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FULL PACKET_2011-04-04
MINUTES OF THE REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF SANTA ANA, CALIFORNIA MARCH 21, 2011 CLOSED SESSION MEETING CALLED TO ORDER ATTENDANCE PUBLIC COMMENTS - None CLOSED SESSION ITEMS Citv Council Items POLICE CHIEF'S CONFERENCE ROOM 60 CIVIC CENTER PLAZA, 4TH FLOOR SANTA ANA, CA 5:20 P.M. COUNCILMEMBERS Present: MIGUEL PULIDO, Mayor CLAUDIA ALVAREZ, Mayor Pro Tern P. DAVID BENAVIDES CARLOS BUSTAMANTE MICHELE MARTINEZ VINCENT F. SARMIENTO SAL TINAJERO COUNCILMEMBERS Absent: None STAFF Present: DAVID N. REAM, City Manager JOSEPH STRAKA, Interim City Attorney MARIA D. HUIZAR, Clerk of the Council 1A CONFERENCE WITH LEGAL COUNSEL--EXISTING LITIGATION pursuant to Government Code Section 54956.9(a) Susan Hansen v. City of Santa Ana, Orange County Superior Court, Case No. 30-2010-00359299 Juan Manual Rivera v. City of Santa Ana, United States District Court Case No. SACV09-1322 DOC (RNBx) Friends of the Lacy Historic Neighborhood (II) v. City of Santa Ana, et al. CITY COUNCIL AGENDA 1 MARCH 21, 2011 1 0A-1 Orange County Superior Court Case No. 30-2010-00388033 1 B LIABILITY CLAIMS pursuant to Government Code Section 54956.95 Claimants: Jose Luis Delgadillo Claim No. 2010-134 Susan Maddison Claim No. 2010-135 1C CONFERENCE WITH LABOR NEGOTIATOR pursuant to Government Code Section 54957.6 Agency Negotiators: Personnel Services Executive Director, Kathie Gonzalez Employee Organizations: Santa Ana Police Officer's Association Santa Ana Service Employees International Union (SEIU) Part-time Civil Service 1 D PUBLIC EMPLOYEE EMPLOYMENT AND APPOINTMENT pursuant to Government Code Section 54957(b)(1) Title: City Attorney; and City Manager Community Redevelopment Agency Items 2A CONFERENCE WITH REAL PROPERTY NEGOTIATOR pursuant to Government Code Section 54956.8. Property: +2.7 acres of Agency-owned land on the south side of Garden Grove Blvd immediately west of the Santa Ana River-1600 Memory Lane, Santa Ana. Agency negotiator: Nancy Edwards, Interim Agency Executive Director Party negotiating: VISTA DEL RIO HOUSING PARTNERS, L.P., a California limited partnership Under negotiation: Price and Terms of Payment of Sale of Property CLOSED SESSION REPORT The City Attorney will report on any action(s) to be taken at the Regular Meeting which will begin immediately following the Closed Session Meeting. ADJOURNED THE CLOSED SESSION MEETING AT 6:30 P.M. AND CONVENED TO THE REGULAR OPEN MEETING CITY COUNCIL AGENDA 2 MARCH 21, 2011 1 0A-2 REGULAR OPEN SESSION CALLED TO ORDER ATTENDANCE POLICE COMMUNITY ROOM 60 CIVIC CENTER PLAZA SANTA ANA, CA 6:34 P.M. COUNCILMEMBERS Present: MIGUEL PULIDO, Mayor CLAUDIA ALVAREZ, Mayor Pro Tern P. DAVID BENAVIDES CARLOS BUSTAMANTE MICHELE MARTINEZ VINCENT F. SARMIENTO SAL TINAJERO COUNCILMEMBERS Absent: None STAFF Present: DAVID N. REAM, City Manager JOSEPH STRAKA, Interim City Attorney MARIA D. HUIZAR, Clerk of the Council PLEDGE OF ALLEGIANCE MAYOR PULIDO CLOSED SESSION REPORT See item 19A for Report. PUBLIC COMMENTS • Gina Villarraga, representing Human Options and Human Options Emergency Shelter, thanked Council for continued support and commented on the organization's outreach efforts regarding domestic abuse and shelter services. • George Collins, discussed the State's insecticide spraying program; urged residents to be aware when spraying organic trees. o Mayor Pulido requested a written synopsis including effect on aquifer. • David Dobos, extended invitation for all to participate in upcoming Santa Ana Relay for Life event at Santa Ana College on May 14-15 at 12 noon. • Connie Hamilton, encouraged all to participate in Santa Ana Relay for Life; thanked Mayor Pro Tern Alvarez for attending Kick-Off meeting; announced that Connect to Council will be holding 3`d resource event on June 1St for Ward 2 Councilmember and neighborhood leaders. CITY COUNCIL AGENDA 3 MARCH 21, 2011 1 0A-3 CONSENT CALENDAR MOTION: Approve Consent Calendar Items 10A through 31A with the following modifications: • Mayor Pro Tern Alvarez voted "No" on Item 19C; and • Councilmember Bustamante pulled Item 25F and be considered after the Work Study Session. MOTION: Sarmiento SECOND: Alvarez VOTE: AYES: Alvarez, Benavides, Bustamante, Martinez, Pulido, Sarmiento, Tinajero (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) Items removed for separate action or modified are highlighted. Separate actions show the actual vote. Items without votes are adopted as part of the consent motion. ADMINISTRATIVE MATTERS MINUTES 10A REGULAR MEETING MINUTES OF MARCH 7, 2011 - Clerk of the Council Office MOTION: Approve Minutes. 10B SPECIAL MEETING MINUTES OF MARCH 10, 2011 - Clerk of the Council Office MOTION: Approve Minutes. ORDINANCES/SECOND READING In the event a Councilmember recorded an "abstention" before consideration of the following ordinance(s) on first reading, such abstention will also be reflected in the minutes for second reading 11A ZONING ORDINANCE AMENDMENT NO. 2010-03 TO REQUEST AN AMENDMENT TO CHAPTER 41 OF THE SANTA ANA MUNICIPAL CITY COUNCIL AGENDA 4 MARCH 21, 2011 1 0A-4 CODE (SAMC) IN ORDER TO ESTABLISH A PROCESS WHEREBY PERSONS WITH DISABILITIES MAY REQUEST DEVIATIONS FROM THE CITY'S DEVELOPMENT STANDARDS IN ORDER TO ENSURE THAT THEY MAY HAVE EQUAL OPPORTUNITY TO USE AND ENJOY A DWELLING - Planning and Building Agency Placed on first reading at the February 7, 2011 City Council meeting and approved by a vote of 7-0. Published in the Orange County Reporter on February 11, 2011. Continued from the February 22, 2011 City Council meeting by a vote of 7-0. MOTION: Place ordinance on second reading and adopt. ORDINANCE NO. NS-2813 - AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AMENDING CHAPTER 41 OF THE SANTA ANA MUNICIPAL CODE ADDING A PROCEDURE FOR PEOPLE WITH DISABILITIES TO REQUEST REASONABLE ACCOMMODATIONS TO ENSURE EQUAL ACCESS TO HOUSING MISCELLANEOUS ADMINISTRATION 19A CLOSED SESSION REPORT - City Attorney's Office MOTION: Approve settlement agreements as follow: Claimant: Jose Luis Delgadillo, Claim No. 2010-134 in the amount of $27,500. Claimant: Susan Maddison, Claim No. 2010-135 in the amount of $18,000. 19B EXCUSED ABSENCES - None 19C DESTRUCTION OF OBSOLETE CITY RECORDS (Personnel Services Agency and Police Department) - Clerk of the Council Office MOTION: Approve the requests for the destruction of obsolete records from various City departments in accordance with the retention schedule outlined in City Council Resolution 2006-045. *Mayor Pro Tern Alvarez voted "No" on Item 19C. CITY COUNCIL AGENDA 5 MARCH 21, 2011 1 0A-5 19D CITY OF SANTA ANA GENERAL PLAN HOUSING ELEMENT ANNUAL PROGRESS REPORT - Planning and Building Agency MOTION: Authorize submittal of the General Plan Housing Element Annual Progress Report to the State of California Housing and Community Development (HCD). BUDGETARY MATTERS APPROPRIATION ADJUSTMENTS 20A AGREEMENT WITH THE CALIFORNIA STATE LIBRARY AND APPROPRIATION ADJUSTMENT FOR LIBRARY SERVICES ENHANCEMENT - Parks, Recreation & Community Services Agency MOTION: 1. Authorize the City Manager and Clerk of the Council to execute an agreement. AGMT NO. 2011-064 - With the California State Library in an amount of $28,000 for a Library Services and Technology Act grant for the Small Steps Towards Healthy Living program. 2. Approve an appropriation adjustment. (Requires five affirmative votes) APPROPRIATION ADJUSTMENT NO. 2011-162 - Recognizing $28,000 in revenue account and appropriating same to expenditure account. 20B AGREEMENT WITH THE CALIFORNIA STATE LIBRARY AND APPROPRIATION ADJUSTMENT FOR THE SKILLS TO WORK PROGRAM - Parks, Recreation & Community Services Agency MOTION: 1. Authorize the City Manager and Clerk of the Council to execute an agreement. AGMT NO. 2011-065 - With the California State Library in an amount of $5,000 for a Library Services and Technology Act grant for the Skills to Work: Developing your Employment Potential program. CITY COUNCIL AGENDA 6 MARCH 21, 2011 1 0A-6 2. Approve an appropriation adjustment. (Requires five affirmative votes) APPROPRIATION ADJUSTMENT NO. 2011-163 - Recognizing $5,000 from the California State Library in the revenue account and appropriating same to expenditure account. SPECIFICATIONS - PURCHASE OF EQUIPMENT AND SERVICES MOTION: Award in accordance with Request for Council Action. (Items 22A and 22B) 22A SPEC. NO. 11-006 - VMWARE SUPPORT CONTRACT - Award a contract to En Pointe Technologies Sales, Inc. for a one-year period in an amount not to exceed $38,100. - Finance & Management Services 22B SPEC. NO. 10-019 - TRAFFIC SIGNAL SYSTEMS UPGRADE EQUIPMENT - Amend contracts with Safetran Traffic Systems, Inc. - $190K; Econolite Control Products, Inc. - $480K ; GDI Communications LLC - $108K. - Public Works Agency and Finance & Management Services PROJECTS/CHANGE ORDERS 23A CONTRACT AWARD FOR BRISTOL/17TH INTERSECTION WIDENING (PROJECT NO. 116744) - Public Works Agency MOTION: 1. Award a contract to B & T Works, Inc., the lowest responsible bidder, in accordance with unit bid prices in the estimated amount of $917,673.45 for construction of the Bristol/17th Streets intersection widening. 2. Approve a funding analysis with a total estimated construction cost of $1,422,300. 23B CONTRACT AWARD FOR SANTA CLARA AVENUE SEWER AND WATER MAIN IMPROVEMENTS (PROJECT NO.106600 and 116409) - Public Works Agency MOTION: CITY COUNCIL AGENDA 7 MARCH 21, 2011 1 0A-7 1. Award a contract to Garcia Juarez Construction, the lowest responsible bidder, in accordance with unit bid prices in the estimated amount of $1,196,325 for construction of Santa Clara Avenue sewer and water main improvements. 2. Approve a funding analysis with a total estimated construction cost of $1,495,400. 23C CONTRACT AWARD FOR CITYWIDE RESIDENTIAL STREET REPAIR - PHASE 15 (PROJECT NO. 117509) - Public Works Agency MOTION: 1. Award a contract to All American Asphalt, the lowest responsible bidder, in accordance with unit bid prices in the estimated amount of $1,051,295 for construction of Citywide Residential Street Repair - Phase 15. 2. Approve a funding analysis with a total estimated construction cost of $1,682,000. 23D CONTRACT AWARD FOR BRISTOL/WARNER INTERSECTION WIDENING (PROJECT NOS. 091752 AND 116407) - Public Works Agency MOTION: 1. Award a contract to Hillcrest Contracting, the lowest responsible bidder, in accordance with unit bid prices in the estimated amount of $1,215,538.25 for construction of Bristol/Warner intersection widening. 2. Approve a Funding Analysis with a total estimated construction cost of $1,519,400. 23E CONTRACT AWARD FOR THE FIRST STREET BRIDGE REPLACEMENT OVER THE SANTA ANA RIVER (PROJECT NO. 061723) - Public Works Agency MOTION: 1. Award a contract to Powell Constructors, Inc., the lowest responsible bidder, in accordance with unit bid prices in the estimated amount of $6,010,329 for construction of the First Street bridge replacement over the Santa Ana River effective CITY COUNCIL AGENDA 8 MARCH 21, 2011 1 0A-8 Monday, March 28, 2011, subject to compliance with all City rules and regulations. 2. Approve a funding analysis with a total estimated construction cost of $8,113,900. AGREEMENTS MOTION: Authorize the City Manager and Clerk of the Council to execute the following agreements, subject to non-substantive changes approved by the City Manager and City Attorney and/or actions as noted on the Request for Council Action report. (Item 25A through 25E and 25G through 251) 25A AGMT NO. 2011-066 - EXPANSION TO POLICE DIGITAL IMAGING MANAGEMENT SYSTEM - Execute an amendment with Linear Systems in an amount not to exceed $31,240.56 - Police Department 25B AGMT NO. 2011-067 - ALTON AVENUE OVERPASS - Execute an amendment to the 1992 agreement for implementing the Roadway & Interchange Mitigation Program with the City of Irvine for the Irvine Business Center (IBC) development - Public Works Agency 25C RIGHT-OF-WAY APPRAISAL SERVICES FOR CAPITAL IMPROVEMENT PROJECTS (CIP) - Public Works Agency • AGMT NO. 2011-068 - With Kiley & Company for real property appraisal services in an amount of $150,000. • AGMT NO. 2011-069 AND NO. 2011-070 -With Desmond Marcello & Amster LLC and Donna Desmond Associates for furniture, fixtures, and equipment, and business goodwill appraisal services for an aggregate amount not to exceed $300,000. 25D AGMT NO. 2011-071 - BRISTOL STREET CORRIDOR (PROJECT NO. 081700) - With Gretchen Investments LP for the purchase of property located at 515 North Bristol in an amount of $250,000 - Public Works Agency 25E AGMT NO. 2011-072 - CONSTRUCTION MANAGEMENT SERVICES FOR FIRST STREET BRIDGE REPLACEMENT OVER THE SANTA ANA RIVER (061723) - With Hill International, Inc. in an amount not to exceed $967,500 - Public Works Agency CITY COUNCIL AGENDA 9 MARCH 21, 2011 1 0A-9 25F ITEM CONSIDERED OUT OF ORDER (AFTER WORK STUDY SESSION ITEM) 25G AGMT NO. 2011-074 - LIGHTING AND MAINTENANCE OF ARTIST VILLAGE TREES - Execute an amendment with Dekra-Lite in an amount of $22,000 for a total amount not-to-exceed $47,000 - Community Development Agency 25H AGMT NO. 2011-075 - JOB TRAINING AT THE SANTA ANA WORK CENTER - Execute an amendment with Hispanic Business Consultants in an amount of $25,000 for a total amount not-to-exceed $142,675 - Community Development Agency 251 ALLOCATION OF FY 2011-2012 EMERGENCY SHELTER GRANT FUNDS - Community Development Agency MOTION: 1. Approve the proposed FY 2011-2012 Emergency Shelter Grant Program. 2. Reallocate $578.95 in prior year Emergency Shelter Grant funds as recommended. 3. AGMT NO. 2011-076 - Authorize the City Manager to submit the approved program to the U. S. Department of Housing and Urban Development (HUD) for the City's fiscal year 2011-2012 allocation of Emergency Shelter Grant funds and execute the grant agreement with HUD. 4. Direct the City Attorney to prepare and authorize the City Manager and the Clerk of the Council to execute agreements with non- profit agencies and/or sub-recipients awarded funds as part of the approved program, subject to non-substantive changes approved by the City Manager and City Attorney. • AGMT NO. 2011-077 - With Dayle McIntosh Center in an amount of $7,000. • AGMT NO. 2011-078 -With Human Options in an amount of $15,000. • AGMT NO. 2011-079 - With Interval House in an amount of $24,000. • AGMT NO. 2011-080 - With Laura's House in an amount of $10,000 CITY COUNCIL AGENDA 10 MARCH 21, 2011 1 0A-10 • AGMT NO. 2011-081 - With Legal Aid in an amount of $10,000 • AGMT NO. 2011-082 - With Mercy House-Emergency Shelter in an amount of $34,000 • AGMT NO. 2011-083 - With Mercy House-Transitional Shelters in an amount of $28,000 • AGMT NO. 2011-084 - With Orange County Mental Health Association in an amount of $22,000 • AGMT NO. 2011-085 - With SMEDA in an amount of $22,000 • AGMT NO. 2011-086 - With Thomas House in an amount of $15,000 • AGMT NO. 2011-087 - With Veterans First in an amount of $25,000 • AGMT NO. 2011-088 - With Villa Center in an amount of $10,000 • AGMT NO. 2011-089 - With Wise Place in an amount of $26,000 • AGMT NO. 2011-090 - With WTLC in an amount of $37,000 MISCELLANEOUS - BUDGET 29A DONATION OF TWO 17-PASSENGER VANS TO ORANGE COUNTY HIGH SCHOOL OF THE ARTS - Parks, Recreation & Community Services Agency MOTION: Authorize the Finance and Management Services Agency to donate two surplus 17-passenger vans to the Orange County High School of the Arts to support physical education and healthy lifestyle programming. LAND USE MATTERS CONDITIONAL USE PERMIT/VARIANCES 31A VARIANCE NO. 2011-01 TO ALLOW A REDUCTION IN LANDSCAPED SETBACKS FOR A NEW MEDICAL OFFICE BUILDING AVENUE LOCATED IN COMMUNITY COMMERCIAL (C1) ZONING DISTRICT - 1901 NORTH TUSTIN - Planning and Building Agency Applicant: Raymond Schofield of Miller Architects, representing Paragold LP Recommended action approved by the Planning Commission on February 28, 2011, by a vote of 7-0. MOTION: Receive and file the staff report approving Variance No. 2011-01 as conditioned. CITY COUNCIL AGENDA 11 MARCH 21, 2011 1 0A-11 **END OF CONSENT CALENDAR** BUSINESS CALENDAR RESOLUTIONS 55A RESOLUTION ADOPTING CITY OF SANTA ANA BIKEWAYS STRATEGIC PLAN - Public Works Agency MOTION: Adopt resolution. RESOLUTION NO. 2011-014 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA ADOPTING THE BIKEWAY STRATEGIC PLAN PURSUANT TO THE BICYCLE TRANSPORTATION ACCOUNT MOTION: Martinez SECOND: Alvarez VOTE: AYES: Alvarez, Benavides, Bustamante, Martinez, Pulido, Sarmiento, Tinajero (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) 55B RESOLUTION AND AUTHORIZATION TO SUBMIT COMMUNITY- BASED TRANSPORTATION PLANNING PROJECT APPLICATION - Public Works Agency MOTION: Adopt resolution. RESOLUTION NO. 2011-015 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING THE APPLICATION FOR PROJECT FUNDING UNDER THE COMMUNITY BASED TRANSPORTATION PLANNING PROGRAM MOTION: Martinez SECOND: Alvarez VOTE: AYES: Alvarez, Benavides, Bustamante, Martinez, Pulido, Sarmiento, Tinajero (7) NOES: None (0) CITY COUNCIL AGENDA 12 MARCH 21, 2011 1 0A-12 ABSTAIN: None (0) ABSENT: None (0) 55C RESOLUTION - OPPOSITION TO ELIMINATING REDEVELOPMENT AGENCIES - City Manager's Office MOTION: Adopt resolution. MOTION: Benavides SECOND: Sarmiento Mayor Pro Tern Alvarez noted that City opposing the elimination of Redevelopment Agencies as well as Enterprise Zones. Council concurred that opposition to both should be included in resolution. AMENDED MOTION: Amend resolution to include opposition to Enterprise Zones. RESOLUTION NO. 2011-016 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA OPPOSING GOVERNOR BROWN'S PROPOSAL TO ELIMINATE COMMUNITY REDEVELOPMENT AGENCIES AND ENTERPRISE ZONES AND AUTHORIZING THE CONTRIBUTION OF FUNDING FOR LEGAL OPPOSITION TO SAID PROPOSAL MOTION: Benavides VOTE: AYES: SECOND: Sarmiento Alvarez, Benavides, Bustamante, Martinez, Pulido, Sarmiento, Tinajero (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) PUBLIC HEARINGS 75A PUBLIC HEARING - ORDINANCE AMENDING THE SANTA ANA MUNICIPAL CODE REGULATING TELECOMMUNICATIONS FACILITIES IN THE PUBLIC RIGHT-OF-WAY - Public Works Agency Legal Notice published in the O.C. Reporter on March 11, 2011 and March 18, 2011. CITY COUNCIL AGENDA 13 MARCH 21, 2011 1 0A-13 Staff report presentation by Raul Godinez II, Executive Director of Public Works Agency Current Wireless Coverage Limitations • Chapter 41 of SAMC Currently Regulates Placement of Wireless Telecommunications Facilities on Private Property • Allows wireless telecom facilities only in non-residential properties subject to a Conditional Use Permit • Need for Wireless Coverage Grows • Number and capabilities of wireless devices constantly increasing • Prohibition in Residential Property and Increased Capacity has Resulted in Coverage Gaps • Wireless Telecommunication providers are focusing on public right-of- way to supply increased coverage in residential neighborhoods City's Right To Regulate Wireless Facilities In Public Right-Of-Way • California Public Utilities Code - Section 7901 • Authorizes telephone service providers to construct facilities in public right-of-way • Agencies may exercise control as to time, place & manner • Federal Telecommunications Act of 1996 • Local agencies shall not prohibit or have the effect of prohibiting the provision of personal wireless services • Shall not unreasonably discriminate among providers • May not regulate based upon the environmental effects of radio frequency emissions What Is Needed? • Regulations Specific to the Public Right-of-Way • Provide height, design, and location regulations and preferences • Provide sufficient notice to neighboring properties • Require wireless provider to prove need for the facility at the proposed location Siting Preferences • Adjacent to Non-Residential before Residential • Private (Non-Residential) Property before Public Right-of-Way • Arterials before Local Streets Options To Mount Antenna • Street Lights (preferred) • Power Poles • Other stand alone structures (if aesthetically preferable) Height Limitation • 35' limit in Residential Areas • 60' limit in Non-Residential Areas CITY COUNCIL AGENDA 14 MARCH 21, 2011 1 0A-14 Permit Application Requirements Coverage Gap Analysis • Applicant must show area experiencing significant gap in wireless coverage and increase in coverage anticipated with facility installation Alternative Site Analysis • Show which less intrusive sites were considered and reasons why they were not selected Provides for Review by Qualified Radio • Frequency Consultant Notification Process • Property owners within a 300' radius • Neighborhood associations serving properties within a 300' radius • Posting at the proposed site Comments • 30 day comment period • Applicant to work with city to consider and respond to comments The Public Hearing opened at 7:00 p.m. There were no speakers and the Hearing closed. Council discussion ensued; requested that noticing be extended to 500 ft. radius - administrative practice has been such and will continue; utility boxes to be underground and graffiti deterrent, when feasible. MOTION: 1. Place ordinance on first reading and authorize publication of title. ORDINANCE NS-2816 - AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA ADOPTING GUIDELINES FOR TELECOMMUNICATIONS FACILITIES IN THE PUBLIC RIGHT OF WAY 2. Approve the Negative Declaration for the Telecommunications Facilities in the Public Right- of-Way Ordinance (ER-2011-1). 3. Adopt resolution. RESOLUTION NO. 2011-017 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA SETTING THE AMOUNT OF PERMIT AND INSPECTION FEES FOR APPLICATIONS TO INSTALL TELECOMMUNICATION FACILITIES IN THE PUBLIC RIGHT OF WAY PURSUANT TO SECTION 33-237 OF THE SANTA CITY COUNCIL AGENDA 15 MARCH 21, 2011 1 0A-15 ANA MUNICIPAL CODE AND ADDING SAID INCREASED FEES AND CHARGES TO THE MISCELLANEOUS FEE SCHEDULE MOTION: Tinajero SECOND: Sarmiento VOTE: AYES: Alvarez, Benavides, Bustamante, Martinez, Pulido, Sarmiento, Tinajero (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) 75B PUBLIC HEARING - GENERAL PLAN AMENDMENT NO. 2011-01 TO CIRCULATION ELEMENT BIKEWAY MASTER PLAN TO INCLUDE A CLASS II (ON ROAD) BIKE LANE ON MEMORY LANE BETWEEN BRISTOL STREET AND FLOWER STREET, AND FLOWER STREET BETWEEN MEMORY LANE AND SHARON ROAD; AND A CLASS I (OFF ROAD) BIKE PATH ON BEAR STREET BETWEEN SEGERSTROM AVENUE AND MACARTHUR BOULEVARD - FILED BY THE CITY OF SANTA ANA - Planning and Building Agency Recommended Action approved by the Planning Commission on February 28, 2011 by a 7-0 vote. Legal Notice published in the O.C. Reporter and notices mailed on March 11, 2011. Staff report presentation by Jay Trevino, Executive Director of Planning and Building and Gerardo Mouet, Executive Director of Parks, Recreation, and Community Services • General Plan Amendment to the Circulation Element Bikeway Master Plan No. 2011-01 • Request by City: Amend the General Plan Circulation Element to make minor revisions to the Bikeway Master Plan Bikeway Master Plan: • Adopted by City Council in 1998 • November 2009 the SA bikeway Master Plan was included in the OCTA Commuter Bikeway Strategic Plan • Identifies over 64 linear miles of on-road and off-road bikeways • Reduce roadway congestion, promote health, and improve air quality • Opportunity to seek grant funding • Per City Bikeway Master Plan of 1998 CITY COUNCIL AGENDA 16 MARCH 21, 2011 1 0A-16 • Class I plans for 18 miles - 13 miles exist • Class II plans for 46 miles - 3 miles exist Bikeway Master Plan Amendment ADD: • Class II - Memory Lane & portion of Flower Street (0.61 miles) • Bristol to Flower to Fisher Park • Class I - Bear Street (0.49 miles) • Segerstrom to MacArthur REMOVE: • Class I - Flood Channel The Public Hearing opened at 7:20 p.m. The following spoke in support of the item: Eric Scandrett, Dave Hoen, and Shirley Grindle. *Councilmember Bustamante noted that he had a Conflict of Interest due to the proximity of the project to his residence and abstained. He did not participate in the discussion of this item. MOTION: Adopt resolution. RESOLUTION NO. 2011-018 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING AN AMENDMENT TO THE SANTA ANA GENERAL PLAN CIRCULATION ELEMENT BIKEWAY MASTER PLAN (GPA NO. 2011-01) MOTION: Martinez SECOND: Alvarez VOTE: AYES: Alvarez, Benavides, Martinez, Pulido, Sarmiento, Tinajero (6) NOES: None (0) ABSTAIN: *Bustamante (1) ABSENT: None (0) THE CITY COUNCIL RECESSED AT 7:30 P.M. FOR A JOINT SESSION OF THE CITY COUNCIL AND THE COMMUNITY REDEVELOPMENT AGENCY 80A JOINT PUBLIC HEARING - RESOLUTIONS AND DISPOSITION AND DEVELOPMENT AGREEMENT WITH HABITAT FOR HUMANITY, INC. - Community Redevelopment Agency Recommended Action approved by the Community Redevelopment and Housing Commission on February 15, 2011 by a 5-0 vote (Bist absent). CITY COUNCIL AGENDA 17 MARCH 21, 2011 1 0A-17 Legal Notice published in the O.C. Reporter on March 7, 2011 and March 14, 2011. The Public Hearing opened at 7:30 p.m. There were no speakers and the Hearing closed. CITY COUNCIL ACTION MOTION: Adopt resolution. RESOLUTION NO. 2011-019 - A RESOLUTION OF THE CITY COUNCIL OF SANTA ANA MAKING CERTAIN FINDINGS WITH RESPECT TO THE CONSIDERATION TO BE RECEIVED BY THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA PURSUANT TO A DISPOSITION AND DEVELOPMENT AGREEMENT BETWEEN THE AGENCY AND HABITAT FOR HUMANITY OF ORANGE COUNTY, INC. FOR THE SALE OF CERTAIN REAL PROPERTY, AND APPROVING THE SALE OF SAID REAL PROPERTY UPON THE TERMS AND CONDITIONS CONTAINED IN THAT AGREEMENT COMMUNITY REDEVELOPMENT ACTION MOTION: Adopt resolution. CRA RESOLUTION NO. 2011-003 - A RESOLUTION OF THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA APPROVING A DISPOSITION AND DEVELOPMENT AGREEMENT BETWEEN THE AGENCY AND HABITAT FOR HUMANITY OF ORANGE COUNTY, INC. MOTION: Martinez SECOND: Bustamante VOTE: AYES: Alvarez, Benavides, Bustamante, Martinez, Pulido, Sarmiento, Tinajero (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) 80B JOINT PUBLIC HEARING - RESOLUTION AND THIRD AMENDMENT TO THE DISPOSITION AND DEVELOPMENT AGREEMENT WITH VISTA DEL RIO HOUSING PARTNERS, L.P. - VISTA DEL RIO; 1600 W. MEMORY LANE - Community Redevelopment Agency CITY COUNCIL AGENDA 18 MARCH 21, 2011 1 0A-18 Recommended Action approved by the Community Redevelopment and Housing Commission on March 15, 2011 by a 6-0 vote. Legal Notice published in the O.C. Reporter on March 7, 2011 and March 14, 2011. Staff report presentation by Nancy Edwards, Interim Executive Director of Community Development Agency The Public Hearing opened at 7:32 p.m. The following spoke in support of the item: Conor Weir of AMCAL Multi-Housing, Dan Rogers of Goodwill Industries, Nancy Quarles,and Judy Gonzalez. Frank Acosta, Will Hames, and Jose Velasquez spoke in opposition. Mayor Pro Tern Alvarez requested that the letter in opposition and petition signed by residents of Concord Neighborhood Association as submitted by Frank Acosta be included as part of the Minutes. Concerned with lack of communication with neighborhood residents on project and impacts and safety and vulnerability of people with disabilities. Councilmembers Benavides, Sarmiento, Martinez, and Tinajero expressed support for project that will provide affordable housing for people with disabilities; noted that property site granted from the County of Orange for affordable housing purposes, thus development meets requirement; Project has already been approved and current request only seeks additional funds to be competitive and obtain State grants; need for quality projects for people with special needs; funding requested part of Redevelopment funds that help subsidize such projects; noted that such project would help with RHNA requirement as regulated by SCAG. Councilmember Bustamante and Mayor Pulido concerned with additional funding request and project site location; requested cost comparison report on project at different locations. Dan Rogers of Goodwill Industries apologized to residents of neighborhood for not communicating as they should have. Conor Weir noted that project has been underfunded; special needs projects have needed additional funds which are imperative to success. CITY COUNCIL ACTION MOTION: Adopt resolution. RESOLUTION NO. 2011-020 - A RESOLUTION OF THE CITY COUNCIL OF SANTA ANA MAKING CERTAIN FINDINGS WITH RESPECT TO THE CONSIDERATION TO BE RECEIVED BY THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA CITY COUNCIL AGENDA 19 MARCH 21, 2011 1 0A-19 PURSUANT TO A DISPOSITION AND DEVELOPMENT AGREEMENT BETWEEN THE AGENCY AND VISTA DEL RIO HOUSING PARTNERS, L.P., FOR THE SALE OF CERTAIN REAL PROPERTY AND APPROVING THE SALE OF SAID REAL PROPERTY UPON THE TERMS AND CONDITIONS CONTAINED IN THAT AGREEMENT COMMUNITY REDEVELOPMENT ACTION MOTION: 1. Authorize the Executive Director of the Community Redevelopment Agency and Agency Secretary to execute a Loan Agreement, subject to non-substantive changes approved by the Executive Director and Agency General Counsel. AGMT - With Vista Del Rio Housing Partners, L.P. in the amount of $469,000 2. Authorize the Executive Director of the Community Redevelopment Agency and Agency Secretary to execute a Third Amendment to the Disposition and Development Agreement, subject to non-substantive changes approved by the Executive Director and Agency General Counsel. AGMT - With Vista Del Rio Housing Partners, L.P. MOTION: Benavides SECOND: Sarmiento VOTE: AYES: Benavides, Martinez, Sarmiento, Tinajero (4) NOES: Alvarez, Bustamante, Pulido (3) ABSTAIN: None (0) ABSENT: None (0) THE CITY COUNCIL RECESSED AT 8:40 P.M. TO THE COMMUNITY REDEVELOPMENT AGENCY MEETING, FOLLOWED BY THE HOUSING AUTHORITY MEETING, AND RECONVENED AT 8:41 P.M. WITH SAME MEMBERS PRESENT. WORK STUDY SESSION WSA BACK TO NATIVES RESTORATION PARTNERSHIP - Parks, Recreation & Community Services Agency CITY COUNCIL AGENDA 20 MARCH 21, 2011 1 OA-20 PARTNERSHIP • Partnerships have been a key strategy for effective programming of Recreation Centers and Libraries. • TKO -Jerome Center • YMCA/OC Affinity -Aquatics Program • Leisure Classes • Adopt -A -Park Projects • Back to Natives Restoration BTN: A VERY SPECIAL NON-PROFIT • Dedicated to the restoration and conservation of wild lands. • Promotes the use of native plants; habitat restoration and preservation • Assisting the Agency's goal of maintaining high quality landscapes and using native plants that minimize the amount of water used throughout the year. BTN: ADDS GREATER BENEFITS TO OUR COMMUNITY • Community Outreach and Education Projects • Leisure Classes • Core Nutrition • Outdoor Basic Mat Pilates • Native Container Gardening Workshop • Learning Through Natural Science Illustration • Low Cost Leisure Classes ($5 per class) • Native American Uses of Native Plants • Landscaping with Native Plants • OC Butterflies and their Host Plants • Color Wheel of the Year • Adopt -A -Park Projects help save general fund dollars SANTIAGO PARK NURSERY AGREEMENT GOALS • Transform the Santiago Park Nursery into a Native Plant Nursery • Develop Seed Collection and Plant Propagation • Restore by Planting of Native Plants in Nature Reserve • Establish Methodology and Document Research Findings • Provide Educational Opportunities • Coordinate Volunteer and Service Learning Opportunities Accomplishing These Goals Helps Us Save General Fund Monies Introduced Board members in attendance. AGENDA ITEM CONSIDERED OUT OF ORDER 25F ESTABLISH A NATIVE PLANT NURSERY AT THE SANTIAGO PARK NURSERY SITE CITY COUNCIL AGENDA 21 MARCH 21, 2011 1 OA-21 MOTION: Authorize the City Manager and Clerk of the Council to execute the following agreements, subject to non-substantive changes approved by the City Manager and City Attorney and/or actions as noted on the Request for Council Action report. AGMT NO. 2011-073 - With Back to Natives Restoration - Parks, Recreation & Community Services Agency MOTION: Bustamante SECOND: Martinez VOTE: AYES: Alvarez, Benavides, Bustamante, Martinez, Pulido, Sarmiento, Tinajero (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) COMMENTS 90A 90B CITY MANAGER'S COMMENTS - None CITY COUNCILMEMBER COMMENTS Councilmember Tinajero: • Congratulated David Ream on his upcoming retirement; thanked him for his leadership; • Noted that he would be meeting with PBID members to work on compromise regarding the Community Management District; • Councilmember Sarmiento and he went to El Salvador to discuss Police Community Policing Program; accolades to our Police Department for implementing successful program more than 25 years ago, travel provided by ICMA. Councilmember Benavides: • Suggested that 2nd Council meetings of the month should be held in the Council Chamber. Councilmember Bustamante: • Congratulated City Manager David Ream on his upcoming retirement. Councilmember Martinez: CITY COUNCIL AGENDA 22 MARCH 21, 2011 1 OA-22 • Advised that City of Santa Ana has received 3?d place in world competition for best water; tap water is regulated and encouraged all to drink; thanked staff for efforts; • Congratulated Chapter One restaurant on its soft opening and Proof Bar on its 5 year anniversary; • Announced that Jerome Park would be hosting Cesar Chavez festivities over the weekend and invited all to attend; • Congratulated former TKO boxer Luis Ramos who is now with Golden Boy Production; had first professional fight at Orange County Fairgrounds; • Recent movie "The Music Never Stopped" sends a great message about importance of parental relationship; • Thanked David Ream for his service; wished him well; will continue to serve on local boards; proposed that open space on Bristol and 1St Street be named the David Ream Plaza. Mayor Pulido left the meeting at 9:07 p.m. Councilmember Sarmiento: • Stated City has award winning water; making strides with conservation efforts; Mayor Pro Tern Alvarez chairs the Orange County Water District; • Noted that all major projects in past 20 years have David Ream's signature and fingerprints, wished him best; decision to fill position critical; • Commented on visit to El Salvador and strides taken to bring democracy to war torn country; and • Condolences to family of City of Costa Mesa employee who recently committed suicide after receiving layoff notice. Mayor Pro Tern Alvarez: • Noted Mayor Pulido left the meeting early; • Thanked Council members Sarmiento and Tinajero for representing the City during visit to El Salvador; • Discussed criteria used to select best water competition, including: appearance, aroma, taste, mouth-feel, after-taste and thirst after drinking - Santa Ana winning 3rd place in world competition; • Encouraged all to continue to conserve water; • American Cancer Society holding Relay for Life event in Santa Ana; challenged the Council to assemble a team; • Retiring City Manager David Ream will be sorely missed; his great quotes; encouraged the community to share his anecdotes; • Adjourned in memory of Justina Navarrete-Bonilla who was the late mother of El Toro Market owners and read a short bio. CITY COUNCIL AGENDA 23 MARCH 21, 2011 1 OA-23 ADJOURNED- 9:20 P.M. - The next meeting of the City Council is scheduled for Monday, April 4, 2011 at 5:00 p.m. for the Closed Session Meeting immediately followed by the Regular Open Business Meeting in the Council Chamber, 22 Civic Center Plaza, Santa Ana, California. Adjournment in Memory of Justina Navarrete-Bonilla CITY COUNCIL AGENDA 24 MARCH 21, 2011 1 OA-24 Entered into the record - ref. Item 80A TO: Mayor Miguel Pulllo MEMORANDUM Mayor Pro Temp Claudia Alvarez Councilwoman Michelle Martinez Councilman Vincent F. Sarmlento Councilman Sal Tlnajero Councilman David Benavides Councilman Carlos Bustamante FROM: Frank Acosta& Residents of Concord Neighborhood Association DATE: March 21, 2011 SUBEJCT: Opposition to Vista Del Rio Housing Development As residents of Concord Neighborhood, we care very much about the quality of life In our neighborhood. The buikding of a 41-unit, 2 story apartment complex will have a tremendous negative impact In our neighborhood for a number of reasons. Single Family Residence Neighborhood: Concord is composed of single family residence homes. it's simply incredible to think that a 41-unit apartment complex would be approved in a single family residential area. An apartment complex, regardless of who the residents are, is out of place in our neighborhood; It will be only a matter of time after it becomes blighted area. Something, that unfortunately happens way too often in areas where apartment complexes are built. Our displeasure with the building of this apartment complex In our neighborhood has been consistent at all neighborhood meetings. Concord is one of the few neighborhoods in Santa Ana that still remains as a single family residence neighborhood and I would like to keep that way. My concern is that once an apartment complex gets built within the neighborhood, it will open the doors to others being built. Santa Ana is already a heavily populated city. Unfortunately, we already can't provide services to our residents. We need more open space, more parks, community centers and green places where children can play. We do not need another apartment complex, definitely not one in a single family residence neighborhood. A 41-unit 11 Page CITY COUNCIL AGENDA 25 MARCH 21, 2011 1 OA-25 apartment complex is not in the best interest of Concord resident's health, safety and welfare, quite the opposite. Public Safety Issues: A 41-unit apartment complex in the proposed location is a great public safety concern, not only for the apartment complex tenants but for the neighborhood residents as well. The developer's proposal to address this concern is a 6 foot iron-wrought fence along the riverbed border. As it is, the riverbed (being county property) is not patrolled at all. Neighborhood residents bordering the riverbed have constant problems with gangs and transients - primary reason why residents along the riverbed have fences higher than six feet tall. Adding a 41-unit apartment complex will provide a great opportunity for the tenants to be victims of crime; easy access through the riverbed and easy escape. It's inevitable that such problems will spread to the surrounding neighborhood and obviously that a huge concern for our community. Again, we don't need the additional targets of criminal activity in our neighborhood. City Funding of Project: My understanding in 2010 the Developer asked from the City and received $1.5 million In HOME loans. However, the developer was unsuccessful in receiving low income tax credits and now wants the City to lend it another $469,000, so as to "improve its success" with another tax credit application. At a time when the City's workforce has been slashed to a bare minimum (or less), how can the city be loaning money to a developer so the it can "improve" it chances at getting low income tax credits - especially to add an apartment complex to single family residence neighborhoodl While 1 understand it's a different "pot" from which the City makes these loans, it is still incredible to believe the City would be funding the "destruction" one of its last remaining single family residence neighborhoods! If the City has such funds available, maybe the City should consider funding a Community Center in that location. There are no community centers anywhere close to Concord and the surrounding neighborhoods and there is definitely a need for one. Instead, the City is looking to fund an apartment complex to be located at a prime entryway to the City. The Developer: Prior to March 7, 2011, the last time the Developer had any contact with Concord as in the summerof 2009. Contrary to the statement, in the Discussion section of the Recommended Action before the Council, the Developer has NOT been working with 21 Page CITY COUNCIL AGENDA 26 MARCH 21, 2011 1 OA-26 Concord Neighborhood, let alone addressing our concerns. In 2009 and again in 2011, our concerns remain the same. Since we had not heard anything since 2009, we assumed the project had died (especially given the downturn in the economy). It was surprising to hear that not only was the project fully entitled, along with bans from the city, but that it was relayed to the City that Concord Neighborhood was in full support of the apartment complex! It is especially troubling that since the project came to our attention, all neighborhood meetings called by the City have always been at the same location within our neighborhood. Concord has a lot of original homeowners and it's very convenient and easily accessible to our elderly homeowners. After the March 7t' meeting , which took place at a Concord residence, another "neighborhood" meeting was scheduled for March 16tl' at a location outside the neighborhood, making it difficult for the homeowners to attend. Conclusion: Concord is a single family residence neighborhood. Many of the owners are original homeowners who purchased their homes in the 1950's. It is a small, but tight neighborhood; we belong to Ward 3, yet even City Personnel think we are Garden Grove. Often times, we have to remind the City that there is a Santa Ana neighborhood west of the Santa Ana River, bordering Orange and Garden Grove. Our neighborhood is generally safe, so much that k's rare to see a Santa Ana Police patrol car in the area. Heck, we still have a of July block parties! There are no apartment complexes within our neighborhood and that's the way we prefer it. If we wanted to live by an apartment complex, we could have purchased our homes in one of the many areas within our City. We are a community of homeowners, tax payers and voters. We want our elected officials to respect out wishes: we do not want a 41-unit apartment complex in our single family residence neighborhood. 31 Page CITY COUNCIL AGENDA 27 MARCH 21, 2011 1 OA-27 Concord Neighborhood Association As a resident and homeowner In the Concord Neighborhood In Santa Ana, i am opposed to the construction of a 41-unit apartment complex In my neighborhood. I am also opposed to the City of Santa Ana providing any type financial assistance or bans to assist the developer in construction of the apartment complex. A6 pry Address 42,54- 1117L9 W. Pvce L.Q r-ra.k-JeAtstn i 7Zt V'• P-tM(Ll _ 2.3 W. R-'var - Z* ?-yt71 t j. 'rOw ,vL6y S r 1 M+W-^ A..% cq 17. /77,69/0:q- McA 4;5Z 18. /fI0U?9` hrNt?, a 19.--L50N/W- (J 20. tA 14 Vy N- T`wnl-?? r 2502 /'J - ToWfe, aazx IV. %a "'yaV S,- 7qW 26 12wti 7951 N - M6 P N- St, A 9z1oc? 2-M -R)WO I ST, CA 6 1 P a e e CITY COUNCIL AGENDA 28 MARCH 21, 2011 1 OA-28 Homeowner's NamefSiaAature Concord Neighborhood Association As a resident and homeowner in the Concord Neighborhood in Santa Ana, I am opposed to the construction of a 41-unit apartment complex in my neighborhood. I am also opposed to the City of Santa Ana providing any type financial assistance or loans to assist the developer in construction of the apartment complex. He 1. 2. 3. 4. 5:` 1- 6 7. ?lrf /?S maCi4.f s. cm 9. (7 10..,d/(yy-.? 1 1 1 1 1 1 20. Address 170 7 w . S Hr9?B? ,e?. t-i5 V-NIS 17.2 7 X11.-_+Y1 - ErT _- ????''I'I!7 fit•? ' 4 1 P a g e CITY COUNCIL AGENDA 29 MARCH 21, 2011 1 OA-29 1 OA-30 lss2/25/ 11 ORDINANCE NO. NS-XXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA ADOPTING GUIDELINES FOR TELECOMMUNICATIONS FACILITIES IN THE PUBLIC RIGHT OF WAY THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES ORDAIN AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. The guidelines set forth in this ordinance are necessary to preserve public health, safety, welfare, and aesthetic interests in the public right of way. None of these guidelines are, however, adopted solely for aesthetic interests. B. Given the increasing use of telecommunications facilities in society today, the City expects to receive applications for permits for such facilities in increasing number, some of which facilities are significantly larger than most similarly situated existing installations; and C. The City does not intend that this ordinance prohibits or has the effect of prohibiting telecommunications service; rather, the City seeks to limit development of telecommunications facilities in and around residential neighborhoods to the fullest extent allowed by law; and D. The City recognizes its responsibilities under the Federal Telecommunications Act of 1996 and State law, and believes that it is exercising its regulatory authority to the fullest extent under the current state of the law in ensuring that irreversible development activity does not occur that would harm the public health, safety or welfare. Section 2. The City Council has reviewed and considered the information contained in the initial study and the negative declaration prepared with respect to this Ordinance. The City Council has, as a result of its consideration and the evidence presented at the hearings on this matter, determined that, as required pursuant to the California Environmental Quality Act ("CEQA") and the State CEQA Guidelines, a Negative Declaration adequately addresses the expected environmental impacts of this Ordinance. On the basis of this review, the City Council finds that there is no evidence from which it can be fairly argued that the project will have a significant adverse effect on the environment. The City Council hereby certifies and approves the negative declaration and 11 A-1 lss2/25/11 directs that the Notice of Determination be prepared and filed with the County Clerk of the County of Orange in the manner required by law. Pursuant to Title XIV, California Code of Regulations ("CCR") § 735.5(c)(1), the City Council has determined that, after considering the record as a whole, there is no evidence that the proposed project will have the potential for any adverse effect on wildlife resources or the ecological habitat upon which wildlife resources depend. The proposed project exists in an urban environment characterized by paved concrete, roadways, surrounding buildings and human activity. Therefore, pursuant to Fish and Game Code § 711.2 and Title XIV, CCR § 735.5(a)(3), the payment of Fish and Game Department filing fees is not required in conjunction with this project. Section 3. Article X is added to Chapter 33 of the Santa Ana Municipal Code to read in full as follows: ARTICLE X TELECOMMUNICATIONS FACILITIES IN THE PUBLIC RIGHT OF WAY SECTIONS 33-230 Purpose and Intent 33-231 Definitions 33-232 Siting Preferences 33-233 Prohibited On Roadway of Public Street 33-234 Dangerous Condition or Obstruction 33-235 Permit Required 33-236 Application Required 33-237 Fee 33-238 Notice of Application Submittal 33-239 Permit Issuance 33-240 Appeal 33-241 Site Selection Guidelines and Criteria 33-242 Visual Impact Guidelines 33-243 Public Safety Guidelines 33-244 Maintenance Standards 33-245 Compliance with Applicable Law and Regulations 33-246 Nonexclusive Use of Public Right of Way 33-247 Director's Guidelines 33-248 Submittals 33-249 Indemnity and Insurance 33-250 Coordination with other Projects 33-251 Installation in Streets Subject to Future Improvement 33-252 Urban Forest 33-253 Permit Non-Compliance; No Waivers 11 A-2 lss2/25/11 33-254 Future Changes in the Law Sec. 33-230. Purpose and Intent. The City Council finds and determines that it is in the interest of the City of Santa Ana to establish a process that balances the need for Santa Ana residents to access wireless communications, the general welfare of Santa Ana residents, and the requirements of state and federal law, to guide applicants for telecommunication facilities within or along the public right of way. Accordingly, this article is adopted: (1) To provide uniform standards for the community desired design, placement, permitting and monitoring of telecommunication facilities consistent with applicable state and federal requirements. (2) To manage the public right of way as to the time, place, and manner in which it is accessed. (a) To minimize the environmental and aesthetic impacts of installations in crowded public rights of way. (b) To strongly encourage telecommunications facilities to be installed only as ancillary uses at new and existing sites. (c) To require installation on arterial rather than local streets when feasible. (3) To preserve view corridors, to discourage visual blight and clutter and to encourage aesthetic placement of telecommunication facilities. (4) To accommodate public and City use of the public right of way, so as to permit maintenance of telecommunication facilities, and to minimize disruption to vehicular traffic and pedestrian flow; and on-street parking. (5) To minimize unnecessary disruption of the public right of way by coordinating installations so as to effectively manage use of the public right of way. (6) To ensure the structural integrity, reliability, performance, safety, quality, ease of maintenance, and aesthetic integrity of the public right of way. (7) To ensure that similarly situated public right of way users are treated in a competitively neutral and non-discriminatory manner while complying with applicable state and federal requirements. (8) To ensure compliance with all federal, state, county, and local laws. 11 A-3 lss2/25/11 (9) To prevent hazardous conditions along the public right of way. (10) To manage the long-term use of the public right of way. Sec. 33-231. Definitions. For the purpose of this Article, the following words or phrases are defined below: (a) "Agency" means the City's Public Works Agency. (b) "Antenna array" means one or more rods, panels, discs, or similar devices used for the transmission or reception of radio frequency signals, which may include omni-directional antennas (whip), directional antennas (panel), and parabolic antennas (dish), but excluding any support structure. (c) "Director" means the Executive Director of the Public Works Agency or designee. (d) "Parkway" means that area between the sidewalk and the curb of any street, and where there is sidewalk adjacent to the curb, that area between the sidewalk and the right of way line and where there is no sidewalk, that area between the curb or edge of the roadway and the right of way line adjacent thereto. (e) "Permit" means a permit issued pursuant to this Chapter allowing the placement of a telecommunication facility within a specifically designated portion of the public right of way. (f) "Person" means any individual, firm, company, partnership, corporation, entity, agency, or other organization. (g) "Primary use" means the main purpose for which a site is developed and occupied, including the activities that are conducted on the site a majority of the hours which activities occur, including, but not limited to, a street light or power pole. (h) "Public sidewalk" means any surface dedicated to the use of pedestrians by license, easement, operation of law or by grant to the City. (i) "Public right of way" or "right-of-way" means the area on, below, or above a city owned or controlled street or alley public right of way and the sidewalk and/or parkway adjacent thereto. (j) "Roadway" means that portion of a public street improved, designed or ordinarily used for vehicular traffic. 11 A-4 ]ss2/25/11 (k) "Shared use" means a site or facility where a wireless provider shares a telecommunications facility with an existing structure, such as a street light or utility pole or a similar replacement of an existing structure. (1) "Significant Gap" means a gap in the telecommunications signal, including geographic coverage, interference and capacity issues resulting in the inability of telecommunications users to reliably place, maintain or receive calls. (m) "Support structure" means a freestanding structure designed and constructed to solely support an antenna array and that may consist of a monopole, a self-supporting lattice tower, a guy-wire support tower, or other similar structure. (n) "Telecommunication Facility" means and includes any wire or line, antenna, pipeline, pipe, duct, conduit, converter, cabinet, pedestal, meter, tunnel, vault, equipment, drain, manhole, splice box, surface location marker, pole, structure, utility, or other appurtenance, property, or tangible thing used to provide telecommunications and/or video services to the public. (o) "Work" means all labor, materials, equipment, services, and all other things necessary for a person to install a telecommunication facility in the public right of way, including without limitation any changes requested by the City, in accordance with this Article and all applicable laws and regulations. Sec. 33-232. Siting Preferences Whenever possible telecommunication facilities shall be located on feasible sites outside of and non-adjacent to property zoned or used for residential purposes. To the extent possible, telecommunications facilities shall be located outside the public right-of- way. If an alternative site analysis indicates the only feasible site is in the right-of-way within one hundred forty feet (140) of property zoned or used for residential purposes, placement may be approved on arterial streets. If facility must be sited on a local street to fill a significant gap, placement may only be allowed on an existing street light or utility pole, or a replacement pole located at the same site. For purposes of this section, feasible sites are sites that 1) are not encumbered by deed restrictions or other legal impediments that prohibit the installation of telecommunication facilities; 2) are owned or controlled by an entity that is willing to allow the use of the proposed site for a telecommunication facility installation; 3) include existing structures (such as street lights and utility poles) upon which telecommunication facilities can be mounted; 4) require no new permanent disruptions (i.e. access roads, retaining walls, etc.) that do not primarily serve the primary use; and 5) where the proposed telecommunication facility, including accessory cabinets, can be designed, treated or screened in an aesthetic manner that is in keeping with the surrounding area. 11 A-5 ]ss2/25/11 Sec. 33-233. Prohibited on roadway of public street No person shall install, use or maintain any telecommunication facility in such a manner that it impedes travel on the right-of-way, nor shall such installation violate siting regulations imposed by the California Public Utilities Commission. Sec. 33-234. Dangerous condition or obstruction No person shall install, use or maintain any telecommunication facility which in whole or in part rests upon, in or over any public sidewalk or parkway, when such installation, use or maintenance endangers or is reasonably likely to endanger the safety of persons or property, or when such telecommunication facility unreasonably interferes with or impedes the flow of pedestrian or vehicular traffic including any legally parked or stopped vehicle, the ingress or egress from any residence or place of business, the use of poles, posts, traffic signs or signals, hydrants, mailboxes, permitted sidewalk dining, permitted street furniture or other objects permitted at or near said location. Sec. 33-235. Permit Required. No person shall install or maintain any telecommunication facility which in whole or in part rests upon the public right of way without first obtaining a permit from the Director under this Chapter. Sec. 33-236. Application Required. Before a permit is issued, a written application must be filed with the Agency on a form approved by the Director. The application shall contain the following: 1. The name, address and telephone number of both the applicant and the owner of the telecommunication facility; 2. The name, address and telephone number of the responsible person whom the City may contact at any time concerning the telecommunication facility; 3. The applicant shall show legal authority to occupy and use for the purpose mentioned in the application, the streets, alleys, sidewalks or other public places where the excavation, placement, location or installation of telecommunication facilities is proposed to be made; 4. A site plan to scale, elevation drawings, before installation photographs showing the exact location of the proposed telecommunication facility (including a description of the location in a format compatible with the City's geographic information system database), including other improvements in the project area, renderings and/or photo simulations of the installed telecommunication facility with appurtenances including power meter boxes and surrounding landscaping elements; 5. At the request of the Director, a photograph and model number of the telecommunication facility being proposed; 11 A-6 lss2/25/11 6. A coverage map indicating the area which will be served by the proposed telecommunication facility and any significant gap which will be filled by such installation; 7. A construction plan and schedule, to include start and end dates and phasing, as required by the Agency, including additional telecommunication facility locations which the applicant plans to install within five years from the date of application submittal; 8. Engineering certification demonstrating compliance with all existing RF emission standards. The technical information submitted must include support/analysis to justify the proposed location and height of the telecommunication facility; 9. The applicant shall include a list of names and addresses of all property owners, as shown on the latest assessment roll of the county assessor, and tenants within three hundred feet (300') of the exterior boundaries of the proposed site or location. This list shall be in an approved mailing label format; 10.An alternative site analysis, including a map indicating the address and Assessor's parcel number of each alternative site within the coverage objective, a statement of what good faith efforts and measures were taken to secure each of these alternative sites, why each such site is not technologically, legally or economically feasible, how and why the proposed site is essential to meet service demands for the geographic service area and the citywide network. This information is necessary to determine whether there will be a significant gap in coverage if the project is not approved or whether alternatives exist for providing coverage; 11.A non-refundable application and processing fee, in an amount established by resolution of the City Council to defray the City's costs to process the application and to inspect the telecommunication facility. Sec. 33-237. Fee (a) Processing Fees. The fee for any permit or application required by this article shall be set by the City Council by resolution from time to time. (b) Independent Consultant. As reasonably required, the Applicant may be required to provide an authorization waiver to permit the City to hire an independent qualified consultant to evaluate any technical aspect of the proposed telecommunication facility. Any authorization for this purpose shall include an agreement by the applicant to reimburse the City for all reasonable costs associated with the consultation. Any proprietary information disclosed to the City or the consultant is hereby deemed not to be a public record, shall remain confidential, and not be disclosed to any third party without the express consent of the applicant, except as hereafter required by operation of law or by court order. 11 A-7 lss2/25/11 Sec. 33-238. Notice of Application Submittal (a) Within five (5) business days of acceptance of a complete application, the Director shall give or cause notice to be given that the application has been submitted. The notice shall provide a brief description of the proposed telecommunication facility, a map indicating the proposed location, information describing the permit review process including the anticipated action date on the permit request. Notice shall be accomplished by: (i) mailing notices to the owners of property located in residential districts and within 300 feet of the exterior boundaries of the proposed installation site. (ii) mailing notices to any neighborhood association representing residential property located within 300 feet of the exterior boundaries of the proposed installation site. (iii) Posting a notice at the proposed installation site on the existing utility pole, street light or similar structure to be modified or replaced, or as close thereto as reasonably possible. (b) Written comments received by the Director shall be considered as part of the staff review. The comment review period shall be 30 days from the date notice is provided. (c) The applicant shall work cooperatively with the City to consider or otherwise respond to comments received by the Director. Sec. 33-239. Permit Issuance. (a) A permit for a telecommunication facility shall be granted, denied or conditionally granted by the Director within a reasonable time after receiving a completed application (b) The Director shall issue a permit if the Director makes all of the following findings: (1) The proposed telecommunication facility is visually compatible with the surrounding neighborhoods; (2) The applicant has demonstrated that the installation will not substantially interfere with the use of the public right-of-way and existing subterranean infrastructure; (3) The proposed telecommunication facility complies with all applicable regulations of the Federal Communication Commission; (4) The applicant has demonstrated that the proposed site will close a significant gap in coverage and the proposed site is the least intrusive means of providing telecommunication services available to the applicant; 11 A-8 lss2/25/11 (6) The applicant has coordinated the final siting location of the telecommunication facility with the Director; (7) The applicant has posted a performance bond or other security in an amount rationally related to the cost of removal; and (8) All notification requirements for the proposed telecommunication facility have been met. (c) In granting or denying an application, the Director shall make a written finding which shall specify all facts relied upon in rendering his decision. A copy of the decision shall be filed with the City's Public Works Agency and mailed to the applicant and to any person who has submitted a comment on the proposed application pursuant to Section 33-238 (b), above. Sec. 33-240. Appeal Any interested person may appeal the decision of the Director pursuant to chapter 3 of this Code. Sec. 33-241. Site Selection Guidelines and Criteria. (a) The Director may authorize support structures within the public right of way only with a finding that such support structure is required to fill a significant gap and is less intrusive than placement on a primary use in terms of visibility, access or aesthetics. (b) Traffic Obstruction. The placement of the telecommunication facility shall not permanently impede vehicular or pedestrian traffic flow; (c) No modification to above-ground or at-grade telecommunication facilities, including those related to size, color and shape of the housing, may be made by the applicant without first having obtained approval of the Director. (d) To the maximum extent feasible, all appurtenant equipment, including radio base station, electrical panel, and control panel assembly, shall be placed below ground. Where feasible, as new technology becomes available, the applicant shall place an existing or proposed above-ground telecommunication facility below ground. Sec. 33-242. Visual Impact Guidelines. (a) Unobtrusive Design. Telecommunication Facilities shall be designed to be as visually unobtrusive as feasible. Colors and designs must be visually neutral, integrated and compatible with surrounding buildings and/or uses in the area. Facilities shall be sited to avoid or minimize obstruction of views from adjacent properties and otherwise preserve the aesthetic integrity of the public right of way. 11 A-9 lss2/25/11 (b) An antenna array shall be installed as a shared use on an existing or replacement pole and shall not extend over seven feet beyond the top of the pole. However no telecommunication facility located within 140 feet of a residential property shall exceed thirty-five (35) feet in height. Additionally, no telecommunication facility shall exceed sixty (60) feet in height from the ground level as measured from the nearest street curb. (c) Camouflaged Design and Screening. When feasible, Applicant shall use state of the art, well camouflaged designs and screening to minimize visual impact of the telecommunication facility. For example, the visual impact of a telecommunication facility may be mitigated by integrating it into existing functional facilities, by the planting of trees to screen the antenna from adjacent private properties. (d) Landscaping. New landscaping and irrigation designs shall be restored to like or better condition approved by the Director in accordance with the City's landscaping standards. 1. For telecommunication facilities installed in the public right of way in an area where no sidewalk exists, the permittee shall install landscaping immediately surrounding the installation and restore any landscaping disturbed by the installation. The installed and restored landscaping shall be consistent with the existing surrounding landscaping. 2. All new landscaping shall be served by an automatic irrigation system installed, or if existing, modified, to sustain landscaping. If an automatic irrigation system is not feasible, applicant shall submit a manual irrigation plan with its application, and guarantee to replace any vegetation that dies from lack of watering. (e) No Telecommunication Facility shall be illuminated unless specifically required by the FAA or other governmental agency for security or clearance purposes. (f) Signs and Advertising. No advertising signage or identifying logos shall be displayed on any telecommunication facility except for small identification, address, warnings, and other similar information plates. Such information plates shall be identified in the telecom application and shall be subject to approval by the Director. (g) If an applicant proposes to replace a pole in order to accommodate their telecommunication facility, the pole shall match the appearance of the original pole to the extent feasible and shall be approved by the Director. 11A-10 ]ss2/25/11 (h) Historic Structures. The telecommunication facility should not be located immediately in front of, beside or behind historic resources recognized by the City pursuant to Chapter 30 of this Code. Sec. 33-243. Public Safety Guidelines. (a) Arterial Highway Pedestrian Passage. In public rights of way that are designated in the Circulation Element of the City's General Plan as "arterial" streets or highways, and which have an existing sidewalk, the telecommunication facility should be located on the sidewalk or parkway such that there is a minimum six feet (6') unobstructed distance between the edge of the cabinet and any private property, in order to provide sufficient clearance for pedestrians and wheelchairs. If the paved sidewalk is less than six feet (6') wide, the applicant may propose to construct additional sidewalk to meet this requirement if possible; provided, however, that a sufficient length of sidewalk shall be constructed to leave no discontinuities in the new path of access. The telecommunication facility shall be installed in the public right of way with a minimum of eighteen (18) inches of unobstructed distance maintained between the edge of the cabinet and the edge of the curb face (b) Non-arterial Highway Pedestrian Passage. In public rights of way that are not designated in the Circulation Element of the City's General Plan as "arterial" streets or highways, and which have an existing sidewalk, the telecommunication facility shall be located on the sidewalk or parkway such that there is a minimum four feet (4') unobstructed distance between the edge of the cabinet and any private property line, in order to provide sufficient clearance for pedestrians and wheelchairs. If the paved sidewalk is less than four feet (4') wide, the applicant may propose to construct additional sidewalk to meet this requirement if possible; provided, however, that a sufficient length of sidewalk shall be constructed to leave no discontinuities in the new path of access. The telecommunication facility shall be installed in the public right of way with a minimum of eighteen (18) inches of unobstructed distance maintained between the edge of the cabinet and the edge of the curb face (c) Non-paved Sidewalks. In public rights of way with no existing sidewalk pavement, the telecommunication facility shall be located in the parkway such that there is a minimum four feet (4') unobstructed distance between the edge of the cabinet and any private property line, in order to provide sufficient clearance for pedestrians and wheelchairs by one of the following methods: 1. Where there is no curb face, the telecommunication facility shall be installed in the public right of way with a minimum of four (4) feet of unobstructed distance between the edge of the cabinet and the edge of the paved street; or 2. Where there is a curb face, the telecommunication facility shall be installed in the public right of way with a minimum of eighteen (18) inches of 11A-11 lss2/25/11 unobstructed distance between the edge of the cabinet and the edge of the curb face. (d) Vehicular Line of Sight and Sight Distance. The telecommunication facility shall not be located in the "visibility triangle," defined as that portion of both public and private property located at any corner and bounded by the curb line or edge of roadway of the intersecting streets and a line joining the points on the curb or edge of the roadway of the intersection streets forty-five feet (45') from the point of intersection of the extended curb lines or edges of roadway. The telecommunication facility shall not be located adjacent to street intersections, driveways and alley intersections where they would reduce the sight distance for existing vehicular traffic to less than the distance required by City standards on file with the Public Works Agency. Sec. 33-244. Maintenance Standards All telecommunication facilities subject to this Chapter shall comply with the following standards: (a) The applicant shall provide on-going maintenance of its telecommunications facilities, including ensuring the facilities are reasonably free of: 1. General dirt and grease 2. Chipped, faded, peeling and cracked paint 3. Rust and corrosion 4. Cracks, dents, blemishes and discoloration 5. Graffiti, bills, stickers, advertisements, etc; and 6. Broken and misshapen structural parts. (b) If an applicant discontinues use or abandons any telecommunication facility, the applicant shall immediately notify the Director, remove the equipment and restore the site to the condition it existed prior to installation of the telecommunication facility in a manner approved by the Director. (c) All above-ground telecommunications facilities shall be properly maintained in accordance with the following procedures: 1. All necessary repairs, including graffiti removal, shall be completed by the applicant within 48 hours after discovery or receipt of notification of the need for such repairs. 2. The applicant shall provide routine maintenance within 10 working days after receiving notice of the need for such maintenance. 3. Telecommunications facilities shall be replaced, in kind, within 45 days, if routine or emergency maintenance is not sufficient to return the equipment to the condition at the time of installation. 11A-12 lss2/25/11 Sec. 33-245. Compliance with Applicable Law and Regulations This Article is not intended to be the exclusive means of regulating installation of Facilities in the public right of way and nothing herein is intended to waive any other applicable City requirements, including but not limited to building permit, storm water runoff, business license, excavation and undergrounding regulations. The applicant/permittee shall obtain all permits, licenses, and similar authorizations that are required by other governmental entities for the installation of its Facilities. The applicant/permittee must also be and remain in compliance with all applicable statutes, ordinances, rules, regulations, orders, and decisions issued by any federal, state or local governmental body or agency, including without limitation those issued by the California Public Utilities Commission and the Federal Communications Commission. Sec. 33-246. Nonexclusive Use of public right of way All permits to construct or place Facilities in the public right of way shall be nonexclusive. The granting of a permit under this article by the City does not provide any permittee with an exclusive use of the public right of way. All telecommunication facilities permitted by this chapter shall, upon the demand of the Director, be relocated if required by the City to avoid potential conflicts with a proper governmental use of a street, alley, sidewalk or other public place. All expenses incurred in relocating shall be paid by the telecommunication facility owner. Sec. 33-247. Director's Guidelines To the extent not preempted by applicable laws, the Director may prescribe additional guidelines covering the location, size and depth of excavations in public streets and sidewalks as the Director may deem necessary for the public safety and welfare. Where such guidelines are general in character and are designed to apply to all excavations of a certain type or nature, they shall be promulgated in writing showing the date of their enactment, and a copy thereof, duly certified to by the Director shall be kept on file where they may be made available for public inspection upon the demand of any person. All Work performed under this Article shall be subject to such guidelines. 33-248. Submittals Prior to the issuance of any permit, each Applicant shall provide the Agency with evidence that it has obtained all applicable business licenses, state permits, and other licenses, as well as insurance in an amount and form specified by the Agency. Sec. 33-249. Indemnity; insurance Prior to issuance of any permit under this article, each applicant shall: (a) Represent, stipulate, contract and agree that such applicant will indemnify 11A-13 lss2/25/ 11 and hold harmless and defend the City of Santa Ana, its officers and employees from and against any and all suits, actions, judgments, losses, costs, demands, claims, expenses (including attorney's fees), damages, and liabilities of every kind for any and all claims for damage to property, or injury to, or death of persons arising out of or resulting from the issuance of the permit or the placement of the telecommunication facility, except to the extent any damage or injury is due to the gross negligence or willful misconduct of the City, its officers or employees. (b) Obtain and file with the Clerk of the Council, and thereafter maintain during the term of any such permit, certificates evidencing comprehensive general liability insurance policy or policies, approved as to form by the city attorney, issued by an insurance company or companies authorized to do business in the State of California. The City of Santa Ana, its officers and employees shall be named as additional insureds on said policy or policies. The policy limits of said insurance policy or policies shall be not less than one million dollars ($1,000,000.00) combined single limit for both bodily injury and property damage, or equivalent. Said policy or policies shall also contain a provision that no termination, cancellation, or change of coverage of insured or additional insured shall be effective until after twenty (20) days' notice thereof has been given in writing to the Clerk of the Council. Sec. 33-250. Coordination with other Projects To the maximum extent possible and as permitted by law, an Applicant shall design and schedule its Work so as to coordinate its Work with other persons installing, constructing, or maintaining Facilities in the public right of way and with the City. Sec. 33-251. Installation in Streets Subject to Future Improvement Except in an Emergency or in the case of new service connections to a newly constructed or substantially remodeled building, a Telecommunication Facility shall not be installed in areas proposed for future street improvements pursuant to the City's adopted five year capital improvement plan. Sec. 33-252. Protection of Urban Forest The permittee may be requested to retain, at its own cost, a certified arborist to advise the permittee's contractor doing underground work in the public right of way as to appropriate locations for underground vaults, conduits and other equipment and root pruning techniques, if needed, so as to ensure minimal impact to existing trees and other landscaping materials that are a part of the City's urban forest. The permittee's arborist shall coordinate their work with the City's Community Forester. 11A-14 lss2/25/11 Sec. 33-253. Permit Non-Compliance; No Waivers No permittee shall be excused from complying with any of the provisions of this article by any failure of the City on any one or more occasions to seek, or insist upon, compliance with any requirements or provisions of this Code. Regardless of the City's failure to seek compliance on any occasions, such action shall not be considered a waiver of any requirements of this Code. Sec. 33-254. Future Changes in the Law The City's rights under this Article are coextensive with the City's rights under state law with regard to the use of the public right of way by telecommunication corporations (as defined by the Public Utilities Code). If future changes to state or federal law authorize the City to regulate the Utility and its activities within the City and the public rights of way to a greater degree than is now authorized by this article, nothing in this Article will be deemed to limit, restrict in any way, or to modify the City's exercise of that regulatory authority. Section 3. Any provision of the Code that is inconsistent with the provisions of this Ordinance, to the extent of such inconsistencies and no further, is hereby repealed or modified to that extent necessary to effect the provisions of this Ordinance. Section 4. If any section, subsection, sentence, clause, phrase or portion of this ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this ordinance. The City Council of the City of Santa Ana hereby declares that it would have adopted this ordinance and each section, subsection, sentence, clause, phrase or portion thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases, or portions be declared invalid or unconstitutional. ADOPTED this day of , 2011 Miguel A. Pulido Mayor 11A-15 lss2/25/11 APPROVED AS TO FORM: Joseph Straka, Interim City Attorney By: Laura Sheedy Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS-XXX to be the original ordinance adopted by the City Council of the City of Santa Ana on , and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana 11A-16 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 4, 2011 TITLE: DESTRUCTION OF OBSOLETE CITY RECORDS ITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 1" Reading ? Ordinance on 2"d Reading ? Implementing Resolution ? Set Public Hearing For CONTINUED TO FILE NUMBER Approve the requests for the destruction of obsolete records from various City departments in accordance with the retention schedule outlined in City Council Resolution 2006-045. DISCUSSION On July 3, 2006, the City Council approved a resolution outlining the records retention schedule for the agencies, departments, and offices of the City. City records are governed by the Public Records Act which provides the time in which records need to be kept. The Citywide Records Team compiled the Citywide Records Retention Schedule which sets forth the retention period for a particular record. The Municipal Code requires that the destruction of a City record be approved by the City Attorney. In accordance with Section 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. FISCAL IMPACT There is no fiscal impact associated with this item. 19C-1 19C-2 MEMORANDUM To: Laura Sheedy, Assistant City Attorney City Attorney's Office From: Mark Lawrence, Executive Assistant to the City Manager Date: April 1, 2011 Re: REQUEST FOR DESTRUCTION OF RECORDS The City Manager's Office requests your consent to destroy city records on the attached listing, in accordance with the retention schedule outlined in City Council Resolution 2006-045. Thank you. 19C-3 CITY OF SANTA ANA OBSOLETE RECORDS DESTRUCTION SCHEDULE CITY MANAGER'S OFFICE 2011 RECORD RECORD RECORD EXPIRATION CATEGORY SERIES DESCRIPTION DATES Chronological Files Staff Memoranda and Correspondence April 1 2009 and prior Correspondence/ April 1. 2009 Chronological Files Councilmember Self-explanatory and prior Council Requests Mayor Inquiries processed for Mayor April 1, 2009 and prior Wards 1 through 6 Inquiries processed for Councilmembers April 1, 2009 and prior Correspondence General Correspondence Self-explanatory April 1, 2009 and prior Staff Inquiries processed for Staff April 1. 2009 and prior Monthly Status City Manager Self-explanatory April 1. 2009 Reports and prior Payroll Records Council/Staff Self-explanatory April 1, 2009 and prior April 1. 2009 Travel Folders Council/Staff Self-explanatory and prior APPROVE: r David N. Ream D to City Manager RECORDS DESTROYED: Volume in Cubic Feet Weight in Pounds CONSENT: ?J 1 Joseph raka - Date Interim City Att4rhey AUDITED BY: Mark Lawrence Date Assistant to the City Manager 19C-4 MEMORANDUM Lisa Storck To: Assistant City Attorney Date: March 11, 2011 Interim Executive Director From: Community Development Agency Subject: REQUEST FOR DESTRUCTION OF RECORDS The Community Development Agency requests your consent to destroy city records on the attached listing, in accordance with the retention schedule outlined in City Council Resolution 98-088. Nancy T. E lards 19C-5 CITY OF SANTA ANA OBSOLETE RECORDS DESTRUCTION SCHEDULE Community Development Agency 2011 Record Category Record Series Record Description Record Dates HOUSING Neighborhood Improvement: Com Link Meeting Agendas/Minutes Board Election Ballots Neighborhood Hero Nomination Forms/Ballots etc. Memorandums, Emails, Correspondence Sign in Sheets Copies of Meeting Flyers/Handouts 1989-2006 HOUSING Admin Agreement Files 1996-2007 HOUSING Admin Miscellaneous Files 1981-2007 HOUSING Admin US Bank Statements 2004-2007 HOUSING Admin Grants for Blocks Applications Payment Records 1999-2004 HOUSING Admin HUD Rental Rehabilitation Program 1985-1992 HOUSING Admin Bond Projects Tenant Income Cert. Forms 1997-2005 HOUSING Admin Mortgage Credit Certificate Applications 1997-1998 HOUSING Dev. Services Loans Paid Off or Denied 1994-2005 PREPARED BY: i Terri s Date Senior Management Analyst Community Development Agency RECORDS DESTROYED: 57 Number of boxes CONSENT BY: n Cw w-,4 aNancy T. Edwar Date Deputy City Man er for Development Services Community Development Agency APPROVED BY: rJosep Straka Date City Attorney 19C-6 MEMORANDUM x? To: Laura Sheedy, Assistant City Attorney City Attorney's Office From: Raul Godinez H, Executive Director Public Works Agency 41 pl l 1C X11 11: 12 r t + ;' `A, C, 7 Date: March 1, 2011 Subject: REQUEST FOR DESTRUCTION OF RECORDS The Public Works Agency requests your consent to destroy city records on the attached list, in accordance with the retention schedule outlined in City Council Resolution 2006-045. Thank you. Raul dinez 11 APPROVI I) 1 TO FORIM --t f y 19C-7 A,;,i?tant City Attorney CITY OF SANTA ANA OBSOLETE RECORDS DESTRUCTION SCHEDULE PUBLIC WORKS AGENCY 2009/2010 RECORD CATEGORY RECORD SERIES RECORD DESCRIPTION EXPIRATION DATES Construction Engineering Project Files Complete Project Files 2005 and prior 19C-8 LL O z O H a w U X W w 2 (n w J_ LL U w O a w w J d O U w 0 D J U z w U d F- U w O w a. 0 0 N rn O O N U O CL w (D O J O 0 0 z Q J O U) vS w D O w C7 z Q U z O Q U U w d U) a w J ?t d U O o O O C) O O O O O C) O O O O O O O O O O O o O o C) O O N N N N N N N N N N N N N N w U z w z 2 F- Z U) U) LU > Z co W F- W U' U z w z Z) C? U) O U) O ? U` Z C? Q Z O Z O > w Z LL L C) U) U U a U) CO C/) U) O m Q L Q U _U o 0 2 _U U fn _U U a D W ~ F- w LL LL LL LL Q O Q O z Q W LL LL LL 0 LL LL LL LL w alf w w U w w E- Q U) ~ Q ¢ ? F- F- F- L U- F- Q 0? w a 06 F- Z) w D Z W J W Q W w Q > ~ co W O U) w (n Q F- w 0 Q LL w lif w W 0 3: z o Q Z O z zz = w o w LU U z ¢ o D w O ? 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LO (D (D ?- N r r- r r r ti r r ti r- O 00 0) LO U r r N W O w a N 19C-10 LL O z O H a w U X w w 2 w J FL U w O W m w H w J O U U w 0 U z w C? CL H U w O a O 0 N O O O N H O M w O J O 2 Z Q O U cr- w 0 W O w CD z Q U z O a U U w a U 0 uj W 0 d O It ? O O O O O O O O O O O O O U O O O O O O O O O O O O N N N N N N N N (N N N w Q W U) H z cn w U) U) U) F ? - O w z z z z a w (n w w Q z ) z w z z O z z w z w w d U w CD w O > C? > w > > 06 U) (n U) Fn O w O O w J m U U a U U a > a a Q :D w L z LL P w 1 1 O LL U- L L CL w w W a w w w I- H t i H I- . w w w CO Q E_ w w cn cn cn w z w a z O O o F- > Q w a m J m O Q } LU W or w w w O Q O F- m H w w F- < >- F- C/) F- m m w F- w 2 U W m 2 CD Q w O = U w m tL O CD N Z LO 04 LO C) M r- (D CD 't CD ° C) CD o ? LO F lLO LO LO ( (C) (0 (D l d C..) N N N N N N N M LO M M O w O M N O co d M 19C-11 v LL O z O H a w U X w w F- cn W J_ U w O w a W H w J d O U U) w 0 D J z U) H O a - w r (D O J O 0 z J_ O U) W O w O z U r U .. U) W z (D O CC H D ¢ CL U LL U U 3 W O CL ?C/) a 0 0 N O O N 19C-12 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 4, 2011 TITLE: REQUEST FOR PROPOSALS FOR PROVIDING A DISCOUNT PHARMACY CARD PROGRAM 4L/)viz? CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on Vt Reading ? Ordinance on 2"d Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER Authorize the Parks, Recreation and Community Services Agency to issue a Request for Proposals (RFP) to qualified companies to provide a discount pharmacy card program for the City of Santa Ana. DISCUSSION The growing cost of medical care is one of our nation's most pressing social, medical and economic challenges. Millions of Americans struggle to afford the medications they need, frequently forgoing them due to price. While the focus is often on senior citizens, the high cost of prescription drugs is a daunting challenge for Americans of all ages, particularly those who are uninsured. A half-million Orange County residents lack health insurance, according to a U.S. Census Bureau survey released in September 2009. The US Census Bureau estimates that 32.7% of Santa Ana's 357,000 residents are uninsured. This Request for Proposals (RFP) will solicit proposals from qualified vendors to develop and maintain a comprehensive pharmacy network to consistently deliver prescription drug services to individuals and families that participate in the discount pharmacy card program. The program would be available to all who live and work in Santa Ana. The objectives of program are to 1) save community members money on medications, and 2) provide an additional revenue source for the City to subsidize healthy recreational programming. The Request for Proposals (Exhibit 1) will solicit proposals from qualified firms capable of establishing the required pharmacy network. The recommended vendor agreement will be submitted for City Council approval after the review of proposals has been completed sometime this summer. The Parks, Recreation and Community Services Agency presented the Discount Pharmacy Card program to the Board of Recreation and Parks on March 23, 2011, who approved the program. Also, the Parks, Recreation, Education and Youth (PREY) Council Committee will review it on March 31, 2011. 19D-1 Discount Pharmacy Card RFP April 4, 2011 Page 2 FISCAL IMPACT There is no fiscal impact associated with this action. 44xc59?? Gerardo Mouet Executive Director Parks, Rec. and Com. Svcs. Agency Exhibit 1: RFP Scope of Work 1901-2 REQUEST FOR PROPOSALS RFP 11-011 FOR PROVIDING A DISCOUNT PHARMACY CARD PROGRAM FOR THE CITY OF SANTA ANA 4 KEY RFP DATES: Issue Date: Pre-proposal Conference: Proposal Due Date: April 12, 2011 April 26, 2011 May 17, 2011 19D-3 REQUEST FOR PROPOSAL Notice is hereby given that sealed proposals will be received FOR PROVIDING A DISCOUNT PHARMACY CARD PROGRAM FOR THE CITY OF SANTA ANA per the attached specifications, at the Parks, Recreation and Community Services Agency, Budget and Accounting Section, 26 Civic Center Plaza, Santa Ana, California, 92701 until 4:30 P.M., May 17, 2011. MAILED proposals should be addressed as follows: Parks, Recreation and Community Services Agency Budget and Accounting Section M-75 P.O. Box 1988 Santa Ana, CA 92702 Attn: Silvia Cuevas or delivery by hand or courier to: Parks, Recreation and Community Services Agency Budget and Accounting Section 26 Civic Center Plaza Santa Ana, CA 92702 Attn: Silvia Cuevas Note: PRCSA is located on the second floor of the Santa Ana Main Library. It is the responsibility of the proposer to see that any proposal submitted shall have sufficient time to be received by the Budget and Accounting Section prior to proposal due date and time. Late proposals will be returned to the vendor unopened. The receiving time in the Budget and Accounting Section will be the governing time for acceptability of proposals. Faxed or electronic proposals will not be accepted. If further information is needed regarding proposal submission, contact Silvia Cuevas, via email at scuevas@santa-ana.org, or phone at (714) 647-5254. 19b-4 L GENERAL A. RFP PROCESS AND GENERAL TERMS 1. PROPOSAL SUBMISSIONS Proposals must be submitted to the Budget and Accounting Section in a sealed envelope showing on the outside, the name of the bidder, RFP NO. 11-011 and the proposal due date and time. All proposals must be signed by an authorized representative of the vendor. Please submit one original and eight photo copies. 2. PROPOSAL WITHDRAWAL Proposals may be withdrawn by written request received before the hour set for the opening. After that time, the vendor may not withdraw proposals for a period of ninety (90) days from the date of the opening. 3. LATE PROPOSALS It is the responsibility of the vendor to see that any proposal submitted shall have sufficient time to be received by the Budget and Accounting Section prior to the proposal due date and time. Santa Ana Parks, Recreation and Community Services Agency shall not be responsible for proposals lost or delayed in the mail. Late proposals will be returned to the vendor unopened. 5. AGREEMENT Successful vendor(s) will be required to enter into an Agreement with the City of Santa Ana. The agreement term will be for a two-year period, with the option of extending the Agreement for two additional two-year terms. The Agreement shall be in a form similar to that set forth as Attachment C. 6. SELL OR ASSIGN The successful vendor shall not have the right to sell, assign, or transfer any obligations resulting from this proposal without the specific written consent of the City. 7. RECEIVING TIME The receiving time in the Budget and Accounting Section will be the governing time for acceptability of proposals. Faxed or electronic copies will not be accepted. 8. COMPLIANCE WITH LAWS All proposals shall comply with current federal, state, and other laws relative thereto. Vendor further agrees that the services proposed comply with all applicable Federal, State, and local occupational safety and health laws, standards for regulations, and that vendor will indemnify and hold the City harmless for any failure to so conform. 9. REFERENCE TO SUCCESSFUL VENDOR The terms vendor, supplier, proposer, or contractor may be used interchangeably in these specifications and shall refer exclusively to the vendor(s) with whom the City enters into contract as a result of this request for proposal. 19d-5 10. INQUIRIES Refer inquiries in writing via email to Silvia Cuevas, scuevasAsanta-ana.org. Questions will be accepted up until the pre-proposal conference. Responses will be provided by to those in attendance at the pre-proposal conference electronically via e-mail. 11. RIGHTS RESERVED The right is reserved by the City of Santa Ana to reject any or all proposals or to waive any informality or technical defect in a proposal. The City reserves the right to contract with any, all, or none of the vendors who submit proposals. 12. E-MAIL COMMUNICATIONS To facilitate the RFP process, vendors are required to monitor and respond to e-mail requests on a daily basis. 13. PRE-PROPOSAL CONFERENCE A pre-proposal conference will be held at 10:00 a.m. on April 26, 2011 at the Central Library Meeting Room A, Santa Ana, CA. Please RSVP to Silvia Cuevas, (714) 647-5254, by April 22. All proposers are strongly encouraged to attend. A virtual meeting option will also be available. 14. DISCLOSURE Any information, other than cost and price, which a vendor does not wish to have disclosed, other than for the purpose of evaluation, should have each applicable sheet or part marked "Proprietary and Confidential" - this data shall not be disclosed or duplicated, used or disclosed in whole or in part for any purpose other than to evaluate the response. 196-6 II. SCOPE A. INTRODUCTION The growing cost of medical care is one of our nation's most pressing social, medical and economic challenges. Millions of Americans struggle to afford the medications they need, frequently forgoing them due to price. While the focus is often on senior citizens, the high cost of prescription drugs is a daunting challenge for Americans of all ages, particularly those who are uninsured. The increasing cost of brand-name and generic prescription drugs impacts individuals and families that do not have access to health insurance or are required to pay large co-payments through their health insurance plans. A half-million Orange County residents lack health insurance, according to a new U.S. Census Bureau survey released in September 2009. According to the US Census Bureau, 2006-2008 American Community Survey, 82.8% of Santa Ana residents speak a language other than English at home and of those, 77.3% are Spanish speaking. The median income of households in Santa Ana was $55,927. The Median age was 28.5 yrs and 79% of the population is Hispanic or Latino race. The US Census Bureau estimates that 32.7% of Santa Ana's 320,837 residents are uninsured. In light of these statistics and in response to the rising cost of health care and prescription medications, the City of Santa Ana is committed to developing and implementing a comprehensive Discount Pharmacy Card Program for people who live and work in Santa Ana. Objectives of program: 1. Save people money on medications 2. Provide an additional revenue source for the City to subsidize healthy recreational programming Qualified vendors interested in sponsoring a program throughout the City of Santa Ana are invited to submit proposals that meet the following program specifications. Your proposal should address each of the items listed in Section II. B-L and will be evaluated against the criteria listed in Section III. B. GENERAL SERVICE REQUIREMENTS The general program and service requirements to be provided by the selected vendor (also referred to as "contractor") shall include the following: 1. Contractor will develop and maintain a comprehensive pharmacy network to consistently deliver prescription drug services to individuals and families that participate in the discount drug program. Contractor shall provide the City with thirty (30) days prior written notice before making any additions, deletions and/or revisions to the pharmacy network. 2. Contractor's pharmacy network will dispense prescription drugs in quantities, as prescribed and ordered, of up to a ninety (90) day supply, through a retail pharmacy location or mail order service. 3. Successful contractor must secure maximized pharmaceutical manufacturer's rebates and discounts on brand name and generic drugs, including mail order service, and pass a predetermined, set percentage of the financial savings to participants and City utilizing its established pharmacy network that achieves the greatest possible set of discounts. 4. On a predetermined regular basis, contractor must provide detailed reports on the following: 19D-7 a. Average percent (%) discount off AWP on brand name and generic pharmaceuticals dispensed; b. Total amount of savings provided by these discounts; c. Savings passed on to participants, City and Contractor, per agreement d. Customer satisfaction. All complaints shall be documented and reported to the City, including resolution. e. Total number of participants using the program f. All discounts, rebates and other pass-through reimbursements that are secured for brand, generic, mail order and extended retail supply medications must be recorded, tracked, audited and reported to the City of Santa Ana by category to determine whether measurable savings have reached projected levels. 2. Contractor shall not charge any start-up, administrative or other fees to the City. 3. Contractor shall not charge any enrollment, participation or other fees to participants. 4. On a monthly basis, due the 15th of the month for the previous month, contractor shall submit payments to the City in the amount consistent with the formula provided in the agreement between Contractor and City. There shall be no additional costs to the City or the participant other than the price paid by participants for the discounted medications. C. COVERED PRESCRIPTION DRUGS 1. Submit complete formulary information containing fully and partially covered medications that will be offered through the Discount Pharmacy Card Program including brand name and related generic name(s) (if applicable); retail price; discount percent/amount; and program participants' discounted purchase price, including dispensing fee. 2. Please provide a list of, historically, the 50 most commonly prescribed covered brand and/or generic names and their respective retail price, applicable percentage of program discount, dispensing fee and proposed final discount price. 3. The contractor shall establish a reporting process that confirms guaranteed lowest available discount off the Average Wholesale Price (AWP), discount off maximum allowable cost (MAC) pricing, or the pharmacy's customary cash price. 4. The contractor shall have established procedures for enforcing and monitoring prescription pricing for the program. 5. Estimate the number and financial amount of discounts for brand name, generic, mail order and extended retail supply drugs that will pass through to participants, City and Contractor. 6. Describe the mechanism used to guarantee that Santa Ana residents receive all prescription drugs included in the program, including the discounted price available. 7. Describe the limitations or restrictions on drugs covered. 8. Describe the AWP discount on all brands and what the average of ALL generics will perform. D. MAIL ORDER/EXTENDED SUPPLY PHARMACY 1. Mail order pharmacy services must be offered in addition to the retail pharmacy network. 2. Extended medication supplies of up to ninety (90) days must be offered through the retail pharmacy network. 19 D-8 E. CUSTOMER SERVICE 1. Contractor will exclusively provide comprehensive customer service to participants, including toll-free telephone help line, dispute resolution process and education about the Discount Pharmacy Card program. 2. The Contractor shall establish, adequately staff, maintain and publicize a bilingual English/Spanish toll-free customer service call center that is accessible, at a minimum, from of 8:00 am to 5:00 p.m. PST., Monday through Friday. Please state customer service center hours in your proposal. 3. The Contractor shall establish, maintain and publicize customer complaint and resolution procedures to promptly track and address participants' complaints about any aspect of the prescription drug discount program. F. INFORMATION AND OUTREACH 1. The Contractor shall develop, implement and publicize bilingual Information and Outreach Program materials describing the benefits of the program. Please provide as part of your proposal an Information and Outreach Plan and sample materials. 2. The Contractor shall submit all promotional and educational materials in any media (i.e. print, digital, electronic, video, audio) and receive advance written approval from the City prior to distribution, dissemination, publication, broadcast and Internet posting of said material. G. PROGRAM REPORTING AND MONITORING 1. The Contractor shall establish an internal performance monitoring program for verification of discounts, customer service, pharmacy network, mail order or extended supply operations. 2. The Contractor shall agree to disclose any and all rebate revenue sources related to prescription medications that are provided through this program. H. PROGRAM CARDS 1. The Contractor shall design and produce, at its own expense, the discount pharmacy/program cards, which shall be subject to prior written approval by the City before distribution. 2. The contractor shall distribute program cards to all eligible participants using various approaches to assure maximum distribution. Said methodology/distribution plan shall be subject to prior written approval by the City prior to implementation/distribution. 1. PROGRAM MANAGER The contractor shall designate and maintain a dedicated Program Manager throughout the term of the agreement. The Program Manager shall be responsible for the daily ongoing operations of the program and will serve as the primary contact and liaison between the City and the contractor. J. IMPLEMENTATION PLAN 1. The contractor shall prepare a comprehensive program design and implementation plan and timetable describing all set-up details; pharmacy education, marketing and distribution procedures; data collection processes; and operations and reporting details. The implementation plan shall be sufficiently detailed to ensure that all operational steps are performed in a logically sequenced and timely manner along with efficient use of resources. 19D-9 2. A preliminary design and implementation plan and schedule shall be submitted to the City along with the formal proposal. The awarded contractor shall submit, for the City's approval, a final plan within thirty (30) business days of contract execution. 3. The implementation plan shall address: a. How the discounts and the pass-through to participants will be documented, tracked, audited and reported to the City. b. The process and time duration required for enrolling Santa Ana residents into the program including the means to perform the enrollment function, maintain enrollment statistics and re-enrollment procedures. c. How the pharmacy provider network will be developed and maintained sufficient to ensure access to program services by all residents of Santa Ana. d. The customer service/call center's operations, including complaint resolution system, to timely answer and resolve questions, comments and complaints. e. Marketing plan, content information and outreach efforts, including how materials will be developed and distributed. f. Additional pharmacy services provided. Describe any pharmacy services in addition to the Discount Pharmacy Card Program that would be available to participants. g. Steps to be used to protect participants' individually identifiable information. h. How participants who choose a mail order service will have access to qualified pharmacists. Also, what steps will be taken to make the mail order program operational. Provide a detailed description of the proposed process and technology to be used. i. Proposed time frame for implementation. Please submit timeline. j. How the contractor will ensure that participants pay the lower of a discount off the Average Wholesale Price, a discount calculated off MAC Pricing, or the Pharmacy Promotional/Retail price K. CONFIDENTIALITY OF PARTICIPANT INFORMATION The contractor shall establish and maintain procedures and controls that are acceptable to the City to protect the privacy of participants' information. The contractor shall not sell or disclose any information concerning any participants who is enrolled in the discount pharmacy card program, other than aggregate information that does not identify a participant, without the participant's written consent. Unless the contractor has the participant's prior written consent, the contractor shall not use any personally identifiable information obtained through the program to promote or sell a program, service or product not related to the administration of the program. Please submit a copy of your company's confidentiality compliance program with your proposal. L. HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT The contractor shall comply with all requirements of the Health Insurance Portability and Accountability Act (HIPAA) along with any and all federal, state and local regulations that are applicable to the contractor's operations. 196-10 III. EVALUATION OF PROPOSALS Vendors will be evaluated based on the following evaluation criteria and their ability to provide quality services. A committee established by the City will evaluate all proposals based on the following criteria and provide a recommendation to the agency. Responsiveness to RFP 30% 1. Proposal's compliance with the requirements of this RFP 2. Thoroughness of proposal 3. Compliance with HIPAA regulations 4. Quality and scope of program design and implementation plan 5. Ability of contractor to provide adequate reporting and thoroughness of sample reports 6. Scope of services offered including level of responsiveness and degree of automation 7. Adequacy of financial controls and protection against loss 8. Formula used to determine savings to participants and revenue to City 9. The value of any new product or service suggestions or other new ideas and enhancements Experience of Firm and Personnel 30% 1. The experience, resources, and qualifications of the firm and individuals assigned to this account, including manager, supervisors and staff 2. Relevant experience managing similar accounts with public agency clients 3. Financial strength of proposing firm Past Performances 40% 1. Past record of performance on contracts with other cities, governmental agencies or public bodies, including such factors as reliability, and compliance with contract terms and conditions 2. Acceptable, verifiable references Based upon the foregoing criteria, all proposals shall be ranked by score. Only those proposals receiving a score above 70 will be considered for award. The City reserves the right to award the contract to any proposer with a score above 70. 19d-11 IV. PROPOSAL AND REQUIRED DOCUMENTS Vendor must submit a detailed proposal that addresses the specifications and should not to exceed 20 pages. Vendor must also present all information and requested documents with their proposal as specified below. Applicants are asked to use 12 point Times New Roman font. A. GENERAL 1. Detailed proposal of services in accordance with the specifications detailed in Section 11. Proposal should take into consideration the evaluation criteria included in Section III. This section is limited to 20 pages. 2. A preliminary implementation plan and timeline shall be submitted to the City along with the formal proposal (See Item II.J); 3. Signed Proposal Form, including any deviations from specifications (Section V); 4. Completed vendor's references sheet (Section VI); 5. Copy of proposed discount card 6. Description of national pharmacy network and listing of Santa Ana pharmacy network locations 7. Sample reports 8. Information and Outreach Plan and sample materials (See Item ILF); 9. Attachments A, B, and C are for reference only, but will be required after the contract is awarded to the successful vendor. Vendor must submit one original and eight photocopies of their proposal. 196-12 V. PROPOSAL FORM AND DEVIATIONS 1 What is the Average Wholesale Price (AWP) discount on all brands? 2 What AWP discount will the average of ALL generics perform? 3 What is the dispensing fee? 4 What is the formula used to determine how much savings will be passed on to subscribers, the City and the Contractor? 5 What estimated annual revenue is available to the City organization for healthy recreational programming? 6 Who is the PBM? 7 Who provides customer support? Include phone number. riease aescrine ana aeviations trom the Ki,F specifications below. It no deviations, state "none". Deviations: Responses to this Request for Proposal are due at 4:300 p.m. May 17, 2011. The undersigned contractor agrees to provide services in accordance with the specifications. I/We have stated herein the services and fees that I/we will furnish and deliver as specified. Award shall be based upon the evaluation criteria included in Section III. Where there is a discrepancy between words and figures, WORDS SHALL GOVERN. 196-13 The City of Santa Ana reserves the right to cancel any agreement in the event that terms under which vendor is contracted are violated. Name of Vendor (Person, Firm, Corp.) Address Address Telephone Number Signature of Authorized Rep. Name and Title (Please Print) Date Fax Number 12 19D-14 VI. VENDOR'S REFERENCES This sheet must be completed in full and returned with vendor's proposal. List and describe fully the last three contracts performed by your company, which demonstrate your ability to provide services in accordance with the specifications in Section II. Attach additional pages if necessary. The City reserves the right to contact each of the references listed for additional information regarding your firm's qualifications. Customer Name: Address: Contract Amount: Reference No. 1 Contact Individual: Phone Number: Year: Description of equipment and services provided: Reference No. 2 Customer Name: Contact Individual: Address: Contract Amount: Phone Number: Year: Description of equipment and services provided: Customer Name: Address: Contract Amount: Reference No. 3 Contact Individual: Phone Number: Year: Description of equipment and services provided: 13 19D-15 19D-16 ATTACHMENT "A" CERTIFICATION OF NON-DISCRIMINATION BY CONSULTANTS As suppliers of goods or services to the City of Santa Ana, the Firm listed below certifies that it does not discriminate in its employment with regard to race, color, religion, sex, or national origin; that it is in compliance with all federal, state and local directives and executive orders regarding non- discrimination in employment; and that it agrees to demonstrate positively and aggressively the principle of equal opportunity in employment. WE AGREE SPECIFICALLY: 1. To take affirmative steps to hire minority employees with the company. 2. To establish or observe employment policies within affirmative promotion opportunities for minority persons at all job levels. 3. To communicate this policy to all persons concerned, including all company employees, outside recruiting services, especially those servicing minority communities, and to the minority communities at large. FIRM TITLE OF PERSON SIGNING SIGNATURE DATE Please include any additional information available regarding equal opportunity employment programs now in effect within your company. 14 19D-17 19D-18 ATTACHMENT "B" SAMPLE ADDITIONAL INSURED ENDORSEMENT Insurance Company This endorsement modifies such insurance as is afforded by the provisions of Policy # relating to the following: 1. The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701; its officers, employees, agents 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 name 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 the endorsement form as part of Name Insured Countersigned by 15 19D-19 19D-20 ATTACHMENT "C" SAMPLE AGREEMENT CITY OF SANTA ANA SERVICES AGREEMENT THIS AGREEMENT, made and entered into this day of , 200_ by (hereinafter "Contractor"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City"). RECITALS A. The City desires to retain a Contractor having special skill and knowledge in the field of services comparable with "high-level" industry practice. B. Contractor represents that Contractor is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional "high-level" contractor in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Contractor shall perform those services as set forth in the Services Agreement Description/Specifications/Work Statement (Exhibit "A" hereto) and all attachments thereto, as well as the Contractor's Proposal of Services (Exhibit " " hereto) attached to this Agreement. In the event of a conflict between the terms of this Agreement and any Exhibits or Attachments hereto, the terms of this Agreement shall prevail. 2. COMPENSATION a. In consideration for the concession rights granted by this Agreement, Contractor agrees to pay the City $ during the term of this Agreement (To be determined based on formula). b. Payment by Contractor shall be made within (__J days of the end of each month 196-21 3. TERM This Agreement shall commence on the date first written above and terminate on unless terminated earlier in accordance with Section 12, below. This Agreement may be renewed, at the option of the City, for two additional two-year terms in a monthly concession fee amount of $ . Such renewal(s) shall be in a writing executed by the Executive Director of the Parks Recreations and Community Services Agency and the City Attorney. 4. INDEPENDENT CONTRACTOR Contractor 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 Contractor performs the services which are the subject matter of this Agreement; however, the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Contractor shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to its employees and shall be responsible for all applicable withholding taxes. 5. INSURANCE Prior to undertaking performance of work under this Agreement, Contractor shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Contractor shall maintain commercial general liability insurance naming the City, its officers, agents, volunteers, and employees 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 Contractor'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. Contractor shall supply City with a fully executed additional insured endorsement in substantially the form as set forth in Exhibit "C" attached hereto upon execution of this Agreement. Said endorsement shall be approved in form by the City Attorney. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non-owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Contractor 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, Contractor agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. 196-22 d. If Contractor is or employs a licensed professional such as an architect or engineer Contractor must obtain and maintain Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim. e. The following requirements apply to the insurance to be provided by Contractor pursuant to this section: (i) Contractor shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. f. If Contractor 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 Contractor's right to be paid for its time and materials expended prior to notification of termination. Contractor 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 AND HOLD HARMLESS Contractor agrees to indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, lost profits, restitution, judicial or equitable relief or any other type of damage whatsoever arising out of claims for the same, which may arise from the direct or indirect actions of the Contractor or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates in any way to the services provided by Contractor under this Agreement; and (2) from any claim that personal injury, damages, just compensation, lost profits, restitution, or judicial or equitable relief or any other type of damage whatsoever is due by reason of the terms of or effects arising from this Agreement or of the Contractor's actions hereunder. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, lost profits or any other judicial or equitable relief or damages 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 Contractor 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, relative to any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, lost profits, or judicial or equitable relief or any other type of damage whatsoever has arisen by reason of the terms of, or effects arising from this Agreement or Contractor's actions hereunder. City may make all reasonable decisions with respect to its representation in any legal proceeding. 18 19D-23 7. CONFIDENTIALITY If Contractor receives from the City information which, due to the nature of such information, is reasonably understood to be confidential and/or proprietary, Contractor 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 Contractor, disclosed in a publicly available source; (c) is in rightful possession of the Contractor without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Contractor without reference to information disclosed by the City. 8. CONFLICT OF INTEREST CLAUSE Contractor 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. 9. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 telefacsimile (714) 647-6956 With courtesy copies to: Executive Director of Parks, Recreation and Community Services City of Santa Ana 26 Civic Center Plaza (M-75) P.O. Box 1988 Santa Ana, California 92702 and 19 19D-24 City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 telefacsimile (714) 647-6515 To Contractor: A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by telefacsimile, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 10. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive agreement 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. 11. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor 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 Contractors retained by City. 20 19D-25 12. TERMINATION AND DAMAGES This Agreement may be terminated by the City upon thirty (30) days written notice of termination and by the Contractor upon ninety (90) days written notice. In the event of termination by the City, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor 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 Contractor 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 Contractor consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement and in the Specifications, Exhibit "E" hereto. c. Material Breach: If the Director determines the Contractor has failed in the performance of the duties and/or schedule as provided herein, the Director may consider the Contractor in material breach. City may exercise all remedies in law or equity for said breach including, but not limited to: 1) withholding all or a portion of payment owed relative to any such failure to perform or for any delay in performance, and 2) directing the work be accomplished by either City employees or a new contractor at Contractor's expense, as determined by the Director. Contractor shall be responsible for all costs resulting from any breach, including incidental and consequential damages (see Sample Failure To Perform Letter, Exhibit " " hereto). 13. DISCRIMINATION Contractor 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 recruitment, selection, training, utilization, promotion, termination or any other employment related activity. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 14. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought by the parties hereto or arises out of, or in connection with or by reason of this Agreement. 15. PROFESSIONAL LICENSES Contractor 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 21 19D-26 and all other governmental agencies. Contractor shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability may, at the City's discretion, be cause for termination of this Agreement. 16. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: Maria Huizar Clerk of the Council APPROVED AS TO FORM: JOSEPH STRAKA Interim City Attorney By Laura Sheedy Assistant City Attorney RECOMMENDED FOR APPROVAL: GERARDO MOUET Executive Director of the Parks Recreation and Community Services Agency CITY OF SANTA ANA: DAVID N. REAM City Manager CONTRACTOR: By: NAME) TITLE) Tax ID # 22 19D-27 19D-28 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 4, 2011 CLERK OF COUNCIL USE ONLY: TITLE: APPROVED AGREEMENT WITH THE CALIFORNIA ? As Recommended STATE LIBRARY AND APPROPRIATION ? As Amended ADJUSTMENT FOR LIBRARY SERVICES El Ordinance on 15t Reading ? Ordinance on 2nd Reading ENHANCEMENT GRANT FUNDS ? Implementing Resolution ? Set Public Hearing For_ CITY MANAGER RECOMMENDED ACTION CONTINUED TO FILE NUMBER 1. Authorize the City Manager and Clerk of the Council to execute an agreement with the California State Library in the amount of $5,000 for a Library Services and Technology Act, Our Lives are Our History grant, subject to non-substantive changes approved by the City Manager and City Attorney. 2. Approve an appropriation adjustment recognizing $5,000 from the California State Library in the LSTA Grant Awards revenue account (no. 15411002 52001) and appropriating same to expenditure account (no. 15411193 various). DISCUSSION The Library Services and Technology Act (LSTA) is a federal grant program managed by the Institute of Museum and Library Services and administered in California by the State Librarian. The State Library has awarded a $5,000 LSTA grant to the Santa Ana Public Library in support of its program, Our Lives are Our History. Documenting, Collecting, and Preserving Santa Ana's History. The Grant was awarded through the State Library's Eureka Leadership Development Program, which selects promising young librarians to train as potential industry leaders. The "Our History" project will provide bilingual teenagers and college age young adults with the training to civically engage and connect with their local community through a series of history related workshops, instructional courses, and digital preservation programs that will document, collect and digitally preserve the unique, cultural history of Santa Ana. In the process, they will interact with and interview limited English speaking adults who have come to Santa Ana from Central America. Funds will be used to purchase recording and preservation equipment and to support program staff. The Library will use in-kind personnel costs to provide the preferred 50 percent match. 20A-1 Agreements and Appropriation Adjustment for LSTA Our Lives are Our History Grant April 4, 2011 Page 2 FISCAL IMPACT The appropriation adjustment will r Library in the LSTA Grant Awar same to expenditure account (no. ecognize $5,000 in grant funding from the California State ds revenue account (no. 15411002 52001), and appropriate 15411193 various). Gerardo Mouet, Executive Director Parks, Recreation and Community Services Agency APPROVED AS TO FUNDS AND ACCOUNT: Francisco Gutierrez, Executive Director Finance and Management Services Agency 20A-2 California State Library Fiscal Office P.O. Box 942837 Sacramento, CA 94237-0001 LSTA GA Page 1 LSTA GRANT AWARD #40-7803 Project Title: Our Lives are Our History: Documenting, Collecting, & Preser System/Agency: Santa Ana Public Library CONSOLIDATED APPLICATION NOTIFICATION OF GRANT AWARD Library Services and Technology Act 1. The recipient designated above hereby certifies to the California State Library, for a grant of funds in the amount of $5,000. This block grant will provide library services as set forth in the LSTA Service Project Application as )approved and/or as amended by the California State Librarian. TERMS AND CONDITIONS The recipient agency and its named or designated fiscal agent hereby assures the California State Library that: 1. It is mutually understood between the parties that this grant award may have been written before ascertaining the availability of congressional appropriation of funds, for the mutual benefit of both parties in order to avoid program and fiscal delays which would occur if the grant award were executed after that determination was made. 2. This grant award is valid and enforceable only if sufficient funds are made available to the State by the United States government for the Fiscal Year 10/11 for the purposes of this program. In addition, this grant award is subject to any additional restrictions, limitations, or conditions enacted by the Congress or any statute enacted by the Congress which may affect the provisions, terms or funding of this grant award in any manner. 3. It is mutually agreed that if the Congress does not appropriate sufficient funds for the program, this grant award shall be amended to reflect any reduction in funds. 4. The California State Library has the option to amend the grant award to reflect any reduction of funds. 5. Upon the grant award approval by the State Librarian, one (1) completed set of this CONSOLIDATED APPLICATION NOTIFICATION OF GRANT AWARD and RECIPIENT CERTIFICATION will be sent to the subgrantee. Such copy shall be the officially approved agreement for the conduct of the approved project. 6. "Subgrantee" means the government or other legal entity to which a subgrant is awarded and which is accountable to the grantee for the use of the funds provided. 7. The subgrantee will make reports to the State Librarian in such form and containing such information as may be required to enable the California State Library to perform its duties. The subgrantee will keep such records and afford such access as the California State Librarian, California State Library may find necessary to assure the correctness and verification of such reports. 20A-3 California State Library LSTA GA Page 2 Fiscal Office LSTA GRANT AWARD #40-7803 P.O. Box 942837 Sacramento, CA 94237-0001 Project Title: Our Lives are Our History: Documenting, Collecting, & Preser System/Agency: Santa Ana Public Library CONSOLIDATED APPLICATION NOTIFICATION OF GRANT AWARD, LSTA (continued) 8. The control of funds and title to property derived therefrom shall be in a subgrantee agency for the uses and purposes provided; a subgrantee agency will administer such property and funds and shall apply funds only for the purposes for which they were granted. 9. The expenditure under this program will not be used to supplant subgrantee effort. 10. This aggreement is entered into under provisions of the Library Services and Technology Act, Public Law 104-208 on September 30, 1996; and Congressional Record - House, H11644-H11728 on September 28, 1996, H12266-H12267 on October 3, 1996; and 45 CFR 1183, Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments, October 1, 1994. 11. Performance of the provisions of this agreement is subject to the conditions and availability of funds as awarded by the State Librarian under said Act. 12. The terms of this agreement shall be from upon execution through the end of grant period. But shall be subject to termination by either party by giving written notice to the other party at least thirty (30) days prior to the effective date of termination. In the event this agreement is so terminated, the subgrantee shall deliver to the State Librarian copies of all reports and/or materials prepared up to the date of termination, and the State Librarian shall determine, and pay the subgrantee for the necessary and appropriate expenditures and obligations to the date of termination which have not been covered by prior installments heretofore paid to the subgrantee. If funding has been advanced to the subgrantee, any unobligated balances, as determined by the State Librarian, shall be returned to the State Library within 60 days of the notice of termination. 13. The State Librarian is empowered to review, audit, and inspect the project for compliance with this agreement. LIMITATION OF EXPENDITURE Expenditure for all projects must conform to the approved budget, as amended, and with applicable Federal and State laws and regulations. 20A-4 California State Library LSTA GA Page 3 Budget Office LSTA GRANT AWARD #40-7803 P.O. Box 942837 Sacramento, CA 94237-0001 Project Title: Our Lives are Our History: Documenting, Collecting, & Preserving ... System/Agency: Santa Ana Public Library CONSOLIDATED APPLICATION NOTIFICATION OF GRANT AWARD, LSTA, continued Any of the sums listed as approved and/or amended appearing under the categories in the approved budget may be adjusted by the authorized project personnel of the subgrantee to increase any allotment not more than 10% with the understanding that there will be corresponding decreases in the other allotments so that the total amount paid by the California State Library to the subgrantee under this agreement shall not exceed $5,000 and shall be expended/encumbered in the designated grant period. REPORTS AND CLAIMS It is the responsibility of the recipient of these instructions to see that the proper individual to supply the required reports and claims receives the instructions and makes the required reports and claims to the California State Library. I. The subgrantee shall be responsible for the submission of two Narrative Reports, unless otherwise noted in the State Librarian's award letter, on the progress and activities of the project, in triplicate, to the State Library within 30 days following the end of the designated quarter. 11. The subgrantee shall submit quarterly Financial Reports, in triplicate to the State Library. These reports are to reflect the expenditures made by the subgrantee under the agreement. The financial reports are to be submitted within 30 days following the end of the quarter. Ill. To obtain payment hereunder the subgrantee shall submit authorized claims provided by the State Library for that purpose, on each of the following mentioned dates for payment, and the California State Library agrees to reimburse the Library as soon thereafter as State fiscal procedures will permit. IV. The final 10% of the grant award is payable only if the grant recipient fulfills all project reporting requirements and returns all unspent grant funds by the time specified in the. award. Failure to provide timely reports is a serious breach of a grant recipient's administrative duty under the award, which may result in federal audit exceptions against the state and the loss of LSTA funds. The State Librarian may extend the final deadline for good cause. Request for extension beyond the final deadline of the grant period mu"st be received at least 30 days prior to that deadline at the State Librarian's office. Payment will be provided to cover the expenditures incurred by the subgrantee for the project in the following manner: $5,000 upon execution of the agreement and submission of claim by fiscal agent If the amount of payment made by the California State Library shall exceed the actual expenses during the term of this agreement, as reflected in the financial reports to be filed by the subgrantee, the subgrantee shall refund to the California State Library the amount of such excess payment. 20A-5 California State Library LSTA GA Page 4 Fiscal Office LSTA GRANT AWARD #40-7803 P.O. Box 942837 Sacramento, CA 94237-0001 Project Title: Our Lives are Our History: Documenting, Collecting, & Preser System/Agency: Santa Ana Public Library NONDISCRIMINATION CLAUSE ADDENDUM 1. During the performance of this grant award, the recipient, subgrantee and its contractors shall not deny the grant award's benefits to any person on the basis of religion, color, ethnic group identification, sex, age, physical or mental disability, nor shall they discriminate unlawfully against any employee or applicant for employment because of race, religion, color, national origin, ancestry, physical handicap, mental disability, medical condition, marital status, age (over 40) or sex. Subgrantee shall insure that the evaluation and treatment of employees and applicants for employment are free of such discrimination. 2. Subgrantee shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code, Section 1290 et. seq.), the regulations promulgated thereunder (Cal. Admin. Code, Tit. 2, Sections 7285.0 et. seq.), the provisions of Article 9.5, Chapter 1, Part 1, Division 3, Title 2 of the Government Code (Gov. Code, Sections 11135-11139.5), and the regulations or standards adopted by the awarding state agency to implement such article. 3. Subgrantee or recipient shall permit access by representatives of the Department of Fair Employment and Housing and the awarding state agency upon reasonable notice at any time during the normal business hours, but in no case less than 24 hours notice, to such of its books, records, accounts, other sources of information and its facilities as said Department or Agency shall require to ascertain compliance with this clause. 4. Recipient, subgrantee and its contractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement. 5. Subgrantee shall include the nondiscrimination and compliance provisions of this clause in all contracts to perform work under the grant award. 20A-6 LSTA GA Page 5 California State Library Fiscal Office LSTA GRANT AWARD #40-7803 P.O. Box 942837 Sacramento, CA 94237-0001 Project Title: Our Lives are Our History: Documenting, Collecting, & Preser System/Agency: Santa Ana Public Library CERTIFICATION REGARDING LOBBYING FOR GRANTS AND COOPERATIVE AGREEMENTS This certification is a prerequisite for making or entering into a grant or cooperative agreement over $100,000. Upon the acceptance of the grant award the subgrantee as required by Section 1352, Title 31 of the U.S. Code certifies to the best of his or her knowledge and belief, that: 1. No Federal appropriated funds have been paid or will be paid, by or on behalf of the subgrantee, to any person for influencing or attempting to influence an officer or employee of Congress, or an employee of a Member of . Congress in connection with the making of any Federal grant, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal grant or cooperative agreement. 2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal grant or cooperative agreement, the subgrantee shall complete and submit Standard Form - LLL, Disclosure Form to Report Lobbying,' in accordance with its instructions. 3. The subgrantee shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subgrants, contracts under grants and cooperative agreements, and subcontracts) and that all subrecipients shall certify and disclose accordingly. 20A-7 LSTA Control # E-22 LSTA GRANT AWARD DOCUMENTATION Budget Chapter 712. Item 612042A1-0890 LSTA Award #: 40-7803 Approval Date: 03/04/11 Project Title: Our Lives are Our History: Documenting, Collecting, & Preser Subgrantee: Santa Ana Public Library Funding Start Date: ** upon execution ** - Approved Funds: $5,000 Term: upon execution - end of grant period Payments: $5,000 upon execution of agreement Schedule No. LUMP-SUM PAYMENT Appropriation Encumbered (designate where applicable) For. FY 10/11 WP 09 Fund Federal Trust PCA #: 92980 Code: 702 Vendor Code: M719 Catalog number from Federal Catalog of Domestic Assistance #: 45.310 IMLS #: LS-00-10-0005-10 -------------------------------------------------------------- APPROVED BUDGET CATEGORY ------- BUDGET REVISED REVISED ----------------- SALARIES & BENEFITS --------- ----- ---------------------------------------------------------------------------- $2,820 MATERIALS $1,764 EQUIPMENT OPERATING EXPENSES $416 INDIRECT COSTS TOTAL $5,000 20A-8 ATTENTION ATTACHED PLEASE FIND THE CLAIM FOR PAYMENT AND THE LSTA GA CERTIFICATION. THESE MUST BE COMPLETED, SIGNED (WITH ORIGINAL SIGNATURES), AND RETURNED TO: CALIFORNIA STATE LIBRARY FISCAL OFFICE - LSTA P.O. BOX 942837 SACRAMENTO, CA 94237-0001 THESE MUST BE DONE AS SOON AS POSSIBLE TO AVOID DELAY IN RECEIPT OF FUNDS. YOU SHOULD RETAIN COPIES OF THE CLAIM AND CERTIFICATION FOR YOUR FILES. THESE ARE THE ONLY DOCUMENTS THAT NEED TO BE RETURNED AT THIS TIME. THANK YOU. Attachments 20A-9 CALIFORNIA STATE LIBRARY Library Services and Technology Act FINANCIAL CLAIM FY: 10/11 WP: 09 VENDOR CODE: M719 SCHEDULE NO: Claim of: Santa Ana Public Library Address: For: Santa Ana Public Library (Name of System or Agency) Date: 3..- Project Title: Our Lives are Our History: Documenting, Collecting, & Preser Amount Claimed. $5,000 Contractor Grant Award I.D. Number: 40-7803 For Period From: upon execution to end of grant period Type of Payment: PROGRESS FINAL IN FULL Payable Upon Execution of Agreement 03/04/11 CERTIFICATION I hereby certify under penalty of perjury: that I am the duly authorized officer of the claimant herein; that this claim is in all respects true, correct and in accordance with law and the terms of the contract; and that payment has not previously been received for the amount claimed herein. by rized (Signature of the auttgency) officer of the Fiscal I (Title) State of California State Library Fiscal Office by date MAIL ONE ORIGINAL SIGNATURE TO: California State Library Fiscal Office - LSTA P.O. Box 942837 Sacramento, CA 94237-0001 20A-10 LSTA GA Certification California State Library LSTA GRANT AWARD #40-7803 Fiscal Office P.O. Box 942837 Sacramento, CA 94237-0001 Project Title: Our Lives are Our History: Documenting, Collecting, '& Preserving ... System/Agency: Santa Ana Public Library PLEASE COMPLETE AND RETURN THIS PAGE CERTIFICATION 1. 1 affirm that the subgrantee named below is the legally designated fiscal agent for this program and is authorized to receive and expend funds for the conduct of this program. II. I affirm that all information provided to the California State Library for review in association with this award is correct and complete to the best of my knowledge; that as the authorized representative of the subgrantee, I have the legal authority to commit my organization to the conditions of this award. Ill. I affirm that any or all other subgrantees participating in the program have agreed to the terms of the application/grant award, and have entered into an agreement(s) concerning the final disposition of equipment, facilities, and materials purchased for this program from the funds awarded for the activities and services described in the attached, as approved and/or as amended in the application. J?-?-- SIGNED DATE Authorized rep sentative r-,%!Pt Nviw?n,( Type or print name and title, of authorized representative Legal name of local subgrantee ) t? alt.?, awe-c k, e W\SAC3 LA. Project name as listed on the application Street address of named subgrantee city County Zip Code Y Yvvvy CoordinatorAXrector of program if different 51 k WHO SHOULD RECEIVE NO ... (k - ^ C-71C 5-71-- L-a-00 Telephone of authorized rep. t_ ( .J- sue.Lf Telephone TION OF APPROVAL OR Of LSTA A \v I?zut' I Itu I ?00t=>1 `mot' urx w_-,rvv??cC WHO SHOULD RECEIVE INSTRUCTIONS FOR PREPARING REQUIRED REPORTS: (Provide name, address and telephone number. Use back if needed.) C44- Cs t .0r3 20A-11 LSTA Award #40-7803 Our Lives are Our History ATTEST: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: Laura Sheedy Assistant City Attorney CITY OF SANTA ANA DAVID N. REAM City Manager APPROVED AS TO CONTENT: GERARDO MOUET Executive Director Parks, Recreation & Community Services 20A-12 Cad lu STATE/LIBRARY PRESERVING OUR HERITAGE. SHAPING OUR FUTURE March 4, 2011 Heather Folmar, Library Operations Manager Santa Ana. Public Library 26 Civic Center Plaza Santa Ana, CA 92701-4010 Dear Ms. Folmar: we are pleased to approve the grant application for the Our Lives are Our History: Documenting, Collecting, and Preserving Santa Ana's History project for a total of $5,000 in federal Library Services and Technology Act (LSTA) funds. In order to support you, an archived version of a webinar on "Managing your LSTA Grant" presented by the State Library is available to view at b=://www.infoveODle.orsr/training/webcags/webcast data/497/index.html. The Library Development Services Staff is ready to assist you in making your project a success. Please be aware state processing of grant payments can require 6-8 weeks before you receive your check. Best wishes for a successful project. Kindest Regards, Stacey A. Aldrich State Librarian of California Enclosures cc: Colette Moody Stacey A. Aldrich Manuel Escamilla Gerardo Mouet Library - Courts Building P.O. Box 942837 Sacramento, CA 94237-OGO 20A-13 THE BASICS - YOUR LSTA GRANT AWARD The following provides all of the basic information about your grant and managing your grant. Award 40-7803 IMLS LS-00-10-0005-10 Libr : Santa Ana Public Libra Project Title: "Our Lives are Our Histo : Documenting, Collecting, and Preserving-Santa Ana's History Award Amount: $5,000 2010/11 LSTA APPROVED BUDGET Salaries and Benefits 2,820 Materials 1,764 Equipment Items over $5,000 0 Operating Expenses 416 Project Total 5,000 Indirect Cost UP TO 10% 0 Grant Total $5,000 Start Date: March 4, 2011 End Date: August 31.2011 On August 31, 2011, this project will be officially closed and no new expenditures may be generated, nor may any additional funded project activities occur. This project is allowed 45 days to liquidate encumbrances that were incurred prior to August 31 and all unexpended and encumbered funds must be returned by October 14, 2011. REPORTING Reporting on financial and program activities is required as follows: Financial: quarterly within 30 days of each quarter. The final liquidation report, if required, is due and must be submitted by October 14, 2011. Program: a final narrative report is due within 30 days after the close of the project, by September 30, 2011. All required reporting materials will be located on the California State Library's website at http://www.library.ca.gov/ltrants/Ista/manaze.html. The forms, along with instructions, are on the website under the heading "Eureka! Leadership Grant 2010/1 L" This letter and the enclosed list of LSTA procedural requirements amend the Consolidated Application/Grant Award Certification document and must remain a part of all your existing copies. Failure to provide timely reports is a serious breach of a grant recipient's administrative duty under the grant program, which may result in federal audit exceptions against the state and the loss of LSTA funds. PAYMENTS Please note this clarification regarding payments. If your full grant amount is $20,000 or more, ten percent (10%) of the grant award is withheld until the end of the project period. It is payable only if the grant recipient fulfills all project reporting requirements and expends all funds, or returns all unspent grant funds, by the time specified in the grant program. CONTACT We want your project to be successful. The following staff person will be your contact for your project. Please work with this consultant in implementing your project. Grant Monitor: Stacey A. Aldrich Phone Number: 916 654-0188 Email Address: saldrich@libriry.ca.gov Doc.#15334 File#E-221WP09 20A-14 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 4, 2011 TITLE: APPROPRIATION ADJUSTMENT DEMOLITION CONTRACT WITH CARDINAL ENVIRONMENTAL CONSULTANTS, INC., DBA 5M CONTRACTING CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 1 st Reading ? Ordinance on 2nd Reading ? Implementing Resolution ? Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and the Clerk of the Council to execute the attached demolition contract with Cardinal Environmental Consultants, Inc., dba 5M Contracting in the amount of $38,220, subject to non-substantive changes approved by the City Manager and City Attorney. 2. Approve a Funding Analysis with a total estimated demolition cost of $43,953. 3. Approve an Appropriation Adjustment transferring funds in the amount of $43,953 from the General Non-Departmental Fund (account no. 01105015-66400) to the Non-Departmental Capital Outlay Fund (account no. 05105015-66220). DISCUSSION The property located at 1901 W. Walnut Street (Exhibit 1) was acquired by the City in March of 2008. The City intends to demolish the building and requires the services of a qualified demolition contractor. A notice requesting bids was published in the Orange County Reporter on February 28, 2011 and March 2, 2011, and emailed to 14 demolition contractors, two of which are located in the City, that had previously indicated an interest in working with the City. Responsive bids were received from six companies and are summarized below: 20B-1 AA - Demolition Contract - Cardinal Environmental Consultants, Inc., dba 5M Contracting April 4, 2011 Page 2 Name of Firm or Individual Total Amount of Proposal Company Location Cardinal Environmental Consultants, Inc., dba 5M Contracting $38,220 Tustin Flores Sierra Contractors, Inc. $76,590 Chula Vista Graham Crackers Demolition, Inc. $65,892 Menifee Interior Demolition, Inc. $56,732 Montrose NCM Demolition & Remediation, LP $165,600 Brea Vizion's West $99,730 Winchester The bids were evaluated by staff for completeness, qualifications and experience, cost competitiveness and time allotted to complete the project. Cardinal Environmental Consultants, Inc., dba 5M Contracting was selected as the most responsive bid. The total amount of their bid was $38,220. Staff is recommending a total project budget of $43,953 which includes $5,733 for contingencies. The contractor will be responsible for performing all work in accordance with all applicable laws and regulations for obtaining all required permits and for processing all required notifications. CEQA COMPLIANCE In accordance with the California Environmental Quality Act, the proposed project is exempt from further review per Section 15061(b)(3) as the project will not have a significant effect on the environment. FISCAL IMPACT The funding analysis shows a total estimated cost of $43,953. Upon approval of the appropriation adjustment, funds will be available in the Non-Departmental Capital Outlay Fund (account no. 05105015-66220). APPROVED AS TO FUNDS AND ACCOUNTS: Y "V Nancy T. E ards Interim Exe tive Director Community Development Agency Francisco Gutierrez Executive Director Finance & Management Services Agency/,-- 20B-2 AA - Demolition Contract - Cardinal Environmental Consultants, Inc., dba 5M Contracting April 4, 2011 Page 2 NTE/SLB/RHL/mlr Exhibits: 1. Map 2. Funding Analysis 3. Contract 20B-3 20B-4 SECOND FIRST STREET w W w STREET PINE STREET oc E C ew 1901 West Walnut Street Exhibit 1 20B-5 20B-6 FUNDING ANALYSIS DEMOLITION OF 1901 W. WALNUT STREET Cardinal Environmental Consultants Inc., dba 5M Contracting Contract Contingencies TOTAL ESTIMATED COSTS Exhibit 2 $38,220.00 $5,733.00 $43,953.00 20B-7 20B-8 DEMOLITION CONTRACT THIS CONTRACT, made and entered into this 4th day of April, 2011, by and between Cardinal Environmental Consultants, Inc., dba 5M Contracting, a California Corporation, hereinafter referred to as "Contractor", and the City of Santa Ana, a charter city and municipal corporation, hereinafter referred to as "City". RECITALS: A. City desires to employ a general licensed building Contractor as defined in California Business and Professions Code § 7057 to perform demolition work on property located at 1901 W. Walnut Street, in the City of Santa Ana (the "Property"). B. Contractor represents that it is qualified to perform such work as desired by City. WHEREFORE, for and in consideration of the respective and mutual covenants and promises hereinafter contained and made, and subject to all the terms and conditions hereof, the parties hereto agree as follows: 1. SCOPE OF WORK A. Project Specifications. Contractor agrees, at its sole cost and expense, to provide all supervision, technical personnel, labor, materials, machinery, tools, equipment, fixtures and services for the work required for demolition of the Property, in accordance with the attached bid and proposal, general conditions, work write-ups, specifications, and drawings, which documents are incorporated herein by reference as though fully set forth. (See Exhibit A "Project Specifications" attached hereto and incorporated herein by reference). Contractor shall perform all work in conformance with applicable laws and local requirements whether or not covered by the specifications and drawings for the work. Contractor shall pay all sales, consumer, use and other similar taxes required by law, and shall procure and pay for all permits and licenses necessary for the execution and completion of the work and labor to be performed hereunder. B. Prevailing wage. All laborers and mechanics employed by the Contractor and any subcontractor in the performance of the work under this Agreement shall be paid wages at rates not less than the prevailing wage as provided in the statutes applicable to public works including without limitation Sections 1770-1780 of the California Labor Code. This paragraph does not apply to contracts which do not exceed $2,000. 2. NOTICE TO PROCEED/NOTICES The work shall begin no later than twenty (20) calendar days from and after Contractor receives written notice to proceed from the City. Failure by Contractor without lawful excuse to substantially begin work within twenty (20) days of the date of receipt of said written notice to proceed shall postpone the next succeeding payment to the Contractor for that period of time equivalent to the time between when work was to begin and when it did begin. City shall give said notice to proceed within forty-five (45) calendar days EXHIBIT 3 20b-9 from and after the date of the signing of this Contract. If the written notice to proceed is not received by Contractor within said period, Contractor reserves the right to withdraw his bid and proposal. Notices shall be addressed to the Contractor at: Cardinal Environmental Consulting, Inc 2691 Dow Avenue, Unit C-2 Tustin, CA 92780 (714) 730-6760 Attn: Ronald R. McDaniel 3. TIME FOR COMPLETION/ CONTRACT TERM The term of this contract is from the date set forth above through May 9, 2011. All work shall be satisfactorily completed within FORTY-FIVE (45) days from the date when said work is commenced. 4. CLEANUP Contractor shall keep the premises clean and orderly during the course of the work and remove all debris upon completion of the work. Materials and equipment that have been removed and replaced as part of the work shall belong to Contractor. 5. CHARGES AND LIENS/ PERFORMANCE BOND Contractor shall pay when due all valid charges for labor and material incurred by Contractor and used in the construction pursuant to this Contract and shall also be responsible for keeping the job free of mechanic's liens recorded by any of the persons enumerated in California Civil Code § 3110. If Contractor fails to make any payments required pursuant to this paragraph, or if Contractor fails to keep said real property free of mechanic's liens incurred by or under Contractor or its subcontractors, City may settle said claims and Contractor shall notify the City in writing when a legitimate dispute arises between Contractor and any and all persons enumerated in California Civil Code § 3110. Contractor shall provide the City with a Payment Bond and Bond of Faithful Performance in the standard amount based on the cost of the project. Such bonds shall be executed by both the Contractor and the Surety Company to the satisfaction of the City Attorney. If Contractor fails or is unable to obtain said bond, City may obtain and record said bond and deduct the costs from any payment due Contractor. 6. CORRECTION AND DEFECTS Contractor shall correct any work that fails to conform to the requirements of this Contract or any documents pursuant thereto, where said failure to conform appears during the progress of the work. Contractor shall remedy any defects due to faulty materials, equipment or workmanship which appear within a period of one (1) year from the date of substantial completion of the work or within such longer period of time as may be prescribed by law or by the terms of any applicable special guarantee required by this Contract or any document pursuant thereto. 7. GUARANTEE Contractor guarantees the work performed for a period of one (1) year from the date of final acceptance of all the work required by this Contract, unless the work required repair or construction of a roof, in which case Contractor guarantees the work for a period of five (5) years. Further, Contractor shall EXHIBIT 3 2 20B-10 Payments may be withheld on account of defective work not remedied, claims filed, failure of Contractor to make payments properly to subcontractors or for labor, materials, or equipment, damages by another Contractor, or unsatisfactory performance of the work by Contractor, as determined by the City. The project budget allows for additional funds, supported by adequately documented approved change orders, in the amount of $5,733.00, to ensure project completion, with an overall total budget of $43,953.00. 14. INDEMNIFICATION Contractor shall indemnify and save harmless the City of Santa Ana, its officers and employees, against any and all damages to property and injuries to or death of any person or persons, including employees or agents of the City of Santa Ana, and shall defend, indemnify and save harmless Owner and the City of Santa Ana, its officers and employees, from any and all claims, demands, suits, actions or proceedings of any kind or nature, including, but not by way of limitation, worker's compensation claims of or by anyone whomsoever in any way resulting from or arising out of the operations in connection herewith, including operations of subcontractors and acts or omissions of employees or agents of Contractor or its subcontractors. 15. INSURANCE With respect to performance of work under this Contract, Contractor shall maintain and shall require its subcontractors, if any, to maintain insurance as described below: (a) Workers' compensation insurance with statutory limits, and employer's liability insurance with limits of not less than $1,000,000 per incident; and (b) Contractor shall maintain commercial general liability insurance naming the City, its officers, agents, volunteers, and employees 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 Contractor'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. Contractor shall supply the City with a fully executed additional insured endorsement in substantially the form attached hereto as Exhibit B upon execution of this Agreement and shall be approved in form by the City Attorney. (c) 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. (d) Contractor shall (a) furnish properly executed certificates of insurance to the City prior to commencement of work under this Contract, which certificates shall clearly evidence all coverage required above and provide that such insurance shall not be materially changed or terminated except on 30 days' prior written notice to the City; and (b) maintain such insurance from the time work first commences until completion of the work under this Contract; and (c) replace such certificate for policies expiring prior to completion of work under this Contract. EXHIBIT 3 4 20B-11 furnish the City, all manufacturer's and supplier's written guarantees and warranties covering materials and equipment furnished under this Contract. Contractor guarantees all materials to be as specified and all work to be completed in a professional manner according to standard practice. Unless otherwise specified, all materials shall be new. Contractor shall leave the work in a finished condition as determined by acceptable building standards and to the satisfaction of the City. 8. INSPECTIONS Contractor shall permit the City of Santa Ana, or its designee(s), to examine and inspect the rehabilitation work. In addition, City shall have the right to inspect any work performed hereunder to ensure that the work is being and has been performed in accordance with the applicable federal, state and/or local requirements and this Contract. Contractor agrees that all work found by such inspections not to conform to the applicable requirements to be corrected, and City shall have the right to withhold payment to Contractor until it is so corrected. 9. UTILITIES AND COOPERATION While this Agreement is in full force and effect, City shall permit Contractor to use existing utilities such as light, heat, power and water to carry out and complete the work and shall cooperate with Contractor to facilitate the performance of coverings and furniture, if and to the extent necessary. 10. OCCUPATION OF PREMISES The premises are to be VACANT during the course of the work. 11. CHANGE ORDERS Any changes or deviations from specifications or terms of this Contract shall be effective only upon the prior written consent of the Contractor and the City. All change orders will specifically describe the work and/or changes, the additional contract price and time for completion. 12. NOTICE OF COMPLETION The City shall execute, acknowledge, and record in the manner provided by law, a notice of completion of work required by this Contract within fifteen (15) calendar days after final inspection and approval of said rehabilitation work as fully completed by the City. 13. CONTRACTOR'S FEE/ COMPENSATION Owner agrees to pay Contractor for the full and complete performance of all of Contractor's covenants and responsibilities hereunder in accordance with Exhibit A in the amount of $38,220.00. Payment due Contractor shall be paid within thirty (30) calendar days after the City receives Contractor's invoice and satisfactory releases of liens or claims for liens by Contractor, subcontractors, laborers, and material suppliers for completed work or installed materials. Ten (10%) of such payment to Contractor shall be retained by City. The retention funds shall be released thirty-five (35) calendar days after final inspection and acceptance of all work to be performed by Contractor and Contractor has furnished the City, satisfactory releases of liens or claims for liens by Contractor, subcontractors, laborers, and material suppliers (Notice of Completion filed and recorded with the County Recorder). EXHIBIT 3 3 20B-12 16. CITY'S POWER TO TERMINATE Should Contractor commit any of the acts specified in this paragraph, City may, by giving ten (10) calendar days notice in writing thereof to Contractor, without prejudice to any other rights or remedies given City by law or by this Contract, terminate the services of Contractor under this Contract, take possession of all materials and appliances located on said real property, and complete the work required by this Contract. Contractor shall be deemed to have committed an act specified in this paragraph if it shall: (a) Be adjudged a bankrupt; (b) Make a general assignment for the benefit of its creditors; (c) Refuse or fail to supply enough properly skilled workers or proper materials to complete the work required by this Contract within the time specified in this Contract; (d) Fail to make prompt payment to subcontractors, laborers, or material men for labor performed or materials furnished to the work required by this Contract; (e) Persistently disregard any law or ordinance relating to the work required by this Contract or the completion thereof; or (f) Otherwise commit a substantial violation of any provision of this Contract. 17. RIGHTS ON TERMINATION BY CITY Should City terminate the services of Contractor under this Contract and complete the work pursuant without Contractor, Contractor shall not be entitled to receive any further payment under this Contract until the work is fully completed. On completion of said work by City, if the unpaid balance of the contract price exceeds the expenses incurred by City in completing the work, including any compensation paid by City for managerial, administrative, or supervisorial services in completing the work, such excess shall be promptly paid by City to Contractor. If, however, on completion of the work by City, the expenses incurred by City in completing said work, including any compensation by City for managerial, administrative, or supervisorial services in completing said work, exceed the unpaid balance of the contract price, such excess shall be promptly paid by Contractor to City. 18. CONTRACTOR'S POWER TO TERMINATE CONTRACT Should City fail to pay to Contractor within thirty (30) calendar days after such receipt of proper invoice, without just cause, any amount payable by City to Contractor, Contractor may, by giving fifteen (15) calendar days written notice thereof to City, terminate its services under this Contract and stop work on said Property. 19. LIQUIDATED DAMAGES Contractor and City agree that it would either be impractical or extremely difficult to fix actual damages in the event Contractor fails to complete the described work within the time prescribed by this Contract. In connection therewith, Contractor agrees to pay City liquidated damages for each calendar day beyond the date when completion is required hereinabove, excluding extensions as stated, below in the following amount: One Hundred Dollars ($100.00) per calendar day. The amount of liquidated damages shall be deducted from the Contractor's Retention Payment at project completion. If at any time the amount of liquidated damages exceed the amount of Retention Payment, there shall not be any payment to the Contractor until such time that the amount of payment due the Contractor exceeds the amount of liquidated damages. EXHIBIT 3 5 20B-13 20. ASSIGNMENT Contractor shall not assign any rights under this Contract except upon prior written authorization of City. Any request for assignment must be addressed to the City and written consent of the City must be obtained prior to Contractor assigning any rights under this Contract. Contractor shall not delegate any authority or responsibility that would in any way purport to relieve him of any obligation imposed by this Contract. 21. NONDISCRIMINATION. EQUAL OPPORTUNITY AND FAIR HOUSING During the performance of this Contract, Contractor agrees to comply with all applicable nondiscrimination, equal opportunity and fair housing and employment laws, and shall not discriminate in hiring on the basis of race, color, creed, religion, sex, disability, marital status, national origin or ancestry. 22. CONFLICT OF INTEREST No person who is an employee, agent, consultant, officer or elected official or appointed official of the Community Redevelopment City of the City of Santa Ana, or the City of Santa Ana, who exercises or has exercised any functions or responsibilities with respect to the City's residential rehabilitation program, or who is in a position to participate in a decision-making process or to gain inside information with regard to these activities, may obtain a financial interest or benefit from this Contract, or have an interest in any subcontract or agreement with respect hereto, either for themselves or those with whom they have family or business ties, during their tenure or for one year thereafter. 23. PROFESSIONAL LICENSES Contractor 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. Contractor 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. 24. UNAVOIDABLE DELAYS AND DEFAULTS The time of completion of this Contract shall be extended by the number of calendar days which Contractor is prevented from performing work as a result of. inclement weather, acts of City not contemplated by this Contract, the unavailability of workers or materials due to strikes, accident, acts of God, fire, unusual delays in transportation, unavoidable casualties, causes beyond Contractor's control, or any cause which the City may determine justifies the delay. The Contractor shall not be entitled to an extension in the number of calendar days for completion, unless, within five (5) days from the beginning of such delay, he notifies the City in writing of the causes of the delay, which causes must be acceptable to the city. 25. JURISDICTION/VENUE This Agreement and all questions relating to its validity, interpretation, performance, and enforcement shall be government and construed in accordance with the laws of the State of California. This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall he EXHIBIT 3 6 20B-14 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. 26. ATTORNEY'S FEES Should any litigation be commenced between the parties to this Contract concerning the work which is the subject of this Contract, any provision of this Contract, or the rights and obligations of either in relation thereto, the party prevailing in the litigation shall be entitled, in addition to such other relief as may be granted, to a reasonable sum as and for the party's attorney's fees in the litigation. 27. TIME OF ESSENCE Time is of the essence in performance of this Contract. 28. GENDER AND NUMBER As used herein, the masculine shall include the feminine and masculine, and the singular shall include the plural. 29. EXCLUSIVITY OF CONTRACT This Contract supersedes any and all other agreements, either oral or in writing, between the parties hereto with respect to hiring of Contractor by City, and contains all the covenants and conditions between the parties with respect to employment of Contractor by City, and contains all the covenants and conditions between the parties with respect to such employment in any manner whatsoever. Each party to this Contract, acknowledges that no representations, inducements, promises, or agreement, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that any other agreement or amendment to this Contract shall be effective only if executed in writing and signed by City and Contractor. 30. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. EXHIBIT 3 7 20B-15 IN WITNESS WHEREOF, the parties hereto have executed this Contract on the date and year first above written. ATTEST: CITY OF SANTA ANA Maria D. Huizar Clerk of the Council APPROVED AS TO FORM: City Attorney By: Lisa E. Storck Assistant City Attorney EXHIBIT 3 David N. Ream City Manager CONTRACTOR Cardinal Environmental Consultants, Inc. By: Ronald R. McDaniel Title: President Tax ID# 33-0331820 8 20B-16 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 4, 2011 TITLE: CONTRACT AWARD TO GALLS, AN-ARAMARK COMPANY, LLC AND QUARTERMASTER INC. FOR BODY ARMOR VESTS (SPEC. NO. 11-007) CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 15f Reading ? Ordinance on 2nd Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER Award contracts for the purchase of body armor vests for a two-year period with provision for two one-year renewals, in an annual aggregate amount not to exceed $144,000 with the following vendors: Vendor Location Galls, an ARAMARK Company, LLC Orange Quartermaster, Inc. Santa Ana DISCUSSION Police Officers are required to wear body armor (ballistic) vests for protection and safety while performing their field duties. The existing concealable ballistic vests worn by the Police Officers were purchased in 2006 with a warranty and life expectancy of five years. Over the last six months, the Police Department evaluated several brands and models of vests based on ballistic specifications as set by the National Institute of Justice (NIJ) Standard 0101.06 requirements for Ballistic-Resistant Armor for Level II vests and judged coverage area, flexibility, comfort, availability of the stock, and price range. The Police Department has selected two ballistic vests which met all specifications and requirements. As a result, staff recommends Council approval of this action. The notice inviting bids was advertised on March 11, 2011, and bids were solicited. A summary of the bid invitations and bids received is as follows: 22A-1 Contract Award for Body Armor Vest April 4, 2011 Page 2 2 Invitations For Bid emailed 1 Invitations For Bid emailed to Santa Ana vendors 4 Bids received 1 Bids received from a Santa Ana vendor Bids were received and opened March 21, 2011 (Exhibit 1). The bids from Galls, an ARAMARK Company, LLC and Quartermaster Inc, are responsive to the specifications and meets the City's requirements. FISCAL IMPACT Funds are available in the Criminal Activities D.O.J account (no. 02614450 63001). APPROVED AS TO FUNDS AND ACCOUNTS: Paul M. Walters Chief of Police Police Department A??a= i r -, ---, )?? - - Francisco Gutierrez Executive Director Finance & Mgt. Services Agencyl-- EG 22A-2 ABSTRACT OF BIDS CONTRACT AWARD FOR BODY ARMOR VEST (11-007) Galls, an ARAMARK Vendor Company LLC Quartermaster Location Orange, CA Santa Ana, CA 1) Quantum Level 11 Ballistic Vest No Bid $485.00 2) Second Chance Summit Level II Vest $569.65 No Bid Total $569.65 $485.00 Bob Barker Proforce Vendor Company, Inc. Marketing Inc Location Fuquay Varina, NC Prescott, AZ 1) Quantum Level 11 Ballistic Vest $498.00 No bid 2) Second Chance Summit Level II Vest No Bid $605.88 Total $498.00 $605.88 22A-3 22A-4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 4, 2011 TITLE: CONTRACT AWARD TO SEQUOIA LIGHTING CORP. FOR STREET LAMP POST LIGHT CONVERSION KITS (SPEC. NO. 11-015) CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 15t Reading ? Ordinance on 2nd Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER Award a contract to Sequoia Lighting Corporation for the purchase of street lamppost light conversions kits in an amount not to exceed $130,000. DISCUSSION The Public Works Agency Administrative Services Division maintains 1067 antique decorative lampposts through the City. Of these, 396 are powered by an outdated high voltage electrical system. The majority of these are located in the Floral Park, Wilshire Square and North Broadway neighborhoods. The sole manufacturer of the lamps, Phillips Lighting Inc., has stopped producing the unique lamps utilized in the system. To keep these lights operational, a conversion kit with a specialized ballast is required to transform the high voltage electricity to a constant low voltage, allowing it to be used with standard street light lamps. The kits contain all the necessary fuses, starters and ballasts assembled so they are plugged into the existing pole hardware, saving the cost of rewiring the lamppost system. Sequoia Lighting Corporation is the sole source manufacturer of the lamppost streetlight conversion kits. Purchase of the conversion kits will complete the update to the Floral Park, Wilshire Square and North Broadway neighborhoods. To allow for unanticipated charges, an additional five percent contingency has been included in the award amount. FISCAL IMPACT Funds are available in the Street Lighting Operating Materials and Supplies account (no. 01117630- 63001). Raul Godinez II Executive Director" Public Works Agency knn APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director Finance & Management Services Agencyk-? 22B-1 22B-2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 4, 2011 TITLE: CONTRACT AWARD TO ALHAMBRA FOUNDRY CO. FOR MANHOLE FRAMES AND COVERS (SPEC. NO. 11-016) CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 1" Reading ? Ordinance on 2nd Reading ? Implementing Resolution ? Set Public Hearing For CONTINUED TO FILE NUMBER Award a contract to Alhambra Foundry Co., LTD for the purchase of manhole frames and covers for a one-year period, with provisions for two, one-year renewals in an annual amount not to exceed $40,000. DISCUSSION The Public Works Agency (PWA) Water Resources Division maintains the sanitary sewer systems consisting of approximately 390 miles of pipelines and 8,500 manholes. Approximately 160 manhole covers are replaced annual due to damage or theft. Alhambra Foundry Co., LTD was the original supplier of the City's manhole frames and covers manufactured according to the 1969 City Standard Plans. As such, parts are not interchangeable with products manufactured by other foundries. The City is therefore required to stock manhole parts supplies by Alhambra Foundry Company. Staff recommends the contract to maintain sufficient stock based on past usage and staff projections for this contract period. FISCAL IMPACT Funds are available in the Sanitary Sewer Service account (accounting unit 05617640-63001) and Water Utility Water Products & Supply account (accounting unit 06017641-63001). Raul Godinez II Executive Direct Public Works Agency KM APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director Finance & Management Services Agency 22C-1 22C-2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 4, 2011 TITLE: CONTRACT RENEWALWITH W.W. GRAINGER, INC. FOR HAND TOOLS AND MISCELLANEOUS ITEMS (SPEC. NO.09-037) CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 1st Reading ? Ordinance on 2nd Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER Renew the contract with W.W. Grainger, Inc. for the purchase of hand tools and miscellaneous items for a one-year period in an annual amount not to exceed $30,000. DISCUSSION In order to perform general maintenance, various City departments require an assortment of tools such as saws, hammers, screwdrivers, shovels and rakes. The items are purchased through the Central Stores warehouse for distribution to the various departments. The contracts for hand tools are designed to provide quality products at significant savings based on quantity pricing. In addition, the City also establishes contracts for miscellaneous items including tools for items that are not available from the Central Stores warehouse. On August 3, 2009, the City Council awarded to W.W. Grainger, Inc., a Santa Ana vendor, a contract for one-year period, with provisions for four one-year renewals. W.W. Grainger, Inc. offers pricing through the Western State's Contracting Alliance (WSCA) contract. The vendor has performed satisfactorily during the past contract period and staff recommends the first renewal of the contract. FISCAL IMPACT Funds are available in the various departmental Operating Materials and Supplies accounts (63001). Francisco Gutierrez Executive Director Finance and Management Services Agency% km 22D-1 22D-2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 4, 2011 TITLE: CONTRACT RENEWALWITH GALE SUPPLY COMPANY FOR JANITORIAL STOCK PAPER GOODS (SPEC. NO.07-108) CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 1s' Reading ? Ordinance on 2"d Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER Renew the contract with Gale Supply Company for the purchase of janitorial stock paper goods for a one-year period in an annual amount not to exceed $85,000. DISCUSSION The contract for paper goods is designed to provide quality products at significant savings based on quantity pricing. The Central Stores warehouse section of the Finance and Management Services Agency houses paper products including towels and toilet tissue for the Police Department and Fire Stations. On March 3, 2008, the City Council awarded a contract to Gale Supply Company for a two-year period, with provisions for two one-year renewals. The vendor has performed satisfactorily during the past contract period which included an extension in which the first year award dollars covered a three-year period as the City transitioned into janitorial service agreements. The vendor has agreed to renew the contract however the vendor has requested a 2.8 percent price increase. Staff recommends the first renewal of the contract at an annual amount of $85 000 based on past usage and staff projections. FISCAL IMPACT Funds are available in the various departmental Operating Materials and Supplies accounts (63001). The amount of the contract is estimated, as the actual expenditures will depend upon the requirements throughout the annual period. Francisco Gutierrez Executive Director Finance and Management Services Agency/,-, km " 22E-1 22E-2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 4, 2011 TITLE: CONTRACT AWARD TO ZOLL MEDICAL CORPORATION FOR DEFIBRILLATOR WARRANTY AND MAINTENANCE (SPEC. NO. 11-013) CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 1St Reading ? Ordinance on 2"d Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER Award a contract to ZOLL Medical Corporation to extend the factory warranty and renew the maintenance contract for 10 defibrillators for a one-year period not to exceed $13,000; and increase the aggregate limit by $25,000 for miscellaneous supplies in an amount not to exceed $38,000 annually. DISCUSSION The Santa Ana Fire Department's Emergency Medical Services (EMS) use defibrillators in the performance of their duties. In March 2005, the City Council awarded a contract to ZOLL Medical Corporation for the purchase of 10 manual defibrillators. Six defibrillators are in service on a daily basis and four are on reserve. Should the need arise to have additional medic units in service for an event, disaster or severely increased call volume, the Fire Department's EMS is prepared with equipment for all medic units to become ALS (Advanced Life Support) units. The original purchase of equipment in 2005 included a factory warranty and a preventative maintenance contract which the vendor has agreed to extend annually to maintain the life expectancy of said equipment. Additionally, ZOLL Medical Corporation provides defibrillator supplies, including sensors, cables and batteries. The purchase of the extended warranty and maintenance contract, when added to the vendor's fiscal purchases, will exceed the $25,000 aggregate limit. In order to facilitate future purchases, staff recommends an increase to the aggregate limit. 22F-1 Contract Award for Defibrillator Warranty and Maintenance April 4, 2011 Page 2 FISCAL IMPACT Funds are available in the Fire Suppression Emergency Medical Services account (no. 01115330 62300). APPROVED AS TO FUNDS AND ACCOUNTS: David Thomas Francisco Gutierrez Fire Chief Executive Director Fire Department Finance & Mgt. Services Agency/ EG 22F-2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 4, 2011 TITLE: AGREEMENT WITH WESTERN MEDICAL CENTER FOR MEDICAL SUPPLIES AND PHARMACEUTICALS i ; CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 1St Reading ? Ordinance on 2"d Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER Direct the City Attorney to prepare and authorize the City Manager and the Clerk of the Council to execute an agreement with Santa Ana Western Medical Center for medical supplies and pharmaceuticals, in an amount not to exceed $40,000 annually, subject to non-substantive changes approved by the City Manager and City Attorney. DISCUSSION Santa Ana Western Medical Center is the Santa Ana Fire Department's paramedic units "base hospital" and as such, they carry the exact items required by Orange County Emergency Medical Services for paramedic units. This allows for the immediate restocking of pharmaceuticals and medical supplies used when responding to medical emergencies. Santa Ana Medical center operates 24 hours per day, seven days a week, and has provided excellent service to the Santa Ana Fire Department for over 20 years. FISCAL IMPACT Funds are available in the Fire Department's Fire Suppression, Misc. Office Expenses account (account no. 01115330-63001), in the amount of $40,000. V- ? David mas Fire Chief Fire Department APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director Finance & Management Services Agency 25A-1 25A-2 PROVIDER AGREEMENT THIS AGREEMENT, made and entered into this 5`h day of April, 2011 by and between WMC-SA, Inc., a California corporation DBA Western Medical Center Santa Ana (hereinafter "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 (hereinafter "City"). RECITALS A. The City desires to retain a Provider having special skill and knowledge in providing medical pharmaceuticals to paramedic vans in need of restocking. B. Provider represents that Provider is able and willing to provide such services to the City. 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 firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Provider shall keep each paramedic unit in full supply of medical pharmaceuticals. 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 A. The total sum to be expended under this Agreement shall not exceed $40,000.00, annually, during the term of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall authorize and cover activities undertaken starting March 1, 2011 and shall terminate on March 1, 2012, unless terminated earlier in accordance with Section 12, below. The parties agree that the term of this Agreement may be renewed for two successive one-year periods upon a writing executed by the Fire Chief and City Attorney, for City, and the CEO for Provider. -1- 25A-3 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 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 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. Provider shall supply City with a fully executed additional insured endorsement in substantially the form attached hereto as Exhibit B upon execution of this Agreement and shall be approved in form by the City Attorney. b. Reserved. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the 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. Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim. -2- 25A-4 e. The following requirements apply to the insurance to be provided by Provider pursuant to this section: (i) Provider shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. f. If 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 forthwith terminate this Agreement. Such termination shall not effect 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 indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for property damage, which may arise from the direct or indirect operations of the 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. The 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 asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. 7. CONFIDENTIALITY If 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 -3- 25A-5 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. 8. 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. 9. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 telefacsimile (714) 647-6956 With courtesy copies to: Fire Chief City of Santa Ana 1439 S. Broadway (M-80) Santa Ana, California 92702 telefacsimile (714) 647-5779 and City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 telefacsimile (714) 647-6515 To Provider: Western Medical Center 1001 North Tustin Santa Ana, California 92705 telefacsimile (714) 953-3613 Attn: Dan Brothman -4- 25A-6 A party may change its address by giving notice in writing to the other party. Thereafter, any other communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by telefacsimile, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 10. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Provider, 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 Provider. 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 Provider nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 11. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of 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. 12. TERMINATION This Agreement may be 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. However, payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 13. DISCRIMINATION 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 -5- 25A-7 employment related activities. Provider affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 14. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 15. PROFESSIONAL LICENSES Provider 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. Provider shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 16. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. -6- 25A-8 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 N. REAM City Manager APPROVED AS TO FORM: JOSEPH STRAKA Acting City Attorney By: Melissa M. Crosthwaite Deputy City Attorney RECOMMENDED FOR APPROVAL: PROVIDER WESTERN MEDICAL CENTER DAVID THOMAS Fire Chief DAN BROTHMAN CEO Tax ID# 55-0883862 25A-9 EXHIBIT B ADDITIONAL INSURED ENDORSEMENT FOR COMMERCIAL GENERAL LIABILITY POLICY Insurance Company This endorsement modifies such insurance as is afforded by the provisions of Policy # relating to the following: 1. The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701; its officers, employees, agents, volunteers and representatives are named as additional insureds ("additional insureds") with regard to liability and defense of suits arising from the operations and uses performed by or on behalf of the named insured. 2. With respect to claims arising out of the operations and uses performed by or on behalf of the named insured, such insurance as is afforded by this policy is primary and is not additional to or contributing with any other insurance carried by or for the benefit of the additional insureds. 3. This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the company's limits of liability. The inclusion of any person or organization as an insured shall not affect any right which such person or organization would have as a claimant if not so included. 4. With respect to the additional insureds, this insurance shall not be cancelled, or materially reduced in coverage or limits except after thirty (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 -8- 25A-10 25A-11 Santa Ana Fire Department 1439 South Broadway Street Santa Ana, CA 92707 (714) 647-5700 Pricing from Western Medical Center Santa Ana Pharmacy January 2011 Item Description OLD AWP 2010 AWP 2011 NEW AWP + 10% Adenosine 6mg/2ml vial 7.92 13.14 14.45 Albuterol 3 mL (2.5 mg) Unit Dose Box/25 0.88 1.25 1.38 Amiodarone 450mg/9ml vial 19.80 17.94 19.80 Atropine Vial 1 mg / 1 ml 1.60 1.45 1.60 Atropine Syringe 1 mg 10 ml (Prefilled) 4.68 4.80 5.28 Bacitracin Zinc Oint 1/32oz Unit Dose 0.17 0.12 0.13 Chemstrip Blood Sugar Bottle 25 / bottle 62.04 60.65 66.72 Dextrose 50% Syringe, 50 ml 25 gm 5.94 7.20 7.92 Diphendydramine Prefilled Syringe 50mg/ml 1.65 1.57 1.73 Diphendydramine 50mg/ml vial xxxxxxx 0.98 1.08 Dopamine 400 mg / 5 ml vial 1.10 3.92 4.31 Epinephrine Vial 1-1000 2.20 2.02 2.22 Epinephrine Syringe 1-10,000 short (prefilled) 2.75 4.79 5.27 Epinephrine 1-1000 (1 mg / ml) 30m1 vial 49.50 8.40 9.24 Glucagon 1 mg / 1 ml vial 92.40 96.00 105.60 Glucose Solution 10 oz / 100 gm 3.08 2.80 3.08 Lidocaine Syringe 100 mg / 5 ml (preFilled) 4.40 4.80 5.28 Narcan Syringe 2 mg / 2 ml vial 23.10 20.34 22.37 Narcan 0.4 mg ml-IOml vial 38.50 44.71 49.18 Nitroglycerine Spray Gr 1/150 149.60 182.76 201.04 Normal Saline 10ml vial 0.33 0,77 0.85 Sod; :m Bicarbonate 44.6 meq / 50 t. vial 1.02 i 92 1.12 Exhibit A 25A-12 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 4, 2011 TITLE: SETTLEMENT AGREEMENTS FOR BRISTOL STREET CORRIDOR (PROJECT NOS. 081700 AND 116744) CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 1st Reading ? Ordinance on 2nd Reading ? Implementing Resolution ? Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute the attached agreements, subject to nonsubstantive changes approved by the City Manager and City Attorney: Teresa Arellano dba Santa Ana Professional Services for acquisition settlement for the business located at 828 North Bristol Street, Suite 202 in the amount of $21,800. • Barney Svardloff, Trustee; Nathan Ogints, Trustee and; Steven Iker, Trustee for the purchase of a portion of the property located at 1715 North Bristol for the amount of $90,000. • Livescan N More for acquisition settlement for the business located at 1631 North Bristol Street, Suite 201 in the amount of $20,405. DISCUSSION On March 6, 2006, the City Council approved the cooperative agreement between the City and the Orange County Transportation Authority to fund Bristol Street improvements from Warner Avenue to Seventeenth Street. The first phase of the project (between Pine Street and McFadden Avenue) is under construction and is expected to be completed by April 2011. Public Works is acquiring property for the second phase of the project (between Third Street and Civic Center Drive) as well as the intersection of Bristol Street and Seventeenth Street. To accommodate the widening for the second phase, the entire property located at 828 North Bristol was acquired in November 2010 (Exhibit 1). This acquisition also necessitates the relocation of all tenants in the building. Santa Ana Professional Services is a tenant of the property and has agreed to the settlement agreement for the relocation of the business. 25B-1 Settlement Agreements For Bristol Street Corridor April 4, 2011 Page 2 In addition, the acquisition of a portion of the property at 1715 North Bristol and the entire property at 1631 North Bristol for is required for the intersection of Bristol and Seventeenth Street. Livescan N More is a tenant of the building at 1631 North Bristol and has agreed to a settlement of $20,405 for relocation benefits. This compensation amount is the appraised value prepared by an appraiser licensed by the State of California. ENVIRONMENTAL IMPACT In accordance with the California Environmental Quality Act, the proposed project has been determined to be adequately evaluated in the previously prepared Environmental Impact Report/Environmental Impact Assessment No. 89-01 approved by City Council in 1990. FISCAL IMPACT Funds are appropriated in the Select Street Construction Fund (accounting unit 05917661- 66100). APPROVED AS TO FUNDS AND ACCOUNTS: r Raul Godinez II Francisco Gutierrez FB Executive Director Executive Director Public Works Agency Finance & Management Services Agency RG/SA Exhibit 1: Location map Exhibit 2: Agreements 25B-2 LEGEND ® SUBJECT PROPERTIES I I ? I M 725 I I I I I I I N EXHIBIT 1 SANTA ANA CITY COUNCIL TITLE: SETTLEMENT AGREEMENTS FOR F % J AGENDA DATE BRISTOL STREET CORRIDOR PUBLIC VGRkS AGENCY APRIL 4, 2011 (PROJECT NOS. 081700 AND 116744) SANTA ANA SEVENTEENTH ST 25B-4 ALL INCLUSIVE SETTLEMENT AGREEMENT This Agreement ("Agreement") is made by and between the City of Santa Ana, a charter city and municipal corporation duly organized and existing under the Constitution and laws of the State of California ("City') and Teresa Arellano dba Santa Ana Professional Services ("Tenant"). The City and Tenant are hereinafter sometimes referred collectively as the "Parties." The Effective Date of this Agreement shall be , 2011, the date on which the Agreement has been fully executed by the City and Tenant. RECITALS A. Tenant operates a business, commonly known as Santa Ana Professional Services, located at 828 N. Bristol Street, Suite 202, Santa Ana, CA 92703 (the "Property"). B. The City has purchased the Property for the Bristol Street Widening Project. As a result of the City's acquisition, the Tenant will be displaced from the Property. C. The Parties desire to resolve all issues relating to the City's acquisition of the Property in accordance with the terms and conditions set forth below. D. The Parties acknowledge that the payment as set forth in paragraph 1(a) and other consideration given in connection with this Agreement are the result of a compromise and settlement of disputed claims, and shall never, at any time or for any purpose, be considered an admission of liability or responsibility on the part of any of the parties herein released. NOW, THEREFORE, in consideration of the foregoing and of the mutual promises and covenants hereinafter set forth, it is hereby agreed by and among the Parties that: 1. Consideration (a) The City shall pay to Tenant the sum of $21,800.00 (Twenty-One Thousand Eight Hundred Dollars) (Tenant Settlement Payment) as total compensation for relocation assistance and any and all related expenses and claims as more fully described in paragraph 1(b) below. Upon full execution of this Agreement, the City will begin processing payment, payable to Tenant, in the amount of $21,800.00 after Tenant vacates the Property, signs a Certificate of Abandonment, provides all keys to the Property to the City or to the City's relocation consultant, and provides written verification that all hazardous materials have been legally and properly moved. (b) Tenant agrees, that the consideration received pursuant to paragraph 1(a) above constitutes full satisfaction of any and all obligations of the City to Tenant, including, without limitation, any obligations for relocation assistance, relocation benefits, moving expenses, interest of any kind in the real estate and leasehold, loss of business goodwill, compensation for personal property (loss of inventory), furniture, fixtures and equipment, interest, attorney's fees, appraisal fees, or damages of any nature. Exhibit 2 25'6'--5 (c) Tenant agrees to vacate the Property on or before June 1, 2011 ("Vacate Date"). (d) Tenant hereby agrees that City may remove and dispose of any personal property or trash that has not been moved upon the Vacate Date, as it elects and desires, without any notice to Tenant. (e) Payment will be made for Relocation Expenses in the amount of $20,000. (f) Payment will be made for leasehold, loss of business goodwill and immovable furniture, fixtures and equipment in the amount of $1,800.00. 2. Release (a) Nothing contained herein shall constitute a release or discharge by either party for any of the undertakings of the other party to this Settlement Agreement. This Agreement shall serve as a full release and discharge by the Parties, on behalf of themselves, their agents, representatives, assigns, trustees, administrators, attorneys, heirs, relatives, spouses, ex-spouses, beneficiaries, and successors in interest, in consideration of the mutual covenants and promises contained herein, of the Tenant, the City of Santa Ana, the City of Santa Ana Public Works Agency, and those parties' accountants, other professionals, agents, representatives, assigns, employees, administrators, trustees, insurers, attorneys, heirs, beneficiaries, and successors in interest (collectively the "Released Parties"), from all rights, claims or cross-claims, demands, actions, or causes of action, including those for damages, compensation, relocation assistance, relocation benefits, loss of goodwill, property interest, compensation for personal property (loss of inventory), furniture, fixtures and equipment, punitive damages, interest, costs, attorney's and appraisal fees, injunctive or declaratory relief, or for relief by way of writ of mandate, or for demands, damages, refunds, debts, liabilities, reckonings, accounts, obligations, costs, expenses, liens, actions, causes, and causes of action of whatever kind, at law or in equity, that the Parties have now or may have against any of the Released Parties arising from the facts and circumstances described in this Agreement including but not limited to (1) the acquisition of the Property by the City, (2) Tenant's leasehold interest, if any, in the Property (or any portion thereof) or (3) any other right or interest Tenant may have, assert, or claim by reason of City's actions or failure to act, including, but not limited to, any claim to relocation assistance, relocation benefits or compensation for property or loss of goodwill from the City. (b) In making this release, the Parties intend to and do release, acquit and discharge the Released Parties, and each of them, from any liability of any nature whatsoever for any claim, injury, damages, or equitable or declaratory relief of any kind, whether the claim, or any facts on which such claim might be based, is known or unknown to the party possessing the claim. Each party expressly acknowledges and waives any and all rights under Section 1542 of the California Civil Code, which the Parties understand provides as follows: A general release does not extend to claims which the creditor does not know or suspect to exist in his/her favor at the time of executing the release, which if known by him/her must have materially affected his/her settlement with the debtor. 25t:6 Each party acknowledges the foregoing waiver of the provisions of California Civil Code Section 1542 was separately bargained for and expressly consents that this Agreement shall be given full force and effect in accordance with each and all of its express terms and provisions, including those terms and provisions relating to unknown or unsuspected claims, demands and causes of action, if any, to the same effect as those terms and provisions relating to any other claims, demands and causes of action herein above specified. (c) Each party acknowledges that it may hereafter discover facts or law different from or in addition to those which it now believes to be true with respect to the release of claims. Each party agrees that the foregoing release shall be and remain effective in all respects notwithstanding such different or additional facts or law or any party's discovery thereof. The Parties shall not be entitled to any relief in connection therewith, including, but not limited to, any damages or any right or claim to set aside or rescind this Agreement. (d) None of the Parties or their respective agents nor any related entities have made any statement or presentation to the other regarding any fact relied upon in entering into this Agreement and the Parties, and each of them, expressly do not rely upon any statement, representation or promise of any other party or any party's agent or related entities in executing this Agreement, except as is expressly set forth herein. Each of the Parties has made such investigation of the facts and law pertaining to the subject matter of this Agreement as it deems necessary, and has consulted with legal counsel of its own choosing concerning these matters. (e) Tenant hereby represents and warrants as of the Effective Date of this Agreement that (1) to its actual knowledge, no other entity or person has any right, title, or interest whatsoever in the released claims, and (2) that there has been no assignment, transfer, conveyance or other disposition by Tenant of any of the released claims, and that Tenant will not make any such assignment, transfer, conveyance or other disposition subsequent to the Effective Date of this Agreement. Tenant acknowledges that the Authority has relied and is relying upon such representations and warranties in entering into this Agreement. (f) Tenant will Hold Harmless and defend City, its employees, agents, contractors or representatives from any claims that may arise from Tenant's nondisclosure of any other interests in the Property or personal property referenced by this agreement. (g) This Agreement represents a settlement of doubtful and disputed claims between the Parties and does not constitute any admission of liability by either party to the other party to this Agreement. City has delivered to Owner an offer to purchase the Property under threat of eminent domain pursuant to Government Code Section 7267.2. Tenant and City now wish to enter into this Agreement in lieu of eminent domain proceedings. 3. Third Party Beneficiaries Except as explicitly set forth herein, nothing in this Agreement is intended to create any third party beneficiaries under this Agreement, and no person or entity other than Authority and Tenant shall be authorized to enforce the provisions of this Agreement. 2 5b'7 4. Attorney's Fees In the event of litigation relating to or arising out of this Agreement, the prevailing party shall be entitled to be reimbursed by the non-prevailing party for all reasonable costs and expenses incurred thereby, including, but not limited to reasonable attorney's fees and costs for services rendered to such prevailing party. 5. Indemnity Each party shall indemnify, defend and hold the other party and the Released Parties harmless from and against any claims, damages, demands, liabilities, losses, judgments, expenses and attorney's fees and/or costs resulting from the breach by such indemnifying party of any provision of this Agreement, the falsity of any representation or warranty made by the indemnifying party contained in this Agreement. 6. Entire Agreement This Agreement together contains the entire Agreement of the Parties, and supersedes any prior written or oral agreements between them, concerning the subject matter of this Agreement. 7. Partial Invalidit In the event that any term, covenant, condition or provision of this Agreement shall be determined by a court of competent jurisdiction to be invalid or against public policy, the remaining provisions shall continue in full force and effect. 8. Waiver and/or Modification The provisions of this Agreement may not be waived, altered, amended or repealed, in whole or in part, except upon a written agreement signed by each of the Parties. The waiver by one party of the performance of any provisions of this Agreement shall not invalidate this Agreement, nor shall it be deemed a waiver of any other provision hereof. 8. Headings The headings, subheadings and numbering of the different paragraphs of this Agreement are inserted for convenience and for reference only and shall not be considered for any purpose in construing this Agreement. 9. Governing Law The rights and obligations of the Parties under this Agreement shall be construed and enforced in accordance with, and governed by, the laws of the State of California. 10. Successors In Interest Subject to any restrictions against assignment contained herein, this Agreement shall inure to the benefit of, and shall be binding upon, the assigns, successors in interest, personal representatives, executors, estates, heirs, legatees, agents and related entities of each of the Parties. 2 5b'8 11. Necessary Acts Each of the Parties agrees to perform such further acts, and execute and deliver such further documents, as may be reasonably necessary to carry out the provisions of this Agreement. 12. Advise of Counsel The Parties, and each of the, acknowledge that in connection with the negotiations and execution of this Agreement, they have each been represented by independent counsel of their own choosing and the Parties executed the Agreement after review by such independent counsel; or, if they were not so represented, said non-representation is and was the voluntary, intelligent and informed decision and election of the party not so represented; and, prior to executing the Agreement, each party has had an adequate opportunity to conduct an independent investigation of all the facts and circumstances with respect to the matters which are the subject of this Agreement including but not limited to the advisability of entering into this Agreement and the meaning of California Civil Code Section 1542. 13. Authority to Execute This Aqreement Each person executing this Agreement on behalf of an entity represents that he or she is authorized to execute this Agreement on behalf of that entity and to bind that entity to the terms of this Agreement. 14. Construction Each party has cooperated in the drafting and preparation of this Agreement. In any construction to be made of this Agreement, or of any of its terms and provisions, the same shall not be construed against any party. 15. Counterparts This Agreement may be executed in counterparts, each of which shall be deemed an original and, when taken together with other signed counterparts, shall constitute one Agreement, which shall be binding upon and effective as to all Parties. 16. Voluntary Agreement The Parties, and each of them, further represent and declare that they have carefully read this Agreement and know the contents thereof, and that they sign the same freely and voluntarily. 17. Notices All notices, requests, demands and other communications required or permitted to be given under this Agreement shall be in writing and shall either be delivered personally or be sent by telegram or by regular or certified first class mail, postage prepaid, deposited in the United States mail, and properly addressed to the party at its address set forth below, or at any other address that such party may designate by written notice to the other party: 5of7 25B-9 To City: Souri Amirani Deputy City Engineer City of Santa Ana Public Works Agency 20 Civic Center Plaza, M-36 Santa Ana, California 92701 To Tenant: Santa Ana Professional Services Attn: Teresa Arellano 801 N. Bush Street Santa Ana, CA 92701 18. Jurisdiction and Venue Any action or proceeding concerning this Agreement shall be filed and prosecuted in the appropriate California court in the County of Orange, California. Each party hereto irrevocably consents to the personal jurisdiction of the court. The Parties each hereby expressly waive the benefit of any provision of law providing for a change of venue to any other court, including, without limitation, federal court, due to any diversity of citizenship between the Parties or due to the fact that either the Authority is a party to such action or proceeding. Without limiting the generality of the foregoing, the Parties specifically waive any rights provided to it pursuant to California Code of Civil Procedure Section 394 or other state or federal statutes or judicial decisions of similar effect. 25_10 IN WITNESS WHEREOF, the parties to this Agreement have executed this Agreement as of the date first written above. TENANT: BY: Dated n - iE? Teresa Are lano CITY OF SANTA ANA BY: David N. Ream City Manager ATTEST: Maria D. Huizar Clerk of the Council APPROVED AS TO FORM: Joseph W. Fletcher City Attorney BY: Jose Sandoval Managing Senior Assistant City Attorney Dated Dated Dated 7of7 25B-11 Claim for Fixed Payment in L ieu of Actual Moving and Related Expenses Business, Nonpro fit Organizations and Farm Operations FOR AGENCY USE ONLY INSTRUCTIONS: This claim is for the use of displaced businesses, nonprofit organizations, and from operations that wish to apply for a Fixed Payment in Lieu of Actual Moving Expenses rather than apply for Actual Moving Expenses. The Agency: City of Santa Ana minimum fixed payment is $ 1,000.00, the maximum fixed payment is $20,000.00. The Agency will explain the differences between the two payments. If you are eligible to choose either payment, the Agency representative will help you determine Project: Bristol Street Widening Project which is most advantageous, and will help you complete the form. If the full amount of you claim is not approved, the Agency will provide you with a written explanation of the reason. If you are not satisfied with the Agency's determination, you may Case STA-037-00828-202 appeal that determination. The Agency will explain how to make an appeal. This i h i f U if R l ocat on or the n orm information is being collected under the aut ty o e Assistance and Real Property Policies Act (URA) and/or California Relocation Program Rules: OPC Claim Serial Number: Assistance Act. [ ] Federal [X] State [ ] Other LGO1276 SECTION A: GENERAL 1. Name Under Which Claimant Conducts Operations: 2. Name, Title and Phone # of Person Filing Claim on Behalf of Claimant: Santa Ana Professional Services Teresa Arellano - E.A.-Owner - 7141245-0050 3a. Address From Which Claimant Moved: 3b. Date First Occupied: 3c. Date Move Started: 828 N. Bristol St., #202, Santa Ana, CA 111/2009 Pending 4a. Address to Which Claimant Moved: 4b. Date Move Completed: 5. Is This a Final Claim? Pending Pending [x] Yes [ ] No 6. Type of Operation (Check One): 7. Type of Ownership (Check One): [x] Business [ ] Farm Operation [ ] Nonprofit Operation [ X ] Sole Propriet. [ ] Corporation [ ] Partnership [ ] Nonprofit Org. 8. Computation of Payment ITEM AMOUNT CLAIMED • ' • (1) Amount from Line (3), (6), (9) or (12) of Section E on reverse. (if less than $1,000 enter $1,000, if more than $20,000 enter $20,000) $20,000.00 (2) Amount Previously Received for Expenses Claimed Here (if any) (3) Amount Requeted (Line (1) minus Line (2)) $20,000.00 9. Certification by Claimant(s) Warning: If you knowingly or deliberately make false statements on this form, you may be subject to civil or criminal penalties under Section 1001 of TRW is of the United states Code. 1 addition, you may not receive any of the amounts claimed on this form. I CERTIFY that this claim and supporting information are true and complete, that I have not submitted any other claim for the expenses listed, and that 1 have not been paid for the expenses by any other source. My choice of type of payment was trade on the basis of full explanation by the displacing Agency representative the difference between the two types of payment available and the eligibility requirements for each. Signature(s) of Claimant(s) or Claimant(s) Agent): Title (Type or Print): Date: 1 `? n '. FOR AGENCY USE ONLY Payment Action: Amount of Payment: Signature: Name (Type or Print): Date: 10. Recommended $20,000.00 Michele Folk/Principal 3/912011 11. Approved $20,000.00 Overjan 4 Pac#lc dt Curler, Inc Page 1 of 2 25B-12 -nr na -'mA• SECTION B: Name and Address or Other Establishments Operated By or Affiliated With Business or Nonprofit Organization (If None, type "None") Name: None Address: Type of Business or Activity: SECTION C: Gross Receipts Determination for Business or Farm Operations ITEM BASE PERIOD Year:2009 Year:2010 Average: Gross Receipts or Gross Sales, Less Returns and Allowances $103,972.00 $133,959.00 :118,965.50 SECTION D: General Tax Information (NOT to be completed by Nonprofit Organizations) Name(s) Used on Income Tax Return(s) Tax Returns Filed with Director of Internal Revenue In: Teresa Arellano YEAR CITY STATE Employer Identification Number(s) Shown on Tax Return(s) 20-4151168 2009 Santa Ana CA Principal Business Activity Type Reported on Tax Return(s) Tax preparation services 2010 Santa Ana CA SECTION E: Computation of Average Net Earnings or Net Revenues for Base Period ITEM (com lete a iat table) ro BASE PERIOD p pp pr e I Year: 2009 Year: 2010 Average: TABLE I: INDIVIDUAL OR SOLE PROPRIETOR (Relates to IRS Form 1040) (1) Net Profit (or Loss) Before Taxes from IRS Form 1040 $54,028.00 $66,774.00 (2) Compensation Paid to Owner, Owners Spouse and Dependents (List names and amounts in Remarks) (3) Net Earnings (Add lines (1) and (2) $54,026.00 $66,774.00 $60,401.00 TABLE II: CORPORATION (Relates to IRS Form 1120 or 1120-S) (4) Taxable Income (form 1120) or Ordinary Income (form 1120-S) (5) Compensation Paid to Principal Stockholders, Their Spouses and Dependents (List names and amounts in Remarks) (6) Net Earnings (Add lines (4) and (5)) $0.00 $0.00 $0.00 TABLE III: PARTNERSHIP (Relates to IRS Form (1065) (7) Ordinary Income (or Loss) Before Taxes from IRS Form 1065 (8) Compensation Paid to Principal Partners, Their Sopuses and Dependents (List names and amounts in Remarks) (9) Net Earnings (Add lines (7) and (6)) $0,00 $0.00 $0.00 TABLE IV: NONPROFIT ORGANIZATION (10) Annual Gross Revenues: (11) Administrative Expenses: (12) Net Revenues (Subtract line (11) from line (10) $0.00 $0.00 $0,00 REMARKS: Based on Santa Ana Professional Services annual net earnings they are eligible for the maximum $20,000 fixed payment in lieu of a payment for actual reasonable moving and related expenses. Overland Pacific & Culler. Inc. Page 2 or 2 25B-13 =BC-05 (4/04) SANTA ANA PROFESSIONAL SERVICES IMPROVEMENTS PERTAINING TO THE REALTY REPORTEDLY OWNED BY THE TENANT, TERESA ARELLANO EFFECTIVE DATE OF VALUE - MARCH 24, 2010 Fair Market Forced Item Value in Liquidation No. Qty. Description Place Value 2 1 Lot of network and data cabling for 6 computer stations $1,350 $Q I elephone system, Nortel, full feature, 3-line, including 50 500 9 hand sets 4 1 Lot of minor miscellaneous accessories, including, but 450 0 not limited to hooks, fasteners, wall bolts, television wall mount, and miscellaneous door signage 5 Note. The following leasehold improvement was installed by the lessee. It is included in the related real estate appraisal report; therefore, it is not included herein in order to avoid duplication of compensation. • Laminate strip flooring TOTAL IMPROVEMENTS PERTAINING TO THE REALTY - TENANT 2 $5,250 $500 25B-14 PURCHASE AND SALE AGREEMENT FOR ACQUISITIONOF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT, entered into this _ day of , 2011, by and between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California (hereinafter referred to as the "City" or "Buyer"), and Barney Svardloff Trustee of the Barney Svardloff Trust Dated March 21, 1981, as to an undivided 50 percent interest; Nathan Ogints Trustee of the Nathan Ogints Trust "A" Dated January 10, 1983, as to an undivided 16.67 percent interest and; Steven Iker Trustee of the Steven Iker and Sharon Iker Revocable Trust as their interest appear of record, as to un undivided 33.33 percent interest (hereinafter called "Seller"), regardless of number or gender; WITNESSETH For and in consideration of their promises, covenants and agreements hereinafter set forth, and subject to the terms, conditions and provisions hereinafter set forth, Seller agrees to sell to City, and City agrees to purchase from Seller, all that certain real property (hereinafter referred to as "said real property") described as follows: All that certain real property located in the State of California, County of Orange, City of Santa Ana, described as follows: SEE EXHIBIT "A" & "B" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF (Commonly known as a portion of 1715 N. Bristol Street, Santa Ana, CA 92706) Said purchase and sale of said real property shall be in accordance with and subject to all of the following terms, conditions, promises, covenants, agreements and provisions, to wit: 1. Conveyance by Seller. Seller agrees to convey said real property to City, by Grant Deed, at the office of First American Title Insurance Company, 2 First American Way, Santa Ana, California, within thirty (30) days from and after the date on which the City has approved this Agreement. 2. Title to be Conveyed. (a) 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 NINETY THOUSAND AND NO/100 Dollars ($90,000.00) insuring the title of the City to said real property is free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non-monetary, general or specific, and including any and all leasehold interests), liens, clouds or defects in title, excepting such specific ones as city may hereinafter expressly agree to take subject to. Acceptance by City of any such policy of insurance, whether such insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by City of its right to such insurance as is herein required of Seller, nor a waiver by the City of any rights of action for damages or any other rights which may accrue to City by reason of the failure of Seller to convey title or to provide title insurance as required in this Agreement. 25B-15 4. Escrow. City agrees to open an escrow at the office of First American Title Insurance Company, 2 First American Way, Santa Ana, California, (the Escrow Agent) within five (5) days from and after the date on which the City has approved this Agreement. This Agreement constitutes the joint escrow instructions of the City and the Seller and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of the escrow. Escrow to close within 90 days of the City's execution of this Agreement. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this Section 4 and of the General Provisions described in Exhibit "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, reconveyance fees, document preparation fees, escrow fees and any other closing costs incidental to the conveying of said real property to City. Penalties for prepayment of bona fide obligations secured by any existing deed of trust or mortgage shall be waived pursuant to Civil Code Procedures Section 1265.240. The liability to the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Section 4, Section 6, Section 11 and Exhibit "C" of the General Provisions of this Agreement. 5. Property Taxes. Such real property taxes, if any, on said real property for the fiscal year within which said real property is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and Taxation Code of the State of California. Seller shall be eligible for a refund under Section 5096.7 of the Revenue and Taxation Code of the State of California for that portion of property taxes on said real property for said fiscal year which have been paid prior to the date the deed conveying said real property to City is recorded which is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City is recorded and made uncollectible if unpaid by reason of Section 4986 of the Revenue and Taxation Code of the State of California. All unpaid taxes on said real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City. 6. Payment of Purchase Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the full purchase price for said real property, fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages, the total sum of NINETY THOUSAND AND NO/100 Dollars ($90,000.00). City agrees to deposit said purchase price in escrow with the Escrow Agent within THIRTY (30) days from and after the date on which the City has approved this Agreement, and the Escrow Agent is hereby authorized to pay the same to Seller upon and after: (a) Conveyance of said real property by Seller to City as hereinabove provided; (b) Acceptance by City of a Grant Deed conveying said real property to City; (c) Delivery to City of the policy of title insurance as hereinabove provided; (d) Recordation of the Deed conveying said real property to City. 7. Possession. Seller agrees to deliver to City, on the date the Deed conveying said real property to City is recorded, quiet and peaceful possession of said real property, which shall be made free by Seller of all personal property. 8. Intentionally Omitted. 25B-16 9. Waivers. The waiver by City of any breach of any covenant or agreement herein contained on the part of 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 Agreement, 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. Permission to Enter on Premises. Seller hereby grants City, and its authorized agents, permission to enter upon said real property at all reasonable times prior to close of escrow for the purpose of making necessary inspections. 13. 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. 14. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M-36, P.O. Box 1988, in the City of Santa Ana 92702, County of Orange, State of California. The mailing address of the Seller is: Alan Kalman 137 S. Robertsons Blvd., # 122 Beverly Hills, CA 90211 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 Agreement 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. A. 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, with the exception of paragraph 17.B., below. Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous waste", "extremely hazardous waste", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter-Presley-Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material", "hazardous substance", or "hazardous waste" under Section 25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated biphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. S1317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. S6901 et seq. (42 U.S.C. 86903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the 25B-17 Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42. U.S.C. S9601 et seg. (42 U.S.C. S9601). B. Seller hereby discloses, and Buyer was and is aware, that a gasoline station (owned by Chevron U.S.A. Inc.'s predecessor, Standard Oil Company of California) existed on a portion of Seller's property from 1955 to 1985. During the course of negotiation of a lease between Seller and the current tenant, Walgreen Co., soil samples revealed levels of contamination at the site of the former gasoline station warranting additional testing and eventually warranting the placement of monitoring wells, at the direction of the California Regional Water Quality Control Board, Santa Ana Region. An Environmental Agreement was entered into by and among Seller, Walgreen Co., and Chevron, requiring Chevron to install the necessary groundwater monitoring wells and perform all clean up and testing required by the California Regional Water Quality Control Board, Santa Ana Region, with the full knowledge, input, consent and oversight of the City of Santa Ana. Said Agreement provided for indemnity by Chevron of Seller and Walgreen Co. regarding the contamination, clean up and monitoring of contamination on the property. 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. A. With the exception of paragraph 19.13, below, 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. B. Said indemnity does not extend to the existence of contamination disclosed and described in Paragraph 17.13, above. 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 constitutes said acceptance and approval. 25B-18 29. Modification and Amendment. This Agreement may not be modified or amended except in writing signed by the Seller and City. 22. Partial Invalidity. Any provision of this Agreement that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this Agreement shall have no effect, but all the remaining provisions of this Agreement shall remain in full force. 23. Captions. Captions and headings in this Agreement, including the title of this Agreement, are for convenience only and are not to be considered in construing this Agreement. 24. Governinn Law. This Agreement 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 divisibility of executing this Agreement and the meaning of the provisions hereof. The provisions of this Agreement shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 26. No Third Party Beneficiary. This Agreement 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 Agreement, without cost. 28. Applicability of Agreement To Assignees. This Agreement shall be binding upon and shall inure to the benefit of the successors and assigns of the parties to this Agreement. 29. Authoritv 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 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. 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 2 hereinabove, the Buyer, its contractors or assigns, shall perform the following construction contract items at the time of the installation of the proposed project: i. remove 350 SF of concrete paving ii, remove 837 SF of irrigation system iii. remove 837 SF of landscaped area iv. Rework irrigation system (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: i. None 25B-19 31. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. The parties have executed this Agreement as of the date written below. SELLER: Barney Svardloff Trustee of the Barney Svardloff Trust Dated March 21, 1981, as to an undivided 50 percent interest; Nathan Ogints Trustee of the Nathan Ogints Trust "A" Dated January 10, 1983, as to an undivided 16.67 percent interest and; Steven Iker Trustee of the Steven Iker and Sharon Iker Revocable Trust as their interest appear of record, as to un undivided 33.33 percent interest Alan Kalman, Successor Trustee of Barney Svardloff Trust Dated March 21, 1981 Nathan Ogints, Trustee Steven Iker, Trustee CITY/BUYER: CITY OF SANTA ANA BY: David N. Ream City Manager ATTEST: Dated Dated Dated BY: Dated Maria D. Hulzar Clerk of the Council APPROVED AS TO FORM: Joseph Straka Interim City Attorney BY: Dated Jose Sandoval Managing Senior Assistant City Attorney 25B-20 LICENSE AND RIGHT OF ENTRY Barney Svardloff Trustee of the Barney Svardloff Trust Dated March 21, 1981, as to an undivided 50 percent interest; Nathan Ogints Trustee of the Nathan Ogints Trust "A" Dated January 10, 1983, as to an undivided 16.67 percent interest and; Steven Iker Trustee of the Steven Iker and Sharon Iker Revocable Trust as their interest appear of record, as to un undivided 33.33 percent interest, (hereinafter referred to as "Licensor"), does hereby grant to City of Santa Ana, a charter city and municipal corporation duly organized and existing under the Constitution and/or laws of the State of California, its officers, agents, employees or representatives (collectively referred to as the "Licensee"), the right to enter and construct improvements associated with the 17th & Bristol Street Intersection Widening Project. Improvements include the installation of a new public sidewalk and driveway, as shown on the real property described as follows: SEE EXHIBIT "A" and "B" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF This permission is granted subject to the following conditions being fulfilled by City: (A) Improvements will be constructed as shown in the Exhibit "C" drawings. (B) During construction of driveway approaches, access to the business will be maintained at all times. In some cases, construction of one-half of a driveway approach at a time may be required. In this case, the contractor shall provide a temporary asphalt driveway to the business until a permanent concrete driveway is constructed. At no time shall the contractor block access to the business during construction. (C) The Licensee agrees to indemnify and hold harmless, Licensor, from any liability arising out of the Licensee's exercise of this License and Right of Entry. The Licensee further agrees to repair any damage to said property caused by the exercise of this License and Right of Entry at its sole cost and expense and to restore said property, with the exception of the improvements left thereon, as nearly as practicable to the state in which it existed prior to the use of the property by the Licensee. The rights herein granted to the Licensee, are exclusive, and the Licensee agrees not to assign, transfer, lease, pledge, or otherwise dispose of its License and Right of Entry without the prior expressed written approval of the undersigned. No right of entry to existing buildings is conveyed by this instrument. Licensee represents that it is and will be at all times during this License, self insured up to One Million dollars and carries excess insurance coverage of up to One Hundred and Two Million dollars as more specifically described in the letter dated March 9, 2011 attached to this Right of Entry. This License and Right of Entry shall expire upon completion of said construction work, and in any event, no later than , 2014, unless extended by written agreement between the undersigned and the Licensee. Page 1 of 2 25B-21 SELLER: Barney Svardloff Trustee of the Barney Svardloff Trust Dated March 21, 1981, as to an undivided 50 percent interest; Nathan Ogints Trustee of the Nathan Ogints Trust "A" Dated January 10, 1983, as to an undivided 16.67 percent interest and; Steven Iker Trustee of the Steven Iker and Sharon Iker Revocable Trust as their interest appear of record, as to un undivided 33.33 percent interest By: CITY OF SANTA ANA a charter city and municipal corporation duly organized and existing under the Constitution and laws of the State of California BY: David N. Ream, City Manager APPROVED AS TO FORM: Alan Kalman, Successor Trustee of JOSEPH STRAKA Barney Svardloff Trust Dated March 21, 1981 City Attorney By: Nathan Ogints, Trustee By: Steven Iker, Trustee BY: Date Page 2 of 2 Jose Sandoval Chief Assistant City Attorney 25B-22 EXHIBIT "A" & "B" 25B-23 EXHIBIT "A" LEGAL DESCRIPTION PARCEL "A" That portion of Parcel I of Parcel Map No, 88-100, in the City of Santa Ana, County of Orange, State of California, per map filed in Book 248, Pages 9 and 10 of Parcel Maps in the office of the County Recorder of said Orange County, lying westerly and southwesterly of the following described line; Commencing at the centerline intersection of Bristol Street with 170i Street as shown on said Parcel Map; thence northerly along said centerline of Bristol Street, North 00°42'50" East, 293.37 feet to the westerly prolongation of the northerly line of said Parcel 1; thence easterly along said westerly prolongation, North 89150'00" East, 60.01 feet to the northeasterly corner of the Easement for Street Purposes as described in Easement Deed recorded July I7, 2009 as Instrument No. 2009000383091, Official Records of said County Recorder; thence southerly along the easterly Right of Way line of Bristol Street per said Easement Deed, South 00°42'50" West, 63.75 feet to the True Point of Beginning and the beginning of a curve concave easterly, having a radius of 50.00 feet; thence southerly along said curve 10.67 feet, through a central angle of 12°13'35"; thence South 11 °30'45" East, 35.44 feet to the beginning of a curve concave westerly, having a radius of 60.00 feet; thence southerly along said curve 12.80 feet, through a central angle of 12°13'35" to a line which is parallel with and 70.00 feet easterly of said centerline of Bristol Street, said curve being tangent to said parallel line; thence southerly along said parallel line, South 00°42'50" West, 82.54 feet to the intersection with a line which is parallel with and 2.50 feet northeasterly of the southeasterly line of said Easement Deed; thence southeasterly along said parallel line, South 44°44'04" East, 35.03 feet to the intersection with a line which is parallel with and 64.00 feet northerly of the centerline of said 170i Street, said parallel line being the southerly line of said Parcel 1 and the northerly Right of Way line of 17`h Street per said Parcel Map. Except that portion of said Parcel 1 described in Easement Deed recorded July 17, 2009 as Instrument No. 20090003 8309 1, Official Records in the office of said County Recorder. Containing 1,187 square feet, more or less. 25B-24 All as shown on Exhibit "B", attached hereto and by this reference made a part hereof. Subject to all Covenants, Rights, Rights-of-Way and Easements of record, if any. Prepared by me, or under my direction on p " ? D?pl LAND Raymon J. 'vera, PLS 8324 RIVP SGT Expires 12/31/11 Iz- PLS 8324 EXP. 12-31-11 OF 25B-25 i ?h W M '??° ac o ry PLS 8324 * n, NWLY CORNER Q J, D?.12-31-11 PARCEL 1 TgjF OF CA?.% ( 40' P.M.B. 248/9-10 N89'50'00"E 275.00' (N. T. S. 60.01' 224.99' . 50' Li N00'42'50"E 63.75 10 00' L2 N11'30'45"W 35.44 60 L3 N00'42'50"E 82,54' L4 N44'44'04"W 35.03' T.P.O.I3. L5 N44'44'04"W 44.14' L6 N00'42'50"E 134.14' C4 h• M ???°?°?04 N PARCEL "A" b,? N c 1,187 SO FT e ?o ? J o C5 Cn ¢ co 10' E Cl ©=90'53'48" R=27.00' L=42.83' f? °o C2 A=19'09'25" R=108.35' L=36.23' 70' C3 d=19.12'44" R=108.35' , L=36.33' o C4 6=12'13'35" R=50.00' L=10.67' j 50' 1 Q' C5 A=12'13'35" R=60.00' L=12.80' o N o w 80 1715 °F 399--085-20 N M z''???a oQ• ?? S 108.63' C2 2.00' & 7N89'49'02"E 126.17' 3.51 C3 ( 14.03' 4 ca ca 0 P. 0. C. N89'49'02"E 17TH STREET EXHIBIT "B" SANTA ANA A.P. NO. 399-085-20 !7VMVA SKETCH TO 'ACCOMPANY n,:?? ,"'?!? LEGAL DESCRIPTION 25B-26 EXHIBIT "C" GENERAL ESCROW PROVISIONS All disbursements shall be made by Escrow's check. All funds received in this escrow shall be deposited in one or more of your general escrow accounts with any bank doing business in the State of California and may be transferred to any other general escrow account or accounts. The expression "close of escrow" means the date on which instruments referred to herein are filed for record. All adjustments are to be made on the basis of a 30-day month. Recordation of any instruments delivered through this escrow, if necessary or proper in the issuance of a policy of title insurance called for, is hereby authorized. There shall be no prorations of any existing insurance policies in this escrow. You are to furnish a copy of these instructions, amendments thereto, closing statements and/or any other documents deposited in this escrow to the lender or lenders, the real estate broker or brokers and/or the attorney or attorneys involved in this transaction upon request of such lenders, brokers or attorneys. Should you before or after close of escrow receive or become aware of any conflicting demands or claims with respect to this escrow or the rights of any of the parties hereto, or any money or property deposited herein affected hereby, you shall have the right to discontinue any or all further acts on your part until such conflict is resolved to your satisfaction, and you shall have the further right to commence or defend any action or proceedings for the determination of such conflict. The parties hereto jointly and severally agree to pay all costs, damages, judgments and expenses, including reasonable attorney's fees, suffered or incurred by you in connection with, or arising out of this escrow, including, but without limiting the generality of the foregoing, a suit in interpleader brought by you. In the event you file a suit in interpleader, you shall ipso facto be fully released and discharged from all obligations imposed upon you in this escrow. If for any reason funds are retained or remain in escrow, you are to deduct therefrom a reasonable monthly charge as custodian thereof of not less than $10.00 per month. Time is declared to be the essence of these instructions. If you are unable to comply within the time specified herein and such additional time as is required to make an examination of the official records, you will return all documents, money or property to the party entitled thereto upon satisfactory written demand and authorization. Any amendment of and/or supplement to any instructions must be in writing. The seller agrees to sell and the buyer agrees to buy the property herein described upon the terms hereof. These escrow instructions, and amendments hereto, may be executed in one or more counterparts, each of which independently shall have the same effect as if it were the original, and all of which taken together shall constitute one and the same instruction. 25B-27 EXHIBIT "C" SIQEMALK v y f 4- ' PROAPPRJRH I vE 11 PROP OSED ED ' SI EWALK it ;. ? PROPOSF?O pECORAT I YE ;.. j, . CONC E E PLAZA ) ?• :'q a ?• ? t S j. y r * r .Ili \,y `.,' I I= CONSTRUCTION COORDINATION I - NOTIFICATION 2 WEEKS PRIOR TO ENTIRE PROJECT START - NOTIFICATION 48 HOURS PRIOR TO WALGREENS SITE SPECIFIC CONSTRUCTION - DRIVEWAY ACCESS WILL REMAIN AT ALL TIMES - LARGE BUISNESS OPEN DURING CONSTRUCTION' SIGNS WILL BE POSTED - CONSTRUCTION OF ENTIRE PROJECT WILL BEGIN AROUND MAY 2011 - DETAILED SCHEDULE OF WORK FOR THE NE CORNER PROVIDED PRIOR TO CONSTRUCTION START CRA L i XIS O 8 ?? F MATC H B WALK _X (RIGHT OF ENTRY) ' ww a vi (rTREE • WALGREENS IS RESPONSIBLE FOp REWORKING IRRIGATION AS NECESSARY j kPPOSEO PALM TREE W EXISTING PALM TREE TO REMAIN s (JEW PROPOSED PALM TREE, !'• ?'' (RIGHT AL REEN a * ' i i i T AZA? OF ENTRY) I V EXIST NG [ATCH ' - BASIN 40 REMAIN r ,,-„ GP,t10NR QSA. I SANTA ANA / Pr? BRISTOL / 17TH WIDENING V WALGREENS COORDINATION 25B-28 t ALL INCLUSIVE SETTLEMENT AGREEMENT This Agreement ("Agreement") is made by and between the City of Santa Ana, a charter city and municipal corporation duly organized and existing under the Constitution and laws of the State of California ("City") and Livescan N More ("Tenant"). The City and Tenant are hereinafter sometimes referred collectively as the "Parties." The Effective Date of this Agreement shall be , 2011, the date on which the Agreement has been fully executed by the City and Tenant. RECITALS A. Tenant operates a business, commonly known as Livescan N More, located at 1631 N. Bristol Street, Suite 201, Santa Ana, CA 92706 (the "Property"). B. The City has made an offer and intends to purchase the Property for the Bristol Street Widening Project. As a result of the City's pending acquisition, the Tenant will be displaced from the Property. C. The Parties desire to resolve all issues relating to the City's acquisition of the Property in accordance with the terms and conditions set forth below. D. The Parties acknowledge that the payment as set forth in paragraph 1(a) and other consideration given in connection with this Agreement are the result of a compromise and settlement of disputed claims, and shall never, at any time or for any purpose, be considered an admission of liability or responsibility on the part of any of the parties herein released. NOW, THEREFORE, in consideration of the foregoing and of the mutual promises and covenants hereinafter set forth, it is hereby agreed by and among the Parties that: 1. Consideration (a) The City shall pay to Tenant the sum of $20,405.00 (Twenty Thousand Four Hundred and Five Dollars) (Tenant Settlement Payment) as total compensation for relocation assistance and any and all related expenses and claims as more fully described in paragraph 1(b) below. Upon full execution of this Agreement, the City will begin processing a payment, payable to Tenant, in the amount of $20,405.00, which will be paid to Tenant after Tenant vacates the Property, signs a Certificate of Abandonment, provides all keys to the Property to the City or to the City's relocation consultant, and provides written verification that all hazardous materials have been legally and properly moved. (b) Tenant agrees, that the consideration received pursuant to paragraph 1(a) above constitutes full satisfaction of any and all obligations of the City to Tenant, including, without limitation, any obligations for relocation assistance, relocation benefits, moving expenses, interest of any kind in the real estate and leasehold, loss of business goodwill, compensation for personal property (loss of inventory), furniture, fixtures and equipment, interest, attorney's fees, appraisal fees, or damages of any nature. 1 of 7 25B-29 (c) Tenant agrees to vacate the Property on or before April 18, 2011 ("Vacate Date"). (d) Tenant hereby agrees that City may remove and dispose of any personal property or trash that has not been moved upon the Vacate Date, as it elects and desires, without any notice to Tenant. (e) Payment will be made for Relocation Expenses in the amount of $20,000. (f) Payment will be made for leasehold, loss of business goodwill and immovable furniture, fixtures and equipment in the amount of $405. 2. Release (a) Nothing contained herein shall constitute a release or discharge by either party for any of the undertakings of the other party to this Settlement Agreement. This Agreement shall serve as a full release and discharge by the Parties, on behalf of themselves, their agents, representatives, assigns, trustees, administrators, attorneys, heirs, relatives, spouses, ex-spouses, beneficiaries, and successors in interest, in consideration of the mutual covenants and promises contained herein, of the Tenant, the City of Santa Ana, the City of Santa Ana Public Works Agency, and those parties' accountants, other professionals, agents, representatives, assigns, employees, administrators, trustees, insurers, attorneys, heirs, beneficiaries, and successors in interest (collectively the "Released Parties"), from all rights, claims or cross-claims, demands, actions, or causes of action, including those for damages, compensation, relocation assistance, relocation benefits, loss of goodwill, property interest, compensation for personal property (loss of inventory), furniture, fixtures and equipment, punitive damages, interest, costs, attorney's and appraisal fees, injunctive or declaratory relief, or for relief by way of writ of mandate, or for demands, damages, refunds, debts, liabilities, reckonings, accounts, obligations, costs, expenses, liens, actions, causes, and causes of action of whatever kind, at law or in equity, that the Parties have now or may have against any of the Released Parties arising from the facts and circumstances described in this Agreement including but not limited to (1) the acquisition of the Property by the City, (2) Tenant's leasehold interest, if any, in the Property (or any portion thereof) or (3) any other right or interest Tenant may have, assert, or claim by reason of City's actions or failure to act, including, but not limited to, any claim to relocation assistance, relocation benefits or compensation for property or loss of goodwill from the City. (b) In making this release, the Parties intend to and do release, acquit and discharge the Released Parties, and each of them, from any liability of any nature whatsoever for any claim, injury, damages, or equitable or declaratory relief of any kind, whether the claim, or any facts on which such claim might be based, is known or unknown to the party possessing the claim. Each party expressly acknowledges and waives any and all rights under Section 1542 of the California Civil Code, which the Parties understand provides as follows: A general release does not extend to claims which the creditor does not know or suspect to exist in his/her favor at the time of executing the release, which if 2of7 25B-30 known by him/her must have materially affected his/her settlement with the debtor. Each party acknowledges the foregoing waiver of the provisions of California Civil Code Section 1542 was separately bargained for and expressly consents that this Agreement shall be given full force and effect in accordance with each and all of its express terms and provisions, including those terms and provisions relating to unknown or unsuspected claims, demands and causes of action, if any, to the same effect as those terms and provisions relating to any other claims, demands and causes of action herein above specified. (c) Each party acknowledges that it may hereafter discover facts or law different from or in addition to those which it now believes to be true with respect to the release of claims. Each party agrees that the foregoing release shall be and remain effective in all respects notwithstanding such different or additional facts or law or any party's discovery thereof. The Parties shall not be entitled to any relief in connection therewith, including, but not limited to, any damages or any right or claim to set aside or rescind this Agreement. (d) None of the Parties or their respective agents nor any related entities have made any statement or presentation to the other regarding any fact relied upon in entering into this Agreement and the Parties, and each of them, expressly do not rely upon any statement, representation or promise of any other party or any party's agent or related entities in executing this Agreement, except as is expressly set forth herein. Each of the Parties has made such investigation of the facts and law pertaining to the subject matter of this Agreement as it deems necessary, and has consulted with legal counsel of its own choosing concerning these matters. (e) Tenant hereby represents and warrants as of the Effective Date of this Agreement that (1) to its actual knowledge, no other entity or person has any right, title, or interest whatsoever in the released claims, and (2) that there has been no assignment, transfer, conveyance or other disposition by Tenant of any of the released claims, and that Tenant will not make any such assignment, transfer, conveyance or other disposition subsequent to the Effective Date of this Agreement. Tenant acknowledges that the Authority has relied and is relying upon such representations and warranties in entering into this Agreement. (f) Tenant will Hold Harmless and defend City, its employees, agents, contractors or representatives from any claims that may arise from Tenant's nondisclosure of any other interests in the Property or personal property referenced by this agreement. (g) This Agreement represents a settlement of doubtful and disputed claims between the Parties and does not constitute any admission of liability by either party to the other party to this Agreement. City has delivered to Owner an offer to purchase the Property under threat of eminent domain pursuant to Government Code Section 7267.2. Tenant and City now wish to enter into this Agreement in lieu of eminent domain proceedings. 3of7 25B-31 3. Third Party Beneficiaries Except as explicitly set forth herein, nothing in this Agreement is intended to create any third party beneficiaries under this Agreement, and no person or entity other than Authority and Tenant shall be authorized to enforce the provisions of this Agreement. 4. Attorney's Fees In the event of litigation relating to or arising out of this Agreement, the prevailing party shall be entitled to be reimbursed by the non-prevailing party for all reasonable costs and expenses incurred thereby, including, but not limited to reasonable attorney's fees and costs for services rendered to such prevailing party. 5. Indemnity Each party shall indemnify, defend and hold the other party and the Released Parties harmless from and against any claims, damages, demands, liabilities, losses, judgments, expenses and attorney's fees and/or costs resulting from the breach by such indemnifying party of any provision of this Agreement, the falsity of any representation or warranty made by the indemnifying party contained in this Agreement. 6. Entire Agreement This Agreement together contains the entire Agreement of the Parties, and supersedes any prior written or oral agreements between them, concerning the subject matter of this Agreement. 7. Partial Invalidity In the event that any term, covenant, condition or provision of this Agreement shall be determined by a court of competent jurisdiction to be invalid or against public policy, the remaining provisions shall continue in full force and effect. 8. Waiver and/or Modification The provisions of this Agreement may not be waived, altered, amended or repealed, in whole or in part, except upon a written agreement signed by each of the Parties. The waiver by one party of the performance of any provisions of this Agreement shall not invalidate this Agreement, nor shall it be deemed a waiver of any other provision hereof. 8. Headings The headings, subheadings and numbering of the different paragraphs of this Agreement are inserted for convenience and for reference only and shall not be considered for any purpose in construing this Agreement. 4 of 7 25B-32 9. Governing Law The rights and obligations of the Parties under this Agreement shall be construed and enforced in accordance with, and governed by, the laws of the State of California. 10. Successors In Interest Subject to any restrictions against assignment contained herein, this Agreement shall inure to the benefit of, and shall be binding upon, the assigns, successors in interest, personal representatives, executors, estates, heirs, legatees, agents and related entities of each of the Parties. 11. Necessary Acts Each of the Parties agrees to perform such further acts, and execute and deliver such further documents, as may be reasonably necessary to carry out the provisions of this Agreement. 12. Advise of Counsel The Parties, and each of the, acknowledge that in connection with the negotiations and execution of this Agreement, they have each been represented by independent counsel of their own choosing and the Parties executed the Agreement after review by such independent counsel; or, if they were not so represented, said non-representation is and was the voluntary, intelligent and informed decision and election of the party not so represented; and, prior to executing the Agreement, each party has had an adequate opportunity to conduct an independent investigation of all the facts and circumstances with respect to the matters which are the subject of this Agreement including but not limited to the advisability of entering into this Agreement and the meaning of California Civil Code Section 1542. 13. Authority to Execute This Agreement Each person executing this Agreement on behalf of an entity represents that he or she is authorized to execute this Agreement on behalf of that entity and to bind that entity to the terms of this Agreement. 14. Construction Each party has cooperated in the drafting and preparation of this Agreement. In any construction to be made of this Agreement, or of any of its terms and provisions, the same shall not be construed against any party. 15. Counterparts This Agreement may be executed in counterparts, each of which shall be deemed an original and, when taken together with other signed counterparts, shall constitute one Agreement, which shall be binding upon and effective as to all Parties. 5of7 25B-33 16. Voluntary Agreement The Parties, and each of them, further represent and declare that they have carefully read this Agreement and know the contents thereof, and that they sign the same freely and voluntarily. 17. Notices All notices, requests, demands and other communications required or permitted to be given under this Agreement shall be in writing and shall either be delivered personally or be sent by telegram or by regular or certified first class mail, postage prepaid, deposited in the United States mail, and properly addressed to the party at its address set forth below, or at any other address that such party may designate by written notice to the other party: To City: Souri Amirani Deputy City Engineer City of Santa Ana Public Works Agency 20 Civic Center Plaza, M-36 Santa Ana, California 92701 To Tenant: Livescan N More Attn: Michelle Smith 1631 N. Bristol, Suite 201 Santa Ana, CA 92706 18. Jurisdiction and Venue Any action or proceeding concerning this Agreement shall be filed and prosecuted in the appropriate California court in the County of Orange, California. Each party hereto irrevocably consents to the personal jurisdiction of the court. The Parties each hereby expressly waive the benefit of any provision of law providing for a change of venue to any other court, including, without limitation, federal court, due to any diversity of citizenship between the Parties or due to the fact that either the Authority is a party to such action or proceeding. Without limiting the generality of the foregoing, the Parties specifically waive any rights provided to it pursuant to California Code of Civil Procedure Section 394 or other state or federal statutes or judicial decisions of similar effect. 6 of 7 25B-34 IN WITNESS WHEREOF, the parties to this Agreement have executed this Agreement as of the date first written above. TENANT: BY: CITY OF SANTA ANA BY: David N. Ream City Manager ATTEST: Maria D. Huizar Clerk of the Council APPROVED AS TO FORM: Joseph W. Fletcher City Attorney BY: Jose Sandoval Managing Senior Assistant City Attorney Dated ?fl Dated Dated Dated Dated 7 of 7 25B-35 Claim for Fixed Payment in Lieu of Actual Moving and Related Expenses Business, Nonpro fit Organizations and Farm Operations I FOR AGENCY USE ONLY This claim is for the use of displaced fxuinesses, nonprofit organisations, and from operations that wish to apply for a Fixed Payment in Lieu of Actual Moving Expenses rather than apply for Actual Moving Expenses. The Agency: City of Santa Ana minimum fixed payment is $1,000.00; the maximum fixed payment is S20,000.00. The Agency will explain the differences between the two payments. If you are eligible to choose either payment, the Agency representative will help you determine Project: Bristol Street Widening Project which is most advantageous, and will help you complete the form. If the full amount of your claim is not approved.. the Agency will provide you with a written explanation of the reason. If you are not satisfied with the Agency's determination, you may Case #: STA-036-01631-201 appeal that determination. The Agency will explain how to make an appeal. This information is being collected under the authority of the Uniform Relocation Assistance and Real Property Policies Act (URA) and/or California Relocation Program Rules: OPC Claim Serial Number: Assistance Act. [ ] Federal [X] State [ ] Other LG01275 SECTION A: GENERAL 1. Name Under Which Claimant Conducts Operations: 2. Name, Title and Phone # of Person Filing Claim on Behalf of Claimant: Livescan N More Michelle Smith, Owner - 7141568-1516 3a. Address From Which Claimant Moved: 3b. Date First Occupied: 3c. Date Move Started: 1631 N. Bristol, Ste. 201, Santa Ana, CA 111/2008 Pending 4a. Address to Which Claimant Moved: 4b. Date Move Completed: 5. Is This a Final Claim? Pending Pending [x] Yes [ ] No 6. Type of Operation (Check One): 7. Type of Ownership (Check One): [x] Business [ ] Farm Operation [ ] Nonprofit Operation [ X ] Sole Propriet. [ ] Corporation [ ] Partnership [ ] Nonprofit Org. 8. Computation of Payment ITEM AMOUNT CLAIMED FOR AGENCY USE ONLY (1) Amount from Line (3), (6), (9) or (12) of Section E on reverse. (if less than $1,000 enter $1,000, if more than $20,000 enter $20,000) $20,000.00 (2) Amount Previously Received for Expenses Claimed Here (if any) (3) Amount Requeted (Line (1) minus Line (2)) $20,000.00 9. Certification by Claimant(s) Warning: 11 you knowingly or deliberately make false statements on this form, you may be subject to civil or criminal penalties under Section 1001 of Title 111 or the United States Code In . addition, you may not receive any of the amounts claimed on this form. I CERTIFY that this claim and supporting information are true and complete, that I have not submitted any other claim for the expenses listed, and that I have not been paid for the expenses by any other source. My choice of type of payment was made on the basis of full explanation by the displacing Agency representative the difference between the two types of payment available and the eligibility requirements for each. Signature(s) of Claimant(s) or Claimant(s) Agent): Title (Type or Print): Date: 1 FOR AGENCY USE ONLY Payment Action: Amount of Payment. Signature: Name (Type or Priny: Date: 10. Recommended $20,000.00 IRA" Michele Folk/Principal 31912011 11. Approved $20,000.00 Overland Pacy1c & Cutler, Inc. Page. 1 of') 25B-36 =sC-05 (4/04) SECTION B: Name and Address or Other Establishments Operated By or Affiliated With Business or Nonprofit Organization (if None, type "None") Name: None Address: Type of Business or Activity: SECTION C: Gross Receipts Determination for Business or Farm Operations ITEM BASE PERIOD Gross Receipts or Gross Sales Less Returns and Allowances Year:2009 Year:2010 Average: , $23,100.00 $149,604.00 $86,352.00 SECTION D: General Tax Information (NOT to be completed by Nonprofit Organizations) Name(s) Used on Income Tax Return(s) Tax Returns Filed with Director of Internal Revenue In: Michelle Smith YEAR CITY STATE Employer Identification Number(s) Shown on Tax Return(s) 570-08-9010 2009 Santa Ana CA Principal Business Activity Type Reported on Tax Retum(s) Livescan/Notary/Office services 2010 Santa Ana CA SECTION E: Computation of Average Net Earnings or Net Revenues for Base Period ITEM (complete appropriate table) BASE PERIOD I Year: 2009 Year. 2010 Average: TABLE l: INDIVIDUAL OR SOLE PROPRIETOR (Relates to IRS Form 1040) (1) Net Profit (or Loss) Before Taxes from IRS Form 1040 ($3,252.00) $48,142.00 (2) Compensation Paid to Owner, Owner's Spouse and Dependents (List names and amounts in Remarks) (3) Net Earnings (Add lines (1) and (2) ($3,252.00) $48,142.00 $24,071.00 TABLE II: CORPORATION (Relates to IRS Form 1120 or 1120-S) (4) Taxable Income (form 1120) or Ordinary Income (form 1120-S) (5) Compensation Paid to Principal Stockholders, Their Spouses and Dependents (List names and amounts In Remarks) (6) Net Earnings (Add lines (4) and (5)) $0.00 $0.00 $0.00 TABLE III: PARTNERSHIP (Relates to IRS Form (1065) (7) Ordinary Income (or Loss) Before Taxes from IRS Forth 1065 (8) Compensation Paid to Principal Partners, Their Spouses and Dependents (List names and amounts in Remarks) (9) Net Earnings (Add lines (7) and (8)) $0,00 $0.00 $0.00 TABLE IV: NONPROFIT ORGANIZATION (10) Annual Gross Revenues: (11) Administrative Expenses: (12) Net Revenues (Subtract fine (11) from line (10) $0.00 $0.00 $0.00 REMARKS: Based on Livescan N More's annual net earnings they are eligible for the maximum $20,000 fixed payment in lieu of a payment for actual reasonable moving and related expenses. Overland, Pacific & Custer, Inc. Page 2 or2 25B-37 =BC-05 (4/04) LIVESCAN FINGERPRINTS IMPROVEMENTS PERTAINING `f O THE REALTY EFFECTIVE DATE OF VALUE - APRIL. 14, 2010 Fair Market Forced Item Value in Liquidation No. Qty. Description Place Value I I Lot of data cabling and computer networking for $270 $0 2 computer stations 2 1 Lot of minor miscellaneous installations, including, but 135 0 not limited to, hooks, fasteners, brackets, wall bolts, and nails TOTAL IMPROVEMENTS PERTAINING TO THE REALTY $405 $0 25B-38 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 4, 2011 TITLE: AGREEMENTS FOR RIGHT-OF-WAY DEMOLITION, SURVEY, AND ENVIRONMENTAL ASSESSMENT SERVICES FOR CIP PROJECTS CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 1s` Reading ? Ordinance on 2nd Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute the attached right-of-way agreements for demolition, survey, and environmental assessment services, subject to nonsubstantive changes approved by the City Manager and City Attorney with: • J & G Company for demolition services in the amount of $150,000. • Johnson and Frank Associates and Coast Surveying for survey for an aggregate amount not to exceed $300,000. Leighton Consulting Group Inc. and SCS for Environmental Assessment services for an aggregate amount not to exceed $200,000. DISCUSSION On October 18, 2010, the City Council authorized the Public Works Agency to release a Request for Proposals (RFP) to qualified consulting firms to provide right-of-way-related services for the City's Capital Improvement Program (CIP). These services will be utilized for the current CIP, including Phases II & III of the Bristol Street widening and the Grand Avenue widening projects. In addition, these firms will augment City staff in the day-to-day oversight of right-of-way tasks such as City-owned properties, disposal of surplus properties, deed research, and cost estimates for all Public Works projects. The RFP for the above services was sent to 12 firms who specialized in this field. A special effort was made to reach out to Santa Ana firms. Nine proposals were received and evaluated by personnel from the Public Works Agency, Community Development Agency, and the City Attorney's Office. Each firm was rated according to its qualifications, experience, and capacity to perform the required work. Following is the list of the firms and their respective scores: 25C-1 Agreement for Right-of-Way Demolition, Survey, and Environmental Assessment Services for CIP Projects April 4, 2011 Page 2 NAME OF FIRM RANKING DEMOLITION SERVICES J & G company 91 Net Development 73 SURVEY SERVICES Johnson & Frank Associates 90 Coast Surveying 89 Huit Zollar 87 ENVIRONMENTAL ASSESSMENT SERVICES Leighton Consulting Group Inc. 89 SCS 87 Partner Environmental 80 Based on the ratings and their experience with the City, staff recommends that the firms of J & G Company be retained for the demolition services, Johnson & Frank Associates and Coast Surveying for survey services, and Leighton and Associates and SCS for environmental services. All of these firms have assisted the City with right-of-way services of CIP projects in the past, and they have good track records. The agreement with the firms will be for a period of one fiscal year or until the funds are exhausted, whichever comes first. The City has an option to renew the agreements for an additional year if the firm is responsive to the City's needs. ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT These services are on-call and will be used when funds are available in the various CIP projects. APPROVED AS TO FUNDS AND ACCOUNTS: 1)?Q `? Nzs?. *kt!, 1, . -, '?\, -4-,Z? , , - Rau odinez II Francisco Gutierrez 05 Executive Director Executive Director Public Works Agen Finance & Management Services Agency RG/SA 25C-2 Agreement for Right-of-Way Demolition, Survey, and Environmental Assessment Services for CIP Projects April 4, 2011 Page 3 Exhibit 1: Agreements 25C-3 25C-4 DEMOLITION SERVICES AGREEMENT THIS AGREEMENT, made and entered into this 4`h day of April, 2011, by and between J & G INDUSTRIES, INC., a California corporation (hereinafter "Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City"). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of demolition and land clearing services. B. Consultant represents that it is able and willing to provide such services for Santa Ana. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall provide services, as set forth in City's Request for Proposals-Right of Way Consulting and Related Services, dated November 15, 2010, attached hereto as Exhibit A, and as more specifically described in Consultant's Proposal, attached hereto as Exhibit A-1, and both exhibits incorporated by reference. 2. DELIVERY OF WORK PRODUCT - OWNERSHIP Consultant warrants and represents that it has the absolute right to enter into and perform this Agreement and will perform its obligations hereunder in accordance with standards and practices prevailing in the industry. Consultant's contribution to the Project, including works to be produced by Consultant hereunder, will not infringe or misappropriate the proprietary or personal rights of any third person or party. Consultant shall deliver to City any work product which results from the services provided. Said work product shall be submitted in hard copy and produced in a form compatible with City's information systems, as agreed between the Project Manager and Consultant. In regard to all material produced as a deliverable under this Agreement, including but not limited to records, papers, drawings, specifications, programs, systems and other materials prepared by Consultant, Consultant agrees, for itself and its affected officers, employees, agents, contractors, and volunteer workers, that (a) other such material shall be the property of the City, and may not be copyrighted without prior review from the City, and (b) the authors of all such material, whether copyrighted or not, award to the City, and to its officers, agents and employees acting within the scope of their official duties, as a condition of payment to the Consultant, a royalty-free, nonexclusive, irrevocable license throughout the world for governmental purposes to disclose, publish, translate, reproduce, and use such materials. Exhibit 1 25C-5 3. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Consultant's Fee Schedule, attached hereto as Exhibit B. The total sum to be expended under this Agreement shall not exceed $150,000.00 during the term of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. The invoice shall include a detailed breakdown of the services provided, the project title, the tasks, the hours, and hourly rates. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 4. TERM This Agreement shall commence on March 1, 2011 and terminate on the later of April 1, 2012, or the expenditure of allocated funds, unless terminated earlier in accordance with Section 13, below. The City shall have the option to extend the term for an additional one-year period. 5. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's 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. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $2,000,000 combined single limit. Such insurance shall include coverage for owned, hired and non-owned automobiles. 25C-6 c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim, and $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 in form by the City Attorney. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. f. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 7. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the 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. 25C-7 8. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 9. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 10. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by facsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 facsimile (714) 647-6956 With courtesy copies to: Public Works - Design Engineering City of Santa Ana 20 Civic Center Plaza (M-36) P.O. Box 1988 Santa Ana, California 92702 facsimile (714) 647-5635 and City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 facsimile (714) 647-6515 25C-8 To Consultant: James K. Cain J & G Industries, Inc. 18627 Brookhurst St. #302 Fountain Valley, California 92708 facsimile (714) 903-2003 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by facsimile, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 11. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 12. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 13. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. However, any use of unfinished work product shall be at City's sole risk. 25C-9 b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 14. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 15. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 16. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 17. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. Captions and headings in this Agreement, including the title of this Agreement, are for convenience only and are not to be considered in construing this Agreement. c. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 25C-10 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA MARIA D. HUIZAR Clerk of the Council DAVID N. REAM City Manager APPROVED AS TO FORM: JOSEPH STRAKA Interim City Attorney J & G INDUSTRIES, INC. By: Laura Sheedy Assistant City Attorney RECOMMENDED FOR APPROVAL: RAUL GODINEZ, II Executive Director - PWA JAMES K. CAIN President Tax ID# 25C-11 EXHIBIT SCOPE OF WORK GENERAL REQUIREMENTS - RIGHT OF WAY SERVICES Consultants under contract with the City of Santa Ana will provide support to City of Santa Ana staff or their designee. The Consultants shall be thoroughly familiar with the Statement of Work prior to submitting a response to this Request for Qualifications (RFQ). • The Consultant shall perform work to produce a high quality, professional and complete work product. • Consultant must have experience with State and Federally funded projects. All work shall be performed in conformance with all applicable regulations, policies, procedures and standards. • Real estate appraisers provided by the Consultant must be certified and a Member of the Appraisal Institute. • All acquisition agents and property managers, performing work for the City, must hold a valid California Real Estate License. Salespersons must be registered with California Department of Real Estate (DRE), as working solely under the Consultant's supervising broker of record. • Work may include, but not be limited to, the following: onsite review of the project area; review of existing records; conducting research and performing analysis; information gathering; negotiations; development of strategies. • The Consultant shall carry out the instructions received.from the City and shall cooperate with the City and other agencies. • The Consultant has total responsibility for the accuracy and completeness of the work produced. The work will be reviewed by the City for conformity with the requirements of the Agreement. Reviews by the City may NOT include a detailed review for the accuracy of items submitted. The responsibility for accuracy and completeness of such items remains solely that of Consultant. • The Consultant shall be responsible for coordination and supervision of all work performed by its sub-consultants. The Consultant shall review all work performed by its sub-consultants and the responsibility for accuracy and completeness of work performed remains solely that of Consultant. • The Consultant shall have a Quality Control Plan in effect during the entire time work is being performed under the Agreement. The Quality Control Plan shall establish a process whereby work products are independently checked, corrected and back checked. All projects related correspondences and documents should be maintained and bound in appropriate project files. 25C-12 • The Consultant shall diligently work on each assignment and complete each task in accordance with the schedule and accommodate the City's needs. • The Consultant's work will be subject to inspections by City, County, State and Federal representatives. • Project files including copies of all correspondences, reports, documents, and electronic files shall be submitted to the City when requested. • All work, including reports, analysis, data, and intellectual properties developed during the life of the Agreement shall become the properties of the City. • The Consultant will receive written notification of the award of the contract. Upon on such notification, the Consultant will proceed with the services required by the Agreement. Specific Scoge of Work for Demolition Services includes: Contractor is responsible for demolishing improvements, including, but not limited to: foundations and footings, slabs, basement, detached garage and all landscaping. Contractor is also responsible for clearing the site, grading the parcel for drainage, importing and exporting fill dirt as needed, capping all sewer lines. All work is to be done in accordance with all applicable federal, state and local regulations, standards and codes governing demolition and any other trade work done in conjunction with the demolition. Copies of all demolition permits, sewer cap inspection approval and a letter of completion should be submitted for City's files prior to the Contractor receiving payment. The Contractor shall supply all necessary labor, materials, services, insurance, permits, and equipment to carry out the work in accordance with all applicable federal, state, and local regulations. Additional duties will include • Asbestos abatement • Rat and/or vermin abatement 25C-13 EXHIBIT A-1 CONSULTANT'S PROPOSAL 25C-14 City of Santa Ana November 15, 2040 Request for Proposals for Right of Way Consulting and Related Services Right of Way Consulting and Related Services City of Santa Ana Public Works Departm6nt 20 Civic Center Plaza M-36 Santa Ana, CA 92701 (A7) Demolition Services Name:. AG Industries, Inc. A California Corporation Project Manager: James K. Cain Address: 18627 Brookhurst St #302 Fountain Valley, CA 92708 Phone: 714-903-2002 Fax: 714-903-2003 Email: cal' ndustries,corn _ . 1dums #1 & ' A The only person, persons, company or parry interested in the proposal as principals are names therein; this 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 signed of the proposal has full authority to bind the principal proposer. J&G Industries Page 2 25C-15 City of Santa Ana November 15, 2010 Request for Proposals for Right of Way Consulting and Related Services Proposed Subcontractors The following subcontractors may be used on an as-needed basis: Tri Span Inc. (8a/MBE) - Asbestos/lead and hazardous abatemdnir. Contact: Joe Araiza, Principal - Tel: 714-257-9680 / Fax: 714-257-9681 591 W. Explorer St, Brea, California 92821 Licenses: #611639 Class A,B,C-10,C-33,ASB & HAZ; expires 2/28/11 DOSH #218; expires 7/18111 J&G has worked with Tri Span Inc. on over 100 projects during the last 17 years. Envirocon Contracting Inc. (SBE) -- Asbestos/lead and hazardous abatement Contact: Dave Adams, Principal - Tel: 714-827-6200 / Fax: 714-827-6260 5940 Lakeshore Dr, Cypress, California 90630 Licenses: #889528 Class B,C-21,C-43, ASB & HAZ; expires 1131111 DOSH #909; expires 7/18/11 J&G has worked with Envirocon Contracting Inc. on over 50 projects during the last 13 years. T&T Environmental Inc - Asbestos/lead plan/survey Robert Strong, Principal - Tel: 800-400-4828 / Fax: 562-420-3742 PO Box 3433, Lakewood, California 90711 J&G has worked with T&T Environmental Inc. on over 25 projects during the last 15 years. Gittins Environmental & Engineering, Inc. -- Engineering/environmental support Jon Gittins, Principal - Tel: 949-837-9438 / Fax: 949-472-0517 22322 Platino, Mission Viejo, California 92691 Licenses: #686535 Class A, HAZ; expires4130112 Registered Professional Engineer, Civil #C43505; expires 6130/12 J&G has worked with Gittins Environmental & Engineering, Inc. on over 35 projects during the last 15 years. J&G Industries 25C-1 6 Page 6 City of Santa Ana November 15, 2010 Request for Proposals for Right of Way Consulting and Related Services Mueller & Associates - Safety consulting; job site -safety audits Peter Mueller, Principal - Tel: 805-659-7176 / Fax: 805-659-7177 PO Box 4579, Ventura, California 93007-0579 J&G has worked with Mueller & Associates on retainer for projects during the last 10 years. Total Exterminating, Inc. - RatlVermin Control Dwayne Hartzell, Service Manager - Tel: 714-630-3215 / Fax: 714-630-2048 2811 E.-Gretta Ln, Anaheim, California. 92806 J&G has worked with Total Exterminating, Inc. on over 25 projects during the last 9 years. Mel Smith Electric Inc. - Electrical work Brian Dimsho, PM/Sr. Estimator - Tel: 714-761-3205 /l=ax: 714-761-4710 10950 Dale St, Stanton, California 90680 Licenses: #394741 Class A,B,C-10,C-12,C-21,HAZ; expires 11/30/10 J&G has worked with Met Smith Electric Inc. on over 25 projects during the last 11 years. Van Diest Brothers, Inc. - Utility work Gary Van Diest. Principal - Tel: 562-633-2835 / Fax: 562-633-0414 15315 S. Lakewood Blvd, Paramount, California 90723 Licenses: #157555 Class A,C-36; expires 7/31/11 J&G has worked with Van Diest Brothers, Inc. on over 20 projects during the last 13 years. Don Brandell Plumbing - Utility and plumbing work Dennis Castaldo, Estimator - Tel: 562-408-0400 / Fax: 562-633-5129 15100 Texaco Ave, Paramount, California 90723 Licenses: #176778 Class C-4,C-16,C-20,C-36,C-42,HAZ expires 6/30/11 J&G has worked with Don Brandell Plumbing on over 10 projects during the last 8 years. United Pumping Services, Inc. (MBE) - Plumbing, cleaning, lab packing, disposal of misc. materials Rudy Ruiz, PM/Estimator - Tel: 626-961-9326 / Fax: 626-961-3799 14000 E. Valley Blvd, City of Industry, California 91746 Licenses: #617639 Class A,C-21,C-31,C-42,ASB & HAZ expires 4/30/11 J&G Industries Page 7 25C-17 City of Santa Ana November 15, 2010 Request for Proposals for Right of Way Consulting and Related Services J&G has worked with United Pumping Services, Inc. on over 25 projects during the last 12 years. Federal Disposal Services, Inc. - Trucking Don Shubin, Principal - Tel: 714-259-0908 / Fax: 714-259-0533 PO Box 14730, Irvine, California 92623 J&G has worked with Federal Disposal Services on over 100 projects during the last 8 years. G.O. Rodriguez Trucking (MBE) - Trucking George Rodriguez, Principal -- Tel: 909-596-3747 / Fax: 626-81t-867-1 PO Box 2211, Irwindale, California 91706 J&G has worked with G.O. Rodriguez Trucking on over 100 projects during the last 7 years. National Construction Rentals - Fencing Tori Lacey, Customer Service Rep. - Tel: 714-285-0243 / Fax: 714-568-5338 1105 East 61h St, Santa Ana, California 92201 J&G has worked with National Constructn Rentals on over 50 projects during the last 15 years. Related Experience J&G has successfully completed the safe demolition and abatement of thousands of structures, ranging from residential to commercial to industrial and encompassing millions of square feet. These demolitions have included structures of one story to over ten stories. J&G has also performed emergency demolition and cleanup services for past natural disaster events. J&G has experience in performing work of the same or similar nature for various clients Including: CSA, OCTA, the City of Long Beach, U.S. Navy, and private clients such as Overland, Pacific & Cutler. Below are descriptions of these projects and project references. J&G strives to maintain excellent working relationships with all parties involved and affected by our activities. AG Industries 25C-1 8 Page 8 City of Santa Ana November 15, 2010 Request for Proposals for Right of Way Consulting and Related Services B. Proposed Staffing and Project Organization Project Staff Credentials J&G has highly qualified, fully trained and dedicated employees, all available for performing the proposed CSA work. These same employees performed the work described in the related Project Experience section. Each J&G employee receives annual training satisfying the OSHA HAZWOPER standards and every two-years, training in First Aid/ Adult CPR and AED/ Environmental. Most of J&G's field personnel are certified as AHERA-accredited asbestos workers. J&G project superintendents and field foremen also receive training in the OSHA Construction Safety Out Reach Program. All employees receive on-the-job training for project specific work tasks. J&G employees are dedicated to the company and to doing a job well done. The average tenure at J&G is over 15 years for project managers, field superintendents, field foreman, equipment operators, and 10 years for laborers. Each employee has had an average of 10 years of experience in the demolition field prior to working at J&G. The ability of demolition and abatement contractors to work well together is important to the ease and success of work planned on CSA's CTOs. J&G has worked closely with Tri Span, Inc. and Envirocon Contracting, Inc. in the management and operation of demolition and abatement services, on many projects. Meetings are held daily for the coordination of field activities. J&G has an experienced and committed team available to serve on this contract. Key personnel will be available to the extent proposed for the duration of the project. No person designated as "key" to the project shall be removed or replaced without the prior written concurrence of CSA. The List of Key Personnel is in Appendix C.. Resumes Resumes for our key personnel are included in Appendix A. J&G Industries Page 16 25C-19 City of Santa Ana (November 15, 2010 Request for Proposals for Right of Way Consulting and Related Services Proposed Project Team: Jim Cain, Project Manager/ Principal Agent -- J&G, 21 years John Mershimer, Project Manager/f=ield Superintendent - J&G, 20 years. Todd Stewart, Project Manager/Field Superintendent - J&G, 12 years. Peter Mueller, Safety Officer - Mueller & Associates, 11 years. W Eric Cain, Field Superintendent - J&G, 4 years. 3 Mauro Ruiz, Field Superintendent - J&G, 18 years. John Gittins, Engineering / Environmental Consultant- GEE, 18 years Team Availability Team Member Role ?- i Jim Cain _ John Mershimer Todd Stewart Peter Mueller I Eric Cain Mauro Ruiz LJohn Giittins _ Project Manager/Principal Agent Project.Manager/Field Superintendent Project ManagedField Superintendent ----- Field Superintendent Field Superintendent/Operator Engineering / Env. Consultant Firm J& G. J&G Mueller & Assoc. J&G--- ---- - Gittins Env. & Eno Operators Equipment Operators J&G -I --_ Laborers Laborers J&G Available 50-100% 50_100% 50.100% 20-60% 50-100% 50-100% 20-60% 50-100% _1- 50-100% . J&G Industries Page 17 25C-20 CAy or Santa Ana Aagveat br 0WACAms- Cemoiton Santices Organization Chart .iaiauvousrxac?s Jim Cain 1- Protect Managers Field Superintendents j John Mershime, I Jim Caln F Todd Stewart I 1 --1 Safety Officer John Mershimer Todd Stewart Mauro Ruiz ErEc Cain Fsbruaq 15.2010 I Peter Mueller Asbestos Abatement Hazardous Materials DemolilioAlearance Job Site Safety Subcontractor I Subcontractor I J&G I J&G Fencing Trucking Utility Work Subcontractor I Subcontractor I . Subcontractor AGtndusNhs Orga6zaknChan Page Is 25C-21 City of Santa Ana Request for -Qualifications - Demolition Services C. Work Plan Approach CTO requests will be received and reviewed by Jim Cain, President of J&G. Mr. Cain will negotiate with the CSA the costs to complete the CTO. Mr. Cain will assign a Project Manager and Field Superintendent for the CTO. For small and medium size CTOs, the Project Manager can also serve as the Field Superintendent. J&G's Project Managers are: Jim Cain, John Mershimer, and Todd Stewart. J&G's Field Superintendents are: John Mershimer, Todd Stewart, Mauro Ruiz, and Eric Cain. The following is a description of our anticipated approach to implement the CTOs upon CSA's authorization to proceed with the work. J&G's assigned Project Manager will first manage the services that are required to be performed within 24 hours of CTO execution. If required, fencing and boarding will be installed to secure the site. All necessary notices, ordinances, statues rules, laws, and regulations shall be followed in the performance of the CTO. Notifications/ permits may include: city grading, city demolition, city sewer capping, Orange County Health Care Agency (OCHCA) tank closure, OCHCA water well closure, OCHCA monitoring well closure, South Coast Air Quality Management District (SCAQMD) demolition, SCAQMD asbestos abatement, SCAQMD VOC containing tank or soil abatement, OSHA excavation, OSHA falsework, OSHA over height, and OSHA scaffolding. The Project Manager will direct J&G's consultant to prepare a Notice of Intent (NOI) to comply with the terms of the general permit to discharge storm water associated with construction activity, for sites that are one acre or larger in size. The Project Manager will submit the NOI and permit fee to the State Water Resources Control Board. When required, the Project Manager will direct J&G's consultant to prepare a Construction Storm Water Pollution Prevention Plan (SWPPP). Storm water best management practices will be implemented as needed for compliance with the SWPPP. A site specific Health & Safety Plan will be prepared for the project. The Field Superintendent will conduct periodic tailgate Health & Safety meetings, to cover health and safety issues with J&G Industries 25C-22 Page 19 City of Santa Ana Request for Qualifications - Demolition Services field workers. J&G's consultant will periodically conduct site safety inspections. Results are given to the Project Manager for directing changes. Underground Service Alert will be contacted to have the location of utilities marked. The Project Manager shall contact utility companies to coordinate any required utility terminations. Where required, sewer capping will occur at the beginning of work. The Field Superintendent will be on site at the time the agency is scheduled to inspect the utility termination. Care shall be taken to perform the services so as not to endanger the safety of any person or property. At the start of the CTO, the Field Superintendent will visually survey existing improvements and utilities near the work site, in order to protect them from damage. Field Superintendent will also visually survey the site for potential materials containing regulated/hazardous wastes. The Project Manager will contact GSA of any findings. As directed by the GSA, the Project Manger will use the CSA provided asbestos and lead-paint survey to arrange for J&G's consultant to prepare an abatement plan for the asbestos and lead containing materials removal and disposal. When an asbestos and lead-based paint survey has been previously prepared, the Project Manager will arrange for J&G's subcontractor to prepare an abatement plan. The abatement plan will be submitted to the SCAQMD for their approval. The Project Manger shall confirm that all required licenses, permits and certifications have been acquired for implementing the abatement plan. The Project Manager will submit the SCAQMD approved abatement plan for CSA approval to proceed with its implementation. Upon CSA's approval, J&G's abatement subcontractor will implement the abatement plan. Field Superintendent will verify waste is properly manifested for disposal at proper facility. Upon completion of abatement plan implementation, the Field Superintendent will conduct a pre-demolition survey to identify: that the asbestos, lead, regulated and hazardous wastes have been removed as per their abatement plans; verify monitoring records; verify proper manifesting of waste disposal; visually verify no other hazardous materials are left in demolition area; as required, verify site is secured by appropriate fencing; verify that appropriate protection devices are in place, such as pedestrian protection canopy; verify appropriate signing displayed (i.e. no trespassing, keep out demolition in progress, danger, etc.); verify all utilities have been terminated; and erosion control measures are in place, as needed and required. The Field Superintendent will use a checklist to complete the pre- J&G Industries Page 20 25C-23 City of Santa Ana Request for Qualifications - Demolition Services demolition survey. The Field Superintendent will confirm with the Project Manger that the demolition area is ready for demolition. Structures ready for demolition-will be clearly marked "CLEAR FOR DEMO J&G." Field Superintendent will direct crews in: structure demolition; improvements demolition; salvaging procedures; solid waste clearing and disposal. Where practical, concrete, asphalt, steel, non-ferrous metals, and wood will be segregated and sent off-site for recycling. If required, the site will be backfilled and graded. Field Superintendent will review fieldwork daily for compliance with CTO specifications and record findings in a quality control log. Field personnel are trained to stop work upon the discovery of suspect asbestos, regulated, or hazardous waste. The Field Superintendent will contact the Project Manager, who in turn will contact CSA. The Field Superintendent shall leave the work site in a clean and neat condition, upon completion of the CTO. The Project Manager will notify those agencies required for final inspections and sign offs. The Project Manager will track the CTO schedule and budget by using project management software. Schedule and budget updates will be provided to the CSA as required. Project Manager will notify CSA to have all work inspected within 24 hours of CTO work completion. The Project Manager will prepare all required paperwork for final closure package and billing for the project. Activities Activities for the assigned personnel by job category include, but are not limited to: Project Manager: • First, managing services required to be performed within 24 hours of CTO execution • Directing consultant to prepare a Notice of Intent (NOI) to comply with terms of general permit to discharge storm water associated with construction activity, for sites that are one acre or larger in size • Submittal of the NO] and permit fee to the State Water Resources Control Board • Directing consultant to prepare a Construction Storm Water Pollution Prevention Plan (SWPPP), when required; storm water best management practices will be implemented as J&G Industries Page 21 25C-24 City,of Santa Ana . Request for Qualifications - Demolition Services needed for compliance with the SWPPP Y Directing changes due to results of site safety inspections = Contacting Underground Service Alert A Contacting utility companies to coordinate any required utility terminations Contacting CSA of any findings of Field Superintendent's visual survey of site for existing improvements and utilities near the work site, and potential materials containing regulated/ hazardous wastes If requested, arranging for consultant to perform an asbestos and lead-based paint survey and prepare an abatement plan for asbestos and lead containing materials removal and disposal When an asbestos and lead-based paint survey has been previously prepared, arranging for consultant to prepare an abatement plan » Submittal of abatement plan to SCAQMD, if applicable r Confirming that all required licenses, permits and certifications have been acquired for implementing the abatement plan Submittal of the SCAQMD approved abatement plan for CSA approval to proceed with its implementation u Contacting CSA upon field superintendent notification field personnel have stopped work upon the discovery of suspect asbestos, regulated, or hazardous waste Notifying agencies required for final inspections and sign-offs Tracking the CTO schedule and budget using project management software Providing schedule and budget updates to CSA as required Notifying OCTA to have all work inspected within 24 hours of CTO work completion Preparation of all required paperwork for final closure package and billing for the project Field Superintendent: Conducting periodic tailgate Health & Safety meetings, to cover health and safety issues with field workers s Being an site at the time the agency is scheduled to inspect utility termination n Visually surveying existing improvements and utilities near the work site, in order to protect them from damage Visually surveying the site for potential materials containing regulated/ hazardous wastes Verifying waste is properly manifested for disposal at proper facility J&G Industries Page 22 25C-25 City of Santa Ana Request for Qualifications - Demolition Services Conducting a pre-demolition survey upon completion of abatement plan implementation to identify: that the asbestos, lead, regulated and hazardous wastes have been removed as per their abatement plans; verify monitoring records; verify proper manifesting of waste disposal; visually verify no other hazardous materials are left in demolition area; as required, verify site is secured by appropriate fencing; verify that appropriate protection devices are in place, such as pedestrian protection canopy; verify appropriate signing displayed (i.e. no trespassing, keep out demolition in progress, danger, etc.); verify all utilities have been terminated; and erosion control measures are in place, as needed and required Using a checklist to complete the pre-demolition survey Y Confirming with the Project Manger that the demolition area is ready for demolition Directing crews in structure demolition; improvements demolition; salvaging procedures; and solid waste clearing and disposal Reviewing fieldwork daily for compliance with CTO specifications and recording findings in a quality control log Notifying the Project Manager when field personnel stop work upon the discovery of suspect asbestos, regulated, or hazardous waste Leave the work site in a clean and neat condition, upon completion of the CTO Safety Officer: Preparation of site specific Health & Safety Plan Periodically conducting site safety inspections Engineering / Environmental Consultant: SWPPP preparation Removal and disposal of contaminated soil (Rule 9 1 66) Engineering of structure demolition Available to address other issues of environmental concern discovered during demolition J&G Industries Page 23 25C-26 City of Santa Ana Request for Qualifications - Demolition Services Project Schedule CTOs are expected to be completed within the following schedule: First 24-hour tasks (fencing, boarding, etc.) - 1 day Notifications / Permits - 3 to 10 days Mobilization (H&SP, SWPPP, USA, terminate utilities pre-demolition as required, Asbestos/Lead Plan) -- 3 to 7 days Asbestos/Lead Abatement - 2 to 5 days Pre-demolition Survey - 1 day Demolition (salvaging procedures, interior, structure) -- 1 to 8 days She Backfilling 1 Grading - 1 to 3 days Demobilization - 1 to 3 days PROJECT DURATION - 13 to 38 days Some tasks may run concurrently, which will shorten the project duration shown above. Quality Control J&G uses quality, schedule and budget control procedures in the office and field management of each CTO. Project schedules and work sub-task costs are prepared to start each CTO. The Project Manager will track the CTO schedule and budget by using project management software. Schedule and budget updates will be provided to the OCTA as required. J&G office staff assists the Project Manager in maintaining a project file (notification records, agency points of contact, etc.) for each CTO. Project Manager will notify CSA to have all work inspected within 24 hours of CTO work completion. The Project Manager will prepare all required paperwork for final closure package and billing for the project. J&G's project files will be available for inspections by the CSA, county, state and federal representatives, and shall be submitted to the CSA when requested. At the start of the CTO, the Field Superintendent will visually survey existing improvements and utilities near the work site, in order to protect them from damage. Field Superintendent will also visually survey the site for potential materials containing regulated/hazardous wastes. The J&G Industries Page 24 25C-27 City of Santa Ana Request for Qualifications - Demolition Services Project Manager will contact CSA of any.findings. The Field Superintendent will use a checklist to complete the pre-demolition survey. The Field Superintendent will confirm with the Project Manger that the demolition area is ready for demolition. Structures ready for demolished will be clearly marked "CLEAR FOR DEMO J&G." Field Superintendent will review fieldwork daily for compliance with CTO specifications and record findings in a quality control log. Issues and Resolutions Care shall be taken to perform the services so as not to endanger the safety of any person or property. At the start of the CTO, the Field Superintendent will visually survey existing improvements and utilities near the work site, in order to protect them from damage. Field Superintendent will also visually survey the site for potential materials containing regulated/hazardous wastes. The Project Manager will contact CSA of any findings. Enhancements J&G has found partnering sessions to be effective for keeping large projects objectives on track. Meetings with key people from CSA, J&G, and J&G key subcontractors at the start of the contract will clearly establish the expectations for CTOs under the contract. On large CTOs, periodic meetings may be found to be beneficial to ensure all expectations are being met. A review meeting after a CTO completion may provide insights to ways to improve performance for future CTOs. J&G Industries Page 25 25C-28 EXHIBIT B FEE SCHEDULE 25C-29 City of Santa Ana Request for Qualifications - Demolition Services E. Cost and Price Proposal CTO requests will be received and reviewed by Jim Cain, President of J&G. Mr. Cain will negotiate the work effort required to complete the proposed CTO with the CSA. A cost total cost for the CTO will be obtained using the time and materials rates presented both here and on the Price Summary Sheet, see Appendix C. The hourly rates reflect all costs and anticipated fees for the contract duration, up to a maximum of three years. All subcontractors will be at cost plus 5% mark-up. All materials, supplies, disposal fees are at cost plus 10% Support vehicles are included in hourly rate for personnel category. Protect Manager/Principal Agent _ Project Manager/Field Superintendent Field Superintendent ?Qffice manager O erator Laborer Engineering/Environmental 973 Track Loader (bare rate) 980 Rubber Tires Loader bare rate PC 400 Excavator - bucket bare rate Attachments: -- -Grapple----------__------- .. --- Pad-die Wheel __?---- __ - Pulverizer _ j 3r0 Member Shear 2"a Member Off Road 25-Ton+ Rock Trucks (be Bobcat Sid Steer Loader - bucket( $ 120.00 - -? $_ - 95.00_.. i -$- - 80.00 .- - --1 $-_ _120.0.0 _ $ s0 0o- - - - _ _ : 100.00 100.00 -__ 130.00_ ----$30.00 30.00 95.00 _ 110.00 120.00 _ 150.00 115.00 70.00 i - Breaker_ -- --- - - - --_ _ -- i $. 45.00 Shear $ -75.00 _Power Sweeper_ _ $ 50.00 Backhoe $ 50.00 _ ' Forklift _ $ __300/day _- 1500-2000 Gallon Water Truck $_ 300/d y 110,000 Gallon Elevated Water Tower $ 31.500/mo Lo Bed Charges $ _ 150.00---- Hi-side End Dump_ Lo-side End Dump 110.00 100.00 J&G Industries Page 27 25C-30 PROFESSIONAL CONSULTING SERVICES SURVEYING & MAPPING THIS AGREEMENT, made and entered into this 41h day of April, 2011, by and between JOHNSON-FRANK & ASSOCIATES, INC., a California corporation (hereinafter "Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City"). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of real estate surveying and mapping services. B. Consultant represents that it is able and willing to provide such services for Santa Ana. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall provide services, as set forth in City's Request for Proposals-Right of Way Consulting and Related Services, dated November 15, 2010, attached hereto as Exhibit A, and as more specifically described in Consultant's Proposal, attached hereto as Exhibit A-1, and both exhibits incorporated by reference. 2. DELIVERY OF WORK PRODUCT - OWNERSHIP Consultant warrants and represents that it has the absolute right to enter into and perform this Agreement and will perform its obligations hereunder in accordance with standards and practices prevailing in the industry. Consultant's contribution to the Project, including works to be produced by Consultant hereunder, will not infringe or misappropriate the proprietary or personal rights of any third person or party. Consultant shall deliver to City any work product which results from the services provided. Said work product shall be submitted in hard copy and produced in a form compatible with City's information systems, as agreed between the City's Project Manager and Consultant. In regard to all material produced as a deliverable under this Agreement, including but not limited to records, papers, drawings, specifications, programs, systems and other materials prepared by Consultant, Consultant agrees, for itself and its affected officers, employees, agents, contractors, and volunteer workers, that (a) other such material shall be the property of the City, and may not be copyrighted without prior review from the City, and (b) the authors of all such material, whether copyrighted or not, award to the City, and to its officers, agents and employees acting within the scope of their official duties, as a condition of payment to the Consultant, a royalty-free, nonexclusive, irrevocable license throughout the world for governmental purposes to disclose, publish, translate, reproduce, and use such materials. 25C-31 3. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Consultant's Fee Schedule, attached hereto as Exhibit B. The total sum to be expended on all consultants providing surveying and mapping services shall not exceed an aggregate of $300,000.00 during the term of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. The invoice shall include a detailed breakdown of the services provided, the project title, the tasks, the hours, and hourly rates. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 4. TERM This Agreement shall commence on April 1, 2011 and terminate on the later of February 28, 2012, or the expenditure of allocated funds, unless terminated earlier in accordance with Section 13, below. The City shall have the option to extend the term for an additional one-year period. 5. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's 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. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. 25C-32 b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $2,000,000 combined single limit. Such insurance shall include coverage for owned, hired and non-owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim, and $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 in form by the City Attorney. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. f. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 7. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the 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 25C-33 Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. 8. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 9. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 10. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by facsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 facsimile (714) 647-6956 With courtesy copies to: and Public Works - Design Engineering City of Santa Ana 20 Civic Center Plaza (M-36) P.O. Box 1988 Santa Ana, California 92702 facsimile (714) 647-5635 City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) 25C-34 P.O. Box 1988 Santa Ana, California 92702 facsimile (714) 647-6515 To Consultant: Mr. Alan D. Frank Johnson-Frank & Associates 5150 E. Hunter Avenue Anaheim, California 92807 facsimile (714) 777-1641 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by facsimile, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 11. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 12. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 13. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof 25C-35 for such purposes as the City deems appropriate. However, any use of unfinished work product shall be at City's sole risk. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 14. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 15. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 16. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 17. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. Captions and headings in this Agreement, including the title of this Agreement, are for convenience only and are not to be considered in construing this Agreement. c. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 25C-36 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: JOSEPH STRAKA Interim City Attorney By: Laura Sheedy Assistant City Attorney RECOMMENDED FOR APPROVAL: RAUL GODINEZ, II Executive Director - PWA DAVID N. REAM City Manager JOHNSON-FRANK & ASSOCIATES, INC. ALAN D. FRANK, P.L.S. 7172 Vice-President Tax ID# 25C-37 EXHIBIT SCOPE OF WORK GENERAL REQUIREMENTS - RIGHT OF WAY SERVICES Consultants under contract with the City of Santa Ana will provide support to City of Santa Ana staff or their designee. The Consultants shall be thoroughly familiar with the Statement of Work prior to submitting a response to this Request for Qualifications (RFQ). • The Consultant shall perform work to produce a high quality, professional and complete work product. • Consultant must have experience with State and Federally funded projects. All work shall be performed in conformance with all applicable regulations, policies, procedures and standards. • Real estate appraisers provided by the Consultant must be certified and a Member of the Appraisal Institute. • All acquisition agents and property managers, performing work for the City, must hold a valid California Real Estate License. Salespersons must be registered with California Department of Real Estate (DRE), as working solely under the Consultant's supervising broker of record. • Work may include, but not be limited to, the following: onsite review of the project area; review of existing records; conducting research and performing analysis; information gathering; negotiations; development of strategies. • The Consultant shall carry out the instructions received from the City and shall cooperate with the City and other agencies. • The Consultant has total responsibility for the accuracy and completeness of the work produced. The work will be reviewed by the City for conformity with the requirements of the Agreement. Reviews by the City may NOT include a detailed review for the accuracy of items submitted. The responsibility for accuracy and completeness of such items remains solely that of Consultant. • The Consultant shall be responsible for coordination and supervision of all work performed by its sub-consultants. The Consultant shall review all work performed by its sub-consultants and the responsibility for accuracy and completeness of work performed remains solely that of Consultant. • The Consultant shall have a Quality Control Plan in effect during the entire time work is being performed under the Agreement. The Quality Control Plan shall establish a process whereby work products are independently checked, corrected and back checked. All projects related correspondences and documents should be maintained and bound in appropriate project files. 25C-38 • The Consultant shall diligently work on each assignment and complete each task in accordance with the schedule and accommodate the City's needs. • The Consultant's work will be subject to inspections by City, County, State and Federal representatives. • Project files including copies of all correspondences, reports, documents, and electronic files shall be submitted to the City when requested. • All work, including reports, analysis, data, and intellectual properties developed during the life of the Agreement shall become the properties of the City. • The Consultant will receive written notification of the award of the contract. Upon on such notification, the Consultant will proceed with the services required by the Agreement. Specific Scope of Work for Surveying and Mapping Services includes: The work, in general, consists of performing digital mapping by photogrammetric methods as well as surveying for arterial streets. In addition, City may need consultant services for legal description preparation. Provide survey services as requested. A detailed scope of work will be outlined when specific project is assigned to the consultant. Services shall include, but are not limited to, cross-sections, intersection grids, centerline determination, digital terrain models (.dtm), right of way determination, and the preparation of legal descriptions with exhibits. Generate a computer drawing in Microstation V8 format showing survey per the attached City of Santa Ana CADD Standards as well as the sample survey drawing on the City of Santa Ana website listed below: • All survey needs to be prepared to the satisfaction of the City's Senior Surveyor and meet the following standards: o Horizontal control shall be based on the 1983 North American Datum (NAD83), tied to a minimum of two proximate County of Orange, CCS83, Zone VI, 1991.35 Epoch Adjustment control points. Project coordinate values shall be provided in U.S. Survey Feet. The County control points shall determine the Basis of Bearing for the project. o Vertical control shall be based on the North American Vertical Datum of 1988 (NAVD88), tied to a minimum of two proximate County of Orange bench marks. Project elevations shall be provided in U.S. Survey Feet. o Horizontal alignment(s) for the project shall be tied to the survey centerline monuments within the project area. o With the coordinate values, a full location and detailed description, including point character with reference(s), shall be provided for all found and set monuments for the project. For this purpose, a sketch of the control network is required. 25C-39 o Copies of all survey field notes and raw data files shall be provided along with a listing of the final coordinates for all surveyed points. The digital file format for the listing shall be: point number, northing, easting, elevation, description (comma delineated with no spaces, one point per line). The coordinate precision shall be one hundredth of a foot. o At any given time the City may need to mobilize survey crews to different project sites, the consultant shall have a minimum of three (3) survey crews for mobilization. All City CADD standards as well as Microstation configuration files are located at: http://www.santa-ana.org/pwa/EngineeringServices.asp 25C-40 EXHIBIT A-1 CONSULTANT'S PROPOSAL 25C-41 ? .J WORK PLAN hnson-Frank &-Associates,_ Inc. (A8) Surveying & Mapping Services City of Santa Ana J - The technical approach follows our production work flow, and is intended to give the reader a sound understanding of the process we will follow to produce the desired deliverables. While we will outline our approach to producing all of the deliverables asked for in the RFP, it is understood that the City ultimately may not need all of the products and set-vices discussed. Ground Control Surveys This task involves setting the necessary ground control needed to support photogrammetric mapping and aerial imaging operations. • Johnson-Frank & Associates, Inc. will coordinate closely with the City to ensure full understanding of the control requirements, and successful execution of the ground control survey. • Analysis of the City/County's available control will be performed in preparation for a survey. We propose setting as many targets as possible coincident with points in the existing control network. Research will be performed in preparation for any special centerline determination, right-of-way determination and legal description requirements associated with a project. A flight and control planning map will be submitted to the City for each project. Formal approval will be obtained from the City prior to mobilizing any field or airborne assets. • Field crews will be mobilized to the project site. Static GPS sessions will be performed using Trimble 4000 and/or 5700 GPS receivers to obtain precise position and elevation information for each target location. Targets will be painted in.preparation for the photo flight. • All survey data will be reduced and checked using Star*Net software. Control point positions will be output in the coordinate, datum and unit systems desired by the City. A survey report will be provided to the City Surveyor; together with a MicroStation file and hardcopy plot of the survey. 5150 E. Hunter Ave. 14 Anaheim, CA 92807 (714) 777-8877 alanf o n nk_com FAX: (714) 777-1641 Aerial Photography Johnson-Frank & Associates Inc. (A8) Surveying & Mapping Services City of Santa Ana This task involves acquisition of imagery for the project. • Upon receiving notification that all aerial targets have been set, Johnson-Frank will mobilize a camera aircraft to the project site. Stereoscopic aerial photography (color or B/W, as desired by the City) will be acquired using a Leica RC-30, Zeiss RMK-Top, or Digital Vexcel UltraCamLp precision aerial mapping camera and fine-grain aerial negative film, or possibly a digital aerial camera. Photo Lab Work This task involves processing of the aerial negative film, and production of derivative hard-copy products. • The aerial negatives will be processed, labeled, and checked for compliance with the City-approved flight plan and industry standard flight tolerances. • Contact prints will be printed using a LogETronics Mark II Automatic Dodging Printer, and processed using an AGFA Model 125 Automatic Processor. (This step will not occur if the digital camera is employed) Film Scanning This task involves scanning of the aerial negatives to produce raw digital raster imagery in preparation for analytical aerotriangulation, photogrammetric data extraction and o?thorectification. • Negatives of the aerial photography will be placed into a precision Photogrammetric Scanning System and scanned at a resolution of 12.5 microns (2032 DPI). e Automatic dodging software will optimize each image, evening out localized bright and dark patches to ensure even, consistent looking imagery of the highest possible quality for imaging tasks. 50 E. Hunter Ave. 15 Anaheim, CA 92807 a Surveying & Mapping Services City of Santa Ana (This step will not occur if the digital camera is employed) Analytical Aerotriangtttation This task involves the densification and verification of field control data in order to enable the aerial imagery to be used for photogrammetric processes. • All point marking and reading will be performed digitally. All targeted ground control, passpoints, checkpoints and drop points will be located, symbolized and marked digitally on the raster images. • Analytical aerotriangulation computations will be run using ORIMA software, which is capable of performing block/bundle adjustments using a rigorous least squares analysis, and possesses error detection and removal facilities. Corrections for lens distortion, earth curvature, atmospheric refraction, and film shrinkage will be applied. • The output X, Y and Z residuals for all control points and RMS errors for the entire control network will be examined to ensure that they fall within the acceptable range for the accuracy level of mapping selected by the City. Digital Terrain Model Creation This task involves creation of digital terrain models to support generation of contours and production of digital orthophotos. • Masspoints and breaklines will be extracted in the quantities and locations needed to achieve the most accurate possible representation of the ground surface for production of contours and orthophoto production, if needed. Bridges and overpasses will be correctly modeled in 3D. • Contours will be generated from the DTM's using Intergraph SiteWorks and displayed on the graphics screen of a digital photogrammetric workstation. The operator checks the contour set by viewing it in 3D with digital aerial imagery in the background. 5150 E. Hunter Ave. 16 Anaheim, CA 92807 .com Johnson-Frank & Associates, Inc, (A8) Surveying & Mapping Services City of Santa Ana • Line smoothing programs are used where appropriate to enhance aesthetic quality of the contour strings. Every index contour will be labeled. Digital Planimetric Mapping This task involves extraction and processing of planimetric features from the aerial photography using interactive photogrammetric techniques. Data from field edits will be integrated at this stage as well. • The photogrammetric technicians will digitize all of the planimetric features desired by the City into a MicroStation design (.DGN) file using digital mapping software. Common features are grouped together and placed on predetermined levels in accordance with the City's CADD specification, and assigned their distinguishing lineweights, linestyles and colors. • The planimetric files will be divided into sheets as desired by the City, and carefully reviewed by the QC Technicians for correctness, completeness, and aesthetic quality. The files will also be checked for full compliance with the City's CADD specification. QC checks will be performed with digital imagery in the background, and the planimetric data superimposed, making any missing or incorrectly digitized features readily apparent. Checkplots will be produced as a final step in the QC process. • The preliminary file sets will be written to CD-ROM disks for delivery to the City, together with a set of Checkplots. • Upon receiving approval from the City, field crews will be mobilized to perform field edits, cross-sections, supplemental DTM data collection, and any other survey tasks desired by the City. Total station instrumentation and data collectors will be used for this task. • Upon completion of the field surveys, the data collectors will be downloaded, the data processed, and integrated into the MicroStation files with the photogranunetrically captured information. Following final QC checks, the completed MicroStation files will be written to CD-ROM disks for delivery to the City, together with a set of hardcopy plots. 5150 E. Hunter Ave. 17 Anaheim, CA 92807 (714) 777-8877 alanfra"Condrk.com FAX: (714) 777-1641 -140 J Orthorectification nson-Frank & Associates, inc. (A8) Surveying & Mapping Services City of Santa Ana This task involves orthorectifi cation of the raw digital raster images that were created by scanning the aerial negatives. A number of image processing techniques are used to maximize the quality of the deliverable images. • -The unrectified raster images will be georeferenced to the DTM's using the field control, analytical aerotriangulation and aerial camera data. The digital orthophotography will be created by draping the unrectified raster images over their corresponding digital terrain models. All relief displacement will be removed from the raw image files at ground level on a pixel-by-pixel basis, yielding a set of orthorectified digital photo images. • Mosaicking will be performed to ensure a perfect edge match between all orthophoto sheet tiles. Creation of seam lines is performed interactively to ensure that no image flaws result from seam lines passing through tall structures. • Radiometric adjustment will be performed to balance and match color tones, brightness and contrast of the imagery over the whole project. Histograms will be applied on a project basis and not just to adjacent tiles, ensuring uniformity of tone over the entire image database. Image editing software will be used to repair any minor flaws on the imagery. • The imagery will be tiled into sheets as desired by the City. The digital orthophoto software will be instructed to output a COT file for each orthophoto tile. The completed image data set will be written to CD-ROM disks for delivery to the City. Images will be delivered in the format selected by the City, including ecw files if requested. Ground /Field Topographic Surveys This task involves the survey and data collection of any features to be picked up by crews in the field. 5150 E. Hunter Ave. 18 Anaheim, CA 92807 (714) 777-8877 alanfrar W$ftnr*1Mk.com FAX: (7141777-1641 ..1 Johnson-Frank & Associates Inc. (A8) Surveying & Mapping Services City of Santa Ana • Prior to submitting a cost estimate, we always thoroughly review the survey request as well as the site at hand, both from on-site visits as well as through aerial and satellite imagery readily available through Google Earth. • Our project manager will attend pre-project meetings with the City's staff or other City consultants as may be'needed. • We will adhere to the City control system, if any, and provide control deliverables in digital format. • We will adhere to the City's line and symbology requirements as they may pertain to CAD files. This is an issue with which we are very familiar. Working with local municipalities, Counties, and US Governmental agencies, we are familiar with translating into anyone's CAD standards seamlessly. • All of our topographic work products are produced, and will be delivered in Microstation (or AutoCAD if requested). In addition, we will submit ASCII coordinate files along with said DGN/DWG file. • Again, we understand that public relations can sometimes be everything, and we will maintain good public relations throughout the project. • We will perform any additional surveying requested by the City, including the preparation and filing of Coiner Records andfor Record of Surveys as required by law. Legal Descriptions Provide legal descriptions in conformance with State law if requested. • For more than three decades, our staff have been preparing and reviewing legal descriptions for municipalities, counties, the State of California, and the Federal Government. We have written legal descriptions that describe enormous military installations as well as simple easement strips. 5150 E. Hunter Ave. 19 Anaheim, CA 92807 MAI 777-AA77 nF? h n _fronir rnm CAY- 171AX 777_1AAI F J Staffing -Frank & Associates, Inc. (A8) Surveying & Mapping Services City of Santa Ana Our firm consists of a total of twenty professional and technical personnel, which provides sufficient staff to perform projects that may arise within schedule. Johnson-Frank & Associates, Inc. maintains a highly professional staff. We are proud of the fact d)at 6 of our 14 office staff and two of our Survey Party Chiefs are registered to practice land surveying in the State of California. Below is a summary of the experience, training, and skills of our professional staff. • Alan D. Frank, PLS: Project Manager And Contract Administrator o Licensed in California since 1995 - PLS 7172, expires 12/31/2011 o Licensed in Arizona since 2004 - RLS 41830, expires 12/31/2013 o Licensed in Nevada since 2008 - PLS 19539, expires 6130/2011 o Certified Federal Surveyor #1091 0 20 years of experience a Bachelor of Science degree in Surveying Engineering, CSU Fresno o Masters degree in Business Administration, CSU Fullerton o Considered an expert in Star*Net Least Squares use and training • Roger A. Frank, PLS: Quality Control and Project Surveyor o Licensed in California since 1975 - PLS 4215, expires 6/30/2012 o Licensed in Nevada since 1980 - PLS 5456, expires 6/30/2011 o Certified Federal Surveyor #1092 0 45 years of experience in public and private sectors o Licensed in 6 additional states o Considered an expert in Star*Net Least Squares use and training • Tony Cuomo, PLS: Project Surveyor o Licensed in California in 1988 - PLS 6042, expires 6/30/2011 a 36 years of surveying experience 5150 E. Hunter Ave. -RR77 AY. CA 92807 rrnm John Frank & Associates, Inc. (A8) Surveying & Mapping Services City of Santa Ana • Chuck Krepp, PLS: Project Surveyor o Licensed in California since 1975 - PLS 4224, expires 6/30/2012 o Licensed in Nevada since 1981 - PLS 5801, expires 6/30/2011 0 46 years of surveying experience • Chuck Tripi, PLS: Project Surveyor o Licensed in California in 1996 - PLS 7299, expires 12/31/2010 0 25 years of surveying experience • Greg Sebottrn, PLS: Project Surveyor o Licensed in California in 2007 - PLS 8395, expires 3/31/2012 0 11 years of surveying experience • Mark Platt, PLS: Survey Party Chief o Licensed in California in 1993 - PLS 6903, expires 6/30/2011 o 31 years of surveying experience • Rich Smith, PLS: Survey Party Chief o Licensed in California in 1999 - PLS 7556, expires 12/31/2011 0 23 years of surveying experience Johnson-Frank d Assoc., Inc. Roger A. Frank, PLS President/CEO (Quality Control / Protect Surveyor this Project) Alan D. Frank, PLS Vice President (Project Manager this Project) Accounting Teresa Frank Safety Leonard Castillo Land Surveying & Mapping Aerial Photogrammetry Johnson-Frank & Assoc., Inc. 6eospatial Professional Solutions, Inc. Alan 0, Frank, PLS a Tony Cuomo, PLS Paul Rivers a Ramon Ramos 5150 E. Hunter Ave. 21 Anaheim, CA 92807 171AI 777-AR77 CAV- r74A% 777 4CA4 i. I MI I Vyy y•yIYy V, (A8) Surveying & Mapping Services City of Santa Ana Subconsultant Profile - GeoSpatial Professional Solutions, Inc. (GPSi) 4 Headquartered in Costa Mesa, CA, Geospatial Professional Solutions i Inc. (GPSi) features the next generation of geospatial solutions that GPM ) encompasses aerial image acquisition using the UltraCamLp digital aerial mapping camera, photogrammetry, remote sensing, and Geographic Information Systems. We are a certified small, and woman-owned minority (SBE/WMBE) business. Our leadership team has a 27-year legacy of success in meeting and exceeding our clients' mission-critical needs that have rigorous mapping, CADD, GIS and orthophoto standards and specifications. This is reflected in our high client retention rate along with a legion of satisfied customers. GPSi is proud to be the only California-based mapping company to offer the UltraCamLp, a Microsoft Vexcel digital aerial mapping camera tailored for high accuracy, design grade engineering mapping. With features like 92 megapixel image format, a 1:2.2 pan sharpen ratio that collects PAN, RGB and NIR in parallel, and forward motion compensation by Time Delayed Integration (TDI), this camera delivers the same technical capabilities of larger models. The ability to deliver true-color and color-infrared (CIR) image quality with unmatched radiometric range, makes it ideal for small to medium sized large- scale, photogrammetric projects, high-resolution orthophoto production, precision photogrammetry, corridor mapping, and LiDAR integration. In addition to the digital camera, we utilize industrial strength software, state-of-the-art multi-terabyte data servers utilizing 48 hyper threaded CPUs for distributed image processing with automated load balancing. 5150 E. Hunter Ave. 6 E, CA 92807 AN 777-4AA4 rnm F Johnson-Frank & Associates Inc. ' (A8) Surveying & Mapping Services City of Santa Ana We are proud to offer clients the full spectrum of aerial surveying, photogrammetric products and services, including but not limited to the following: • Photogrammetry Project Management/Consulting Services • Flight planning for both conventional & AGPS missions • Digital Aerial Photography [PAN, RGB, CIR, 4-Band] - Full Digital Workflow UltraCamLp • Digital Image processing • Conventional film based aerial photography • Aerial Mosaics • Airborne Global Positioning Systems (AGPS) • Acquisition and Processing of Remotely-Sensed Terrain Data (LIDAR) • Digital Aerotriangulation • Photogrammetric Extraction of Terrain & Planimetric Data Sets • Digital Orthophotography • Precision Photogrammetric Scanning & Photo Lab Services • CADD and Geographic Information Systems We have worked on numerous on-call contracts with public agencies, - and GPSi's staff is intimately familiar with the District's standards and specifications, We look forward to working with you on your future projects. 5150 E. Hunter Ave. 7 gape-com CA 92807 1 777-1641 EXHIBIT B FEE SCHEDULE 25C-52 EXHIBIT B Pagel of'9 Right of Way Consulting and Related Services PRICE SUMMARY SHEET - SCHEDULE I -- HOURLY RATES Name Job Title! Classification Job Function Fully Burdened Hourly Rate* Alan D. Frank Vice President Project Manager 171.00 Roger A. Frank President, CEO Quality Control $171.00 Tony Cuonio Senior Project Manager Project Surveyor / Manager $171.00 Licensed Land Surveyor $171.00 Tenior Survey Technician $126.00 Survey Technician $115.00 1 Person Survey Crew $157.00 2 Person Survey Crew 260.00 3 Perso Crew 317.00 Clericary EDO 50.00 n r Fully Burdened rates include all overhead, general costs, administration costs and profit. Page 36 of 36 25C-53 25C-54 PROFESSIONAL CONSULTING SERVICES SURVEYING & MAPPING THIS AGREEMENT, made and entered into this 4th day of April, 2011, by and between COAST SURVEYING, INC., a California corporation (hereinafter "Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City"). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of real estate surveying and mapping services. B. Consultant represents that it is able and willing to provide such services for Santa Ana. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall provide services, as set forth in City's Request for Proposals-Right of Way Consulting and Related Services, dated November 15, 2010, attached hereto as Exhibit A, and as more specifically described in Consultant's Proposal, attached hereto as Exhibit A-1, and both exhibits incorporated by reference. 2. DELIVERY OF WORK PRODUCT - OWNERSHIP Consultant warrants and represents that it has the absolute right to enter into and perform this Agreement and will perform its obligations hereunder in accordance with standards and practices prevailing in the industry. Consultant's contribution to the Project, including works to be produced by Consultant hereunder, will not infringe or misappropriate the proprietary or personal rights of any third person or party. Consultant shall deliver to City any work product which results from the services provided. Said work product shall be submitted in hard copy and produced in a form compatible with City's information systems, as agreed between the City's Project Manager and Consultant. In regard to all material produced as a deliverable under this Agreement, including but not limited to records, papers, drawings, specifications, programs, systems and other materials prepared by Consultant, Consultant agrees, for itself and its affected officers, employees, agents, contractors, and volunteer workers, that (a) other such material shall be the property of the City, and may not be copyrighted without prior review from the City, and (b) the authors of all such material, whether copyrighted or not, award to the City, and to its officers, agents and employees acting within the scope of their official duties, as a condition of payment to the Consultant, a royalty-free, nonexclusive, irrevocable license throughout the world for governmental purposes to disclose, publish, translate, reproduce, and use such materials. 25C-55 3. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Consultant's Fee Schedule, attached hereto as Exhibit B. The total sum to be expended on all consultants providing surveying and mapping services pursuant to City's RFP shall not exceed an aggregate of $300,000.00 during the term of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. The invoice shall include a detailed breakdown of the services provided, the project title, the tasks, the hours, and hourly rates. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 4. TERM This Agreement shall commence on Apri11, 2011 and terminate on the later of February 28, 2012, or the expenditure of allocated funds, unless terminated earlier in accordance with Section 13, below. The City shall have the option to extend the term for an additional one-year period. 5. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's 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. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. 25C-56 b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $2,000,000 combined single limit. Such insurance shall include coverage for owned, hired and non-owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim, and $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 in form by the City Attorney. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. f. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 7. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the 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 25C-57 Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. 8. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 9. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 10. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by facsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 facsimile (714) 647-6956 With courtesy copies to: and Public Works - Design Engineering City of Santa Ana 20 Civic Center Plaza (M-36) P.O. Box 1988 Santa Ana, California 92702 facsimile (714) 647-5635 City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) 25C-58 P.O. Box 1988 Santa Ana, California 92702 facsimile (714) 647-6515 To Consultant: Mr. Ruel del Castillo Coast Surveying, Inc. 15031 Parkway Loop, Suite B Tustin, California 92780-6527 facsimile (714) 918-6277 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by facsimile, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 11. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 12. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 13. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof 25C-59 for such purposes as the City deems appropriate. However, any use of unfinished work product shall be at City's sole risk. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 14. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 15. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 16. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 17. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. Captions and headings in this Agreement, including the title of this Agreement, are for convenience only and are not to be considered in construing this Agreement. c. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. /// 25C-60 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: DAVID N. REAM City Manager COAST SURVEYING, INC. JOSEPH STRAKA Interim City Attorney By: Laura Sheedy Assistant City Attorney RUEL DEL CASTILLO, P.L.S. 4212 President Tax ID# RECOMMENDED FOR APPROVAL: RAUL GODINEZ, II Executive Director - PWA 25C-61 EXHIBIT SCOPE OF WORK GENERAL REQUIREMENTS - RIGHT OF WAY SERVICES Consultants under contract with the City of Santa Ana will provide support to City of Santa Ana staff or their designee. The Consultants shall be thoroughly familiar with the Statement of Work prior to submitting a response to this Request for Qualifications (RFQ). • The Consultant shall perform work to produce a high quality, professional and complete work product. • Consultant must have experience with State and Federally funded projects. All work shall be performed in conformance with all applicable regulations, policies, procedures and standards. • Real estate appraisers provided by the Consultant must be certified and a Member of the Appraisal Institute. • All acquisition agents and property managers, performing work for the City, must hold a valid California Real Estate License. Salespersons must be registered with California Department of Real Estate (DRE), as working solely under the Consultant's supervising broker of record. • Work may include, but not be limited to, the following: onsite review of the project area; review of existing records; conducting research and performing analysis; information gathering; negotiations; development of strategies. • The Consultant shall carry out the instructions received from the City and shall cooperate with the City and other agencies. • The Consultant has total responsibility for the accuracy and completeness of the work produced. The work will be reviewed by the City for conformity with the requirements of the Agreement. Reviews by the City may NOT include a detailed review for the accuracy of items submitted. The responsibility for accuracy and completeness of such items remains solely that of Consultant. • The Consultant shall be responsible for coordination and supervision of all work performed by its sub-consultants. The Consultant shall review all work performed by its sub-consultants and the responsibility for accuracy and completeness of work performed remains solely that of Consultant. • The Consultant shall have a Quality Control Plan in effect during the entire time work is being performed under the Agreement. The Quality Control Plan shall establish a process whereby work products are independently checked, corrected and back checked. All projects related correspondences and documents should be maintained and bound in appropriate project files. 25C-62 • The Consultant shall diligently work on each assignment and complete each task in accordance with the schedule and accommodate the City's needs. • The Consultant's work will be subject to inspections by City, County, State and Federal representatives. • Project files including copies of all correspondences, reports, documents, and electronic files shall be submitted to the City when requested. • All work, including reports, analysis, data, and intellectual properties developed during the life of the Agreement shall become the properties of the City. • The Consultant will receive written notification of the award of the contract. Upon on such notification, the Consultant will proceed with the services required by the Agreement. Specific Scope of Work for Surveying and Mapping Services includes: The work, in general, consists of performing digital mapping by photogrammetric methods as well as surveying for arterial streets. In addition, City may need consultant services for legal description preparation. • Provide survey services as requested. A detailed scope of work will be outlined when specific project is assigned to the consultant. Services shall include, but are not limited to, cross-sections, intersection grids, centerline determination, digital terrain models (.dtm), right of way determination, and the preparation of legal descriptions with exhibits. Generate a computer drawing in Microstation V8 format showing survey per the attached City of Santa Ana CADD Standards as well as the sample survey drawing on the City of Santa Ana website listed below: • All survey needs to be prepared to the satisfaction of the City's Senior Surveyor and meet the following standards: o Horizontal control shall be based on the 1983 North American Datum (NAD83), tied to a minimum of two proximate County of Orange, CCS83, Zone VI, 1991.35 Epoch Adjustment control points. Project coordinate values shall be provided in U.S. Survey Feet. The County control points shall determine the Basis of Bearing for the project. o Vertical control shall be based on the North American Vertical Datum of 1988 (NAVD88), tied to a minimum of two proximate County of Orange bench marks. Project elevations shall be provided in U.S. Survey Feet. o Horizontal alignment(s) for the project shall be tied to the survey centerline monuments within the project area. o With the coordinate values, a full location and detailed description, including point character with reference(s), shall be provided for all found and set monuments for the project. For this purpose, a sketch of the control network is required. 25C-63 o Copies of all survey field notes and raw data files shall be provided along with a listing of the final coordinates for all surveyed points. The digital file format for the listing shall be: point number, northing, easting, elevation, description (comma delineated with no spaces, one point per line). The coordinate precision shall be one hundredth of a foot. o At any given time the City may need to mobilize survey crews to different project sites, the consultant shall have a minimum of three (3) survey crews for mobilization. • All City CADD standards as well as Microstation configuration files are located at: http://www.santa-ana.orq/pwa/Engineerin.qServices.asp 25C-64 EXHIBIT A-1 CONSULTANT'S PROPOSAL 25C-65 COASTSURVEYING, INC. 15031 PARKWAY LOOP. SUITE B. TUSTIN, CA 92780-6527 (714)918-6266 FAX(714)918-§277 !2M..coestsurvev, coat November 15, 2010 City of Santa Ana, Public Works Department Attn: Sour! Amirani, Deputy City Engineer 20 Civic Center Plaza M-36 Santa Ana, CA 92701 Dear Mr. Amlranl: RE: CITY OF SANTA ANA RIGHT OF WAY CONSULTING AND RELATED SERVICES IN SPECIALITY AREA (A8) SURVEYING AND MAPPING SERVICES Coast Surveying, Inc., a California corporation, is very interested In providing surveying and mapping services for Right of Way projects to the City of Santa Ana. Coast has been providing professional surveying and mapping services throughout southern California since 1981 to many City, County, State, and Federal Agencies, local Transportation Authorities, as well as numerous private engineering companies. Coast Surveying, Inc. (Coast) has been in business in Orange County for 29 years, the first 8 years in Santa Ana, and Is currently providing surveying services to the City of Santa Ana, as well as the Cities of Tustin, Garden Grove, Irvine, and Newport Beach. Ruel del Castillo, PLS 4212, will be the Project Manager and the California Professional Land Surveyor in responsible charge of all survey work performed under this contract. His contact information follows: Ruel del Castillo, PLS 4212 rueLdelcastillo@coastsurvey.com Coast Surveying, Inc. www.coast-survey.com 15031 Parkway Loop, Suite B phone: (794) 918.6266 Tustin, CA 92780-6527 fax: (714) 998-6277 If you have any questions or comments, please contact me directly by phone, fax or by e-mail at ruel.delcastilio@coastsurvey.com. Thank you in advance for considering our firm. Very truly yours, t L G"k Hell Castillo, P.L.S. 4212 President P110-181 25C-66 Project Manager, at (714) 741-5191. Address: City of Garden Grove, 11222 Acacia Avenue, Garden Grove, CA (P.O. Box 3070, Garden Grove, CA 92842). B. PROPOSED STAFFING AND PROJECT ORGANIZATION - KEY PERSONNEL Key Personnel will be available to the extent proposed for the duration of the project and no person designated as key to the project will be removed or replaced without the prior written consent of the City of Santa Ana. PROJECT MANAGER Ruei del Castillo, PLS has over 46 years of experience in managing both field and office operations for all phases of surveying and mapping services, with 29 years at Coast, and was licensed as a Land Surveyor in California in 1975 as P.L.S. 4212. He has managed over 50 "on-call" contracts directly for, or in support of, many federal, state and local agencies including the Cities of Santa Ana, Tustin, Garden Grove, Irvine, Newport Beach, and Seal Beach, the Counties of Orange, Los Angeles, San Bernardino, and Mariposa, the U.S. Forest Service, various U.S. Army Corps of Engineer Districts, the U.S. Navy - Southwest Division and the Metropolitan Water District of Southern California (MWD). He has a "hands-on" working knowledge of various land surveying services including final subdivision map checking, right-of-way mapping, preparation of legal descriptions, boundary surveys & analysis, GPS surveys, topographic surveys, utility location surveys, aerial photogrammetric mapping, large-scale aerial and geodetic control, construction staking, and monitoring quantities. For example, while working directly for the County of Orange, Mr. del Castillo was responsible for all boundary surveys, first-order & second-order vertical and horizontal control surveys, photogrammetric mapping, control surveys and centerline surveys. In 1981, he established his own surveying company in Orange County, Coast Surveying, Inc. Over a 29-year period with a staff of up to 40, his company completed hundreds of surveying projects in southern California generating over $50M in fees. Mr. del Castillo serves as Coast's President and provides project management as well as contract administration for all major Coast contracts. Mr. del Castillo is licensed as a Professional Land Surveyor in the states of California, Arizona, Nevada, New Mexico, Colorado, Utah, Idaho and Washington, and is also a Certified Federal Surveyor (CFedS). Availability 20%. PROJECT SURVEYOR - OFFICE SURVEY MANAGER Gwen del Castillo, PLS has over thirty-three years of surveying experience in southern California, with 26 years at Coast, was licensed as a Land Surveyor in California in 1982 as P. L.S. 5108, and has an AA degree in surveying from Santa Rosa College. Ms. del Castillo has had extensive experience in boundary analysis, preparation and checking of legal descriptions and maps, Corner Records, checking of final subdivision maps and Records of Surveys, research, as well as providing internal checking and quality control. Ms. del Castillo has also had extensive experience in field note reduction, calculations, preparation of as-built plans, and GIS database setup, input, review, analysis and output. Ms. del Castillo was responsible for the preparation and processing of centerline ties & Corner Records, as well as Records of Survey and right of way mapping. Availability 40%. PROJECT SURVEYOR - FIELD SURVEY MANAGER 25C-67 Ken Kasbohm, PLS has over thirty-three years of surveying experience, with 20 years at Coast, in the field and directing field crews in performing all types of surveying including vertical and horizontal control, photo control, GPS surveys, topographic surveys, design surveys, boundary surveys, right of way surveys, and construction layout. Mr. Kasbohm is a Professional Land Surveyor in California since 1997 as P.L.S. 7371, has been a Certified Party Chief since 1985, and has been Hazmat trained since 1986. Mr. Kasbohm directs the work of the field crews, sets up the work for each crew, and has continued to work as a survey party chief as needed. During the fast few years, he has been responsible for the.preparation of numerous Records of Survey for MWD properties along the Colorado River Aqueduct. Availability 40%. ADDITIONAL PERSONNEL Neil Darling, Survey Analyst Rod Reiter, Survey Party Chief Bob McDermott, Survey Party Chief Please see attached full-sized resumes for key personnel, additional personnel, and organizational chart, C. WORK PLAN Coast Surveying, Inc. will coordinate all efforts with the City of Santa Ana Project Manager to facilitate the proper and timely completion of the project. Coast will prepare a detailed work plan and schedule and confirm this with the PM. Coast will confirm with the PM the critical path task items and will take appropriate measures to stay on track or complete the critical path tasks early. Coast will contact all subconsultants and notify them of our Notice to Proceed, preliminary schedule, and confirm their scope of work. Permission to access land of adjacent owners must be given from the PM. Coast Surveying will assign an experienced survey crew to this project and a second experienced survey crew as backup. Coast will prepare a detailed written scope of work and schedule for the survey crews. The assigned party chief will be completely familiar with the survey limits, survey scope, schedule and specifications. Coast's entire field personnel will be safety trained to work on and near highways and railroads. All of Coast's field personnel are Roadway Worker Certified to work on railroad Right-of-Way under the direction of the assigned railroad flagman. They will also wear the required safety gear while working in the field. Any unsafe working issues will be immediately reported to the PM and if deemed necessary to delay work in the unsafe working area(s) until it is deemed safe. to continue work. Coast Surveying is fully equipped and will insure that all survey vehicles, survey instruments, equipment, supplies and other miscellaneous tools are calibrated, suitable and in safe working conditions to perform the required work on this project. Coast Surveying also has sufficient hardware and software to process the data to perform all the services required on this project. Coast also has all the office equipment, tools and supplies to perform all the services required on this project. 25'C-68 Coast will perform research and reconnaissance of existing project control monuments. Coast will verify the Northing, Easting..:.and Elevation of these monuments. Coast will perform research at the City and County for Tract Maps, Parcel Maps, Records of Survey, Corner Records and Centerline Ties. Coast will perform all work in a manner equal or better to the standard of care for the industry and will undergo Quality Assurance and Quality Control set forth in both Coast's and the Client/Prime's QA/QC procedures. There will be an open communication between the PM and Coast Surveying regarding the task progress, allocated task funds and other pertinent issues. D. EXCEPTIONS / DEVIATIONS There are no Technical or Contractual deviations noted. E. COST AND PRICE PROPOSAL Please see attached Exhibit A and Exhibit B cost proposal forms. WHY YOU SHOULD CHOOSE COAST Project Manager, Ruel del Castillo, P.L.S. 4212, has over 46 years of surveying experience in Orange County, who has been licensed as a Professional Land Surveyor in California since 1975. He has extensive experience in all aspects of land surveying. Office Survey Manager, Gwen del Castillo, P.L.S. 5908, has over 33 years of surveying experience in Orange County, most of that involving rights of way and legal descriptions. • Field Survey Manager, Ken Kasbohm, P.L.S. 7379, has over 33 years of surveying experience, the last 20 years with Coast. • Coast Surveying, Inc. has over 29 years experience in Orange County performing all types of surveying and mapping on transportation related projects. • Our office is less than ten minutes away from the Santa Ana City offices. Approximately 95% of our work is performed for governmental agencies. • Coast has a history of pleasing our clients -- over 85% of our work comes past clients. SURVEYING AND MAPPING IS OUR ONLY BUSINESSI 25C-69 25C-70 EXHIBIT A Page 1 of 1 Right of Way Consulting and Related Services PART 1 - LIST OF KEY PERSONNEL Names Functions LJ 4 D f ENV - Q C? PART II - LIST OF SUBCONSULTANT/SUBCONTRACTORS Subcontractor NamelAddress Function j wry s, A04-9 5Z ,W *44 Y. Ag616 do nAV-W-4 CA 9z AEi?1f?G 4 0 P*f?CiQi4?1?Tr? Page 3S of 36 25C-71 EXHIBIT B FEE SCHEDULE 25C-72 EXHIBIT B Page 1 of 1 Right of Way Consulting and Related Services PRICE SUMMARY SHEET SCHEDULE I -- HOURLY RATES Name Job Title/ Classification Job Function Fully Burdened Hourly Rate* lte-L awCA:F# iawr Ro c? R $&6;, U kA?? T sa ev o /Ot A/ a(s/ ll0 TSB ,Z ?l/??Y ? /3q, 8 7 G wx R? /ice /3?l7 ??c !!,k ? C}y ?Ir9? /6.75 1-ully Burdened" rates include all overhead, general costs, adminlstratio osts and profit. CO P!lT?D 6U<7;?X 771 60/ 6A ?o Page 36 of 36 25C-73 25C-74 ENVIRONMENTAL ASSESSMENT SERVICES AGREEMENT THIS AGREEMENT, made and entered into this 4th day of April, 2011, by and between LEIGHTON CONSULTING GROUP, INC., a California corporation (hereinafter "Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City"). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of environmental assessment services. B. Consultant represents that it is able and willing to provide such services for Santa Ana. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall provide services, as set forth in City's Request for Proposals-Right of Way Consulting and Related Services, dated November 15, 2010, attached hereto as Exhibit A, and as more specifically described in Consultant's Proposal, attached hereto as Exhibit A-1, and both exhibits incorporated by reference. 2. DELIVERY OF WORK PRODUCT - OWNERSHIP Consultant warrants and represents that it has the absolute right to enter into and perform this Agreement and will perform its obligations hereunder in accordance with standards and practices prevailing in the industry. Consultant's contribution to the Project, including works to be produced by Consultant hereunder, will not infringe or misappropriate the proprietary or personal rights of any third person or party. Consultant shall deliver to City any work product which results from the services provided. Said work product shall be submitted in hard copy and produced in a form compatible with City's information systems, as agreed between the Project Manager and Consultant. In regard to all material produced as a deliverable under this Agreement, including but not limited to records, papers, drawings, specifications, programs, systems and other materials prepared by Consultant, Consultant agrees, for itself and its affected officers, employees, agents, contractors, and volunteer workers, that (a) other such material shall be the property of the City, and may not be copyrighted without prior review from the City, and (b) the authors of all such material, whether copyrighted or not, award to the City, and to its officers, agents and employees acting within the scope of their official duties, as a condition of payment to the Consultant, a royalty-free, nonexclusive, irrevocable license throughout the world for governmental purposes to disclose, publish, translate, reproduce, and use such materials. 25C-75 3. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Consultant's Fee Schedule, attached hereto as Exhibit B. The total sum to be expended on all consultants providing environmental assessment services shall not exceed an aggregate of $200,000, during the term of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. The invoice shall include a detailed breakdown of the services provided, the project title, the tasks, the hours, and hourly rates. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 4. TERM This Agreement shall commence on April 1, 2011 and terminate on the later of February 28, 2012, or the expenditure of allocated funds, unless terminated earlier in accordance with Section 13, below. The City shall have the option to extend the term for an additional one-year period. 5. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's 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. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. 25C-76 b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 combined single limit. Such insurance shall include coverage for owned, hired and non-owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim, and $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 in form by the City Attorney. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. f. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 7. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the 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 25C-77 Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. 8. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 9. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 10. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by facsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 facsimile (714) 647-6956 With courtesy copies to: Public Works - Design Engineering City of Santa Ana 20 Civic Center Plaza (M-36) P.O. Box 1988 Santa Ana, California 92702 facsimile (714) 647-5635 and City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) 25C-78 P.O. Box 1988 Santa Ana, California 92702 facsimile (714) 647-6515 To Consultant: Leighton Consulting Group, Inc. 17781 Cowan Irvine, California 92614 facsimile (949) 250-1114 Attn: Kris R. Lutton A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by facsimile, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 11. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 12. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 13. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof 25C-79 for such purposes as the City deems appropriate. However, any use of unfinished work product shall be at City's sole risk. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 14. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 15. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 16. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 17. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. Captions and headings in this Agreement, including the title of this Agreement, are for convenience only and are not to be considered in construing this Agreement. c. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 25C-80 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: DAVID N. REAM City Manager LEIGHTON CONSULTING, INC. JOSEPH STRAKA Interim City Attorney By: Laura Sheedy Assistant City Attorney KRIS R. LUTTON Senior Vice President Tax ID# RECOMMENDED FOR APPROVAL: RAUL GODINEZ, II Executive Director - PWA 25C-81 EXHIBIT SCOPE OF WORK GENERAL REQUIREMENTS - RIGHT OF WAY SERVICES Consultants under contract with the City of Santa Ana will provide support to City of Santa Ana staff or their designee. The Consultants shall be thoroughly familiar with the Statement of Work prior to submitting a response to this Request for Qualifications (RFQ). • The Consultant shall perform work to produce a high quality, professional and complete work product. • Consultant must have experience with State and Federally funded projects. All work shall be performed in conformance with all applicable regulations, policies, procedures and standards. • Real estate appraisers provided by the Consultant must be certified and a Member of the Appraisal Institute. • All acquisition agents and property managers, performing work for the City, must hold a valid California Real Estate License. Salespersons must be registered with California Department of Real Estate (DRE), as working solely under the Consultant's supervising broker of record. • Work may include, but not be limited to, the following: onsite review of the project area; review of existing records; conducting research and performing analysis; information gathering; negotiations; development of strategies. • The Consultant shall carry out the instructions received from the City and shall cooperate with the City and other agencies. • The Consultant has total responsibility for the accuracy and completeness of the work produced. The work will be reviewed by the City for conformity with the requirements of the Agreement. Reviews by the City may NOT include a detailed review for the accuracy of items submitted. The responsibility for accuracy and completeness of such items remains solely that of Consultant. • The Consultant shall be responsible for coordination and supervision of all work performed by its sub-consultants. The Consultant shall review all work performed by its sub-consultants and the responsibility for accuracy and completeness of work performed remains solely that of Consultant. • The Consultant shall have a Quality Control Plan in effect during the entire time work is being performed under the Agreement. The Quality Control Plan shall establish a process whereby work products are independently checked, corrected and back checked. All projects related correspondences and documents should be maintained and bound in appropriate project files. 25C-82 • The Consultant shall diligently work on each assignment and complete each task in accordance with the schedule and accommodate the City's needs. • The Consultant's work will be subject to inspections by City, County, State and Federal representatives. • Project files including copies of all correspondences, reports, documents, and electronic files shall be submitted to the City when requested. • All work, including reports, analysis, data, and intellectual properties developed during the life of the Agreement shall become the properties of the City. • The Consultant will receive written notification of the award of the contract. Upon on such notification, the Consultant will proceed with the services required by the Agreement. • The Consultant shall complete work under the direction of City staff. The Consultant will be expected to provide experienced and knowledgeable professional staff which will be responsive and maintain excellent working relationships with property owners, tenants, and City staff. The Consultant shall be committed to provide adequate staffing levels at all times in order to adhere to established schedules. The Consultant shall be knowledgeable and very familiar with federal, state and local regulations, policies and procedures as pertain to the right of way services provided. Specific Scope of Work for Environmental Consulting Services include: Phase I Environmental Site Assessment Coordinate a Phase I study to be performed in compliance with the standard practices of the American Society for Testing and Materials (ASTM) Phase I ESA Process (Standard: E 1527-00). Monitor to see that: reasonable attempts are made to interview the existing and former owners of the properties; a visual survey of the site and adjacent sites is made; reasonable attempts are made to contact local government officials regarding conditions in connection with the property; a review of site and area land use history is completed; and a review of site area for geology and subsurface/surface potential for pollutant transport from public sources. Review complete report to assure contents of inspections and interviews, site characteristics, record and historical review information and potential contamination issue, and conclusions and recommendations for any work required. Copies to be distributed to City file, City Attorney and Property Management consultant, if required, on the site. Phase II Environmental Site Assessment Review with City staff the Phase I ESA to determine the need for a Phase II ESA Survey. If necessary, coordinate the completion of a Phase II ESA. Upon receipt of the Phase II report, prepare recommendation to for additional environmental analysis. Distribute the Environmental Site Report and written recommendations to City staff and City Attorney's office. 25C-83 Demolition Asbestos & Follow Up Surveys Coordinate or assist the Property Management Consultant with the coordination and completion of asbestos and lead surveys. Coordinate distribution of these reports to applicable consultants. Perform a follow-up inspections before the beginning the demolition process. 25C-84 EXHIBIT A-1 CONSULTANT'S PROPOSAL 25C-85 Leighton Consulting, Inc. .a A LEIGHTON GKQU.0 CQFAPANY November 15, 2010 Souri Amirani Dep4ty.City Engineer City of Santa Ana, Public Works Department 20 Civic Center Plaza, M-36 Santa Ana, CA 92701 Re: Proposal to Provide Right of Way Consulting and Related Services for (A6) Environmental Services Dear Ms. Amirani: The City of Santa Ana {City} is tasked with acquiring properties necessary for the improvement-of the roadways and intersections within the City. These necessary improvements not only increase roadway capacity and safety, but will generate jobs and promote industry. To achieve your transportation improvement goals in serving the citizens of Santa Ana, the City requires an environmental consultant that provides a highly qualified project team with a wide range of site assessment and remediation experience; responsive dedicated local resources; extensive successful experience with the local regulatory agencies; detailed knowledge of the local environmental conditions; and reasonable rates. Leighton Consulting, Inc. (Leighton) is that consultant. Leighton has long-standing roots in Orange County, maintaining a local office for nearly 50 years. We have worked on more than a 1,000 sites within the County boundaries. Our clients have benefited from our depth of experience performing environmental site assessments, preparing human health risk assessments (HHRAs), feasibility studies, remedial action plans, coordinating the completion of asbestos and lead surveys and follow up inspections, and managing and/or implementing remediation programs. Having worked for the City of Santa Ana in a similar capacity, Leighton recognizes the need - to tailor specific environmental programs to address your goals and procedures for each individual site. We will accomplish this by meeting with the project team and listening to input 17781 Cowan ¦ Irvine, CA 92614-6009 949.253.9 $36 ¦ Fax 949.250.1114 w www.leighlonconsuhing.com CN 6 25C-86 City of Santa Ana-(A6) Environmental Services ( November 15, 2010 Page 2 from the key stakeholders. We will work collaboratively with-you to create a plan of action to M achieve your goals, and respond to environmental challenges. Legal Entity: Leighton Consulting, Inc., a California corporation, will have the contractual responsibility awarded from this proposal. Please contact me directly at our corporate address below should you have any questions or need further information during.the proposal evaluation period. h-- Leighton Consulting, Inc. '9 9497250-1421 1781 Cowan A 949-250-1114 Irvine, CA 92614 Kris R. Lutton, Senior Vice President T 949-681-4203 -'D kiutton@leightongroup.com Leighton acknowledges receipt and understanding of your RFP addenda: Addendum No. 1 dated October 22, 2010 and Addendum No. 2, dated October 25, 2010. As Senior Vice President of Leighton Consulting, Inc., I am authorized to bind the firm by. the terms of this proposal. We look forward to working with you on your future environmental projects. Rrn, LEINC. KrSenior Vice President .r. AP& Leighton 25C-87 Leighton Consulting ?1. J 011 L'a a? ekn 1,Y lYtl ,.w 128 I (A6) Environmental Services ) Leighton Team Organization Chart `the Leighton Team 6fifers a diverse team of environmental professionals including Professional Geologists, Registered Civil and Geotechnicai Engineers, Registered Hydrogeologists, Registered Environmental Assessors, Risk Assessors, Regulatory Compliance Specialists, experts in Remediation and Litigation, and Construction Professionals, as well as highly experienced managers responsible for QA/QC and Health & Safety. In addition, we utilize a team of subcontractors to complete field investigations including drilling contractors, analytical laboratory services, transport and disposal, and a significant number of field technicians. Even though the type and number of projects/task orders are non-specific at this time, our public works-focused team has the flexibility and resourcefulness to tackle any job at a moment's notice. Our Project Manager, Kris Lutton will more than administer the contract. Kris will garner a complete understanding of the City's task-to-task objectives, and then effectively communicate to, and lead, the Leighton Team to meet those goals. The organization chart on the following page illustrates the organization of the project team, including reporting relationships to the Project Manager and supervision of project team staff. .w CITY OF SANTA ANA ( RIGHT OF WAY CONSULTING AND RELATED SERVICES ) 16 `W 25C-88 .. 4 Y.J r, n 4M CA 0. LL -1 tm .•4 is 42L GY f- ru ?•m H cti Leighton Consulting I (A6) Environmental Services MARISA MARGARETICH, EIT BRYNN McCULLOCH, GIT MARK WITHROW, EIT KEVIN HALL KIRAN MANCHIKANTI / GIS Analyst Andersen Environmental Consulting ................ Industrial Hygiene Vista Environmental ............................................ Hazardous Materials Survey Enviro-Tox ............................................................ Health Risk Assessment GEOVision Inc . .................................................... Geophysical Survey Millennium Environmental ................................ CPT and GeoProbe Gregg Drilling ....................................................... Drilling H&P Mobile GeoChemistry ................................ GeoProbe and Mobile Lab Jones Environmental ............................................ Mobile Lab TestAmerica ........................................................ Analytical Laboratory A Cone Zone ........................................................ Traffic Control Belshlre Environmental Services ........................ Waste Removal CITY OF SANTA ANA 1 RIGHT OF WAY CONSULTING AND RELATED SERVICES J 17 25C-89 MEREDITH CHURCH, PG ROBERT LORTON, PG STEVE HARRISON KRISTIN STOUT, REA I GWEN TELLEGEN, PE HERBERITO ROBLES, D.A.B.T JET] RICHARD ORR, PG MEREDITH CHURCH, PG Leighton Consulting 2C I WORK PLAN f^9 -a rs :a+ an ..A re «4 sm m oft rya K.. c? +m, I (Ab) Environmental Services ) Leighton understands and supports the City's plans and goals for enhanced transportation and quality of life improvements. Through the capital improvement process, it is likely that hazardous materials will be encountered at some point during right-of-way acquisition or facilities construction. Our Phase I Environmental Site Assessments (Phase I ESAs) and Phase II Environmental Site Assessments (Phase II ESAs) have been utilized by numerous public agencies and private parties to buy and sell real properties, complete facility improvements, widen or improve transportation corridors, redevelop brownfieids, satisfy regulatory requirements and, in many cases, obtain site Leighton's approach resulted In site closure. We will support the City by assessing properties with closure of a demolished fuel station, paving the way for RCTC property potential hazardous material contamination, and efficiently acquisition. present remedial alternatives and associated costs that specifically focus on your project-specific requirements and priorities. Leighton can also provide site remedlation services, if requested, with site closure as the ultimate goal. We will work closely with the City staff, the Property Management Consultant, and other entities as needed, including regulatory agencies to ensure that your priorities and expectations are fully realized. Leighton will approach each contract task order (CTO) with these primary objectives: produce comprehensive technical reports with appropriate, justifiable recommendations; complete the assignment within the allocated schedule; work within the mutually agreed-upon budgets; and provide friendly and responsive services. CITY OF SANTA ANA I RIGHT OF WAY CONSULTING AND RELATED SERVICES 18 .h. I 25C-90 Leighton Consulting I (A6) Environmental Services ) Project Kickoff: Through previous successful on-call public works contracts, we have found that the most important management tool to ensure project success is communication. Depending on the scope identified in the CTO, such as a Phase II ESA, we may Often with public construction, .?, recommend a project kickoff meeting so we can surrounding property owners may not be aware of, or in favor of, planned establish a full understanding of your goals and construction activities. We will be sensitive to site access issues and ? expected work product deliverables, and introduce key discuss with you the alternatives and protocol for contact with the public, project participants. Task order priorities including prior to initiating field work. budget, scope, and milestones for deliverables will be identified and committed to by our project na team. We will also discuss the objectives and priorities of the City.and develop our plan to meet your specific communication preferences. Primary communications will be through Leighton's t •N Project Manager, Kris Lutton, and secondarily through a designated CTO Manager. By establishing CIO clear communication protocols for each task order, the potential for miscommunications is all but ff" eliminated. Exceptions to an initial meeting can be CTOs for Phase I ESAs when public Do involvement. Is not anticipated Phase I Environmental Site Assessments (Phase I ESAs) °n Leighton will complete all Phase I ESAs In conformance with the American Society for Testing and Materials (ASTM) International Standard E 1527-05 (note that ASTM E 1527-00, as av called out in the RFP, has been replaced by ASTM E 1527-05), All Appropriate Inquiries (AAI) and, if required, Caltrans Project Development Procedures Manual, Chapter 18. All Phase i ESAs ?a. completed by Leighton will include at a minimum: Records Review, Site Reconnalssance, Interviews, and Report Preparation. Interviews will be conducted with the City's authorization. e: a Initial interviews begin with present and/or past owners, lessees, and employees, when available and cooperative. We recognize that in some cases, the site reconnaissance may need to be a x conducted from the site boundaries due to sensitivities in the community. Our goal is to move your project forward---not introduce impediments and we will do everything possible to work within the sensitivities of your project. The results or conclusions of our report will identify and evaluate any to YO tw CITY OF SANTA ANA I RIGHT OF WAY CONSULTING AND RELATED SERVICES J i 9 25C-91 Leighton Consulting I (A6) Environmental Services significant data gaps, and offer practical recommendations when data gaps occur from reconnWssance/entry restrictions. Phase Il Environmental Site Assessments (Phase 11 ESAs) A kickoff meeting is often held at the outset of a Phase 11 ESA CTO. Available background information is reviewed prior to the meeting to facilitate discussion of the most suitable investigative methodologies. A Work Plan for the field investigation is developed, based on the results of this meeting. The Work Plan scope will be based upon our review of site conditions and meetings/ discussions with the City. Each Work Plan will include a specific technical scope of work .. developed to best suit the needs of the Project. A draft of the Work Plan will be submitted to the City's Property Management Consultant and City staff for review and comment prior to issuing a • final Work Plan. If needed, the final Work Plan will be submitted to the appropriate agencies for ^ review and approval. All Work Plans will be reviewed and signed by an appropriate licensed professional (PG or PE) before field implementation. Investigative methods described in the Work Plan may include one or more of the following tasks: 04 • Survey of Buildings, Containers, etc.: Leighton will coordinate with our subconsultant, Vista Environmental, to perform hazardous materials surveys of buildings and on-site structures. m, Vista is a California Licensed Asbestos Consultant and Certified Lead Inspector. Vista personnel have performed hundreds of building inspections and have worked closely with era Leighton in the past. We understand that containers of unknown contents are often discovered on industrial facilities and Leighton's well-trained staff is equipped to perform ra - inspection, profile sampling, and characterization of chemical storage containers, such as r.a tanks, drums, and barrels <.. • Geophysical Investigations: Leighton will contract with GEOVlsion for geophysical surveys when appropriate. We have worked closely with GEOVision on similar projects by using ^&% surface geophysical investigations to evaluate for the presence of near-surface features, such as USTs, pipelines, or other anomalies associated with the presence of hazardous materials. Surface geophysics can also be applied to clear locations for underground utilities and other structures prior to invasive work, such as drilling and trenching. CITY OF SANTA ANA I RIGHT OF WAY CONSULTING AND RELATED SERVICES ! 20 '?' 25C-92 Leighton Consulting I (A6) Environmental Services / • Soil Gas Surveys: Leighton has completed numerous soil-gas Investigations to evaluate the presence, concentration, and extent of volatile organic compounds and/or methane. This technology has become increasingly important in recent years due to concerns over potential vapor intrusion into above-ground structures and is often a critical component of evaluating potential health risks. Our personnel are expert In the implementation of this technology and in the evaluation of soil-gas data and will oversee the direct-push drilling subcontractors (H & P Mobile Geochemistry, Jones Environmental, and Millennium Environmental) in the completion of soil-gas investigations, when required. We regularly work with all of our subcontractors to implement site-specific sample collection methodologies which result in sound, defensible, soil-gas data that can be used in health w, risk assessment models and remedial feasibility assessments. Leighton has also ?. developed a close working relationship with a Board-Certified Toxicologist (Dr. Heriberto a? Robes with Enviro-Tox, Inc.) who provides health risk evaluations of potential exposure to contaminants as a result of vapor intrusion. ern • Trenching, Trenching is a cost-effective assessment alternative that is often used to characterize shallow soil and assess for the presence and level of contamination. Trenching activities, in combination with hand-digging or air-knifing, can be useful in exposing and/or removing subsurface structures such as tanks, pipes, clarifiers, and sumps. Trenching activities will be supervised by Leighton personnel under our current Cai/OSHA trenching permit. Leighton will first notify the City, and then accordingly notify r the South Coast Air Quality Management District (AQMD) under our various locations Rule 1166 permit for soil excavation, If potentially contaminated soils are encountered during excavations, ` Drilling. Drilling soil borings and/or installing groundwater monitoring wells may be required under this contract and having worked in Santa Ana for almost 50 years, we have extensive knowledge of the local geologic and hydrogeologic conditions which facilitates the selection of the most appropriate drilling methods for each project. Leighton has ?s worked with various drilling companies, including those chosen for this assignment, on ?s CITY OF SANTA ANA I RIGHT OF WAY CONSULTING AND RELATED SERVICES ` j 21 Lv 25C-93 in Leighton Consulting I (A6) Environmentd) Services ?- more than 500 projects in southern California. We have developed strong working relationships with Gregg Drilling and Millennium Environmental because of their knowledge of the required work and regulatory environment, their work ethic, and their s? cost-effective approach to project execution. In most cases, Leighton would utilize a direct-push rig to collect soil and initial grab as groundwater samples. This field methodology is less intrusive and considerably more cost- effective than drilling with hollow-stem auger rigs, and generates very little investigation- derived waste (IDW). When permanent groundwater monitoring wells are required, we will primarily use hollow-stem auger drilling equipment to advance soil borings for well Installation. We have installed thousands of groundwater monitoring wells from single completions in shallow water table aquifers to nested, multi-well completions in confined .., and multilayered aquifers. We have designed and installed monitoring wells intended for the recovery of various for petroleum hydrocarbons Including volatile organic compounds (VOCs), various light non-aqueous phase liquids (LNAPLs - floating product), dense non- aqueous phase liquids (DNAPLs), and other dissolved compounds. Leighton will obtain all necessary permits from the appropriate regulatory agency prior to installing any monitoring "` wells and will register the wells with the Department of Water Resources (DWR), as `„ required. All drilling will be performed under the oversight of a Professional Geologist (PG) 1W or Civil Engineer (CE) registered in the State of California. • Sampling. Soil and/or groundwater sampling will be conducted in accordance with federal, state, and local guidelines with the objective of obtaining representative samples of the subsurface materials. No two projects are alike, each requiring a thorough review of background information to establish an appropriate sampling plan. Leighton will include a site-specific sampling plan as part of the work plan document. "this sampling plan will ,.. identify the media to be sampled (e.g., soil, water, soil gas, etc.), the sampling ca methodology (e.g., drilling, trenching, push-probe, monitoring well, etc.), the sample- containers (e.g., glass jars, brass sleeves, Encoreem, VOA vials, etc.), preservatives, and sample handling and chain-of-custody procedures. 4157 .1 C21 CITY OF SANTA ANA I RIGHT OF WAY CONSULTING AND RELATED SERVICES ) 22 25C-94 all* Leighton Consulting I (A6) Environmental Services • Decontamination: Decontamination of field equipment is vital to maintaining sample ` integrity and avoiding cross-contamination. Drilling equipment Is typically steam-cleaned between boring locations and soil sample equipment is hand-washed with a detergent solution followed by a tap water rinse and a distilled water rinse. Investigation-derived waste will be containerized and disposed of properly, based on the respective level ,of contamination. s Laboratory Analysis: Leighton will subcontract analytical laboratory services with TestAmerica, who are certified by the State of California and have consistently em demonstrated the highest measure of Quality Control/Quality Assurance (QA/QC). Analyses ?.. will be performed in accordance with Contract Laboratory Program (CLP) protocol and sample integrity will be maintained through the use of new sample containers, completed sample labels, appropriate preservation, and Chain-of-Custody documentation. m0 Constituents of concern may include, but are not limited to, petroleum hydrocarbons, heavy metals (including arsenic and aerially deposited lead), volatile organic compounds (VOCs), semi-volatile organic compounds (SVOCs), polychlorinated biphenyls (PCBs), organochlorine pesticides, and asbestos. Complete copies of laboratory reports, including ter the QA/QC summary reports will be incorporated In an appendix to the Site Investigation Report. b„ • Quality Assurance/Quality Control: Quality Assurance/Quality Control is a vital part of any site investigation. All field activities will be conducted in accordance with the Leighton Corporate QA/QC Plan. In addition, we will perform our services in accordance with any specific QA/QC requirements of the City which will be determined during the initial Project .:a Kickoff and scoping meetings. Laboratory QA/QC will be performed for each method of analysis in accordance with EPA protocol for the test method. The QA/QC data will be reported in summary forms that include a description of the constituent or analyte, the ` specific test method, the date, the detection limit for the specific test method, the percent accuracy, the percent precision, and the signature of the laboratory manager or director. These QA/QC forms will be included in the Site Investigation Report. L2* CITY OF SANTA ANA I RIGHT OF WAY CONSULTING AND RELATED SERVICES 23 .n, s? 25C-95 Leighton Consulting I (A6) Environmental Services ) Site Investigation Reports: Leighton will analyze the field and laboratory data, and prepare a detailed ESA report that describes the various investigation tasks, the field and laboratory data, and our findings, conclusions, and recommendations. All reports will be appropriately illustrated (site maps, cross-sections, iso-concentration maps, groundwater gradient inaps, etc.) and will be organized in accordance with the requirements of the RFP. The reports will .? a be signed by those who prepared it, and signed and stamped by the California-registered professional (PG or PE) overseeing the CTO. Hazardous materials survey reports for lead and asbestos will also include maps detailing the distribution and location of the hazardous material removals and will be signed by the appropriate licensed professional. e'y Health and Ecological Risk Assessments: Human Health and Screening Level Ecologic Risk Assessments (HHRAs, SLERAs) will be prepared by our subcontractor, Dr. Heriberto Robles ??- of Enviro-Tox Services. The HHRAs and SLERAs will present defensible professional conclusions that summarize the completed Leighton studies, describe any uncertainties, state assumptions and limitations, and provide a scientific basis and rationale for each assumption. Conclusions will be based on current federal, state, and local guidelines, rules, regulations, and requirements. Our goal Is to provide a concise, defensible document the City can utilize in planning/negotiating property acquisitions, site P? improvements and site re-development. HHRA and SLERA evaluations are crucial for negotiating site closure with the environmental regulatory agencies. co Project Schedule by Task For the purposes of this proposal, we have assumed a one-acre, single Assessors Parcel Number (APN) which requires a Phase I ESA, followed by a Phase 11 ESA. The following example Project Schedule demonstrates completing the tasks in terms of elapsed weeks from a project commencement date. This schedule correlates to the Labor Allocation Table provided in the Proposed Staffing and Project Organization section, as well as the Cost and Price Proposal section ' of this proposal. For the Phase II ESA, we assumed a geophysical survey would be performed to clear boreholes and identify subsurface anomalies followed by a soil (direct push) investigation on the first field day (after mark-out) The second field day would consist of a soil vapor investigation CITY OF SANTA ANA I RIGHT OF WAY CONSULTING AND RELATED SERVICES ) 24 t .25C-96 Leighton Consulting I .(A6) Environmental Services ) with onsite mobile laboratory. We also assumed one 3,000-square-foot structure is located on the property, requiring assessment for hazardous materials, namely asbestos and lead-based point. rta• eta lots rA OW w USA ata ww m t,t a. MIS I^ In $111% fm a" r" aw I QOW to P(Oteed I - - - - fzstorkal Records ReAew Intende" Site Recoonalssanta Report Preparation QAIQCReview { -_--.------'--- Issue Raw Phase I ESA Report (aner receipt Of commeMS) 'has* 15 ??`-- Develop work Plan USAA1804ark-out i Silo Salety PlaniTketd Preparation IV Gecphyskal survey I - - ---- - - - ` -- Hazardous Mated4s Survey (Yusla) Hazardous Materiels Report sorb VaporrDwect Push tmesUgOon I Data Anatysis l L_ .. _ Repot Preparation QAQC ReMeW Issue Mal Phase 11 Report t ... _.. __ .. _ Remedial Action Plan and Remedial Action Design If necessary, Leighton will prepare a Remedial Action Plan (RAP) for selected response actions if requested by the City. The RAP will summarize site data gathered during the Phase I ESA, Phase II EAS, and RVFS process. The RAP will address site-specific contamination issues and provide the planning and implementation scenario for remediation at the site. The RAP will provide - specific objectives, rough costs, and timeframes for completion of the remediation. Potential alternatives will be descrlbed and the reasons for selection or rejection will be detailed. Leighton will submit a draft RAP, including an implementation schedule to the City for review and approval; after which, the RAP will be forwarded to the appropriate regulatory agency. Prior to implementing a selected remedial alternative, Leighton will provide Remedial Action Design (RAD) services tailored specifically to address site specific project requirements. We CITY Of SANTA ANA I RIGHT OF WAY CONSULTING AND RELATED SERVICES ) 25 25C-97 to Leighton Consulting I (Ab) Environmental Services ) M^ ^^ understand that careful planning is a critical element of any remediation program. All of our current remediation projects are being implemented at operating facilities; including the following: • Carson Sheriff Station - a large vehicle maintenance facility, jail and heliport cis • G&M Oil Company - all sites are active gasoline service stations • SKK landfill - a public golf course and Goodyear's air-ship operations center Remediation Oversight Leighton has provided remediation oversight services for numerous public and private entities for more than 20 years. Leighton will provide oversight and review for remediation conducted by others as directed by the City. While our "Hazardous Waste A" Contractors License allows us to offer in-house turnkey environmental remediation services, Leighton is also highly too qualified to provide remediation oversight services that benefit from our significant remediation experience. We have implemented or overseen over 100 remediation programs involving soil excavation, multi-phase extraction (MPE), soil vapor extraction (SVE), ground water treatment, enhanced bioremediation and other remedial technologies. Our experience as a general contractor allows us to quickly evaluate field conditions and provide field adjustments to remedial measures that can result in significant cost savings. For Instance, when remedial soil excavation is m. implemented, Leighton will ensure the maximum per day soil removals are safely achieved, thereby reducing the cost per cubic yard, and overall project cost to the City. Other Requirements ?" • Deliverable Approval and Correction Procedures: Leighton reports will be subject to acceptance by the City, and potentially by regulatory agencies and will be revised within seven calendar days if changes and/or corrections are requested. • Timing: Leighton recognizes that for every CTO, time will be of the essence. We have a full cri staff of environmental professionals committed to this contract and can provide additional ff.Y staff from any of our eight southern California offices, to meet the City's project schedules if needed. c^y CITY OF SANTA ANA I RIGHT OF WAY CONSULTING AND RELATED SERVICES ) 26 25C-98 ?, Leighton Consulting (Ab) Environmental Services • Monitoring and Review Procedures: We fully recognize that the City may want to visit us in the field, or at our office, to review or monitor Leighton's process. We welcome any visit by the City at any one of our offices. • Health and Safety: Leighton is dedicated to maintaining a safe work environment whether in the office or the field and will provide our services in a manner that maximizes ?r protection of people and property. Our Experience Modification Rate (EMR) of 0.67 demonstrates our commitment to safety, especially considering that a high percentage of our environmental construction services are provided at active operating facilities. W, an A site-specific Health and Safety Plan (HSP) will be prepared prior to any field mobilization, tly as is Leighton's current policy for all environmental field projects. Upon the request of the w? City, the HSP will be signed by a Certified Industrial Hygienist (CIH) provided by Anderson Environmental Consulting. The HSP will be present at the job-site during all field activities Uri and will be signed by all field workers, indicating their understanding and acceptance, prior to the initiation of field work. A site specific Site Safety Officer (SSO) will be assigned to k'+3 each field investigation and this person will implement all appropriate field safety measures. At the outset of field work, the SSO will hold a "tailgate" safety meeting with field personnel, outlining potential hazards and contaminants, work area designations, the ?n location of the closest hospital, and other items deemed necessary to ensure safe working conditions. In addition, a minimum of one weekly safety meeting will be held in the field for m.• extended field investigations. All onsite personnel will be appropriately trained in accordance with 8 CCR 5192 and OSHA 1-910.120. ?? • Owner/Regulatory Contacts/Right-of-Entry: We understand that during the course of our work, it may not always be feasible to contact certain property owners. All contacts with property owners and regulatory agencies such as OCHCA, RWQCB and DTSC will be closely coordinated and approved by the City prior to making contact. In addition, any entry onto private property will be conducted as directed by the City under applicable right-of-entry agreements. ?, CITY OF SANTA ANA I RIGHT OF WAY CONSULTING AND RELATED SERVICES 1 27 JJJ `" 25C-99 Leighton Consulting I (A6) Environmental Services • Permits and Licenses: Leighton will be responsible for procuring all applicable permits and maintaining the necessary licenses/registrations to carry out our duties. We are familiar with the City's requirements, will comply with applicable federal, state and local laws and requirements, and all additional requirements as listed in the RFP. • Underground Service Alert (USA)/Traffic control: A minimum of 48 hours prior to conducting any subsurface Investigation, proposed boring/excavation locations will be marked in white paint and Underground Service Alert (USA) will be contacted to obtain an inquiry (DigAlert) identification number. Where necessary, traffic control plans will be prepared and implemented (barricades, flashing signs, etc) with A Cone Zone. Traffic ,., control measures will be included in the HSP and discussed with the City prior to N.s implementation. Project Diary: Field Memorandums, or Project Diaries, will be completed for each day of field activity. The diary will be updated throughout the work day, documenting pertinent information on project tasks, field observations, and decisions, and will be signed by the preparer as true and correct at the completion of the day. ?b • m? Decontamination/Disposal and Manifesting: All field equipment, including drilling and sampling equipment, that may come in contact with potentially contaminated soil or groundwater will be decontaminated before use and between sampling points by washing in a mixture of liquinox (or similar) and water, rinsing in potable water and final rinsing with deionized and allowed to air-dry. All investigation derived waste (IDW) and soil/groundwater generated during field investigations will be contained in 55-gallon DOT approved drums, appropriately labeled, and transported under manifest to the accepting waste handling facility. Waste transport and disposal will be subcontracted to Belshire Environmental Services. All waste manifests will be signed by the City prior to transportation of the waste. Leighton will not store any hazardous substances for more Cl3 than 90 days, will not permit accumulations of hazardous substances in excess of the small quantity generator exclusion provided in 40 CFR Part 261, and will report any tv CITY OF SANTA ANA i RIGHT OF WAY CONSULTING AND RELATED SERVICES ) 128 tN 25C-100 Leighton Consulting I (AM Environmental Services ) discharges or identified releases to the appropriate regulatory agency, as required under California law. Expert Witness/Disclosure: Leighton will make expert consultants available for legal proceedings and litigation support, if needed, and will ensure the availability of our subcontractors for similar services. In addition, Leighton will obtain the City's approval before disclosing information regarding our work to third parties. w. 2D I EXCEPTIONS/DEVIATIONS w? The Leighton team requires no exceptions to or deviations from the requirements outlined in the RFP. ra fib QI? N1 CITY OF SANTA ANA I RIGHT OF WAY CONSULTING AND RELATED SERVICES 1 29 9" J 25C-101 EXHIBIT-A Page 1 of 1 Right of Way Consulting and Related Services PART I -- LIST OF KEY PERSONNEL Names Functions Kris Lutton, PG, REA 1 Project Manager Richard Williams, PG QA/QC Meredith Church, PG Phase I / Phase II ESA Kristin Stout, REA I Phase I ESA Robert Lorton, PG Phase II ESA Gwen Teflegen, PE Phase II ESA Richard Orr, PG Phase 11 ESA Steve Harrison Phase III ESA . PART II - LIST OF SUBCONSULTANT/SUBCONTRACTORS w w? Wi w F? rb na un Subcontractor Name/Address Function Andersen Environmental Consulting Industrial Hygiene 9937 Jefferson Boulevard, Suite 2QQ .. Culver City, CA, 9023 Vista Environmental Asbestos and Lead Surveys 950 N. Tustin Avenue, Suite 800 Anaheim CA 92807 Enviro-Tox Services Health Risk Assessment 20 Corporate Park, Suite 220 Irvine, CA 92614 GEOVision Geophysical Survey 1124 Olympic Drive Corona, CA 92881 Millennium Environmental CPT and GeoProbe 2936 East Coronado Street Anaheim, CA 9280 Gregg Drilling Drilling 2726 Walnut Avenue Signal Hill CA 90755 HSP Mobile GeoChemistry GeoProbe and Mobile Laboratory 2470 Impala Drive Carlsbad, CA 92010 Jones Environmental Mobile Laboratory 320 East Las Palmas Drive Fullerton, CA 92835 TestAmerica Analytical Laboratories Analytical Laboratory 3585 Cadillac Ave, Suite A Costa Mesa CA 92626 A Cone Zone Traffic Control P.O. Box 1982 Corona, California 92878 Belshire Environmental Services Waste Removal 25971 Towne Centre Drive Foothill Ranch, CA 92610 Page 35 of 36 25C-102 EXHIBIT B FEE SCHEDULE 25C-103 .n Leighton Consulting ( (Ab) Environmental Services !,« law ?y 2E I COST AND PRICE PROPOSAL Phase I and Phase II ESAs come in all shapes and sizes. Sites range from single parcel lots to corridors spanning many miles. For the purposes of this proposal, we have assumed a one-acre, single Assessors Parcel Number (APN) which requires a Phase I ESA, followed by a Phase II ESA. cam, Based upon the Labor Allocation Table included earlier in this document, we assumed a baseline Phase I ESA would require approximately 25.5 hours to complete. Using the labor rates included in Exhibit B, this would result in approximately $3,100 In labor charges. Adding $500 for the -tic, database search report (EDR or similar), a baseline Phase I ESA would cost $3,600. .:, For the Phase II ESA, We assumed a geophysical survey would be performed to clear boreholes and identify subsurface anomalies followed by a soil (direct-push) investigation on the first field day (after mark-out) The second field day would consist of a soil vapor investigation with onsite mobile laboratory. Using the Labor Allocation Table for the "typical" Phase 11 ESA and the labor rates in Exhibit B, this "typical" Phase 11 ESA would cost $24,594, based upon the following d. breakdown: • Geophysical Survey - $2,000 • Two days of direct-push rig - $5,200 • One day of Mobile laboratory- $2,700 Leighton labor - $14,594 We assumed one 3,000-square4oot structure is located on the property, requiring assessment for hazardous materials, namely asbestos and lead-based point. The hazardous materials survey for this building would cost approximately $2,400. This amount could vary slightly, depending on the age of the building and construction materials. Both Exhibit A, List of Key Personnel and List of Subconsultants/Subconstractors form and Exhibit B, Price Summary Sheet Schedule I - Hourly Rates form have been included in the .. Appendix section. tm "" CITY OF SANTA ANA I RIGHT OF WAY CONSULTING AND RELATED SERVICES 1 30 111 25C-104 EXHIBIT $. Page 1 of 2 Right of Way Consulting and Related Services PRICE SUMMARY SHEET SCHEDULE - HOURLY RATES .fi aa, KAO du M t1Y f? tL"3 Name Job Title/ Classification Job Function Fully Burdened Hourl Rate Kris Lutton _ Senior Vice President Project Manager $183.00 Richard Williams Associate Geologist QA/QC $168.00 Meredith Church Project Geologist Phase I / II ESAs $136.00 Kristin Stout Sr. Project Scientist Phase I ESA $150.00 Richard Lorton Associate Geologist Phase II ESA $168.00 Gwen Tellegen Principal Environmental Engineer Phase 11 ESA $183.00 Richard Orr Associate Geologist Phase 11 ESA $168.00 Steve Harrison Senior Field Technician Phase 111 $ 84.00 Marisa Margaretich Senior Staff Environmental Engineer Support Staff $117.00 Brynn McCulloch Senior Staff Geologist Support Staff $136.00 Mark Withrow Staff Engineer Support Staff $117.00 Kevin Hall Senior Staff Environmental Scientist Support Staff $117.00 Kiran Manchikand GIS Specialist Support Staff $106.00 Mary Murphy CAD Operator Support Staff $ 94.00 Lynne Rees Project Administrator Support Staff $ 66.00 Gina Velarde Project Administrator Support Staff $ 66.00 TBD Prevailing Wage Technician Field Services" $ 89.00 --t-my buraenea-- rates inciuae all overhead, general costs, administration costs and profit. " Subject to change based upon project advertised date and changes in California prevailing wage rates. Rate will Increase equal to the Prevailing Wage Rate increase. Terms and Conditions • Overtime: Overtime for field personnel will be charged at.1.5 times basic hourly rates when exceeding 8 hours up to 12 hours per 24 hour Interval, and 2 times basic hourly rates when exceeding 12 hours in 24 hours or on Sunday, and 3 times basic hourly rates on California official holidays. Page 36 of 36 25C-105 EXHIBIT B Page 2 of 2 .., Right of Way Consulting and Related Services fad' PRICE SUMMARY SHEET Terms and Conditions (con'1) • Expert Witness Time: Expert witness deposition and testimony will be charged at 2 times hourly rates listed on the previous pages, with a minimum charge of four hours per d ay. ~ • Outside Direct Costs (ODCs): Heavy equipment, subcontractor fees and.expenses will be invoiced at cost plus 10%, unless billed directly to and paid by client. • insurance and Limitation of Liability: These rates are predicated on standard i nsurance coverage ? and a li mit of Leighton's liability equal to our total fees for a given project. Field Equi pment List Task Equipment, Supplies and Materials Unit Rate 8200 Box of 10 soil drive-sample rings $125 per month d6 9594 Caution Tape (1000-foot roll) 15 each 9575 Combination Lock or Padlock 15 each 9564 Core Sample Boxes 15 each 9565 Cutoff Saws, reciprocating, electric (Saws-All) 45 per day 9566 D.C. Purging Pump, 3 gpm 25 per day -- 9555 DOT 55-gallon Containment Drum with lid 60 each 9567 Dissolved Oxygen Meter 40 per day 9537 Generator, portable gasoline fueled, 3,500 watts 75 per day 9538 In-Situ Level Troll 500 (each) 50 per day 9539 In-Situ Troll 9500 Low Flow Water Sampling Equipment 120 per day 9543 Level B Protection (per person) 300 per day 9544 Level C Protection (per person) 180 per day 9574 iylagnahelic Gauges, each 10 per day t? 9511 Mileage (current published IRS rate) IRS rate/mile 9547 Nitrile Gloves 15 per pair 9522 ptVConductivity/Temperature Meter 45 per day 9562 Photo-Ionization Detector (PID) 440 per week 9557 Pump, Typhoon 2 or 4 Stage 45 per day 9512 Service Vehicle Usage 150 per day 9581 Slip / Threaded Cap, 2-inch or 4-inch diameter, PVC Schedule 40 8 each ?• 9593 Snow Fence (100-foot roll) 15 per day 9595 Survey/Fence Stakes 5 each 9526 Submersible Pump, 10 gpm, high powered Gntnfos 2-inch with controller 160 per day 9527 Submersible Sump/Transfer Pump, 10-25 gpm 45 per day 9582 Threaded Cap, Schedule 40 PVC 15 per cap 9585 Tedlar® Bags 15 each 9586 Traffic Cones (S25)Barricades (single lane) 40 per day 9556 Tubing, clear vinyl 3/8-inch diameter AS¢ per foot „ 9528 Turbidity Meter 70 per day 9548 Tyvek® Suit (each) 12 each 9529 Vapor Sampling Box 40 per day 9588 Visqueen, 6-mil,' 20 feet x 100 feet roil, 6-mil 75 per roll 9536 Water Level Indicator (electronic well sounder) <_300 feet deep well 40 per day +? 9597 Double-Icing Infiitrometer (ASTM D 3385-09) equipment 350 per day to .., Page 36 of 36 25C-106 ENVIRONMENTAL ASSESSMENT SERVICES AGREEMENT THIS AGREEMENT, made and entered into this 4`h day of April, 2011, by and between SCS ENGINEERS, a corporation (hereinafter "Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City"). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of environmental assessment services. B. Consultant represents that it is able and willing to provide such services for Santa Ana. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall provide services, as set forth in City's Request for Proposals-Right of Way Consulting and Related Services, dated November 15, 2010, attached hereto as Exhibit A, and as more specifically described in Consultant's Proposal, attached hereto as Exhibit A-], and both exhibits incorporated by reference. 2. DELIVERY OF WORK PRODUCT - OWNERSHIP Consultant warrants and represents that it has the absolute right to enter into and perform this Agreement and will perform its obligations hereunder in accordance with standards and practices prevailing in the industry. Consultant's contribution to the Project, including works to be produced by Consultant hereunder, will not infringe or misappropriate the proprietary or personal rights of any third person or party. Consultant shall deliver to City any work product which results from the services provided. Said work product shall be submitted in hard copy and produced in a form compatible with City's information systems, as agreed between the City's Project Manager and Consultant. In regard to all material produced as a deliverable under this Agreement, including but not limited to records, papers, drawings, specifications, programs, systems and other materials prepared by Consultant, Consultant agrees, for itself and its affected officers, employees, agents, contractors, and volunteer workers, that (a) other such material shall be the property of the City, and may not be copyrighted without prior review from the City, and (b) the authors of all such material, whether copyrighted or not, award to the City, and to its officers, agents and employees acting within the scope of their official duties, as a condition of payment to the Consultant, a royalty-free, nonexclusive, irrevocable license throughout the world for governmental purposes to disclose, publish, translate, reproduce, and use such materials. 25C-107 3. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Consultant's Fee Schedule, attached hereto as Exhibit B. The total sum to be expended on all consultants providing environmental assessment services shall not exceed an aggregate of $200,000, during the term of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. The invoice shall include a detailed breakdown of the services provided, the project title, the tasks, the hours, and hourly rates. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 4. TERM This Agreement shall commence on April 1, 2011 and terminate on the later of February 28, 2012, or the expenditure of allocated funds, unless terminated earlier in accordance with Section 13, below. The City shall have the option to extend the term for an additional one-year period. 5. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's 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. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. 25C-108 b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 combined single limit. Such insurance shall include coverage for owned, hired and non-owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim, and $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 in form by the City Attorney. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. f. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 7. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the 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 25C-109 Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. 8. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 9. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 10. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by facsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 facsimile (714) 647-6956 With courtesy copies to: and Public Works - Design Engineering City of Santa Ana 20 Civic Center Plaza (M-36) P.O. Box 1988 Santa Ana, California 92702 facsimile (714) 647-5635 City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) 25C-110 P.O. Box 1988 Santa Ana, California 92702 facsimile (714) 647-6515 To Consultant: SCS Engineers 3900 Kilroy Airport Way, Suite 100 Long Beach, California 90806-6816 facsimile (562) 427-0805 Attn: Kevin Green A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by facsimile, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 11. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 12. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 13. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof 25C-111 for such purposes as the City deems appropriate. However, any use of unfinished work product shall be at City's sole risk. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 14. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 15. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 16. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 17. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. Captions and headings in this Agreement, including the title of this Agreement, are for convenience only and are not to be considered in construing this Agreement. c. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 25C-112 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA MARIA D. HUIZAR DAVID N. REAM Clerk of the Council City Manager APPROVED AS TO FORM: JOSEPH STRAKA Interim City Attorney By: SCS ENGINEERS Laura Sheedy KEVIN W. GREEN Assistant City Attorney Vice President Tax ID# RECOMMENDED FOR APPROVAL: RAUL GODINEZ, II Executive Director - PWA 25C-113 EXHIBIT SCOPE OF WORK GENERAL REQUIREMENTS - RIGHT OF WAY SERVICES Consultants under contract with the City of Santa Ana will provide support to City of Santa Ana staff or their designee. The Consultants shall be thoroughly familiar with the Statement of Work prior to submitting a response to this Request for Qualifications (RFQ). • The Consultant shall perform work to produce a high quality, professional and complete work product. • Consultant must have experience with State and Federally funded projects. All work shall be performed in conformance with all applicable regulations, policies, procedures and standards. • Real estate appraisers provided by the Consultant must be certified and a Member of the Appraisal Institute. • All acquisition agents and property managers, performing work for the City, must hold a valid California Real Estate License. Salespersons must be registered with California Department of Real Estate (DRE), as working solely under the Consultant's supervising broker of record. • Work may include, but not be limited to, the following: onsite review of the project area; review of existing records; conducting research and performing analysis; information gathering; negotiations; development of strategies. • The Consultant shall carry out the instructions received from the City and shall cooperate with the City and other agencies. • The Consultant has total responsibility for the accuracy and completeness of the work produced. The work will be reviewed by the City for conformity with the requirements of the Agreement. Reviews by the City may NOT include a detailed review for the accuracy of items submitted. The responsibility for accuracy and completeness of such items remains solely that of Consultant. • The Consultant shall be responsible for coordination and supervision of all work performed by its sub-consultants. The Consultant shall review all work performed by its sub-consultants and the responsibility for accuracy and completeness of work performed remains solely that of Consultant. • The Consultant shall have a Quality Control Plan in effect during the entire time work is being performed under the Agreement. The Quality Control Plan shall establish a process whereby work products are independently checked, corrected and back checked. All projects related correspondences and documents should be maintained and bound in appropriate project files. 25C-114 • The Consultant shall diligently work on each assignment and complete each task in accordance with the schedule and accommodate the City's needs. • The Consultant's work will be subject to inspections by City, County, State and Federal representatives. • Project files including copies of all correspondences, reports, documents, and electronic files shall be submitted to the City when requested. • All work, including reports, analysis, data, and intellectual properties developed during the life of the Agreement shall become the properties of the City. • The Consultant will receive written notification of the award of the contract. Upon on such notification, the Consultant will proceed with the services required by the Agreement. • The Consultant shall complete work under the direction of City staff. The Consultant will be expected to provide experienced and knowledgeable professional staff which will be responsive and maintain excellent working relationships with property owners, tenants, and City staff. The Consultant shall be committed to provide adequate staffing levels at all times in order to adhere to established schedules. The Consultant shall be knowledgeable and very familiar with federal, state and local regulations, policies and procedures as pertain to the right of way services provided. Specific Scope of Work for Environmental Consultinq Services include: Phase I Environmental Site Assessment Coordinate a Phase I study to be performed in compliance with the standard practices of the American Society for Testing and Materials (ASTM) Phase I ESA Process (Standard: E 1527-00). Monitor to see that: reasonable attempts are made to interview the existing and former owners of the properties; a visual survey of the site and adjacent sites is made; reasonable attempts are made to contact local government officials regarding conditions in connection with the property; a review of site and area land use history is completed; and a review of site area for geology and subsurface/surface potential for pollutant transport from public sources. Review complete report to assure contents of inspections and interviews, site characteristics, record and historical review information and potential contamination issue, and conclusions and recommendations for any work required. Copies to be distributed to City file, City Attorney and Property Management consultant, if required, on the site. Phase II Environmental Site Assessment Review with City staff the Phase I ESA to determine the need for a Phase II ESA Survey. If necessary, coordinate the completion of a Phase II ESA. Upon receipt of the Phase II report, prepare recommendation to for additional environmental analysis. Distribute the Environmental Site Report and written recommendations to City staff and City Attorney's office. 25C-115 Demolition Asbestos & Follow Up Surveys Coordinate or assist the Property Management Consultant with the coordination and completion of asbestos and lead surveys. Coordinate distribution of these reports to applicable consultants. Perform a follow-up inspections before the beginning the demolition process. 25C-116 EXHIBIT A-1 CONSULTANT'S PROPOSAL 25C-117 City of Santa Ana B5. PROJECT ORGANIZATION A project organization chart, providing lines of communication and responsibility, is presented as Exhibit 4. City of Santa Ana Public Works Department Gary Pons, CIH, CSP Kevin Green, PG, REA Task Leader Task Leader Task Leader 1. Rodney Marsh, REA, EM Kenneth Lister, PhD, PG, CEG, CHG Udo Steinberger, CAC, PE Paola Gomez-Birenbaum Ashley Hutchens, REA Jeff sieg - Drilling - Cascade Drilling, Gregg Drilling Laboratory/Driller -H&P Mobile Geochemistry Environmental Laboratory -Jones Environmental, Chem-Tek Asbestos Laboratory- Forensic Analytical Exhibit 4. Chart of Organization B6. STATEMENT REGARDING KEY PERSONNEL Key personnel shown on Exhibit 4 will be available, to the extent proposed on that exhibit, for the duration of the project. SCS understands that no person designated as "key" to the project shall be removed or replaced without the prior written consent of the City. 12 25C-118 .O O •O Q c Vl c m U d c Q N Gl d d Y n 1! 8 f.r L O • $ p o i } v? m? w r r } r } r } r N M M (1) N G 10 N H ? O t 0 a 0 p o o a o 0 o e e Ln o to asp N M •a M te) M N N N > `o a O o \ 0 0 0 0 to o D to LO to 0 F. r • N ? . i O 0 N V Q c d to 0 > 4) ?v °' Q a ?' ma c ara c o c ,- d E . o C ° c 2 o o y 0 ° ` 0 ?g a a i 0 ` . d o a a V °' p ° o °Q o °- o a o V Q ti u v d 0 0 a Q - U a` L+ al Q N w Q en N W c - C Oa w w - w o N N o O ? Cf .c O S O q. L s a d , s a a , ? s a m ° W µ• 4 y V L L ?. 40 Q 0 J? 41 40 a a46 a a- in i in W V) s s s r s O m m co m m m m u co of rn 0) fi O> rn O> J O o O O O O J O ?! J J J J r J ` C OC U a ? .0 O 4 Y. C1 V 4 x N ? m 1 d CA: N C v H c U ? ? O` ? v ? L v t >. O _, CA c dpi (? T N u N N o e°e v :e ° ? 25C-119 City of Santa Ana C. WORK PLAN The Santa Ana Public Works Department (City) can expect efficient and effective delivery of environmental consulting services from SCS. Based on our professional experience and knowledge of the environmental conditions throughout Orange County, SCS will identify preferred alternatives to address areas of concern, develop plans to appropriately address hazardous materials, and obtain regulatory agency approvals. To obtain regulatory compliance, minimize liabilities, and resolve environmental challenges, SCS will commit all necessary resources to provide the City with the highest quality, cost-effective environmental consulting services. C1. PROJECT MANAGEMENT APPROACH Successful project management is founded on effective client communication, project planning, budgeting, and scheduling. SCS embraces value engineering principles and strives to find opportunities for efficiency in our work including appropriate staffing (using higher billing rate individuals strategically in combination with junior/lower billing rate staff) and competitively bidding all subcontracted work. SCS proactively seeks client input and feedback about risk management preferences, with an eye to controlling cost while pursuing an appropriate work scope. A typical work flow for any "as-needed" requests will proceed as follows: • When a request is received from the City, the.SCS Project Manager will respond on the same day, preferably within 4 hours; if the Project Manager is unavailable, the Task Leader will respond within 4 hours. • SCS will provide the City with an initial analysis of their request and assessment by phone, if possible. A scope team is assembled to develop a cost-effective and technically sound project objective and approach. • A budget is prepared, incorporating vendors or subcontractors costs, as necessary. • A detailed, written proposal is submitted to the City. The proposal includes cost breakdowns, schedule, purpose and scope of work, and any viable alternatives to maximize efficiency. • Value engineering is conducted in collaboration with the City, and the scope is reviewed to ensure it meets City requirements. • After the City approves the proposal, as appropriate, a "kick-off' meeting is held with all the project team members to discuss budget, schedule, and tasks. 13 25C-120 *City of Santa Ana Periodic project meetings are held to review specific performance and adherence to budgets. Any changes in the anticipated fee for the project are communicated in writing to the client for review and approval prior to incurring the cost. e The method, timing, and frequency of project updates are established with the City. Once established, the Project Manager will provide routine updates according to the client's established preferences. • The Project Manager reviews the project costs and prepares invoices monthly. • A client feedback task survey, requesting performance input, is sent to the City at the end of a project. Embracing the principle of continuous improvement, we benchmark all of our projects for quality, timeliness of deliverables, and overall client satisfaction. We seek out feedback to continuously improve our work. Quality Assurance and Quality Control Quality assurance and quality control (QA/QC) and health and safety standards are maintained throughout an assignment. All deliverables are reviewed by the Project Director and Project Manager for accuracy and clarity. All services will conform to appropriate professional standards and the applicable local, state, and federal regulations (i.e., US EPA, Cal-EPA, Regional Water Quality Control Board (RWQCB), Santa Ana Fire Department, Orange County Health Care Agency, and ASTM). Our strategy for dealing with inquiries and requests from the City is designed so that SCS can be relied upon to provide prompt, consistent service. During those inevitable instances when the Project Manager is not readily available, SCS has the resources to ensure an alternate will be ready to "get the ball rolling" so that the City gets the response it needs. C2. SCOPE OF SERVICES Phase 1 Environmental Site Assessment (ESA) SCS will coordinate Phase I ESAs to be performed in accordance with 40 CFR 312 and with ASTM Standard E1527-05, the applicable standards for All Appropriate Inquiry (AAI). The ESA team will be overseen by Mr. Kevin W. Green, PG, REA, and Mr, J. Rodney Marsh, REA. Mr. Green is a Vice President and Project Director, and Mr. Marsh is a Project Manager of the firm. Both have been involved in the completion of over 1,000 Phase I ESA reports, as well as numerous other ESA-related projects involving third party reviews and litigation support. Following authorization to proceed from the client, SCS will immediately designate one or more staff for the project (as project needs require) and initiate procurement of supporting documentation for the ESA such as regulatory database reports, historical information (e.g., Sanborn maps, city directories, and aerial photographs), previous environmental reports, regulatory file reviews, etc. SCS will also ensure that site access is available, identify land 14 25C-121 City of Santa Ana owner and/or occupants and their phone numbers and other contact information, and confirm the project schedule and deliverable date with the client. Unless otherwise specified, the Phase I ESA report is typically completed in approximately two to three weeks following notification to proceed. The following is the scope of services developed to meet the objectives of an AA1 ESA. Task 1. Site and Site Vicinity Reconnaissance and Interviews A site and site vicinity reconnaissance will be conducted by a staff professional with site reconnaissance experience under the direction of the Project Director and Project Manager. The purpose of the reconnaissance will be to observe and document existing site and site vicinity conditions. In particular, SCS personnel will note evidence of present or past land uses that may have involved the storage, use, or disposal of hazardous materials or wastes. SCS personnel will note the obvious presence of indicators of hazardous materials/wastes at the site and the immediate site vicinity that could impact the site, such as: • Aboveground and underground storage tanks. • Hazardous materials/wastes. • Active and inactive landfills. • Fuel dispensers. • Chemicals and raw materials. • Transformers and other sources of polychlorinated biphenyls (PCBs). • Pits, sumps, dry wells, and catch basins. • Drums. • Large areas of staining or discolored soil or concrete. • Stressed or dead vegetation. Readily available personnel (past and present owners, operators, and occupants of the site) will be interviewed to gather information regarding the potential for contamination. An Environmental Questionnaire and Disclosure Statement will be submitted to the available personnel, and information from the questionnaire will be included in the report of findings. Color photographs will be taken to document site and site vicinity conditions. Task 2. Regulatory Agency Record Review Readily available regulatory agency records will be reviewed to assess the possible impacts to the site from on- and off-site sources of hazardous materials. These records are from the Santa Ana RWQCB, California Integrated Waste Management Board, Santa Ana Fire Department, Orange County Health Care Agency, Cal-EPA, and US EPA. We will contract with an outside vendor to provide us with a regulatory database report (Database Report) covering the site and surrounding area. 15 25C-122 *City of Santa Ana ?MMAMMMIII The Database Report will be prepared in general accordance with the ASTM guidance and AAI Final Rule, and will include a review for the following: • Permitted and leaking underground storage tanks. • Hazardous materials storage and waste generation (detailed review for site and adjacent properties only). • Landfills. • "Superfund" sites (state and federal). e Precursor Superfund sites (CAL-sites and CERCLIS listings). • Hazardous waste and substance sites (HWSSL). • Activity use limitations (see Task IV). • Environmental clean-up liens (see Task IV). Regulatory agency personnel will be interviewed and files reviewed, as necessary, to further evaluate possible hazardous materials impacts to the site. In order to complete the assessment, it may be necessary to review regulatory agency or client-provided files (e.g., leaking tanks or releases) for the site or facilities in the immediate site vicinity. Because additional regulatory files or client-provided reports may need to be reviewed, additional time and effort may be required to complete the project. As appropriate, the client will be notified of this possibility as soon as possible. Task 3. Historical and Geologic/Hydrogeologic Information Review To assess possible historical sources of introduction of hazardous materials/wastes to the site, readily available historical and recent aerial photographs will be reviewed. Sources of aerial photographs may include, but are not limited to: • City and County agencies. • US Department of Agriculture. • US Geological Survey (USGS). • Commercial photo banks. • Historical societies. • Any aerial photographs currently owned by the client. In addition to historical aerial photographs, other readily available documents and reports that may have a bearing on historical land uses will be reviewed. Such documents may include, but are not limited to: • Historical USGS topographic maps. • Historical Sanborn fire insurance maps. 16 25C-123 City of Santo Ana • City business directories. • Chain-of-title reports provided by the client. • Building permits. o Other reports and maps as made available by the client. Appropriate personnel will be interviewed, as necessary, to obtain additional information on the historical use of the site. Also, as part of this task we will review readily available information regarding the topography, geology, hydrogeology, and soils of the site vicinity. This information may include, but is not limited to USGS topographic maps, California Division of Mines and Geology geologic surveys, RWQCB designation of surface and groundwater uses, available USGS groundwater reports, and available US Soil Conservation reports. Available information on the flow direction and depth of groundwater within the site vicinity will also be reviewed. Task 4. Additional Requirements Qualifying for one of the CERCLA liability protections offered by the Small Business Liability Relief and Brownfields Revitalization Act of 2002, 40 CFR Part 312 requires that the user provide the following information to the Environmental Professional: • Environmental cleanup.liens filed or recorded against the site. o Activity and land use limitations that are in place on the site or that have been filed or recorded in a registry. • Specialized knowledge or experience of the person seeking to qualify to CERCLA liability protections. • Relationship of the purchase price to the fair market value of the property as if it were not contaminated. • Commonly known or reasonably ascertainable information about the property. • The degree of obviousness of the presence of contamination at the property, and the ability to detect the contamination by appropriate investigation. Research in connection with the above-referenced requirements is outside the standard scope of work of the Environmental Professional completing a Phase I Assessment for the user. However, if required, SCS can conduct a search for environmental liens and activity use limitations (AUU). The cost and time required will be provided upon client request. Task 5. Data Evaluation, Figure Preparation, and Assessment Report After completing the site and site vicinity reconnaissance and data review, this information will be evaluated and formatted for inclusion into a written report by a staff professional. The report will include an assessment of the likelihood that recognized environmental conditions exist at the site from current or historical site land use, or from a known and reported off-site source. A site location map, site plan, and often a site and vicinity map are provided. Photographs (and, if requested, a videotaped reconnaissance of the site), copies of appropriate regulatory and 17 25C-124 OCity of Sonto Ano historical documents, and written text are provided in support of conclusions and recommendations. As required by the EPA and ASTM standards, the results of the ESA will be reported by an Environmental Professional. The Report will be peer reviewed and signed by the Project Manager and/or Project Director. Phase 11 Site Investigation A Phase II site Investigation may be recommended if recognized environmental conditions are identified on the site during the Phase I ES A. SCS recognizes that current and/or proposed future uses of a site are important considerations in developing recommendations for additional site work (i.e., residential use, roadways, childcare facilities, etc.). Further, it is the SCS Team's job to ensure the Phase II site Investigation includes the collection, analysis, and reporting of high quality data that are representative of site conditions and may be relied upon for due diligence, site closure requests, corrective action plans, or remediation system designs, as applicable. The Phase H site Investigation team will be overseen by Mr. Kevin W. Green, PG, REA, and Kenneth H. Lister, PhD, PG, CHG. Mr. Green is a Vice President and Project Director, and Dr. Lister is a Project Manager of the firm. Dedicated staff will be assigned to each project to ensure continuity. Both have been involved in the completion of hundreds of site investigation and related projects. The complex nature of site investigation projects requires a thorough knowledge of pertinent legal, regulatory, and environmental details. As a full-service environmental consulting firm, SCS has successfully investigated hundreds of sites with environmental concerns utilizing the following services: • Initial site history and background review. • Development of work plans required by regulatory agencies. • QA/QC Plans. • Preliminary site assessments. • Health and safety plans. • Geophysical survey to clear borings or identify subsurface structures. • Subsurface investigations of soil, groundwater, and/or soil vapor to assess the nature and extent of chemicals in the subsurface. • Groundwater monitoring, testing, and hydrogeologic modeling. • Health risk assessment and fate transport modeling. 18 25C-125 ANNINk QPCIty of Santa Ana • Feasibility studies and remedial alternative evaluation, • Corrective action plans and risk based corrective action plans. • Remedial design plans and specifications. • Construction cost estimating. • Construction management, • Community relations, Phase 11 site Investigations are conducted to verify the presence of constituents of concern and, as applicable, to define the concentration and spatial extent of these substances. Phase 11 site Investigations may be conducted based on findings from a Phase I ESA, in response to regulatory agency concern, because there is some indication contaminants are present, or as follow up to previous phases of site investigation findings. Investigation techniques may include hand augers; direct-push, hollow-stem auger, air rotary, and/or sonic drilling methods; or exploratory excavations such as trenches and potholes. Soil and soil vapor samples may be analyzed using on-site mobile laboratories or off-site fixed-based certified laboratories. Groundwater samples may be collected using grab, traditional, and low flow sampling techniques. Expedited analysis may be used when appropriate. Phase lI site Investigations are completed according to generally-accepted regulatory guidance and in accordance with permits. A phased approach is often used in Phase II site Investigations, wherein a limited number of samples is collected from suspect areas to assess the potential for contamination as established by the conceptual model and data quality objectives. If analytical results for this "first phase" of samples indicate that contamination is present, a more comprehensive sampling effort may be recommended to more fully delineate the extent of the impacted area and affected media (soil, soil vapor, and/or groundwater). Once the release has been properly characterized, the data are used to evaluate remedial alternatives and estimate site cleanup costs. These subsequent phases may or may not be conducted with regulatory agency oversight. SCS consults with clients and their legal counsel to determine when regulatory agency involvement is recommended. Other factors that are key to developing an investigation approach include area access; overhead clearance; locations of utilities or other possible subsurface obstructions; traffic control; and health and safety considerations, including establishment of work and exclusion zones. At the end of a Phase 11 site Investigation, a report is submitted, outlining the procedures used during the field investigation and the type and extent of contamination encountered. The site investigation report includes background that discusses site characteristics and rationale for sampling approach, review of field activities, boring or sample logs, a description of sampling protocols, analytical results, and conclusions regarding the extent of contamination, if any, detected by the investigation. Supporting documentation-such as figures, tables, cross-sections, 19 25C-126 *City of Santa Ana plume maps, laboratory reports, survey reports, etc.----is appended to the final report. In some cases, this report will include recommendations for corrective actions, if required. Demolition Asbestos and Follow-up Surveys Asbestos-containing materials (ACMs) were used for a wide variety of building components until the mid-1970s, when concern over airborne asbestos fibers and their health effects became widespread. Although the use of ACMs in buildings was restricted in the 1970s, ACMs have been identified in buildings constructed in the 1980s. Inspection of structures for asbestos-containing materials (ACMs) is frequently conducted as part of due diligence environmental assessments or in anticipation of demolition. SCS offers asbestos inspection management services in-house. Our asbestos management services team consists of OSHA- and AHERA-certified environmental specialists (Messrs. Udo Steinberger and Drew Priolo) based in our Long Beach office, supplemented, as necessary, by certified personnel in other offices in California and Nevada. Our asbestos personnel conduct inspections, prepare survey reports, develop abatement plans and specifications, oversee asbestos abatement activities, collect clearance samples for laboratory analysis, and prepare Operation and Maintenance (O&M) plans. Normally, SCS services begin with a comprehensive inspection and sampling of suspected ACMs, followed by recommendations regarding appropriate management and abatement strategies. For larger structures or more complicated facilities, information obtained during the inspection is often supplemented through a review of available building plans and records. The survey is accomplished through a visual examination of the structure to determine if suspected ACMs are present. Representative samples of a suspected ACM are collected, its location documented, and quantity estimated. Samples collected during the inspection are submitted to an accredited laboratory for testing. SCS subcontracts only with accredited laboratories to perform analysis of bulk samples. Laboratories must be accredited by National Voluntary Laboratory Accreditation Program (NVLAP). In many cases, the laboratories have also received accreditation by the American Industrial Hygiene Association (AIHA). Bulk material samples are typically analyzed using Polarized Light Microscopy (PLM) with dispersion staining techniques, as required by the EPA. Additional laboratory analysis (e.g., Transmission Electron Microscopy [TEM] or 1000 point count method with gravimetric reduction) may be recommended or conducted to verify the asbestos concentrations in suspect building materials. SCS prepares an asbestos survey report, which typically consists of a description of each type of suspected ACM identified, its location, its condition (friable or nonfriable), a summary of laboratory results, and an estimation of the quantity of ACMs present at the site. ACM surveys are typically completed by a single person (often at the same time as a lead-based paint inspection), with a report completed in 2 to 3 weeks. D EXCEPTIONS AND DEVIATIONS In view of current legal developments, if selected for this assignment SCS would like to negotiate the terms of Sample Agreement Section 7, Indemnification, to provide that for design 20 25C-127 *City of Santo Ana professional services rendered after January 1, 2011, Consultant's indemnity obligation, including defense, shall apply only to claims that arise out of, pertain to or relate to Consultant's negligence, recklessness, or willful misconduct. E. COST AND PRICE PROPOSAL SCS has completed the City's Exhibit A, "List of Key Personnel," and Exhibit B, "Price Summary Sheet." They are presented below. We understand that this contract will result in a time-and-materials type of payment provision. However, SCS often conducts similar projects on a fixed-fee basis. We are flexible and will work to provide bids and invoices in ways that are convenient to the City. 21 25C-128 EXHIBIT A Page 1 of 1 Right of Way Consulting and Related Services PART I -- LIST OF KEY PERSONNEL Names Functions Kevin W. Green, PG, REA _ Project Manager/Director J. Rodney Marsh, REA, CEM Task Leader-Phase I ESAs en ister, , CEG, g Task Leader-Phase 11 ESAs Gary Pons Health & Safety Officer Ashley Hutchens, REA Phase 11 Investigations Paola Gomez-Birenbaum, GIT Phase I Assessments . o teinberger, PE Task Leader-Asbestos and Lead Jeff Sie Phase 11 Investigations PART 11- LIST OF SUBCONSULTANT/SUBCONTRACTORS Subcontractor Name/Address . Function regg Drilling, 2726 Walnut Ave., Signal Hill CA Drilling ascade Drilling, 555 S. Harbor Blvd., La Habra, CA Drilling &P Mobile Geochemistry, 2470 Impala Dr., Carlsbad, C Drilling, Sampling, Mobile Lab (Soil and Soil Vapor) Jones Environmental, PO Box 5387, Fullerton, CA obi e a oratory of and Soil Vapor) Chemtek Environmental Laboratories, 13554 Larwin Circ e Laboratory-Soil and Groundwater 13554 Larwin Circle, Santa Fe Springs, CA Forensic Analytical, 2959 Pacific Commerce r., Asbestos an ea Analyses Rancho Dominguez, CA Page 35 of 36 25C-129 EXHIBIT B FEE SCHEDULE 25C-130 EXHIBIT B Page 1 of 1 Right of Way Consulting and Related Services PRICE SUMMARY SHEET SCHEDULE i -- HOURLY RATES Name Job Title/ Classification Job Function Fully Burdened Hourly Rate* Kevin W. Green Project Director/Mgr. POC, Project Review, QA/Q $220 Ken Lister Project Manager Data Interpretation and Rep orting $170 J. Rodney Marsh Project Manager Data Interpretation and Rep orting $170 Gary Pons Health & Safety Officer Health & Safety $165 Udo Steinberger Sr. Project Professional Asbestos/Lead Surveys $140 Ashley Hutchens Sr. Project Scientist Project Mgm1/Field Coordination and Oversi $140 Jeff Sleg Project Professional Field Coordination/Oversig it $120 Paola Birenbaum Project Professional Field Coordination/Oversig it $120 I Drew Priclo Sr. Technician Field Monitoring $95 Lance Weaver Sr. Technician Field Monitoring $95 Allie Stoddard Designer/Drafter CADD $85 Kim Braun Administrative Secretarial $70 rusty Burdened ' rates include all overhead, general costs, administration costs and profit. Page 36 of 36 25C-131 25C-132 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 4, 2011 TITLE: AGREEMENTS WITH ENVIRONMENTAL ENGINEERING AND CONTRACTING, INC. AND AMEC GEOMATRIX, INC. FOR NPDES COMMERCIAL/INDUSTRIAL INSPECTION SERVICES CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 15t Reading ? Ordinance on 2nd Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute the attached agreements with Environmental Engineering and Contracting, Inc. (EEC) and AMEC Geomatrix, Inc. (AMEC) for a total aggregate amount not to exceed $300,000 annually for a term of one year with options to renew for three additional one-year periods exercisable by the City Manager, subject to nonsubstantive changes approved by the City Manager and City Attorney. DISCUSSION The Federal Clean Water Act requires any governmental or private entity that discharges storm water into the waters of the United States via a storm drain system to comply with the regulations as set forth in the National Pollution Discharge Elimination System (NPDES) Permit approved for that region. In May 2009, the Santa Ana Regional Water Quality Control Board issued a revised NPDES permit for the Orange County region. This permit requires the City to inspect industrial and commercial facilities that, based on its operation, may reveal a storm water threat. Inspections shall include review of the facilities for storage practices, Best Management Practices and maintenance procedures. In addition the consultant will document any water quality violations as well as evidence of unauthorized, nonstorm-water discharges. The RFP was sent out to a number of qualified firms including two in Santa Ana: URS and EEC. Proposals were received from EEC and AMEC. The proposals from both consultants are based on the detailed scope of services, and are being recommended based on their understanding of the required tasks, qualifications, and experience with similar projects. Staff recommends that both EEC and AMEC be retained for the project. Both firms meet the requirements of the NPDES permit for our region. 25D-1 Agreements for NPDES Commercial/Industrial Inspection Services April 4, 2011 Page 2 ENVIRONMENTAL IMPACTS There is no environmental impact associated with this action. FISCAL IMPACT Funds are available in the Federal Clean Water Protection Enterprise Fund (accounting unit 05717640-62300) APPROVED AS TO FUNDS AND ACCOUNTS: r t!lr -A Rau odinez II Francisco Gutierrez Executive Directo Executive Director Public Works Agency Finance & Management Services Agency RG/SA Exhibit 1: Agreements 2501-2 COMMERCIAL/INDUSTRIAL INSPECTION AND DATABASE MANAGEMENT SERVICES AGREEMENT THIS AGREEMENT made and entered into this 4"' day of April, 2011 by and between Environmental Engineering and Contracting, Inc., a California corporation (hereinafter "Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City"). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of NPDES inspection and database management services. B. Consultant represents that Consultant is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall provide Commercial/Industrial Inspection and Database Management consultant services, as set forth in City's Request for Proposals issued February 16, 2011, on file with the Santa Ana Public Works Agency and incorporated herein by reference; and Consultant's Proposal dated March 3, 2011, attached hereto as Exhibit A and incorporated by reference. 2. DELIVERY OF WORK PRODUCT - OWNERSHIP Consultant warrants and represents that it has the absolute right to enter into and perform this Agreement and will perform its obligations hereunder in accordance with standards and practices prevailing in the industry. Consultant's contribution to the Project, including works to be produced by Consultant hereunder, will not infringe or misappropriate the proprietary or personal rights of any third person or party. Consultant shall deliver to City any work product which results from the services provided. Said work product shall be submitted in hard copy and produced in a form compatible with City's information systems, as agreed between the City's Project Manager and Consultant. In regard to all material produced as a deliverable under this Agreement, including but not limited to records, papers, drawings, specifications, programs, systems and other materials prepared by Consultant, Consultant agrees, for itself and its affected officers, employees, agents, contractors, and volunteer workers, that (a) other such material shall be the property of the City, and may not be copyrighted without prior review from the City, and (b) the authors of all such material, whether copyrighted or not, award to the City, and to its officers, agents and employees acting within the scope of their official duties, as a condition of payment to the Consultant, a royalty-free, nonexclusive, irrevocable license throughout the world for governmental purposes to disclose, publish, translate, reproduce, and use such materials. 25d-3 3. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Consultant's Fee Schedule, attached hereto as Exhibit B. The total sum to be expended on all consultants providing NPDES Inspection and Database Management services shall not exceed an aggregate of $300,000, annually, during the term of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. The invoice shall include a detailed breakdown of the services provided, the project title, the tasks, the hours, and hourly rates. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 4. TERM This Agreement shall commence on the date first written above and terminate on March 31, 2011, unless terminated earlier in accordance with Section 13, below. The City shall have the option to extend the term of this Agreement for up to three additional one-year periods, on the terms and conditions set forth herein. 5. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's 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. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. 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. 256-4 c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim. e. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: (i) Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. f. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 7. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the 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. 8. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than 25b-5 reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 9. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 10. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 facsimile (714) 647-6956 With courtesy copies to: and Executive Director of Public Works City of Santa Ana 220 S. Daisy Avenue, M-85 Santa Ana, California 92703 facsimile (714) 647-3345 City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 facsimile (714) 647-6515 To Consultant: Environmental Engineering and Contracting, Inc. 501 Parkcenter Drive Santa Ana, California 92705 facsimile (714) 667-2310 Attn: Jim Kolk 25b-6 A party may change its address by giving notice in writing to the other party. Thereafter, communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by telefacsimile, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 11. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 12. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 13. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 14. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. 25DJ-7 Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 15. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 16. PROFESSIONAL LICENSES Consultant shall, throughout the 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. 17. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: JOSEPH STRAKA Interim City Attorney RECOMMENDED FOR APPROVAL: RAUL GODINEZ II Executive Director - PWA CITY OF SANTA ANA DAVID N. REAM City Manager ENVIRONMENTAL ENGINEERING AND CONTRACTING, INC. JOHN SHAFFER President Tax ID# 2sb-s EXHIBIT A CONSULTANT'S PROPOSAL 25a-9 C. Work Plan Successful implementation and management of a stormwater program demands a clear understanding of the NPDES Permit requirements and solid teamwork between City staff and consultants/contractors. Having supported other Cities in their response to a prior stormwater/NPDES program and inspection Audit/NOV, and having developed the Local Implementation Plans (LIP), EEC stands poised to support the City of Santa Ana's stormwater compliance needs. Utilizing our knowledge and experience EEC can provide the program management, field inspection, and database management services needed to ensure continued compliance with the regulations of the City's NPDES Permit. 1. Subtasks Approach Subtask 1: Task Order Database Management EEC will review the City's commercial I Order NO.R&2o0¢W30(NPDES NO. CA56160J0)-as amended by Order NO. R11-2010.0062 The Ceunly of Orange. OCFCO. and Incorporated Cities Attachment •A° Area wide Urban Worm Water Runoff industrial facility database and ensure that it complies with all database requirements of the NPDES permit, especially sections IX and X of the Permit Requirements. This will include prioritization of all facilities to manage and maintain program data. This database will be linked to a GIS to facilitate inspection management, report generation, and facility EEC - Santa Ana NPDES Proposal l t 5 D _ 1 0 March 3, 2011 compliance management. The GIS will have digital representation of all facilities in the program that are within the City's service area, as demonstrated in the figure above. The GIS will also comply with Sections IX and X of the NPDES Permit Requirements. EEC will manage and execute all data and submittals pertaining to the Commercial/Industrial Facility Program as required by Section I of the NPDES Permit Requirements. EEC will also participate in periodic meetings with the City to provide updates on the progress of inspections, discuss enforcement issues, and provide suggestions for improving the Inspection Program based upon field experience and maintaining the Prioritized Facility Inventory. EEC will assist in the long-term management of the inspection program and update the Prioritized Facility Inventory with information from the City's most current business license database. EEC will provide the City with bi-weekly status reports via email and summary status reports with the monthly invoices. Subtask 2: Conduct Facility Inspections, Inventory Management, and Enforcement Notifications EEC will conduct on-site facility inspections as outlined in the City's NPDES permit. As part of the facility inspections, EEC will assess indoor and outdoor areas associated with stormwater runoff and conveyance and review the following: material and waste handling and storage practices; written documentation of pollutant control BMP implementation, including internal inspection logs and reports, SWPPPs, and spill response plans; maintenance procedures; implementation of source control measures; and digital photographic documentation of any water quality violations, as well as evidence of past or present unauthorized, non-storm water discharges and enforcement actions issued at the time of inspection. Sample inspection forms aare included in Appendix B. EEC will also conduct personnel interview(s) to develop a general assessment of the awareness of storm water pollution prevention measures by facility management and employees. EEC will prepare an inspection report that assesses the facility's potential to impact storm water quality and the effectiveness of BMPs to minimize pollutant exposure. The facility officials will be informed of any required follow-up activities and all results will be entered into the City's NPDES database. EEC - Santa Ana NPDES Proposal 125D-1 1 March 3, 2011 Based on the results of the inspections or as requested by the City, EEC will investigate and respond to infractions or complaints related to the City's NPDES permit and the City's Water Pollution Regulations. In the event that inappropriate material or waste handling or storage practices are observed; there is evidence of past or present unauthorized, non-storm water discharges; if BMPs are determined to be ineffective in eliminating storm water exposure; or if applicable plans have not been prepared or maintained, including SWPPPs and spill response plans, EEC will determine if an enforcement order is required. EEC will coordinate with the facility to remedy noncompliance and conduct re-inspections that are adequate to bring the facility into compliance. Administrative remedies administered by EEC may include verbal or written notices of noncompliance. If necessary, administrative compliance orders or cease and desist orders will be coordinated with the City. Sample enforcement correspondence that was developed by EEC for the City of Stanton is provided in Appendix C. Subtask 3: Additional Program Assistance as Needed EEC will provide additional technical and regulatory assistance related to the Overall NPDES Program as requested by the City. This may include special inspections as they occur, updating handouts for BMPs, translation of materials into other languages, and other tasks related to improving the City's NPDES Program. This task will also include response and representation on discharges on the City's behalf. EEC will act on the City's behalf to ensure proper response and cleanup of discharges (into the public right of way) are accomplished according to NPDES permit requirements. EEC inspectors will develop an on-call schedule that will ensure at least one inspector is available, 24/7, for immediate illegal discharge response. EEC inspectors are familiar with the proper NPDES inspection procedures and have reviewed the County of Orange's training program documents (e.g. IDIC training). EEC inspectors are also trained on the proper response procedures for responding to emergency discharges or discovered NPDES violations. EEC inspectors will attend any available training courses deemed appropriate through the County of Orange or the California Stormwater Quality Association (CASQA). EEC - Santa Ana NPDES Proposal T 5 D A March 3, 2011 Should the City need support to develop or enhance the permit-mandated training courses EEC has extensive experience in developing training courses and can assist with this effort. 2. Activity Outline In order to meet the aggressive 2010/2011 schedule with and estimated Counsel award date of April 4, 2011, EEC activities will consist of the following : 1. Data Management Staff will conduct a preliminary database review and facility inventory QA/QC and prepare initial inspection lists for Field Inspection staff. 2. Field Inspection Staff will be deployed to conduct initial facility inspections. EEC will deploy 3-4 Field Inspectors with the expectation of each conducting 25-35 inspections per week. Added inspection resources are available and will be utilized to supplement field activities as required. 3. Data Management Staff will conduct a detailed database review and facility inventory QA/QC to identify specific database upgrade needs. In coordination with City Staff, database upgrades will be implemented and supplemental inspection lists will be prepared and provided to Field Inspection staff. 4. Data Management Staff will review and enter collected inspection data into the updated NPDES database on an on-going basis. 3. Project Schedule The 2010/2011 schedule is summarized below. A detailed schedule for 2010/2011, as well as a preliminary schedule for 2011/2012, is provided in Appendix D. • April 4 - Counsel Approval/Project Kick-off • April 5 thru April 15 - Preliminary Database and Facility Inventory Review • April 18 thru June 30 - 2010/2011 Commercial/Industrial Inspections (including re-inspections as needed) EEC - Santa Ana NPDES Proposal 1 2 5 D -13 March 3, 2011 • April 18 thru May 15 - Detailed Database Review and Updates, Supplemental Inspection Lists • April 25 thru June 20 - Inspection Data Entry • July 1 thru July 30 - Submittal preparation 4. Quality, Budget, and Schedule Control Over the past 16 years, EEC has managed many multi-year projects with tight deadlines and limited budgets. EEC understands that quality, budget and schedule control is essential to a successful project. One way that EEC plans to accomplish this is with schedule tracking software. EEC utilizes Microsoft Project software to track all projects. Microsoft Project allows EEC to track project schedules and budgets to maintain a clear understanding of a projects status. Beyond utilizing Microsoft Project, EEC will generate monthly status reports and invoices from the database of the inspections performed. The City will receive the monthly status reports so the City can always be up-to-date on the project's status. Finally, EEC will utilize a Geographic Information System (GIS) to track and schedule inspections. By using GIS, EEC can create monthly inspection zones, which makes inspection routing more efficient and ensures facilities are inspected within their correct priority- inspection frequency. EEC understands that project quality is very important to the success of this project. The City needs to be sure that complete and thorough inspections are being performed. EEC management staff will perform periodic follow-up inspections to verify if an adequate inspection was performed at that facility. This ensures that quality inspections are always performed, and also provides feedback from facilities about the inspection experience. This feedback can be used to improve inspection processes. These are tried and tested project management tools and techniques that EEC has implemented for other City of Santa Ana commercial inspection projects. EEC - Santa Ana NPDES Proposal 1 March 3, 2011 EXHIBIT B FEE SCHEDULE 25d-15 ATTACRA41 .NT 1 High Medium Low High Medium Low Priority Priority Priority Priority Priority Priority Re- Year Industrial Industrial Industrial Commercial Commercial Commercial Inspections Total 2010/1 1 111 265 275 180 357 0 119 1307 Year 2010/11' Subtask Total 1.0 Subtask No. 1- Commercial/Industrial Facility Database Maintenance and Management $ 33,450 Personnel/Labor Classification required for this Subtask: John Shaffer, Principal-in-Charge; Stan Steinbach, QA/QC; Jim Kolk, Project Manager; Ramon Gallegos, GIS/Database/Inspection Manager; Steve Shaffer; Database Developer; Joe Jenkins, Senior Inspector; Noel Legaspi, Inspection QA/QC 2.0 Subtask No. 2 - Conduct Facility Inspections for Fiscal Year $ 126,430 2010/2011 Personnel/Labor Classification required for this Subtask: Joe Jenkins, Senior Inspector; Keith Armstrong, Senior Inspector;Joseph Hunt, Inspector; Kalen Kornfeind; Inspector; Kyle Wagner, Inspector; Cyrus Safizadeh, Inspector 3.0 Subtask No. 3 -- Additional Program Assistance as Requested $ 20,000 Personnel/Labor Classification required for this Subtask: Senior Engineer/Scientist - *30 hrs @ $ 135 /hr - $ 4,050 Project Engineer/Scientist - *93 hrs @ $125 /hr _ $ 11,625 Senior Proj. Engr./Scientist - *24 firs @ $ 180 /hr = $ 4,320 * These hours can be modified if necessary, to accommodate insrD) ection hours. Total Cost for Fiscal Year 2010/11 $179,$75 * Be advised that there will be 3-4 months to accomplish the inspections outlined in the first year of the contract. Please appropriate personnel as required to meet the first year inspection deadline. Page 8 of 32 25D-16 ATT A PTJX4T, ivrr 1 High Medium Low High Medium Low Year * Priority Industrial Priority Industrial Priority Industrial Priority Commercial Priority Commercial Priority Commercial "Re. Inspections Total 2011/92 111 0 275 180 0 6 20 118 1305 Year 2011/12 Subtask Total 1.0 Subtask No. 1- CommerciaVIndustrial Facility Database . Maintenance and Management $ 45,200 Personnel/Labor Classification required for this Subtask: John Shaffer, Principal-in-Charge; Stan Steinbach, QA/QC; Jim Kolk, Project Manager; Ramon Gallegos, GIS/Database/Inspection Manager; Steve Shaffer; Database Developer; Joe Jenkins, Senior Inspector; Noel Legaspi, Inspection QA/QC 2.0 Subtask No. 2 - Conduct Facility Inspections for Fiscal Year $ 114,210 2011/2012 Personnel/Labor Classification required for this Subtask: Joe Jenkins, Senior Inspector; Keith Armstrong, Senior Inspector;Joseph Hunt, Inspector; Kalen Kornfeind; Inspector; Kyle Wagner, Inspector; Cyrus Safizadeh, Inspector 3.0 Subtask No. 3 - Additional Program Assistance as Requested $ 20,000 Personnel/Labor Classification required for this Subtask: Inspector - 112 hrs @ $ 70 /hr = $ 7,840 Senior Engineer/Scientist - 22 hrs @ $135 /hr = $2970 Project Engineer/Scientist - 62 hrs @ $ 125 /hr = $ 7,750 Senior Proj. Engr./Scientist - $ hrs @ $ 180 /hr = $1,440 Total Cost for Fiscal Year 2011/12 $179,410 Page 9 of 32 25D-17 ATTACHMENT 1 Hi h M d€ C * g Priority e um Priority ow Priority High Priority Medium Priority Low Priority **Re- Year Industrial Industrial Industrial Commercial Commercial Commercial Inspections Total 2011112 111 0 275 180 0 620 118 1305 Year 2012/13 Subtask Total 1.0 Subtask No. 1- CommerciaUludustrial Facility Database Maintenance and Management 28,520 Personnel/Labor Classification required for this Subtask: John Shaffer, Principal-in-Charge; Stan Steinbach, QA/QC; Jim Kolk, Project Manager; Ramon Gallegos, GIS/Database/Inspection Manager; Steve Shaffer; Database Developer; Joe Jenkins, Senior Inspector; Noel Legaspi, Inspection QA/QC 2.0 Subtask No. 2 -- Conduct Facility Inspections for Fiscal Year $ 131,380 2012/2013 Personnel/Labor Classification required for this Subtask: Joe Jenkins, Senior Inspector; Keith Armstrong, Senior Inspector;Joseph Hunt, Inspector; Kalen Kornfeind; Inspector; Kyle Wagner, Inspector; Cyrus Safizadeh, Inspector 3.0 Subtask No. 3 - Additional Program Assistance as Requested $ 20,000 Personnel/Labor Classification required for this Subtask: Inspector - 112 hrs @ $ 70 /hr = $ 7,840 Senior Engineer/Scientist - 22 hrs @ $135 /hr = $ 2,970 _ Project Engineer/Scientist - 62 hrs @ $ 125 /hr = $ 7,754 Senior Proj. Engr./Scientist - 8 hrs @ $180 /br = $1,440 Total Cost for Fiscal Year 2012/13 I $179,900 Page 10 of 32 25D-18 ATTACHMENT 1. High Medium Low High Medium Low Priority Priority Priority Priority Priority Priority **Re. Year * Industrial Industrial industrial Commercial Commercial Commercial -Inspections Total 2011/12 111 0 275 180 0 620 119 1305 Year 2013/14 Subtask Total 1.0 Subtask No.1- Commercial/Industrial Facility Database Maintenance and Mana ement $ 45200 Personnel/Labor Classification required for this Subtask: John Shaffer, Principal-in-Charge; Stan Steinbach, QA/QC; Jim Kolk, Project Manager; Ramon Gallegos, GIS/Database/Inspection Manager; Steve Shaffer; Database Developer; Joe Jenkins, Senior Inspector; Noel Legaspi, Inspection QA/QC 2.0 Subtask No. 2 -Conduct Facility Inspections for Fiscal Year $114,210 2013/2014 Personnel/Labor Classification required for this Subtask: Joe Jenkins, Senior Inspector; Keith Armstrong, Senior Inspector;Joseph Hunt, Inspector; Kalen Kornfeind; Inspector; Kyle Wagner, Inspector; Cyrus Safizadeh, Inspector 3.0 Subtask No. 3 - Additional Program Assistance as Requested $ 20,000 Personnel/Labor Classification required for this Subtask: Inspector - 112 hrs @ $ 70 /hr = $ 7,840 Senior Engineer/Scientist - 22 hrs @ $ 135 /hr = $ 2,970 Project Engineer/Scientist - 62 hrs @ $125 /hr = $ 7,750 Senior Proj. Engr./Scientist - 8 hrs @ $180 /hr = $1,440 Total Cost for Fiscal Year 2013/14 $179,410 Page 11 of 32 2501-19 ATTACHMENT I NPDES Commercial/industrial Inspection Consulting and Related Services PART If - LIST OF SUBCONSULTANTISUBCONSULTANTS Page 12 of 32 25D-20 PART I - LIST OF KEY PERSONNEL ATTACHMENT 1 NPDES Commerciallindustrial Inspection Consulting and Related Services PRICE SUMMARY SHEET SCHEDULE I -- HOURLY RATES Name Job Title/ Classification Job Function Fully Burdened Hourly Rate* Jahn Shaffer President Principal 205 Stan Steinbach P.E ------------- QA/QC 980 Jim Kolk Senior Staff Engineer Project Manager 135 Ramon Gallegos GIS/IT Supervisor ------------- GIS/Database/Inspection Mngr. 125 Steve Shaffer GIS/Database Analyst Database Developer 95 Joseph Jenkins Senior Technician Senior Inspector 95 Noel Legaspi Senior Technician Inspection QA/QC 95 Joseph Hunt Compliance Inspector -- Senior Inspector ------------- 95 Keith Armstrong Compliance Inspector Senior inspector 95 Kalen Kornfeind Compliance Inspector Inspector 70 Kyle Wagner Staff Engineer Inspector 70 Daniel Lee Compliance Inspector Inspector 70 Eli Ortenberg Compliance Inspector Inspector 70 Cyrus Safizadeh Compliance Inspector Inspector 70 "Fully Burdened" rates include all overhead, general costs, administration costs and profit. Page 13 of 32 2501-21 COMMERCIALANDUSTRIAL INSPECTION AND DATABASE MANAGEMENT SERVICES AGREEMENT THIS AGREEMENT made and entered into this 4th day of April, 2011 by and between AMEC Geomatrix, Inc., a California corporation (hereinafter "Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City"). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of NPDES inspection and database management services. B. Consultant represents that Consultant is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall provide Commercial/Industrial Inspection and Database Management consultant services, as set forth in City's Request for Proposals issued February 16, 2011, on file with the Santa Ana Public Works Agency and incorporated herein by reference; and Consultant's Proposal dated March 2011, attached hereto as Exhibit A and incorporated by reference. 2. DELIVERY OF WORK PRODUCT - OWNERSHIP Consultant warrants and represents that it has the absolute right to enter into and perform this Agreement and will perform its obligations hereunder in accordance with standards and practices prevailing in the industry. Consultant's contribution to the Project, including works to be produced by Consultant hereunder, will not infringe or misappropriate the proprietary or personal rights of any third person or party. Consultant shall deliver to City any work product which results from the services provided. Said work product shall be submitted in hard copy and produced in a form compatible with City's information systems, as agreed between the City's Project Manager and Consultant. In regard to all material produced as a deliverable under this Agreement, including but not limited to records, papers, drawings, specifications, programs, systems and other materials prepared by Consultant, Consultant agrees, for itself and its affected officers, employees, agents, contractors, and volunteer workers, that (a) other such material shall be the property of the City, and may not be copyrighted without prior review from the City, and (b) the authors of all such material, whether copyrighted or not, award to the City, and to its officers, agents and employees acting within the scope of their official duties, as a condition of payment to the Consultant, a royalty-free, nonexclusive, irrevocable license throughout the world for governmental purposes to disclose, publish, translate, reproduce, and use such materials. 25d-22 3. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Consultant's Fee Schedule, attached hereto as Exhibit B. The total sum to be expended on all consultants providing NPDES Inspection and Database Management services shall not exceed an aggregate of $300,000, annually, during the term of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. The invoice shall include a detailed breakdown of the services provided, the project title, the tasks, the hours, and hourly rates. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 4. TERM This Agreement shall commence on the date first written above and terminate on March 31, 2011, unless terminated earlier in accordance with Section 13, below. The City shall have the option to extend the term of this Agreement for up to three additional one-year periods, on the terms and conditions set forth herein. 5. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's 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. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. 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. 25b-23 c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim. e. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: (i) Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. f. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 7. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the 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. 8. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than 25b-24 reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 9. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 10. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 facsimile (714) 647-6956 With courtesy copies to: and Executive Director of Public Works City of Santa Ana 220 S. Daisy Avenue, M-85 Santa Ana, California 92703 facsimile (714) 647-3345 City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 facsimile (714) 647-6515 To Consultant: AMEC Geomatrix, Inc. 510 Superior Avenue, Ste 200 Newport Beach, California 92663-3627 facsimile (949) 642-4474 Attn: Matthew Lentz, Project Manager 25d-25 A party may change its address by giving notice in writing to the other party. Thereafter, communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by telefacsimile, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 11. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 12. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 13. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 14. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. 25b-26 Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 15. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 16. PROFESSIONAL LICENSES Consultant shall, throughout the 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. 17. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: JOSEPH STRAKA Interim City Attorney RECOMMENDED FOR APPROVAL: RAUL GODINEZ II Executive Director - PWA TIMOTHY S. SIMPSON Principal in Charge Tax ID# CITY OF SANTA ANA DAVID N. REAM City Manager AMEC GEOMATRIX, INC. 25b-27 EXHIBIT A CONSULTANT'S PROPOSAL 25a-2$ amec 2.2 LABOR RESOURCES As demonstrated below, our team has more than sufficient resources to meet inspection requirements for the 2010/2011 fiscal year. The workload for subsequent years is spread over a longer period and, on this basis, we have sufficient labor resources to complete this work. Labor-Hour Allocation 2010/11 Fiscal Year 2500 -- - -- -- -- 2000 L 1500 = 1000 500 0 Subtask No. 1- Task Order Database Subtask No. 2 - Subtask No. 3 -As Facility Inspections Needed Assistance Management ¦ Hours Required 94 1598 136 ¦ Hours Available 518 2160 518 SECTION 3 - WORK PLAN 3.1 WORK APPROACH Our proposed work plan is described in the sections below. Our approach is based on years of experience completing this same type of work and developing efficiencies/knowledge needed to meet MS4 Permit requirements (and deadlines) and provide business-friendly support to the City. 3.1.1 Subtask 1: Task Order Database Management Our project team will manage the City's industrial database in accordance with specific requirements outlined in the Orange County's MS4 NPDES permit, the DAMP, and procedures developed by the City. Our team provides a seamless transition for this contract, based on our extensive experience 1AM%RFFT\11mp.--2011 P-p-al,\1IPR01'0010.1X123\C-n[S11nta .\ne\ I IPROI ! yyly111Q ? ??? amecO with the County MS4 permit and because we have managed the database for the past 5 years. As part of our prior work with the City's database, we developed an automated reporting system to reduce the time and effort need to generate the documents required under the permit and we will continue to use this system to provide status reports, generate the quarterly industrial notification reports as required in Permit Section VI. Legal Authority/ Enforcement, and to provide numbers to be used in the City's PEA Report. The anticipated schedule for submitting these reports is described in Section 3.2 and provided in the attached schedule (Appendix C). For this task, AMEC will update and reprioritize the inventory. Through our prior work the City's business license departments, AMEC has developed an efficient procedure to reprioritize the City's inventory for the required businesses as specified in the County's MS4 Permit Sections IX and X. This process involves removing businesses with duplicate business licenses, home-based businesses, businesses with incorrect SIC, NAICS, or internal business license codes, and businesses not applicable to the inventory. To complete Subtask 2 on schedule during the 2010/11 fiscal year, we assume that the City will provide an updated spreadsheet with all the active businesses from the City's business license department on April 4, 2011. 3.1.2 Subtask 2: Facility Inspections, Inventory Management, and Enforcement Notifications Facility Inspections Our project team will conduct field inspections of commercial and industrial facilities to assess compliance with local water quality regulations and appropriate BMPs. We understand that the City has approximately 3,250 industrial and commercial sites that will require approximately 5,500 inspections over the remainder of the permit cycle. As identified in the RFP, we have assumed the 2010/11 fiscal year will require 1,307 inspections in less than three months. To complete this task prior to the June 30, 2011 deadline, our team will have two full-time inspectors and three part-time 1:\\[.\RKE1\Pmp-,1,\21111 Proposals\I IPR01'0010.1ID23\Cm of Santa :\na\111'R(}?yp {LyI)D ?d- 8 amee?y inspectors dedicated to the project. Our inspectors are thoroughly familiar with City of Santa Ana inspection forms and use of the database and can provide a seamless transition to meet the accelerated work schedules that will be required between April and the end of June 2011. Our inspectors meet the training program requirements described in the City's MS4 permit (Section XVI). Our project manager (Matt Lentz) assisted with development of the County's core competencies and training program for industrial and commercial inspectors and he provided industrial and commercial inspector training to Orange County Cities on behalf of the County. Our ability to start inspections immediately with trained and qualified staff allows AMEC sufficient time to complete the required inspections prior to June 30`h, 2011. To help expedite the inspection process and meet the compressed deadline, AMEC proposes to begin inspections of high priority industrial within days of receiving a signed agreement with the City. These sites have been inspected annually by our team in the past and, similar to what the City has done in previous years, can be inspected without the need to send a formal notification letter. For the remaining businesses on the City's inspection list, AMEC will send bilingual inspection announcement letters (English/Spanish) to notify businesses of the upcoming inspection. This approach is business-friendly, providing the business an opportunity to schedule the inspection. To facilitate efficiency and reduce travel time between inspections, inspectors will group daily inspections by geographic location. Each of our inspectors will be also be equipped with a field inspector "tool box" that will include appropriate BMP and public education information to provide to businesses. BMP information includes BMP handouts and pamphlets developed by the County, CASQA BMP guidance, City specific BMP materials, and information on California's Industrial General Permit. In addition our inspector "tool box" includes sample containers, pH paper, a digital ]AM ARK17. I\ Pcnp-.1,A2011 PcnposalsV I ?'R01100 10.0)23VCm. of Sama A-\1 I PRUlylrli'2D,-3'1 9 ame camera, City-specific procedures and authorizations (if applicable), and copies of applicable NPDES permits (NIS4, Industrial, and Construction). Our inspectors will provide and document when BMP materials are provided to account for the educational outreach component of the inspection program. In addition, each inspector will be equipped with a digital camera to document site conditions, if permitted by the business. Once the inspection is complete, the inspection data entered into the database will be reviewed prior to finalizing. Inventogy Management Once the inspection data is incorporated into the database, AMEC's staff will peer review each form in accordance with AMEC's Quality Assurance/ Quality Control Program described in Section 3.3. Once per month, AMEC will send out the completed inspection forms with any BMP materials applicable to each business. Unauthorized Discharges & Enforcement In the event an unauthorized discharge is observed during the inspection, our inspectors can act on the City's behalf to help manage and coordinate with City staff during the response and cleanup. We have developed detailed spill response investigation procedures for other Cities and most of our inspectors have completed the County's illegal discharge/illicit connection training. Having completed this type of work for several cities in Orange County, we understand the importance of coordinating with other City departments and the fire department. Our inspectors understand the importance of keeping open lines of communication with City staff during these incidents and have experience providing detailed e-mail summaries, with photographs of the cleanup actions within 24 ' hours of the response. AMEC has also assisted with the development of hundreds of written enforcement documents for cities in Orange County, including Santa Ana. We have developed education letters, notices of non- C\?I_ARI:I(TVP-p-.1sV2011 ProposalsVIIPROPOOIILOU23\0moftimm.A,a\IIPROPU 25111,32 10 ameO compliance, and notices of violation that are consistent with local water quality ordinance requirements, Orange County's MS4 Permit and City-specific procedures. We are also familiar with guidance documents developed by the County, including the Model Investigative Guidance Manual and the Enforcement Consistency Guide. 3.1.3 Subtask 3: Additional Program Assistance In addition to the inspections of industrial and commercial facilities, we understand that the City may require additional technical and regulatory assistance related to other aspects of the NPDES Program. This may include special inspections as they occur, update of handouts for BMPs, translation of materials into other languages, and other tasks related to improving the City's NPDES program. We have provided similar services to numerous municipal and industrial clients in Southern California and have developed guidance materials, procedures and BMP handouts related to industrial/ commercial, construction and municipal activities. In addition, our staff has significant experience with the California's Industrial and Construction General Permits. We are confident in our ability to provide expertise in each of the areas. Technical and Regulatory Assistance AMEC has assisted several municipalities with technical and regulatory assistance. As stated in our qualifications, AMEC has a thorough understanding of Orange County's MS4 permit, the County's DAMP, the City's LIP, local water quality ordinances, and other NPDES program requirements (industrial, construction, and Caltrans). We regularly develop comments on new regulations, permit, TMDLs on behalf of clients, and are currently involved in the comment process for the recently issued Draft Industrial Storm Water General Permit. Changes to this permit will affect many of the businesses in Santa Ana. Several of our proposed hey team members are involved in the development of comments on behalf of the CASQA, and our proposed project manager in co- chairing CASQA's Industrial Subcommittee. We have also assisted in the preparation for RWQCB I I:\?L\RI:1 'f\Proposnis\21111 Prup-.J,\1111R01100I R0023\C- 1)fSanM A-\1 I PROyyyllwylDI Il amec audits for several cities of in Orange County, including two RWQCB audits for the City of Anaheim. We have a strong working relationship with the Santa Ana RWQCB, and have recently worked on a storm water permit stakeholder group along with RWQCB staff. Development of Best Management Practices (BMPs) AMEC will assist with the development/update of BMP materials /guidance, as needed. Having inspected and worked for thousands of industrial sites in Orange County, we understand BMP implementation at industrial sites and have utilized our experience to develop BMP guidance and training materials for many projects. We have extensive experience not only recommending typical non-structural BMPs, but have also been involved in the design and installation of numerous structural and treatment control BMPs for industrial sites. We maintain a library of BMP resource materials to assist in the development of additional BMP guidance documents, if needed. Translation of Materials AMEC is a diversified consulting firm with employees fluent in various languages, including Spanish. AMEC's Newport Beach office has extensive experience translating environmental documents into other languages and we are prepared to assist the City with any translation necessary for this program. Water Quality Complaints We understand that this project may also involve responding to and investigating water quality complaints and reports related to the City's ID/IC program. AMEC has performed nearly 2,000 water quality complaint investigations for cities of Anaheim, Costa Mesa, and Santa Ana. We have worked closely with various City departments during many of these investigations. We understand the importance of having personnel readily available to respond to water quality complaints (within one hour or less) and have set up a redundant system with multiple authorized inspectors to provide the City support when needed. Each of our inspection staff members is equipped with a Blackberry i:v-\Lvaia;"fvP-p-.i.v2011ProP-AA1IPROP00I0.0023v0tyI+FS-taA-v1IPRC 250-` . 4 12 i amec and cell phone to allow for prompt response to e-mails and telephone calls from the City. We anticipate that our authorized inspectors will have open lines of communication with City staff during the investigations and can provide a detailed e-mail summary, with photographs and recommendations, following each investigation. 3.2 SEQUENTIAL LIST OF ACTIVITIES AND SCHEDULE AMEC has listed the activities that would be undertaken in completing the tasks and provided a project schedule in terms of elapsed weeks for the fiscal year 2010/11 contract term (Appendix B). The schedule assumes the project is awarded on April 4, 2011 and a project commencement date of April 18, 2011. Task Kick-off meeting with City Date(s) 4/18/2011 Personnel Completing , Matt Lentz & Brent Smith Invento u date/re rioritizatlon 4/18/2011 Brent Smith High Priority Industrial Inspections 4/18/11 -6/30/11 Mike Lowther & Cou Mchinlav Send out announcement letters 4/21/11 Barbara Russell Ins ections/Re-ins ections 4/29/11 -6/30/11 See Inspector List Enforcement discussion meetings 5/30/11 & 6/30/11 Matt Lentz and/or Brent Smith Peer Review Forms 4/29/11 - 6/30/11 Matt Lentz and/or Brent Smith Mail Completed Inspection Forms 5/30/11 & 6/30/11 Barbara Russell Prepare /Submit June 30, 2011 uarterl Re ort 6/30/11 Matt Lentz and/or Brent Smith Prepare PEA Report Cha ter 9 6/30/11 Brent Smith 3.3 QUALITY ASSURANCE/QUALITY CONTROL AND BUDGET/SCHEDULE CONTROL AMEC has developed a formal peer review process for each project to establish and meet project requirements. At the beginning of each project, the project manager, task leader, and appropriate technical reviewers meet to set project strategy. Technical review continues throughout the project, particularly at key milestones. We believe it is the extent of our senior professionals' involvement in projects, together with our focus on continuing education for all personnel, that allow us to maintain our high standards of quality. To maintain a high level of quality while completing a significant number of NPDES compliance inspections, we have developed a training program that is required 1AM_kRKETU'mp,-1,\20fl ??«>?,?,>:,i,?arxc?rnoiu.uuz.a?ca? nr su,r., \-\1uItu ?12sa-4,15 13 ameO of all our inspectors prior to working for the City. In addition to the training program developed, our field inspection staff regularly meet to discuss various scenarios /activities encountered in the field. Cost control begins with careful planning and accurate cost estimating, and continues throughout the project with forecasting of work and mitigation of unexpected conditions or events. AMEC uses a real-time web-based cost accounting system allowing instant access to project financials. AMEC project managers are evaluated on the ability to deliver a quality product in accordance within the negotiated scope and budget. Through technical innovation, stakeholder interaction, and excellent project management skills, AMEC has been able to implement numerous cost-saving measures for clients. 3.5 AREAS OF CONCERN Through our years of experience performing inspections at industrial/commercial sites, we have experience dealing with difficult situations including hostile business representatives. Safety of our inspectors is our most critical area of concern. Our inspectors are familiar with typical safety hazards associated with field inspections at various industrial and commercial operations. When a serious hazard is present that prevents safe completion of a site inspection, the inspection will be stopped immediately and the City will be notified. Our field staff are 40-hour FIAZWOPER certified and are familiar with general safety precautions including the proper use of personal protective equipment, safe driving techniques, and traffic control. Field personnel will, at minimum, adhere to site-specific safety requirements prescribed by the individual facilities being inspected. 3.6 SCOPE ENHANCEMENTS We are always looking for ways to improve or make the inspection process more efficient and cost effective. If interested, we can work with the City to develop electronic or web-based file sharing L\MARKF."C\Pmp,-1,\2011 Propo-k\1IPROPII0II1.11023\Ciq-oESanm Ana\t IPROP 2 6 D-"'3ro 14 amec19 systems, similar to those we have developed for other municipalities. We also see tremendous value providing consistency among inspection staff and have developed an extensive training program for our staff. If in future years of the contract the City is interested in supplementing City staff to complete industrial/ commercial inspections, we have a program in place and have significant experience training municipal staff. A copy of our Training Guidelines are included in Appendix C. SECTION 4 - EXCEPTIONS/DEVIATIONS We are not proposing any technical or contractual deviations from the requirements in the RFP. SECTION 5 - COST AND PRICE PROPOSAL As noted on page 18 of the City's RFP, the cost has been provided under separate cover. This includes three copies of Attachment 1. SECTION 6 - CERTIFICATION OF NON-DISCRIMINATION As requested by the City, a completed form (Attachment 3) is located immediately following this page. IIt'ROPUOi(ee)z3vGn 4 S,mn, vI,:l\ IIPRO PUl 10(H)2 r.??, 15 EXHIBIT B FEE SCHEDULE 25D-38 ATTACHMENT 1 NPDES Commercial/industrial Inspecting Consulting and Related Services PART I - LIST OF KEY PERSONNEL Names Functions Timothy S. Simpson, PE, GE Principal-in-Charge Matthew Q. Lentz, REM, CPESC, CPSWQ, Project Manager QSP/QSD Database Management; Water Quality Brent A. Smith, CPESC Compliant Investigation for ID/IC Program; NPDES Compliance for Industrial/Commercial Facilities NPDES Compliance for Industrial/ Commercial Michael Lowther, CPESC Facilities; Water Quality Compliant Investigation for ID/IC Program NPDES Compliance for Industrial/ Commercial Coury McKinlay, CPESC, CPSWQ Facilities; Water Quality Compliant Investigation for ID/IC Program NPDES Compliance for Industrial/ Commercial Maheshwar Mettu, PE Facilities; Water Quality Compliant Investigation for ID/IC Program PART II --- LIST OF SUBCONSULTANT/SUBCONSULTANTS Subconsultant Name/Address Function AEI-CASC Contact: Mel Mathews Industrial/Commercial Inspections 937 South Via Lata, Suite 500 Colton, California 92324 Rain Tech Contact: Linda McKnight Industrial/Commercial Inspections 3664 Harbor View Way Oceanside, CA 92056 2501-39 ATTACHMENT 1 NPDES Commercial/industrial Inspecting Consulting and Related Services PRICE SUMMARY SHEET SCHEDULE I - HOURLY RATES Name Job Job Function Fully Burdened Title/Classification Hourly Rate Timothy S. Simpson, PE, GE Principal Engineer Principal-in-Charge $250 Matthew Q. Lentz, REM, CPESC, CPSWQ, QSP/QSD Senior Il Scientist Project Manager $180 Mike Wallace Senior GIS Analyst Inventor Update GIS $170 Database Management; Water Quality Compliant Investigation for VIC Brent A. Smith, CPESC Project 11 Scientist Program; NPDES Compliance for Industrial/Commercial Facilities $130 NPDES Compliance for Industrial/ Commercial Michael Lowther, CPESC Project Engineer Facilities; Water Quality Compliant Investigation for ID/IC Program $100 NPDES Compliance for Coury McKinlay, CPESC, Industrial/ Commercial CPSWQ Project Scientist Facilities; Water Quality Compliant Investigation for VIC Program $100 NPDES Compliance for Industrial/ Commercial Maheshwar Mettu, PE Project Engineer Facilities; Water Quality Compliant Investigation for ID/IC Program $100 Mike O'Hearn AEI-CASC Senior Inspector Industrial/Commercial Inspections $100 Scientist Industrial/Commercial Linda McKnight Rain Tech Inspections $80 Barbara Russell Project Assistant Mailers/Project Administration $65 "Fully Burdened" rates include all overhead, general costs, administration costs and profit. 25D-40 ATTACHMENT 1 High Medium Low High Medium Low Priority Priority Priority Priority Priority Priority Re- Year Industrial Industrial Industrial Commercial Commercial Commercial Ina ectlons Total 2010/11 111 265 275 180 357 0 119 1307 Year 2010/11 Subtask Total 1.0 Subtask No. 1 - Commerciallindustrial Facility Database $14,100 Maintenance and Management PersonneULabor Classifications required for this Subtask: Project II Scientist 60 hours @ $130.00 = $7,800 Senior II Scientist 28 hours @ $180.00 = $5,040 Principal Engineer 3 hours @ $250.00 = $750 Senior UIS analyst 3 hours @ $170.00 - $510 2.0 Subtask No. 2 - Conduct Facility Inspections for Fiscal Year $163,810 2010/2011 Personnel/Labor Classifications required for this Subtask: Rain Tech Inspector 220 hours @ $80.00 = $17,600 a1 I-CASC Senior Inspector 220 hours @ $100.00 = $22,000 Project IEngineer/Scientist 1000 hours @ S100.00 = $100,000 Project II Scientist 60 hours @ $130.00 - $7,800 Senior Il Scientist 40 hours @ $180.00 = $7,200 Project assistant 58 hours @ $65.00 = $3,770 Other Expenses Postage 1000 letters @ $0.44 = $440 Mileage 100 days @ $0.50 - $5,000 3.0 Subtask No. 3 - Additional Program Assistance as Requested $20,000 Project I Scientist/Engineer 46 hours @ $100.00 = $4,600 Project II Scientist 30 hours @ $130.00 = $3,900 Senior II Scientist 50 hours @ $180.00 - $9,000 Principal Engineer 10 hours @ $250.00 = $2,500 Total Cost for Fiscal Year 2010/11 $197,910 *Be advised that there will be 3-4 months to accomplish the inspections outlined In the first year of the contract. Please appropriate personnel as required to meet the first year inspection deadline. 25D-41 ATTACHMENT 1 High Medium Low High Medium Low Priority Priority Priority Priority Priority Priority Re- Year Industrial Industrial Industrial Commercial Commercial Commercial Inspections Total 2011/12 111 0 275 180 0 620 119 1305 Year 2011/12 Subtask Total 1.0 Subtask No. 1 - Commercial/Industrial Facility Database $29,150 Maintenance and Management Personnel/Labor Classifications required for this Subtask: Project II Scientist 150 hours @ $130.00 = $19,500 Senior II Scientist 48 hours @ $180.00 = $8,640 Principal Engineer 2 hours @ $250.00 = $500 Senior GIS Analyst 3 hours @ $170.00 = $510 2.0 Subtask No. 2 - Conduct Facility Inspections for Fiscal Year $166,820 2011/2012 Personnel/Labor Classifications required for this Subtask: Rain Tech Inspector 220 hours @ $80.00 = $17,600 AEI-CASC Senior Inspector 220 hours @ $100.00 = $22,000 Project i Engineer/Scientist 1000 hours @ $100.00 = $100,000 Project II Scientist 60 hours @ $130.00 = $7,800 Senior 11 Scientist 30 hours @ $180.00 = $5,400 Project Assistant 132 hours @ $65.00 - $8,580 Other Expenses Postage 1000 letters @ $0.44 = $440 Mileage 100 days @ $0.50 = $5,000 3.0 Subtask No. 3 - Additional Program Assistance as Requested $20,000 Personnel/Labor Classifications required for this Subtask: Project I Scientist/Engineer 46 hours @ $100.00 = $4,600 Project II Scientist 30 hours @ $130.00 = $3,900 Senior 11 Scientist 50 hours @ $180.00 = $9,000 Principal Engineer 10 hours @ $250.00 = $2,500 Total Cost for Fiscal Year 2011/12 $215,970 25D-42 ATTACHMENT 1 High Medium Low High Medium Low Priority Priority Priority Priority Priority Priority Re- Year Industrial Industrial Industrial Commercial Commercial Commercial Ins ectlons Total 2012/13 111 0 275 180 0 620 119 1305 Year 2012/13 Subtask Total 1.0 Subtask No. 1 - Commercial/Industrial Facility Database $29,150 Maintenance and Management Personnel/Labor Classifications required for this Subtask: Project II Scientist 150 hours @ $130.00 - $19,500 Senior II Scientist 48 hours @ $180.00 - $8,640 Principal Engineer 2 hours @ $250.00 = $500 Senior GIS Analyst 3 hours @ $170.00 = $510 2.0 Subtask No. 2 - Conduct Facility Inspections for Fiscal Year $166,820 2012/2013 Personnel/Labor Classifications required for this Subtask: Rain Tech Inspector 220 hours @ $80.00 = $17,600 AFI-CASC Senior Inspector 220 hours @ $100.00 = $22,000 Project I Engineer/Scientist 1000 hours @ $100.00 = $100,000 Project H Scientist 60 hours @ $130.00 = $7,800 Senior II Scientist 30 hours @ $180.00 = $5,400 Project assistant 132 hours @ $65.00 - $8,580 Other Expenses Postage 1000 letters @ $0.44 = $440 Mileage 100 days @ $0.50 = $5,000 3.0 Subtask No. 3 - Additional Program Assistance as Requested $20,000 Personnel/Labor Classifications required for this Subtask: Project I Scientist/Engineer 46 hours @ $100.00 - $4,600 Project II Scientist 30 hours @ $130.00 = $3,900 Senior Il Scientist 50 hours @ S180.00 = $9,000 Principal l ngincer 10 hours @ $250.00 = $2,500 Total Cost for Fiscal Year 2012/13 $215,970 25D-43 ATTACHMENT 1 High Medium Low High Medium Low Priority Priority Priority Priority Priority Priority Re- Year Industrial Industrial Industrial Commercial Commercial Commercial Inspections Total 2013/14 111 0 275 180 0 620 119 1305 Year 2013/14 Subtask Total 1.0 Subtask No.1 - Commercial/Industrial Facility Database $29,150 Maintenance and Management Personnel/Labor Classifications required for this Subtask: Project II Scientist 150 hours @ $130.00 = $19,500 Senior II Scientist 48 hours @ $180.00 = $8,640 Principal Engineer 2 hours @ $250.00 = $500 Senior GIS Analyst 3 hours @ $170.00 = $510 2.0 Subtask No. 2 - Conduct Facility Inspections for Fiscal Year $166,820 2013/2014 Personnel/Labor Classifications required for this Subtask: Rain Tech Inspector 220 hours @ $80.00 = $17,600 AEI-CASC Senior Inspector 22 hours @ $100.00 = $22,000 Project I Engineer/Scientist i000 hours @ $100.00 = $100,000 Project IT Scientist 60 hours a $130.00 = $7,800 Senior 11 Scientist 30 hours @ $180.00 = $5,400 Project Assistant 132 hours @ $65.00 = $8,580 Other Expenses Postage 1000 letters @ $0.44 = $440 ;Mileage 100 days @ $0.50 = $5,000 3.0 Subtask No. 3 - Additional Program Assistance as Requested $20,000 Personnel/Labor Classifications required for this Subtask: Project I Scientist/Engineer 46 hours @ $100.00 - $4,600 Project IT Scientist 30 hours @ $130.00 = $3,900 Senior 11 Scientist 50 hours @ $180.00 = $9,000 Principal Engineer 10 hours @ $250.00 = $2,500 Total Cost for Fiscal Year 2013/14 $215,970 25D-44 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 4, 2011 TITLE: LOAN AGREEMENT WITH GARNSEY, LP - 326 SOUTH GARNSEY z CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? 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, or designee, and Clerk of the Council to execute the attached loan agreement with Garnsey, LP in an amount not to exceed $4,291,188, subject to non-substantive changes approved by the City Manager and City Attorney. DISCUSSION The Neighborhood Stabilization Program (NSP) funds were allocated to localities to stabilize neighborhoods that have been impacted by foreclosed or abandoned properties. These funds may only be used for properties that have been foreclosed or are in the foreclosure process. The City must spend a minumim of 25% or $2,500,000 on activities benefitting very low-income households (50% AMI). On March 1, 2010, the City Council awarded Orange Housing Development Corporation (OHDC), a non-profit 501(c)(3), and C&C Development (C&C), a for-profit developer (Developer), the contract to implement the multi-family rental program funded by the Federal Neighborhood Stabilization Program (NSP2). The approved contract allocated between $2,500,000 to $6,100,000 for the multi-family rental program in order to fulfill the very-low income requirement. Pursuant to the March 1, 2010, contract award, the Developer proposes to use the NSP funds for the acquisition of a multi-family complex at 326 South Garnsey. This activity is in compliance with their contract and NSP regulations. The project consists of 26 two-bedroom units of which twenty- five units will be rented to very low income families (at or below 50% of AMI) and the remaining unit will be for an on-site manager. The maximum monthly rents will be $981. The Developer will be obtaining other financing for the rehabilitation costs. The scope of work will be developed with City staff and will be in accordance with all applicable building codes. The rehabilitation will include sustainable and energy efficient features, if feasible. The loan will have a 0% interest rate and repayments will be based on residual receipts. There will also be 55 year affordability convenants placed on the property. For the financing purposes of this project, the Developer will form a Limited Partnership named Garnsey, LP. 25E-1 Loan Agreement - 326 S. Garnsey April 4, 2011 Page 2 Proceeding with this project will also assist the City in meeting the goals identified in the Consolidated Plan and meet the NSP performance schedule. FISCAL IMPACT Funds are available in the NSP2 account (no.14218761-69152). Nancy T. Ed rds Interim Exec ive Director Community Development Agency NTE/SLB/JP-H/mlr Exhibits: 1. Map 2. Agreement APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director Finance & Management Services Agency /4-? 25E-2 PINE STREET CHESTNUT w O w H w w cr- H V) STREET w w N z O H cr- w N z Q STREET CAMILE Otkk 326 South Garnsey Street Exhibit 1 w w H AVENUE MYRTLE 25E-3 CAMILE STREET 25E-4 3/30/11 FREE RECORDING REQUESTED PURSUANT TO GOVERNMENT CODE SECTION 27383 When Recorded Mail to: City of Santa Ana 20 Civic Center Plaza, M-37 P.O. Box 1988 Santa Ana, California 92702 Attention: Housing Programs Coordinator NEIGHBORHOOD STABILIZATION PROGRAM RENTAL HOUSING DEVELOPMENT LOAN AGREEMENT THIS LOAN AGREEMENT (the "Agreement") is made and entered as of April 2011, by and between Garnsey, LP , a California limited partnership comprised of Orange Housing Development Corporation, ("OHDC"), a non-profit 501 (c) (3) organization, and C&C Development Co., LLC, a Limited Liability Company (together the "Borrower") and the City of Santa Ana, a charter city and municipal corporation duly organized and existing under the Constitution and laws of the State of California (the "city"). RECITALS A. Borrower has entered into an agreement (the "Purchase Agreement") to purchase property, located at 326 S. Garnsey Ave., Santa Ana, California, as more particularly described in the legal description, Exhibit A attached hereto and incorporated herein (the "Property"). B. This Agreement is made pursuant to the authority of Title XII of Division A of the American Recovery and Reinvestment Act of 2009 (Public Law 111-5 (February 17, 2009)) (Recovery Act) and sections 2301-2304 of the Housing and Economic Recovery Act of 2008 (Public Law 110-289 {July 30, 2008}) (HERA). Section 2301-2304 of HERA is known as the "Neighborhood Stabilization Program" or "NSP" with money funded through the Program as "NSP Funds". The term "NSP2" refers to the second appropriation of NSP Funds provided under the Recovery Act. C. The City was notified that its application under the NSP for NSP2 Funds was approved by the U.S. Department of Housing and Urban Development ("HUD") with funding allocated for acquisition and rehabilitation of the multi-family rental Page 1 of 14 Exhibit 2 25E-5 3/30/11 component of the NSP. The parties hereto have executed the "Neighborhood Stabilization Program (Program 2) Rental Housing Development Agreement" dated March 1, 2010. Borrower must comply with all of the NSP Program requirements as set forth in the Agreement. Pursuant to this Agreement, NSP2 Funds will be used for the acquisition of the Property and related soft costs. D. The City agrees to loan to Borrower and Borrower agrees to borrow from the City, the Purchase Price plus related soft costs, for a total of $4,291,188.00 (the "City Loan") pursuant to the Program, subject to the terms and conditions set forth herein. The City Loan shall be secured by a Deed of Trust in the principal amount of FOUR MILLION TWO HUNDRED NINETY ONE THOUSAND ONE HUNDRED EIGHTY EIGHT DOLLARS ($4,291,188.00). NOW, THEREFORE, for good and valuable consideration, the parties agree as follows: Definitions: Unless otherwise defined, the following capitalized terms shall be defined in this Agreement as follows: "Affordable Rent" means the monthly rents which do not exceed the maximum amount applicable to Very Low Income households, as promulgated by the U.S. Department of Housing and Urban Development (HUD). "Affordabili Period" also referred to as "Term of Affordability", shall be fifty- five (55) years from date of issuance of Certificate of Occupancy. "City Deed of Trust" means the deed of trust securing the City Loan, in the form attached to this Agreement as Exhibit "B" and incorporated herein by reference. "Cites" means the loan to be made by the City to Borrower in the principal amount of FOUR MILLION TWO HUNDRED NINETY ONE THOUSAND ONE HUNDRED EIGHTY EIGHT DOLLARS ($4,291,188.00).in accordance with this Agreement. "City Manai4er" means the City Manager and his/her designee. "City Promissory Note" also referred to as "Note", means the promissory note in favor of the City, evidencing the City Loan, in the form attached to this Agreement as Exhibit "C" and incorporated herein by reference. "Property" means the real property located at 326 S. Garnsey Ave., Santa Ana, CA., described in the legal description attached to this Agreement as Exhibit A and incorporated herein by reference. "Very Low Income" means an adjusted income which does not exceed fifty Page 2 of 14 Exhibit 2 25E-6 3/30/11 percent (50%) of the Orange County, California PMSA median household income, as adjusted for household size and periodically published by HUD, as such qualifying limit is amended from time to time. 1. City Loan. The City agrees to lend to Borrower, and Borrower agrees to borrow from the City, the Note Amount, with interest as provided in Section 4(a) of this Agreement, subject to the conditions and restrictions set forth in this Agreement, in the Promissory Note, the Affordability Covenants and Restrictions, and in the City Deed of Trust. When all conditions to the close of escrow other than payment of the Purchase Price have been satisfied, the City shall deposit the Loan Amount into escrow. The City shall direct the Escrow Agent to apply the proceeds of the City Loan on behalf of Borrower to the Purchase Price of the Property and related soft costs. Borrower shall execute and deliver to the Escrow Agent the Promissory Note, the City Deed of Trust and the Affordability Covenants and Restrictions. 2. Authorized Use of City Loan. The City Loan proceeds may be used for the purchase of the foreclosed Property, as well as pre-approved reasonable soft costs related to such purchase. 3. Loan Repayment. Borrower shall make payments to the City as provided in Sections 5 (Residual Receipts), 6 (Refinancing Proceeds), 7 (Sale Proceeds) and 8 (Accelerated Loan Repayment). 4. Operating Capital Improvement Loan. If the replacement reserve account ("reserves") is depleted due to unforeseen repairs and the General Partner makes a loan to the Partnership, the reserves must be fully funded prior to payment of said loan. Such loan shall be repaid with the Partnership share of the Residual Receipts. The outstanding loan balance will be reflected in the annual report. 5.Annual Loan Repayment/ Residual Receipts. a. The Borrower shall thereafter make a loan payment to the City annually, in the amount of the lesser of the outstanding balance due under this Note or the City's Percentage of the Residual Receipts, as provided in this Section 5. b. Within one hundred fifty (150) days after the close of the initial Calendar Year following the Real Estate Closing and on or before the 150th day of each Calendar Year thereafter, the Borrower shall submit to the City an audited financial statement of Gross Revenues and Operating Expenses attributable to the Property for the applicable Calendar Year, along with a computation of the Residual Receipts due to the City for the Calendar Year. Page 3 of 14 Exhibit 2 25E-7 3/30/11 c. Except as otherwise provided, the Borrower shall pay to the City 50 percent of the Residual Receipts. Fifty percent (50%) of the Residual Receipts shall remain with the Borrower. d. The Residual Receipts payment shall be made not later than one hundred fifty (150) days after the close of the Calendar Year. Such payment shall be applied first to any late fees, then to reduce the principal balance of the loan. 6. Loan Repayment from Refinancing Proceeds. The Borrower shall make a loan payment to the City from every Refinancing that occurs during the term of this Agreement not to exceed the outstanding balance of principal on this Note, to the extent of the City's Percentage of the Refinancing Proceeds (if any), as follows: the cash proceeds from such Refinancing shall be applied first to pay Closing Costs; next, the amount necessary to pay in full the balance remaining on the Senior Loan; next, the Borrower shall pay to the City the City's Percentage of the Refinancing Proceeds to the extent of the outstanding balance on this Note. Fifty percent (50%) of the Refinancing proceeds shall remain with Borrower. Such payment shall be due on the date of such Refinancing, and shall be applied to reduce the principal balance of the Loan. The City shall not be required to reconvey the lien of the Deed of Trust if Sale Proceeds are insufficient to repay the Loan in full. 7. Loan Repayment -from Sale Proceeds. The Borrower shall make a loan payment, not to exceed the outstanding balance of principal on the Note subject to Section 11 herein, to the City from any Sale that occurs during the term of the City Loan, to the extent of the City's Percentage of the Sale Proceeds, as follows: gross sale proceeds are applied first to pay Closing Costs, next to pay in full the balance remaining on the Senior Loan; next the Borrower shall pay to the City the City's Percentage of the total Sale Proceeds, not to exceed the outstanding amount of principal due on this Note. Fifty percent (50%) of the Sale Proceeds shall remain with Borrower. Such payment shall be due on the date of such Sale, and shall be applied to reduce the principal balance of the Loan. The City shall not be required to reconvey the lien of the Deed of Trust if Sale Proceeds are insufficient to repay the Loan in full. 8. Accelerated Loan Payment. The full principal amount outstanding shall be due and payable on the earlier to occur of the following: a. Sale or Refinancing of the Property as provided further in Section 10 hereof, unless: (i) in the case of a Sale in which the Sale Proceeds are insufficient to repay in full the City Loan, the City approves such sale and the purchaser assumes the balance of the City Loan in accordance with the terms of the Note; or (ii) in the case of a Refinancing in which the Refinancing Proceeds are insufficient to repay in full the City Loan, the City approves such Refinancing and the Borrower remains obligated pursuant to the terms of this Note. Page 4 of 14 Exhibit 2 25E-8 3/30/11 b. In event of default (subject to any applicable notice and cure provisions) pursuant to any of the Loan Documents or the Senior Loan Documents. C. Any default (subject to any applicable notice and cure provisions by Borrower as to any other loan or loans by City to Borrower with respect to the Property; or d. The date that is fifty-five (55) years after the date of the certificate of occupancy, as issued by the City of Santa Ana. On that date, the City agrees to review the performance of the Property and consider in good faith any reasonable request by Borrower to modify the terms or extend the Term of this City Loan Note. 9. Prepayment Borrower may prepay the outstanding principal balance under this Note, in whole or in part, at any time without penalty, however the Affordability Covenants and Restrictions still remain for the entire Affordability Period of fifty-five (55) years. 10. Acceleration by Reason of Transfer or Financing. a. In order to induce City to make the loan evidenced hereby, Borrower agrees that in the event of any transfer of the Property without the prior written consent of City (other than a transfer resulting from a foreclosure, or conveyance by deed in lieu of foreclosure, by the holder of the Senior Loan Deed of Trust), City shall have the absolute right at its option, without prior demand or notice, to declare all sums secured hereby immediately due and payable. Consent to one such transaction shall not be deemed to be a waiver of the right to require consent to future or successive transactions. City may grant or deny such consent in its sole discretion and, if consent should be given, any such transfer shall be subject to this Section, and any such transferee shall assume all obligations hereunder and agree to be bound by all provisions contained herein. Such assumption shall not, however, release Borrower from any liability thereunder without the prior written consent of City. b. As used herein, "transfer" includes the Sale, agreement to sell, transfer or conveyance of the Property, or any portion thereof or interest therein, whether voluntary, involuntary, by operation of law or otherwise, the execution of any installment land sale contract or similar instrument affecting all or a portion of the Property, or the lease of all or substantially all of the Property. 'Transfer' shall not include the leasing of individual residential units on the Property, so long as Borrower complies with the provisions of the Loan Agreement and the Affordability Covenants and Restrictions relating to such leasing activity, nor shall it include a conveyance of the Property to a limited partnership in which Borrower is a general partner, or to a corporation or limited liability company that is wholly owned by the Borrower or its affiliates and that is formed for the sole purpose of owning and operating the Property, or the sale back to the Borrower. In the event of any Refinancing or partial Refinancing in an amount in excess of the balance of the Senior Loan, without the prior written consent of City (which consent City may grant Page 5 of 14 Exhibit 2 25E-9 3/30/11 or deny in its sole discretion), then the entire outstanding balance of the City Loan shall be repaid to the City at the time of each Refinancing or partial Refinancing. c. Notwithstanding anything to the contrary contained herein, a "transfer" shall not include (and it shall not be deemed a Sale) (i) a transfer of a general partner's interest in Borrower when made in connection with the exercise by the Borrower's limited partner (the "Limited Partner") of its rights upon a default by a general partner under the Borrower's partnership agreement (the "Partnership Agreement") or upon a general partner's withdrawal in violation of the Partnership Agreement, so long as the removal and substitution of the defaulting general partner is made within thirty (30) days of such default or, if such removal and substitution cannot reasonably be completed within thirty (30) days, so long as the Limited Partner commences to take action to remove and substitute the general partner with a reasonable period and thereafter diligently proceeds to complete such substitution; (ii) any transfer of the Property to the managing general partner of Borrower pursuant to the right of first refusal or to the general partners of Borrower pursuant to the purchase option, as provided for in the Partnership Agreement; (iii) any transfer of the Limited Partner's interest in connection with a default by the Limited Partner under and in accordance with the Partnership Agreement; and (iv) any sale, transfer or other disposition of an interest in a limited partner of the Borrower. 11. Event of Default. Subject to the provisions of Sections 14 hereof, the occurrence of any of the following shall be deemed to be an event of default ("Event of Default") hereunder: (a) failure by Borrower to make any payments provided for herein, and if such default is not made good within five (5) days of the due date; (b) failure by Borrower to perform any covenant or agreement in the City Deed of Trust, this Agreement, or the Affordability Covenants and Restrictions within thirty (30) days after written demand therefor by City (or, in the event that more than thirty (30) days is reasonably required to cure such default, should Borrower fail to promptly commence such cure, and diligently and continuously prosecute same to completion); or (c) a default under the Senior Loan Deed of Trust that remains uncured after the cure period, if any, provided therein. 12. Notice of Default. a. Subject to the applicable cure periods set forth in Section 14 and subject to the further provisions of this Section, failure or delay by the Borrower to perform any term or provision of this Agreement constitutes a default under this Agreement. The Borrower must immediately commence to cure, correct, or remedy such failure or delay and shall complete such cure, correction or remedy with reasonable diligence. b. The City shall give written notice of default to the Borrower specifying the default complained of by the City. Delay in giving such notice shall not constitute a waiver of any default nor shall it change the time of default. Page 6 of 14 Exhibit 2 25E-10 3/30/11 C. Except in the case of a monetary event of default, the Borrower shall not be in default so long as it endeavors to complete such cure, correction or remedy with reasonable diligence, provided such cure, correction or remedy is completed within the applicable time period set forth herein after receipt of written notice (or such additional time as may be deemed by the City to be reasonably necessary to correct the default). d. Any failures or delays by the City in asserting any of its rights and remedies as to any default shall not operate as a waiver of any default or of any such rights or remedies. Delays by the City in asserting any of its rights and remedies shall not deprive the City of its right to institute and maintain any actions or proceedings which it may deem necessary to protect, assert, or enforce any such rights or remedies. e. If a monetary event of default occurs under the terms of this Agreement, the Note or the City Deed of Trust, prior to exercising any remedies thereunder City shall give Borrower written notice of such default. Borrower shall have a period of seven (7) days after such notice is received within which to cure the default prior to exercise of remedies by City under this Agreement. f. If a non-monetary event of default occurs under the terms of this Agreement or the Note or City Deed of Trust, prior to exercising any remedies thereunder, City shall give Borrower notice of such default. If the default is reasonably capable of being cured within thirty (30) days, Borrower shall have such period to effect a cure prior to exercise of remedies by the City under this Agreement, the Note and the Deed of Trust. If the default is such that it is not reasonably capable of being cured within thirty (30) days, and Borrower (i) initiates corrective action within said period, and (ii) diligently, continually, and in good faith works to effect a cure as soon as possible, then borrower shall have such additional time as is reasonably necessary to cure the default prior to exercise of any remedies by City. In no event shall City be precluded from exercising remedies if its security becomes or is about to become materially jeopardized by any failure to cure a default or the default is not cured within one hundred eighty (180) days after the first notice of default is given. 13. Remedies. Upon the occurrence of an Event of Default, after any applicable notice has been provided and the expiration of any applicable cure period therefore, City may declare all sums evidenced hereby immediately due and payable by delivery to the Trustee named in the City Deed of Trust securing the Note, and to Borrower, written declaration of default and demand for sale, and written notice of default and of election to cause the Property to be sold, which notice Trustee shall cause to be duly filed for record and City may foreclose on the City Deed of Trust. City shall also deposit with Trustee the Deed of Trust, the Note and all documents evidencing expenditures secured thereby and evidenced hereby. Upon the occurrence of an Event of Default (and so long as such Event of Default shall continue), the entire balance of principal shall bear interest at the Bank of America reference rate on the due date of the delinquent payment plus four percent (4%). Page 7 of 14 Exhibit 2 25E-11 3/30/11 No delay or omission on the part of the City in exercising any right under the Note or this Loan Agreement shall operate as a waiver of such right. 14. Force Maieure. Performance hereunder shall not be deemed to be in default where delays or defaults are due to: war; insurrection; strikes; lock-outs; riots; floods; earthquakes; fires; casualties; acts of God or other deities; acts of the public enemy; epidemics; quarantine restrictions; freight embargoes; lack of transportation; governmental restrictions or priority; litigation; unusually severe weather; inability to secure necessary labor, materials or tools; delays of any contractor or supplier; acts of the other party; acts or failure to act of the City or any other public or governmental City or entity (except that any act or failure to act of City shall not excuse performance by City); or any other causes beyond the reasonable control or without the fault of the party claiming an extension of time to perform. An extension of time for any such cause shall be for the period of the enforced delay and shall commence to run from the time the party claiming such extension gives notice to the other party, provided notice by the party claiming such extension is given within thirty (30) days after the commencement of the cause. Times of performance under this Agreement may also be extended in writing by the City and the Borrower. 15. Nondiscrimination. A. There shall be no discrimination against or segregation of any person, or group of persons, on account of race, color, disability, religion, sex, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Property, or any part thereof, nor shall Borrower or any person claiming under or through Borrower establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, or vendees of the Property. The foregoing covenants shall run with the land and shall remain in effect in perpetuity. B. Borrower covenants by and for itself, its successors and assigns, and all persons claiming under or through them that there shall be no discrimination against or segregation of, any person or group of persons on account of any basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926. 1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the Property, nor shall the grantee or any person claiming under or through him or her, establish or permit any practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees, or vendees in the Properties. Developer shall refrain from restricting the rental, sale or lease of the Property or any portion thereof on the basis of any of the characteristics listed above. Developer shall also comply with the equal opportunity and fair housing requirements set forth in applicable NSP Regulations. The foregoing covenants shall run with the land Page 8 of 14 Exhibit 2 25E-12 3/30/11 and remain in effect in perpetuity. All such deeds, leases or contracts shall contain or be subject to substantially the following nondiscrimination or nonsegregation clauses: (i) In Leases: "The lessee herein covenants by and for himself or herself, his or her heirs, executors, administrators, and assigns, and all persons claiming under or through him or her, and this lease is made and accepted upon and subject to the following conditions: "That there shall be no discrimination against or segregation of any person or group of persons, on account of any basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, in the leasing, subleasing, transferring, use, occupancy, tenure, or enjoyment of the premises herein leased nor shall the lessee himself or herself, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use, or occupancy, of tenants, lessees, sublessees, subtenants, or vendees in the premises herein leased." (ii) In Contracts: "There shall be no discrimination against or segregation of, any person or group of persons on account of any basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926. 1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the premises which are the subject of this Agreement, nor shall the grantee or any person claiming under or through him or her, establish or permit any practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees, or vendees in the premises herein conveyed. The foregoing covenants shall run with the land." (iii) In Affordable Housing Restrictions. The foregoing covenants shall (a) be included in the Affordability Restrictions, '(b) run with the land, and (c) remain effective for the entire Term of Affordability (for not fewer than 55 years). C. The covenants established in this Article 15 shall, without regard to technical classification and designation, run with the land and be binding on Borrower and any successor in interest to the Property, in favor of City and its successors and assigns, and shall remain in effect in perpetuity. 16. Use Covenants and Restrictions. A. Borrower agrees and covenants, which covenants shall run with the land and bind Borrower, its successors, its assign and every successor in interest to the Property that Borrower will make all rental units on the Property available to very low households at rents affordable to such households for fifty- five (55) years from the effective date of the issuance of the Certificate of Compliance. Page 9 of 14 Exhibit 2 25E-13 3/30/11 B. The Project shall consist of twenty six two-bedroom units, of which twenty-five (25) units will be rented to very low income households (at or below 50% of AMI), and the remaining unit will be reserved for the on-site manager. C. Affordable rents shall be governed as provided in the NSP Regulations. Rental increases shall be in conformance with federal and state law. D. Initial rents may be recalculated to allowable rental amounts at the time of initial lease-up following completion of construction in accordance with any changes in allowable rent and income tables as published by HUD. 17. Maintenance of Property. Borrower must maintain the interior and exterior of the improvements and the landscaping on the Property in a manner consistent with community standards which will uphold the value of the Property, in accordance, with this Agreement and the Santa Ana Municipal Code. The maintenance requirements are set forth in specific detail in the recorded Deed of Trust. 18. Handicapped Accessibility. Borrower shall comply with (a) Section 504 of the Rehabilitation Act of 1973, and implementing regulations, and (b) the Americans with Disabilities Act of 1990, and implementing regulations in order to provide handicapped accessibility to the extent readily achievable. 19. Loan Servicing. The City may contract with a private lender to originate and service the City Loan, and any costs associated therewith shall be paid by the Borrower. 20. Indemnification. Borrower shall indemnify, defend and hold harmless the City, the City, and their respective officers, agents, employees, legal counsel, representatives and volunteers, from and against any loss, liability, claim or judgment relating in any manner to the Property or this Agreement. Borrower shall remain fully obligated for the payment of taxes, liens and assessments relating to the Property. There shall be no reduction in taxes for Borrower, nor any transfer or responsibility to the City to make such payments, by virtue of the City Loan. 21. Insurance. Borrower shall maintain, during the term of the City Loan, an all-risk property insurance policy insuring the Property in an amount equal to the full replacement value of the structures on the Property. The policy shall name the City as loss payee and shall contain a statement of obligation on behalf of the insurance carrier to notify the City of any material change, cancellation or termination of coverage at least 30 days in advance of the effective date of such material change, cancellation or termination. Borrower shall deliver a copy of the certificate of insurance and loss payee endorsement to the City at the time of escrow closing, and Borrower shall annually deliver a copy of the certificate of insurance and loss payee endorsement to the City, signed by an authorized agent of the insurance carrier and setting forth the general provisions of coverage. The copy of the certificate of insurance and loss payee endorsement shall be delivered to the City as follows: Page 10 of 14 Exhibit 2 25E-14 3/30/11 City of Santa Ana, Community Development Agency 20 Civic Center Plaza, M37 P.O. Box 1988 Santa Ana, Ca 92702 Attention: Housing Programs Coordinator Any certificate of insurance required by this section must be a in a form, content and with an insurance company that is acceptable to the City in its sole discretion. 22. Non-Waiver. Failure to exercise or delay in exercising any right the City may have or be entitled to, in the event of default hereunder, shall not constitute a waiver of such right or any other right in the event of a subsequent default. 23. Documents. Borrower has reviewed and agrees to execute the following documents in substantially the form as attached to this Agreement prior to receiving the City Loan, and any other documents or instruments reasonably required by City or a participating entity to complete the transaction contemplated herein: (a) Property Legal Description (Exhibit A); (b) Deed of Trust (Exhibit B) and, (c) City Promissory Note (Exhibit C) and, (d) Affordability Covenants and Restrictions (Exhibit D). Borrower agrees and acknowledges that this Agreement and the City Deed of Trust and the Affordability Covenants and Restrictions shall be recorded against the Property with the County Recorder of the County of Orange and shall appear of record with respect to and as an encumbrance against the Property. 24. Further Assurances. Borrower shall execute any further documents consistent with the terms of this Agreement, including documents in recordable form, as the City may from time to time find necessary or appropriate to effectuate its purposes in entering into this Agreement and making the City Loan. 25. Records and Reports. Developer shall maintain and from time to time submit to Agency/City such records, reports and information as the Executive Director may reasonably require in order to permit City to meet the record keeping and reporting requirements required of it pursuant to NSP Regulations. 26. Governing Law. All of the Loan Documents shall be governed by, and construed and enforced in accordance with, the laws of the State of California and Federal law, whichever is more stringent. 27. Severability. In the event that any provision or clause of this Agreement conflicts with applicable law, such conflict will not affect other provisions of this Page 11 of 14 Exhibit 2 25E-15 3/30/11 Agreement which can be given effect without the conflicting provision, and to this end the provisions of the Agreement are declared to be severable. 28. Amendment of Agreement. No modification, rescission, waiver, release or amendment of any provision of this Agreement shall be made except by a written agreement executed by Borrower and the duly authorized representative of the City. 29. Assignment by City Permitted. The City may, in its sole and absolute discretion, assign its rights under this Agreement and/or its right to receive repayment of the City Loan without obtaining the consent of Borrower. 30. Assignment of Borrower Prohibited. In no event shall Borrower assign or transfer any portion of this Agreement or any rights herein without the prior express written consent of the City, which consent the City may give or withhold in its sole and absolute discretion. This provision shall not affect or diminish the City's right to assign all or any portion of its rights under this Agreement or to the proceeds of the City Loan hereunder. 31. Relationship of Borrower and City. The relationship of Borrower and City pursuant to this Agreement is that of debtor and creditor and shall not be, or be construed to be a joint venture, equity venture, partnership or other relationship. 32. Notices. (a) Except as otherwise expressly provided in this Agreement, in every case when, under the provisions of this Agreement, it shall be necessary or desirable for one party to serve any notice, request demand, report or other communication on another party, the same shall be in writing and shall not be effective for any purpose unless served (i) personally, (ii) by independent, reputable, overnight commercial courier, or (iii) by deposit in the United States mail, postage and fees fully prepaid, registered or certified mail, with return receipt requested, addresses as follows: To Borrower: Gamsev, LP c/o Orange Housing Development Corporation 414 East Chapman Avenue Orange, California 92866 Attn: Executive Director With a copy to: C&C Development Co., LLC 14211 Yorba St., Ste. 200 Tustin, CA 92781 Ph: 714-288-7600 (x250) 866-570-0728 (fax) To the City City of Santa Ana - Community Development Agency 20 Civic Center Plaza, M37 P.O. Box 1988 Santa Ana, CA 92702 Page 12 of 14 Exhibit 2 25E-16 3/30/11 Attention: Housing and Neighborhood Development Division 33. Attorney's Fees and Costs: In the event that any action is instituted to enforce payment or performance under this Agreement, or otherwise in connection with this Agreement, the parties agree that the prevailing party shall be reimbursed by the other party for all costs and all attorneys fees incurred by the prevailing party in such action. 34. Entire Agreement. This Agreement, together with all attachments hereto and all documents executed pursuant hereto, constitutes the entire understanding and agreement of the parties. This Agreement integrates all of the terms and conditions mentioned herein or incidental hereto, and supersedes all prior negotiations, discussions and previous agreements between the City and Borrower concerning all or any part of the subject matter of this Agreement. 35. Conflict of Interest. No member, official or employee of the Agency or City shall have any personal interest, direct or indirect, in this Agreement, nor shall any such member, official or employee participate in any decision relating to the Agreement which affects his/her personal interests or the interests of any corporation, partnership or association in which he/she is directly or indirectly interested. 36. Nonliability of Agency/City Officials and Employees. No member, official or employee of City shall be personally liable to Developer, or any successor in interest, in the event of any default or breach by City or for any amount which may become, due to Developer or successor, or on any obligation under the terms of this Agreement. 37. Legal Advice. Each party represents and warrants to the other the following: they have carefully read this Agreement, and in signing this Agreement, they do so with full knowledge of any right which they may have; they have received independent legal advice from their; respective legal counsel as to the matters set forth in this Agreement, or have knowingly chosen not to consult legal counsel as to the matters set forth in this Agreement; and, they have freely signed this Agreement without any reliance upon any agreement, promise, statement or representation by or on behalf of the other party, or their respective agents, employees, or attorneys, except as specifically set forth in this Agreement, and without duress or coercion, whether economic or otherwise. 38. Captions. The captions and headings in this Agreement are for convenience only and are not to be used to interpret or define the provisions hereof. Page 13 of 14 Exhibit 2 25E-17 3/30/11 IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year written below. CITY OF SANTA ANA DAVID N. REAM City Manager APPROVED AS TO FORM: City Attorney By: LISA E. STORCK Assistant City Attorney BORROWER: Garnsey, LP, a California limited` partnership MANAGING GENERAL PARTNER By: ORANGE HOUSING DEVELOPMENT CORPORATION a California nonprofit public benefit corporation By: Eunice Bobert, its Chief Executive Officer DEVELOPER GENERAL PARTNER C&C Development Co., LLC a California limited liability company By: Todd R. Cottle, its member By: Cottle Family Trust Dated 3/8/87, By: Barry A. Cottle, its Trustee Page 14 of 14 Exhibit 2 25E-18 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 4, 2011 TITLE: ORDINANCE AMENDING CHAPTERS 18 AND 31 OF THE SANTA ANA MUNICIPAL CODE PROHIBITING SMOKING IN CITY PARKS Lµ? V CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 1" Reading ? Ordinance on 2nd Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER Adopt an ordinance amending Chapters 18 and 31 of the Santa Ana Municipal Code prohibiting smoking in City parks. 2. Approve and adopt the Categorical Exemption for Environmental Review No. 2011-25. DISCUSSION The Parks, Recreation and Community Services Agency (PRCSA) is committed to providing Santa Ana families with clean, safe, and healthy parks and facilities. According to California Health and Safety Code (104350-104495), smoking is the single most important source of preventable disease and premature death in California. California State Law (Health and Safety Code 104495) already protects tot lots and play areas in parks from secondhand smoke. This proposed ordinance would extend the park non-smoking area to the perimeter sidewalks at all City parks. According to the California Clean Air Project (CCAP), over 90 California cities have adopted ordinances making local parks smoke free. In Orange County, the cities of Laguna Beach, Laguna Hills, Laguna Woods, and Seal Beach have adopted ordinances. Based on reports provided to CCAP, the ordinances enacted by cities have, by and large, been self-enforcing. Eighty-six percent of Californians do not smoke and prefer not to be exposed to second hand smoke. This public expectation and appropriate signage have contributed towards successful implementation of these ordinances with minimal city resources. 5OA-1 Ordinance Amending Chapters 18 and 31 of the Santa Ana Municipal Code April 4, 2011 Page 2 PRCSA presented the Non-Smoking Ordinance to the Board of Recreation and Parks on March 23, 2011, and the PREY Council Committee on March 31, 2011 and both the board and the committee recommended approval of the proposed ordinance. Upon adoption of this ordinance, the Parks, Recreation and Community Services Agency will provide and install adequate signage and utilize Park Rangers and park staff to ensure successful implementation and compliance with the ordinance. Categorical Exemption for Environmental Review No. 2011-25 will be filed with the County Clerk/County of Orange. FISCAL IMPACT There is no fiscal impact associated with this action. s"/- Gerardo Mouet Executive Directo Parks, Rec. and Com. Svcs. Agency 5OA-2 Iss:3/11 /11 ORDINANCE NO. NS-XXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AMENDING CHAPTER 18 AND CHAPTER 31 OF THE SANTA ANA MUNICIPAL CODE RELATING TO PROHIBITING SMOKING IN CITY PARKS THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES ORDAIN AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. This Ordinance is necessary to protect the public health and welfare from the harmful health effects associated with secondhand smoke by regulating smoking in public parks. B. Studies have shown that breathing secondhand tobacco smoke is a significant health hazard for several populations, including children, elderly people, individuals with cardiovascular disease, individuals with impaired respiratory function, asthmatics, and those with obstructive airway disease. C. The Surgeon General of the United States found in a 1986 report that secondhand tobacco smoke is a cause of lung disease, including lung cancer, in healthy nonsmokers. The Surgeon General further found that the simple separation of smokers and nonsmokers within the same air space may reduce, but does not eliminate, the exposure of nonsmokers to secondhand tobacco smoke. D. Nonsmokers with allergies, respiratory disease, and those who suffer other ill effects of breathing secondhand smoke may experience a loss of job productivity or may be forced to take periodic sick leave because of reactions to secondhand tobacco smoke. E. The EPA has designated secondhand smoke as a Class A carcinogen and a significant cause of respiratory problems in children. 50A-3 Section 2: Santa Ana Municipal Code Chapter 18, Article Il, Division 1 is hereby amended to read in full as follows (new language in bold, deleted language in strikeout, for tracking purposes only): ARTICLE Il. PUBLIC SMOKING REGULATIONS DIVISION 1. CITY BUILDINGS AND PARKS Sec. 18-39. Definitions. (1) City building means a building, or portion of a building, owned, leased or otherwise occupied by the city. (2) Park means any public park or recreation or playground area, including Class I Bike Trails and paseos, or building or facility thereon within the City of Santa Ana, owned and maintained by the city as a public park or recreation or playground area, whether or not such areas have been formally dedicated to such purpose. (3) Smoke or smoking as used in this Article II shall include the carrying, holding, possession or smoking of a lighted pipe or cigar or cigarette of any kind, or the lighting of a pipe, cigar or cigarette of any kind. (4) Stadium means the Eddie West Field-Santa Ana Stadium. (5) Zoo means the zoo in Prentice Park. Sec. 18-40. Prohibition in city buildings, parks, stadium and zoo. (a) Except as otherwise provided in subsection (b) below, no person shall smoke in any city building, park, stadium or zoo. Violation of this section shall be an infraction as specified in Section 19.6 of the Penal Code of the State of California. (b) Subsection (a) above shall not apply to the following areas: (1) Open-air entryways, courtyards or balconies. (2) Parking structures. 5OA-4 (3) Any area of a building occupied by a tenant pursuant to a lease agreement with the city. Sec. 18-41. Duty to post signs. "No smoking" signs shall be conspicuously posted in every room, building, or other place where smoking is prohibited by this article, by the department head, operator, manager, or other person having control of such room, building, or other place. Section 3: Santa Ana Municipal Code Section 31-1 is hereby amended to read in full as follows: Sec. 31-1. Definitions. Unless the particular provisions or the context otherwise requires, the definitions and provisions contained in this section shall govern the construction, meaning and application of words and phrases used in this chapter. (1) The words "amplified sound" mean music or speech projected or transmitted by artificial means including, but not limited to, amplifiers, loudspeakers or any similar devices. (2) The word "department" means the recreation and parks department of the City of Santa Ana. (3) The word "director" means the director of the recreation and parks department. (4) The word "park" means any public park or recreation or playground area, including Class I Bike Trails and paseos, or building or facility thereon within the City of Santa Ana, owned and maintained by the city as a public park or recreation or playground area, whether or not such areas have been formally dedicated to such purpose. (5) The word "pollution" means the contamination or other alteration of the physical, chemical or biological properties of park waters. (6) The word "smoke or smoking" shall include the carrying, holding, possession or smoking of a lighted pipe or cigar or cigarette of any kind, or the lighting of a pipe, cigar or cigarette of any kind. (67) The word "stadium" means the Eddie West Field-Santa Ana 5OA-5 Stadium. (78) The word "vehicle" includes any wheeled device or conveyancy, whether propelled by motor, animal or human power. The term shall include any trailer in tow of any kind, size or description. Exception is made for baby carriages and vehicles in the service of the city. (89) The word "zoo" means the zoo in Prentice Park. Section 4: Santa Ana Municipal Code Section 31-2 is hereby amended to read in full as follows (new language in bold, deleted language in strikeout, for tracking purposes only): Sec. 31-2. Prohibited conduct. The conduct described in sections 31-2.2 through 31v1 2.1831-2.19 shall be prohibited within the exterior boundary lines of any public park unless specifically allowed through the issuance of a permit pursuant to the requirements of section 31-3. The conduct described in sections 31-2.1 through 31-2.18 shall be prohibited in the stadium or zoo unless inconsistent with the terms and conditions of uses permitted by a contract approved by the city council. Section 5: A new Section 31-2.19 is hereby added to the Santa Ana Municipal Code to read in full as follows: Sec. 31-2.19. Smoking prohibited in parks, stadium and zoo. Smoking is prohibited and is unlawful within the boundaries of any park, stadium or zoo. Section 6. In accordance with the California Environmental Quality Act, the recommended action is categorically exempt from further review per section 15321, Class 21, as the project involves an enforcement action by a regulatory agency for an inspection program. A Categorical Exemption for Environmental Review No. ER-2011-025 will be filed for this project. Section 7. If any section, subsection, sentence, clause, phrase or portion of this ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this ordinance. The City Council of the City of Santa Ana hereby declares that it would have adopted this ordinance and each section, 5OA-6 subsection, sentence, clause, phrase or portion thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases, or portions be declared invalid or unconstitutional. ADOPTED this day of , 2011 Miguel A. Pulido Mayor APPROVED AS TO FORM: Joseph Straka, Interim City Attorney By: Laura Sheedy Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS-XXX to be the original ordinance adopted by the City Council of the City of Santa Ana on , and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana 5OA-7 5OA-8 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 4, 2011 TITLE: RESOLUTION AUTHORIZING A TWO-YEAR EXTENSION OF THE SOLAR PERMIT FEE WAIVER PROGRAM CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on I" Reading ? Ordinance on 2nd Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER Adopt a resolution authorizing a two year program to encourage solar installations by temporarily waiving permitting fees. DISCUSSION In 2008, the City Council adopted a two-year solar permit fee waiver program to encourage solar installations for both residential and commercial properties Citywide. The two primary uses of solar energy include using the sun to heat water and/or to generate electricity. Both rely on widely tested and proven technologies, however, their application has in the past been limited by the high acquisition/construction costs compared to potential cost savings. This dynamic continues to shift, however, given the ever increasing cost of energy as well as various programs offered by both the State and local utility companies incentivizing solar installations. Additionally, advances in solar energy manufacturing technologies, as well as expanded markets for solar energy products are continuing to improve the cost/benefit equation. Prior to the adoption of the solar permit fee waiver, the city processed relatively few solar energy projects (less than five projects per year). This number has increased substantially, and in 2010, the City processed over 40 solar permit applications, a 227 percent increase from 2009 (Exhibit 1). This increase is consistent with growth in solar projects statewide as California leads the nation in solar installations with nearly 77,000 installations generating 779 megawatts. Amongst California counties, Orange County ranks 6th in Megawatts installed and 4th in number of solar installations. Studies have shown that an average sized residential solar installation will save 50- 65 percent on monthly electricity costs and offset the equivalent carbon dioxide (C02) emissions of driving a car 22,600 miles. The City's review of solar energy projects involves both plan check and inspection services. The amount of time required for these reviews depends primarily on the size and complexity of the solar installation. For example, a passive solar water heater requires an average of one staff- hour to review while a large commercial or industrial solar installation may require as many as ten staff-hours. 55B-1 Solar Permit Fee Waiver Program April 4, 2011 Page 2 A thorough review and analysis of the type of solar installation requests received over the past two years indicates that the vast majority of solar installations in Santa Ana are for single-family residences. Based on this analysis the Building Division has begun implementing several streamlining procedures to reduce the time required to review and issue permits for residential solar projects, as well as reducing the fiscal impact of the fee waiver. As a result, at an average rate of $55/hour the respective permit fees would range from approximately $55 to $550 per project with the majority being in the $275 to $385 range. In a continued effort to promote greater sustainability in the community, it is recommended that the City Council authorize a two-year permit incentive program for solar energy projects. Such a program would waive permit/inspection fees as an incentive to encourage solar installations. Homeowners, business owners, contractors and others would still submit plans and obtain permits and inspections - but the fees for such projects would be waived. While the number of solar energy projects is expected to continue to grow, the environmental and community benefits of the use of solar energy outweighs the impacts to workloads and/or reductions in revenue. Enacting the two-year permit incentive program would require City Council approval of an amended fee resolution. The attached survey (Exhibit 2) of other Orange County communities shows that while three other cities have adopted solar permit fee waivers, most continue to charge for permits and inspections. Through the renewal of this program Santa Ana will remain a leader in promoting the use of solar energy for both commercial and residential applications. FISCAL IMPACT It is estimated that the total cost of the two-year program would be approximately $27,500 in uncollected permitting fees for the general fund revenue accounts for Building Plan Check (no. 0111600253600), Plumbing Plan Check account (no. 011600253602), Electrical Plan Check account (no. 0111600253601), Building Permits account (no. 0111600251601), Plumbing Permits account (no. 0111600251602), and Electrical Permits account (no. 0111600251603). APPROVED AS TO FUNDS AND ACCOUNTS: Ja . Trevino Executive Director Planning & Building Agency MF:rb mNeportsZolar Permits Fee Waiver - RFCA Francisco Gutierrez Executive Director Finance & Management Services Agencyu- Exhibit: 1. Solar Permit Fee Waiver Program Analysis Memo 2. Orange County Solar Installation Permit Costs 55B-2 MEMORANDUM To: From: Executive Director Planning & Building Agency Matt Foulkes, Management Aide Subject: SOLAR PERMIT FEE WAIVER PROGRAM ANALYSIS In 2008, the City Council adopted Resolution No. 2008-027 establishing a 2-year program to encourage the use of solar technology in the City. This memo will provide a brief background of the program and solar energy in California, an overview of the current ordinance and an analysis of Santa Ana's program to date. Backaround: Initial discussion of this program began with the City Council Development Committee as part of a larger effort to broaden the City's environmental agenda. The Committee recommended to the City Council at its February 7, 2008 meeting that the City adopts a pilot program to encourage installation of solar technologies in Santa Ana. The Committee felt that the opportunities to encourage solar technologies are immediate and represent a significant step toward creating a more sustainable community. The two primary uses of solar energy include: • Solar hot water systems - Using the sun to heat water, typically for pools and spas. • Photovoltaic systems - Using the sun to generate electricity. Total Installations - California 60,000 -- ------------ 40,000 L ---- 20,000 -- -- - Date: February 8, 2011 g ener gy prices an improvements in soar technology have resulted in a substantial increase in the number of solar installations in California over the last 3-years to over 50,000. This increase in the number of solar energy systems has occurred primarily at the lower end of the system size spectrum indicating the continued growth in residential solar installations. Ordinance Details: Average System Size (kW) 10.0 -- 8.0 6.0 ----- 4.0 2.0 0.0 00 m O r, N M ? Ln W ? 00 M m M O O O O O O O O O O 0) 0) O O O O O O O O O O N rl N N N N N N N N N N Solar installations require both a building and electrical permit as well as their associated plan checks and inspections. The two-year program waives these fees as an incentive to encourage solar installations. The fee waiver applies to all types of solar energy systems including both residential and commercial. Prior to the adoption of the program, the costs associated with offering free permits, plan check and inspections were calculated. The time required for processing was EXHIBIT 1 Both systems have been available for over 30-years but had seen limited use due to the high cost of installation and lack of efficiency. However, increasin d ' I 55B-3 Solar Permit Analysis February 8, 2011 Page 2 estimated to be between one and ten hours with a majority requiring between five and seven hours. Al an average rate of $55 per hour, the respective permit fees would range from $55 to $550 per project, with a majority falling in the $275 to $385 range. This amount was determined to be minimal compared to the amount of plan check and inspection fees the City receives in a year. Analysis/Conclusions: Prior to the adoption of the resolution in 2008, the City processed very few solar energy projects (less than 5) per year. Information gathered over the last three years has yielded the following: • 2009 - (10) solar permits issued. Double the amount issued in the previous year and more than triple the number of permits issued in 2007. • (41) Solar permits issued in 2010 represents a227% increase in solar permits compared to 2010. • Studies have shown that an average sized residential solar installation will save 50-65 percent on monthly electricity costs and offset the equivalent carbon dioxide emissions of driving a car 22,600 miles. • 98% of solar permits issued in Santa Ana since 2008 have been for residential installations. Recommended Action: Based on the low costs associated with the programs operation and the numerous environmental benefits provided by solar technology, it is recommended that the Solar Permit Fee Waiver program be renewed for an additional two-years. AMatt Foulkes MF:rb rb\rfca\04-04-1 1 \Solar Permit Program Analysis 55B-4 Orange County Solar Installation Permit Costs tr ;` Ctt x r Y x for,l41k1!V Solar.'; ?..? San Clemente $13,818.00 Orange $11,540.00 Fountain Valley $11,179.00 Garden Grove $9,264.00 Laguna Woods $9,119.00 Yorba Linda $7,967.00 Fullerton $7,691.00 Costa Mesa $7,464.00 Westminster $6,735.00 Seal Beach $6,272.00 Newport Beach $6,138.00 Placentia $5,222.00 Aliso Viejo $4,696.00 Tustin $2,730.00 Lake Forest $2,540.00 Rancho Santa Margarita $2,326.00 Buena Park $2,198.00 La Habra $1,861.00 Laguna Niguel $1,400.00 Laguna Hills $1,399.00 Brea $1,350.00 Cypress $1,187.00 Stanton $978.00 Irvine $809.00 Dana Point $778.00 Huntington Beach $730.00 San Juan Capistrano $700.00 La Palma $571.00 Villa Park $275.00 Los Alamitos $250.00 Orange County $16.00 Anaheim $0.00 Laguna Beach $0.00 Mission Viejo $0.00 Santa Ana $0.00 Source: Sierra Club Study, Jan. 2011 Exhibit 2 55B-5 55B-6 ROH - 04/04/11 RESOLUTION NO. 2011-XXX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AUTHORIZING A TWO-YEAR CONTINUANCE OF A SOLAR INSTALLATIONS PERMITTING FEES PROGRAM TO ENCOURAGE BY TEMPORARILY WAIVING BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. On May 5, 2008, the City Council adopted a two-year solar permit fee waiver program to encourage solar installations for both residential and commercial properties Citywide. The program's initial adoption resulted from discussions with the City Council Development Committee and a desire to broaden the City's environmental agenda. By all accounts the program has been successful over the past two years in incentivizing solar installations and should be renewed in order to continue supporting the City's goals with respect to the environment and sustainability. B. The two primary uses of solar energy include using the sun to heat water and/or to generate electricity. Both rely on widely tested and proven technologies. However, their application has in the past been limited by the high acquisition/construction costs compared to potential cost savings. This dynamic continues to shift, however, given the ever increasing cost of energy as well as various programs offered by both the State and local utility companies incentivizing solar installations. C. Prior to the adoption of the solar permit fee waiver, the city processed relatively few solar energy projects (less than five projects per year). This number has increased substantially, and in 2010, the City processed over 40 solar permit applications, a 227 percent increase from 2009. This increase is consistent with growth in solar projects statewide as California leads the nation in solar installations with nearly 77,000 installations generating 779 megawatts. D. The City's review of solar energy projects involves both plan check and inspection services. The amount of time required for these reviews depends primarily on the size and complexity of the solar installation. A thorough review and analysis of the type of solar installation requests Resolution No. 2011-XXX Page 1 of _ 55B-7 received over the past two years indicates that the vast majority of solar installations in Santa Ana are for single-family residences. Based on this analysis the Building Division has begun implementing several streamlining procedures in order to reduce the amount of staff time required to review and issue permits for residential solar projects. As a result, at an average rate of $55/hour the respective permit fees would range from approximately $55 to $550 per project with the majority being in the $275 to $385 range. E. A two-year permit incentive program for solar energy projects would waive permit/inspection fees as an incentive to encourage solar installations. Homeowners, business owners, contractors and others would still submit plans and obtain permits and inspections, but the fees for such projects would be waived during the program period. While the number of solar energy projects is expected to continue to grow, the environmental and community benefits of the use of solar energy outweighs the impacts to workloads and/or reductions in revenue. Section 2. The City Council hereby waives, for a two year period commencing upon the date of adoption of this Resolution, both plan check and inspection service fees for solar energy projects that generate heat or electricity and for which permits are granted. This wavier shall apply to permits granted no later than two years from the date of adoption of this Resolution. Section 3. This resolution shall take effect immediately upon its adoption by the City Council, and the Clerk of the Council shall attest to and certify the vote adopting this Resolution. ADOPTED this day of , 2011. Miguel A. Pulido Mayor APPROVED AS TO FORM: Joseph Straka, City Attorney By: Ryan O. Hodge Assistant City Attorney Resolution No. 2011-XXX Page 2 of _ 55B-8 AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify that the attached Resolution No. 2011-XXX to be the original resolution adopted by the City Council of the City of Santa Ana on , and that said resolution was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana Resolution No. 2011-XXX Page 3 of _ 55B-9 55B-10 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 4, 2011 TITLE: PUBLIC HEARING - COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM FY 2011-2012 CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 151 Reading ? Ordinance on 2nd Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER 1. Approve the proposed Fiscal Year 2011-2012 Community Development Block Grant Program (Exhibit 1). 2. Approve the proposed contingency plan for the Fiscal Year 2011-2012 Community Development Block Grant Program. 3. Authorize the City Manager to submit the approved program to the United States Department of Housing and Urban Development for the City's Fiscal Year 2011-2012 allocation of Community Development Block Grant funds and execute the grant agreement with the United States Department of Housing and Urban Development (HUD). 4. Direct the City Attorney to prepare and authorize the City Manager and the Clerk of the Council to execute memorandums of understanding with city departments and agreements with nonprofit agencies awarded funds as part of the approved program. DISCUSSION Since Fiscal Year 1974-1975, Santa Ana has received Community Development Block Grant (CDBG) funds to improve low- and moderate-income neighborhoods, eliminate blight and create a more stable economic base. These funds have been used for a diverse range of programs including housing, street improvements, parks and public facilities improvements, social services, historic preservation and community services. It is important to note that, as of this date, HUD has not notified the City of the actual amount of funds it will receive for the aforementioned grant. For planning purposes, the City is estimating that the City's entitlement for Fiscal Year 2011-2012 will be $6,800,000. An adjustment based on the final 2011-2012 grant amount will be necessary once HUD publishes the final grant amounts. A contingency plan is included as part of Exhibit 1 for 75A-1 Public Hearing - CDBG Program FY 2011-2012 April 4, 2011 Page 2 determining the adjustment and final allocation. The CDBG federal regulations allow no more than 15% of this entitlement to be used for social service programs and no more than 20% for administration and planning. In past years, the City has used an application process to make public service funds available to nonprofit organizations that meet one of the priorities identified in the City's Consolidated Plan (the City's five-year strategic plan that identifies housing and community needs that are required by HUD). Like communities throughout the nation, the current economic climate continues to present serious budget challenges to Santa Ana. These challenges include an increased demand for a variety of municipal services, the redirection of local revenues to the state, and an overall decline in various tax revenues. To address these challenges, the City continues to make the difficult decision to limit the amount of CDBG funds available for nonprofits for the 2011-2012 Fiscal Year to City-managed programs. Therefore, public service proposals were not requested from the non-profit community. The proposed Fiscal Year 2011-2012 CDBG program and budget (Exhibit 1) consists of the staffs funding recommendations for the program. The City Council public hearing will provide an opportunity for public input and the completion of the process necessary to submit our locally approved program to HUD. FISCAL IMPACT Approval of the recommended action will authorize the City Manager to submit the approved program to HUD and to execute a grant agreement, which will result in the City's CDBG letter of credit being augmented by an estimated $6,800,000. APPROVED AS TO FUNDS AND ACCOUNTS: _ Ay) Nancy T. E ards Francisco Gutierrez Interim Exec tive Director, Executive Director Community Development Agency Finance & Management Services Agency NTE/FH/kg Exhibit: 1: Program Recommendations 75A-2 N r r a O N 0 W N 0 CL 0 w a m° _ c0 (6 C C C c C O N V .t.• N 06 .L-.. 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LU - CL > L c O U 1 - W N oIX f ° o ? a 0 U ° Q 0 . 0 t5 0 2 - >, c 0 p m CF E C Q ° ) Q a (0 0)) ° N U QQQ0 CL IL O cQ RQ :3 0 06 U)U)(1) ? UUU 13 D 2 = U? O a Q m ._ ?Ix m o = O U cD_ CL D_aa 11 Cl- 0L5 C = LL C E H C C C C Q) C C L (D C v VQQQQ ` Q Q N Q a7 lQ C I E5 L O d=F-.O •' N O f0 U d f0 N f0 f6 U) U) U) U) U) E l0 U) m U) w 7 p; c O .S l •C ' C w O C C ) O Gf 0 •? O O O O O N .• 7 0 QU 0 00 aUUUU V U U ma. m N CO VOto N 00 O O 75A-3 O O O O t0 N O a0 O M x O W J 75A-4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 4, 2011 TITLE: PUBLIC HEARING - AMENDMENT TO DEVELOPMENT AGREEMENT NO. 2005-02, CONDITIONAL USE PERMIT NO. 2011-05, VARIANCE NO. 2011-04 AND SITE PLAN REVIEW NO. 2011-01 FOR A NEW MULTI- FAMILY RESIDENTIAL DEVELOPMENT AT 100- 140 EAST MACARTHUR BOULEVARD - LYON COMMUNITY DEVELOPMENT, APPLICANT CITY MANAGER CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 15' Reading ? Ordinance on 2"d Reading ? Implementing Resolution ? Set Public Hearing For CONTINUED TO FILE NUMBER RECOMMENDED ACTION 1. Adopt a resolution approving the Addendum to the Final Environmental Impact Report No. 2004-02 and approve the Mitigation Monitoring and Reporting Program. 2. Adopt an ordinance approving the fourth amendment to Development Agreement No. 2005- 02. 3. Adopt a resolution approving Conditional Use Permit No. 2011-05 as conditioned. 4. Adopt a resolution approving Variance No. 2011-04 as conditioned to allow tandem parking. 5. Adopt a resolution approving Site Plan Review No. 2011-01 as conditioned. PLANNING COMMISSION ACTION On March 14, 2011, the Planning Commission recommended that the City Council adopt a resolution approving the Addendum to the Final Environmental Impact Report No. 2004-02 and approve the Mitigation Monitoring and Reporting Program; adopt an ordinance approving the fourth amendment to Development Agreement No. 2005-02; adopt a resolution approving Conditional Use Permit No. 2011-05 as conditioned; adopt a resolution approving Variance No. 2011-04 as conditioned to allow tandem parking; and adopt a resolution approving Site Plan Review No. 2011- 01 as conditioned by a vote of 7:0 to allow the construction of a new multiple family residential development at 100-140 East MacArthur Boulevard located in the Specific Development No. 76 (SD-76) zoning district (Exhibit A). The Planning Commission modified Planning Division Condition Nos. 5, 6, 13, and 25 and Police Department Condition Nos. 2 and 4 as well as deleted Police Department Condition Nos. 1, 3 and 6 of Conditional Use Permit No. 2011-05. The changes were made to clarify the conditions of approval and to provide the applicant with the ability to submit alternate building materials and security measures for review. 75B-1 Amend DA No. 2005-02, CUP No. 2011-05 VA No. 2011-04, SPR No. 2011-01 April 4, 2011 Page 2 FISCAL IMPACT There is no fiscal impact associated with this action. Jay Trevino Executive Director Planning & Building Agency VF:rb vflreports\Lyon Integral.cc Exhibit: A. Planning Commission Staff Report 75B-2 REQUEST FOR Planning Commission Action PLANNING COMMISSION MEETING DATE: MARCH 14, 2011 TITLE: PUBLIC HEARING - AMENDMENT TO DEVELOPMENT AGREEMENT NO. 2005-02, CONDITIONAL USE PERMIT NO. 2011-05, VARIANCE NO. 2011-04 AND SITE PLAN REVIEW NO. 2011-01 FOR A NEW MULTI-FAMILY RESIDENTIAL DEVELOPMENT AT 100-140 EAST MACARTHUR BOULEVARD Prepared by Vince Fregoso Executive Director RECOMMENDED ACTION Recommend that the City Council: PLANNING COMMISSION SECRETARY APPROVED ? As Recommended ? As Amended ? Set Public Hearing For DENIED ? Applicant's Request ? Staff Recommendation CONTINUED TO Planning Mangy r Adopt a resolution approving the Addendum to the Final Environmental Impact Report No. 2004-02 and approve the Mitigation Monitoring and Reporting Program. 2. Adopt an ordinance approving the fourth amendment to Development Agreement No. 2005- 02. 3. Adopt a resolution approving Conditional Use Permit No. 2011-05 as conditioned. 4. Adopt a resolution approving Variance No. 2011-04 as conditioned to allow tandem parking. 5. Adopt a resolution approving Site Plan Review No. 2011-01 as conditioned. DISCUSSION Request of the Applicant Lyon Community Development is requesting approval to amend provisions of the MacArthur Place South development agreement, a conditional use permit, a variance, site plan review approval and an addendum to the certified Environmental Impact Report in order to allow the construction of a new 300-unit mid-rise condominium project to be located at 100-140 East MacArthur Boulevard. Proiect Location and Site Description The subject property is located at 100-140 East MacArthur Boulevard, between Main Street and Sandpointe Avenue. The site is approximately 4.05 acres in size, rectangular in shape and is currently vacant. Further, the site is located within the MacArthur Place South master planned 2 75B-3 Amend DA No. 2005-02, CUP No. 2011-05 VA No. 2011-04, SPR No. 2011-01 March 14, 2011 Page 2 development, a 43-acre mixed-use site located on the south side of MacArthur Boulevard between Main Street and the Newport-Costa Mesa (SR-55) Freeway. Currently located in MacArthur Place South is 1,450,000 square feet of office area consisting of two 14-story office buildings, two 10- story office buildings and two 8-story office buildings. Additionally, a 13,470 square foot food/retail building, a 174-room, 84,210 square foot DoubleTree Club hotel, four 6-story parking structures and a Courtyard by Marriott Hotel (under construction) are within MacArthur Place South. The site is surrounded by a combination of commercial and multi-family residential uses to the north; office and industrial uses, multi-family residential, office and hotel uses to the east; and commercial, single and multi-family residential uses to the west (Exhibits 1 and 2). Project Description The proposed project is a 300-unit development that will have units within three separate buildings. Initially, the project will operate as an apartment complex, with units available for rent. However, a final map has been recorded for the project, allowing the eventual sale of the units as condominiums. The units will wrap around a parking structure that will contain one subterranean level of parking and five above grade levels with 660 parking stalls. Parking has been provided at a rate of two parking stalls per unit (600 spaces), with an additional 10 percent (60 stalls) provided for guest parking. This complies with the parking requirement for multi-family uses in the SD-76 zoning district. Access to the project will be provided from Main Street and from an interior driveway at the east side of the project. The architectural style proposed for this mid-rise project is contemporary. Building materials will include plaster and cement board finishes with brick accents at the ground level. Additionally, staggered rooflines in the form of mezzanines for upper floor units have been included to provide visual relief from Main Street and MacArthur Boulevard. The project will contain one, two and three bedroom units. The units will range in size from 614 square feet for the smallest one bedroom unit to 1,403 square feet for a three bedroom unit. Table 1 below provides a breakdown of the units within the condominium building. Table 1 Lyon Condominium Project Summary Unit Type Units Proposed Percent of building Square Footagee 1 bed 143 48% 614-780 1 bed w/mezz. 12 4% 784-832 2 bed 117 39% 1,039-1,084 2 bed w/mezz. 14 4% 1,126-1,221 3 bed 11 4% 1,230-1,308 3 bed w/mezz 3 1% 1,387-1,403 Total 300 100% n/a 75B-4 Amend DA No. 2005-02, CUP No. 2011-05 VA No. 2011-04, SPR No. 2011-01 March 14, 2011 Page 3 An extensive menu of project amenities is planned for this development. Exterior amenities include a water feature, landscaping and public art within the public plaza located at the northwest corner of the project. The project will also include two open courtyards with decorative landscaping, hardscaping, seating areas and a water element on the ground level. A recreation deck will be located on top of the parking structure and will contain a pool, seating areas, a barbeque, garden rooms, a tennis court and a recreation room. Within the recreation room will be a fitness room, yoga room, screening room, a clubroom, game tables and a conference room (Exhibits 3, 4, 5 and 6). Proiect Backaround The Lyon parcel is part of the larger MacArthur Place South development, a 9.8-acre, three parcel development that was entitled in 2005. The entitlements allowed three 25-story high-rise towers, a six-story mid-rise residential/office building, and 14,000 square feet of retail and restaurant uses. Two high-rise towers, the 349-unit Skyline Towers development at 9 and 15 MacArthur Place, were completed in October 2008. Also part of the entitlements was the Montage, a 276-unit, four to six- story mid-rise condominium development by Integral Corporation. Although the project was submitted into building plan check in 2008, permits were never obtained for its construction. In early 2010, Lyon Community Development entered into a partnership with Integral in order to construct the project. Although modified and improved in design, the proposed project is similar to that which was previously entitled. General Plan and Zoning Analysis The General Plan land use designation for the site is District Center (DC), which allows for major development sites such as the multi-family residential development. District Centers are designed to serve as anchors to the City's commercial corridors, and to accommodate major development activity. The project site is consistent with this General Plan land use designation. The site is surrounded by residential and retail uses to the north; office development to the south; office and retail uses to the east; and residential uses to the west. The zoning for the site is SD-76 - Hutton Centre Mixed Use Specific Development District No. 76. The SD-76 is a mixed use zone that allows office, restaurant, retail, hotel and residential land uses. Therefore, the proposed use is also consistent with the zoning designation. Proiect Analvsis Amendment to the Development Agreement In 2005, the City approved several entitlements, including a development agreement, for The Grand Plan I and II, LLC, subsidiaries of the Nexus Development Corporation, and Integral Communities for the MacArthur Place South development. The development agreement established development intensity, permitted uses and development standards for the term of the 75B-5 Amend DA No. 2005-02, CUP No. 2011-05 VA No. 2011-04, SPR No. 2011-01 March 14, 2011 Page 4 agreement. Further, the approved development agreement required certain improvements and public benefits such as in-lieu fees for parkland dedication, payment of an inclusionary housing fee, and the execution of an off-site improvement agreement with the Sandpointe Neighborhood Association. In 2008, the development agreement was amended to allow the phasing of public art. In 2009, the development agreement was again amended to give the developers the right to rent some or all of the units within the Skyline Towers and Integral projects. Over the last few years, a significant shift in the local and national economy has occurred. This shift has severely impacted the real estate and development market. As evidence of the severe nature of the economic downturn in real estate development, of the 14 large projects that have been submitted to the City for review in the past five years (Brookhollow Office project, City Place retail/residential project, Sky Loft Tower, Cordoba courtyard housing, First and Cabrillo condominiums, Montage condominiums, Nexus Skyline Towers, Nexus Phase II, One Broadway Plaza office tower, Promenade Pointe condominiums, Sixth and Parkcenter development, Town and Country Manor, Village Green and the West End Lofts), only the City Place and Skyline Towers projects have begun or completed construction. These same trends are evident in communities throughout the country. Due to the shift in the economy, Integral has not been able to proceed with its mid-rise residential development. In response, they have partnered with Lyon Community Development to modify the project in an effort to commence construction. The amendments to Development Agreement No. 2005-02 are minor changes that recognize Lyon as the primary developer for the project. Further, the amendments reflect the new scope of the project, such as a modest increase in the number of units and the new parking configuration. All other elements of the development agreement will remain, with Lyon committed to developing the project as proposed, with all finishes and amenities for the project to be of the highest quality. Lyon is also committed to the eventual sale of units within the project and will also be involved in the sale, rental and managing of the units (Exhibit 7). Their intention is to rent the units in the near-term but consider selling them as condominiums when economic conditions allow. The documents allowing the sale of units, including the subdivision map and covenants, conditions and restrictions (CC&Rs), have been recorded for the Lyon project, which allows Lyon the ability to sell units when the housing and financial markets shift. Conditional Use Permit Conditional Use Permits are governed by Section 41-638 of the SAMC. Conditional use permits may be granted when it can be shown that the following can be established: That the proposed use will provide a service or facility which will contribute to the general well being of the neighborhood or community. 75B-6 Amend DA No. 2005-02, CUP No. 2011-05 VA No. 2011-04, SPR No. 2011-01 March 14, 2011 Page 5 • That the proposed use will not, under the circumstances of the particular case, be detrimental to the health, safety, or general welfare of persons residing or working in the vicinity. • That the proposed use will not adversely affect the present economic stability or future economic development of properties surrounding the area. • That the proposed use will comply with the regulations and conditions specified in Chapter 41 for such use. • That the proposed use will not adversely affect the General Plan of the city or any specific plan applicable to the area of the proposed use. If these findings can be made, then it is appropriate to grant the conditional use permit. Conversely, the inability to make these findings would result in a denial. Using this information staff has prepared the following analysis, which, in turn forms the basis for the recommendation contained in this report. The Specific Development No. 76 (SD-76) zoning district, specifically Sections 5 and 7 (Conditional Permitted Uses in Zones 1 and 2), identify uses conditionally permitted within the MacArthur Place South zoning district. Included as conditionally permitted uses are multi-family residential uses, outdoor farmers markets, full-service cafes and restaurants, and retail and service uses. In analyzing the conditional use permit request, staff believes that the following findings of fact warrant approval of the conditional use permit. The project will provide a service or facility which will contribute to the community. The project is located within a master planned development that is suitable for the proposed use. The proposed project is a continuation of the "urban village" concept underway at MacArthur Place South and will provide a service to the community by providing high-quality residential project that will enhance the property values of the surrounding neighborhoods. Conditions of approval have been included to ensure the quality and the attractiveness of the overall design which will contribute to the general well being of the community. • The proposed multi-family residential use will not be detrimental to persons residing and working in the area as the short-term and long-term unavoidable adverse impacts identified in the certified environmental impact report (EIR) will be mitigated to a level of insignificance. Any other negative or adverse impacts will be mitigated through mitigation measures identified in Environmental Impact Report No. 2004-02 as well as the addendum to the EIR. • The proposed use will not adversely affect the economic stability of the MacArthur Place South development area but will enhance the future economics of the area. The multi-family residential component will provide a customer base to the retail and restaurant uses of the surrounding community, which will reinforce the economic viability of the project. 75B-7 Amend DA No. 2005-02, CUP No. 2011-05 VA No. 2011-04, SPR No. 2011-01 March 14, 2011 Page 6 • The use will comply with all applicable provisions of Chapters 34 and 41 of the Santa Ana Municipal Code as well as the provisions of the SD-76 zoning district except for the tandem parking requirement. A variance, with appropriate justification, has been submitted in this regard. The proposed use will not adversely affect the General Plan as multi-family residential development is conditionally permitted within the Specific Development No. 76 (SD-76) zoning district. Further, the project is in compliance with Policy 1.3 of the General Plan Land Use Element, which encourages high-density residential development within the City's District Centers and Policy 1.4, which promotes the maintenance and fostering of a variety of residential land uses in the City. Variance Variance requests are governed by Section 41-638 of the SAMC. Variance requests may be granted when it can be shown that the following can be established: • That there exists a special circumstance related to the property, such as size, shape, topography, location or surroundings. • That the granting of the variance is necessary for the preservation and enjoyment of substantial property rights. • That the granting of the variance will not be detrimental to the public or surrounding property • That the granting of the variance will not adversely affect the General Plan If these findings can be made, then it is appropriate to grant the variance. Conversely, the inability to make these findings would result in a denial. Using this information, staff has prepared the following analysis, which forms the basis for the recommendation contained in this report. In analyzing the variance request staff believes that the following findings of fact warrant approval of the variance. • The project site has a special circumstance related to its size, shape and location. The project is on a contained site surrounded by existing commercial and residential developments. Tandem parking will only be used as assigned parking for the residents. The variance will allow the applicant the ability to use the property in a manner that is consistent with similar surrounding commercial, residential and professional uses. 75B-8 Amend DA No. 2005-02, CUP No. 2011-05 VA No. 2011-04, SPR No. 2011-01 March 14, 2011 Page 7 The granting of the variance is necessary for the preservation and enjoyment of substantial property rights as the granting of the variance to allow tandem parking will preserve the property owner's ability to develop the property with a well-designed residential project that is consistent with the Specific Development No. 76 (SD-76) zoning district. The wrap-style design of the parking garage is superior in that it allows shorter walking distances for residents; it allows for more mature and substantial landscaping that is planted in native soil as opposed to landscaping planted in raised planters; and, it allows for a better urban streetscape. The granting of the variance will not be detrimental to the public or surrounding properties as the project will be in compliance with all provisions of the SD-76 zoning district. Further, the project will comply with all mitigation measures identified in the certified environmental impact report for the project as well as all mitigation measures identified in the addendum to the EIR. The project will not adversely affect the general plan as the proposed multi-family residential use was designed in conformance with City Zoning Codes, development standards and General Plan goals and policies. Regarding this project, Section 41-638.1(d) of the Santa Ana Municipal Code (SAMC) states that tandem parking is permitted only within an office development, while the applicant is requesting approval to allow 262 of the 660 total spaces (40 percent) be tandem parking. Tandem parking allows the ability to provide additional parking spaces within fixed areas such as a parking structure or subterranean parking lot. Since tandem parking is a common practice in larger, urban office and residential projects, including several surrounding cities, staff is recommending approval of the request for tandem parking at this development. In order to ensure that the tandem parking will be used to efficiently park all cars in the project, staff has included a condition of approval that requires a Parking Management Plan to define how the tandem spaces will function. Site Plan Review Section 41-593.5(c) of the Santa Ana Municipal Code requires a review by the Planning Commission of all plans within a specific development plan area to ensure the project is in conformity with the Specific Development Standards. The review also ensures that the buildings, structures and grounds are in keeping with the neighborhood and will not be detrimental to the development of the Specific Development area. After analyzing the project, staff has found that the project is in compliance with all applicable development standards, including the Hutton Centre Mixed-Use Specific Development District (SD-76). Public Notification The project site is not located within a neighborhood association, but is adjacent to the Sandpointe Neighborhood Association. Given Sandpointe's involvement in the entitlements for MacArthur Place South, City staff and the applicant met with the Association Board in December 2010 to 75B-9 Amend DA No. 2005-02, CUP No. 2011-05 VA No. 2011-04, SPR No. 2011-01 March 14, 2011 Page 8 discuss and review the revised project. Further, staff contacted the Association in early March to provide an update and obtain feedback on the proposed project. Finally, the contacts for this Neighborhood Association were notified by mail 10 days prior to this public hearing. The project site itself was posted with two notices advertising this public hearing, a notice was published in the Orange County Reporter and mailed notices were sent to all property owners within 500 feet of the project site, as well as concerned citizens listed on the Permanent Notification List. At the time of this printing, no correspondence, either written or electronic, had been received from any members of the public. CEQA Analysis In accordance with the California Environmental Quality Act, the recommended actions have been reviewed through an Addendum to the previously certified Environmental Impact Report 2004-02. CEQA guidelines (California Code of Regulations 15000, et seq.) authorizes the use of an addendum for the purpose of making minor or technical changes, as long as these changes do not rise to the level of requiring a subsequent or supplemental EIR pursuant to CEQA Guidelines 15162. The originally certified Environmental Impact Report was analyzed in light of the revised site plan and it was determined that there are no new significant impacts resulting from the changed plan. Several mitigation measures that required modification and/or further clarification have been added to the conditions of approval for this project. Additionally, a new traffic study was performed to analyze the potential changes in traffic circulation as a result in the increase in units. The result of the traffic analysis concluded that the residential use at this site will result in 11 more trips in the morning peak hour, 12 more trips in the afternoon peak hour and 139 more trips on a daily basis. However, according to the revised traffic study, the proposed project will not exceed, either individually or cumulatively, a level of service standard established by the County congestion management agency for designated roads or highways. Therefore, no additional review or mitigation measures are needed (Exhibit 8). The determination that there are no new significant impacts or any increases in the severity of the impacts previously identified in the original Environmental Impact Report mean that in accordance with CEQA 15164, the Addendum to the previously certified MacArthur Place South EIR and Mitigation Monitoring and Reporting Program is the appropriate document for the actions proposed (Exhibit 9). 75B-10 Amend DA No. 2005-02, CUP No. 2011-05 VA No. 2011-04, SPR No. 2011-01 March 14, 2011 Page 9 Conclusion Based on the analysis provided within this report, staff recommends that the Planning Commission recommend that the City Council approve the fourth amendment to Development Agreement No. 2005-02, Conditional Use Permit No. 2011-05 as conditioned, Variance No. 2011-04 as conditioned and Site Plan Review No. 2011-01 as conditioned. Vince Fregoso, A Principal Planner VF.jm AreportMLyon Integral.031411.pc Attachments: Exhibit 1 - General Vicinity Map Exhibit 2 - Land Use Map Exhibit 3 - Site Plan Exhibit 4 - Floor Plan Exhibit 5 -Building Elevations Exhibit 6 - Landscape Plan Exhibit 7 - Amendment to the Development Agreement Exhibit 8 - Addendum to the EIR Exhibit 9 - Mitigation Monitoring & Reporting Program 75B-11 75B-12 it 11 II IR1 ?''? t._ IICR Ml MI M2 If --tl LI U 11 II ?I --- --- if ?s 1 `?r ? I at-w "v. Rlr" aw P a O ?1 CR Mt M1 M1 Rl R1 R1 MR r .. - - E SD-43 RI Y RI r,aa SD-43 SD-43 $ R1 R1 R1 R1 R1 F C4 _ z SD-43 \ RR t ua Rcan w". R1 Al R1 / CS P Kl S{? MACARTHUfl BLVD. -- - -- -- RI-PRD RI-PRD RI PRO j C5 I C2 R1- R1- R1-PRD P O RD C4" At. "RI- R1 I C2 PAD PAD . AI- PAD o4iF g PAID P1-PRO RIS PIID \ `R1s "R1 R1 O RI R1 c i t y o f T u s t i n RI R1 R1 PIKE. RI At M1 R1 AT I- C59 UN l TR AV. -- ? 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Box 1988 Santa Ana, California 92702 FREE RECORDING GOVERNMENT CODE § 6103 FOURTH AMENDMENT TO DEVELOPMENT AGREEMENT by and between THE CITY OF SANTA ANA and THE GRAND PLAN 2, LLC and LYON INTEGRAL MACARTHUR PLACE, LLC Dated: , 2011 Ordinance No. NS-xxxx EXHIBIT 7 75B-39 FOURTH AMENDMENT TO DEVELOPMENT AGREEMENT BETWEEN THE CITY OF SANTA ANA, and THE GRAND PLAN 2, LLC, and LYON INTEGRAL MACARTHUR PLACE, LLC This FOURTH AMENDMENT TO DEVELOPMENT AGREEMENT ("Fourth Amendment") is entered into between THE CITY OF SANTA ANA, a charter city and municipal corporation duly authorized under the Constitution and laws of the State of California ("City"), THE GRAND PLAN 2, LLC, a California limited liability company ("GP2"), and LYON INTEGRAL MACARTHUR PLACE, LLC, a Delaware limited liability company ("Lyon/Integral"). 1. Reference to Facts. This Fourth Amendment is entered into with reference to the following facts: 1.1 Capitalized terms not defined herein shall have the meaning set forth in the Development Agreement. 1.2 The Grand Plan 1, LLC, a California limited liability company ("GPI") and The Grand Plan 2, LLC, a California limited liability company ("GP2"), on the one hand, and City, on the other hand, entered into that certain Development Agreement dated August 4, 2005 and recorded in the Orange County Official Records on July 21, 2005 as Instrument No. 2005000565108 (as amended, the "Development Agreement") pursuant to which, among other things, Owner (as defined in the Development Agreement) was granted the vested right to develop a mixed use Project with residential condominiums and office/commercial/retail uses, as more particularly described therein. GP2's current rights and obligations under the Development Agreement include the Residential Condominium Units Element of the Project, which is the subject of this Fourth Amendment. The Residential Condominium Units Element of the Project was initially referenced as the "Integral Project" in the original Development Agreement, but shall be amended by this agreement to be referenced as the "Lyon/Integral Project." 1.3 A First Amendment to the Development Agreement by and between the City, GP2, NDC Skyline Associates, LLC and Integral Communities I, Inc. (the latter two being assignees of GP 1 and GP2 as applicable) was executed on or about July 7, 2005 and recorded in the Orange County Official Records on July 22, 2005 as Instrument No. 2008000349227. A Second Amendment to the Development Agreement by and between the City, NDC Skyline Associates, LLC, and Integral Communities I, Inc. was adopted by Ordinance Nos. NS-2782 and NS-2783 on or about May 18, 2009, and recorded in the Orange County Official Records as Instrument No. 2009000447820. A Third Amendment to the Development Agreement by and between the City and The Grand Plan 2, LLC was adopted by Ordinance No. NS-2786 on or about June 1, 2009, and recorded in the Orange County Official Records as Instrument No. 2009000447821. 1.4 Lyon/Integral is an assignee of Integral Communities I, Inc. under the Development Agreement. 1.5 The original Development Agreement and Entitlements (i) described the Residential Condominium Units ("Lyon/Integral Project") Element of the Project as consisting of a 4th amendment to development agreement 002 (2)2 2 319/2011 1:40 PM 75B-40 five (5) or six (6) story building containing two-hundred seventy-six (276) for-sale residential condominium units. 1.6 GP2 seeks approval of an amendment to the Residential Condominium Units ("Lyon/Integral Project") Element of the Project. For purposes of this Fourth Amendment, the "Lyon/Integral Project" shall be amended to consist of three-hundred (300) for-sale residential condominium units. 1.7 In connection with the foregoing, GP2, Lyon/Integral and the City now desire to amend the Development Agreement to provide GP2 with approval of the "Lyon/Integral Project" subject to the terms and conditions of the Development Agreement, as amended. 2. Lyon/Integrral Proiect. GP2 and the City hereby acknowledge and agree that GP2 has the right under this Fourth Amendment to construct and operate the "Lyon/Integral Project", as hereinafter defined. 3. Modification of Certain Provisions. The Development Agreement is hereby amended and supplemented in the following particulars: 3.1 Section 2.21. This section is hereby supplemented by adding the following after the third sentence appearing therein, as added by the Third Amendment to Development Agreement: "The new entitlements for the Lyon/Integral Project shall include Conditional Use Permit No. 2011-05, Variance No. 2011-04, and Site Plan Review No. 2011-01, as approved by the City. 3.2 Section 2.24. The term "Integral" shall be replaced with the term "Lyon/Integral." follows: 3.3 Section 2.43(3). The entire section shall be amended to read as "(3) A five (5) or six (6) story building containing three-hundred (300) for- sale residential condominium units or for-rent residential units along with a 2,100 square foot commercial space (the "Lyon/Integral Project"); and" 3.4 Section 2.43. In the final sentence of this section, as added by the Third Amendment to Development Agreement, the term "Integral Project" shall be replaced with the term "Lyon/Integral Project." 3.5 Section 2.50. As added to this section by the Second Amendment to Development Agreement, the term "Integral Project" shall be replaced with the term "Lyon/Integral Project." 3.6 Section 4.1. As added to this section by the Second Amendment to Development Agreement, the term "Integral Project" shall be replaced with the term "Lyon/Integral Project." 4th amendment to development agreement 002 (2)2 3/9/201 I 1:40 PM 3 75B-41 3.7 Section 4.2. The term "Integral Project" shall be replaced with the term "Lyon/Integral Project." In addition, "Lyon" shall also be included in any reference to "Integral." 3.8 Section 4.2.1. As added to this contract by the Second Amendment to Development Agreement, the term "Integral Project" shall be replaced with the term "Lyon/Integral Project." In addition, "Lyon" shall also be included in any reference to "Integral." 3.9 Section 4.3(d). The term "Integral Project" shall be replaced with the term "Lyon/Integral Project." In addition, "Lyon" shall also be included in any reference to "Integral." 3.10 Section 4.3(fl. As added to this section by the Second Amendment to Development Agreement, the term "Integral Project" shall be replaced with the term "Lyon/Integral Project." 3.11 Section 5.1.3. The term "Integral Project" shall be replaced with the term "Lyon/Integral Project." 3.12 Exhibit B, Section 2. As added to this section by the First Amendment to Development Agreement, the term "Integral Project" shall be replaced with the term "Lyon/Integral Project." Full Force and Effect: Counterparts. Except as amended herein, the Development Agreement shall remain in full force and effect in accordance with its terms. This Fourth Amendment may be executed in any number of counterparts, all of which shall constitute one and the same instrument. IN WITNESS WHEREOF, this Fourth Amendment has been executed by the City of Santa Ana and The Grand Plan 2, LLC. Dated this day of )2011. "CITY" THE CITY OF SANTA ANA, a charter city and municipal corporation duly authorized under the Constitution and laws of the State of California By 4th amendment to development agreement 002 (2)2 DAVID N. REAM City Manager 4 3/9/2011 1:40 PM 75B-42 ATTEST: MARIA D. HUIZAR Clerk of the Council Approved as to Form: JOSEPH STRAKA Interim City Attorney By. "GP2" THE GRAND PLAN 2, LLC, a California limited liability company By Name Its "Lyon/Integral" LYON INTEGRAL MACARTHUR PLACE, LLC, a Delaware limited liability company By_ Name Its 3/9/2011 1:40 PM 4th amendment to development agreement 002 (2)2 Ryan O. Hodge Assistant City Attorney 75B-43 STATE OF CALIFORNIA COUNTY OF ss. On before me, , Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal SIGNATURE OF NOTARY PUBLIC STATE OF CALIFORNIA ) ss. COUNTY OF ) On before me, , Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal SIGNATURE OF NOTARY PUBLIC 4th amendment to development agreement 002 (2)2 6 3/9/2011 1:40 PM 75B-44 State Clearer No. 2004061140 Draft EIR (Diztrrobutod): March 4, 2005 Final EIR (Certified On): Jane 20, 2005 Addwxh rn: Addendum to Final Environmental Impact Report No. 2004-02 MacArthur Place South A-4-t City of Santa Ana March 2011 Pmpavd for. ?d= An 20 Clvlc Center Plaza Santa Arai, Cali is 62-M Cvrtact Person: Yince F Pri d p1 ? •2?t? Pmpmd by: CAA Pbn*Q 65 Erie, Suite 130 . cw"" 92656 C?rtact Samna L. Sc hi fit Chief Executive Officer (%D) 581-2 EXHIBIT 8 75B-45 Contents Introduction ...................................................................................................................................................................... 1 A. Executive Summary ..................................................................................................................................... 1 B. Statutory Requirements ................................................................................................................................ 1 C. Project Description ....................................................................................................................................... 4 1. Location ............................................................................................................................................. 4 2. Background ........................................................................................................................................7 3. Description of Proposed Project ........................................................................................................ 7 D. Approvals Contemplated ............................................................................................................................ 17 Environmental Analysis .................................................................................................................................................. 19 Environmental Checklist ................................................................................................................................................ 50 Responses to Environmental Checklist ........................................................................................................................... 51 Exhibits Exhibit 1 - Regional Map ....................................................................................................................................... 5 Exhibit 2 - Project Vicinity Map .................................................................................................. ................... 6 Exhibit 3 - 2005 Site Plan ...................................................................................................................................... 8 Exhibit 4 - 2009 Site Plan ...................................................................................................................................... 9 Exhibit 5 - Proposed Development ...................................................................................................................... 11 Exhibit 6 - 2011 Site Plan .................................................................................................................................... 12 Exhibit 7 - Building Elevations ........................................................................................................................... 13 Exhibit 8 - Recreation Deck ................................................................................................................................. 14 Exhibit 9 - Ground Floor 1-lardscape Plan ............................................................................................................ 15 Exhibit 10 -Podium Hardscape Plan ................................................................................................................... 16 Appendices A Air Quality Assessment, KPC Environmental, Inc. dated January 27, 2011 B Updated Main & MacArthur Traffic Impact Study, KOA Corporation dated February 2011 MacArthur Place South EIR - 2011 Addendum 75B-46 Introduction A. Executive Summary The Final Environmental Impact Report (EIR) for the MacArthur Place South project was certified on June 20, 2005. The project analyzed in the EIR was a mixed use development consisting of three 25-story residential towers, three low rise condominium buildings, a six-story residential/office building with 10,000 square feet of office and 14 residential loft units, and a single-story 13,871-square-foot retail building consisting of 8,580 square feet of restaurant and 5,290 square feet of retail. The project site is located at the southeast corner of MacArthur Boulevard and Main Street in southeast Santa Ana. East of the site is the Costa Mesa Freeway (SR-55), south and east of the site is the City of Irvine, and the City of Costa Mesa is located to the southwest. John Wayne Airport is approximately 1.1 miles south of the project site. An Addendum to Final Environmental Impact Report No. (FEIR) 2004-02 was approved by the City in 2009 (2009 Addendum). The 2009 Addendum reviewed the environmental impacts identified in the EIR in relation to changes to the project after the EIR was certified. These included the elimination of the Cinema Lofts (comprised of 14 residential units and 10,000 square feet of office use), removal of 13,871 square feet of retail/restaurant uses, addition of a 185-room hotel, moving the Cinema Tower south of its approved location, and the construction of a parking structure for joint use by the hotel and the Cinema Tower. While a 185-room hotel was analyzed in the Addendum, the final approval was for 155 rooms. An Initial Study Checklist, pursuant to the California Environmental Quality Act (CEQA), was prepared. The Initial Study and the Addendum fully complied with all relevant CEQA standards to determine if the EIR remained adequate to address the impacts resulting from the project pursuant to CEQA Guidelines §15164. The conclusion of the 2009 Addendum was that the modified project would not result in any new or more significant environmental impacts. This document constitutes a second Addendum to the FEIR for the MacArthur Place South project. This Addendum reviews the environmental impacts identified in the FEIR in relation to changes to the project after the FEIR was certified. The proposed changes include a modification to the low-rise condominium component of the originally approved project. As approved in 2005, the condominiums would include three buildings ranging in height from 50 to 60 feet (5 and 6 stories) with 276 residential units. A total of 689 parking stalls would be provided in a two-level parking area consisting of one ground parking level and one subterranean parking level. Recreation areas would be included in a ground-level interior courtyard and consist of a water feature, a tot lot, a swimming pool, a game table, a barbeque area, and a seating area. The modified project proposal increases the number of residences by 24, for a total of 300 residential units in 3 buildings with a maximum height of 65 feet. A parking structure will contain 29 fewer parking stalls for a total of 660 parking stalls in 1 subterranean and 5 above-ground levels. A recreation deck on the parking structure roof will contain amenities such as a swimming pool, cabanas, a tennis court, seating areas, barbeque facilities, and a recreation building containing conference, fitness, game, exercise, and screen rooms, in addition to a cafe/kitchenette, a business office, a billiard table, and storage. B. Statutory Requirements Pursuant to § 15367 of the CEQA Guidelines, the City of Santa Ana is the Lead Agency for this project. As defined, the lead agency has the principal responsibility for carrying out or approving a project. This Addendum updates the progress made in the project, as certified, and serves to update the information in the EIR as contemplated in CEQA Guidelines §15164. This document will also be used to acknowledge the addition of mitigation measures and further project modifications to the site. The CEQA Guidelines (California Code of Regulations § 15000, et seq.) authorize the use of an Addendum for the purpose of making minor or technical changes, as long as these changes do not rise to the level of MacArthur Place South EIR - 2011 Addendum 75B-47 requiring a subsequent or supplemental EIR pursuant to CEQA Guidelines §15162. CEQA Guidelines § 15164 states: a) The lead agency or a responsible agency shall prepare an addendum to a previously certified EIR if some changes or additions are necessary but none of the conditions described in Section 15162 calling for preparation of a subsequent EIR have occurred. Section 21166 of the California Environmental Quality Act (CEQA, Public Resources Code §21000, et seq.) sets the standard to determine whether another EIR should be prepared when an original EIR has been prepared. Section 21166 states: When an environmental impact report has been prepared for a project pursuant to this division, no subsequent or supplemental environmental impact report shall be required by the lead agency or by any responsible agency, unless one or more of the following events occurs: (a) Substantial changes are proposed in the project which will require major revisions of the environmental impact report. (b) Substantial changes occur with respect to the circumstances under which the project is being undertaken which will require major revisions in the environmental impact report. (c) New information, which was not known and could not have been known at the time the environmental impact report was certified as complete, becomes available. Section 21166 is further explained in the CEQA Guidelines at § 15162 as follows: (a) When an EIR has been certified or a negative declaration adopted for a project, no subsequent EIR shall be prepared for that project unless the lead agency determines, on the basis of substantial evidence in the light of the whole record, one or more of the following: (1) Substantial changes are proposed in the project which will require major revisions of the previous EIR or Negative Declaration due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects; (2) Substantial changes occur with respect to the circumstances under which the project is undertaken, which will require major revisions of the previous EIR or Negative Declaration due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects; or (3) New information of substantial importance which was not known and could not have been known with the exercise of reasonable diligence at the time the previous EIR was certified as complete or the Negative Declaration was adopted, shows any of the following: (A) The project will have one or more significant effects not discussed in the previous FIR or negative declaration; (B) Significant effects previously examined will be substantially more severe than shown in the previous EIR; MacArthur Place South EIR - 2011 Addendum 75B-48 (C) Mitigation measures or alternatives previously found not to be feasible would in fact be feasible, and would substantially reduce one or more significant effects of the project, but the project proponents decline to adopt the mitigation measure or alternative; or (D) Mitigation measures or alternatives which are considerably different from those analyzed in the previous EIR would substantially reduce one or more significant effects on the environment, but the project proponents decline to adopt the mitigation measure or alternative. (b) If changes to a project or its circumstances occur or new information becomes available after adoption of a negative declaration, the lead agency shall prepare a subsequent EIR if required under subsection (a). Otherwise, the lead agency shall determine whether to prepare a subsequent negative declaration, an addendum, or no further documentation. (c) Once a project has been approved, the lead agency's role in project approval is completed, unless further discretionary approval on that project is required. Information appearing after an approval does not require reopening that approval. If after the project is approved, any of the conditions described in subsection (a) occurs, a subsequent EIR or negative declaration shall only be prepared by the public agency which grants the next discretionary approval for the project, if any. In this situation no other Responsible Agency shall grant an approval for the project until the subsequent EIR has been certified or subsequent negative declaration adopted. (d) A subsequent EIR or subsequent negative declaration shall be given the same notice and public review as required under Section 15087 or Section 15072. A subsequent EIR or negative declaration shall state where the previous document is available and can be reviewed. The key to §21166 and §15162 is to determine if any circumstances have changed enough to justify repeating a substantial portion of the environmental documentation process. If conditions do not justify a new or supplemental EIR, but minor additional or technical changes (such as traffic updates, additional mitigation measures, or project improvements) are appropriate to keep the document current and useful, an agency may prepare an Addendum (CEQA Guidelines § 15164). This Addendum will document the character of any changes or additions to support the determination to prepare an Addendum. It will also provide an opportunity to evaluate all components of §15162 to determine if the FEIR still reflects the full scope of the environmental impact. Where appropriate, citations to the FEIR will be made, and assumptions made in the FEIR will be evaluated for continuing validity. The §21166 test is the prevailing authority under state law on the question of whether a new environmental document is necessary. This test is a substantive one to determine the document's continuing accuracy and utility. As described in this Addendum, there are no new significant impacts or any increase in the severity of the impacts previously identified in the FEIR. There are no substantial changes proposed in the project that require major revisions of the certified FEIR. Therefore, in accordance with CEQA § 15164, this Addendum to the previously certified MacArthur Place South FEIR is the appropriate environmental document for the action proposed herein. No substantial changes are proposed in the project, no substantial changes in the circumstances for implementation of the project and no new information that was not known at the time the EIR was certified has become available. Therefore, the FEIR, as certified, remains adequate and complete. MacArthur Place South EIR - 2011 Addendum 3 75B-49 MacArthur Place South Project Approvals The MacArthur Place South project required the following review and discretionary approvals as described in the EIR: • Certification of a Final Environmental Impact Report • Zone change to Specific Development (SD) zone • Site plan review • Lot line adjustment • Tentative/Final Tract Maps • Conditional Use Permit • Parking variance • Airport Land Use Commission consistency finding • Development Agreement • Federal Aviation Administration determination for the high-rise towers and construction cranes • Regional Water Quality Control Board approval for dewatering activities No change in the required approvals is proposed. The 2009 Addendum identified the requirement for the future submittal to the Federal Aviation Administration (FAA) for an updated Determination of No Hazard for the Cinema Tower construction. However, no construction schedule for the Cinema Tower has been established as of the date of this Addendum. C. Project Description The following project description is based on the MacArthur Place South FEIR and the Addendum to the MacArthur Place South FEIR. Modifications to the project are included in this Addendum to update the project as proposed. 1. Location MacArthur Place South is a partially developed residential and office park located in the City of Santa Ana, County of Orange, California, immediately west of the Costa Mesa Freeway (SR-55) and less than one mile north of the San Diego Freeway (I-405). The City of Irvine is located south and east of the site. The City of Costa Mesa is located to the southwest. The John Wayne Airport is located approximately 1.1 miles south. A Regional Map and a Project Vicinity Map are included herein as Exhibit 1 and Exhibit 2, respectively. The project boundaries are MacArthur Boulevard, Main Street, Sandpointe Avenue, and the Costa Mesa Freeway. MacArthur Place and Hutton Centre Drive bisect the site. MacArthur Place runs south from MacArthur Boulevard to Sandpointe Avenue, and Hutton Centre runs from Sandpointe Avenue around to MacArthur Place. The entire street is identified as Hutton Centre Drive on some maps. The project site is approximately ten acres and is surrounded by high-rise office buildings, a hotel, and parking structures. To the west, between Sunflower Avenue and MacArthur Boulevard, is the Sandpointe single-family residential neighborhood, the Main Attraction condominiums and an existing Mobil service station. North of MacArthur Boulevard along Main Street is an existing Arco service station and the California Apartments. Immediately north of the MacArthur Place South project is the MacArthur Place mixed-use development. MacArthur Place South EIR - 2011 Addendum 75B-50 MacArthur Place South EIR - 2011 Addendum 5 75B-51 Exhibit 1 - Regional Map tA°" 2 w 5 t- 8 0 1 w3 EF} 8 3 w GARaI r Z5 B J w co w H N wr f K ' i LI r Yr N - -- Q - _ ----- AV MO N 1 AY 'n W Y ; 300 > 600 0 i LItLIE cARa KING a ?? '""' J Z ? N ~ G o a Q ?ti AV Av INT PAW Sl ? ,? p AV AP ipP? S SOLD NE AV u W CURIE AV NAMTHLO t c G BELL AY H AM RICAN WY Ld Y E 0 E A THE uttvtt AT 350 AV M AV o pill ION _ W v E ? \ ti ? ? ti ;2 AV ~t;AV q AY ? AV AURORA KEAT LLER AY y uqr p W IN 0 MWAWS a i C? i G LU Af7T£L ? e Q •-? u .?b STEVENS AV STEMS t- C U F W AV 17700 500 SEE C D5 Z~ r 1'? 21 0 1 SOfNLEY BAY FS 2 KtflEMWE BAY 16 3 LAWS BAY ; 11 17900 ? . 4 WESLEYM BAY A F1 MIRA RAY f o pWK ` CI R y C S Kr PARK i I ?'s s 17700 Ur K ?Iit - -- ------ - ?t '?14p pa's Q°?' ' ,II?IN WAY E AIRPORT I 200 ?/ ? ?? r Rtur OCARE AWMIC MUM 02004 Thomas Bros . Maps Exhibit 2 - Project Vicinity Map MacArthur Place South EIR - 2011 Addendum 75B-52 2. Background The MacArthur Place South FEIR, certified in 2005, identified the project area as an existing office park formerly known as Hutton Centre. Since 1982, approximately 1,551,096 square feet of office, restaurant, theater, retail, and hotel land uses were developed in Hutton Centre. Existing structures ranged from single- story buildings to office towers ranging in height from 8 to 14 stories. The MacArthur Place South FEIR included analysis of the following project components: • Three 25-story residential towers, with a total of 501 residential units • One low-rise loft building with 14 residential units and 10,000 square feet of office space • A condominium complex including three low-rise buildings, with a total of 276 residential units • A restaurant and retail building totaling 13,871 square feet Based on the analysis provided in the 2005 EIR, the City of Santa Ana approved a project configuration that included the above components. Two of the residential high-rise towers, known as Skyline at MacArthur Place, have been constructed with a total of 349 units. The MacArthur Place South project site plan approved in 2005 is included herein for comparison purpose as Exhibit 3 - 2005 Site Plan. In 2009, an Addendum to the MacArthur Place South FEIR (2009 Addendum) was approved by the City. The Addendum proposed removal of the Cinema Lofts (14 units and 10,000 square feet of office use) and the retail (5,291 square feet)/restaurant (8,580 square feet) components, to be replaced by a 185-room hotel with surface parking. The Cinema Tower, with 154 residential units, was proposed to be relocated approximately 174 feet south from the original location analyzed in the FEIR. The hotel proposed in the 2009 Addendum was 4 stories in height, 185 rooms, with a pool and spa and support facilities. The City's final approval was for a 155-room hotel. A total of 615 parking spaces were identified in the 2009 Addendum, which included a combination of spaces in the existing parking structure and a surface parking lot and would be used on an interim basis. Future construction of the Cinema Tower will include a new parking structure that will then meet the needs of the hotel guests and the Cinema Tower residents. A Site Plan showing the hotel component is included herein as Exhibit 4- 2009 Site Plan. 3. Description of Proposed Project The project applicant is proposing a modification to the low-rise condominium component of the project. The condominiums, as approved in the FEIR, would include three buildings ranging in height from 50 to 60 feet (5 and 6 stories) containing 276 residential units. The unit types ranged from one to three bedrooms and baths. Residential styles included typical single-story condominiums, townhouses, and live/work units. An interior courtyard would contain a water feature and a recreation area including a tot lot, a swimming pool, a game table, a BBQ area, and a seating area. A total of 689 parking stalls would be provided on two levels of parking - one subterranean level and one above-ground level. The architectural design featured a staggered roofline, providing visual relief from that of a solid structure with a single roofline. MacArthur Place South EIR - 2011 Addendum 75B-53 iOD C N V N Ln O N Mf a t x W E v c v 0 N W 0 O N U (0 a L f0 cc 2 75B-54 m ?t ? tip®? • • ? ' ?i =a it e f e ? e ,i • 1 1 1 9 •y 1 c ? ' ? r a t i ? ? tt qtr l' n: ` ' t ? it i Aae F?f a l l 5 t i - I C:t t; C do a IL N IT 0 N r W W h?-t) PF i 75B-55 The proposed modifications to the condominium component are described below, including a change from condominium to condominium/apartment residential units: • Residential Units -- 300 residential units will range in size from one bedroom/one bathroom to three bedrooms/two bathrooms in single-story or single-story with loft configurations and include balconies. Unit sizes will range from approximately 614 square feet to 1,403 square feet. Building A, with a maximum height of 65 feet, will be located along Sandpointe Drive. Building B, with a maximum height of 60 feet will surround the parking structure on three sides and be composed of Section B 1 on the south, Section B2 along Main Street, and Section B3 to the north of the structure. Building C, with a maximum height of 65 feet, will be located along MacArthur Boulevard. Buildings A and C will be five stories in height and Building B will be four stories. The buildings are approximately the same in size and general configuration as previously analyzed. A rendering of the proposed development is included as Exhibit 5. The project layout is depicted on Exhibit 6 - 2011 Site Plan. Exhibit 7 depicts the east, west, north, and south elevations of the buildings. While the original project approval included 276 low-rise residential units and the proposed modification includes 300 units, the 2009 Addendum eliminated 14 lofts that were originally approved in the FEIR, for a net gain of 10 residential units in the proposed 2011 Addendum. • Parking Structure - The 6-level parking garage - 1 subterranean and 5 above ground - will contain 660 stalls (13 handicapped, 262 tandem and 385 full size). Access will be available via one entry on Main Street (right-in, right-out) and an entry on the proposed interior road between Sandpointe and MacArthur. A designated loading/unloading area will be located between the two interior road entries. The roof of the parking structure will be developed for recreational uses. • Recreation Deck - The garage structure roof will be used for recreational amenities including pool/cabanas, a tennis court, seating areas with tables and chairs, barbeque facilities, and a recreation building between the pool and tennis court areas. The rooftop recreation building will contain a conference room, a screen room, a game room, a fitness room, an exercise classroom, a billiard table, a cafe, a kitchenette, a business center (office), and storage. A total of 35,509 square feet of active recreation space will be available to residents and guests, including the rooftop amenities, courtyards, and public plazas. The recreation deck amenities are shown on Exhibit 8 - Recreation Deck. The Landscape Plan is shown on Exhibit 9 - Ground Floor Hardscape Plan and Exhibit 10 - Podium Hardscape Plan. • Courtyards - Two open courtyards between buildings A and B and buildings B and C will provide passive open space for pedestrian use. Courtyard 1 will contain 17,371 square feet, and Courtyard 2 will contain 13,219 square feet of paved and landscaped area. The courtyards will be accessed via four pedestrian entries - two each on Main Street and the proposed interior road. An additional pedestrian entry point will be available through the main lobby of Building B on Main Street. The exterior entries will be landscaped and paved and include ornamental fencing. • Retail Space/Retail Plaza - 2,100 square feet of retail space is proposed for the southeast corner of the site in Building A. A plaza fronting the retail space will be paved and landscaped and contain tables and chairs. The retail uses are intended to be resident-serving rather than for use by the general public. • Public Plazas - Two public plazas will be located at the corner of Main/MacArthur (27' x 27') and at Sandpointe Avenue and the interior road (45' x 26'). The plazas will be paved and landscaped and provide a water feature and seating. The locations of the each of the components described above are shown on previously referenced Exhibit 6 - 2011 Site Plan. The changes between the 2005 project and the proposed project are shown in the table below: Component 2005 Project Proposed Project Residential Units 276 300 Parking 689 660 Recreation interior courtyard 35,509 square feet (rooftop) Retail -0- 2,100 square feet MacArthur Place South EIR - 2011 Addendum 10 75B-56 h 75B-57 IN o e oI z 'r hill @A1• vnmN mMOY• F[, I IN Hlf U s ? o Sa?rr s r_ b a °' 0 N 10 AMP X W 75B-58 i^ N C i.r ro d W 011 C m L X W 75B-59 C O i-. A d L N E a K LL! ?o N a 3 75B-60 IV Z3181313M1 j 6 I , ® InQC 0000'?>Om oono 1000000 oloo O ® .00 s d L6 .i V P a 75B-61 - 31ON313IN r 00 00000015GO®0®®®® W W g. w€ _ Y 000000 000 0 0 C9f9 f IWO 11] a 2 02 fill I !Q 1: UA ''Oo 1? t E ro a a a u u ou 0 Q 0 L x w iv D. Approvals Contemplated The Addendum will require approval by the City of Santa Ana Planning Commission and the City Council. In taking action on the Addendum the City, as Lead Agency, must consider the whole of the data presented in the 2005 MacArthur Place South Final EIR, the 2009 Addendum and this Addendum to the EIR. The proposed modifications to the previously approved condominium component will undergo site plan review. - Conditional Use Permit for Residential Uses In SD Zone - Amendment to Development Agreement - Variance for Tandem Parking - Site Plan Review Approval by Planning Commission since the project is located in an SD Zone MacArthur Place South EIR - 2011 Addendum 17 75B-63 Environmental Analysis For Projects with Previously Certified/Approved Environmental Documents Final Environmental Impact Report MacArthur Place South SCN 2004061140 The following analysis takes into consideration the preparation of an environmental document prepared at an earlier stage of the project and describes the modifications to the proposed project from what was analyzed in the FEIR. This analysis evaluates the adequacy of the earlier documents pursuant to § 15162 of the California Environmental Quality Act (CEQA) Guidelines. The Environmental Checklist is included following this analysis. Analysis of the facts related to the project will form the basis for the City of Santa Ana to determine whether any changes in the project, any changes in circumstances, or any new information since the MacArthur Place FEIR and 2009 Addendum were certified require additional environmental review or preparation of a subsequent or supplemental EIR. 1. Aesthetics The FEIR determined that implementation of the project would introduce additional light and glare impacts to the project area. Mitigation measures were incorporated to reduce potential impacts to a less than significant level. a) Would the project have a substantial adverse effect on a scenic vista? (No Substantial Change from Previous Analysis) An evaluation of the aesthetic impacts of the entire MacArthur Place South project was presented in the FEIR. Neither the project site nor the surrounding area is considered a scenic vista and the FEIR remains adequate and complete. b) Would the project damage scenic resources, including but not limited to trees, rock outcroppings and historic buildings within a state highway? (No Substantial Change from Previous Analysis) An evaluation of the aesthetics effects of the project was considered in the FEIR. There are no scenic resources on or in the vicinity of the project site, and the FEIR remains adequate and complete. c) Would the project substantially degrade the existing visual character or quality of the site and its surroundings? (No Substantial Change from Previous Analysis) As depicted in the FEIR, the project will contain landscaping treatments in addition to walkways and seating areas for residents and the public. The buildings will remain at the 5-6 story heights analyzed in the FEIR and include a staggered roofline to provide articulation. Trees and shrubbery will soften visual impacts at street level. The proposed use is consistent with surrounding land uses, and no additional visual impacts will occur. Therefore, the FEIR remains adequate and complete. d) Would the project create a new source of substantial light or glare which would adversely affect day or nighttime views in the area? (No Substantial Change from Previous Analysis) The addition of light sources from interior residential lighting, commercial lighting, and vehicle headlights was analyzed in the FEIR. Mitigation measures were incorporated to reduce impacts from light and glare. The proposed modifications to the condominium component of the project will not introduce additional light or glare to the site beyond that originally analyzed, and the FEIR remains complete and adequate. MacArthur Place South EIR - 2011 Addendum 19 75B-64 II. Agricultural Resources a) Would the project convert Prime Farmland, Unique Farmland or Farmland of Statewide Importance (Farmland), as shown on the maps prepared pursuant to the Farmland Mapping and Monitoring Program of the California Resources Agency, to non-agricultural use? b) Would the project conflict with existing zoningfor agricultural use, or a Williamson Contract? c) Would the project involve other changes in the existing environment which, due to their location or nature, could result in conversion of Farmland to non-agricultural use? The FEIR Initial Study determined that, because the project site did not include agricultural resources or conflict with zoning for agricultural uses, no impact would occur and no further analysis was required. The project is located in a substantially built-out area of Santa Ana. No new or more severe impacts will occur, and the FEIR remains adequate and complete. III. Air Quality The Air Quality analysis in the FEIR was based on CEQA Guidelines thresholds. An updated Air Quality Assessment (Air Quality Assessment) dated January 27, 2011 was prepared by KPC Environmental, Inc. The analysis focused on the addition of the parking garage structure, which was not part of the original project design, and an increase in residential units from 276 to 300. The Air Quality Assessment in its entirety is included herein as Appendix A. Since the certification of the FEIR, additional legislation requires the analysis of potential greenhouse gas (GHG) impacts due to development. Greenhouse Gas Emissions are discussed in Section VII below. The Air Quality Assessment was based on the South Coast Air Quality Management District (SCAQMD) CEQA Air Quality Handbook, the California Air Resources Board (CARB) Preliminary Draft Report on Recommended Approaches for Setting Interim Significance Thresholds for GHG under CEQA, the Bay Area AQMD GHG Plan Level Quantification Guidance, and accepted environmental practices. Modeling programs included Urban Emissions Model (URBEMIS 2007, 9.2.4); emissions inventory program, EMFAC; and dispersion model CALINE 4. The emissions estimates reported represented a "worst-case" scenario because they incorporate the assumption that construction activities occur at the peak daily levels throughout the entire construction period. The project is located in the South Coast Air Basin (SCAB), which is a non-attainment area for ozone, PMio, and PM2.5 particulates. The 2007 Air Quality Management Plan (AQMP), developed by the SCAQMD and SCAB, provides an outline to achieve reductions in emissions while increasing air quality within the SCAB. The following table depicts the current criteria pollutant attainment status in the SCAB. Regional Criteria Pollutant Attainment Status SCAB Pollutant State Federal Ozone Extreme Non-attainment Non attainment PM10 Serious Non-attainment Non-attainment PMz.s Non-attainment Non-attainment sox Attainment Attainment CO Attainment Attainment NOx Attainment Attainment Lead Attainment Attainment Other (e.g., vinyl chloride, hydrogen sulfide) Unclassified or Attainment Unclassified or Attainment MacArthur Place South EIR - 2011 Addendum 20 75B-65 To identify projects that will adversely affect the regional air quality through direct and indirect sources, the SCAQMD has established significance thresholds to determine air quality impacts from a project. The Air Quality Assessment evaluated and compared the project emissions to the significance criteria in the following table. Mass Daily Thresholds Pollutant Construction Operation NOx 100 Ibslday 55 Ibs/da ROGNOC 75 lbs/day 55 Ibs/day PM10 150 Ibs/day 150 Ibs/da sox 150 Ibslday 150 Ibs/day CO 550 Ibs/day 550 Ibslday PM2.5 55 Ibs/day 55 Ibs/day The SCAQMD has requested that all projects less than five acres in size complete a Localized Significance Threshold (LST) Analysis to review potential impacts on sensitive receptors. The following table depicts the projected project impacts compared to the significance thresholds established by the SCAQMD. As shown, the project is not anticipated to exceed established thresholds. LST Results Construction Phase CO NOx PM10 PM2.5 No Demolition 0.0 0.0 0.0 0.0 No Site Preparation 0.0 0.0 0.0 0.0 Grading 16.9 37.1 2.2 1.8 Building 12.5 31.0 1.7 1.5 Localized Significance Threshold 753.0 83.0 12.0 4 Exceed Significance? NO NO NO NO The emissions estimates for the project present the "worst-case" scenario with limited mitigation included in the modeling and PM1o (fugitive dust) from grading activities calculated at the worst-case level of 20 lbs/day rather than the average 10 lbs/day in order to determine the highest potential levels of emissions. The construction schedule is based on 260 working days for all construction related activities (excavation/grading, trenching, construction and architectural coating). The calculations assume that the majority of equipment is operating 5 days per week for 6 to 8 hours per day. It is unlikely that the majority of the equipment on-site will be operated at this schedule and producing the emissions calculated. Modeling is based on the square footage calculations included on the site plan. Construction Emissions On-site construction emissions generally consist of exhaust emissions (CO, ROGNOC, NOx, SOx, PM10, CO2 and PM2.5) from construction equipment, grading, excavation, asphalt paving and painting. Off-site emissions typically consist of exhaust emissions from truck traffic and worker commute trips, road dust and fugitive dust from trucks hauling materials from the site. Each phase of construction is modeled individually and the results are presented below. Mass Grading/Parking Structure Excavation Emissions The default scenario used to model this phase included use of 5 pieces of heavy equipment including 2 excavators, 1 grader, 1 rubber-tired dozer, 1 tractor/loader/backhoe and 1 other piece of equipment over a period of approximately 40 active work days. Emissions include the export of approximately 200,000 cy of MacArthur Place South EIR - 2011 Addendum 21 75B-66 soil using 20 cy dump trucks traveling 1,000 miles per day. The following table depicts the results for this construction phase. No thresholds were exceeded for the mass grading/excavation phase. Mass Grading/Excavation Pollutant Unmitigated (Ibslday Mitigated (Ibslda) SCAQMD Threshold ROG 8.36 8.36 75 NOx 78.53 78.53 100 CO 40.07 40.07 550 PM10 23.89 15.20 150 S02 0.04 0.04 150 PM2.5 7.66 5.85 55 C02 9.797.61 9.797.61 N/A Bald-underline indicates exceedance of SCAQMD Threshold. Site Trenching/Foundation Emissions This phase includes work on the site to prepare for utilities and foundation/footing work to support the structures. The estimates are based on use of 4 pieces of heaving equipment including 2 excavators, 1 other general industrial equipment and 1 tractor/loader/backhoe over a period of approximately 10 active work days. No mitigation measures were included in the model. No thresholds were exceeded for the site trenching/foundation phase of construction. Trenching I Foundation - Phase 1 Pollutant Unmitigated (Ibslday) SCAQMD Threshold ROG 1.98 75 NOx 16.48 100 CO 9.05 550 PM 10 0.83 150 S02 0.00 150 PM 2.5 0.76 55 C02 1,839.01 N/A Bold-underline indicates exceedance of SCAQMD Threshold. Building Construction Emissions The construction phase includes the construction of the 6-level parking structure with one subterranean level and five above-ground levels (approximately 140,000 square feet). Model defaults included potential emissions that would be associated with the construction activities and the movement of materials and work crews to/from the site. The estimates were based on using 6 pieces of equipment including 2 forklifts, 1 tractor/loader/backhoe, 2 aerial lifts, and 1 crane over a period of approximately 210 active work days. Equipment operating hours were estimated at 8 hours per day for all equipment with the exception of the forklifts (6 hours per day) and the crane (4 hours per day). As depicted in the table below, no thresholds were exceeded for this phase. MacArthur Place South EIR - 2011 Addendum 22 75B-67 Building Construction Pollutant Unmitigated (Ibs/day) SCAQMD Threshold ROG 1.69 75 NOx 11.73 100 CO 12.77 550 PM10 0.76 150 S02 0.01 150 PM2.e 0.69 55 C02 2,217.67 N/A Bold-underline indicates exceedance of SCAQMD Threshold. Architectural Coatings The architectural coatings phase was based on work taking place over the last 45 days of construction. Additional decreases in ROG (VOC) can be obtained by using High Velocity Low Pressure Applicators and NO VOC coatings. As shown in the table below, no thresholds were exceed for this phase of construction. Architectural Coatings Pollutant Unmitigated (Ibs/day) SCAQMD Threshold ROG 66,67 75 NOx 0.04 100 CO 0.71 550 PM10 0.01 150 S02 0.00 150 PM2s 0.00 55 C02 96.71 N/A Bold-underline indicates exceedance of SCAQMD Threshold. Construction Emissions Conclusion The Air Quality Assessment concludes that with no exceedances of the significance thresholds, predicted emissions would be considered to have a less than significant impact during the construction phase of the project. The FEIR concluded that construction activity impacts will exceed the significance thresholds for ROG (architectural coatings) and a Statement of Overriding Considerations was adopted. This portion of the project will not exceed emissions and no significant impact will occur. Area Emissions The Area Emissions include emissions from the day-to-day operation and maintenance of the facilities, consumer products usage, natural gas use and landscaping equipment use. URBEMIS default values were used with no mitigation measures used in the model. Traffic data was obtained from the KOA Corporation Traffic Impact Study dated December 2010. As shown in the table below, there will be no significant increase in criteria pollutants due to the project. MacArthur Place South EIR - 2011 Addendum 23 75B-68 Area Emissions Pollutant Unmitigated (lbs/day) SCAQMD Threshold ROG 28.39 55 NOx 15.82 55 CO 122.31 550 PM10 22.96 150 S02 0.14 150 PM2.s 4.49 55 C02 17,511.24 N/A Bold-underline indicates exceedance of SCAQMD Threshold. The majority of emissions associated with Area and Operational Emissions are generally due to vehicle exhaust emissions. All such emissions would be below the SCAQMD's significance thresholds. Therefore, combined emissions for the project would be considered to have a less than significant impact on regional air quality. a) Would the project conflict with or obstruct implementation of the applicable air quality attainment plan or congestion management plan? (No Substantial Change from Previous Analysis) The City requires projects to conform to population and traffic forecasts contained in the General Plan. The SCAQMD Air Quality Management Plan (AQMP) provides a basis for assessing air quality with the SCAB and provides for pollutant control strategies. The AQMP is used in establishing the State Implementation Plan (SIP) consistent with the requirements of the 1990 Clean Air Act Amendments (CAAA). The SIP defines how the SCAB will achieve the federal ambient air quality standards. Because the project is not projected to increase the population or traffic conditions beyond what is forecast in the General Plan, regional emissions associated with the project are accounted for within the AQMP and are, therefore, consistent with the AQMP. The project will not conflict with or obstruct implementation of the air quality attainment plan or congestion management plan and no impact will occur. b) Would the project violate any stationary source air quality standard or contribute to an existing or proposed air quality violation? (No Substantial Change from Previous Analysis) As indicated above, the Air Quality Assessment concluded that the proposed modification to the project as originally approved will not exceed air quality thresholds. However, the air quality analysis in the EIR noted that construction activity impacts for the originally approved project will exceed significance thresholds for ROG due to the application of architectural coatings. This was considered an unmitigable impact and a statement of overriding considerations was adopted in 2005. The proposed modification to the original project will not violate any stationary source air quality standards or contribute to an existing or proposed air quality violation. Therefore, the FEIR remains adequate and complete. c) Would the project result in a cumulatively considerable net increase of any criteria pollutant for which the project region is non-attainment under an applicable federal or state ambient air quality standard (including releasing emission which exceeds quantitative thresholds for ozone precursors? (No Substantial Change from Previous Analysis) As identified in the FEIR, construction related emissions would exceed the applicable South Coast Air Quality Management District thresholds. The air quality impacts from the project as originally proposed, plus air quality impacts from related cumulative projects and buildout of the City's General Plan, would contribute additional emissions, resulting in an impact that is significant and cannot be MacArthur Place South EIR - 2011 Addendum 24 75B-69 mitigated to levels of insignificance. Mitigation measures contained in the FEIR were designed to minimize short-term construction air quality impacts. The additional incremental increase resulting from the proposed modification to the project must also be considered significant and adverse when added to the existing non-attainment levels of the South Coast Air Basin. However, the incremental change between the 2005 project and the proposed project is de minimis. The City has adopted a Statement of Overriding Considerations related to air quality impacts based on the original analysis in the FEIR and the FEIR remains adequate and complete. d) Would the project expose sensitive receptors to substantial pollutant concentrations? (No Substantial Change from Previous Analysis) The FEIR identified air quality impacts related to sensitive receptors with project implementation. No changes have occurred in this area from the previous analysis; therefore, the FEIR remains adequate and complete. e) Would the project create objectionable odors affecting a substantial number of people? (No Substantial Change from Previous Analysis) The FEIR identified air quality impacts related to the release of objectionable odors due to project implementation. The modifications to the condominium component will not result in any new or objectionable odors beyond those previously analyzed. No changes have occurred related to the creation of objectionable odors; therefore, the FEIR remains adequate and complete for this topic. IV. Biological Resources a) Would the project have a substantial adverse impact, either directly or through habitat modifications, on any species identified as a candidate, sensitive or special status species in local or regional plans, policies or regulations or by the California Department of Fish and Game or U. S. Fish and Wildlife Services? b) Would the project have a substantial adverse impact on any riparian habitat or other sensitive natural community identified in local or regional plans, policies and regulations or by the California Department of Fish and Game or U. S. Fish and Wildlife Service? c) Would the project adversely impact federally protected wetlands (including, but not limited to, marsh, vernal pool, coastal, etc.) either individually or in combination with the known or probable impacts of other activities through direct removal, filling, hydrological interruption, or other means? d) Would the project interfere with the movement of any native resident or migratory fish or wildlife species or with established native resident or migratory wildlife corridors or impede the use of native wildlife nursery sites. e) Would the project conflict with any local policies or ordinances protecting biological resources, such as tree preservation policy or ordinance? f) Conflict with the provisions of an adopted Habitat Conservation Plan, Natural Community Conservation Plan, or other approved local, regional, or state habitat conservation plan? The FEIR Initial Study determined that, because the project site did not include biological resources, no impact would occur and no further analysis was required. The project is located in a substantially built-out area of Santa Ana, and the site was previously disturbed with grading and construction. There have been no changes related to biological resources. Therefore, no new or more severe impacts will occur and the FEIR remains adequate and complete. MacArthur Place South EIR - 2011 Addendum 25 75B-70 V. Cultural Resources a) Would the project cause a substantial adverse change in the significance of a historical resource as defined in Section 15064.5? b) Would the project cause a substantial adverse change in the significance of a unique archaeological resource pursuant to Section 15064.5? c) Would the project directly or indirectly disturb or destroy a unique paleontological resource or site or unique geological feature? d) Would the project disturb any human remains, including those interred outside offormal cemeteries? The FEIR Initial Study determined that, because the project site did not include cultural resources, no impact would occur and no further analysis was required. The project is located in a substantially built- out area of Santa Ana and the site was previously disturbed with grading and construction. No cultural resources were identified and no changes have occurred. Therefore, the FEIR remains adequate and complete with respect to cultural resources. VI. Geology and Soils a) Would the project expose people or structures to potential substantial adverse effects, including the risk of loss, injury or death involving: i) Rupture of a known earthquake fault, as delineated on the most recent Alquist-Priolo Earthquake Fault Zoning map issued by the State Geologist for the area or based on other substantial evidence of a known fault?(No Substantial Change from Previous Analysis) ii) Strong seismic ground shaking? (No Substantial Change from Previous Analysis) iii) Seismic-related ground failure, including liquefaction? (No Substantial Change from Previous Analysis) iv) Landslides? (No Substantial Change from Previous Analysis) The FEIR included mitigation measures to reduce potential impacts from rupture, seismic ground shaking, ground failure, liquefaction and/or landslides. No changes have occurred related to these topics. Therefore, no additional analysis is required, and the FEIR remains adequate and complete. b) Would the project result in substantial soil erosion or the loss of topsoil? (No Substantial Change from Previous Analysis) The FEIR included mitigation measures to reduce potential impacts related to soil erosion and the loss of topsoil. Modifications to the condominium component of the project will have no new or more severe impacts beyond those addressed and mitigated in the FEIR. Therefore, the FEIR remains adequate and complete. c) Be on a geologic unit or soil that is unstable, or that would become unstable as a result of the project and potentially result in on- or off-.site landslide, lateral spreading, subsidence, liquefaction or collapse? (No Substantial Change from Previous Analysis) The FEIR included mitigation measures designed to minimize impacts related to unstable soils. No changes have occurred in this area form the analysis in the FEIR. No new or more severe impacts beyond those addressed in the FEIR have occurred and, therefore, the FEIR remains adequate and complete. MacArthur Place South EIR - 2011 Addendum 26 75B-71 d) Be located on expansive soil, as defined in Table 18-1-B of the Uniform Building Code (1994) creating substantial risks to life or property? As analyzed in the FEIR, the project is located on a graded and urbanized site where no unique geologic features are present. No changes have occurred in this area and, therefore, the FOR remains adequate and complete. e) Have soils incapable of adequately supporting the use of septic tanks or alternative waste water disposal systems where sewers are not available for the disposal of wastewater? (No Substantial Change from Previous Analysis) As analyzed in the FEIR, the project will not include the use of septic tanks or alternative wastewater disposal systems. No changes have occurred in this area from the previous analysis and therefore, the FEIR remains adequate and complete. VII. Greenhouse Gas Emissions In accordance with the CEQA Guidelines Amendments that were adopted on March 18, 2010, the CEQA Guidelines Initial Study Checklist now includes impact determination criteria for Greenhouse Gas Emissions. However, there are currently no adopted GHG thresholds. The Amendments require quantification and mitigation of GHG, where possible. Qualitative factors used in determining significance include, but are not limited to, the following: the extent to which the project may increase or reduce greenhouse gas emissions as compared to the existing environmental setting, 2. whether the project emissions exceed a threshold of significance that the lead agency determines is applicable to the project, and the extent to which the project complies with regulations or requirements adopted to implement a statewide, regional or local plan for the reduction or mitigation of GHG emissions. To comply with the current Guidelines, the updated Air Quality Assessment included an analysis of GHG emissions. The analysis presents a quantitative GHG emissions assessment using South Coast Air Quality Management District (SCAQMD) localized significance thresholds (LSTs), the California Air Resources Board (CARB) Preliminary Draft Report on Recommended Approaches for Setting Interim Significance Thresholds for GHG under CEQA and modeling programs including the Urban Emissions Model (URBEMIS 2007), which is one of the most consistently used models for emissions estimates, CALINE 4 and the emissions inventory program Emfac. The URBEMIS model was developed and approved by the CARB to assess CO2 (GHG) emissions statewide to assure consistency for various project types. The following information is based on the updated Air Quality Assessment which is included herein as Appendix B. a) Would the project generate greenhouse gas emissions, either directly or indirectly, that may have a significant impact on the environment? The proposed project includes the construction of a six level parking structure during which heavy equipment will be used. Short term impacts in the area of greenhouse gases will be due to the use of such equipment. The FEIR considered emissions for excavation, finish work and hauling and provided mitigation measures to reduce impacts. The addition of 24 residential units will not result in additional significant impacts since the residential buildings are approximately the same size and configuration as was previously analyzed. Since greenhouse gas emissions were not required to be addressed in the CEQA Guidelines at that time, specific analysis was not included in the FEIR. MacArthur Place South EIR - 2011 Addendum 27 75B-72 The current state annual GHG emissions are approximately 541,000,000 tons per year. The GHG emissions related to the project are shown as CO2 emissions. The URBEMIS defaults used for the project presented the worst-case scenario including natural gas use and basic landscaping upkeep which would generate 3,117 tons of GHG per year due to the proposed project operations. This represents 0.00000576 percent of the state GHG burden and would not contribute significantly to the global or state GHG emissions. Worst-case assumes that the majority of the equipment is operating 6-8 hours each day. Regarding construction emissions of GHG, the following table depicts the projected amount of GHG for each phase of construction of the parking structure. The Area Emissions totals included information from the traffic impact study to determine vehicle emissions. GHG Construction Emissions Construction Phase C02 (Ibslday) Mass grading 9,797.61 Trenching 1,839.01 Building construction 2,217.67 Architectural coatings 96.71 Area emissions 17,511.24 Due to the lack of significance thresholds for GHG emissions, the Air Quality Assessment included a number of best management practices (BMPs) which could be incorporated into the project construction and operation to minimize GHG impacts. The list of BMPs has been formulated by the State Attorney General's office with the recommendation that they be implemented where feasible and practical. The following BMPs are recommended for incorporation in the proposed project: • Install energy efficient lighting, appliances, heating, and cooling systems. • Install efficient lighting for street and other outdoor lighting. • Reduce unnecessary outdoor lighting. • Provide education on energy efficiency to residents and/or tenants. • Install water-efficient irrigations systems and devices. • Design buildings to be water-efficient. Install water-efficient fixtures and appliances. • Provide education about water conservation. • Provide easy and convenient recycling opportunities for residents and tenants. • Provide education on recycling waste. The Air Quality Analysis concludes that because the proposed project does not include construction of facilities that would significantly add to the emissions for criteria pollutants, the project would be considered as less than significant for operation and is not considered a regionally significant project. Therefore, the impacts of the project on climate change due to greenhouse gas emissions are considered less than cumulatively significant. While GHG emissions were not analyzed in the FEIR, the proposed project's emissions are de minimis compared to the 2005 project. The FEIR remains adequate and complete. b) Would the project conflict with an applicable plan, policy or regulation adopted for the purpose of reducing the emissions ofgreenhouse gases? The proposed project would not conflict with an applicable plan, policy or regulation adopted for the purpose of reducing the emissions of greenhouse gases. Because the project is not predicted to increase the population or traffic conditions beyond what is forecast in the City's General Plan, regional emissions associated with the project are accounted for within the AQMP and are, therefore, consistent with the AQMP. In the absence of thresholds for GHG emissions, it can be assumed that any contribution to GHG is significant. Mitigation Measures have been provided in the EIR and BMPs MacArthur Place South EIR - 2011 Addendum 28 75B-73 have been included herein to further reduce impacts from GHG emissions. The incremental change quantified in this analysis demonstrates that the proposed project will not result in a considerable increase in GHG emissions from the 2005 project. The FEIR remains adequate and complete. VIII. Hazards and Hazardous Materials a) Would the project create a significant hazard to the public or the environment through the routine transport, use or disposal of hazardous materials? (1Vo Substantial Change from Previous Analysis) A Phase I Preliminary Environmental Site Assessment and a Phase II Screening Subsurface Assess- ment were performed and discussed in the FEIR. Mitigation measures were included in the FEIR to reduce potential impacts identified in the Assessments to a less than significant level. No changes have occurred from that analysis. Therefore, the FEIR as certified will remain adequate and complete for this topic. b) Create a significant hazard to the public or the environment through reasonably foreseeable upset and accident conditions involving the release of hazardous materials into the environment? (No Substantial Change from Previous Analysis) Neither the construction nor the operation of the proposed project will involve hazardous materials that might unwittingly be released into the environment. Therefore, there will be no impact due to the accidental release of such materials. The FEIR as certified will remain adequate and complete for this topic. c) Emit hazardous emissions or handle hazardous or acutely hazardous materials, substances, or waste within one-quarter mile of an existing or proposed school? (No Substantial Change from Previous Analysis) The project involves modifications to the previously approved condominium component and no hazardous or acutely hazardous materials, substances, or waste will be emitted due to the normal operation of the project. No changes have occurred in this area from the analysis provided in the FEIR. The development of the project will have no new or more severe impacts beyond those addressed and mitigated in the FEIR. d) Be located on a site which is included on a list of hazardous materials sites compiled pursuant to Government Code Section 65962.5 and, as a result, would it create a significant hazard to the public or the environment? (No Substantial Change from Previous Analysis) The proposed site is not included on a list of hazardous materials sites and would not create a significant hazard to the public or the environment. No changes have occurred in this area from the analysis provided in the FEIR. Therefore, the FEIR remains adequate and complete for this topic. e) For a project located within an airport land use plan or where such a plan has not been adopted within two miles of a public airport or public use airport, would the project result in a safety hazard for people residing or working in the project area? (No Substantial Change from Previous Analysis) The nearest public use airport, John Wayne Airport, is approximately 1.1 miles from the site. No new or more severe impacts beyond those addressed and mitigated in the FEIR will occur. Therefore, the FEIR remains complete and adequate as it relates to airport hazards. MacArthur Place South EIR - 2011 Addendum 29 75B-74 J) For a project within the vicinity of a private airstrip, would the project result in a safety hazard for people residing or working in the project area? (No Substantial Change from Previous Analysis) The project is not located within the vicinity of a private airstrip and, therefore, would not expose people residing or working in the project area to a safety hazard. Therefore, the FEIR remains complete and adequate. g) Would the project impair implementation of or physically interfere with an adopted emergency response plan or emergency evacuation plan? (No Substantial Change from Previous Analysis) The modifications to the condominium component will not produce any physical constraints or impair an adopted emergency response plan or an emergency evacuation plan. Standard conditions have been imposed regarding provision of fire access roads and fire lane markings as well as project review by the Fire Authority. As analyzed in the FEIR, there will be no impact related to impairment of emergency response plans or emergency evacuation plans. h) Would the project expose people or structures to a significant risk of loss, injury or death involving wildland fires, including where wildlands are adjacent to urbanized areas or where residences are intermixed with wildlands? (No Substantial Change from Previous Analysis) No wildlands exist within the project site or within the vicinity of the project. No changes have occurred in this area from the analysis provided in the FEIR. Therefore, the FOR remains adequate and complete for this topic. IX. Hydrology and Water Quality Hydrology and water quality impacts due to short-term construction activities and long-term operation were identified in the FEIR. Mitigation measures were included in the FEIR to reduce potential impacts and are incorporated herein by reference. These mitigation measures will be implemented as part of the project and will reduce short-term construction and long-term operational impacts to a less than significant level. a) Would the project violate any Regional Water Quality Control Board water quality standards or waste discharge requirements? (No Substantial Change from Previous Analysis) A Preliminary Hydrology Study of Existing and Proposed Conditions and a Water Quality Manage- ment Plan were prepared for the MacArthur Place South project. The FEIR identified impacts to hydrology and water quality that would result from project implementation. Recommendations from the technical studies for hydrology and water quality will continue to be observed. No changes have occurred in this area from the analysis provided in the FEIR. Therefore, the FEIR remains adequate and complete for this topic. b) Would the project substantially deplete groundwater supplies or interfere substantially with groundwater recharge such that there would be a net deficit in aquifer volume or a lowering of the local groundwater table level (i.e., the production rate of pre-existing nearby wells would drop to a level which would not support existing land uses or planned uses for which permits have been granted)? (No Substantial Change from Previous Analysis) No changes have occurred in this area from the analysis provided in the FEIR. Therefore, the FEIR remains adequate and complete for this topic. MacArthur Place South EIR - 2011 Addendum 30 75B-75 c) Would the project substantially alter the existing drainage pattern of the site or area, including through the alteration of the course of a stream or river, in a manner which would result in substantial erosion or siltation on or off site, or substantially increase the rate or amount of surface runoff in a manner which would result in flooding on or off-site? (No Substantial Change from Previous Analysis) The FEIR identified impacts to the existing and proposed drainage for the proposed project and included mitigation measures to reduce impacts to hydrology and water quality. No changes have occurred in this area from the analysis provided in the FEIR. Therefore, the FEIR remains adequate and complete for this topic. d) Would the project substantially alter the existing drainage pattern of the site or area, including through the alteration of the course of a stream or river, or substantially increase the rate or amount of surface runoff in a manner which would result in flooding on- or off-.site? (No Substantial Change from Previous Analysis) The FEIR identified impacts to hydrology and water quality that would result from project implementation. No changes have occurred in this area from the analysis provided in the FEIR. Therefore, the FEIR remains adequate and complete for this topic. e) Would the project create or contribute runoff water which would exceed the capacity of existing or planned storm water drainage systems or provide substantial additional sources of polluted run-off? (No Substantial Change from Previous Analysis) The FEIR identified impacts due to runoff that would result from project implementation including the determination of adequate capacity within storm water drainage systems. No changes have occurred in this area from the analysis provided in the FEIR. Therefore, the FEIR remains adequate and complete for this topic. J) Would the project otherwise substantially degrade water quality? (No Substantial Change from Previous Analysis) The FEIR addressed potential impacts to water quality and included mitigation measures HW-1 through HW-11 which will be implemented to reduce potential impacts. No changes have occurred in this area from the analysis provided in the FEIR. Therefore, the FEIR remains adequate and complete for this topic. g) Would the project place housing within a 100 year flood hazard area as mapped on a federal Flood Hazard Boundary or Flood Insurance Rate Map or other flood hazard delineation map? (No Substantial Change from Previous Analysis) The FOR identified impacts to hydrology and water quality that would result from project implementation. As stated in the FEIR, the project is not located in a 100-year flood hazard area. No changes have occurred in this area from the analysis provided in the FEIR. Therefore, the FEIR remains adequate and complete for this topic. h) Would the project place within a 100 year flood hazard area structures which would impede or redirect flood flows? (No Substantial Change from Previous Analysis) The FEIR identified impacts related to flood hazards that would result from project implementation. As noted in g) above, the project is not located in a 100-year flood hazard area. No changes have occurred in this area from the analysis provided in the FEIR. Therefore, the FEIR remains adequate and complete for this topic. MacArthur Place South EIR - 2011 Addendum 31 75B-76 i) Would the project expose people or structures to a significant risk of loss, injury or death involving flooding, including flooding as a result of the failure of a levee or dam? (No Substantial Change from Previous Analysis) As analyzed in the FEIR, the project is not located in the vicinity of a levee or a dam. No changes have occurred in this area from the analysis provided in the FEIR. Therefore, the FOR remains adequate and complete for this topic. j) Would the project cause inundation by seiche, tsunami or mudflow? (No Substantial Change from Previous Analysis) The FEIR identified impacts related to inundation by seiche, tsunami, or mudflow that would result from project implementation. No changes have occurred in this area from the analysis provided in the FEIR. Therefore, the FOR remains adequate and complete for this topic. X. Land Use and Planning a) Would the project physically divide an established community? (No Substantial Change from Previous Analysis) The project analyzed in the FOR is currently developed with office and commercial uses, and no established community exists. No changes have occurred from the previous analysis and, therefore, the FEIR remains adequate and complete for this topic. b) Would the project conflict with any applicable land use plan, policy or regulation of an agency with jurisdiction over the project (including, but not limited to the general plan, specific plan, local coastal program or zoning ordinance) adopted for the purpose of avoiding or mitigating an environmental effect? (No Substantial Change from Previous Analysis) The project site is designated District Center (DC) in the City's General Plan, which designation specifically allows mixed-use development. The site underwent a zone change from General Commercial (C2) to the Specific Development (SD) zone during the original project approval process. The modifications to the condominium component of the project will have no new or more severe impacts beyond those analyzed in the FEIR. Therefore, the FEIR remains adequate and complete. c) Would the project conflict with any applicable habitat conservation plan or natural community conservation plan? (No Substantial Change from Previous Analysis) The project site is not within a habitat conservation or natural community conservation plan. No new or more severe impacts beyond those addressed in the FOR will occur. Therefore, the FOR remains adequate and complete with respect to this topic. XI. Mineral Resources a) Would the project result in the loss of availability of a known mineral resource that would be of value to the region and the residents of the state? (No Substantial Change from Previous Analysis) b) Would the project result in the loss of availability of a locally important mineral resource recovery site delineated on a local general plan, specific plan or other land use plan?(No Substantial Change from Previous Analysis) The FEIR Initial Study determined that, because the project site did not include mineral resources, no impact would occur and no further analysis was required. The project is located in a substantially built- out area of Santa Ana, and the site was previously disturbed with grading and construction. No mineral MacArthur Place South EIR - 2011 Addendum 32 75B-77 resources were identified and no changes have occurred. Therefore, the FEIR remains adequate and complete with respect to mineral resources. XII. Noise As detailed in the FEIR, construction operations would increase existing noise levels for the short term, and residential land uses would be subject to significant adverse long-term noise impacts. Mitigation measures were included in the FEIR to reduce noise impacts to a less than significant level. a) Would the project result in exposure of persons to or generation of noise levels in excess of standards established in the local general plan or noise ordinance, or applicable standards of other agencies? (No Substantial Change from Previous Analysis) The FEIR identified short-term noise impacts from on-site demolition and construction activities. The primary source of construction noise is heavy equipment. The mitigation measures in the FEIR reduced potentially significant short-term construction noise impacts to a less than significant level. The FEIR identified long-term noise impacts as mobile source noise impacts from traffic, aircraft noise impacts from John Wayne Airport, and operational noise from the operation of the project components. The mitigation measures included in the FEIR will reduce potentially significant long-term noise impacts to a less than significant level. Development of the residential units will have no new or more severe impacts beyond those addressed in the FEIR. Therefore, the FEIR remains adequate and complete with respect to this topic. b) Would the project result in exposure of persons to or generation of excessive groundborne vibration or groundborne noise levels? (No Substantial Change from Previous Analysis) As detailed in the FEIR, the Noise Study concluded that construction will generate excessive ground- borne vibration or groundborne noise levels. However, because this will only occur during the construction phase of the project, this impact is not considered significant. Mitigation measures in the FEIR will be implemented to reduce groundborne vibration/noise levels. Development of the modified condominium component will have no new or more severe impacts beyond those addressed in the FEIR. Therefore, the FEIR remains adequate and complete with respect to this topic. c) Would the project result in a substantial permanent increase in ambient noise levels in the project vicinity above levels existing without the project? (No Substantial Change from Previous Analysis) Ambient noise levels due to project implementation will be comparable to what was previously analyzed in the FEIR. The City of Santa Ana has an adopted Noise Ordinance for exterior noise levels. The table below depicts the noise standards in the City's Municipal Code: City of Santa Ana Exterior Noise Ordinance Standards Noise Level That May Not Be Daytime Night Exceeded for More Than 7:00 a.m. -10:00 p.m. 10:00 pm. - 7:00 a.m. 30 minutes in any hour 55 dB(A) 50 dB(A) 15 minutes in any hour 60 dB(A) 55 dB (A) 5 minutes in any hour 65 dB(A) 60 dB(A) 1 minute in any hour 70 dB(A) 65 dB(A) Any time 75 dB(A) 70 dB(A) Source: Section 18-312 of the City of Santa Ana Municipal Code Implementation of the mitigation measures identified in the FEIR and the previously approved Addendum will ensure that no new or more severe impacts beyond those addressed and mitigated in the FEIR will occur. Therefore, the FEIR remains complete and adequate as it relates to noise. MacArthur Place South EIR - 2011 Addendum 33 75B-78 In regard to traffic noise impacts, the project as proposed in the 2009 Addendum would result in 758 fewer trips per day than the project approved in 2005. The addition of 24 residential units is not anticipated to create a substantial noise increase either operationally or due to increased traffic. Noise impacts due to traffic will be less than originally analyzed. Therefore, the FEIR remains adequate and complete with respect to noise impacts from traffic. d) Would the project result in a substantial temporary or periodic increase in ambient noise levels in the project vicinity above levels existing without the project? (No Substantial Change from Previous Analysis) Development of the project will have no new or more severe impacts related to temporary or periodic increases in ambient noise levels beyond those addressed in the FEIR. Therefore, the FEIR remains adequate and complete with respect to this topic. e) For a project located within an airport land use plan, or where such a plan has not been adopted, within two miles of a public airport or public use airport, would the project expose people residing or working in the project area to excessive noise levels? (No Substantial Change from Previous Analysis) John Wayne Airport is approximately 1.1 miles south of the project site. However, the project site is outside of both Noise Impact Zones 1 and 2. Mitigation measures have been identified to reduce the potential to expose people residing or working in the project area to excessive noise levels. Develop- ment of the project will have no new or more severe impacts beyond those addressed in the FEIR. Therefore, the FEIR remains adequate and complete with respect to this topic. fi For a project within the vicinity of a private airstrip, would the project expose people residing or working in the project area to excessive noise levels? (No Substantial Change from Previous Analysis) Development of the project will have no new or more severe impacts beyond those addressed in the FEIR. The project is not located in the vicinity of a private airstrip. Therefore, the FOR remains adequate and complete with respect to this topic. XII1. Population and Housing a) Would the project induce substantial population growth in an area, either directly (for example, by proposing new homes and business) or indirectly (for example, through extension of roads of other infrastructure)? (No Substantial Change from Previous Analysis) While the original project approval included 276 low-rise residential units, the proposed project includes 300 units. However, the 2009 Addendum eliminated 14 lofts that were originally approved in the FEIR, for a net gain of 10 residential units in the proposed 2011 Addendum. This does not represent a substantial population growth and the analysis in the FOR remains adequate and complete. b) Would the project displace substantial numbers of existing housing, necessitating the construction of replacement housing elsewhere? (No Substantial Change from Previous Analysis) The project site does not currently contain housing, and no housing will be displaced by project construction. Development of the project as modified will have no new or more severe impacts than those analyzed in the FEIR. Therefore, the FEIR remains adequate and complete. MacArthur Place South EIR - 2011 Addendum 34 75B-79 c) Would the project displace substantial numbers of people, necessitating the construction of replacement housing elsewhere? (No Substantial Change from Previous Analysis) As noted above, no existing housing will be displaced necessitating the construction of replacement housing. No new or more severe impacts than those analyzed in the FEIR will occur and, therefore, the FEIR remains adequate and complete. XIV. Public Services a) Would the project result in substantial adverse impacts associated with the provision of new or physically altered governmental facilities, need for new or physically altered governmental facilities, the construction of which could cause significant environmental impacts, in order to maintain acceptable service ratios, response times or other performance objectives for any of the public services? Fire Protection? Police Protection? Schools? Parks? Other Public Facilities? (!Vo Substantial Change from Previous Analysis) The FEIR analyzed the impacts to the Santa Ana Unified School District based on the addition of approximately 787 students for the entire MacArthur Place project as approved in 2005. The Santa Ana Unified School District was experiencing severe overcrowding and mitigation was included in the FEIR requiring the developer to pay school impact fees in accordance with Senate Bill (SB) 50. The payment of fees will be required prior to the issuance of a building permit and no additional or more severe impacts than were previously identified will occur. Therefore, the FEIR remains adequate and complete with regard to impacts on schools. The proposed project will require fire, police, and emergency services. Mitigation Measures in the FEIR were designed to minimize potential impacts to such services. The FEIR provides for coordination with public service providers to ensure their ability to serve the project. The project will have no new or more severe impacts to fire, police, and emergency services beyond those addressed and mitigated in the FEIR. Therefore, the FEIR remains adequate and complete with respect to this topic. XV. Recreation The FEIR provides for the payment of Park Acquisition and Development Fees, parkland dedication or in- lieu fee payments to reduce impacts to recreation facilities. a) Would the project increase the use of existing neighborhood and regional parks of other recreational facilities such that substantial physical deterioration of the facility would occur or be accelerated? (No Substantial Change from Previous Analysis) An evaluation of the impacts to recreation related to the project was presented in the FEIR. As noted in the FEIR, the proposed project will include on-site recreation amenities for residents and guests. As currently proposed, the amenities for the condominium component will now be located on the roof/deck of the parking structure rather than in ground-level courtyards as analyzed in the FEIR. Additional amenities beyond what was originally planned are now included, resulting in an additional benefit to residents. The project will have no new or more severe impacts beyond those addressed in the FEIR. Therefore, the FEIR remains complete and adequate as it relates to this topic. MacArthur Place South EIR - 2011 Addendum 35 75B-80 b) Does the project include recreational facilities or require the construction or expansion of recreational facilities that might have an adverse physical effect on the environment? (No Substantial Change from Previous Analysis) Construction of recreational amenities was considered in the FEIR. The project will have no new or more severe impacts beyond those addressed in the FEIR. Therefore, the FEIR remains complete and adequate as it relates to this topic. XVI. Transportation/Traffic A Traffic Study was prepared by Urban Crossroads in October 2003 and revised in October 2004 for the MacArthur Place South project. The FEIR included analysis based on that study. Urban Crossroads subsequently prepared a Trip Generation Evaluation (2009 Traffic Evaluation) dated April 1, 2009 for the 2009 Addendum, which analyzed traffic impacts resulting from the elimination of identified project components and the addition of a 185-room hotel component. An updated traffic analysis has been prepared by KOA Corporation (2011 Traffic Study) dated February 2011 for the proposed modifications to the condominium component. The study analyzed data related to the increase in the number of residential units to determine the impact of expansion of the previously approved project. While the City's final approval was for a 155-room hotel, the more conservative 185-room analysis in the 2009 Addendum was used as the basis for analysis in this Addendum. The following information is based on the analysis contained in the traffic study, which is incorporated herein as Appendix B. a) Would the project cause an increase in traffic which is substantial in relation to the existing traffic load and capacity of the street system (i.e., result in a substantial increase in either the number of vehicle trips, the volume to capacity ratio on roadv, or congestion at intersections)? (No Substantial Change from Previous Analysis) The FEIR identified significant impacts due to the increase in traffic from the MacArthur Place South project. Mitigation Measures were included in the FEIR to minimize the impacts. The FEIR traffic study concluded that impacts to SR-55 on-ramps would be considered an unavoidable significant impact. The 2009 Traffic Evaluation by Urban Crossroads and the 2009 Addendum concluded that the proposed project would result in reduced trip generation for all timeframes evaluated as compared to the traffic analyzed in the 2005 FEIR. The reduction in traffic volumes was partly due to use of the optional alternative for high- and low-rise apartment units rather than condominium units. The 2011 Traffic Study used a study area that was determined based on the previous studies and through consultation with City of Santa Ana staff. Of the eight intersections included in the analysis, one is shared with the City of Costa Mesa, one is located within the City of Irvine, and two are under Caltrans jurisdiction. The following are the intersections identified for analysis: • Main Street at Dyer Road • Main Street at MacArthur Boulevard • Main Street at Sandpointe Avenue • Main Street at Sunflower Avenue (City of Costa Mesa) • MacArthur Place at MacArthur Boulevard • SR-55 SB Ramps at MacArthur Boulevard (Caltrans) • SR-55 NB Ramps at MacArthur Boulevard (Caltrans) • Red Hill Avenue at MacArthur Boulevard (City of Irvine) The 2011 Traffic Study scope was limited to intersection analysis only. No roadway segment average daily traffic (ADT) or ramp and freeway mainline analysis was conducted because extensive analysis was previously conducted and is not necessary based on the addition of 24 residential units (10 net MacArthur Place South EIR - 2011 Addendum 36 additional units). The study incorporated the Highway Capacity Manual, 2000 Edition, methodology that is required by Caltrans for all intersection analysis. In addition, the Intersection Capacity Utilization (ICU) technique was used, which measures the amount of traffic signal "green" time required for the intersection. Street operating conditions are typically described in terms of "level of service" (LOS). LOS ranges from Level A (free flow, little congestion) to Level F (forced flow, extreme congestion). The City of Santa Ana considers LOS D as the threshold of an acceptable service level for intersections outside Major Development Areas (MDA) and LOS E as the maximum threshold for intersections located within an MDA. The City of Costa Mesa defines LOS D as an acceptable operation level for all intersections. The City of Irvine defines LOS E as acceptable for intersections within the Irvine Business Complex and LOS D or better for all other intersections. These criteria are consistent with Measure M target levels and meet or are more stringent than Congestion Management Plan (CMP) criteria. Following are the levels of service that are acceptable for the study intersections: • Main Street at Dyer Road (LOS D) • Main Street at MacArthur Boulevard (LOS E) • Main Street at Sandpointe Avenue (LOS D) • Main Street at Sunflower Avenue (LOS D) • MacArthur Place at MacArthur Boulevard (LOS E) • SR-55 SB Ramps at MacArthur Boulevard (LOS E) • SR-55 NB Ramps at MacArthur Boulevard (LOS D) • Red Hill Avenue at MacArthur Boulevard (LOS E) All traffic data used in the KOA 2011 Study was collected in October and November 2010. Peak hour intersection analysis was performed using the TRAFFIX software program by Dowling Associates. Existing traffic data was obtained from Transportation Studies, Inc. of Tustin. Long-range (2035) analysis is based on future traffic forecasts from the Orange County Transportation Authority (OCTA) travel demand forecasting model (OCTAM 3.3). The OCTAM model uses the latest adopted demographic forecasts, commonly referred to as Orange County Projections, adopted in 2006 (OCP-2006). Detailed model data is included in the 2011 Traffic Study (Appendix B). The City of Santa Ana's project impact analysis criteria indicates that a significant project impact occurs when the ICU value increases by greater than .01 and achieves unacceptable LOS (E or F). Costa Mesa defines LOS D as an acceptable level of operation for all intersections. Irvine states that intersections within the Irvine Business Complex should operate at LOS E or better for peak hour and LOS D or better at all other intersections. In addition, projects must comply with the Orange County Congestion Management Plan (CMP) criteria. The CMP states that a project cannot be allowed to reduce LOS or increase flow by more than 3% at a location that is forecast to experience LOS E or F generally. Since this criterion is less stringent than the City's, any project that meets the City criteria will also normally meet CMP criteria. Existing Conditions Due to significant land use development in recent years, the KOA 2010 Study determined that some significant roadway and intersection improvements within the study area have changed since the original traffic study was conducted. The intersection of Main Street at MacArthur Boulevard has been recently improved and fully built out. Exclusive right turn lanes have been constructed for all approaches to the intersection. Table 1 depicts the AM (7:00 a.m. to 9:00 a.m.) and PM (4:00 p.m. to 6:00 p.m.) peak hour conditions. MacArthur Place South EIR - 2011 Addendum 37 75B-82 Table 1- AMIPM Peak Hour Intersection Analysis Existing Conditions Signalized Intersections AM Peak Hour PM Peak Hour LOS "E" ICU Method ICU/LOS ICU/LOS OK Main Street at Dyer Road 0.669 / B 0.8151 D Main Street at MacArthur Boulevard 0.665 / B 0.6791 B X Main Street at Sandpointe Avenue 0.2971 A 0.4691 A Main Street at Sunflower Avenue 0.3931 A 0.704 / C MacArthur Place at MacArthur Boulevard 0.6871 B 0.674 / B X SR-55 SB Ramps at MacArthur Boulevard 0.6941 B 0.616 ! B X SR-55 NB Ramps at MacArthur Boulevard 0.7571 C 0.6331 B Red Hill Avenue at MacArthur Boulevard 0.5581 A 0.791 ! C X HCM Method Delay/LOS Delay/LOS SR-55 SB Ramps at MacArthur Boulevard 18.9 / B 17.11 B x SR-55 NB Ramps at MacArthur Boulevard 19.6 / B 16.71 B Note: ICU Delay is in seconds/vehicle As shown in Table 1, all study intersections operate at an acceptable level of service during the AM and PM peak hours for Existing Conditions. Opening Year Without Project Conditions For purposes of analysis, opening year was projected at year 2013. Opening year traffic increases were derived using the existing (2010) traffic volumes plus 1% annual growth rate from 2010 to 2013. Traffic increases also considered other approved developments that may generate additional traffic. The City identified one relevant project at 1501 West MacArthur Boulevard (9,800 square feet of commercial use). Trips generated by the cumulative project were included in the opening year forecast. Table 2 summarizes the result of the LOS analyses for existing without project, plus cumulative development. Table 2 - AM/PM Peak Hour Intersection Analysis Opening Year (2013) Without Project Conditions Signalized Intersections AM Peak Hour PM Peak Hour LOS "E" ICU Method ICU/LOS ICU/LOS OK Main Street at Dyer Road 0.6871 B 0.8391 D Main Street at MacArthur Boulevard 0.684 / B 0.6981 B X Main Street at Sandpointe Avenue 0.308 / A 0.481 /A Main Street at Sunflower Avenue 0.4051 A 0.7251 C MacArthur Place at MacArthur Boulevard 0.7061 C 0.694 / B X SR-55 SB Ramps at MacArthur Boulevard 0.714 / C 0.634 / B X SR-55 NB Ramps at MacArthur Boulevard 0.788 / C 0.651 / B Red Hill Avenue at MacArthur Boulevard 0.574 / A 0.813 / D X HCM Method Delay/LOS DelaylLOS SR-55 SB Rams at MacArthur Boulevard 19.3 / B 17.4 / B X SR-55 NB Ramps at MacArthur Boulevard 20.1 / C 16.9 / B rote: wD Delay is in seconasrverncie As indicated in Table 2, all intersections will operate at acceptable LOS for the Opening Year Without Project conditions. MacArthur Place South EIR - 2011 Addendum 38 75B-83 Long Range (2035) Without Project Conditions The year 2035 was selected by KOA for analysis based on the latest OCTA OCTAM 3.3 traffic model buildout year 2035, which assumes construction of direct-access HOV drop ramps at SR-55/Alton Parkway. Table 3 summarizes the results of the LOS analyses for this scenario. Table 3 - AM/PM Peak Hour Intersection Analysis Long Range (2035) Without Project Conditions Signalized Intersections AM Peak Hour PM Peak Hour LOS "E" ICU Method ICUILOS ICU/LOS OK Main Street at Dyer Road 0.862 / D 0.8921 D Main Street at MacArthur Boulevard 0.725 / C 0309 / D X Main Street at Sandpointe Avenue 0.3221 A 0.5421 A Main Street at Sunflower Avenue 0,673 / B 0.793 / C MacArthur Place at MacArthur Boulevard 0.763 / C 0.776 / C X SR-55 SB Ramps at MacArthur Boulevard 0.771 / C 0.719 / C X SR-55 NB Ramps at MacArthur Boulevard 0.833 / D 0.691 / B Red Hill Avenue at MacArthur Boulevard 0.636 / B 0.835 / D X HCM Method Delay/LOS Delay/LOS SR-55 SB Ramps at MacArthur Boulevard 20.3 / C 17.5 / B X SR-55 NB Ramps at MacArthur Boulevard 21.4 / C 17.6 / B Note: ICU Delay is in seconds/vehicle As indicated, all study intersections are forecast to operate at acceptable LOS for the Long Range Without Project conditions. Project Trips Project-related traffic consists of trips on any portion of the street system that will begin or end at the project site as a result of the development of the proposed project and is a function of the extent and type of development proposed for the site. Trip generation is a measure of the number of trips that will be made to or from the project. Project trip generation was calculated in accordance with the Institute of Transportation Engineers (ITE) publication Trip Generation (8`h Edition, 2008). Table 4 presents the trip generation rates. Table 5 shows daily and peak hour trip generation for the project site under opening year (2013) and long range (2035) conditions. Table 4 - Project Trip Generation Rates Peak Hour ITE AM PM Land Use Code Quantity* In Out Total In Out Total Dally Condominium Project (5 story condo 230 300 dwelling units 0.07 0.37 0.44 0.35 017 0.52 5.81 Lake Towers (High-rise Apartment) 222 175 dwelling units' 0.08 0.22 0.30 0.21 0.14 0.35 4.20 Condominium Project (Cinema Tower) 232 150 DU 0.06 0.28 0.34 0.24 0.14 0.38 4.18 Business Hotel 312 185 occupied rooms** 0.34 0.24 0,58 0.37 0.25 0.62 7.27 source: i it (i nsuwie or Transportation Engineers) I np Generation Manual, 8'n Edition, 2008 ' The currently occupied 174 unit portion of the Lake Towers was captured in the traffic count data. Therefore, only the unoccupied portion is included. "Rates were based on the original number of hotel rooms proposed and analyzed in the 2009 Addendum, which is a more conservative analysis. MacArthur Place South EIR - 2011 Addendum 39 75B-84 Table 5 - Proposed Overall Site Trip Generation Summary Peak Hour AM PM Land Use ITE Code Quantity In Out Total In Out Total Daily Opening Year (2013) Condominium Project (5 story condo) 230 300' dwelling units 21 111 132 105 51 156 1,743 Lake Towers (High-rise Apartment) 222 175 dwelling units 14 39 53 37 25 61 735 Business Hotel 312 185 occupied rooms 63 44 107 68 46 115 1,345 Subtotal 98 194 292 210 122 332 3,823 Internal capture (5%) 5 10 15 11 6 17 191 Total 93 184 277 200 116 315 3,632 Lon Range 2035 Condominium Project (5 story condo) 230 300' dwelling units 21 111 132 105 51 156 1,743 Lake Towers (High-rise Apartment) 222 175 dwelling units 14 39 53 37 25 61 735 Condominium Project (Cinema Tower) 222 150 dwelling units 9 42 51 36 21 57 627 Business Hotel 312 185 Occupied Rooms 63 44 107 68 46 115 1,345 Subtotal 107 236 343 246 143 389 4,450 Internal Capture (5%) 5 12 17 12 7 19 222 Total 102 224 326 234 136 370 4,227 Source: ITE (Institute of Transportation Engineers) Trip Generation Manual, 8(h Edition, 2008 'Expanded from 276 du to 300 du in comparison with the Addendum to Final Environmental Impact Report No. 2004.02, March 2009. Opening year conditions with a total of 300 dwelling units (175 "for-rent" units) and a 185-room business hotel generate approximately 3,632 daily trips with 277 AM peak hour trips and 315 PM peak hour trips. Long-term conditions with a total of 450 dwelling units (300 dwelling units in 5-story buildings plus 154 dwelling units in the Cinema Tower), 175 for-rent condominium units and a 185- room business hotel will generate 4,227 daily trips with 326 AM peak hour trips and 370 PM peak hour trips. Project trip distribution has been modified slightly from the original traffic study analysis. The 2011 Traffic Study includes a proposed Alton Avenue overpass at the SR-55 freeway with direct connections to the SR-55 HOV lanes. The interchange was not considered in project opening year, but was included in the long-range 2035 analysis. Traffic projected to utilize Alton Avenue and the HOV interchange was manually distributed to the parallel roadway - MacArthur Boulevard. The re- distributed traffic is a beneficial feature to long-range trip distribution patterns. Opening Year (2013) With Project Conditions Table 6 illustrates the result of the level of service analyses for opening year. As indicated in the table, all intersections will operate at acceptable LOS for the opening year with project conditions. MacArthur Place South EIR - 2011 Addendum 40 75B-85 Table 6 - AM/PM Peak Hour Intersection Analysis Opening Year (2013) With Project Conditions Signalized Intersections AM Peak Hour PM Peak Hour LOS "E" ICU Method ICUILOS ICUILOS OK Main Street at Dyer Road 0.692 / B 0.840 / D Main Street at MacArthur Boulevard 0.688 / B '0.7101C: x Main Street at Sandpointe Avenue 0.328 / A 0.485 / A Main Street at Sunflower Avenue 0.415 / A 0.740 / C MacArthur Place at MacArthur Boulevard 0.744 / C 0.707 / C x SR-55 SIB Ramps at MacArthur Boulevard 0.734 / C 0.658 / B x SR-55 NB Ramps at MacArthur Boulevard 0.793 / C 0.669 / B Red Hill Avenue at MacArthur Boulevard 0.5801 A 0.819 I D x HCM Method Delay/LOS Delay/LOS SR-55 SB Ramps at MacArthur Boulevard 19.6 / B 18.1 / B x SR-55 NB Ramps at MacArthur Boulevard 20.4 / C 17.4 / B Note: ICU Delay is in seconds/vehicle Long Range (2035) With Project Conditions Table 7 illustrates the long range traffic conditions with the addition of project-related traffic to the surrounding street system. Traffic volumes were derived by adding the long range trips to the long range background traffic volumes. As shown, all study intersections will operate at acceptable LOS for the 2035 with project conditions. Table 7 - AM/PM Peak Hour Intersection Analysis Long Range (2035) With Project Conditions Signalized Intersections AM Peak Hour PM Peak Hour LOS "E" ICU Method ICUILOS ICUILOS OK Main Street at Dyer Road 0.865 / D 0.894 / D Main Street at MacArthur Boulevard 0.731 / C 0.8201 D x Main Street at Sandpointe Avenue 0.350 / A 0.547 / A Main Street at Sunflower Avenue 0.689 / B 0.810 / D MacArthur Place at MacArthur Boulevard 0.808 / D 0.794 / C x SR-55 SB Ramps at MacArthur Boulevard 0.7921 C 0.744 / C x SR-55 NB Ramps at MacArthur Boulevard 0.847 / D 0.7101 C Red Hill Avenue at MacArthur Boulevard 0.6421 B 0.840 / D x HCM Method Delay/LOS Delay/LOS SR-55 SB Ramps at MacArthur Boulevard 20.7 / C 18.3 / B x SR-55 NB Ramps at MacArthur Boulevard 21.8 / C 18.2 / B Note: ICU Delay is in seconds/vehicle Determination of Significant Impact Traffic impacts for the proposed project are determined by comparing the traffic conditions in the future without the project to future conditions with the project, giving special consideration to locations where LOS is not forecast to be adequate. Traffic impacts are identified as significant if the proposed project results in a significant change in traffic conditions on a roadway or intersection. The thresholds to determine significant traffic impacts for the proposed project are as follows: MacArthur Place South EIR - 2011 Addendum 41 75B-86 • A significant project impact occurs when the ICU value increases by greater than .01 and achieves unacceptable level of service (E or F) or worse Table 8 illustrates a comparison of study intersections under Opening Year (2013) conditions. As shown, the proposed project will not generate a significant impact to the intersections within the study area. Table 8 - Determinations of Traffic Impacts (Opening Year (2013) Conditions) AM Peak Period PM Peak Period 2013 NP 2013 WP Increase 2013 NP 2013 WP Increase Signalized Intersections ICUILOS ICUILOS ICU Impact ICU/Los ICU/LOS ICU Impact Main Street at Dyer Road 0.687 / B 0.692 / B .005 NO 0.839 I D 0.8401 D .001 NO Main Street at MacArthur Boulevard 0.684 / B 0.688 / B .004 NO 0.6981 B 0.710 / C .012 NO Main Street at Sandpointe Avenue 0.308 /A 0.328 / A .020 NO 0.481 /A 0.485 / A .004 NO Main Street at Sunflower Avenue 0.405 / A 0.415 / A .010 NO 0.725 / C 0.740 / C .015 NO MacArthur Place at MacArthur Boulevard 0.706 / C 0.7441 C .038 NO 0.694 / B 0.707 / C .013 NO SR-55 SB Ramps at MacArthur Boulevard 0.714 / C 0.734 / C .020 NO 0.634 / B 0.658 / B .024 NO SR-55 NB Ramps at MacArthur Boulevard 0.778 / C 0.793 / C .015 NO 0.6511 B 0.6691 B .018 NO Red Hill Avenue at MacArthur Boulevard 0.574 / A 0.580 / A .006 NO 0.813 / D 0.8191 D .006 NO Signalized Intersection HCM Method Delay/LOS Delay/LOS Delay Impact Delayll-OS Delay/LOS Delay Impact SR-55 SB Ramps at MacArthur Boulevard 19.3 / B 19.61 B 0.3 NO 17.41 B 18.1 / B 0.7 NO SR-55 NB Ramps at MacArthur Boulevard 20.1 / C 20.41 C 0.3 NO 16.91 B 17.41 B 0.5 NO Note: ICU = Intersection Capacity Utilization. Delay is in seconds. LOS = Level of Service. Table 9 illustrates the comparison of study intersections under Long Range (2035) conditions. As shown, the proposed project will not generate a significant impact at any intersection within the study area. Table 9 - Determinations of Traffic Impacts (Long Range (2035) Conditions) AM Peak Period PM Peak Period 2035 NP 2035 WP Increase 2035 NP 2035 WP Increase Signalized Intersections ICU/LOS ICUILOS ICU Impact ICU/LOS ICUILOS ICU Impact Main Street at Dyer Road 0.862 / D 0.865 / D 0.003 NO 0.8921 D 0.894 / D 0.002 NO Main Street at MacArthur Boulevard 0.725 / C 0.731 / C 0.006 NO 0.8091 D 0.820 / D 0.011 NO Main Street at Sandpointe Avenue 0.322 / A 0.350/A 0.028 NO 0.542 / A 0.5471 A 0.005 NO Main Street at Sunflower Avenue 0.6731 B 0.689 / B 0.016 NO 0.793 / C 0.8101 D 0.017 NO MacArthur Place at MacArthur Boulevard 0.7631 C 0.808 / D 0.045 NO 0.776 / C 0.7941 C 0.018 NO SR-55 SB Ramps at MacArthur Boulevard 07711 C 0.792 / C 0.021 NO 0.719 / B 0.744 / C 0.025 NO SR-55 NB Ramps at MacArthur Boulevard 0.8331 D 0.8471 D 0.014 NO 0.691 / B 0.710 / C 0.019 NO Red Hill Avenue at MacArthur Boulevard 0.636 / B 0.6421 B 0.006 NO 0.835 / D 0.840 / D 0.005 NO Signalized Intersection HCM Method Delay/LOS DelaylLOS Delay Impact Delay/LOS Delay/LOS Delay Impact SR-55 SB Ramps at MacArthur Boulevard 20.3 / C 20.71 C 0.4 NO 17.5 / B 18.31 B 0.8 NO SR-55 NB Ramps at MacArthur Boulevard 21.4 / C 21.81 C 0.4 NO 17.6 / B 18.21 B 0.6 NO Note: ICU = Intersection Capacity utmzation. Delay is in seconds. LOS = Level of Service. Conclusions The 2011 Traffic Study analyzed eight critical intersections for the Opening Year (2013) conditions and Long Range (2035) conditions. The study found that the proposed project would have no significant impact at any study intersections. No new mitigation measures are required and the previous analysis in the FEIR remains adequate and complete in the area of traffic impacts. MacArthur Place South EIR - 2011 Addendum 42 75B-87 Queuing Analysis A queuing analysis was included in the 2011 Traffic Study to determine if vehicles traveling northbound on Main Street would be delayed due to the right-turn movement into and from the project. As indicated on the 2011 Site Plan (Exhibit 6), the project will have two access points along both Main Street and MacArthur Boulevard. The signalized intersection at MacArthur Boulevard and MacArthur Place is the main access point, followed by the signalized intersection of Main Street and Sandpointe Avenue. Right-in and right-out driveways will be located along MacArthur Boulevard between Main Street and MacArthur Place and along Main Street between Sandpointe Avenue and MacArthur Boulevard. No gate control is proposed at the driveway locations. The queuing analysis was conducted using Synchro software and included adjusted trip distribution. Analysis included year 2013 With Project conditions and year 2035 With Project Conditions. Because the project will have a total of four access points, with the majority of project trips using the signalized intersection of MacArthur Place at MacArthur Boulevard, the analysis assumed that 10% of the project trips will make the right-turn movement from the project driveway onto Main Street. Queuing analysis worksheets are included in the Traffic Analysis which is included as Appendix B herein. 2013 With Project Conditions - The analysis showed that for the AM Peak Hour, 9 vehicles (approximately 1 vehicle every 6 minutes 40 seconds) would make a northbound right-turn movement onto the driveway. For the PM Peak Hour, there would be 20 vehicles (approximately 1 vehicle every 3 minutes) making the turn. The analysis concluded that based on the low project turning volumes, there will be no queue for the northbound right-turn movement for either the AM or PM Peak Hours and no impact will occur. 2035 With Project Conditions - The analysis showed the for the AM Peak Hour, 10 vehicles (approximately 1 vehicle every 10 minutes) would make the northbound right-turn movement. For the PM Peak Hour, 23 vehicles (approximately 1 vehicle every 2 minutes 37 seconds) would make the right-turn movement. The conclusion based on the analysis is that there wi It be no queue for the northbound right-turn movement for either the AM or PM Peak Hour in year 2035 and, therefore, no impact will occur. b) Would the project exceed, either individually or cumulatively, a level of service standard established by the county congestion management agency for designated roads or highways? (No Substantial Change from Previous Analysis) The FEIR addressed traffic impacts to surrounding streets and freeways. Mitigation measures were included to reduce impacts. Fair share contributions towards proposed improvements will reduce impacts to a less than significant level. The 2009 Addendum concluded that the project would result in fewer daily trips than the project analyzed in the FEIR, and no new or more significant impacts will occur. As determined in the KOA 2011 Study and detailed in section a) above, the modifications to the project proposed herein will not exceed, either individually or cumulatively, a level of service standard established by the county congestion management agency for designated roads or highways. Therefore, the FEIR remains complete and adequate. c) Would the project result in a change in air traffic patterns, including either an increase in traffic levels or a change in location that results in substantial safety risks? (No Substantial Change from Previous Analysis) No change in air traffic patterns will occur as a result of the proposed project. Therefore, the FEIR remains complete and adequate as it relates to this topic. MacArthur Place South EIR - 2011 Addendum 43 75B-88 d) Would the project substantially increase hazards due to a design feature (e.g., sharp curves or dangerous intersections) or incompatible uses (e.g., farm equipment)? (No Substantial Change from Previous Analysis) The analysis in the FEIR considered traffic impacts on the existing streets within the project site and in the surrounding area. No design features or incompatible uses are proposed that would substantially increase hazards. Therefore, the FEIR remains adequate and complete for this topic. e) Would the project result in inadequate emergency access? (No Substantial Change from Previous Analysis) Emergency access exists within the development area of the proposed project, and no changes or modifications are proposed in this Addendum. Therefore, the FEIR remains complete and adequate as it relates to emergency access. fl Would the project result in inadequate parking capacity? (No Substantial Change from Previous Analysis) Parking requirements were analyzed in the FEIR, and provision was made for the required amount of parking for all components of the project. To accommodate the proposed hotel included in the 2009 Addendum, a total of 615 parking spaces will be provided and are comprised of a combination of spaces in the existing parking structure and an interim surface parking lot which will be utilized until the Cinema Tower and associated parking structure is constructed. Project modifications proposed in this Addendum include the construction of a 6-level 660-space parking structure. The structure will include a combination of 16 handicapped, 348 tandem, and 296 full size parking stalls. The City's current parking requirement is for 600 tenant stalls and 60 visitor stalls for a total of 660 stalls based on 2.2 stalls per unit. Therefore, the project, as modified, meets the current parking requirements. The proposed retail component consisting of 2,100 square feet of resident serving uses will require employee parking. An assumption of a 5% vacancy rate for the residential units, in addition to the provision of 60 guest parking spaces in the six story parking structure, will adequately handle parking for retail employees. No new parking impacts will occur with implementation of the proposed project. Therefore, the FEIR remains complete and adequate for the provision of required parking. g) Would the project conflict with adopted policies, plans or programs supporting alternative transportation (e.g. bus turnouts, bicycle racks)? (No Substantial Change from Previous Analysis) The proposed project will not conflict with adopted policies, plans or programs supporting alternative transportation. Therefore, the FEIR remains complete and adequate as it relates to this topic. XVII. Utilities and Service Systems The technical reports prepared for the FEIR were relied upon to calculate the originally proposed project's impacts on water and sewer demand. The 2009 Addendum to the FEIR proposed that the retail/restaurant and Cinema Lofts components of the project would be removed, and a hotel would replace the retail and restaurant uses. At that time, the City of Santa Ana confirmed that a 12-inch sewer main was recently constructed that would meet the sewer needs of the project. Additionally, staff in the City's Public Works Department indicated that adequate water infrastructure existed to support the project. MacArthur Place South EIR - 2011 Addendum 44 75B-89 a) Would the project exceed wastewater treatment requirements of the applicable Regional Water Quality Control Board? (No Substantial Change from Previous Analysis) The addition of 24 residential units, for a net gain of 10 units from the approved 2005 project, is not anticipated to exceed wastewater treatment requirements. The City of Santa Ana confirmed that adequate infrastructure existed for the project, as modified by the 2009 Addendum. In addition, mitigation measures in the FOR were designed to minimize potential impacts to utilities and service systems. The project will have no new or more severe impacts beyond those addressed and mitigated in the FEIR. b) Would the project require or result in the construction of new water or wastewater treatment facilities or expansion of existing facilities, the construction of which could cause significant environmental effects? (No Substantial Change from Previous Analysis) Mitigation measures were designed to minimize potential impacts to utilities and service systems. As detailed in correspondence with the City of Santa Ana Planning Division and Public Works Agency, the proposed hotel project sewer discharge need will be addressed by a new 12-inch sewer main that was recently constructed in MacArthur Place. More than adequate water and sewer infrastructures have been constructed at the proposed hotel project frontage to meet the project's water and sewer needs. The data from the Walden and Associates Domestic Sewer Technical Report for MacArthur Place dated March 3, 2004 and revised January 14, 2005 was utilized to calculate the proposed project impacts on sewer demands. Additionally, removal of the retail, restaurant, and commerciaUresidential components of the Cinema Lofts resulted in a reduction in demand for water and sewer usage. Sewer usage by the hotel approved in the 2009 Addendum has been adequately covered by the installation of a 12-inch line along the hotel frontage. The project, as addended, would result in a sewer demand of 304,204 gallons per day, which is less than .0405 million gallons per day capacity. The project will have no new or more severe impacts beyond those addressed and mitigated in the FEIR. c) Would the project require or result in the construction of new storm water drainage facilities or expansion of existing facilities, the construction of which could cause significant environmental effects? (No Substantial Change from Previous Analysis) As detailed in the FEIR, the previous project was to be entirely developed with impermeable surfaces. The proposed project will also be entirely developed with impermeable surfaces. Therefore, no adverse impact on the existing storm water drainage facilities is anticipated, because the project, as proposed, is substantially the same in terms of runoff from the project analyzed in the FEIR. The project will have no new or more severe impacts beyond those addressed and mitigated in the FEIR, and the FEIR remains adequate and complete. d) Would the project have sufficient water supplies available to serve the project from existing entitlements and resources or are new or expanded entitlements needed? (No Substantial Change from Previous Analysis) As detailed in the FEIR, the City of Santa Ana Water Department provides water service to the MacArthur Place South project area. The data from the Walden and Associates Domestic Water Technical Report for MacArthur Place (Amendment No. 1) dated March 3, 2004 and Amended November 19, 2004 was utilized to calculate the originally proposed project impacts on water demand. As detailed in correspondence with the City of Santa Ana Planning Division and Public Works Agency, more than adequate water and sewer infrastructures, and services and laterals, have been constructed at the proposed hotel project frontage that can meet the project's water and sewer needs. Four 1-inch water meters, one 2-inch water meter, and a 6-inch sewer lateral are available at the project's frontage in MacArthur Boulevard. A 6-inch water vault and meter and an 8-inch fire service MacArthur Place South EIR - 2011 Addendum 45 75B-90 are also available. Additionally, as detailed in the FEIR, at 2020, the City's overall water production would be 55,370 acre feet per year. Between 2010 and 2020 the City's water production would increase by 2,410 acre-feet per year. The increased amount of water production between 2006 and 2020 would accommodate the increased water demand generated by the project and the projected build out of the City's current General Plan. The project will have no new or more severe impacts beyond those addressed and mitigated in the FEIR, and the FEIR remains adequate and complete. e) Would the project result in a determination by the wastewater treatment provider which serves or may serve the project that it has adequate capacity to serve the project's projected demand in addition to the provider's existing commitments? (No Substantial Change from Previous Analysis) As detailed in the FEIR, the previous project would not result in wastewater generation that would exceed the design capacity of the Orange County Sanitation District's (OCSD) Reclamation Plant No. 1. It is anticipated that OCSD would be able handle wastewater from the proposed project. However, if Plant No. 1 is operating at capacity, wastewater flows would be diverted to Reclamation Plant No. 2 in Huntington Beach. Thus, the proposed project would not result in a need to expand or construct a new wastewater treatment plant. The project will have no new or more severe impacts beyond those addressed and mitigated in the FEIR. J) Would the project be served by a landfill with sufficient permitted capacity to accommodate the project's solid waste disposal needs? (No Substantial Change from Previous Analysis) As detailed in the FEIR, the project as previously proposed would have a solid waste disposal demand of 6,424 pounds per day. The change in solid waste based on the modified condominium component is not expected to be significant. The identified daily capacity available at the Bowerman landfill is adequate to support the potential increase. Mitigation measures in the FEIR will ensure that no new or more severe impacts beyond those addressed in the FEIR will occur. Therefore, the FEIR remains complete and adequate as it relates to utilities and service systems. g) Would the project comply with federal, state, and local statutes and regulations related to solid waste? (No Substantial Change from Previous Analysis) The solid waste generated by the project will not violate federal, state, and local statutes and regulations related to solid waste. Mitigation measures were designed and included in the FEIR to minimize potential impacts to utilities and service systems. The project will have no new or more severe impacts beyond those addressed and mitigated in the FEIR. XVIII. Mandatory Findings of Significance a) Does the project have the potential to degrade the quality of the environment, substantially reduce the habitat of a fish or wildlife species, cause a fish or wildlife population to drop below self-sustaining levels, threaten to eliminate a plant or animal community, reduce the number or restrict the range of a rare or endangered plant or animal, or eliminate important examples of the major periods of California history or prehistory? (No Substantial Change from Previous Analysis) Impacts to the environment were analyzed in the MacArthur Place South FEIR and the subsequent 2009 Addendum. Due to the location of the project on an urbanized site, no impacts to biological resources will occur. The proposed project will not degrade the quality of the environment or substantially reduce the habitat or endanger a fish, wildlife, or plant species. Therefore, the FEIR, as addended, remains adequate and complete. MacArthur Place South EIR - 2011 Addendum 46 b) Does the project have impacts that are individually limited, but cumulatively considerable? ("Cumulatively considerable" means that the incremental effects of a project are considerable when viewed in connection with the effects of past projects, the effects of other current projects, and the effects of probable ft{ture projects)? (No Substantial Change from Previous Analysis) The FEIR stated that the project would contribute cumulatively significant adverse emissions to the South Coast Basin, which is already a non-attainment area. This impact is significant and adverse and cannot be mitigated to levels of insignificance. An update Air Quality Assessment dated January 27, 2011 concluded that no impacts due to construction or operational emissions would exceed the significance thresholds. However, in the absence of thresholds for Greenhouse Gas emissions, it must be considered that any GHG emissions contribute incrementally to a cumulative impact. However, the impact will not be regionally significant. The FEIR identified significant unavoidable and cumulative impacts in the area of air quality emissions. The incremental change from the proposed project odes not rise to the level of significant when compared to the project analyzed in the 2005 FEIR. The FEIR also stated that the project would have cumulative impacts regarding transportation and traffic due to the uncertainty and issues regarding fair-share funding for mitigation measure T-6, regarding the construction of a two-lane metered on-ramp to the SR-55 freeway. Due to the uncertainty of implementation, cumulative impacts were considered for the year 2025. The project will have no new or more severe impacts beyond those addressed and mitigated in the MacArthur Place South FEIR. c) Does the project have environmental effects that will cause substantial adverse effects on human beings, either directly or indirectly? (No Substantial Change from Previous Analysis) Mitigation measures have been provided in the MacArthur Place South FEIR and the 2009 Addendum to reduce impacts. The project will have no new or more severe impacts beyond those addressed and mitigated in the FEIR. MacArthur Place South EIR - 2011 Addendum 47 75B-92 E Environmental Checklist CEQA Compliance PLANNING DIVISION 1. Project Title: MacArthur Place South EIR Addendum II. Project Numbers: III. Lead Agency Name and Address: City of Santa Ana IV. Contact and Phone Number: Vince Freaoso/(714) 667-2713 V. Project Location: Southeast Corner of MacArthur Boulevard and Main Street in southeast Santa Ana VI. Project Sponsor's Name and Address: Lyon Community Development, 4901 Birch Street, Newport Beach, CA 92660 VII. General Plan Designation: _ District Center (DC) Vlll. Zoning: Specific Development (SD) IX. Description of Project: The project applicant is proposing a modification to the low-rise condominium component of the originally approved project. The condominiums, as approved in the EIR, would include three separate buildings ranging in height from 50 to 60 feet (5 and 6 stories) containing 276 residential units. The unit types ranged from one to three bedrooms and baths. Residential styles included typical single-story condominiums, townhouses, and live/work units. An interior courtyard would contain a water feature and a recreation area including a tot lot, a swimming pool, a game table, a BBQ area, and a seating area. A total of 689 parking stalls would be provided on two levels of parking - one subterranean level and one above-ground level. The architectural design provided a staggered roofline, providing visual relief from that of a solid structure with a single roofline. The proposed project includes 300 residential units in 3 buildings with a maximum height of 65 feet, a 6- level parking garage with 660 stalls, a garage-top deck with recreational amenities including pool/cabanas, a tennis court, seating areas with tables and chairs, BBQ facilities and a recreation building with fitness and game rooms, a conference room and cafe/kitchenette, and 2,100 square feet of retail space. Landscaped open courtyards and public plazas will be located throughout the site. Detailed descriptions of the proposed components are provided herein. X. Surrounding Land Uses and Setting: The Sandpointe residential neighborhood is located west of the project site across Main Street and is composed of 1-story and 2-story single-family residential homes. North of the Sandpointe neighborhood is the Main Attraction condominium development. Immediately north of the project site is the MacArthur Place mixed-use development containing office, retail, hotel, and residential components. Hotels are located north and south of the project site. XI. Other agencies whose approval is required: None MacArthur Place South EIR - 2011 Addendum 49 75B-93 Environmental Checklist CEQA Compliance Environmental Checklist Environmental Factors Potentially Affected: The environmental factors checked below would be potentially affected by that project, involving at least one impact that is a "Potentially Significant Impact" as indicated by the checklist on the following pages. O Aesthetics O Agricultural Resources O Air Quality O Biological Resources O Cultural Resources O Geology and Soils O Hazards and Hazardous Materials O Hydrology and Water Quality O Land Use and Planning O Mineral Resources O Noise O Population and Housing O Public Services O Recreation O Transportation and Traffic O Utilities and Service Systems O Mandatory Findings of Significance Environmental Determination On the basis of this initial evaluation, I find that: A. ? The proposed project COULD NOT have a significant effect on the environment and a NEGATIVE DECLARATION will be prepared. B. ? Although the proposed project could have a significant effect on the environment, there will not be a significant effect in this case because revisions to the project have been made by or agreed to by the applicant. A MITIGATED NEGATIVE DECLARATION will be prepared. C. ? The proposed project MAY have a significant effect on the environment and an ENVIRONMENTAL IMPACT REPORT is required. D. ? Although the proposed project could have a significant effect on the environment, because all potentially significant effects (a) have been analyzed adequately in an earlier EIR (EIR No. - ) pursuant to applicable standards and (b) have been avoided or mitigated pursuant to that earlier EIR, including revisions or mitigation measures that are imposed upon the project, nothing further is required. E. ® Pursuant to §15164 of the CEQA Guidelines, an EIR (EIR No. - 2004-02 ) has been prepared earlier and only minor technical changes or additions are necessary to make the previous EIR adequate and these changes do not raise important new issues about the significant effects on the environment. An ADDENDUM to the EIR shall be prepared. F. ? Pursuant to §15162 of the CEQA Guidelines, an EIR (EIR No. - ) has been prepared earlier; however, subsequent proposed changes in the project and/or new information of substantial importance will cause one or more significant effects no previously discussed. A SUBSEQUENT EIR shall be prepared. Signature Printed Name Date MacArthur Place South EIR - 2011 Addendum 50 75B-94 Responses to Environmental Checklist For CEQA Compliance Responses to Environmental Checklist Evaluation of Environmental Impacts: 1. A brief explanation is required for all answers except "No Impact" answers that are adequately supported by the information sources a lead agency cites in the parentheses following each question. A "No Impact" answer is adequately supported if the referenced information sources show that the impact simply does not apply to projects like the one involved (e.g., the project falls outside a fault rupture zone). A "No Impact" answer should be explained where it is based on project-specific factors as well as general standards (e.g., the project will not expose sensitive receptors to pollutants, based on a project-specific screening analysis). II. All answers must take account of the whole action involved, including off-site as well as on-site, cumulative as well as project-level, indirect as well as direct, and construction as well as operational impacts. III. Once the lead agency has determined that a particular physical impact may occur, then the checklist answers must indicate whether the impact is potentially significant, less than significant with mitigation, or less than significant. "Potentially Significant Impact" is appropriate if there is substantial evidence that an effect may be significant. If there are one or more "Potentially Significant Impact" entries when the determination is made, an EIR is required. IV. "Negative Declaration: Less Than Significant With Mitigation Incorporated" applies where the incorporation of mitigation measures has reduced an effect from "Potentially Significant Impact" to a "Less Than Significant Impact." The lead agency must describe the mitigation measures, and briefly explain how they reduce the effect to a less than significant level (mitigation measures from "Earlier Analyses," as described in (V) below, may be cross-referenced). V. Earlier analyses may be used where, pursuant to the tiering, program EIR, or other CEQA process, an effect has been adequately analyzed in an earlier EIR or negative declaration. Section 15063(c)(3)(D). In this case, a brief discussion should identify the following: a) Earlier Analysis Used. Identify and state where they are available for review. b) Impacts Adequately Addressed. Identify which effects from the above checklist were within the scope of and adequately analyzed in an earlier document pursuant to applicable legal standards, and state whether such effects were addressed by mitigation measures based on the earlier analysis. c) Mitigation Measures. For effects that are "Less than Significant with Mitigation Measures Incorporated," describe the mitigation measures which were incorporated or refined from the earlier document and the extent to which they address site-specific conditions for the project. VI. Lead agencies are encouraged to incorporate into the checklist references to information sources for potential impacts (e.g., general plans, zoning ordinances). Reference to a previously prepared or outside document should, where appropriate, include a reference to the page or pages where the statement is substantiated. VII. Supporting Information Sources: A source list should be attached, and other sources used or individuals contacted should be cited in the discussion. Vlll. This is only a suggested form, and lead agencies are free to use different formats; however, lead agencies should normally address the questions from this checklist that are relevant to a project's environmental effects in whatever format is selected. IX. The explanation of each issue should identify: a) The significance criteria or threshold, if any, used to evaluate each question; and b) The mitigation measure identified, if any, to reduce the impact to less than significance MacArthur Place South EIR - 2011 Addendum 51 75B-95 Responses to Environmental Checklist For CEQA Compliance No Substantial New Change from Significant More Severe Previous Issues and Supporting Information Sources Impact Impacts Analysis 1. Aesthetics - Would the project: a. Have a substantial adverse effect on a scenic vista? b. Damage scenic resources, including but not limited to, trees, rock outcroppings and historic buildings within a state highway? c. Substantially degrade the existing visual character or quality of the site and its surroundings? d. Create a new source of substantial light or glare which would adversely ? ? affect day or nighttime views in the area? II. Agricultural Resources - In determining whether impacts to agricultural resources are significant environmental effects, lead agencies may refer to the California Agricultural Land Evaluation and Site Assessment Model prepared by the California Department of Conservation as an optional model to use in assessing impacts on agricultural and farmland. Would the project: a. Convert Prime Farmland, Unique Farmland or Farmland of Statewide Importance (Farmland), as shown on the maps prepared pursuant to the Farmland Mapping and Monitoring Program of the California Resources Agency, to non-agricultural use? b. Conflict with existing zoning for agricultural use, or a Williamson Contract? c. Involve other changes in the existing environment which, due to their location or nature, could result in conversion of Farmland, to non- agricultural use? III. Air Quality - Where available, the significance criteria established by the applicable air quality management or air pollution control district may be relied upon to make the following determinations. Would the project: a) Conflict with or obstruct implementation of applicable Air Quality Attainment ? ? Plan or Congestion Management Plan? b) Violate any stationary source air quality standard or contribute to an existing or proposed air quality violation? c) Result in a cumulatively considerable net increase of any criteria pollutant for which the project region is non-attainment under an applicable federal or state ambient air quality standard (including releasing emission which exceeds quantitative thresholds for ozone precursors)? d) Expose sensitive receptors to substantial pollutant concentrations? e) Create objectionable odors affecting a substantial number of people? ? ? IV. Biological Resources -Would the project: a) Have a substantial adverse impact, either directly or through habitat modifications, on any species identified as a candidate, sensitive or special status species in local or regional plans, policies or regulations or by the California Department of Fish and Game or U.S. Fish and Wildlife Services? b) Have a substantial adverse impact on any riparian habitat or other sensitive ? ? natural community identified in local or regional plans, policies, and regulations or by the California Department of Fish and Game or U.S. Fish and Wildlife Service? MacArthur Place South EIR - 2011 Addendum 52 Responses to Environmental Checklist For CEQA Compliance No Substantial New Change from Significant More Severe Previous Issues and Supporting Information Sources Impact Impacts Analysis c) Adversely impact federally protected wetlands (including, but not limited to, E marsh, vernal pool, coastal, etc.) either individually or in combination with the known or probable impacts of other activities through direct removal, filling, hydrological interruption, or other means? d) Interfere with the movement of any native resident or migratory fish or E wildlife species or with established native resident or migratory wildlife corridors or impede the use of native wildlife nursery sites. e) Conflict with any local policies or ordinances protecting biological F1 F resources, such as tree preservation policy or ordinance? f) Conflict with the provisions of an adopted Habitat Conservation Plan, Natural Community Conservation Plan, or other approved local, regional, or state habitat conservation plan? V. Cu ltural Resources - Would the project: a) Cause a substantial adverse change in the significance of a historical F] resource as defined in §15064.5? b) Cause a substantial adverse change in the significance of a unique ? E] archaeological resource pursuant to §15064.5? c) Directly or indirectly disturb or destroy a unique paleontological resource or E] ? site or unique geological feature? d) Disturb any human remains, including those interred outside of formal El ? cemeteries? VI. Geology and Soils - Would the project: a) Expose people or structures to potential substantial adverse effects, including the risk of loss, injury, or death involving: i) Rupture of a known earthquake fault, as delineated on the most recent Alquist-Priolo Earthquake Fault Zoning map issued by the State Geologist for the area or based on other substantial evidence of a known fault? ii) Strong seismic ground shaking? ? El iii) Seismic-related ground failure, including liquefaction? ? 0 iv) Landslides? El El b) Result in substantial soil erosion or the loss of topsoil? ? n c) Be located on a geologic unit or soil that is unstable, or that would become El 0 unstable as a result of the project, and potentially result in on- or off-site landslide, lateral spreading, subsidence, liquefaction or collapse? d) Be located on expansive soil, as defined in Table 18-1-B of the Uniform El Building Code (1994) creating substantial risks to life or property? e) Have soils incapable of adequately supporting the use of septic tanks or ? El alternative waste water disposal systems where sewers are not available for the disposal of waste water? MacArthur Place South EIR - 2011 Addendum 53 75B-97 Responses to Environmental Checklist For CEQA Compliance No Substantial New Change from Significant More Severe Previous Issues and Supporting Information Sources Impact Impacts Analysis VII. Greenhouse Gas Emissions - Would the project: a) Generate greenhouse gas emissions, either directly or indirectly, that may have a significant impact on the environment? b) Conflict with an applicable plan, policy or regulation adopted for the purpose of reducing the emissions of greenhouse gases? VIII. Hazards and Hazardous Materials - Would the project: a) Create a significant hazard to the public or the environment through the routine transport, use or disposal of hazardous materials? b) Create a significant hazard to the public or the environment through reasonably foreseeable upset and accident conditions involving the release of hazardous materials into the environment. c) Emit hazardous emissions or handle hazardous or acutely hazardous materials, substance or waste within one-quarter mile of an existing or proposed school? d) Be located on a site which is located on a list of hazardous materials sites compiled pursuant to Government Code Section 65962.5 and, as a result, would it create a significant hazard to the public or the environment? e) For a project located within an airport land use plan or where such a plan has not been adopted, within two miles where of a public airport or public use airport, would the project result in a safety hazard for people residing or working in the project area? Q For project within the vicinity of a private airstrip, would the project result in a safety hazard for people residing or working in the project area? g) Impair implementation of or physically interfere with an adopted emergency response plan or emergency evacuation plan? h) Expose people or structures to a significant risk of loss, injury or death ? 1:1 M involving wild fires, including where wildlands are adjacent to urbanized areas or where residences are intermixed with wildlands? IX. Hydrology and Water Quality -Would the project: a) Violate any Regional Water Quality Control Board water quality standards or waste discharge requirements? b) Substantially deplete groundwater supplies or interfere substantially with ? groundwater recharge such that there would be a net deficit in aquifer volume or a lowering of the local groundwater table level (i.e., the production rate of pre-existing nearby wells would drop to a level which would not support existing land uses or planned uses for which permits have been granted)? c) Substantially alter the existing drainage pattern of the site or area, including El ? through the alteration of the course of a stream or river, in a manner which would result in substantial erosion or siltation on- or off-site, or substantially increase the rate or amount of surface runoff in a manner which would result in flooding on or off-site? MacArthur Place South EIR - 2011 Addendum 54 75B-98 Responses to Environmental Checklist For CEQA Compliance No Substantial New Change from Significant More Severe Previous Issues and Supporting Information Sources Impact Impacts Analysis d) Substantially alter the existing drainage pattern of the site or area, including through the alteration of the course of a stream or river, or substantially increase the rate or amount of surface runoff in a manner which would result in flooding on or off-site? e) Create or contribute runoff water which would exceed the capacity of existing or planned storm water drainage systems or provide substantial additional sources of polluted run-off? f) Otherwise substantially degrade water quality? g) Place housing within a 100-year flood hazard area as mapped on a federal Flood Hazard Boundary or Flood Insurance Rate Map or other flood hazard delineation map? h) Place within a 100-year flood hazard area structures which would impede or redirect flood flows? i) Expose people or structures to a significant risk of loss, injury, or death ? ? involving flooding, including flooding as a result of the failure of a levee or dam. j) Inundation by seiche, tsunami, or mudflow? X. Land Use and Planning - Would the project: a) Physically divide an established community? b) Conflict with any applicable land use plan, policy, or regulation of an agency with jurisdiction over the project (including, but not limited to the general plan, specific plan, local coastal program, or zoning ordinance) adopted for the purpose of avoiding or mitigating an environmental effect? c) Conflict with any applicable habitat conservation plan or natural community conservation plan? XI. Mineral Resources - Would the project: a) Result in the loss of availability of a known mineral resource that would be ? El of value to the region and the residents of the state? b) Result in the loss of availability of a locally important mineral resource ? El recovery site delineated on a local general plan, specific plan or other land use plan? XII. Noise - Would the project result in: a) Exposure of persons to or generation of noise levels in excess of standards ? ? established in the local general plan or noise ordinance, or applicable standards of other agencies? b) Exposure of persons to or generation of excessive groundborne vibration ? or groundborne noise levels? c) A substantial permanent increase in ambient noise levels in the project ? ? vicinity above levels existing without the project? d) A substantial temporary or periodic increase in ambient noise levels in the ? ? project vicinity above levels existing without project? MacArthur Place South EIR - 2011 Addendum 55 75B-99 Responses to Environmental Checklist For CEQA Compliance No Substantial New Change from Significant More Severe Previous Issues and Supporting Information Sources Impact Impacts Analysis e) For a project located within an airport land use plan or, where such a plan has not been adopted, within two miles of a public airport or public use airport, would the project expose people residing or working in the project area to excessive noise levels? f) For a project within the vicinity of a private airstrip, would the project expose people residing or working in the project area to excessive noise levels? XIII. Population and Housing - Would the project: a) Induce substantial population growth in an area, either directly (for ? El 10 example, by proposing new homes and business) or indirectly (for example, through extension of roads or other infrastructure)? b) Displace substantial numbers of existing housing, necessitating the ? ? construction of replacement housing elsewhere? c) Displace substantial numbers of people, necessitating the construction of ? ? replacement housing elsewhere? XIV. Public Services a) Would the project result in substantial adverse physical impacts associated with the provision of new or physically altered governmental facilities, need for new or physically altered governmental facilities, the construction of which could cause significant environmental impacts, in order to maintain acceptable service rations, response times or other performance objectives for any of the public service: Fire protection? El 1-1 0 Police protection? Schools? Parks? Other public facilities? 1:1 E XV. Recreation a) Would the project increase the use of existing neighborhood and regional parks or other recreational facilities such that substantial physical deterioration of the facility would occur or be accelerated? b) Does the project include recreational facilities or require the construction or ? expansion of recreational facilities which might have an adverse physical effect on the environment? XVI. Transportationlrraffic - Would the project: a) Cause an increase in traffic which is substantial in relation to the existing traffic load and capacity of the street system (i.e., result in a substantial increase in either the number of vehicle trips, the volume to capacity ratio on roads, or congestion at intersections)? b) Exceed, either individually or cumulatively, a level of service standard ? established by the county congestion management agency for designated roads or highways? MacArthur Place South EIR - 2011 Addendum 56 75B-100 Responses to Environmental Checklist For CEQA Compliance No Substantial New Change from Significant More Severe Previous Issues and Supporting Information Sources Impact Impacts Analysis c) Result in a change in air traffic patterns, including either an increase in traffic levels or a change in location that results in substantial safety risks? d) Substantially increase hazards due to a design feature (e.g., sharp curves or dangerous intersections) or incompatible uses (e.g., farm equipment)? e) Result in inadequate emergency access? f) Result in inadequate parking capacity? g) Conflict with adopted policies, plans, or programs supporting alternative transportation (e.g., bus turnouts, bicycle racks)? XVIL Uti lities and Service Systems - Would the project: a) Exceed wastewater treatment requirements of the applicable Regional Water Quality Control Board? b) Require or result in the construction of new water or wastewater treatment facilities or expansion of existing facilities, the construction of which could cause significant environmental effects? c) Require or result in the construction of new storm water drainage facilities ? or expansion of existing facilities, the construction of which could cause significant environmental effects? d) Have sufficient water supplies available to serve the project from existing ? ? entitlements and resources or, are new or expanded entitlements needed? e) Result in the determination by the wastewater treatment provider which serves or may serve the project that it has adequate capacity to serve the project's projected demand in addition to the provider's existing commitments? f) Be served by a landfill with sufficient permitted capacity to accommodate ' ? the project s solid waste disposal needs? g) Comply with federal, state and local statutes and regulations related to solid waste? VIII, Mandatory Findings of Significance a) Does the project have the potential to degrade the quality of the environment, substantially reduce the habitat of a fish or wildlife species, cause a fish or wildlife population to drop below self-sustaining levels, threaten to eliminate a plant or animal community, reduce the number or restrict the range of a rare or endangered plant or animal or eliminate important examples of the major periods of California history or prehistory? b) Does the project have impacts that are individually limited but cumulatively " considerable? ( Cumulatively considerable" means that the incremental effects of a project are considerable when viewed in connection with the effects of past projects, effects of other current projects and the effects of probable future projects.) c) Does the project have environmental effects which will cause substantial adverse effects on human beings, either directly or indirectly? MacArthur Place South EIR - 2011 Addendum 57 75B-101 75B-102 Appendix A - Air Quality Assessment KPC Environmental, Inc. January 27, 2011 MacArthur Place South EIR - 2011 Addendum 75B-103 4 KPC Environmental, Inc. AIR QUALITY ASSESSMENT MacArthur Place Project MacArthur Boulevard & Main Street Santa Ana, California February 2011 PREPARED FOR: PREPARED BY: CAA Planning KPC Environmental, Inc. 65 Enterprise, Suite 130 21380 Loquat Street Aliso Viejo, CA. 92656 Wildomar, CA. 92595 Contact Person: Contact Person: Shawna Schaffner Kevin Carr, REA CEO -CAA Planning Principal KPC Env. Inc. (949) 581-2888 (951)294-0822 75B-104 KPC Environmental, Inc. 21380 Loquat Street Wildomar, CA. 92595 951-294-0822 AIR QUALITY ASSESSMENT PROJECT: MacArthur Place Project (Modification to Approved Project) MacArthur Boulevard and Main Street Santa Ana, Orange County, California. DATE: February 2, 2011 PREPARED FOR: CEQA Initial Study, Air Quality Impacts of the Subject Project. REVIEWED AND t nos report was prepared for assessing the air quality impacts of the designated project for the purpose of completing an E vironmemal Initial Study. The report was prepared using guidance from the South Coast Air Quality Management Districts CEQA Handbook and the Department of Toxic Substances Control REA Environmental Assessment report guidance. The report and its contents are for the express use of the client. KPC Environmental, Inc- and CAA Planning. The contents herein are considered confidential. Acceptance of this report constitutes an agreement by the client to assume full liability for the information contained herein. The information in this report is being supplied in good faith and was obtained using sources and data considered to be reliable, the accuracy of information not obtained by KPC Environmental. Inc. cannot be guaranteed. Liability is limited to the fee charged for this specific report. 75B-105 Table of Contents Section: Page: 1.0 Introduction 1 1.1 Project Description and Location 1 2.0 Air Study Description 1 3.0 Regional Setting 2 3.1 South Coast Air Basin (SCAB) 2 3.2 Description of Regional Climate and Its Effect on Air Quality 2 3.2.1 Climate 2 3.2.2 Temperature 3 3.2.3 Rainfall 3 3.2.4 Humidity 3 3.2.5 Wind 3 3.2.6 Inversions 4 4.0 Air Quality Data for SCAB 5 4.1 Air Quality Management Planning 5 4.2 Regional Air Quality Summary 2006 -2008 7 4.3 Determining Emission Significance 9 4.3.1 Emission Significance Thresholds 9 4.3.2 Sensitive Receptors & SCAQMD LST's 10 4.3.3 Additional Indicators 11 75B-106 5.0 Air Quality Impact Analysis 5.1 Construction Emissions 5. 1.1 Mass Grading/Parking Structure Excavation Emissions 5.1.2 Site Trenching/Foundation Emissions 5.1.3 Building Construction Emissions 5.1.4 Architectural Coatings 5.2 Construction Impacts 5.3 Area and Operational Emissions 5.4 CO Hotspot Analysis 5.5 Impacts of Area & Operational Emissions 6.0 Conclusion 6.1 Consistency with Air Quality Management Plan 6.2 Cumulative Impacts 6.2.1 Cumulative Climate Change (GHG) Impacts 6.3 Level of Significance Before Mitigation 6.4 Mitigation Measures/Best Management Practices (BMP's) 6.5 Level of Significance After Mitigation Implementation References Appendixes A - URBEMIS Data (Construction) B - URBEMIS Data (GHG) B - LST Data - Worksheets C - SCAQMD 2006 - 2008 Air Quality Data 12 12 13 14 14 15 16 16 17 17 17 17 18 18 20 20 21 22 75B-107 List of Tables Table: 4-1 Ambient Air Quality Standards Carbon Monoxide 4-2 Regional Criteria Pollutant Attainment Status SCAB 4-3 Regional Air Quality Summary Source Receptor Area 24 2006-2008 4-4 Mass Daily Thresholds 4-5 LST Results 5-1 Mass Grading/Excavation Emissions 5-2 Trenching/Foundation Emissions 5-3 Building Construction Emissions 5-4 Architectural Coatings 5-5 Area/Operation Emissions Page: 8 9 10 13 14 15 15 16 75B-108 MacArthur Project Modification - Santa Ana - Air Quality Assessment KPC Environmental, Inc. 1.0 Introduction 1.1 Project Description and Location The proposed project is a modification to a previously approved project with the applicant proposing modifications to the low-rise condominium component and the parking structure. The approved project included a 5 and 6 story condominium component with a total of 276 residential units and a 2-story parking structure with one subterranean level and one above-ground level with a total parking capacity of 665 vehicles. The proposed amendment will increase the number of residential units to 300 while maintaining the overall footprint and square footage of the approved project. The approved project parking structure will be modified as a 6-level structure with one subterranean level and five above-ground levels for a total parking capacity of 660 vehicles. The roof area of the parking structure will be developed for recreational uses. The project site is located at Main and MacArthur Blvd. in the incorporated area of the City of Santa Ana, Orange County, California. The site is located in an air quality region known as the South Coast Air Basin (SCAB) under the jurisdiction of the South Coast Air Quality Management District (SCAQMD) for air quality administration. This assessment includes various phasing in the construction of the proposed project modification to the parking structure which includes: mass grading/excavation, trenching & foundation work, building construction, architectural coatings, and existing and future estimated area, operational, and green house gas (GHG) emissions associated with the proposed modified project. Because the proposed modification to the condominium component will not increase the footprint or total square footage of the approved project no assessment was completed as the construction and anticipated emissions were reviewed and reported in the Air Quality Analysis completed by Giroux & Associates, dated November 11, 2004. Assessment of the modification to the parking structure does not include demolition as this phase was completed during the construction of various components of the existing approved project site. 2.0 Air Assessment Description This assessment is based on guidance contained in the South Coast Air Quality Management Districts CEQA Air Quality Handbook, CARB's Preliminary Draft Report on Recommended Approaches for Setting Interim Significance Thresholds for GHG under CEQA, the Bay Area AQMD (BAAQMD), GHG Plan Level Quantification Guidance, and acceptable environmental practices. Modeling programs including Urban Emissions Model, (URBEMIS 2007, 9.2.4); emissions inventory program, Emfac; and dispersion model, CALINE 4 were utilized to determine the projects air quality impacts on the environment. 02/02/11 75B-109 MacArthur Project Modification - Santa Ana - Air Quality Assessment KPC Environmental, Inc. The emissions estimates represent a "worst-case," because they incorporate the assumption that construction activities occur at the peak daily levels throughout the entire construction period. Data utilized to forecast emissions was obtained from available project data, development plans, and resource material where indicated. The information for the modeling programs used to forecast emissions is based on the project data, resource material, or default values where no data was available. 3.0 Regional Setting 3.1 South Coast Air Basin (SCAB) Santa Ana, Orange County is located in the South Coast Air Basin (SCAB). The SCAB's severe air pollution problem is a consequence of the combination of emissions and meteorological conditions which are adverse to the dispersion of those emissions. The summertime maximum mixing height (an index of how well pollutants can be dispersed vertically in the atmosphere) in Southern California averages the lowest in the U.S. The Southern California area is also an area with abundant sunshine, which drives the photochemical reactions, which form pollutants such as ozone. In the SCAB, high concentrations of ozone are normally recorded during the spring and summer months, while high concentrations of carbon monoxide are generally recorded in late fall and winter. High PM 10 and PM2.5 concentrations can occur throughout the year, but occur most frequently in the fall and winter. Although there are changes in emissions by season, the observed variations in the pollutant concentrations are largely a result of seasonal differences in weather conditions. 3.2 Description of Regional Climate and Its Effect on Air Quality Section 15125 of the State CEQA Guidelines requires that environmental studies include a description of the environment in the vicinity of the project, as it exists before initiation of the project. The information describing the Environment Setting of the project site includes information on the climate, the existing quality of ambient air at the proposed project site, significant air pollutant sources, both stationary and mobile. 3.2.1 Climate The climate of the South Coast Air Basin (SCAB) is determined by its terrain and geographical location. The Basin is a coastal plain with connecting broad valleys and low hills, bounded by the Pacific Ocean and high mountains forming the remainder to the perimeter. The general region lies in the semi-permanent high-pressure zone of the eastern Pacific. As a result, the climate is mild, tempered by cool sea breezes. This usually mild climatological pattern is interrupted infrequently by periods of extremely hot weather, winter storms, or Santa Ana winds. The climate of Southern California found in the Santa Ana area of the SCAB is described as a Mediterranean-type climate characterized by long warm summers and moderate winters with moderate precipitation and a maritime influence giving a marine layer and a temperature inversion layer. 02/02/11 75B-110 MacArthur Project Modification - Santa Ana - Air Quality Assessment KPC Environmental, Inc. The extent and severity of air pollution problems in the SCAB is a function of both natural physical characteristics of the region (weather patterns, topography) and man- made influences (traffic, development). Factors such as wind, sunlight, temperature, humidity, rainfall, and topography all affect the accumulation and/or dispersion of pollutants throughout the SCAB. Historical Climate data is collected by the Western Regional Climate Center with the closest monitoring station located at the Santa Ana Fire Station. Climate data collected includes temperature and precipitation. 3.2.2 Temperature The annual average temperature varies little throughout the SCAB, averaging 62-degrees Fahrenheit, with the Santa Ana area annual maximum temperature averaging 75.7- degrees Fahrenheit and an annual minimum temperature averaging 51.9-degrees Fahrenheit. The average high temperature in the project area is 68.6-degrees Fahrenheit during the winter and 82.3-degrees Fahrenheit during the summer. Low temperatures can range from around 43.8-degrees during winter nights to 59.9-degrees Fahrenheit during summer nights. For site-specific analysis, temperatures selected represent the lowest average temperature when assessing CO and Nox impacts and the highest average temperature when assessing ROG. 3.2.3 Rainfall Practically all of the annual rainfall in the SCAB occurs during the November- April period. Summer rainfall normally is restricted to widely scattered thundershowers near the coast and slightly heavier shower activity in the east and over the mountains. Annual average rainfall in the Santa Ana area is 13.67 inches. 3.2.4 Humidity Although the SCAB has a semi-arid climate, the air near the surface is surprisingly moist because of the presence of a shallow marine layer on most days. Except for infrequent periods when dry, continental air is brought into the SCAB by offshore winds, the ocean effect is dominant. Periods with heavy fog are frequent; and low stratus clouds, sometimes referred to as "high fog" are a characteristic climate feature. Annual average relative humidity in the SCAB ranges from 70% coastal to 57% inland. 3.2.5 Wind Winds play a significant role in the air quality conditions of the SCAB. The area is characterized by light average wind speeds which limit the capability to disperse air contaminates horizontally. The average wind speed in the project area is between 5 and 12 miles per hour (mph) out of the West-Southwest. The dominant daily wind patterns consist of sea breezes during the day with nighttime offshore breezes as the air drains off the mountains that surround the region. 02/02AI 75B-111 MacArthur Project Modification - Santa Ana - Air Quality Assessment KPC Environmental, Inc. During spring and early summer days, most of the pollution produced on an average day is lifted by the warm air and moved out through the mountain passes. This effectively creates a flushing of the SCAB of pollutants away from the valleys. During the late summer and winter months, this flushing effect is less pronounced due to the lower wind speeds and early off-shore winds. This stagnation causes the pollutants to be trapped in the regions valleys. 3.2.6 Inversions Vertical dispersion of air pollutants in the SCAB is hindered by the presence of a temperature inversion in the layers of the atmosphere near the earth's surface. The height of the base of the inversion is known as the "mixing height." The mixing height changes under atmospheric conditions while the top end of the inversion remains constant. Usually the mixing height is lower in the morning and increases in altitude as the day progresses. The mixing height presents a barrier to the vertical dispersal of air contaminants. During winter months the inversion normally breaks down by mid morning. Pollutants generated by both stationary and mobile sources mix with less contaminated air beneath the inversion layer and will become more concentrated unless the inversion breaks down. On days of no inversion layer or when winds average 15 mph or greater, there will be no significant smog effects. The potential for high concentrations varies with each season. Late spring, summer and early fall, light winds, low mixing height, and increased sunlight combine to produce conditions for the production of photochemical oxidants, e.g. ozone. When strong inversions are formed on cool winter nights with light winds, carbon monoxide generated by automobile exhaust becomes concentrated. CO values are normally at their highest levels from the period of November through February. 02/02/11 75B-112 MacArthur Project Modification - Santa Ana - Air Quality Assessment KPC Environmental, Inc. 4.0 Air Quality Data for SCAB 4.1 Air Quality Management Planning & Regulatory Setting The Federal Clean Air Act (1977 Amendments) required that designated agencies in any area of the nation not meeting national clean air standards must prepare a plan demonstrating the steps that would bring the area into compliance with all national standards. Table 4-1 contains the federal and state emissions standards with relevant health concerns. Table 4-1 Ambient Air Oualitv Standards AIR STATE STANDARD FEDERAL MAJOR SOURCES MOST RELEVANT POLLUTANT PRIMARY EFFECTS STANDARD Ozone (03) 1 br - 0.09 ppm 1 hr- • Motor vehicles, paints, Short-term exposures: 8 his - 0.07 ppm 8 hrs - 0.08 ppm coatings, solvents. Pulmonary function decrements and breathing difficulty. Long-term exposures: Risk to public health, vegetation damage, property damage. Carbon Monoxide 1 hr - 20 ppm l hr - 35 ppm Internal combustion Aggravation of aspects of (CO) 8 hrs - 9 ppm 8 hrs - 9 ppm engines (vehicles). coronary heart disease; decreased exercise tolerance in persons w. vascular and lung disease; impairment of CNS functions; possible increased risk to fetuses. Nitrogen Dioxide Annual Average - 0.03 Annual Average - 0.053 Internal combustion Risk to public health implied (NOz) ppm ppm engines (vehicles). by pulmonary and extra- I hr - 0.018 ppm l hr - • pulmonary biochemical and cellular changes and pulmonary structural changes; contributions to atmospheric discoloration. Sulfur Dioxide Annual Average - ` Annual Average - 0.03 Fuel combustion, Broncial constriction (S02) 1 hr - 0.25 ppm ppm petroleum refining accompanied by symptoms 24 hrs - 0.04 ppm 1 hr - • processes, chemical which may include wheezing, 24 hrs - 0.14 ppm facilities. shortness of breath and chest tightness during exercise or physical activity in persons w. asthma. Suspended Annual Arithmetic Mean Annual Arithmetic Mean - Construction, industry, Exccss deaths from short- Particulate Matter - 20µg/m3 • agriculture, vehicles, term exposures and (PM10) and natural occurrences exacerbation of symptoms in 24 hrs - 50µg/m3 (wind, storms) sensitive patients w/ 24 hrs - 150pg/m3 respiratory disease; declines in pulmonary function especially in children; increased risk of premature death from heart or lung diseases in elderly. Suspended Annual Arithmetic Mean Annual Arithmetic Mean - Construction, industry, Particulate Matter - 12µg/m3 15pg/m3 agriculture, vehicles, (PM2.5) and natural occurrences 24 hrs - • 24 hrs - 35pg/m3 (wind, storms) Lead (Pb) Monthly - 1.5µg/m3 Monthly - • Battery manufacturing Leaming disabilities in and recycling. children; impairment of blood Quarterly - • Quarterly - 1.5µg/m3 Combustion processes. formation and nerve conduction. Sulfates (S04) 24 hrs - 25pg/m3 • Industrial Processes. Decrease in ventilatory function; aggravation of asthma symptoms; vegetation damage; degradation of visibility. Sources - CARB and SCAQMD • - no standard established ppm - parts per million, µg/m3 - micrograms per cubic meter 02/02/11 75B-113 MacArthur Project Modification - Santa Ana - Air Quality Assessment KPC Environmental, Inc. The South Coast Air Basin (SCAB) could not meet the deadline with the Federal Standards for ozone, nitrogen dioxide, carbon monoxide, or PM-10 and as such was mandated to develop a plan for bringing the SCAB into compliance. In the SCAB, the agencies designated by the governor to develop regional air quality plans are the SCAQMD and the Southern California Association of Governments (SCAG). The two agencies first adopted an Air Quality Management Plan (AQMP) in 1979 and revised it several times as earlier attainment forecasts were shown to be overly optimistic. The 1990 Federal Clean Air Act Amendment (CAAA) required that all states with airshed designated with "serious" or worse ozone problems submit a revision to the State Implementation Plan (SIP). Amendments to the SIP have been proposed, revised and approved over the past decade. The currently adopted clean air plan for the basin is the 1999 SIP Amendment, which accelerates the schedule for a number if new SCAQMD rules and regulations, approved by the U.S. EPA in 2000. The U.S. EPA has yet to approve the 2003 Air Quality Management Plan (AQMP). The Air Quality Management District (AQMD) adopted the most recent updates to the clean air "blueprint" in June 2007. The 2007 Air Quality Management Plan (AQMP) provides an outline for achieving reductions in emissions while increasing air quality within the SCAB. Table 4-2 Regional Criteria Pollutant Attainment Status SCAB Pollutant State Federal Ozone Extreme Non-attainment Non-attainment PM10 Serious Non-attainment Non-attainment PM2.5 Non-attainment Non-attainment sox Attainment Attainment CO Attainment Attainment NOx Attainment Attainment Lead Attainment Attainment Other (vinyl chloride, hydrogen sulfide, etc) Unclassified or Attainment Unclassified OT Attainment Ozone: The EPA has replaced the one-hour ozone standard with an eight-hour standard set at 0.08 ppm. The new standard accepted by the USEPA includes a calculation where the three highest measurements are disregarded and the fourth highest measurement is averaged over a 3-year period in determining if the standard is met. PM10 (Course particulate matter): On September 21, 2006 the Federal standard of 50 ug/m3 was replaced with a new 24-hour standard of 150 ug/m3. PM2.5 (Fine particulate matter): In September 2006 the Federal standard of 65 ug/m3 was reduced to 35 ug/m3 for the new 24-hour standard. 02/02/11 75B-114 MacArthur Project Modification - Santa Ana - Air Quality Assessment KPC Environmental, Inc. Nitrogen Dioxide: California reduced the NO2 1-hour standard from 0.25 ppm to .18 ppm in February of 2007. Greenhouse Gases (GHG): Presently there are no federal regulations on the reduction of Greenhouse Gases (GHG) or to reduce their effects on global climate changes. In the State of California Assembly Bill 32 (AB32), known as the Global Warming Solutions Act was passed by the state legislature in August of 2006. AB32 requires that levels of GHG be reduced to 1990 levels by the year 2020 and by 80 percent of the 1990 levels by the year 2050. In order to address GHG emissions and comply with AB32 in General Plans and CEQA documents Senate Bill 97 (SB97) required the State's Governor's Office of Planning and Research (OPR) to develop guidelines for CEQA compliance on how to address GHG emissions along with mitigation measures to reduce project GHG emissions. Guidelines with changes to CEQA 15064.4 Determining the Significance of Greehouse Gas Emissions encourages lead agencies to quantify GHG emissions of proposed projects where possible and recommends that lead agencies consider several other qualitative factors in determining significance including: 1) the extent to which a project may increase or reduce GHG as compared to the existing environmental setting; 2) whether the project emissions exceed a threshold of significance that the lead agency determines is applicable to the project; and 3) the extent to which the project complies with regulations or requirements adopted to implement a statewide, regional, or local plan for the reduction or mitigation of GHG emissions. 4.2 Regional Air Quality Summary 2006 - 2008 According to the current data from the South Coast Air Quality Management District (SCAQMD) and the California Air Resource Board (CARB) in 2008, there were a total of 120 days for the new 8-hour ozone standard in the SCAB (Basin) locations were exceeded. The number of days exceeding the federal ozone standard varied widely by area, from zero to 97 exceedances, depending on location with the majority of exceedances occurring in the Riverside and San Bernardino County regions. Exceedances were fewer at the coast, increasing to a maximum in the Basin's Central San Bernardino Mountains and inland valleys, and then decreasing further downwind in the Basin's far inland areas. The Central San Bernardino Mountains area exceeded the federal ozone standard most frequently, 97 days. The more stringent state standard was exceeded on 115 days in the same area. In 2008, carbon monoxide concentrations did not exceed the Federal or State standards in the SCAB for either the 1-hour or 8-hour concentrations. The highest carbon monoxide concentrations were recorded in Riverside County and central Los Angeles county areas. The maximum 8-hour average concentration of 4.3 ppm, recorded in South Central Los Angeles County, which is below the federal and state standards by 4.7 ppm. 02/02/11 75B-115 MacArthur Project Modification - Santa Ana - Air Quality Assessment KPC Environmental, Inc. The following table contains the most recently released air quality monitoring data for the area closest to the project site according to the SCAQMD SRA/City Table. The monitoring site selected for this area includes the data from station #17 which is located in the Central Orange County. The most recent data (2008) from the air quality monitoring station SRA #17 indicates there were 4 days on which the current Federal 8-hour ozone standards were exceeded and the current State 8-hour standard was exceeded a total of 10-days. Monitoring for PM 10 and PM2.5 at SRA #17 indicates no exceedances of PM 10 for the Federal 24-hour standard and 3- exceedances for the State 24-hour standard. PM2.5 exceeded the current Federal standard a total of 13 days during 2008. CO concentrations in the area did not exceed federal or state standards. Table 4-3 Regional Air Quality Summary Source Receptor Area 24 Years 2006 - 2008 Number of Pollutant California Federal Maximum Days samples exceed Standard Standard Year Measured Federal/State Concentration Standards Carbon Monoxide 9.0 ppm 9.5 ppm 2006 3-0 0/0 8-hour 8-hour 2007 2.9 0/0 2008 3.6 0/0 Ozone 0.09 ppm 0.12 ppm 2006 0.11 0/5 1-hour 1-hour 2007 0.127 112 2008 0.105 0/2 Nitrogen Dioxide 0.25 ppm 0.0534 ppm 2006 0.11 0/0 (N02) 1-hour AAM (a) 2007 0.10 0/0 2008 0.09 0/0 Sulfur Dioxide 0.25 ppm 0.03 ppm 2006 - 0/0 (802) 1-hour AAM 2007 - 0/0 0.04 ppm 0.14 ppm 2008 0/0 24-hour avg. 24-hour avg. (b) 0.50 ppm 3-hour avg. b Fine Particulate 50 ug/m3 150 ug/m3 2006 104 017 Matter (PM-10) 24-hour 24-hour 2007 75 015 2008 61 013 Fine Particulate 65 ug/m3 (d) 2006 56.2 810 Matter (PM-2.5) 35 ug/m3 2007 79.4 1410 24-hour 2008 67.9 1310 ppm -Parts Per Million AAM - Annual Arithmetic Mean -- Pollutant Not Monitored (a) The federal standard is annual arithmetic mean N)2 greater than 0.0534 ppm. (b) The state standards are 1-hour average S02 > 0.03 ppm, 24-hour average > 0.04 ppm, and 3-hour average > 0.05 ppm. The federal standards are annual arithmetic mean S02 > 0.03 ppm, 24-hour average > 0.14 ppm, and 3-hour average > 0.50 ppm. (c) Less than 12-months of data available. (d) Revised Federal standard for PM2.5 from 65 down to 35 ug/m3 effective December 17, 2006. 02/02/11 75B-116 MacArthur Project Modification - Santa Ana - Air Quality Assessment KPC Environmental, Inc. 4.3 Determining Emission Significance 4.3.1 Emission Significance Thresholds To identify projects that will adversely affect the regional air quality through direct and indirect sources the SCAQMD has established significance thresholds to determine air quality impacts of a project. The SCAQMD established these significance thresholds, in part, based on Section 182 (e) of the Federal Clean Air Act, which identified levels of volatile organic gases from stationary sources operating in extreme non-attainment regions for ozone at 10 tons per year. The value set by the CAA was converted into threshold levels in pounds per day for the construction and operational phases of a project. The SCAQMD states that any project located in the South Coast Air Basin (SCAB) having daily emissions from both direct and indirect sources that exceed the emissions thresholds should be considered significant. To determine whether or not air quality impacts from the proposed project are significant, impacts will be evaluated and compared to the significance criteria in the following table. If impacts equal or exceed any of the following criteria, they will be considered significant. TnhlP d_d Mass Dail Thresholds Pollutant Construction Operation N% 100 lbs/day 55 Ibs/day ROGNOC 75 lbs/day 551bs/day PM 10 150 lbs/day 150 lbs/day sox 150 lbs/day 1501bs/day CO 550 lbs/day 550 Ibs/day PM2.5 55 lbs/day 551bs/day In addition to the significance threshold for NOx, ROGNOC, PM10, SOx and CO, the California State 1-hour and 8-hour CO standard is used for determining the existence of CO Hotspots created directly or indirectly by a project. The criteria for CO Hotspots are covered in the CO Hotspot Analysis of this report. 02/02/11 9 75B-117 MacArthur Project Modification - Santa Ana - Air Quality Assessment KPC Environmental, Inc. 4.3.2 Sensitive Receptors & SCAQMD LST's When considering land uses and population densities in their jurisdiction, local public agencies should be aware of land use compatibility issues, particularly in reference to sensitive receptors. A sensitive receptor is a person in the population who is particularly susceptible to health effects due to exposure to an air contaminant than is the population at large. Sensitive receptors and associated facilities that house them in proximity to local CO sources, toxic air contaminants or odors are of particular concern. Sensitive receptors include the very young, elderly, and persons suffering from illness are normally associated with locations such as schools, day-car facilities, convalescent care facilities, medical facilities, and residential areas. Sensitive receptors located in the vicinity of the proposed project site include the residential areas surrounding the project site. Evaluations according to SCAQMD recommendations need to be conducted to ensure that sensitive receptors will not be exposed to localized concentrations of the criteria pollutant carbon monoxide (CO). High levels of CO are associated with traffic congestion in particular slow-moving and idling vehicles. Depending on the existing background concentrations of CO, roadways have the potential to be CO hot spots. Therefore projects with sensitive receptors or projects that could negatively impact levels of service (LOS) should utilize the Emfac 2007 v. 2.3 and CALINE 4 programs to evaluate the effects of vehicle emissions to determine if the project will cause the state 1-hour or 8-hour CO standards to be exceeded, creating a "CO hotspot." As part of the review for potential impacts on Sensitive Receptors the SCAQMD has been requesting that all projects less than 5-acres in size complete the Localized Significance Threshold (LST) Analysis. The LST's were run for the project as shown in Table 4-6 and indicate that no LST's are estimated to be exceeded during the construction of the project. The LST's were conducted for Mass Grading/Excavation and Construction with defaults or modified to compare with URBEMIS emissions as appropriate. The receptor distance was selected at 50 meters on a 1-acre site. Table 4-5 LST Results Construction Phase CO NOx PM10 PM2.5 No Demolition 0.0 0.0 0.0 0.0 No Site Preparation 0.0 0.0 0.0 0.0 Grading 16.9 37.1 2.2 1.8 Building 12.5 31.0 1.7 1.5 Localized Significance Threshold 753.0 83.0 12.0 4 Exceed Significance? NO NO NO NO 02/02/11 10 75B-118 MacArthur Project Modification - Santa Ana - Air Quality Assessment KPC Environmental, Inc. 4.3.3 Additional Indicators Additional indicators to be considered when screening criteria to evaluate the need for further analysis with respect to air quality can be found in the SCAQMD's CEQA Handbook. The additional indicators noted by the SCAQMD are as follows: • Project could interfere with the attainment of the federal or state ambient air quality standards by either violating or contributing to an existing or projected air quality violation. • Project could result in population increases within the regional statistical area which would be in excess of that projected in the AQMP. • Project could generate vehicle trips that cause a CO hot spot. • Project might have the potential to create or be subjected to objectionable odors that could impact sensitive receptors. • Project will have hazardous materials onsite and could result in an accidental release of air toxic emissions or acutely hazardous materials posing a threat to public health and safety. • Project could emit an air toxic contaminant regulated by District rules or that is on a federal or state air toxic list. Project could involve burning of hazardous, medical, or municipal waste as waste-to-energy facilities. • Project could be occupied by sensitive receptors within a quarter mile or an existing facility that emits air toxics identified in District Rule 1401 or near CO hot spots. • Project could emit carcinogenic or toxic air contaminants that individually or cumulatively exceed the maximum individual cancer risk of 10 in I million. According to the SCAQMD if the project has significant air quality impacts, an Environmental Impact Report (EIR) should be prepared. If impacts of a project can be reduced to below the emissions significance levels through mitigation, then a Mitigated Negative Declaration (MND) can be prepared. The MND or EIR should use the methods recommended by the SCAQMD and ARB to quantify the levels of emission using the SCAQMD CEQA Handbook, URBEMIS, CALINE, and Emfac. All feasible mitigation measures to reduce emission to the lowest possible level should be identified and applied to the greatest extent possible. 02/02/11 II 75B-119 MacArthur Project Modification - Santa Ana - Air Quality Assessment KPC Environmental, Inc. 5.0 Air Quality Impact Analysis Air quality impacts/emissions associated with a project can be placed into two categories, temporary (short-term) or long-term emissions. Temporary (short-term) emissions are generally associated with the demolition, grading, and construction activities of the project while long-term emissions are associated with the day-to-day operation, use, and area emissions from such activities as vehicle use, consumer product use, and energy generation/consumption. Short-term emissions will be covered under section 5.1 Construction Emissions while long-term emissions will be covered under section 5.2 Area and Operational Emissions. The emissions estimates for the proposed projects present the "worst-case" scenario with limited mitigation included in the modeling and PM-10 (fugitive dust) from grading activities calculated at the worst-case level of 20 lbs. /day instead of the average 10 lbs. /day. The construction schedule is based on 260-working days for all construction related activities (excavation/grading, trenching, construction, and architectural coating). The emissions calculations assume that the majority of the equipment is operating 5-days per week for 6 to 8-hours each day. It is highly unlikely that the majority of the equipment on-site will be operated at this projected schedule producing the calculated emissions each day. Modeling of emissions from the proposed project is based on the square footage calculations and information presented on the project site plan with construction equipment estimates and scheduling based on URBEMIS Defaults or modified based on familiarity of similar projects. The type and number of equipment and length of schedule chosen for each phase has been selected to present a "worst-case" scenario for construction related emissions. The area and operations emissions were generated with no mitigation measures to present the "worst-case" scenario for the site's impact on the local area. Mitigation measures that shall be employed along with additional mitigation measures that could be employed to further reduce emissions of the construction and operation of the proposed project will be discussed in section 6.2 of this assessment. 5.1 Construction Emissions: Construction emissions can be distinguished as either onsite or offsite. Onsite emissions generated during construction principally consist of exhaust emissions (CO, ROGNOC, NOx, SOX, PM10, CO2 and PM2.5) from construction equipment, fugitive dust (PM10 and PM2,5) from grading and excavation, and ROG emissions from asphalt paving and architectural painting. Offsite emissions during construction typically consist of exhaust emissions from truck traffic and worker commute trips; road dust associated with traffic to and from the construction site; and fugitive dust (PM1o and PM2_5) from trucks hauling materials, construction debris, or excavated soils from the site. 02/02/11 12 75B-120 MacArthur Project Modification -- Santa Ana - Air Quality Assessment KPC Environmental, Inc., The analysis for the proposed project assumed a schedule for the construction and estimated the project completion in 12-months. Increasing the construction timeline would allow for each task in the construction of the buildings to be completed over a greater timeline which in some cases such as grading/excavation and coatings would decrease the estimated emissions presented in this analysis. This analysis is presenting a "worst-case" construction scenario using a compressed construction schedule to present the construction emissions at the highest anticipated levels. 5.1.1 Mass Grading/Parking Structure Excavation Emissions The proposed project site will require mass grading/excavation to prepare the site for construction. Mass Grading estimates in this assessment are based on a default URBEMIS scenario with PM10 levels at 20 lbs/acre/day utilizing 5-pieces of heavy equipment including 2-excavators, 1-grader, 1 rubber tired dozer, 1 tractors/loaders/backhoes, and 1-other (ICE) equipment over a period of approximately 40 active work days. Estimated emissions during grading/excavation included export of approximately 200,000 cubic yards of soil from the excavation using 20-cubic yard dump trucks traveling 1,000 vehicle miles per day. Mitigation measure (Best Management Practice) of watering site 2-times per day was used for PM10 & PM2.5. No mitigation or BMP's were used in the URBEMIS model for other emissions constituents. Table 5-1 Mass Gradin2/Excavation Pollutant Unmitigated (lbs/day) Mitigated (lbs/day) SCAQMD Threshold ROG 8.36 8.36 75 NOx 78.53 78.53 100 CO 40.07 40.07 550 PM 10 23.89 15.20 150 S02 0.04 0.04 150 PM 2.5 7.66 5.85 55 CO2 9.797.61 9.797.61 N/A void-underline indicates exceedance of SCAQMD Threshold. 02/02/11 13 75B-121 MacArthur Project Modification -- Santa Ana - Air Quality Assessment KPC Environmental, Inc. 5.1.2 Site Trenching/Foundation Emissions Trenching/Foundation includes work on the site to prepare the site for utilities and foundation/footing work to support the site structures. Trenching estimates in this assessment are based on utilizing 4-pieces of heavy equipment including 2 excavators, 1 other general industrial equipment, and 1 tractors/loaders/backhoe over a period of approximately 10 active work days. No mitigation measures were utilized in the URBEMIS model for the emissions for this phase. Table 5-2 TrenchinLy / Foundation Pollutant Unmitigated (lbs/day) Mitigated (lbs/day) SCAQMD Threshold ROG 1.98 1.98 75 NOx 16.48 16.48 100 CO 9.05 9.05 550 PM 10 0.83 0.83 150 SO2 0.00 0.00 150 PM 2.5 0.76 0.76 55 CO2 1,839.01 1,839.01 N/A Bold-underline indicates exceedance of SCAQMD Threshold. 5.1.3 Building Construction Emissions Construction proposed as part of this project will include the construction of 6-level parking structure with one subterranean level and 5 above ground levels for approximately 140,000 square feet. The roof of the structure is proposed to be developed for recreational uses including BBQ area, spa, pool, and picnic areas. Default conditions were used in URBEMIS to model potential emissions that would be associated with the construction activities and the movement of materials and work crews to/from the site. Building construction estimates were based on utilizing 6 pieces of equipment including: 2 forklifts, 1 tractor/loader/backhoe, 2 aerial lifts, and I crane over a period of approximately 210 active working days. Equipment operating hours were estimated at 8- hours per day for all equipment with the exception of the forklifts estimated at 6-hours of operation per day and the crane estimated at 4-hours per day. The run hours present a worst-case scenario as most equipment will not be continuously in operation for an entire work shift. 02/02/11 14 75B-122 MacArthur Project Modification - Santa Ana - Air Quality Assessment KPC Environmental, Inc. Table 5-3 Building Construction Pollutant Unmitigated (lbs/day) Mitigated (lbs/day) SCAQMD Threshold ROG 1.69 1.69 75 NOx 11.73 11.73 100 CO 12.77 12.77 550 PM 10 0.76 0.76 150 S02 0.01 0.01 150 PM 2.5 0.69 0.69 55 C02 2,217.67 2,217.67 N/A Bold-underline indicates exceedance of SCAQMD Threshold. 5.1.4 Architectural Coatings Architectural coatings estimates were based on coatings taking place over the last 45 active working days of construction using URBEMIS defaults. Additional decreases in ROG (VOC) can be obtained by using High Velocity Low Pressure Applicators (HVLP), and NO VOC coatings, which contain <g/1 VOC. The majority of architectural coatings will be applied as interior paints which would offer the best reduction using Low VOC and No VOC paints. Using Low and No VOC coatings along with HVLP equipment it is estimated would likely reduce the VOC emissions below the calculated mitigated values generated in the URBEMIS model for the proposed projects. Table 5-4 Architectural Coatings Pollutant Unmitigated (lbs/day) Mitigated (lbs/day) SCAQMD Threshold ROG 66.67 66.67 75 NOx 0.04 0.04 100 CO 0.71 0.71 550 PM 10 0.01 0.01 150 S02 0.00 0.00 150 PM 2.5 0.00 0.00 55 C02 96.71 96.71 N/A Isola-unuerune indicates exceedance of SCAQMD Threshold. 02/02/11 15 75B-123 MacArthur Project Modification - Santa Ana - Air Quality Assessment KPC Environmental, Inc. 5.2 Construction Impacts Construction emissions would be below the SCAQMD's significance thresholds for CO ROG, NOx, PM10, PM2.5 and SOx. With no exceedances of the significance thresholds predicted emissions would be considered to have a less than significant adverse impact during the construction phase of the project. Emissions levels however, can be further lowered through implementation of mitigation measures found in this study. The highest level of emissions from the project will be short-term and cease at the completion of the construction of the project. PM 10 and PM2.5 generated as a result of grading operations can be mitigated to the lowest possible levels by adhering to SCAQMD Rules 402, 403, and 403.1 along with the implementation of BMP's & mitigation measures recommended in this assessment. 5.3 Area and Operational Emissions: Data contained herein was obtained from default values for the modifications to the project which included 300 mid-rise condominium units and parking structure using the URBEMIS program and includes the calculated values for Area Emissions. The Area Emissions Table 5-5 includes emissions from the day-to-day operation and maintenance of the facilities, consumer products usage, natural gas use, and landscaping equipment use. URBEMIS default values were used for all proposed sites with no mitigation measures employed in the model. Traffic data was obtained from the Updated Main & MacArthur Development Project Traffic Impact Study dated December 2010 as completed by KOA Corporation. According to the estimated emissions there will be no significant increase in criteria pollutants with the proposed project as compared to the existing entitlement. Additionally, all criteria pollutants are below the SCAQMD's significance thresholds. Table 5-5 Area Emissions Pollutant Unmitigated (lbs/day) SCAQMD Threshold ROG 28.39 55 NOx 15.82 55 CO 122.31 550 PM 10 22.96 150 S02 0.14 150 PM 2.5 4.49 55 C02 17,511,24 N/A Hold-underline indicates exceedance of SCAQMD Threshold. 02/02/11 16 75B-124 MacArthur Project Modification - Santa Ana - Air Quality Assessment KPC Environmental, Inc. 5.4 CO Hotspot Analysis The proposed project was previously examined for air quality by Giroux & Associates in an assessment dated November 2004 which included CO Hotspot analysis. The Traffic Impact Study dated December 2010 as completed by KOA Corporation indicated that the project with modification will not generate additional significant impact to the study intersections and will not generate adverse effects on the surrounding street system. Since there are no significant traffic effects to the Level of Service (LOS) at the study intersections and the project modifications do not change the current approved property usage no new traffic emission or intersection assessments were made for CO Hotspots. It should be noted however that recent CO Hotspot Modeling in the area performed by KPC on nearby projects using CALINE and EMFAC with current and future worst case traffic conditions indicated that CO Hotspots will not likely occur in the vicinity of the proposed project site. 5.5 Impacts of Area and Operational Emissions The majority of emissions associated with Area and Operational Emissions are generally due to vehicle exhaust emissions. Area and Operational Emissions associated with the project would be below the SCAQMD's significance thresholds for PM10, CO, NOx, ROG, PM2.5 and SOx. As a result regional emissions associated with the combined area and operational emissions for the project would be considered to have a less than significant impact on regional air quality. Operational use of emissions generating equipment will be regulated under the SCAQMD and new sources subject to review prior to use. Permits are required by the SCAQMD prior to construction, installation, or operation unless specifically exempted for all equipment that emits or controls air contaminants. 6.0 Conclusion 6.1 Consistency with the Air Quality Management Plan (AQMP) The proposed project was previously assessed under an existing EIR; this assessment included only modification not contained in the original EIR. The proposed project is in an area covered by a General Plan and designated for the type of land use(s) that the project is proposing and would be covered under the City's General Plan. The City requires that the projects conform to population and traffic forecast contained in the current General Plan. General Plan forecasts for development and traffic are used within the AQMP. The AQMP provides a basis for assessing air quality within the South Coast Air Basin (SCAB) and provides for pollutant control strategies and is used in establishing the State Implementation Plan (SIP). The SIP defines how the SCAB will achieve the federal ambient air quality standards. Because the projects are not predicted to increase the population or traffic conditions beyond what is forecast in the General Plan, regional emissions associated with the project are accounted for within the AQMP and are therefore consistent with the AQMP. 02/02/11 17 75B-125 75B-126 Appendix B - Updated Main 6t MacArthur Traffic Impact Study KOA Corporation February 2011 MacArthur Place South EIR - 2011 Addendum 75B-127 Updated Main and MacArthur Development Project Traffic Impact Study In the City of Santa Ana February, 2011 Prepared for. CAA Planning, Inc. 85 Argonaut, Suite 220 Aliso Viejo, California 92656 Prepared by: FF KOA CORPORATION PLANNING E ENGINEERING 1 120 W. La Veta Avenue, Suite 660 Orange, CA 92868 (714) 573-0317 (714) 573-9534 Job No:JB03128 75B-128 KOA CORPORATION PLANNING & ENGINEERING 1 120 West La Veca Avenue. Suite 660 Orange. CA 92868 E: 714.573.0317 f: 714.573.9534 www.koacorporation.com February 18, 2011 Ms. Shawna Schaffner CAA Planning, Inc. 85 Argonaut. Suite 220 Aliso Viejo, California 92656 Subject: Traffic Impact Study for the Updated Main and MacArthur Development Project in the City of Santa Ana Dear Ms. Schaffner: KOA Corporation is pleased to present the Traffic Impact Study for the Updated Main and MacArthur Development Project in the City of Santa Ana. The project site (previously called "Hutton Centre Residential Development" and "MacArthur Place South Development") is located southeast of the intersection of MacArthur Boulevard and Main Street. A traffic study was conducted several years ago and the site was approved to include a residential development plus other commercial and office uses. The developer has recently updated the site plan and increased the residential density of the proposed condominium project (5 story condominium building) from 276 condominium units to 300 condominium units. There are no changes for other potential uses. The purpose of this study is to analyze the impact of the expansion of the previously approved condominium project (5 story condominium building) from 276 to 300 dwelling units. A traffic study analyzing critical intersections based on the approved project traffic analysis assumptions has been conducted to evaluate if the increase in condominiums will generate significant impacts to the surrounding roadway system. This traffic impact study has been prepared to meet the traffic study requirements of the City of Santa Ana. Please contact our office if you have any questions about the report, or if you need additional information. It has been a pleasure to prepare this study for CAA Planning, Inc. Sincerely, Min Zhou, PE Principal J-*U010V803128_$A Moen McArthur TIS SwdrlDocumeMtAourNW3128_Report_FE8201 I _REV 0218201 I.Doc LOS ANGELES ONTARIO ORANGE SAN DIEGO SOUTH BAY 75B-129 1. INTRODUCTION ..................................................................................................................................... I 2. PROJECT STUDY METHODOLOGY .................................................................................................... 4 STUDY TIMEFRAMES ........................................................................................................................................................................ 4 PROJECT STUDY AREA .................................................................................................................................................................... 4 ANALYSIS METHODOLOGIES .......................................................................................................................................................... 5 TRAFFIC COUNT DATA ................................................................................................................................................................. 6 LONG RANGE TRAFFIC VOLUME FORECASTS .............................................................................................................................. 6 SIGNIFICANT IMPACT CRITERIA ..................................................................................................................................................... 7 3. EXISTING CONDITIONS ....................................................................................................................... 8 EXISTING ROADWAY CONDITIONS .............................................................................................................................................. 8 EXISTING PEAK HOUR INTERSECTION LEVEL OF SERVICE ......................................................................................................... I 4. OPENING YEAR (2013) WITHOUT PROJECT CONDITIONS ...................................................... 13 S. LONG RANGE (2035) WITHOUT PROJECT CONDITIONS .......................................................... 17 6. PROJECT TRIPS .....................................................................................................................................19 PROJECT TRIP GENERATION ........................................................................................................................................................ 19 PROJECT TRIP DISTRIBUTION ....................................................................................................................................................... 21 7. OPENING YEAR (2013) WITH PROJECT CONDITIONS ............................................................... 28 8. LONG RANGE (2035) WITH PROJECT CONDITIONS ................................................................... 31 9. DETERMINATION OF SIGNIFICANT IMPACT ............................................................................... 34 10. CONCLUSIONS ...................................................................................................................................36 KOA CORPORATION Updated Main and MacArthur Development Project PLANNING d ENGINEERING i Traffic Impact Study in City of Santa Ana 75B-130 FIGURE I -PROJECT VICINITY MAP ..................................................................................................................................2 FIGURE 2 - PROJECT SITE PLAN .........................................................................................................................................3 FIGURE 3 - EXISTING INTERSECTION GEOMETRY .........................................................................................................10 FIGURE 4 - EXISTING (2010) AM/PM PEAK HOUR VOLUMES .................................................................................... 12 FIGURE 5 - CUMULATIVE PROJECT LOCATION ............................................................................................................. 14 FIGURE 6 - OPENING YEAR (2013) WITHOUT PROJECT AM/PM PEAK HOUR VOLUMES ..................................... 16 FIGURE 7 - LONG RANGE (2035) AM/PM WITHOUT PROJECT PEAK HOUR VOLUMES ....................................... 18 FIGURE 8 - OPENING YEAR (2013) PROJECT TRIP DISTRIBUTION, INBOUND ......................................................... 22 FIGURE 9 - OPENING YEAR (2013) PROJECT TRIP DISTRIBUTION, OUTBOUND .................................................... 23 FIGURE 10 - LONG RANGE (2035) TRIP DISTRIBUTION, INBOUND .......................................................................... 24 FIGURE I I - LONG RANGE (2035) TRIP DISTRIBUTION, OUTBOUND ..................................................................... 25 FIGURE 12 - OPENING YEAR (2013) PROJECT ONLY AM/PM PEAK HOUR VOLUMES .......................................... 26 FIGURE 13 - LONG RANGE (2035) PROJECT ONLY AM/PM PEAK HOUR VOLUMES ............................................. 27 FIGURE 14 - OPENING YEAR (2013) WITH PROJECT AM/PM PEAK HOUR VOLUMES .......................................... 29 FIGURE 15 - LONG RANGE (2035) AM/PM WITH PROJECT PEAK HOUR VOLUMES ............................................. 32 TABLE I -AM/PM PEAK HOUR INTERSECTION ANALYSIS EXISTING CONDITIONS .............................................. I I TABLE 2 - CUMULATIVE PROJECT ................................................................................................................................... 13 TABLE 3 - AM/PM PK HR INTERSECTION ANALYSIS OPENING YEAR (2013) W/O PROJECT CONDITIONS...... 15 TABLE 4 - AM/PM PK HR INTERSECTION ANALYSIS LONG RANGE (2035) W/O PROJECT CONDITIONS.......... 17 TABLE 5 - PROJECT TRIP GENERATION RATES ............................................................................................................. 19 TABLE 6 - PROPOSED OVERALL SITE TRIP GENERATION SUMMARY .........................................................................20 TABLE 7 - AM/PM PK HR INTERSECTION ANALYSIS OPENING YEAR (2013) WITH PROJECT CONDITIONS ....28 TABLE 8-AM/PM PK HR INTERSECTION ANALYSIS LONG RANGE (2035) WITH PROJECT CONDITIONS ....... 3 1 TABLE 9 - DETERMINATIONS OF TRAFFIC IMPACTS (OPENING YEAR (2013) CONDITIONS) ...............................35 TABLE 10 - DETERMINATIONS OF TRAFFIC IMPACTS (LONG RANGE (2035) CONDITIONS) ................................35 FF KOA CORPORATION Updated Main and MacArthur Development Project PLANNING 8 ENGINEERING ii Traffic Impact Study in City of Santa Ana 75B-131 Appendix A - Analysis Methodologies Appendix B - Traffic Count Data Appendix C - Long Range Model Refinement Process Worksheets Appendix D - Existing Conditions Intersection Analysis Worksheets Appendix E - Cumulative Project Information Appendix F - Opening Year (2013) Without Project Conditions Intersection Analysis Worksheets Appendix G - Long Range (2035) Without Project Conditions Intersection Analysis Worksheets Appendix H - Trip Generation Information Appendix I - Opening Year (2013) With Project Conditions Intersection Analysis Worksheets Appendix J - Long Range (2035) With Project Conditions Intersection Analysis Worksheets KOA CORPORATION Updated Main and MacArthur Development Project NANNING 6 ENGINEERING iii Traffic Impact Study in City of Santa Ana 75B-132 1. Introduction CAA Planning, Inc. has requested a traffic impact study for the proposed Updated Main and MacArthur Development Project. The project is located within a larger planned multi-use development site southeast of the intersection of MacArthur Boulevard at Main Street. An Addendum to Final Environmental Impact Report No. 2004-02, MacArthur Place South, was conducted in March 2009 by CAA Planning. At the time the study was conducted the site was to include 775 condominium units (174 condominium units currently occupied, 175 "for-rent" units, a 276-unit condominium building, and a 150-unit Cinema Tower), and a 185-room business hotel. The developer has recently updated the site plan and proposes to increase the residential density of the condominium project (5 story condominium building) from 276 to 300 condominium units. The purpose of this traffic study is to analyze the impact of the expansion of the previously approved condominium project (5 story condominium building) development from 276 condominium dwelling units to 300 dwelling units. The project will also include 175 condominiums to be "for-rent" units, a 150 condominium unit Cinema Tower, and a 185-room business hotel. In addition to these units, 174 condominium units in the project are already occupied. The project site is located at the southeast corner of MacArthur Boulevard and Main Street. Figure I shows the vicinity of the proposed project as it relates to the regional circulation network. Figure 2 shows the project site plan. PF KOA CORPORATION Updated Main and MacArthur Development Project PLANNING & ENGINEERING I Traffic Impact Study in City of Santa Ana 75B-133 ++.w?vwra,?aor,juryw _r,`uro Not LO tl i P9 KOA CORPORATION City of Santa Ana Figure I PLANNIN', [r G,r rear,;, Updated Main & MacArthur Development ProjectTIS ProlectVicinity Map 75B-134 N c5 CL CL t]i J ? I i jj? li .? I I ? ? I I c ? ? y O ? - I ? r F V 75B-135 2. Project Study Methodology This chapter documents the methodologies and assumptions used to conduct the traffic study for the proposed project. This section contains the following background information: • Study timeframes • Project study area • Capacity analysis methodologies Study Timefromes This traffic study presents an analysis of the critical intersection operating conditions during the AM and PM peak hours for the following anticipated timeframes: • Existing Year 2010 • Project Opening: Year 2013 • Long Range Buildout: Year 2035 The following scenarios have been analyzed: • Existing Conditions (2010) • Project Opening Conditions (2013) without Project • Project Opening Conditions (2013) with Project • Buildout (2035) Conditions without Project • Buildout (2035) Conditions with Project Project Study Area The study area was determined through analyzing the previous traffic study report and consulting with the City of Santa Ana staff. Figure I depicts the overall study area and identifies the intersections analyzed within the study area. A total of 8 intersections have been identified for analysis. While the majority of the intersections are within the jurisdiction of the City of Santa Ana, one intersection is shared with the City of Costa Mesa, another intersection is located within the City of Irvine, and two intersections are under Caltrans jurisdiction. As shown previously in Figure I, the study area consists of the following intersections: • Main Street at Dyer Road • Main Street at MacArthur Boulevard • Main Street at Sandpointe Avenue • Main Street at Sunflower Avenue (City of Costa Mesa) • MacArthur Place at MacArthur Boulevard • SR-55 SB Ramps at MacArthur Boulevard (Caltrans) • SR-55 NB Ramps at MacArthur Boulevard (Caltrans) • Red Hill Avenue at MacArthur Boulevard (City of Irvine) PF KOA CORPORATION Updated Main and MacArthur Development Project PLANNING & ENGINEERING 4 Traffic Impact Study in City of Santa Ana 75B-136 Project Study Methodology Since the purpose of the study is to examine the possible impact of increasing the number of housing units in the condominium project from 276 to 300 dwelling units, the study scope has been limited to intersection analysis only. No roadway segment ADT or ramp and freeway mainline analysis is proposed to be conducted for this study. Analysis Methodologies This section presents a brief overview of traffic analysis methodologies and concepts used in this study. Street system operating conditions are typically described in terms of "level of service." Level of service is a report-card scale used to indicate the quality of traffic flow on roadway segments and at intersections. The levels of service range from Level A (free flow, little congestion) to Level F (forced flow, extreme congestion). Traffic conditions on most roadway facilities are analyzed using the principles of the specific analysis methods contained in the Highway Capacity Manual, 2000 Edition (HCM), a publication of the Transportation Research Board, a research agency affiliated with the Federal Government. Chapter 9 of the HCM is devoted to analysis of signalized intersections and Chapter 10 is devoted to the analysis of unsignalized intersections. The methodology in the HCM for signalized intersections is based upon measurements or forecasts of control delay for traffic utilizing all approaches to the intersection. Intersection average delay and poorest movement delay are reported for all unsignalized intersections. Caltrans requires HCM methodology for all intersection analysis. Traffic conditions in Southern California are also often evaluated at signalized intersections using a methodology known as the Intersection Capacity Utilization (ICU) technique. This analysis is widely accepted and essentially measures the amount of traffic signal "green" time required for the intersection. It is a significant variation from the HCM method; however, it produces results that are generally similar. Appendix A lists the ICU level of service criteria for signalized intersections and the HCM criteria for unsignalized intersections. It also defines the level of service and ICU ranges as applied to signalized intersections. Based upon the Circulation and Land Use elements of the City of Santa Ana General Plan, for intersections located outside of Major Development Areas (MDA), the City considers Level of Service (LOS) D as the threshold of an acceptable service level and LOS E as the maximum threshold for acceptable service levels for intersections located within a MDA. The City of Costa Mesa defines LOS D as an acceptable traffic operation level for all intersections. The City of Irvine General Plan states that roadway segments and intersections inside of the Irvine Business Complex (IBC) should operate at LOS E or better for peak hour conditions. Others should operate at LOS D or better. These criteria are consistent with Measure M target levels, and are either more stringent than, or meet Congestion Management Plan (CMP) criteria which designates LOS E as the minimum acceptable level of service. The different acceptable levels of service for the study intersections are defined below: KOA CORPORATION Updated Main and MacArthur Development Project PLANNING B ENGINEERING 5 Traffic Impact Study in City of Santa Ana 75B-137 Project Study Methodology • Main Street at Dyer Road (LOS D) • Main Street at MacArthur Boulevard (LOS E) • Main Street at Sandpointe Avenue (LOS D) • Main Street at Sunflower Avenue (LOS D) • MacArthur Place at MacArthur Boulevard (LOS E) • SR-55 SB Ramps at MacArthur Boulevard (LOS E) • SR-55 NB Ramps at MacArthur Boulevard (LOS D) • Red Hill Avenue at MacArthur Boulevard (LOS E) The specific assumptions for the ICU analysis include the use of a saturation flow value of 1,700 vehicles per lane per hour (VPLPH), with the exception of those intersections in the City of Costa Mesa where a saturation flow value of 1,600 VPLPH is used to be consistent with the City of Costa Mesa procedures. No capacity adjustments are applied to protected movements with dedicated lanes (including both right and left turns), except within the City of Santa Ana, where a reduced capacity of 1,600 vehicles per lane per hour is used for dedicated turn lanes. In the City of Irvine, free right-turn lanes are assumed within the analysis wherever dedicated approach and departure lanes exist, regardless of the presence or absence of yield signs. A loss time factor of 5 percent is applied to the ICU calculations for all jurisdictions except the City of Costa Mesa, where no loss time is assumed. Finally, a "de facto" right- turn lane is assumed to exist when the outermost through lane is 19 feet or greater in width and parking is prohibited. The analysis of peak hour intersection conditions was conducted using the TRAFFIX software program developed by Dowling Associates. The following peak periods were selected for analysis: • Weekday AM (peak hour between 7:00 AM and 9:00 AM) • Weekday PM (peak hour between 4:00 PM and 6:00 PM) Traffic Count Data Existing traffic data was obtained from Transportation Studies, Inc. of Tustin. All traffic count data used in this study was collected in October and November, 2010 and is complied in Appendix B of this report. Long Range Traffic Volume Forecasts The long range (2035) analysis is based on future traffic forecasts obtained from the Orange County Transportation Authority (OCTA) travel demand forecasting model (OCTAM 3.3). Since the original traffic study was completed, the OCTAM model has been updated and the long range condition is now represented as 2035 conditions. To be consistent, a new model run has been obtained from OCTA to assist in the focused traffic study. OCTAM 3.3 is OCTA's travel demand forecasting model. It is used to evaluate circulation and transit system needs throughout the County of Orange. The OCTAM 3.3 model consists of a 2,940 traffic PF KOA CORPORATION Updated Main and MacArthur Development Project PLANNING $ ENGINEERING 6 Traffic Impact Study in City of Santa Ana 75B-138 Project Study Methodology analysis zone (TAZ) system which encompasses the five (5) counties in the Southern California region. The primary focus of the modeling area is Orange County. The OCTAM 3.3 model uses the latest adopted demographic forecasts, commonly referred to as Orange County Projections, adopted in 2006 (OCP-2006). The OCP-2006 demographic forecasts include data in 5 year increments through 2035 and are the official Orange County forecasts. The growth in housing, population, and employment included in the OCP-2006 demographic projections is consistent with the anticipated growth that is expected in conjunction with the cities' General Plan land use and circulation elements. The latest OCTAM 3.3 model data were used as the basis for producing the refined 2035 future intersection turning movement volumes based on the algorithm obtained from the report Highway Traffic Data for Urbanized Area Project Planning and Design (National Cooperative Highway Research Program Report 255, Transportation Research Board, 1982, pp. 105-109), commonly referred to as NCHRP-255. Minor manual adjustments have been conducted for traffic flow conservation and reasonableness checks. Appendix C includes the initial refined 2035 turning movement volumes for each intersection from the OCTAM model based on the NCHRP-255 methodology. Significant Impact Criteria The City of Santa Ana, City of Costa Mesa, and City of Irvine have similar but slightly different significant impact criteria to identify intersections that can be categorized as either satisfactory or deficient, so that appropriate mitigation measures can be made for non-satisfactory intersections to bring them to satisfactory operating conditions. The City of Santa Ana's project impact analysis criteria indicate: • A significant project impact occurs when the ICU value increases by greater than .01 and achieves unacceptable level of service ("E" or "F). Since no relevant unsignalized intersections are included in the study, the criteria for unsignalized intersections are not listed herein. The significant impact criteria provided above are based on the City's General Plan. In addition, projects must also comply with the Orange County Congestion Management Plan (CMP) criteria. The CMP specifies that a project cannot be allowed to reduce level of service or increase flow by more than 3% at a location that is forecast to experience Level of Service E or F, generally. This criterion is generally less stringent than the City's criteria, so any project that meets the City General Plan criteria will also normally meet the County CMP criteria. KOA CORPORATION Updated Main and MacArthur Development Project PLANNING 6 ENGINEERING 7 Traffic Impact Study in City of Santa Ana 75B-139 This section documents the Existing (2010) Conditions in the study area. The discussion presented here is limited to specific roadways, transit routes, and bikeways in the project's vicinity. Existing Roadway Conditions KOA conducted an updated field review for this project. Due to significant land use development in recent years, there are some significant roadway and intersection improvements within the study area that have changed since the original traffic study was conducted. Streets in the project vicinity that could be affected by the proposed expansion project include Main Street, MacArthur Boulevard, Dyer Road, Sandpointe Avenue, Sunflower Avenue, Imperial Promenade, and Red Hill Avenue. Main Street Main Street is a north-south arterial roadway in the project vicinity, located west of and adjacent to the project site. Main Street is designated as a 6 lane Major Arterial on the Orange County Master Plan of Arterial Highways (MPAH). The posted speed limit along Main Street is 40 mph. The intersection of Main Street at MacArthur Boulevard has been recently improved and fully built out since the original traffic study. Exclusive right turn lanes have been constructed for all approaches of the intersection. Main Street is served by OCTA Routes 53, 463 and 794. There are no striped bike lanes provided on Main Street. MacArthur Boulevard MacArthur Boulevard is an east-west roadway in the project vicinity, located adjacent to and north of the project site. The arterial has a full interchange with the SR-55 Freeway. Within the study area, MacArthur Boulevard is designated as a 6 lane Major Arterial on the MPAH. The posted speed limit along MacArthur Boulevard is 45 mph. MacArthur Boulevard is served by OCTA Routes 55, 76, 464, and 794. There are no striped bike lanes provided on MacArthur Boulevard. Dyer Road Dyer Road is an east-west roadway located about '/2 mile north of the project area. The roadway provides a full interchange with the SR-55 Freeway. Dyer Road is designated as a 6 lane Major Arterial on the MPAH. The posted speed limit along Dyer Road is 40 mph. Dyer Road is not served by OCTA bus routes and there are no striped bike lanes provided on Dyer Road. KOA CORPORATION Updated Main and MacArthur Development Project PLANNING 8 ENGINEERING 8 Traffic Impact Study in City of Santa Ana 75B-140 Existing Conditions Sandpointe Avenue Sandpoint Avenue is an east-west roadway, adjacent to the project site. Sandpointe Avenue is not shown on the MPAH. In the project vicinity, Sandpointe Avenue is a two-lane undivided residential street west of Main Street, and a four-lane divided street serving the commercial development on the east side of Main Street. Sandpointe Avenue has a prima facie speed limit of 25 mph. Sandpointe Avenue is not served by OCTA bus routes and there are no striped bike lanes provided. Sunflower Avenue Sunflower Avenue is an east-west roadway, located southwest of the project site. In the project vicinity, Sunflower Avenue is designated as a 6 lane Major Arterial on the MPAH. The posted speed limit on Sunflower Avenue is 45 mph. Sunflower Avenue is served by OCTA Routes 86, 464, and 794. Within the project vicinity there are Class II striped bicycle lanes along Sunflower Avenue. MacArthur Place MacArthur Place is a north-south roadway, serving two major commercial development sites on the north and south sides of MacArthur Boulevard. MacArthur Place is not shown on the MPAH. Red Hill Avenue Red Hill Avenue is a north-south roadway, located east of the project site. Red Hill Avenue is designated as a 6 lane Major Arterial on the MPAH. The posted speed limit along Red Hill Avenue is 50 mph. Red Hill Avenue is served by OCTA Routes 71, 76, and 212. Within the project vicinity there are Class II bicycle lanes along Red Hill Avenue. Figure 3 illustrates the current lane geometry conditions for all study intersections. PF KOA CORPORATION Updated Main and MacArthur Development Project PLANNING K ENGINEERING 9 Traffic Impact Study in City of Santa Ana 75B-141 13 . . Dyer Rd ?l114? r hhf tV MacArthur Blvd Alton Ave L ' X114 r h tf ? z b a alumbineAve / t+ / ? I Y ? H ' Sandpointe Ave F ` \ Sunflower Ave T \ 1l1l ? 11 7 r l L ?-- ?? 1 7? r y z hhfft LEGEND " -Z • Study Intersection 1 Project Site J130100-01138 sw r-Un P4Wrhur TiS SwCjMn.Ipi.lRgwe1J80313g_Figu,- Not to Scale PV KOA CORPORATION City of Santa Ana Figure 3 PLANNING s rNt.n?treiN:; Updated Main & MacArthur Development Project TIS Existing Intersection Geometry 75B-142 Existing Conditions Existing Peak Hour Intersection Level of Service The study area was observed during both the morning and the evening peak hours. The indicated levels of service shown in Table I are representative of observed traffic conditions in the study area. Appendix D contains the level of service analysis worksheets for Existing Conditions. Table I - AM/PM Peak Hour Intersection Analysis Existing Conditions Signalized Intersections AM Peak Hour PM Peak Hour LOS d"Ey" ICU Method ICU/LOS ICU/LOS OK Main Street at Dyer Road 0.669 / B 0.815 / D Main Street at MacArthur Boulevard 0.665 / B 0.679 / B x Main Street at Sandpointe Avenue 0.297 / A 0.469 / A Main Street at Sunflower Avenue 0.393 / A 0.704 / C MacArthur Place at MacArthur Boulevard 0.687 / B 0.674 / B x SR-55 SB Ramps at MacArthur Boulevard 0.694 / B 0.616 / B x SR-55 NB Ramps at MacArthur Boulevard 0.757 / C 0.633 / B Red Hill Avenue at MacArthur Boulevard 0.558 / A 0.791 / C x HCM Method Delay/LOS Delay/LOS SR-55 SB Ramps at MacArthur Boulevard 18.9 / B 17.1 / B X SR-55 NB Ramps at MacArthur Boulevard 19.6 / B 16.7 / B w - 1-iwcuun Capacky uuuzaTion, Delay is in seconds/vehicle, LOS = Level of Service As shown in Table I, all study intersections operate at an acceptable level of service during the AM and PM peak hours for Existing Conditions. Figure 4 illustrates the Existing (2010) AM/PM peak hour traffic volumes. KOA CORPORATION Updated Main and MacArthur Development Project PLANNING 8 ENGINEERING I I Traffic Impact Study in City of Santa Ana 75B-143 1061 /612 \ 129/53 III 230 / 109 166/1? t _L07/161 809 / 624 -? 4451 1011 " 174/8 154/168 78/ 179'1 j x5,273 478 / 1053 Dyer Rd 740 / 460 155 / 165 I I 1565 / 313 299/259 J +I! 148/473 /596-? 4 375/1 196/8 175/221 42 / 405 1 x93 /152 340/785 \ \ MacArthur Blvd Alton Ave Columb S E a v ?n d n e Ave . . . . . 31/31 31 /258 I 1195/525 104/8KJ 1613/174 16811912 -? 4----808 / 1635 141/448 66/210 60/182??r2/572 / 28 / 28 4 N i 1n \ ? b \SandpointeAve Sunflower Ave \ 1 I ( / - ,?J/ ? \ y ?eJ3?lpJ i J?'3O?JS ?J 69) % 862/588 48/50 I 1158/40 \ 56/2L2 L21/156 \ 7/0 - ----- P- 16/7 19/124 \ 1 2/151 (165/69 \ 509 / 1427 ; ?r Q- d s? i 9S i ?!.?/O3?s O o! C /!SY .J3!/e?9? 38/64s9/9?s 620 / 305 264 / 426 1111 /5 J 424 7 580 t 15/1 2/0-1 1/1 526/495 1/3 J 98O/ r ?!9 176, 809,1 j r5 /3 sa2? °zo 244/915 J& LEGEND N !s • Study Intersection Project Site ? X)(/)O( AMlPMVolumes J:\i01NJawI18_S1 Main MaAMur T!5 SruAyUnaly.IS1Fl`urclJB031I9_N`uresil Not to Scale KOA CORPORATION City of Santa Ana Fvriramc x Figure 4 [r ciral,r.awc 1 Updated Main & MacArthur Development ProjectTIS Existing (2010) AM/PM w/o Project Pk Hr. Vol. 75B-144 4. Opening Year (2013) Without Project Conditions This section documents the analysis for the Opening Year (2013) Without Project conditions. Opening Year (2013) traffic increases were derived using the existing (2010) traffic volumes plus 1% annual growth rate from 2010 to 2013. Opening Year (2013) traffic increases also considers additional traffic that may be generated by other developments that have been approved. KOA and the City identified one relevant project near the project site which will add traffic to the intersections analyzed in the study. Table 2 lists the cumulative project that was analyzed as part of this study per City direction. Table 2 - Cumulative Project ID No. Location Project 1 1501 West MacArthur Boulevard 9,800 square feet of commercial use Source: City o f Santa Ana Planninn Deoartment_ The trip generation and distribution attributed to this cumulative project is documented in Appendix E of this report. The trips generated by the cumulative project are included in the Opening Year (2013) traffic forecast. Figure 5 shows the cumulative project location. KOA CORPORATION Updated Main and MacArthur Development Project PLANNING R ENGINEERING 13 Traffic Impact Study in City of Santa Ana 75B-145 LEGEND . N Study Intersection - Project Site ? Bristo1-Mau4rthur Center Project hUW04W312 S "-MacArthur TlSSVI*Amly.i.\Rgure\Cumulat Tnp_Diatai Not to Scale KOA CORPORATION City of Santa Ana Figure 5 p1ANN1roc s ENGiNCeelr•1c Updated Main & MacArthur Development ProjectTIS Cumulative Project Location 75B-146 Opening Year (2013) Without Project Conditions Table 3 summarizes the result of the level of service analyses for this scenario. Figure 6 illustrates the Opening Year (2013) Without Project AM/PM peak hour traffic volumes. Appendix F contains the analysis worksheets for the estimated Opening Year (2013) Without Project conditions. Table 3 - AM/PM Peak Hour Intersection Analysis Opening Year (2013) Without Project Conditions Signalized Intersections AM Peak Hour PM Peak Hour LOS "Epp ICU Method ICU/LOS ICU/LOS OK Main Street at Dyer Road 0.687 / B 0.839 / D Main Street at MacArthur Boulevard 0.684 / B 0.698 / B x Main Street at Sandpointe Avenue 0.308 / A 0.481 / A Main Street at Sunflower Avenue 0.405 / A 0.725 / C MacArthur Place at MacArthur Boulevard 0.706/ C 0.694 / B x SR-55 SB Ramps at MacArthur Boulevard 0.714 / C 0.634 / B x SR-55 NB Ramps at MacArthur Boulevard 0.788 / C 0.651 / B Red Hill Avenue at MacArthur Boulevard 0.574 / A 0.813 / D x HCM Method Delay/LOS Delay/LOS SR-55 SB Ramps at MacArthur Boulevard 19.3 / B 17.4 / B x SR-55 NB Ramps at MacArthur Boulevard 20.1 / C 16.9 / B -arai.y vauaauuu, vc,ay w m aecanasiveniue, LVJ = Level of Service As indicated on Table 3, all intersections will operate at acceptable levels of service for the Opening Year (2013) Without Project conditions. PV KOA CORPORATION Updated Main and MacArthur Development Project P1ANNINC 9 ENGINEERING 15 Traffic Impact Study in City of Santa Ana 75B-147 1093 / 631 133 / 55 I I II 237 / 112 171114? 10/166 833 / 643 --1- 458 / 1 179/8 159/173 80/184'1 x180/281 Dyer Rd 492 / 1086 / 762/474 \ 160 / 171 I I 1582 / 322 (308 / 268 jl? 52/487 1380 / 617 -? 387 / 1 202/6 80/228 \ 4314181 T x199 / 157 350/809 / Alton Ave \ L \ C \ \ MacArthur Blvd ?n b a 2 v a F ' 1e Ave ? ' i i 32/32 \ 32 / 266 I 1201 / 541 Y11132'/942-----s- 07 / 8? ( 1 / 179 s 833 / 1 45 / 4? ? 686 / 216 \ 62 / 1871 1 x167 / 589 29/29 / N 1 ? \SandpointeAve F \ . . Sunflower Ave \ 1 I 80yi??s ?83j?.? 98 ,3) A \ 6'48 \ \ \ \ 888/607 49/52 I I 1163/41 \ \ 3\ 58/27 /161 \ t 22 7/0 • 1/1 \ 16/7 20/128 1 1 27151 x170171 1 I 524/1471 , a? .?P a 986/ 6? j3 3/?i 6-0 ` /j9i) -\V rG 193/ \ s 39 ?16j s3 639/315 2721439 I 1111 15 437 / 597 t 15/1 2/0 ---P- 4 1/1 9/6`fJ 542/510 1/3 f Ir R\\\? 181 / 8331 15 / 3 .9 251 /943 ems, LEGEND ssq ?iq N '21? • Study Intersection Project Site ? XX/XX AM/PM Volumes J:13010yB03128 SA Main MarArahur T15 SadylAmlysh?Fleurc1fB0311B f;ureaai Not to Scale KOA CORPORATION City of Santa Ana Figure 6 PLANNING s e Na1NI ERIN(; Updated Main & MacArthur Development ProjectTIS OpeningYr. (2013) AM/PM w/o Proj Pk Hr.Volumes 75B-148 S. Long Range (2035) Without Project Conditions This section develops the Long Range (2035) traffic conditions in the study area, without the proposed project. It includes development of the buildout traffic conditions in the study area based on traffic growth projections provided by the OCTAM 3.3 model applied to existing traffic patterns. The year 2035 was selected for analysis based on the latest OCTA OCTAM 3.3 traffic model buildout year 2035. The 2035 traffic model assumes construction of direct-access HOV drop ramps at SR-55/Alton Parkway. To forecast traffic growth conditions for the year 2035, the OCTA OCTAM 3.3 traffic model data was used as the basis for producing the refined 2035 future intersection turning movement volumes. Figure 7 illustrates the resulting Long Range (2035) Without Project AM and PM peak hour volumes. Table 4 summarizes the results of the level of service analyses for this scenario. Appendix G contains the analysis worksheets for the Long Range (2035) Without Project Conditions. Table 4 - AM/PM Peak Hour Intersection Analysis Long Range (2035) Without Project Conditions Signalized Intersections AM Peak Hour PM Peak Hour LOS "E" ICU Method ICU/LOS ICU/LOS OK Main Street at Dyer Road 0.862 / D 0.892 / D Main Street at MacArthur Boulevard 0.725 / C 0.809 / D x Main Street at Sandpointe Avenue 0.322 / A 0.542 / A Main Street at Sunflower Avenue 0.673 / B 0.793 / C MacArthur Place at MacArthur Boulevard 0.763 / C 0.776 / C X SR-55 SB Ramps at MacArthur Boulevard 0.771 / C 0.719 / C x SR-55 NB Ramps at MacArthur Boulevard 0.833 / D 0.691 / B Red Hill Avenue at MacArthur Boulevard 0.636 / B 0.835 / D x HCM Method Delay/LOS Delay/LOS SR-55 SB Ramps at MacArthur Boulevard 20.3 / C 17.5 / B x SR-55 NB Ramps at MacArthur Boulevard N ICU -I 21.4 / C 17.6 / B ate. -ntersection Capacity utilization. Delay is in seconds/vehicle. LOS = Level of Service. As indicated, all study intersections are forecast to operate at acceptable level of service for the Long Range (2035) Without Project conditions. Pr KOA CORPORATION Updated Main and MacArthur Development Project PLANNING 8 ENGINEERING 17 Traffic Impact Study in City of Santa Ana 75B-149 1167/673 \ 142/58 I 1253„20 183/158 1118/117 890/809 -622/111 3181242 53/196 - 190/3551 F200/382 L 526 / 1158 / Dyer Rd 815 / 506 \ 171 / 182 I 1622 / 344 329/341 3/520 1403/656-499/1 233 /119 233 / 243 59/5791 j x212/267 374/1084 \ \ 1 MacArthur Blvd to A 2 Alton Ave d a b Columbine Ave . ' ' . . L ? C / 34/34 \ 34 / 284 1 I 1215 / 578 \\ 114/90 9/241 1968 / 1124 +---889 /1999 15515300/281 66 / 200.1 ? F1 78 / 629 K 31/31 w a ISandpointeAve \ Sunflower Ave \ 1 I I S9i G B9 \90 lq6 99? 1022 / 754 53 / 55 II I 1174 / 44 \ 62 / 29__J 23/172 8/0 1/1 \ 18/8 21/136 1 1 2/171 I 182/76 560 / 1729 ?e -1 a ?B 763/382 383/469 I I 112/6 !s 466 / 638 t 17/1 e!! lO?q 3/0? ?-- 3/1 1343 / 832 2/3 !0)e ??3Si 326/9481 4 308/ 1309 S9 '!93 LEGEND ?% 6 N • Study Intersection Project Site ? XX/XX AM/PM Volumes Ji201 OYS03120 _SA Main MarArt ur TIS StudyUmlysia\FiS,24S03128 Fip,rea.ai Not [O Scale PF KOA CORPORATION City of Santa Ana Figure 7 PLANNING S LNGiN[ r.RIN ; Updated Main & MacArthur Development ProjeccTlS Long Range (2035)AM/PM w/o Project Pk. Hr.Vol. 75B-150 Project-related traffic consists of trips on any portion of the street system that will begin or end at the project site as a result of the development of the proposed project. Project-related traffic is a function of the extent and type of development proposed for the site. This information is used to establish traffic generation for the site. Project Trip Generation Trip generation is a measure or forecast of the number of trips that will be made to or from the project. It is generally equal to the traffic volume expected at the project entrance. The project trip generation has been calculated in accordance with the Institute of Transportation Engineers (ITE) publication Trip Generation (8th Edition, 2008). Table 5 presents the trip generation rates. Daily and peak hour trip generation for the project site under Opening Year (2013) and Long Range (2035) conditions is shown in Table 6. As indicated for the Opening Year (2013) conditions, with a total of 300 dwelling units of condominium, 175 condominium units to be "for-rent" units, and a 185 room business hotel, the proposed project under Opening Year (2013) conditions generates approximately 3,632 daily trips with 277 AM peak hour trips and 315 PM peak hour trips. For the Long Term (2035) conditions, with a total of 450 dwelling units of condominium (300 dwelling units of 5 story condo plus 150 dwelling units of Cinema Tower), 175 condominium units to be "for- rent" units, and a 185 room business hotel, the proposed project under Long Range (2035) conditions generates approximately 4,227 daily trips with 326 AM peak hour trips and 370 PM peak hour trips. The proposed project trip generation calculations are presented in Appendix H of this report. Table 5 - Project Trip Generation Rates' ITE PEAK HOUR LAND USE QUANTITY2 AM PM CODE DAILY IN OUT TOTAL IN OUT TOTAL Condominium Project (5 story 230 300 DU 0.07 0.37 0.44 0.35 0.17 0.52 5.81 condo) Lake Towers (High-rise 222 175 DU 0.08 0.22 0.30 0.21 0.14 0.35 4.20 Apartment) Condominium Project (Cinema 232 150 DU 0.06 0.28 0.34 0.24 0.14 0.38 4.18 Tower) - 185 Occupied Business Hotel F 312 0.3T . 24 .58 .37 .25 .62 7 27 I Rooms . Note I: Source: ITE (Ins titute of Tran sportation Engineers) T rio Gen eration Ma nual- a Fdiri- ')W Pd - 1• Ell I . A-11I.... , t.. KOA CORPORATION Updated Main and MacArthur Development Project PLANNING & ENGINEERING 19 Traffic Impact Study in City of Santa Ana 75B-151 Project Trips Table 6 - Proposed Overall Site Trip Generation Summary' PEAK HOUR ITE LAND USE QUANTITY2 AM PM CODE DAILY IN OUT TOTAL IN OUT TOTAL Opening Year (2013) Condominium Project (5 story 230 300 DU 3 21 111 132 105 51 156 1,743 condo) Lake Towers (High-rise 222 175 DU 14 39 53 37 25 61 735 Apartment) 185 Occupied Business Hotel 312 63 44 107 68 46 115 1,345 Rooms Subtotal 98 194 292 210 122 332 3,823 Internal Capture (5%) 5 10 15 11 6 17 191 Total 93 184 277 200 116 31S 3,632 Long Range (2035) Condominium Project (5 story 230 300 DU 3 21 111 132 105 51 156 1,743 condo) Lake Towers (High-rise 222 175 DU 14 39 53 37 25 61 735 Apartment) Condominium Project (Cinema 222 150 DU 9 42 51 36 21 57 627 Tower) 185 Occupied Business Hotel 312 63 44 107 68 46 115 1,345 Rooms Subtotal 107 236 343 246 143 389 4,450 Internal Capture (5%) 5 f 2 17 12 7 19 222 Total 102 224 326 234 136 370 4,227 Note I: Source: ITE (Institute of Transportation Engineers) Trip Generation Manual, 8 Edition, 2008. Note 2: DU = dwelling units Note 3: Expanded from 276 du to 300 du in comparison with the Addendum to final Environmental Impact Report No. 2004-02, March 2009. KOA CORPORATION Updated Main and MacArthur Development Project PLANNING S ENGINEERING 20 Traffic Impact Study in City of Santa Ana 75B-152 Project Trips Project Trip Distribution Figure 8 through Figure I I illustrate the anticipated project inbound and outbound trip distribution pattern for the estimated opening year and long range conditions, extracted from the previous approved traffic study. These figures indicate the proportion of project traffic that will use the street segments and turning movements indicated. According to the previous report, the distribution was originally obtained from the OCTAM model select zone model run. The key difference between the opening year and long range distribution is that an Alton Avenue overpass is proposed at the SR-55 freeway with direct connections to the SR-55 HOV lanes. The HOV interchange was not implemented in project opening year but is to be included in the long range condition. The traffic which will utilize Alton Avenue and the HOV interchange in long range conditions was manually distributed to the parallel roadway - MacArthur Boulevard. The AM and PM peak hour project-only traffic volumes for the Opening Year (2013) are shown in Figure 12 while the AM and PM project-only traffic volumes under the Long Range (2035) Conditions are shown in Figure 13. Future traffic levels in the project vicinity are expected to be changed by the amounts shown on these figures. KOA CORPORATION Updated Main and MacArthur Development Project ' PLANNING 8 ENGINEERING 21 Traffic Impact Study in City of Santa Ana 75B-153 KOA CORPORATION City of Santa Ana Figure 8 PLANNING & CNG(NEMNC, Updated Main & MacArthur Development Project TIS OpeningYr.(2013) Project Trip Distribution, Inbound 75B-154 KOA CORPORATION City of Santa Ana Figure 9 ' NANNING s [,vG?NeeciN<; Updated Main & MacArthur Development Project TIS Opening Yr. (2013) Project Trip Distribution, Outbound 75B-155 ..?.nv?furcyw _riNre?y 75B-156 Pr KOA CORPORATION City of Santa Ana figure 10 PLANNING N [ NGrNC[awc Updated Main & MacArthur Development ProjectTIS Long Range (2035) Project Trip Distribution, Inbound 75B-157 PVKOA CORPORATION FCity of Santa Ana Figure I I PLANNING 8 CNGLNC CR W (' pdated Main & MacArthur Development Project TIS Long Range (2035) Project Trip Distribution Outbound 5/10 0/0 I 110/0 0/0? ?0 0/0 • 0/0 - - 0/0? ?6 - ' - 0/0l r6/3 9/6 Dyer Rd 0/0 0 0/0 I 18,18 ?. b Y N 0/0__J 117_/10 9/20 . 18/11 = 2/4? ?-0-1 0 0/0 4/21 r0/0 Alton Ave 0/0 110/0 0/0 ?Jjl? _ 0/0_J 0/0 0/0 . 0/0 - 13/28- 3 52 /112 Columbine Ave 35 / 221 F103/65 i ' 0/0 i i q IF MacArthur Blvd ' 3s"V? 0 3y rn ? b Sandpointe Ave ` 0/0 0 0/?1?/4 0, " 0/0-J t 4/2 Sunflower Ave 0/0 . 010 tj rr\\ ` 0/0--4 42/27 ? 7 ?' °"° 1 '1 \` 1 ' 0/0l 1 F21/46 1 O,° / ° °"O 6'71 0/0 1 'o 1 22/14 20„3 I 110,0 J 1 '3i 3y ?7 20 / 22? 0/0 0/0 . 0/0 0/0? 0/0 J (? X8'38 ^/ \°'o 0/01 r0/0 / 1 1 / 24 ' O" ° LEGEND N • Study Intersection Project Site . ? XX/XX AM/PM Volumes JA201GY60112e_sA winr+rrAre , TIS SI.&' -1-i.?Fit„Ryew I28 F-r?,.., Not to Scale FV KOA CORPORATION City of Santa Ana Figure 12 F1nNnlwc, a [ NG1rdLCFrJr.. 1 Updated Main & MacArthur Development Project TIS OpeningYr.(2013) Project Only AM/PM Pk.! rrVol. 75B-158 5/12 \ 0/O I1V 0/0__J t-0/0 0/0 -• *-- 0/0 0/0I ; 317 0/011 r/4 11/7 Dyer Rd \ 000, 0/ 0/0 ,/26 0 I 0/0? IL ? 25/15 10/23 -? 22/14 2/5? 0/0 ? 1r/a ZI 5/3 0/0 \ \ \ MacArthur Blvd II ?n b N S Alton Ave v a ro Columbine Ave i i N b ? _ / 6/14 \ 0/0_J t0/0 0/0 --? . 0/0 16/37 49/112 47/2911 x108/65 13/8 / )) E a ' ' B O -90 O- \SandpointeAve \ Sunflower Ave \ 1 I IF 11--? 9- -O / O °-O \ ° 10 0 O- / O- O O \ \ 0/0 \ 0/0 112/5 \ 0/0? 5/3 \ 0/0 -? . 0/0 \ 0/0? 2/31 1 1 0/Ol x23/54 0/0 I ' 27/16 \ 25/,5 I ? ?/U 11/26_11 t 0/0 0/0 -? 0/0 0/0? 0-10 0/011r/O 37i °- °-°/ ° O -O /O-° -vO a 9 4?0-!? -?l / O-O - R/ 0-0 ?Oi O-O / O O 7-??. 0 12/28 °-O °'° 79-33 LEGEND • N Study Intersection Project Site XX/XX AM/PM Volumes J120104.B03128 SA rwn raww- nsawyw,ah???wc?rcyeo3iie Flwn?.v - Not to Scale KOA CORPORATION City of Santa Ana Figure 13 ?IAfJN RJG 8 ENGW r [RAN Updated Main & MacArthur Development ProjectTIS Long Range (2035) Project OnlyAM/PM Pk. Hr.Vol. 75B-159 This section documents the analysis for Opening Year (2013) With Project conditions. Table 7 summarizes the result of the level of service analyses for this scenario. Figure 14 illustrates the Opening Year (2013) With Project AM/PM peak hour traffic volumes, which are generated by adding the Opening Year project only volumes to the Opening Year (2013) Without Project volumes. Appendix I contains the analysis worksheets for the Opening Year (2013) With Project conditions. Table 7 - AM/PM Peak Hour Intersection Analysis Opening Year (2013) With Project Conditions Signalized Intersections AM Peak Hour PM Peak Hour LOS "E" ICU Method ICU/LOS ICU/LOS OK Main Street at Dyer Road 0.692 / B 0.840 / D Main Street at MacArthur Boulevard 0.688 / B 0.710 / C x Main Street at Sandpointe Avenue 0.328 / A 0.485 /A Main Street at Sunflower Avenue 0.415 / A 0.740 / C MacArthur Place at MacArthur Boulevard 0.744 / C 0.707 / C X SR-55 SB Ramps at MacArthur Boulevard 0.734 / C 0.658 / B X SR-55 NB Ramps at MacArthur Boulevard 0.793 / C 0.669 / B Red Hill Avenue at MacArthur Boulevard 0.580 / A 0.819 / D x HCM Method Delay/LOS Delay/LOS SR-55 SB Ramps at MacArthur Boulevard 19.6 / B 18.1 / B x SR-55 NB Ramps at MacArthur Boulevard 20.4 / C 17.4 / B - -_r.y ?_...-....-... --....y .. ................... c... - ?...a - mac- v oe, Vice. As indicated on Table 7, all intersections will operate at acceptable levels of service for the Opening Year (2013) With Project conditions. KOA CORPORATION Updated Main and MacArthur Development Project PLANNING 8 ENGINEERING 28 Traffic Impact Study in City of Santa Ana 75B-160 1098 / 641 \ 133 / 55 I 1237 / 112 -i 458/1 kRd 1 10 / 166 162/179 ' 0 / 1841 F1 86 / 284 501 / 1092 Dyer 762 / 474 \ 160 / 171 jl 1590 / 340 308/268 j 16_9/497 1389/637 405/1 204 / 737-4 180 / 228 \ 47 / 4201 1 F, 99 / 157 350 / 809 Alton Ave ? Coh \ 1 MacArthur Blvd rn a 2 ?n v i i ne Ave ? ' i / / / 32 / 32 \ 32 / 266 1201 / 541 107 / 84__J 631 / 179 1732 / 942 *-833 / 1 158/77 ? 38 / 328 97 / 20991 j x270 / 654 29 / 29 11 / / /q OS ?n 1 \SandpointeAve \ \ \ Sunflower Ave \ 1 1 1 ' 3q 839 `'!8 C83J /J03 \? ?` /?q8 !q0 B39 S? !JJ?. \ \ \ 888 / 607 \ 49/52 1165/45 \ 58/27 L/163 1 7/0 1/1 16/7 2/155 \ 1 2/151 191/117 1 \ 524 / 1471 a 3 6JJ00.? ?q?J,f j 3!?i iIr 690 Js /931 ?J3 Sfl?' 661 / 329 292 / 452 1 L l /5 /S ?-/I J9y 00, 6J3? 447 / 619 t 1511 2/0 1/1 542/510 J1 ?J?BJ? 181 / 8331 I F5/3 /OS/ 262/967 -f s?/g LEGEND rye S, N 11? • Study Intersection El Project Site ? XX/XX AMlPMVolumes l:uoi oyea3i ze_sA nrn wwdror ns smMun?j,wsur<yeoa i ie_Hr,rezv Not to Scale PF KOA CORPORATION I City of Santa Ana Figure 14 vlnNnwGSeNG1NeeFr?:, I Updated Main & MacArthur Development Project TIS OpeningYr.(2013)AM/PMwlProjectMHr.Vol. 75B-161 Opening Year (2013) With Project Conditions Queuing Analysis The proposed project will have two access points along Main Street and two access points along MacArthur Boulevard. The signalized intersection of MacArthur Place at MacArthur Boulevard is the major access point, followed by the signalized intersection of Main Street at Sandpoint Avenue. A right- in and right-out driveway located along MacArthur Boulevard, between Main Street and MacArthur Place, will be another access point for the proposed project. The fourth access point will be a right-in and right-out driveway along Main Street, between Sandpointe Avenue and MacArthur Boulevard. A queuing analysis was conducted for the northbound right-turn movement at the proposed project driveway along Main Street for the 2013 With Project conditions. Synchro software was used to conduct the analysis. The trip distribution was adjusted for this analysis. Since the proposed project will have three other access points, with majority of the project trips using the signalized intersection of MacArthur Place at MacArthur Boulevard, it is assumed that 10% of the project trips will make a northbound right-turn from Main Street onto the project driveway and 10% of project trips will make a right-turn movement from the project driveway onto Main Street. No gate control is proposed at the project driveway. For the AM Peak Hour, there are 9 vehicles (approximately I vehicle every 6 minutes 40 seconds) making a northbound right-turn movement onto the project driveway. For the PM Peak Hour, there are 20 vehicles (approximately I vehicle every 3 minutes) making a right-turn movement at the project driveway in the PM Peak Hour. Based on the low project turning volumes at the project driveway and the Synchro queuing analysis, there will be no queue for the northbound right-turn movement, for both the AM and PM Peak Hour. Therefore, no queuing impact of this project is predicted along Main Street. See Appendix I for traffic volumes at the project driveway and queuing analysis worksheets. KOA CORPORATION Updated Main and MacArthur Development Project PLANNING & ENGiNEERiNG 30 Traffic Impact Study in City of Santa Ana 75B-162 I8. Long Range (2035) With Project Conditions This section documents the Long Range (2035) traffic conditions with the addition of project-related traffic to the surrounding street system. The Long Range "With Project" traffic volumes were derived by adding the Long Range project trips to the Long Range (2035) background traffic volumes. Figure 15 illustrates the resulting long range peak hour traffic volumes with the proposed project during the AM and PM peak hours. Table 8 summarizes the results of the level of service analysis for the Long Range "With Project" conditions. Appendix J contains the analysis worksheets for the Long Range (2035) "With Project" conditions. Table 8 - AM/PM Peak Hour Intersection Analysis Long Range (2035) With Project Conditions Signalized Intersections AM Peak Hour PM Peak Hour LOS "E" ICU Method ICU/LOS ICU/LOS OK Main Street at Dyer Road 0.865 / D 0.894 / D Main Street at MacArthur Boulevard 0.731 / C 0.820 / D X Main Street at Sandpointe Avenue 0.350 / A 0.547 / A Main Street at Sunflower Avenue 0.689 / B 0.810 / D MacArthur Place at MacArthur Boulevard 0.808 / D 0.794 / C X SR-55 SB Ramps at MacArthur Boulevard 0.792 / C 0.744 / C x SR-55 NB Ramps at MacArthur Boulevard 0.847 / D 0.710 / C Red Hill Avenue at MacArthur Boulevard 0.642 / B 0.840 / D x HCM Method Delay/LOS Delay/LOS SR-55 SB Ramps at MacArthur Boulevard 20.7 / C 18.3 / B X SR-55 NB Ramps at MacArthur Boulevard N ICU = I 21.8 / C 18.2 / B Me. ntersection Capacity Ualizadon. Delay is in seconds/vehicle. LOS = Level of Service. As indicated, all study intersections will operate at acceptable levels of service for the 2035 With Project conditions. KOA CORPORATION Updated Main and MacArthur Development Project PIANNING & ENGINEERING 31 Traffic Impact Study in City of Santa Ana 75B-163 1172/685 \ 142 / 58 I 1 1253 / 120 183/158 ?L8/117 890 / 809 - -622 / 1 1 318/242 256/203 190/3551 x207/386 537 / 1165 Dyer Rd 815/506 17111 82 I I 1633 / 370 J+I? 329/341 L8/535 -a 1413 / 679---b. 4-521 / 1708 235 / 124 233 / 243 7 j x2 Alton Ave 12 / 267 64/582 374/1084 d b ? \ 7 . a :, Jsx MacArthur Blvd 1 \ Sandpointe Ave E \ \ Sunflower Ave \ 1 I / 40 / 48 \ 34 / 2844 I 1215 / 578 114/901649/241 1968 / 1124 ? X889 / 1 171/90 749/393 \ 11312291 f x286/694 44 / 39 / .? 1 89? JSB? ?G 89 i \?/ 6S c JyO i Jp9 '99) Si. \ 10221 / 754 \ 53/55 I 76/49 \ \ \ 62 / 29 L26 / 175 8/0 -01 1/1 \ 18/8 J3/167 1 2 1 1 , 71 ?F205 / 130 I 560 1N 4O ,9 104 790 / 398 408/484 ?2/6 J 6J6 ?J epy? °93 477 / 664 t 17/1 3/0 +-- 3/1 asp\? 1343 / 832 2/3 /09T R\CCC\ 326/948 j F1/4 /ySO/ `S89'JJ? 320/1337 sy % LEGEND a?? 969 • N y8 Study Intersection Project Site . ? XXJXX AMIPMVolumes J:uOioye03138 _SA n.in f4cArNur TIS $aArWuysiNi'`u?e1JB0312B_n`ureui Not co Scale Pr KOA CORPORATION I City of Santa Ana Figure 15 PLANNING & ENGINEERING Updated Main & MacArthur Development ProjectTIS Long Range (2035)AM/PM w/Project Pk.Hr.Vol. 75B-164 Long Range (2035) With Project Conditions Queuing Analysis The proposed project will have two access points along Main Street and two access points along MacArthur Boulevard. The signalized intersection of MacArthur Place at MacArthur Boulevard is the major access point, followed by the signalized intersection of Main Street at Sandpoint Avenue. A right- in and right-out driveway located along MacArthur Boulevard, between Main Street and MacArthur Place, will be another access point for the proposed project. The fourth access point will be a right-in and right-out driveway along Main Street, between Sandpointe Avenue and MacArthur Boulevard. A queuing analysis was conducted for the northbound right-turn movement at the proposed project driveway along Main Street for the 2035 With Project conditions. Synchro software was used to conduct the analysis. The trip distribution was adjusted for this analysis. Since the proposed project will have three other access points, with majority of the project trips using the signalized intersection of MacArthur Place at MacArthur Boulevard, it is assumed that 10% of the project trips will make a northbound right-turn from Main Street onto the project driveway and 10% of project trips will make a right-turn movement from the project driveway onto Main Street. No gate control is proposed at the project driveway. For the AM Peak Hour, there are 10 vehicles (approximately I vehicle every 10 minutes) making a northbound right-turn movement onto the project driveway. For the PM Peak Hour, there are 23 vehicles (approximately I vehicle every 2 minutes 37 seconds) making a right-turn movement at the project driveway in the PM Peak Hour. Based on the low project turning volumes at the project driveway and the Synchro queuing analysis, there will be no queue for the northbound right-turn movement, for both the AM and PM Peak Hour. Therefore, no queuing impact of this project is predicted along Main Street. See Appendix J for traffic volumes at the project driveway and queuing analysis worksheets. FV KOA CORPORATION Updated Main and MacArthur Development Project PLANNING & ENGINEERING 33 Traffic Impact Study in City of Santa Ana 75B-165 9. Determination of Significant Impact i To analyze future conditions it is necessary to analyze the traffic impacts related to development of the project. The traffic impacts for the proposed project are determined by comparing the traffic conditions in the future without the project to comparable future conditions with the proposed project with special consideration at locations where level of service is not forecast to be adequate. It is also necessary to indicate whether any predicted traffic impacts are significant. Traffic impacts are identified as significant if the proposed project results in a significant change in traffic conditions on a roadway or intersection. The significant impact criteria provided below are based on all cities traffic study guidelines (City of Santa Ana, City of Costa Mesa, and City of Irvine). The thresholds to determine significant traffic impacts for purposes of this project are as follows: • A significant project impact occurs when the ICU value increases by greater than .01 and achieves unacceptable level of service ("E" or "F") or worse. Since no unsignalized intersection is included in the study area, discussion for the impact of the unsignalized intersections is not included. Table 9 shows the comparison of study intersections under Opening Year (2013) conditions. As indicated, the proposed project will not generate significant impact to the intersections within the study area. Table 10 shows the comparison of study intersections under Long Range (2035) conditions. As indicated, the proposed project will not generate significant impact to all intersections within the study area. E, KOA CORPORATION Updated Main and MacArthur Development Project PLANNING & ENGINEERING 34 Traffic Impact Study in City of Santa Ana 75B-166 Table 9 - Determinations of Traffic Impacts (Opening Year (2013) Conditions) AM Peak Period PM Peak Period Signalized Intersections 2013 NP ICU/LOS 2013 WP ICU/LOS Increase ICU Impact 2013 NP ICU/LOS 2013 WP ICU/LOS Increase ICU Impact Main Street at Dyer Road 0.687 ! B 0.692 / B .005 NO 0.839 / D 0.840 / D .001 NO Main Street at MacArthur Boulevard 0.684 / B 0.688 / B .004 NO 0.698 / B 0.710 / C .012 NO Main Street at Sandpointe Avenue 0.308 / A 0.328 / A .020 NO 0.481 / A 0.485 / A .004 NO Main Street at Sunflower Avenue 0.405 / A 0.415 / A .010 NO 0.725 / C 0.740 / C .015 NO MacArthur Place at MacArthur Boulevard 0.706 / C 0.744 / C .038 NO 0.694 If B 0.7071 C .013 NO SR-55 SB Ramps at MacArthur Boulevard 0.714 / C 0.734 / C 020 NO 0.634 If 8 0.6581 B .024 NO SR-55 NB Ramps at MacArthur Boulevard 0.778 / C 0.793 / C .015 NO 0.651 / B 0.669 / B .018 NO Red Hill Avenue at MacArthur Boulevard 0.574 / A 0.580 / A .006 NO 0.813 / D 0.819 / D .006 NO Signalized Intersection HCM Method Delay/LOS Delay/LOS Delay Impact Delay/LO Delay/LOS Delay Impact SR-55 SB Ramps at MacArthur Boulevard 19.3 / B 19.6 / B 0.3 NO 17.4 / B 18.1 If B 0.7 NO SR-55 NB Ramps at MacArthur Boulevard 20.1 / C 20.4 / C 0.3 NO 16.9 / B 17.4 / B 0.5 NO Note: ICU = Intersection Capacity Utilization. Delay is in seconds. LOS = Level of Service. Table 10 - Determinations of Traffic Impacts (Long Range (2035) Conditions) AM Peak Period PM Peak Period Signalized Intersections 2035 NP ICU/LOS 2035 WP ICU/LOS Increase ICU Impact 2035 NP ICU/LOS 2035 WP ICU/LOS Increase ICU Impact Main Street at Dyer Road 0.862 ! D 0.865 / D 0.003 NO 0.8921 D 0.894 / D 0.002 NO Main Street at MacArthur Boulevard 0.725 / C 0.731 / C 0.006 NO 0.809 / D 0.820 / D 0.011 NO Main Street at Sandpointe Avenue 0.322 / A 0.350 / A 0.028 NO 0.542 / A 0.547 / A 0.005 NO Main Street at Sunflower Avenue 0.673 ! B 0.689 / B 0.016 NO 0.793 / C 0.810 / D 0.017 NO MacArthur Place at MacArthur Boulevard 0.763 / C 0.808 / D 0.045 NO 0.776 IF C 0.794 / C 0.018 NO SR-55 SB Ramps at MacArthur Boulevard 0.771 / C 0.792 / C 0.021 NO 0.719 / B 0.744 / C 0.025 NO SR-55 NB Ramps at MacArthur Boulevard 0.833 / D 0.847! D 0.014 NO 0.691 If B 0.710 / C 0.019 NO Red Hill Avenue at MacArthur Boulevard 0.636 / B 0.642/8 0.006 NO 0.835 / D 0.840 / D 0.005 NO Signalized Intersection HCM Method Delay/LO Delay/LO Delay Impact Delay/LO Delay/LO Delay Impact SR-55 SB Ramps at MacArthur Boulevard 20.3 / C 20.7 / C 0.4 NO 17.5 / B 18.3 / B 0.8 NO SR-55 NB Ramps at MacArthur Boulevard 21.4 / C 21.8 / C 0.4 NO 17.6 / B 18.2/9 0.6 NO voce: i%..v = intersection Capacity Utilization. Delay is in seconds. LUb = Level of Service. PF KOA CORPORATION Updated Main and MacArthur Development Project PLANNING & ENGINEERING 35 Traffic Impact Study in City of Santa Ana 75B-167 10. Conclusions CAA Planning, Inc. has requested a traffic impact study for the proposed Updated Main and MacArthur Development Project. An Addendum to Final Environmental Impact Report No. 200402, MacArthur Place South, was conducted in March 2009 by CAA Planning. At the time the study was conducted the site was to include 775 condominium units (including a 276-unit condominium building) and a business hotel. The developer has recently updated the site plan and proposed to increase the residential density of the condominium project (5 story condominium building) from 276 to 300 condominium units. Per the initial scoping process with the City of Santa Ana, eight critical intersections have been analyzed for the Opening Year (2013) conditions and Long Range (2035) conditions. In all scenarios analyzed, the study found that the proposed project would have no significant impact at any study intersection. KOA Corporation recommends that the City of Santa Ana find the Updated Main and MacArthur Development Project will not generate additional significant impact to the study intersections and therefore will not generate adverse effect on the surrounding street system. 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'0 x N c E CD U, j d C p d '> . p y .. _a) ? a) a) y E $ N L - m a) co c :v o m -0 m - c H co v 'o r c N E cc Q coo o .o E Ei L aci E io o L E 3 > y o cn € -u H _ cn E d ' 0 f N ?, ` t u a a E 2 - O y c o co ° o c m a ! Z5 c eooEo ° - °CL(D a3a? 0 vi Z5 o? s ? W ? odc>c?E y y - t .Sa`»oEa>R d o o rn a o v «d in E ?c n w o d o c4 io cg a a o$ rn t°o rLi, C7 7 ui ca 1 :5 1 :5 1 :5 Co E m 0) O a rn C O Q. c c6 rn C 7 O N U c0 d 7 L U (0 2 O c O LO O ? O N m O Page 15 of 16 75B-183 a? E E 0 U 1•v o. D E 0 U T L CD co d 0 0 Z 0 0 o 02 o n co w 15 a) m o 0 d d c o ` a .. a > C Z5 a CD a o 0 E 0 0 o a` n 0 0 a? A ? co co E c 0 E 1- o o °' O) o ° `p CL a _ d rn 0 E E B .= Q Q E . a m Lo o? ' m (7 a? 2 oC O D t U _ C -p L N j y C U L co C N tm (C a) p D to ?O C ? c-p a? a) 3 p a? o c y C', i a C Q. CD n ai d 0) c CO N p. w cc O vi» 3 c cl, a ?? EO ?' m d? 0.00 E a> din n C: cu co q 4) - cl. cd a) °? a o U N c v? o - 0 E A - - ILI 4) 0 m u 8 - B 0= cC V en O C O C) -co L y U N a) 'o _ N 11-20- .a 7 ~ C 7 p p C Cl) a>D U V ` ?C) O-¢- N d C N p L C N a) G d ai (D a o 3 cc d a0 ai V N > j CC ti C cc 0 a rn C O CL a) C c9 C O L 7 O U co 7 L .i. 2 c O 2LO C O O C) N O)C Page 16 of 16 75B-184 ROH - 04/04/11 RESOLUTION NO. 2011- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING THE ADDENDUM TO THE FINAL ENVIRONMENTAL IMPACT REPORT NO. 2004-02 AND APPROVING THE MITIGATION MONITORING AND REPORTING PROGRAM; APPROVING CONDITIONAL USE PERMIT NO. 2011-05 AS CONDITIONED; APPROVING VARIANCE NO. 2011-04 AS CONDITIONED TO ALLOW TANDEM PARKING; AND, APPROVING SITE PLAN REVIEW NO. 2011-01 AS CONDITIONED FOR THE PROPERTY LOCATED AT 100-140 EAST MACARTHUR BOULEVARD 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 Applicant is requesting approval of an addendum to a final environmental impact report, an amendment to a development agreement, a conditional use permit, a variance, and a site plan review to allow the construction of a new multi-family residential development at 100-140 East MacArthur Boulevard. B. The Planning Commission has, following a duly noticed public hearing, on March 14, 2011, recommended approval of the following items: 1. Adopt a resolution approving the Addendum to the Final Environmental Impact Report No. 2004-02 and approve the Mitigation Monitoring and Reporting Program. 2. Adopt an ordinance approving the fourth amendment to Development Agreement No. 2005-02. 3. Adopt a resolution approving Conditional Use Permit No. 2011-05 as conditioned. 4. Adopt a resolution approving Variance No. 2011-04 as conditioned to allow tandem parking. 5. Adopt a resolution approving Site Plan Review No. 2011-01 as conditioned. C. On April 4, 2011 the City Council of the City of Santa Ana held a duly noticed public hearing and at that time considered all testimony, written and oral. Resolution No. 2011- 75B-1 85 Page 1 of 15 D. Conditional Use Permit No. 2011-05 has been filed with the City of Santa Ana seeking to allow the construction of a multi-family residential development at 100-140 East MacAuhur Boulevard. Pursuant to SD-76, sections 5 and 7, multi-family residential uses are permitted subject to the issuance of a Conditional Use Permit. 2. Santa Ana Municipal Code Section 41-638 authorizes the City Council to grant a conditional use permit upon making certain findings. i. Will the proposed use provide a service or facility which will contribute to the general well being of the neighborhood or community? The proposed multi-family residential project will provide a service to the community by providing high-quality residential housing stock that will enhance the property value of the surrounding neighborhoods. Conditions of approval have been included to ensure the quality and the attractiveness of the overall design which will contribute to the general well being of the community. Will the proposed use under the circumstances of the particular case be detrimental to the health, safety, or general welfare of persons residing or working in the vicinity? The proposed multi-family residential use in conjunction with the rest of the MacArthur Place South development will not be detrimental to persons residing and working in the area. The adverse impacts identified in Environmental Impact Report No. 2004-02 as well as the addendum to the EIR will be mitigated through the adoption of mitigation measures. Will the proposed use adversely affect the present economic stability or future economic development of properties surrounding the area? The proposed residential project will not adversely affect the economic stability within the MacArthur Place South development area. The multi-family residential component will provide customer base to the retail and restaurant uses, which will reinforce the economic viability of the project and will assist in identifying the Resolution No. 2011- 75B-1 86 Page 2 of 15 entire MacArthur Place South as a viable mixed-use community. iv. Will the proposed use comply with the regulations and conditions specified in Chapter 41 for such use? The project will be in compliance with all applicable provisions of Chapters 34 and 41 of the Santa Ana Municipal Code as well as the provisions of the SD-76 zoning district, except for the tandem parking requirement. A variance, with appropriate justification, has been submitted to deviate from the tandem parking standards. V. Will the proposed use adversely affect the General Plan or any specific plan of the City? The proposed project will not adversely affect the General Plan as multi-family residential development is conditionally permitted within the Specific Development No. 76 (SD-76) zoning district. Further, Policy 1.3 of the General Plan Land Use Element encourages high- density residential development within the City's District Centers, and Policy 1.4 promotes the fostering of a variety of residential land uses in the city. E. Applicant has requested approval of Variance No. 2011-04 to allow tandem parking. Section 41-638.1(d) of the Santa Ana Municipal Code states that tandem parking is permitted only within an office development, while the applicant is requesting approval to allow 262 of the 660 total spaces (40 percent) be tandem parking. 2. The City Council determines that the following findings which must be established, pursuant to Santa Ana Municipal Code Section 41-638, in order to grant a variance, have been established: That because of special circumstances applicable to the subject property, including size, shape, topography, location or surroundings, that the strict application of the zoning ordinance is found to deprive the subject property of privileges not otherwise at variance with the intent and purpose of the provisions of this Chapter. Resolution No. 2011- 75B-1 87 Page 3 of 15 The project site has a special circumstance related to its size, shape and location. The MacArthur Place South site is a contained site surrounded by existing commercial and residential developments. Tandem parking will only be used as assigned parking for the residents. The variance will allow the applicant the ability to use the property in a manner that is consistent with similar surrounding commercial, residential and professional uses. ii. That the granting of a variance is necessary for the preservation and enjoyment of one or more substantial property rights. The granting of the variance is necessary for the preservation and enjoyment of substantial property rights. The granting of the variance to allow tandem parking will preserve the property owner's ability to develop the property with a well-designed multi-family residential project that is consistent with the Specific Development No. 76 (SD-76) zoning district. Further, the proposed wrap-style design of the parking garage is superior as it allows shorter walking distances for residents, it allows for more mature and substantial landscaping that is planted in native soil as opposed to landscaping planted in raised planters; and, it allows for a better urban streetscape. That the granting of a variance will not be materially detrimental to the public welfare or injurious to surrounding property. The granting of the variance will not be materially detrimental to the public welfare or injurious to surrounding property as short-term and long-term impacts identified in Environmental Impact Report No. 2004-02 have been addressed to mitigate any potential impacts to adjacent properties. Further, any additional mitigation measures identified in the addendum to the EIR will be incorporated as conditions of approval for the project. iv. That the granting of a variance will not adversely affect the General Plan of the City. The granting of the variance will not adversely affect the General Plan of the City since the proposed multi-family Resolution No. 2011- 75B-188 Page 4 of 15 residential project has been designed in conformance with City Zoning and General Plan requirements. Further, the project is in compliance with Policy 1.3 of the General Plan Land Use Element, which encourages high-density residential development within the City's District Centers and Policy 1.4, which promotes the fostering of a variety of residential land uses in the City. F. Applicant has requested approval of Site Plan Review No. 2011-01 as conditioned. Section 41-593.5(c) of the Santa Ana Municipal Code requires a review by the Planning Commission of all plans within a specific development plan area to ensure the project is in conformity with the Specific Plan. 2. The project is in compliance with all applicable development standards outlined within the Hutton Centre Mixed-Use Specific Development District (SD-76). Section 2. On June 20, 2005 the City Council approved and adopted Final Environmental Impact Report No. 2004-02, the Mitigation Monitoring Program, and the Statement of Overriding Considerations. In accordance with the California Environmental Quality Act, an Addendum to the Final Environmental Impact Report No. 2004-02 and the mitigation monitoring and reporting program was prepared for this project. Based upon the studies, the City Council determines that there are no new significant impacts or any increases in the severity of the impacts previously identified in the original Environmental Impact Report. The City Council hereby approves the Addendum to the Final Environmental Impact Report No. 2004-02 and approves the mitigation monitoring and reporting program, attached hereto as Exhibit "A" and incorporated as though fully set forth herein. Section 3. The City Council of the City of Santa Ana after conducting the public hearing hereby approves: A. Conditional Use Permit No. 2011-05 as conditioned in Exhibit "B" attached hereto and incorporated herein for the multi-family residential development located at 100-140 East MacArthur Boulevard. B. Variance No. 2011-04 as conditioned in Exhibit "C" attached hereto and incorporated herein to allow tandem parking for the property located at 100- 140 East MacArthur Boulevard. C. Site Plan Review No. 2011-01 as conditioned in Exhibit "D" attached hereto and incorporated herein. 75B-189 Resolution No. 2011- Page 5 of 15 These decisions are based upon the evidence submitted at the abovesaid hearing, which includes, but is not limited to: the Request for Council Action dated April 4, 2011, and exhibits attached thereto; the public testimony, written and oral; and, the Final Environmental Impact Report No. 2004-02, the Mitigation Monitoring Program, and the Statement of Overriding Considerations that was approved and adopted by resolution by the City Council on June 20, 2005, all of which are incorporated herein by this reference. Section 4. This Resolution shall not be effective unless and until Ordinance No. NS- becomes effective. If said ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, or otherwise does not go into effect for any reason, then this resolution shall be null and void and have no further force and effect. Section 5. Applicant has requested the approval of the above entitlements which are incompatible with previously granted entitlements. As such, any and all previously approved inconsistent entitlements are hereby null and void and of no further force and effect. Section 6. This decision rendered by the City Council of the City of Santa Ana is final and is subject to judicial review pursuant to California Code of Civil Procedure section 1094.6. The Clerk of the Council shall give direct notice to the applicant of the Council's decision and these findings. ADOPTED this day of April, 2011. Miguel A. Pulido Mayor APPROVED AS TO FORM: Joseph Straka, City Attorney By: Ryan O. Hodge Assistant City Attorney Resolution No. 2011- 758-190 Page 6 of 15 AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2011-XXX to be the original resolution adopted by the City Council of the City of Santa Ana on Date: Clerk of the Council City of Santa Ana 75B-191 Resolution No. 2011- Page 7 of 15 75B-192 To view Exhibit A, "Addendum to the Final Environmental Impact Report No. 2004-02," referenced in the resolution, please see Exhibit 8 identified in the Planning Commission Staff Report of item 75B. 7513-193 75B-194 Conditions for Approval for Conditional Use Permit No. 2011-05 Conditional Use Permit No. 2011-05 is approved subject to compliance, to the reasonable satisfaction of the Planning Manager, with applicable sections of the Santa Ana Municipal Code, the California Administrative Code, the California Building Standards Code, and all other applicable regulations. In addition, it shall meet the following conditions of approval: The applicant must comply with each and every condition listed below prior to exercising the rights conferred by this conditional use permit. The applicant must remain in compliance with all conditions listed below throughout the life of the development project. Failure to comply with each and every condition may result in the revocation of the conditional use permit approval. A. Planning Division 1. All proposed site improvements must conform with the Site Plan Review approval of DP No. 2010-44 and the staff report exhibits. 2. Any amendment to this conditional use permit must be submitted to the Planning Division for review. At that time, staff will determine if administrative relief is available or the conditional use permit must be amended. 3. A Parking Management Plan documenting how the tandem parking stalls will function must be submitted prior to submittal into building plan check. 4. The project shall incorporate on-site professional property management for the residential component. 5. Balconies for the project shall maintain a minimum dimension of not less than six feet in any direction, except for units fronting on MacArthur Boulevard. 6. Balconies for the project shall incorporate the use of stainless steel railings, or equivalent as approved by the Planning Division. 7. Covenants, Conditions and Restrictions (CC&Rs) shall be provided for the project. At a minimum, the CC&Rs shall include provisions pertaining to owner occupancy, restrictions on home-based businesses, the prohibition of storage on balconies, and a restriction on truck delivery hours to non-peak periods shall be submitted prior to building plan check. EXHIBIT B Resolution No. 2011- Page 8 of 15 75B-195 April 4, 2011 Page 2 of 6 8. Prior to submittal into building plan check, detailed elevations shall be submitted to include exterior finishes, materials, and colors subject to approval of the Planning Division. 9. All parking for the project shall be made available free of charge. Two parking spaces per dwelling unit shall be provided as a part of the deed for each dwelling unit. 10. A Public Art Plan which proposes a specific work(s) of art for a specific location(s) shall be submitted to the Planning Commission for review and approval. All public art approved by the Planning Commission shall be completely installed prior to the issuance of a certificate of occupancy for the project. 11. A detailed landscape plan must be reviewed and approved prior to issuance of any building permits. In addition to the landscaping palette, the plan shall include details on the hardscape design, lighting concepts and outdoor furniture. At a minimum, the project shall incorporate the amount and size of landscaping as shown on the preliminary landscape plan. The exact specifications for these items are subject to the review and approval of the Planning Division. 12. After project occupancy, landscaping is to be maintained to include the minimum level of plant materials installed at the time of occupancy as required by the approved plans. 13. A detailed amenity deck plan must be reviewed and approved prior to issuance of any building permits. The plan shall include details on the hardscape design, lighting concepts and outdoor furniture for the amenity deck as well as an installation plan. The exact specifications for these items are subject to the review and approval of the Planning Division. The amenity deck shall be maintained in the same condition as installed at the time of occupancy. 14. A detailed water feature plan must be reviewed and approved prior to issuance of any building permits. The plan shall include a minimum of one water feature within the motor court, elevations, hardscape design, lighting concepts and an installation plan. The exact specifications for these items are subject to review Resolution No. 2011- Page 9 of 15 75B-196 April 4, 2011 Page 3 of 6 and approval of the Planning Division. The water feature(s) shall be maintained in the same condition as installed at the time of occupancy. 15. At a minimum, the following items must be included as exterior amenities for the development: bike racks, enhanced paving on the walkways, an outdoor fireplace, barbeque and a pool on the amenity deck. The exact specifications for these items are subject to the review and approval of the Planning Division. 16. An interior building amenity plan of the Recreation Room must be reviewed and approved prior to issuance of any building permits. The plan shall include details on the various finishes and equipment to be provided in these rooms. The exact specifications for these items are subject to the review and approval of the Planning Division. 17. The following items must be included as interior amenities within the common areas: granite counter tops, hardwood flooring or equivalent, and gas fireplaces. The exact specifications for these items are subject to the review and approval of the Planning Division. 18. The following items must be included as interior amenities within each unit: granite counter tops or equivalent, hardwood flooring or equivalent, General Electric Monogram appliances or equivalent, tiled bathroom and shower walls, stain grade hard wood cabinets and individual laundry hook-ups. The exact specifications for these items are subject to the review and approval of the Planning Division. 19. An elevator lobby plan of each lobby must be reviewed and approved prior to issuance of any building permits. The plan shall include details on the finishes and flooring to be provided. The exact specifications for these items are subject to the review and approval of the Planning Division. 20. Pedestrian walkways shall be provided through the project. The amenities to be provided along this pathway shall include decorative concrete and paving, accent lighting, and landscape planters. The materials and design of the walkway is subject to the review and approval of the Planning Division. 21. A Resident Storage Plan shall be provided for the project. Storage shall be available at no cost to the residents. Resolution No. 2011- Page 10 of 15 75B-197 April 4, 2011 Page 4of6 22. Cast iron drain pipes shall be provided for the project. 23. Smart wiring, including cable television and high-speed cable for computers, shall be provided for each unit and within the project's common areas. 24. Signage to direct customers and guests to the adjacent parking structure shall be provided. A directional sign plan needs to be submitted and approved by the Planning Division prior to issuance of a certificate of occupancy. 25. Construction workers for the project shall be prohibited from parking in the Sandpointe neighborhoods. 26. Prior to issuance of building permits, a Waste Management Plan shall be submitted to the Planning Division for approval. The plans shall include information on items such as pick-up, delivery, and types of bins required. 27. Prior to occupancy of any units, a rental housing execution plan must be submitted to the Planning Division for review and approval. At a minimum, the plan shall identify the location of employee and visitor parking, the location of the rental office, hours of operation for the rental office, and signage affiliated with the Rental Housing Operational Plan. In addition, the rental plan must clearly note that the parking and project amenities must be provided free of charge to the residence. 28. Prior to submittal into building plan check, the design for the courtyard gates shall be submitted to the Planning Division for approval. The fences/gates shall be decorative and ornamental in nature as they are the entries to the interior courtyards. 29. The following best management practices (BMPs) need to be incorporated into the project construction and operation to minimize green house gas impacts: a. Install energy efficient lighting, appliances, heating, and cooling systems. b. Install efficient lighting for street and other outdoor lighting. c. Reduce unnecessary outdoor lighting. d. Provide education on energy efficiency to residents and/or tenants. e. Install water-efficient irrigations systems and devices. Resolution No. 2011- Page 11 of 15 75B-198 April 4, 2011 Page 5 of 6 f. Design buildings to be water-efficient. Install water-efficient fixtures and appliances. g. Provide education about water conservation. h. Provide easy and convenient recycling opportunities for residents and tenants. i. Provide education on recycling waste. B. Police Department A security plan must be submitted to the Police Department at the plan check stage for approval. The plan must cover all aspects of the projects security including security personnel, surveillance/camera equipment (on each floor of parking structure, stairwells, and elevator lobby/cab) with internet viewing capability for the tenants of the project, and access control hardware. The project will be required to have a minimum of two state licensed uniformed security personnel. One security officer will be required for the residential buildings and one for the parking garage. Entrances/exits to the parking structure must be equipped with rolling overhead gates. Redesign Elevator lobby by removing the elevator alcove and provide a secure lobby enclosed with fire rated glass partitions. A minimum 12-inch shatterproof convex mirror shall be installed at each stair landing. All doors leading into stairwells shall be equipped with a minimum 5-inch by 20-inch fire rated window. The last flight of stairs shall be fully enclosed at its base. Duress alarms allowing voice communication with security personnel shall be placed in strategic locations, approved by the Police Department, throughout the parking garage. The elevator/stairwells serving the parking structure of the project shall be equipped with card readers at the garage levels to restrict unauthorized access into the residential areas. The elevator lobby shall be designed and constructed of material that allows maximum visibility of the interior of the lobby from the parking decks. Glazing material will be used to its maximum extent. Alternate means and methods can be proposed that mitigate the concerns specified above with Police Department approval. 2. The City of Santa Ana parking structure design standards shall be followed in its entirety. Resolution No. 2011- Page 12 of 15 75B-199 April 4, 2011 Page 6 of 6 3. All project walkways shall be illuminated to a minimum maintained 1 footcandle of light. 4. A repeater may be required for the project to insure adequate Police and Fire Communications from within the structures. 5. This Conditional Use Permit shall be reviewed at six months, at one year and then annually thereafter by the Police Department for any modification to the conditions of approval. Resolution No. 2011- 75B-200 Page 13 of 15 Conditions for Approval for Variance No. 2011-04 Variance No. 2011-04 is approved subject to compliance, to the reasonable satisfaction of the Planning Manager, with all applicable sections of the Santa Ana Municipal Code, the California Administrative Code, the California Building Standards Code, and all other applicable regulations. In addition, it shall meet the following conditions of approval: The applicant must comply in full with each and every condition listed below prior to exercising the rights conferred by this variance. The applicant must remain in compliance with all conditions listed below throughout the life of the variance. Failure to comply with each and every condition may result in the revocation of this variance. A. Planning Division All proposed improvements must conform to the Site Plan Review approval of DP No. 2010-44 and the staff report exhibits. 2. Any amendment to this variance must be submitted to the Planning Division for review. At that time, staff will determine if administrative relief is available or the variance must be amended. 3. Landscaping, once installed, shall be maintained per the approved landscape plan. After project occupancy, landscaping is to be maintained to include the minimum level of plant materials installed at the time of occupancy and per the approved plan. 4. A Parking Management Plan documenting how the tandem parking stalls will function must be submitted prior to submittal into building plan check. 5. Signage to direct overflow customers and guests to the adjacent parking structure shall be provided. A directional sign plan needs to be submitted and approved by the Planning Manager prior to issuance of a certificate of occupancy. B. Police Department 1. The existing building and parking lot must conform with the provisions of Chapter 8, Article II, Division 3 of the Santa Ana Municipal Code (Building Security Ordinance). These code conditions will require that the existing projects lighting, door/window locking devices and addressing be upgraded to current code standards. Lighting standards cannot be located in required landscape planters. EXHIBIT C Resolution No. 2011- 75B-201 Page 14 of 15 75B-202 Conditions of Approval for Site Plan Review No 2011-01 Site Plan Review No. 2011-01 is approved subject to compliance, to the reasonable satisfaction of the Planning Manager, with applicable sections of the Santa Ana Municipal Code, the California Administrative Code, the California Building Standards Code, and all other applicable regulations. The applicant must comply in full with each and every condition listed below prior to exercising the rights conferred by this site plan review approval. The applicant must remain in compliance with all conditions listed below throughout the life of the site plan review approval. Failure to comply with each and every condition may result in the revocation of the site plan review approval. A. Planning Division 1. The applicant must comply with all conditions and requirements of the Development Review Committee for the development project (DP 2010-44). 2. Any amendment to this site plan review approval must be submitted to the Planning Division for review. At that time, staff will determine if administrative relief is available or if the site plan review approval must be amended. EXHIBIT D Resolution No. 2011- 75B_203 Page 15 of 15 75B-204 (ROH 03/14/11) ORDINANCE NO. NS-XXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING AN AMENDMENT TO THE DEVELOPMENT AGREEMENT BETWEEN THE CITY OF SANTA ANA AND GRAND PLAN 2, LLC AND LYON INTEGRAL MACARTHUR PLACE, LLC THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES ORDAIN AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. The City is authorized pursuant to Government Code Sections 65864 through 65869.5 to enter into development agreements with persons having legal or equitable interests in real property for the purpose of establishing certainty for both City and owner in the development process. B. The City enters into this Amendment to Development Agreement pursuant to the provisions of the Government Code and applicable City policies. C. The Planning Commission has, following a duly noticed public hearing, on March 14, 2011, recommended approval of this Amendment to Development Agreement. D. Entering into this Amendment to Development Agreement would provide the City with extraordinary and significant benefits that are of regional significance, relate to existing deficiencies in public facilities, require the owner of MacArthur Place South to contribute a greater percentage of benefits than would otherwise be required, and represent benefits which would not otherwise be required as part of the development process. E. The City Council has held a noticed public hearing on this Ordinance and has considered all testimony presented thereto. F. The previously adopted and certified Final Environmental Impact Report EIR for the Nexus Project, No. ER 2004-02, and its Addendum, have been approved and certified by this Council by resolution simultaneously with the introduction of this ordinance. Ordinance No. NS-XXX Page 1 of 3 75B-205 G. The proposed project will not adversely affect the General Plan, as is expressly set forth in the Request for Council Action dated April 4, 2011, together with all supporting documents, including but not limited to, proposed resolutions, which are incorporated herein by this reference. Section 2. The Amendment to Development Agreement, a true and correct copy of which is attached hereto as Exhibit 1, is hereby approved, and the City Manager and Clerk of the Council are authorized to execute it on behalf of the City with such non- substantive changes as may be authorized by the City Manager and City Attorney. The Clerk of the Council is hereby authorized and directed to cause this Development Agreement to be recorded with the County Recorder's Office. Section 3. This ordinance shall not be effective unless and until Resolution No. 2011- is adopted and becomes effective. If said resolution is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, or otherwise does not go into effect for any reason, then this ordinance shall be null and void and have no further force and effect. Section 4. If any section, subsection, sentence, clause, phrase or portion of this ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this ordinance. The City Council of the City of Santa Ana hereby declares that it would have adopted this ordinance and each section, subsection, sentence, clause phrase or portion thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases, or portions be declared invalid or unconstitutional. ADOPTED this day of , 2011. Miguel A. Pulido Mayor APPROVED AS TO FORM: Joseph Straka, City Attorney By: Ryan O. Hodge Assistant City Attorney Ordinance No. NS-XXX Page 2 of 3 75B-206 AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS-XXX to be the original ordinance adopted by the City Council of the City of Santa Ana on , and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana Ordinance No. NS-XXX Page 3 of 3 75B-207 75B-208 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: Clerk of the Council City of Santa Ana 20 Civic Center Plaza M-30 P.O. Box 1988 Santa Ana, California 92702 FREE RECORDING GOVERNMENT CODE § 6103 FOURTH AMENDMENT TO DEVELOPMENT AGREEMENT by and between THE CITY OF SANTA ANA and THE GRAND PLAN 2, LLC and LYON INTEGRAL MACARTHUR PLACE, LLC Dated: 12011 Ordinance No. NS-xxxx Exhibit 1 75B-209 FOURTH AMENDMENT TO DEVELOPMENT AGREEMENT BETWEEN THE CITY OF SANTA ANA, and THE GRAND PLAN 2, LLC, and LYON INTEGRAL MACARTHUR PLACE, LLC This FOURTH AMENDMENT TO DEVELOPMENT AGREEMENT ("Fourth Amendment") is entered into between THE CITY OF SANTA ANA, a charter city and municipal corporation duly authorized under the Constitution and laws of the State of California ("City"), THE GRAND PLAN 2, LLC, a California limited liability company ("GP2"), and LYON INTEGRAL MACARTHUR PLACE, LLC, a Delaware limited liability company ("Lyon/Integral"). following facts: Reference to Facts. This Fourth Amendment is entered into with reference to the 1.1 Capitalized terms not defined herein shall have the meaning set forth in the Development Agreement. 1.2 The Grand Plan 1, LLC, a California limited liability company ("GP I") and The Grand Plan 2, LLC, a California limited liability company ("GP2"), on the one hand, and City, on the other hand, entered into that certain Development Agreement dated August 4, 2005 and recorded in the Orange County Official Records on July 21, 2005 as Instrument No. 2005000565108 (as amended, the "Development Agreement") pursuant to which, among other things, Owner (as defined in the Development Agreement) was granted the vested right to develop a mixed use Project with residential condominiums and office/commercial/retail uses, as more particularly described therein. GP2's current rights and obligations under the Development Agreement include the Residential Condominium Units Element of the Project, which is the subject of this Fourth Amendment. The Residential Condominium Units Element of the Project was initially referenced as the "Integral Project" in the original Development Agreement, but shall be amended by this agreement to be referenced as the "Lyon/Integral Project." 1.3 A First Amendment to the Development Agreement by and between the City, GP2, NDC Skyline Associates, LLC and Integral Communities I, Inc. (the latter two being assignees of GP 1 and GP2 as applicable) was executed on or about July 7, 2008 and recorded in the Orange County Official Records on July 22, 2008 as Instrument No. 2008000349227. A Second Amendment to the Development Agreement by and between the City, NDC Skyline Associates, LLC, and Integral Communities I, Inc. was adopted by Ordinance Nos. NS-2782 and NS-2783 on or about May 18, 2009, and recorded in the Orange County Official Records as Instrument No. 2009000447820. A Third Amendment to the Development Agreement by and between the City and The Grand Plan 2, LLC was adopted by Ordinance No. NS-2786 on or about June 1, 2009, and recorded in the Orange County Official Records as Instrument No. 2009000447821. 1.4 Lyon/Integral is an assignee of Integral Communities I, Inc. under the Development Agreement. 1.5 The original Development Agreement and Entitlements (i) described the Residential Condominium Units ("Lyon/Integral Project") Element of the Project as consisting of a 4th amendment to development agreement 002 (2)2 2 3/10/2011 335 PM 75B-210 five (5) or six (6) story building containing two-hundred seventy-six (276) for-sale residential condominium units. 1.6 GP2 seeks approval of an amendment to the Residential Condominium Units ("Lyon/Integral Project") Element of the Project. For purposes of this Fourth Amendment, the "Lyon/Integral Project" shall be amended to consist of three-hundred (300) for-sale residential condominium units. 1.7 In connection with the foregoing, GP2, Lyon/Integral and the City now desire to amend the Development Agreement to provide GP2 with approval of the "Lyon/Integral Project" subject to the terms and conditions of the Development Agreement, as amended. 2. Lyon/Integral Project. GP2 and the City hereby acknowledge and agree that GP2 has the right under this Fourth Amendment to construct and operate the "Lyon/Integral Project", as hereinafter defined. 3. Modification of Certain Provisions. The Development Agreement is hereby amended and supplemented in the following particulars: 3.1 Section 2.21. This section is hereby supplemented by adding the following after the third sentence appearing therein, as added by the Third Amendment to Development Agreement: "The new entitlements for the Lyon/Integral Project shall include Conditional Use Permit No. 2011-05, Variance No. 2011-04, and Site Plan Review No. 2011-01, as approved by the City. 3.2 Section 2.24. The term "Integral" shall be replaced with the term "Lyon/Integral." follows: 3.3 Section 2.43(3). The entire section shall be amended to read as "(3) A five (5) or six (6) story building containing three-hundred (300) for- sale residential condominium units or for-rent residential units along with a 2,100 square foot commercial space (the "Lyon/Integral Project"); and" 3.4 Section 2.43. In the final sentence of this section, as added by the Third Amendment to Development Agreement, the term "Integral Project" shall be replaced with the term "Lyon/Integral Project." 3.5 Section 2.50. As added to this section by the Second Amendment to Development Agreement, the term "Integral Project" shall be replaced with the term "Lyon/Integral Project." 3.6 Section 4.1. As added to this section by the Second Amendment to Development Agreement, the term "Integral Project" shall be replaced with the term "Lyon/Integral Project." 4th amendment to development agreement 002 (2)2 3 3/10/2011 335 PM 75B-211 3.7 Section 4.2. The term "Integral Project" shall be replaced with the term "Lyon/Integral Project." In addition, "Lyon" shall also be included in any reference to "Integral." 3.8 Section 4.2.1. As added to this contract by the Second Amendment to Development Agreement, the term "Integral Project" shall be replaced with the term "Lyon/Integral Project." In addition, "Lyon" shall also be included in any reference to "Integral." 3.9 Section 4.3(d). The term "Integral Project" shall be replaced with the term "Lyon/Integral Project." In addition, "Lyon" shall also be included in any reference to "Integral." 3.10 Section 4.3(fl. As added to this section by the Second Amendment to Development Agreement, the term "Integral Project" shall be replaced with the term "Lyon/Integral Project." 3.11 Section 5.1.3. The term "Integral Project" shall be replaced with the term "Lyon/Integral Project." 3.12 Exhibit B, Section 2. As added to this section by the First Amendment to Development Agreement, the term "Integral Project" shall be replaced with the term "Lyon/Integral Project." Full Force and Effect; Counterparts. Except as amended herein, the Development Agreement shall remain in full force and effect in accordance with its terms. This Fourth Amendment may be executed in any number of counterparts, all of which shall constitute one and the same instrument. IN WITNESS WHEREOF, this Fourth Amendment has been executed by the City of Santa Ana and The Grand Plan 2, LLC. Dated this day of , 2011. "CITY" THE CITY OF SANTA ANA, a charter city and municipal corporation duly authorized under the Constitution and laws of the State of California By DAVID N. REAM City Manager 3/10/20113:35 PM 4th amendment to development agreement 002 (2)2 4 75B-212 ATTEST: MARIA D. HUIZAR Clerk of the Council Approved as to Form: JOSEPH STRAKA Interim City Attorney By Ryan O. Hodge Assistant City Attorney 3/10/2011 3:35 PM 4th amendment to development agreement 002 (2)2 "GP2" THE GRAND PLAN 2, LLC, a California limited liability company By _ Name Its "Lyon/Integral" LYON INTEGRAL MACARTHUR PLACE, LLC, a Delaware limited liability company By _ Name Its 75B-213 STATE OF CALIFORNIA COUNTY OF ss. On before me, , Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal SIGNATURE OF NOTARY PUBLIC STATE OF CALIFORNIA COUNTY OF ss. On before me, , Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal SIGNATURE OF NOTARY PUBLIC 3/10/2011 3:35 PM 4th amendment to development agreement 002 (2)2 6 75B-214