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HomeMy WebLinkAbout FULL PACKET_2016-09-20MINUTES OF THE REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF SANTA ANA, CALIFORNIA SEPTEMBER 6, 2016 CLOSED SESSION MEETING CALLED TO ORDER COUNCIL CHAMBER 22 CIVIC CENTER PLAZA 5:15 P.M. ATTENDANCE COUNCILMEMBERS Present: MIGUEL A. PULIDO, Mayor (5:20 p.m.) VICENTE SARMIENTO, Mayor Pro Tem ANGELICA AMEZCUA P. DAVID BENAVIDES MICHELE MARTINEZ ROMAN A. REYNA SAL TINAJERO (5:18 p.m.)* COUNCILMEMBERS Absent: NONE STAFF Present: DAVID CAVAZOS, City Manager SONIA R. CARVALHO, City Attorney MARIA D. HUIZAR, Clerk of the Council PUBLIC COMMENTS — None COUNCIL RECESSED to Room 147 for Closed Session discussion at 5:16 p.m. TELECONFERENCE - Pursuant to Government Code Section 54953(b), Councilmember Tinajero participated in a portion of the meeting via teleconference from 1295 Coast Village Rd., Santa Barbara, CA 91733. Councilmember Tinajero, indicated that the agenda for said meeting was posted at location as required by the Brown Act. 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: CITY COUNCIL MINUTES 1 SEPTEMBER 6, 2016 10A-1 1. CONFERENCE WITH LEGAL COUNSEL --EXISTING LITIGATION pursuant to Paragraph (1) of subdivision (d) of Section 54956.9 of the Government Code: A. Charles Backes v. City of Santa Ana, Workers' Compensation Appeals Board case #ADJ9188836 (Continued from the August 16, 2016 City Council meeting.) B. MMZ EIC Er.C., D C Juana Diaz and Ernesto Canepa Alvarez v. City of Santa Ana, United States District Court Case No. SACV15-0851 JLS (DFMx) C. Matt Chou et al. v. City of Santa Ana, et al., United States District Court Case No. ACV 15-00941-JVS D. Enzoc Consulting Inc. v. City of Santa Ana, Orange County Superior Court Case No. 30-2015-00826605-CU-MC-CJC) E. Custom Organic Care Providers Inc. v. City of Santa Ana, Orange County Superior Court Case No. 30-2016-00833152-CU-CR-CJC F. Nature's Green Collective v. City of Santa Ana, Orange County Superior Court Case No. 30-2016-00852134-CU-MC-CJC G. Good Life Patients Association v. Citv of Santa Ana, Orange County Superior Court Case No. 30-2016-00860243-CU-MC-CJC 2. CONFERENCE WITH LEGAL COUNSEL -- ANTICIPATED LITIGATION (Significant exposure to litigation pursuant to subdivision (d)(2) of Gov. Code Section 54956.9) Number of potential cases: 1 3. CONFERENCE WITH REAL PROPERTY NEGOTIATOR pursuant to Government Code Section 54956.8: Address of City Owned Property: 1416 S. Bristol St., Santa Ana, CA (APN # 109-266-17); Address of Property owned by1113 to 1125 S. Standard St., Santa Ana, CA Ms. Ma May Thet Naing: (APN # 011-251-17, -18, -19, -20, -38 and -39); Negotiators: City Manager David Cavazos; Terms: Conditions of potential exchange. 4. PUBLIC EMPLOYEE APPOINTMENT pursuant to Section 54957(b)(1) of the Government Code: CITY COUNCIL MINUTES 2 SEPTEMBER 6, 2016 10A-2 Title: Deputy City Manager CLOSED SESSION REPORT - See Item 19A for any reportable actions. ADJOURNED THE CLOSED SESSION MEETING AT 6:28 P.M. AND CONVENED TO THE REGULAR OPEN MEETING. CITY COUNCIL MINUTES 3 SEPTEMBER 6, 2016 10A-3 CALLED TO ORDER REGULAR OPEN MEETING COUNCIL CHAMBER 22 CIVIC CENTER PLAZA SANTA ANA, CA 6:30 P.M. ATTENDANCE COUNCILMEMBERS Present: MIGUEL A. PULIDO, Mayor VICENTE SARMIENTO, Mayor Pro Tem ANGELICA AMEZCUA P. DAVID BENAVIDES MICHELE MARTINEZ ROMAN A. REYNA SAL TINAJERO * PLEDGE OF ALLEGIANCE INVOCATION PRESENTATIONS COUNCILMEMBERS Absent: NONE STAFF Present: DAVID CAVAZOS, City Manager SONIA R. CARVALHO, City Attorney MARIA D. HUIZAR, Clerk of the Council MAYOR PULIDO DR. CURTIS SMITH, POLICE CHAPLAIN CERTIFICATES OF RECOGNITION presented by COUNCILMEMBER REYNA to the coaches and players of the Rookie Sports Program for their participation in the program: Coaches: Juan Almazan; Laryssa Almazan; Kimberly Ayala; Chris Cao; Adam De La Cruz; Victor Espinoza; Peter Felix; Jose Flores; Ishmael Gonzalez; Joel Gonzalez; Cinthya Gutierrez; Ramiro Hernandez; Martel Lopez; Joe Margo; Chelsey Martinez;Jacqueline Martinez; Samuel Martinez; Jose Mendoza; Chris Navarro; Jimmy Patino; Ruby Ramirez; Humberto Razo; Mauricio Reyes; Cato Rojas; Armando Salinas; Richard Salinas; Gonzalo Sanchez; Patricia Sanchez; John Saucedo; Aleah Solis; Henry Solis; Esme Suarez; Michael Vazquez; Alexis Zuniga. Participants: Eric Argueta; Brandon Bastida; Brandon Bautista; Isac Camarena; Allysa Chavez; Mia Felix; Sophia Flores; Dominic Lopez; Andrea Ruiz; Ariana Sanchez; Dawson Vega; Benito Zamora. CITY COUNCIL MINUTES 4 SEPTEMBER 6, 2016 10A-4 Volunteers: Doris Almazan; Brenda Flores ; Michelle Flores; Diana Delgado; Veronica Rojas; Evelyn Villar; Roxanna Zaragoya. CERTIFICATE OF RECOGNITION presented by COUNCILMEMBER REYNA to Joshua Vargas for his commitment and achievements to baseball. AGENDA ITEMS CONSIDERED OUT OF ORDER COUNCIL AGENDA ITEMS Pursuant to Santa Ana Charter Section 411, any member of the City Council may place items on the City Council Agenda to be considered by the City Council. 85A. CONSIDER THE FOLLOWING ITEMS AS THEY RELATE TO HOMELESSNESS — Mayor Pro Tem Sarmiento, Councilmember Martinez and Councilmember Reyna • Lizet Angulo, proposed survey on what needs are needed by the homeless such as battered women shelters, rehabilitation centers, job resource center and mobile showers • Chef Basil, commended police department for services provided, offered to assist the City; was in their shoes as a former homeless individual and would like to be part of the coalition and bring resources to address the issue. • Tim Houchen, opening that opening the former transit terminal may be helpful; need to consider all affected by homeless situation • Lou Noble, opposed to criminalizing homelessness, • Lupe Morfin-Moreno, thanked the City Council for improvements to the library and staff for humane services; • Dwight Smith, does not challenge the County; adopt best practices • Eve, Garrow, ACLU of Southern California representative; County fast track to adopt the transit terminal for temporary shelter; resolution calls for increased law enforcement and enforcement of ordinances that criminalize homelessness; do not punish those in a crisis and violates people's constitutional rights; work with the County to implement 10 Year Plan • Jed Poole, noted that what doesn't work is continued criminalization of homelessness; need to provide resources and invest in programs, "No greater love than hope..." • Cynthia Sanchez, community organizer with OCCORD, recognized the leadership of the City Council, need strong political will; do not criminalize the homeless and heavy use of law enforcement; Housing First Model should be considered along with 10 Year Plan; advocate and meet with groups with ACLU, Project Homelessness, Civic Center Roundtable among others; cease criminal ization. CITY COUNCIL MINUTES 5 SEPTEMBER 6, 2016 10A-5 • Peter Katz, noted that branding impossible; do not fight over territory; needle exchange program taking place in the library — move elsewhere; affordable housing funds are being reduced; county needs to get involved; put pressure on the State to solve the problem; 10 year program and now 8« year and nothing to show; • Jeffrey Jensen, owner of Chapter One Restaurant; opined that homeless have quadrupled in six years; need a central place may not be appropriate place; right now proliferating into the downtown and other areas of the City; • Mohammed Aly, opined that proposed resolution is an oxymoron; moot to have use of transit terminal as shelter since the County has already taken action • Ruth Hall, homeless are victims that have been preyed upon by the community, moral issue; provide facilities for all. • Brooke Weitzman, representative of the national lawyers guild, reminded all that in 2014 indicated that property storage should be considered and transit vouchers; do not criminalize and increase police presence; treat with dignity and find solutions such as housing • Benjamin Vazquez, thanked the City Council for considering the item; proposed use of the City's jail for services and not as profit making facility. • Ana Urzua, commended the City for bringing matter forward; does not adequately address public health concerns; address housing and personal necessities; • Phil Bacerra, proposed alternative site for homeless services (3131 S. Standard known as the Alton Yard) that is owned the City; homeless should not be located next to the award winning library. • Dave Hoen, City needs to provide a hand up and not a handout what will proliferate homelessness; downtown should not be area to provide services • Claudia Ramirez, represent Project Homelessness; read timeline into the record of action taken by the City Council. • Madeline Spencer, noted that homeless have been around for over 20 years; remove the criminalization portion of the resolution • Dylan Thompson, good that the County opening the shelter, but other services are needed including housing — permanent and affordable housing • Beth Noelle Smits, homeless in civic center; area has unsanitary conditions and infestation of maggots and skin conditions; do not criminalize homelessness • Smitty, what is the goal with the resolution; where should feeding take place? • Brizzy Mae, asked what the crisis is and for additional services to be provided including restroom facilities and phone charging stations. • Tiffany Tabares, asked that those being cited be allowed to receive services including mental health; proposed to create a safe zone for women with one security guard; Council discussion ensued. Councilmember Martinez, provided background as to how resolution came to be; not proposing to criminalize homelessness; public and health crisis that is CITY COUNCIL MINUTES 6 SEPTEMBER 6, 2016 10A-6 affecting the homeless — need to protect those vulnerable; City proposing initiatives including wrap around services at former hotel that was dilapidated; City Attorney Carvalho, is well aware of the law and will not prosecute the homeless; PD will not issue citations simply for being homeless; but if other laws are ignored after several warnings then will cite; have met with ACLU to discuss enforcement strategy; resolution encompasses a true call and policy statement. City Manager Cavazos, indicated that he has met with various members of the labor unions that represent City employees; have met with CEO of County of Orange and Court Supervisor, need to do more and provide better health facilities; needle exchange program has been detrimental; better feeding location; PD has the HEART program and need additional staffing to have clean and sanitary conditions for all; will have a safety assessment study; will have a follow up report for City Council consideration. Police Chief Rojas, indicated that violations of the law will cite or arrest; balanced approach needed; have HEART program that is non -enforcement program. Councilmember Martinez, proposal is not to criminalize homelessness; need to include the entire County to address the issue; County has funds and jurisdictional authority to provide services; County has disregarded homeless services for many years; asked that County and City have better relationship and be held accountable — make a priority; 3 cities have housing authorities and challenge the cities of Anaheim, Garden Grove and the County to produce 500 units in the next 3 years; proposed the San Diego model. Mayor Pro Tem Sarmiento, part of proposed action is moot since they took action earlier this morning; City expends approximately $5 million for security and other services to address homeless; all other cities in the County need to share responsibilities; compel the County to do what they should have done years ago; resolution is not criminalizing poverty or homelessness; need to secure the environment for all; thanked Dwight Smith for summarizing the inaction by the County of Orange — compel to do something; does not believe that transmit terminal should be permanent site, but it could be temporary site and will not conflict with county and city customers and employees; thanked last speaker for proposing safe area for women; County to develop such program; applaud Councilmember Martinez for her leadership; thanked officers who work the HEART program. Councilmember Benavides, thanked speakers, City has challenge that needs action; treat all with dignity; work with providers and be committed to work collectively (regional plan) or convene a summit; commit to move forward; would like to move forward on actions listed in resolution immediately; would like to move forward with portions of the resolution but concerned with other sections. CITY COUNCIL MINUTES 7 SEPTEMBER 6, 2016 10A-7 City Manager Cavazos, will move expeditiously and if appropriation adjustment needed will follow up. Councilmember Reyna, would like City to consider the Alton facility for permanent shelter site and as proposed by speaker; need to make a priority. Councilmember Amezcua, proposal is a first good step; homeless an issue in other areas of the City not just the civic center; supports resolution. City Manager Cavazos, indicated that security will be about $1.3 million and is a public safety concern that may be funded with surplus funds; to be approved by the City Council at the subsequent City Council meeting. Councilmember Martinez, toured area with staff on Friday; city employees have requested safety concerns to be addressed; City Attorney, indicated that proposed site will have to be evaluated by planning staff as SB2 Site; summarized the proposal Mayor Pro Tem Sarmiento, suggested resolution remain the same. City Manager Cavazos, will return with budget appropriation and may propose changes at the time. Mayor Pulido, proposed that funding for lighting could come from the County; unintended consequences may backfire; need holistic approach; number of homeless could increase; transit terminal could affect the downtown area restaurants; all cities need to share responsibilities. Councilmember Martinez, need to be accountable to employees. City Manager Cavazos, is chair of the Orange County Homeless Task Force, would like to share funding responsibilities. Mayor Pulido, for the record would like to vote no on transit terminal. MOTION: 1. Adopt a resolution RESOLUTION NO. 2016-073 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA DECLARING A PUBLIC HEALTH AND SAFETY CRISIS RELATED TO THE HOMELESS AND URGING THE COUNTY OF ORANGE TO TAKE IMMEDIATE ACTION TO PROVIDE SERVICES TO THE HOMELESS AT THE ORANGE COUNTY TRANSPORTATION AGENCY'S FORMER TRANSIT TERMINAL WHICH THE COUNTY OF ORANGE OWNS AND CONTROLS CITY COUNCIL MINUTES 8 SEPTEMBER 6, 2016 10A-8 2. Approve letter from the City Council requesting all 33 Orange County cities to adopt a resolution in support of said action. MOTION: Martinez SECOND: Sarmiento VOTE: AYES: Amezcua, Martinez, Pulido, Reyna, Sarmiento (5) NOES: Benavides (1) ABSTAIN: None (0) ABSENT: Tinajero (1) * Mayor Pulido, dissented on Section 3 of said Resolution (use of Transit Terminal for temporary shelter services). *RECESSED AT 8:40 P.M. AND RECONVENED AT 8:48 P.M. WITH SAME MEMBERS PRESENT. CONSENT CALENDAR ITEM Memorandum attached to staff report is a follow-up to the August 16, 2016 City Council Meeting Agenda Item 85A related to crime statistics, hiring, budget, and patrol staffing. The following spoke on the matter: • Richard Julian, representing Villa del Sol properties, urged the City Council to increase police gang unit and improve response times. • Councilmember Benavides, asked that staff include him in discussions with property owner in addressing his concerns. • Marie Renteria, Property Supervisor at Villa del Sol, read list of incidents that warrant increased police staff including gang threats, stabbings, graffiti, and assaults; need better response time. • Rawhi Diocla, representing private security at Villa del Sol property, asked if City plans to increase police presence on the streets. Presentation by City Manager Cavazos: Santa Ana Police Department Crime Statistics / Santa Ana is one of the Safest Cities in the Country / Santa Ana named among America's safest cities by a number of publications (Forbes 4th Safest 2009, ADT 51h Safest 2014, World Atlas 11th Safest 2016, Niche 29th Safest 2016) How are Crime Rates Determined? CITY COUNCIL MINUTES 9 SEPTEMBER 6, 2016 10A-9 The Federal Bureau of Investigations (FBI) collects, validates, and standardizes crime data for local, state and tribal police departments. This is calculated as the Uniform Crime Reporting (UCR) index. Offenses included in rate include: > Murder > Non -negligent manslaughter > Forcible rape > Robbery > Aggravated assault > Burglary > Larceny -theft > Motor vehicle theft > Arson Crime: Three Year Average FBI C,i—S IAC, ADM, _. • n,.e.,. �euw,,aon. mm.rv. knennlM1ek entl mab,vdrck •v V.Wdl.n d.R. ou Overall Trend 74%Reduction P. w.u«. •• [.Awy, n mureimen.. a.mr, no. n.muc.we.,�m.�>-,�ou.n' .•• n� Isn xiu.w,...x.somaNIm m a� rams mu wu. eoo 3aozs „mm—Ife�w.aa,eon How does crime compare to other large neighboring cities? Santa Ana has Successfully Reduced our UCR Rate] CITY COUNCIL MINUTES 10 SEPTEMBER 6, 2016 10A-10 Homicides dawn drastically since 1990s 43 1990 Homicides 46 99c, 2010 70% Reduction ■ 2012 13 2015 Santa Ana PD is hiring > Made hiring a priority with the leadership of the Mayor and City Council > Background Investigators up from 1 to 7.5 FTE > Hired Sensis Agency to promote Authorized Positions Added ► FY 13-14: 74 Positions eliminated ► FY 14-15 Added: 16 Positions added ► FY 15-16 Added: 23 Positions added ► FY 16-17 Added: 6 Positions added 45 New Positions Adopted Sworn Staffing Levels lA Ukp�ry 1 RYI213 IFY13--4 •'YI41S EFY1516 •'Y16,17 Police Officer Hiring x� so 6o Q ¢a m 6 u lllllllllll, 3032 Sbl6 ► How many officers are patrolling the City? / Inquiries into patrol staffing were found to have an average of between 26 and 37 officers. CITY COUNCIL MINUTES 11 SEPTEMBER 6, 2016 10A-11 April 6, 2016 33 Total Average* April 12, 2016 37 Total Average* May 15, 2016 26 Total Average* May 18, 2016 33 Total Average* Includes Patrol and Other Uniformed Police Officers PATROL STAFFING Officers scheduled when they are most needed Average of 26 Officers available at any given time 911 Ca11 Response Time P,Ioatyl I clu An emergency where an immediate Av*nW 9.9m1n threat to life exists 911 U ResFense Tme Priority 2 Includes. A threat exists to the safety of a - l@9agvgs 9.7min citizen and/or in progress crime. This includes threats to 11 property CITY COUNCIL MINUTES 12 SEPTEMBER 6, 2016 10A-12 How does the Pd Budget Compare to the General Fund? 2W,W0,000 23000?000 210,000.000 190,W0,000 120,M,00 150,003,00 130,00,000 110,000,OW 90,000000 20,0W,000 BUDGET COMPARISONS OGENERAL FOND BUDGE- NROLICE OEDAR-IPNT SXGET *711,1011607,176 ^ 00 �, Fl0"& FY12'3 F 1647' BWgd BmI. am," Since 2012, 58 cents out of every new dollar has gone toward our Santa Ana Police Department lxw,00 1W0W,OW 130,000,000 110AKM 90,00,000 Ie,Beo,00B CITY COUNCIL MINUTES 13 SEPTEMBER 6, 2016 10A-13 172% Increase in Fleet Equipment PD Vehicles Put into Service Patrol IMotors Others Total 1 Totaicost FY 2013/14 to 16/17 1 631 181 17 98 $ 3,987,686 FY 2011/12 to 12/13 1 311 51 1 36 1 $ 1,360,254 Note: FY 16-17 numbers are estimates based on approved budget New Equipment • Daniel Defense prior rifles for every vehicle c Remington shotguns for every vehicle c Def Tech less lethal launchers for every vehicle Glock handguns and Triers o MILD- Interactive Range Training Simulator (2013) RROMM61M.- 80014hir System Improvements o S4.8M agreement with Motorola to replace dispatch consoles. portable handheld radios, and hot red radios. o S2.2M commitment in partnership costs io upgrade 800Mhe backbone Software Systems a TrRech Software System (42.6M Integrated Software Project) a IAPro l Blue Team Software(Professional Standards Division) n E-Soph Software(Backgmunds Unit) v Power DMS Training Software (Raining Division) 14 ► Police Officers- Lateral Transfers Since 2012, 27 police officers have lateraled into the Santa Ana Police Department while 9 have lateraled out to other agencies. This year, one officer has lateraled out, which is the lowest since 2012. SAPD averaged over 100 applications per year from police officers wanting to lateral to SAPD. In addition, on average, SAPD receives over 2,600 Police Recruit applications. * Note XX additional lateral officers into the Police Department effective September 19, 2016 Council discussion ensued. Councilmember Reyna, asked City Manager if he had been supportive of staff recommendations as they relate to the police department. City Manager Cavazos, reported that Councilmember has been supportive of past actions to fund police department. Councilmember Amezcua, thanked staff and Police Chief for presentation and leadership. CITY COUNCIL MINUTES 14 SEPTEMBER 6, 2016 1 OA -14 Councilmember Benavides, noted that City Council received communication from the Police Officers Association (POA) that challenges the data presented by the City; noted that City statistics relied on FBI statistics that have been validated. City Manager Cavazos, thanked POA, highlighted quality service by our police staff; acknowledged that City in need of additional officers in addition to improvement to technology to improve response times; number of shootings not captured, only number of homicides (as validated by the FBI); City has lower crime rate in comparison to Long Beach and Anaheim. Councilmember Martinez, opined that residents do not feel safe; perception is important; need to make public safety a top priority for all employees; roads need to be safe for bicyclist and pedestrians alike; need to review traffic speeds at main arterials; thanked staff for applying for grant funding, but need enforcement and education programs; response times need to improve; request consideration to reinstate the Vice Unit. City Manager Cavazos, indicated that number of officers is relative, active recruitment efforts ongoing. Councilmember Martinez, would like to have transparent information on the City's website such as Open Data Platform. Mayor Pro Tem Sarmiento, agreed that trends may indicate reduced crimes, but perception does not coincide with statistics; need to make the Police Department whole and address the deficiencies; opined that we are not able to make true comparisons with other cities; police calls need to be a priority; need more officers; request that the Public Safety Council Committee review data including hiring efforts. Mayor Pulido, requested more recent information than 2009 statistics than was presented on page 6 and 7; asked for the number of homicides in 2016 (Police Chief Rojas indicated it is 18 thus far); requested 2014 and 2015 FBI data; agreed that Propositions 46 and 47 are impacting crime; asked for clarification of response times; asked what is the estimated increase of violent crimes; concerned that number of officers assigned to gang and patrol units have been reduced. Police Chief Rojas, indicated that 310 officers on payroll, project net 30 by the end of the year; highest number of officers was 379. Mayor Pulido, asked City Manager for budget comparisons; request that Public Safety Committee consider budget surplus funding; suggested that surplus funds be appropriated to the Police Department. CITY COUNCIL MINUTES 15 SEPTEMBER 6, 2016 10A-15 City Manager Cavazos, noted that estimated budget surplus form Fiscal Year 2015-16 is projected at over $7 million; there was motion by the City Council to consider surplus funds for the police department. Receive and file action considered as part of Consent Calendar vote. PUBLIC COMMENTS (Agendized Items) Rebecca Cousins, policy analyst for Healthy Alliance Coalition, spoke in support of Agenda Item 25F - active transportation; proposed streamlining the process. CLOSED SESSION REPORT - See Item 19A for any reportable actions. *Mayor Pro Tem Sarmiento left the meeting at 9:51 p.m. and did not return. CONSENT CALENDAR ITEMS MOTION: Approve staff recommendations on Consent Calendar Items 10A through 25E, with the following modifications: *Councilmember Martinez, pulled Agenda Items 20A and 25F for separate discussion. MOTION: Reyna SECOND: Martinez VOTE: AYES: Amezcua, Benavides, Martinez, Pulido, Reyna (5) NOES: None (0) ABSTAIN: None (0) ABSENT: Sarmiento, Tinajero (2) Items removed for separate action or modified are highlighted. Separate actions show the actual vote: Items without votes are adopted as part of the consent motion. ADMINISTRATIVE MATTERS MINUTES 10A. MINUTES FROM THE REGULAR MEETING OF AUGUST 16, 2016 (STRATEGIC PLAN NO. 5, 1) — Clerk of the Council Office CITY COUNCIL MINUTES 16 SEPTEMBER 6, 2016 10A-16 MOTION: Approve Minutes. BOARDS / COMMISSIONS / COMMITTEES 13A. BOARDS AND COMMISSIONS BIANNUAL ATTENDANCE REPORTS OCTOBER -DECEMBER 2015 AND JANUARY -JUNE 2016 {STRATEGIC PLAN NO. 5, 1) - Clerk of the Council Office MOTION: Receive and file. 136. APPOINTMENT TO THE WORKFORCE DEVELOPMENT BOARD {STRATEGIC PLAN NO. 5, 11 - Community Development Agency MOTION: Appoint Enrique Perez, Executive Director of the International Consortium for Education and Economic Development (replacing J. Didion) and Dr. Linda Rose, President, Santa Ana College (replacing Dr. E. Martinez) to the Santa Ana Workforce Development Board, for a partial - term expiring June 30, 2017. 13C. NOMINATED BY MAYOR PULIDO AS THE CITYWIDE (REGULAR) REPRESENTATIVE TO THE YOUTH COMMISSION, FOR PARTIAL TERM EXPIRING DECEMBER 13, 2016 {STRATEGIC PLAN NO. 5, 1) - Clerk of the Council Office MOTION: Appoint Roy Rodriguez, Ward 2 Resident (replacing G. Vergera). MISCELLANEOUS ADMINISTRATION 19A. CONFIRMATION OF CLOSED SESSION ACTION(S) — City Attorney's Office MOTION: Approve, as follow: PUBLIC EMPLOYEE APPOINTMENT pursuant to Section 54957(b)(1) of the Government Code: Deputy City Manager; Motion by Tinajero, seconded by Reyna to confirm the appointment of Robert Cortez. Motion approved by Councilmembers Amezcua, Benavides, Reyna and Sarmiento; Mayor Pulido and Councilmember Martinez dissented; and Mayor Pro Tem Sarmiento abstained. 19B. EXCUSED ABSENCES — None CITY COUNCIL MINUTES 17 SEPTEMBER 6, 2016 10A-17 19C. STRATEGIC PLAN MONTHLY REPORT FOR JULY 2016 {STRATEGIC PLAN NO. 5, 1} - City Manager's Office MOTION: Receive and file. 19D. CONSOLIDATED ANNUAL PERFORMANCE AND EVALUATION REPORT {STRATEGIC PLAN NO 4, 11 - Community Development Agency Community Redevelopment and Housing Commission approved recommended action on August 24, 2016, by a vote of 4-0 (D. Gomez and A. Garcia absent). MOTION: Authorize the submission of the Consolidated Annual Performance and Evaluation Report to the U. S. Department of Housing and Urban Development. 19E. PUBLIC WORKS AGENCY STATUS OF PROJECTS - MONTHLY CAPITAL IMPROVEMENT PROGRAM EXECUTIVE REPORT FOR AUGUST 2016 {STRATEGIC PLAN NO. 5, 1} - Public Works Agency MOTION: Receive and file. 19F. DESTRUCTION OF OBSOLETE CITY RECORDS {STRATEGIC PLAN NO. 5, 1} — Police Department MOTION: Approve the request for the destruction of obsolete records from the Police Department in accordance with the retention schedule outlined in City Council Resolution 2013-014. The Citywide Records Retention Schedule has specific retention periods for many City documents. The Schedule is modeled after the California Secretary of State's sample for local government and incorporates other statutory periods applicable to Santa Ana. These are minimum retention periods. Each department makes discretionary decisions on whether to retain records past the minimum requirements. 19G. UPDATE ON DROUGHT CONDITIONS AND WATER SUPPLY {STRATEGIC PLAN NO. 5, 21 - Public Works Agency MOTION: Receive and file. 19H. SANTA ANA EDDIE WEST STADIUM CONSTRUCTION UPDATE {STRATEGIC PLAN NO. 6, 1B & 1G) - Parks, Recreation and Community Services Agency CITY COUNCIL MINUTES 18 SEPTEMBER 6, 2016 10A-18 191. 19J. MOTION: Receive and file. SANTA ANA WORK CENTER OFFICE RELOCATION UPDATE (STRATEGIC PLAN NO. 2, 4A) - Community Development Agency MOTION: Receive and file. AGENDA ITEM CONSIDERED OUT OF ORDER BUDGETARY MATTERS APPROPRIATION ADJUSTMENTS MOTION: 1. Authorize the City Manager and the Clerk of the Council to execute a construction contract to Foddrill Construction Corporation, the lowest responsible bidder, in accordance with the base bid and Additive Alternates 1 and 2 in the amount of $720,499.33, for the term beginning upon execution of the contract and ending upon project completion, for installation of the Security Lighting at Eight Parks Project, subject to non -substantive changes approved by the City Manager and the City Attorney. 2. Approve an appropriation adjustment. (Requires five affirmative votes) APPROPRIATION ADJUSTMENT NO. 2017-017 - For Fiscal Year 16/17 to recognize $239,142.28 from prior year fund balance and appropriate $107,437.77 into the Residential Development District 2, $118,251.08 into the Residential Development District 3, and $13,453.43 into the Residential Development District 4 expenditure accounts. 3. Approve the Project Cost Analysis for a total estimated project delivery cost of $864,600, which includes the contract base bid and Additive Alternates 1 and 2, administration, inspection, testing, and a $72,050 contingency. MOTION: Martinez SECOND: Amezcua CITY COUNCIL MINUTES 19 SEPTEMBER 6, 2016 10A-19 VOTE: AYES: Amezcua, Benavides, Martinez, Pulido, Reyna (5) NOES: None (0) ABSTAIN: None (0) ABSENT: Sarmiento, Tinajero (2) SPECIFICATIONS — PURCHASE OF EQUIPMENT AND SERVICES 22A. SPEC. NO. 16-089 - AMMUNITION EQUIPMENT REPLACEMENT USED DURING POLICE TRAINING AND RANGE QUALIFICATION TESTING {STRATEGIC PLAN NO. 1, 5) (Police Department) - Finance & Management Services MOTION: Authorize a one-time purchase and payment of purchase order for a total aggregate amount not to exceed $145,755, subject to non - substantive changes approved by the City Manager and City Attorney, with the following vendors below: Vendor Amount Arms Unlimited, Inc. $1,725 Dooley Enterprises, Inc. $109,780 Proforce Marketing, Inc. $8,450 San Diego Police Equipment $25,800 22B. SPEC. NO. 16-092 - CITYWIDE PAINTING SERVICES — GENERAL MAINTENANCE, BULDING MODIFICATIONS, GRAFFITI CONTROL AND RENOVATION {STRATEGIC PLAN NO. 6, 1C} (Public Works Agency, Police Department and Parks, Recreation and Community Services Agency) - Finance & Management Services MOTION: Award contracts for a one-year period expiring September 30, 2017, with provisions for three one-year renewals exercisable by the City Manager, in an annual aggregate amount not to exceed $115,000 subject to non -substantive changes approved by the City Manager and City Attorney, with the following vendors: Vendor Location ENL Service, Inc. South Gate Tony Painting, Inc. Garden Grove CTG Construction, Inc. Wilmington U.S. National Corp Panorama City CITY COUNCIL MINUTES 20 1 OA -20 SEPTEMBER 6, 2016 22C. SPEC. NO. 15-110 - AMENDMENT FOR VARIOUS TYPE OF WATER METERS {STRATEGIC PLAN NO. 6, 1C} (Public Works Agency) - Finance & Management Services MOTION: Amend the contracts for a variety of water meters to increase the annual amount by $175,000 for a new annual aggregate amount of $315,000, expiring January 31, 2017, subject to non -substantive changes approved by the City Manager and City Attorney, with the following vendors: Vendor Location Aqua -Metric Sales Co. Riverside, CA Badger Meter, Inc. Milwaukee, WI H. D. Supply Waterworks Santa Ana, CA Mueller System, LLC Cleveland, NC AGREEMENTS 25A. AGMT NO. 2016-260 - DONATION TO SUPPORT A FAMILY DAY COMMUNITY BLOCK FESTIVAL {STRATEGIC PLAN NO. 5, 4) - Councilmember Reyna MOTION: Authorize the City Manager and Clerk of the Council to execute an agreement with Magic Inc. Academy of the Arts for a one-time donation amount of $500, subject to non -substantive changes approved by the City Manager and the City Attorney. 258. AGMT NO. 2016-261 - DONATION TO SUPPORT DOWNTOWN NEIGHBORHOOD ASSOCIATION'S INTERNATIONAL DAY OF OLDER PERSONS EVENT {STRATEGIC PLAN NO. 5, 4) - Councilmember Reyna MOTION: Authorize the City Manager and Clerk of the Council to execute an agreement with Washington Square Neighborhood Association for a one-time donation amount of $1,000, subject to non -substantive changes approved by the City Manager and the City Attorney. 25C. AGMT NO. 2016-262 - AMENDMENT — IMPLEMENTATION OF THE BRISTOL STREET TRAFFIC SIGNAL SYNCHRONIZATION (PROJ. NO. 156829) (NONGENERAL FUND) {STRATEGIC PLAN NO. 6, 1 B) - Public Works Agency MOTION: Authorize the City Manager and Clerk of the Council to execute an amendment to the Cooperative Agreement No. C-4-1882, with the Orange County Transportation Authority, subject to non -substantive changes approved by the City Manager and City Attorney. CITY COUNCIL MINUTES 21 SEPTEMBER 6, 2016 1 OA -21 25D. AGMT NO. 2016-263 - PURCHASE AGREEMENT FOR BRISTOL STREET IMPROVEMENTS, PHASE 4 - 2115 BRISTOL TRUST, LAN LE TRUSTEE FOR THE PROPERTY COMMONLY KNOWN AS 2115-2123 SOUTH BRISTOL STREET (APN NOS. 015-194-20, 015-194-21, 015-194-22), (PROJ. NO. 116741) (NONGENERAL FUND) {STRATEGIC PLAN NOS. 6, 1G; 3, 2C) - Public Works Agency MOTION: Authorize the City Manager and Clerk of the Council to execute Purchase Agreement, for full acquisition of said real property and goodwill (if any), in the amount of $2,682,000, subject to non -substantive changes approved by the City Manager and City Attorney. 25E. AMENDED AND RESTATED SOLID WASTE SERVICES AND AUTHORIZE STAFF TO EVALUATE ADVANTAGES AND DISADVANTAGES OF A CONTRACT EXTENSION {STRATEGIC PLAN NO. 4, 11 - Public Works Agency and City Attorney's Office Consideration of matter continued from the August 16, 2016 City Council meeting at the request of staff and approved by a vote of 5-0 (Pulido and Reyna absent). MOTION: Matter continued at the request of staff. 25F. SAFE 'MOBILITY SANTA ANA TRANSPORTATION / TRAFFIC PLANNING AND ENGINEERING SERVICES (PROJECT 15-6845) (NON -GENERAL FUND) (STRATEGIC PLAN NO. 5, 6131 - Public Works Agency MOTION: 1. Authorize payment in the amount of $29,741.94 for transportation / traffic planning and engineering services rendered and invoiced between April 6, 2016 and September 5, 2016. 2. AGMT NO. 2016-264 - Authorize the City Manager and the Clerk of the Council to execute an agreement with NelsonlNygaard to continue transportation/traffic planning and engineering services for development of the Safe Mobility Santa Ana Plan, for a one-year period beginning September 6, 2016 through April 5, 2017, with no change to the original scope of work, and no change to the original $360,000 not - to -exceed amount for the professional services subject to non - substantive changes approved by the City Manager and City Attorney. MOTION: Martinez SECOND: Benavides CITY COUNCIL MINUTES 22 SEPTEMBER 6, 2016 1 OA -22 VOTE: AYES: Amezcua, Benavides, Martinez, Pulido, Reyna (5) NOES: None (0) ABSTAIN: None (0) ABSENT: Sarmiento, Tinajero (2) **END OF CONSENT CALENDAR** PUBLIC COMMENTS • Ilya Tseglia, opined that Police Department able to assist him by producing police reports that he could present to courts regarding his son. • Carl Beninger, announced that September 21st will host Connect to Council's Candidate Forum at the Delhi Center. RECESSED THE CITY COUNCIL MEETING AT 10:05 P.M. TO THE HOUSING AUTHORITY MEETING AND RECONVENED THE CITY COUNCIL MEETING AT 10:06 P.M. WITH SAME MEMBERS PRESENT. WORK STUDY SESSION WS -1. PROVIDE STAFF DIRECTION AND DISCUSSION FOR PROPOSAL ON ECONOMIC DEVELOPMENT AND NON-PROFIT FUNDS - City Manager's Office Consideration of matter continued from the August 16, 2016 City Council meeting by a vote of 4-0 (Martinez, Pulido, and Reyna absent). Matter continued to the September 20, 2016 City Council Meeting. COMMENTS 90A. CITY MANAGER'S COMMENTS • Invited all to attend the upcoming Fiestas Patrias on September 10th and 11th in Downtown Santa Ana. CITY COUNCIL MINUTES 23 SEPTEMBER 6, 2016 1 OA -23 90B. CITY COUNCILMEMBER COMMENTS Councilmember Martinez: • Request that staff inform and engage the residents of Downtown when City hosting events; and • Noted that Hispanic Heritage and Emergency Preparedness month in September— need to continue proactive training and education. Councilmember Reyna: • Encouraged all to shop in Santa Ana; • Urged all to continue to be water wise; • Welcomed back teachers, faculty and students to the new school year; and • Invited all to attend the upcoming Fiestas Patrias parade and festivities. Councilmember Benavides: • Commented that City held successful monthly art walk - great success; • Stressed importance of having cohesive solutions for homelessness including better location for needle exchange program; • Asked all to shop in Santa Ana; and • Requested that meeting be adjourned in memory of Antonio Payan, who was the father of Marc Payan, creator of PayanX fitness program. Mayor Pulido: • Adjourned in Memory of Antonio Payan. ADJOURNED - 10:16 p.m. - The next meeting of the City Council is scheduled for Tuesday, September 20, 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. Adjourned in Memory of Antonio Payan Maria D. Huizar, Clerk of the Council FUTURE AGENDA ITEMS • Community Engagement Program • Economic Development Strategic Plan • Drone Regulations • General Plan Update CITY COUNCIL MINUTES 24 SEPTEMBER 6, 2016 1 OA -24 CITY OF SANTA ANA D FINANCE, ECONOMIC DEVELOPMENT AND TECHNOLOGY COUNCIL COMMITTEE MEETING CANCELLATION NOTICE The regularly scheduled City Council Committee meeting scheduled for Monday, September 12, 2016 at 5:30 p.m. has been cancelled. No future meeting is scheduled at this time. aIf you need special assistance to participate in this meeting, please contact Michael Ortiz, City ADA Program Coordinator, at (714) 647-5624. Please call prior to the meeting date, to allow the City enough time to make reasonable arrangements for accessibility to this meeting. [Americans with Disabilities Act, Title II, 28 CFR 35.1021 Miguel A. Pulido, Vicente Sarmiento, Michele Martinez, Angelica Amezcua, P. David Benavides, I Roman Reyna, Sal Tinajero, Mayor Mayor Pro Tem, Ward 1 Ward 2 Ward 3 Ward 4 Ward 5 Ward 6 M%AItloGsanla-ana.om VSam'en�o(dse MMN nez(Nsanaan AAmezcUa0san,a,ea om Unnavtlersa n ( RR,,-Qsan,aBTneoroAs-ta'anaom City Hall, 20 Civic Center Plaza • P.O. Box 1988 . Santa Ana, California 92702 Mayor & Council Telephone: 714.647.6900 e Agenda Item Inquiries: 714.647.6520 • Website: www.santa-ana.ora 13A-1 13A-2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: SEPTEMBER 20, 2016 TITLE: STRATEGIC PLAN MONTHLY REPORT FOR AUGUST 2016 {STRATEGIC PLAN NO. 5, 11 a&t44�v CITY MANAGER CLERK OF COUNCIL USE ONLY: I'_1:120-0 4 7 ❑ As Recommended ❑ As Amended ❑ Ordinance on 18` Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Receive and file the Strategic Plan Monthly Report for August 2016. DISCUSSION The August 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.orci/strategic-planning/ 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: SEPTEMBER 20, 2016 TITLE: DESTRUCTION OF OBSOLETE CITY RECORDS (STRATEGIC PLAN NO. 5, 1) CITY MANAGE CLERK OF COUNCIL USE ONLY: F-100• irk 0 As Recommended E As Amended ® Ordinance on 1®t Reading ® Ordinance on 2n6 Reading ® Implementing Resolution Set Public Wearing For CONTINUED TO FILE NUMBER Approve the requests for the destruction of obsolete records from City departments in accordance with the retention schedule outlined in City Council Resolution 2013-014. DISCUSSION On April 1, 2013, the City Council approved Resolution 2013-014 outlining the records retention schedule for the agencies, departments, and offices of the City. City records are governed by the Public Records Act which provides the period in which records need to be retained. The Citywide Records Team compiled the Citywide Records Retention Schedule which sets forth the retention period for a particular record. The Municipal Code requires that the destruction of a City record be approved by the City Attorney. In accordance with Section 5B of the Citywide Records Retention Schedule Resolution, the City Attorney has approved the list of records proposed for destruction from the departments as outlined in the attached documents. The Citywide Records Retention Schedule has specific retention periods for many City documents. The Schedule is modeled after the California Secretary of State's sample for local government and incorporates other statutory periods applicable to Santa Ana. These are minimum retention periods. Each department makes discretionary decisions on whether to retain records past the minimum requirements. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #5 - Community Health, Livability, Engagement & Sustainability, Objective #1 (Establish a comprehensive community engagement initiative to expand access to information and create opportunities for stakeholders to play an active role in discussing public policy and setting priorities). FISCAL IMPACT There is no fiscal impact associated with this item. Exhibit: 1. Memo Request for Destruction of Records — Finance and Management Services 2. Memo Request for Destruction of Records — Police Department 19D-1 19D-2 MANOR Miguel A. Pulido MAYOR PRO TEM Vicente F. Sarmiento yy COUNCILMEMBERS f Angelica Amezcua P. David Benavides Michele Martinez Roman Reyna Sal Tinajero CITY OF SANTA ANA 20 Civic Center Plaza . P.O. Box 1988 Santa Ana, California 92702 714-647-6900 www.santa-ana.orq To: Sonia Carvalho From: Sarah Ro Date: August 10, 2015 Re: Request for destruction of records CITY MANAGER David Cavazos CITY ATTORNEY Sonia R. Carvalho CLERK OF THE COUNCIL Maria D. Huizar The Purchasing Division requests your consent to destroy city records on the attached listing, in accordance with the retention schedule outlined in City Council resolution 2013-014. Thank you, SANTA ANA CITY COUNCIL Mlquel A. Pulido Vicente F. Sarmiento Michele MartinezAn elica Amez ua P. David Senavides Roman Reyna Sal Tinajero Mayor Mayor Pro Tem, Ward 1 Ward 2 a 3 Ward 4 Ward 5 Ward 6 moul'doc@santa-ana om vsarmientono sanla-ana ora mmamnez(Dsanla-mm.org as e. a.or dbenavidesaa santa-ana.org Eeyna@sana ana orq sting erollDsanta-ana arg CITY OF SANTA ANA OBSOLETE RECORDS DESTRUCTION SCHEDULE FINANCE AND MANAGEMENT SERVICES (July 2016) RECORD RECORD RECORD RECORD CATEGORY SERIES DESCRIPTION DATES ACCOUNTS Cash Requirement Lists paid invoices by vendor. June 2013 and PAYABLE and (AP 150) PURCHASING prior June Direct Payment Voucher Generates payment to City vendor/creditor used in lieu of 2013 and P.O. when item & vendor known. prior Petty Cash Receipts Reimbursements for authorized expenses under $100.00 June 2014 and prior Bids and proposals Original bid, bids received, bid list and advertising record June 2013 and prior Travel Request and Expense Self-explanatory 2014 Report and prior Material Release Forms Order for item directly from City approved vendor list June 2013 and prior Purchase Orders Authorize purchase of goods or services from forms 2012 generated from purchase requisitions and prior W PREPARED BY: Vicki Elmore Ross APPROVED BY: Francisco Gutierrez Date Executive Director of Finance AVL RECORDS DESTROYED: Number of Boxes 19D-4 APPROVED BY: J.i�i T a' Attorney j CONSENT BY: CITY OF SANTA ANA OBSOLETE RECORDS DESTRUCTION SCHEDULE POLICE DEPARTMENT Division Name: Professional Standards Division (�vUi.-" Record Record Series Record Description Record Dates Category Administrative Employee Accidents involving on -duty 01/01/2009 - Investigations Accidents department personnel. 12/31/2010 Administrative K-9 Reports Investigations of K-9 bite 01/01/2009 - Investigations incidents. 12/31/2010 Administrative Use of Force Use of Force and in -custody 01/01/2009 - Investigations injuries. 12/31/2010 Citizen and By Employee Investigations of alleged 01/01/2009 - Internal Name employee misconduct. 12/31/2010 Complaints Prepared by: Name: Bryan Atkinson Title: Corporal Date: 07/21/2016 Number of boxes to be destroyed: 43 CONSENT BY: Carlos Rojas, Chief of Police APPROVED BY: Laura Rossini, Sr. Assistant City Attorney Page 1 off9D-5 2,/2/, Date 251 1 Date CITY OF SANTA ANA OBSOLETE RECORDS DESTRUCTION SCHEDULE POLICE DEPARTMENT Division Name: Professional Standards Division Records destroyed by: Print Name & Badge # Date of destruction: Signature Once your records have been destroyed return this form to the Records Manager and keep a copy of this form for your files. Page 2 off9D-6 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: SEPTEMBER 20, 2016 TITLE; UPDATE ON GIANT RIVER OTTER HABITAT FUNDRAISING BY FRIENDS OF SANTA ANA ZOO {STRATEGIC PLAN NO. 2, 2E} --1 �11)- &-,L� 11�' CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2 o Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Receive and file an update on fundraising by Friends of Santa Ana Zoo for the Giant River Otter Habitat. DISCUSSION The Parks, Recreation and Community Services Agency is working with the Public Works Agency on the Giant River Otter (GRO) Habitat. The request for proposals for the design of the Amazon's Edge renovation for giant river otters was released in July and the Public Works Agency received three proposals. All three design firms have worked with the Santa Ana Zoo in the past and are well known in the zoo and aquarium industry. The evaluation team is reviewing the proposals and will select a designer in the next few weeks. An agreement with the selected designer will be submitted to the City Council for approval at a future city council meeting. The Public Works Agency came up with an initial estimate of $2.04 million for the design and construction of the habitat. The chosen design firm will work with City staff to develop the plans for this renovation. Once the design is finalized, the City will have a more accurate estimate of the construction costs. The largest costs of the project are a new, state of the art water filtration system to provide crystal clear water for the otters and a new observation area with an underwater viewing window to see the otters as they swim and play under water. The City has allocated $1.4 million for this project. The Friends of Santa Ana Zoo's (FOSAZ) Development Committee has developed a GRO Capital Campaign Plan to raise $600,000 for the project. The plan incorporates grants, donor requests, fundraising events, and ride revenue from the upcoming Fifty Monkey Ferris Wheel (to be completed winter of 2017). FOSAZ has already received three grants for the project and 100% of the FOSAZ Board of Directors have made personal donations to the project. This year's Zoofari gala on August 27 raised over $80,000 through underwriting opportunities, ticket sales, and the live and silent auction. All gala proceeds will go towards the GRO Capital Campaign. Proceeds from this past summer's concert series, 19E-1 Update on Giant River Otter Habitat Fundraising by Friends of Santa Ana Zoo September 20, 2016 Page 2 Sunsets at the Zoo, and the upcoming and very popular family-oriented Halloween event, Boo at the Zoo, will also go towards the GRO Habitat. STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #2 - Youth, Education, Recreation, Objective #2 (Expand youth programming), Strategy E (Partner with outside agencies and secure funding to rehabilitate zoo exhibits and expand the Santa Ana Zoo). FISCAL IMPACT There is no fiscal impact associated with this action. Gerardo Mouet Executive Director Parks, Recreation and ommunity Services Agency 19E-2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: SEPTEMBER 20, 2016 TITLE: REQUEST FOR QUALIFICATIONS FOR COMMUNITY HOUSING DEVELOPMENT ORGANIZATIONS (STRATEGIC PLAN NO 5, 3) CITY MANAGER RECOMMENDED ACTION Receive and file. CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on tat Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER COMMUNITY REDEVELOPMENT AND HOUSING COMMISSION RECOMMENDATION At its regular meeting on August 24, 2016, by a vote of 4:0 (Garcia and Gomez absent), the Community Redevelopment and Housing Commission recommended that the City Council receive and file the action. DISCUSSION The City of Santa Ana annually receives federal grant funds through the HOME Investment Partnerships Program (HOME) for the development of affordable housing. The U.S. Department of Housing and Urban Development (HUD) has commitment deadlines for these HOME funds that require grant funds to be committed within two years from the date of their original allocation. In addition, the HOME regulations require that participating jurisdictions (PJs) set-aside at least 15 percent of their HOME allocation for housing that is developed, owned, or sponsored by Community Housing Development Organizations (CHDO). A CHDO is a nonprofit, community- based organization with the capacity to develop affordable housing for the community. In order to qualify for designation as a CHDO, the organization must meet the requirements pertaining to their legal status, organization structure, capacity, and experience as required by the HOME regulations. The City of Santa Ana has provided organizations an opportunity to apply for the CHDO funds under prior Request for Proposals. However, the selected projects were unable to qualify or fully use the CHDO funds made available. In order for the City to fully use these HOME funds and meet HUD's commitment deadlines, a Request for Qualifications (RFQ) for CHDOs is scheduled for September 26, 2016, for affordable rental and ownership housing in Santa Ana (Exhibit 1). The RFQ will qualify and certify CHDOs in order to place them on an on-call list. Once placed on 19F-1 Request For Qualifications for Community Housing Development Organizations September 20, 2016 Page 2 the CHDO on-call list, selected and approved CHDOs will have access to the CHDO funds on a first-come basis for HOME qualified projects until the funds are fully exhausted within a three-year deadline and/or the City has met its CHDO HOME commitment deadline for each fiscal year. Based on the new HOME rules, HOME commitments cannot occur until all financing for the project has been fully committed. The selected CHDOs will be responsible for contributing and securing additional funds as necessary, for acquiring the land, completing the improvements, and lease -up and operation of each project. The RFQ is scheduled for release on September 26, 2016 with proposals due Friday, October 28, 2016. Notices of funding availability will be placed on the City's website, published in a general circulation newspaper, and directly e-mailed to local housing developers who have previously shown an interest in affordable housing development projects. Following review of the proposals received, the recommendations for the CHDO on-call list will be submitted to the Community Redevelopment and Housing Commission prior to recommendation to City Council for final approval. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #5 - Community Health, Livability, Engagement and 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. Cortez' " Deputy City Manager City Manager's Office NV/J B Exhibit: 1. Draft RFQ for Community Housing Development Organizations 19F-2 REQUEST FOR QUALIFICATIONS RFQ# 16 -XXX HOME INVESTMENT PARTNERSHIPS PROGRAM (HOME) COMMUNITY HOUSING DEVELOPMENT ORGANIZATIONS (CHDO) CITY OF SANTA ANA Community Development Agency 20 Civic Center Plaza Santa Ana, CA 92701 Natalie Verlinich Housing Programs Analyst (714) 667-2267 Office NVerlinilch@santa-ana.org KEY RFQ DATES: Issue Date: Monday, September 26, 2016 Deadline to Submit Questions: Friday, October 14, 2016 at 5:00 p.m. Response Posted on City Website: Thursday, October 20, 2016 at 5:00 p.m. Proposal Due Date: Friday, October 28, 2016 at 12:00 p.m. City of Santa Ana Community Development Agency Request for Qualifications for Communjty_*I ij Development Organizations (CHDO) NOTICE INVITING PROPOSALS NOTICE IS HEREBY GIVEN that proposals will be received from qualified firms with the qualifications and capacity to develop affordable housing. Responses to this Request for Qualifications will be accepted until Friday October 28, 2016 at 12:00 noon. If further information is required regarding this Request for Qualifications, please contact Ms. Natalie Verlinich, Housing Programs Analyst, at (714) 667-2267 or NVerlinich@santa-ana.org. MAILED, DELIVERED BY HAND, OR COURIERED proposals will be accepted as follows: City of Santa Ana Natalie Verlinich, Housing Programs Analyst Community Development Agency 20 Civic Center Plaza, Sixth Floor Santa Ana, CA 92701 It is the responsibility of the proposer to ensure that any proposals submitted shall have sufficient time to be received by the City of Santa Ana prior to the proposal due date and time. Questions regarding the Request for Qualifications shall be made in writing via e-mail to Natalie Verlinich at NVerlinich@santa-ana.org. The time the proposal is received in the Community Development Agency, 20 Civic Center Plaza, 6`" Floor, Santa Ana, CA 92701 will be the governing time for acceptance of proposals. Late proposals will NOT be considered and will be returned to the proposer unopened. Telegraphic, electronic, and facsimile proposals will not be accepted. DO NOT E-MAIL RFQ RESPONSES. DO NOT FAX RFQ RESPONSES. City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 1 19F-4 CITY OF SANTA ANA COMMUNITY DEVELOPMENT AGENCY REQUEST FOR QUALIFICATIONS (RFQ) HOME INVESTMENT PARTNERSHIPS PROGRAM (HOME) COMMUNITY HOUSING DEVELOPMENT ORGANIZATION (CHDO) PAGE City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) 19��5 I. INTRODUCTION 3 II. SCOPE OF WORK/SERVICES 3 III. GENERAL INFORMATION 4 IV. COORDINATION 5 V. DEVELOPER RESPONSIBILITIES 5 VI. CITY BUSINESS LICENSE 5 VII. RULES FOR PROPOSALS 5 VIII. PRE -PROPOSAL MEETING 5 IX. E-MAIL COMMUNICATIONS AND INTERPRETATIONS/CLARIFICATIONS 6 X. ADDENDA 6 XI. SUBMITTAL REQUIREMENTS INFORMATION AND DEADLINE 6 XII. MINIMUM QUALIFICATIONS 6 XIII. SUBMITTAL REQUIREMENTS 6 XIV. DEVELOPER SELECTION — PROPOSAL AND EVALUATION 7 XV. PUBLIC RECORDS 8 XVI. FILING A PROTEST 8 EXHIBITA SCOPE OF SERVICES 9 EXHIBIT B CHDO CHECKLIST 17 EXHIBIT C CITY OF SANTA ANA PROPERTY STANDARDS Error! Bookmark not defined. EXHIBIT D ADDITIONAL INSURED ENDORSEMENT FOR GENERAL LIABILITY POLICY 49 EXHIBIT E PROPOSER'SSTATEMENT: PROPOSAL AND CONTRACT AGREEMENT 50 EXHIBIT PROPOSAL CONTRACT AND AGREEMENT— CERTIFICATION OF NONDISCRIMINATION 51 EXHIBIT G NON -COLLUSION AFFIDAVIT 53 City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) 19��5 CITY OF SANTA ANA COMMUNITY DEVELOPMENT AGENCY REQUEST FOR QUALIFICATIONS (RFQ) HOME INVESTMENT PARTNERSHIPS PROGRAM (HOME) COMMUNITY HOUSING DEVELOPMENT ORGANIZATION (CHDO) INTRODUCTION The City of Santa Ana receives HOME Investment Partnerships Program (HOME) funds from the U.S. Department of Housing and Urban Development (HUD) to assist in the production of affordable housing for low-income persons. Under the HOME Program, the City is required to set aside at least 15% of its total annual HOME allocation for housing to be developed, sponsored, or owned by Community Housing Development Organizations (CHDO for very -low and low-income households. This year, the City is conducting a Qualification Process and seeking applications from organizations that can certify as Community Housing Development Organizations (CHDOs) and have the capacity to develop affordable, single-family or multi -family housing for rental or homebuyer activities. These affordable units will target lower income households at or below 80% of the area median income (AMI) per the income requirements of the HOME regulations. Organizations which are successful in the qualification process will be placed on an Approved CHDO List, subject to City Council approval. The organizations placed on the Approved CHDO List will be able to utilize HOME CHDO funds based on the review, approval and selection of the City at its sole discretion for qualified and eligible projects. Approximately $504,550 in HOME CHDO funds is expected to be available under this Request for Qualifications over the next three-year period, subject to approval by the City Council and final funding amounts from HUD. Eligible projects will involve the acquisition/new construction or acquisition/rehabilitation/preservation of affordable single-family or multi -unit housing for homeownership or rental housing. All projects must comply with the regulations of the HOME Program Final Rule (24 CFR Part 92). The City's Approved CHDO List will be in effect for a three-year period or until the CHDO funds are fully expended, whichever comes first. II. SCOPE OF WORK/SERVICES The scope of work will include any and all work efforts related to the Approved CHDO List per EXHIBIT A - SCOPE OF SERVICES. The HOME funds set aside for CHDO activities under this RFQ may be used to acquire and construct, or acquire and rehabilitate homebuyer and rental properties. City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 3 19F-6 Please see the table below for the allowable uses of funds for each CHDO Role, per the HOME Regulations: Eligible Activity ELIGIBLE CHDO ROLES CHDO Developer CHDO Sponsor CH DO Owner Acquisition and / or Rehabilitation of Homebuyer Properties X New Construction of Homebuyer Properties X Acquisition and / or Rehabilitation of Rental Units X X X New Construction of Rental Units X X X CHDO Developer: For Rental Project, the CHDO must own the project throughout the affordability period. For Homebuyer Projects, the CHDO owns, arranges financing, rehabilitates or constructs, and sells the property to a qualified homebuyer. CHDO Sponsor: CHDO can be a sponsor by either (1) Develop rental housing and sells to non-profit or another CHDO after completion, which is conveyed at pre -determined time to pre -identified non-profit/CHDO; OR (2) Rental Housing is owned and developed by: for-profit or nonprofit subsidiary that is wholly owned by the CHDO; Limited Partnership (CHDO or wholly owned subsidiary must be sole general partner); OR Limited Liability Company (CHDO or wholly owned subsidiary must be sole managing member). CH DO Owner: For Rental Proiects Only. CHDO can own HOME Eligible rental housing that it did not develop. CHDO is the owner in fee simple during the development and period of affordability. CHDO is able to contract with developer to perform rehabilitation or construction. The approved Community Housing Development Organization (also known as the "Developer") shall be an independent developer capable of providing experienced, knowledgeable and professional staff. The Developer shall be responsive and maintain excellent working relationships with city residents, businesses, government officials and City staff. The Developer shall provide adequate staffing levels at all times and adhere to established schedules. The Developer shall be knowledgeable of and comply with federal, state and local laws, including the Santa Ana Municipal Code, and the federal HOME Investment Partnerships Program as it applies to their proposal. Please note the new HOME regulations and Final Rule published on July 24, 2013. III. GENERAL INFORMATION A. Those organizations who are determined eligible will be placed on the Approved CHDO List and be certified as a CHDO with the City of Santa Ana. This on-call list and certification will be approved by the City Council. All proposed projects must be HOME eligible and meet HOME regulations / requirements. B. Once City Staff reviews and approves the proposed project, the City and CHDO will enter into a Loan Agreement based on the terms approved by City Council when the Approved CHDO List was approved. C. When determined appropriate, the City will provide information in its possession relevant to preparation of required information in the RFQ. The City will provide only the staff assistance and documentation specifically referred to herein. D. The Developer shall be responsible for retaining data, records and documentation for the preparation of the required information. These materials shall be made available to the City as requested by the City. E. This RFQ does not commit the City to pay costs incurred in preparation of a response to this RFQ. All costs incurred in the preparation of the proposal, the submission of additional information and/or any aspect of a proposal prior to award of a written contract will be borne by the respondent. The City reserves the right to City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Pae 4 19p-7 accept or reject the combined or separate components of this proposal in part or in its entirety or to waive any informality or technical defect in proposal. F. All data, documents and other products used, developed or produced during response preparation of the RFQ will become property of the City. All responses to the RFQ shall become property of the City. Proposer information identified as proprietary information shall be maintained confidential, to the extent allowed under the California Public Records Act. G. The City reserves the right to reject, replace and approve any and all subcontractors. All subcontractor(s) shall be identified in the response to the RFQ and the City reserves the right to reject any subcontractor(s). Subcontractors shall be the responsibility of the Developer and the City shall assume no liability of such subcontractors. H. The City reserves the right to not select any CHDO's for the list if none qualify, and that all decisions of whether or not a developer meets CHDO certification is at the City's sole discretion. I. The City reserves the right to not spend any HOME funds and selection to the Approved CHDO List does not guarantee any commitment of HOME funds. Any use of HOME funds or decisions on submitted projects is at the City's sole discretion. IV. COORDINATION Coordination by the awarded Developer with the City, other contractors and agencies will be required to achieve satisfactory and timely delivery of the required services. Coordination may include, but not be limited to, coordination with impacted businesses, neighborhood and civic groups, local and/or state agency boards, and attendance at Community Redevelopment and Housing Commission meetings and City Council meetings. The City will decide the manner in which the coordination efforts will be conducted. At the City's option, coordination efforts may be performed by the Developer's direct contact, by the Developer acting through the City or by the City only. When coordination efforts require agreements, such agreements shall be coordinated through the City. V. DEVELOPER RESPONSIBILITIES The selected Developer will assume responsibility for all aspects of the development, and for ensuring that the project is developed and operated in accordance with applicable federal and state laws and HOME regulations. The selected Developer will ensure that the project is developed and operated in accordance with the City of Santa Ana laws, regulations, and the planning and development process. VI. CITY BUSINESS LICENSE The selected proposer shall be required to obtain a City of Santa Ana Business license within 30 -days of selection and must provide a copy to the City project manager or designee prior to commencing any work in Santa Ana. VII. RULES FOR PROPOSALS The signer of the RFQ must declare in writing that the only person, persons, company or parties interested in the proposal as principals are named therein; that the proposal is made without collusion with any other person, persons, company or parties submitting a proposal; that it is in all respects fair and in good faith without collusion or fraud; and, that the signer of the proposal has full authority to bind the proposer (Exhibit E). VIII. PRE -PROPOSAL MEETING City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 5 19F-8 The City will not have a pre -proposal meeting forth is CH DO RFQ. IX. E-MAILCOMMUNICATIONS AND INTERPRETATIONS/CLARIFICATIONS To facilitate the RFQ process, proposers are required to monitor and respond to e-mail requests within 48 hours. No oral interpretations will be made by the City to any proposer as to the meaning of requirements identified herein including the Scope of Service. Every request for such an interpretation must be made in writing via e- mail to Natalie Verlinich, Housing Programs Analyst, no later than Friday, October 14, 2016 at 5:00 p.m. Significant interpretations or clarification will be made by an addendum to this RFQ, which will be posted to the website. Addenda may become part of the agreement documents. X. ADDENDA If clarification or interpretation of this RFQ is considered necessary by the City, a written addendum shall be issued and the information will be posted on the City's website at www.santa-ana.ore/bids-rfps. It is the responsibility of each proposer to periodically check the City's website to ensure that they have received and reviewed any and all addenda to this RFQ. XI. SUBMITTAL REQUIREMENTS INFORMATION AND DEADLINE Proposals/Statement of Qualifications are due to the City of Santa Ana, at the date, time and location set forth on the Notice Inviting Proposals. Faxed and E-mail proposals will not be accepted. XII. MINIMUM QUALIFICATIONS Proposers shall have a minimum of five (5) years recent experience in the development and/or operation of affordable housing projects. XIII. SUBMITTAL REQUIREMENTS Proposers shall submit five complete hard copies of their proposal, and one additional copy on a compact disc, USB flash drive or equivalent. All five hard copies of the proposal/statement of qualifications must include a signed cover letter. This cover letter must include a declaration that the only person, persons, company, or parties interested in the proposal/statement of qualifications as principals are named herein; that the proposal/statement of qualifications is made without collusion with any other person, persons, company, or parties submitting a proposal; that it is in all respects fair and in good faith without collusion or fraud, and that the signer has full authority to bind the proposer. It must also include an email address and contact information for the signer. The letter must be signed in blue ink. All proposals/statement of qualifications submissions shall be on 8-1/2" x 11" white paper. Statement of Qualifications (SOQ). The SOQ must include the following components: 1. CHDO Checklist. Completed and signed CHDO Checklist (Exhibit B), including all required documentation. CHDO certification from another jurisdiction is not acceptable. They must also describe their ability to comply with the new HUD requirements for CHDOs. 2. Developer Team. An organizational chart showing lines of responsibility, as well as a list of team members and their duties as part of the team. Developer needs to identify if any contractor(s) and/or subcontractor(s) are a subsidiary to any member of the development team. City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) 9 r 6 19r-9 Developer / Owner / Sponsor Experience. A narrative describing recent affordable residential development and management experience, with an emphasis on experience gained in the last five years on projects. a. Include project name and type (special needs, senior, large family, etc.), project address, developer team members, unit count and bedroom type, affordability requirements, and funding sources in your description. 4. Financial Capacity. Description of financial strength and ability to obtain project financing, and to provide sufficient equity for the successful completion of a proposed project once placed on the Approved CHDO List. a. Include a description of current relationships with major lending institutions. b. The CHDOs selected for recommendation to City Council will be required to submit complete financial statements for the last three years. Because of the possibility of public records requests, the City cannot guarantee that these statements will remain confidential. 5. References. Include a list of at least three references from public agency partners and professional lenders and investors with full names, contact information, and identification of the project(s). SOQs must be limited to a maximum of 25 pages, excluding front and back covers, section dividers, and exhibits. 6. Exhibit B—Complete CHDO Checklist 7. Exhibit D - Additional Insured Endorsement for Commercial General Liability Policy (Not required until after Developer selection) 8. Exhibit E — Proposer's Statement 9. Exhibit F—Certification of Nondiscrimination 10. Exhibit G — Non -Collusion Affidavit The proposal/statement of qualifications must be completely responsive to the RFQ. Incomplete proposals/statement of qualifications will be deemed as nonresponsive and will be rejected. The City reserves the right to reject any or all proposals/statement of qualifications submitted and no representation is made hereby that any contract will be awarded pursuant to this RFQ or otherwise. XIV. DEVELOPER SELECTION —PROPOSAL AND EVALUATION Immediately following the submission deadline, the Community Development Agency will create a review panel composed of City staff from relevant City departments. Each member of this panel will evaluate and rank each proposal/statement of qualifications using the evaluation criteria listed below. Those proposals/SOQs that meet the requirements of the CHDO Checklist and the minimum evaluation score will be placed on the Approved CHDO List. The City is requiring a multi -step process for a CHDO to use the HOME CHDO Funds. First, the Developer or Sponsor must be approved on the Approved CHDO List in order for the CHDO to be eligible to submit a proposal for a specific project to use the available CHDO HOME Funds. Proposals that are submitted will then be reviewed and approved by staff for use of the CHDO HOME Funds. The evaluation criteria for placement and approval on the Approved CHDO List is as follows: City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 7 19F-10 1. Legal Status as a non-profit organization (10 points) 2. Demonstrated capacity for carrying out activities with HOME funds for the organization's selected CHDO role (i.e. Developer, Sponsor or Owner). (20 points) 3. Organizational Structure, including required board composition, process for selecting new board members, and formal process for low-income, program beneficiaries to advise the organization. (20 points) 4. Based on selected CHDO role, demonstrated ability to develop or manage affordable rental units or develop and sell affordable ownership units so as to insure both ongoing compliance with affordability requirements and long term financial solvency. (20 points) 5. Financial Capacity of the Organization (10 points) 6. Service Area of the Organization includes the City of Santa Ana or one of its neighborhood / communities. (20 points) The minimum evaluation score to be placed on the Approved CHDO List is 75 points out of 100 points total. Once the panel has completed its review of the submitted material, organizations that are deemed CHDOs will be certified as CHDOs with the City of Santa Ana and placed on the Approved CHDO List to be recommended for approval by City Council. XV. PUBLIC RECORDS Proposals will become public record after the Approved CHDO List is approved by City Council. Interested offerors may submit a written request, with a self-addressed stamped envelope to receive results of the evaluation. Proposer information identified as proprietary information shall be maintained confidential, to the extent allowed under the California Public Records Act. Submit your request to, City of Santa Ana Community Development Agency, Attn: Natalie Verlinich, Housing Programs Analyst, 20 Civic Center Plaza M-26, Santa Ana, CA 92701. XVI. FILING A PROTEST Proposers may file a "protest" with the City's Community Development Agency. In order for a proposer's protest to be considered valid, the protest must: 1. Be filed in writing within five (5) business days of either the RFQ posted date or before 5:00 p.m. of the 5th business day following the posting of RFC, results on the City's website; 2. Clearly identify the specific irregularity or accusation; 3. Clearly identify the specific City staff determination or recommendation being protested; 4. Specify, in detail, the grounds of the protest and the facts supporting the protest; and 5. Include all relevant, supporting documentation with the protest at time of filing. If the protest does not comply with each of these requirements, it will be rejected as invalid. If the protest is valid, the City's Housing Division Manager, or other designated City staff member, shall review the basis of the protest and all relevant information. The Housing Division Manager will provide a written decision to the protestor within fourteen (14) calendar days from receipt of protest. The decision from the Housing Division Manager, or his/her designee, is final and no further appeals will be considered. City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) 19F-11 EXHIBIT A SCOPE OF SERVICES CITY OF SANTA ANA COMMUNITY DEVELOPMENT AGENCY Request for Qualifications for Community Housing Development Organizations (CHDO) INTRODUCTION The City of Santa Ana receives HOME Investment Partnerships Program (HOME) funds from the U.S. Department of Housing and Urban Development (HUD) to assist in the production of affordable housing for low-income persons. Under the HOME Program, the City is required to set aside at least 15% of its total annual HOME allocation for housing to be developed, sponsored, or owned by Community Housing Development Organizations (CHDO for very -low and low- income households. This year, the City is conducting a Qualification Process and seeking applications from organizations that can certify as Community Housing Development Organizations (CHDOs) and have the capacity to develop affordable, single-family or multi -family housing for rental or homebuyer activities. These affordable units will target lower income households at or below 80% of the area median income (AMI) per the income requirements of the HOME regulations. Organizations which are successful in the qualification process will be placed on an Approved CHDO List, subject to City Council approval. The organizations placed on the Approved CHDO List will be able to utilize HOME CHDO funds based on the review, approval and selection of the City at its sole discretion for qualified and eligible projects. Approximately $504,550 in HOME CHDO funds is expected to be available under this Request for Qualifications over the next three-year period, subject to approval by the City Council and final funding amounts from HUD. Eligible projects will involve the acquisition/new construction or acquisition/rehabilitation/preservation of affordable single-family or multi- unit housing for homeownership or rental housing. All projects must comply with the regulations of the HOME Program Final Rule (24 CFR Part 92). The City's Approved CHDO List will be in effect for a three-year period or until the CHDO funds are fully expended, whichever comes first. II. GUIDELINES CHDO DEFINITION A CHDO is a private nonprofit, community-based organization that has staff with the capacity to develop affordable housing for the community it serves. In order to qualify for designation as a CHDO, the organization must meet the requirements pertaining to their legal status, organization structure, capacity and experience set forth in 24 CFR 92.2, and be certified by the City of Santa Ana. ELIGIBLE APPLICANTS Eligible applicants are non-profit developers and organizations who wish to become a certified CHDO and provide affordable housing in the City of Santa Ana. Interested applicants must first be qualified based on the criteria established under the HOME regulations (24 CFR Part 92) for CHDOs. The Checklist for CHDO Qualifications (CHDO Checklist) in Exhibit B provides a description and checklist of the specific criteria required to become certified as a CHDO and the documentation to be submitted. The CHDO Checklist must be completed and documentation submitted by all applicants who wish to be qualified and approved as a CHDO in the City of Santa Ana. e� City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 9 19F-12 ELIGIBLE USES OF CHDO FUNDS The 15% CHDO set-aside is eligible to be used for new construction or rehabilitation of affordable rental housing projects and affordable homeownership units. The selected and qualified CHDOS will also have a demonstrated history of working cooperatively with surrounding neighborhoods in all phases of project development. Both nonprofit developers and organizations are eligible to apply. CHDO ROLES In July 2013, the U.S. Department of Housing and Urban Development (HUD) issued a Final Rule amending the HOME Program regulations, known as the 2013 HOME Final Rule. The amended regulations have redefined the roles of CHDOs as an Owner, Sponsor or Developer. The 2013 HOME Final Rule defines the CHDO roles as the following: - Owner of Rental Housing - Developer of housing for homeownership - Sponsor of Rental Housing - Sponsor of housing for homeownership - Developer of Rental Housing CHDO CAPACITY REQUIREMENTS The 2013 HOME Final Rule emphasizes that the CHDO must have paid key staff that have housing experience appropriate to the role the CHDO undertakes. USE OF CONSULTANTS TO DEMONSTRATE DEVELOPMENT CAPACITY (New CHDOs Only) The CHDO may hire consultants for the first year to demonstrate development capacity provided that the following conditions are met: 1) The CHDO and the consultant must enter into a written agreement which specifies the tasks to be performed by the consultant; 2) The consultant must demonstrate sufficient experience to perform the assigned tasks; 3) The written agreement must include a provision that the consultant will provide training to CHDO staff; and 4) A detailed training plan must be submitted with the certification application. The plan must specifically state the scope of the training and a timeline for completion of the training. IV. HOME INVESTMENT PARTNERSHIPS PROGRAM (HOME) FUNDING The City of Santa Ana (City) has adopted a Consolidated Five -Year Plan (Plan) that governs its expenditure of formula grant funds received from the U.S. Department of Housing and Urban Development (HUD). The Plan identifies the development of affordable rental housing and homeownership as a high priority. It further stipulates that HOME Investment Partnerships Program funds (HOME) may appropriately be used to meet these goals. City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) 19ai-113 In order for HOME funds to be committed, all other financing must be place. HOME Program expenditures are limited to an amount equal to the maximum subsidy limit established by HUD for units based on bedroom size times the number of such units. The maximum subsidy limits are as follows: k of Bedrooms HOME Maximum Subsidy 0 $128,000 1 $148,000 2 $180,000 3 $235,000 4+ $255,000 Only HOME assisted units count toward the calculation of the HOME Program funds that may be invested in a project. HOME assisted units are deed restricted to rents and incomes eligible under the HOME Program. A. TERM OF AFFORDABILITY AND MAXIMUM ALLOWABLE RENTS The selected developer shall enter into a Loan Agreement with the City of Santa Ana. This Agreement and other attendant documents shall provide for repayment of the loan. They shall also impose affordability covenants of no less than fifteen (15) years for acquisition/rehabilitation projects for the HOME affordability period, no less than twenty (20 years) for new construction projects, or until the City loan is repaid whichever is longer. In addition, the City will also impose a general fifty-five (55) year affordability covenant on the project. HOME funded units must, at a minimum be affordable to very -low and low-income households. Allowable rents will be based on the HOME rents published by HUD. Allowable rents must be reduced by a utility allowance for tenant paid utilities. HUD now requires that utility allowances be calculated for each project, and recommends using the model found at the following location: http://huduser.orciloortailresourceslutilm.odel.html B. LOAN TERMS i. Rental Units City assistance will be offered in the form of a long-term loan secured by a promissory note and a deed of trust recorded against the property. If necessary, this loan may be subordinated to loans from other lenders. The loan will carry a 3 percent interest rate payable through residual receipts over a period of fifty-five (55) years. At the close of each fiscal year and as part of a required annual audit, the developer will calculate the amount of residual receipts, and make an annual payment to the City in an amount equal to 50 percent of the residual receipts. C. DISCLOSURES • HUD has recently adopted significant changes to the rules governing the HOME Program. The new rule can be accessed at: https://www. info/programs/home/home-final-rule/ All documents submitted to the City in response to the requirements of this RFQ are subject to public records requests. This includes Financial Statements and other information submitted in response to the new HUD requirement that the City review and evaluate the reasonableness of the return on the developer's investment in the project. The City cannot guarantee that these records will be kept confidential. City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 11 19F-14 • The City will require developers to enforce the federal occupancy standard of two persons per bedroom plus one. • The City utilizes rent and income tables developed by HUD, and for 30 percent of median rents, tables developed by the California Tax Credit Allocation Committee. Allowable rents and incomes may remain unchanged or may go down from one year to the next. Attainable rents may be significantly less than allowable rents. The City anticipates that HUD may release new rent and income tables for the HOME Program at some time during the next several months. Both may be lower than the current tables. • Projects with more than eleven (11) HOME Assisted units are subject to Davis -Bacon wage requirements. • HUD regulations prohibit the use of federal funds to pay relocation costs for tenants without a legal right to reside in the United States. State law requires that they be paid for those costs. Consequently the City will require that they be paid out of a nonfederal funding source. • For acquisition/rehabilitation projects the City will require that the developer hire a professional relocation firm to develop and implement a relocation plan. The selected firm must be acceptable to the City. If awarded, for all projects, either new construction or acquisition/rehabilitation, the Developer will be required to provide a Voluntary Letter in accordance with federal regulations. • Unless it will be rent and income restricted, HOME funds cannot be used to pay for the development of a resident manager's unit. • Under the newly revised HOME Program final rule, the City may not enter into a written agreement that commits HOME funds until all other required funding has been secured by means of a firm commitment, a budget and production schedule has been established, and underwriting completed. In order to facilitate this process, the City will require the selected developer to provide evidence of a firm commitment for any additional funds required by the project. If the selected developer cannot provide the financing commitments, their proposal will be denied. • Under the newly revised HOME Program final rule, nonprofits wishing to be certified as CHDOs must have paid staff whose experience qualifies them to undertake CHDO activities. To act as a "developer," a CHDO must be in sole charge of all aspects of the development process, including design, financing and construction. CHDO rental projects "developed" by a CHDO must be owned by the CHDO. Two other CHDO roles and their requirements ("owner" and "sponsor") are described in Section 92.300 of the revised rule which is available on HUD's website. Nonprofits seeking HOME funding as CHDOs must identify which of these three roles they will play, and how they meet HUD's requirements. • The newly revised HOME Program final rule includes several mandated progress -related deadlines that will be incorporated into the developer's loan agreement, and that must be incorporated into the project's proposed timeline: o Construction must be underway within a year of the commitment of HOME funds o HOME assisted rental units must be occupied by income -eligible tenants within 18 months of project completion. o HOME projects must be completed within four years of the commitment of HOME funds City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) 19age 12 5 V. DEVELOPER REQUIREMENTS AND RESPONSIBILITIES L INSURANCE Prior to undertaking performance of work under this Agreement, Developer shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: 1. Commercial General Liability Insurance. Developer 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 there from and damage to property, resulting from any act or occurrence arising out of Developer'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 there from, and property damage, in the total amount of $2,000,000 per occurrence, $2,000,000 in the aggregate. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $2,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Developer 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, Developer agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. 4. The following requirements apply to the insurance to be provided by Developer pursuant to this section: Commercial general liability and business automobile insurance policies shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insured's provisions. A sample additional insured endorsement is attached hereto as Exhibit B. Developer shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. b. Certificates of insurance shall be furnished to the City upon execution of this Contract and shall be approved in form by the City Attorney. c. 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. 5. If Developer 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 Contract. Such termination shall not affect Developer's right to be paid for its time and materials expended prior to notification of termination. Developer waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 13 19F-16 ii. HOLD HARMLESS/ INDEMNIFICATION To the fullest extent permitted by law, Developer shall indemnify, defend and hold harmless City, its officers, agents and employees (collectively, the "Indemnified Parties") from and against any and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, attorney's fees, disbursements and court costs) of every kind and nature whatsoever (individually, a Claim; collectively, "Claims"), which may arise from or in any manner relate (directly or indirectly) to any work performed or services provided under this Contract (including, without limitation, defects in workmanship and/or materials) or Developer's presence or activities conducted performing the work (including the negligent and/or willful acts, errors and/or omissions of Developer, its principals, officers, agents, employees, vendors, suppliers, contractors, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable for any or all of them). Notwithstanding the foregoing, nothing herein shall be construed to require Developer to indemnify the Indemnified Parties from any Claim arising from the sole negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorney's fees in any action on or to enforce the terms of the Agreement. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by the Developer. iii. NOTICE Any notice, tender, demand, delivery or other communication pursuant to this Contract 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 to the following persons: To City: Clerk of the Council City of Santa Ana 20 Civic Center Plaza (M30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax 714-647-6956 With courtesy copy to: Housing Division Manager City of Santa Ana Community Development Agency 20 Civic Center Plaza (M-26) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax 714-667-2225 iv. TERMINATION The City reserves the right to terminate the contract, without penalty, for cause immediately or without cause. 1. In the event Developer fails or refuses to timely perform any of the provisions of this Agreement in the manner required, or if Developer violates any provision of this Agreement, Developer shall be deemed in City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Pae 14 19P-17 default. City shall provide written notice of such default to Developer's Project Manager. Developer shall cure said default within a period of two (2) working days. If such cure is not completed in a timely manner, City may assess liquidated damages or terminate the Agreement forthwith by giving written notice to Developer's Project Manager. City may, in addition to the other remedies provided in this Agreement or authorized by law, terminate this Agreement by giving written notice of termination. Developer shall be responsible for all costs incurred by City, including replacement costs of equipment and labor required to provide service during Developer's default. 2. This agreement may be terminated without cause by City upon thirty (30) days written notice delivered to the Developer either personally or by mail. Upon termination, City shall pay to Developer that portion of compensation specified in the Agreement that is earned and unpaid prior to the effective date of termination. V. DEVELOPER OPTION FOR TERMINATION The Developer may request termination of the contract when conditions during the contract make it impossible to perform or when prevented from proceeding with the contract by act of God, by law or official action of a public authority or in the event on nonpayment by the City. Such request will require one -hundred and eighty (180) days written notice prior to contract termination date requested. In the event of nonpayment of undisputed sums by the City, Developer shall give the City thirty (30) working days to cure the alleged breach. VI. EMPLOYMENT OPPORTUNITIES FOR SANTA ANA RESIDENTS Developer shall solicit and advertise employment opportunities to Santa Ana residents. The City shall inform the Developer of areas to publicize recruitment opportunities, such as work centers and community centers. Such effort and procedure will be provided to the City for review. vii. COMPLIANCE WITH APPLICABLE LAWS AND REGULATIONS 1. Developer shall perform all requirements under this contract in strict observance of and in compliance with all applicable environmental, traffic, safety and any other laws, regulations, ordinances, codes and any other legislative or statutory requirements. 2. Developer warrants that the performance of services under this contract shall be compliant with the current requirements of the Occupational Safety and Health Act (OSHA) and as it may be amended or updated throughout the term of this contract. viii. ASSIGNMENT Inasmuch as the Agreement is intended to secure the specialized services of Developer, Developer may not assign, transfer, delegate or subcontract any interest herein without the prior written consent of City and any such assignment, transfer; delegation or subcontract without the City's prior written consent shall be considered null and void. ix. JURISDICTION—VENUE This Contract has been executed and delivered in the State of California and the validity, interpretation, performance and enforcement of any of the clauses of this Contract shall be determined and governed by the City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 15 19F-18 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 Contract. x. FINES The Developer shall be liable for all violation fines levied against the City by State or Federal Agencies and the Courts such as, but not limited to, oil or fluid leaks. City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) 9 11 1 9 EXHIBIT B CITY OF SANTA ANA CHDO CHECKLIST TO BE INCLUDED IN PROPOSAL CITY OF SANTA ANA COMMUNITY DEVELOPMENT AGENCY Request for Qualifications for Community Housing Development Organizations (CHDO) 2016 CHDO CERTIFICATION CHECKLIST City of Santa Ana HOME Investment Partnerships Program Please complete this form and provide all required attachments in order for your organization to be considered as a Community Housing Development Organization (CHDO) for the City of Santa Ana (City) and placed on the Approved CHDO List. The information contained in this checklist refers to the definition of a CHDO in Subpart A, Section 92.2 of the HOME Program regulations. The checklist is a tool for the City to assist in the collection of the documentation that must be received from the nonprofit and reviewed to determine if it may be certified as a CHDO. Please attach all necessary documentation to support your answers. Organization Legal Name: Federal Tax ID # DUNS Number Chief Executive Officer: Title: CHDO Contact Person: Title: Address: City: State: Zip: Email: Phone: Fax: 1. LEGAL STATUS A. The nonprofit organization is organized under state or local laws, as evidenced by: ❑ A Charter, Page OR ❑ Articles of Incorporation, Page B. No part of its net earnings inure to the benefit of any member, founder, contributor, or individual, as evidenced by: City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 17 19F-20 A Charter, Page OR Articles of Incorporation, C. Hasa tax exemption ruling from the IRS under Section 501(c)(3) or (4) of the Internal Revenue Code of 1986, as evidenced by: ❑ A 501(c)(3) or (4) Certificate from the IRS. D. Has, among its purposes, the provision of decent housing that is affordable to very -low and low-income people, as evidenced by a statement in the organization's: ❑ Charter, Page ❑ Articles of Incorporation, Page ❑ By-laws, Page OR ❑ Resolutions 2. SERVICE AREA What are the boundaries of the organization's community service area? ❑ Attach a map or detailed written description of the service area boundaries. Under the HOME Program, for urban areas, the term "community' is defined as one or several neighborhoods, a city, county or metropolitan area. For rural areas, "community" is defined as one or several neighborhoods, a town, village, county or multi -county area. Community cannot be defined as the whole state. 3. CAPACITY A. Conforms to the financial accountability standards of 2 CFR 200.300-309 / Standards of Financial and Program Management (Formerly 24 CFR 84.21/ OMB A-110, "Standards for Financial Management Systems"), as evidenced by: ❑ A notarized statement by the president or chief financial officer of the organization; ❑ A Certification from a Certified Public Account; OR ❑ A HUD approved audit summary. B. Has a demonstrated capacity for carrying out activities assisted with HOME funds, as evidenced by: ❑ Resumes and/or statements that describe the experience of key staff members, with housing experience appropriate to the role the nonprofit expects to play in project (i.e. developer, sponsor or owner) and who have successfully completed projects similar to those to be assisted with HOME funds, OR ❑ (Only in the first year of existence) Contract(s) with an included Training Plan component with consultant firms or individuals, who have housing experience similar to projects to be assisted with HOME funds, to train appropriate key staff of the organization. City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) 19 1 1 C. Hasa history of serving the community, within which housing to be ass with home funds is to be located, as evidenced by: ❑ a statement that documents at least one year of experience in serving the community, OR ❑ For newly created organizations formed by local churches, service or community organizations, a statement that documents that its parent organization has at least one year of experience in serving the community. NOTE: The CHDO, or its' parent organization, must be able to show one year of serving the community prior to the date the participating jurisdiction provides HOME funds to the organization. In the statement, the organization must describe its' history (or its' parent organization's history) of serving the community by describing activities which it provided (or its' parent organization provided), such as developing new housing, rehabilitating existing stock and managing housing stock, or delivering non- housing services that have had lasting benefits for the community, such as counseling, food relief or child care facilities. The statement must be signed by the president of the organization or other official of the organization. 4. ORGANIZATIONAL STRUCTURE A. Maintains at least one-third of its governing board's membership for residents of low-income neighborhoods, other low-income community residents, or elected representatives of low- income neighborhood organizations, as evidenced by the organization's: ❑ By -Laws, ❑ Charter, OR ❑ Articles of Incorporation. NOTE: Under the HOME Program, for urban areas, the term "community" is defined as one or several neighborhoods, a city, county, or metropolitan area. B. Please complete the chart below with your organization's board members: Public Low -Income Elected Rep. Resident of the of Low -Income Other Board Member Name Sector Community or Neighborhood (check Address, City, State, Zip (check Neighborhood Organization box) box) (check box) (check box) 1. ❑ ❑ ❑ ❑ 2. ❑ ❑ ❑ ❑ 3. ❑ ❑ ❑ ❑ City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 19 19F-22 4. ❑ ❑ ❑ ❑ 5 ❑ ❑ ❑ ❑ 6. ❑ ❑ ❑ ❑ 7. ❑ ❑ ❑ ❑ 8. ❑ ❑ ❑ ❑ 9. ❑ ❑ ❑ ❑ 10. ❑ ❑ ❑ ❑ 11. ❑ ❑ ❑ ❑ 12. ❑ ❑ ❑ ❑ 13. ❑ ❑ ❑ ❑ 14. ❑ ❑ ❑ ❑ 15. ❑ ❑ ❑ ❑ City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) 161F -h ❑ submit documentation of the home address of each board member and which of the three types of low / moderate criteria they meet (low-income, public sector, other) for review by staff. Documentation must be collected at least annually and maintained on file in your office. C. Provides a formal process (this is in addition to the board representation requirement) for low-income, program beneficiaries to advise the organization in all of its decisions regarding the design, siting, development, and management of all affordable housing projects, as evidenced by: ❑ The Organization's By-laws, Page ❑ Resolutions, Page, OR ❑ Written plan/statement of operating procedures approved by the governing body. Attach the plan/statement with the board resolution. ❑ Submit documentation of how the formal process was followed during the last year, the input received and how the organization used this input to make decisions. Documentation must be collected at least annually and maintained on file in your office. D. A CHDO may be chartered by the state or local government, but the following restrictions apply: (1) the state or local government may not appoint more than one-third of the membership of the organization's governing body; (2) the board members appointed by the state or local government may not, in turn, appoint the remaining two-thirds of the board members; and (3) no more than one-third of the governing board members are public officials (including any employees of the participating jurisdiction), as evidenced by the organization's: ❑ By-laws, Page ❑ Charter, Page OR ❑ Articles of Incorporation, Page E. If the CHDO is sponsored or created by a for-profit entity, the for-profit entity may not appoint more than one-third of the membership of the CHDOs governing body, and the board members appointed by the for-profit entity may not, in turn, appoint the remaining two-thirds of the board members, as evidenced by the CHDOs: ❑ By-laws, Page ❑ Charter, Page OR ❑ Articles of Incorporation, Page 5. RELATIONSHIP WITH FOR-PROFIT ENTITIES A. The CHDO is not controlled, nor receives directions from individuals, or entities seeking profit from the organization, as evidenced by: The Organization's By-laws, Page OR A Memorandum of Understanding (MOU). City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 21 19F-24 B. A CHDO may be sponsored or created by a for-profit entity, however: 1) The for-profit entity's primary purpose does not include the development or management of housing, as evidenced by: ❑ The for-profit organization's By -Laws, Page AND; 2) The CHDO is free to contract for goods and services from vendor(s) on its own choosing, as evidenced by the CHDO's: ❑ By-laws, Page ❑ Charter, Page ❑ Articles of Incorporation OR ❑ In the for-profit organization's By-laws, Page IN ADDITION TO THE DOCUMENTS ABOVE, PLEASE SUBMIT THE FOLLOWING: ❑ List of Board members, affiliations and place of employment; ❑ A description of the manner in which Board members are selected; ❑ Staffing Plan or list of staff members of the organization and their positions; ❑ Board of Directors meeting schedule for the next six months, including time and location; ❑ Copies of minutes of last two Board meetings ❑ Signed certification for each Board member that is fulfilling the low-income representation requirement. (See Attachment A) Certifications must state in which of the following ways the Board member meets the low-income requirement: (a) Has annual gross income less than 80% of the Area Median Income; or (b) Is a resident of a low-income neighborhood (at least 51% of the residents have an annual gross income less than 80% of the current Area Median Income); or (c) Is an elected representative of an organization composed primarily of residents of a low-income neighborhood (at least 51% of the residents have an annual gross income less than 80% of the current Area Median Income). REQUIRED CORE HOUSING DEVELOPMENT COMPETENCIES: Developer applicants must have paid staff that possess the core competencies listed herein (depending on the project and whether the applicant will be an Owner, Developer or Sponsor), and must have a staffing plan specifying the number of full-time staff persons and percentages of these persons' working hours which are allotted to housing projects. The required core housing development competencies are the knowledge, skills and abilities to: A) Conduct market/needs analyses and conceptual project design; B) Choose and negotiate purchase of a suitable site; C) Select and work with architects and other consultants; D) Understand and comply with local planning, zoning and building requirements; E) Create a development pro forma and operating budget; F) Set rents or sales prices; G) Identify financing sources and apply for funding; H) Comply with other lender requirements; 1) Deal with community concerns; J) Comply with CEQA and NEPA requirements; K) Choose and work with construction contractors; City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) P e 22 19r-25 L) Manage the construction process; M) Choose and work with a management agent; N) Successfully market a project; 0) Comply with HOME program requirements, construction close-out and long-term obligations. The City reserves the right to request additional information from applicants in order to verify documentation submitted. It is applicant's responsibility to provide adequate documentation and evidence to demonstrate it meets the requirements for CHDO Certification. Please attach the following information to this application: A. Completed Checklist for CHDO Qualifications B. Mission of Agency/Organization C. Current Agency Budget D. Any other supporting information as necessary City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 23 19F-26 Applicant Affidavit, Release and Certification Form I/We certify that this application is presented in good faith and that the information is true, accurate and completed to the best of my/our knowledge, and should the application be approved, I/We am/are prepared to enter into any agreement/s necessary to initiate the implementation of the proposed activity and assure compliance with all requirements related thereto. Printed Name: Signature: Title: Date: Printed Name: Signature: Title: Date: City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Pa e 24 19F-27 ATTACHMENT A BOARD MEMBER INFORMATION As a board member of a designated Community Housing Development Organization (CHDO), please provide the following information. BOARD MEMBER NAME: ADDRESS: PHONE #: OCCUPATION: PLEASE CHECK ALL OF THE FOLLOWING THAT APPLY TO YOU: O I am a resident of a low-income neighborhood. (This does not mean that you must qualify for low-income status, only that your residence is located in a low-income neighborhood where at least 51% of the residents have an annual gross income less than 80% of the current Area Median Income.) () I am a low-income resident of the community. (Low-income is defined as less than 80% of the Area Median Income. Community is defined as: neighborhood, city, county, or metropolitan area.) () I am an elected representative of a low-income neighborhood organization. (Low-income organizations are composed primarily of residents of a low-income neighborhood. Examples of such organizations are: block groups, neighborhood watch organizations, civic associations, neighborhood church groups, etc. The group must be a neighborhood organization and may not be the CHDO itself.) () I am a representative of the public sector, (A public sector representative is any elected public official, any appointed public official, any public/government employee of a public agency or department, or any individual who is appointed by a public official to serve on a CHDO board.) ( ) None of the statements above apply. I certify that the information is true and correct. Board Member Signature Member Printed Name Title Date ss e City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 25 19F-28 ATTACHMENT B CHDO BOARD COMPLIANCE CERTIFICATION I, _ , (Chairperson of the Board) certify that (the CHDO) will at all times maintain at least one-third of the membership of the Board of Directors for: 1) residents of the CHDO's geographic service area who are low-income; 2) residents of the CHDO's geographic service area who live in a low-income neighborhood; or 3) representatives elected by a low-income neighborhood organization as evidenced by some action by the low-income neighborhood organization's governing body. I further certify that the Board of Directors regarding the investment of HOME funds shall take no action without one- third low-income representation on the Board. I further certify that no more than one-third of the Board membership shall be public officials, including elected officials, appointed public officials, public employees, and board members appointed by a public official. I further certify that a State or local government has not appointed more than one-third of the Board membership and that Board members appointed by a State or local government have not appointed the remaining two-thirds of the Board members. I further certify that, if my organization is sponsored or created by a for-profit entity, (a) the for-profit entity has not appointed more than one-third of the membership of the Board membership and that Board members appointed by a for-profit entity have not appointed the remaining two-thirds of the Board members and (b) the for-profit entity is not an entity whose primary purpose is the development or management of housing, such as a builder, developer, or real estate management firm. I further certify that the CHDO is free to contract for goods and services from vendors of its own choosing. Board Chairperson Signature Title Board Chairperson Printed Name Date City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Pa e 26 19P'-29 EXHIBIT C CITY OF SANTA ANA PROPERTY STANDARDS CITY OF SANTA ANA COMMUNITY DEVELOPMENT AGENCY Request for Qualifications for Community Housing Development Organizations (CHDO) PREFACE/INTRODUCTION This document provides property standards for the various housing activities that receive HOME assistance. Its purpose is to address the federal requirements that apply and to further define the applicability of state and local codes adopted by the City of Santa Ana. This is not a stand-alone document. Contractors and developers are advised to visit the California Building Standards Commission web page at www.bsc.ca.gov/Home`asx and the Santa Ana Municipal Code at https://Iibrary.municode.com/index,asr)x?clientld=144-r-). STATE AND LOCAL CODES California Code of Regulations • Title 24 o California Building Standards Administrative Code o California Building Code o California Residential Building Code o California Electric Code o California Mechanical Code o California Plumbing Code o California Energy Code o California Historical Building Code o California Fire Code o California Existing Building Code o California Green Building Standards Code o California Reference Standards Code. • Title 8, Division 1, Chapter 4, Subchapter 6 (Elevator Construction Requirements) • Title 19 (Adoptions by the Office of the State Marshal) • Title 21 (Adoptions by the Division of State Architect) • Title 25 (Adoptions by the Department of Community Development for Mobile Home and Special Occupancy Parks) Santa Ana Municipal Code https://library.municode.com/index.aspx?clientld=14452 Manufactured homes, mobile homes and mobile home parks are regulated by the California Department of Housing and Community Development. Applicable codes and standards can be found at http://www.hcd.cagov/codes/, NEW CONSTRUCTION PROJECTS SECTION 504 City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 27 19F-30 Multi -family projects with five or more dwelling units shall be designed and constructed to be readily accessible to and usable by persons with disabilities. This requirement applies to both the individual units and the common area. A minimum of 5 percent of the dwelling units in the project (but not less than one unit) shall be accessible to individuals with mobility impairments. An additional 2 percent of the dwelling units (but not less than one unit) shall be accessible to individuals with hearing or vision impairments. Dwelling units designed and constructed in accordance with the Uniform Federal Accessibility Standards (UFAS) are deemed to comply with the Section 504 regulation. Accessible units must be (to the maximum extent feasible) distributed throughout the projects and sites, and must be available in a sufficient range of sizes and amenities so as not to limit choice. VISIT -ABILITY Multi -family projects with four or less dwelling units and single family dwelling units shall be designed and constructed in a manner that individuals with mobility limitations can reasonably sustain occupancy. GREEN BUILDING Multi -family projects with four or less dwelling units and single-family dwelling units shall be designed and constructed to meet or exceed the California Energy Code and the California Green Building Standards Code. Multi -family projects with five or more dwelling units shall be designed and constructed to achieve a minimum LEED certification of Silver. DISASTER MITIGATION STANDARDS Disaster mitigation standards are included in the state and local codes adopted by the City of Santa Ana. QUALITY / DURABILITY The quality and durability of all new construction housing projects shall exceed the minimum standards established by the construction industry and various trades. MATERIALS & EQUIPMENT All materials and equipment shall comply with all applicable state and local codes adopted by the City of Santa Ana and all applicable standards described herein. All materials and equipment shall be new, in excellent condition, and delivered to the project in the manufacturer's original packaging. REHABILITATION Upon completion, all rehabilitation projects shall meet all applicable state and local codes adopted by the City of Santa Ana and all applicable standards described herein. LEAD BASED PAINT All housing built before 1978 must comply with 24 CFR Part 35 Subpart J and HUD's Lead Safe Housing Rule regarding the evaluation and control of lead-based paint hazards. HUD's guidelines are available at http://www.hud.gov/offices/"lead/"lbp/­­hudguidelines/index.cfm ACCESSIBILITY & USABILITY To the extent possible and practical, multi -family rehabilitation projects shall incorporate measures to improve the accessibility and usability of the property by persons with disabilities. The rehabilitation of a single-family dwelling unit occupied by a person or persons with GREEN BUILDING Standard measures related to energy conservation, energy efficiency, water conservation and the use of recycled materials have been incorporated herein. City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Pa e 28 19�-31 DURABILITY Standard measures related to the durability of all major systems have been incorporated herein. MATERIALS & EQUIPMENT All materials and equipment shall comply with all applicable state and local codes adopted by the City of Santa Ana and all applicable standards described herein. All materials and equipment shall be new, in excellent condition, and delivered to the project in the manufacturer's original packaging. DISASTER MITIGATION STANDARDS Disaster mitigation standards are included in the state and local codes adopted by the City of Santa Ana. ACQUISITION (RENTAL HOUSING) Prior to acquisition, rental housing shall comply with all applicable state and local codes adopted by the City of Santa Ana and all applicable standards described herein. LEAD BASED PAINT All housing built before 1978 must comply with 24 CFR Part 35 Subpart J and HUD's Lead Safe Housing Rule regarding the evaluation and control of lead-based paint hazards. HUD's guidelines are available at bitp_l/www.hud.gov/offices/­"lead/­lbp/hudguidelinesLindex.cfm /www.hud.gov/offices/lead/Ibp/hudguidelines/index.cfm DURABILITY Standard measures related to the durability of all major systems have been incorporated herein. DISASTER MITIGATION STANDARDS Disaster mitigation standards are incorporated in the state and local codes adopted by the City of Santa Ana. ONGOING COMPLIANCE Compliance with the codes and standards referenced above is required throughout the affordability period. ACQUISITION (HOMEOWNERSHIP) Prior to acquisition, homeownership housing shall comply with all applicable state and local codes adopted by the City of Santa Ana and the property standards described herein. LEAD BASED PAINT All housing built before 1978 must comply with 24 CFR Part 35 Subpart 1 and HUD's Lead Safe Housing Rule regarding the evaluation and control of lead-based paint hazards. HUD's guidelines are available at http://www hud.gov/offices/lead/Ibp/hudguidelineLndex.cfm. ONGOING COMPLIANCE Rental housing that received HOME assistance shall comply with all applicable state and local codes adopted by the City of Santa Ana and all applicable standards described herein. The property must be maintained in a decent, safe and sanitary condition throughout the affordability period. SITE GRADING / DRAINAGE City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 29 19F-32 NEW CONSTRUCTION PROJECTS • Compliance with all current codes, standards and ordinances is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes (federal, state, and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • The grading and drainage of a site shall be free of any adverse conditions determined to be a health and safety risk. • The ground shall slope away from buildings, structures and adjacent properties. • Water from downspouts, surface gutters and shall be directed away from building foundations. • Drains and piping shall be clear of leaves, earth and debris. • The site shall be free of excessive ponding and stagnant water. ON-GOING COMPLIANCE • Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. SITE PAVING \tip%1�:Qit/e\'b�Z7►�L�ti1/_\'bY1�17b\INIY�[I NEW CONSTRUCTION PROJECTS • Compliance with all current codes, standards and ordinances is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes (federal, state, and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • All paving shall be relatively safe and sound and free of any significant defects, damage or deterioration. • Paved areas shall be free of trip hazards. • Paved areas immediately adjacent to buildings shall slope away from walls. Estimated Remaining Useful Life (ERUL) • Paving shall have an ERUL of at least five years. • Housing projects consisting of 26 or more units are required to provide a capital needs assessment to ensure that the paving will be maintained during the period of affordability. ON-GOING COMPLIANCE • Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. SITE RETAINING WALLS City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) 1 MY -.33 NEW CONSTRUCTION PROJECTS • Compliance with all current codes, standards and ordinances is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes (federal, state, and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • All retaining walls shall be safe, sound and free of significant defects, damage or deterioration. • Retaining walls shall be free of vertical and horizontal bulging and cracks. • Retaining walls shall be free of settling and heaving. Estimated Remaining Useful Life (ERUL) • Retaining walls shall have an ERUL of at least five years. • Housing projects consisting of 26 or more units are required to provide a capital needs assessment to ensure that retaining walls will be maintained during the period of affordability. ON-GOING COMPLIANCE • Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. SITE FENCING AND GATES NEW CONSTRUCTION PROJECTS • Compliance with all current codes, standards and ordinances is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes (federal, state, and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • All walls, fencing and gates shall be safe, sound and free of significant defects, damage or deterioration. • Wood fencing shall be relatively plumb and free of damage or deterioration including but not limited to rot or insect infestation. • Metal fencing shall be free of damage or deterioration including but not limited to rust or peeling paint. Walls shall be free of vertical and horizontal bulging, settling and heaving. Gates and all associated hardware shall be functioning properly. Damaged or deteriorated paint shall be evaluated for the presence of lead and the control of lead-based hazards in housing built before 1978. Estimated Remaining Useful Life (ERUL) • Walls, fencing and gates shall have an ERUL of at least five years. • Housing projects consisting of 26 or more units are required to provide a capital needs assessment to ensure that walls, fencing and gates will be maintained during the period of affordability. City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 31 19F-34 ON-GOING COMPLIANCE • Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. SITE LANDSCAPING AND IRRIGATION I NEW CONSTRUCTION PROJECTS • Compliance with all current codes, standards and ordinances is required. • The use of drought and disease resistant vegetation, water efficient sprinklers, and EPA Water -Sense labeled irrigation controllers is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes (federal, state, and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. • The use of drought and disease resistant vegetation, water efficient sprinklers, and EPA Water -Sense labeled irrigation controllers is required for substantial rehab projects. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • All landscaping and irrigation shall be reasonably maintained and free of any adverse conditions determined to be a health and safety hazard. • Landscaping shall be relatively healthy and free of disease or infestation. • Landscaping that is damaging or threatening to damage a building shall be trimmed or removed. • Overgrown landscaping that obstructs access to or egress from a property shall be trimmed or removed. • Irrigation systems shall be functioning properly. ON-GOING COMPLIANCE • Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. SITE SITE LIGHTING NEW CONSTRUCTION PROJECTS • Compliance with all current codes, standards and ordinances is required. • The use of appropriate timers and Energy Star labeled fixtures is required. REHAB/ ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes (federal, state, and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. • The use of appropriate timers and Energy Star labeled fixtures is required for substantial rehab projects. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • The site lighting shall be safe, functioning properly, and free of any adverse conditions determined to be a health and safety hazard. City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) 1glr3i5 • All electrical fixtures shall be approved for exterior locations. • Exposed wiring shall be installed in rigid EMT pipe with compression fittings. ON-GOING COMPLIANCE • Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. EXTERIOR STAIRS, RAILINGS AND LANDINGS NEW CONSTRUCTION PROJECTS • Compliance with all current codes, standards and ordinances is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes (federal, state, and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • Exterior stairs and railing shall be safe, sound and free of significant defects, damage or deterioration. • Wood stairs and railing shall be free of rot, infestation and deteriorated paint. • Iron stairs and railing shall be free of damage or deterioration including but not limited to rust or peeling paint. • Stair riser heights and tread depths shall be relatively uniform. • Stair treads shall be sound and as level as possible. Damaged or deteriorated paint shall be evaluated for the presence of lead and the control of lead-based hazards in housing built before 1978. ON-GOING COMPLIANCE Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. GARAGES, CARPORTS AND OUTBUILDINGS NEW CONSTRUCTION PROJECTS • Compliance with all current codes, standards and ordinances is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes (federal, state, and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • Garages, carports and outbuildings shall be safe, sound and free of significant defects, damage or deterioration. • Garages, carports and outbuildings that have been illegally converted into living space shall be returned to their original use. • Doors providing direct access from an attached garage to a bedroom are not permitted. City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 33 19F-36 Damaged or deteriorated paint shall be evaluated for the presence of lead and the control of lead-based hazards in housing built before 1978. ON-GOING COMPLIANCE • Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. ME POOLS AND SPAS NEW CONSTRUCTION PROJECTS • Compliance with all current codes, standards and ordinances is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes (federal, state, and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • Pools and spas shall be well maintained and free of any adverse conditions determined to be a health and safety hazard. • Abandoned pools and spas shall be filled solid with granular material to prevent flotation and capped with soil. The pool and spa walls shall be perforated with sufficient openings to permit in -filtration and ex - filtration of groundwater. All connections to water supply shall be capped in accordance with applicable codes. All electrical connections are to be terminated or disconnected in accordance with the electrical code. • Fencing shall comply with all applicable state and local codes adopted by the City of Santa Ana. ON-GOING COMPLIANCE • Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. BUILDING EXTERIOR FOUNDATIONS NEW CONSTRUCTION PROJECTS • Compliance with all current codes, standards and ordinances is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes (federal, state, and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • All foundations shall be safe and sound and free of significant defects, damage or deterioration, and any other adverse conditions determined to be health and safety hazard. • Floorjoists, girders, and posts shall be free of rot, water damage and insect infestation. City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) 19I -37 • Slabs shall be free of significant cracks, settling and heaving. • Raised foundations shall be properly ventilated and free of excessive moisture. Estimated Remaining Useful Life (ERUL) • Foundations shall have an ERUL of at least fifteen years. • Housing projects consisting of 26 or more units are required to provide a capital needs assessment to ensure that foundations will be maintained during the period of affordability. ON-GOING COMPLIANCE • Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. BUILDING EXTERIOR PORCHES AND BALCONIES NEW CONSTRUCTION PROJECTS • Compliance with all current codes, standards and ordinances is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes (federal, state, and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • All decks, porches and balconies shall be safe, sound and free of significant defects, damage or deterioration. • All wood components shall be free of rot, water damage, termite damage and deteriorated paint. • All iron or metal shall be free of damage, rust and deteriorated paint. Damaged or deteriorated paint shall be evaluated for the presence of lead and the control of lead-based hazards in housing built before 1978. Estimated Remaining Useful Life (ERUL) • Structurally, all decks, porches and railing shall have an ERUL of at least fifteen years. • Finishes shall have an ERUL of at least five years. • Housing projects consisting of 26 or more units are required to provide a capital needs assessment to ensure that decks, porches and balconies will be maintained during the period of affordability. ON-GOING COMPLIANCE • Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. BUILDING EXTERIOR CHIMNEYS City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 35 19F-38 NEW CONSTRUCTION PROJECTS • Compliance with all current codes, standards and ordinances is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes (federal, state, and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • All chimneys shall be safe, sound and free of significant defects, damage or deterioration. • Chimneys shall be relatively plumb and free of loose or deteriorated mortar. • Chimneys shall be free of significant settling or heaving. • Chimneys attached to any appliance or fireplace that burns solid fuel shall be equipped with an approved spark arrestor. Damaged or deteriorated paint shall be evaluated for the presence of lead and the control of lead-based hazards in housing built before 1978. When applicable, damaged or deteriorated materials shall be evaluated for the presence of asbestos and the control of asbestos hazards. Estimated Remaining Useful Life (ERUL) • Chimneys shall have an ERUL of at least five years. • Housing projects consisting of 26 or more units are required to provide a capital needs assessment to ensure that chimneys will be maintained during the period of affordability. ON-GOING COMPLIANCE • Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. BUILDING EXTERIOR EXTERIOR WALLS NEW CONSTRUCTION PROJECTS • Compliance with all current codes, standards and ordinances is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes (federal, state, and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. • Gut Rehab —All exterior walls shall be insulated regardless of pre-existing, non -conforming conditions. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • All exterior walls shall be safe, sound and free of significant defects, damage or deterioration. • Exterior walls shall be weather -tight. • Stucco, siding, veneer and trim shall be intact. • Painted surfaces shall be free of damage or deterioration. Damaged or deteriorated paint shall be evaluated for the presence of lead and the control of lead-based hazards in housing built before 1978. When applicable, damaged or deteriorated materials shall be evaluated for the City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) 161r iq presence of asbestos and the control of asbestos Estimated Remaining Useful Life (ERUL) • Structurally, all exterior walls shall have an ERUL of at least fifteen years. • Finishes shall have an ERUL of at least five years. • Housing projects consisting of 26 or more units are required to provide a capital needs assessment to ensure that walls will be maintained during the period of affordability. ON-GOING COMPLIANCE • Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. BUILDING EXTERIOR ROOFS NEW CONSTRUCTION PROJECTS • Compliance with all current codes, standards and ordinances is required. • To the extent possible, new construction projects shall use roofing that is light in color to prevent heat gain. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes (federal, state, and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • All roofs shall be safe, sound, weather -tight and free of significant defects, damage or deterioration. • Wood components shall be free of dry rot, water damage and termite damage. • Metal flashing shall be intact and painted. • Gutters and downspouts (if present) shall be maintained and functioning properly. Damaged or deteriorated paint shall be evaluated for the presence of lead and the control of lead-based hazards in housing built before 1978. When applicable, damaged or deteriorated materials shall be evaluated for the presence of asbestos and the control of asbestos hazards. Estimated Remaining Useful Life (ERUL) • Structurally, roofs shall have an ERUL of at least fifteen years. Roof coverings shall have an ERUL of at least five years. • Housing projects consisting of 26 or more units are required to provide a capital needs assessment to ensure that roofs will be maintained during the period of affordability. ON-GOING COMPLIANCE • Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. BUILDING EXTERIORS EXTERIOR DOORS City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 37 19F-40 NEW CONSTRUCTION PROJECTS • Compliance with all current codes, standards and ordinances is required. • The use of Energy Star labeled doors is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes (federal, state, and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. • The use of Energy Star labeled doors is required for doors that are being replaced. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • All exterior doors shall be safe, sound, weather -tight and free of significant defects, damage or deterioration. • Door jams shall be free of significant damage including dry rot, water damage and termite damage. • All hardware shall be functioning properly. • Sliding glass doors shall be equipped with tempered glass. • Illegal or inoperative security bars shall be removed. • Wood surfaces shall be free of damaged or deteriorated paint. Damaged or deteriorated paint shall be evaluated for the presence of lead and the control of lead-based hazards in housing built before 1978. Estimated Remaining Useful Life (ERUL) Exterior doors shall have an estimated remaining useful life of at least five years. Housing projects consisting of 26 or more units are required to provide a capital needs assessment to ensure that the doors will be maintained during the period of affordability. ON-GOING COMPLIANCE • Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. BUILDING EXTERIOR WINDOWS NEW CONSTRUCTION PROJECTS • Compliance with all current codes, standards and ordinances is required. • The use of Energy Star labeled windows is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes (federal, state, and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. • The use of Energy Star labeled doors is required for windows that are being replaced. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • All windows shall be safe, sound, weather -tight and free of significant defects, damage or deterioration. • Windows shall be free of cracked or broken glass, missing screen and inoperative hardware. • Metal surfaces shall be free of rust and peeling paint. City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Pa e 38 19�-41 • Wood windows shall be free of significant dry rot, water damage and termite damage. • Wood surfaces shall be free of damaged or deteriorated paint. • Illegal or inoperative window bars shall be removed. Damaged or deteriorated paint shall be evaluated far the presence of lead and the control of lead-based hazards in housing built before 1978. Estimated Remaining Useful Life (ERUL) • Windows shall have an estimated remaining useful life of at least five years. • Housing projects consisting of 26 or more units are required to provide a capital needs assessment to ensure that windows will be maintained during the period of affordability. ON-GOING COMPLIANCE • Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. BUILDING INTERIOR FLOORS NEW CONSTRUCTION PROJECTS • Compliance with all current codes, standards and ordinances is required. • The use of green and sustainable materials is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes (federal, state, and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. • The use of green and sustainable materials is required when flooring is being replaced. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • All floors shall be safe, sound and free of significant defects, damage, or deterioration. • Floors shall be free of significant dry rot, water and termite damage. • Carpeting shall be properly tacked and free of buckling. • Floor coverings shall be properly secured and free of trip hazards. Estimated Remaining Useful Life (ERUL) • Structurally, floors shall have an ERUL of at least 15 years. Finishes shall have an ERUL of at least five years. • Housing projects consisting of 26 or more units are required to provide a capital needs assessment to ensure that the floors will be maintained during the period of affordability. ON-GOING COMPLIANCE Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. BUILDING INTERIOR WALLS AND CEILINGS City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 39 19F-42 NEW CONSTRUCTION PROJECTS • Compliance with all current codes, standards and ordinances is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes (federal, state, and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they comply with the minimum standards below. NEW CONSTRUCTION PROJECTS • Compliance with all current and applicable codes and standards (federal, state and local) is mandatory. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes and standards (federal, state and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • All walls and ceilings shall be safe, sound and free of significant defects, damage and deterioration. • Walls and ceilings shall be free of dry rot, water damage and termite damage. • Surfaces shall be sanitary and free of mold and mildew. • All trim and paneling (if present) shall be intact and free of significant damage or deterioration. • Acoustic materials and paint shall be free of significant damage or deterioration. Damaged or deteriorated paint shall be evaluated for the presence of lead and the control of lead-based hazards in housing built before 1978. When applicable, damaged or deteriorated materials shall be evaluated for the presence of asbestos and the control of asbestos hazards. Estimated Remaining Useful Life (ERUL) • Structurally, walls and ceilings shall have an ERUL of at least fifteen years. Finishes shall have an ERUL of at least five years. • Housing projects consisting of 26 or more units are required to provide a capital needs assessment to ensure that the walls and ceilings will be maintained during the period of affordability. ON-GOING COMPLIANCE f Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. BUILDING INTERIOR INTERIOR DOORS NEW CONSTRUCTION PROJECTS • Compliance with all current codes, standards and ordinances is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes (federal, state, and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Pa e 40 19F-43 • All doors shall be safe, sound and free of significant defects, damage or deterioration. • Hardware shall be maintained and in functioning properly. • All doors, doorjambs and trim shall be free of damaged or deteriorated paint. Damaged or deteriorated paint shall be evaluated for the presence of lead and the control of lead-based hazards in housing built before 1978. Estimated Remaining Useful Life (ERUL) • Interior doors shall have an estimated remaining useful life of at least five years. • Housing projects consisting of 26 or more units are required to provide a capital needs assessment to ensure that the interior doors will be maintained during the period of affordability. ON-GOING COMPLIANCE • Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. BUILDING INTERIOR I KITCHEN CABINETS AND COUNTERTOPS NEW CONSTRUCTION PROJECTS • Compliance with all current codes, standards and ordinances is required. • The use of medium grade, KCMA labeled (or approved equal) cabinets is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes and standards (federal, state and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. • The use of medium grade, KCMA labeled (or approved equal) cabinets is required when cabinets are being replaced. MINIMUM STANDARDS (REHAB /ACQUISITION / ON-GOING COMPLIANCE) • All cabinets and countertops shall be safe, sound and free of significant defects, damage and deterioration. • All cabinets shall be intact and properly secured to the wall. • Cabinets shall be free of missing doors, drawers and hardware. • Cabinet and countertop surfaces shall be maintained in a sanitary condition. • All hardware shall be maintained and functioning properly. Damaged or deteriorated paint shall be evaluated for the presence of lead and the control of lead-based hazards in housing built before 1978. When applicable, damaged or deteriorated materials shall be evaluated for the presence of asbestos and the control of asbestos hazards. Estimated Remaining Useful Life (ERUL) • Cabinets and countertops shall have an ERUL of at least fifteen years. Finishes shall have an ERUL of at least five years. • Housing projects consisting of 26 or more units are required to provide a capital needs assessment to ensure that the cabinets and countertop will be maintained during the period of affordability. City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 41 19F-44 ON-GOING COMPLIANCE • Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. BUILDING INTERIOR KITCHEN SINKS. FAUCETS AND GARBAGE DISPOSALS NEW CONSTRUCTION PROJECTS • Compliance with all current codes, standards and ordinances is required. • The use of EPA Water Sense labeled faucets is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes (federal, state, and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. • The use of EPA Water Sense labeled faucets is required when faucets are being replaced. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • All sinks, faucets and garbage disposals shall be safe and free of significant defects, damage and deterioration. • Garbage disposals (if present) shall function properly. • All plumbing fixtures and piping shall be leak free. Estimated Remaining Useful Life (ERUL) • Kitchen sinks, faucets and garbage disposals shall have an ERUL of at least five years. • Housing projects consisting of 26 or more units are required to provide a capital needs assessment to ensure that kitchen sinks, faucets and garbage disposals will be maintained during the period of affordability. ON-GOING COMPLIANCE Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. BUILDING INTERIOR KITCHEN APPLIANCES AND FIXTURES NEW CONSTRUCTION PROJECTS • Compliance with all current codes, standards and ordinances is required. • The use of Energy Star labeled appliances is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes (federal, state, and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. • The use of Energy Star labeled appliances is required when the appliances are being replaced. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • All appliances and fixtures shall be safe and free of significant defects, damage and deterioration City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Pa e 42 19P-45 • All appliances and fixtures shall be safe and in good working order. • Surfaces shall be maintained in a sanitary condition. Estimated Remaining Useful Life (ERUL) • Kitchen appliances and fixtures shall have an ERUL of at least five years. • Housing projects consisting of 26 or more units are required to provide a capital needs assessment to ensure that the kitchen appliances and fixtures will be maintained during the period of affordability. ON-GOING COMPLIANCE • Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. BUILDING INTERIOR I BATHROOM FIXTURES AND EQUIPMENT NEW CONSTRUCTION PROJECTS • Compliance with all current codes, standards and ordinances is required. • The use of EPA Water Sense labeled faucets, valves and showerheads is required. • The use of Energy Star labeled light fixtures and equipment is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes (federal, state, and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. • The use of EPA Water Sense labeled faucets, valves and showerheads is required when they are being replaced. • The use of Energy Star labeled light fixtures and equipment is required when they are being replaced. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • All bathroom fixtures and equipment shall be safe and free of significant defects, damage or deterioration. • Plumbing shall be free of leaks. • All valves shall function properly. • Toilets shall be in good working order and well secured to the floor mount. • Mirrors, medicine cabinets, towel bars and toilet paper holders shall be maintained in good condition. • Surfaces shall be maintained in a sanitary condition. • Vanities shall be free of damage or deterioration and peeling paint. • Bathroom ventilation fans shall be properly maintained and in good working order. Damaged or deteriorated paint shall be evaluated for the presence of lead and the control of lead-based hazards in housing built before 1978. Estimated Remaining Useful Life (ERUL) • Bathroom fixtures and equipment shall have an ERUL of at least five years. • Housing projects consisting of 26 or more units are required to provide a capital needs assessment to ensure that the bathroom fixtures and equipment will be maintained during the period of affordability. ON-GOING COMPLIANCE Deficiencies that pose an imminent threat to public health or safety must be addressed immediate City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 43 19F-46 BUILDING INTERIOR FIREPLACES AND HEARTHS NEW CONSTRUCTION PROJECTS • Compliance with all current codes, standards and ordinances is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes (federal, state, and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • Fireplaces and hearths shall be safe and free of significant defects, damage or deterioration. • Fireplace dampers shall be functioning properly. • Fireplaces shall be free of excessive creosote deposits. • Hearths shall extend at least 16" in front of a fireplace opening less than six square feet; 20 inches for a fireplace opening greater than six square feet. Hearths shall extend eight inches beyond each side of a fireplace opening less than six square feet and 12 inches beyond each side of a fireplace opening greater than six square feet. • Combustibles shall be kept away from the front of the fireplace. Estimated Remaining Useful Life (ERUL) Fireplaces and hearths shall have an ERUL of at least five years. ON-GOING COMPLIANCE Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. PLUMBING WATER SUPPLY, WASTE & VENT PIPING NEW CONSTRUCTION PROJECTS • Compliance with all current codes, standards and ordinances is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes (federal, state, and local) is generally required. Some pre-existing, non- conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • All supply, waste and vent piping shall be safe and free of significant defects, damage and deterioration. Estimated Remaining Useful Life (ERUL) • Water supply, waste and vent piping shall have an ERUL of at least five years. • Housing projects consisting of 26 or more units are required to provide a capital needs assessment to ensure that water supply, waste and vent piping will be maintained during the period of affordability. City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) 14 r-'4' 7 ON-GOING COMPLIANCE • Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. PLUMBING WATER HEATERS NEW CONSTRUCTION PROJECTS • Compliance with all current codes, standards and ordinances is required. • The use of tank -less water heaters is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes (federal, state, and local) is generally required. Some pre-existing, non- conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. • The use of tank -less water heaters or Energy Star labeled water heaters is required when water heaters are being replaced. • Mobile Homes - Replacement water heaters must be labeled and approved for use in mobile home. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • All supply, waste and vent piping shall be safe and free of significant defects, damage and deterioration including. • Water heaters shall be equipped with a pressure and relief valve, drain line and seismic straps (top and bottom). • Water heater platforms (when required) shall be free of significant damage or deterioration. • Waters heaters and water heater enclosures shall be properly ventilated. • Combustibles shall be kept away from water heaters. • Storage is generally not permitted in water heater closets or sheds. Estimated Remaining Useful Life (ERUL) • Water heaters shall have an ERUL of at least five years. • Housing projects consisting of 26 or more units are required to provide a capital needs assessment to ensure that water heaters will be maintained during the period of affordability. ON-GOING COMPLIANCE • Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. ELECTRICAL I ELECTRICAL SERVICE AND WIRING NEW CONSTRUCTION PROJECTS • Compliance with all current and applicable codes and standards (federal, state and local) is mandatory. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes and standards (federal, state and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and t City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 45 19F-48 meet the minimum standards described below. MINIMUM STANDARDS (REHAB/ ACQUISITION/ ON-GOING COMPLIANCE) • All electrical service and wiring shall be safe and free of significant defects, damage and deterioration. • Aluminum wiring or knob and tube wiring shall be replaced regardless of any pre-existing, non -conforming conditions. Estimated Remaining Useful Life (ERUL) • Electrical service and wiring shall have an ERUL of at least five years. • Housing projects consisting of 26 or more units are required to provide a capital needs assessment to ensure that the electrical service and wiring will be maintained during the period of affordability. ON-GOING COMPLIANCE • Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. ELECTRICAL I ELECTRICAL SWITCHES, OUTLETS AND LIGHT FIXTURES NEW CONSTRUCTION PROJECTS • Compliance with all current and applicable codes and standards (federal, state and local) is mandatory. • The use of Energy Star labeled fixtures is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes and standards (federal, state and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. • The use of Energy Star labeled fixtures is required when fixtures are being replaced. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • All electrical switches, outlets and light fixtures shall be safe and free of significant defects, damage and deterioration. Electrical outlets located within six feet of a source of water shall be ground fault protected. Exterior outlets shall be weatherproof and ground fault protected. All garage outlets shall be ground fault protected. ON-GOING COMPLIANCE • Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. HVAC HEATING, VENTILATION AND AIR CONDITIONING I NEW CONSTRUCTION PROJECTS • Compliance with all current and applicable codes and standards (federal, state and local) is mandatory. • The use Energy Star labeled appliances and programmable thermostats is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes and standards (federal, state and local) is generally required. Some City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Pa e 46 19�-49 pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. The use of Energy Star labeled appliances and programmable thermostats is required when the appliances and thermostats are being replaced. • Mobile Homes - Replacement appliances must be labeled and approved for use in mobile home. REHAB / ACQUISITION / ON-GOING COMPLIANCE • All heating, ventilation and air conditioning appliances shall be safe and free of significant defects, damage and deterioration. • All HVAC equipment shall be properly maintained and in good working order. • Combustibles shall be kept away from heating appliances. • Storage is generally not permitted in furnace closets. Estimated Remaining Useful Life (ERUL) • HVAC equipment shall have an ERUL of at least five years. • Housing projects consisting of 26 or more units are required to provide a capital needs assessment to ensure that all HVAC equipment will be maintained during the period of affordability. ON-GOING COMPLIANCE • Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. SMOKE ALARMS / CARBON MONOXIDE ALARMS NEW CONSTRUCTION PROJECTS • Compliance with all current and applicable codes and standards (federal, state and local) is mandatory. • The use of interconnected combination alarms is required. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes and standards (federal, state and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. • Battery powered alarms shall contain a non -replaceable, non -removable battery that is capable of powering the alarm for at least 10 years. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • All smoke alarms, carbon monoxide alarms and combination alarms shall be installed properly and in good working order. • A smoke alarm is required in every bedroom, on each floor and hallways outside of each cluster of bedrooms regardless of any pre-existing, non -conforming conditions. ON-GOING COMPLIANCE • Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. PATIO COVERS AND GAZEBOS _ City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 47 19F-50 • Compliance with all current and applicable codes and standards (federal, state and local) is mandatory. REHAB / ACQUISITION / ON-GOING COMPLIANCE • Compliance with all applicable codes and standards (federal, state and local) is generally required. Some pre-existing, non -conforming conditions may be allowed as long as required permits were obtained and they meet the minimum standards described below. MINIMUM STANDARDS (REHAB / ACQUISITION / ON-GOING COMPLIANCE) • All patio covers shall be safe, sound and free of any significant defects, damage or deterioration. • Patio covers that are dangerous shall be demolished and removed. ON-GOING COMPLIANCE • Deficiencies that pose an imminent threat to public health or safety must be addressed immediately. City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Pa e 48 19F-51 EXHIBIT D ADDITIONAL INSURED ENDORSEMENT FOR COMMERCIAL GENERAL LIABILITY AND BUSINESS AUTOMOBILE POLICIES CITY OF SANTA ANA COMMUNITY DEVELOPMENT AGENCY Request for Qualifications for Community Housing Development Organizations (CHDO) Insurance Company This endorsement modifies such insurance as is afforded by the provisions of Policy # the following: relating to 1. The City of Santa Ana, 20 Civic Center Plaza M-25, 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 M-25, 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 part of Name Insured Countersigned by: Authorized Representative City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 49 19F-52 EXHIBIT E TO BE INCLUDED IN PROPOSAL CITY OF SANTA ANA COMMUNITY DEVELOPMENT AGENCY Request for Qualifications for Community Housing Development Organizations (CHDO) PROPOSAL & CONTRACT AGREEMENT PROPOSER'S STATEMENT Proposer understands and agrees that this written RFQ (or any part thereof specifically designated and accepted by the City of Santa Ana, hereinafter City) shall constitute the entire agreement between proposer and the City only after it has been accepted by the City Council, endorsed by the Clerk of the Council with her signature and official seal noting here on the action of approval of the Council, signed by the Executive Director or his duly authorized agent, and signed by the City Attorney, denoting her approval of the form of this document, and its execution, and when it or an exact copy of it has been either delivered to proposer or deposited with the United States Postal Service properly addressed to the proposer with the correct postage affixed thereto. Proposer further agrees that upon delivery (as defined above) of the accepted agreement he/she will furnish City all required bonds and certificates of liability insurance within ten (10) days (excluding Saturdays, Sundays and City's legal holidays), or the funds, check, draft, or proposer's bond substituted in lieu thereof accompanying this proposal shall become the property of the City and shall be considered as payment of damages due to the delay and other causes suffered by City because of the failure to enter into an Agreement and/or furnish the necessary bonds and because it is distinctly agreed that the proof of damages actually suffered by City is difficult to ascertain; otherwise said funds, check drafts, or proposer's bond substituted in lieu thereof shall be returned to the undersigned. Proposer understands that a proposal is required for the entire work, that the estimated quantities set forth in the RFQ schedule are solely for the purpose of comparing proposals, and that final compensation under the contract will be based upon the actual quantities of work satisfactorily completed. All terms contained in the Specifications, the Certification of Non -Discrimination by Developers, and the Workers' Compensation Insurance Certificate are to be incorporated by reference into this Agreement and are made specifically as part of this RFQ. FIRM SIGNED AND PRINTED NAME TITLE DATE City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 50 19F-53 EXHIBIT F TO BE INCLUDED IN PROPOSAL CITY OF SANTA ANA COMMUNITY DEVELOPMENT AGENCY Request for Qualifications for Community Housing Development Organizations (CHDO) PROPOSAL AND CONTRACT AGREEMENT CERTIFICATION OF NONDISCRIMINATION BY DEVELOPER The undersigned Developer or corporate officer, during the performance of this contract, certifies as follows: 1. The Developer shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Developer 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 fortraining, including apprenticeship. The Developer 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 Developer shall, in all solicitations or advertisements for employees placed by or on behalf of the Developer, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Developer shall send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Developer's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Developer 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 Developer 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 Developer'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 Developer may be declared ineligible for further Government contracts or federally assisted construction/services contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965,and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 7. The Developer shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 51 19F-54 Developer becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the 8. Developer may request that the United States enter into such litigation to protect the interests of the United States. 9. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1039, and as amended, No discrimination shall be made in the employment of persons 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 Developer violating this Section is subject to all the penalties imposed for a violation of the Chapter. FIRM SIGNED AND PRINTED NAME TITLE DATE City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Pa e 52 19r-55 EXHIBIT G NON -COLLUSION AFFIDAVIT TO BE INCLUDED IN PROPOSAL CITY OF SANTA ANA COMMUNITY DEVELOPMENT AGENCY Request for Qualifications for Community Housing Development Organizations (CHDO) PROPOSAL AND CONTRACT AGREEMENT NON -COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA COMMUNITY DEVELOPMENT AGENCY In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the PROPOSER 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 PROPOSER has not directly or indirectly induced or solicited any other PROPOSER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived or agreed with any PROPOSER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the PROPOSER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the PROPOSER or any PROPOSER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other PROPOSER, 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 PROPOSER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above Non -collusion Affidavit is part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Non -collusion Affidavit. PROPOSERS are cautioned that making a false certification may subject the certifier to criminal prosecution. State of California County of Subscribed and sworn to (or affirmed) before me on this who appeared before me. Notary Public Signature day of , 20 _, by proved to me on the basis of satisfactory evidence to be the person(s) Notary Public Seal City of Santa Ana Community Development Agency Request for Qualifications for Community Housing Development Organizations (CHDO) Page 53 19F-56 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: SEPTEMBER 20, 2016 TITLE: FOLLOW-UP TO SANTA ANA POLICE DEPARTMENT STATISTICS MEMORANDUM {STRATEGIC PLAN NO. 1, 2} CITY MANAGER CLERK OF COUNCIL USE ONLY: APPROVED ® As Recommended As Amended ® Ordinance on 1®t Reading ® Ordinance on 2 n Reading © Implementing Resolution ❑ Set Public Hearing For" FILE NUMBER Receive and file follow-up to Santa Ana Police Department Statistics Memorandum. DISCUSSION This memorandum is a follow-up to the September 6, 2016 discussion on item 19J related to crime and public safety statistics (Exhibit 1). 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). FISCAL IMPACT There is no fiscal impact associated with this item. EXHIBIT: 1. Memorandum 19G-1 19G-2 MEMORANDUM To: Mayor and City Council Date: September 15, 2016 From: David Cavazos, City Manager _1 0 Subject: Follow-up to SAPID Statistics Memorandum At the September 6, 2016 meeting, City Manager David Cavazos presented a memorandum regarding public safety statistics, utilizing data from both the Santa Ana Police Department's official records and the Federal Bureau of Investigations (FBI) Universal Crime Reporting (UCR) Data Tool. After its presentation, Mayor Pulido requested that staff provide the following: FBI Crime Index for the City of Santa Ana from 2010 to 2015; the number of homicides per year from 1990 to present; the increase in violent crime from 2013 to present; and the number of shootings in 2014 and 2015. The FBI has been standardizing, collecting, and validating crime statistics since 1930 to provide normalized data across all local, tribal, state, and federal agencies. The FBI Crime Index includes the number of both violent crimes and property crimes per 100,000 population. To ensure accuracy and validity, the collected information is analyzed for arithmetical accuracy and for deviations in data entry. The FBI has not released 2015 data; according to their staff, the expected release date is September 26, 2016. Moreover, it is important to emphasize that any shooting related to Part I offenses, as reported to the FBI, are captured in the FBI Crime Index. Below is the FBI Crime Index for 2010 to 2014: FBI Crime Index - Santa Ana Data for Year 2015 is unavailable. The FBI will release their 2015 Crime in the U.S. publication on September 26, 2016. EXHIBIT 1 19G-3 Below is the number of homicides from 1990 to present, according to Santa Ana Police Department (SAPD) official records: Total Homicides - Santa Ana 90 80 78 As of August 2016, the year-to-date number of homicides was 17. The Total Homicides data utilizes actual counts and does not take into consideration the change in population. Using SAPID reporting tools, staff compiled a report that compares a year-to-date comparison of crime, including violent crime, from 2007 to 2016 (Attachment A). According to this data, from 2015 to 2016 year-to-date, the FBI Crime Index, which includes violent crimes, decreased by 4.03 percent. Please note that the FBI neither defines nor documents, "shootings". However, shootings involving reportable crimes are captured in the FBI Crime Index. EXHIBIT 1 19G-4 Q O E }� mL (p CL C c C U a E U a F�F a Y = U t0 e'I N EXHIBIT 1-ATTACHMENTA 19G-5 to Z 0000 ^O Z m N M m n ea M� a m n m In0 N O 0m70 I� fG x cl a t0 L0 4F N m oW m N E (D I<f O(DN N d' O (n N V) m ONN 4m 1 ch � N m 0 COL T a O m I O N 0 N �cY r((j a mpj 01 M N rn.OMi � Em E 'm 0 N N of c LO O N n N V co 9d*00 CO b (V m O er N 1� k~ k RO 00 Com � R o o vt (0Mm > a" 1N V 04 N m }nw LL. 0 p N In hco r (V in((0 V' N 06 C oai cc\l N M 00 V cl) N aO m > (O 00 '0 N (n M T rnn`Ov O (V h M 01 j 0 m O N (^O M =a N m O C a OC 0R ON ON m N �p O co (y 01 N (N Mo co CN NE w RQ O E Q C o k R R O RC op coc�0 = N(nm N(00 ON m~�w0 (00 r US 00 r00 00 Cy aN 00 VA V) �N`-�! CN co U 07 ,(O N O N h O ((1 NM 0V) ��w40 N(n LOco 0 0 a. Of N V N(G �! m 00 ( i N NM c N � h M'0 o mOi-cr mN O N �pj 0D (j0 O ((DLO m N(G m 0; a E E c E o U ~ U k U U - ti _a o c L 0 a U EXHIBIT 1-ATTACHMENTA 19G-5 N Lar,? N N Z 0000 ^O Z m N M m 2 N N ea e a 00 n m N N mN eOmDON0))RM ���CCN ui N m oW m N E LL N a O t P N N m V m N O T a m N N 0 N a m R m'Z 01 M O t6 � Em E 'm 0 00 00 00 0 c Uo ySN n N m N o! 9d*00 E a£ a ~� L d k~ k RO 00 Com � R o o vt > a" 1N 00 N N m }nw LL. 0 m (L m ("1 E 01 C oai N M 00 N � m O N O O m N (^O M 000 N m O m r, N (4 01 M N m E .0 U C o k a = e EXHIBIT 1-ATTACHMENTA 19G-5 Qc E u E E V e n z e e\\ ea e o e 0 �n 0 eOmDON0))RM ���CCN ui N L6 oW N E o0-0 a78 Ul N N 01 c C c C � 0 v! d d E a£ k L d k~ k U_:waaEa > I y� d LL. 0 (L m i J Qc E u E E V e n z 19G-6 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: SEPTEMBER 20, 2016 TITLE: APPROPRIATION ADJUSTMENT FOR GRAFFITI ABATEMENT SERVICES AND REDUCTION IN ENTERPRISE FUND ASSESSMENT (STRATEGIC PLAN NO. 4) CITY MANAGER 10 *U9 l7i I Ji 14211 CLERK OF COUNCIL USE ONLY: G"• -R ❑ As Recommended ❑ As Amended ❑ Ordinance on 1't Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER 1. Approve an Appropriation Adjustment reducing the Fiscal Year 2016-17 budgeted appropriation for the Sanitation Fund in the amount of $1,601,440. 2. Authorize expenditures related to Graffiti Abatement Services for Fiscal Year 2016-17, in the amount of $1,200,000, within the General Fund. 3. Direct Staff to calculate a Sanitation rate reduction corresponding to the reduction in Appropriation and related Expenditures recommended for the Sanitation Fund. 4. Direct Staff to reduce an assessment from the Water Enterprise Fund to the General Fund for Fiscal Year 2016-17 by $2,388,082. DISCUSSION The City's Water Enterprise (Enterprise) is a vast operation which supplies the City's residents and businesses clean water via an infrastructure consisting of 20 wells, 27 pumps, 8 reservoirs, and 7 imported water connections. As a result of this infrastructure the Enterprise utilizes existing Non -Enterprise City of Santa Ana assets and services including but not limited to: Public Safety, Capital Assets, and Right of Way maintenance. However, staff has identified a reduction in the assessment to the Enterprise which can be applied during the current fiscal year (2016-17). As a result of recent cost allocation studies, staff recommends to reduce the assessment by $2,388,082. The proposed reduction in the assessment will result in total revenue and expenditure to be received and incurred respectively in the amount of $4,537,918 for both the General Fund and Water Fund. As a percentage of revenue for the General Fund, the revised assessment to the Enterprise, since fiscal year 1993-94, is at a 22 year low and approximates 2% of General Fund total revenues. The reduction in the assessment to the Enterprise will result in approximately $2,388,082 available for funding of capital/infrastructure improvement projects. 20A-1 Appropriation Adjustment for Graffiti Abatement Services and Reduction in Enterprise Fund Assessment September 20, 2016 Page 2 Sanitation Fund As a best practice the City periodically reviews expenditures incurred by its Enterprise operations including the Sanitation Fund. Through a recent review, it was determined that Graffiti Abatement services throughout the City including Public -Use Park facilities may be funded by the City's General Fund. Upon consultation with Public Works Agency, it was determined $1,200,000 in expenses are attributable to Graffiti Abatement within the Sanitation Fund accounting unit (Graffiti Abatement/Street Cleaning) totaling $1,601,440. Staff recommends the service to be continued; however expenditures incurred since July 1, 2016 should be recorded and correspondingly funded by the City's General Fund for an amount totaling $1,200,000. The balance in appropriation related to the accounting unit (Graffiti Abatement/Street Cleaning), in the amount of $401,440, will be funded within existing Sanitation Fund accounting units. Funding As a result of the reduction in assessment and reclassification of expenditures to the General Fund, staff has identified the projected fiscal year 2015-16 General Fund surplus as the funding source for these initiatives and to address the related impact to the General Fund. The year-end surplus is largely as a result of earlier than anticipated receipt of Sales Tax -Triple Flip revenues from the State of California. Upon certification of the Audit Opinion in December 2016, Staff will present the proposed Surplus spending plan projected for fiscal year 2015-16 identifying the funding sources and related amounts. Approval of this item will reflect inclusion of the Graffiti Abatement Services within the proposed FY 2015-16 surplus spending plan. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #4 — Maintain a stable, efficient and transparent financial environment. FISCAL IMPACT Water Fund Assessment from the General Fund Funds budgeted and available, in the amount of $2,388,082 will be reduced in both the Water Enterprise Operating Expenses — General Fund Overhead (06017642-65500) and also reduced in the General Fund Miscellaneous Revenues account no. - (01117002-57791). 20A-2 Appropriation Adjustment for Graffiti Abatement Services and Reduction in Enterprise Fund Assessment September 20, 2016 Page 3 Reduction in appropriation and corresponding reclassification of expenditures related to Graffiti Abatement Services Appropriation in the amount of $1,601,440 will be reduced in the following accounting unit related to the above -referenced services: Reduction in Appropriation: o Sanitation Enterprise/Graffiti Removal/Street Cleaning — Contractual Services (06817642 -various) Expenditures - $1,601,440 Reclassification of Expenditures: c Funding in the amount of $1,200,000 for Graffiti Abatement services previously funded within the Sanitation Fund are budgeted and available in the Non - Departmental Contractual Services (01105015-62300). Robert C. Corte Deputy City Manager City Manager's Office f A , Lz--- Fr)ed Mousavipour Executive Director Public Works Agency APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director Finance and Management Services Agency 20A-3 20A-4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: SEPTEMBER 20, 2016 TITLE: COOPERATIVE AGREEMENT WITH ORANGE COUNTY TRANSPORTATION AUTHORITY TO RECEIVE ARTERIAL PAVEMENT MANAGEMENT PROGRAM GRANT FUNDS (PROJECT NO. 17-6881 NONGENERAL FUND) {STRATEGIC PLAN NO. 6, 1G} CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER 1. Authorize the City Manager and Clerk of the Council to execute a Cooperative Agreement with the Orange County Transportation Authority, for the term beginning upon execution by the Orange County Transportation Authority Board of Directors and ending upon Orange County Transportation Authority project acceptance, in the amount of $500,000 with a required City match of $1,250,000, subject to non -substantive changes approved by the City Manager and City Attorney. 2. Approve an appropriation adjustment to recognize Arterial Pavement Management Program grant funds in the amount of $500,000 into the Select Street Construction revenue account and appropriate the same in the expenditure account. DISCUSSION The City of Santa Ana and the Orange County Transportation Authority (OCTA) desire to enter into a Cooperative Agreement (Exhibit 1) to define the roles and responsibilities related to the funding between OCTA and the City for construction of the Fairview Street Pavement Maintenance Project from Segerstrom Avenue to the North City Limit. On November 18, 2014, the City Council adopted Resolution No. 2014-079 which authorized submission of applications to OCTA for grant funds under the Arterial Pavement Management Program. The applications included three pavement maintenance projects: Warner Avenue from the West City Limit to Grand Avenue, First Street from Newhope Street to Main Street, and Fairview Street from Segerstrom Avenue to the North City Limit. At the time of application, federal funding was available through the Regional Surface Transportation Program (RSTP), under the Moving Ahead for Progress in the 21st Century (MAP -21) Federal Transportation Act. 20B-1 Cooperative Agreement with OCTA to Receive Grant Funds for Arterial Pavement Management Program September 20, 2016 Page 2 On January 12, 2015, the OCTA Board of Directors approved RSTP funding of $500,000 each for the Warner Avenue project and the First Street project. Each project award required a match of $1,250,000 in City funding. The Fairview Street project was placed on a standby list in the event that additional funds became available. City Council approved the Cooperative Agreement with OCTA for the Warner and First Street projects on December 15, 2015. Earlier in 2016, the City was informed by OCTA that funding is now available for the Fairview Street project. On June 13, 2016, the OCTA Board of Directors approved funding in the amount of $500,000 through the Surface Transportation Block Grant Program (STBG) under the Federal Fixing America's Surface Transportation (FAST) Act. In order to proceed with the project and access funds, the City must execute the Cooperative Agreement with OCTA and confirm the required City match of $1,250,000. Funding for the City match has been recognized in the Capital Improvement Program (CIP) as follows: Project Fiscal Local STBG Total Year Funds Funds Fairview Street Pavement Maintenance, 2016/17 $1,250,000 $500,000 $1,750,000 Segerstrom Avenue to NCL TOTAL: $1,250,000 $500,000 $1,750,000 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 - Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy G (develop and implement the City's Capital Improvement Program in coordination with the Community Investment and Deferred Maintenance Plans). ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT Grant funds will be accepted into the Select Street Construction revenue fund (Account No. 05917002-52001) and appropriated into the expenditure fund (Account No. 05917660-66220). Matching local funding in the amount of $1,250,000 has been appropriated from the Measure M2 Program (Account No. 03217662-66220) in the approved Fiscal Year 2016-17 Capital Improvement Program. 20B-2 Cooperative Agreement with OCTA to Receive Grant Funds for Arterial Pavement Management Program September 20, 2016 Page 3 ftj A Fre Mousavipour Executive Director Public Works Agency FM/EWG/KN APPROVED AS TO FUNDS & ACCOUNTS: Francisco Gutierrez Executive Director Finance & Management Services Agency Exhibit: 1. Cooperative Agreement with OCTA r�- 1 2 3 4 5 6 7 8 9 10 14 15 16 17 18 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT NO, C•X-XXXX BETWEEN ORANGE COUNTY TRANSPORTATION AUTHORITY AND CITY OF SANTA ANA FOR THE ARTERIAL PAVEMENT MANAGEMENT PROGRAM Fairview Street Pavement Maintenance from Segerstrom Avenue to North City Limit Project THIS COOPERATIVE AGREEMENT is effective this day of 2016, by and between the Orange County Transportation Authority, 600 South Main Street, P.O. Box 14184, Orange, California 92863-1584, a public corporation of the State of California (hereinafter referred to as "AUTHORITY'), and City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701, a municipal corporation duly organized and existing under the constitution and laws of the State of California (hereinafter referred to as "CITY") and collectively referred to as "PARTIES'. RECITALS: WHEREAS, AUTHORITY and CITY desire to enter into a Cooperative Agreement to define the roles and responsibilities related to funding between AUTHORITY and CITY for construction of Fairview Street Pavement Maintenance from Segerstrom Avenue to North City Limit project as defined in the scope of work provided in the Arterial Pavement Management Program 2014 Call for Projects, herein incorporated by reference; (Hereinafter referred to as "PROJECT") and WHEREAS, the Arterial Pavement Management Program is funded with Surface Transportation Block Grant Program (hereinafter referred to as "STSG") funds; and WHEREAS, the STBG program is authorized under the federal Fixing America's Surface Transportation (FAST) Act and WHEREAS, CITY is an eligible sub -recipient of federal funding under the STBG program and Page 1 of 11 20B-5 AGREEMENT NO, C-X-XXXX 1 PROJECT is eligible for STBG funding contingent on California Department of Transportation 2 (hereinafter referred to as "Caltrans') and the Federal Highway Administration (hereinafter referred to 3 as FHWA) approval; and 4 WHEREAS, on January 12, 2015, AUTHORITY's Board of Directors, approved projects for the 5 Arterial Pavement Management Program 2014 Call for Projects and the PROJECT was on the standby 6 list; and 7 WHEREAS, on June 13, 2016, AUTHORITY's Board of Directors, approved funding of up to 8 Five Hundred Thousand dollars -($500,000) in STBG funds for the PROJECT; and 9 WHEREAS, AUTHORITY will provide Five Hundred Thousand dollars ($500,000) in STBG 10 funds to be matched with One Million Two Hundred Fifty Thousand dollars ($1,250,000) in CITY funds 11 for the construction phase of PROJECT; and 12 WHEREAS, CITY and AUTHORITY agree that the total funding for construction management 13 and construction of PROJECT shall be One Million Seven Hundred Fifty Thousand dollars ($1,750,000) 14 in accordance with Exhibit A titled "Arterial Pavement Management Program Funding Plan", which is 15 attached herein and incorporated by reference; and 16 WHEREAS, AUTHORITY and CITY agree that STBG funding for PROJECT is contingent upon 17 funding being available through FAST Act and PROJECT maintaining its eligibility for this funding; and 18 WHEREAS, AUTHORITY and CITY agree that Caltrans and FHWA authorization is required 19 following AUTHORITY's amendment to the Federal Transportation Improvement Program (hereinafter 20 referred to as "FTIP"), and in order to proceed or commence (only one phase) PROJECT for 21 performance under this Cooperative Agreement; and 22 WHEREAS, AUTHORITY is responsible for programming the funds to specific projects within 23 Orange County; and Caltrans administers the STBG program on behalf of the FHWA and is responsible 24 for acquiring federal approvals for PROJECT on behalf of CITY, determining federal eligibility, 25 compliance with federal requirements, and reimbursement for project activities; and 26 WHEREAS, CITY agrees to act as lead agency for construction engineering, construction Page 2 of 11 20B-6 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 AGREEMENT NO. C-X-XXXX management and construction of PROJECT; and WHEREAS, this Cooperative Agreement defines the specific terms and conditions and funding responsibilities between AUTHORITY and CITY for completion of PROJECT; and follows: WHEREAS, CITY's Council approved the Cooperative Agreement on day of 2016. NOW, THEREFORE, it is mutually understood and agreed by AUTHORITY and CITY as ARTICLE 1. COMPLETE AGREEMENT A. This Cooperative Agreement, including any attachments incorporated herein and made applicable by reference, constitutes the complete and exclusive statement of the term(s) and conditions(s) of this agreement between AUTHORITY and CITY and it supersedes all prior representations, understandings, and communications. The invalidity in whole or in part of any term or condition of this Cooperative Agreement shall not affect the validity of other term(s) or conditions(s) of this Cooperative Agreement. The above referenced Recitals are true and correct and are incorporated by reference herein. B. AUTHOf31TY5' failure to insist on any instance(s) of CITY's performance of any term(s) or condition(s) of this Cooperative Agreement shall not be construed as a waiver or relinquishment of AUTHORITY's right to such performance or to future performance of such term(s) or condition(s), and CITY's obligation in respect thereto shall continue in full force and effect. Changes to any portion of this Cooperative Agreement shall not be binding upon AUTHORITY except when specifically confirmed in writing by an authorized representative of AUTHORITY by way of a written amendment to this Cooperative Agreement and issued in accordance with the provisions of this Cooperative Agreement. C. CITY's failure to insist on any instances) of AUTHORITY's performance of any term(s) or condition(s) of this Cooperative Agreement shall not be construed as a waiver or relinquishment of CITY's right to such performance or to future performance of such term(s) or condition(s), and AUTHORITY's obligation in respect thereto shall continue in full force and effect. Changes to any Page 3 of 11 20B-7 AGREEMENT NO. C-X-XXXX 1 portion of this Cooperative Agreement shall not be binding upon CITY except when specifically 2 confirmed in writing by an authorized representative of CITY by way of a written amendment to this 3 Cooperative Agreement and issued in accordance with the provisions of this Cooperative Agreement. 4 ARTICLE 2. SCOPE OF AGREEMENT 5 This Cooperative Agreement specifies the roles and responsibilities of the PARTIES as they 6 pertain to the subjects and projects addressed herein. Both AUTHORITY and CITY agree that each will 7 cooperate and coordinate with the other in all activities covered by this Cooperative Agreement and any 8 other supplemental agreements that may be required to facilitate purposes thereof, 9 ARTICLE 3. RESPONSIBILITIES OF AUTHORITY 10 AUTHORITY agrees to the following responsibilities for PROJECT: 11 A. AUTHORITY shall formally request on behalf of CITY that the Southern California 12 Association of Governments (hereinafter referred to as "SCAG") amend the FTIP to program up to the 13 amount of STBG in accordance with the funding plan outlined in Exhibit A, whereby AUTHORITY's 14 performance under this Cooperative Agreement is contingent upon SCAG, Caltrans and FHWA 15 approval. 16 B. AUTHORITY shall provide assistance to CITY in securing the STBG funds. 17 C. AUTHORITY shall not be obligated to program any amount beyond what has been 18 identified in this Cooperative Agreement and what is ultimately approved for the project by Caltrans and 19 FHWA. 20 D. AUTHORITY shall process any required FTIP amendments, 21 E. AUTHORITY shall review and approve CITY's request for obligation of STBG funds 22 prior to submittal to Caltrans District 12. 23 F. AUTHORITY shall cancel PROJECT if CITY has not submitted request for authorization 24 to proceed (hereinafter referred to as "E-76 Request") or has not advanced PROJECT to ready -to -list 25 stage as determined by Caltrans guidelines by February 1 of the fiscal year identified in Exhibit A as 26 required in Article 4, paragraph E. Page 4 of 11 20B-8 AGREEMENT NO. C-X-XXXX 1 G. AUTHORITY reserves the right to change the fund sources programmed to the 2 PROJECT. 3 ARTICLE 4. RESPONSIBILITIES OF CITY 4 CITY agrees to the following responsibilities for PROJECT; 5 A. CITY will act as the lead agency for the engineering, construction and construction 6 management of PROJECT. 7 B. CITY will comply with all local, state, and federal project delivery requirements including 8 but not limited to Disadvantaged Business Enterprise, Americans with Disabilities Act, and Buy America 9 provisions. 10 C. CITY will submit National Environmental Policy Act (NEPA) and the California 11 Environmental Quality Act (CEQA) environmental documentation to Caltrans for approval by November 12 1 of the programming fiscal year as provided in the project schedule in Exhibit A. 13 D. CITY is responsible for preparing and submitting to AUTHORITY an Engineer's 14 Estimate of PROJECT cost ninety (90) days prior to E-76 Request, and no later than November 1 of the 15 fiscal year identified in Exhibit A. 16 E. CITY is responsible for preparing and submitting all necessary Caltrans -required 17 documentation including E-76 Request. CITY agrees to submit an E-76 Request to Caltrans District 12 18 by February 1 of the fiscal year identified in Exhibit A. 19 F. CITY acknowledges that if the E-76 Request is not submitted to Caltrans with a copy to 20 OCTA by February 1, or CITY has not advanced PROJECT to ready -to -list stage as determined 21 through Caltrans guidelines by this date, the proposed funding shall be cancelled by AUTHORITY. 22 G. CITY acknowledges that they will not advertise for construction until the E-76 request is 23 approved by FHWA. 24 H. CITY agrees that AUTHORITY will provide up to $500,000 to support a maximum 25 reimbursement ratio of 28.6 percent for the construction phase in STBG funds, contingent on availability 26 of STBG funding and state and federal approvals. Page 5 of 11 20B-9 AGREEMENT NO. C-X-XXXX 1 I. CITY shall provide a minimum of 71.4 percent of the PROJECT costs in CITY funds as 2 the required local match consistent with Exhibit A. Any savings recognized in the PROJECT will be 3 credited or reimbursed proportionally to the amount contributed to the PROJECT by each fund type. 4 J, CITY will invoice Caltrans at minimum once every six months. 5 K, CITY agrees that any cost overruns shall be the responsibility of CITY, 6 L, If CITY receives local, state, or federal funds from a non -AUTHORITY source, CITY will 7 not invoice Caltrans for the amount received from the other non -AUTHORITY source(s). 8 M. CITY will notify AUTHORITY regarding any non -AUTHORITY revenues received for the 9 PROJECT and AUTHORITY funds may not pay for expenses already supported through these non - 10 AUTHORITY revenues. 11 N. CITY will submit semi-annual status reports for PROJECT to AUTHORITY due on 12 March 1 for the prior six (6) month period and due on September 1 for the prior six (6) month period 13 (Exhibit B titled "Arterial Pavement Management Program Semi -Annual Report Form'). 14 O. CITY will submit a final report to AUTHORITY within six (6) months of Caltrans payment 15 of final progress invoice for PROJECT in accordance with Exhibit C titled "Arterial Pavement 16 Management Program Final Project Report Form." 17 P. CITY is responsible for completing PROJECT in accordance with the funding plan 18 (Exhibit A), and to abide by all STSG programming guidelines, and any and all other federal, state, and 19 Caltrans requirements. 20 Q. CITY agrees that the AUTHORITY, prior to federal notice to proceed, may change the 21 fund source for funds provided through this agreement. 22 ARTICLE 5. DELEGATED AUTHORITY 23 The actions required to be taken by CITY in the implementation of this Cooperative Agreement 24 are delegated to its Public Works Director, or designee, and the actions required to be taken by 25 AUTHORITY in the implementation of this Cooperative Agreement are delegated to AUTHORITY's 26 Chief Executive Officer or designee. Page 6 of 11 20B-10 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 AGREEMENT NO. C-X-XXXX ARTICLE 6, AUDIT AND INSPECTION AUTHORITY and CITY shall maintain a complete set of records in accordance with generally accepted accounting principles. Upon reasonable notice, CITY shall permit the authorized representatives of the AUTHORITY to inspect and audit all work, materials, payroll, books, accounts, and other data and records of CITY for a period of four (4) years after final payment, or until any on- going audit is completed. For purposes of audit, the date of completion of this Cooperative Agreement shall be the date of CITY's payment of AUTHORITY's final billing (so noted on the invoice) under this agreement. AUTHORITY shall have the right to reproduce any such books, records, and accounts. The above provision with respect to audits shall extend to and/or be included in contracts with CITY's contractor, ARTICLE 7. INDEMNIFICATION A. To the fullest extent permitted by law, CITY shall defend (at CITY's sole cost and expense with legal counsel reasonably acceptable to AUTHORITY), indemnify, protect, and hold harmless AUTHORITY, its officers, directors, employees, and agents (collectively the "Indemnified PARTIES"), from and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration awards; settlements, damages, demands, orders, penalties, and expenses including legal costs and attorney fees (collectively "Claims"), including but not limited to Claims arising from injuries to or death of persons (CITY's employees included), for damage to property, including property owned by AUTHORITY, or from any violation of any federal, state, or local law or ordinance, alleged to be caused by the negligent acts, omissions or willful misconduct of CITY, its officers, directors, employees or agents in connection with or arising out of the performance of this Cooperative Agreement. B. To the fullest extent permitted by law, AUTHORITY shall defend (at AUTHORITY's sole cost and expense with legal counsel reasonably acceptable to CITY), indemnify, protect, and hold harmless CITY, its officers, directors, employees, and agents (collectively the "Indemnified PARTIES"), from and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, Page 7 of 11 20B-11 AGREEMENT NO. C-X-XXXX 1 arbitration awards, settlements, damages, demands, orders, penalties, and expenses including legal 2 costs and attorney fees (collectively "Claims"), including but not limited to Claims arising from injuries to 3 or death of persons (AUTHORITY's employees included), for damage to property, including property 4 owned by CITY, or from any violation of any federal, state, or local law or ordinance, alleged to be 5 caused by the negligent acts, omissions or willful misconduct of AUTHORITY, its officers, directors, 6 employees or agents in connection with or arising out of the performance of this Cooperative 7 Agreement. 8 C. The indemnification and defense obligations of this Cooperative Agreement shall survive 9 its expiration or termination. 10 ARTICLE 8. ADDITIONAL PROVISIONS 11 A. Term of A reement: This Cooperative Agreement shall continue in full force and effect 12 through _ _ or until final acceptance by AUTHORITY, whichever is later. 13 B. Termination: In the event either Party defaults in the performance of their obligations 14 under this Cooperative Agreement or breaches any of the provisions of this Cooperative Agreement, 15 the non -defaulting Party shall have the option to terminate this Agreement upon thirty (30) days' prior 16 written notice to the other Party. 17 C. Termination for Convenience: Either Party may terminate this Cooperative Agreement 18 for its convenience by providing thirty (30) days' prior written notice of its intent to terminate for 19 convenience to the other Party. 20 D. Amendments: This Cooperative Agreement may be amended in writing at any time by 21 the mutual consent of both PARTIES, 22 E. AUTHORITY and CITY shall comply with all applicable federal, state, and local laws, 23 statues, ordinances and regulations of any governmental authority having 24 jurisdiction over the PROJECT. 25 26 Page 8 of 11 20B-12 AGREEMENT NO. C-X-XXXX 1 F. Legal Authority; AUTHORITY and CITY hereto consent that they are authorized to 2 execute this Cooperative Agreement on behalf of said PARTIES and that, by so executing this 3 agreement, the PARTIES hereto are formally bound to the provisions of this Cooperative Agreement. 4 G. Severability: If any term, provision, covenant or condition of this Cooperative Agreement 5 is held to be invalid, void or otherwise unenforceable, to any extent, by any court of competent 6 jurisdiction; the remainder of this Cooperative Agreement shall not be affected thereby, and each term, 7 provision, covenant or condition of this Cooperative Agreement shall be valid and enforceable to the 8 fullest extent permitted by law. 9 H. Counterparts of Agreement: This Cooperative Agreement may be executed and 10 delivered in any number of counterparts, each of which, when executed and delivered shall be deemed 11 an original and all of which together shall constitute the same agreement. Facsimile signatures will be 12 permitted. 13 I. Force Majeure: Either AUTHORITY and CITY shall be excused from performing its 14 obligations under this Cooperative Agreement during the time and to the extent that it is prevented from 15 performing by an unforeseeable cause beyond its control, including but not limited to; any incidence of 16 fire, flood; acts of God; commandeering of material, products, plants or facilities by the federal, state or 17 local government; national fuel shortage; or a material act or omission by the other Parry; when 18 satisfactory evidence of such cause is presented to the other Party, and provided further that such 19 nonperformance is unforeseeable, beyond the control and is not due to the fault or negligence of the 20 AUTHORITY and CITY not performing. 21 1 Assignment: Neither this Cooperative Agreement, nor any of the AUTHORITY and 22 CITY rights, obligations, duties, or authority hereunder may be assigned in whole or in part by either 23 AUTHORITY and CITY without the prior written consent of the other Party in its sole and absolute 24 discretion. Any such attempt of assignment shall be deemed void and of no force and effect. Consent 25 to one assignment shall not be deemed consent to any subsequent assignment, nor the waiver of any 26 right to consent to such subsequent assignment. Page 9 of 11 20B-13 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 AGREEMENT NO. C-X-XXXX K. Obligations To Comply with Law: Nothing herein shall be deemed nor construed to authorize or require any Party to issue bonds, notes or other evidences of indebtedness under the terms, in amounts, or for purposes other than as authorized by local, state or federal law. L. Governing Law: The laws of the State of California and applicable focal and federal laws, regulations and guidelines shall govern this Cooperative Agreement. M. Litigation fees: Should litigation arise out of this Cooperative Agreement for the performance thereof, the court shall award costs and expenses, including attorney's fees, to the prevailing Party. N. Notices: Any notices, requests, or demands made between the PARTIES pursuant to this C000erative Agreement are to be directed as follows: To CITY To AUTHORITY: City of Santa Ana Orange County Transportation Authority 20 Civic Center Plaza (M-36) 600 South Main Street Santa Ana, CA 92701 P. O. Box 14184 Orange, CA 92863-1584 Attention: Jason Gabriel Attention: Donald Herrera Principal Civil Engineer Associate Contract Administrator (714)647-5664 (714)560-5644 jgabriel@santa-ana.org dherrera@octa.net C: Pontip Somchai, Associate Transportation Funding Analyst O. Successors and Assigns: The provisions of the Cooperative Agreement shall bind and insure to the benefit of each of the PARTIES hereto, and all successors or assigns of PARTIES hereto. Page 10 of 11 20B-14 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 AGREEMENT NO. C-X-XXXX This Cooperative Agreement shall be made effective upon execution by both PARTIES. IN WITNESS WHEREOF, the PARTIES hereto have caused this Cooperative Agreement No. C-X-XXXX to be executed on the date first written above. CITY OF SANTA ANA ORANGE COUNTY TRANSPORTATION AUTHORITY By: David Cavazos City Manager ATTEST: By: Maria D. Huizar City Clerk APPROVED AS TO FORM By: r..G ,-., Lmac: r --- .__r Sonia R. Carvalho City Attorney Dated : APPROVAL RECOMMENDED: By Fred Mousavipour Executive Director, Public Works Dated : 0 Darrell Johnson Chief Executive Officer APPROVED AS TO FORM: By: James M. Donich General Counsel APPROVAL RECOMMENDED: in Kla Mortazavi Executive Director, Planning Dated : Page 11 of 11 20B-15 EXHIBIT A ARTERIAL PAVEMENT MANAGEMENT PROGRAM FUNDING PLAN Project Title: Fairview Street Pavement Maintenance from Segerstrom Avenue to North City Limit Agency: City of Santa Ana Date: Schedule Completion -:,,-Planned _ _ Obligation Date Surface Transportation Block Grant Aug 2016 Begin Environmental Document 28.6% Measure M2 — Fair Share Dec 2016 Final Approval of Environmental.Document 71.4% TOTAL July 2014 Begin Dosign Engineering y — Sept 2014 Plans Specifications and Estimates Complete Feb 2017 Submit Request for Authorization to Proceed (E-76) May 2017 Be in Construction �_...... _..... Sept 2017 End Construction Construction (Including Construction Management) „r Fund Source,, — �_Programming- Fiscal Year , , -:,,-Planned _ _ Obligation -.13ropottion .-, Surface Transportation Block Grant FY16l17 $500,000 28.6% Measure M2 — Fair Share FY16/17 $1,250,000 71.4% TOTAL $1,750,000 Date: By: Project Manager 20B-16 ARTERIAL PAVEMENT MANAGEMENT PROGRAM SEMI-ANNUAL REPORT FORM Project Title: Fairview Street Pavement Maintenance from Segerstrom Avenue to North City Limit Agency: City of Santa Ana Date: Schedule Original Completion Date Current Completion Date Begin Environmental Document Aug 2016 Remaining Final Environmental Document Dec 2016 Obligation Begin Design Engineering July 2014 Allocation Plans Specifications, and Estimates Complete Sept 2014 $500,000 -Submit Request for Authorization to Proceed (E-76) Feb 2017 Begin Construction May 2017 End Construction I Sept 2017 1 Construction (Including Construction Management) Fund Source Fiscal Planned Revised Actual Remaining Year Obligation Obligation Ex enditure Allocation Surface Transportation FY16/17 $500,000 Block Grant Measure M2—Fair FY16/17 $1,250,000 Share (71,4%) TOTAL $1,750,000 Major Activities: Status: Issues: Name/Title: Note: OCTA may require additional information on performance of the project related to either air quality or transportation usage 20B-17 EXHIBIT C ARTERIAL PAVEMENT MANAGEMENT PROGRAM FINAL PROJECT REPORT FORM Date OCTA Instructions The responsible agency should fill out the following: 1) Final Project Form, 2) Final Cost, 3) Certificate of Completion. Page 4, the OCTA Staff Verification will be filled out by OCTA staff. In addition, the agency must attach before (if available) and after photographs of the project site and the address or location of the site under the Location and Scope of work section. Location and Scope of Work Verification of Match (Actual Expenditures) -P nnal Rdafrh Phase (ENTER SOURCE) (EER,(ENTER= NT SOURCE SOURCE) Other OCTA RSTP , Funding'Total En ineerin $ $ $ - $ - $ - $ Ri ht-of-Wa $ $ $ - $ - $ - $ Construction $ - $ $ $ $ $ Total $ - $ $ $ $ $ Phase v Proposed Actual Draft Environmental Document Final Environmental Document Begin Design Engineering Plans, Specifications, and Cost Estimates com fete Start Right -of -Way Acquisition Right -of -Way Certification Read to Advertise Award Construction Project Completion (open for use) r1- Page 1 mAPM: Final Cost OCTA 20B-19 MAPM: FINAL COST OCTA I hereby certify that the statements provided here are true and correct. Project Title Name Title Signature Date. Page 3 20B-20 Yes No N/A 1 The project is designed to city/county and other participating jurisdictions' standards. ❑ ❑ ❑ 2 The project contract was awarded on: I ENTER DATE --1 ❑ ❑ ❑ 3 The total cost of the contract is equal to or less than the total APM ❑ ❑ ❑ funds awarded and matching funds provided. 4 The city/county provided matching funds to the project. ❑ ❑ El 5 Right-of-way was acquired in conformance with city/county procedures. ❑ ❑ ❑ 6 All required environmental documentation is complete and certified. ❑ ❑ ❑ 7 An updated project schedule is included with the final invoice. ❑ ❑ ❑ 8 The final invoice is attached with all the necessary documentation. ❑ ❑ ❑ Name Title Signature Date. Page 3 20B-20 MAPM: OCTA Staff Verification OCTA OCTA STAFF USE ONLY Orange County Transportation Authority staff has inspected the project site and certifies that the project is complete and ready for use. Proect Title Name Title Signature Date Page 4 20B-21 20B-22 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: SEPTEMBER 20, 2016 TITLE: AGREEMENT AND APPROPRIATION ADJUSTMENT RECOGNIZING DEVELOPER CONTRIBUTION FUNDS FOR PEDESTRIAN IMPROVEMENTS ON SANTA ANA BOULEVARD {STRATEGIC PLAN NO. 1, 3B} CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY; ® As Recommended 0 As Amended 0 Ordinance on 1®' Reading E7 Ordinance on 2n0 Reading E Implementing Resolution E Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute an agreement with Depot at Santiago, L.P., for the installation of transportation -related infrastructure, in an amount not to exceed $400,000 for the term beginning upon execution of the contract and ending upon project completion, subject to nonsubstantive changes approved by the City Manager and City Attorney. 2. Approve an appropriation adjustment to recognize Developer Contribution funds in the amount of $400,000 in the Select Street Construction Fund revenue account and appropriate the same to the Select Street Construction Fund expenditure account. DISCUSSION On April 21, 2015, City Council supported Orange Housing Development Corporation and C&C Development Corporation Co., LLC (Developers), in their submission of an Affordable Housing Sustainable Communities Program (AHSC) grant application for the Depot at Santiago Project (Project). The Project includes a transportation -related infrastructure component comprised of pedestrian crossing improvements at the intersections of Santa Ana Boulevard/Lacy Street and Santa Ana Boulevard/Garfield Street. These improvements include curb extensions or bulb -outs; high -visibility crosswalks; and rectangular, rapid flashing beacons. The Developers, now formed as Depot at Santiago, LP, were awarded AHSC funding for the Project by the State of California Department of Housing and Community Development. The grant budget allocates $400,000 for final design and construction of the transportation -related improvements, which will be completed by the City's Public Works Agency. The recommended agreement authorizes payment to the City for these public improvements (Exhibit 1). The City is required to complete the improvements prior to April 1, 2017. 20C-1 Agreement and Appropriation Adjustment for Pedestrian Improvements on Santa Ana Boulevard September 20, 2016 Page 2 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's effort to meet Goal #1 - Community Safety, Objective #3 (promote fiscal accountability to ensure financial responsibility at all levels of the organization), Strategy B (promote ongoing efforts to obtain grant funding for activities that will assist in preventing, enforcing and reducing criminal activity and traffic collisions). ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT The appropriation adjustment will recognize Developer Contribution funds in the amount of $400,000 into the Select Street Construction Fund revenue account (No. 05917002-57080) and appropriate the same into the Select Street Construction Fund expenditure account (No. 05917660-66220) for expenditure in FY 2016-2017. Public Works Agency FM/EWG/CW/TH APPROVED AS TO FUNDS AND ACCOUNTS: �,t, ti --N Francisco Gutierrez Executive Director Finance & Management Services Agency Exhibit: 1. Agreement for the Payment of Public Improvements 20Ci-2 Exhibit 1 AGREEMENT FOR THE PAYMENT OF PUBLIC IMPROVEMENTS THIS AGREEMENT, made and entered into this day of 2016, by and between the CITY OF SANTA ANA, a municipal corporation of the State of California ("City") and DEPOT AT SANTIAGO, L.P., a California limited partnership ("Developer"). RECITALS A. The Developer is developing affordable rental housing on property located at 923 N. Santiago Street and 914 N. Logan Street in the City of Santa Ana ("Development"). B. As a condition to the Development, the Developer is required by the City to install certain public Improvements (`Improvements"). The City and the Developer wish the City to perform the installation of the Improvements on behalf of the Developer, at the Developer's sole cost and expense. WHEREFORE, in consideration of the foregoing, the parties hereby agree as follows: The City partnered with the Developer for an affordable housing grant. Part of the grant included installation of transportation -related infrastructure, including enhanced street crossings at Santa Ana Boulevard / Garfield Street and Santa Ana Boulevard / Lacy Street. The City will be finalizing the design for these Improvements and bidding the project out. The City shall require the contractor to complete the Improvements prior to April 1, 2017, and require delay penalties for failure to complete on time, 2. The estimated costs of the Improvements is $400,00.0.00. The Developer shall pay the sum of only $400,000.00 to the City. NOTICE All notices pertaining to this Agreement and all communications from the parties may be made by delivery and said notices or communications in person or through the U.S. Mail, first class, certified, return receipt requested and addressed as follows: To Developer: Depot At Santiago, L.P. 14211 Yorba Street, Suite 200 Tustin, CA 92780 To City: City of Santa Ana Public Works Agency 20 Civic Center Plaza, M-21 P.O. Box 1988 Santa Ana, CA 92702 Attn: City Engineer Written notice is effective five days after mailing to the most current address provided by the parties. Failure by either party to notify the other of a change in mailing address shall not invalidate service by mail to the most current address provided by that party. Personal service of notice is effective upon delivery. 1076\49\1939012.2 20C-3 4. If any term, covenant, condition or provision of this Agreement is held by a court of competent jurisdiction to be held invalid, void or unenforceable, the remainder of the provisions hereof shall remain in full force and effect and shall in no way be affected, impaired or invalidated thereby. This Agreement has been executed and delivered in the State of California and the validity, enforceability and interpretation of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. All duties and obligation of the parties created hereunder are to be performed in Orange County, which 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. 6. To the maximum extent allowed by law, the City shall indemnify, defend, reimburse, save and hold harmless Developer from and against all liability, damage, loss, claims, demands, actions, costs and expenses (including but not limited to attorney's fees and disbursements) which arise out of or are connected with, or claimed to arise out of or be connected with, the City's construction of the Improvements, including, but not limited to, claims by third parties that the Improvements were constructed in such a way to result in harm to person or property. This Agreement may not be modified or amended except in writing signed by the Developer and City. Signatures on following page 1076\49\1939012.2 20C-4 IN WITNESS WHEREOF, the parties have executed this 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 0 RECOMMENDED FOR APPROVAL: FRED MOUSAVIPOUR Executive Director Public Works Agency 1076\49\1939012.2 CITY OF SANTA ANA: DAVID CAVAZOS City Manager DEVELOPER: DEPOT AT SANTIAGO, L.P., a California limited partnership By: OHDC LLC Depot LLC, a California limited liability company, its managing partner A] 20C-5 By: Orange Housing Development Corporation, a California nonprofit public benefit corporation, its sole member 0 Eunice Bobert Chief Executive Officer By: C&C Depot, LLC, a California limited liability company, its administrative general partner By: C & C Development Co., LLC, a California limited liability company, its sole member By: Todd R. Cottle its member By: Barry A. Cottle, Trustee of The Cottle Family Trust Dated 3/18/1987 its member 20C-6 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: SEPTEMBER 20, 2016 TITLE: APPROPRIATION ADJUSTMENT AND AWARD CONTRACT TO CALIFORNIA PROFESSIONAL ENGINEERING, INC., FOR INSTALLATION OF GRANT -FUNDED TRAFFIC SIGNAL MODIFICATIONS AT FOUR LOCATIONS (PROJECT NO. 156834) (STRATEGIC PLAN NO. 6, 1B & 1G) 'CITY MANAGE RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ® As Recommended ❑ As Amended Ordinance on 1®t Reading ® Ordinance on 2n' Reading ® Implementing Resolution ® Set Public Hearing For_ CONTINUED TO 1. Approve an appropriation adjustment for Fiscal Year 2016/2017 to recognize $104,456 from the Highway Safety Improvement Program funds into the Federal Aid Safety Program revenue account and appropriating the same to the Federal Aid Safety Program expenditure account. 2. Award a contract and authorize the City Manager and Clerk of the Council to execute a construction contract to California Professional Engineering, Inc., the lowest responsible bidder, in accordance with the base bid in the amount of $872,755, for the term beginning upon execution of the contract and ending upon project completion, for construction of the Traffic Signal Modifications at Four Locations project, subject to nonsubstantive changes approved by the City Manager and City Attorney. 3. Approve the Project Cost Analysis for a total estimated project delivery cost of $1,090,945, which includes the contract base amount, administration, inspection, testing, and an authorized contingency of $87,280. DISCUSSION The Traffic Signal Modifications at Four Locations project consists of installing left turn arrows and enhancing the signage at the intersections of 17th Street at English Street, MacArthur Boulevard at Plaza Drive, Edinger Avenue at Sullivan Street, and Westminster Avenue at Clinton Street (Exhibit 1). Once completed, these improvements will increase the safety of pedestrians while promoting more walking and bicycling at these locations with protected movements as well as the motor vehicles making left turns. 20D-1 Award Contract For Traffic Signal Modifications at Four Locations August 2, 2016 Page 2 An additional $104,456 in Highway Safety Improvement Program (HSIP) grant funds has been awarded to this project. The City qualified for this incentive funding from Caltrans for projects that are ahead of schedule and ready for construction. By appropriating these HSIP funds, a portion of the previously budgeted Measure M2 funds will be made available as a City match for future projects. A Notice Inviting Bids was advertised on April 13, 2016, and April 20, 2016; bids were opened on May 4, 2016. The following is a summary of the bid invitations made and the bids received: Contractor Participation Data Santa Ana contractors receiving notices 10 Contractors requesting bidding documents 12 Bids received 4 Bids received from Santa Ana contractors 0 Bid Results Summary RANK BIDDER'S NAME LOCATION BID 1 California Professional Engineering, Inc. La Puente $872,755.00 2 Asplundh Construction Corp. Anaheim $882,423.50 3 Belco Elecnor Group Chino $923,960.00 4 Minco Construction Gardena $1,166,940.00 A total of four bids were received and all were deemed responsive. California Professional Engineering, Inc., submitted the lowest responsive bid (Exhibit 2) in the amount of $872,755 and that bid is comparable to the engineer's estimate of $835,330. Based on an analysis of the bids received, staff recommends award of this contract to California Professional Engineering, Inc. (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) and Strategy G (develop and implement the City's Capital Improvement Program in coordination with the Community Investment Plan [e.g., neighborhood streets, traffic improvements, park facilities, bike master plan, etc.]). 20D-2 Award Contract For Traffic Signal Modifications at Four Locations August 2, 2016 Page 3 ENVIRONMENTAL IMPACT In accordance with the California Environmental Quality Act, the recommended actions are exempt from further review. Categorical Exemption Environmental Review No. 2014-18 was filed for this project. FISCAL IMPACT The Project Cost Analysis estimates project expenditures of $1,090,945, which include the construction contract, construction administration and inspection, as well as contingencies (Exhibit 4). The additional HSIP grant funds will be recognized into the Federal Aid Safety Program Fund revenue account (No. 14717002-52001) and appropriated into the Federal Aid Safety Program Fund expenditure account (No. 14717611-66220). With the approval of the appropriation adjustment, funds in the amount of $1,044,556 will be available in the Federal Aid Safety Program Fund (Account No. 14717611-66220) and $46,389 in the Measure M2 Local Fair Share Fund (Account No. 03217662-66220) for expenditure in Fiscal Year 2016-17. 'f ) rrep eveousavepour Executive Director Public Works Agency FM/EWG/TC/MO Exhibits: 1. Location Map 2. Bid 3. Construction Contract 4. Cost Analysis APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director �ld Finance & Management Services Agency 20D-3 20D-4 171h St at English St Traffic Signal Westminster Ave at Clinton St Traffic Signal, a e Westminster ve 17th St r c ' _ Rh St Edinger Ave at Sullivan St Traffic Signal MacArthur Blvd at Plaza Dr/ Traffic Signal SANTA ANA Project No. 15-6834: Traffic Signal Modifications on: City Council 17th St at English St i P! Agenda Date MacArthur Blvd at Plaza Dr August 2, 2016 Edinger Ave at Sullivan St ruxucwoarcs nsexcr Westminster Ave at Clinton St 55 ;i; C is Center Dr Sana Ana Blvd N w Y N � `m 1st St - 0 0 = w a: ML W Edit ger A e a Warner Ave V c Ln t/ Y Seg rstro Ave d MacArthur Blvd at Plaza Dr/ Traffic Signal SANTA ANA Project No. 15-6834: Traffic Signal Modifications on: City Council 17th St at English St i P! Agenda Date MacArthur Blvd at Plaza Dr August 2, 2016 Edinger Ave at Sullivan St ruxucwoarcs nsexcr Westminster Ave at Clinton St 55 ;i; 4110M Exhibit 2 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 TRAFFIC SIGNAL MODIFICATIONS: 17"" STREE'C A,r ENGLISI-1 S"GREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET FEDERAL PRO.IEC'I`NO: HSIPL, 5063(156) BID PROPOSAL, TO: CITY COUNCIL OF THE CITY OF SANTA ANA FROM: California Professional Engineering, Inc. REQUIREMENT: The undersigned bidder declares that they have carefully examined the location of the proposed work, that they have examined the Contract DoCtunents 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 I Trak Signal Modification on 17" St —at English St I LS $ rd1� $ �0. ICUD 2 Traffic Signal Modification on MacArthur I I's $ $ Blvd at Plaza Dr I , 3 Traffic Signal Modification on Edinger Ave at Sullivan St I LS $ V6)$ 4491M' ' 'q'V I 4 Traffic Signal Mollification on I LS $ $ Westminster Ave at Clinl'on St J'�01 )0 /� I V DjI 5?()` 5 Temporary Overhead Wiring of Traffic Signals, h,eladingConlin nn 4 EA $ t�)�� $ �tioations p-LI'a)b 6 A'I SSA Certified Flaggers During Traffic Signal Shutdown Periods I LS $ g'"r(}U(y} $ ? r CXX3 7 GT"I' Optieont Emergency Vehicle Preemption System at Wesuninister Ave I LS $ POOL) $ Q ODO and Clinton St I 8 GTT Opticom Emergency Vehicle Preemption System at MacArthur Blvd and I LS $ ( $ IDIOM Plaza Dr I 9 Install 2" PVC Conduit Per Plan * 635 LF $ $ _t 10 Install 3"PVCConduitPer Plan " 1,180 LF $� $�I��� P - 'I of P-40 20D-7 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 TRAFFIC SIGNAL MODIFICATIONS: 17"" STREET AT ENGLISH STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET FEDERAL PROJECT NO: HSIPL 5063(156) Item Description Qty Unit Unit Price Amount I I Install 4" PVC Conduit Per Plan'" 1,155 LP $ -- - - $ I -- — - 12 Instal l No. 6 Pull Box * -- 20 EA $ U -U UU 13 Install Traffic Rated No. 6 Pull Box 3 EA 14 Install Large Pull Box Per Plans 3 LA 15 Install Traffic Signal Loop Detector (Type E Loop) 63 EA $ (, �I[] $ I p;o 16 '.,.. Install Bicycle Loop Detector (Type D Circular Loop) 40 EA $ 'c'7 $ G / %'-' 17 Install IP Communication System for 17th St. at English St I LS $ � I `�� $(� 1 I�t� IS ',.... Install IP Communication System for�I MacArthur Blvd at Plaza Dr LS $ $ Gt lbw 19 Install IP Communication System for Edinger Ave at Sullivan St'Jc-to I LS $_ �-��\ $ 20 Install IP Communication System for Westminster Ave atClinton St I LS S c/u,ow $ 21 Install 24 Strand Singlemode Fiber Optic 5,570 LP .S� Cable" 22 Install fiber Optic Splice Enclosure I EA $ 23 Fusion Splice I Strand of Singlemode Fiber Optic 204 EA $ ('�- 5 (� j ! eo 1 24 Construct 4" PCC Sidewalk'" 47 SF $� 'fi 25 COnStrWet PCC Cut b Ramp * 2,630 SF $ $ t 26 Signing and Striping at Edinger Ave at Sullivan St I LS $ It'1u $ 1'�;I cuo P-2 of P-40 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 "TRAFFIC SIGNAL MODIFICATIONS: 17111 STREET AT ENGLISH STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE; AT SULLIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET FEDERAL, PROJECT NO: HSIPL 5063(156) Item Description Qty Unit Unit Price Amount 27 Pothole for Utilities Not Shown on Plans * 10 EA $ 28 Pothole for Traffic Signal Equipment Utility Conflict 27 EA $ 15-0 $;��7� 4 o5 29 AC Pavement * 105 TN $ I- $� � f 30 Unclassified Excavation * 115 C'Y $ IUK $ IIt� TOTAIL BASE BID -- I The lowest responsible bidder shall be selected based oil the total base bid. The City reserves the right to award the Base Bid, and any, all, or none of the add -alternate bid items (if any). The quantity for this bid item is shown for bid comparison only. This bid item shall not be subject to the "25%" limit as stated in Section 3-2 of the Standard Specifications. The actual amount for this item will be dictated by the actual quantity used, and the Agency reserves the right to increase or decrease the quantity ofthis item accordingly. t 'This bid item is considered a Specialty Item per Section 2-3.2 of the Standard Specifications. P-3 of P-40 20D-9 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 TRAFFIC SIGNAL MODIFICATIONS: 17... STREET AT ENGLISH STREET. MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLI VAN STREET, WESTMINSTER AVENUE AT CLINTON STREET FEDERAL 13ROJECTNO: HSIPL 5063(156) TIME FOR COMPLETION OF IMPROVEMENTS AND LIQUIDATED DAMAGES The undersigned bidder hereby proposes to complete the Work for the total base bid amount shown above, within one hundred and sixty (160) worldnf* days after the commencement date stated in the Notice to Proceed. The bidder also proposes to commence construction of the Work within ten(I0) working days atter 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 $1,000 per calendar day. Name of Firm California Pro Tonal-Enailirina. Inc. Signature of BIDDER -4:--- Title ..--Title President, Secretary, and (If an individual, so state. If a firm or co -partnership, state the firm name and give the names of all individual co-partners composing the firm. If a corporation, state legal name of corporation, and names of President, Secretary, Treasurerand Manager, thereof.) P-4 of P-40 20D-10 CITY OF SANTA ANA PROPOSAL PROJECT NO.: I5-6834 TRAFFIC SIGNAL MODIFICATIONS: 17"f4 STREET AT ENGLISH STREET. MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET FEDERAL PROJECT NO: HS1PL 5063(156) BIDDER'S STATEMENT BIDDER understands and agrees that this Bid Proposal, Contract Documents and subsequent Construction Contract Agrecirrent 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 property addressed to the BIDDER with the correct postage affixed thereto. BIDDER further agrees that upon delivery (as defined above) of the accepted agreement he/she will 'furnish AGENCY all required bonds and certificate of liability insurance within ten (10) business days or the funds, check, draft, or BIDDERS bond substituted in lieu thereof accompanying this proposal shall become the property of the AGENCY and shall be considered as payment of damages due to the delay and other causes suffered by AGENCY because of the failure to furnish the necessary bonds and because it is distinctly agreed that the proof of damages actually suffered is difficult to ascertain; otherwise said funds, check, drafts, or BIDDER'S bond substituted in lieu thereof shall be returned to the undersigned. BIDDER understands that a bid is required for the entire work, the estimated quantities set forth in the bid schedule are solely for the purpose of comparing bids, and that fnat compensation under the contract will be based upon the actual quantities of work satisfactorily completed. The BIDDER also certifies that the bid is it 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 California Profqs ibnat Enig neerin jg, �nc Signature of BIDDER Title President, Secretary and Treasurer V (if all individual, so state. If a'firm or co -partnership, stat4 the firth 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-5 of P-40 20D-11 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 TRAFFIC SIGNAL MODIFICATIONS: 17,111 STREET AT ENGLISH STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER AVENUE ATCLINTON STREET FEDERAL PROJECT NO: IISIPL 5063(156) CONTRACT'OR'S LICENSING AND REGISTRATION STATEMENT The undersigned contractor, or corporate officer, declares under penalty of perjury that he/she and all his/her subcontractors are registered with the State of California Department of Industrial Relations (DI R), and that the following is true and correct. Contractor's Name: California Professional Engineering, Inc Business Address: 929 Otterbein Ave Unit E, La Puente, CA 91748 Business E -Mail Address: van@cpengineeringinc.com Telephone: 626-810-1338 State Contractor's License No. and Class: License Expiration Date: 04/30/2017 State Dept, of Industrial Relations (DIR) Registration No.: State Dept. of Industrial Relation (DIR) Registration Expiration Date: Signed: Title: President 793907, A, C-10, C-20 1000001980 P-6 of P-40 20D-12 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 TRAFFIC SIGNAL, MODIFICATIONS: 17"" STREET AT ENGLISEI STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET FEDERAL PROJECT NO: HSIPL 5063(156) PREVAILING WAGE COMPLIANCE; AND MONITORING STATEMENT Contractor is aware of the requirements of California Labor Code Section 1720, et seq., as well as California Code of Regulations, Title 8, Section 16,000, et seq., (`Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. Since the services are being performed as part of an applicable "Public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and since the total compensation is $1,000 or more, Contractor agrees to filly 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. Contactor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the services available to interested parties upon request, and shall post copies at the Contractor's principal place of business and at the project site. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws• The undersigned certifies that the foregoing is true and correct, Name of Firm California Prpf4wnal Engin4ering/Inc. Signature of BIDDER Title President (if an individual, so state) P-7 of P-40 20D-13 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 TRAFFIC SIGNAL MODIFICATIONS: 171 u STREET AT ENGLISH STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET. WESTMINSTER AVENUE AT CLINTON STREET FEDERAL PROJECT NO: NSIPL 5063(156) OWNERSHIP AFFIDAVIT STAT}, OF CALIFORNIA COUN-IY OF ORANGE. (.I 1 Y OF SANTA ANA Van Nguyen ❑ INDIVIDUAL ❑ PARTNERSHIP SS: being duly sworn. deposes and says: That he/she is the parry making the foregoing proposal: I hat he/she is n member ol'the co-partnet ship firm designated as: and who has been and is duly vested with the authority to make and e.xccate instruments for the co- partnership by: who constitute the other members ol'the co -partnership. ® CORPORATION That he is e : president of California Professional Engneering, Inc. a corporation tchich is making the foregoing proposal: ---- ❑ JOIN I' VFNTURF lYiat he is ol't one ol'the parties making Tire foregoing proposal as a joint eenhina, and the he/she has been and is duly vested with the anthorlq- to execute instruments for an oil behalf ot'the parties making said bid who are: that such a bid is genuine and�ot collusive or shaft, and has not in any manner sought by collusion to secw•e any ac vantage against tl e City of Santa Ana or any person interested in the proposed contract, for himself oRan o n.0 Signature of Subscribed and sworn to beforeiue this �i` day of 20 ILP Signature of officer Administering Oath (Notary Public) MA P-8 of P-40 20D-14 JURjVF @ State of California � @ County ofLos An eles SS. @ @ _ --g.._..---- -- -- @ @ Subscribed and sworn to (or affirmed) before me on this 4'th..— (lay of ...... ... May 2016 -, by @ @ @ Van Nguyenproved to me on the basis of satisfactory evidence p @ @ to be the person(a@ who appeared before me. 1F —IF M CHIT �ry •° Cae�M.fl 2042313 ',�`p'':'' PU LESCOUITY IA LOS f1:+G'E(E8 COVNIY LOS ` " c'ys fiiY COERA. E%P. $EP. 21. 2017'1 @ NO]ARY'S 41UN.ATURIi A notary public or other office completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached. and not the truthfulness. accuracv. or validitv of that document. J rLnce Nornaw en1.IN:}tanvr: srncoE Y17[ The information below is optional. However, it )nay prove valuable and could prevent fraadnlent attachrnent of this form to an unanthorized doeowent. @ @ (, CAPACITY CLAIMED BY SIGNER(PRINCIPAL) DESCRIPTION OFATTACIIEDDOCUAIE7NT t ❑ INDIVIDUAL.. 4 �� CORPORATE OFFICER Pj�s1Sje1n. Secr�I�ry,�rcnsnrcr, Manager TITLE OR 'fYPL OF DOCUMENT @ PARTNER(S) AI-FORNEY tN-PA(" I'-- @ TRUSTEES) NUMBER OF PAGES @ GUARDIANICONSERVNFOR @ 0@ OTHER: -- _ DA Pt 07 DO(1NIAN'1 (F AI3SENTSIGN'i1R(PRINCIPAL)ISREPRESENTING: RIGHT R NAMI:01'92.RS0 ,RS)0X1Nr1'1Y(1LS) , TI-IOMBPRINT 4 CRlifoln)a Professional Engineering, Inc, OF --- -- - - - SIGNER f+ @ @ @ @ @ @ �y .2 -a .+:Y,-_Y.g � wv.•A e ..; ,�. �enww'ti"w4v-v`-a�^r)�v4u`. W�e9-we�-v'N w: 2. s-w"C>.x%'�'� �t+-tT .9 i'J�u^'a°i t`-•�i �'CA� l 01!3.+018 LEY-WiRRA. COM X200$-300fl VA LCYSIFRIZANSt RAN(F 20D-15 CITE' OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 TRAFFIC SIGNAI., MODII-'ICA7'IONS: 1711-i STREET AT ENGLISH STREET, MAC.ART[IUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE A'I' SULLIVAN STREET. WF.S-['MINSTER AVENUE A I-CLINTON STREET FEDERAL PROJECT NO: IISIPL 5063(156) Bit) [_POND KNOW ALI, PRF,SENT that. California .,Px_ofe ional BngJnee risS Inc:., _ asBIDDER, and Allied World Insurance Company _ _ as SURETY, are held and firmly bound unto the CITY OF SANTA ANA, as AGENCY, in the penal sura of _ xeu nmcmm of T' TT , an Dollars ($i_ 10 0 , ). 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 SUR -17Y 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 AGF.NCY. IN WITNESS WHEREOF the parties hereto have set their names. titles, hands, and seal this _2 clay of _._ a.Pg L _ , 2016. BIDDER^` SURETY" Subscribcd and sworn to before me Signature: Notary Public in and for the County af` State of M this _—__.__ day of * Provide BIDDER/ SURETY name, address, and telephone number and the name, title, address, and telephone number of authrnized representative. OSGNCH: 3Co.ER•(. AGENT: . .. _-.._ cn.1 £n9inxcxi ng .nc. F!Lnl Nuxa lei, a IX..... , THE POND E%CYANG6 MD INSURANCE AGENCY J C.'.mTo o _ Scc, F In [ueYC', g`U P 9r"'17". 5. Hope S.. _ qua a tdHo Co.AVGe:ei rr gUO,y 37000 C4 !SANTA OR 8161 MPSS.UN Yr-!G..A C32fi9E m,a 91G-lhp id -07614"3 .949 1-IC00 P-9 of P-40 20D-16 ALL-PURPOSE ACKNOWLEDGMENT State of California Los Angeles SS' County of'_ On May 4, 2016 before tile, Diem Chu Notary Public, DAIL — personally appe�'ed _ Van Nguyen _ who proved to me on the basis of satisfactory eviderl(;c to be the persnlly� whose name�-� is'/'VR subscribed to tits within instrument and acknowledged to File that executes; the same in hisbt=Uxzr authorized capacity(in), and that by his/kKx0kxsx signature(%) On the instrument the person(foli, or the entity upon behalf' of which the persoti(�6� acted, executed the instrument. I certify under- PENALTY OF PERJURY under the laws of the Mate of California that the foregoing paragraph is true and correct. DIEM CHU WITNESS my hand and official seal. t �TARV P 2042319 NOinAY ppBIIG-f,I,LIFORNIA td8 r11larrr$ QOOA7Y "" rlt Comm t A notary, public or other office completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, aceuracv, or validity of that document. rLncr: NI,I rAav sr.ni. w nnnva srAas OPTIONAL INFORMATION The information below is optional. However, it may prove vah.table and could prevent fraudulent attachment of this form to an unauthorized document. CAPACITYCLAi1'fEDBYSIGNER (PRINC'IPAL) DESCRII'TION OFATTACHEDDOCUMENT [] INDIVIDUAL. (. CORPOM) F 012f [CER Presidcni,. Sceretary,- Treasurer, Manage) 91 rFf Olt l"l'P6OF DOCUMENF Pr112'INLl2(S) Irl HS) ATIORNEY-IN-F'AC'P TRU57GL(S) NUMPER OF PAGES E] GUARDIANICONSE,RVATOR _- OTIMR: - .-__- - _...- DATL O( Dt)C UMFiNI SIGINU,R (PRINCIPAL) IS Rt I RI1SF-;NTING N/AW UP PHRSOtitn> f In I?,IIYIIFS) California Professional Engineering, Inc. 4!'A I!301_ RIGIIT THUMBPRINT DPRINT OF SIONElt NOMM OUNDS SUPT FIANDI 01018 %1l ,ll' P'\MAAI I A sil.RRA_( OM!II dI 1'ALl let-SIrRNVINAt ILtNCL 20D-17 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity -of tile Individual who signer{ e document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA County Of Orange ........ . . .. . ........ ....... --- - ----- - --- ....... - --------- On April 29, 2016 before meData _, Rob R K ---------- --- - . ...... I Robyn an Notary Public, —8l I I-- ..... .. .. .. ... .. .. .. ........ ..... ... . .... ............ . .......... Irsail Name, of Nolaq vxe�ly us it appejrs an tliq r ffj,j,,j :Real personally appeared _YurgT Mullick — I. .--- ......... ..... ...... ....... ... rl� ROBYN R. KARGARI l , COMM, # 2115276 Tr NOWlY FURIC ORANGE COUNI-Y tti MYCOMM. EXRJUNE 13.2019 who proved to me on the basis of satisfactory evidence to be fine person(s) whose nail islare 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/herilheir signature(s) on the instrument the person(s), or the entity upon behalf of which the persons) ,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 han official seat SignatureA— --- i. ans ------ Place Nolo Gtai Above , ', Ala itlic k6Eyl� gan OPTiONAL Plough the information below is not required bylaw, it may rover valuable to persons relying on the document and could prevent fraudulent removal and rertttacvnent of the form to another document. Description of Attached Docurnent Title or Type of Document: Document Date: Signer(s) Other Than Named Above: Capacity(les) Claimed by Signer(s) Signer's Name: Individual I Corporate, OffjCear - -Tfle(s): EJ Partner E] tinted 0 Genpral Attorney in Fast Truster ❑ Guardia,; or Conservator Other: Signer is Representing. Number of Pages: Signer's Name: D Individual E] Corporate Officer D Fenner D limited F -I Genera LJ Attorney Fact D Trustee 7 Guardian or Conservator [] Other: Signer is Representing 20D-18 Allied World Surety AM , Division of Allied World Insurance Company 30 S,17t" St., Suite 810 Philadelphia, PA 19103 POWER OF ATIPORNEY Issue Date: April 1, 2016 No. 32826-A1244 Single Transaction. Limit: $10,000,000 KNOW ALL MEN BY THESE PRESENTS: Allied World Insurance Company, a New Hampshire corporation (the' Company") does hereby appoint NAME(s): James W.Moilanen Yung T.Mullick FIRM: The Bond Exchange& Insurance Agency. 24800 Chrlsanta Drive Suite: 160 Mission Vlejo, CA 92691 Its he and lawful Attomey(s)-in-Fact, with full authority to execute on its behalf bonds, undertakings, recognzances and other contracts of indemnity and writings obligatory in the nature thereof, issued in the course of its business, and to bind the Company thereby. This Power of Attorney shall remain in full force and effect for one year from the issued date above -referenced and shell expire on dose of business of the first anniversary of such Issue Date. iN WITNESS WHEREOF, ALLIED WORLD INSURANCE COMPANY has caused these presents to be executed by the officer named below, who is duly author zed and empowered to execute on the Company's behalf. This 1st day of April, 2016 C04Ma+tweA6 F• PEN syfvaKrt MQTAF'f�t, SF�L ' f.1, Nbf�graAhb CLVI y(,"2fnfn�54 nu00- tutit.20M Title: SeniorVice President - Surety State of Pennsylvania ) County of Philadelphia )SS. h On this lst day of April, 2016, before me came the above-named officer of ALLIED WORLD INSURANCE COMPANY, to me personally known to be the Individual and officer described herein, and acknowledged that he executed the foregoing Instrument and affixed the seals Notary of said corporation thereto by authority of his office. My Commission Expires: 08/05/2018. CERTIFICATE Excerpt of Resolution adopted by the Board of Directors of the ALLIED WORLD INSURANCE COMPANY (the "Corporation"), on December 31, 2012: RESOLVED, that the properoflksm of Me Corporation, the head of the surety business line far Me Corporation and thelrappanted designees .(each an °Authozed Officar and collectively, lie "Authorized OffioerC) be, and each harAbyie,augwdzed to appoint ons ormore AtlomayaoRictto represent and act for and an behalf of Me Corporation in the transaction of the Comparry+s surety business toexeeute (under the common seal oflheCorporator, ifappropriate) hoods, undertakings, recognlzances arid other coaradsof indemnity and wdhngs obligatory in Ute nature thereof. RESOLVED, that in connection wih the Comomtion's transaction of surely business, the signatures and aliestabons of the Authmnzed Officers and the seal of the Corporation may he mixed to any such Paver of. Attorney a to any cedificale renting Ihaso by facslmfie, and any such Paver of Attomay or catificale bearing such facsimile signatures a facsimile seat shall be valid and binding upon the Corporation when so aPxadWhrespect to my band undertaking, A.wgnizanceoeolherconVactofindemnityavrriWg obligatory in the nature Moral RESOLVED that in connection with the Corporation's transaction of surety business, the banners or mechanically reproduced signature of any Aulharzed Olken whether made salacious or hereafter; - whenever appealing upon a copy of my Pow ofAttorney of the Corporation, with signatures affixed as next above noted, shag be valid and binding upon the Corporation with the same More and effect as though manuatt affixed. RESOLVED, hat Inconneclion with the corporators transaction of sumtybusiness; any such Attomay,4FW detivenrg a secretarial or ahercertfication that the berthing tssduhonss611 be in erectmay: iruistin such corldcatbn Module (thchoccif, said date Lobe not lalerthan the daleofifelikery the2of bysuch Apomey4f`act RESOLVED, that theAuthothed Officers be, and each hereby is, aultmized to exeuile (under Me ceinmon serol of the Corporation B appropiale), make, file and delicur in the name and at behalf of the Corporation any aro all canseria, ceNficaes, ayaanents, amendments, supplements, instruments and option documents whatsoever, and do any and all other things whatsoever in connection with the Comorations haps Ilion of surety, business, as such Aullonzed Officer shall in his a her absolute discretion deem or determine appropriate and any of the foregoing mealtime, the kareaHlons conlemplated lhermyranid any sectary matlersthereto mcfortocarry out the purposes and intent thereof, such deemhg ordeterminafon to be conclusively evidenced by any such exeadionathe taking of my such action breach Authorized Officer I, Timothy J. Curry, Secretary of the ALLIED WORLD INSURANCE COMPANY, do hereby certify that the foregoing excerpts of Resolution adopted by the Board of Directors of this corporation, and the Power of Attorney issued pursuant thereto, are true and correct, and that both the Resolution and the Power of Attorney are in full force and effect: IN WITNESS WHEREOF, I have hereunto set my hand and affixed the facsimile seal of the corporation, thh,2 dayof 20,& InnothyJ. Curry, Secretary SUR 00046 00(3/2013) 20D-19 No. 3186-A STATE OF CALIFORNIA DEPARTMENT OF INSURANCE SA.N FRANCISCO Amended Certificate of Authority THIS Is TO CERTIFY that, pursuant to the Insurance Code of the,State ofCcrlifornla, Allied World Insurauec Company ql New Flampshlea, organized under the Tows of New Hampshire, subject to its Articles of Lmorporation or ath6m fttnetanaental nrganiaattonal documents, is hereby mahorizedto tronsactwithin this State, subject to all provisions of this Cert�flcata, the following classes ofinsurance: Fire, Marine, Smroty, Plate Claes, Liability, Workers' Compensation, Common Carrier ,Liability, Beller and Machinery, Burglary, Credit, Sprinkler, Team and Vehicle, Automobile, Aixcraft, and Miscellaneous as such classes are now or ineo, hareafter be defined in the Insurance Laws al'the State of California. T141S CERTIFiCATE is expressly conditioned upon the holder heraofnow and hvreaJter beteg in full compliance with all, and not in vivicuion ofany, gfthe applicable laws and lawful requirements made undler aulhorlav ofthe laws of rho.Shem of Cal (forma as rang as such laws or requirements are in effect cid applicable, will as such laws and requirements now are, or may hereafter be changed or amended, IN WITNESS WJ-WRL?OF, eyeett we as of the 22''4 day, of May, 2013, !have heraunto set any hand and caused my official seal to be affixed this 22°a day of !Kay, 2013. Dave Jones lnaurem'c Cnmmisrlo,wr l / r/ n sY f Susan J. Stapp for Nettie Hoge CAiefDepae, NOTTCE: Qualification with the Seuetary, of State must be accomplished as required by the Califomia Corporations Code promptly atter, lseeranoe oPUals Ccrtitieate ofAuNadtyFvdlure to do so will be a Notation o0a6waaco Code section 701 and Willbe grounds ear revoking Us Cert�cato of Authority pursuant w the covenants made Sc the application therefor and lbo oorldidons ooutahred herein, 20D-20 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 TRAFFIC SIGNAL MODIFICATIONS: 17"_t STREET AT ENGLISH STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET FEDERAL, PROJECT NO: HSIPL 5063(156) 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: o Streets, highways including bridge Projects: 1/2% of the bid or $10,000, whichever is greater o Buildings, parks, or other projects: %x% 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 kyrmin f4 e Dlltef`lIM4 '&*WCj.l�I�4NIj License #/Exp. 'gafor51 le - k251-�i3O_ DIR Reg. #/Exp. j QGC) J{ UJrD License # Location I- w)mPS etl D`-yCr"vl 0 Ox - Phone Type Of Work ppQp21 (�I Amount $ a Otis _ Name License #/Exp. DIR Reg. #/Exp. License Location Phone Type Of Work Amount $ Signature of Bidder Name 012{1 CU�N11P 3C�'ti INC S1nCQ,l At License 4/Exp.1 ix��I r i C1 l DIR Reg. #/Exp, j fl ( )lam I ( r> Location 1B3 N' V� St 1GQi Phone j� if%lj�Lll�� Type Of Worky21 �INh Amount $ f 15113 Name C�(� License #/Exp. DIR Reg. #/Exp. 1()600001%7 Lip -W -.2Q to License # _ LocationILS aih7 St, lRWtyeJ/' Phone �12�- (&di?;) Type Of Work � ,iZ ()VJ)Cs Amount $ Name License #/Exp. DIR Reg. #/Exp. License # _ Location Phone Type Of Work Amount $ P -I0 of P-40 20D-21 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 TRAFFIC SIGNAL MODIFICATIONS: 17 T11 STREETAT ENGLISH STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET FEDERAL PROJECT NO: HSIPL 5063(156) REFERENCES The following are the names, addresses, and telephone numbers for THREE public agencies for which the BIDDER has performed similar work within the past three years. 2. 3. Please See Attached Name and Address of Owner. Name and Telephone Number of person familiar with project, Contract Arnount Name and Address of owner. Type of Work Date Completed Name and Telephone Number of person familiar with project. Contract Amount Type of Work Date Completed Name and Address of owner. Name and 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. Please See Attached P-11 of P-40 20D-22 929 Otterbein Ave., Unit E La Puente, CA 91748 Ph: (626) 810-1338 Fax: (626) 810-1.322 www.cpengineeringinc.com California Professional Engineering; Inc.,-, Traffic Signal -Job References PROJECTS: Traffic Signal Improvements at Pasadena Ave & Walnut St Amount: $110,684.96 Owner: City of Pasadena Owner Address: 100 N. Garfield Ave Pasadena, CA 91109 Project Manager: John Ramey Contact Phone #: (626) 744-6912 Fax #: (626) 396-7985 Status: Completed Approximate Start/End Dates: August 2015 -Jan 2016 Description of Supplies, Equipment, or Services Provided: Installation of Conduit, Pull Boxes, Loop Detectors and Bicycle Loop Detectors, Traffic Signal & Poles, Cabinet & Controller. Traffic Signal Modification Raitt Street at Adams Street Amount: $707,855.63 Owner: City of Santa Ana Owner Address: 20 Civic Center Plaza Santa Ana, CA 92701 Project Manager: Edward Torres Contact Phone #: (714) 647-5029 Fax #: (714) 647-5622 Status: Completed Approximate Start/End Dates: April 2015 -Aug 2015 Description of Supplies, Equipment, or Services Provided: Installation of Conduit, Pull Boxes, Communication Equipment, Loop Detectors, Fiber Optic, Cable, Preemption System, Cabinet & Controller, Access Ramps, and Striping & Markings. Lincoln Avenue and Westchester Drive Traffic Signal System Improvement Project Amount: $227,450.00 Owner: City of Anaheim Page 1 of Document Last Updated 41512016 20D-23 Owner Address: 200 South Anaheim Blvd Anaheim, CA 92805 Project Manager: Robert Palaeologus Contact Phone #: 714-765-5285 Status: Completed Approximate Start/End Dates: September 2014 — November 2014 Description of Supplies, Equipment, or Services Provided: Installation of Conduit, Pullboxes, Traffic Signal, Poles, Illuminated Street Name Signs, HPS Luminaires, Loop Detectors, LED Countdowns, Cabinet & Controller, Access Ramps, Median Nose, Striping & Markings. Page 2 of 2 Document Lrast Updated 111M0/6 20D-24 929 Otterbein Ave., Unit E La Puente, CA 91748 Ph: (626) 810-1338 Fax: (626)81O-1322 www.cpengineeringinc.com California Professional Engineering, Inc. We intend to procure all bonds from: The Hanover Insurance Company Yung T. Mnllicic, Attorney -In -Fact 24800 Chrisanta Drive, Suite 160 Mission Viejo, CA 92691 949 -461 -7000 -office # 949 -461 -7725 -fax # yinullick@thebond-exchange.com We intend to procure all auto liability certificates from: We intend to procure all general/access liability certrfleates from: Grosslight Insurance, Inc. George Duran, Agent 9381 Haven Ave Rancho Cucamonga, CA 91730 909 -204 -3629 -office # 909 -204 -3679 -fax # LleoY L ctb„,$YQssll *aht. com We intend to procure all workers'compensation certificates from: BBSI Magdalena Gilane, Agent 1950 Sunwest Lane, Suite 250 San Bernardino, CA 92408 909 -890 -0100 -office # 909 -890 -0120 -fax # inagdalena.gilvie@bbsiliq.eom Page 1 or t 20D_25 Docamew Last Updawd M-1. t3 CITY OF SANTA -.ANA PROPOSAL PRUJLCTNO.: 15-6334 TRAFFIC SIGNAL MODIFICATIONS: 1,7Tn STREET ATENGLISH STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE,, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER. AVENUE AT CLINTON STREET FEDERAL PROJECT NO: HSIPL 5063(156) ¢7DITT�Nt\L REF'YR ENCES The following are the nairtes, addresses, and telephone numbers for 1HREX public agencies for which the DIDDI ZR or Subcontractor has performed street improve:rrent work in the past 5 years. Nam and Address of Owner. Name and Telephone Ni um 'Ali fes% 0�7 _. Contract Amount I m Naand Addrcsso%vri 4J)�.Nvr Name and Tel ne h Nunn _U.5' - Contract Amount `r 3. QA, ,y- odd vtfo Marne ah Address of o! Type with with Typo of Work rJ 2-C71 .._.,._ Date Completed In"r "L.11V?-11h1ij CA X70 01 10b'0117 Date Completed 'A' CA- qsCxP .n Name and Te' phone Ntrrnber of person fe�m_ili�ar wit�h,praject. ave Contract Amount Type of Work Date Completed The following are the names, addresses, and telephone numbers of all brokers avid sureties from whore BIDDER. intends to procure insurance and bonds. P -I2 of P-40 20D-26 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 TRAFFIC SIGNAL MODIFICATIONS: 17"" STREET A'T' ENGLISH STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER AVENUE AT OLIN FON STREET FEDERAL PROJECT N0: IISIPL 5063(156) NON -COLLUSION AFFIDAVIT (Title 2.3 United States Code Section 112 and Public Contract Code Section 7106) In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and wilt not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above Non -collusion Affidavit is part of the Proposal. Signing this Proposal on the Signature portion her binrli aIs stitute signature of this Non -collusion Affidavit_ BIDDERS are cautioned that ral4iing a false W i cation/hay subject the certifier to criminal prosecution. Signed State of California County of Los Angeles Subscribed and sworn to (or affirmed) before me on this _ day of , 20_, by proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me Notary Public Signature Notary Public Seal P-13 of P- 40 2OD-27 JURAT State of California y $Los $ Angeles .SS. C.ounty of __......__..__....._..____.__.....___.._...__.__..._.._._..... 4 0 Subscribed and sworn to (or affirmed) before me on this 4th day of May 2016 by 8 4 Van Nguyen-____.., proved to are on the basis of satisfactory evidence }� � 0 $ to bo the person(xa who appenred before Inc. $ $ 0 $ $ $ 0 $ $ $ 4 1 i�d DIEM CHU $ $ f;t e o-A.B 2042313 �. gl OTAR', PU6UG CALIFORNIA $ Los Aieum COUNTY MM COMM UP. SEP��...P $ 21,, 2017 k ' N CAR SIGNA'I'URL of A notary public or other office completing this certificate verifies only the identity of the individual who signed the document to which this ne+tificato is attached. and not the truthfulness. accuraov. or validity of that tlocumelJt. $ 1t PLACPi N(J I'A I2Y IP:ALw.4RaVG SPAGF:� --�� OPTIONAL INFORMATION � $ The information below is optional. ITowever, it may prove valuable and coedit prevent fraudulent attachment � of this form to an unauthorized document. $ 5 $ CAPACITY CLAIASED BY SIGNER (PRINCIPAL,) DESCRIPTION ()FAT ACHED DOCUNIENP $ $ INDIVIDI'AL. $ $ ] ('ORPORAJEOITWER j2res.ictsnL,iFvtSSlaq'.,TJeosm er, Manager TFIL-73 OR TY['B OF DC7CJUMF.NT $ Trnatls) C] PARTNLR(;5) $ $ AT(Y)RNI Y-IN-hAC'I' — - ----- NUMBER OF PAGES $ $ GU,1RDIAiU/CONSFRVAI OR $ -- --- — $ � ❑ o'['HER: _------_--�-- r�Art of nocvnal=N r q 1) i� ABSE.NT SIGNA.R (PRIN(IPAL) 1S REPRE'SENTING: RIGHT �" m,�na:or-�uusoN(s; na l_,u rrrvaes' 1IJFM1 BPRINT $ F California Professional Engineering,_ Inc. OF ___ - _- ..-_ SIGNER `7 $ $ k $ $ ('„ - . .. n .� .. >� s .r i ., d ..,- � � 4,. v �n �.. o e �. di y ..o v .. e .y d ,• . v+ �. .. � w _ ., v v a+ .e^ ,_ ,'r� rn Onpn NOIAkl'BONDS sI lI LIL'SAWllOk%+ISAT HTfPrslv0.'RlV4l1I1 lILit IZA CI�AI X200<_]DOR VALLFv.Fi6'1zRA�NsrRA;Vc� 20D-28 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834• TRAFFIC SIGNAL MODIFICATIONS: 17 T11 STREET AT ENGLISH STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET FEDERAL PROJECT NO: HSIPL 5063(156) NON-DISCRIMINATION CERTIFICATE The undersigned contractor or corporate officer, during the performance of this contract, certifies as follows: I. The Contractor shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Contractor shall take affirmative action to ensure that applicants are employed, and that employees are, treated during employment without, regard to their race, color, religion, sex, or national origin. Stich 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 shalt send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Contractor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Contractor shall comply with all provisions of Executive Order 't 1246 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 Contactor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies involved as provided in Executive Order 1.1246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. P-14 of P-40 20D-29 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 TRAFFIC SIGNAL MODIFICATIONS: 17"u STREET AT ENGLISH STREET, MACARTITUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET FEDERAL, PROJECT NO: IISIPL 5063(156) The Contractor shall include the portion of the sentence immediately preceding paragraph (I) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order l 1246 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, cept as provided in, Section 1420, and any contractor of public works violating this Section is sub j t to aI-lhe penal ' s ii posed for a violation orthe Chapter. Signed: Title. President Firm: California Professional Engineering, Inc. Date: 05/04/2016 P- 15 Of P-410 20D-30 CITY OF SANTA ANA PROPOSAL PROJECTNO.: 15-6834 TRAFFIC SIGNAL MODIFICATIONS: 17 "" STREET AT ENGLISH STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET FEDERAL PROJECTNO: HSIPL 5063(156) 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: Apply to the joint apprenticeship committee administering the apprenticeship standards of the craft or trade in the area of the site of the public work for a certificate approving the contractor under the apprenticeship standards for the employment and training of apprentices in the area or industry affected. 2. Employ the number of apprentices or the ratio of apprentices to journeymen stipulated in the apprenticeship standards. 3. Contribute to the fund or funds in each craft or trade in which he/she employs Journeymen or apprentices on the public work, in the sane 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: Title: Firm: California Professional Engineering, Inc. Date: 05/04/2016 P-16 of P-40 20D-31 CITY OF SANTA ANA PROPOSAL, PROJECT NO.: 15-6834 TRAFFIC SIGNAL MODIFICATIONS: 17TH STREET AT ENGLISI I STREET, MACARfHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET FEDERAL PROJECTNO: IISIPL 5063(156) STATEMENT REGARDING "ANTI -KICKBACK"' REQUIREMENTS The undersigned is submitting this proposal for performing by contract the work required by these bid documents, agrees to comply with the Copeland "Anti -Kickback" Act (18 USC 74) as supplemented in the Department of Labor regulations (29 CFR, Part 3). This act provides that each contractor or subcontractor shall be prohibited from inducing, by any means, any person employed in the construction or repair of public work, to give up any part of the compensation to which he/she is otherwise entitled. Signed: Title: President Firm: California Professional Engineering, Inc. Date: 05/04/2016 P-17 of P-40 20D-32 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 TRAFFIC SIGNAL MODIFICATIONS: 17TH STREET AT ENGLISH STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET FEDERAL PROJECT NO: HSIPL 5063(156) PUBLIC CONTRACT CODE SECTION 10162 QUESTIONNAIRE In conformance with Public Contract Code Section 10162, the BIDDER shall complete, under penalty of perjury, the following questionnaire: Has the BIDDER, any officer of the BIDDER, or any employee of the BIDDER who has a proprietary interest in the BIDDER, ever been disqualified, removed, or otherwise prevented from bidding on, or completing a federal, state, or local government project because of a violation of law or a safety regulation? Yes No X If the answer is yes, explain the circumstances in the following space. P-18 of P-40 20D-33 CITY OF SANTA ANA PROPOSAL PROJECTNO.: I5-6£334 TRAFFIC SIGNAL MODIFICATIONS: 17""' STREET AT ENGLISH STREET, MACART14UR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET FEDERAL PROJECT NO: HSIPL 5063(156) BIDDER'S STATEMENT REGARDING R. roUIRED FEDERAL CONTRACT PROVISIONS (FORM FIIWA-1273 The undersigned, is submitting; this proposal for pertbrming by contract the work required by these bird documents, agrees to comply with the required Federal Contract Provision (Form FIIWA-1273) as shown in the appendix of the Special Pf 'sions of thip ooject. Signed "title President Firm California Professional Engineering, Inc. Date 05/04/2016 P-19 of P-40 20D-34 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 TRAFFIC SIGNAL MODIFICATIONS: 17111 STREETAT ENGLISH STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER AVENUE AT CLINTON S'TRE'ET FEDERAL PROJECT NO: FISIPL 5063(156) EQUAL EMPLOYMENT OPPORTUNITY CERTIFICATION The bidder_ _California ProfessionaL..En i.neer ng Inc. , proposed subcontractor _._._ , hereby certifies that he has X , has not _____, participated in a previous contract or subcontract subject to the equal opportunity clauses, as required by Executive Orders 10925, 11114, or 11246, and that, where required, he has tiled with the Joint. Reporting Committee, the Director of the Office of Federal Contract Compliance, a Federal Government contracting or administering agency, or the former President's Committee on Equal Employment Opportunity, all reports due under the applicable filling requirements. Note: The above certification is required by the Equal Employment Opportunity Regulations of the Secretary of Labor (41 CFR 60-1.7(b) (1)), and must be Submitted by bidders and proposed subcontractors only in connection with contracts and subcontracts which are subject to the equal opportunity clause. Contracts and subcontracts which are exempt from the equal opportunity clause are set forth in 41 CFR 60-1.5. (Generally only contracts or subcontracts of $10,000 or under are exempt.) Currently, Standard Form 100 (EEO -1) is the only report required by the Executive Orders or their Implementing regulations. Proposed prime contractors and subcontractors who have participated in a previous contract or subcontract subject to the Executive Orders and have not filed the required reports should note that 41 CFR 60-1.7(b) (I ) prevents the award of contracts and subcontracts unless such contractor submits a report covering the delinquent period or such other period specified by We Federal Highway Administration or by the Director, Office of Federal Contract Compliance, U.S. Depay ment of Labor. Signed Title President Firm California Professional Engineering, Inc. Date 05/04/2016 P-20 of P-40 20D-35 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 TRAFFIC SIGNAL MODIFICATIONS: 17""' STREET AT ENGLISH STREET, MACARTIIUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET FEDERAL PROJECT NO: HSIPL. 5063(156) PUBLIC CON "IRACT CODE SEC ONN 10285.1 STATEMENT In conformance with Public Contract Code Section 10285.1 (Chapter 376, Stats. 1985), the bidder hereby declares under penalty of perjury under the laws of the State of California that the bidder has _, has not 4been convicted within the preceding three years of any offenses referred to in that section, including any charge of fraud, bribery, collusion, conspiracy, or any other act in violation of any state or Federal antitrust law in connection with the bidding upon, award of, or performance of, any public works contract, as defined in Public Contract Code Section 1101, with any public entity, as defined in Public Contract Code Section 1100, including the Regents of the University of California or the Trustees of the California State University. The term "bidder" is understood to include any partner, member, officer, director, responsible managing officer, or responsible managing employee thereof', as referred to in Section 10285.1. Note: The bidder must place a check mark after "has" or "has not" in one of the blank spaces provided. The above Statement is part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Statement, Bidders are cautioned that making a false certification may subject the certifier too criminal prosecrution. Signed Title President Firm California Professional Engineering Inc. Date 05/04/2016 P-21 of P-40 20D-36 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6334 TRAFFIC SIGNAL MODIFICATIONS: 17"" STREET AT ENGLISH STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET FEDERAL PROJECT NO: HSIPL 5063(156) PUBLIC CONTRACT CODE SECTION 10232 STATEMENT In conformance with Public Contract Code Section 10232, the Contractor. hereby states under penalty of perjury, that no more than one final unappealable funding of contempt of court by a federal court has been issued against the Contractor within the immediately preceding two year period because of the Contractor's failure to comply with an order of a fecleral court which orders the Contractor to comply with an order of the National Labor Relations Board. Note: The above Statement and Questionnaire are part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Statement and Questionnaire. Bidders are cautioned that making a false certification may subject the certifier to criminal prosecution. / Signed Title President Firm California Professional Engineering Inc Date 05/04/2016 P-22 of P-40 2OD-37 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 TRAFFIC SIGNAL MODIFICATIONS: 171u STREET AT ENGLISH STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET. WESTMINSTER AVENUE AT CLINTON STREET FEDERAL PROJECT NO: HSIPL 5063(156) Tl"CLE 49 CODE OF FEDERAL REGCILA'1`IONS. PART 29 DEBARMENT AND SUSPENSION LIE RFIHCA I ION The bidder under penalty of perjury, certifies that except as noted below, he/she or any person associated therewith in the capacity of owner, partner, director, officer, manager: is not Currently under Suspension. debarment, voluntary exclusion, or determination of ineligibility by any federal agency; has not .suspended, debarred, voluntarily excluded, or determined ineligible by any 'federal agency within past three years; has not been indicted. convicted, or had a civil judgment rendered against it by a court of competent jurisdiction in any matter involving fraud or official misconduct within the past 3 years. If there are any exceptions to this certification, insert the exceptions in the following space Exceptions will not necessarily result in denial of award, but will be considered in determining bidders responsibility. For any exception noted above, indicate below to whom it applies, initialing agency, and dates of action. Note: Providing false information may result in The above certification is part constitute signature Of (his Cel Signet( Title President Firm California Professional Engineering, Inc. Date 05/04/2016 Prosecution or administrative sanctions. this Proposal on the signature portion thereof shall also P-23 of P-40 2OD-38 CITY OF SANTA ANA PROPOSAL PROJECTNO.: 15-6834 TRAFFIC SIGNAL MODIFICATIONS: 171tt STREET AT ENGLISH STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET", WESTMINSTER AVENUE AT CLINTON STREET FEDERAL PROJECT NO: FISIPL 5063(156) NON -LOBBYING CERTIFICATION FOR FEDERAL AID CONTRACTS The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: (l) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influence or attempting to influence all officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the malting of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment or modification of any Federal contract, grant, loan, or cooperative agreement. (2) If any funds other than Federal appropriate fwtds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Mernber 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 of Lobbying Activities," in accordance with its instructions. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Cotte. Any person who fails to the the required certification shall be subject to a civil penalty of not less than $'10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by sub fritting his or her bid or proposal that he or she shall require that the language of d is certification b it clucked in all lower tier subcontracts, which exceed $100,000 and that all such su�)-ret ts s itwihaIj,,vetjt�f" incl disclose accordingly. Signed Title President Firm California Professional Engineering Inc. Date 05/04/2016 Standard Forin LLL may be obtained from Caltrans and FHWA offices. P-24 of P-40 20D-39 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 1.5-6834 TRAFFIC SIGNAL MODIFICATIONS: 17(" STREET AT ENGLISH STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET FEDERAL PROJECT NO: HSIPL 5063(156) DISCLOSURE OF LOBBYING ACTIVITIES DISCLOSURE OF LOBBYING ACTIVITIES Apaowabyoa+a Complete this force to disclose krbbying activities pursuant M 31 U_S.C. 1352 u 8-0016 (See reverse for oubbfic burden disc] .T 1. Type of Federal Action: 2. Status of Federal Axtion: 3. Report Type: ❑a. contract a. bidlolfer7ap;A:.l m El a. initial filing b. grant b_ initial award b, numeriai change c. txroperativa agreement o. pcstaward For Material Change Ontj: d. loan year 9uartsr a- loan guarantee date oflastrepon f. loan insurance 4_ Name and Address of Reporting Entity: 5. If Reporting Entity in No. 4 is a Submiai e, Enter Name El Pratte [] aubawwooc and Address of Prime: Tier__ ifknown: Con ressional Distrixt. ifkncwn: Congressional District ,.dtrmwn: B. Federal OeparMranUAgency: 7, Federal Program:'Description: CFDA Number Wtde: S. Federal Action Number, ifknown:3. Award unf, ifknowrr: S 10, a. Name and Address of Lobbying Entity b. In ' ' mats Perfonning Services (incduding address tf (ifindiwduat, last name.. first name. Ml): Brent Ifean No. Iva) (last name, first name. Ml): atGd, t:A m Ste 's u^F{Lt0. Nneceme 11. Amount of Payment (check all Ihat appfY): 13. Type of Payment (check aft that apply):. $ .... [Jactual El[Ia rahiiner r7b. ole-Nma Tea ❑ e. Marchand 12. Form of Payment (check ad Pham Y. p a each ❑ d aordl gNA ora Q b, I"mo. apeeW nature El 0. decided value .— ❑to(lam1paa8y:_, 14. Brief Description of Se as Performed or to be Performed and Date(s) of Service, including officer(s), employea(si, or Memb r(s) contacted, for Payment Indicated in than 11: atna�CdntNuaibn 3rmak's SF{ knLte 15- Contlnuatin Sheets SF-L.LLA attached: Uyart No tg• 1Y53. PN, . d'diePP,a uxr+t� • as+e6+ 9 },rww sa ¢I fC $ignatV(e: Print Name: y...ux ... p..+hxnr—. �.�rue,..Mra.a mar. u.+..r.. ,.ww w.,.e m si ux:u usx oar Title: P rcgJLIPp j, --.— .e. ww,.cmuumm m,c..,r..•..,a.....wy.,a.n m.a,tc.++b.t..ii...xa i,Rmu.,ana�:.. a.n sroxms r.. Telephone No.: 626-810-133a-Date:O 104/ 016 AaTglietl ter Loa Reproreart e Federal Use Only: ilYddaard Farm LLt Rau. T J] P-25 of P-40 20D-40 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 TRAFFIC SIGNAL MODIFICATIONS: 17T`1 STREET AT ENGLISH STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUl; AT SULLIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET FEDERAL PROJECT NO: HSIPL 5063(156) INSTRUCTIONS FOR COMPLETION OF SF -LL, DISCLOSURE OF LOBBYING ACTIVITIES IB.i'✓g17iyCC7ON$ VOR .+CCY[tNk"R.ET10": OF Sr -LLL. .0I.10CLMURE OF LOMY11110 ACUME11 y,..ratwrtuq+map.:t w:mauarmmNeUeraaadan:frr%%*Iaurymg.adaa{yrtsv,mux':Aaaa WamVatW-paaUMAdreamta0naaVAaamwdamFyytaatyaYa{arL, a: A7a111@f � eealua ardmeuum�fr.'etlmal'aArorh 3. yaewtury awnaptxncma�aauantuemnrrotarM:lapom. tteaaas ayenawyi+r§PoreaaseapSranaatenaaupge tpmte lm(mralloaaplealdelY,apa�eeadee �rim!i+�`Val'am wriaen itl� �n'�area. ®i�u Inea�eacitiauibS Catlwo�8faanmun®a rt�oro.ey me. r�oruny,eNity+tdr7l�anve�tb:ege�ar '�-�Ierwlwff nw e.a:8ge,all'i. 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Y3 OWLettwimor amq.assn:tw4 P,:palNeaVWta:R1)aefUek to atabhea'. Aa,, -aw,sel 6'tIk¢'t'MPIA am" woni'. Aww nava las r+atrm. Pont WaA , naIw.m, Asia kiDpowenwbw W14YdWr>1K,}L ba ePaeeme*Fieduftrtftt; Asa ids' ma peceAro Rviond U a mllecbm NeIIoneaflunLLnbw n mlepiap a veCmONE Cord d Fewwwx Aha xaaa Tme vw7hol nowbe,To- ttaW AvInuiaban=11801oll Is. wa Na, t13G39f &amr:mPnAn9. Iarmee Tad mea-mfedim aFmmnaon It ee0mta eatp 2aErMIiew mtrudeeper respors .dnctut" am Its ouleatv "dodwIs, sea moit teasing awls ShnICeE. 9 tede%l And mlalMalnugthe-Data heed0.aa wFRIMUngad rawkMnglha iiledlanoe mxmn+aenr. 1w0 ooer aged ra-aua. criectona mmmaligl:rolanxeiKT:m:e7arra.au:adrwiA*a-INa.au'X:,ga rase S:Msmaa ManagaSiEatif B+s47et, �'x.'ncit i2emn:umwapect (Smdtkail9u};'LYam{py�YM1l, Xx: TllOih% P-26 of P-4 0 20D-41 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 TRAFFIC SIGNAL MODIFICATIONS: 17Tf1 STREET AT ENGLISH STREET. MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET FEDERAL PROJECT NO: HSIPL 5063(156) ESIIIBrr 15-G CONSTRUCTION COti'rRACI' DBE CON4UiTDIEINT 1. Local Agency: City of Santa Ana 2. Contract DBE Goal: 6.531 Traffic Signal Modifications on: 17" St at English St, MacArthur Blvd at Plaza Dr, Edinger Ave at Sullivan, 3. Project Description: Westminster Ave at Clinton St 17"' St at English SL MacArthur Blvd at Plaza Dr, Edinger Ave at Sullivan, Westminster Ave at Clinton Sl 4. Project Location: in the City of Santa Ana California Professional Engineering, Inc. M/ r aid e 5. Bidder's Name: 6. Prime Certified DBE: Amount:.. 8, Total Dollar Amount for ALL Subcontractors:[�. %Thi 5-0 9. Total Number of ALL Subcontractors: _ 10. Bidq Item 1. Description of Work, Service, or Materials 12. DBE Certification 13. DBE Contact Information (Must be certified on the date bids are 14, DBE Dollar Number Supplied Number opened) Amount T—"(1551 Ii15G �.1(� �Mutll4d, 2. p �'A-(U'Fi,Yhr > h y1ve)Ovt lVic qa-6 Oftil -ANe 011tril ,?.RRy6ry IC ,611-7 Local Agency to Complete this Section S( >v)I f,I P ' 21. Local Agency Contract Number: 22. Federal Project Number: 15. TOTAL CLAIMED DBE PARTICIPATION -1^� -Aid HSIPL 5063(756) _ !C"U�-o{ 23. Bid Opening Date: IMPORTANT: Identify all DBE firms being claimed for credit, 24, Contract Award Date: regardless of tier. Names of the First Tier DBE Subcontractors and their respective ilern(s) of work listed above must be consistent, where applicable with the names and fternsittif the work in fire "Subcontractor List" submitted Local Agency certifies that all DBE certifications are valid and information on with your bl >Wxftlen ' firmation of each listed DEE is this form is complete and accurate. requ e I. 05/04/2016 25, Local Agency Representative's Signature 26. Date _ 16. eparer's Siq lure 1 '0110-1338Van Nguyen 27. Local Aqency Representative's Name 28. Phone 18. Preparer's Nal a 19. Phone President 29Local Agency Representative's Title 20. Preparer's Title DISTRIBUTION: 1 Original - Local Agency 2. Copy- Caltrans District Local Assistance Engineer(DEAF). Failure to subiod to OLAE within 30 days of V.01 cl execution may result in de-0119ation of Iederal funds on canlract. Include additional copy with award package. ADA Notice: For Individuals will, sensory disabilities, this document is available In allemalo formals. For6rlormahon call (916)054-041r TD0(916) 654J880 orw,te Records and Forl Menagomenl. 1120 N Street. MS 89, SeaepOpid. OA 95814 P-27 of P-40 20D-42 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 TRAFFIC SIGNAL MODIFICATIONS: 17TH STREET AT ENGLISH STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET FEDERAL PROJECT NO: HSIPL 5063(156) INSTRUCTIONS — CONSTRUCTION CONTRACT DBE COMMITMENT CONTRACTOR SECTION 1, Local Agency - Enter the name of the local or regional agency that is funding the contract. 2. Contract DBE Goal - Enter the contract DBE goal percentage as it appears on the project advertisement. 3, Project Location - Enter the project location as It appears on the project advertisement, 4. Project Description - Enter the project description as It appears on the project advertisement (Bridge Rehab, Seismic Rehab, Overlay, Widening, etc). - 5. Bidder's Name - Enter the contractor's firm name. 6. Prime Certified DBC - Check box if prime contractor is a certified DBE. 7. Bid Amount - Enter the total contract bid dollar amount for the prime contractor. 8. Total Dollar Amount for ALL Subcontractors — Enter the total dollar amonmt'for all subcontracted contractors. SUM = (,DBEs + all Non. DBEs). Do not include the prime contractor information in this count, 9. Total number of ALL subcontractors — Enter the total number of all subcontracted contractors. SUM = (DBEs + all Non -DBEs). Do not include the prime contractor information in this count. _ 10. Bid Item Number - Enter bid item number for work, services, or materials supplied to be provided. 11. Description of Work, Services, or nNlaterials Supplied - Enter description of week, services, or materials to be provided. Indicate all work to be performed by DBEs Inehiding work performed by the prime contractor's own'forces, if the prince is a DBE. If 100% of the item is not to be performed or furnished by the DBE, describe the exact portion to be performed or furnished by the DBE. See LAPM Chaptor 9 to determine how to count the participation of DBE firms. 12, DBE Certification Nmnber- Enter the DBE's Certification Identi'ficat'ion Number, All DBEs must be certified on the date bids are opened. 13. DBE Contact Information - Enter the name, address, and phone number of all DBE subcontracted contractors. Also, enter the prime coca actoCs name and phone number, if the prhue is a DBE, 14, DBE Dollar Amount - Enter the subcontracted dollar amount of the work to be performed or service to be provided Include the prime contractor if the prime is a DBE. Sea LAPM Chapter 9 for Trow to count fall/partial participation. 15. Total Claimed DBE Participation - $: Enter the t'ot'al dollar amounts entered in the 'IDBE Dollar Amount" column. %: Enter the total DBE participation claimed ("'total Claimed DBE Participation Dollars" divided by Item `Bid Amount"). If the total %claimed is less than item "Contract DBE Goal," an adequately documented Good Faith Effort (GPE) is required (sac Exhibit 15-H DBE Inc"ormation - Good Eaith Efforts of tha LAPM). 16, Preparer's Signature - The person completing the DBE commitment' form on behalf of the contractor's firm must sign their name. 17, Date - Enter the date the DBE commitment form Is signed by the contractor's praparer. 18. Preparer's Name - Enter the name of the person preparing and signing the contractor's DBE commitment form, 19. Phone - Enter the area code and phone number of the persoa signing the contractor's DBE commitment form. 20. Preparer's 'Title - Enter the posjllon/title of the person signing the contractor's DBE Com nitnceat form, LOCAL AGENCY SECTION 21. Local Agency Contract Number - Enter the Local Agency contract number or identifier. - 22. Federal -Aid Project Number - Enter the Federal -Aid Project Number. 23, ,Bid Opening Date - Enter the date contract bids were opened, 24. Contract Award Date-- Enter the dale the contract was executed. 25. Local Agency Representative's Signature -'Phe person completing this section of the form for the Local Agency must sign their name to certify that the information in this and the Contractor Section of this form Is complete and accurate. 26. Date - Enter file data the DBE commitment form is signed by the Local Agency Repiesentahve. 27, Local Agency Representative's Name - Enter the name of the Local Agency Representative certifying the contractor's DBE commitment form. 28. Phone - En ter the area code and phone number of the person signing the contractor's DBE commitment form. - 29. Local Agency Representative Title - Enter the positionhitle of the Local Agency Representative certifying the contractor's DBE commitment'fm•m. P-28 of P-40 20D-43 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 TRAFFIC SIGNAL, MODIFICATIONS: 1711 STREET AT ENGLISH STREET, MACARTFIUR BOUI,EVARD AT PLAZA DRIVE, EDINGER AVENUE AT SUHAVAN STREET, WESTMINSTER AVENUE AT CL.INTON STREET FEDERAL, PROJECT NO: HSIPL 5063(156) EXHIBIT 15-H DISE INFORMATION -GOOD FAITH EFFORTS DBE INFORMATION - GOOD FAITH EFFORTS Federal -aid Project No. � �� ) laid Opening Date 05/04/2016 The 1,mkSIra Cit e mTJ[v" oft established a Disadvantaged Business Enterprise (DBE) goal of (dna% for this proje " he information provided herein shows that a good faith effort was made. Lowest, second lowest and third lowest bidders shall submit the following information to document adequate good faith efforts. Bidders should submit the following information even if the "Local Agency Bidder DBE Commitment" form 'indicates that the bidder has met the DBE goal. This will protect the bidder's eligibility for award of the contract if the administering agency determines that the bidder failed to meet the goal for various reasons, e.g., a DBE firm was not certified at bid opening, or the bidder made a mathematical error. Submittal of only the "Local Agency Bidder DBE Commitment" form may not provide sufficient documentation to demonstrate that adequate good faith efforts were made. The following items are listed in the Section entitled "Submission of DBE Coin initment' of the Special Provisions: A. The names and dates of each publication in which a request for DBE participation for this project was placed by the bidder (please attach copies of advertisements or proofs of publication): Publications Dates of Advertisement B. The names and dates of written notices sent to certified DBEs soliciting bids for this project and the dates and methods used for following up initial solicitations to determine with certainty whether the DBEs were interested (please attach copies of solicitations, telephone records, fax confirmations, etc.): Names of DBEs Solicited Date of Initial Follow Up Methods and Dates Solicitation WE ARE DBE P-29 of P-40 20D-44 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 TRAFFIC SIGNAL MODIFICATIONS: 19TH STREET AT ENGLISH STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET FEDERAL PROJECT NO: HSIPL 5063(156) C. The items of work which the bidder made available to DBE firms including, where appropriate, any Breaking down of the contract work items (including those items normally performed by the bidder with its own forces) into economically feasible units to facilitate DBE participation. It is the bidder's responsibility to demonstrate that sufficient work to facilitate DBE participation was made available to DBE firms. items of Work Bidder Normally Breakdown of Amount Percentage Performs Item Items M Of (Y/N) Contract WE ARE DBE D. The names, addresses and phone numbers of rejected DBE firms,, the reasons for the bidder's rejection of the DBEs, the firms selected for that work (please attach copies of quotes from the firms involved), and the price difference for each DBE if the selected firm is not a DBE: Names, addresses and phone numbers of rejected DBEs and the reasons for the bidder's rejection of the DBEs: WE ARE DBE Names, addresses and phone numbers of firms selected for the work above: P-30 of P-40 20D-45 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 TRAFFIC SIGNAL MODIFICATIONS: 17 TI STREET AT ENGLISH STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SUL,LIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET FEDERAL PROJECT NO: HSIPL 5063(156) E, Efforts made to assist interested DBEs in obtaining bonding, lines of credit or insurance, and any technical assistance or information related to the plans, specifications and requirements for the work which was provided to DBEs: WE ARE DBE Efforts made to assist interested. DBEs in obtaining necessary equipment, supplies, materials or related assistance or services, excluding supplies and equipment the DBE subcontractor purchases or leases from the prime contractor or its affiliate: WE ARE DBE G. The names of agencies, organizations or groups contacted to provide assistance in contacting, recruiting and using DBC firms (please attach copies of requests to agencies and any responses received, i.e., lists, Internet page download, etc.): Name of Agency/Organization Method/Date of Contact Results WE ARE DBE H. Any additional data to support a demonstration of good faith efforts (use additional sheets if necessary): WE ARE DBE NOTE: USE ADDITIONAL SHEETS OF PAPER IF NECESSARY. P-31 of P-40 20D-46 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 TRAFFIC SIGNAL MODIFICATIONS: 171° STREET AT ENGLISH STREET MACARTHUR BOULEVARD AF PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET. WESTMINSTER AVENUE AT CLINTON STREET FEDERAL PROJECFNO: HSIPL 5063(156) TXfpBIT 12-B BIDDER'S LIST OF SUBCONTRACTORS (1)131;' AND NON -DBE..) PART I The bidder shall list all subcontractors (both DBE and non -DBE) in accordance with Section 2-1.054 of the Standard Specifications and per Title 49, Scetion 26.11 of the Code of Federal Regulations. This listing is required in addition to listing DBE Subcontractors elsewhere in the proposal. Photocopy this form for additional firms. Firm Name/ Address! City, State, ZIP phone! FAX Annual Gross Receipts Description of Portion of Worl<to be Performed Local Aeency Use 0IIIV (Certified DBE.) �• ,1'ameA•tl- Phone ❑<$1 million l�� __._.. __... __...__.. __... ❑YES: $5 million ENO 4drress <$(Omillia, - If1FSlislDBG#• �G, heir .�LI<S15111illion > $15 million Cl``wStnte ZIP Couvu Cly A e ofFirm — ARvneC N4' 4 ) Address Phone - _ b ❑ <$1 million ` l ( OYES ; $5 million _ _ _ ❑NO <$10 million f YGb° istDBr t&a H• ��tw. Sr I r�r�1 t.��l' � <$15miuion — -- _ _ C; IlIalc _(P ❑> $15 millionii� Nmuem .A , Ph�c eqy�. -%01u $1 million >t3��I(�L ❑YES.. ❑ $5 million Address �j315}Icf ❑<$10million (YES listD/lLs: ` Fctc7lcD `(k" GloOa ❑`$15 million-- C''t�5'la{eZlf' C(11C CC ❑>$15nnlhon Age of Firm{Yrs.1r Vcun(CCQg55 Prone (p��$13 toya ❑<$lmillion _7777 --77757---._______. __.__..._. YCS - <$5 million NO. Adch•ess <$10 million _ . _._..—..__. ( YES list DBE #: 64(V�' / ZtDZ1vLj �� <$15million �Ciq,Sj11N� >$15million AaeofFinn Yrs.) P-32 of P40 20D-47 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 TRAFFIC SIGNAL MODIFICATIONS: 17T11 STREET AT ENGLISH STREET. MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WES'T'MINSTER AVENUE AI' CLINTON STREET FEDERAL PROJECT'NO: FISIPL5063(156) EXHIBIT 12-B BIDDER'S LIST OF SUBCONTRACTORS (DBE AND NON -DBE) PART lI The bidder shall list all subcontractors who provided a quote or bid but were not selected to participate as a subcontractor on this project This is required for compliance with Title 49, Section 26 of the Code of federal Regulations. Photocopy this form 'for additional firms. Firm Namel Address/ C'it .State.L31' Phone/LocaI Fax Annual Gross Receipts Description of Portion of Work to be Performed Aser= Use Onty (Certified DBE?) A'amee1 ,S Q_T2tCk_ 1, IT s dM Phone I -a7 Glb`(❑ ❑ <$1 million - _..._ ❑NO YLShstDBE#. :$5 million ❑ <$10 million - .._ 1?lU( C ThST 01),51crleZIP Pax '7�- ❑ <$15 mullion -..-- $15_nuIlion Vag. nie �...� PhonetF rjln�•`llion 3rE�_ bk iillion llion � Rt fiJ, ❑YES ❑NO ... -_- JfYGStrsYi)BL 4 -- .. .-.. ----- ----- __ __ __ Address _ "lrj W. %�� St. )��c[.ri�,.2illion �1 res`` otP�y .---- ---- __-- ...----- Ct!1 Slate ZIP uI� Cfl illion Nance Phone llion YES - llion -- ---_- _-.- ❑N -- Adlircm<$l0 m111100 11 ilISI %913E4': Far ❑<'$IS million C'itv,Statc-ZIP >$15milliom Name Phage ❑ <$1 million (YES IGS SsrDB(# _ <$5 -million hhke.rs < $$10 million _.... ----..—. .— ....__ Far ❑<$15million 011"kileZIP ❑>$15million Age ofFirmcYrs)-- P-33 of P-40 r1i -: CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6334 TRAFFIC SIGNAL MODIFICATIONS: 17'" STREET AT ENGLISH STREET, MACARTI IUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET FEDERAL PROJECT NO: FISIPL 5063(156) PROMPT PAYMENT OF FUNDS WITHHELD TO SUBCONTRACTORS The undersigned, is submitting this proposal for performing by contract the work required by these bid documents, certify to comply with the following: The agency shall hold retainage from the prime contractor and shall make prompt and regular incremental acceptances of portions, as determined by the agency, of the contract work, and pay retainage to the prime contractor bases( on these acceptances. The prime contractor, or subcontractor, shall return all monies withheld in retention from a subcontractor within 30 days after receiving payment for work satisfactorily completed and accepted including incremental acceptances of portions of the contract work by the agency. Federal law (49CFR26.29) requires that any delay or postponement of payment over 30 clays may take place only for good cause and with the agency's prior written approval. Any violation of this provision shall subject the violating prime contractor or subcontractor to the penalties, sanctions and other remedies specified in Section 7103.5 of the Business and Professions Code. These requirements shall not be construed to limit or impair any contractual, administrative, orjudieial remedies otherwise available to the prime contractor or subcontractor in the event of a clisde involving ate payment or nonpayment by the prime contractor, deficient subeontrakt p r' +nxance; noncompliance by a subcontractor. Signed Title President Firm California Professional Engineering, Inc. Date 05/04/2016 P-34 of P -4o 20D-49 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 TRAFFIC SIGNAL MODIFICATIONS: 17"' STREET AT ENGLISH STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET FEDERAL PROJECT NO: HSIPL. 5063(156) Exmur 16-8 - SUBCONTRACTING REQUEST Local Assistance Procedures .N Inon aI STATE OP CALIFORNIA - DEPARTNIEN I OF'IRANSPORTA I TON SE BCON"I RACI'IN'G RP'QUEST DC--CFM-1201 (REV.VIM) (01,11 HC',45)CTO 7541-3514) I:XIUBIL 16-B FRONT See Instmetions On Back Pate REQUEST NUMBER coNTR. l i Ni Profmicinaal Engineering, Inc, cooNTr dl`a�l�(� RouTr•. -- C'INES5 ADDREgg CONTRAM NO. CITY/S'P'rE 7.IP CODE FEDERAL. AID PROAECINO. (Fron.Spc lnI LfA�� �,�.- l Provision..') SL BCONTRACTOIL BID ITEM % CHECK IF: DESCRIBE AORK S (Naos Business Address, MIMBER(S) BID (Sec Categories WHEN LESS LIAN AWOUINT Phnnc) ITER Below)(1) (2) 1004 OF WORN 15 BASED (3) SUBBED ON �'��yA -7vx. ,nq` "%k� q-11 SUBBED ✓ hSi 1jafii10.7 BIDS 1YI01]\T VEY�)i'ht�Q�i Jll/� NDri�BP) ,y:: NCi6RNUt (A r�O(FI14 -told E fjLL t.}/IL,4/ {GA'Nt.Q�Vptt'rron Lr.wS Co utu y5�aq,7.c (0r C - Ct0i0- r151 �i, v-7uw ^IStSStcv'tVI 5'i 1s?•D{a7. t'I TE¢w InF1F((+ CN Il ail IL'%��/u ✓,� Fr(,t;,Px 4?,ajt t- )fjBl wpic0 a 3 F(51 -v 1Ni� (� N. om"Si- b0inleep f- ip 31YRI.p INb.__.__.. I r3'9& ... • Tile Standard Provisions for Inbor sot frrdl In the contr;mt apply to the subcontiaota4 work. • Ifappl icable, (Federal Aid Ili olects only) Section 14 (Federal Requirements) ofthe Special Provisions have been inserted in the subcontracts and shall be incorporated in tiny loner -tic. subeQnLact. Written contaicts Isave been executed or the nbove noted subtonlrneted .cock. IliY NO`FE; E: 'Mis section is to be completed by the Resident Engineer I. loud otbi I items.. ... .._. .. ._. ..... _ ._.. .._..... ._...$._ 2. Specialty items(Invviously requested) __...._. .__...... __......$___..__._ ___._....._.___ 3. Specialty Items (this request)_._... ._...,... _.... _... ... _.......$ 4. "lcdal(hnes2+3)_. .. ........ I I I IS—.- 5. ._i. Connectormust ptims.dth m.n forws(IIves l mi nus 4) x--------$ 6. Bid itene, previously subemnrneted _.____. __... ._._.$ 7. Bid items subconuacMd ( this nquesU ..__. _ _. __.__ ..,.__.$ — S. Tond(lines6-r7t.. ......._.. ...__... .. _... _. .... _....$ ._.._.—..— 9. Bnlance of lsork Contractor N perform Mines l mints 8), -.. ----- -.. $ $— LNGINFER-S 1 ('oPY-I—d au 'c labor C."I'llnncc Omucl ,I Conlmmofsinf mnnnH'ony P-35 of P-40 20D-50 Nehru 'r 1. 191M V4l,e IM1SI CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 FEDERAL PROJECT N0: HSIPL 5063(156) TRAFFIC SIGNAL MODIFICATIONS: 17TH STREET AT ENGLISH STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET EXHIBIT 16-B Local Assistance Procedures Manual Subcontracting Request INSTRUCTIONS FOR COMPLETING SUBCONTRACTING REQUEST FORM All First-tier subcontractors must be included on a subcontrac ting request. Submit in accordance with Section 8-1.01 of the Caltrans Standard Specifications. Type or print requested information. Information copy is to be retained by the contractor. Submit other copies to project's Resident Engineer. After approval, the original will be. returned to the contractor. When an entire item is subcontracted, the value to be shown is the contractor's bid price. When a portion of an item is subcontracted, describe the portion, and show the % of bid item and value. THIS FORM IS NOT TO BE USED FOR SUBSTITUTIONS. Prior to submittal of Form CEM -1201 involving a replacement Subcontractor, submit a separate written request for approval to substitute a listed subcontractor, Section 4107 of the Government Code covers the conditions for substitution, Submit a separate written request for approval of any DBE/MBE/WBE/DVBE substitution. Include appropriate backup information and state what efforts were made to accomplish the same dollar value of work by other certified DBE/M.B E/ W BE/D V BEs. NOTE: For contractors who will be performing work on railroad property, it is necessary for the contractor to complete raid submit the Certificate of Insurance (State Form DH-OS-AIOA) naming the subcontractor as insured. No work shall be allowed which involves encroachment on railroad properly until the specified insurance has been approved. Page 16.52 October 5, 2012 LPP 12 P-36 of P-40 20D-51 Back CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6334 FEDERAL, PROJECT NO: HSIPL 5063(156) TRAFFIC SIGNAL MODIFICATIONS: 17111 STREET AT ENGLISH STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET DIFFERING SITE CONDITIONS The undersigned, is submitting this proposal For performing by contract the work required by these bid documents, certify to comply with the following: a. Contractor's Notijrcation Promptly notify the Agency's Engineer if you find either of the following conditions: 1. Physical conditions ciifferirlg materially from either of the following: • Contract documents • ,lob site examination 2. Physical conditions of an unusual nature, differing materially from those ordinarily encountered and generally recognized as inherent in the work provided for in the Contract Include details explaining the information you relied on and the material differences you discovered. If you fail to promptly notify the Engineer, you waive the differing site condition claim for the period between your discovery of the differing site condition and your notification to the Engineer. If you disturb the site after discovery and before the Engineer's investigation, you waive the differing site condition claim. b. Engineer's Investigation arad Decision Upon your notification, the Engineer investigatesjob site conditions and: 1. Notifies you wlletlier to resume affected work 2. Decides whether the condition differs Materially and is cause for an adjustment of timeApa r r1t, or Signed Title President • 1 - • • - •�. �ne �^- • 1 Date 05/04/2016 P-37 of P -d0 20D-52 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6834 FEDERAL PROJECT NO: HS1PL 5063(156) TRAFFIC SIGNAL. MODIFICATIONS: 1.7111 STREET AT ENGLISII STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SULLIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET BIDDER'S CERTIFICATE OF COMPLIANCE REGARDING "BUY AMERICA" REQUIREMENTS FOR STEEL. OR MANUFACTURED PRODUCTS The Undersigned, is submitting this proposal for performing by contract the work required by these bid documents, certify to comply with the " Buy America" requirements of Section 165 of the SUrftCe Transportation Assistance - et of 1982 and fi shown in the special provisions of this project. Signed Title President Firm California Professional Engineering, Inc, Date 05/04/2016 P-38 of P-40 20D-53 CITY OF SANTA ANA PROPOSAL PROJECTNO.: t5-6834 FEDERAL PROJECT NO: HSIPL 5063(156) TRAFFIC SIGNAL. MODIFICATIONS: 17111 STREET AT ENGLISH STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SU1,LIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET NEPA COMPLIANCE FOR FEDERAL AID CONTRACTS The Undersigned, is submitting this proposal for performing by contract the work required by these bid documents, certify to comply with the Categorical Exemption/Categorical Exclusion Determination Form including and not limited to the National,Environmental Policy Act ('NEPA) requirements and environmental co v11' lents found pendix ofthe Contract Documents of this project. > Signed Title Firm Date President t _ California Professional Engineering, Inc. 05/04/2016 P-39 of P-40 20D-54 CITY OF SANTA ANA PROPOSAL PROJECTNO.: 15-6834 FEDERAL PROJECT NO: HSIPL 5063(156) TRAFFIC SIGNAL MODIFICATIONS: 17rn STREET AT ENGLISH STREET, MACARTHUR BOULEVARD AT PLAZA DRIVE, EDINGER AVENUE AT SUI-LIVAN STREET, WESTMINSTER AVENUE AT CLINTON STREET TMP COMPLIANCE FOR FEDERAL AID CONTRACTS The undersigned, is submitting this proposal for performing by contract the work required by these bid documents, certify to comply ith the Traffic Management Plan (TMP) commitments found in the appendix of the Contract D Jet, of this�r�ect. Signed Title President Y Firm California Professional Engineering, Inc. Date 05104/2016 P-40 of P-40 20D-55 MI= s o tm ua � r � 0 0 Z En iL3 LS 03 �F L � D -56 D-56 X L: o m � c m e U3 E4C-.40 EL- E= L,,4 m c *J o y N C14 > m eo ra a Qa Q _ -::z C�3 m 1 m EM Q r- LC c L2 C'13ro e_ m v ro C13 o Q m 4 v rrJ ti v A C =3 W d - MI= s o tm ua � r � 0 0 Z En iL3 LS 03 �F L � D -56 D-56 CITY OF SANTA ANA Exhibit 3 CONSTRUCTION CONTRACT PROJECT NO. 15-6834 TRAFFIC SIGNAL MODIFICATIONS AT 17TH ST. AT ENGLISH ST., MACRTHUR BLVD. AT PLAZA DR., EDINGER AVE. AT SULLIVAN ST., AND WESTMINSTER AVE. AT CLINTON ST. This CONSTRUCTION CONTRACT is made and entered into this 201h day of September, 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 California Professional Engineering, Inc., 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 Traffic Signal Modifications at 17`h St. at English St., MacArthur Blvd. at Plaza Dr., Edinger Ave. at Sullivan St., and Westminster Ave. at Clinton St. 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 fall payment to complete the Work of Improvement the sum total amount not to exceed $872,755 — Eight Hundred Seventy-two Thousand Seven Hundred Fifty-five Dollars and no cents , as set forth and identified in the BID PROPOSAL, which is attached hereto and incorporated herein as Exhibit "A." Page 1 of 3 20D-57 CITY OF SANTA ANA CONSTRUCTION CONTRACT PROJECT NO. 15-6834 TRAFFIC SIGNAL MODIFICATIONS AT 17TH ST. AT ENGLISH ST., MACRTHUR BLVD. AT PLAZA DR., EDINGER AVE. AT SULLIVAN ST., AND WESTMINSTER AVE. AT CLINTON ST. The BID PROPOSAL contains a schedule of twit 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 constriction 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 perfornance and payment bonds or the retention payment, famish 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, famish 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 20D-58 CITY OF SANTA ANA CONSTRUCTION CONTRACT PROJECT NO. 15-6834 TRAFFIC SIGNAL MODIFICATIONS AT 17TH ST. AT ENGLISH ST„ MACRTHUR BLVD. AT PLAZA DR., EDINGER AVE. AT SULLIVAN ST., AND WESTMINSTER AVE. AT CLINTON ST. IN WITNESS WHEREOF, the parties hereto have executed this Constriction 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 B os Sandoval ief Assistant City Attorney CITY OF SANTA ANA: DAVID CAVAZOS City Manager RECOMMENDED FOR APPROVAL: Fred Mousavipour Executive Director, Public Works Agency CONTRACTOR: ME Title: Page 3 of 3 20D-59 20D-60 COST ANALYSIS CONSTRUCTION OF THE PROJECT NO. 15-6834: TRAFFIC SIGNAL MODIFICATIONS AT FOUR LOCATIONS Construction Contract $ 872,755.00 Contract Administration $ 49,270.00 Inspection and Testing $ 81,640.00 Contingencies $ 87,280.00 TOTAL ESTIMATED CONSTRUCTION COSTS j $ 1,090,945.00 EXHIBIT 4 20D-61 20D-62 CITY COUNCIL MEETING DATE: SEPTEMBER 20, 2016 TITLE: APPROPRIATION ADJUSTMENT TO IMPLEMENT CIVIC CENTER SAFETY AND SECURITY ENHANCEMENT PROGRAM (STRATEGIC PLAN NO 1, 1G; 6, 1A, 1B, 1C; 7,4) � 61nym CITAGER fi `t i � ' • CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER 1. Approve the Civic Center Safety and Security Program for a the total project amount of $1,319,672 and direct the City Manager to collaborate with the County of Orange in implementing various common area enhancements through a joint funding initiative for the Civic Center Joint Powers Authority area. 2. Approve an appropriation adjustment to appropriate the City's contribution of $731,836 toward the total funding need of $1,319,672 from fund balance, resulting from Fiscal Year 2015-16, to fund various Civic Center Safety and Security Enhancement initiatives. DISCUSSION On September 6, 2016 at the City Council Meeting, the Mayor and City Council approved Resolution 2016-073 Declaring a Public Health and Safety Crisis Related to the Homeless and Urging the County of Orange to take Immediate Action to Provide Services to the Homeless at the Santa Ana Bus Terminal which the County of Orange Owns and Controls. During the discussion of this item, the City Manager outlined a list of recommended actions as were requested by the various employee labor groups. At the direction of the Mayor and City Council, the City Manager met with the County of Orange CEO Frank Kim and his staff to discuss safety and security enhancements in the common areas of the Civic Center, which are managed by the Civic Center Joint Powers Authority. Both agencies agree on the need to enhance the existing services to improve the conditions for the public and employees in the Civic Center. The CEO requested additional information regarding the LED Lighting and the Police Department and Security Guard proposals. There appears to be consensus on the Safety Assessment and Power Washing proposals. Staff is confident that a commitment from the County would be forthcoming. It is for this reason that staff is recommending approval of 50 percent of the common area items that both jurisdictions are anticipated to authorize so that we may begin the planning and implementation of those initiatives. 20E-1 Approval of Civic Center Safety and Security Enhancement Program and Appropriation Adjustment September 20, 2016 Page 2 Exhibit 1 outlines the enhancements, responsible City departments, action items, estimated costs, and the responsible government agency. The Civic Center Safety and Security Enhancement Program and its subsequent actions would become effective immediately and the necessary agreements and processes would follow to ensure work is completed expeditiously. Working collaboratively, the City and the County of Orange seek to complete work jointly on the items that have commonality. Other areas outlined in the matrix are the sole responsibility of the City. The City will seek to share the cost of common area enhancements with the County of Orange. This action will authorize the appropriation adjustment and make the funds available into the various accounts. Staff will prepare the necessary bid and RFP documents to complete these projects and bring those items for consideration by the Mayor and City Council when the award of contracts are brought forward at future Council Meetings. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal 1 — Community Safety, Objective 1 (Modernize the Community Policing philosophy to improve customer service, crime prevention and traffic/pedestrian/bicycle safety), Strategy G (Participate and collaborate with government agencies and community groups to assist in reducing criminal behavior and providing resources for the homeless population); Goal 6 — Community Facilities and Infrastructure, Objective 1 (Establish and maintain a Community Investment Plan for all City assets), Strategy A (Develop a complete inventory of all assets to determine the scope of improvements needed to sustain the City's current infrastructure investment), 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 Goal 7 — Team Santa Ana, Objective 4 (Provide a positive workplace environment that supports the health of its employees and celebrates its success). FISCAL IMPACT Approval of the appropriation adjustment will designate $731,836 from Fiscal Year 2015-16 General Fund Balance. The prior year fund balance (fiscal year 2015-16) in the amount of $731,836 will be allocated to the Civic Center Safety & Security Enhancements - Contractual Services (01103011-62300). The remaining funds to complete the total program cost of $1,319,672 is anticipated to be a 50/50 match with the County of Orange. 20E-2 Approval of Civic Center Safety and Security Enhancement Program and Appropriation Adjustment September 20, 2016 Page 3 APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director Finance & Management Services Agency Exhibits: 1. Civic Center Safety and Security Enhancement Program Matrix 20E-3 20E-4 20E-5 F 7 o 3 e a ¢ ¢ K ¢ $ q m � � pp a $ $ e< ti v rn o W G C o a q s S• � E lOi O O C j��� b R� C V'. w � Z V ri o a e o Q U 0 U uAn F O y 6 w0 b i E p C v E Q 20E-5 F 7 20E-6 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: SEPTEMBER 20, 2016 TITLE: CONTRACT AWARD TO TARGET SPECIALTY PRODUCTS FOR SOIL, PLANT AND WATER TREATMENT CHEMICALS (SPEC. NO. 16-093) (STRATEGIC PLAN NO. 6, 1C) A'- y CITY MANAGEFf RECOMMENDED ACTION CLERIC OF COUNCIL USE ONLY: F%JaZr]T/4i,� ❑ As Recommended ❑ As Amended ❑ Ordinance on 181 Reading ❑ Ordinance on 06 Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Award a contract to Target Specialty Products for soil, plant and water treatment chemicals, for a one year period expiring September 30, 2017, with provisions for four one-year renewal options exercisable by the City Manager, in an annual amount not to exceed $90,000, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION The Parks, Recreation and Community Services and Public Works agencies require a variety of herbicides, pesticides and fertilizers to control and eradicate weeds and insects, and to sustain abundant plant growth and maintain healthy trees. Additionally, chemicals such as hydrochloric acid and sodium hypochlorite are required to disinfect public swimming pools, water fountains, lakes and ponds throughout the City. The chemicals are purchased through the Central Stores warehouse for distribution to the agencies. The contract for chemicals is designed to provide quality products at significant savings based on quantity pricing. The notice inviting bids was advertised on August 5, 2016, on the City's online bid management and publication system. A summary of the bid invitations and bids received is as follows: 56 Vendors were notified 18 Vendors downloaded the bid packet 3 Bids received 0 Bid received from a Santa Ana vendor Bids were solicited, opened on August 25, 2016, and evaluated (Exhibit 1). The bid received from Target Specialty Products is responsive to the specifications and meets the City's requirements. The annual amount is based on past usage and staffs projection for the next year. 22A-1 Contracts Award for Soil, Plant and Water Treatment Chemicals September 20, 2016 Page 2 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Strategic Plan Goal #6 — Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy C (invest resources and technology to extend the service life of existing infrastructure to protect the City's investment and support a high quality of life standard). FISCAL IMPACT Funds in the amount of $90,000 are available in FY 2016-17 and 2017-18 as follows: First Year Contract Term by Fiscal Year Recreation & Community Services Park Maintenance account (01113250-63001) 2016-17 (October 2016 - June 2017) 2017-18 (July - September 2017) Santa Ana Zoo account (01113220-62300) 2016-17 (October 2016 - June 2017) 2017-18 (July - September 2017) Water Utility Production & Supply account (06017640-62300) 2016-17 (October 2016 - June 2017) 2017-18 (July - September 2017) Stores and Property Control account (07601001-12531) 2016-17 (October 2016 - June 2017) 2017-18 (July - September 2017) $37,500 $12,500 $15,000 $5,000 $7,500 $2,500 $7,500 $2,500 Subsequent funding for the four one-year renewal periods in the amount of $90,000 will be budgeted and made available in FY 2017-18, 2018-19, 2019-20, 2020-21 and 2021-22 as follows: Renewal Options One by Fiscal Year Recreation & Community Services Park Maintenance account (01113250-63001) 2017-18 (October 2017 - June 2018) 2018-19 (July - September 2018) Santa Ana Zoo account (01113220-62300) 2017-18 (October 2017 - June 2018) 2018-19 (July - September 2018) Water Utility Production & Supply account (06017640-62300) 2017-18 (October 2017 - June 2018) 2018-19 (July - September 2018) Stores and Property Control account (07601001-12531) 2017-18 (October 2017 - June 2018) 2018-19 (July - September 2018) 22A-2 $37,500 $12,500 $15,000 $5,000 $7,500 $2,500 $7,500 $2,500 Contracts Award for Soil, Plant and Water Treatment Chemicals September 20, 2016 Page 3 Renewal Options Two by Fiscal Year Recreation & Community Services Park Maintenance account (01113250-63001) 2018-19 (October 2018 - June 2019) $37,500 2019-20 (July -September 2019) $12,500 Santa Ana Zoo account (01113220-62300) 2018-19 (October 2018 - June 2019) $15,000 2019-20 (July -September 2019) $5,000 Water Utility Production & Supply account (06017640-62300) 2018-19 (October 2018 - June 2019) $7,500 2019-20 (July -September 2019) $2,500 Stores and Property Control account (07601001-12531) 2018-19 (October 2018 - June 2019) $7,500 2019-20 (July -September 2019) $2,500 Renewal Options Three by Fiscal Year Recreation & Community Services Park Maintenance account (01113250-63001) 2019 -20 (October 2019 - June 2020) $37,500 2020-21 (July -September 2020) $12,500 Santa Ana Zoo account (01113220-62300) 2019 -20 (October 2019 - June 2020) $15,000 2020-21 (July -September 2020) $5,000 Water Utility Production & Supply account (06017640-62300) 2019 -20 (October 2019 - June 2020) $7,500 2020-21 (July -September 2020) $2,500 Stores and Property Control account (07601001-12531) 2019 -20 (October 2019 - June 2020) $7,500 2020-21 (July -September 2020) $2,500 Renewal Options Four by Fiscal Year Recreation & Community Services Park Maintenance account (01113250-63001) 2020-21 (October 2020 - June 2021) $37,500 2021-22 (July - September 2021) $12,500 Santa Ana Zoo account (01113220-62300) 2020-21 (October 2020 -June 2021) $15,000 2021-22 (July - September 2021) $5,000 Water Utility Production & Supply account (06017640-62300) 2020-21 (October 2020 - June 2021) $7,500 2021-22 (July - September 2021) $2,500 Stores and Property Control account (07601001-12531) 2020-21 (October 2020 - June 2021) $7,500 2021-22 (July - September 2021) $2,500 22A-3 Contracts Award for Soil, Plant and Water Treatment Chemicals September 20, 2016 Page 4 Gerardo Moust Executive Director Parks, Recreation & Community Services Agency N--)� 11 Ir j �" NaMousaviPou Executive Director Public Works sm/sp Exhibit: 1. Abstract of Bids APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez / Executive Director ®b Finance and Management Services Agency 22A-4 ABSTRACT OF BIDS SOIL, PLANT AND WATER TREATMENT CHEMICALS (16-093) Target Specialty SiteOne Landscape Products Supply Univar USA Inc. Santa Fe Springs Orange Commerce Herbicides Spreader, target pro activator $17.34 $18.88 No Bid Herbicide, liquid "round -up pro $56.15/1.67gal $41.83/2.5gal No Bid Herbicide, granular, quick - pro $65.50 $72.93 No Bid Herbicide, liquid "round -up" $41.80 $45.22 No Bid Water Treatment Calcium hypochlorite No Bid No Bid No Bid Lake colorant $62.37 $33.21 No Bid Seclear $29.12 $39.95 No Bid Chlorine, hypochlorite solution $132.73 No Bid $235.85 Bulk chlorine, hypochlorite solution No Bid No Bid No Bid Filtered sodium hypochlorite No Bid No Bid $1.05 Hydrochloric acid solution, muriatic acid $19.00 No Bid No Bid Calcium hypochlorite, 3" tabs No Bid No Bid No Bid Shock granular No Bid No Bid No Bid Black algae treatment No Bid No Bid No Bid Drum Deposit (if any) $50.00 No Bid $40.00 EXHIBIT 1 22A-5 22A-6 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: SEPTEMBER 20, 2016 TITLE: CONTRACTS AWARD FOR ELECTRICAL SERVICES (SPEC. NO. 16-094) (STRATEGIC PLAN NO. 6, 1C) CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1®1 Reading ❑ Ordinance on 2A Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Award contracts for citywide electrical services for a one-year period expiring September 30, 2017, with provisions for three one-year renewals exercisable by the City Manager, in an annual aggregate amount not to exceed $160,000 subject to non -substantive changes approved by the City Manager and City Attorney, with the following vendors: Vendor Location Fullerton Electric Co. Fullerton Inter -Pacific, Inc. Tustin Williams & Maher, Inc. Santa Ana DISCUSSION The City establishes an annual blanket order list consisting of vendors that provide services and materials that are required by agencies on a consistent basis. Electrical services are required at times by all City departments for general repairs, modifications and renovations. The notice inviting bids was advertised on July 22, 2016, on the City's online bid management and publication system. A summary of the bid invitations and bids received is as follows: 19 Vendors were notified 1 Santa Ana vendor was notified 18 Vendors downloaded the bid packet 7 Bids received 1 Bid received from a Santa Ana vendor Bids were solicited, opened on August 16, 2016, and evaluated (Exhibit 1). The bids received from the recommended vendors are responsive to the specifications, meet the City's requirements and comply with prevailing wage requirements. Staff recommends awarding contracts to three vendors, including a Santa Ana vendor, to allow for competitive quotes on individual jobs and scheduling flexibility. 2213-1 Contracts Award for Contractor Electrical Services September 20, 2016 Page 2 STRATEGIC PLAN ALIGNMENT Approval of this item supports City's efforts to meet Strategic Plan Goal #6 — Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy C (invest resources and technology to extend the service life of existing infrastructure to protect the City's investment and support a high quality of life standard). FISCAL IMPACT Funds in the amount of $160,000 are available in FY 2016-17 and 2017-18 as follows: First Year Contract Term by Fiscal Year Finance & Management Services Building Maintenance account (07310100-62300) 2016-17 (October 2016 - June 2017) $52,500 2017-18 (July - September 2017) $17,500 Public Works Administration Services account (10117601-62300) 2016-17 (October 2016 - June 2017) 2017-18 (July - September 2017) Water Systems Maintenance (06017641-62300) 2016-17 (October 2016 - June 2017) 2017-18 (July - September 2017) Building & Facility account (01114403-62300) 2016-17 (October 2016 - June 2017) 2017-18 (July - September 2017) Recreation & Community Services Facilities Maintenance 2016-17 (October 2016 - June 2017) 2017-18 (July - September 2017) (01113260-62320) Civic Center Regular Maintenance account (07413250-62320) 2016-17 (October 2016 - June 2017) 2017-18 (July - September 2017) $11,250 $3,750 $11,250 $3,750 $22,500 $7,500 $15,000 $5,000 $7,500 $2,500 Subsequent funding for the three one-year renewal periods in the amount of $160,000 will be budgeted and made available in FY 2017-18, 2018-19, 2019-20 and 20-21 as follows: Renewal Options One by Fiscal Year Finance & Management Services Building Maintenance account (07310100-62300) 2017-18 (October 2017 - June 2018) $52,500 2018-19 (July - September 2018) $17,500 Public Works Administration Services account (10117601-62300) 2017-18 (October 2017 - June 2018) $11,250 2018-19 (July - September 2018) $3,750 Water Systems Maintenance (06017641-62300) 2017-18 (October 2017 - June 2018) $11,250 2018-19 (July - September 2018) $3,750 04 Contracts Award for Contractor Electrical Services September 20, 2016 Page 3 Building & Facility account (01114403-62300) 2017-18 (October 2017 - June 2018) $22,500 2018-19 (July - September 2018) $7,500 Recreation & Community Services Facilities Maintenance (01113260-62320) 2017-18 (October 2017 - June 2018) $15,000 2018-19 (July - September 2018) $5,000 Civic Center Regular Maintenance account (07413250-62320) 2017-18 (October 2017 - June 2018) $7,500 2018-19 (July - September 2018) $2,500 Renewal Options Two by Fiscal Year Finance & Management Services Building Maintenance account (07310100-62300) 2018-19 (October 2018 - June 2019) $52,500 2019-20 (July -September 2019) $17,500 Public Works Administration Services account (10117601-62300) 2018-19 (October 2018 - June 2019) $11,250 2019-20 (July - September 2019) $3,750 Water Systems Maintenance (06017641-62300) 2018-19 (October 2018 - June 2019) $11,250 2019-20 (July - September 2019) $3,750 Building & Facility account (01114403-62300) 2018-19 (October 2018 - June 2019) $22,500 2019-20 (July - September 2019) $7,500 Recreation & Community Services Facilities Maintenance (01113260-62320) 2018-19 (October 2018 - June 2019) $15,000 2019-20 (July - September 2019) $5,000 Civic Center Regular Maintenance account (07413250-62320) 2018-19 (October 2018 - June 2019) $7,500 2019-20 (July - September 2019) $2,500 Renewal Options Three by Fiscal Year Finance & Management Services Building Maintenance account (07310100-62300) 2019-20 (October 2019 - June 2020) $52,500 2020-21 (July - September 2020) $17,500 Public Works Administration Services account (10117601-62300) 2019-20 (October 2019 - June 2020) $11,250 2020-21 (July - September 2020) $3,750 Water Systems Maintenance (06017641-62300) 2019-20 (October 2019 - June 2020) $11,250 2020-21 (July -September 2020) $3,750 Building & Facility account (01114403-62300) 2019-20 (October 2019 - June 2020) $22,500 2020-21 (July - September 2020) $7,500 22B-3 Contracts Award for Contractor Electrical Services September 20, 2016 Page 4 Recreation & Community Services Facilities Maintenance (01113260-62320) 2019-20 (October 2019 - June 2020) 2020-21 (July -September 2020) Civic Center Regular Maintenance account (07413250-62320) 2019-20 (October 2019 - June 2020) 2020-21 (July -September 2020) Fr d 2saV'-4ipp/ou Executive Director Public Wor Carlos Rojas Chief of Police Santa Ana Police Department ds/sp Exhibit: 1. Abstract of Bids $15,000 $5,000 $7,500 $2,500 APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez] Executive Director ®0 Finance and Management Services Agency Gerardo Mouet Executive Director Parks, Recreation & Community Services Agency 22B-4 ABSTRACT OF BIDS CITYWIDE ELECTRICAL SERVICES (16-094) ABM Electrical ACS Baker Fullerton Inter- JF Williams & Bidder Power Electrical Electric, Electric Co. Pacific, Inc. Electric Maher, Services, LLC Inc. Inc. Location Irvine Irvine Escondido Fullerton Tustin Hesperia Santa Ana Hourly rates for work performed on weekdays, 7:00 am - 5:00 pm Electrician $105 $107 $103.40 $78.00 Cleanup $95 $87.50 $61.20 $58 Laborer Billing - 1/4 hr. 1 hr. .5 hr. Increments Materials 20% 15% 15% 15% Markup Misc. Fees n/a Travel n/a Cleaning charge: supplies: $97 $5.50/project EXHIBIT 1 22B-5 $75.00 $140 $75 $65 $15 $50 1 hr. 1 hr. - 15% 10% 15% n/a n/a equipment rental r- •. REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: SEPTEMBER 20, 2016 TITLE: CONTRACTS AWARD FOR CHAIN LINK FENCE RENTALS (SPEC. NO. 16-059) (STRATEGIC PLAN NO. 5,4) CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1m Reading ❑ Ordinance on 2n6 Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Award contracts for citywide chain link fence rentals for a two-year period expiring September 30, 2018, with provisions for three one-year renewals exercisable by the City Manager, in an annual aggregate amount not to exceed $67,000; which includes a $7,000 contract for portable restroom rentals, subject to non -substantive changes approved by the City Manager and City Attorney, with the following vendors: Vendor Location United Site Service, Inc. EI Monte Quality Fence Co, Inc. Paramount DISCUSSION The City establishes an annual blanket order list consisting of vendors that provide services and materials that are required by agencies on a consistent basis. Temporary fencing is used to ensure public safety and reduce liability around City -owned properties as needed. Fencing is rented on a month-to-month, six-month, or annual basis, and is installed within 24 hours, when necessary to provide immediate public safety. United Site Service, Inc. provides portable restroom rentals at various schools and City events. The citywide chain link fence rentals, when added to the vendor's fiscal purchases, will exceed $25,000 aggregate limit. In order to continue utilizing these services staff recommends maintaining a blanket order contract in the amount of $7,000. The notice inviting bids was advertised on July 26, 2016, on the City's online bid management and publication system. A summary of the bid invitations and bids received is as follows: 42 Vendors were notified 11 Vendors downloaded the bid packet 2 Bids received 22C-1 Contracts Award for Chain Link Fence Rentals September 20, 2016 Page 2 Bids were solicited and opened on August 18, 2016, and evaluated. Bids were received from United Site Service, Inc. and Quality Fence Co., Inc. Both bids are responsive to the specifications, meet the City's requirements and comply with prevailing wage requirements. Staff recommends awarding contracts to both bidders to allow for competitive quotes on individual jobs and scheduling flexibility. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #5 — Community Health, Livability, Engagement & Sustainability, Objective #4 (support neighborhood vitality and livability). FISCAL IMPACT Funds in the amount of $67,000 are available in FY 2016-17 as follows: • $15,000 OCTA Bristol Street Corridor Improvements account (05917661-66220) • $15,000 Measure M2 Local Fairshare Street account (03217662-66220) • $12,000 Public Works Environmental/Sanitation account (06817640-62300) f $12,000 Park Maintenance account (01113250-62320) • $ 8,000 Recreation and Community Services account (01113230-62300) • $ 4,000 Housing Asset Administration account (60718810-62300) • $ 1,000 RDA Obligations account (67018850-62300) Subsequent funding for the second year of the contract and the three one-year renewal periods in the amount of $67,000 will be budgeted and made available in FY 2017-18, 2018-19, 2019-20 and 2020- 21 as follows: • $15,000 OCTA Bristol Street Corridor Improvements account (05917661-66220) • $15,000 Measure M2 Local Fairshare Street account (03217662-66220) • $12,000 Public Works Environmental/Sanitation account (06817640-62300) • $12,000 Park Maintenance account (01113250-62320) • $ 8,000 Recreation and Community Services account (01113230-62300) • $ 4,000 Housing Asset Administration account (60718810-62300) • $ 1,000 RDA Obligations account (67018850-62300) Fred Mou avip ur Executive Director PublliicrWorW, Robert Cortez Deputy City Manager City Manager's Office sm/sp /_1a'�:Z� � � �F�rH��JIlIi�Y_1111•LTKK�PP►� Francisco Gutierrez M /) Executive Director k� 4 Finance and Management Services Agency erardo Mouet _._ Executive Director Parks, Recreation & Community Services Agency 22Ci-2 REQUEST FOR COUNCIL. ACTION CITY COUNCIL MEETING DATE: SEPTEMBER 20, 2016 TITLE: CONTRACT AWARD TO REMOTEC FOR ORANGE COUNTY SHERIFF'S DEPARTMENT BOMB SQUAD ROBOT UPGRADES (SPEC. NO. 16-101) (STRATEGIC PLAN NO. 1,5) c C(nI CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on IstReading ❑ Ordinance on 2n°Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO Authorize a one-time purchase and payment of purchase order to Remotec for the purchase of necessary upgrades to the Orange County Sheriff's Department (OCSD) Bomb Squad robot in the amount of $70,260, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION The United States Department of Homeland Security, Office of Grants and Training have developed the Urban Areas Security Initiative (UASI) funding program. This initiative is designed to enhance the domestic preparedness of urban areas by ensuring that all emergency first responders have adequate and appropriate equipment to prevent, respond to, and recover from acts of terrorism. Santa Ana has been designated as an Urban Area Core City since 2003. As such, for selected grant years, Santa Ana is the fiduciary for the region and manages projects which include, providing training and procuring equipment utilized by the 34 jurisdictions in Orange County. In fiscal year 2004, the Anaheim/Santa Ana UASI Offices purchased a Remotec F6A robot for the Orange County Sheriff's Department ("OCSD") Bomb Squad using Federal Department of Homeland Security Urban Areas Security Initiative Grant funds. The robot is used exclusively by the OCSD and is an integral part of the Bomb Squad's mission and capabilities when responding to suspicious device/objects calls throughout the Orange County Operational Area. The City of Santa Ana Police Department benefits from its deployment, when the need arises from a call in the City. Its deployment continually enhances the safety of all first responders throughout the County. 22D-1 Contract Award for OC Sheriff's Department Bomb Squad Robot Upgrades September 20, 2016 Page 2 The robot has aged over the 10 years to a point where software, motorized drive systems, cameras, and other accessories are failing or are no longer supported. Upgrades are required in all of these areas. The Santa Ana Police Department desires to use fiscal year 2015 UASI funds to bring the robot current, so that the critical capabilities are not lost. Remotec is the sole manufacturer and distributor for the line of F6A robot systems, including all related upgrades, accessories, parts, training and service. As a result, staff recommends Council approval of the recommended action. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #1 - Community Safety, Objective #5 (provide high quality Police and Fire/Emergency Medical Services response within the City of Santa Ana). FISCAL IMPACT Funds in the amount of $70,260 are available in FY 2015 UASI CAL OES Santa Ana account (12514407-66400-16429101182-3498). C/12 Carlos Rojas Chief of Police Police Department EG/UASI-OL 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: SEPTEMBER 20, 2016 TITLE: CONTRACTS AWARD FOR PLUMBING SERVICES (SPEC. NO. 16-096) (STRATEGIC PLAN NO. 6, 1C) CITY MANAGER RECOMMENDED ANION CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1®i Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolutlon ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Award contracts for citywide plumbing services for a one-year period expiring September 30, 2017, with provisions for three one-year renewals exercisable by the City Manager, in an annual aggregate amount not to exceed $115,000 subject to non -substantive changes approved by the City Manager and City Attorney, with the following vendors: Vendor Location All American Mechanical, Inc. Brea Pro -Craft Construction, Inc. Redlands RT Contractor Corp Garden Grove Verne's Plumbing, Inc. Buena Park DISCUSSION The City establishes an annual blanket order list consisting of vendors that provide services and materials that are required by agencies on a consistent basis. Plumbing services are required at times by all City departments for the purposes of general maintenance, repairs, and renovations. The notice inviting bids was advertised on July 28, 2016, on the City's online bid management and publication system. A summary of the bid invitations and bids received is as follows: 8 Vendors were notified 1 Santa Ana vendor was notified 15 Vendors downloaded the bid packet 4 Bids received 0 Bid received from a Santa Ana vendor Bids were solicited, opened on August 23, 2016, and evaluated (Exhibit 1). The bids received from the recommended vendors are responsive to the specifications, meet the City's requirements and comply with prevailing wage requirements. Staff recommends awarding contracts to the four bidders to allow for competitive quotes on individual jobs and scheduling flexibility. 22E-1 Contracts Award for Contractor Plumbing Services September 20, 2016 Page 2 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Strategic Plan Goal #6 — Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy C (invest resources and technology to extend the service life of existing infrastructure to protect the City's investment and support a high quality of life standard). FISCAL IMPACT Funds for the first one-year period in the amount of $115,000 are available in FY 2016-17 and FY 2017-18 as follows: First Year Contract Term by Fiscal Year Finance & Management Services Building Maintenance account (07310100-62300) 2016-17 (October 2016 - June 2017) $45,000 2017-18 (July - September 2017) $15,000 Public Works Administration Services account (10117601-62300) 2016-17 (October 2016 - June 2017) $7,500 2017-18 (July - September 2017) $2,500 Water Utility Production & Supply account (06017640-62300) 2016-17 (October 2016 - June 2017) $11,250 2017-18 (July - September 2017) $3,750 Building & Facility account (01114403-62300) 2016-17 (October 2016 - June 2017) $15,000 2017-18 (July - September 2017) $5,000 Recreation & Community Services Facilities Maintenance (01113260-62320) 2016-17 (October 2016 - June 2017) $7,500 2017-18 (July - September 2017) $2,500 Subsequent funding for the three one-year renewal periods in the amount of $115,000 will be budgeted and made available in FY 2017-18, 2018-19, 2019-20 and 2020/21 as follows: Renewal Options One by Fiscal Year Finance & Management Services Building Maintenance account (07310100-62300) 2017-18 (October 2017 - June 2018) $45,000 2018-19 (July - September 2018) $15,000 Public Works Administration Services account (10117601-62300) 2017-18 (October 2017 - June 2018) $7,500 2018-19 (July - September 2018) $2,500 Water Utility Production & Supply account (06017640-62300) 2017-18 (October 2017 - June 2018) $11,250 2018-19 (July - September 2018) $3,750 22E-2 Contracts Award for Contractor Plumbing Services September 20, 2016 Page 3 Building & Facility account (01114403-62300) 2017-18 (October 2017 - June 2018) $15,000 2018-19 (July - September 2018) $5,000 Recreation & Community Services Facilities Maintenance (01113260-62320) 2017-18 (October 2017 - June 2018) $7,500 2018-19 (July - September 2018) $2,500 Renewal Options Two by Fiscal Year Finance & Management Services Building Maintenance account (07310100-62300) 2018-19 (October 2018 - June 2019) $45,000 2019-20 (July -September 2019) $15,000 Public Works Administration Services account (10117601-62300) 2018-19 (October 2018 - June 2019) $7,500 2019-20 (July -September 2019) $2,500 Water Utility Production & Supply account (06017640-62300) 2018-19 (October 2018 - June 2019) $11,250 2019-20 (July -September 2019) $3,750 Building & Facility account (01114403-62300) 2018-19 (October 2018 - June 2019) $15,000 2019-20 (July -September 2019) $5,000 Recreation & Community Services Facilities Maintenance (01113260-62320) 2018-19 (October 2018 - June 2019) $7,500 2019-20 (July -September 2019) $2,500 Renewal Options Three by Fiscal Year Finance & Management Services Building Maintenance account (07310100-62300) 2019 -20 (October 2019 - June 2020) $45,000 2020-21 (July -September 2020) $15,000 Public Works Administration Services account (10117601-62300) 2019 -20 (October 2019 - June 2020) $7,500 2020-21 (July -September 2020) $2,500 Water Utility Production & Supply account (06017640-62300) 2019 -20 (October 2019 - June 2020) $11,250 2020-21 (July -September 2020) $3,750 Building & Facility account (01114403-62300) 2019 -20 (October 2019 - June 2020) $15,000 2020-21 (July -September 2020) $5,000 Recreation & Community Services Facilities Maintenance (01113260-62320) 2019 -20 (October 2019 - June 2020) $7,500 2020-21 (July -September 2020) $2,500 22E-3 Contracts Award for Contractor Plumbing Services September 20, 2016 Page 4 'F$d Mousavipour Executive Director Public Wor y Carlos Rojas Chief of Police Santa Ana Police Department ds/sp Exhibit: 1. Abstract of Bids APPROVED AS TO FUNDS AND ACCOUNTS: v Francisco Gutierrez Executive Director w Finance and Management Services Agency Gerardo Mouet Executive Director Parke, Recreation R& Community Services Agency 22E-4 ABSTRACT OF BIDS CITYWIDE PLUMBING SERVICES (16-096 All American Mechanical Pro -Craft Vendor Contractors, Inc. Construction, Inc. RT Contractor Corp Verne's Plumbing Location Brea Redlands Garden Grove Buena Park Journeyman Plumber Services: $96 ALL FIGURES ARE HOURLY RATES $68 Regular Business Hours $140.86H Mon -Fri 8:00am - 5:00pm $110 $112.45 $95 $105 $127.50 After Business Hours $173.44H Holidays & Weekends $190 $142.94W $142.50 $157.50 After Business Hours Emergency $140.86H Mon -Fri 5:00pm - 8:00am $145 $142.94 $200 $157.50 Emergency Hourly Billing Increments $173.44H 1 hr. none given Holidays & Weekends $190 $142.94W $300 $210 General Helper Cleanup: Regular Business Hours Mon -Fri 8:00am - 5:00pm $96 $92.49 $68 $85 $140.86H Holidays & Weekends $170 $116.67W $102 $127.50 After Business Hours Mon -Fri 5:00pm - 8:00am $135 $116.67 $140 $125.50 Emergency $140.86H Holidays & Weekends $170 $116.67W $230 $170 Hourly Billing Increments 1 hr. 1 hr. none given 1 hr. Materials Markup: 15% 20% 15% 15% EXHIBIT 1 22E-5 22E-6 Q-=101 0A01r o oi CITY COUNCIL MEETING DATE: SEPTEMBER 20, 2016 TITLE: AWARD CONTRACT TO ARNAZ ENGINEERING CONTRACTORS, INC., FOR THE WALNUT PUMP STATION BUILDING UPGRADE PROJECT (PROJECT 11-6412) (STRATEGIC PLAN ��NO. 6, 1C) a f�� CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ® As Recommended 71 As Amended © Ordinance on 1®t Reading ❑ Ordinance on 2"d Reading El Implementing Resolution ® Set Public Hearing For CONTINUED TO Miff > &14## 7 1. Award a contract and authorize the City Manager and Clerk of the Council to execute a construction contract to Arnaz Engineering Contractors, Inc., the lowest responsible bidder, in accordance with the base bid in the amount of $3,596,000, for the term beginning upon execution of the contract and ending upon project completion, for the construction of the Walnut Pump Station Building Upgrade 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 $4,854,600, which includes the contract base amount, administration, inspection, testing, and $899,000 contingency. DISCUSSION Since 1956, the City of Santa Ana Walnut Pump Station located at 723 West Walnut Street (north of Santa Ana High School near Flower Street) has pumped well water from the buried First Street Reservoir located beneath the Neal Machander Tennis Center at Heninger Park. The property is owned by the City for water production, storage, and pumping purposes. The existing pumps boost stored groundwater to the City's main distribution pressure zone. A 55 -year-old masonry structure is located just south of the pumps, and houses the pump station electrical equipment, as well as an office and shop facilities, but does not house or shield the pumps themselves, which are outdoors and exposed to the elements. Moreover, the building does not meet current codes and does not provide sufficient space for operation and maintenance activities. The scope of work to replace the aging building includes new piping, pumping, structural, mechanical, and electrical works. The improvement consists of re-routing 24 -inch piping, new discharge heads on pumps, new pump impellers, a new brick building, HVAC systems, ventilation systems, monorail crane hoist system, new transformer, switchgear and motor control centers, well controls, replacement of existing conduits, building electrical and lighting, and 23A-1 Contract Award for Walnut Pump Station Building Update September 20, 2016 Page 2 miscellaneous site electrical improvements. Other improvements include new fencing, concrete practice tennis wall, a carport, asphalt paving, drainage, and drought -tolerant landscaping. Once completed, the improvements will modernize the pump station, enhance the aesthetics of the surrounding area, and keep this important facility operational, ensuring potable water reliability to our community. A Notice Inviting Bids was advertised on May 13 and 17, 2016, and bids were opened on July 28, 2016. The following is a summary of the bid invitations mailed and received, and the bid results: Contractor Participation Data Santa Ana contractors receiving notices 15 Contractors requesting bidding documents 45 Bids received 7 Bids received from Santa Ana contractors 0 Bid Results Summary RANK BIDDER'S NAME LOCATION BASE BID 1 Arnaz Engineering Contractors, Inc. Anaheim $3,596,000.00 2 Environmental Construction, Inc. Woodland Hills $4,640,897.80 3 Pacific Hydrotech Corp. Perris $5,150,400.00 4 Kiewit Infrastructure West Co. Santa Fe Springs $5,660,000.00 5 Pyramid Building & Engineering, Inc. Hesperia $5,942,476.00 6 Kana Engineering Group, Inc. Rancho Cucamonga $6,078,293.85 7 G2K Construction, Inc. Agoura Hills $6,161,000.00 A total of seven bids were received and all were considered responsive. Arnaz Engineering Contractors, Inc., submitted the lowest responsive bid in the amount of $3,596,000 (Exhibit 2). The Arnaz Engineering Contractors, Inc., bid is significantly lower than the engineer's estimate of $4,517,000, and significantly lower than other competing bids. Therefore, staff performed a thorough bid analysis, contacted the contractor to confirm the itemization, and verified the bid bond to guarantee the bid price to the City. Based on the bid analysis and a contractor's reference check, staff recommends awarding the construction contract to Arnaz Engineering Contractors, Inc., in the amount of $3,596,000 (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 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). 23A-2 Contract Award for Walnut Pump Station Building Update September 20, 2016 Page 3 ENVIRONMENTAL IMPACT In accordance with the California Environmental Quality Act, a Negative Declaration was prepared for the proposed project. It was filed with the document number 201585000212. In addition, mitigation measures were made a condition of the approval of the project. FISCAL IMPACT As indicated in the Cost Analysis (Exhibit 4), the estimated total delivery cost of the project is $4,854,600, which includes construction, contract administration, inspection, testing, surveying, and contingencies. Funding is available in the Water Utility Capital Projects Account (No. 06617647-66301) and Water Bond Capital Project Account (No. 06617620-66301) for expenditure in Fiscal Year 2016-17. JFd Mousavipour Executive Director 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 f Executive Director rl9 Finance & Management Services Agency 23A-3 23A-4 23A-6 CITY PROSANTA p AL EXHIBIT 2 PROJECT NO.: It -6412 WALNUT PUMP STATION BUILDING UPGRADE ADDENDUM TWO e' S, TO: CITY COUNCIL OF THE CITY OF SANTA ANA FROM: Arnaz Engineering Contractors, Inc. REQUIREMENT: The undersigned bidder declares that they have carefully examined the location of the proposed work, that they have examined the Contract Documents in its entirety and hereby proposes to furnish all material and do all the work required to complete the said work in accordance with said plans (if any) and the specifications for the unit price(s) or lump sirm(s) set forth in the following schedule: Item Description Qty Unit 'Unit Price Amount 1 Mobilization and Demobilization, Job LS $ $ including Bonds, Permits, Cleanup 130 000. 130,000. (maximum allowed is 4% of total bid price)_ 2 Survey Staking and Veritlead" of Utility 1 LS $ Locations, Field Dimensions, alit Existing 10,000. 10,000. 131cotrlcal Work 3 BMP implementation and Erosion I LS $ $ Control/Compliance with SWPPP 10,000. 10,000. Requirements _ 4 DisinfectienofFacilities Dewatered 1 LS $ $ During Construction 5,000. 5,000. 5 Startap and Testing I LS $ 25,000. $ 25,000. 6 Record Drawings, 0&MManaals and 1 LS $ $ Warranties 5,000. 5,000. 7 Training 1 LS $ 5,000. 5,000. 8 Clearing and Go,rbbing,'4"zee and 1 LS $ $ Landscape Removal, Site Demolition and 25,000. 25,000. Solt Proparadon 9 Structural,'Meohanical and Electrical 1 LS $ 100,000. $ 100,000. Demolition 10 Grading and Structaml Excavation 1 LS $ $ 35,000. 35,000. 11 Retaining Walls, Walls, Fencing, Antenna 1 LS $ $ Foundation, Paving andF'latwork 300,000. 300,000, 12 Connect to Existing' Piping 1 L5 $— 5,000. $ 35,000. 'jg'evo. P-1 of P-17 23A-7 0 L. CITY OF SANTA ANA PROPOSAL PROJECT NO.: 11-6412 WALNUT PUMP STATION BUILDAVG UPGRADE ADDENDUM TWO Itern Description Qty Unit Unit Price Amount 13 Sprinkler Irrigation Systarn I L5 $ 28,008. 28,000. 14 Landscaping I LS $35,000. $ 35,000. 15 Precast Concrete Vaults and Manholes I LS $ $ 70,000, 70,000. 16 Onsite Stormwater Retention and Pollution l LS $ $ Prevention System 35,000. 35,000. 17 Reinforced Concrete Masonry Unit Pump I LS 8 620,000 $ 820,000. Building 18 Reinforced Concrete Masonry Unit 1 LS $ 150,000 $ 150,000, Storage Building 19 Canopy _ t LS 80,000, 80,000. 20 Motorized Rolling Gate I EA $ $ 25,000. 25,000. 2'1 instnnnentation and Telemetry ��. _ - 1 LS $ $ 85,000. $5,000. 22 C6"Motor- ttuatedButterflyValves 6 BA S 15,000. $� 90,000. 'L3 Aridge Crane, Trolley Find Hoist Systems 1 LS $ 0,000. $ #0,000. 24 Yard Piping and Fittings 1 LS $240,000. $ 240,000, 25 Build ng Plumbing Systems aril Fire 1 LS $10,000. $ Protection Systems 1 O,OgO. 26 Building HVAC Systems l LS $ $ 30,000. 30,000. 27 Yard Conduit 1 L5 85,000. 85,800. 28 Building and Site Eleotrical and Lighting 1 LS ,$ $ System 280,000. — 280,000. --$..__ 29 VPD Motor Control Center 1 LS $ 450,000, 450,000. 30 Automatic Transfer Switch 1 LS $ $ 20,000. 20,000, 31 Excavation Safety Measures I LS $8 000. $ 8,000. 32 Sodium hypochlorite Generation Unit I LS 165,000. 185,000. P-2 of P-17 23A-8 0y CITY OF SAN'T'A. ANA PROPOSAL PROJECT NO.: 11-6412 WALNUT PUMP STATION 13UILDTNO UPGRADE ADDENDUM TWO Item Description Qty Unit Unit Price Amount Al Allowance for Reimbursement for Permit 1 LS $ 5,000 $ 5,000. Foes A2 Allowance for Raimbrnsement to: SCE 1 LS $ 10,000 $ 10,000. Power Service and Transformer Fees A3 Allowance for Cabinetry, Workbenches, 1 LS $ 85,000 $85,000 Shelving, Shap Equipment, =4 Interior Flaish.Upgradau A4 Allowanoo for Field Orders t LS $ 45,000 $ 45,000, TOTAL BASE DID 1 S'3' J5 9 (.,Ooo. OO The lowest responsible bidder shall be selected based on the total base bid. The City reserves the right to award the Base Bid, and any, all, or none, of the add -alternate bid 'items (if any), * The quantity for this bid item is shown for bid comparison only, This bid item shall not be subject to the "25%" limit as stated in Section 3-2 of the Standard Spacifroations. The actual amount for this item will be dictated by the actual quantity used, and the Agency reserves the right to increase or decrease the quantity of this item accordingly. t This bid item is considered a Specialty Item per Section 2-3.2 of the Standard Specifications. TIME FOR COMPLETION Or 1MPROVEMEN" PS NNI) LIQUIDATED DAMAGES The undersigned bidder hereby proposes to complete the Work for the total base bid amount shown above, withla 260 working day after the commencement date ,stated in the Notice to Proceed.. The bidder also proposes to commence construction of the Work within 30 workine 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 $1,500 per calendar day. Name of rine Signature of BE Title (If an individual, so state. If a firm or co-partnsrslup, state the film 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-17 23A-9 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 11.6412 WALNUT PUMP STATION BUILDING UPGRADE BIDDER'S STATEMENT BIDDER understands and agrees that this Bid Proposal, Contract Documents and subsequent Construction Contract Agreement shall constitute the entire agreement between BIDDER and the AGENCY only after it has been accepted by the City Council, endorsed by the Clerk of the Council with her signature and official seal noting hereon the action of approval of the Council, signed by the Public Works Agency Executive Director or his/her duly authorized agent, and signed by the City Attorney, denoting his approval of the form of this document, and its execution, and when it or an exact copy of it has been either delivered to BIDDER or deposited with the United States Postal Service properly addressed to the BIDDER with the correct postage affixed thereto. BIDDER further agrees that upon delivery (as defined above) of the accepted agreement he/she will furnish AGENCY all required bonds and certificate of liability insurance within ten (10) business days or the funds, check, draft, or BIDDERS bond substituted in lieu thereof accompanying this proposal shall become the property of the AGENCY and shall be considered as payment of damages due to the delay and other causes suffered by AGENCY because of the failure to furnish the necessary bonds and because it is distinctly agreed that the proof of damages actually suffered is difficult to ascertain; otherwise said funds, check, drafts, or BIDDER'S bond substituted in lieu thereof shalt 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 Signature of Bf Title President (If an individual, so state. If a firm or co -partnership, state the firm name and give the names of all individual co-partners composing the firm. If a corporation, state legal name of corporation, and naives of President, Secretary, Treasurer and Manager, thereof.) P-4 of P-17 23A-10 CITY O)1 SANTA ANA PROPOSAL PROJECT NO.: 11-6412 WALNUT PUMP STATION BUILDING UPGRADE CONTRACTOR'S LICENSING AND REGISTRATION STATEMENT The undersigned contractor, or corporate officer, declares under penalty of perjury that he/she and all his/her subcontractors are registered with the State of California Department of Industrial Relations (DIR), and that the following is true and correct. Contractor's Name: Arnaz Engineering Contractors, Inc. Business Address: 1035 N. Armmdc Sheet, Suite "V, Anaheim, Ca. 92806 Business E -Mail Address: arnazeng@aot.com Telephone: 714-666 1765 State Contractor's License No. and Class: 755332, General Engineering "A" and General Building "B" License Expiration Date: 10/31/2016 State Dept, of Industrial Relations (DIR) Registration No.: 1000005485 State Dept. of Industrial Relations (DIR) Registration Fxppira ' n bate: 6/30/2017 Signed: A" & y Title: P-5 ofP-1.7 23A-11 CITE' OF SANTA ANA PROPOSAL PROJECT NO.: 11-6412 WALNUT PUMP STATION. BUILDING UPGRADE PREVAILING WAGE COMPLIANCE AND MONITORING STATEMENT Contractor is aware of the requirements of California Labor Code Section 1720, et seq., as well as California Code of Regulations, Title 8, Section 16,000, et seq., ("Prevailing Wage Laws"), which require the payment o,fprevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. Since the services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and since the total compensation is $1,000 or more, Contractor agrees to fully comply with such. Prevailing Wage Laws. City shall provide Contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement, Contractor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the services available to interested parties upon request, and shall post copies at the Contractor's principal place of business and at the project site. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. The undersigned certifies that the foregoing is true and correct. Name of Firm Arnaz Engineering Contractors, Inc. Signature of BIDDER Title President (if an individual, so state) P-6 of P-17 23A-12 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 11-6412 WALNUT PUMP STATION BUILDING UPGRADE OWNERSHIP AFF'IDAVfP STATE, of CALIFORNIA COUNTY OF ORANGE CITY OF SANTA ANA Ali Yazdanshenas ❑ INDIVIDUAL ❑PARTNERSHIP E. CORPORATION ) SS: ) , being duly sworn, deposes and says: That he/she is the party making the foregoing proposal: That he/sire is a member of the copartnership firm designated as: and who has been mid is duly vested with the authority to make and execute instruments for the co -partnership by: who cmatihtte the other members of the co -partnership. TMtnttl azt ngineering Contractors, Inc. a corporation which is making the foregoing proposal: El JOINT VENTURE That he is of one of the patties making the foregoing proposal as ajohntventure, and the hefshe has been and is duly vested with the authority to execute instruments for an on behalf of the parties making said bid who arc: that such a bid is genuine and notcoltusive 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 himself or any other person. Signature Ali Yazdanshenas/ President Artnaz engineering Contractors Subscribed and sworn to before me this gy of 20 Signature of officer Administeri� ni (Nott aPublic) P-7 of P-17 23A-13 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 validi of that document. State of California County of Orange Subscribed and sworn to (or affirmed) before me on this __LL. day of � e_ 201U by livej , VG2.,�a, Shena proved to me on the basis of satisfactory evidence to be the person(10who appeared before me. AGGE6fl17TNEYKAajCommi 40 Notary F -DIM • G611 OMIA MverSide county My rComm. Expires Ma 29.2619 M"' (Seal) Signature2 I T 23A-14 € ITY OF SANITA AINA PROPOSAL PROJECT NE),'. 11.6412 WALN[ T PUVdP STATION BUILDING UPGRADE BQ BONI.) KNOW" AIJ, PRESF. N`I' that, ARNAZ Engineering Contractors, Inc. as BIDDER and Merchants Bonding Company (Mutual) as SURETY, are held and frnaly bound unto the C tfY OF SANTA ANA, as AGF'N('Y, in the penal sunt of (10%) Ten 2ercent of the attached bid amount Dollar; ($ 10% of bid ), which is ten percent (101G4) offhe total amount bid by BIDDER to .AO NC;Y for lite above -salted project. for tfi(e payment of which sutn_ BIDDER kind SUIRETY agree to be bound, jointly and severally, tirni1v by those presents. THE CONDUIONS OF THIS OBLIGATION AM', SUCH that, whereas BIDDER. is about to submit a bid to A(.fENC'Y for the above -stated project, if said bid is rejected. or if said bid is accepted wnd a contract is awarded and entered into by BIDDER R in tate manner and tine xpt+cified, then this obligation shall be null and void, others+iseit shall remain in hill farce and effect in, favor ofAGENCY, 1N WITNESS WI-JEt2EOF ttie parties hereto have set theft uartes. titles. hands, and seat this -19th day ofMay 2016. TEF}DIR* ARNAZ Engpelf1pg Contractors, Inc. 1035 Armando Street, Ste, X, Anaheim, CA 92806; Phones (714)666-1765 Ali Yazdanshenas, SUR LTY * Merchants Bonding Company (Mutual) Pa]. Box 14498, Des Moines, to 50306 - 3498; Phone_ (515)243-8171 Stephanie Hoang, rney in -Fact; 151 Kalmus Dr... Ste. A 201, Costa Mesa, CA 92626; Phone. 714•546-51( Subscribed and wort to before me this day of ,p_ Signature; See attached Notcey Pubtie hi and for the County of - State of' * Prcn�iclel3CI7i:>E.iR Si'ftT.rl"Yrtsuity,a7dress,ziriiite(eplrmtenunibee<indthenanre.title,adcfress, and telephone number of authorized representative. P-9 oFP-17 23A-15 CALIFORNIA ALL-PURPOSE ACICNOWLRD(MENT CIVIL COIF 1189 A notary public or othor officer completing this cortlficete iorifies ontcthe identihr of the individual wlio signed the documunt to which this certificate is attached and no€ the LtUthl'Uln4'i4, uriio%rev, or va Iidity of that document. State of California County of orange On May 19, 2016 _before mo? Barbara Copeland Notary Public, personally appeared Ali Yazdanshenas Ntuuc{si cel 4ignzrts7 who proved to me ort the basis of satisfacton) evidence to be rho persons) whose namc(s) is/aro, subscribed to the within instrument and acknowledged to me that hc;shefthcy- executed the same in his!herfthoix urthorizod capacity(ies), and that by luslht-6th6r skmalure(s) on the instrument the person(s), or the entity upon behalf of which the porson(s) acted, oxecuted the instrument. I certify under PF.NAU Y OF PERJURY under the BARBARA C 4 ANC laws of the State of Cnh orltij that the farcgoiug F CW Nal t 2tk� paragraph is tnrc and correct., C rerr C" WITNESS mg and and official seal. m. 99, 2097 Signature BlgnaLvz of .taeyAiblia Place Rowfv Sail Aboc: k__------- ._ (HY110NAL;---- ----------____-___ Though the m1brtn<alion below is not required h), Ixw_ it may prove valuable to persons reking on the docuateni and could present fraudtdent and rcattachmcnt of this tem to another doeumcnt. Desuiption of Attached Document "type or Title of Document: Document [)ate: Signer(s) Other Than Named Abovc- Caprtcity(ies) Claimed by Signer(s) Signer's Nance: ❑ Individual ❑ Ciorporate-Officer. Titic(s)' ❑ Partner; []Limited ❑ General [] ,Attorney in Pact ❑ Trustee ❑ Guardian or Conservator ❑ Other: _ Number of Pages: C"apaeity(ies) Claimed by Signer(s) Signor's Name: ❑ Individual ❑ Corporate: Officer -- Titic(s);____ ❑ framer: ❑Linitcd ❑ (jencral ❑ Attoruc)in Fact ❑ Trustee ❑ Guardian or Costserearor ❑ Other'. Signer Is Repr=nting:.-._..... Signer Is Representing; Rea. ,.--15 23A-16 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 Orange ) On S i before me; Barbara Copeland Notary Public, personally appeared Stephanie Hoang Navue(x) of Si�ier(s} who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrumnent and acknowledged to me that he/sheftincr 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. °BARS RAC I certify under PENALTY OF PERJURY under the &ARBARACCRELANQ _ or_f - Commasion # 2016348 laws of the State of California that the foregoing a4,., rte:=;= Notary Pt;hilo• Ca ltfornla paragraph is true and correct. Cranle County Q!Etvty Comm. Expires qar f n.10114 WITNESS my and and official seal. Signature. - 8ig amore of ' fary Pac Place Notary Above OPTIONAL _____ T hough the information below is not required by law, it may prove valuable to persous relying on the document and could present fraudulcut and reattachment of tins form to another document. Description of Attached Document Type or Title of Document: Document Date: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: Stephanie Hoang ❑ Individual ❑ Corporate Officer - Title(s): ❑ Partner: ❑Limited ❑ General ® Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: Number of Pages: Capacity(ies) Claimed by Signer(s) Signer's Name: ❑ Individual ❑ Corporate Officer - Title(s): ❑ Partner: ❑Limited ❑ General ❑ Attorney in Fact Trustee ❑ Guardian or Conservator ❑ Other: - - - - Signer Is Representing:__ 23A-17 Rev, 1-15 T W-L51—,N- - c:r',MPANY, POWER OF ATTORNEY Know All Persons By The so Presents, that MERCHANTS BONDING COMPANY (MU'rIJAI.) and MERCHANT5 NATIONAL BONDING, INC., both acing corporations of the State of Iowa (horeln reflectively called the "Cornpanies") do hereby make, constitute and appoint, individually, Eric Lowey; Jennifer C Maya; Kevin Cathcart; Mark Richardson; Shawn Blume; Stephanie Hoang; Tercasa I Jackson their true and lawful Attorney(s)-In-Pact, to maks, execute, seal and deliver on behalf of the Companies, as Surety, bonds, undertakings and other written obligations in the nature thereof, subject to the limitation that any such Instrument shall not exceed the amount of: TEN NHL;LION (.$10,000,000.00) DOLLARS This Fewer of Attorney is granted and is signed and sealed by facslinlie under and by authority of the following By Laws adopted by the $card of Dheotors of Morchants Bonding Company (Mutual) on April 23, 2011 and adopted by the Board of Directors of Merchants National Dancing, do,, on Cooper 24, 2011. ,,Tho President, Secretary, Troasursq of any Assistant T'rsesuror or any Assistant Secretary or any Vice President shall have power and authority to oppolnt Attorneys in, Ftl and to authorize them to execute on behalf of the Company, and attach the seal of the Company thereto, bonds and undertakings, mitognlzancev, contracts of indomnity and other writings obligatory Ia Ilse nature thereof" "The signature of any authorixad signer slid the coal of the Company may be affixed by facsimile or elaotrrul transmission to any POwQ1 of Attorney or Certification thereof authorizing the execution and delivery of any bond, undertaking, recognizance, or other suretyship obligations of the Company, and such signature and seal whon so used shall have the same force and effect as though Manual.y fixed." In connection with obligations in favor of the Florida Department of Transportation only, It is agreed that the power and authority hereby given to the Attorney -in -Fact Includes any and all consents for the release of retained percentages and/or final estimates on engineering and constrortaon contracts required by the Stator of Florida Deportment of Transportation. It Is fully understood that consenting to the State cfFlonda Department of Transportation making paynsnl of the final estimate to the Contractor and/or its assignee, shall not relieve this surely company of any of its obligations under Its bond. In connector, with obligations In favor of the Kentucky Department of Highways only, It Is agreed thatthe power and outhority hereby given to the Attorney -In -Fact cannot be modified or revoked unless prior written personal notice of such intent has boon given to the Commissloner- Depertmsnt of Highways of thin Commonwealth of Kenl'ucky at least thirty (30) days prier to the modification or revocation. In whose Whereof, the Companies have caused this Instrument to be signed and sealed this 2nd day of Decer,ber 2016 ..+...... , MERCHANTSVONDiNG COMPANY(MUTUAL) ,S .© .'' yV,' U6 MERCHANTS NATIONAL BONDING, INC. A0 'vCs „ ,; : . yr • Sy �'..C. ep STATE OF IOWA....... .,yanro++n,np.n+r •"ear°.°° COUNTY OF Dallas ss. preesldonf 2n On this 2nd day of December 2015 ,before ins appeared Larry Taylor, to me personally known, who bring by rnr sworn diel say that he Is President of the MERCHANTS BONDING COMPANY (MUTUAL) and MERCHANTS NATIONAL BONDING, ING.I and that the seals affixed to the foregoing Instrument are the Corporate seals of the Companies: and that the said instrument was signed and sealed In behalf of the Companies by authority of their respective Boards of Directors. ax�sr s..W6NUf WODDY } . y 1, Cnrnrru+cion Ilumhsr 73J654l jY (, `• My0tmlrvssionL'xpires r� June 20, 2011 Notary Publ c, .ra� Uoun(y, larva (Expiration of notary's commission does not invalidate this instrument) I, William Warnor, Jr., Secretary of the MERCHANTS BONDING COMPANY (MUTUAL) and MERCHANTS NATIONAL BONDING, INC., do hereby cortify that the above and foregoing is a true and correct copy of the PO`NER-OP•ATTORNCY executed by said Companies, which is stip. In full force and effaf.4' and has not cash amended or revoked. In Witness Whereof, I have hereunto act my hand and affixed the seal of the Compaliles ori this 19thdzly of May 2016 r'OA 0014 (6!'15) 23A-18 Secretary CITY OF SANTA ANA PROPOSAL PROJECT NO.: 11-6412 WALNUT PUMP STATION BUILDING UPGRADE 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: o Streets, highways including bridge projects: Y2% of the bid or $10,000, whichever is greater o Buildings, parks, or other projects: V2% 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 Hardy and Harper License #/Exp. 215952 /12-31-2017 DIR Reg. #/Exp, 1000000076 / 6.30-2017 Location Santa Ana, California Phone 714-444 1851 Type Of Work Asphalt Paying Amount $ 16,000,00 Name Srithinee Electric License#/Exp. 822429/ 8/31/2017 DIR Reg.#/Exp. 1000011425 6/TO-TT777 Location 620 South Rancho Ave Phone 909-825 7971 Type Of Work Panels and Control Amount$ 110, 000.00 NuneeGao 5 �.N'u,if l„e. �ry:5p Name License #/Exp. g' y 2� 1, � �j, 2 pp/ License #/Exp. DIR Reg. #/Exp. t_>!�"ti / /L .— _2ari DIR Reg. #/Exp. License # 97 L2r License# Location /sax p 11h,*, r�,-4 A C ,,kw' Location Phone _ QV '7 Phone _ Type Of Work OfvVork Amount $ 44 Opp �-0Amount $ RMUM License #/Exp. DIR Reg. #/Exp, License # Location Phone Type Of Work Amount $ eVjs4 • Ali Yazdanshenas/Presider Signature of Bidder Armz Engineering Contractors, Inc, I►aus License #/Exp. DIR Reg. #/Exp. License # _ Location Phone Type Of Work Amount $ P-9 of P-17 23A-19 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 11-6412 WALNUT PUMP STATION BUILDING UPGRADE The following are the names, addresses, and telephone numbers for TIME public agencies for which the BIDDER has performed similar work within the past three years. 1. City of Anaheim, 201 S. Anaheim Blvd., Anaheim California, Water Engineering Department Name and Address of Owner. Mr. David Shen, Water Engineering Manager, 714-765 4421 Name and Telephone Number of person familiar with project. 3.1 M Water We1154, and Water well % 2014 Contract Amount Type of Work Date Completed City Of Garden Grove, 11222 Acacia Pkwy, Garden Grove, Ca. Nance and Address of owner. Mr. Samuel S.im, 714-7415534 West Garden Grove Rooster Name and Telephone Number of person familiar with project. 3.2 M Rehabilitation of West Garden Grove Booster May 2016 Contract Amount Type of Work Date Completed 3. City of Corona, 755 Public safety way, Corona, California Name and Address of owner. Mr, Tom Moody 951-279 3660 Nance and Telephone Number of person familiar with project, 2.6 M Construction of Tertiary Filtration system and Booster 2013 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. 1. Pinnacle Surety & Insurance Services, Agent for Merchants Bonding Company 151 Kalmus Dr., Suite A201, Costa Mesa, California, 714-546 5100 2. Agency One Insurance Services, 44030 10th Street West Lancaster, California 93534, tele. 661.723 0404 3, State Compensation Insurance Fund, 1750 E 4th Street, Santa Ana, California, 888.782 8338 P-10 of P-17 23A-20 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 11-6412 WALNUT PUMP STATION BUILDING UPGRADE ADDITIONAL REFERENCES The following are the names, addresses, and telephone numbers for THRFE public agencies for which the BIDDER or Subcontractor has performed street improvement work in the past 5 years. 1. City Of Anaheim, 200 S Anaheim Boulevard Anaheim, California Name and Address of Owner. Mrs, Lis O'Connell, 714-765 4225 Name and Telephone Number of person familiar with project. 1.3 M Water well 58 2016 Contract Amount Type of Work Date Completed 2. City of Redondo Beach Name and Address of owner. Mr. Mazin Azzawi, 310 318 0661 Name and Telephone Number of person familiar with project. 120K Structural Repair 2012 Contract Amount Type of Work Date Completed 3. City of Anaheim, 200 S. Anaheim Boulevard, California,92805 Name and Address of owner. Mr. Michael Fileccia, 714-765 4427 person 310K Reservoir Repair Contract Amount Type of Work ect. 2016 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. Same as 10 of 17 Same Insurance Companies start. In addition, we had completed projects for City of Ontario, Inland Empire UtilitiesCity of Saar Clemente, City of San Joan Capistrano, City of Fullerton, City of Redondo Beach, City of La Habra, Irvine Ranch water District. P-1.1 ofP-1.7 23A-21 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 11-6412 WALNUT PUMP STATION BUILDING UPGRADE NON -COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; thatthe BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner; directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above Non -collusion Affidavit is part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature ofthis Non -collusion Affidavit. BIDDERS are cautioned that making a false certification may subject the certifier to crin Signed State of California County of _ Subscribed and sworn to (or affirmed) before meis day of , 20—, by ,proved toga-egrA Usatisfactory evidence to be the person(s) who appeared before me flotarlal cettiilcate Notary Public Signature Notary Public Seal P-12 of P-17 23A-22 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 Grange Subscribed and sworn to (or affirmed) before me on this day of 5u r12 2011,L, by Aiir2� proved to me on the basis of satisfactory evidence to be the personWwho appeared before me. SRITTNEY KkAGGE Commission M 2110040 Notary Public - California z Rlyeralde County �,. FAy COMM.rzplres May 29, 2029 (Seal) Signature � 23A-23 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 11-6412 WALNUT PUMP STATION BUILDING UPGRADE NON-DISCRIMINATION CERTIFICATE The undersigned contractor or corporate officer, during the performance of this contract, certifies as follows: 1, The Contractor shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Contractor shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin, Sueh action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Contractor shall, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Contractor shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Contractor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Contractor shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5, The Contractor shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6. In the event of the Contractor's non-compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Contractor may be declared ineligible for further Government contracts or federally assisted construction contracts .in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. P-13 of P-17 23A-24 CITY Or SANTA ANA PROPOSAL PROJECT NO.: 11-6412 WALNUT PUMP STATION BUILDING UPGRADE The Contractor shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section. 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Contractor becomes 'involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the Contractor may request that the United States enter into such, litigation to protect the interests of the United States. S. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, no discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any contractor of public works violating this Section is subject to all the penalties imposed for a violation of the Chapter. Signed: Ali Yazdanahenas'— Title: President Firm: Arnaz Engineering Contractors, Inc. Date: '7— P-14 of P-17 23A-25 CITY OF SANTA ANA PROPOSAL PROJECT NO.: It -6412 WALNUT PUMP STATION BUILDING UPGRADE STATEMENT REGARDING APPRENTICESI-IIP REOUIREmE ws The undersigned BIDDER is familiar with the requirements of Section 1777.5 of the State Labor Code regarding employment of apprentices, and understands that contractors on contracts exceeding $30,000 or 20 working days shall: 1. Apply to the joint apprenticeship committee administering the apprenticeship standards of the craft or trade in the area of the site of the public work for a certificate approving the contractor under the apprenticeship standards for the employment and training of apprentices in the area or industry affected. 2. Employ the number of apprentices or the ratio of apprentices to journeymen stipulated in the apprenticeship standards. I Contribute to the fund or finds 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: /J 'xd —Ali Paz ansrenas Title: President Firm: Arnaz Engineering Contractors, Inc. Date: f)/G, P-15 ofP-17 23A-26 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 11-6412 WALNUT PUMP STATION BUILDING UPGRADE STATEN ENT REGARDING "ANTI -KICKBACK" REQUIREMENTS The undersigned is submitting this proposal for performing by contract the work required by these bid documents, agrees to comply with the Copeland "Anti -Kickback" Act (18 USC 74) as supplemented in the Department of Labor regulations (29 CFR, Part 3). This act provides that each contractor or subcontractor shall be prohibited from inducing, by any means, any person employed in the construction or repair of public work, to give up any part of the compensation to which lie/she is otherwise ntitled. Signed: 1 ' _ Ali Yazdanshenas Title: President Firm: Arnaz Engineering Contractors, Inc. Date: 7_ 05 —7,016 P -t6 ofP-17 23A-27 CITY OF SANTA ANA PROPOSAL PROTECT NO.: I t-64 t2 WALNUT PUMP STATION BUILDING UPGRADE PUBLIC CONTRACT CODE SECTION 10162 -QUESTIONNAIRE 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 firom bidding on, or completing a federal, state, or local government project because of a violation of law or a safety regulation? Yes No x If the answer is yes, explain the circumstances in the following space '9' %/� . Ali Yazdanshenas President Arnaz Engineering Contractors SEE AT-fArHED Notarial Certificate 23A-28 A Notary Public or other officer completing this certificate verifies only the identity of the iddividual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of hat document STATE OF CALIFORNIA ) ) COUNTY OF ORANGE ) SS. On UIll `AA0ol(o before me, Brittney Klagge A Notary public personally appeared _�tl u -o, �a-2- an" l as who proved to me on the basis of satisfactory evidence to be the person r p whose nam is/ re 0/�hisls(�cerrlhhoir [led to the within instrument and acknowled d to me th he sheCthe executed the same in authorized capacity and Chat b4hisfr/kheir signatuxeyon the instrument the person or the entity upon behalf of which the pacted, 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. SRITTNEY KLAGGE WITNESS my hand and official seal o Commisalort # 2110040 :" Notary public-Californla Riverside County � � e a Comm. Es fres May 29,2A, a 4 Signature FOR NOTARY STAMP 23A-29 MAYOR Miguel A. Puddle MAYOR PRO TEM Vicente savolento COUNCILMEMBERS Angailtda Amezrcua P. David Booravides Michele Martinez Roman Rayne Sal Tinniorro June 13, 2016 C11 H OF SANTA ANA 20 Civic Center Plan . P.O. Box 1988 NI -36 Santa Ana, California 92702 (7141647-5013 wwro.sama-ani,ora CITY MANAGCR David Cavazos CITY ATTORNEY Sonia R. Carvalho CLERK OF THE COUNCIL Marla 0 Huizar Ackno ed P -7, 0- Ali Yazdanshenas/President Araz Engineering Contractors SUBJECT: PROJECT NO. 11.6412: WALNUT PUMP STATION BUILDING UPGRADE The following changes/clarifications have been made to the specifications of the subject project: 1. NOTICE INVITING BIDS Page X; IST Paragraph NOTICE IS HEREBY GIVEN that the City of Santa Ana will receive Bids on or before the hour of 2:00:59 pm, June 16, 2016 by the Public Works Agency Receptionist, Third Floor (see attached map), located at City Hall — Ross Annex, 20 Civic Center Plaza, M-22, Santa Ana, California 92701 for: NOTICE IS HEREBY GIVEN that the City of Santa Ana will receive Bids on or before the hour of 2:00:59 pm. July 7, 2016 by the Public Works Agency Receptionist, Third Floor (see attached map), located at City Hall — Ross Annex, 20 Civic Center Plaza, M-22, Santa Ana, California 92701 for: 2. JOB WALK A job walk will be held on June 23, 2016 at 9:00 am at the job site (723 West Walnut Street, Santa Ana, California 92703. 1 of 13 SANTA ANA CITY COUNCIL M!,rd A POd. Vicente. Siravanto W".10sWar av'rxco mam.. P Q..d aenAldx, Rano"as,. 9.1 Trna,10 M. Pro I orn, Mm I ward 2 wam 3 W 4 W"q S Ward 6 a oSrr 23A-30 MAYOR Miguel A. Pulldo MAYOR PRO TEM veente Sarmiento COUNCILMEMBERS Angelica Amezoue P. David Bonavides Michele Martinez Roman Reyna Sal Tinaiere CIT Y OF SANTA ANA 20 Civic Center Plaza s P.O. Box 19B9 M-36 Santa Ana; California 92702 (714) 647.5013 wwwsoma-ane era CITY MANAGER David Cavazos CITY ATTORNEY Sonia R. Carvalho CLERK OF THE COUNCIL Marla D. Huizar Ack(n�ow dged �T Ali Yazdanshenas/President June 28, 2016 Arnaz Engineering Contractors ADDENDUM TWO SUBJECT: PROJECT NO, 11-6412: WALNUT PUMP STATION BUILDING UPGRADE The following changes/clarifications have been made to the specifications of the subject project: t NOTICE INVITING BIDS Page x; 18T Paragraph NOTICE IS HEREBY GIVEN that the City of Santa Ana will receive Bids on or before the hour of 2:00:59 pm, July 7, 2016 by the Public Works Agency Receptionist, Third Floor (see attached map), located at City Hall — Ross Annex, 20 Civic Center Plaza, M-22, Santa Ana, California 92701 for: NOTICE IS HEREBY GIVEN that the City of Santa Ana will receive Bids on or before the hour of 2;00:59 pm, July 14, 2016 by the Public Works Agency Receptionist, Third Floor (see attached map), located at City Hall — Ross Annex, 20 Civic Center Plaza, M-22, Santa Ana, California 92701 for; 2. ON-SITE SODIUM HYPOCHLORITE GENERATION UNIT REQUIREMENT An additional requirement has been added to the Walnut Pump Station Building Upgrade Project. Specifications have been provided as Exhibit A to this addendum, The Sodium Hypochlorlte Generation Unit shall be Microclor® as manufactured and supplied by Process Solutions, Inc., found in Campbell, California ((408) 370-6540). 1 of 2 SANTA ANA CITY COUNCIL Migugl A P0IId0 I vM16 so.Wio �. MRJ,de Mamnez i Ara0ca PraCuva P. sarrdaaRomRoya sal nnaJem Mayer Mayo,Pre Tem,Werdi Ward2 Wa03 W. W'M3 WSM6 iafY sX ^-"�'^'1'Sflpual _­ a Mer&�+:fa-,�na.ort ,— mxWran ansp.or4 q. u92�_aSi;@ ,3:dC3:flffi :1ve..L.^Jl'?^9"g SLrfiOLCN iiLL1'_9t flM 23A-31 MAYOR Miguel A. Pulido MAYOR PRO TEM Vicente Sarmiento COUNCILMEMBERS Angelica Amezcua P, David Sonavidea Nichola Martinez Roman Reyna Sal Tinajero July 6, 2016 P_T17Zt r t�TII1�iiY:lr7� CITY OF SANTA ANA 20 Civic Center Plaza a P.Q. Box 1088 M-36 Santa Ana, California 92702 (744) 017.5013 www santa-ana era CITY MANAGER Davel Cavazos CITY ATTORNEY Sonia R. Carvalho CLERK oP THE COUNCIL Manx D. Huizar vAcYcn6"wledged Ali Yazdanshenas President SUBJECT: PROJECT NO. 11-6412: WALNUT PUMP STATION BUILDING, UPGRADE The following changes/clarifications have been made to the specifications of the subject project: NOTICE IS HEREBY GIVEN that the City of Santa Ana will receive Bids on or before the hour of 2:00:59 pm, July 14, 2016 by the Public Works Agency Receptionist, Third Floor (see attached map), located at City Hall — Ross Annex, 20 Civic Center Plaza, M-22, Santa Ana, California 92701 for: f NOTICE IS HEREBY GIVEN that the City of Santa Ana will receive Bids on or before the hour of 2:00:59 pm, July 21, 2016 by the Public Works Agency Receptionist, Third Floor (see attached map), located at City Hall — Ross Annex, 20 Civic Center Plaza, M-22, Santa Ana, California 92701 for: 2. JOB WALK Non -mandatory (final) job walk will be held on July 12, 2016 at 9:00 am at the job site (723 West Walnut Street, Santa Ana, California 92703. 1 of 4 SANTA ANA CITY CPUNCIL M,,u ] h Polido Vicente 5amdanfo Mo a a Menuaez W eN., Arreudu N 0a1d BeMlides Ro,ea n Rayna $al Tnalera .41aya M. Pore WaMI Ward WAMS w da wadS Wa,US EYL45@ a_^LJIe- M -e azm IR2_?^aAr% � J 2➢ 9RYLY'.3trarwpry 2 -.➢AF ^. a A2Af& tlb .v de 4sun a ary , 23A-32 MAYOR Miguel A. Pulido MAYOR PRO TEM Vicente Sarmiento COUNCILMEMBERS Angelica Arrl P. David Bonavides Michele Martinez Raman Reyna Sal Tinalero July 19, 2016 CITY MANAGER David Cavazos CITY ATTORNEY Sonia R. Carvalho CLERK OF THE COUNCIL Marta D. Huizar CITU' OF SANTA ANA 20 Civic Center Plaza . P.O. Box 1988 M-36 Santa Ana, California 92702 (714) 647-6013 www.santa-ana orQ Ackknoowwl d AliyYazdanshenas/President Arnaz Engineering Contractors ADDENDUM FOUR SUBJECT: PROJECT NO. 11.6412: WALNUT PUMP STATION BUILDING UPGRADE The following changes/clarifications have been made to the specifications of the subject project: 1. NOTICE INVITING BIDS Addendum Three- Page 1 of 4 NOTICE IS HEREBY GIVEN that the City of Santa Ana will receive Bids on or before the hour of 2:00`.59 pm, July 21, 2016 by the Public, Works Agency Receptionist, Third Floor (see attached map), located at City Hall — Ross Annex, 20 Civic Center Plaza, M-22, Santa Ana, California 92701 for: NOTICE IS HEREBY GIVEN that the City of Santa Ana will receive Bids on or before the hour of 2:00:59 pm, July 28, 2016 by the Public Works Agency Receptionist, Third Floor (see attached map), located at City Hall — Ross Annex, 20 Civic Center Plaza, M-22, Santa Ana, California 92701 for. Additional items to follow this addendum FOR THE CITY OF ANTRA ANA � I -. Edwin "William" Gal P.E. City Engineer 1of1 Sal T"mojam WdNS a iylin duo SANTA ANA CITY COUNCIL Mign¢i A. Puiitlo i vmenle Svrmienlo l M4 we NIAHmez Any&ica Nneewa 1 9o8vo a mam; Roman Reyno klayor Mayor Pro Tam, Wad r Wad -2 Wad 3 1 w d a we.a S Peordnnroaaa.mg. ; °iL'Fnt4�tgPL^-PP2ara �np�la t B a m muabasanta-aw arc dhanaud a rt_naAnan(yggo♦orB 23A-33 Sal T"mojam WdNS a iylin duo MAYOR Miguel A. Pulido MAYOR PRO TEM Viconte Sarmiento COUNCILMEMBERS Angelica Amezcua P. Oavid Benavldes Michele Martinez Ronan Reyna Sal Tinatero July 22, 2016 ADDENDUM FIVE 1 OF SANTA ANA 20 Civic Center Plaza + P.O. Box 1988 M-30 Santa Ana, California 92702 (714)647-5013 Wy� CITY MANAGER David Cavazos CITY ATTORNEY Sonia R, Carvalho CLERK Of THE COUNCII. Maria O. Huizar 142' fcrG edged Ali Yazdanshenas Arnaz Engineering Contractors, Inc. SUBJECT: PROJECT NO, 11-5412: WALNUT PUMP STATION BUILDING UPGRADE The following changes/clarifications have been made to the specifications of the subject project: 1. PROJECT SUBMITTALS Add; Electronic Submittal Platform and Procedure It is the contractor's responsibility and to transmit all shop drawings, data submittals, and project closeout documentation via the City's electronic platform. The general contractor will be required to attend training session/s and or obtain the necessary training on the usage and procedures for all transmittal documentation. a. Submittal Preparation - Contractor may use any or all of the following options: i. Subcontractors and Suppliers provide electronic (PDF) submittals to Contractor via the Submittal Exchange website. ii. Subcontractors and Suppliers provide paper submittals to General Contractor who electronically scans and converts to PDF format. IT Subcontractors and Suppliers provide paper submittals to Scanning Service which electronically scans and converts to PDF format. b. Contractor shall review and apply electronic stamp certifying that the submittal complies with the requirements of the Contract Documents including verification of manufacturer / product, dimensions and coordination of information with other parts of the work. c. Contractor shall transmit each submittal to City using the Submittal Exchange website, www.submittalexchange.com. d. Engineer review comments will be made available on the Submittal Exchange website for downloading. Contractor will receive email notice of completed review. e. Distribution of reviewed submittals to subcontractors and suppliers is the responsibility of the Contractor. 23A-34 Sol i e p. Wads �m eCas._ga.anp oo SANTA ANA CITY COUNCIL rated A. lelide Viae'. SiminM Mictrela MaNnea as"WaAreinmo Pnaed Eire.,de, NCman FM,ma Mayor Moyer Pro Tam, Word 1 Wow Werd3 Wa1d.1 Wards nmmlrlioey2 23A-34 Sol i e p. Wads �m eCas._ga.anp oo et 23A-35 a.. OD V-4 j 0, 'YTMi CS -1 L M 23A-35 a.. OD V-4 j 0, 'YTMi CS -1 23A-36 Exhibit 3 CITY OF SANTA ANA CONSTRUCTION CONTRACT PROJECT NO. 11-6412 WALNUT PUMP STATION BUILDING UPGRADE This CONSTRUCTION CONTRACT is made and entered into this 201" clay of September, 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 Arnaz Engineering Contractors. Inc. , 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 Walnut Pump Station Building Update 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 $3,596,000.00 — Three Million Five Hundred Ninety-six Thousand Dollars and no cents, as set forth and identified in the BID PROPOSAL, which is attached hereto and incorporated herein as Exhibit "A." Page 1 of 3 23A-37 CITY OF SANTA ANA CONSTRUCTION CONTRACT PROJECT NO. 11-6412 WALNUT PUMP STATION BUILDING UPGRADE 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 oil 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 Lip 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. S. 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-38 CITY OF SANTA ANA CONSTRUCTION CONTRACT PROJECT NO, 11-6412 WALNUT PUMP STATION BUILDING UPGRADE 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 BYr 1PI/I J y� Sandoval Chief Assistant City Attorney CITY OF SANTA ANA: DAVID CAVAZOS City Manager RECOMMENDED FOR APPROVAL: Fred Mousavipour Executive Director, Public Works Agency CONTRACTOR: By: Page ') of 3 23A-39 23A-40 COST ANALYSIS CONSTRUCTION OF THE PROJECT NO. 1648281: WALNUT PUMP STATION BUILDING UPGRADE Construction Contract $ 3,596,000.00 Contract Administration $ 187,931.00 Inspection and Testing $ 171,669.00 Contingencies $ 899,000.00 TOTAL ESTIMATED CONSTRUCTION COSTS $ 4,854,600.00 EXHIBIT 4 23A-41 23A-42 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: SEPTEMBER 20, 2016 TITLE: FACILITY USE AGREEMENT WITH THE DELHI CENTER FOR SPACE FOR LIBRARY PROGRAM SERVICES {STRATEGIC PLAN NO. 2,2A) l CITY MANAGER [�3 � � .7 Z�7 �+T•111 � G3 I A I I t;'3 -�7 APPROVED [J As Recommended E] As Amended E] Ordinance on 9 t Reading 0 Ordinance on 2nd Reading E] Implementing Resolution E] Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute a facility use agreement with the Delhi Center to provide space at the Delhi Center for library program services for an amount of $15,000 from October 1, 2016 through June 30, 2017, with two, one-year renewal options at the same amount each year, based of funding availability, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION As part of the Fiscal Year 2016-2017 the Santa Ana City Council approved funding to expand and implement services, normally provided at the Santa Ana Library, at the Delhi Center. The Fiscal year 2016-2017 allocation was for $30,000, of which 50 percent would be allocated towards program staffing and 50 percent for programming space at the Delhi Center. Library services at the Delhi Center will include a Children's Library Literacy Pilot Program to help promote early literacy and enhance academic success. Programming offered will include literacy based programming such as, but not limited to, after-school homework help and tutoring to assist students with academic needs, storytime, IStorytime, Book Delivery, LEGO Junior Maker, Read with Me, and STEAM. To provide a meaningful introduction to the library and encourage youth to read, the Library will create a reading space where material will be available for program participants. The program will be available Mondays, Tuesdays, and Thursdays from 3:00 pm to 5:00 pm and Wednesdays from 2:00 pm to 4:00 pm. The attached agreement includes the option to renew for up to two, one-year periods, based on future years' funding availability. 25A-1 Facility Use Agreement with the Delhi Center for Space for Library Program Services September 20, 2016 Page 2 STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #2 - Youth, Education, Recreation, Objective #2 (Expand youth programming), Strategy A (Focus resources on quality youth engagement, civic awareness, enrichment and educational programs (i.e. youth camping trips) and expand after-school programs during out-of-school hours at the library and community centers). FISCAL IMPACT Funds are available in the following account for the specified fiscal years: Youth Services (no. 01111160-62300) Gerardo Mouet Executive Director Parks, Recreation and Community Services Agency EXHIBIT: 1. Agreement 5,000 $15,000 $15,000 APPROVED AS TO FUNDS AND ACCOUNT: Francisco Gutierrez Executive Director Finance and Management Services Agency 25A-2 FACILITIES USE AGREEMENI` BETWEEN CITY OF SANTA ANA AND DELHI CENTER THIS FACILITIES USE AGREEMENT is made and entered into this 20th day of September, 2016 by and between the City of Santa Ana, a municipal corporation and charter city organized and existing under the Constitution and laws of the State of California ("City"), and the Delhi Center, a California nonprofit public benefit corporation ("Delhi") (collectively referred to as the "Parties"). RECITALS A. City wishes to utilize portions of the Delhi Center to provide tutoring and literacy programming services to participants, including residents of the City. B. Delhi is willing to allow use of the Delhi Center for such purposes subject to the terms of this Agreement. The Parties therefore agree as follows: 1. GRANTOF PERMISSION AND FACILITIES TO BE USED: Delhi hereby grants City permission to utilize Delhi Center Room 103 ("Facilities") for the purpose of conducting a Children's Library Literacy Pilot Program, as more specifically described on Exhibit A and on the dates and times therein. Other portions of the premises may be used by mutual agreement of the Parties. 2. COMPENSATION: City agrees to pay Delhi $15,000 for the use of the Facilities during the term of this Agreement, due within forty-five (45) days following full execution of this Agreement. The amount of compensation shall be the same for any extension term provided in Section 3. 3. TERM: This Agreement shall commence on October 1, 2016 and continue through June 30, 2017. The term of this Agreement may be extended for two additional one-year periods by a writing executed by the City Manager and the City Attorney. 4. INDEMNIFICATION: The Parties agrees to indemnify, protect, defend, and hold harmless each other, and their respective officers, agents, employees, consultants, and representatives from and against any and all claims, damages, judgments, attorney's fees, costs and expenses each Party may incur in the performance of this Agreement, to the extent such are attributable to the opposite Party's negligence or willful misconduct in its respective use of the facilities. 5. INSURANCE: City agrees to obtain and maintain during the term of this Agreement insurance reasonable and appropriate to City's use of the Facilities. 6. NOTICE: Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and directed to the addresses below or such 21A1IT3 addresses as either party may later specify in writing. Notice is deemed effective on the date it is given if hand -delivered or received by facsimile that clay. Notice given by U.S. mail shall be deemed to have been given three (3) business days after it is deposited in the U.S. mail, postage prepaid and addressed as follows: To City: Cleric of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 With copies to: Executive Director of Parks, Recreation and Community Services City of Santa Ana 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702 To Delhi: Delhi Center 505 E. Central Ave Santa Ana, CA 92707 Attn: Jenny Rios, Chief Executive Officer 7. EXCLUSIVITY AND AMENDMENT: This Agreement represents the complete and exclusive statement between the City and Delhi regarding the subject matter herein, and supersedes any and all other agreements, oral or written, between the Parties regarding the use of the Facilities. 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 Parties. 8. TERMINATION: This Agreement may be terminated by the City upon thirty (30) days written notice. Compensation shall be refunded on a pro -rata basis for any remaining portion of the respective term. 9. NONDISCRIMINATION: City shall not discriminate in the course of its activities in or about the Facilities on the basis of race, color, disability, religion, sex, marital status, sexual orientation, age, national origin, ancestry, disability, or any other basis prohibited by law. 10. 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. 2' 4' 11. AUTHORPI'Y: 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. ATTEST: MARIA D. HUIGAR Cleric of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: John . Funic Assistant City Attorney RECOMMENDED FOR APPROVAL: CITY OE SANTA ANA DAVID CAVAZOS City Manager DELHICENTER Name: Title: GERA.RDO MOUET Executive Director, Parks, Recreation, and Community Services Agency EXHIBIT A PROGRAM DETAILS PROGRAM: Santa Ana Public Library — Children's Library Literacy Pilot Program SERVICE DATE(S): Fiscal Year 2016 -- 2017 for the use of Delhi facility Room 103 with an option to renew for two, one year periods, all depending on future funding availability DESCRIPTION: Delhi Center will provide a space in the facility Iocated at 505 E. Central Ave., Santa Ana, CA 52707 for the Children's Library Literacy Pilot Program. The room being provided, Room 103, will include tables, chairs, white boards, and the use of cabinets to store program supplies. The room will be available Mondays, Tuesdays, and Thursdays from 2:30 pm to 5:30 pm and Wednesdays from 1:30 pm to 4:30 pm. The City will provide a Children's Library Literacy Pilot Program to promote early literacy, enhance academic success, and expand personal growth of children. Programming will include literacy based programming such as but not limited to storytime, IStorytime, Book Delivery, LEGO Junior Maker, Read with Me, STEAM and after-school homework help and tutoring to assist students with academic needs. There will be no charge for any programming under the Children's Library Literacy Pilot Program. The City will provide staff to coordinate and implement the program for a total of 864 hours of service (includes set up time) totaling $15,000 between October 2016 and June 2017. The program will start in October 2016 or as soon as staff is recruited. Children's Library Literacy Pilot Program will be available four days of the week. The program will be available Mondays, Tuesdays, and "Thursdays from 3:00 pm to 5:00 pm and Wednesdays from 2:00 pm to 4:00 pm. The City will also create a reading space for program participants. 4 :8*4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: SEPTEMBER 20, 2016 TITLE: AGREEMENT AMENDMENT WITH IDEXX LABORATORIES, INC. FOR VETERINARY LABORATORY SERVICES AT THE SANTA ANA ZOO (STRATEGIC PLAN NO. 2,2E) CITY MANAGE 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 FIDE NUMBER Authorize the City Manager and Clerk of the Council to execute an amendment to the agreement with IDEXX Laboratory, Inc. to provide laboratory services at the Santa Ana Zoo by increasing the compensation limit by $10,000 to an amount not -to -exceed $35,000 through the remaining term of the agreement, which is from July 1, 2015 to June 30, 2017, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION The Santa Ana Zoo at Prentice Park is required by the United States Department of Agriculture and the Association of Zoos and Aquariums (AZA) to provide veterinary care for the collection of animals maintained at the Zoo. As part of the preventative and curative medical care program there is a need to utilize the services of a diagnostic reference laboratory. Common tests performed by reference laboratories are screens for internal parasites, blood work analysis, PCR testing, and histopathology. Diagnostic reference laboratories have been utilized by the Santa Ana Zoo since the 1980s. Over time the ability to provide better care and the cost of services in the reference laboratory sector have increased. IDEXX Laboratory, Inc. has proven they are a reliable and accurate reference laboratory, and have served the needs of the Zoo. STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #2 Youth, Education, Recreation, Objective #2 (Expand youth programming), Strategy E (Partner with outside agencies and secure funding to rehabilitate zoo exhibits and expand the Santa Ana Zoo). 2513-1 Agreement Amendment with IDEXX Laboratories, Inc. September 20, 2016 Page 2 FISCAL IMPACT Funds are available in the following account for the specified fiscal year: Accounting Unit FY 16/17 Zoo (no. 01113220-62300) $10,000 Gerardo Mouet Executive Director Parks, Recreation and Community Services Agency EXHIBIT: 1. Agreement Amendment 25B-2 APPROVED AS TO FUNDS AND ACCOUNT: �A V%'� T-z"J! 'k )'�' r 6 -1 )%=�� Francisco Gutierrez Executive Director Finance and Management Services Agency FIRST AMENDMENT TO CONSULTANT AGREEMENT WITII IDEXX LABATORIES, INC, THIS FIRST AMENDMENT to the above -referenced agreement is entered into on September 20, 2016 by and between IDEXX Laboratories, Inc., a Maine corporation ("Consultant'), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"), RECITALS A. The parties entered into Agreement #N-2015-156, dated May 6, 2015 ("Agreement"), by which Consultant agreed to provide veterinary laboratory services. B. The term of the Agreement is from July 1, 2015 through June 30, 2017, and the Agreement remains in effect. C. In accordance with the terms and conditions of the Agreement, the Parties wish to amend the Agreement to provide additional funds for the services that are the subject of the Agreement. The Parties therefore agree: 1. Section 2, Compensation, is amended to include an additional ten thousand dollars ($10,000) so that the total sum to be expended under the Agreement shall not exceed thirty five thousand dollars ($35,000). 2. Except as modified by this First Amenchnent, all terms and conditions of the Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to the Agreement on the date and year first written above. ATTEST CITY OF SANTA ANA MARIA D. HUIZAR Cleric of the Council APPROVED AS TO FORM SONIA R. CARVALIIO City Attorney , IN M. FUNK sststant City Attorney RECOMMENDED FOR APPROVAL Gerardo Mouet Executive Director, Parks, Recreation, and Community Services Agency DAVID CAVAZOS City Manager CONSULTANT Name: Title: 25B-4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: SEPTEMBER 20, 2016 TITLE; APPROVE PURCHASE AGREEMENT FOR BRISTOL STREET IMPROVEMENTS, PHASE 3A (PROJ. NO. 136792 NONGENERALFUND) (STRATEGIC PLAN NOS. 6, 1G; 3, 2C) C / G CITY MANAGE RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on lot Reading ❑ Ordinance on 2 o Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute a purchase agreement with property owner Johnny Orosco, for partial acquisition of real property commonly known as 1305 West 11th Street (APN 004-112-33), and goodwill (if any), in the amount of $16,700, subject to nonsubstantive changes approved by the City Manager and City Attorney. 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 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 3A, bounded by Civic Center Drive and Washington Avenue. Property acquisitions for this phase are expected to be completed by spring 2017 and construction is anticipated to begin in summer 2017. Property acquisition (Exhibit 1) is necessary to accommodate the improvements and widening for Phase 3A. A purchase offer was made based on the appraised values prepared by a State licensed appraiser, and was accepted by the property owner. The purchase price for the acquisition mentioned above is shown in corresponding agreement (Exhibit 2). STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 — Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy G (develop and implement the City's Capital Improvement Program in coordination with the Community Investment and Deferred Maintenance Plans). 25C-1 Purchase Agreement for Bristol Street Improvement Phase 3A September 20, 2016 Page 2 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 in the amount of $16,700 are available in the Bristol Street Improvements Project (No. 136792) for expenditure in FY 2016/2017 in the Select Street Construction Fund (Account No. 05917661-66100), subject to nonsubstantive changes. wt -IA Jj?----� Fred Mousavipour Executive Director Public Works Agency FM/EWG/JG/KN/ML Exhibits: 1. Location Map 2. Agreement for APN 004-112-33 APPROVED AS TO FUNDS & ACCOUNTS: Francisco Gutierrez Executive Director `9 Finance & Management Services Agency 25C-2 `N (NTS) MATCHLINE SEE BELOW RIGHT 10TH STREET 9TH STREET 405-262-22 1 e _r0 -SbBJECI PPOPNRTI PS -#COUIRLD PPOFeanes SANTA ANA P `� SCE�COUNCIL016 PUBLIC WORKS AGENCY CIVIC CENTER DR. F -T ----i L± WASHINGTON AVENUE MATCHLINE SEE TOP LEFT EXHIBIT 1 TITLE PURCHASE AGREEMENT FOR BRISTOL STREET IMPROVEMENTS PHASE 3A (PROJECT NO. 136792 NONGENERAL FUND) (Strategic Plan No. 6, 1, G; and 3, 2, CJ 25C-3 PAGE 1 OF 1 25C-4 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 Johnny Orosco, a single man (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 "B-1" — Plat Map ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF (Commonly known as 1305 W. 11r" Street, Santa Ana, CA) (APN: 004-112-33) 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 -T' and depicted on the attached Exhibit "B-1" 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 Sixteen Thousand Seven Hundred Dollars and no/100 ($16,700.00) 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 Exhibit 2 25C-5 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. 6. 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 Sixteen Thousand Seven Hundred Dollars and no/100 ($16,700.00) City agrees to deposit said purchase price in escrow with the 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: 25C-6 (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 Dead 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 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/360-d2y year consistent with that statement, subject to approval of City. Seller hereby agrees not to rent any units on the premises which are vacant as of the date that this agreement is executed by seller, or which may be vacated by present occupants prior to close of escrow. In return, the City agrees to reimburse seller lost rentals incurred by keeping units vacant through the close of escrow. Seller agrees that any and all Tenant Security Deposits pertaining to the subject property collected by or in the possession of Seller prior to the close of escrow shall be transferred to and become the property of City during escrow. Seller hereby warrants that the rental statement referred to shall include the terms of all rental agreements, tenancies, and leases (written, unwritten, recorded, or unrecorded) and Seller agrees to hold City harmless from all liability from any such leases or agreements. Seller also warrants that there are no oral or written leases on all or any portion of the subject property exceeding a period of one month. 9. Waivers. The waiver by City of any breach of any covenant or agreement herein contained on the part of the Seller shall not be deemed or held to be a waiver of any subsequent or other breach of said covenant or agreement nor a waiver of any breach of any other covenants or agreements contained herein. 10. Heirs, Assigns, Successors -in -Interest. This PSA, and all the terms, covenants and conditions hereof, shall apply to and bind the heirs, executors, administrators, successors and assigns of the respective Parties hereto. 11. Time is of the Essence. In all matters and things hereunder to be done and in all payments hereunder to be made, time is and shall be of the essence. 12. Just Compensation. Seller acknowledges and agrees that said purchase price is just compensation at fair market value for said real property and includes payment for fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages. 13. Acknowledgment of Full Benefits and Release. A. By execution of this Agreement, Seller, on successors and assigns, hereby acknowled acquisition of the Property by Buyer, and claim for compensation for injury to the damages; claims for inverse condemnation; any "bonus value" attributable to any lease; behalf of himself, his heirs, executors, administrators, ges that this Agreement provides full payment for the Seller hereby expressly and unconditionally waives any remainder ("severance damages"); precondemnation loss of goodwill and/or lost profits; loss or impairment of damage to or loss of improvements pertaining to the 25C-7 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 1283.025; 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. 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-35, R0. Box 1988, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Seller is 1305 W. 11th 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 25C-8 "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, (vil) 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 sem. (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 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. 25C-9 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 Beneficlary. 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: NONE 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 mariner. 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 31. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA. N WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. 25C-10 SELLER: Johnny Orosco, a single man ;ny;�sco��� Date: � � 0/ ,2016 City/Buyer City of Santa Ana David Cavazos City Manager Attest: Maria D. Huizar City Clerk Approved as to Form: r VIKIC J e Sandoval CIhief Assistant City Attbrney RECOMMENDED FOR APPROVAL: Fred Mousavipour Executive Director Public Works Agency Date: 2016 Date: 2016 Date: S — S — 2016 Date: 2016 25C-11 EXHIBIT "A" (Part Fee Take) LEGAL DESCRIPTION LEGAL DESCRIPTION FOR RIGHT OF aI'AY PI RPOSE S -- SLP P,o. 004-112-3-4 I4 4 '• 4 44.. THENCE,ALMG SAM CENTERTINE OF EI.EVOM-I STREET, NORTH 803112—WEST, 13104 FEET; 4 4 , •, 1 � ,G ' If fM F , 1' ► i - MAIN a MM ' i ' Imo. w'N 1� 4... 4'. ♦ " 8all 6,441, 1 .!# " I4, 1 CONT to A I OF 321 SQU1 F'EE'T: ?MORE O12 $.E."iS. PMAREDBYNMON ka,♦ «4 25C-12 r +! EXHIBIT °B" (Part Fee Take) PLAT MAP s O 0 0 Q.10 ri ri 0 y b/ry z W km It ._ ie r v c3 " m � Iii,+ " a iri tl c iii �iM1 6 a CD 0i .... n U ,.y V V "is7 iY1 N t � N f`'7 'd. ¢� dtF i vs Q ` .3 `a p ` .a J CCU J M J :.a J ru 5`x''7 r4 ^+,13 �! 4i ie.J � � ppo-. co #U i.J u to u U J —! cul S `IDISlcIg It NU 1 ° 31' 41' E $ A iANnS a L�1 `T �o ccLd c� IS 64` W N45' 16' 45"W ry S[1 5 ' ^ ° W e (� N05` 87' 44' 4 00 cu i C4 ma PRC PRC a F S21"UB'45'E w w N23°26'S4'E s .O w4l 10 1 -Q M00 IIM nj 0 CU UX h � � 25C-13 N c EXHIBIT "A-1" (TCE) LEGAL DESRIPTION AND PLAT MAP LEG-ALLEG-AL DE sCIUPT ON' FOR RIO13T OF W,,i'f PURPOSES -AP No. 004-112-33 9 � 1 THENCE, ALONG SAID C-EN7ERLlNE OF ELEVENTH STREEL NORTH 89()31 ' 12 - WEST, 137.044 FEET; r i60 W QW1NAR SO IOWA= I MIN % I, 1 . CosmiiF , I r t ri &VIAlou 25C-14 CONTINUE EXHIBIT °A-1" (TCE) LEGAL DE8RIPTION 11 II 1 t t4 f x f 7 i 1 li nip if PART HEREOF # #v 25C-15 EXHIBIT "B-1" (TCE) PLAT MAP i a rz ti m l— Ln R A3AMi1S (A ` tn co ru Nto (6%1ti `, N „' «. II 11 II N h ill a c 4 O C'Sm M co m N � Z % � A Q % A, t� V L 4 u u J J NOI Q 31' 41' E 25C-16 9 ` '1SNO3 l— R A3AMi1S (A ` tn �J S21'08'45'E w W N23' 26` 54' E ,dC _j ac co. 1n 1d 2 M S46 4' 22` w —�— N45° 16` 455 w 01 CL CL } r� Z E j_Ndj Nci b 0 i °� NOS°27' 44'A S0 53' 4I'Yd M� � L1 w © 0 e'sG I� N -i N OE s i Qi {(t N M Ls ' 1 IN cr PRC ` PRC 0 25C-16 9 tn S21'08'45'E w w N23' 26` 54' E aa. m4En 0 co. 1n 2 M m 01 CL CL } Z j_Ndj Nci 0 i °� N Lei � © 0 e'sG -i OE OE 25C-16 9 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. 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. 25C-17 When recorded, please mail this instrument and tax statements to: Clerk of the Council, City of Santa Ana 20 Civic Center Plaza, M-30 Santa Ana, California 92701 Free recording requested by THE CITY OF SANTA ANA PER GOVERMvIENT CODE SECTION 6103. SPACE ABOVE THIS LINE FOR RECORDER'S USE CANCEL TAXES X APPROVED AS TO FORMBYATTY. APPROV BY DMC'.'OR DESCRIPTION WRITTENBY DESCRB'TION =10D -OX. A,P. MJNIBER 004-112VM, R/W M,4P PROJECT' NUMBER 1305 W. 11tH Street, Santa Ana, CA 927D3 DPED NUMBER GRANT DEED FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Johnny Orosco, a single man Do Hereby Grant to the CITY OF SANTA ANA, a charter City and municipal corporation duly organized under the Constitution and laws of the State of California, for public roadway purposes, all that real property in the City of Santa Ana, Orange County, State of California, located at 1305 W. 11th Street, Santa Ana, CA 92703: SEE EXHIBIT 'A' and 'B' ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF; Dated,: A16 0/ d riZ0`16 ,,---Johhnni POO- sc -- 25C-18 , 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. �f State. of California County or' QlygAA_�} y r� On U before me, A A � OL t 1l � /p (He2moert�namye a [IOe of I e o"¢er personally appeared 6��4.t� who proved to me on the basis of s isfactory evidence to be the person(,a4 whose name Is subscribed to the within instrument and acknowledged to me that 2�he} -executed the same ir( s he;/4h4i�authorized capacity(ies), and that by he*slgnature(a-) on the instrument the persorr(s}, or the entity upon behalf of which the person(&) -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, „ �:.,a DANIEtA 80618E r ' CoMM.k 2054639 p p, C NOTARY POLIO. CALIFORNIA �+ ORANGE COUNTY �t p >1�+ MY COMM. ESP, JAN, 31, 2018'" Vd�&A rL Notary Public Signature (Notary Public Seal) DESCRIPTION OF THE ATTACHED DOCUMENT (Title or description of attached document) Number of Pages_ Document Date CAPACITY CLAIMED BY THE SIGNER Ff Individual (s) ❑ Corporate Officer __— (Tule)"` ❑ Partner(s) ❑ Attorney -in -Fact ❑ Trustee(s) Other 2075 Version mm NotaryClasses.com 800-873-9855 INSTRUCTIONS FOR CONIPLETWO THIS FOVA Thisforinemnphesrvit7v emrent Cnh,(urniasYcrtutes r'sgnrding t¢otnry urort$ng and, if naedert, should be completed ond attached to the document. dckmm�ler{;menis fi'ona ofhe'states uwy ha cortpleteelfor deci a wits being send to mat state so lmrg as the warding does mot mquii e the CaliOnnfn notary to rdolate Califarnla noonly Imp. • State and Count' information must be the Stara and County where the document sigirer(s) personally appeared before the notary public farmclaiowledamont. • pate of notarization const be the data thattho signers) personally appeared which must also be the sauia date the acknowledgment is completed. • Tito notary pnbtia must print his or her nmme as it appears Asittim his or her commission followed by a comma and their your title (notary pnbhn). e print the nnme(s) of document siguer(s) who personally appear at the time of notarization. • Indicate the correct singular at plural forms by crosshrg off incorrect forms (i.e. helshekhep; isame) or circling the corset fortis. Failure to mnocdy indicate this information may lead to rejection of docmnent recording. • The notary seal impression must be clear and photographically reproducible. Impression. must not cover test or lilies. if seal impression smudges`, ra-seal if a stiff' hent ama permits, othenviso complete a different aclmowiedgasout form. • 8fracture of due notary public least match the signature on hie whh the office of the county clerk, Additional tnfamia(ioit is not required bill could help to ensure this acknowledgment is not misused or attached to a different document, Indicate title or type ofattaohed document, number of pages and state. Indicate the capacity claimed by the signal. If the claimed capacity is a corporate officer, Indicate ilia title (i.e. CEO, CFO, Secretary). • Securely attach this doermmut to the signed docamentwith a staple. EXIAIBIT `A' LEGAL DESCRIPTION FOR RIGHT OF WAY PURPOSES — AP No. 004-112-33 IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, BEING A PORTION OF LOT 16 OF TRACT NO. 1290, PER MAP RECORDED IN BOOK 41, PAGE 47 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, LYING SOUTHEASTERLY AND SOUTHERLY OF TFIE FOLLOWING DESCRIBED LINE: COMMENCING AT THE IN'TE'RSECTION OF THE CENTERLINES OF ELEVENTH STREET AND BRISTOL STREET AS SOWN ON SAID MAP; THENCE, ALONG SAID CENTERLINE OF ELEVENTH STREET, NORTH 89°31' 12" WEST, 137.04 FEET; THENCE, PERPENDICULAR TO SAID CENTERLINE OF ELEVENTH STREET, NORTH 0°28'48" EAST, 30.00 FEET TO A POINT ON THE SOUTH LINE OF SAID LOT 16, SAID POINT BEING THE TRUE POINT OF BEGINNING, SAID TRUE POINT OF BEGINNING BEING A POINT ON A NON -TANGENT CURVE, CONCAVE TO THE NORTHWEST, HAVING A RADIUS OF 95.00 FEET, A RADIAL LINE THROUGH SAID POINT BEARS SOUTFI21°08'45" EAST; THENCE, NORTHEASTERLY ALONG SAID CURVE 15.51 FEET THROUGH A CENTRAL ANGLE OF 9°21'18" 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 182.10 FEET THROUGH A CENTRAL ANGLE OF 242°38'09" TO A POINT OF REVERSE CURVATURE WITH A CURVE, CONCAVE SOUTHWESTERLY, HAVING A RADIUS OF 95,00 FEET; THENCE, NORTHWESTERLY ALONG SAID CURVE 14.40 FEET THROUGH A CENTRAL ANGLE OF 8041'13" TO THE NORTH LINE OF LOT 19 OF SAID TRACT. CONTAINING AN AREA OF 321 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 rFA PREPARED BY ME ONSEPTEMBER28,2015ANTHONY C. CUOMO, PLS 6042 Ni 25C-20 TR 1293 M.M. 39139 LOT 15 LOT 16 NO 28' 48,8 EC 30. 00' LOT 17 _,®. .. _ _ 137,04' 136. 37' N030�00� E M N89°31'12"W � o \� ELEVENTH ST w - RI _...— . 4— N Cr", w C3 C N _ Q1 N LOT 20 n N N m LCT 19 p £ LOT 18 25C-21 40' Cl A=9°21'18' R=95 00 L=15 51' C2 A=34°23' 44' R=43. 00 L=25. 81' C3 A=37°35'51° R=43.00 L=28. 22' 04 A=8'41' 13' R=95, 00 L=14, 40' C5 d=242° 38' 09" R=43, OC L=182. 10' L i NM' 29' 23" E 12 92' L2 N89°311121W 38,58' BRISTOL STREET IMPROVEMENTS — PHASE III—A CIVIC CENTER DR. TO WASHINGTON AVE. PROJECT No. 13-5%92 20)0142-020 25C-22 REQUEST FOR COUNCIL- ACTION CITY COUNCIL MEETING DATE: SEPTEMBER 20, 2016 TITLE: AMENDMENT TO AGREEMENT WITH SANTA ANA UNIFIED SCHOOL DISTRICT FOR LEASE OF REAL PROPERTY AT 595 EAST 14TH STREET (STRATEGIC PLAN NOS, 2, 1 & 6, 1C) CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 16� Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute a first amendment to an agreement with the Santa Ana Unified School District to extend the existing lease of real property located at 595 East 14th Street for the seven-month period beginning September 20, 2016, through April 19, 2017, with provision for an additional renewal, exercisable by the City Manager and City Attorney, subject to nonsubstantive changes approved by the City Manager and City Attorney. On September 19, 1917, the Santa Ana Unified School District (SAUSD) and the City entered into a lease agreement, for City's use of real property located at 595 East 14th Street for well purposes and for the placement of a water tank. The term of the lease is for a period of ninety- nine years and is set to expire September 19, 2016. The City and the SAUSD are currently in negotiation regarding the City's continued use of this property. To facilitate this negotiation, the SAUSD has agreed to extend the existing lease for an additional term. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #2 - Youth, Education, Recreation, Objective #1 (ensure coordination among organizations serving Santa Ana's youth to optimize programs); and, 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). 2513-1 Amendment to Agreement with Santa Ana Unified School District for Lease of Real Property at 595 East 14th Street September 20, 2016 Page 2 ENVIRONMENTAL IMPACT There is no environmental impact associated with this action FISCAL IMPACT There is no fiscal impact associated with this action Fr4d Mousavipour Executive Director Public Works Agency Exhibits: 1. Agreement dated 9/19/1917 and titled "Contract of Agreement' (A-1917-000) 2. First Amendment to Agreement A-1917-000 25D-2 a JCtii CONTRACT OF AC#HUL"IiiENT Tk118 CONTRACT OF AtiayEEsIEWT, 1'iac,1e ,,O(t Pl1'I:ered into dill 19th day of September, 1917, by b.r(3 bet,n•esn the Bocsrd. of Education of 8rn.ta Ana Scl-soo.L lli'la'Gr1c1; pn,rt!i of the first part, .emd. the ClAy of.Santa !Ana, a. mu'n:1cipal covporn,tion of the, Fifth clago, perty of tho a000nc! pa1�t, tN1171E3;SLT};:— '1'},j-.yt for e,nr.' In cors aiderr'tion of the tsaiyments hereirnrf¢er stipulated to be made 'the party of tilde f,.rnf, part does =hereby lease for Lbe pe.r9.od of ninety—nine years unto i.11 . ,ras"l;y of ' 'Lhe second part, to be used.for well purposes and to be occuiDled and enclosed by the party of the second_part all that certain pleee or parcal of land. located.. In the City of Sante, Ana., County of UrnntT,e, State of Cal.t.fovrda, de:.scri'bed as follows, to—wltt Oamwenoin4;, at a,Point on -thea North 11ne oa'1)4tlt Street; 550 .feet -Ea.et of the East 71.ns of 4'rench Street rlintring 't.ksence ea,stwa.rd. along the North line of l)1t1a Street pr^oftoed to the wedtarly line of the right Of wa,y,of the Southern Pselfie Railroy, thence Northwebterly along, the westerly line of said. r 4tht of way to a point 500 "set East of the '.East line of French Strset, thence South along the line parallel to tPae,Fast .line of French Street to the point of beginning being a post of th Lincoln Park Trnot as shownon a map record8d. 3n Book 6, page 14 o Records of Orange County, California, Zin ocnsideratlon therefor the party of 'thea sewn C;.'.. �..:. agrees to suppy�y',;;to the party of the firet part water for �sahool p from 'the let :ay'of July 1917, to the first day of July 1919 to th of 41400,00 the price of same tobe fixed at the meter rete of 75 hundred cu, ft, for school purposes and 25 ets,. f'or 1000 cu. ft, f school park purposes, EXHIBIT 1 25D-3 value. 25D-4 FIRST AMENDMENT TO CONTRACT OF AGREEMENT (LEASE) BETWEEN SANTA ANA UNIFIED SCHOOL DISTRICT AND CITY OF SANTA ANA THIS FIRST AMENDMENT TO CONTRACT OF AGREEMENT ("First Amendment") is made as of 2016 ("Effective Date"), by and between the Santa Ana Unified School District, a California public school district ("District"), and the City of Santa Ana, a charter city and California municipal corporation ("City"). District and City may be referred to herein individually as "Party" and collectively as "Parties," RECITALS WHEREAS, District and City entered into that certain Contract of Agreement, dated September 19, 1917 ("Lease"), whereby District leased to City, and City leased from District, certain real property located at 595 East 14" Street, in the City of Santa Ana, to be used for well purposes and for the placement of a wafter tank occupied and enclosed by the City ("Premises"); and WHEREAS, the term of the Lease is for a period of ninety-nine (99) years and is set to expire as of September 19, 2016 ("Term"); and WHEREAS, the Parties desire to effectuate an exchange of real property where the City would acquire ownership of the Premises in return for the District acquiring ownership of a City -owned parcel that Is to be determined ("Exchange"), and the Parties are currently in negotiations regarding the Exchange; and WHEREAS, if the Exchange is not effectuated, the Parties may agree to some other mutually agreed upon disposition ("Disposition"); and WHEREAS, District and City desire to extend the Term of the Lease to allow the Parties to further explore and agree upon terms for the Exchange and/or Disposition; and WHEREAS, the Parties now mutually intend to amend the Lease's provisions as set forth herein this First Amendment, NOW THEREFORE, for valuable consideration, receipt of which is hereby acknowledged, District and City agree as follows: 1. Extension of Term. 1.1. The Parties acknowledge and agree that the Term of the Lease is hereby extended for an additional seven (7) months, and shall expire on April 19, 201.7, in order for the Parties to continue pursuing the Exchange and/or Disposition. 1.2. In the event the Parties determine that additional time is needed to effectuate the Exchange and/or Disposition, the Parties shall mutually agree in writing to extend the Term of the Lease for an additional period to be agreed upon by the Parties and effectuated in a subsequent written amendment to the Lease approved by the Parties. EXHIBIT 2 First Amendment to Lease —SAUSD & City — Davis ES Water Tower Page 1 25D-5 7..3. During the extended Term of the Lease, the City may maintain the cell tower equipment on the Premises pursuant to a separate agreement therefor. All equipment must be removed upon termination of the extension unless the City becomes the property owner. 2. Miscellaneous. This First Amendment may be executed in any number of counterparts all of which when taken together shall constitute one and the same document. Except as expressly modified by this First Amendment, all other terms and provisions of the Lease are and remain in full force and effect. This First Amendment shall be governed by and construed in accordance with the laws of the State of California. ACCEPTED AND AGREED on the date indicated below: Dated: Santa Ana Unified School District By: _. Stefanie P. Phillips, Ed.D, Superintendent of Schools Approved as to Form Date: By: SAUSD Attorney Dated: City of Santa Ana By: David Cavazos City Manager Approved as to Form Date: By: <- A. S -, City Attorney RECOMMENDED FOR APPROVAL: Fred Mousavipour Executive Director Public Works Agency First Amendment to Lease -SAUSD & City- Davis ES Water Tower Page 2 25D-6 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: SEPTEMBER 20, 2016 TITLE: APPROVE PURCHASE AGREEMENT FOR BRISTOL STREET IMPROVEMENTS, PHASE 3A (PROJ. NO. 136792 NONGENERALFUND) (STRATEGIC PLAN NOS. 6, 1G; 3, 2C) CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended 771 As Amended 77 Ordinance on 1't Reading ❑ Ordinance on 2"d Reading Q Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute a purchase agreement with Tenant -Seller Alejandra Gonzalez for tenant interest in the property located at 1111 North Bristol Street, Suite B, for the full purchase price of said tenant interest and goodwill (if any), in the amount of $10,216, subject to nonsubstantive changes approved by the City Manager and City Attorney. 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 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 3A bounded by Civic Center Drive and Washington Avenue. Property acquisitions for this phase are expected to be completed by spring 2017 and construction is anticipated to begin in summer 2017. The property acquisition of 1111 North Bristol Street (Exhibit 1) is necessary to accommodate the improvements and widening for Phase 3A. The City Council approved the purchase agreement for 1111 North Bristol Street on August 16, 2016. Alejandra Gonzalez, tenant of Suite B, agreed to quitclaim all of her tenancy interest including loss of goodwill for the purchase price of $10,216. The purchase price was made based on the appraised values prepared by a State -licensed appraiser, and the offer was accepted by the respective tenant -seller. The purchase price for the acquisition listed above is shown in the corresponding agreement (Exhibit 2). 25E-1 Purchase Agreement for Bristol Street Improvement Phase 3A September 20, 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 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 in the amount of $10,216 are available in the Bristol Street Improvements Project (No. 136792) for expenditure in FY 2016/2017 in the Select Street Construction Fund (Account No. 05917661-66100), subject to nonsubstantive changes. Fred Mousavipour Executive Director Public Works Agency FM/WG/JG/KN/ML Exhibits: 1. Location Map 2. Agreement APPROVED AS TO FUNDS & ACCOUNTS: 'k S, Sa c .0 Francisco Gutierrez Executive Director Finance & Management Services Agency 25E-2 N (NITS) MATCHLINE SEE BELOW RIGHT 10TH STREET 9TH STREET 405-262-22 1 CIVIC CENTER DR. LEGEND: -s ,IECr FPOPE!=TIES c>CO�IIH[� PF-ffiR?ii65 ----i L -h WASHINGTON AVENUE EXHIBIT 1 MATCHLINE SEE TOP LEFT SANTA I11 �� i' I �SANTA ANA PURCHASE AGREEMENT WITH TENANT -SELLER � '� AGENDA DATE: FOR BRISTOL STREET IMPROVEMENTS F■ ■ SEPT. 2p 2016 PHASE 3A (PROJECT NO. 136792 �KIC MAKS AUU�yyNONGENERAL FUND) [Strategic Plan No. 6, 1, G; and 3, 2, C] PAGE 1 OF 1 25E-3 25E-4 SELL AND SALVAGE Project: Bristol Street Improvement Project — Phase 3A APN: 405-274.10 Tenant -Seller; Aleiandra Gonzalez dba La Modela AGREEMENT FOR ACQUISITION OF TENANT -SELLER'S INTEREST IN REAL PROPERTY THIS AGREEMENT ("Agreement") is entered into as of this Z—�7 clay of 2016, by and between THE CITY OF SANTA ANA, a charter city and municipal o� orp n duly organized under the Constitution and laws of the State of California ("Buyer"), and ALEJ°ANDRA GONZALEZ D'BA LA MODELS ("Tenant -Seller") for the acquisition by Buyer of certain interests in real property described herein, IT IS HEREBY AGREED BETWEEN THE PARTIES AS FOLLOWS: 1. AGREEMENT, Tenant -Sellar agrees to sell and convey to Buyer, and Buyer agrees to purchase and acquire from Tenant -Seller, upon the terms and for the consideration set forth in this Agreement, (a) all right, title and interest, in and to certain improvements, including fixtures and equipment (collectively "Irnprovernnerrts") located in, on, or affixed in any manner to the premises lenown and numbered as 1 I i I N Bristol Street, Suite # B, Santa Ana, California ("Premises") which Premises are part of that real property described in Exhibit A attached hereto, located in the City of Santa Ana, Orange County, California ("Property"), and (b) ally tenancy interest of Tenant -Seller ("'Tenancy Interest") in and to the Premises and the Property. The Improvements to be conveyed by Tonant-Seller are a part of the Promises, and specifically include, without 'limitation, the items described in the list of Improvements Pertaining to the Realty attached hereto as Exhibit B, The Conveyed Improvements and the Retained Improvements are collectively referred to as the "Innprovennents". 2. PURCHASE PRICE. The total purchase price, payable in cash through this Agreement, shall be the stun of: TEN THOUSAND TWO HUNDRED SIXTEEN AND NO/100 DOLLARS ($10,216.00) ("Purchase Price") which is computed as follows: Value of Conveyed Improvements as shown on Exhibit B $10,280.00 Less the Salvage Value thereof $64,00 TOTAL AMOUNT PAYABLE THROUGH THIS AGREEMENT $10,216,00 Exhibit 2 25E-5 3. CONVEYANCE OF IN'fJIRNS'1' IN REAL PROPERTY, Teasnt-Scllcr agrees to execute it Quitclaim Deed in tine same form as that attaohe(l hereto as Exhibit D in favor of Buyer ("Qultelnittt Deed"), relinquishing, releasing, and forever quitclaiming to Buyer all right title and hrtores(In and to the `rouancy Interest, 1. 4, 'Tenant -Seller will vacate tic properly by = Lc..r _ , 2016. 5, CONVEYANCE OF INTFREST IN IMPROVEMENTS, The Quitclaim Deed will also convey from Tenant -Seller to Buyer all of Tenant -Seller's interest is and to the Improvements, which conveyance shall be free and clear of all recorded and unreoorded encumbrances, liens, assessments, leases, and taxes, Unless otherwise provided, recording of the Quitclaim Deed and Closing (as defined below) of the transaction described herein shall be subject to 'Tenant-Soller's vaoatiou of the Premisos and proof of clear tido to all said Improvements having been obtained slid received by Buyer in accordance with Paragraphs 8 Intl 9 of this Agreement, G. RECORDING, Recordation of any doctuments delivered through this Agreement is authorized if necessary or proper, upon acceptance by Buyer as described herein, 7, CERTIFICATION OP OWNERSI-IIL', Tommi -Seller hereby warrants slit( certifies under penalty of porj ury that Tenant -Seller is the owner of the Improvements and that no documeat has boon signeel by or ort behalf of Tcnaut-Sollor for the purpose of creating ally lieu, encumbrance, or security interest la ally of file Improvements, and that the Tenant -Seller does not know of any claim of lien, encumbrance, or other security Interest therein, EXCEPT: (it) Trust Deeds on the Property, duly recorded; and (b) real and personal properly taxes, 8, PERMISSION TO ENTER PREMISES, Tenant -Seller hereby grants Buyer or its nullrorized tigow's pormissioc to cator tgrmt the Premises at all reasonable times prior to Closing of this transaction for the purpose of making trecessaty inspections, 9, BULK SALE, In outer to establish proof of clear title to the hmprovenreats, Bayer may publish a Notice to Creditors pursuant to the Bulk Sales Law of the State of California and obtain a title report amt/or a report from the Secretary of State's Office as to filings of security interests cowling tile Improvements. 10. CONFLICTINQ INTERESTS. hr the event any conflicting claim of title or ally security interest or Ron of ally kind is discovered or asserted as to any of the Luprovenrents, Buyer shall, upon recelving notice or ktrowledge thereof, willlhol(l all amount othorwise payable to Tenant -Seller as is reasonably necessary, ht tho sole opinion of Buyer, to protect Buyer against such claim of Interest or lien, The withholding of such finds shall not preveul Closing of this transaction if lire total fluids to be withhcld from Tenant -Seller tlo not exceed the net amount to be paid to Tcnaut-Seller threugh this transaction, Buyer will not pay out the withheld funds or disburse any withhold funds to any claimant or other party (except upon court order or levy) without the written consent of Tenant -Seller. A geacrai creditor's claim shall not be deemed to be it claim against an), specific item of Improvements and Tonanl-Seller heroby ngreos to accept all responsibility therefore. Unless otherwise provided, it shall be presumed that Tenant -Seller is entitled to payment under 25E-6 this tranS..agion for the Igrovernen'ts. 'It shall be presumed that the Property owner is the owner of all lunprovemonts, fixtures and equipment associated with the Promises other than the Improvements 11, DISMISSAL OF EMINENT DOMAIN ACTION, If Buyer has previously filet{ Ali notion to om'demn the Tenancy Interest and/or Tenant -Seller's interest in the hnpfovements, Tcrant•Seller hereby consents to the dismissal of such action and waives any olahns for compensation, costs, attorney's fees slid deposits In said action, of any claim whatsoever which might arise out of the filing of such action, whether of fiat such claim is specifically identified herelm Tenant -Seller hereby authorizes Buyer to withdraw and make payable to Buyer any funds deposited with the Court in any such eminent domain action. 12, CLOSING PURC14AS13 PRICE ADJUSTMENTS, Reeordi"g of tite Quitclaim Deed by Buyer will constitute "Closing" of this transaction At Closing, Buyer will pay the Purchase Price to Tenant -Seiler, snbjcot to tite following adjustments: A. Pay and charge Tenant-Soller for any and all current and/or delinquent taxes and any penalties and Interest thereon, and for any delinquent or non-delliaquont assessments or bonds against the Improvements and the Tenancy Hnterest. B, Pay and charge Tenant -Seller for any amount necessary to Place title in the condition necessary to satisfy Paragraphs 4 and 9 of this Agreement; C. Disburse fiends when conditions of this Agreement have been satisfied by Buyer and Tenant -Seller. 13. FULL AN COMPI FTE SETTLEMENT, Tenant-Sellor hereby acknowledges that the compensation paid to Tenant-Soller through this Agreement constitutes the hull sand complete settlement of any and all claims against Buyer, resulting from or arising out of Buyer's acquisition of the Property and the Tenancy Interest and any dislocation of Tenant -Seller from tete Premises, specifically including, but not limited to the value of the Improvements, leasehold improvements, any and all claims for rental or leasohold value and any and all claims eat inverse condemnation and for pmeondellination daulages, and any and all other claims that Tenant -Seller may have, whether or not specifically montiom(l here, relating directly or indirectly to tite acquisition by Buyer of the Property, the Improvements and the Tenancy Interest (but excluding relocation bonefits to which Tonant-Seller may be entitled and tine loss of btashrass goodwill, if any). Tonant-Sellor hereby disoloians any right, title or interest in or to the Premises. Tenant - Setter and Buyer and each and all of their agents, representativos, attorneys, principals, predecessors, successors, assigns, administrators, executors, heirs, and beneficiaries (collectively "Releasees"), hereby release the other party, and its Releasees, and each of tile"' fl -0111 any and all obligations, liabilities, claims, costs, expenses, demands, debts, controversies, damages, causes of action, including without limitation ttaase relating to just compensation or damages which any of them now have, or {night hereafter have by reason of any matter or thing arising out of or in any way related to any condemnation action affecting tine Property, tete Improvements sad the Tenancy Intarost, Additionally, Tenant-SolLer hereby oxpr'ossly and unconditionally waives any claims (known or unknown) including loss of goodwill, severance damages, statutory interest, claims for inverse condemnation or unroosonable pre-eonclemnatioa 25E-7 conduct, or any other compensation, damages or benefits, arising from the acquisition of the Premises that Tenant -Seller may have against Buyer, its officials, representatives, and attorneys. 14. ACKNOWLEDGMENT CONCERNING CIVIL _CODE SECTION 1542. Tenant -Seller acknowledges that it has been advised by its attorneys concerning, and is familiar with, the provisions of California Civil Code § 1542, which provides as follows: "A general release does riot extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor." Tenant -Seller acknowledges that it and any others acting on its behalf herein may have sustained damage, loss, cost, or expenses that are presently unknown and unsuspected and which may give rise to additional damages, loss, costs, or expenses in the future. Nevertheless, Tenant -Seller acknowledges that this Agreement has been negotiated and agreed upon in light of that situation and hereby expressly waives any and all rights which it or others acting on its behalf may have under California Civil Code §1542, or tinder any statute or common law or equitable principle of similar effect. Tenant -Seller: 15. CONTINGENCY. Transaction is subject to and contingent upon receipt by Buyer of the duly executed Quitclaim Deed from Tenant -Seller with respect to the Tenancy Interest and the Improvements. This transaction is further subject to and contingent upon approval and acceptance by Buyer. 16. AGREEMENT TO EXECUTE. Tenant -Seller and Buyer agree to execute and file any additional agreements, consents or other documents reasonably necessary to effect the full and complete settlement and purchase of the Improvements and the Tenancy Interest. 17. AUTHORIZATION TO EXECUTE. Tenant -Seller and Buyer represent and warrant that the persons executing this Agreement are duly authorized to do so and to act on behalf of Tenant -Seller and Buyer respectively. 18. COMPROMISE IN SETTLEMENT. This Agreement is a compromise in settlement of pending or potential litigation between Tenant -Seller and Buyer and shall never be treated as an admission by Buyer for any purpose of liability or as to value of any property or claim. 19. SURVIVAL OF RIGHTS AND OBLIGATIONS. Notwithstanding the releases contained herein and agreement concerning this transaction, all the rights and obligations created under and pursuant to this Agreement shall survive the execution of the Agreement, the releases contained herein and the Closing of this transaction. 25-8 20, WA I AN'AES, PRESENTATIONS AND COVBbjANTS SELLER. Tenant -Seller hereby warrants, represents, and/or covenants to Buyer A. To tre best of Tenant-Sollor''s knowledge, there are no actions, suits, material claims, legal proceedings, or any other proceedings affecting the Improvements, the Tenancy Interest or any portion thereof, at law or in equity, before any court or govenunental agency. B. Until the Closing, Tenant•Soller, shall maintain the Improvements and the Promises in good condition and state of repair and maintenance, and shall perform all of its obligations under any service contracts or other contracts affcoting the Improvements and the Promises, C, Until the Closing, Tenant -Seller shall not do anything which would impair Tenant -Seller's title to the Premises, the Improvennents or the Tenancy Interest, D. All utilities iucluding gas, electricity, water, sewage, and telephone, are available to the Premises, and to the best of Tenant -Seller's knowledge, all such items are in good working order. E. To the best of Tonant•Sellet's knowledge, neither tite execution of this Agreement not the performance of the obligations herein will conflict with, or violate ally of the provisions of any bond, note, evidence of indebtedness, contract, lease, or other agreement or insiromoot to which Tenant -Seller, the Premises, the lulprovements or the Tenancy Interest may be subject. P, Until the Closing, Tonant-Sollor shall, upon learning of any fact or condition which would cause art} of the watrantlos and representations in this Paragraph 20 not to be true as of Closing, immediately give written notice of such fact or condition to Buyer, 21. HAZARDOUS WASTE. Neither Tenant-Sellor nor, to the best of Tenant-Soller's knowledge, any previous owner, tenant, occupant or user of the Property or the Premises, has used, generated, released, disoharged, stored, or disposed of any hazardous waste, toxic substanoes, or related materials ("Hazardous Materials") on, under, in, or about the Property or the Premises, or transported any Hazardous Materials to or from the Property or the Promises, Tenant Seller shall not cause or permit fire presence, asp, generation, releaso, discharge, storage, or disposal of any Hazardous Materials on, trader, in, or about, or the transportation of any Hazardous Materials to or from the Premises, Tile terns "Hazardous Materials" shad moan any substance, material, or waste which is or becomes regulated by arty local governmental authority, the State of California, or the united States Government, including, but not limited to, ally tnatorial or substance which is (i) defined as a "hazardous waste", "extremely hazardous waste", or "restricted Imordous waste" under §25115, §25117 or §25122,7, or listed pursuant to §25140 of tine California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) deflned as "hazardous substance" under §25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter -Presley -Tattier Hazardous Substance Account Act), (iii) defined as a "hazardous material", "hazardous substance", or "hazardous waste" under §25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Flazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" unser 25E-9 i §25231 of the California IIoalth and Safety Code, Division 20, Chapter 63 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vil) polychlorunated byphenyls, (viii) listed under Article 9 or defined as ,iaazardone or "extromely 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 Sootion 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. 56901 of seq. (42 U.S.C. 56903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of tile Comprehensive Environmental Response, Connpensation, and Liability Act, 42. U.S.C. 56901, et sect, (42 U,S,C, 56901). 22, C(�ivuuh[CB WITH ENVIRONMBNTAL LAM, To the best of Tenant - Seller's knowledge, tine Premises and its use complies with all applicable laws and governmental regulations including, without limitation, nit applicable federal, state and local laws pertaining to air and water quality, hazardous waste, waste disposal and other environmental matters, jaehuiing, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, .Resource Conservation Recovery and Comprehensive EnvitroannentaI Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations and ordinances of tine 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 Enviroatmental Protection Agency and all applicable federal, state nil([ local agencies and bureaus. 23, INDEMNITY. Tenant -Seller agrees to indemnify, defend and hold Buyer harmless from and against any claim, action, snit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (Including, without limitation, attorneys' fees), resetting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storago, or disposal of any Hazardous Material on, under, in, or about, or the transportation of any such materials to or from, the Promises, or (i[) tine violation, or alleged violation, of any statute, ordinance, order, rale, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Premises, This ludoninity shall Include, without limitation, any damage, liability, fide, penalty, punitive damage, cost, or expense arising from or out of ally claim, action, suit or proceeding for personal injury (including sickness, disease or death, tangible or Intangible property damage, damage to the natural resource or tine enviroaiment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on tine enviroamnent, ']'his indenuthy extends only to acts or emissions of Tenant�Saller herein, 24. ATTORNEYS' PEES, .If legal aotion is required in order to construe or enforce any provision of this Agreement, the party prevailing in such a -tion shall be entitled, in addition to such other relief as may be granted, to a reasonable still, as its attorneys' fees and costs. 25, COt1NTFRPART,s, This Agreement may be executed in counterparts and when so executed by both patties, each counterpart will constitute an original document, 26, BINDING ErRECT. The terms, conditions, ooveoants and agreements set forth herein shall apply to and bind the heirs, executors, administrators, assigns and successors of the parties hereto. 25E-10 ; 27. - ENTITLE AGREEMENT. This Agreement containsthe entire agreement hatween both parties; neither panty relies upon any warranty or represcntatlon not contained in this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and j year set Porth hereinabove, ItEMAINDRR OF .PAGE INTENTIONALLY LL FT BLANK, SIGNATURE PAGE FOLLOWS, 25E-11 Mailing Address of Tenant -Seller 2217 N. Spruce Santa Ana, California 92706 Mailing Address of Buyer 20 Civic Center Plaza, M-30 Santa Ana, California 92701 Tenant -Seller Alejandra Gonzalez dba La Modele B Its: Date: Buyer THE CITY OF SANTA ANA David Cavazos City Manager Attest: By: Maria D. Huizar City Clerk. Date: Approved as to Form: By: _ se Sandoval Cl 'ef Assistant City Attorney Recommended for Approval: By: Fred Mousavipour Executive Director - Public Works Agency 25E!1 2 EX II434T A LEGAL DESCRIPTION OF PROPERTY All that certain real property situated In the County of Orange, Mate of Callfomla, described as follows: Parcel 1 of Parcel Map No. 87-340, In the City of Santa Ana, County of Orange, State of California, as shown on a map filed in Book 237 Pages 48, 49 and 50 of Parcel Maps, records of Orange County, California. Assessor's Parcel Number: 405-274-10 25E-13 EXHIBIT B IMPROVEMENTS PEIERTAINING TO THE REALTY q G q I T DESCRIPTION: 0 U FMV IN OLV N Y TENANTIMPROVJIMENTS N A qt PLACE B 0 L 1 1 81ONAGE EXTERIOR A A $ 2,316 2 (6) LETTERS, INDIVIDUAL, 14" OFIANNEL, ILLUM, A 3608 PLASTIC FACE 15 1 SURVEILLANCE SYSTEM A A 860 50 10 (7) CAMERAS 17 (1) RECORDER 18 (1) MONITOR, HP 17" 26 1 MUSIC SYSTEM 00 (2) SPEAKERS, 8", FLUSH CEILING A A 100 10 29 30 31 TOTAL TENANT IMPROVEMENTS $ 10,280 $ 32 33 34 35 NO FEE OWNED IMPROVEMENTS OBSERVED 0 0 0 25E-14 EXHIBIT D RECORDING REQUESTED BY THE CITY OF SANTA ANA AND WHEN RECORDED MAIL TO: Clerk of the Council City of Santa Ana 20 Civic Center Plaza, M-30 Santa Ana, California 92701 Exempt from Recording Fee Exempt from Documentary Transfer Tax Pursuant to Government Code Section 6103 Pursuant to R&T Code § 11822 QUITCLAIM DEED County Assessor's Parcel Number: 405-274-10 (1111 N. Bristol, Suite B, Santa Ana, CA) FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, ALEJANDRA GONZALEZ DBA LA MODELS do(es) hereby REMISE, RELEASE AND FOREVER QUITCLAIM to the THE CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California, the real property in the City of Santa Ana, County of Orange, State of California, described as all right title and interest in and to the following described real property in Exhibit "1" including any and all leasehold interest, title and interest in and to the improvements pertaining to the realty which are attached or affixed in any manner to the following described real property specifically including, but not limited to the items in Exhibit "2", list of Improvements Pertaining to the Realty, (fixtures and equipment), attached hereto and by this reference made a part hereof, which are either generally or for purpose of this deed a part of that parcel of real property in the City of Santa Ana, County of Orange, State of California, described as follows: Grantor for himself, his heirs, representatives and assigns covenants and warrants that: 1) Grantor is the sole owner of the itemized Improvements Pertaining to the Realty conveyed by this Quitclaim Deed free from all liens and encumbrances, and 2) Grantor will defend the title and quiet enjoyment of the real property described above, including all Improvements Pertaining to the Realty, against all demands and claims of all persons. SEE EXHIBIT "1" & "2" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF IN WITNESSW;.�� �E�REOF, the grantor hereto has caused this Quitclaim Deed to be executed as of thisday of�—, 2016. i By: Gtr _ r_ ' 1Zcrai.' Date: 25E-15 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 Orange On August 16, 2016 before me, M. Husain, Notary Public (insert name and title of the officer) personally appeared Alejandra Gonzalez 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 tIUSP,IN WITNESS my hand and official seal. C�Mm.R 2075t99 �p �: NCiA%V ANOR COUNTY UNTV� Mr CUIaN,f p. AUC, 16, 2018 Signature U (Seal) 25E-16 EXHIBIT "I" LEGAL DESCRIPTION All that certain real property situated In the County of Orange, State of California, described as follows: Parcel 1 of Parcel Map No. 87-340, in the City of Santa Ana, County of Orange, State of California, as shown on a map filed in Book 237 Paas e� 4848, 49 and 50 of Parcel Maps, records of orange County, California. Assessor's Parcel Number: 405-274-10 25E-17 I RXHIBIT "2" DESC'RJPTION OF CONVEYED NPROVENIBNTS Q T DESCRIPTION, Y TENANT IMFROVEMENTS C 0 N D Q U A L FMV IN PLACE i 1 SIGNAGE EXTERIOR A A $ 21318 (8)LETTERS, INDIVIDUAL, 14 -CHANNEL, ILLUM, A 3808 i PLASTIC FACE (2) MONUMENT SIGN, 1'X4' PLASTIC WANINYL DECAL 3809 LETTER1N3a i (4D)SF OF W INDOW GRAPHICS, VINYL, SEE THROUGH 1 LOT CIO INTERIOR CONSTRUCTION 2,205 (320)SF INTERIOR WALL, WOOL), DBL DRYWALL G A 3817 SURFACE, NO ELECT j (32)SF BUILT IN DISPLAY CUBBY $813 1 LCAT CI0 LIGHTING C A 3521 i,610 (4) SINGLE MOUNT TRAOT LIGHT$, 3 BULB (2) RECESSED LIGHTS, 4'" I (7) HALOGEN LIGHTS, 3" i 1 SURVEILLANOE SYSTEM A A 880 I (7)CAMERAS ' (1)RECC�RpER (1)11VONITOR, HP 17- 1 1 1 LUT 010 (3) 10"X10" WHITE PAINTED SHELVING 3623 (48)SF SOT BOARD, MELLAMINE (8) SHELF. WHITE ENAMEL, 4'LX10"DP (8)LF SHELF, WOOD WIDOWEL t 1 (171)SF WINCOW SECURITY GUARD, FOLDING, A A 3624 3,140 INCLUDING DOOR 1 MUSIC SYSTEM CO (2) SPEAKERS, fill, FLUSH CEILING A A 180 I TOTAL TENANT IMPROVEMENTS $ '10,260 25E-18 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: SEPTEMBER 20, 2016 TITLE: AGREEMENT WITH LEXIPOL, LLC TO PROVIDE POLICY MANUAL MAINTENANCE AND SUPPORT TO THE POLICE DEPARTMENT {STRATEGIC PLAN NO. 1, 1} �. ( '/ 6t -;'y CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 18' Reading E] Ordinance on 2"d Reading ❑ Implementing Resolution F1 Set Public Hearing For_ CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute a three-year agreement with Lexipol, LLC, for the period of September 20, 2016 through September 19, 2019, to provide policy manual maintenance, support and implementation services, in an amount not to exceed $50,850, which includes a contingency amount of $13,900, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION Lexipol, LLC ("Lexipol") proposes to continue providing the Police Department with a web -based law enforcement policy manual, as it has since 2013. The Lexipol Law Enforcement Policy Manual has over 140 policies based on federal and state laws, regulations, and law enforcement best practices. Lexipol's policy manual is written by legal and law enforcement professionals who constantly monitor major court decisions, legislation and emerging trends affecting law enforcement operations. Lexipol provides regular updates in response to legislative mandates, case law, and evolving law enforcement best practices. In addition, Lexipol proposes to provide policy implementation services to ensure continuous implementation and delivery of policy content. Timely implementation and adoption of policies allows Police Department staff quicker access to up-to-date policy content. The implementation services will also provide Police Department staff with the ability to control policy implementation and management while allowing staff additional time to focus on other issues affecting public safety. Lexipol provides these services in 50 -hour blocks of project management time. Staff believes the continuing use of Lexipol policy content will reduce staffing time spent revising and drafting departmental policies. Lexipol archives departmental policies and tracks the changes, facilitating improved documentation of policy revision. Lexipol also documents officers who have reviewed certain policies for keeping up-to-date training records. Since the Police Department must 25F-1 Agreement with Lexipol LLC September 20, 2016 Page 2 modify its policies regularly due to changes in case law and developing industry best practices, staff believes it is necessary to obtain a three-year agreement. The first year subscription fee is $8,000. Annual subscription renewal fees for the second and third years of this agreement will be $10,000 and $12,000, respectively. At the time of implementation, the City will purchase a 50 -hour block of project management time for $6,950; the City will have the sole discretion to purchase two additional 50 -hour blocks at $6,950, per block. At the conclusion of the three-year agreement term, the total amount paid to Lexipol will be $36,950; however, if two additional blocks of project management were purchased, the total amount paid would increase to $50,850. Annual Subscri tion: Torm IL NCO Law Enforcement Polic Manual Year One Annual $8,000 Law Enforcement Policy Manual Year Two Annual $10,000 Law Enforcement Policy Manual Year Three Annual $12,000 Polic Im lementation Support One Time Fee $6,950 Contingency ® $13,900 a a STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #1 - Community Safety, Objective #1 (modernize the Community Policing philosophy to improve customer service, crime prevention and traffic / pedestrian / bicycle safety). FISCAL IMPACT Funds for this agreement are available in the Professional Standards Contract Services account (no. 01114415 62300) for the following fiscal years: FY 2016-17 $14,950 FY 2017-18 $16,950 FY 2018-19 $18,950 Total $50,850 APPROVED AS TO FUNDS AND ACCOUNT: Carlos Rojas Francisco Gutierrez Chief of Police Executive Director Santa Ana Police Department Finance and Mgt. Svcs. Agency 25F-2 ONLINE SUBSCRIPTION AGREEMENT THIS ONLINE SUBSCRIPTION AGREEMENT, made and entered into this 20x' day of September, 2016 by and between Lexipol, LLC., a Delaware Limited Liability Company (hereinafter "Contractor"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and taws of the State of California (hereinafter "City„). RECITALS A. The City desires to retain a Contractor having special skill and knowledge in the field of providing an online subscription to standard yet customizable law enforcement policy manual along with assistance in customizing the policies for purposes of implementing the new system. B. Contractor represents that Contractor is able and willing to provide such services to the City. 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' Contractor shall provide access to the law enforcement policy manual and assistance with customization of those policies through the essential gold implementation program as described in the proposal attached hereto as Exhibit "A" and pursuant to the terms and conditions for use of subscription material attached hereto as Exhibit "B" except where those terns are superseded by or in conflict with the terms contained in this Agreement for Online Subscription 2. COMPENSATION a. (1) City agrees to pay, and Contractor agrees to accept as total payment for its services, the rates and charges identified in Exhibit B. The total sum to be expended under this Agreement, shall not exceed $ 50;850. For each year, the rates and charges are as follows: (a) Subscription Fees: 1. Year One- $8,000; 2. Year Two -$10,000; 3. Year Three-# 12,000. (b) Implementation Support Fee -$6,950 per 50 hour blocks with two (2) additional options to purchase 50 hour blocks of implementation support at $6,950 each at the sole discretion of the City. Initially, the City is purchasing one- 50 hour block for $6,950 with a contingency of $13,900 for the potential purchase of two additional 50 hour blocks if determined to be necessary by the City.. 25F-3 � @ Mfflt This term of this Agreement shall be for an initial three (3) year period, unless terminated earlier in accordance with the terms and condition set forth in the attached Exhibit "A." 4. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shalt be in writing and shall be deemed to be property 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: M 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 Fax (714) 245-8007 City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Fax (714) 647-6515 To Contractor: Lexipol, LLC. 6B Liberty#200 Aliso Viejo, California 92656 Fax (949) 484-4443 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, any communication shall be effective or deemed to have been given three (3) days after it has been 25F-4 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. 5. EXCLUSIVITY AND AMENDMENT This Agreement including the attachments (Exhibits A and B) represent the complete and exclusive statement between the City and Contractor, 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 Contractor. 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 Contractor 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. 6. 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. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: MARIA HUIZAR Clerk of the Council CITY OF SANTA ANA DAVID CAVAZOS City Manager 25F-5 APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney Laura A. Rossini Senior Assistant City Attorney RECOMMENDED FOR APPROVAL: CARLOSROJAS Chief of Police LEXIPOL, LLC. By: (Name) ___(Title) [Lexipol Online Subscription Agreement -signature page 21 H 25F-6 Exhibit A Subscription Agreement and Fees 25F-7 AGREEMENT FOR USE OF SUBSCRIPTION MATERIAL Agency's Name: Santa Ana Police Department Agency's Address: Attention: Lexipol's Address: 6B Liberty, Suite 200 Aliso Viejo, CA 92656 Attention: Nicole Falconer Effective Date: (to be completed by Lexipoi upon receipt of signed Agreement) The Agreement for Use of Subscription Material is between Lexipol, LLC, a Delaware limited liability company (" Lexlpof ), and the Agency identified above. The Agreement consists of (a) this cover sheet; (b) ExhibltA (Subscriptions Being Purchased and Subscription Fees) attached to this coversheet (consisting of 1 page), and (c) Exhibit S (General Terms and Conditions) attached to this cover sheet (consisting of 5 pages). Capitalized terms that are used in Exhibit A and not defined therein shall have the respective meanings given to them in Exhibit B. AGENCY Signature: Print Name: Title: Date Signed: Copyright 2016 © Lexipol, LLC 1995-2016 LEXIPOL, LLC Signature: Print Name: Van Holland Title: Chief Financial Officer Date Signed: 25F-8 Rev 4/l/16 1 L l EXHIBIT A SUBSCRIPTIONS BEING PURCHASED AND SUBSCRIPTION FEES Agency is purchasing the following: Implementation Support Fee -$6,950 per 50 hour blocks with two (2) additional options to purchase 50 hour blocks of implementation support at $6,950 each at the sole discretion of the City, Pricing is based on ISl Law Enforcement - No. of Authorized Sworn Officers 329 (insert#) ❑ Custody- No. of Beds (insert #) ❑ Fire - No. of Authorized Staff (insert #) Capynght 2016 © Lexipol, LLC 1995-2016 25F-9 Rev 4/1116 Exhibit B General Terms and Conditions 25F-10 am I�t.ir� _ GENERAL TERMS AND CONDITIONS 1. Definitions. For purposes of this Agreement, each of the following terms will have the meaning Indicated in this Section: 1.1 Agency's Account. "Agency's Account' means the account by which Agency accesses the Subscription Materials. 1.2 Agreement. "Agreement' means (a) the cover sheet to which these General Terms and Conditions are attached, (b) Exhibit A (Subscriptions Being Purchased and Subscription Fees) attached to that cover sheet, and (c) these General Terms and Conditions. 1.3 Initial Term/Contract Year. `Initial Term" means the twelve-month period commencing on the Effective Date and "Contract Year" means each twelve-month period commencing on each anniversary of the Effective Date, except as may otherwise be modified by Section 2.1 Term below. 1.4 Derivative Work. "Derivative Work' means a work that is based on the Subscription Material or any portion thereof, such as a revision, modification, abridgement, condensation, expansion, or any other form in which the Subscription Material or any portion thereof may be recast, transformed, or adapted. For purposes of this Agreement, a Derivative Work also includes any compilation that incorporates any portion of the Subscription Material. Further; "Derivative Work' includes any work considered a "derivative work" under United States copyright law. 1.5 Effective Date. "Effective Date" means the date specified on the cover sheet to which these General Terms and Conditions are attached. 1.6 Subscription Materials. "Subscription Materials' means the policy manuals, supplemental policy publications, daily training bulletins and other materials provided by Lexipoi to Agency from time to time during the term of this Agreement under the subscriptions purchased by Agency as specified in Exhibit A. 2. Term and Termination. 2.1 Term. This Agreement is effective upon the execution and delivery of this Agreement by both Lexipol and Agency, and shall continue in effect until the expiration of the Initial Term; provided, however, that the term of this Agreement will automatically be extended for successive one-year periods thereafter (each a Contract Year), unless either party gives written notice to the other party to the contrary not less than thirty (30) days prior to the expiration of the Initial Term or the then current Contract Year, as the case may be. Notwithstanding the foregoing, however, this Agreement will be subject to termination as provided in Section 2.2 below, 2:2 Termination, This Agreement may be terminated by either party, effective immediately, (a) in the event that the other party fails to discharge any obligation or remedy any default under this Agreement for a period of more than thirty (30) calendar days after it has been given written notice of such failure or default; or (b) in the event that the other party makes an assignment for the benefit of creditors or commences or has commenced against it any proceeding in bankruptcy, insolvency or reorganization pursuant to the bankruptcy laws of any applicable jurisdiction. 2.3 Effect of Expiration or Termination. Upon the expiration or termination of this Agreement, all of the rights granted to Agency by this Agreement to the subscriptions identified on Exhibit Copyright 2016 © Lexipol, LLC 1995-2016 25F-11 Rev 4(1116 A shall automatically terminate. The termination or expiration of this Agreement shall not, however, relieve either party from any obligation or liability that has accrued under this Agreement prior to the date of such termination or expiration. The right to terminate this Agreement pursuant to Section 2.2 above shall be in addition to, and not in lieu of, any other remedy, legal or equitable, to which the terminating party shall be entitled at law or in equity. The provisions of Sections 1 (Definitions), 4 (Copyright; Derivative Works; Lexipol's Ownership), 5 (Right to Use; Limitations on Use of Subscription Material and Derivative Works), 7 (Privacy Policy), 6 (Policy Adoption), 9 (Disclaimer of Liability), 10 (Limitation of Liability), 12 (Miscellaneous), and this Section 2.3 shall survive the expiration or termination of this Agreement for any reason whatsoever. 3. Subscription Fees, Etc. 3.1 Subscription Fee/Invoicing. Lexipol will invoice Agency at the commencement of the Subscription Service (Initial Term) and thirty (30) days prior to the date for each Contract Year (refer to 2.1 above). Agency will pay to Lexipol the subscription fee specified on Exhibit A within thirty (30) days following Agency's receipt of the invoice for such subscription and renewal fees. All invoices will be sent to Agency at the address for Agency specified on the cover sheet to which these General Terms and Conditions are attached. All payments will be made to Lexipol at the address for Lexipol specified on the cover sheet to which these General Terms and Conditions are attached. Lexipol reserves the right to increase pricing for subsequent Contract Years, 3.2 Taxes; Past Due Amounts. All amounts required to be paid under this Agreement, unless otherwise stated on Exhibit A, are exclusive of all taxes and similar fees now in force or enacted in the future imposed on the subscriptions purchased by Agency under this Agreement and/or delivery by Lexipol to Agency of Subscription Material, all of which Agency will be responsible for and will pay in full, except for taxes based on LeApoi's net income. In the event any amount owed by Agency is not paid when due, and such failure is not cured within ten (10) days after written notice thereof from Lexipol, then in addition to any other amount due, Agency shall pay a late payment charge on the overdue amount at a rate equal to the lower of (a) one percent (1%) per month, or (b) the highest rate permitted by applicable law. 4. Copyright; Derivative Works; Lexipol's Ownership. Agency acknowledges and agrees that the Subscription Material is a proprietary product of Lexipol, protected under U.S. copyright few, and that Lexipol reserves all rights not expressly granted in this Agreement. Subject to the terms and conditions contained in this Agreement, Lexipol hereby grants Agency the right to prepare Derivative Works, except as limited by the terms of this agreement; provided, however, that Agency acknowledges and agrees that Lexipol will be the sole owner of all right, title and interest in and to all Derivative Works prepared by or for Agency, including all copyrights and other intellectual property and proprietary rights therein or pertaining thereto, and Agency hereby assigns and transfers to Lexipol all right, title and interest in and to all Derivative Works prepared by or for Agency, including all copyrights and other intellectual property and proprietary rights therein or pertaining thereto. Agency will not remove from any copies of the Subscription Material provided by Lexipol to Agency any copyright notice or other proprietary notice of Lexipol appearing thereon, and shall include such copyright and other notices at the appropriate place on each copy of the Subscription Material and each copy of any Derivative Work made by or for Agency, in any form. 5. Right to Use; Limitations on Use of Subscription Material and Derivative Works. Subject to the terms and conditions contained in this Agreement, Lexipol hereby grants to Agency a perpetual, personal, fully paid-up, right to use, except as limited by the terms of this agreement the Subscription Material and any Derivative Works prepared by or for Agency, solely for the Agency's internal purposes. Agency will not use, copy, republish, lend, distribute, post on servers, transmit, redistribute, display, in whole or in pan, by any means or medium, electronic or mechanical, or by any information storage and retrieval system, any Subscription Material or any Derivative Work prepared by or for Agency other than as expressly authorized by the immediately preceding sentence. Without limiting Copyright 2016 © Lexipol, LLC 1995-2016 25F-12 Rev 411/16 Em the generality of the foregoing, Agency will not import, upload, or otherwise make available any Subscription Material or any Derivative Work prepared by or for Agency into or onto any third party knowledge, document, or other content management system or service without Lexipol's prior written consent. The foregoing does not, however, prohibit or restrict Agency from providing Subscription Material or Derivative Works prepared by or for Agency pursuant to an order from a court or other governmental agency or other legal process, or Freedom of Information Act (FOIA) request, or Public Records Act (PRA) request, nor does it prohibit or restrict Agency from displaying the adopted/approved final policy document on a publicly accessible website for official Agency purposes, so long as Agency includes the appropriate copyright and other proprietary notices on such final policy document as required by Section 4 above. 6. Account Security. Agency is solely responsible for maintaining the confidentiality of Agency's user name(s) and password(s) and the security of Agency's Account. Agencywill not permit access to Agency's Account, or use of Agency's user name(s) and/or password(s) by any person or entity other than authorized Agency personnel: Agency will immediately notify Lexipol in writing if Agency becomes aware that any person or entity other than authorized Agency personnel has used Agency's Account or Agency's user name(s) and/or password(s). 7. Privacy Policy: Lexipol will hold all Information Agency provides in confidence unless required to provide information in accordance with an order from a court or other governmental agency or other legal process such as a Freedom of Information Act (FOIA) request, or Public Records Act (PRA) request, Lexipol will use commercially reasonable efforts to ensure the security of information provided by Agency. Lexipoi's system also uses Secure Socket Layer (SSL) Protocol for browsers supported by Lexipol application(s). SSL encrypts information as it travels between the Agency and Lexipol. However; Agency acknowledges and agrees that Internet data transmission is not always 100% secure and Lexipol does not warrant or guaranty that information Agency transmits utilizing the Lexipol system or online platform Is 100% secure. Agency acknowledges that Lexipol may provide view -only access and summary information (including but not limited to, status of number of policies developed or in development, percentage of staff reviews of developed policies, and percentage of DTRs taken) to the Agency's affiliated Risk Management Authority, Insurance Pool or Group, or Sponsoring Association, if they are actively funding their member Agencies' Subscription Fees, 8. Policy Adoption. Agency hereby acknowledges and agrees that any and all policies and Daily Training Bulletins (DTBs) included in the Subscription Material provided by Lexipol have been individually reviewed, customized and adopted by Agency for use by Agency. Agency further acknowledges and agrees that neither Lexipol nor any of its agents, employees or representatives shall be considered "policy makers" in any legal or other sense and that the chief executive of Agency will, for all purposes, be considered the "policy maker" with regard to each and every such policy and DTB. 9. Disclaimer of Liability. In developing the Subscription Materials, Lexipol has made a good faith effort to comply with all applicable statutes, case law and industry standards in effect at the time such Subscription Materials are provided to Agency, While Lexipol has made such a good faith effort, Agency acknowledges and agrees that Lexipol Its officers, agents; managers, and employees will have no liability to Agency or any other person or entity arising from or related to the Subscription Materials, or any act or omission by Agency or its personnel pursuant to, or in reliance on, any of the Subscription Materials, 10. Limitation of Liability. Lexipol's cumulative liability to Agency and any other person or entity for any loss or damages resulting from any claims, demands, or actions arising out of or relating to this Agreement or the use of any Subscription Materials shall not exceed the subscription fees actually paid to Lexipol for the use of the Subscription Materials under this Agreement during the twelve-month period immediately prior to the assertion of such claim, demand or action. In no event shall Lexipol be liable for any indirect, incidental, consequential, special, or exemplary damages or lost profits, even if Lexipol has Copyright 2016@ Lexipol, LLC 1995-2016 25F-13 Rev 411/16 been advised of the possibility of such damages. The limitations set forth in this Section shall apply whether Agency's claim is based on breach of contract, tort, strict liability, product liability or any other theory or cause of action. 11. Fon-Transferability. The subscriptions and rights to use the Subscription Material granted by this Agreement are personal to Agency and Agency shall not assign or otherwise transfer the same to any other person or entity. 12. Confidentiality. From time to time during the term of this Agreement, a party may be required to disclose information to the other party that is marked "confidential" or the like, or that is of such a type that the confidentiality thereof is reasonably apparent ("Confidential Information'). The receiving party will: (a) limit disclosure of any Confidential Information of the other party to the receiving party's directors, officers, employees, agents and other representatives (collectively "Representatives") who have a need to know such Confidential Information in connection with the business relationship between the parties to which this Agreement relates, and only for that purpose; (b) advise its Representatives of the confidential nature of the Confidential Information and of the obligations set forth In this Agreement and require such Representatives to keep the Confidential Information confidential and to use it only as permitted by this Agreement; (c) keep all Confidential Information confidential by using a reasonable degree of care, but not less than the degree of care used by it in safeguarding its own confidential information; and (d) not disclose any Confidential Information received by it to any third party (except as otherwise provided for herein). Notwithstanding the foregoing, however, a party may disclose Confidential Information of the other party pursuant to any governmental, judicial, or administrative order, subpoena, discovery request, regulatory request, or Freedom of Information Act (FOIA) request, or Public Records Act (PRA) request, or similar method, provided that the party proposing to make any such disclosure will promptly notify, to the extent practicable, the other party in writing of such demand for disclosure so that the other party may, at its sole expense, seek to make such disclosure subject to a protective order or other appropriate remedy to preserve the confidentiality of the Confidential Information. Each party shall be responsible for any breach of this Section by any of such party's Representatives. Miscellaneous. 131 Governing Law. This Agreement shall be construed in accordance with, and governed by, the laws of the State of California, without giving effect to any choice of law doctrine that would cause the law of any other jurisdiction to apply. 13.2 Entire Agreement, This Agreement embodies the entire agreement and understanding of the parties hereto and hereby expressly supersedes any and all prior written and oral agreements and understandings with respect to the subject matter hereof, including without limitation any and all agreements and understandings pertaining to the use of the Subscription Materials by Agency. No representation, promise, inducement, or statement of intention has been made by any party hereto that is not embodied in this Agreement. Terms and conditions set forth in any purchase order, or any other form or document of Agency, which are inconsistent with, or in addition to, the terms and conditions set forth in this Agreement, are hereby objected to and rejected in their entirety, regardless of when received, without further action or notification by Lexipol, and shall not be considered binding on Lexipol unless specifically agreed to in writing by it. 13.3 Headings. The captions and other headings contained in this Agreement are for convenience only and shall not be considered a part of or affect the construction and interpretation of any provision of this Agreement. 13.4 Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same document. 13.5 Amendment. No amendment, modification, or supplement to this Agreement shall be binding unless it is in writing and signed by the party sought to be bound thereby. Copyright 2016 © Lexipol, LLC 1995-2016 25F-14 Rev 411!16 MM 13 .6 Attorneys' Fees. If any action is brought by either party to this Agreement against the other party regarding the subject matter hereof, the prevailing party shall be entitled to recover, in addition to any other relief granted, reasonable attorneys' fees and expenses of litigation. 13.7 General Interpretation. The language used in this Agreement shall be deemed to be the language chosen by the parties hereto to express their mutual intent. This Agreement shall be construed without regard to any presumption or rule requiring construction against the party causing such instrument or any portion thereof to be drafted, or in favor of the party receiving a particular benefit under the Agreement. No rule of strict construction will be applied against any person or entity. 13.8 Notices. Any notice required by this Agreement or given in connection with it, shall be In writing and shall be given by personal delivery, by certified mail, postage prepaid, or by recognized overnight delivery service to the appropriate party at the address of such party stated on the cover sheet to which these General Terms and Conditions are attached, or such other address as such party may indicate by a notice delivered to the other party in accordance with the terms of this Section. Alternatively, electronic mail or facsimile notice is acceptable when acknowledged by the receiving party. 119 Invalidity of Provisions. Each of the provisions contained in this Agreement is distinct and severable and a declaration of invalidity or unenforceability of any such provision or part thereof by a court of competent jurisdiction shall not affect the validity or enforceability of any other provision hereof. Further, if a court of competent jurisdiction finds any provision of this Agreement to be invalid or unenforceable, then the parties agree that the court should endeavor to give effect to the parties' intention as reflected in such provision to the maximum extent possible. 13.10 Waiver. Lexipoi's failure to exercise, or delay in exercising, any right or remedy under any provision of this Agreement shelf not constitute a waiver of such right or remedy. End of General Terms and Conditions Copyright 2016 ©: Lexipol, LLC 1995-2016 25F-15 Rev 4/1/16 25F-16 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: SEPTEMBER 20, 2016 TITLE: AGREEMENT WITH C3 TECHNOLOGY SERVICES FOR MANAGED PRINT SERVICES (SPEC. 16-076) (STRATEGIC PLAN NO. 7, 5) RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1etl Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolutlon ❑ Set Public Hearing For® CONTINUED TO FILE NUMBER Authorize the City Manager and the Clerk of the Council to execute a Managed Print Services agreement with C3 Technology Services in an annual amount of $150,000 for the period of November 1, 2016 through September 30, 2018, with an option for an additional two one-year renewals, subject to non -substantive changes approved by the City Manager and City Attorney. 2. Authorize the City Manager and the Clerk of the Council to add a contingency to execute the option to purchase a document management software, PaperCut, through C3 Technology Services for an annual amount totaling $18,000 over a 2 -year period. DISCUSSION The above -referenced recommended actions allows for C3 Technology Services ("C3") to provide Managed Print Services to the City Departments for a period of November 1, 2016 — September 30, 2018 with an additional option for two one-year renewals. On June 23, 2016, the Purchasing Division issued a Request for Proposal (RFP) for Managed Print Services. Current and local City of Santa Ana vendors were notified of the posting. Key components and submittal requirements of the RFP included: • Company profile demonstrating capability and experience in Managed Print Services • Project approach/service capabilities including reporting software • Willingness to commit to cost per click (all-inclusive program) • Agreement to terms and conditions specified in the RFP In response to inquiries and questions asked by vendors, the City released one addendum to the initial RFP. On July 21, 2016 four proposals were received and evaluated. The five -member evaluation committee was represented by the following Departments: 25G-1 Agreement with C3 Technology Services for Managed Print Services September 20, 2016 Page 2 City Manager's Office, Police Department, Parks Recreation and Community Services Agency, the Public Works Agency, and Information Technology (IT). The evaluation committee rated the proposals using the following four criteria: 1. Qualifications and experience 2. Understanding the scope of work 3. Responsiveness to the RFP and ability 4. Cost of proposal The focus of the evaluation process was to select the proposal that provided the most thorough and competitive program design that met the performance standards set forth in the RFP. Of the four submissions, the committee determined that all four vendors met or exceeded each of the RFP requirements (70 percent or above). However, the top two vendors were selected as finalists and invited to a clarification interview on August 11, 2016; to further discuss their respective proposals and discuss in detail the services to be provided. After review of the provided material, responses to RFP, evaluation committee notes, interview questions/answers, and reference check(s), staff has decided to award a Managed Print Services contract to C3. In addition, of all the companies that submitted proposals, C3 submitted the lowest price. This lower price reduces the cost per printed page by more than 27% from current levels. C3 has provided Managed Print Services to the City since November 2012. Since the inception of the Managed Print Services contract, the City has been able to reduce its fleet of copiers, Multi -Function Printers ("MFP") and printers from a high of 577 to an existing equipment mix of 259, see below for more details: The majority of the City's printing is incurred via utilization of the MFP. However, upon recommendation by C3, a reduction of the City's printer inventory will allow for additional cost - savings. Specifically, C3 has provided consulting, as required in the agreement, where equipment needs to be placed to achieve optimal use by City staff and allow for the transition of Staff printing needs from printers to MFP's. Furthermore, as the City transitions from its use of printers for its printing needs to MFP's, the number of equipment will decrease along with the corresponding maintenance and related equipment needs. C3 has been a pivotal partner for the City in achieving a cost savings via the implementation of the Managed Print Services program. Prior to C3, the City spent an estimated amount of $550,000 which included but not limited to the following: leasing of MFP copier and printer 25G-2 Equipment riot to C3 Equipment durina C3 Net change Copiers 22 0 22 Multi -Function Copiers 39 90 51 Printers 516 169 347 Totals: 577 259 (318 The majority of the City's printing is incurred via utilization of the MFP. However, upon recommendation by C3, a reduction of the City's printer inventory will allow for additional cost - savings. Specifically, C3 has provided consulting, as required in the agreement, where equipment needs to be placed to achieve optimal use by City staff and allow for the transition of Staff printing needs from printers to MFP's. Furthermore, as the City transitions from its use of printers for its printing needs to MFP's, the number of equipment will decrease along with the corresponding maintenance and related equipment needs. C3 has been a pivotal partner for the City in achieving a cost savings via the implementation of the Managed Print Services program. Prior to C3, the City spent an estimated amount of $550,000 which included but not limited to the following: leasing of MFP copier and printer 25G-2 Agreement with C3 Technology Services for Managed Print Services September 20, 2016 Page 3 equipment, toner inventory, staff time processing invoices, and Information Technology staff time spent on troubleshooting and providing support to failed equipment. Contracting with C3 has allowed the City to consolidate the above -referenced items to be provided by one firm and has reduced the burden of existing staff in completing the referenced tasks. Additionally, C3 has included within its Managed Print Services contract the opportunity to provide training to City staff on an on-going basis. The training will allow for new and existing City staff to obtain a better understanding of the equipment and its related functionalities along with knowledge in operating the said equipment to obtain the optimal results and maintain or prolong their useful life. MANAGED PRINT SERVICES: The proposed contract, based on the Scope of Services listed in the RFP, includes but is not limited to the following: • On-going support, repair and maintenance of the City's fleet of printing devices (MFP's, copiers and printers) excluding wide format printers, plotters, dot matrix printers, label printers and any other types of printers that do not print on standard office paper sizes (i.e. 5.5" x 8.5", 8.5" x 11 ", 8.5" x 14", 11 " x 17") • Four hour response time to disposition on all service calls requested by the City • Replacement parts or equipment (on a per click charge basis) along with consulting and training to City staff in order to achieve the optimal and most efficient usage of copier equipment • OEM parts and supplies for all Canon and Sharp copiers, certified compatible (non -OEM) toner are acceptable for desktop printers • Service reports to be made available to City staff upon request • The use of approved software as the Data Collection Agent to monitor toner levels, auto toner replenish, meter counts and device status to proactively manage the fleet of printers as well as connected multifunctional devices on the network • Quarterly billing • Used toner cartridge recycling program • Assistance in conducting an annual survey to ensure end user concerns are addressed and satisfaction is upheld at the highest level • An annual or semi-annual review of Service Provider • Consulting services recommending re -alignment of equipment to prolong the life expectancy of the equipment INFORMATION TECHNOLOGY: C3 has agreed to make additional technology changes in order to provide better reporting of print usage, contract management, and enhanced printer maintenance: • C3 will integrate their service request ticketing system with City's IT ticketing system. • C3 will provide access to reporting of printer service maintenance levels and, where necessary, set up automated alerts. • C3 will provide additional features in the FM Audit print management software, and optionally provide the Paper Cut print management software. 25G-3 Agreement with C3 Technology Services for Managed Print Services September 20, 2016 Page 4 In addition, with the most recent proposal, C3 has reduced the charge to the City for both its color and black and white printing in comparison to the previously agreed upon rate in October 2015. Additionally, as a vendor who resides in Santa Ana, the City will continue to be in receipt of sales and business license tax receipts. STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #7 Team Santa Ana, Objective #5 (create a culture of innovation and efficiency within the organization). FISCAL IMPACT Funds in the amount of $168,000 annually (Managed Print Services - $150,000 and document management software - $18,000 if that software option is selected) will be budgeted and available in the Central Services account (no. 07110100-62300) as follows: Contract Term Fiscal Year 2016-17 (November 2016 — June 2017) 2017-18 (July 2017 -June 2018) 2018-19 (July 2018 -September 2018) Options Years Fiscal Year 2018-19 (October 2018 — June 2019) 2019-20 (July 2019 -June 2020) 2020-21 (July 2020 -September 2021) Amount $112,000 $168,000 $ 42,000 Amount $126,000 $168,000 $ 42,000 APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Do Executive Director Finance and Management Services Agency SV/DH Exhibits: 1. Agreement with C3 Technology Services Exhibit A — Scope of Services Exhibit B — Cost Sheet 25G-4 EXHIBIT 1 AGREEMENT FOR MANAGED PRINT SERVICES CITY OF SANTA ANA THIS AGREEMENT is made and entered into this 20th day of September, 2016 by and between C3 Technology Services ("Provider"), 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. On June 23, 2016, the City issued Request for Proposal No. 16-076, by which it sought a service provider to furnish maintenance and repair services for the City's multi -function printer and copier units, B. Provider submitted a responsive proposal that was selected by the City. Provider represents that it is able and willing to provide the services described in the scope of services that was included in RFP No. 16-076. C. In undertaking the performance of this Agreement, Provider represents that it is knowledgeable in its field and that any services performed by Provider under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional fine 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 Provider shall furnish managed print services on a cost -per -click basis for all the City's multi- function printer and copier units, These services shall include the following: (a) full service for all printers and copiers, (b) configuration services, (c) end-user training, and (d) provision of all operating supplies, including without limitation toner, cartridges, developer, fuser oil, rollers, print heads, drums, circuit boards, imaging unit, and staples. The services shall be performed on-site and in accordance with the guidelines and standards appearing in Exhibit A, Provider shall not be responsible to supply paper for any multi -function printer or copier. Provider's proposal is incorporated herein by reference. City shall have the option to purchase document management software during the term of this Agreement. 2. COMPENSATION a. City agrees to pay, and Provider agrees to accept as total payment for its services the rates and charges identified in Exhibit B. The total annual stun to be expended under this Agreement shall not exceed $168,000, This amount includes (1) the sum of $150,000 for the services described in Section 1 and (2) the sum of $18,000 if the option to purchase doewnent management software is exercised at the sole discretion of the City. Payment by City shall be made within forty-five of days (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work that fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 25G-5 TERM This Agreement shall commence on November 1, 2016 and terminate on September 30, 2018, unless terminated earlier in accordance with Section 14, below. The tern of this Agreement may be extended for two additional one-year periods upon a writing executed by the City Manager and the City Attorney. 4. INDEPENDENT CONTRACTOR Provider 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 constmed 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 Provider performs the services which are the subject matter of this Agreement; however, the services to be provided by Provider shall be provided in a manner consistent with all applicable standards and regulations governing such services. Provider shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. INSURANCE Prior to undertaking performance of work under this Agreement, Provider shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Provider 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 Provider's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall: (1) name the City, its officers, employees, agents, volunteers, and representatives as additional insureds; (2) be primary and not contributory with respect to inslrance or self-insurance programs maintained by the City; and (3) contain standard separation of insured provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles, C. Worker's Compensation Insurance. In accordance with the California Labor Code, Provider, if Provider 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, Provider agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. The following requirements apply to the insurance to be provided by Provider pursuant to this section: 25%G�-6 (i) Provider shall maintain all insurance required above in fall force and effect for the entire period covered by this Agreement. (ii) Certificates of insivance 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. C. If Provider 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 terminate this Agreement. Such termination shall not affect Provider's right to be paid for its time and, materials expended prior to notification of termination. Provider waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 6. INDEMNIFICATION Provider agrees to and shall defend, indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of Provider 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 terns 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 fionr this Agreement. Provider 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. Notwithstanding the foregoing, to the extent Provider's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required, by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Provider. 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 medimn 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 Provider under this Agreement ("Documents & Data"). Provider 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. Provider represents and warrants that it has the legal right to license any and all 25G-7 Documents & Data. Provider makes no such representation and warranty in regard to Documents & Data which were provided to Provider 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. 8. RECORDS Provider shall keep records and, invoices in connection with the work to be performed under this Agreement. Provider 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 Provider under this Agreement, All such records and invoices shall be clearly identifiable. Provider 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. 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 rovider under this Agreement. 9. CONFIDENTIALITY If Provider receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Provider 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 Provider disclosed in a publicly available source; (c) is in rightful possession of the Provider without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Provider without reference to information disclosed by the City. 10. CONFLICT OF INTEREST CLAUSE Provider covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 11. NOTICE Any notice, tender-, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the mariner 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 25G-8 With courtesy copies to: To Provider: Executive Director, Finance and Management Services Agency City of Santa Ana 20 Civic Center Plaza (M-17) P.O, Box 1988 Santa Ana, California 92702 Fax: 714-647-5414 C3 Technology Services 1536 E. Warner Ave Santa Ana, CA 92705 Attn: Tricia Sanchez 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. 12. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Provider regarding the subject matter therein, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terns 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 Provider. The parties agree that any terns or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Provider 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. 13. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized. services of Provider, Provider 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. 25G-9 14. TERMINATION This Agreement maybe terminated by the City upon thirty (30) days written notice of termination. In such event, Provider shall be entitled to receive and the City shall pay Provider compensation for all services performed by Provider prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Provider 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 Provider consents to the City's use thereof for such purposes as the City deems appropriate. Payment need not be made for work that fails to meet the standard of performance specified in the Recitals of this Agreement. 15. NONDISCRIMINATION Provider 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 or in connection with any activities under this Agreement. Provider affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 16. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 17. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fiilly, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: Maria D. Huizar Clerk of the Council CITY OF SANTA ANA David Cavazos City Manager 25(-10 APPROVED AS TO FORM: SOMA. R. CARVALHO City Attorney By: 94, John W.Funk Assistant City Attorney RECOMMENDED FOR APPROVAL: C3 Technology Services Name: Title: Francisco Gutierrez Executive Director, Finance & Management Services Agency 25G-11 EXHIBIT A 25G-12 I. SCOPE OF SERYJ_Q ,S Service Provider shallprov e a Managed Print Services (HIS) program that Plus the City's printing needs, The program shall include all of the City's printing devices, excluding wide format printers, plotters, clot matrix printers, label printers and any other types of �)rinters that do not print on standard office paper sizes (i.e. 5.5" x 8.5"", 8S"' x t 1", 8.5" x 1.4", 11" x l7 " under a management and maintenance program With supplies, service, parts and labor included. Paper is excluded. All cost will be covered and chatrged on a per click charge basis, Service Provider shall provide management sad preventative maintenance for print aid copier devices that tore installed and located throughout the City, Maintenance shall be performed on-site at the City location of eacli unit in accordance with manufacturer specifications and recommendations for each respective unit. A fld1 walk through of all ecluipmcut sites is required, For non -networked tanits, service provider is reduired to pull meter reads manually in a timely manner, for billing cycle, Current inventory list must be up to date red communicated. C3 Technology Services have been working with the City of Santo, Ana providing MPS and adjusting to requests as needed. We will continue to keep an open communication to better our services and fine tune the process. C3 will perform on- site maintenance for each unit unless additional service is required. If o unit is required to be taken to our warehouse, a loaner device will be serif out to minimize downtime. C3 will continue to pull meterreads manually from non -networked devices until the City upgrades to netwarked devices A. Technlclan§ — All technicians should be factory trained and certified on Sharp OSA, Canon i.ISA anal I fewlett Packard equipment. All of our technicians are factory trained and certifiecl with Sharp, Canon and HP, A reintrodt,tr,.tion will be arranged be Nveen C3 and the City to meet our new members and review expectations B, service Calls — All service calls wilt be logged with details of the technical issue and a vendor provided ectrdpment identification number (to Identify equipment location and model information). (ince logged, a teclnueian. roust contact the customer within I hour to provide art Estimated Time of Arrival of Ou-site arrival, within 4 hours of utitial service call. 3. If the 4 hour response falls afier hours, the technician will arrive first thing tine next business clay based on the customer's hours of operation. 1, 'During anyservice calls, the technician will eheekany wearable parts and the life expectancy Of cw.hsumabte, parts and replace as needed, 5. If parts need to be ordered, the teclhnicisn will provide an Estimated Time of Arrival to the customer for a rescheduled appointment. [n this case or any other reason the equipment is clown For more than 1 day, a loaner with similar eapabilitles and Features will be provided by the vendor. J -----�—�--.lidbEWS)!^R141Mq A :'A 12705 T1,11, F'41 M9 !OU Fu'+'P 91 J m _1.®_hmlogl ;e,dces--w----- 25G-13 6. Any aduipmenf wtfh persisfont, confunlous problems will be replace(l with la device with sin itttr Spec ijkwions acid 1eatares. C3 acknowledges the above requirements and will continue I provide deIUlled summary reports for the City, Our technicians are trained to communicate to the encs user at each service call regarding any issues and diagnosis, We stress communication and always try to be as trans,oarent as possible with our customers, All of our customer service reps can frock where eachtechnician is with our fleet tracker. They are also able to reroute technicians for emergency calls to keep the custarners <at minimal downtime. All technicians hove basic pan's inventory in their vehicles. This allows them to easily aitain parts without having to make secondary trips to the warehouse. A;Agnad CSR Rdendo secundno SAMPLE ASSET TAG TechnologyServices lD .12345 O uvS Support: (714) 6.99.1700 5tzl plies,P c3oe.com ��tvi<:e.�r c3as.earr� Aa¢Igned CSR sarncnlhcdower? Service calls can be taken by phone or email by our cledicated customer service representatives in our office. Fidencio and Samantha are fully trained to always answer the phone when a customer calls, we believe In a personal touch when handling custorraor service. At no time will the City be subjected to choosing voice recorded options, interacting with an automated phone system or be, transferred overseas for, customer service. Once the call is received, our CSR's will dispatch the call to the nearest technician with the details of the ticket. The assigned technician immediately receives the service work order on their smart phone and is required to call the customer within an hour with can ETA. The technician will be on site within 4 business hours. If the 4 - hour response falls after hours, technician will arrive first thing the next morning based on the customer's hours of operation. Service calls can be escalated with upper monactement If it is ort urgent molter. — 13365W,,or Sar«l Ana CA 92109 tel (7 u16Dv.)W Pa.i P al e.n R'r+ carYr.PnOlr�rr9lvicex �,�_I I 25G-14 C,'iecrydpkr 'ro Upon completion of work, the technician will close out the coli and log any reschedules or issue a follow up appointment. Service reports are reviewed by the service manager and then issued to the custorner as a surntlnary report, We erre fully Iransparent with our customers from the time of the call to the arrival t_ind service brae, We also share the technician's rern<akis with the Customer. Service calls outside of the 111 call protocol will be placed on immediate attention. When the technician inputs the part numbers needed for the repoir, our warehouse manager will start preparing the parts available, The technician can return to the warehouse to pick it up and continue the call or reschedule at the City's earliest availability. C, Too h o I SUPP.Od - Service Provider shall provide tecurdcat support for all equipment and Software at the Multi -Function Devices (NCCD) under lease by the City, including applicable 31 party software and hardware. The City shall not he ,required to deal separately with a 3111 party vendor. ']"his support includes any applicable 3rd party software that may be added by Service Provider tlnnughaut the term Of the ag;reennent. C3 will handle all communication between FM Audit and Sharp's OSA partners, New updates and software migralon will be conducted by C3 wifh assistance from the City IT department. Future software purchases will be handled by C3 throughout the tern of the agreement as well D. P r s and Supplies - Service Provider will use only Original Equipment Nlanuricturer (4ELA) parts and supplies for all of our Sharp and Canon MCPs. Desktop printers may be supplied by any conified Manufacturer and distributor of premium reptacemcnt toner cartridges. Vendor will provide Rill warranty of all parts and supp4s and guarantee their woemnii nship, C3 will use only OEM parts and supplies for the Sharp and Canon fleet, We will provide full warranty of all parts and supplies and guarantee their workmanship, If a model is no longer supported by our manufacturer, we will source ovi parts until they are no longer available and alert the City E. �afrvice Reports - Service reports will be made available upon request by a designated City representative. These reports will include but are not lunited to: Cali Log Number; Description of Problem; Date and 'Plate Call Was Received; Contact N'annc and Phone Number; Equipirent ID Number; Equipment Malce and Model; Equipnnent Location; Date and Tune of I,, Response; Date and Time of Arrival nt 'Location; Total Hours of Down ' irne; Technician's Name, Technician's C'ornments; Dale and Time Call Was Closed. —""-`"-«^-----+19.76E'N;u'leljG,'XJAn0CA92705ia1117I41841700Pox;IW4,541-H/51 .vwwc0wo"OlogV.0b1v1455 I 25G-15 Sample, Service Summary (Iran+pteto cadz r. P{ezd Parti iq[helir,9uni irsemy Haavnvy Rape. remoras: f4ejor jam eowrdion 'o Nre ft Wan, rim.,dy had damage M t el.ackad Pd was at 99%, Transfer is a1: 99aA sc I NA cN.m a diem bell, „n1 rm nL•e1'1 SG?6176 Invorce numbs-, INb'987-7 Cali h4a1 1"ming C.,II devrlptonl paper JanT teed avelpdvng to f, it mrd Trar¢h 0,23 5A0 $O.ee rt.11 I jammed Call scwNedl 0'$05113 0413 -,pm metzrdate, O7r07r2018 Cali Ialeasad: $OAo _ Cell 9LSPA:1,4,lr 0710?!15 tot?4 am BUSY 298,095 Cell v'.'4d: 07107,1@ tMe am Crolcr Sd,lU7 Call Anishedl V;07i15 11:29 am m.kol edolr SHARP j $1+aip %1X-6%QN 62 POM Color PrP Rashe's't hawv 14, 9eael acmb'4' 2505137% Rnpae hcuu's: 0.35 CuMn"m Citq ofSmAU Ana Povm INC,,, $I 3.97 Loeadan Cu#: CIF, of Santa An, pa!i:n Oep'rtment (Iran+pteto cadz r. P{ezd Parti iq[helir,9uni irsemy Haavnvy Rape. remoras: f4ejor jam eowrdion 'o Nre ft Wan, rim.,dy had damage M t el.ackad Pd was at 99%, Transfer is a1: 99aA sc I NA cN.m a diem bell, Tarhn'<fan Nte'Tfine Pwrlrs _ _ U*5 hlllaa ,s TM+.A Jet-rny Hpllowar CPspntch: 7/7(16 M24api Trar¢h 0,23 5A0 $O.ee AlTlvnll 7f'AJ1e 10:38 am Lailuvl 0 yr, 40.00 CePafWea 717/1411:29 am Oeerflmet 0.00 $OAo Next Ple dAv Neat PM meEBrl o P4nnbev; '4i715CO Cont dNumbest cl"17-0t Item Pl.mbRI, m -624o l Conan: m.kol edolr SHARP j $1+aip %1X-6%QN 62 POM Color PrP TarilUP i No.,6110nmty 9eael acmb'4' 2505137% Bill wde1 cosh per Copy CuMn"m Citq ofSmAU Ana Remarks Loeadan Cu#: CIF, of Santa An, pa!i:n Oep'rtment SO r.vir Certar pim=a Oa1k'n Anm, CA 92705 Al the end of every service crdll, our custorner service representatives send out detailed summary reports to our and users regarding the call, At no point do we not share any information [ho[ our technlciclns passed down. If required, we can also send the surmnary reports to deporimer)f managers. 1996Ewerral irinrO Ann C A 7`2.743151. 17141 09-' 7W Fax 1714164'.2711 0,.3laivnnelep2 serr2es--------- I, 25G-16 F. Software - Sarvice Provkler w L! use approved sotlware as Choir Data Collection, t1¢ent to monitor toner levels, solo toner replenish., meter counts, and device status to proactively manage the fleet of printers as well as connected mtdtLftmctiena! devices oat the network. C3's approach to completing the work specified in the Scope of Work will be to utilize FM Audit cis our Data Collection Agent (DCA) to monitor toner levels, meter counts and device status to proactively manage the fleet or printers, Fidencict and Samantha will be assigned to the City to monitor supply levels daily. They will ship out the supplies directly to your arid -users. Typically, triggers are set at 25%U loner capacity to alert our staff of a toner replenishment order; however, C3 will set the threshold for toner orders to accommodate the City's requirements, Data collection consists of page counts, device description (configuration) and device status and is collected via SNMP (Simple Network Management Protocol) and ICMP (Internet Control Message Protocol). Standalone workstation is not needed to run the Printer DCA monitoring service and discreetly runs in the background for end-users' convenience, 1. Billing will be provided to rte City in a monthly auuVor clua terly cycle, on a per click basis (IBD). 2. Billing will consist of, I invoice Including base cost and overage cost for PHOS Copfev; t invaioe irtalnding base cast and overage cost for Printers, Invoices wilt include: Equipment FD m.unbers; Start and End meter reads for each piece of equipment; Total Copies/Prints for the period for each piece of eciuipment; Totals for All Equipment Combined; N'iimber of Copies/Prints Covered iii the Base Cost, 3. Prices presented in Service Provider's approved proposal will remain the same throughout the entire term of the agreotnent.. Prices established in arty conthrtdng agreements may be adjusted due to inflation or changes in operating costs and must be approved by the City Service Provider will stbn it any price adjastmettt 90 calendar days prior to the anniversary of the agreement as well as all supporting documentation, as provided by the U.S, Deprinncat of Labor Consumer Price Index (CPC). C3 agrees to the terms listed alcove, Any future, requests to customize the billing format will be accomrnodatcd. C.3 wants the City to be able to analyze the billing as easily as possible. Price will remain the same throughout the entire te;rrn of the agreernent, --^—^'w--^--�'�536li Wiai^o, SqMn AnrJ ^Hi'1709-Pei: 90) Frur.;P 41 54 21->_rimw.c III 25G-17 Sample Invoice , Technabgy Services P.:r dl 6A9.1'.A I F, (7 1 a) 641-2712 nvr. 4N9 Irrrdok'y', ' and v sfdvctrv:r.?Azt..; art Q 1538 - Ncrrer Ave. Sr::l' I Ann CA 92 l)5 Ca 81117n1 : ff. TralnLnq - Service Provider Mil provide (rk6itogr to staff members; ns neected. when doing site checks, departments will de asked for retraining. Our learn will be, ready to answer questions and see where more, support is needed The City also currently has a personalized MySharip account to view Voiials and watch videos on how to do certain types of jobs Z) -J SHARP VI SELECT A MODEL V1.4 We., I L ll ; 11V i I I I I I,, Y, 1. Toner Cartridge Rgp�LCILing - Service Provider shill have a recycling program for it[ printer and copier used cartridges. Service Provider MIMI agrccthqt all associated costs of recycling are the respotiMbitity of the Service Provider, C3, in partnering with Sharp and Canon have a recycling program that ships MA boxes pre -labeled to be picked up by a logistics cornpany, The setup has been configured so that the City can also request additional boxes from Sharp and Canon. Sharp's Link Canon's Link LIIIIIP:: Suslainabill ----1 iM EYIW'eK i13rr0Ara CA 9270S Tci: h 41 iv �xo -'27: 7 1-, 25G-19 All li�aigbt charges, dnllvery cbaag<^. , piulatp airttrg'eq mul set up and network; In,tegratten sorvioc tees aro Itroiudud. to the por aliclt charges. Courier deUvetles tagUi od nmy not be iMl.udad. C3 cac:knowledoes these terms X. 91,19-00-0 — Servipe provider shall assist tho City In concluoting all nmi,uat purvey to CUM end user uuueerns aro addressed and satisinotlor is upheld at the highest loyel, With quorterly account reviews, C3 will be able to addross user ocricerris and keep satisfaction at the highest level f., Review of l3p.Lviocae An minual or ecenlganaual review of So:vice Provider will be conducted at the City'e di9crrtion wiJa an initiat rcvlaw alter the first 6 months, C$ ack„nowlecirtes this term M. C3 will provide additional features In the FM Audit software at no additional charge, to Include the following: • Provide detailed end-user analytics and reports that can be exported from the client directly from the FM Audit client portal • Live mapping of City devices adds benefit of seeing torier levels/ser..vice requests on a map instead of a list • Rules based behavioral medication can decrease printing usage Develop a true document management strategy focusing on who what, when, where and now much • Setup and deploy customizable windows and automatically list alternate printers & savings N. C3 will integrate their service request ticketing system with City's IT ticketing system o. C3 will provide the Paper Cut print Management software should the City utilize it at an annual amount not to exceed .$18,000. ii]hEN✓an+er,tnmo Anq CA 929p5lel!VIu150V.i vaO Fu5, 17;4idY'17i7+, Ora r;Biu,:BndOyisarvJootC,yRl� 25G-20 FiFF Imill'o'lloc 25G-21 EXHIBIT 8 CITY OF SANTA ANA REQUEST FOR PROPOSALS PCF MANAGED FIMINT SERVICES 16-076 COST SHEET Cost tixr services based on a per elks charge, billed quarterly, All charges must be included in the per click charge. No uklitionai Charged will be accepted or approved fill payauent Please provide your best pate per cliok, as indicated below, The City is not u.tcrestcd in participating in a contract wherein a maxitnurn nUITIDer Of clicks par month are assigned and overage charges are applied thereafter. gpieI's Black/'White click Charge LO,00572 Color click charge $0.039 � I Ig Printers E31ack/Wl.it�, riled. char c, 0,07;.) Color click charge '$Q.OS95 � (O ) Black/White slick charge `Ii0,035 Color click charge $0.4150 Printers Please describe tiny deviations frorm the RFP specifications, below, f no deviations, state "none'% lnton-riatioa can be provided on separate sheet. C)evratrotrs/Ex 3lan.atioas; We included. OEM toner costs for Users that require OEM toner. Please note, C..'3's new click charges reflect rnanaged print services orrl.y, We will no longer charge rot' consultation services. It was only ("or the initial start ofour contract hack in 2011 The undersigned provider agrees to provide services in accordance with. Che specifications. UWe have stated herein the services and Peres tllat [/we will Furnish and deliver as specified, Award shall be based upon. the evaluation. criteria included in Section 6, Where there is a discrepancy between words and Egures, WORDS,Jffi-1,([ GOVEj iN, wAW 2l ,w Pro - oser Sirr Date LA cc Pnhted Name and lit/e Company THAT 00 NOT CONTAIN THIS FORM WILL BE IS 25G-22 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: SEPTEMBER 20, 2016 TITLE: AGREEMENT ACCEPTING 2016 EDWARD BYRNE MEMORIAL JUSTICE ASSISTANCE GRANT FUNDS {STRATEGIC PLAN NO. 1, 3B} CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 15' 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 Orange County Sheriff's Department for the period of August 23, 2016 through September 30, 2019, accepting 2016 Edward Byrne Memorial Justice Assistance Grant program funds in the amount of $90,189.19, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION The 2016 Edward Byrne Memorial Justice Assistance Grant (JAG) program provides federal criminal justice funding to state and local jurisdictions. It is a formula grant that blends the previous Byrne Formula and Local Law Enforcement Block Grant (LLEBG) programs. JAG requires a single unit of county government to function as the applicant/fiscal agent to apply for, receive, and administer the funds on behalf of the entire County. A memorandum of understanding designated the County of Orange, Sheriff -Coroner Department as the lead agency for this program. For Fiscal Year 2016, $99,109 has been allocated for Santa Ana. JAG also allows the fiscal agent for each county to use a portion of the award for costs associated with administering the funds. The Orange County Sheriff -Coroner Department will retain $8,919.81 (9.0 percent) for administrative fees. The remainder of the funds in the amount of $90,189.19 will be utilized by the Police Department for overtime to augment gang enforcement operations, enhance educational opportunities, and enhance community policing efforts. A major component of the Police Department's Community Oriented Policing Program is educational opportunities offered to residents. In addition, funding 25H-1 Agreement with the County of Orange Justice Assistance Grant September 20, 2016 Page 2 will provide for community policing operations with details working overtime to address crimes of public disorder specifically tied to community complaints. 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 2016 Edward Byrne Memorial Justice Assistance Grant funding in the amount of $90,189.19 will be budgeted into the Byrne Justice Assistance revenue account (no. 12814002-52001) and the appropriation to expenditure account (no. 12814409 - various) will be allocated in fiscal year 2017-18 in the amount of $90,189.19. Carlos Rojas Chief of Police Santa Ana Police Department EXHIBIT: 1. Agreement APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director Finance & Mgmt. Services Agency 25H-2 AGREEMENT TO TRANSFER FUNDS 2015 EDWARD BYRNE MEMORIAL JUSTICE ASSISTANCE GRANT (JAG) THIS AGREEMENT is entered Into this UrA day of Agp2016, which date is enumerated for purposes of reference only, by and between the COUNTY OF ORANGE, a political subdivision of the State of California, hereinafter referred to as "COUNTY", and the City of _-_...,..iGti1 kn __ a municipal corporation. WHEREAS, COUNTY, acting through its Sheriff-Coroner Department, hereinafter referred to as SHERIFF, in its capacity as the lead agency on behalf of 1`0 (fen) units of local government, including SHERIFF and the cities of Anaheim, Buena Park, Costa Mesa, Fullerton, Garden Grove, Huntington Beach, Orange, Santa Ana and Westminster, hereafter referred to as "SUBGRANTEES". As required by the Jurisdictional application, the SHERIFF has applied for, received and accepted the Edward Byrne Memorial Justice Assistance Grant from the U.S, Department of Justice, Office of Justice Programs, and Bureau of Justice Assistance (hereinafter referred to as "JAG". WHEREAS, the purpose of the grant is to supplement the resources available to prevent and control crime within the County of Orange that are operated by individual agencies Included in the above referenced 10 units of local government, as set forth in Attachment A "Program Narrative", which is attached hereto and incorporated herein by reference, WHEREAS, the terms of the grant require that certain grant funds be transferred to SUBGRANTEE to be used for grant purposes, which may include local initiatives, technical assistance, strategic planning, research and evaluation, data collection, training, personnel, equipment, forensic laboratories, supplies, contractual support, and information systems for law enforcement, as more particularly described in Attachment A hereto. NOW, THEREFORE, IT IS MUTUALLY AGREED AS FOLLOWS; 1. COUNTY shall transfer to SUBGRANTEE grant funds, In arrears, as necessary to reimburse SUBGRANTEE for reasonable and permissible expenditures to support activities CFDA 16.738 2616 JAG U.S. Department of Justice Page 1 of 5 25H-3 AGREEMENT TO TRANSFER FUNDS R related to proposed grant project(s). In order to obtain grant funds, SUBGRANTEE shall comply with the instructions and submit to SHERIFF all required information and documentation, as set forth in Attachment B ("How to Apply for JAG Grant Reimbursements"), which is attached hereto and incorporated herein by reference. In no event will the total amount of the grant funds transferred by COUNTY to SUBGRANTEE hereunder exceed SUBGRANTEE`s allocation, as set forth in Attachment C ("JAG Program Allocation"); which is attached hereto and Incorporated herein by reference, unless expressly approved in writing by the Department of Justice, Office of Justice Program's State assigned Policy Advisor. 2. SUBGRANTEE shall be reimbursed with said JAG funds only for expenditures necessary to acquire personal property or equipment as set forth in Attachment A hereto [hereinafter called "grant property and equipment"] or to perform such other grant functions, if any, for which Attachment A specifies that SUBGRANTEE may utilize grant funds. 3. Throughout their useful life, SUBGRANTEE shall use grant property and equipment only for grant purposes in accordance with Attachment A hereto. 4. SUBGRANTEE shall exercise due care to preserve and safeguard grant property and equipment from damage or destruction and shall provide regular maintenance and such repairs for grant property and equipment as are necessary, in order to keep said grant property and equipment continually in good working order. 5. if grant property or equipment becomes obsolete, SUBGRANTEE shall dispose of it only in accordance with the instructions of COUNTY or the agency from which COUNTY received the grant funds. 6. SUBGRANTEE shall submit to the COUNTY grant program reporting documents and information in accordance with requirements set out in Attachment D ("Edward Byrne Memorial Justice Assistance Grant Reporting Requirements"), attached hereto and incorporated herein by reference. cFDA 16.738 2096 JAG U.S. Depatlment of Justloe Page 2 of 5 25H-4 AGREEMENT TO TRANSFER FUNDS 2016 EDWARD BYRNE MEMORIAL JUSTICE ASSISTANCE GRANT (JAG) 7, SUBGRANTEE shall comply with all applicable terms of the certifications) that are attached hereto as Attachment E ("2016 Grant Award & Special Conditions") and incorporated herein by reference, 8. By executing this Agreement, SUBGRANTEE agrees to comply with and be fully bound by this Agreement and all applicable provisions of Attachments A, B, C, D and E hereto. SUBGRANTEE shalt notify COUNTY immediately upon discovery that it has not abided or no longer will abide by any applicable provision of this Agreement or Attachments A, a, C, D or E hereto. 9. SUBGRANTEE and COUNTY shall be subject to examination and audit by the Stage Auditor General with respect to this Agreement for a period of three years after final payment hereunder. 10. SUBGRANTEE agrees to Indemnify, defend and save harmless COUNTY and the agency from which COUNTY received grant funds, and their elected and appointed officials, officers, agents and employees from any and all claims and losses accruing or resulting to any and all contractors, subcontractors, laborers, and any other person, firm or corporation furnishing or supplying work, services, materials or supplies to connection with SUBGRANTEE's performance of this Agreement, including Attachments A, B, C, D and E hereto, and from any and all claims and losses accruing or resulting to any person., firm, or corporation who may be injured or damaged by SUBGRANTEE in the performance of this Agreement, including Attachments A, B, C, D and E hereto. 11. No alteration or variation of the terms of this Agreement shall be valid unless made in writing and signed by duly authorized representatives of the parties hereto, and no oral understanding or agreement not incorporated herein shall be binding on any of the parties hereto. 12. SUBGRANTEE may not assign this Agreement in whole or in part without the express written consent of COUNTY. 0FDA teras 2016 JAG Us. Department of Justice Page 3 of B 25H-5 AGREEMENT TO TRANSFER FUNDS 13. For a period of three years after final payment hereunder or until all claims related to this Agreement are finally settled, whichever is later, SUBGRANTEE shall preserve and maintain all documents, papers and records relevant to the work performed or property or equipment acquired in accordance with this Agreement, including Attachments A, B, C, D and E hereto. For the same time period, SUBGRANTEE shall make said documents, papers and records available to COUNTY and the agency from which COUNTY received the grant funds or their duly authorized representative (a), for examination, copying, or mechanical reproduction on or off the premises of SUBGRANTEE, upon request, during usual working hours. 14. SUBGRANTEE shall provide to COUNTY all records and information requested by COUNTY for inclusion in quarterly reports and such other reports or records as COUNTY may be required to provide to the agency from which COUNTY received grant funds or other persons or agencies. 15. COUNTY may terminate this Agreement and be relieved of the payment of any consideration to SUBGRANTEE if a) SUBGRANTEE fails to perform any of the covenants contained in this Agreement, including the applicable terms of Attachments A, B, C, D and E hereto, at the time and in the manner herein provided, or b) COUNTY loses funding under the grant. In the event of termination, COUNTY may proceed with the work In any manner deemed proper by COUNTY. 16. SUBGRANTEE and its agents and employees shall act in an independent capacity in the performance of this Agreement, including Attachments A, B, C, D and E hereto, and shall not be considered officers, agents or employees of COUNTY or SHERIFF or of the agency from which COUNTY received grant funds. CFDA 1s738 201& JAG US. Department or Justice Page 4 of 5 25H-6 M IN WITNESS WHEREOF, the parties have executed this Agreement in the County of Orange, State of California. DATED: , 2016 APPROVED AS TO FORM: OFFICE OF THE COUNTY COUNSEL By 4t eputy DATED:_ _ y_ 2016 ATTEST: By City Clerk DATED: CF6A 16,738 2016 JAQ U.S. Department or Jusilm 2016 COUNTY OF ORANGE, a political subdivision f the State f alifo nia By Sandra Hutchens, S40 -Coroner Sheriff -Coroner Department °COUNTY" By Name and Title city DATED: 2016 APPROVED AS TO FORM & n' 1 J�J ' Laura A. Rossini Senior Assistant City Attorney Page 6 of 5 25H-7 Attachement A X016 JAG EXPENDITURE f_QM 2016 -DJ -,BX -0746 PROGRAM NARRATIVE General Description of Program Activities: The Edward Byrne Memorial Justice Assistance Grant (JAG) Program is a major source of federal criminal justice funding to state and local jurisdictions. The JAG funds support programs in law enforcement; prosecution and court, Including indigent defense; prevention and education programs; corrections and community corrections; drug treatment and enforcement; planning, evaluation, and technology improvement and crime victim and witness. The County of Orange has been certified as disparate; therefore, a jurisdictional application must be submitted on behalf of the eligible units of local government for which the applicant and fiscal agent is the County of Orange. The Bureau of Justice Statistics uses a formula for the allocations which is based on the JAG formula, population and Part 1 violent crime statistics as reported through the UCR by the FBI. The Sheriff's Department will provide oversight for the grant; write the application and submit it to US DOJ; the application will include a Standard Form 424, program narrative, budget and budget narrative, review narrative, abstract and Memorandum of Understanding (MOU). The Department will also obtain approval from CEO, County Counsel, & the Board of Supervisors; and will communicate with all parties involved throughout the grant process, Quarterly financial reports, performance metrics and annual progress reports are required for the life of this grant. Technical assistance to meet compliance will also be provided to each grantee as necessary to achieve successful outcomes. Locally, JAG funds will be utilized to support a broad range of activities to prevent and control crime. 25H-8 Attachement A 2Q18 JA>G EXPENDITII x Lnraaa 2016 -DJ -BX -0746 Grantee; County of Orange — Sheriff Coroner Department rhe grantee proposes to use the 2016 Justice Assistance Grant program funding as follows PURPOSEAREAS JAG funds may be used for local initiatives, technical assistance, strategic planning, research and evaluation (Including forensics), data collection, training, personnel, equipment, forensic laboratories, supplies, contractual support, and criminal justice information systemsthat will improve or enhance operations. PROJECT NARRATIVE The Orange County Sheriff's Department has determined the need for upgrading minor equipment for day to day operations of the Emergency Communications Bureau, Eight radio units and eight single station chargers will be procured through Motorola, TIMELINE ANWOR PROJECT PLAN Once the funds are received and made available by the County Board of Supervisors' approval process; the equipment requested will be purchased. All purchases must go through the required County purchasing process and may be subject to competitive public bid, *Radios will be ordered prior to November 2S, 2016 and ship prior to december 30, 2016 to be eligible, FUNDING Total Allocation: $20,035.00 Administrative Fee (9%): $1,803.15 Funds Retained by City/County; $18,231.85 Equipment Details and Pricing Qty. Model Description List Price Promotio Extended 8 H51UCF9PW6 N APX 4000 7- 00 MHL _ $5,575 oOf3 $3,735 n _ $3,345.00 $26,760.00 MODEL 2 PORTABk E ��� A02812 T APX4000 3600 AND 9600 INTEROP 4104865' ADD: KNOB CONFIGURATION 15 A ADI�DES-XL DES.OFB ENCRYPTION G996 ADD: PROGRAMMING OVER P2S (OTAP) Q498 ____ ENH; ASTRO 25 OTAR W( MULTIKEY A05100 ENH:STD WARRANTY APPLIES -NO SFS 100582ALT: IMPRES LI -ION 230 MMAM UL 8 WPLN4232A IMPRES SINGLE UNIT $69,25 $55.40 $443,20 CHARGER SUBTOTAL Pricing per Orange County Price Book TAXES 27 203.20 Agreement # MA -060-15011560 $2,I76.26 Pricing includes Orange County 2016 trade SHIPPING $Q00 n romotlonal rice, Total Cost of project., $29,379,46 Total. 7AGallocation $18,231.85 Variance. $11,147,61 Grantee; City of Anaheim The grantee proposes to use the 2016 Justice Assistance Grant program funding as follows 25H-9 Attacherneot A Q1 JAC EXE IDITUIiE Ft�%RM 2016 -DJ -BX -0746 PURPOSE AREAS: Law Enforcement Programs - Overtime PROJECT NARRRTI g The Anaheim Police Department (APO) is requesting to use JAG funds to support overtime expenses for sworn personnel in the following divisions: Field Services, Community Services, Investigations, Support Services, Administration, and Special Enforcement. Although the police department has been actively recruiting and hiring new officers, staffing levels are still low, Therefore, utilizing overtime hours is necessaryto enhance public safety for the residents, visitors, and businesses in Anaheim. Overtime hours will be assigned to employees within the previously mentioned six divisions at the discretion of APD's command staff, PR9!9CT GOALS The goal for this project is to improve and enhance the community's safety, while working with a limited budget and reduced staffing levels. In order to accomplish this, overtime hours will be authorized at the discretion of the department's command staff. PROJECT STRATEGIES Overtime hours will be authorized for individual employees at the discretion of the command staff. A separate account code will be assigned specifically for this project. Acopy of all overtime documents will be approved by the appropriate personnel prior tosubmission For reimbursement. A payroll report of all overtime hours and any otherrequired documentation will be included in each reimbursement request submitted tothe Orange County Sheriffs Department, PROJECT IDENTIFIERS Overtime B -Q -Q9 iIETAIi ANDNARRATIllE Overtime for the Department's personnel will range from $45,00 to $110.00 per hour, depending on the position and rank of each employee. Overtime Is needed to continue implementing the proven crime reduction and prevention strategies the Department hasenacted . 116IELINE AND, QP RQJECT,PLAN The project goals and objectives will be implemented upon DOTS approval of the JAGprogram funds and Anaheim's City Council approval to utilize the JAG funds for this project UN TNG Total Allocation: $99,109.00 Administrative Fee (9%): $8,919,81 Funds Retained by City/County; $90,189.19 25H-10 Attachement A 2016 -DJ -BX -0746 Grantee. City of Buena Park The grantee proposes to use the 2016 Justice Assistance Grant Program funding as follows: PURPOSE AREAS: PROJECT NARRATIVE The Buena Park Police Department would like to use the JAG funding to supplement our current Police Service Aide Program. As a result of our city's budgetary constraints, we continue to have several sworn police officer positions either eliminated and or frozen. Police Service Aides will be able to assist by taking non-violent reports, assisting in traffic control and provide community service at our front counter. Some of these tasks have been completed by a sworn police officer, Using funds from this program enable us to free up sworn police officers for critical calls for service and maintain community protection in a timely manner. PROJECT GOALS The goal for this project is to maintain current Police Service Aide program, in turn, this will free up sworn police officers for responses to critical Incidents in a timely manner. PROJECT STRATEGIES Police Service Aides will continue to assist I everyday tasks of taking reports for non-violent crimes and other miscellaneous duties usually handled by sworn police officers. The project will reduce the amount of reports taken by police officers and allow them to be more available for emergencies. Additionally, it will allow a reduction of response times to emergency calls for service. PROJECTIDENTIEIIERS Community Policing BUDGET DETAIL ANP -NA ,tAFTVE Buena Park Police Department's Police Service Aide program will utilize this additional funding to provide salaries for this program. We received some funding from a previous JAG grant process 2014 -DJ -BX -0038. The deployment plan will consist of approximately 1,152 hours of staff time to assist In handling everyday tasks of investigating and writing reports for non-violent crimes and incidents usually handled by sworn officers. This is based on part-time Police Service Aides at an average pay rate of $13.57 per hour paid through the JAG grant allocation, TIMELINE AND/OR PROJECT PLAN We will continue to fundthe PSA Program which will free up the time of our police officers and reduce response times to emergency calls for service In less than five minutes within the grant period. FUNDING Total Allocation: $17,181.00 Administrative Fee (90/Q). $1,546.29 Funds Retained by City/County: $15,634.71 25H-11 Attachment 2016 JAG EXPENQITURE FQM 2016 -D7 -EY -0746 Grantee: City of Costa Mesa The grantee proposes to use the 2016 Justice Assistance Grant Program funding as follows PURPOSE ARES Law enforcement programs PROJECT NARRATIVE Costa Mesa Police Departments proposed project is to help fulfil a county mandate and engage in a phased integration of handheld electronic traffic citation technology (e -citation) in order to eliminate the current hard -copy, paper citations being sent to court, The proposed e -citation technology will enable personnel to complete their work more efficiently, while seamlessly integrating citation and offender data into the agency's electronic Record Management System, as well as automatically providing that same information to the Orange County Superior Court. The county intends to convert to a completely paperless traffic citation process in the near future. The e -citation system conforms to the county's paperless requirements. Currently, the department lacks funding to purchase additional e -citation devices to equip necessary on -deity personnel. PROJECT GOALS The department's project goal is to eliminate paper citations by purchasing handheld e -citation devices for officers assigned to field patrol services. Almost every department in Orange County has already initiated their phased purchases of e -citation technology, This project will allow the Costa Mesa Police Department to purchase the first wave of e -citation units assigned to patrol personnel as part of a department -wide integration and help fulfill the county's mandate, as outlined by the Integrated Law and Justice Agency of Orange County (IIJAOC). PROJECT STRATEgIE�S To accomplish the department's 2016 JAG project goal, the department will obtain quotes from vendors that can supply the identified service, technology, and/or equipment needed. PROJECT IDENTIFIERS 1) Equipment — General 2) System Improvements BUDGET DETAIL AND NARRATIVE Preliminary quotes have been obtained for the department's proposed program. The estimated cost is; E- Cltation Devices - $20,000 TIMELINE AND/OR PROJECT PLAN The project objectives and goals wilt be Instituted immediately upon approval of the Costa Mesa City Council and the department's ability to utilize the JAG allocation for expenditures FUNDING: Total Allocation: $21,983.00 Administrative Fee (9%): $1,978.47 Funds Retained by City/County: $20,004,53 25H-12 AttachementA 2098.41 G XPENbITl112E FCii2M 2016 -DJ -BX -0746 Grantee: City of Fullerton rhe grantee proposes to use the 2016Justice Assistance Grant Program funding as follows: PURPOSE AREAS: JAG funds may used for state and local initiatives, technical assistance, strategic planning, research and evaluation (including forensics), data collection, training, personnel, equipment, forensic laboratories, supplies, contractual support, and criminal justice information systems that will Improve or enhance such areas as: . Law enforcement programs. !RQJECT NARRATIVE Outline the Proposed program activities far the life of grant — Funding for the proposed JAG 2016 Cold Case Project will pay for 2 part-time Consultants/Detectives to continue to re -open, re -investigate and, where possible, solve cold cases of homicide through the use of technology not available at the time the crime was committed. Outline the type afprograms to be funded by the JAG award — The 2016 JAG grant Will be used exclusively for the Cold Case Project noted above. Provide a brief Analysis of the need for the programs — Currently, the Fullerton Police Department has 25 unsolved cases of murder on its books going back over 40 years. Clearly, the crime of murder calls for the greatest use of police resources to ensure justice for the victim, the victim's loved ones, and the murderer. However, through a lack of evidence and witnesses, and especially with decades -old crimes - a tack of technology, some crimes of murder were seemingly impossible to solve. Now, recent and rather astounding advances to both the collection and analysis of evidence make it possible to solve previously unsolvable cases. Nonetheless, these cold cases will still require many hours of old- fashioned detective work, and with reduced budgets and a Police Department already stretched to its limits preventing and solving present-day crimes, these cold cases do not receive the attention and resources they deserve. The Department's ongoing Cold Case Project was initiated through JAG funding, and currently, our detectives are involved with four cold cases, two of which are close to completion. 2014 and 2015 JAG funds enabled these Cold Case detectives to identify a suspect for a 1983 homicide and submit their case to the District Attorney's Office, However, due to a finding, of insufficient evidence and the Inherent difficulties of cold cases, the DA's office chose not to pursue this case. Nonetheless, the detectives' hard work resulted in a measure of satisfaction and closure in knowing that this 30 -year old case had been given a very thorough second look and that everything that could be done was done, using current investigative techniques. The proposed JAG 2016 Cold Case Project would provide the needed manpower to continue three other cases which are especially time-consuming and difficult to investigate due to the many years which may have transpired since the crime was committed. PROJECT GOALS The primary goal of the project is to reopen and reinvestigate cold cases of homicide and, where possible, solve and prosecute these cases, PROJECT STRATEGIES With oversight from the Sergeant in charge of the Detective Unit, the Cold Case Project will utilize the expertise and experience of two retired police detectives aching as consultant/speciailsts to reopen, reinvestigate and, where possible, solve cold cases of murder. Having experienced retired detectives earning a modest hourly rate of $32,87 per hour means that the funding dollars will go much further than paying regular detectives. Both of these detectives will work an estimated 10 hours per week (520 hours each) for 25H-13 Attachernent A MAJAL EMENDITU6tE FfJRN6 2016 -DJ -BX -0746 one year for a total of 1,040 man hours, The Fullerton police department wiil pay for any In-kind costs exceeding the JAG 2016 budget. These detectives will review the Department's cold cases and give priority to those with DNA evidence which could now provide clues sufficient to bring a kilter or Milers to justice or at least bring closure to a case, Besides managing the nswly-reopened cases and directing the processing of evidence, with the in-kind assistance of the CSI staff and the Orange County District Attorney's Lab, these detectives will also conduct interviews and other research as necessary. When sufficient evidence is produced and a murder suspect is identified, these cold cases will, whenever possible, be brought to the District Attorney's Office for prosecution. The proposed 2016 JAG funding will allow our Cold Case detectives to continue focusing on two 2015 JAG - funded cold cases from 2001 and 2004, plus two very old cold cases from 1973 and 1977 that the detectives have just recently taken on, PROJECTIDENTIPIgM See 2016 JAG Identifiers (attached) Cold Cases BUDGET DETAIL AND NARRATIVE Outline how JAG funds will be used to support and implement the program — Include a breakdown of costs as well as an overview of how funds will be allocated across approved JAG purpose areas (i.e. Personnel, Training/Travel, Equipment, Supplies, Consultants/Contracts, and an Other category) — All monies will be used to pay the $52.87 per hour Personnel cost of the two Consultants/ Detectives. $32.87/hr. x 2 detectives x 520 hrs. $34,184.80 Less In -Kind 5,947.23 TOTAL JAG 2016 COST $28 TXRy1ELINE AND/QR PROJECT PLAN Identify when the goals and objectives will be completed. Due to the complexities of a cold case, a specific timellne and guarantee of solving a cold case Is not possible. However, it is projected that cold case detectives will reopen, thoroughly investigate and, where possible, solve and bring For prosecution one to two cold cases within one year. UND N Total Allocation: $31,027.00 Administrative Fee (9%): $2,792.43 Funds Retained by City/County: $28,234.57 1 25H-14 Attachoment AQ16 JA XP iVDJ1 URE FORM 2016-fDJ-BX-0746 Grantee: City of Garden Grove The grantee proposes to use the 2016Justice Assistance Grant Program Ponding as follomr JAG funds may be used for state and local initiatives, technical assistance, strategic planning, research and evaluation (including forensics), data collection, training, personnel, equipment, forensic laboratories, supplies, contractual support, and criminal justice Information systems that will Improveor enhance such areas as: Corrections and community corrections programs. PROjg.9,T NARRATIVE The Police Department will use 2016 JAG funds to pay a portion of its jail services contract. The first contract was put into place in 2000, and has saved the Department tens of thousands ofman-hours, What was previously at least a two-hour process for the arresting officer now takes only 15 minutes, allowing the officer to return to patrolling the streets. The jail services contract is an indispensable component of Department operations and is keyto maximizing officer's time spent out in the community. PRQ ECT99ALS The Department's goat for utilizing a jail services contract Is to create operational efficiencies and Increase time patrol officer's time spent "on the streets," The time saved is equal to the productive hours of more than six patrol officers, and this time can be used to augment patrol operations. PROJECT STRATEGIES Contracting out jail services allows the Police Department to concentrate much more of Its efforts on community safety rather than expending energy and resources ohjall operations. Prior to the contract, officers would spend approximately two hours processing and transporting an arrestee. If the arrestee required medical clearance, that process could be extended by several hours. Now, sworn ponce officers complete 25H-15 Attachment A 2016 -DJ -BX -0000 preliminary paperwork on the arrestee and return to their field duties In as little as 15 minutes while the jailers complete the fingerprinting, photographing, transporting, etc. procedures. This Increases the officer's availability to handle additional calls for services. In 2015, the jailers processed 5,421 arrestees, saving sworn officers approximately 11,842 hours that would have been spent processing arrestees. PR0.7ECT d1dENT*��gPP�RP� Community Policing, Detention (Non-residential). The Garden Grove Police Department implemented the Community Policing philosophy many years ago. Contracting out staffing of the detention facility facilitates that philosophy, by enabling patrol officers to return to their beat areas more quickly. $UDGETDET ILAN12NARRA11VE The funds retained by the City will help to offset the annual cost of the jail services contract. For FY 2016-17 the monthly cost of the contract will be $44,172. The cost covers staffing, operating expenses, and management fees, as well as liability insurance maintained by the vendor. Personnel services provided under this contract guarantee 24/7/365 staffing of the jail at 9.625 FTE. � N� ANDfDR @�i�}IE�T PLAN The jail is a 24/7 operation and operates 365 days a year. The goals and objectives for the program are met on a continual basis, by allowing officers to return to their patrol duties quickly, thus enhancing the policing presence in the City. FUNDING Total Allocation: $34,681.00 Administrative T=ee (9%): $3,121.29 Funds Retained by City/County: $31,554.71 Page 9 of 14 25H-16 Attachment A Grantee: City of Huntington Beach 2016-IDJ-BX-0000 rhe grantee proposes to use the 2016 Justice Assistance Grant Program funding as follows: PURPOSE AREAS JAG funds may be used for state and local initiatives, technical assistance, strategic planning, research and evaluation (including forensics), data collection, training, personnel, equipment, forensic laboratories, supplies, contractual support, and criminal justice information systems that will improve or enhance such areas as: Law enforcement and planning, evaluation, and technology improvement PROJECT NARRATIVE Proposed program acflvifies— The Huntington Beach Police Department proposes evaluating and implementing a body worn camera program during the life of this grant. We are currently developing policy for the program and will be testing three different vendors. Once the vendor is chosen, we will use the awarded grant funds for the purchase of the body worn cameras, docking stations, hardware and network infrastructure support to implement the program. Program need— Body worn cameras can help improve the high-quality public service expected of police officers. and promote the perceived legitimacy and sense of procedural justice that communities have about their police departments, Furthermore, departments that are already deploying body -worn cameras tell us that the presence of cameras often improves the performance of officers as well as the conduct of the community members who are recorded, This Is an Important advance in policing, PROTECT GOALS Our goal would be to Implement a body worn camera, using the technology and evidence it creates to further the mission of providing law enforcement services to our community and maintaining public trust. PROJECT STRATEGIES After careful evaluation of different vendors, developing policy and community support, our strategy will be to equip every uniformed police officer of the department with a body worn camera, as part of a department wide body worn camera program. PROJECT IDENTIFIERS Body Worn Cameras BUDGET DETAIL AND NARRATIVE The purchase will be used for body worn camera equipment only. The cameras cost between $600 and $800 each depending on which vendor we choose. We will be equipping approximately 150 uniformed officers at a cost of $90,000 - $120,000. We will use the awarded grant funds to partially pay for the equipment cost. The remaining cost will come from other funds within our agency budget, TIMELINE AND/OR PROJECT PLAN The body worn camera project should be completed and' implemented by March 31, 2016, FUNDING Total Allocation: $28,439.00 Administrative Fee (9%): $2,559.51 Funds Retained by City/County: $25,879,49 Page 10 of 14 25H-17 Attach inent A Grantee: City of Orange 2016 -DJ -SX -0000 The grantee proposes to use the 2616.Iust1ce Assistance Grant Program funding as follows PURPOSE AREAS: The purpose area for use of funds is Law Enforcement. PROJECT NARRATIVE Over the years, the Orange Police Department SWAT earn realized, through training and operations, the need for equipment to enhance the observation ability of our members during the hours of darkness. Critical incidents and surveillance operations commonly occur at night making observation and intelligence gathering difficult, Long Rifle Unit members have related they are not able to identify subjects involved in critical incidents especially during night time trainings and operations with standard equipment. This hinders the abilities of the decision makers as they do not get exact intelligence. Being able to accurately describe involved persons, locations, and geographic areas is imperative for observers to provide accurate and real time intelligence to persons in charge of these operations. The timely identification of offenders and/or victims is critical intelligence that in some cases may save a life and ensure the right person is apprehended or rescued. By obtaining this high quality night vision optic for the Long Rifle Unit, it will enhance the response and operational capabilities of the department's resources and enhance night time observations. This will assist Long Rifle Unit members with surveillance and intelligence gathering giving those In command timely situational awareness. This intelligence is critical when trying to resolve incidents, arrest criminals, protect officers and the public, The acquisition of night vision optics allows for this capability. PROJECT GOAL To obtain the fourth generation night vision optic for any of our Long Rifle Unit members to attach to their rifle allowing them full view during night time operations. This hardware will allow for any of the unit members to utilize this capability allowing more situational awareness of an Incident. PROJECT 5TRAFEGIES The night vision optic will be used by the Orange Police Department Long Rifle Unit as a tactical observation tool to obtain timely, accurate and real time Intelligence during agency operations. PROJEQ1 IbENTIFIERS Equipment . Tactical Officer Safety Surveillance BUDGET DETAIL AL4D NARRATIVE JAG funds will be used to purchase a SPA Defense SXR Night Vision Optic device. • SPA Defense SXR Night Vision Optic $10,500 Sales Tax: $840 Total: $11,340 TIMINE ANDIOR PROJECT PI.,,�N Once the funds are received and made available through the City's normal approval process, it is anticipated that product ordering, delivery, and setup would be complete within 4 weeks, Use of the device would begin immediately. Any additional funding will be from other City of Orange funding sources. FUNDING: Total Allocation: $11,311.00 Administrative Fee (9%): $1,017.99 Funds Retained by City: $10,293.01 Page 11of14 25H-18 Attachiment A Grantee: City of Santa Ana 2016 -DJ -BX -0000 The grantee proposes to use the 20163ustice Assistance Grant program funding as Fallows PURPOSE AREAS: Law Enforcement Programs PROJECT NARRATIV Outline the Proposed program activities for the life of grant, Through the use of grant funding, the City of Santa Ana Proposes a three pronged approach to reducing criminal activity. Funding will allow: Funding will provide for gang enforcement activity with suppression details working overtime to target specific enforcement of gang members involved in violent behavior. The department currently lacks the manpower and fiscal resources to address this problem, these officers will be deployed directly into the neighborhoods being most negatively impacted by gang activity and will be funded for the three-year grant period. Enhancement of �dtacationai dipportnnitie The Santa Ana Police Department believes Community Oriented Policing (COP) has been and must remain at the core of crime reduction. A major component of COP is educational opportunities offered to residents. Officers as well as non -sworn staff will offer COP -related training programs on an overtime basis to complete this goal, Funding will cover the entire grant performance period, Enhancementof CpAIMVnLty Policing: Funding will provide for community policing enforcement operations with suppression details working overtime to address crimes of public disorder specifically tied to community complaints. The department currently utilizes a robust community complaint tracking system to ensure responsiveness to resident concerns. Funding will cover the entire grant performance period. This funding will equate to approximately 1,218 hours of additional law enforcement resources within our community. Outline the type of programs to be funded by the JAG award., The Department will utilize the funds for personnel overtime. The remainder of the funds will be utilized to offer educational opportunities for neighborhood associations, community gatherings and residents ranging -from children to adults, Provide a brief Analysis of the need for the programs. Santa Ana's criminal street gang population of approximately 4,200 gang members accounts for less than two percent of the City's population; however, this criminal element significantly impacts the quality of life for the members of our communities by instilling fear and intimidation through violent crime, This conduct threatens the safety and stability of our neighborhoods. The Department routinely receives between 20 and 30 specific community complaints per week which are directly related to the gang problem in our city, Enforcement related activities will be coupled with an educational component, which will enhance public understanding, trust and confidence. ER92LCT 90&I ,, The goal of this project Is to reduce criminal activity and Increase public safety through enhanced enforcement and educational efforts, Page 12of14 25H-19 Attachment A 2016-D,I-BX-0000 PROJECTSTRA1'EGIE� The use of selective enforcement overtime, response to community complaints, coupled with crime analysis data, allows resources to be specifically deployed in areas of increased criminal activity during time frames found to be most beneficial to project goals: 1. Contact gang members and individuals involved in crimes of public disorder to gain intelligence, investigative information and ensure problem solving for prosecutorial purposes while striving to resolve longstanding community concerns. 2. Increase the number of arrests and successful prosecution or gang members. 3. Increase the number of community complaints resolved. 4. Reduce the fear gang members evoke in the community and decrease community concerns through high visibility police presence and enforcement activities. 51 Offer enhanced educational opportunities through schools, community associations and neighborhood watch groups. PROJECT IDENTIFIERS Career Criminals; Community Policing; Conferences and Training; Crime Prevention, Criminal Intelligence; Education; Gangs; Mentoring; Public Engagement; Violence Violent Crime Offenders BUDGET DETAIL AND NARRATIVE Funds will be utilized for personnel overtime. No funds are allocated for supplies, consultants or Contracts. Personnel (Overtime): $90,189.19 1,218 hours @ $74.00 per hour 11MELINE AND/OR PROJECT PLAN Months 1-36: Gang Enforcement and Community Complaint enforcement continues throughout the life of the grant, Months 1-36: Educational endeavors and advanced gang investigative training continue throughout the life of the grant. FUNDIN.9 Total Allocation: $99,109.00 Administrative Fee (9%): $8,919.81 Funds Retained by City/County: $90,189.19 Page 13 of 14 25H-20 Attnehment A Grantee: City of Westminster 2016 -DJ -B%-0000 The grantee proposes to use the 2016.lustice Assistance Grant Program funding as follows: PURPOSE AREAS: JAG funds may be used for state and local initiatives, technical assistance, strategic planning, research and evaluation (including forensics), data collection, training, personnel, equipment, forensic laboratories, supplies, contractual support, and criminal Justice information systems that will improve or enhance such areas as: V Law enforcement programs. PROJECT NARK_ T_YE The Westminster Police Department does not have sufficient rifles available for all our patrol "officers, We are requesting the use of the 2016 JAG grant funds to purchase twelve (12) AR -15 Rifles and related equipment. PROJECT _GOALS Expand existing inventory of rifles and related equipment to be available to each Patrol Officer. PROJECT STRATEGIES Expanding existing inventory of rifles and tacticalequipment will entail the purchase of the following: Firearms and: Tactical Surefire Scout 1600U, tail cap, flash,fights C,,,,,,._.,,,,„ 1913 vertical Purchase of rifles and related tactical equipment will be completed within twelve (12) months of grant award. FUNDING Total Allocation: $20,302.00 Administrative Fee (9%): $1,827.18 Funds Retained by City/County: $18,474.82 Page 14 of 14 25H-21 Attachment B HOW TO APPLY FO I JAG GRANT REIMBURSEMENTS 2016 -DJ -BX -0746 1. A letter on your cities letterhead that includes or states the foRowinw A. Your agency's request forreimbursement in the amount of $ ; 13. Reference the specific JAG Award Year and Number: 2016 JAG DJ -BX -0746. C. List of items purchased and types of costs being claimed for the quarter that watch your city's initial write- uplrequest; D. Certification that you complied with all procurement procedures outlined. in your agency's procurement manual and financial and administrative requirements set forth in the current ON Financial guide; E. Letter is to be signed by the person authorized in the JAG Program MOU (City Manager). 2. Required attachments to the letter: A. FEDERAL FINANCIAL REPORT Your agency is required to submit quarterly Federal Financial Report using a Standard Form SF -425 (OMB). This report reflects the cumulative actual federal monies spent, unliquidated obligations incurred, and the unobligated balance of federal funds. The Federal Financial Report is due at the Sheriff's Department Financial Division by the due dates indicated below: Qtr. ending 03 -31 -YY due no later than 4/10 Qtr, ending 06 -30 -YY due no later than 7/10 Qtr. ending 09 -30 -YY due no later than 10/10 Qtr. ending 12 -31 -YY Clue no later than 01f10 Reference guides for completing Federal Financial Reports is available at the DOJ-OJP website htiu://wcvw.ojp.usd9j.gov/fimding/forms,htm B. INVOICE BILLING OCSD a. The package should include an invoice from the city billing the Orange County Sheriffs Department (OCSD). The invoieelbill should reference the grant name, grant number and quarter ending date. b. OCSD will reference your city's invoice number when reimbursement is made to your city. C. BACKUP DOCUMENTS a. All invoices/receipts and relevant purchase orders pertaining to federal montes spent. b. Time Sheets and part of payroll register showing personnel name or other individual identifier and details of payroll costs claimed, if any. c. Copies of signed checks) for pmchase(s) and general ledger reports clearly indicating expenditures for the quarter. All of the above documents must be provided to our office; otherwise,ourclaim will not be rocessed. Please send your claims to: Orange County Sheriffs Department-Financial/Admin. Division Attn: DarlaLazaridis 320 N. Flower Street, Suite 108, Santa Ana, CA 92703 Contacts Please directprograrn an eontpllartce relateelq estions 6o Nancy Ngaryen (7Vlv[Nguyen Roesd.org) andquestions about reporting to Blanca Ramos (branms(a�ocsd.org). Financial Inquiries: call Karla Lazaridis at Sheriff's Financial Management (714) 834-6675 25H-22 Attachment C Award #2015 -D1 -BX -0746 '.. 9"A 2616 Justice Assistance Grant (JAG LocalAlloeatians Allocation Admin Tee Retained by City CA ORANGE COUNTY Sheriff's Department) $20,035.00 $1,803.15 $18,231.85 CA ANAHEIM CITY Mimici al $93,640.00 $8,427.60 $85,212.40 CA BUENA PARD. CITY Municipal $17,181.00 $1,546.29 $15,634.71 GA COSTA MESA. CITY Munici a1 $21.,983.00 $1,978.47 $20,064.53 CA FULLERTON CITY Municipal $31,027.00 $2,792.43 $28,234.57 CA GARDEN GROVE CITY Municipal $3-4,681.00 $3,121.291 $31,559.71 CA HUNTINGTON REACH CITY Munici al $28,439.00 $2,559.51 $25,879.49 CA ORANGE CITY Municipal $11 311:00 $1,017.99 $10,293.01 CA SANTA ANA CITY Municipal $99,109.00 $8,919.81 $90,189.19 CA WESTMINSTER CITY Municipal $20,302.00 $1,827.18 $18,474.82 TOTALS $377.708.00 9 .72 $343.714 3R 25H-23 Attachment D 2016 -DJ -BX -0746 FY2016 EDWARD BYRNE MEMORIAL JUSTICE ASSISTANCE GRANT PROGRAM REPORTING REQUIRENIENTS ProerantmatieRe op_,rttng Categorical Assistance Progress Reports Reporting on the progress of the grant program is required. Some grants may require an annual submission of progress report information. Most programs require semiannual and/or quarterly repotting. Reporting requirements are specified in the grant solicitation and in the special conditions specified in the award. Questions concerning progress reporting should be directed to the Program Manager for the award. Quarterly Programmatic (PMT) Reporting periods are: January 1— March 31 April I — June 30 July I — September 30 October I — December 31 Reporting requirements must be met during the life of the grant. A fill explanation of these requirements can be found in the OJ'P Financial Guide, which may be accessed at http://www.ojp.usdoj,gov/fmancialguide/index.htm. Also check special conditions on awards for additional reporting requirements. CPRS will not permit access to funds if financial reporting is delinquent_ The following information concerns: • Single Audit Reports • Categorical Progress Reports • Federal Financial Reports Single Audit Reports A special condition may be included with your award that details reporting requirements for audit reports. Please review and comply with that special condition. There is no form for submission of audit reports; however, a transmittal letter is needed. Information about the letter and the rules for single audits may be found in the OJP Financial Gutde', Post award Requirements, Audit Requirements and in OMB Circular No, A-133, Audits of States, Local Governments, and Non -Profit Organizations. The submission of audit reports for all grantees shall be as follows: State and Local Governments, Institutions of Higher Education, and Nonprofit IRSUIU6011S, Completed audit reports for Fiscal years earlier than 2007 should be mailed to the Federal Audit Clearinghouse, Bureau of Census, 1201 East 10th Street, Jeffersonville, IN 47132. Completed audit reports for fiscal years 2008 and later should be submitted on the Federal Audit Clearinghouse's Web site at http://Iiarvester.census.gov/sac, Do NOT submit your audit reports to OSP unless specifically requested. 25H-24 Attachment D 2016 -DJ -BX -0746 * Commercial Organizations and Individuals. Cane copy of all audit reports should be mailed to Office of Justice Programs, Office of the Chief Financial Officer, ATTN: Control Desk, 810 Seventh Street NW., Room 5303, Washington, DC 20531. Contacts Plcccse cfitrect progkaPn and compliance refaced questions to Nancy Nguyen (Ns>INguvan@ocsd org) and questions abort reporting to Blanca Ramos (bramos��ocsd Correspondence can be sent to: Grant Operations Orange County- Sheriff -Coroner Dept. Research & Development 431 The City Drive South Orange, CA 92868 (714)935-6869 25H-25 Attachment E ht,S, Departillentortusdce Office ofJusoca Programs Bureau of.lustice Assistance Office ofJustice Programs uic,Aaraun,, ru'. 3nJdl August 16, 20[6 Ms. Lisa Bartlett County of Orange to CMG Center Plaza Santa Ana, CA 42761 [Dear Ms. Burdett: On behalf ofAttorney General Loretta Lynch, it !silly pleasure to inform you Ont the Office ofJnstice Programs hasapproved Solicitation for funding under the FY 16 Edward Byrne Memorial Justice Assistance Grant (JAG) Program - Local Solicitation in rite amount of 15377,709 for County of Oranga Enclosed you will find the Elrant Award and Spccinl ConditionsdoCumenY3 flus award is suhjeet m all administmdvn and financial requirements,. including the timely submission oral) ttnawial and programmatic reports, resrolntiat o€a(I interim audit findings, and Ute nurimeiumcn of a minimum levet of cash -on -hand, Should you not adhere to these requirements, you will be in violation or the terns of -this agreement slid the award will be subject to termination Poreause oroUter administrative action as appropriate. If you have gLAl3d0aw regarding this award, please contact; - Program Questions, dale Farquhar, program Manoger at (202) 549-4522; and Financial Questions, the Office orthe Chief Financial Officer, Customer Service Center (CSC) at Mot 458-07,36, or you may contact tile CSC at ask.ocfoa usdoj.gov, Congratulation, and we look forward to working wills. you. Sincerely, Denise 00sionct Director Enclosures 25H-26 Page 1 of 20 OFFICE FOR CIVIL RIGHTS i Office or Justice Programs U.S. Department of Justice 810 7th Street,NW Wushhtgton, DC 20531 Tel: (202) 307.0690 77Y: (202).307.2027 E.maik ask0cRrQusdojgov Website: www.ojp.usdaj.gav/ocr August t6,2016 Ms. Lisa gotten County of Orange. 10 Civic Center Plaza Santa Ana, CA 92701 Page 2 of 20 Dcar Ms. Bartlett: Congratulations an yourmceut uward In establishing financial asci lana programs, Congress linked thereceipt or federal Raiding to Compliance with federal civil rights laws. The Offim for Civil Rights (OCR), Office of.instice Programs (OUP), US. Department arristice (DOJ) is responsible forensming that recipients o f tmencon assistance fhgm the OJP, the Office o rCommumfy Oriented Policing Services (COPS), mrd the Office on Violence Against Women (OVW) comply with the npplicabfe federal civil rights laws. We at the OCRnre available to help you and your organizet on meet the civil rights requirements that Como with DOJ Harding. Ensm4ng Access to Federally Assisted Programs Federal laws tbut apply to recipients of Financial assistance from the DOJ prohibit discrhntm¢imt on the basis of rank, color, national origin, hav, alsoon, sex, or disability to Pondcd criminal or 0ctivdies,-not Only in employment but also in the delivery orsiovhu s or boneflts. A. Federal law also prohibits roaipients Erato discriminating pn the basis mirage In the delivery-ofsCtwices:or benefits. ,--- in Marbly of2013, President (lama signed the Violence Against Women Rcauthorizahon Act uF2013, The statute amends the Vtatetmo Against Women Actofl994 (VAWA) by including a nondiscrimination grant condition that prohibits discrimination bused an actual or Perceived race, color national origin, religion, sox, disability, aoeoai orientation, or gender identity. The Dew hondiscridtinatjon grant - condidov applies to certain programa flinded after October 4 2043. The OCR and the OVW [lavedevelopbd meavers tosone fmquendy uta d questions about this provision to asaistrecipients of VAWA funrLs tp understand their obligations.-Tha>?requently Askeel Questions are available at littp:!!<yp.gov/nbotiNocr/vawaFngs.hFm. - o Bnrareing Civil Rights Laws All recipients ort¢deral financial assistance, regardless o f tine particular funding source; the anoint critic grant ermtrd, or the atinlar of are the ees m the workforce, are subject to prohibitions against nnlnwHtl discrimination. Accordingly, the OCR ittvesrigetes recipients that are the sab)ect of dlsertminatinn complaints from both individuals and groups. Fn addition, basedoncriteria, the OCR selects a number of recipients eaehyou for compliance teviews, audits that require recipients to submit data shoving that they are providing services equitably to all segments me their service population and that titeirentpioyment practices meet equal opportunity standards, 25H-27 Page 3 of 20 Providing Services to Limited English Profie)may (LEP) Individuals ht accordance with DOI guidance pertaining to,ritie VI of the Civil Rights Act of 1964, 42 U.S C, §'paid, reripiems offederal handend assistance must take reasonable steps to provide mexniugtd access to their'programs and activities for persoos with limited English proficiency (LEP). Sea U.S. Department ofhoajee, Guidance to Federal Financial Assistance Recipients Regareling Title VI Prohibition Aeamen National Origin Discrimination Alh:eting Limited English Proficient Persons, 67 Fed, Reg,41,453 (2002), For more information an the civil rights respor undi(ties that recipients have in providing language services to LEP individuals, please see the webun, hnp:/7wl"Oep,gov, Ensuring Equal Treatment for Filth -Based Organizations The DOJ regufation, Equal Treuon alt For Faith -Based organizations, l.8 C.F.R. pt. 38, requires State Administering Agencies (SAAs) to treat faith -bract organizations the same ns anymher applicant or recipust L The regulation prohibits SliA, hum making awards orgrant administration decisions on the basis of an organization's religious charwteror affiliation, religious name, or the religious composition of its board oidirectors. The regulation also prohibits Fath -based arlaniza mus from using financial assisumee Ito, the DOJ to fund inherently (or explicitly) reiigiaus activities. While faith -based organizations cat, engage in non-fimdedinhlrendy religious activities, they most hold them separately lkom the program -under, by the DOJ, and recipients cannot compel beneficiaries m participate in then, The Equal Treatment Regulation also makes clear that organizations participating in programs funded by the DOlam not permitted to discriminate hr the provision of services on the basis ora benefit€cry's religion. For more information on the agmh tiat<please see the OCR's website at htlp:/lwun¢ojp.us nci goWabout/acrlequal_lbo.ham. SAAs and faith -based organizations should also note that the omnibus Crime Cun(rat and Sate Streets Act (Sart Streets Act) of 1968, as amended, 42 U.S.C, $ 37891tc); the Victims ofCrime.Act of 1984, as amended, 42 US.C, ii 10604(e); me Juvonile Ju5nec and Delinquency Prevention Act of 1974 as amended U U.S.C, $ 5672(b) and V,AWA, Pub. L, No. 113•+4 sea 3(b)(�tj, 127 Ste[, a`4, 61.62 (IG be endi tied at42G.S.C.§13925(b)(td)) contain prohibitions against discrimination oil [do basis ofretisecr O(4),in 127ut. Dos 61.2(1 nondiscrimination previsions, the DOJ nes concluded that it may hrithese construe the Religious Freedom pustulation Act (RFRA) on a case-by- case basis to permit some faith -based organizatlens to receive DOI funds while taking into accotmr religion when hiring staff; even if the statute that authorizes the funding program generally forbids recipients from considering religion in employment decisions. Please consult with the OCR ifyou Inve any questions about tile reguintion or the application of RFRA to the stanhtes thin prohibit discrimination in employment. Using Arrest and Gone edon Records hr,v6ahing Employment Oeciromer The OCR issued an advisory document For recipiems oil the proper use of arrest cad conviction records in malting hiring decisions. See Advisory For Recipients of Financial Assisrarce, from the U.S- Department ofJustice on the U.S.. Equal Employment Opportunity Commission's Enforeenuent Guidance: Consideration of Arrest and Conviction Records it, Employment Decisions th dc"ru , Vll ordle, Civil Rights Act of 1964 (lime 2013), available athall://www.ojp.tisdoi.gov//abotittoor/pdts/UseatConvicdon Advisory.pdr. Recipients should be mindfut that the misuse of arrest orconviction records to screen either applicants foremployment or amptoyaes. rot retention or promotion may have a disparate impact basal on race or national origin,. resulting in unlawfin employment discrimination, in light ofthe Advisory,. recipients should consult local counsel in reviewing their employmentprrctices. U, Warranted, recipients should also incorporate all analysis Write Ilse ofgrre&t and conviction records in their Equal Employment Oppornntir4 Pimms (EEOPs) (see bebw)_ Complying with (tie Sure Streets set An organization that is a recipient of Russell[ assistance subject to Ute nondiscrimination provisions of the Sate Streets Act, must meet two Obligations: (1) complying with the tederal regulation pertaining to the development crap EEOP (sea 28 C.F.R. p6 42, subpt. E) and (2) submitting to the OCR tndings-ordiscrinmination (see 28 C.F.R. 93 42.SO4(c), 205(c)(Sp, 25H-28 Pegg 4 of 20 iFteeling the SCOP Requirement I Fyour organization has less than fitly employees or receives an award of less than $2$,000 or is a nonprofit organization, a nrudicnI Institution, . an educational ImanuNon, or an Indianthe, then it is exempt tion the EEOP requirement, To claim the exemption, your organization must complete and submit Section A oFthe Certification Poral, which is n,,liable ndine at h trp://www.ojp. usdgj.govlabou r/ocflpdfsleortpdt: It your organization is a governmeaf agency or private business and receives M award of$25;000 or more, bat less than 5500,000, and has fifty or more employees (counting both thlf, and pastime employees but excluding political appointees), then it has to prepare a Utilization Report (innerly called an EE7P Short Form), but it does not have to sulnnlf the report in tine OCR for review, instead, your organization has to maintain the Utilization Report On file and make it available fo€ review on request, lin addition, your organization has to complete Section B Of the Ccrhfic;ition Form and rootam it to the OCR. Tim Certification Form Is available at http:OwwnvOjp.usdoj gov/about/ocrlpdfsfcrat.pdf. I Fyour organization is a government agency Or private business and has received an award for $500,000 or more and has fifty or more employees (counting both Fu(6- and part -dune employees but excluding political appointees); thmt ithas to prepare a Utilization Report (formerly called an ESOP Short Form) and submit it to the OCR for review within sixty days from the date of his letter_ For assistance in developing a Utilization Report, please consult did OCR,3 website At fittp.11www.ojp,usdoj;gov/abouUacr/eeop.him, to edditiim, your organization has to complete Section C ofthe Certification Form and return it to the OCR. The Certification Form is available at hap://wivw.OjP-usdoJ.gov/about?ocrlpdfs/vert.pdf. TO comply with the KOP requirements, you may request technical assistance Front an ESOP specialist at the OCR by te 707.0640, by TTY at (202) 307-2037, or by e-mail at CEOsubmissoa r@t uadcj.gov- lephone at (202) Meeting. the Requirement to-Suhm it p'hugogs of Discriminatim If in the three yeius priorto the date ofthe grantaward, your organization has received all adverse fading ofdiicrimmutuni bmedon race, color, national origin, religion, or sex, after a due -process heanng; from astute 0, Federal court or From a state or federal administrative agency, your organization must send a copy of the finding. to the OCR. Ensuring the Compliance nr Subrecipierts .SAAB muse have standard assurances to notify su&selluents or their civil rights obligations, written procedures to address discrimination couaplaints tiledagainst subreeipients, methods to monimr sgbreefpients compliance w;dr civil rights regquiremmns,and a program to train subrecipionts on applicable civil rights Paws, In Addition, SAM non submit to The. OCR avert' throe years written Metliocls of Administration (NIDA) that summarize the policies and procedures that they have implemented to ensure die civil rights malidiance of subeecipiems. For more mtbnnoum on the MOA requirement, see httpJ/xnata:ejp.usdoj.gov/ftmd(ngtohmr_reilOirements.htm. If the OCR can assist youin ally way, in fulfilling yourorganizanods civil rights responsibilities as a reciplant of tbdaml fnnuacial assismnee, please contact us. Sincerely, Michael L. Alston Director cc: Grant Manager Financial Analyst 25H-29 U.S. papnttrnerll uY AuSHr Office oflusuCa PraElams I R4lreaunfJHsticeAssistancu ClTtnt I i I. ftECIPIFi§"P DIgK1E.1ND ApDRESS (Including ZiP COJc) lt, dIYARD UUhIBER; ?Plbpl-[J,C99gb Courcy of Oranga '- ..M_"__, 10 Civic Cemm Plaza Snpm A011, CA 92101 J PROJECTPERIOD FROM 10/RU2017 TO 09130,2019 RUDOETPEGMrROhI 10/012011 TO i 09IE02019 _ du. GRANTEE IRSlVENCOR NO. ld.AWARDDATE 0 811 6110 1 6 ��7 ACTION ('—'--�--- NUAIRER 950009281—,S.SLPPL&61ENT 26. Gi4ANTEE DUNS NO. 00 I Inniaf 111970874 „__-�_, 2 RREVICUSAW.ARDAMOUNT J. PROJECT TITLE —y S0 PY I6JAG Program 40. AMOUNT Or, THIS AWARDu 11177.708 11, TOTAL AWARD S177,708 F2. SPECIAL CONDITIONS -- THE ABOVE GRAND PROJECT IS APPROVED SUBJECT ON THE ATTACHED PAG$($}. TO SUCHCONOCNONS OR LIMITATIONS AS ARES FT FORTH 11.STATUTORY AUTHORITY FOR GRANT �----- TAN PmNcmI,-Plp Gd under BY I6031A � J.ACJ42 USC 3750, er ieq. 14, 719• Edmaad Lyme NfORW M Jumicx AS9ilw,re Gmne Program 15. YIETHOD OF PAYMENT CPRS 16, TYPED NAME AND -TITLE OF APPROVING OFFICIAL Dxnisa D'DUu42Il DIlECNr 17, SIGNATURE OF APPROVING OFFICIAL Ix. TYPED NAME AND TITLE OF AUTHOR(bED GRAN'reE OFFICIAL Llsu EaUku Board oMp,m,, Cbg, 19A. DATE AGENCY USE ONLY 20. ACCOUNTING CLASSIFICATION COD A$ ?I. Ii01GOi0208 FISCAL FUND BUD. DIV YEAR CODE. ACT,. OFC. ryEG. SUR. PDMS AMOUNT 1 % B DJ 80 00 00 177703 OJP FORNI 400011(REV, 5.871 PREVIOUS EDITIONS ARE OBSOLETE. IJ APPFiOVEOAY 10 rLy;M OUP FORM 40002(REV, a,BS) OFFICE CF THE COUNTY C,^,r,jNZaL ORA14" CCUNtY, CAWFORNIA VY 25H-30 V.S. DeP;ntment oflustice Office ofJustice Programs Bureau ofdnstleeAssistance PROJECT MUNIBER 1016[)1-11XA746 sVC0,41, CONDITrO,vs I. AprlicamIityorPart 200 Uniform Requirements 'the Unitbtm Administrative Requirements, Cost Principles, and Audit Requirements in 2 C.F.R. Part 200,us, adopted and sapplmnentad by fhu Deparunent orrosdce (00J) in 2 C.F_R Requirements,,) . Pan 2900 (tagetter, the "Part 20Requirements,,) apply to this 201 b award From the OMoe urJuatice Programs (OJP). Tire Part 200 rhurorm Regniromerlor were Oust adopted by DOl on December 26, 2014. If this 2016 owed supplemenes buds previously awarded by Gin under the sauna award numberi¢,g„ Ponds awaMed in 2014.or earlier Years), the Part 200 Uniform Requirements apply with respect to all fiords under that award number (regardless o r the award date, gad regardless ofwheiher derived from the [runnel award or a supplemental award) that are obligated on or a Rot tine acceptance aatp or this .20-t6 award. For more InfbmreFon and resources on the Pa ("64tbgrnnls"), gee the Offlen of.rt 200 Unifumt Requirements as they relate m OJP awwds and. subawmdsNsdce Programs IMP) Welland at hnP:l/ojp gov/t6udinguPart200UnifemiRequirementshint. in the event that an award,related question crises from documents or other materials prepared or distributed. by OJP that may Appear to conflict with, dr differ in some way Ganr, the provisions o f the Pan 200 Unitdmt Requirements, the. recipient is to contactCUPpromptly for clarif cutlnu. AWARD CONTINUATION SHEET Grant AWARD DATIR 081162016 PAA ± Or to 2 Compliance will[ DOJ Grants Financial Guide The recipient agrees to comply will, tire Department ofjnstice (items Financia Guide as posted oil the OJP website (currently the 2015 DOJ Oram Pmmtefnl Guide")„including any period ofiwrfornaauce. updated version lion may he posted during the ]_ Required training tar Point ofComact and all Financial Points of Contact Both Die PointorCumaer(POC)and all Financial Points OFContact(FPOCs) for this award must have lic=3holly completed an "OUP fmanchm management and grant admhushnion traimug" by 120 days alter the date of [Ito recipient's acceptance arthe award, Suecessttl completion of such a training an oratier Jammy 1.22013, will satisfy this condition. In the event that -either the POC or an FPOC Car this award changes major; Me period of performance, the now POC or FP0C must have successfully completed an "OJ P Financial mwtagunr;nt and grant administration training' by 120 calendar days atter._ (1) the date of OJP's approval uftm 'Change Grantee contact"GAN (Ira the case afa new POC), or (2) the date the POC enters information on tiro new FPOC in "is (m the case ora new PPOG). Successful completion nria lr n training on or alter January 1, 2015, will satisfy this condition. A list of 01P trainings that 0Jp will consider OJP nTnnncial management and grant administration traimng" for purposes of this condition is available at lntP://www_ ojp gom'trainmg/fints.lpm. All trainings lhatsmjsfy-this'condition htetude a session on grant fraud prevention. and detection TIM recipimltshouid anticipate that OJp will hnumdulady withhold ("tieez ard, e") award fiends irthe reclpiom fails to comply with this condttipn. The recipient's failure 7a comply also may l¢nd OJP to Fmpasg sdditiona[ appropriate condidona on this aw OJP FORRI 1000r2 rRRV. 0.48) 25H-31 Page 6 of 20 """'y< U.S. Deparuuent ofJusticc s Office Oflustice Progntms i Bureau oYJLis Fine Assisinnce AWARD Coit r1NU ATION SHEET Grant PAGE I or U f RO7rQ NtihinElt 10th-DJ-gXa�lp AWARD DATE oa/IG/ZniG SPEC -1,11 COYDiTIO;VS a- Requiremcnts related to "de minimis, indirect cost rate A recipient Thal is eligible miler the Part -200 Uniform Requirements and arbor applicable law to use it,, "de minims" indirect cost rate described in 2 C.P.R.200.! 14(t), and that elects to use the "de minimis" indirect cost rate, most advise CIP in writing ofboth its eligibility mrd its election, and must comply with ail asaociland requirements in rhe Pari 200 Uniform l2¢quircmens. "Che''domin ans" ram may be applied only to modified total direct costs(MTDC) as defined by the part 20o Uniform Requirements. a. Requiceatem to report potentially duplicative funding If the recipient cur€enrly has other active awards of t-ederal funds, or if due recipient receives any other award offederal Rude during the period ofparfarmange for this award; the recipient promptly must determine whether fiords from any ofthose other Federal awards have been are being, or am to beused (in whole or in part) for one or more of the identical cost items ter which funds aro provided under this award. Iran, tine eedpient must promptly notify the DOJ awarding agency (01p or Ovw, as appropriate) in writing ofthe potential duplication, and, Urso requested by Pad awarding agency, must seek a budget.modification or ehmtg¢.oPprajest-scope grant adjushnen[ radial (CAN) to eliminate tory inappropriate duplication offutiding. b. Requircnreats related to System for Award blanagometrtand Unique Entity Iden titters - 'lie no"Pan aeon comply wish applicable requirements regardingthe System for Award Management (SAM) cummdy accessiblM at httP:F/www.sartrim, 'Chis fncialf" applicable requirements regarding raga ran, (vith SAM, as well as maintaining the currency of information in SAM. The recipient also must comply with applicable restrictions oil subawards ("subgrious") to firs-€ler subreemoa is (fins tier'subgraatees"), ineluding restrictions onsubawnrde to entitles that do not acquire and provide (in the recipient) the tatiqueeuitity identifier required for SAM registration.-- The details OF the recifacnPs obligations mimed to SAM and to unique entity idendifers are posted on the OJP web site at http://ojp.gov/Cuading/Explore/SA4t.htm(Award condition: System For Award �6lnnag+emenC(SAM}and Universal Identifier Requirements), and ire incorporated by reference here. This special condition does notapply to an award to an individual who received the award as a naturet person if a.,. unrelated to any business or non-profit organlzmiou that he or she may own or operate in his or her name), 1. All subawnrds ("subgrants") must have specific federal authorization - The recipient, and any suibrecipient ("subgrantee") at any (ler, must Comply with all applicable requirements for i authorization ofany subaward, 'pis condition applies to agreements that -- for purposes of federal grants r "contras uNve requirements -- OJP ewustders a "subaward" (and therefore does not consider a procurement The demils of the requfrcmeni for authorization orally subaward are posted on the OJP web site at http:/Iojp.gay/funding/E.zpiorelSubnwnrdAuthorization. him (Awardcmudidont Award Condition: All subawnrds ("subgrants") must have specific faderii authorization), and are incorporated by reference here. OJP FORM 1000/2( RF.V. J -aa) 25H-32 Page 7 of 20 Page of 20 U.S. Deparaneat of justice - officeoflusucePrngrants AWARD CONTINUATION Bureau Or JusticeAssistallee SHEET Pace a or u Grant PROJECTNUMIOR 2a1G.Dl.aX.o'/rb . At4ARD DTTH Oari6Rglb SPECl,AG CONDITIONS $. eei tic 150,000 ward approval required exceed $ISQ,0to use a noncompetitive approach in any pro¢umtnm't contract that world CX Tht, recipient, And any subrecipient ('subgrantee") at any tier, must comply with all opposable rcquiremems to obtain specific advance approval to use a noncompetitive Approach in any procurement contract that would exceed the Simplified Acquisition Thre requircurrentfy, $150,000), This condition applies to agreements that-- for purposes or federal giants admildsLahva regaireConts —QJP considers a procurement "contract,' (and Iharelmo d...... t consider asubawnrd}. Tho details rd He requirPosted mens for advance apprpvnl to use a noncompetitive approach in a procurement contract under rot OJP award are posted on the Dip web site At beep://ojp,gov/funding/Explore/NoncamryetitivehrpcuremenChtnt (Aware! condition: SpacfPcpnst-award approval required la lase, noncompetitive approach In a procurement contract (if - contract would as Geed 3150,000)), andare incorporated by reference here. 9. Requirements pertaining to prohibited conduct related to trafficking QJP authority to terminate award) in Persons (including reporting requirements mrd TFia recipient, and raw subreclpient ("subgrantee") At any der, most comply with all applicable requirements (inc(pding raquiretnnnts to report allegations} pertaining to prohibited eorduceraiatcd to the hufticking of persons, whether pati Khe part o f recipient5„8ubremptems ("subgrant¢¢s 7.artndmiduals defined f far puapo&es qF ibfs condition) as "emptayue5" ,(ties-reciplent prof anysubracipient: Tlta detail, If till wd no, obfignifons related to pmnaduade,aduct reImedro-ftaff"k..a in pool.. are pnstetl on alae O1P web sate aF ���pJlajp.govtfimd, IllEsplo"Op"hibited4ortdueG-PrnFlicking.him (AWordOn, limit proiribirud conduct by mofpients Andsolmeupiem related W trafficking ht persons (inclati ng reportmg "Lia erne Pill, D', atiihoritp to tonninnte award)). (rod fixe mootporatad by rcfercnco here_ 10, Compliance will' applicablendes regarding Approval, and reporting mrconfc,,,,e,, mee"fi0gs, train)ngs, and other events ' The recipient, and any subteoipiam ("subgrantee")Atany tier, must comply will, all applicable laws, regulations, Policies, and official Doi guidance (including specific cast limits, pater uppravman5frapnning r¢qu[rements. where applieablet governing 010 use of lbderm funds the expenses related to ca Approval (ns that rein is defined pQ!), including the pravisiat of food Miller beverages at such e;anlbrences,.and costs of attendance at such canrurences. Information on the pertinent Doi definition of conferences and the rates applicable to this Award appears in the Doi Grants Financial Gaide Numerady, as section 5.10 of "Postaward Requirenreuts" in the "2015 DOJ Grams Financial Guide"). It. Requirement for data on performance And effectiveness raider the Award The racipicnl must dolled ,ad maintain data that measure the perlbrmance and effectiveness ofactivities under this. award, The data AlUst be provided to QJP h' Ole manner (mel Acing._ within did .time ha ms)specified by 01P at the program solicitation orol6or appli¢abla wrivao guidance. Data collection supports compliance will, the Government Performance and Results Act (GM..\) and tile GPRA tvlod¢mizadou Act; and otter applicable laws. 12. OJP Training Golding N mciples Any training of training materials tha delivers with OIP nwnrd funds next nt the recipient -• Or mlj, subrecipient ("subgrantee") at any tier - dovelaps or dliare to the QJP "training Gadding Principles Ibr Gumtees'and available m httpWgj'P.govfland ing/ojptrainmgil dibrigprinoiptes.him. 9ubgrop, or On'FORS' 400ar2(RV. 4.93) 25H-33 Paye 9 of 20 US. Department ufinstice OfFwofJuitice Proaranas AWARD CONTINUATION 3 Bureau of Justice Assistance SHEET PAW', t OF 11 .. - Crit it PR41GC'[40kt6ER :nl¢fJI-BX-a�tb AwAR6 DATE aaflfiRalo SPBCML CONDITIONS 13- Gffec, of Failure to addvoi audit issues The recipient understands and agrees that the DOJ awarding agency (OJP or OVW, as appropriate) new awithhold award r mcis, ormay impose cher related mquiremmus,, if(ns determined by the DOJ awarding agency) the recipient does not satisfactorily and promptly address crude ing issues from audits required by the Pact 260 Uniform Requirements (or by the terms ofthts award), of other outstanding issues that arise in connection with audits, investigations, or reviews or DOJ awards. I4_ The recipient agrees to comply with any additional requirements that may be imposed by the DOJ awarding agency (011' or OVW, as appropriate) during the period ol''perPonnance for this awardif the recipient is designated as "high- risk" for purposes ordre DOJ high-risk grantee list I5. Compliance with DOJ regulations perhdning to civil rights and nmtdiscranalalion - 28 C.P.R. Part 42 The recipient, and any su6recipieot ("subgrantee") at any Fier, Imust comply with all applicable requirements o1`28 C.F.R. Part 42, specifically including any aptefoable requin meets in Subpart E of 23 C.F.R. Part 42 that reline to an equal employment opportunity program. 16. Compliance With DOl regulations pertaining to Civil rights and nondiscrimination -28 C.P.R. Part 38 The recipient, and sty sub-ccipient ("subgrantee") at any tier, must comply with all applicable requirements o f 28 C.F.R. Part 38, specifically including any applicable requ¢enroms regarding written notice to program beneficiaries and prospective program beneficiaries. Part 38 of 28 C.P.R., a DOJ regulation, was: amended effective May 4, 2016. Among other things, 2g C.F.R. Part 38 includes rules that prohibit specific tonns b f discrimination on die basis or religion, a religious belief, a,refusal to hold a religious hahef, or cefiand to attend m' participate in religious practice. - Part38 also sets outrules and requirements that Pertain to recipient and subrecipient ("subgrantee") Organizationsthat engage in or conduct eeplimtly religious activities, ns well as rules and requtremems that Prism to recipients and snbrectpients. that are faith -based or religious orgmazimams. 1$e text of tire Pagularion, now entitled "Pannerships with Fatd1-Based and Other Neighborhood Organizations is availabia via lire Electronic Code of Federal Regulations (currently accessible at llttp://www,cerr.guv/ebi- bm/ECFR4pa3wbmwse), by browsing to Title 28 -Judicial Administration, Chapter t, Part I8, under e -CFR "cun'em" data. 17, Restrictions art "lobbying,, Federal funds may not be used by the recipient, or any subrecipient (".subgrantee") at any tier, either directly or = indirectly, to support or oppose the emmtmem, repeal, modification or adoption ora y law, tvgulation, or policy, at lily level or government. Should any question arise as to whether particular use of Federal funds by a recipient (or subrecipient) would or might fail within the scope or this prohibition, the recipient is to contact OJP for guidance, and may not proceed without DO express prior written approval ofCJR OIP FORN1 ,10012 ( REV- a-arq 25H-34 `\ s U.S. Department efJusttee GfHce orJustren Programs AWARD CONTINUATION .3� � Bureau Of Justice Assistance SHEET Pace 6 OF n Crsnt PROJIXTNUMBER 201GD1-BX-0746 AWARD DA rR 08/16/3016 SPECIAL CaVO17T0iVS 18, Compliance with generalappropriations+law minictions on the use offederal flmds(PY 2016) The recipient, and anysubreeiplent ("subgrantee") at ally der, must comply with all applicable restrictions on the use of federal Ponds Solent in federal appropriations statutes, Pertinent restrictions, including from various "general provisions {m the Consolidated Appropriations Act, 20[6, are select at http;lfojp.govIftmding/FspfnrefFY2016. Appmpriationsi-awRestrtctiens.htm, and are incorporated by reference here. Should aquestion arise as to whether a particular use orFetland flmds by a reelptent (or a subrecipicnq would or might fall within the scope of an appropriaciousdaw restriction, the rocricnt is to Contact OJP for guidance, and any not proccotl without the express prior written approval ofOJp, 19. Reporting Potential Fraud, Waste, and Abuse, and Similar Misconduct The recipient and any subreclplents ("subgrna[ees"j must promptly refer to the DOJ ORica of the lospeemr ©emend (()IG) any credible evidence that a principal. employee, agent, sumnapient, contractor, subcontractor, or other. person has, in connection with funds under this award - (I l submitted a claim that violates the False Claims Ac4. or (2) committed acriminal or civil violation of laws pertaining to "toad, conflict or interest, bribery, gratuity, or similar misconduct. 1`04clufal fraud, waste, abuse, or misconduct involving or onatingto funds under this award should be reported to the OIG by— (I) mail directed to: Office OF the Inspector General, U.S. Department ot7ustice, Investigations Division, 950 Pennsylvania Avenue, N, W. Room P06, Washington, DC 20930; (2)e -mail to: lug.ho(linu(a�usdoj.gtiv, pndlur (.3y the DtrJ OIG bdtlne: (emuaet inFonnation in Einglish and Spanislt)at (800).869-11499 (plmnek or (202) 616.9881 (fax). Additional Information is available from the DOJ DID website at Imr jlwww.asdggov(oig, O)P FORM 400nt2.(REV 4-M4) 25H-35 Page 10 of 20 U.5. Oepartmok uFJustice Office orJustice Programs t Bureau Of Justice Assistance ' PR(WrCTNUMnHR 2016 -Ur -pg -0716 AWARD CONTINUATION SHEET PAre 2 OF 1a Grant A WARP BATE 01811612016 SPECIAL CONDITI0hS 20, Restrictions and radd dare's regarding non -disclosure agreements and related matters No recipient or sub recipient ("subgrmtce") under this award, or entity, that receives a procurement contract or Ski hounder wish arty Minds under this award may require any employee or contractor to sign an intrond confidentiality a-knerkent or accordance withloruv) of war dc, trhbnd, or abusits or e m an investigative Rporks to orr a v enfore mentor rrepr s'enthe tative ofa Federal department or agency author 2ted to receive such infumration. The foregoing is not intended, and shall not be, understood by the agency making Uusaward, to contravene requirements applicable to Standard Form 3 12(which relates to classified information); Porro 14 14 (which related to Bensitivn cue OrclasSi d httormationk. or any other form Issued by a Federal depanrnent or agency governing the nanJisdosure of classified infarnaafion. I. In aceeptird this award, tire recipient— a. represents that it neither requires nor has required internal. or contractors that currently conftdentiality egreemants or strtemeuts from employees prohibt or otherwise currently restrict (or portion: to prohibit or restrict) employees m contractors from reporting waste, hood, or clause as described above; and b. certifies that, IN learns or is notified that h is or has been mquo the its employees or conrracrarsto execute agreements or statements that prohibit or otherwise restrict (or purport to prottibtt or restrict), reporting orwaste, fraud, or abuse as described above, it will hnnnechately stop any filrthur ohtigations Cloward funds, will provideprompt written notification to the tedhral agency making III's award, old will resume (or permit resum obligations only if expressly authorized to do go by that agency. ptlon-of) such 2. If the recipient does or is authorized under this award to make subnwards ("subgrants"), procurement contracts, or both— a, it rcpresen6s that.. (1) it has dotermined that no other entity, that the recipient's appltcddOa proposes may or will receive award Minds (whether through n s ed wardinter al ubigrand centric" h procurement contract of Subcontract under a prmcarenrent contract) either requires or has required internal confidentiality fooeemenrs or statemCnts front employees or contractors that certainly Prohibit or otherwise "ready restrict (or purport to prohibitor restrict) employees orcontm aors from reporting waste, fraud, or abuse as described above; and (2) it his made appropriate inquiry, or otherwise has an adequate tuctnal basis, to support this representation; and b. ucertl6es that, [Fit beams or is notified thin. any subrecipient, contractor, orsubcontractor entity that receives funds under this award is Cr has been requiring its employeeaor contractors to execute agreements or statements that prohibit orotherwise restrict (or purport to prohibit or restrict), reporting of waste, fraud, or abuse ad described above, it will immediately stop any farther obligations ofaward Fluids to or by that entity, will provide prompt written notification in tilefederal agency making this award, and authorized !n do so by that agency. mit Will resume (or perresumption 00 such obligations only if expressly au[ OJP FORM 1000/2 Od4V juno 25H-36 Page 1 1 of 20 Page 12 of 20 -�� Q.$, Dapafhucnt Orticeori'lluccPrugrams AWARDCON'rINUAT[Opt8"I'eauufJusticeAssistance Mlf SHEET Gra lit PROJLCr NUIDoen ars Dl-RX-0746 AWARD DATE 0/16/2016 L SPECIAL CONo7TlON5 21. Compliance with 411f.S.C.4712(including prohibitions un reprlsnl; notice to employee,) The recipient must comply with, and is subject to, alt applicable provisions of 41 US.C. 4712, including all applicable Provisions that prohibit, under specified circumstances, discrimination against an employse as reprisal for the - amployee'sdishority relating an abuse of autharitgrelating ro a tkdarai grant, a Substantial to a fed related to gross mtmuanagement of a federal grant. a gross westo of Federal lurrd% and specific danger to public health or safety, era vialation of Iaw,. oda' or ram"miml related to a federal grant ' Tlne recipient also must inform its employees; in writing (and in the prodomhrant native language of the work force), o f employes rights and remedies tinder 41 U.S.C. 4712. Should a question arise asto the apidicability 0fthe provisions 0fItI U.S.C. 4712 to this award, the recipient is to contact . the Do' awarding agency (t7JP or OV W, as - appropriate) for guidance. 22. Encnurag6ment OF put Race to ban text messaging while driving Pursuant to Executive Order 175,13,"Federal Leadership on Reducing q'ext Messaging While Driving," 74 Fed, RaQ 51225 (October I, 2000), 001. encourages recipients and subrcarpfegts ("subgmntzes")to adapt mrd anfaFaa policies banning rd,and to @ore tekt me§seging.WhIle driving any vehicle. during the course of perPonning work: funded award,:and to astabfisli workplace by this safety policies mid conduct education, awareness, and Other monmeh to decrease crashes caused by distracted drivers. 23, The raciprent agrees to comply with O.IP grant monitoring guidelines, protocols, mid procedures, and to cooperate with BIA and OCFO on all grant eronimringrequests, including requests related _ to desk reviews, enhanced pa grmlmoule desk reviews, and/or site visits. The recipient agrees 10 provideto BJA and OCFO off documentation necessary to complete monitoring tasks, including documentation related to any subawards made tinder this award. Further, the - raatpienuagre"" to abide by reasonable deadlines get BBA and OCFO farproviding the requested documonc' Pailurv;to cooparateWith, WA's/OCFO`s grant momicring activities may result in smmttuns affecting the recipient`s DOJ -awurdsainetudirtg, but not limbed - m: wilhhn[drugs and/or other reshtchons on the recipients access la grant cuss t ftmds; referral to doe Orfice of the Inspector General fbraudit review; dmigaabou nl'tltnecipient' as grefllee: or lertllnantma of an. award(s� High Risk ' 4 24 The incipient agrees to comply with applicable requirements 10 report 13r-0-tice sublimating of $25,000 or more and, in certain circumstances, to %fain (he Roes and total compensation of (be five most highly compensated executives I and first-tier 5ubmcipients of ofawnrd k[mds. Stroh da[nwi(( besubmltmdta the FFATA Subawurd Report Rcponfng System (FSRS) the detailsoFraciptrnE abtigafiana, afld Trpnapuranoy Ac'which derive Rom rho Federe( Pointing Aacnvntability a€2006 (FFATA ), are post¢d do the OYYfea oPJustfce Prbgrpins' We(t Bite at http:/fujp,guvolundi.11 spiorelFMAFA.hhn (Award canddioI ftsporYing 9ubahvards and Escotnive t2omPer, orlon), and are i om era itby raYaraonc here. 'Chis emtdiffou, and its is aing' requirement,. does not apply toSom awards made to an Individual whd raenived the award as a natural pzrson (Lo., unrelated to any business or aoo profit townnzation that.. he or sbe may o'm oroper Peru, la' in his or her name). 25'Program income (as defined in the Part 200 Uniform. Regaircuum S) must be used in accordance )viiia the ilio part 200 Uni lunar Requirements. Program income provisions of a eantings antl expenditures hot[' must be reported on lac stops Federal Financial Report, SF A2A y - op rlu'v1.100er21 CV.a-8a) C� 25H-37 Page 13 of 20 ELS. Departmwu ormstice Ofica othtsnce Pmgrems AWARD CONTINUATION :i ter.- Bureau ofJuatiaeA.ssistattce SHEET ace a or it Grant PROJECTNUMmBR 2v6-DJ-88eRN6 AWARD niTB Oa/i&ttl 16 SPEC41 L CONDlTJON,9 26. In order to promote Informmtion sharing and enable inummasmuddy among disparate systems across tile justice and pullic safety community, OJP requirea the grantee u wntply with. DOJ's Global justice hafomtation Sharing Judiadve (DOD's Global) guidelines and recommendations for this particular grant. Grantee ,hath conform to the Global Standards Package (GSP) and all constituent elements, where Applicable, as described at: dhP://www•.if.ajp190iol splPrantcondition. Grantee shall document planned Approaches to indumation sharing and describecoalPhance to rhe ISP and appropriate privacy policy that protects shared information, or provide detailed justification for why mr alternative approach is recommended. 27. 'fo nvoid duplicating existing networks or IT systems in Any initiatives handed by 3JA for law enforceutenC information - sharing systems which involve Interstate connectivity bn[weenju[isdic[ions, such systems shelf empld_v, fn the estent possible, existing networks As the communication backbone to achieve intersmtc connectivity, unless the grattten can demonstrate to thesadafactfon of BJA [hat this regtdmancid would not be Cost effective or would impair the ILnctionu dy of all existing or proposed ITsystem, - .:8. The recipient agrees that any ligence y, technology system funded or supported by OJP Rinds will comply with 28. C R.R. Pun 23, Criminal fnPahigauee Systems Operating Patients, if CUP deumdnes this regulaliou to be applicable. SImWd CJP deteralme, 28 CER. Part 23 to be applicable, OJP may , At its discretion, perform audits of the system, as Per Ole regnLatiott. Should any violation 0r23 C,F.R. Pitt 23 occur, the recipient may be Tined as per 42 U.S.C. 37398(c) -(d) 739g(c) (d). Recipient nay maxnktfsfy such a line with Federal funds, 24- GranteProceda agnea to comply procediu with the oulth entente of28 C r.R. Part 46 and all Office oPJustice Programs poheies and as regaling the protect an of human research subjects, including obtainment of Ins Approval, if appropriate, and subject informed consent. titutional Review Board - 10. Qrau[ce agrees to comply with tiltcon PidiMhAlIty requirement¢ of d2 U.S.C, sectim137899 and 28 C.F.R. Part 22 that are applicable to eoltegion, use, and rcvelnifon of data or intormmliort. Grantee north approval, resubmit a Per agr ees. as a. condition of ffigrant Privacy Certificate haat is in accord with requirements of28 C, P.R. port 22 and, in particular, ! section 2223, 31. Award recipients must verity Point of Conmct(POC), Financial Point Of Confact (FPOC), and Authorized contact in - Representative cgrtratbrntotion hr GMS, including telephone number and a -mail address, If any information is incorrector has changed, a Grant Adjustment Notice. DAN) must be suhntitted via At Greats Management System (GMS) to document changes, 32 The grantee agrees that within t2O days ofaward acceptance, ement [ask forge member ofaqutvalent raeach Current member ora law carom memFunbwhit these funds who Is a task force cammande4 agency exccutivc, task force officer, or other task force mbenk, wilt complete required online (intamot-based) task three training. Additionally, all future task force members are rcgoimd to comphete this training once during the life of this award, or once every fouryears if multiple awards include this requirement The training is provided flea ofchargq Atone dtmugh BJA's Center for Task Force Intagri ly and Leadership (www.etfti.org). This training addresses task force effectiveness as well as other key issues including privacy and civil iberics rig ors, task force pencornnee Olen sare effectiveness personnel selection, and in force oversight and accountability. When BOA Funding supports a task force, a tusk force personne(rpstar should he compiled and maintained, along with course completion certitieatos, by the grant recipient. Additional hubnnation is available regurdingthis required training and access methods via BJA's web site and the Cunur for Task Force Integrity nod Leadership (av+vw.etC4i,orgj. 33. 'file recipient agrees to participate in BM -sponsored trai by BJA or its designees, noun BJA's request. ning events, technical assistance evens, or contertnces held OW f01coacow2(are ;.ss) 25H-38 >, U.S. Department orlusuia .x OrkeOrhaticeprograms AWARD CONTINUATION Bureau Of Justice Assistance S"Er PBGH m OF ti " Grant PROJEC1714U,bmnn ZOO,EJ-aXA746 AWARD DATE 081K20 16 SpGCuL CO3VL)/TI0,VS 34. Approval of this award does not indicate approval of any consultant rate in excess oP$640 per Jay, A derailed Obligation O reuse be submitted h and approved by the Office of Justice Prosmun, (OJ P).progrnm office prior to Obligation nr must of such funds, 35, 'the grantee Asia,,, toWestHIA in complying with the National Environmental policy Act (NEPA), the National Preservation Act, and other relined fbdara( environmental impact analyses requirements in the use df utas¢ grant funds, either directly by the grantee or by A subgmntce, Accordingly, the grant t, agrees to first datarmarm if any or the following activities will be funded by die grant,. prior to Obligating funds for any of these purposes. Irlt is determined that any of rgtlawing activities will be funded by the grant; the grantee agrees to contact H1A, Tile, grantee understands that this special condition applies 10 its following,,,w aotivities whether d not they um Hing sPGOlfically funded wi(tr these grunt lands. Thee is, as long as the activity isbe!ng Conductedweth the grantee, a sungranteB, orany third party Aetd the aativlty needs to uo undertaken at order to use b Roads, this special eondit(on must firstbBmet. The activities covered by tfiis spe¢iaf rotation ore; n. NBW COnatraCttOrt: b, blItmr repONadgn Or rB(1radUltng nfa pmpeeay IOCBIBd aft an environmentally ar Ohnoricallysasltive area, Relating properciBs located within a I oV-year loud plait, atvetland, oe habitat>for endangered species, or a property listed on or elisibla far lishng on die Nations! RagisYer of Flistaxio PluGas; c. Ar,novanon,tense, or eery proposed usadfabu'ildiug or eddy (list will either (a) result in tt change in its basic ptionnse ae(b)slgnlficnntlq change iFssize;. d, hnplemenlation Of0 a so ad am vitt' And the use ad It nedis Other than Chemicals that are Purchased as an a tiden u convpan¢nt Of a so ad activity aft<t ('h)traditionalty nuad fur example, in Off"", Im"'I'Old, rceroationat, or adieaahon znuironments: and a. Implementation ora program relating to clandestine identifcation,seiue, or glostre Ofalandastnemncthamphetaulma laboratory Operations, ihGlhJlns tileint, laboratories. The gmutae understands and agrees that complying with NEPA may require the preparation oral, Environmental Assessment and/or an Envtmnmentat (raped Statement, as directed by BJA The grantee further understands and agrees to the requirementsfor tmpleaiacntat al ON Mitigations Plan, as detailed at http:!/tvWw ojp,undo}.gov([;JAtresnumukrepn.hipti, for programs. relating to. thathomphemmine fahoratory operatlOns. Application of'fhls Spacial mCoalition or a OJvur Grantee's 2tdsthm programs or Activities: Por any of tile grantce's or its subgrantee,,' o'Xires es to programs or hOtivitlas that will. be funded by these grant fiends, the grantee, updn speaifiO request from t funded ed proto ni or cooperate With as in any preparation by HJA are national or program environmental assessmens of that funded program Or activity: 35. The recipient is required to astablish a host Roadaccount.('rhe trust fiend may or nut he set 6ncrest•boaring anCOnnt.)'the Rod, including any Interest, may not be used to pay debts Or expenses incurred by other activities beyond (Ile scapi ofthe [idward By" Memorial JustiCa Asstsulnce Giant Program (JAG), The recipient also. Agcers to obligate the grant finds!n the trust fund (including any interest Coined) during the pariodoCthe grant andaependwldto Obligate days. e rograc Ally unab1, us,, oted or unexpended fiends, including interest earned. must be returned to the.G�ce of Justice Programs atlhe time ofclOsanut, 77, IAO thuds may be used to parches) vests fur an agency, but l3ullegnonFVes[ Pmpn¢rsh(p g3VP) Program, they may not be used as the 50% match for purposes orthe Olf PORN aCO/Z(REV_ 1-88) 25H-39 Page 14 of 20 "D, U.S. Dcfa irtment I-Justice Offl000i'htsEcePmgranis AWARD CONTINUATION Bureau of Justice Assistance 8Fir Ell PAGE I I On it )rant Page 15 of 20 PRf)JLCI'NURIaEA 2015-D1.aY-0'106 AWA RO It, fF Aa+IfiCmA SPECIAL C0,4'D1T10,VS 38. Ballistic-renshmt and stah-resistant body armar purchased with JAG plods now be purchased lir any threat level, make or model, from any distributor or manufacturer, as long as the vests Nave been tasted and found to comply ivoll applicable Nationot Institute of Justice ballistic or stab standards and are listed o Mode( 4isl (htfp:/(nij.gov}, ht addition, hnlisn rite Fill Compliwtt Body Amrar hc-resistam slid stab -resistant body armor pmchnsedmust be American. made_ The latest NO standard infonnalion can 6e found hent httpY/www_nlj gov/topicsltechnufogylbady-armodsafety- iniliativc.htm. 34. The recipient agruas to submita signed eertiieani n that ail law entoreemem egencies receiving vests pureho,ed with JAG Ibnds have a written "mandatory wear" patty in effect. Fiscal agents and state agencies must keep signed certifications an file for any subree'luenls ptonning to utilize JAG !Lads for ballisdcaresisretq and stab•resistant body armor purchases. Titis policy must be in place for at least all onff0mled officers bens any JAG burning can ba used by the agency for body armor. There are no requirements regarding the nature orite policy other than it be a mandatory ,car policy for all mtiforrned officers while on duty. 40_ lite recipient agrees to monitor submvards under this JAG award in accordance with all applicable statutes, regulations, OMB circulars, and guidelines, including the DOJ Financial Guide, and to !Include the applicable Conditions a(,his award in Anysubaward The recipient is responsible for oversight of sabreeipicnl spending and monitoring ot'speei ho outcomes and benefits attributable to use ofJAG fiords by subrecipburs. The recipient agrees to submit, upon request, daenmentation of its politics and procedures for monitoring ofsubmvanb, tinder this mnud. 41. 'the r0cifeOln ugrens that mmCs receivedundcr this award will not be used to suppkant State ar local thuds, but will be used to increase the amounts ofsuch funds that would, in lire absence of Penrafunds, nucleate available for law enforcement activities, dl i 42. Award rectpremsnmst submitgnarterly Federal Financial Repord{SF.42j) and sctri annual pertmolance reports through GNCS (hhps://grnnts.ojp.usdoj,gov). Consistent with the € croulinent's responsibilities undcrthe Government Prov[ e data and. Results Act COPRA), P, L. 107.62, applicants who receive funding under d is solha ation must Provide data that measure the results ortheirwork. Therefore, quarterly perfomtance [nettles reports utast be submitted through BJA's Partilananco tvbm uremcn( Tool (pNIT) rvebsito (wwwbjaparfoannnuefoals.org). Por more detailed information on reporting and other JAG requirements, reform the JAG reporting requirements webpage. Failure to submit required JAG reports by established deadlines may result in the fraezbrgofgraut funds and figure Fail Risk designation. 43, Any lasvenforcement Agency receiving director sub -awarded JAG hmdhugmus( submit quarterly once,nI bility m ll floc data related to framing that officers [lave received on the use OF force, racieC and ethnic bias, de-escalation of Coll and constmetive engagement with the public. 44. DJA strongly, anmuraga,4 the recipient m submit annual (m mora frequent) JAG success stories. Ta submit a success sorry, sign in to. your My DJA account at hops a/wt'nv.bja.g"ILogin.aspx to access the Suocess Story Subntissiorc forte, tPyou do not yet have a My DJA account, please register at lot s11www.bja.gov/profida.asp,e. lTtee you register, one or the available areas on your My HJA. pogo will be "Nl v Success Stnrios". Within do, be,. you will see An option to add a Success Story. Oltce reviewed and approved by DJA, all success atnrics will appear on tilt new B,IA Success Story web page a[ blips: 1Avww. 4ja.gu ISuccessStoryList aspa. 45. Recipient understands and agrees that award floods 'tiny not be used for items that are listed an the Controlled Expendihu'a List AC the time ofpurdrase or;equfshim" including as the fist may be amended tram time to time, without explicit hacannot or prior approval from DJA. The Controlled Expenditure List, and instructions on how N request approval for purchase or acquisitions may he recessed hem: httpsl/www.bju.gov/funding/JAGCoulrolledPurchoseList.pdf WP Most 100012(REV. 1-88) 25H-40 Page 16 of 20 U S. Deparunent orJustiee office orJustiee Programs AWARD i CONTINUATION Bureau of Justice Assistance HEF ' SHEET tore Iz or us Grant PROJECT NUMBER 2ol6.DJ.i7`(.n9JG AWARD DATE 0311412016 SPEC14L COND177ONS 46. The recipient understands that, pursuant to recommendation 2.! of Exacitive Order 13693, law en forcemeat agencies Prot acquire controlled d equipmen[ through Perioral programs must adopt robust and ' fic wtl[Taa policies and Protocols governing General PoliciagStmtdmds mrd Spncilic Controlled Equipment Standards, 4au of Policing Standards includes policies arc (a) Community policing;{b) Constitutional Pricing; and da Commuai aI pout and Impact Considerations. Speeitic Controlled Equipment Standards includes policies s'poeffilcaily u related to (a) Appropriate Use of Controlled Hgnipnrent; (bj Supervision of 4isa; tc1 Eflec[ivenass PvalNation; els ed to and Accountpbllity: and ('aJ Transparency and Notice Considerations, Is (0) request sq the recipient agrees Auditing provide aCOPY Orthe General Policing StandardsandSpcciCicControlled Equipment Standards, and anyrelatedpo(icb, and pmtoeDla. 47. Recipient understands and, agrees that the purchase or acquisition of any item on the Controlled Expellaukl s List the Vtime afparehosoor acquisition, including at; Ute list may be moomUed from time to time, with award finds b an oy lriggara requirement dratted agency colfect and retain (for at tout iyoarsf certain information a award about trio usage c as federal! - Y agency - Y y acquired Controlled Etluipment in the agency's. Invantbry, and 2) any odurcenno ted equipment In the same category as the federally -acquired controlled equipment in the agency's inventory, regardless. of source; end make that infommttorr available to BJA upon request; Details about what info" emallmus[ he collected and refInnth may be accessed have. https9heww.whitahonscgov/aitexidelaaftlttiesldocs/le. cqurpme¢t_w� coll_cted a retained - 48, Recipient understands and agrees that future to Comply with conditions related to ProM6lted or Controlled E arils, tmos may result in -a prohibition train thither.C"Oullad Espmtditure approval under this or o[her federal awards, 49 Recipient understands and agrees that award Rinds may out be used lot items that are listed on the Prohibited Expenditure d E Gist at [Na time ofpurehasa or nggmsition,. including as the hst rorty be atpended7ionttima Co lime.'Che Prohibited Expendttuee hst may be aneusaed here: https:AAvwev,bJa.gavffunding(dA,€rrrantrgitcdPurcltasot,ist.pdt; - S4 Raaipie3rt understands and sauces that< maWftbstanding 2 CFR d 20o.313, no equipelanrtismd on ttteControiled BspeadRUM List that is ptirohasud under this award may be transfer or sold lir a thud party;. except as described below: s may OmmIC, Agency EAlafter aboorsell any controlled equipment,egctpt riot hollows end riot shields, to a Low eliflircgment Agency (LEA? slier abminirrIt prior written. approval from BJA. As a condition of that approvnl, the neguiring C.EA wit! _ b� reyatirad to submit information and certifications to BJA as if it was requesting approval to use award Rmd for due imttaC perchasn ofitenrs air [(ta Controlled &spends to List: - b Agencfos may not lrnnsfer or sell any not helmets or riot shields purchased wider this mnard u Agencies may not transfer or sell any conhalled Equipmcar purenasedunder this award to can -FFAs, with the exceptimt of feed wing uherati, romry V-11911-1 ing »rcralf, andcommand andaoutrol vG»cles, 8efare sale Is tinaliud, the agency mastobeain poor tuition approval It. BJA. AI[ law gpforeomIt-,'na-any "O'bi other day riwh [mnsforror sensitive or pnternuilly "Or 01 onmpnnants, and alt tutvenforcemett insignias pad idwttityin(f with the removed prior to transter or sale, Recipient further understands and agrees to notify BJA prior tothedisposal of any items an the Centro E,ependfCurc sward, List Purchased under this and to abide by any applicable laws and regulations in such disposal. 5.1. TAssistance he recipient may notexpelld or drawdown any hinds under this sward unlit it has submitted to [Ire Buruau oFjustice Adjusrynent( Notice has t as been issued quired tremov ug tri srelatedto its Specialcondition, rt, Camara policies and procedures ands Quant OIF roRV 400012 (REV, 4-38) Y'Y 25H-41 U_S. Ueparmettorissrice Office oriustice Programs AWARD CONTINUATION V B111•eau nP justice Assistance SHEET RiGE U OF IJ Grant PROJECT NGbI©CR 201(,D,DXj 0146 .4w,lRD bAI'e dIV16A016 SPFcf.-i!, COYO(770AW 52. Recipient may not expend or drawdown Rrnds until tit, Banana OF)UStieeAssistance (BJA) has received tWenm,mmin, ddirmnstrnting that the giant or local governing body review and public comment requirements have been met and a Grant Adjustment Notice (GAN) has been approved releasing this special condition, 53. The recipient only not expend or draw down any award funds until: (1) it has provided In the grant managex forthls ()JP award either tm "applic;uu disclosure of pending applications" for tWeral funding at aspeoitie afiinnnlive statement that no such pending nppiieations (whether diraet or indirect) exist, m accordance with the detailed iosouchous in the progrmn solicitation, (2) OSP has eomphned its reviev ofihz infommaticeoll ith tilprovided. and orally supplemental information it may request, (3) the recipient has Bade myaOrdle encs to the award that OJP may require to Prevent or eliminate any inappropriate duel'cation ofturning (a,g., budgetmodification, proard that a adjustment), Ql) tfappr tpriato atijmsto,ants to a discrettonary award cannot be made, the recipient has agreed in writing to any (5) 4 Grry red dction ent N award amount in any amount sufTieierd to prevent dun htut noa (as de term toed by QJ('), and (>•) a Grata Adjus[ntem Notice has been issued removing this spocia, conditiun, On' FORM 400012(RGV-nsal 25H-42 Page 17 of 20 Page 18 or 2o U.S. DepartmentnfJust'ice .t Office of Justice Programs . Rw,ecru ofJtrsttce Assistance Memorandum To: Official Grant File From: Orbia Terry, NEPA Coordinator Subject: Incorporates NEPA Compliance in Further Developmental Stag Orange P acs for County of The Edward Byrne Memorial Justice Assistance Grant Program (JAG) allows states and local governments to support a broad range of activities to prevent and control crime and to improve the criminaljustiee system,. some of which could have environmental Impacts, All recipients ofJAG Clmding musta.ssist BJA in complying with NEPA and other related federal environmental impact analyses requirements in Ute use of grant funds, whether Cha funds are used directly by the Grantee or by a subgrantee or third party, Accordingly, prior Co obligatingfds,w funds ten for any of the specified activities, fhe grantee must first determine if any of the specified activities will be fttnde ! by the grant. The specified activities requiring environmental analysis are: a. New construction: b. Any renovation or remodeling of it property located in an environmentally or historicafty sensitive area, including l properties located within i g an year flood plain, a Overland, or habitat for endangered species, or a c. property n vatic , or eligibleoan for opting on the National Register of Historic Places; o, ArenovaCfon, lease, or any proposed use of a building or facility that will cither (a) result in a change in its basic prior use or (b) signifieantly change its size; d. implementation of a new program involving the use of chemicals other than chemicals that are (a) purchased as an incidental component ofa funded activity and (b) traditionally used, for example, in office,, household,. recreational, or education environments; and e.id nti Implementation son oPa program relating to clandestine methamphetamme laboratory operations, including the densification, seiaare, or Closure of clandestine mialmmphetaminelaboratories, Complying with NEPA may require the preparation of in Environmental Assessment and/or an Environmental Impact Statement, as directedby BJA. Further, for programs relating to methamphetamine laboratory operations, the preparation ora detailed Mitigation Plan will be required. For more information about Mitigation Plan requirements, please see https:Owww,bja.gov/Futiding/ilepa.htm[ IPlease be sure to carefully review tine grant conditions on your award nformation about environmental compliance, mmdocument, as i[ ay contain ore specific 25H-43 U.S. Department orin,lice t OITice of] ... lr,c Progmou f I)UMIJ of lustice Asist2ace Wage 1 g of 20 GRANT MANAGER'S MENfORANDUM, PT, 1: PROJECT SUMMARY Grant PROJECT NUMBER �.',0I6�DY&\-0746 lNs project issappotlnd Under FY]dBJA -JAGS 42 USC 3959, eteee_ _ LSLIPP ('ONTACI'(Nnmok talepmona mrmbar! Gold Fun7nlmr 002) 59KA522 3a. TITLE OF THE PROGRAM 3016 Edward By" Memorial Aral" 111 stanceG arm Pmg,,d .4. TITLE OF PROJECT _ FY 16 J.AC Pidmor ' 5,NAME & ADDRESS OF GRANTEE Cindy of Onmge 10 End. Cwnrr pkmx Sone Ann, CA 9,1701 I PAGE i 01' I I PROJECT DIRECTOR (Nada, mkdrats & lelephnna number) Liuh Vaong RevemefAddit Yom or 320 N. Flowan Brad Gorses ntaldtng - Finim ciakSvcs Santa Ada, CA 927,075000 (714)834.5460 36. PONI.S COD@(SEB INS' I' RUC' TIONS ON REVERSE) 6. NAME .&.ADRESS OF SUIJGRANTLE 7. I'ROGRANI PERIOD 9. BUDGET PERIOD PROM: 1047tt200 TO: 09}301;019 FRONT! 1010111013 to, 0940@li l4 4. AMOUNT OF AWARD - 10. DATE OF AWARD S}71,708 0$/16/2016 ` 11. SECOND YEARS 0pn4iET 13. SECOND YEAR'S BUDGET AMOUNT 1 11, THIRD YEAR'S BUDGET PERIOD bi.'FHIRD YEAR'S HtJDOET ANSQflhFf 15. SLJ&NfARY DESCRIPTION OF PROJECT (Sea instr....am on reverse) The Edward Syria -Memorial Judec Assistance Grant Proinnm (JAG) allows states mid oohs of lool government, including mhos, to support a brmndomtga of activitfea m prevent and control crime tinned on their owndile and fo ori needs and conditions. Grant amrdcan be nsnA Far aorto and local inflimivas, reehniaol 11011w topprogram training, orsonttel, cgltlpmdnG suPph`as. contregnal support, and iiitdmmlion systems do criminal Made. 6tclmHng far any oma %r,,, Db, following pray+am amm; l) haw tofnrcmnant programs; r) prosonoion and corm pro(,rtams; 7) proveurionaod edfl0licn mognmu1; 4) corttclinns and community cexoelons programs;, 5) dreg heannent oil enforcement prayrnms; 6k planed, avehimian, add taelmpingy iinprovenam programs;snot 7)crime victim and be Usedd,Sir p SkIppos (a d e Nan range afa el yion). Tba Or County 5heri9f Coroact Ocpattmanl will save as too liscal agent Por the FY 16 JAG Gmm mod Nods will be usnA m support a brood range of aniivitiaB m prevent and control entire in Orange County, Ceiifomra. NC'A6NCF OJP FORM 400012( REV. 12.88) ' 9 25H-44 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: SEPTEMBER 20, 2016 TITLE: AGREEMENT FOR MEDICAL MARIJUANA BUSINESS LICENSE TAX AUDITING SERVICES {STRATEGIC PLAN NO, 4,2A) CITY MANAGE RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on tai Reading ❑ Ordinance on 2n' Reading ❑ Implementing Resolution ❑ Set Public Wearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute an agreement with Macias Gini & O'Connell, LLP for Medical Marijuana Business License Tax Revenue Auditing services for an initial two-year term beginning January 1, 2017 through December 31, 2018, for an amount not to exceed $250,000 over the life of the initial agreement with a provision for one one-year extension exercisable by the City Manager and the City Attorney, in an amount not to exceed $125,000 subject to non -substantive changes approved by the City Manager and the City Attorney. DISCUSSION On November 4, 2014, Santa Ana residents passed a voter ballot measure (Measure BB) to regulate the operations of permitted medical marijuana collectives/cooperatives (hereafter, "collectives") within the City. Subsequent to the passage of Measure BB, the City ratified Ordinance No. NS -2864 ("Ordinance") delineating the various regulations and operating standards including Section 21-127, which outlines the business license tax imposed on permitted collectives. As part of the regulation, the City Council requested staff to create an enforcement plan that would more effectively provide for the closure of illegal medical marijuana collectives, as well as allow for the monitoring of any collectives that may be allowed to operate legally. The enforcement plan required additional staffing, which is currently being offset by revenues collected through a gross receipts business license tax on legal collectives. The adopted maximum tax rate is 10% of gross receipts, but the Ordinance initially imposes this tax at a 5% effective rate. In order to ensure the permitted collectives are complying with the tax requirements set forth in the Ordinance, on February 11, 2016 a Request for Proposals (RFP No. 16-022) for Revenue Auditing, Recovery, Reporting, Analysis, and Legislative/State Agency Liaison and Implementation Monitoring services for Medical Marijuana Business License Tax was released and posted on the City's online bid management and publication system. Three proposals were received. They were subsequently reviewed by a three-member committee comprised of staff from Finance & Management Services Agency and the Community Development Agency. As a result, each of the responding consultants were interviewed and evaluated based on the following criteria: 251-1 Agreement with Macias, Gini & O'Connell, LLC September 20, 2016 Page 2 1) qualifications; 2) experience; 3) proposed scope of services and time of performance; 4) client references, and; 5) cost of providing services. The proposals were ranked accordingly, as follows: Rank Firm Average Score out of 100) 1 Macias, Gini & O'Connell, LLC 92 2 Hinderliter,de Llamas & Associates 88 3 MuniServices, LLC 73 The proposal submitted by Macias, Gini & O'Connell, LLC. (MGO) was found to be most responsive to the City's needs, provides the best value, and is appropriate for the services requested. MGO's strong qualifications, experience and client references as well as an appropriate proposed scope of services and time of performance will provide a flexible and cost-effective auditing program. MGO staff has extensive experience in implementing medical marijuana audit examination programs for medium to large cities, such as the City of San Jose, CA. As part of the submitted proposal and agreed terms, MGO will provide the following services: 1. Perform Medical Marijuana Business License Tax Audit Examinations on up to ten (10) Collectives per contract year, as directed at the discretion of the City. 2. Train the City's Revenue and Contract Compliance Examiner and related City or contract staff to perform industry best practices audits for cash -based businesses. 3. Assist in the development of recommended internal control standards for Collectives. 4. Assist in the development of record keeping/audit procedures to ensure optimal Medical Marijuana Collective operator compliance with the City's Medical Marijuana Business License Tax Ordinance. 5. Assist in the development of multi-year Medical Marijuana Business License Tax revenue forecast model. STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #4 City Financial Stability, Objective #2 (maintain a stable, efficient and transparent financial environment), Strategy 2a (adopt a budget that is in alignment with the five-year financial forecast and strategic plan). FISCAL IMPACT Funds in the amount of $375,000, which are comprised of the amount for the first two years of the agreement equaling $250,000, which includes a $50,000 contingency, and the amount for the optional one-year extension of $125,000, which includes a $25,000 contingency, are available in 251-2 Agreement with Macias, Gini & O'Connell, LLC September 20, 2016 Page 3 the Treasury & Customer Services contractual services account (01110130-62300). Payments made to MGO will be recognized when the fees related to MGO's auditing activities are incurred. The payments within the fiscal years will be available as follows: Contract Term Fiscal Year Amount 2016-17 (January 2017- June 2017) $ 62,500 2017-18 (July 2017 -June 2018) $ 125,000 2018-19 (July 2018 -December 2018) $ 62,500 Optional Year Fiscal Year Amount FY 2018-19 (January 2019 -June 2019) $ 62,500 FY 2019-20 (July 2019 -December 2019) $ 62,500 APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director Finance and Management Services Agency EXHIBIT: 1. Agreement AC:O/H 251-3 251-4 EXHIBIT 1 CONSULTANT AGREEMENT THIS AGREEMENT is made and entered into this 201" day of September 2016, by and between Macias Gini and O'Connell LLP (MGO), a California Limited Liability Partnership, (hereinafter "CONSULTANT"), and the CITY of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "CITY"). RECITALS A. The CITY desires to retain a consultant having special skill and knowledge in the field of professional services for Medical Marijuana Business License Tax Revenue Auditing, Recovery, Reporting, and Analysis as specified herein. B. In undertaking the performance of this Agreement, CONSULTANT represents that it possesses the necessary knowledge, qualifications, skills and personnel to provide such services. (Founded in 1987, Macias Gini & O'Connell LLP (MGO) is a statewide certified public accounting, advisory and business management firm with offices in Sacramento, Walnut Creek, San Francisco, Oakland, Los Angeles, Newport Beach, Encino, and San Diego and a staff of over 300 professionals.) CONSULTANT 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: CITY hereby retains CONSULTANT, and CONSULTANT hereby agrees to provide such services as are set forth hereinbelow, in accordance with the terms and conditions of this Agreement, and represents and warrants to CITY that CONSULTANT accepts such assignment to perform those services, subject to those terms and conditions. 1. SCOPE OF SERVICES. CONSULTANT shall perform the following services as described in the CITY's Request for Proposal (RFP) No. 16-022, dated February 11, 2016. and related addendums: a. Perform Medical Marijuana Business License Tax ("Medical Marijuana Tax' / "MMT") audits on site (up to 10 Medical Marijuana Dispensary locations annually). See EXHIBIT B — Supplemental Schedule of Scope of Work. b. Train CITY Revenue and Contract Compliance Examiner and related CITY or contract staff to perform same to industry best practices standards of quality and detail for cash basis businesses. c. Assist in the development of recommended internal control standards. d. Assist in development of multi-year Medical Marijuana Tax budget revenue forecast model. Deliverables: Based on the CITY's Request for Proposal (RFP #16-022 - Revenue auditing, recovery, reporting, analysis, and legislative/state agency liaison and implementation monitoring services - Medical Marijuana Tax) needs in collecting additional MMT, regulating the dispensaries' compliance with the CITY's MMT Ordinance and Codes, and implementing a compliance and monitoring program to ensure that the dispensaries are properly calculating and reporting their future MMT, CONSULTANT will provide the services and deliverables to CITY pursuant to EXHIBIT A of this Agreement. Such services shall follow an agreed upon phased approach, as requested by CITY, based on CITY's needs. 251-5 2. COMPENSATION a. CITY agrees to pay, and CONSULTANT agrees to accept as total payment for its services, the rates and charges identified in EXHIBITS A and B. The total sum to be expended under this Agreement shall not exceed $250,000.00 during the initial two-year base term of this Agreement and shall not exceed $125,000.00 if the additional one-year option is exercised. I. The incurring of basic service charges as identified in EXHIBIT A shall be subject to the number of qualifying Complex and Non-complex audits (as defined in EXHIBITS B & C) nominated by CITY annually. ii. The incurring of contingent service charges during any annual period shall be at the discretion of CITY. iii. The incurring of charges for other optional services during any annual period shall be at the discretion of CITY. b. Change Order Contingency — from time -to -time, at CITY's option, CITY may request optional services of CONSULTANT at mutually agreed upon scope and fees. C. CONSULTANT's invoices for services pursuant to this Agreement will be rendered each month as work progresses and are payable upon presentation. In accordance with CONSULTANT's firm policy, work may be suspended if account becomes 60 days or more overdue and will not be resumed until CITY'S account is paid in full. d. If CONSULTANT elects to terminate services for nonpayment, CONSULTANT's engagement will be deemed to have been completed upon written notification of termination even if CONSULTANT has not completed services. CITY will be obligated to compensate CONSULTANT for all time expended and to reimburse CONSULTANT for all out-of-pocket expenditures through the date of termination. e. All fees in the fee schedule (EXHIBIT A) include CONSULTANT's costs for travel, lodging, and other incidentals. f. CITY agrees that payment of compensation earned shall be made within 30 business days after receipt of CONSULTANT invoice. g. Invoices not paid within 30 days shall accrue interest commencing on the 31s' day until paid, at the rate of 0.5% per month. h. If CITY causes any unnecessary delays or requests changes to the scope of this agreement, the CONSULTANT shall immediately stop work and notify CITY of any cost increases or decreases related to such delays or changes and wait for a written authorization to proceed. i. The fees outlined in EXHIBIT A are based on CONSULTANT's premier client "Early Adopter" discount program and based on anticipated cooperation from the CITY personnel assigned to assist us in this engagement, supporting documentation is readily available, and that unexpected circumstances will not be encountered during the engagement. Should unexpected circumstances arise, CONSULTANT will promptly inform CITY before continuing with any work. j. CONSULTANT acknowledges the value of the CITY as a premier client. Therefore, CONSULTANT, in recognizing that this engagement is an industry-leading program in an important emerging market, CONSULTANT's fees are based on a significant "Early Adopter" discount to CITY. CONSULTANT's Early Adopter Program allows CONSULTANT's team to work collaboratively with key clients to pioneer new service offerings. Because CONSULTANT views Early Adopter clients as strategically important, CONSULTANT devotes senior resources and a deeper pool of experts to the project in addition to deep discounted fees. In exchange, clients are asked to provide detailed feedback and collaboration throughout the process. Clients are also asked to offer input on case studies, press releases and other marketing activities. 2 251-6 3. TERM This Agreement shall commence effective January 1, 2017 for a period of two (2) years ending December 31, 2018 (basic term), with a one (1) year option to extend said Agreement for the period of January 1, 2019 through December 31, 2019 (optional term), unless terminated earlier in accordance with Section 15, below. The option to extend may be exercised upon a writing executed by the City Manager and the City Attorney. 4. INDEPENDENT CONSULTANT CONSULTANT shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the CITY. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the CITY to exercise discretion or control over the professional manner in which CONSULTANT performs the services which are the subject matter of this Agreement; however, the services to be provided by CONSULTANT shall be provided in a manner consistent with all applicable standards and regulations governing such services. CONSULTANT shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for CITY to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by CONSULTANT under this Agreement ("Documents & Data"), CONSULTANT shall require all subcontractors to agree in writing that CITY is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. CONSULTANT represents and warrants that CONSULTANT has the legal right to license any and all Documents & Data. CONSULTANT makes no such representation and warranty in regard to Documents & Data which were provided to CONSULTANT by the CITY. CITY shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at CITY's sole risk. 6. INSURANCE Prior to undertaking performance of work under this Agreement, CONSULTANT shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. CONSULTANT shall maintain commercial general liability insurance naming the CITY, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of CONSULTANT's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. CONSULTANT shall supply CITY with a fully executed additional insured endorsement in substantially the form attached hereto as Exhibit D upon execution of this Agreement and shall be approved in form by the CITY Attorney. 3 251-7 b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3700 of the Labor Code, CONSULTANT, if CONSULTANT has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, CONSULTANT agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. 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, except where such indemnification is prohibited by law: (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. In the event liability, 251-8 claims, actions, causes of action or demands are caused by the joint or concurrent negligence of more than one party, such liability shall be borne by each party in proportion to their own fault. 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 a. 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. b. CONSULTANT agrees that it and its personnel shall preserve as confidential any confidential records or information that it may be required to examine in the performance of services under this contract. However, CONSULTANT shall not be restricted in any way from releasing information in response to a subpoena, court order, or legal process, but shall notify CITY of the demand for information before CONSULTANT responds to such demand. 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. 5 251-9 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: Executive Director — Finance & Management Services Agency City of Santa Ana 20 Civic Center Plaza (M-17) P.O. Box 1988 Santa Ana, California 92702 Fax: 714-647-5414 City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Fax: 714-647-6515 To CONSULTANT: Macias Gini and O'Connell LLP (MGO) Attn: Scott P. Johnson, Partner 4675 MacArthur Court, Ste. 600 Newport Beach, CA 92660 Phone: (949) 221-0025 Fax: (949) 221-0035 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. 251-10 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 exhibits 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 a. Inasmuch as this Agreement is intended to secure the specialized services of CONSULTANT, CONSULTANT, except as provided in subsection (b.) hereunder, 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. b. CITY acknowledges CONSULTANT may enter into subcontracting agreements for work contemplated under this Agreement. However, CONSULTANT shall first notify CITY prior to any subcontractor performing work under this Agreement. Any subcontractor shall be subject to the same terms and conditions as CONSULTANT. CONSULTANT shall be fully responsible for the performance and payments of any subcontractor's contract. c. Without the prior written consent of CITY, the agreement is not assignable by CONSULTANT either in whole or in part except that it may be assigned without such consent to a related entity, an affiliate or wholly owned subsidiary of CONSULTANT. 15. TERMINATION This Agreement may be terminated by the CITY, in whole or in part, upon thirty (30) days written notice of termination. If such termination is effected, an equitable adjustment in the price provided for in this Agreement shall be made. Such adjustment shall provide for payment to the CONSULTANT for services rendered and expenses incurred prior to the effective date of termination plus any reasonable termination expenses incurred by CONSULTANT (including but not limited to cancellation or demobilization costs or fees). Upon receipt of termination notice CONSULTANT shall promptly discontinue services unless the notice directs otherwise. CONSULTANT shall deliver promptly to CITY and transfer title (if necessary) all completed project specific work, and project specific work in progress, including drafts, documents, plans, forms, data, products, graphics, computer programs and reports, 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. In such event, CONSULTANT shall be entitled to receive and the CITY shall pay CONSULTANT compensation for all services performed by CONSULTANT prior to receipt of such notice of termination; provided, however, that payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 16. DISCRIMINATION CONSULTANT shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. CONSULTANT affirms that it is an equal opportunity employer and shall comply with all 7 251-11 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. DISPUTE RESOLUTION/ARBITRATION - Prior to pursuing arbitration on any dispute or claim, both parties (CONSULTANT and CITY) must attempt in good faith to negotiate a settlement with each other, through direct personal contact of a member of the board of directors of the parties or designated party. If meeting is not successful in resolving the dispute within thirty (30) days after it is held, either party may initiate facilitated negotiations or arbitration. a. In the unlikely event that a dispute between the parties (CONSULTANT and CITY) arises under or in connection with this Agreement or its performance, including any dispute regarding the validity or enforceability of this Agreement or any portion of this Agreement, the parties agree that it shall be resolved by facilitated negotiations or arbitration. This paragraph does not apply to any claims bought by a third party or to the rights to indemnify or contribution related to such claims which must be asserted in the forum in which the claim is pending or any claim or dispute relating to services pursuant to an engagement letter, in which case the terms of the engagement letter shall govern. b. CONSULTANT and CITY herby waive their respective rights to trial by jury for any cause of action, claim, counterclaim, or cross-complaint in any action, proceeding, and/or hearing brought by either CONSULTANT against CITY or CITY against CONSULTANT on any matter arising out of, or in any way connected with this Agreement, the relationship of CONSULTANT and CITY, or any claim of injury or damage, or the enforcement of any remedy under any law, statue, or regulation, emergency or otherwise, now or hereafter in effect. 19. PROFESSIONAL LICENSES a. 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. CONSULTANT warrants and represents that it possesses (and will continue to possess throughout the term of this Agreement) all individual and corporate licenses required to provide the products and/or services provided, products sold and/or licensed and forms utilized pursuant to this Agreement are (and will remain throughout the term of this Agreement) in compliance with all federal and state laws and regulations. CITY agrees that in the event one or more municipal permits is required for the operation of the alarm/security system, all such permits will be acquired and paid for by CITY. 251-12 20. MISCELLANEOUS PROVISIONS a. This Agreement is solely to assist the CITY in the services outlined above. If, for any reason, CONSULTANT is unable to complete the work, CONSULTANT will describe any restrictions on the performance of the procedures in CONSULTANT report, or will not issue a report as a result of this engagement. CONSULTANT will submit a report as part of the deliverable listed in this Agreement. b. Because the procedures listed above do not constitute an examination or audit, CONSULTANT will not express an opinion on the actual procedures, but instead will provide a report with CONSULTANT's findings, observations and recommendations. CONSULTANT will have no obligation to perform any procedures beyond those listed above. If, however, as a result of the procedures or through other means, matters come to CONSULTANT's attention, CONSULTANT will disclose those matters to CITY. Such disclosures, if any, may not include all matters which might have come to CONSULTANT's attention had CONSULTANT performed additional procedures or an examination. C. CONSULTANT shall perform all services with the necessary knowledge and skills required to perform the tasks. CONSULTANT or personnel of CONSULTANT engaged in the performance of such services shall not represent themselves to be, nor shall they be deemed to be, employees of CITY for any purpose whatsoever. d. CITY agrees that its employees will cooperate with and assist representatives of CONSULTANT in every reasonable way to enable CONSULTANT to secure all information and data required to perform the services herein provided for. CONSULTANT shall have no liability for defects in the services attributable to CONSULTANT's reliance upon or use of data, design criteria, drawings, specifications, or other information furnished by CITY or third parties retained by CITY. 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. f. CONSULTANT agrees any alterations, variations, modifications, or waivers of the provisions of the Agreement, shall be valid only when reduced to writing, executed and attached to the original Agreement and approved by the required persons. g. If any legal action is instituted to enforce any party's rights hereunder, each party shall bear its own costs and attorneys' fees, regardless of who is the prevailing party. h. 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) 9 251-13 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: MARIA D.HU|ZAR Clerk of the Council APPROVED AS TO FORM: S(}N|ARCARVALHO CITY Attorney Lisa Storck Assistant City Attorney RECOMMENDED FOR APPROVAL: Francisco Gutierrez Executive DinedUr Finance & Management Services Agency CITY OF SANTA ANA DAV|DCAVAZ0S City Manager CONSULTANT Nanne:'ScoUP.Johnson, Title: Partner |O ��U ���U -Um��� EXHIBIT A Schedule of Fees Kamm Item Scope of Work Base Fee Proposal Basic Services Standard ? 1. Perform Medical Marijuana Tax (MMT) Audits On Site for Six (6) Complex Dispensaries $ 75,000 2. Perform Medical Marijuana Tax (MMT) Audits On Site for Four (4) Non -Complex Dispensaries $ 24,000 Basic Annual Fees (10 Audits) $ 99,000 Contingent Services Legal Advisor $ 395 3. Train City Revenue and Contract Compliance Examiner and Related City or Contract Staff to Perform Same to industry Best Practices Standards of Quality and Detail for Cash Basis Businesses. $ 4,500 4. Assist in Development of Recommended Internal Control Standards $ 15,500 5. Assist in Development of Multi -Year Budget Revenue Forecast Model $ 5,500 Optional Services Perform Other In -Depth Services such as Financial Statements Audit, Cash Audit, Inventory Audit and/or Fraud Risk Assessments See Note A below Evaluate Existing MMT Ordinance See Note A below vide Suggested Administrative Revisions to MMT Ordinance See Note A below d Fees (ihclusiue ofbnt9n0anC'Service) ffNoteA. $ 12+t,Sti0 ional In -Depth Services will be performed upon City's request. Fees will be based on a time and expensesbasis at discounted hourly rates shown in the "Schedule of Rates by Staff Level" below. 11 251-15 Standard ? Discounted� Hourly Hourly...>. Staff Level: Rate '` Rate' Partner $ 395 $ 277 Legal Advisor $ 395 $ 277 Director and Senior Consultants $ 250 $ 175 Senior and Experienced Auditors/Consultants $ 165 $ 116 11 251-15 EXHIBIT B Supplemental Schedule of Scope of Work • Item number 1 - Perform Medical Marijuana Tax (MMT) audits on site (up to 10 Medical Marijuana Dispensary locations annually). a. Creates two levels of dispensaries subject to MMT audits; (a) Complex and (b) Non - Complex. Prior to conducting such MMT audits, the CITY's Department of Finance and Management Services will provide MGO with the level of each dispensary. I. Complex dispensaries are defined as those dispensaries that have an estimated annual reported gross receipts above $800,000 per year. ii. Non-complex dispensaries are defined as those dispensaries that have an estimated annual reported gross receipts of $800,000 or less. b. Fees for MMT audit services will be determined based on the level of each dispensary as follows: i. Fee schedule for "Complex' dispensaries will be $12,500 for year 1 of contract, $13,000 for year 2 of contract and $13,500 for Optional year 3 of contract. ii. Fee for "Non -Complex" dispensaries will be as follows: 1. Year one of contract - $6,000 per dispensary 2. Year 2 of contract - $6,240 per dispensary 3. Optional year 3 - $6,490 per dispensary c. See EXHIBIT C for sample procedures for "Complex" dispensary MMT audits. d. The scope for the "Non -Complex" MMT audits will be modified. The sample procedures as outlined in EXHIBIT C will be modified as follows: i. Phase 1 — Preliminary Risk Assessment 1. Walk-through and assessment of each dispensary's compliance with CITY's regulations will be conducted at a higher level. ii. Phase 2 — Revenue Audit 1. Planning Procedures — no change 2. Execution — General Procedures: a. Testing — sample size will be reduced b. Reconciliations — number of reconciliations will be reduced 3. Execution — Reasonableness Test Procedures a. Trend analysis — our analysis of sales variances will be conducted at a higher level. 12 251-16 EXHIBIT C Sample Procedures for "Complex" Dispensary MMT Audits Phase 1 — Preliminary Risk Assessment Perform risk assessment based on factors such as: - The dispensary's familiarity with MMT requirements - The dispensary's internal control structure - Whether the dispensary has new personnel or substantially changed business processes or systems - Results of previous monitoring reviews, including the extent to which cash receipts and revenues have been audited. Based on risk assessment results, various techniques can be conducted to monitoring dispensaries activities, including desk reviews, on-site reviews, agreed- upon procedures, or more in-depth reviews Phase 2 — Revenue Audit Planning Procedures a. If business is a corporation or limited liability corporation, verify the ownership names at the Secretary of State's website. b. Obtain and review MMT and/or other tax returns filed and document sales patterns. c. Contact the dispensary to schedule an appointment to perform the agreed- upon procedures. d. Provide a copy of the CITY's MMT Ordinance to the dispensary e. Document and confirm contact person's name, date, time, location of appointment and mailing address. 2. Execution — General Procedures a. Perform site visit at the dispensary and document the a) number of cash registers, b) methods of payments accepted, c) products provided, and numbers of employees. b. Document the responses by the dispensary to the Business Operation and Internal Control Survey Questions developed. c. Document the number of MMT returns filed by the dispensary. d. Reconcile MMT returns to Federal returns submitted to Internal Revenue Services. Identify variance. e. Haphazardly select a samples of 3 monthly CBT returns filed by the dispensary and perform analysis and testing. f. Obtain and review bank reconciliation (if available) prepared by the dispensary. Agree balances and reconciliation items to supporting documents. 3. Execution - Reasonableness Test Procedures a. Calculate the ratio of cash sales as a percentage of total sales. Identify months in which cash sales percentage are more than 10% differ from the average. b. Compare the change in monthly sales from the preceding month to the average change for all CITY dispensaries. Identify months in which change in monthly sales are more than 10% differ from the CITY average. c. Select daily or weekly sales worksheet prepared by the dispensary and project monthly sales of the dispensary. Identify months in which projected sales are more than 10% differ from the actual sales. 13 251-17 EXHIBIT D 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 Policy # _ Issued to this endorsement form as a part of Named Insured Countersigned by Authorized Representative 14 251-18 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: SEPTEMBER 20, 2016 TITLE: EXCLUSIVE NEGOTIATION AGREEMENT WITH MA MAY THET NAING TO NEGOTIATE A REAL PROPERTY EXCHANGE {STRATEGIC PLAN NO. 6, 1 D} CITY MAN ER I o *$m Ji I J, I =1 1I CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1't Reading ❑ Ordinance on 20d Reading ❑ implementing Resolution ❑ Set Public Hearing For------- CONTINUED ,_„- CONTINUED TO FILE NUMBER Authorize the City Manager and City Attorney to execute an Exclusive Negotiation Agreement on behalf of the City of Santa Ana with Ma May Thet Naing for period of 180 days from the execution of the agreement, with two, 90 -day extension periods, for purposes of a property exchange of 1416 S. Bristol Street (City) and 1113-1125 S. Standard Street (Naing). DISCUSSION In Fiscal Year 2015-2016 the City was contacted by Vinnie Tran, a representative of Ma May Thet Naing, the owner of 1113-1125 S. Standard Street. The owner expressed an interest in acquiring the property located at 1416 S. Bristol Street with the possibility of offering the Standard Street property in exchange for the desired location. Since the site being offered has the potential to be used as a park, where the surrounding community can benefit, the City is requesting authority to enter into an exclusive negotiation agreement with Ma May Thet Naing to negotiate the terms of the property exchange. The agreement will allow both parties 180 days from the date of execution, with two, 90 -day extension periods, to negotiate. Additionally, since the Bristol property, which is the subject of the proposed exchange, was acquired with Community Development Block Grant (CDBG) funds, the negotiation period is essential to allow the City to determine the fair market value of the property. The negotiation period will also allow the City to engage in due diligence with the U.S. Department of Housing and Urban Development to ensure that the exchange is in compliance with any and all applicable federal regulations. In this agreement, it is understood that neither party is obligated to enter into a real property exchange, but rather that the City and Ma May Thet Naing will proceed in good faith to gather and present information to one another, which, if feasible, will result in agreeable terms and conditions to both parties. The finalized terms and conditions will be presented to City Council in the form of an agreement for approval at a future City Council meeting. 25J-1 Exclusive Negotiation Agreement with Ma May Thet Naing To Negotiate a Real Property Exchange September 20, 2016 Page 2 STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #6 - Community Facilities & Infrastructure, Objective #1 (Establish and maintain a Community Investment Plan for all City assets), Strategy D (Explore create financing options with private property owners amenable to share the costs associated with infrastructure improvements (i.e. assessment districts)). FISCAL IMPACT There is no fiscal impact associated with this action. Gerardo Mouet Executive Director Parks, Recreation and Community Services Agency EXHIBIT: 1. Exclusive Negotiation Agreement 2. Letter of Authorization 25J-2 EXCLUSIVE NEGOTIATION AGREEMENT This Exclusive Negotiation Agreement ("Agreement") is dated August_ 2016, for reference purposes only, and is entered into by and between the CITY OF SANTA ANA, a California charter city in the County of Orange of the State of California ("City") and Ma May Thet Naing ("Naing"), in order to provide a specified period of time to attempt to negotiate a real property exchange. City and Naing are sometimes referred to in this Agreement individually, as a "Party" and, collectively, as the "Parties." This Agreement is entered into by the Parties with reference to the following recited facts (each, a "Recital"): RECITALS WHEREAS, the intent of the Parties in entering into this Agreement is to establish a specific, limited period of time to negotiate regarding a future agreement between them governing the potential exchange of certain real property, subject to mutually agreeable terms, conditions, covenants, restrictions and agreements to be negotiated and documented in a future Agreement; and WHEREAS, the real property owned by the City which is contemplated to be exchanged, is located at 1416 So. Bristol Street, Santa Ana, CA (APN # 109-266-17), depicted on the "Site Map" attached hereto as Exhibit No. 1 (the "City Property"); and WHEREAS, the real property owned by the Naing which is contemplated to be exchanged is located at 1113 to 1125 So. Standard Street, Santa Ana, CA (APN # 011-251.17, - 18, -19, -20, -38 and -39), clepicted on the "Site Map" attached hereto as Exhibit No. 2 (the "Naing Property"); and WHEREAS, the Parties now agree to enter into this Agreement for the propose of further planning and evaluating the feasibility of an exchange of the City Property and the Naing Property (together referred to as the "Properties"); anal WHEREAS, City is willing to enter into a period of exclusive negotiations with Naing concerning the potential exchange of the Properties referenced above, subject to the terms and conditions of this Agreement; NOW, THEREFORE, IN VIEW OF THE GOALS AND OBJECTIVES OF THE PARTIES RELATING TO THE POTENTIAL EXCHANGE OF PROPERTY AND THE COVENANTS AND PROMISES OF THE CITY AND NAING SET FORTH IN THIS AGREEMENT, AND FOR GOOD AND VALUABLE CONSIDERATION, TIIE SUFFICIENCY AND RECEIPT OF WHICH ARE HEREBY ACKNOWLEDGED BY THE PARTIES, THE CITY AND NAING AGREE AS FOLLOWS: 1. Incorporation of Recitals. The Recitals of fact set forth above are true and correct and are incorporated into this Agreement, in their entirety, by this reference. EXHIBIT 1 25J-3 2. Term of Agreement. (a) The rights and duties of the City and Naing established by this Agreement shall commence on the first date on which all of the following have occurred (the "Effective Date"): (1) execution of this Agreement by the authorized representative(s) of Naing and delivery of such executed Agreement to the City, and (2) approval of this Agreement by the City. The City shall deliver a fully executed copy of this Agreement to Naing, within ten (10) calendar days after the governing body of die City has approved this Agreement, and its authorized representatives have executed this Agreement. This Agreement shall continue in effect for the period of one hundred eighty (180) consecutive calendar days immediately following the Effective Date ("Negotiation Period"), subject to Section 2(b). (b) The Negotiation Period may be extended upon the mutual written agreement of the City Manager and Naing for no more than two (2) additional consecutive ninety (90) calendar day periods. Notwithstanding the immediately preceding sentence or any other part of this Agreement, in no event shall the Negotiation Period exceed three hundred sixty (360) consecutive calendar days from the Effective Date. (c) This Agreement shall automatically expire and be of no further force or effect at the end of the Negotiation Period (as may be extended pursuant to the terms of this Agreement). (d) Additionally, either party may terminate this Agreement if the other party should fail to comply with or perform any provisions of this Agreement, or if progress is not being made in negotiations hereunder. (e) Naing and the City understand and agree that neither Party is under any obligation whatsoever to enter into a. real property exchange. In the event of the expiration or earlier termination of this Agreement, either party shall be free to negotiate with any persons or entities with respect to the sale, lease and development of its property. 3. Obligations of Naing and City, During the Negotiation Period, the Parties shall proceed diligently and in good faith to gather and present to each other for review, all of the following: (a) Current appraisals of the Proportics sought to be exchanged: Within the first 30-60 days of the Effective Date of this Agreement, the parties agree to retain The Kiley Company, ELIZABETH M. KILEY, to prepare updated appraisals for the properties that are the subject of the potential exchange. Each party to bear its costs for the appraisal of its property. (b) A policy of title insurance shall be delivered to each other for each other's property's insuring the title of 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 the transferee of the property may later expressly agree to take subject to. EXHIBIT 1 25J-4 (c) Evidence by way of Litigation Guarantee reflecting clear ownership by Naing and City of their respective properties and the absence of liens or encumbrances on the their respective Properties. 4. Negotiation of Property Exchange. During the Negotiation Period, the Parties shall diligently and in good faith negotiate a property exchange among them. The Parties shall generally cooperate with each other and supply such documents and information as may be reasonably requested by the other to facilitate the conduct of the negotiations. The Parties shall exercise reasonable efforts to complete discussions relating to the terms and conditions of a property exchange and such other matters, as may be mutually acceptable to the Parties, in their respective sole discretion. The exact terms and conditions of the property exchange, if any, shall be determined during the course of these negotiations. The obligation to negotiate in good faith requires the respective Parties to communicate with each other with respect to those issues for which agreement has not been reached, and in such communication to follow reasonable negotiation procedures, including meetings, telephone conversations, and correspondence. The Parties understand that final accord on all issues may not be reached. Nothing in this Agreement shall be interpreted or construed to be a representation. or agreement by either the City or Naing that a mutually acceptable property exchange will culminate from negotiations under this Agreement. Nothing in this Agreement shall impose any obligation on either Party to agree to a definitive property exchange in the future. Nothing is this Agreement shall be interpreted or construed to be a guaranty, warranty or representation that any proposed property exchange that may be negotiated by City staff and Naing will be approved by the governing body of the City. Naing acknowledges and agrees that the City's considerations of any property exchange is subject to the sole and absolute discretion of its City Council and all legally required public hearings, public meetings, notices, factual findings and other determinations required by law. City shall not be liable for any real estate commissions or brokerage fees which may arise in connection with the exchange of real property contemplated by this exclusive negotiation agreement. City and Naing represent that they have not engaged a broker, agent or finder in connection with such purposes. Each party agrees to hold harmless the other party from any claim by any broker, agent or finder retained, or claimed to have been retained, by that party. 5. Restrictions Against Change in Ownership, Management and Control of Naing Property and Assignment of Agreement. (a) During the Negotiation Period, no voluntary or involuntary successor -in - interest of Naing shall acquire any rights or powers under this Agreement. (b) Naing shall promptly notify the City in writing of any and all changes whatsoever in the identity of the business entities or individuals either comprising or in control of the Naing Property, as well as any and all changes in the interest or the degree of control of the Naing Property by any such person, of which information Naing is notified or may otherwise have knowledge or information. Upon the occurrence of any significant or material change, whether voluntary or involuntary, in ownership, management or control of the Naing Property (other than such changes occasioned by the death or incapacity of any individual) that has not EXHIBIT 1 25J-5 been approved by the City, prior to the time of such change, the City may terminate this Agreement, without liability to Naing or any other person, by sending written notice of termination to the other Parties, referencing this Section 6(b). 6. Naing Obligations to Review Draft Agreements and Attend Meetings. (a) During the Negotiation Period, the Parties shall diligently review and comment on drafts of a property exchange agreement prepared by the City Attorney, and if the terms and conditions of such an agreement are agreed upon among the City staff and Naing, Naing shall submit the property exchange agreement fully executed by Naing to the City Manager for submission to City Council for review and approval or disapproval Any future property exchange agreement shall consist of terms and conditions acceptable to Naing and the City Council of the City, in their respective sole and absolute discretion. (b) During the Negotiation Period, Naing shall also keep City staff advised on the progress of Naing in performing his obligations under this Agreement and attend meetings, on a regular basis or as requested by City Staff including, without limitation, having one or more of Naing's employees or consultants who are knowledgeable regarding this Agreement and the progress of negotiation of the property exchange agreement, such that such person(s) can meaningfully respond to inquiries from City regarding the progress of the negotiation of the property exchange agreement. 7. Each Party to Pay Own Costs and Expenses. Each party shall bear the costs of her/its own fees or expenses o£ engineers, architects, financial consultants, legal, planning or other consultants or contractors, for any study, analysis, evaluation, report, schedule, estimate, environmental review, planning and/or design activities, drawings, specifications or other activity or matter relating to the potential real property exchange agreement that may be undertaken during the Negotiation Period. Each Party Not To Negotiate With Others. (a) During the Negotiation Period, the City, and its respective staff shall not negotiate with any other person regarding the sale or development of the City Property. The tenon "negotiate," as used in this Agreement, means and refers to engaging in any discussions with a person other than Naing, regardless of how initiated, with respect to that person's acquisition or development of the City Property to the total or partial exclusion of Naing from acquiring the City Property through exchange, without Naing's written consent, subject to the provisions of Section 8(b) and further provided that the City may receive and retain unsolicited offers regarding development of the City Property, but shall not negotiate with the proponent of any such offor during the Negotiation Period. The duty not to negotiate with others, as stated in this paragraph, similarly applies to Naing. (b) Nothing in this Agreement shall limit, prevent, restrict or inhibit the City from providing any information in its possession or control that would Customarily be Sunished to persons requesting information from the City concerning their respective goals, matters of a similar nature relating to development plans or as required by law to be disclosed, upon request or otherwise. EXHIBIT 1 25J-6 9. Acknowledgments and Reservations, (a) The Parties agree that, if this Agreement expires or is terminated for any reason, or a fitture real property exchange is not approved and executed by the Parties, for any reason, none of the Parties shall be under any obligation, nor have any liability to each other or any other person regarding the sale or other disposition of the Properties or the development of the Properties. (b) Naing and City acknowledge and agree that no provision of this Agreement shall be deemed to be an offer by the City or Naing, nor an acceptance by the City or Naing of any offer or proposal from either party to convey any estate or interest in the Properties or to provide any financial or other assistance to each other for the exchange of the Properties. (c) Naing and City acknowledge and agree that Naing and City have not acquired, nor will acquire, by virtue of the terms of this Agreement, any legal or equitable interest in the other's property, (d) Each Party reserves the right to reasonably obtain further information, data and commitments to ascertain the ability and capacity of the other party to enter into a potential exchange of real property. Each party acknowledges that it may be requested to make certain financial disclosures to each other, its staff, legal counsel or other consultants, as part of the financial due diligence investigations relating to the potential exchange of Properties and that any such disclosures may become public records. The City shalt maintain the confidentiality of financial information of Naiirg to the extent allowed by law, as determined by the City Attorney. Notwithstanding the forego'i'ng, if the City receives a request for documents related to this Agreement pursuant to the California Public Records Act (Govt. Code Section 6254 or, seq) or similar statute, and the City determines that the City has responsive documents, the City shall provide Naing notice not less than three business (3) days prior to releasing the responsive documents to the requesting party. During this three business (3) day period Naing may seek a court order prohibiting the release of the documents. Any litigation or costs associated with protecting documents from disclosure shall be borne solely by Naing. 10. Nondiscrimination. Each Party shall not discriminate against any person, or group of persons on account of race, color, creed, religion, sex, marital status, handicap, national origin or ancestry in undertaking his obligations under this Agreement. 11. Default. (a) Failure or delay by any Party to perform any material term or provision of this Agreement shall constitute a default under this Agreement, If the Party who is claimed to be in default by another Patry cures, corrects or remedics the alleged default within fifteen (15) calendar days after receipt of written notice specifying such default, such Party shall not be in default under this Agreement. The notice and cure period provided in the immediately preceding sentence shall not, under any circumstances, extend the Negotiation Period. If" there are less than fifteen (15) days remaining in the Negotiation Period, the cure period allowed pursuant to this Section 11(a) shall be automatically reduced to the number of days remaining in the Negotiation Period, EXHIBIT 1 25J-7 (b) The Party claiming that a default has occurred shall give written notice of default to the Party claimed to be in default, specifying the alleged default, Delay in giving such notice shall not constitute a waiver of any default nor shall it change the time of default, However, the injured Party shall have no right to exercise any remedy for a default under this Agreement, without first delivering written notice of the default, (c) Any failure or delay by a Party in asserting any of its rights or remedies as to any default shall not operate as a waiver of any default or of any rights or remedies associated with a default. (d) Subject to section 2 (d), if a. default of any Party remains uncured for more than fifteen (15) calendar clays following receipt of written notice of such default, a "breach" of this Agreement by the defaulting Party shall be deemed to have occurred. In the event of a breach of this Agreement, the sole and exclusive remedy of the Party who is not in default shall be to terminate this Agreement by serving written notice of termination on the Party in breach. 12. Press Releases, Each Party agrees to obtain the approval of the other Party before malting any press releases relating to the real property exchange or negotiation of a property exchange with the other Party prior to publication. 13. Notice. All notices required trader this Agreement shall be presented (A) in person, (B) by a reputable same-day or overnight delivery service, or (C) facsimile and confirmed by first class certified or registered United States Mail, with return receipt requested, to the address and/or fax number for the Party set forth in this Section. Notice shall be deemed confirmed by United States Mail effective the third (3rd) business day after deposit with the United States Postal Service. Notice by personal service or reputable same-day or overnight delivery service shall be effective upon delivery. Either Party may change its address for receipt of notices by notifying the other Parties in writing. Delivery of notices to courtesy copy recipients shall not be required for valid notice to a Party. If to City, to: and, City Manager City of Santa Ana 20 Civic Center Plaza M-31 P.Q. Box 1988 Santa Ana, California 92701 telefacsimile (714) 647-6954 City Attorney City of Santa Ana 20 Civic Center Plaza M-29 P.Q. Box 1988 Santa Ana, California 92701 telefacsimile (714) 647-6515 25J-8 If to Naing, to: Ma May Thet Naing 466 W. Norman Ave. Arcadia, California 91007 telefacsimile (626) 786-9696 14. Warranty Against Payment of Consideration for Agreement. Each Party warrants that it has not paid or given, and will not pay or give, any third party any money or other consideration for obtaining this Agreement. Third parties, for the purposes of this Section 14, shall not include persons to whom fees are paid for professional services, if rendered by attorneys, financial consultants, accountants, engineers, architects and other consultants, when such fees are considered necessary by each Party, 15. Acceptance of Agreement by Naing. Naing shall acknowledge its acceptance of this Agreement by delivering to the City three (3) original counterpart executed copies of this Agreement each signed by Naing. 16. Counterpart Originals. This Agreemcnt may be executed by the Parties in multiple counterpart originals, all of which together shall constitute a single agreement. 17. No Third -Party Beneficiaries. Nothing in this Agreement is intended to benefit any person or entity other than the Parties. 18. Governing Law, The Parties acknowledge and agree that this Agreement was negotiated, entered into and is to be fully performed in the City of Santa Ana, California. The Parties agree that this Agreement shall be governed by, interpreted under, and construed and enforced in accordance with the laws of the State of California, without application of such laws' conflicts of laws principles. 19. Waivers. No waiver of any breach of any term or condition contained in this Agreement shall be deemed a waiver of any preceding or succeeding breach of such term or condition, or of any other term or condition contained in this Agreement. No extension of the time for performance of any obligation or act, no waiver of any tern or condition of this Agreement, nor any modification of this Agreement shall be enforceable against a Party, unless made in writing and executed by the Parties. 20. Construction. Headings at the beginning of each section and sub -section of this Agreement are solely for the convenience of reference of the Parties and are not a part of this Agreement. Whenever required by the context of this Agreement, the singular shall include the plural and the masculine shall include the feminine and vice versa. This Agreement shall not be construed as if it had been prepared by one Party, but rather as if the Parties cooperated equally in preparing this Agreemcnt. Unless otherwise indicated, all references to sections are to this Agreement. All exhibits referred to in this Agreement are attached to this Agreement and incorporated into this Agreement by this reference. If the date on which a Party is required to take any action pursuant to the terms of this Agreement is not a business day of. the City, the action shall be taken on the next succeeding business day of the City. EXHIBIT 1 25J-9 21. Attorneys' Fees. With the exception of termination of the Agreement pursuant to Section 2(d) and 11(,d), if a Party hereto files any action or brings any action or proceeding against another Party arising out of this Agreement, then the prevailing Party shall be entitled to recover as an element of its costs of suit, and not as damages, its reasonable attorneys' fees as fixed by the court, in such action or proceeding or in a separate action or proceeding brought to recover such attorneys' fees. For the purposes hereof the words "reasonable attorneys' fees" mean and include, in the case of the City, salaries (or fees) and expenses of the lawyers employed by the City (allocated on an hourly basis) who may provide legal services in connection with the representation of the City in any such matter. 22. Enforced Delay. No party shall be deemed in default of its obligations under this Agreement where a delay or default is due to an act of God, natural disaster, accident, breakage or failure of equipment, enactment of conflicting federal or state laws or regulations, third -party litigation, administrative action including, strikes, lockouts or other labor disturbances or disputes of any character, interruption of services by suppliers thereof, unavailability of materials or labor, unforeseeable and severe economic conditions, rationing or restrictions on the use of utilities or public transportation whether due to energy shortages or other causes, war, civil disobedience, riot, or by any other severe and unforeseeable occurrence that is beyond the cmLhnl of that party (collectively, "Enforced Delay"), Performance by a party of its obligations shall be excused during, and extended for a period of time equal to, the period (on a day -for -day basis) for which the cause of such Enforced ,Delay is in effect. [Signatures on following page] EXHIBIT 1 25J-10 IN WITNESS WHEREOF, the Parties have executed this Exclusive Negotiation Agreement on the dates indicated next to each of the signatures of their authorized representatives, as appear below. 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 Jos doval i AssistanC City Attorney MA MAY THET NAING Ma MayThet Naing Tax ID #607-17-1127 EXHIBIT 1 25J-11 EXHIBIT " I" [City Property] EXHIBIT 1 25J-12 a v 1305 130 1309 1310 1313 131 1317 131 1321 132 1325 132 m a � a 1305 1309 N 1313 0 1319 O A ^ 1321 1325 W WILSHIRE AV 130 1305 131 c~i1 1300 Z 131 Q 1313 z W 131 CL 1317 W 132 = 1321 w 132 1325 W ELDER AV 1317 1 APN - 109-266-17 (Exhibit NO. 1) EXHIBIT 1 25J-13 1301 130 1305 130 1309 131 1313 131- 1317 1311 1321 132: 1325 132E hz I Z 1329 133C 1333 1334 1337 W BORCHARD d AV 1342 ♦- 1343 0 1401 140 135 Q 1401 1401 - J O 1405 0 1405 140 1405 1413 141 1416 W 1417 141 1421 142 1425 142 fC 1429 143 141 1409 >1409 C10 UC^ u1 J L18 ^a F OC O y1 1" N Q p d w M m w 1442 M11'4 144 1415 141 1415 1419 141 1419 2 1423 142 1423 N 1427 142 1427 1431 143 M W EDINGER AV APN - 109-266-17 (Exhibit NO. 1) EXHIBIT 1 25J-13 1301 130 1305 130 1309 131 1313 131- 1317 1311 1321 132: 1325 132E 1329 133C 1333 1334 1337 1338 d 1341 1342 ? J 1343 134 ® Z 1349 135 Q 1401 140 1405 140 1409 141 1413 141 1417 141 1421 142 1425 142 1429 143 1433 143 1437 143 1441 144 EXHIBIT "2" [Naing Property] EXHIBIT 1 25J-14 F- M a u V) E BEVERLY PL 1109 O tl E RUSSELL AV 1114 a 1117 Q 'tl' m 1121 N m M M � m M W a W aW CO 11� W YI W N m 931 Q 24124 d "I 937 N M M d C O �M(I 4h9 m ' m 93 m 01 M M1 e� aN 6yf M h WN W W W W OJ W � E BEVERLY PL E NORMANDY PL 1109 O tl E RUSSELL AV 1114 a 1117 Q 'tl' m 1121 N m tm+f W M W rym� W V W am OJ �D W 100 1015 Q 24124 d 102 N N M M d C O �M(I 4h9 m ' m W m m m m m m m W E NORMANDY PL E HARWOOD PL 1109 O tl E RUSSELL AV 1114 a 1117 Q 'tl' m 1121 N m tm+f W M W rym� W V W am OJ �D W Nm ro Q 24124 d 102 N N M M d C O �M(I 4h9 m ' m m m W m W m W m m E HARWOOD PL 1-- 112271 0 'f E OXFORD ST C7 0 o � W 1245 W H 927 931 935 939 1001 1005 1013 1011 1021 1025 L 1029 1101 1105 1109 O tl E RUSSELL AV 1114 a 1117 Q Z 1121 112 N 1125 - LA E MCFADDEN AV Q 24124 d V 1-- 112271 0 'f E OXFORD ST C7 0 o � W 1245 W H 927 931 935 939 1001 1005 1013 1011 1021 1025 L 1029 1101 1105 lzoe I �I�� 924 923 928 927 932 931 930 935 940 939 100 1001 100 1005 101 1009 101 1013 F 1018 w 1017 102 Z 1021 02 1025 N 103 1029 NO2 1101 1106 1105 1110 1109 1114 1113 1118 1117 i 1122 1121 1126 1125 AP'N - 011-251-17,-18,-19,-20,-38,-39 (Exhibit N®. 2) 2049' m 1109 1113 1114 a 1117 Q Z 1121 112 N 1125 - LA E MCFADDEN AV lzoe I �I�� 924 923 928 927 932 931 930 935 940 939 100 1001 100 1005 101 1009 101 1013 F 1018 w 1017 102 Z 1021 02 1025 N 103 1029 NO2 1101 1106 1105 1110 1109 1114 1113 1118 1117 i 1122 1121 1126 1125 AP'N - 011-251-17,-18,-19,-20,-38,-39 (Exhibit N®. 2) 2049' m 25J-16 Letter of Authorization August 21, 2016 City of Santa Ana 20 Civic Center Plaza M-31 Santa Ana, Ca 92701 Attn: Mr. David Cavazos City Manager Ref.: Real Property Exchange Dear Mr, Cavazos, 1, Ma May Thet Naing, owner of real property located at 1113 to 1325 Standard Street, Santa Ana, Ca. (APN # 011-251.17.18-19.2038-39). I hereby authorize Mr. Vinnie Tran and Mr. George Kong to discuss with you and your staffs on the Real Property Exchange of my property as mentioned above, to the city Property located at 1416 So. Bristol Street, Santa Ana, Ca (APN 11 109-266-17). 1 can be available to meet /discuss when needed during the process of this entitlement. My contact info. Is 626.786-9696, email: mavvallevdentaic@vahoo.com. We look forward to working with you of closing this property exchange successfully. Respectfully Sub ' ed, Ma May T Cet Nai het Namg Exhibit 2 25J-17 25J-18 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: SEPTEMBER 20, 2016 TITLE: BIENNIAL REVIEW OF CONFLICT OF INTEREST CODE POLICY, LIST OF DESIGNATED CLASSIFICATIONS REQUIRED TO FILE ANNUAL DISCLOSURE FORM (STATEMENT OF ECONOMIC INTERESTS FORM) (STRATEGIC PLAN NO. 5, 1) 1[101Yi'LLTJ Ic10/TA14 RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1®t Reading ® Ordinance on 2n8 Reeding [] Implementing Resolution ❑ Set Public Wearing For CONTINUED TO FILE NUMBER Adopt a resolution amending the City of Santa Ana's Conflict of Interest Code Policy. DISCUSSION The California State Government Code specifies that local agencies must review their Conflict of Interest Codes each even -numbered year. Changes to the codes must be adopted by the City Council as the code reviewing body for City agencies and departments. Pursuant to State requirements, each agency in the City of Santa Ana has reviewed the classifications in their department and proposed the changes as reflected in the attached resolution. The recommendations include the addition of new classifications added to the City's budget and deletion of positions removed from the budget or whose duties have changed and no longer include making or participating in governmental decisions. The following changes to the Conflict of Interest Code list of designated filers are recommended: POSITIONS ADDED: Department and Classification: PUBLIC WORKS AGENCY Assistant Public Works Maintenance Manager PLANNING AND BUILDING AGENCY Building Technician Administrative Services Manager 55A-1 Disclosure Category u 6 1 Biennial Review of Conflict of Interest Policy September 20, 2016 Page 2 Department and Classification: Disclosure Category Code Enforcement Manager 1 Code Enforcement Principal 2,6 Code Enforcement Supervisor 2,6 Code Enforcement Officer 6 Code Enforcement Associate 6 Management Intern 2, 6, 7 Senior Community Planner 2,7 Planning Assistant 1 2, 6, 7 Plan Examiner 2, 6, 7 PARKS, RECREATION AND COMMUNITY SERVICES Board of Parks and Recreation COMMUNITY DEVELOPMENT AGENCY Arts and Culture Commission INFORMATION AND TECHNOLOGY DEPARTMENT Chief Technology Innovations Officer Information Services and Network Manager FINANCE AND MANAGEMENT SERVICES Budget Supervisor 1 Facilities and Fleet Maintenance Manager 3,5 Principal Management Analyst 4 Senior Budget Analyst 4 Stores & City Yard Property Specialist 3 Supervising Accountant 1 Treasury and Customer Services Manager 1 CLERK OF THE COUNCIL Assistant Clerk of the Council 55A-2 Biennial Review of Conflict of Interest Policy September 20, 2016 Page 3 POSITIONS DELETED: Department and Classification: Disclosure Category PUBLIC WORKS AGENCY Senior Transportation Analyst 2, 5, 7 Transit Program Manager 1 PLANNING AND BUILDING AGENCY Assistant Director of Planning and Building Building Inspector Community Preservation Coordinator Community Preservation Manager Community Preservation Inspector Community Preservation Technician Deputy Building Official (New Construction) Deputy Building Official (Plan Check) Electrical Inspector Electrical Plan Checker Landscape Development Associate Management Analyst Part -Time Deputy Building Official (Plan Check) Plumbing Inspector Plumbing Mechanical Inspector Principal Plan Check Engineer Senior Building Inspector Senior Community Preservation Inspector Senior Electrical Inspector Senior Management Analyst Senior Plumbing Inspector Supervisory of Inspections COMMUNITY DEVELOPMENT AGENCY Community District Manager 1 Employment Services Fiscal Specialist 4 Housing Authority Coordinator 2,4 Housing Programs Coordinator 2,4 Housing and Project Management Consultant 2,4 Management Aide 2 Management Analyst 2,4 Senior Management Assistant 2,4 55A-3 Biennial Review of Conflict of Interest Policy September 20, 2016 Page 4 Department and Classification: FINANCE AND MANAGEMENT SERVICES Disclosure Category Administrative Services Manager 1 Budget and Research Manager 1 Business Tax Collector / Inspector 1 Corporate Yard Facilities / Fleet Services Mgr 3 Facilities Maintenance Superintendent 3, Information Services Manager 3 Revenue Supervisor 1 Storekeeper Treasury Manager STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #5 Community Health, Livability Engagement & Sustainability, Objective #1 (Establish a comprehensive community engagement Initiative to expand access to information and create opportunities for stakeholders to play an active role in discussing public policy and setting priorities). FISCAL IMPACT There is no fiscal impact associated with this action. Maria D. Huizar Clerk of the Council Attachment: Resolution 55A-4 RESOLUTION NO. 2016 -XXX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AMENDING THE CONFLICT OF INTEREST CODES OF CERTAIN CITY AGENCIES AND DEPARTMENTS BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS Section 1. The City Council of the City of Santa Ana hereby finds determines and declares as follows: A The various offices, agencies, and departments of the City of Santa Ana have maintained Conflict of Interest Codes pursuant to the Political Reform Act of 1974 (California Government Code sections 81000 et seq.) since the enactment of that law. B The last comprehensive revision of the Conflict of Interest Code of the various offices, agencies, and departments of the City is set forth in City Council Resolution No. 2014-059 adopted September 16, 2014, C Certain agencies and departments of the City now desire to amend the list of designated employees in the Conflict of Interest Code set forth in Resolution No. 2014-059. Section 2. The persons holding designated positions defined in Exhibit A attached to and made part of this resolution shall file statements of economic interest pursuant to the requirements of the City's Conflict of Interest Code. Section 3. The disclosure categories as defined in Exhibit B are attached to and made a part of this resolution. Section 4. This resolution shall supersede and replace Resolution No. 2014- 059. Section 5. This Resolution shall take effect immediately upon its adoption by the City Council, and the Clerk of the Council shall attest to and certify the vote adopting this Resolution. 55A-5 ADOPTED this day of APPROVED AS TO FORM: By t ` - So is R. Carvalho , ity Attorney AYES: NOES: ABSTAIN: NOT PRESENT: Councilmembers: Councilmembers: Councilmembers: Councilmembers: 2016. Miguel A. Pul Mayor 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: y Maria D. Huizar, Clerk of the Council This Conflict of Interest Code is adopted for the City of Santa Ana California pursuant to the Political Reform Act of 1974 (California Government Code, Sections 81000, et seq.). It consists of the model code set forth in 2 California Code of Regulations §18730 of the Fair Political Practices Commission, incorporated herein by reference, together with the following Appendix: DESIGNATED EMPLOYEES / FILERS DISCLOSURE CATEGORY Elected Officials Mayor 1 Councilmembers 1 Successor Agency Members City Manager EXHIBIT A rwA CITY OF SANTA ANA I! CONFLICT OF INTEREST CODE Deputy City Manager DESIGNATED POSITIONS Strategic Communications Manager 2016.2018 This Conflict of Interest Code is adopted for the City of Santa Ana California pursuant to the Political Reform Act of 1974 (California Government Code, Sections 81000, et seq.). It consists of the model code set forth in 2 California Code of Regulations §18730 of the Fair Political Practices Commission, incorporated herein by reference, together with the following Appendix: DESIGNATED EMPLOYEES / FILERS DISCLOSURE CATEGORY Elected Officials Mayor 1 Councilmembers 1 Successor Agency Members City Manager City Manager 1 1 Assistant to the City Manager 1 Deputy City Manager 1 Strategic Communications Manager 1 Special Assistant to the City Manager 1 Senior Management Assistant 1 Consultants 2 1 Contract Planning Consultants 7 Contract Plan Check Services 7 Program Transit Consultant Manager 2, 5 Clerk of the Council Clerk of the Council Assistant Clerk of the Council Citv Attorne City Attorney 1 1 Chief Assistant City Attorney 1 Senior Legal Management Assistant 4 Senior Assistant City Attorney 1 Assistant City Attorney 1 55A-7 DESIGNATED EMPLOYEES / FILERS DISCLOSURE CATEGORY Deputy City Attorney 1 Communitv Development Aaenc Executive Director of Community Development 1 Community Development Analyst 2,4 Downtown Development Liaison 1 Economic Development Specialist II 2,4 Economic Development Specialist II 2,4 Economic Development Specialist III 2,4 Housing Authority Analyst 2,4 Housing Authority Operations Supervisor 4 Housing Division Manager 1 Housing Programs Analyst 2,4 Housing Specialist 1 2,6 Housing Specialist II 2,6 Loan Specialist 2 Neighborhood Improvement Project Specialist 2,4 Residential Construction Specialist 2, 5 Senior Community Development Analyst 2,4 Senior Housing Specialist 2 Senior Management Analyst 2,4 Senior Residential Construction Specialist 2, 5 Workforce Specialist III 2,4 Workforce Specialist IV 2,4 Finance Manaaement Services Aqenc Executive Director 1 1 Accounting Manager 1 Assistant Director of Finance Management Services 1 Budget Supervisor 1 Buyer 3, 5, 7 Central Services Supervisor 3 Facilities and Fleet Maintenance Manager 3,5 Fleet Equipment Supervisor 3 Principal Management Analyst 4 Senior Budget Analyst 4 Senior Management Analyst 4 Stores & City Yard Property Specialist 3 Supervising Accountant 1 Supervising Buyer 3, 5, 7 Treasury and Customer Services Manager 1 y • DESIGNATED EMPLOYEES / FILERS DISCLOSURE CATEGORY Treasury Services Supervisor 1 Information Technology Department Chief Technology Innovations Officer 1 Information Services and Network Manager 1 Parks Recreation and Communitv Services Executive Director 1 Administrative Services Manager 1 Community Services Manager 4, 5, 7 Senior Management Analyst 1 Zoo Manager 4, 6,7 Personnel Services Department Executive Director 1 Assistant Director of Personnel Services 1 Benefits & Compensation Supervisor 1 Worker's Compensation Supervisor 4 Plannina and Buildina Aaenc Executive Director 1 Administrative Services Manager 1 Assistant Plan Check Engineer 1 2,7 Assistant Plan Check Engineer II 2,7 Assistant Planner 1 2,6,7' Assistant Planner 11 2, 6, 7* Associate Plan Check Engineer 2,7 Associate Planner 2,6,7- ,6,7*Building BuildingSafety Manager 1 Building Technician 6 Code Enforcement Associate 6 Code Enforcement Manager 1 Code Enforcement Officer 6 Code Enforcement Principal 2,6, Code Enforcement Supervisor 2,6 Combination Building Inspector 6 Management Aide 2, Management Intern 2, 6, 7 Part-time Associate Planner 2, 6, 7 Part-time Combination Building Inspector 6 55A-9 DESIGNATED EMPLOYEES / FILERS DISCLOSURE Administrative and Enterprise Services Manager CATEGORY Part-time Permit Technician 6 Part-time Planning Technician 2, 6, 7 Part-time Plans Examiner 1 2,7 Part-time Plans Examiner II 2,7 Part-time Senior Planner 2, 6, 7 Permit Services Processor 6 Permit Services Supervisor 2, 6, 7** Permit Services Technician 6 Plan Examiner 2, 6, 7 Planning Assistant 1 2, 6, 7 Planning Manager 1 Planning Technician 2, 6, 7 Principal Planner 2, 6, 7*" Senior Accounting Assistant 4 Senior Combination Building Inspector 6 Senior Community Planner 2,67 Senior Community Planner 1 Senior Electrical Systems Specialist 2, 6 `** Senior Plan Check Engineer 2,7 Senior Planner 2, 6, 7 "** Senior Plumbing / Mechanical Systems Specialist 2, 6 *** Police Department Police Chief 1 Jail Administrator 1 Police Administrative Manager 1 Police Captain / Commander 1 Police Communications Manager 4 Police Lieutenant 1 Police Systems and Communications Manager 1 Public Works Acienc Executive Director 1 Administrative and Enterprise Services Manager 1 Assistant Public Works Maintenance Manager 1 City Engineer 1 Construction Inspector 1 5 Construction Inspector II 5 Contract Administrator 5 Deputy City Engineer 2, 4, 5, 7 Principal Civil Engineer 2, 5, 7 Projects Manager 1 55A-10 DESIGNATED EMPLOYEES / FILERS DISCLOSURE CATEGORY Public Works Maintenance Manager 1 Senior Civil Engineer 2, 5, 7 Senior Engineer 2, 5, 7 Water Resources Manager 1 Board / Commission Members Arts and Culture Commission 1 Board of Parks and Recreation Members 1 Community Redevelopment & Housing Commission Members 1 Environmental / Transportation Advisory Committee Members 1 Historic Resources Commission Members 1 Personnel Board Members 1 Planning Commission Members' 1* Workforce Development Board Members 1 Oversight Committee Members 1 Others Successor Agency Members 1 Housing Authority Member 1 Countywide Public Financing Authority Members 1 1 The Mayor, City Council, City Manager, City Attorney, Executive Director of Finance Management Services Agency, and Planning Commissioners file Economic, Disclosure Form 700 with the Fair Political Practices Commission per Government Code Section 87200. 2 City Consultants shall be included when the City Manager determines in writing that a particular consultant is hired to perform duties that would constitute a "designated position". Such written determination shall include a description of the consultant's duties and, based upon the description, a statement of the extent of disclosure requirements. The determination by the City Manager is a public record and shall be retained for public inspection in the same manner and location as this conflict of interest code. 55A-11 Exhibit '8 CITY OF SANTA ANA CONFLICT OF INTEREST CODE DISCLOSURE CATEGORIES Required filers must review Form 700 Schedules and complete forms as mandated by the specific Disclosure Category designated. Disclosure Category 1: Full Disclosure Persons in this category shall disclose all applicable investments, business positions, income, any interests in real property located in the City or within a two-mile radius outside of the City limits, and, any interests in property owned or used by the City. Disclosure Category 2: Decision Making Authority Affecting Real Property Persons in this category shall disclose all applicable investments, business positions, and income, including loans and gifts, from sources which engage in land development, construction, or the acquisition or sale of real property; also reportable are all interests in real property located in the City and within a two-mile radius outside of the City limits or of any property owned or used by the City. Disclosure Category 3: City-wide Purchasing Responsibilities Persons in this category shall disclose applicable investments, business positions, and income, including loans and gifts, from sources which provide services, supplies, materials, machinery, or equipment of the type utilized by the City Disclosure Category 4: Department/Division Purchasing Responsibilities Persons in this category shall disclose all applicable investments, business positions, and income, including loans and gifts, from sources which provide services, supplies materials, machinery, or equipment of the type utilized by the designated employee s agency, department, or division. Disclosure Category S: Public Works/Construction Projects Responsibilities Persons in this category shall disclose all interests in and income from businesses engaged in construction, landscaping, street repair, traffic signal installation or modification or the supply of materials for any of the above. Disclosure Category 6: Regulatory Power Persons in this category shall disclose all applicable investments, business positions, and income, including loans and gifts, from any source which is subject to the regulatory, permit, or licensing authority of the designated employee's agency, department, or division. Disclosure Category 7: Planning and Engineering Persons in this category shall disclose all applicable investment, business positions, and income, including loans and gifts, from any source engaged in engineering, planning, and design services. 55A-12 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: SEPTEMBER 20, 2016 TITLE: PUBLIC HEARING — RESOLUTION TO AUTHORIZE NEGOTIATION FOR THE SALE OF CITY -OWNED REAL PROPERTY AT 2129 NORTH MAIN STREET (STRATEGIC PLAN NO. 3,5A) CITY MANAGItR RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: _95 0_ ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 a Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO AIS:111 ill�:l 1. Adopt a resolution authorizing direct negotiation for the sale of City -owned property at 2129 North Main Street without the need for public auction or competitive bidding, as permitted by Section 2-709 of the Santa Ana Municipal code upon 2/3 vote of the City Council. 2. Authorize the City Manager and Clerk of the Council to execute the attached Exclusive Negotiation Agreement (ENA) with Net Development Co. and accept a "good faith" deposit of $90,000 for the purpose of developing a hotel on the site, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION As part of the City's Strategic Plan Economic Development goal to "identify and market underutilized properties (city and non -city owned) for new development", City staff provided a bus tour to over 55 local brokers and developers highlighting potential development opportunity sites in July 2015. One of the sites identified as underutilized was the City -owned parcel at 2129 North Main Street that is currently being used as a parking lot (Exhibit 1). In September 2015, the City was approached by Net Development Co. to construct a new hotel at this site. Under the Santa Ana Municipal Code (SAMC) Section 2-706, surplus real property may be sold (after authorization by the Council) only to the highest bidder, subject to final confirmation by the Council and with notice of the sale given by newspaper publication. SAMC Section 2-709, however, provides an exemption to this procedure and permits a sale on direct negotiations without the need for public auction or competitive bidding, upon 2/3 vote of the City Council after a duly noticed public hearing. 75A-1 Resolution -Authorize Negotiation for the Sale of City -Owned Property — 2129 N. Main Street September 20, 2016 Page 2 Staff recommends authorization to execute an Exclusive Negotiation Agreement with Net Development Co. to begin direct negotiation to ensure a high quality hotel is developed in a timely manner (Exhibit 2). The development of a hotel at this location will add a public benefit through the increase of Hotel Visitor Taxes (HVT). This increase will help fund local services such as infrastructure improvements, new public parks, environmental preservation, and increases in public safety for residents of Santa Ana. Upon approval and execution of the ENA by Council, staff will present a Disposition and Development Agreement to City Council for approval at a future Council meeting. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #3 - Economic Development, Objective #5, (Leverage private investment that results in tax base expansion and job creation citywide), Strategy A (Identify and market underutilized properties [city and non -city owned] for new development that will create new jobs and expand the City's tax base). FISCAL IMPACT Upon execution of the Exclusive Negotiation Agreement, Net Development Co. will pay the City a "good faith" deposit in the amount of $90,000 into account no. 01101001-21671. These funds will be transferred to escrow upon execution of a Purchase and Sale Agreement and credited against the purchase price. APPROVED AS TO FUNDS AND ACCOUNT: l Hassan Ha ani, AICP Francisco Gutierrez Executive Director Executive Director Planning and Building Agency Finance and Management Services Agency HH:MM:rb Rb\reports\092016 Resolution and ENA 2129 N Main Exhibits: 1. Location Map 2. Exclusive Negotiation Agreement 3. Resolution 75A-2 Street and the Santa Ana (interstate 5) Freeway onramp. within the City of Santa Ana. See additional photographs in the Addenda Section. APPARENT VESTEE City of Santa Ana Mailing address: P, O. Box 1 ia88 Santa Ana, California 92702 PROPERTY ADDRESS: 2129 North Main Street Santa Ana, California LEGAL_ DESCRIPTION: Portion of Lots 3 through 6, and 9 through 12, Phelp's Subdivision of a portion of the Dencot Tract, per map recorded in 'Book 1. Page 95 of Miscellaneous Maps, in the office of the County Recorder, Count of Orange. California, plus portion of adjacent vacated public alley. EXHIBIT 1 75A-3 75A-4 EXCLUSIVE NEGOTIATION AGREEMENT This Exclusive Negotiation Agreement ("Agreement") is dated 2016, for reference purposes only, and is entered into by and among (1) the CITY OF SANTA ANA, a California charter city in the County of Orange of the State of California ("City"), (2) NET DEVELOPMENT CO., INC., a, California corporation ("Developer"), in order to provide a specified period of time to attempt to negotiate a disposition and development agreement ("DDA"). City and Developer are sometimes referred to in this Agreement individually, as a "Party" and, collectively, as the "Parties." This Agreement is entered into by the Parties with reference to the following recited. facts (each, a "Recital"): RECITALS WHEREAS, the intent of the Parties in entering into this Agreement is to establish a specific, limited period of time to negotiate regarding a future agreement among them governing the potential acquisition and development of certain real property, subject to mutually agreeable terms, conditions, covenants, restrictions and agreements to be negotiated and documented in a future DDA; and WHEREAS, the property contemplated is located at 2129 Main Street, Santa Ana, CA (APNs 003-113-80 & 003-113-81) (the Property); and WHEREAS, City owns the Property; and WHEREAS, the Property is more particularly described in the legal description attached to this Agreement as Exhibit "A" (hereinafter, collectively, the "Property") and incorporated into this Agreement by this reference; and WHEREAS, Developer proposes to develop a hotel an the Property, as more particularly described in Exhibit "B" attached to this Agreement ("Project"); and WHEREAS, the Parties propose to conduct negotiations in order to produce a DDA in accordance with the timeline and milestones attached to this Agreement as Exhibit "C"; and WHEREAS, the Parties now agree to enter into this Agreement for the purpose of further planning and evaluating the feasibility of the proposed Project; and WHEREAS, the Developer has Tepresented its willingness and ability to undertake certain studies, plans and other activities necessary to define the scope of development and detemline the feasibility of the Project on the Property and that such plans and other information to be prepared during the course of this Agreement shall serve as the basis for entering into a DDA anong City and Developer, and WHEREAS, City is willing to enter into a period. of exclusive negotiations with Developer concerning Developer's potential development of the Project, subject to the terms and conditions of this Agreement; 75A-5 NOW, THEREFORE, IN VIEW OF THE GOALS AND OBJECTIVES OF THE PARTIES RELATING TO THE PROJECT AND THE COVENANTS AND PROMISES OF THE CITY AND THE DEVELOPER SET FORTH IN THIS AGREEMENT, AND FOR GOOD AND VALUABLE CONSIDERATION, THE SUFFICIENCY AND RECEIPT OF WHICH ARE HEREBY ACKNOWLEDGED BY THE PARTIES. THE CITY AND THE DEVELOPER AGREE AS FOLLOWS; I. Incorporation of Recitals. The Recitals of fact set forth above are true and correct andare incorporated into this Agreement, in their entirety, by this reference. 2. Deposits. Concurrent with the Developer's execution of this Agreement, the Developer shall pay to the City a deposit in the amount of Ninety Thousand Dollars ($90,000) in immediately available fimds ("Initial Deposit") to ensure that the Developer will proceed diligently and in good faith to fulfill its obligations under this Agreement during the Negotiation Period (as defined in Section 3(a), as part of the consideration for the City's agreement not to negotiate with other persons during the Negotiation Period, and to defray certain costs of the City in pursuing the contemplated negotiations with the Developer during the Negotiation Period, pursuant to this Agreement. City shall draw down against the Initial Deposit for all out of pocket staff and third party costs incurred related to the Project and negotiation of a DDA. Any amount of the Initial Deposit remaining at the conclusion of the Negotiation Period shall be transferred to escrow upon the execution of a Purchase and Sale Agreement and credited against the purchase price thereunder. City shall provide Developer with copies of invoices and such backup information as is reasonably requested by Developer regarding the use of the Initial Deposit on a quarterly calendar basis as the initial Deposit is utilized. Upon each extension of the Negotiation Period occurring pursuant to the provisions of Section 3(b), if any, the Developer shall not be required to make any additional deposit. However, if, at any time the Initial Deposit held by the City is less than Five Thousand Dollars ($5000), Developer shall make an additional Deposit of Twenty Thousand Dollars ($20,000) ("Additional Deposit"). The Additional Deposit amount shall be subject to the provision above applicable to the Initial Deposit. 3. Term of Agreement. (a) The rights and duties of the City, and the Developer established by this Agreement shall commence on the first date on which all of the following have occurred (the "Effective Date"): (1) execution of this Agreement by the authorized representative(s) of the Developer and delivery of such executed Agreement to the City, (2) payment of the Initial Deposit to the City by the Developer, in accordance with Section 2(a), and (3) approval of this Agreement by the City's execution of this Agreement by their respective authorized representatives and delivery of such executed Agreement to the Developer. The City shall each deliver a fully executed counterpart original of this Agreement to the Developer, within ten (10) calendar days after the governing bodies of the City have approved this Agreement, and their authorized representatives have executed this Agreement. This Agreement shall continue in -2- 75A-6 effect for the period of one hundred eighty (180) consecutive calendar days immediately following the Effective Date ("Negotiation Period"), subject to the limitations of Sections 3(b). (b) The Negotiation Period may be extended upon the mutual written agreement of the City Manager and the Developer for no more than two (2) additional consecutive ninety (90) calendar day periods. Notwithstanding the immediately preceding sentence or any other part of this Agreement, in no event shall the Negotiation Period exceed three hundred sixty (360) consecutive calendar days from the Effective Date. (c) This Agreement shall automatically expire and be of no further force or effect at the end of the Negotiation Period (as may be extended pursuant to the terms of this Agreement), unless, prior to that time, the City and the Developer approve and execute a separate DDA acceptable to the two Parties, in their respective sole and absolute discretion, in which case this Agreement will terminate on the effective date of such DDA. 4. Obligations of Developer. During the Negotiation Period, the Developer shall proceed diligently and in good faith to develop and present to City staff for review, all of the following: (a) A complete development application, together with the payment of all applicable review fees for the Project on the Property that describes and depicts: (1) the location and placement of proposed buildings and (2) the architecture and elevations of the proposed buildings; (b) Proposed zoning change or changes to the City's General Plan, if any, necessary to accommodate the Project on the Property; (c) A written commitment from an agent of a recognized hotel chain which written commitment must reflect the exact class and quality of the hotel brand; A proposed time schedule and cost estimates for the development of the Proj act on the Property; (d) A proposed financing plan identifying financing sources for all private and public improvements proposed for the Project; and (e) A preliminary financial analysis demonstrating the costs and benefits to the City regarding all construction, maintenance and operations of all proposed public improvements, the costs of additional or increased levels of public services and any new public revenues anticipated to be generated by the Project. 4.1 Parties acknowledge and agree that all submittals required by this Agreement shall be made pursuant to the time attached hereto as Exhibit C. Exhibit C may be amended administratively by City Manager with the concurrence of Developer, provided that the timeline does not exceed the Negotiation Period. 5. Negotiation of DDA. During the Negotiation Period, the Parties shall negotiate diligently and in good faith to negotiate a DDA among them. The Parties shall generally cooperate with each other and supply such documents and information as may be reasonably requested by the other to facilitate the conduct of the negotiations. The Parties shall exercise -3- 75A-7 reasonable efforts to complete discussions relating to the terms and. conditions of a DDA and such other matters, as may be mutually acceptable to the Parties, in their respective sole discretion. The exact terms and conditions of a DDA, if any, shall be determined during the course of these negotiations. Nothing in this Agreement shall be interpreted or construed to be a representation or agreement by either the City or the Developer that a mutually acceptable DDA will be produced from negotiations under this Agreement. Nothing in. this Agreement shall impose any obligation on either Party to agree to a definitive DDA in the future. Nothing in this Agreement shall be interpreted or constmod to be a guaranty, warranty or representation that any proposed DDA that may be negotiated by City staff and the Developer will be approved by the governing bodies of the City. The Developer acknowledges and agrees that the City's considerations of any DDA is subject to the sole and absolute discretion of their City Council and all legally required public hearings, public meetings, notices, factual findings and other determinations required by law. 6. Restrictions Against Change in Ownership, Management and Control of Developer and Assignment of Agreement. (a) The qualifications and identity of the Developer and its principals are of particular concern to the City. It is because of these qualifications and identity that the City has entered into this Agreement with the Developer. During the Negotiation Period, no voluntary or involuntary successor -in -interest of the Developer shall acquire any rights or powers under this Agreement, except as provided in Section 6(c). (b) The Developer shall promptly notify the City in writing of any and all changes whatsoever in the identity of the business entities or individuals either comprising or in Control (as defined in Section 6(d)) of the Developer, as well as any and all changes in the interest or the degree of Control of the Developer by any such person, of which information the Developer or any of its shareholders, partners, members, directors, managers or officers are notified or may otherwise have knowledge or information. Upon the occurrence of any significant or material change, whether voluntary or involuntary, in ownership, management or Control of the Developer (other than such changes occasioned by the death or incapacity of any individual) that has not been approved by the City, prior to the time of such change, the City may terminate this Agreement, without liability to the Developer or any other person, by sending written notice of termination to the other Parties, referencing this Section 6(b). (c) Notwithstanding anything is this Agreement to the contrary, Developer may assign its rights under this Agreement to an Affiliate (as defined in Section 6(d)), on the condition that such Affiliate expressly assumes all of the obligations of the Developer under this Agreement in a writing reasonably satisfactory to the City and further provided that Net Development Company, hic„ a California corporation, shall, at all times, Control any such Affiliate. (d) For the purposes of this Agreement, the term "Affiliate" means any person, directly or indirectly, controlling or controlled by or under common control with the Developer, whether by direct or indirect ownership of equity interests, by contract, or otherwise, including Kevin Coleman, K. Gregory Wohl or Peter Desforges. For the purposes of this agreement, "Control" means possession, directly or indirectly, of the power to direct or cause -4- 75A-8 the direction of the management and policies of an entity, whether by ownership of equity interests, by contract, or otherwise. Developer Obligations to Review Draft Agreements and Attend Meetings. (a) During the Negotiation Period, the Parties shall diligently review and comment on drafts of a DDA prepared by the City Attorney, and if the terms and conditions of such a DDA are agreed upon among the City staff and the Developer, Developer shall submit the DDA fully executed by the authorized representative(s) of the Developer to the City Manager for submission to City Council for review and approval or disapproval. Any future DDA shall consist of terms and conditions acceptable to the Developer and the City Council of the City, in their respective sole and absolute discretion. (b) During the Negotiation Period, the Developer shall also keep City staff advised on the progress of the Developer in performing its obligations under this Agreement, on a regular basis or as requested by City Staff including, without limitation, having one or more of the Developer's employees or consultants who are knowledgeable regarding this Agreement, the design and planning of the Project and the progress of negotiation of a DDA, such that such person(s) can meaningfully respond to inquiries from City and regarding the progress of the design and planning of the Project or the negotiation of a DDA, attend both: (1) weekly meetings with City staff, as reasonably scheduled by City Staff during the Negotiation Period, which may be held telephonically (each, a "Weeldy Meeting"), and (2) meetings of the City's, when reasonably requested to do so by their respective staff. S. Developer to Pay All Costs and Expenses. All fees or expenses of engineers, architects, financial consultants, legal, planning or other consultants or contractors, retained by the Developer for any study, analysis, evaluation, report, schedule, estimate, environmental review, planning and/or design activities, drawings, specifications or other activity or matter relating to the Property or the Project or negotiation of a DDA that may be undertaken by the Developer during the Negotiation Period, pursuant to or in reliance upon this Agreement or in the Developer's discretion, regarding any matter relating to a DDA, the Property or the Project, shall be the sole responsibility of and undertaken at the sole cost and expense of the Developer and no such activity or matter shall be deemed to be undertaken for the benefit of, at the expense of or in reliance upon the City. The Developer shall also pay all fees, charges and costs, make all deposits and provide all bonds or other security associated with the submission to and processing by the City and all applications and other documents and information to be submitted to the City and by the Developer pursuant to this Agreement or otherwise associated with the Project. The City shall not be obligated to pay or reimburse any expenses, fees, charges or costs incurred by the Developer in pursuit of any study, analysis, evaluation, report, schedule, estimate, environmental review, planning and/or design activities, drawings, specifications or other activity or matter relating to the Property or the Project or negotiation of a DDA that may be tuzdertaken by the Developer during the Negotiation Period, whether or not this Agreement is, eventually, terminated or extended or a DDA is entered into among the Parties, in the future. -5- 75A-9 9. City Not To Negotiate With Others. (a) During the Negotiation Period, the City, and their respective staff shall not negotiate with any other person regarding the sale or development of the Property, except owners of or business tenants occupying property within the Project. The term "negotiate," as used in this Agreement, means and refers to engaging in any discussions with a person other than the Developer, regardless of how initiated, with respect to that person's development of the Property to the total or partial exclusion of the Developer from redeveloping the Property, without the Developer's written consent, subject to the provisions of Section 9(b) and further provided that they may receive and retain unsolicited offers regarding development of the Property, but shall not negotiate with the proponent of any such offer during the Negotiation Period. (b) Nothing in this Agrecment shall limit, prevent, restrict or inhibit the City from providing any information in its possession or control that would customarily be furnished to persons requesting information from the City concerning their respective goals, matters of a similar nature relating to development plans or as required by law to be disclosed, upon request or otherwise. 10. Acknowledgments and Reservations, (a) The Parties agree that, if this Agreement expires or is terminated for any reason, or a future DDA is not approved and executed by the Parties, for any reason, none of the Parties shall be under any obligation, nor have any liability to each other or any other person regarding the sale or other disposition of the Property or the development of the Project or the Property. (b) The Developer acknowledges and agrees that no provision of this Agreement shall be deemed to be an offer by the City, nor an acceptance by the City of any offer or proposal from the Developer for the City to convey any estate or interest in the Property to the Developer or for the City to provide any financial or other assistance to the Developer for development of the Property or execution of the Project. (c) The Developer acknowledges and agrees that the Developer has not acquired, nor will acquire, by virtue of the terms of this Agreement, any legal or equitable interest in real or personal property from the City. (d) Certain development standards and design controls for the Project may be established among the Parties, but it is understood and agreed among the Parties that the Project and the development of the Property mast confonn to all City, and other applicable governmental development, land use and architectural regulations and standards. Drawings, plans and specifications for the Project shall be subject to the approval of the City through the standard development application process for acquiring the real estate and entitlements within the Project. Nothing in this Agreement shall be considered approval of any plans or specifications for the Project or of the Project itself by the City. (e) The City reserves the right to reasonably obtain further information, data and commitments to ascertain the ability and capacity of the Developer to purchase, develop and operate the Property and/or the Project. The Developer acknowledges that it maybe requested to -6- 75A-10 make certain financial disclosures to the City, their staff, legal counsel or other consultants, as part of the financial due diligence investigations of the City and relating to the potential sale of the Properties and development of the Project on the Property by the Developer and that any such disclosures may become public records. The City shall maintain the confidentiality of financial information of the Developer to the extent allowed by law, as determined by the City Attorney. Notwithstanding the foregoing, if the City receives a request for docurnents related to this Agreement or the Project pursuant to the California Public Records Act (Govt. Code Section 6254 et. seq) or similar statute, and the City determine that the City has responsive documents, the City shall provide Developer notice not less than three (3) days prior to releasing the responsive documents to the requesting party. During this three (3) day period Developer may seek a court order prohibiting the release of the docinnents. Any litigation or costs associated with protecting documents from disclosure shall be bonne solely by Developer. (f) The City shall be deemed to be a Party to any agreement for the acquisition of, lease of or disposition of real or personal property, the provision of financial assistance to the Developer or development of the Project on the Property or elsewhere, until the terms and conditions of a complete future DDA are considered and approved by the City Council, in their respective sole and absolute discretion, following the conclusion of one or more duly noticed public hearings, as required by law. The Developer expressly acknowledges and agrees that the City will not be bound by any statement, promise or representation made by their respective staff or representatives during the course of negotiations of a firture DDA and that the City shall only be legally bound upon the approval of a complete DDA by the City Council, in their respective sole and absolute discretion, following one or more duly noticed public hearings, as required by law. 11. Nondiscrimination. The Developer shall not discriminate against nor segregate any person, or group of persons on account of race, color, creed, religion, sex, marital status, handicap, national origin or ancestry in undertaking its obligations tinder this Agreement. 12. Limitation on Damages and Remedies. (a) THE PARTIES ACKNOWLEDGE THAT IT IS EXTREMELY DIFFICULT AND IMPRACTICAL TO ASCERTAIN THE AMOUNT OF DAMAGES THAT WOULD BE SUFFERED BY THE DEVELOPER UPON THE BREACH OF THIS AGREEMENT BY THE CITY. HAVING MADE DILIGENT BUT UNSUCCESSFUL ATTEMPTS TO ASCERTAIN THE ACTUAL DAMAGES THE DEVELOPER WOULD SUFFER UPON THE BREACH OF THIS AGREEMENT BY ANOTHER PARTY, THE PARTIES AGREE THAT A REASONABLE ESTIMATE OF THE DEVELOPER'S DAMAGES IN SUCH EVENT IS THIRTY THOUSAND DOLLARS ($30,000) (THE "LIQUIDATED DAMAGES AMOUNT"). THEREFORE, UPON THE BREACH OF THIS AGREEMENT BY THE CITY, THE BREACHING PARTY SHALL PAY THE LIQUIDATED DAMAGES AMOUNT TO THE DEVELOPER AND THIS AGREEMENT SHALL TERMINATE. RECEIPT OF THE LIQUIDATED DAMAGES AMOUNT SHALL BE THE DEVELOPER'S SOLE AND EXCLUSIVE REMEDY ARISING FROM ANY BREACH OF THIS AGREEMENT BY THE CITY. 75j�-11 Initials of Authorized Initials of Authorized Representative of City Representative of Developer (b) THE PARTIES EACH ACKNOWLEDGE AND AGREE THAT THE CITY WOULD NOT HAVE ENTERED INTO THIS AGREEMENT, IF EITHER WERE TO BE LIABLE TO THE DEVELOPER FOR ANY MONETARY DAMAGES, MONETARY RECOVERY OR ANY REMEDY OTHER THAN TERMINATION OF THIS AGREEMENT AND PAYMENT OF THE LIQUIDATED DAMAGES AMOUNT, ACCORDINGLY, THE PARTIES AGREE THAT THE DEVELOPER'S SOLE AND EXCLUSIVE RIGHT AND REMEDY UPON THE BREACH OF THIS AGREEMENT BY THE CITY IS TO TERMINATE THIS AGREEMENT AND RECEIVE THE LIQUIDATED DAMAGES AMOUNT. (c) THE DEVELOPER ACKNOWLEDGES THAT IT IS AWARE OF THE MEANING AND LEGAL EFFECT OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH TIIE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST N HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER WOULD HAVE MATERIALLY AFFECTED HIS OR IIER SETTLEMENT WITH THE DEBTOR. (d) CALIFORNIA CIVIL CODE SECTION 1542 NOTWITHSTANDING, IT IS THE INTENTION OF THE DEVELOPER TO BE BOUND BY THE LIMITATION ON DAMAGES, RECOVERY AND REMEDIES SET FORTH N THIS SECTION 12, AND THE DEVELOPER HEREBY RELEASES ANY AND ALL CLAIMS AGAINST THE CITY FOR MONETARY DAMAGES, MONETARY RECOVERY OR OTHER LEGAL OR EQUITABLE RELIEF RELATED TO ANY BREACH OF THIS AGREEMENT, EXCEPT RECEIPT OF THE LIQUIDATED DAMAGES AMOUNT, WHETHER OR NOT ANY SUCH RELEASED CLAIMS WERE KNOWN OR UNKNOWN TO THE DEVELOPER AS OF THE EFFECTIVE DATE OF THIS AGREEMENT, THE DEVELOPER SPECIFICALLY WAIVES THE BENEFITS OF CALIFORNIA CIVIL CODE SECTION 1542 AND ALL OTHER STATUTES AND JUDICIAL DECISIONS (WHETHER STATE OR FEDERAL) OF SIMILAR EFFECT WITH REGARD TO THE LIMITATIONS ON DAMAGES AND REMEDIES AND WAIVERS OF ANY SUCH DAMAGES AND REMEDIES CONTAINED N THIS SECTION 12. (6) NOTWITHSTANDING ANYTHING N THIS AGREEMENT TO THE CONTRARY, N THE EVENT OF A BREACH BY DEVELOPER, DEVELOPER SHALL NOT BE LIABLE OR RESPONSIBLE TO CITY FOR ANY LOST OR FOREGONE TAX REVENUES, ECONOMIC OR COMMUNITY BENEFITS, FEES, CHARGES, OR ANY OTHER AMOUNT. THE PARTIES ACKNOWLEDGE THAT IT IS EXTREMELY -8- 75A-12 DIFFICULT AND IMPRACTICAL TO ASCERTAIN THE AMOUNT OF DAMAGES THAT WOULD BE SUFFERED BY THE CITY UPON THE BREACH OF THIS AGREEMENT BY THE DEVELOPER. HAVING MADE DILIGENT BUT UNSUCCESSFUL ATTEMPTS TO ASCERTAIN THE ACTUAL DAMAGES THE CITY WOULD SUFFER UPON THE BREACH OF THIS AGREEMENT BY ANOTHER PARTY, THE PARTIES AGREE THAT A REASONABLE ESTIMATE OF THE CITY'S TOTAL DAMAGES IN SUCH EVENT IS THE LIQUIDATED DAMAGES AMOUNT. RECEIPT OF THE LIQUIDATED DAMAGES AMOUNT SHALL BE THE CITY SOLE AND EXCLUSIVE REMEDY ARISING FROM ANY BREACH OF THIS AGREEMENT BY THE DEVELOPER, NOTWITHSTANDING THE FOREGOING, IF DEVELOPER'S BREACH IS A FAILURE TO MAINTAIN THE INITIAL OR ADDITIONAL DEPOSIT REQUIRED BY THIS AGREEMENT, IN ADDITION TO THE LIQUIDATED DAMAGES DEVELOPER SHALL REIMBURSE THE CITY FOR THE ACTUAL INCURRED STAFF TIME AND THIRD PARTY CONSULTANT TIME EXPENDED ON THE PROJECT PRIOR TO THE DATE OF TERMINATION. Initials of Authorized Representative of City 13. Default. Initials of Authorized Representative of Developer (a) Failure or delay by any Party to perform any material term or provision of this Agreement shall constitute a default under this Agreement, If the Patty who is claimed to be in default by another Party cures, corrects or remedies the alleged default within fifteen (15) calendar days after receipt of written notice specifying such default, such Party shall not be in default under this Agreement. The notice and cure period provided in the immediately preceding sentence shall not, under any circumstances, extend the Negotiation Period. If there are less than fifteen (15) days remaining in the Negotiation Period, the cure period allowed pursuant to this Section 13(a) shall be automatically reduced to the number of days remaining in the Negotiation Period. Nothing in this subparagraph (a) shall prohibit Developer from extending the Negotiation Period pursuant to Paragraph 3. (b) The Party claiming that a default has occurred shall give written notice of default to the Party claimed to be in defardt, specifying the alleged default. Delay in giving such notice shall not constitute a waiver of any default nor shall it change the time of default, However, the injured Party shall have no right to exercise any remedy for a default under this Agreement, without first delivering written notice of the default, (c) Any failure or delay by a Party in asserting any of its rights or remedies as to any default shall not operate as a waiver of any default or of any rights or remedies associated with a default. (d) If a default of any Party remains uncured for more than fifteen (15) calendar days following receipt of written notice of such default, a "breach" of this Agreement by the defaulting Party shall be deemed to have occurred. In the event of a breach of this Agreement, the sole and exclusive remedy of the Party who is not in default shall be to terminate -9- 75A-13 this Agreement by serving written notice of termination on the Party in breach and, in the case of a breach by the City, the Developer shall also be entitled to receive the Liquidated Damages Amount. 14. Compliance with Law. The Developer acknowledges that any future DDA, if approved by the City Council will require the Developer (among other things) to carry out the development of the Project in conformity with all applicable laws, including all applicable building, planning and zoning laws, environmental laws, safety laws and federal and state labor and wage laws. 15. Press Releases. The Developer agrees to obtain the approval of the City Manager in function of any press releases Developer may propose relating to the lease or development of the Property or negotiation of a DDA with the City prior to publication, 16. Notice. All notices required under this Agreement shall be presented (A) in person, (B) by a reputable same-day or overnight delivery service, or (C) facsimile and confirmed by fust class certified or registered United States Mail, with return receipt requested, to the address and/or fax number for the Party set forth in this Section. Notice shall be deemed confirnned by United States Mail effective the third (3rd) business day after deposit with the United States Postal Service. Notice by personal service or reputable same-day or overnight delivery service shall be effective upon delivery. Either Party may change its address for receipt of notices by notifying the other Parties in writing. Delivery of notices to courtesy copy recipients shall not be required for valid notice to a Party. TO DEVELOPER: Net Development Company, Inc. Attention: Kevin Coleman 3130 Airway Avenue Costa Mesa, CA 92626 (T) (714) 754-4454 (F) (714) 754-0198 COPY TO: Kim D. Thompson, Esq. Rutan & Tucker, LLP 611 Anton Blvd. Suite 1400 Costa Mesa, CA 92626 (T)(714)641-3449 (F) (714) 546-9035 kthompson@rutan.com TO CITY: The City of Santa Ana Hassan Haghani Executive Director Planning and Building Agency 20 Civic Center Plaza (M-20) P.Q. Box 1988 Santa Ana, California 92702 -10- 75A-14 COPY TO: City Attorney 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Fax: 714-647-6515 17. Warranty Against Payment of Consideration for Agreement. The Developer warrants that it has not paid or given, and will not pay or give, any third party any money or other consideration for obtaining this Agreement. Third parties, for the purposes of this Section 17, shall not include persons to whom fees are paid for professional services, if rendered by attorneys, financial consultants, accountants, engineers, architects and other consultants, when such fees are considered necessary by the Developer. 18. Acceptance of Agreement by Developer. The Developer shall aclmowledge its acceptance of this Agreement by delivering to the City three (3) original counterpart executed copies of this Agreement each signed by the authorized representative(s) of the Developer. 19. Counterpart Originals. This Agreement may be executed by the Parties in multiple counterpart originals, all of which together shall constitute a single agreement. 20. No Third -Party Beneficiaries. Nothing in this Agreement is intended to benefit any person or entity other than the Parties, 21. Governing Law. The Parties acknowledge and agree that this Agreement was negotiated, entered into and is to be fully performed in the City of Santa Ana, California. The Parties agree that this Agreement shall be governed by, interpreted under, and construed and enforced in accordance with the laws of the State of California, without application of such laws' conflicts of laws principles. 22. Waivers. No waiver of any breach of any term or condition contained in this Agreement shall be deemed a waiver of any preceding or succeeding breach of such term or condition, or of any other term or condition contained in this Agreement. No extension of the time for performance of any obligation or act, no waiver of any term or condition of this Agreement, nor any modification of this Agreement shall be enforceable against a Party, unless made in writing and executed by the Parties. 23. Construction. Headings at the beginning of each section and sub -section of this Agreement are solely for the convenience of reference of the Parties and are not a part of this Agreement. Whenever required by the context of this Agreement, the singular shall include the plural and the masculine shall include the feminine and vice versa. This Agreement shall not be construed as if it had been prepared by one Party, but rather as if the Parties cooperated equally in preparing this Agreement. Unless otherwise indicated, all references to sections are to this Agreement. All exhibits referred to in this Agreement are attached to this Agreement and incorporated into this Agreement by this reference. If the date on which a Party is required to take any action pursuant to the terms of this Agreement is not a business day of the City or the , the action shall be taken on the next succeeding business day of the City or the. _11- 75A-15 24. Attorneys' Fees, If a, Party hereto files any action or brings any action or proceeding against another Party arising out of this Agreement, then the prevailing Party shall be entitled to recover as an element of its costs of suit, and not as darnages, its reasonable attorneys' fees as fixed by the court, in such action or proceeding or in a separate action or proceeding brought to recover such attorneys' fees. For the purposes hereof the words "reasonable attorneys' fees" mean and include, in the case of the City or the , salaries (or fees) and expenses of the lawyers employed by the City (allocated on an hourly basis) who may provide legal services in connection with the representation of the City in any such matter. 25. Enforced Delay. No party shall be deemed in default of its obligations under this Agreement where a delay or default is due to an act of God, natural disaster, accident, breakage or failure of equipment, enactment of conflicting federal or state laws or regulations, third -party litigation, administrative action including, strikes, lockouts or other labor disturbances or disputes of any character, interruption of services by suppliers thereof, iunavailability of materials or labor, unforeseeable and severe economic conditions, rationing or restrictions on the use of utilities or public transportation whether due to energy shortages or other causes, war, civil disobedience, riot, or by any other severe and unforeseeable occurrence that is beyond the control of that party (collectively, "Enforced Delay"). Performance by a party of its obligations shall be excused during, and extended for a period of time equal to, the period (on a day -for -day basis) for which the cause of such Enforced Delay is in effect. [Signatures on following page] _12- 75A-16 IN WITNESS WHEREOF, the Parties have executed this Exclusive Negotiation Agreement on the dates indicated next to each of the signatures of their authorized representatives, as appear below. ATTEST: MARIA D. HUIZAR Clerk of the Council TO FORM: By:'f, SONIA City At RECOMMENDED FOR APPROVAL: HASSAN HAGHANI Executive Director Planning and Building Agency CITY OF SANTA ANA DAVID CAVAZOS City Manager NET DEVELOPMENT COMPANY, INC. By: ` President Dated: By: Vice -President Dated: -13- 75A-1 7 13_75A-17 EXHIBIT "A" TO NEGOTIATION AGREEMENT Property Legal Description [To Be Attached Behind'T"his Cover Page] EXHIBIT "A" 754-18 EXHIBIT "B" TO NEGOTIATION AGREEMENT Project Description [To Be Attached Behind This Cover Page] EXHIBIT "B" 75k-19 EXHIBIT "C" TO NEGOTIATION AGREEMENT Exclusive Negotiating Agreement Timeline and Milestones Milestone Description Within Das of Effective Date 2016} of ENA Initial Pro Forma Submit initial pro forma fbr the proposed development. Project Development Submit projected construction schedule for the proposed development. Schedule Due Diligence Provide written determination of property's physical suitability for development, taking into account relevant regulatory and environmental conditions. Pull Project Submittal Submit site plans and elevations. Submit all relevant applications and fees Within Das of Effective Date 201 of ENA Plan Review Staff reviews plans for compliance with applicable codes acid regulations; letter prepared by Project Manager summarizing staff comments is sent to developer. Within Days of Effective Date 201 of ENA Revised Site Plans and Submit revised site plans and elevations Elevations 2nd Plan Review Staff reviews plans for compliance with applicable codes and regulations; letter prepared by Project Manager summarizing staff comments is sent to developer, Revised Proforma and Development Schedule Submit refined proforma and development schedule based on revised site plans and elevations. Market Study Submit a market study containing a forecast of regional and local real estate market conditions and anticipated performance of project. EXHIBIT "C" 75A=20 Development Partners and Structure Submit letter identifying investment partners, if any. Funding Partners and Structure Submit letter identifying lenders and proof of ability to obtain financing. Within Days of Effective Date 201 of ENA Draft DDA Complete negotiations and draft Disposition and Development Agreement, Final Revisions Finalize revisions to development proposal and all relevant materials Within Days of Effective Date 201 of ENA City and Hearings Present development proposal and DDA to City for final review and aVprovals by governing bodies. EXHIBIT "C" 7SA-21 75A-22 ROH - 09/20/2016 RESOLUTION NO. 2016 -XXX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AUTHORIZING DIRECT NEGOTIATIONS FOR THE SALE OF CITY -OWNED REAL PROPERTY AT 2129 NORTH MAIN STREET BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. In September 2015, the City of Santa Ana ("City") was approached by Net Development Co. ("Developer') to construct a new hotel at 2129 North Main Street ("Property"). B. The Property is an underutilized parcel owned by the City that is currently being used as a parking lot. However, the Property is not necessary for the City's use. C, The City finds that the development of a hotel on the Property will add a public benefit through the increase of Hotel Visitor Taxes (HVT). This increase will help fund local services such as infrastructure improvements, new public parks, environmental preservation, and increases in public safety for residents of the City. D. Santa Ana Municipal Code section 2-706 establishes the procedures forthe sale of City -owned real property. Underthese procedures, following council authorization for sale, City -owned real property shall be sold by competitive bidding to the highest bidder subject to final authorization of the City Council. E. As permitted by Santa Ana Municipal Code section 2-709, the sale of City - owned real property may be exempted from this manner of sale upon 2/3 vote of the City Council after a duly noticed public hearing, whereby the sale may instead be made upon a basis of direct negotiations without the necessity for public auction or competitive bidding, when the authority to so negotiate has been granted by the City Council. Resolution No. 2016-xxx Page 1 of 3 75A-23 ROH - 09/20/2016 F. On September 20, 2016, the City Council held a duly noticed public hearing after which a 2/3 majority of the City Council voted to exempt the sale of the real property at 2129 North Main Street from competitive bidding and authorize direct negotiations for its sale with the Developer, an entity that intends to develop the site as a hotel. Section 2. The City Council of the City of Santa Ana hereby exempts the sale of the City -owned real property at 2129 North Main Street from the competitive bidding procedures in Santa Ana Municipal Code section 2-706 and authorizes the City Manager or his designee to negotiate directly for its sale with Net Development Co., in accordance with Santa Ana Municipal Code section 2-709. Section 3. The City Council of the City of Santa Ana also hereby authorizes the City Manager and the City Attorney to execute an Exclusive Negotiation Agreement (ENA) with Net Development Co. for the purpose of developing a hotel on the Property. Section 4. This Resolution shall take effect immediately upon its adoption by the City Council, and the Clerk of the Council shall attest to and certify the vote adopting this Resolution. ADOPTED this 20th day of September, 2016. Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R.,�aryapo, City Attorney In Attorney AYES Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers Resolution No, 2016-xxx Page 2 of 3 75A-24 ROH - 09/20J2016 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council do 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 September 20, 2016. Date Clerk of the Council City of Santa Ana 75A-25 Resolution No, 2016-xxx Page 3 of 3 75A-26