TO COVENANTS, CONDITIONS, RESTRICTIONS, RESERVATIONS, EASEMENTS OF AND &� RECORD, AND RIGHTS OF WAY, IF ANY. ck Ry- THIS DESCRIPTION HAS BEEN AnthapY CUOMO PREPARED BY ME ON SEPTEMBER CUOMO, gyp, f�42 ANTHONY C. COM PLS 6042 �9r PF CAG1 25L -22 EXHIBIT "A -1" LEGAL DESCRIPTION FOR RIGHT OF WAY PURPOSES — AP No. 004- 122 -18 BEING A 5.00 FOOT STRIP, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, SAID STRIP BEING A PORTION OF LOT 6 OF TRACT NO. 671, PER MAP RECORDED IN BOOTS 24, PAGE 32 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, THE SOUTHEASTERLY LINE OF SAID STRIP BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE CENTERLINE INTERSECTION OF NINTH STREET AND BRISTOL STREET AS SHOWN ON SAID MAP; THENCE, ALONG SAID CENTERLINE OF NINTH STREET, NORTH 89 °31'30" WEST, 165.13 FEET; THENCE, PERPENDICULAR TO SAID CENTERLINE OF NINTH STREET, NORTH 0028'30" WEST TO A POINT ON THE SOUTH LINE OF SAID LOT 6, SAID POINT BEING THE TRUE POINT OF BEGINNING, SAID POINT BEING A POINT ON A NON - TANGENT CURVE, CONCAVE NORTHWESTERLY, HAVING A RADIUS OF 95,00 FEET, A RADIAL LINE THROUGH SAID POINT BEARS SOUTH 26003'02" EAST; THENCE, NORTHEASTERLY ALONG SAID CURVE 11.66 FEET THROUGH A CENTRAL ANGLE OF 7001'55" TO A POINT OF REVERSE CURVATURE WITH A CURVE, CONCAVE SOUTHERLY, WESTERLY, AND NORTHERLY, HAVING A RADIUS OF 43.00 FEET; THENCE, EASTERLY, SOUTHERLY, AND WESTERLY ALONG SAID CURVE 185.46 FEET THROUGH A CENTRAL ANGLE OF 247006'53" TO A POINT OF REVERSE CURVATURE WITH A CURVE CONCAVE SOUTHWESTERLY, HAVING A RADIUS OF 95.00 FEET; THENCE, NORTHWESTERLY ALONG SAID CURVE 24,68 FEET THROUGH A CENTRAL ANGLE OF 14053'08" TO TIIE NORTH LINE OF PARCEL 2 OF PARCEL MAP NUMBER 79 -905, FILED IN BOOK. 150, PAGES 12 AND 13, OF PARCEL MAPS IN THE OFFICE OF SAID COUNTY RECORDER. THE NORTHWESTERLY LINE OF SAID STRIP SHALL BE LENGTHENED OR SHORTENED TO TERMINATE EASTERLY IN THE EAST LINE OF SAID LOT 6 AND SOUTHWESTERLY IN THE SOUTH LINE OF SAID LOT 6. Page 1 of 2 25L -23 CONTAINING AN AREA OF 125 SQUARE FEET, MORE OR LESS. ALL AS SHOWN ON EXHIBIT `B', ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF. SUBJECT TO COVENANTS, CONDITIONS, RESTRICTIONS, RESERVATIONS, EASEMENTS OF RECORD, AND RIGHTS OF WAY, IF ANY. THIS DESCRIPTION HAS BEEN ll PREPARED B Y ME ON SEPTEMBER 28, 2015ANTHONY rr,.,,h..y C. CUOMO, PLS 6042 ,, CUOMO 42 CT Page 2 of 2 25L -24 LOT 6 N N ae 0 0 N rt TPOB j m° N N � I � 4 a U m A m fl PCL 2 EXHIBIT "B" Cl A =7 °01'55' R =95, 00 LOT 4 119.40,- L= 11.66' TR 671 J C2 A =8 °47' 17" R =43, 00 M.M. 24/32 L =6, 60' I / C3 A =4° R6' 40" R =43. 00 L =3, 34' C4 A=14'53' 08" R =95, 00 L= 24.68' w Z) �C2 m ° LOT 5 o N I C5 A= 247 °L6" 43, 0 185 46' 0 :30' I� j L1 N01 °31'41 "E 9,05' I 1-2 N89° 31' 30" W 15, 67' L2 I iv POG >N 308000E ` I 165, 13' 1 NINTH ST o . �.. ...._._ .177. 14'____ 0 °28'39 "E 30, a0' / N89 °31'30 "W 4 n °I ri 5' J Q z 1n u ~ Y' = 30' C3 H Np4 I.ANp n N Q I 450�btd/Y� C/O�oL.pt m PCL ] 450' �p9• •� . m I-,_ _.,I— s e PM 7q —q05 24'99' y rw eap2 �a P.M.B 150/12 --•13 reap GAGFo ISON-FRANK & ASSOC., INC. EXHISIT B' SURVEYING - MAPPING AP No. 004 - 122 -18 BRISTOL STREET WIDENING - PHASE �. HUNTER AVENUE SKETCH TO ACCOMPANY LEGAL DESCRIPTION III -A CIVIC CENTER DR, TO IM. HUNTER 9E -2049 WASHINGTON AVE. PROJECT N.. ]7] -697] FAX 807 777 -16ki GATE 09 -26 -2075 SHEET I OF 7 13 -6782 20704Y.-M 25L -25 in N —+ EXHIBIT "B -1" TPOB I E NO' 28' C �" Ia z PCL 2 C, 165. 13 C 1 d =74 01' 55' R =95. 00 M Cif L=11, L= 11.66' LOT 4 TJ24/32 19.40'-j ..,..� C2 d =8° 47' 17° R =43, 00 M.M. L =6.60' L111' 6 ^ ti C3 d =4° 26' R =43. 00 I 9 a N P 24.9 J �j I -3. 3 0 AP Na HIBIT 2 -7D BRISTOL III -A w p C4 d=14° 531' 08 ' R =95. 00 WASH@ -� DATE 09 -25 -2015 SHEET 1 OF 1 t3 -6i92 I o° L =24, 68' a C5 d =247° 06' 53" R =43. 00 W C2 m ° LOT 5 I N L =185, 46' 5' Ll NC1 °31'41 "E '3.05' L2 N89° 31' 30" W 15, 67' I POC L TPOB I E NO' 28' C �" Ia z PCL 2 C, 165. 13 .N009 X3("5 N89 °31'30 " W m M Cif °I U ~ Z N PCL I I 9 PM 79 -905 P 24.9 P.M.B 150/12 -13 ANK 4 ASSOC., INC. AP Na HIBIT 2 -7D BRISTOL III -A - MAPPING SKETCH TO ACCOMPANY LEGAL DESCRIPTION WASH@ AVENUE MIA 92907 -2049 DATE 09 -25 -2015 SHEET 1 OF 1 t3 -6i92 ZY (714) 777 -1041 25L -26 e Y' = 30' ORL') rnwac OR DRsTO pROJECY No. CONSTRUCTION IT EXHIBIT "C" (Commonwealth Land Title Company) GENERAL ESCROW PROVISIONS All disbursements shall be made by Escrow's check. All funds received in this escrow shall be deposited in one or more of your general escrow accounts with any bank doing business in the State of California and may be transferred to any other general escrow account or accounts. The expression "close of escrow" means the date on which instruments referred to herein are filed for record, All adjustments are to be made on the basis of a 30 -day month. Recordatlon 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 be-fore 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 bury the property herein described upon the terms hereof. These escrow instructions, and amendments hereto, may be executed which independently shall have the same effect as if it were the original, constitute one and the same instruction. 25L -27 in one or more counterparts, each of and all of which taken together shall 25L -28 PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA "), entered into on 1 2016, between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California (hereinafter "City" or "Buyer "), and, Richard Minh Dieu, a single man and Tien Minh Dieu, a single man, each as to an undivided 50% interest as tenants in common (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 907 N. Bristol Street, Santa Ana, CA) (APN: 405 - 262 -23) Said purchase and sale of Said Real Property shall be in accordance with and subject to all of the following terms, conditions, promises, covenants, agreements and provisions, to wit: 1. Conveyance by Seller. Seller agrees to convey said real property to City, by Grant Deed, at the office of Commonwealth Land Title Company, 4100 Newport Place Drive, Suite 120, Newport Beach, California, within sixty (60) days from and after the date on which the City has approved this Agreement. 2. Title to be Conveyed. Seller agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, including any and all leasehold interests), liens, clouds or defects in title except those exceptions shown in Paragraph 15 below. Seller hereby warrants that the title to said real property to be conveyed by Seller to City shall be free and clear as provided above. Seller further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), lien, cloud or defect in title, shall not constitute a waiver by City of its right to the full and clear title hereinabove agreed to be conveyed by Seller to City, nor of any right which might accrue to City because of the failure of Seller to convey title as hereinabove provided. 3. Title Insurance. Seller agrees to deliver to City, concurrently with the conveyance of said real property to City, within the time and at the place hereinabove specified for said conveyance of said real property, a policy of title insurance to be issued by the above mentioned title company, with the City therein named as the insured, in the amount of Four Hundred Fifty Thousand and no /100 Dollars ($450,000.00) insuring the title of the City to said real property is free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), liens, clouds or defects in title, excepting such specific ones as city may hereinafter expressly agree to take subject to. Acceptance by City of any such policy of insurance, whether such insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by City of its right to such insurance as is herein required of Seller, nor a waiver by the City of any rights of action for damages or any other rights which may accrue to City by reason of the failure of Seller to convey title or to provide title insurance as required in this Agreement. 25kn?eP4 4. Escrow, City agrees to open an escrow at the office of Commonwealth Land Title Company, 4100 Newport Place Drive, Suite 120, Newport Beach, California, (the Escrow Agent) within five (5) days from and after the date on which the City has approved this Agreement. This Agreement constitutes the joint escrow instructions of the City and the Seller and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of the escrow. Escrow to close within sixty (60) days of the City's execution of this Agreement. If escrow is not in a condition to close by the Close of Escrow, and failure to close is due to unforeseen conditions of title or interest of third parties in the Property that cannot be resolved in Escrow, then buyer may, at its option, request cancellation of escrow and this Agreement and return of any funds it has deposited into escrow. Thereupon, all obligations and liabilities of the Parties under this Agreement shall cease and terminate. If no such request is made, Escrow shall be closed as soon as possible thereafter. Buyer shall be entitled to possession of the Property immediately upon close of Escrow. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this Section 4 and of the General Provisions described in Exhibit "B" attached hereto and incorporated herein by this reference, in writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. City agrees to bear and Escrow Agent is hereby authorized to charge to the City the cost of any transfer taxes, recording fees, cost of title insurance, re- conveyance fees, document preparation fees, escrow fees and any other closing costs incidental to the conveying of said real property to City. Penalties for prepayment of bona fide obligations secured by any existing deed of trust or mortgage shall be waived pursuant to Civil Code Procedures Section 1265.240. The liability to the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Section 4, Section 6, Section 8 and Exhibit "B" of the General Provisions of this Agreement. 5. Property Taxes. Such real property taxes, if any, on said real property for the fiscal year within which said real property is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and Taxation Code of the State of California. Seller shall be eligible for a refund under Section 5096.7 of the Revenue and Taxation Code of the State of California for that portion of property taxes on said real property for said fiscal year which have been paid prior to the date the deed conveying said real property to City is recorded which is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City is recorded and made uncollectible if unpaid by reason of Section 5086 of the Revenue and Taxation Code of the State of California. To the extent that Seller has prepaid any taxes or assessments attributable to the Property; Seller shall be solely responsible for obtaining any refund due thereon from the taxing authority. Upon written request, Buyer shall assist Seller, at Seller's sole cost, in obtaining said refund, if any; however, in no case shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow. All unpaid taxes on said real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City. 6. Payment of Purchase Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the full purchase price for said real property, fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages, the total sum of Four Hundred Fifty Thousand and no /100 Dollars ($450,000.00). City agrees to deposit said purchase price in escrow with the Escrow Agent within THIRTY (30) days from and after the date on which the City has approved this Agreement, and the Escrow Agent is hereby authorized to pay the same to Seller upon and after: (a) Conveyance of said real property by Seller to City as hereinabove provided; (b) Acceptance by City of a Grant Deed conveying said real property to City; 25L -30 (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. a. No later than three (3) days after close of escrow, Seller shall have removed all merchandise, inventory, equipment, personal property, and /or removable trade fixtures from the Property. Any merchandise, inventory, equipment, personal property, and /or removable trade fixtures at the Property as of three days after close of escrow shall be deemed abandoned by Seller on that date. b. If Seller does not vacate the Property by the above stated date, the Seller agrees to have the Court immediately issue a Writ of Possession and /or Assistance, directing the Marshall or Sheriff of Orange County to take physical possession of the Property in favor of the City. Seller waives the right to have the City file an unlawful detainer action, as well as waive the right to any hearing or any requirements for an application by City to obtain the Writ of Possession and /or Assistance and waives any and all rights to object to the issuance of said Writ if Seller does not vacate the Property by three (3) days after close of escrow. 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/36D -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- lnterest. 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. 25L -31 13. Acknowledgment of Full_ Benefits and Release. A. By execution of this Agreement, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby acknowledges that this Agreement provides full payment for the acquisition of the Property by Buyer, and Seller hereby expressly and unconditionally waives any claim for compensation for injury to the remainder ( "severance damages "); precondemnation damages; claims for inverse condemnation; loss of goodwill and /or lost profits; loss or impairment of any "bonus value" attributable to any lease; damage to or loss of improvements pertaining to the realty; damage to or loss of machinery, fixtures, inventory, equipment and /or personal property; any right to repurchase, leaseback from Seller, or receive any financial gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245,245; any right to receive any notices pursuant to Code of Civil Procedure section 1245.245; any right to enforce any other obligation placed upon Seller pursuant to Code of Civil Procedure sections 1245.245, 1263.025 and 1263.615; any other rights conferred upon Selleres pursuant to Code of Civil Procedure sections 1245.245 and 1263.615 and 1263.025; and attorney's fees and costs. It being understood that this is a complete and full settlement of all acquisition claims, liabilities, or benefits of any type or nature whatsoever relating to or in connection with the acquisition of the Property by Buyer. This release shall survive the Close of Escrow. B. This Agreement arose out of Buyer's efforts to acquire the Property through its municipal authority. Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby fully releases Buyer, its successors, agents, representatives (including attorneys), and assigns, and all other persons and associations, known or unknown, from all claims and causes of action by reason of any damage which has been sustained by Seller, or may be sustained by Seller, as a result of Buyer's efforts to acquire the Property or to construct the works of improvement thereon, or any preliminary steps thereto. This Agreement does not, and shall not be construed to, require Seller to indemnify Buyer for damages which may arise as a result of Buyer's efforts to construct improvements on the Property. This acknowledgment and release shall survive the Close of Escrow 14. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M -36, P.Q. Box 1988, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Seller is 907 N. Bristol Street, Santa Ana, CA 92703. 15. Exceptions. City agrees to accept title to said real property subject to the following: NONE. 16. Entire Agreement. It is mutually agreed that the Parties hereto have herein set forth the whole of their Agreement. Performance of this PSA by City shall lay at rest, each, every, and all issue(s) that were raised or could have been raised in connection with the acquisition of Said Real Property by City. 17. Hazardous Waste. Neither Seller nor, to the best of Seller's knowledge, any previous owner, tenant, occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ( "Hazardous Materials ") on, under, in, or about the Property, or transported any Hazardous Materials to or from the Property. Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous waste ", "extremely hazardous waste ", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter - Presley- Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material ", "hazardous substance ", or "hazardous waste" under Section 25501 of the California Health and 25L -32 Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated biphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. S1317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.G. S6901 et seq. (42 U.S.C. 86903) or (A) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42. U.S.C. 59601 et seq. (42 U.S,C. 89601). 18. Compliance With Environmental Laws. To the best of Seller's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous waste, waste disposal, and other environmental matters, Including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations, and ordinances of the city within which the subject property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency, and all applicable federal, state, and local agencies and bureaus. 19. Indemnity. Seiler agrees to indemnify, defend and hold the City harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in or about, or the transportation of any such materials to or from, the Property, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Property. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease, or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment). This indemnity extends only to liability created prior to or up to the date this escrow shall close. Seller shall not be responsible for acts or omissions to act post close of this escrow. 20. Contingency. It is understood and agreed between the parties hereto that the completion of this transaction, and the escrow created hereby, is contingent upon the specific acceptance and approval of the City herein. The execution of these documents and the delivery of same to Escrow Agent constitute said acceptance and approval. 21. Modification and Amendment. This PSA may not be modified or amended except in writing signed by the Seller and City. 21 Partial Invaildity. Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remaining provisions of this PSA shall remain in full force. 23. Captions. Captions and headings in this PSA, including the title of this PSA, are for convenience only and are not to be considered in construing this PSA. 24. Governing Law. This PSA shall be governed by and construed in accordance with the laws of the State of California. 25L -33 25. No Reliance By One Party On The Other, Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 26. No Third Party Beneficiary. This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 27. Duty To Cooperate f=urther. Each party hereby agrees that it shall, upon request of the other, execute and deliver such further documents (in form and substance reasonably acceptable to the party to be charged) and do such other acts and things as are reasonably necessary and appropriate to effectuate the terms and conditions of this PSA, without cost. 28. Applicability of Agreement To Assignees. This PSA shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties to this PSA. 29. Authority to Execute Agreement. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this PSA, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 30. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA. 25L -34 IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. SELLER: Richard Minh Dieu, a single man and Tien Minh Dieu, a single man, each as to an undivided 60% interest as tenants in common City /Buyer City of Santa Ana David Cavazos City Manager Attest: Maria D. Huizar City Clerk Approved as to Form: Jo ndoval Chief sistant City Attorney RECOMMENDED FOR APPROVAL: Fred Mousavipour Executive Director Public Works Agency Date: 06 ^ 14° 12016 Date: i2e' .. (!2 ..-,2016 Date: Date: 2016 2016 Date: �NJ ad--, 2016 Date: 25L -35 2016 EXHIBIT "A" LEGAL DESRIPTION All that certain real property situated in the County of Orange, State of California, described as follows: That portion of Lourie's subdivision, in the City of Santa Ana, County of Orange, State of California, as per map recorded in Bool< S. Paces 12 of miscellaneous maps, in the office of the County Recorder of said County, being more particularly described as the North 50 feet of the South 250 feet of the following described land: Commencing at a point 325 feet of the Northeast corner of Lot 4 in block A of Hedges addition to Santa Ana, as shown on map recorded in Book 31 Page 48 of miscellaneous records of Los Angeles County, California; running thence North parallel to the West line of Baker Street, 37 4 feet; thence West 325 feet to the East line of Bristol Street, as said Bristol Street is shown on said map of Hedges addition to Santa Ana; thence South along East line of Bristol, 374 feet to the Northwest corner of Lot 19 in block B of said Hedges Addition to Santa Ana; thence East 325 feet to the point of beginning. Excepting therefrom the East 175 feet Assessor's Parcel Number: 405- 262 -23 25L -36 EXHIBIT "B" (Commonwealth Land Title Company) GENERAL ESCROW PROVISIONS All disbursements shall be made by Escrow's check. All funds received in this escrow shall be deposited in one or more of your general escrow accounts with any bank doing business in the State of California and may be transferred to any other general escrow account or accounts. The expression "close of escrow" means the date on which instruments referred to herein are filed for record. All adjustments are to be made on the basis of a 30 -day month. Recordation of any instruments delivered through this escrow, if necessary or proper in the issuance of a policy of title insurance called for, is hereby authorized. There shall be no proration of any existing insurance policies in this escrow. You are to furnish a copy of these instructions, amendments thereto, closing statements and /or any other documents deposited in this escrow to the lender or lenders, the real estate broker or brokers and /or the attorney or attorneys involved in this transaction upon request of such lenders, brokers or attorneys. Should you before or after close of escrow receive or become aware of any conflicting demands or claims with respect to this escrow or the rights of any of the parties hereto, or any money or property deposited herein affected hereby, you shall have the right to discontinue any or all further acts on your part until such conflict is resolved to your satisfaction, and you shall have the further right to commence or defend any action or proceedings for the determination of such conflict. The parties hereto jointly and severally agree to pay all costs, damages, judgments and expenses, including reasonable attorney's fees, suffered or incurred by you in connection with, or arising out of this escrow, including, but without limiting the generality of the foregoing, a suit in interpleader brought by you. In the event you file a suit in interpleader, you shall ipso facto be fully released and discharged from all obligations imposed upon you in this escrow. If for any reason funds are retained or remain in escrow, you are to deduct therefrom a reasonable monthly charge as custodian thereof of not less than $10.00 per month. Time is declared to be the essence of these instructions. If you are unable to comply within the time specified herein and such additional time as is required to make an examination of the official records, you will return all documents, money or property to the party entitled thereto upon satisfactory written demand and authorization. Any amendment of and /or supplement to any instructions must be in writing. The seller agrees to sell and the buyer agrees to buy the property herein described upon the terms hereof. These escrow instructions, and amendments hereto, may be executed in one or more counterparts, each of which independently shall have the same effect as if it were the original, and all of which taken together shall constitute one and the same instruction. 25L -37 25L -38 PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA "), entered into on ------------------ 201 6, between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California (hereinafter "City" or "Buyer"), and Lino Gaona and Teresa Gaona Vasquez, husband and wife and Edgar Gaona, a single man, 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 1016 North Bristol Street, Santa Ana, CA 92703) (Al 405- 262 -31) Said purchase and sale of Said Real Property shall be in accordance with and subject to all of the following terms, conditions, promises, covenants, agreements and provisions, to wit, 1. Conveyance by Seller. Seller agrees to convey said real property to City, by Grant Deed, at the office of Commonwealth Title Company at 4100 Newport Place Dr. Suite 120 Newport Beach, California within sixty (90) days from and after the date on which the City has approved this Agreement. 2. Title to be Conveyed. Seller agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, including any and all leasehold interests), liens, clouds or defects in title except those exceptions shown in Paragraph 15 below. Seller hereby warrants that the title to said real property to be conveyed by Seller to City shall be free and clear as provided above. Seller further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), lien, cloud or defect in title, shall not constitute a waiver by City of its right to the full and clear title hereinabove agreed to be conveyed by Seller to City, nor of any right which might accrue to City because of the failure of Seller to convey title as hereinabove provided. 3. Title Insurance. Seller agrees to deliver to City, concurrently with the conveyance of said real property to City, within the time and at the place hereinabove specified for said conveyance of said real property, a policy of title insurance to be issued by the above mentioned title company, with the City therein named as the insured, in the amount of Four Hundred Seventy Two Thousand and no /100 ($472,000.00) insuring the title of the City to said real property is free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), liens, clouds or defects in title, excepting such specific ones as city may hereinafter expressly agree to take subject to. Acceptance by City of any Such policy of insurance, whether such insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by City of its right to such insurance as is herein required of Seller, nor a waiver by the City of any rights of action for damages or any other rights which may accrue to City by reason of the failure of Seller to convey title or to provide title insurance as required in this Agreement. Exhibit 5 25L -39 4. Escrow, City agrees to open an escrow at the office of Commonwealth Title Company at 4100 Newport Place Dr. Suite 120 Newport Beach, California, (the Escrow Agent) within five (5) days from and after the date on which the City has approved this Agreement. This Agreement constitutes the joint escrow instructions of the City and the Seller and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of the escrow. Escrow to close within sixty (90) days of the City's execution of this Agreement. If escrow is not in a condition to close by the Close of Escrow, and failure to close is due to unforeseen conditions of title or interest of third parties in the Property that cannot be resolved in Escrow, then buyer may, at its option, request cancellation of escrow and this Agreement and return of any funds it has deposited into escrow. Thereupon, all obligations and liabilities of the Parties under this Agreement shall cease and terminate. If no such request is made, Escrow shall be closed as soon as possible thereafter. Buyer shall be entitled to possession of the Property immediately upon close of Escrow. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this Section 4 and of the General Provisions described in Exhibit "B" attached hereto and incorporated herein by this reference, in writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. City agrees to bear and Escrow Agent is hereby authorized to charge to the City the cost of any transfer taxes, recording fees, cost of title insurance, re- conveyance fees, document preparation fees, escrow fees and any other closing costs incidental to the conveying of said real property to City. Penalties for prepayment of bona fide obligations secured by any existing deed of trust or mortgage shall be waived pursuant to Civil Code Procedures Section 1265.240. The liability to the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Section 4, Section 6, Section 8 and Exhibit. "B" of the General Provisions of this Agreement, 5. Property Taxes. Such real property taxes, if any, on said real property for the fiscal year within which said real property is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and Taxation Code of the State of California. Seller shall be eligible for a refund under Section 5096.7 of the Revenue and Taxation Code of the State of California for that portion of property taxes on said real property for said fiscal year which have been paid prior to the date the deed conveying said real property to City is recorded which is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City is recorded and made uncollectible if unpaid by reason of Section 5086 of the Revenue and Taxation Code of the State of California. To the extent that Seller has prepaid any taxes or assessments attributable to the Property; Seller shall be solely responsible for obtaining any refund due thereon from the taxing authority. Upon written request, Buyer shall assist Seller, at Seller's sole cost, in obtaining said refund, if any; however, in no case shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow. All unpaid taxes on said real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City. 6. Payment of Purchase Price. City agrees to pay to Seiler, and Seller agrees to accept from City, as and for the full purchase price for said real property, fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages, the total sum of Four Hundred Seventy Two Thousand and no /100 ($472,000.00) City agrees to deposit said purchase price in escrow with the Escrow Agent within THIRTY (90) 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; 25L -40 (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. S. 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. % Heirs, Assigns, Successors -in- Interest. This PSA, and all the terms, covenants and conditions hereof, shall apply to and bind the heirs, executors, administrators, successors and assigns of the respective Parties hereto. 11. Time is of the Essence. In all matters and things hereunder to be done and in all payments hereunder to be made, time is and shall be of the essence. 12. Just Compensation. Seller acknowledges and agrees that said purchase price is just compensation at fair market value for said real property and includes payment for fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages. 13. Acknowledgment of Full Benefits and Release A. By execution of this Agreement, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby acknowledges that this Agreement provides full payment for the acquisition of the Property by Buyer, and Seller hereby expressly and unconditionally waives any claim for compensation for injury to the remainder ( "severance damages "); precondemnation damages; claims for inverse condemnation; loss of goodwill and /or lost profits; loss or impairment of any "bonus value" attributable to any lease; damage to or loss of improvements pertaining to the realty; damage to or loss of machinery, fixtures, inventory, equipment and /or personal property; any right to repurchase, leaseback from Seller, or receive any financial gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245; any right to receive any notices pursuant to Code of Civil Procedure section 1245.245; any right to enforce any other obligation placed upon Seller pursuant to Code of Civil Procedure sections 1245.245, 1263.025 and 1263.615; any other rights conferred upon 25L -41 Defendants pursuant to Code of Civil Procedure sections 1245.245 and 1263.615 and 1263.025; and attomey's fees and costs. It being understood that this is a complete and full settlement of all acquisition claims, liabilities, or benefits of any type or nature whatsoever relating to or in connection with the acquisition of the Property by Buyer. This release shall survive the Close of Escrow. B. This Agreement arose out of Buyer's efforts to acquire the Property through its municipal authority. Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby fully releases Buyer, its successors, agents, representatives (including attorneys), and assigns, and all other persons and associations, known or unknown, from all claims and causes of action by reason of any damage which has been sustained by Seller, or may be sustained by Seller, as a result of Buyer's efforts to acquire the Property or to construct the works of improvement thereon, or any preliminary steps thereto. This Agreement does not, and shall not be construed to, require Seller to indemnify Buyer for damages which may arise as a result of Buyer's efforts to construct improvements on the Property. C. Seller hereby acknowledges that he either has consulted with legal counsel, or had an opportunity to consult with legal counsel, regarding the provisions of the California Civil Code section 1542, which provides as follows: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor. " Seller acknowledges that he may have sustained damage, loss, costs or expenses which are presently unknown and unsuspected, and such damage, loss, costs or expenses which may have been sustained, may give rise to additional damage, loss, costs or expenses in the future. Nevertheless, Seller hereby acknowledges that this Agreement has been negotiated and agreed upon in light of that situation, and hereby expressly waives any and all rights which Seller may have under California Civil Code Section 1542, or under any statute or common law or equitable principal of similar effect. This acknowledgment and release shall survive the Close of Escrow. 14. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M -36, P.O. Box 1988, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Seller is 1015 N. Bristol Street, Santa Ana, CA 92703. 15. Exceptions. City agrees to accept title to said real property subject to the following: NONE. 16, Entire Agreement. It is mutually agreed that the Parties hereto have herein set forth the whole of their Agreement. Performance of this PSA by City shall lay at rest, each, every, and all issue(s) that were raised or could have been raised in connection with the acquisition of Said Real Property by City. 17, Hazardous Waste. Neither Seller nor, to the best of Seller's knowledge, any previous owner, tenant, occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ( "Hazardous Materials ") on, under, in, or about the Property, or transported any Hazardous Materials to or from the Property. Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, In, or about, or the transportation of any Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous waste ", "extremely hazardous waste ", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 25L -42 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) polyohlorinated biphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. S1317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. S6901 et sec. (42 U.S.C. 56903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42. U.S.C. S9601 et sea. (42 U.S.C. S9601). 18. Compliance With Environmental Laws. To the best of Seller's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous waste, waste disposal, and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations, and ordinances of the city within which the subject property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency, and all applicable federal, state, and local agencies and bureaus. 19. Indemnity., Seller agrees to indemnify, defend and hold the City harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in or about, or the transportation of any such materials to or from, the Property, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Property. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease, or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment). This indemnity extends only to liability created prior to or up to the date this escrow shall close. Seller shall not be responsible for acts or omissions to act post close of this escrow. 20. Contingency. It is understood and agreed between the parties hereto that the completion of this transaction, and the escrow created hereby, is contingent upon the specific acceptance and approval of the City herein. The execution of these documents and the delivery of same to Escrow Agent constitute said acceptance and approval. 21. Modification and Amendment. This PSA may not be modified or amended except In writing signed by the Seller and City. 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. 23. Captions. Captions and headings in this PSA, including the title of this PSA, are for convenience only and are not to be considered in construing this PSA. 24. Governing Law. This PSA shall be governed by and construed in accordance with the laws of the State of California. 25L -43 26. No Reliance By One Party On The Other. Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 26. No Third Party Beneficiary, This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 27. Dutv To Cooperate Further. Each party hereby agrees that it shall, upon request of the other, execute and deliver such further documents (in form and substance reasonably acceptable to the party to be charged) and do such other acts and things as are reasonably necessary and appropriate to effectuate the terms and conditions of this PSA, without Cost. 28. Applicability of Agreement To Assignees. This PSA shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties to this PSA. 29. Authority to Execute Agreement. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this PSA, and shall Indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 30. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA. 25L -44 IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. SELLER: Lino Gaona and Teresa Gaona Vasquez, husband and wife and Edgar Gaona, a single man, as joint ant r� — Date: !i G' 2016 Lino Gaona CITY OF SANTA APIA CityfBuyer David Cavazos City Manager ATTEST: Maria D. Huizar City Clerk APPROVED AS TO FORM: J s Sandoval h' f Assistant City Attorney RECOMMENDED FOR APPROVAL: Fred Mousavipour Executive Director Public Works Agency Date: 15 �' ., 2016 Date: 5 p .12016 Date: 12016 Date: 12016 Date: 2016 Date: 12016 25L -45 EXHIBIT "A" LEGAL DESRIPTION All that certain real property situated in the County of Orange, State of California, described as follows: Lot 3 of Tract No. 839, in the City of Santa Ana, County of Orange, State of California, as per map recorded in Book 25 Page 42 of Miscellaneous Maps, in the Office of the County Recorder of said County. Assessor's Parcel Number: 405 - 262.31 25L -46 EXHIBIT "B" (Commonwealth Land Title Company) GENERAL ESCROW (PROVISIONS All disbursements shall be made by Escrow's check. All funds received in this escrow shall be deposited in one or more of your general escrow accounts with any bank doing business in the State of California and may be transferred to any other general escrow account or accounts. The expression "close of escrow" means the date on which instruments referred to herein are filed for record, All adjustments are to be made on the basis of a 30 -day month. Recordation of any instruments delivered through this escrow, if necessary or proper in the issuance of a policy of title insurance called for, is hereby authorized. There shall be no proration of any existing insurance policies in this escrow. You are to furnish a copy of these Instructions, amendments thereto, closing statements and /or any other documents deposited in this escrow to the lender or lenders, the real estate broker or brokers and /or the attorney or attorneys involved in this transaction upon request of such lenders, brokers or attorneys. Should you before or after close of escrow receive or become aware of any conflicting demands or claims with respect to this escrow or the rights of any of the parties hereto, or any money or property deposited herein affected hereby, you shall have the right to discontinue any or all further acts on your part until such conflict is resolved to your satisfaction, and you shall have the further right to commence or defend any action or proceedings for the determination of such conflict. The parties hereto jointly and severally agree to pay all costs, damages, judgments and expenses, including reasonable attorney's fees, suffered or incurred by you in connection with, or arising out of this escrow, including, but without limiting the generality of the foregoing, a suit in interpleader brought by you. In the event you file a suit in interpleader, you shall ipso facto be fully released and discharged from all obligations imposed upon you in this escrow. If for any reason funds are retained or remain in escrow, you are to deduct therefrom a reasonable monthly charge as custodian thereof of not less than $10.00 per month. Time is declared to be the essence of these instructions. If you are unable to comply within the time specified herein and such additional time as is required to make an examination of the official records, you will return all documents, money or property to the party entitled thereto upon satisfactory written demand and authorization. Any amendment of and /or supplement to any instructions must be in writing. The seller agrees to sell and the buyer agrees to buy the property herein described upon the terms hereof. These escrow instructions, and amendments hereto, may be executed in one or more counterparts, each of which independently shall have the same effect as if it were the original, and all of which taken together shall constitute one and the same instruction. 25L -47 25L -48 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE PAYMENT AUTHORIZATION TO PROCURE AMERICA FOR ELECTRICAL UTILITY COST RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ] Ordinance on ta` Reading © Ordinance on 2 "a Reading ® Implementing Resolution [] Set Public Hearing For,,_ CONTINUED TO IyI���IA1Jff`•1�7 Authorize payment of Procure America Invoice #10 -1502a in the amount of $20,762.12 as compensation for generating electrical utility cost savings under Agreement A- 2014 -227. DISCUSSION On September 14, 2014, the City entered into a three -year agreement with Procure America for cost review services to identify potential cost saving strategies. Services included analyzing invoices, supplier contracts, and other pertinent data related to City utility costs that included electricity, gas, and water. Upon completion of review, Procure America provided a report that outlined potential cost saving strategies. Absent information from the pending cost review, staff estimated and set the contract cost at a not to exceed (NTE) amount of $50,000. On April 20, 2016, the City paid Procure America Invoice #8 -1503 in the amount of $49,346.57, exhausting most of the NTE amount. As a result of Procure America identifying additional cost savings within the existing electricity accounts, a second invoice, exceeding initial savings projections in the amount of $20,762.12 was incurred (Exhibit 1). Procure America generated utility cost savings by identifying City electric service accounts that were eligible for a rate review and recommending subsequent adjustment of rate schedules. As a result of implementing those recommendations, the City realized the following departmental cost savings: 29A -1 Payment Authorization to Procure America for Electrical Utility Cost Reduction Services August 2, 2016 Page 2 Invoice #1 Parks and Recreation $26,153.06 Public Works $23,193.51 Total $49,346.57 Invoice #2 FMSA — Building and Maintenance — $12,473.54 Parks and Recreation $ 1,807.11 Police Department $ 6,481.47 Total $20,762.12 Since cost savings are used to compensate Procure America, staff confirmed reported savings using relevant Southern California Edison (SCE) electricity bills before approving payment amounts to Procure America. An SCE electricity bill will show original billing amounts negated and replaced with lower billing amounts based on the new lower rate. The cost savings is the difference between the higher bill under the old rate and the lower bill under the new rate. Previous cost savings by department and division are referenced in the Direct Payment Voucher for Procure America Invoice #10 -1502a (Exhibit 2) and the SCE Electric Bill for Building Maintenance (Exhibit 31:. STRATEGIC PLAN ALIGNMENT Approval of this item supports Strategic Plan Goal #4 - City Financial Stability, Objective #3 (explore innovative revenue and cost recovery strategies), Strategy D (Establish a Committee of City staff to explore innovative and cost recovery strategies (i.e. full cost recovery, receivership program, etc.)). FISCAL IMPACT Funds are budgeted and available in fiscal year 2016 -17 in the following accounts: Finance & Management Services Agency Police Department Building Maintenance Building & Facility Parks, Recreation & Community Services Park Maintenance 29A -2 07310100 -62000 $12,473.54 01114403 -62000 $6,481.47 01113250 -62000 $1,807.11 TOTAL $20,762.12 Payment Authorization to Procure America for Electrical Utility Cost Reduction Services August 2, 2016 Page 3 APPROVED AS TO FUNDS AND ACCOUNTS: 's' v Francisco Gutierrez bO Executive Director Finance and Management Services Agency /i 16� &4 Gerardo Mouet Executive Director Parks, Recreation and Community Services Agency JAANN Carlos Rojas Police Chief Police Department Exhibits: 1. Payment Distribution for Procure America Invoice #8 -1503 2. DPV for Procure America Invoice # 10 -1502a 3. SCE Electric Bill for Building Maintenance 29A -3 29A -4 City of Santa Ana Procure America Invoice 8 -1503 Payment Distribution Finance & Management Services Agency Facilities & Fleet Management Dept Division SCE Account Number Address Description Charge Account Invoiced Amount PRCSA Stadium 3- 030 - 3976 -49 652 N. Flower Street A Stadium $6,346.73 SUBTOTAL 01113210- 62000 $6344.73 Park Maintenance 3- 001 - 3273 -62 800 N. Cabrillo Street Cabrillo Tennis $4,944.48 3- 001 - 3274 -33 3000 W. Centennial Centennial Park $608.84 3- 001 - 327480 821 W. Walnut Tennis Center $2,510.13 3 -001- 3276 -34 424 W. Third Street Birch Park $855.45 3 -001- 3276 -57 322 E. Central Avenue Bike Trail $116.58 3 -001- 3276 -57 502 W. Santa Ana Blvd. Sasscer Park $1,102.32 3- 002 - 6697 -72 2615 Valencia Street Santia o Park $566.21 3- 002- 6706 -53 3000 W. Edinger Avenue Centennial Park $116.40 3- 002 - 7079 -93 3000 W. Edinger Avenue Centennial Park $639.40 3 -020- 1315 -14 2302 S. Raiff Adams Park $3,504.44 3 -033- 6489 -92 2539 314 Main Street Bike Trail $158.34 3- 040 - 6777 -28 1450 314 N. Parton Street Football Field Lights $4,685.74 SUBTOTAL 0111325082000 $19808.33 TOTAL - PRCSA $26 153.06 PWA Traffic Signal Maintenance 3 -008- 6180 -31 102 N. Mabury Street Traffic Signal $28.32 3 -009- 3183 -05 1302 E. McFadden Avenue Traffic Signal $43.07 3- 017 - 8587 -91 1703 N. Fairview Street Traffic Signal $54.30 3 -027- 6040 -04 1 706 3/4 N. Newho a Street Traffic Signal $36.73 3 -027- 9160 -01 815 314 W. 17th Street Traffic Signal $54.13 3- 027 - 9160 -55 1936 3/4 W. 17th Street Traffic Signal $52.78 3- 029 - 0660 -15 112 Ed ewood Road Traffic Signal $65.44 3- 029 - 1720 -89 218 W. Buffalo Avenue Traffic Signal $44.04 3- 031 - 4484 -18 17011 /2 E. First Street Traffic Signal $74.43 3- 033 - 0646 -60 2535 314 N. Main Street Traffic Signal $53.60 3- 033 - 1427 -97 2901 3/4 N. Bristol Street Traffic Signal $69.71 3- 037 - 2826 -73 1010 314 S. Lyon Street Traffic Signal $52.55 3- 037 - 3017 -43 1017 E. Santa Ana Blvd. Traffic Signal $36.77 3- 037- 3018 -08 1 1207 Ritchey Street Traffic Signal $36.92 SUBTOTAL 02917620 -62000 $702.78 Water Production & Supply 3- 000- 2923 -74 2801 N. Westwood Water Well 32 $3.22 3- 029 - 798641 1301 N. Mabury Street Water Well $7,947.81 3- 029 - 9837 -85 907 3/4 Flower Street Water Well $14,546.13 SUBTOTAL W017640. 62000 $22,490.72 TOTAL - PWA $23,193.51 GRAND TOTAL $49,346.57 EXHIBIT 1 29A -5 29A -6 DEPT FMSA FINANCE AND MANAGEMENT SERVICES DIRECT PAYMENT VOUCHER M -16 ACTIVITY DPV# AMOUNT SPECIAL INSTRUCTIONS: VENDOR NAME Procure America VENDOR # 59468 ADDRESS 31103 Rancho Viejo Road, #D21012 ATTN: CITY San Juan Capistrano STATE CA ZIP 92675 INVOICE DATE July 13, 2016 TRAVEL REQ /AGREEMENT # INVOICE # 10 -1502a PAYMENTTYPE ACH MAIN ACCT ACCOUNTING UNIT 1 / 11 ACCOUNT • 111 ACTIVITY ACCOUNT CATEGORY AMOUNT 1 ��1 • 111 $6,481.47 1 1 • 111 $1,807.11 ro—ENII. Consultant fees related to Procure America energy cost reduction program per attached agreement and invoices. F- Optional Interdepartmental Approval (See Attached) DEPARTMENT FISCAL INITIALS DATE DEPARTMENT APPROVAL TAX FREIGHT /OTHER TOTAL $20,762.121 1. FINANCE DIRECTOR APPROVAL EXHIBIT 7 DATE 29A -7 City of Santa Ana Procure America Invoice #10.1602a Payment Distribution Page 1 of 1 Finance & Management Services Agency Facilities & Fleet Management 11 -Jul -2016 Dept Division SCE Account Number Address Description Charge Account Invoiced Amount FMSA Building Maintenance 3- 000- 1335 -40 20 Civic Center Plaza City Hall 07310100 -62000 $12,473.54 Police BuRdina & Facility 3- 010 - 7153 -96 60 Civic Center Plaza Building & Facility 01114403 -62000 $6,481.47 PRCSA Park Maintenance 3- 001 - 327340 2650 Santiago Street Santiago BellFleld 01113250 -62000 $1,807.11 TOTAL $20,762.12 EXHIBIT 2 29A -8 INVOICE January 6, 2016 City of Santa Ana 425 E. Oak Avenue, Suite 101 Santa Ana, CA 93291 SCE ELECTRICITY SERVICE Page 1 of TWO ACCOUNTS CREDITED FOR OVERCHARGES THAT OCCURRED ON CRITICAL PEAK PRICING ( "CPP ") FROM MAY 22, 2015 TO OCTOBER 22, 2015. BOTH ACCOUNTS HAVE BEEN TAKEN OFF OF CPP EFFECTIVE OCTOBER 22. THIRD ACCOUNT CREDITED FOR OVERCHARGES THAT OCCURRED ON RATE "TOU- GS -2B" FROM JUNE 8, 2015 TO SEPTEMBER 4, 2015. SCE SERVICE ACCOUNT #3- 010 - 7153 -96 (See Page 2) $12,473.54 SCE SERVICE ACCOUNT #3- 000 - 1335 -40 (See Page 3) 6,481.47 SCE SERVICE ACCOUNT #3- 001 - 3273 -40 (See Page 4) 1.807.11 TOTAL CREDITS $20,762.12 AMOUNT DUE _$24,Z�2 12 Please call (949) 388 -2686 with any billing questions. Thank you. EXHIBIT 2 29A -9 d U CG w W U w� c. N O r N O a C a u � f C u �i C E 'u E a 29A -10 N O N N � # m ti U 0 � c 0 y O ry r U � c n a o: M t O A c N M INVOICE January 6, 2016 City of Santa Ana 425 E. Oak Avenue, Suite 101 Santa Ana, CA 93291 Page 2 of 4 SCE Service Account #3-30-7153 -96 60 Civic Centw Plena AMOUNT ORIGINALLY BILLED ON RATE "TOU- 8 -CPP ": May 22 to June 23 June 23 to July 23 July 23 to August 21 August 21 to September 22 September 22 to October 22 TOTAL $69,471.33 85,763.42 109,900.86 98,907.70 64.492.26 $428,535.57 AMOUNT REBILLED ON RATE "TOU -8 -B ": May 22 to June 23 June 23 to July 23 July 23 to August 21 August 21 to September 22 September 22 to October 22 TOTAL $76,910.43 87,325.43 88,138.26 95, 741.91 67.946.00 $416 062 03 TOTAL AMOUNT CREDITED ($428,535.57 -- $416,062.03) EXHIBIT 2 29A -11 For billing and service mquirles call 1,800,990 -77881 Customer account 2-22w264-53t!3 For emergency services rail 24 his -a day, 7 days a week, - ko6111N6� P.O. Box 300 Your electricity bill TOU -S -CPP E (} � � O R f Date bill prepared: Dec 9'15 Rosemead, CA Li {,.�f'31 1 5 3.96. 91772 -0001 72 -0001 - May 22'15 to Jua23'15 .nv eOtsgnMt»aN4a7or41ut CwrPaw S27 908;98 W Wwsce.COM SANTA ANA, CITY OF I Page 3 of 32 For billing and service mquirles call 1,800,990 -77881 Customer account 2-22w264-53t!3 For emergency services rail 24 his -a day, 7 days a week, - PO BOX 1988 - - TOU -S -CPP .'.SANTA ANA, CA 92702 -1988 Date bill prepared: Dec 9'15 '.SANTA ANA -.pA- Your account summary 1 5 3.96. 60 CIVIC CENTER PILE - - May 22'15 to Jua23'15 Amount of Your last bill S27 908;98 SANTA ANA CA - Past due amount -- $271908,96 3-010. 7153.96 Your newcharaes -° $53,987.45 TOU•8 -8 - - $87,325,43 . t Total- amount you owe $81,896.43 - Summary of your billing detail 3- 010.71153 -96 60 CIVIC CENTER PLZ . CAA,TA'. A \IA:(:. r, Jul 23'15 to Aug 21'15 - Service account -- Service address Billingperiod Your rate - New charges 3 -010. 7153 -96 60 CIVIC CENTER PLZ May 22'15 to Jun 23'15 10u -8-CPP •$69,471.33 Biting correction - 94EAANa CA 3- 010 - 7153 -96 60 CIVIC CENTER PLZ Jun 23'15 to Jul 23'15 TOU-B -CPP - $85,763.42 Billinfl correction SANTA ANA; CA- 3-010-7153-95 60 CIVIC CENTER PLZ Sep 22'15 to Oct 22'15 TOU -S -CPP - $84,49226 B(Bin correction -. 1111147 '.SANTA ANA -.pA- 1 5 3.96. 60 CIVIC CENTER PILE - - May 22'15 to Jua23'15 TOU -8-8 $76,910.43 . SANTA ANA CA - 3-010. 7153.96 60 CIVIC CENTER PLZ Jun 23'15 to Jul 23'15 TOU•8 -8 - - $87,325,43 . SANTA ANA CA 3- 010.71153 -96 60 CIVIC CENTER PLZ . CAA,TA'. A \IA:(:. r, Jul 23'15 to Aug 21'15 - TOU -8 -B 11 138.26- (Continued on next page) Please return the payment stub' below with your payment end make your check payable to southern Colromla Edison: - t14 -5741 Tear here if you want to person. .111800- 747 -8908 for loceilons{ or you can pay online at www sca,cam Tear hero. "' Y "" PaYn._ - - -" --------- ----------------- wprl,e„ Customer account 2 -22- 2645319 Past due. charges- pay - immediately $27,908.98 � E ©F �I• �,,,�,,,p Please watethis number on your check Make your New.char es -pa b rDec 28'15 $53987.45 check payable to sbumem California Edlsbn: To. l amount you owe AOEfXBM'MYIeLVAtrO.VYr�Pnh Amountenclosed - - $ - - STMT 12092015 P5 SANTA ANA, CITY OF BUILDING MAINTENANCE PO BOX 1988 SANTA ANA, CA 92702 -1988 P:O. BOX 300 ROSEMEAD, CA 91772 -0001 22 264 5319 UUUOB053 00279 898005398745008169643 I EXHIBIT 2 29A -12 INVOICE Page 3 of 4 January 6, 2016 City of Santa Ana 425 E. Oak Avenue, Suite 101 Santa Ana, CA 93291 A-- courM- 000�7z 98 C4 eC�rviGty�Iite�R1: - AMOUNT ORIGINALLY BILLED ON RATE "TOU- GS3 -CPP ": May 22 to June 23 $29,588.47 June 23 to July 23 36,313.58 July 23 to August 21 46,029.57 August 21 to September 22 38,303.67 September 22 to October 22 25 304.20 TOTAL $175.539.49 AMOUNT REBILLED ON RATE "TOU- GS -3B ": May 22 to June 23 $33,009.75 June 23 to July 23 36,860.27 July 23 to August 21 35,881 .04 August 21 to September 22 36,561.32 September 22 to October 22 26,745.64 TOTAL $169.058.02 TOTAL AMOUNT CREDITED ($175,539.49 -- $169,058.02) $6.481.47 EXHIBIT 2 29A -13 Summary of your billing detail Memo return the payrrent stab 'below With your paymant and make War check payabll? to Southern California Made. (14674) Tear here If youwant to day In person call1800.747. 3908 for heatlona -,:or you can pay; online at wwwsca.mon -Tear here. __ ....:_ - ......_ 7...... v__.. .... . _ xruuarcl+pw rr;4nwuau Customer account 2 -22- 264.5319 , Past due. charges - pay Immediately $27_,908 98 L 13/-y in please wflt011VOnumbeY On your check Make ycur Newehafe6 a by :Dso2915 $5$98746 L (J13nk.J1`l check payable to Southern Cdlifornla tdison: Total amount youfoWe 81y89843.r nn U1LYPV tdIYiRVxT(UVRLejpmWV _, _ . Amount enclosed STMT 12092015 P5 SANTA ANA, CITY OF BUILDING MAINTENANCE P;O. BOX 300 PO BOX 1988 ROSEMEAD, CA 91772 -0001 SANTA ANA, CA 92702.1988 22 264 5319 00000053 ❑O279g898905398745008189643 I EXHIBIT 2 29A -14 , ` ' ``� 1001711Er+N uiiorazifnik,. +i PO. Box 300 Your electricity bill f I'VE ftasernead, CA 91a7anooI .ro! esfxpx rNyy;+UVnr7ra!vd1+! Cmepnfy' wnvw,ecn.cnlrt SANTA ANA, CITY OF / Page 3 of 32 Summary of your billing detail Memo return the payrrent stab 'below With your paymant and make War check payabll? to Southern California Made. (14674) Tear here If youwant to day In person call1800.747. 3908 for heatlona -,:or you can pay; online at wwwsca.mon -Tear here. __ ....:_ - ......_ 7...... v__.. .... . _ xruuarcl+pw rr;4nwuau Customer account 2 -22- 264.5319 , Past due. charges - pay Immediately $27_,908 98 L 13/-y in please wflt011VOnumbeY On your check Make ycur Newehafe6 a by :Dso2915 $5$98746 L (J13nk.J1`l check payable to Southern Cdlifornla tdison: Total amount youfoWe 81y89843.r nn U1LYPV tdIYiRVxT(UVRLejpmWV _, _ . Amount enclosed STMT 12092015 P5 SANTA ANA, CITY OF BUILDING MAINTENANCE P;O. BOX 300 PO BOX 1988 ROSEMEAD, CA 91772 -0001 SANTA ANA, CA 92702.1988 22 264 5319 00000053 ❑O279g898905398745008189643 I EXHIBIT 2 29A -14 3" A90- 1335-00 - SANTA ANA CA nI`H II 73= 105 -201 20 CIVIQ.CENTER PLZ. Jun 23'15: to Jul 23'16 TOU -GS3B .$36,860.27 ;,'1rl tUA 3000- 1335 -40 SANTA ANA, CA M106 -201 -20 CIVIC: CENTER PLZ Jul 2315 to Aug 21'15 TOU -GS -3B $35,88104 85000- 1335 -40 SANTA ANA, CA' 73. 105 -201 20 CIVIC CENTER PLZ Aug 21 '15 to Sep 22'15. TOU -GS -3B $36,569 32 - II 3. 000- 1335 -40 SANTA ANA, CA - - -- Things you should know You may notice a change in your billing: statement.;. Effective. November 24, 2016, your rates changed: Your.chang_e may varybased on usage. Fordetails about these changes, please visit: vWw.sce.com/bil/�change _ EXHIBIT 2 29A -15 RUOT %ENN D DEDISON ,e Epu4Nttr>" %wwa7rNVUwcmpenr S SANTA ANA, CITY OF / Page 6 of 32 SgMmr iary of yourbilling detail (continued) ^ ^ Service account S Service address B Billing period Y Your rate N New charges -: 3 -010- 7153 -96 6 60 CIVIC CENTER PLZ S Sep 22'15 to Oct 22'15 - - TOU -8 -8 - $ $67,946.00 _ S SANTA ANA, CA' 3- 010 - 715396 < 6 60 CIVIC CENTER PLZ O Oct 22'15 to Nov 21 15 ': T TOU -8 -8 $ $50,800.95. . SANTA ANA, CA 73- 105 -201 _ _20 CIV1CCENTER -PLZ M Msy 22'15 tc Jun 23'15 T TOU- GS3 -CPP - - - $29,58 3- 000- 1335 -40:. S SANTA ANA, CA,,:... - -. Billing correction - - - - 73- 105 -201 2 20 CIVIC CENTER PLZ J Jun 23'15 to Jul 23'15 T TOU -GS3 -CPP $ $36,313. -= 3- 000- 1335 -40 S SANTA ANA, CA B Billing correction 73.106 -201 2 20 CIVIC CENTER PLZ J Jul 23 15 to Aug 21 15 T TOU- GS3 -CPP - -$46,029.57 3. 000 - 1335 -40 -' S SANTA ANA. CA - -- ,J B Billing. correction - - 73 -105 -201 2 20 CIVIC CENTER PLZ A Aug 21 '15 to Sep 22'15 T TOU- GS3-CPP - - $38,303.67 0-000-1335-40 S 0 - - Billing correction (� 7 73 -105 -201 - 2 20 CIVIC CENTER PLZ S Sep 22.'15. to Oct 22'15 T TOU- 593 -CPP 3.000- 1335 -40 - S SANTA ANA, CA- y yj \,Billin correction =705-201 - -20 CIVIC CENTER PLZ - M May 22'15 to Jun 231115 - - TOU -GS -38; - - $33,009; 6 ' A90- 1335-00 - SANTA ANA CA nI`H II 73= 105 -201 20 CIVIQ.CENTER PLZ. Jun 23'15: to Jul 23'16 TOU -GS3B .$36,860.27 ;,'1rl tUA 3000- 1335 -40 SANTA ANA, CA M106 -201 -20 CIVIC: CENTER PLZ Jul 2315 to Aug 21'15 TOU -GS -3B $35,88104 85000- 1335 -40 SANTA ANA, CA' 73. 105 -201 20 CIVIC CENTER PLZ Aug 21 '15 to Sep 22'15. TOU -GS -3B $36,569 32 - II 3. 000- 1335 -40 SANTA ANA, CA - - -- Things you should know You may notice a change in your billing: statement.;. Effective. November 24, 2016, your rates changed: Your.chang_e may varybased on usage. Fordetails about these changes, please visit: vWw.sce.com/bil/�change _ EXHIBIT 2 29A -15 Things you should know You may notice a change in your billing: statement.;. Effective. November 24, 2016, your rates changed: Your.chang_e may varybased on usage. Fordetails about these changes, please visit: vWw.sce.com/bil/�change _ EXHIBIT 2 29A -15 INVOICE Page 4 of 4 January 6, 2016 City of Santa Ana 425 E. Oak Avenue, Suite 101 Santa Ana, CA 93291 SCE Service Account #3 -001- 3273 -40 2650 Santiago Street (Santiago Ball Field) AMOUNT ORIGINALLY BILLED ON RATE "TOU- GS -2B ": June 8 to July 8 $660.05 July 8 to August 6 649.95 August 6 to September 4 665.73 TOTAL $1 975 73 AMOUNT REBILLED ON RATE "AL -2" (see page 8 of SCE bill dated 10/8115): June 8 to July 8 July 8 to August 6 August 6 to September 4 TOTAL $57.20 49.55 61.87 $168.62 TOTAL AMOUNT CREDITED ($1,975.73 -- $168.62) EXHIBIT 2 29A -16 BISON Eat' .ISON t, �:llyYfd'�2NiYN.pWI�Yd�f+NA6'u, 191iry,0hU,R. STMT 10082016 p4 SANTAANA, CITY OF ATT.N: SILVIA CUEVAS M -20 f3pX 300 20 CIVIC CENTER PLZ p,p, P'O. BOX 300 91772�OOD7 BANTA ANA, CA 92701.4068 24 GIRD '8363 00000044 11000U.Og[lDCtC :3.904,l2Ga93911412 EXHIBIT 2 29A -17 �r N.Q. Box Your electricity blp.d. R08amaad. CA OO 81772.0001 www.aaa com SANTA ANA; CITY OF 1 Page 1 of 284 STMT 10082016 p4 SANTAANA, CITY OF ATT.N: SILVIA CUEVAS M -20 f3pX 300 20 CIVIC CENTER PLZ p,p, P'O. BOX 300 91772�OOD7 BANTA ANA, CA 92701.4068 24 GIRD '8363 00000044 11000U.Og[lDCtC :3.904,l2Ga93911412 EXHIBIT 2 29A -17 (COndnued on next page) . EXHIBIT 2 29A -18 lj Y '(t INVOICE January 6, 2016 City of Santa Ana 425 E. Oak Avenue, Suite 101 Santa Ana, CA 93291 Page 2 of 4 SCE Service Account #3-010-7163-86 60 QVIC Center Plaza AMOUNT ORIGINALLY BILLED ON RATE "TOU- 8 -CPP ": May 22 to June 23 June 23 to July 23 July 23 to August 21 August 21 to September 22 September 22 to October 22 TOTAL $69,471.33 85,763.42 109,900.86 98,907.70 64,492.26 $428,535.57 AMOUNT REBILLED ON RATE "TOU -8 -B ": May 22 to June 23 June 23 to July 23 July 23 to August 21 August 21 to September 22 September 22 to October 22 TOTAL $76,910.43 87,325.43 88,138.26 95, 741.91 67,946.00 $416.062.03 TOTAL AMOUNT CREDITED ($428,535.57 -- $416,062.03) EXHIBIT 3 29A -19 "� .,y, WtIWIM CAIJF tiNl4 P.O. Box 300 Your electricity bill C D 1 S O ' Rosemead, 72.0001 CA - C LL 1 3 i.JL f Y I� 91772.0001 .nu Apiagly.rNtttaNnlYOdyn+:r cou'Wey wwwsce.COM SANTA ANA, CITY OF / Page 3 of 32 For billing and service Inquiries calf1 8ft.P80 -7788, Customer acrount 2-22-264-531, 9 - For emergency servibes call 24 hrs a day 7 days a week - PO BOX 1988 New charges SANTA ANA, CA 92702 -1988 Date bill prepared. Dec 915 May 22'15 to Jun 2315 Your account summary - $69,471.33 Amount of your last bill $27,908.96 Past due amount" $27,908.98 Your new charges $53987.45 - .�� Total amount you owe $81,896.43 - Summary of your billing detail Service account Service address Billing period - Your rate New charges 3 -010- 7153 -96 50 CIVIC CENTER P12 May 22'15 to Jun 2315 TOU-B -CPP - $69,471.33 Billing correction BANTA ANA CA check payable to soumancentomla Edson: 3- 010 - 7163 -98 60 CIVICCENTER PLZ Jun 23'15b Jul 23'15 TOU -6•CPP - $83,763 -42 Billing correction -- SANTA ANA CA - Amount enclosed $ 3.010- 7153 -96 60 CIVIC CENTER PLZ Jul 2316 to Aug 21'15 TOU -8 -CPP - $109,900.116 Billing correction SANTA ANA CA 3- 010. 7153.96 60 CIVIC CENTER PLZ Aug 21 '115 to Sep 22'15 TOU -S-CPP - $98,907.70 Billing correction - SANTA ANA; CA 3- 010. 7153.96 60 CIVIC CENTER PLZ Sep 2215 to Oct 22'15 TOU -8-CPP - $64,49226 SANTA ANA, CA 3- 010 - 7163-96 60 CIVIC CENTER PLZ 23 '15 to AOg 21'15 TOU -843 $88,13826 SANTA ANA C - - 3- 010 - 71539$ 60 CIVIC CENTER PLZ Aug:2l '15 to Sep 22.15 TOU -843 $95,741.91 ceu-ra sun Win' (Continued on next page) Please return the payment sbrb' below wbh.your payment andmakeyour check payable to southern Califomin. Edison (14 -574) Tear here lfyou went to payin person, call 1,800-747-811013 for location', or you can pay online at www,sce.com Tear here . soora�u%rl„ cu�anya»�A Customer account 2- 22- 284 5319 , - Past due charges - pay Immediately $27,908.98 ® -E VISVI`I Please weteNta number on your check rnaNa your New.etiar es -pa b Dec 2815 $53'987.45 check payable to soumancentomla Edson: Total amount you owe 81,898,43.1 s, Haar /xmnwsmas. Ammo . -- - Amount enclosed $ STMT 12092015 P5 SANTA ANA, CITY OF BUILDING MAINTENANCE PO BOX 1966 SANTA ANA, CA 92702.1988 P:O. BOX 300 ROSEMEAD, CA 91772 -0001 22 264 5319 UUUDU053 ❑U274 898005398745008189643 i i EXHIBIT 3 29A -20 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: INSURANCE RENEWALS WITH BIG INDEPENDENT CITIES EXCESS POOL, PUBLIC ENTITY PROPERTY INSURANCE PROGRAM AND CALIFORNIA STATE ASSOCIATION OF COUNTIES (STRATEGIC PLAN NO. 4, 1) CITY MANAGElf RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 151 Reading ❑ Ordinance on 2nd Reading ❑ implementing Resolutlon ❑ Set Public Hearing For CONTINUED TO FILE NUMBER 1. Approve the City's continued membership in the Big Independent Cities Excess Pool Liability Program from July 1, 2016 to July 1, 2017 at an estimated premium cost not to exceed $1,516,500. 2. Approve the City's continued membership in the Big Independent Cities Excess Pool Workers' Compensation Program from July 1, 2016 to July 1, 2017 at an estimated premium cost not to exceed $347,200. 3. Approve the City's continued participation in the Public Entity Property Insurance Program from July 1, 2016 to July 1, 2017 at an estimated premium cost not to exceed $696,000. 4. Approve the City's continued participation in the California State Association of Counties — Excess Insurance Authority's Crime Bond Program from July 1, 2016 to July 1, 2017 at an estimated premium cost not to exceed $11,400. DISCUSSION The City is a member of Big Independent Cities Excess Pool ( BICEP) Joint Powers Authority which was formed in September 1988. The current cities include Santa Ana, Huntington Beach, San Bernardino, Oxnard, West Covina, and Ventura. The purpose of BICEP is to provide insurance coverage for its members, shielding them from financial debt due to large liability claims, judgments, and settlements. Additionally, participation in a pool provides rate stability and can offer broader coverage. The current excess liability insurance policies expired on July 1, 2016. The BICEP excess liability insurance premium for the July 1, 2016 to July 1, 2017 period will not exceed $1,516,500. The excess liability program covers liability claims from $1,000,000 to $27,000,000 per occurrence with a $1,000,000 self- insured retention (SIR) which functions like a deductible. 2913-1 Insurance Renewals with Big Independent Cities Excess Pool, Public Entity Property Insurance Program and California State Association of Counties August 2, 2016 Page 2 The current workers' compensation insurance policies expired on July 1, 2016. The BICEP workers' compensation insurance premium for the July 1, 2016 to July 1, 2017 period will not exceed $347,200. The workers' compensation program provides statutory excess workers' compensation insurance coverage with a $1,000,000 SIR. The Public Entity Property Insurance Program ( PEPIP) was established in May 1993 with seventeen public agencies including the City of Santa Ana. The purpose of PEPIP is to provide public agencies with group purchasing strength. Since 1993, PEPIP has grown to include over 6,400 members in 45 states, which has allowed the group to purchase property insurance at affordable premiums. The estimated $696,000 premium will provide $1,000,000,000 of coverage for insured City properties from July 1, 2016 to July 1, 2017. PEPIP will provide the City with $100,000,000 for boiler and machinery damage and $82,500,000 in coverage for flood damage (coverage is limited to $50,000,000 in Flood Zone A.) This cost includes the purchase of earthquake insurance. The earthquake coverage provides coverage up to $25,000,000 per occurrence and annual aggregate with a deductible of 5% per unit ($100,000 Minimum). The City joined the California State Association of Counties — Excess Insurance Authority (CSAC -EIA) Crime Bond Program on April 1, 2004. The estimated renewal premium from July 1, 2016 to July 1, 2017 is $11,400. 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). FISCAL IMPACT Funds are budgeted in the proposed 2016 -17 Liability & Property Insurance account (account no. 08009051 - 64010) for an estimated premium cost not to exceed $2,223,900 and Workers' Compensation account (account no. 08209054 - 64010) for an estimated premium cost not to exceed $347,200. Edward Raya Executive Director Personnel Services ESR:bbm APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez �j® Executive Director Finance & Management Services Agency 29B -2 CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: CONDITIONAL USE PERMIT NO. 2016 -18 TO ALLOW THE EXPANSION OF AN EXISTING BUS TERMINAL AT 628 EAST WASHINGTON AVENUE - DAVID GREGORY, APPLICANT {STRATEGIC PLAN NO. 3,2) CITY MANAGE RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: U•-:• _r, ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 t Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO JI nWwF HZ Receive and file the staff report approving Conditional Use Permit No. 2016 -18 as conditioned. PLANNING COMMISSION ACTION At its regular meeting on July 11, 2016, a vote of 5:0 (Verino absent), the Planning Commission adopted a resolution approving Conditional Use Permit No. 2016 -18 as conditioned to allow the expansion of an existing bus terminal at 628 East Washington Avenue located in the Specific Development No. 84 (SD -84) zoning district. The Planning Commission added a condition to have Certified Transportation prepare an Operational Plan for its expanded bus terminal located at 628 East Washington Avenue, and the applicant agreed to maintain an Operational Plan for its off -site property located at 1038 North Custer Street (Exhibit B). DISCUSSION Certified Transportation proposes to construct a two - story, 7,165- square -foot bus storage facility on the southwest corner of Washington Avenue and Santiago Street where they have operated a bus terminal for over 20 years. The existing paved, but unimproved parcel is 1.19 acres in size and will be merged with the adjacent .49 acre vacant lotfor an overall size of 1.68 acres. Full -sized site plans are available for public viewing in the Clerk of the Council Office. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #3 - Economic Development, Objective #2 (create new opportunities for business /job growth and encourage private development through new General Plan and Zoning Ordinance policies). 31A-1 CUP No. 2016 -18 — Expansion of Existing Bus Terminal, 628 East Washington Avenue August 2, 2016 Page 2 FISCAL IMPACT There is no fiscal impact associated with this action. �� .-. Hassan Haghani, AI Executive Director Planning & Building Agency HS:rb hs:OCertifed Transportaion /CUP2018 -18= Exhibit: A. Planning Commission Staff Report B. Operational Plan for 1038 N. Custer Street 31A-2 REQUESTFOR PLANNING COMMISSION MEETING DATE- JULY 11, 2016 TITLE: PUBLIC HEARING — FILED BY DAVID GREGORY FOR CONDITIONAL USE PERMIT NO. 2016-18 TO ALLOW THE EXPANSION OF AN EXISTING BUS TERMINAL AT 628 EAST WASHINGTON AVENUE (STRATEGIC PLAN NO. 3, 2) Prepared by Hally Soboleske ecutiv Director APPROVED • As Recommended • As Amended • Set Public Hearing For DENIED • Applicant's Request • Staff Recommendation CONTINUED TO Planninnd !anag Adopt a resolution approving Conditional Use Permit No. 2016 -18 to allow expansion of an existing bus terminal as conditioned. DISCUSSION Request of Applicant David Gregory, owner of Certified Transportation Services located at 628 East Washington Avenue (parcel 1), is requesting approval of a conditional use permit (CUP) to allow expansion of an existing bus terminal in Specific Development 84 (UN -2, OZ -M2 zone) into the adjacent lot (parcel 2) immediately west of the existing site. Properties located in the 0Z -M1 and OZ -M2 overlay zones are regulated by the provisions of the M1 zone. Bus terminals require a CUP in the M1 zone pursuant to Section 41- 4.72.5(i) of the Santa Ana Municipal Code (SAMC). Project Location and Site Description Certified Transportation proposes to construct a two - story, 7,165 - square -foot bus storage facility on the southwest corner of Washington Avenue and Santiago Street where they have operated a bus terminal for over 20 years. The existing paved, but unimproved parcel is 1.19 acres in size and will be merged with the adjacent .49 acre vacant lot for an overall size of 1.68 acres. Surrounding land uses include industrial land uses to the south, east and west, and a vacant lot to the north (Exhibits 1 through 5). EXHIBIT A 31A-3 CUP No. 2016 -18 July 11, 2016 Page 2 Project Description and Background The subject site at 628 East Washington Avenue contains 35 bus stalls and five car stalls, and is currently paved, but unimproved. Certified Transportation Services proposes to merge 628 East Washington Avenue with the vacant adjacent lot to the west thereby creating a 1.68 acre site. The applicant proposes to construct a two -story, 7,165 square foot bus storage facility which will include three maintenance bays, a washing bay, and 1,321 square feet of ancillary office space, employee break room, and restrooms on the second floor (Exhibit 6). The building has been designed so that the buses will be serviced within an enclosed building to minimize any potential noise impacts. At its meeting of June 23, 2016, the Planning Commission reviewed this project and heard public comment. Due to concerns expressed by members of the community related to business hours and operational standards, the Planning Commission continued this item to July 11, 2016. Parking requirements per SAMC Section 41 -1397 include two parking spaces per 1,000 square feet of building area, and one parking space for every two fleet vehicles stored and intended for operation in connection with said use requiring 14 parking spaces and 44 bus parking spaces. The applicant proposes 14 parking stalls for cars and 44 bus parking stalls which meet these requirements. The proposed hours of operation for the terminal will not change from the current hours, and are from 6:00 a.m. to 10:00 p.m. Monday through Saturday. Access to the site is one -way, and will be from the southernmost portion of the lot along Santiago Street with an exit on the northwest edge of the lot on Washington Avenue, The intersection of Santiago and Washington gives way to Penn Street to the north which provides freeway access. The lot will be enclosed with an eight -foot tall block wall and wrought -Iron fence. Existing landscape is in good condition and is irrigated. It will be maintained, and additional landscape will be added along the area facing Washington Avenue. Ten -foot wide landscape buffer strips are required along both Santiago Street and Washington Avenue. The applicant proposes landscape buffer areas measuring 12 feet wide along Santiago Street and 10 feet wide along Washington Avenue, after a five -foot dedication, which meets the code requirements. Architectural design features are quasi - Craftsman in design, and include a tower element at the front of the building with heavy wooden knee braces supporting this roof component and topped with metal roof material. Exterior materials include various types of split face and fluted split face concrete block and metal awnings to provide visual interest. The upper story will have contrasting stringcourse block colors and a pronounced cornice line. Several window openings will face Santiago Avenue to prevent a long, blank facade (Exhibit 7). 31A-4 CUP No. 2016 -18 July 11, 2016 Page 3 The project was reviewed and approved by the Environmental and Transportation Advisory Committee due to the necessary removal of street trees. Certified Transportation also owns and operates property located at 1038 North Custer Street. The property is located between Custer and Santiago Streets, and is adjacent to single family residences of the Logan neighborhood to the east. The Custer Street property is currently operating a legal nonconforming use office and maintenance location for Certified Transportation's fleet of vehicles. Residents of the Logan neighborhood have expressed concerns regarding the existing noise levels and late night operation. On Wednesday, June 29, 2016, staff met with members of the Logan neighborhood and the Certified Transportation development team. Two members of the Logan neighborhood and four representatives from Certified Transportation were in attendance. As a result of the meeting, the application agreed to restrict hours of operation on the Custer site to 6 :00 a.m, to 8;00 p.m. and will no longer be handling repairs and maintenance as that function will be relegated to the Washington Street site. Additionally, the applicant also agreed to relocate tour buses to the Washington Street location as tour buses tend to be responsible for late night returns. Only school buses that operate during the revised business hours, will be stored on the Custer property. The applicant has agreed to construct a decorative eight -foot block wall on the Custer site to minimize noise to neighboring properties. Staff has added conditions of approval to ensure the neighborhood's concerns are addressed. General Plan and Zoning Consistence The General Plan land use designation for the site is Urban Neighborhood (UN). The Urban Neighborhood designation is applied primarily to areas with residential land uses; however, the zoning for the site is Transit Zoning Code /Specific Development No. 84 (SD -84) with an industrial overlay which allows industrial land uses to expand until such time the owner chooses to apply the new zones identified in the Transit Zoning Code. The project is consistent with the General Plan and Zoning for the site. Proiect Analysis Conditional use permit requests are governed by Section 41 -638 of the SAMC. Conditional use pem7it requests may be granted when it can be shown'that the following can be established: That the proposed use will provide a service or facility which will contribute to the general well -being of the neighborhood or community. That the proposed use will not, under the circumstances of the particular case, be detrimental to the health, safety, or general welfare of persons residing or working In the vicinity. 31A-5 CUP No. 2016 -18 July 11, 2016 Page 4 That the proposed use will not adversely affect the present economic stability or future economic development of properties surrounding the area. That the proposed use will comply with the regulations and conditions specified in Chapter 41 for such use. That the proposed use will not adversely affect the General Plan of the City or any specific plan applicable to the area of the proposed use. If these findings can be made, then it is appropriate to grant the conditional use permit. Conversely, the inability to make these findings would result in a denial. Using this information staff has prepared the following analysis, which, in turn forms the basis for the recommendation contained in this report. In analyzing the conditional use permit requests, staff believes that the following findings of fact warrant approval of the conditional use permits. Certified Transportation Services is requesting approval of a CUP to allow expansion of a bus terminal on a lot governed by the M1 zone. The applicant has been in operation for over 20 years, and the new building will be an asset to the community. The proposed bus terminal expansion will contribute to the well -being of the neighborhood by acting as a transitional and buffering use between heavy industrial land uses and potential new residential land uses allowed by zoning. The proposed expansion of a bus terminal will not be detrimental to persons residing or working in the vicinity as conditions have been placed upon the land use that will mitigate any potential negative or adverse impacts that could be created by the use. Operating hours are limited to 6:00 a.m. to 10:00 p.m. and all automobile repair work must bewithin the enclosed structure. The proposed use will not adversely affect the economic stability of the area, but will instead spur new development and encourage nearby sites to improve. The expansion of a local business affects the economic stability of an area in a positive way. As conditioned, the proposed project will be in compliance with all applicable regulations and conditions imposed on bus terminals pursuant to Chapter 41 of the Santa Ana Municipal Code. The facility will operate within the noise standards set by SAMC Section 18 -312 and will not interfere with any future potential residential development in this zone. The proposed use will not adversely affect the General Plan. The granting of this conditional use permit supports several policies contained in the General Plan. Policy 2.2 of the Land Use Element encourages land uses that accommodate the City's needs for goods and 31A-6 CUP No. 2016 -18 July 11, 2016 Page 5 services and promotes future development and economic stability. Expansion of this facility promotes Policy 2.8 of the Land Use Element by encouraging the rehabilitation and use of nearby properties, and encourages increased levels of capital investment. The proposed building located at 628 East Washington Avenue represents strong capital investment in the area. The construction of a new industrial building use further supports the viability of the local industrial properties. Policy 4.3 of the Land Use Element encourages support of land uses which provide community and regional economic and service benefits. Expansion of the bus terminal encourages economic growth and investment in the area governed by the Transit Zoning Code. Public Notification The project site is located within the boundaries of the Logan Neighborhood Association. Staff contacted the leaders of the Logan Neighborhood Association to ensure they were notified of this project and to identify any additional areas of concern. The project site was posted with a notice advertising this public hearing, a notice was published in the Orange County Reporter and mailed notices were sent to all property owners and tenants within 500 feet of the project site. At the time of this printing, no correspondence, either written or electronic, had been received from any members of the public. Cd_C�_7S, •tfTitT In accordance with the California Environmental Quality Act the recommended action is exempt for further review per Section 15303(c) as the project is less than 10,000 square feet on a site zoned for such use and not involving the use of significant amounts of hazardous substances and where all necessary public services and facilities are available and the surrounding area and is not environmentally sensitive. Categorical Exemption Environmental Review No. 2016 -50 will be filed for this project. Strategic Plan Alignment Approval of this item supports the City's efforts to meet Goal No. 3 Economic Development, Objective No. 2 (create new opportunities for business /job growth and encourage private development through new General Plan and Zoning Ordinance policies). 31A-7 CUP No. 2016 -18 July 11, 2016 Page 6 Conclusion Based on the analysis provided within this report, staff recommends that the Planning Commission approve Conditional Use Permit No. 2016 -18 as conditioned. Nally Sob eske Associat Planner HS:jm hOCertified Transportaion /CUP2018- 18.071118.pc Attachments: Exhibit 1 —Vicinity Map Exhibit 2 — Location Map Exhibit 3 — Site Photo (Vacant Parcel 1) Exhibit 4 — Site Photo (Corner landscape) Exhibit 5 — Site Photo (Entry) Exhibit 6 — Site Plan Exhibit 7 — Elevations 31A-8 ` SEVENTEENTH J I I ST. CS 9_Q SP 51' Sr Rt N N 0.3 P3 Cz T3HHHE D N al nl SP3 .x .wi �� g`I �' M2 Fjrfi.F NI 1n.J I 5P3,' Al C 10 Rp g, o x hz ; az SP-3 �I � T .xx' -nu Mt n - ❑ �' d UNI H T V T R3 SP-J � s3 b � WRl 1,. vn .� TV . P. WP SP.3 i sr El U 0� TV w. L 0911 A ��,av TV ° 1Y N urvF wd- N1t � k ZL GCp �µtx P sK UN2 mxrmnnm a�a � UC w m irvf or al or unz fMF Uxz UC n uc i 0 '.UC ,ue UN2 I Eli] �❑ unz N DT DT VfIF Vf1F UNF t UNi 4NY VI4l « N F vUT.r....ryDT Lp Uc0 3 UNI ¢ Uld] UN2 U1n t� DT UNl UN UNi N� U42 N2 UV2 , u I�L uc@ uc i CDR lUR UNt :UN2 ut" i uNx Lam w roR em 1 r°!r-1 nn r—i !°—t r°I i ® ®1 r---1 (--l7 (— FIRST ST, Al Or@BMALArRCULtUML1 CR W.MMSUALRuCSdAAL m 9NC-LEFAMILYRBOBJRAL -D 4AMIAGM001RrATION QC CU&NMURCENTEi m TAJOAMILYIMI)ENCE GSA CWMEMALS71fid MAIN MI LOWINDUSMAL m MUmT OWSIYMULTI%,E IN COMMUNIWCOMMUnAL M2 HEAWINDUSIRAL FAMILYRMWCE CI -MD COMM, COMMEMAUMLISIUM USTRI f MO MIUTAfNOFFPWnQNS Rt 912URJANAFARIMENf CJ- CEd ALOOMMCWAL O OPEN ST \R £C t DBJDALOTATE CI CINTRiL.0U9Nffis P FR E SONAL 5D smncoRe mw aA CWTML0U9NMAftASTVIJAGE KD H NEDCXMdMUNITY0EVEL0MSJ' 9' SMMPAN G RANNFDS40MNO W ER FM KANNED �M IALOS CFMGNT 05 ARTERALCDMMUCAL CUP 2016 -18 A CERTIFIED TRANSPORTATION EXPANSION 628 EAST WASHINGTON AVENUE --- = 500 FEET 1" =1000 FEET P L A N N I N G A N D 6 U I L U 1 N G A G E N C Y _ _ EXHIBIT1 V IqITA _� CUP 2016 -18 CERTIFIED TRANSPORTATION EXPANSION 628 EASTWASHINGTON AVENUE_ P L A N N I N G A N D B U I L D I N G A G E N C Y LAND USE MAP EXHIBIT 2 31A -10 EXHIBIT 3 31A-1 1 r ` ff�y 51� ti,gip . q M1 N Y '91 tt Y b b f4Y M1 R s "�' ♦ � Ys x F+3F �� Y h i �'� 33.`4' V.4 .i ... ♦ r 64..� u . .. ,rad'A f i e� k f r{F �, t "v �i: Yr� t s e� ? Vw yi I'll -if Nunn J25519A a e 9 Ee9r� 68r •8U3 .1J31QYd J I ,- [ ] SHOW pp �ppgggi Frir!. �q:�QR S� aflxfl! gg9�r.ca t� HS 7.11,18 RESOLUTION NO. 2016 -XX A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF SANTA ANA APPROVING CONDITIONAL USE PERMIT NO. 2016 -18, AS CONDITIONED, TO ALLOW THE EXPANSION OF AN EXISTING BUS TERMINAL AT 628 EAST WASHINGTON AVENUE BE IT RESOLVED BY THE PLANNING COMMISSION OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The Planning Commission of the City of Santa Ana hereby finds, determines and declares as follows: A. Applicant is requesting approval of Conditional Use Permit No. 2016 -18 to allow expansion of a bus terminal located at 628 East Washington Avenue. B, Santa Ana Municipal Code Section 41- 472,5(i) requires approval of a conditional use permit for bus terminals in the M1 zone. C. On June 13, 2016, the Planning Commission held a duly noticed public hearing on Conditional Use Permit No. 2016 -18. On June 13, 2016 the Planning Commission continued the item to the July 11, 2016 meeting. D. The Planning Commission of the City of Santa Ana determines that the following findings, which must be established in order to grant this Conditional Use Permit pursuant to Santa Ana Municipal Code (SAMC) Section 41- 472.5(i), have been established for Conditional Use Permit No. 2016 -18 to allow a bus terminal operation: 1. That the proposed use will provide a service or facility which will contribute to the general well being of the neighborhood or community. The proposed bus terminal expansion will contribute to the well -being of the neighborhood by acting as transitional and buffering use between heavy industrial land uses and potential new residential land uses allowed by zoning, 2. That the proposed use will not, under the circumstances of the particular case, be detrimental to the health, safety, or general welfare of persons residing or working in the vicinity. The proposed expansion of a bus terminal will not be detrimental to persons residing or working in the vicinity because conditions have been placed upon the land use that Resolution No. 2010 -xx Page 1 of 4 31A -16 HS 7.11.16 will mitigate any potential negative or adverse impacts that could be created by the use. That the proposed use will not adversely affect the present economic stability or future economic development of properties surrounding the area. The proposed use will not adversely affect the economic stability of the area, but will instead spur new development and encourage nearby sites to improve. The expansion of a local business affects the economic stability of an area in a positive way. 4. That the proposed use will comply with the regulations and conditions specified in Chapter 41 for such use. As conditioned, the proposed project will be in compliance with all applicable regulations and conditions imposed on bus terminals pursuant to Chapter 41 of the Santa Ana Municipal Code. The facility will operate within the noise standards set by SAMC Section 18 -312 and will not interfere with any future potential residential development in this zone. 5. That the proposed use will not adversely affect the General Plan of the city or any specific plan applicable to the area of the proposed use. The construction of a new industrial building use further supports the viability of the local industrial properties. Policy 4.3 of the Land Use Element encourages support of land uses which provide community and regional economic and service benefits. Expansion of the bus terminal encourages economic growth and investment in the area governed by the Transit Zoning Code. Section 2. In accordance with the California Environmental Quality Act the recommended action is exempt for further review per Section 15303(c) as the project is less than 10,000 square feet on a site zoned for such use and not Involving the use of significant amounts of hazardous substances and where all necessary public services and facilities are available and the surrounding area and is not environmentally sensitive. Categorical Exemption Environmental Review No. 2016 -50 will be filed for this project. Section 3. The applicant agrees to indemnify, hold harmless, and defend the City of Santa Ana, its officials, officers, agents, and employees, from any and all liability, claims, actions or proceedings that may be brought arising out of its approval of this Resolution No. 2016 -xx Page 2 of 4 31A -17 HS 7.11.16 project, and any approvals associated with the project, including, without limitation, any environmental review or approval, except to the extent caused by the sole negligence of the City of Santa Ana. Section 4. The Planning Commission of the City of Santa Ana after conducting the public hearing hereby approves Conditional Use Permit No. 2016 -18, as conditioned as set forth in Exhibit A attached hereto and incorporated herein by reference, for the property located at 628 East Washington Avenue. This decision is based upon the evidence submitted at the abovesaid hearing, which includes, but is riot limited to: the Request for Planning Commission Action dated June 13, 2016 and exhibits attached thereto; the Request for Planning Commission Action dated July 11, 2016 and exhibits attached thereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. ADOPTED this 11th day of July, 2016. AYES: Commissioners: NOES: Commissioners: ABSENT: Commissioners: ABSTENTIONS: Commissioners: James Gartner Chairperson APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: Lisa Storck Assistant City Attorney CERTIFICATE OF ATTESTATION AND ORIGINALITY I, ROSA BARELA, Acting Recording Secretary, do hereby attest to and certify the attached Resolution No. 2016 -xx to be the original resolution adopted by the Planning Commission of the City of Santa Ana on July 11, 2016. Date: Acting Recording Secretary City of Santa Ana 31A -18 Resolution No, 2016 -xx Page 3 of 4 HS 7.11.16 CR011,11111 Conditions of Approval Conditional Use Permit No. 2016 -18 is approved subject to compliance, to the reasonable satisfaction of the Planning Manager, with all applicable sections of the Santa Ana Municipal Code, the California Administrative Code, the California Building Standards Code and all other applicable regulations. The applicant must remain in compliance with all conditions listed below throughout the life of the conditional use permit. Failure to comply with each and every condition may result in the revocation of the conditional use permit. 1. Hours of operation are limited to 6:00 a.m, to 10:00 p.m. on the Washington Street site. 2. All tour bus activity will be relocated from the Custer Street site to the Washington Street site. 3. The site shall be surrounded by an eight -foot decorative block wall and wrought iron gates, 4. A 24 -hour call center number shall be implemented for residents to raise concerns and report problems at the two Certified Transportation sites, and shall be posted on all Certified Transportation sites. 5. Vehicles are not to be left idling for more than five minutes per California Code of Regulations, Section 2485. 6. Landscape will be maintained in good condition and include a timed irrigation system. Resolution No. 2016 -xx Page 4 of 4 31A -19 31A-20 Operational Plan for 1038 North Custer Street Certified Transportation CUP No. 2016 -18 — Expansion of Existing Bus Terminal 628 East Washington Avenue August 2, 2016 1) Hours of light maintenance shall be from 6:00 am to 8:00 pm, Monday through Saturday. Light maintenance shall consist of bus servicing and minor repair of buses, including replacement of belts, hoses, batteries, tires, shock absorbers, oil and air filters, chassis lubrication, air conditioning servicing, replacement of brake pads, seat repairs, wiper blade repairs, window /class repairs, electrical repairs, and washing. 2) Per M1 (Light Industrial) District operational standards, in the City of Santa Ana Municipal Code (SAMC), any activity permitted in this district shall be conducted in such a manner as not to have a detrimental effect on permitted adjacent uses by reason of refuse matter, noise, light, vibration or lack of proper maintenance of grounds or buildings. L;0111111 :111 d 31A-21 31A-22 CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: CONDITIONAL USE PERMIT NO. 2016 -19 TO ALLOW THE SALE OF ALCOHOLIC BEVERAGES FOR ON- PREMISE CONSUMPTION AT BRASH ROTISSERIE LOCATED AT 3940 SOUTH BRISTOL STREET, UNIT 111 - STEPHEN HALL, APPLICANT {STRATEGIC PLAN NO. 3,2) CITY MANAGE 1.1 *U9 r'ilM4- Ma7N�7T+�IIfC +7�l CLERK OF COUNCIL USE ONLY: :••:• r ❑ As Recommended ❑ As Amended ❑ Ordinance on 1a' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Receive and file the staff report approving Conditional Use Permit No. 2016 -19. PLANNING COMMISSION ACTION At its regular meeting on July 11, 2016, by a vote of 5:0 (Verino absent), the Planning Commission adopted a resolution approving Conditional Use Permit No. 2016 -19 which approved the sale of alcoholic beverages for on- premise consumption at Brasa Rotisserie restaurant located at 3940 South Bristol Street, Unit 111 located in the Commercial Residential (CR) zoning district. The Planning Commission made no changes to the recommended approval of the project (Exhibit A). Stephen Hall, representing Brasa Rotisserie restaurant, requested approval of a conditional use permit (CUP) to allow the on- premise consumption of beer and wine to patrons of the new restaurant. Pursuant to Section 41 -196 of the SAMC, restaurants that wish to sell alcohol to patrons require approval of a CUP; however, the use of the property as a restaurant is permitted by right. The restaurant will be a full service, sit -down eating establishment that is 1,912 square feet in size and will hold approximately 40 seats. The on- premise sale of alcoholic beverages to customers is intended to provide a service ancillary to the primary restaurant use. The hours of operation for the restaurant will be from 11:00 a.m. to 9:00 p.m. Monday through Thursday and 11:00 a.m. to 10:00 p.m. Friday through Sunday. Alcohol storage and display areas, located near and inside of the kitchen, will consist of less than five percent of the floor area. Full -sized site plans are available for public viewing in the Clerk of the Council Office. 31 B -1 Conditional Use Permit No. 2016 -19 — Brasa Rotisserie Sale of Alcoholic Beverages 3940 South Bristol Street, Unit 111 August 2, 2016 Page 2 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #3 - Economic Development, Objectives #2 (create new opportunities for business /job growth and encourage private development through new General Plan and Zoning Ordinance policies). FISCAL IMPACT There is no fiscal impact associated with this action. 111-lassan Hag ni, AI Executive Director Planning & Building Agency JA: rb S:Jaguilar \Projects \3940 S Bristol St \CUP16 -19 3940 S Bristol St.cc Exhibit: A. Planning Commission Staff Report 31 B -2 REQUEST FOR. Planning Commission Action PLANNING., COMMISSION MEETING DATE: JULY 11, 2096 TITLE: PUBLIC HEARING — FILED BY STEPHEN HALL FOR CONDITIONAL USE PERMIT NO. 2016 -19 TO ALLOW THE SALE OF ALCOHOLIC BEVERAGES FOR ON- PREMISE CONSUMPTION AT BRASA ROTISSERIE LOCATED AT 3940 SOUTH BRISTOL STREET, UNIT 111 (STRATEGIC PLAN NO, 3, 2) Prepared by Jessica AAA�C Uilar Ixecutive Director PLANNING COMMISSION SECRETARY APPROVED • As Recommended • As Amended • Set Public Hearing For DENIED • Applicant's Request • Staff Recommendation CONTINUED TO C 4> '✓�C G Planning Manager RECOMMENDED ACTION Adopt a resolution approving Conditional Use Permit No. 2015 -19. Reauest of Applicant Stephen Hall, representing Brasa Rotisserie restaurant, is requesting approval of a conditional use permit (CUP) to allow the on- premise sale of alcoholic beverages at a full- service eating establishment located at 3940 South Bristol Street, Unit 111. Establishments that sell alcoholic beverages require approval of a CUP pursuant to Section 41 -195 of the Santa Ana Municipal Code (SAMC). Project Location and Site Description Brasa Rotisserie restaurant is currently in the process of occupying a tenant space within an existing 17.17 -acre, multi - tenant commercial center that is located on the northwest corner of Sunflower Avenue and Bristol Street. The site is a community shopping center that contains eating establishments, retail stores, service uses, and offices. Major tenants in this center include; Ross, Bed, Bath and Beyond, and Red Robin Gourmet Burgers and Brews. There are two two -story buildings located on the southeastern corner of the center that contain commercial businesses. Brasa Rotisserie restaurant will be located in a ground -floor tenant space in this area. The General Plan land use designation for the site is District Center (DC), which allows a mixture of land uses within major activity areas in the City. District Centers are designed to serve as anchors to the City's commercial corridors, and include a mixture of office, commercial and residential uses. The project is consistent with this General Plan land use designation. The site is located within the Commercial Residential (C -R) zoning district. The C -R zoning district allows for commercial and residential land uses, making the proposed use consistent with the zoning designation. Surrounding land uses include retail and commercial uses to the north, east and west, and retail uses to the south, across Sunflower Avenue, in the City of Costa Mesa (Exhibits 1, 2, 3 and 4). EXHIBIT A 31 B -3 CUP No. 2016 -19 July 11, 2016 Page 2 Pra ect Description Brasa Rotisserie restaurant is requesting approval of a CUP to allow the on- premise sale of beer and wine to patrons of the restaurant. Pursuant to Section 41 -196 of the SAMC, restaurants that wish to sell alcohol to patrons require approval of a CUP; however, the use of the property as a restaurant is permitted by right. The restaurant will be a full service, sit -down eating establishment that is 1,912 - square feet in size and will hold approximately 40 seats. The on- premise sale of alcoholic beverages to customers is intended to provide a service ancillary to the primary restaurant use. The hours of operation for the restaurant will be from 11:00 a.m. to 9:00 p.m, Monday through Thursday and 11:00 a.m. to 10:00 p.m. Friday through Sunday. Alcohol storage and display areas, located near and inside of the kitchen, will consist of less than five percent of the floor area (Exhibit 5). =7 The subject multi- tenant commercial center contains multiple neighborhood- serving businesses. Brasa Rotisserie restaurant is a new fast - casual restaurant that will provide Peruvian -style rotisserie chicken. The Brasa Rotisserie restaurant business owner has been operating another restaurant since February 2013 in the adjacent building within the subject multi - tenant commercial center, Inka Mama's restaurant, which is located at 3030 South Bristol Street, Unit 107. Inka Mama's restaurant is a full- service restaurant that provides alcoholic beverages to customers as a service ancillary to the primary restaurant use. In April 2016, Brasa Rotisserie restaurant submitted their Certificate of Occupancy application for new tenancy of their current location. Brasa Rotisserie restaurant will occupy an existing tenant space that has been occupied by previous office and commercial uses. In May 2016, Brasa Rotisserie restaurant submitted tenant improvement plans for the vacant space. Brasa Rotisserie restaurant intends to begin operating in mid - September. Prior to this request, no discretionary permits have been requested or granted at this location. Protect Analysis Conditional use permit requests are governed by Section 41 -638 of the SAMC_ Conditional use permit requests may be granted when it can be shown that the proposed project will not adversely impact the community. If these findings can be made, then it is appropriate to grant the conditional use permit. Conversely, the inability to make these findings would result in a denial. Using this information staff has prepared the following analysis, which, in turn forms the basis for the recommendation contained in this report. 31 B -4 CUP No. 2016 -19 July 11, 2016 Page 3 The on- premise sale of alcoholic beverages to customers is intended to provide a service ancillary to the primary restaurant use. This will thereby benefit the community by providing a restaurant with an additional and complementary food - related amenity. The granting of the CUP for this space will allow the restaurant to function within this neighborhood as a family -owned eating establishment. Moreover, the proposed license will not adversely affect the General Plan. The granting of this conditional use permit supports several policies contained in the General Plan. Policy 2.2 of the Land Use Element encourages land uses that accommodate the City's needs for goods and services. Providing a variety of full- service restaurants that feature alcoholic beverages on their menus offers additional dining options for Santa Ana residents and visitors. Brasa Rotisserie restaurant's tenancy will contribute to the maintenance and viability of the commercial development in which it is located, Further, Policy 2.9 of the Land Use Element supports developments that create a business environment that is safe and attractive. Operational standards for the proposed ABC license will maintain a safe and attractive environment in the neighborhood. Finally, Policy 5.5 of the Land Use Element encourages development that is compatible with and supporting of surrounding land uses. The restaurant is located in a commercial area and its operations will be compatible with the surrounding commercial businesses (Exhibit 6). Police Department Analysis The Police Department reviews conditional use permit applications for the sale and service of alcoholic beverages in order to ensure that the potential crime and nuisance behaviors associated with such uses are mitigated to the greatest extent possible. For on -sale licenses, the Police Department compares crime in the project area to crime citywide. Crime data is collected by reporting district. When a project is located in a reporting district with more than 20 percent of the average crime rate citywide, the Police Department will consider this information in making its recommendation. The project at 3940 South Bristol Street is located in Reporting District No. 131, Reporting District No. 131 ranks 54 out of 102 reporting districts in the number of police related calls for service. This reporting district is below the average for criminal activity threshold established by the State for high crime. The Police Department contends that the operational standards applicable to on- premise ABC licenses will mitigate any potential negative impacts to the surrounding community. Public Notification The project is not located within the boundaries of a Santa Ana neighborhood, but is in close proximity to the South Coast Neighborhood. Staff contacted the president of the South Coast Neighborhood Association to ensure that the neighborhood was notified of this project and 31 B -5 CUP No. 2016 -19 July 11, 2016 Page 4 to identify any areas of concern. The project site was also posted with a notice advertising this public hearing, a notice was published in the Orange County Reporter, and mailed notices were sent to all property owners and tenants within 500 feet of the project. site. At the time of this printing, no correspondence, either written or electronic, had been received. CEQA Compliance In accordance with the California Environmental Quality Act (CEQA) the recommended action is exempt from CEQA per Section 15061(b)(3) because there is a certainty that the activity in question will not have a significant effect on the environment. General Rule Exemption Environmental Review No. 2016 -64 will be filed for this project. This exemption applies to projects where it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment. The project proposes to allow the on- premise sale of alcoholic beverages at an existing structure. No expansion of square footage or modification to the exterior of the building is proposed as part of this project. Strategic Plan Alignment Approval of this item supports the City's efforts to meet Goal No. 3 Economic Development, Objectives No. 2 (create new opportunities for business /job growth and encourage private development through new General Plan and Zoning Ordinance policies). Conclusion Based on the analysis provided within this report, staff recommends that the Planning Commission approve Conditional Use Permit No. 2016 -19 QJessica Agul r Planning Technician JA:jm S;Ja9ui1aAPtojeats43940 S Bristol St\CUP16 -19 3940 S &iatol St.po Attachments: Exhibit 1 — Vicinity Map Exhibit 2 — Land Use Map Exhibit 3 — Site Photos Exhibit 4 — Site Plan Exhibit 5 — Floor Plan Exhibit 6 — Operational Standards for On -Sale Establishments MEW Al GENWALAGR XTURAL G3M SCUN MAIN SRE500MEFOALDISR7 io F NN®IDEVEOFMW -0 MRQNGMOOIRCAnON -F RLORAFEAMTIO f PLANNEOFaM IALDEE-OWEJT Cl COMMLNNITYMMMERUAL GC GWCSdJM104TGNRR M 3NGIEFAMILYFW0MX C7.MD WMMWFYCOMMEWL -MUSELM DI5 U Ml LIGKINDUSTRAL R! TVO FAMILYRENDENM C2 MWALMMMMAL M2 HMWINDWRAL M MULTIPLE FAMILY R DE4M 0 CENML0A9NESS MO MIUttuWOPWAMONS M W0JFPANAAMMNT C A CAJTMLRANSSARIISIS 'Al-LACE 0 OPEN SACS FE SE, ODMALWIATE G UNMEDS10PRNGCENTS AZ ONBIAYZONE SID SIMSCDWROFMINT C5 ARIFTOALCOMMMAL P PRJRSONAL SP MF1CIPAN M COMMMAL1 DF3JTIAL PCD PAMNm 00MMUNIT'WALOPNPIT CUP 2016-19 BRASH ROTISSERIE 3940 SOUTH BRISTOL STREET, UNIT 111 — — =50D FEET .1 1000 FEkT P L A N N I N G A N D B U I L 0 1 N G A G E N C Y \AdNIN MAP B(HIST I 31 B -7 CUP 2016 -19 BRASA ROTISSERIE 3940 SOUTH BRISTOL STREET, UNIT I I l P L A N N I N G A N D B U I L D I N G A G E N C Y_ LAND USE MAP EXHIBIT 2 31 B -8 e IE3M MR Tr7- F—al lditid [4 j� rm tfl 14 fl14l P#41! 1j] ",l i I I 7717 rf, 'v CUP 2016.19 BRASA ROTISSERIE 3940 SOUTH BRISTOL STREET, UNIT 111 SITE PLAN EXHIBIT 4 31 B -10 s Aso I � ut IMM WE 7 -- 711 �' - --T is- X EE Z-0 i N I 11 loJ'. WIC STORAGE I I DISPLAY CUP 2016 -19 BRASH ROTISSERIE 3940 SOUTH BRISTOL STREET, UNIT 111 FLOOR PLAN EXHIBIT 5 31 B -11 zx d k Sec. 41 -196. Establishments selling alcoholic beverages. Operational standards for on -sale establishments. The following operational standards shall be included as informational conditions in the conditions of approval for the conditional use permit required pursuant to Section 41 -196 1. The premises shall at all times be maintained as a bona -fide eating establishment as defined in Section 23038 of the California Business and Professions code and shall provide a menu containing an assortment of foods normally offered. The premises must have suitable kitchen facilities and supply an assortment of foods commonly ordered at various hours of the day. Full and complete meals must be served whenever the privileges of the on -sale license are being exercised. 2. There shall be no fixed bar or lounge area upon the premises maintained for the sole purpose of sales, service or consumption of alcoholic beverages directly to patrons. A fixed bar or lounge may be permitted if patrons may order food being offered to the general patrons of the eating establishment. 3. The sales, service, and consumption of alcoholic beverages shall be permitted only between the hours of 8:00 a.m. and 12:00 a.m. unless otherwise amended by the granting of a conditional use permit for after-hours operations pursuant to Santa Ana Municipal Code Chapter 41, 4. It shall be the applicant's responsibility to ensure that no alcoholic beverages are consumed on any property adjacent to the licensed premises under the control of the applicant, with the exception of any enclosed patio areas. 5. The applicant or an employee of the licensee must be present to monitor all areas of the establishment, including outdoor patios, during all times that alcoholic beverages are being served or consumed. 6. All employees serving alcoholic beverages must complete Responsible Beverage Service Training, or an equivalent approved by the State Department of Alcoholic Beverage Control, prior to being able to serve alcoholic beverages to patrons. Evidence of the completion of such training must be maintained on the premises and available for inspection upon request by the City. 7. During those times when patrons are restricted to 21 years of age or older, the applicant shall at all times utilize an age verification means or device for all purchases of alcoholic beverages. Such verification of age is not intended to discriminate against patrons based on race, ethnicity or legal status, but only to comply with state law restricting the sale of alcohol to those 21 and older. 8. Queuing lines shall be managed in an orderly manner and all disruptive and /or intoxicated patrons shall be denied entry. The business owner, or his designee, shall be responsible for monitoring the queuing lines at all times. EXHIBIT 6 1 of 4 31 B -12 9. The outdoor queuing line shall not block public walkways or obstruct the entry or exit doors of adjacent businesses. Stanchions or barriers must be used to maintain order at all times the queue exceeds 25 patrons. All stanchions or barriers located on public property must be approved by the Public Works Agency, 10. Employees and contract security personnel shall not consume any alcoholic beverages during their work shift, except for product sampling for purposes of employee education about new products. Under no circumstances may contract security personnel consume alcoholic beverages during their work shift. 11. There shall be no exterior advertising of any kind or type, including window signs or other signs visible from outside, that promote or indicate the availability of alcoholic beverages on the premises. Interior displays of alcoholic beverages or signs, which are clearly visible to the exterior, shall constitute a violation of this condition. Permissible window displays must be kept to a minimum for maximum visibility and shall not exceed 25 percent of window coverage. Floor displays shall not exceed three feet in height. 12. There shall be no promotions encouraging intoxication or drinking contests or advertisements indicating "buy one drink, get one free ", "two for the price of one ", or "all you can drink for..." or similar language. 13. Any pool tables, amusement machines or video games maintained on the premises at any time must be reviewed and approved in a security plan submitted to the Chief of Police. 14. Live Entertainment, including but not limited to, amplified music, karaoke, performers and dancing, shall be subject to the issuance of an entertainment permit pursuant to Santa Ana Municipal Code ( "5AMC ") Chapter 11 — Entertainment, and shall comply with all of the standards contained therein. Notwithstanding this requirement, music /noise shall not be audible beyond 20 feet from the exterior of the premises in any direction. 15. Neither the applicant, nor any person or entity operating the premises with the permission of the applicant, shall violate the City's adult entertainment ordinance contained in SAMC Section 12 -1 and 12 -2. 16. The premises shall not be operated as an adult entertainment business as such term is defined in 5AMC Section 41- 1701.6. 17. The applicant(s) shall be responsible for maintaining free of litter the area adjacent to the premises under the control of the licensee. 18. There shall be no public telephones located on the exterior of the premises. All interior pay phones must be designed to allow outgoing calls only. 2of4 31 B -13 19. Any graffiti painted or marked upon the premises or on any adjacent area under the control of the licensee(s) shall be removed or painted within 24 hours of being applied. 20. Existing bona fide eating establishment and required parking must conform to the provisions of Chapter 8, Article II, Division 3 of the Santa Ana Municipal Code (Building Security Ordinance). These code conditions will require that the existing project lighting, door /window locking devices and addressing be upgraded to current code standards. Lighting standards cannot be located in required landscape planters. Prior to issuance of Letter, of Approval to the Alcohol Beverage Control Board, this condition must be complied with. 21. A timed - access cash controller or drop safe must be installed. 22, Install a silent armed robbery alarm. 23. The owner or manager of the licensed premises shall maintain on the premises a written security policy and procedures manual that has been approved by the Police Department, addressing at a minimum the following items: Procedures for handling obviously intoxicated persons. b. The method for establishing a reasonable ratio of employees to patrons, based upon activity level, in order to ensure adequate staffing levels to monitor beverage sales and patron behavior. C. Procedures for handling patrons involved in fighting, arguing or loitering about the building, and /or in the immediate adjacent area that is owned, leased, rented or used under agreement by the Licensee(s). d, Procedures for verifying the age of patrons for purposes of alcohol sales. e, Procedures for ensuring that servers monitor patrons to ensure that their drinking limitJpotential intoxication is not exceeded. This procedure should include a description of the procedure the server would use to warn, or refuse to serve, the patron. Procedures for calling the police regarding observed or reported criminal activity. g. Procedures for management of queuing lines. h. The location and description of any video games proposed to be on the premises. 3ot4 31B-14 24. The operator shall be responsible for submitting a detailed outdoor fencing and dining plan where outdoor dining is proposed as part of the business operation. If the proposed dining area or fencing is in the public right of way, the applicant must obtain all required permits and approvals from the Public Works Agency. 25. Combined alcohol storage and display areas shall not exceed five percent (5 %) of the gross floor area of the licensed establishment. 4of4 31 B -15 LS 7.11.16 RESOLUTION NO. 2016 -xx A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF SANTA ANA APPROVING CONDITIONAL USE PERMIT NO, 2016 -19 TO ALLOW ON- PREMISE SALE OF ALCOHOLIC BEVERAGES AT THE PROPERTY LOCATED AT 3940 SOUTH BRISTOL STREET, UNIT 111 BE IT RESOLVED BY THE PLANNING COMMISSION OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The Planning Commission of the City of Santa Ana hereby finds, determines and declares as follows: A. Applicant is requesting approval of Conditional Use Permit No. 2016 -19 to allow on- premise sale of alcoholic beverages at the property located at 3940 South Bristol Street, Unit 111. B. Santa Ana Municipal Code Section 41 -196 requires approval of a conditional use permit for establishments selling alcoholic beverages for either on -site or off -site consumption. C. On July 11, 2016, the Planning Commission held a duly noticed public hearing on Conditional Use Permit No. 2016 -19. D. The Planning Commission of the City of Santa Ana determines that the following findings, which must be established in order to grant this Conditional Use Permit pursuant to Santa Ana Municipal Code Section 41- 638, have been established for Conditional Use Permit No. 2016 -19 to allow for on- premise sale of alcoholic beverages: That the proposed use will provide a service or facility which will contribute to the general well -being of the neighborhood or community. The proposed Alcoholic Beverage Control (ABC) license will provide an ancillary service to the restaurant's customers by allowing them the ability to purchase alcoholic beverages with their food. This will thereby benefit the community by providing a restaurant with an additional and complementary food - related amenity. Standards are applicable to the alcoholic beverage control license which will mitigate any potential impacts created by the use and ensure that the use will not negatively affect the surrounding community. Resolution No.201Gxx Page 1 of 4 31 B -16 2. That the proposed use will not, under the circumstances of the particular case, be detrimental to the health, safety, or general welfare of persons residing or working in the vicinity. The proposed ABC license will not be detrimental to the health, safety, or general welfare of persons residing or working in the vicinity as operational standards will ensure that the use will not create any negative or adverse impacts. This is primarily a restaurant use and the addition of alcohol will be ancillary to the main use. 3. That the proposed use will not adversely affect the present economic stability or future economic development of properties surrounding the area. The project site is located within a multi - tenant commercial center and is suitable for the proposed use. The addition of alcoholic beverages on the menu at Brasa Rotisserie restaurant will increase the patronage to the restaurant and number of visitors to the development, thereby enhancing the profitability of the business and economic stability of the area. 4. That the proposed use will comply with the regulations and conditions specified in Chapter 41 for such use. The proposed alcohol license will be in compliance with all applicable regulations and operational standards found in Chapter 41 of the Santa Ana Municipal Code regarding on- premise alcohol licenses. Operational standards will ensure the project remains in compliance with all applicable codes and regulations related to alcohol sales to ensure that the use does not impact neighboring properties or create an attractive nuisance. That the proposed use will not adversely affect the General Plan of the city or any specific plan applicable to the area of the proposed use. The proposed use will not adversely affect the General Plan.. The granting of this conditional use permit supports several policies contained in the General Plan. Policy 2.2 of the Land Use Element encourages land uses that accommodate the City's needs for goods and services. Providing a variety of full- service restaurants that feature alcoholic beverages on Resolution No. 2016 -xx Page 2 of 4 31 B -17 their menus offers additional dining options for Santa Ana residents and visitors. Furthermore, Policy 2.8 of the Land Use Element promotes the rehabilitation of commercial properties, and encourages increased levels of capital investment. Brasa Rotisserie restaurant's tenancy contributes to the maintenance and viability of the commercial development in which it is located. Further, Policy 2.9 of the Land Use Element supports developments that create a business environment that is safe and attractive. Operational standards for the proposed ABC license will maintain a safe and attractive environment in the neighborhood. Finally, Policy 5.5 of the Land Use Element encourages development that is compatible with and supporting of surrounding land uses. The restaurant will be located in a commercial area and its operations will be compatible with the surrounding commercial businesses. E. In accordance with the California Environmental Quality Act, the recommended action is exempt from further review per Section 15061(b)(3), which is a general rule exemption applying to projects that have no possibility of having a significant impact on the environment. General Rule Exemption Environmental Review No. 2016 -64 will be filed for this project. Section 2. The applicant agrees to indemnify, hold harmless, and defend the City of Santa Aria, its officials, officers, agents, and employees, from any and all liability, claims, actions or proceedings that may be brought arising out of its approval of this project, and any approvals associated with the project, including, without limitation, any environmental review or approval, except to the extent caused by the sole negligence of the City of Santa Ana. Section 3. The Planning Commission of the City of Santa Ana after conducting the public hearing hereby approves Conditional Use Permit No. 2016 -19 for the project located at 3940 South Bristol Street, Unit 111. This decision is based upon the evidence submitted at the abovesaid hearing, which includes, but is not limited to: the Request for Planning Commission Action dated July 11, 2016, and exhibits attached thereto; and, the public testimony, written and oral, all of which are incorporated herein by this reference. Resolution No, 2616 -xx Page 3 of 4 31 B -18 ADOPTED this 11th day of July, 2018. AYES: Commissioners: NOES: Commissioners: ABSENT: Commissioners: ABSTENTIONS: Commissioners: James Gartner Chairperson APPROVED AS TO FORM: Sonia R. Carvaiho, City Attorney Lisa Storck Assistant City Attorney CERTIFICATE OF ATTESTATION AND ORIGINALITY I, ROSA BARELA, Acting Recording Secretary, do hereby attest to and certify the attached Resolution No. 2016 -xx to be the original resolution adopted by the Planning Commission of the City of Santa Ana on July 11, 2016. Date: Acting Recording Secretary City of Santa Ana 31 B -19 Resolution No. 2016 -xx Page 4 of 4 31 B -20 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: CONDITIONAL USE PERMIT NO. 2016 -24 TO ALLOW THE SALE OF ALCOHOLIC BEVERAGES FOR ON- PREMISE CONSUMPTION AT CLEVER LEAF LOCATED AT 3751 SOUTH HARBOR BOULEVARD, UNIT F - DARRYL KWOK, APPLICANT (STRATEGIC PLAN NO. 3,2) i _ CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1et Reading ❑ Ordinance on 2 0d Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Receive and file the staff report approving Conditional Use Permit No. 2016 -24. PLANNING COMMISSION ACTION At its regular meeting on July 11, 2016, by a vote of 5:0 (Verino absent), the Planning Commission adopted a resolution approving Conditional Use Permit No. 2016 -24 which approved an Alcoholic Beverage Control (ABC) license for on- premise consumption of alcoholic beverages with food service at Clever Leaf restaurant located at 3751 South Harbor Boulevard, Unit F in the Light Industrial (M -1) zoning district. The Planning Commission made no changes to the recommended approval of the project (Exhibit A). DISCUSSION Darryl Kwok, representing Clever Leaf restaurant, requested approval of a conditional use permit (CUP) to allow the on- premise consumption of alcoholic beverages to patrons of the new restaurant. Pursuant to Section 41 -196 of the Santa Ana Municipal Code, restaurants that wish to sell alcohol to patrons require approval of a CUP; however, the use of the property as a restaurant is permitted by right. The applicant is in the process of making tenant improvements to combine two existing units to create a new 2,779- square -foot restaurant space at the northeast corner of Harbor Boulevard and Sunflower Avenue. The restaurant will be located in an existing commercial development that is 3.39 acres in size and provides parking for 205 vehicles. The on- premise sale of alcoholic beverages to customers is intended to provide a service ancillary to the primary restaurant use. The hours of operation for the restaurant will be from 11:00 a.m. to 11:00 p.m. daily. Alcohol storage and display areas will consist of less than five percent of the floor area. Full -sized site plans are available for public viewing in the Clerk of the Council Office. 31 C -1 Conditional Use Permit No. 2016 -24 — Clever Leaf Sale of Alcoholic Beverages — 3751 South Harbor Boulevard, Unit F August 2, 2016 Page 2 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #3 - Economic Development, Objectives #2 (create new opportunities for business /job growth and encourage private development through new General Plan and Zoning Ordinance policies). FISCAL IMPACT There is no fiscal impact associated with this action. Hassan Hagkani, AJOP Executive Director Planning & Building Agency PG:rb S: \Planning \PGuerra \Projects \3751 S HARBOR \cup 16 -24 3751 S Harbor.cc.dcc Exhibit: A. Planning Commission Staff Report 31 C -2 REQUEST FOR ■• x +,r ', PLANNING COMMISSION MEETING DATE: JULY 11, 2016 TITLE: PUBLIC HEARING — FILED BY DARRYL KWOK FOR CONDITIONAL USE PERMIT NO, 2016 -24 TO ALLOW THE SALE OF ALCOHOLIC BEVERAGES FOR ON- PREMISE CONSUMPTION AT CLEVER LEAF LOCATED AT 3751 S HARBOR BOULEVARD, UNIT F {STRATEGIC PLAN NO, 3,2) Prepared by Pamela Guerra APPROVED • As Recommended • As Amended El Set Public Hearing For DENIED El Applicant's Request ❑ Staff Recommendation CONTINUED TO Exec ive Director Planning Manager RECOMMENDED ACTIONS Adopt a resolution approving Conditional Use Permit No. 2016 -24. Request of Applicant Darryl Kwok, representing Clever Leaf, is requesting approval of a conditional use permit (CUP) to allow the on- premise sale of alcoholic beverages at a full - service eating establishment to be located at 3751 South Harbor Boulevard, Unit F. Establishments that sell alcoholic beverages require approval of a CUP pursuant to Section 41 -196 of the Santa Ana Municipal Code (SAMC). Protect Location and Site Description Clever Leaf is in the process of making tenant improvements to combine two existing units to create a new restaurant space at the northeast corner of Harbor Boulevard and Sunflower Avenue. The two units were occupied by Harbor Deli and K.I.T, Wireless, and the units combined contain 2,779 square feet. The property contains approximately 29,643 square feet of leasable area across three buildings as part of an existing commercial center and is 3.39 acres in size. A total of 205 parking spaces are provided for this site.. The General Plan land use designation for the site is Industrial (IND). The Industrial designation applies to areas which are predominantly industrial in character but also include commercial uses which are ancillary to industrial uses in this district, such as eating establishments, The project is consistent with this General Plan land use designation. The site is located within the Light Industrial (M -1) zoning district. The M -1 zoning district allows for eating establishments, making the proposed use consistent with the zoning designation. Surrounding land uses include commercial uses to the north and east, commercial and industrial uses to the west across Harbor Boulevard along the Costa Mesa border, and commercial, industrial, and educational (Whittier Law School) uses to the south across Sunflower Avenue along the Costa Mesa border (Exhibits 1, 2 and 3). EXHIBIT A 31 C -3 CUP No. 2016-24 July 11, 2016 Page 2 Project Description Clever Leaf is requesting approval of a CUP to allow the on-premise sale of alcoholic beverages to patrons of the restaurant. Pursuant to SAIVIC Section 41-196, eating establishments wishing to sell alcohol to diners require approval of a CUP; however, the use of the property as an eating establishment is permitted by right. The restaurant will combine two units to create a new restaurant space formerly occupied by Harbor Deli and K.I.T. Wireless. Clever Leaf began tenant Improvements in April 2016; Alcohol storage and display areas will consist of less than five percent of the floor area (Exhibits 4 and 5). The proposed hours of operation for the restaurant are from 11:00 a.m. to 11:00 p.m. daily, Proiect Background The subject site, Harbor Promenade, is located on the southwestern border of Santa Ana and contains multiple neighborhood-serving businesses, The development was originally built between 1989 and 1990 to host retail and eating establishment uses. Currently, the development contains nineteen units across three buildings, and Clever Leaf will be combining two existing units to create a new restaurant space. A parking analysis has been conducted to confirm that the site contains adequate parking supply (Exhibit 3). Clever Leaf is a new, full-service restaurant specializing in modernized Hong Kong-style barbeque food and cuisine served in an American-style atmosphere and style of service. This is the first restaurant for mother and son team Winnie and Darryl Kwok. Winnie is the owner of the restaurant, and Darryl will serve as the chef and operations manager. The menu will focus on the use of ingredients from local farms and suppliers. The food offerings will be seasonal, making use of organic produce, hormone- and antibiotic-free meat, and seafood from sustainable Sources. The applicant is requesting approval of a CUP to allow the sale of alcoholic beverages for on-site consumption. Clever Leaf intends to provide a unique dining experience with its seasonal offerings and environmentally conscious sourcing. RroLect Anal sis y_ Conditional use permit requests are governed by Section 41-638 of the SAIVIC, Conditional use permit requests may be granted when it can be shown that the proposed project will not adversely impact the community. If these findings can be made, then it is appropriate to grant the Conditional use permit. Conversely, the inability to make these findings would result in a denial. Using this 31 C-4 CUP No. 2016 -24 July 11, 2016 Page 3 information„ staff has prepared the following analysis, which, in turn forms the basis for the recommendation contained In this report. The on- premise sale of alcoholic beverages to customers is intended to provide a service ancillary to the primary restaurant use. This will thereby benefit the community by providing a restaurant with an additional food - related amenity. The granting of the CUP for this space will allow the restaurant to serve complementary alcoholic beverages to their seasonal menu offerings and provide their guests with a full culinary experience, The proposed use will not be detrimental: to the health, safety, and welfare of the - community. The lead and management positions of the restaurant staff have previous restaurant experience and are knowledgeable regarding safety and service procedures of food, alcoholic, and nonalcoholic beverages. Additionally, all members of management and floor staff will have alcohol training and certification. The proposed ABC license will be in compliance with all other regulations, including alcohol storage and display area criteria set forth in Section 41- 196{8}(25) of the SAMC. Further, the site will be in compliance with all operational standards set forth in Section 41.196(g) of the SAME, which govern the on- premise sale of alcoholic beverages (Exhibit 6). Finally, the proposed ABC license will be consistent with several goals and policies of the General Plan, including Goals 2 and 5 of the Land Use Element, which encourages land uses that enhance the City's economic and fiscal viability, that mitigate any potential impacts, and are compatible with and supporting of surrounding land uses, Clever Leaf Is proposing to locate within an existing development that contains several other retail and eating establishments, and its operations will be compatible with the surrounding businesses. Police Department Analysls The Police Department reviews conditional use permit applications for the sale and service of alcoholic beverages in order to ensure that the potential crime and nuisance behaviors associated with such uses are mitigated to the greatest extent possible. For on -sale licenses, the Police Department compares crime in the project area to crime citywide, Crime data is collected by reporting district. When a project is located in a reporting district with more than 20 percent of the average crime rate citywide; the Police Department will consider this Information in making its recommendation. 31 C -5 CUP No. 2016-24 July 11, 2016 Page 4 The project is located in Reporting District No. 91. Reporting District No. 91 ranks 81 out of 102 reporting districts in the number of police related calls for service. This reporting district is below the average for criminal activity threshold established by the State for high crime. The Police Department contends that the operational standards and conditions of approval applicable to on- premise ABC licenses will mitigate any potential negative impacts to the surrounding community. Public Notification The project is not located within the boundaries of an established Neighborhood Association. However, the project site was posted with a notice advertising this public hearing, a notice was published in the Orange County Reporter, and mailed notices were sent to all property owners and tenants within 500 feet of the project site. At the time of this printing, no correspondence, either written or electronic, had been received. CEQA Compliance In accordance with the California Environmental Quality Act (CEQA) the recommended action is exempt from CEQA per Section 15061(b)(3). This exemption applies to projects where it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment. The project proposes to allow the on- premise sale of alcoholic beverages from an existing structure. No modification to the exterior of the building is proposed as part of this project. Strategic Plan Alignment Approval of this item . supports the City's efforts to meet Goal No. 3 Objectives No. 2 (create new opportunities for businessijob growth development through new General Plan and Zoning Ordinance policies). 31 C -6 Economic Development, and encourage private CUP No: 2016 -24 July 11, 2016 Page 5 Conclusion Based on the analysis provided within this report, staff recommends that the Planning Commission approve Conditional Use Permit No. 2016 -24. Guerra g Technician PG:jm 5: \Planning \PGuermlProjeots\3751 5 HARBOR1cup 16- 243751 3 Warbondpc Attachments: Exhibit 1 — Vicinity Map Exhibit 2 — Location Map Exhibit 3— Site Photo Exhibit 4— Site Plan Exhibit 5 — Floor Plan Exhibit 6 — Operational Standards for On -Sale Establishments 31 C -7 AT GENERALAGRMULTURAL} C0 COMMERCIAL RESIDENTIAL HT 51NGLEFAMLY RESIDENTIAL -R PARKING MODIFICATION GC GOVEHNMENTGENIER N: TWO FAMILY RESIDENCE CSM COMMERCIAL 50M MAIN Ml LIGHTINOUSTRIAL 93 MULTIPLE DENSITY MULTIPLE CI COMMUNITY COMMERCIAL MT HEAVY INDUSTRIAL FAMILY RESIDENCE CYMD COMM COMMERCIA-tMUSEUM DISTRICT MO MILITARY OPERATIONS IN SURURSANAPARTMENT5 Q GENERAL COMMERCIAL 0 OPEN SPACE RE RPSIDEPTNACESTATE C3 CENTRAL BUSINESS A PROFESSIONAL 50 SPECIFIC DEVELOPMENT C3 -A CENTRAL BUSINESS-ARTIfl'NLLAGE PCD PLANNED COMMUNITY DEVELOPMENT SP SPECIFICPLAN Cn PLANNED SHOPPING CENTER ART) PLANNED RESIDENTIAL DEVELOPMENT C5 ARTERIAL COMMERCIAL CUP 2016- 24 -RST CLEVER LEAF BOULEVARD, UNIT 3751 SOUTH HARBOR 500 FEET T" =1000 FEET P L A N N I N G A N D B U I L D I N G A G E N C Y EXHIBIT 1 31 C -8 i CUP 2016- 24 -RST CLEVER LEAF 3751 SOUTH HARBOR BOULEVARD, UNIT F sr P L A N N 1 N G A N D B U I L D I N G A G E N C Y EXHIBIT 2 31 C -9 CUP 2016.24-RST CLEVER LEAF ABC LICENSE 3751 SOUTH HARBOR BOULEVARD, UNIT F SITE PHOTOS EXHIBIT 3 31 C -10 ACC '39WAY i €T v SUNFLOWER OLNUE CUP 2016.24-RST CLEVER LEAF ABC LICENSE 3751 SOUTH HARBOR BOULEVARD, UNIT F SITE PLAN EXHIBIT 4 31 C -11 ,vL,� S� II II ".'—"I III •arc STORAGEANO DISPLAY TENANT SPACE = 2779 SQ FT LIQUOR STORAGE = 69 SQ. FT 2.18 ° /a CUP 2016.24-RST CLEVER LEAF ABC LICENSE 3751 SOUTH HARBOR BOULEVARD, UNIT F FLOOR PLAN EXHIBIT 5 31 C -12 LE ...E J4 EkX.. O. c G4SUt a M'f',m�+u N� Sec. 41.196. Establishments selling alcoholic beverages. Operational standards for on -sale establishments. The following operational standards shall be included as informational conditions in the conditions of approval for the conditional use permit required pursuantto Section 41 -1.96 1. The premises shall at all times be maintained as a bona -fide eating establishment as defined in Section 23038 of the California Business and Professions code and shall provide a menu containing an assortment of foods normally offered. The premises must have suitable kitchen facilities and supply an assortment of foods commonly ordered at various hours of the day. Full and complete meals must be served whenever the privileges of the on -sale license are being exercised. 2. There shall be no fixed bar or lounge area upon the premises maintained for the sole purpose of sates, service or consumption of alcoholic beverages directly to patrons. A fixed bar or lounge may be permitted if patrons may order food being offered to the general patrons of the eating establishment. 1 The sales, service, and consumption of alcoholic beverages shall be permitted only between the hours of 8:00 a.m, and 12;40 a.m. unless otherwise amended by the granting of a conditional use permit for after -hours operations pursuant to Santa Ana Municipal Code Chapter 41. 4. It shall be the applicants responsibility to ensure that no alcoholic beverages are consumed on any property adjacent to the licensed premises under the control of the applicant, with the exception of any enclosed patio areas. 6.. The applicant or an employee of the licensee must be present to monitor all areas of the establishment;, including outdoor patios, during all times that alcoholic beverages are being served or consumed: 6. All employees serving alcoholic boverages must complete Responsible Beverage Service Training, or an equivalent approved by the State Department of Alcoholic Beverage Control, _prior to being able to serve alcoholic beverages to patrons. Evidence of the completion of such training must be maintained on the premises and available for inspection upon request by the City. 7. During those times when patrons are restricted to 21 years of age or older, the applicant shall at all times utilize an age verification means or device for all purchases of alcoholic beverages. Such verification of age is not intended to discriminate against patrons based on race, ethnicity or legal status, but only to comply with state law restricting the sale of alcohol to those 21 and older. Queuing lines shall be managed in an orderly manner and all disruptive and/or intoxicated patrons shall be denied entry. The business owner, or his designee, shall be responsible for monitoring the queuing lines at all times. EXHIBIT 6 1 of 4 31 C -13 The outdoor queuing Tine shall not block public walkways or obstruct the entry or exit doors of adjacent businesses. Stanchions or barriers must be used to maintain order at all times the queue exceeds 25 patrons. All stanchions or barriers located on public property must be approved by the Public Works Agency. 10. Employees and contract security personnel shall not consume any alcoholic beverages during their work shift, except for product sampling for purposes of employee education about new products. Under no circumstances may contract security personnel consume alcoholic beverages during their work shift. 11. There shall be no exterior advertising of any kind or type, including window signs or other signs visible from outside, that promote or indicate the availability of alcoholic beverages on the premises. Interior displays of alcoholic beverages or signs, which are clearly visible to the exterior, shall constitute a violation of this condition. Permissible window displays must be kept to a minimum for maximum visibility and shall not exceed 25 percent of window coverage. Floor displays shall not exceed three feet in height 12. There shall be no promotions encouraging intoxication or drinking contests or advertisements indicating "buy one drink, get one free', "two for the price of one", or "all you can drink for,.." or similar language, 13. Any pool tables, amusement machines or video games maintained on the premises at any time must be reviewed and approved in a security plan submitted to the Chief of Police. 14. Live Entertainment, including but not limited to, amplified music, karaoke, performers and dancing, shall be subject to the issuance of an entertainment permit pursuant to Santa Ana Municipal Code (`SAMC ") Chapter 11 — Entertainment, and shall comply with all of the standards contained therein. Notwithstanding this requirement, music /noise shall not be audible beyond 20 feet from the exterior of the premises in any direction. 15, Neither the applicant, nor any person or entity operating the premises with the permission of the applicant, shall violate the City's adult entertainment ordinance contained in SAMC Section 12 -1 and 12 -2. 16. The premises shall not be operated as an adult entertainment business as such term is defined in SAMC Section 41- 1701.6. 17. The applicants) shalt be responsible for maintaining free of litter the area adjacent to the premises under the control of the licensee. 18. There shall be no public telephones located on the exterior of the premises. All interior pay phones must be designed to allow outgoing calls only. 2of4 31C-14 19. Any graffiti painted or marked upon the premises or on any adjacent area under the control of the licensee(s) shall be removed or painted within 24 hours of being applied. 20. Existing bona fide eating establishment and required parking must conform to the provisions of Chapter 8, Article II, Division 3 of the Santa Ana Municipal Code (Building Security Ordinance), These code conditions will require that the existing project lighting, door /window locking devices and addressing be upgraded to current code standards. Lighting standards cannot be located in required landscape planters. Prior to Issuance of Letter of Approval to the Alcohol Beverage Control Board, this condition must be complied with. 21. A timed- access cash controller or drop safe must be installed. 22. Install a silent armed robbery alarm, 23. The owner or manager of the licensed premises shall maintain on the premises a written security policy and procedures manual that has been approved by the Police Department, addressing at a minimum the following items: a. Procedures for handling obviously intoxicated persons, b. The method for establishing a reasonable ratio of employees to patrons, based upon activity level, in order to ensure adequate staffing levels to monitor beverage sales and patron behavior. G. Procedures for handling patrons Involved in fighting, arguing or loitering about the building, and /or in the immediate adjacent area that is owned, leased, rented or used under agreement by the Licensee(s); d. Procedures for verifying the age of patrons for purposes of alcohol sales. e. Procedures for ensuring that servers monitor patrons to ensure that their drinking limit/potential intoxication is not exceeded. This procedure should include a description of the procedure the server would use to warn, or refuse to server the patron, Procedures for calling the police regarding observed or reported criminal activity. g, Procedures for management of queuing lines. K The location and description of any video games proposed to be on the premises. 3of4 31 C -15 24. The operator shall be responsible for submitting a detailed outdoor fencing and dining plan where outdoor dining is proposed as part of the business operation. If the proposed dining area or fencing is in the public right of way, the applicant must obtain all required permits and approvals from the Public Works Agency. 25. Combined alcohol storage and display areas shall not exceed five percent (5%) of the gross floor area of the licensed establishment, 4 of 4 31 C -16 LS 711A 6 RESOLUTION NO. 2016 -xx A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF SANTA ANA APPROVING CONDITIONAL USE PERMIT NO. 2016 -24 TO ALLOW AN ON- PREMISE ALCOHOLIC 'BEVERAGE CONTROL LICENSE AT CLEVER LEAF LOCATED AT 3751 SOUTH HARBOR BOULEVARD, UNIT F BE IT RESOLVED BY THE PLANNING COMMISSION OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The Planning Commission of the City of Santa Ana hereby finds, determines and declares as follows: A; Applicant is requesting approval of Conditional Use Permit No. 2016 -24 to allow an on- premise Alcoholic Beverage Control (ABC) license for the property located at V51 South Harbor Boulevard, Unit F. B. Santa Ana Municipal Code Section 41.196 requires a conditional use permit for the sale of alcoholic beverages for on -site consumption of alcoholic beverages that Is ancillary to the primary restaurant use. C. On July 11, 2016, the Planning Commission held a duly noticed public hearing on Conditional Use Permit No: 2016 -24. Q. The Planning Commission determines that the following findings, which must be establ`shed in order to grant this Conditional Use Permit pursuant to Santa Ana Municipal Code (SAMC) Section 41 -638, have been established for Conditional Use Permit hits. 2016 -24 to allow the ABC license: 1. Will the proposed use provide a service or facility which will contribute to the general: well being of the neighborhood or the community? The proposed ABC license will provide an ancillary service to the restaurant's customers by allowing them the ability to purchase alcoholic beverages with their food, This will thereby benefit the community by providing the restaurant with an additional and complementary food- related amenity,. Standards and conditions are applicable to the alcoholic beverage control license which will mitigate any potential impacts created by the use and ensure that the use will not negatively affect the surrounding community. Resolution No. 2018 -xx Page 1 of 4 31 C -17 2. Will the proposed use under the circumstances of the particular case be detrimental to the health, safety, or general welfare of persons residing or working in the vicinity? The proposed ABC license will not be detrimental to persons residing or working in the vicinity as operational standards pertaining to the alcoholic beverage control license will mitigate any potential negative or adverse impacts created by the use. This is primarily a restaurant use and the addition of alcohol will be ancillary to the main use. 3. Will the proposed use adversely affect the present economic stability or future economic development of properties surrounding the area? The proposed use will not adversely affect the economic stability of the area but will instead allow tite restaurant to compete with other neighboring restaurants that offer a full selection of alcoholic beverages for sale to their guests and other visitors. Moreover, the offering of alcoholic beverages will allow Clever Leaf, a small business, to remain economically viable and contribute to the overall success of this development, helping to decrease the number of vacant spaces that may affect the economic viability of the area. 4. Will the proposed use comply with the regulations and conditions specified in Chapter 41 for such use? The proposed project will be in compliance with all applicable regulations and conditions imposed on a restaurant selling alcohol pursuant to Chapter 41 of the Santa Ana Municipal Code. The facility will be maintained as a full- service eating establishment, having suitable kitchen facilities and supplying an assortment of foods commonly ordered at various hours of the day. Additionally, the restaurant will utilize less than five (5 %) percent of the gross floor area for the display and storage of alcoholic beverages, which is consistent with the maximum threshold established by the Santa Ana Municipal Code. 5. Will the proposed use adversely affect the General Plan or any specific plan of the City? The proposed use will not adversely affect the General Plan. The granting of this conditional use permit supports several policies contained in the General Plan, Policy 2.2 of the Land Use Element encourages sand uses that accommodate the City's needs for goods and services. Providing a variety of full- service restaurants that feature alcoholic beverages on their menus offers additional dining options for Santa Ana Resolution No. 2016 -xx Page 2 of k 31 C -18 residents and visitors. Further, Policy 2.9 of the Land Use Element supports developments that create a business environment that Is safe and attractive. Conditions and operational standards for the proposed ABC license will maintain a safe and attractive environment in the neighborhood. Finally, Policy 5.5 of the Land Use Element encourages development that is compatible with and supporting of surrounding land uses. The restaurant will be located in an existing development that contains a number of retail and eating establishments, and its operations will be compatible with the surrounding businesses. Additionally, the General Plan land use designation for the site is Industrial (IND). The Industrial designation applies to areas which are predominantly industrial in character but also include commercial uses which are ancillary to industrial uses in this district~ such as eating establishments, The project is consistent with this General Plan land use designation. E. In accordance with the California Environmental Quality Act the recommended action is exempt from further review per Section 15061(b)(3). This exemption applies to projects where it can be seen with certainty that there is no possibility that the activity In question may have a significant effect on the environment. The project proposes to allow the on- premise sale of alcoholic beverages at a full- service restaurant within an existing structure. Section 2. The applicant agrees to Indemnify, hold harmless; and defend the City of Santa Ana, its officials, officers, agents, and employees, from any and all liability, claims, actions or proceedings that may be brought arising out of its approval of this project, and any approvals associated with the project, including, without limitation, any environmental review or approval, except to the extent caused by the sole negligence of the City of Santa Ana, Section 3. The Planning Commission of the City of Santa Ana after conducting the public hearing hereby approves Conditional Use Permit No, 2016 -24. This decision is based upon the evidence submitted at the abovesaid hearing, which includes, but is not limited to. the Request for Planning Commission Action dated July 11, 2016, and exhibits attached thereto; and the public testimony, all of which are incorporated herein by this reference, Resolution No, 2016 xx Page 3 of 4 31 C -19 ADOPTED this 11th day of July 2016 by the following vote: AYES: Commissioners: NOES: Commissioners: ABSENT. Commissioners: ABSTENTIONS: Commissioners: James Gartner Chairman APPROVED AS TO FORM: Sonia R. Carvalho; City Attorney Sy: _. Lisa Storck Assistant City Attorney CERTIFICATE OF ATTESTATION AND ORIGINALITY 1, Rosa Barela, Acting Recording Secretary, do hereby attest to and certify the attached Resolution No. 2016 -xx to be the original resolution adapted by the Planning Commission of the City of Santa Ana on July 11, 2016. Date: Acting Recording Secretary City of Santa Ana Resolution No. 2016 -xx Page 4 of d 31 C -20 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: VARIANCE NO. 2016 -05 TO ALLOW A REDUCTION IN PARKING FOR 24 HOUR FITNESS AT 1400 WEST EDINGER AVENUE - MO MYERS, APPLICANT {STRATEGIC PLAN NO. 3,2) ii fLI /�.�II� RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ►,1 :2:204 0dfs, ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2 I Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Receive and file the staff report approving Variance No. 2016 -05 as conditioned. PLANNING COMMISSION ACTION At its regular meeting on July 11, 2016, by a vote of 5:0 (Verino absent), the Planning Commission adopted a resolution approving Variance No. 2016 -05 as conditioned to allow a reduction in required parking for a new 24 Hour Fitness health club at 1400 West Edinger Avenue located in the Planned Shopping Center (C -4) zoning district. The Planning Commission made no changes to the recommendation outlined in the attached staff report (Exhibit A). DISCUSSION 24 Hour Fitness is proposing to open a new health club within a 40,033- square foot vacant tenant space at 1400 West Edinger Avenue. The overall site is approximately 6.3 acres in size and contains a multi- tenant commercial center that is located at the southwest corner of West Edinger Avenue and South Bristol Street and is anchored by a Smart & Final Extra market and a Rite -Aid pharmacy. 24 Hour Fitness will be making numerous interior tenant improvements and exterior changes to an existing building to accommodate the health club. The project will feature a new front fagade that will contain a combination of glass, stone and stucco that will be compatible with the majority of the buildings on the site. In addition, the parking lot will be slightly reconfigured to add additional parking spaces, and will be repaired, repaved and restriped to current Code. In addition, new trees will be planted throughout the reconfigured parking lot. The project's interior will feature an entry lobby and reception area, tanning facilities, dressing rooms, a primary area for fitness and exercise, several smaller rooms with various exercise equipment, miscellaneous storage and utility rooms, a basketball court and an indoor swimming pool. Full -sized plans are available for public viewing in the Clerk of the Council Office. 31 D -1 VA No. 2016 -05 — Reduction in Parking for 24 Hour Fitness at 1400 West Edinger Avenue August 2, 2016 Page 2 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). FISCAL IMPACT There is no fiscal impact associated with this action. Hassan Haghani, Ak P Executive Director Planning & Building Agency VF:rb VF \Reports \VAs \VA16 -05 24 Hour Fitness Parking. cc Exhibit: A. Planning Commission Staff Report 31 D -2 REQUEST S f PLANNING COMMISSION MEETING DATE: JULY 11, 2016 TITLE. PUBLIC HEARING — FILED BY MO MYERS FOR VARIANCE NO. 2016 -05 TO ALLOW A REDUCTION IN PARKING FOR 24 HOUR FITNESS AT 1400 WEST EDINGER AVENUE {STRATEGIC PLAN NO. 3,2) Prepared by Vince Frei %Oso -- Ex utive drector RECOMMENDED ACTION PLANNING COMMISSION SECRETARY APPROVED • As Recommended • As Amended • Set Public Hearing For DENIED • Applicant's Request • Staff Recommendation CONTINUED TO Adopt a resolution approving Variance No. 2016 -05 as conditioned. Request of the Applicant Planning Mana6er Mo Myers of Think Architecture, representing 24 Hour Fitness, is requesting approval of a variance from Section 41 -1375 of the Santa Ana Municipal Code (SAMC) in order to allow a reduction in required parking for a health club at a retail center located at 1400 West Edinger Avenue. Prolect Location and Site Description 24 Hour Fitness is requesting approval of a variance in order to open a new health club within a vacant tenant space at 1400 West Edinger Avenue. The overall site is approximately 6.3 -acres in size and contains a multi- tenant commercial center that is located at the southwest earner of West Edinger Avenue and South Bristol Street. The site is anchored by a Smart & Final Extra market and a Rite -Aid pharmacy and contains numerous retail and eating establishments. 24 Hour Fitness will be locating within a 40,033- square foot tenant space that is located at the southwest portion of the site. The retail center contains approximately 129,500 square feet of commercial and restaurant space and opened in 1963. Retail tenants currently share 551 parking spaces that are provided in a surface parking lot. The site is surrounded by retail and residential to the north and west; by a church use to the south; and Mater Del High School to the east (Exhibits 1, 2 and 3). The General Plan land use designation for the site is General Commercial (GC). General Commercial land use districts provide accessible commercial development along the City's arterial transportation corridors and provide important neighborhood facilities and services, such as this health club. The site is located within the General Commercial (C -2) zoning district, which allows retail and service uses such as health clubs, making the proposed use consistent with the General Plan and zoning designations. EXHIBIT A 31 D -3 Variance No. 2016 -05 July 11, 2015 Page 2 Project Description The proposed project consists of interior tenant improvements and exterior changes to an existing building to allow a 24 Hour Fitness health club. As stated previously, 24 Hour Fitness will be occupying approximately 40,033 square feet of floor space within an existing one -story commercial building that was once occupied by K -mart. This building is currently planned to undergo significant alterations to accommodate a health club use. Among the various building improvements currently in progress are significant exterior modifications to the building, The project will feature a new front facade for the building that will contain a combination of glass, stone and stucco that will be compatible with the majority of the buildings on the site. In addition, the project will include the repairing, reslurryjng and resthping of the parking lot as well as the installation of new trees throughout the parking lot. The project's interior will feature an entry lobby and reception area, tanning facilities, dressing rooms, a primary area for fitness and exercise, several smaller rooms with various exercise equipment, miscellaneous storage and utility rooms, a basketball court and an indoor swimming pool. A total of 25,307 square feet of interior area will be devoted to physical activity. The remaining area of the building will be utilized for ancillary uses such as locker rooms, retail and reception areas, and corridors. Access to the project site will be provided from the existing driveways on Bristol Street and Edinger Avenue (Exhibits 4, 5, and 6). Project Backaround The subject building was originally constructed in '1963 to accommodate a K -Mark store. The retail center contains over a dozen stores that have incrementally undergone a major remodel, with the first in 2010 with the construction of the O'Reilly Auto Parts building. In 2014, the easternmost building on the site was re- tenanted by Smart & Final Extra, with the building remodeled to accommodate the market use. The current anchor building is proposed to undergo significant exterior and interior reconfiguration to accommodate the 24 Flour Fitness. The subject building was last occupied by Vic's Outlet, which vacated the premises in 2005. Since then, the property owner has explored many re- tenanting options for the site, including the current health club option. Founded in 1979, 24 Hour Fitness is a nationwide chain of health clubs with over 400 locations and is the world's largest fitness center chain by membership. All locations feature large physical activity areas with machines and weights, while others offer added services such as basketball courts and swimming pools, which are also proposed at the project site. Most locations comparable to the proposed Santa Ana location range in size from 25,000 to 100,000 square feet. This 24 Hour Fitness would be Santa Ana's second location and would occupy a vacant anchor building. The proposed hours of operation at the Santa Ana location are 24 hours per day, 365 days per year. 31 D -4 Variance No. 2016 -05 July 11, 2016 Page 3 Prolect Analvsis Variance requests are governed by Section 41 -638 of the SAMC. Variance requests may be granted when it can be shown that there exists a special circumstance related to the property, such as size, shape, topography, location or surroundings; that the variance is necessary for the preservation and enjoyment of substantial property rights; that the variance will not be detrimental to the public or surrounding property; and that the variance will not adversely affect the General Plan. If these findings can be made, then it is appropriate to grant the variance. Conversely, the inability to make these findings would result in a denial. Using this information, staff has prepared the following analysis, which forms the basis for the recommendation contained in this report. The applicant is requesting approval of a variance to allow a reduction In required parking, The retail center currently contains 551 parking spaces to serve all uses. The applicant, as part of the overall store reconfiguration, intends to restripe existing spaces and realign a driveway within the center to increase the amount of available parking spaces to 609. The spaces within the parking lot are currently larger than the minimum dimensions required by the SAMC; restriping the stalls to conform to the current standards will Increase the amount of spaces by 58. The building proposed as the location of 24 Hour Fitness is proposed to be parked at a rate of 5.5 spaces per 1,000 square feet Section 41 -1375 of the SAMC requires one parking space per 28 square feet of physical activity area inside health clubs. Based on these requirements, 904 stalls are required for the health club project (calculated from approximately 25,307 square feet of activity area) and a total of 1;400 parking spaces required on the entire site. Based on the SAMC requirements and the current parking variance's requirements, a deficit of 791 parking spaces or 56 percent of the required parking would occur. To analyze whether the existing parking on the site could accommodate the use, and therefore substantiate the variance request, the applicant hired the traffic engineering firm of LSA to provide an alternative parking standard for the health club and to prepare a shared parking analysis for the site. The parking study, using procedures developed by the Urban Land Institute (ULI) for shared parking, analyzed impacts on large shopping center parking lots that are shared by multiple land uses such as those uses found within this retail center. The study also analyzed other health clubs and the actual parking demand for their use within multi -use centers in an effort to provide a realistic parking demand for 24 Hour Fitness. The parking study was intended to provide an analysis of the demand for parking based on the different activity patterns of the center. In addition, it was 'intended to review the City's parking requirement for health clubs and propose an alternative standard based on other generation factors and actual health club usage. Based on this analysis, a ratio of 5.5 spaces per 1,000 square feet was established for health clubs. This standard was derived by analyzing the Urban Land Institute (ULI) parking generation factor as well as reviewing the parking demand of similar full- service health clubs. 31 D -5 Variance No. 2016 -05 July 11, 2016 Page 4 Based on this analysis, the retail center's peak parking demand of 329 spaces would occur during the weekday peak at 6:00 p.m. and 361 spaces during the weekend peak hour at 5:00 p.m. Moreover, the study reflects the health club's separate peaks, which would also occur at 6:00 p.m. on weekdays and at 5:00 p.m. on weekends. The parking study took into account the restriping of the parking stalls to capture additional spaces as well as those to be removed to enhance on -site circulation. All of the peak demands will be less than the 609 spaces available on the site after the restriping, leaving parking surpluses that will range from 248 to 280 spaces (Exhibit 7). Since 2000, the City has considered similar requests for parking variances for health clubs at five different facilities in Santa Ana: Bally Total Fitness (now LA Fitness) at 3701 South Plaza Drive, LA Fitness at 1501 North Tustin Avenue, Gold's Gym at 1945 East 17« Street, Planet Fitness at 2725 North Bristol Street and, most recently, 24 Hour Fitness at 2800 North Main Street (Main Place Mall). Parking variances at these locations were approved with reductions in parking of approximately 30, 31, 51, 50 and 20 percent, respectively. Moreover, the parking analysis prepared for 24 Hour Fitness indicates that project surplus amounts of parking will be similar in proportion to or exceed the aforementioned health club project sites for which parking analyses were also prepared. In analyzing the 24 Hour Fitness variance request, staff believes that unique circumstances exist that warrant approval of the variance. This includes its location results in no feasible option to provide additional parking that the Santa Ana Municipal Code requires for the health club; on -site parking spaces will be sufficient to accommodate all uses on the site as identified in the parking analysis for the project; the parking variance will preserve the property owner's ability to lease the building to a use that will contribute to identifying the site as an economically viable development; the site will have sufficient parking to accommodate the various uses during the peak parking hours on both weekdays and weekends; the variance will allow the property owner to fill a long- vacant tenant space, contributing to the vitality and success of the retail center. Finally, conditions have been placed to ensure that the site be in compliance with all other development standards applicable to the property. Public Notification The project site is located within the boundaries of the Mid -City Neighborhood Association and adjacent to the Memorial Park and Shadow Run Neighborhood Associations. Staff contacted the presidents of these Neighborhood Associations, who identified no concerns with the project. The project site was also posted with a notice advertising this public hearing, a notice was published in the Orange County Reporter, and mailed notices were sent to all property owners and tenants within 500 feet of the project site. At the time of this printing, no correspondence, by phone, written, or electronic, had been received from any members of the public. 31 D -6 Variance No. 2016 -05 July 11, 2016 Page 5 CEQA Compliance In accordance with the California Environmental Quality Act the recommended action is exempt for further review per Section 15301, The Class 1 exemption allows the operation, repair, maintenance, permitting, or leasing of existing structures. The project consists of the re- tenanting of an existing anchor store building. No expansion of square footage or interior reconfigurations of existing square footage is proposed as part of the project. The proposed tenant has been found by the City's development review agencies to not create any adverse impacts. The fitness center is proposed to be located on a site that is not designated by federal, state, or local agencies to be an environmental resource of hazardous or critical concern. The cumulative impact of this project will not be significant as there are no other fitness facilities currently on or near the site, the property is already served by roads and utilities, and will not create any adverse impacts such as noise, traffic, or safety concerns. There is no reasonable possibility that the project will have a significant effect on the environment due to unusual circumstances. The project is not located within a highway officially designated as a state scenic highway and will not result in damage to scenic resources. The project is not located on a site which is included on any list compiled pursuant to Section 65962.5 of the Government Code. Lastly, the project is not proposed on a site that is considered a historical resource or that is listed in the Santa Ana Register of Historic Properties. As a result, Categorical Exemption Environmental Review No. 2016 -8 will be filed for this project. Strategic Plan Alignment Approval of this item supports the City's efforts to meet Goal No, 3 Economic Development, Objective No. 2 (create new opportunities for business /job growth and encourage private development through new General Plan and Zoning Ordinance policies). Conclusion Based on the analysis provided within this report, staff recommends that the Planning Commission adopt a resolution approving Variance No. 2016 -06 as conditioned. Vince Fregoso, AfCP Principal Planne VF:jm VRReportsNAMVA16 -05 24 Hour Rtness Parkln9.pc 31 D -7 Variance No, 2016 -05 July 11, 2016 Page 6 Attachments: Exhibit 1 — Vicinity Map Exhibit 2 — Land Use Map Exhibit 3 — Site Photo Exhibit 4 — Site Plan Exhibit 5 — Floor Plan Exhibit 6 — Elevations Exhibit 7 — Shared Parking Analysis 31 D -8 R3 E �o RI N 92 IN L R' 91 RI RI ]RII cl RE, E R2 R2 R PR! n I nt7z R2 _[F I Ej GIL al ED i RE R1 AT RI ' Eln� Rt RI j:'x a a -i Pal. ,RI HIT IT, HE 14 11 E PH sa �' RT a� RI Ri RI Ri RI RI Ri s RI R RI FIT KIT =:D IE E_ TO RI R, H H E EWE :13 AV, C5 j U RI C Al 4 RI RI fti DAD C5 PROJECT snE/ Rr L R1 R1 kill SH R1 a Ki FIT RI i 11 RI i RI ni RI RI cT Ri nT RI 0111 RI 2 I NET RI R1 RI EfFig Ri H n�R1 R 1 0 PH .1 � , - 01 C2 RI ' RE R I R1 p AT GUTTURAL ACRICULTUREAH IN COMMERCIAL RESIDENTIAL PIT WERE NAMIR Y RESIDENTIAL A PARKING MODIFICATION rc GOVIEFINMESITC[INTER 142 TWO FAMILY RESIDENCE c4m COMMERCIAL 5CUDIMAN Nil LIGHE INDUSTRIAL ED MULTIPLE DENSITY MULTIPLE Cl COMMUNITY COMMERCIAL MU HEAW INDUSTRIAL FAMILY RESIDENCE CUMT) COMM COMMERCIALIMUSEUM DISTRICT mo MILITARYORRAIRRE15 M SUBURBAN APARTMENTS Q GENEREALCOMMERCIAL 0 OPEN SPACE 14E RE51DENTIAL ESIATE C3 ONNHIALRUSINELS P PROT ESSR)NAL SD SPECIFIC DEVELOPMENT Li -A CENTRAL `USINESSARRTSTVILILAGE PLC PALINVID COMMUNITY DIVELOPMON r SP SPECIFICPLAN CA PLANNED SHOPPING CENTER PRO PLANNronisiprNTIAL 01"I'DOTINAFTITT CS ARTERIAL COMMERCIAL VA 2016-5 24 HOUR FITNESS 1400 WEST EDINGER AVENUE =SOOFEET I 1000 FEET P L A N N I N G A N D 0 U I L 0 1 N G A G f N C Y EXHIBIT 1 31 D-9 __. —.. _....._..... tZLE..___. LL R E T A I L Al— SINGLE FAMILY SINGLE FAMILY z W REST ENCE RE511 ENCE ¢ W O N a x EDINGER AVENUE 8 ° PROJECT ° s SITE t 0 M M E R C I A L _ ° a C H U R C H SINGLE FAMILY J RESIDENCE p H m C 0 M M E R C I P. L VA 2016 -5 24 HOUR FITNESS 1400 WEST EDINGER AVENUE mil` P L A N N I N G A N D B U I L D I N G A G E N C Y EXHIBIT 2 31 D -10 VA 2016 -5 24 HOUR FITNESS 1400 WEST EDINGER AVENUE EXHIBIT 3 31 D -11 V111 1111HIi! i dept 111 01`. gYfl "p 3AYiAVdiJtMA3151M1MI MMIC1a VNVVINYS s -INIIJ In OH Yz 13JNIS '101SNO FLWOS V INL fl 1� ;T 0 C �rl r� IS i Li J- nj --31 DUIT" ro y,11Y—gTj'f WON oil 41011101VINVVINY5 SOM S110H M Rol xi s Pp 4-0 Woo ail e I, Al ip 6 V- VIA, A K A ----- - ---- ----- ... . ...... ...... . .... . T-- F-1-----7 61) EXHIBIT 5 31 D -13 ] \ EXHIBIT 31D.14 $ . \ s ^i \ \\ = \ s ■� « / mm_ § . \ , ; (e> ] \ EXHIBIT 31D.14 $ . \ s ^i \ \\ (e> \\! e«� /1S\\ \/ .2„ / \.. . y ] \ EXHIBIT 31D.14 $ . \ s � ; | a § { , ��\ � \ � � y- a x f ~ 7\ / -� A , June 3, 2016 ti rut ,ppu rhea. lur [I r.xrCilll I Ine6.Sulrl -I'll 111 lli llhl 11:1 111 11KIII VAIMIPRI o i 111 6(,CMr11', IIIVINI (,Al 11 ORNIA 'I,ILI, 1 !1 1411, 1'A% Oa141 NRAD P I. i 11; H 110 q11 11N Hill IIP141'11 Me Myers principal Think Architecture 5151 South 900 East, Suite 200 Salt Lake City, Utah 84117 Subject: 24 Hour Fitness Parking Analysis, 1400 West Edinger Avenue, City of Santa Ana, County or orange, Cahfonnia Dear Mr. Myers: LSA is pleased to submit this parking analysis for the proposed 24 Flour Fitness (project) in the City or Santa Ana (City), County of Change, California. The project is located at 1400 West Edinger Avenue nn the southwest corner of Bristol Street and Edinger Avenue. The purpose of this parking analysis is to determine whether the parking demand generated for a proposed health club (24 Hour Fitness), including the surrounding occupied retail zinc[ restaurant uses within the center, would exceed [lie total parking supply provided ror tine center. In this parking analysis. LSA evaluates the existing parking supply and demand, calculates the additional parking supply and demand generated by the new health club, and analyzes shoed parking opportunities between the various land uses within the center. Similar shard parking studies for health clubs in the City and other sources are discussed to establish if parking rate that accurately represents the parking demand this project would gencrate. The application of a more realistic, yet conservative, parking rate leads to the conclusion that the demand for parking ht the center would not exceed the supply of 609 spaces with the proposed project. EXISTING CONDITIONS Pie proposed 24 Flour Fitness is located in a retail center on tine southwest corner of Bristol Street land Edinger Avenue at 1300 -1414 Edinger Avenue. The eater consists c 7 buildings with space for 13 tenants. Approximately 131,707 square feet (sf) of retail and restaurant uses are Currently on site, including a vacant 40,033 sr retail store. There tar 551 parking spaces currently on site; however, the project will reconfigure the parking lot to include 609 total parking spaces. A site plan of the center and the proposed 24 FourFitnesS is included in Figure I (till figures and tables are attached). Parking avcumtdation counts were conducted by National Data & Surveying Services (NDS) between 7:00 a. in, and 10:00 p.m. Wednesday. February 10, 2016, and Saturday, February 20. 2016. These periods are reprewilLative of typical business operations at this facility and were chosen to represent the typical panting demand for weekdays and weekends. The NDS parking surveys are provided as an attachment. A summery of the existing parking demand is provided in Table A. 6 /3n6..P�vrr I 160n WU'l, kn,p AnalysisLlrw,dncx- EXHIBIT I ,I`. L l k 1, 1 I N 11 11111 M 1 1, 1 "l 1alla,_,, I alai.:: 31 D -16 k'', Table A: Existing Parking Demand Survey Day I Total Parking Peak 1'arldng I Parking Surplus/ Percentage (Peak Hour) Su r rl Demand I (Deficit) Utilization Wedncsday (2:00 pau.) 55I f 51 400 27% Saturday (3:00 .m.) 55i 179 372 32 %, As Shown in Table A, the peak parking demand of the existing retail center was 151 vehicles at 2:00 p.m. on Wednesday, February 10, 2016, and 179 vehicles at 3:00 p.tm on Saturday, February 20, 2016. Therefore, the total existing parking supply of 551 spaces had a surplus of available spaces on each of the days surveyed in the existing condition. In accordance with the City's off -street pat-king requirements, a parking summary has been created for the center and is attached as Table B. Fora retail land use, the City's required parking rate is I space per 200 sf of gross ]oot- area (OFA). Fora restaurant ]and usc, the City's required parking rate is I space per 100 sf or GFA, including open -air dining areas. In February 2016, die retail center included approximately 125,097 sf of retail use, 5,510 sf of restaurant use, and 1,100 sr oi' other use for a total of 131,707 sf, The "other" land use refers to the 1,100 sf site occupied by ,in unmanned Verizon Wireless Antenna. Due to the fact that no one is going to this site on a consistent basis, there is no parking required for this space. As stated in Table B, 484 parking spaces are required for the occupied uses of the center, This is within the existing 551 spaces provided on site. It should be noted that this floes not account for the 40,033 sf retail space because it is currently vacant. PROPOSED PROJECT The proposed project would convert 40,033 sf of vacant retail space into 25,307 sf of health club use and 2,025 sf of child care use, The remaining square footage is considered "ancillary floor area /space designated for amenities" (e.g., locker rooms, retail and reception area, storage, office, and circulation). A stated above, the project will reconfigure the existing parking lot and, as a result, gain an additional 58 parkin.- spaces, The total parking supply proposed for the site is 609 spaces. The City's current parking rate is I space per 28 sf for health clubs, and I space per occupant plus I space per teacher for child care centers. This translates to 904 parking spaces for the health club (workout) square footage and 12 parking spaces lot- (lie expected occupancy of the child care, totaling 916 spaces far the entire project. With the parking required for the occupied uses on site (434 spaces), the demand for the entire center would be 1,400 parking spaces. Since 609 spaces will be provided, there is a deficit of 791 spaces, according to the City's pat'Icing rates. Ilourly Member Sign-In Counts for 24 Hour Fitness clubs have been provided to LSA by the applicant and are attached as Table C, This data reflects the number of members who have signed in during it specific hour of the day for the entire month. The data is from four 24 Hour Fitness Super Sport lWaLions (r.c„ Orange Super Sport, Santa Ana Super Sport, Yorba Linda Super Sport, and Costa Mesa Newport Super Sport) close to andlor similar in location to the proposed Santa Ana location. The information provided shows the hourly distribution or total check -his from October, November, and December 2015. From this information, daily averages were calculated by dividing the monthly total by the number of clays in the month. 6/3t U, WNI'nKI601tr)o6hirking Annlysi,. IunedocN, 31 D -17 Based on the daily average by hour, a minimum of 21 members (10:00 p.m.) and a maximum of 169 members (8:00 a.m.) arrived at these facilities. '['his represents significantly less .Attendance than would be realized using the City's parking rates for health clubs. SHARED PARKING ANALYSIS Because the ('fly's parking requirements do not take into account the difference in demand during different hours of the day, a shared parking analysis has been performed to determine the appropriate nmrther of parking spaces for this project based on time -of -day factors. The Urban Land Institute (UL1) has collected data on the variation in parking demand for land uses (including health clubs) by time of day and has published that data in Shared Parking (Second Edition).' Table D displays the anticipated variation in parking demand generated by the proposed project using the City's Parking Requirement, which is then added to the observed existing parking demand to determine the future parking demand by time of day. This total is compared to the parking supply of 609 spaces to determine the number of shared spaces remaining. Table D includes separate utilization percentages for weekdays and weekends. As ,shown in Table D, the peak shared parking demand is 1,024 at 6:00 p.m. weekdays and 1,056 at 5 :00 p.m. weekends. Using the City's parking requirement of' I space per 28 sf, a mininuun of 317 spaces (10:00 p.m,) and a maximum of 904 spaces (6.00 p.m.) are utilized by the health club at one time. As stated earlier, this does not correspond to the sign -in data provided by 24 [lour Fitness. In 2015, Linscott Law & Greenspan. ?;nginccrs (1,1:,G) submitted a parking analysis for a proposed Planet Fihress at Pa cifiCenter.' Similar to this study, the Planet Fitness Study was conducted for the conversion of vacant retail space to it health club in a mixed -use center in Santa Ana. In the Planet Fitness Study, parking rates were identified from previous studies within the City, It was concluded that "larger (_greater than 30,000 sf), more 'amenitized' health clubs have much lower parking ratios compared to typical city code ratios." Table 1;, below, outlines the rates discussed in the Planet Fatness Study. Table E: Peale Parking hate Summary, Source Rate Santa Ana City Code 1 Space per 28 sf Pff? Parking Generation' I Space per 190 sl' -- LA Fitness Studies' I S gal ce pci I L2 2A 2009 24 Flory fitness 91udy (plus 17%COntinRcncy) _ I Space )er200&1' Spectrum Club Study ' 1 Space per 222 sl' 2009 24 []our Fitness Study-' (ror UPC Gym) I I S pace per 234 sf Institute td'I'rnnvpml;uinn Fnglnem n'rFi1 Parking G'enertidnu. Pouah riditlan (2010). ' Parking Study by Umentl Lae R Oreenspan, Engineers (i.M. Urban Land Indianan, Shared Pa Amt,,. Sccnnd P,ditiun, .taru ary 2005. Linscott Law & Greenspan. Engineers, Mwised Parking Deumnd Ann(,)rels.2015, 6l3llfi �P:ATIIICI fiU HDacVPurking Italy ±i. +..lunedocx - 31 D -18 L, The parking rate applied in the Planet Fitness Study was from the LA Fitness Study (i.e., I spice per 182 sf or 5.5 spaces per 1,000 sf). As the most conservative rate of the alternatives to the City's requirement, the LA Fitness rate is the most reasonable alternative to not underestimate the demand in parking for a health chub in the City. When applied to this 40,033 sf 24 Hour Fitness ,project, a parking rate of I space per 182 sf generates 221 parking spaces. The. entire square footage is used because the parking rates above were found by analyzing the entire fitness club rather than only the workout area. Table F shows the results of applying the alternate rate to the project site. Based on this, the highest demand for parking at the proposed 24 Hour Fitness is 221 spaces. On weekdays, the peak number of parking spaces occupied in the center is 329 at 6:00 p.m. This leaves 280 residual parking spaces during peak weekday hours. Ohl weekends, the Peak number of parking spices occupied in the center is 36 t spaces at 5 p.ni. This leaves 248 residual parking spaces during the busiest time of the weekend. CONCLUSIONS According to the existing (February 2016) parking surveys, the center had a peak of 26 percent and 32 percent of parking spaces being utilized on weekdays and weekends, respectively. With the addition or the 241-four Fitness, the peak parking demand of the occupied uses was 361 spaces (i.e., 59 percent utilization with 248 vacant spaces). The parking lot for the retail center is not expected to reach or exceed capacity with the conversion of the vacant retail space to a 241 Hour Fitness health club. Based on the shared parking analysis, the parki ng supply or 609 spaces can adequately accommodate the existing and forecast peak parking demand of the entire center with the proposed project oil a weekday and weekend. Sincerely, LSA ASSOCIATES, INC. I� Ken Wilhelm Principal Attachments: Figure 1: Site Plan Table B: Parking Summery Table C: ILourly Member Sign -fn Counts Table D: Variation in Parking Demand Table F: Planet Fitness Study Parking Rates NDS Parking Surveys 613116 ••PATHK 160hDo011arking Anu YY,,.J1m,.aacc•. 31 D -19 5 C e U r y C C C x 'n Ci rt 31 D -20 � o Li XL. _ [. C_ Y. W G� W M1 rl r1 v. vv lir r. rte. r•. [f M, r. e'. tl' •1' <T. r( O$PV.C�P�UC.N:NWM1j V.�V -wl h. ❑U�Y r « rl t a �n w c C f2 b q 9 _ lid T e -F n °I ca.r -to o�n o �•r i `, `E i fo c a� f• n l O •J Y m 'YCI h d d »- v k C? •JCS 'YAi t m 'tG 1 Q yy / P rte, b W I* `- v ac:iida IT 31 D -20 �1111- .:nu', 117. Table F: Shared Parking Analysis - Alternate Rate WEEKDAY Existing Occupied Uses 1 241dour Fitness size= 91,674 SF size= 40,033 SF Total SP: 131,787 1 space/ 159 SF 1 space/ 192 SF Spaces ResiduaV demand = 484 spaces dun :cod = 221 space~ `9, etilizution a oces °lr7 u00za0mr Spans Time Utilized Provided iDefJcitl 7:00 AM 517 26 401% 89 115 609 494 9:00 AM 1071 50 401/, 99 139 609 470 9:00 AM 121Y, 59 7017, 1S5 213 609 396 10:00 AM 16"% 79 700/ 155 234 609 375 11:00 AM 2417 118 90^F, 177 295 609 314 12:00 I'M 25% 123 6017, 133 255 609 354 1:00 PM 28'/0 136 70% 155 291 609 318 2:00 .I'M 30 144 7017 155 299 609 310 3:00 PM 2617,, 1?5 70 "/0 155 280 (109 329 700 1'M 2117- 102 8011, 177 279 609 330 5 :00 PM 231/1 110 90>7, 199 309 609 300 6:00 PM 22'90 108 :100 %7. 221. 329 .609 230 7:00 PM 2314= 113 90% 199 312 609 297 8:00 PM 20% 97 8070 177 274 609 335 9:00 I'M 151/ 71 70P/ 155 226 609 383 10:00 I'M 40 1 3570 79 1 113 609 491 Peak Shared Parking Denumd 329 Parkins 5'upph` 609 Residua7/(De vii) 2�6 WEEKEND Existing Occupied Uses 24 Hour Fitness" size= 91.1174 SF site= 40.03 SF Total SF: 131,7071 Spaces 1 spraee/ 189 SI; I space/ 182 SF Residuall demand 2 497 s aces (ICltl(Ind = 22l s am %u016.ation spaces ^ /e- utilizalimr spaces 'rime Utilized Provided 11)eficitl 7:00 AM 6% 29 4570 100 129 609 490 8:00 AM 1017, 49 3517, 78 126 609 483 9:(H) AM 16171 79 5017 111 190 609 419 10;00 AM 211/1 103 35!% 78 181 6119 428 11:00 AM 28171. 135 5071 III 246 609 363 12:00 I'M 34'% 1&1 5090 111 274 609 335 1:00 I'M 3 <11k 165 3011 67 232 609 377 200 PM 361X 176 251/, 56 232 609 377 3:00 I'M 3717, 179 30% 67 246 609 363 4:00 PM 31'9 149 5 71 % 12 271 609 338 5:00 PM 29% 140 100% 2911 361. 609 248 6:00 PM 26'70 125 951% 210 335 609 274 7:00 PM 214:= 103 6()% 133 230 609 373 8:00 PM 191/1 - 95 30 67 152 609 457 9:00 ply] 16h 76 1() 1/1 23 99 609 510 10;00 PM 91X7 45 17 3 1 48 609 1 561 Peak Shored Parking Dummid 361 Parking Snppl,r 609 Residual /(DrHei7) 2475' 11 Negative values. 1 Parking demand and milization is bused on survey, conducted on Nc6rrauy 10, 2016. �Porking dumaml and ulili .III ion is honed on surveys conducted on F'ehrwuy 20, 2016. ' Pmking dcm:md Is bawd an the LI,Gs altenwte parking rata, turd puking utilization Is basud on the Urban Land hwimle (ULp SP =squato Net I':A3'HIU611 Hs h151mr,vl perking G(19.dvVAltCode @J }2(1161 31 D -21 i �a a� ix '6 x Ea %a „R i K 3 min S3 R^ g 2 K d �v000�m = „ „��ooa ........ -.., Ili -- . _. 8 C= a ,...... _, . __. 85 s ova C it a` m9.ee .+c o.aoo ueoa e6a� nn 6 HIM i 8 5 _ quo _ ° „98 CS;gC W.�. YARp ' oo _ ___I_. g ;�sPeuRxaa Y g 8886 &$$d$ 8M ME CgnBr'J "9A9W,. 83��A .:9 31 D -22 i a � min y R^ g 2 �v000�m = „ „��ooa ........ -.., Ili -- . _. 8 C= a ,...... 8 . ee 85 ova C it 4o m9.ee .+c o.aoo ueoa nn HIM 8 ga _ g ;�sPeuRxaa 8886 &$$d$ 8M ME "9A9W,. 31 D -22 LS 7111/16 RESOLUTION NO.2016 -xx A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF SANTA ANA APPROVING VARIANCE NO. 2016 -05 AS CONDITIONED TO ALLOW A REDUCTION IN REQUIRED PARKING FOR THE PROPERTY LOCATED AT 1400 WEST EDINGER AVENUE BE IT RESOLVED BY THE PLANNING COMMISSION OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The Planning Commission of the City of Santa Ana hereby finds, determines and declares as follows: A. The Applicant is requesting approval of Variance No. 2016 -05 to allow a reduction in the required parking for a proposed 24 Hour Fitness health club at 1400 West Edinger Avenue. B. Variance No. 2016 -05 came before the Planning Commission of the City of Santa Ana for a duly noticed public hearing on July 11, 2016 to consider all testimony, written and oral. C. Variance No. 2016 -05 has been filed with the City of Santa Ana seeking to reduce the required parking standards set by Santa Ana Municipal Code section 41 -1375. D. Santa Ana Municipal Code Section 41 -638 authorizes the Planning Commission to grant a variance upon making certain findings. The Planning Commission determines that for Variance. No. 2016 -05 the following findings have been established: 1. That because of special circumstances applicable to the subject property, including size, shape, topography, location, or surroundings, the strict application of the zoning ordinance is found to deprive the subject property of privileges not otherwise at variance with the intent and purpose of the provisions of this chapter. The project site has a special circumstance related to its location and surroundings. The proposed use will be located within a built -out retail center on West Edinger Avenue that is surrounded by commercial and residential uses and transportation corridors. Due to its location, there is no feasible option for providing the additional parking that the Santa Ana Municipal Code requires for the health club. The number of on -site parking spaces will be sufficient as identified in the parking analysis for the project, which has determined Resolution No. 2016 -xx Page 1 of 6 31 D -23 that a surplus of parking spaces will be provided for the project, even during times of peak demand. As a result, the parking variance will allow the applicant the ability to use the property in a manner that is consistent with similar surrounding commercial uses. 2. That the granting of a variance is necessary for the preservation and enjoyment of one or more substantial property rights. The granting of the variance is necessary for the preservation and enjoyment of substantial property rights. The granting of the parking variance will preserve the property owner's ability to lease the building to a use that will contribute to identifying the site as an economically viable development. The tenant space that is the subject of this application has accommodated a variety of clothing and household goods retail tenants that have been unsuccessful in remaining viable. The granting of the variance will allow a new type of commercial use to establish itself in the existing retail center, contributing to the overall success of the former anchor building's reconfiguration and the site as a whole. 3. That the granting of a variance will not be materially detrimental to the public welfare or injurious to surrounding property. The granting of the variance will not be detrimental to the public, or surrounding properties. As demonstrated in the parking analysis for the project, the site will have sufficient parking to accommodate the various uses during the peak parking hours on both weekdays and weekends. Therefore, the reduction in parking will not be detrimental to the surrounding community as it will not result in parking impacts affecting adjacent commercial or residential neighborhoods. Further, the granting of the variance will allow the property owner to fill a long - vacant tenant space, contributing to the vitality and success of the existing site, Finally, conditions have been placed to ensure that the site be in compliance with all other development standards applicable to the property. 4. That the granting of a variance will not adversely affect the General Plan of the City. Finally, the project will not adversely affect the General Plan as the proposed health club use is consistent with Goals 1 and 2 of the Land Use Element of the General Plan. These goals encourage uses such as 24 Hour Fitness that promote Resolution No, 2016 -xx Page 2 of 6 31 D -24 a balance of land uses to address basic community needs and which enhance the City's economic and fiscal viability. In addition, the project is consistent with Policy 2.2 of the Land Use Element, which supports commercial uses that accommodate the City's needs for goods and services. Furthermore, Policy 2.8 of the Land Use Element promotes the rehabilitation of commercial properties, and encourages increased levels of capital investment. The tenancy of 24 Hour Fitness will include significant tenant improvements to a building that has remained vacant due to significant shifts in department store restructurings. Finally, Policy 5.5 of the Land Use Element encourages development that is compatible with and supporting of surrounding land uses. 24 Hour Fitness will be located in a commercial area and its operation will be compatible with the surrounding commercial businesses. E. In accordance with the California Environmental Quality Act the recommended action is exempt for further review per Section 15301. The Class 1 exemption allows the operation, repair, maintenance, permitting, or leasing of existing structures. The project consists of the re- tenanting of an existing anchor store building. No expansion of square footage or interior reconfigurations of existing square footage is proposed as part of the project. The proposed tenant has been found by the City's development review agencies to not create any adverse impacts. The fitness center is proposed to be located on a site that is not designated by federal, state, or local agencies to be an environmental resource of hazardous or critical concern.. The cumulative impact of this project will not be significant as there are no other fitness facilities currently on or near the site, the property is already served by roads and utilities, and will not create any adverse impacts such as noise, traffic, or safety concerns. There is no reasonable possibility that the project will have a significant effect on the environment due to unusual circumstances. The project is not located within a highway officially designated as a state scenic highway and will not result in damage to scenic resources. The project is not located on a site which is included on any list compiled pursuant to Section 65962.5 of the Government Code. Lastly, the project is not proposed on a site that is considered a historical resource orthat is listed in the Santa Ana Register of Historic Properties. As a result, Categorical Exemption Environmental Review No. 2016 -08 will be filed for this project. Section 2. The applicant agrees to indemnify, hold harmless, and defend the City of Santa Ana, its officials, officers, agents, and employees, from any and all liability, claims, actions or proceedings that may be brought arising out of its approval of this project, and any approvals associated with the project, including, without limitation, any environmental review or approval, except to the extent caused by the sole negligence of the City of Santa Ana. Resolution No. 2016 -xx Page 3 of 6 31 D -25 Section 3. The Planning Commission, after conducting the public hearing, hereby approves Variance No. 2016 -05 as conditioned in Exhibit A attached hereto and incorporated herein, to reduce the required parking standards for a health club at 1400 West Edinger Avenue. This decision is based upon the evidence submitted at the above said hearing, which includes, but is not limited to: the Request for Planning Commission Action dated July 11, 2016, and exhibits attached thereto, and the public testimony, all of which are incorporated herein by this reference. ADOPTED this 11th day of July, 2016 by the following vote: AYES: Commissioners: NOES: Commissioners: ABSENT: Commissioners: ABSTENTIONS: Commissioners: James Gartner Chairperson APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: Lisa Storck Assistant City Attorney CERTIFICATE OF ATTESTATION AND ORIGINALITY I, ROSA BARELA, Acting Recording Secretary, do hereby attest to and certify the attached Resolution No. 2016 -xx to be the original resolution adopted by the Planning Commission of the City of Santa Ana on July 11, 2016. Date: Acting Recording Secretary City of Santa Ana 31 D -26 Resolution No. 2016 -xx Page 4 of 6 AIROMW Conditions of Approval for Variance No. 201605 Should the Planning Commission approve Variance No. 2016 -05, the approval is subject to compliance, to the reasonable satisfaction of the Planning Manager, with all applicable sections of the Santa Ana Municipal Code, the California Administrative Code, the California Building Standards Code and all other applicable regulations. The applicant must comply in full with each and every condition listed below prior Lo exercising the rights conferred by this variance. The applicant must remain in compliance with all conditions listed below throughout the life of the variance, Failure to comply with each and every condition may result in the revocation of the variance. A. Planning Division 1. All proposed improvements must conform to the Site Plan Review approval of DP No, 2016 -3 and the staff report exhibits. 2. Any amendment to this variance must be submitted to the Planning Division for review. At that time, staff will determine if administrative relief is available or the variance must be amended. 3. Prior to the issuance of building permits, all donation bins must be removed from the premises. 4. Prior to the issuance of building permits, a final landscape plan must be submitted. The plan shall include the location and type of new landscaping to be installed as well as details on the irrigation system to ensure continued maintenance of the landscaping. 5. Prior to occupancy of the building, following items shall be completed: a. The parking lot shall be repaired, repaved and restriped to City standards; b. The entire building shall be repainted; c. The damaged loading door on the west elevation shall be replaced; Resolution No. 2Q15- Page 5 of 6 31 D -27 d. A trash enclosure shall be built at the southeast section of the site; e. Vine pockets shall be installed on the south and west perimeter wall at a rate of 15 feet on center; f. A minimum of four bike racks shall be installed adjacent to the project entrance; and, g. The recycling center in the north parking lot shall be removed Resolution No. 2015 - Page 6 of 6 31 D -28 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: REQUESTING BOARD OF SUPERVISORS OF THE COUNTY OF ORANGE TO CONSOLIDATE THE 2016 GENERAL MUNICIPAL ELECTION WITH THE STATEWIDE GENERAL ELECTION AND AUTHORIZE EXTENSION OF DEADLINES FOR WRITTEN ARGUMENTS - PROPOSED AMENDMENTS TO THE SANTA ANA CHARTER REGARDING COUNCIL COMPENSATION REFORM (STRATEGIC PLAN NO. 5, 1) I CITY MANAG RECOMMENDED ACTIONS CLERK OF COUNCIL USE ONLY: _-•:• ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER 1. Adopt a resolution requesting the Board of Supervisors of the County of Orange to consolidate the 2016 General Municipal Election on November 8, 2016 for certain officers and proposed Santa Ana Charter Amendment with the 2016 Statewide Election. 2. Adopt a resolution authorizing the extension of deadlines for written Arguments for proposed Santa Ana Charter Amendment. DISCUSSION Pursuant to Section 10403 of the California Elections Code, the City Council is required to formally request consolidation of the City's General Municipal Election with the Statewide Election. The subject resolution fulfills this requirement by requesting that the Board of Supervisors of Orange County consolidate the general elections for the purpose of electing a Mayor and Councilmembers for Wards 1, 3 and 5 and proposed Santa Ana Charter Amendment on council compensation reform to be held on November 8, 2016 and authorizes the Board of Supervisors to canvass the election returns. Resolution No. 2016 -060 adopted July 5, 2016 authorized Arguments to be filed in accordance with the California Elections Code. As of July 19, 2016, the deadline set by the Clerk of the Council, only Arguments in opposition to the proposed Santa Ana Charter Amendment were received. The intent of the proposed resolution (attached) is to extend the deadline for written arguments to allow members of the public to submit arguments in favor and opposition for consideration by the voters. Elections Code Section 9286 allows the deadline for Arguments to be extended beyond the required 14 days when an election is consolidated with another election. 55A -1 2016 General Election — Consolidation Request August 2, 2016 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 The cost to consolidate the General Municipal Election is estimated to be $134,678. Funds for these administrative costs are available in the General Non - Departmental, Contractual Services account no. 01105015 62300, FY 2016 -2017. APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director Finance & Management Services Agency Exhibits: 1. Resolution regarding consolidation 2. Resolution regarding extension of deadline 55A -2 RESOLUTION NO. 2016 -XXX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA REQUESTING THE BOARD OF SUPERVISORS OF ORANGE COUNTY TO CONSOLIDATE THE 2016 GENERAL MUNICIPAL ELECTION TO BE HELD IN THE CITY OF SANTA ANA ON NOVEMBER 8, 2016 WITH THE STATEWIDE GENERAL ELECTION FOR THE ELECTION OF CERTAIN OFFICERS AND ALL OTHER MEASURES AS PROPOSED OR AUTHORIZED BY THE CITY COUNCIL 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, on June 21, 2016, called a 2016 General Municipal Election to be held on November 8, 2016, for the purpose of electing the Mayor and Councilmembers from Wards 1, 3 and 5. B. On July 5, 2016, the City Council adopted Resolution No. 2016059 submitting to the voters the question relating to a proposed amendment on council compensation reform. C. There will be a statewide general election held on November 8, 2016. D. It is desirable that said general election of the City of Santa Ana be consolidated with the statewide general election to be held on the same date and; that within the City of Santa Ana, the precincts, polling places and election of officers and proposed charter amendment be the same, and that the Board of Supervisors of the County of Orange canvass the returns of both elections, in all respects as if there were only one election, Section 2. That pursuant to the requirements of Section 10403 of the Elections Code of the State of California, the Board of Supervisors of the County of Orange is hereby requested to consent to and order the consolidation of the November 8, 2016 General Municipal Election of the City of Santa Ana for the purpose of electing the Mayor and Councilmembers from City Wards 1, 3, and 5 and proposed Charter Amendment with the statewide general election to be held on the same date. The election will be held and conducted in accordance with the provisions of law regulating the statewide election. Exhibit 1 Resolution No, 2016 -XXX 55A -3 Page 1 of Section 3. The Board of Supervisors of the County of Orange is hereby authorized to canvass the returns of said general municipal election pursuant to Section 10411 of the Elections Code of the State of California. Section 4. The City of Santa Ana recognizes that additional costs will be incurred by the County by reason of this consolidation and agrees to reimburse the County of Orange for any such costs. Section 5. The Clerk of the Council is hereby directed to file a certified copy of this Resolution with the Board of Supervisors of the County of Orange and a certified copy of this Resolution with the Registrar of Voters of the County of Orange. Section 6. 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 _ , 2016. APPROVED AS TO FORM: By: / Sonia R. Ca Ihr�a City Attorney Resolution No. 2016 -XXX Page 2 of 55A -4 Miguel A. Pulido Mayor AYES: NOES: ABSTAIN: NOT PRESENT: Councilmembers: Councilmembers: Councilmembers: 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. 2016 -XXX to be the original resolution adopted by the City Council of the City of Santa Ana on Date: Maria D. Huizar, Clerk of the Council Resolution No. 2016 -XXX 55A -5 Page 3 of: A �J RESOLUTION NO. 2016 -XXX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AUTHORIZING THE EXTENSION OF DEADLINES FOR WRITTEN ARGUMENTS FOR PROPOSED AMENDMENTS TO THE SANTA ANA CHARTER 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. A general election of the City of Santa Ana will be held on November 8, 2016, at which there will be submitted to the qualified electors of the City a Charter Amendment measure related to Council Compensation Reform. B. That pursuant to the requirements at Section 9282 of the Elections Code of the State of California, the legislative body may authorize any member(s) of the City Council to write arguments for or against any measure. C. The Clerk of the Council previously established deadlines for the submission of written arguments and the City Council desires to authorize the Clerk of the Council to extend the deadlines to August 12, 2016 at 5:00 p.m. The extension of deadlines shall remain consistent with the review period legally required by the Elections Code. Section 2. The City Council, as the legislative body of the City of Santa Ana, hereby authorizes the Clerk of the Council to give preference and priority to any member or members of the City Council (up to five members), then to voters as set forth in California Elections Code section 9287, to file a written argument for or against the City measures set forth above, and to change said argument until and including the date fixed by the Clerk of the Council after which no arguments for or against said City measure may be submitted. Section 3. This Resolution shall take effect immediately upon its adoption by the City Council, and the Clerk of the Council shall attest to and certify the vote adopting this Resolution. ADOPTED this day of August, 2016. Exhibit 2 55A -7 Miguel A. Pulido Mayor AYES: Councilmembers: NOES: Councilmembers: ABSTAIN: Councilmembers: NOT PRESENT: Councilmembers: CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attestto and certify that the attached Resolution No. 2016 -XXX to be the original resolution adopted by the City Council of the City of Santa Ana on Date: y • Maria D. Huizar, Clerk of the Council _ M 0 CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: ADOPT RESOLUTIONS AND AUTHORIZE APPLICATIONS FOR CLEAN WATER AND DRINKING WATER STATE REVOLVING FUND CAPITAL PROJECT FINANCING [NONGENERAL FUND] {STRATEGIC PLAN NO. 6, 1G} '� J dv;�t z� CITY MANAG RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: _70-:• 9" ❑ As Recommended ❑ As Amended ❑ Ordinance on tat Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolutlon ❑ Set Public Hearing For, _ CONTINUED TO FILE NUMBER Adopt Resolutions agreeing to the terms of participation in the Environmental Protection Agency and California State Water Resources Control Board, Clean Water State Revolving Fund and Safe Drinking Water State Revolving Fund programs for four capital improvement projects: a. Segerstrom (San Lorenzo) Sewer Lift Station b. Sewer Collection System Improvements c. Automated Metering Infrastructure d. Water Distribution System Improvements 2. Authorize the Executive Director of Public Works to submit applications for Environmental Protection Agency and California State Water Resources Control Board, Clean Water State Revolving Fund financing of the Segerstrom (San Lorenzo) Sewer Lift Station and Sewer Collection System Improvements projects. Authorize the Executive Director of Public Works to submit applications for California State Water Resources Control Board and Safe Drinking Water State Revolving Fund financing for the Automated Metering Infrastructure and Water Distribution System Improvements projects. DISCUSSION The California State Water Resources Control Board (SWRCB) oversees two capital improvement financing programs known as the Safe Drinking Water State Revolving Fund (SDWSRF) and Clean Water State Revolving Fund (CWSRF) that provide low -cost flexible financing for capital improvements to water and wastewater utilities. These programs require less administrative burden than financing through bonds or certificates of participation, and can 55B -1 Adopt Resolutions and Authorize Applications for State Revolving Fund Capital Project Financing August 2, 2016 Page 2 be secured on a shorter timeline and repaid more flexibly, subject to conditions of participation and competitive scoring criteria established and administered under the supervision of SWRCB. With the assistance of a contract consultant, staff has prepared draft general applications for four capital projects that are good candidates for SWRCB approval. These projects would benefit from a near -term infusion of cash to shorten their respective project delivery schedules, and accelerate realization of service -level and financial benefits to the City and its enterprise ratepayers. The following four projects were selected by staff: Application Project Name Proiect # and Description Stage of Delivery Estimated Cost 1. San Lorenzo Sewer Lift Station 06 -3510; Replace Segerstrom sewer lift station 2. Sewer Collection System Improvements Replace existing mains and associated assets 3. Automated Meter Infrastructure 16 -6460; Replace 48, 000 meters with smart meters and associated assets 4. Water Distribution System Improvements Replace end -of- useful -life cast iron water mains Finalizing Plans & $4.0 Million Specifications Various, ongoing $9.5 Million Feasibility Study $13.7 Million underway Various, ongoing $10.8 Million Santa Ana ratepayers rose to the challenge of the Governor's drought conservation orders last fiscal year and reduced their consumption by more than the 12 percent system -wide reduction required by the State. While this is good for our long -term resource conservation and sustainable use, it negatively impacted Water Enterprise and Sewer Enterprise revenues in the short term, resulting in delays and deferments in capital projects. Making use of these available financing sources can reduce the impact of the delayed capital project delivery, and reduce inefficiencies in City and enterprise operations, and thereby reduce long -term costs to the City and its ratepayers. 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. 55B -2 Adopt Resolutions and Authorize Applications for State Revolving Fund Capital Project Financing August 2, 2016 Page 3 ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT There is no fiscal impact associated with this action. Staff will return to Council with a request for approval to accept any award under these applications and programs and will indicate the fiscal impact of any such awards and associated expenditures at that time. Executive Director Public Works Agency FM /NS /RR Exhibits: 1. Resolution: Segerstrom (San Lorenzo) Sewer Lift Station 2. Resolution: Sewer Collection System Improvements 3. Resolution: Automated Metering Infrastructure 4. Resolution: Water Distribution System Improvements 5. General Applications 6. General Application Attachments 7. State Revolving Fund Program Documents 55B -3 55B -4 Qxs 7/20116) RESOLUTION NO. 2016 -XX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AUTHORIZING CITY PARTICIPATION IN THE CALIFORNIA CLEAN WATER STATE REVOLVING FUND FINANCING PROGRAM FOR SEWER LIFT STATION IMPROVEMENTS BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. WHEREAS, the City of Santa Ana (the "Agency ") desires to finance the costs of constructing and /or reconstructing certain public facilities and improvements relating to its water and wastewater system, including certain treatment facilities, pipelines, and other infrastructure (the "Project "); and B. WHEREAS, the Agency intends to finance the construction and /or reconstruction of the Project or portions of the Project with moneys ( "Project Funds ") provided by the State of California, acting by and through the State Water Resources Control Board ( "State Water Board "); and C. WHEREAS, the State Water Board may fund the Project Funds with proceeds from the sale of obligations the interest upon which is excluded from gross income for federal income tax purposes (the "Obligations "); and D. WHEREAS, prior to either the issuance of the Obligations or the approval by the State Water Board of the Project Funds, the Agency desires to incur certain capital expenditures (the "Expenditures ") with respect to the Project form available moneys of the Agency; and E. WHEREAS, the Agency has determined that those moneys to be advanced on and after the date hereof to pay the Expenditures are available only for a temporary period and it is necessary to reimburse the Agency for the Expenditures from the proceeds of the Obligations. Section 2. The Agency hereby states its intention and reasonably expects to reimburse Expenditures paid prior to the issuance of the obligations or the approval by the State Water Board of the Project Funds. Section 3. The reasonably expected maximum principal amount of the Project Funds is $4.0 Million. Exhibit I Resolution No. 2016 -XXX Page 1 of 4 55B -5 Section 4. This resolution is being adopted no later than 60 days after the date on which the Agency will expend moneys for the construction portion of the Project costs to be reimbursed with Project Funds. Section 5. Each Agency expenditure will be of a type properly chargeable to a capital account under general federal income tax principles. Section 6. To the best of our knowledge, this Agency is not aware of the previous adoption of official intents by the Agency that have been made as a matter of course for the purpose of reimbursing expenditures and for which tax - exempt obligations have not been issued. Section 7. This resolution is adopted as official intent of the Agency in order to comply with Treasury Regulation §1.150 -2 and any other regulations of the Internal Revenue Service relating to the qualification for reimbursement of Project costs. Section 8. All the recitals in this Resolution are true and correct and this Agency so finds, determines and represents Section 9. BE IT FURTHER RESOLVED that the Executive Director of the Public Works Agency, or his /her designee, is hereby authorized as Signature Authority to execute all documents necessary to implement and secure payment; and Section 10. BE IT FURTHER RESOLVED that this authorization is effective until rescinded by this governing body. Section 11. 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 2nd day of August, 2016. APPROVED AS TO FORM: Sonia R. ary City Attorney B. 4 o Sandoval ief Assistant City Attorney Resolution No. 2016 -XXX Page 2 of 4 Miguel A. Pulido Mayor 55B -6 AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers 55B -7 (Ixs 7/20116) Resolution No. 2016 -XXX Page 3 of 4 CERTIFICATE OF ORIGINALITY I, Maria D. Huizar, Clerk of the Council, do hereby certify the attached Resolution No. 2016- to be the original resolution adopted by the City Council of the City of Santa Ana on August__, 2016. Date: Resolution No. 2016 -XXX Page 4 of 4 Clerk of the Council City of Santa Ana 55B -8 (jxs 7/20/16) RESOLUTION NO. 2016 -XX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AUTHORIZING CITY PARTICIPATION IN THE CALIFORNIA CLEAN WATER STATE REVOLVING FUND FINANCING PROGRAM FOR SEWER COLLECTION SYSTEM IMPROVEMENTS BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows; A. WHEREAS, the City of Santa Ana (the "Agency ") desires to finance the costs of constructing and /or reconstructing certain public facilities and improvements relating to its water and wastewater system, including certain treatment facilities, pipelines, and other infrastructure (the "Project "); and B. WHEREAS, the Agency intends to finance the construction and /or reconstruction of the Project or portions of the Project with moneys ( "Project Funds ") provided by the State of California, acting by and through the State Water Resources Control Board ( "State Water Board "); and C. WHEREAS, the State Water Board may fund the Project Funds with proceeds from the sale of obligations the interest upon which is excluded from gross income for federal income tax purposes (the "Obligations "); and D. WHEREAS, prior to either the issuance of the Obligations or the approval by the State Water Board of the Project Funds, the Agency desires to incur certain capital expenditures (the "Expenditures") with respect to the Project form available moneys of the Agency; and E. WHEREAS, the Agency has determined that those moneys to be advanced on and after the date hereof to pay the Expenditures are available only for a temporary period and it is necessary to reimburse the Agency for the Expenditures from the proceeds of the Obligations. Section 2. The Agency hereby states its intention and reasonably expects to reimburse Expenditures paid prior to the issuance of the obligations or the approval by the State Water Board of the Project Funds. Section 3. The reasonably expected maximum principal amount of the Project Funds is $9.5 Million. Exhibit 2 Resolution No. 2016 -XXX Page 1 of 4 55B -9 Section 4. This resolution is being adopted no later than 60 days after the date on which the Agency will expend moneys for the construction portion of the Project costs to be reimbursed with Project Funds. Section 5. Each Agency expenditure will be of a type properly chargeable to a capital account under general federal income tax principles. Section 6. To the best of our knowledge, this Agency is not aware of the previous adoption of official intents by the Agency that have been made as a matter of course for the purpose of reimbursing expenditures and for which tax - exempt obligations have not been issued. Section 7. This resolution is adopted as official intent of the Agency in order to comply with Treasury Regulation §1.150 -2 and any other regulations of the Internal Revenue Service relating to the qualification for reimbursement of Project costs. Section 8. All the recitals in this Resolution are true and correct and this Agency so finds, determines and represents Section 9. BE IT FURTHER RESOLVED that the Executive Director of the Public Works Agency, or his /her designee, is hereby authorized as Signature Authority to execute all documents necessary to implement and secure payment; and Section 10. BE IT FURTHER RESOLVED that this authorization is effective until rescinded by this governing body. Section 11. 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 2nd day of August, 2016. APPROVED AS TO FORM: Sonia R. ar Cit torney By: o e andoval C ' Assistant City Attorney Resolution No. 2016 -XXX Page 2 of 4 Miguel A. Pulido Mayor 55B -10 AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers 55B -11 (jxs 7/20116) Resolution No, 2016 -XXX Page 3 of 4 CERTIFICATE OF ORIGINALITY I, Maria D. Huizar, Clerk of the Council, do hereby certify the attached Resolution No. 2016- to be the original resolution adopted by the City Council of the City of Santa Ana on August,_, 2016. Date: Resolution No. 2016 -XXX Page 4 of 4 Clerk of the Council City of Santa Ana 55B -12 an 7/20/16) RESOLUTION NO, 2016 -XX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AUTHORIZING CITY PARTICIPATION IN THE CALIFORNIA CLEAN WATER STATE REVOLVING FUND FINANCING PROGRAM FOR WATER AUTOMATED METERING INFRASTRUCTURE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. WHEREAS, the City of Santa Ana (the "Agency ") desires to finance the costs of constructing and /or reconstructing certain public facilities and improvements relating to its water and wastewater system, including certain treatment facilities, pipelines, and other infrastructure (the "Project'); and B. WHEREAS, the Agency intends to finance the construction and /or reconstruction of the Project or portions of the Project with moneys ( "Project Funds") provided by the State of California, acting by and through the State Water Resources Control Board ( "State Water Board "); and C. WHEREAS, the State Water Board may fund the Project Funds with proceeds from the sale of obligations the interest upon which is excluded from gross income for federal income tax purposes (the "Obligations"); and D. WHEREAS, prior to either the issuance of the Obligations or the approval by the State Water Board of the Project Funds, the Agency desires to incur certain capital expenditures (the "Expenditures ") with respect to the Project form available moneys of the Agency; and E. WHEREAS, the Agency has determined that those moneys to be advanced on and after the date hereof to pay the Expenditures are available only for a temporary period and it is necessary to reimburse the Agency for the Expenditures from the proceeds of the Obligations. Section 2. The Agency hereby states its intention and reasonably expects to reimburse Expenditures paid prior to the issuance of the obligations or the approval by the State Water Board of the Project Funds. Section 3. The reasonably expected maximum principal amount of the Project Funds is $13.7 Million. Exhibit ,3 Resolution No. 2016 -XXX Page 1 of 4 55B -13 Section 4. This resolution is being adopted no later than 60 days after the date on which the Agency will expend moneys for the construction portion of the Project costs to be reimbursed with Project Funds. Section 5. Each Agency expenditure will be of a type properly chargeable to a capital account under general federal income tax principles. Section 6. 'To the best of our knowledge, this Agency is not aware of the previous adoption of official intents by the Agency that have been made as a matter of course for the purpose of reimbursing expenditures and for which tax - exempt obligations have not been issued. Section 7. This resolution is adopted as official intent of the Agency in order to comply with Treasury Regulation §1.150 -2 and any other regulations of the Internal Revenue Service relating to the qualification for reimbursement of Project costs. Section 8. All the recitals in this Resolution are true and correct and this Agency so finds, determines and represents Section 9. BE IT FURTHER RESOLVED that the Executive Director of the Public Works Agency, or his /her designee, is hereby authorized as Signature Authority to execute all documents necessary to implement and secure payment; and Section 10. BE IT FURTHER RESOLVED that this authorization is effective until rescinded by this governing body. Section 11. 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 2nd day of August, 2016. APPROVED AS TO FORM: Sonia R. Carva io, City Attorney ;b Sandoval '`y ief Assistant City Attorney Resolution No. 2016 -XXX Page 2 of 4 Miguel A. Pulido Mayor 55B -14 AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers 55B -15 On 7120118) Resolution No. 2016 -XXX Page 3 of 4 CERTIFICATE OF ORIGINALITY I, Maria D. Huizar, Clerk of the Council, do hereby certify the attached Resolution No. 2016- to be the original resolution adopted by the City Council of the City of Santa Ana on August 2016. Date: Resolution No, 2016 -XXX Page 4 of 4 Clerk of the Council City of Santa Ana 55B -16 (jxs 7120/18) RESOLUTION NO. 2016 -XX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AUTHORIZING CITY PARTICIPATION IN THE CALIFORNIA CLEAN WATER STATE REVOLVING FUND FINANCING PROGRAM FOR WATER DISTRIBUTION SYSTEM IMPROVEMENTS BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A, WHEREAS, the City of Santa Ana (the "Agency') desires to finance the costs of constructing and /or reconstructing certain public facilities and improvements relating to its water and wastewater system, including certain treatment facilities, pipelines, and other infrastructure (the "Project "); and B. WHEREAS, the Agency intends to finance the construction and /or reconstruction of the Project or portions of the Project with moneys ( "Project Funds ") provided by the State of California, acting by and through the State Water Resources Control Board ( "State Water Board "); and C. WHEREAS, the State Water Board may fund the Project Funds with proceeds from the sale of obligations the interest upon which is excluded from gross income for federal income tax purposes (the "Obligations "); and D. WHEREAS, prior to either the issuance of the Obligations or the approval by the State Water Board of the Project Funds, the Agency desires to incur certain capital expenditures (the "Expenditures ") with respect to the Project form available moneys of the Agency; and E. WHEREAS, the Agency has determined that those moneys to be advanced on and after the date hereof to pay the Expenditures are available only for a temporary period and it is necessary to reimburse the Agency for the Expenditures from the proceeds of the Obligations. Section 2. The Agency hereby states its intention and reasonably expects to reimburse Expenditures paid prior to the issuance of the obligations or the approval by the State Water Board of the Project Funds, Section 3. The reasonably expected maximum principal amount of the Project Funds is $10.8 Million. Exhibit Resolution No. 2016 -XXX Page 1 of 4 55B -17 Section 4. This resolution is being adopted no later than 60 days after the date on which the Agency will expend moneys for the construction portion of the Project costs to be reimbursed with Project Funds. Section 5. Each Agency expenditure will be of a type properly chargeable to a capital account under general federal income tax principles. Section 6. To the best of our knowledge, this Agency is not aware of the previous adoption of official intents by the Agency that have been made as a matter of course for the purpose of reimbursing expenditures and for which tax- exempt obligations have not been issued. Section 7. This resolution is adopted as official intent of the Agency in order to comply with Treasury Regulation §1.160 -2 and any other regulations of the Internal Revenue Service relating to the qualification for reimbursement of Project costs. Section 8. All the recitals in this Resolution are true and correct and this Agency so finds, determines and represents Section 9, BE IT FURTHER RESOLVED that the Executive Director of the Public Works Agency, or his /her designee, is hereby authorized as Signature Authority to execute all documents necessary to implement and secure payment; and Section 10. BE IT FURTHER RESOLVED that this authorization is effective until rescinded by this governing body. Section 11. 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 2nd day of August, 2016. APPROVED AS TO FORM: Sonia R. Cary o, City Attorney ihiefSandoval Ass istant City Attorney Resolution No, 2016 -XXX Page 2 of 4 Miguel A. PUlido Mayor 55B -18 AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers 55B -19 fln 7120116) Resolution No. 2016 -XXX Page 3 of 4 CERTIFICATE OF ORIGINALITY I, Maria D. Huizar, Clerk of the Council, do hereby certify the attached Resolution No. 2016- to be the original resolution adopted by the City Council of the City of Santa Ana on August 2016. Date: Resolution No. 2016 -XXX Page 4 of 4 Clerk of the Council City of Santa Ana 55B -20 STATE OF CALIFORNIA STATE WATER RESOURCES CONTROL BOARD Division of Financial Assistance P. O. Box 944212, Sacramento, CA 94244 -2120 FINANCIAL ASSISTANCE APPLICATION Clean Water State Revolving Fund Water Recycling Funding Program GENERAL INFORMATION PACKAGE I. TYPE OF ASSISTANCE REQUESTED Amount of Assistance Requested: $4,000,000.00 Proposed Security: 0 Wastewater revenues and fund ❑Water revenues and fund ❑ Other: Project Type(s): ® Wastewater ❑ Water Recycling ❑ Estuary ❑ Nonpoint Source 11. APPLICANT INFORMATION Applicant Name: City of Santa Ana Street Address:20 Civic Center Plaza City. Santa Ana _ State: CA Zi +4 Code: 92702 -4058 Applicant Type: ❑✓ Public ❑ Indian Tribe Non rofit ❑ Other: Specify CharterCity /County: Iv Yes [D No Mailing Address: 220 S Daisy St City: Santa Ana State: CA Zi +4 Code: 92703 -4334 � Congressional District(s): 46 State Senate Districts): 34 _ State Assembly District(s): 69 County: Orange Federal Tax ID No.: 95-6000785 Data Universal Numbering System DUNS No.: 08- 315 -3247 glonal Water Board where the project will take place: ❑ 1 (North Coast) ❑ 2 (San Francisco Bay) 3 (Central Coast) ❑ 4 (Los Angeles) ❑ 5 (Central Valley) ❑ 6 (Lahontan) ❑ 7 (Colorado River) ❑✓ 8 (Santa Ana) ❑ 9 (San Diego) Authorized Representative Name, Title: Nabil Saba, Water Resources Manager Phone No.: (714 ) 647 -3378 Email Address: nsaba(ilsanta- ana.org Contact Person Name: Rodolfo Roses Phone No.: 714 647 -3379 Email Address: rrosas @ santa- ana.org _ Local Counsel Name: Sonia Carvalho Phone No.: 714 647 -5203 _ Email Address: scarvalh_o @santa - ana.org _ III. PROJECT INFORMATION AND PROPOSED SCHEDULES Project Description: (Enter a brief description of the project) Reconstruct existing aging sewer lift station to: increase capacity in the sewer collection system and increase energy efficiency through newer electrical components, pumps and motors; reduce long -term safety and traffic impacts by relocating the station from its existing location (In Bristol Street, a major arterial) to a nearby off street location. Pro'ect'fitle: San Lorenzo Sewer Lift Station NPDES Permit or WDR Order No. if applicable): WDR Order No. 2006- 0003 -DWQ, WDID 8SS010602 Current Year Estimated Population Served: City: 335,264 CA DOF Table E -1, 2015); Upstream: 22,650 (7 %) Stale Use Only CWSRF Project 9 Project Manager Date Received Financial Assistance Application Page 1 of 3 General Information Package (Rev. 0312015) EXHIBIT 5 55B -21 Estimated or Actual Date Estimated Project Schedule: Complete Construction Application 1) General Information Package 0512016 2) Technical Package 07/2016 3) Environmental Package 06/2016 4) Financial Security Package 08/2016 Complete Project Plans and Specifications 12/2016 Advertise Bids 03/2016 Issue Notice to Proceed 06/2016 Complete Construction 12/2018 Consultation with Other Agencies Please list other Federal and State agencies that have been involved in this project (e.g. planning, CEQA/NEPA consultation, funding, etc.), their contact information if known, and estimated dates for resolution of any issues. Partnering Agencies Please list all other agencies that have an interest in this project. Provide contact information if known. San Diego Regional Water Quality Control Board (all phases) 2375 Northside Drive, Suite 100 San Diego, CA 92108 -2700 (619) 516 -1994 e� IV. ESTIMATED PROJECT CAPITAL COSTS AND FUNDING SUMMARY Cost Classification Total Project Costs Other Funding Requested Financina A. Facilities Planning (a) $ $ _. $ B. Facilities Design (a) $ 280,000.00 $ 4 $ 280,000.00 C. Construction Management (a) $ 420,000.00 $ $ 420,000.00 D. Value Engineering (a) $ 85,000.00 $ $ 85,000.00 E. Administration (a) $ $ $ _ F. Facilities Construction Total $ 2,795,000.00 $ _ $ 2,795,000.00 G. Contingency $ 420,000.00 $ ^_ $ 420,000.00 H. Pre - Purchase Material /Equipment $ $ $ I. Land and Right -of -Way $ $ _ $ _ J. Other Costs $ $ $ Explain: K. Total Project Costs $ 4,000,000.00 $ 0.00 $ 4,000,000.00 (a) Soft costs may be provided for planning, design, value engineering, constriction management and administration costs. Portion of the Total Project Costs that will serve existing facilities and /or existing communities $ 4,000,000.00 Portion of the Total Project Costs that will serve new development $ 0.00 Financial Assistance Application Page 2 of 3 General Information Package (REV. 0312015) EXHIBIT 5 55B -22 If the Division were to set up a technical sponsorship program, would you be interested in providing in -kind technical assistance to another CWSRF applicant in exchange for special financing? Note that checking "Yes" in no way obligates you to participate in this potential program or guarantees that this incentive will be available or offered. Z Yes ❑ No If Yes, please indicate the areas where you would be willing to provide assistance: ❑ Assistance in completing a funding application ❑ Assistance in writing a facilities plan /project report © Assistance in developing a Capital Improvement Plan [Z] Assistance in conducting a water or energy audit ❑ Assistance in building Operations & Maintenance capacity ❑ Other: Specify VI. SUSTAINABILITY A project that supports or incorporates one or more of the following sustainability goals receives one priority point for each area addressed. Label the requested documents as Attachment G1, G2, G3, etc. project supports infill development or results in the reuse or redevelopment of land in an area presently ❑The served by transit, streets, water, sewer and other essential services. G1 — Provide a map highlighting the infill or redevelopment areas. The applicant maintains a Capital Improvement Plan, an Asset Management Plan, or has performed a full -cost Zpricing analysis, or the project incorporates climate change adoption. G2— Provide copies or links to these plan or analysis. The project protects environmental or agricultural resources such as farm, range and forest lends; wetlands and wildlife habitats; recreational lands such as parks, trails, and greenbelts; or landscapes with locally unique features or areas identified by the state as deserving special protection. G3 — Provide a map highlighting the areas that will be protected. ElThe project is cited in one or more regional environmental management plans. G4— Provide copies or links to these plans. project incorporates wastewater or storm water /urban runoff recycling, water conservation, energy ❑The conservation, low impact development, or reduced use of other vital resources. G5 — Explain the reason for the energy savings and the expected energy savings. project uses low- impact treatment for lower Recycle operating costs through reduced energy, chemical, or ❑The other inputs. G6 — Explain the reason(s) for the reduced operating costs. To the best of my knowledge and belief, I certify that I am authorized to submit this application; the information provided in this application is true and correct; the documentation has been duly authorized by the governing body of the applicant; and the entity possesses the legal authority to apply for the financing and enter into a financing agreement with the State Water Resources Control Board and to finance and construct the proposed facilities. Name of Authorized Representative: Nabil Saba of Authorized Title: Water Resources Manager Date: HOW DID YOU HEAR ABOUT THE C WSRF PROGRAM? ❑ California Financing Coordinating Committee (CFCC) Funding Fair ❑ Colleague ❑ State Water Board Letter ❑ Conference /Trade Show /Workshop (Specify): 0 Consultant O Internet Financial Assistance Application (REV. 032015) ❑ Publication ❑Other (Specify): Page 3 of 3 EXHIBIT 5 55B -23 ❑ Employer /Employee General Information Package CITY OF SANTA ANA SAN LORENZO SEWER LIFT STATION State Revolving Fund General Application Attachments EXHIBIT 5 55B -24 State Revolving hand- General Application Attachment III — I: PROJECT INFORMATION Project Description: San Lorenzo Sewer Lift Station Project will reconstruct existing aging sewer lift station. The project will increase capacity in the sewer collection system and incorporate more energy efficient electrical components, pumps and motors. The project reduces long term safety and traffic impacts by relocating the station from its existing location (in Bristol Street, a major arterial) to a nearby off street location. Page 2 of 12 EXHIBIT 5 55B -25 �. State Revolving pond - General Application ��nn � ' `+:r";,. Regional Location and Site Layout Regional Location Page 3 of 12 EXHIBIT 5 55B -26 Site Layout a 9 r State Revolving Fund- General Application" 55B -27 ip Page 4 of 12 F LL r EEE fl \.14• _ � �� i s� x\ o E pek t �9 °i pk`p`d q P 19y @yp6gg tl Wplg3g pDpUg fgg1 DD90gQg t �� tt�IVFF ,Yb� ki b f is A ei 3i5 IXY l^�dp•p t��g�8 litd 9 � t 2 ( n 4,P§ 8? i R' e i 4sai a� E6 g S 55B -27 ip Page 4 of 12 State Revolving Fund - General Application (D },,' Section VI. SUSTAINABILITY Attachment G1: Since Santa Ana is a predominantly built -out city, it will become chaIlengingto find areas that can accommodate new housing or other developments for future residents. The projections associated with the Land Use Element reflect that the City's population may decrease slightly in the near term but will increase overtime. As housing demand increases and available land becomes more limited, it is anticipated that there will be an increasing trend toward higher- density residential development. The information below is excerpted from the City's General Plan. REDEVELOPMENT PLANS Prior to the elimination of Redevelopment Agencies in California in 2011, an estimated 5,185 acres (8.1 square miles) of land in Santa Ana was included in one Merged Project Area. Prior to August 2004, the Project Area was divided into six separate redevelopment project areas as described below. Of this total, 9 percent (464 acres) is in residential use, 32 percent (1,678 acres) commercial, 40 percent (2,075 acres) industrial, with other uses accounting for the remaining 19 percent (968 acres). The following six redevelopment plans have been adopted. • Santa Ana Redevelopment Plan. This plan, which encompassed 694 acres, was adopted in 1973 to revitalize the downtown area, improve traffic circulation, reestablish business, and stimulate private investment. • North Harbor Boulevard Redevelopment Plan. Adopted in 1.982, the Plan covered 470 acres along Harbor Boulevard. The Plan for this area was adopted to define future development, and create design standards for new development in the area. • Inner -City Commuter Station Redevelopment Plan. This plan, also adopted in 1982, focused in approximately 525 acres designed to provide for the development of a commuter rail station and to promote supporting uses. • South Main Street Redevelopment Plan. Adopted in 1982, the plan applied to 1,500 acres in one of the primary commercial and industrial districts of the City. • South Harbor Boulevard /Fairview Street Redevelopment Plan. Adopted in 1982, this 1,085 acre plan covered a key industrial area in the vicinity of Harbor Boulevard and Fairview Street. • Bristol Corridor Redevelopment Plan. Adopted in 1989, the plan promoted the redevelopment of a 781 -acre area along the Bristol Street corridor of the City. The locations of the previously existing redevelopment project areas are shown in the map below. Page 5 of 12 EXHIBIT 5 55B -28 State Revolving Fund - Cenral Application = —_ Merge Redevelopment Plan Downtown Soalh Main North Harbor © Saath Harbor Wn r iy ® Bristol o ae 1.2 Page 6 of 12 EXHIBIT 6 55B -29 State Revolving Fund - General Application (a General Plan Land Use Land Use Designations LF, 7 (Lan DOOS,ty HBtitOapliHO MR - 15 1 • L:.. UN(k)"'Ne'O : - MM MD(IhOuOiaq EXHIBIT 5 55B-30 Me LlnttUtionall Pro ..... .. Page 7 of 12 State Revolving Fund - General Application Attachment G2: The City of Santa Ana Public Works Agency maintains a Capital Improvement Program and an Asset Management System for the Sewer Distribution System. The latest Rate Studies, conducted by Black & Veatch, were approved by City Council on February 17, 2015. The City of Santa Ana Asset Management System was used as one of the resources in developmentof the new approved rates. The 2015/2016 approved Capital Improvement Plan further reflects the improvements recommended in this rate study. Below are links to supporting documents. • FY 15 -16 Capital Improvement Program LgPI • FY 14 -15 Water and Sewer Rate Studies • Request for Council Action and Resolution 2015 -010, and Council Minutes (Item 75A) • Draft Climate Action Plan (p 58, water pump retrofits save electricity and reduce GHG emissions) Page 8 of 12 EXHIBIT 5 55B -31 State Revolving Fund- General Application Attachment G3: City of Santa Ana and its residents value the many neighborhood parks. As a fully developed City, its residents use the parks and the zoo on regular basis and City's Parks and Recreation Department continues to hold various events all year round. As such it is very important for the City to maintain its infrastructure and to protect its assets such as its open spaces. City of Santa Ana maintains 35 parks, including the Santa Ana Zoo since 1952, each illustrated below. Open Space Plan R i« sd,00ls Olhe, (Golf Cowsrs, Cernelel ies, elc„ 0.6 12W— Page 9 of 12 4ANNkIV 55B -32 State Revolving Fnnd - General Application R�rgt ys fsd� Attachment G4: This project Is not cited in any of the regional environmental management plans. Page 10 of 12 EXHIBIT 5 55B -33 State Revolving Fund - General Application (D'N' Attachment G5: (Reasons for expected energy savings) .San Lorenzo Sewer Lift Station + Will reduce energy consumption for cleanup of Sanitary Sewer Overflow incidents; will incorporate more efficient pumps to reduce peak energy demand, increase peak output, and enable consistently lower energy consumption. Page 11 of 12 EXHIBIT 5 55B -34 State Revolving Fund - General Application Attachment G6: (Reasons for reduced operating costs) San Lorenzo Sewer lift Station Will reduce risk of Sanitary Sewer Overflow and associated penalties and cleanup costs; will incorporate more efficient pumps and management systems to reduce pumping cost. Page 12 of 12 *M11 31111V 55B -35 55B -36 STATE OF CALIFORNIA STATE WATER RESOURCES CONTROL BOARD Division of Financial Assistance P. O. Box 944212, Sacramento, CA 942442120 FINANCIAL ASSISTANCE APPLICATION Clean Water State Revolving Fund Water Recycling Funding Program GENERAL INFORMATION PACKAGE I. TYPE OF ASSISTANCE REQUESTED Amount of Assistance Re uested: $ 9,500,000.00 Proposed Security: ® Wastewater revenues and fund OWater revenues and fund ❑Other: Project Type(s): ZJ Wastewater OWaterRegcling O Estuary ❑ Nor point Source II. APPLICANT INFORMATION _ Applicant Name: City of Santa Ana Street Address: 20 Civic Center Plaza Clt : Santa Ana State: CA Zi +4 Code: 92702 -4058 A_ lisp anti e: ✓ Public [I Indian _Tribe ❑Nonprofit ❑Other: Specify_ Charter City /County: Ev] Yes ❑ No Mailing Address: 220 S Daisy St City: Santa Ana State: CA Zi +4 Code: 92703 -4334 Con ressional District(s): 46 47, 48 State Senate District(s): 33, 34 _ State Assembly District(s): 69 Count : Oran e Federal Tax ID No.: 95- 6000785 Data Universal Numbering System (DUNS) No.: 08- 315 -3247 Regional Water Board where the project will take place: ❑ 1 (North Coast) ❑ 2 (San Francisco Bay) ❑ 3 (Central Coast) ❑ 4 (Los Angeles) ❑ 5 (Central Valley) ❑ 6 (Lahontan) El 7 (Colorado River) ❑8 (Santa Ana) ❑ 9 (San Diego) Authorized Re resentative Name, Title: Nabil Saba, Water Resources Manager Phone No.: 714 647 -3378 Email Address: nsaba santa- ana.or ____ Contact Person Name: Rodolfo Roses Phone No.: ( 714 ) 647 -3379 __ Email Address: rrosas @ santa- ana.org Local Counsel Name: Sonia Carvalho Phone No.: 714 647 -5203 _ Email Address: sarvalho @santa - ana.org III. PROJECT INFORMATION AND PROPOSED SCHEDULES Project Description: (Enter a brief description of the project) Replace existing deteriorated and over capacity sewer mains and related sewer assets such as manholes and laterals; and, Incorporate trenchless technologies, such as pipe lining, where appropriate to extend the service life of existing sewer collection pipelines in a low impact manner. Project will eliminate undersized sewer mains, remedy sewer main failures, reduce Inflow and infiltration, reduce sewer maintenance and prevent sewer spills. Project will be completed in 6 sequential geographical phases. Project Title: Sewer Collection System Improvements NPDES Permit or WDR Order No. if applicable): WDR Order No. 2006- 0003 -DWQ, WDID 8SS010602 Current Year Estimated Population Served: 335,264 (CA DOF E -1 2015) State Use Only Yv` CWSRF Project # Project Manager Date Received Financial Assistance Application Page 1 of 3 General Information Package (Rev. 03/2015) EXHIBIT 6 55B -37 Financial Assistance Application Page 2 of 3 General Information Package (REV. 032015) EXHIBIT 6 55B -38 Estimated or Actual Date Estimated Project Schedule: Complete Construction Application 1) General Information Package 05/2016 2) Technical Package 07/2016 3) Environmental Package 06/2016 4) Financial Security Package 08/2016 Complete Project Plans and Specifications 2016,17,18,19,20,21 Advertise Bids + 3 mo Issue Notice to Proceed + 3 mo Complete Construction + 1 yr Consultation with Other Agencies Please list other Federal and State agencies that have been involved in this project (e.g. planning, CEQA/NEPA consultation, funding, etc.), their contact information if known, and estimated dates for resolution of any issues. Partnering Agencies Please list all other agencies that have an interest in this project. Provide contact information if known, San Diego Regional Water Quality Control Board (all phases) 2375 Northside Drive, Suite 100 San Diego, CA 92108 -2700 (619) 516 -1994 IV, ESTIMATED PROJECT CAPITAL COSTS AND FUNDING SUMMARY Cost Classification Total Project Costs Other Funding Requested Financing A. Facilities Planning (a) $ $ $ B. Facilities Design (a) $ 665,000.00 $ $ 665,000.00 C. Construction Management (a) $ 1,000,000.00 $ $ 1,000,000.00 D. Value Engineering (a) $ 200,000.00 $ $ 2,000,000.00 E. Administration (a) $ $ $ F. Facilities Construction Total $ 6.635 000.00 $ $ 6.635.000.00 G. Contingency $ 1.000.000.00 $ $ 1.000.000.00 H. Pre - Purchase Material /Equipment $ $ $ '.. 1. Land and Right -of -Way $ $ e $ J. Other Costs $ $ $'.. Explain: '.. K. Total Project Costs $ 9.500.000.00 $ 0.00 $ , 9.500.000.00 '.. (a) Soft costs may be provided forplanning, design, value engineering, construction management, and administration costs. Portion of the Total Project Costs that will serve existing facilities and /or existing communities $ 9,500,000.00 Portion of the Total Project Costs that will serve new development $ 0.00 Financial Assistance Application Page 2 of 3 General Information Package (REV. 032015) EXHIBIT 6 55B -38 If the Division were to set up a technical sponsorship program, would you be interested in providing in -kind technical assistance to another CWSRF applicant in exchange for special financing? Note that checking "Yes" in no way obligates you to participate in this potential program or guarantees that this incentive will be available or offered. 0 Yes ❑ No If Yes, please indicate the areas where you would be willing to provide assistance: ❑ Assistance in completing a funding application ❑ Assistance in writing a facilities plan /project report ❑� Assistance in developing a Capital Improvement Plan 21 Assistance in conducting a water or energy audit ❑ Assistance in building Operations & Maintenance capacity ❑ Other: Specify VI. SUSTAINABILITY A project that supports or incorporates one or more of the following sustainability goals receives . one priority point for each area addressed. Label the requested documents as Attachment G1, G2, G3, etc. The project supports infill development or results in the reuse or redevelopment of land in an area presently served by transit, streets, water, sewer and other essential services. G1 — Provide a map highlighting the infill or redevelopment areas. The applicant maintains a Capital Improvement Plan, an Asset Management Plan, or has performed a full -cost pricing analysis, or the project incorporates climate change adaption. G2 — Provide copies or links to these plan or analysis. The project protects environmental or agricultural resources such as farm, range and forest lends; wetlands and wildlife habitats; recreational lands such as parks, trails, and greenbelts; or landscapes with locally unique features or areas identified by the state as deserving special protection. G3 — Provide a map highlighting the areas that will be protected. ElThe project is cited in one or more regional environmental management plans. v G4 — Provide copies or links to these plans. The project incorporates wastewater or storm watedurban runoff recycling, water conservation, energy conservation, low impact development, or reduced use of other vital resources. G5 — Explain the reason for the energy savings and the expected energy savings. The project uses low- impact treatment for lower lifecycle operating costs through reduced energy, chemical, or other inputs. G6 — Explain the reason(s) for the reduced operating costs. To the best of my knowledge and belief, I certify that I am authorized to submit this application; the information provided in this application is true and correct; the documentation has been duly authorized by the governing body of the applicant; and the entity possesses the legal authority to apply for the financing and enter into a financing agreement with the State Water Resources Control Board and to finance and construct the proposed facilities. Name of Authorized Representative: Nabil Saba Signature of Authorized Title: Water Resources Manager Date: HOW DID YOU HEAR ABOUT THE CWSRF PROGRAM? ❑ California Financing Coordinating Committee (CFCC) Funding Fair ❑ Colleague ❑ State Water Board Letter ❑ Conference/Trade Show /Workshop (Specify): ❑ Employer /Employee 21 Consultant ❑ Internet ❑ Publication ❑Other (Specify): __ Financial Assistance Application Page 3 of 3 General Information Package (REV. 032015) EXHIBIT 6 J CITY OF SANTA ANA SEWER COLLECTION SYSTEM IMPROVEMENTS State Revolving Fund General Application Attachments EXHIBIT 6 55B -40 State Revolving Fond - General Application , a Attachment III — I: PROJECT INFORMATION Project Description: Sewer Collection System Improvements Project will replace existing deteriorated and over capacity sewer mains and related sewer assets such as manholes and laterals. The project will also incorporate trenchless technologies such as pipe lining where appropriate to extend the service life of existing sewer collection pipelines in a low impact manner. Project will eliminate undersized sewer mains, remedy sewer main failures, reduce inflow and infiltration, reduce sewer maintenance and prevent sewer spills. Projects will be phased as follows: • Phase 1 -$1.9M • Willard Neighborhood • Columbine Avenue • Phase 2 -$1.7M • Heninger Park Neighborhood • Eastside Neighborhood • Phase 3 -$1.8M • Downtown Neighborhood • French Park Neighborhood • Phase 4 -$1.5M o Wilshire Square Neighborhood • Phase 5 -$1.5M • Floral Park Neighborhood • West Floral Park Neighborhood • Phase 6 -$1.1M o Artesia Filar Neighborhood EXHIBIT 6 55B -41 Page 2 of 11 State Revolving Fund -General Application Regional Location and Site Layout Regional Location Page 3 of 11 EXHIBIT 6 55B -42 State Revolving Fund - Ceueral Application CD; Section VI. SUSTAINABILITY Attachment G1: Since Santa Ana is a predominantly built -out city, it will become challenging to find areas that can accommodate new housing or other developments for future residents. The projections associated with the Land Use Element reflectthatthe City's population may decrease slightly in the near term but will increase overtime. As housing demand increases and available land becomes more limited, it is anticipated that there will bean increasing trend toward higher- density residential development. The Information below Is excerpted from the City's General Plan, REDEVELOPMENT PLANS Prior to the elimination of Redevelopment Agencies in California in 2011, an estimated 5,185 acres (8.1 square miles) of land in Santa Ana was Included In one Merged Project Area. Prior to August 2004, the Project Area was divided into six separate redevelopment project areas as described below. Of this total, 9 percent (464 acres) is in residential use, 32 percent (1,678 acres) commercial, 40 percent (2,075 acres) industrial, with other uses accounting for the remaining 19 percent (968 acres), The following six redevelopment plans have been adopted. • Santa Ana Redevelopment Plan. This plan, which encompassed 694 acres, was adopted in 1973 to revitalize the downtown area, Improve traffic circulation, reestablish business, and stimulate private investment. • North Harbor Boulevard Redevelopment Plan. Adopted in 1982, the Plan covered 470 acres along Harbor Boulevard. The Plan for this area was adopted to define future development, and create design standards for new development in the area. • Inner -City Commuter Station Redevelopment Plan. This plan, also adopted in 1982, focused in approximately 525 acres designed to provide for the development of a commuter rail station and to promote supporting uses. • South Main Street Redevelopment Plan, Adopted in 1982, the plan applied to 1,500 acres in one of the primary commercial and industrial districts of the City. • South Harbor Boulevard /Fairview Street Redevelopment Plan. Adopted in 1982, this 1,085 acre plan covered a key Industrial area in the vicinity of Harbor Boulevard and Fairview Street. • Bristol Corridor Redevelopment Plan. Adopted In 1989, the plan promoted the redevelopment of a 781 -acre area along the Bristol Street corridor of the City. The locations of the previously existing redevelopment project areas are shown in the map below. Page 4 of 11 EXHIBIT 6 55B -43 -e, State Revolving Fund - Cencral Application A 016 11 L OD, Merge Redevelopment Plan Uowrdnwn Nodh Harbor OJnW,aty 01 12 W" aristol -, Page 5 of 11 M4 Mail A k 55B-44 State Revolving Fund - General Application - - General Plan Land Use Land Use Designations ik -TILOW Gan4tV Ru,,Je IL ' MP 11 (LoAOAed .n ??nsity Res6an(ir1? I i MR -15 (M&Olam Li I. I. F�a"51d?ntlpl) _^ O pN(Mm o „5f { j5af�21l.Nal ... 'WW D tlm9ustriaV EXHIBIT 6 55B -45 INS (IOSt ul'oaal) OS (Oven Space) DC (OIa1ncr COM.Yl PR�) (PYOf&5510nal & A."mSnt,on Offioe) OBPDC (One BIcatlVay Plaza DI"'! Gtr ) Page 6 of 11 State Revolving Fund - General Application � — Attachment G2: The City of Santa Ana Public Works Agency maintains a Capital Improvement Program and an Asset Management System for the Sewer Distribution System. The latest Rate Studies, conducted by Black & Veatch, were approved by City Council on February 17, 2015. The City of Santa Ana Asset Management System was used as one of the resources in development of the new approved rates. The 2015/2016 approved Capital Improvement Plan further reflects the improvements recommended in this rate study. Below are links to supporting documents. • FY 15 -16 Capital Improvement Program (CIP) • FY 14 -15 Water and Sewer Rate Studies • Request for Council Action and Resolution 2015 -010, and Council Minutes Iltem 75A) • Draft Climate Action Plan (p 58, water pump retrofits save electricity and reduce GHG emissions) Page 7 of 11 EXHIBIT 6 55B -46 State Revolving Fund - General Application Q Attachment G3: City of Santa Ana and its residents value the many neighborhood parks. As a fully developed City, its residents use the parks and the zoo on regular basis and City's Parks and Recreation Department continues to hold various events all year round. As such it Is very important for the City to maintain its infrastructure and to protect Its assets such as its open spaces City of Santa Ana maintains 35 parks, including the Santa Ana Zoo since 1952, each illustrated below. Open Snace Plan Fudw Schools ♦✓ 011w (Golf Coors., Corne[eries, o,.J D U.4 1.2 "Id. Page 8 of 11 EXHIBIT 6 55B -47 x , , State Revolving Fund - General Application J Attachment G4: This project is not cited in any of the regional environmental management plans. Page 9 of 11 .wn CWdrl 55B -48 State Revolving Fund - Cenral Application„ <<3.' '�t Attachment G5: (Reason(s) for expected energy savings) Sewer Collection System Improvements Will minimize vehicle idling and congestion from major repair traffic disruption; will leave more resources available for efficiency- oriented expenditures and investments. Page 10 of 11 MOURI 55B -49 State Revolving Fund - General ApplicationI ^a Attachment G6: (Reasons for reduced operating costs) Sewer Collection System Improvements • Will extend serviceable life of existing assets and replace end -of -life assets with more durable and long - lasting products to minimize friction and blockage, routine and non - routine maintenance, and cost and effort of reconstruction, further reducingvehicle idling and congestion from major repairtraffic disruption and leaving more resources available for efficiency- oriented expenditures and investments. Page 11 of 11 EXHIBIT 6 55B -50 STA TE OF CALIFORNIA STATE WATER RESOURCES CONTROL BOARD Division of Financial Assistance P. O. Box 944212, Sacramento, CA 94244 -2120 GENERAL INFORMATION PACKAGE Financial Assistance Application Page 1 of 6 General Information Package (Rev. 03 12016) Drinking Water State Revolving Fund EXHIBIT 7 5513-51 FOR STATE USE ONLY Project Manager DWSRF Project S Date Complete Package Received 1. TYPE OF ASSISTANCE REQUESTED LGTS State Only) PLANNING I V 1 CONSTRUCTION Estimated Amount of Financial Assistance Requested: $ 13,700,000 Project Title: Automated Meter Infrastructure 11. APPLICANT INFORMATION _ Water System Number: 3010038 Data Universal Numbering System (DUNS) Number: 08- 315 -3247 Applicant (Entity) Name: City of Santa Ana Street Address: 20 Civic Center Plaza Cit ; Santa Ana State: CA Zi +4 Code: 92702 -4058 Mailinq Address: 220 S Daisy St City: Santa Ana State: CA Zi +4 Code: 92703 -4334 Congressional District(s): 46, 47, 48 State Senate District(s): 3a34 _ State Assembly District(s): 69 County: Orange _ Federal Tax Identification Number: 95- 6000785 Authorised Representative Name, Title: Nabil (MANDATORY) v� Saba Water Resources Manager Phone Number: 714 647 -3378 Email Address: nsaba Santa- ana.or (MANDATORY) Primary Contact Person Name: Rodolfo Rosas Phone Number: ( 714 647 -3379 Email Address: rrosas@santa-ana.org Project Engineer and License Number: (OPTIONAL) Phone Number: Email Address: Environmental Contact Person Name: (OPTIONAL) Phone Number: Email Address: Local Counsel Name: Sonia Carvalho (MANDATORY) Phone Number: 7-5203 Email Address: scarvalho Santa- ana.or Davis -Bacon Contact Person Name: Jason (MANDATORY) Gabriel Phone Number: 714 )647 -5664 _ Email Address: iaabriel (anta- ana.or9 _ Financial Assistance Application Page 1 of 6 General Information Package (Rev. 03 12016) Drinking Water State Revolving Fund EXHIBIT 7 5513-51 Financial Assistance Application Page 2 of 6 General Information Package (REV. 0312016) Drinking Water State Revolving Fund EXHIBIT 7 55B -52 LGTS III. PROJECT INFORMATION AND PROPOSED SCHEDULES All fields mandatory) State om Project Description: (Enter a brief description of the project) Replace all 48,000 + / -, existing "dummy' meters in the system with new smart meters. Install requisite meter communications network, leak detection systems, billing system interfacing, third party data hosting and customer portals. Water Svsfem Permit Number 3010038 Current ear estimated o ulation served b the waters stem: 335,264 (CA DOF E -1 2015) Briefly describe how the population was determined: Value taken from CA Department of Finance population estimate (Table E -1, 2015). Improvements affect all system users. No estimate available /provided for non - residential accounts. Total population served is greater when non - residential accounts are Included. Current population of the area benefiting from the project: 335,264 (CA DOF E -1 2015) Number of active service connections: 45,023 Briefly describe how the number of service connections was determined: Number of active customer accounts for fiscal year ending 2015. Current number of service connections for the area benefittinq from the project: Estimated Project Schedule: Estimated or Actual Date Complete Planning Application _ 1) General Information Package 05/2016 2) Technical Package 07/2016 3) Environmental Package 06/2016 4) Financial Security Package 08/2016 Financial Assistance Application Page 2 of 6 General Information Package (REV. 0312016) Drinking Water State Revolving Fund EXHIBIT 7 55B -52 Consultation with Other Agencies Please list other Federal and State agencies that have been involved in this project (e.g. planning, CEQA/NEPA consultation, funding, etc.), their contact information if known, and estimated dates for resolution of any issues. Partnering Agencies Please list all other agencies that have an interest in this project. Provide contact information if known. Regional Water Quality Control Board for all phases. San Diego Regional Water Quality Control Board 2375 Northside Drive, Suite 100 San Diego, CA 92108 -2700 (619) 516 -1994 IV. MANAGERIAL INFORMATION ( All fields mandatory) LGTS (State o nly) 1. 26sification of Water System Community ❑ Non- transient non - community Transient non - community Not currently classified as a public water system — Please explain: 2. Indicate the Ownership of the Water System (check all that apply): Public Ownership Private Ownership ✓❑ Municipality ❑ Corporation ❑ County Agency ❑ Limited Liability Company Special District Partnership State Agency Sole Proprietorship School ❑ Non - profit organization Other: ❑ Other: Financial Assistance Application Page 3 of 6 General Information Package (REV. 03/2016) Drinking Water Stale Revolving Fund EXHIBIT 7 55B -53 If the Applicant is a Municipality, is the Applicant a Charter City? ❑✓ Yes ❑ No ❑ N/A Please include the ownership documentation (See instructions for further information) (label as Attachment G1) If the water system is privately- owned, indicate the name and title of the individual with authority to engage the water system in a DWSRF financing agreement. If the water system is a Corporation, Limited Liability Company, or Partnership, complete the following: A. California Secretary of State Entity Number: B. Status with California Secretary of State: ❑ Active ❑ suspended ❑Forfeited ❑Dissolved 3. Does the California Public Utilities Commission (CPUC) regulate your system? ❑ Yes 0 No If yes, attach a list and a description of all matter(s) relating to your water system that are currently pending before the CPUC (label as Attachment G2), 4. List the names, titles and duties of key officers. If there are more than 3, attach an organization chart providing this information (label as Attachment 133). 1. David Cavazos, City Manager: Coordinates and implements public policies as approved by the City Council. 2. Fred Mousavipour, Exec. Dir. of Public Works: Formulates Agency policy and recommends changes and improvements to City Council. Oversees development of departments operating and capital budgets. 3. Nabil Saba, Water Resources Mgr. .. Performs responsible general managerial functions for the City of Santa Ana water system, including planning, organizing, directing, budgeting and intergovernmental liaison. 5. Is there any litigation pending relative to the operation of the water system or the proposed project? ❑ Yes ❑d No If yes, attach a description of the litigation and the potential costs (label as Attachment G4). 6. Is the applicant leasing land or majorwater system facilities? ❑ Yes 0 No If yes, describe the terms of the lease or attach a copy of the lease agreement (label as Attachment G5). (NOTE: If the lease is critical to the location or operation of the proposed project facilities, the term of the lease must be equal to or greater than the loan repayment period.) Financial Assistance Application Page 4 of 6 General Information Package (REV. 0312016) Drinking Water State Revolving Fund EXHIBIT 7 55B -54 7. Please include a general map of the service arealboundaries (label as Attachment G6): 8. [For Construction Projects Only] Does the ap licant have a contract with a private firm or another agency for the operation of the facility to be financed? Yes 0 No If yes, provide the name of the firm or agency and term (in years) of the agreement and attach a copy of the agreement (label as Attachment G7) CERTIFICATION AND SIGNATURE OF AUTHORIZED REPRESENTATIVE To the best of my knowledge and belief, I certify that 1 am authorized to submit this application; the information provided in this application is true and correct; the documentation has been duly authorized by the governing body of the applicant; and the entity possesses the legal authority to apply for the financing and enter into a financing agreement with the State Water Resources Control Board and to finance and construct the proposed facilities. Name of Authorized Representative: Nabil Saba Title: Water Resources Manager Signature of Authorized Representative: Date: ATTACHMENT CHECKLIST Check the box next to each item attached to your application. ❑v. 31 • -. Ownership Documentation ❑ G2— CPUC Documentation (if applicable) ❑ G3— Organization Chart (if applicable) ❑ G4— Pending Litigation (if applicable) ❑ G5 — Lease Agreement (if applicable) ❑ G6 -- Service Area Map ❑ G7— Operating Agreement (if applicable) Financial Assistance Application Page 5 of 6 General Information Package (REV. 03/2016) Drinking Water State Revolving Fund EXHIBIT 7 55B -55 Project created in LGTS? ❑YES Contact information in LGTS reflects current Authorized Representative, Davis- Bacon, Legal and Engineering contacts? ❑YES Legislative Districts entered in LGTS? ❑YES Application documents uploaded into LGTS? ❑YES Spending forecast in LGTS - Spending forecast is set as: ❑Manual ❑Automatic If manual, is it updated? ❑YES ❑N /A Project listed on Comprehensive List? ❑YES (If yes, attach documentation) Project Category: ❑A El ❑C ❑D ❑E ❑F NOTES /COMMENTS (Attach additional sheets as needed): SECTION I SECTION II SECTION III SECTION IV SECTION V Describe median household income determination (Attach checklist if necessary) Project Manager Signature Senior Engineer Signature Date Financial Assistance Application Page 6 of 6 General Information Package (REV. 0312016) Drinking Water State Revolving Fund EXHIBIT 7 55B -56 CITY OF SANTA ANA C • CIE D 1/ INFRASTRUCTURE (AMI) State Revolving Fund General Application Attachments EXHIBIT 7 55B -57 State Revolving Fund -General Application Attachment Gl: OWNERSHIP DOCUMENTATION Santa Ana Municipal Code Sec 39 -20 - Facilities declared property of city cost of repairs. All facilities, including but not limited to water meters, meter boxes, detector checks, and fittings installed by the city, shall remain at all times the property of the city, and where replacements, repairs, or adjustment of any facility are rendered necessary by the act, omission or negligence of the customer or of any person occupying the premises with the consent of the customer, any expense incurred by the city shall be charged against and collected from the customer. If the customer fails to pay such charges, the water may be shut off until such charges are paid. (Code 1952, § 7405; Ord. No. NS -936, § 2, 9- 16 -68) Page 2 of 3 EXHIBIT 7 55B -58 State Revolving Fund - General Application Attachment G6: SERVICE AREA N 11 0.0 0.5 1.0 Mlles Page 3 of 3 WHIN -Ni 55B -59 55B -60 STATE OF CALIFORNIA STATE WATER RESOURCES CONTROL BOARD Division of Financial Assistance P. O. Box 944212, Sacramento, CA 94244 -2120 GENERAL INFORMATION PACKAGE Financial Assistance Application Page 1 of 6 General Information Package (Ray. 0312016) Drinking Water State Revolving Fund EXHIBIT 8 5513-61 FOR STATE USE ONLY Project Manager `DWSRFProject# Date Complete Package Received 1. TYPE OF ASSISTANCE REQUESTED LGTS State Only) PLANNING CONSTRUCTION Estimated Amount of Financial Assistance Requested: $ 10,800,000 Project Title: Water Distribution System Improvements_ 14 APPLICANT INFORMATION Water System Number: 3010038 Data Universal Numbering System (DUNS) Number: 08- 315 -3247 Applicant (Entity) Name: City of Santa Ana Street Address: 20 Civic, Center Plaza City: Santa Ana State: CA Zi +4 Code: 92702-4058 Mailing Address: 220 S Daisy St Santa Ana State: CA _gjty Zi +4 Code: 92703 -4334 Congressional District(s): 46 47 48 State Senate District S : 33 .,34 State Assembly District(s): 69 Count :Oran e Federal Tax Identification Number: 95- 6000785 (MANDATORY) Authorized Re reseirtative Name, Title: Nabil Saba Water Resources Manager_ Phone Number: 714 )647 -3378 Email Address: nsaba(d)santa- ana.org (MANDATORY) Primar Contact Person Name: Rodolfo Rosas Phone Number: 714 647 -3379 _ Email Address: rrosas(rilsanta -ana ora - . (OPTIONAL) Project Engineer and License Number: Phone Number: Email Address: (OPTIONAL) Environmental Contact Person Name: Phone Number: ( ) Email Address: _ (MANDATORY) Local Counsel Name: Sonia Carvalho Phone Number: (714 )647-5203 Email Address: scarvalho Santa- ana.or (MANDATORY) Davis -Bacon Contact Person Name: Jason Gabriel Phone Number: 714 647 -5664 Email Address: ' abriei cr)santa- ana.or Financial Assistance Application Page 1 of 6 General Information Package (Ray. 0312016) Drinking Water State Revolving Fund EXHIBIT 8 5513-61 III. PROJECT INFORMATION AND PROPOSED SCHEDULES All fields mandato LGTS State on/ Project Description: (Enter a brief description of the project) Replace existing aging cast iron water mains which have exceeded their expected life and are prone to leaks and water main breaks with new polyvinyl chloride pipelines to ensure system reliability and protect water quality, improve system operations and energy efficiency through reduced system head losses and main failures, and increase system capacity and promote infill development plans. • Phase 1 - $1.8M - West Grove Valley Neighborhood (shovel ready) • Phase 2 - $1.8M - Riverview Neighborhood • Phase 3 - $1.8M - Thornton Park Neighborhood • Phase 4 - $1.8M - Park Santiago Neighborhood • Phase 5 - $1.8M - Valley Adams Neighborhood • Phase 6 - $1.8M - Laurelhurst Neighborhood Water System Permit Number: 3010038 Current year estimated population served by the water system: 335,264 (CA DOF E -1 2015) Briefly describe how the population was determined: Value taken from CA Department of Finance population estimate (Table E -1, 2015). Improvements affect all system users. No estimate available /provided for non - residential accounts. Total population served is greater when non - residential accounts are included. Current population of the area benefittino from the project: 335,264 (CA DOF E -1 2015) Number of active service connections: 45,023 Briefly describe how the number of service connections was determined: Number of active customer accounts for fiscal year ending 2015. Current number of service connections for the area benefitting from the project Estimated Project Schedule: Estimated or Actual Date Complete Planning Application 1) General Information Package 05/2016 2) Technical Package 07/2016 3) Environmental Package 06/2016 '.. 4) Financial Security Package 08/2016 Financial Assistance Application Page 2 of 6 General Information Package (REV, 03 /2016) Drinking Water Slate RevoMng Fund EXHIBIT 8 55B -62 Consultation with Other Agencies Please list other Federal and State agencies that have been involved in this project (e.g. planning, CEQA/NEPA consultation, funding, etc.), their contact information if known, and estimated dates for resolution of any issues. Partnering Agencies Please list all other agencies that have an interest in this project. Provide contact information if known. Regional Water Quality Control Board for all phases. San Diego Regional Water Quality Control Board 2375 Northside Drive, Suite 100 San Diego, CA 92108 -2700 (619) 516 -1994 IV. MANAGERIAL INFORMATION Allfields mandatory) ( rY) t.Grs (state only) 1. assification of Water System ✓ Community ❑ Non - transient non - community HTransient non - community Not currently classified as a public water system — Please explain: 2. Indicate the Ownership of the Water System (check all that apply): Public Ownership Private Ownership ❑✓ Municipality ❑ Corporation County Agency ❑ Limited Liability Company Special District ❑ Partnership State Agency ❑ Sole Proprietorship School ❑ Non - profit organization Other: ❑ Other: Financial Assistance Application Page 3 of 6 General Information Package (REV. 0312018) Drinking Water State Revolving Fund EXHIBIT 8 55B -63 If the Applicant is a Municipality, is the Applicant a Charter City? ❑✓ Yes ❑ No ❑ N/A Please include the ownership documentation (See instructions for further information) (label as Attachment 137) If the water system is privately- owned, indicate the name and title of the individual with authority to engage the water system in a DWSRF financing agreement. If the water system is a Corporation, Limited Liability Company, or Partnership, complete the following: A. California Secretary of State Entity Number: _ B. Status with California Secretary of State: ❑ Active ❑ Suspended []Forfeited ❑Dissolved 3. Does the California Public Utilities Commission (CPUC) regulate your system? ❑ Yes ✓❑ No If yes, attach a list and a description of all matter(s) relating to your water system that are currently pending before the CPUC (label as Attachment G2). 4, List the names, titles and duties of key officers. If there are more than 3, attach an organization chart providing this information (label as Attachment 133). 1. David Cavazos, City Manager: Coordinates and implements public policies as approved by the City Council. 2. Fred Mousavipour, Exec. Dir, of Public Works: Formulates Agency policy and recommends changes and improvements to City Council. Oversees development of department's operating and capital budgets. 3. Nabil Saba, Water Resources Mgr. - Performs responsible general managerial functions for the City of Santa Ana water system, including planning, organizing, directing, budgeting and intergovernmental liaison. 5. Is there any litigation pending relative to the operation of the water system or the proposed project? ❑ Yes [Z] No If yes, attach a description of the litigation and the potential costs (label as Attachment 134). r 6. Is the applicant leasing land or major water system facilities? E] Yes [,/] No If yes, describe the terms of the lease or attach a copy of the lease agreement (label as Attachment (35).ii (NOTE: If the lease is critical to the location or operation of the proposed project facilities, the term of the lease must be equal to or greater than the loan repayment period.) Financial Assistance Application Page 4 of 6 General Information Package (REV. 032076) Drinking Water State Revolving Fund EXHIBIT 8 55B -64 7. Please include a general map of the service area /boundaries (label as Attachment 136): 6. [For Construction Projects Only] Does the ap licant have a contract with a private firm or another agency for the operation of the facility to be financed? E] Yes 0 No If yes, provide the name of the firm or agency and term (in years) of the agreement and attach a copy of the agreement (label as Attachment 137) CERTIFICATION AND SIGNATURE OF AUTHORIZED REPRESENTATIVE To the best of my knowledge and belief, I certify that I am authorized to submit this application; the information provided in this application is true and correct; the documentation has been duly authorized by the governing body of the applicant; and the entity possesses the legal authority to apply for the financing and enter into a financing agreement with the State Water Resources Control Board and to finance and construct the proposed facilities. Name of Authorized Representative: Nabil Saba Title: Water Resources Manager Signature of Authorized Representative: Date: ATTACHMENT CHECKLIST Check the box next to each item attached to your application. ❑✓ G1 — Ownership Documentation ❑ G2 — CPUC Documentation (if applicable) ❑ G3 — Organization Chart (if applicable) ❑ G4— Pending Litigation (if applicable) ❑ G5 — Lease Agreement (if applicable) 121 G6 — Service Area Map ❑ G7— Operating Agreement (if applicable) Financial Assistance Application Page 5 of 5 General Information Package (REV. 03 /2016) Dnnking Water State Revolving Fund EXHIBIT 8 55B -65 Project created in LGTS? ❑YES Contact information in LGTS reflects current Authorized Representative, Davis - Bacon, Legal and Engineering contacts? ❑YES Legislative Districts entered in LGTS? RYES Application documents uploaded into LGTS? ❑YES Spending forecast in LGTS - Spending forecast is set as: ❑Manual ❑Automatic If manual, is it updated? ❑YES Project listed on Comprehensive List? ❑YES (If yes, attach documentation) Project Category: ❑A ❑B ❑C ❑D ❑E OF NOTES /COMMENTS (Attach additional sheets as needed): SECTION i SECTION 11 SECTION III SECTION IV SECTION V Describe median household income determination (Attach checklist if necessary) Project Manager Signature Senior Engineer Signature Date ❑N /A Financial Assistance Application Page 6 of 6 General Information Package (REV. 03/2010) Drinking Water State Revolving Fund EXHIBIT 8 55B -66 CITY OF SANTA ANA 0 WATER DELIVERY SYSTEM IMPROVEMENTS State Revolving Fund General Application Attachments EXHIBIT 8 55B -67 State Revolving Fond • General Application Attachment G1: OWNERSHIP DOCUMENTATION Santa Ana Municipal Code Sec 39 -20. -Facilities declared property of city; cost of repairs. All facilities, including but not limited to water meters, meter boxes, detector checks, and fittings installed by the city, shall remain at all times the property of the city, and where replacements, repairs, or adjustment of any facility are rendered necessary by the act, omission or negligence of the customer or of any person occupying the premises with the consent of the customer, any expense incurred by the city shall be charged against and collected from the customer. If the customer fails to pay such charges, the water may be shut off until such charges are paid. (Code 1952, § 7405; Ord. No. NS -936, § 2, 9- 16 -68) Page 2 of 3 EXHIBIT 8 55B -68 7 State Revolving Fund - General Application � � _ -, .�* Attachment G6: SERVICE AREA �f N �q 0.o® Mlles Page 3 of 3 EXHIBIT 8 55B -69 55B -70 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: LEAGUE OF CALIFORNIA CITIES VOTING DELEGATE (STRATEGIC PLAN NO. 5, 1) CLERK OF COUNCIL USE ONLY: r2 =11060 1 -W ❑ As Recommended ❑ As Amended ❑ Ordinance on 18` Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER CITY MANAG RECOMMENDED ACTION Designate a voting delegate and two alternates for the League of California Cities' Annual Business Meeting scheduled for October 7, 2016. BACKGROUND: This year's League Annual Conference is scheduled for Wednesday, October 5 through October 7, 2016 in Long Beach. One very important aspect of the Annual Conference is the annual Business Meeting when the membership takes action on conference resolutions. To expedite the conduct of business, every City is being requested to designate a voting representative and two alternates who will be present the City at the Business Meeting. League bylaws provide that each city is entitled to one vote and to determine a city position in matters affecting municipal or League policy matters. 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. League of California Cities Correspondence — Designation of Voting Delegates and Alternates 65A -1 65A -2 L 1 1400 K Street, Suite 400 • Sacramento, California 95814 OF CALIFORNIA U E Phone: 916.658.8200 Fax: 916.658.8240 LL: www.racities.org CITIES Council Action Advised by July 31, 2016 June 10, 2016 TO: Mayors, City Managers and City Clerks RE: DESIGNATION OF VOTING DELEGATES AND ALTERNATES League of California Cities Annual Conference — October 5 — 7, Long Beach The League's 2016 Annual Conference is scheduled for October 5 — 7 in Long Beach. An important part of the Annual Conference is the Annual Business Meeting (during General Assembly), scheduled for noon on Friday, October 7, at the Long Beach Convention Center. At this meeting, the League membership considers and takes action on resolutions that establish League policy. In order to vote at the Annual Business Meeting, your city council must designate a voting delegate. Your city may also appoint up to two alternate voting delegates, one of whom may vote in the event that the designated voting delegate is unable to serve in that capacity. Please complete the attached Voting Delegate form and return it to the League's office no later than Friday, September 23, 2016. This will allow us time to establish voting delegate /alternate records prior to the conference. Please note the following procedures that are intended to ensure the integrity of the voting process at the Annual Business Meeting. Action by Council Required. Consistent with League bylaws, a city's voting delegate and up to two alternates must be designated by the city council. When completing the attached Voting Delegate form, please attach either a copy of the council resolution that reflects the council action taken, or have your city clerk or mayor sign the form affirming that the names provided are those selected by the city council. Please note that designating the voting delegate and alternates must be done by city council action and cannot be accomplished by individual action of the mayor or city manager alone. Conference Registration Required. The voting delegate and alternates must be registered to attend the conference. They need not register for the entire conference; they may register for Friday only. To register for the conference, please go to our website: www.cacities.org. In order to cast a vote, at least nne voter most be present at the Exhibit I 65A -3 Business Meeting and in possession of the voting delegate card. Voting delegates and alternates need to pick up their conference badges before signing in and picking up the voting delegate card at the Voting Delegate Desk. This will enable them to receive the special sticker on their name badges that will admit them into the voting area during the Business Meeting. • Transferring Voting Card to Non- Designated Individuals Not Allowed. The voting delegate card may be transferred freely between the voting delegate and alternates, but only between the voting delegate and alternates. If the voting delegate and alternates find themselves unable to attend the Business Meeting, they may not transfer the voting card to another city official. • Seating Protocol during General Assembly. At the Business Meeting, individuals with the voting card will sit in a separate area. Admission to this area will be limited to those individuals with a special sticker on their name badge identifying them as a voting delegate or alternate. If the voting delegate and alternates wish to sit together, they must sign in at the Voting Delegate Desk and obtain the special sticker on their badges. The Voting Delegate Desk, located in the conference registration area of the Long Beach Convention Center, will be open at the following times: Wednesday, October 5, 8:00 a.m. — 6:00 p.m.; Thursday, October 6, 7:00 a.m. — 4:00 p.m.; and Friday, October 7, 7:30 -10:00 a.m. The Voting Delegate Desk will also be open at the Business Meeting on Friday, but will be closed during roll calls and voting. The voting procedures that will be used at the conference are attached to this memo. Please share these procedures and this memo with your council and especially with the individuals that your council designates as your city's voting delegate and alternates. Once again, thank you for completing the voting delegate and alternate form and returning it to the League office by Friday, September 23. If you have questions, please call Kayla Gibson at (916) 658 -8247. Attachments: • Annual Conference Voting Procedures • Voting Delegate /Alternate Form 65A -4 Annual Conference Voting Procedures One City One Vote. Each member city has a right to cast one vote on matters pertaining to League policy. 2. Designating a City Voting Representative. Prior to the Annual Conference, each city council may designate a voting delegate and up to two alternates; these individuals are identified on the Voting Delegate Form provided to the League Credentials Committee. 3. Registering with the Credentials Committee. The voting delegate, or alternates, may pick up the city's voting card at the Voting Delegate Desk in the conference registration area. Voting delegates and alternates must sign in at the Voting Delegate Desk. Here they will receive a special sticker on their name badge and thus be admitted to the voting area at the Business Meeting. 4. Signing Initiated Resolution Petitions. Only those individuals who are voting delegates (or alternates), and who have picked up their city's voting card by providing a signature to the Credentials Committee at the Voting Delegate Desk, may sign petitions to initiate a resolution. 5. Voting. To cast the city's vote, a city official must have in his or her possession the city's voting card and be registered with the Credentials Committee. The voting card may be transferred freely between the voting delegate and alternates, but may not be transferred to another city official who is neither a voting delegate or alternate. 6. Voting Area at Business Meeting. At the Business Meeting, individuals with a voting card will sit in a designated area. Admission will be limited to those individuals with a special sticker on their name badge identifying them as a voting delegate or alternate. 7. Resolving Disputes. In case of dispute, the Credentials Committee will determine the validity of signatures on petitioned resolutions and the right of a city official to vote at the Business Meeting. 65A -5 i L L E CALI lOI ClTtES CITY: 2016 ANNUAL CONFERENCE VOTING DELEGATE /ALTERNATE FORM Please complete this form and return it to the League office by Friday, September 23, 2016. Forms not sent by this deadline may be submitted to the Voting Delegate Desk located in the Annual Conference Registration Area. Your city council may designate one voting delegate and up to two alternates. In order to vote at the Annual Business Meeting (General Assembly), voting delegates and alternates must be designated by your city council. Please attach the council resolution as proof of designation. As an alternative, the Mayor or City Clerk may sign this form, affirming that the designation reflects the action taken by the council. Please note: Voting delegates and alternates will be seated in a separate area at the Annual Business Meeting. Admission to this designated area will be limited to individuals (voting delegates and alternates) who are identified with a special sticker on their conference badge. This sticker can be obtained only at the Voting Delegate Desk. 1. VOTING DELEGATE Name: Title: 2. VOTING DELEGATE - ALTERNATE Name: 3. VOTING DELEGATE - ALTERNATE Name: Title: PLEASE ATTACH COUNCIL RESOLUTION DESIGNATING VOTING DELEGATE AND ALTERNATES. OR ATTEST: I affirm that the information provided reflects action by the city council to designate the voting delegate and alternate(s). Name: Mayor or City Clerk (circle one) (signiture) Date: E -mail Phone: Please complete and return by Friday, September 23, 2016 League of California Cities ATTN: Kayla Gibson 1400 K Street, 4th Floor Sacramento, CA 95814 FAX: (916) 658 -8240 E -mail: kgibson @cacities.org (916) 658 -8247 65A -6 1► CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: PUBLIC HEARING ON ISSUANCE OF TAX EXEMPT BONDS FOR THE HENINGER VILLAGE APARTMENTS AND RESOLUTION APPROVING THE ISSUANCE OF BONDS (STRATEGIC PLAN NO. 5,3) C CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 81 Reading El Ordinance on 2n6 Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER 1. Conduct a Tax Equity and Fiscal Responsibility Act Hearing in consideration of the issuance of tax exempt bond financing by the California Statewide Communities Development Authority for the benefit of Heninger 2016 LP, to provide financing for the acquisition, rehabilitation, improvement, and equipping of a 58 -unit multifamily rental housing project generally known as Heninger Village Apartments. 2. Adopt a resolution approving the issuance of Bonds by the California Statewide Communities Development Authority not to exceed $14,000,000, for the benefit of Heninger 2016 LP, to provide financing for the acquisition, rehabilitation, improvement, and equipping of a 58 -unit multifamily rental housing project generally known as Heninger Village Apartments. DISCUSSION Heninger 2016 LP (the "Borrower ") has requested that the California Statewide Communities Development Authority ( "CSCDA ") serve as the municipal issuer of tax - exempt multi - family housing revenue bonds in an aggregate principal amount not to exceed $14,000,000 (the 'Bonds "). The proceeds of the Bonds will be used for the purpose of making a loan to the Borrower, to enable the Borrower to finance the acquisition, rehabilitation, improvement and equipping of a 58 -unit affordable multifamily housing rental project located at 200 South Sycamore Street, Santa Ana, California (the 'Project'), which will be owned and operated by the Borrower. In order for all or a portion of the Bonds to qualify as tax - exempt bonds, the City of Santa Ana ( "City ") must conduct a Tax Equity and Fiscal Responsibility Act public hearing (the "TEFRA Hearing ") providing the members of the community an opportunity to speak in favor of or against the use of tax - exempt bonds for the financing of the Project. Adoption of the resolution is solely for the purposes of satisfying the requirements of the Tax Equity and Fiscal Responsibility Act 75A -1 TEFRA Public Hearing for Heninger Village Apartments August 2, 2016 Page 2 ( TEFRA), the Internal Revenue Code and the California Government Code Section 6500 (and following). Prior to such TEFRA Hearing, reasonable notice must be provided to the members of the community. Following the close of the TEFRA Hearing, an "applicable elected representative" of the governmental unit hosting the Project must provide its approval of the issuance of the Bonds for the financing of the Project. A public notice was published on July 15, 2016 (Exhibit 1). California Statewide Communities Development Authority CSCDA is a joint powers authority sponsored by the League of California Cities ( "League ") and the California State Association of Counties ( "CSAC "). CSCDA was created by the League and CSAC in 1988 to enable local government and eligible private entities access to low -cost, tax - exempt financing for projects that provide a tangible public benefit, contribute to social and economic growth and improve the overall quality of life in local communities throughout California. CSCDA is comprised of more than 500 members, including the City of Santa Ana. CSCDA has issued more than $54 billion through 1,400 plus financings since 1988 and consistently ranks in the top 10 of more than 3,000 nationwide public issuers of tax - exempt debt, as measured by annual issuance amount. The Bonds to be issued by CSCDA for the Project will be the sole responsibility of the Borrower, and the City will have no financial, legal, moral obligation, liability or responsibility for the Project or the repayment of the Bonds for the financing of the Project. All financing documents with respect to the issuance of the Bonds will contain clear disclaimers that the Bonds are not obligations of the City or the State of California, but are to be paid for solely from funds provided by the Borrower. STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #5 - Community Health, Livability, Engagement & Sustainability, Objective 3 (Facilitate diverse housing opportunities and support efforts to preserve and improve the livability of Santa Ana neighborhoods). FISCAL IMPACT There is no fiscal impact associated with this action. Robert C. Cort&--- / Special Assistant to the City Manager City Manager's Office Exhibits: 1. Public Notice 2. Resolution 75A -2 ORANGE COUNTY REPORTER - SINCE 1921 - 600 W SANTA ANA BLVD, SANTA ANA, CA 92701 Telephone (714) 543 -2027 / Fax (714) 542 -6841 LAUREN SOMMERHAUSER ORRICK, HERRINGTON & SUTCLIFFE LLP 405 HOWARD ST SAN FRANCISCO, CA- 94105 PROOF OF PUBLICATION (20155 C.C.P.) State of California ) County of ORANGE ) ss Notice Type: HRG - NOTICE OF HEARING Ad Description: TEFRA NOTICE - HENINGER VILLAGE I am a citizen of the United States and a resident of the State of California; I am over the age of eighteen years, and not a party to or interested in the above entitled matter. I am the principal clerk of the printer and publisher of the ORANGE COUNTY REPORTER, a newspaper published in the English language in the city of SANTA ANA, county of ORANGE, and adjudged a newspaper of general circulation as defined by the laws of the State of California by the Superior Court of the County of ORANGE, State of California, under date 06/20/1922, Case No. 13421. That the notice, of which the annexed is a printed copy, has been published in each regular and entire issue of said newspaper and not in any supplement thereof on the following dates, t0 -wit: 07/15/2016 Executed on: 07/15/2016 At Los Angeles, California I certify (or declare) under penalty of perjury that the foregoing is true and correct. Signature Email * A 0 0 0 0 0 4 1 6 4 0 3 3 3 This space for bring stamp only OR #: 2901266 NOTICE OF PUBLIC HEARING REGARDING ISSUANCE OF MULTIFAMILY HOUSING REVENUE BONDSFOR Heninger Village Apartments NOTICE IS HEREBY GIVEN that, at 5v p.m., or as soon thereafter as the mad Development Authority of multifamily housing revenue bonds in one or more series issued from time to time, including bontls issuetl to refund such revenue bonds in one or more series from time to time, and at no time to ended $14,000,000 in outstanding aggregate principal amount, to finance the acquisition and rehabilitation of a 58 -unit senior multlfamlly rental housing project located at 200 S. Sycamore Street, Santa Ana, California. Tha facilities are to be owned by Heninger 2016 LP (the "Borrower") or a partnership created by KDF Communities LLC (the "Developer"), consisting at least of the Developer or a related person to the Developer and one or more limited partners, operated by VPM Management Inc., and are generally known as Heninger Village Apartments (the "Project" . Those wish ng to comment on the proposed financing and the nature and location of the Project may either appear in person at the public hearing or submit written comments, which must be received by the City prior to the hearing. Written comments should be sent to City of Santa Ana at 20 Civic Center Plaza, 8th Floor, Santa Ana, California 92702, Attention: City Clerk. CITY CLERK City of Santa And Dated July 15, 2016 7/15/16 OR- 2901266# 75A -4 RESOLUTION NO, A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING THE ISSUANCE BY THE CALIFORNIA STATEWIDE COMMUNITIES DEVELOPMENT AUTHORITY OF MULTIFAMILY HOUSING REVENUE BONDS FOR THE HENINGER VILLAGE APARTMENTS WHEREAS, the California Statewide Communities Development Authority (the "Authority ") is authorized pursuant to the provisions of California Goverment Code Section 6500 et seq, and the tenns of an Amended and Restated Joint Exercise of Powers Agreement, dated as of June 1, 1988 (the "Agreement"), among certain local agencies throughout the State of California, including the City of Santa Ana (the "City "), to issue revenue bonds in accordance with Chapter 7 of Part 5 of Division 31 of the California Health and Safety Code for the purpose of financing multifamily rental housing projects; and WHEREAS, Heninger 2016 LP or a partnership created by KDF Communities LLC (the "Developer "), consisting at least of the Developer or a related person to the Developer and one or more limited par1mers, has requested that the Authority adopt a plan of financing providing for the issuance of multifamily housing revenue bonds (the "Bonds ") in one or more series issued from time to time, including bonds issued to refund such revenue bonds in one or more series from time to rime, and at no time to exceed $14,000,000 in outstanding aggregate principal amount, to finance the acquisition and rehabilitation of a 58 -unit senior multifamily rental housing project located at 200 S. Sycamore Street, Santa Ana, California, generally known as Heninger Village Apartments (the "Project") and operated by VPM Management Inc.; and VJIIEREAS, the Bonds or a portion thereof will be "private activity bonds" for purposes of the Internal Revenue Code of 1986 (the "Code "); and WHEREAS, pursuant to Section 147(f) of the Code, prior to their issuance, private activity bonds are required to be approved by the "applicable elected representative" of the governmental units on whose behalf such bonds are expected to be issued and by a governmental unit having jurisdiction over the entire area in which any facility financed by such bonds is to be located, after a public hearing held following reasonable public notice; and WHEREAS, the members of this City Council (this "City Council ") are the applicable elected representatives of the City of Santa Ana (the "City"); and WHEREAS, there has been published, at least 14 days prior to the date hereof, in a newspaper of general circulation within the City, a notice that a public hearing regarding the Bonds would be held on a date specified in such notice, and OHSUS'A:764766172 WHEREAS, such public hearing was conducted on such date, at which time an opportunity was provided to interested parties to present arguments both for and against the issuance of the Bonds; and WHEREAS, the Authority is also requesting that the City Council approve the issuance of any refirnding bonds hereafter issued by the Authority for the purpose of refinancing the Bonds which financed the Project (the "Refunding Bonds "), but only in such cases where federal tax laws would not require additional consideration or approval by the City Council; and WHEREAS, it is intended that this resolution shall constitute the approval of the issuance of the Bonds required by Section 147(f) of the Code and Section 9 of the Agreement; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The above recitals are true and correct. Section 2. The City Council hereby approves the issuance of the Bonds and the Refunding Bonds by the.Authority. It is the purpose and intent of the City Council that this resolution constitute approval of the Bonds for the purposes of (a) Section 147(1) of the Code and (b) Section 9 of the Agreement; provided, however, that this Resolution shall not constitute an approval by the Council of the Project for any other purposes, including compliance thereof with CEQA, nor does it constitute an approval of the underlying credit or financial structure of the Bonds. The City shall not bear any responsibility for the issuance of the Bonds, the tax - exempt status of the Bonds, the repayment of the Bonds or any other matter related to the Bonds. Section 3. The officers of the City are hereby authorized and directed, jointly and severally, to do any and all things and to execute and deliver any and all documents that they deem necessary or advisable in order to carry out, give effect to and comply with the terns and intent of this resolution and the financing approved hereby. Section 4. The adoption of this Resolution shall not obligate the City or any department thereof to (i) provide any financing for the Project; (ii) approve any application or request for or take any other action in connection with any planning approval, permit or other action necessary for the acquisition, construction, rehabilitation or operation of the Project; or (iii) make any contribution or advance any funds whatsoever to the Authority, Section 5, This resolution shall take effect immediately upon its passage. OHSUSA:764766172 75A -6 ADOPTED this APPROVED AS TO FORM: Sonia R. C valb City �k o ey By: Ryan . o g Assist ity At AYES: NOES: ABSTAIN: NOT PRESENT: day of August, 2016. Councilmembers Councilmembers Colnlcilmembers Councihnombers Miguel A. Pulido Mayor CERTIFICATION OF ATTESTATION AND ORIGINALITY 1, MARIA D. HUIZAR, Clerk of Council, do hereby attest to and certify the attached Resolution No. 2Q16 -- to be the original resolution adopted by the City Council of the City of Santa Ana on August , 2016. Date: Clerk of Council City of Santa Ana 3 ORSUSA:764766172 75A -7 75A -8 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: AUGUST 2, 2016 TITLE: PUBLIC HEARING - ADOPT A RESOLUTION REDUCING THE WATER SUPPLY SHORTAGE DECLARATION FROM PHASE 2 TO PHASE 1 (STRATEGIC PLAN NOS. 5,2; 5,61F) le CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on I" Reading ❑ Ordinance on god Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER 1. Adopt a Resolution rescinding the Phase 2 Water Supply Shortage and declaring a Phase 1 Water Supply Shortage. 2. Implement mandatory Phase 1 Water Supply Shortage measures, which include setting a bimonthly water conservation standard of 3 percent, as compared to Base Year 2013 water usage. DISCUSSION Pursuant to Santa Ana Municipal Code (SAMC) Section 39 -105, the City Council is authorized to declare a Phase 1 Water Supply Shortage by adoption of a resolution. Upon its adoption, restrictions on water use will apply, in addition to permanent water conservation requirements that are already in effect. These restrictions are set forth in SAMC 39 -107 and are intended to help the City reduce its monthly total potable water production by 3 percent, using Base Year 2013 water usage, as required by the State of California Drought Emergency Water Conservation regulations. The Phase 1 Water Supply Shortage will be in effect either until the City Council declares that the shortage has ended, or until another phase is implemented. On June 2, 2015 the City Council declared a Phase 2 Water Shortage that instituted a mandatory water use reduction of 12 percent, imposed a two -day watering schedule, and required that leaks be fixed within 48 hours. On May 9, 2016, in response to the improving drought conditions throughout California, the State Water Resources Control Board issued revised drought regulations, allowing local water purveyors to evaluate local water supplies and demands, and set less restrictive water conservation measures accordingly. The City's Water Resources Division, in coordination with wholesale water suppliers and Orange County regional water agencies, has now determined that there are sufficient local water supplies to meet the City's demands in accordance with the methods prescribed by the State Water Resources Control Board. 7513-1 Public Hearing: Resolution Reducing Phase Water Supply Shortage Declaration from Phase 2 to Phase 1 August 2, 2016 Page 2 As a result, staff recommends declaring a Phase 1 Water Supply Shortage. Such a declaration will scale back Phase 2 conservation measures and put the following water conservation requirements into effect: 1. Restrictions on watering lawn, landscape, or other turf areas shall be modified to prohibit watering more often than every other day or Monday, Thursday, and Saturday. Such areas shall only be watered between the hours of 6:00 p.m. and 6:00 a.m. This provision shall not apply to commercial nurseries and golf courses. 2. The watering of lawn, landscape, or other turf areas of commercial nurseries or golf courses shall be allowed between the hours of 6:00 p.m. and 6:00 a.m. There shall be no restriction on watering utilizing reclaimed water. 3. No customer shall make, cause, use or permit the use of water for any purpose in excess of the applicable percentage of the amount used in the customer's premises during the corresponding billing period of the base year as set by Council (such percentage to be determined by City Council and set forth in the Resolution declaring Phase 1). There shall be no restriction on the use of reclaimed water under this provision. 4. All leaks, breaks, or other malfunctions in the water user's plumbing or distribution system must be repaired within 72 hours of notification by the City, unless other arrangements are made with the City. The adoption of this resolution will also reduce the overall water use reduction requirement from 12 percent to 3 percent as compared to Base Year 2013 water usage. As California's water supply begins to returns to normal, the City, as a steward of a valuable water resource, needs to maintain public awareness and understanding of this critical issue and inform residents and business owners of the continued need to conserve water. Adopting this resolution will be a significant step toward encouraging efficient water use and conservation practices, while rolling back existing water use restrictions. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #5 - Community Health, Livability, Engagement & Sustainability, Objective #2 (expand opportunities for conservation and environmental sustainability) and Objective #6 (focus projects and programs on improving the health and wellness of all residents), Strategy F (incorporate health and wellness into all applicable policies and plans). 75B -2 Public Hearing: Resolution Shortage Declaration from August 2, 2016 Page 3 Reducing Phase Water Supply Phase 2 to Phase 1 ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT There is no fiscal impact associated with this action. f- re Mousavipour' Exe utive Director Public Works Agency FM /NS Exhibits: 1. Resolution 75B -3 75B -4 jmf 0 6/2 912 01 e RESOLUTION NO. 2016 -XXX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA LOWERING THE CITY'S DROUGHT WATER CONSERVATION STANDARD FROM TWELVE PERCENT (12 %) TO THREE PERCENT (3 %) AND DECLARING THE EXISTENCE OF A PHASE 1 WATER SUPPLY SHORTAGE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. On April 1, 2015, Governor Jerry Brown issued an executive order to cities and towns across California to cut water use by 25% as part of a sweeping set of mandatory drought restrictions in response to record -low water levels in the state's rivers and reservoirs as well as an abnormally small snowpack. B. Based on Governor Brown's mandate, the State Water Resources Control Board approved emergency regulations assigning mandatory water conservation standards ranging from 4% to 36% to individual water suppliers, including the Water Resources Division of the City of Santa Ana, C. Under these regulations, effective June 1, 2015, the City of Santa Ana was required to reduce its monthly total potable water production by 12 %, using 2013 as the base year. D. On June 2, 2015, by Resolution No. 2015 -025, in accordance with Santa Ana Municipal Code section 39 -105 and Water Code sections 350 through 353, and following a duly noticed public hearing, the City Council of the City Santa Ana, as the governing body of the City of Santa Ana Water Resources Division, declared a Phase 2 Water Supply Shortage and implemented additional regulations and restrictions on the delivery of water and the consumption within said area of water supplied for public use to conserve the water supply for the greatest public benefit with particular regard to domestic use, sanitation, and fire protection. By the same Resolution, wafter customers were ordered to reduce their monthly total potable water consumption by 12 %, using 2013 as a base year. E. Pursuant to Santa Ana Municipal Code section 39 -105 and Water Code section 355, the Phase 2 Water Supply Shortage shall remain in effect until the water supply shortage has ended or until another phase has been implemented. Exhibit Resolution No. 2016 -xxx Page 1 of 5 75B -5 jmf 06/2/2016 F. On November 15, 2015, Governor Brown extended water conservation measures through October 31, 2016. G. With California still experiencing severe drought despite recent rains, on February 2, 2016, the State Water Resources Control Board adopted an extended and revised emergency regulation to ensure that urban water conservation continues in 2016. H. Effective March 1, 2016, the City of Santa Ana's conservation standard was lowered by the State Water Board based on credits for its participation in and use of water from the Orange County Water District's Groundwater Replenishment System, which is considered a new local, drought- resilient water supply by the Board. On May 9, 2016, Governor Brown issued a new executive order directing actions aimed at using water wisely, reducing water waste, and improving water use efficiency. This executive order, in part, directed the State Water Board to further amend and extend the emergency drought regulations for urban water conservation through the end of January 2017. J. On May 18, 2016, the State Water Board adopted an extended and revised emergency regulation to replace the February 2, 2016 regulation. This regulation will be in effect through January 2017 and requires that local water suppliers calculate their own conservation standards based on a "stress test", which requires them to prove they have sufficient water supplies to withstand three years of continuous drought, or take additional measures that include mandatory conservation targets. K. While under these standards, the City of Santa Ana's conservation standard is 0 %, the State Water Board has stressed the overall need to continue water savings. Consistent with this approach, and the positive response by City residents to earlier conservation measures, the City's original conservation standard of 12% may now be reduced to 3 %. L. Additionally, a Phase 1 Water Supply Shortage may now be implemented, in accordance with Santa Ana Municipal Code section 39 -105 and Water Code sections 350 through 353, following a duly noticed public hearing. Pursuant to Water Code sections 351 and 352, and Government Code section 6061, the City of Santa Ana, at least seven days prior to the date of hearing, published in a newspaper of general circulation notice of the time and place of the public hearing of such declaration that was held on August 2, 2016, at which customers had an opportunity to be heard to protest against the declaration and to present their respective needs to the City Council. Resolution No. 2016 -xxx Page 2 of 5 75B -6 jm1 06/29/2016 Section 2. Water customers served by the City of Santa Ana Water Resources Division are ordered to reduce their monthly total potable water consumption by 3 %, using 2013 as the base year. Section 3. Pursuant to Santa Ana Municipal Code section 39 -105, and Water Code sections 350 and 353, the City Council hereby declares a Phase 1 Water Supply Shortage and implements additional regulations and restrictions on the delivery of water and the consumption within said area of water supplied for public use as will conserve the water supply for the greatest public benefit with particular regard to domestic use, sanitation, and fire protection. Section 4. The additional mandatory regulations and restrictions on the delivery of water and the consumption of water within the City are those identified in section 39- 107 of the Santa Ana Municipal Code, as repeated here for convenience: (1) Restrictions on watering lawn, landscape or other turf areas shall be modified to prohibit watering more often than every other day or Monday, Thursday, and Saturday. Such areas shall only be watered between the hours of 6:00 p.m. and 6:00 a.m. This provision shall not apply to commercial nurseries and golf courses. (2) The watering of lawn, landscape or other turf areas of commercial nurseries or golf courses shall be allowed between the hours of 6:00 p.m. and 6:00 a.m. There shall be no restriction on watering utilizing reclaimed water. (3) No customer shall make, cause, use or permit the use of water for any purpose in excess of the applicable percentage of the amount used in the customer's premises during the corresponding billing period of the base year as set by council, such percentage to be determined by city council and set forth in the resolution declaring Phase 1. There shall be no restriction on the use of reclaimed water under this provision. (4) All leaks, breaks, or other malfunctions in the water user's plumbing or distribution system must be repaired within seventy -two (72) hours of notification by the City, unless other arrangements are made with the City. Section 5. The City Council has the right to deny applications for new or additional service connections, and has the power to enforce the regulations and restrictions by discontinuing service to consumers willfully violating the regulations and restrictions. Section 6. The restrictions in this Resolution shall remain in effect until the supply of wafter available for distribution within such area has been replenished or Resolution No. 2016 -xxx Page 3 of 5 75B -7 lmf 06/29/2016 augmented, at which time the City Council will declare an end to the water shortage emergency by resolution. Section 7. All water customers are urged to reduce water usage by following water conservation practices inside and outside the home. Section 8. Business owners are encouraged to take steps to improve theirwater use processes. Section 9. The City encourages infrastructure upgrades to the water system involving (1) technology which provides up -to -date use information and trends to residents and business owners through a web -based customer engagement system, and (2) leak detection systems which allow early detection of water leaks to minimize waste and conserve water. Section 10. The City Council agrees to support actions that address current drought conditions and calls for increased awareness and extraordinary conservation of our precious resource. Section 11. 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 2nd day of August, 2016. APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By:haTv" "1t! ,rofin M. Funk Assistant City Attorney AYES Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers Miguel A. Pulido Mayor 75B -8 Resolution No. 2016 -xxx Page 4 of 5 jmf 06129/2016 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA 0. HUIZAR, Clerk of the Council d0 hereby attest to and certify the attached Resolution No 2016 -XXX to be the original resolution adopted by the City Council of the City of Santa Ana on August 2, 2016. Date Clerk of the Council City of Santa Ana Resolution No. 2016 -xxx Page 5 of 5 75B -9 75B -10