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HomeMy WebLinkAbout FULL PACKET_2020-01-21DRAFT MINUTES OF THE SPECIAL MEETING OF THE CITY COUNCIL OF THE CITY OF SANTAANA, CALIFORNIA November 19, 2019 SPECIAL MEETING OF THE CITY COUNCIL CALL TO ORDER - MAYOR PULIDO Mayor Pulido called the special meeting at 4:45 p.m. COUNCILMEMBERS Present: Mayor Pulido Mayor Pro Tern Villegas Councilmember Iglesias Councilmember Penaloza Councilmember Sarmiento Councilmember Solorio COUNCILMEMBERS Absent: None RESOLUTION 55A. ADOPT RESOLUTION DECLARING THE NOVEMBER 5, 2019 SPECIAL MUNICIPAL ELECTION RESULT - WARD 4 ELECTED OFFICER {STRATEGIC PLAN NO. 5, 11 - Clerk of the Council Office Councilmember Solorio motioned to adopt Resolution No. 2019-015, seconded by Councilmember Penaloza. MOTION: Councilmember SECOND: Councilmember Penaloza Solorio VOTE: AYES: Councilmember Iglesias, Councilmember Penaloza, Councilmember Sarmiento, Councilmember Solorio, Mayor Pro Tem Villegas, Mayor Pulido (6) NOES: None (0) ABSTAIN: None (0) ABSENT: None (1) DRAFT CITY COUNCIL MINUTES 1 NOVEMBER 19, 2019 OATH OF OFFICE ADMINISTERED TO OFFICER ELECTED Phil Bacerra, Councilmember. Ward 4 Oath of Office administered by Max Bacerra. Mayor Pulido adjourned the special meeting at 5:00 p.m. Daisy Gomez, Clerk of the Council DRAFT CITY COUNCIL MINUTES 2 NOVEMBER 19, 2019 DRAFT MINUTES OF THE REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF SANTAANA, CALIFORNIA November 19, 2019 CLOSED SESSION MEETING REGULAR CLOSED SESSION MEETING OF THE CITY COUNCIL - November 19, 2019; 5:00 P.M. CALL TO ORDER - Mayor PULIDO Mayor Pulido called the meeting to order at 6:03 p.m. COUNCILMEMBERS Present: Mayor Pulido Mayor Pro Tern Villegas Councilmember Bacerra Councilmember Iglesias Councilmember Penaloza Councilmember Sarmiento Councilmember Solorio COUNCILMEMBERS Absent: None Councilmembers, IGLESIAS, PENALOZA, SARMIENTO, SOLORIO AND VILLEGAS (Note: Elect Phil Bacerra) PUBLIC COMMENTS - Members of the public may address the City Council on items on the Closed Session Agenda. CLOSED SESSION ITEMS - The Brown Act permits legislative bodies to discuss certain matters without members of the public present. The City Council finds, based on advice from the City Attorney, that discussion in open session of the following matters will prejudice the position of the City in existing and anticipated litigation: CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION pursuant to Paragraph (1) of subdivision (d) of Section 54956.9 of the Government Code: 1 a) City of Santa Ana v. Antranik Ozbag Zorayan et al., Orange County Superior Court Case No. 30-2017- 00938838 DRAFT CITY COUNCIL MINUTES 1 NOVEMBER 19, 2019 1 b) Michael Semaza v. City of Santa Ana; Officer Nelson Menendez, United States District Court, Case No. 8:19- CV-00586-JVS 2. CONFERENCE WITH REAL PROPERTY NEGOTIATORS pursuant to Government Code Section 54956.8: Property: C2 and C3, Per RFP 19-026 2a. 405-272-21 - N/A (C2) 2b. 405-272-18 - 1411 N. Bristol St. (C2) 2c. 405-272-17 - 1405 N. Bristol St. (C2) 2d. 405-272-16 - 1401 N. Bristol St. (C2) 2e. 405-272-15 - 1321 N. Bristol St. (C2) 2f. 405-272-14 - 1319 N. Bristol St. (C2) 2g. 405-272-13 - 1315 N. Bristol St. (C2) 2h. 405-272-12 - 1311 N. Bristol St. (C2) 2i. 402-272-11 - 1303 N. Bristol St.(C2) 2j. 004-123-48 - 828 N. Bristol St. (C3) 2k. 004-123-52 - N/A (C3) City Negotiators: City Manager Kristine Ridge Negotiating party: Merchant Star International General Trading Under negotiation: Terms of Sale of Properties 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. ADJOURN CLOSED SESSION AND CONVENE TO THE REGULAR OPEN SESSION. Mayor Pulido adjourned the Closed Session at 6:00 p.m. DRAFT CITY COUNCIL MINUTES 2 NOVEMBER 19, 2019 REGULAR OPEN MEETING CALL TO ORDER - MAYOR PULIDO Mayor Pulido called the Regular Open Session at 6:03 p.m. COUNCILMEMBERS Present: Mayor Pulido Mayor Pro Tern Villegas Councilmember Iglesias Councilmember Penaloza Councilmember Sarmiento Councilmember Solorio COUNCILMEMBERS Absent: None PLEDGE OF ALLEGIANCE - MAYOR PULIDO INVOCATION - RUPERT VEGA, Police Chaplain CLOSED SESSION REPORT - The City Attorney will report items to be added to Consent Calendar Item 19A from the Closed Session meeting. The City Attorney stated that there were no reportable actions. PUBLIC COMMENTS — None. CONSENT CALENDAR MOTION: Approve staff recommendations on the following Consent Calendar items: Items 11A through 25C. Mayor Pro Tern Villegas motioned to adopt consent calendar items 11A through 25C, with the exception of item 20D, seconded by Councilmember Solorio. MOTION: Mayor Tem Villegas VOTE: AYES: NOES: Pro SECOND: Councilmember Solorio Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Iglesias, Councilmember Penaloza, Councilmember Solorio (6) None (0) DRAFT CITY COUNCIL MINUTES 3 NOVEMBER 19, 2019 ABSTAIN: None (0) ABSENT: Councilmember Sarmiento (1) ADMINISTRATIVE MATTERS 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. - ADOPT ORDINANCE NO. NS-2978 - AN ORDINANCE OF THE CITY OF SANTA ANA AMENDING CHAPTER 36, ARTICLE VIII OF THE SANTA ANA MUNICIPAL CODE RELATING TO PARKING METERS{STRATEGIC PLAN NO. 5, 11 — Finance and Management Services Agency Placed on first reading at the November 5, 2019 City Council meeting and approved by a vote of 5-0 (Pulido absent). Published in the Orange County Reporter on November 8, 2019. MOTION: Place ordinance on second reading and adopt. NOTICE OF PUBLIC HEARINGS 12A. SET A PUBLIC HEARING DATE FOR ABANDONMENT NO. 19-03: INTENT TO VACATE A PORTION OF BRISTOL STREET AT 815 NORTH BRISTOL STREET {STRATEGIC PLAN NO. 3, 2} - Public Works Agency 1. Adopt a resolution. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA DECLARING ITS INTENTION TO VACATE A PORTION OF BRISTOL STREET AT 815 NORTH BRISTOL STREET, SETTING A PUBLIC HEARING THEREON, AND DIRECTING NOTICE THEREOF TO BE POSTED AND PUBLISHED (ABANDONMENT NO. 19-03) 2. Set a public hearing for December 17, 2019. This Consent Item- Resolution No. 2019-106 was approved BOARDS / COMMISSIONS / COMMITTEES 13A. APPOINT SIMON GONZALEZ AND JACK HALEY TO THE WORKFORCE DEVELOPMENT BOARD FOR A PARTIAL TERM EXPIRING MAY 31, 2022 {STRATEGIC PLAN NO 5,11- Community Development Agency DRAFT CITY COUNCIL MINUTES 4 NOVEMBER 19, 2019 MOTION: Appoint Simon Gonzalez and Jack Haley to the Workforce Development Board representing private sector businesses (replacing McGowan and Piwnica) for a partial term expiring May 31, 2022. MISCELLANEOUS ADMINISTRATION 19A. CONFIRMATION OF CLOSED SESSION ACTION(S)— City Attorney's Office No reportable action. 19B. EXCUSED ABSENCES — Clerk of the Council Office 19C. RECEIVE AND FILE QUARTERLY REPORT FOR HOUSING DIVISION PROJECTS AND ACTIVITIES JULY — SEPTEMBER 2019 {STRATEGIC PLAN NO. 5, 3C} —Community Development Agency Community Redevelopment and Housing Commission approved the recommended action on October 23, 2019 by a vote of 6-0 (Garcia absent). MOTION: Receive and file the Quarterly Report for Housing Division Projects and Activities for the period of July 2019 — September 2019. 19D. RECEIVE AND FILE QUARTERLY REPORT OF INVESTMENTS AS OF SEPTEMBER 30, 2019 {STRATEGIC PLAN NO. 4, 1 D} — Finance and Management Services Agency MOTION: Receive and file quarterly report of investments as of September 30, 2019. 19E. QUARTERLY REPORT OF CONTRACTS UP TO $50,000 FOR NON-PUBLIC WORKS AND UP TO $250,000 FOR PUBLIC WORKS AUTHORIZED BY THE CITY MANAGER AS PERMITTED BY CHARTER SECTION 421 {STRATEGIC PLAN NO. 4, 11 — Finance and Management Services Agency MOTION: Receive and file Quarterly Report of Contracts entered into between July 1, 2019 to September 30, 2019 valued at up to $50,000 for non-public works contracts and agreements and up to $250,000 for public works contracts and agreements. 19F. APPROVE DESTRUCTION OF OBSOLETE CITY RECORDS {STRATEGIC PLAN NO. 5, 1}— City Attorney's Office, City Manager's Office, Information Technology Department, Human Resources Department, Community Development Agency, Police Department and Finance and Management Services Agency MOTION: Approve the request for the destruction of obsolete records from the City Attorney's Office, Human Resources, Information Technology, Santa Ana Police Department, Community Development Agency, City Manager's Office, and the Finance and Management Services Agency, in accordance with the retention scheduled in City Council Resolution 2013-014. DRAFT CITY COUNCIL MINUTES 5 NOVEMBER 19, 2019 19G. RECEIVE AND FILE PUBLIC WORKS AGENCY QUARTERLY PROJECT STATUS AND CAPITAL IMPROVEMENT PROGRAM REPORT FOR JULY THROUGH SEPTEMBER 2019 {STRATEGIC PLAN NO. 5, 1) - Public Works Agency MOTION: Receive and file the Public Works Agency Quarterly Project Status and Capital Improvement Program Report for July through September of 2019. BUDGETARY MATTERS APPROPRIATION ADJUSTMENTS 20A. APPROVE APPROPRIATION ADJUSTMENT AND AGREEMENT ACCEPTING A GRANT IN THE AMOUNT OF $60,000 WITH GOODWILL INDUSTRIES OF ORANGE COUNTY FOR THE VETERANS' EMPLOYMENT -RELATED ASSISTANCE PROGRAM {STRATEGIC PLAN NO. 2, 41 - Community Development Agency Approve an appropriation adjustment. (Requires five affirmative votes). APPROPRIATION ADJUSTMENT NO. 2020-062 - Recognizing Veterans' Employment -Related Assistance Program grant funds in the amount of $60,000 into the Federal Grant -Indirect revenue account and appropriating the same amount into the Veterans' Employment -Related Assistance Program expenditure account. 2. Authorize the City Manager to execute an agreement, Contract No. K9110010, with Goodwill Industries of Orange County for $60,000 awarded to the City of Santa Ana, Santa Ana WORK Center for workforce and job development activities, effective August 13, 2019 through March 31, 2021, subject to non - substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). 3. Authorize the City Manager to execute non -substantive amendments such as adjustment of operational expenses during the term of the agreement. This Consent Item - Agreement No. 2019-207 was approved. 20B. APPROVE AN APPROPRIATION ADJUSTMENT, AMEND THE FISCAL YEAR 2019-20 CAPITAL IMPROVEMENT PROGRAM, AND AWARD A CONSTRUCTION CONTRACT TO VIDO SAMARZICH, INC. IN THE AMOUNT OF $876,183, FOR THE RESIDENTIAL STREET REPAIR PROGRAM FISCAL YEAR 2018-19 PROJECT WITH AN ESTIMATED TOTAL COST OF $1,061,506 (PROJECT NO 19-7528) (STRATEGIC PLAN NO. 6, 1 C) - Public Works Agency and Community Development Agency Approve an appropriation adjustment. (Requires five affirmative votes). APPROPRIATION ADJUSTMENT NO. 2020-059 — To spend $222,319 from prior year fund balance in Sanitary Sewer Capital Recovery Charges, DRAFT CITY COUNCIL MINUTES 6 NOVEMBER 19, 2019 Improvements Other Than Building expenditure account, to pay for Sewer service adjustment work necessitated by this project. 2. Approve an amendment to the Fiscal Year 2019-20 Capital Improvement Program Residential Street Repair Program FY 2018-19 Project to include additional construction funds in the amount of $222,319. 3. Award a contract to Vido Samarzich, Inc., the lowest responsible bidder, in accordance with the base bid in the amount of $876,183, for construction of the Residential Street Repair Program FY 2018-19 Project, for the term beginning upon execution of the contract and ending upon project completion, and authorize the City Manager to execute the contract subject to non -substantive changes approved by the City Manager and the City Attorney. 4. Approve the Project Cost Analysis for a total estimated construction delivery cost of $1,061,506, which includes $876,183 for the construction contract; $97,704 for contract administration, inspection and testing; and an $87,619 project contingency (approximately 10% of the construction contract amount). 20C. APPROVE AN APPROPRIATION ADJUSTMENT, AUTHORIZE AN AGREEMENT WITH THE STATE OF CALIFORNIA OFFICE OF TRAFFIC SAFETY FOR PEDESTRIAN AND BICYCLE SAFETY PROGRAM FUNDS NOT TO EXCEED $100,000, AND AUTHORIZE AN AGREEMENT WITH CHARITABLE VENTURES IN AN AMOUNT NOT TO EXCEED $100,000 {STRATEGIC PLAN NO. 1, 3B) - Public Works Agency 1. Approve an appropriation adjustment. (Requires five affirmative votes). APPROPRIATION ADJUSTMENT NO. 2020-058 - Recognizing Office of Traffic Safety Pedestrian and Bicycle Safety grant funds in the amount of $100,000 in the OTS-PWA Traffic Safety Grants, Federal Grant -Indirect revenue account and appropriate the same amount to the OTS-Bicycle Safety PWA, Improvements Other Than Building expenditure account. 2. Authorize the City Manager to execute a one-year agreement, PS20034, with the State of California Office of Traffic Safety for Pedestrian and Bicycle Safety Program funds in an amount not to exceed $100,000, for a one-year period from October 1, 2019, through September 30, 2020 (timeframe consistent with the Grant Cycle), subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). This Consent Item - Agreement No. 2019-208 was approved. 3. Authorize the City Manager to execute an agreement with Charitable Ventures (a fiscal sponsor for Santa Ana Active Streets) to provide bicycle safety education services, for a one-year period from November 19, 2019, through November 18, 2020, in an amount not to exceed $100,000, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-209). DRAFT CITY COUNCIL MINUTES 7 NOVEMBER 19, 2019 This Consent Item - Agreement No. 2019-209 was approved. 20D. APPROVE AN APPROPRIATION ADJUSTMENT AND APPROVE A MEMORANDUM OF UNDERSTANDING WITH THE FULL-TIME EMPLOYEES' UNIT, SERVICE EMPLOYEES INTERNATIONAL UNION LOCAL 721 (SEIU) {STRATEGIC PLAN NO. 7, 4 and 61 - Human Resources Department MOTION: 1. Approve an appropriation adjustment. (Requires five affirmative votes). APPROPRIATION ADJUSTMENT NO. 2020-063 - Transferring $951,141 from General Fund Non -Departmental into the appropriate General Fund Accounting Units. 2. Authorize the City Manager to execute a Memorandum of Understanding (MOU) with the Full -Time Employees' Unit, Service Employees International Union Local 721 (SEIU) for the period of July 1, 2019 through June 30, 2022, regarding wages and other terms and conditions of employment (Agreement No. A-2019- XXX). Councilmember Solorio motioned to adopt consent calendar Item 20D, seconded by Mayor Pro Tern Villegas. MOTION: Councilmember SECOND: Mayor Pro Tern Villegas Solorio VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Penaloza, Councilmember Sarmiento, Councilmember Solorio (6) NOES: Councilmember Iglesias (1) ABSTAIN: None (0) ABSENT: None (0) This Consent Item - Agreement No. 2019-227 was approved. 20E. APPROVE APPROPRIATION ADJUSTMENT AND PURCHASE AND SALE AGREEMENTS PER RFP 19-026 GENERATING $8,104,200 IN REVENUE FOR BRISTOL STREET IMPROVEMENTS PROJECT (NON -GENERAL FUND) {STRATEGIC PLAN NOS. 6, 1 G; 3, 2C) - Public Works Agency 1. Authorize the City Manager to execute a purchase and sale agreement with Southwest Group Properties, for the sale of City -owned property located at APN's 405-252-21 and 405-252-22 in the amount of $1,100,000, subject to non - DRAFT CITY COUNCIL MINUTES 8 NOVEMBER 19, 2019 substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). This Consent Item - Agreement No. 2019-210 was approved. 2. Authorize the City Manager to execute a purchase and sale agreement with Merchant Star International General Trading , for the sale of City -owned property located at APN's 405-272-11, 450-272-12, 405-272-13, 405-272-14, 405-272-15, 405-272-16, 405-272-17, 405-272-18, and 405-272-21 in the amount of $2,605,000, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). This Consent Item - Agreement No. 2019-211 was approved. 3. Authorize the City Manager to execute a purchase and sale agreement with Merchant Star International General Trading, for the sale of City -owned property located at APN's 004-123-48 and 004-123-52 in the amount of $1,025,000, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). This Consent Item - Agreement No. 2019-212 was approved. 4. Authorize the City Manager to execute a purchase and sale agreement with Merchant Star International General Trading, for the sale of City -owned property located at APN's 015-194-37 and 015-194-40 in the amount of $1,050,000, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). This Consent Item - Agreement No. 2019-213 was approved. 5. Authorize the City Manager to execute a purchase and sale agreement with IAS Management, for the sale of City -owned property located at APN 399-085-11 in the amount of $127,700, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). This Consent Item - Agreement No. 2019-214 was approved. 6. Authorize the City Manager to execute a purchase and sale agreement with IAS Management, for the sale of City -owned property located at APN 004-122-39 in the amount of $257,700, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). This Consent Item - Agreement No. 2019-215 was approved. 7. Authorize the City Manager to execute a purchase and sale agreement with IAS Management, for the sale of City -owned property located at APN?s 405-073-14 DRAFT CITY COUNCIL MINUTES 9 NOVEMBER 19, 2019 and 405-073-15 in the amount of $188,700, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). This Consent Item - Agreement No. 2019-216 was approved. 8. Authorize the City Manager to execute a purchase and sale agreement with IAS Management, for the sale of City -owned property located at APN's 405-073-16, 405-073-17, and 405-073-18 in the amount of $287,700, subject to non - substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). This Consent Item - Agreement No. 2019-217 was approved. 9. Authorize the City Manager to execute a purchase and sale agreement with IAS Management, for the sale of City -owned property located at APN's 008-231-24, 008-231-26, and 008-231-27 in the amount of $237,700, subject to non - substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). This Consent Item - Agreement No. 2019-218 was approved. 10. Authorize the City Manager to execute a purchase and sale agreement with IAS Management, for the sale of City -owned property located at APN's 008-231-23 and 008-231-29 in the amount of $237,700, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). This Consent Item - Agreement No. 2019-219 was approved. 11. Authorize the City Manager and Clerk of the Council to execute a purchase and sale agreement with Dustin Do, for the sale of City -owned property located at APN's 008-232-31 and 008-232-34 in the amount of $192,800, subject to non - substantive changes approved by the City Manager and City Attorney(Agreement No. A-2019-XXX). This Consent Item - Agreement No. 2019-220 was approved. 12. Authorize the City Manager to execute a purchase and sale agreement with Dustin Do, for the sale of City -owned property located at APN 010-022-09 in the amount of $184,800, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). This Consent Item - Agreement No. 2019-221 was approved. 13. Authorize the City Manager to execute a purchase and sale agreement with IAS Management, for the sale of City -owned property located at APNs 010-183-01, 010-183-42, 010-183-43, and 010-183-44 in the amount of $357,700, subject to DRAFT CITY COUNCIL MINUTES 10 NOVEMBER 19, 2019 non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). This Consent Item - Agreement No. 2019-222 was approved. 14. Authorize the City Manager to execute a purchase and sale agreement with IAS Management, for the sale of City -owned property located at APN's 010-183-40, 010-183-41, and 010-183-42 in the amount of $251,700, subject to non - substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). This Consent Item - Agreement No. 2019-223 was approved. 15. Approve an appropriation adjustment. (Requires five affirmative votes). APPROPRIATION ADJUSTMENT NO. 2020-064 - Recognizing revenue in the amount of $5,498,000 in Select Street Construction Fund revenue account for Fiscal Year (FY) 2019-20 from the sale of City -owned property located at various locations and appropriating the same to the OCTA Bristol Street Corridor Improvements expenditure account. Receipt of Measure M Street Construction proceeds in the amount of $2,606,200 will be disbursed to the Orange County Transportation Authority (OCTA). SPECIFICATIONS - PURCHASE OF EQUIPMENT AND SERVICES 22A. AWARD A CONTRACT TO LANDSCAPE WEST MANAGEMENT SERVICES, INC. FOR WEED AND DEBRIS REMOVAL SERVICES IN THE AMOUNT OF $1,282,000 FOR A TWO YEAR TERM NON -GENERAL FUND (SPECIFICATION NO. 19-091) {STRATEGIC PLAN NO. 6, 2) - Finance and Management Services Agency, Public Works Agency and Community Development Agency MOTION: Award a contract to Landscape West Management Services, Inc. for weed and debris removal services for a two-year period expiring November 30, 2021, with provisions for two, two-year renewals exercisable by the City Manager, in an annual amount not to exceed $641,000, subject to non -substantive changes approved by the City Manager and City Attorney. PROJECTS/CHANGE ORDERS 23A. AWARD A CONSTRUCTION CONTRACT TO ALL AMERICAN ASPHALT IN THE AMOUNT OF $608,956, FOR EDINGER AVENUE REHABILITATION FROM RAITT STREET TO BRISTOL STREET PROJECT ESTIMATED PROJECT COST: $761,196 (PROJECT NO. 19-6946) {STRATEGIC PLAN NO. 6, 1 C; 1 G) - Public Works Agency 1. Award a contract to All American Asphalt, the lowest responsible bidder, in accordance with the base bid in the amount of $608,956, for construction of the Edinger Avenue Rehabilitation from Raitt Street to Bristol Street Project, for the term beginning upon execution of the contract and ending upon project DRAFT CITY COUNCIL MINUTES 11 NOVEMBER 19, 2019 completion, and authorize the City Manager to execute the contract subject to non -substantive changes approved by the City Manager and the City Attorney. 2. Approve the Project Cost Analysis for a total estimated construction delivery cost of $761,196, which includes $608,956 for the construction contract; $91,344 for contract administration, inspection and testing; and a $60,896 project contingency (approximately 10% of the construction contract amount), paid with Select street Construction Fund: Road Maintenance and Rehabilitation Account. 23B. AWARD A CONSTRUCTION CONTRACT TO CIVIC CONSTRUCTION ASSOCIATES IN THE AMOUNT OF $379,916, FOR THE CARL THORNTON PARK RESTROOM PROJECT LOCATED WITHIN THE KIWANIS BARRIER FREE PLAYGROUND ESTIMATED PROJECT COST: $476,907 (PROJECT NO. 16-2654) {STRATEGIC PLAN NOS. 6, 1 C & 1 G) - Public Works Agency and Parks, Recreation and Community Services Agency Award a contract to Civic Construction Associates, the lowest responsible bidder, in accordance with the base bid in the amount of $379,916, for construction of the Carl Thornton Park Restroom Project, for the term beginning upon execution of the contract and ending upon project completion, and authorize the City Manager to execute the contract subject to non -substantive changes approved by the City Manager and the City Attorney. 2. Approve the Project Cost Analysis for a total estimated construction delivery cost of $476,907, which includes $379,916 for the construction contract; $56,009 for contract administration, inspection and testing; and a $40,003 project contingency (approximately 10% of the construction contract amount), paid with Parks, Recreation and Community Services Acquisition & Development and General Funds. AGREEMENTS 25A. APPROVE AN AMENDMENT TO THE AGREEMENT WITH VACANT PROPERTY SECURITY, LLC TO INCREASE THE AGREEMENT AMOUNT BY $55,000 FOR A TOTAL OF $170,000, EXTEND THE TERM TO DECEMBER 4, 2020 AND ADD A ONE-YEAR RENEWAL OPTION ENDING ON DECEMBER 4, 2021 TO BE FUNDED BY THE GENERAL FUND {STRATEGIC PLAN NO. 5,41 — Parks, Recreation and Community Services Agency and Planning and Building Agency MOTION: Authorize the City Manager to execute an agreement amendment with Vacant Property Security, LLC for the placement of metal security doors, screens and other security equipment on buildings that will increase the agreement amount by $55,000 for a total of $170,000, extend the term to December 4, 2020 and add a one-year renewal option ending on December 4, 2021 exercisable by the City Manager and City Attorney to be funded by the General Fund, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). DRAFT CITY COUNCIL MINUTES 12 NOVEMBER 19, 2019 This Consent Item - Agreement No. 2019-224 was approved. 25B. APPROVE AN AGREEMENT WITH THE STATE OF CALIFORNIA - CALIFORNIA TRANSPORTATION COMMISSION FOR THE SOLUTIONS FOR CONGESTED CORRIDORS PROGRAM TO SECURE GRANT FUNDING WITH A FUNDING MATCH IN THE AMOUNT OF $197,000 FOR WARNER AVENUE CLASS II BIKEWAY PROJECT {STRATEGIC PLAN NO. 5, 6131 — Public Works Agency MOTION: Authorize the City Manager to execute an agreement with the State of California - California Transportation Commission to secure grant funds from the Solutions for Congested Corridors Program in an amount not to exceed $19.917 million, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). This Consent Item - Agreement No. 2019-225 was approved. 25C. APPROVE AN AMENDMENT TO THE AGREEMENT WITH SIEMENS INDUSTRY, INC., IN THE AMOUNT OF $105,000 FOR HEATING, VENTILATION, AND AIR CONDITIONING (HVAC) AND LIGHTING CONTROL SYSTEMS MAINTENANCE FOR A TOTAL AGREEMENT AMOUNT OF $323,942 {STRATEGIC PLAN NOS. 6, 1C; 6, 1G)— Public Works Agency MOTION: Authorize the City Manager to execute an amendment to the agreement with Siemens Industry, Inc., to extend the term of the agreement from April 30, 2020, through June 30, 2020, and to increase the not -to -exceed expenditure by $105,000 during the extended term, to provide HVAC and lighting control system maintenance on -call services, bringing the total amount of the agreement to $323,942, subject to non - substantive changes approved by the City Manager and the City Attorney (Agreement No. A-2019-XXX). This Consent Item - Agreement No. 2019-226 was approved. END OF CONSENT CALENDAR Mayor Pulido announced to hear public hearing item 75D after consent calendar items. Mayor Pulido announced that items 55B, 60A, 60B, 65A, 75B, and 75C will be continued to the next meeting. BUSINESS CALENDAR DRAFT CITY COUNCIL MINUTES 13 NOVEMBER 19, 2019 RESOLUTIONS 55A. ADOPT A RESOLUTION AND AUTHORIZE THE CARRY OVER OF GRANT FUNDS TO THE 2021 FEDERAL TRANSPORTATION IMPROVEMENT PROGRAM AS REQUIRED BY FUNDING AGENCY (STRATEGIC PLAN NO. 6, 1G) - Public Works Agency 1. Authorize the City Manager to submit selected projects to the Orange County Transportation Authority for inclusion into the 2021 Federal Transportation Improvement Program. 2. Adopt a resolution. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA CERTIFYING THAT THE CITY HAS THE RESOURCES TO FUND THE PROJECTS IN THE 2020/21-2025-26 TRANSPORTATION IMPROVEMENT PROGRAM AND AFFIRMING THE CITY'S COMMITMENT TO IMPLEMENT ALL PROJECTS IN THE PROGRAM Councilmember Bacerra motioned to adopt item 55A, seconded by Councilmember Penaloza. 14[011[a]Lq **Te lmIT,i - ii1.7a�9Xd�7►IIXOTOWOM I ii1TMk1 'inrow. Bacerra VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Penaloza, Councilmember Solorio (5) NOES: None (0) ABSTAIN: None (0) ABSENT: Councilmember Iglesias, Councilmember Sarmiento (2) 55B. ADOPT A RESOLUTION APPROVING A MASTER PAY SCHEDULE IN CONFORMANCE WITH TITLE 2 OF THE CALIFORNIA CODE OF REGULATIONS SECTION 570.5 AND THE CALIFORNIA PUBLIC EMPLOYEES' RETIREMENT SYSTEM (CALPERS) {STRATEGIC PLAN NO. 7, 4 & 61 — Human Resources Department A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA TO ADOPT RESOLUTION NO. 2019-XXX TO ADOPT AND APPROVE A MASTER SALARY SCHEDULE IN CONFORMANCE WITH TITLE 2 OF THE CALIFORNIA CODE OF REGULATIONS, SECTION 570.5 AND THE CALIFORNIA EMPLOYEES' RETIREMENT SYSTEM (CALPERS) DRAFT CITY COUNCIL MINUTES 14 NOVEMBER 19, 2019 Item 55B was continued to the next scheduled meeting. ADMINISTRATIVE MATTERS - BUSINESS 60A. ADOPT A RESOLUTION APPROVING SITE PLAN REVIEW NO. 2019-01 AND DENSITY BONUS AGREEMENT NO. 2019-01 TO FACILITATE CONSTRUCTION OF THE FOURTH AND MAIN MIXED -USE RESIDENTIAL AND COMMERCIAL DEVELOPMENT LOCATED AT 114 AND 117 EAST FIFTH STREET (STRATEGIC PLAN NOS. 3, 2; 5, 3) - Planning and Building Agency and Community Development Agency 1. Adopt a resolution. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING AND ADOPTING AN ADDENDUM TO THE ENVIRONMENTAL IMPACT REPORT FOR THE TRANSIT ZONING CODE PROJECT (SCH NO. 2006071100) FOR THE FIRST AMERICAN MIXED -USE DEVELOPMENT PROJECT LOCATED AT 114 EAST FIFTH STREET AND 117 EAST FIFTH STREET, AND RE - ADOPTION OF THE MITIGATION MONITORING AND REPORTING PROGRAM 2. Adopt a resolution. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING SITE PLAN REVIEW NO. 2019-01 AS CONDITIONED AND APPROVING DENSITY BONUS AGREEMENT NO. 2019-01 AS CONDITIONED FOR A NEW MIXED -USE RESIDENTIAL AND COMMERCIAL DEVELOPMENT FOR THE PROPERTIES LOCATED AT 114 EAST FIFTH STREET (SITE A) AND 117 EAST FIFTH STREET (SITE B) 3. Authorize the City Manager to execute a Density Bonus Agreement with Toll Brothers Apartment Living or assignees for a 55-year term, for the development of a mixed -use residential and commercial development with up to 220 residential rental units, including 11 residential rental affordable units, at 114 and 117 East Fifth Street, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). Item 60A was continued to the next scheduled meeting. 60B. ELECTION OF MAYOR PRO TEM, 2019-2020{STRATEGIC PLAN NO. 5, 11 - Clerk of the Council Office 1. The Mayor calls for nominations for Mayor Pro Tern position. 2. Close nominations for position. 3. The Mayor declares the result of the election. Item 60B was continued to the next scheduled meeting. DRAFT CITY COUNCIL MINUTES 15 NOVEMBER 19, 2019 REPORTS 65A. APPROVE THE ANNUAL CALENDAR OF REGULAR CITY COUNCIL MEETINGS FOR 2020 (STRATEGIC PLAN NO. 5, 1) - Clerk of the Council Office 1. Review calendar of regularly scheduled City Council Meetings in 2020. 2. Cancel the regularly scheduled City Council meeting for January 7, 2020; August 4, 2020; and November 3, 2020. 3. Direct staff to post Notice of Cancellation(s). The City Council hereby waives notice of said meetings as required by the government code. Item 65A was continued to the next scheduled meeting. Il1:11Los :IMU1V101 y 75A. PUBLIC HEARING — RESOLUTION ADJUSTING CITY WATER AND SEWER RATES (NON -GENERAL FUND) {STRATEGIC PLAN NO. 6, 1 H} - Public Works Agency As required by the provisions of Proposition 218, notices of a public hearing for adjusting water and sewer rates were mailed to all property owners within the City of Santa Ana water service area on or before October 5, 2019. The Clerk of the Council Office has received 70 protest letters, as of printing of the Agenda. MOTION: Adopt a resolution. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA ADJUSTING RATES FOR WATER AND SEWER SERVICES PROVIDED BY THE CITY OF SANTA ANA Mayor Pulido opened the public hearing at 12:33 a.m. Ed Murashie requested to continue meeting to future. Mayor Pulido closed the public hearing at 12:34 a.m. Councilmember Penaloza requested city staff meet with neighborhood. Mayor Pro Tern Villegas motioned to adopt item 75A and adopt Resolution No. 2019- 110, seconded by Mayor Pulido. MOTION: Mayor Pro SECOND: Mayor Pulido Tern Villegas VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Solorio (4) DRAFT CITY COUNCIL MINUTES 16 NOVEMBER 19, 2019 NOES: Councilmember Penaloza (1) ABSTAIN: None (0) ABSENT: Councilmember Iglesias, Councilmember Sarmiento (2) CONTINUE THE BALANCE OF THE BUSINESS CALENDAR ITEMS MOTION: Continue the balance of the Business Calendar items to the next City Council meeting, moved by Councilmember Solorio seconded by Councilmember Penaloza. MOTION: Councilmember SECOND: Councilmember Penaloza Solorio VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Penaloza, Councilmember Solorio (5) NOES: None (0) ABSTAIN: None (0) ABSENT: Councilmember Iglesias, Councilmember Sarmiento (2) Councilmembers Iglesias and Sarmiento left the meeting at 12:32 a.m. 75B. PUBLIC HEARING - RESOLUTION AND ORDINANCE ADOPTING THE UPDATED CALIFORNIA AND INTERNATIONAL BUILDING AND FIRE CODES WITH AMENDMENT AND REQUISITE FINDINGS {STRATEGIC PLAN CO. 3, 31 - Planning and Building Agency and Orange County Fire Authority Legal Notice published in the Orange County Reporter on November 8, 2019. Adopt a resolution. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA CALIFORNIA, SETTING FORTH FINDINGS WITH RESPECT TO LOCAL CONDITIONS WITHIN THE CITY OF SANTA ANA WHICH JUSTIFY CERTAIN MODIFICATIONS AND CHANGES TO THE CALIFORNIA BUILDING CODE, CALIFORNIA RESIDENTIAL CODE, CALIFORNIA GREEN BUILDING STANDARDS CODE, CALIFORNIA ELECTRICAL CODE, CALIFORNIA MECHANICAL CODE, CALIFORNIA PLUMBING CODE, CALIFORNIA ENERGY CODE, CALIFORNIA FIRE CODE, CALIFORNIA EXISTING BUILDING CODE, AND INTERNATIONAL PROPERTY MAINTENANCE CODE AS AMENDED BY THE STATE OF CALIFORNIA DRAFT CITY COUNCIL MINUTES 17 NOVEMBER 19, 2019 2. Place ordinance on first reading and authorize publication of title. AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AMENDING CHAPTERS 8 AND 14 OF THE SANTA ANA MUNICIPAL CODE TO ADOPT AND AMEND THERETO THE MOST RECENTLY ENACTED CALIFORNIA BUILDING CODE, CALIFORNIA RESIDENTIAL CODE, CALIFORNIA GREEN BUILDING STANDARDS CODE, CALIFORNIA ELECTRICAL CODE, CALIFORNIA MECHANICAL CODE, CALIFORNIA PLUMBING CODE, CALIFORNIA ENERGY CODE, CALIFORNIA FIRE CODE, CALIFORNIA EXISTING BUILDING CODE, AND INTERNATIONAL PROPERTY MAINTENANCE CODE Item 75B was continued to the next scheduled meeting. 75C. PUBLIC HEARING —ADOPT A RESOLUTION APPROVING CONDITIONAL USE PERMIT NO. 2019-10 TO ALLOW THE SALE OF DISTILLED SPIRITS FOR ON - PREMISE CONSUMPTION AND CONDITIONAL USE PERMIT NO. 2019-11 TO ALLOW AFTER HOURS OPERATIONS FOR MARISCOS HECTOR #1 LOCATED AT 1801 SOUTH MAIN STREET, UNITS D AND E {STRATEGIC PLAN NO. 3, 21 — Planning and Building Agency Legal Notice published in the Orange County Reporter and notices mailed out on November 8, 2019. MOTION: It is recommended that the City Council take one of the following actions: 1a. Adopt a resolution approving Conditional Use Permit No. 2019-10 as conditioned for a Type 47 Alcoholic Beverage Control (ABC) License and allow the sale of distilled spirits in addition to the beer and wine currently sold on the premises; and 1 b. Continue Conditional Use Permit No. 2019-11 to allow after-hours operation to April 27, 2020 for Planning Commission consideration; or 2a. Adopt a resolution approving Conditional Use Permit No. 2019-10 with added conditions for a Type 47 Alcoholic Beverage Control (ABC) License and allow the sale of distilled spirits in addition to the beer and wine currently sold on the premises; and 2b. Continue Conditional Use Permit No. 2019-11 to allow after-hours operation to April 27, 2020 for Planning Commission consideration; or 3. Adopt a resolution denying Conditional Use Permit No. 2019-10 and Conditional Use Permit No. 2019- 11. Item 75C was continued to the next scheduled meeting. DRAFT CITY COUNCIL MINUTES 18 NOVEMBER 19, 2019 Public Hearing Item 75D was considered after the Consent Calendar and prior to Item 55A and 75A. 75D. PUBLIC HEARING — FINAL ENVIRONMENTAL IMPACT REPORT NO. 2018-01, DEVELOPMENT AGREEMENT NO. 2018-01, GENERAL PLAN AMENDMENT NO. 2018-06 AND AMENDMENT APPLICATION NO. 2018-10 FOR THE PROPOSED MULTI -FAMILY DEVELOPMENT LOCATED AT 2525 NORTH MAIN STREET {STRATEGIC PLAN NO. 3, 21 — Planning and Building Agency Legal Notice published in the Orange County Register on November 9, 2019 and notices mailed out on November 8, 2019. MOTION: It is recommended that the City Council evaluate the modified project and consider one of the following options: OPTION 1. 1. Adopt a resolution affirming the recommendation of the Planning Commission and deny the following applications: Development Agreement No. 2018-01; General Plan Amendment No. 2018-06; and Amendment Application No. 2018- 10 establishing Specific Development No. 93. OPTION 2. 2A) Adopt a resolution certifying Final Environmental Impact Report No. 2018-01 (SCH No. 2018021031), adopting findings of fact pursuant to the California Environmental Quality Act, adopting a Statement of Overriding Considerations, and adopting the Mitigation Monitoring and Reporting Program ; 2B) Adopt an ordinance approving Development Agreement No. 2018-01; 2C) Adopt a resolution approving General Plan Amendment No. 2018-06 ; and 2D) Adopt an ordinance approving Amendment Application No. 2018-10 for Specific Development No. 93. Mayor Pulido opened the public hearing at 6:09 p.m. PUBLIC COMMENT Lisa Mills spoke in opposition to the project. Carl Benninger spoke in opposition to the project. Ellen Koldeway spoke in opposition to the project. Minh Tran, Director of Planning and Building Department, provided a brief presentation. DRAFT CITY COUNCIL MINUTES 19 NOVEMBER 19, 2019 RC Alley, Architects Orange, representing the applicant, provided a brief presentation. Michael Plantamura spoke in opposition to the project. Karyn Igar spoke in opposition to the project. Jeff Kavz spoke in opposition to the item. Tim Rush spoke in opposition to the project. Adam Wood spoke in support to the project. Art Pedroza spoke in support of the project. Ginelle Hardy spoke in opposition to the project. Gary Thomas spoke in opposition to the item. Alex Zamora spoke in support of the project. Patty Maize spoke in opposition to the project. Paul Maize spoke in opposition to the item. Ed Murashie spoke in opposition to the project. Genelle Johnson spoke in opposition to the project. Sue McDonald spoke in opposition of the project. Kelly Medina spoke in opposition to the project. Phil Schaefer spoke in opposition to the project. Lisa Gantz spoke spoke in opposition to the project. Mark Angell spoke in opposition to the project. Sharon Guluckson spoke in opposition to the project. Clay Henderson spoke in opposition to the project. Kathy Esfahani spoke in support of the project. Suzanne Blau spoke in opposition to the project. Dimitri Lujan spoke in opposition to the project. DRAFT CITY COUNCIL MINUTES 20 NOVEMBER 19, 2019 Laura Guzman spoke in opposition to the project. Drew Leonhardt spoke in opposition to the project. Irma Jauregui spoke in opposition to the item. Mario Tovar spoke in support of the project. Gil Wilksen spoke in opposition to the project. Steve Steggell spoke in opposition to the project. Miguel Ortiz spoke in opposition to the project. Mayor Pulido recessed the meeting at 8:00 p.m. and reconvened at 8:15 p.m. Cathy Morehead spoke in opposition to the project. Richard Baily spoke in support of the project. Gary Hendricks spoke in support of the project. David Pocket spoke in opposition to the project. Loretta Bult spoke in support of the project. Vincent Flynn spoke in opposition to the project. Claudia Tanega spoke in support of the project. Anne Wilson spoke in opposition to the project. Glenda Newcomer spoke in opposition to the project. Jun Tanega spoke in support of the project. Alicia Berhun spoke in support of the project. Debera Hendricks spoke in support of the project Michael O'Vail spoke in opposition to the project. Bill Bonnett spoke in opposition to the project. Brenda Call spoke in opposition to the project. DRAFT CITY COUNCIL MINUTES 21 NOVEMBER 19, 2019 David Slaton spoke in opposition to the project. Carol Slaton spoke in opposition to the project. Jonathan Obest spoke in opposition to the project. Jeanette Wood spoke in support of the project. Lewis Wood spoke in support of the project. Silvia Poseda spoke in opposition to the project. Frank Lopez spoke in opposition to the project. Elizabeth Hansburg spoke in support of the project. Stephen Swytak spoke in opposition to the project. Judy Swytak spoke in opposition to the project. Esther Lopez spoke in opposition to the project. Thomas Cartnes spoke in opposition to the project. Jeff Dresser spoke in opposition to the project. Bea Tiritilli spoke in opposition to the project. Julie Humphreys spoke in opposition to the project. Kristin Candy spoke in opposition to the project. Eric Scandrett spoke in opposition to the project. Rory Kirk spoke in opposition of the project Leland Coontz spoke in opposition of the project. Billy Leigh spoke in opposition to the project. Lenette Wardinski spoke in opposition to the project. Mike Fulr spoke in support of the project. Giles Candy spoke in opposition to the project. Rob Richardson spoke in opposition of the project. DRAFT CITY COUNCIL MINUTES 22 NOVEMBER 19, 2019 Christine Denny-Helvig spoke in opposition to the project. Diane Fradkin spoke in opposition of the project. Larry Haynes spoke in support of the project. John Fradkin spoke in opposition of the project. Dave Everett spoke in support of the project. Patricia Coleman spoke in opposition of the project. Angel Barnes spoke in opposition of the project. Steve Gorgore spoke in opposition of the project. Lisa Winter spoke in opposition of the project. Suzy Purrington spoke in opposition of the project. Karen Eaton spoke in opposition of the project. Adeline Allen spoke in opposition of the project. Chuck Krolikowski spoke in opposition of the project. Mark Rothenberg, Senior Counsel at Southern California Edison, Complex Real Estate Transactions, Land Use, and Government Affairs, spoke in opposition of the project. James Waters spoke in opposition of the project. Ted Moreno spoke in opposition of the project. Peter Katz spoke in opposition of the project. Sandy Stiassni spoke in opposition of the project. Theodore Moreno spoke in opposition of the project. Tim Basalone spoke in opposition of the project. Carlo Bonanni spoke in opposition of the project. Dale Helvig spoke in opposition of the project. Michelle O'Valle spoke in opposition to the project. DRAFT CITY COUNCIL MINUTES 23 NOVEMBER 19, 2019 Jim Simon spoke in support of the projects. RC Alley, Architects Orange, representing the applicant, provided a rebuttal. Seeing no one else wishing to speak, Mayor Pulido closed the public hearing at 11:20 p. M. Councilmember Bacerra motioned to adopt that the City Council evaluate the modified project and consider one of the following options: 1. Adopt a resolution affirming the recommendation of the Planning Commission and deny the following applications: Development Agreement No. 2018-01; General Plan Amendment No. 2018-06; and Amendment Application No. 2018-10 establishing Specific Development No. 93, seconded by Mayor Pulido. Councilmember Solorio substitute motioned to adopt as amended the mitigation to include an amount for up to $150,000 for high -quality security fencing under the 5 and Broadway overpass in Santiago Creek; 2A) Adopt RESOLUTION NO. 2019-107; 2B) Adopt an ordinance approving Development Agreement No. 2018-01; 2C) Adopt RESOLUTION NO. 2019-108; and 2D) Adopt an ordinance approving Amendment Application No. 2018-10 for Specific Development No. 93, seconded by Councilmember Penaloza. MOTION: Councilmember SECOND: Councilmember Penaloza Solorio VOTE: AYES: Councilmember Iglesias, Councilmember Penaloza, Councilmember Sarmiento, Councilmember Solorio (4) NOES: Mayor Pulido, Mayor Pro Tem Villegas, Councilmember Bacerra (3) ABSTAIN: None (0) ABSENT: None (0) Mayor Pulido recessed the meeting at 12:14 a.m. and reconvened at 12:31 a.m. WIC &18l: 10l16y PUBLIC COMMENTS (If not considered by the Chair at an earlier time. Please refer to Basic City Council Meeting Information page for details). None. DRAFT CITY COUNCIL MINUTES 24 NOVEMBER 19, 2019 90A. CITY MANAGER'S COMMENTS None. 90B. CITY COUNCILMEMBER COMMENTS AB1234 DISCLOSURE — If the City paid for travel or other expenses this is the time for members of the Council to provide a brief oral report on attendance of any regional board or commission meeting or any conference, meeting or event attended. Oral Reports from standing or ad -hoc city COUNCIL COMMITTEES ADJOURNMENT - The next meeting of the City Council is scheduled for Tuesday, December 3, 2019 at 5:00 p.m. for the Closed Session Meeting immediately followed by the Regular Open Business Meeting at 5:45 p.m. in the Council Chamber, 22 Civic Center Plaza, Santa Ana, California. Mayor Pulido adjourned the meeting at 12:41 a.m. Daisy Gomez, Clerk of the Council DRAFT CITY COUNCIL MINUTES 25 NOVEMBER 19, 2019 DRAFT MINUTES OF THE REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF SANTAANA, CALIFORNIA December 3, 2019 CLOSED SESSION MEETING CLOSED SESSION MEETING OF THE CITY COUNCIL - DECEMBER 3, 2019, 5:00 P.M. CALL TO ORDER - Mayor PULIDO Mayor Pulido called the closed session meeting at 5:13 p.m. Councilmember Iglesias joined the meeting at 5:24 p.m. Seeing no one wishing to speak, Mayor Pulido recessed the meeting at 5:13 p.m. Councilmembers Present: Mayor Pulido Mayor Pro Tern Villegas Councilmember Bacerra Councilmember Iglesias Councilmember Penaloza Councilmember Sarmiento Councilmember Solorio Councilmember Villegas PUBLIC COMMENTS - None CLOSED SESSION ITEMS - The Brown Act permits legislative bodies to discuss certain matters without members of the public present. The City Council finds, based on advice from the City Attorney, that discussion in open session of the following matters will prejudice the position of the City in existing and anticipated litigation: 1. CONFERENCE WITH LEGAL COUNSEL- EXISTING LITIGATION pursuant to Paragraph (1) of subdivision (d) of Section 54956.9 of the Government Code: 1 a. Laura and John Franks v. City of Santa Ana, Orange County Superior Court, Case No. 30-2019-01051892-CU-OE-CJC This Closed Session Item 1A - Agreement No. 2019-234 was approved. DRAFT CITY COUNCIL MINUTES 1 DECEMBER 3, 2019 1 b. Orange County Communities Organized for Responsible Development v. City of Santa Ana, Orange County Superior Court, Case No. 30-2019-01070617-CU-WM-CJC 2. CONFERENCE WITH LEGAL COUNSEL --ANTICIPATED LITIGATION pursuant to paragraph (2) OR (3) of subdivision (d) of Section 54956.9 of the Government Code: One 3. CONFERENCE WITH LABOR NEGOTIATOR pursuant to Government Code Section 54957.6(a): Agency Negotiators: Human Resources Executive Director, Steven Pham Service Employees' International Union (SEIU) Part-time Civil Service Employees Service Employees' International Union (SEIU) Part -Time 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. ADJOURN CLOSED SESSION AND CONVENE TO THE REGULAR OPEN SESSION. Mayor Pulido adjourned the Closed Session at 5:45 p.m. DRAFT CITY COUNCIL MINUTES 2 DECEMBER 3, 2019 REGULAR OPEN MEETING CALL TO ORDER - MAYOR PULIDO Mayor Pulido called the regular meeting to order at 6:07 p.m. COUNCILMEMBERS Present: Mayor Pulido Mayor Pro Tern Villegas Councilmember Bacerra Councilmember Iglesias Councilmember Penaloza Councilmember Sarmiento Councilmember Solorio COUNCILMEMBERS Absent: None PLEDGE OF ALLEGIANCE - MAYOR PULIDO INVOCATION BOB BARNETT, Police Chaplain CEREMONIAL PRESENTATIONS CERTIFICATE OF RECOGNITION presented by MAYOR PULIDO recognizing the Orange County School of the Arts for their 20th Anniversary in the City of Santa Ana and for their Outstanding Contributions to the Community. 2. CERTIFICATES OF RECOGNITION presented by MAYOR PRO TEM VILLEGAS recognizing Santa Ana Police Department Explorers for their Outstanding Contributions to the Community. 3. CERTIFICATES OF RECOGNITION presented by COUNCILMEMBER IGLESIAS recognizing Teresa "Tita" Smith of Catholic Charities of Orange County for her Outstanding Contributions to the Community. 4. CERTIFICATES OF RECOGNITION presented by COUNCILMEMBER PENALOZA recognizing Kent Huskins of Huskins Coffee Company for his Outstanding Contributions to the Community. 5. CERTIFICATE OF RECOGNITION presented by COUNCILMEMBER SARMIENTO recognizing Godinez Fundamental High School and Saddleback High School Counseling Programs for their Outstanding Contributions to the Community. DRAFT CITY COUNCIL MINUTES 3 DECEMBER 3, 2019 CLOSED SESSION REPORT - The City Attorney will report items to be added to Consent Calendar Item 19A from the Closed Session meeting. PUBLIC COMMENTS — See Item 11A and Item 25D Mayor Pulido announced that Item 11A will be taken out of order and considered prior to the balance of the Consent Calendar items. Mayor Pulido announced that Councilmember Sarmiento will leave meeting early. Mayor Pulido made an announcement regarding Councilmember Bacerra's reception after Item 11A was discussed. Items 20B, 20A, 20C, 25D, and 22D were considered prior to the balance of the Consent Calendar items. CONSENT CALENDAR ADMINISTRATIVE MATTERS 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. Mayor Pulido allowed public comments regarding Item 11A to take place first before voting on consent calendar items. 11A. ORDINANCE SECOND READING: APPROVING DEVELOPMENT AGREEMENT NO. 2018-01 WITH AC 2525 MAIN, LLC AND AMENDMENT APPLICATION NO. 2018-01 TO ESTABLISH SPECIFIC DEVELOPMENT NO. 93 (SD-93) FOR 2525 NORTH MAIN STREET {STRATEGIC PLAN NO. 3,2) — Planning and Building Agency Placed on first reading at the November 19, 2019 City Council meeting and approved by a vote of 4-3 (Bacerra, Pulido and Villegas dissented). Published in the Orange County Reporter on November 22, 2019. 1. ORDINANCE NO. NS-2979 - AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING DEVELOPMENT AGREEMENT NO. 2018-01 BETWEEN THE CITY OF SANTA ANA AND AC 2525 MAIN, LLC FOR CERTAIN REAL PROPERTY LOCATED AT 2525 NORTH MAIN STREET WITHIN THE CITY OF SANTA ANA PURSUANT TO CALIFORNIA GOVERNMENT CODE SECTION 65864, ET SEQ. DRAFT CITY COUNCIL MINUTES 4 DECEMBER 3, 2019 2. ORDINANCE NO. NS-2980 - AN ORDINANCE OF THE CITY COUNCIL APPROVING AMENDMENT APPLICATION NO. 2018-10 REZONING THE PROPERTY LOCATED AT 2525 NORTH MAIN STREET FROM PROFESSIONAL (P) TO SPECIFIC DEVELOPMENT NO. 93 (SD-93) (AA NO. 2018-10) AND ADOPTING SPECIFIC DEVELOPMENT NO. 93 (SD- 93) FOR SAID PROPERTY PUBLIC COMMENT Mark Rothenberg spoke in opposition to the item. Ellen M. Koldewey spoke in opposition to the item. Lisa Gomez spoke in opposition to the item. Angel Barnes spoke in opposition to the item. Diane Fradkin spoke in opposition to the item. John Fradkin spoke in opposition to the item. Dale Helvig spoke in opposition to the item. Justin Chapman spoke in opposition to the item. Patricia Coleman spoke in opposition to the item. Steven Swaitek spoke in opposition to the item. Michael Ovalle spoke in opposition to the item. Tim Rush spoke in opposition to the item. Councilmember Solorio moved to place ordinances on second reading and adopt, died for lack of a second. Councilmember Bacerra proposed a substitute motion to have the item be denied, seconded by Mayor Pro Tern Villegas. Councilmember Penaloza proposed a substitute motion to have the item continued for 30 days to allow more time for the item to be discussed, seconded by Councilmember Bacerra. Councilmember Sarmiento requested clarification from City Attorney, Sonia Carvalho, regarding procedure. DRAFT CITY COUNCIL MINUTES 5 DECEMBER 3, 2019 Councilmember Bacerra rescinded his seconding on Councilmember Penaloza's motion of continuing the Item for another 30 days Amended Motion: Continue to December 17, 2019 meeting; have City staff look over claims made in Dale Helvig's letter in regards to "holes" in the agreement; and make non -substantive changes. MOTION: Councilmember SECOND: Councilmember Solorio Penaloza VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Iglesias, Councilmember Penaloza, Councilmember Sarmiento, Councilmember Solorio (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) BOARDS / COMMISSIONS / COMMITTEES 13A. APPOINT GILBERT VASQUEZ TO THE COMMUNITY REDEVELOPMENT AND HOUSING COMMISSION FOR A FULL -TERM EXPIRING DECEMBER 8, 2020 AS THE SENIOR TENANT REPRESENTATIVE {STRATEGIC PLAN NO. 5, 11 - Clerk of the Council Office MOTION: Nominate Gilbert Vasquez for an appointment to the Community Redevelopment and Housing Commission for the vacant Senior Tenant Commissioner seat; nominated by the Community Development Agency. 13B. APPOINT NORMA GARCIA NOMINATED BY COUNCILMEMBER SARMIENTO AS THE WARD 1 REPRESENTATIVE TO THE PLANNING COMMISSION FOR A PARTIAL -TERM EXPIRING DECEMBER 8, 2020 {STRATEGIC PLAN NO. 5, 11 - Clerk of the Council Office MOTION: Nominate Norma Garcia for an appointment to the Planning Commission as the Ward 1 representative (replaces E. Alderete). DRAFT CITY COUNCIL MINUTES 6 DECEMBER 3, 2019 MISCELLANEOUS ADMINISTRATION 19A. CONFIRMATION OF CLOSED SESSION ACTION(S)— City Attorney's Office Motion to Approve Closed Session Item 1 A: Laura and John Franks v. City of Santa Ana, Orange County Superior Court, Case No. 30-2019-01051892-CU-OE-CJC. City Council approved a settlement of $300,000 with a vote of 4-3 (Iglesias, Penaloza, and Solorio dissented), Agreement No. 2019-234. Mayor Pro Tern Villegas motioned to approve, seconded by Mayor Pulido. MOTION: Mayor Pro SECOND: Mayor Pulido Tern Villegas VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Sarmiento (4) NOES: Councilmember Iglesias, Councilmember Penaloza, Councilmember Solorio (3) F_3 *31/_1I � ABSENT: None (0) None (0) Motion to Approve 2. CONFERENCE WITH LEGAL COUNSEL --ANTICIPATED LITIGATION pursuant to paragraph (2) OR (3) of subdivision (d) of Section 54956.9 of the Government Code: One Direction given to staff to extend a towing agreement by a vote 7-0. MOTION: Mayor SECOND: Councilmember Solorio Pulido VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Iglesias, Councilmember Penaloza, Councilmember Sarmiento, Councilmember Solorio (7) NOES: None (0) ABSTAIN: None (0) DRAFT CITY COUNCIL MINUTES 7 DECEMBER 3, 2019 ABSENT: None (None) 19B. EXCUSED ABSENCES — Clerk of the Council Office 19C. RECEIVE AND FILE FISCAL YEAR 2018-2019 GENERAL FUND PRELIMINARY FISCAL YEAR END RESULTS AND FISCAL YEAR 2019-2020 GENERAL FUND — FIRST QUARTER UPDATE {STRATEGIC PLAN NO. 4, 11 — Finance and Management Services Agency MOTION: Receive and file Fiscal Year 2018-2019 General Fund preliminary fiscal year end results and Fiscal Year 2019-2020 General Fund First Quarter Update. BUDGETARY MATTERS APPROPRIATION ADJUSTMENTS Consent Item 20B was considered prior to 20A. 20A. APPROVE APPROPRIATION ADJUSTMENTS TO FUND AUTHORIZED POLICE OFFICER POSITIONS APPROPRIATE FUNDING FOR OVERTIME AND UNFUNDED LIABILITY PAYMENTS PREVIOUSLY FUNDED IN THE PARKING FUND (STRATEGIC PLAN NO. 1,1i}- Police Department Councilmember Solorio moved to continue the item for two weeks. Mayor Pro Tern made a substitute motion to approve recommended actions by staff. Motion to Adopt: 1. Authorize the funding of eighteen (18) police officer positions previously unfunded within the General Fund for an approximate annualized cost of $2,700,000. This amount includes the partial year funding of $1,312,500 proposed in action item #2. 2. Approve appropriation adjustments. (Requires five affirmative votes). 2a. APPROPRIATION ADJUSTMENT NO. 2020-069 — To utilize General Fund balances from prior fiscal year (2018-19) in the amount of $1,312,500 to provide partial year funding for eighteen (18) authorized unfunded police officer positions in the Police Department's Field Operations accounting unit for fiscal year 2019-20. 2b. APPROPRIATION ADJUSTMENT NO. 2020-070 — To utilize General Fund balances from prior fiscal year (2018-19) to fund $977,620 for DRAFT CITY COUNCIL MINUTES 8 DECEMBER 3, 2019 overtime and unfunded liability expenses previously funded through the Parking Downtown Enhancements fund. MOTION: Mayor Pro SECOND: Councilmember Bacerra Tern Villegas VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Penaloza (4) NOES: Councilmember Iglesias (1) ABSTAIN: Councilmember Sarmiento and Councilmember Solorio (2) ABSENT: None (0) Substitute motion did not pass as it required a super majority vote. Motion to continue two weeks to the December 17, 2019 City Council meeting. MOTION: Councilmember SECOND: Councilmember Penaloza Solorio VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Penaloza, Councilmember Solorio (4) NOES: Councilmember Bacerra, Councilmember Iglesias, Councilmember Sarmiento (3) ABSTAIN: None (0) ABSENT: Councilmember Bacerra (1) 20B. APPROVE AN APPROPRIATION ADJUSTMENT, AMEND THE FISCAL YEAR 2019-20 CAPITAL IMPROVEMENT PROGRAM, AUTHORIZE A BUDGET REALLOCATION, AND AWARD A CONSTRUCTION CONTRACT TO ARAMEXX CONSTRUCTION IN THE AMOUNT OF $1,000,910, FOR THE LINCOLN AVENUE PEDESTRIAN PATHWAY FROM PARK LANE TO SANTIAGO CREEK PROJECT WITH AN ESTIMATED TOTAL PROJECT COST DRAFT CITY COUNCIL MINUTES 9 DECEMBER 3, 2019 OF $1,201,886 (PROJECT NO 17-6802) {STRATEGIC PLAN NO. 6, 1C) - Public Works Agency PUBLIC COMMENTS: Paul Berry spoke in support of the item. Bea Tiritilli spoke in support of the item. Gerald Tiritilli spoke in support of the item. Patricia Coleman spoke in support of the item. Motion to Adopt Approve an appropriation adjustment. (Requires five affirmative votes). APPROPRIATION ADJUSTMENT NO. 2020-066 - To spend $43,000 from prior year fund balance in the Select Street Construction Fund, Improvements Other Than Building expenditure account. 2. Approve an amendment to the Fiscal Year 2019-20 Capital Improvement Program to include additional construction funds in the amount of $43,000 for the Lincoln Avenue Pedestrian Pathway from Park Lane to Santiago Creek Project. 3. Authorize reallocation of $128,886 in unspent project funds to the Lincoln Avenue Pedestrian Pathway from Park Lane to Santiago Creek Project (Project 17-6802) as follows: $82,926 in Measure M2 Local Fairshare funds from the Cabrillo Park Sidewalk Improvements project (Project 16-6862), $13,960 in Select Street Construction Gas Tax funds from the Omnibus Concrete Repair project (Project 18-6864), and $32,000 in Select Street Construction Gas Tax funds from the Lincoln/Fairhaven Access Trail project (Project 13-6795). 4. Award a contract to Aramexx Construction, the lowest responsible bidder, in accordance with the base bid plus add Alternative Bid Items 54 and 55 in the amount of $1,000,910, for construction of the Lincoln Avenue Pedestrian Pathway from Park Lane to Santiago Creek Project, for the term beginning upon execution of the contract and ending upon project completion, and authorize the City Manager to execute the contract, subject to non - substantive changes approved by the City Manager and the City Attorney. 5. Approve the Project Cost Analysis for a total estimated construction delivery cost of $1,201,886, which includes $1,000,910 for the construction contract; $123,550 for contract administration, inspection, and testing; and a $77,426 project contingency (approximately 7.7% of the construction contract amount). moved by Councilmember Solorio seconded by Councilmember Bacerra. Councilmember Solorio motioned to adopt, seconded by Councilmember Bacerra. MOTION: Councilmember SECOND: Councilmember Bacerra Solorio DRAFT CITY COUNCIL MINUTES 10 DECEMBER 3, 2019 VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Iglesias, Councilmember Penaloza, Councilmember Sarmiento, Councilmember Solorio (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) Councilmember Sarmiento left the meeting at 8:15 p.m. 20C. APPROVE APPROPRIATION ADJUSTMENT FOR FISCAL YEAR 2019 HOMELAND SECURITY GRANT PROGRAM FUNDING IN THE AMOUNT OF $4,850,000 {STRATEGIC PLAN NO. 1.2, 6} — Police Department MOTION to Adopt: Approve an appropriation adjustment. (Requires five affirmative votes). APPROPRIATION ADJUSTMENT NO. 2020-065 - Recognizing $4,850,000 in the Fiscal Year 2019 Urban Area Security Initiative revenue account and appropriate same to expenditures accounts. Mayor Pro Tern Villegas motioned to adopt, seconded by Councilmember Iglesias. MOTION: Mayor Pro SECOND: Councilmember Iglesias Tem Villegas VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Iglesias, Councilmember Penaloza, Councilmember Solorio (5) NOES: None (0) ABSTAIN: None (0) ABSENT: Councilmember Bacerra, Councilmember Sarmiento (2) SPECIFICATIONS - PURCHASE OF EQUIPMENT AND SERVICES DRAFT CITY COUNCIL MINUTES 11 DECEMBER 3, 2019 22A. AMEND PURCHASE ORDER WITH TRANSWEST TRUCK CENTER, LLC, FOR TWO STAKE BED DUMP TRUCKS IN THE AMOUNT OF $172,072 (SPECIFICATION NO. 19-041) {STRATEGIC PLAN NO. 6, 2)- Finance and Management Services Agency and Public Works Agency MOTION: Amend the contract with Transwest Truck Center, LLC, for the procurement of two additional stake bed dump trucks in the amount of $162,072, plus a contingency of $10,000, for a total amount not to exceed $172,072, subject to non -substantive changes approved by the City Manager and City Attorney. 22B. AMEND THE CONTRACTS FOR ELECTRICAL REPAIRS AND REHABILITATION SERVICES FOR CITY WATER FACILITIES, INCREASING THE ANNUAL AGREEMENT AMOUNT BY $300,000, FOR A TOTAL REVISED ANNUAL AGGREGATE AMOUNT NOT TO EXCEED $900,000 (NON -GENERAL FUND) (SPECIFICATION NO. 17-007) {STRATEGIC PLAN NO. 6,1) - Finance and Management Services Agency and Public Works Agency MOTION: Amend the contracts for electrical repair and rehabilitation services for City water facilities to increase the annual agreement amount by an additional $300,000, for a revised annual aggregate amount not to exceed $900,000, for the remainder of the contract and the two one-year renewal options, if exercised, subject to non -substantive changes approved by the City Manager and City Attorney with the following vendors: 1. Inter -Pacific, Inc. ; Tustin location 2. Lead Electric, Inc.; Santa Fe Springs location 3. M. Brey Electric, Inc.; Beaumont location 22C. AWARD A PURCHASE ORDER FOR AN AMOUNT NOT TO EXCEED $101,007 TO GUARANTY CHEVROLET MOTORS INC. FOR FOUR CHEVROLET EQUINOX (GENERAL FUND) (SPECIFICATION NO. 19-084) {STRATEGIC PLAN NO. 6,21 - Finance and Management Services Agency and Public Works Agency MOTION: Authorize a one-time purchase and payment of purchase order to Guaranty Chevrolet Motors Inc., for four Chevrolet Equinox vehicles for an amount not to exceed $101,007, to be funded by the General Fund, subject to non -substantive changes approved by the City Manager and City Attorney. 22D. CONTRACTS AWARD FOR OFFICE FURNITURE, INSTALLATION AND RELATED SERVICES IN THE AMOUNT OF $1,131,240 (GENERAL FUND) (SPECIFICATION NO. 19-114) {STRATEGIC PLAN NO. 7,51 - Finance and Management Services Agency; City Attorney's Office; City Manager's Office; Clerk of the Council Office; Human Resources Department; Information Technology DRAFT CITY COUNCIL MINUTES 12 DECEMBER 3, 2019 Department; Library Department; Parks, Recreation and Community Services Agency; Planning and Building Agency; Police Department and Public Works Agency MOTION to Adopt: Award contracts for the purchase of office furniture, installation and related services for various citywide furniture projects beginning December 3, 2019 and expiring upon completion of the identified projects, in a total aggregate amount between the five selected vendors for a not to exceed amount of $1,028,400 plus a 10 percent contingency for a new total aggregate amount of $1,131,240, subject to non -substantive changes approved by the City Manager and City Attorney, with the following vendors: 1. Culver -Newlin, Corona location 2. GM Business Interiors, Riverside location 3. Interior Office Solutions, Irvine location 4. Pivot Interiors, Costa Mesa location 5. Yamada Enterprises, Huntington Beach location MOTION: Councilmember SECOND: Councilmember Bacerra Penaloza VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Iglesias, Councilmember Penaloza, Councilmember Solorio (6) NOES: None (0) ABSTAIN: None (0) ABSENT: Councilmember Sarmiento (1) Mayor Pulido recused himself from voting on Item 25A because of a conflict of interest. rG[e1:70:185l:101r&y 25A. APPROVE AN AGREEMENT AMENDMENT WITH WEST COAST ARBORIST, INC. FOR TREE MAINTENANCE SERVICES FOR CITY PARKS THAT WILL INCREASE THE ANNUAL AGREEMENT AMOUNT BY $250,000 PER YEAR FOR THE CURRENT RENEWAL PERIOD ENDING ON JUNE 30, 2021 FOR A TOTAL ANNUAL AGREEMENT AMOUNT OF $1,540,767.60 WITH THE ADDITIONAL DRAFT CITY COUNCIL MINUTES 13 DECEMBER 3, 2019 AMOUNT TO BE FUNDED BY THE GENERAL FUND AND CIVIC CENTER FUND (STRATEGIC PLAN NO. 6, 1 B) — Parks, Recreation and Community Services Agency MOTION: Authorize the City Manager to execute an agreement amendment with West Coast Arborist, Inc. for tree maintenance services for city parks to increase the annual agreement amount by $250,000 per year for the current renewal period ending on June 30, 2021. The new total annual agreement amount will be $1,540,767.60 with the additional amount to be funded by the General Fund and Civic Center Fund, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). Motion to approve recommendation Authorize the City Manager to execute an agreement amendment with West Coast Arborist, Inc. for tree maintenance services for city parks to increase the annual agreement amount by $250,000 per year for the current renewal period ending on June 30, 2021. The new total annual agreement amount will be $1,540,767.60 with the additional amount to be funded by the General Fund and Civic Center Fund, subject to non - substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019- XXX). moved by Councilmember Penaloza seconded by Councilmember Bacerra. Councilmember Penaloza motioned to approve recommendation, seconded by Councilmember Bacerra. MOTION: Councilmember SECOND: Councilmember Bacerra Penaloza VOTE: AYES: Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Iglesias, Councilmember Penaloza, Councilmember Solorio (5) NOES: None (0) ABSTAIN: Mayor Pulido (1) ABSENT: Councilmember Sarmiento (Councilmember Sarmiento) This Consent Item 25A - Agreement No. 2019-228 was approved. 25B. APPROVE THE REVISED AGREEMENT WITH THE METROPOLITAN WATER DISTRICT OF SOUTHERN CALIFORNIA FOR FUTURE SUPPLY ACTIONS FUNDING FOR THE RESTORATION FROM INVASIVE DREISSENID MUSSELS STUDY {STRATEGIC PLAN NO. 5,21 — Public Works Agency MOTION: Authorize the City Manager to execute a revised agreement with the Metropolitan Water District of Southern California for Future Supply Actions Funding for DRAFT CITY COUNCIL MINUTES 14 DECEMBER 3, 2019 the Restoration of Local Recharge Sources from Invasive Dreissenid Mussels Study, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). This Consent Item 25B - Agreement No. 2019-229 was approved. 25C. APPROVE SECOND AMENDMENT TO THE PROFESSIONAL SERVICES AGREEMENT WITH ITERIS, INC., TO EXTEND THE TERM BY ONE YEAR TO COMPLETE THE HARBOR BOULEVARD TRAFFIC SIGNAL SYNCHRONIZATION PROJECT (PROJECT NO. 156828) {STRATEGIC PLAN NO. 6, 1 B} — Public Works Agency MOTION: Authorize the City Manager to execute the second amendment to the professional services agreement with Iteris, Inc., to complete the Harbor Boulevard Traffic Signal Synchronization Project, by extending the term by an additional twelve months until December 31, 2020, subject to non -substantive changes approved by the City Manager and City Attorney. There is no change to the agreement amount (Agreement No. A-2019-XXX). This Consent Item 25C - Agreement No. 2019-230 was approved. 25D. APPROVE A SECOND AMENDMENT TO AGREEMENT WITH DOWNTOWN INC. IN THE AMOUNT OF $500,000 TO PROVIDE CLEAN AND SAFE PROGRAM FOR DOWNTOWN SANTA ANA (STRATEGIC PLAN NO. 3, 4A) — Community Development Agency MOTION: Authorize the City Manager to execute a Second Amendment to the Downtowr Clean and Safe Program Services Agreement with Downtown Inc. (DTI) in the amount of $500,000 for the period of January 1, 2020 through December 31, 2020, subject to non - substantive changes approved by the City Manager and City Attorney (Agreement No. A- 2019-XXX). PUBLIC COMMENT: Nestor Correa spoke in support of the item. Motion to Adopt Authorize the City Manager to execute a Second Amendment to the Downtown Clean and Safe Program Services Agreement with Downtown Inc. (DTI) in the amount of $500,000 for the period of January 1, 2020 through December 31, 2020, subject to non - substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019- 231). Councilmember Bacerra motioned to adopt, seconded by Mayor Pro Tern Villegas. MOTION: Councilmember SECOND: Mayor Pro Tern Villegas Bacerra VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Iglesias, Councilmember Penaloza, Councilmember Solorio (6) DRAFT CITY COUNCIL MINUTES 15 DECEMBER 3, 2019 NOES: None (0) ABSTAIN: None (0) ABSENT: Councilmember Sarmiento (1) 25E. APPROVE SECOND AMENDMENTS TO 2020 DOWNTOWN MERCHANTS FUND OPERATING AGREEMENTS WITH DOWNTOWN INC. AND SANTA ANA BUSINESS COUNCIL ($100,000 PER ORGANIZATION) {STRATEGIC PLAN NO. 3, 4F) - Community Development Agency PUBLIC COMMENTS Nestor Correa spoke in support of the item. MOTION: Authorize the City Manager to execute the Second Amendment to the Downtown Merchants Fund Operating Agreements for Downtown Inc. in the amount of $100,000 for the period of January 1, 2020 through December 31, 2020, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). 2. Authorize the City Manager to execute the Second Amendment to the Downtown Merchants Fund Operating Agreement with Santa Ana Business Council in the amount of $100,000, for the period of January 1, 2020 through December 31, 2020, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). This Consent Item 25E Agreement Nos. 2019-232 and 2019-233 were approved. Motion to Approve the balance of Consent Calendar Items 11A through 25E, with the exception of Items 11A, 20B, 20A, 20C, 25D, and 22D considered as listed. In addition, Mayor Pulido abstained from Item 25A. moved by Mayor Pulido seconded by Councilmember Bacerra. Mayor Pulido motioned to approve, seconded by Councilmember Bacerra. MOTION: Mayor SECOND: Councilmember Bacerra Pulido VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Iglesias, Councilmember Penaloza, Councilmember Solorio (6) DRAFT CITY COUNCIL MINUTES 16 DECEMBER 3, 2019 NOES: None (0) ABSTAIN: None (0) ABSENT: Councilmember Sarmiento (1) END OF CONSENT CALENDAR BUSINESS CALENDAR RESOLUTIONS 55A. ADOPT A RESOLUTION APPROVING A MASTER PAY SCHEDULE IN CONFORMANCE WITH TITLE 2 OF THE CALIFORNIA CODE OF REGULATIONS SECTION 570.5 AND THE CALIFORNIA PUBLIC EMPLOYEES' RETIREMENT SYSTEM (CALPERS) {STRATEGIC PLAN NO. 7, 4 & 6) — Human Resources Department Continued from the November 19, 2019 City Council meeting by a vote of 5-0 (Iglesias and Sarmiento absent). MOTION: Adopt a resolution. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA TO ADOPT RESOLUTION NO. 2019-XXX TO ADOPT AND APPROVE A MASTER SALARY SCHEDULE IN CONFORMANCE WITH TITLE 2 OF THE CALIFORNIA CODE OF REGULATIONS, SECTION 570.5 AND THE CALIFORNIA EMPLOYEES' RETIREMENT SYSTEM (CALPERS) Motion to Adopt RESOLUTION NO. 2019-111, moved by Mayor Pro Tern Villegas seconded by Councilmember Penaloza. MOTION: Mayor Pro SECOND: Councilmember Penaloza Tern Villegas VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Penaloza, Councilmember Solorio (5) NOES: Councilmember Iglesias (1) ABSTAIN: None (0) ABSENT: Councilmember Sarmiento (1) DRAFT CITY COUNCIL MINUTES 17 DECEMBER 3, 2019 55B. ADOPT A RESOLUTION TO AUTHORIZE THE SUBMISSION THE FISCAL YEAR 2018/19 MEASURE M2 YEAR-END EXPENDITURE REPORT TO CONTINUE RECEIVING COMPREHENSIVE TRANSPORTATION FUNDING PROGRAM FUNDS ESTIMATED AT A MINIMUM OF $4 MILLION ANNUALLY {STRATEGIC PLAN NO. 6, 1 G} — Public Works Agency MOTION: Adopt a resolution. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA CONCERNING THE FY 2018/19 MEASURE M2 EXPENDITURE REPORT FOR THE CITY OF SANTA ANA Motion to Adopt RESOLUTION NO. 2019-112, moved by Councilmember Solorio seconded by Councilmember Bacerra. MOTION: Councilmember SECOND: Councilmember Bacerra Solorio VOTE: AYES: Mayor Pulido, Mayor Pro Tem Villegas, Councilmember Bacerra, Councilmember Iglesias, Councilmember Penaloza, Councilmember Solorio (6) NOES: None (0) ABSTAIN: None (0) ABSENT: Councilmember Sarmiento (1) 55C. ADOPT A RESOLUTION APPROVING THE WATER SUPPLY ASSESSMENT FOR THE MAINPLACE MALL PROJECT LOCATED AT 2800 NORTH MAIN STREET {STRATEGIC PLAN NOS. 3, 3; 5,21 - Public Works Agency MOTION: Adopt a resolution. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING THE WATER SUPPLY ASSESSMENT FOR THE PROPOSED MAINPLACE MALL MIXED -USE PROJECT LOCATED AT 2800 NORTH MAIN STREET Motion to Adopt RESOLUTION NO. 2019-113, moved by Councilmember Solorio seconded by Mayor Pro Tern Villegas. Councilmember Solorio motioned to adopt, seconded by Mayor Pro Tern Villegas. MOTION: Councilmember SECOND: Mayor Pro Tern Villegas Solorio VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Penaloza, Councilmember Solorio (5) DRAFT CITY COUNCIL MINUTES 18 DECEMBER 3, 2019 NOES: Councilmember Iglesias (1) ABSTAIN: None (0) ABSENT: Councilmember Sarmiento (1) ADMINISTRATIVE MATTERS - BUSINESS 60A. ADOPT A RESOLUTION APPROVING SITE PLAN REVIEW NO. 2019-01 AND DENSITY BONUS AGREEMENT NO. 2019-01 TO FACILITATE CONSTRUCTION OF THE FOURTH AND MAIN MIXED -USE RESIDENTIAL AND COMMERCIAL DEVELOPMENT LOCATED AT 114 AND 117 EAST FIFTH STREET {STRATEGIC PLAN NOS. 3, 2; 5, 3) - Planning and Building Agency and Community Development Agency Continued from the November 19, 2019 City Council meeting by a vote of 5-0 (Iglesias and Sarmiento absent). Adopt a resolution. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING AND ADOPTING AN ADDENDUM TO THE ENVIRONMENTAL IMPACT REPORT FOR THE TRANSIT ZONING CODE PROJECT (SCH NO. 2006071100) FOR THE FIRST AMERICAN MIXED -USE DEVELOPMENT PROJECT LOCATED AT 114 EAST FIFTH STREET AND 117 EAST FIFTH STREET, AND RE -ADOPTION OF THE MITIGATION MONITORING AND REPORTING PROGRAM 2. 2. Adopt a resolution. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING SITE PLAN REVIEW NO. 2019-01 AS CONDITIONED AND APPROVING DENSITY BONUS AGREEMENT NO. 2019-01 AS CONDITIONED FOR A NEW MIXED - USE RESIDENTIAL AND COMMERCIAL DEVELOPMENT FOR THE PROPERTIES LOCATED AT 114 EAST FIFTH STREET (SITE A) AND 117 EAST FIFTH STREET (SITE B) 3. Authorize the City Manager to execute a Density Bonus Agreement with Toll Brothers Apartment Living or assignees for a 55-year term, for the development of a mixed -use residential and commercial development with up to 220 residential rental units, including 11 residential rental affordable units, at 114 and 117 East Fifth Street, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). Motion to Adopt 60A. ADOPT A RESOLUTION APPROVING SITE PLAN REVIEW NO. 2019- 01 AND DENSITY BONUS AGREEMENT NO. 2019-01 TO FACILITATE CONSTRUCTION OF THE FOURTH AND MAIN MIXED -USE RESIDENTIAL AND COMMERCIAL DEVELOPMENT DRAFT CITY COUNCIL MINUTES 19 DECEMBER 3, 2019 LOCATED AT 114 AND 117 EAST FIFTH STREET (STRATEGIC PLAN NOS. 3, 2; 5,31 - Planning and Building Agency and Community Development Agency Continued from the November 19, 2019 City Council meeting by a vote of 5-0 (Iglesias and Sarmiento absent). moved by Councilmember Solorio seconded by Councilmember Bacerra. PUBLIC COMMENT Adam Wood spoke in support of the item. Mike Tardif spoke in opposition to the item. Raul Yanez spoke in support of item. Tim Rush spoke in support of the item. Motion to Adopt as amended to include "shall' have architectural historic preservation experience under Condition 10; and staff update; community involvement with staff involvement under Condition 10A; 1. Adopt RESOLUTION NO. 2019-114: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING AND ADOPTING AN ADDENDUM TO THE ENVIRONMENTAL IMPACT REPORT FOR THE TRANSIT ZONING CODE PROJECT (SCH NO. 2006071100) FOR THE FIRST AMERICAN MIXED -USE DEVELOPMENT PROJECT LOCATED AT 114 EAST FIFTH STREET AND 117 EAST FIFTH STREET, AND RE -ADOPTION OF THE MITIGATION MONITORING AND REPORTING PROGRAM 2. Adopt RESOLUTION NO. 2019-115: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING SITE PLAN REVIEW NO. 2019-01 AS CONDITIONED AND APPROVING DENSITY BONUS AGREEMENT NO. 2019-01 AS CONDITIONED FOR A NEW MIXED -USE RESIDENTIAL AND COMMERCIAL DEVELOPMENT FOR THE PROPERTIES LOCATED AT 114 EAST FIFTH STREET (SITE A) AND 117 EAST FIFTH STREET (SITE B) 3. Authorize the City Manager to execute a Density Bonus Agreement with Toll Brothers Apartment Living or assignees for a 55-year term, for the development of a mixed -use residential and commercial development with up to 220 residential rental units, including 11 residential rental affordable units, at 114 and 117 East Fifth Street, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-254). moved by Councilmember Bacerra seconded by Councilmember Solorio. Councilmember Bacerra motioned to adopt as amended, seconded by Councilmember Solorio. MOTION: Councilmember SECOND: Councilmember Solorio Bacerra VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Penaloza, Councilmember Solorio (5) DRAFT CITY COUNCIL MINUTES 20 DECEMBER 3, 2019 NOES: None (0) ABSTAIN: None (0) ABSENT: Councilmember Sarmiento (2) Iglesias, Councilmember 60B. APPOINT MEMBER TO THE ORANGE COUNTY VECTOR CONTROL BOARD {STRATEGIC PLAN NO. 5, 1} - Clerk of the Council Office m 1. Select a member to the Orange County Vector Control and appoint for a two (2) year term expiring January 2022 2. Council may decide to appoint for a four (4) year term expiring in January 2024. Motion to Adopt to appoint Cecilia Aguinaga to the Orange County Vector Control Board for a four-year appointment. moved by Mayor Pro Tern Villegas seconded by Councilmember Bacerra. MOTION: Mayor Pro SECOND: Councilmember Bacerra Tern Villegas VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Penaloza, Councilmember Solorio (5) NOES: None (0) ABSTAIN: None (0) ABSENT: Councilmember Iglesias, Councilmember Sarmiento (2) 60C. ELECTION OF MAYOR PRO TEM 2018-2020 {STRATEGIC PLAN NO. 5, 11 - Clerk of the Council Continued from the November 19, 2019 City Council meeting by a vote of 5-0 (Iglesias and Sarmiento absent). 1. The Mayor calls for nominations for Mayor Pro Tern position. DRAFT CITY COUNCIL MINUTES 21 DECEMBER 3, 2019 2. Close nominations for position. 3. The Mayor declares the result of the election. PUBLIC COMMENT Alexander spoke in support of a new Mayor Pro Tem. Councilmember Penaloza motioned to have himself nominated as Mayor Pro Tem, died due to a lack of a second. Mayor Pro Tem Villegas motioned to have himself re-elected as Mayor Pro Tem, seconded with question by Councilmember Bacerra. Motion to Approve appointment of Councilmember Villegas as Mayor Pro Tem. moved by Mayor Pro Tem Villegas seconded by Councilmember Bacerra. Continued discussion of Item 60C after Items 85A and 85B were considered. Mayor Pro Tem Villegas motioned to approve, seconded by Councilmember Bacerra. MOTION: Mayor Pro SECOND: Councilmember Bacerra Tem Villegas VOTE: AYES: Mayor Pulido, Mayor Pro Tem Villegas, Councilmember Bacerra, Councilmember Iglesias (4) NOES: Councilmember Penaloza (1) ABSTAIN: None (0) ABSENT: Councilmember Sarmiento, Councilmember Solorio (2) REPORTS 65A. APPROVE THE ANNUAL CALENDAR OF REGULAR CITY COUNCIL MEETINGS FOR 2020 {STRATEGIC PLAN NO. 5, 1) - Clerk of the Council Office Continued from the November 19, 2019 City Council meeting by a vote of 5-0 (Iglesias and Sarmiento absent). 1. Review calendar of regularly scheduled City Council Meetings in 2020. 2. Cancel the regularly scheduled City Council meeting for January 7, 2020; August 4, 2020; and November 3, 2020. DRAFT CITY COUNCIL MINUTES 22 DECEMBER 3, 2019 3. Direct staff to post Notice of Cancellation(s). The City Council hereby waives notice of said meetings as required by the government code. Motion to Approve 1. Calendar of regularly scheduled City Council Meetings in 2020. 2. Cancel the regularly scheduled City Council meeting for January 7, 2020; August 4, 2020; and November 3, 2020. 3. Direct staff to post Notice of Cancellation(s). The City Council hereby waives notice of said meetings as required by the government code, moved by Councilmember Bacerra seconded by Councilmember Solorio. Councilmember Bacerra motioned to approve, seconded by Councilmember Solorio. MOTION: Councilmember SECOND: Councilmember Solorio Bacerra VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Penaloza, Councilmember Solorio (5) NOES: None (0) ABSTAIN: None (0) ABSENT: Councilmember Iglesias, Councilmember Sarmiento (Councilmember Iglesias, Councilmember Sarmiento) 65B. APPROVE DISPLAY OF "E PLURIBUS UNUM" IN CITY COUNCIL CHAMBERS AND DIRECT STAFF TO INSTALL THE PREFERRED INSTALLATION OPTION {STRATEGIC PLAN NOS. 1-71- Clerk of the Council Office 1. Approve the display of "E Pluribus Unum," Latin for "Out of Many, One," in the City Council Chambers. 2. Direct staff to install one of the following installation options: Option #1 or #2 - $19,000 estimated budget Option #1: Install the Motto and Seal in a stacked configuration, above the existing alcove. Option #2: Install the Motto and Seal side -by -side, above the existing alcove. Option #3 or #4 - $25,000 estimated budget Option #3: Install the Motto and Seal in a stacked configuration, above the existing alcove, with a curtain system. DRAFT CITY COUNCIL MINUTES 23 DECEMBER 3, 2019 Option #4: Install the Motto and Seal side -by -side, above the existing alcove, with a curtain system. MOTION to Continued Continue item 30 days. moved by Councilmember Penaloza seconded by Councilmember Bacerra. Councilmember Penaloza motioned to continued, seconded by Councilmember Bacerra. MOTION: Councilmember Penaloza VOTE: AYES: NOES ABSTAIN ABSENT: IU 31[aMMI="T V10Cel."I SECOND: Councilmember Bacerra Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Penaloza, Councilmember Solorio (5) None (0) None (0) Councilmember Iglesias, Councilmember Sarmiento (2) 75A. PUBLIC HEARING - RESOLUTION AND ORDINANCE ADOPTING THE UPDATED CALIFORNIA AND INTERNATIONAL BUILDING AND FIRE CODES WITH AMENDMENT AND REQUISITE FINDINGS {STRATEGIC PLAN NO. 3, 31 - Planning and Building Agency and Orange County Fire Authority Legal Notice published in the Orange County Reporter on November 8, 2019. Continued from the November 19, 2019 City Council meeting by a vote of 5-0 (Iglesias and Sarmiento absent). 1. Adopt a resolution. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA CALIFORNIA, SETTING FORTH FINDINGS WITH RESPECT TO LOCAL CONDITIONS WITHIN THE CITY OF SANTA ANA WHICH JUSTIFY CERTAIN MODIFICATIONS AND CHANGES TO THE CALIFORNIA BUILDING CODE, CALIFORNIA RESIDENTIAL CODE, CALIFORNIA GREEN BUILDING STANDARDS CODE, CALIFORNIA ELECTRICAL CODE, CALIFORNIA MECHANICAL CODE, CALIFORNIA PLUMBING CODE, CALIFORNIA ENERGY CODE, CALIFORNIA FIRE CODE, CALIFORNIA EXISTING BUILDING CODE, AND INTERNATIONAL PROPERTY MAINTENANCE DRAFT CITY COUNCIL MINUTES 24 DECEMBER 3, 2019 CODE AS AMENDED BY THE STATE OF CALIFORNIA 2. Place ordinance on first reading and authorize publication of title. AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AMENDING CHAPTERS 8 AND 14 OF THE SANTA ANA MUNICIPAL CODE TO ADOPT AND AMEND THERETO THE MOST RECENTLY ENACTED CALIFORNIA BUILDING CODE, CALIFORNIA RESIDENTIAL CODE, CALIFORNIA GREEN BUILDING STANDARDS CODE, CALIFORNIA ELECTRICAL CODE, CALIFORNIA MECHANICAL CODE, CALIFORNIA PLUMBING CODE, CALIFORNIA ENERGY CODE, CALIFORNIA FIRE CODE, CALIFORNIA EXISTING BUILDING CODE, AND INTERNATIONAL PROPERTY MAINTENANCE CODE Mayor Pulido opened and closed public hearing at 9:30 p.m. Motion to Adopt 1. Adopt RESOLUTION NO. 2019-116 ENTITLED% A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA CALIFORNIA, SETTING FORTH FINDINGS WITH RESPECT TO LOCAL CONDITIONS WITHIN THE CITY OF SANTA ANA WHICH JUSTIFY CERTAIN MODIFICATIONS AND CHANGES TO THE CALIFORNIA BUILDING CODE, CALIFORNIA RESIDENTIAL CODE, CALIFORNIA GREEN BUILDING STANDARDS CODE, CALIFORNIA ELECTRICAL CODE, CALIFORNIA MECHANICAL CODE, CALIFORNIA PLUMBING CODE, CALIFORNIA ENERGY CODE, CALIFORNIA FIRE CODE, CALIFORNIA EXISTING BUILDING CODE, AND INTERNATIONAL PROPERTY MAINTENANCE CODE AS AMENDED BY THE STATE OF CALIFORNIA, and 2. Place ordinance on first reading and authorize publication of title. AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AMENDING CHAPTERS 8 AND 14 OF THE SANTA ANA MUNICIPAL CODE TO ADOPT AND AMEND THERETO THE MOST RECENTLY ENACTED CALIFORNIA BUILDING CODE, CALIFORNIA RESIDENTIAL CODE, CALIFORNIA GREEN BUILDING STANDARDS CODE, CALIFORNIA ELECTRICAL CODE, CALIFORNIA MECHANICAL CODE, CALIFORNIA PLUMBING CODE, CALIFORNIA ENERGY CODE, CALIFORNIA FIRE CODE, CALIFORNIA EXISTING BUILDING CODE, AND INTERNATIONAL PROPERTY MAINTENANCE CODE moved by Councilmember Bacerra seconded by Mayor Pro Tern Villegas. Councilmember Bacerra motioned to adopt, seconded by Mayor Pro Tern Villegas. MOTION: Councilmember SECOND: Mayor Pro Tern Villegas Bacerra VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Penaloza, Councilmember Solorio (5) DRAFT CITY COUNCIL MINUTES 25 DECEMBER 3, 2019 NOES: None (0) ABSTAIN: None (0) ABSENT: Councilmember Sarmiento (2) Iglesias, Councilmember 75B. PUBLIC HEARING - INTENT TO LEVY 2020 DOWNTOWN BUSINESS IMPROVEMENT DISTRICT ASSESSMENT {STRATEGIC PLAN NO. 3, 4F} - Community Development Agency Legal Notice published in the Orange County Reporter on November 22, 2019. 1. Conduct a public hearing to consider all protests regarding the intention to levy an assessment for 2020 for the Downtown Santa Ana Business Improvement District. 2. Review any written protests filed prior to the close of the public hearing and determine whether they constitute a majority protest. 3. Adopt a resolution. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA LEVYING AN ASSESSMENT FOR THE DOWNTOWN SANTA ANA BUSINESS IMPROVEMENT DISTRICT FOR CALENDAR YEAR 2020 Mayor Pulido opened and closed public hearing at 9:31 p.m. MOTION: 1. Conducted a public hearing to consider all protests regarding the intention to levy an assessment for 2020 for the Downtown Santa Ana Business Improvement District. 2. No written protests filed prior to the close of the public hearing. 3. Adopt RESOLUTION NO. 2019-113 ENTITLED: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA LEVYING AN ASSESSMENT FOR THE DOWNTOWN SANTA ANA BUSINESS IMPROVEMENT DISTRICT FOR CALENDAR YEAR 2020. Councilmember Solorio motioned to adopt, seconded by Councilmember Bacerra. MOTION: Councilmember SECOND: Councilmember Bacerra Solorio VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Penaloza, Councilmember Solorio (5) DRAFT CITY COUNCIL MINUTES 26 DECEMBER 3, 2019 NOES: None (0) ABSTAIN: None (0) ABSENT: Councilmember Sarmiento (2) Iglesias, Councilmember COUNCIL AGENDA ITEMS - Pursuant to Santa Ana Charter Section 411, any member of the City Council may place items on the City Council Agenda to be considered by the City Council. Only action available to City Council is to provide direction to City Manager. 85A. DISCUSS AND CONSIDER DIRECTING CITY MANAGER TO DIRECT STAFF TO STUDY THE FEASIBILITY OF A DOG PARK — Councilmembers Iglesias and Penaloza PUBLIC COMMENT Chris Schmidt spoke in support of the item. Mayor Pulido in support of having more than one dog park. Councilmember Solorio noted that 85A and 85B are connected and suggested he would work with staff to create a wish list of amenities for city parks. Councilmember Iglesias and Councilmember Penaloza requested a pilot Dog Park placed in Centennial Park. Parks, Recreation and Community Administrative Services Manager Ron Ono and Executive Director Lisa Rudloff addressed the council regarding a Park's Master Plan. City Manager Kristine Ridge noted that staff will return to council with a feasibility study, entailing all viable locations throughout the city, along with potential cost estimates. Mayor Pulido suggested staff reach out to similar size cities, such as the City of Long Beach. 85B. DISCUSS AND CONSIDER DIRECTING CITY MANAGER TO DIRECT STAFF AS APPROPRIATE, TO CONDUCT OUTREACH TO NEIGHBORHOODS TO EXPLORE MAINTENANCE NEEDS AND NEW AMENITIES (E.G., NEW LIGHTING, SECURITY CAMERAS, GATES, DOG -FRIENDLY ITEMS, TREES, LANDSCAPING, CHILDREN PLAY AREAS, EXERCISE EQUIPMENT, WALK PATHS, ETC.) FOR THEIR AREA PARKS — Councilmember Solorio DRAFT CITY COUNCIL MINUTES 27 DECEMBER 3, 2019 Councilmember Solorio noted Items 85A and 85B are related and provided comments under Item 85A. After deliberation of Item 85A, continued with discussion and vote on Item 60C. Recessed Regular City Council Meeting at 10:00 P.M. to the Housing Authority Meeting and reconvened with same members present at 10:01 p.m. COMMENTS PUBLIC COMMENTS (If not considered by the Chair at an earlier time. Please refer to Basic City Council Meeting Information page for details). Tony Bui spoke regarding the Santa Ana Bao Quang Temple; December 15, 2019 invitation to vote on board members. Carl Benninger spoke regarding providing a proclamation to Patrick Murphy. 90A. CITY MANAGER'S COMMENTS 90B. CITY COUNCILMEMBER COMMENTS 1. AB1234 DISCLOSURE — If the City paid for travel or other expenses this is the time for members of the Council to provide a brief oral report on attendance of any regional board or commission meeting or any conference, meeting or event attended. 2. Oral Reports from standing or ad -hoc city COUNCIL COMMITTEES 90B. CITY COUNCILMEMBER COMMENTS Councilmember Solorio made community announcements. Councilmember Penaloza requested city staff attend the upcoming Thornton Park Neighborhood Association meeting and reach out to all neighborhood associations regarding the water rate increase. Councilmember Iglesias inquired about the process to proceed with a referendum or initiative. In addition, inquired if city staff has identified potential locations for a Santa Ana Shelter. Councilmember Bacerra requested for a Closed Session item for the December 17, 2019 meeting to discuss the homeless issues. DRAFT CITY COUNCIL MINUTES 28 DECEMBER 3, 2019 Mayor Pro Tem Villegas thanked colleagues for appointment of Mayor Pro Tem. Mayor Pulido made community announcements. ADJOURNMENT - The next meeting of the City Council is scheduled for Tuesday, December 17, 2019 at 5:00 p.m. for the Closed Session Meeting immediately followed by the Regular Open Business Meeting at 5:45 p.m. in the Council Chamber, 22 Civic Center Plaza, Santa Ana, California. Mayor Pulido adjourned the meeting at 10:23 p.m. Daisy Gomez, Clerk of the Council DRAFT CITY COUNCIL MINUTES 29 DECEMBER 3, 2019 DRAFT MINUTES OF THE REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF SANTA ANA, CALIFORNIA December 17, 2019 CLOSED SESSION MEETING CLOSED SESSION MEETING OF THE CITY COUNCIL - DECEMBER 17, 2019, 5:00 P.M. CALL TO ORDER - Mayor PULIDO Mayor Pro Tern Villegas called the meeting to order at 5:06 p.m. Mayor Pulido joined the closed session at 5:11 p.m. Councilmember Iglesias joined the closed session at 5:09 p.m. Councilmember Sarmiento joined the closed session at 5:15 p. M. Mayor Pro Tern Villegas recessed meeting at 6:22 p.m. and adjourned to open session at 6:24 p.m. COUNCILMEMBERS Present: Mayor Pulido Mayor Pro Tern Villegas Councilmember Bacerra Councilmember Iglesias Councilmember Penaloza Councilmember Sarmiento Councilmember Solorio COUNCILMEMBERS Absent: None STAFF Present: None Councilmembers, BACERRA, IGLESIAS, PENALOZA, SARMIENTO, SOLORIO AND VILLEGAS PUBLIC COMMENTS - Members of the public may address the City Council on items on the Closed Session Agenda. DRAFT CITY COUNCIL MINUTES 1 DECEMBER 17, 2019 Lisa Mills spoke regarding item 1A. Tim Rush spoke regarding item 1A and 1B. CLOSED SESSION ITEMS - The Brown Act permits legislative bodies to discuss certain matters without members of the public present. The City Council finds, based on advice from the City Attorney, that discussion in open session of the following matters will prejudice the position of the City in existing and anticipated litigation: CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION pursuant to Paragraph (1) of subdivision (d) of Section 54956.9 of the Government Code: 1a. Orange County Catholic Worker, et al. v. Orange County, et al.., U.S. District Court (Central District of California), Case No. SA CV 18-0155-DOC (KESx) 1 b. City of Santa Ana v. County of Orange, et al., (Cross - Complaint), U.S. District Court (Central District of California), Case No. SA CV 18-0155-DOC (KESx) 1 C. Romana Marquez v. City of Santa Ana, Orange County Superior Court, Case No. 30-2018-01024447, 2. CONFERENCE WITH LEGAL COUNSEL --ANTICIPATED LITIGATION pursuant to paragraph (2) OR (3) of subdivision (d) of Section 54956.9 of the Government Code: Two 3. Public Employee Employment / appointment pursuant to Government Code 54957(b)(1) Title: Executive Director of Library 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. ADJOURN CLOSED SESSION AND CONVENE TO THE REGULAR OPEN SESSION. REGULAR OPEN MEETING - 5:45 p.m. (Immediately following the Closed Session Meeting) CALL TO ORDER - MAYOR PULIDO Mayor Pulido called the meeting to order at 6:24 p.m. DRAFT CITY COUNCIL MINUTES 2 DECEMBER 17, 2019 COUNCILMEMBERS Present: Mayor Pulido Mayor Pro Tern Villegas Councilmember Iglesias Councilmember Penaloza Councilmember Sarmiento Councilmember Solorio Councilmember Bacerra COUNCILMEMBERS Absent: None STAFF Present: None PLEDGE OF ALLEGIANCE - MAYOR PULIDO INVOCATION - BOB BARNETT, Police Chaplain CEREMONIAL PRESENTATIONS CERTIFICATE OF RECOGNITION presented by MAYOR PULIDO recognizing Dr. Brad Snyder for his Outstanding Contributions to the Community. 2. CERTIFICATES OF RECOGNITION presented by MAYOR PRO TEM VILLEGAS recognizing the 2019 City of Santa Ana Historic Preservation Awards Recipients. 3. CERTIFICATES OF RECOGNITION presented by COUNCILMEMBER IGLESIAS recognizing the City of Santa Ana's Family Self -Sufficiency Program Graduates for their Outstanding Achievement. 4. CERTIFICATES OF RECOGNITION presented by COUNCILMEMBER PENALOZA recognizing Federacion de Clubes Guerrerenses En California, Inc. for their Outstanding Contributions to the Community. CLOSED SESSION REPORT - The City Attorney will report items to be added to Consent Calendar Item 19A from the Closed Session meeting. The City Attorney stated that there were several reportable actions from the closed session meeting. DRAFT CITY COUNCIL MINUTES 3 DECEMBER 17, 2019 John Funk, Assistant City Attorney, reported that Council unanimously voted on the following: To take action against cities, counties, and other entities seeking to bring homeless people to the Santa Ana Armory; To bring an action against the Mental Health Association to ensure that its operations within the City of Santa Ana are nuisance free; and To direct staff to continue with the existing cross -complaint against the County of Orange and other Orange County cities to address the following: -The release of jail inmates in Santa Ana -To object to the Yale Site Shelter -To ensure that social services providers contracting with the County do not disproportionately impact the City of Santa Ana PUBLIC COMMENTS - None Mayor Pulido announced Public Hearing item 75D was pulled and heard prior to Consent items 13A through 13E. CONSENT CALENDAR MOTION: Approve staff recommendations on the following Consent Calendar items: Items 10A through 25J. Mayor Pro Tem Villegas motioned to approve the consent calendar items 10A through 25J, with the exception of items 11A, 20A, 25B, 25D, 25E, 25G, and 25H, seconded by Councilmember Penaloza. MOTION: Mayor Pro SECOND: Councilmember Penaloza Tern Villegas VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Iglesias, Councilmember Penaloza, Councilmember Sarmiento, Councilmember Solorio, Councilmember Bacerra (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) DRAFT CITY COUNCIL MINUTES 4 DECEMBER 17, 2019 ADMINISTRATIVE MATTERS MINUTES 10A. MINUTES FROM THE REGULAR MEETING OF OCTOBER 1, 2019 {Strategic Plan No. 5, 11 - Clerk of the Council Office MOTION: Approve Minutes. 10B. MINUTES FROM THE SPECIAL CLOSED SESSION AND REGULAR MEETING OF OCTOBER 15, 2019 {Strategic Plan No. 5, 11 - Clerk of the Council Office MOTION: Approve Minutes. 10C. MINUTES FROM THE REGULAR MEETING OF NOVEMBER 5, 2019 {Strategic Plan No. 5, 11 - Clerk of the Council Office MOTION: Approve Minutes. ORDINANCES/SECOND READING - In the event a Councilmember recorded an "abstention" before consideration of the following ordinance(s) on first reading, such abstention will also be reflected in the minutes for second reading. 11A. ORDINANCE SECOND READING: APPROVING DEVELOPMENT AGREEMENT NO. 2018-01 WITH AC 2525 MAIN, LLC AND AMENDMENT APPLICATION NO. 2018- 01 TO ESTABLISH SPECIFIC DEVELOPMENT NO. 93 (SD-93) FOR 2525 NORTH MAIN STREET {STRATEGIC PLAN NO. 3, 2)— Planning and Building Agency Continued from the December 3, 2019 City Council meeting by a vote of 7-0. Placed on first reading at the November 19, 2019 City Council meeting and approved by a vote of 4-3 (Bacerra, Pulido and Villegas dissented). Published in the Orange County Reporter on November 22, 2019. MOTION: Place ordinances on second reading and adopt. 1. ORDINANCE NO. NS-2979 - AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING DEVELOPMENT AGREEMENT NO. 2018-01 BETWEEN THE CITY OF SANTA ANA AND AC 2525 MAIN, LLC FOR CERTAIN REAL PROPERTY LOCATED AT 2525 NORTH MAIN STREET WITHIN THE CITY OF SANTA ANA PURSUANT TO CALIFORNIA GOVERNMENT CODE SECTION 65864, ET SEQ. 2. ORDINANCE NO. NS-2980 - AN ORDINANCE OF THE CITY COUNCIL APPROVING AMENDMENT APPLICATION NO. 2018-10 REZONING THE DRAFT CITY COUNCIL MINUTES 5 DECEMBER 17, 2019 PROPERTY LOCATED AT 2525 NORTH MAIN STREET FROM PROFESSIONAL (P) TO SPECIFIC DEVELOPMENT NO. 93 (SD-93) (AA NO. 2018-10) AND ADOPTING SPECIFIC DEVELOPMENT NO. 93 (SD-93) FOR SAID PROPERTY PUBLIC COMMENT Ellen Koldeway spoke in opposition to the item. Dimitri Lujan spoke in opposition to the item. Ed Murashie spoke in opposition to the item. Mark Rothenberg spoke in opposition to the item. Karyn Igar spoke in opposition to the item. Michael Plantamura spoke in opposition to the item. Giles Candy spoke in opposition to the item. Danny Vega spoke in opposition to the item. Gary Hendricks spoke in support of the item. Peter A. Katz spoke regarding teamwork effort. Patricia Coleman spoke in opposition to the item. Christine Denny-Helvig spoke in opposition to the item. Thomas Cartney spoke in opposition to the item. Walkic Ray spoke in support of the item. Michael O'Valle spoke in opposition to the item. Catalina Garibay-Vega spoke in opposition to the item. Dale Helvig spoke in opposition to the item. Councilmember Bacerra motioned failed to deny item 11A, seconded by Mayor Pro Tern Villegas. DRAFT CITY COUNCIL MINUTES 6 DECEMBER 17, 2019 MOTION: Councilmember SECOND: Mayor Pro Tern Villegas Bacerra VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra (3) NOES: Councilmember Iglesias, Councilmember Penaloza, Councilmember Sarmiento, Councilmember Solorio (4) ABSTAIN ABSENT: None (0) None (0) Councilmember Solorio motioned to adopt 11A, died for a lack of a second. Councilmember Iglesias motioned to continue the item to the January 21, 2020 meeting; to confirm that the documents provided are correct; and requested that the applicant and residents meet and discuss, seconded by Councilmember Penaloza. MOTION: Councilmember SECOND: Councilmember Penaloza Iglesias VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Iglesias, Councilmember Penaloza, Councilmember Sarmiento, Councilmember Solorio, Councilmember Bacerra (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) 11 B. ORDINANCE SECOND READING: ADOPT ORDINANCE NO. NS-XXXX - AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AMENDING CHAPTERS 8 AND 14 OF THE SANTA ANA MUNICIPAL CODE TO ADOPT AND AMEND THERETO THE MOST RECENTLY ENACTED CALIFORNIA BUILDING CODE, CALIFORNIA RESIDENTIAL CODE, CALIFORNIA GREEN BUILDING STANDARDS CODE, CALIFORNIA ELECTRICAL CODE, CALIFORNIA MECHANICAL CODE, CALIFORNIA PLUMBING CODE, CALIFORNIA ENERGY CODE, CALIFORNIA FIRE CODE, CALIFORNIA EXISTING BUILDING CODE, AND INTERNATIONAL PROPERTY MAINTENANCE CODE (STRATEGIC PLAN NO. 5, 11 — Planning and DRAFT CITY COUNCIL MINUTES 7 DECEMBER 17, 2019 Building Agency Placed on first reading at the December 3, 2019 City Council meeting and approved by a vote of 5-0 (Iglesias and Sarmiento absent). Published in the Orange County Reporter on December 6, 2019. MOTION: Place ordinance on second reading and adopt. This Consent Item - Ordinance No. NS-2981 was approved. BOARDS / COMMISSIONS / COMMITTEES 13A. APPOINT V. THAI PHAN NOMINATED BY COUNCILMEMBER BACERRA AS THE WARD 4 REPRESENTATIVE TO THE PLANNING COMMISSION FOR A FULL - TERM EXPIRING DECEMBER 13, 2022 {STRATEGIC PLAN NO. 5, 1) - Clerk of the Council Office MOTION: Nominate V. Thai Phan for an appointment to the Planning Commission as the Ward 4 representative. Councilmember Solorio motioned to approve the consent calendar items 13A through 13E, seconded by Councilmember Penaloza. MOTION: Councilmember SECOND: Councilmember Penaloza Solorio VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Iglesias, Councilmember Penaloza, Councilmember Sarmiento, Councilmember Solorio, Councilmember Bacerra (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) 13B. APPOINT CARL BENNINGER NOMINATED BY COUNCILMEMBER BACERRA AS THE WARD 4 REPRESENTATIVE TO THE ENVIRONMENTAL AND TRANSPORTATION ADVISORY COMMITTEE FOR A FULL -TERM EXPIRING DECEMBER 13, 2022 {STRATEGIC PLAN NO. 5, 11 - Clerk of the Council Office MOTION: Nominate Carl Benninger for an appointment to the Environmental and Transportation Advisory Committee as the Ward 4 representative. DRAFT CITY COUNCIL MINUTES 8 DECEMBER 17, 2019 13C. APPOINT ALBERTA CHRISTY NOMINATED BY COUNCILMEMBER BACERRA AS THE WARD 4 REPRESENTATIVE TO THE HISTORIC RESOURCES COMMISSION FOR A FULL -TERM EXPIRING DECEMBER 13, 2022 {STRATEGIC PLAN NO. 5, 11 - Clerk of the Council Office MOTION: Nominate Alberta Christy for an appointment to the Historic Resources Commission as the Ward 4 representative. 13D. APPOINT GINELLE HARDY NOMINATED BY COUNCILMEMBER PENALOZA AS THE WARD 2 REPRESENTATIVE TO THE HISTORIC RESOURCES COMMISSION FOR A PARTIAL -TERM EXPIRING DECEMBER 13, 2022 {STRATEGIC PLAN NO. 5, 1) - Clerk of the Council Office MOTION: Nominate Ginelle Hardy for an appointment to the Historic Resources Commission as the Ward 2 representative. 13E. APPOINT KHOA LE NOMINATED BY COUNCILMEMBER SOLORIO AS THE WARD 3 REPRESENTATIVE (REGULAR) TO THE YOUTH COMMISSION FOR A PARTIAL -TERM EXPIRING DECEMBER 8, 2020 {STRATEGIC PLAN NO. 5, 11 - Clerk of the Council Office MOTION: Nominate Khoa Le for an appointment to the Youth Commission as a Regular member representing Ward 3. MISCELLANEOUS ADMINISTRATION 19A. CONFIRMATION OF CLOSED SESSION ACTION(S)— City Attorney's Office 19B. EXCUSED ABSENCES — Clerk of the Council Office 19C. RECEIVE AND FILE CANNABIS PUBLIC BENEFIT FUND FOR YOUTH SERVICES INFORMATIONAL REPORT {STRATEGIC PLAN NO. 2, 21 — Parks, Recreation and Community Services Agency MOTION: Receive and file Cannabis Public Fund for Youth Services informational report. BUDGETARY MATTERS APPROPRIATION ADJUSTMENTS 20A. APPROVE APPROPRIATION ADJUSTMENTS TO FUND AUTHORIZED POLICE OFFICER POSITIONS APPROPRIATE FUNDING FOR OVERTIME AND UNFUNDED LIABILITY PAYMENTS PREVIOUSLY FUNDED IN THE PARKING FUND {STRATEGIC PLAN NO. 1,1 i} - Police Department Continued from the December 3, DRAFT CITY COUNCIL MINUTES 9 DECEMBER 17, 2019 2019 City Council meeting by a vote of 4-2 (Bacerra, Iglesias dissented and Sarmiento absent). 1. Authorize the funding of eighteen (18) police officer positions previously unfunded within the General Fund for an approximate annualized cost of $2,700,000. This amount includes the partial year funding of $1,312,500 proposed in action item #2. 2. Approve appropriation adjustments. (Requires five affirmative votes). 2a. APPROPRIATION ADJUSTMENT NO. 2020-069 — To utilize General Fund balances from prior fiscal year (2018-19) in the amount of $1,312,500 to provide partial year funding for eighteen (18) authorized unfunded police officer positions in the Police Department's Field Operations accounting unit for fiscal year 2019- 20. 2b. APPROPRIATION ADJUSTMENT NO. 2020-070 — To utilize General Fund balances from prior fiscal year (2018-19) to fund $977,620 for overtime and unfunded liability expenses previously funded through the Parking Downtown Enhancements fund. Mayor Pulido recessed the meeting at 9:04 p.m. and reconvened at 9:14 p.m. Councilmember Solorio requested for a friendly amendment a report on this item come to Council in the February 2020 meeting showing how the police department will fund additional positions; and requested that a task force plan be considered to focus on patrolling bike lane areas, criminal homeless, and violence. Mayor Pro Tern Villegas motioned to adopt as amended that a report be presented to Council in the February 2020 meeting showing how the police department will fund additional positions; and requested that a task force plan be considered to focus on patrolling bike lane areas, criminal homelessness, and violence, seconded by Councilmember Penaloza. MOTION: Mayor Pro SECOND: Councilmember Penaloza Tern Villegas VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Iglesias, Councilmember Penaloza, Councilmember Sarmiento, Councilmember Solorio, Councilmember Bacerra (7) NOES: None (0) DRAFT CITY COUNCIL MINUTES 10 DECEMBER 17, 2019 ABSTAIN ABSENT: None (0) None (0) 20B. APPROVE AN APPROPRIATION ADJUSTMENT AND AMENDMENT TO THE FISCAL YEAR 2019-20 CAPITAL IMPROVEMENT PROGRAM TO ACCOUNT FOR $13,665,000 IN NEWLY AWARDED GRANT FUNDS (NON -GENERAL FUND) {STRATEGIC PLAN NO. 6, 1G} - Public Works Agency 1. Approve an appropriation adjustment. (Requires five affirmative votes). APPROPRIATION ADJUSTMENT NO. 2020-074 — Recognizing $13,665,000 in Active Transportation SB 1 Augmentation funds into the Traffic System Management, State Grants -Direct revenue account and appropriating the same amount into the Active Transportation Program SB 1 Augmentation, Improvements Other Than Building expenditure account. 2. Approve an amendment to the Fiscal Year 2019-20 Capital Improvement Program to include additional Active Transportation Program SB 1 Augmentation grant funds in the amount of $13,665,000 for the inclusion of the McFadden Avenue Protected Bike Lane and Bicycle Boulevard, and Standard Avenue Protected Bike Lane projects, Environmental, Design, and Construction Engineering phases. 20C. APPROVE APPROPRIATION ADJUSTMENTS TO RECOGNIZE $336,950 IN FOSTER YOUTH TO INDEPENDENCE TENANT PROTECTION VOUCHER ASSISTANCE PROGRAM AND $756,346 IN MAINSTREAM VOUCHER PROGRAM FUNDING {STRATEGIC PLAN NO. 4, 1; 5, 3) - Community Development Agency MOTION: Approve appropriation adjustments. (Requires five affirmative votes). 1. APPROPRIATION ADJUSTMENT NO. 2020-076 — Recognizing Foster Youth to Independence Tenant Protection Voucher assistance program funds in the amount of $336,950 in revenue account and appropriating the same amount to expenditure account for 25 vouchers effective November 1, 2019. 2. APPROPRIATION ADJUSTMENT NO. 2020-077— Recognizing Mainstream Voucher Program funds in the amount of $756,346 in revenue account and appropriating the same amount to expenditure accounts for 70 additional vouchers effective November 1, 2019. 20D. APPROVE AN APPROPRIATION ADJUSTMENT, AUTHORIZE A BUDGET REALLOCATION, AND AWARD A CONSTRUCTION CONTRACT TO ALL AMERICAN DRAFT CITY COUNCIL MINUTES 11 DECEMBER 17, 2019 ASPHALT IN THE AMOUNT OF $607,840, FOR THE BRISTOL STREET AND EDINGER AVENUE CLASS II BIKE LANES PROJECT WITH AN ESTIMATED TOTAL COST OF $729,542 (PROJECT NO 18-6906) {STRATEGIC PLAN NO. 6, 1 B, 1 G} - Public Works Agency Approve an appropriation adjustment. (Requires five affirmative votes). APPROPRIATION ADJUSTMENT NO. 2020-073— Recognizing $636,000 in Fiscal Year 2017-18 Bicycle Corridor Improvement Program construction funding in the Select Street Construction, Federal Grant -Indirect revenue account and reappropriating the same amount in the Fiscal Year 2019-20 Select Street Construction, Improvements Other Than Building expenditure account. 2. Authorize reallocation of $6,542 in unspent Measure M2 Fairshare funds from the Bike Lane Project Development Project to the Bristol Street and Edinger Avenue Class II Bike Lanes Project, to complete the City matching funds requirement. 3. Authorize the City Manager to award and execute a construction contract to All American Asphalt, the lowest responsible bidder, in accordance with the base bid in the amount of $607,840, for the term beginning upon execution of the contract and ending upon project completion, for the construction of the Bristol Street and Edinger Avenue Class II Bike Lanes project, subject to non -substantive changes approved by the City Manager and City Attorney. 4. Approve the Project Cost Analysis for a total estimated construction delivery cost of $729,542, which includes $607,840 for the construction contract; $93,544 for contract administration, inspection and testing; and a $28,158 project contingency (approximately 4.6% of the construction contract amount). 20E. APPROVE AN APPROPRIATION ADJUSTMENT AND AWARD A CONSTRUCTION CONTRACT TO VIDO SAMARZICH, INC., IN THE AMOUNT OF $3,776,881, FOR THE SANTA ANA BOULEVARD AND 5TH STREET PROTECTED BIKE LANES PROJECT WITH AN ESTIMATED TOTAL COST OF $4,484,000 (PROJECT NO 17-6880) {STRATEGIC PLAN NO. 6, 1 C} - Public Works Agency Approve an appropriation adjustment. (Requires five affirmative votes). APPROPRIATION ADJUSTMENT NO. 2020-075 — Authorizing the expense of $799,830 from the Traffic System Management, State Grants -Direct revenue account and appropriating the same amount to the Active Transportation Program, Improvements Other Than Building expenditure account. 2. Award a contract to Vido Samarzich, Inc., the lowest responsible bidder, in accordance with the base bid, in the amount of $3,776,881, for construction of the Santa Ana Boulevard and 5th Street Protected Bike Lane Project, for the term beginning upon execution of the contract and ending upon project DRAFT CITY COUNCIL MINUTES 12 DECEMBER 17, 2019 completion, and authorize the City Manager to execute the contract subject to non -substantive changes approved by the City Manager and the City Attorney. 3. Approve the Project Cost Analysis for a total estimated construction delivery cost of $4,484,000, which includes $3,776,881 for the construction contract; $329,431 for contract administration, inspection and testing; and a $377,688 project contingency (approximately 10% of the construction contract amount). SPECIFICATIONS - PURCHASE OF EQUIPMENT AND SERVICES 22A. AMEND BLANKET ORDER FOR VEHICLE BODY REPAIR SERVICES IN THE AMOUNT OF $125,000 FOR AN AMOUNT NOT TO EXCEED $1,125,000 (GENERAL FUND) (SPECIFICATION NO. 15-057) {STRATEGIC PLAN NO. 6, 21 - Finance and Management Services Agency and Public Works Agency MOTION: Authorize the City Manager to amend the blanket order contracts aggregate amount for vehicle body repair services in the amount of $125,000 annually, increasing the annual aggregate amount to $300,000 for the remaining contract term and the remaining one-year renewal option, for a new contract total amount not to exceed $1,125,000, subject to non -substantive changes approved by the City Manager and City Attorney. 22B. APPROVE CONTRACT AMENDMENTS WITH AMTECH ELEVATOR SERVICES AND EXCELSIOR ELEVATOR FOR ELEVATOR MAINTENANCE AND REPAIR, EXTENDING THE TERM FOR 4 MONTHS AND INCREASING THE COMPENSATION IN A COMBINED AMOUNT NOT TO EXCEED $65,000 (SPECIFICATION NO. 13-070) {STRATEGIC PLAN NO. 6, 1 C} - Finance and Management Services Agency; Public Works Agency and Police Department Authorize the City Manager to amend the contract with Amtech Elevator Services for elevator maintenance and repair services, extending the term for four months, through June 30, 2020, to coincide with the end of the fiscal year, and increasing the compensation by an amount not to exceed $30,000, subject to non - substantive changes approved by the City Manager and City Attorney. 2. Authorize the City Manager to amend the contract with Excelsior Elevator for elevator maintenance and repair services, extending the term for four months, through June 30, 2020, to coincide with the end of the fiscal year, and increasing the compensation by an amount not to exceed $35,000, subject to non - substantive changes approved by the City Manager and City Attorney. 22C. AWARD A BLANKET ORDER CONTRACT IN THE AMOUNT OF $375,000 TO ALL AMERICAN ASPHALT FOR ASPHALT CONCRETE MATERIALS DRAFT CITY COUNCIL MINUTES 13 DECEMBER 17, 2019 (SPECIFICATION NO. 19-062) (NON GENERAL FUND) {STRATEGIC PLAN NO. 6, 21 - Finance and Management Services Agency and Public Works Agency MOTION: Award a blanket order contract to All American Asphalt for asphalt concrete materials for a two-year term beginning December 18, 2019, and expiring December 31, 2021, with provisions for three one-year renewals exercisable by the City Manager, in an annual amount not to exceed $75,000, for a total contract amount not to exceed $375,000, subject to non -substantive changes approved by the City Manager and City Attorney. 22D. AWARD A CONTRACT TO SIGNATURE PAINTING, INC., FOR FIRE HYDRANT PAINTING SERVICES, IN AN ANNUAL AMOUNT OF $220,000 (TOTAL NOT TO EXCEED $1,100,000) (SPECIFICATION NO. 19-103) {STRATEGIC PLAN NO. 6,21 - Finance and Management Services Agency and Public Works Agency MOTION: Award a contract to Signature Painting, Inc., for fire hydrant painting services, for a three-year period beginning December 17, 2019, and expiring December 16, 2022, in an annual amount of $220,000, with provisions for two one-year renewals exercisable by the City Manager, for a total amount not to exceed $1,100,000, subject to non - substantive changes approved by the City Manager and City Attorney. 22E. AWARD PURCHASE ORDER FOR AN AMOUNT NOT TO EXCEED $207,200 TO RDO EQUIPMENT CO., FOR VERMEER BRUSH AND TREE REMOVAL MAINTENANCE EQUIPMENT (ENTERPRISE FUND) (SPECIFICATION NO. 19-121) {STRATEGIC PLAN NO. 6, 2) - Finance and Management Services Agency and Public Works Agency MOTION: Authorize a one-time purchase and payment of purchase order to RDO Equipment Co., for the purchase of one stump cutter and two brush chippers, in the amount of $197,200, plus a contingency of $10,000, for a total amount not to exceed $207,200, subject to non -substantive changes approved by the City Manager and City Attorney. PROJECTS/CHANGE ORDERS 23A. AWARD A CONSTRUCTION CONTRACT TO CALIFORNIA PROFESSIONAL ENGINEERING, INC. IN THE AMOUNT OF $421,043 FOR THE PACIFIC ELECTRIC BIKE TRAIL AND SADDLEBACK VIEW PARK SECURITY LIGHTING PROJECT, WITH AN ESTIMATED TOTAL PROJECT COST OF $568,409 (PROJECT NOS. 18- 7524 & 18-7533) {STRATEGIC PLAN NO. 6, 1 B, 1 G) - Public Works Agency and Parks, Recreation and Community Services Agency 1. Award a contract to California Professional Engineering, Inc., the lowest responsible bidder, in accordance with the base bid in the amount of $421,043, for construction of the Pacific Electric Bike Trail and Saddleback View Park DRAFT CITY COUNCIL MINUTES 14 DECEMBER 17, 2019 Security Lighting Project, for the term beginning upon execution of the contract and ending upon project completion, and authorize the City Manager to execute the contract, subject to non -substantive changes approved by the City Manager and the City Attorney. 2. Approve the Project Cost Analysis for a total estimated construction delivery cost of $568,409, which includes $421,043 for the construction contract; $63,157 for contract administration, inspection, and testing; and a $84,209 project contingency (approximately 20% of the construction contract amount) using Community Development Block Grant funds. 23B. AWARD A CONSTRUCTION CONTRACT TO ALL AMERICAN ASPHALT IN THE AMOUNT OF $540,408, FOR THE BRISTOL STREET REHABILITATION FROM MACARTHUR BOULEVARD TO RAILROAD PROJECT WITH AN ESTIMATED PROJECT COST OF $647,760 (PROJECT NO. 19-6943) {STRATEGIC PLAN NO. 6, 1 C; 1G} - Public Works Agency 1. Award a contract to All American Asphalt, the lowest responsible bidder, in accordance with the base bid in the amount of $540,408, for construction of the Bristol Street Rehabilitation from MacArthur Boulevard to Railroad (North of Alton Avenue) Project, for the term beginning upon execution of the contract and ending upon project completion, and authorize the City Manager to execute the contract subject to non -substantive changes approved by the City Manager and the City Attorney. 2. Approve the Project Cost Analysis for a total estimated construction delivery cost of $647,760, which includes $540,408 for the construction contract; $53,552 for contract administration, inspection, and testing; and a $53,800 project contingency, paid with Highway Users Tax Account -Road Maintenance and Rehabilitation Funds. 23C. AWARD A CONTRACT TO C.S. LEGACY CONSTRUCTION, INC. IN THE AMOUNT OF $927,421 FOR THE CIVIC CENTER IMPROVEMENTS PROJECT WITH AN ESTIMATED TOTAL PROJECT COST OF $1,159,277 TO BE FUNDED BY THE CIVIC CENTER FUND AND APPROVE THE AMENDMENT TO THE FISCAL YEAR 2019-20 CAPITAL IMPROVEMENT PROGRAM (PROJECT NOS. 18-2679 & 18-2680) {STRATEGIC PLAN NOS. 6, 1 B, 1 G) - Public Works Agency and Parks, Recreation and Community Services Agency 1. Award a contract to C.S. Legacy Construction, Inc., the lowest responsible bidder, in accordance with the base bid, in the amount of $927,421 for construction of the Civic Center Improvements project for the term beginning upon execution of the contract and ending upon project completion, subject to non -substantive changes approved by the City Manager and the City Attorney. DRAFT CITY COUNCIL MINUTES 15 DECEMBER 17, 2019 2. Approve the Project Cost Analysis for a total estimated construction delivery cost of $1,159,277, which includes $927,421 for the construction contract; $139,113 for contract administration, inspection, and testing; and a $92,743 project contingency (approximately 10% of the construction contract amount) using Civic Center funds. 3. Approve the amendment to the Fiscal Year 2019-20 Capital Improvement Program to increase the funds allocated for the Japanese Garden Renovation and Civic Center Mall Drought Tolerant Landscaping, by $434,000 and $78,000 respectively and reducing the Courthouse Drystream Project by $512,000. AGREEMENTS 25A. AUTHORIZE FIRST AMENDMENT TO AGREEMENT WITH HDL COREN & CONE TO EXTEND AGREEMENT BY ONE YEAR FOR PROPERTY TAX REVENUE AUDITING AND CONSULTING SERVICES FOR AN AMOUNT NOT TO EXCEED $28,250 {STRATEGIC PLAN NO. 4, 2A) — Finance and Management Services Agency MOTION: Authorize the City Manager to execute a First Amendment to Agreement with HdL Coren & Cone for Secured and Unsecured Property Tax Revenue Auditing and Consulting Services, to extend the current contract expiring December 31, 2019 for an additional one-year period beginning January 1, 2020 through December 31, 2020, for an amount not to exceed $28,250 ($23,250 contract services cost plus $5,000 contingency), subject to non -substantive changes approved by the City Manager and the City Attorney (Agreement No. A-2019-XXX). This Consent Item 25A - Agreement No. 2019-236 was approved. 25B. APPROVE AMBULANCE & PARAMEDIC BILLING AND COLLECTION SERVICES RENEWAL AGREEMENT WITH WITTMAN ENTERPRISES, LLC FOR A CONTINGENT RECOVERY RATE NOT TO EXCEED 3.99% {STRATEGIC PLAN NO. 7, 5F) — Finance and Management Services Agency MOTION: Authorize the City Manager to execute a renewal agreement with Wittman Enterprises, LLC for a three-year (3) period for ambulance and paramedic/medical billing and collection recovery services including an option exercisable by the City Manager to transfer the administration of the City's Paramedic Subscription Program to the consultant. The agreement would be effective from January 1, 2020 through December 31, 2022 (based on a contingent collection fee rate of 3.99%) with two optional (1) one- year extensions exercisable by the City Manager and City Attorney, subject to non - substantive changes approved by the City Manager and City Attorney (Agreement No. A- 2019-XXX). DRAFT CITY COUNCIL MINUTES 16 DECEMBER 17, 2019 Mayor Pro Tern Villegas motioned to approve consent calendar item 25B — Agreement No. A-2019-237, seconded by Councilmember Solorio. MOTION: Mayor Pro SECOND: Councilmember Solorio Tem Villegas VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Iglesias, Councilmember Penaloza, Councilmember Solorio (5) NOES: None (0) ABSTAIN: None (0) ABSENT: Councilmember Sarmiento, Councilmember Bacerra (3) 25C. AMEND AGREEMENT WITH QUESTICA INC. TO INCREASE ANNUAL AMOUNT BY $15,000 (TOTAL CONTRACT AMOUNT NOT TO EXCEED $136,560) TO INCLUDE OPENBOOK FINANCIAL TRANSPARENCY MODULE {STRATEGIC PLAN NO. 4, 11 ? Finance and Management Services Agency MOTION: Authorize the City Manager to execute an amendment with Questica, Inc. to include OpenBook Financial Transparency Module for an increased annual amount of $15,000, subject to non -substantive changes approved by the City Manager and the City Attorney. The total not -to -exceed annual amount will increase to $45,520, for a new contract amount of $136,560 (Agreement No. A-2019-XXX). This Consent Item 25C - Agreement No. 2019-238 was approved. 25D. APPROVE AN AMENDED AND RESTATED PROFESSIONAL SERVICES AGREEMENT WITH CITY NET TO PROVIDE STREET OUTREACH SERVICES IN AN ANNUAL AMOUNT NOT TO EXCEED $688,390 FOR A TOTAL AGREEMENT AMOUNT NOT TO EXCEED $738,390 {STRATEGIC PLAN NO. 5, 6) — Community Development Agency MOTION: Authorize the City Manager to execute an amended and restated professional services agreement with City Net to provide street outreach services to individuals experiencing homelessness in an annual amount not to exceed $688,390, for a total amount not to exceed $738,390, for the period of December 17, 2019 to December 16, 2020, subject to non -substantive changes approved by the City Manager and the City Attorney (Agreement No. A-2019-XXX). DRAFT CITY COUNCIL MINUTES 17 DECEMBER 17, 2019 Mayor Pro Tern Villegas motioned to approve the consent calendar item 25D - Agreement No. 2019-239, seconded by Councilmember Solorio. MOTION: Mayor Pro SECOND: Councilmember Solorio Tem Villegas VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Iglesias, Councilmember Solorio (4 ) NOES: None (0) ABSTAIN: None (0) ABSENT: Councilmember Penaloza, Councilmember Sarmiento, Councilmember Bacerra (3) 25E. APPROVE AN AMENDMENT TO THE MEMORANDOM OF UNDERSTANDING BETWEEN THE CITY OF SANTA ANA AND THE FULL-TIME EMPLOYEES UNIT SERVICES EMPLOYEES INTERNATIONAL UNION LOCAL 721 TO INCLUDE NEW EMPLOYEE ORIENTATIONS IN COMPLIANCE WITH ASSEMBLY BILL 119 {STRATEGIC PLAN NO. 7, 6 & 71 — Human Resources Department MOTION: Authorize the City Manager to execute an Amendment to the Memorandum of Understanding (MOU) with the Full -Time Employees' Unit, Service Employees International Union Local 721 (SEIU) for the period of July 1, 2019 through June 30, 2022, regarding new employee orientation in accordance with AB119 (Agreement No. A- 2019-XXX). Mayor Pro Tern Villegas motioned to approve the consent calendar item 25 E -Agreement No. 2019-240, seconded by Councilmember Solorio. MOTION: Mayor Pro SECOND: Councilmember Solorio Tern Villegas VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Penaloza, Councilmember Sarmiento, Councilmember Solorio, Councilmember Bacerra (6) NOES: Councilmember Iglesias (1) DRAFT CITY COUNCIL MINUTES 18 DECEMBER 17, 2019 ABSTAIN: None (0) ABSENT: None (0) Councilmember Sarmiento stated that he voted "YES' in regards to the motion to approve consent calendar item 25E, but it was not reflected on the voting board. 25F. APPROVE A LICENSE AGREEMENT WITH MATCH POINT TENNIS ACADEMY LLC. FOR THE OPERATION AND MAINTENANCE OF THE CABRILLO TENNIS CENTER AND FOR THE OPERATOR TO MAKE CAPITAL IMPROVEMENTS TO THE SITE AND PROVIDE A FEE PAYABLE TO THE CITY STARTING IN 2024 (STRATEGIC PLAN NO. 5, 6) — Parks, Recreation and Community Services Agency MOTION: Authorize the City Manager to execute a license agreement with Match Point Tennis Academy, LLC. for the operation and maintenance of the Cabrillo Tennis Center for a 15-year term from January 1, 2020 to December 31, 2034 and for the operator to make capital improvements to the site and provide a fee payable to the City starting in 2024 that will be deposited in the General Fund, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). This Consent Item - Agreement No. 2019-241 was approved. 25G. APPROVE AN AGREEMENT WITH THE STATE OF CALIFORNIA WORKFORCE DEVELOPMENT BOARD FOR THE PRISON TO EMPLOYMENT IMPLEMENTATION SUPPORTIVE SERVICES EARN AND LEARN GRANT ($2,510,850) {STRATEGIC PLAN NO. 2, 41 — Community Development Agency MOTION: Authorize the City Manager to execute an agreement M0113521 with the State of California Workforce Development Board for the Prison to Employment Implementation Supportive Services Earn and Learn Grant, for a term commencing December 1, 2019 through March 31, 2022, for an amount not to exceed $2,510,850, subject to non - substantive changes approved by the City Manager and City Attorney (Agreement No. A- 2019-XXX). Councilmember Solorio motioned to approve the consent calendar item 25G - Agreement No. 2019-242, seconded by Councilmember Sarmiento. MOTION: Councilmember SECOND: Councilmember Sarmiento Solorio VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Iglesias, Councilmember Penaloza, Councilmember Sarmiento, Councilmember Solorio, Councilmember Bacerra (7) DRAFT CITY COUNCIL MINUTES 19 DECEMBER 17, 2019 NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) 25H. APPROVE A FIVE-YEAR AGREEMENT WITH AXON ENTERPRISE, INC. IN THE AMOUNT OF $1,272,036.01 TO PROVIDE TASER 7 EQUIPMENT TO THE SANTA ANA POLICE DEPARTMENT {STRATEGIC PLAN NO. 1, 51 — Police Department and Human Resources Department MOTION: Authorize the City Manager to execute a five-year agreement with Axon Enterprise, Inc. to provide Taser 7 equipment to the Santa Ana Police Department, for the period of December 17, 2019, through December 16, 2024, in the amount of $1,272,036.01, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). Mayor Pro Tern Villegas motioned to approve the consent calendar item 25H - Agreement No. 2019-243, seconded by Councilmember Sarmiento. MOTION: Mayor Pro SECOND: Councilmember Sarmiento Tern Villegas VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Iglesias, Councilmember Penaloza, Councilmember Sarmiento, Councilmember Solorio, Councilmember Bacerra (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) 251. AMEND AGREEMENT WITH SINGLE POINT ALLIANCE, INC., INCREASING THE COMPENSATION BY $350,000, TO PROVIDE THE CENTRAL STORES CONSIGNMENT INVENTORY PROGRAM FOR AN ADDITIONAL 5 MONTHS (SPECIFICATION NO. 11-059) {STRATEGIC PLAN NO. 6, 1C)— Public Works Agency MOTION: Authorize the City Manager to amend the agreement with Single Point Alliance, Inc., for the Central Stores Consignment Inventory Program, increasing the compensation DRAFT CITY COUNCIL MINUTES 20 DECEMBER 17, 2019 by $350,000, for a new total annual amount not to exceed $1,267,500, and extending the term by five months for a new agreement expiration date of June 30, 2020, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). This Consent Item 25 1 - Agreement No. 2019-244 was approved. 25J. APPROVE A FIVE-YEAR LICENSE AGREEMENT WITH THE COUNTY OF ORANGE FOR THE INSTALLATION OF A BALLOT BOX AT THE SANTA ANA REGIONAL TRANSPORTATION CENTER (STRATEGIC PLAN NO. 3, 2C) — Public Works Agency MOTION: Authorize the City Manager to execute a site lease agreement with the County of Orange for the installation of a ballot box at the Santa Ana Regional Transportation Center, for the five-year term beginning on December 18, 2019, and ending December 17, 2024, at no fee, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2019-XXX). This Consent Item 25J - Agreement No. 2019-245 was approved. **END OF CONSENT CALENDAR" ADMINISTER OATH OF OFFICE TO: 1. V. THAI PHAN, PLANNING COMMISSIONER 2. CARL BENNINGER, ENVIRONMENTAL AND TRANSPORTATION ADVISORY COMMITTEE MEMBER 3. ALBERTA CHRISTY, HISTORIC RESOURCES COMMISSIONER 4. GINELLE HARDY, HISTORIC RESOURCES COMMISSIONER 5. KHOA LE. YOUTH COMMISSIONER BUSINESS CALENDAR RESOLUTIONS 55A. ADOPT RESOLUTION AUTHORIZING THE PURCHASE OF BASIC LIFE INSURANCE, ACCIDENTAL DEATH AND DISMEMBERMENT BENEFIT, SUPPLEMENTAL LIFE INSURANCE, AND LONG-TERM DISABILITY INSURANCE FOR EMPLOYEES THROUGH THE HARTFORD LIFE AND ACCIDENT INSURANCE COMPANY {STRATEGIC PLAN NO. 7; 61 ? Human Resources Department Adopt a resolution authorizing the purchase of basic life insurance, accidental death and dismemberment DRAFT CITY COUNCIL MINUTES 21 DECEMBER 17, 2019 benefit, supplemental life insurance and supplemental death and dismemberment benefit, dependent life insurance and long-term disability insurance for City employees through Hartford Life and Accident Insurance Company beginning January 1, 2020. 2. Receive and file renewal rates for employee basic life, supplemental life, dependent life insurance, long-term disability, and accidental and dismemberment benefits, and supplemental accidental death and dismemberment for the calendar year 2020. Councilmember Sarmiento motioned to approve item 55A and adopt Resolution No. 2019-117, seconded by Councilmember Solorio. MOTION: Councilmember SECOND: Councilmember Solorio Sarmiento VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Iglesias, Councilmember Penaloza, Councilmember Sarmiento, Councilmember Solorio, Councilmember Bacerra (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) Councilmember Iglesias stated that she voted "YES' in regards to the motion to approve Item 55A, but it was not reflected on the voting board. REPORTS 65A. APPROVE THE BUDGET CALENDAR FOR FISCAL YEAR 2020-2021 {STRATEGIC PLAN NO. 4, 1} — Finance and Management Services Agency MOTION: Approve the Budget Calendar for Fiscal Year 2020-2021. Councilmember Penaloza motioned to approve item 65A, seconded by Councilmember Sarmiento. MOTION: Councilmember SECOND: Councilmember Sarmiento Penaloza DRAFT CITY COUNCIL MINUTES 22 DECEMBER 17, 2019 VOTE: PUBLIC HEARINGS AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Iglesias, Councilmember Penaloza, Councilmember Sarmiento, Councilmember Solorio, Councilmember Bacerra (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) 75A. PUBLIC HEARING - VACATE AN 11' BY 184' PORTION OF BRISTOL STREET AT 815 NORTH BRISTOL STREET (2,024 SQUARE FEET) - ABANDONMENT NO. 18-05 {STRATEGIC PLAN NO. 3, 21 -Public Works Agency Legal Notice published in the Orange County Reporter on December 6 and 13, 2019. 1. Adopt a resolution vacating a portion of Bristol Street at 815 N Bristol Street. 2. In the event the resolution is adopted, authorize the City Manager to convey the City's fee interest in the excess right-of-way to In-N-Out Burgers, a California Corporation, in the amount of $2,500. Councilmember Sarmiento announced that he would recuse himself from item 75A. Seeing no one wishing to speak, Mayor Pulido opened and closed the public hearing at 9:44 p.m. Councilmember Penaloza motioned to approve item 75A and adopt Resolution No. 2019- 118, seconded by Councilmember Solorio. MOTION: Councilmember SECOND: Councilmember Solorio Penaloza VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Iglesias, Councilmember Penaloza, Councilmember Solorio, Councilmember Bacerra (6) NOES: None (0) ABSTAIN: None (0) DRAFT CITY COUNCIL MINUTES 23 DECEMBER 17, 2019 ABSENT: None (0) 75B. PUBLIC HEARING ON ISSUANCE OF TAX-EXEMPT BONDS FOR THE BENEFIT OF LEGACY SQUARE APARTMENTS AND RESOLUTION APPROVING THE ISSUANCE OF BONDS ($40,000,000) {STRATEGIC PLAN NO. 5, 31 - Community Development Agency Legal Notice published in the Orange County Reporter on December 4, 2019. APPLICANT REQUEST: Conduct a Tax Equity and Fiscal Responsibility Act Hearing in consideration of the issuance of tax exempt bond financing by the California Statewide Communities Development Authority on behalf of Legacy Square, L.P. (the 'Borrower"), for the benefit of Legacy Square Apartments (the "Project") to finance the acquisition, construction, and improvement of the Project, a 93-unit multifamily rental housing project located at 609 N. Spurgeon Street., Santa Ana, California. 2. Adopt a resolution approving the issuance of revenue bonds by the California Statewide Communities Development Authority in an amount not to exceed $40,000,000 for the purpose of financing the acquisition, construction, improvement and equipping of Legacy Square Apartments, a 93-unit multifamily rental housing project. Seeing no one wishing to speak, Mayor Pulido opened and closed the public hearing at 9:45 p.m. Mayor Pro Tern Villegas motioned to adopt item 75B and adopt Resolution No. 2019- 119, seconded by Mayor Pulido. MOTION: Mayor Pro SECOND: Mayor Pulido Tern Villegas VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Penaloza, Councilmember Solorio, Councilmember Bacerra (5) NOES: Councilmember Iglesias (1) ABSTAIN: None (0) DRAFT CITY COUNCIL MINUTES 24 DECEMBER 17, 2019 ABSENT: Councilmember Sarmiento (1) 75C. PUBLIC HEARING -AMEND SECTIONS 34-56, 34-126, AND 34-127 OF CHAPTER 34 (SUBDIVISIONS) OF THE SANTA ANA MUNICIPAL CODE TO ALLOW NON-RESIDENTIAL SMALL LOT SUBDIVISIONS AND TO STREAMLINE THE TENTATIVE MAP REVIEW PROCESS {STRATEGIC PLAN NO. 3,21 — Planning and Building Agency Legal Notice published in the Orange County Reporter on December 6, 2019. MOTION: Place ordinance on first reading and authorize publication of title. AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AMENDING SANTA ANA MUNICIPAL CODE SECTIONS 34-56 (POSTAGE STAMP SUBDIVISIONS), 34-126 (APPROVAL OF TENTATIVE PARCEL MAPS BY THE ZONING ADMINISTRATOR) AND 34-127 (APPROVAL OF OTHER TENTATIVE MAPS BY PLANNING COMMISSION) TO STREAMLINE THE REVIEW PROCESS FOR TENTATIVE MAPS Seeing no one wishing to speak, Mayor Pulido opened and closed the public hearing at 9:46 p.m. Councilmember Bacerra motioned to adopt public hearing item 75C as amended to include any interested party, seconded by Mayor Pulido. MOTION: Councilmember SECOND: Mayor Pulido Bacerra VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Penaloza, Councilmember Solorio, Councilmember Bacerra (5) NOES: Councilmember Iglesias (1) ABSTAIN: None (0) ABSENT: Councilmember Sarmiento (1) 75D. PUBLIC HEARING — ZONING ORDINANCE AMENDMENT NO. 2019-01 TO AMEND CHAPTER 41 (ZONING) TO ADD A DEFINITION FOR "SCHOOLS" AND TO ALLOW SCHOOLS AS A PERMITTED USE IN THE SPECIFIC DEVELOPMENT NO. 82 ZONING DISTRICT AT 2601- 2617 WEST FIFTH STREET {STRATEGIC PLAN NO. 3, 21- Planning and Building Agency Planning Commission approved recommended action on February 11, 2019 by a vote of 5-0 (Alderete and Verino absent). Legal DRAFT CITY COUNCIL MINUTES 25 DECEMBER 17, 2019 Notice published in the Orange County Reporter on December 6, 2019 and notices mailed out on said date. MOTION: Place ordinance on first reading and authorize publication of title. AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AMENDING SPECIFIC DEVELOPMENT NO. 82 (SD-82) ZONING DISTRICT TO ALLOW SCHOOLS AS A PERMITTED USE, AMEND THE SANTA ANA MUNICIPAL CODE TO ADD A DEFINITION OF SCHOOLS AND TO ADOPT A SET OF OPERATIONAL STANDARDS FOR SCHOOLS Mayor Pulido opened the public hearing at 7:02 p.m. PUBLIC COMMENT Stan Barankiewicz spoke in opposition to the item. Jeremy Cogan spoke in opposition to the item. Orin Williams spoke in opposition to the item. Don Wilson spoke in support of the item. Barry Einck spoke in opposition to the item and requested that the item be continued. Angeline Sanchez spoke in support of the item. David De Leon spoke in opposition to the item and requested that the item be continued. Daniel De Leon spoke in support of the item. Rosario Ruiz spoke in support of the item. Mayor Pulido closed the public hearing at 7:25 p.m. Councilmember Iglesias motioned to adopt item 75D, seconded by Mayor Pro Tern Villegas. MOTION: Councilmember SECOND: Mayor Pro Tern Villegas Iglesias VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Iglesias, Councilmember Bacerra (4) NOES: Councilmember Penaloza, Councilmember Sarmiento, Councilmember Solorio (3) DRAFT CITY COUNCIL MINUTES 26 DECEMBER 17, 2019 ABSTAIN ABSENT: None (0) None (0) JOINT SESSION OF THE CITY COUNCIL AND THE HOUSING AUTHORITY 80A. JOINT SESSION - RECEIVE AND FILE HOUSING SUCCESSOR ANNUAL REPORT FOR FY 2018-19 — LOW AND MODERATE INCOME HOUSING ASSET FUND {STRATEGIC PLAN NO. 5, 11 — Community Development Agency MOTION: Receive and file. Councilmember Penaloza motioned to receive and file, seconded by Councilmember Iglesias. MOTION: Councilmember SECOND: Councilmember Iglesias Penaloza VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Iglesias, Councilmember Penaloza, Councilmember Sarmiento, Councilmember Solorio, Councilmember Bacerra (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) PUBLIC COMMENTS (If not considered by the Chair at an earlier time. Please refer to Basic City Council Meeting Information page for details). Carlo Bonanni spoke regarding the political advertisement. Mike Tardif spoke regarding the general conduct of public meetings and public comments for the December 3, 2020, Council meeting on Agenda Item 60A. Manny Escamilla spoke regarding the bike lane safety, public safety, and infrastructure. Dale Helvig spoke regarding the holidays. DRAFT CITY COUNCIL MINUTES 27 DECEMBER 17, 2019 90A. CITY MANAGER'S COMMENTS City Manager Kristine Ridge made community announcements. 90B. CITY COUNCILMEMBER COMMENTS AB1234 DISCLOSURE — If the City paid for travel or other expenses this is the time for members of the Council to provide a brief oral report on attendance of any regional board or commission meeting or any conference, meeting or event attended. ORAL REPORTS FROM STANDING OR AD -HOC CITY COUNCIL COMMITTEES Councilmember Penaloza made community announcements. Councilmember Solorio made community announcements. Councilmember Iglesias made community announcements. Councilmember Bacerra made community announcements. Councilmember Sarmiento made community announcements. Mayor Pro Tern Villegas made community announcements. Mayor Pulido made community announcements; requested that a donation be made to Phil Brigandi. ADJOURNMENT - The next regular meeting scheduled on January 7, 2020 has been canceled. The next meeting of the City Council will be held on Tuesday, January 21, 2020 at 5:00 p.m. for the Closed Session Meeting immediately followed by the Regular Open Business Meeting at 5:45 p.m. in the Council Chamber, 22 Civic Center Plaza, Santa Ana, California. Mayor Pulido adjourned the meeting in memory of Phil Brigandi at 10:15 p.m. Daisy Gomez, Clerk of the Council DRAFT CITY COUNCIL MINUTES 28 DECEMBER 17, 2019 LS 12.17.19 ORDINANCE NO. NS-XXXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AMENDING SANTA ANA MUNICIPAL CODE SECTIONS 34-56 (POSTAGE STAMP SUBDIVISIONS), 34-126 (APPROVAL OF TENTATIVE PARCEL MAPS BY THE ZONING ADMINISTRATOR) AND 34-127 (APPROVAL OF OTHER TENTATIVE MAPS BY PLANNING COMMISSION) TO STREAMLINE THE REVIEW PROCESS FOR TENTATIVE MAPS 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 Planning and Building Agency is requesting an amendment to Sections 34-56, 34-126, and 34-127 of Chapter 34 (Subdivisions) of the Santa Ana Municipal Code (SAMC) to streamline and expedite the review and approval process for tentative maps. B. On January 16, 2018, the City Council adopted Ordinance NS-2937, creating a framework for residential small -lot subdivisions within certain residential zoning districts. C. Property owners wishing to subdivide non-residential properties in Santa Ana are currently limited to fee -simple subdivisions wherein all lots must have street frontage, or condominium subdivisions for air -rights units. D. The existing review process for tentative maps requires a receive and file action by the City Council. This ordinance will remove this action and assign final approval responsibilities of tentative parcel maps to the Zoning Administrator and all other tentative maps to the Planning Commission. E. The State Subdivision Map Act, set forth in California Government Code Section 66410 et seq. allows certain amount of flexibility in enacting local subdivision ordinances and permits the City, by ordinance, to designate its own review body and process. F. The proposed amendments are consistent with the State Subdivision Map Act and will preserve the public health, safety and welfare of all residents and visitors of the City. G. The City Council, prior to taking action on this ordinance held a duly noticed public hearing on December 17, 2019. Ordinance No. NS-XXXX 11 A-1 Page 1 of 5 Section 2. The proposed ordinance has been reviewed with respect to applicability of the California Environmental Quality Act ("CEQA") and the State CEQA Guidelines (California Code of Regulations, Title 14, Section 15000 et seq.). The project is exempt from CEQA as it can be seen with certainty that there is no impact on the environment [Section 15061(b)(3)] and a Notice of Exemption will be filed upon adoption of this ordinance. Section 3. All provisions of the Santa Ana Municipal Code which are repeated herein are repeated solely in order to comply with the provisions of Section 418 of the City Charter. Any such restatement of existing provisions of the Code is not intended, nor shall it be interpreted, as constituting a new action or decision of the City Council, but rather such provisions are repeated for tracking purposes only in conformance with the Charter. Section 4. Section 34-56 (Lot frontage) of the SAMC is hereby amended to read as follows: Sec. 34-56. — Lot frontage. Every lot must have frontage on a public or private street, except as provided in the subsections below. (a) When a master site lot containing a postage stamp lot subdivision is proposed, every such postage stamp lot therein shall have frontage on a public or private street or be provided direct access to a public or private street through a recorded map or by a recorded access easement, covenant, or other similar instrument. For the purposes of this subsection, "master site" and "postage stamp lot" shall mean the following: "Master Site" shall mean the land area of a commercial or industrial development project that includes multiple buildings and/or lots but functions as an integrated project. ii. "Postage Stamp Lot" shall mean lots where the owners of a property own the land but may not own the parking area and other common space. (b) When a master site lot containing a condominium subdivision is proposed, the master site lot shall have the minimum lot size and street frontage as prescribed by the zoning code. (c) When no subdivision is proposed at a master site, the master site's lot shall have the minimum lot size and street frontage as prescribed by the zoning code. Section 5. Section 34-126 (Approval of tentative parcel maps by the zoning administrator) of the SAMC is hereby amended to read as follows: Sec. 34-126. - Approval of tentative parcel maps by the Zoning Administrator. Ordinance No. NS-XXXX 11 A-2 Page 2 of 5 (a) Upon receipt of a copy of any tentative parcel map application and after Development Project Plan approval, as required pursuant to Division 3 of Article V of Chapter 41 of this Code, and in accordance with the time period mandated by the State Subdivision Map Act, as amended from time to time, each city officer or department to which such copy shall have been transmitted shall file with the Zoning Administrator his er its approval or disapproval of such tentative parcel map or a report showing what changes are necessary or desirable to make such tentative parcel map conform to the requirements of this Chapter coming within the jurisdiction of such officer or department. Failure to file the report shall indicate approval of the map by such officer or department. (b) At a duly noticed public hearing, the Zoning Administrator shall review the recommendations of said departments and officers and, if satisfied that the design of the subdivision conforms to the requirements of this chapter, shall approve the map within the time period mandated by the State Subdivision Map Act, as amended from time to time, unless such time is extended by agreement with the subdivider. If the Zoning Administrator finds that the map does not conform, or if substantive objections or recommendations for changes have been made in the reports from city officers or departments, the Zoning Administrator shall disapprove or conditionally approve the map. The Zoning Administrator shall thereupon notify the subdivider of his or her decision in writing. (c) If no appeal to the Planning Commission is filed by the subdivider or any interested party as provided for in Section 34-129, the Zoning Administrator's decision shall be final. Section 6. Section 34-127 (Approval of other tentative maps by planning commission) of the SAMC is hereby amended to read as follows: Sec. 34-127. - Approval of other tentative maps by Planning Commission. (a) Upon receipt of a copy of any tentative map application and after Development Project Plan approval, as required pursuant to Division 3 of Article V of Chapter 41 of this Code, and in accordance with the time period mandated by the State Subdivision Map Act, as amended from time to time, except a tentative parcel map, each city officer or department to which such copy shall have been transmitted shall file with the Planning Commission his or its approval or disapproval of such tentative map or a report showing what changes are necessary or desirable to make such tentative map conform to the requirements of this Chapter coming within the jurisdiction of such officer or department. Failure to file the report shall indicate approval of the map by such officer or department. (b) At a duly noticed public hearing, the Planning Commission shall review the recommendations of said departments and officers and, if satisfied that the design of the subdivision conforms to the requirements of this chapter, Ordinance No. NS-XXXX 11 A-3 Page 3 of 5 shall approve the map within the time period mandated by the State Subdivision Map Act, unless such time is extended by agreement with the subdivider. If the Planning Commission finds that the map does not conform, or if substantive objections or recommendations for changes have been made in the reports from city officers or departments, the Planning Commission shall disapprove or conditionally approve the map. The Planning Commission shall thereupon notify the subdivider of its decision in writing. (c) If no appeal to the City Council is filed by the subdivider or any interested party as provided in Section 34-132, the Planning Commission's decision shall be final. Section 7. If any section, subsection, 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, or portions be declared invalid or unconstitutional. Section 8. The City Clerk shall certify the adoption of this Ordinance and shall cause the same to be posted as required by law. ADOPTED this 21st day of January, 2020. APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By: Lisa Storck Assistant City Attorney Miguel A. Pulido Mayor Ordinance No. NS-XXXX 11 A-4 Page 4 of 5 AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify the attached Ordinance No. NS-XXXX to be the original ordinance adopted by the City Council of the City of Santa Ana on January 21, 2020, 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-XXXX 11 A-5 Page 5 of 5 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE ORDINANCE SECOND READING: APPROVING ZONING ORDINANCE AMENDMENT NO. 2019-01 TO AMEND CHAPTER 41 TO ADD A DEFINITION FOR "SCHOOLS" AND TO ALLOW SCHOOLS AS A PERMITTED USE IN THE SPECIFIC DEVELOPMENT NO. 82 ZONING DISTRICT AT 2601- 2617 WEST FIFTH STREET {STRATEGIC PLAN NO. 3,21 CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 111 Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO /s/Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Place ordinance on second reading and adopt. DISCUSSION On December 17, 2019, the following ordinance was introduced for first reading and City Council authorized publication of title by a vote of 4-3: ORDINANCE NO. NS-XXXX APPROVING ZONING ORDINANCE AMENDMENT NO. 2019-01 TO AMEND CHAPTER 41 TO ADD A DEFINITION FOR "SCHOOLS' AND TO ALLOW SCHOOLS AS A PERMITTED USE IN THE SPECIFIC DEVELOPMENT NO. 82 ZONING DISTRICT Ordinance No. NS-XXXX (Exhibit 1) adds a definition for "schools" in the Zoning Code and will allow a school to operate by right in the Specific Development No. 82 (SD-82) zoning district. The action will allow the Vista Heritage Charter School to enlarge their existing campus within an existing building. The City Council made one modification to SD-82, limiting the size of the school to a maximum of 870 students. STRATEGIC PLAN ALIGNMENT Approval of this item supports Goal No. 3 - Economic Development, Objective No. 2 (create new opportunities for business/job growth and encourage private development through new General Plan and Zoning Ordinance policies). 11 B-1 Second Reading: Zoning Ordinance Amendment No. 2019-01 January 21, 2020 Page 2 FISCAL IMPACT There is no fiscal impact associated with this action. Minh Thai Executive Director Planning and Building Agency Exhibit: 1. Ordinance 11 B-2 *:1:11-3Yi1 LS 12.17.19 ORDINANCE NO. NS-XXXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AMENDING SPECIFIC DEVELOPMENT NO. 82 (SD-82) ZONING DISTRICT TO ALLOW SCHOOLS AS A PERMITTED USE, AMEND THE SANTA ANA MUNICIPAL CODE TO ADD A DEFINITION OF SCHOOLS AND TO ADOPT A SET OF OPERATIONAL STANDARDS FOR SCHOOLS 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 Council, by Ordinance No. NS-2777, adopted October 20, 2008, rezoned property located at, and adjacent to, 2501 West Fifth Street, more specifically described in said ordinance, to Specific Development Plan No. 82 (SD-82) for such property. B. It is now desired to allow schools as a permitted use within the SD-82 zoning district, define "schools", and adopt operational standards for schools to minimize any impacts resulting from their presence in the SD-82 district. C. On February 11, 2019, the Planning Commission held a duly noticed public hearing and voted to recommend that the City Council adopt Zoning Ordinance Amendment No. 2019-01. D. The City Council, on May 7, 2019, held a duly noticed public hearing on this ordinance and considered all testimony presented thereto. At the conclusion of the hearing, the Council voted 3:3 on the zoning ordinance amendment, resulting in non -action by the Council. E. On December 17, 2019, the City Council held a duly noticed public hearing on this ordinance and considered all testimony presented thereto. Section 2. The proposed ordinance has been reviewed with respect to applicability of the California Environmental Quality Act ("CEQA") and the State CEQA Guidelines (California Code of Regulations, Title 14, Section 15000 et seq.). The project is exempt from CEQA as it can be seen with certainty that there is no impact on the environment [Section 15061(b) (3)] and a Notice of Exemption will be filed upon adoption of this ordinance. Section 3. Section 41-150 (Reserved) of Chapter 41 of the SAMC is hereby amended to read as follows: 1 11 B-3 Sec. 41-150.5. —Schools. A school means any public, charter, or private educational facility for elementary, middle, junior high, and high school, serving kindergarten through twelfth grade students, including denominational and sectarian, boarding schools, and military academies, but does not include preschools and child day care uses as defined in Section 41-42.5. Section 4. The Specific Development No. 82 (SD-82) zoning document is hereby amended to read as follows: TEMPLO CALVARIO ASSEMBLY OF GOD Specific Development Plan No. 82 Section 1. Applicability of Ordinance The specific development zoning district for the Templo Calvario Assembly of God Church, as authorized by Chapter 41, Division 26, Sec. 41-593 et seq. of the Santa Ana Municipal Code (SAMC), is specifically subject to the standards and regulations contained in this plan for the express purpose of establishing land use regulations and standards. All other applicable chapters, articles and sections of the SAMC shall apply unless expressly stated or superseded by this ordinance. Section 2. Purpose The Specific Development Plan No. 82 (SD-82) for Templo Calvario consist of standards and regulations established for the express purpose of protecting the health, safety and general welfare of the people of the City of Santa Ana by promoting and enhancing the value of properties and encouraging orderly development of the property. Section 3. Uses Permitted 1. The following uses are permitted in the SD-82 District: (a) The compounding, processing, or treatment of raw or previously used materials into a finished or semi -finished product, excluding those specified in SAMC section 41-489.5. (b) The manufacture of products from raw or previously treated materials, excluding those uses specified in section 41-489.5. (c) The assembly of products from raw or previously treated materials, excluding those uses specified in section 41-489.5. (d) The packaging or distribution of previously prepared products or materials, excluding those uses specified in section 41-489.5. z 11 B-4 (e) Wholesale establishments where the primary trade is business -to - business sale of products, supplies and equipment. (f) Storage of previously prepared goods, products or materials for eventual distribution or sales where the goods, products or materials are the property of the owner or operator of the building or structure. (g) Machine shop or other metal working shops. (h) Warehousing. (i) Impound yards (storage only) with no office or dispatching operations. Q) Laundry and dry cleaning establishments in conjunction with plant operation for such establishment on the premises. (k) Eating establishments not specified in section 41-472.5. (1) Research laboratories that do not generate hazardous waste materials. (m) Service stations with no more than two thousand (2,000) square feet of the gross floor area devoted to non -automotive related product sales. (n) Truck, boat and heavy equipment sales, rental, and service. (o) Movie, photography, musical or video production studios. (p) Bulk products sales [twenty-five (25) cubic feet or greater] when such products are the primary sales activity. (q) Public utility structures. (r) Blueprinting, photoengraving, screen printing and other reproduction processes. (s) Wholesale nursery and plant storage. (t) Contractor's yard. (u) Automotive repair and service, including body and fender repair, painting, and engine replacement. (v) Home improvement warehouse store. (w) Sales of industrial products, supplies and equipment used for final product manufacture. (x) Lumberyard, including mill and sash work if conducted entirely within an enclosed building. M 11 B-5 (y) Recycling facilities not in excess of forty-five thousand (45,000) gross square feet and in compliance with section 41-1253 of this Code including: (1) Small collection facilities. (2) Large collection facilities. (3) Light processing facilities. (z) Adult entertainment businesses, subject to compliance with the requirements of article XVII of this chapter. (aa) Storage and distribution of hazardous materials. (bb) Schools 2. The following uses are permitted when ancillary to any use permitted by section 3-1 or to any use permitted subject to a conditional use permit: (a) Administrative office use occupying up to thirty (30) percent of the gross floor area. (b) Product sales or service uses occupying up to five (5) percent of the gross floor area. (c) Child care facilities occupying up to thirty (30) percent of the gross floor area; provided, however, that no combination of uses permitted by this section shall exceed thirty (30) percent of the gross floor area. (d) The outside storage of Class I and Class II liquids (as defined in the fire code of the City of Santa Ana) in above -ground fixed storage tanks when properly screened pursuant to section 41-622 of the Code, as it may be amended from time to time. As used herein, "tank' means a vessel containing more than sixty (60) gallons. (e) Enclosed storage where the goods, materials or supplies stored are the property of the owner or operator of the building or structure occupying up to thirty (30) percent. 3. The following uses may be permitted in the SD-82 district subject to the issuance of a conditional use permit: (a) Principal industrial uses if occupying less than seventy (70) percent of the gross floor area with the remainder of the floor area allocated to office use only. (b) Storage of new or used buildings or houses. (c) Child care facilities other than as permitted by section 41-472.1. (d) Trade schools which provide instruction which requires the operation of heavy equipment or machinery normally associated with manufacturing operations such as woodworking or machine shops. 4 11 B-6 (e) Kennels for the temporary care and lodging of dogs and other domesticated household animals. (f) Eating establishments permitted in section 41-472 which operate between 12:00 and 5:00 a.m. and which are within one hundred fifty (150) feet of a residential use. (g) Eating establishments with drive -through window service. (h) Petroleum and gas storage. (i) Freight, bus and truck terminal. (j) Industrial medical clinics which offer medical services by referral only and do not offer overnight stays. (k) Administrative office use ancillary to a permitted industrial use occupying more than thirty (30) percent of the gross floor area. (1) Heavy processing recycling uses. (m) Car wash facility. (n) Banquet facilities as an ancillary use to a restaurant or eating establishment, subject to development and operational standards set forth in section 41-199.1. (o) Commercial storage not within five hundred (500) feet of an arterial street (as defined in the city's circulation element) or freeway or within one thousand (1,000) feet of a freeway intersection. (p) Mini -warehouse uses; provided that no conditional use permit shall be granted unless a written finding is made that the parcel on which the use is proposed is not within five hundred (500) feet of an arterial street (as defined in the city's circulation element) or freeway, or within one thousand (1,000) feet of a freeway intersection. (q) Recreational vehicle, vehicle and/or boat storage yard; provided that no conditional use permit shall be granted unless a written finding is made that the parcel on which the use is proposed is: not within five hundred (500) feet of an arterial street (as defined in the city's circulation element) or freeway, or within one thousand (1,000) feet of a freeway intersection. (r) Data center uses; provided that no conditional use permit shall be granted unless a written finding is made that the parcel on which the use is proposed is: not within five hundred (500) feet of an arterial street (as defined in the city's circulation element) or freeway, or within one thousand (1,000) feet of a freeway intersection. (s) Churches and ancillary church uses. 11 B-7 Section 4. Development Standards 1. Walls and Screening. Any equipment, whether on the roof, side of building or ground, shall be screened. The method of screening shall be architecturally integrated with the building in terms of materials, color, shape and size. 2. Landscaping Standards. All landscaped areas shall be irrigated using an automatic irrigation system. The project shall provide landscaping consistent with the existing landscape theme and existing improvements on - site. A six-inch raised concrete curb shall be required around all landscape planters unless approved by City Landscape Associate. (a) A landscaped area not less than 10 feet wide shall be maintained on the north (OCTA right-of-way) parking lot on Fairview Street. (b) All new landscaped planters and landscaped areas shall meet the commercial landscape planter standards. (c) Vine pockets shall be provided along the north (OCTA right-of-way) block wall every 15 feet. 3. Architectural and Design Features. (a) Exterior Materials: Changes to the exterior materials and finishes shall be submitted to the Planning Division for review and approval. The materials and finishes shall be consistent with those found on the site. (b) Trash Enclosures: Trash enclosures and similar ancillary structures are to match the texture, materials and color palette of the proposed buildings. (d) Lighting Standards/fixtures: A minimum of one -foot candle of light shall be provided throughout the parking area. Specifications of light standards/fixtures and photometrics plan shall be submitted to the Planning Division for approval. 4. School Operational Standards. a) A Traffic Plan shall be submitted for review and approval. The Plan shall include specifics on school bus drop-off and pick-up areas (limited to front of building), student drop-off and pick-up areas (limited to rear of building), and the driveways to be used for these functions. b) A Safety Plan shall be submitted for review and approval. At a minimum, the Plan hall include provisions for student safety to the campus, during school operating hours, and safety exiting the campus. 6 11 B-8 c) Physical education activities shall be limited to indoors only. No activities shall be conducted outside the building. A minimum of 10 square feet of physical activity area per student shall be provided. d) Student enrollment for the school shall be capped at a maximum of 870 students. e) A parking management plan shall be submitted to the Planning Division prior to the start of each school year. The plan shall be submitted to Planning Staff and the community association at least 15 days prior to the start of school. The plan shall include provisions for parking during special events at the school. f) The school shall submit an Annual Special Events Program to Planning Staff and the local association at least 15 days prior to the start of the school year. The program shall include provisions for notification of neighbors within SD-82, vehicle circulation, and parking during special events at the school. g) Schools are subject to periodic review by the Planning Division to ensure compliance with the Operational Standards. Failure to comply with the Operational Standards may result in a review by the Planning Commission for further action. Section 5. If any section, subsection, sentence, clause, phrase or portion of this ordinance 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 12020. Miguel A. Pulido Mayor 11 B-9 APPROVED AS TO FORM: Sonia R. Carvalho City Attorney Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS-XXXX to be the original ordinance adopted by the City Council of the City of Santa Ana on , 2020 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 D 11 B-10 CITY OF SANTA ANA a. COUNCIL COMMITTEE MEETING AGENDA PUBLIC SAFETY, CODE ENFORCEMENT AND NEIGHBORHOOD EMPOWERMENT Tuesday, June 11, 2019 5:30 P.M. CALL TO ORDER City Hall Ross Annex, Conference Room 1600 20 Civic Center Plaza, Santa Ana, California Committee Members: Mayor Pro Tern Juan Villegas, Chair David Penaloza, Vice -Chair Cecilia Iglesias Staff: Chief of Police David Valentin OCFA Division Chief James Henery Assistant City Attorney Tamara Bogosian Director of Planning & Building Minh Thai Recording Secretary: Yessenia Aspeitia PLEDGE OF ALLEGIANCE Mayor Pro Tern Juan Villegas PUBLIC COMMENTS Members of the public are allowed three minutes to speak on agenda items or matters within the jurisdiction of the Committee. AGENDA ITEMS 1. Approval of Minutes from April 23, 2019 Meeting 2. Receive Loud and Raucous Noise Ordinance Update — Deputy Chief Eric Paulson, Police Department {Strategic Plan Goal No. 1, 1 c} 3. Discuss Fourth of July Illegal Fireworks Outreach — Deputy Chief Eric Paulson, Police Department {Strategic Plan Goal No. 1, 2d} 4. Receive Police Department Hiring Update — Deputy Chief Enrique Esparza, Police Department {Strategic Plan Goal No. 1, 1 i} SANTA ANA CITY COUNCIL Miguel A. Pulido Juan Vilegas Vicente Sarmiento David Penal.. Jose Sdorio Vacant Cecilia Iglesiac Mayor Mayor Pro Tern Ward 5 Wards Wand Ward Ward Wards neoiaormsanta-a a viieaasrmsama•anaora vsarra,rormsa as doa aiozardse la•a,a isd.,od,s nta-ana.o cdasasrrda as a City Hall, 20 Civic Center Plaza . P.O. Box 1988 . Santa Ana, California 92702 Mayor & Council Telephone: 714-647-5200 . Agldltft 14iries: 714-245-8003 . Website: www.santa-ana.or0 5. Receive Homeless Update— Homeless Services Manager Hafsa Kaka, Community Development {Strategic Plan Goal No. 5, 3d & No. 1, 1 c} 6. Discuss Family Justice Center— Chief David Valentin, Police Department {Strategic Plan Goal No. 1, 1h} COMMITTEE MEMBER COMMENTS FUTURE AGENDA ITEMS ADJOURNMENT The next Public Safety and Neighborhood Empowerment meeting is scheduled for Tuesday, September 10, 2019, at 5:30 P.M. at City Hall Ross Annex, Room 1600, 20 Civic Center Plaza, Santa Ana, CA. The complete Strategic Plan document is available at htto://www.santa-ana.org/strategic-planning/ DIf you need special assistance to participate in this meeting, please contact Michael Ortiz, City ADA Program Coordinator, at (714) 647-5624. Please call prior to the meeting date, to allow the City enough time to make reasonable arrangements for accessibility to this meeting. [Americans with Disabilities Act, Title II, 28 CFR 35.102 SANTA ANA CITY COUNCIL Miguel A. Pulido Juan Vilegas Vicente Sarmiento David Penal.. Jose Sdorio Vacant Cecilia Iglesiac Mayor Mayor Pro Tern Ward Ward Ward2 Ward Ward Ward6 neoiaormsanta-a a viieaasrmsama•anaora vsarra,rormsa as doa aiozardse la•a,a isd.,od,s nta-ana.o cdasasrrda as City Hall, 20 Civic Center Plaza . P.O. Box 1988 . Santa Ana, California 92702 Mayor & Council Telephone: 714-647-5200 . Ag1dEytft 1 �2iries: 714-245-8003 . Website: www.santa-ana.orc CITY OF SANTA ANA CITY COUNCIL COMMITTEE ON SPECIAL PUBLIC SAFETY, CODE ENFORCEMENT & NEIGHBORHOOD EMPOWERMENT MINUTES CALL TO ORDER: ATTENDANCE: MEMBERS ABSENT: STAFF PRESENT: PUBLIC SPEAKERS: June 11, 2019 Ross Annex, Room 1600 City Hall, 20 Civic Center Drive Santa Ana, California 5:39 PM Council Committee members: Juan Villegas, Mayor Pro Tern David Penaloza Cecilia Iglesias PLY". Kristine Ridge, CMO Tamara Bogosian, CAO Eric Paulson, PD David Valentin, PD James Henery, OCFA Enrique Esparza, PD Daisy Perez, CMO Hafsa Kaka, CDA Ken Gominsky, PD Yessenia Aspeitia, Recording Secretary Esther Fonseca, concerned constituent Peter A. Katz, President from Com-Link PLEDGE OF ALLEGIANCE — Mayor Pro Tern Juan Villegas 1 13A-3 AGENDAITEMS 1. Approval of Minutes from the April 23, 2019 Meeting MOTION: Penaloza SECOND: Villegas VOTE: AYES: Penaloza, Villegas Motion passes. 2. Loud and Raucous Noise Ordinance Update — Deputy Chief Eric Paulson Deputy Chief Paulson presented the Council Committee with an update on Loud and Raucous Noise ordinance, by reviewing updated timeline of milestones accomplishments thus far. In 2018, Santa Ana PD (SAPD) responded to 5,401 noise complaints with negligible enforcement due to the lack of intensity of established ordinance. SAPD worked with City Attorney's Office to review and modify ordinance, and on April 2, 2019, enhancements to ordinance were adopted. One of the enhancements allows for a warning to be issued per calendar year and any subsequent response fees will be increased ranging from $100 - $1,000. On May 3, 2019, implementation/enforcement began of the updated ordinance with results thus far of 700 calls responded to resulting to 200 noise violations. PUBLIC COMMENT Esther Fonseca acknowledge and commended SAPD staff for their work on the implementation and enforcement of revised ordinance. Particularly thankful to Commander Claborn, who she worked with in regards to issues of noise complaints. She is very pleased with new enhancements made and has seen the difference this has made because of the direct contact violators are having with police officers. COUNCIL COMMITTEE COMMENTS Vice -Chair Penaloza engaged in a discussion with Deputy Chief Paulson regarding response time and officers' time while on scene of a noise complaint. 2 13A-4 3. Discuss Fourth of July Illegal Fireworks Outreach — Deputy Chief Eric Paulson PUBLIC COMMENT Esther Fonseca thanked PD for comprehensive presentation on outreach efforts to educate the community on illegal fireworks. She expressed her concerns for the danger of the illegal fireworks that are used in her neighborhood and would like PD to have an aggressive approach when dealing with these calls. She also expressed how neighbors are afraid to go out due to the severity of this problem. Deputy Chief Paulson presented to Council Committee an overview of the focused efforts towards community outreach and education of the use of illegal fireworks in the City of Santa Ana. Beginning July 2 — 4 all hands on deck for enforcement and confiscation of illegal fireworks. Outreach efforts that have been made are: YouTube PSA, social media outreach (PD and City), distribution of flyer in schools and community meetings, advertisement in local magazines and partnership with local grocers to distribute our flyers. Fire Division Chief Henry recanted an incident that occurred last year in the area of South Lyon, where palm trees where set on fire by illegal fireworks and a police officer had a firework thrown at him. ACTION Vice -Chair Penaloza would like to meet with PD and City social media staff to look into a target plan to reach a bigger audience for advertisement of outreach efforts. 4. Police Department Hiring Update — Deputy Chief Enrique Esparza Deputy Chief Esparza presented the Council Committee with an update on hiring sworn positions, by reviewing the number of vacancies compared to filled positions year-to-date, as well as the number of additional officers projected to be hired the remainder of 2019. Additionally, Deputy Chief Esparza shared efforts of expansion of recruitment efforts through attendance of recruitment events in other counties, as well as military bases. Social media has also been increased to promote hiring. Deputy Chief Esparza shared an update on Hiring Expo where there were 56 attendees interested in our police officer vacancies, dispatcher and other open positions. Deputy Chief Esparza provided an organizational chart for PD Human Resources Division to identify the updated restructuring of the division and duties assigned. The Council Committee shared dialogue with Staff about recruitment/retainment efforts, asked questions and offered support of recruitment efforts. The Committee also requested an explanation of breakdown of the number of separations stated on PowerPoint. 13A-5 ACTION Councilmember Iglesias requested a breakdown from PD of frontline officers per resident. 5. Homeless Update — Homeless Services Manager Hafsa Kaka Homeless Services Manager Hafsa Kaka presented the Council Committee with an overview of the newly updated homeless data dashboard. This dashboard provides the public with an active live update of stats — as of today, per point in time count; we have 800 unsheltered and 900 sheltered individuals. In response to a request made in the April Council Meeting, the dashboard provides a breakdown of services/actions made by QOLT. In addition, now day 207 from commencement of The Link, 51 individuals have been placed into permanent housing. Also, Hafsa shared a brief update on efforts/results made from Santiago Creek cleanup day. The Council Committee shared dialogue with Staff about concerns on what (if any) services are provided to sheltered individuals in regards to getting them on track to be self- sufficient and out of the system. PD provided a breakdown and understanding on involvement when dealing with individuals that return after cleanup efforts have been made, specifically in the areas underneath the bridge. ACTION Councilmember Iglesias would like an in-depth conversation regarding services provided by Mercy House when it comes to helping individuals become self-sufficient. 6. Discussion on Family Justice Center — Chief David Valentin PUBLIC COMMENT Peter Katz expressed his support on money being invested towards the Family Justice Center and services that will be provided. Chief Valentin provided a verbal update on discussion of consideration of implementation of a Family Justice Center in the City of Santa Ana. Last year, PD staff toured the Orange County Family Justice Center, formerly known as Anaheim Justice. The Orange County Family Justice Center was modeled after the successfully established San Diego Family Justice Center. The City of Santa Ana has a need to provide victims of domestic violence these services under one stop shop. Chief Valentin provided statics of having 718 cases that were assigned for follow up investigation in 2018, with staffing of one full-time Detective and two Police Investigative Specialist. A Family Justice Center would provide wraparound services to address/assist victims of domestic violence and can include various other services under this structure. 13A-6 Chair Villegas shared his continued advocacy for funds to establish a Family Justice Center in the City of Santa Ana. He_knows that this center can streamline these services and provide much needed assistance to the growing number of victims in the City. He requests the assistance and backing of committee members to help ensure funding to move forward with this project. ACTION Vice -Chair Penaloza would like to have a discussion on possible locations to consider for establishment of a Family Justice Center. Councilmember Iglesias would like staff to consider the possible incorporation of these services into substations to ensure we reach all of our community. FUTUREITEMS Councilmember Iglesias would like a presentation on costs to have security cameras on all our parks to include pocket parks. She is aware five parks are in a piolet program with security cameras and would like have an update on how they are working there. Vice -Chair Penaloza would like an update on discussion of graffiti ordinance in the last committee meeting regarding looking into a program that was once established to address this issue. He would also like to be scheduled to take a tour of the San Diego Family Justice Center. Chair Villegas would like a complete report on the ten established fire stations in the City. He stated that current cost for OCFA contract has risen and would like city staff to look into the cost of considering the reestablishment of Santa Ana Fire Department. The Committee members thanked staff for their hard work and the public for their attendance. ADJOURNMENT — 7 P.M. �-�AVID VALENTIN Chief of Police ya 13A-7 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE: APPROVE DESTRUCTION OF OBSOLETE CITY RECORDS {STRATEGIC PLAN NO. 5, 11 /s/Kristine Ridge CITY MANAGER CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 111 Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER RECOMMENDED ACTION Approve the request for the destruction of obsolete records from the Community Development Agency in accordance with the retention schedule outlined in City Council Resolution 2013-014. DISCUSSION On April 1, 2013, the City Council approved Resolution 2013-014, outlining the records retention schedule for the agencies, departments, and offices of the City. City records are governed by the Public Records Act, which provides the period in which records need to be retained. The Citywide Records Team compiled the Citywide Records Retention Schedule, which sets forth the retention period for a particular record. The Municipal Code requires that the destruction of a City record be approved by the City Attorney. In accordance with Section 513 of the Citywide Records Retention Schedule Resolution, the City Attorney has approved the list of records proposed for destruction from the Community Development Agency as outlined in the attached documents (Exhibit 1). The Citywide Records Retention Schedule has specific retention periods for many City documents. The Schedule is modeled after the California Secretary of State's sample for local government and incorporates other statutory periods applicable to Santa Ana. These are minimum retention periods. Each department makes discretionary decisions on whether to retain records past the minimum requirements. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #5 - Community Health, Livability, Engagement & Sustainability, Objective #1 (establish a comprehensive community engagement initiative to expand access to information and create opportunities for stakeholders to play an active role in discussing public policy and setting priorities). 19C-1 Request for Destruction of Records — CDA January 21, 2020 Page 2 FISCAL IMPACT There is no fiscal impact associated with this action. Steven A. Mendoza Executive Director Community Development Agency Exhibit: 1. Request for Destruction of Records — Community Development Agency 19C-2 MEMORANDUM Ryan Hodge To: Assistant City Attorney Terri Eggers From: Community Development Agency 2G"i9 OFC 20 FM I: 25, CITY OF SANTA ANA Date: Decemlie`t �AWOUNCIl Subject: REQUEST FOR DESTRUCTION OF RECORDS The Community Development Agency requests your consent to destroy the city records identified on the attached listing in accordance with the retention schedule outlined in City Council Resolution 2013-014. Thank you, Terri Eggers 19C-3 CITY OF SANTA ANA OBSOLETE RECORDS DESTRUCTION SCHEDULE COMMUNITY DEVELOPMENT AGENCY 2019 RECORD RECORD RECORD RECORD CATEGORY SERIES DESCRIPTION DATES Forms to charge labor expenditures to December 2010 PAYROLL Exception Sheets applicable Fund and Activity other than home account and prior PAYROLL Leave of Absence December 2010 and prior ECONOMIC Workforce Investment Act Participant payroll records (timecards, December 2010 DEVELOPMENT (WIA) and Special Projects participant profiles, payroll printouts) and prior PREP�RED BY: 1� iy Terri Eggw Date I Senior Community Development Analyst RECORDS DESTROYED: Number of Boxes CONSENT BY: Steven Mendoza Date CDA Executive Director APPROVED BY: Sonia Carvalho Date City Attorney 19C-4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE RECEIVE AND FILE — FISCAL YEAR 2018-19 COMPREHENSIVE ANNUAL FINANCIAL REPORT, RELATED AUDIT REPORTS, AND MEASURE X AGREED - UPON -PROCEDURES REPORT {STRATEGIC PLAN NO. 4, 11 /s/Kristine Ridge CITY MANAGER CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1sl Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ rK•�rnutn�.ic. FILE NUMBER RECOMMENDED ACTION Receive and file the following audited and separately issued reports for the Fiscal Year ended June 30, 2019: 1. The Auditor's unmodified "clean" opinion letter for the Fiscal Year 2018-19 Audited Financial Statements included in the Comprehensive Annual Financial Report (CAFR) 2. Government Auditing Standards (GAS) Letter 3. Audit Committee Letter 4. Air Quality Management District (AQMD) Audited Financial Statements 5. The Auditor's report on the Appropriations Limit (GANN Limit) 6. The Auditor's report on compliance with the Statement of Investment Policy 7. Measure X Agreed -Upon -Procedures Report DISCUSSION The Finance and Management Services Agency — Accounting Division (Accounting Division) is the lead on various audit and separately issued reports compiled and prepared by the City's Independent Auditor, White Nelson Diehl Evans LLP (WNDE). Outlined below is a list of the reports and related status. AUDIT REPORTS: Audited Financial Statements - Comprehensive Annual Financial Report for the Fiscal Year Ended June 30, 2019 Annually, the Accounting Division prepares a CAFR which includes the City's audited financial statements and statistical information for each fiscal year. The CAFR is prepared in accordance with the Generally Accepted Accounting Principles (GAAP) along with the reporting requirements of the Governmental Accounting Standards Board (GASB). The City's independent public 19D-1 Comprehensive Annual Financial Report for the Fiscal Year -Ended June 30, 2019 January 21, 2020 Page 2 accounting firm, WNDE, audits the financial statements, reviews other financial items at the City's request, and issues reports. The Accounting Division is pleased to report that the City received an unmodified opinion commonly known as a clean opinion; which is considered the most favorable conclusion for the audit. The unmodified opinion indicates that the City's financial statements present fairly, in all material respects, the financial position of the City, changes in financial position, and cash flows for the fiscal year ended June 30, 2019 (Exhibit 1). The CAFR for the fiscal year ended June 30, 2019 is posted and available on the City's website (https://www.santa-ana.org/sites/default/files/finance/Accounting/2019_cafr.pdf) along with prior fiscal years. The report was submitted to the Government Finance Officer Association's Certificates of Achievement for Excellence in Financial Reporting Program. The award is the highest form of recognition in governmental accounting and financial reporting. The City has received this prestigious award for forty-one consecutive years. In addition to the audit opinion, WNDE issued the following communication letters: Government Auditing Standards (GAS) Letter (Exhibit 2) Auditor's communication of reportable conditions based on their review of the City's internal controls over financial reporting and on compliance. The results of their review disclosed no instances of noncompliance for the fiscal year 2018-19. Audit Committee Letter (Exhibit 3) Formal communication from the auditor to the City Council; acting as the City's Audit Committee, which discloses information related to the audit, including but not limited to the City's accounting practices and implementation of new accounting rules and estimates. Audit of the City's Air Quality Management District (AQMD) Financial Statements (Exhibit 4) Under Assembly Bill 2766 Chapter 1705 [California Health and Safety Code (CHSC) Sections 44220 through 44247] cities and counties receiving the AB 2766 funds are required to separately account for the revenue and to expend the revenue for air pollution reduction measures. The AQMD audit report reflects the City's compliance to such measures. The Accounting Division is pleased to report that the City received an unmodified opinion (clean) on the AQMD audit report and no compliance findings were noted. Single Audit Report — Not Included Herein The City is also required to have a Single Audit of federal financial assistance by March 315t following each fiscal year. Staff expects the Single Audit will be issued during February 2020 and will be presented to the City Council on a public on an agenda shortly thereafter. SEPARATELY ISSUED REPORTS: In addition to the CAFR and the AQMD reports, WNDE performed the following Agreed Upon Procedures (AUP) examinations. 19 D-2 Comprehensive Annual Financial Report for the Fiscal Year -Ended June 30, 2019 January 21, 2020 Page 3 Appropriation Limit Calculations, also known as GANN Limit (Exhibit 5) The GANN limit established the appropriations limit on expenditures for publicly funded programs in accordance with Section 1 of Article XIII of the California Constitution. The accounting Division is pleased to report that no findings were noted as a result of this AUP Review. City's Compliance with the Statement of Investment Policy (Exhibit 6) The City elected to have the auditor check for City's compliance with its Investment Policy. The accounting Division is pleased to report that no findings were noted as a result of this review. Measure X Agreed -Upon -Procedures Report (Exhibit 7) In accordance with SAMC 35-216, staff has prepared an annual report that includes the list of expenditures made with Measure X money for FY18-19. In accordance with SAMC 35-215, the City's independent auditor has reviewed the annual report prepared by staff, verified the numbers presented, and opined the numbers are fairly stated. On December 11, 2019, the audit engagement partners presented their report to the Measure X Citizens Oversight Committee, in accordance with Section 6 of Resolution No. 2019-008 (the Committee's establishing resolution). We expect the Committee will prepare its annual report and make recommendations to the City Council in time for the budget process, in accordance with the same establishing resolution. STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #4 - City Financial Stability, Objective #1 (maintain a stable, efficient, and transparent financial environment). FISCAL IMPACT There is no fiscal impact associated with this action. Kathryn Downs, CPA Executive Director Finance and Management Services Agency Exhibits: 1. Audit Opinion Letter 2. Government Auditing Standards (GAS) Letter 3. Audit Committee Letter 4. Air Quality Management District (AQMD) Report 5. GANN Limit Agreed -Upon Procedures Report 6. Investment Policy Agreed -Upon Procedures Report 7. Measure X Agreed -Upon Procedures Report 19 D-3 1*:/:IIAhs1 INDEPENDENT AUDITORS' REPORT To the Honorable City Council of the City of Santa Ana Santa Ana, California Report on the Financial Statements We have audited the accompanying financial statements of the governmental activities, the business -type activities, each major fund, and the aggregate remaining fund information of the City of Santa Ana, California (the City), as of and for the year ended June 30, 2019, and the related notes to the basic financial statements, which collectively comprise the City's basic financial statements as listed in the table of contents. Management's Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditors' Responsibility Our responsibility is to express opinions on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditors' judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditors consider internal control relevant to the City's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the City's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions. 2875 Michelle Drive, Suite 300 1 Irvine, C ifhrMa 9E606 1 WNDECPA.com 1 714.978.1300 Opinions In our opinion, the financial statements referred to above present fairly, in all material respects, the respective financial position of the governmental activities, the business -type activities, each major fund, and the aggregate remaining fund information of the City, as of June 30, 2019 and the respective changes in financial position and, where applicable, cash flows thereof for the year then ended in accordance with accounting principles generally accepted in the United States of America. Other Matters Report on Required Supplementary Information Accounting principles generally accepted in the United States of America require that the Management's Discussion and Analysis, Budgetary Comparison Schedules - General and Major Special Revenue Funds, Notes to the Required Supplementary Information, Schedule of Changes in Net Pension Liability and Related Ratios and Schedule of Plan Contributions for the Miscellaneous, Safety, and Supplementary Retirement Plans, and Schedule of Changes in the Total OPEB Liability and Related Ratios, identified as Required Supplementary Information (RSI) in the accompanying table of contents, be presented to supplement the basic financial statements. Such information, although not a part of the basic financial statements, is required by the Governmental Accounting Standards Board, who considers it to be an essential part of financial reporting for placing the basic financial statements in an appropriate operational, economic or historical context. We have applied certain limited procedures to the RSI in accordance with auditing standards generally accepted in the United States of America, which consisted of inquiries of management about the methods of preparing the information and comparing the information for consistency with management's responses to our inquiries, the basic financial statements, and other knowledge we obtained during the audit of the basic financial statements. We do not express an opinion or provide any assurance on the RSI because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance. Other Information Our audit was conducted for the purpose of forming opinions on the financial statements that collectively comprise the City's basic financial statements. The introductory section, combining and individual non -major fund financial statements and schedules (supplementary information), and statistical section, as listed in the table of contents, are presented for purposes of additional analysis and are not a required part of the basic financial statements. The supplementary information, as listed in the table of contents, is the responsibility of management and was derived from and relates directly to the underlying accounting and other records used to prepare the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the basic financial statements or to the basic financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the supplementary information is fairly stated in all material respects in relation to the basic financial statements taken as a whole. 19D-5 Other Matters (Continued) Other Information (Continued) The introductory and statistical sections have not been subjected to the auditing procedures applied in the audit of the basic financial statements and, accordingly, we express no opinion or provide any assurance on them. Other Reporting Required by Government Auditing Standards In accordance with Government Auditing Standards, we have also issued our report dated December 3, 2019, on our consideration of the City's internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts and grant agreements and other matters. The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the City's internal control over financial reporting and compliance. 7J &P Irvine, California December 3, 2019 19 D-6 EXHIBIT 2 INDEPENDENT AUDITORS' REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING AND ON COMPLIANCE AND OTHER MATTERS BASED ON AN AUDIT OF FINANCIAL STATEMENTS PERFORMED IN ACCORDANCE WITH GOVERNMENTAUDITING STANDARDS To the Honorable City Council of the City of Santa Ana Santa Ana, California We have audited, in accordance with the auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States, the financial statements of the governmental activities, the business -type activities, each major fund, and the aggregate remaining fund information of the City of Santa Ana, California (the City), as of and for the year ended June 30, 2019, and the related notes to the basic financial statements, which collectively comprise the City's basic financial statements and have issued our report thereon dated December 3, 2019. Internal Control over Financial Reporting In planning and performing our audit of the financial statements, we considered the City's internal control over financial reporting (internal control) to determine the audit procedures that are appropriate in the circumstances for the purpose of expressing our opinions on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the City's internal control. Accordingly, we do not express an opinion on the effectiveness of the City's internal control. A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal control such that there is a reasonable possibility that a material misstatement of the City's financial statements will not be prevented, or detected and corrected on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance. Our consideration of internal control was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control that might be material weaknesses or significant deficiencies. Given these limitations, during our audit we did not identify any deficiencies in internal control that we consider to be material weaknesses. However, material weaknesses may exist that have not been identified. 1 2875 Michelle Drive, Suite 300 1 Irvine, 490. 4606 I WNDECPA.com 1 714.978.1300 Compliance and Other Matters As part of obtaining reasonable assurance about whether the City's financial statements are free from material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements, noncompliance with which could have a direct and material effect on the determination of financial statement amounts. However, providing an opinion on compliance with those provisions was not an objective of our audit, and accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards. Purpose of this Report The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the City's internal control or on compliance. This report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the City's internal control and compliance. Accordingly, this communication is not suitable for any other purpose. 4� LcP Irvine, California December 3, 2019 19 b-8 EXHIBIT 3 To the Honorable City Council of the City of Santa Ana Santa Ana, California We have audited the financial statements of the governmental activities, business -type activities, each major fund, and aggregate remaining fund information of the City of Santa Ana, California (the City) for the year ended June 30, 2019. Professional standards require that we provide you with information about our responsibilities under generally accepted auditing standards and Government Auditing Standards as well as certain information related to the planned scope and timing of our audit. We have communicated such information in our planning letter to you dated June 13, 2019. Professional standards also require that we communicate to you the following information related to our audit. Significant Audit Matters Qualitative Aspects of Accounting Practices Management is responsible for the selection and use of appropriate accounting policies. The significant accounting policies used by the City are described in Note 1 to the financial statements. No new accounting policies were adopted and the application of existing policies was not changed during the year ended June 30, 2019. We noted no transactions entered into by the City during the year for which there is a lack of authoritative guidance or consensus. All significant transactions have been recognized in the financial statements in the proper period. Accounting estimates are an integral part of the financial statements prepared by management and are based on management's knowledge and experience about past and current events and assumptions about future events. Certain accounting estimates are particularly sensitive because of their significance to the financial statements and because of the possibility that future events affecting them may differ significantly from those expected. The most sensitive estimates affecting the City's financial statements were as follows: a. Management's estimate of the fair market value of investments is based on quoted prices in an active market. When quoted prices in active markets are not available, fair values are based on evaluated prices received by the City's broker or custodian. b. Management's estimate of the value of capital assets (infrastructure assets) is based on industry standards. c. The estimated useful lives of capital assets for depreciation purposes are based on industry standards. 2875 Michelle Drive, Suite 300 1 hvine, 4fh0 8606 1 WNDECPA.com 1 714.978.1300 Significant Audit Findings (Continued) Qualitative Aspects of Accounting Practices (Continued) d. The annual required contributions, pension expense, net pension liability and corresponding deferred outflows of resources and deferred inflows of resources for the City's public defined benefit plans with CalPERS and PARS are based on actuarial valuations provided by CalPERS and an outside consultant, respectively. e. The Other Post -Employment Benefit Plan (OPEB) expense, total OPEB liability, and corresponding deferred outflows of resources and deferred inflows of resources for the City's OPEB plan are based several key assumptions that are set by management with the assistance of an independent third party actuary. These key assumptions include anticipated investment rate of return, health care cost trends, mortality and certain amortization periods. f. Management's estimate of the claims payable liabilities related to general liability and worker's compensation claims are based on actuarial valuations. We evaluated the key factors and assumptions used to develop these estimates in determining that they were reasonable in relation to the financial statements taken as a whole. Certain financial statement disclosures are particularly sensitive because of their significance to financial statement users. The most sensitive disclosures affecting the financial statements were reported in Note 4E regarding the CalPERS defined benefit plans, Note 4F regarding the PARS supplementary retirement plan, and Note 4G regarding the City's OPEB plan. The financial statement disclosures are neutral, consistent, and clear. Difficulties Encountered in Performing the Audit We encountered no significant difficulties in dealing with management in performing and completing our audit. Corrected and Uncorrected Misstatements Professional standards require us to accumulate all known and likely misstatements identified during the audit, other than those that are clearly trivial, and communicate them to the appropriate level of management. As a result of our audit related testwork, we proposed no significant corrections to the financial statements. Disagreements with Management For purposes of this letter, a disagreement with management is a financial accounting, reporting, or auditing matter, whether or not resolved to our satisfaction, that could be significant to the financial statements or the auditors' report. We are pleased to report that no such disagreements arose during the course of our audit. 196-10 Significant Audit Findings (Continued) Management Representations We have requested certain representations from management that are included in the management representation letter dated December 3, 2019. Management Consultations with Other Independent Accountants In some cases, management may decide to consult with other accountants about auditing and accounting matters, similar to obtaining a "second opinion" on certain situations. If a consultation involves application of an accounting principle to the City's financial statements or a determination of the type of auditor's opinion that may be expressed on those statements, our professional standards require the consulting accountant to check with us to determine that the consultant has all the relevant facts. To our knowledge, there were no such consultations with other accountants. Other Audit Findings or Issues We generally discuss a variety of matters, including the application of accounting principles and auditing standards, with management each year prior to retention as the City's auditors. However, these discussions occurred in the normal course of our professional relationship and our responses were not a condition to our retention. nrhrr Mattrrc We applied certain limited procedures to the Management's Discussion and Analysis, Budgetary Comparison Schedules - General and Major Special Revenue Funds, Notes to the Required Supplementary Information, Schedule of Changes in Net Pension Liability and Related Ratios and Schedule of Plan Contributions for the Miscellaneous, Safety, and Supplementary Retirement Plans, and Schedule of Changes in the Total OPEB Liability and Related Ratios, which are required supplementary information (RSI) that supplements the basic financial statements. Our procedures consisted of inquiries of management regarding the methods of preparing the information and comparing the information for consistency with management's responses to our inquiries, the basic financial statements, and other knowledge we obtained during our audit of the basic financial statements. We did not audit the RSI and do not express an opinion or provide any assurance on the RSI. We were engaged to report on the combining and individual non -major fund financial statements and schedules (supplementary information), which accompany the financial statements but are not RSI. With respect to this supplementary information, we made certain inquiries of management and evaluated the form, content, and methods of preparing the information to determine that the information complies with accounting principles generally accepted in the United States of America, the method of preparing it has not changed from the prior period, and the information is appropriate and complete in relation to our audit of the financial statements. We compared and reconciled the supplementary information to the underlying accounting records used to prepare the financial statements or to the financial statements themselves. Other Matters (Continued) We were not engaged to report on the introductory and statistical sections, which accompany the financial statements but are not RSL Such information has not been subjected to the auditing procedures applied in the audit of the basic financial statements, and accordingly, we do not express an opinion or provide any assurance on it. Restriction on Use This information is intended solely for the information and use of City Council and management of the City, and is not intended to be, and should not be, used by anyone other than these specified parties. i Irvine, California December 3, 2019 EXHIBIT 4 CITY OF SANTA ANA, CALIFORNIA AIR QUALITY IMPROVEMENT SPECIAL REVENUE FUND FINANCIAL STATEMENTS WITH REPORT ON AUDIT BY INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS FOR THE YEAR ENDED JUNE 30, 2019 19D-13 CITY OF SANTA ANA, CALIFORNIA AIR QUALITY IMPROVEMENT SPECIAL REVENUE FUND TABLE OF CONTENTS For the year ended June 30, 2019 Page Number Independent Auditors' Report 1 Financial Statements: Balance Sheet 4 Statement of Revenues, Expenditures and Changes in Fund Balance 5 Notes to Financial Statements Required Supplementary Information: 6 10 Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual 11 Independent Auditors' Report on Internal Control over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards 12 19D-14 INDEPENDENT AUDITORS' REPORT The Honorable Mayor and Members of the City Council of the City of Santa Ana Santa Ana, California Report on the Financial Statements We have audited the accompanying financial statements of the Air Quality Improvement Special Revenue Fund (AQMD) of the City of Santa Ana, California (the City), as of and for the year ended June 30, 2019, and the related notes to the financial statements, as listed in the table of contents. Management's Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditors' Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditors' judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditors consider internal control relevant to the City's preparation and fair presentation of the AQMD's financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the City's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. 2875 Michelle Drive, Suite 300 1 hvine, 1E10MA606 I WNDECPA.com 1 714.978.1300 Opinion In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Air Quality Improvement Special Revenue Fund of the City of Santa Ana, California as of June 30, 2019, and the changes in financial position thereof for the year then ended in accordance with accounting principles generally accepted in the United States of America. Emphasis of Matter As discussed in Note 1, the financial statements present only the Air Quality Improvement Special Revenue Fund and do not purport to, and do not present fairly the financial position of the City of Santa Ana, California, as of June 30, 2019, and the changes in its financial position for the year then ended in accordance with accounting principles generally accepted in the United States of America. Our opinion is not modified with respect to this matter. Other Matters Required Supplementary Information Accounting principles generally accepted in the United States of America require that the Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual, identified as Required Supplementary Information (RSI) in the accompanying table of contents, be presented to supplement the basic financial statements. Such information, although not a part of the basic financial statements, is required by the Governmental Accounting Standards Board, who considers it to be an essential part of financial reporting for placing the basic financial statements in an appropriate operational, economic or historical context. We have applied certain limited procedures to the RSI in accordance with auditing standards generally accepted in the United States of America, which consisted of inquiries of management about the methods of preparing the information and comparing the information for consistency with management's responses to our inquiries, the basic financial statements, and other knowledge we obtained during the audit of the basic financial statements. We do not express an opinion or provide any assurance on the RSI because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance. Management has not presented the management's discussion and analysis that accounting principles generally accepted in the United States of America require to be presented to supplement the basic financial statements. Such missing information, although not a part of the basic financial statements, is required by the Governmental Accounting Standards Board, who considers it to be an essential part of financial reporting for placing the basic financial statements in an appropriate operational, economic, or historical context. Our opinion on the AQMD's basic financial statements is not affected by this missing information. 196-16 Other Reporting Required by Government Auditing Standards In accordance with Government Auditing Standards, we have also issued our report December 3, 2019, on our consideration of the internal control over the financial reporting of the AQMD and on our tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements and other matters. The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the internal control over the financial reporting and compliance of the AQMD. Irvine, California December 3, 2019 196-17 CITY OF SANTA ANA, CALIFORNIA AIR QUALITY IMPROVEMENT FUND BALANCESBEET June 30, 2019 ASSETS: Cash and investments Intergovernmental receivable Interest receivable TOTAL ASSETS LIABILITIES, DEFERRED INFLOWS OF RESOURCES. AND FUND BALANCE: LIABILITIES: Accounts payable DEFERRED INFLOWS OF RESOURCES: Unavailable revenues FUND BALANCE: Restricted for air quality improvement TOTAL LIABILITIES, DEFERRED INFLOWS OF RESOURCES, AND FUND BALANCE See accompanying notes to financial statements. $ 1,089,127 113,740 5,693 $ 1,208,560 $ 6,326 1,086,119 $ 1,208,560 4 19D-18 CITY OF SANTA ANA, CALIFORNIA AIR QUALITY IMPROVEMENT FUND STATEMENT OF REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCE For the year ended June 30, 2019 REVENUES: Motor vehicle fees Investment income Miscellaneous TOTAL REVENUES EXPENDITURES: Direct program Administrative TOTAL EXPENDITURES EXCESS OF REVENUES UNDER EXPENDITURES FUND BALANCE, BEGINNING OF YEAR FUND BALANCE, END OF YEAR See accompanying notes to financial statements. $ 324,985 20,573 2,595 348,153 470,733 3,500 474,233 (126,080) 1,212,199 $ 1,086,119 5 19D-19 CITY OF SANTA ANA, CALIFORNIA AIR QUALITY IMPROVEMENT SPECIAL REVENUE FUND NOTES TO FINANCIAL STATEMENTS June 30, 2019 1. GENERAL: The financial statements are intended to reflect the financial position and changes in the financial position attributable to the Air Quality Improvement Special Revenue Fund (AQMD) of the City of Santa Ana, California (the City). These financial statements are exclusively for AQMD and do not purport to, and do not present fairly the financial position and changes in the financial position for the City. The South Coast Air Quality Management District (SCAQMD) is authorized under Assembly Bill 2766 (AB 2766) Chapter 1705 [California Health and Safety Code (CHSC) Sections 44220 through 44247] to impose a motor vehicle registration fee to be used by the SCAQMD and local governments specifically for programs to reduce air pollution from mobile sources and related planning, monitoring, enforcement, and technical studies necessary for the implementation of the California Clean Air Act of 1988. The California Department of Motor Vehicles collects the vehicle registration fee and subvenes it to SCAQMD. Upon receipt, the vehicle registration fee is split into segments with 40% of the revenue place in a special revenue fund designated as the Air Quality hnprovement Trust Fund for quarterly distribution to local governments. CHSC Section 44243 requires cities and counties receiving the AB 2766 funds to separately account for the revenues and to expend the revenues for air pollution reduction measures pursuant to the California Clean Air Act of 1988 or the SCAQMD's Air Quality Management Plan pursuant to Article 5 of Chapter 5.5 of Part 3 of the CHSC. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: A. Fund Accounting: The financial activity of the City is accounted for on the basis of funds, each of which is considered a separate accounting entity with a self -balancing set of accounts. Monies under AB 2766 are accounted for in the Air Quality hnprovement Special Revenue Fund, which is a special revenue fund. B. Measurement Focus and Basis of Accounting: The accounting and financial reporting treatment is determined by the applicable measurement focus and basis of accounting. Measurement focus indicates the type of resources being measured such as current financial resources or economic resources. The basis of accounting indicates the timing of transactions or events for recognition in the financial statements. CITY OF SANTA ANA, CALIFORNIA AIR QUALITY IMPROVEMENT SPECIAL REVENUE FUND NOTES TO FINANCIAL STATEMENTS (CONTINUED) June 30, 2019 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED): B. Measurement Focus and Basis of Accounting (Continued): AQMD's financial statements are reported using the current financial resources measurement focus and the modified accrual basis of accounting. Revenues are recognized as soon as they are both measurable and available. Revenues are considered to be available when they are collectible within the current period or soon enough thereafter to pay liabilities of the current period. For this purpose, the government considers revenues to be available if they are collected within 60 days of the end of the current fiscal period. Expenditures generally are recorded when a liability is incurred, as under accrual accounting. C. Budgetary Accounting: The City's fiscal year begins on July 1 of each year and ends June 30 the following year. On or before the fifteenth of June of each year, the City Manager recommends and submits to the City Council a proposed budget for the next ensuing fiscal year based on a detailed financial plan prepared by the heads of the various offices, agencies and departments of the City and its component units. Upon receipt of the proposed budget, the Council holds a public hearing wherein the public is given an opportunity to be heard, after which the Council may make any revisions deemed advisable. After the conclusion of the public hearing, the Council may make modifications with the affirmative vote of at least a majority of its members. On or before the thirty-first day of July, the City Council adopts the budget as amended by the affirmative vote of at least a majority of its members. Upon final adoption, the budget is in effect for the ensuing fiscal year and becomes the authority for the various offices, agencies, and departments to expend subject to controls established by the City Charter. At any meeting after the adoption of the budget, the City Council may amend or supplement the budget by affirmative vote of at least two-thirds of the members so as to authorize the transfer of unused balances appropriated for one purpose to another purpose, or to appropriate available revenue not included in the budget. Where appropriations are made to offices, departments, or agencies for more than one activity or program, "appropriations" are considered in the aggregate with respect to total expenditures authorized for that office, department or agency within each fund, limited to purposes for which the revenues of such funds are to be spent. The City Manager is authorized to make revisions among the items included in such appropriations if, in his opinion, such revisions are necessary and proper. Budgetary control exists at the department level. Council action is necessary for transfers between departments/agencies or transfers between funds. During the fiscal year, all budget and supplemental amendments were necessary and made in a legally permissible manner. CITY OF SANTA ANA, CALIFORNIA AIR QUALITY IMPROVEMENT SPECIAL REVENUE FUND NOTES TO FINANCIAL STATEMENTS (CONTINUED) June 30, 2019 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED): C. Budgetary Accounting (Continued): The City legally adopts annual budgets for the Special Revenue Funds including the Air Quality Improvement Special Revenue Fund. The budgetary control for the Special Revenue Funds is under the department in charge. The Air Quality Improvement Special Revenue Fund is managed by the Finance and Management Services Agency. Monthly budgetary reports are prepared to effect control through fiscal management. The City Council approved supplemental appropriations during the year, but they were not considered material. Budgets are prepared on a modified accrual basis. Encumbrances (e.g., purchase orders, contracts) outstanding at year-end are reported as restrictions of fund balances since they do not constitute expenditures or liabilities. All other annual appropriations lapse at fiscal year-end to the extent that they have not been expended or lawfully encumbered. During the fiscal year, the total Fund's expenditures were within the legal prescribed limits as approved by the City Council. D. Deferred inflows of resources: In addition to liabilities, the balance sheet will sometimes report a separate section for deferred inflows of resources. This separate financial statement element, deferred inflows of resources, represents an acquisition of fund balance that applies to a future period and will not be recognized as an inflow of resources (revenue) until that time. The AQMD fund has one item that qualifies for reporting in this category, which is unavailable revenues from intergovernmental revenues and interest receivable. These amounts are deferred and recognized as an inflow of resources in the period that the amounts become available. E. Fund Balance: AQMD's fund balance is reported based on the extent to which the City is bound to observe constraints on the use of the AQMD's resources. AQMD's fund balance is classified under restricted, which include amounts which are constrained for specific purposes that are 1) externally imposed by creditors, grantors, contributors, or laws or regulations of other governments or 2) imposed by law through enabling legislation. AQMD's fund balance is restricted for programs initiated for the purpose of implementing the California Clean Air Act. Information regarding the fund balance reporting policy adopted by the City is described in Note 1 to the City of Santa Ana's Comprehensive Annual Financial Report. 196-22 CITY OF SANTA ANA, CALIFORNIA AIR QUALITY IMPROVEMENT SPECIAL REVENUE FUND NOTES TO FINANCIAL STATEMENTS (CONTINUED) June 30, 2019 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED): F. Estimates: The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that effect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates. 3. CASH AND INVESTMENTS: AQMD's cash and investments balances are pooled with various other City funds for deposit and investment purposes. Each fund's share of the pooled cash account is separately accounted for, and investment income is apportioned to the participating funds based on the relationship of their average daily balances to the total of the pooled cash and investments. Information regarding the credit risk and authorized types of deposits and investments in the City's pooled cash and investments is included in the City's Comprehensive Annual Financial Report. This report can be obtained from the City of Santa Ana. 4. AB 2766 BIENNIAL AUDIT AND QUESTIONED COSTS: Health and Safety Code Section 44244.1 stipulate that each recipient of AB 2766 funds be subject to an audit at least once every two years by an independent auditor selected by the SCAQMD. The most recent AB 2766 audit resulted in no questioned costs. 5. SUBSEQUENT EVENTS: The City has evaluated events subsequent to June 30, 2019 to assess the need for potential recognition or disclosure in the financial statements. Such events were evaluated through December 3, 2019, the date the financial statements were available to be issued. Based upon this evaluation, it was determined that no subsequent events occurred that require recognition or additional disclosure in the notes to financial statements. 9 19D-23 REQUIRED SUPPLEMENTARY INFORMATION 19 6 24 CITY OF SANTA ANA, CALIFORNIA AIR QUALITY IMPROVEMENT FUND STATEMENT OF REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCE - BUDGET AND ACTUAL For the year ended June 30, 2019 Variance with Final Budget Budgeted Amounts Positive Original Final Actual (Negative) REVENUES: Motor vehicle fees $ 414,000 $ 414,000 $ 324,985 $ (89,015) Grant reimbursement 725,500 1,110,500 - (1,110,500) Investment income 12,000 12,000 20,573 8,573 Miscellaneous 2,350 2,350 2,595 245 TOTAL REVENUES 1,153,850 1,538,850 348,153 (1,190,697) EXPENDITURES: Direct program 2,407,900 2,881,624 470,733 2,410,891 Administrative 8,700 15,700 3,500 12,200 TOTAL EXPENDITURES 2,416,600 2,897,324 474,233 2,423,091 EXCESS OF REVENUES UNDEREXPENDITURES (1,262,750) (1,358,474) (126,080) 1232,394 FUND BALANCE, BEGINNING OF YEAR 1,212,199 1212,199 1,212,199 - FUND BALANCE, END OF YEAR $ (50.551) $ (146,275) $ 1,086,119 $ 1232.394 11 19D-25 INDEPENDENT AUDITORS' REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING AND ON COMPLIANCE AND OTHER MATTERS BASED ON AN AUDIT OF FINANCIAL STATEMENTS PERFORMED IN ACCORDANCE WITH GOVERNMENT AUDITING STANDARDS The Honorable Mayor and Members of the City Council of the City of Santa Ana Santa Ana, California We have audited, in accordance with the auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States, the financial statements of the Air Quality Improvement Fund (AQMD) of the City of Santa Ana, California (the City), as of and for the year ended June 30, 2019, and the related notes to financial statements, which collectively comprise the AQMD's basic financial statements, and have issued our report thereon dated December 3, 2019. Our report includes an emphasis of matter indicating that the financial statements present only the AQMD, and do not purport to, and do not, present fairly the financial position of the City as of June 30, 2019 and the changes in its financial position for the year then ended, in accordance with accounting principles generally accepted in the United States of America. Internal Control over Financial Reporting In planning and performing our audit, we considered the City's internal control over financial reporting of the AQMD (internal control) to determine the audit procedures that are appropriate in the circumstances for the purpose of expressing our opinion on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the City's internal control. Accordingly, we do not express an opinion on the effectiveness of the City's internal control. A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal control, such that there is a reasonable possibility that a material misstatement of the AQMD's financial statements will not be prevented, or detected and corrected on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance. 12 2875 Michelle Drive, Suite 300 1 Irvine, IAQu 2606 I WNDECPA.com 1 714.978.1300 Internal Control over Financial Reporting (Continued) Our consideration of internal control was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control that might be material weaknesses or, significant deficiencies. Given these limitations, during our audit we did not identify any deficiencies in internal control that we consider to be material weaknesses. However, material weaknesses may exist that have not been identified. Compliance and Other Matters As part of obtaining reasonable assurance about whether the Air Quality Improvement Special Revenue Fund of the City of Santa Ana, California's financial statements are free from material misstatement, we performed tests of its compliance with applicable provisions of Assembly Bill 2766 (AB2766), Chapter 1705 (Health and Safety Code Sections 44220 through 44247), and certain provisions of laws, regulations, contracts, and grant agreements, noncompliance with which could have a direct and material effect on the determination of the AQMD's financial statement amounts. However, providing an opinion on compliance with those provisions was not an objective of our audit and, accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards. Purpose of this Report The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the City's internal control or on compliance. This report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the City's internal control and compliance. Accordingly, this communication is not suitable for any other purpose. Irvine, California December 3, 2019 196-27 I*:/:I1-1hdV CITY OF SANTA ANA, CALIFORNIA APPROPRIATIONS LIMIT WORKSHEET NO. 6 WITH INDEPENDENT ACCOUNTANTS'REPORT ON AGREED -UPON PROCEDURES APPLIED TO APPROPRIATIONS LIMIT WORKSHEET NO. 6 FOR THE YEAR ENDED JUNE 30, 2019 19D-28 INDEPENDENT ACCOUNTANTS' REPORT ON AGREED -UPON PROCEDURES APPLIED TO APPROPRIATIONS LIMIT WORKSHEET NO. 6 To the Honorable Mayor and Members of the City Council of the City of Santa Ana Santa Ana, California We have performed the procedures enumerated below to the accompanying Appropriations Limit Worksheet No. 6 of the City of Santa Ana, California for the year ended June 30, 2019. These procedures, which were agreed to by the City of Santa Ana, California and the League of California Cities (as presented in the League publication entitled "Article XIII-B Appropriations Limit Uniform Guidelines") were performed solely to assist the City of Santa Ana, California in meeting the requirements of Section 1.5 of Article XIIIB of the California Constitution. The City of Santa Ana's management is responsible for the Appropriations Limit Worksheet No. 6. This agreed -upon procedures engagement was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants. The sufficiency of the procedures is solely the responsibility of those parties specified in this report. Consequently, we make no representation regarding the sufficiency of the procedures described below either for the purpose for which this report has been requested or for any other purpose. The procedures performed and our findings were as follows: 1. We obtained the completed Worksheet No. 6 for the year ended June 30, 2019, and compared the limit and annual adjustment factors included in that worksheet to the limit and annual adjustment factors that were adopted by resolution of the City Council. We also compared the population and inflation options included in the aforementioned worksheet to those that were selected by a recorded vote of the City Council. No exceptions were noted as a result of our performing this procedure. 2. For the accompanying Appropriations Limit Worksheet No. 6, we added last year's limit to the total adjustments, and compared the resulting amount to this year's limit. We also recalculated the adjustment factor and the adjustment for inflation and population, and compared the results to the amounts on Worksheet No. 6. No exceptions were noted as a result of our performing this procedure. 1 2875 Michelle Drive, Suite 300 1 Irvine, 19-Q72-a06 I WNDECPA.com 1 714.978.1300 3. We compared the prior year appropriations limit presented in the accompanying Appropriations Limit Worksheet No. 6 to the prior year appropriations limit adopted by the City Council for the prior year. No exceptions were noted as a result of our performing this procedure. We were not engaged to, and did not, perform an audit, the objective of which would be the expression of an opinion on the accompanying Appropriations Limit Worksheet No. 6. Accordingly, we do not express such an opinion. Had we performed additional procedures, other matters might have come to our attention that would have been reported to you. No procedures have been performed with respect to the determination of the appropriation limit for the base year, as defined by the League publication entitled "Article XIII-B Appropriations Limit Uniform Guidelines." This report is intended solely for the information and use of the City Council and management of the City of Santa Ana, California and is not intended to be, and should not be, used by anyone other than these specified parties. Irvine, California December 3, 2019 190-30 CITY OF SANTA ANA APPROPRIATIONS LIMIT WORKSI EETNO. 6 For the year ended June 30, 2019 Appropriations limit for fiscal year ended June 30, 2018 (see Note 2) Adjustment factors for the fiscal year ended June 30, 2019 (see Note 2): Inflation Population Factor Factor (Note 3) (Note 4) 1.0367 1.0069 Adjustment for inflation and population Other adjustments (Note 5) Total adjustments Appropriations limit for fiscal year ended June 30, 2019 Combined Factor 1.0439 See accompanying notes to Appropriations Limit Worksheet No. 6. $ 1,041,257,416 x 0.0439 45,711,201 45,711,201 L086.968.617 196-31 CITY OF SANTA ANA NOTES TO APPROPRIATIONS LIMIT WORKSHEET NO. 6 For the year ended June 30, 2019 1. PURPOSE OF LIMITED PROCEDURES REVIEW: Under Article XIIIB of the California Constitution (the Gann Spending Limitation Initiative), California governmental agencies are restricted as to the amount of annual appropriations from proceeds of taxes. Effective for years beginning on or after July 1,1990, under Section 1.5 of Article XIIIB, the annual calculation of the appropriations limit is subject to a limited procedures review in connection with the annual audit. 2. METHOD OF CALCULATION: Under Section 10.5 of Article XIIIB, for fiscal years beginning on or after July 1, 1990, the appropriations limit is required to be calculated based on the limit for the fiscal year 1986-87, adjusted for the inflation and population factors discussed at Notes 3 and 4 below. 3. INFLATION FACTORS: A California governmental agency may adjust its appropriations limit by either the annual percentage change in the 4s' quarter per capita personal income (which percentages are supplied by the State Department of Finance), or the percentage change in the local assessment roll from the preceding year due to the change of local nonresidential construction. The factor adopted by the City of Santa Ana, California (the City) for fiscal year 2018-2019 represents the annual percentage change in the 4`h quarter for per capita personal income. 4. POPULATION FACTORS: A California governmental agency may adjust its appropriations limit by either the annual percentage change of the jurisdiction's own population, or the annual percentage change in population in the County where the jurisdiction is located. The factor adopted by the City for fiscal year 2018-2019 represents the annual percentage change in population in the County in which the City is located. 5. OTHER ADJUSTMENTS: A California government agency may be required to adjust its appropriations limit when certain events occur, such as the transfer of responsibility for municipal services to, or from, another government agency or private entity. The City had no such adjustments for the year ended June 30, 2019. 19D-32 EXHIBIT 6 INDEPENDENT ACCOUNTANTS' REPORT ON APPLYING AGREED -UPON PROCEDURES To the Honorable City Council of the City of Santa Ana Santa Ana, California We have performed the procedures enumerated below, which were agreed to by the City of Santa Ana, California (the City), solely to assist the City in determining whether the City's investment activities are in compliance with the City's Statement of Investment Policy (the Policy) and the California Government Code, §53600, et al. (the Code) for the quarter ended June 30, 2019. The City's management is responsible for the compliance with the Policy and the Code and for selecting the criteria and determining that such criteria are appropriate for your purposes. This agreed -upon procedures engagement was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants. The sufficiency of these procedures is solely the responsibility of the City's management. Consequently, we make no representation regarding the sufficiency of the procedures described below either for the purpose for which this report has been requested or for any other purpose. Our procedures and findings were as follows: 1. We obtained a copy of the City's Quarterly Investment Report for the quarter ended June 2019 and compared the investments listed in the report to the types of investments authorized by the Policy for fiscal year 2018/2019. Finding: No exceptions were noted as a result of our performing this procedure. 2. We compared the investments listed on the City's Quarterly Investment Report for the quarter ended June 2019 to the type of investments authorized by the Code. Finding: No exceptions were noted as a result of our performing this procedure. 3. We ensured that the maturities of investments listed in the City's Quarterly Investment Report for the quarter ended June 2019 were in compliance with the Policy. Finding: No exceptions were noted as a result of our performing this procedure. 1 2875 Michelle Drive, Suite 300 1 Irvine, JAQ713306 I WNDECPA.com 1 714.978.1300 4. We reviewed the City's Quarterly Investment Report for the quarter ended June 2019 to ascertain it contained the information/data required by Government Code Section 53646 and met the timing requirements of Government Code Section 53646, as follows: a. Included the type of investment, issuer, date of maturity, par and dollar amount invested on all securities, investments and monies held by the City. b. Included those funds under management of contracted parties (fiscal agents, trustees, etc.). c. Included market value (and source) as of the date of the report for all securities held by the City or under management of any outside party that was not also a local agency or the State of California Local Agency Investment Fund. d. Stated compliance of the portfolio to the Policy of the City. e. Included a statement addressing the ability of the City to meet the pool's expenditure requirements for the next six months. Finding: No exceptions were noted as a result of our performing this procedure. 5. We compared the investments listed in the City's Quarterly Investment Report for the quarter ended June 2019 to the prohibited investments listed in the Code. Finding: No exceptions were noted as a result of our performing this procedure. 6. We reviewed the City's Quarterly Investment Report submission evidence documentation for the quarter ended June 2019 and ascertained whether a quarterly basis report was submitted within 30 days following the end of the quarter. Finding: No exceptions were noted as a result of our performing this procedure. We were not engaged to, and did not, conduct an audit, the objective of which would be the expression of an opinion on the compliance with the Policy. Accordingly, we do not express such an opinion. Had we performed additional procedures, other matters might have come to our attention that would have been reported to you. This report is intended solely for the information and use of the City Council and management of the City, and is not intended to be, and should not be, used by anyone other than those specified parties. Irvine, California December 3, 2019 19 0-34 EXHIBIT 7 CITY OF SANTA ANA, CALIFORNIA SCHEDULE OF MEASURE X REVENUES AND USES/EXPENDITURES WITH INDEPENDENT ACCOUNTANTS' REPORT ON EXAMINATION REPORT ON MANAGEMENT'S ASSERTIONS ABOUT THE CITY'S COMPLIANCE WITH MEASURE X FOR THE YEAR ENDED JUNE 30, 2019 19D-35 INDEPENDENT ACCOUNTANTS'REPORT ON EXAMINATION REPORT ON MANAGEMENT'S ASSERTIONS ABOUT THE CITY'S COMPLIANCE WITH MEASURE X To the Measure X Citizen Oversight Committee and Members of City Council of the City of Santa Ana Santa Ana, California We have examined management of the City of Santa Ana, California's, (City) assertion that the accompanying Schedule of Measure X Revenues and Uses/Expenditures (Schedule) for the fiscal year ended June 30, 2019 is accurate and that the City's uses/expenditures of Measure X funds complied with the requirements of Measure X. The City's management is responsible for its assertion. Our responsibility is to express an opinion on management's assertion about the City's compliance with the specified requirements based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants. Those standards require that we plan and perform the examination to obtain reasonable assurance about whether management's assertion about compliance with the specified requirements is fairly stated, in all material respects. An examination involves performing procedures to obtain evidence about whether management's assertion is fairly stated, in all material respects. The nature, timing, and extent of the procedures selected depend on our judgment, including an assessment of the risks of material misstatement of management's assertion, whether due to fraud or error. We believe that the evidence we obtained is sufficient and appropriate to provide a reasonable basis for our opinion. We have been informed that, under the City's interpretation of Measure X requirements, the funds collected during the fiscal year ended June 30, 2019 were utilized to address various budget shortfalls in the General Fund and to retain police officers and that these usages are in compliance with Measure X. We agreed the Measure X revenues and uses/expenditures identified by the City to supporting documentation. Our examination does not provide a legal determination on the City's compliance with the specified requirements. In our opinion, management's assertion that the accompanying Schedule for the fiscal year ended June 30, 2019 is accurate and that the City's uses/expenditures of Measure X funds complied with the requirements of Measure X, is fairly stated, in all material respects. This report is intended solely for the information and use of the Measure X Citizen Oversight Committee, City Council, and management of the City of Santa Ana, California and is not suitable for any other purpose. Z2-1),L� ZLP Irvine, California December 5, 2019 2875 Michelle Drive, Suite 300 1 Irvine, JAQ713606 I WNDECPA.com 1 714.978.1300 CITY OF SANTAANA SCHEDULE OF MEASURE X REVENUES AND USES/EXPENDITURES For the year ended June 30, 2019 Measure XRevenue: April 2019 May 2019 June 2019 Corrections for April 2019 - June 2019, received late and posted to Fiscal Year 2019-2020 Total Measure X Revenue Measure XUses/Expenditures: Planned use of General Fund balance Planned labor savings not implemented Retaining police officers Total Measure X Uses/Expenditures $ 4,174,794 5,213,622 4,206,233 1,585,176 $ 15,179,825 $ 10200,000 1,500,000 4,154,530 $ 15,854,530 See accompanying notes to the Schedule of Measure X Revenues and Uses/Expenditures. 196-37 CITY OF SANTAANA NOTES TO SCHEDULE OF MEASURE X REVENUES AND USES/EXPENDITURES For the year ended June 30, 2019 1. REVENUES AND USES/EXPENDITURES: Measure X revenues consist of the 1.5 cent transactions and use (i.e. "sales") tax approved by the voters of Santa Ana on November 6, 2018. Measure X became effective April 1, 2019, which provided three months of revenue in Fiscal Year 2018/19 in the amount of approximately $15.2 million. Measure X is a general-purpose tax, which means the revenues received from the tax go into the City's General Fund to maintain or enhance any lawful City program, improvement or service such as 9-1-1 response; retaining firefighters and police officers; addressing homelessness; fixing streets; maintaining parks; youth and senior services; and unrestricted general revenue purposes. Without Measure X, the General Fund's budgeted operating deficit for Fiscal Year 2018/19 would have been $10.2 million as identified in the City's original budget for Fiscal Year 2018/19. In addition, due to Measure X, the General Fund did not implement planned labor savings of $1.5 million as identified in the City's original budget for Fiscal Year 2018/19 resulting in total uses of $11.7 million for unrestricted revenue purposes. Also, Measure X was utilized to retain police officers by increasing their compensation. The uses/expenditures are higher than revenue reported for the period, which is supplemented by other sources of General Fund revenue. 19D-38 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE: APPROVE AN APPROPRIATION ADJUSTMENT AND AWARD A CONSTRUCTION CONTRACT TO INTERNATIONAL LINE BUILDERS, INC., IN THE AMOUNT OF $308,059, FOR THE CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES PROJECT, WITH AN ESTIMATED TOTAL PROJECT DELIVERY COST OF $538,600 (PROJECT NO 17-6875) {STRATEGIC PLAN NOS. 6, 1B & 1G} 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 /s/Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION 1. Approve an appropriation adjustment to recognize $538,600 in Highway Safety Improvement Program grant funds into the Federal Aid Safety Program, Federal Grant -Indirect revenue account and appropriate the same amount into the Public Services -Street Safety Projects, Improvements Other Than Buildings expenditure account. 2. Award a construction contract to International Line Builders, Inc., the lowest responsible bidder, in accordance with the base bid in the amount of $308,059, for construction of the Citywide Traffic Signal Vehicle Head Upgrades Project, for the term beginning upon execution of the contract and ending upon project completion, and authorize the City Manager to execute the contract subject to non -substantive changes approved by the City Manager and the City Attorney. 3. Approve the Project Cost Analysis for a total estimated construction delivery cost of $538,600, which includes $308,059 for the construction contract; $70,000 for contract administration, inspection and testing; and a $160,541 project contingency for future and unanticipated work. DISCUSSION The Traffic Signal Vehicle Head Upgrades Project (formerly titled, Traffic Signal Hardware Upgrade) will replace non-standard, 8" traffic signal vehicle heads with 12" vehicle heads and associated hardware at selected intersections throughout the city (Exhibit 1). These upgrades will 20A-1 Contract Award for Citywide Traffic Signal Vehicle Head Upgrades Project January 21, 2020 Page 2 enhance traffic safety and signal visibility, while meeting current requirements of the State of California Manual on Uniform Traffic Control Devices. The Public Works Agency was awarded a $655,600 Highway Safety Improvement Program (HSIP) grant for this Project, which was recognized in the Council -approved, Fiscal Year 2016-17 Capital Improvement Program (CIP). $117,000 of the grant was earmarked for Preliminary Engineering and has been used for project design. However, spending authorization for the remaining $538,600 in Construction funding was not received until September 2019. Staff is requesting Council approval to recognize and reappropriate the construction grant funding for expenditure in Fiscal Year 2019-20. Upon approval of the requested Appropriation Adjustment, the total funds available for construction will be $538,600. Public Outreach and Contractor Participation To provide an opportunity for local vendors to submit bids, a Notice Inviting Bids was advertised in the Orange County Register newspaper on October 8 and 15, 2019. Bids were received electronically via the City's web -based electronic bidding system, PlanetBids, on October 30, 2019. Through the PlanetBids online portal, vendors may register to receive notifications on all current and future City projects, as well as download contract documents, receive project updates, and submit bids electronically. Additionally, 24 vendors, including 2 located in the City of Santa Ana, were also notified of the project via PlanetBids. 34 vendors requested bidding documents and 6 bids were received. No bids were received from Santa Ana contractors. :I C1CZMM-1111.Yt11111- RANK BIDDER'S NAME LOCATION BASE BID 1 International Line Builders, Inc. Corona $308,059 2 Crosstown Electrical & Data, Inc. Irwindale $309,284 3 California Professional Engineering, Inc. La Puente $361,694 4 Select Electric, Inc. Vista $376,824 5 Elecnor Belco Electric, Inc. Chino $394,271 6 L.A. Traffic Signal Transportation, Inc. San Dimas $397,490 All 6 bids received were responsive and International Line Builders, Inc., submitted the lowest responsive bid (Exhibit 2), in the amount of $308,059. Based on the bid analysis and a contractor's reference check, staff recommends awarding the construction contract (Exhibit 3) to International Line Builders, Inc., in the amount bid. Project Delivery To deliver a complete project, in addition to the construction contract, the estimated total cost to deliver the project also includes construction administration, inspection, and testing, along with an allowance for contingencies to account for unexpected or unforeseen conditions. Construction administration and inspection includes construction management; implementation of the City's 20A-2 Contract Award for Citywide Traffic Signal Vehicle Head Upgrades Project January 21, 2020 Page 3 Community Workforce Agreement requirements; inspection of the Contractor's work to ensure contract compliance, workmanship, and quality; and material testing. As indicated in the Cost Analysis (Exhibit 4) and as summarized in the table below, the estimated total construction delivery cost of the project is $538,600. Construction Contract 1 $308,059 Construction Administration, Inspection, and Testing $70,000 Contingencies (for future and unanticipated work) $160,541 ESTIMATED CONSTRUCTION DELIVERY COST $538,600 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 - Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy B (equitably maintain existing streets and associated assets in a state of good repair so they are clean, safe and aesthetically pleasing for all users), and Strategy G (develop and implement the City's Capital Improvement Program in coordination with the Community Investment Plan [e.g., neighborhood streets, traffic improvements, park facilities, bike master plan, etc.]). ENVIRONMENTAL IMPACT In accordance with the California Environmental Quality Act, the recommended actions are exempt from further review. Categorical Exemption Environmental Review No. ER-2018-65 was filed for the project FISCAL IMPACT As indicated in the Cost Analysis (Exhibit 4), the estimated total construction delivery cost of the project is $538,600, which includes the construction contract, contract administration, inspection, testing, and project contingency. The following table summarizes the funds budgeted to deliver construction of this project: Fiscal Year Accounting Unit- Fund Description Accounting Unit, Amount Account # Account Description APPROPRIATION ADJUSTMENT Public Services -Street FY 2019-20 14717611-66220 Federal Aid Safety Program Safety Projects, $538,600 Jan. -June (Proj. 17-6875) (Capital Grants Fund) Improvements Other Than Building Total: $538,600 20A-3 Contract Award for Citywide Traffic Signal Vehicle Head Upgrades Project January 21, 2020 Page 4 All funds are scheduled for expenditure in Fiscal Year 2019-20. Nabil Saba, PE Acting Executive Director Public Works Agency NS/TC/MO Exhibits: 1. Location Map 2. Bid Proposal 3. Construction Contract 4. Cost Analysis APPROVED AS TO FUNDS & ACCOUNTS: Kathryn Downs, CPA Executive Director Finance and Management Services Agency 20A-4 EXHIBIT 1 SANTA ANA 11 Project No. 17-6875: eLP` A THE CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES PROJECT [HSIPL-5063(188)] 20A-5 City of Santa Ana Page 1 Citywide Traffic Signal Vehicle Head Upgrades (Federal Project No. HSIPL 5063(188)) (17-6875 (HSIPL 5063(188))), bidding Printed 12/05/2019 EXHIBIT 2 Bid Results Bidder Details Vendor Name International Line Builder's, Inc Address 3955 Temescal Canyon Road Corona, CA 92883 United States Respondee Curt Rusick Respondee Title Estimator Phone 951-682-2982 Ext. Email Cun.Rusick@ilbinc.com Vendor Type CADIR License # 782515 CA DIR Bid Detail Bid Format Electronic Submitted October 30, 2019 1:07:54 PM (Pacific) Delivery Method Bid Responsive Bid Status Submitted Confirmation # 194115 Ranking 0 Respondee Comment Buyer Comment Attachments File Title File Name File Type Proposal Proposal.pdf General Attachment Ownership Affidavit Ownership Affidavit.pdf Ownership Affidavit (Notary Public) - REQ Original Hard Copy Submittal in Addition Bid Bond Bid Bond.pdf Bid Bond Guaranty (Notary Public) - REQ Original Hard Copy Submittal in Addition Non -Collusion Affidavit Non -Collusion Affidavit.pdf Non -Collusion Affidavit (Notary Public) - REQ Original Hard Copy Submittal in Addition Line Items Type Item Code UOM City Unit Price Line Total Comment Base Bid Proposal 1 Replace Side Mounted 3-Section Traffic Signal Vehicle Head Assembly EA 194 $844.00 $163,736.00 2 Replace Side Mounted 5-Section Traffic Signal Vehicle Head Assembly EA 2 $1,292.00 $2,584.00 3 Replace Top Mounted 3-Section Traffic Signal Vehicle Head Assembly EA 119 $855.00 $101,745.00 City of Santa Ana Page 2 Citywide Traffic Signal Vehicle Head Upgrades (Federal Project No. HSIPL 5063(188)) (17-6875 (HSIPL 5063(188))), bidding Printed 12/05/2019 Bid Results Type Item Code UOM Qty Unit Price Line Total Comment 4 Replace Top Mounted 4-Section Traffic Signal Vehicle Head Assembly EA 4 $923.00 $3,692.00 5 Replace Top Mounted 5-Section Traffic Signal Vehicle Head Assembly EA 1 $1,230.00 $1,230.00 6 Replace Mast Arm Mounted Traffic Signal Vehicle Head Assembly EA 42 $716.00 $30,072.00 7 Labor Agreement Oversight LS 1 $5,000.00 $5,000.00 Subtotal $308,059.00 Total $303,059.00 PI=Tr, CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) BID PROPOSAL TO: CITY COUNCIL OF THE CITY OF SANTA ANA FROM: International Line Builder's, Inc. REQUIREMENT: The undersigned bidder declares that they have carefully examined the location of the proposed work, that they have examined the Contract Documents in its entirety and hereby proposes to furnish all material and do all the work required to complete the said work in accordance with said plans (if any) and the specifications for the unit price(s) or lump sums) set forth in the following schedule: Item Description Qty Unit Unit Price Amount 1 Replace Side Mounted 3-Section Traffic 194 EA $Qt,Jtf OD $1103.� 3tv� Signal Vehicle Head Assembly . 2 Replace Side Mounted 5-Section Traffic 2 EA $1,3 r13.00 $ a,58q.CO Signal Vehicle Head Assembly 3 Replace Top Mounted 3-Section Traffic 119 EA $ 966.O0 $1 Q1 -4gj5 co Signal Vehicle Head Assembly 4 Replace Top Mounted 4-Section Traffic 4 EA $a1 $ 3,Caga,O> Signal Vehicle Head Assembly -00 5 Replace Top Mounted 5-Section Traffic 1 EA $1,'a.30,W $ (, a3p 00 Signal Vehicle Head Assembly 6 Replace Mast Ann Mounted Traffic 42 EA $-}1 tf,vo $ 30v+a-00 Signal Vehicle Head Assembly 7 Labor Agreement Oversight 1 LS $5,000 $5,000 20A-8 P-1 of P-38 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) TOTAL BASE BID S 300, v5cr. 00 The lowest responsible bidder shall be selected based on the total base bid. The City reserves the right to award the Base Bid, and any, all, or none of the add -alternate bid items (if any). * The quantity for this bid item is shown for bid comparison only. This bid item shall not be subject to the "25%" limit as stated in Section 3-2 of the Standard Specifications. The actual amount for this item will be dictated by the actual quantity used, and the Agency reserves the right to increase or decrease the quantity of this item accordingly. t This bid item is considered a Specialty Item per Section 2-3.2 of the Standard Specifications. TIME FOR COMPLETION OF IMPROVEMENTS AND LIQUIDATED DAMAGES The undersigned bidder hereby proposes to complete the Work for the total base bid amount shown above, within eighty (80) working days after the commencement date stated in the Notice to Proceed. The liquidated damages amount, in lieu of the amount specified in Subsection 6-9 of the Standard Specifications, shall be $1,000 per calendar day. Name of Finn International Lirk Builder's. Inc. Signature of BIDDER Title (If an individual, so state. If a firm or co -partnership, state the firm name and give the names of all individual co-partners composing the firm. If a corporation, state legal name of corporation, and names of President, Secretary, Treasurer and Manager, thereof.) 20A-9 P-2 of P-38 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) BIDDER'S STATEMENT BIDDER understands and agrees that this Bid Proposal, Contract Documents and subsequent Construction Contract Agreement shall constitute the entire agreement between BIDDER and the AGENCY only after it has been accepted by the City Council, endorsed by the Clerk of the Council with her signature and official seal noting hereon the action of approval of the Council, signed by the Public Works Agency Executive Director or his/her duly authorized agent, and signed by the City Attorney, denoting his approval of the form of this document, and its execution, and when it or an exact copy of it has been either delivered to BIDDER or deposited with the United States Postal Service properly addressed to the BIDDER with the correct postage affixed thereto. BIDDER further agrees that upon delivery (as defined above) of the accepted agreement he/she will furnish AGENCY all required bonds and certificate of liability insurance within ten (10) business days or the funds, check, draft, or BIDDERS bond substituted in lieu thereof accompanying this proposal shall become the property of the AGENCY and shall be considered as payment of damages due to the delay and other causes suffered by AGENCY because of the failure to furnish the necessary bonds and because it is distinctly agreed that the proof of damages actually suffered is difficult to ascertain; otherwise said funds, check, drafts, or BIDDER'S bond substituted in lieu thereof shall be returned to the undersigned. BIDDER understands that a bid is required for the entire work, the estimated quantities set forth in the bid schedule are solely for the purpose of comparing bids, and that final compensation under the contract will be based upon the actual quantities of work satisfactorily completed. The BIDDER also certifies that the bid is a balanced bid. In accordance with Section 7028.15 of the California Business and Professions Code, the undersigned certifies under penalty of perjury that the foregoing is true and correct. Name of Firm International Lille guilder's, Inc. y Signature of BIDDER Title �221>c ytF_ A 0,g1 Dni (If an individual, so state. If a firm or co -partnership, state the firm name and give the names of all individual co-partners composing the firm. If a corporation, state legal name of corporation, and names of President, Secretary, Treasurer and Manager, thereof.) CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) CONTRACTOR'S LICENSING AND REGISTRATION STATEMENT The undersigned contractor, or corporate officer, declares under penalty of perjury that he/she and all his/her subcontractors are registered with the State of California Department of Industrial Relations (DIR), and that the following is true and correct. Contractor's Name: International Line Builder's, Inc. Business Address: 3955 Temescal Canyon Road Corona, CA 92883 Business E-Mail Address: Omar.Echeverri@)ilbinc.com Telephone: (951) 682-2982 State Contractor's License No. and Class: 782515 A-C10 License Expiration Date: 08/31 /2020 State Dept. of Industrial Relations (DIR) Registration No.: 1000007032 State De Registrat Signed: Title: I ►. ZOA1,,1 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) PREVAILING WAGE COMPLIANCE AND MONITORING STATEMENT Contractor is aware of the requirements of California Labor Code Section 1720, et seq., as well as California Code of Regulations, Title 8, Section 16,000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. Since the services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and since the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. City shall provide Contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Contractor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the services available to interested parties upon request, and shall post copies at the Contractor's principal place of business and at the project site. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. The undersigned certifies that the foregoing is true and correct Name of Firm Signature of BIl Title Pgad;o:G t� ro r ugi -Dw (if an individual, so state) ZO 42 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) OWNERSHIP AFFIDAVIT STATE OF CALIFORNIA ) COUNTY OF ORANGE ) SS: CITY OF SANTA-ANNA ) FarrW 1- ► agi lyf- FVOJtc1dr* dA Cal OIV . , being duly sworn, deposes and says: ❑ INDIVIDUAL That he/she is the party making the foregoing proposal: ❑ PARTNERSHIP That he/she is a member of the co -partnership firm designated as: and who has been and is duly vested with the authority to make and execute instruments for the co -partnership by: who constitute the other members of the co -partnership. ® CORPORATION at he is of, �nternatlonal Line Builder's, Inc. a corporation which is making the foregoing proposal: ❑ JOINT VENTURE That he is of: one of the parties making the foregoing proposal as a joint venture, and the he/she has been and is duly vested with the authority to execute instruments for an on behalf of the parties making said bid who are: that such a bid is genuine and not collusive or sham, and has not in any manner sought by collusi secure any advantage against the City of Santa Ana or any person interested in the propos ontract, f self or any other person. _ n Signature of Bidder {7�oJldtrlF- t/b ('jal piv Subscribed and sworn to before me this day of See& q� Fa cl ►ed . Signature of o er Administering Oath (Notary Public) 20A-13 P-6 of P-38 notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached. and not the truthfulness. accuracy. or validity of that document. State of California County of Riverside Subscribed and sworn to (or affirmed) before me on this ZC day of Cbynel2 20 19 . by Earnest Brown proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me. r s BRENDAMCKINNEY = Notary Public-CalHornia Riverside County _9 Commission 12278125 My Comm. Expires Feb 19. 2021 (Seal) Signature 20A-14 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) KNOW ALL PRESENT that, International Line Builders, Inc. as BIDDER, and Liberty Mutual Insurance Company as SURETY, are held and firmly bound unto the CITY OF SANTA ANA, as AGENCY, in the penal sum of _ Ten Percent of Amount Bid Dollars (S 10% ), which is ten percent (10%) of the total amount bid by BIDDER to AGENCY for the above -stated project, for the payment of which sum, BIDDER and SURETY agree to be bound, jointly and severally, firmly by these presents. THE CONDITIONS OF THIS OBLIGATION ARE SUCH that, whereas BIDDER is about to submit a bid to AGENCY for the above -stated project, if said bid is rejected, or if said bid is accepted and a contract is awarded and entered into by BIDDER in the manner and time specified, then this obligation shall be null and void, otherwise it shall remain in full force and effect in favor of AGENCY. IN WITNESS WHEREOF the parties hereto have set their names, titles, bands, and seal this 3 th day of October , 2019. SURETY* Subscribed and swom to before me Kelly Nicole Bruggeman this �30th day of October , 201E. Signature:_�����//if (NlJ�1 Notary Public in and for the County of Hennepin , State of Minnesota ' Provide BIDDER/ SURETY name, address, and telephone number and the name, title, address, and telephone number of authorized representative. CWTARY ICOLE BRUGGEMAN "Willis Towers Watson Midwest, Inc. PUBLIC-MINNESOTA 8400 Normandale Lake Blvd., Suite 1700, Bloomington, MN 55437sor Number 31070678 Phone: 763-302-7159amE�resJznwryDt.20rt P-7 of P-38 20A-15 ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached. and not the truthfulness. accuracy. or validity of that document. State of California County of Riverside ) Brenda McKinney, Notary Public (insert name and title of the officer) personally appeared Earnest Brown, President So Cal Div. who proved to me on the basis of satisfactory evidence to be the person(&) whose name(&) is/afe subscribed to the within instrument and acknowledged to me that he/sheAhey executed the same in his/heNtheif authorized capacity(ies). and that by his' eFA a signature(&) on the instrument the person(&). or the entity upon behalf of which the person(&) acted. executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) 0'*0---"'�My BRENOA MCNINNEY Notary Public - Califorma Riverside County f Commission : 2278125 Comr. Expires Feb 19. 2023 20A-16 This Power of Attorney limits the acts of those named herein, and they have no authority to bind the Company except in the manner and to the extent herein stated. Liberty Mutual. SURETY Liberty Mutual Insurance Company The Ohio Casualty Insurance Company West American Insurance Company POWER OF ATTORNEY Certificate No: 8196930-190003 KNOWN ALL PERSONS BY THESE PRESENTS: That The Ohio Casualty Insurance Company is a corporation duly organized under the laws of the State of Navy Hampshire, that Liberty Mutual Insurance Company is a corporation duty organized under the laws of the State of Massachusetts, and West American Insurance Company is a corporation duty organized under the laws of the State of Indiana therein collectively called the'Companies�, pursuant to and by authwdy herein set font, does hereby name, constitute and appoint, Nicole Langer, Blake S. Be hlig, Kelly Nicole Bruggcman, Brian D. Carpenter, Heather R. Goedtel, Michelle Halter Jessica Hoff, Craig Olmstead all of the city of Bloomington state of Minnesota each individually lf there be more than one named, its true and lawful attorney -in -fact to mare, execute, seal, acknowledge and deliver, for and on its behalf as surety and as its act and deed, any and all undertakings, bonds, reargnizances and other surety obligations, in pursuance of these presents and shall be as binding upon the Companies as if they have been duty signed by the president and attested by the secretary of the Companies in their own proper persons. IN WITNESS WHEREOF, this Power of Attorney has been subscribed by an authorized officer or official at the Companies and the corporate seals of the Companies have been affixed thereto this 28th day of September , 2018 0(90 liberty Mutual Insurance C ompany The Ohm Casualty Insurance Company West American Insurance Company BY:y421; David M. Care%Assistant Stxxrdav 1! State of PENNSYLVANIA > County of MONTGOMERY ss m c w On this 28th day of September 2018 before me personalty appeared David M. Carey, who acknowledged himself to be the Assistant Secretary of Liberty Mutual insurance o 3 Comparry, The Ohio Casualty Company, and West American Insurance Company, and that he, as such, being authorized so to do, execute the foregoing instrument for the purposes = � > therein contained by signing on behalf of the corporations by himself as a duly authorized officer. x� ul IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my notarial seal at King d Prussia, Pennsylvania, on the day antl yea first above written. n � PA `0M W Who yoxwr TFr COMYONW6ALdTMan6eOINI NSYLVAA mQ� O �p s 9 Tenets Pmle4a N ,, Pubk N Upper, W.Twp.. Mor,giomery Goun+y By: My c�peaun Ewres Me,rn zezoz+_ ME erese Pastella, Notary Public p M (b."4��sr� Mmwm can.vl.,w.n.o�auo�nvnanes a0 M NO W w This Power of Attorney is made and executed pursuant to and by authority of the following By-laws and Authorizations of The Ohio Casualty Insurance Company. Liberty Mutual Insurance Company, and West Amencan Insurance Company which resolutions are now in full force and effect reading as follows : o to ARTICLE IV - OFFICERS: Section 12, Power of Attorney. Any officer or other official of the Corporation authorized fox that purpose in writing by the Chairman or the President, and subject to such limitation as the Chairman or thejiin ev President may prescribe, shall appoint such attomeys-in-fact, as may be necessary toact in behalf ofthe Corporation to make, execute, seal, acknowledge and deliver as surety > v a any and all undertakings, bonds, recognizances and other surety obligations. Such adomeys-in-fact, subject to the limdabons set forth in their respective powers of attomey, shall t N have full paver to bind the Corporation by their signature and execukan of any such instruments and to attach thereto the seal of the Corporation. When so executed, such m instruments shall be as binding as if signed by the President and attested to by the Secretary. Any power or authority granted to any representative or attomey-in-fact under the tE`rmo provisions of this article may be revoked at any time by the Board, the Chairman, the President or by the officer or officers granting such power a e authority. e m ARTICLE XIII - Execution of Contracts: Secton 5. Surety Bonds and Undertakings. 8 m Any officer of the Company authorized for that purpose in writing by the chairman or the president, and subject to such limitations as the chairman or the president may prescribe, F shall appoint such attomeys-in-fact. as may be necessary to act in behalf of the Company to make, execute, seal, acknowledge and deliver as surety any and all undertakings, bonds, reoognirancee and other surety oblgatans. Such attomeys-in-fact subject to the limitations set forth in their respective powers of attorney, shall have full power to bind the Company by their signature and execution of any such instruments and to attach thereto the seal of the Company. When so executed such instruments shall be as binding as d signed by the president and attested by the secretary. Certificate of Designation - The President of the Company, acting pursuant to the Bylaws of the Company, authorizes David M. Carey, Assistant Secretary to appoint such attomeys-in- fact as may be necessary to ad on behalf of the Company to make, execute, seal, acknowledge and deliver as surety any and all undertakings, bonds, recognizances and other surety oblgatons Authorization - By unanimous consent of the Gompanys Board of Directors, the Company consents that facsimile or mechanically reproduced signature of any assistant secretary of the Company, wherever appearing upon a certified copy of any power of attorney issued by the Company in connector with surety bonds, shall be valid and binding upon the Company with the same force and effect as though manually affixed. I, Renee C. Llewellyn, the undersigned, Assistant Secretary, The Ohio Casually Insurance Company, Liberty Mutual Insurance Company, and West American Insurance Company do hereby certify that the original power of attorney of which the foregoing is a full, tue and correct copy of the Power of Attorney executed by said Companies, s in full force and effect and has not been revoked. IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed the seals of sal Companies this 30th day of October , 2019 . By: i4/'/a L(9(90 Renee C. Llewellyn, �YA�Ass istant Secretary LMS-12873 LMIC OCIC WAIC Mufti Co-062018 20A-17 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) LIST OF SUB -CONTRACTORS Section 4100 et. seq. of the Public Contract Code requires listing of all subcontractors with the bid for all subcontract work exceeding the following amount: o Streets, highways including bridge projects: %2% of the bid or $10,000, whichever is greater o Buildings, parks, or other projects: '/2% of the bid Section 1725.5 of the Public Contract Code requires all Subcontractors be registered with the State Department of Industrial Relations (DIR). BIDDER proposes to subcontract certain portions of the work to the firms listed below: Name NI R License #/Exp. DIR Reg. #/Exp. Location Phone Type Of Work Amount $ Name License #/Exp. DIR Reg. #/Exp. License # _ Location _ Phone Type Of Work Amount $ Name License #/Exp. DIR Reg. #/Exp. License # _ Location _ Phone Type Of Work Signature of Bidder Name License #/Exp. DIR Reg. #/Exp. Location Phone Type Of Work Amount $ Name License #/Exp. DIR Reg. #/Exp. License # _ Location _ Phone Type Of Work Amount $ Name License #/Exp. DIR Reg. #/Exp. License # Location Phone Type Of Work Amount $ 20A rr1,8 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) The following are the names, addresses, and telephone numbers for THREE public agencies for which the BIDDER has performed similar work within the past three years. City of Orange/ 300 E Chapman Ave Orange, CA 92866 Name and Address of Owner. Josh Soliz/ (714) 744-5588 Name and Telephone Number of person familiar with project. $1,037,161.62 LED Conversion 01/05/2019 Contract Amount Type of Work Date Completed 2. City of Riverside/ 3900 Main Street Riverside, CA 92522 Name and Address of owner. Julian Cardenas/ (951) 826-5397 Name and Telephone Number of person familiar with project. $1,967,698.83 Street Light Relocation 04/30/2018 Contract Amount Type of Work Date Completed 3• City of Anaheim/ 200 S. Anaheim Blvd Anaheim, CA 92805 Name and Address of owner. Robert Paleoloqus/ (714) 765-5169 Name and Telephone Number of person familiar with project. $599,286.95 Street Light Installation 10/31/2018 Contract Amount Type of Work Date Completed The following are the names, addresses, and telephone numbers of all brokers and sureties from whom BIDDER intends to procure insurance and bonds. Willis of Min 8400 Normandale Lake Blvd., Suite 1700 Bloomington MN 55437 Heather Goedtel #(763) 302-7159 Nicole Langer #(763) 302-7214 Q&-IS91 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) ADDITIONAL REFERENCES The following are the names, addresses, and telephone numbers for THREE public agencies for which the BIDDER or Subcontractor has performed similar work in the past five years. Whiting -Turner/ 2520 Commerce St Suite 150 Irvine, CA 90062 Name and Address of Owner. David Thueson/ (949) 863-0800 Name and Telephone Number of person familiar with project. $1,988,327.00 Street Lighting, Site Electrical, Traffic Signal 04/30/2018 Contract Amount Type of Work Date Completed 2. City of Alhambra/ 111 S. First St Alhambra. CA 91801 Name and Address of owner. Robert Bias/ (626) 703-9013 Name and Telephone Number of person familiar with project. $670,780.96 Streetlight Conversion 08/30/2017 Contract Amount Type of Work Date Completed 3. Griffith Companv/ 4756 Mission Blvd Montclair. CA 91762 Name and Address of owner. Jill Kiefer/ (909) 270-5040 Name and Telephone Number of person familiar with project. $3,441,059.84 Street Light Installation 03/13/2016 Contract Amount Type of Work Date Completed The following are the names, addresses, and telephone numbers of all brokers and sureties from whom BIDDER intends to procure insurance and bonds. CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) NON -COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) In conformance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived, or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any other BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above Non -collusion Affidavit is part of the Proposal. BIDDERS are cautioned ttlaflpaking a false certification may subject the certifier to criminal Signed State of California County of Subscribed and sworn to (or a edrrfi ) before me n thisday of proved to me on the basis of satisfactory person(s) whoa ed before me Notary Public Signature Notary Public Seal 20_, by evidence to be the 20A-21 P-11 of P-38 notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached. and not the truthfulness. accuracy. or validity of that document. State of California County of Riverside Subscribed and sworn to (or affirmed) before me on this -_$ day of QEkz4x9 .20 19 . by Earnest Brown President So Cal Div. of International Line Builder's, Inc. proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me. "'•„ BRENDA MCKINNEY Notary Pubk - California _ - Rmervde County _ Commission 12228121 My Comm. Expires Feb 19. 2023 (Seal) Signature 20A-22 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) NON-DISCRIMINATION CERTIFICATE The undersigned contractor or corporate officer, during the performance of this contract, certifies as follows: 1. The Contractor shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Contractor shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Contractor shall, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Contractor shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Contractor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Contractor shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Contractor shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6. In the event of the Contractor's non-compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Contractor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 120W_Z� CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) The Contractor shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the Contractor may request that the United States enter into such litigation to protect the interests of the United States. 8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, no discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mcntal condition, marital status, or sex of such persons, except as provided in Section 1420, and any contractor of public ork violating this Section is subject to all the penalties imposed for a violation of the Chabter. Signed: Title: E�dl- C�oa vn- lPkaideni-, b�1 Div Firm: International Line Builder's, Inc. Date: 10/30/2019 M�� CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) STATEMENT REGARDING APPRENTICESHIP REQUIREMENTS The undersigned BIDDER is familiar with the requirements of Section 1777.5 of the State Labor Code regarding employment of apprentices, and understands that contractors on contracts exceeding $30,000 or 20 working days shall: 1. Apply to the joint apprenticeship committee administering the apprenticeship standards of the craft or trade in the area of the site of the public work for a certificate approving the contractor under the apprenticeship standards for the employment and training of apprentices in the area or industry affected. 2. Employ the number of apprentices or the ratio of apprentices to journeymen stipulated in the apprenticeship standards. 3. Contribute to the fund or funds in each craft or trade in which he/she employs journeymen or apprentices on the public work, in the same amount or upon the same basis and in the same manner as the other on actors, except contractors not signatory to the trust agreement shall pay a like amount the alifor is renticeship Council. Signed: Firm: International Line Builder's, Inc. Date: 10/30/2019 2AA►r 25 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) STATEMENT REGARDING "ANTI -KICKBACK" REQUIREMENTS The undersigned is submitting this proposal for performing by contract the work required by these bid documents, agrees to comply with the Copeland "Anti -Kickback" Act (18 USC 74) as supplemented in the Department of Labor regulations (29 CFR, Part 3). This act provides that each contractor or subco actor shall be prohibited from inducing, by any means, any person employed in the cons ctio or repair of public work, to give up any part of the compensation to which he/she is otherwl ntitled. Signed: Title: fa0yfe-Aeawn- hd?nh Jo C.al DiJ. Firm: International Line Builder's, Inc. Date: 10/30/2019 204.r4 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) PUBLIC CONTRACT CODE SECTION 10162 OUESTIONNAIRE In conformance with Public Contract Code Section 10162, the BIDDER shall complete, under penalty of perjury, the following questionnaire: Has the BIDDER, any officer of the BIDDER, or any employee of the BIDDER who has a proprietary interest in the BIDDER, ever been disqualified, removed, or otherwise prevented from bidding on, or completing a federal, state, or local government project because of a violation of law or a safety regulation? Yes No X If the answer is yes, explain the circumstances in the following space 2W27 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) BIDDER'S STATEMENT REGARDING REQUIRED FEDERAL CONTRACT PROVISIONS (FORM FHWA-1273) The undersigned, is submitting this proposal for performing by contract the work required by these bid documents, agregat to comply with the required Federal Contract Provision (Form FHWA-1273) as shown in Signed appendix a Special Provisions of this project. Firm International Line Builder's, Inc. Date 10/30/2019 74 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) EQUAL EMPLOYMENT OPPORTUNITY CERTIFICATION The bidder International Line Builder's. Inc. , proposed subcontractor hereby certifies that he has X , has not _, participated in a previous contract or subcontract subject to the equal opportunity clauses, as required by Executive Orders 10925, 11114, or 11246, and that, where required, he has filed with the Joint Reporting Committee, the Director of the Office of Federal Contract Compliance, a Federal Government contracting or administering agency, or the former President's Committee on Equal Employment Opportunity, all reports due under the applicable filling requirements. Note: The above certification is required by the Equal Employment Opportunity Regulations of the Secretary of Labor (41 CFR 60-1.7(b) (1)), and must be submitted by bidders and proposed subcontractors only in connection with contracts and subcontracts which are subject to the equal opportunity clause. Contracts and subcontracts which are exempt from the equal opportunity clause are set forth in 41 CFR 60-1.5. (Generally only contracts or subcontracts of $10,000 or under are exempt.) Currently, Standard Form 100 (EEO-1) is the only report required by the Executive Orders or their implementing regulations. Proposed prime contractors and subcontractors who have participated in a previous contract or subcontract subject to the Executive Orders and have not filed the required reports should note that 41 CFR 60-1.7(b) (1) prevents the award of contracts and subcontracts unless such contractor submits a report covering the delinquent period or such other period specified by the Federal Highway Administr on or by the Director, Office of Federal Contract Compliance, U.S. Department of Labo) Signed Fire, International Line Builder's Inc. Date 10/30/2019 20A r29 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) PUBLIC CONTRACT CODE SECTION 10285.1 STATEMENT In conformance with Public Contract Code Section 10285.1 (Chapter 376, Stats. 1985), the bidder hereby declares under penalty of perjury under the laws of the State of California that the bidder has _ , has not been convicted within the preceding three years of any offenses referred to in that section, including any charge of fraud, bribery, collusion, conspiracy, or any other act in violation of any state or Federal antitrust law in connection with the bidding upon, award of, or performance of, any public works contract, as defined in Public Contract Code Section 1101, with any public entity, as defined in Public Contract Code Section 1100, including the Regents of the University of California or the Trustees of the California State University. The term "bidder" is understood to include any partner, member, officer, director, responsible managing officer, or responsible managing employee thereof, as referred to in Section 10285.1. Note: The bidder must place a check mark after "has" or "has not" in one of the blank spaces provided. The above Statement is part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Statement. Bidders are cautioned that maki�g� false certification may subject the certifier to criminal prosecution. / J Signed Firm International Line Builder's, Inc. Date 10/30/2019 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) PUBLIC CONTRACT CODE SECTION 10232 STATEMENT In conformance with Public Contract Code Section 10232, the Contractor, hereby states under penalty of perjury, that no more than one final unappealable finding of contempt of court by a federal court has been issued against the Contractor within the immediately preceding two year period because of the Contractor's failure to comply with an order of a federal court which orders the Contractor to comply with an order of the National Labor Relations Board. Note: The above Statement and Questionnaire are part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Statement and Questionnaire. Bidders are cautioned that making a false certification may subject the certifier to criminal prosecution. Signed Firm International Line Builder's, Inc. Date 10/30/2019 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) TITLE 49, CODE OF FEDERAL REGULATION, PART 29 DEBARMENT AND SUSPENSION CERTIFICATION The bidder under penalty of perjury, certifies that except as noted below, he/she or any person associated therewith in the capacity of owner, partner, director, officer, manager: is not currently under suspension, debarment, voluntary exclusion, or determination of ineligibility by any federal agency; has not suspended, debarred, voluntarily excluded, or determined ineligible by any federal agency within past three years; has not been indicted, convicted, or had a civil judgment rendered against it by a court of competent jurisdiction in any matter involving fraud or official misconduct within the past 3 years. If there are any exceptions to this certification, insert the exceptions in the following space. Exceptions will not necessarily result in denial of award, but will be considered in determining bidder's responsibility. For any exception noted above, indicate below to whom it applies, initialing agency, and dates of action. Note: Providing false information may result in criminal prosecution or administrative sanctions. The above certification art of the Proposal. Signing this Proposal on the signature portion thereof shall also cons signaaLee o s Certification. Signed Firm International Line Builders, Inc. Date 10/30/2019 9Yi *P4 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) NON -LOBBYING CERTIFICATION FOR FEDERAL AID CONTRACTS The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influence or attempting to influence an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment or modification of any Federal contract, grant, loan, or cooperative agreement. (2) If any funds other than Federal appropriate funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure of Lobbying Activities," in accordance with its instructions. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the lan&wrgof this certification be included in all lower tier subcontracts, which exceed $100,000 and at 1 such s -recipients shall certify and disclose accordingly. Signed Title FotP�1tJ f. 6eC4-qn_ ]�Mnddn . fo (jai Dtv Fire, International Line Builder's, Inc. Date 10/30/2019 • Standard Form LLL may be obtained from Calirans and FHWA offices. X001 Y�4S CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) DISCLOSURE OF LOBBYING ACTIVITIES DISCLOSURE OF LOBBYING ACTIVITIES APPbved by OlB Complete this form to disobse lobbying activities pursuant to 31 U.S.C. 1352 o3444)0e6 1. Type o1 Federal Action: 2. Status of Federal Action: 3. Report Type: a granted �a- bid/otlerlapplicabon ❑ a. initial filing b. grant b. iilbal award b. material change c. cooperative agreement c. post -award For Material Change Only: d ban year quarter e. ban guarantee date of last report 1 loan insurance a. Name and Address of Reporting Entity: 5, If Reporting Entity in No A is a Subawardee. Enter Name ❑ Pure ❑ SlCawa iee Tier r,, known Federal g. a_ Name and Address of Lobbyip Entil (ifklaWidual. lastname. Fastname. AM): Form of Payment (check aY that apply) ❑ a rash ❑ b. '"Ma apmW navure vakm and Address of Prime: CFDA Number. if applicable: S b. Individuals Performing Services (ndudng address if drfixent ham No. 10a ) (last name, test name. MI). ❑ a. retanu ❑ a aralrtr nee ❑ c dommmm ❑ a conttignit ive ❑ a. defened ❑ t other, peday. u i,,er uesmpnon or Services PMormed or to be Performed and Date(s) employee(s), or Memberisl contacted, for Payment Indicated in Rem 11: w r )i J SG . Signature: .P rtl w pee is ire. rr e.� wra r nCt llr Print NarlF •a Y �ierb new . N eA� Ye YY Y a. e. r r r Title:si N.rr.r �s.tr.wsrr r1.wr rr ewem ram. w.. ee,em t. n M ..uetr.. TMwiMna Federal Use Only- — Darw:1 AVtbaad Er Ua 9Q4T>34 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) INSTRUCTIONS FOR COMPLETION OF SF-LL. DISCLOSURE OF LOBBYING ACTIVITIES INSTRUCTIONS FOR COMPLETION OF SF-LLL, DISCLOSURE OF LOBBYMIG ACTIVITIES TIY6 la6cbspre TOrm" oe co-Nwed Dy me revomrgerT•. ~ner wdii0loee m pmre Federal re6>pislt al the InnlaPm x ferslpt or a covered Feoerat amm, or a maDerbldlange tO a pninno b nirg, pvfirrrrl b bale 31 U .i.C. 6 on t352. 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T11e vmd OW cdrrbM nN. for M6 lrrpnydon t ,le N OMB %0, 03/306AE. %Dlc Mp=M o1Nen br iN6 msembr a Irbml , u Mnledlp average 3C mhI per MWOn6e. IrlclUdng lime for re ~%QmCrpobms, fiearcrartg e=mg data 6 roe, qal a lrg ad malntalring doe W3 nL'!D!Q ]Ild ppRQlearg nlD rl!/ICMrg T2 maimbr Of InfIXIrWIXI. $MD mnRD%Il6 Mg"rg M dJn ew1 e m my OtneT a6ped M n6 mieL m Ld DC a6p32050m 1. FlCidelg MR]ge6am16 br rMO113 DY6 plaSlen. SD M CROe m MbagLttlMt ]nC Btlp};. Oap6rprl RedJdlm PlOfem 103/p dMb 1. lY]UMlgp:, . YWI P f� CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) EXHIBIT 15-G CONSTRUCTION CONTRACT DBE COMMITMENT 1. Local Agency: City of Santa Ana 2. Contract DBE Goal: 3. Project Description: Citywide Traffic Signal Vehicle Head Upgrades 4. Project Location: Citywide 5. Bidder's Name: International Line BUIIder's, Inc. 6. Prime Certified DBE: ❑ 7. Bid Amount: 4309,05q.60 8. Total Dollar Amount for ALL Subcontractors: a 9. Total Number of ALL Subcontractors: 10. Bid Item Number 11. Description of Work. Service. or Materials Supplied 12. DBE Certification Number 13. DBE Contact Information (Must be certified on the date bids are opened) 14. DBE Dollar Amount 3 r leca ruczjl ti l ater�ra It yoSNo 7E17- d e 2"`= ►.L OI po ba,4 2f LP I "U, tLq�o 7itlli�l ILa111ah (}ICI �'�Cp- �I10 =$.�1,N6+J. Local Agency to Complete this Section upon Execution of Award s3�1,�8 21. Local Agency Contract Number: 22. Federal -Aid Project Number: HSIPL 5063(188) 23. Bid Opening Date: October 30. 2019 15. TOTAL CLAIMED DBE PARTICIPATION a G� 24. Contract Award Date: IMPORTANT: Identify all DBE firms being claimed for credit. 25. Award Amount: regardless of tier. Names of the First Tier DBE Subcontractors and their respectiv items) of work listed above must be consistent. where appli le with the names and items of the work in the "Subcontr t List" submitted with your bid. Written confirmation of each list E is r quire . Local Agency certifies that all DBE certifications are valid and information on this form is complete and accurate. 10/30/2019 26. Local Agency Representative's Signature 27. Date 16. Preparer's Signature 17. Date at¢n�-fl- 8¢ww, (951) 682-2982 28. Local Agency Representative's Name 29. Phone 18. Preparer's Name 19. Phone 30. Local Agency Representative's Title llde)b.l'O alai DtJ- 20. Preparer's Title DISTRIBUTION: 1. Original - Local Agency 2. Copy- Caltrans District Local Assistance Engineer (DLAE). Failure to submit to DLAE within 30 days of contract execution may result in de -obligation of federal funds on contract. 3. Include additional copy with award package. ADA Notice: For individuals with sensory disabilities. this document is available in alternate formats. For information call (916) 654-6410 or TDD (916) 654-3880 or write Records and Forms Management. 1120 N Street. MS-89. Sacramento. CA 95814. ?o A9 PO Box 2096 Yorba Linda, CA 92885 Ph. (714) 336-0536 Fax (714) 694-0116 Email: kim.TEKServ@gmail.com Name / Address International Line Builders Inc 3955 Temescal Canyon Ship To City of Santa Ana Project No.: 17-6875 Quote Date Quote # 10/30/2019 0349 Lead Time Terms Rep Project Name/# 6-8 Weeks Net 30 JK 17-6875 Description Qty Each Price Total 3 Section 12" Vehicle Signal with Visors, Backplate and Top Mount Framework 119 EA 560.00 66,640.00T Delivery: 6 to 8 Weeks ARO & Submittal Approval Quote valid for 30 Days. Terms: Net 30, Pending Credit Verification Price subject to change, if order not released within 60 days from the purchase order date. Freight: Included Subtotal $66,640.00 Sales Tax (9.25%n) $6,164.20 Total $72,804.20 Skip to Main Content Back To Query Form (IicenseForm.htm) Search Returned 1 Records Thu Oct 31 14:27:40 PDT 2019 Query Criteria Certification Types: DBE Firm ID: 40540 Firm ID 40540 DBA Name TEK SERVICES, LLC Firm Name TEK SERVICES, LLC Address Linell 5680 VAN GOGH WAY Address Line2 City YORBA LINDA State CA Zip Code1 92887 Zip Code2 Mailing 5680 VAN GOGH WAY Address Line1 Mailing Address Line2 Mailing City YORBA LINDA Mailing State CA Mailing Zip 92887 Codell Mailing Zip Code2 Certification DBE Type EMail kim.tekserv@Gmail.com Contact Name KIM KING Area Code 714 Phone Number 336-0536 Extension Alt Area Code Alt Phone Number Extension Fax Area Code 714 Fax Phone Number 694-0116 Agency Name LOS ANGELES COUNTY METRO TRANSPORTATION AUTHORITY (MTA) Counties 19, 30, 33; 37; Districts 07, 08; 11; 12, 20A-38 DBE NAICS 423610, 423840, ACDBE NAICS Work Codes C0600 MISC SUPPLIERS; C0686 ELECTRICAL & SIGNALS SUPPLIER; Licenses Trucks Gender F Ethnicity CAUCASIAN Firm Type DBE 20A-39 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) INSTRUCTIONS - CONSTRUCTION CONTRACT DBE COMMITMENT CONTRACTOR SECTION 1. Local Agency - Enter the name of the local agency that is administering the contract. 2. Contract DRE. Canal - Enter the cnnlraetDBE_go 1pencemage-as-it-appears-on-the-projectadvertisement 3. Project Location - Enter the project location(s) as it appears on the project advertisement. 4. Project Description - Enter the project description as it appears on the project advertisement (Bridge Rehab, Seismic Rehab, Overlay, Widening, etc). 5. Bidder's Name - Enter the contractor's firm name. 6. Prime Certified DBE - Check box if prime contractor is a certified DBE. 7. Bid Amount - Enter the total contract bid dollar amount for the prime contractor. S. Total Dollar Amount for ALL Subcontractors — Enter the total dollar amount for all subcontracted contractors. SUM = (DBEs + all Nov -DBEs). Do not include the prime contractor information in this court. 9. Total number of ALL subcontractors —Enter the total number of all subcontracted contractors. SUM = (DBEs + all Non - DBEs). Do not include the prime contractor information in this count. 10. Bid Item Number - Enter bid item number for work, services, or materials supplied to be provided. 11. Description of Work, Services, or Materials Supplied - Enter description of work, services, or materials to be provided. Indicate all work to be performed by DBEs including work performed by the prime contractor's own forces, if the prime is a DBE. If 100% of the item is not to be performed or furnished by the DBE, describe the exact portion to be performed or furnished by the DBE. See LAPM Chapter 9 to determine how to count the participation of DBE firms. 12. DBE Certification Number - Enter the DBE's Certification Identification Number. All DBEs must be certified on the date aids are opened, 13. DBE Contact Information - Enter the name, address, and phone ntunber of all DBE subcontracted contractors. Also, enter .he prime contractor's name and phone number, if the prime is a DBE. 14. DBE Dollar Amount - Enter the subcontracted dollar amount of the work to be performed or service to be provided. Include the prime contractor if the prune is a DBE. See LAPM Chapter 9 for how to count full/partial participation. 15. Total Claimed DBE Participation - $: Enter the total dollar amounts entered in the "DBE Dollar Arnmmt' column. %: Enter the total DBE participation claimed ("Total Claimed DBE Participation Dollars" divided by item "Bid Amount"). If the total % claimed is less than item "Contract DBE Goal," an adequately documented Good Faith Effort (GTE) is required (see Exhibit 15- H DBE Information - Good Faith Efforts of the LAPM). 16. Preparer's Signature - The person completing the DBE commitment form on behalf of the contractor's firm must sign their name. 17. Date - Enter the date the DBE commitment form is signed by the contractor's prepmer. 18. Preparer's Name - Enter the name of the person preparing and signing the contractor's DBE commitment form. 19. Phone - Enter the area code and phone number of the person signing the contractor's DBE commitment form. 20. Preparer's Title - Enter the position/title of the person signing the contractor's DBE commitment form. LOCAL AGENCY SECTION 21. Local Agency Contract Number - Enter the Local Agency contract number or identifier. 22. Federal -Aid Project Number - Enter the Federal -Aid Project Number(s). 23. Bid Opening Date - Enter the date contract bids were opened. 24. Contract Award Date - Enter the date the courant was executed. 25. Award Amount— Enter the contract award amount as stated in the executed contract. 26. Local Agency Representative's Signature - The person completing this section of the fonu for the Local Agency must sign their name to certify that the information in this and the Contractor Section of this form is complete and accurate. 27. Date - Enter the date the DBE commitment form is signed by the Local Agency Representative. 28. Local Agency Representative's Name - Enter the name of the Local Agency Representative certifying the contractor's DBE commitment form. 29. Phone - Enter the area code and phone number of the person signing the contractor's DBE commitment form. 30. Local Agency Representative Title - Enter the position/title of the Local Agency Representative certifying the contractor's DBE commitment form. CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) EXHIBIT 15-H DBE INFORMATION — GOOD FAITH EFFORTS Federal -aid Project No(s). HSIPL 5063 188 Bid Opening Date October 30. 2019 contract. The information provided herein shows the required good faith efforts to meet or exceed the DBE contract goal. Proposers or bidders submit the following information to document their good faith efforts within five (5) business days from bid opening. Proposers and bidders are recommended to submit the following information even if the Exhibit 10-01: Consultant Proposal DBE Commitments or Exhibit 15-G: Construction Contract DBE Commitment indicate that the proposer or bidder has met the DBE goal. This form protects the proposer's or bidder's eligibility for award of the contract if the administering agency determines that the bidder failed to meet the goal for various reasons, e.g., a DBE firm was not certified at bid opening, or the bidder made a mathematical error. The following items are listed in the Section entitled "Submission of DBE Commitment" of the Special Provisions, please attach additional sheets as needed: A. The names and dates of each publication in which a request for DBE participation for this project was placed by the bidder (please attach copies of advertisements or proofs of publication): Publications Dates of Advertisement N/ A. 37. e En W1 l ice. B. The names and dates of written notices sent to certified DBEs soliciting bids for this project and the dates and methods used for following up initial solicitations to determine with certainty whether the DBEs were interested (please attach copies of solicitations, telephone records, fax confirmations, etc.): Names of DBEs Solicited Date of Initial Follow Up Methods and Dates C. The items of work made available to DBE firms including those unbundled contract work items into economically feasible units to facilitate DBE participation. It is the bidder's I 1 A A CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) responsibility to demonstrate that sufficient work to facilitate DBE participation in order to met or exceed the DBE contract goal. Items of Work Bidder Normally Breakdown of Amount Percentage Performs Item (Y/N) Items M Of D. The names, addresses and phone numbers of rejected DBE firms, the reasons for the bidder's rejection of the DBEs, the firms selected for that work (please attach copies of quotes from the firms involved), and the price difference for each DBE if the selected firm is not a DBE: Names, addresses and phone numbers of rejected DBEs and the reasons for the bidder's rejection of the DBEs: tsI//} • DgF C-4oal Mel -- Names, addresses and phone numbers of firms selected for the work above: NJ1b8E77 (:gool M,eu. E. Efforts (e.g. in advertisements and solicitations) made to assist interested DBEs in obtaining information related to the plans, specifications and requirements for the work which was provided to DBEs: LN114 re)F (Anal ► ,ej- F. Efforts (e.g. in advertisements and solicitations) made to assist interested DBEs in obtaining bonding; lines of credit or insurance, necessary equipment, supplies, materials, or related assistance or services, excluding supplies and equipment the DBE subcontractor purchases or leases from the prime contractor or its affiliate: 20A-42 P-28 of P-38 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) G. The names of agencies, organizations or groups contacted to provide assistance in contacting, recruiting and using DBE firms (please attach copies of requests to agencies and any responses received, i.e., lists, Internet page download, etc.): Name of Method/Date of Results ency rgamza ion Contact NIA DAE 6.,oal G Imo. H. Any additional data to support a demonstration of good faith efforts: NIA-, DACL CAwl LAf l NOTE: USE ADDITIONAL SHEETS OF PAPER IF NECESSARY. 20A-43 P-29 ofP-38 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) EXHIBIT 12-B BIDDER'S LIST OF SUBCONTRACTORS (DBE AND NON -DBE) — PART I PART The bidder shall list all subcontractors (both DBE and non -DBE) in accordance with Section 2-1.054 of the Standard Specifications and per Title 49, Section 26.11 of the Code of Federal Regulations. This listing is required in addition to listing DBE Subcontractors elsewhere in the proposal. Photocopy this form for additional firms. Local Assistance Procedures Stasual Exhibit 12-B Bidders List of Subcontractors MBE and NON.DBE) Exhibit 12-B Bidder's List of Subcontractor (DBE and Non -DBE) Part I As of Match I, 2015 Contractors (and sub -contractors) wishing to bid can public works contracts shall be registered with the State Division of Industrial Relations and certified to bid on Public Works contracts. Pleasemgisterat:https://www.dir.ca.pov/Public-Works/Contratior-Repistration.html In accordance with Title 49. Section 26.11 of the Code of Federal Regulations, and Section 4104 of the Public Contract Code of the State of California, as mnended. the following information is required (breach subcontractor who will perform work amounting to more than one half of one percent (0.5%) of the Total Base Bid or SI0.000 (whichever is greater). Photocopy this form for additional firms. Federal Project Number: HS I PL SVILF&168 Subcontractor Name and Location line Item 6 Description subcontract Amount Percentage of Bid Item Sub. contracted Contractor license Number ME (y/N) DBE Cart Number Annual Gross Receipts DIR ReS Number Name: N/A <$I million ds minion City. State: U <$to million Lj <$15 million e of iumc$: s. Name: 1 million City. State: <SS million e$10 million d1S million e of Firm: Ws. Name: <SI rNllion City, State: <$S million 0 <$10 million ❑ <$is million e of Firm: 10M. Name: 41 million City. State: <$5 million El d10 million dIs million e of Flrm: rs. Name: <$1 million City, State: <$$ million 610 million <$IS million e of firm: Wt. Name: <$1 million City, State: <$S million ❑ <$So million dls million e o/ Firm: rs. ..o.rmurmn. it uriginarvcocai Agency Fie 21 Copy-UtAE w/ Award varaage Page I of 2 January 2019 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) EXHIBIT 12-B BIDDER'S LIST OF SUBCONTRACTORS(DBE AND NON -DBE) - PART II PART II The bidder shall list all subcontractors who provided a quote or bid but were not selected to participate as a subcontractor on this project. This is required for compliance with Title 49, Section 26 of the Code of Federal Regulations. Photocopy this form for additional films. Local Assistance Procedures Manmil Exhibit 12-B Bidder's List of Subcontractors (DBE and NOS -DBE) Exhibit 12-B Bidder's List of Subcontractor (DBE and Non -DBE) Part 2 In accordance with Title 49. Section 26 of the Code of Federal Regulations, the Bidder shall list all subcontractor who provided a quote" bid but were not selected to participate as a subcontractor on this project. Photocopy this form for additional firms. Federal Project Number: HSIP Subcontractor Name and Location line Rem a Description Subcontract Amount percentage of Bid Item Sub- contracted Contractor license Number DBE (Y/N) DBE Cert Number Annual Gross Iteceipb DNt Reg Number Name. N 14 eT 111Ygion 65 million City. State: U <$10 million <$15 million of Firm: yrs. Name 1 million ❑ 4$5 million On, State <$10 million d15 million Age Of Firm: yrs- Name U <$1 million <SS million City. State El <520 million ❑ <525million e of Firm: tics. Name: ❑ 41 million ❑ <$S million Uy. St.,, U <510 million blS million of Firm, rs. Name <$1 million <$5 million City. State. <$to million <$15 million of Firm: wc Name <$1 million <$S million City, State. <$10 million cl b15 million e of firm: ins. Dist ribat ion: 1) Original -Local Agency File 2) Copy -DIRE w/Award Package Page 2 of 2 January 2019 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) PROMPT PAYMENT OF FUNDS WITHHELD TO SUBCONTRACTORS The undersigned, is submitting this proposal for performing by contract the work required by these bid documents, certify to comply with the following: The agency shall hold retainage from the prime contractor and shall make prompt and regular incremental acceptances of portions, as determined by the agency, of the contract work, and pay retainage to the prime contractor based on these acceptances. The prime contractor, or subcontractor, shall return all monies withheld in retention from a subcontractor within 30 days after receiving payment for work satisfactorily completed and accepted including incremental acceptances of portions of the contract work by the agency. Federal law (49CFR26.29) requires that any delay or postponement of payment over 30 days may take place only for good cause and with the agency's prior written approval. Any violation of this provision shall subject the violating prime contractor or subcontractor to the penalties, sanctions and other remedies specified in Section 7108.5 of the Business and Professions Code. These requirements shall not be construed to limit or impair any contractual, administrative, or judicial remedies otherwise available to the prime contractor or subcogiRctor in the event of a dispute involving late payment or nonpayment by the pri co ctor, deficient subcontract performance, or noncompliance by a s . co actor. —. Signed '—`11� Title Eyiiyiat- eaavn— Pgrinder ,Po Lei -ow' Firm International Line Builder's, Inc. Date 10/30/2019 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) EXHIBIT 16-B - SUBCONTRACTING REQUEST Local Assistance Procedures Manual Exhibit 16-8 CONTRAC7oRNAME =n4e¢ngh'cna% Lit-%f, bbilder6.Y tnrv. COUNTY �AylyQ 6. ROUTE BUSINESSADDRESS 3�155L"nu woad CDNTRACTNUMBER PW eu- NO, 1 CITY AND STATE ZIP CODE 9a-883 FEDERAL-AIDPROJECT NUMBER a NJ PL I A. SuBCONntACTOR B. BIDITEM C. PERCENTAGE OF D. SUB LL6TED E. CERTIFIED F. DESCRIBE WORK G. DOI s aR AMOUNT (Name, Busines Address, Phom) NUMBER(s) BID ITEM AT BID TIME DBE WHEN LESS THAN BASEDONTHEBID SUBCONTRACTED 100% OF WORK IS AMOUNT SUBCONTRACTED Yes No Yes No �L /T ❑ ❑ ❑ ❑ Yes No Yes No ❑❑❑❑ Yes No Yes No ❑ ❑ ❑ ❑ Yes No Yes No ❑ ❑ 1 ❑ ❑ Yes No Yes No ❑ ❑ ❑ ❑ Yes No Yes No ❑ ❑ ❑ ❑ 1 certify that: a The Standard Provisions for labor set forth in the contract apply to the subcontracted work. • if applicable, Form FHW of the Special Provisions has been inserted in the subcontracts and should be incorporated in any low(((((( tier ubcontract. Written contracts have been executed for the above noted subcontracted work. _ Date This section is to be completed by the resident engineer. - 1. Total of bid items 2. Contractor most perform with own fours (Btu I X contract req. %) $ 3. Bid items previously subcontracted (taken from previously approved 16-8) $ 4. Bid items subcontracted (this request) $ S. Total bid items subcontracted (line 3 plus 4) 6. Balance of work contractor to perform (line 1 minus 5) $ Approved RESIDEX7 ENGINEERS SIGNATURE DATE c, •'^'•" ••+""`•"'••"^`•"• PY" cwuc.0 my..mr ..upY_.mci- __ _ evocaseunop c .,for tax to (Y16)3241949 Page 1 of 2 January 2018 r�� CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) Local Assistance Procedures Manual Exhibit 16-B Subcontracting Request INSTRUCTIONS FOR COMPLETING SUBCONTRACTING REQUEST FORM All first -tier subcontractors must be included on a subcontractor request. Before subcontracting work starts, the contractor will submit an original CEM-1201 for approval according to the Standard Specifications. After approval, the RE returns the original to the contractor and complete the remaining distribution as listed on the bottom of the form. D. If subcontractor was listed at bid time per the Fair Practices Act, check yes, otherwise check no. E. If subcontractor is a certified DBE contractor, check yes, otherwise check no. F and G. When a portion of an item is subcontracted, describe the portion and show the percentage of the bid item and value. G. When an entire item is subcontracted, show the full bid item value. THIS FORM IS NOT TO BE USED FOR SUBSTITUTIONS OF SUBCONTRACTORS AND UDBE, DVBE OR SMALL BUSINESS ENTITIES. Page 2 of 2 July 2018 ?n a �> CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) The undersigned, is submitting this proposal for performing by contract the work required by these bid documents, certify to comply with the following: a. Contractor's Notification Promptly notify the Agency's Engineer if you find either of the following conditions: 1. Physical conditions differing materially from either of the following: • Contract documents • Job site examination 2. Physical conditions of an unusual nature, differing materially from those ordinarily encountered and generally recognized as inherent in the work provided for in the Contract Include details explaining the information you relied on and the material differences you discovered. If you fail to promptly notify the Engineer, you waive the differing site condition claim for the period between your discovery of the differing site condition and your notification to the Engineer. If you disturb the site after discovery and before the Engineer's investigation, you waive the differing site condition claim. b. Engineer's Investigation and Decision Upon your notification, the Engineer investigates job site conditions and: 1. Notifies you whether to resume affected work 2. Decides whgb"he condition differs materially and is cause for an adjustment of tim , payment, or both Signed Title FC-1 C - 5e0WY1- 4A2adlddnt Firm International Line Builder's, Inc. Date 10/30/2019 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) BIDDER'S CERTIFICATE OF COMPLIANCE REGARDING "BUY AMERICA" REQUIREMENTS FOR STEEL OR MANUFACTURED PRODUCTS The undersigned, is submitting this proposal for performing by contract the work required by these bid documents, certi to comply with the "Buy America" requirements of Section 165 of the Surface Transportat' A sistance Act of 1982 and as shown in the special provisions of this project. P Signed Title �,C1erWjl- ]g¢awn-Tnz afn- fo Cugl 01v- Firm International Line Builder's, Inc. Date 10/30/2019 1� 1 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) NEPA COMPLIANCE FOR FEDERAL AID CONTRACTS The undersigned, is submitting this proposal for performing by contract the work required by these bid documents, certify to comply with the Categorical Exemption/Categorical Exclusion Determination Form including and not limited to the National Environmental Policy Act (NEPA) requirements and environmental commitments found in the appendix of the Contract Documents of this project. 0 Signed Firm International Line Builder's, Inc. Date 10/30/2019 aoJoAl CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES FEDERAL PROJECT NO: HSIPL 5063(188) TMP COMPLIANCE FOR FEDERAL AID CONTRACTS The undersigned, is submitting this proposal for performing by contract the work required by these bid documents, certify to ply with the Traffic Management Plan (TMP) commitments found in the appendix of the ntr ct Documgntsof this project. Signed Firm International Line Builder's, Inc. Date 10/30/2019 20A-52 P- 8 of P-38 CITY OF SANTA ANA EXHIBIT 3 CONSTRUCTION CONTRACT PROJECT 17-6875 CITYWIDE TRAFFIC SIGNAL VEHICLE HEAD UPGRADES [HSIPL-5063(188)] This CONSTRUCTION CONTRACT is made and entered into this 21s1 day of January, 2020 by and between the City of Santa Ana, California, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "CITY"), and International Line Builders, Inc. (hereinafter "CONTRACTOR"). WITNESSETH: The CITY and the CONTRACTOR, for the consideration hereinafter named, mutually agree as follows: 1. CONTRACTOR agrees to perform all the work and furnish all the materials at its own cost and expense necessary to construct and complete in a good and workmanlike manner and to the satisfaction of the City Engineer of the CITY, the Citywide Traffic Signal Vehicle Head Upgrades Project (hereinafter referred to as the "WORK OF IMPROVEMENT") identified in and in accordance with the Contract Documents prepared by the City's Public Works Agency and approved by the City Council. 2. The complete Construction Contract consists of the "Contract Documents" as defined by the Standard Specifications for Public Works Construction and which include the following: • Notice Inviting Bids • Information to Bidders • Bid Proposal • Bid Bond • Contract Form • Contract Bonds • General Provisions • Special Provisions • Technical Provisions and Project Plans • Community Workforce Agreement • Appendices In case of conflict between the Contract Documents, the precedence of documents shall be as established in the Standard Specifications for Public Works Construction. 3. CITY agrees to pay and CONTRACTOR agrees to accept in full payment to complete the WORK OF IMPROVEMENT the sum total amount not to exceed Three Hundred Eight Thousand Fifty-nine Dollars and No Cents ($308,059.00), as set forth and identified in the BID PROPOSAL, which is attached hereto and incorporated herein as Exhibit "A." The BID PROPOSAL contains a schedule of unit price(s) or lump sum(s) based on approximate quantities only, and the City does not expressly or by implication agree that the actual amount of work will correspond therewith, but reserves the right to increase or decrease the amount of any class or portion of the work or to omit portions of the work as may be deemed necessary or advisable. rev. 09/01/2017 20A-53 Page 1 of 3 4. CONTRACTOR agrees to complete the WORK OF IMPROVEMENT within the time specified in the Time for Completion of Improvements section of the BID PROPOSAL (Exhibit "A") including commencing construction within the timeframe therein specified after issuance of a Notice to Proceed. 5. The CONTRACTOR will pay, and will require all subcontractors to pay, all employees on the WORK OF IMPROVEMENT a salary or wage at least equal to the prevailing salary or wage established for such work as set forth in the wage determinations for this work in accordance with applicable State and Federal law. 6. If applicable, the CONTRACTOR shall adhere to the CITY'S Community Workforce Agreement (CWA), a pre -hire collective bargaining agreement, which establishes the labor relations policies and procedures for CONTRACTOR to follow in the crafts persons employed to complete the WORK OF IMPROVEMENT as more fully described in the CWA. The CWA may be found on the City's website at: http://www.santa-ana.org/pwa/documents/CWA.pdf 7. CONTRACTOR shall, after award of this Contract, furnish two bonds to be approved by the CITY, one in the amount of One Hundred Percent (100%) of the Contract price, to guarantee the faithful performance of the work (Performance Bond), and one in the amount of One Hundred Percent (100%) of the Contract price to guarantee payment of all claims for labor and materials furnished (Payment Bond). This Contract shall not become effective until such bonds are supplied to and approved by the CITY. 8. CONTRACTOR shall, prior to the release of the performance and payment bonds or the retention payment, furnish a warranty performance and payment bond (Warranty Bond). Said Warranty Bond shall also be required as a condition of project acceptance. For projects up to Five Hundred Thousand Dollars ($500,000), the Warranty Bond amount shall be the greater of Ten Thousand Dollars ($10,000) or Twenty Percent (20%) of the final contract price. For projects above Five Hundred Thousand Dollars ($500,000), the Warranty Bond amount shall be the greater of One Hundred Thousand Dollars ($100,000) or Ten Percent (10%) of the final contract price. 9. CONTRACTOR shall, after award of this Contract, furnish Certificates of Liability Insurance and Worker's Compensation Insurance as outlined in the General Provisions, to be approved by the CITY. // 20A-54 Page 2 of 3 IN WITNESS WHEREOF, the parties hereto have executed this Construction Contract on the day and year first above written. ATTEST: DAISY GOMEZ Clerk of the Council U"-:D-Iv/ 317MIKII-01] ;7u li SONIA R. CARVALHO City Attorney By: 14 0' MiN FUNK Assistant City Attorney RECOMMENDED FOR APPROVAL: FUAD SWEISS, PE, PLS Executive Director Public Works Agency CITY OF SANTA ANA KRISTINE RIDGE City Manager CONTRACTOR: Intemati,oP4 Line Builders, Inc. NAME:VpvrW - b¢orvn TITLE: ►PwI o-u- fo ('ja I D N 20A-55 Page 3 of 3 Exhibit 4 COST ANALYSIS CONSTRUCTION OF PROJECT NO. 17-6875: Citywide Traffic Signal Vehicle Head Upgrades [HSIPL 5063(188)] Construction Contract $ 308,059 Contract Administration $ 26,228 Inspection and Testing $ 43,772 Contingencies $ 160,541 TOTAL ESTIMATED CONSTRUCTION COSTS $ 538,600 20A-56 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE: APPROVE AN APPROPRIATION ADJUSTMENT, AMEND THE FY 2019-20 CAPITAL IMPROVEMENT PROGRAM, AND AWARD A CONSTRUCTION CONTRACT TO ALL CITIES ENGINEERING, INC., IN THE AMOUNT OF $2,399,040, FOR THE RIVERVIEW NEIGHBORHOOD WATER MAIN IMPROVEMENTS PROJECT, WITH AN ESTIMATED TOTAL PROJECT DELIVERY COST OF $3,158,896 (PROJECT NO. 15-6453) {STRATEGIC PLAN NOS. 6, 1B; 1C; 1G} /s/Kristine Ridae CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO 1�1��►1�1�1:7q:7 Approve an appropriation adjustment to recognize $3,158,896 in the Water Fund, Public Works Water Revenue, Prior Year Carry Forward account and appropriate the same amount to the Acquisition & Construction Fund, Water Utility Capital Projects, Improvements Other Than Building expenditure account, to complete the Riverview Neighborhood Water Main Improvements Project. 2. Approve an amendment to the Fiscal Year 2019-20 Capital Improvement Program to add $478,649 to the Riverview Neighborhood Water Main Improvements Project. 3. Award a construction contract to All Cities Engineering, Inc., the lowest responsible bidder, in accordance with the base bid in the amount of $2,399,040, for construction of the Riverview Neighborhood Water Main Improvements Project, for the term beginning upon execution of the contract and ending upon project completion, and authorize the City Manager to execute the contract, subject to non -substantive changes approved by the City Manager and the City Attorney. 4. Approve the Project Cost Analysis for a total estimated construction delivery cost of $3,158,896, which includes $2,399,040 for the construction contract; $359,856 for contract administration, inspection, and testing; and a $400,000 project contingency (approximately 16.7% of the construction contract amount). 20B-1 Award Contract to All Cities Engineering, Inc., for Riverview Neighborhood Water Main Improvements Project January 21, 2020 Page 2 DISCUSSION Public Works Water Resources staff monitors the condition of water main pipelines by assessing critical factors such as history of breaks, pipe size, alignment, location, and system redundancy to determine replacement priorities. The existing 6-inch-diameter and 12-inch-diameter cast iron water main located within the Riverview Neighborhood, which was installed in the 1950s, has been experiencing a number of significant breaks and leaks, and has been identified for priority replacement (Exhibit 1). The proposed water system improvements for the Riverview Neighborhood will include new 8-inch and 12-inch polyvinyl chloride (PVC) water main, fire hydrants, water services, appurtenances, abandonment of the existing 6-inch-diameter and 12-inch-diameter cast iron water main, crack sealing, asphalt concrete pavement, and traffic striping. Once this project is completed, water service reliability and general service quality will improve significantly. The improvements will also enhance ride quality, surface drainage, and appearance of the neighborhood. In addition, the potential for disruption due to water main breaks will be substantially reduced. In Fiscal Years 2015-16 and 2017-18, the City Council approved Capital Improvement Program (CIP) budgets of $1,504,000 and $1,330,000, respectively, for the Riverview Neighborhood Water Main Improvements Project, for a total budget of $2,834,000. To date, $153,753 has been spent for the Design Engineering phase. The remaining appropriation of $2,680,247 was not carried forward to the Fiscal Year 2019-20 budget and must be reappropriated before continuing with project expenditures. Staff is requesting approval of an Appropriation Adjustment to reappropriate the remaining project funding from the Water Fund prior year fund balance, plus an additional $16,753 for Design Engineering and $461,896 for Construction costs. The total Appropriation Adjustment request is $3,158,896, as outlined in the following table: Approved FY 15/16 CIP Budget $1,504,000 Approved FY 17/18 CIP Budget 1,330,000 TOTAL ORIGINAL PROJECT BUDGET $2,834,000 Less Expenditures to Date - 153,753 Total to be Reappropriated $2,680,247 Increase Design Engineering Budget 16,753 Increase Construction Budget 461,896 TOTAL APPROPRIATION ADJUSTMENT (Total Reappropriation +Design & Constr. Increases) REVISED TOTAL PROJECT BUDGET (Total Original Project Budget + Design & Constr. Increases) $3,158,896 $3,312,649 20B-2 Award Contract to All Cities Engineering, Inc., for Riverview Neighborhood Water Main Improvements Project January 21, 2020 Page 3 Staff is also requesting to amend the Fiscal Year 2019-20 Capital Improvement Program to show the project budget increase of $478,649 for the additional Design Engineering and Construction costs. (Exhibit 2). Public Outreach and Contractor Participation To provide an opportunity for local vendors to submit bids, a Notice Inviting Bids was advertised in the Orange County Register newspaper on September 27 and 28, 2019. Bids were received electronically via the City's web -based electronic bidding system, PlanetBids, on November 12, 2019. Through the PlanetBids online portal, vendors may register to receive notification of all current and future City projects, as well as to download contract documents, receive project updates, and submit bids electronically. A total of 85 vendors, including three located in the City of Santa Ana, were notified of the project via PlanetBids. Sixty-one vendors requested bidding documents and 10 bids were received. No bids were received from Santa Ana contractors. Bid Results Summary RANK BIDDER'S NAME LOCATION BASE BID 1 All Cities Engineering, Inc. Jurupa Valley $2,399,040 2 Stephen Doreck Equipment Rentals, Inc. Pico Rivera $2,538,660 3 J. A. Salazar Construction & Supply Corp. La Habra $2,801,725 4 Cedro Construction Inc. Santa Paula $2,952,502 5 Lucas Builders, Inc. La Habra $2,999,993 6 Excel Paving Co Long Beach $3,188,395 7 Christensen Brothers General Engineering, Inc. Apple Valley $3,285,950 8 Colich & Sons L.P. Gardena $3,593,000 9 Leatherwood Construction, Inc. Fountain Valley $3,660,605 10 Teichert Energy & Utilities Group, Inc. Long Beach $3,718,000 All 10 bids received were responsive. All Cities Engineering, Inc., submitted the lowest responsive bid (Exhibit 3) in the amount of $2,399,040. Based on the bid analysis and a contractor's reference check, staff recommends awarding the construction contract (Exhibit 4) to All Cities Engineering, Inc., in the amount bid. r1- Award Contract to All Cities Engineering, Inc., for Riverview Neighborhood Water Main Improvements Project January 21, 2020 Page 4 Project Delivery To deliver a complete project, in addition to the construction contract, the estimated total cost to deliver the project also includes construction administration, inspection, and testing, along with an allowance for contingencies to account for unexpected or unforeseen conditions. Construction administration and inspection includes construction management; implementation of the City's Community Workforce Agreement requirements; inspection of the Contractor's work to ensure contract compliance, workmanship, and quality; and material testing. As indicated in the Cost Analysis (Exhibit 5) and as summarized in the table below, the estimated total construction delivery cost of the project is $3,158,896. Construction Contract $2,399,040 Construction Administration, Inspection, and Testing $359,856 Contingencies $406,000 ESTIMATED CONSTRUCTION DELIVERY COST $3,158,896 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 - Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy B (equitably maintain existing streets and associated assets in a state of good repair so they are clean, safe and aesthetically pleasing for all users), Strategy C (invest resources and technology to extend the service life of existing infrastructure to protect the City's investment and support a high quality of life standard), and Strategy G (develop and implement the City's Capital Improvement Program in coordination with the Community Investment Plan - e.g., neighborhood streets, traffic improvements, etc.). ENVIRONMENTAL IMPACT In accordance with the California Environmental Quality Act, the recommended actions are exempt from further review. Categorical Exemption Environmental Review No. ER-2015-65 was filed for the project. FISCAL IMPACT As indicated in the Cost Analysis (Exhibit 5), the estimated total construction delivery cost of the project is $3,158,896, which includes the construction contract, contract administration, inspection, testing, and project contingency. Approval of the requested Appropriation Adjustment will recognize $3,158,896 in the Water Fund, Public Works Water Revenue, Prior Year Carry Forward account (No. 06017002-50001) and appropriate the same amount to the Acquisition & Construction Fund, Water Utility Capital Projects, Improvements Other Than Building expenditure account (No. 06617647-66220), to complete the Riverview Neighborhood Water Main Project. Award Contract to All Cities Engineering, Inc., for Riverview Neighborhood Water Main Improvements Project January 21, 2020 Page 5 The following table summarizes the funds budgeted to deliver this project: Fiscal Year Accounting Unit- Fund Accounting Unit, Account Amount Account # Description Description Prior 06617647-66220 Acquisition & Water Utility Capital (Proj.15-6453) Projects, Improvements $153,753 Expenditure FY 15-16 CIP Budget Construction Other Than Building APPROPRIATION ADJUSTMENT FY 2019-20 06617647-66220 Acquisition & Water Utility Capital Jan. -June (Proj.15-6453) Construction Projects, Improvements $3,158,896 Other Than Building TOTAL PROJECT BUDGET: $3,312,649 Funds are scheduled for expenditure as indicated above. APPROVED AS TO FUNDS & ACCOUNTS: Nabil Saba, PE Kathryn Downs, CPA Interim Executive Director Executive Director Public Works Agency Finance and Management Services Agency I.�yrryw�.� Exhibits: 1. Location Map 2. Amended FY 2019-20 CIP Project Sheet 3. Bid Proposal 4. Construction Contract 5. Cost Analysis r1- Exhibit 1 SANTAA"" Project No. 15-6453: pi Riverview Neighborhood Water Main a PUBLIC WORKS AGENCY Improvements Project rI- Riverview Neighborhood Water Main Improvements U61dy/Drainage/Lighfing Improvements - Water Improvements LOCATION MAP W 11th St W wh11 EXHIBIT 2 CITY OF SANTA ANA FY 19120 CIP CAPITAL IMPROVEMENT PROJECT WORKSHEET :T DESCRIPTION: aging water distribution pipelines and related antes including fire hydrants and valves in the CT NEED: anent of obsolete water mains to ensure reliability and to protect water quality. PROJECT COSTS Fy 19120 FY 21,22 FY 22M FY 2824 FY 2425 FY 2628 Construction $461,8% Engineering $16,753 TOTAL $478,649 P7 SOURCE OF FUNDS FY 1920 FY..2 ,.-... j FY 2122 FY 2228 FY 2324 FY 2426 FY2626 Y R UTY CAPITAL $478.649 PROJECTS TOTAL $478,649 AGENCY DIVISION: CONTACT: DATE: Public Works Agency Water Resources Armando Fernandez, Senior Civil Engineer 12-Jan-2020 -1- 20B-/ City of Santa Ana Page 1 Riverview Neighborhood Water Main Improvements (15-6453), bidding on November 12, 2019 2:00 PM (Pacific) Printed 12/19/2019 EXHIBIT 3 Bid Results Bidder Details Vendor Name All Cities Engineering, Inc Address 5881 Snowgrass Tr Jurupa Valley, CA 92509 United States Respondee Javier Castro Respondee Title Estimator Phone 909-241-3563 Ext. Email Javier_ allcities@yahoo.com Vendor Type License # CA DIR Bid Detail Bid Format Electronic Submitted November 12, 2019 1:57:34 PM (Pacific) Delivery Method Bid Responsive Bid Status Submitted Confirmation # 195414 Ranking 0 Respondee Comment Buyer Comment Attachments File Title File Name File Type GF General Forms .pdf General Farms Owner Affidavit Owner Addidavit .pdf Ownership Affidavit (Notary Public) - RED Original Hard Copy Submittal in Addition Bid Bond Bid Bond .pdf Bid Bond Guaranty (Notary Public) - RED Original Hard Copy Submittal in Addition Non -Collusion Affidavit Non -Collusion .pdf Non -Collusion Affidavit (Notary Public) - RED Original Hard Copy Submittal in Addition Subs Subs.pdf Subcontractor Listing Form Line Items Type Item Code UOM city Unit Price Line Total Comment Base Bid Proposal 1 Mobilization and Demobilization* LS 1 $80,000.00 $80,000.00 2 Work Area Traffic Control LS 1 $50,000.00 $50,000.00 3 8" PVC C-900 (Class 305) Waterline per City Standard Drawing 1150 LF 5700 $128.00 $729,600.00 City of Santa Ana Page 2 Riverview Neighborhood Water Main Improvements (15-6453), bidding on November 12, 2019 2:00 PM (Pacific) Printed 12/19/2019 Bid Results Type Item Code UOM Qty Unit Price Line Total Comment 4 12" PVC C-900 (Class 305) Waterline per City Standard Drawing 1150 LF 2600 $135.00 $351,000.00 5 8" Gate Valve per City Standard Drawing 1410 and Anchor Block EA 15 $1,400.00 $21,000.00 6 12" Gate Valve per City Standard Drawing 1410 and Anchor Black EA 10 $2,500.00 $25,000.00 7 1" Domestic Service and Meter Box per City Standard Drawing 1410 EA 135 $2,800.00 $378,000.00 8 2" Domestic Service and Meter Box per City Standard Drawing 1402 EA 14 $3,500.00 $49,000.00 9 3" Domestic Service and Meter Box per City Standard Drawing 1403A EA 1 $16,500.00 $16,500.00 10 6" Domestic Service and Meter Box per City Standard Drawing 1403C EA 1 $2,000.00 $2,000.00 11 4" Fire Service per City Standard Drawing 1417 EA 4 $5,000.00 $20,000.00 12 6" Fire Service per City Standard Drawing 1417 EA 3 $5,700.00 $17,100.00 13 8" Fire Service per City Standard Drawing 1417 EA 2 $7,000.00 $14,000.00 14 Fire Hydrant per City Standard Drawing 1405 and Detail 3 on Sheet WD-01 EA 19 $8,000.00 $152,000.00 15 2" Blow Off Assembly and Thrust Block per City Standard Drawing 1414 EA 1 $3,000.00 $3,000.00 16 8" Vertical offset (type 2) per City Standard Drawing 1413B EA 2 $6,000.00 $12,000.00 17 12" Vertical offset (type 2) per City Standard Drawing 1413B EA 2 $6,000.00 $12,000.00 18 PCC Crass Gutter Replacement EA 6 $2,500.00 $15,000.00 19 Replace Damaged Concrete Curb and Gutter per City Standard Drawing 1101 LF 450 $45.00 $20,250.00 rl- • City of Santa Ana Page 3 Riverview Neighborhood Water Main Improvements (15-6453), bidding on November 12, 2019 2:00 PM (Pacific) Printed 12/19/2019 Bid Results Type Item Code UOM Qty Unit Price Line Total Comment 20 Remove and Replace Concrete Bus Pad per City Standard Drawing 1108 EA 5 $5,000.00 $25,000.00 21 Additional Trenching Cost to Install Water Pipeline 18" - 30" Deeper (Total 54" to 66" cover) (As -Needed)** LF 250 $50.00 $12,500.00 22 Additional Potholing (As -Needed) ** EA 10 $800.00 $8,000.00 23 Repair Sidewalk per City Standard Drawing 1104 (As Needed) ** SF 2600 $9.00 $23,400.00 24 Imported Backfll Material (As -Needed)** CY 500 $45.00 $22,500.00 25 V Combination Air Valve Assembly per City Standard Drawing 1415 (As -Needed)** EA 4 $3,200.00 $12,800.00 26 Labor Agreement Oversight LS 1 $15,000.00 $15,000.00 27 Pre/Post CCTV Inspection of Existing Sewer Mains and Laterals LS 1 $22,500.00 $22,500.00 28 Stripping and Pavement Marking LS 1 $40,000.00 $40,000.00 29 BMP Implementation and Erosion Control/Compliance with SWPP Requirements LS 1 $20,000.00 $20,000.00 30 Furnish & Install Traffic Loop Type D** EA 42 $260.00 $10,920.00 31 Furnish & Install Traffic Loop Type E** EA 93 $250.00 $23,250.00 32 Cold Milling (1.5" micromill)** SF 22000 $0.65 $14,300.00 33 Asphalt Concrete (AC Pavement)** TN 210 $147.00 $30,870.00 34 Adjust Manhole Frame & Cover to Finish Grade** EA 21 $550.00 $11,550.00 35 Remove Existing Striping, Pavement Legends, and Markers** LS 1 $19,500.00 $19,500.00 City of Santa Ana Page 4 Riverview Neighborhood Water Main Improvements (15-6453), bidding on November 12, 2019 2:00 PM (Pacific) Printed 12/19/2019 Bid Results Type Item Code UOM City Unit Price Line Total Comment 36 Crack Sealing— LS 1 $6,500.00 $6,500.00 37 Protection of Surface utility Frames and Covers" LS 1 $5,000.00 $5,000.00 38 Rubberized Emulsion Aggregate Slurry (REAS) Type II TN 135 $800.00 $108,000.00 Subtotal $2,399,040.00 Asterisk Notes (per P-3 of P-17 of Specifications) - NOT part of Total Bid Calculation 39 = Mobilization/Demobilization bid item is limited to a maximum of 5% of the Total Bid ea 0 0 0 40 ' = The quantity for this bid item is shown for bid comparison only. This bid item shall not be subject to the 25 % limit as stated in Section 3-2 of the Standard Specifications... ea 0 0 0 Subtotal 0 Total $2,399,040.00 12DR;11a1 CITY Or SANTA ANA Project No. 15.6453 PROPOSAL Addendum Three PROJECT NO.: 15-6453 RIVERVIEW NEIGHBORHOOD WATER MAIN IMPROVEMENTS BID PROPOSAL TO: CITY COUNCIL OF THE CIT1' OF SANTA ANA FROM: A\\ C -Vi-c s ��-;i,�ee �,'�;, Inc REQUIREMENT: The undersigned bidder declares that they have carefully examined the location of the proposed work, that they have examined the Contract Documents in its entirety and hereby proposes to furnish all material and do all the work required to complete the said work in accordance with said plans (if any) and the specifications for the mut price(s) or lump sum(s) set forth in the following schedule: Item Description Qty Unit Unit Price Amount Mobilization and Demobilization I LS S S I (not to Exceed 5% of Total Contract) &m 300 ZO/ %oa 2 Work Area Traffic Control I LS S 501033 S S O rwQ, 3 8" PVC C-900 (Class 305) Waterline per City Standard Drawing 1150 5,700 LF $ � 129 $ 4 12" PVC C-900 (Class 305) Waterline per 2,600 LF S Z 13 S $ 35 If 000 City Standard Drawing 1150 5 8" Gate Valve per City Standard Drawing 15 EA $ 1, 4 GO $ Z 1 r WO 1410 and Anchor Block 12" Gate Valve per City Standard Drawing 10 EA $ $ 6 1410 and Anchor Block `L r S do I" Domestic Service and Meter Box per 135 EA $ S 7 City Standard Drawing 1401 '2r Syoo -3 -4 $t Deb 2" Domestic Service and Meter Box per 14 EA $ S 8 City Standard Drawing 1402 "i 15. V­'� 4 fvi r o oD 3" Domestic Service and Meter Box per I EA $ $ 9 City Standard Drawing 1403A ( t-r 5 161 5 00 6" Domestic Service and Meter Box per 1 EA $ $ 10 City Standard Drawing 1403C 2or-;:)uo 2otZ0o 11 4" Fire Service per City Standard Drawing 4 EA $ S 1417 S r 000 2 o r 00Ca 6" Fire Service per City Standard Drawing 3 EA $ $ 12 1417 Sr?-4o 1"i-r�� 8" Fire Service per City Standard Drawing 2 EA $ $ 13 1417 qr�Jo � � 0"50 r Fire Hydrant per City Standard Drawing 19 EA $ $ 14 1405 and Detail 3 on Sheet WD-01 $r 000 (5 Zr 007 P-1 ofP-17 20B-12 CITY OF SANTA ANA Project No. 15-6453 PROPOSAL Addendum Three PROJECT NO.: 15-6453 RIVERVIEW NEIGHBORHOOD WATER MAIN IMPROVEMENTS ltcm Description Qty Unit Unit Price Amount 15 2" Blow Off Assembly and Thrust Block 1 EA $ $ per City Standard Drawing 1414 IG 3" Vertical olFset (type 2) per City Standard 2 EA $ �0/000 $ 1 Lf 000 Drawing 1413B 17 12" Vertical offset (type 2) per City 2 EA $ �/ oOo $ Standard Drawing 1413D 18 PCC Cross Gutter Replacement 6 EA $'21 .5 o $ 1 5 f Oz�o 19 Replace Damaged Concrete Curb and 450 LF $ S 50 Gutter per City Standard Drawing 1101 Lf S 2012 20 Remove and Replace Concrete Bus Pad per 5 EA $ 5 6J0 $ 'Z 5 f OOJ City Standard Drawing 1108 r Additional Trenching Costs to Install Water 250 LF $ $ 21 * Pipeline 18"30" Deeper (Total 54" to 66" 50 1 Z / 560 cover) (As -Needed) 22* Additional Potholing (As -Needed) 10 10 $ Soo... e Ur0 D Repair Sidewalk per City Standard 2,600 SF $ $ 23* Drawing 1104 (As -Needed) Cl 211 t( 00 24* Imported Backfill Material (As -Needed) 500 CY $ y5 ""' $ Z Zf Soo 25* I" Combination Air Valve Assembly per City Standard Drawing 1415 (As -Needed) 4 EA $ 312,00 $ 1 Z /,9 CPO 26 Labor Agreement Oversight 1 LS $ 15,000 $ 15,000 27 Pre/Post CCTV Inspection of Existing I LS $ 711$'» $ ZLrSJo Sewer Mains and Laterals 28 Stripping and Pavement Marking 1 LS $ 40103' $ y o f c7c)O BMP Implementation and Erosion 1 LS $ $ 29 Control/Compliance with SWPPP ZO/000 ZOf (30� Requirements 30* Furnish & Install Traffic Loop Type D 42 EA $ 2 60 5 $ I X3 `1 20 t 31 * Furnish and Install Traffic Loop Type E 93 EA S 2 S O i� $ 3 2 S o 32* Cold Milling (1.5" micromill) 22,000 SF $ 14 i joo 33* Asphalt Concrete (AC Pavement) 210 TN S yi INS $ 3;31 Ss-+o 34* Adjust Manhole Frame &Cover to Finish 21 EA $ e.! $ Grade 5-so 111 5 S a 35* Remove Existing Striping, Pavement 1 LS $ $ Legends, and Markers I01 5 1 -1 f S J o 36* Crack Scaling I LS $ $ SUo 615t10 Al id bP b CITY OF SANTA ANA Project No. 15.6453 PROPOSALAddendum Three PROJECT NO.: 15-6453 RIVERVIEW NEIGIIEORIIOOD WATER MAIN IMPROVEMENTS Itcm Description Qty Unit Unit Price Amount 37* rotcaion of surface utility Frames and t LS $ Covers 38* RubUcri7cd Emulsion Abgrcgatc Sluny 135 TN $ S IREASI Ty�,c 11 TOTAL BASE BID $ qf 3 '1 e) r O °s The lowest responsible bidder shall be selected based on the total base bid. The City reserves the right to award the Base Bid, and any, all, or none of the add-altemate bid items (if any). * The quantity for this bid item is shown for bid comparison only. This bid item shall not be subject to the "25%" limit as stated in Section 3-2 of the Standard Specifications. The actual amount for this item will be dictated by the actual quantity used, and the Agency reserves the right to increase or decrease the quantity of this item accordingly. TIME FOR COMPLETION OF IMPROVEMENTS AND LIOUIDATED DAMAGES The undersigned bidder hereby proposes to complete the Work for the total base bid amount shown above, within one hundred seventy-five (175) working days after the commencement date stated in the Notice to Proceed. The liquidated damages amount, in lieu of the amount specified in Subsection 6-9 of the Standard Specifications, shall be $1,500 per calendar day. NameofFirm A11 04ic1 En51 1PPNtiti ptC Signature of BIDDER 12,4 M 11LI_ 2 Title P e rr le, (If an individual, so state. If a firm or co -partnership, state the firm name and give the names of all individual co-partners composing the firm. If a corporation, state legal name of corporation, and names of President, Secretary, Treasurer and Manager, thereof.) (,ov porgy 'hw. �t�nlo.7 rc� I2.: r.i�'i2. CI'2rr�4� Inw ivY Wf4lr C'fKcf.�rir �!'{t.,. {„% P-3 ofP-17 20B-14 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6453 RIVERVIEW NEIGHBORHOOD WATER MAIN IMPROVEMENTS BIDDER'S STATEMENT BIDDER understands and agrees that this Bid Proposal, Contract Documents and subsequent Construction Contract Agreement shall constitute the entire agreement between BIDDER and the AGENCY only after it has been accepted by the City Council, endorsed by the Clerk of the Council with her signature and official seal noting hereon the action of approval of the Council, signed by the Public Works Agency Executive Director or his/her duly authorized agent, and signed by the City Attorney, denoting his approval of the form of this document, and its execution, and when it or an exact copy of it has been either delivered to BIDDER or deposited with the United States Postal Service properly addressed to the BIDDER with the correct postage affixed thereto. BIDDER further agrees that upon delivery (as defined above) of the accepted agreement he/she will furnish AGENCY all required bonds and certificate of liability insurance within ten (10) business days or the funds, check, draft, or BIDDERS bond substituted in lieu thereof accompanying this proposal shall become the property of the AGENCY and shall be considered as payment of damages due to the delay and other causes suffered by AGENCY because of the failure to famish the necessary bonds and because it is distinctly agreed that the proof of damages actually suffered is difficult to ascertain; otherwise said funds, check, drafts, or BIDDER'S bond substituted in lieu thereof shall be returned to the undersigned. BIDDER understands that a bid is required for the entire work, the estimated quantities set forth in the bid schedule are solely for the purpose of comparing bids, and that final compensation under the contract will be based upon the actual quantifies of work satisfactorily completed. The BIDDER also certifies that the bid is a balanced bid. In accordance with Section 7028.15 of the California Business and Professions Code, the undersigned certifies under penalty of perjury that the foregoing is true and correct. Name of Firm All CIkeS �nSl�Peviv�st�r1C. Signature ofpBIDDER /A i?0 to NI O R/AJIA 12 E-Z Title T V-e F I ds+ �— (If an individual, so state. If a firm or co -partnership, state the firm name and give the names of all individual co-partners composing the firm. If a corporation, state legal name of corporation, and names of President, Secretary, Treasurer and Manager, thereof.) Tkf UIO•IiO II-SM��'r Z l Pk11ae.,4� r'Ir CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6453 RIVERVIEW NEIGHBORHOOD WATER MAIN IMPROVEMENTS CONTRACTOR'S LICENSING AND REGISTRATION STATEMENT The undersigned contractor, or corporate officer, declares under penalty of perjury that he/she and all his/her subcontractors are registered with the State of California Department of Industrial Relations (DIR), and that the following is true and correct. Contractor's Name: A l l C rh e C vice -5 t :Lk, 6 Business Address: 520, ( 5",:PL 45;w; cS -ty zi ( -J-Uyv ly CA q 25o� Business E-Mail Address: 7a i er c,11 C rbc S ((3 sjti4ob • co r s Telephone: (0+0c�P--41 -3(e32 State Contractor's License No. and Class: ( Oo e1 l 1 it License Expiration Date: � I - 3o - 201 �-% State Dept. of Industrial Relations (DIR) Registration No.: ( Ono O V V4/ S State Dept. of Industrial Relations (DIR) Registration Expiration Date: 1 O — 2a Zo7- Signed: /� I�olo M z V AM IIZ C2� Title: P-5 a I' P-17 20B-16 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6453 RIVERVIEW NEIGHBORHOOD WATER MAIN IMPROVEMENTS PREVAILING WAGE COMPLIANCE AND MONITORING STATEMENT Contractor is aware of the requirements of California Labor Code Section 1720, et seq., as well as California Code of Regulations, Title S, Section 16,000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. Since the services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and since the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. City shall provide Contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Contractor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the services available to interested parties upon request, and shall post copies at the Contractor's principal place of business and at the project site. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. The undersigned certifies that the foregoing is true and correct. NameofFirm -l` C6eS 'Fnai dive✓tAs, 1,1C Signature of BIDDER A 7m 112 fz Title (P✓p Ti We^ i- (if an individual, so state) P-6 of 1'-17 20B-17 CITY OF SANTA ANA PROPOSAL PROD ECT NO.: 15-6453 RIVERVIEW NEIGHBORHOOD WATER MAIN IMPROVEMENTS QWNFRSHIP AFFIDAVIT STATE OF CALIFORNIA ) COUNTY 01: ORANGE ) SS: CITY OF SANTA ANA ) 1 'S�-��'•�l�+v^1 (Ci , being duly swam, deposes and says: []INDIVIDUAL That hdxbe is the patty making the foregoing proposal: ❑ PAI'TN'ERSI TIP That bdskc is a member of the co-parmcrship firm designated as: and wino has been and is duly vested with the authority to make and execute instruments for the co-parmcrship by: who constitute the other members of the co -partnership. CORPORATION That he is of: Qrl?S'i deni' of II rtha♦ Fn vu vn G :1'"c a corporation which is making the foregoing proposal: ❑ JOINT VENTURE That he is of. one of the parties making the foregoing proposal as a joint venture, and the he/she has been and is duly vested with the authority to execute instruments for an on behalf of the parties making said bid who are: that such a bid is genuine and not collusive or sham, and has not in any manner sought by collusion to secure any advantage against the City of Santa Ana or any person interested in the proposed contract, for himself or any other person. AQo1oNi-o FAtA Riz Signature of Bidder Subscribed and sworn to before me this day of A!0 V 20 19 Z --y�_ Signatu of officeer"A�d-ministering Oath (Notary Public) JAVIER CASTRO GONZALE2 X Comminkin No. 228146e i 0 WTARY PLO-r-C LWORN1A RNERSDE CWNty w Comm EWY MARCH 17, 210 J P-7 of P-17 20B-18 CITY OF SANTA ANA PROPOSAL PROJECT NO,: 15.6453 ItIVI,ItVIli1V NL'IGHBORHOOD WATER MAIN IMPROVEMENTS till) 1 (i )NI1 KNOW ALL PRESENT that, ALL CITIES ENGINEERING, INC. , as BIDDER, and UNITED STATES FIRE INSURANCE COMPANY as STY are held mrd fimtly bound unto the CITY OF SANTA ANA, as AGENCY, in the penal sum of TEN PERCENT OF AMOUNT DID Dollars ($ 10% ), which is ten percent (16.7) of the total a nount bid by BIDDER to AGENCY for the above -stated project, for the payment of Tvhich sum, BIDDER and SURETY agree to be bound, jointly and severally, firmly by these prQsCnts, THE CONDITIONS OF THIS OBLIGATION ARE SUCH that, whereas BIDDER is about to submit a bid to AGENCY for the above -stated project, if said bid is rejected, or if said bid is accepted and a contract is awarded and entered into by BIDDER in the manner and time specified, then this obligation shall be null and void, otherwise it shall remain in full force and eltect in favor of AGENCY. IN NVr MESS WHEREOF the parties hereto have set their names, titles, bands, and seal this 1ST day of NOVEMBER 2019 BIDDER' ALL CITIES ENGINEERING, INC. - 5881 SNOWGRASS TRAIL JURUPA VALLEY, CA 92509 1Apo n,AM►F_T> SURETY" AVE. MORRISTOWN, NJ 07962 I/ 2S=2�.6:! KEVIN VEGA, ATTORNEY -in -FACT Subscribed and swom to before me this day of , 20_. Signature: Notary Public in and for the County of State of " Provide BIDDER/ SURETY name, address, and telephone number and the ❑eunc, title, address, and telephone number of authorized representative. II ofP-17 20B-19 UNI'11,A) STATES FIRE INSURANCE COMPANY PRINCIPAL OFFICE- MORRISTOWN, NEW JERSEY 04594432919 KNOW Alf. MFN Ill"I'IIESE PRESENTS; TTmI United Stales Fire Insurance Company, a corporation duly organized and existing under die laws orthe slulc of Del:naur, has nmde, constilnled and appointed, and does hereby make, constitute and appoint: Philip E. Vega, Henlrr Vega, lirlrron Christiansen, Myrna Smith each, its true and lawful Auonhey(s)-IIn. Fact, wide full power and nut drily hereby conferred in its name, place and stead, to execute, acknowledge and deliver: Auy and all bonds and undertakings of surety and other documents that the ordinary course of surety business may require, and to bind United States Fire Insurance Company thereby ns fully and to the same extent as if such bonds or undertakings had been duly executed and acknowledged by the regularly elected Officers of United States nit Insurnnee Company at its principal office, In amounts or penalties not exceeding: Seven Million, Five Hundred Thousand Dullors (S7,500,000). This Power of Altomcy limits the act of those named therein to the bonds and undertakings specifically named therein, and they have no authority to bind United States rim Insurance Company except in the moaner and to the extent therein stated. This Powcr of Attorney revokes all previous Powers or Attomcy issued on behalf of the Attomeys-In-Fact named above and expires on January 31, 2020. This Power or Attorney ig granted pursuant to Article IV or the By -Laws of United States Fire Insurance Company as now in full force and effect, and consistent with Article It thereof, which Articles provide, in pertinent pact: Article IV, Execution of Instruments - Except us the Board of Directors may authorize by resolution, the Chairman of the Board, President, any Vice -President, any Assistant Vice President, Ole Secretary, or any Assistant Secretary shall have power on behalf of the Corporation: (a) to execute, affix the corporate seal manually or by facsimile to, acknowledge, verify and deliver any contracts, obligations, instruments and documents Miatsoever in connection with its business including, without limiting the foregoing, any bonds, guarantees, undertakings, recogniMIMS, powers of attorney or revocations of any powers of attorney, stipulations, policies of insurance, deeds, leases, mortgages, releases, sulisfueduns and agency agreements; (b) to appoint, in writing, one or more persons for any or all of the purposes mentioned in the preceding paragraph (a), including affixing the seal of the Corporation. Article III, Officers, Section 3.11, Facsimile Signatures. The signature of any officer authorized by the Corporation to sign any bonds, guarantees, undertakings, recognizances, stipulations, powers of attorney or revocations of any powers of attorney and policies or insurance issued by the Corporation may be printed, facsimile, lithographed or otherwise produced. In addition, if and as authorized by the Board of Directors, dividend warrants or checks, or other numerous instruments similar to one another in form, may be signed by the facsimile signature or signatures, lithographed or otherwise produced, of such officer or officers of the Corporation as from time to time may be authorized to sign such instruments on behalf of the Corporation. The Corporation may continue to use for the purposes herein stated the facsimile signature of ally person or persons who shall have been such off ear or officers of the Corporation, notwithstanding the fact that he may have ceased to be such at the time when such instruments shall be issued, IN WITNESS WHEREOF, United Stales Fire Insurance Company has caused these presents to be signed and attested by its appropriate olliecr and its corporate seal hereunto aRxed this 10"day of March, 2016. UNITED STATER FIRM. INSI IRA nr_E COMPANY Anthony R. Slimowicz, Executive Vitt President State of New Jersey) Counly of Morris ) On this 10"' day of March 2016, before me, a Notary public of the Slate of New Jersey, came the above named of0cer of United Stater Fire hi%ur„na Company, to me personally known to be the individual and officer described herein, and acknowledged that he executed the rortZoing imtrunlc'nl and al li \rd the seal of United States Fire Insurance Company thereto by the authority of his office. SONIASCALA .11 Rm-A 01 NOTARY PUBLIC OF NEW JERSEY Sonia Scala (Nblary Public) MY COMMISSION EXPIRES32512019 I, the undersigned uflicerof United Slates Fire Insurance Company, a Delaware corporation, do hereby certify that 1W original Power of Alunmy ofwhich the foregoing is a full, true mid correct copy is still in furce and effect and has not been revoked. IN WITNESS WHEREOF, I have hereunto set my hand and nRixed the corporate seal of United States Fire Insursrce Cmnpany an hh,: U d.ry of Nov 2011 UNITED STATES FIRE INSURUNCE COMPANY 1 Al Wright, Senior Vice President 20B-20 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 W"I....( llcaxrc<:.—rscti-t,ci,, n" 2.:t:GRCx'w YKZ.`...2i�.>.i�.`.i�C:�Yk'iti^...C.ct92.r. '.r�.iFY+ni. ^KZ. C�a^ a��• A notary pulYlic or other officer completing this certificate verifies only the identity of the individual who signed the tloeument to which this certificate is Attached, and not the truthfulness, accuracy, or validity of that document. State of California County of LOS ANGELES On 11/01/2019 Date before me, PHILIP VEGA, NOTARY PUBLIC Here Insert Name and Title of the Officer personally appeared Kevin Vega, Attorney -in -Fact Name(s) of Signer(s) who proved to me on the basis of satisfactory evidence to be the persons whose nameN i5 M subscribed to the within instrument and acknowledged to me that he/eke/asy executed the same in hisltx4thsir authorized capacity(les), and that by his/heFfteis signatures on the instrument the person(%L or the entity upon behalf of which the personN acted, executed the instrument. _O@P-1"m ILIPVEGACOMM.S2152121NOTARY PUBLIC CALIFORNp uJ LOE ANGELEL COUNTY I3Y COMM. E1R. MAY 3r--.31 2020� Place Notary Seal Above 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 offici Signature Signature 8V ry Public OPTIONAL Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document: Document Date: Number o1 Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: Signer's Name: ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: x^ra�A.Y:cuouYa�uxx„u^�c•�.a>r�.��A.�r�u��•�-era>ccszzccc�xa.sc _ .... _. ._ .-._ ........- _.....,_ � .. ©2014 National Notary Association • www.Nationa]Notary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907 20B-21 CALIFORNIA ALL- PURPOSE CERTIFICATE OF ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of On NOS! Ir loot h before me, 7a n2!(A% (,-02-(�(Na lanl P�tilif� arrr nsen name •n�fm e7"�ie M1rsri personally appeared — At In l0 1tGa yti7 who proved to me on the basis of satisfactory evidence to be the person(s) whose name(&) is/arasubscribed to the within instrument and acknowledged to me that he/shelthey executed the same in his/her/their authorized capacity(ies), and that by his/her/theif signatures} on the instrument the person('&), or the entity upon behalf of which the person(&) -acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. JAVIER CASTRO GONZALEZ WITNESS my hand and official seal. commission No. 2281466 NOTARY WMIO IFORNIA Rill' ECOUNTY My Can.. Eves MARCH 17, pp OPTIONAL DESCRIPTION OF THE ATTACHED DOCUMENT (Title or description of attached document) ode or description of attached document continued) of Pages _ Document Date CAPACITY CLAIMED BY THE SIGNER ❑ Individual (s) ❑ Corporate Officer (Title) ❑ Pariner(s) ❑ Attomey-in-Fact ❑ Trustee(s) ❑ Other 2015 Version wow. NotaryCtasses cons 8PO-873 9Ftm (Notary Public Seal) INSTRUCTIONS FOR COMPLETING TI IIS FORM This form umphes wish rOrren, Caffrnai alum(,, n,eardoig Haar!, uoidoit and, fneeded, shoutd he completed and attached to the drevmeoil . At knawJirdemrno, from other states may he compleredfrr dmvmeory hrorl'srpit err:hot state sit hung as the warding does not require the Calif., n is Huron, to ear lam C'uhli ,mu nomm low. • Slam and County information must be the State and County where the document signets) personally appeared before the notary Public for a knouleilgnmul. • Date of notadrauces mutt be the date that the ssuv,h) Immivally orycmc l shah must also be the tarn, date the actnowlcdgmcnt is completed. • The notary public must print his or hat n:m¢ a, it ap(cros within his or ha commission followed by a Corona laid hen your tide (notary public). • Print the names) of document signer(o) who personally appear at the time of nolantatiin. • Indicate the concoct singular or plural (ones by croi,mg Off lacuna hlmn (i c. l,dshdthey,- is /we I or circling the correct honor. Fuilure to Correctly udmant this informal on may lead to rejection of docmnent rc<oJmg • The notary seal impression must be clear and phorngnphically reproducible. hnpression must nut cola tea or lines. If sell impression otmJgcs, ,,seal if a sufficient area pennih, odleo, iw omipe, a ddlhent asWmulcJ"innit folio. • Signature of the nnury public must mnoh the signature on file with the Office of the county clot. ti• Addtinreal inhumation is not requucd but could help to ensure this ad.nuuicdgoicnt a out ousuwd or attached to a ddlenent ducvmmt. Indicate tide nu lypc of attached docwncn4 number of pages and date. O Indicate the capacity clainnd by die to +goer. If die claimed capacity is a torpor to omca, indicate the tide hie. CEO, CFO, Secrctuy). • Securely attach this document to the signed document with a suple. 20B-22 CITY OT SANTA ANA PROPOSAL PROJECT NO.: 15-6453 RIVERVIEW NEIGHBORHOOD WATER MAIN IMPROVEMENTS LIST OF S11B-CONTRACTORS Section 4100 ct. seq. of the Public Contract Code requires listing of all subcontractors with the bid for all subcontract work exceeding the following mnount. o Strcels, highways including bridge projects: %% of the bid or $10,000, whichever is greater o Buildings, parks, or other projects: 'h% of the bid Section 1725.5 of the Public Contract Code requires all Subcontractors be registered with the State Department of Industrial Relations (DIR). BIDDER proposes to subcontract certain portions of the work to the firms listed below: Name Ova Q6k�� I-c d SnC License #/Exp. S 13 DIR Reg. #/Exp. 100�0 0 31� 12- 31-2�i Location n e d IwwdS CA Phone oton - 22 L I Type Of Work 5• i� Amount $ 1 17,3 x� Name IAo.roly S tAwre� Itic License #/Exp. 2 t 5 -�% 5 2 ( 12- 3 1 - 1R') DIR Reg. #/Exp. I000przoo'}b ( (.-30-2�) Location S �A k- An- U) Phone t/44 - lb:; I Type Of Work tl Amount $ 14,41 off, Name Mi3 iL ��it�tlrrcl (v Ck ftid,ttt Name (sr: c 17wic+s.hcl 1-7c,Tkr- License #/Exp. q b 6 b R L, License #/Exp. -4- d)3 F o-A- ( 4- 3, v) /mil DIR Reg. #/Exp. 1 oeo00 6 4 38 IR Reg. #/Exp. 10000 ') } 6�5 ( 6-3- - l�Licease-# j ic�ase # Location LA$,C CA Location L< Pic lc Phone Vr, - Z- -T- I 1:-74 11 Phone 626- 3ro- I1"18 Type Of Work Cv-cic Je4l Type Of Work Y « f c L o W I Amount $ 6r S Amount $ Su Name felt /iwwC� /(Srl(KJ� License #/Exp. 2-+6 0 } 3 6 71DIR Reg. #/Exp. 1i,eensc Location (-,w. a Phone tis r, -;13ts- --'4- (�2s Type Of Work 51vw!� Amount $ 1 o S r 03C3 Pd�Ma gAMI¢C2 Signature of Bidder Name License #/Exp. DIR Reg. #/Exp. License # Location Phone Type Of Work Amount $ P-9 of P-17 2nR_23 CITY Oh SANTA ANA PROPOSAL PROJECT NO.: 15-6,153 RIVERVIrW NEIGHB0RHOOD WATER MAIN IMPROVEMENTS REFLRENCES The following are the names, addresses, and telephone numbers for THREE public agencies for which the BIDDER has performed similar work within the past three years. `;Pt A-\4 a6) ecl 4> Name and Address of Owner. Name and Telephone Number of person familiar with project. Contract Amount Type of Work Date Completed 2. Name and Address of owner. Name and Telephone Number of person familiar with project. Contract Amount Type of Work Date Completed 3. Name and Address of owner. Name and Telephone Number of person familiar with project. Contract Amount Type of Work Date Completed The following are the names, addresses, and telephone numbers of all brokers and sureties from whom BIDDER intends to procure insurance and bonds. CoVn-\v'C4orS S Q2vcloff(S l 'Acl"'3 ' V, l ve-3" C 6 Z6� 2,5e) -� r." 2-'d�f 44 CITY Oh SANTA ANA PROPOSAL 11ItOJECT NO.: 15-6453 RIVERVIEW NEIGHBORHOOD WATER MAIN IMPROVEMENTS ADDITIONAL REFERENCES The following are the names, addresses, and telephone numbers for THREE, public agencies for which the BIDDER or Subcontractor has performed similar work in the past five years. P Name and Address of Owner. Name and Telephone Number of person familiar with project. Contract Amount 2. Name and Address of owner. 3. Type of Work Name and Telephone Number of person familiar with project. Contract Amount and Address of owner. Date Completed Type of Work Date Completed Name and Telephone Number of person familiar with project. Contract Amount Type of Work Date Completed The following are the names, addresses, and telephone numbers of all brokers and sureties from whom BIDDER intends to procure insurance and bonds. �pqf '' I I i =7 I ( I 0 1 NCi INC References 1. City of Pico Rivera Project name: Passons Bridge underpass Value: $200,000.00 Description: Remove and repair PVC pipe and construct concrete V gutters, curbs and Landscape. Contact: Kenner Guerrero (562) 801-4351 2. City of Pico Rivera Project Name: Citywide Concrete improvements Value: $220,000.00 Description: Remove and repair various sidewalks, curb and gutters, ADA ramps, curbs, and trees throughout the City. Contact: Kenner Guerrero (562) 801-4351 3. City of San Jacinto Project Name: Pedestrian Upgrades Value:$225,000.00 Description: Remove and replace various ADA Ramps, driveway approach, and sidewalk throughout the City. Contact: Sean Motlagh (949) 232-6153 4. City of San Jacinto Project Name: Citywide Upgrades Value: $100,000 Description: Repair various manhole, repair curb inlets, and repair AC pavement. Contact: Danny Astorga (951) 634-5261 20B-26 i \ I I r 1 1 1 I. S I. N G I N k L K I N G I N C. References S. City of Duarte Project Name: Citywide Sidewalk Improvements Value: $90,000.00 Description: Remove and repair various sidewalks, curbs, driveway approaches, and Ac pavement throughout the City. Contact: Teresa Renteria (626) 705-4837 6. City of La Habra Project Name: Citywide Sidewalk Improvements Value: $320,000.00 Description: Concrete improvements including the installation of sidewalks, curbs & gutters, driveway approaches, curb, and ADA ramps. Contact: Cesar Rangel (562) 383-4158 7. City of Orange Project Name: Annual Concrete Replacements at Various Locations Value: 325,000.00 Description: Remove and replace sidewalks, ADA ramps, curb & gutter, driveway aprons, and trees. Contact: Fabio Quinones (714)-744-5526 20B-27 11 I l l III.\ I \GI\I.I I\1i\(i I 8. City of Downey Project Name: Civic Center Drive and Hall Road Water System Improvement Project Value $400,000 Description: Installation of new main, fire hydrant assemblies, water service lines, meter and boxes; installation of gate valves, tees, bends, thrust blocks, and fittings; abandoning of existing water mains and service lines. Contact: Lorena Powell (562) 302-3865 9. City of Norco Project Name: Norco MDP Line ND Extension Storm Drain Project Value: $400,000 Description: Installation of RCP 18" and 24" catch basins, manholes, junction structures, local depression, cold mill, and related work. Contact: Dan Cuthbertson (951) 545-7872 10. City of Oceanside Project Name: Vista Way/El Camino Real Sewer Relocation Value: $150,000 Description: Abandon existing 6" pipe and construct 8" SDR 26 PVC pipe, install new concrete manhole, modification & rehabilitation of existing manholes, sewer bypass pumping, and maintain/replace traffic loops. Contact: Shukri Sharabi (760) 717-6161 11. City of Costa Mesa Project Name: North Del Mar Storm Drain Repair Value: $72,500 Description: Remove existing 24" corrugated metal pipe and install 24" with sack 1 slurry, construct newjunction structure and manhole, connect 24" RCP storm drain to existing CMP storm drain and pave trench. ' Contact: Kelly Dalton (714) 466-0360 I+ l t i iLl. I--S 1:\(iI\Ii1,RING INC 12. DCI Homes Project Name: Owens Court Wilson Estates Value: Wilson Estates $950,000 Owen's Court $150,000 Description: pothole, install 8" ductile iron water line, water services, 8" VCP pipe sewer main, 4" sewer laterals Contact: KC Brennan (951) 202-9815 13. Onsite Builders, Inc. Project Name: Chick Fil-A Santa Monica Sewer and Water Chick Fil-A Northridge Sewer and Water Value: Santa Monica $250,000 Northridge $170,000 Description: Pothole, connect existing 12" sewer pipe, place 6" SDR-35 Sewer pipe, install cleanouts, connect existing water meter with 2" SCH 80 PVC water line, install 2" reduced pressure backflow preventer, connect to existing 16" water main, 6" cleanouts, bedding, grease interceptor. Contact: Jody Harris (949) 400-9474 20B-29 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6453 RIVERVIEW NE1611130R1100D WATER MAIN IMPROVEMENTS NON-CO1.I.IISION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) In continurance with Title 23 United States Code Section 112 and Public Contract Code 7106 the 131DDER declares that the bid is not made in the interest of, or on behalf of, any undisclosed per"on, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived, or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any other BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above Non -collusion Affidavit is part of the Proposal. BIDDERS are cautioned that making a false certification may subject the certifier to criminal prosecution. Signed A?ota NlO RAM 1121 z State of California Countyof Vlvertic(R Subscribed and sworn to (or affirmed) before me on this 'L day of MQQv , 20 L-) by Apl, ,Ain R Y lkrz , proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me Ir tary Public Signature Notary Public Seal JMAER CASTRO GONZALEZ �j ComNalbn No. 2281486 �• ROTARY PLOLIC-CAIFORHN RNER6bE CWNTY Yy Comm Ew 06 MARCH Ir, M23 P-12 ofP-17 20B-30 CITI' 0F SAN'I'A ANA PROPOSAL PROJECT NO.: 15-6453 It1VEItVIEN NEIGHBORHOOD WATER MAIN IMPROVEMENTS NON-DISCRI\11NATION CERTIIICA'fB 1'he undersigned contractor or corporate officer, during the performance of this contract, certifies as follows: I. The Contractor shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Contractor shall take affirmative action to ensure that applicants arc employed, and that employees arc treated during employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Contractor shall, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Contractor shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Contractor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Contractor shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Contractor shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6. In the event of the Contractor's non-compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Contractor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6453 RIVERVIEW NEIGIII30RHOOD WATER MAIN IMPROVEMENTS 7. The Contractor shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the Contractor may request that the United States enter into such litigation to protect the interests of the United States. 8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, no discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any contractor of public works violating this Section is subject to all the penalties imposed for a violation of the Chapter. Signed: AP<:(ti Nl o VAM I Qt-? Title: P r4e i d Pn % Firm: A < < C i''e S ins i ✓1 P P ti� c_ L✓t C Date: I I — I — 1 63 LVB-'L CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6453 RIVERVIEW NEIGHBORHOOD WATER MAIN IMPROVEMENTS STATEMENT REGARDING APPRENTICESHIP REQUIREMENTS The undersigned BIDDER is familiar with the requirements of Section 1777.5 of the State Labor Code regarding employment of apprentices, and understands that contractors on contracts exceeding $30,000 or 20 working days shall: Apply to the joint apprenticeship committee administering the apprenticeship standards of the craft or trade in the area of the site of the public work for a certificate approving the contractor under the apprenticeship standards for the employment and training of apprentices in the area or industry affected. 2. Employ the number of apprentices or the ratio of apprentices to journeymen stipulated in the apprenticeship standards. 3. Contribute to the fund or funds in each craft or trade in which he/she employs journeymen or apprentices on the public work, in the same amount or upon the same basis and in the same manner as the other contractors, except contractors not signatory to the trust agreement shall pay a like amount to the California Apprenticeship Council. Signed: A?,o t✓i l RAM I IZ I_z Title: avYCider) >- Finn: All CAeS 0,eP'1Ap, PC - Date: It- /- 2-o1s 20BU3'3 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6453 RIVERVIEW NEIGHBORHOOD WATER MAIN IMPROVEMENTS STATEMENT REGARDING "ANTI -KICKBACK" REQUIREMENTS The undersigned is submitting this proposal for performing by contract the work required by these bid documents, agrees to comply with the Copeland "Anti -Kickback" Act (18 USC 74) as supplemented in the Department of Labor regulations (29 CFR, Part 3). This act provides that each contractor or subcontractor shall be prohibited from inducing, by any means, any person employed in the construction or repair of public work, to give up any part of the compensation to which he/she is otherwise entitled. Signed: MsAo MB V-%.MI Gz Title: � re O den �- Firm: C'IA;f-S �nSi neP Xi C Date: l l- I— I S P-I d I'-17 20 9-34 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 15-6453 RIVERVIEW NEIGHBORHOOD WATER MAIN IMPROVEMENTS PUBLIC CONTRACT CODE SECTION 10162 OUESTIONNAIRE In conformance with Public Contract Code Section 10162, the BIDDER shall complete, under penalty of perjury, the following questionnaire: Has the BIDDER, any officer of die BIDDER, or any employee of the BIDDER who has a proprietary interest in the BIDDER, ever been disqualified, removed, or otherwise prevented from bidding on, or completing a federal, state, or local government project because of a violation of law or a safety reguI tipn? Yes No 7u If the answer is yes, explain the circumstances in the following space 200135 EXHIBIT 4 PROJECT NO.15-6453 RIVERVIEW NEIGHBORHOOD WATER MAIN IMPROVEMENTS This CONSTRUCTION CONTRACT is made and entered into this 21' day of January, 2020 by and between the City of Santa Ana, California, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "CITY"), and All Cities Engineering, Inc. (hereinafter "CONTRACTOR"). WITNESSETH: The CITY and the CONTRACTOR, for the consideration hereinafter named, mutually agree as follows: 1. CONTRACTOR agrees to perform all the work and furnish all the materials at its own cost and expense necessary to construct and complete in a good and workmanlike manner and to the satisfaction of the City Engineer of the CITY, the Riverview Neighborhood Water Main Improvements Project (hereinafter referred to as the "WORK OF IMPROVEMENT") identified in and in accordance with the Contract Documents prepared by the City's Public Works Agency and approved by the City Council. 2. The complete Construction Contract consists of the "Contract Documents" as defined by the Standard Specifications for Public Works Construction and which include the following: • Notice Inviting Bids • Information to Bidders • Bid Proposal • Bid Bond • Contract Form • Contract Bonds • General Provisions • Special Provisions • Technical Provisions and Project Plans • Community Workforce Agreement • Appendices In case of conflict between the Contract Documents, the precedence of documents shall be as established in the Standard Specifications for Public Works Construction. 3. CITY agrees to pay and CONTRACTOR agrees to accept in full payment to complete the WORK OF IMPROVEMENT the sum total amount not to exceed Two Million Three Hundred Ninty-nine Thousand Forty Dollars and No Cents ($2,399,040.00), as set forth and identified in the BID PROPOSAL, which is attached hereto and incorporated herein as Exhibit "A." The BID PROPOSAL contains a schedule of unit price(s) or lump sum(s) based on approximate quantities only, and the City does not expressly or by implication agree that the actual amount of work will correspond therewith, but reserves the right to increase or decrease the amount of any class or portion of the work or to omit portions of the work as may be deemed necessary or advisable. 20B-36 4. CONTRACTOR agrees to complete the WORK OF IMPROVEMENT within the time specified in the Time for Completion of Improvements section of the BID PROPOSAL (Exhibit "A") including commencing construction within the timeframe therein specified after issuance of a Notice to Proceed. 5. The CONTRACTOR will pay, and will require all subcontractors to pay, all employees on the WORK OF IMPROVEMENT a salary or wage at least equal to the prevailing salary or wage established for such work as set forth in the wage determinations for this work in accordance with applicable State and Federal law. 6. If applicable, the CONTRACTOR shall adhere to the CITY'S Community Workforce Agreement (CWA), a pre -hire collective bargaining agreement, which establishes the labor relations policies and procedures for CONTRACTOR to follow in the crafts persons employed to complete the WORK OF IMPROVEMENT as more fully described in the CWA. The CWA may be found on the City's website at: http://www.santa-ana.org/pwa/documents/CWA.pdf 7. CONTRACTOR shall, after award of this Contract, furnish two bonds to be approved by the CITY, one in the amount of One Hundred Percent (100%) of the Contract price, to guarantee the faithful performance of the work (Performance Bond), and one in the amount of One Hundred Percent (100%) of the Contract price to guarantee payment of all claims for labor and materials furnished (Payment Bond). This Contract shall not become effective until such bonds are supplied to and approved by the CITY. 8. CONTRACTOR shall, prior to the release of the performance and payment bonds or the retention payment, furnish a warranty performance and payment bond (Warranty Bond). Said Warranty Bond shall also be required as a condition of project acceptance. For projects up to Five Hundred Thousand Dollars ($500,000), the Warranty Bond amount shall be the greater of Ten Thousand Dollars ($10,000) or Twenty Percent (20%) of the final contract price. For projects above Five Hundred Thousand Dollars ($500,000), the Warranty Bond amount shall be the greater of One Hundred Thousand Dollars ($100,000) or Ten Percent (10%) of the final contract price. 9. CONTRACTOR shall, after award of this Contract, furnish Certificates of Liability Insurance and Worker's Compensation Insurance as outlined in the General Provisions, to be approved by the CITY. // 20 B-37 Page 2 of 3 IN WITNESS WHEREOF, the parties hereto have executed this Construction Contract on the day and year first above written. ATTEST: DAISY GOMEZ Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: 'fli K � -f.L J FUNK Assistant City Attorney RECOMMENDED FOR APPROVAL: NABIL SABA, PE Acting Executive Director Public Works Agency CffY OF SANTA ANA KRISTINE RIDGE City Manager CONTRACTOR: All Cities Engineering, Inc j4'?OI40,Ni3 tAmIV-y2 NAME: AQolp.4io ILAmire2 TITLE: Pre s; e4. '-/ C C O Page 3 of 3 EXHIBIT 5 COST ANALYSIS CONSTRUCTION OF PROJECT NO. 15-6453 : RIVERVIEW NEIGHBORHOOD WATER MAIN IMPROVEMENTS Construction Contract $ 2,399,040 Contract Administration $ 150,800 Inspection and Testing $ 209,056 Contingencies $ 400,000 TOTAL ESTIMATED CONSTRUCTION COSTS $ 3,158,896 20B-39 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE: APPROVE AN APPROPRIATION ADJUSTMENT, AMEND THE FY 2019-20 CAPITAL IMPROVEMENT PROGRAM, AND AWARD A CONSTRUCTION CONTRACT TO EBS GENERAL ENGINEERING, INC., IN THE AMOUNT OF $2,546,154, FOR THE GAS TAX LOCAL STREET IMPROVEMENT FY 19/20 AND FLOWER STREET SEWER MANHOLE IMPROVEMENTS PROJECTS, WITH AN ESTIMATED TOTAL PROJECT DELIVERY COST OF $3,226,287 (PROJECT NOS. 20-6956 & 20-6437) {STRATEGIC PLAN NOS. 6, 113; C; AND G} CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO /s/Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Approve an Appropriation Adjustment recognizing $2,092,796 from prior year fund balance in the Special Gas Tax Fund, Prior Year Carry Forward revenue account, transferring the funds to the Select Street Construction revenue account, and appropriating the same to the Select Street Construction, HUTA 2103 Gas Tax, Improvements Other Than Building expenditure account. Approve an Appropriation Adjustment recognizing $1,133,491 from prior year fund balance in the Sanitary Sewer Capital Fund, and appropriating the same amount to the Capital Recovery Charges, Improvements Other than Buildings expenditure account. 3. Approve an amendment to the Fiscal Year 2019-20 Capital Improvement Program to include $2,092,796 in construction funds for the Gas Tax Local Street Improvements Fiscal Year 2019- 20 Project. 4. Approve an amendment to the Fiscal Year 2019-20 Capital Improvement Program to include $1,133,491 in construction funds for the Flower Street Sewer Manhole Improvements Project. 5. Award a construction contract to EBS General Engineering, Inc., the lowest responsible bidder, in accordance with the Base Bid and Additive Alternate 1 in the amount of $2,546,154, for construction of the Local Street Improvement FY 2019-20 and Flower Street Sewer Manhole 20C-1 Award Contract EBS General Engineering, Inc., for the Local Street Improvement FY 19/20 and Flower Street Sewer Manhole Improvements Projects January 21, 2020 Page 2 Improvements projects, for the term beginning upon execution of the contract and ending upon project completion, and authorize the City Manager to execute the contract subject to non - substantive changes approved by the City Manager and the City Attorney. 6. Approve the Project Cost Analysis for a total estimated construction delivery cost of $3,226,287, which includes $2,546,154 for the construction contract; $381,922 for contract administration, inspection, and testing; and a $298,211 project contingency (approximately 11.7% of the construction contract amount). DISCUSSION The City's Pavement Management System has identified 19th Street from Flower to Broadway, a local concrete street, and Santa Fe Street south of Chestnut Avenue, a heavily used asphalt street in an industrial area as high priority streets in need of rehabilitation (Exhibit 1). In addition, Public Works Water Resources staff has identified the need to replace the existing sewer manholes on Flower Street from 19th Street to Memory Lane. Manhole replacements will be performed with any underground work, which includes upsizing a portion of the sewer main, reconstructing the manhole chambers, and installing appurtenances related to sewer main repairs. Once the manholes and related work is completed, the street improvements will begin. The street improvement preparatory consists of localized concrete or asphalt pavement repairs; replacing damaged concrete curbs, gutters, sidewalks, cross gutters, and curbs ramps; and sealing cracks. This preparatory work is followed by either asphalt concrete pavement reconstruction or concrete panel replacements Once completed, the street improvements will enhance ride quality and surface drainage. The sewer manhole repairs will reduce potential sewer overflows, reduce maintenance, and improve sewer flow conveyance. Staff is requesting appropriation adjustments to authorize the expenditure of $3,226,287 to complete these projects (Recommended Action Nos.1, 2 & 3). The Fiscal Year 2019-20 Capital Improvement Program will be amended to include these improvement projects totaling $3,226,287 (Exhibit 2). Public Outreach and Contractor Participation To provide an opportunity for local vendors to submit bids, a Notice Inviting Bids was advertised in the Orange County Register newspaper on December 13 and 18, 2019. Bids were received electronically via the City's web -based electronic bidding system, PlanetBids, on January 3, 2020. Through the PlanetBids online portal, vendors may register to receive notifications on all current and future City projects, as well as download contract documents, receive project updates and submit bids electronically. Additionally, a total of 968 vendors, including 52 located in the City of Santa Ana, were notified of the project via PlanetBids. 32 vendors requested bidding documents and 6 bids were received. No bids were received from Santa Ana contractors. 20Ci-2 Award Contract EBS General Engineering, Inc., for the Local Street Improvement FY 19/20 and Flower Street Sewer Manhole Improvements Projects January 21, 2020 Page 3 Bid Results Summary RANK BIDDER'S NAME LOCATION BID* 1 EBS General Engineering, Inc. Corona $2,546,154 2 R.J. Noble Company, Inc. Orange $2,584,378 3 All American Asphalt Corona $2,624,670 4 Vido Samarzich, Inc. Rancho Cucamonga $2,767,961 5 Excel Paving Co Long Beach $2,886,081 6 Hardy & Harper, Inc. Lake Forest $3,590,000 * The Bid Documents specified the lowest bid would be determined by including the amount for Bid Alternate 1 All 6 bids were responsive and EBS General Engineering Inc., submitted the lowest responsive bid (Exhibit 3), in the amount of $2,546,154. Based on the bid analysis and a contractor's reference check, staff recommends awarding the construction contract (Exhibit 4) to EBS General Engineering Inc., in the amount bid. Project Delivery To deliver a complete project, in addition to the construction contract, the estimated total cost to deliver the project also includes construction administration, inspection, and testing, along with an allowance for contingencies to account for unexpected or unforeseen conditions. Construction administration and inspection includes construction management; implementation of the City's Community Workforce Agreement requirements; inspection of the Contractor's work to ensure contract compliance, workmanship, and quality; and material testing. As indicated in the Cost Analysis (Exhibit 5) and as summarized in the table below, the estimated total construction delivery cost of the project is $3,226,287. Construction Contract 1 $2,546,154 Construction Administration, Inspection, and Testing $381,922 Contingencies $298,211 ESTIMATED CONSTRUCTION DELIVERY COST $3,226,287 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 - Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy B (equitably maintain existing streets and associated assets in a state of good repair so they are clean, safe and aesthetically pleasing for all users), Strategy C (invest resources and technology to extend the service life of existing infrastructure to protect the City's investment and support a high quality of life standard), and Strategy G (develop and implement the City's Capital Improvement Program in coordination with the Community Investment Plan - e.g., neighborhood streets, traffic improvements, etc.). 20C-3 Award Contract EBS General Engineering, Inc., for the Local Street Improvement FY 19/20 and Flower Street Sewer Manhole Improvements Projects January 21, 2020 Page 4 ENVIRONMENTAL IMPACT In accordance with the California Environmental Quality Act, the recommended actions are exempt from further review. Categorical Exemption Environmental Review No. ER-2019-114 and ER- 2020-002 were filed for the project. FISCAL IMPACT As indicated in the Cost Analysis (Exhibit 5), the estimated total construction delivery cost of the project is $3,226,287, which includes the construction contract, contract administration, inspection, testing, and project contingency. The requested appropriation adjustments will provide the necessary funding as follows: 1) Recognize and appropriate $2,092,796 from prior year fund balance in the Special Gas Tax Fund, Prior Year Carry Forward account (No. 02917002-50001) and facilitate an interfund budgetary expenditure transfer from the Special Gas Tax Fund Interfund Transfer account (No. 02917019-68000-59) to the Select Street Construction Interfund Transfer account (No. 05917002-59000-29) and appropriate the same amount to the Select Street Construction, HUTA 2103 Gas Tax, Improvements Other Than Building expenditure account (No. 05917663- 66220). 2) Recognize $1,133,491 from prior year fund balance in the Sanitary Sewer Capital Fund, Prior Year Carry Forward account (No. 05417002-50001) and appropriate the same amount to the Capital Recovery Charges, Improvements Other than Buildings expenditure account (No. 05417647-66220). The following table summarizes the funds budgeted to deliver construction of this project: Fiscal Year Accounting Fund Accounting Unit, Account Amount Unit -Account # Description Description APPROPRIATION ADJUSTMENTS FY 2019-20 05917663-66220 Select Street HUTA 2103 Gas Tax, Jan. -June (Prof. 20-6956) Construction Improvements Other Than $2,092,796 Building FY 2019-20 05417647-66220 Sanitary Sewer Capital Recovery Charges, July -June (Proj.20-6437) Capital Improvements Other Than $1,133,491 Building Total: $3,226,287 All funds are scheduled for expenditure in Fiscal Year 2019-20. 20C-4 Award Contract EBS General Engineering, Inc., for the Local Street Improvement FY 19/20 and Flower Street Sewer Manhole Improvements Projects January 21, 2020 Page 5 APPROVED AS TO FUNDS & ACCOUNTS: Nabil Saba, PE Kathryn Downs, CPA Acting Executive Director Executive Director Public Works Agency Finance and Management Services Agency NS/TC/MO Exhibits: 1. Location Map 2. Amended FY 2019-20 CIP Project Sheets 3. Bid Proposal 4. Construction Contract 5. Cost Analysis 20C-5 EXHIBIT 1 20C-6 Gas Tax Local Street Improvements FY 19120 Street Improvements - Local Street Resurfacing EXHIBIT 2 CITY OF SANTA ANA FY 19120 CIP CAPITAL IMPROVEMENT PROJECT WORKSHEET IOJECT DESCRIPTION: is project entails the rehabilitation of existing )dwaypavement. The project will include the removal J replacement of existing streets. Various dacement pavement strategies will be investigated to tennine the most cost effective and maintainable atment. Minor concrete repair to severely damaged missing curbs, gutters, sidewalks, and wheelchair nos will also be included. PROJECT NEED: The local street network has 316 miles citywide. In 2007 the City embarked on an extensive citywide improvement plan to rehabilitate and slurry seal the majority of the network. By the end of 2015, the City has completed rehabilitating all asphalt residential streets and currently working toward improving all residential and industrial concrete streets. PROJECT COSTS FY 1920 FY 2021 FY 2122 FY 2223 FY 2324 FY 2425 FY 2526 C0'5V( Oo0 $2,092797 TOTAL $2, 092,797 SOURCE OF FUNDS FY 19/20 FY 2021 FY 2122 FY 2223 FY 2324 FY 2425 FY25M GAS TAX $2,092797 TOTAL $2, 092,797 AGENCY DIVISION: CONTACT: DATE: Public Works Agency Design Engineering Sean Thomas, Senior Civil Engineer 12-Jan-2020 -1- 20C-7 Flower Street Sewer Manhole Improvements U61dy/Drainage/Lighting Impmvements - Sewer Improvements CITY OF SANTA ANA FY 19120 CIP CAPITAL IMPROVEMENT PROJECT WORKSHEET =CT DESCRIPTION: eject will replace existing deteriorated sewer and related sewer assets, such as, manhols. PROJECT NEED: This project is required to maintain effective operation of the City's sanitary sewer system. These improvements will eliminate the undersized sewer mains, reduce sewer maintenance, and prevent sewer PROJECT COSTS FY 1920 FY 2021 FY 2122 FY 2223 FY 2324 FY 2425 FY 2526 Gons�mc�lon $1,133491 TOTAL 81, 133.491 SOURCE OF FUNDS FY 19P29 FY 2021 FY 2122 FY 2223 FY 2324 FY 2425 FY2525 SEWER $1.133491 TOTAL $1,133,491 AGENCY DIVISION: CONTACT: DATE: Public Works Agency Water Resources Armando Fernandez, Senior Civil Engineer 12-Jan-2020 -1- 20C-V City of Santa Ana Page 1 Gas Tax Local Street Improvements FY 19/20 & Flower Street Sewer Manhole Improvements (Project Nos. 20-6956 & 20- Printed 01/06/2020 EXHIBIT 3 Bid Results Bidder Details Vendor Name EBS GENERAL ENGINEERING INC Address 1320 E SIXTH ST STE 100 CORONA, CA 92879 United States Respondee THOMAS NANCI Respondee Title PRESIDENT Phone 951-279-6869 Ext. Email BIDS@EBSGENERAL.COM Vendor Type CADIR License # 720016 CA DIR Bid Detail Bid Format Electronic Submitted January 3, 2020 1:38:07 PM (Pacific) Delivery Method Bid Responsive Bid Status Submitted Confirmation # 198771 Ranking 0 Respondee Comment Buyer Comment Attachments File Title File Name File Type PROPOSAL EBS Proposal.pdf General Forms OWNERSHIP OWNERSHIP.pdf Ownership Affidavit (Notary Public) - RED Original Hard Copy Submittal in Addition BID BOND BID BOND.pdf Bid Bond Guaranty (Notary Public) - RED Original Hard Copy Submittal in Addition NON -COLLUSION NON-COLLUSION.pdf Non -Collusion Affidavit (Notary Public) - REQ Original Hard Copy Submittal in Addition Line Items Type Item Code UOM city Unit Price Line Total Comment Base Bid Items 1 Asphalt Rubber Hot -Mix (ARHM) TN 1380 $109.00 $150,420.00 2 Crushed Miscellaneous Base (CMB) TN 290 $129.00 $37,410.00 3 Coldmill (2") SF 38530 $0.70 $26,971.00 20C-9 City of Santa Ana Page 2 Gas Tax Local Street Improvements FY 19/20 & Flower Street Sewer Manhole Improvements (Project Nos. 20-6956 & 20- Printed 01/06/2020 Bid Results Type Item Code UOM Qty Unit Price Line Total Comment 4 Coldmill (3") SF 13230 $0.90 $11,907.00 5 Removal of 6" PCC at Various Locations CY 1680 $138.00 $231,840.00 6 Construct 6" PCC with (3-day) Cure including Dowels CY 1680 $408.00 $685,440.00 7 Crack Seal with Deere Super Gray' LF 15750 $3.10 $48,825.00 8 Construct PCC V-Gutter Longitudinal (T=8") LF 4730 $37.00 $175,010.00 9 Construct PCC Sidewalk (T=4") SF 810 $10.50 $8,505.00 10 Construct PCC Driveway Approach (T-6") SF 1210 $14.00 $16,940.00 11 Construct PCC Curb Ramp SF 7880 $16.20 $127,656.00 12 Construct PCC Curb & Gutter (Type A-2-6) LF 710 $53.00 $37,630.00 13 Construct Cross -Gutter SF 3890 $19.00 $73,910.00 14 PCC Grinding LF 50 $95.00 $4,750.00 15 Root Shave EA 5 $900.00 $4,500.00 16 Adjust Manhole Frame and Cover to Finished Grade EA 23 $995.00 $22,885.00 17 Furnish and Install New Water Valve Frame and Cover to Grade EA 38 $875.00 $33,250.00 18 Construct New PCC Sewer Manhole EA 3 $19,242.00 $57,726.00 19 Construct New PCC Drop Sewer Manhole with two drop connections EA 1 $40,127.00 $40,127.00 20CA 0 City of Santa Ana Page 3 Gas Tax Local Street Improvements FY 19/20 & Flower Street Sewer Manhole Improvements (Project Nos. 20-6956 & 20- Printed 01/06/2020 Bid Results Type Item Code UOM City Unit Price Line Total Comment 20 Remove Existing Manhole Structure EA 3 $3,292.00 $9,876.00 21 Bypass Pump Existing Sewer Flow LS 1 $19,227.00 $19,227.00 22 Remove Existing Sewer Main and Construct 8" PVC, Sewer Main SDR-26 LF 130 $453.00 $58,890.00 23 Remove Existing Sewer Main and Construct 15" VCP Sewer Main LF 16 $1,190.00 $19,040.00 24 Signing and Striping LS 1 $17,270.00 $17,270.00 25 Project Advertisement Sign EA 2 $1,886.00 $3,772.00 26 Labor Agreement Oversight LS 1 $10,000.00 $10,000.00 27 Traffic Control LS 1 $58,900.00 $58,900.00 28 Changeable Message Signs (CMS)` EA 4 $2,480.00 $9,920.00 29 Adjust Pull Box to Grade' EA 1 $2,230.00 $2,230.00 30 Abandon Existing Sewer Manhole Structure per City Std. Plan 1209 EA 1 $10,977.00 $10,977.00 31 Remove Existing Gate Valve Structure and Construct new Gate Valve Riser, Valve Box Fame and Cover Per City Ste. Plan 1410 EA 3 $6,590.00 $19,770.00 Subtotal $2,035,574.00 Add Alternative Bid One 32 Unclassified Excavation CY 3240 $66.00 $213,840.00 33 AC Pavement TN 4010 $74.00 $296,740.00 Subtotal $510,580.00 Add Alternative Bid Two (Replaces Add Alternate One) 34 Unclassified Excavation CY 970 $66.00 $64,020.00 I20Cs; 111 City of Santa Ana Gas Tax Local Street Improvements FY 19/20 & Flower Street Sewer Manhole Improvements (Project Nos. 20-6956 & 20- Bid Results Type Item Code UOM Qty Unit Price Line Total Comment 35 AC Pavement TN 2510 $84.00 $210,840.00 36 Full Depth Reclamation with Foamed Asphalt including 3 % asphalt binder and 1.5% cement SF 88500 $2.45 $216,825.00 Page 4 Printed 01/06/2020 37 Remove 5.5" Pulverized Material CY 1550 $84.00 $130,200.00 Subtotal $621,885.00 Notes per P-3 of Specifications 38 The lowest responsible bidder shall be selected based on the law Total base bid + Add Alternate I. The City reserves the right to award the Base Bid, and any, all, or none of the add -alternate bid items (if any). ea 0 0 0 39 ' = The quantity for this bid item is shown for bid comparison only. This bid item shall not be subject to the "25%" limit as stated in Section 3-2 of the Standard Specifications. ea 0 0 0 40 t - This bid item is considered a Specialty Item per Section 2-3.2 of the Standard Specifications. ea 0 0 0 Subtotal 0 Total $3,168,039.00 ,20Q; 12 CITY OF SANTA ANA PROJECT 2089% GASTAX LOCAL STREET IMPROVEMETNS FV 192O PROJECT 206437 FLOWER STREET SEWER MANHOLE IMPROVEMENTS PROPOSAL ADDENDUM ONE PROJECT NO.: 20-6956 GAS TAX LOCAL STREET IMPROVEMENTS FY 19/20 PROJECT 20-6437 FLOWER STREET SEWER MANHOLE IMPROVEMENTS BID PROPOSAL TO: CITY COUNCIL OF THE CITY OF SANTA ANA FROM: EBS General Engineering, Inc. REQUIREMENT: The undersigned bidder declares that they have carefully examined the location of the proposed work, that they have examined the Contract Documents in its entirety and hereby proposes to furnish all material and do all the work required to complete the said work in accordance with said plans (if any) and the specifications for the unit price(s) or lump sum(s) set forth in the following schedule: Item Description Qty Unit Unit Price Amount 1 Asphalt Rubber Hot -Mix (ARHM) 1,380 TN $ $ 109 150,420 2 Crushed Miscellaneous Base (CMB) 290 TN $ $ 129 37,410 3 Coldmill (2") 38,530 SF $ $ 0.70 26,971 4 Coldmill (K) 13,230 SF $ $ 0.90 11,907 5 Removal of 6" PCC at Various 1,680 CY $ $ Locations 138 231,840 6 Construct 6" PCC with (3-day) Cure 1,680 CY $ $ including Dowels 408 685,440 7 Crack Seal with Deere Super Gray* 15,750 LF $ $ 3.10 48,82 8 Construct PCC V-Gutter 4,730 LF $ 37 $ 175,010 Longitudinal (T=8") 9 Construct PCC Sidewalk (T=4") 810 SF $ $ 10.50 8505 10 Construct PCC Driveway Approach 1,210 SF $ $ (T=6") 14 16,940 11 Construct PCC Curb Ramp 7,880 SF $ $ 16.20 127,656 12 Construct PCC Curb & Gutter (Type 710 LF $ $ A-2-6) 53 37,630 13 Construct Cross -Gutter 3,890 SF $ $ 19 73,910 494; CITY OF SANTA ANA PROPOSAL PROJECT NO.: 20-6956 PROJECT20895 GASTAR LOCAL STREET IMPROVEMETNS FV 1900 PROJECT206 7 FLOWER STREETSEWER MANHOLE IMPROVEMENTS ADDENDUM ONE GAS TAX LOCAL STREET IMPROVEMENTS FY 19/20 PROJECT 20-6437 FLOWER STREET SEWER MANHOLE IMPROVEMENTS Item Description Qty Unit Unit Price Amount 14 PCC Grinding 50 LF $ $ 95 4750 15 Root Shave 5 EA $ $ 900 4500 16 Adjust Manhole Frame and Cover to 23 EA $ $ Finished Grade 995 22,885 17 Furnish and Install New Water 38 EA $ $ Valve Frame and Cover to Grade 875 33,250 18 Construct New PCC Sewer Manhole 3 EA $ $ 19,242 57,726 19 Construct New PCC Drop Sewer 1 EA $ $ Manhole with two drop connections 40,127 40,127 20 Remove Existing Manhole Structure 3 EA $ $ 3292 9876 21 Bypass Pump Existing Sewer Flow 1 LS $ $ 19,227 19,227 22 Remove Existing Sewer Main and 130 LF $ $ Construct 8" PVC, Sewer Main 453 58,890 SDR-26 23 Remove Existing Sewer Main and 16 LF $ $ Construct 15" VCP Sewer Main 1190 19,040 24 Signing and Striping 1 LS $ $ 17,270 17,270 25 Project Advertisement Sign 2 EA $ $ 1886 3772 26 Labor Agreement Oversight 1 LS $10,000 $10,000 27 Traffic Control 1 LS $ $ 58,900 58,900 28 Changeable Message Signs (CMS)* 4 EA $ $ 2480 9920 29 Adjust Pull Box to Grade* 1 EA $ $ 2230 2230 30 Abandon Existing Sewer Manhole 1 EA $ $ Structure Per City STD Plan 1209 10,997 10,997 31 Remove Existing Gate Valve Vault 3 EA $ $ Structure and Construct New Gate 6590 19,770 Valve Riser, Valve Box Frame and Cover Per City STD. Plan 1410 CITY OF SANTA ANA T� T� p TOPOSAL PROJECT2069% GASTAX LOCAL STREET IMPROVEMETNS FY 19M PRPROJECT 2OM37 FLOWER STREET SEWER MANH OLE IMPROVEMENTS PROJECT NO.: 20-6956 ADDENDUM ONE GAS TAX LOCAL STREET IMPROVEMENTS FY 19/20 PROJECT 20-6437 FLOWER STREET SEWER MANHOLE IMPROVEMENTS TOTAL BASE BID $ 2,035,574.00 ADD ALTERNATE I 32 Unclassified Excavation 3,240 CY $ 66 $ 213,840 33 AC Pavement 4,010 TN $ 74 $ 296,740 TOTAL ADD ALTERNATE I BID $ 510,580.00 ADD ALTERNATE II (REPLACES ADD ALTERNATE I) 34 Unclassified Excavation 970 CY $ 66 $ 64,020 35 AC Pavement 2,510 TN $ 84 $ 210,840 36 Full Depth Reclamation with Foamed Asphalt including 3% asphalt binder and 1.5% cement 88,500 SF $ 2.45 $ 216,825 37 Remove 5.5" Pulverized Material 1,550 CY $ 84 $ 130,200 TOTAL ADD ALTERNATE II BID $ 621,885 TOTAL BASE BID + ADD ALTERNATE I BID 1 $ 2,546,154.00 The lowest responsible bidder shall be selected based on the low Total base bid + Add Alternate L The City reserves the right to award the Base Bid, and any, all, or none of the add - alternate bid items (if any). * The quantity for this bid item is shown for bid comparison only. This bid item shall not be subject to the "25%" limit as stated in Section 3-2 of the Standard Specifications. The actual 494§ 14I M11W.YVY IIwr_l PROJECT20895 GASTAX LOCAL STREET IMPROVEMETNS FY 192D PROPOSAL PROJECT20037 FLOWER STREET SEVHR MANHOLE IMPROVEMENTS PROJECT NO.: 20-6956 ADDENDUM ONE GAS TAX LOCAL STREET IMPROVEMENTS FY 19/20 PROJECT 20-6437 FLOWER STREET SEWER MANHOLE IMPROVEMENTS amount for this item will be dictated by the actual quantity used, and the Agency reserves the right to increase or decrease the quantity of this item accordingly. T This bid item is considered a Specialty Item per Section 2-3.2 of the Standard Specifications. TIME FOR COMPLETION OF IMPROVEMENTS AND LIQUIDATED DAMAGES The undersigned bidder hereby proposes to complete the Work for the total base bid amount shown above, within number 100 working days after the commencement date stated in the Notice to Proceed. The liquidated damages amount, in lieu of the amount specified in Subsection 6-9 of the Standard Specifications, shall be $3,730 per calendar day. Name of Finn EBS General En¢ineerin¢, Inc. Signature of BIDDER Title Thomas Nanci, President (If an individual, so state. If a firm or co -partnership, state the firm name and give the names of all individual co-partners composing the firm. If a corporation, state legal name of corporation, and names of President, Secretary, Treasurer and Manager, thereof.) gQ940 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 20-6956 GAS TAX LOCAL STREET IMPROVEMENTS FY 19/20 PROJECT 20-6437 FLOWER STREET SEWER MANHOLE IMPROVEMENTS BIDDER'S STATEMENT BIDDER understands and agrees that this Bid Proposal, Contract Documents and subsequent Construction Contract Agreement shall constitute the entire agreement between BIDDER and the AGENCY only after it has been accepted by the City Council, endorsed by the Clerk of the Council with her signature and official seal noting hereon the action of approval of the Council, signed by the Public Works Agency Executive Director or his/her duly authorized agent, and signed by the City Attorney, denoting his approval of the form of this document, and its execution, and when it or an exact copy of it has been either delivered to BIDDER or deposited with the United States Postal Service properly addressed to the BIDDER with the correct postage affixed thereto. BIDDER further agrees that upon delivery (as defined above) of the accepted agreement he/she will furnish AGENCY all required bonds and certificate of liability insurance within ten (10) business days or the funds, check, draft, or BIDDERS bond substituted in lieu thereof accompanying this proposal shall become the property of the AGENCY and shall be considered as payment of damages due to the delay and other causes suffered by AGENCY because of the failure to furnish the necessary bonds and because it is distinctly agreed that the proof of damages actually suffered is difficult to ascertain; otherwise said funds, check, drafts, or BIDDER'S bond substituted in lieu thereof shall be returned to the undersigned. BIDDER understands that a bid is required for the entire work, the estimated quantities set forth in the bid schedule are solely for the purpose of comparing bids, and that final compensation under the contract will be based upon the actual quantities of work satisfactorily completed. The BIDDER also certifies that the bid is a balanced bid. In accordance with Section 7028.15 of the California Business and Professions Code, the undersigned certifies under penalty of perjury that the foregoing is true and correct. Name of Finn EBS General En Signature of BIDDER Inc. Title Thomas Nanci, President (If an individual, so state. If a firm or co -partnership, state the firm name and give the names of all individual co-partners composing the firm. If a corporation, state legal name of corporation, and names of President, Secretary, Treasurer and Manager, thereof.) 4947 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 20-6956 GAS TAX LOCAL STREET IMPROVEMENTS FY 19/20 PROJECT 20-6437 FLOWER STREET SEWER MANHOLE IMPROVEMENTS CONTRACTOR'S LICENSING AND REGISTRATION STATEMENT The undersigned contractor, or corporate officer, declares under penalty of perjury that he/she and all his/her subcontractors are registered with the State of California Department of Industrial Relations (DIR), and that the following is true and correct. Contractor's Name: EBS General Engineering, Inc. Business Address: 1345 Quarry Street, Ste 101 Corona CA 92879 Business E-Mail Address: bids Pebsgeneral.com Telephone: State Contractor's License No. and Class: 720016 A License Expiration Date: 3/31/20 State Dept. of Industrial Relations (DIR) Registration No.: 1000005295 State Dept. of Industrial Relations (DIR) Registration Expiration Date: 6/30/20 Signed: Title: Thomas Nanci, President 494P CITY OF SANTA ANA PROPOSAL PROJECT NO.: 20-6956 GAS TAX LOCAL STREET IMPROVEMENTS FY 19/20 PROJECT 20-6437 FLOWER STREET SEWER MANHOLE IMPROVEMENTS UADIAKU01►[fXTAX0DKOM1D»loci!=1621171ML41UK0N1►1MVILI11051OL411 Contractor is aware of the requirements of California Labor Code Section 1720, et seq., as well as California Code of Regulations, Title 8, Section 16,000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. Since the services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and since the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. City shall provide Contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Contractor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the services available to interested parties upon request, and shall post copies at the Contractor's principal place of business and at the project site. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. The undersigned certifies that the foregoing is true and correct. Name of Firm EBS General Engineering, Inc. Signature of BIDDER Title Thomas Nanci, President (if an individual, so state) MAP CITY OF SANTA ANA PROPOSAL PROJECT NO.: 20-6956 GAS TAX LOCAL STREET IMPROVEMENTS FY 19/20 PROJECT 20-6437 FLOWER STREET SEWER MANHOLE IMPROVEMENTS OWNERSHIP AFFIDAVIT STATE OF CALIFORNIA ) COUNTY OF ORANGE ) SS: CITY OF SANfA ANA ) Thomas Nanci , being duly sworn, deposes and says: []INDIVIDUAL That he/she is the party making the foregoing proposal: ❑ PARTNERSHIP That he/she is a member of the co -partnership firm designated as: and who has been and is duly vested with the authority to make and execute instruments for the co -partnership by: who constitute the other members of the co -partnership. 61ORPORATION That he is of EBS General Engineering, Inc. a corporation which is making the foregoing proposal: ❑ JOINT VENTURE That he is of one of the parties making the foregoing proposal as ajoint venture. and the he/she has been and is duly vested with the authority to execute instruments for an on behalfof the parties making said bid who are: that such a bid is genuine and not collusive or sham, and has not in any manner sought by collusion to secure any advantage against the City of Santa Ana or any person interested in the proposed contr t or mself or any other person. Signature of gidder Thomas Nanci, President Subscribed and sworn /Jl'? t^o/bee3I fore me this 0 day of nOC— 20 i (bo l FL' Y, Signature of officer Administering Oath (Notary Public) ,,.-•`_.',,, WILLIAM E. ELLIS Notary Public - California _9 Riverside County Commission N 2306766 "'• My Comm. Expires Oct 23, 2023 �O P�0 BOND# 3-B PREMIUM: NIL CITY OF SANTA ANA PROPOSAL PROJECT NO.: 20-6956 GAS TAX LOCAL STREET IMPROVEMENTS FY 19/20 PROJECT 20-6437 FLOWER STREET SEWER MANHOLE IMPROVEMENTS 1,1101.10121 KNOW ALL PRESENT that, EBS GENERAL ENGINEERING, INC. as BIDDER, and SURETEC INSURANCE COMPANY as SURETY, are held and firmly bound unto the CITY OF SANTA ANA, as AGENCY, in the penal sum of _ TEN PERCENT OF AMOUNT BID Dollars ($ 10% ), which is ten percent (10%) of the total amount bid by BIDDER to AGENCY for the above -stated project, for the payment of which sum, BIDDER and SURETY agree to be bound, jointly and severally, firmly by these presents. THE CONDITIONS OF THIS OBLIGATION ARE SUCH that, whereas BIDDER is about to submit a bid to AGENCY for the above -stated project, if said bid is rejected, or if said bid is accepted and a contract is awarded and entered into by BIDDER in the manner and time specified, then this obligation shall be null and void, otherwise it shall remain in full force and effect in favor of AGENCY. IN WITNESS WHEREOF the parties hereto have set their names, titles, hands, and seal this 23RD day of DECEMBER ,2019. BIDDER* EBS GENERAL ENGINEERING, INC., 1345 QUARRY ST., #101 BY SURETY* Subscribed and sworn to before me , 20_. Signature: Notary Public in and for the County of State of 79 SAN DIEGO. CA 92108 this day of * Provide BIDDER/ SURETY name, address, and telephone number and the name, title, address, and telephone number of authorized representative. AUTHORIZED REPRESENTATIVE: CULBERTSON INSURANCE SERVICES, INC. 5500 E. SANTA ANA CANYON RD. #201 ANAHEIM, CA 92807 (714) 921-0530 P-8 of P-17 20C-21 CALIFORNIA ALL-PURPOSE ACKNOWLEDGEMENT CIVIL CODE § 1189 ... _. .4.Y nlw-..4YA;:w.•..4': A`�A.Y:4•..Y-: w.. ti'.1..4 1. l.n�.4:�614�n...n. .�....�t �. �. �.....�..n.. n..ti .. ... .. ._.� .. .. .. n..n A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document, to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of RIVERSIDE ) On (?-r-Q before me, WILLIAM E. ELLIS, JR. Date Here Insert Name and Title of the Officer personally appeared THOMAS E. NANCI Name(s) of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/herttheir signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WILL" E. ELLIS Notary Public - California < Riverside County = Commission C 2306766 My Comm. Expires Oct 23. 2023 Place Notary Seal Above Description of Attached Document Title or Type of Document: Number of Pages: 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 ccoffiicial seal. Signature�i, [7 f_Z4�: Signature of Notary Public Document Date: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: o Corporate Officer — Title(s): ❑ Partner - o Limited In General ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer is Representing: Signer's Name: ❑ Corporate Officer — Title(s): ❑ Partner - o Limited ❑ General ❑ Individual ❑ Attorney in Fact zi Trustee ❑ Guardian or Conservator ❑ Other: Signer is Representing: .:i•:t<�:rfc.:n.!XX.4Ta..:.�w`A.Yniw.i2: ti'4s'.4rw.•: iwXxSw.�w.r4r.4^�i�rwX:a�:.c.fw cRS,a.C:aYw.`:...'C,4rc:Y.-"aYa::w.i,t•:w.ti,t'r..•.:, ® 2014 National Notary Association ' w .NationalNotary.ora ` 1-800-USNOTARY (1-800-876-6827) Item #5907 C-16 20C-22 JURAT FORM A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA ) COi.1NTYOF Orange ) Subscribed and sworn to (or affirmed) before me on this 23rd day of December , 2019 by Spencer Flake proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me. ERIN SHEZ;;O _ COMM, N-CALIFa NOTAav aUBUC �CALIFORNIAr ARY SEAL) y ORANGE COUNTY NOTARY PUBLIC SIGNATURE, Erin Sherwood I N"CGVM EXPIRES JUlY 08.2023 OPTIONAL INFORMATION THIS OPTIONAL INFORMATION SECTION IS NOT REQUIRED BY LAW BUT MAY BE BENEFICIAL TO PERSONS RELYING ON THIS NOTARIZED DOCUMENT. TITLE OR TYPE OF DOCUMENT DATE OF DOCUMENT When executing a jurat, a notary shall administer an oath of affirmation to the affiant and shall determine, from satisfactory evidence, that the affiant is the person executing the document. The affiant shall sign the document in the presence of the notary. 20C-23 eoA it: 510123 SureTec Insurance Company LUMTED POWER OF ATTORNEY Know AR Men by These Presents, That SURETEC INSURANCE COMPANY (the "Company"), a corporation drily organized and existing under the laws of the State of Texas, and having its principal office in Houston, Harris County, Texas, does by these presents make, constitute and appoint Charles L. Flake, David L. Culbertson, Spencer Flake, Heather Willis its true and lawful Attorney -in -fact, with full power and authority hereby conferred in its name, place and stead, to execute, acknowledge and deliver any and all bonds, recognizances, undertakings or other instruments or contracts of suretyship to include waivers to the conditions of contracts and consents of surety for, providing the bond penalty does not exceed Ten Million and 00/100 Dollars ($10,000,000.00) and to bind the Company thereby as fully and to the same extent as if such bond were signed by the CEO, sealed with the corporate seal of the Company and duly attested by its Secretary, hereby ratifying and confirming all that the said Attorney -in -Fact may do in the premises. Said appointment is made under and by authority of the following resolutions of the Board of Directors of the SureTec Insurance Company: Be it Resolved that the President, any Vice -President, any Assistant Vice -President, any Secretary or any Assistant Secretary shall be and is hereby vested with full power and authority to appoint any one or more suitable persons as Attomey(s)-in-Fact to represent and act for and on behalf of the Company subject to the following provisions: Attorney -in -Fact may be given full power and authority for and in the time of and of behalf of the Company, to execute, acknowledge and deliver, any and all bonds, mwgnizmces, contracts, agreements or indemnity and other conditional or obligatory undertakings and any and all notices and documents canceling or terminating the Company's liability thereunder, and any such instruments so executed by any such Attorney -in -Fact shall be binding upon the Company as if signed by the President and sealed and effected by the Corporate Secretary. Be it Resolved, that the signature of any authorized officer and seal of the Company heretofore or hereafter affixed to any power of attorney or any certificate relating thereto by facsimile, and any power of attorney or certificate bearing facsimile signature or facsimile seal shall be valid and binding upon the Company with respect to any bond or undertaking to which it is attached. (Adopted at a meeting held on 20" of April, 1999.) In Witness Whereof, SURETEC INSURANCE COMPANY has caused these presents to be signed by its CEO, and its corporate seal to be hereto affixed this lath day of September, A.D. 2018 . SURETEC CE PANY U3\-11 RANQBy: John Jr., CState of Texas ss:County of Hams On this 28th day of September , A.D. 2018 before me personally came John Knox Jr., to me known, who, being by me duly sworn, did depose and say, that he resides in Houston, Texas, that he is CEO of SURETEC INSURANCE COMPANY, the company described in and which executed the above instrument; that he knows the seal of said Company; that the seal affixed to said instrument is such corporate seal; that it was so affixed by order of the Board of Directors of said Company; and that he signed his name thereto by like order. E[-�: idetan•' ub:ic. Mite Zmm. E Naiary Xe ' — - Z, 6 eJ avez, Notary Public Jcommission expires September I , 2020 I, M. Brent Beaty, Assistant Secretary of SURETEC INSURANCE COMPANY, do hereby certify that the above and foregoing is a true and correct copy of a Power of Attorney, executed by said Company, which is still in full force and effect; and furthermore, the resolutions of the Board of Directors, set out in the Power of Attorney are in full force and effect. Given under my hand and the seal of said Company at Houston, Texas this 23RD day of DE MBER N. 201 A.D . Br t eaty, Assistant Secrete _ Any instrument issued in excess of the penalty stated above is totally void and without any validity. For verification of the authority of this power you may call (713) 812-0800 any business day between 8:30 am and 8:00 pm CST. CITY OF SANTA ANA PROPOSAL PROJECT NO.: 20-6956 GAS TAX LOCAL STREET IMPROVEMENTS FY 19/20 PROJECT 20-6437 FLOWER STREET SEWER MANHOLE IMPROVEMENTS LIST OF SUB -CONTRACTORS Section 4100 et. seq. of the Public Contract Code requires listing of all subcontractors with the bid for all subcontract work exceeding the following amount: o Streets, highways including bridge projects: 'h% of the bid or $10,000, whichever is greater o Buildings, parks, or other projects: '/z% of the bid Section 1725.5 of the Public Contract Code requires all Subcontractors be registered with the State Department of Industrial Relations (DIR). BIDDER proposes to subcontract certain portions of the work to the firms listed below: Name Mike Prlich & Sons, Inc. License #/Exp. 760474 DIR Reg. #/Exp. 1000006538 Location Baldwin Park Phone 626-813-1700 Type Of Work Sewer Amount $ 204,840 Name Pavement Rehab Company License #/Exp. 1051374 DIR Reg. #/Exp. 1000064823 License # Location Costa Mesa Phone 714-238-1444 Type Of Work Crack Seal Amount $ 43,312.50 Name Pavement Recycling Systems, Inc License #/Exp. 569352 DIR Reg. #/Exp. 1000003363 License # Location Turupa Valley Phone 951-682-1091 Type Of Work Cold Mill Amount $ 338,791 Signature of Bidder Name Superior Pavement Markines License #/Exp. 776306 DIR Reg. #/Exp. 1000001476 Location Cypress Phone 714-995-9100 Type Of Work Sign & Stripe Amount $ 14,221.90 Name License #/Exp. DIR Reg. #/Exp. License # _ Location _ Phone Type Of Work Amount $ Name License #/Exp. DIR Reg. #/Exp. License # _ Location _ Phone Type Of Work Amount $ 4q bf,9§ CITY OF SANTA ANA PROPOSAL PROJECT NO.: 20-6956 GAS TAX LOCAL STREET IMPROVEMENTS FY 19/20 PROJECT 20-6437 FLOWER STREET SEWER MANHOLE IMPROVEMENTS REFERENCES The following are the names, addresses, and telephone numbers for THREE public agencies for which the BIDDER has performed similar work within the past three years. 1. See attached reference list Name and Address of Owner. Name and Telephone Number of person familiar with project. Contract Amount Type of Work Date Completed 2. Name and Address of owner. Name and Telephone Number of person familiar with project. Contract Amount Type of Work Date Completed 3. Name and Address of owner. Name and Telephone Number of person familiar with project. Contract Amount Type of Work Date Completed The following are the names, addresses, and telephone numbers of all brokers and sureties from whom BIDDER intends to procure insurance and bonds. Culbertson Insurance Services: 5500 E. Santa Ana Canyon Rd., Ste 201 Anaheim CA 92807 714-921-0530 Invensure Insurance Brokers: 17991 Cowan Irvine CA 92614 (949) 756-4100 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 20-6956 GAS TAX LOCAL STREET IMPROVEMENTS FY 19/20 PROJECT 20-6437 FLOWER STREET SEWER MANHOLE IMPROVEMENTS ADDITIONAL REFERENCES The following are the names, addresses, and telephone numbers for THREE public agencies for which the BIDDER or Subcontractor has performed similar work in the past five years. 1 See attached reference list Name and Address of Owner. Name and Telephone Number of person familiar with project. Contract Amount Type of Work Date Completed 2. Name and Address of owner. Name and Telephone Number of person familiar with project. Contract Amount Type of Work Date Completed 3. Name and Address of owner. Name and Telephone Number of person familiar with project. Contract Amount Type of Work Date Completed The following are the names, addresses, and telephone numbers of all brokers and sureties from whom BIDDER intends to procure insurance and bonds. See info on P-10 Q1`df 7 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 20-6956 GAS TAX LOCAL STREET IMPROVEMENTS FY 19120 PROJECT 20-6437 FLOWER STREET SEWER MANHOLE IMPROVEMENTS NON -COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) In conformance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived, or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any other BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above Non -collusion Affidavit is part of the Proposal. BIDDERS are cautioned that rrlakjpg a f Ise certification may subject the certifier to criminal prosecution. Signed `�� (1� Thomas Nanci, President State of California County of Subscribed and sworn to (or affirmed) before me on this ' day of C . 20_4, by , proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me �— Notary Public Signature Notary Public Seal WILLIAM E. ELLIS Notary Public - California Riverside County € Commission q 230ri766 My Comm. Expires Oct 23, 2023 �d-f Pz'6 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 20-6956 GAS TAX LOCAL STREET IMPROVEMENTS FY 19/20 PROJECT 20-6437 FLOWER STREET SEWER MANHOLE IMPROVEMENTS NON-DISCRIMINATION CERTIFICATE The undersigned contractor or corporate officer, during the performance of this contract, certifies as follows: 1. The Contractor shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Contractor shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Contractor shall, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Contractor shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Contractor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Contractor shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Contractor shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6. In the event of the Contractor's non-compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Contractor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 93`df A9 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 20-6956 GAS TAX LOCAL STREET IMPROVEMENTS FY 19/20 PROJECT 20-6437 FLOWER STREET SEWER MANHOLE IMPROVEMENTS 7. The Contractor shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the Contractor may request that the United States enter into such litigation to protect the interests of the United States. 8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, no discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any contractor of public works violating this Section is subject to all the penalties imposed for a violation of the Chapter. Signed: -- �_ 0 "Iu_ ►. ' M Firm: EBS General Engineering, Inc. Date: ?4419f-A9 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 20-6956 GAS TAX LOCAL STREET IMPROVEMENTS FY 19/20 PROJECT 20-6437 FLOWER STREET SEWER MANHOLE IMPROVEMENTS STATEMENT REGARDING APPRENTICESHIP REQUIREMENTS The undersigned BIDDER is familiar with the requirements of Section 1777.5 of the State Labor Code regarding employment of apprentices, and understands that contractors on contracts exceeding $30,000 or 20 working days shall: 1. Apply to the joint apprenticeship committee administering the apprenticeship standards of the craft or trade in the area of the site of the public work for a certificate approving the contractor under the apprenticeship standards for the employment and training of apprentices in the area or industry affected. 2. Employ the number of apprentices or the ratio of apprentices to journeymen stipulated in the apprenticeship standards. 3. Contribute to the fund or funds in each craft or trade in which he/she employs journeymen or apprentices on the public work, in the same amount or upon the same basis and in the same manner as the other contractors, except contractors not signatory to the trust agreement shall pay a like amount to the California Apprenticeship Council. Signed: Title: Thomas Nanci, President Firm: EBS General Engineering, Inc. Date: M-Al CITY OF SANTA ANA PROPOSAL PROJECT NO.: 20-6956 GAS TAX LOCAL STREET IMPROVEMENTS FY 19/20 PROJECT 20-6437 FLOWER STREET SEWER MANHOLE IMPROVEMENTS STATEMENT REGARDING "ANTI -KICKBACK" REQUIREMENTS The undersigned is submitting this proposal for performing by contract the work required by these bid documents, agrees to comply with the Copeland "Anti -Kickback" Act (18 USC 74) as supplemented in the Department of Labor regulations (29 CFR, Part 3). This act provides that each contractor or subcontractor shall be prohibited from inducing, by any means, any person employed in the construction or repair of public work, to give up any part of the compensation to which he/she is otherwise entitled. Signed: C -_o Title: Thomas Nanci. President Firm: ERS General Engineering, Inc_ Date: 1?11nn4 M-A CITY OF SANTA ANA PROPOSAL PROJECT NO.: 20-6956 GAS TAX LOCAL STREET IMPROVEMENTS FY 19/20 PROJECT 20-6437 FLOWER STREET SEWER MANHOLE IMPROVEMENTS PUBLIC CONTRACT CODE SECTION 10162 QUESTIONNAIRE In conformance with Public Contract Code Section 10162, the BIDDER shall complete, under penalty of perjury, the following questionnaire: Has the BIDDER, any officer of the BIDDER, or any employee of the BIDDER who has a proprietary interest in the BIDDER, ever been disqualified, removed, or otherwise prevented from bidding on, or completing a federal, state, or local government project because of a violation of law or a safety regulation? Yes No J If the answer is yes, explain the circumstances in the following space. ?Kf-A 3 YEAR REFERENCES — PUBLIC WORKS 1. Proiect Name 2017/2018 Arterial and Minor Streets Maintenance City of Riverside Principal Contact Phone Steve Howard, Construction Project Manager (951) 826-5708 Price of Contract Dates $2,376,001 7/2018 — 4/2019 Type of Work Street Maintenance: Minor PCC, Asphalt Grind & Pave, Adjust Utilities 2. Proiect Name Westminster Ave from Harbor Blvd. to Clinton St. & Clinton St. to Fairview St. Improvements Owner City of Santa Ana Principal Contact Phone Tyrone Chesanek, Principal Civil Engineer (714) 647-5074 Price of Contract Dates $1,399,000 6/2018 — on -going Street Maintenance: Minor PCC, Asphalt Grind & Pave, Adjust Utilities 3. Proiect Name FY 2016/17 Annual Sidewalk Repair Owner City of Rancho Palos Verdes Principal Contact Phone James Flannigan, Asst Eng (310) 544-5295 Price of Contract Dates $183,548 8/2017—10/2017 Tvoe of Work Sidewalk Repairs, Grind SW Joints 4. Proiect Name FY 2016/17 Annual Concrete Replacement City of Orange Principal Contact Phone Matthew Lorenzen, Project Manager (714) 744-5566 Price of Contract Dates $289,400 6/2017 — 9/2017 Tvoe of Work Minor PCC— Curb & Gutter, Driveways, Cross Gutter, Sidewalk, Ramps 20C-34 3 YEAR REFERENCES — PUBLIC WORKS S. Proiect Name Palos Verdes Southbound Right Turn Lane at PCH Owner City of Redondo Beach Principal Contact Phone Didar Khander, P.E. (310) 318-0661 x 2456 Price of Contract Dates $219,570 10/2017 — 7/2018 Construction of Right -Turn Lane: Minor PCC, Asphalt Grind & Pave, Adjust Utilities 6. Proiect Name Citywide Pothole Repairs Owner City of Compton Principal Contact Phone John Strickland, Project Manager 310-761-1422 Price of Contract Dates $640,000 9/2018—12/2017 Type of Work Pothole Preparation, Asphalt Installation 20C-35 EXHIBIT 4 PROJECT 20-6956 & 20-6437 GAS TAX LOCAL STREET IMPROVEMENTS FY 19/20 AND FLOWER STREET SEWER MANHOLE IMPROVEMENTS This CONSTRUCTION CONTRACT is made and entered into this 21' day of January, 2020 by and between the City of Santa Ana, California, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "CITY"), and EBS General Engineering Inc. (hereinafter "CONTRACTOR"). WH'NESSETH: The CITY and the CONTRACTOR, for the consideration hereinafter named, mutually agree as follows: 1. CONTRACTOR agrees to perform all the work and furnish all the materials at its own cost and expense necessary to construct and complete in a good and workmanlike manner and to the satisfaction of the City Engineer of the CITY, the Gas Tax Local Street Improvements FY 19/20 and Flower Street Sewer Manhole Improvements Project (hereinafter referred to as the "WORK OF IMPROVEMENT") identified in and in accordance with the Contract Documents prepared by the City's Public Works Agency and approved by the City Council. 2. The complete Construction Contract consists of the "Contract Documents" as defined by the Standard Specifications for Public Works Construction and which include the following: • Notice Inviting Bids • Information to Bidders • Bid Proposal • Bid Bond • Contract Form • Contract Bonds • General Provisions • Special Provisions • Technical Provisions and Project Plans • Community Workforce Agreement • Appendices In case of conflict between the Contract Documents, the precedence of documents shall be as established in the Standard Specifications for Public Works Construction. 3. CITY agrees to pay and CONTRACTOR agrees to accept in full payment to complete the WORK OF IMPROVEMENT the sum total amount not to exceed Two Million Five Hundred Forty -Six Thousand One Hundred Fifty -Four Dollars and No Cents ($2,546,154.00), as set forth and identified in the BID PROPOSAL, which is attached hereto and incorporated herein as Exhibit "A." 20C-36 The BID PROPOSAL contains a schedule of unit price(s) or lump sum(s) based on approximate quantities only, and the City does not expressly or by implication agree that the actual amount of work will correspond therewith, but reserves the right to increase or decrease the amount of any class or portion of the work or to omit portions of the work as may be deemed necessary or advisable. 4. CONTRACTOR agrees to complete the WORK OF IMPROVEMENT within the time specified in the Time for Completion of Improvements section of the BID PROPOSAL (Exhibit "A") including commencing construction within the timeframe therein specified after issuance of a Notice to Proceed. 5. The CONTRACTOR will pay, and will require all subcontractors to pay, all employees on the WORK OF IMPROVEMENT a salary or wage at least equal to the prevailing salary or wage established for such work as set forth in the wage determinations for this work in accordance with applicable State and Federal law. 6. If applicable, the CONTRACTOR shall adhere to the CITY'S Community Workforce Agreement (CWA), a pre -hire collective bargaining agreement, which establishes the labor relations policies and procedures for CONTRACTOR to follow in the crafts persons employed to complete the WORK OF IMPROVEMENT as more fully described in the CWA. The CWA may be found on the City's website at: http://www.santa-ana.org/pwa/documents/CWA.pd 7. CONTRACTOR shall, after award of this Contract, furnish two bonds to be approved by the CITY, one in the amount of One Hundred Percent (100%) of the Contract price, to guarantee the faithful performance of the work (Performance Bond), and one in the amount of One Hundred Percent (100%) of the Contract price to guarantee payment of all claims for labor and materials furnished (Payment Bond). This Contract shall not become effective until such bonds are supplied to and approved by the CITY. 8. CONTRACTOR shall, prior to the release of the performance and payment bonds or the retention payment, furnish a warranty performance and payment bond (Warranty Bond). Said Warranty Bond shall also be required as a condition of project acceptance. For projects up to Five Hundred Thousand Dollars ($500,000), the Warranty Bond amount shall be the greater of Ten Thousand Dollars ($10,000) or Twenty Percent (20%) of the final contract price. For projects above Five Hundred Thousand Dollars ($500,000), the Warranty Bond amount shall be the greater of One Hundred Thousand Dollars ($100,000) or Ten Percent (10%) of the final contract price. 9. CONTRACTOR shall, after award of this Contract, furnish Certificates of Liability Insurance and Worker's Compensation Insurance as outlined in the General Provisions, to be approved by the CITY. // 20C-37 Page 2 of 3 IN WITNESS WHEREOF, the parties hereto have executed this Construction Contract on the day and year first above written. ATTEST: DAISY GOMEZ Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO Cit: 51 RECOMMENDED FOR APPROVAL: NABIL SABA, PE Acting Executive Director Public Works Agency CITY OF SANTA ANA KRISTINE RIDGE City Manager CONTRACTOR: EBS General Engineering Inc. NAME: homas Nanci TITLE: President 20C-38 Page 3 of 3 EXHIBIT 5 COST ANALYSIS CONSTRUCTION OF THE PROJECT NO. 20-6956 & 20-6437: GAS TAX LOCAL STREET IMPROVEMENTS FY 19/20 AND FLOWER STREET SEWER MANHOLE IMPROVEMENTS Construction Contract $ 2,546,154.00 Contract Administration $ 165,936.00 Inspection and Testing $ 215,986.00 Contingencies $ 298,211.00 TOTAL ESTIMATED CONSTRUCTION COSTS $ 3,226,287.00 20C-39 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE: AWARD BLANKET ORDER CONTRACT IN THE AMOUNT OF $250,000 TO GRAINGER, INC. AND AMEND CURRENT BLANKET ORDER CONTRACT ($157,000) WITH GRAINGER, INC. FOR MAINTENANCE, REPAIR AND OPERATIONS SUPPLIES (SPECIFICATION NO. 20-001) {STRATEGIC PLAN NO. 6,21 /s/Kristine Ridge CITY MANAGER :7xd91LViILVi121ki1111111A11111V_«IEel ki CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 111 Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER 1. Award a blanket order contract to Grainger, Inc., for maintenance, repair and operations supplies for a three-year period expiring December 31, 2022, with provisions for two one-year renewal periods exercisable by the City Manager, in an annual not to exceed amount of $250,000, subject to non -substantive changes approved by the City Manager and City Attorney. 2. Amend current blanket order contract amount with Grainger, Inc. (Specification 15-003) for maintenance, repair and operations supplies by $27,000 for a new total amount of $157,000 to allow for uninterrupted services through the end of the current contract term on January 31, 2020. DISCUSSION Citywide departments require miscellaneous supplies, parts, equipment, and materials in order to perform general maintenance. Supplies for maintenance and repairs include power tools, hardware, HVAC, electrical, plumbing, confined space and safety equipment and supplies. These types of items are ordered on an as -needed basis by various end -user departments and agencies including Public Works, Police, Detention Facility, Building Maintenance, and Parks, Recreation and Community Services. This contract will be utilized to ensure City facilities are maintained and adequate tools, supplies, and materials are reasonably available for the ongoing maintenance of City facilities. 22A-1 Award Contract for Maintenance, Repair and Operations Supplies January 21, 2020 Page 2 Purchasing staff researched procurement options for maintenance, repair and operations supplies. Santa Ana Ordinance No. NS-2770 authorizes the City to purchase from vendors that have been awarded a contract resulting from a competitive bid. Using cooperative purchasing contracts offers public agencies opportunities for greater efficiencies in acquiring goods and provides greater cost savings by leveraging multiple agency buying volumes. On July 1, 2019, Grainger, Inc. was awarded a contract through Omnia Partners (National IPA and U.S. Communities), an independent public sector cooperative purchasing agency, as a result of a competitive bid comparable to the City's process. Grainger, Inc. was selected based on their competitive pricing, service levels, breadth of product offering, and local economic impact and is able to manage high frequency, small volume, will -call orders made for a wide variety of materials. The Omnia Partners contract term is from July 1, 2019 through December 2022, with two one-year renewal options. On February 3, 2015, the City Council awarded a three-year contract with provisions for two one- year renewal options to Grainger, Inc. based upon a competitively bid contract awarded through the National Intergovernmental Purchasing Alliance (National IPA). Since the blanket order contract was established, contract usage by multiple City departments providing maintenance and repair services for the City's infrastructure has increased as City staff more frequently performs certain maintenance, repairs, and light construction projects whenever possible in an effort to reduce other contractual costs. Increasing the current contract amount will allow staff to continue meeting the ongoing demand to complete repairs and maintenance work. Staff recommends approval of the amended annual not -to -exceed amount through the end of the current blanket order contract term on January 31, 2020. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Strategic Plan Goal #6 — Community Facilities & Infrastructure, Objective #2 (address deferred maintenance on City buildings and equipment). FISCAL IMPACT Funds are available in the various departmental Operating Materials and Supplies accounts (63001). Kathryn Downs, CPA Executive Director Finance and Management Services Agency 22A-2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE AWARD A BLANKET ORDER CONTRACTS TO CONSUMER PIPE AND SUPPLY, S & J SUPPLY COMPANY INC., UNITED WATER WORKS, AND FERGUSON ENTERPRISES, LLC, FOR COPPER TUBING, IN AN ANNUAL AGGREGATE AMOUNT NOT TO EXCEED $100,000 (TOTAL AGREEMENT AMOUNT NOT TO EXCEED $500,000) (SPECIFICATION NO. 19-122) (NON -GENERAL FUND) {STRATEGIC PLAN NO. 6, 1C} /s/Kristine CITY MANAGER CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER RECOMMENDED ACTION Award blanket order contracts for copper tubing for a two-year period, beginning February 1, 2020, and expiring January 31, 2022, with provisions for three one-year renewal options exercisable by the City Manager, in an annual aggregate amount not to exceed $100,000, for a total agreement amount not to exceed $500,000, including the optional renewals, subject to non -substantive changes approved by the City Manager and City Attorney, with the following vendors: Vendor Location Consumer Pipe and Supply Fontana S & J Supply Company Inc. Santa Fe Springs United Water Works Santa Ana Ferguson Enterprises, LLC Santa Ana DISCUSSION The City's Central Stores Division purchases various materials for day-to-day use by all City departments. The agreement for copper tubing recently expired and the City issued a bid for qualified bidders to furnish and deliver copper tubing on an as -needed basis. The Notice Inviting Bids was advertised on November 5, 2019, on the City's online bid management and publication system. A summary of the Invitation for Bids and bids received is as follows: 22B-1 Award Contracts for Copper Tubing January 21, 2020 Page 2 287 Vendors notified 5 Santa Ana vendors notified 15 Vendors downloaded the bid packet 4 Bid received 2 Bids received from Santa Ana vendors Four Bids were received and opened on November 26, 2019. Upon evaluation (Exhibit 1), all bids received were determined to be responsive. Bids received from Consumer Pipe and Supply, S & J Supply Company Inc., United Water Works, and Ferguson Enterprises LLC, were comparable in price, responsive to specifications, and met the City's requirements. The annual amount of $100,000 is based on historical expenditure trends. Outreach Efforts The Purchasing Division advertised this project on the City's online bid management and publication system, which directly notified five Santa Ana vendors. Four vendors downloaded and submitted bid packets for consideration. The two bids submitted by Santa Ana vendors qualified for a 1 % local vendor preference, which was applied during the bid evaluation. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Strategic Plan Goal #6 — Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy C (invest resources and technology to extend the service life of existing infrastructure to protect the City's investment and support a high quality of life standard. FISCAL IMPACT Funding for the initial two-year term (FY 2019-20 through FY 2020-21) and three subsequent one- year renewal periods will be budgeted and made available for expenditure in the accounts specified below: Fiscal Year Accounting Unit- Fund Description Account Unit, Account Amount Account# Description Stores & Property Control- FY19-20 07617102-63001 Internal Service Fund Miscellaneous Operating $41,667 Expenses Stores & Property Control- FY20-21 07617102-63001 Internal Service Fund Miscellaneous Operating $100,000 Expenses Stores & Property Control- FY21-22 07617102-63001 Internal Service Fund Miscellaneous Operating $100,000 Expenses Stores & Property Control- FY22-23 07617102 63001 Internal Service Fund Miscellaneous Operating $100,000 Expenses 22B-2 Award Contracts for Copper Tubing January 21, 2020 Page 2 Fiscal Year Accounting Unit- Fund Description Account Unit, Account Amount Account# Description Stores & Property Control- FY23-24 07617102 63001 Internal Service Fund Miscellaneous Operating $100,000 Expenses Stores & Property Control- FY24-25 07617102 63001 Internal Service Fund Miscellaneous Operating $58,333 Expenses Total $500,000 Nabil Saba, PE Interim Executive Director Public Works Agency NS/KL/GL Exhibit: 1. Abstract of Bids APPROVED AS TO FUNDS AND ACCOUNTS: Kathryn Downs, CPA Executive Director Finance and Management Services Agency 22B-3 EXHIBIT 1 � c U C — O' N E O c U Q Q U Q LL cn m � c o2S N U U o U U N J 7 J � N � L LN Q N O O_ c N C LL U d O_ D U c (D cu E c c =; M O (n LL c O U c m 0 m 0 F F �a Q O M 00 00 0 O v rn n 61) O cq O n 0 n 00 rn Q Z Q Z f0 00 co LO n ai a N O co CO O_ EA 0 E Q CO L6 C LL 22B-4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE: AWARD A CONTRACT IN THE AMOUNT OF $240,000 TO MOTOROLA SOLUTIONS, INC. FOR MOTOROLA 800 MHZ COMMUNICATIONS SYSTEM EQUIPMENT (SPECIFICATION NO. 19-128) {STRATEGIC PLAN NO. 1, 51 /s/Kristine Ri CITY MANAGER CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1"Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO 1�1��►1�1�1:3q:7 RECOMMENDED ACTION Award a blanket order contract to Motorola Solutions, Inc, for Motorola 800 MHz communications system equipment for a three-year period expiring January 20, 2022, in an amount not to exceed $240,000, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION The Santa Ana Police Department utilizes hand-held portable and mobile radios to communicate with other field personnel, the Santa Ana Police Department (SAPD) Dispatch Center, and Orange County agencies via the Orange County Communications System (county -wide dispatch center). The 800 MHz Communications system has been in place since 1995 when County of Orange completed a competitive bid process and entered into a contract with Motorola Solutions, Inc. to provide the 800 MHz Countywide Coordinated Communications System (CCCS) integrated radio communications system, which was designed, built, and installed by Motorola using proprietary equipment and technology. This system allows all Police, Fire, Public Works, and Marine Safety agencies in Orange County to share a common radio system, yet provides agencies with their own dispatch and tactical channels. Radios are utilized for both emergent and non -emergent radio traffic. Hand-held radios are a critical lifeline for sworn and professional field personnel, for sharing rapidly changing information pertaining to calls for service and for relaying field personnel safety messages. This contract will allow the Police Department to purchase additional radios as police officers complete training and new vehicles are placed into service over the next three-year period. During the 2019-20 fiscal year, the Police Department intends to purchase seven mobile radios, two for Field Operations vehicles, four for MET Team vehicles, and one spare for unanticipated needs. 22C-1 Award Contract for Motorola 800 MHZ Communications System Equipment January 21, 2020 Page 2 This three-year contract in the amount of $240,000 will cover the period of January 21, 2019 through January 20, 2022. Santa Ana Municipal Code Section 2-807 requires that contracts for City purchases be awarded on the basis of obtaining maximum quality at minimum costs after a competitive process, but allows for awards of purchases exempt from a bid process whenever it shall appear that there is only one reasonable available source. The County established Agreement No. MA-060-15011560 with Motorola Solutions, Inc. for 800 MHz CCS under their Sole Source Procurement Policy, providing access to the existing radio communication system throughout Orange County to participating public safety and public service organizations throughout the County. Motorola Solutions, Inc., the manufacturer, extends discounted pricing under the County's agreement to all public agencies in Orange County utilizing the 800 MHz Countywide Coordinated Communications System. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Strategic Plan Goal #1 — Community Safety, Objective #5 (provide high quality Police and Fire/Emergency Medical Services response within the City of Santa Ana). FISCAL IMPACT Funding for the first year of this contract is available in the FY 2019-20 accounts listed below. Funding for FY 20-21 and FY 21-22 of the contact will be allocated during future budget years as follows: Fiscal Account Unit — Fund Accounting Unit, Amount Year Account # Description Account Description 2019-20 16614450 63001 US DOJ Asset US DOJ Asset $45,714 Forfeiture Fund Forfeiture, Miscellaneous Operating Expense 2019-20 01114420 63001 General Fund PD Field Operations $22,857 2019-20 01114450 63001 General Fund PD Central Distribution $11,429 Center 2020-21 01114450 63001 General Fund PD Central Distribution $80,000 Center 2021-22 01114450 63001 General Fund PD Central Distribution $80,000 Center Total $240,000 22Ci-2 Award Contract for Motorola 800 MHZ Communications System Equipment January 21, 2020 Page 3 David Valentin Chief of Police Santa Ana Police Department APPROVED AS TO FUNDS AND ACCOUNTS: Kathryn Downs, CPA Executive Director Finance and Management Services Agency 22C-3 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE: AWARD A PURCHASE ORDER FOR AN AMOUNT NOT TO EXCEED $489,619 TO FAIRWAY FORD SALES, INC. FOR TWELVE FORD POLICE INTERCEPTOR VEHICLES (SPECIFICATION NO. 19-135) {STRATEGIC PLAN NO. 1, 5 and 6,21 /s/Kristine Ri CITY MANAGER CLERK OF COUNCIL USE ONLY: _••e• 97 ❑ As Recommended ❑ As Amended ❑ Ordinance on 1"Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO 11111111111►11l RECOMMENDED ACTION Authorize a one-time purchase and payment of purchase order to Fairway Ford Sales, Inc for twelve Ford Police Interceptor vehicles for the Santa Ana Police Department for a total amount not to exceed $489,619, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION The Santa Ana Police Department has a fleet of 272 vehicles. 102 of these vehicles are patrol vehicles assigned to Field Operations and the Gang Unit. The Police Department uses Ford Police Interceptor vehicles, similar to Ford Explorers, as the standard vehicle in Field Operations. The City's Vehicle Replacement Policy provides guidelines and criteria for determining when a vehicle needs replacement. The Equipment Lifecycle Guidelines include the replacement of all police patrol vehicles every four years or 80,000 miles. This recommended replacement schedule is based on the constant use and high mileage put on these vehicles, along with hard driving conditions that accompany many police patrol vehicles. This contract award will provide 12 Ford Police Interceptor vehicles for the Police Department. The FY 2019-20 budget includes funding for six additional vehicles to support the needs of the Field Operations Bureau and the new MET Team. In addition, six vehicles have reached the end of their useful life. Four were totaled and two are scheduled replacements. For the damaged vehicles, insurance claims will be processed by the City's Risk Management Division. Ford has a four month lead time for the delivery of these vehicles from receipt of order. Once the vehicles are received, they are equipped with the required, radios, light bars, and equipment. With these timelines, it is expected that the new vehicles will go in service in the summer of 2020. 22D-1 Award Purchase Order for Ford Police Interceptor Vehicles January 21, 2020 Page 2 The Notice Inviting Bids was advertised on December 9, 2019, on the City's online bid management and publication system. A summary of the Invitation for Bids and bids received is as follows: 379 Vendors notified 16 Santa Ana vendors notified 9 Vendors downloaded the bid packet 4 Bids received 0 Bids received from Santa Ana vendors The Purchasing Division advertised this project on the City's online bid management and publication system, which directly notified 16 Santa Ana vendors. None of the Santa Ana Vendors submitted bid packets for consideration. The bid was opened on January 3, 2020, and evaluated (Exhibit 1). The bid submitted from Fairway Ford Sales, Inc. is responsive to the specifications and meets the City's requirements. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Strategic Plan Goal #1 — Community Safety, Objective #5 (provide high quality Police and Fire/Emergency Medical Services response within the City of Santa Ana); and Goal #6 — Community Facilities and Infrastructure, Objective #2 (address deferred maintenance on City buildings and equipment). FISCAL IMPACT Funds for this purchase are available in the following Fleet and Police Department accounts: Fund/Account Description Amount 07017100 66400 Fleet Replacement $247,104 01114420 66400 Field Operations $82,368 16614450 66400 Equitable Sharing - DOJ $160,147 Total $489,619 22D-2 Award Purchase Order for Ford Police Interceptor Vehicles January 21, 2020 Page 3 David Valentin Chief of Police Santa Ana Police Department 1�7i117fi�ii•_1:�1�T.i�.Si:IC'� APPROVED AS TO FUNDS AND ACCOUNTS: Kathryn Downs, CPA Executive Director Finance and Management Services Agency 22D-3 ABSTRACT OF BIDS FORD POLICE INTERCEPTOR VEHICLES Fairway Ford Sales, Inc. South Bay Ford Lincoln Theodore Robins Ford Wondries Fleet Group Placentia, CA Hawthorne, CA Costa Mesa, CA Alhambra, CA AGATE BLACK WITH OXFORD WHITE ROOF & DOORS Total Price per vehicle $41,183.98 $42,595.48 $41,190.13 $41,457.11 Quantity 8 8 8 8 Purchase Total $329,471.86 $340,763.85 $329,521.07 $331,656.86 SOLID COLOR AGATE BLACK Total Price per vehicle Quantity Purchase Total $40,036.86 $41,413.40 $40,316.02 $40,528.48 4 4 4 4 $160,147.43 $165,653.59 $161,264.10 $162,113.93 EXHIBIT 1 22D-4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE: AMEND PURCHASE ORDER WITH LOS ANGELES TRUCK CENTERS, LLC, FOR TWO COMPRESSED NATURAL GAS DUMP TRUCKS IN THE AMOUNT OF $458,827 (SPEC. NO. 18-070) {STRATEGIC PLAN NO. 6,21 /s/Kristine Ridge CITY MANAGER CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2i1 Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER RECOMMENDED ACTION Amend the contract with Los Angeles Truck Centers, LLC, for the procurement of two additional compressed natural gas dump trucks in the amount of $448,827, plus a contingency of $10,000, for a total amount not to exceed $458,827, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION The Public Works Agency, Fleet Services Division (Fleet Division) is responsible for the acquisition, maintenance, repair, and replacement of vehicles, trucks, and maintenance equipment. The Public Works Agency, Maintenance Services Division is in need of two new dump trucks (vehicles) to replace the existing aging fleet of work trucks. The vehicles are utilized daily to move heavy equipment, tree trunks, debris and rubbish removal. The vehicles have also been crucial in responding to homeless related request for services to locations with challenging terrain, including the Santiago Creek and railroads. In addition, the vehicles are vital when deployed as part of the City's emergency response to storms, heavy winds, and/or related flooding. Due to their heavy use and age, the trucks on hand are now unreliable, constantly breaking down, and require costly repairs. The existing vehicles are 2002 models and have reached the end of their useful lifecycle. The vehicles exceed the City's Fleet Services Division's recommended Equipment Lifecycle Guidelines, earning a "terrible" rating, based on industry standards from the Municipal Equipment Maintenance Association, the National Association of Fleet Administrators, and the American Public Works Association. Furthermore, the equipment will not comply with the State of California Air Resources Board Portable Equipment Registration Program in 2021. The new equipment will be fueled with compressed natural gas (CNG), which not only meets State requirements, but will also reduce greenhouse gas emissions and lower fuel consumption, resulting in reduced costs and better air quality. 22E-1 Contract Amendment for two Compressed Natural Gas Dump Trucks January 21, 2020 Page 2 On November 20, 2018, the City Council awarded a purchase order to Los Angeles Truck Centers, LLC, for the purchase of two compressed natural gas dump trucks. Four Santa Ana vendors were notified in the original Invitation for Bid and 12 vendors downloaded the bid packet. Ultimately, the City only received one bid. Los Angeles Truck Centers, LLC, has agreed to honor the same pricing for two additional compressed natural gas dump trucks with the same specifications. The purchase price of $448,827 for both trucks represents the best value to the City. To allow for unanticipated commodity surcharges due to the volatility of the existing metals market, a $10,000 contingency has been included in the award amount. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Strategic Plan Goal #6 — Community Facilities & Infrastructure, Objective #2 (address deferred maintenance on City buildings and equipment). FISCAL IMPACT Funds in the amount of $458,827 are available in the FY 2019-20 Public Works Agency Environment/Sanitation account (No. 06817640-66400) as follows: Fiscal Year Accounting Unit- Fund Description Accounting Unit, Amount Account # Account Description Public Works- FY 2019-20 06817640-66400 Sanitation Fund Environment/Sanitation, $458,827 Machinery & Equipment Total: $458,227 APPROVED AS TO FUNDS AND ACCOUNTS: Nabil Saba, PE Kathryn Downs, CPA Interim Executive Director Executive Director Public Works Agency Finance and Management Services Agency N S/TC/GL/S M 22E-2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE: APPROVE A CONTRACT AMENDMENT FOR OFFICE FURNITURE, INSTALLATION, AND RELATED SERVICES FOR NEWHOPE LIBRARY WITH THE ESTABLISHED CITY VENDORS TO INCREASE THE AGGREGATE AMOUNT BY $200,000, TO BE FUNDED BY THE CANNABIS PUBLIC BENEFIT FUND {STRATEGIC PLAN NO. 5,61 /s/Kristine Ri CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO 1�1��►U1�1:3ga Authorize the City Manager to execute a contract amendment for office furniture, installation and related services for Newhope Library with the established City vendors to increase the aggregate amount by $200,000 to be funded by the Cannabis Public Benefit Fund, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION The Newhope Branch Library is currently undergoing a transformation. As part of the project, the following improvements are being made: • Operating hours are increasing from 27 to 48 hours per week, open Monday through Saturday • Painting outside of the building; refresh landscaping • Renovating the youth learning center area • Repurposing the craft room storage to a useable space for youth and teen activities • Providing consistent youth programming and events In order to complete these spaces within the library, new equipment and furniture are needed. As part of the Newhope Library revitalization project, this furniture purchase will allow the location to provide additional facilities and programs to the City's youth population. On December 3, 2019, the City Council awarded contracts to the following vendors for the purchase of office furniture, installation and related services: 22F-1 Approve a Contract Amendment for Office Furniture for Newhope Library January 21, 2020 Page 2 Vendor Location Culver -Newlin Corona GM Business Interiors Riverside Interior Office Solutions Irvine Pivot Interiors Costa Mesa Yamada Enterprises Huntington Beach The total aggregate amount between the five selected vendors was for an amount not to exceed $1,213,740, which includes a 10 percent contingency. Of this amount, $100,000 was allocated to the Library. The Library has since reviewed its furniture needs with Yamada Enterprises and the cost for replacement furniture of the Newhope Library is approximately $300,000. Therefore, the City is requesting to increase the aggregate contract authority by $200,000 for a total amount allocated to the library of $300,000. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Strategic Plan Goal #5 - Community Health, Livability, Engagement & Sustainability, Objective #6 (focus projects and programs on improving the health and wellness of all residents). FISCAL IMPACT Funds are available for the increase in the following account for the specified fiscal year of the term: Fiscal Accounting Unit- Fund Accounting Unit, Amount Year Account # Description Account Description FY 19-20 01213020-63001 Cannabis PRCSA-Youth Services, $200,000 Fund Miscellaneous Operating Expenses Brian Sternberg Library Services Director Santa Ana Public Library Lisa Rudloff Executive Director Parks, Recreation, and Community Services Agency U1»061=10-1"1101111101 111139901 DL0096111019 Kathryn Downs, CPA Executive Director Finance and Management Services Agency 22F-2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE: AMEND THE CONSTRUCTION CONTRACT WITH G.J. GENTRY GENERAL ENGINEERING, INC., BY $150,000, FOR A NEW CONTRACT DELIVERY TOTAL OF $1,779,500 TO CONSTRUCT THE CITYWIDE SEWER MAIN IMPROVEMENTS PROJECT (PROJECT NO. 17-6437) {STRATEGIC PLAN NOS. 6, 1B & 1C} :LERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO /s/Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Approve an increase of $150,000 to the G.J. Gentry General Engineering, Inc. construction contract to cover costs related to unforeseen conditions encountered during construction. DISCUSSION On August 20, 2019, the City Council awarded a contract to G.J. Gentry General Engineering, Inc. in the amount of $1,269,090 for construction of the city-wide Sewer Main Improvements Project (Exhibit 1). The City Council also authorized a total estimated project delivery cost of $1,629,500, which included the contract base amount, administration, inspection, testing and $170,046 contingency. This project was included in the City's Council -approved Fiscal Year 2016-17 Capital Improvement Program and is currently under construction. During the replacement of the sewer main and laterals on Pomona Street, the contractor encountered elevation conflicts at nineteen properties, which required the sewer lateral to be placed further back into the private properties. The additional work was not part of the original scope, but was necessary to complete this phase of the project. These unforeseen issues have depleted the construction contingency. Staff is requesting an additional $150,000 to ensure the project is completed without interruption (Exhibit 2). The table below summarizes the originally authorized expenditures, the requested additional funding, and the new total funding: EXPENDITURE CATEGORY ORIGINAL AMOUNT ADDED AMOUNT NEW TOTAL Construction Contract $1,269,090 $150,000 $1,419,090 Construction Administration $89,900 $89,900 and Testing $100,464 $100,464 -Inspection Contingencies $170,046 $170,046 TOTAL: $1,629,500 $150,000 $1,779,500 23A-1 Amend the Construction Contract with G.J. Gentry General Engineering, Inc., for the Citywide Sewer Main Improvements Project January 21, 2020 Page 2 As shown in the table above, requested funding is to cover construction costs only. Construction administration and testing/inspection costs are not increasing. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 — Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy B (equitably maintain existing streets and associated assets in a state of good repair so they are clean, safe, and aesthetically pleasing for all users); Strategy C (invest resources and technology to extend the service life of existing infrastructure to protect the City's investment and support a high quality of life standard). ENVIRONMENTAL IMPACT In accordance with the California Environmental Quality Act, the recommended action is exempt from further review. Categorical Exemption Environmental Review No. ER-2018-30 was filed for the project. FISCAL IMPACT As indicated in the Cost Analysis (Exhibit 2), the revised construction delivery cost estimate for the project is $1,779,500. The added funding will be provided from the Sanitary Sewer Capital fund. The following table summarizes the funds budgeted for expenditure to deliver construction of this project: Accounting Unit— Accounting Unit - Fiscal Year Account No. Fund Description Account No. Amount Project No. Description PREVIOUSLY APPROVED PROJECT FUNDING FY 19-20 05417647-66220 Sanitary Sewer Capital Recovery Aug. — June (Proj. 17-6437) Capital Charges, Improvement $1,629,500 Other Than Building TOTAL PREVIOUS PROJECT FUNDING: $1,629,500 Accounting Unit— Accounting Unit - Fiscal Year Account No. Fund Description Account No. Amount (Project No.) Description RECOMMENDED ACTION FY 19-20 05417647-66220 Sanitary Sewer Capital Recovery Nov. — June (Proj. 17-6437) Capital Charges, Improvements $150,000 Other Than Building NEW TOTAL FUNDING: $1,779,500 23A-2 Amend the Construction Contract with G.J. Gentry General Engineering, Inc., for the Citywide Sewer Main Improvements Project January 21, 2020 Page 3 Nabil Saba, PE Interim Executive Director Public Works Agency NS/TC/MO/AF Exhibits: 1. Location Map 2. Cost Analysis APPROVED AS TO FUNDS & ACCOUNTS: Kathryn Downs, CPA Executive Director Finance and Management Services Agency 23A-3 Exhibit 1 NT5 u O HAZARD STREET GARNSEY OAK STREET STREET EDINGER m ca, ' a !' y 0� � S POMONA WARh'ER ro STREET ® PROJECT LOCATION SANTA ANA Project No. 17-6437: Pl CITYWIDE SEWER MAIN PUBLICWRO� IMPROVEMENTS 23A-4 COST ANALYSIS CONSTRUCTION OF THE PROJECT NO. 17-6437: CITYWIDE SEWER MAIN IMPROVEMENTS Construction Contract $ 1,269,089.84 Contract Administration $ 89,900.00 Inspection and Testing $ 100,464.16 Contingencies $ 170,046.00 Additional Contingencies (This Action) $ 150,000.00 TOTAL ESTIMATED CONSTRUCTION COSTS $ 1,779,500.00 EXHIBIT 2 23A-5 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE APPROVE AN AGREEMENT WITH DMS FACILITY SERVICES TO PROVIDE LANDSCAPE MAINTENANCE SERVICES AT CITY PARKS AND FACILITIES FOR AN ANNUAL AMOUNT NOT TO EXCEED $3,646,500 FOR THE PERIOD FEBRUARY 1, 2020 TO JANUARY 31, 2024 TO BE FUNDED BY THE GENERAL FUND AND PARKING METER FUND {STRATEGIC PLAN NO. 6, 1B} /s/Kristine Ri CITY MANAGER CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 111 Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO 1�1��►1�1�1:3q:7 RECOMMENDED ACTION Authorize the City Manager to execute an agreement with DMS Facility Services to provide landscape maintenance services at city parks, Police Department PAAL, and other city parking lots and sites for an annual amount not to exceed $3,646,500, which includes a 10% contingency, for the period from February 1, 2020 to January 31, 2024 for a total agreement amount of $14,586,000, to be funded by the General Fund and Parking Meter Fund, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION On October 7, 2019, the Parks, Recreation and Community Services Agency (PRCSA) issued a Request for Proposal (RFP) for the four landscape maintenance districts, the Santa Ana Zoo at Prentice Park, and the Civic Center. The City notified 215 companies (26 Santa Ana companies), 31 companies downloaded the documents (four Santa Ana companies), and three companies submitted proposals (zero Santa Ana companies) to provide landscape maintenance services at city parks and facilities (Districts 1, 2, 3, 4). An evaluation committee consisting of three representatives from PRCSA Park Facilities Division reviewed and rated the proposals. The proposals were evaluated according to the criteria listed in the RFP, which includes firm/team experience, reference/relevant project experience, listing of resources, manner for performing services/schedule and fee. The results of the RFP evaluation were as follows: 25A-1 Agreement with DMS Facility Services to Provide Landscape Maintenance Services at City Parks and Facilities January 21, 2020 Page 2 DISTRICTS 1, 2, 3, 4 Rankin DMS Facility Services 1 Mariposa Landscape, Inc. 2 Landscape West Management Services, Inc. 3 The City proposes to enter into a four-year agreement (Exhibit 1) with DMS Facility Services for the landscape maintenance of Districts 1, 2, 3, and 4. The PRCSA attempts to have one company per district, but due to the number of proposals received and pricing, PRCSA recommends that having the top ranked company perform the services would be in the best interest of the City. STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #6 - Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy B (equitably maintain existing streets and associated assets in a state of good repair so they are clean, safe and aesthetically pleasing for all users). FISCAL IMPACT The FY 2019-20 budget contains new allocations in alignment with Measure X funding including increased funding in the PRCSA for improving the scope of contract services for landscaping, trees, lakes, ball diamonds, and custodial. The landscape proposals are higher than anticipated. However, the PRCSA, Santa Ana Police Department (SAPD), and the Finance and Management Services Agency (FMSA) have enough funding for FY 2019-20 to cover the increased cost for the remainder of the fiscal year. Additional funding for the PRCSA ($826,000), SAPID ($13,358) and FMSA ($28,800) is required to continue the landscape maintenance agreement in FY 20-21 and beyond. Funds are available in the following accounts for the specified fiscal year of the initial term: Fiscal Accounting Fund Accounting Unit, Account Amount Year Unit -Account # Description Description FY 19-20 01113250-62320 General Fund PRCSA-Park Facilities, $1,495,500 Maint. & Repair / Bldng. & Ground FY 19-20 01114403-62300 General Fund Police Dept. -Building & Facility, $6,000 Contract Services -Professional FY 19-20 02710131-62300 Parking Fund Finance -Parking Meter, Contract $6,250 Services -Professional FY 19-20 02710133-62300 Parking Fund Finance -Downtown $11,625 Enhancements, Contract Services -Professional Total FY 19-20 $1,519,375 25A-2 Agreement with DMS Facility Services to Provide Landscape Maintenance Services at City Parks and Facilities January 21, 2020 Page 3 Funds will be budgeted and made available in the following accounts for the specified years of the remaining term: Fiscal Year Accounting Fund Accounting Unit, Account Annual Amount Unit -Account # Description Description FY 20-21 to 01113250-62320 General PRCSA-Park Facilities, $3,589,200 22-23 Fund Maint. & Repair / Bldng. & Ground FY 20-21 to 01114403-62300 General Police Dept. -Building & Facility, $14,400 22-23 Fund Contract Services -Professional FY 20-21 to 02710131-62300 Parking Finance -Parking Meter, $15,000 22-23 Fund Contract Services -Professional FY 20-21 to 02710133-62300 Parking Finance -Downtown $27,900 22-23 Fund Enhancements, Contract Services -Professional Annual Total $3,646,500 Fiscal Year Accounting Fund Accounting Unit, Account Amount Unit -Account Descriptio Description # n FY 23-24 01113250- General PRCSA-Park Facilities, $2,093,700 62320 Fund Maint. & Repair / Bldng. & Ground FY 23-24 01114403- General Police Dept -Building & Facility, $8,400 62300 Fund Contract Services -Professional FY 23-24 02710131- Parking Finance -Parking Meter, $8,750 62300 Fund Contract Services -Professional FY 23-24 02710133- Parking Finance -Downtown $16,275 62300 Fund Enhancements, Contract Services -Professional Total FY 23-24 $2,127,125 The total agreement amount for the four-year term is $14,586,000. 25A-3 Agreement with DMS Facility Services to Provide Landscape Maintenance Services at City Parks and Facilities January 21, 2020 Page 4 Lisa Rudloff Executive Director Parks, Recreation, Services Agency APPROVED AS TO FUNDS AND ACCOUNTS: Kathryn Downs, CPA Executive Director and Community Finance and Management Services Agency David Valentin Chief of Police Santa Ana Police Department Exhibit: 1. Agreement 25A-4 Exhibit 7 AGREEMENT FOR LANDSCAPE MAINTENANCE SERVICES FOR CITY OF SANTA ANA PARKS THIS AGREEMENT is made and entered into this 21st day of January, 2020 by and between DMS Facility Services, LLC. a California Limited Liability Company ("Contractor"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. On October 7, 2019 City issued a Request for Proposal ("RFP") for landscape maintenance services for City parks (Districts 1-4), the Civic Center, and the Santa Ana Zoo. City also issued Addendum No.I on October 25, 2019 (both the RFP and Addendum No. 1 are incorporated herein by reference as though fully set forth below). Contractor submitted a proposal dated November 4, 2019 for landscape maintenance services for City parks (incorporated herein as though fiilly set forth below). Contractor was selected as the most qualified proposal for landscape maintenance services for City parks (Districts 1-4). B. 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 firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terns and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Contractor shall perform landscape maintenance services for City parks (Districts 1-4) as set forth in Exhibit A to this Agreement. 2. COMPENSATION a. City agrees to pay, and Contractor agrees to accept as total payment for its services the rates and charges identified in Exhibit B. The total sum annual amount to be expended under this Agreement shall not exceed three million five hundred ninety-nine thousand, three hundred and ten dollars ($3,646,500) during the term of this Agreement. This annual amount is comprised of (1) the base agreement amount of $3,315,000 and (2) a 10% contingency of up to $331,500 for services as may be performed by Contractor at the sole discretion of City. The total Agreement not to exceed amount shall be fourteen million, five hundred and eighty-six thousand dollars ($14,586,000). b. Payment by City shall be made within forty-five of days (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work that fails to meet the standards of performance set forth in the Recitals, which may reasonably be expected by City. #59444vl 25A-5 Exhibit 7 3. TERM This Agreement shall commence on February 1, 2020 and terminate on January 31, 2024, unless terminated earlier in accordance with Section 16, below. 4. PREVAILING WAGES Contractor is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. Since the services being performed are part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and since the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws 5. 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 employees and shall be responsible for all applicable withholding taxes. 6. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Contractor under this Agreement ("Documents & Data"). Contractor shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Contractor represents and warrants that Contractor has the legal right to license any and all Documents & Data. Contractor makes no such representation and warranty in regard to Documents & Data which were provided to Contractor by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 7. 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, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection #5944vI 25A-6 1) Exhibit 7 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 insurance policy shall not have an exclusion for sexual molestation. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. C. Worker's Compensation Insurance. In accordance with the California Labor Code, Contractor, if Contractor 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, Contractor agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If Contractor is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. e. The following requirements apply to the insurance to be provided by 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 by the City. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. (iv) Contractor shall supply City with a fully executed additional insured endorsement. 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 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. #5944v1 25A-7 Exhibit 7 8. INDEMNIFICATION Contractor agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Contractor or its, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terns of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terns 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, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Contractor Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor. 9. RECORDS Contractor shall keep records and invoices in connection with the work to be performed under this Agreement. Contractor shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Contractor under this Agreement. All such records and invoices shall be clearly identifiable. Contractor shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Contractor under this Agreement. 10. 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 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. 45944vl 25A-8 4 Exhibit 7 11. 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. 12. BACKGROUND CHECK REQUIREMENTS Contractor shall not assign any employee, agent, subcontractor or volunteer to provide services pursuant to this Agreement, if that employee, agent, subcontractor or volunteer is required to register as a sex offender under California Penal Code Section 290 et seq, has a conviction for any crime of moral turpitude, has a conviction for a violent felony as defined in California Penal Code Section 667.5(c), or has a conviction for a serious felony as defined in California Penal Code Section 1192.7(c). Disqualifying convictions include but are not limited to, violations of California Penal Code Sections 37, 128, 136.1 with Section 186.22, 187, 190-190.4 and 192(a), 205, 206, 207-209.5, 211, 212, 212.5, 213, 214, 215, 218-219, 220, 236.1(b) or 236.1(c), 243.4, 261, 261.5, 273.5, 262, 264.1, 266, 266e, 266h, 266i, 266j, 267, 269, 272, 273a, 273ab, 273d, 285, 286, 288, 288a, 288.2, 288.3, 288.4, 288.5, 288.7, 289, 290, 311.1, 311.2, 311.3, 311.4, 311.10, 311.11, 314, 347(a), 368, 417(b), 451(a),518 with 186.22, 647.6, 653f(c), 664 and 187, 667.5(c), 18745,18750, or 18755,12022.53, 11418(b)(1) or (b)(2); Business and Professions Code Section 729. Failure to comply with this Section shall be grounds for immediate termination of this Agreement. 13. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax 714- 647-6956 With courtesy copies to: Executive Director Parks, Recreation, and Community Services Agency City of Santa Ana 20 Civic Center Plaza (M-23) P.O. Box 1988 Santa Ana, California 92702 #5944v1 25A-9 Exhibit 7 And City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Fax 714-647-6515 To Contractor: DMS Facility Services, LLC. Attention: Fred Gonzalez, General Manager 1040 Arroyo Drive South Pasadena, California 91030 Fax: (800) 443-8677 Email: frod.gonzalezLbdmsfacilityservices com A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 14. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor regarding the subject matter therein, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the 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 or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 15. 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 consultants retained by City. 16, TERMINATION Except as otherwise specified herein, this Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Contractor prior to receipt of such notice #5944v1 25A-10 Exhibit 7 of tem7ination, 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 that fails to meet the standard of perfonnance specified in the Recitals of this Agreement. 17. NONDISCRIMINATION Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 18. 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 maybe brought or arise out of, in connection with or by reason of this Agreement. 19. 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. 20. 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. #5944v1 25A-11 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: Daisy Gomez Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: A KIi1�ll1YZ A Laura A. Rossini Senior Assistant City Attorney RECOMMENDED FOR APPROVAL: Lisa Rudloff Executive Director Parks, Recreation, and Community Services Agency CITY OF SANTA ANA Kristine Ridge City Manager CONTRACTOR: Fred Gonzalez General Manag r DMS Facility Services, LLC, #5944v1 25A-12 Exhibit 7 EXHIBIT A SCOPE OF SERVICES #5944vl 25A-13 Exhibit 7 Appendix ATTACHMENT SCOPE OF WORK CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR LANDSCAPE MAINTENANCE SERVICES RFP NO.: 19-092 Description of Work ROUTINE MAINTENANCE The Contractor shall assign the appropriate number of staff at the appropriate skill level and rank in their organization, to continuously improve the quality of Santa Ana Parks and Facilities. The Contractor understands and agrees by entering into the agreement with the City of Santa Ana Park Services Director's Representative shall be the sole source of interpreting the specifications and the quality of work specified herein in writing and by the Santa Ana Park Services Quality Maintenance Standards PowerPoint herewith. Should the Contractor fail to provide the City with the level of service specified, the Director's Representative shall have the authority to direct the Contractor to add additional staff, equipment or both to achieve the maintenance standards specified herein. Each morning at the start of the workday the Contractor's Supervisor or their designated representative shall inspect each site and respond immediately to any malfunctions, vandalism, hazardous conditions or otherwise abnormal conditions that are inconsistent with the quality standards specified herein or threaten people and/or property by reporting the condition immediately to the Director's Representative. Failure to inspect each site daily before 9:00am will result in a $300 penalty per site. A contract start-up period of three (3) months shall commence from the first day of the agreement period. The Contractor shall perform the following tasks during this period: 1) shovel -cut all tree rings (see 1.3.6 herein); 2) raise all trees (see 2.4.1.3 herein); and, 3) mulch all areas (see 2.1.1 & 2.2.1 herein). The Contractor acknowledges each sites irrigation rotors/heads and lateral irrigation lines may have deficiencies. The City agrees to pay the Contractor for the initial repair of each sites rotors/heads and lateral irrigation lines. Following the initial agreement start-up repairs, the Contractor shall assume responsibility for future repairs (see 93 herein). Routine maintenance shall include but not be limited to the following services performed at the Work Sites and per the City of Santa Ana Park Services Quality Maintenance Standards (reference PowerPoint). Turf Care and Services The Contractor shall establish a "Turf Management Crew" dedicated to providing turf management, improvement and maintenance services. In addition, the Contractor shall provide City of Santa Ana RFP 19-092 1a5A214 Exhibit 7 extra staff to perform annual sport/priority turf renovation services. These extra staff shall not be part of other dedicated crews, but, be extra to help perform periodic maintenance. Turf Care — shall be differentiated by the two types of turf— "Casual Turf' and "Priority Turf' (see areas indicated on the site maps). The Contractor shall maintain mowers that provide a smooth, even out without ridges or depressions and without tearing of the leaf blades. Mowing shall be performed at the speed the mowers manufacturer specifies to maximize quality of cut. Mowing shall be performed with straight and flowing patterns approved by the Director's Representative. All visible turf clippings shall be removed from the site the same day turf care occurs pursuant to SAMC Chapter 16. Furthermore, the Contractor shall prevent turf clippings from leaving the site into streets or any other adjacent properties. From time to time the Director's Representative will direct the Contractor to change mowing patterns to minimize rutting and compaction. L l Casual Turf Mowing All "casual" turf (non-sport/priority turf) shall be mowed every other week, mid -November to mid -March of each year. "Casual" turf shall be mowed each week mid -March to mid - November of each year. Each year the Director's Representative will select the dates in mid -November and mid -March when the Contractor shall transition from every other week mowing to once a week mowing. The Contractor shall use Kubota L5060 tractors equipped with turf type tires and tractor powered Trimax ProCutS3-237 91" rotary mowers for the large turf areas greater than 69" wide and Trimax ProCutS3-178 69"rotary detail mowers for areas between trees and other park amenities. The Director's Representative shall determine height of cut. String trimmers are not allowed for mowing turf. Any visible clippings, on the turf or on hardscape shall be collected and disposed of pursuant to SAMC Chapter 16. 1.2 Sport/Priority Turf Mowing All "priority" turf shall be mowed once a week all year, The Contractor shall mow the priority turf areas at 1/2". In order to achieve a quality cut at this height and not leave clippings the Contractor will perform a first cut using a rotary mower with clipping catching capability followed by using a Kubota L5060 tractor equipped with turf type tires and tractor powered Trimax ProCutS3-237 91" rotary mower, an approved fairway or greens mower for medium size areas and a walk behind Jacobsen Eclipse2 reel mower for small areas. (See Attachment 6). Note that the Contractor shall perform quality sport turf mowing and detailing to the Director's Representatives satisfaction regardless of the equipment and methods the Contractor elects to use. The Director's Representative shall direct the Contractor to mow the priority turf lower than 1/2", if necessary. Note that the Ball Diamond Infield Maintenance Contractor shall be responsible for mowing turf infields, including foul territory turd' areas, 36" beyond the skinned infield arc, and other designated ball diamond turf areas. Infield maintenance shall not be a part of this agreement. 1.3 Edging and Detailing 1.3.1 Edging/detailing shall be performed at the same time mowing occurs. -v City of Santa Ana RFP 19-092 Page 13 25A-15 Exhibit 7 1.3.2 All edging/detailing shall be performed with the use of a McClain's edger or approved substitute walk -behind or fixed blade stick edger. Contractor shall edge all turf adjacent to all improved hard surfaces such as concrete, decomposed granite, asphalted concrete paved areas, pavers, etc. 1.3.3 Edging/detailing may occur with string trimmers around upright site amenities that are not immediately adjacent paved surfaces. The Contractor shall not detail turf down to bare soil. The Contactor shall detail turf around amenities using a string trimmer so the turf remains growing up to the amenity. 1.3.4 Chemical detailing of turf is not allowed without the Director's Representatives approval. If chemical detailing is performed without the Director's Representatives written approval, the Contractor shall incur a penalty up to $300 plus the cost to repair the areas per the Director's Representatives direction. 1.3.5 The Contractor shall use the McClain's edger, or approved substitute, to edge straight lines along fences, walls, valve boxes, d.g. or a.c. pathways, other flat laying amenities or long flowing arcs. The Director's Representative has the authority to require the Contractor to use string or rope lines to achieve straight or flowing arc lines if the Contractor's staff fails to achieve this quality without this method. 1.3.6 The Contractor shall detail around trees, along walls/fences and other amenities first using a sharpened shovel cut to establish a concentric round circle around trees, poles, etc. Once the initial detailed circle is established a string trimmer may be used to maintain the circle. Should the circle begin to deform the Director's Representative shall direct the Contractor to repeat the detail process. Shovel cut detailing shall be repeated as often as necessary to maintain crisp evenly round/straight lines. In the event that the circle becomes too great, the Director's Representative shall direct the Contractor to sod the area around the tree at the Contractor's expense to the size instructed by the Director's Representative. 1.3.7 The Contractor shall detail turf not greater than I" away from amenities walls or fences. Detail lines shall be made straight and shall be maintained straight. The Contractor shall, at his own cost, supply sandy loam top soil and an approved turf sod to reduce any existing bare soil areas along walls/fences that are greater than F. 1.4 Casual Turf Annual Renovation-Overseeding 1.4.1 Casual Turf shall be renovated-overseeded one-time per year April through May. All seed quantities and type specified shall be verified by the Director's Representative prior to any applications. The process for renovation-overseeding shall be as follows: 1.4.1.1 Turf shall be flailed down to'/4". All turf clippings shall be removed. 1.4.1.2 Contractor shall flag/mark all irrigation and site amenities and shall avoid hitting/damaging with the aeration equipment. Any damage caused to the irrigation or other site amenities shall be repaired/replaced at the Contractors expense. City of Santa Ana RFP 19-092 �bA416 Exhibit 7 tAI.3 Contractor shall coordinate with the Irrigation Consultant to irrigate the causal turf in order to allow greater penetration for aerator. 1.4.1.4 Turf shall be aerated using the Kubota L5060 tractor equipped with turf type tires AerWay aeration equipment with AerWay Shattertkne tines. Contractor shall make two -passes in different directions per the Director's Representatives direction. 1.4.1.5 Contractor shall coordinate with the Irrigation Consultant to confirm all irrigation has been tested and restored to original design specifications prior to overseeding. 1.4.1.6 Once the Irrigation Consultant verifies the irrigation system is working efficiently, the Contractor shall overseed the turf using Stover Seed Company's AZ- I Kikuyugrass at a rate of 30 pounds per acre. During the germination period, the Contractor shall assume responsibility for programming the irrigation controller(s) to assure 100% germination of seed. 1.4.1.6lrnmediately after overseeding the Contractor shall coordinate with the Irrigation Consultant to program irrigation controllers to irrigate the seeded areas. The irrigation programs shall be set to maximize germination of seed. 1.5 Sport/Priority Turf Renovation-Overseeding L5.1 Overseeding shall be renovated-overseeded each year per the Sport/Priority Turf Annual Schedule. All seed quantities and type specified shall be verified by the Director's Representative prior to any applications. The process for renovation- overseeding shall be as follows: 1.5.1.1 Contractor shall install a 6' high temporary construction fence around the sport/priority turf areas prior to commencing renovation-overseeding work. Note, the fence shall be installed on the perimeter of the sport/priority turf to be renovated-overseeded in accordance with the park map depicting the sport/priority turf areas. 1.5.2.2 Turf shall be mowed down to %a". All turf clippings shall be removed. 1.5.2.2 Turf shall be aerated using the Kubota L5060 tractor equipped with turf type tires AerWay aeration equipment with AerWay Shattertine tines. Contractor shall make two -passes in different directions per the Director's Representatives direction. 1.5.2.3 Turf shall then be verticut using the Kubota L5060 tractor equipped with turf type tires and the Trilo VCU 200 Verticut implement. Following verticutting all turf clippings shall be removed. 1.5.2.4 Contractor shall coordinate with the Irrigation Consultant to confirm all irrigation has been tested and restored to original design specifications prior to overseeding. 1.5.2.6 Once the Irrigation Consultant verities the irrigation system is working efficiently, the Contractor shall overseed the turf using a) Stover Seed Company's Grand Slam FS in the fall/winter at a rate of 350 pounds per acre; and, b) Stover Seed Company's Pro Sportfreld Extreme in the spring/summer at a rate of 65 pounds per acre. Contractor shall overseed all turf using the Kubota L5060 tractor equipped with turf type tires and the Tycrop TD-460 QuickPass top -dresser. City of Santa Ana RFP 19-092 Page 15 25A-17 Exhibit 7 1.5.2.6 Immediately after overseeding the Contractor shall apply Y4" minus STA approved compost topper from R&S Soils to all turf using the Kubota L5060 tractor equipped with turf type tires and the Tycrop TD-460 QuickPass top -dresser. Topper material shall be applied at a rate of 35 cubic yards per acre mixed with California Organic 7-1-2 Phyta Boost organic fertilizer at a rate of 600 pounds per acre (35 c.y. top dress mix/600# 7-1-2 organic fertilizer). 1.5.2.7 Immediately following applying topper the Contractor shall coordinate with the Irrigation Consultant to program irrigation controllers to irrigate the seeded areas. The irrigation programs shall be set to maximize germination of seed. Once the renovation process is complete, the Irrigation Consultant shall retake control of the irrigation programming. 1.6 Overseeding Germination Guarantee 1.6.1 The Contractor shall guarantee 100% uniform germination within 10 weeks from the time the first application of seed or will sod any thin or bare areas with "thick cut" (thickest available cut) West Coast Turf Improved Kikuyu during warm season and West Coast Turf Improved Kikuyu Sod that has been "cropped over" with perennial rye grass. Renovation must be completed within three months of field closure. The Director's Representative shall determine the quantity of thick cut sod needed to achieve 100% coverage. 1.7 Replanting 1.7.1 Should turf begin to stress or die back for any reason, or become thin in appearance, the Contractor shall immediately apply supplemental water to hydrate the affected area(a). The Contractor shall also meet with the Irrigation Consultant and coordniate the irrigation programming to germinate seed. The Contractor shall then overseed these turf areas using Stovers Seed Company AZ1 Kikuyugrass (spring/summer) or Stovers Grand Slam FS (fall/winter) seed at the manufacturer's recommended rate and process. The Contractor shall use STA approved 1 /2" minus compost seed topper at a rate of 35 cubic yards per acre pre mixed with California Organic 6-1-2 Kickstart fertilizer at a rate of 600 pounds per acre. 1.7.2 Should the Contractor's seed germination effort fail within four (4) weeks of effort, the Contractor shall install thick cut sod to those turf areas using West Coast Turf Bandera Bermuda cropped over with perennial rye grass (fall/winter) and West Coast Turf Bandera Bermuda (spring/summer). 1.7.3 The Contractor understands and accepts that at the beginning of the agreement there may be existing turf areas that are thin or bare. The Contractor, by entering into the agreement, shall routinely and at no extra cost to the City, repair thin or bare turf areas by overseeding or sodding with approved seed or sod until a thick healthy stand of turf is established. 1.7.4 The Contractor also understands and accepts that park areas are very heavily used, including increased 'foot traffic, and other uses and, therefore, acknowledges that he/she will immediately respond to thin or bare areas in turf without delay. City of Santa Ana RFP 19-092 �NA618 Exhibit 7 Landscape Care and Services The Contractor shall establish a "Landscape Detail and Plant Management Crew" dedicated to providing groundcover, shrub, vine and tree area management, improvement and maintenance services. fn addition, the Contractor shall provide extra staff to perform authorized extra work. These extra staff shall not be part of other dedicated crews, but, be extra to help perform additional improvement type work. 2.1 Groundcover Care and Services 2.1.1 Maintenance I L 1.1 The Contractor shall set -vice ground cover/shrub beds on a continuous basis. These areas shall be maintained within their intended bounds and cultivated to 6" depth, edged and/or detailed to keep the beds looking manicured at all times. Groundcovers shall not be allowed to grow into other groundcover beds, shrubs, vines or on trees. All plant material shall be maintained in an attractive and healthy condition. 2.1.1.2 Ground cover/shrubs shall not encroach into lawns, shrubs, adjacent desirable bare areas, curbs, wall fixtures, furniture, beneath and/or into other plants, etc. All sites shall be cleaned immediately following each edging/detailing, including streets and other paved areas. 2.2.1 Replanting of Bare Areas 2.1.2.1 All bare areas in groundcover beds shall be replanted from flats once per month at the Contractor's expense with like groundcover genus -species at 12" on center. 2.13 Mulching of Bare Areas 2.1.3.1 In all groundcover areas where bare soil is visible or where the groundcover is thin, the Contractor shall apply US Composting Council STA tested and approved compost mulch 3"- 4" minus by 2" thick minimum twice per year (third week of January and July) and as necessary to maintain uniform and complete coverage. Leaf litter and other organic materials other than mulch shall be removed on a continuous basis. 2.1.3.2 All bare soil areas shall be cultivated to 6" deep on a weekly basis while awaiting fresh mulch. 2.2 Shrub Care and Services 2.2.1 Maintenance 2.2.1.1 The Contractor shall service all shrubs on a continuous basis. Shrubs encroaching into work areas, into site arnenities, such as but not limited to, fencing, railing, etc. shall be pruned such that the plants remain in a healthy growing condition. Plant growth shall also be maintained to prevent City of Santa Ana RFP 19-b92 Page 17 2-19 Exhibit 7 overgrowth into passageways, walks, streets, view of signs or in any manner deemed objectionable by the Director's Representative. Dead or damaged limbs shall be removed so that no projections or stubs remain. Pruning/trinuning shall be done by hand pruners, shears or loppers in a mariner to permit plants to grow naturally in accordance with their normal growth characteristics. `Box hedging" may be required on some shrubs, as designated by the Director's Representative. "Box hedged" plants will be required to have all five sides level and straight to the satisfaction of the Director's Representative. In order to achieve straight and level lines of shrubs the Contractor shall run string lines to assure straight pruning. Shear hedging or severe pruning/trinniing of plants, unless authorized by the Director's Representative, is not permitted. Topping of plants whose natural growth stems from the base of the plant is not permitted. Should the Contractor top, shear hedge or severely prune plants and disfigure or damage the plants, the Contractor shall be responsible for replacing those plants with like kind and size, subject to approval by the Director's Representative. The Contractor maybe requested from tune to time to raise the bottom of the shrubs for security reasons. 2.2.2 Mulching of Bare Areas 2.2.2.1 In all shrub areas where bare soil is visible the Contractor shall apply US Composting Council STA tested and approved compost mulch 3"- 4" minus by 2" thick minimum twice per year (third week of January and July) and as necessary to maintain uniform and complete coverage. Leaf litter and other organic materials other than mulch shall be removed on a continuous basis. 2.2.2.2 All bare soil areas shall be cultivated to 6" deep on a weekly basis while awaiting fresh mulch. 2.3 Vine Care and Services 2.3.1 Maintenance 2.3.1.1 Contractor shall trim the vine continuously and once it reaches the top of the wall or at a specific height on the wall, as determined by the Director's Representative, the Contractor shall not allow the vine to encroach above the designated height. The Contractor shall also prune the vine back to the wall to reduce the width and weight of the vine. The Contractor shall keep vines off telephone poles, plant material or other non -wall surfaces at all times. 2.3.2 Planting 2.3.2.1 The Contractor shall plant each year as a part of the base agreement (at his/her expense) 200- 1 gallon Parthenocissus tricuspidata(Boston Ivy) vines at 15' on center. The Contractor shall coordinate with Irrigation Consultant to assure the new vines receive adequate irrigation. The Contractor will bring to the Director's Representative immediately when any vine is City of Santa Ana RFP 19-092 fGA820 Exhibit 7 vandalized or put under stress for any reason. 2.4 Tree Care and Services 2.4.1 Tree Maintenance 2.4.1.1 The Contractor shall perform all tree services per the City of Santa Ana Park Services Tree Services Specifications (PSTSS) up to a height of l5'. All pruning shall be 'Complete' per the PSTSS (see Attachment 5). 2.4.1.2 The Contractor shall perform continuous `Complete' tree pruning service including but not limited to raising tree branches to a safe and functional height for the type of activity beneath or around the tree (see Director's Representative for appropriate heights per activity beneath or around trees). In addition, the Contractor shall remove stubs, damaged, diseased or dead branches from trees. 2.4.13 All trees up to the height of 15'shall be maintained to keep the natural integrity and shapes of the trees. Pruning shall be accomplished in a manner that will ensure that each individual tree is `Complete' pruned as set forth in the PST'SS (see Attachment 5). In addition, the Director's Representative may require the Contractor to remove or prevent encroachment of trees into the public right of way where the tree blocks vision or is considered undesirable. Low branches overhanging sidewalks shall be trimmed to a height of nine (9) feet above finish grade. Young trees needing pruning/trimming, training, and shaping to develop caliper and a strong structural framework may have low branching laterals and or appropriate sucker growth. Contractor shall remove hangers Linder 15" and fallen limbs 80lbs. or less. 2.4.1.4 All trees located in Sport/Priority Turf areas shall have 2" of STA approved 3"-4" compost mulch installed around the tree ring on a continuous basis. 2A.2 Palm, Cycad Giant Bird of Paradise Maintenance 2.4.2.1 All Palms/Cycads shall be pruned to 10:00 o'clock and 2:00 o'clock up to a height of 20' high on a continuous basis. Palms/Cycads susceptible to disease being transferred from pruning saws, shears or loppers (chain saws or hand held saws/shears/loppers) shall be sterilized between the pruning of each Palm or Cycad. Giant Bird of Paradise shall be have dead and declining fronds and flowers removed on a continuous basis. 2.4.2.2 All Palms shall have fruit and seeds removed in October -November and April -May of each year. 2.4.3 Annual Tree Evaluation/Inventory Report 2.4.3. l In November of each year the Contractor shall have an International Society of Arborist TRAQ Certified Hazardous Tree Professional evaluate all District trees and provide a written report using the Arbor Access Tree Management software program. The report shall be by park site/species tree/DBH and location in the park/site, The report shall list findings and specific service recommendations and by priority of which trees need; 1) City of Santa Ana REP 19-092 ���921 Exhibit 7 immediate service; 2) service within six months; or 3) service within one year; or, 4) service within two-four years. The report shall list the tree specific service recommendations, if any, to assure the safety and optimum health of the trees. 2A.4 Staking, Tying and Guying 2.4.4.1 All trees requiring staking shall be securely staked at all tines with stakes and rubber cinch ties approved by the Director's Representative. Rubber hoses and wire are not permitted ties. All stakes shall be set perpendicular to prevailing winds unless designated otherwise by the Director's Representative. Tree stakes shall also be set a consistent distance away from the trunk of the tree (minimum six (6) inches) to reduce abrasion and cell elongation. The tops of all tree stakes shall be removed approximately three (3) inches above the highest tie to reduce abrasion of main or lateral branches of the tree. 2.4.5 Hazardous Tree Reporting 2.4.5.1 In the event the Contractor detects any tree displaying roots heaving or girdling (either by roots or a foreign material), leaning, broken or hanging limbs, or if Contractor determines that potential safety hazard may exist Contractor shall dispatch their International Society of Arborist TRAQ Certified Hazardous Tree Professional immediately to evaluate the trees and provide a written report listing findings and recormnendations. While awaiting the ISA TRAQ Certified Hazardous Tree Professionals inspection and report, the Contractor shall protect people and property by installing a barrier around the tree to prevent people from entering the potentially hazardous zone. After the barrier has been installed the Contractor shall take time/date stamped photographs documenting they protected the site and warned people not to enter the potentially hazardous site beneath or by the tree. 2.4.6 Loss of Trees 2.4.6.1 The Contractor shall be responsible for the complete removal and replacement of any and all trees lost due to the Contractor's failure to identify and mitigate any issue that affects the safety and health of a tree(s). Failure to perform includes, but is not limited to, girdling trees with string trimmers or tree ties, improper planting of new trees, improper pruning/trimming techniques which disfigure or destroy the trees natural integrity and shape, or failure to detect and prevent heatable diseases and insect infestations. The Contractor shall replace the lost tree with a specimen equal in value and size according the latest American Shade Tree Conference guidelines for value determination that determines the value of the trees lost. 2.4.6.2 All trees that exhibit the signs of disease or pests, or any other signs of distress shall be inspected by an International Society of Arborist TRAQ Certified Hazardous Tree Professional approved by the Director's City of Santa Ana RFP 19-092 ZgX 22 Exhibit 7 Representative. Contractor shall provide an exact location and separate evaluation/report for each tree in decline. Contractor shall neat any tree in decline at no additional cost to City. Should the TRAQ Certified Hazardous Tree Professional determine that the tree has or had a terminal disease that the Contractor could not have treated or prevented, the Contractor shall not be responsible to replace the tree. However, should the TRAQ Certified Hazardous Tree Professional determine that the tree's unhealthy condition or death could have been prevented had the Contractor treated the tree then Contractor shall be responsible for the cost of treatment to restore the tree to a healthy condition or replace the nee. The latest American Shade Tree Conference guidelines for value determination will determine the value of the trees lost. 2.4.6.3 By entering into agreement with the City the Contractor acknowledges that they accept the condition of each tree and should a tree go into decline or expire, the Contractor agrees to replace the tree with like species and size or agree that the City shall withhold payment equal to the value of the tree. 2.5 Integrated Pest Management (IPM) Pest Control Services 2.5.1 Daily Inspection and Reporting 2.5.1.1 Agricultural pest control services shall be performed under a separate agreement by a state licensed/certified agricultural pest control QAL licensed company. 2.5.1.2 The Contractor shall, during the course of their daily site inspections, notify the Director's Representative in writing and with time/date stamped photographs of any pest issues they notice. The Contractor shall inspect on a daily basis in all landscaped areas (turf, trees, shrubs, ground cover, and annual color) for presence of weeds (any misplaced plant), disease, insect, rodent infestation or any other pests. If any weeds or pests, such as but not limited to, weeds in hardscape/groundeover-sluub beds or turf, disease, insect, algae, birds, animals, such as rabbits, rats, squirrels, or rodent infestation (rodents including rats, gophers, moles, voles, etc.) is discovered, lie/she shall report their findings in their daily report to the Director's Representative. The Director's Representative shall then report the findings to the Agricultural Pest Control Contractor for follow-up. 2.6 Water Conservation and H•rigation System Management Services 2.6.1 General Responsibilities 2.6.1.1 Prirnary water conservation and irrigation system management services shall be the responsibility of the City's Irrigation Consultant. However, the Contractor shall, during their daily site inspection, take note and document in their daily site inspection report any irrigation system issues including, but not limited to, excessively wet areas, damaged or broken irrigation parts, vandalism, etc. City of Santa Ana RFP 19-092 21W23 Exhibit 7 2.6.2 Weekly Meetings 2.6.2.1 The Contractor shall meet with the Director's Representative and the Irrigation Consultant each week to discuss maintenance schedules, best management practices, etc. The purpose of the meeting shall be to discuss maintenance and irrigation scheduling and to coordinate maintenance and irrigation strategies which shall improve the health and aesthetics of the parks plant material. 2.6.3 Irrigation System Maintenance & Repair 2.6.3.1 The Contractor shall make every effort to prevent damage to the irrigation system during the course of their operations. The Contractor shall instruct their staff to not hit or cut-off irrigation rotors or spray heads while mowing/detailing, or in the course of performing any other tasks, and to avoid driving over turf, groundeover-shrub areas which may damage irrigation system parts. Should it be found the Contractor damaged a part or portions of the irrigation system the Director's Representative may withhold the cost of repairs from the Contractor's next monthly invoice. 2.6.3.2 The Contractor shall be responsible for the repair and replacement of all irrigation parts, including but not limited to, irrigation rotors/heads, lateral line and parts from the downstream side of the irrigation systems remote control valves (RCV's) at no extra cost to the City. The Contractor shall make repairs to the satisfaction of the Director's Representative. The Contractor shall make repairs within 24 hours of being on notice of deficiencies to the lateral lines and/or rotors/heads. General Maintenance and Clean -Up Services The Contractor shall establish a "Trash -Cleaning Crew" dedicated to performing landscape custodial services including, but not limited to, clean-up of all site trash, and debris and foreign materials, cleaning/washing-off site amenities, responding to issues involving inclement weather, and preparing/cleaning-up sites before and after special events. 3.1 Daily Service 3.1.1 The Contractor shall completely clean and disinfect all site amenities, including but not limited to: trash receptacles, walls, planters, barbecues/braziers, raised curbing, public telephones, newspaper machines, cigarette urns, signage, enclosures, railing, exterior of buildings, light standards, patios, tunnels, grandstand bleachers, ramps, picnic area amenities and pavement, walkways and pedestrian paved areas free of debris, slap tags, tape, string, nails, push pins, wire, spills, stains, etc. Monday through Sunday. 3.1.2 The Contractor shall clean-up daily spills, stains, broken glass, twigs, leaves, rock, gravel, sand, grit, metal, paper, chips, dog feces or any other debris. 3.1.3 The Contractor shall blow down all paved areas, including curbs and gutters, pick- up trash/debris and to empty trash -clean the exteriors of receptacles daily. City of Santa Ana RFP 19-092 19Kz 24 Exhibit 7 Vacuums, blowers, sweepers, shovels, high-pressure water hose/nozzles or other approved equipment may be used to clean hardscape areas. Debris shall not be blown or swept onto adjacent planters, streets or property. All debris must be thoroughly cleaned and picked up/removed from the site. 3.1.4 The Contractor shall properly and safely pick-up used hypodermic needles and insert them into an approved sharps container. The City shall provide the sharps containers to the Contractor. Once the sharps containers are considered full, the Contractor shall deliver the sharps containers to the City's Central Stores, located in the City Yard, The City's Central Stores will manage the final disposition of the hypodermic needles. 3.1.5 During rain storms the Contractor shall continuously check and clear drain inlets to prevent flooding. 3.1.6 Following severe inclement weather, special events or other high -impact events the Contractor shall dispatch extra staff and resources to clean-up park sites within 48 hours 3.1.7 The Contractor shall unplugged, clean, sanitized and polish drinking fountains daily. The Contractor shall use approved germicidal cleaners and products to assure that drinking fountains are cleaned and polished. The Contractor shall remove all mineral build-up, algae, stains, etc. using appropriate mechanical or manual means as necessary. Should the drinking fountain be so clogged that dismantling the fountain is required, the Contractor shall notify the Director's Representative who will dispatch City staff to make repairs. 3.2 Weekly Service 3.2.1 The Contractor shall hire a sub -contractor specializing in roadway/parking lot cleaning/sweeping services to perform weekly roadway and parking lot cleaning/sweeping services. The sub -contractor shall use a well maintained and operating TYMCO Model 210h Regenerative Air Sweeper or equal to sweep park roadways and parking lots. 3.2.2 Cleaning/sweeping services shall take place between the hours of 11:OOpm and S:OOam each week. 3.2.3 Cleaning/sweeping services shall compliment the Contractors daily cleaning/blowing services leaving the roadways/parking lots thoroughly clean and free of all debris, including fine materials, regardless of the condition of the pavement. 3.3 Monthly Service 3.3.1 The Contractor shall service BBQ's one-time per month by using a stiff -bristle wire brush to scrape clean rust and debris from the exterior of BBQ's followed by painting the exterior of BBA's and their pedestal post RustolCrm Flame Resistant Flat Black paint. City of Santa Ana RFP 19-092 2POtA-25 Exhibit 7 3.4 Six -Month Service 3.4.1 Each January and July of each year the Contractor shall change out old flags and replace them with fresh new all-weather flags provided by the City. The Contractor shall follow all flag etiquette regarding the proper care, storage, delivery and replacement of our American, City and any other flags. The Contractor shall deliver to the Director's Representative the old flags properly folded and care for. The Director's Representative shall then turn the old flags over to the City's Central Stores who will properly dispose of the old flags. 4 Playground/Tot-Lot Area Services The Contractor shall establish a "Playground/Tot-Lot Service Crew" to perform playground/tot- lot, exercise station services specified herein. 4.1 Daily Maintenance 4.1.1 The playground/tot-lots/exercise equipment, sand and/or wood chip areas shall have all visible trash and debris, including but not limited to, paper, cigarette butts, nails, screws, etc. removed and be blown free of debris, sand/wood chips on play equipment, rubberized fall areas and surrounding concrete areas daily. Any sand/wood chips that accumulate on the rubberized surface shall be reused. Sand/wood chips and debris on the playground equipment shall be removed. 4.2 Weekly Maintenance 4.2.1 The Contractor shall loosen compacted sand/wood chip areas, re -grade sand/wood chips areas to level condition (eliminating ruts, depressions, build up areas, etc.) and sift/clean the sand/wood chips to assure that debris and any other foreign objects are removed. 4.2.2 The Contractor shall sift the sand on a weekly basis using specialized equipment that will remove debris from the sand to a depth of 8". 4.2.3 The Contractor shall remove any weeds or other plant material weekly. 4.2.4 The Contractor shall remove exposed filter fiber weekly. 4.2.5 The Contractor shall clean equipment by removing dirt, dust, stains, or other undesirable foreign materials/conditions. 4.3 Annual Maintenance 4.3.1 The Contractor shall eliminate berms (including pre-existing berms) in the turf surrounding, or in the vicinity of, playground/tot-lots by sod cutting/removing existing turf berms a minimum of three rows wide of sod, leveling to the appropriate grade, re -sodding with 1-1/2" thick cut West Coast Sod AZ-1 Kikuyugrass sod and rolling the sod with a 1.5 ton asphalt roller used for sod compaction. City of Santa Ana RFP 19-092 LUA426 Exhibit 7 4.3.2 The Contractor shall bring in extra staff to perform annual maintenance to not disrupt the routine maintenance staff. 4A Playground Safety Inspections 4AJ The City shall be responsible for all playground safety inspections and the repairs of any equipment. Sport Facility Management and Maintenance Services The Contractor shall establish a "Sport Facility Maintenance Crew" to specifically perform specified sport facility/court/field/turf management and maintenance, Sport facilities/fields are all areas where sports are played and practiced. They include the field of play, sideline/dugout areas, batting cages, pitcher's bull pens, etc. They are areas where coaches, players and others associated with playing or practice the sport gather. Sport facilities maintenance areas include, but are not limited to, sport courts, grandstands, areas around concession stands, fence lines, and score boxes. 5.1 Daily Sport Facility Maintenance 5.1.1 The Contractor shall service all sport facilities by picking -up trash and debris, blowing/cleaning all areas and amenities, and washing -off areas to remove brick dust and/or other stains from all hadscape and amenities. In addition, the Contractor shall remove debris such as stmflower seeds or peanut shells so all areas, including beneath and on bleachers, backstops, pavement and landscape areas, are 100% free and clean. All debris mentioned above shall be collected and disposed of. Blowing debris into turf or adjacent areas is not acceptable. 5.1.2 The Contractor shall clean/wash sport facility infra-structure/corrts where leaves and other debris collect, including, but not limited to, between chain link fence backstops and back -boards, between windscreens and fencing, etc. 5.1.3 The Contractor shall continuously replace all basketball and tennis court nets once they become torn, frayed or vandalized. Nets shall be provided to the Contractor by the Director's Representative. 5.2 Daily Sport Field Maintenance 5.2.1 Each day the Contractor's Sport Facility Maintenance Crew shall walk the sport turf and fill-in divots and depressions and all uneven areas with Simplot USGA mix, mixed with Stovers seed at the manufacturers recominended rate: a) Stover Seed Company's Grand Slam FS in the fall winter; and, b) Stover Seed Company's Pro Sportfreld Extreme in the spring/summer. 5.2.2 Areas of the field where turf has been worn away due to play or practice shall be raked, dragged and leveled each day to provide a level and safe playing surface. City of Santa Ana RFP 19-092 20A!�7 Exhibit 7 'The Contractor shall add approved topsoil to areas as necessary to keep the areas level and safe. Areas where soil meets turf shall be maintained to prevent build-up area in the turf. The Contractor may use brooms, high-pressure water or any other best management practices to prevent uneven areas where soil meets turf. In cases when significant erosion of sport turf as occurred the Sport Facility Maintenance Crew will be required to use ride -on equipment and leveling implements to make the field level and safe. 5.3 Quarterly Aeration 5.3.1 Turf shall be aerated every three (3) equipped with turf type tires AerWay Contractor shall make two -passes in Representatives direction. 5.4 Annual Topdressing months using the Kubota L5060 tractor aeration equipment with AerWay tines. different directions per the Director's 5.4.1 Turf shall be topdressed using Simplot SP Pro 1 USGA mix at 50 tons per acre. The Contractor shall use the Kubota L5060 tractor equipped with turf type tires and the Tycrop TD-460 QuickPass top -dresser to topdress the turf. Specialized Maintenance 6.1 Civic Center 6.1.1 The Contractor shall be required to clean trash and large debris in parking lots in the Civic Center. The work shall be performed in the early morning hours or at a time of day that will not disturb residents. If the work is to be performed during the day, the contractor shall develop a strategy to close off parking lots to prevent people from parking so he/she may clean the entire parking lot. 6.1.2 All signage, drinking fountains, concrete pads, trash receptacles, site furniture, bollards, concrete or asphalt areas with stains around trash receptacles, security lights, park benches, walls, and the pavement beneath them and other Civic Center amenities shall be cleaned daily, 6.1.3 The contractor shall rake, hand remove, or vacuum leaves that are not absorbed by planting. This shall be done as often as required to maintain a neat appearance. 6.1 A After heavy windstorms or other inclement weather that impacts sites under this agreement, the Contractor shall bring in extra staff to clean all Civic Center areas within twenty four hours (24hrs.) at no cost to the City. Debris (80 lbs. or less), such as but not limited to, litter, fallen branches, trash, limbs, branches, soil erosion, etc., shall be removed from the worksites. 6.1.5 Drain inlets shall be checked and if necessary cleaned once per day to avoid flooding of areas during inclement weather. 6.1.6 The Plaza of the Flags shall have flags displayed at all times. The Contractor shall City of Santa Ana RFP 19-092 2��42628 Exhibit 7 visually inspect the flag every day to assure it is in good condition. Should, in the opinion of the Director's Representative, the flag is not be in good condition (faded, discolored, torn and/or having holes) the Contractor shall irnnediately request from the Director's Representative a new flag. Contractor shall raise the new flag immediately upon receipt from the Director's Representative. The Contractor shall replace the flags twice a year (January, July) with flags provided by the City. 6.1.7 Japanese Garden Pagoda shall be cleaned daily. 6.2 Centemual Park 6.2.1 The parking lot south of Rancho Santiago College is a part of the agreement site. 6.2..2 The unimproved planting area east of Rancho Santiago College is a part of the agreement site. 6.2.3 The irrigated area outside of Dan Young Soccer Complex to the west is a part of the agreement site. 6.2.4 The planting island north of the parking structure is a part of the agreement site 6.2.5 The Contractor shall hose off daily from pedestrian hardscape areas bird droppings. 6.3 Santa Ana Zoo at Prentice Park 6.3.1 California Natives and Drought Tolerant Shrubs Selectively prune and trim all native plants during appropriate seasons to ensure pedestrian paths, walkways and sidewalks are not impeded or as necessary based on best horticultural practices. (i.e. Romneya coulteri pruned to 6" in late summer or fall, Salvia clevelandii pruned in fall, Zauschenria sp, established plants cut back hard in winter after flowering, Tecoma stans seed pods removed to encourage flowering) 6.3.2 Bamboo - Dead, old, small, leaning or misshapen calms shall be removed annually. Cuts shall be made as close to the ground as possible and straight across so there are no dangerous, sharp points sticking out of the ground. Care shall be taken to avoid damaging newly emerging culms. The Director's Representative will provide additional direction on which clumps may be topped to increase the screening effect or "legged -up" for aesthetics. Giant timber bamboo shall be maintained with a minimum of 12" distance from building foundations. 6.3.3 Epiphytic Specimen Plants - Epiphytic plants (Platycerium sp., Bromeliads, Anthurium sp., Tillandsia sp., Laelia sp., etc.) without dedicated irrigation shall be hand -watered every two to three weeks during the cooler winter months and a minimum of once per week throughout the rest of the year, or otherwise dry and hot periods. Platycerium shall be fully drenched including the fronds. The Contractor shall advise the Director's Representative of any specimens causing damage to structures or trees. City of Santa Ana RFP 19-092 2W29 Exhibit 7 6.3.4 Ornamental Grasses - All Cortaderia selloanca (pampas grass) specimens smaller than four feet in diameter shall be removed immediately and disposed to control invasiveness. Warm -season grasses shall be cut to the ground in fall or winter consistent with best horticultural practices. Ornamental grasses shall be cut within 6" with a flat top and not mounded. Large clumps (5+ seasons) only exhibiting growth around the edges of the clump shall be dug up, divided, and replanted. Thysanolaena maxima specimens shall be minimally pruned to maintain form and tidiness. 6.3.5 Tree Establishment — "Treegator" Slow Release Watering Bags shall be provided for newly planted trees, Gator Bags shall be filled weekly for the first two growing seasons. 6.3.6 Electric Equipment - The Contractor shall use electric powered equipment in the course of providing service at the Zoo. Gas powered equipment is not allowed, unless prior written approval is granted by the Director's Representative. 6.3.7 Animal Enclosures& Animal and Human Safety - The Contractor's workers must not enter animal enclosures without prior approval from the Zoo Manager or their representative. Workers must not touch or feed any of the Zoo's animals. In the event of an escaped dangerous animal, the workers will be asked to stop work immediately and evacuate the zoo. Annually, the Contractor shall provide their employees working in and around animal exhibits with basic training on zoonotic disease prevention and common-sense sanitary measures. The Contractor shall meet with the Zoo Manager or their representative for relevant information before commencing work. 6.3.8 Gutter Maintenance - The Contractor shall pay attention to clearance of gutters within the Farm area to prevent blockage and the growth of weeds. 6.3.9 Zoo Closure Days - The Zoo is closed to the public on Thanksgiving Day, Christmas Day (December 25), and New Year's Day (January 1). The Zoo is open all other holidays. The Zoo may be closed to the public during severe inclement weather. Closure days are subject to change by the Zoo Manager. 6.3.10 Rock Mulch Groundcover - Cactus and succulent beds are to be mulched with Dos Rios Pebbles 3/8" by Southwest Boulder and Stone or equivalent type to match existing as approved by Director's Representative. Pebble mulch shall be maintained at a l" depth and kept off adjacent walkways. 6.3.11 Tree Edging No Mow Turf - Trees maintained with natural no -mow lawns (i.e. Carex sp.) shall not have shovel cuts around trees. 6.1.12 General Maintenance - Daily Maintenance - All trash and debris (branches, glass, metal, paper, etc.) on the ground or in trash receptacles shall be removed from all worksites, landscaped and paved areas each day Monday through Sunday before 10:00 a.m., when the zoo opens to the public. All organic debris (twigs, leaves, fruit, sand, gravel, rock, wood clips) on the pathways shall be removed from City of Santa Ana RFP 19-092 2vOi���30 Exhibit 7 paved areas each Monday and Friday before 10:00 a.m., when the zoo opens to the public. Asphalt and concrete pathways shall be maintained with the use of a commercial ride -on or walk -behind sweeper/scrubber unit. Decomposed granite pathways shall be maintained through raking to limit particulate pollution in animal habitats due to leaf blowers (blowers shall not be used on decomposed granite walls areas). 6.1.14 Washing Landscape Material - To maintain plant health, May through October, all plant material shall be hosed down with a strong spray of water for the removal of accumulated dust and cobwebs. 6.3.15 Inspection of Perimeter Fence - Daily the Contractor shall inspect the integrity of the chain link perimeter fence for breaches and advise the Zoo Manager or Director's Representative of issues. 6.3.16 Trinuning and Weed Removal within Exhibits - Monthly the Contractor shall blow -off leaf litter accumulating on animal exhibit roofs, netting, cages, etc including, but not limited to, Colors of the Amazon Bird Aviary. Monthly the Contractor shall inspect plant material in the animal exhibits for damage to the netting and trim plants pushing through animal exhibit roofs, netting, cages, etc. to prevent damage. Contractor shall perform weed removal in the Anteater and Amazon's Edge exhibits each spring. 6.3.17 Pressure Washing - The Contractor shall perform daily pressure washing of paved areas, site furniture, drinking fountains, etc. in the cafe eating area 6.3.18 Resetting Seating — The Contractor shall, Monday through Sunday, before 10:00am each morning, reset all tables and chairs in the Zoo. 6.3.19 Blowing -Off Exhibits — The Contractor shall blow-off/clean animal exhibit roofs, netting, cages, etc. on a routine basis. Prior to performance, the Contractor shall coordinate with an Animal Care staff person. 6.3.20 Storm Drain Maintenance — The Contractor shall continuously maintain the Zoo's storm/area chains, including the filter fiber by keeping them clean and free of debris. The Contractor as necessary shall change the storm/area drains filter fiber, which shall be provided by the Zoo. 6.4 Vacant Lots — The Contractor shall perform daily blowing -off, trash and debris removal at the following properties: 6.4.1 Standard & McFadden 6.4.2 Raitt & Myrtle 6.4.3 625 S. Cypress Work Not Scheduled City of Santa Ana RFP 19-092 PA- 3131 Exhibit 7 7.1 The Director's Representative may delete a portion of the specification or the entire work site from contractual maintenance during a construction period or for any reason. The deletion of this portion of work will be reflected as a reduction in the monthly payment to the Contractor. The amount of reduction will be based on the percentage of area involved (on a square -foot basis) and will be determined by the City. City Inspection 8.1 The Director's Representative shall regularly inspect the parks, playgrounds and fields and all other City property subject to this Agreement. If said inspection results in discovery of work that is not performed in the manner, and to the professional degree set forth in the Specifications, The Contractor agrees that the City shall; 1) withhold from Contractor's next monthly payment, the City's actual or estimated cost of performing the work; or, 2) hire a contractor or City staff to perform the work not performed and then withhold from the Contractor's next monthly payment the City's actual cost for performing the work to bring the property into conformance with the specifications. Additionally, City shall impose liquidated damages of up to $300.00 per inspection, per park, per item specified herein not performed, per day not meeting the specifications during any such inspection. 8.2 Furthermore, it is not the Director's Representatives responsibility to inform the Contractor when work specified in the specifications was not performed or that deficiencies exist. It is the Director's Representatives responsibility to inspect the properties to verify that work was performed to the specified level of quality and time frame followed by reporting that the work was performed satisfactorily or not. It is the Contractor's responsibility to provide adequate supervision and staffing to visit each site daily and prepare schedules for the appropriate level of staff, equipment and materials to perform all aspects specified in this agreement. Should the Director's Representative create PowerPoint punch lists, essentially performing the Contractor's Supervisor's responsibilities/duties of determine what work needs to be performed in accordance with the agreement specifications, the City shall deduct $300 per Power Point punch list from the Contractor's monthly invoice. City of Santa Ana RFP 19-092 2.%*'A232 Exhibit 7 Contractor Responsibilities: 1.0 GENERAL CONDITIONS 1.1 Definitions- 1.1.1 "Director's Representative" shall mean the Executive Director of Pas, Recreation rk and Community Services designated representative(s). 1.1.2 `SAPRF" shall mean Santa Ana Park and Recreation Facilities. 1.13 "Pruning" shall mean the practice of removing lateral shrub or tree branches and may also be referred to as "trimming." 1.1.4 "Weed" shall mean any undesirable or misplaced plant. 1.1.5 "Hardscape" shall mean any resilient surface other than tied' or planting beds, such as but not limited to curbs, gutters, sidewalks, decomposed pathways, asphalt pavement, mow strips, bollards, signs, grandstands, benches, picnic tables, drinking fountains, BBQ's, fencing, railing, tire stops, etc. 1.2 Scheduling of Work -The Contractor shall provide landscape/grounds maintenance between the hours of 6:00 a.m. and 6:00 p.m., Monday through Sunday. The schedule may be modified only with the Director's Representative consent. Landscape/grounds maintenance that generates excess noise cannot begin before 8:00 a.m. 1.3 The Contractor shall establish schedules of "routine work" to be followed in the performance of this contract. In addition to the Contractor submitting the Monthly Park Maintenance Inspector's hlspection Schedule and other required monthly reports, the Contractor shall submit weekly schedules listing the work tasks, crew performing the task, and the projected hours to complete the task. The schedules shall be emailed to Director's Representative by Thursday at 4:00pm for the upcoming week. Any changes in scheduling shall be reported in writing 48 hours before the proposed change and must be approved by the Director's Representative. The schedule shall include days of the week and what person/crew will be performing specific work in accordance with the specification. 1.2 Local Office - The Contractor shall maintain a physical office within the 714 area code (local office). The local office shall be open Monday through Friday 8:00 a.m. to 5:00 p.m, with a company representative present at all times. Answering services or mobile telephones will not be considered a local office. 1.3 Emergency Response — The Contractor shall have an emergency "Stand-by" staff person assigned to respond to urgent calls after hours. The Contractor shall have the capability to answer calls immediately and respond to after-hours service within one (1) hour from the time the call is made. 1.4 Extra Work or Outside the Scope of Work -Damage or malfunction to site amenities, plant material or irrigation system equipment by any of the following may be considered outside the scope of this Agreement unless otherwise specified herein: -Acts of God -Civil Disorder -Vehicle Collision (excluding Contractor and its employees and subs) -Excavation or Re -surfacing of the Street -Power Failures City of Santa Ana RFP 19-092 2 6X23 3 Exhibit 7 -Underground Wiring Damage -Extra Work Requested by the Director's Representative Contractor will not be considered responsible for replacement. Contractor must prove to the satisfaction of Director's Representative that one of the above occurred in order to be excused from performing under the Agreement. Extra Work or Outside the Scope of Work -Damage (a.k.a. Extra Work) shall be compensated: i Labor- 2 5 % above prevailing wage ii Materials- 15% above retail contractors cost ii Equip Rent-15% above contractor's cost All Extra Work or Outside the Scope of Work -Damage work shall be performed by Contractor's staff other than the routine maintenance staff assigned to the contract. Any staff routine maintenance Contractor's staff discovered performing Scope of Work - Damage work shall not be charged as Extra Work. 2.0 UNIFORMS AND VEHICLES IDENTIFICATION 2.1 The Contractor shall provide to all field personnel a standard uniform including but not limited to uniform company hats, collared work shirts, pants, jackets, cold weather vests and ANSI approved safety shoes. All cmiforms will be marked by patch, silk screen or embroidery with the company name and logo or other form of identification. 2.2 All equipment shall be clearly identified on both sides and rear of the vehicles as belonging to the Contractor, well maintained, in excellent working condition, be clean in appearance and without extensive visible damage, dirt graffiti etc. In addition, all vehicles shall have the company's name, contractor's license number and contact information clearly identified on both sides and the rear of the vehicle. 2.3 The Director's Representative reserves the right to direct the Contractor to remove an employee or piece of equipment for not meeting high maintenance and appearance standards. 3.0 SAFETY REQUIREMENTS 3.1 All work performed under this contract shall be completed with maximum safety as the priority above all other requirements. The Contractor shall be incompliance with his/her companies City approved Illness and Injury Prevention Program and all Federal, State and Local OSHA requirements, laws and regulations. 3.2 All work performed under this contract shall be performed in strict compliance with all federal, state and local safety laws, regulations or other authoritative mandates that protect workers and the general public, including but not limited to, excavation/trenching/shoring blood borne pathogens, hazardous waste identification and transport and pesticide use and reporting. City of Santa Ana RFP 19-092 2VNZ34 Exhibit 7 3.3 In the event unsafe work is observed by City staff or otherwise reported, the Director's Representative may at his discretion order the Contractor to stop performing and pay all costs and or damages resulting from the delay. 3.4 The Contractor shall perform all safety training required by OSHA, CalOSHA and any and all authoritative government entities having authority over required safety training. 3.5 In addition, the Contractor shall submit to the Director's Representative each year upon renewal of the agreement his/her updated Illness and Injury Prevention Plan which shall include the annual OSHA safety training schedule and update OSHA safety training records and employee safety training certificates. All OSHA Training shall be performed by a certified OSHA Trainer. 4.0 SAFETY NOTIFICATION 4.1 If Contractor identifies a potential safety issue, Contractor shall: 4.1.1 Notify the public that potentially unsafe conditions exist by installing yellow "Caution Tape" and "A" frame barricades or equal substitute around the condition. 4.1.2 Notify the Director's Representative of the condition first by phone and then in writing (e-mail is acceptable) including digital photographs of the potential safety concern. Once the Contractor has notified the City and the public of the condition, as specified above, Contractor shall have no further responsibility regarding the condition. 5.0 UNDERGROUND ALERT SYSTEMS 5.1 Underground Alert Systems (telephone number 1-800-422-4133) must be notified 48- hours ur advance prior to any excavation work. 6.0 PROPERTY DAMAGE 6.1 Any damage to private property caused by Contractor shall be immediately reported to the property owner. Contractors shall pay for any damage caused to private property in performing this agreement. 7.0 ACCESS TO PRIVATE PROPERTY 7.1 Prior to any work involving private property, the Contractor shall notify the City of the proposed work and obtain all necessary permits and/or consent required from City and/or property owner 8.0 PROTECTION AND RESTORATION OF EXISTING IMPROVEMENTS 8.1 The Contractor shall protect City and/or private property adjacent to work areas including sprinkler systems, drain pipes, lawns, brick work, plantings, masonry work, fences, walls, sidewalks, street paving, etc., located on either public or private property. Contractor shall, at its expense, replace any property that is removed or damaged, other than property pre - City of Santa Ana RFP 19-092 Page 33 25-A-35 Exhibit 7 approved for removal. Contractor shall abide by the City's "Policy for Driving on Park Property' (See Attachment 4). 9.0 TRAFFIC CONTROL 9.1 The Contractor will not interrupt traffic flow on City streets without obtaining a no -fee permit from the City. Prior to performing maintenance activities where Contractor employees work immediately adjacent City vehicular lanes or any other situation covered under the California MUTCD, the Contractor shall implement no -fee permitted City approved traffic safety plans to protect the health and welfare of its employees and the general public prior to commencement of the agreement. 10.0 MONTHLY REPORTS 10.1 Prior to the first of each month the Contractor shall submit to the Director's Representative for approval: 10.1.1 The Excel Park Maintenance Inspector's Inspection Schedule including a detailed annual, monthly, weekly and daily work schedules consistent with task frequencies in Exhibit A; 10.1.2 A copy of certified payroll sent to the Department of Industrial Relations on the required format/forms of employees assigned to the contract areas; 10.1.3 An updated organizational chart, or equal, listing the names, titles, schedules and number of Full -Time Equivalent (FTE'e) assignments of all persons working in the contract areas; 10.1.4 Invoices and packing slips of name, type and quantities of commodities purchased; 10.1.5 Green Waste recycling report including tonnage and name/location of the green waste recycling plant. The information contained in the above referenced documents shall be updated with any new information as changes occur. The Director's Representative shall be immediately notified of any changes to the above information. Failure to submit a report by the first of each month shall result in a fine of $100.00 per day for each report submitted late. 11.0 WATER CONSERVATION & PROGRAMMING OF CONTROLLERS 11.1 The City shall be responsible for programming irrigation controllers and conserving water. The Contractor shall be responsible for all repairs to lateral lines, rotors/heads/fittings. 12.0 SPECIFICATIONS INTERPRETATION 12.1 The intent of these specifications is known by the City of Santa Ana and SAPRF. Any questions relating to the interpretation of these specifications must be addressed, in writing, prior to the start of work. The Contractor agrees that interpretations of this contract after the start of work are at the sole discretion of the Director's Representative, and the Contractor shall abide by all such interpretations 13.0 PROTECTION OF EXISTING FACILITIES AND STRUCTURES City of Santa Ana RFP 19-092 fW36 Exhibit 7 13.1 The Contractor shall exercise due care in protecting from damage all existing facilities, structures, and utilities, both above surface and underground on the City's property. Any damage to City, Santa Ana Park and Recreation Facilities (SAPRF), or private property caused by the Contractor's neglect shall be corrected and paid for by the Contractor at no cost to the City of Santa Ana or SAPRF. The City of Santa Ana and/or Director's Representative shall make the determination of fault. The Director's Representative reserves the right to issue a Stop Work Notice if the Contractor does not promptly repair any damage, within twenty-four (24) hours of the damage incurred. 13.2 If the Directors Representative requests or directs the Contractor to perform work in a given area, it will be the Contractor's responsibility to verify and locate any underground systems (i.e, utility lines) and take responsibility for taking reasonable precaution when working in these areas. 13.3 Contractor shall call Underground Alert (800) 422-4133) at least two working days prior to digging for line locations. Any damage or problems shall be reported immediately to the Director's Representative and the City of Santa Ana. If the Contractor discovers something unexpected or a unique problem occurs, he should stop work and immediately contact an authorized Director's Representative for a timely resolution of the problem. 14.0 SUBSTITUTIONS 14.1 Whenever a specific type of material is specified, no substitutions shall be allowed without written consent of the SAPRF representative. 15.0 CERTIFICATION & APPLICATION OF MATERIALS 15.1 All materials shall be delivered on the site in original containers. Materials shall be subject to inspection by the Director's Representative. The Director's Representative will not approve materials not meeting the SAPRF standards, and Contractor shall return any such non -satisfactory items at his/her cost. 15.2 No materials shall be applied prior to the Director's Representative verifying the specified quantities of materials. Furthermore, should the Contactor apply materials before the Director's Representative verifies correct materials and quantities, the Contractor shall not receive credit for the applied materials. The Contractor shall then reorder and deliver the materials, thereby not receiving credit for the applied materials. 16.0 CONTRACTOR NEGLECT 16.1 Any damage to the City of Santa Ana, SAPRF, or private property, which has been determined to be due to the Contractor's neglect, shall be corrected at no additional cost to the City of Santa Ana or the SAPRF. 17.0 CONSTRUCTION EQUIPMENT 17.1 The Contractor shall take all necessary precautions for safe operation of his equipment and the protection of the public from injury and damage from such equipment. City of Santa Agana RFP 19-092 26c.16 —37 Exhibit 7 18.0 SOUND CONTROL REQUIREMENTS 18.1 The Contractor shall comply with all local sound control and noise level rules, regulations and ordinances that apply to any work performed pursuant to the Contract. Each internal combustion engine used for any purpose on the job or related to the job shall be equipped with a muffler of a type recommended by the manufacturer of such equipment. No internal combustion engine shall be operated on the project without said muffler. Full compensation for conforming to the requirements of this section shall be considered as included in the prices paid for the various contract items of work involved and no additional compensation will be allowed therefore. Sounds, such as loud music, that are not related to the project, shall be kept at levels so as to not disturb the general public. 19.0 INQUIRIES AND COMPLAINTS 19.1 The Contractor shall maintain an office at some fixed place and shall maintain a telephone thereat, listed in the telephone directory in his own name or in the firm name by which he is most commonly known. Furthermore, the Contractor shall, at all times, have some responsible person(s), employed by the Contractor, to take the necessary action regarding all inquiries and complaints that may be received from the City of Santa Ana, Director's Representative, and/or private citizens during normal working hours. Whenever immediate action is required to prevent impending injury, death or property damage to the facilities being maintained, the Director's Representative may, after reasonable attempt to notify the Contractor cause such action to be taken by the SAPRF work force. All costs of any such action shall be charged against the Contractor, or the Director's ,Representative may deduct such cost from any amount due to Contractor. All complaints shall be abated as soon as possible after notification, to the satisfaction of the City of Santa Ana and/or Director's Representative. If any complaint is not abated within a reasonable time, the Director's Representative shall be notified immediately of the reason for not abating the complaint followed by a written report to the Director's Representative within five (5) days. If the complaints are not abated within the time specified or to the satisfaction of the Director's Representative, the Director's Representative may correct the specific complaint and the total cost incurred by the SAPRF will be deducted and forfeit from the payments owing to the Contractor from the SAPRF. Such cost shall include all SAPRF staff time required to resolve the problem and appropriate overhead charges 20.0 NOTIFICATION OF LOCATIONS OF WORK 20.1 The Contractor shall notify the Director's Representative when the contractor's crews will be working within the SAPRR Said notifications will be made on a daily basis by telephone, cell phone, fax, or by weekly written schedules which specify the entire weeks work locations. 21.0 WORKFORCE City of Santa Ana RFP 19-092 20A!�8 Exhibit 7 21.1 The Director's Representative may evaluate each of the Contractor's staff and if he/she finds that a Contractors employee or sub -contractor's employee is not performing to the satisfaction ofthe Director's Representative, the Director's Representative shall require the Contractor to remove the employee from work sites at his or her discretion within 24 hours of written notice. 22.0 MATERIALS 22.1 The Director's Representative shall approve or reject all materials delivered to the work site. In addition, the Contractor shall not apply any materials until the Director's Representative inspects the materials to confirm they are correct per specifications. Note that the Director's Representative may stay at the work site to confirm that all materials are applied correctly and in the quantities specified. Materials applied by the Contractor prior to the Director's Representative inspecting the materials shall be considered not applied. Therefore, the Contractor shall not be given credit towards the quantity of the specified material required to be applied by the specification. The Contractor shall then be required to deliver the specified quantity of material to the work site and, following the Director's Representatives approval, apply the materials in the presence of the Director's Representative: Prior to the application or use of any materials the Contractor shall submit to the Director's Representative a minimum 48 hours before delivery to the work site a list of all materials and/or chemicals that may be used pursuant to the terms of this Agreement. The list shall include the name of the product, the products specifications, and the quantity of materials, prescribed method of use/application, Material Safety Data Sheets and chemical analysis where applicable, recommended usage and any other manufacturer's data that may be pertinent. The list must be submitted before any materials/chemicals are used pursuant to this Agreement. 22.1.1 The materials and chemicals utilized in furtherance of this Agreement shall comply with the following standards: All fertilizers shall be complete, furnishing the required percentage of nitrogen, phosphoric acid and potash to keep turf, trees, shrubs and other plants in a healthy and vigorous growing condition. Pesticides including but not limited to: Insecticides, fungicides, herbicides, algaecides, aviacides, and rodenticides shall be of the best quality obtainable and available on the market, properly labeled with guaranteed analysis, and brought to the job site in the manufacturer's original container. Materials shall as specified herein, matching those existing at the work site, or as specified by the Director's Representative. 22.1.2 All materials delivered to the site shall be accompanied by a packing slip or other form from the vendor indicating the specific commodity delivered and the quantity. 23.0 TRASH DISPOSAL AND RECYCLING 23.1 All organic waste (including leaves, grass clippings, brush, branches, and tree parts) resulting from work performed under this contract shall be disposed of pursuant to the City of Santa Ana RFP 19-092 2SA-39 Exhibit 7 requirements of the Santa Ana Municipal Code (SAMC) Chapter 16. Organic waste cannot be taken to a landfill. Every month, the Contractor shall submit receipts from licensed composters/green waste recycling facilities, to the Director listing the tons of organic waste recycled and the names and addresses of the composting or processing companies. 23.2 As an alternative, the City may allow Contractor to dispose of green waste and trash in bins provided by the City. The City will determine the amount of green waste and trash allowed to be dumped in these bins based on historical amounts. Any additional disposal fees must be paid by Contractor. At no time will the contractor be allowed to dispose of trash or green waste that was not collected as part of this contract. If the City finds that the contractor is disposing of trash from other contracts, the City will discontinue this service for the contractor and the contractor will be required to pay for their own trash service. 24.0 PREVAILING WAGE DETERMINATION General prevailing wage determination made by the Director of Industrial Relations pursuant to California Labor Code Part 7, Chapter 1, Article 2, Sections 1770, 1773 and 1773.1 is: CRAFT: ## LANDSCAPE MAINTENANCE LABORER DETERMINATION: SC-LML-2019-1 ISSUE DATE: February 22, 2019 EXPIRATION DATE OF DETERMINATION: March 31, 2019* Effective until superseded by a new termination issued by the Director of Industrial Relations, City Responsibilities 1.0 CITY -DIRECTOR'S AUTHORITY The Director's Representative is the only person authorized to direct changes in any of the requirements under the Agreement and, not withstanding any provisions contained elsewhere in the Agreement, and said authority remains solely in the Director's Representative. In the event that the Contractor effects any such changes at the direction of any person other than the Director's Representative, the changes will be considered to have been made without authority and solely at the risk of the Contractor. In addition, the Director's Representative shall have the authority to accept/reject materials, workmanship and to make changes in work or schedule, when the City determines that no extra costs are involved. The Director's Representative shall also have the authority to suspend portions of the specifications and withhold the cost of the suspended portion of the agreement at his/her discretion. The intent of these specifications is known by the City of Santa Ana. Any questions relating to the interpretation of these specifications must be addressed, in writing, prior to the start of work. When the performance of the work or completion per schedule is determined to be sub -standard or not on schedule, the Director's Representative may recommend that all or a portion of payment be withheld. In addition, the Director's Representative shall have the option to hire another qualified contractor to perform any portion of the work specified and withhold payment in the City of Santa Ana RFP 19-092 38 2P0A 40 Exhibit 7 amount of the cost to hire the qualified contractor. Payment to be withheld shall be deducted from the next or subsequent monthly payment due, or if the amount is insufficient to cover payment, the Contractor shall be liable for said deficiency and will be billed accordingly. The Director's Representative shall decide all questions, which may arise as to the interpretation of the quality of work, manner of performance, completion per schedule, acceptable fulfillment of the Agreement by the Contractor, interpretation of the specifications, and compensation, including completion of work by alternate sources. City of Santa Ana RFP 19-092 Pa e 39 25�-41 Exhibit 7 FIFT f ff. 0 N a0 AO CAMPESINO PARK &MWI r4OIW7WAM For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown2SAtLAMndary line of the site map Exhibit 7 25A-43 Exhibit 7 m r y a a v 0 X X For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-44 Exhibit 7 4 For sites ad)acenC to streets, maintenance shall include the area up Co where the contests SANEtc''gu¢er meets the asphalt street even if nut shown within the boundary line of the site map CITY O SANTAANA # MEMORY LANE{SANTA ANA RIVER PARK SITE r No Priority Turf �tf n EiYlM"- . 25A-45 Exhibit 7 MI For sites adjacent Rutter meets the street, even if not shown within the Aere the conc. line of the site 25A-46 Rosita Park Sport/Priority Turf Area IContract Area For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-47 Exhibit 7 ® Z For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-48 Exhibit I Mn ;U M z M ---------- � `]| � ;� ZFor sites ad)acent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-49 Exhibit 7 For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-50 Exhibit 7 I WIM OV640r t, For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-51 Exhibit 7 a WIN = QONnV=ARFA BIRCH PARK VMPriority Turf - For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-52 Exhibit 7 Xit1 r 4r lr io IM 0 For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-53 Exhibit 7 25A-54 Exhibit 7 i d �cf }d. ij dJ .f3S a3 in da ,.. • 4.r j�v`zr.."F} t t �3 rY `` l=d � �,.✓ rY A, f For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-55 Exhibit 7 Wn N 2 m X For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-56 Exhibit 7 I For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-57 Exhibit 7 25A-58 Exhibit 7 For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-59 Exhibit 7 44t wall a-nwall s4 wall For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map if 25A-60 Exhibit 7 ®4 s >� X X O " z X OR 01 For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map _ 25A-61 Exhibit 7 MAHTt-C- OPT. For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if n28X-6u in the boundary line of the site map Exhibit 7 For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even ifr� AgA3ithin the boundary line of the site map Exhibit 7 O For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even ieAQ,"ithin the boundary line of the site map Exhibit 1 A � a s, Y, ~ 3 � r A w i'�;_W F o CONTRA ,•rAM N 2nd Street Promenade 25A-65 4th Street Exhibit 1 0 CONTRACT AREA N 25A-66 Exhibit 1 25A-67 Exhibit 1 25A-68 Exhibit 7 602 N. Garfield -Garfield Parking Lot For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-69 Exhibit 7 Garfield Community Center For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-70 Exhibit 7 25A-71 Exhibit 7 Cn �a c ' For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-72 Exhibit 7 Santa Ana Stadium All Priority Turf For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-73 Exhibit 7 Willard Playground For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-74 Exhibit 7 k 0 d 4 ;o s U I MNAnouR PGVD. For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of th site map .......... 25A-75 For, sitesadjacentto streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-77 Exhibit 7 T� I 6 P I N a@ ,l A is, For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site ma 25A-78 Exhibit 7 25A-79 Exhibit 7 X m-f�`� M5 7A91�Y"' w No Priority turf y—{ Witter L9 dw asphaltstrect, own if nt thewo-i'n ]in Ilno of Wo sl[e map I Pacific Electric Park %ol"fFIAAM - 25A-80 25A-80 Exhibit 7 �rwa" rsrr a�ae�q� o p qp SANDPOINTE PARK', & PASEOS 3700 Birch Se. For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not show>},w' A tJoundary line of the site map Exhibit 7 0 For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-82 Exhibit 7 For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even JIV,&hc&&jwithin the boundary line of the site map Exhibit 7 For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map Cr) z a 0 M r m n E W I ®M 2 N D 25A-84 Exhibit 7 For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-85 C0 ,' � r ,Wrl, p 1 i—d914 its, a Z Q CO _ ir .. i1n 11r g � r s i Exhibit 7 For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map ', is ....... .. i, i e t I TV, F- vJ 6 Ul LU 3 :3 W I InNIAV inNMR-) I.4V3 0 �5A-88 Exhibit 7 25A-89 Exhibit 7 v, w For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-90 Exhibit 7 # $ , & }� \ � � 2� .• � � \� i\ § \ For sites adjacent m streets, maintenance shall include the area up to wherer concrete gutter meets the asphalt street,even mom shown within the boundary line of the site map 25A- 1 Exhibit 7 For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-92 e4 e ;. b ., For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-93 Exhibit 7 25A-94 Exhibit 7 25A-95 Exhibit 7 25A-96 Exhibit 7 25A-97 Exhibit I W WarnetAve Oranp Coi in on e For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-98 Exhibit 7 erome Bike Trail For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-99 Exhibit 7 For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-100 Exhibit 7 i �i 12 For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-101 Exhibit 7 / \ 4 } Z < / ¥ . \ \ � \ \ � X �>d cz 2»� § j For sites adjacent m streets, maintenancesha:include the ,gmwhere the concrete gutter meets asphaltthe street, even i l vd nr boundary 6,4r map Exhibit 7 For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary litre of the site map 25A-103 Exhibit 7 For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25A-104 Exhibit 7 EXHIBIT B FEE/RATES SCHEDULE #5944vl 25A-105 1 !1 Exhibit 7 )5e510,7 d 11I C)(4 APPEND ATTACHMENT 3.5: FEE SCkICIDCTI,JE CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR a.,Atvts3t;APP; MAINTENANCE SERVICES: DISTRICT I RFP NO.! I9-092 Pricing for each site and each taste should be as accurate as possible. Based on funding availability, the City may amend and/or remove a site nr n i.g, trnm at,,. ....,,_,. _>........ ....... .. .. ...---- -. -..• -..,. � • ,•v • ...... � ., ur,cvure nctn for other sites amator tasks. Playground/ District 1 Turicare Landscape Cleaning Tot Lot/ Sports Areas and Service Care and Care and Euerclse Area Care and Annual Total Full -Time Service samics Care and service Equivalents Service Park$ Acreage* Cesar Chavez/Campesino 7 $2,000.00 51,304.fl0 $1,000.00 $900.00 $4,500.00 $119,200,00 9 Edna 2 $2,000.00 $2,000.00 $1xii,00 $S(XLo0 N/A 572,0olloo 9 El Salvador 9 $2,000.00 $31200.00 $1,600.00 $1,000,00 $5,000,00 $153,600.DD - 9 Memory Lane 0.60 N/A $750.00 $500.00 $400AD N/A $19,800.00 9 Riverview _ a $2,000A0 $1,000.00 $1,000.00 $500.00 $4,SDD.pD $iflg,000.00 9 Roder a $z000.00 $2,Oo(LOb $1,000,00 $1,000.0o $5,000.00 $132,000,00 9 Other Atreag®" 17-^ St. & Santa Ana River Triangle Mao N/A $650,00 $ E)= N/A N/A $14,400,00 9 Fairview Triangle 0,73 N/A $650.00 $530.00 N/A N/A $14,400,00 9 centers/Facilttles Acreage- Newhope Library 0,56 N/A $ 900.00 $800,00 N/A N/A . $20,400.00 2 Annual Total $120,000.00 $149,400.00 $102,000.00 $90,400.00 $22g,000.00 ,. Full -Time Soofwitents 3 2 t 1 2 *Acreage IrtfDririOC(bp i5 an e5tim t0 pPOvided —by the C,,jCy. The Contractor is resnOhSible for obtainina setnnl ammnne mturmanon. Certification - I certify that I have read, understand and agree to the terms and conditions of this Request for Proposals. I have examined the Scope of Services and am familiar with the scope of work locations, I am familiar with all the existing conditions And limitation that may impact work requests, I undetstand and agree that I am responsible for reporting any errors, omissions or discrepancies to the City for clarification prior to the submission of my proposal, Proposal Item Price - Provide costs for landscape maintenance. Fee must be inclusive of all costs, including but not limited to, direct and indirect costs for labor, overhead, incidental supplies, travel, mileage, and fuel. The proposer warrants that the prices, terms and conditioned quoted will be valid for a period of 120 days from the date the proposal is due, in order to allow time to award an agreement, Name of Authorized Agent Sigha,u,. of Auti. City of Santa Ana RFP 19.092 Page 54 r5- 25A-106 Exhibit 7 k aft e(' � APPENDiX ---� ATTACHMENT 3-5: FEE SCHEDULE CITY OF SANTA ANA RE, QUEST FOR PROPOSALS FOR LANUNCAPE MAINTENANCE SERVICES: DISTRICT 2 (PAGE I OF 2) RFP NO.:19-092 Pricing for each site and each task should be as accurate as possible, Based on funding nvallability, the City may amend and/or remove a site or A tnslr tram the sennn atwarlr nN..... U....-AI--.....r... District 2 Turf Care and Care landscape Care and Service Cleaning Care and Service Playgrounrll Tat tot/ Exercise Area Care and Service Sports Areas Cara and Service Annual Total tull-Time Equivalents p-A #'�"+3.'iA Qg "k4%e� 1.7 �131`;� X $SM00 ty� '21 $ 1%00 :.3 y $200,00 $100.00 $2,000.00 t Angels Community 35,520:00 10 Birch 2.4 $1,000,00 535.00 555.00 N/A N/A $25,080.00 10 Cabrillo 7:3 $17 oo $1,35tl.0Q $400.09 500,00 9.00 6.200.00 10 Che a's 0.4 $100A0 $100A0 $100.00 1Q9.00 250.00 $7,8g0A0 - 10 Eldridge 1.2 $1, 000,00 _ lulmoo $200.00 NIA NIA $24;000.00. 10 Flakier 1.5 $S0D.tl0 _ $460A0 $400:60 400.00 N/A ... $24,009,0D - S.0 French 0.2 ASD;00 $100.00 100.00 N/A NA $4,200,00 ID Garfield 01 i0q,00 50.00 $100,00 $50.00 N A 3,69 q 10. . Mabury 5.5 1,800.00 $1200.00 I $40Q.00 NIA NIA t46,806.00 10 Mariposa 0.5 $100100 $100,00 1$100.00 slooloo 250.00 $7,00040 10 Morrison 5.9 .1,500;00 S1,000,0D 4➢0.90 2 U, 6 $2,500xti 677200.0➢ - To portola 9.1 SUG0,00 $ 950.0t) 600,. $3,500:00 oo'o Saddleback vlew 0.9 800A0 $400. 00 $15000 5150.00 NIA 18;000.00.10 Santiago (includibike trail 26.0: $5p00A0 $2.500.00 _ 2000.00 $80➢:00 $8,500.00 $245,600;00 10 016,1101 2ndStfrom 6roadwa to Sycamore Miias: 0.1 NIA , S $15➢.➢0 $150.00 NIA N/A 3,600.00 10 4i115f. from Ross to French 0.5 N/A $1N= $175.00 NIA .NIA. $3,300;00 10 P.lek _ NE canter of 3rd5t, and Bush St. A4ka _: q.8. _- � m � m N/A - $7tlQA0 NIA :NIA. $i$,SOQAO 10 312 N:-Bush Streat GA NIA. $150,00 NIA NIA $3,000.00 1:0 602: N, Garfield Street 012-.. N/A $100:00 NIA 'NIA $2 40000 xQ fcelitersaci ia'av 9 C8ntaC a ea e' f , A0 ...Q f € t0 Garfialdcommuna-Center 0:2 N/A $1g0,00 F$75.00 .NIA NA $2,400:g0 10 Plate Cale Guatro 0:2 - N.A 150.00 .NIA N/A $3,000:00 10: Sarah Mae Downie Herb Garden 0A $80.00 $100.00 N A. N A $3,060.00 10 Santa Ana Stadium 6A 500.00 $S,SOO.tlO :NIA $1,000.00 $72,000.00 10 Willard plat round 02 NIA 10tl.00 150.90 NIA $4,200.00 1tl -- AnrivaiTatal$211,080.00 E $160,020.00- ;00 $37,80q.tl0 $258,500.04 $797,160,00 co, Pug•Tima Equivalents - 11 3 2 :Z. 1 2 10 A ----Round on Amounts to $11)"`*** *Aeroage and Linear Miles Information is an estimate provided by the City, The Contractor is responsible for obtaining actual acreage information, initials Date 25A-107 Exhibit 7 a n P/ a I C xve �- LANDSCAPE MAINTENANCE SERVICES: DISTRICT 3 RFP NO.:19-092 Pricing for each site and each task should be as accurate as possible. Based on funding availability, the City may amend and/or remove a site or a funk cram the berme nf.0, .:et ..a +r e e : e ., ,..,..._ --.. ova vH.G. 111. uquw[ lntlnB. Playground/ "- Turf Care Caree Landscape Care and Cleaning Care and Tot Lot/ Exercise Sports Areas Care and nnua Al Full -Time and aTurf Service Service Area Care Service Total Equivalents and Service Sumo Koral 11.0 $2,000,0R $1,200.00 $300.00 $500.00 $5,000,00 $108,000.00 12 Delhi 10.4 $2,500,00 51,000.00 $60q.tl0 $404.00 $4500.00 , $108,040.00 12 Lillie King 9.6 $2,000.00 $1,300.00 $1,200.00 $IIOp.00 $3,500,00 A051600.00 12 Madison 610 $1,200.00 $1,200.00 _ $800.00 $700.00 $2,100.OQ $72,000A0 12 Memorial 15.5 $2,600,00 $3,500,00 $2,000.00 $900,00 $6,000.00 $156,000,00 12 Pacific 6iectric. 1.4 $200A9 Wool!) $250,00 $150.00 $300.00 $14,900.00 12 Sandpoinfo(in cluding passes) 7,7 $1,500A4 $1,800.00 $1,000.00 $S00.tl0 $a,000.00 $81,6g0.00 it Segerstrom 1.2 $550.00 $A04A0 $200,OR NIA NIA. $13,8R0,00 12 >¢ r a 86� ., fig. •l r Flower Trail(Flowet/Warnorta Flower/Sunflower) 115 $1,900,00 $1,100,00 $509.00 N/A N/A $34,800A0 12 PE Trail(Chostnut/Maple to Y Alton Bristol $:5 $g,gkR,00 $2;040AR $1,S00:00 $460.00 NIA $82,80000 12 . _ 300 S. Main street 0.4 N/A $400.00 $325A0 NIA N/A $8,700A0 12 12 10225, Main street 0.1 NiA $375.00 $350,00 NIA I N/A $0.700.00 .12 Roosevelt/Walker Comm. Center 1;3 N/A $500,00 $600,00 $40MOtl $800.00 $27,600.00 12 IUnufeS Cu a t l ree e 5#andard and McFadden N/A N A $750,00M. �N A NIA $9,po0:0R 2 62SS Cypress N/A N/A 8750.00-- NIA NJA $B4OOR.00 AnnuatTatal . $202,200.00 $156,900:00 $13s,So0:00 $57,000.0Q $290,400,00 $8a4,000.00 FuB-Time 6qulualents 8 2 3 2 2 12 -,+V M1w GIArv111W41A43 tU,lAU'""'-'-' --- *Acreage information is an estimate provided by the City. The Contractor is responsible for obtaining actual acreage Information, Certification - I certify that I have read, understand and agree to the terms and conditions of this Request for Proposals. I have examined the Scope of Services and am familiar with the scope of work locations, I ant familiar with all the existh#g conditions and limitation that may impact work requests. I understand and agree that I am responsible for reporting any errors, omissions or discrepancies to the City for clarification prior to the submission of my proposal, Proposal Item Price - Provide costs for landscape maintenance. Fee must be inclusive of all costs, including but not limited to, direct and indirect costs for labor, overhead, incidental supplies, travel, mileage, and fuel. The proposer warrants that the prices, terms and conditioned quoted will be valid for a period of 120 days from the date the proposal is due, in order to allow time to award an agreement. d Leo �• re Printed Name/Signature of A' ;ed Agt Title 25A-108 Exhibit 7 ._ ATTAC IMENT 3-5: FEE SCHEDULE CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR LANDSCAPE MAINTENANCE SERVICES: DISTRICT 4 (PAGE I OF 2) RFP NO.: I9.092 Pricing for each site and each task should be as accurate as possible, Based an funding availability, the City may amend and/or remove a site or a task from the scd a of work vitl ff e tout o eetin ricm for other sates and/or tasks. Playground District Turf Care Landscape Care and Cleaning Cara and /Totlot/ Exercise Spurts Areas Care Annual Full -Time and Service Service Service Aroa Cara and Service Total Equivalents and Service Parks Acreage Adams 7 $ 2,500.00 $1,00p.00 $1,000.00 2,500.00 $ 90,00940 14 Centennial 87 $4,000.00 $5,000 00 $3,000.00 $2,000.00 $a,700.00 $248,400.00 14 Friendship p,1 N/A $ g00.00 $ 800.00 S 30b.00 N/A $18A4p.00 14 Heritage a 2,SOO 00 r,000,tl0 $ 700.00 $ 800,00 $3,000.00 $96,000.00 14 lemma 14 $ 2,D0o.00 $ Lsoo.o0 $1, moo $ 50000 $ 4,000.00 $109,200.00 14 Santa Anita 5 $ 2,000.00 $ 800.00 $ 80tl.00 $ 400.00 $ 2,300.00 $ 78,000ni) 14 Thornton 35 S4,000A0 $3,400,00 $2,500.00 $ 800.00 $ S,R00,00 $188,400,00 14 windeor 12 $2,000.00 ll o'40 $2,000.00 500.00 $3,000.00 $102,000.00 14 Trails and walkways linear Miles Bear Street iSegertrom Ave. to MacArthur 01vd,) 0.44 $ 385.00 $ 450.g0 $ 4#5.40 NjA NfA $15,240A0 5 Greenville Street (North of Nali Ave, to So arstr0rn Ave, 03B $ 350,04 $ 350.00 S 500.00 N/A N/A $ 14,400.00 5 laromatManto Vista Aue to McFadden Ave) 0.25 N/A $ SWAp $ 600.00 N/A N/A $13,200.00 S MacArthur0lvtI (Santa Ana RNer TraO t0 MacArthur Blvd) p,06 N/A $ 504,00 $- SO4A0 N/A N/A $ 12,000,00 s Bain Street(Segartrdm Ave. to Alton Ave, 0.25 $200.00 $ 600.0Q $ 300.00 NIA N/A $ 13,200,00 5 Other Acreage McFadden Triangle 0,94 NIA $ 950.00 S 850,00 N/A N/A $ 21,640,00 S Sc Andrew Pl./St. Gertrude Pl. 0.1010.08 N/A $ 700,00 400.0 NIA NIA $ 13,200,00 5 Centers/Faciitlas Acreage `C+tV'yaad- »- S-•3r808:8@ $•.2i>i1Q0:80 ....N/A•, "'PifA S^99�fiQ. r 5 Santa Ana PAAL Center 0152 N/A 700.00 $ 5 040 N/A NIA $ 14,400.00 5 Unused Pro ar Acrea a Raltt and Myrtle N/A N/A 1,0 -.00 NA WA S Annual Total $281,220.00 $ 256,200.00 $ 231,420,00 $ 69,600.00 $ 320,400 00 Fuli•Tima Equivatents *.**'R d if *04* /,rJ,§'4,24 oun o mounts to$10 *Acreage and Linear Miles information is an estimate provided by the City. The Contractor is responsible for obtaining actual acreageinfonnation. Initials Dat, City of Santa Ana RFV 19•Q92 Page 58 25A-109 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE APPROVE AN AGREEMENT WITH PCA ARBORISTS & CONSULTANTS, INC. DBA PACIFIC COAST HORTICULTURISTS TO PROVIDE LANDSCAPE MAINTENANCE SERVICES AT THE SANTA ANA ZOO AT PRENTICE PARK FOR AN ANNUAL AMOUNT OF $565,131.60 (TOTAL NOT TO EXCEED $2,260,526.40) FOR THE PERIOD FEBRUARY 1, 2020 TO JANUARY 31, 2024 TO BE FUNDED BY THE GENERAL FUND {STRATEGIC PLAN NO. 6, 1B} /s/Kristine Ridge CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 111 Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For ,K•�►nl►tr».ic•� FILE NUMBER Authorize the City Manager to execute an agreement with PCA Arborists & Consultants, Inc., dba Pacific Coast Horticulturists, to provide landscape maintenance services at the Santa Ana Zoo at Prentice Park for an annual amount not to exceed $565,131.60, which includes a 10 percent contingency, for the period from February 1, 2020 to January 31, 2024 for a total agreement amount of $2,260,526.40 to be funded by the General Fund, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION On October 7, 2019, the Parks, Recreation and Community Services Agency (PRCSA) issued a Request for Proposal (RFP) for the four landscape maintenance districts, the Santa Ana Zoo at Prentice Park, and the Civic Center. The City notified 215 companies (26 Santa Ana companies), 31 companies downloaded the documents (four Santa Ana companies), and four companies submitted proposals (one Santa Ana company) to provide landscape maintenance services at the Santa Ana Zoo. An evaluation committee consisting of three representatives from PRCSA Park Facilities Division and one representative from the PRCSA Santa Ana Zoo Division reviewed and rated the proposals. The proposals were evaluated according to the criteria listed in the RFP, which includes firm/team experience, reference/relevant project experience, listing of resources, manner for performing services/schedule and fee. The results of the RFP evaluation were as follows: 25B-1 Agreement with PCA Arborists & Consultants, Inc. dba Pacific Coast Horticulturists to provide landscape maintenance services at the Santa Ana Zoo at Prentice Park January 21, 2020 Page 2 Santa Ana Zoo Rankin Pacific Coast Horticulturists 1 Mariposa Landscape, Inc. 2 DMS Facility Services 3 Landscape West Management Services, Inc. 4 The City proposes to enter into a four-year agreement with Pacific Coast Horticulturists for the landscape maintenance of the Santa Ana Zoo at Prentice Park. STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #6 - Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy B (equitably maintain existing streets and associated assets in a state of good repair so they are clean, safe and aesthetically pleasing for all users). FISCAL IMPACT The FY 2019-20 budget contains new allocations in alignment with Measure X funding including increased funding in the PRCSA for improving the scope of contract services for landscaping, trees, lakes, ball diamonds, and custodial. The landscape proposals are higher than anticipated, however the Santa Ana Zoo has enough funding for FY 2019-20 to cover the increased cost for the remainder of fiscal year. Additional funding for the Santa Ana Zoo ($462,000) is required to continue the landscape maintenance agreement in FY 20-21 and beyond. Funds are available in the following account for the specified fiscal year of the initial term: Fiscal Accounting Fund Accounting Unit, Account Amount Year Unit -Account # Description Description FY 19-20 01113220- General Fund PRCSA-Zoo $235,471.50 62300 Contract Services -Professional Funds will be budgeted and made available in the following account for the specified fiscal years of the remaining term: Fiscal Accounting I Fund Accounting Unit, Account Annual Year Unit -Account # Descri tion Description Amount FY 20-21 01113220- General Fund PRCSA-Zoo $565,131.60 to 22-23 162300 Contract Services -Professional 25B-2 Agreement with PCA Arborists & Consultants, Inc. dba Pacific Coast Horticulturists to provide landscape maintenance services at the Santa Ana Zoo at Prentice Park January 21, 2020 Page 3 Fiscal Accounting Fund Accounting Unit, Account Amount Year Unit -Account # Description Description FY 23-24 01113220- General Fund PRCSA-Zoo $329,660.10 62300 Contract Services -Professional The total agreement amount for the four-year term is $2,260,526.40. Lisa Rudloff Executive Director Parks, Recreation, Services Agency APPROVED AS TO FUNDS AND ACCOUNT: Kathryn Downs, CPA Executive Director and Community Finance and Management Services Agency Exhibit: 1. Agreement 25B-3 Exhibit 7 AGREEMENT FOR LANDSCAPE MAINTENANCE SERVICES FOR THE SANTA ANA ZOO THIS AGREEMENT is made and entered into this 21 st day of January, 2020 by and between PCA Arborists & Consultants, Inc., a California Corporation, doing business as Pacific Coast Horticulturists ("Contractor"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. On October 7, 2019 City issued a Request for Proposal ("RFP") for landscape maintenance services for City parks, the Civic Center, and the Santa Ana Zoo. City also issued Addendum No.I on October 25, 2019 (both the RFP and Addendum No. 1 are incorporated herein by reference as though fully set forth below). Contractor submitted a proposal for landscape maintenance services for the Santa Ana Zoo dated November 4, 2019 (incorporated herein as though fully set forth below). Contractor was selected as the most qualified proposal. B. 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 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 Contractor shall perform landscape maintenance services for the Santa Ana Zoo located at 1801 East Chestnut Avenue in Santa Ana, California as set forth in Exhibit A to this Agreement. 2. COMPENSATION a. City agrees to pay, and Contractor agrees to accept as total payment for its services the rates and charges identified in Exhibit B. The total sum annual amount to be expended under this Agreement shall not exceed $565,131.60 during the term of this Agreement. This annual amount is comprised of (1) the base agreement amount of $513,756.00 and (2) a 10% contingency of up to $51,375.60 for services as maybe performed by Contractor at the sole discretion of City. The total Agreement not to exceed amount shall be $2,260,526.40. b. Payment by City shall be made within forty-five of days (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work that fails to meet the standards of performance set forth in the Recitals, which may reasonably be expected by City. 3. TERM This Agreement shall commence on February 1, 2020 and terminate on January 31, 2024, unless terminated earlier in accordance with Section 16, below. #22735v2 25B-4 Exhibit 7 4. PREVAILING WAGES Contractor is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. Since the services being performed are part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and since the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws 5. 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 employees and shall be responsible for all applicable withholding taxes. 6. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Contractor under this Agreement ("Documents & Data'). Contractor shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Contractor represents and warrants that Contractor has the legal right to license any and all Documents & Data. Contractor makes no such representation and warranty in regard to Documents & Data which were provided to Contractor by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 7. 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, 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 #22735v2 2 5 B-5 Exhibit 7 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 policy shall not have an exclusion for sexual molestation. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. C. Worker's Compensation Insurance. In accordance with the California Labor Code, Contractor, if Contractor 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, Contractor agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If Contractor is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. e. The following requirements apply to the insurance to be provided by 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 by the City. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. (iv) Contractor shall supply City with a fully executed additional insured endorsement. 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 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. #22735v2 25B-6 Exhibit 7 8. INDEMNIFICATION Contractor agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Contractor or its, 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 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, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Contractor Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor. 9. RECORDS Contractor shall keep records and invoices in connection with the work to be performed under this Agreement. Contractor shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Contractor under this Agreement. All such records and invoices shall be clearly identifiable. Contractor shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Contractor under this Agreement. 10. 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 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. #22735v2 2 5 B-7 Exhibit 7 11. 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. 12. BACKGROUND CHECK REQUIREMENTS Contractor shall not assign any employee, agent, subcontractor or volunteer to provide services pursuant to this Agreement, if that employee, agent, subcontractor or volunteer is required to register as a sex offender under California Penal Code Section 290 et seq, has a conviction for any crime of moral turpitude, has a conviction for a violent felony as defined in California Penal Code Section 667.5(c), or has a conviction for a serious felony as defined in California Penal Code Section 1192.7(c). Disqualifying convictions include but are not limited to, violations of California Penal Code Sections 37, 128, 136.1 with Section 186.22, 187, 190-190.4 and 192(a), 205, 206, 207-209.5, 211, 212, 212.5, 213, 214, 215, 218-219, 220, 236.l(b) or 236.1(c), 243.4, 261, 261.5, 273.5, 262, 264.1, 266, 266c, 266h, 266i, 266j, 267, 269, 272, 273a, 273ab, 273d, 285, 286, 288, 288a, 288.2, 288.3, 288.4, 288.5, 288.7, 289, 290, 311.1, 311.2, 311.3, 311.4, 311.10, 311.11, 314, 347(a), 368, 417(b), 451(a),518 with 186.22, 647.6, 653f(c), 664 and 187, 667.5(c), 18745, 18750, or 18755, 12022.53, 11418(b)(1) or (b)(2); Business and Professions Code Section 729. Failure to comply with this Section shall be grounds for immediate termination of this Agreement. 13. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax 714- 647-6956 With courtesy copies to: Executive Director Parks, Recreation, and Community Services Agency City of Santa Ana 20 Civic Center Plaza (M-23) P.O. Box 1988 Santa Ana, California 92702 #22735v2 25B-8 Exhibit 7 And City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Fax 714- 647-6515 To Contractor: PCA Arborists & Consultants, Inc. dba Pacific Coast Horticulturists Attention: Brandon Elrod, President 910 East Walnut Street Santa Ana, California 92701 Phone: (949) 631-8733 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 14. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor regarding the subject matter therein, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the 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 or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 15. 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 consultants retained by City. 16. TERMINATION Except as otherwise specified herein, this Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Contractor prior to receipt of such notice #22735v2 25B-9 A Exhibit 7 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 that fails to meet the standard of performance specified in the Recitals of this Agreement. 17. NONDISCRIMINATION Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 18. 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. 19. 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. 20. 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. #22735v2 2 5 B-10 Exhibit 7 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: Daisy Gomez Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney l By.CLLI'tsl. Laura A. Rossini Senior Assistant City Attorney RECOMMENDED FOR APPROVAL: Lisa Rudloff Executive Director Parks, Recreation, and Community Services Agency CITY OF SANTA ANA Kristine Ridge City Manager CONTRACTOR: Brandon Elrod President #22735v2 25B-11 I Exhibit 7 APPROVED AS TO FORM: SONIA R. CARVALAO City Attorney By: V JL A. O�l9 u Laura A. Rossini Senior Assistant City Attorney RECOMMENDED FOR APPROVAL: Lisa Rudloff Executive Director Parks, Recreation, and Community Services Agency CONTRACTOR: Brandon Elrod President #5944v1 25B-12 Exhibit 7 EXHIBIT A SCOPE OF SERVICES #22735v2 25B-13 Exhibit 7 EXHIBIT B FEE/RATES SCHEDULE #2273sv2 25B-14 In Exhibit 7 EXHIBIT A SCOPE OF SERVICES #5944v1 25B-15 Exhibit 7 Appendix ATTACHMENT 1 SCOPE OF WORK CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR LANDSCAPE MAINTENANCE SERVICES RFP NO.: 19-092 Description of Work ROUTINE MAINTENANCE The Contractor shall assign the appropriate number of staff at the appropriate skill level and rank in their organization, to continuously improve the quality of Santa Ana Parks and Facilities. The Contractor understands and agrees by entering into the agreement with the City of Santa Ana Park Services Director's Representative shall be the sole source of interpreting the specifications and the quality of work specified herein in writing and by the Santa Ana Park Services Quality Maintenance Standards PowerPoint herewith. Should the Contractor fail to provide the City with the level of service specified, the Director's Representative shall have the authority to direct the Contractor to add additional staff, equipment or both to achieve the maintenance standards specified herein. Each morning at the start of the workday the Contractor's Supervisor or their designated representative shall inspect each site and respond immediately to any malfunctions, vandalism, hazardous conditions or otherwise abnormal conditions that are inconsistent with the quality standards specified herein or threaten people and/or property by reporting the condition immediately to the Director's Representative. Failure to inspect each site daily before 9:00am will result in a $300 penalty per site. A contract start-up period of three (3) months shall commence from the first day of the agreement period. The Contractor shall perform the following tasks during this period: 1) shovel -cut all tree rings (see 1.3.6 herein); 2) raise all trees (see 2.4.1.3 herein); and, 3) mulch all areas (see 2.1.1 & 2.2.1 herein). The Contractor acknowledges each sites irrigation rotors/heads and lateral irrigation lines may have deficiencies. The City agrees to pay the Contractor for the initial repair of each sites rotors/heads and lateral irrigation lines. Following the initial agreement start-up repairs, the Contractor shall assume responsibility for future repairs (see 9.3 herein). Routine maintenance shall include but not be limited to the following services performed at the Work Sites and per the City of Santa Ana Park Services Quality Maintenance Standards (reference PowerPoint). Turf Care and Services The Contractor shall establish a "Turf Management Crew" dedicated to providing turf management, improvement and maintenance services. In addition, the Contractor shall provide City of Santa Ana RFP 19-092 Pace 12 26B-16 Exhibit 7 extra staff to perform annual sport/priority turf renovation services. These extra staff shall not be part of other dedicated crews, but, be extra to help perform periodic maintenance. Turf Care — shall be differentiated by the two types of turf — "Casual Turf' and "Priority Turf' (see areas indicated on the site maps). The Contractor shall maintain mowers that provide a smooth, even cut without ridges or depressions and without tearing of the leaf blades. Mowing shall be performed at the speed the mowers manufacturer specifies to maximize quality of cut. Mowing shall be performed with straight and flowing patterns approved by the Director's Representative. All visible turf clippings shall be removed from the site the same day turf care occurs pursuant to SAMC Chapter 16. Furthermore, the Contractor shall prevent turf clippings from leaving the site into streets or any other adjacent properties. From time to time the Director's Representative will direct the Contractor to change mowing patterns to minimize rutting and compaction. 1.1 Casual Turf Mowing All "casual" turf (non-sport/priority turf) shall be mowed every other week, mid -November to mid -March of each year. "Casual" turf shall be mowed each week mid -March to mid - November of each year. Each year the Director's Representative will select the dates in mid -November and mid -March when the Contractor shall transition from every other week mowing to once a week mowing. The Contractor shall use Kubota L5060 tractors equipped with turf type tires and tractor powered Trimax ProCutS3-237 9 1 " rotary mowers for the large turf areas greater than 69" wide and Trimax ProCutS3-178 69"rotary detail mowers for areas between trees and other park amenities. The Director's Representative shall determine height of cut. String trimmers are not allowed for mowing turf. Any visible clippings, on the turf or on hardscape shall be collected and disposed of pursuant to SAMC Chapter 16. 1.2 Sport/Priority Turf Mowing All "priority" turf shall be mowed once a week all year. The Contractor shall mow the priority turf areas at 1/2". In order to achieve a quality cut at this height and not leave clippings the Contractor will perform a first cut using a rotary mower with clipping catching capability followed by using a Kubota L5060 tractor equipped with turf type tires and tractor powered Trimax ProCutS3-237 91" rotary mower, an approved fairway or greens mower for medium size areas and a walk behind Jacobsen Eclipse2 reel mower for small areas. (See Attachment 6). Note that the Contractor shall perform quality sport turf mowing and detailing to the Director's Representatives satisfaction regardless of the equipment and methods the Contractor elects to use. The Director's Representative shall direct the Contractor to mow the priority turf lower than 1/2", if necessary. Note that the Ball Diamond Infield Maintenance Contractor shall be responsible for mowing turf infields, including foul territory turf areas, 36" beyond the skinned infield arc, and other designated ball diamond turf areas. Infield maintenance shall not be a part of this agreement. 1.3 Edging and Detailing 1.3. l Edging/detailing shall be performed at the same time mowing occurs. City of Santa Ana RFP 19-092 Page 13 25B-17 Exhibit 7 1.3.2 All edging/detailing shall be performed with the use of a McClain's edger or approved substitute walk -behind or fixed blade stick edger. Contractor shall edge all turf adjacent to all improved hard surfaces such as concrete, decomposed granite, asphalted concrete paved areas, pavers, etc. 1.3.3 Edging/detailing may occur with string trimmers around upright site amenities that are not immediately adjacent paved surfaces. The Contractor shall not detail turf down to bare soil. The Contactor shall detail turf around amenities using a string trimmer so the turf remains growing up to the amenity. 1.3.4 Chemical detailing of turf is not allowed without the Director's Representatives approval. If chemical detailing is performed without the Director's Representatives written approval, the Contractor shall incur a penalty up to $300 plus the cost to repair the areas per the Director's Representatives direction. 1.3.5 The Contractor shall use the McClain's edger, or approved substitute, to edge straight lines along fences, walls, valve boxes, d.g. or a.c. pathways, other flat laying amenities or long flowing arcs. The Director's Representative has the authority to require the Contractor to use string or rope lines to achieve straight or flowing arc lines if the Contractor's staff fails to achieve this quality without this method. 1.3.6 The Contractor shall detail around trees, along walls/fences and other amenities first using a sharpened shovel cut to establish a concentric round circle around trees, poles, etc. Once the initial detailed circle is established a string trimmer may be used to maintain the circle. Should the circle begin to deform the Director's Representative shall direct the Contractor to repeat the detail process. Shovel cut detailing shall be repeated as often as necessary to maintain crisp evenly round/straight lines. In the event that the circle becomes too great, the Director's Representative shall direct the Contractor to sod the area around the tree at the Contractor's expense to the size instructed by the Director's Representative. 1.3.7 The Contractor shall detail turf not greater than 1" away from amenities walls or fences. Detail lines shall be made straight and shall be maintained straight. The Contractor shall, at his own cost, supply sandy loam top soil and an approved turf sod to reduce any existing bare soil areas along walls/fences that are greater than 1 ". 1.4 Casual Turf Annual Renovation-Overseeding 1.4.1 Casual Turf shall be renovated-overseeded one-time per year April through May. All seed quantities and type specified shall be verified by the Director's Representative prior to any applications. The process for renovation-overseeding shall be as follows: 1.4.1.1 Turf shall be flailed down to'/4". All turf clippings shall be removed. 1.4.1.2 Contractor shall flag/mark all irrigation and site amenities and shall avoid hitting/damaging with the aeration equipment. Any damage caused to the irrigation or other site amenities shall be repaired/replaced at the Contractors expense. City of Santa Ana RFP 19-092 Pa e 14 2W18 Exhibit 7 1.4.1.3 Contractor shall coordinate with the Irrigation Consultant to irrigate the causal turf in order to allow greater penetration for aerator. 1.4.1.4 Turf shall be aerated using the Kubota L5060 tractor equipped with turf type tires AerWay aeration equipment with AerWay Shattertine tines. Contractor shall make two -passes in different directions per the Director's Representatives direction. 1.4.1.5 Contractor shall coordinate with the Irrigation Consultant to confirm all irrigation has been tested and restored to original design specifications prior to overseeding. 1.4.1.6 Once the Irrigation Consultant verifies the irrigation system is working efficiently, the Contractor shall overseed the turf using Stover Seed Company's AZ -I Kikuyugrass at a rate of 30 pounds per acre. During the germination period, the Contractor shall assume responsibility for programming the irrigation controller(s) to assure 100% germination of seed. 1.4.1.6Immediately after overseeding the Contractor shall coordinate with the Irrigation Consultant to program irrigation controllers to irrigate the seeded areas. The irrigation programs shall be set to maximize germination of seed. 1.5 Sport/Priority Turf Renovation-Overseeding 1.5.1 Overseeding shall be renovated-overseeded each year per the Sport/Priority Turf Annual Schedule. All seed quantities and type specified shall be verified by the Director's Representative prior to any applications. The process for renovation- overseeding shall be as follows: 1.5.1.1 Contractor shall install a 6' high temporary construction fence around the sport/priority turf areas prior to commencing renovation-overseeding work. Note, the fence shall be installed on the perimeter of the sport/priority turf to be renovated-overseeded in accordance with the park map depicting the sport/priority turf areas. 1.5.2.2 Turf shall be mowed down to %4". All turf clippings shall be removed. 1.5.2.2 Turf shall be aerated using the Kubota L5060 tractor equipped with turf type tires AerWay aeration equipment with AerWay Shattertine tines. Contractor shall make two -passes in different directions per the Director's Representatives direction. 1.5.2.3 Turf shall then be verticut using the Kubota L5060 tractor equipped with turf type tires and the Trilo VCU 200 Verticut implement. Following verticutting all turf clippings shall be removed. 1.5.2.4 Contractor shall coordinate with the Irrigation Consultant to confirm all irrigation has been tested and restored to original design specifications prior to overseeding. 1.5.2.6 Once the Irrigation Consultant verifies the irrigation system is working efficiently, the Contractor shall overseed the turf using a) Stover Seed Company's Grand Slam FS in the fall/winter at a rate of 350 pounds per acre; and, b) Stover Seed Company's Pro Sportfield Extreme in the spring/summer at a rate of 65 pounds per acre. Contractor shall overseed all turf using the Kubota L5060 tractor equipped with turf type tires and the Tycrop TD-460 Quic1cPass top -dresser. City of Santa Ana RFP 19-092 Page 15 25B-19 Exhibit 7 1.5.2.6 Immediately after overseeding the Contractor shall apply ''/d' minus STA approved compost topper from R&S Soils to all turf using the Kubota L5060 tractor equipped with turf type tires and the Tycrop TD-460 QuickPass top -dresser. Topper material shall be applied at a rate of 35 cubic yards per acre mixed with California Organic 7-1-2 Phyta Boost organic fertilizer at a rate of 600 pounds per acre (35 c.y. top dress mix/600# 7-1-2 organic fertilizer). 1.5.2.7 Immediately following applying topper the Contractor shall coordinate with the Irrigation Consultant to program irrigation controllers to irrigate the seeded areas. The irrigation programs shall be set to maximize germination of seed. Once the renovation process is complete, the Irrigation Consultant shall retake control of the irrigation programming. 1.6 Overseeding Germination Guarantee 1.6.1 The Contractor shall guarantee 100% uniform germination within 10 weeks from the time the first application of seed or will sod any thin or bare areas with "thick cut" (thickest available cut) West Coast Turf Improved Kikuyu during warn season and West Coast Turf Improved Kikuyu Sod that has been "cropped over" with perennial rye grass. Renovation must be completed within three months of field closure. The Director's Representative shall determine the quantity of thick cut sod needed to achieve 100% coverage. 1.7 Replanting 1.7.1 Should turf begin to stress or die back for any reason, or become thin in appearance, the Contractor shall immediately apply supplemental water to hydrate the affected area(a). The Contractor shall also meet with the Irrigation Consultant and coordinate the irrigation programming to germinate seed. The Contractor shall then overseed these turf areas using Stovers Seed Company AZI Kikuyugrass (spring/summer) or Stovers Grand Slam FS (fall/winter) seed at the manufacturer's recommended rate and process. The Contractor shall use STA approved 1/2" minus compost seed topper at a rate of 35 cubic yards per acre pre mixed with California Organic 6-1-2 Kickstart fertilizer at a rate of 600 pounds per acre. 1.7.2 Should the Contractor's seed germination effort fail within four (4) weeks of effort, the Contractor shall install thick cut sod to those turf areas using West Coast Turf Bandera Bermuda cropped over with perennial rye grass (fall/winter) and West Coast Turf Bandera Bermuda (spring/summer). 1.7.3 The Contractor understands and accepts that at the beginning of the agreement there may be existing turf areas that are thin or bare. The Contractor, by entering into the agreement, shall routinely and at no extra cost to the City, repair thin or bare turf areas by overseeding or sodding with approved seed or sod until a thick healthy stand of turf is established. 1.7.4 The Contractor also understands and accepts that park areas are very heavily used, including increased foot traffic, and other uses and, therefore, acknowledges that he/she will immediately respond to thin or bare areas in turf without delay. City of Santa Ana RFP 19-092 Pace 16 25B-20 Exhibit 7 Landscape Care and Services The Contractor shall establish a "Landscape Detail and Plant Management Crew" dedicated to providing groundcover, shrub, vine and tree area management, improvement and maintenance services. In addition, the Contractor shall provide extra staff to perform authorized extra work. These extra staff shall not be part of other dedicated crews, but, be extra to help perform additional improvement type work. 2.1 Groundcover Care and Services 2.1.1 Maintenance 2.1.1.1 The Contractor shall service ground cover/shrub beds on a continuous basis. These areas shall be maintained within their intended bounds and cultivated to 6" depth, edged and/or detailed to keep the beds looking manicured at all times. Groundcovers shall not be allowed to grow into other groundcover beds, shrubs, vines or on trees. All plant material shall be maintained in an attractive and healthy condition. 2.1.1.2 Ground cover/shrubs shall not encroach into lawns, shrubs, adjacent desirable bare areas, curbs, wall fixtures, furniture, beneath and/or into other plants, etc. All sites shall be cleaned immediately following each edging/detailing, including streets and other paved areas. 2.2.1 Replanting of Bare Areas 2.1.2.1 All bare areas in groundcover beds shall be replanted from flats once per month at the Contractor's expense with like groundcover genus -species at 12" on center. 2.1.3 Mulching of Bare Areas 2.1.3.1 In all groundcover areas where bare soil is visible or where the groundcover is thin, the Contractor shall apply US Composting Council STA tested and approved compost mulch 3"- 4" minus by 2" thick minimum twice per year (third week of January and July) and as necessary to maintain uniform and complete coverage. Leaf litter and other organic materials other than mulch shall be removed on a continuous basis. 2.1.3.2 All bare soil areas shall be cultivated to 6" deep on a weekly basis while awaiting fresh mulch. 2.2 Shrub Care and Services 2.2.1 Maintenance 2.2.1.1 The Contractor shall service all shrubs on a continuous basis. Shrubs encroaching into work areas, into site amenities, such as but not limited to, fencing, railing, etc. shall be pruned such that the plants remain in a healthy growing condition. Plant growth shall also be maintained to prevent City of Santa Ana RFP 19-092 Page 17 25B-21 Exhibit 7 overgrowth into passageways, walks, streets, view of signs or in any manner deemed objectionable by the Director's Representative. Dead or damaged limbs shall be removed so that no projections or stubs remain. Pruning/trimming shall be done by hand pruners, shears or loppers in a manner to permit plants to grow naturally in accordance with their normal growth characteristics. `Box hedging" may be required on some shrubs, as designated by the Director's Representative. "Box hedged" plants will be required to have all five sides level and straight to the satisfaction of the Director's Representative. In order to achieve straight and level lines of shrubs the Contractor shall run string lines to assure straight pruning. Shear hedging or severe pruning/trimming of plants, unless authorized by the Director's Representative, is not permitted. Topping of plants whose natural growth stems from the base of the plant is not permitted. Should the Contractor top, shear hedge or severely prune plants and disfigure or damage the plants, the Contractor shall be responsible for replacing those plants with like kind and size, subject to approval by the Director's Representative. The Contractor may be requested from time to time to raise the bottom of the shrubs for security reasons. 2.2.2 Mulching of Bare Areas 2.2.2.1 In all shrub areas where bare soil is visible the Contractor shall apply US Composting Council STA tested and approved compost mulch 3"- 4" minus by 2" thick minimum twice per year (third week of January and July) and as necessary to maintain uniform and complete coverage. Leaf litter and other organic materials other than mulch shall be removed on a continuous basis. 2.2.2.2 All bare soil areas shall be cultivated to 6" deep on a weekly basis while awaiting fresh mulch. 2.3 Vine Care and Services 2.3.1 Maintenance 2.3.1.1 Contractor shall trim the vine continuously and once it reaches the top of the wall or at a specific height on the wall, as determined by the Director's Representative, the Contractor shall not allow the vine to encroach above the designated height. The Contractor shall also prune the vine back to the wall to reduce the width and weight of the vine. The Contractor shall keep vines off telephone poles, plant material or other non -wall surfaces at all times. 2.3.2 Planting 2.3.2.1 The Contractor shall plant each year as a part of the base agreement (at his/her expense) 200- 1 gallon Parthenocissustricuspidata (Boston Ivy) vines at 15' on center. The Contractor shall coordinate with Irrigation Consultant to assure the new vines receive adequate irrigation. The Contractor will bring to the Director's Representative immediately when any vine is City of Santa Ana RFP 19-092 Pa a 18 2-22 Exhibit 7 vandalized or put under stress for any reason. 2.4 Tree Care and Services 2.4.1 Tree Maintenance 2.4.1.1 The Contractor shall perform all tree services per the City of Santa Ana Park Services Tree Services Specifications (PSTSS) up to a height of 15'. All pruning shall be `Complete' per the PSTSS (see Attachment 5). 2.4.1.2 The Contractor shall perform continuous `Complete' tree pruning service including but not limited to raising tree branches to a safe and functional height for the type of activity beneath or around the tree (see Director's Representative for appropriate heights per activity beneath or around trees). In addition, the Contractor shall remove stubs, damaged, diseased or dead branches from trees. 2.4.1.3 All trees up to the height of 15'shall be maintained to keep the natural integrity and shapes of the trees. Pruning shall be accomplished in a manner that will ensure that each individual tree is `Complete' pruned as set forth in the PSTSS (see Attachment 5). In addition, the Director's Representative may require the Contractor to remove or prevent encroachment of trees into the public right of way where the tree blocks vision or is considered undesirable. Low branches overhanging sidewalks shall be trimmed to a height of nine (9) feet above finish grade. Young trees needing pruning/trimming, training, and shaping to develop caliper and a strong structural framework may have low branching laterals and or appropriate sucker growth. Contractor shall remove hangers under 15" and fallen limbs 80 lbs. or less. 2.4.1.4 All trees located in Sport/Priority Turf areas shall have 2" of STA approved 3"-4" compost mulch installed around the tree ring on a continuous basis. 2.4.2 Palm, Cycad Giant Bird of Paradise Maintenance 2.4.2.1 All Palms/Cycads shall be pruned to 10:00 o'clock and 2:00 o'clock up to a height of 20' high on a continuous basis. Palms/Cycads susceptible to disease being transferred from pruning saws, shears or toppers (chain saws or hand held saws/shears/loppers) shall be sterilized between the pruning of each Palm or Cycad. Giant Bird of Paradise shall be have dead and declining fronds and flowers removed on a continuous basis. 2.4.2.2 All Palms shall have fruit and seeds removed in October -November and April -May of each year. 2.4.3 Annual Tree Evaluation/Inventory Report 2.4.3.1 In November of each year the Contractor shalt have an International Society of Arborist TRAQ Certified Hazardous Tree Professional evaluate all District trees and provide a written report using the Arbor Access Tree Management software program. The report shall be by park site/species tree/DBH and location in the park/site. The report shall list findings and specific service recommendations and by priority of which trees need; 1) City of Santa Ana RFP 19-092 Page 19 25B-23 Exhibit 7 immediate service; 2) service within six months; or 3) service within one year; or, 4) service within two-four years. The report shall list the tree specific service recommendations, if any, to assure the safety and optimum health of the trees. 2.4.4 Staking, Tying and Guying 2.4.4.1 All trees requiring staking shall be securely staked at all times with stakes and rubber cinch ties approved by the Director's Representative. Rubber hoses and wire are not permitted ties. All stakes shall be set perpendicular to prevailing winds unless designated otherwise by the Director's Representative. Tree stakes shall also be set a consistent distance away from the trunk of the tree (minimum six (6) inches) to reduce abrasion and cell elongation. The tops of all tree stakes shalt be removed approximately three (3) inches above the highest tie to reduce abrasion of main or lateral branches of the tree. 2.4.5 Hazardous Tree Reporting 2.4.5.1 In the event the Contractor detects any tree displaying roots heaving or girdling (either by roots or a foreign material), leaning, broken or hanging limbs, or if Contractor determines that potential safety hazard may exist Contractor shall dispatch their International Society of Arborist TRAQ Certified Hazardous Tree Professional immediately to evaluate the trees and provide a written report listing findings and recommendations. While awaiting the ISA TRAQ Certified Hazardous Tree Professionals inspection and report, the Contractor shall protect people and property by installing a barrier around the tree to prevent people from entering the potentially hazardous zone. After the barrier has been installed the Contractor shall take time/date stamped photographs documenting they protected the site and warned people not to enter the potentially hazardous site beneath or by the tree. 2.4.6 Loss of Trees 2.4.6.1 The Contractor shall be responsible for the complete removal and replacement of any and all trees lost due to the Contractor's failure to identify and mitigate any issue that affects the safety and health of a tree(s). Failure to perform includes, but is not limited to, girdling trees with string trimmers or tree ties, improper planting of new trees, improper pruning/trimming techniques which disfigure or destroy the trees natural integrity and shape, or failure to detect and prevent treatable diseases and insect infestations. The Contractor shall replace the lost tree with a specimen equal in value and size according the latest American Shade Tree Conference guidelines for value determination that determines the value of the trees lost. 2.4.6.2 All trees that exhibit the signs of disease or pests, or any other signs of distress shall be inspected by an International Society of Arborist TRAQ Certified Hazardous Tree Professional approved by the Director's City of Santa Ana RFP 19-092 Pa a 20 20-24 Exhibit 7 Representative. Contractor shall provide an exact location and separate evaluation/report for each tree in decline. Contractor shall treat any tree in decline at no additional cost to City. Should the TRAQ Certified Hazardous Tree Professional determine that the tree has or had a terminal disease that the Contractor could not have treated or prevented, the Contractor shall not be responsible to replace the tree. However, should the TRAQ Certified Hazardous Tree Professional determine that the tree's unhealthy condition or death could have been prevented had the Contractor treated the tree then Contractor shall be responsible for the cost of treatment to restore the tree to a healthy condition or replace the tree. The latest American Shade Tree Conference guidelines for value determination will determine the value of the trees lost. 2.4.6.3 By entering into agreement with the City the Contractor acknowledges that they accept the condition of each tree and should a tree go into decline or expire, the Contractor agrees to replace the tree with like species and size or agree that the City shall withhold payment equal to the value of the tree. 2.5 Integrated Pest Management (IPM) Pest Control Services 2.5.1 Daily Inspection and Reporting 2.5.1.1 Agricultural pest control services shall be performed under a separate agreement by a state licensed/certified agricultural pest control QAL licensed company. 2.5.1.2 The Contractor shall, during the course of their daily site inspections, notify the Director's Representative in writing and with time/date stamped photographs of any pest issues they notice. The Contractor shall inspect on a daily basis in all landscaped areas (turf, trees, shrubs, ground cover, and annual color) for presence of weeds (any misplaced plant), disease, insect, rodent infestation or any other pests. If any weeds or pests, such as but not limited to, weeds in hardscape/groundcover-shrub beds or turf, disease, insect, algae, birds, animals, such as rabbits, rats, squirrels, or rodent infestation (rodents including rats, gophers, moles, voles, etc.) is discovered, he/she shall report their findings in their daily report to the Director's Representative. The Director's Representative shall then report the findings to the Agricultural Pest Control Contractor for follow-up. 2.6 Water Conservation and Irrigation System Management Services 2.6.1 General Responsibilities 2.6.1.1 Primary water conservation and irrigation system management services shall be the responsibility of the City's Irrigation Consultant. However, the Contractor shall, during their daily site inspection, take note and document in their daily site inspection report any irrigation system issues including, but not limited to, excessively wet areas, damaged or broken irrigation parts, vandalism, etc. City of Santa Ana RFP 19-092 Page 21 25B-25 Exhibit 7 2.6.2 Weekly Meetings 2.6.2.1 The Contractor shall meet with the Director's Representative and the Irrigation Consultant each week to discuss maintenance schedules, best management practices, etc. The purpose of the meeting shall be to discuss maintenance and irrigation scheduling and to coordinate maintenance and irrigation strategies which shall improve the health and aesthetics of the parks plant material. 2.6.3 Irrigation System Maintenance & Repair 2.6.3.1 The Contractor shall make every effort to prevent damage to the irrigation system during the course of their operations. The Contractor shall instruct their staff to not hit or cut-off irrigation rotors or spray heads while mowing/detailing, or in the course of performing any other tasks, and to avoid driving over turf, groundcover-shrub areas which may damage irrigation system parts. Should it be found the Contractor damaged a part or portions of the irrigation system the Director's Representative may withhold the cost of repairs from the Contractor's next monthly invoice. 2.6.3.2 The Contractor shall be responsible for the repair and replacement of all irrigation parts, including but not limited to, irrigation rotors/heads, lateral line and parts from the downstream side of the irrigation systems remote control valves (RCV's) at no extra cost to the City. The Contractor shall make repairs to the satisfaction of the Director's Representative. The Contractor shall make repairs within 24 hours of being on notice of deficiencies to the lateral lines and/or rotors/heads. 3 General Maintenance and Clean -Up Services The Contractor shall establish a "Trash -Cleaning Crew" dedicated to performing landscape custodial services including, but not limited to, clean-up of all site trash, and debris and foreign materials, cleaning/washing-off site amenities, responding to issues involving inclement weather, and preparing/cleaning-up sites before and after special events. 3.1 Daily Service 3.1.1 The Contractor shall completely clean and disinfect all site amenities, including but not limited to: trash receptacles, walls, planters, barbecues/braziers, raised curbing, public telephones, newspaper machines, cigarette urns, signage, enclosures, railing, exterior of buildings, light standards, patios, tunnels, grandstand bleachers, ramps, picnic area amenities and pavement, walkways and pedestrian paved areas free of debris, slap tags, tape, string, nails, push pins, wire, spills, stains, etc. Monday through Sunday. 3.1.2 The Contractor shall clean-up daily spills, stains, broken glass, twigs, leaves, rock, gravel, sand, grit, metal, paper, chips, dog feces or any other debris. 3.1.3 The Contractor shall blow down all paved areas, including curbs and gutters, pick- up trash/debris and to empty trash -clean the exteriors of receptacles daily. City of Santa Ana RFP 19-092 25 26 Exhibit 7 Vacuums, blowers, sweepers, shovels, high-pressure water hose/nozzles or other approved equipment may be used to clean hardscape areas. Debris shall not be blown or swept onto adjacent planters, streets or property. All debris must be thoroughly cleaned and picked up/removed from the site. 3.1.4 The Contractor shall properly and safely pick-up used hypodermic needles and insert them into an approved sharps container. The City shall provide the sharps containers to the Contractor. Once the sharps containers are considered full, the Contractor shall deliver the sharps containers to the City's Central Stores, located in the City Yard. The City's Central Stores will manage the final disposition of the hypodermic needles. 3.1.5 During rainstorms the Contractor shall continuously check and clear drain inlets to prevent flooding. 3.1.6 Following severe inclement weather, special events or other high -impact events the Contractor shall dispatch extra staff and resources to clean-up park sites within 48 hours 3.1.7 The Contractor shall unplugged, clean, sanitized and polish drinking fountains daily. The Contractor shall use approved germicidal cleaners and products to assure that drinking fountains are cleaned and polished. The Contractor shall remove all mineral build-up, algae, stains, etc. using appropriate mechanical or manual means as necessary. Should the drinking fountain be so clogged that dismantling the fountain is required, the Contractor shall notify the Director's Representative who will dispatch City staff to make repairs. 3.2 Weekly Service 3.2.1 The Contractor shall hire a sub -contractor specializing in roadway/parking lot cleaning/sweeping services to perform weekly roadway and parking lot cleaning/sweeping services. The sub -contractor shall use a well maintained and operating TYMCO Model 210h Regenerative Air Sweeper or equal to sweep park roadways and parking lots. 3.2.2 Cleaning/sweeping services shall take place between the hours of 11:OOpm and S:OOam each week. 3.2.3 Cleaning/sweeping services shall compliment the Contractors daily cleaning/blowing services leaving the roadways/parking lots thoroughly clean and free of all debris, including fine materials, regardless of the condition of the pavement. 3.3 Monthly Service 3.3.1 The Contractor shall service BBQ's one-time per month by using a stiff -bristle wire brush to scrape clean rust and debris from the exterior of BBQ's followed by painting the exterior of BBA's and their pedestal post Rustoleum Flame Resistant Flat Black paint. City of Santa Ana RFP 19-092 29i§2-17 Exhibit 7 3.4 Six -Month Service 3.4.1 Each January and July of each year the Contractor shall change out old flags and replace them with fresh new all-weather flags provided by the City. The Contractor shall follow all flag etiquette regarding the proper care, storage, delivery and replacement of our American, City and any other flags. The Contractor shall deliver to the Director's Representative the old flags properly folded and care for. The Director's Representative shall then turn the old flags over to the City's Central Stores who will properly dispose of the old flags. 4 Playground/Tot-Lot Area Services The Contractor shall establish a "Playground/Tot-Lot Service Crew" to perform playground/tot- lot, exercise station services specified herein. 4.1 Daily Maintenance 4.1.1 The playground/tot-lots/exercise equipment, sand and/or wood chip areas shall have all visible trash and debris, including but not limited to, paper, cigarette butts, nails, screws, etc. removed and be blown free of debris, sand/wood chips on play equipment, rubberized fall areas and surrounding concrete areas daily. Any sand/wood chips that accumulate on the rubberized surface shall be reused. Sand/wood chips and debris on the playground equipment shall be removed. 4.2 Weekly Maintenance 4.2.1 The Contractor shall loosen compacted sand/wood chip areas, re -grade sand/wood chips areas to level condition (eliminating ruts, depressions, build up areas, etc.) and sift/clean the sand/wood chips to assure that debris and any other foreign objects are removed. 4.2.2 The Contractor shall sift the sand on a weekly basis using specialized equipment that will remove debris from the sand to a depth of 8". 4.2.3 The Contractor shall remove any weeds or other plant material weekly. 4.2.4 The Contractor shall remove exposed filter fiber weekly. 4.2.5 The Contractor shall clean equipment by removing dirt, dust, stains, or other undesirable foreign materials/conditions. 4.3 Annual Maintenance 4.3.1 The Contractor shall eliminate berms (including pre-existing berms) in the turf surrounding, or in the vicinity of, playground/tot-lots by sod cutting/removing existing turf berms a minimum of three rows wide of sod, leveling to the appropriate grade, re -sodding with 1-1/2" thick cut West Coast Sod AZ-1 Kikuyugrass sod and rolling the sod with a 1.5 ton asphalt roller used for sod compaction. City of Santa Ana RFP 19-092 Ad'28 Exhibit 7 4.3.2 The Contractor shall bring in extra staff to perform annual maintenance to not disrupt the routine maintenance staff. 4.4 Playground Safety Inspections 4.4.1 The City shall be responsible for all playground safety inspections and the repairs of any equipment. Sport Facility Management and Maintenance Services The Contractor shall establish a "Sport Facility Maintenance Crew" to specifically perform specified sport facility/court/field/turf management and maintenance. Sport facilities/fields are all areas where sports are played and practiced. They include the field of play, sideline/dugout areas, batting cages, pitcher's bull pens, etc. They are areas where coaches, players and others associated with playing or practice the sport gather. Sport facilities maintenance areas include, but are not limited to, sport courts, grandstands, areas around concession stands, fence lines, and score boxes. 5.1 Daily Sport Facility Maintenance 5.1.1 The Contractor shall service all sport facilities by picking -up trash and debris, blowing/cleaning all areas and amenities, and washing -off areas to remove brick dust and/or other stains from all hardscape and amenities. In addition, the Contractor shall remove debris such as sunflower seeds or peanut shells so all areas, including beneath and on bleachers, backstops, pavement and landscape areas, are 100% free and clean. All debris mentioned above shall be collected and disposed of. Blowing debris into turf or adjacent areas is not acceptable. 5.1.2 The Contractor shall clean/wash sport facility infra-structure/courts where leaves and other debris collect, including, but not limited to, between chain link fence backstops and back -boards, between windscreens and fencing, etc. 5.1.3 The Contractor shall continuously replace all basketball and tennis court nets once they become torn, frayed or vandalized. Nets shall be provided to the Contractor by the Director's Representative. 5.2 Daily Sport Field Maintenance 5.2.1 Each day the Contractor's Sport Facility Maintenance Crew shall walk the sport turf and fill-in divots and depressions and all uneven areas with Simplot USGA mix, mixed with Stovers seed at the manufacturers recommended rate: a) Stover Seed Company's Grand Slam FS in the fall winter; and, b) Stover Seed Company's Pro Sportfield Extreme in the spring/summer. 5.2.2 Areas of the field where turf has been worn away due to play or practice shall be raked, dragged and leveled each day to provide a level and safe playing surface. City of Santa Ana RFP 19-092 Pa a 25 25-29 Exhibit 7 The Contractor shall add approved topsoil to areas as necessary to keep the areas level and safe. Areas where soil meets turf shall be maintained to prevent build-up area in the turf. The Contractor may use brooms, high-pressure water or any other best management practices to prevent uneven areas where soil meets turf In cases when significant erosion of sport turf as occurred the Sport Facility Maintenance Crew will be required to use ride -on equipment and leveling implements to make the field level and safe. 5.3 Quarterly Aeration 5.3.1 Turf shall be aerated every three (3) months using the Kubota L5060 tractor equipped with turf type tires AerWay aeration equipment with AerWay tines. Contractor shall make two -passes in different directions per the Director's Representatives direction. 5.4 Annual Topdressing 5.4.1 Turf shall be topdressed using Simplot SP Pro 1 USGA mix at 50 tons per acre. The Contractor shall use the Kubota L5060 tractor equipped with turf type tires and the Tycrop TD-460 QuickPass top -dresser to topdress the turf. Specialized Maintenance 6.1 Civic Center 6.1.1 The Contractor shall be required to clean trash and large debris in parking tots in the Civic Center. The work shall be performed in the early morning hours or at a time of day that will not disturb residents. If the work is to be performed during the day, the contractor shall develop a strategy to close off parking lots to prevent people from parking so he/she may clean the entire parking lot. 6.1.2 All signage, drinking fountains, concrete pads, trash receptacles, site furniture, bollards, concrete or asphalt areas with stains around trash receptacles, security lights, park benches, walls, and the pavement beneath them and other Civic Center amenities shall be cleaned daily. 6.1.3 The contractor shall rake, hand remove, or vacuum leaves that are not absorbed by planting. This shall be done as often as required to maintain a neat appearance. 6.1.4 After heavy windstorms or other inclement weather that impacts sites under this agreement, the Contractor shall bring in extra staff to clean all Civic Center areas within twenty four hours (24hrs.) at no cost to the City. Debris (80 lbs. or less), such as but not limited to, litter, fallen branches, trash, limbs, branches, soil erosion, etc., shall be removed from the worksites. 6.1.5 Drain inlets shall be checked and if necessary cleaned once per day to avoid flooding of areas during inclement weather. 6. L6 The Plaza of the Flags shall have flags displayed at all times. The Contractor shall City of Santa Ana RFP 19-092 AW 30 Exhibit 7 visually inspect the flag every day to assure it is in good condition. Should, in the opinion of the Director's Representative, the flag is not be in good condition (faded, discolored, torn and/or having holes) the Contractor shall immediately request from the Director's Representative a new flag. Contractor shall raise the new flag immediately upon receipt from the Director's Representative. The Contractor shall replace the flags twice a year (January, July) with flags provided by the City. 6.1.7 Japanese Garden Pagoda shall be cleaned daily. 6.2 Centennial Park 6.2.1 The parking lot south of Rancho Santiago College is a part of the agreement site. 6.2.2 The unimproved planting area east of Rancho Santiago College is a part of the agreement site. 6.2.3 The irrigated area outside of Dan Young Soccer Complex to the west is a part of the agreement site. 6.2.4 The planting island north of the parking structure is a part of the agreement site 6.2.5 The Contractor shall hose off daily from pedestrian hardscape areas bird droppings. 6.3 Santa Ana Zoo at Prentice Park 6.3.1 California Natives and Drought Tolerant Shrubs Selectively prune and trim all native plants during appropriate seasons to ensure pedestrian paths, walkways and sidewalks are not impeded or as necessary based on best horticultural practices. (i.e. Romneya coulteri pruned to 6" in late summer or fall, Salvia clevelandii pruned in fall, Zairschenria sp. established plants cut back hard in winter after flowering, Tecoma stans seed pods removed to encourage flowering) 6.3.2 Bamboo - Dead, old, small, leaning or misshapen calms shall be removed annually. Cuts shall be made as close to the ground as possible and straight across so there are no dangerous, sharp points sticking out of the ground. Care shall be taken to avoid damaging newly emerging calms. The Director's Representative will provide additional direction on which clumps may be topped to increase the screening effect or "legged -up" for aesthetics. Giant timber bamboo shall be maintained with a minimum of 12" distance from building foundations. 6.3.3 Epiphytic Specimen Plants - Epiphytic plants (Platycerium sp., Bromeliads, Anthurium sp., Tillandsia sp., Laelia sp., etc.) without dedicated irrigation shall be hand -watered every two to three weeks during the cooler winter months and a minimum of once per week throughout the rest of the year, or otherwise dry and hot periods. Platycerium shall be fully drenched including the fronds. The Contractor shall advise the Director's Representative of any specimens causing damage to structures or trees. City of Santa Ana RFP 19-092 Pa 27 259-31 Exhibit 7 6.3.4 Ornamental Grasses - All Cortaderia selloana (pampas grass) specimens smaller than four feet in diameter shall be removed immediately and disposed to control invasiveness. Warm -season grasses shall be cut to the ground in fall or winter consistent with best horticultural practices. Ornamental grasses shall be cut within 6" with a flat top and not mounded. Large clumps (5+ seasons) only exhibiting growth around the edges of the clump shall be dug up, divided, and replanted. Thysanolaena maxima specimens shall be minimally pruned to maintain form and tidiness. 6.3.5 Tree Establishment — "Treegator" Slow Release Watering Bags shall be provided for newly planted trees, Gator Bags shall be filled weekly for the first two growing seasons. 6.3.6 Electric Equipment - The Contractor shall use electric powered equipment in the course of providing service at the Zoo. Gas powered equipment is not allowed, unless prior written approval is granted by the Director's Representative. 6.3.7 Animal Enclosures& Animal and Human Safety - The Contractor's workers must not enter animal enclosures without prior approval from the Zoo Manager or their representative. Workers must not touch or feed any of the Zoo's animals. In the event of an escaped dangerous animal, the workers will be asked to stop work immediately and evacuate the zoo. Annually, the Contractor shall provide their employees working in and around animal exhibits with basic training on zoonotic disease prevention and common-sense sanitary measures. The Contractor shall meet with the Zoo Manager or their representative for relevant information before commencing work. 6.3.8 Gutter Maintenance - The Contractor shall pay attention to clearance of gutters within the Farm area to prevent blockage and the growth of weeds. 6.3.9 Zoo Closure Days - The Zoo is closed to the public on Thanksgiving Day, Christmas Day (December 25), and New Year's Day (January 1). The Zoo is open all other holidays. The Zoo may be closed to the public during severe inclement weather. Closure days are subject to change by the Zoo Manager. 6.3.10 Rock Mulch Groundcover - Cactus and succulent beds are to be mulched with Dos Rios Pebbles 3/8" by Southwest Boulder and Stone or equivalent type to match existing as approved by Director's Representative. Pebble mulch shall be maintained at a I" depth and kept off adjacent walkways. 6.3.11 Tree Edging No Mow Turf - Trees maintained with natural no -mow lawns (i.e. Carex sp.) shall not have shovel cuts around trees. 6.1.12 General Maintenance - Daily Maintenance - All trash and debris (branches, glass, metal, paper, etc.) on the ground or in trash receptacles shall be removed from all worksites, landscaped and paved areas each day Monday through Sunday before 10:00 a.m., when the zoo opens to the public. All organic debris (twigs, leaves, fruit, sand, gravel, rock, wood chips) on the pathways shall be removed from City of Santa Ana RFP 19-092 189 32 Exhibit 7 paved areas each Monday and Friday before 10:00 a.m., when the zoo opens to the public. Asphalt and concrete pathways shall be maintained with the use of a commercial ride -on or walk -behind sweeper/scrubber unit. Decomposed granite pathways shall be maintained through raking to limit particulate pollution in animal habitats due to leaf blowers (blowers shall not be used on decomposed granite walk areas). 6.1.14 Washing Landscape Material - To maintain plant health, May through October, all plant material shall be hosed down with a strong spray of water for the removal of accumulated dust and cobwebs. 6.3.15 Inspection of Perimeter Fence - Daily the Contractor shall inspect the integrity of the chain link perimeter fence for breaches and advise the Zoo Manager or Director's Representative of issues. 6.3.16 Trimming and Weed Removal within Exhibits - Monthly the Contractor shall blow -off leaf litter accumulating on animal exhibit roofs, netting, cages, etc including, but not limited to, Colors of the Amazon Bird Aviary. Monthly the Contractor shall inspect plant material in the animal exhibits for damage to the netting and trim plants pushing through animal exhibit roofs, netting, cages, etc. to prevent damage. Contractor shall perform weed removal in the Anteater and Amazon's Edge exhibits each spring. 6.3.17 Pressure Washing - The Contractor shall perform daily pressure washing of paved areas, site furniture, drinking fountains, etc. in the caf6 eating area 6.3.18 Resetting Seating — The Contractor shall, Monday through Sunday, before 10:00am each morning, reset all tables and chairs in the Zoo. 6.3.19 Blowing -Off Exhibits — The Contractor shall blow-off/clean animal exhibit roofs, netting, cages, etc. on a routine basis. Prior to performance, the Contractor shall coordinate with an Animal Care staff person. 6.3.20 Storm Drain Maintenance — The Contractor shall continuously maintain the Zoo's storm/area drains, including the filter fiber by keeping them clean and free of debris. The Contractor as necessary shall change the storm/area drains filter fiber, which shall be provided by the Zoo. 6.4 Vacant Lots — The Contractor shall perform daily blowing -off, trash and debris removal at the following properties: 6.4.1 Standard & McFadden 6.4.2 Raitt & Myrtle 6.4.3 625 S. Cypress Work Not Scheduled City of Santa Ana RFP 19-092 Page 29 25B-33 Exhibit 7 7.1 The Director's Representative may delete a portion of the specification or the entire work site from contractual maintenance during a construction period or for any reason. The deletion of this portion of work will be reflected as a reduction in the monthly payment to the Contractor. The amount of reduction will be based on the percentage of area involved (on a square -foot basis) and will be determined by the City. City Inspection 8.1 The Director's Representative shall regularly inspect the parks, playgrounds and fields and all other City property subject to this Agreement. If said inspection results in discovery of work that is not performed in the manner, and to the professional degree set forth in the Specifications, The Contractor agrees that the City shall; 1) withhold from Contractor's next monthly payment, the City's actual or estimated cost of performing the work; or, 2) hire a contractor or City staff to perform the work not performed and then withhold from the Contractor's next monthly payment the City's actual cost for performing the work to bring the property into conformance with the specifications. Additionally, City shall impose liquidated damages of up to $300.00 per inspection, per park, per item specified herein not performed, per day not meeting the specifications during any such inspection. 8.2 Furthermore, it is not the Director's Representatives responsibility to inform the Contractor when work specified in the specifications was not performed or that deficiencies exist. It is the Director's Representatives responsibility to inspect the properties to verify that work was performed to the specified level of quality and time frame followed by reporting that the work was performed satisfactorily or not. It is the Contractor's responsibility to provide adequate supervision and staffing to visit each site daily and prepare schedules for the appropriate level of staff, equipment and materials to perform all aspects specified in this agreement. Should the Director's Representative create PowerPoint punch lists, essentially performing the Contractor's Supervisor's responsibilities/duties of determine what work needs to be performed in accordance with the agreement specifications, the City shall deduct $300 per Power Point punch list from the Contractor's monthly invoice. City of Santa Ana RFP 19-092 Ad- 34 Exhibit 7 Contractor Responsibilities: i.o GENERAL CONDITIONS 1.1 Definitions- 1.1.1 "Director's Representative" shall mean the Executive Director of Parks, Recreation and Community Services designated representative(s). 1.1.2 "SAPRF" shall mean Santa Ana Park and Recreation Facilities. 1.1.3 "Pruning" shall mean the practice of removing lateral shrub or tree branches and may also be referred to as "trimming." 1.1.4 "Weed" shall mean any undesirable or misplaced plant. 1.1.5 "Hardscape" shall mean any resilient surface other than turf or planting beds, such as but not limited to curbs, gutters, sidewalks, decomposed pathways, asphalt pavement, mow strips, bollards, signs, grandstands, benches, picnic tables, drinking fountains, BBQ's, fencing, railing, tire stops, etc. 1.2 Scheduling of Work -The Contractor shall provide landscape/grounds maintenance between the hours of 6:00 a.m. and 6:00 p.m., Monday through Sunday. The schedule may be modified only with the Director's Representative consent. Landscape/grounds maintenance that generates excess noise cannot begin before 8:00 a.m. 1.3 The Contractor shall establish schedules of "routine work" to be followed in the performance of this contract. In addition to the Contractor submitting the Monthly Park Maintenance Inspector's Inspection Schedule and other required monthly reports, the Contractor shall submit weekly schedules listing the work tasks, crew performing the task, and the projected hours to complete the task. The schedules shall be emailed to Director's Representative by Thursday at 4:OOpm for the upcoming week. Any changes in scheduling shall be reported in writing 48 hours before the proposed change and must be approved by the Director's Representative. The schedule shall include days of the week and what person/crew will be performing specific work in accordance with the specification. 1.2 Local Office - The Contractor shall maintain a physical office within the 714 area code (local office). The local office shall be open Monday through Friday 8:00 a.m. to 5:00 p.m. with a company representative present at all times. Answering services or mobile telephones will not be considered a local office. 1.3 Emergency Response — The Contractor shall have an emergency "Stand-by" staff person assigned to respond to urgent calls after hours. The Contractor shall have the capability to answer calls immediately and respond to after-hours service within one (1) hour from the time the call is made. 1.4 Extra Work or Outside the Scope of Work -Damage or malfunction to site amenities, plant material or irrigation system equipment by any of the following may be considered outside the scope of this Agreement unless otherwise specified herein: -Acts of God -Civil Disorder -Vehicle Collision (excluding Contractor and its employees and subs) -Excavation or Re -surfacing of the Street -Power Failures City of Santa Ana RFP 19-092 Pa a 31 25-35 Exhibit 7 -Underground Wiring Damage -Extra Work Requested by the Director's Representative Contractor will not be considered responsible for replacement. Contractor must prove to the satisfaction of Director's Representative that one of the above occurred in order to be excused from performing under the Agreement. Extra Work or Outside the Scope of Work -Damage (a.k.a. Extra Work) shall be compensated: i Labor- 25% above prevailing wage ii Materials- 15% above retail contractors cost ii Equip Rent-15% above contractor's cost All Extra Work or Outside the Scope of Work -Damage work shall be performed by Contractor's staff other than the routine maintenance staff assigned to the contract. Any staff routine maintenance Contractor's staff discovered performing Scope of Work - Damage work shall not be charged as Extra Work. 2.0 UNIFORMS AND VEHICLES IDENTIFICATION 2.1 The Contractor shall provide to all field personnel a standard uniform including but not limited to uniform company hats, collared work shirts, pants, jackets, cold weather vests and ANSI approved safety shoes. All uniforms will be marked by patch, silk screen or embroidery with the company name and logo or other form of identification. 2.2 All equipment shall be clearly identified on both sides and rear of the vehicles as belonging to the Contractor, well maintained, in excellent working condition, be clean in appearance and without extensive visible damage, dirt graffiti etc. In addition, all vehicles shall have the company's name, contractor's license number and contact information clearly identified on both sides and the rear of the vehicle. 2.3 The Director's Representative reserves the right to direct the Contractor to remove an employee or piece of equipment for not meeting high maintenance and appearance standards. 3.0 SAFETY REQUIREMENTS 3.1 All work performed under this contract shall be completed with maximum safety as the priority above all other requirements. The Contractor shall be incompliance with his/her companies City approved Illness and Injury Prevention Program and all Federal, State and Local OSHA requirements, laws and regulations. 3.2 All work performed under this contract shall be performed in strict compliance with all federal, state and local safety laws, regulations or other authoritative mandates that protect workers and the general public, including but not limited to, excavation/trenching/shoring, blood borne pathogens, hazardous waste identification and transport and pesticide use and reporting. City of Santa Ana RFP 19-092 Pa e 32 2 B-36 Exhibit 7 3.3 In the event unsafe work is observed by City staff or otherwise reported, the Director's Representative may at his discretion order the Contractor to stop performing and pay all costs and or damages resulting from the delay. 3.4 The Contractor shall perform all safety training required by OSHA, CalOSHA and any and all authoritative government entities having authority over required safety training. 3.5 In addition, the Contractor shall submit to the Director's Representative each year upon renewal of the agreement his/her updated Illness and hijury Prevention Plan which shall include the annual OSHA safety training schedule and update OSHA safety training records and employee safety training certificates. All OSHA Training shall be performed by a certified OSHA Trainer. 4.0 SAFETY NOTIFICATION 4.1 If Contractor identifies a potential safety issue, Contractor shall: 4.1.1 Notify the public that potentially unsafe conditions exist by installing yellow "Caution Tape" and "A" frame barricades or equal substitute around the condition. 4.1.2 Notify the Director's Representative of the condition first by phone and then in writing (e-mail is acceptable) including digital photographs of the potential safety concern. Once the Contractor has notified the City and the public of the condition, as specified above, Contractor shall have no further responsibility regarding the condition. 5.0 UNDERGROUND ALERT SYSTEMS 5.1 Underground Alert Systems (telephone number 1-900-422-4133) must be notified 48- hours in advance prior to any excavation work. 6.0 PROPERTY DAMAGE 6.1 Any damage to private property caused by Contractor shall be immediately reported to the property owner. Contractors shall pay for any damage caused to private property in performing this agreement. 7.0 ACCESS TO PRIVATE PROPERTY 7.1 Prior to any work involving private property, the Contractor shall notify the City of the proposed work and obtain all necessary permits and/or consent required from City and/or property owner 8.0 PROTECTION AND RESTORATION OF EXISTING IMPROVEMENTS 8.1 The Contractor shall protect City and/or private property adjacent to work areas including sprinkler systems, drain pipes, lawns, brick work, plantings, masonry work, fences, walls, sidewalks, street paving, etc., located on either public or private property. Contractor shall, at its expense, replace any property that is removed or damaged, other than property pre - City of Santa Ana RFP 19-092 Page 33 25B-37 Exhibit 7 approved for removal. Contractor shall abide by the City's "Policy for Driving on Park Property" (See Attachment 4). 9.0 TRAFFIC CONTROL 9.1 The Contractor will not interrupt traffic flow on City streets without obtaining a no -fee permit from the City. Prior to performing maintenance activities where Contractor employees work immediately adjacent City vehicular lanes or any other situation covered under the California MUTCD, the Contractor shall implement no -fee permitted City approved traffic safety plans to protect the health and welfare of its employees and the general public prior to commencement of the agreement. 10.0 MONTHLY REPORTS 10.1 Prior to the first of each month the Contractor shall submit to the Director's Representative for approval: 10.1.1 The Excel Park Maintenance Inspector's Inspection Schedule including a detailed annual, monthly, weekly and daily work schedules consistent with task frequencies in Exhibit A; 10.1.2 A copy of certified payroll sent to the Department of Industrial Relations on the required format/forms of employees assigned to the contract areas; 10.1.3 An updated organizational chart, or equal, listing the names, titles, schedules and number of Full -Time Equivalent (FTE'e) assignments of all persons working in the contract areas; 10.1.4 Invoices and packing slips of name, type and quantities of commodities purchased; 10.1.5 Green Waste recycling report including tonnage and name/location of the green waste recycling plant. The information contained in the above referenced documents shall be updated with any new information as changes occur. The Director's Representative shall be immediately notified of any changes to the above information. Failure to submit a report by the first of each month shall result in a fine of $100.00 per day for each report submitted late. 11.0 WATER CONSERVATION & PROGRAMMING OF CONTROLLERS 11.1 The City shall be responsible for programming irrigation controllers and conserving water. The Contractor shall be responsible for all repairs to lateral lines, rotors/heads/fittings. 12.0 SPECIFICATIONS INTERPRETATION 12.1 The intent of these specifications is known by the City of Santa Ana and SAPRF. Any questions relating to the interpretation of these specifications must be addressed, in writing, prior to the start of work. The Contractor agrees that interpretations of this contract after the start of work are at the sole discretion of the Director's Representative, and the Contractor shall abide by all such interpretations 13.0 PROTECTION OF EXISTING FACILITIES AND STRUCTURES City of Santa Ana RFP 19-092 Page 34 25B-38 Exhibit 7 13.1 The Contractor shall exercise due care in protecting from damage all existing facilities, structures, and utilities, both above surface and underground on the City's property. Any damage to City, Santa Ana Park and Recreation Facilities (SAPRF), or private property caused by the Contractor's neglect shall be corrected and paid for by the Contractor at no cost to the City of Santa Ana or SAPRF. The City of Santa Ana and/or Director's Representative shall make the determination of fault. The Director's Representative reserves the right to issue a Stop Work Notice if the Contractor does not promptly repair any damage, within twenty-four (24) hours of the damage incurred. 13.2 If the Directors Representative requests or directs the Contractor to perform work in a given area, it will be the Contractor's responsibility to verify and locate any underground systems (i.e. utility lines) and take responsibility for taking reasonable precaution when working in these areas. 13.3 Contractor shall call Underground Alert (800) 422-4133) at least two working days prior to digging for line locations. Any damage or problems shall be reported immediately to the Director's Representative and the City of Santa Ana. If the Contractor discovers something unexpected or a unique problem occurs, he should stop work and immediately contact an authorized Director's Representative for a timely resolution of the problem. 14.0 SUBSTITUTIONS 14.1 Whenever a specific type of material is specified, no substitutions shall be allowed without written consent of the SAPRF representative. 15.0 CERTIFICATION & APPLICATION OF MATERIALS 15.1 All materials shall be delivered on the site in original containers. Materials shall be subject to inspection by the Director's Representative. The Director's Representative will not approve materials not meeting the SAPRF standards, and Contractor shall return any such non -satisfactory items at his/her cost. 15.2 No materials shall be applied prior to the Director's Representative verifying the specified quantities of materials. Furthermore, should the Contractor apply materials before the Director's Representative verifies correct materials and quantities, the Contractor shall not receive credit for the applied materials. The Contractor shall then reorder and deliver the materials, thereby not receiving credit for the applied materials. 16.0 CONTRACTOR NEGLECT 16.1 Any damage to the City of Santa Ana, SAPRF, or private property, which has been determined to be due to the Contractor's neglect, shall be corrected at no additional cost to the City of Santa Ana or the SAPRF. 17.0 CONSTRUCTION EQUIPMENT 17.1 The Contractor shall take all necessary precautions for safe operation of his equipment and the protection of the public from injury and damage from such equipment. City of Santa Ana RFP 19-092 Page 35 25B-39 Exhibit 7 18.0 SOUND CONTROL REQUIREMENTS 18.1 The Contractor shall comply with all local sound control and noise level rules, regulations and ordinances that apply to any work performed pursuant to the Contract. Each internal combustion engine used for any purpose on the job or related to the job shall be equipped with a muffler of a type recommended by the manufacturer of such equipment. No internal combustion engine shall be operated on the project without said muffler. Full compensation for conforming to the requirements of this section shall be considered as included in the prices paid for the various contract items of work involved and no additional compensation will be allowed therefore. Sounds, such as loud music, that are not related to the project, shall be kept at levels so as to not disturb the general public. 19.0 INQUIRIES AND COMPLAINTS 19.1 The Contractor shall maintain an office at some fixed place and shall maintain a telephone thereat, listed in the telephone directory in his own name or in the firm name by which he is most commonly known. Furthermore, the Contractor shall, at all times, have some responsible person(s), employed by the Contractor, to take the necessary action regarding all inquiries and complaints that may be received from the City of Santa Ana, Director's Representative, and/or private citizens during normal working hours. Whenever immediate action is required to prevent impending injury, death or property damage to the facilities being maintained, the Director's Representative may, after reasonable attempt to notify the Contractor cause such action to be taken by the SAPRF work force. All costs of any such action shall be charged against the Contractor, or the Director's Representative may deduct such cost from any amount due to Contractor. All complaints shall be abated as soon as possible after notification, to the satisfaction of the City of Santa Ana and/or Director's Representative. If any complaint is not abated within a reasonable time, the Director's Representative shall be notified immediately of the reason for not abating the complaint followed by a written report to the Director's Representative within five (5) days. If the complaints are not abated within the time specified or to the satisfaction of the Director's Representative, the Director's Representative may correct the specific complaint and the total cost incurred by the SAPRF will be deducted and forfeit from the payments owing to the Contractor from the SAPRF. Such cost shall include all SAPRF staff time required to resolve the problem and appropriate overhead charges 20.0 NOTIFICATION OF LOCATIONS OF WORK 20.1 The Contractor shall notify the Director's Representative when the contractor's crews will be working within the SAPRF. Said notifications will be made on a daily basis by telephone, cell phone, fax, or by weekly written schedules which specify the entire weeks work locations. 21.0 WORKFORCE City of Santa Ana RFP 19-092 Page 36 25B-40 Exhibit 7 21.1 The Director's Representative may evaluate each of the Contractor's staff and if he/she finds that a Contractors employee or sub -contractor's employee is not performing to the satisfaction ofthe Director's Representative, the Director's Representative shall require the Contractor to remove the employee from work sites at his or her discretion within 24 hours of written notice. 22.0 MATERIALS 22.1 The Director's Representative shall approve or reject all materials delivered to the work site. In addition, the Contractor shall not apply any materials until the Director's Representative inspects the materials to confirm they are correct per specifications. Note that the Director's Representative may stay at the work site to confirm that all materials are applied correctly and in the quantities specified. Materials applied by the Contractor prior to the Director's Representative inspecting the materials shall be considered not applied. Therefore, the Contractor shall not be given credit towards the quantity of the specified material required to be applied by the specification. The Contractor shall then be required to deliver the specified quantity of material to the work site and, following the Director's Representatives approval, apply the materials in the presence of the Director's Representative: Prior to the application or use of any materials the Contractor shall submit to the Director's Representative a minimum 48 hours before delivery to the work site a list of all materials and/or chemicals that may be used pursuant to the terms of this Agreement. The list shall include the name of the product, the products specifications, and the quantity of materials, prescribed method of use/application, Material Safety Data Sheets and chemical analysis where applicable, recommended usage and any other manufacturer's data that may be pertinent. The list must be submitted before any materials/chemicals are used pursuant to this Agreement. 22.1.1 The materials and chemicals utilized in furtherance of this Agreement shall comply with the following standards: All fertilizers shall be complete, furnishing the required percentage of nitrogen, phosphoric acid and potash to keep turf, trees, shrubs and other plants in a healthy and vigorous growing condition. Pesticides including but not limited to: Insecticides, fungicides, herbicides, algaecides, aviacides, and rodenticides shall be of the best quality obtainable and available on the market, properly labeled with guaranteed analysis, and brought to the job site in the manufacturer's original container. Materials shall as specified herein, matching those existing at the work site, or as specified by the Director's Representative. 22.1.2 All materials delivered to the site shall be accompanied by a packing slip or other form from the vendor indicating the specific commodity delivered and the quantity. 23.0 TRASH DISPOSAL AND RECYCLING 23.1 All organic waste (including leaves, grass clippings, brush, branches, and tree parts) resulting from work performed under this contract shall be disposed of pursuant to the City of Santa Ana RFP 19-092 Page 37 25B-41 Exhibit 7 requirements of the Santa Ana Municipal Code (SAMC) Chapter 16. Organic waste cannot be taken to a landfill. Every month, the Contractor shall submit receipts from licensed composters/green waste recycling facilities, to the Director listing the tons of organic waste recycled and the names and addresses of the composting or processing companies. 23.2 As an alternative, the City may allow Contractor to dispose of green waste and trash in bins provided by the City. The City will determine the amount of green waste and trash allowed to be dumped in these bins based on historical amounts. Any additional disposal fees must be paid by Contractor. At no time will the contractor be allowed to dispose of trash or green waste that was not collected as part of this contract. If the City finds that the contractor is disposing of trash from other contracts, the City will discontinue this service for the contractor and the contractor will be required to pay for their own trash service. 24.0 PREVAILING WAGE DETERMINATION General prevailing wage determination made by the Director of Industrial Relations pursuant to California Labor Code Part 7, Chapter 1, Article 2, Sections 1770, 1773 and 1773.1 is: CRAFT: ## LANDSCAPE MAINTENANCE LABORER DETERMINATION: SC-LML-2019-1 ISSUE DATE: February 22, 2019 EXPIRATION DATE OF DETERMINATION: March 31, 2019* Effective until superseded by a new termination issued by the Director of Industrial Relations. City Responsibilities 1.0 CITY -DIRECTOR'S AUTHORITY The Director's Representative is the only person authorized to direct changes in any of the requirements under the Agreement and, not withstanding any provisions contained elsewhere in the Agreement, and said authority remains solely in the Director's Representative. In the event that the Contractor effects any such changes at the direction of any person other than the Director's Representative, the changes will be considered to have been made without authority and solely at the risk of the Contractor. In addition, the Director's Representative shall have the authority to accept/reject materials, workmanship and to make changes in work or schedule, when the City determines that no extra costs are involved. The Director's Representative shall also have the authority to suspend portions of the specifications and withhold the cost of the suspended portion of the agreement at his/her discretion. The intent of these specifications is known by the City of Santa Ana. Any questions relating to the interpretation of these specifications must be addressed, in writing, prior to the start of work. When the performance of the work or completion per schedule is determined to be sub -standard or not on schedule, the Director's Representative may recommend that all or a portion of payment be withheld. In addition, the Director's Representative shall have the option to hire another qualified contractor to perform any portion of the work specified and withhold payment in the City of Santa Ana RFP 19-092 Page 38 25B-42 Exhibit 7 amount of the cost to hire the qualified contractor. Payment to be withheld shall be deducted from the next or subsequent monthly payment due, or if the amount is insufficient to cover payment, the Contractor shall be liable for said deficiency and will be billed accordingly. The Director's Representative shall decide all questions, which may arise as to the interpretation of the quality of work, manner of performance, completion per schedule, acceptable fulfillment of the Agreement by the Contractor, interpretation of the specifications, and compensation, including completion of work by alternate sources. City of Santa Ana RFP 19-092 Page 39 25B-43 Exhibit 7 , \1 1 ' rr Santa Ana Zoo (map 1 of 3) For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25B-44 Exhibit 7 w .�.;"Jammu [t uNc c,�iinnwtY a:.:. _ -:f '_,._-.. R,T61�BLa_,_�►t7_- .�---_�..,_ :�. •. Santa Ana Zoo (map 2 of 3) Lot Detail General Maint. and Clean Up — 6.1.12 Daily Maintenance For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary lute of the site map 25B-45 Exhibit 7 - a j � 4 f l 10 _ �! A Ir_ Santa Ana Zoo (map 3 of 3) Lot Detail General Maint. and Clean Up —3.2 Weekly Maintenance For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25B-46 Exhibit 7 9 ol301*11 rMe I I al aw" #5944v 1 2 5 B -47 1 !1 Exhibit 7 APPENDIX ATTACHMENT 3-5: FEE SCHEDULE CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR LANDSCAPE MAINTENANCE SERVICES: SANTA ANA ZOO RFP NO.: 19-092 Pricing for each site and each task should be as accurate as possible. Based on funding availability, the City may amend and/or remove a site or a task from the scol ic of work without affec ing pricingfor other sites and/or tasks. Playground/ Turf Care Landscape Cleaning Tot lot/ Sports Areas uvalll-Te Zoo and Service Care and Care and Exercise Care and Annual Total Equivalents Service Service Area Care Service and Service Centers/Facilities Acreage* ZOO 18.77 557,79S $272,945 2. 7—y$ $163,258 4P19,758 N/A $513,756 f.0d s Full -Time Equivalents �• `/6J' /. 6 6. Z2S $; p, L *Acreage information is an estimate provided by the City. The Contractor is responsible for obtaining actual acreage information. Certification - I certify that I have read, understand and agree to the terms and conditions of this Request for Proposals. I have examined the Scope of Services and am familiar with the scope of work locations. I am familiar with all the existing conditions and limitation that may impact work requests. I understand and agree that I am responsible for reporting any errors, omissions or discrepancies to the City for clarification prior to the submission of my proposal. Proposal Item Price - Provide costs for landscape maintenance. Fee must be inclusive of all costs, including but not limited to, direct and indirect costs for labor, overhead, incidental supplies, travel, mileage, and fuel. The proposer warrants that the prices, terms and conditioned quoted will be valid for a period of 120 days from the date the proposal is due, in order to allow time to award an agreement. Brandon Elrod President Printed Name of Authorized Agent Title Signature *of Authorized Agent 1114119 Date Tanta Ana RFP 19-092 5R.Q48 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE APPROVE AN AGREEMENT WITH LANDSCAPE WEST MANAGEMENT SERVICES, INC. TO PROVIDE LANDSCAPE MAINTENANCE SERVICES AT THE CITY OF SANTA ANA CIVIC CENTER FOR AN ANNUAL AMOUNT OF $609,151.40 (TOTAL NOT TO EXCEED $2,436,604.60) FOR THE PERIOD FEBRUARY 1, 2020 TO JANUARY 31, 2024 TO BE FUNDED BY THE CIVIC CENTER FUND {STRATEGIC PLAN NO. 6, 1B} CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 111 Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO /s/Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Authorize the City Manager to execute an agreement with Landscape West Management Services, Inc. to provide landscape maintenance services at the City of Santa Ana Civic Center for an annual amount not to exceed $609,151.40, which includes a 10 percent contingency, for the period from February 1, 2020 to January 31, 2024, for a total agreement amount of $2,436,605.60 to be funded by the Civic Center Fund, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION On October 7, 2019, Parks, Recreation and Community Services Agency (PRCSA) issued a Request for Proposal (RFP) for the four landscape maintenance districts, the Santa Ana Zoo at Prentice Park and the Civic Center. The City notified 215 companies (26 Santa Ana companies), 31 companies downloaded the documents (4 Santa Ana companies), and two companies submitted proposals (zero Santa Ana companies) to provide landscape maintenance services in the Civic Center. An evaluation committee consisting of one representative from PRCSA Park Facilities Division and two representatives from the Public Works Agency reviewed and rated the proposals. The proposals were evaluated according to the criteria listed in the RFP, which includes firm/team experience, reference/relevant project experience, listing of resources, manner for performing services/schedule and fee. The results of the RFP evaluation were as follows: 25C-1 Agreement with Landscape West Management Services, Inc. to Provide Landscape Maintenance Services at the Santa Ana Civic Center January 21, 2020 Page 2 City of Santa Ana Civic Center Rankin Landscape West Management Services, Inc. 1 Mariposa Landscape, Inc. 2 The City proposes to enter into a four-year agreement with Landscape West Management Services, Inc. to provide landscape maintenance services in the Civic Center. STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #6 - Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy B (equitably maintain existing streets and associated assets in a state of good repair so they are clean, safe and aesthetically pleasing for all users). FISCAL IMPACT Funds are available in the following account for the specified fiscal year of the initial term: Fiscal Accounting Fund Accounting Unit, Account Amount Year Unit -Account # Description Description FY 19-20 07413250- Civic Center PRCSA-Civic Center Reg. $253,813.08 62320 Fund Maint., Maint. & Repair / Bldng. & Ground Funds will be budgeted and made available in the following account for the specified fiscal years of the remaining term: Fiscal Accounting Fund Accounting Unit, Account Annual Year Unit -Account # Description Description Amount FY 20-21 07413250- Civic Center PRCSA-Civic Center Reg. $609,151.40 to 22-23 62320 Fund Maint., Maint. & Repair / Bldng. & Ground Fiscal Accounting Fund Accounting Unit, Account Amount Year Unit -Account # Description Description FY 23-24 07413250- Civic Center PRCSA-Civic Center Reg. $355,338.32 62320 Fund Maint., Maint. & Repair / Bldng. & Ground The total agreement amount for the four-year term is $2,436,605.60. 25C-2 Agreement with Landscape West Management Services, Inc. to Provide Landscape Maintenance Services at the Santa Ana Civic Center January 21, 2020 Page 3 Lisa Rudloff Executive Director Parks, Recreation, and Community Services Agency Exhibit: 1. Agreement APPROVED AS TO FUNDS AND ACCOUNT: Kathryn Downs, CPA Executive Director Finance and Management Services Agency 25C-3 Exhibit 7 AGREEMENT FOR LANDSCAPE MAINTENANCE SERVICES FOR THE SANTA ANA CIVIC CENTER (DISTRICT A) THIS AGREEMENT is made and entered into this 21st day of January, 2020 by and between Landscape West Management Services Inc., a California Corporation ("Contractor"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. On October 7, 2019 City issued a Request for Proposal ("RFP") for landscape maintenance services for City parks, the Civic Center, and the Santa Ana Zoo. City also issued Addendum No.I on October 25, 2019 (both the RFP and Addendum No. 1 are incorporated herein by reference as though fully set forth below). Contractor submitted a proposal dated November 4, 2019 for landscape maintenance services for all areas referenced in the RFP (incorporated herein as though fully set forth below). Contractor was selected as the most qualified proposal for landscape maintenance services for the Santa Ana Civic Center (also called District A). B. 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 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 Contractor shall perform landscape maintenance services for the Santa Ana Civic Center, also called District A, as set forth in Exhibit A to this Agreement. 2. COMPENSATION a. City agrees to pay, and Contractor agrees to accept as total payment for its services the rates and charges identified in Exhibit B. The total sum annual amount to be expended under this Agreement shall not exceed $609,151.40 during the term of this Agreement. This annual amount is comprised of (1) the base agreement amount of $553,774.00 and (2) a 10% contingency of up to $55,377.40 for services as may be performed by Contractor at the sole discretion of City. The total Agreement not to exceed amount shall be $2,436,605.60. b. Payment by City shall be made within forty-five of days (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work that fails to meet the standards of performance set forth in the Recitals, which may reasonably be expected by City. #22742v2 25C-4 Exhibit 7 3. TERM This Agreement shall commence on February 1, 2020 and terminate on January 31, 2024, unless terminated earlier in accordance with Section 16, below. 4. PREVAILING WAGES Contractor is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. Since the services being performed are part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and since the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws 5. 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 employees and shall be responsible for all applicable withholding taxes. 6. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Contractor under this Agreement ("Documents & Data"). Contractor shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Contractor represents and warrants that Contractor has the legal right to license any and all Documents & Data. Contractor makes no such representation and warranty in regard to Documents & Data which were provided to Contractor by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 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, employees, agents, volunteers and #22742v2 25C-5 Exhibit 7 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 Contractor's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The insurance policy shall not contain an exclusion for sexual molestation. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. C. Worker's Compensation Insurance. In accordance with the California Labor Code, Contractor, if Contractor 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, Contractor agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If Contractor is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. C. 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 by the City. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. (iv) Contractor shall supply City with a fully executed additional insured endorsement. 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 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. #22742v2 2 5 C -6 Exhibit 7 8. INDEMNIFICATION Contractor agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Contractor or its, 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 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, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Contractor Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor. 9. RECORDS Contractor shall keep records and invoices in connection with the work to be performed under this Agreement. Contractor shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Contractor under this Agreement. All such records and invoices shall be clearly identifiable. Contractor shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Contractor under this Agreement. 10. 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 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. #22742v2 2 5 C -7 Exhibit 7 11. 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. 12. BACKGROUND CHECK REQUIREMENTS Contractor shall not assign any employee, agent, subcontractor or volunteer to provide services pursuant to this Agreement, if that employee, agent, subcontractor or volunteer is required to register as a sex offender under California Penal Code Section 290 et seq, has a conviction for any crime of moral turpitude, has a conviction for a violent felony as defined in California Penal Code Section 667.5(c), or has a conviction for a serious felony as defined in California Penal Code Section 1192.7(c). Disqualifying convictions include but are not limited to, violations of California Penal Code Sections 37, 128, 136.1 with Section 186.22, 187, 190-190.4 and 192(a), 205, 206, 207-209.5, 211, 212, 212.5, 213, 214, 215, 218-219, 220, 236.l(b) or 236.1(c), 243.4, 261, 261.5, 273.5, 262, 264.1, 266, 266c, 266h, 266i, 266j, 267, 269, 272, 273a, 273ab, 273d, 285, 286, 288, 288a, 288.2, 288.3, 288.4, 288.5, 288.7, 289, 290, 311.1, 311.2, 311.3, 311.4, 311.10, 311.11, 314, 347(a), 368, 417(b), 451(a),518 with 186.22, 647.6, 653f(c), 664 and 187, 667.5(c), 18745, 18750, or 18755, 12022.53,11418(b)(1) or (b)(2); Business and Professions Code Section 729. Failure to comply with this Section shall be grounds for immediate termination of this Agreement. 13. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax 714- 647-6956 With courtesy copies to: Executive Director Parks, Recreation, and Community Services Agency City of Santa Ana 20 Civic Center Plaza (M-23) P.O. Box 1988 Santa Ana, California 92702 And City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Fax 714- 647-6515 #22742v2 25C-8 Exhibit 7 To Contractor: Landscape West Management Services, Inc. Attention: Michael Garibay, President 1234 Blue Gum Street Anaheim, California 92806 Fax: (714) 860-4705 Email: Michael@lwmsinc.com A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 14. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor regarding the subject matter therein, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the 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 or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 15. 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 consultants retained by City. 16. TERMINATION Except as otherwise specified, this Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Consultant 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. #22742v2 2 5 C -9 Exhibit 7 Payment need not be made for work that fails to meet the standard of performance specified in the Recitals of this Agreement. 17. NONDISCRIMINATION Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 18. 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. 19. 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. 20. 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: Daisy Gomez Clerk of the Council CITY OF SANTA ANA Kristine Ridge City Manager #22742v2 25C-10 Exhibit 7 APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: ".A Laura A. Rossini Senior Assistant City Attorney RECOMMENDED FOR APPROVAL: Lisa Rudloff Executive Director Parks, Recreation, and Community Services Agency CONTRACTOR: Michael Garibay President Landscape West Management Services, Inc. #22742v2 25C-11 Exhibit 7 related activities or any services provided under this Agreement. Contractor affirms that it is an equal Opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 18. 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. 19. 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 pennits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 20. MISCELLA_NEOUS 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 hilly, 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: Daisy Gomez Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: 4) (9t9 C.ttl.i. Laura A. Rossini Senior Assistant City Attorney CITY OF SANTA ANA Kristine Ridge City Manager CONTRACTOR: Michael Garibay President Landscape West Management Services, Inc. 95944v1 [Signatures continue on the next page] 25C-12 Exhibit 7 EXHIBIT A SCOPE OF SERVICES #5944v1 2 5 C- 1 3 Exhibit 7 Appendix ATTACHMENT SCOPE OF WORK CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR LANDSCAPE MAINTENANCE SERVICES RFP NO.: 19-092 Description of Work ROUTINE MAINTENANCE The Contractor shall assign the appropriate number of staff at the appropriate skill level and rank in their organization, to continuously improve the quality of Santa Ana Parks and Facilities. The Contractor understands and agrees by entering into the agreement with the City of Santa Ana Park Services Director's Representative shall be the sole source of interpreting the specifications and the quality of work specified herein in writing and by the Santa Ana Park Services Quality Maintenance Standards PowerPoint herewith. Should the Contractor fail to provide the City with the level of service specified, the Director's Representative shall have the authority to direct the Contractor to add additional staff, equipment or both to achieve the maintenance standards specified herein. Each morning at the start of the workday the Contractor's Supervisor or their designated representative shall inspect each site and respond immediately to any malfunctions, vandalism, hazardous conditions or otherwise abnormal conditions that are inconsistent with the quality standards specified herein or threaten people and/or property by reporting the condition immediately to the Director's Representative. Failure to inspect each site daily before 9:00am will result in a $300 penalty per site. A contract start-up period of three (3) months shall commence from the first day of the agreement period. The Contractor shall perform the following tasks during this period: 1) shovel -cut all tree rings (see 1.3.6 herein); 2) raise all trees (see 2.4.1.3 herein); and, 3) mulch all areas (see 2.1.1 & 2.2.1 herein). The Contractor acknowledges each sites irrigation rotors/heads and lateral irrigation lines may have deficiencies. The City agrees to pay the Contractor for the initial repair of each sites rotors/heads and lateral irrigation lines. Following the initial agreement start-up repairs, the Contractor shall assume responsibility for future repairs (see 9.3 herein). Routine maintenance shall include but not be limited to the following services performed at the Work Sites and per the City of Santa Ana Park Services Quality Maintenance Standards (reference PowerPoint). Turf Care and Services The Contractor shall establish a "Turf Management Crew" dedicated to providing turf management, improvement and maintenance services. In addition, the Contractor shall provide City of Santa Ana RFP 19-092 Pa a 12 2 C-14 Exhibit 7 extra staff to perform annual sport/priority turf renovation services. These extra staff shall not be part of other dedicated crews, but, be extra to help perform periodic maintenance. Turf Care — shall be differentiated by the two types of turf — "Casual Turf' and "Priority Turf' (see areas indicated on the site maps). The Contractor shall maintain mowers that provide a smooth, even cut without ridges or depressions and without tearing of the leaf blades. Mowing shall be performed at the speed the mowers manufacturer specifies to maximize quality of cut. Mowing shall be performed with straight and flowing patterns approved by the Director's Representative. All visible turf clippings shall be removed from the site the same day turf care occurs pursuant to SAMC Chapter 16. Furthermore, the Contractor shall prevent turf clippings from leaving the site into streets or any other adjacent properties. From time to time the Director's Representative will direct the Contractor to change mowing patterns to minimize rutting and compaction. 1.1 Casual Turf Mowing All "casual" turf (non-sport/priority turf) shall be mowed every other week, mid -November to mid -March of each year. "Casual" turf shall be mowed each week mid -March to mid - November of each year. Each year the Director's Representative will select the dates in mid -November and mid -March when the Contractor shall transition from every other week mowing to once a week mowing. The Contractor shall use Kubota L5060 tractors equipped with turf type tires and tractor powered Trimax ProCutS3-237 91" rotary mowers for the large turf areas greater than 69" wide and Trimax ProCutS3-178 69"rotary detail mowers for areas between trees and other park amenities. The Director's Representative shall determine height of cut. String trimmers are not allowed for mowing turf Any visible clippings, on the turf or on hardscape shall be collected and disposed of pursuant to SAMC Chapter 16. 1.2 Sport/Priority Turf Mowing All "priority" turf shall be mowed once a week all year. The Contractor shall mow the priority turf areas at 1/2". In order to achieve a quality cut at this height and not leave clippings the Contractor will perform a fast cut using a rotary mower with clipping catching capability followed by using a Kubota L5060 tractor equipped with turf type tires and tractor powered Trimax ProCutS3-237 91" rotary mower, an approved fairway or greens mower for medium size areas and a walk behind Jacobsen Eclipse2 reel mower for small areas. (See Attachment 6). Note that the Contractor shall perform quality sport turf mowing and detailing to the Director's Representatives satisfaction regardless of the equipment and methods the Contractor elects to use. The Director's Representative shall direct the Contractor to mow the priority turf lower than 1/2", if necessary. Note that the Ball Diamond Infield Maintenance Contractor shall be responsible for mowing turf infields, including foul territory turf areas, 36" beyond the skinned infield arc, and other designated ball diamond turf areas. Infield maintenance shall not be a part of this agreement. 1.3 Edging and Detailing 1.3.1 Edging/detailing shall be performed at the same time mowing occurs. City of Santa Ana RFP 19-092 Page 13 25C-15 Exhibit 7 1.3.2 All edging/detailing shall be performed with the use of a McClain's edger or approved substitute walk -behind or fixed blade stick edger. Contractor shall edge all turf adjacent to all improved hard surfaces such as concrete, decomposed granite, asphalted concrete paved areas, pavers, etc. 1.3.3 Edging/detailing may occur with string trimmers around upright site amenities that are not immediately adjacent paved surfaces. The Contractor shall not detail turf down to bare soil. The Contactor shall detail turf around amenities using a string trimmer so the turf remains growing up to the amenity. 1.3.4 Chemical detailing of turf is not allowed without the Director's Representatives approval. If chemical detailing is performed without the Director's Representatives written approval, the Contractor shall incur a penalty up to $300 plus the cost to repair the areas per the Director's Representatives direction. 1.3.5 The Contractor shall use the McClain's edger, or approved substitute, to edge straight lines along fences, walls, valve boxes, d.g. or a.c. pathways, other flat laying amenities or long flowing arcs. The Director'sRepresentative has the authority to require the Contractor to use string or rope lines to achieve straight or flowing are lines if the Contractor's staff fails to achieve this quality without this method. 1.3.6 The Contractor shall detail around trees, along walls/fences and other amenities first using a sharpened shovel cut to establish a concentric round circle around trees, poles, etc. Once the initial detailed circle is established a string trimmer may be used to maintain the circle. Should the circle begin to deform the Director's Representative shall direct the Contractor to repeat the detail process. Shovel cut detailing shall be repeated as often as necessary to maintain crisp evenly round/straight lines. In the event that the circle becomes too great, the Director's Representative shall direct the Contractor to sod the area around the tree at the Contractor's expense to the size instructed by the Director's Representative. 1.3.7 The Contractor shall detail turf not greater than 1" away from amenities walls or fences. Detail lines shall be made straight and shall be maintained straight. The Contractor shall, at his own cost, supply sandy loam top soil and an approved turf sod to reduce any existing bare soil areas along walls/fences that are greater than Ill. 1.4 Casual Turf Annual Renovation-Overseeding 1.4.1 Casual Turf shall be renovated-overseeded one-time per year April through May. All seed quantities and type specified shall be verified by the Director's Representative prior to any applications. The process for renovation-overseeding shall be as follows: 1.4.1.1 Turf shall be flailed down to %4". All turf clippings shall be removed. 1.4.1.2 Contractor shall flag/mark all irrigation and site amenities and shall avoid hitting/damaging with the aeration equipment. Any damage caused to the irrigation or other site amenities shall be repaired/replaced at the Contractors expense. City of Santa Ana RFP 19-092 Page 14 25C-16 Exhibit 7 1.4.1.3 Contractor shall coordinate with the Irrigation Consultant to irrigate the causal turf in order to allow greater penetration for aerator. 1.4.1.4 Turf shall be aerated using the Kubota L5060 tractor equipped with turf type tires AerWay aeration equipment with AerWay Shattertine tines. Contractor shall make two -passes in different directions per the Director's Representatives direction. 1.41.5 Contractor shall coordinate with the Irrigation Consultant to confirm all irrigation has been tested and restored to original design specifications prior to overseeding. 1.4.1.6 Once the Irrigation Consultant verifies the irrigation system is working efficiently, the Contractor shall overseed the turf using Stover Seed Company's AZ-1 Kikuyugrass at a rate of 30 pounds per acre. During the germination period, the Contractor shall assume responsibility for programming the irrigation controller(s) to assure 100% germination of seed. 1.4.1.6 Immediately after overseeding the Contractor shall coordinate with the Irrigation Consultant to program irrigation controllers to irrigate the seeded areas. The irrigation programs shall be set to maximize germination of seed. 1.5 Sport/Priority Turf Renovation-Overseeding 1.5.1 Overseeding shall be renovated-overseeded each year per the Sport/Priority Turf Annual Schedule. All seed quantities and type specified shall be verified by the Director's Representative prior to any applications. The process for renovation- overseeding shall be as follows: 1.5.1.1 Contractor shall install a 6' high temporary construction fence around the sport/priority turf areas prior to commencing renovation-overseeding work. Note, the fence shall be installed on the perimeter of the sport/priority turf to be renovated-overseeded in accordance with the park map depicting the sport/priority turf areas. 1.5.2.2 Turf shall be mowed down to '/a". All turf clippings shall be removed. 1.5.2.2 Turf shall be aerated using the Kubota L5060 tractor equipped with turf type tires AerWay aeration equipment with AerWay Shattertine tines. Contractor shall make two -passes in different directions per the Director's Representatives direction. 1.5.2.3 Turf shall then be verticut using the Kubota L5060 tractor equipped with turf type tires and the Trilo VCU 200 Verticut implement. Following verticutting all turf clippings shall be removed. 1.5.2.4 Contractor shall coordinate with the Irrigation Consultant to confirm all irrigation has been tested and restored to original design specifications prior to overseeding. 1.5.2.6 Once the Irrigation Consultant verifies the irrigation system is working efficiently, the Contractor shall overseed the turf using a) Stover Seed Company's Grand Slam FS in the fall/winter at a rate of 350 pounds per acre; and, b) Stover Seed Company's Pro Sportfield Extreme in the spring/summer at a rate of 65 pounds per acre. Contractor shall overseed all turf using the Kubota L5060 tractor equipped with turf type tires and the Tycrop TD-460 QuickPass top -dresser. City of Santa Ana RFP 19-092 Page 15 25C-17 Exhibit 7 5.2.6 Immediately after overseeding the Contractor shall apply %4" minus STA approved compost topper from R&S Soils to all turf using the Kubota L5060 tractor equipped with turf type tires and the Tycrop TD-460 QuickPass top -dresser. Topper material shall be applied at a rate of 35 cubic yards per acre mixed with California Organic 7-1-2 Phyta Boost organic fertilizer at a rate of 600 pounds per acre (35 c.y. top dress mix/600# 7-1-2 organic fertilizer). 5.2.7 Immediately following applying topper the Contractor shall coordinate with the Irrigation Consultant to program irrigation controllers to irrigate the seeded areas. The irrigation programs shall be set to maximize germination of seed. Once the renovation process is complete, the Irrigation Consultant shall retake control of the irrigation programming. 1.6 Overseeding Germination Guarantee 1.6.1 The Contractor shall guarantee 100% uniform germination within 10 weeks from the time the first application of seed or will sod any thin or bare areas with "thick cut" (thickest available cut) West Coast Turf Improved Kikuyu during warm season and West Coast Turf Improved Kikuyu Sod that has been "cropped over" with perennial rye grass. Renovation must be completed within three months of field closure. The Director's Representative shall determine the quantity of thick cut sod needed to achieve 100% coverage. 1.7 Replanting 1.7.1 Should turf begin to stress or die back for any reason, or become thin in appearance, the Contractor shall immediately apply supplemental water to hydrate the affected area(a). The Contractor shall also meet with the Irrigation Consultant and coordinate the irrigation programming to germinate seed. The Contractor shall then overseed these turf areas using Stovers Seed Company AZl Kikuyugrass (springisummer) or Stovers Grand Slam FS (fall/winter) seed at the manufacturer's recommended rate and process. The Contractor shall use STA approved 1/2" minus compost seed topper at a rate of 35 cubic yards per acre pre mixed with California Organic 6-1-2 Kickstart fertilizer at a rate of 600 pounds per acre. 1.7.2 Should the Contractor's seed germination effort fail within four (4) weeks of effort, the Contractor shall install thick cut sod to those turf areas using West Coast Turf Bandera Bermuda cropped over with perennial rye grass (fall/winter) and West Coast Turf Bandera Bermuda (spring/summer). 1.7.3 The Contractor understands and accepts that at the beginning of the agreement there may be existing turf areas that are thin or bare. The Contractor, by entering into the agreement, shall routinely and at no extra cost to the City, repair thin or bare turf areas by overseeding or sodding with approved seed or sod until a thick healthy stand of turf is established. 1.7.4 The Contractor also understands and accepts that park areas are very heavily used, including increased foot traffic, and other uses and, therefore, acknowledges that he/she will immediately respond to thin or bare areas in turf without delay. City of Santa Ana RFP 19-092 Pa a 16 28C-18 Exhibit 7 Landscape Care and Services The Contractor shall establish a "Landscape Detail and Plant Management Crew" dedicated to providing groundcover, shrub, vine and tree area management, improvement and maintenance services. In addition, the Contractor shall provide extra staff to perform authorized extra work. These extra staff shall not be part of other dedicated crews, but, be extra to help perform additional improvement type work. 2.1 Groundcover Care and Services 2.1.1 Maintenance 2.1.1.1 The Contractor shall service ground cover/shrub beds on a continuous basis. These areas shall be maintained within their intended bounds and cultivated to 6" depth, edged and/or detailed to keep the beds looking manicured at all times. Groundcovers shall not be allowed to grow into other groundcover beds, shrubs, vines or on trees. All plant material shall be maintained in an attractive and healthy condition. 2.1.1.2 Ground cover/shrubs shall not encroach into lawns, shrubs, adjacent desirable bare areas, curbs, wall fixtures, furniture, beneath and/or into other plants, etc. All sites shall be cleaned immediately following each edging/detailing, including streets and other paved areas. 2.2.1 Replanting of Bare Areas 2.1.2.1 All bare areas in groundcover beds shall be replanted from flats once per month at the Contractor's expense with like groundcover genus -species at 12" on center. 2.1.3 Mulching of Bare Areas 2.1.3.1 In all groundcover areas where bare soil is visible or where the groundcover is thin, the Contractor shall apply US Composting Council STA tested and approved compost mulch 3"- 4" minus by 2" thick minimum twice per year (third week of January and July) and as necessary to maintain uniform and complete coverage. Leaf litter and other organic materials other than mulch shall be removed on a continuous basis. 2.1.3.2 All bare soil areas shall be cultivated to 6" deep on a weekly basis while awaiting fresh mulch. 2.2 Shrub Care and Services 2.2.1 Maintenance 2.2.1.1 The Contractor shall service all shrubs on a continuous basis. Shrubs encroaching into work areas, into site amenities, such as but not limited to, fencing, railing, etc. shall be pruned such that the plants remain in a healthy growing condition. Plant growth shall also be maintained to prevent City of Santa Ana RFP 19-092 Page 17 25C-19 Exhibit 7 overgrowth into passageways, walks, streets, view of signs or in any manner deemed objectionable by the Director's Representative. Dead or damaged limbs shall be removed so that no projections or stubs remain. Pruning/trimming shall be done by hand pruners, shears or loppers in a manner to permit plants to grow naturally in accordance with their normal growth characteristics. "Box hedging" may be required on some shrubs, as designated by the Director's Representative. "Box hedged" plants will be required to have all five sides level and straight to the satisfaction of the Director's Representative. In order to achieve straight and level lines of shrubs the Contractor shall run string lines to assure straight pruning. Shear hedging or severe pruning/trimming of plants, unless authorized by the Director's Representative, is not permitted. Topping of plants whose natural growth stems from the base of the plant is not permitted. Should the Contractor top, shear hedge or severely prune plants and disfigure or damage the plants, the Contractor shall be responsible for replacing those plants with like kind and size, subject to approval by the Director's Representative. The Contractor may be requested from time to time to raise the bottom of the shrubs for security reasons. 2.2.2 Mulching of Bare Areas 2.2.2.1 In all shrub areas where bare soil is visible the Contractor shall apply US Composting Council STA tested and approved compost mulch 3"- 4" minus by 2" thick minimum twice per year (third week of January and July) and as necessary to maintain uniform and complete coverage. Leaf litter and other organic materials other than mulch shall be removed on a continuous basis. 2.2.2.2 All bare soil areas shall be cultivated to 6" deep on a weekly basis while awaiting fresh mulch. 2.3 Vine Care and Services 2.3.1 Maintenance 2.3.1.1 Contractor shall trim the vine continuously and once it reaches the top of the wall or at a specific height on the wall, as determined by the Director's Representative, the Contractor shall not allow the vine to encroach above the designated height. The Contractor shall also prune the vine back to the wall to reduce the width and weight of the vine. The Contractor shall keep vines off telephone poles, plant material or other non -wall surfaces at all times. 2.3.2 Planting 2.3.2.1 The Contractor shall plant each year as a part of the base agreement (at his/her expense) 200-1 gallon Parthenocissus tricuspidata (Boston Ivy) vines at 15' on center. The Contractor shall coordinate with Irrigation Consultant to assure the new vines receive adequate irrigation. The Contractor will bring to the Director's Representative immediately when any vine is City of Santa Ana RFP 19-092 Pa a 18 2 C-20 Exhibit 7 vandalized or put under stress for any reason. 2.4 Tree Care and Services 2.4.1 Tree Maintenance 2.4.1.1 The Contractor shall perform all tree services per the City of Santa Ana Park Services Tree Services Specifications (PSTSS) up to a height of 15'. All pruning shall be `Complete' per the PSTSS (see Attachment 5). 2.4.1.2 The Contractor shall perform continuous `Complete' tree pruning service including but not limited to raising tree branches to a safe and functional height for the type of activity beneath or around the tree (see Director's Representative for appropriate heights per activity beneath or around trees). In addition, the Contractor shall remove stubs, damaged, diseased or dead branches from trees. 2.4.1.3 All trees up to the height of 15'shall be maintained to keep the natural integrity and shapes of the trees. Pruning shall be accomplished in a manner that will ensure that each individual tree is `Complete' pruned as set forth in the PSTSS (see Attachment 5). In addition, the Director's Representative may require the Contractor to remove or prevent encroachment of trees into the public right of way where the tree blocks vision or is considered undesirable. Low branches overhanging sidewalks shall be trimmed to a height of nine (9) feet above finish grade. Young trees needing pruning/trimming, training, and shaping to develop caliper and a strong structural framework may have low branching laterals and or appropriate sucker growth. Contractor shall remove hangers under 15" and fallen limbs 80 lbs. or less. 2.4.1.4 All trees located in Sport/Priority Turf areas shall have 2" of STA approved 3"-4" compost mulch installed around the tree ring on a continuous basis. 2.4.2 Palm, Cycad Giant Bird of Paradise Maintenance 2.4.2.1 All Palms/Cycads shall be pruned to 10:00 o'clock and 2:00 o'clock up to a height of 20' high on a continuous basis. Palms/Cycads susceptible to disease being transferred from pruning saws, shears or loppers (chain saws or hand held saws/shears/loppers) shall be sterilized between the pruning of each Palm or Cycad. Giant Bird of Paradise shall be have dead and declining fronds and flowers removed on a continuous basis. 2.4.2.2 All Palms shall have fruit and seeds removed in October -November and April -May of each year. 2.4.3 Annual Tree Evaluation/Inventory Report 2.4.3.1 In November of each year the Contractor shall have an International Society of Arborist TRAQ Certified Hazardous Tree Professional evaluate all District trees and provide a written report using the Arbor Access Tree Management software program. The report shall be by park site/species tree/DBH and location in the park/site. The report shall list findings and specific service recommendations and by priority of which trees need; 1) City of Santa Ana RFP 19-092 Page 19 25C-21 Exhibit 7 immediate service; 2) service within six months; or 3) service within one year; or, 4) service within two-four years. The report shall list the tree specific service recommendations, if any, to assure the safety and optimum health of the trees. 2.4.4 Staking, Tying and Guying 2.4.4.1 All trees requiring staking shall be securely staked at all times with stakes and rubber cinch ties approved by the Director's Representative. Rubber hoses and wire are not permitted ties. All stakes shall be set perpendicular to prevailing winds unless designated otherwise by the Director's Representative. Tree stakes shall also be set a consistent distance away from the trunk of the tree (minimum six (6) inches) to reduce abrasion and cell elongation. The tops of all tree stakes shall be removed approximately three (3) inches above the highest tie to reduce abrasion of main or lateral branches of the tree. 2.4.5 Hazardous Tree Reporting 2.4.5.1 In the event the Contractor detects any tree displaying roots heaving or girdling (either by roots or a foreign material), leaning, broken or hanging limbs, or if Contractor determines that potential safety hazard may exist Contractor shall dispatch their International Society of Arborist TRAQ Certified Hazardous Tree Professional immediately to evaluate the trees and provide a written report listing findings and recommendations. While awaiting the ISA TRAQ Certified Hazardous Tree Professionals inspection and report, the Contractor shall protect people and property by installing a barrier around the tree to prevent people from entering the potentially hazardous zone. After the barrier has been installed the Contractor shall take time/date stamped photographs documenting they protected the site and warned people not to enter the potentially hazardous site beneath or by the tree. 2.4.6 Loss of Trees 2.4.6.1 The Contractor shall be responsible for the complete removal and replacement of any and all trees lost due to the Contractor's failure to identify and mitigate any issue that affects the safety and health of a tree(s). Failure to perform includes, but is not limited to, girdling trees with string trimmers or tree ties, improper planting of new trees, improper pruning/trimming techniques which disfigure or destroy the trees natural integrity and shape, or failure to detect and prevent treatable diseases and insect infestations. The Contractor shall replace the lost tree with a specimen equal in value and size according the latest American Shade Tree Conference guidelines for value determination that determines the value of the trees lost. 2.4.6.2 All trees that exhibit the signs of disease or pests, or any other signs of distress shall be inspected by an International Society of Arborist TRAQ Certified Hazardous Tree Professional approved by the Director's City of Santa Ana RFP 19-092 Page 20 25C-22 Exhibit 7 Representative. Contractor shall provide an exact location and separate evaluation/report for each tree in decline. Contractor shall treat any tree in decline at no additional cost to City. Should the TRAQ Certified Hazardous Tree Professional determine that the tree has or had a terminal disease that the Contractor could not have treated or prevented, the Contractor shall not be responsible to replace the tree. However, should the TRAQ Certified Hazardous Tree Professional determine that the tree's unhealthy condition or death could have been prevented had the Contractor treated the tree then Contractor shall be responsible for the cost of treatment to restore the tree to a healthy condition or replace the tree. The latest American Shade Tree Conference guidelines for value determination will determine the value of the trees lost. 2.4.6.3 By entering into agreement with the City the Contractor acknowledges that they accept the condition of each tree and should a tree go into decline or expire, the Contractor agrees to replace the tree with like species and size or agree that the City shall withhold payment equal to the value of the tree. 2.5 Integrated Pest Management (IPM) Pest Control Services 2.5.1 Daily Inspection and Reporting 2.5.1.1 Agricultural pest control services shall be performed under a separate agreement by a state licensed/certified agricultural pest control QAL licensed company. 2.5.1.2 The Contractor shall, during the course of their daily site inspections, notify the Director's Representative in writing and with time/date stamped photographs of any pest issues they notice. The Contractor shall inspect on a daily basis in all landscaped areas (turf, trees, shrubs, ground cover, and annual color) for presence of weeds (any misplaced plant), disease, insect, rodent infestation or any other pests. If any weeds or pests, such as but not limited to, weeds in hardscape/groundcover-shrub beds or turf, disease, insect, algae, birds, animals, such as rabbits, rats, squirrels, or rodent infestation (rodents including rats, gophers, moles, voles, etc.) is discovered, he/she shall report their findings in their daily report to the Director's Representative. The Director's Representative shall then report the findings to the Agricultural Pest Control Contractor for follow-up. 2.6 Water Conservation and Irrigation System Management Services 2.6.1 General Responsibilities 2.6.1.1 Primary water conservation and irrigation system management services shall be the responsibility of the City's Irrigation Consultant. However, the Contractor shall, during their daily site inspection, take note and document in their daily site inspection report any irrigation system issues including, but not limited to, excessively wet areas, damaged or broken irrigation parts, vandalism, etc. City of Santa Ana RFP 19-092 Page 21 25C-23 Exhibit 7 2.6.2 Weekly Meetings 2.6.2.1 The Contractor shall meet with the Director's Representative and the Irrigation Consultant each week to discuss maintenance schedules, best management practices, etc. The purpose of the meeting shall be to discuss maintenance and irrigation scheduling and to coordinate maintenance and irrigation strategies which shall improve the health and aesthetics of the parks plant material. 2.6.3 Irrigation System Maintenance & Repair 2.6.3.1 The Contractor shall make every effort to prevent damage to the irrigation system during the course of their operations. The Contractor shall instruct their staff to not hit or cut-off irrigation rotors or spray heads while mowing/detailing, or in the course of performing any other tasks, and to avoid driving over turf, groundcover-shrub areas which may damage irrigation system parts. Should it be found the Contractor damaged a part or portions of the irrigation system the Director's Representative may withhold the cost of repairs from the Contractor's next monthly invoice. 2.6.3.2 The Contractor shall be responsible for the repair and replacement of all irrigation parts, including but not limited to, irrigation rotors/heads, lateral line and parts from the downstream side of the irrigation systems remote control valves (RCV's) at no extra cost to the City. The Contractor shall make repairs to the satisfaction of the Director's Representative. The Contractor shall make repairs within 24 hours of being on notice of deficiencies to the lateral lines and/or rotors/heads. General Maintenance and Clean -Up Services The Contractor shall establish a "Trash -Cleaning Crew" dedicated to performing landscape custodial services including, but not limited to, clean-up of all site trash, and debris and foreign materials, cleaning/washing-off site amenities, responding to issues involving inclement weather, and preparing/cleaning-up sites before and after special events. 3.1 Daily Service 3.1.1 The Contractor shall completely clean and disinfect all site amenities, including but not limited to: trash receptacles, walls, planters, barbecues/braziers, raised curbing, public telephones, newspaper machines, cigarette urns, signage, enclosures, railing, exterior of buildings, light standards, patios, tunnels, grandstand bleachers, ramps, picnic area amenities and pavement, walkways and pedestrian paved areas free of debris, slap tags, tape, string, nails, push pins, wire, spills, stains, etc. Monday through Sunday. 3.1.2 The Contractor shall clean-up daily spills, stains, broken glass, twigs, leaves, rock, gravel, sand, grit, metal, paper, chips, dog feces or any other debris. 3.1.3 The Contractor shall blow down all paved areas, including curbs and gutters, pick- up trash/debris and to empty trash -clean the exteriors of receptacles daily. City of Santa Ana RFP 19-092 jg-24 Exhibit 7 Vacuums, blowers, sweepers, shovels, high-pressure water hose/nozzles or other approved equipment may be used to clean hardscape areas. Debris shall not be blown or swept onto adjacent planters, streets or property. All debris must be thoroughly cleaned and picked up/removed from the site. 3.1.4 The Contractor shall properly and safely pick-up used hypodermic needles and insert them into an approved sharps container. The City shall provide the sharps containers to the Contractor. Once the sharps containers are considered full, the Contractor shall deliver the sharps containers to the City's Central Stores, located in the City Yard. The City's Central Stores will manage the final disposition of the hypodermic needles. 3.1.5 During rain storms the Contractor shall continuously check and clear drain inlets to prevent flooding. 3.1.6 Following severe inclement weather, special events or other high -impact events the Contractor shall dispatch extra staff and resources to clean-up park sites within 48 hours 3.1.7 The Contractor shall unplugged, clean, sanitized and polish drinking fountains daily. The Contractor shall use approved germicidal cleaners and products to assure that drinking fountains are cleaned and polished. The Contractor shall remove all mineral build-up, algae, stains, etc. using appropriate mechanical or manual means as necessary. Should the drinking fountain be so clogged that dismantling the fountain is required, the Contractor shall notify the Director's Representative who will dispatch City staff to make repairs. 3.2 Weekly Service 3.2.1 The Contractor shall hire a sub -contractor specializing in roadway/parking lot cleaning/sweeping services to perform weekly roadway and parking lot cleaning/sweeping services. The sub -contractor shall use a well maintained and operating TYMCO Model 210h Regenerative Air Sweeper or equal to sweep park roadways and parking lots. 3.2.2 Cleaning/sweeping services shall take place between the hours of 11:OOpm and S:OOam each week. 3.2.3 Cleaning/sweeping services shall compliment the Contractors daily cleaning/blowing services leaving the roadways/parking lots thoroughly clean and free of all debris, including fine materials, regardless of the condition of the pavement. 3.3 Monthly Service 3.3.1 The Contractor shall service BBQ's one-time per month by using a stiff -bristle wire brush to scrape clean rust and debris from the exterior of BBQ's followed by painting the exterior of BBA's and their pedestal post Rustoleum Flame Resistant Flat Black paint. City of Santa Ana RFP 19-092 2P6b2325 Exhibit 7 3.4 Six -Month Service 3.4.1 Each January and July of each year the Contractor shall change out old flags and replace them with fresh new all-weather flags provided by the City. The Contractor shall follow all flag etiquette regarding the proper care, storage, delivery and replacement of our American, City and any other flags. The Contractor shall deliver to the Director's Representative the old flags properly folded and care for. The Director's Representative shall then turn the old flags over to the City's Central Stores who will properly dispose of the old flags. Playground/Tot-Lot Area Services The Contractor shall establish a "Playground/Tot-Lot Service Crew" to perform playground/tot- lot, exercise station services specified herein. 4.1 Daily Maintenance 4.1.1 The playground/tot-lots/exercise equipment, sand and/or wood chip areas shall have all visible trash and debris, including but not limited to, paper, cigarette butts, nails, screws, etc. removed and be blown free of debris, sand/wood chips on play equipment, rubberized fall areas and surrounding concrete areas daily. Any sand/wood chips that accumulate on the rubberized surface shall be reused. Sand/wood chips and debris on the playground equipment shall be removed. 4.2 Weekly Maintenance 4.2.1 The Contractor shall loosen compacted sand/wood chip areas, re -grade sand/wood chips areas to level condition (eliminating ruts, depressions, build up areas, etc.) and sift/clean the sand/wood chips to assure that debris and any other foreign objects are removed. 4.2.2 The Contractor shall sift the sand on a weekly basis using specialized equipment that will remove debris from the sand to a depth of 8". 4.2.3 The Contractor shall remove any weeds or other plant material weekly. 4.2.4 The Contractor shall remove exposed filter fiber weekly. 4.2.5 The Contractor shall clean equipment by removing dirt, dust, stains, or other undesirable foreign materials/conditions. 4.3 Annual Maintenance 4.3.1 The Contractor shall eliminate berms (including pre-existing berms) in the turf surrounding, or in the vicinity of, playground/tot-lots by sod cutting/removing existing turf berms a minimum of three rows wide of sod, leveling to the appropriate grade, re -sodding with 1-1/2" thick cut West Coast Sod AZ-1 Kikuyugrass sod and rolling the sod with a 1.5 ton asphalt roller used for sod compaction. City of Santa Ana RFP 19-092 �SC 26 Exhibit 7 4.3.2 The Contractor shall bring in extra staff to perform annual maintenance to not disrupt the routine maintenance staff. 4.4 Playground Safety Inspections 4.4.1 The City shall be responsible for all playground safety inspections and the repairs of any equipment. Sport Facility Management and Maintenance Services The Contractor shall establish a "Sport Facility Maintenance Crew" to specifically perform specified sport facility/court/field/turf management and maintenance. Sport facilities/fields are all areas where sports are played and practiced. They include the field of play, sideline/dugout areas, batting cages, pitcher's bull pens, etc. They are areas where coaches, players and others associated with playing or practice the sport gather. Sport facilities maintenance areas include, but are not limited to, sport courts, grandstands, areas around concession stands, fence lines, and score boxes. 5.1 Daily Sport Facility Maintenance 5.1.1 The Contractor shall service all sport facilities by picking -up trash and debris, blowing/cleaning all areas and amenities, and washing -off areas to remove brick dust and/or other stains from all hardscape and amenities. In addition, the Contractor shall remove debris such as sunflower seeds or peanut shells so all areas, including beneath and on bleachers, backstops, pavement and landscape areas, are 100% free and clean. All debris mentioned above shall be collected and disposed of Blowing debris into turf or adjacent areas is not acceptable. 5.1.2 The Contractor shall clean/wash sport facility infra-structure/courts where leaves and other debris collect, including, but not limited to, between chain link fence backstops and back -boards, between windscreens and fencing, etc. 5.1.3 The Contractor shall continuously replace all basketball and tennis court nets once they become torn, frayed or vandalized. Nets shall be provided to the Contractor by the Director's Representative. 5.2 Daily Sport Field Maintenance 5.2.1 Each day the Contractor's Sport Facility Maintenance Crew shall walk the sport turf and fill-in divots and depressions and all uneven areas with Simplot USGA mix, mixed with Stovers seed at the manufacturers recommended rate: a) Stover Seed Company's Grand Slam FS in the fall winter; and, b) Stover Seed Company's Pro Sportfield Extreme in the spring/summer. 5.2.2 Areas of the field where turf has been worn away due to play or practice shall be raked, dragged and leveled each day to provide a level and safe playing surface. City of Santa Ana RFP 19-092 Page 25 25C-27 Exhibit 7 The Contractor shall add approved topsoil to areas as necessary to keep the areas level and safe. Areas where soil meets turf shall be maintained to prevent build-up area in the turf The Contractor may use brooms, high-pressure water or any other best management practices to prevent uneven areas where soil meets turf In cases when significant erosion of sport turf as occurred the Sport Facility Maintenance Crew will be required to use ride -on equipment and leveling implements to make the field level and safe. 5.3 Quarterly Aeration 5.3.1 Turf shall be aerated every three (3) months using the Kubota L5060 tractor equipped with turf type tires AerWay aeration equipment with AerWay tines. Contractor shall make two -passes in different directions per the Director's Representatives direction. 5.4 Annual Topdressing 5.4.1 Turf shall be topdressed using Simplot SP Pro 1 USGA mix at 50 tons per acre. The Contractor shall use the Kubota L5060 tractor equipped with turf type tires and the Tycrop TD-460 QuickPass top -dresser to topdress the turf. Specialized Maintenance 6.1 Civic Center 6.1.1 The Contractor shall be required to clean trash and large debris in parking lots in the Civic Center. The work shall be performed in the early morning hours or at a time of day that will not disturb residents. If the work is to be performed during the day, the contractor shall develop a strategy to close off parking lots to prevent people from parking so he/she may clean the entire parking lot. 6.1.2 All signage, drinking fountains, concrete pads, trash receptacles, site furniture, bollards, concrete or asphalt areas with stains around trash receptacles, security lights, park benches, walls, and the pavement beneath them and other Civic Center amenities shall be cleaned daily. 6.1.3 The contractor shall rake, hand remove, or vacuum leaves that are not absorbed by planting. This shall be done as often as required to maintain a neat appearance. 6.1.4 After heavy windstorms or other inclement weather that impacts sites under this agreement, the Contractor shall bring in extra staff to clean all Civic Center areas within twenty four hours (24hrs.) at no cost to the City. Debris (80 lbs. or less), such as but not limited to, litter, fallen branches, trash, limbs, branches, soil erosion, etc., shall be removed from the worksites. 6.1.5 Drain inlets shall be checked and if necessary cleaned once per day to avoid flooding of areas during inclement weather. 6.1.6 The Plaza of the Flags shall have flags displayed at all times. The Contractor shall City of Santa Ana RFP 19-092 Paged- 28 Exhibit 7 visually inspect the flag every day to assure it is in good condition. Should, in the opinion of the Director's Representative, the flag is not be in good condition (faded, discolored, torn and/or having holes) the Contractor shall immediately request from the Director's Representative a new flag. Contractor shall raise the new flag immediately upon receipt from the Director's Representative. The Contractor shall replace the flags twice a year (January, July) with flags provided by the City. 6.1.7 Japanese Garden Pagoda shall be cleaned daily. 6.2 Centennial Park 6.2.1 The parking lot south of Rancho Santiago College is a part of the agreement site. 6.2.2 The unimproved planting area east of Rancho Santiago College is a part of the agreement site. 6.2.3 The irrigated area outside of Dan Young Soccer Complex to the west is a part of the agreement site. 6.2.4 The planting island north of the parking structure is a part of the agreement site 6.2.5 The Contractor shall hose off daily from pedestrian hardscape areas bird droppings. 6.3 Santa Ana Zoo at Prentice Park 6.3.1 California Natives and Drought Tolerant Shrubs Selectively prune and trim all native plants during appropriate seasons to ensure pedestrian paths, walkways and sidewalks are not impeded or as necessary based on best horticultural practices. (i.e. Romneya coulteri pruned to 6" in late summer or fall, Salvia clevelandii pruned in fall, Zauschenria sp. established plants cut back hard in winter after flowering, Tecoma stans seed pods removed to encourage flowering) 6.3.2 Bamboo - Dead, old, small, leaning or misshapen culms shall be removed annually. Cuts shall be made as close to the ground as possible and straight across so there are no dangerous, sharp points sticking out of the ground. Care shall be taken to avoid damaging newly emerging culms. The Director's Representative will provide additional direction on which clumps may be topped to increase the screening effect or "legged -up" for aesthetics. Giant timber bamboo shall be maintained with a minimum of 12" distance from building foundations. 6.3.3 Epiphytic Specimen Plants - Epiphytic plants (Platycerium sp., Bromeliads, Anthurium sp., Tillandsia sp., Laelia sp., etc.) without dedicated irrigation shall be hand -watered every two to three weeks during the cooler winter months and a minimum of once per week throughout the rest of the year, or otherwise dry and hot periods. Platycerium shall be fully drenched including the fronds. The Contractor shal I advise the Director's Representative of any specimens causing damage to structures or trees. City of Santa Ana RFP 19-092 Page 27 25C-29 Exhibit 7 6.3.4 Ornamental Grasses - All Cortaderia selloana (pampas grass) specimens smaller than four feet in diameter shall be removed immediately and disposed to control invasiveness. Warm -season grasses shall be cut to the ground in fall or winter consistent with best horticultural practices. Ornamental grasses shall be cut within 6" with a flat top and not mounded. Large clumps (5+ seasons) only exhibiting growth around the edges of the clump shall be dug up, divided, and replanted. Thysanolaena maxima specimens shall be minimally pruned to maintain form and tidiness. 6.3.5 Tree Establishment — "Treegator" Slow Release Watering Bags shall be provided for newly planted trees, Gator Bags shall be filled weekly for the first two growing seasons. 6.3.6 Electric Equipment - The Contractor shall use electric powered equipment in the course of providing service at the Zoo. Gas powered equipment is not allowed, unless prior written approval is granted by the Director's Representative. 6.3.7 Animal Enclosures& Animal and Human Safety - The Contractor's workers must not enter animal enclosures without prior approval from the Zoo Manager or their representative. Workers must not touch or feed any of the Zoo's animals. In the event of an escaped dangerous animal, the workers will be asked to stop work immediately and evacuate the zoo. Annually, the Contractor shall provide their employees working in and around animal exhibits with basic training on zoonotic disease prevention and common-sense sanitary measures. The Contractor shall meet with the Zoo Manager or their representative for relevant information before commencing work. 6.3.8 Gutter Maintenance - The Contractor shall pay attention to clearance of gutters within the Farm area to prevent blockage and the growth of weeds. 6.3.9 Zoo Closure Days - The Zoo is closed to the public on Thanksgiving Day, Christmas Day (December 25), and New Year's Day (January 1). The Zoo is open all other holidays. The Zoo may be closed to the public during severe inclement weather. Closure days are subject to change by the Zoo Manager. 6.3.10 Rock Mulch Groundcover - Cactus and succulent beds are to be mulched with Dos Rios Pebbles 3/8" by Southwest Boulder and Stone or equivalent type to match existing as approved by Director's Representative. Pebble mulch shall be maintained at a 1" depth and kept off adjacent walkways. 6.3.11 Tree Edging No Mow Turf - Trees maintained with natural no -mow lawns (i.e. Carex sp.) shall not have shovel cuts around trees. 6.1.12 General Maintenance - Daily Maintenance - All trash and debris (branches, glass, metal, paper, etc.) on the ground or in trash receptacles shall be removed from all worksites, landscaped and paved areas each day Monday through Sunday before 10:00 a.m., when the zoo opens to the public. All organic debris (twigs, leaves, fruit, sand, gravel, rock, wood chips) on the pathways shall be removed from City of Santa Ana RFP 19-092 256 30 Exhibit 7 paved areas each Monday and Friday before 10:00 a.m., when the zoo opens to the public. Asphalt and concrete pathways shall be maintained with the use of a commercial ride -on or walk -behind sweeper/scrubber unit. Decomposed granite pathways shall be maintained through raking to limit particulate pollution in animal habitats due to leaf blowers (blowers shall not be used on decomposed granite walk areas). 6.1.14 Washing Landscape Material - To maintain plant health, May through October, all plant material shall be hosed down with a strong spray of water for the removal of accumulated dust and cobwebs. 6.3.15 Inspection of Perimeter Fence - Daily the Contractor shall inspect the integrity of the chain link perimeter fence for breaches and advise the Zoo Manager or Director's Representative of issues. 6.3.16 Trimming and Weed Removal within Exhibits - Monthly the Contractor shall blow -off leaf litter accumulating on animal exhibit roofs, netting, cages, etc including, but not limited to, Colors of the Amazon Bird Aviary. Monthly the Contractor shall inspect plant material in the animal exhibits for damage to the netting and trim plants pushing through animal exhibit roofs, netting, cages, etc. to prevent damage. Contractor shall perform weed removal in the Anteater and Amazon's Edge exhibits each spring. 6.3.17 Pressure Washing - The Contractor shall perform daily pressure washing of paved areas, site furniture, drinking fountains, etc. in the cafe eating area 6.3.18 Resetting Seating — The Contractor shall, Monday through Sunday, before 10:00am each morning, reset all tables and chairs in the Zoo. 6.3.19 Blowing -Off Exhibits — The Contractor shall blow-off/clean animal exhibit roofs, netting, cages, etc. on a routine basis. Prior to performance, the Contractor shall coordinate with an Animal Care staff person. 6.3.20 Storm Drain Maintenance — The Contractor shall continuously maintain the Zoo's storm/area drains, including the filter fiber by keeping them clean and free of debris. The Contractor as necessary shall change the storm/area drains filter fiber, which shall be provided by the Zoo. 6.4 Vacant Lots — The Contractor shall perform daily blowing -off, trash and debris removal at the following properties: 6.4.1 Standard & McFadden 6.4.2 Raitt & Myrtle 6.4.3 625 S. Cypress Work Not Scheduled City of Santa Ana RFP 19-092 Page 29 25C-31 Exhibit 7 7.1 The Director's Representative may delete a portion of the specification or the entire work site from contractual maintenance during a construction period or for any reason. The deletion of this portion of work will be reflected as a reduction in the monthly payment to the Contractor. The amount of reduction will be based on the percentage of area involved (on a square -foot basis) and will be determined by the City. City Inspection 8.1 The Director's Representative shall regularly inspect the parks, playgrounds and fields and all other City property subject to this Agreement. If said inspection results in discovery of work that is not performed in the manner, and to the professional degree set forth in the Specifications, The Contractor agrees that the City shall; 1) withhold from Contractor's next monthly payment, the City's actual or estimated cost of performing the work; or, 2) hire a contractor or City staff to perform the work not performed and then withhold from the Contractor's next monthly payment the City's actual cost for performing the work to bring the property into conformance with the specifications. Additionally, City shall impose liquidated damages of up to $300.00 per inspection, per park, per item specified herein not performed, per day not meeting the specifications during any such inspection. 8.2 Furthermore, it is not the Director's Representatives responsibility to inform the Contractor when work specified in the specifications was not performed or that deficiencies exist. It is the Director's Representatives responsibility to inspect the properties to verify that work was performed to the specified level of quality and time frame followed by reporting that the work was performed satisfactorily or not. It is the Contractor's responsibility to provide adequate supervision and staffing to visit each site daily and prepare schedules for the appropriate level of staff, equipment and materials to perform all aspects specified in this agreement. Should the Director's Representative create PowerPoint punch lists, essentially performing the Contractor's Supervisor's responsibilities/duties of determine what work needs to be performed in accordance with the agreement specifications, the City shall deduct $300 per Power Point punch list from the Contractor's monthly invoice. City of Santa Ana RFP 19-092 Pa a 30 2 C-32 Exhibit 7 Contractor Responsibilities: 1.0 GENERAL CONDITIONS 1.1 Definitions- 1.1.1 "Director's Representative" shall mean the Executive Director of Parks, Recreation and Community Services designated representative(s). 1.1.2 "SAPRF" shall mean Santa Ana Park and Recreation Facilities. 1.1.3 "Pruning" shall mean the practice of removing lateral shrub or tree branches and may also be referred to as "trimming." 1.1.4 "Weed" shall mean any undesirable or misplaced plant. 1.1.5 "Hardscape" shall mean any resilient surface other than turf or planting beds, such as but not limited to curbs, gutters, sidewalks, decomposed pathways, asphalt pavement, mow strips, bollards, signs, grandstands, benches, picnic tables, drinking fountains, BBQ's, fencing, railing, tire stops, etc. 1.2 Scheduling of Work -The Contractor shall provide landscape/grounds maintenance between the hours of 6:00 a.m. and 6:00 p.m., Monday through Sunday. The schedule may be modified only with the Director's Representative consent. Landscape/grounds maintenance that generates excess noise cannot begin before 8:00 a.m. 1.3 The Contractor shall establish schedules of "routine work" to be followed in the performance of this contract. In addition to the Contractor submitting the Monthly Park Maintenance Inspector's Inspection Schedule and other required monthly reports, the Contractor shall submit weekly schedules listing the work tasks, crew performing the task, and the projected hours to complete the task. The schedules shall be emailed to Director's Representative by Thursday at 4:OOpm for the upcoming week. Any changes in scheduling shall be reported in writing 48 hours before the proposed change and must be approved by the Director's Representative. The schedule shall include days of the week and what person/crew will be performing specific work in accordance with the specification. 1.2 Local Office - The Contractor shall maintain a physical office within the 714 area code (local office). The local office shall be open Monday through Friday 8:00 a.m. to 5:00 p.m. with a company representative present at all times. Answering services or mobile telephones will not be considered a local office. 1.3 Emergency Response — The Contractor shall have an emergency "Stand-by" staff person assigned to respond to urgent calls after hours. The Contractor shall have the capability to answer calls immediately and respond to after-hours service within one (1) hour from the time the call is made. 1.4 Extra Work or Outside the Scope of Work -Damage or malfunction to site amenities, plant material or irrigation system equipment by any of the following may be considered outside the scope of this Agreement unless otherwise specified herein: -Acts of God -Civil Disorder -Vehicle Collision (excluding Contractor and its employees and subs) -Excavation or Re -surfacing of the Street -Power Failures City of Santa Ana RFP 19-092 Page 31 25C-33 Exhibit 7 -Underground Wiring Damage -Extra Work Requested by the Director's Representative Contractor will not be considered responsible for replacement. Contractor must prove to the satisfaction of Director's Representative that one of the above occurred in order to be excused from performing under the Agreement. Extra Work or Outside the Scope of Work -Damage (a.k.a. Extra Work) shall be compensated: i Labor- 25% above prevailing wage ii Materials- 15% above retail contractors cost ii Equip Rent-15% above contractor's cost All Extra Work or Outside the Scope of Work -Damage work shall be performed by Contractor's staff other than the routine maintenance staff assigned to the contract. Any staff routine maintenance Contractor's staff discovered performing Scope of Work - Damage work shall not be charged as Extra Work. 2.0 UNIFORMS AND VEHICLES IDENTIFICATION 2.1 The Contractor shall provide to all field personnel a standard uniform including but not limited to uniform company hats, collared work shirts, pants, jackets, cold weather vests and ANSI approved safety shoes. All uniforms will be marked by patch, silk screen or embroidery with the company name and logo or other form of identification. 2.2 All equipment shall be clearly identified on both sides and rear of the vehicles as belonging to the Contractor, well maintained, in excellent working condition, be clean in appearance and without extensive visible damage, dirt graffiti etc. In addition, all vehicles shall have the company's name, contractor's license number and contact information clearly identified on both sides and the rear of the vehicle. 2.3 The Director's Representative reserves the right to direct the Contractor to remove an employee or piece of equipment for not meeting high maintenance and appearance standards. 3.0 SAFETY REQUIREMENTS 3.1 All work performed under this contract shall be completed with maximum safety as the priority above all other requirements. The Contractor shall be incompliance with his/her companies City approved Illness and Injury Prevention Program and all Federal, State and Local OSHA requirements, laws and regulations. 3.2 All work performed under this contract shall be performed in strict compliance with all federal, state and local safety laws, regulations or other authoritative mandates that protect workers and the general public, including but not limited to, excavation/trenching/shoring, blood borne pathogens, hazardous waste identification and transport and pesticide use and reporting. City of Santa Ana RFP 19-092 Page 32 25C-34 Exhibit 7 3.3 In the event unsafe work is observed by City staff or otherwise reported, the Director's Representative may at his discretion order the Contractor to stop performing and pay all costs and or damages resulting from the delay. 3.4 The Contractor shall perform all safety training required by OSHA, CalOSHA and any and all authoritative government entities having authority over required safety training. 3.5 In addition, the Contractor shall submit to the Director's Representative each year upon renewal of the agreement his/her updated Illness and Injury Prevention Plan which shall include the annual OSHA safety training schedule and update OSHA safety training records and employee safety training certificates. All OSHA Training shall be performed by a certified OSHA Trainer. 4.0 SAFETY NOTIFICATION 4.1 If Contractor identifies a potential safety issue, Contractor shall: 4.1.1 Notify the public that potentially unsafe conditions exist by installing yellow "Caution Tape" and "A" frame barricades or equal substitute around the condition. 4.1.2 Notify the Director's Representative of the condition first by phone and then in writing (e-mail is acceptable) including digital photographs of the potential safety concern. Once the Contractor has notified the City and the public of the condition, as specified above, Contractor shall have no further responsibility regarding the condition. 5.0 UNDERGROUND ALERT SYSTEMS 5.1 Underground Alert Systems (telephone number 1-800-422-4133) must be notified 48- hours in advance prior to any excavation work. 6.0 PROPERTY DAMAGE 6.1 Any damage to private property caused by Contractor shall be immediately reported to the property owner. Contractors shall pay for any damage caused to private property in performing this agreement. 7.0 ACCESS TO PRIVATE PROPERTY 7A Prior to any work involving private property, the Contractor shall notify the City of the proposed work and obtain all necessary permits and/or consent required from City and/or property owner 8.0 PROTECTION AND RESTORATION OF EXISTING IMPROVEMENTS 8.1 The Contractor shall protect City and/or private property adjacent to work areas including sprinkler systems, drain pipes, lawns, brick work, plantings, masonry work, fences, walls, sidewalks, street paving, etc., located on either public or private property. Contractor shall, at its expense, replace any property that is removed or damaged, other than property pre - City of Santa Ana RFP 19-092 Page 33 25C-35 Exhibit 7 approved for removal. Contractor shall abide by the City's "Policy for Driving on Park Property" (See Attachment 4). 9.0 TRAFFIC CONTROL 9.1 The Contractor will not interrupt traffic flow on City streets without obtaining a no -fee permit from the City. Prior to performing maintenance activities where Contractor employees work immediately adjacent City vehicular lanes or any other situation covered under the California MUTCD, the Contractor shall implement no -fee permitted City approved traffic safety plans to protect the health and welfare of its employees and the general public prior to commencement of the agreement. 10.0 MONTHLY REPORTS 10.1 Prior to the first of each month the Contractor shall submit to the Director's Representative for approval: 10.1.1 The Excel Park Maintenance Inspector's Inspection Schedule including a detailed annual, monthly, weekly and daily work schedules consistent with task frequencies in Exhibit A; 10.1.2 A copy of certified payroll sent to the Department of Industrial Relations on the required format/forms of employees assigned to the contract areas; 10.1.3 An updated organizational chart, or equal, listing the names, titles, schedules and number of Full -Time Equivalent (FTE'e) assignments of all persons working in the contract areas; 10.1.4 Invoices and packing slips of name, type and quantities of commodities purchased; 10.1.5 Green Waste recycling report including tonnage and name/location of the green waste recycling plant. The information contained in the above referenced documents shall be updated with any new information as changes occur. The Director's Representative shall be immediately notified of any changes to the above information. Failure to submit a report by the fast of each month shall result in a fine of $100.00 per day for each report submitted late. 11.0 WATER CONSERVATION & PROGRAMMING OF CONTROLLERS 11.1 The City shall be responsible for programming irrigation controllers and conserving water. The Contractor shall be responsible for all repairs to lateral lines, rotors/heads/fittings. 12.0 SPECIFICATIONS INTERPRETATION 12.1 The intent of these specifications is known by the City of Santa Ana and SAPRF. Any questions relating to the interpretation of these specifications must be addressed, in writing, prior to the start of work. The Contractor agrees that interpretations of this contract after the start of work are at the sole discretion of the Director's Representative, and the Contractor shall abide by all such interpretations 13.0 PROTECTION OF EXISTING FACILITIES AND STRUCTURES City of Santa Ana RFP 19-092 Page 34 25C-36 Exhibit 7 13.1 The Contractor shall exercise due care in protecting from damage all existing facilities, structures, and utilities, both above surface and underground on the City's property. Any damage to City, Santa Ana Park and Recreation Facilities (SAPRF), or private property caused by the Contractor's neglect shall be corrected and paid for by the Contractor at no cost to the City of Santa Ana or SAPRF. The City of Santa Ana and/or Director's Representative shall make the determination of fault. The Director's Representative reserves the right to issue a Stop Work Notice if the Contractor does not promptly repair any damage, within twenty-four (24) hours of the damage incurred. 13.2 If the Directors Representative requests or directs the Contractor to perform work in a given area, it will be the Contractor's responsibility to verify and locate any underground systems (i.e. utility lines) and take responsibility for taking reasonable precaution when working in these areas. 13.3 Contractor shall call Underground Alert (800) 422-4133) at least two working days prior to digging for line locations. Any damage or problems shall be reported immediately to the Director's Representative and the City of Santa Ana. If the Contractor discovers something unexpected or a unique problem occurs, he should stop work and immediately contact an authorized Director's Representative for a timely resolution of the problem. 14.0 SUBSTITUTIONS 14.1 Whenever a specific type of material is specified, no substitutions shall be allowed without written consent of the SAPRF representative. 15.0 CERTIFICATION & APPLICATION OF MATERIALS 15.1 All materials shall be delivered on the site in original containers. Materials shall be subject to inspection by the Director's Representative. The Director's Representative will not approve materials not meeting the SAPRF standards, and Contractor shall return any such non -satisfactory items at his/her cost. 15.2 No materials shall be applied prior to the Director's Representative verifying the specified quantities of materials. Furthermore, should the Contractor apply materials before the Director's Representative verifies correct materials and quantities, the Contractor shall not receive credit for the applied materials. The Contractor shall then reorder and deliver the materials, thereby not receiving credit for the applied materials. 16.0 CONTRACTOR NEGLECT 16.1 Any damage to the City of Santa Ana, SAPRF, or private property, which has been determined to be due to the Contractor's neglect, shall be corrected at no additional cost to the City of Santa Ana or the SAPRF. 17.0 CONSTRUCTION EQUIPMENT 17.1 The Contractor shall take all necessary precautions for safe operation of his equipment and the protection of the public from injury and damage from such equipment. City of Santa Ana RFP 19-092 Page 35 25C-37 Exhibit 7 18.0 SOUND CONTROL REQUIREMENTS 18.1 The Contractor shall comply with all local sound control and noise level rules, regulations and ordinances that apply to any work performed pursuant to the Contract. Each internal combustion engine used for any purpose on the job or related to the job shall be equipped with a muffler of a type recommended by the manufacturer of such equipment. No internal combustion engine shall be operated on the project without said muffler. Full compensation for conforming to the requirements of this section shall be considered as included in the prices paid for the various contract items of work involved and no additional compensation will be allowed therefore. Sounds, such as loud music, that are not related to the project, shall be kept at levels so as to not disturb the general public. 19.0 INQUIRIES AND COMPLAINTS 19.1 The Contractor shall maintain an office at some fixed place and shall maintain a telephone thereat, listed in the telephone directory in his own name or in the firm name by which he is most commonly known. Furthermore, the Contractor shall, at all times, have some responsible person(s), employed by the Contractor, to take the necessary action regarding all inquiries and complaints that may be received from the City of Santa Ana, Director's Representative, and/or private citizens during normal working hours. Whenever immediate action is required to prevent impending injury, death or property damage to the facilities being maintained, the Director's Representative may, after reasonable attempt to notify the Contractor cause such action to be taken by the SAPRF work force. All costs of any such action shall be charged against the Contractor, or the Director's Representative may deduct such cost from any amount due to Contractor. All complaints shall be abated as soon as possible after notification, to the satisfaction of the City of Santa Ana and/or Director's Representative. If any complaint is not abated within a reasonable time, the Director's Representative shall be notified immediately of the reason for not abating the complaint followed by a written report to the Director's Representative within five (5) days. If the complaints are not abated within the time specified or to the satisfaction of the Director's Representative, the Director's Representative may correct the specific complaint and the total cost incurred by the SAPRF will be deducted and forfeit from the payments owing to the Contractor from the SAPRF. Such cost shall include all SAPRF staff time required to resolve the problem and appropriate overhead charges 20.0 NOTIFICATION OF LOCATIONS OF WORK 20.1 The Contractor shall notify the Director's Representative when the contractor's crews will be working within the SAPRF. Said notifications will be made on a daily basis by telephone, cell phone, fax, or by weekly written schedules which specify the entire weeks work locations. 21.0 WORKFORCE City of Santa Ana RFP 19-092 Page 36 25C-38 Exhibit 7 21.1 The Director's Representative may evaluate each of the Contractor's staff and if he/she finds that a Contractors employee or sub -contractor's employee is not performing to the satisfaction of the Director's Representative, the Director's Representative shall require the Contractor to remove the employee from work sites at his or her discretion within 24 hours of written notice. 22.0 MATERIALS 22.1 The Director's Representative shall approve or reject all materials delivered to the work site. In addition, the Contractor shall not apply any materials until the Director's Representative inspects the materials to confirm they are correct per specifications. Note that the Director's Representative may stay at the work site to confirm that all materials are applied correctly and in the quantities specified. Materials applied by the Contractor prior to the Director's Representative inspecting the materials shall be considered not applied. Therefore, the Contractor shall not be given credit towards the quantity of the specified material required to be applied by the specification. The Contractor shall then be required to deliver the specified quantity of material to the work site and, following the Director's Representatives approval, apply the materials in the presence of the Director's Representative: Prior to the application or use of any materials the Contractor shall submit to the Director's Representative a minimum 48 hours before delivery to the work site a list of all materials and/or chemicals that may be used pursuant to the terms of this Agreement. The list shall include the name of the product, the products specifications, and the quantity of materials, prescribed method of use/application, Material Safety Data Sheets and chemical analysis where applicable, recommended usage and any other manufacturer's data that may be pertinent. The list must be submitted before any materials/chemicals are used pursuant to this Agreement. 22.1.1 The materials and chemicals utilized in furtherance of this Agreement shall comply with the following standards: All fertilizers shall be complete, furnishing the required percentage of nitrogen, phosphoric acid and potash to keep turf, trees, shrubs and other plants in a healthy and vigorous growing condition. Pesticides including but not limited to: Insecticides, fungicides, herbicides, algaecides, aviacides, and rodenticides shall be of the best quality obtainable and available on the market, properly labeled with guaranteed analysis, and brought to the job site in the manufacturer's original container. Materials shall as specified herein, matching those existing at the work site, or as specified by the Director's Representative. 22.1.2 All materials delivered to the site shall be accompanied by a packing slip or other form from the vendor indicating the specific commodity delivered and the quantity. 23.0 TRASH DISPOSAL AND RECYCLING 23.1 All organic waste (including leaves, grass clippings, brush, branches, and tree parts) resulting from work performed under this contract shall be disposed of pursuant to the City of Santa Ana RFP 19-092 Page 37 25C-39 Exhibit 7 requirements of the Santa Ana Municipal Code (SA -MC) Chapter 16. Organic waste cannot be taken to a landfill. Every month, the Contractor shall submit receipts from licensed composters/green waste recycling facilities, to the Director listing the tons of organic waste recycled and the names and addresses of the composting or processing companies. 23.2 As an alternative, the City may allow Contractor to dispose of green waste and trash in bins provided by the City. The City will determine the amount of green waste and trash allowed to be dumped in these bins based on historical amounts. Any additional disposal fees must be paid by Contractor. At no time will the contractor be allowed to dispose of trash or green waste that was not collected as part of this contract. If the City finds that the contractor is disposing of trash from other contracts, the City will discontinue this service for the contractor and the contractor will be required to pay for their own trash service. 24.0 PREVAILING WAGE DETERMINATION General prevailing wage determination made by the Director of Industrial Relations pursuant to California Labor Code Part 7, Chapter 1, Article 2, Sections 1770, 1773 and 1773.1 is: CRAFT: ## LANDSCAPE MAINTENANCE LABORER DETERMINATION: SC-LML-2019-1 ISSUE DATE: February 22, 2019 EXPIRATION DATE OF DETERMINATION: March 31, 2019* Effective until superseded by a new termination issued by the Director of Industrial Relations. City Responsibilities 1.0 CITY -DIRECTOR'S AUTHORITY The Director's Representative is the only person authorized to direct changes in any of the requirements under the Agreement and, not withstanding any provisions contained elsewhere in the Agreement, and said authority remains solely in the Director's Representative. In the event that the Contractor effects any such changes at the direction of any person other than the Director's Representative, the changes will be considered to have been made without authority and solely at the risk of the Contractor. In addition, the Director's Representative shall have the authority to accept/reject materials, workmanship and to make changes in work or schedule, when the City determines that no extra costs are involved. The Director's Representative shall also have the authority to suspend portions of the specifications and withhold the cost of the suspended portion of the agreement at his/her discretion. The intent of these specifications is known by the City of Santa Ana. Any questions relating to the interpretation of these specifications must be addressed, in writing, prior to the start of work. When the performance of the work or completion per schedule is determined to be sub -standard or not on schedule, the Director's Representative may recommend that all or a portion of payment be withheld. In addition, the Director's Representative shall have the option to hire another qualified contractor to perform any portion of the work specified and withhold payment in the City of Santa Ana RFP 19-092 Page 38 25C-40 Exhibit 7 amount of the cost to hire the qualified contractor. Payment to be withheld shall be deducted from the next or subsequent monthly payment due, or if the amount is insufficient to cover payment, the Contractor shall be liable for said deficiency and will be billed accordingly. The Director's Representative shall decide all questions, which may arise as to the interpretation of the quality of work, manner of performance, completion per schedule, acceptable fulfillment of the Agreement by the Contractor, interpretation of the specifications, and compensation, including completion of work by alternate sources. City of Santa Ana RFP 19-092 Page 39 25C-41 Exhibit 7 CIVIC Center (1 of 3) All Priority Turf For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25C-42 Exhibit 7 CIVIC Center (2 of 3) All Priority Turf Not Part Of Civic Center Scope For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25C-43 Exhibit 7 r r CIVIC Center (3 of 3) All Priority Turf For sites adjacent to streets, maintenance shall include the area up to where the concrete gutter meets the asphalt street, even if not shown within the boundary line of the site map 25C-44 Exhibit 7 EXHIBIT B FEE/RATESSCHEDULE #5944vl 2 5 C -45 1 !1 Exhibit 7 APPENDIX ATTACHMENT 3-5: FEE SCHEDULE ITY OF SANTA ANA REQUEST FOR PROPOSALS FOR LANDSCAPE MAINTENANCE SERVICES: DISTRICT A (CIVIC CENTER) RFP NO.:19-092 Pricing for each site and each task should be as accurate as possible. Based on funding availability, the City may amend and/or remove a site or a task from the scone of work without nff"tinu nririno far "th.r Qitea nndrnr t��ur ------- ---- Playground/ Turf Care Landscape Cleaning Tot Lot/ Sports Areas Full -Time District A and Service Care and Care and Exercise Area Care and Annual Total Equivalents Service Service Care and Service Service Centers/Facilitles Acreage' Clvlc Center $221,S10.00 $221,5I0.00 $110.755.00 N/A NA % $553,774.00 Full -Time Equivalents 2.40 2.40 120 0.00 0.00 6.00 "Acreage information is an estimate provided by the City. The Contractor is responsible for obtaining actual acreage information. Certification - I certify that I have read, understand and agree to the terms and conditions of this Request for Proposals. I have examined the Scope of Services and am familiar with the scope of work locations. I am familiar with all the existing conditions and limitation that may impact work requests. I understand and agree that I am responsible for reporting any errors, omissions or discrepancies to the City for clarification prior to the submission of my proposal. Proposal Item Price - Provide costs for landscape maintenance. Fee must be inclusive of all costs, including but not limited to, direct and indirect costs for labor, overhead, incidental supplies, travel, mileage, and fuel. The proposer warrants that the prices, terms and conditioned quoted will be valid for a period of 120 days from the date the proposal is due, in order to allow time to award an agreement. Michael Garibay President Printed Name of Authorized Agent Signature of Authorized Agenr 11/1/2019 City of Santa Ana RFP 19-092 Page 60 pays "Jd REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE: APPROVE AGREEMENTS WITH MAJOR LEAGUE INFIELDS, INC. AND PROFESSIONAL SPORTS FIELD MAINTENANCE, INC. TO PROVIDE IN- FIELD BALL DIAMOND MAINTENANCE SERVICES AT CITY PARKS FOR AN ANNUAL AMOUNT NOT TO EXCEED $323,626.60 AND $66,595.10, FOR THE PERIOD FEBRUARY 1, 2020 TO JANUARY 31, 2024 (TOTAL AGREEMENT AMOUNTS OF $1,294,506.40 AND $266,380.40)TO BE FUNDED BY THE GENERAL FUND {STRATEGIC PLAN NO. 6, 1B} /s/Kristine Ridge CITY MANAGER CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 111 Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER RECOMMENDED ACTION Authorize the City Manager to execute agreements with Major League Infields, Inc. and Professional Sports Field Maintenance, Inc. to provide in -field ball diamond maintenance services at city parks for an annual amount not to exceed $323,626.60 and $66,595.10, which includes a 10 percent contingency, for the period from February 1, 2020 to January 31, 2024 for total agreement amounts of $1,294,506.40 and $266,380.40 to be funded by the General Fund, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION On October 7, 2019, the Parks, Recreation and Community Services Agency (PRCSA) issued a Request for Proposal (RFP) for in -field ball diamond maintenance of all four districts. The City notified 16 companies (4 Santa Ana companies), 17 companies downloaded the documents (one Santa Ana company), and two companies submitted proposals (zero Santa Ana companies) for in- field ball diamond maintenance for city parks. An evaluation committee consisting of three representatives from PRCSA Park Facilities Division reviewed and rated the proposals. The proposals were evaluated according to the criteria listed in the RFP, which includes firm/team experience, reference/relevant project experience, listing of resources, manner for performing services/schedule and fee. The results of the RFP evaluation were as follows: 25D-1 Agreements with Major League Infields, Inc. and Professional Sports Field Maintenance, Inc.to provide in -field ball diamond maintenance services at city parks January 21, 2020 Page 2 IN -FIELD MAINTENANCE DISTRICTS 1, 2, 3, 4 Rankin Major League Infield, Inc. 1 Professional Sports Field Maintenance, Inc. 2 The City proposes to enter into four-year agreements with each proposer. Major League Infields, Inc. would maintain fields for Districts 1, 3, and 4. Professional Sports Field Maintenance would maintain fields in District 2. STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #6 - Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy B (equitably maintain existing streets and associated assets in a state of good repair so they are clean, safe and aesthetically pleasing for all users). FISCAL IMPACT The FY 2019-20 budget contains new allocations in alignment with Measure X funding including increased funding in the PRCSA for improving the scope of contract services for landscaping, trees, lakes, ball diamonds, and custodial. The in -field ball diamond maintenance services proposals are higher than anticipated, however PRCSA has enough funding for FY 2019-20 to cover the increased cost for the remainder of the fiscal year. Additional funding for the in -field maintenance ($52,000) is required to continue the in -field ball diamond maintenance services agreement in FY 20-21 and beyond. Funds are available in the followinq account for the specified fiscal year of the initial term: Fiscal Accounting Fund Accounting Unit, Account Amount Year Unit -Account # Descri tion Description FY 19-20 01113250- General Fund Park Facilities, $162,592.38 62320 Maint. & Repair/ Bldn . & Ground Funds will be budgeted and made available in the following account for the specified fiscal years of the remaining term: Fiscal Accounting Fund Accounting Unit, Account Annual Year Unit -Account # Descri tion Description Amount FY 20-21 01113250- General Fund Park Facilities, $390,221.70 to 22-23 62320 Maint. & Re air / Bldn . & Ground Fiscal Accounting Fund Accounting Unit, Account Amount Year Unit -Account # Description Description FY 23-24 01113250- General Fund Park Facilities, $227,629.32 62320 Maint. & Re air / Bldn . & Ground 25D-2 Agreements with Major League Infields, Inc. and Professional Sports Field Maintenance, Inc.to provide in -field ball diamond maintenance services at city parks January 21, 2020 Page 3 The total agreement amounts for the four-year term are $1,294,506.40 and $266,380.40. APPROVED AS TO FUNDS AND ACCOUNT: Lisa Rudloff Kathryn Downs, CPA Executive Director Executive Director Parks, Recreation, and Community Finance and Management Services Agency Services Agency Exhibits: 1. Agreement -Major League Infields, Inc. 2. Agreement -Professional Sports Field Maintenance, Inc. 25D-3 Exhibit 7 AGREEMENT BETWEEN THE CITY OF SANTA ANA AND MAJOR LEAGUE INFIELDS, INC. THIS AGREEMENT is hereby made and entered into this 21st day of January, 2020, by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"), and Major League Infields, Inc., a California Corporation ("Consultant"). RECITALS A. The City issued Request for Proposal ("RFP") 19-093 on October 7, 2019 for in - filed ball diamond maintenance for City parks in districts 1-4. City's RFP is incorporated herein by reference as though fully set forth below. B. Consultant submitted a proposal in response to RFP 19-093 and has been selected for award of the contract for districts 1, 3, and 4. B. 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 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 baseball diamond infield maintenance services in City districts 1, 3, and 4 as outlined in more detail in the City's RFP and the attached Exhibit "A." 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the fees and rates set forth in consultant's proposal submitted in response to City's RFP and Exhibit B of this Agreement. The total sum to be expended under this Agreement shall not exceed $1,294,506.40 for the entire term of this Agreement. The annual not to exceed amount for this Agreement is 323,626.60, which includes a base annual Agreement amount of $294,206.00 plus a 10% contingency of $29,420.60 to be exercised at the City's sole discretion. b. City will be invoiced by Consultant monthly. Payment will be made within forty-five (45) days of the date of the invoice. 3. TERM The term of this Agreement shall commence on February 1, 2020 and terminate on January 31, 2024, unless terminated earlier in accordance with Section 13, below. Page 1 of 8 421454v1 2 5 D-4 Exhibit 7 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer -employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to its employees and shall be responsible for all applicable withholding taxes. 5. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance, which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's negligent operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The insurance policy shall not have an exclusion for sexual molestation. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence and $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insured provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. c. Worker's Compensation Insurance. In accordance with California State law, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If Consultant is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. Page 2 of 8 N214540 2 5 D-5 Exhibit 7 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 fumished to the City upon execution of this Agreement and shall be approved in form by the City. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. (iv) Consultant shall supply City with fully executed additional insured endorsement. f. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 6. INDEMNIFICATION Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant, its subcontractors; agents, employees, or other persons acting on its 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. Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. Page 3 of 8 N21454vi 2 5 D-6 Exhibit 7 7. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 8. CONFIDENTIALITY If Consultant received from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant and disclosed without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 9. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interest and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 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, sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: Page 4 of 8 "214540 25D-7 Exhibit 7 To City: City of Santa Ana City Clerk (M-30) 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702 With copy to: Executive Director of Parks, Recreation and Community Services City of Santa Ana 20 Civic Center Plaza (M-23) P.O. Box 1988 Santa Ana, California 92702 Fax (714) 571-4211 And: City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Fax (714) 647-6515 To Consultant: Mr. David R. Johnson, President Major League hifields, Inc. 508 East Chapman Avenue Fullerton, California 92632 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 regarding the subject matter herein, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail and will serve to fully supersede existing Agreement. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, that terms or conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations, inducements, Page 5 of 8 N21454vl 25D-8 Exhibit 7 promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any parties, 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 that are the subject to this Agreement performed by City personnel or by other Consultants retained by City. 13. TERMINATION Except as otherwise specified herein, this Agreement may be terminated by the City with thirty (30) days written notice of termination to the Consultant. a. As a condition of such payment, the City may require Consultant to deliver to the City all the work product completed, as of such date, and in such case, such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes, as the City deems appropriate. b. Payment need not be made for work that fails to meet the standard of performance specified in the Recitals of this Agreement. 14. BACKGROUND CHECK REQUIREMENTS Consultant shall not assign any employee, agent, subcontractor or volunteer to provide services pursuant to this Agreement, if that employee, agent, subcontractor or volunteer is required to register as a sex offender under California Penal Code Section 290 et seq, has a conviction for any crime of moral turpitude, has a conviction for a violent felony as defined in California Penal Code Section 667.5(c), or has a conviction for a serious felony as defined in California Penal Code Section 1192.7(c). Disqualifying convictions include but are not limited to, violations of California Penal Code Sections 37, 128, 136.1 with Section 186.22, 187, 190- 190.4 and 192(a), 205, 206, 207-209.5, 211, 212, 212.5, 213, 214, 215, 218-219, 220, 236.1(b) or 236.1(c), 243.4, 261, 261.5, 273.5, 262, 264.1, 266, 266c, 266h, 266i, 266j, 267, 269, 272, 273a, 273ab, 273d, 285, 286, 288, 288a, 288.2, 288.3, 288.4, 288.5, 288.7, 289, 290, 311.1, 311.2, 311.3, 311.4, 311.10, 311.11, 314, 347(a), 368, 417(b), 451(a),518 with 186.22, 647.6, 653f(c), 664 and 187, 667.5(c), 18745, 18750, or 18755, 12022.53, 11418(b)(1) or (b)(2); Business and Professions Code Section 729. Failure to comply with this Section shall be grounds for immediate termination of this Agreement. 15. NON-DISCRIMINATION Provider shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic Page 6 of 8 #21454v ` 2 5 D-9 Exhibit 7 information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Provider affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 16. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 17. 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 Sates, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 18. PREVAILING WAGES Contractor is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. Since the services being performed are part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and since the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 19. 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. Page 7 of 8 #21454vt 25D-10 Exhibit 7 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: DAISY GOMEZ Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney Attorney Z�C�,i.-v7GL Ii By: LAURA A. ROSSINI Senior Assistant City Attorney RECOMMENDED FOR APPROVAL: LISA RUDLOFF Executive Director of Parks, Recreation and Community Services Agency CITY OF SANTA ANA KRISTINE RIDGE City Manager MAJOR LEAGUE INFIELDS, INC By: David R. Johnson, President Page 8 of 8 #21454vl 25D-11 Exhibit 7 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: DAISY GOMEZ Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attomey By: LAURA A. ROSSINI Senior Assistant City Attorney RECOMMENDED FOR APPROVAL LISA RUDLOFF Executive Director of Parks, Recreation and Community Services Agency CITY OF SANTA ANA KRISTINE RIDGE City Manager MAJOR LEAGUE INFIELDS, INC By: David R. Johnson, President Page 8 of 8 25D-12 Exhibit 7 EXHIBIT A SCOPE OF SERVICES nziasavi 25D-13 Exhibit 7 Appendix ATTACHMENT 1 SCOPE OF WORK CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR INFIELD BALL DIAMOND MAINTENANCE RFP NO.: 19-093 Introduction and Background The City of Santa Ana intends to enter into agreement with a contractor whose specialty is maintaining baseball/softball infields and warning tracks. State of California Licensed C-27 Contractor specializing in Ball Diamond In -Field Maintenance shall provide in -field and warning track brickdust maintenance for Baseball/Softball Diamonds per the specifications and conditions listed below. Description of Work BALL DIAMOND LOCATIONS/QUANTITIES/TYPES OF DIAMONDS 1.0 DISTRICT I 1.1 El Salvador Park -District 1 1.1.1 Two (2) 60' base path Little League diamond with skinned brickdust infields. 1.1.2 Three (3) base path T-Ball diamonds with skinned brickdust infields. 1.2 Riverview Park -District 1 1.2.1 One (1) 60' base path Major Little League diamond with skinned brickdust infield. 1.2.2 One (1) 60' base path Major Little League diamond with sport turf and brickdust infield. 1.2.3 One (1) Minor Little League diamond with sport turf and brickdust infield. 1.2.4 Two (2) T-Ball Little League diamond with sport turf and brickdust infield. 1.3 Rosita Park -District 1 1.3.1 One (1) 80'/90' base path Little League Junior/Senior diamond with sport brickdust infield. 2.0 DISTRICT 2 2.1 Cabrillo Park -District 2 2.1.1 One (1) 80'/90' base path Little League Junior/Senior diamond with skinned brickdust infield. 2.2 Morrison Park -District 2 City of TAPP 7419-093 Exhibit 7 2.2.1 One (1) 60' base path Girls Softball/ Little League diamond with skinned brickdust infield. 2.3 Portola Park -District 2 2.3.1 One (1) 60' base path Girls Softball/ Little League diamond with skinned brickdust infield. 2.4 Santiago Park -District 2 2.4.1 One (1) 60' base path Girls Softball diamond with skinned brickdust infield. 3.0 DISTRICT 3 3.1 Delhi Park -District 3 3.1.1 One (1) 60' base path Little League diamond with skinned brickdust infield. 3.2 Madison Park -District 3 3.2.1 One (1) 60' base path Major Little League diamond with skinned brickdust infield. 3.2.2 One (1) T-Ball diamond with skinned brickdust infield. 3.3 Memorial Park -District 3 3.3.1 One (1) 80'/90' base path Little League Junior/Senior diamond with sport turf/brickdust infield. 3.3.2 One (1) 60' base path Little League diamond with combination sport turf/brickdust infield. 3.3.3 Two (2) 60' base path Little League diamonds with skinned brickdust infields. 4.0 DISTRICT 4 4.1 Adams Park -District 4 4.1.1 One (1) 60' base path Little League diamond with skinned brickdust infield. 4.2 Centennial Park -District 4 4.2.1 Two (2) 60' base path Girls Softball/Major Little League diamond with skinned brickdust infields. 4.3 Heritage Park -District 4 4.3.1 One (1) 60' base path Girls Softball/Major Little League diamond with skinned brickdust infield. 4.4 Jerome Park -District 4 4.4.1 One (1) 80'/90' base path Little League Junior/Senior diamond with sport turf/brickdust infield. 4.4.2 Two (2) 60' base path Girls Softball/Major Little League diamond with skinned brickdust infields. 4.5 Thornton Park -District 4 4.5.1 Three (3) 60' base path Girls Softball diamond with skinned brickdust infield. City of 92V; T519-093 Exhibit 7 4.6 Windsor Park -District 4 4.6.1 One (1) 60' base path Girls Softball diamond with skinned brickdust infield. SCHEDULE OF WORK TO BE COMPLETED 5.0 DISTRICT 1 5.1 El Salvador Park: 5 Days per week, Januarylst to July 31st 3 Day per week, August Is` to December 31st 5.2 Riverview Park: 5 Days per week, January st to July 31 st 3 Day per week, August lst to December 31st 5.3 Rosita Park: 5 Days per week, Januaryl st to July 31 st 3 Day per week, August I" to December 3lst 6.0 DISTRICT 2 6.1 Cabrillo Park: 5 Days per week, Januarylst to July 31st 3 Day per week, August 1st to December 31s` 6.2 Morrison Park: 3 Days per week Year Round 6.3 Portola Park: 5 Days per week, Januaryl st to July 3I st 3 Day per week, August 1S1 to December 31st 6.4 Santiago Park: 5 Days per week Year Round 7.0 DISTRICT 3 7.1 Delhi Park: 1 Day per week year round 7.2 Madison Park: 5 Days per week, Januarylst to July 31 st 3 Day per week, August 1 sc to December 31 st 7.3 Memorial Park: 5 Days per week, January st to July 31 st 3 Day per week, August I"to December 31st 8.0 DISTRICT 4 8.1 Adams Park: 5 Days per week, January st to July 31 st 3 Day per week, August 1" to December 31 st 8.2 Centennial Park: 5 Days per week, January Ist to July 31st 3 Day per week, August 1" to December 31st 8.3 Heritage Park: 1 Day per week Year round 8.4 Jerome Park: Field #1 5 Days per week, January 1 st to July 31 st 3 Day per week, August 1 st to December 31:t City of SE F f V 9-093 Exhibit 7 Field #2 & #3 5 Days per week, January Ist to July 31st 3 Day per week, August 1" to December 31 st 8.5 Thornton Park: 5 Days per week Year Round 8.6 Windsor Park: 5 Days per week, January st to July 31 st 3 Day per week, August 1 S1 to December 31 st BALL DIAMOND MAINTENANCE 9.0 Field Composition Mix (Brickdust) To Be Used When Maintaining Infields. 9.1 Field In General 9.1.1 When adding field composition mix (brickdust) to any City of Santa Ana infield, the specific type of material to be used is: Stabilizer Solutions Stabilizer Gold Infield Mix (with stabilizer). 9.2 Pitcher's Mound/Home Plate/Basepath Areas 9.2.1 When adding a mix with a higher clay composition material to any pitcher's mound/home plate/base-path area, the specific type of material to be used is: Hill Topper Home Plate and Mound Mix. 9.3 Warning Track 9.3.1 When adding field composition mix to ball diamond warning tracks the specified type of material to be used is: Stabilizer Solutions Stabilizer Warning Track Mix. 10.0 Equipment The contractor shall provide and have "on hand" at all times during the brickdust maintenance operation the following equipment: 10.1 Utility Vehicle 10.1.1 Small tight turn radias (IYR) vehicle designed especially for this type of work. This vehicle shall have the capability to make circle and figure eight patterns completely within the skinned brickdust infield area and not trespass onto adjacent turf areas. Vehicles manufactured by John Deere, Ryan, Toro and Daihatsu may be acceptable. 10.2 Drags 10.2.1 Scarifying Drag: Used to scratch up or loosen up the skinned area. The drag shall be made of heavy-duty steel capable of carrying additional weight (`s). Digging teeth shall be hardened and pointed and be %z" in diameter. Pull chain shall be included. 10.2.2 Cutting and Leveling Drag: Used to level and backfill low spots in the skinned area. The leveling drag and cutting blades shall be made of galvanized steel. This drag shall feature cutting blades that are adjustable and capable of cutting down dirt build-up (high spots) and depositing dirt into holes (low spots) creating a smooth and level playing surface. Pull chain shall be included. City of S6AAPP1 FT 719-093 Exhibit 7 10.2.3 Grooming or Finish Drag: Used to complete dragging procedure on a daily basis and lighter/gentle movement of brickdust. This drag shall be galvanized metal "door -mat" link. Pull chain shall be included. Drag shall be 6' in length by 6' in width. 10.2.4 Nail Drag: Used to lightly roughen infield surface. Use True Pitch Mound Nail Drag or approved equal 10.3 Other Equipment 10.3.1 Hand Tamp: 20 lb. variety with 48" min. handle. Used to compact worn areas around bases, home plate and pitching mound. 10.3.2 Plastic Sheeting and Duct Tape: Used to wrap hand tamp head and help prevent wet clay from sticking. 10.3.3 Grade or Grooming Rake: Used to rake and fine level areas. Shall be made of aluminum, 36" wide and a 6' handle. 10.3.4 Heavy Duty Shovels: Used to move material. Round/Square Point and Scoop shovels. 10.3.5 Heavy Duty Hose: Used to water down skinned area. Shall be 3/4" to I" top quality construction with 225-psi working pressure. Leaks of any kind are not permitted. Contractor shall have a minimum of 175' of hose on hand at all times. 10.3.6 High Pressure Nozzle: Attached to hose. Use to spray down brickdust and push excess brickdust off turf edges. 10.3.7 Industrial Push Broom: Used to remove excess brickdust from turf edges. Shall be 24" min. wide with heavy-duty dual weight bristles. 10.4 Wet Conditions Equipment" (Add to equipment above) 10.4.1 During periods of inclement weather or when the areas are wet the contractor shall have "on -hand" during all brickdust maintenance operations the following items: 10.4.2 Squeegee: Used to push/squeeze water off wet areas or into dry areas or drains. Shall be 24" to 36" wide with neoprene blade and magnesium/aluminum head. 10.4.3 "Super Sopper": Used to collect standing water in brickdust areas. Shall be drum type with exterior sponge and arm holding drum. 10.4.4 Diamond or Beckson Pump: Used to remove standing water in brickdust areas. Shall be plastic with flexible piston and value. 10.4.5 Infield Sopper with Wringer and Bucket: Used to collect standing water in brickdust areas. Sopper shall be geotextile-covered sponge typical for absorbing chemical spills. 11.0 Meetings 11.1 Contractor shall provide City of Santa Ana staff with a contact English speaking person and a phone number to reach the contact person from the hours of 6:30am — 5:00pm, Monday— Saturday. 11.2 Contractor shall appoint and identify to City of Santa Ana staff a "site supervisor". This site supervisor shall meet with staff as requested at time and place agreed upon by both parties for as long as the contract is in effect to discuss any problems/concerns that may arise and any goals for the week. City of S2V1IfA19-093 Exhibit 7 11.3 In November of each year for as long as the contract is in effect, Contractor shall personally meet with staff, along with the designated site supervisor, to discuss and outline schedules for "Annual Renovations" (listed in Section 10.0). 12.0 Daily Infield & Warning Track Maintenance 12.1 General 12.1.1 Contractor shall remove all litter, broken glass and hazardous debris from infield and dugout areas. 12.1.2 Contractor shall keep brickdust and dugout areas in a clean and weed free condition. Dugouts shall be completely free of any brickdust or other stains/gum, sunflower seeds, debris, etc. 12.1.3 Contractor shall sweep/pressure wash out dugouts so they are 100% free of brickdust, brickdust stains or any other debris. 12.1.4 Contractor shall clean mow strips, backstops, chain link fencing, including brickdust build-up along bottom rails. 12.2 Maintenance Procedure 12.2.1 Retain smooth and level playing surface, using the following daily procedure. The contractor shall remove all bases before beginning any work on in -field and re- install after all work on in -field is completed. 12.2.2 After removing all bases, the contractor shall scrape/wire brush all base post anchors and base inserts. This will help facilitate the base removal and installation. 12.2.3 The Contractor shall rake/shovel loose material from high spots back into low spots/wom areas on running paths, sliding zones, and any other low spots/worn areas appearing on the field before any watering or dragging shall take place. 12.3 Home Plate Area/Batter's Box Area Holes (follow Gail Materials home plate/pitchers mound maintenance video) 12.3.1 Sweep/Rake away all loose brickdust-mound mix -calcine clay. 12.3.2 Wet area until moist. 12.3.3 Scarify area (`s) [batter's box hole (`s)] with shovel. This will help the mix bind better. 12.3.4 In a 5 gallon bucket mix "mound mix" with water to desired consistency. Do not use infield mix for this purpose. 12.3.5 Backfill "mound -mix" material into hole (`s). 12.3.6 Tamp the area firmly with steel tamp. Note: The tamp will be most effective if you cover the bottom with plastic. Tape the plastic to the tamp handle. The plastic keeps the clay from sticking to the tamp's bottom. 12.3.7 Wet area until moist using a hose and power nozzle. Cover areas with calcified clay. 12.4 Pitcher's Mound 12.4.1 Follow same procedure for repair of home plate/batter's box area utilizing dry "mound mix" for this purpose. Do not cover with infield mix. 12.4.2 Add to the above the following: Rake all loose material from bottom to top and cover with "Mound Mix". 12.5 General Brickdust Skinned Infield Areas City of SE -O,PPT r�P119-093 Exhibit 7 12.5.1 After raking/shoveling loose material from high spots back into low spots/worn areas on running paths, sliding zones, and any other low spots/worn areas appearing on the field, the Contractor shall fill all remaining low spots with new Stabilizer Solutions Stabilizer Gold Infield Mix (with stabilizer). brickdust from stock and make level. 12.5.2 The contractor shall clean all excess brickdust beneath or next to the backstop; dugout chain link fencing and/or infield chain link fence lines so that the infield brickdust is level with the dugout pavement and pavement outside the infield. 12.5.3 Lightly water entire infield before dragging. Note: Watering shall penetrate brickdust to a minimum depth of 1/8" deep min. This process is crucial to keeping brickdust in place and not going air borne. 12.5.4 Drag infield utilizing small utility vehicle as specified with "grooming or finishing drag". Circular or figure eight drag patterns shall be used (see details 1-A & 1-B). Alternate drag patterns or reverse direction of drag patterns daily to avoid ruts and high/low areas. Speed of drag procedure shall not exceed 7 mph. 12.5.5 When dragging the skinned infield, the contractor shall stay away from all turf edges a minimum of 18". This will help in avoiding lips at brickdust/turf edges. This 18' gap shall also apply to all backstops and chain link fence areas. 12.5.6 Contractor shall hand rake all base paths on combination turf/brickdust infields. 12.5.7 When the dragging process is complete, the contractor shall stop the drag in a different location daily. This will stop the accumulation of brickdust in focused areas. At this time roll -up the drag, place it on the vehicle and remove all debris accumulated in the drag at this spot and rake out material emptied from drag. 12.5.8 After dragging, hand rake the 18" edges using the "grade or grooming rake". The rake shall be held at an angle as to not push brickdust onto/into turf areas. 12.5.9 After raking the 36" edges, the contractor shall clean all excess brickdust on the turf edges utilizing a high pressure water nozzle or heavy duty broom. NO brickdust shall be permitted on the turf edges at any time. If in the determination of City staff, an unsafe lip situation exists (an unsafe lip is %z" or greater) in any turf/brickdust border area infield to brickdust, base -paths or brickdust to outfield), contractor will be required to remove or level the soil build-up with a sod cutter and re-establish the in -field boundaries with a string line or suitable method and re -sod up to the border to remedy the situation at contractors expense. Pre-existing conditions shall be corrected during contract start-up. 12.6 Final Watering 12.6.1 This is the most time consuming and a very important element of the procedure. 12.6.2 The contractor shall final water the skinned brickdust to a depth of/4" minimum. 13.0 Rainy Weather/Wet Field Procedure 13.1 On the next scheduled working day after a rainfall, the following procedure, in the order listed, shall be adhered to: 13.1.1 Remove all standing water from low spots either by skimming off excess water and spreading it out to dry areas or using a pump/sopper system. 13.1.2 Rake out (scarify) wet areas. 13.1.3 Apply Stabilizer Solutions Stabilizer Gold Infield Mix (with stabilizer) from stock to all Wet Areas and Rake Out. Cap with calcified clay Turface. City of 14PP,.7®19-093 Exhibit 7 14.0 Work to be Completed SIX (6) TIMES PER YEAR 14.1 To maintain levelness of all fields, contractor shall, once every two months, scarify drag built up amounts of materials at high spots and cut and level drag the scarified material to low spots. The Contractor shall fill any remaining low spots with new Stabilizer Solutions Stabilizer Gold Infield Mix (with stabilizer) brickdust from stock and make level. Cap with calcified clay Turface. Note: Staff shall identify areas to scarify/cut and level drag to the contractor at weekly meetings with contractors appointed site supervisor (as per section 6.2 of contract). 14.2 Heavy water scarified and cut and leveled areas to a V2" min. depth and allow settling in before play on field. Note: Due to heavy watering and its need to settle before play, staff shall provide a schedule of bi-monthly scarify/cut and level drag dates to contractor. 15.0 Work to be Completed "ANNUALLY" 15.1 Each year, the following renovation is to be done on all fields in conjunction with the City's Annual Sports Turf Renovation Schedule. Fields renovated may change from year to year. 15.1.1 Contractor shall laser grade each ball diamond. Contractor shall scarify drag built up amounts of materials at high spots and cut and level drag the scarified material to low spots. The Contractor shall fill any remaining low spots with new Stabilizer Solutions Stabilizer Gold Infield Mix (with stabilizer) brickdust from stock and make level. Note: Staff shall identify areas to scarify/cut and level drag at the November meeting with contractor's owner (as per section 6.3 of contract). 15.1.2 Contractor shall verify and maintain all base distances, pitching rubber distances and pitching mound specifications per the Little League, Pony/Colt League specifications for each specific field. Contractor shall use surveying equipment to verify first and third base are true 90 degree angles, second base is 45 degrees and foul poles are in the correct location from the apex of home plate. Contractor shall repair any specifications not being met on any field. In addition, the Director's Representative may elect to pay extra for the Contractor to install 1/2" new Stabilizer Solutions Stabilizer Gold Infield Mix (with stabilizer) to in -fields at all diamonds (minimum 25 tons per Girls Softball/Major Little League Field and minimum 50 tons per Junior/Senior Little League Field). Also, the Director's Representative may elect to pay extra for the Contractor to install a minimum of 2 ton of Turface calcite clay per Girls Softball/Major Little League Field and 4 tons of Turface calcite clay to Junior/Senior Little League Fields Responsibility for and purchase of necessary materials shall be at contractor's expense. 15.1.3 Contractor shall rebuild pitcher's mound and batters boxes to MLB specifications for high schooUcollege/senior-junior diamonds and Little League specifications for Little League major diamonds using Hill Topper Mound Mix capped with calcified clay by Turface. 16.0 Work To Be Completed "AS DIRECTED" 16.1 Replace Base Anchors as directed. Note: City of Santa Ana uses the Hollywood Breakaway base anchoring system. Contractor shall install base anchors into the ground per manufacturer's standards. Top of stake shall be approximately 2" below the surface grade so that the base sits level and flush against the surface on all sides. City of S2APP R 119-093 Exhibit 7 16.2 Replace Bases as directed. Note: City of Santa Ana shall be responsible for supplying all necessary base anchors and/or bases to the contractor as needed. 16.3 Replace or Remove/Level/Re-Install home plates as directed. Home plate shall be 1" above finish grade of batters circle. 16.4 Replace or Remove/Level/Re-Install pitching rubbers as directed. Note: City of Santa Ana shall be responsible for supplying all necessary home plates and/or pitching rubbers to the contractor as needed. 16.5 When given direction to complete "as directed" work, contractor shall complete the directed work on the next working day. 17.0 Sport Turf (Infield/Waming Track/Cricket Pitch) Maintenance 17.1 Sport turf shall mean all sport turf in the infield, the foul territory of the infield, 36" beyond the infield skin line/arc and 36" from the warning track brickdust skin line/arc and the cricket pitch at Centennial Dan Young Soccer Complex Fields#5 & #6. Sport turf shall be mowed and edged one (1) time per week. Mowing shall be accomplished by walk -behind reel mower — Jacobsen Eclipse2 reel mower, TruCut or John Deere Walk Greens Mowers (180 E-Cut Hybrid, 220-E Cut Hybrid, 180SL-220SL-260SL Precision Cut units along skinned infield/warning track brickdust areas, turf infields, turf infield foul areas, foul territories and cricket pitch. Additional mowers may be submitted for approval by the City. 17.1.1 Contractor shall use a Jacobsen Eclipse2, TmCut or John Deere walk -behind "greens" reel mower to provide "putting green" quality finish cut. 17.1.2 Sport turf shall be cut between %z" and V per Director's Representative direction. 17.1.3 All turf clippings shall be collected and disposed of. 17.1.4 Edging of infield are shall be performed by infield sub. Straight lines shall be edged by running a string line to assure lines are edged perfectly straight. 17.2 Sport turf shall be irrigated to maximize healthy growth of the turf while conserving water. Over watering will not be acceptable. 17.2.1 Contractor shall check and program the automatic irrigation controller as often as necessary to assure the correct amount of water is applied to the infield sport turf. 17.2.2 Contractor shall provide any areas of the turf supplemental watering using a garden hose on an as needed basis to assure a high quality turf infield. Optional As Extra Work — Sport turf shall be fertilized two (3) times per year in the first week of January and April and when the field is renovated each year per the agronomic plan. The Contractor shall use California Organic products `Phyta- Boost' 7-1-2 fertilizer at 600 pounds per acre, and `Compel' compost at 300 pounds per acre. 17.2.3 Contractor shall distribute the fertilizer evenly using a mechanical broadcaster. No hand distribution will be allowed. 17.2.4 Sport turf shall be aerated using a walk behind piston type aerator as often as deemed necessary by Staff. 17.3 Sport turf shall be kept weed free at all times. 17.3.1 Any grasses other than the original hybrid Bermuda, and cropped over perennial rye installed in the infield shall be eradicated immediately upon notice. The City of S6f�g1 PI'� L 7219-093 L Fal1€ Exhibit 7 Contractor may choose the method of eradication, however, may not damage the turf. 17.3.2 Any broadleaf and/or turf type weeds shall be eradicated immediately upon notice. The Contractor may choose the method of eradication, however, may not damage the turf. 17.4 Sport turf shall be kept pest free of disease and rodents at all times. 17.4.1 The Contractor shall be responsible for identifying and treating any diseases or rodents immediately upon notice. 17.5 Sport Turf Renovation-Overseeding 17.5.1 Sport/Priority turf shall be renovated-overseeded each year per the Sport/Priority Turf Annual Schedule. All seed quantities and type specified shall be verified by the Director's Representative prior to any applications. The process for renovation- overseeding shall be as follows: 17.5.2 Contractor shall install a 6' high temporary construction fence around the sport/priority turf areas prior to commencing renovation-overseeding work. Note, the fence shall be installed on the perimeter of the sport/priority turf to be renovated-overseeded in accordance with the park map depicting the sport/priority turf areas. 17.5.3 Turf shall be mowed down to %4". All turf clippings shall be removed. 17.5.4 Turf shall be aerated using the Ryan piston driven aeration equipment. Contractor shall make two -passes in different directions per the Director's Representatives direction. 17.5.5 Turf shall then be verticut using the greens mower with verticut reels (straight blades 1.5" to 2" apart) Following verticutting all turf clippings shall be removed. 17.5.6 Contractor shall coordinate with the Irrigation Consultant to confirm all irrigation has been tested and restored to original design specifications prior to overseeding. 17.5.7 Once the Irrigation Consultant verifies the irrigation system is working efficiently, the Contractor shall evenly overseed the turf using a) Stover Seed Company's Grand Slam FS in the fall/winter at a rate of 350 pounds per acre; and, b) Stover Seed Company's Pro Sportfield Extreme in the spring/summer at a rate of 65 pounds per acre. 17.5.8 Immediately after overseeding the Contractor shall evenly apply '/4" minus STA approved compost topper from R&S Soils to all turf applied at a rate of 35 cubic yards per acre mixed with California Organic 7-1-2 Phyta Boost organic fertilizer at a rate of 600 pounds per acre (35 c.y. top dress mix/600# 7-1-2 organic fertilizer). 17.5.9 Immediately following applying topper the Contractor shall coordinate with the Irrigation Consultant to program irrigation controllers to irrigate the seeded areas. The irrigation programs shall be set to maximize germination of seed. Once the renovation process is complete, the Irrigation Consultant shall retake control of the irrigation programming. 17.6 Overseeding Germination Guarantee 17.6.1 The Contractor shall guarantee 100% uniform germination within 10 weeks from the time the first application of seed or will sod any thin or bare areas with "thick cut" (thickest available cut) West Coast Turf Improved Kikuyu during warm season and West Coast Turf Improved Kikuyu Sod that has been "cropped over" with perennial rye grass. Renovation must be completed within three months of field City of 10 tr=19-093 Exhibit 7 closure. The Director's Representative shall determine the quantity of thick cut sod needed to achieve 100% coverage. 17.7 Replanting 17.7.1 As turf begins to stress, die back, or become thin in appearance for any reason, the Contractor shall immediately install thick cut sod (thickest available cut) West Coast Turf Improved Kikuyu during warm season and West Coast Turf Improved Kikuyu Sod that has been "cropped over" with perennial rye grass. apply supplemental water to hydrate the affected area(a). The Contractor shall also meet with the Irrigation Consultant and coordinate the irrigation programming to germinate seed. The Contractor shall then overseed these turf areas using Stovers Seed Company AZl Kikuyugrass (spring/summer) or Stovers Grand Slam FS (fall/winter) seed at the manufacturer's recommended rate and process. The Contractor shall use STA approved 1/2" minus compost seed topper at a rate of 35 cubic yards per acre pre mixed with California Organic 6-1-2 Kickstart fertilizer at a rate of 600 pounds per acre. 17.7.2 Should the Contractor's seed germination effort fail within four (4) weeks of effort, the Contractor shall install thick cut sod to those turf areas using West Coast Turf Bandera Bermuda cropped over with perennial rye grass (fall/winter) and West Coast Turf Bandera Bermuda (spring/summer). 17.7.3 The Contractor understands and accepts that at the beginning of the agreement there may be existing turf areas that are thin or bare. The Contractor, by entering into the agreement, shall routinely and at no extra cost to the City, repair thin or bare turf areas by overseeding or sodding with approved seed or sod until a thick healthy stand of turf is established. 17.7.4 The Contractor also understands and accepts that park areas are very heavily used, including increased foot traffic, and other uses and, therefore, acknowledges that he/she will immediately respond to thin or bare areas in turf without delay. 17.8 Cricket Pitch Special Maintenance 17.8.1 Monthly Rolling of Pitch — Each month the Contractor shall use a clean 3-5 ton asphalt roller (free of asphalt, oil, etc.) to roll the pitch. 17.9 Annual Cricket Pitch Turf Renovation (30'00" 17.9.1 Each year the cricket pitch turf shall be renovated by: 1) sod cutting/removing the old pitch; 2) topdressing %a" USGA mix by Simplot; 3) applying California Organic Kickstart 6-1-2 organic fertilizer at 600 pounds per acre rate; 4)laser grading the pitch; 4) installing West Coast Sod Bandera Hybrid Bermuda 1-1/4" thick cut sod: 5) rolling the pitch/level by hand and 3-5 ton asphalt roller; and, 6) installing a 6" chain link construction fence around the pitch to remain until the turf is firmly rooted. 18 General Contract Provisions 18.7 Contractor shall provide and is responsible for all equipment necessary to carry out the work outlined in the contract. There will be no available storage for equipment. Contractor City of szoa tea 2W 9-093 Exhibit 7 will be responsible for bringing in and then removing all equipment necessary to carry out the work outlined in the contract. Contractor Responsibilities: 1.0 GENERAL CONDITIONS 1.1 Definitions- 1.1.1 "Director's Representative" shall mean the Executive Director of Parks, Recreation and Community Services designated representative(s). 1.1.2 "SAPRF" shall mean Santa Ana Park and Recreation Facilities. 1.1.3 "Pruning" shall mean the practice of removing lateral shrub or tree branches and may also be referred to as "trimming." 1.1.4 "Weed" shall mean any undesirable or misplaced plant. 1.1.5 "Hadscape" shall mean any resilient surface other than turf or planting beds, such as but not limited to curbs, gutters, sidewalks, decomposed pathways, asphalt pavement, mow strips, bollards, signs, grandstands, benches, picnic tables, drinking fountains, BBQ's, fencing, railing, tire stops, etc. 1.2 Scheduling of Work -The Contractor shall provide landscape/grounds maintenance between the hours of 6:00 a.m. and 6:00 p.m., Monday through Sunday. The schedule may be modified only with the Director's Representative consent. Landscape/grounds maintenance that generates excess noise cannot begin before 8:00 a.m. 1.3 The Contractor shall establish schedules of "routine work" to be followed in the performance of this contract. In addition to the Contractor submitting the Monthly Park Maintenance Inspector's Inspection Schedule and other required monthly reports, the Contractor shall submit weekly schedules listing the work tasks, crew performing the task, and the projected hours to complete the task. The schedules shall be emailed to Director's Representative by Thursday at 4:OOpm for the upcoming week. Any changes in scheduling shall be reported in writing 48 hours before the proposed change and must be approved by the Director's Representative. The schedule shall include days of the week and what person/crew will be performing specific work in accordance with the specification. 1.2 Local Office - The Contractor shall maintain a physical office within the 714 area code (local office). The local office shall be open Monday through Friday 8:00 a.m. to 5:00 p.m. with a company representative present at all times. Answering services or mobile telephones will not be considered a local office. 1.3 Emergency Response — The Contractor shall have an emergency "Stand-by" staff person assigned to respond to urgent calls after hours. The Contractor shall have the capability to answer calls immediately and respond to after-hours service within one (1) hour from the time the call is made. 1.4 Extra Work or Outside the Scope of Work -Damage or malfunction to site amenities, plant material or irrigation system equipment by any of the following may be considered outside the scope of this Agreement unless otherwise specified herein: -Acts of God -Civil Disorder -Vehicle Collision (excluding Contractor and its employees and subs) City of ScrooapP59-093 Exhibit 7 -Excavation or Re -surfacing of the Street -Power Failures -Underground Wiring Damage -Extra Work Requested by the Director's Representative Contractor will not be considered responsible for replacement. Contractor must prove to the satisfaction of Director's Representative that one of the above occurred in order to be excused from performing under the Agreement. Extra Work or Outside the Scope of Work -Damage (a.k.a. Extra Work) shall be compensated: i Labor- 25% above prevailing wage ii Materials- 15% above retail contractors cost ii Equip Rent-15% above contractor's cost All Extra Work or Outside the Scope of Work -Damage work shall be performed by Contractor's staff other than the routine maintenance staff assigned to the contract. Any staff routine maintenance Contractor's staff discovered performing Scope of Work - Damage work shall not be charged as Extra Work. 2.0 UNIFORMS AND VEHICLES IDENTIFICATION 2.1 The Contractor shall provide to all field personnel a standard uniform including but not limited to uniform company hats, collared work shirts, pants, jackets, cold weather vests and ANSI approved safety shoes. All uniforms will be marked by patch, silk screen or embroidery with the company name and logo or other form of identification. 2.2 All equipment shall be clearly identified on both sides and rear of the vehicles as belonging to the Contractor, well maintained, in excellent working condition, be clean in appearance and without extensive visible damage, dirt graffiti etc. In addition, all vehicles shall have the company's name, contractor's license number and contact information clearly identified on both sides and the rear of the vehicle. 2.3 The Director's Representative reserves the right to direct the Contractor to remove an employee or piece of equipment for not meeting high maintenance and appearance standards. 3.0 SAFETY REQUIREMENTS 3.1 All work performed under this contract shall be completed with maximum safety as the priority above all other requirements. The Contractor shall be incompliance with his/her companies City approved Illness and Injury Prevention Program and all Federal, State and Local OSHA requirements, laws and regulations. 3.2 All work performed under this contract shall be performed in strict compliance with all federal, state and local safety laws, regulations or other authoritative mandates that protect workers and the general public, including but not limited to, excavation/trenching/shoring, blood borne pathogens, hazardous waste identification and transport and pesticide use and reporting. City of SUCY GlfP19-093 �/ 7qG v Exhibit 7 3.3 In the event unsafe work is observed by City staff or otherwise reported, the Director's Representative may at his discretion order the Contractor to stop performing and pay all costs and or damages resulting from the delay. 3 A The Contractor shall perform all safety training required by OSHA, CalOSHA and any and all authoritative government entities having authority over required safety training. 3.5 In addition, the Contractor shall submit to the Director's Representative each year upon renewal of the agreement his/her updated Illness and Injury Prevention Plan which shall include the annual OSHA safety training schedule and update OSHA safety training records and employee safety training certificates. All OSHA Training shall be performed by a certified OSHA Trainer. 4.0 SAFETY NOTIFICATION 4.1 If Contractor identifies a potential safety issue, Contractor shall: 4.1.1 Notify the public that potentially unsafe conditions exist by installing yellow "Caution Tape" and "A" frame barricades or equal substitute around the condition. 4.1.2 Notify the Director's Representative of the condition first by phone and then in writing (e-mail is acceptable) including digital photographs of the potential safety concern. Once the Contractor has notified the City and the public of the condition, as specified above, Contractor shall have no further responsibility regarding the condition. 5.0 UNDERGROUND ALERT SYSTEMS 5.1 Underground Alert Systems (telephone number 1-800-422-4133) must be notified 48- hours in advance prior to any excavation work. 6.0 PROPERTY DAMAGE 6.1 Any damage to private property caused by Contractor shall be immediately reported to the property owner. Contractors shall pay for any damage caused to private property in performing this agreement. 7.0 ACCESS TO PRIVATE PROPERTY 7.1 Prior to any work involving private property, the Contractor shall notify the City of the proposed work and obtain all necessary permits and/or consent required from City and/or property owner 8.0 PROTECTION AND RESTORATION OF EXISTING IMPROVEMENTS 8.1 The Contractor shall protect City and/or private property adjacent to work areas including sprinkler systems; drain pipes, lawns, brick work, plantings, masonry work, fences, walls, sidewalks, street paving, etc., located on either public or private property. Contractor shall, at its expense, replace any property that is removed or damaged, other than property pre - approved for removal. Contractor shall abide by the City's "Policy for Driving on Park Property" (See Attachment 4). City of S24,Yp 2719-093 Exhibit 7 9.0 TRAFFIC CONTROL 9.1 The Contractor will not interrupt traffic flow on City streets without obtaining a no -fee permit from the City. Prior to performing maintenance activities where Contractor employees work immediately adjacent City vehicular lanes or any other situation covered under the California MUTCD, the Contractor shall implement no -fee permitted City approved traffic safety plans to protect the health and welfare of its employees and the general public prior to commencement of the agreement. 10.0 MONTHLY REPORTS 10.1 Prior to the first of each month the Contractor shall submit to the Director's Representative for approval: 10.1.1 The Excel Park Maintenance Inspector's Inspection Schedule including a detailed annual, monthly, weekly and daily work schedules consistent with task frequencies in Exhibit A; 10.1.2 A copy of certified payroll sent to the Department of Industrial Relations on the required format/forms of employees assigned to the contract areas; 10.1.3 An updated organizational chart, or equal, listing the names, titles, schedules and number of Full -Time Equivalent (FTE'e) assignments of all persons working in the contract areas; 10.1.4 Invoices and packing slips of name, type and quantities of commodities purchased; 10.1.5 Green Waste recycling report including tonnage and name/location of the green waste recycling plant. The information contained in the above referenced documents shall be updated with any new information as changes occur. The Director's Representative shall be immediately notified of any changes to the above information. Failure to submit a report by the first of each month shall result in a fine of $100.00 per day for each report submitted late. 11.0 WATER CONSERVATION & PROGRAMMING OF CONTROLLERS 11.1 The City shall be responsible for programming irrigation controllers and conserving water. The Contractor shall be responsible for all repairs to lateral lines, rotors/heads/fittings. 12.0 SPECIFICATIONS INTERPRETATION 12.1 The intent of these specifications is known by the City of Santa Ana and SAPRF. Any questions relating to the interpretation of these specifications must be addressed, in writing, prior to the start of work. The Contractor agrees that interpretations of this contract after the start of work are at the sole discretion of the Director's Representative, and the Contractor shall abide by all such interpretations 13.0 PROTECTION OF EXISTING FACILITIES AND STRUCTURES 13.1 The Contractor shall exercise due care in protecting from damage all existing facilities, structures, and utilities, both above surface and underground on the City's property. Any City of Snty a19-093 Exhibit 7 damage to City, Santa Ana Park and Recreation Facilities (SAPRF), or private property caused by the Contractor's neglect shall be corrected and paid for by the Contractor at no cost to the City of Santa Ana or SAPRF. The City of Santa Ana and/or Director's Representative shall make the determination of fault. The Director's Representative reserves the right to issue a Stop Work Notice if the Contractor does not promptly repair any damage, within twenty-four (24) hours of the damage incurred. 13.2 If the Directors Representative requests or directs the Contractor to perform work in a given area, it will be the Contractor's responsibility to verify and locate any underground systems (i.e. utility lines) and take responsibility for taking reasonable precaution when working in these areas. 13.3 Contractor shall call Underground Alert (800) 422-4133) at least two working days prior to digging for line locations. Any damage or problems shall be reported immediately to the Director's Representative and the City of Santa Ana. If the Contractor discovers something unexpected or a unique problem occurs, he should stop work and immediately contact an authorized Director's Representative for a timely resolution of the problem. 14.0 SUBSTITUTIONS 14.1 Whenever a specific type of material is specified, no substitutions shall be allowed without written consent of the SAPRF representative. 15.0 CERTIFICATION & APPLICATION OF MATERIALS 15.1 All materials shall be delivered on the site in original containers. Materials shall be subject to inspection by the Director's Representative. The Director's Representative will not approve materials not meeting the SAPRF standards, and Contractor shall return any such non -satisfactory items at his/her cost. 15.2 No materials shall be applied prior to the Director's Representative verifying the specified quantities of materials. Furthermore, should the Contractor apply materials before the Director's Representative verifies correct materials and quantities, the Contractor shall not receive credit for the applied materials. The Contractor shall then reorder and deliver the materials, thereby not receiving credit for the applied materials. 16.0 CONTRACTOR NEGLECT 16.1 Any damage to the City of Santa Ana, SAPRF, or private property, which has been determined to be due to the Contractor's neglect, shall be corrected at no additional cost to the City of Santa Ana or the SAPRF. 17.0 CONSTRUCTION EQUIPMENT 17.1 The Contractor shall take all necessary precautions for safe operation of his equipment and the protection of the public from injury and damage from such equipment. 18.0 SOUND CONTROL REQUIREMENTS City of Sary V Rf 99-093 Exhibit 7 18.1 The Contractor shall comply with all local sound control and noise level rules, regulations and ordinances that apply to any work performed pursuant to the Contract. Each internal combustion engine used for any purpose on the job or related to the job shall be equipped with a muffler of a type recommended by the manufacturer of such equipment. No internal combustion engine shall be operated on the project without said muffler. Full compensation for conforming to the requirements of this section shall be considered as included in the prices paid for the various contract items of work involved and no additional compensation will be allowed therefore. Sounds, such as loud music, that are not related to the project, shall be kept at levels so as to not disturb the general public. 19.0 INQUIRIES AND COMPLAINTS 19.1 The Contractor shall maintain an office at some fixed place and shall maintain a telephone thereat, listed in the telephone directory in his own name or in the firm name by which he is most commonly known. Furthermore, the Contractor shall, at all times, have some responsible person(s), employed by the Contractor, to take the necessary action regarding all inquiries and complaints that may be received from the City of Santa Ana, Director's Representative, and/or private citizens during normal working hours. Whenever immediate action is required to prevent impending injury, death or property damage to the facilities being maintained, the Director's Representative may, after reasonable attempt to notify the Contractor cause such action to be taken by the SAPRF work force. All costs of any such action shall be charged against the Contractor, or the Director's Representative may deduct such cost from any amount due to Contractor. All complaints shall be abated as soon as possible after notification, to the satisfaction of the City of Santa Ana and/or Director's Representative. If any complaint is not abated within a reasonable time, the Director's Representative shall be notified immediately of the reason for not abating the complaint followed by a written report to the Director's Representative within five (5) days. If the complaints are not abated within the time specified or to the satisfaction of the Director's Representative, the Director's Representative may correct the specific complaint and the total cost incurred by the SAPRF will be deducted and forfeit from the payments owing to the Contractor from the SAPRF. Such cost shall include all SAPRF staff time required to resolve the problem and appropriate overhead charges 20.0 NOTIFICATION OF LOCATIONS OF WORK 20.1 The Contractor shall notify the Director's Representative when the contractor's crews will be working within the SAPRF. Said notifications will be made on a daily basis by telephone, cell phone, fax, or by weekly written schedules which specify the entire weeks work locations. 21.0 WORK FORCE 21.1 The Director's Representative may evaluate each of the Contractor's staff and if he/she finds that a Contractors employee or sub -contractor's employee is not performing to the satisfaction of the Director's Representative, the Director's Representative shall require the Contractor to remove the employee from work sites at his or her discretion within 24 hours of written notice. City of SaP 019-093 Exhibit 7 22.0 MATERIALS 22.1 The Director's Representative shall approve or reject all materials delivered to the work site. In addition, the Contractor shall not apply any materials until the Director's Representative inspects the materials to confirm they are correct per specifications. Note that the Director's Representative may stay at the work site to confirm that all materials are applied correctly and in the quantities specified. Materials applied by the Contractor prior to the Director's Representative inspecting the materials shall be considered not applied. Therefore, the Contractor shall not be given credit towards the quantity of the specified material required to be applied by the specification. The Contractor shall then be required to deliver the specified quantity of material to the work site and, following the Director's Representatives approval, apply the materials in the presence of the Director's Representative: Prior to the application or use of any materials the Contractor shall submit to the Director's Representative a minimum 48 hours before delivery to the work site a list of all materials and/or chemicals that may be used pursuant to the terms of this Agreement. The list shall include the name of the product, the products specifications, and the quantity of materials, prescribed method of use/application, Material Safety Data Sheets and chemical analysis where applicable, recommended usage and any other manufacturer's data that may be pertinent. The list must be submitted before any materials/chemicals are used pursuant to this Agreement. 22.1.1 The materials and chemicals utilized in fiu-therance of this Agreement shall comply with the following standards: All fertilizers shall be complete, furnishing the required percentage of nitrogen, phosphoric acid and potash to keep turf, trees, shrubs and other plants in a healthy and vigorous growing condition. Pesticides including but not limited to: Insecticides, fungicides, herbicides, algaecides, aviacides, and rodenticides shall be of the best quality obtainable and available on the market, properly labeled with guaranteed analysis, and brought to the job site in the manufacturer's original container. Materials shall as specified herein, matching those existing at the work site, or as specified by the Director's Representative. 22.1.2 All materials delivered to the site shall be accompanied by a packing slip or other form from the vendor indicating the specific commodity delivered and the quantity. 23.0 TRASH DISPOSAL AND RECYCLING 23.1 All organic waste (including leaves, grass clippings, brush, branches, and tree parts) resulting from work performed under this contract shall be disposed of pursuant to the requirements of the Santa Ana Municipal Code (SAMC) Chapter 16. Organic waste cannot be taken to a landfill. Every month, the Contractor shall submit receipts from licensed composters/green waste recycling facilities, to the Director listing the tons of organic waste recycled and the names and addresses of the composting or processing companies. 23.2 As an alternative, the City may allow Contractor to dispose of green waste and trash in bins City of SUtY231 19-093 Exhibit 7 provided by the City. The City will determine the amount of green waste and trash allowed to be dumped in these bins based on historical amounts. Any additional disposal fees must be paid by Contractor. At no time will the contractor be allowed to dispose of trash or green waste that was not collected as part of this contract. If the City finds that the contractor is disposing of trash from other contracts, the City will discontinue this service for the contractor and the contractor will be required to pay for their own trash service. 24.0 PREVAILING WAGE DETERMINATION General prevailing wage determination made by the Director of Industrial Relations pursuant to California Labor Code Part 7, Chapter 1, Article 2, Sections 1770, 1773 and 1773.1 is: CRAFT: ## LANDSCAPE MAINTENANCE LABORER DETERMINATION: SC-LML-2019-1 ISSUE DATE: February 22, 2019 EXPIRATION DATE OF DETERMINATION: March 31, 2019* Effective until superseded by a new termination issued by the Director of Industrial Relations. City Responsibilities 1.0 CITY -DIRECTOR'S AUTHORITY The Director's Representative is the only person authorized to direct changes in any of the requirements under the Agreement and, not withstanding any provisions contained elsewhere in the Agreement, and said authority remains solely in the Director's Representative. In the event that the Contractor effects any such changes at the direction of any person other than the Director's Representative, the changes will be considered to have been made without authority and solely at the risk of the Contractor. In addition, the Director's Representative shall have the authority to accept/reject materials, workmanship and to make changes in work or schedule, when the City determines that no extra costs are involved. The Director's Representative shall also have the authority to suspend portions of the specifications and withhold the cost of the suspended portion of the agreement at his/her discretion. The intent of these specifications is known by the City of Santa Ana. Any questions relating to the interpretation of these specifications must be addressed, in writing, prior to the start of work. When the performance of the work or completion per schedule is determined to be sub -standard or not on schedule, the Director's Representative may recommend that all or a portion of payment be withheld. In addition, the Director's Representative shall have the option to hire another qualified contractor to perform any portion of the work specified and withhold payment in the amount of the cost to hire the qualified contractor. Payment to be withheld shall be deducted from the next or subsequent monthly payment due, or if the amount is insufficient to cover payment, the Contractor shall be liable for said deficiency and will be billed accordingly. The Director's Representative shall decide all questions, which may arise as to the interpretation of the quality of work, manner of performance, completion per schedule, acceptable fulfillment of the Agreement by the Contractor, interpretation of the specifications, and compensation, including completion of work by alternate sources. City of S240 RL29-093 Exhibit 7 N21454vI EXHIBIT B FEES/COSTS 25D-33 Exhibit 7 APPENDIX ATTACHMENT 3-5: FEE SCHEDULE CERTIFICATIONS CITY OF SANTA ANA IN -FIELD BALL DIAMOND MAINTENANCE RFP NO.: 19-093 ***Pricing information for each site should be as accurate as possible. Based on funding availability, the City may remove a site from the scope of work without affecting pricing for other sites. DISTRICT 1 ANNUAL AMOUNT El Salvador Park S38,052.00 Riverview Park S41,930.00 Rosita Park $11,132.00 TOTAL S91,114.00 DISTRICT2 Not Applicable ANNUAL AMOUNT Cabrillo Park Ni\ Morrison Park N/A Parole Park N/A Santiago Park N/A TOTAL NIA COST PER DAY OF SERVICE PER WEEK FOR A YEAR' S 1.872,00 S1,872.00 S2.080.00 S5,824.00 DISTRICT 3 I ANNUAL AMOUNT Delhi Park S4,332.00 Madison Park S_10,328.00 Memorial Park S49,522.00 TOTAL S74,182.00 COST PER DAY OF SERVICE PER WEEK FOR A YEAR` S2,08R00 S I ,87L00 52.600.00 56,552.00 COST PER DAY OF SERVICE PER WEEK FOR A YEAR' S1080 00 S 1,8°72.00 $2,080.00 S2,600.00 S1,872.00 S2,080.00 S 12,584.00 Certification - I certify that I have read, understand and agree to the terms and conditions of this Request for Proposals. I have examined the Scope of Services and am familiar with the scope of work locations. I am familiar with all the existing conditions and limitation that may impact work requests. I understand and agree that I am responsible for reporting any errors, omissions or discrepancies to the City for clarification prior to the submission of my proposal. COST PER DAY OF SERVICE PER WEEK FOR A YEAR' N/A NIA NI -A N/A N/A DISTRICT 4 ANNUAL AMOUNT Adams Park SI1.132.00 Centennial Park $34,248.00 Heritage Park S4,332.00 Jerome Park S33.430.00 Thornton Park S34,430.00 Windsor Park S10,932.00 TOTAL $128,910.00 Proposal Item Price - Provide costs for in -field ball diamond maintenance. Fee must be inclusive of all costs, including but not limited to, direct and indirect costs for labor, overhead, incidental supplies, travel, mileage, and fuel. The proposer warrants that the prices, terms and conditioned quoted will be valid for a period of 120 days from the date the proposal is due, in order to allow time to award an agreement. David R. Johnson President Printed Name of Authorized Agent Title Signature of Authorized Agent Date City of Santa Ana RFP 19-093 25De 34 Exhibit 2 AGREEMENT BETWEEN THE CITY OF SANTA ANA AND PROFESSIONAL SPORTS FIELD MAINTENANCE, INC. THIS AGREEMENT is hereby made and entered into this 21 st day of January, 2020, by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"), and Professional Sports Field Maintenance, Inc., a California Corporation ("Consultant"). RECITALS A. The City issued Request for Proposal ("RFP") 19-093 on October 7, 2019 for in - filed ball diamond maintenance for City parks in districts 1-4. City's RFP is incorporated herein by reference as though fully set forth below. B. Consultant submitted a proposal in response to RFP 19-093 and has been selected for award of the contract for district 2. B. 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 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 baseball diamond infield maintenance services in City district 2 as outlined in more detail in the City's RFP and the attached Exhibit "A." 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the fees and rates set forth in consultant's proposal submitted in response to City's RFP and Exhibit B of this Agreement. The total sum to be expended under this Agreement shall not exceed $266,380.40 for the entire term of this Agreement. The annual not to exceed amount for this Agreement is 66,595.10, which includes a base annual Agreement amount of $60,541.00 plus a 10% contingency of $6,054.10 to be exercised at the City's sole discretion. b. City will be invoiced by Consultant monthly. Payment will be made within forty-five (45) days of the date of the invoice. 3. TERM The term of this Agreement shall commence on February 1, 2020 and terminate on January 31, 2024, unless terminated earlier in accordance with Section 13, below. Page 1 of 8 #21732v1 2 5 D-35 Exhibit 2 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer -employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to its employees and shall be responsible for all applicable withholding taxes. 5. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance, which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's negligent operations in the performance of this Agreement, including, without limitation, acts involving vehicles. This insurance policy shall not have an exclusion for sexual molestation. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence and $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insured provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. c. Worker's Compensation Insurance. In accordance with California State law, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If Consultant is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. Page 2 of 8 #21732vl 25D-36 Exhibit 2 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. (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. (iv) Consultant shall supply City with fully executed additional insured endorsement. f. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 6. INDEMNIFICATION Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant, its subcontractors, agents, employees, or other persons acting on its 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. Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. Page 3 of 8 #21732v1 2 5 D-37 Exhibit 2 7. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 8. CONFIDENTIALITY If Consultant received from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant and disclosed without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 9. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interest and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 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, sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: Page 4 of 8 #21732v1 25D-38 Exhibit 2 To City: City of Santa Ana City Clerk (M-30) 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702 With copy to: Executive Director of Parks, Recreation and Community Services City of Santa Ana 20 Civic Center Plaza (M-23) P.O. Box 1988 Santa Ana, California 92702 Fax (714) 571-4211 And: City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Fax (714) 647-6515 To Consultant: Mr. Jesus Moreno, CEO Professional Sports Field Maintenance, Inc. 29466 Ridge Road San Juan Capistrano, California 92675 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 regarding the subject matter herein, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail and will serve to fully supersede existing Agreement. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, that terms or conditions hereof, shall not bind or obligate Consultant nor Page 5 of 8 #21732vt 25D-39 Exhibit 2 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 parties, 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 that are the subject to this Agreement performed by City personnel or by other Consultants retained by City. 13. TERMINATION Except as otherwise specified herein, this Agreement may be terminated by the City with thirty (30) days written notice of termination to the Consultant. a. As a condition of such payment, the City may require Consultant to deliver to the City all the work product completed, as of such date, and in such case, such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes, as the City deems appropriate. b. Payment need not be made for work that fails to meet the standard of performance specified in the Recitals of this Agreement. 14. BACKGROUND CHECK REQUIREMENTS Consultant shall not assign any employee, agent, subcontractor or volunteer to provide services pursuant to this Agreement, if that employee, agent, subcontractor or volunteer is required to register as a sex offender under California Penal Code Section 290 et seq, has a conviction for any crime of moral turpitude, has a conviction for a violent felony as defined in California Penal Code Section 667.5(c), or has a conviction for a serious felony as defined in California Penal Code Section 1192.7(c). Disqualifying convictions include but are not limited to, violations of California Penal Code Sections 37, 128, 136.1 with Section 186.22, 187, 190- 190.4 and 192(a), 205, 206, 207-209.5, 211, 212, 212.5, 213, 214, 215, 218-219, 220, 236.1(b) or 236.1(c), 243.4, 261, 261.5, 273.5, 262, 264.1, 266, 266c, 266h, 266i, 266j, 267, 269, 272, 273a, 273ab, 273d, 285, 286, 288, 288a, 288.2, 288.3, 288.4, 288.5, 288.7, 289, 290, 311.1, 311.2, 311.3, 311.4, 311.10, 311.11, 314, 347(a), 368, 417(b), 451(a),518 with 186.22, 647.6, 653f(c), 664 and 187, 667.5(c), 18745, 18750, or 18755, 12022.53, 11418(b)(1) or (b)(2); Business and Professions Code Section 729. Failure to comply with this Section shall be grounds for immediate termination of this Agreement. Pal- c 6 of 8 #21732v1 25D-40 Exhibit 2 15. NON-DISCRIMINATION Provider shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Provider affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 16. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 17. 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 Sates, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 18. PREVAILING WAGES Contractor is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. Since the services being performed are part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and since the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 19. 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 Page 7 of 8 #21732v1 25D-41 Exhibit 2 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: DAISY GOMEZ Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney 1 By: LAURA A. ROSSINI Senior Assistant City Attorney RECOMMENDED FOR APPROVAL: LISA RUDLOFF Executive Director of Parks, Recreation and Community Services Agency CITY OF SANTA ANA KRISTINE RIDGE City Manager PROFESSIONAL SPORTS FIELD MAINTENANCE, INC. By: Jesus Moreno, Chief Executive Officer Page 8 of 8 #z t 732vt 2 5 D-42 Exhibit 2 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: DAISY GOMEZ Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney - ru By, LAURA A, ROSSINI Senior Assistant City Attorney RECOMMENDED FOR APPROVAL LISA RUDLOFF Executive Director of Parks, Recreation and Community Services Agency CITY OF SANTA ANA KRISTINE RIDGE City Manager PROFESSIONAL SPORTS FIELD MAINTENANCE, INC, By: e s Moreno, Chief Executive Officer 25D-43 Exhibit 2 EXHIBIT A SCOPE OF SERVICES 25D-44 Exhibit 2 Appendix ATTACHMENT 1 SCOPE OF WORK CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR INFIELD BALL DIAMOND MAINTENANCE RFP NO.: 19-093 Introduction and Background The City of Santa Ana intends to enter into agreement with a contractor whose specialty is maintaining baseball/softball infields and warning tracks. State of California Licensed C-27 Contractor specializing in Ball Diamond In -Field Maintenance shall provide in -field and warning track brickdust maintenance for BasebalItSoftball Diamonds per the specifications and conditions listed below. Descrintion of Work BALL DIAMOND LOCATIONS/QUANTITIES/TYPES OF DIAMONDS 1.0 DISTRICT 1 - Not applicable to this Agreement 2.0 DISTRICT 2 2.1 Cabrillo Park -District 2 2.1.1 One (1) 80'/90' base path Little League Junior/Senior diamond with skinned brickdust infield. 2.2 Morrison Park -District 2 Exhibit 2 2.2.1 One (1) 60' base path Girls Softball/ Little League diamond with skinned brickdust infield. 2.3 Portola Park -District 2 2.3.1 One (1) 60' base path Girls Softball/ Little League diamond with skinned brickdust infield. 2.4 Santiago Pink -District 2 2.4.1 One (1) 60' base path Girls Softball diamond with skinned brickdust infield. 3.0 DISTRICT 3 - not applicable to this Agreement 4.0 DISTRICT 4 - not applicable to this Agreement City of ZAPP 4e,`19-093 Exhibit 2 SCHEDULE OF WORK TO BE COMPLETED 5.0 DISTRICT 1 - not applicable 6.0 DISTRICT 2 6.1 Cabrillo Park: 5 Days per week, Januaryl st to July 31 st 3 Day per week, August I' to December 31 6.2 Morrison Park: 3 Days per week Year Round 6.3 Portola Park: 5 Days per week, Januaryl st to July 31 st 3 Day per week, August I' to December 31 st 6A Santiago Park: 5 Days per week Year Round 7.0 DISTRICT 3 - not applicable 8.0 DISTRICT 4 - not applicable City of Exhibit 2 BALL DIAMOND MAINTENANCE 9.0 Field Composition Mix (Brickdust) To Be Used When Maintaining Infields. 9.1 Field In General 9.1.1 When adding field composition mix (brickdust) to any City of Santa Ana infield, the specific type of material to be used is: Stabilizer Solutions Stabilizer Gold Infield Mix (with stabilizer). 9.2 Pitcher's Mound/Home Plate/Basepath Areas 9.2.1 When adding a mix with a higher clay composition material to any pitcher's mound/home plate/base-path area, the specific type of material to be used is: Hill Topper Home Plate and Mound Mix. 9.3 Warning Track 9.3.1 When adding field composition mix to ball diamond warning tracks the specified type of material to be used is: Stabilizer Solutions Stabilizer Warning Track Mix. 10.0 Equipment The contractor shall provide and have "on hand" at all times during the brickdust maintenance operation the following equipment: 10.1 Utility Vehicle 10.1.1 Small tight turn radius (13'R) vehicle designed especially for this type of work. This vehicle shall have the capability to make circle and figure eight patterns completely within the skinned brickdust infield area and not trespass onto adjacent turf areas. Vehicles manufactured by John Deere, Ryan, Toro and Daihatsu may be acceptable. 10.2 Drags 10.2.1 Scarifying Drag: Used to scratch up or loosen up the skinned area. The drag shall be made of heavy-duty steel capable of carrying additional weight (`s). Digging teeth shall be hardened and pointed and be %z" in diameter. Pull chain shall be included. 10.2.2 Cutting and Leveling Drag: Used to level and backfill low spots in the skinned area. The leveling drag and cutting blades shall be made of galvanized steel. This drag shall feature cutting blades that are adjustable and capable of cutting down dirt build-up (high spots) and depositing dirt into holes (low spots) creating a smooth and level playing surface. Pull chain shall be included. City of S20a� 4819-093 L S 1�$�vv Exhibit 2 10.2.3 Grooming or Finish Drag: Used to complete dragging procedure on a daily basis and lighter/gentle movement of brickdust. This drag shall be galvanized metal "door -mat" link. Pull chain shall be included. Drag shall be 6' in length by 6' in width. 10.2.4 Nail Drag: Used to lightly roughen infield surface. Use True Pitch Mound Nail Drag or approved equal 10.3 Other Equipment 10.3.1 Hand Tamp: 20 lb. variety with 48" min. handle. Used to compact worn areas around bases, home plate and pitching mound. 10.3.2 Plastic Sheeting and Duct Tape: Used to wrap hand tamp head and help prevent wet clay from sticking. 10.3.3 Grade or Grooming Rake: Used to rake and fine level areas. Shall be made of aluminum, 36" wide and a 6' handle. 10.3.4 Heavy Duty Shovels: Used to move material. Round/Square Point and Scoop shovels. 10.3.5 Heavy Duty Hose: Used to water down skinned area. Shall be 3/4" to 1" top quality construction with 225-psi working pressure. Leaks of any kind are not permitted. Contractor shall have a minimum of 175' of hose on hand at all times. 10.3.6 High Pressure Nozzle: Attached to hose. Use to spray down brickdust and push excess brickdust off turf edges. 10.3.7 Industrial Push Broom: Used to remove excess brickdust from turf edges. Shall be 24" min. wide with heavy-duty dual weight bristles. 10.4 Wet Conditions Equipment" (Add to equipment above) 10.4.1 During periods of inclement weather or when the areas are wet the contractor shall have "on -hand" during all brickdust maintenance operations the following items: 10.4.2 Squeegee: Used to push/squeeze water off wet areas or into dry areas or drains. Shall be 24" to 36" wide with neoprene blade and magnesium/aluminum head. 10.4.3 "Super Sopper": Used to collect standing water in brickdust areas. Shall be drum type with exterior sponge and arm holding drum. 10.4.4 Diamond or Beckson Pump: Used to remove standing water in brickdust areas. Shall be plastic with flexible piston and value. 10.4.5 Infield Sopper with Wringer and Bucket: Used to collect standing water in brickdust areas. Sopper shall be geotextile-covered sponge typical for absorbing chemical spills. 11.0 Meetings 11.1 Contractor shall provide City of Santa Ana staff with a contact English speaking person and a phone number to reach the contact person from the hours of 6:30am — 5:OOpm, Monday — Saturday. 11.2 Contractor shall appoint and identify to City of Santa Ana staff a "site supervisor". This site supervisor shall meet with staff as requested at time and place agreed upon by both parties for as long as the contract is in effect to discuss any problems/concems that may arise and any goals for the week. City of 2 � "Q19-093 }+alj¢ 1 J Exhibit 2 1 1.3 In November of each year for as long as the contract is in effect, Contractor shall personally meet with staff, along with the designated site supervisor, to discuss and outline schedules for "Annual Renovations" (listed in Section 10.0). 12.0 Daily Infield & Warning Track Maintenance 12.1 General 12.1.1 Contractor shall remove all litter, broken glass and hazardous debris from infield and dugout areas. 12.1.2 Contractor shall keep brickdust and dugout areas in a clean and weed free condition. Dugouts shall be completely free of any brickdust or other stains/gum, sunflower seeds, debris, etc. 12.1.3 Contractor shall sweep/pressure wash out dugouts so they are 100% free of brickdust, brickdust stains or any other debris. 12.1.4 Contractor shall clean mow strips, backstops, chain link fencing, including brickdust build-up along bottom rails. 12.2 Maintenance Procedure 12.2.1 Retain smooth and level playing surface, using the following daily procedure. The contractor shall remove all bases before beginning any work on in -field and re- install after all work on in -field is completed. 12.2.2 After removing all bases, the contractor shall scrape/wire brush all base post anchors and base inserts. This will help facilitate the base removal and installation. 12.2.3 The Contractor shall rake/shovel loose material from high spots back into low spots/wom areas on running paths, sliding zones, and any other low spots/worn areas appearing on the field before any watering or dragging shall take place. 12.3 Home Plate Area/Batter's Box Area Holes (follow Gail Materials home plate/pitchers mound maintenance video) 12.3.1 Sweep/Rake away all loose brickdust-mound mix -calcine clay. 12.3.2 Wet area until moist. 12.3.3 Scarify area (`s) [batter's box hole (`s)] with shovel. This will help the mix bind better. 12.3.4 In a 5 gallon bucket mix "mound mix" with water to desired consistency. Do not use infield mix for this purpose. 12.3.5 Backfill "mound -mix" material into hole (`s). 12.3.6 Tamp the area firmly with steel tamp. Note: The tamp will be most effective if you cover the bottom with plastic. Tape the plastic to the tamp handle. The plastic keeps the clay from sticking to the tamp's bottom. 12.3.7 Wet area until moist using a hose and power nozzle. Cover areas with calcified clay. 12.4 Pitcher's Mound 12.4.1 Follow same procedure for repair of home plate/batter's box area utilizing dry "mound mix" for this purpose. Do not cover with infield mix. 12.4.2 Add to the above the following: Rake all loose material from bottom to top and cover with "Mound Mix". 12.5 General Brickdust Skinned Infield Areas City of IZ 1-5019-093 Exhibit 2 12.5.1 After raking/shoveling loose material from high spots back into low spots/worn areas on running paths, sliding zones, and any other low spots/worn areas appearing on the field, the Contractor shall fill all remaining low spots with new Stabilizer Solutions Stabilizer Gold Infield Mix (with stabilizer). brickdust from stock and make level. 12.5.2 The contractor shall clean all excess brickdust beneath or next to the backstop; dugout chain link fencing and/or infield chain link fence lines so that the infield brickdust is level with the dugout pavement and pavement outside the infield. 12.5.3 Lightly water entire infield before dragging. Note: Watering shall penetrate brickdust to a minimum depth of 1/8" deep min. This process is crucial to keeping brickdust in place and not going air borne. 12.5.4 Drag infield utilizing small utility vehicle as specified with "grooming or finishing drag". Circular or figure eight drag patterns shall be used (see details 1-A & 1-13). Alternate drag patterns or reverse direction of drag patterns daily to avoid ruts and high/low areas. Speed of drag procedure shall not exceed 7 mph. 12.5.5 When dragging the skinned infield, the contractor shall stay away from all turf edges a minimum of 18". This will help in avoiding lips at brickdust/turf edges. This 18' gap shall also apply to all backstops and chain link fence areas. 12.5.6 Contractor shall hand rake all base paths on combination turf/brickdust infields. 12.5.7 When the dragging process is complete, the contractor shall stop the drag in a different location daily. This will stop the accumulation of brickdust in focused areas. At this time roll -up the drag, place it on the vehicle and remove all debris accumulated in the drag at this spot and rake out material emptied from drag. 12.5.8 After dragging, hand rake the 18" edges using the "grade or grooming rake". The rake shall be held at an angle as to not push brickdust onto/into turf areas. 12.5.9 After raking the 36" edges, the contractor shall clean all excess brickdust on the turf edges utilizing a high pressure water nozzle or heavy duty broom. NO brickdust shall be permitted on the turf edges at any time. If in the determination of City staff, an unsafe lip situation exists (an unsafe lip is ''/z" or greater) in any turf/brickdust border area infield to brickdust, base -paths or brickdust to outfield), contractor will be required to remove or level the soil build-up with a sod cutter and re-establish the in -field boundaries with a string line or suitable method and re -sod up to the border to remedy the situation at contractors expense. Pre-existing conditions shall be corrected during contract start-up. 12.6 Final Watering 12.6.1 This is the most time consuming and a very important element of the procedure. 12.6.2 The contractor shall final water the skinned brickdust to a depth of/d' minimum. 13.0 Rainy Weather/Wet Field Procedure 13.1 On the next scheduled working day after a rainfall, the following procedure, in the order listed, shall be adhered to: 13.1.1 Remove all standing water from low spots either by skimming off excess water and spreading it out to dry areas or using a pump/sopper system. 13.1.2 Rake out (scarify) wet areas. 13.1.3 Apply Stabilizer Solutions Stabilizer Gold Infield Mix (with stabilizer) from stock to all Wet Areas and Rake Out. Cap with calcified clay Turface. City of TAPPg3119-093 p'� 1 �+ Exhibit 2 14.0 Work to be Completed SIX (6) TIMES PER YEAR 14.1 To maintain levelness of all fields, contractor shall, once every two months, scarify drag built up amounts of materials at high spots and cut and level drag the scarified material to low spots. The Contractor shall fill any remaining low spots with new Stabilizer Solutions Stabilizer Gold Infield Mix (with stabilizer) brickdust from stock and make level. Cap with calcified clay Turface. Note: Staff shall identify areas to scarify/cut and level drag to the contractor at weekly meetings with contractors appointed site supervisor (as per section 6.2 of contract). 14.2 Heavy water scarified and cut and leveled areas to a %z" min. depth and allow settling in before play on field. Note: Due to heavy watering and its need to settle before play, staff shall provide a schedule of bi-monthly scarify/cut and level drag dates to contractor. 15.0 Work to be Completed "ANNUALLY" 15.1 Each year, the following renovation is to be done on all fields in conjunction with the City's Annual Sports Turf Renovation Schedule. Fields renovated may change from year to year. 15.1.1 Contractor shall laser grade each ball diamond. Contractor shall scarify drag built up amounts of materials at high spots and cut and level drag the scarified material to low spots. The Contractor shall fill any remaining low spots with new Stabilizer Solutions Stabilizer Gold Infield Mix (with stabilizer) brickdust from stock and make level. Note: Staff shall identify areas to scarify/cut and level drag at the November meeting with contractor's owner (as per section 6.3 of contract). 15.1.2 Contractor shall verify and maintain all base distances, pitching rubber distances and pitching mound specifications per the Little League, Pony/Colt League specifications for each specific field. Contractor shall use surveying equipment to verify first and third base are true 90 degree angles, second base is 45 degrees and foul poles are in the correct location from the apex of home plate. Contractor shall repair any specifications not being met on any field. In addition, the Director's Representative may elect to pay extra for the Contractor to install 1/2" new Stabilizer Solutions Stabilizer Gold Infield Mix (with stabilizer) to in -fields at all diamonds (minimum 25 tons per Girls Softball/Major Little League Field and minimum 50 tons per Junior/Senior Little League Field). Also, the Director's Representative may elect to pay extra for the Contractor to install a minimum of 2 ton of Turface calcite clay per Girls Softball/Major Little League Field and 4 tons of Turface calcite clay to Junior/Senior Little League Fields Responsibility for and purchase of necessary materials shall be at contractor's expense. 15.1.3 Contractor shall rebuild pitcher's mound and batters boxes to MLB specifications for high school/college/senior-junior diamonds and Little League specifications for Little League major diamonds using Hill Topper Mound Mix capped with calcified clay by Turface. 16.0 Work To Be Completed "AS DIRECTED" 16.1 Replace Base Anchors as directed. Note: City of Santa Ana uses the Hollywood Breakaway base anchoring system. Contractor shall install base anchors into the ground per manufacturer's standards. Top of stake shall be approximately 2" below the surface grade so that the base sits level and flush against the surface on all sides. City of SZAFj5219-093 ` 1 Exhibit 2 16.2 Replace Bases as directed. Note: City of Santa Ana shall be responsible for supplying all necessary base anchors and/or bases to the contractor as needed. 16.3 Replace or Remove/Level/Re-Install home plates as directed. Home plate shall be I" above finish grade of batters circle. 16.4 Replace or Remove/LeveURe-Install pitching rubbers as directed. Note: City of Santa Ana shall be responsible for supplying all necessary home plates and/or pitching rubbers to the contractor as needed. 16.5 When given direction to complete "as directed" work, contractor shall complete the directed work on the next working day. 17.0 Sport Turf (Infield/Warning Track/Cricket Pitch) Maintenance 17.1 Sport turf shall mean all sport turf in the infield, the foul territory of the infield, 36" beyond the infield skin line/arc and 36" from the warning track brickdust skin line/arc and the cricket pitch at Centennial Dan Young Soccer Complex Fields#5 & #6. Sport turf shall be mowed and edged one (1) time per week. Mowing shall be accomplished by walk -behind reel mower — Jacobsen Eclipse2 reel mower, TruCut or John Deere Walk Greens Mowers (180 E-Cut Hybrid, 220-E Cut Hybrid, 180SL-220SL-260SL Precision Cut units along skinned infield/warning track brickdust areas, turf infields, turf infield foul areas, foul territories and cricket pitch. Additional mowers may be submitted for approval by the City. 17.1.1 Contractor shall use a Jacobsen Eclipse2, TruCut or John Deere walk -behind "greens" reel mower to provide "putting green" quality finish cut. 17.1.2 Sport turf shall be cut between %" and'/4" per Director's Representative direction. 17.1.3 All turf clippings shall be collected and disposed of. 17.1.4 Edging of infield arc shall be performed by infield sub. Straight lines shall be edged by running a string line to assure lines are edged perfectly straight. 17.2 Sport turf shall be irrigated to maximize healthy growth of the turf while conserving water. Over watering will not be acceptable. 17.2.1 Contractor shall check and program the automatic irrigation controller as often as necessary to assure the correct amount of water is applied to the infield sport turf. 17.2.2 Contractor shall provide any areas of the turf supplemental watering using a garden hose on an as needed basis to assure a high quality turf infield. Optional As Extra Work — Sport turf shall be fertilized two (3) times per year in the first week of January and April and when the field is renovated each year per the agronomic plan. The Contractor shall use California Organic products `Phyta- Boost' 7-1-2 fertilizer at 600 pounds per acre, and `Compel' compost at 300 pounds per acre. 17.2.3 Contractor shall distribute the fertilizer evenly using a mechanical broadcaster. No hand distribution will be allowed. 17.2.4 Sport turf shall be aerated using a walk behind piston type aerator as often as deemed necessary by Staff. 17.3 Sport turf shall be kept weed free at all times. 17.3.1 Any grasses other than the original hybrid Bermuda, and cropped over perennial rye installed in the infield shall be eradicated immediately upon notice. The City of 5ftPJP79319-093 Exhibit 2 Contractor may choose the method of eradication, however, may not damage the turf. 17.3.2 Any broadleaf and/or turf type weeds shall be eradicated immediately upon notice. The Contractor may choose the method of eradication, however, may not damage the turf. 17.4 Sport turf shall be kept pest free of disease and rodents at all times. 17.4.1 The Contractor shall be responsible for identifying and treating any diseases or rodents immediately upon notice. 17.5 Sport Turf Renovation-Overseeding 17.5.1 Sport/Priority turf shall be renovated-overseeded each year per the Sport/Priority Turf Annual Schedule. All seed quantities and type specified shall be verified by the Director's Representative prior to any applications. The process for renovation- overseeding shall be as follows: 17.5.2 Contractor shall install a 6' high temporary construction fence around the sport/priority turf areas prior to commencing renovation-overseeding work. Note, the fence shall be installed on the perimeter of the sport/priority turf to be renovated-overseeded in accordance with the park map depicting the sport/priority turf areas. 17.5.3 Turf shall be mowed down to ''/d'. All turf clippings shall be removed. 17.5.4 Turf shall be aerated using the Ryan piston driven aeration equipment. Contractor shall make two -passes in different directions per the Director's Representatives direction. 17.5.5 Turf shall then be verticut using the greens mower with verticut reels (straight blades 1.5" to 2" apart) Following verticutting all turf clippings shall be removed. 17.5.6 Contractor shall coordinate with the Irrigation Consultant to confirm all irrigation has been tested and restored to original design specifications prior to overseeding. 17.5.7 Once the Irrigation Consultant verifies the irrigation system is working efficiently, the Contractor shall evenly overseed the turf using a) Stover Seed Company's Grand Slam FS in the fall/winter at a rate of 350 pounds per acre; and, b) Stover Seed Company's Pro Sportfield Extreme in the spring/summer at a rate of 65 pounds per acre. 17.5.8 Immediately after overseeding the Contractor shall evenly apply ''/a" minus STA approved compost topper from R&S Soils to all turf applied at a rate of 35 cubic yards per acre mixed with California Organic 7-1-2 Phyta Boost organic fertilizer at a rate of 600 pounds per acre (35 c.y. top dress mix/600# 7-1-2 organic fertilizer). 17.5.9 Immediately following applying topper the Contractor shall coordinate with the Irrigation Consultant to program irrigation controllers to irrigate the seeded areas. The irrigation programs shall be set to maximize germination of seed. Once the renovation process is complete, the Irrigation Consultant shall retake control of the irrigation programming. 17.6 Overseeding Germination Guarantee 17.6.1 The Contractor shall guarantee 100% uniform germination within 10 weeks from the time the first application of seed or will sod any thin or bare areas with "thick cut" (thickest available cut) West Coast Turf Improved Kikuyu during warm season and West Coast Turf Improved Kikuyu Sod that has been "cropped over" with perennial rye grass. Renovation must be completed within three months of field City of SZ.Ap fj�B119-093 2 �TJJ''��FF Exhibit 2 closure. The Director's Representative shall determine the quantity of thick cut sod needed to achieve 100% coverage. 17.7 Replanting 17.7.1 As turf begins to stress, die back, or become thin in appearance for any reason, the Contractor shall immediately install thick cut sod (thickest available cut) West Coast Turf Improved Kikuyu during warm season and West Coast Turf Improved Kikuyu Sod that has been "cropped over" with perennial rye grass. apply supplemental water to hydrate the affected area(a). The Contractor shall also meet with the Irrigation Consultant and coordinate the irrigation programming to germinate seed. The Contractor shall then overseed these turf areas using Stovers Seed Company AZ1 Kikuyugrass (spring/summer) or Stovers Grand Slam FS (fall/winter) seed at the manufacturer's recommended rate and process. The Contractor shall use STA approved 1/2" minus compost seed topper at a rate of 35 cubic yards per acre pre mixed with California Organic 6-1-2 Kickstart fertilizer at a rate of 600 pounds per acre. 17.7.2 Should the Contractor's seed germination effort fail within four (4) weeks of effort, the Contractor shall install thick cut sod to those turf areas using West Coast Turf Bandera Bermuda cropped over with perennial rye grass (fall/winter) and West Coast Turf Bandera Bermuda (spring/summer). 17.7.3 The Contractor understands and accepts that at the beginning of the agreement there may be existing turf areas that are thin or bare. The Contractor, by entering into the agreement, shall routinely and at no extra cost to the City, repair thin or bare turf areas by overseeding or sodding with approved seed or sod until a thick healthy stand of turf is established. 17.7.4 The Contractor also understands and accepts that park areas are very heavily used, including increased foot traffic, and other uses and, therefore, acknowledges that he/she will immediately respond to thin or bare areas in turf without delay. 17.8 Cricket Pitch Special Maintenance 17.8.1 Monthly Rolling of Pitch — Each month the Contractor shall use a clean 3-5 ton asphalt roller (free of asphalt, oil, etc.) to roll the pitch. 17.9 Annual Cricket Pitch Turf Renovation (30'x70" 17.9.1 Each year the cricket pitch turf shall be renovated by: 1) sod cutting/removing the old pitch; 2) topdressing %4" USGA mix by Simplot; 3) applying California Organic Kickstart 6-1-2 organic fertilizer at 600 pounds per acre rate; 4)laser grading the pitch; 4) installing West Coast Sod Bandera Hybrid Bermuda 1-1/4" thick cut sod; 5) rolling the pitch/level by hand and 3-5 ton asphalt roller; and, 6) installing a 6" chain link construction fence around the pitch to remain until the turf is firmly rooted. 18 General Contract Provisions 18.7 Contractor shall provide and is responsible for all equipment necessary to carry out the work outlined in the contract. There will be no available storage for equipment. Contractor City of SZ150175519-093 Exhibit 2 will be responsible for bringing in and then removing all equipment necessary to carry out the work outlined in the contract. Contractor Responsibilities: 1.0 GENERAL CONDITIONS 1.1 Definitions- 1.1.1 "Director's Representative" shall mean the Executive Director of Parks, Recreation and Community Services designated representative(s). 1.1.2 "SAPRF" shall mean Santa Ana Park and Recreation Facilities. 1.1.3 "Pruning" shall mean the practice of removing lateral shrub or tree branches and may also be referred to as "trimming." 1.1.4 "Weed" shall mean any undesirable or misplaced plant. 1.1.5 "Hardscape" shall mean any resilient surface other than turf or planting beds, such as but not limited to curbs, gutters, sidewalks, decomposed pathways, asphalt pavement, mow strips, bollards, signs, grandstands, benches, picnic tables, drinking fountains, BBQ's, fencing, railing, tire stops, etc. 1.2 Scheduling of Work -The Contractor shall provide landscape/grounds maintenance between the hours of 6:00 a.m. and 6:00 p.m., Monday through Sunday. The schedule may be modified only with the Director's Representative consent. Landscape/grounds maintenance that generates excess noise cannot begin before 8:00 a.m. 1.3 The Contractor shall establish schedules of "routine work" to be followed in the performance of this contract. In addition to the Contractor submitting the Monthly Park Maintenance Inspector's Inspection Schedule and other required monthly reports, the Contractor shall submit weekly schedules listing the work tasks, crew performing the task, and the projected hours to complete the task. The schedules shall be emailed to Director's Representative by Thursday at 4:OOpm for the upcoming week. Any changes in scheduling shall be reported in writing 48 hours before the proposed change and must be approved by the Director's Representative. The schedule shall include days of the week and what person/crew will be performing specific work in accordance with the specification. 1.2 Local Office - The Contractor shall maintain a physical office within the 714 area code (local office). The local office shall be open Monday through Friday 8:00 a.m. to 5:00 p.m. with a company representative present at all times. Answering services or mobile telephones will not be considered a local office. 1.3 Emergency Response — The Contractor shall have an emergency "Stand-by" staff person assigned to respond to urgent calls after hours. The Contractor shall have the capability to answer calls immediately and respond to after-hours service within one (1) hour from the time the call is made. 1.4 Extra Work or Outside the Scope of Work -Damage or malfunction to site amenities, plant material or irrigation system equipment by any of the following may be considered outside the scope of this Agreement unless otherwise specified herein: -Acts of God -Civil Disorder -Vehicle Collision (excluding Contractor and its employees and subs) City of SZ-A� f5�`19-093 23vV Exhibit 2 -Excavation or Re -surfacing of the Street -Power Failures -Underground Wiring Damage -Extra Work Requested by the Director's Representative Contractor will not be considered responsible for replacement. Contractor must prove to the satisfaction of Director's Representative that one of the above occurred in order to be excused from performing under the Agreement. Extra Work or Outside the Scope of Work -Damage (a.k.a. Extra Work) shall be compensated: i Labor- 25% above prevailing wage ii Materials- 15% above retail contractors cost ii Equip Rent-15% above contractor's cost All Extra Work or Outside the Scope of Work -Damage work shall be performed by Contractor's staff other than the routine maintenance staff assigned to the contract. Any staff routine maintenance Contractor's staff discovered performing Scope of Work - Damage work shall not be charged as Extra Work. 2.0 UNIFORMS AND VEHICLES IDENTIFICATION 2.1 The Contractor shall provide to all field personnel a standard uniform including but not limited to uniform company hats, collared work shirts, pants, jackets, cold weather vests and ANSI approved safety shoes. All uniforms will be marked by patch, silk screen or embroidery with the company name and logo or other form of identification. 2.2 All equipment shall be clearly identified on both sides and rear of the vehicles as belonging to the Contractor, well maintained, in excellent working condition, be clean in appearance and without extensive visible damage, dirt graffiti etc. In addition, all vehicles shall have the company's name, contractor's license number and contact information clearly identified on both sides and the rear of the vehicle. 2.3 The Director's Representative reserves the right to direct the Contractor to remove an employee or piece of equipment for not meeting high maintenance and appearance standards. 3.0 SAFETY REQUIREMENTS 3.1 All work performed under this contract shall be completed with maximum safety as the priority above all other requirements. The Contractor shall be incompliance with his/her companies City approved Illness and hijury Prevention Program and all Federal, State and Local OSHA requirements, laws and regulations. 3.2 All work performed under this contract shall be performed in strict compliance with all federal, state and local safety laws, regulations or other authoritative mandates that protect workers and the general public, including but not limited to, excavation/trenching/shoring, blood borne pathogens, hazardous waste identification and transport and pesticide use and reporting. City of SEjiS .A ry 19-093 Exhibit 2 3.3 In the event unsafe work is observed by City staff or otherwise reported, the Director's Representative may at his discretion order the Contractor to stop performing and pay all costs and or damages resulting from the delay. 3.4 The Contractor shall perform all safety training required by OSHA, CalOSHA and any and all authoritative government entities having authority over required safety training. 3.5 In addition, the Contractor shall submit to the Director's Representative each year upon renewal of the agreement his/her updated Illness and Injury Prevention Plan which shall include the annual OSHA safety training schedule and update OSHA safety training records and employee safety training certificates. All OSHA Training shall be performed by a certified OSHA Trainer. 4.0 SAFETY NOTIFICATION 4.1 If Contractor identifies a potential safety issue, Contractor shall: 4.1.1 Notify the public that potentially unsafe conditions exist by installing yellow "Caution Tape" and "A" frame barricades or equal substitute around the condition. 4.1.2 Notify the Director's Representative of the condition first by phone and then in writing (e-mail is acceptable) including digital photographs of the potential safety concern. Once the Contractor has notified the City and the public of the condition, as specified above, Contractor shall have no further responsibility regarding the condition. 5.0 UNDERGROUND ALERT SYSTEMS 5.1 Underground Alert Systems (telephone number 1-800-422-4133) must be notified 48- hours in advance prior to any excavation work. =11009 "Tel 6.1 Any damage to private property caused by Contractor shall be immediately reported to the property owner. Contractors shall pay for any damage caused to private property in performing this agreement. 7.0 ACCESS TO PRIVATE PROPERTY 7.1 Prior to any work involving private property, the Contractor shall notify the City of the proposed work and obtain all necessary permits and/or consent required from City and/or property owner 8.0 PROTECTION AND RESTORATION OF EXISTING IMPROVEMENTS 8.1 The Contractor shall protect City and/or private property adjacent to work areas including sprinkler systems, drain pipes, lawns, brick work, plantings, masonry work, fences, walls, sidewalks, street paving, etc., located on either public or private property. Contractor shall, at its expense, replace any property that is removed or damaged, other than property pre - approved for removal. Contractor shall abide by the City's "Policy for Driving on Park Property" (See Attachment 4). City of SZW2'g�a� 5819-093 `Pe� Exhibit 2 9.0 TRAFFIC CONTROL 9.1 The Contractor will not interrupt traffic flow on City streets without obtaining a no -fee permit from the City. Prior to performing maintenance activities where Contractor employees work immediately adjacent City vehicular lanes or any other situation covered under the California MUTCD, the Contractor shall implement no -fee permitted City approved traffic safety plans to protect the health and welfare of its employees and the general public prior to commencement of the agreement. 10.0 MONTHLY REPORTS 10.1 Prior to the first of each month the Contractor shall submit to the Director's Representative for approval: 10.1.1 The Excel Park Maintenance Inspector's Inspection Schedule including a detailed annual, monthly, weekly and daily work schedules consistent with task frequencies in Exhibit A; 10.1.2 A copy of certified payroll sent to the Department of Industrial Relations on the required format/forms of employees assigned to the contract areas; 10.1.3 An updated organizational chart, or equal, listing the names, titles, schedules and number of Full -Time Equivalent (FTE'e) assignments of all persons working in the contract areas; 10.1.4 Invoices and packing slips of name, type and quantities of commodities purchased; 10.1.5 Green Waste recycling report including tonnage and name/location of the green waste recycling plant. The information contained in the above referenced documents shall be updated with any new information as changes occur. The Director's Representative shall be immediately notified of any changes to the above information. Failure to submit a report by the first of each month shall result in a fine of $100.00 per day for each report submitted late. 11.0 WATER CONSERVATION & PROGRAMMING OF CONTROLLERS 11.1 The City shall be responsible for programming irrigation controllers and conserving water. The Contractor shall be responsible for all repairs to lateral lines, rotors/heads/fittings. 12.0 SPECIFICATIONS INTERPRETATION 12.1 The intent of these specifications is known by the City of Santa Ana and SAPRF. Any questions relating to the interpretation of these specifications must be addressed, in writing, prior to the start of work. The Contractor agrees that interpretations of this contract after the start of work are at the sole discretion of the Director's Representative, and the Contractor shall abide by all such interpretations 13.0 PROTECTION OF EXISTING FACILITIES AND STRUCTURES 13.1 The Contractor shall exercise due care in protecting from damage all existing facilities, structures, and utilities, both above surface and underground on the City's property. Any City of I �a 65919-093 lam 2'g�.7 Exhibit 2 damage to City, Santa Ana Park and Recreation Facilities (SAPRF), or private property caused by the Contractor's neglect shall be corrected and paid for by the Contractor at no cost to the City of Santa Ana or SAPRF. The City of Santa Ana and/or Director's Representative shall make the determination of fault. The Director's Representative reserves the right to issue a Stop Work Notice if the Contractor does not promptly repair any damage, within twenty-four (24) hours of the damage incurred. 13.2 If the Directors Representative requests or directs the Contractor to perform work in a given area, it will be the Contractor's responsibility to verify and locate any underground systems (i.e. utility lines) and take responsibility for taking reasonable precaution when working in these areas. 13.3 Contractor shall call Underground Alert (800) 4224133) at least two working days prior to digging for line locations. Any damage or problems shall be reported immediately to the Director's Representative and the City of Santa Ana. If the Contractor discovers something unexpected or a unique problem occurs, he should stop work and immediately contact an authorized Director's Representative for a timely resolution of the problem. 14.0 SUBSTITUTIONS 14.1 Whenever a specific type of material is specified, no substitutions shall be allowed without written consent of the SAPRF representative. 15.0 CERTIFICATION & APPLICATION OF MATERIALS 15.1 All materials shall be delivered on the site in original containers. Materials shall be subject to inspection by the Director's Representative. The Director's Representative will not approve materials not meeting the SAPRF standards, and Contractor shall return any such non -satisfactory items at his/her cost. 15.2 No materials shall be applied prior to the Director's Representative verifying the specified quantities of materials. Furthermore, should the Contractor apply materials before the Director's Representative verifies correct materials and quantities, the Contractor shall not receive credit for the applied materials. The Contractor shall then reorder and deliver the materials, thereby not receiving credit for the applied materials. 16.0 CONTRACTOR NEGLECT 16.1 Any damage to the City of Santa Ana, SAPRF, or private property, which has been determined to be due to the Contractor's neglect, shall be corrected at no additional cost to the City of Santa Ana or the SAPRF. 17.0 CONSTRUCTION EQUIPMENT 17.1 The Contractor shall take all necessary precautions for safe operation of his equipment and the protection of the public from injury and damage from such equipment. 18.0 SOUND CONTROL REQUIREMENTS City of S2AVP $019-093 Exhibit 2 18.1 The Contractor shall comply with all local sound control and noise level rules, regulations and ordinances that apply to any work performed pursuant to the Contract. Each internal combustion engine used for any purpose on the job or related to the job shall be equipped with a muffler of a type recommended by the manufacturer of such equipment. No internal combustion engine shall be operated on the project without said muffler. Full compensation for conforming to the requirements of this section shall be considered as included in the prices paid for the various contract items of work involved and no additional compensation will be allowed therefore. Sounds, such as loud music, that are not related to the project, shall be kept at levels so as to not disturb the general public. 19.0 INQUIRIES AND COMPLAINTS 19.1 The Contractor shall maintain an office at some fixed place and shall maintain a telephone thereat, listed in the telephone directory in his own name or in the firm name by which he is most commonly known. Furthermore, the Contractor shall, at all times, have some responsible person(s), employed by the Contractor, to take the necessary action regarding all inquiries and complaints that may be received from the City of Santa Ana, Director's Representative, and/or private citizens during normal working hours. Whenever immediate action is required to prevent impending injury, death or property damage to the facilities being maintained, the Director's Representative may, after reasonable attempt to notify the Contractor cause such action to be taken by the SAPRF work force. All costs of any such action shall be charged against the Contractor, or the Director's Representative may deduct such cost from any amount due to Contractor. All complaints shall be abated as soon as possible after notification, to the satisfaction of the City of Santa Ana and/or Director's Representative. If any complaint is not abated within a reasonable time, the Director's Representative shall be notified immediately of the reason for not abating the complaint followed by a written report to the Director's Representative within five (5) days. If the complaints are not abated within the time specified or to the satisfaction of the Director's Representative, the Director's Representative may correct the specific complaint and the total cost incurred by the SAPRF will be deducted and forfeit from the payments owing to the Contractor from the SAPRF. Such cost shall include all SAPRF staff time required to resolve the problem and appropriate overhead charges 20.0 NOTIFICATION OF LOCATIONS OF WORK 20.1 The Contractor shall notify the Director's Representative when the contractor's crews will be working within the SAPRF. Said notifications will be made on a daily basis by telephone, cell phone, fax, or by weekly written schedules which specify the entire weeks work locations. 21.0 WORK FORCE 21.1 The Director's Representative may evaluate each of the Contractor's staff and if he/she finds that a Contractors employee or sub -contractor's employee is not performing to the satisfaction of the Director's Representative, the Director's Representative shall require the Contractor to remove the employee from work sites at his or her discretion within 24 hours of written notice. City of IAPP,.6119-093 Exhibit 2 22.0 MATERIALS 22.1 The Director's Representative shall approve or reject all materials delivered to the work site. In addition, the Contractor shall not apply any materials until the Director's Representative inspects the materials to confirm they are correct per specifications. Note that the Director's Representative may stay at the work site to confirm that all materials are applied correctly and in the quantities specified. Materials applied by the Contractor prior to the Director's Representative inspecting the materials shall be considered not applied. Therefore, the Contractor shall not be given credit towards the quantity of the specified material required to be applied by the specification. The Contractor shall then be required to deliver the specified quantity of material to the work site and, following the Director's Representatives approval, apply the materials in the presence of the Director's Representative: Prior to the application or use of any materials the Contractor shall submit to the Director's Representative a minimum 48 hours before delivery to the work site a list of all materials and/or chemicals that may be used pursuant to the terms of this Agreement. The list shall include the name of the product, the products specifications, and the quantity of materials, prescribed method of use/application, Material Safety Data Sheets and chemical analysis where applicable, recommended usage and any other manufacturer's data that may be pertinent. The list must be submitted before any materials/chemicals are used pursuant to this Agreement. 22.1.1 The materials and chemicals utilized in furtherance of this Agreement shall comply with the following standards: All fertilizers shall be complete, furnishing the required percentage of nitrogen, phosphoric acid and potash to keep turf, trees, shrubs and other plants in a healthy and vigorous growing condition. Pesticides including but not limited to: Insecticides, fungicides, herbicides, algaecides, aviacides, and rodenticides shall be of the best quality obtainable and available on the market, properly labeled with guaranteed analysis, and brought to the job site in the manufacturer's original container. Materials shall as specified herein, matching those existing at the work site, or as specified by the Director's Representative. 22.1.2 All materials delivered to the site shall be accompanied by a packing slip or other form from the vendor indicating the specific commodity delivered and the quantity. 23.0 TRASH DISPOSAL AND RECYCLING 23.1 All organic waste (including leaves, grass clippings, brush, branches, and tree parts) resulting from work performed under this contract shall be disposed of pursuant to the requirements of the Santa Ana Municipal Code (SAMC) Chapter 16. Organic waste cannot be taken to a landfill. Every month, the Contractor shall submit receipts from licensed composters/green waste recycling facilities, to the Director listing the tons of organic waste recycled and the names and addresses of the composting or processing companies. 23.2 As an alternative, the City may allow Contractor to dispose of green waste and trash in bins City of SZOV70219-093 Exhibit 2 provided by the City. The City will determine the amount of green waste and trash allowed to be dumped in these bins based on historical amounts. Any additional disposal fees must be paid by Contractor. At no time will the contractor be allowed to dispose of trash or green waste that was not collected as part of this contract. If the City finds that the contractor is disposing of trash from other contracts, the City will discontinue this service for the contractor and the contractor will be required to pay for their own trash service. 24.0 PREVAILING WAGE DETERMINATION General prevailing wage determination made by the Director of Industrial Relations pursuant to California Labor Code Part 7, Chapter 1, Article 2, Sections 1770, 1773 and 1773.1 is: CRAFT: ## LANDSCAPE MAINTENANCE LABORER DETERMINATION: SC-LML-2019-1 ISSUE DATE: February 22, 2019 EXPIRATION DATE OF DETERMINATION: March 31, 2019* Effective until superseded by a new termination issued by the Director of Industrial Relations. City Responsibilities 1.0 CITY -DIRECTOR'S AUTHORITY The Director's Representative is the only person authorized to direct changes in any of the requirements under the Agreement and, not withstanding any provisions contained elsewhere in the Agreement, and said authority remains solely in the Director's Representative. hi the event that the Contractor effects any such changes at the direction of any person other than the Director's Representative, the changes will be considered to have been made without authority and solely at the risk of the Contractor. In addition, the Director's Representative shall have the authority to accept/reject materials, workmanship and to make changes in work or schedule, when the City determines that no extra costs are involved. The Director's Representative shall also have the authority to suspend portions of the specifications and withhold the cost of the suspended portion of the agreement at his/her discretion. The intent of these specifications is known by the City of Santa Ana. Any questions relating to the interpretation of these specifications must be addressed, in writing, prior to the start of work. When the performance of the work or completion per schedule is determined to be sub -standard or not on schedule, the Director's Representative may recommend that all or a portion of payment be withheld. In addition, the Director's Representative shall have the option to hire another qualified contractor to perform any portion of the work specified and withhold payment in the amount of the cost to hire the qualified contractor. Payment to be withheld shall be deducted from the next or subsequent monthly payment due, or if the amount is insufficient to cover payment, the Contractor shall be liable for said deficiency and will be billed accordingly. The Director's Representative shall decide all questions, which may arise as to the interpretation of the quality of work, manner of performance, completion per schedule, acceptable fulfillment of the Agreement by the Contractor, interpretation of the specifications, and compensation, including completion of work by alternate sources. City of S24tYOT9-093 Exhibit 2 EXHIBIT B FEES/COSTS 25D-64 APPENDIX ATTACED, UNT 3-5: FEE SCHEDULE CERTIFICATIONS FOR PROPOSALS FOR IN -FIELD BALL DIAMOND MAINTENANCE RFP NO,: 19-093 °Pricing information for each site should be as accurate as possible. Based on funding availability, the City may remove a site from the scope of work without affecting pricing for other sites. DISTRICT ANNUAL AMOUNT El Salvador Park Riverview Park �R—ossitaaPPaarrk—� TOTAL L t DISTRICT ANNUALAMOUNT Cabrillo Park 19.751 Morrison Park 11 195 Portoia Park 13 581 Santiago Park _ 16,014 TOTAL I 60,541 COST PER DAY OF SERVICE PER WEEK FOR A YEAR` Certification - I certify that I have read. understand and agree t DISTRICT ANNUALAMOUNT Delhi Park Madison Park Memorial Park TOTAL DISTRICT ANNUAL AMOUNT Adams Park Centennial Park Heritage Park Jerome Park Thornton Park I Windsor Park TOTAL COST PER DAY OF SERVICE PER WEEK FOR A YEAR' COST PER DAY OF SERVICE PER WEEK FOR A YEAR' Proposals. I have examined the Scope of Services and am familiar with the scope of work locations. I am familiar with all the existing conditions and limitation that may impact work requests. I understand and agree that I am responsible for reporting any errors; omissions or discrepancies to the City for clarification prior to the submission of my proposal. o the terms and conditions of this Request for Proposal Item Price - Provide costs for in -field ball diamond maintenance_ Pee must be inclusive of all costs, including but not limited to, direct and indirect costs for labor, overhead, incidental supplies, travel, mileage, and fuel. The proposer warrants that the prices, terms and conditioned quoted will be valid for a period of I20 days from the date the proposal is due, in order to allow time to award an agreement. Agent CEO Agent Date City of Santa Ana RFP 19-093 t5 25D-65 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE APPROVE AN AGREEMENT WITH PEST OPTIONS, INC. TO PROVIDE INTEGRATED PEST MANAGEMENT AND PEST CONTROL SERVICES AT CITY PARKS AND FACILITIES, SANTA ANA ZOO AND CIVIC CENTER FOR AN ANNUAL AMOUNT OF $787,593.66 (TOTAL NOT TO EXCEED $3,150,374.64) FOR THE PERIOD FEBRUARY 1, 2020 TO JANUARY 31, 2024 TO BE FUNDED BY THE GENERAL FUND AND CIVIC CENTER FUND {STRATEGIC PLAN NO. 6, 1B} CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 111 Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO /s/Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Authorize the City Manager to execute an agreement with Pest Options, Inc. to provide integrated pest management and pest control services at city parks and facilities, Santa Ana Zoo and Civic Center for an annual amount not to exceed $787,593.66, which includes a 10 percent contingency, for the period from February 1, 2020 to January 31, 2024 for a total agreement amount of $3,150,374.64 to be funded by the General Fund and Civic Center Fund, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION On October 7, 2019, the Parks, Recreation, and Community Services Agency (PRCSA) issued a Request for Proposal (RFP) for integrated pest management and pest control services of the four - landscape maintenance districts, Santa Ana Zoo at Prentice Park and the Civic Center. The City notified 28 companies (one Santa Ana company), 21 companies downloaded the documents (zero Santa Ana companies), and one company submitted a proposal (zero Santa Ana companies) for service at all locations. Even though there was only one proposal, an evaluation committee consisting of three representatives from PRCSA Park Facilities Division reviewed and rated the proposal to confirm the company is qualified to do the work. The proposal was evaluated according to the criteria listed in the RFP, which includes firm/team experience, reference/relevant project experience, listing of resources, manner for performing services/schedule and fee. The evaluation committee made the determination that the company is capable of performing the requested services. 25E-1 Agreement with Pest Options, Inc. to provide integrated pest management and pest control services at city parks and facilities, Santa Ana Zoo and Civic Center January 21, 2020 Page 2 The City proposes to enter into a four-year agreement with Pest Options, Inc. for the service of Districts 1, 2, 3, and 4, Santa Ana Zoo and the Civic Center (Exhibit 1). The PRCSA attempts to have one company per district, but due to the number of proposals received and the capacity of the company, PRCSA recommends that having the Pest Options, Inc. perform the work would be in the best interest of the City. STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #6 - Community Facilities & Infrastructure, Objective #1 (Establish and maintain a Community Investment Plan for all City assets), Strategy B (equitably maintain existing streets and associated assets in a state of good repair so they are clean, safe and aesthetically pleasing for all users). FISCAL IMPACT The Fiscal Year (FY) 2019-20 budget contains new allocations in alignment with Measure X funding including increased funding in the PRCSA for improving the scope of contract services for landscaping, trees, lakes, ball diamonds, and custodial. Originally, the PRCSA had funding to provide pest control services, but eventually eliminated the service due to budgetary reductions. During the process of implementing integrated pest management and pest control services again, use of excess funds from the landscape maintenance budget was anticipated to cover the cost. However, the cost in landscape maintenance and in -field ball diamond maintenance came in higher than anticipated and there is little funding available for this service. The PRCSA and the Civic Center have enough funding for FY 2019-20 to cover the increased cost for the remainder the fiscal year. Additional funding for the PRCSA ($664,000) and Civic Center ($61,500) is required to continue the service agreement in FY 20-21 and beyond. Funds are available in the following accounts for the specified fiscal year of the initial term: Fiscal Accounting Fund Accounting Unit, Account Amount Year Unit -Account # Description Description FY 19-20 01113250- General Fund PRCSA-Park Facilities, $286,682.57 62320 Maint. & Repair / Bldng. & Ground FY 19-20 01113220- General Fund PRCSA-Zoo, $15,788.67 62300 Contract Services -Professional FY 19-20 07413250- Civic Center PRCSA-Civic Center Reg. $25,692.79 62320 Fund Maint., Maint. & Repair / Bldng. & Ground Total FY 19-20 $328,164.03 25E-2 Agreement with Pest Options, Inc. to provide integrated pest management and pest control services at city parks and facilities, Santa Ana Zoo and Civic Center January 21, 2020 Page 3 Funds will be budgeted and made available in the following accounts for the specified fiscal years of the remainina term: Fiscal Accounting Fund Accounting Unit, Account Annual Year Unit -Account # Description Description Amount FY 20-21 01113250- General Fund PRCSA-Park Facilities, $688,038.16 to 22-23 62320 Maint. & Repair / Bldng. & Ground FY 20-21 01113220- General Fund PRCSA-Zoo, $37,892.80 to 22-23 62300 Contract Services -Professional FY 20-21 07413250- Civic Center PRCSA-Civic Center Reg. $61,662.70 to 22-23 62320 Fund Maint., Maint. & Repair / Bldng. & Ground Annual Total $787,593.66 Fiscal Accounting Fund Accounting Unit, Account Amount Year Unit -Account # Description Description FY 23-24 01113250- General Fund PRCSA-Park Facilities, $401,355.60 62320 Maint. & Repair / Bldng. & Ground FY 23-24 01113220- General Fund PRCSA-Zoo, $22,104.13 62300 Contract Services -Professional FY 23-24 07413250- Civic Center PRCSA-Civic Center Reg. $35,969.90 62320 Fund Maint., Maint. & Repair / Bldng. & Ground Total FY 23-24 $459,429.63 The total agreement amount of the four-year term is $3,150,374.64. Lisa Rudloff Kathryn Downs, CPA Executive Director Executive Director Parks, Recreation, and Community Finance and Management Services Agency Services Agency 25E-3 Agreement with Pest Options, Inc. to provide integrated pest management and pest control services at city parks and facilities, Santa Ana Zoo and Civic Center January 21, 2020 Page 4 Exhibit: 1. Agreement 25E-4 Exhibit 7 AGREEMENT FOR PEST CONTROL AND WEED ABATEMENT SERVICES THIS AGREEMENT is made and entered into this 21st day of January, 2020 by and between Pest Options, Inc, a California Corporation ("Contractor"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. On October 7, 2019, the City issued a Request for Proposal ("RFP") for pest control and weed abatement services for City Districts 1-4, the Santa Ana Zoo, and District A (Civic Center). On October 25, 2019, City issued Addendum No. 1 regarding the RFP. (The RFP and Addendum No. 1 are incorporated by reference as though completely set forth in its entirety herein.) B. Contractor submitted a proposal dated November 4, 2019. Contractor's proposal was ultimately selected for the award of the contract. (Contractor's proposal is incorporated by reference as though completely set forth in its entirety herein.) 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 firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: SCOPE OF SERVICES Contractor shall perform pest control services and weed abatement services for City Districts 1-4, the Santa Ana Zoo, and District A (Civic Center) as set forth in the City's RFP and Exhibit A attached hereto. Services are provided pursuant to the schedule attached hereto as Exhibit B. Said schedule is subject to modification during the term of this Agreement as mutually agreed upon in writing by the parties. 2. COMPENSATION a. City agrees to pay, and Contractor agrees to accept as total payment for its services the rates and charges identified in Exhibit C. The total sum to be expended under this Agreement shall not exceed $787,593.66 annually during the term of this Agreement. This annual amount is comprised of (1) the base agreement amount of $715,994.24 and (2) a 10% contingency of up to $71,599.42 for services as may be performed by Contractor at the sole discretion of City. The total Agreement amount for the entire term of this Agreement shall not exceed $3,150,374.64. Page 1 of 8 #197000 25E-5 Exhibit 7 Payment by City shall be made within forty-five of days (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work that fails to meet the standards of performance set forth in the Recitals, which may reasonably be expected by City. 3. TERM This Agreement shall commence on February 1, 2020 and terminate on January 31, 2024, unless terminated earlier in accordance with Section 15, below. 4. PREVAILING WAGES Contractor is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. Since the services being performed are part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and since the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 5. 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 employees and shall be responsible for all applicable withholding taxes. 6. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Contractor under this Agreement ("Documents & Data'). Contractor shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Contractor represents and warrants that Contractor has the legal right to license any and all Documents & Data. Page 2 of 8 #19700v3 2 5 E -6 Exhibit 7 Contractor makes no such representation and warranty in regard to Documents & Data, which were provided, to Contractor by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 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, 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 Contractor's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The insurance policy shall contain an exclusion for sexual molestation. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. C. Worker's Compensation Insurance. In accordance with the California Labor Code, Contractor, if Contractor 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, Contractor agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If Contractor is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. e. The following requirements apply to the insurance to be provided by 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. Page 3 of 8 #197000 2 5 E -7 Exhibit 7 (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved by the City. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. (iv) Contractor shall supply City with a fully executed additional insured endorsement. 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 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. 8. INDEMNIFICATION Contractor agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants; special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Contractor or its, 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 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, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Contractor Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor. Page 4 of 8 #197000 25E-8 Exhibit 7 9. RECORDS Contractor shall keep records and invoices in connection with the work to be performed under this Agreement. Contractor shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Contractor under this Agreement. All such records and invoices shall be clearly identifiable. Contractor shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Contractor under this Agreement. 10. 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 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. 11. 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. 12. BACKGROUND CHECK REQUIREMENTS Contractor shall not assign any employee, agent, subcontractor or volunteer to provide services pursuant to this Agreement, if that employee, agent, subcontractor or volunteer is required to register as a sex offender under California Penal Code Section 290 et seq, has a conviction for any crime of moral turpitude, has a conviction for a violent felony as defined in California Penal Code Section 667.5(c), or has a conviction for a serious felony as defined in California Penal Code Section I I92.7(c). Disqualifying convictions include but are not limited to, violations of California Penal Code Sections 37, 128, 136.1 with Section 186.22, 187, 190-190.4 and 192(a), 205, 206, 207-209.5, 211, 212, 212.5, 213, 214, 215, 218-219, 220, 236.1(b) or 236.1(c), 243.4, 261, 261.5, Page 5 of 8 # 19700v3 2 5 E -9 Exhibit 7 273.5, 262, 264.1, 266, 266c, 266h, 266i, 266y 267, 269, 272, 273a, 273ab, 273d, 285, 286, 288, 288a, 288.2, 288.3, 288.4, 288.5, 288.7, 289, 290, 311.1, 311.2, 311.3, 311.4, 311.10, 311.11, 314, 347(a), 368, 417(b), 451(a),518 with 186.22, 647.6, 653f(c), 664 and 187, 667.5(c), 18745, 18750, or 18755, 12022.53, 11418(b)(1) or (b)(2); Business and Professions Code Section 729. Failure to comply with this Section shall be grounds for immediate termination of this Agreement. 13. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax 714- 647-6956 With courtesy copies to: To Contractor: Executive Director Parks, Recreation, and Community Services Agency City of Santa Ana 20 Civic Center Plaza (M-23) P.O. Box 1988 Santa Ana, California 92702 Fax 714-571-4211 Pest Options, Inc. Attention: Tracy Thompson, President 135 North Manchester Avenue Anaheim, California 92802 Tracy@pestoptions.com Fax 888-511-3584 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these Page 6 of 8 #19700v3 25E-10 Exhibit 7 time frames, weekends, federal, state, County or City holidays shall be excluded. 14. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor regarding the subject matter therein, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the 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 or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 15. 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 consultants retained by City. 16. TERMINATION Except as otherwise specified herein, this Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Contractor prior to receipt of such notice of termination, except that, payment need not be made for work that fails to meet the standard of performance specified in the Recitals of this Agreement. 17. NONDISCRIMINATION Provider shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Provider affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 18. 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 Page 7 of 8 #197000 25E-11 Exhibit 7 determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 19. PROFESSIONAL LICENSES 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 including but not limited to having its employees working on this Agreement maintain a qualified applicator's license and qualified applicator's certificate as set forth in the RFP. 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. 20. 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: Daisy Gomez Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: Awv a. A Laura A. Rossini Senior Assistant City Attorney CITY OF SANTA ANA Kristine Ridge City Manager CONTRACTOR: Tracy Thompson President Pest Options, Inc. Page 8 of 8 #197000 25E-12 Exhibit 7 19. PROFESSIONAL LICENSES Contractor shall, throughout the lens of this AgTecmcnt, 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 including but not limited to having its employees working on this Agreement maintain a qualified applicator's license and qualified applicator's certificate as set forth in the RFP. 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. 20. 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 attomey'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: Daisy Gomez Clerk of the Council APPROVED AS TO FORM; SONIA R. CARVALHO City Attorney By: Laura A. Rossini Senior Assistant City Attorney CITY OF SANTA ANA Kristine Ridge City Manager CONTRACTOR: A Tracy'fh pson President Pest Options, Inc. [Signatures continue on the next page] Page 8 of 8 0 1970" "' 25E-13 Exhibit 7 RECOMMENDED FOR APPROVAL: Lisa Rudloff Executive Director Parks, Recreation, and Conununity Services Agency Page 9of8 1119700v2 25E-14 Exhibit 7 RECOMMENDED FOR APPROVAL: Lisa Rudloff Executive Director Parks, Recreation, and Community Services Agency Page 9 of 8 #197000 25E-15 Exhibit 7 EXHIBIT A SCOPE OF SERVICES 25E-16 Exhibit 7 Appendix ATTACHMENT 1 SCOPE OF WORK CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR INTEGRATED PEST MANAGEMENT (IPM) & PEST CONTROL SERVICES RFP NO.: 19-094 Description of Work ROUTINE MAINTENANCE The City of Santa Ana, Park Services Division embraces and promotes sustainable site design and management principles and best management practices where feasible. The use of Integrated Pest Management (IPM) and organic pesticides, in lieu of traditional synthetic pesticides, are encouraged and, in cases listed herein, required as a part of this agreement. The Contractor, as part of our site management subject expert, shall play an important role toward recommending, using and collecting data concerning the use of IPM and organic pesticide products as specified herein. The Contractor shall assign the appropriate number of staff at the appropriate skill level and rank in their organization, to continuously improve the quality of Santa Ana Parks and Facilities. The Contractor understands and agrees by entering into the agreement with the City of Santa Ana Park Services Director's Representative shall be the sole source of interpreting the specifications and the quality of work specified herein in writing and by the Santa Ana Park Services Quality Maintenance Standards PowerPoint herewith. Should the Contractor fail to provide the City with the level of service specified, the Director's Representative shall have the authority to direct the Contractor to add additional staff, equipment or both to achieve the maintenance standards specified herein. Each week the Contractor's Supervisor or their designated representative shall inspect each site and respond to IPM and pest control issues. The Contractor shall also take a time/date stamped photographs documenting site inspections and noting any issues relating to but not limited to safety, maintenance, malfunctions, vandalism, hazardous conditions or otherwise abnormal conditions that are inconsistent with the quality standards specified herein or threaten people and/or property by reporting the condition immediately to the Director's Representative. Failure to inspect each site before 9:00am will result in a $300 penalty per site. Routine maintenance shall include, but, not be limited to the following services performed at the Work Sites and per the City of Santa Ana Park Services Quality Maintenance Standards (reference PowerPoint). 1.0 Certification of Applicators 1.1 All IPM and agricultural pest control employee -applicators shall possess and maintain a state licensed/certified agricultural pest control Qualified Applicators License (QAL) or a Qualified Applicators Certificate (QAC). Any employee serving as an assistant(s) shall not be required to possess at QAL or QAC. At no time shall an unlicensed or uncertified City of S,ngt a I� ' 9-094 LLI�� T211 Exhibit 7 employee perform any application of pesticides including, but not limited to, applying IPM, organic and/or pest control products. 2.0 Integrated Pest Management (IPM) & Organic Pesticide Products BMP's 2.1 IPM best management practices and products shall be the fast option considered for all pest control needs. When confronted with a pest issue, the Contractor shall demonstrate to the Director Representative's satisfaction, that all IPM/Organic products and methods were considered before recommending synthetic pesticides/products for pest control. 3.0 Notification of Intent (NOI) to Apply Pesticides 3.1 The Contractor shall notify the Orange County Agricultural Commissioner's Inspector (whose area or responsibility is the City of Santa Ana) directly and copy the Director's Representative via email a minimum of 48 hours in advance of any proposed IPM/pesticide applications. The required information shall be the name of the proposed IPM, organic or pesticides to be applied listing the manufacturer/name of the pesticide, the rate(s) of application, the reentry period and the method of application (see Attachment 4.0 On -Site Public Notification 4.1 Prior to starting any IPM/pest control applications, the Contractor shall post on A -frame barricades plastic sealed 18"x24" signs at a maximum 300' intervals (where applicable) public notification posters listing the company performing the application, the proposed pesticides to be applied listing the manufacturer/name of the pesticide, the rate(s) of application, the reentry period and the method of application. 4.2 The Contractor shall have an Assistant assigned to watch -out for the general public and, if any person attempts to enter the area where IPM/pest control products are being applied, to protect them by stopping their entry into the application zone. Should a person(s) from the general public ignore the Assistants warnings, the Assistant shall cause the QAL/QAC Applicator to cease operations until the Director's Representative can be contacted for assistance. 4.3 Following completion of the QAL/QAC Applicators applications, the Contractor's Assistant shall continue to protect the general public by warning them not to enter the pest control application zone until the re-entry zone time frame has passed. 5.0 Integrated Pest Management (IPM) & Pest Control Services 5.1 Weed Abatement 5.1.1 All hardscape and landscape areas shall be kept free of weeds at all times. Weeds shall be removed by hand and/or approved mechanical, organic or herbicide methods. The Contractor shall apply post emergent herbicides a minimum of one (1) time per month to abate all weeds to areas including, but not limited to, curbs/gutters, all hardscape, groundcover/shrub areas, tree rings, roof gutters and turf area being careful to not damage or eradicate non -target plant material. The Contractor shall be responsible for the replacement of any non -target plant material of like quantities, size and species per the Director's Representatives direction. In City of S tag �e�♦ V 9-094 Exhibit 7 addition, the Director's Representative may dispatch City staff or other contractor's to remove/eradicate weeds that reach two (1) inch or greater or when weeds exist in turf areas and are not removed/eradicated immediately. In such instance, the cost will be deducted from the Contractor's monthly invoice. 5.1.2 The Contractor may elect to apply pre -emergent herbicides as a strategy to reduce the germination of weeds at park properties. Should the Contractor elect to apply pre -emergent herbicides to control the germination of weeds, he/she shall get written approval from the Director's Representative prior to applying specific products. Note, should pre -emergent herbicides harm plant material, the Contractor shall remove the damaged plant material and replace the affected area with like quantities, sizes and species of plant material to the satisfaction of the Director's Representative. 5.2 Sport/Priority Turf Management Support 5.2.1 Perennial Rye Grass Eradication - Beginning in April all sport/priority turf shall have post -emergent herbicide Revolver (16-17 oz./acre), non-ionic surfactant, a turf marker and ferrous oxide pre -mixed in a tank to eradicate perennial rye grass, poa annua and other turf species indicated on the product label. Following the initial application, the Contractor shall continuously apply post emergent herbicides to eradicate all turf and broadleaf weeds. 5.3 Disease and Pest Control 5.3.1 The Contractor shall inspect weekly all landscaped areas (turf, trees, shrubs, ground cover, and annual color) for presence of disease, insect, rodent infestation or any other pests. If any pests, such as but not limited to, disease, insect, algae, birds, animals, such as rabbits, rats, squirrels, or rodent infestation (rodents including rats, gophers, moles, voles, etc.) is discovered, it shall immediately be controlled by the Contractor using the safest and most expedient method. Note that rodents, such as rats, if found in the landscape, regardless of whether or not they inhabit adjacent buildings, are considered agricultural pests and shall be treated as a part of this agreement. 5.3.2 If any plant material (turf, groundcover, shrubs, trees) dies due to pest damages the Contractor will be required to replace the plant with like quantities, species and size at no extra cost to the City. hi the case where turf is lost due to pest damage, the Contractors shall replace the area of turf lost with thick cut West Coast Turf Bandera Bermuda (during spring/summer) and thick cut West Coast Turf Bandera Bermuda that has been cropped over with Perennial Rye grass (during fall/winter). 6.0 Soil Fertility & Fertilization Services 6.1 Biological Soil Testing & Analysis 6.1.1 Twice per year the Contractor shall hire a contractor specializing in soil/water/plant tissue testing to perform biological and traditional soil testing at each park groundcover/shrub/trees/turf soils to gather information regarding soil nutrient levels, compaction, composition, potential of hydrogen (PH), compost and all aspects of a soils biological health. The contractor shall also test water quality and soil assay to determine City of S4a�t�i�.�neV1V9-094 Exhibit 7 which soil beneficial biologicals are present and in need of being added to soils. Following soil testing the Contractor shall provide a report for each sample taken which makes specific recommendations to be considered for improving the overall health and vitality of the soil. 6.2 Landscape Areas — All landscape areas shall be fertilized using the following products and rates: 6.2.1 Groundcover/Shrubs: California Organics Phyta Grow Leafy Green 7-1-2 granular fertilizer at a rate of 500 pounds per acre one (2) time per year in March and August. 6.2.2 Casual Turf California Organics Phyta Grow Leafy Green 7-1-2 granular fertilizer at a rate of 500 pounds per acre one (2) time per year in March and August. 6.2.3 Sport/Priority Turf: California Organics Phyta Grow Leafy Green 7-1-2 granular fertilizer at a rate of 700 pounds per acre one (2) time per year in April and October. 6.2.3 All Palms and Cycads shall be fertilized two times per year using California Organic Phyta-Boost 7-1-2 at five pounds per cycad/pahn and California Organic Compel pelletized organic compost at 3 pounds per Palm/Cycad. 7.0 Integrated Pest Management (IPM) & Organic Pest Management & Data Collection Sites 7.1 Each landscape -grounds park district shall have one (1) designated test site for use of IPM/Organic Pest Management control measures only. The Contractor shall manage and collect data at the sites utilizing only IPM/Organic pesticides and/or manual/mechanical control measures only: 7.1.1 District 1 — 17a' Street Triangle Park 7.1.2 District 2 — Angels Community Park 7.1.3 District 3 — Heritage Park 7.1.4 District 4 — McFadden Triangle Park 7.2 Annual Cost -Benefit Analysis Report 7.2.1 Each year the Contractor shall prepare a Cost -Benefit Analysis report identifying specific comparative costs, benefits, and/or challenges, associated with the use of IPM/Organic pesticide and use of manual/mechanical labor to control pests in the four (4) designated IPM/Organic park sites versus the other park sites which may also use synthetic pest control products. 7.2.2 The report shall specifically report all pesticides (IPM/organic/synthetic), what type of pesticide category they belong too, their brand names, active ingredient and percent, EPA#, whether they are liquid, granular, wettable powder, etc., the total annual quantities applied and manual/mechanical labor in hours needed to control pests throughout the designated test sites in the four (4) districts versus the other park sites which may use synthetic pest control measures. 7.2.3 The report shall list the total annual cost of materials, labor and equipment used to control pests in the four (4) per park site and also be broken down by cost per acre. The report shall also have the total annual cost of materials, labor and equipment to control pests in the other parks which may use traditional synthetic control products. The report shall compare the cost, benefits, challenges, and have recommendations for future consideration. Note, the Director's Representative shall have the authority to add additional cost -benefit report criteria as deemed necessary. Should the Director's Representative require additional cost -benefit City of SISM 9-094 Exhibit 7 information, he/she shall submit to the Contractor the direction in writing. 7.2.4 The Contractor's annual cost -benefit analysis report shall include an Executive Summary, a narrative describing the general findings based upon the data collected and recommendations for the City's consideration (see Exhibit _ Cost -Benefit Analysis Template). 8.0 Specialized Maintenance 8.1 Santa Ana Zoo Chemical Use - All pesticides and fertilizers must be approved as safe for the animals by the Zoo Manager or Zoo Veterinarian prior to their application at the Zoo. The Zoo Manager or their representative shall be informed prior to any application of chemicals/fertilizers on zoo property. Contractor Responsibilities: 1.0 GENERAL CONDITIONS 1.1 Definitions- 1.1.1 "Director's Representative" shall mean the Executive Director of Parks, Recreation and Community Services designated representative(s). 1.1.2 "SAPRF" shall mean Santa Ana Park and Recreation Facilities. 1.1.3 "Weed" shall mean any undesirable or misplaced plant. 1.1.4 "Hardscape" shall mean any resilient surface other than turf or planting beds, such as but not limited to curbs, gutters, sidewalks, decomposed pathways, asphalt pavement, mow strips, bollards, signs, grandstands, benches, picnic tables, drinking fountains, BBQ's, fencing, railing, tire stops, etc. 1.1.5 "Integrated Pest Management" (IPM) shall mean any biological live pest control solution. 1.1.6 "Organic" shall mean any non -synthetic product pest control solution. 1.1.7 "Synthetic" shall mean any non-IPM or organic pest control solution. 1.2 Scheduling of Work -The Contractor shall provide IPM/organic/synthetic pest control maintenance between the hours of 6:00 a.m. and 6:00 p.m., Monday through Friday. The schedule may be modified only with the Director's Representative consent. Landscape/grounds maintenance that generates excess noise cannot begin before 8:00 a.m. The Contractor shall establish schedules of "routine work" to be followed in the performance of this contract. In addition to the Contractor submitting the Monthly Park Maintenance Inspector's Inspection Schedule and other required monthly reports, the Contractor shall submit weekly schedules listing the work tasks, crew performing the task, and the projected hours to complete the task. The schedules shall be emailed to Director's Representative by Thursday at 4:OOpm for the upcoming week. Any changes in scheduling shall be reported in writing 48 hours before the proposed change and must be approved by the Director's Representative. The schedule shall include days of the week and what person/crew will be performing specific work in accordance with the specification. 1.3 Local Office - The Contractor shall maintain a physical office within the 714 area code (local office). The local office shall be open Monday through Friday 8:00 a.m. to 5:00 p.m. with a company representative present at all times. Answering services or mobile telephones will not be considered a local office. City of S= 2419-094 Exhibit 7 1.4 Emergency Response — The Contractor shall have an emergency "Stand-by" staff person assigned to respond to urgent calls after hours. The Contractor shall have the capability to answer calls immediately and respond to after-hours service within one (1) hour from the time the call is made. 1.5 Extra Work or Outside the Scope of Work -Damage or malfunction to site amenities, plant material or irrigation system equipment by any of the following may be considered outside the scope of this Agreement unless otherwise specified herein: -Acts of God -Civil Disorder -Vehicle Collision (excluding Contractor and its employees and subs) -Excavation or Re -surfacing of the Street -Power Failures -Underground Wiring Damage -Extra Work Requested by the Director's Representative Contractor will not be considered responsible for replacement. Contractor must prove to the satisfaction of Director's Representative that one of the above occurred in order to be excused from performing under the Agreement. Extra Work or Outside the Scope of Work -Damage (a.k.a. Extra Work) shall be compensated: i Labor- 25% above prevailing wage ii Materials- 15% above retail contractors cost ii Equip Rent-15% above contractor's cost All Extra Work or Outside the Scope of Work -Damage work shall be performed by Contractor's staff other than the routine maintenance staff assigned to the contract. Any staff routine maintenance Contractor's staff discovered performing Scope of Work - Damage work shall not be charged as Extra Work. 2.0 UNIFORMS AND VEHICLES IDENTIFICATION 2.1 The Contractor shall provide to all field personnel a standard uniform including but not limited to uniform company hats, collared work shirts, pants, jackets, cold weather vests and ANSI approved safety shoes. All uniforms will be marked by patch, silk screen or embroidery with the company name and logo or other form of identification. 2.2 All equipment shall be clearly identified on both sides and rear of the vehicles as belonging to the Contractor, well maintained, in excellent working condition, be clean in appearance and without extensive visible damage, dirt graffiti etc. In addition, all vehicles shall have the company's name, contractor's license number and contact information clearly identified on both sides and the rear of the vehicle. 2.3 The Director's Representative reserves the right to direct the Contractor to remove an employee or piece of equipment for not meeting high maintenance and appearance standards. 3.0 SAFETY REQUIREMENTS City of S= 2t 9-094 Exhibit 7 3.1 All work performed under this contract shall be completed with maximum safety as the priority above all other requirements. The Contractor shall be incompliance with his/her companies City approved Illness and Injury Prevention Program and all Federal, State and Local OSHA requirements, laws and regulations. 3.2 All work performed under this contract shall be performed in strict compliance with all federal, state and local safety laws, regulations or other authoritative mandates that protect workers and the general public, including but not limited to, blood borne pathogens, hazardous waste identification and transport and pesticide use and reporting. 3.3 In the event unsafe work is observed by City staff or otherwise reported, the Director's Representative may, at his discretion, order the Contractor to stop performing and pay all costs and or damages resulting from the delay. 3.4 The Contractor shall perform all safety training required by OSHA, CalOSHA and any and all authoritative government entities having authority over required safety training. 3.5 In addition, the Contractor shall submit to the Director's Representative each year upon renewal of the agreement his/her updated Illness and Injury Prevention Plan which shall include the annual OSHA safety training schedule and update OSHA safety training records and employee safety training certificates. All OSHA Training shall be performed by a certified OSHA Trainer. 4.0 SAFETY NOTIFICATION 4.1 If Contractor identifies a potential safety issue, Contractor shall: 4.1.1 Notify the public that potentially unsafe conditions exist by installing yellow "Caution Tape" and "A" frame barricades or equal substitute around the condition. 4.1.2 Notify the Director's Representative of the condition first by phone and then in writing (e-mail is acceptable) including digital photographs of the potential safety concern. Once the Contractor has notified the City and the public of the condition, as specified above, Contractor shall have no further responsibility regarding the condition. 5.0 UNDERGROUND ALERT SYSTEMS 5.1 Underground Alert Systems (telephone number 1-800-422-4133) must be notified 48- hours in advance prior to any excavation work. 6.1 Any damage to private property caused by Contractor shall be immediately reported to the property owner. Contractors shall pay for any damage caused to private property in performing this agreement. 7.0 ACCESS TO PRIVATE PROPERTY 7.1 Prior to any work involving private property, the Contractor shall notify the City of the proposed work and obtain all necessary permits and/or consent required from City and/or property owner City of S to Flt19-094 Exhibit 7 8.0 PROTECTION AND RESTORATION OF EXISTING IMPROVEMENTS 8.1 The Contractor shall protect City and/or private property adjacent to work areas including sprinkler systems, drain pipes, lawns, brick work, plantings, masonry work, fences, walls, sidewalks, street paving, etc., located on either public or private property. Contractor shall, at its expense, replace any property that is removed or damaged, other than property pre - approved for removal. Contractor shall abide by the City's "Policy for Driving on Park Property" (See Attachment 4). 9.0 TRAFFIC CONTROL 9.1 The Contractor will not interrupt traffic flow on City streets without obtaining a no -fee permit from the City. Prior to performing maintenance activities where Contractor employees work immediately adjacent City vehicular lanes 35 miles per hour or greater, or any other situation covered under the California MUTCD, the Contractor shall implement no -fee permitted City approved traffic safety plans to protect the health and welfare of its employees and the general public prior to commencement of the agreement. 10.0 MONTHLY REPORTS 10.1 Prior to the first of each month the Contractor shall submit to the Director's Representative for approval: 10.1.1 The Excel Park Maintenance Inspector's Inspection Schedule including a detailed annual, monthly, weekly and daily work schedules consistent with task frequencies in Exhibit A; 10.1.2 A copy of certified payroll sent to the Department of Industrial Relations (DIR) on the DIR required format/forms of employees assigned to the contract areas; 10.1.3 An updated organizational chart, or equal, listing the names, titles, schedules and number of Full -Time Equivalent (FTE'e) assignments of all persons working in the contract areas; 10.1.4 Invoices and packing slips of name, type and quantities of commodities purchased; 10.1.5 Annual/monthly pesticide use report completed on the City's Excel form; The information contained in the above referenced documents shall be updated with any new information as changes occur. The Director's Representative shall be immediately notified of any changes to the above information. Failure to submit a report by the first of each month shall result in a fine of $100.00 per day for each report submitted late. 11.0 WATER CONSERVATION & PROGRAMMING OF CONTROLLERS 11.1 The City shall be responsible for programming irrigation controllers and conserving water. The Contractor shall be responsible for all repairs and performing the weekly visible checks and the providing a monthly written pesticide use report on the City provided Excel spreadsheet form. 12.0 SPECIFICATIONS INTERPRETATION City of S2W2PA19-094 Exhibit 7 12.1 The intent of these specifications is known by the City of Santa Ana and SAPRF. Any questions relating to the interpretation of these specifications must be addressed, in writing, prior to the start of work. The Contractor agrees that interpretations of this contract after the start of work are at the sole discretion of the Director's Representative, and the Contractor shall abide by all such interpretations 13.0 PROTECTION OF EXISTING FACILITIES AND STRUCTURES 13.1 The Contractor shall exercise due care in protecting from damage all existing facilities, structures, and utilities, both above surface and underground on the City's property. Any damage to City, Santa Ana Park and Recreation Facilities (SAPRF), or private property caused by the Contractor's neglect shall be corrected and paid for by the Contractor at no cost to the City of Santa Ana or SAPRF. The City of Santa Ana and/or Director's Representative shall make the determination of fault. The Director's Representative reserves the right to issue a Stop Work Notice if the Contractor does not promptly repair any damage, within twenty-four (24) hours of the damage incurred. 13.2 If the Directors Representative requests or directs the Contractor to perform work in a given area, it will be the Contractor's responsibility to verify and locate any underground systems (i.e. utility lines) and take responsibility for taking reasonable precaution when working in these areas. 13.3 Contractor shall call Underground Alert (800) 422-4133) at least two working days prior to digging for line locations. Any damage or problems shall be reported immediately to the Director's Representative and the City of Santa Ana. If the Contractor discovers something unexpected or a unique problem occurs, he should stop work and immediately contact an authorized Director's Representative for a timely resolution of the problem. 14.0 SUBSTITUTIONS 14.1 Whenever a specific type of material is specified, no substitutions shall be allowed without written consent of the SAPRF representative. 15.0 CERTIFICATION & APPLICATION OF MATERIALS 15.1 All materials shall be delivered on the site in original containers. Materials shall be subject to inspection by the Director's Representative. The Director's Representative will not approve materials not meeting the SAPRF standards, and Contractor shall return any such non -satisfactory items at his/her cost. 15.2 No materials shall be applied prior to the Director's Representative verifying the specified quantities of materials. Furthermore, should the Contractor apply materials before the Director's Representative verifies correct materials and quantities, the Contractor shall not receive credit for the applied materials. The Contractor shall then reorder and deliver the materials, thereby not receiving credit for the applied materials. 16.0 CONTRACTOR NEGLECT City of SAr t19-094 Exhibit 7 16.1 Any damage to the City of Santa Ana, SAPRF, or private property, which has been determined to be due to the Contractor's neglect, shall be corrected at no additional cost to the City of Santa Ana or the SAPRF. 17.0 CONSTRUCTION EQUIPMENT 17.1 The Contractor shall take all necessary precautions for safe operation of his equipment and the protection of the public from injury and damage from such equipment. 18.0 SOUND CONTROL REQUIREMENTS 18.1 The Contractor shall comply with all local sound control and noise level rules, regulations and ordinances that apply to any work performed pursuant to the Contract. Each internal combustion engine used for any purpose on the job or related to the job shall be equipped with a muffler of a type recommended by the manufacturer of such equipment. No internal combustion engine shall be operated on the project without said muffler. Full compensation for conforming to the requirements of this section shall be considered as included in the prices paid for the various contract items of work involved and no additional compensation will be allowed therefore. Sounds, such as loud music, that are not related to the project, shall be kept at levels so as to not disturb the general public. 19.0 INQUIRIES AND COMPLAINTS 19.1 The Contractor shall maintain an office at some fixed place and shall maintain a telephone thereat, listed in the telephone directory in his own name or in the firm name by which he is most commonly known. Furthermore, the Contractor shall, at all times, have some responsible person(s), employed by the Contractor, to take the necessary action regarding all inquiries and complaints that may be received from the City of Santa Ana, Director's Representative, and/or private citizens during normal working hours. Whenever immediate action is required to prevent impending injury, death or property damage to the facilities being maintained, the Director's Representative may, after reasonable attempt to notify the Contractor cause such action to be taken by the SAPRF work force. All costs of any such action shall be charged against the Contractor, or the Director's Representative may deduct such cost from any amount due to Contractor. All complaints shall be abated as soon as possible after notification, to the satisfaction of the City of Santa Ana and/or Director's Representative. If any complaint is not abated within a reasonable time, the Director's Representative shall be notified immediately of the reason for not abating the complaint followed by a written report to the Director's Representative within five (5) days. If the complaints are not abated within the time specified or to the satisfaction of the Director's Representative, the Director's Representative may correct the specific complaint and the total cost incurred by the SAPRF will be deducted and forfeit from the payments owing to the Contractor from the SAPRF. Such cost shall include all SAPRF staff time required to resolve the problem and appropriate overhead charges 20.0 NOTIFICATION OF LOCATIONS OF WORK City of SAlr f N19-094 Exhibit 7 20.1 The Contractor shall notify the Director's Representative when the contractor's crews will be working within the SAPRF. Said notifications will be made on a daily basis by telephone, cell phone, fax, or by weekly written schedules which specify the entire weeks work locations. 21.0 WORK FORCE 21.1 The Director's Representative may evaluate each of the Contractor's staff and if he/she finds that a Contractors employee or sub -contractor's employee is not performing to the satisfaction of the Director's Representative, the Director's Representative shall require the Contractor to remove the employee from work sites at his or her discretion within 24 hours of written notice. 22.0 MATERIALS 22.1 The Director's Representative shall approve or reject all materials delivered to the work site. In addition, the Contractor shall not apply any materials until the Director's Representative inspects the materials to confirm they are correct per specifications. Note that the Director's Representative may stay at the work site to confirm that all materials are applied correctly and in the quantities specified. Materials applied by the Contractor prior to the Director's Representative inspecting the materials shall be considered not applied. Therefore, the Contractor shall not be given credit towards the quantity of the specified material required to be applied by the specification. The Contractor shall then be required to deliver the specified quantity of material to the work site and, following the Director's Representatives approval, apply the materials in the presence of the Director's Representative: Prior to the application or use of any materials the Contractor shall submit to the Director's Representative a minimum 48 hours before delivery to the work site a list of all materials and/or chemicals that may be used pursuant to the terms of this Agreement. The list shall include the name of the product, the products specifications, and the quantity of materials, prescribed method of use/application, Material Safety Data Sheets and chemical analysis where applicable, recommended usage and any other manufacturer's data that may be pertinent. The list must be submitted before any materials/chemicals are used pursuant to this Agreement. 22.1.1 The materials and chemicals utilized in furtherance of this Agreement shall comply with the following standards: 22.1.2 All fertilizers shall be complete, furnishing the required percentage of nitrogen, phosphoric acid and potash to keep turf, trees, shrubs and other plants in a healthy and vigorous growing condition. 22.1.3 Pesticides including but not limited to: Insecticides, fungicides, herbicides, algaecides, aviacides, and rodenticides shall be of the best quality obtainable and available on the market, properly labeled with guaranteed analysis, and brought to the job site in the manufacturer's original container. 22.1.4 Materials shall as specified herein, matching those existing at the work site, or as specified by the Director's Representative. City of SAr&t19-094 Exhibit 7 22.1.5 All materials delivered to the site shall be accompanied by a packing slip or other form from the vendor indicating the specific commodity delivered and the quantity. 23.0 TRASH DISPOSAL AND RECYCLING (Does not Apply) All organic waste (including leaves, grass clippings, brush, branches, and tree parts) resulting from work performed under this contract shall be disposed of pursuant to the requirements of the Santa Ana Municipal Code (SAMC) Chapter 16. Organic waste cannot be taken to a landfill. Every month, the Contractor shall submit receipts from licensed composters/green waste recycling facilities, to the Director listing the tons of organic waste recycled and the names and addresses of the composting or processing companies. As an alternative, the City may allow Contractor to dispose of green waste and trash in bins provided by the City. The City will determine the amount of green waste and trash allowed to be dumped in these bins based on historical amounts. Any additional disposal fees must be paid by Contractor. At no time will the contractor be allowed to dispose of trash or green waste that was not collected as part of this contract. If the City finds that the contractor is disposing of trash from other contracts, the City will discontinue this service for the contractor and the contractor will be required to pay for their own trash service.\ City Responsibilities 1.0 CITY -DIRECTOR'S AUTHORITY The Director's Representative is the only person authorized to direct changes in any of the requirements under the Agreement and, not withstanding any provisions contained elsewhere in the Agreement, and said authority remains solely in the Director's Representative. In the event that the Contractor effects any such changes at the direction of any person other than the Director's Representative, the changes will be considered to have been made without authority and solely at the risk of the Contractor. In addition, the Director's Representative shall have the authority to accept/reject materials, workmanship and to make changes in work or schedule, when the City determines that no extra costs are involved. The Director's Representative shall also have the authority to suspend portions of the specifications and withhold the cost of the suspended portion of the agreement at his/her discretion. The intent of these specifications is known by the City of Santa Ana. Any questions relating to the interpretation of these specifications must be addressed, in writing, prior to the start of work. When the performance of the work or completion per schedule is determined to be sub -standard or not on schedule, the Director's Representative may recommend that all or a portion of payment be withheld. In addition, the Director's Representative shall have the option to hire another qualified contractor to perform any portion of the work specified and withhold payment in the amount of the cost to hire the qualified contractor. Payment to be withheld shall be deducted from the next or subsequent monthly payment due, or if the amount is insufficient to cover payment, the Contractor shall be liable for said deficiency and will be billed accordingly. The Director's Representative shall decide all questions, which may arise as to the interpretation of the quality of work, manner of performance, completion per schedule, acceptable fulfillment of the Agreement by the Contractor, interpretation of the specifications, and compensation, including completion of work by alternate sources. City of S20�ty019-094 Exhibit 7 ^� APPENDIX ATTACHMENT 34; AGREEMENT STATEMENT CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR IPM & PEST CONTROL MANAGEMENT SERVICES RFP NO.: 19-094 Proposer understands that the PROPOSER will enter into an Agreement similar to that as shown in Attachment 2, in the Appendix of this REP. PROPOSER will be asked to sign a tentative agreement that will be subject the City final approval. If a PROPOSER is unwilling or unable to execute an Agreement within thirty (30) days after being notified of selection under this RFP, the CITY reserves the right to select the next most qualified PROPOSER or call for new Proposals, whichever the CITY deems most appropriate. PROPOSER concurs to the statements in the standard agreement, with the exception of the following: Peat optionm Inc. will not c,xaplate the zolidwing casks: Irrigation Repair is NoT included at all in this proposal IASpaCt ital- will not ba toetad by 3 A:tl, they will be completed during normalbusiness hours Algae treatment will be done using a separate proposal eid wil'. not he included in this proposal we PYApnsB tO Amen. Cna n idW1Ag Tab 9: Ground Cover & PalmalCycad Fertilization axe to be don, in ✓enUary-P'abruary & Jily-AngUat Compel in specified in this contract, it is not in production, it is omitted f.,om this proposal 'Rye removal is to be completed in April -way Full Time Equivalents Clarification: lie listed the number of FTE's as total at the bottom of each District, we did not offer a line item total. Firm peat ow Ions Inn. Signed and Printed Name: Title President Bate 11, 1 . 19 25E 29 Exhibit 7 EXHIBIT B SCHEDULE 25E-30 Exhibit 7 I0, Pest Options, Inc. Manner for Performing Service & Schedule: Manner for Performing Service: Weekly Events #1 Inspections: Will inspect for pest, weed, nutritional, and other issues such as disease. In addition, will provide efficacy data on any current treatment programs. Example: success of organic herbicide application or program. • Technician: Inspector #2 Postings: Any needed posting notices will executed • Technician: Inspector #3 Notice of Intents: Any NOI's will be executed • Completed by office staff 44 Reports: Any required summary reports, updates on special projects, etc. will be sent to contract administrator(s). • Completed by office staff Monthly Events #1 Weed and Pest Control: Any weed and or pest control service will be completed on a monthly basis. Posting & NOI's, please see above. • Technicians: 1 QAC or QAL, 1 assistant (minimum) for re-entry control • We will utilize a wide variety of spray vehicles/machines to ensure our applicators can access all areas of each site. For example, working on the PE trail can be done efficiently with our RTV vehicles whether it be for gopher or weed control, or for fertilization applications. Semi -Annual Events # 1 Fertilization Applications of Phyta Grow 7-1-2: We propose to expand the months of application due to the numerous variables involved with these applications. As a cost savings to the City we are proposing to apply in the Landscape and the PalmslCycads on the following schedule. Both of these proposed changes are listed on the Exceptions page. Additionally the material called for in the contract called Compel, is omitted from this proposal because it is no longer in production (per the manufacturer). This is also listed on the Exceptions page. No 100135S46 1 PC'A -?53W QAI. #Q8AW 9PCB PR94069 C270777703 PO Boz 5827, Om V CA 92W3&5927 714.224.7378 office 888.511.3584 fax Email: results@pestoptions.com 2!�E-31 Exhibit 7 �r Pest Options, Inc. substitute is recommended (at this time) and the cost of a possible replacement is not included in this proposal. • Application 1: January thru February • Application 2: July thru August • Equipment: Tractor with spreader • Technicians: I QAC or QAL and 1 assistant #2 Soils Testing: Gather and send samples to our chosen lab for bio-activity and basic NPK. The following schedule allows for testing to take place prior to the semi-annual fertilization applications. • Test 1: November • Test 2: May • Technician: Inspector Annual Events 41 Rye Removal: Application to remove ryegrass from priority turf fields • Application: April • Technicians: I QAC or QAL, I assistant (minimum) for re-entry control • Equipment: Toro 5700 Fairway Sprayer • Posting: completed by Inspector • Notice of Intent: office staff Note: We have had very good success with applications after dark. This doesn't necessarily mean spraying all night. All of our turf spraying equipment has lights for just this reason. We have worked on extremely high use fields in the past and this has been a very effective solution for meeting nature's timelines and limiting risk to both our company and our clients. The cost of night applications is not included in our fee structure and would be an additional cost. Schedule (see following page) t0015384(i I FICA 0753bg()AL 49VO4 SPCB PRY4089 C27 C77703 PO BM 5827, Orange. CA 9286XS827 714.224.7378 office 888.511.3584 fax Email: results@lpestoptions.com 25.-32 Exhibit 7 �' Pest Options, Inc. District I Schedule Week NW*RoutieEvents SemlAnn" FerhTzaton Sand Annual. Sods Testing Site Inspection NOI,Posting Weed& Pest Cooled Aepods Sdt Wftfiar Vededde �� ficallon AppCatnn Rspods NWficattin � Colledian Review Lab Report Reports CesarChevea . Campesno 72 hours Edna Pdar Corrgleted Send PCA ElSalvador Wediesdayy; 1 Week Pdorve* a rurs i dgafon a �ti per remmrere ded Weekly summaryd 1 Week Prior"Ity schedule Collect and PUA Recanmend a�witth atiadWlab knory Lam Riverview Monday 7 Thursday We"Wtedrle and matedati w�nled wb sendrotib revlewiab report to Roska wkhmAV adnns4ator nolover watered n with stated persarmel sites contrador admnshalor for analysis repods contrnd admnstrata 17d Santa Ana River TrWlibs older to avoid and eopment Fairview Triangle damp Nesdtope LIM Annual: RVegrass Removal of Priority Turf site NaOfi on km~ ve"aabon NO, Posting Application Reports Cesar Chavez 72 hours Prior. Completed per Campestno t Week Prior-, verify schedule ensure "ation is adequate and 48 Hours Prior sent to O.C. Ag 24 to 48 Hours Prior to recommenaded materials with Weekly summary of EI Saivador Riverview with contractor administrator sou is not over watered in order to avoid damage Commissioner Application stated personnel and equipment completed sites Rostra :00155846. WCge75169QAL-482W SPCB PR940BQ C27 #7777e3 PO Box 5827Orange, CA 92863.5827 714.224.7378 office 888.511.3584 fax Email: results@pestoptions.com ` 29E-33 Exhibit 7 Pest Options, Inc. District 2 Schedule WeeklyMoMhy Routine Events SentAnnual Ferdlbratlnn Sarni Annual. Sills Testing Ste Inspection 140l. Postlrg Rio tion Application Reports Nokafion Sample Review ab Reports Pet Co Vedgcatlon Vemiif sffon Collection Report Angels Community Monday Mondry Wednesday 8hc4 Cabrillo Cheppas Eldridge Fisher 72 haws 1 Week Prior ensure inigitim is Completed Po recamnena 1 Weak SeM PC4 Recommend French Prior veriy adequate ded y Callao end PCA w9 Mabury Weekly schedule with contrad admF)strator and sod is no aver watered in orderto avoid damage materials will) stated personnel and nt equipment swm)e or w �esled schedule cantredo With adm Mstrelar send al lab for aroy515 review lab repels eneMadie6 'Opal to comincl administrate Marpasa Morrison po,� View Samde'a pka Blke Trail Tuesday Tuesday Thursday Sarah Mae Dowr)le Herb Garden Santa Ana Sladlum Annual: Ryegrass Removal of Priority Turf Site Notification Irrigation Verification Not Posting Application Reports Angels Community 1 Week Prior verify 72 hours Prior: ensure irrigation is 48 Hours prior: sent to 24 to 48 Completed per recommene dad Weekly Birch Cabrilto Morrison schedule adequateand O C. Ag Hours Prior materials summary of Portola with soil is not oinordewatered Commission to h stated completed Santiago contractor in to er Application personnel personnel sites plus Bike adminstrator avoid damage damage and Trail equipment Santa Ana Stadium I00155846 IPC'A n75tek QAL e98209 SPC8 PR#4069 C27 #777703 PO Bar 5827. Orange. CA 92863-5827 714.224.7378 office $88.511.3584 fax Email: results@pestoptions.com ,I 25E-34 Exhibit 7 Pest Options, Inc. District 3 Schedule Weekljykto*4 Routine Events Semi Anmal. Fer8lzatim Semi Anlwal Solis Testing Site Inspedfm NO] Posting Weald Repa G Schedu a Irt gait on Application Repads Notification Sample :Review Lab Repotts Pes ControlVerification verkatbn I Colectien Repot Bomo Koral Wede�ayy t Week Priorvm* 72 hours Pda. ensure rogation is adequate i I Completed pef mo>me ded Y srf 1 Week � se Collect and PCAAil Send PCA Recommend atiaswlh attached lab oehi Lille Khg Madison Memorial Padk Ekckk Sandloart kxkldng Monday Mondry ��y Weddy sdledie and so' is matedak �gftd , with � send to lab mvkwlab report to aseao,5 p wlh conhad adnnstreor not over watered in order to 1 wdb slated personnel and sles conhadet iadmnstratm or aretyas raws comad admnisVato Segerstmin Flower hail avoid equipment FlowarWamer damage l to Sunflower PE Tral Chesnut M800 to Afton Bristol Annual: Ryegrass Removal of Priority Turf Site Notification Irrigation N01 Reports Verification Posting Application Boma Koral 1 Week 72 hours Prior: ensure Hours Completed per48 Delhi Prior verify irtigation is Prior: sent to 24 to 48 recontmened Weekly Lillie King 9 schedule adequate and is O C. Ag Hours Prior ad materials summary of Madison with contractor soil not Over watered Commission to Application with stated personnel completed sites Memorial adminstrator In er and avoid damage equipment 00155944 ImCA 97i36S VAf. a9a209 SPCA PRC4089 C27*777703 PO Box 5827: Orange CA 92883-5827 714.224.7378 office 888.511.3584 fax Email: results@pestoptions.com 21E-35 Exhibit 7 Pest Options, Inc. District 4 Schedule WeeklyNonthly Routine Events Send Annual Fertilization Semi Annual Sots Testing She Inspection NDI, Posting Weed Rods Schedule lifli;allon AApka� Reports Notification Samoa Reports Peal Control Ve.cadm Verikatlon I CollectionR RHeponab Moms Mende) Mondry Wednesday 72 hours prior C ew Centennial Heritage Jenne Santa Anita ThaMon Witdsa Bear Street SegersUom to I � Send FCA MaaYtlalr I Week I Prior verify ensure ktigation is adequate mcom urie ded Weekly 1 Week Prior verify WWI and PCA will Recommend tons withHal leb Greenville NO to We" schedule and sellis materials summary of schedub sand to lab m0ew lab efiarhad Segerstrom with contrau adminstrator not met watered in with staled personnel completed sties a� convectorcontract for enerysis repass report to edministrato Ralft Street Segerstromto order to andedminstretor Al avoid damage equipment McFadden. Triangle Tuesday Tuesday Thursday Sonia Ane Gar tot Sarah Mae Downie Herb Garden Annual Ryegrass Removal of Priority Turf Site Notification irrigation N01 Reports Verification Posting Application Adams 1 Week Prior verify schedule 72 hours Nor: Prl irrigation is a dequate and ggHours Prior, sent to O.0 Ag 24 to 48 Hours Prior Completed per recommene ded materials Weekly summary Centennial Heritage Jerome with contractor adminstrator soil is not Over wattered in order to Commission er Application with stated personnel completed sites Santa Anita Thornton avoid damage and equipment 4Vtndsor I 10015594L IM,g M751rn QAI."82(N) SPCB PR94089 C27 w777703 PO Box 5827: Orange, CA 92803.5827 714.224.7378 office 888.511.3584 fax Email: results@pestoptions.com 25 1-36 Exhibit 7 I' Pest Options, Inc. Civic Center Schedule Weekly/Monthly Routine Events Site Inspection NOI, Posting Weed & Pest Control Re orts p Civic Center I Monday Monday Wednesday I Weekly Semi Annual. Fertilization Saint Annual. Soils Testing Schedule Irtigation Application Reports Nallflcetlort Sample Review lab Reporb VeMcation VerlRwtion Collection Report 72 hours Prior Completed Send PCA ensure per i Wask Recommend t Weak Prior: verfy Irrigation Is adequate recommence ded Weekly Prior' verify - Called and PCA will olio". with achadula amf »ell iz matedals summary of schedule send lab review lab attached lab report to with contract not over with stated comItes d sties wih drndador Tor enatysis al reports contract adminstretor watered In peraonnel edmMslralor do aminlatrat order to and r avoid equipment damage Annual: Ryegrass Removal of Priority Tuff Notification Irrigation Verification NOI Posting Application Reports Completed 1 Week Prior. verify 72 hours Prior: ensure irrigation is 48 Hours 24 to 48 per recommene Weekly schedule adequate and Prior sent to O C. Ag Hours Prior ded materials summary of with contractor soil is not rn Commission to cation lierwatered App with stated completed sites admtnstrator in order to or personnel avoid damage and equipment :U0155846 PCA kr5158 QAI. #982n9 SPCA PR#4089 C27 #7TT703 PO Sm 5827. Orange, CA 92883.5827 714.224.7378 office 888.511.3584fax Email: results@pestoptions.com 25E-37 Exhibit 7 '' Pest Options, Inc. Zoo Schedule Weekly/Monthly Routine Events Site Inspection NOI. Posting Weed & Pest Control Reports Weekly Zoo Monday Monday Wednesday and Zoo Staff Semi Annual: FerQitizdan Semi Annual Soils Testing Schedule Irrigation Rt epors Notification oon Sample Review Lab Reports Verification Collection Report 72 hours Prior: Send PCA 1 Week ensure irrigation is Completed 1 Week Recommend Prior: verify adequate per Weekly Prior verify ations with schedule and soil is recommene summary of schedule attached lab with contract not over dad comp completed with Collect and PCA will report to adminstretor watered in materials sites contractor send to lab review lab contract order to with stated adminstrator for analysis reports administrato avoid personnel r damage and equipment and Zoo and Zoo and Zoo and Zoo and Zoo Staff Staff Staff Staff Staff No Priority Turf VM 1 i5846 I PCA a75168 QAI- auMpU9 SPC8 PRt4089 C27 0777703 PO Box 5827, Orange. CA 92683-5827 714.224.7378 office 888.511.3584fax Email resuits@pestoptions.com `r) 25E-38 Exhibit 7 EXHIBIT C IwD)DO.71404Z .YMIID1)I"mDI 25E-39 Exhibit 7 APPENDIX — ATTACHMENT 3-5: FEE SCHEDULE CITY OF SANTA ANA-REQUESTFOR-PROPOSALS-FOR` INTEGRATED PEST MANAGEMENT (IPM) & PEST CONTROL MANAGEMENT SERVICES (DISTRICTS 1) RFP NO.: 19-092 Pricing for each site and each task should be as accurate as possible. Based on funding availability, the City may amend and/or remove a site or a task from the scope of work without affecting pricing for other sites and/or tasks. District 1 IPM & Past Control Services Sol] Fertility & Fertllization Management & Data Collection (Total for District Only) Annual Total Ful4Tlma Equivalents Parka Acreage* Cesar Chavez/Campesino 7 $5,030-18 $5,672.20 $10,702.3e Eee batt=Llne Edna 2 $3,646-68 $1,750.60 $5,397.28 see Eottom Lvne El Salvador 9 $6,105.68 $5,319.26 $11,424.94 see bottom Line Memory Lane 0.60 $3,646.68 $1,218-00 $4,864.66 see tnzeem ame Riverview 8 $5,378.18 $3,711.40 $9,0e9.56 seem=...^-=.�e Rosita a $5,515.68 $5,721.22 $11,0236.90 see Other Acreage' 1711 St. & Santa Ana River Triangle 0.69 $3, 646.68 $1,218.00 $4, 864.68 see boccnm ntm Fairview Tri angle 0,73 $3, 646.68 $1,218.00 $4, 864.68 _ee boceem c.ne Centers/Facilities Acreage* Newhope Library 0.56 $3, 646. 58 $1, _'16. 00 $4, 864.68 ee t,occm,� 1O" Mgmt & Date Collection Total for District Only) $9, 500 Blank Annual Total $40,263.12 $27,046.68 $9,500 $67,309.80 Full -Time Equivalents meal mz Di.nx dsalstanc .25 c 3 Inspector .2 L a npp .zs see left *Acreage information is an estimate provided by the City. The Contractor is responsible for obtaining actual acreage information. Certification - I certify that I have read, understand and agree to the terms and conditions of this Request for Proposals. I have examined the Scope of Services and am familiar with the scope of work locations. I am familiar with all the existing conditions and limitation that may impact work requests. I understand and agree that I am responsible for reporting any errors, otnissions or discrepancies to the City for clarification prior to the submission of my proposal. Proposal Item Price - Provide costs for landscape maintenance. Fee must be inclusive of all costs, including but not limited to, direct and indirect costs for labor, overhead, incidental supplies, travel, mileage, and fuel, The proposer warrants that the prices, terms and conditioned quoted will be valid for a period of 120 days from the date the proposal is due, in order to allow time to award an agreement. Tracy Thompson Printed Name of Authorized Agent _ President Title _L 1.19 Signature of Autlloriz Agenr Dale 25t-40 Exhibit 7 APPENDIX ATTACHMENT 3-5: FEE SCHEDULE -CITY OF SANTA ANA REQUEST'FOR-PROPOSAL TOR INTEGRATED PEST MANAGEMENT (IPM) & PEST CONTROL MANAGEMENT SERVICES (DISTRICTS 2): RFP NO.: 19-092 Pricing for each site and each task should be as accurate as possible. Based on funding availability, the City may amend and/or remove a site or a task from the scope of work without affecting pricing for other sites and/or tasks. District 2 IPM & Pest Control Services Soil Fertility & Fertilization Management & Data Collection ITotalfor District Only) Annual Total Full -Time Equivalents Parks Acreage Anels Community 1.7 $4,004.16 __;--.-_ 15,683.50 Birch 2.4 $4,196.68 $2,432.80 $6, 629.49 see bottom L,,.e Cabrillo 7-3 1 $5, 134.58 $7,276.60 $12, 411.18 sae bottom maa Chep ass 0,4 1 $3,464.68 f $1,433.28 $5,079.96 sea b.ttt_mne Eldridge 1.2 1 $3,464.68 $1,863.84 $5,510.52 See bottom Lim Fisher 1.5 $3, 464.68 $2,494. $6, 140. 98 Sae bOC[ Llne French 0.2 3,464.61 $1,218.00 $4,864.68 sea beccam Lira Mabury 5.5 $3,820.68 $6, 061. BO $9,882.48 see bottom Lien Marl osa 0.5 $3,464.68 $1,218.00 $4,864.68 Bee boom Li. Morrison 5,9 $4, 784. Be $4,316.50 $9,102.38 see bottom L{. Portola 9.1 $5, 623.48 $8, 991.20 $14, 514.68 sea boccrn. tine Saddleback View 0.9 $3,646.68 $2, 02E.30 S5671.98 see b..t-cane Santiago (including bike trail) 2E 0 $16, 569. 00 $26, 605.60 $43, 174.60 sec torc_;�, cro, Centers/Fadlales Acreage Sarah Mae Downie Herb Garden 0.1 17,061.00 $1,218.00 $8,-79.00 see w«,m Li.. Santa Ana Stadium 6.9 $8, 822.20 $6, 73e.4o $16, 560.fi0 ee Loccum Llr,e Management & Data Collection Total for District Only) 59, 500 Blank Blank Annual Total $81,896.76 $75,472.94 $9,500 $157,369.70 Full -Time Equivalents 1�1.1 1az aeale[anc .o- .3 Leea 11 .7s Be. Left '""Round off Amounts to $10***** *Acreage and Linear Miles information is an estimate provided by the City. The Contractor is responsible for obtaining actual acreage information. Certification - I certify that I have read, understand and agree to the terms and conditions of this Request for Proposals. I have examined the Scope of Services and am familiar with the scope of work locations. I am familiar with all the existing conditions and limitation that may impact work requests. I understand and agree that 1 am responsible for reporting any errors, omissions or discrepancies to the City for clarification prior to the submission of my proposal. Proposal Item Price - Provide costs for landscape maintenance. Fee must be inclusive of all costs, including but not limited to, direct and indirect costs for labor, overhead, incidental supplies, travel, mileage, and fuel. The proposer warrants that the prices, terms and conditioned quoted will be valid for a period of 120 days from the date the proposal is due, in order to allow tune to award an agreement. Tracy ThoMpaon President Printed Name of Authorized Agent Title Signature of Authori#d Agent Dat1. e City of Santa Ana RFP 19 00 25E-41 Exhibit 7 APPENDIX ATTACHMENT 3-5: FEE SCHEDULE CITY OF SANTA A'NA`REQUESTFORTROPOSALS FOR " INTEGRATED PEST MANAGEMENT (IPM) & PEST CONTROL MANAGEMEN I SEitv1k:r.5 (DISTRICTS 3) RFP NO.: 19-092 Pricing for each site and each task should be as accurate as possible. Based on funding availability, the City may .. e___ .&.- ...,..-.. ..4•..,.,.t. ..,i46nn4 urrnnHno nrieino far nther sites and/or tasks. amens aUWU4 rcuavrc a auc m a .aan uv.0 w -- -- Management & IPM & Pest Sol] Fertility & Data Collection Annual Total Full -Time District 3 Control Services Fertilization (Total for Equivalents District Only) Parks Acreage• Bomo Klral 11.0 $6, 862.18 $10, 075.29 $16, 937.42 see bovmm woe Delhi 10.4 $6,983.39 $8,137-72 $15,121.10 sea bottom Lieu Lillie King 9.6 $6,264.98 $10,075.24 $16,340.22 sae mxmm bane Madison 6.0 $4,682.18 $5,662.00 $10,344.18 sae boeepr. pipe Memorial 15.5 $8,53B.18 $13,735.00 ._. $22,273.18 s«bottom :.ins Pacific Electric 1.4 $6,253.00 S1,593.20 $7,846.20 sae boecam cioe Sandpointe(Including paseos) 7.7 $10, 548.60 $6, 691.60 $17, 010.20 See twttom I.. 5egerstrorn 1.2 $3,286.68 $1, 894 .60 $5, 181.28 sea mccom Dina Linear Trails and Walkways Miles Flower Trail (Flower/Warner t0 1.5 $8, 726.08 $24, 695.09 Flower/Sunflower) $15, 969.00 PE Trail (Chestnut/Maple to 3.5 $36, 961.00 $17, 134.25 $54, 095.25 sea beccom acne Alton/Bristol Management& Date Collection S�, _.00 Blank Blank Total for District Only) - Annual Total $106,349.18 $83,494.93 $9,500 $189,844.11 Full -Time Equivalents r,r.,, Uie[ric[ 3 S pecWi .3 :.cad Rpo .75 Aaefa` .7 Sae Left ""'Round off Amounts to $10""' *Acreage information is an estimate provided by the City. The Contractor is responsible for obtaining actual acreage information. Certification - I certify that I have read, understand and agree to the terms and conditions of this Request for Proposals. I have examined the Scope of Services and am familiar with the scope of work locations. I am familiar with all the existing conditions and [imitation that may impact work requests. I understand and agree that I am responsible for reporting any errors, omissions or discrepancies to the City for clarification prior to the submission of my proposal. Proposal Item Price - Provide costs for landscape maintenance. Fee must be inclusive of all costs, including but not limited to, direct and indirect costs for labor, overhead, incidental supplies, travel, mileage. and fuel. The proposer warrants that the prices, terms and conditioned quoted will be valid for a period of 120 days from the date the proposal is due, in order to allow time to award an agreement. Tracy Thompson Presidenr Printed NeAc of Auth. Title 1.1.19 Signature ofAuthodlzed Agent Date - City of Santa Ana R 25E-42 Exhibit 7 APPENDIX ATTACHMENT 3-5! FEE SCHEDULE 7 CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR INTEGRATED PEST MANAGEMENT (IPM) & PEST CONTROL MANAGEMENT SERVICES (DISTRICTS 4): RFP NO.: 19-092 Pricing for each site and each task should be as accurate as possible. Based on funding availability, the City may' amend and/nr remove a site or a task from the seome of work without affecting Dricine for other sites and/or tasks. District 0 IPM & Pest Control Services Soil Fertility & Fertilization Management & Data Collection (Totalfor District Only) Annual Total Full -Time Equivalents Parks Aaea e Adams 7 s4, e92.6e .1 .p:. $1e, 016.4e se.°b.,,coa uae Centennial 87 $21, 964.75 $37, 534.20 $59, 528. 95 s^^ boccie I— Herita e 8 $5,034.43 $5, 392�90 $10,427.33 s^^ bo[mn Liao Jerome 14 $9,9333.43 $13,508.9E $22,942.39 sue boadn Lane Santa Anita 5 $4.626.41 $5. 199.15 $9.827.50 see bo .. LLre Thornton 35 $ $44, 193.70 sac bdecon Lon Windsor 12 $7, 347. f8 $8,460.64 $15, 908.32 ,_,. L,_..a, Trills and Wilkwayll tlMar, Mlles' Bear Street (Segertrom Ave. to MacArthur Blvd. 0.49 $8, 861.00 $2, 294.40 $11, 155.4U s°e baccuc. Lnia Greenville Street (North of Hall Ave. to Segerstrom Ave.) 0.38 $8, 861. 00 $2. 294.40 $111155.406^^ b„ccam :wn^ aaitt Street(Segertronl Ave. to Alton Ave.) 0.25 $8,861.00 52, 294.40 $11, 155.40 .gym noao,,, lean Dear Acreage McFadden Triangle 0,94 $3, 646.69 $1,218.00 s4, 9e 4.69 sua berm^L:ac Contort FticllftNf Acrea o 043 .Fi-plrK-r&9' 6ae bo[:um Lf ne Management & Data Collection Total for District Only) $9, soo Blank Annual Total $112,9eo.22 $114,423.05 $9,500 , Full -Time Equivalents - ota: 1f0 96,5.6„3 Sae Lett ""`Round offAmounts to $10""0 *Acreage and Linear Miles infonuation is an estimate provided by the City. The Connector is responsible for obtaining actual acreage information. Certification - I certify that 1 Have read, understand and agree to the terns mad conditions of this Request for Proposals. I have examined the Scope ol'Services and am land liar with the scope of work locations. I am tamiliar with all the existing conditions and limitation that may impact work requests. I understand and agree that I am responsible for reporting any errors, omissions or discrepancies to the City for clarification prior to the submission of my proposal. Proposal Item Price - Provide costs for landscape maintenance. Fee must be inclusive of all costs, including but not linuted to, direct and indirect costs for labor, overhead, incidental supplies, travel, mileage, and fuel. I he proposer warrants that the prices, terms and conditioned quoted will be valid for a period of 120 days rrom the date the proposal is due, in order to allow time to award an agreement. IYBr:y '!'hompAmi Prs e. tcNYt Printed Natne of Authorized Agent I it le Signanne of AuthOrgcd Agent —.� __... Date Cit4 of F;nnlLi Ai o Pt P I!) aSl4 Irk 25E-43 Exhibit 7 APPENDIX ATTACHMENT 3-5: FEE SCHEDULE CITY OF SANTA AWA REQUES'FI"K YKVYI/SALJ r vx INTEGRATED PEST MANAGEMENT (IPM) & PEST CONTROL MANAGEMENT SERVICES (DISTRICTS A) RFP NO.: 19-092 Pricing for each site and each task should be as accurate as possible. Based on funding availability, the City may k f thewor without f k ithou t affecGa rici for other sites and/or tasks. amend and/or remove s site or a tas rom sco o IPM & Pest Soil Fertility & Management & Annual Total Full -Time District A Control Services Fertilization Data Collection Equivalents Centers/Facilities Acreage* Civic Center $40,323.00 $15,734.00 $9,500 555.057,00 See Helow Full -Time Equivalents oi.tricc A : -coa .is ,Aaa 1 .xs aneisra„r 21 See Left "Acreage information is an estimate provided by the City. The Contractor is responsible for obtaining actual acreage information. Certification -1 certify that I have read, understand and agree to the terms and conditions of this Request for Proposals. I have examined the Scope of Services and am familiar with the scope of work locations. I am familiar with all the existing conditions and limitation that may impact work requests. 1 understand and agree that I am responsible for reporting any errors, omissions or discrepancies to the City for clarification prior to the submission of my proposal. Proposal Item Price - Provide costs for landscape maintenance. Fee must be inclusive of all costs, including but not limited to, direct and indirect costs for labor, overhead, incidental supplies, travel, imileage, and fuel. The proposer warrants that the prices, terms and conditioned quoted will be valid for a period of 120 days from the date the proposal is due, in order to allow time to award an agreement. Tracy Thompson --resident Printed Name of Authorized Agent Signature ofAulh .gent City of Santa Ana RF P 19-094 25�4 Date Exhibit 7 APPENDIX ATTACHMENT 3-5: FEE SCHEDULE CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR INTEGRATEI) PEST MANAGEMENT (IPM) & PEST CONTROL MANAGEMENT SERVICES (SANTA ANA ZOO) RFP NO.: 19-092 Pricing for each site and each task should be as accurate as possible. Based on funding availability, the City may A __-u__ - -I.- - ....e..L r -- the wuhnvt affpetino nricino fnr other sites and/or tasks. IPM & Pest Soil Fertlllty & Management & Annual Total Full -Time District A Control Services Fertilization Data Collection Equivalents Centers/Facilitles Acreage' Zoo $24, a.e.au Puit-Time Equivalents Total zoo inepe=tjI c.ad App .: A..i Itart .a "Acreage information is an estimate provided by the City. The Contractor is tcsponsible for obtalttmg actual acreage information. Certification - I certify that I have read, understand and agree to the terms and conditions of this Request for Proposals. I have examined the Scope of Services and am familiar with the scope of work locations. I am familiar with all die existing conditions and limitation that may impact work requests. I understand and agree that I am responsible for reporting any errors, omissions or discrepancies to the City for clarification prior to the submission of my proposal. Proposal Item Price - Provide costs for landscape maintenance. Fee mast be inclusive of all costs, including but not limited to, direct and indirect costs for labor, overhead, incidental supplies, travel, mileage, and fuel. The proposer warrants that the prices, terms and conditioned quoted will be valid for a period of 120 days from the date the proposal is due, in order to allow time to award an agreement. Tracy Thompson President. Printed Name of Authorized Agent Title 1.i.. 19 Signature of Authorized. i Date 2k'--45 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE: APPROVE AN AGREEMENT WITH BLUERAY MANAGEMENT, LLC. FOR MANAGEMENT AND OPERATION SERVICES OF THE AQUATICS PROGRAMS AT CITY POOLS FOR AN ANNUAL AMOUNT NOT TO EXCEED $169,467 FOR THE PERIOD OF JANUARY 21, 2020 TO JANUARY 20, 2021 WITH TWO, ONE-YEAR RENEWAL OPTIONS (TOTAL AMOUNT OF $508,401) TO BE FUNDED BY THE GENERAL FUND AND CANNABIS FUND {STRATEGIC PLAN NO. 5,61 /s/Kristine Ridge CITY MANAGER CLERK OF COUNCIL USE ONLY: :••e• s ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER RECOMMENDED ACTION Authorize the City Manager to execute an agreement with Blueray Management, LLC. for management and operation services of the aquatic programs at City pools for an annual amount not to exceed $169,467 for the period January 21, 2020 to January 20, 2021, with two, one-year renewal options, for a total agreement amount of $508,401.00, to be funded by the General Fund and Cannabis Fund, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION City staff reviewed the current management and operations of aquatics programs and services provided by the City. The model utilized for many years included part-time staffing and contract services. The results of the analysis revealed the need to move aquatic management and operations to the next level by expanding the safety standards, eliminate staffing challenges, provide highly trained and experienced staff, and create a safe, family -oriented swimming environment. In addition, City staff desired to solicit proposals for a contracted service provider to facilitate the entire aquatics operations. On November 7, 2019, the City issued a Request for Proposals (RFP) seeking qualified and experienced aquatic facility operators to submit proposals for seasonal and year-round aquatic programs at City pools, including swimming lessons, recreational/open swim, swim team, and water polo coaching, aqua aerobics, lap swim, and lifeguard training services. Seasonal programming will be offered at the four City pools beginning in May 2020 and year-round programming will be offered at one City pool (Memorial) beginning in Winter/Spring of 2020. 25F-1 Agreement with Blueray Management, LLC. for management and operation services of the aquatics programs at city pools January 21, 2020 Page 2 PlanetBids.com is the website the City uses to post RFP's to solicit proposals from vendors. There were 89 vendors notified of the project (four Santa Ana companies), seven vendors downloaded the documents (zero Santa Ana companies), and the city received one proposal. Even though there was only one proposal, an evaluation committee consisting of representatives from the City reviewed and rated the proposal according to the criteria listed in the RFP. Based upon the proposal, the evaluation committee determined that the Blueray Management, LLC (Blueray) was qualified and had the capacity to operate the aquatics programs. Blueray is the existing contractor for many aquatic services at the City pools. As an existing partner with the City, Blueray has provided professionally reputable programs. Blueray's proposal would continue to provide swimming programs as under the current model, but would now include the management and operation of the open -swim component for a cost of $169,467. As a result of Blueray providing 100 percent of the aquatic operational programming at City pools, the City will no longer collect revenue related to the Open Swim Program that was previously managed by the City, estimated at approximately $25,000 per year. The salient terms of the agreement are as follows: • One year agreement with two, one-year renewal options (possible re -negotiations after each year) • Blueray will be responsible for all operations of the pools • Blueray will be responsible for all program materials needed (City will provide space on City Brochure to market the aquatics programs) • Blueray will retain all revenue from operations (programs, open swim, leagues, etc.) • Blueray will have an annual audit completed and make all audit records available to the City within 60 days of the end of the calendar year. • City responsible for maintenance and utilities of the facilities and pool areas. City will work with the Operator on the water temperature, but cannot guarantee a set water temperature. The City understands that this may have an effect on whether a session is canceled. City will install lane line eyebolts at Memorial Pool. • Blueray must obtain City approval for rate changes • Blueray must obtain City approval for schedule changes (in instances where public access is modified) Approval of this agreement will be a benefit to the public (extended swim season, consistent staffing levels at pools). STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Strategic Plan Goal #5 — Community Health, Livability, Engagement & Sustainability, Objective #6 (focus projects and programs on improving the health and wellness of all residents). 25F-2 Agreement with Blueray Management, LLC. for management and operation services of the aquatics programs at city pools January 21, 2020 Page 3 FISCAL IMPACT The yearly amount will be paid in six equal installments starting in April of each year. Funds are available in the following account for the specified fiscal vear of the term: Fiscal Accounting Fund Accounting Unit, Account Amount Year Unit -Account Description Description FY 19-20 01113230- General PRCSA-Recreation & Comm. Svcs., $84,733.50 62300 Fund Contract Services -Professional Funds will be budgeted and made available in the following account for the specified fiscal year of the initial term: Fiscal Accounting Fund Accounting Unit, Account Amount Year Unit -Account Description Description FY 20-21 01213020- Cannabis PRCSA-Youth Services, $84,733.50 62300 Fund Contract Services -Professional If renewed, funds will be budgeted and made available in the following account for the specified fiscal vears for the remainina renewal periods for a total agreement amount of $508.401.00. Fiscal Accounting Fund Accounting Unit, Account Amount Year Unit -Account Description Description FY 20-21 01213020- Cannabis PRCSA-Youth Services, $84,733.50 62300 Fund Contract Services -Professional FY 21-22 01213020- Cannabis PRCSA-Youth Services, $169,467.00 62300 Fund Contract Services -Professional FY 22-23 01213020- Cannabis PRCSA-Youth Services, $84,733.50 62300 Fund Contract Services -Professional Lisa Rudloff Executive Director Parks, Recreation, and Community Services Agency Exhibit: 1. Agreement Kathryn Downs, CPA Executive Director Finance and Management Services Agency 25F-3 Exhibit 7 AGREEMENT TO OPERATE AND MANAGE ALL CITY POOLS THIS AGREEMENT is made and entered into this 21st day of January, 2020 by and between Blueray Management, LLC, a California Limited Liability Company ("Provider"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. City issued Request for Proposal ("UP") No. 19-111 for an Aquatics Program Operator. Provider submitted their proposal dated November 7, 2019 in response to RFP No. 19-111 (Provider's proposal is incorporated by reference as though completely set forth herein). B. The City desires to retain a Provider, having special skill and knowledge in the field of public pool management including but not limited to staffing, training, and safety services ("lifeguard services") for the City's pools. 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. 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 manage, staff, and operate all City Pools as more fully discussed in Exhibit A and Provider's proposal. 2. COMPENSATION a. City agrees to pay, and Provider agrees to accept as total payment for its services under this Agreement, the rates and charges identified in the attached portions of Provider's Proposal attached hereto as Exhibit B. b. The total sum to be expended under the term of this Agreement shall not exceed an annual amount of $169,467.00. The total Agreement not to exceed amount, including all optional renewals, shall not exceed $508,401.00. The annual amount shall be paid over six (6) equal monthly installments from April through September as outlined below: #21956v2 251F-4 Exhibit 7 Invoice Date Payment Amount April 1st $28,244.50 May ls` $28,244.50 June lst $28,244.50 July 1" $28,244.50 August 15' $28,244.50 September 15t $28,244.50 October 1" $0 November 1" $0 December 1' $0 January 1' $0 February 1" $0 March 1" $0 C. Provider will invoice the City on the first of each month. 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, and Scope of Work, which may reasonably be expected by City. MIMME Y �f AVId This Agreement shall commence on January 21, 2020 and terminate on January 20, 2021, unless terminated earlier in accordance with Section 15, below. There shall be two optional one- year extensions allowed pursuant to this Agreement and exercisable by the City with the approval of the Provider. Additionally, the parties agree that certain specified sections of this Agreement will survive termination or expiration of the Agreement. 4. INDEPENDENT PROVIDER Provider and its employees, agents and officers shall, during the entire term of this Agreement, be construed to be independent Providers and not employees 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. Provider is not an agent, representative, or employee of the City and Provider shall have no authority to act on behalf of the City. 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: #21956v2 25i-5 Exhibit 7 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. There shall not be any exclusion for coverage of sexual molestation. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $2,000,000 per occurrence, with $3,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary 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. C. Worker's Compensation Insurance. In accordance with the California Labor Code, Provider, if Provider has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Provider agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If Provider is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. e. The following requirements apply to the insurance to be provided by Provider pursuant to this section: #21956v2 (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 by the City. (iii) Certificates and policies shall state that the policies shall not be cancelled or reduced in coverage or changed in any other material aspect, by Provider, without thirty (30) days prior written notice to the City. (iv) Provider shall supply City with a fully executed additional insured endorsement. (v) To the extent that Provider has insurance coverage in excess of that set forth in this Agreement, City shall be entitled to coverage to the full extent of 25P-6 Exhibit 7 Provider's insurance coverage in place during the term of this Agreement. 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 affect Provider's right to be paid for its time and materials expended prior to notification of termination. Provider waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 6. INDEMNIFICATION Provider agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, Providers, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Provider or its 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 Provider further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. This indemnification provision shall survive expiration or termination of this Agreement. 7. RECORDS Provider shall keep records and invoices in connection with the work to be performed under this Agreement. Provider shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Provider under this Agreement. All such records and invoices shall be clearly identifiable. Provider shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Provider shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Provider under this Agreement. This records provision shall survive expiration or termination of this Agreement. #21956v2 25V-7 Exhibit 7 8. CONFIDENTIALITY If Provider receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Provider agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Provider disclosed in a publicly available source; (c) is in rightful possession of the Provider without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Provider without reference to information disclosed by the City. This confidentiality provision shall survive expiration or termination of this Agreement. 9. CONFLICT OF INTEREST CLAUSE Provider covenants that it presently has no interest and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 10. BACKGROUND CHECK REQUIREMENTS Provider shall not assign any employee, agent, subcontractor or volunteer to provide services pursuant to this Agreement, if that employee, agent, subcontractor or volunteer is required to register as a sex offender under California Penal Code Section 290 et seq, has a conviction for any crime of moral turpitude, has a conviction for a violent felony as defined in California Penal Code Section 667.5(c), or has a conviction for a serious felony as defined in California Penal Code Section 1192.7(c). Disqualifying convictions include but are not limited to, violations of California Penal Code Sections 37, 128, 136.1 with Section 186.22, 187, 190-190.4 and 192(a), 205, 206, 207-209.5, 211, 212, 212.5, 213, 214, 215, 218-219, 220, 236.1(b) or 236.1(c), 243.4, 261, 261.5, 273.5, 262, 264.1, 266, 266c, 266h, 266i, 266j, 267, 269, 272, 273a, 273ab, 273d, 285, 286, 288, 288a, 288.2, 288.3, 288.4, 288.5, 288.7, 289, 290, 311.1, 311.2, 311.3, 311.4, 311.10, 311.11, 314, 347(a), 368, 417(b), 451(a),518 with 186.22, 647.6, 653f(c), 664 and 187, 667.5(c), 18745, 18750, or 18755, 12022.53, 11418(b)(1) or (b)(2); Business and Professions Code Section 729. Failure to comply with this Section shall be grounds for immediate termination of this Agreement. 11. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: #21956v2 25fF-8 Exhibit 7 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 With copy to: Executive Director Public Works Agency City of Santa Ana 20 Civic Center Plaza (M-21) P.O. Box 1988 Santa Ana, CA 92702 To Provider: Blueray Management, LLC 10661 Ellis Ave., Ste. E Fountain Valley, CA 92708 Attn: Abdullah Pearose, President Email: abbv«iswimblueray.com Fax: (949) 494-7066 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these timeframes, weekends, federal, state, County or City holidays shall be excluded. 12. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Provider regarding the subject matter herein, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. 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 or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. #21956v2 25V-9 Exhibit 7 13. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Provider, it 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 Providers retained by City. 14. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 15. TERMINATION Except as otherwise provided herein, 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 the effective date of termination. 16. NON-DISCRIMINATION Provider shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Provider affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 17. JURISDICTION -VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. This jurisdiction provision will survive expiration or termination of this Agreement. #21956v2 25F-10 Exhibit 7 18. 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 its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 19. SEVERABILITY In the event that one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement, which shall be interpreted to carry out the intent of the parties hereunder. 20. EXHIBITS All Exhibits referenced herein and/ or attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 21. AUTHORITY The person(s) executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by so executing this Agreement, the parties hereto are formally bound by the provisions of this Agreement. 22. COUNTERPARTS This Agreement may be executed by the parties hereto in separate counterparts, each of which when executed and delivered shall be an original, but all such counterparts shall together constitute one and the same instrument. Each counterpart may consist of a number of copies hereof each signed by less than all, but together signed by all of the parties hereto. 23. ELECTRONIC SIGNATURES This Agreement and counterparts of this Agreement may be executed and delivered by facsimile or other electronic means by any of the parties to this Agreement. The facsimile, email, or other electronically delivered signatures of the parties shall be deemed to constitute original signatures. #21956v2 25F-11 Exhibit 7 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: Daisy Gomez Clerk of the Council APPROVED AS TO FORM SONIA R. CARVALHO City Attorney By: Cuwk �y&nL Laura A. Rossini Senior Assistant City Attorney RECOMMENDED FOR APPROVAL Lisa Rudloff Executive Director Parks, Recreation and Community Services Agency #21956v2 CITY OF SANTA ANA Kristine Ridge City Manager PROVIDER Name: Abdullah Pearose Title: President Blue Ray Management LLC. 25P-12 Exhibit 7 APPROVED AS TO FORM SONIA R. CARVALHO City Attorney By:1W Laura A. Rossini Senior Assistant City Attorney RECOMMENDED FOR APPROVAL PROVIDER Title: President Blue Ray Management LLC. 0 Lisa Rudloff Executive Director Parks, Recreation and Community Services Agency 9 25F-13 Exhibit 7 #21956v2 EXHIBIT A SCOPE OF SERVICES/PROPOSAL 25P-14 Exhibit 7 1. MANAGEMENT AND OPERATION SERVICES Provider is responsible for the management and operations of the five (5) City pools. Provider's responsibilities include recruiting, training, hiring and supervising staff, planning, scheduling and promoting programs; register participants; collect program fees and manage private pool reservations. 1.1 AQUATICS PROGRAMS Provider is responsible for the planning, scheduling, staffing, promotion and registration for all aquatics programs at City pools. City will have final approval of all schedules for Aquatics Programs and Provider will not change schedule without City approval. Programs proposed by Provider and approved by the City include: #21956v2 1.1.1 SWIM LESSONS Provider will offer public swim lessons according to the nationally recognized American Red Cross Learn -to -Swim Program. The programs will operate on a schedule determined by the provider and approved by the City. A maximum of six (6) registered swim participants per instructor with the exception of the Parent & Me and Adult swim classes, for which courses can accommodate up to 10 participants per instructor. 1.1.2 RECREATION/OPEN SWIM Provider will offer two (2) daily recreation/open swim sessions at five (5) pools for people of all ages and swimming abilities. 1.1.2.1 WATER SAFETY VISUALS Provider shall submit visual diagrams of all 5 CITY Pools noting examples of Safety Rotation and Zone Transfer plans. 1.1.3 SWIM TEAM The Provider will offer a swim team program at five (5) city pools for all interested participants, ages 5-17. The swim team program will operate on a schedule determined by the provider and approved by the City. Teams will compete in the City's traditional events. All Meets governed by United States Swimming (USS) rules and regulations. 1.1.4 WATER POLO The Provider will offer a water polo program at Memorial Pool for all interested participants ages 9-14. 1.1.5 AQUA AEROBICS The Provider will offer an aqua aerobics program, for ages 18 and over at Salgado Pool. 250-15 Exhibit 7 1.1.6 LAP SWIMMING The Provider will offer a lap swim program, for all interested participants. 1.2 PERSONNEL The Provider is responsible to provide reasonable and adequate staffing to maintain operations. The staff will have the required qualifications and certifications for each particular position. The Provider will maintain appropriate and safe ratios for lifeguards to pool users. The Provider will maintain reasonable evidence and documentation of their hiring practices, background checks, certifications, and training (Preservice/employment orientation, on-the-job training, and on -going in- service training) and have these records accessible by the City at any time following proper notice. The Provider shall maintain adequate layers of protection including active supervision and formal and informal staff evaluation. The Provider shall demonstrate that executive staff can provide adequate oversight, planning, and management to maintain operations and perform all necessary business practices. 1.3 SAFETY AND SECURITY Provider is expected to maintain total safety and security within the aquatic facilities and the immediate surrounding area. Operator shall utilize Safety Manuals, Emergency Action Plans and/or Risk Management Plans. In the event of an incident resulting in an injury to any person requiring transportation of any individual to the hospital or death, Provider will notify the Executive Director of the Parks, Recreation, and Community Services Agency via telephone within 1 hour of the incident. 1.4 HOURS OF OPERATION The Year -Round and Seasonal Aquatics Programs shall operate Tuesday through Sunday from 9:00 a.m. to 9:00 p.m. (Except for recognized City Legal Holidays). Provider will not change the schedule without City approval. 1.5 SPECIAL EVENTS AND FACILITY RENTALS Any special events and/or rental of the aquatics facilities requires written approval from the Executive Director and or his/her designee. 1.6 PROGRAMS AND USE OF FACILITIES FEES Fees for classes, programs and facility rentals to be proposed by Provider and approved by the City. Provider will not change fees without City approval. Provider will retain 100 percent of all fees collected. 1.7 REPORTING Provider shall submit monthly statements of gross receipts from all categories of income in a format approved by the City. No later than sixty (60) days after the end of the calendar year, Provider shall submit a detailed audited income and expense statement to the City's Executive Director of Parks, Recreation, and Community Services Agency for the past year's operation. #21956v2 25P-16 Exhibit 7 1.8 CITY COSTS The City shall be responsible for all maintenance, repairs and utilities related facility expenses. City will work with Provider on the water temperature but cannot guarantee a set water temperature. City will install lane line eye bolts at the Memorial Pool. 1.9 PROVIDER COSTS Provider is responsible for the following and its related costs: #21956v2 1.9.1 Janitorial Provider shall maintain facilities in an orderly, clean and professional condition at all times, including but not limited to daily visual Inspection of locker room and restrooms. 1.9.2 Facilities and Equipment Provider shall supply all necessary equipment and furnishings related to successfully operating an aquatics program. 25F-17 Exhibit 7 #21956v2 EXHIBIT B FEES/COST PROPOSAL 250-18 Exhibit 7 .4 f` 2020 Aquatics Programming Price List Swim Lessons Weekday Lessorrs(8 total classes per session) • Group Lessons: $50.00 per participant, per session. • Private Lessons o $80.00 per participant, per 4 x 20 min lessons. o $120.00 per participant, per 4 x 30 min lessons. Saturday Lessons (6 total classes per sessions • Group Lessons: $40.00 per participant, per session. • Private Lessons o $80.00 per participant, per 4 x 20 min lessons. o $120.00 per participant, per 4 x 30 min lessons. Program Note: A minimum of four (4) students is required in order for group lesson(s) class to be offered. Swim Team Year-round Programming • $60.00 per participant, per month. Summer Swim Team Programming (June Augurs Annually) • $250.00 per participant, per summer. • Package includes all practices, swim meets, team shirt, teary suit and swim cap. (does not include scmaf fees) Water Polo Splashball • $60.00 per participant, per month. Youth Water Polo Proreram • Boys & Girls 14 years and Under: $40.00 per participant, per month • Boys & Girls U 16 & U18: $40.00 per participant, per month. • Note: Does not include any team apparel or tournament fees. Aqua Aerobics • Free for the first month for any City of Santa Ana Resident during the month of June 2020, 25F-19 Exhibit 7 Opportunity to build interest among the community. • $2.00 per participant, per class. Recreational Open Swim/Lao Swim • To be collected by the City of Santa Ana Staff. • Suggested pricing (same as previous years) o $1.00 for Children o $2.00 for Adults American Red Cross Health and Safety Courses • Lifeguarding Certification Course: $185.00 per participant. • Lifeguarding instructor course: $395.00 per participant • Lifeguard Management course:$125.00 per participant • Safety Training for Swim Coaches: $125,00 per participant • Adult/Child/ Infant First Aid / CPR / AED: $75.00 per participant Leaders in Training Program • Free to any City of Santa Ana resident, Ages 13-1.5. 25F-20 Exhibit 7 Snlgnd. and El Salvador Pools sbifl w6udulw MOMOM Day weelrend - lobos Duy Wwlmnd Euwd OnlLo2020Y20213AUSD Ina0uwiunal SrJmdule M. 61Aloo W 2 ATv ].ifi E8.226CO x.co Im.M1cr sa 9i:enan 25F-21 Exhibit 7 25F-22 Exhibit 7 25F-23 Exhibit 7 a3^ OF z, 25F-24 Exhibit 7 25F-25 Exhibit 7 25F-26 Exhibit 7 Proposed Lifeguarding Budget for 2020 Season Locations: Salgado Community Center Proposed Shifts Proposed Billable Hours Rate per Hour Lifeguard 952.5 Hours $24.00/Hour Supervisor 158.75 Hours $28.00/Hour Total Proposed $27,885.00 Budget Proposed Lifeguarding Budget, for 2020 Season Locations: El Salvador Community Center Proposed Shifts Proposed Billable Hours Rate per Hoar Lifeguard 952.5 Hours $24.00/Hour Supervisor 158.75 Hours $28.00/Hour Total Proposed $27,885.00 Budget Proposed Lifeguarding. Budget for 2020 Season Locations: Santa Anita Community Center Proposed Shifts Proposed Billable Hours Rate per Hour Lifeguard 1013 Hours $24.00/Hour Supervisor 112.5 Hours $28.00/Hour Total Proposed $27,999.00 Budget Proposed Lifeguarding Budget for 2020 Season Locations. Jerome Community Center Proposed Shifts Proposed Billable Hours Rate per Hour Lifeguard 1350 Hours $24.00/Hour Supervisor 112.5 Hours $28.00/Hour Total Proposed $36,261.00 25F-27 Exhibit 7 Budget Proposed Lifeguarding Budget for 2020 Season Locations: Memorial Community Center Proposed Shifts Proposed Billable Hours Lifeguard 1899 i-Tours Supervisor 112.5 Hours Total Proposed $49,437.00 Budget Rate per Hour $24.00/Hour $28.00/1-lour 25F-28 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE APPROVE A THREE-YEAR AGREEMENT FOR VOLUME LICENSING AND MAINTENANCE FOR MICROSOFT SOFTWARE AND PRODUCTS THROUGH SOFTWARE ONE, INC. FOR AN AMOUNT NOT TO EXCEED $1,200,000 TO BE FUNDED BY THE INFORMATION TECHNOLOGY FUND {STRATEGIC PLAN NO. 7, 2D} CLERK OF COUNCIL USE ONLY: _••e• ❑ As Recommended ❑ As Amended ❑ Ordinance on 1sl Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO /s/Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Approve and authorize the City Manager to execute an agreement to renew licensing solution provider agreement with Software One, Inc. for the purchase of Microsoft software licenses, for a three-year period, beginning February 1, 2020, through January 31, 2023, in the amount not -to - exceed $1,200,000, subject to non -substantive changes and approved by the City Manager and City Attorney. Authorize the City Manager to execute the Microsoft Enterprise Enrollment Agreement from February 1, 2020 to January 31, 2023 for volume licensing and maintenance. DISCUSSION The City of Santa Ana licenses many products from Microsoft Corporation. The City's core software infrastructure is based on Microsoft's desktop, server, collaboration, and development products. The Microsoft Enterprise Agreement positions the City to continue to acquire product licenses at a volume discount and to also benefit from the next generation of Microsoft platform products seamlessly through ownership of Software Assurance. The risk from the liability of using unlicensed Microsoft products could be monetarily very large. Purchasing a Microsoft enterprise volume license for the entire organization is a cost-effective means for managing Microsoft software as a resource and greatly simplifies licensing by requiring a single transaction to acquire licenses for the City. In addition, the enterprise volume license allows the City to obtain software assurance, which provides the City with the legal right to continue to receive the current version of some Microsoft products used by the City, including our Exchange Server, Share Point Server, Windows Servers, and SQL Server databases. The City is opting to not maintain software assurance on the Microsoft Office Suite products in anticipation of moving to Office 365 within the next three to five years. 25G-1 Renew Agreement for Microsoft Volume Licensing January 21, 2020 Page 2 The City of Santa Ana purchases Microsoft software licenses through a joint, volume licensing program known as the County of Riverside's Microsoft Enterprise Agreement ("MSEA"). This request is for a renewal of the City's MSEA. The County of Riverside's master agreement with Microsoft is based on participation of any county, city, and special district in the state. The very large volume of Microsoft products used by these statewide agencies has allowed the County of Riverside to obtain deep discounts for these products, which in turn are passed on to agencies participating under this master agreement with Microsoft. Specifically, this is a request for the City to participate in the volume licensing and support services agreements for Microsoft Product Licensing and Maintenance as described in the Riverside County Microsoft Enterprise Agreement (Master Agreement No. 8084445), effective August 23, 2019. The City's participation under this agreement will ensure the City the lowest pricing for Microsoft licensing and support services. Acting as Microsoft's reseller for the agreement will be Software One, Inc. The County of Riverside conducted a competitive process among ten firms qualified to serve as the Licensing Solution Provider (LSP) under the County of Riverside / Microsoft agreement. Software One, Inc. entered into Licensing Solution Provider Agreement Number PSA-0001530 in October 22, 2019 (Exhibit 2). In summary, Staff requests that the City Council approval of a three-year enterprise volume licensing agreement and a three-year Select program agreement with Microsoft Licensing, GP, using the terms and conditions set forth by the County of Riverside, California using Software One, Inc. as the Licensing Solution Provider (Exhibit 1). STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #7 — Team Santa Ana, Objective #2 (establish communications plans to engage and inform employees and the community about City Activities), Strategy D (invest in software/resources that will help streamline the flow of information to City staff and the public). FISCAL IMPACT Funds are budgeted and are available in the Information Technology Fund 10920147-62306. The annual amount fluctuates to support changes in City business operations. The table below indicates an estimate of what may be required, allowing for growth. Fiscal Account Unit — Fund Accounting Unit, Amount Year Account # Description Account Description 2019-20 10920147-62306 Information Data Center $250,000 Technology 2020-21 10920147-62306 Information Data Center $400,000 Technology 2021-22 10920147-62306 Information Data Center $550,000 Technology 25G-2 Renew Agreement for Microsoft Volume Licensing January 21, 2020 Page 2 19 > > :ii��l � �LF� ril 1�J ► I �> `y9 ► I �L�KK�1�J ► � �91 Jack Ciulla Kathryn Downs Chief Technology and Innovations Officer Executive Director Information Technology Department Finance and Management Services Agency Exhibits: 1. Licensing Solution Provider Agreement 2. Licensing Solution Provider Agreement Number PSA-0001530 25G-3 Exhibit 1 LICENSING SOLUTION PROVIDER AGREEMENT FOR THE CITY OF SANTA ANA UNDER THE MICROSOFT ENTERPRISE AGREEMENT AND SELECT SOFTWARE LICENSING AGREEMENT THIS AGREEMENT is made and entered into on this 21 ST day of January, 2020 by and between Software One, hie., a Wisconsin corporation ("Software One"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. The City has elected to purchase Microsoft licenses and services under the terms and conditions of the Microsoft Enterprise Agreement and Microsoft Select program for State and Local Governments and the Microsoft SLP Agreement for State and Local Governments. B. The City has selected Software One as the licensing solution provider through which the City intends to purchase the above products. 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 a. Software One shall provide Licensing Solution Provider ("LSP") services pursuant to the terms and conditions set forth by the Microsoft Enterprise Agreement No. 8084445 for State and Local Governments presently in effect between Microsoft and the County of Riverside (the "Master Agreement'), effective as of August 23, 2019, attached hereto as Exhibit A, and the Volume Licensing ("VL") Enterprise Enrollment, VL Enterprise Amendment, VL Enterprise Enrollment Product Selection Form, and the VL Discount Transparency Disclosure Form, collectively referred to as the "Microsoft Enterprise Enrollment' which are attached hereto as Exhibits B-E, which are additionally referenced in the Signature Form, attached hereto as Exhibit F for the Microsoft Enterprise Enrollment. City retains the right to purchase licenses and/or services pursuant to either Microsoft Agreement, based upon which provides the greater benefit to the City. Said services shall be provided pursuant to the terms and conditions set forth in Exhibits A-E. 2. COMPENSATION a. The total sum to be expended under this Agreement shall not exceed One Million Two Hundred Thousand Dollars ($1,200,000), during the three (3) year term of this Agreement. Pricing levels are subject to the requirements of the Product Selection Form, and the Discount Transparency Disclosure Form and attached hereto within Exhibits D and E. #22376v3 25G-4 b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing Microsoft licenses and related services purchased, subject to City accounting procedures. c. Software One will invoice for products and services off of this agreement in lieu of a purchase order issued by the City. The invoice shall include the City agreement number for reference. 3. TERM This Agreement shall commence on February 1, 2020 and continue through January 31, 2023, unless terminated earlier in accordance with Section 11, below. There is an option to renew this contract for an additional three (3) year term exercisable by the City Council. 4. INDEPENDENT CONTRACTOR Software One shall, during the entire term of this Agreement, be construed to be an independent consultant 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 Software One performs the services which are the subject matter of this Agreement; however, the services to be provided by Software One shall be provided in a manner consistent with all applicable standards and regulations governing such services. Software One 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. RECORDS Software One shall keep records and invoices in connection with the work to be performed under this Agreement. Software One shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Software One under this Agreement. All such records and invoices shall be clearly identifiable. Software One shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement once per calendar year and solely for the purposes of verifying charges under the Agreement. 6. CONFIDENTIALITY Each Parry agrees that if it receives from the other information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, each 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 #223760 25G-5 information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either parry 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 other disclosed in a publicly available source; (c) is in rightful possession of the parties without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by Software One without reference to information disclosed by the City. 7. CONFLICT OF INTEREST CLAUSE Software One 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. 8. NON-DISCRIMINATION Software One shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Software One affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 9. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Software One, 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 Software One. 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 Software One or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. 10. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Software One, Software One 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. #223760 25G-6 11. TERMINATION This Agreement may be terminated by the either party upon thirty (30) days written notice of termination. In such event, Software One shall be entitled to receive and the City shall pay Software One compensation for all services performed by Software One prior to receipt of such notice of termination. 12. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 13. 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. 14. PROFESSIONAL LICENSES Software One 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. Software One 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. 15. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 #223760 25G-7 With courtesy copies to: Chief Innovations Officer Information Technology City of Santa Ana 20 Civic Center Plaza (M-42) Santa Ana, CA 92702-1988 Fax:714-647-5381 To Software One: Software One, Inc. 20875 Crossroads Circle Suite 1 Waukesha, WI 53186-4093 A parry may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 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. #223760 [signature page to follow] 25G-8 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA Daisy Gomez Kristine Ridge Clerk of the Council City Manager APPROVED AS TO FORM: SONIA R. CARVALHO SOFTWARE ONE, INC.: City Attorney By: /►'- -f�L yq John NY Funk By: Margarita Apodaca Assistant City Attorney Title: operations Analyst RECOMMENDED FOR APPROVAL: Jack ' lla Chie ovations Officer Info ation Technology #223760 25G-9 EXMBIT A MASTER AGREEMENT 8084445 ,rz u,x 25G-10 I I Microsoft Document Headersheet " This is for inforinational purposes only I I MS5-®000004� 75255 (MSLI Tracking Number) 4 Doc Type: � A,g6'eei11 ent Do not modify the Formatting or spacing of this Form above this text Subsidiary: Account Manager Name / Alias: Country: United States LAR/LAD/ESA: Insight Direct USA, Inc. I i ProgramNersion EA 6 2016 (Scanning Code) ACCOUNT: County of Riverside Outsourcer Name: �S Business Agreement Number: Master Agreement Number: 8084445 Agreement Number: Purchase Order Number: Comments: OI2312019 9:42:31 PM 25G-11 o` Microsoft Volume Ucensing Enterprise Agreement State and Local -slot for Use. Will Wcrosoll nHYInYY9 AfJrP,HHIHnt ortdi@(rsnfl Ra hemY el$I 111"Mme., Agapta IH.rd This Microsoft Enterprise Agreement (Agrdement") Is entered into between the entitles Identified on the signature form. I Effective date. The effective date of this Agreement is the earliest effective dale of any Enrollment entered Into under this Agreement or the date Microsoft accepts this Agreement, whichever Is earlier. This Agreement consists of (1) these Agreement terms and conditions. including any amendments and the signature form and all attachments Identilied'lherein, (2) the Product Terms applicable to Products licensed under this Agreement, (3) the Online Services Terms, (4) any Affiliate Enrollment entered Into under this Agreement, and (5) any order submitted under this Agreement. Please note: Documents referenced In this Agreement but not attached to the signature form may be found at liltoJrvAvvv.microsofl.cornllicensinnlconlracts and are incorporated in this Agreement by reference, Including the Product Tenns and Use Rights. These documents may contain additional terms and conditions for Products licensed under this Agreement and may be changed from time to time. Customer shouldl review such documents carefully, both at the thnie of signing and periodically thereafter, and fully understand all terms and conditions applicable to Products licensed. Terms and Conditions 1, Definitions. "Affiliate" means with regard to Customer, (1) any government agency, department, office, instrumentality, division, unit or other entity of Tile stale or local government that is supervised by or is parl of Customer, or which supervises Customer or of which Customer Is a part, or which is under common supervision with Customer: (iq any county, borough, comrrlonweallh, city, municipality, town, township, special purpose . district, or other similar type of governmental instrumentality established by the laws of Customer's state and located within Customer's stale jurisdiction and geographic boundaries; and (iff) any other entity in Customer's state expressly authorized by the laws of Customer's stale to purchase under slate contracts; provided that a state and Its Affiliates shall not, for purposos of this definition, be considered to be Affiliates of the federal government and its Affiliates; and ' b. with regard to Microsoft, any legal entity that Microsoft owns, that owns Microsoft, or that Is under common ownership with Microsoft. "Customer' means the legal entity that has entered Into this Agreement with Microsoft. "Customer Data" means all data, including nil text, sound, software, image, or video files that are provided to Microsoft by, or on behalf of, an Enrolled Affiliate and its Affiliates through use of Online Services. "day"means a calendar day, except for references that specify "business day". "Enrolled Affiliate" means an entity, either Customer or any one of Cusloner's Affiliates that has entered Into an Enrollment under this Agreement. I.A20 IMIrg11S14L(i(EPlrillrinv2b le) Page I or I I nnni nenr X20-102WJ "Enrollment" means the document that an Entailed Affiliate submits under this Agreement to place orders for Products. "Enterprise" means an Enrolled Affiliate and the Affiliates for which It is responsible and chooses on its Enrollment to include in its enterprise. l "Fixes" means Product fires, modifications mor enhancements, or their derivatives, that Microsoft either releases generally (such as Product servicoipacks) or provides to Customer to address a specific issue. "License" means the right to download, Install, access and use a Product. For certain Products, a License may be available on a fixed term or subscription basis ("Subscription License"). Licenses for Online Services will be considered .Subscription Licenses. 'Microsoft' means the Microsoft Affilialo that has entered Into this Agreament or an Enrollment and its Affiliates, as appropriate. "Online Services" means the Microsoft -hosted services identified as Online Services in the Product Terms. "Online Services Terms` means the additional terms that apply to Customer's use of Online Services Published on the Volume Licensing Site and'updaled front time to time. "Product" means all products Identified in the Product Teens, such as all Software, Online Services and olherweb-based services, including pre-release or beta versions. - "Product Terms" means the document that provides Information about Microsoft Products and Professional Services available through volume licensing. The Product Terms document is published on the Volume Licensing Site and Is updated tram time to time. "SLA" means Service Level Agreement, wh& specifies the nilydi tum service level for Online Services and is published on the Volume Licensing Site. "Software" means licensed copies of Mlerosott software Identified on the Product Terms. Software does not Include Online Services, but Software may be part of an Online Service• "Software Assurance" Is an offering by Microsoft that provides new version rights and other benefits for Products as further described In the Pioduci Terms. "Trade Secret" means information that is not generally known or readily ascertainable to the public, has econornie value as a result, and has been subject to reasonable steps antler the circumstances to maintain its secrecy. I "use" or "run" means to copy, install, use, access, display, run or otherwise Interact. "Use Rih(s° means the use rights or terms of service for each Product published on the Volume Licensing Site and updated from time to time, The Use Rights supersede the terms of any end user license agreement that accompanies a Product. The Use Rights for Software are published by Microsoft in the Product Terms. The Use Rights for Online Services are published in the Online Services Terms. "V011rme Licensing Silt' means hlintftwvnv.nalcrosofl.comllicensingfconlracts or a successor site. 2. How the Enterprise program works. a. General. The Enterprise program consists of the terns and conditions on which an Enrolled Affiliate may acquire Product Licenses. Under the Enterprise program, Customer and Its Affiliates may order Licenses for Products by entering Into Enrollments. b. Enrollments. Thu Enterprise program gives Customer and/or its Affiliates the ability to enter Into one or more Enrollments to -order Products. Subscription Enrollments may be available for some of these Enrollments. Notwithstanding any other provision of this Agreement, only Enrolled Affiliates Identified In an Enrollment will be responsible tot complying with the terms of that Enrollment. including thb terns of this Agreement incorporated by reference In that Enrollment. FA20 IORgIr(US)31 ntF.PICIxNavtnle) P.'W 2 at n omunrnmll x?.O.iw a c. Licenses. The types of Licenses available are (1) Licenses obtained under Software Assurance (L&SA), and (2) Sub'scription Licenses. These License types, as well as additional License Types, are furlher desdibed in the Product List. 3. Licenses for Products. 1 a. License Grant. Microsoft grants the Enterprise a non-exclusive, worldwide and limited right to download, install and use software Products, and to access grid use the Online Services, each in the quantity ordered under an Enrollment. The rights granted are subject to the terms of this Agreement, the Use Rights and the Product Terms. Microsoft reserves all rlbhts not expressly granted in this Agraemenl. b. Duration of Licenses. Subscription Licenses and most Software Assurance rights are temporary and expire when the applicable Enrollment is terminated or expires, unless the Enrolled Affiliate exercises a buy-out option, which is available for some Subscription Licenses. Except as otherwise noted in (he applicable Enrollment or Use Rights, all other Licenses become perpetual only when all payments for that License have been made and the initial Enrollment term has expired. c. Applicable Use Rights (1) Products (other than Onlhie Services). The Use Rights In affect an the effective dale of the applicable Enrollment term will apply to Enterprise's use of the version of each Product trial is current at the time. For future versions and new Products, the Use Rights in effect when those versions and Products are first released will apply. Changes Microsoft makes to the Use Rights for a padkiular version will not apply unless the Enrolled Affiliate chooses to have [hose changes apply. The Use Rights applicable to perpetual Licenses that were acquired under a previous agreement or Enrollment are determined by the Agreement or Enrollment under which they were acquired Renewal of Software Assurance does not change which Use Rights appiy to those Licenses. (11) Online Services, For Online Services, the Use Rights in effect an the subscription start dale will apply for the subscription term as defined In the Product Terms, d. Downgrade rights. Enrolled Affiliate may use an earlier version of a Product other than Online Services than the version that is current on the effective date of the Enrollment. For Licenses acquired in the current Enrollmehl term, the Use Rights for current version apply to the use Of Ills earlier version. If the earlier Product version Includes features that are not in the new version, then the Use Rights applicable to the earlier version apply with respect to those features. New Version Rights under Software Assurance. Enrolled Affiliate must order mid maintain continuous Software Assurance coverage for each License ordered. With Software Assurance coverage, Enterprise automatically has the right to use a new version of a licensed Product as soon as it is released, even if EnIoiled Affiliate chooses not to use the new version immediately. (1) Except as otherwise permitted under an Enrollment, use of the new version will be subject to the new version's Use Rights. (d[) If the License for the earlier version of the Product is perpetual at the time the new version is released, the License for the new version will also be perpetual. Perpetual Licenses obtained through Software Assurance replace any perpetual Licenses for the earlier version. License confirmation, This Agreement. the applicable Enrollment, Enrolled Affiliate's order confirmation, and any documentation evidencing transfers of perpetual Licenses, together with proof of payment, will be Enrolled Affiliate's evidence of all Licenses obtained under an Enrollment. EA201 SA9,(US)8LG(CNGI(No✓20IS) page 8 or 11 06CUrilaril X20-IU209 25G-14 g. Reorganizntions, consolidations and privntizations. If the numberof licenses covered by -an Enrollment changes by more than ten percent as a result of (1) a reorganization, consolidation or privatizallort of an entity or an operating division, (2) a privatization of an Affiliate or an operating division of Enrolled Affiliate or any of its Affiliates, or (3) a consolidation including a merger with a third pady that has an existing agreement or Enrollment; Microsoft will work with Enrolled Affiliate in good faith to determine how to accommodate its changed circumstances In the context of this Agreemenl- 4. Making copies of Products and re -imaging rights. a. General. Enrolled Affiliate ma$ mal(e as many copies of Products, as it needs to distribute them within the Enterprise. Copies must be true and complete (Including copyright and trademark notices) from mastencopfes obtained from a Microsoft approved fulfillment source. Enrolled Affiliate may use a third party to make these copies, but Enrolled Affiliate agrees it will be responsible foranythird party'sactions. Enrolled Affiliate agrees to make reasonable efforls to notify Its employees, agentsr and any other individuals who use Hie Products that the Products are licensed from Microsoft and subject to the terms of this Agreement. b. Copies for traininglevaluntion and back-up. For all Products other than Online Services. Enrolled Affiliate may: (1) use by to 20 complimentary copies of any licensed Product in a dedicated training facility on its promises for purposes of training on that particular Product, (2) use up to 10 complimentary copies of any Products for a 60-day evaluation period, and (3) use one complimentary copy of arty licensed Product for back-up or archival purposes for each of Its distinct geographic locations. Trials for Online Services may be available if specified in the Use Rights. c. Right to re -Image. In certain cases, ie-imaging is permitted using the Product media. If the Microsoft Product is licensed (1) front an original equipment manufacturer (OEM), (2) as a full packaged Product through a retail source, or (3) under another Microsoft program, then media Provided under this Agreennentlmay generally be used to create Images for use in place of copies provided Through that separate source. This right is conclitional upon the following: (i) Separate Licenses must be acquired from the separate source for each Product that is re - imaged. (if) The Product, language, version, and components of the copies made must be identical to the Product, language, version, and all components of the copies they replace and the number of copies or instances of Ilia re -imaged Product permitted remains the some. (111) Except for copies of in opeiating system and copies of Products licensed under another Microsoft program, the Product type (e.g., Upgrade or full License) re -imaged must be identical to the Product type licensed from the separate source. (iv) Enrolled Affiliate must adhere to any Producl-specific processes or requirements for re - Imaging Identified In the Product Terms, Re -imaged Products remain sulijecl to the terms and use rights of the License acquired from the separate source. This subsection does not create or exlerxl any Microsoft warranty or support obligation. 5. Transferring and reassigning Licenses. a. License transfers. License Iransfers are not permitted, except that Customer or an Enrolled Affiliate may transfer only fully -paid perpetual Licenses to: (I) an Affiliate, or (if) a third party solely in connection with the transfer of hardware or employees to whom the Licenses have been assigned as part of (A) a privatization of an Affiliate or agency or of an E.A2016AJ1(UsiSLG(EPIG;(140v2O 10) Page of it DWIV11e111 X20.10200 25G-15 operating division of Enrolled Affiliate or an Affiliate. (B) a reorganization, or (C) a consolidation, l Upon such transfer, Cuslomer'or Enrolled Affiliate must uninstall and discontinue using the licensed Product and render any copies unusable. b. Notification of i.ir ease Transfor. Enrolled Affiliate muss notify Microsoft of a License transfer by completing a license transfer form, which can be obtained from hltoaAvwvcmlcrosofLcomd:censlnn/cmliracls and sending the completed form to Microsoft before the License transfer. No License transfer will he valid unless Enrolled Affiliate provides to the transferee, and the transferee accepts in willing, documents sufficient to enable the transferee to ascertain the sro(ie, purpose and limitations of the rights granted by Microsoft under the licenses being transferred (includingthe applicable Use Rights, use and Iransfer restrictions, warranties and (iin ilat ions of liability). Any License transfer not nlade in compliance with this section will be void. i c. Internal Assignment of Licenses and Software Assurance. Licenses and Software Assurance must be assigned In a single user or device within the Enterprise. Licenses and Software Assurance may be reassigned within the Enterprise as described In the Use Rights. 6. Term and termination. a. Term. The term of ]his Agreement will be 36 full calendar months from the effective dale unless terminated by either party as described below. Each Enrollment will have the term provided in that Enrollment. b. Termination without cause. Either party may terminate this Agreement, without cause, upon 60 days' Wrilten notice. In the ebenl of termination, new Enrollments will not be accepted, but any exisling Enrollment will continue for the term of such Enrollment and will continue to be governed by this Agreement. c. Mid-term termination for nor appropriation of Funds. Enrolled Affiliate may terminate this Agreement or an Enrollment without liability, penalty or further obligation to make payments If funds to make payments under the Agreement or Enrollment are not appropriated or allocated by the Enrolled Affiliate forsucfi purpose. d. Termination for cause. Without limiting any other remedies it may have, either party may terminate an Enrollment If the other party materially breaches its obligations under this Agreement, including any obligation to submit orders or pay Invoices. Except where the breach Is by Its nature not curable within 30 days, the terminating party must give the other party 30 days' notice of Its Intent to terminate and an opportunity to cure the breach. If Microsoft gives such notice to an Enrolled Affiliate, Microsoft also will give Customer a copy of that notice and Customer agrees to help resolve the breach. If the breach affects other Enrollments and cannot be resolved between Microsoft and Enrolled Affiliate, together with Customer's help, within a reasonable period of lime, Microsoft may terminate this Agreement and all Enrollments under it. If an Enrolled Affiliate ceases to be Customer's Affiliate, it must promptly notify Microsoft, and Microsoft may terminate the former Affiliate's Enrollment. If an Enrolled Affiliate terminates its Enrollment as a result of a breach by Microsoft, or if Microsoft terminates an Enrollment because Enrolled Affiliate ceases to be Customers Affiliate, then Enrolled Affiliate will have the early termination rights described in the Enrollment. e. Early termination. If (1) an Enrolled Affiliate terminates Its Enrolment Be a result of a breach by Microsoft, or (2) if Microsoft terminates an Enrollment because the Enrolled Affiliate has ceased to bean Affiliate of Customer, or (3) Enrolled Affiliate terminates an Enrollment for non - appropriation of funds, or (4) Microsoft terminates an Enrollment for non-payrment due to non - appropriation of funds, then the Enrolled Affiliate will have the following options: (i) It may immediately pay the total remaining amount due, intruding all installments, in which case, the Enrolled Affiliate will have perpetual rights for all Licenses it has ordered: or I FF2nllingl(US):iLGiIEM(i)1N4/101 e•) - Page Sol ll I rN: inienil X2040209 (1t) 11 may pay only amounts due as of the. leiminalion date, in which case the Enrolled Affiliate will have perpetual Licenses for: 1) all copies of Products (Including the latest version of Products ordered tinder SA coverage In the cunent lean) for which payment has been made in full, and 2) the number of copies of Products it has ordered (including the latest version of Products ordered under Software Assurance coverage in current term) that is proportional to the total of installment payments paid versus total amounts due (paid and payable) if the early termination had not occurred. (ill) In the case of early termination under subscription Enrollments, Enrolled Affiliate will have the following options: I -1) For eligible Products, Enrolled Affiliale may obtain perpetual Licenses as described In tile section of the Enrollment tilled "Buy-out option," provided that Microsoft receives the buy-out order for Ihose Licenses within 60 days after Enrolled Affiliate provides notice of termination. 2) In the event of a breodi by Microsoft, II Customer chooses not to exercise a buy -ad option, Microsoft will Issue Enrolled Affilaile a credit for any amount paid in advance for Subscription Licenses that the Enterprise will not be able to use to do the lormination of the EnrollMent. I Nothing in this section shall affect perpetual License rights acqulred either in a separate agreement or in a prior term of the terminated Enrollment. if. Effect of termination or expiration. NA en an Enrollment expires or Is terminated, (1) Enrolled Affiliate must order ILicenses for all copies of Products It has rum for which it has not previously submitted an order. Any and all unpaid payments for any order of any kind remain due and payable. Except as provided In the subsection titled"Early termination," all unpaid payments for Licenses Immediately become due and payable, (II) Enrolled Affiliate's right to Software Assurance benefits under this Agreement ends if it does not renew Software Assurance. g. Modification or termination of an Online Service for regulatory reasons. Microsoft may modify or terminate an Online. Service where [here Is any current or future government requirement or obligation that: �1) subjects Microsoft to arty regulation or requirement riot generally applicable to businesses operating In the Jurisdiction; (2) presents a hardship for Microsoft to continue operating the Online Service without modification; and/or (3) causes Microsoft to believe these terms or the Online Service may conflict with any such requirement or obligation. It. Program updates. Microsoft may make changes to this program that will make it necessary for Customer and its Enrolled Affiliates to enter Into new agreements and Enrollments at the time of an Enrollment renewal. , Use, ownership, rights, and restrictions. a. Products. Unless otherwise specified In a supplemental agreement, Lisa of any Product is governed by the Use Rights s0ecific to each Product and version and by the terms of the applicable supplemental agreement. b. Fixes. Each Fix is licensed under the same terms as (he Product to which it applies. If a Fix is riot provided for a specific. Product, any use rights Microsoft provides with the Fix will apply. c. Non -Microsoft software and technology. Enrolled Affiliate is solely responsible for any non - Microsoft software or technology that it Installs or uses with the Procklcts or Fixes. @AZUIUA(ii(US)SLG(LNG)(Nov2e16) Pape 0 of iI Doaimenl X20-Ie2Ua d. Restrictions. Enrolled Affiliate must riot (and is not licensed to) (1) reverse engineer, decomptle, or disassemble any, product or Fix; (2) Install or use non -Microsoft software or technology In any way that would subject Microsoft's intellectual property or technology to any other license terms; or (3) work around tiny technical limilatlons in a Product or Fix or restrictions in Product documentation. Cuslomer mbsl not (and Is riot licensed to) O separate and rim parts of a Product or Fix on more than one device, upgrade or downgrade parts of a Product or Fix at different times, or transfer ports of a product or Fix separately; or (it) distribute, sublicense, rant, lease, land any Products or Fixes, in whole or In part, or use them to offer hosting services to a third party.) e. Reservation of rights. PrOdnrla and Fixes are protected by copyright and other intellectual property rights laws and in[erdallonal treaties. Microsoft reserves all rights not expressly granted in this agreement. Flo rights will be granted or implied by waiver or estoppel. Rights to access or use Software on a device do not give Customer any right to Implement Microsoft patents or other Microsoft Intellectual property in the device Itself or in any other software or devices. 8. Confidentiality. 'Confidential Information' is non-public information that is designated 'confidential" or that a reasonable person should understand is confidential, including Customer Data. Confidential I nformation does not Include information that (a) becomes publicly available without a breach of this agreement, (b) the receiving party received lawfully from another source without a confidentiality obligation, (c) is independently developed, or (d) is a comment or suggestion volunteered about the other party's business, products or services. ' j Each party will take reasonable steps to protect the other's Confidential Information and will use the other party's Confidential Information only for purposes of the parties' business relationship. Neither party will disclose that Confidential Information to third parties, except to its employees, Affiliates, contractors, advisors and consultants ('Representatives") and then only on a need -to -know basis under nondisclosure obligations at least as protective as this agreement. Each party remains responsible for the use of the Confidential Information by Its Representatives and, in the event of discovery of any unauthorized use or disclosure, must promptly notify the other party. A party may disclose the other's Confidential Information if required by law; but only after It notifies the other party (if legally permissible) to enable the other party to seek a protective order. Neither party Is required to restrict work assignments of its Representatives who have had access to Confidential inrormation. Each party agrees that the use of Information retained in Representatives unaided memories in the development or deployment of theparties' respective products or services does riot create liability under this Agreement or trade secret law, and each party agrees to limit what it discloses to the other accordingly. These obligations apply (1) for Customer Data until it is deleted from the online Services, and (11) for all other Confidential Information, for a period of live years after a party receives the Conridential Information. 9. Privacy and compliance With laws. a. Enrolled Affiliate consents to the processing of personal information by Microsoft and Its agents to facilitate the subject matter of this Agreement. Enrolled Affiliate will obtain all required consents from third parties under applicable privacy and data protection law before providing personal information to Microsoft. b. Personal information collected under this agreement (i) may be transferred, stored and processed In the United States or any other country in which Microsoft or its service providers maintain facilities and (li) will be subject to the privacy terms specified in the Use Rights. Microsoft will abide by [lie requirements of European Economic Area and Swiss data protection FA2.010Api(liN)Nr N(PNG)(DIAv20 IIn Pape r or I Uocwnenl x2e.10200 law regarding the collection, use, transfer, retention, and other processing of personal data from the European Economic, Area and Switzadand. a U.S. export, Products and Flxels are subject to U.S. export jurisdiction. Enrolled Affiliate must comply with all applicable international and national laws, including the U.S. Export Administration Regulations and' International Traffic in Alms Regulations, anti end -user, end use and destination restrictions issued by U.S. and other governments related to Microsoft products, services and technologies. 10, Warranties. a, Linnited wan'anties and remedies. (1) Software. Microsoft warrants that each version of the Software will perform substantially as described fn the applicable Product documentation for one year from the date the Enterprise is first licensedifor that version. If it does not and the Enterprise notifies Microsoft within the warranty Iemi, then Microsoft will, al its option (1) return the price Enrolled Affiliate paid for the Software license, or (2) repair or replace the Software. (if) Online Services, Microsoft warrants that each Online Service will perform in accordance Willi the applicable SLA during the Enterprise's use. The Enterprise's remedies for breach of this warranty are in the SLA. The remedies above are the Enterprise's sole remedies tot breach of the warranties in this section. Customer waives any breach of warranty claims not made during the warranty period. b. Exclusions. The Warranties in'this agreement do not apply to problems caused by accident, abuse, or use in a manner Inconsistent with this Agreement, including failure to meet minimum system re(luirements. These warranties do not apply to free, trial, pre-release, or beta products, or to components of Products that Enrolled Affiliate is permitted to redistribute. c. Disclaimer. Except for the'lirnited warranties above, Microsoft provides no other warranties or conditions slid disclaims any other express, implied, or statutory warranties, including warranties of quality, title, non -Infringement, merchantability, and fitness for a particular purpose. 11. defense of third party claims. The parties will defend each other against the third-parly claims described in this section and will pay the amount of any resulting adverse final judgment or approved settlement, but only If the defending party Is Promptly notified in writing of the claim and Vale the right to control the defense and any settlement of it. The party being defended must provide the defending party with all requested assistance. Information, and authority. The defending party will reimburse the other party for reasonable out-of-pocket expenses it incurs in providing assistance. This section describes the parties' sole remedies and entire liability for such claims. a. By Microsoft. Microsoft will defend Enrolled Affiliate against any third -party claim to the extent it alleges that a Product or Fix made available by Microsoft for a fee and used within the scope or the license granted (unmodified from the form provided by Microsoft and not combined with anything else) misappropriates a trade secret or directly infringes a patent, copyright, trademark or other proprietary right of a third party. if Microsoft is unable to resolve a claim of Infringement under commercially reasonable lemts, It may, at Its option, either (1) modify or replace Ilia Product or Fix Willi a functional equivalent; or (2) terminate Enrolled Affiliate's license and refund any prepaid license fees (less depreciation on a five-year, straght-line basis) for perpetual licenses arid any amount paid for Online Services for any usage period after the termination dale. Microsoft will not be liable for any claims ordsmages due to Enrolled Affiliate s continued use of a Produel or Fix after being notified to stop due to a third -party claim. b. By Enrolled Affiliate. To the extent permitted by applicable law, Enrolled Affiliate will defend Microsoft against any third -patty, claim to the extent It alleges that: (1) any Customer Data or CA20I 6Aar(US)SLG(Ei'93)(W0V2016l I Page a or I I Clovimenr X20.10209 non -Microsoft sohwere hosted in an online Service by Microsoft on Enrolled Affiliate's behalf misappropriates a trade secrot or directly Infringes a patent, copyright, Irademadc, or other proprietary right of a third party; or (2) Enrolled Affiliate's use of any Product or Fix, alone or in combination with anything else, blolales the law or damages a third party. 1 12. Limitation of liability. For each Product, each pa ty s maximum, aggregate liability to the other under (his Agreement is limited to direct damages linally awarded in an anoint not to exceed the amounts Enrolled Affiliate was required to pay for the applicable Products during Ihetlenn of this Agreement, subject to the following: n. Online Services. Por Online Services, Microsoft's maximum liability to Enrolled Affiliate for any incident giving rise to a clair will not exceed the amount Enrolled Affiliate paid for the Online Service during the 12 months before the incident. b. Free Products and Distributable Code. For Products provided free of charge and code that Enrolled Affiliate Is authorized to redistribute to third parties without separate payment to Microsoft, Microsoft's liability is limited to direct damages finally awarded up to US55,000. c. Exclusions. In no event will either party be liable for indirect, incidental, special, punitive, or consequential damages, or for loss of use, loss or business Information, loss of revenue, or interruption of business, however caused or on any theory of Ifabiily. d. Exceptions. No limitation or exclusionswill apply to liability arising out of either parry's (1) confidentiality obligations (except for all liability related to Customer Data, which will remain subject to the limitations and exclusions above); (2) defense obligations; or (3) violation of the other party's Intellectual property rights. 13. Verifying compliance. a. Right to verify compliance. Enrolled Affiliate must keep records relating to all use and distribution of Products by Enrdlled Affiliate and its Affiliates. Microsoft has the right, at Its expense, to the extent permitted by applicable law, to vedfy compliance with the Product's license terms. Enrolled Affiliate must promptly provide the Independent auditor with any infomnalfon the auditor reasonably requests in furtherance of the verification, Including access to systems running the Products and evidence of Licenses for Products Enrolled Affiliate hosts, suhlicenses, or dishlbules to third parties. Enrolled Affiliate agrees to camptete Microsoft';. self -audit process, which Microsoft may require as an alternative to a third party audit. b. Remedies for non-compliance. If verification or self -audit reveals any unlicensed use of distribution, then wllhin 30 days', (1) Enrolled Affiliate must order sufficient Licenses to cover that use or distribution, and (2) if unlicensed use or distribution is 5% or more, Enrolled Affiliate must reimburse Microsoft for the cost Microsoft has Incurred In verification and acquire the necessary additional licenses al •125% of the price based on the then -current price list and Enrolled Affiliate price level. The unlicensed use percentage is based on the total number of Ilcenses purchased compared to actual Install base. If there is no unlicensed use, Microsoft vrlll no( subject Enrolled Affiliate to lanother verification for at least one year. By exercising the rights and procedures described above, Microsoft does not waive its rights to enforce this Agreement or to protect Its intellectual properly by any other means permitted by law. c. Verification process. Microsoft will notify Enrolled Affiliate at least 30 days In advance of its Intent to verify Enrolled Affiliate s compliance with the license leans for the Products Enrolled Affiliate and Its Affiliates use or distribute. Microsoft will engage an independent auditor, which will be subject to a confidentiality obligation. Any information collected in the self -audit will be used solely for purposes of delermining compliance. This verification will lake place during normal business hours and in a manner Thal does not Interfere unreasonably with Entailed Affiliate's operations, EAUU)Agi tUS)SLGJliNG)(N6v2ene) Page g nu 11 Dcruinxnl X20-10209 14. Miscellaneous. a. Use of contractors. Microsoft may use rontmclors Id perform services, but will be responsible for their performance subject to the terms of this Agreement. b, Microsoft as independent contractor. The parties are independent contractors. Enrolled Affiliate and Microsoft each may develop products independently wilhoul using the other's Confidential Information. c, Notices. Notices to Microsoft must be sent to the address an the signature form, Notices must he in writing and will be treated as delivered on the date shown on the return receipt or on the courier or fax confirmation of delivery. Microsoft may provide information to Enrolled Affiliate about upcoming ordering deadlines, services, and subscription information in electronic form, including by small to contacts provided by Enrolled Affiliate. Emails will. be treated as delivered on the transmission dale. d. Agiocment not exclusive. Customer is free to enter Into agreements to license, use or promote non -Microsoft products; e. Amendments. Any amendment to this Agreement must be executed by both parties, except that Microsoft may change the Product Terms and the Use Rights from time to time In accordance wilh the terms of this Agreement. Any conflicting terms and conditions contained in an Enrolled Affiliate's purchase' order will not apply. Microsoft may require Customer to sign a new agreement or an amendment before an Enrolled Affiliate enters into an Enrollment under this agreement. I f. Assignment. Either party may assign this Agreement to an Affiliate, but must notify the other party in writing -of the assignment. Any other proposed assignment must be approved by the non -assigning party In writing. Assignment will not relieve the assigning party of its obligations Linder the assigned agreement Any attempted assignment without required approval will be void. I 9. Applicable law; dispute resolution. The terms of this Agreement v4tl be governed by the laws of Customer's state, without giving effect to its conflict of laws. Disputes relating to this Agreement will be subject to applicable dispute resolution taws of Custornees state. h. Severabllity. If any provision Intihis agreement is held to be unenforceable, the balance of lite agreement will remain in full force and effect. I. Waiver. Failure to enforce any provision of this agreement will not constitute a waiver. Any waiver must be in writing and signed by the waiving party. j. No third -party beneficiaries. ;Tilts Agreement does not create any third -party beneficiary rights. K Survival. All provisions survive lenrilnalion or expiration of this Agreerltenl except those requiring performance only during the Will of the Agreement. I. Managoment and Reporting. Customer and/or Enrolled Affiliate may manage account details (e.g., contacts, orders, Licenses, software downfoads) on Microsoft's volume Licensing Service Center rvud-) web site (or successor site) at: fJrs.rtwwv ni:crosofl.comllicensino/servu:ecenter. Upon the effective date of this Agreement and any Enrollments, the contact(s) Identified for this purpose Mill be provided acor;ss to this site and may authorize additional users and contacts. in. Order of precedence. In the case of a conflict between any documents in this Agreement that Is not expressly resolved In thosA documents, their terms will control in lite following order front highest to lowest priority: (1) this Enterprise Agreement, (2) any Enrollment, (3) the Product Terms, (4) the online Services Terms, (5) orders submitted underthls Agreement, and (6) any other documents in this Agreement. Terms In an amendment control over the amended document and any prior amendments concerning the same subject waiter. EA'lnI riAgnJ8)SLG(EIJG)(Nov2n l a) nave 100111 eonxnent X20 162e9 25G-21 I n. Free Products. it is Microsowg intent that the terms of this Agreement and the Use Rights be In compliance with all applicable federal law and regulations. Any free Product provided to Enrolled Affiliate Is for the sole Ilse and benefit of the Enrolled Affiliate, and Is not provided for use by or personal benefit of any specific government employee. o. Voluntary PfoductAccessibility Templates. Microsoft supports the government's obligation to provide accessible technologies to its citizens with disabilities as required by Section 508 of the Rehabilitation Act of 1073, and its stale low counterparts. The Voluntary Product Accessibility Templates ("VPATs") for the Microsoft technologies used In providing the Online Services can be found at Microsoft's VPAT page. Further information regarding Microsoft's commihnent to accessibility can be found at htlp.Nwww.mlcrosofl.com/enabla. p. Natural disaster. In the event of a "natural disaster," Miciosort may provide additional assistance or rights by posting them on I)ttolhM rnf.microso4 com at such fime. q. Copyright violation. Except 'as set rolth in the section above entitled "Transferring and reassigning Licenses", the Enrolled Affiliate agrees to pay for, and comply with (he terms of this Agreement and the Use Rights, For Ilie Products it uses. Except to file extent Enrolled Affiliate Is licensed under this Agreement, It will be responsible for its breach of this contract and violation of Microsoft's copyright in lice Products, including payment of License fees specified In this Agreement for unlicensed use. EA.a1N1nrn)5).SI,G(ESIG)(NJaQrf a) Page II of II n01:111rWllf %2110209 25G-22 a ' Microsoft Volurno Licensing Supplemental Contact Information Form This form can be used In combination Willi MBSA, Agreement, and Enroliment(Registralion. However, a separate form must be submitted for each enrollment/registration, when more than one is submitted on a signature form. For the purposes of [his form, 'entity' can mean the signing entity, Cuslorner, Enrolled Affiliate, Govemment Partner, Institution, or other party entering into a volume licensing program agreement. Primary arid Notices contacts in this form will not apply to enrollments or regisirallons. This form applies to: ❑ MBSA l 0 Agreement ❑ Enrollment/Affiliate Registration Form Insert primary entity name if more than one EnrollnienllRegistration Form is submitted Contact information. Each party will notify the other In writing If any of the information in the following contact information page(s) changes. The asterisks (') indicate required fields; If the entity chooses to designate other contact types, the same required fields must be mthpleted for each section. By providing contact information, entity consents to Its use for purposes of administering the Enrollment by Microsoft and other pasties Thal help "Microsoft administer this Enrollment. The personal Information provided In connection with This agreement .vill be used and protected according to the privacy statement available at tit ins ii li cen stnc6microsol I. cem. Additional notices contact. This contact receives all notices that are sent from Microsoft. No online access is granted to this Individual. Name of entity' County of Riverside i Contact name'; First Regina Last Funderburh Contact email address` RFutideibud(,.@rivco.org Street address` 3450141h Street, 4th Floor City" Riverside StatelProvineW Califarnia Postal code' 92501-3861 Country` USA Phone'951-955-2265 Fax ❑ This contact Is a third party (not the entity). Warning: This contact receives personally identifiable Information of the entity. 2. Software Assurance manager. This contacl will recelvo online permissions to manage the Software Assurance benefits under the Enrollment or Registration. Name of entity' County of Riverside Contact name': First Regina Last Funderburk Contact email address` RFuncterburk@dvco.org Street address' 3450 14th Street, 4th Floor, City*Riverside StatelProvince' California i Postal code' 92501.3861 tiunGmrl:Kl InleForm(rJA.IVD)i EPII"d(pd2011) Page 1 of 3 25G-23 Country' USA Phone" 951-955-2265 Fax ❑ This contact is a third party (not the entity(. Warning: This contact receives personally identifiable informatlon or the entity. 3. Subscriptions manager. This contact will assign MSON, Expression, and TechNet Plus subscription licenses to the Individual subscribers under this Enrollment or Registration. Assignment or the subscription licenses Is necessary for access to any of the online benefits, such as subscription downloads. This contact will also manage any complimentary or additional media purchases related to these subscriptions. Name of entity' County of Riverside Contact name': First Regina Last FUndelburk Contact email address" RFunderburk cr rivco.org Street address' 3450 14111 Street, 4th Flom' City'Riverside State/Province' California Postal code' 92501-3861 Country' USA Phone` 951-955-2265 Fax ❑ This contact is a third party (not the entity). Warning: This contact receives personally identifiable Information of the entity. 4. Online services manager. This contact will be provided online permissions to manage the online services ordered under the Enrollment or Registration. Name of entity' County of Riverside Contact name': First Luis Last Flares Contact email address" LFFlofes@Hvco.org Street address' 3450 141h Street, 41h Floor City" Riverside StatelProvince' California Postal code" 92501-3861 Country" USA Phone•951.955-8114 Fax ❑ This contact Is a third party (nor the entity). Warning: This contact receives personally Identifiable information of the entity. 5. Customer Support Manager (CSM). This person is designated as the Customer Support Manager (CSM) for support -related activities. Name of entity' County of Riverside Contact name': First Luis Last Flores Contact email address• LFFlores@fIvco.org Street address' 346014th Street, 41h Floor City'Riverside StatelProvince' California Postal code' 9250'1.3861 Country' USA Phone` 951-955-8114 Fax 6. Primary contact information. An individual from inside the organization must serve as the primary contact. This contact receives online administrator permissions and may grant online access to olhars. This contact also receives all notices unless Microsoft is provided written notice or a change. Name of entity' County of Riverside SupCAnleC11i0012i9m(NA.140)(646)(0d2i) r:q Page 2 03 Contact name: First Jim Last Smith Contact email address' jimsmith@rivco,org Street address' 345014th Street, 4lh Floor City' Riverside StatelProvince' CA Postal code• 9250,13661 Country' US Phone*951-231-5909 Fax Notices contact and online administrator Information. This Individual receives online adminlstrator permissions and may grant online access to others. This contact also receives all notices. ® Same as p linnty confarl Name of entity' Contact name': First Last Contact email address° Street address' City" SlaleWrovince' Postal code' Country' Phone" Fax ❑ This contact Is a third party (not the entity). Warning: This contact receives personally Identifiable information of the entity. Sup(:OulaclhikNnnu(NP.,INUj(ENG)rOcllat3) Nge 3of 3 Microsoft Document Headersheet * This is for informational purposes only' MS5-0000004275258 (MSLI Tracking Number) Doc Type: Amendments uo not modify the formatting or spacing of this Form above this text Subsidiary: Country: United States LAR/LAD/ESA: Insight Direct USA, Inc. Program/Version EA 6 2016 ACCOUNT: County of Riverside Comments: Outsourcer Name: Business Agreement Number: Master Agreement Number: 808444S Agreement Number: Purchase Order Number: 8/23/2019 9:42:40 PM Account Manager Name / Alias: (Scanning Code) 25G-26 ©l Mics•osoi`t Amendment to Contract Documents Arrleanonl PWlabai Vol(rrne Licensing 004•kayleed•5.04 This runendlncnt ("Alnondaent") Is entered Into between the parties Identified on the attached program signature form. It amends the Dirofimenl of Agreement identified above. All lei ms used but not defined In this Amendment will have the salne meanings provided In that Ea'ollmenl of Agreement. Enterprise Agreement Custom Terms CTM 1. Seolion 0a,'Torin", is hereby amended and restated as follows: a. Term. The lean of this Agreement will remain In effect unless terminated by either party as Uesciibed belo%v. Each 174allmenl will have. the Iona provided in that Fnrollmenl. 2. The pricing that Microsofl will offer Enrolled Affilinln',: Reseller for 'Enrollments effeclive. between November 1, 20.10 through October 31, 2021, and that v+lll apply for the entire Initial term of Such Enrollments, is as fallnwx: ProducC _ Price EKamplcs Include but are not limited to Level the following": Enterprise Online Services" Level D M365 E3 and L'•5, Enterprise Mobility + (including Pull USLs. 14oa SA Ininus 27. Security E3 and E5, Office 365 Enterprise USLS, Add.ons and Step Ups) Level D E1 or E3. Windows 10 Enterprise E3 or E5 Office 365Pro Plus, Wintlosys iD Enterprise Products Cnlerprise, Core CAL Suite, Enterprise CAL Suite Additional Products Level O 61365 F1, fv1365 E5 Compliance, M365 E5 Socudly, Office 365 Fnterpdse F1, Project Online, Vislo Online Plan 1 or Plan 2, Dynamics 365, Azure, SOL Server, Windows Server, ele. Server and Tools Product Level D SharePoint Server, SOL Server, BlzTalk (applies to Server and Cloud SOrvor, Visual Studio. Core Infraslnrcturc Enrollments only) Suites, etc. Hit examWes iududa mAnra services Iiat are 1141ablehi eal-er the ecnnnereial o, nwanme,x dmrd nrlenn,rv. "nllnllfylnn Enimp!ine 0.1,rin SaivlfP.1 nrP der,fiRed In be nroducr germs Win ffin ceP Yalae oI "Fo'h1 the ('IbIP,G (M 'P,un!urn Aw-luhll,IV . The uw1m of Ealaµiee D:dine 0.1-ALas Is a rbj.ct la clr-gu as Enlerpdse 04iue Servmes me traded. uAntedrref•.ed ararwvad 6-an the Cnleno6se plcgfaln offering Fxclusions apply In the addilional 2% discount nil Enterprise Online Services as follows: A„e_:Idwa,LSpV rl a CIIA-cPT•UPT-FVVK OD Valle 1 ar J. 25G-27 • The price Hsi month that applies to an order is not a factor 'in determining whether the nddifional2%discount on Enterprise Online Services may he applied to an order. The only applicable factor is the effective date of the Enrollment. • The discount does not apply io any extensions of the initial Tenn or renewal Enrollments. • The discount times not apply to any promotional SKUs. Enrolled Affiliate is entitled to the lower of the pmmolional price or discounted price. The price fevel that applies to Emollmenls effective on or after November 1, 2021 is Level D for all Pradurts. _ The Raselter and the Enrolled Affiliate will determine the Enrolled Affiliale's actual price and ' payment. terms. Except for changes made by this Amendment, the Enrollment or Agreement identified above remains unchanged and In (till force and effect. If there Is any conflict between any provision In this Amendment and any provision in Ilia Enrollment or Agreement identified above, this Arnendnaml shall control. This Amendment must he attached to a signature form to be valid. Amerdmm:tArn M n CTht-CPT-nPFPNK an Paea 7 N 2 7 25G-28 EXHIBIT B VOLUME LICENSING ENTERPRISE ENROLLMENT - STATE AND LOCAL #22376v3 25G-29 Mm® Microsoft Enterprise Enrollment Enterprise Enrollment number 73367119 (Microsoft to complete) Previous Enrollment number (Resellor to complete) Volurne Licensing Framework ID (ifapplicable) State and Local This Enrollment must be attached to a signature form to be valid. This Microsoft Enterprise Enrollment is entered into between the entities as identified in the signature form as of the effective date. Enrolled Affiliate represents and warrants it is the same Customer, or an Affiliate of the Customer, that entered into the Enterprise Agreement identified on the program signature form. This Enrollment consists of: (1) these terms and conditions, (2) the terms of the Enterprise Agreement identified on the signature form, (3) the Product Selection Form, (4) the Product Terms, (5) the Online Services Terms, (6) any Supplemental Contact Information Form, Previous Agreement/Enrollment form, and other forms that may be required, and (7) any order submitted under this Enrollment. This Enrollment may only be entered into under a 2011 or later Enterprise Agreement. By entering into this Enrollment, Enrolled Affiliate agrees to be bound by the terms and conditions of the Enterprise Agreement. All terms used but not defined are located at htto://www.microsoft.com/licensing/contracts. In the event of any conflict the terms of this Agreement control. Effective date. If Enrolled Affiliate is renewing Software Assurance or Subscription Licenses from one or more previous Enrollments or agreements, then the effective date will be the day after the first prior Enrollment or agreement expires or terminates. If this Enrollment is renewed, the effective date of the renewal term will be the day after the Expiration Date of the initial term. Otherwise, the effective date will be the date this Enrollment is accepted by Microsoft. Any reference to "anniversary date' refers to the anniversary of the effective date of the applicable initial or renewal term for each year this Enrollment is in effect. Term. The initial term of this Enrollment will expire on the last day of the month, 36 full calendar months from the effective date of the initial term. The renewal term will expire 36 full calendar months after the effective date of the renewal term. Terms and Conditions 1. Definitions. Terms used but not defined in this Enrollment will have the definition in the Enterprise Agreement. The following definitions are used in this Enrollment: "Additional Product" means any Product identified as such in the Product Terms and chosen by Enrolled Affiliate under this Enrollment. "Community" means the community consisting of one or more of the following: (1) a Government, (2) an Enrolled Affiliate using eligible Government Community Cloud Services to provide solutions to a Government or a qualified member of the Community, or (3) a Customerwith Customer Data that is subject to Government regulations for which Customer determines and Microsoft agrees that the use of Government Community Cloud Services is appropriate to meet Customer's regulatory requirements. EA20201 EnrGov(US)SLG(ENG)(0Ct2019) Page 1 of 10 Document X20-10635 25G-30 Membership in the Community is ultimately at Microsoft's discretion, which may vary by Government Community Cloud Service. "Enterprise Online Service" means any Online Service designated as an Enterprise Online Service in the Product Terms and chosen by Enrolled Affiliate under this Enrollment. Enterprise Online Services are treated as Online Services, except as noted. "Enterprise Product" means any Desktop Platform Product that Microsoft designates as an Enterprise Product in the Product Terms and chosen by Enrolled Affiliate under this Enrollment. Enterprise Products must be licensed for all Qualified Devices and Qualified Users on an Enterprise -wide basis under this program. "Expiration Date" means the date upon which the Enrollment expires. "Federal Agency" means a bureau, office, agency, department or other entity of the United States Government. "Government" means a Federal Agency, State/Local Entity, or Tribal Entity acting in its governmental capacity. "Government Community Cloud Services" means Microsoft Online Services that are provisioned in Microsoft's multi -tenant data centers for exclusive use by or for the Community and offered in accordance with the National Institute of Standards and Technology (NIST) Special Publication 800-145. Microsoft Online Services that are Government Community Cloud Services are designated as such in the Use Rights and Product Terms. "Industry Device" (also known as line of business device) means any device that: (1) is not useable in its deployed configuration as a general purpose personal computing device (such as a personal computer), a multi -function server, or a commercially viable substitute for one of these systems; and (2) only employs an industry or task -specific software program (e.g. a computer -aided design program used by an architect or a point of sale program) ("Industry Program"). The device may include features and functions derived from Microsoft software or third -party software. If the device performs desktop functions (such as email, word processing, spreadsheets, database, network or Internet browsing, or scheduling, or personal finance), then the desktop functions: (1) may only be used for the purpose of supporting the Industry Program functionality; and (2) must be technically integrated with the Industry Program or employ technically enforced policies or architecture to operate only when used with the Industry Program functionality. "Managed Device" means any device on which any Affiliate in the Enterprise directly or indirectly controls one or more operating system environments. Examples of Managed Devices can be found in the Product Terms. "Qualified Device" means any device that is used by or for the benefit of Enrolled Affiliate's Enterprise and is: (1) a personal desktop computer, portable computer, workstation, or similar device capable of running Windows Pro locally (in a physical or virtual operating system environment), or (2) a device used to access a virtual desktop infrastructure ("VDI"). Qualified Devices do not include any device that is: (1) designated as a server and not used as a personal computer, (2) an Industry Device, or (3) not a Managed Device. At its option, the Enrolled Affiliate may designate any device excluded above (e.g., Industry Device) that is used by or for the benefit of the Enrolled Affiliate's Enterprise as a Qualified Device for all or a subset of Enterprise Products or Online Services the Enrolled Affiliate has selected. "Qualified User" means a person (e.g., employee, consultant, contingent staff) who: (1) is a user of a Qualified Device, or (2) accesses any server software requiring an Enterprise Product Client Access License or any Enterprise Online Service. It does not include a person who accesses server software or an Online Service solely under a License identified in the Qualified User exemptions in the Product Terms. "Reseller" means an entity authorized by Microsoft to resell Licenses under this program and engaged by an Enrolled Affiliate to provide pre- and post -transaction assistance related to this agreement; "Reserved License" means for an Online Service identified as eligible for true -ups in the Product Terms, the License reserved by Enrolled Affiliate prior to use and for which Microsoft will make the Online Service available for activation. EA20201 EnrGov(US)SLG(ENG)(Oct2019) Page 2 of 10 Document X20-10635 25G-31 "State/Local Entity" means (1) any agency of a state or local government in the United States, or (2) any United States county, borough, commonwealth, city, municipality, town, township, special purpose district, or other similar type of governmental instrumentality established by the laws of Customer's state and located within Customer's state's jurisdiction and geographic boundaries. "Tribal Entity" means a federally -recognized tribal entity performing tribal governmental functions and eligible for funding and services from the U.S. Department of Interior by virtue of its status as an Indian tribe. "Use Rights" means, with respect to any licensing program, the use rights or terms of service for each Product and version published for that licensing program at the Volume Licensing Site and updated from time to time. The Use Rights include the Product -Specific License Terms, the License Model terms, the Universal License Terms, the Data Protection Terms, and the Other Legal Terms. The Use Rights supersede the terms of any end user license agreement (on -screen or otherwise) that accompanies a Product. "Volume Licensing Site" means http://www.microsoft.com/licensing/contracts or a successor site. 2. Order requirements. a. Minimum order requirements. Enrolled Affiliate's Enterprise must have a minimum of 250 Qualified Users or Qualified Devices. The initial order must include at least 250 Licenses for Enterprise Products or Enterprise Online Services. Enterprise commitment. Enrolled Affiliate must order enough Licenses to cover all Qualified Users or Qualified Devices, depending on the License Type, with one or more Enterprise Products or a mix of Enterprise Products and the corresponding Enterprise Online Services (as long as all Qualified Devices not covered by a License are only used by users covered with a user License). (I!) Enterprise Online Services only. If no Enterprise Product is ordered, then Enrolled Affiliate need only maintain at least 250 Subscription Licenses for Enterprise Online Services. b. Additional Products. Upon satisfying the minimum order requirements above, Enrolled Affiliate may order Additional Products. c. Use Rights for Enterprise Products. For Enterprise Products, if a new Product version has more restrictive use rights than the version that is current at the start of the applicable initial or renewal term of the Enrollment, those more restrictive use rights will not apply to Enrolled Affiliate's use of that Product during that term. d. Country of usage. Enrolled Affiliate must specify the countries where Licenses will be used on its initial order and on any additional orders. e. Resellers. Enrolled Affiliate must choose and maintain a Reseller authorized in the United States. Enrolled Affiliate will acquire its Licenses through its chosen Reseller. Orders must be submitted to the Reseller who will transmit the order to Microsoft. The Reseller and Enrolled Affiliate determine pricing and payment terms as between them, and Microsoft will invoice the Reseller based on those terms. Throughout this Agreement the term "price" refers to reference price. Resellers and other third parties do not have authority to bind or impose any obligation or liability on Microsoft. f. Adding Products. (i) Adding new Products not previously ordered. New Enterprise Products or Enterprise Online Services may be added at any time by contacting a Microsoft Account Manager or Reseller. New Additional Products, other than Online Services, maybe used if an order is placed in the month the Product is first used. For Additional Products that are Online Services, an initial order for the Online Service is required prior to use. EA20201 EnrGov(US)SLG(ENG)(0ct2019) Page 3 of 10 Document X20-10635 25G-32 (ii) Adding Licenses for previously ordered Products. Additional Licenses for previously ordered Products other than Online Services may be added at any time but must be included in the next true -up order. Additional Licenses for Online Services must be ordered prior to use, unless the Online Services are (1) identified as eligible for true -up in the Product Terms or (2) included as part of other Licenses. g. True -up requirements. Enrolled Affiliate must submit an annual true -up order that accounts for any changes since the initial order or last order. If there are no changes, then an update statement must be submitted instead of a true -up order. (i) Enterprise Products. For Enterprise Products, Enrolled Affiliate must determine the number of Qualified Devices and Qualified Users (if ordering user -based Licenses) at the time the true -up order is placed and must order additional Licenses for all Qualified Devices and Qualified Users that are not already covered by existing Licenses, including any Enterprise Online Services. (ii) Additional Products. For Additional Products that have been previously ordered under this Enrollment, Enrolled Affiliate must determine the maximum number of Additional Products used since the latter of the initial order, the last true -up order, or the prior anniversary date and submit a true -up order that accounts for any increase. (iii) Online Services. For Online Services identified as eligible for true -up in the Product Terms, Enrolled Affiliate may place a reservation order for the additional Licenses prior to use and payment may be deferred until the next true -up order. Microsoft will provide a report of Reserved Licenses ordered but not yet invoiced to Enrolled Affiliate and its Reseller. Reserved Licenses will be invoiced retrospectively to the month in which they were ordered. (iv) Subscription License reductions. Enrolled Affiliate may reduce the quantity of Subscription Licenses at the Enrollment anniversary date on a prospective basis if permitted in the Product Terms, as follows: 1) For Subscription Licenses that are part of an Enterprise -wide purchase, Licenses may be reduced if the total quantity of Licenses and Software Assurance for an applicable group meets or exceeds the quantity of Qualified Devices and Qualified Users (if ordering user -based Licenses) identified on the Product Selection Form, and includes any additional Qualified Devices and Qualified Users added in any prior true -up orders. Step-up Licenses do not count towards this total count. 2) For Enterprise Online Services that are not a part of an Enterprise -wide purchase, Licenses can be reduced as long as the initial order minimum requirements are maintained. 3) For Additional Products available as Subscription Licenses, Enrolled Affiliate may reduce the Licenses. If the License count is reduced to zero, then Enrolled Affiliate's use of the applicable Subscription License will be cancelled. Invoices will be adjusted to reflect any reductions in Subscription Licenses at the true -up order Enrollment anniversary date and effective as of such date. (v) Update statement. An update statement must be submitted instead of a true -up order if, since the initial order or last true -up order, Enrolled Affiliate's Enterprise: (1) has not changed the number of Qualified Devices and Qualified Users licensed with Enterprise Products or Enterprise Online Services; and (2) has not increased its usage of Additional Products. This update statement must be signed by Enrolled Affiliate's authorized representative. (vi) True -up order period. The true -up order or update statement must be received by Microsoft between 60 and 30 days prior to each Enrollment anniversary date. The third - year true -up order or update statement is due within 30 days prior to the Expiration Date, and any license reservations within this 30 day period will not be accepted. Enrolled Affiliate EA20201 EnrGov(US)SLG(ENG)(0Ct2019) Page 4 of 10 Document X20-10635 25G-33 may submit true -up orders more often to account for increases in Product usage, but an annual true -up order or update statement must still be submitted during the annual order period. (vii)Late true -up order. If the true -up order or update statement is not received when due, Microsoft will invoice Reseller for all Reserved Licenses not previously invoiced and Subscription License reductions cannot be reported until the following Enrollment anniversary date (or at Enrollment renewal, as applicable). It. Step-up Licenses. For Licenses eligible for a step-up under this Enrollment, Enrolled Affiliate may step-up to a higher edition or suite as follows: (i) For step-up Licenses included on an initial order, Enrolled Affiliate may order according to the true -up process. (ii) If step-up Licenses are not included on an initial order, Enrolled Affiliate may step-up initially by following the process described in the Section titled "Adding new Products not previously ordered," then for additional step-up Licenses, by following the true -up order process. I. Clerical errors. Microsoft may correct clerical errors in this Enrollment, and any documents submitted with or under this Enrollment, by providing notice by email and a reasonable opportunity for Enrolled Affiliate to object to the correction. Clerical errors include minor mistakes, unintentional additions and omissions. This provision does not apply to material terms, such as the identity, quantity or price of a Product ordered. j. Verifying compliance. Microsoft may, in its discretion and at its expense, verify compliance with this Enrollment as set forth in the Enterprise Agreement. 3. Pricing. a. Price Levels. For both the initial and any renewal term Enrolled Affiliate's Price Level for all Products ordered under this Enrollment will be Level "D" throughout the term of the Enrollment. b. Setting Prices. Enrolled Affiliate's prices for each Product or Service will be established by its Reseller. Except for Online Services designated in the Product Terms as being exempt from fixed pricing, As long as Enrolled Affiliate continues to qualify for the same price level, Microsoft's prices for Resellers for each Product or Service ordered will be fixed throughout the applicable initial or renewal Enrollment term. Microsoft's prices to Resellers are reestablished at the beginning of the renewal term. 4. Payment terms. For the initial or renewal order, Microsoft will invoice Enrolled Affiliate's Reseller in three equal annual installments. . The first installment will be invoiced upon Microsoft's acceptance of this Enrollment and remaining installments will be invoiced on each subsequent Enrollment anniversary date. Subsequent orders are invoiced upon acceptance of the order and Enrolled Affiliate may elect to pay annually or upfront for Online Services and upfront for all other Licenses. 5. End of Enrollment term and termination. a. General. At the Expiration Date, Enrolled Affiliate must immediately order and pay for Licenses for Products it has used but has not previously submitted an order, except as otherwise provided in this Enrollment. b. Renewal option. At the Expiration Date of the initial term, Enrolled Affiliate can renew Products by renewing this Enrollment for one additional 36-month term or by signing a new Enrollment. Microsoft must receive a Renewal Form, Product Selection Form, and renewal order prior to or at the Expiration Date. Microsoft will not unreasonably reject any renewal. EA20201 EnfGov(US)SLG(ENG)(0ct2019) Page 5 of 10 Document X20-10635 25G-34 Microsoft may make changes to this program that will make it necessary for Customer and its Enrolled Affiliates to enter into new agreements and Enrollments at renewal. c. If Enrolled Affiliate elects not to renew. (i) Software Assurance. If Enrolled Affiliate elects not to renew Software Assurance for any Product under its Enrollment, then Enrolled Affiliate will not be permitted to order Software Assurance later without first acquiring a new License with Software Assurance. (ii) Online Services eligible for an Extended Term. For Online Services identified as eligible for an Extended Term in the Product Terms, the following options are available at the end of the Enrollment initial or renewal term. 1) Extended Term. Licenses for Online Services will automatically expire in accordance with the terms of the Enrollment. An extended term feature that allows Online Services to continue month -to -month ("Extended Term') is available. During the Extended Term, Online Services will be invoiced monthly at the then -current published price as of the Expiration Date plus a 3% administrative fee for up to one year. If Enrolled Affiliate wants an Extended Term, Enrolled Affiliate must submit a request to Microsoft at least 30 days prior to the Expiration Date. 2) Cancellation during Extended Term. At any time during the first year of the Extended Term, Enrolled Affiliate may terminate the Extended Term by submitting a notice of cancellation to Microsoft for each Online Service. Thereafter, either party may terminate the Extended Term by providing the other with a notice of cancellation for each Online Service. Cancellation will be effective at the end of the month following 30 days after Microsoft has received or issued the notice. (iii) Subscription Licenses and Online Services not eligible for an Extended Term. If Enrolled Affiliate elects not to renew, the Licenses will be cancelled and will terminate as of the Expiration Date. Any associated media must be uninstalled and destroyed and Enrolled Affiliate's Enterprise must discontinue use. Microsoft may request written certification to verify compliance. d. Termination for cause. Any termination for cause of this Enrollment will be subject to the "Termination for cause' section of the Agreement. In addition, it shall be a breach of this Enrollment if Enrolled Affiliate or any Affiliate in the Enterprise that uses Government Community Cloud Services fails to meet and maintain the conditions of membership in the definition of Community. e. Early termination. Any early termination of this Enrollment will be subject to the "Early Termination" Section of the Enterprise Agreement. For Subscription Licenses, in the event of a breach by Microsoft, or if Microsoft terminates an Online Service for regulatory reasons, Microsoft will issue Reseller a credit for any amount paid in advance for the period after termination. 6. Government Community Cloud. a. Community requirements. If Enrolled Affiliate purchases Government Community Cloud Services, Enrolled Affiliate certifies that it is a member of the Community and agrees to use Government Community Cloud Services solely in its capacity as a member of the Community and, for eligible Government Community Cloud Services, for the benefit of end users that are members of the Community. Use of Government Community Cloud Services by an entity that is not a member of the Community or to provide services to non -Community members is strictly prohibited and could result in termination of Enrolled Affiliate's license(s) for Government Community Cloud Services without notice. Enrolled Affiliate acknowledges that only Community members may use Government Community Cloud Services. b. All terms and conditions applicable to non -Government Community Cloud Services also apply EA20201 EnrGov(US)SLG(ENG)(0ct2019) Page 6 of 10 Document X20-10635 25G-35 to their corresponding Government Community Cloud Services, except as otherwise noted in the Use Rights, Product Terms, and this Enrollment. c. Enrolled Affiliate may not deploy or use Government Community Cloud Services and corresponding non -Government Community Cloud Services in the same domain. d. Use Rights for Government Community Cloud Services. For Government Community Cloud Services, notwithstanding anything to the contrary in the Use Rights: (1) Government Community Cloud Services will be offered only within the United States. (ii) Additional European Terms, as set forth in the Use Rights, will not apply. (iii) References to geographic areas in the Use Rights with respect to the location of Customer Data at rest, as set forth in the Use Rights, refer only to the United States. EA20201 EnrGov(US)SLG(ENG)(Oct2019) Page 7 of 10 Document X20-10635 25G-36 Enrollment Details Enrolled Affiliate's Enterprise. a. Identify which Agency Affiliates are included in the Enterprise. (Required) Enrolled Affiliate's Enterprise must consist of entire offices, bureaus, agencies, departments or other entities of Enrolled Affiliate, not partial offices, bureaus, agencies, or departments, or other partial entities. Check only one box in this section. If no boxes are checked, Microsoft will deem the Enterprise to include the Enrolled Affiliate only. If more than one box is checked, Microsoft will deem the Enterprise to include the largest number of Affiliates: 0 Enrolled Affiliate only ❑ Enrolled Affiliate and all Affiliates ❑ Enrolled Affiliate and the following Affiliate(s) (Only identify specific affiliates to be included if fewer than all Affiliates are to be included in the Enterprise): ❑ Enrolled Affiliate and all Affiliates, with following Affiliate(s) excluded: b. Please indicate whether the Enrolled Affiliate's Enterprise will include all new Affiliates acquired after the start of this Enrollment: Exclude future Affiliates 2. Contact information. Each party will notify the other in writing if any of the information in the following contact information page(s) changes. The asterisks (*) indicate required fields. By providing contact information, Enrolled Affiliate consents to its use for purposes of administering this Enrollment by Microsoft, its Affiliates, and other parties that help administer this Enrollment. The personal information provided in connection with this Enrollment will be used and protected in accordance with the privacy statement available at https://www.microsoft.com/licensing/servicecenter. a. Primary contact. This contact is the primary contact for the Enrollment from within Enrolled Affiliate's Enterprise. This contact is also an Online Administrator for the Volume Licensing Service Center and may grant online access to others. The primary contact will be the default contact for all purposes unless separate contacts are identified for specific purposes Name of entity (must be legal entity name)* City of Santa Ana Contact name* First Michael Last Fetner Contact email address* mfetner@santa-ana.org Street address* 20 Civic Center Plaza City* Santa Ana State* CA Postal code* 92701-4058- (Please provide the zip + 4, e.g. xxxxx-xxxx) Country* United States Phone* (714) 647-5384 Tax ID * indicates required fields b. Notices contact and Online Administrator. This contact (1) receives the contractual notices, (2) is the Online Administrator for the Volume Licensing Service Center and may grant online access to others, and (3) is authorized to order Reserved Licenses for eligible Online Servies, including adding or reassigning Licenses and stepping -up prior to a true -up order. EA20201 EnrGov(US)SLG(ENG)(0ct2019) Page 8 of 10 Document X20-10635 25G-37 ❑x Same as primary contact (default if no information is provided below, even if the box is not checked). Contact name* First Michael Last Fetner Contact email address* mfetner@santa-ana.org Street address* 20 Civic Center Plaza City* Santa Ana State* CA Postal code*92701-4058- (Please provide the zip + 4, e.g. xxxxx-xxxx) Country* United States Phone* (714) 647-5384 Language preference. Choose the language for notices. English ❑ This contact is a third party (not the Enrolled Affiliate). Warning: This contact receives personally identifiable information of the Customer and its Affiliates. * indicates required fields c. Online Services Manager. This contact is authorized to manage the Online Services ordered under the Enrollment and (for applicable Online Services) to add or reassign Licenses and step-up prior to a true -up order. Same as notices contact and Online Administrator (default if no information is provided below, even if box is not checked) Contact name*: First Michael Last Fetner Contact email address* mfetner@santa-ana.org Phone* (714) 647-5384 ❑ This contact is from a third party organization (not the entity). Warning: This contact receives personally identifiable information of the entity. * indicates required fields d. Reseller information. Reseller contact for this Enrollment is: Reseller company name* SoftwareONE, Inc. Street address (PO boxes will not be accepted)* 20875 Crossroads Circle, Suite 1 City* Waukesha State* WI Postal code* 53186-4093 Country* United States Contact name* MS* Admin Phone*262-317-5555 Contact email address* ms-admin.us@softwareone.com * indicates required fields By signing below, the Reseller identified above confirms that all information provided in this Enrollment is correct. Signature* Y Ir'i'A° (r_ rf';'r.'ii -X Printed name* Bridget Hardwick Printed title* PCE-CSM Date* 1/13/20 indicates required fields Changing a Reseller. If Microsoft or the Reseller chooses to discontinue doing business with each other, Enrolled Affiliate must choose a replacement Reseller. If Enrolled Affiliate or the Reseller intends to terminate their relationship, the initiating party must notify Microsoft and the EA20201 EnrGov(US)SLG(ENG)(0Ct2019) Page 9 of 10 Document X20-10635 25G-38 other party using a form provided by Microsoft at least 90 days prior to the date on which the change is to take effect. e. If Enrolled Affiliate requires a separate contact for any of the following, attach the Supplemental Contact Information form. Otherwise, the notices contact and Online Administrator remains the default. (i) Additional notices contact (ii) Software Assurance manager (III) Subscriptions manager (iv) Customer Support Manager (CSM) contact 3. Financing elections. Is a purchase under this Enrollment being financed through MS Financing? ❑ Yes, M No. If a purchase under this Enrollment is financed through MS Financing, and Enrolled Affiliate chooses not to finance any associated taxes, it must pay these taxes directly to Microsoft. EA20201 EnrGov(US)SLG(ENG)(0ct2019) Page 10 of 10 Document X20-10635 25G-39 �! Microsoft Volume Licensing Previous Enrollment(s)/Agreement(s) Form Entity Name: City of Santa Ana Contract that this form is attached to: Enterprise Enrollment For the purposes of this form, "entity" can mean the signing entity, Customer, Enrolled Affiliate, Government Partner, Institution, or other party entering into a volume licensing program agreement. Please provide a description of the previous Enrollment(s), Agreement(s), Purchasing Account(s), and/or Affiliate Registration(s) being renewed or consolidated into the new contract identified above. a. Entity may select below any previous contract(s) from which to transfer MSDN subscribers to this new contract. Entity shall ensure that each MSDN subscriber transferred is either properly licensed under the new contract or is removed. b. Entity may select below only one previous contract from which to transfer the Software Assurance (SA) Benefit contact details, i.e., benefits contact (not the SA manager) and the program codes, to this new contract. c. An Open License cannot be used to transfer either the SA Benefit details or MSDN subscribers. d. The date of the earliest expiring Enrollment/Agreement that contains SA or Online Services will be the effective date of the new contract (or SA coverage period for Select Plus). e. Please insert the number of the earliest expiring Enrollment/Agreement with SA or Online Services in the appropriate fields of the new contract. PrevEnrAgrForm(WW)(ENG)(Oct2019) ^��_�O Pagel oft L Document X20-12873 EXHIBIT C VOLUME LICENSING ENTERPRISE AMENDMENT TO CONTRACT DOCUMENTS 4'_73760 25G-41 17 Microsoft Amendment to Contract Documents Enrollment Number Volume Licensing 5-0000004618453 These amendments are entered into between the parties identified on the attached program signature form. They amend the Enrollment or Agreement identified above. All terms used but not defined in these amendments will have the same meanings provided in that Enrollment or Agreement. Enterprise Enrollment (Indirect) Invoice for Quoted Price Amendment ID M97 The price quoted to Enrolled Affiliate's Reseller is a fixed price based on an estimated order submission date. Microsoft will invoice Enrolled Affiliate's Reseller based on this fixed price quote. If this order is submitted later than the estimated order submission date, Enrolled Affiliate's Reseller will be charged for net new Monthly Subscriptions (including Online Services) for the period during which these services were not provided. Pricing to Enrolled Affiliate is agreed between Enrolled Affiliate and Enrolled Affiliate's Reseller. SKU Number SKU Description Existing Quantity (ordered in prior Enrollment) Incremental quantities (ordered in renewal Enrollment) AAA-12417 CoreCALBridgeO365FromSA ALNG SubsVL MVL Pltfrm PerUsr 0 3 AAA-11894 O365GCCE3 ShrdSvr ALNG SubsVL MVL PerUsr 3 3 AmendmenLApp v4.0 M97. M325 Page 1 of 2 25G-42 Enterprise Enrollment Early Commitment Amendment ID M325 For the purposes of this Amendment, "Entity" can mean the signing entity, Customer, Enrolled Affiliate, Government Partner, Institution, or other party entering into a volume licensing program agreement. The parties agree that the Enrollment is amended by adding a section entitled "Early Commitment" Early Commitment a. In this Amendment, "Entity" can mean the signing entity, Customer, Enrolled Affiliate, Government Partner, Institution, or other party entering into a volume licensing program agreement. b. This renewal may be earlier than the required timeline. The effective date of this Enrollment shall be one day following the Expiring Enrollment. c. Entity's initial order under this Enrollment includes a renewal of Entity's Software Assurance and/or Subscription Licenses previously ordered under the Expiring Enrollment number 67631100 for the full term of the Expiring Enrollment from the day after expiration. The following conditions apply to this renewal: (i) Entity's final true -up order on the Expiring Enrollment shall be placed at the time this Enrollment is signed and any contents of that true -up order that Entity wishes to renew must also be added to this Enrollment's initial order. (ii) Any subsequent true -up orders placed under the Expiring Enrollment after the signing of this Enrollment must be placed no later than 15 days prior to the Expiring Enrollment's Expiration Date, and must be placed with the assistance of Entity's Microsoft Account Manager, Software Advisor or Reseller. (Ili) During the period between the execution and effective date of this Enrollment, Entity may add new Products to the Expiring Enrollment. No later than 15 days prior to the Expiring Enrollment's Expiration Date, Entity may renew Software Assurance or Subscription Licenses for such Products under this Enrollment with the assistance of Entity's Microsoft Account Manager, Software Advisor or Reseller by submitting a supplemental order. (iv) Entity should tick the following box ❑ if this is the final True Up under their current Expiring Agreement. Exceptfor changes made by these amendments, the Enrollment or Agreement identified above remains unchanged and in full force and effect. If there is any conflict between any provision in these amendments and any provision in the Enrollment or Agreement identified above, these amendments shall control. This Amendment must be attached to a signature form to be valid. Microsoft Internal Use Only: (M97)EnrAmend(Ind)(InvoiceforQuotedPrice)( M97 B WW)(ENG Nov2019 IU .docx (M325)EnrAmend(EarlyCommitment)(WW)(E M325 PLSS NG)(June2019 IU .docx AmendmentApp v4.0 M97,M325 Page 2 of 2 25G-43 EXHIBIT D VOLUME LICENSING ENTERPRISE ENROLLMENT PRODUCT SELECTION FORM #22376v3 25G-44 Enterprise Enrollment Product Selection Form Proposal ID 0900805.006 Language: English (United States) Microsoft I Volume Licensing Enrollment Number Enrolled Affiliate's Enterprise Products and Enterprise Online Services summary for the initial order: Profile Qualified Devices Qualified Users Device / User Ratio Enterpnse Product Platform CAL Licensing Model Enterprise 1,721 1,540 1.1 No User Licenses House use in the cloud 3 3 1.0 Yes User Licenses Total 1,724 1,543 Products Enterprise Quantity House use in the cloud Quantity Client Access License (CAL) Core CAL Core CAL 1,540 - Core CAL Bridge for Office 365 From SA - 3 Windows Desktop Windows Enterprise OS Upgrade 1,721 3 0365 Gov Plan 0365 GCC E3 - 3 Enrolled Affiliate's Product Quantities: Price Group 1 2 3 4 Enterprise Products Office Professional Plus+O(fice Client Access License+ Client Access License Win E3+Win E5+ 365 Pro Plus+Office 365 (Plans Office 365 (Plans E1, E3 + Windows Intune+ Win VDA + Microsoft E3 and E5) + Microsoft 365 and E5) + Microsoft 365 EMS USL + Microsoft 365 Enterprise Enterpnse Enterpnse 365 Enterprise Quantity 3 1 1543 1 1540 1 1724 Enrolled Affiliate's Price Level: Product Offering / Pool Price Level Enterprise Products and Enterprise Online Services USLs: Unless otherwise indicated in associated contract documents, Price level set using the highest quantity from Groups 1 through 4. D Additional Product Application Pool: Unless otherwise indicated in associated contract documents, Price level set using quantity from Group 1. D CTM Page 1 of 2 25G-45 Enterprise Enrollment Product Selection Form Microsoft I Volume Licensing Additional Product Server Pool: Unless otherwise indicated in associated contract documents, Price level set using the highest quantity from Group 2 or 3. D Additional Product Systems Pool: Unless otherwise indicated in associated contract documents, Price level set using quantity from Group 4. D 9 Unless otherwise indicated in the associated contract documents, the price level for each Product offering / pool is set as described above, based upon the quantity to price level mapping below: Quantity of Licenses and Software Assurance Price Level 2,399 and below A 2,400 to 5,999 B 6,000 to 14,999 C 15,000 and above D Note 1: Enterprise Online Services may not be available in all locations. Please see the Product List for a list of locations where these may be purchased. Note 2: Unless otherwise indicated in associated Agreement documents, the CAL selection must be the same across the Enterprise for each Profile. Note 3: Enrolled Affiliate acknowledges that in order to use a third party to mimage the Windows Operating System Upgrade,Enrolled Affiliate must certify that it has acquired qualifying operating system licenses. The requirement applies to Windows Enterprise OS Upgrade.See Product Terms for details. Note 4: If Enrolled Affiliate does not order an Enterprise Product or Enterprise Online Service associated with an applicable Product pool, the price level for Additional Products in the same pool will be price level "A" throughout the term of the Enrollment Refer to the Qualifying Government Entity Addendum pricing provision for more details on price leveling. CTM Page 2 of 2 25G-46 EXHIBIT E VOLUME LICENSING DISCOUNT TRANSPARENCY DISCLOSURE FORM -1'_376v3 25G-47 Microsoft I Volume Licensing Discount Transparency Disclosure Form Date: 12/18/2019 Program: Enterprise 6 Enrollment Number: Renewal Quote Number: 0900805.006 Partner Name: SoftwareONE, Inc. Reseller Address: 20875 Crossroads Circle, Suite 1 Waukesha, WI, United States, 53186-4093 Discount Details For this enrollment, Microsoft provided the Customer's Partner an additional discount off of the Partner's Net Price. The Partner is required, by Microsoft, to pass on the additional discount to the Customer by reducing the Microsoft Product resale price by an amount equal to or greater then the discount. Listed in the table below is the maximum price the partner may charge for the Microsoft Products to be ordered under this enrollment. The Maximum Resale Price (MRP) is calculated by subtracting the additional discount provided to the Partner, from the total estimated resale price for the Microsoft Products. The requirement to pass through the additional discount, does not mean that Microsoft is setting the Customer's actual price. Partners remain free to set the price charged for Microsoft Products at any point equal to or below MRP. The Customer's actual price will be established by a separate agreement between Customer and its Partner. Ordered Products Currency Maximum Resale Price US Dollar 796,203 Note: The Maximum Resale Price listed in the table above only pertains to the Microsoft Products to be ordered under this Enrollment. The content of this form has no impact on the Customer's price for Non -Microsoft products and services. In this forth, the following definitions apply: "Customer" means the entity that may enter or has entered into a Contract with the Partner. "Contract" means a binding agreement between the Partner and Affiliate, under which Customer orders Products from Partner. "Microsoft" means (1) the entity that has entered into an agreement with Partner under which Partner may place orders for Microsoft Products for use by the Customer and (2) the affiliates of such entity, as appropriate. "Maximum Resale Price" means the sum of the Estimated Retail Price for all Microsoft Products ordered under the Customer Contract minus the aggregated discount off of the Partners Net Price provided by Microsoft listed in the currency in which the Partner or Partners reseller transacts with Microsoft. 'Product' means all Microsoft Products identified in the Product Terms, such as all Software, Online Services, and otherweb- based services, including pre-release or beta version. Microsoft product availability may vary by region. Partner: SOftwareONE, Inc. Customer: City of Santa Ana Signature of Customer's authorized representative: Printed name: Printed title: Date: 1 /1 25G-48 EXHIBIT F VOLUME LICENSING - PROGRAM SIGNATURE FORM (EXHIBITS B-E) »3';76N3 25G-49 Microsoft Program Signature Form MBA/MBSA number Agreement number 8084445 Volume Licensing 5-0000004618453 Note: Enter the applicable active numbers associated with the documents below. Microsoft requires the associated active number be indicated here, or listed below as new. For the purposes of this form, 'Customer' can mean the signing entity, Enrolled Affiliate, Government Partner, Institution, or other party entering into a volume licensing program agreement. This signature form and all contract documents identified in the table below are entered into between the Customer and the Microsoft Affiliate signing. as of the effective date identified below. By signing below, Customer and the Microsoft Affiliate agree that both parties (1) have received, read and understand the above contract documents, including any websites or documents incorporated by reference and any amendments and (2) agree to be bound by the terms of all such documents. Name of Entity (must be legal entity name)' City of Santa Ana Signature' Printed First and Last Name* Printed Title Signature Date* Tax ID PmgramSignForm(MSSgn)(NA,latAm)ExBRA(ENG)(Oct2019) Page 1 of 2 Document X20-12845 25G-50 Optional 2n1 Customer signature or Outsourcer signature (if applicable) Name of Entity (must be legal entity name)' Signature* Printed First and Last Name' Printed Title Signature Date` indicates required field Name of Entity (must be legal entity name)' Signature' _ Printed First and Last Name' Printed Title Signature Date` If Customer requires additional contacts or is reporting multiple previous Enrollments, include the appropriate form(s) with this signature form. After this signature form is signed by the Customer, send it and the Contract Documents to Customer's channel partner or Microsoft account manager, who must submit them to the following address. When the signature form is fully executed by Microsoft, Customer will receive a confirmation copy. Microsoft Corporation Dept. 551,.Volume Licensing 6100 Neil Road, Suite 210 Reno, Nevada 89511-1137 USA ATTEST: DAISY GOMEZ Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: IF Assistant City Attorney RECOMMENDED FOR APPROVAL: ix 41y JA CIULLA C of Innovations Officer, Information Technology #22112v2 2 5 G -51 Exhibit 2 Licensing Solution Provider Agreement Number PSA-0001530 This Licensing Solution Provider Agreement is made and entered into this 22nd day of October 2019, by and between Software One, Inc., a Wisconsin corporation ("CONTRACTOR"), and the COUNTY OF RIVERSIDE, a political subdivision of the State of California, ("COUNTY"). WHEREAS, COUNTY and Microsoft Corporation ("Microsoft") have entered into that certain Microsoft Enterprise Agreement (Master Agreement No. 8084445; the "Master Agreement"), effective August 23, 2019, under which COUNTY has the ability to enter into one or more enrollments to order certain Microsoft product licenses; WHEREAS, CONTRACTOR desires to provide support to COUNTY and its Enrolled Affiliates (as defined in the Master Agreement) for said licenses under this Agreement and hereby represents that it has the skills, experience, and knowledge necessary to perform under this Agreement; and WHEREAS, COUNTY desires to accept CONTRACTOR's services under this Agreement. NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the parties agree as follows: 1. This Agreement covers all enrollments for all products licensed under the Master Agreement. All terms and conditions of the Master Agreement, attached as Exhibit E of this Agreement and incorporated by reference, shall apply to the purchase of related products and services. 2. This Agreement is available for use by all government entities within the State of California (an `Enrolled Affiliate") for the duration of the Term (defined below in section 4). Enrollment documents will contain the terms and conditions specific to each entity. 3. CONTRACTOR agrees to extend the same pricing, terms, and conditions as stated in this agreement to each and every government entity in the State of California. Terms and conditions are governed by this Agreement, the Master Agreement, and the applicable enrollment documents for each entity. Entities shall make purchases in their own name, make direct payment to CONTRACTOR, and be liable directly to CONTRACTOR for all obligations. 3.1 COUNTY shall in no way be responsible to CONTRACTOR for Enrolled Affiliates' purchases and obligations. COUNTY shall in no way be responsible to other entities for their purchases or any acts or omissions of CONTRACTOR, including but not limited to product selection or implementation, services or other related matters. 3.2 CONTRACTOR shall notify Enrolled Affiliate in writing of the terms and conditions stated in Section 11. 4. This Agreement shall be effective from November 1, 2019 through October 31, 2021, unless terminated earlier (the "Term"). 5. Hold Harmless/Indemnification: 5.1 CONTRACTOR shall indemnify and hold harmless the County of Riverside, its Agencies, Districts, Special Districts and Departments, their respective directors, officers, Board of Supervisors, elected and appointed officials, employees, agents and representatives (individually and collectively hereinafter referred to as Indemnitees) from any liability, action, claim or damage whatsoever, based or asserted upon any services, or acts or omissions, of CONTRACTOR, its P2SV 152 OCT 22 2019 �(,� Licensing Solution Provider Agreement Number PSA-0001530 officers, employees, subcontractors, agents or representatives arising out of or in any way relating to this Agreement, including but not limited to property damage, bodily injury, or death or any other element of any kind or nature. CONTRACTOR shall defend the Indemnitees at its sole expense including all costs and fees (including, but not limited, to attorney fees, cost of investigation, defense and settlements or awards) in any claim or action based upon such acts, omissions or services. 5.2 With respect to any action or claim subject to indemnification herein by CONTRACTOR, CONTRACTOR shall, at their sole cost, have the right to use counsel of their own choice and shall have the right to adjust, settle, or compromise any such action or claim without the prior consent of COUNTY; provided, however, that any such adjustment, settlement or compromise in no manner whatsoever limits or circumscribes CONTRACTOR indernnificationto Indemnitees as set forth herein. 5.3 CONTRACTOR'S obligation hereunder shall be satisfied when CONTRACTOR has provided to COUNTY the appropriate form of dismissal relieving COUNTY from any liability for the action or claim involved. 6. Contractor Responsibilities: CONTRACTOR will offer the following services to each Enrolled Affiliate at no additional charge. It is the responsibility of the Enrolled Affiliate to determine which products and/or services, if any, meet their needs and communicate that to the CONTRACTOR. 6.1 Provide reports showing year to date annual spend according to Enrolled Affiliate's specifications. Frequency will be determined by each Enrolled Affiliate (monthly, quarterly, etc.). 6.2 Provide a short synopsis of why an amendment is needed and the ramification of each amendment to an enrollment at the time of such amendment. 6.3 Provide an updated price list on an annual basis or when requested by Enrolled Affiliate. 7. CONTRACTOR's Microsoft Enterprise Agreement license subscription price attached hereto as Exhibit A and service rates attached hereto as Exhibit B. 8. CONTRACTOR's Microsoft Enterprise Agreement Participation Form attached hereto as Exhibit C and incorporated herein by reference. 9. Usage Reporting: CONTRACTOR will provide to COUNTY the Licensed Support Provider (LSP) Reporting of Active Enrollments to Master Microsoft Enterprise Agreement No. 8094445, Select Plus Agreement No. 7756479, Microsoft Premier, Unified, and MCS Support services, showing a list of enrollments by February 15th of each year. Forms shall be submitted electronically to MasterMicrosoftAdmin@rivco.org. A copy of the form is attached hereto as Exhibit D and incorporated herein by reference. 10. Administrative fees: CONTRACTOR will be charged .5% of the annual enrollment amount to leverage the Riverside County Master Microsoft Agreement No. 8094445, Select Plus Agreement No. 7756479, Microsoft Premier, Unified, and MCS Support services. This will be an annual fee, per enrollment inclusive of Affiliates Shadow Enrollments, Example: A three-year aggregated agreement with a contract amount of $300K, divisible by three years will result in an LSP Participation Fee of $500 annually (IOOK*.5%). RCIT will invoice the Awarded LSP annually based on the enrollments verified from the "tf--%3 11 12. 13. Licensing Solution Provider Agreement Number PSA-0001530 "Reporting of Active Enrollments" list submitted by December 15th of each year. Payment is due to Riverside County Information Technology thirty (30) days from invoice date. 10.1 Riverside County Information Technology (RCIT) will invoice the CONTRACTOR annually based on the enrollments verified. Payment is due to RCIT within thirty (30) days of invoice date. The COUNTY will not accept credit as a form of payment. 10.2 Failure to meet the administrative fee requirements herein and submit fees on a timely basis may constitute grounds for immediate termination of this Agreement. Contract Management: The contacts for this Agreement for COUNTY shall be both RCIT and Purchasing as listed below. COUNTY Primary Contact: Jim Smith 3450 14th Street Riverside, CA 92501 CONTRACTOR contact: Shelly Bodine 20875 Crossroads Circle, Suite 1 Waukesha, WI 53186 COUNTY Secondary Contact: Rick Hai 2980 Washington Street Riverside, CA 92504 11.1 Should Contract Management contact information change, the CONTRACTOR shall provide written notice with the updated information to the COUNTY no later than 10 business days after the change. Termination: 12.1 COUNTY may terminate this Agreement without cause upon thirty (30) days written notice served upon the CONTRACTOR stating the extent and effective date of termination. 12.2 COUNTY may, upon five (5) days written notice terminate this Agreement for CONTRACTOR's default, if CONTRACTOR refuses or fails to comply with the terms of this Agreement or fails to make progress that may endanger performance and does not immediately cure such failure. In the event of such termination, the COUNTY may proceed with the work in any manner deemed proper by COUNTY. 12.3 CONTRACTOR's rights under this Agreement shall terminate (except for fees accrued prior to the date of termination) upon dishonesty or a willful or material breach of this Agreement by CONTRACTOR; or in the event of CONTRACTOR's unwillingness or inability for any reason whatsoever to perform the terms of this Agreement. Conduct of Contractor: 13.1 The CONTRACTOR covenants that it presently has no interest, including, but not limited to, other projects or contracts, and shall not acquire any such interest, direct or indirect, which would conflict in any manner or degree with CONTRACTOR's performance under this Agreement. The CONTRACTOR further covenants that no person or subcontractor having any such interest shall be employed or retained by CONTRACTOR under this Agreement. The CONTRACTOR agrees Licensing Solution Provider Agreement Number PSA-0001530 to inform the COUNTY of all the CONTRACTOR's interests, if any, which are or may be perceived as incompatible with the COUNTY's interests. 13.2 The CONTRACTOR shall not, under circumstances which could be interpreted as an attempt to influence the recipient in the conduct of his/her duties, accept any gratuity or special favor from individuals or firms with whom the CONTRACTOR is doing business or proposing to do business, in accomplishing the work under this Agreement. 13.3 The CONTRACTOR or its employees shall not offer gifts, gratuity, favors, and entertainment directly or indirectly to COUNTY employees. 13.4 CONTRACTOR shall establish adequate procedures for self -monitoring and quality control and assurance to ensure proper performance under this Agreement; and shall permit a COUNTY representative or other regulatory official to monitor, assess, or evaluate CONTRACTOR's performance under this Agreement at any time, upon reasonable notice to the CONTRACTOR. 14. Independent Contractor/Employment Eligibility/Non-Discrimination: 14.1 The CONTRACTOR is, for purposes relating to this Agreement, an independent contractor and shall not be deemed an employee of the COUNTY. It is expressly understood and agreed that the CONTRACTOR (including its employees, agents, and subcontractors) shall in no event be entitled to any benefits to which COUNTY employees are entitled, including but not limited to overtime, any retirement benefits, worker's compensation benefits, and injury leave or other leave benefits. There shall be no employer -employee relationship between the parties; and CONTRACTOR shall hold COUNTY harmless from any and all claims that may be made against COUNTY based upon any contention by a third party that an employer -employee relationship exists by reason of this Agreement. It is further understood and agreed by the parties that CONTRACTOR in the performance of this Agreement is subject to the control or direction of COUNTY merely as to the results to be accomplished and not as to the means and methods for accomplishing the results. 14.2 CONTRACTOR warrants that it shall make its best effort to fully comply with all federal and state statutes and regulations regarding the employment of aliens and others and to ensure that employees performing work under this Agreement meet the citizenship or alien status requirement set forth in federal statutes and regulations. CONTRACTOR shall obtain, from all employees performing work hereunder, all verification and other documentation of employment eligibility status required by federal or state statutes and regulations including, but not limited to, the Immigration Reform and Control Act of 1986, 8 U.S.C. §1324 et seq., as they currently exist and as they may be hereafter amended. CONTRACTOR shall retain all such documentation for all covered employees, for the period prescribed by the law. 14.3 CONTRACTOR shall not discriminate in the provision of services, allocation of benefits, accommodation in facilities, or employment of personnel on the basis of ethnic group identification, race, religious creed, color, national origin, ancestry, physical handicap, medical condition, marital status or sex in the performance of this Agreement; and, to the extent they shall be found to be applicable hereto, shall comply with the provisions of the California Fair Employment and Housing Act (Gov. Code 12900 et. seq), the Federal Civil Rights Act of 1964 12)s Qft5 Licensing Solution Provider Agreement Number PSA-0001530 (P.L. 88-352), the Americans with Disabilities Act of 1990 (42 U.S.C. S 1210 et seq.) and all other applicable laws or regulations. 15. Entire Agreement: This Agreement, including any attachments or exhibits, constitutes the entire agreement of the parties with respect to its subject matter and supersedes all prior and contemporaneous representations, proposals, discussions and communications, whether oral or in writing. This Agreement may be changed or modified only by a written amendment signed by authorized representatives of both patties. IN WITNESS WHEREOF, the parties hereto have caused their duly authorized representatives to execute this Agreement. COUNTY OF RIVERSIDE, a political Software One, Inc., a Wisconsin corporation subdivision of the State of California By:� Kevin Jeffries, Chairman M ra g ita Apodaca Board of Supervisors Operations Analyst Dated: OCT 2 2 2019 Dated: 10/16/9o19 ATTEST: Kecia Harper Clerk �o'f/the e, }Board By. eputy APPROVED AS TO FORM: Gregory P. Priamos County Counsel By: �Oh�, Deputy County Counsel By: ;;; ,G /s ✓ C IF Laura Reyes Account Team Manager Page 5 of 11 25G-56 OCT 222019 r ILp Licensing Solution Provider Agreement Number PSA-0001530 Exhibit A Microsoft Enterprise license subscription and services Line Description Price Level Marku Enterprise Online Services" (including Full USLs, From SA USLs, 1 Add-ons and Step Ups) M365 E3 and E5, Enterprise Mobility + Level D Security E3 and E5, Office 365 Enterprise El or E3, Windows 10 Minus 2% 2.10 -Enterprise E3 or E5. 2 Enterprise Products Office 365 Pro Plus, Windows 10 Enterprise, Core CAL Suite, Enter rise CAL Suite. Level D 2.10 Additional Products M365 Fl, M365 E5 Compliance, M365 E5 3 Security, Office 365 Enterprise Fl, Project Online, Visio Online Plan Level D 2.10 1 or Plan 2, Dynamics 365, Azure, SQL Server, Windows Server, etc. Server and Tools Product (applies to Server and Cloud Enrollments 4 only) SharePoint Server, SQL Server, BizTalk Server, Visual Studio, Level D 2.10 Core Infrastructure Suites, etc. 5 All products for Select Plus Agreement No.7756479. 3.50 6 Microsoft Premier Support 2.10 7 Microsoft Unified Support Services 2.10 8 Microsoft Consulting Services 20.00 '=f 187 Licensing Solution Provider Agreement Number PSA-0001530 Exhibit B License Support Provider (LSP) service rates Line Description Certified Competency Yes/No Hourly Rate Data and Artificial Intelligent 1 Build Intelligent A ps Yes $175 2 Build Intelligent A ents Yes $175 3 Machine Learning Yes $175 4 Internet of Thins Yes $175 5 Globally distributed data Yes $175 6 OSS Databases Yes $175 7 CIoud Scale Analytics Yes $175 8 Data Platform Modernization to Azure Yes $175 9 Windows Server on Azure Yes $175 10 Security & Management Yes $175 11 Datacenter Migration Yes $175 12 Modern Business Intelligence Yes $175 Biz Apps 1 Customer Service No $175 2 Field Service No $175 3 Marketing No $175 4 Talent No $175 5 Finance and Operations No $175 6 Business Central No $175 7 Power Apps Yes $175 8 PowerBl Yes $175 Apps and Infrastructure 1 Azure Stack Yes $175 2 High Performance Compute Yes $175 3 Cloud Native Apps using Serverless Yes $175 4 Modernize Apps Yes $175 5 SAP on Azure Yes $175 6 Linux on Azure Yes $175 7 Dev Ops Yes $175 8 Business Continuity & Disaster Recover Yes $175 9 Windows Server on Azure Yes $175 10 Security &Management Yes $175 I1 DatacenterMigration Yes $175 LSVft8 Licensing Solution Provider Agreement Number PSA-0001530 Exhibit B (cont.) License Support Provider (LSP) service rates Line Description Certified Competency (Yes/No) Hourly Rate Modern Workplace 1 User Adoption & Change Management Yes $175 2 Security Yes $175 3 GDPR & Compliance Yes $175 4 Teamwork Yes $175 5 Calling & Meetings Yes $175 6 Modern Desktop Yes $175 7 Office 365 Migration Assistance Yes $175 7a Mail Yes $175 7b Teams Yes $175 7c SharePoint Yes $175 7d OneDrive Yes $175 ' ' 269 Licensing Solution Provider Agreement Number PSA-0001530 Exhibit C Microsoft LSP Participation Form DAVE ROGERS JENT'IFER14ILDER.ACIO RCIT Assistant Chiet Executive OIL= Enterprise tlpp Fications B..,. Chief Istons.tim OLicer GUSTAVO VAZQUEZ, ACID Converged Connmmieadons Btueau JIM SMIT11 Pubhc Safety Enterprise Comrmnne.nions ChWe Uce hnolaev Officer GIL hIEJl4 ACIO Technology Servw,eEuteau Microsoft LSP Participation Form (RFQ #R1VC0-2020-RFQ-0000048 Attachment 3) Complete this form and return to: Payment should be made to: Riverside County Information Technology Attention: RickHai 3450 14th Street, Fourth Floor E-mail: RHai Cdrivice.ore Riverside, CA 92501 County of Riverside TIN #: 95-6000930 Company Name: Software One, Inc. Name: Title: SLED General Nhnuo�er Address: 20875 Crossroads CirSTE 1 City: Waukesha. WI Zip Code: 53186Telephoue #: 800-400-9852 Fax #: Email, Shettv,Bodine i SOfhvarcoNE cons The County of Riverside is the host of the Microsoft Master Agreement No. 8084445. All questions regarding the products and licensing should be directed to Microsoft. By signing below, I am agreeing to pay the participation fees for each enrollment that is established by leveraging the County of Riverside Master Agreement in accordance to the schedule referenced oil RFQ #RIVCO-2020-RFQ-0000048 and any subsequent contracts and / or amendments. By signing below, I also agree that all enrollments will be submitted to Microsoft direct, to report enrollment activity and comply to the payment schedule per RFQ #RIVCO-2020-RFQ-0000048 to Riverside County Information Technology. Please reference the remittance information above for where to send the payment. Failure to comply may result in the award being rescinded. 9I19/2019 Signature Date Shelly Bodine Printed Name SLED General Manager I0r %O DAVEROGERS Assistant Chief Executive Officer Chief Information Officer JIM SMITH Chief Technology Officer Microsoft LSP Participation Form (RFQ #RTVCO-2020-RFQ-0000048 Attachment 3) Complete this form and return to: Attention: Rick Hai E-mail: RHai(d)rivco.org Company Name: JENNIFER HILBER, ACIO Enterprise Applications Bureau GUSTAVO VAZQUEZ, ACIO Converged Communications Bureau Public Safety Enterprise Communications GIL ME11A, ACIO Technology Services Bureau Payment should be made to: Riverside County Information Technology 3450 14th Street, Fourth Floor Riverside, CA 92501 Comity of Riverside TIN #: 95-6000930 Name: Shelly Bodine Title: SLED General Manager Address: 20875 Crossroads Cir. STE 1 City: Waukesha, WI Zip Code: 53188 Telephone#: 800.400-9852 Fax #: Email: Shelly.BodinencQSoftwareONE.coni The County of Riverside is the host of the Microsoft Master Agreement No. 8084445. All questions regarding the products and licensing should be directed to Microsoft. By signing below, I am agreeing to pay the participation fees for each enrollment that is established by leveraging the County of Riverside Master Agreement in accordance to the schedule referenced on RFQ #RIVCO-2020-RFQ-0000048 and any subsequent contracts and / or amendments. By signing below, I also agree that all enrollments will be submitted to Microsoft direct, to report enrollment activity and comply to the payment schedule per RFQ #RIVCO-2020-RFQ-0000048 to Riverside County Information Technology. Please reference the remittance information above for where to send the payment. Failure to comply may result in the award being rescinded. LaZz'-,Cc�Az 10/16/2019 Signature Date Margarita Apodaca Printed Name Operations Analyst Title 25G-61 25G-62 Licensing Solution Provider Agreement Number PSA-0001530 Exhibit E Master Agreement Attached include the followings: 1) Signature Form 2) Microsoft Enterprise Agreement 3) Microsoft Enterprise Agreement Amendment Page 11 of 11 25G-63 Microsoft Document Headersheet *This is for informational purposes only MS5-0000004275258 (MSLI Tracking Number) Doc Tyae: Signature Form Do not modify the formatting or spacing of this Form above this text Subsidiary: Account Manager Name / Alias: Country: United States LAR/LAD/ESA: Insight Direct USA, Inc. ProoramNersion EA 6 2016 (Scanning Code) ACCOUNT: County of Riverside Outsourcer Name: Business Agreement Number: Master Agreement Number: 8084445 Agreement Number: Purchase Order Number: Comments: 8/23/2019 9:42:66 PM 25G-64 E0 Microsoft 0 Program Signature Form NIBNMEISA a:rmher Agreamenl numtRer ? 094 4S Volt -me 1-icensing 004-kayleecl-S-04 Note; Enter the applicable Fictive. numbers n%soclaled with the documents below. Micro5oft requlles the associated active number be indicated here, or listed below as new. For the purposes of this form, -Customer" can mean the signing stilly, Enrolled Affiliate, Government Partner, Institution, or otherparty entering into a volume licensing program agreement This signature form and all contract documents identified In the table below are entered Into between the Customer and the Microsoft Affiliate signing, as of the effective dale identified below. Enterprise Agrectooni X20-10209 •'ChooseA reemenl> Document Numberor Code <Choose A reement> Document Number or Code <Cheose AAreemenl> Document Number or Code <Choose Agreement> _ <Choose EnrullmenVRe islration> Document Number or Code_ Document Number or Code <Choose EnrollrnenVRe istration> Document Number or Code <Choose Enrollment/Re istration> I Document Number or Code <Choose EnrollmenVRe Istration> Document Number or Code <Choose Erlrollmenl/Registration> _ Amentlmenl to Contract Documents Document Plumber or Code CTM-CPT-CPT-FWK(IELw) _ By signing below, Customerandthe Microsoft Affiliate agree that both parties (1) have received, read and understand the above conlracl documents, including any websites or docunents incorporated by reference and any amendments and (21 agree to be bound by the terms of all such documents. Name of Entity 9(m it .le I e lily riame)' County of Riverside Signature' Printed First and Lastl7JName' `S icA yrd f- . IA0. r, _ Printed TitleSr 7'COC(Ai$/t'I-k-Irtr`OIR IYa(i J,i2Grr.�1rS� Signature Date' D FI2 Tax ID reeuirpri IIPM 14 I Prv3run5iynFGundri551grq(QIA,LaWn:?ExaRA.MLItENCi?(NyyZe l4j Pagn- I of 2 Microsoft Corporation Signature ` T Printed First and Last Name Microsoft COM Printed Title AUG 2 3 Signature Date (date IAlc:esoRAfhlialc Couglelsig9sl I Chance Agreement Effective Date I /��) 1 0 I of DUIy AUoso, ed p� `1 Mthor (nay be d%erent than IAI.�alt s s:ynatore date) I r 1C1 WQ- CO I! Optional 2n'r Customer signature or Olnsourrer signature (if applicable) Name of Entity (must be legal entity name)" Signature" Printed First and Last Name" Printed Title I Signature Date' Name of Entity (must be legal entity name)' Signature" Printed First and Last Name' Printed Title Signature Date' "Indicates required field If Customer requires physical media, additional contacts, or is reporting multiple previous Enrollments, InolUde (he approprialo form(s) with this signature form. Afterthis signature form is signed by the Customer, send it and the Contract Documents to Cuslonter's channel pariner or, Micosofl account manager, who must submil them to the following address. When the signature form is fully executed by Microsoft, Customer will receive a confirmation copy. Microsoft Corporation Dept. 551, Volume Licensing 6100 NO Road, Suite 210 Rene, Nevada 80511.If37 USA I PrelnamSi�nrerm(:d45ian1jMA.l wA.m)FwHRA.hll lrFNGIJAeg.ntdl 1'a[lo 2 of 2 of i Microsoft Document Headersheet This is for informational purposes only " MS5-0000004175258 (MSLI Tracking Number) V Doc Type, Agreement Do not modify the formatting or spacing of this Form above this text Subsidiary: Account Manager Name / AGas: Country: United States LAR/LAD/ESA: Insight Direct USA, Inc. i ProoramNersion I EA 6 2016 (Scanning Code) ACCOUNT: County of Riverside Outsourcer Name: Business Agreement Number: Master Agreement Number: 8084445 i Agreement Number: Purchase Order Number Comments: I 812312019 9:42:31 PM i 1 25G-67 o' nllicTr-soft Volume 1_icensing Enterprise Agreement State and Local Not for Use With fAmmsoa npslnes5 Aaieenlent or rAi;.lilsnil llw innss and Services Amexmerd i This Microsoft Enterprise Agreement ("Agreement") Is entered Into between the entitles Identified on the signature Form. Effective date. The effective date of this Agreement is the earliest effective dale of any Enrollment entered into under this Agreement or the date Microsoft accepts this Agreement, whichever is earlier. This Agreement consists of (1) these Agreement terms and conditions, including any amendments and the signature faint and all attachments identifiedtherein, (2) the Product Terms applicable to Products licensed under this Agreement, (3) the Online Services Terms, (A) any Affiliate Enrollment entered Into under this Agreement, and (5) any order submitted underthis Agreement. Please note: Documents referenced In this Agreement but not attached to the signature form maybe found at http,BF,ivw.micresof(coml6censinilcontracts and are incorporated in this Agreement by reference, Including the Product Terms and Use Rights. These documents may contain additional terms and conditions for Products licensed under this Agreement and may be changed from time to time. Customer should review such deCUrnents carefully, both at the line of signing and periodically thereafter, and fully understand all letfns and conditions applicable to Products licensed. Terms and Conditions 1, Definitions, 'Affiliate" means with regard to Customer, (I) any government agency, department, office, instrumentality, division, unit or other entity of the state or local government that is supervised by or is part of Customer, a which supervises Customer or of which Customer Is a part, of which is under common supervision with customer; (11) any county, borough, commonwealth, city, municipality, town, township, special purpose , district, or other similar type of governmental instrumentality established by the laws of Customer's state and located within Customers stale jurisdiction and geographic boundaries; and (fill any other entity In Customer a stale expressly authorized by the laws of Customers stale to purchase under state contracts; provided that a state and its Affiliates shall not, for purposes of this definition, be considered to be Affiliates of the federal government and its Affiliates; and b. with regard to Microsoft, any legal enlily that Microsoft owns, that owns Microsoft, or that is under common ownership with Microsoft. "Customer` means the legal entity that has entered into this Agreement with Microsoft. "Customer Data" means all dale, including all text, sound, software, image, or video files that are provided to Microsoft by, or on behalf of. an Enrolled' Affiliate and its Affiliates through use of Online services_ "day" means a calendar day, except for references that specify "business day". "Enrolled Affiliate" means an entity, either Customer or any one of Customer's Affiliates that has entered Into an Enrollment under this Agreement. Id1@n16Nn(us)at-C(Enre;)fPlua"la tu? Pone I of I I UoAonlenl X2e-10MJ "Enrollment" means the document that an Enrolled Affiliate submits under this Agreement to place orders for Products. "Enterprise" means an Enrolled Affiliate and the Affiliates for which It is responsible and chooses on its Enrollment to include in its enterprise. I "Fixes" means Product fixes, modifications or enhancements, or their derivatives, that Microsoft either releases generally (such as Product service packs) or provides to Customer to address a specific issue. "License" means the right to download, install- access and use a Product. For certain Products, a License may be available on a fixed term or subscription basis ("Subscription License"). Licenses for Online Services will be considered Subscription Licenses. 'Microsoft" means the Microsoft Affiliate that has entered fntO this Agreement or an Enrollment and its Affiliates, as appropriate. "Online Services" means the Microsoft-hostid services identified as Online Services in the Product Terms. "Online Services Temns" means the additional terms that apply to Customer's use of Online Services published on the Volume Licensing Site andlupdaled from time to time, "Product" means all products identified in the Product Terms, such as all Software, Online Services and otherweti-based services, including pre-release or beta versions. _ "Product Terms" means the document that provides Information about Microsoft Products and Professional Services available through volume licensing. The Product Terms document Is published on the Volume Licensing Site and Is updated from time to time. "SLA" means Service Level Agreement, which specifies the minimum service level for Online Services and IS published on the Volume Licensing Site. "Software" means licensed copies of Microsoft software Identified on the Product Terms. Software does not include Online Services, but Software may be part of an Online Service, "Software Assurance" Is an offering by Microsoft that provides new version rights and outer benefits for Products as further described in the Produce Terms. 'Trade Seael" means information that is not generally known or readily ascedainable to the public, has econornic value as a result, and has been subject to reasonable steps underthc circumstances to maintain its secrecy. I "use" or "run" means to copy, install, use, access, display, run or otherwise interact. "Use Rights"means the use rights or terns of service for each Product published on the Volume Licensing Site and updated from time to time. The Use Rights supersede the terms of any end user license agreement that accompanies a Product. The Use Rights for Software are published byMicrosofl in the Product Terms, The Use Rights for Online Services are published in the Online Services Terms, "VOILIme Licensing Site" means hUo[/lww�.v.mlcrosatLcomllfcensing/contracts or a successor site, 2. How the Enterprise program works. a. General. The Enterprise program consists of the lernis and conditions on which an Enrolled Affiliate may acquire Product Licenses. Under the Enterprise program, Customer and Its Affiliates may order Licenses for Products by entering into Enrollments. b. Enrollments. The Enterprise program gives Customer arldlor its Affiliates the ability to enter into one or more Enrollments to -order Products. Subscription Enrollments may be available for some of these Enrollments. Notwithstanding any other provision of this Agreement, only Enrolled Affiliates Identified In an Enrollment will be responsible far complying with the terms of that Enrollment, including the terms of this Agreement incorporated by reference in that Enrollment. FA201cAvnV13)S1 (,(F.NG Wav8016} Page 219 11 nnaimenl X20 10709 c. Licenses. The types of Licenses available are (1) Licenses obtained under software Assurance (L&SA), and (2) Subscription Licenses. These License types, as well as additional License Types, are further described in the Product List. 3, Licenses for Products, i a. License Grant. Microsoft grants the Enterprise a non-exCluSive, worldwide and limited right to download, install and use software Products, and to access and use the Online Services, each in the quantity ordered under an Enrollment. The rights granted are subject to the terms of this Agreement, the Use Rights and the Product Terms. Microsoft reserves all rights not expressly granted in this Agreement. b. Duration of Licenses. Subscription Licenses and most Software Assurance rights are temporary and expire when the applicable Enrollment is terminated or expires, unless the Enrolled Affiliate exercises a buy-out option, which is available for some Subscription Licenses. Except as otherwise noted in (he applicable Enrollment or Use Rights, all other Licenses become perpetual only when all payments for that License have been made and the initial Enrollment term has expired. Cr Applicable Use Rights (1) Products (other then online services). The Use Rights In effect an the effective date of the applicable Enrollment term will apply to Enterprise's use of theversion of each Product that is current at the time. For future versions and new Products, the Use Rights in effect when those versions and Products are first released Will apply. Changes Microsoft makes to the Use Rights for a padlcular version will not apply unless the Enrolled Affiliate chooses to have those changes apply. The Use Rights applicable is perpetual Licenses that were acquired under a previous agreement or Enrollment are determined by the Agreement or Enrollment under which they were acquired. Renewal or Software Assurance does not change which Use Rights apply to those Licenses, (II) Online Services, For Online Services, the Use Rights in effect on the subscription start dale will apply for the subscription term as defined In the Product Terms. d. Downgrade rights. Enrolled Affiliate may use an earlier version of a Product other than Online Services than the version that is current on the effective date of the Enrollment. For Licenses acquiredin the current Enrollment term, the Use Rights for the current version apply to the use of the earlier version. If the earlier Product version includes features That are not in the new version, then the Use Rights applicable to the earlier version apply with respect to those features. e. New Version Rights under Software Assurance. Enrolled Affiliate must order and maintain continuous Software Assurance,coverage for each License ordered. With Software Assurance coverage, Enterprise automatically has the right to use a new version of a licensed Product as soon as it is released., even If En cited Affiliate chooses not to use the new version immediately (1) Except as otherwise permitteAd under an Enrollment, use of the new version will be subject to the new version's Use Rights. (if) II the License for the earlierversion of the Product is perpetual at the lime the new version is released, the License for the new version will also be perpetual. Perpetual Licenses obtained through Sofhvare Assurance replace any perpetual Licenses for the earlier version. I. License confirmation. This Agreement, the applicable Enrollment, Enrolled Affiliate's order confirmation, and any documentation evidencing Transfers of perpetual Licenses, together with proof of payment, will he Em'olled Affiliate's evidence of all Licenses obtained under an Enrollment. EA2016Agr(US)SLC(ENGI(Noo20l e) paoe 3 of 11 noCUrnCnl X20-10200 1 25G-70 g, Reorganizations, consolidations and privatizations. If the number of Licenses covered by -an Enrollment changes by more than fen percent as a result of (1) a reorganization, consolidation or privatization of an enlily or an operaling division, (2) a privatization of an Affiliate or an operating division of Enrolled Affiliate or any of its Affiliates, or (3) a consolidation including a merger with a Ihlyd pady that has an existing agreement or Enrollment, Microsoft will work with Enrolled Affiliate in good faith to delonnine how to accommodate its changed circumstances in the context of this Agreement. i 41. Making copies of Products and re -imaging rights. a. General. Enrolled Affiliate may make as many copies of Products, as it needs to distribute them within the Enterprise, Copies must be true and complete (including copyright and trademark notices) from maslencopies obtained from a Microsoft approved fulfillment source. Enrolled Affiliate may use a third party to make these copies, but Enrolled Affiliate agrees it will be responsible for any third party's actions, Enrolled Affiliate agrees to make reasonable efforts to nolify its employees, agents and any other Individuals who use the Products that the Products are licensed from Microsoft and subject to the leans of this Agreement. b. Collies for traininglevaluation and back-up. For all Products other than Online Services, Enrolled Affiliate may; (1) use by to 20 complimentary copies of any licensed Product in a dedicated training facility on its premises for purposes or training on that padiculalProduct, (2) use up to 10 complimentary copies of any Products for a 00-day evaluation period, and (3) use one complimentary ropy of any licensed Product for back-up or archival purposes for each of Its distinct geographic locations. Trials for Online Services may be available if specified in file Use Rights. c. Right to re -Image. In certain cases, re -imaging is permitted using the Product media. If the Microsoft Product is licensed (1) from an original equipment manufacturer (OEM), (2) as a full packaged Product through a retail source, or (3) under another Microsoft program, then media Provided under this Agreemenllmay generally be used to create Images for use in place of copies provided through that separale source. This right is ronditional upon the following: (1) Separate Licenses must be acquired from the separate source for each Product that is re - imaged. (if) The Product, language, version, and components of the copies made must be identical to the Product, language, version, and all components of the copies they replace and the number of copies or instances of file re -imaged Product permitted remains the same. (ill) Except for copies of an operating system and copies of Products licensed under another Microsoft program, the Product type (e.g.. Upgrade or full License) re -imaged must he identical to the Product type licensed from the separate source. (iv) Enrolled Affiliate must adhere to any Product -specific processes or requirements for re - Imaging identified in the Product Terms. Re -imaged Products remain suGjecl to the terms and use rights of the License acquired from the separate source. This subsection does not create m extend arty Microsoft warranty or supped obligation. ' 5. Transferring and reassigning Licenses. a. License transfers. License transfers are not permitted, except that Customer or an Enrolled Affiliate may transfer only fully -paid perpetual Licenses lot (I) an Affiliate, or (ii) a third party solely in connection with the transfer of hardware of employees to whom the Licenses have been assigned as part of (A) a privatization of an Affiliate or agency or of an EA201F,itrl(IJ&)SLG(EIJGpJnv201 ry page 4 of 11 Docwnool X20 1a2e0 1 25G-71 operating division of Enrolled Affiliate or an Affiliate. (B) a reorganization, or (C) a consolidation. Upon such transfer, Custanier'or Enrolled Affiliate must uninstall and discontinue using the licensed Product and render any copies unusable. b. Notification of License Transfer. Enrolled Affiliate must notify Microsoft of a License transfer by completing a license transfer form, which can be obtained from httna/www.microso(Lonndlcenslnn/cndrncls and sending the completed form to Microsoft before the License transfer. No License transfer will be valid unless Enrolled Affiliate provides to the transferee, and the transferee accepts in writing, documents sufficient to enable the transferee to ascertain the soot e, purpose and limitations of the rights granted by Microsoft under the licenses being transferred (includingthe applicable Use Rights, use and transfer restrictions, warrantiesandfimilationsolliability). Any License transfer noCmadeincompliance with this section will be void, c. Infernal Assignment of Licenses and Software Assurance. Licenses and Software Assurance must be assigned to a single user or device within the Enterprise. Licenses and Software Assurance may be reassigned within the Enterprise as described in the Use Rights. 6. Term and termination. a. Term. The term of thisAgreemdnt will be 36 full calendar months from the effective dale unless terminated by either party as described below. Each Enrollment will have the term provided In that Enrollment. b. Termination without cause. Either party may terminate this Agreement, without cause, upon 60 days' written notice. In the evenl or termination, new Enrollments will not be accepted, but any eyisting Enrollment will continue for the form of such Enrollment and will continue to be governed by this Agreement. c. Mid-term termination for non appropriation of Funds. Enrolled Affiliate may terminate this Agreement or an Enrollment without liability, penalty or furthem r obligation to alce payments if funds to make payments under the Agreement or Enrollment are not appropriated or allocated by the Enrolled Affiliate for such purpose. it, Termination for cause. Without limiting any other remedies II may have, either party may lerminale an Enrollment if the other party materially breaches its obligations under this Agreement, including any obligation to submit orders or pay Invoices. Except where the breach is by its nature not curable within 30 days, the lerrnlnating party must give the other party 30 days' notice of its intent to terminate and an opportunity to cure the breach. if Microsoft gives $uch notice to an Enrolled Affiliate, Microsoft also will give Customer a copy of that notice and Customer agrees to help resolve the breach. If the breach affects other Enrollments and cannot be resolved between Microsoft and Enrolled Affiliate, together with Customer's help, within a reasonable period of time, Microsoft may terminate this Agreement and all Enrollments Linder it, If an Enrolled Affiliate ceases to be Customer's Affiliate, it must promptly notify Microsoft, and Microsoft may terminate the former Affiliate's Enrollment. If an Enrolled Affiliate terminates its Enrollment as a result of a breach by Microsoft, or if Microsoft terminates an Enrollment because Enrolled Affiliate ceases to be Customer's Affiliate, then Enrolled Affiliate will have the early termination rights described in the Enrollment. e. Early termination. If (I) an Enrolled Affiliate terminales its Enrollment as a result of a breach by Microsoft, or (2) if Microsoft terminates an Enrollment because the Enrolled Affiliate has ceased to be an Affiliate of Customer, or (3) Enrolled Affiliate terminates an Enrollment for non - appropriation of funds, or (4) Microsoft terminates an Enrollment for non-payment due to non - appropriation of funds, then the Enrolled Affiliate will have the following options: , (1) It may inmiedlalely pay the total remaining amount due.. including all inslallnenis. In which case, the Enrolled Affiliate will have perpetual rights for all Licenses it has ordered: or i 6A'2r/irin(p(u$jSLGft(`lGt(nlov'eail'•) Page 5 of kill r nncrunem xznao.uo I (if) I I rmay pay only amounts dud as of the termination date, in which case the Enrolled Affiliate will have porpehtal Licenses for: 1) all copies of Products (Including the latest version of Products ordered tinder SA coverage In the Current tern) for which payment has been made In full, and 2) the number of copies of Products it has ordered (including the latest version of Products ordered under Software Assurance coverage in current term) that is proportional to the total of installment payments paid versus total amounts due (paid and payable) if the early termination had not occurred. (fli) In the case of early termination tinder subscription Enrollments, Enrolled Affiliate will have the following opllons: I -1) For eligible Products, Errolled Affiliate may obtain perpetual Licenses as described In the section of the Enrollment tilted "Buy-out option," provided that Microsoft receives the bury -out order for those Licenses within 60 days alter Enrolled Affiliate provides notice of termination. 2) In the event of a breach by Microsoft, If Customer chooses not to exercise a buy-out option; Microsoft will issue Enrolled Alfilaite a credit for any amount paid in advance for subscription Licenses that the Enterprise will not be able to use to do the termination of the Enrollment, I Nothing In this section shall affect perpetual License rights acquired either in a separate agreement or in a prior term of the terminated Enrollment. f. Effect of termination or expfrallon. When an Enrollment expires or is terminated (1) Enrolled Affiliate must order Pcenses for all copies of Products it has run for which it has not previously submitted an order. Any and all unpaid payments for any order of any Wad remain due and payable. Except as provided In the subsection titled "Early termination," all unpaid payments for Licenses immediately become due and payable, (II) Enrolled Affiliate's right to Software Assurance benefits under this Agreement ends if it does not renew Software Assuranee, U. Modification or termination of an Online Service for regulatory reasons. Microsoft may modify or terminate an Online; Service where there is any current or future government requirement or obligation that: !(1) subjects Microsoft to any regulation or requirement not generally applicable to buSlneSi0S operating in the jurisdiction; (2) presents a hardship for Microsoft to continue operating the Online Service without modification; and/or (3) causes Microsoft to believe these terms or the online Service may conflict with any such requirement or obligation. h. Program updates. Microsoft may make changes to this program that will make it necessary for Customer and its Enrolled Affiliates to enter into new agreements and Enrollments at the time of an Enrollment renewal. . 7. Use, ownership, rights, aJId restrictions. a. Products. Unless otherwise specified in a supplemental agreement, use of any Product Is governed by the Use Rights specific to each Product and version and by the terms of the applicable supplemental agreement. b. Fixes. Each Fix is licensed under the same terms as the Product to which it applies, If a Fix is not provided fora specific. Prodder, any use rights Microsoft provides with the Fix will apply. c. Non -Microsoft software and technology. Enrolled Affiliate is solely responsible for any nort- Microsoft software or technology that it Installs or uses with the Products or Fixes. I I LA20I aAcy(US)SLG([RIG)(Nov2U16) P nae 0 of 11 r - Dourmenl X20-1021;t) d. Restrictions. Enrolled Affiliate must riot (and is not licensed to) (1) reverse engineer, decomplie, or disassemble any, Product or Fix; (2) Install or use non -Microsoft software or technology in any way that would subject Microsoft's intellectual property or technology to any other license terms; or (3) work around any technical limitations in a Product or Fix or restrictions In Product documentation. Customer must not (and is not licensed to) O separate and run parts of a Product or Fix on more than one device, upgrade or downgrade parts of a Product or Fix at different times, or transfer parts of a Product or Fix separately; or (il) distribute, sublicense, rent, lease, lend any Products or Fixes, in whole or In part, or use them to offer hosting services to a third party. e. Reservation of rights, Products and Fixes are protected by copyright and other Intellectual property rights laws and inlernatlonal treaties, Microsoft reserves all rights not expressly granted in this agreement. No rights will be granted or implied by waiver or estoppel. Rights to access or use Software on a device do not give Customer any right to Implement Microsoft patents or other Microsoft inlellecual property in the device Itself or In any other software or devices. 8. Confidentiality. "Confidential Information" is non-public information that is designated "confidential" of- that a reasonable person should understand is confidential, including Customer Data. Confidential Information does not Include information that (a) becomes publicly available without a breach of this agreement, (b) the receiving party received lawfully from another source without a confidentiality obligation, (c) is Independently developed, or (d) is a comment or suggestion volunteered about the other party's business. products or services. ' i Each party will lake reasonable steps to protect lire other's Confidential Information and will use the other pares Confidential Information only for purposes of the parties' business relationship. Neither party will disclose that Confidential Information to third parties, except to its employees, Affiliates, contractors, advisors and consultants ('Representatives") and then only on a need -to -know basis under nondisclosure obligations at least as protective as this agreement. Each party remains responsible For the use of the Confidential Information by Its Representatives and, in the event of discovery of any unauthorized use or disclosure, must promptly notify the other party. A party may disclose the other's Confidential Information if required by law; but only after it notifies the other party (if legally permissible) to enable the other party to seat( a protective order. Neither party is required to restrict war)( assignments of its Representatives who have had access to Confidential Information, Each party agrees that the use of information retained in Representatives' unaided memories in the development or dejployment of the part)es'respeclive products or services does not create liability under this Agreement or trade secret law, and each party agrees to limit what it discloses la the other accordingly, These obligations apply (i) for Customer Data until it is deleted from the online Services, and (11) for all other Confidential Information, for a period df five years after a party receives the Confidential Information. I 9, Privacy and compliance with laws. a. Enrolled Affiliate consents to the processing of personal information by Microsoft and its agents to facilitate the subject matter :of this Agreement. Enrolled Affiliate will obtain all required consents from third parties under applicable privacy and data protection law before providing personal information to kicrosoft. b. Personal information collected under this agreement (i) may be transferred, stored and processed in the United States or any other country In which Microsoft or its service providers maintain facilities and (it) will be subject to the privacy terms specified In the Use Rights. Microsoft will abide by the requirements of European Economic Area and Swiss data protection r'A2ntnlu1(ls)SI 1:(1ih1(:)(rnv201fh Pnre 7 of I I GOCII ucilI x20-110220e law regarding the collection, use, hanster, retention, and other processing of personal data from the European Economic Area and Swilzedand, c• U.S. export, Products and Fixeis are subject to U.S. export jurisdiction. Enrolled Affiliate must comply with all applicable international and national laws, including the U.S. Export Administration Regulations and' International Traffic in Alms Regulations• and end -user, end use and destination restrictions Issued by U.S. and other governments related to Microsoft products, services and technologies. 10. Warranties. a. Limited warranties and remedies. (1) Software. Microsoft warrants that each version of the Software will perform substantially as described in the applicable Product documentation for one year from the dale the Enterprise is first licenseclifor that version. If it does not and the Enterprise notifies Microsoft within the warranty tern, Then Microsoft will, at Its option (1) return the price Enrolled Affiliate paid for the Software license, or (2) repair or replace the Software. (11) Online Services. Microsolt warrants that each Online Service will pederm in accordance Willi the applicable SLA during the Enterprise's use. The Enterprise's remedies far breach of this warranty are in the SLA. The remedies above are the Enterprise's sole remedies for breach of the warranties In this section. Customer waives any breach of warranty claims not made ciuring the warranty period. b. Exclusions. The warranties in this agreement do not apply to problems caused by accident, abuse, or use in a manner inconsistent with this Agreement, including failure to meet minimum system requirements. These warranties do not apply to free, trial, pre-release, or beta products, or to components of Products that Enrolled Affiliate Is permitted to redistribute. c. Disclalmer. Except for Ihe'litnited warranties above, Microsoft provides no other warranties or conditions and disclaims any other express, implied, or statutory warranties, including warranties of quality, title, non -infringement, merchantability, and fitness for a particular purpose. 11. Defense of third party claims. The parties will defend each other against the third -party claims described in this section and will pay the amount of any reselling adverse final judgment or approved settlement, but only if the defending party Is promptly notified in writing of the claim and Was the right to control the defense and any settlement of it. The party being defended must provide the defending party with all requested assistance, information, and authority. The defending padywili reimburse the other party for reasonable out-of-pocket expenses it incurs in providing assistance. This section describes the parties'sole remedies and entire liability for such claims. I a. By Microsoft. Microsoft will defend Enrolled Affiliate against any third -party claim to the extent it alleges that a Product or Fix made available by Microsoft for a fee and used within the scope of the license granted (unmodified from the form provided by Microsoft and not combined with anything else) misappropriates a trade secret or directly infringes a patent, copyright, trademark or other proprietary right or a third party. If Microsoft is unable to resolve a claim of inhingentelll under commercially reasonable terms, if may, at its option, either ('I ) modify or replace the Product or Fix will) a functional equivalent; or (2) terminate Enrolled Affiliate's license and refund any prepaid license fees (less depreciation on a five -}rear, straight-line basis) for perpetual licenses and any amount paid for Online Services for any usage period after the termination dale, Microsoft will not be liable for any claims ordamagesdue toEnrolled Afhliata_'s continued use ore Producl or Fix after being notified to stop due to a third -party claim. b. By Enrolled Affiliate. To the extent permitted by applicable law, Enrolled Affiliatev.ill defend Microsofl against any third -pally claim to the extent it alleges that: ('1) any Customer Data or CA20 I nAgnUS)SLG(ENG3)(10001a) Page a of II 00virlant X20-10200 non -Microsoft software hosted in an online Service by Microsoft on Enrolled Affiliate's behalf misappropriates a trade secret or directly infringes a patent, copyright, trademark, or other proprletary right of a third party; or (2) Enrolled Affiliate's use of any Product or Fix, alone or in combination with anything else, violates the law or damages a third party. i 12. Limitation of liability. For each Product; each party's maximum, aggregate liability to ilia other under this Agreement is limited to direct damages Finally awarded in an amount not to exceed the arnounts Enrolled Affiliate was required to pay for the applicable Products during the, term of this Agreement, subject to the following: a. Online Services. Per Online Services, Microsoft's maximum liability to Enrolled Affiliate for any incident giving rise to a claim will not exceed the amount Enrolled Affiliate paid for the Online Service during tile'12 menlhs before the incident. b. Free Products and Distributable Code. For Products provided free of charge and code that Enrolled Affiliate Is oulhorived to redistribute to third partles without separate payment to Microsoft, Microsoft's liability is limited to direct damages finally awarded up to U555,000. c. Exclusions. In no event will either party be liable for indirect, Incidental, special, punitive, of ronsequential domages, or for loss of use, loss of business Information, loss of revenue, or interruption of business, however caused or on any theory of liability. d. Exceptions. No limitation or exclusions will apply to liability arising out of either party's (1) confidentiality obligations (except for all liability related to Customer Data, which will remain subject to the limitations and exclusions above); (2) defense obligations; or (3) violation or the other party's Intellectual property rights. 13. Verifying compliance. a. Right to verify compliance. Enrolled Affiliate must keep records relating to all use and distribution of Products by Enrolled Affiliate and its Affiliates. Microsoft has the right, at Its expense, to the extent permitted by applicable law, to verify compliance with the Product's license temrs, Enrolled Affiliate must promptly provide the Independent auditor with any Information the auditor reasonably requests in furiherance of the verification, Including access to systems running the Products and evidence of Licenses forProducls Enrolled Affiliate hosts, suhlicenses, or dishibules to third parties. Enrolled Affiliate agrees to complete Microsoft's self -audit process, which MicrosI oft may require as an alternative to a third party audit. to, Rernedtes for non-compliance. if verification or self -audit reveals any unlicensed use or distribution, then within 30 days, (1) Enrolled Affiliate must order sufficient Licenses to cover that use or distribution, and (2) if unlicensed use or distribution is 5% or more, Enrolled Affiliate must reimburse Microsoft for In'e cost Microsoft has incurred in verification and acquire the necessary additional licenses at 125% of the price based on the then -current price list and Enrolled Affiliate price level. The unlicensed use percentage is based on the total number of licenses purchased compared td actual Install base. If there is no unlicensed use, Microsoft will not subject Enrolled Affiliate to innother verification for at least one year. By exercisfng the rights and procedures described above. Microsoft does not waive its rights to enforce this Agreement or to protect Its intellectual property by any other means permitted by law. c, Verification process. Microsoft will notify Enrolled Affiliate at least 30 days In advance of its Intent to verify Enrolled Affiliate's compliance with the license leans for the Products Enralled Affiliate and Its Affiliates use or distribute. Microsoft will engage an independent auditor, which will be subject to a confidentiality obligation. Any Information collected in the self -audit will be used solely for purposes of determining compliance- This verification will lake place during normal business hours and in a manner that does not interfere unreasonably with Enrolled Affiliate's operations, EAN1 Pihy1(1-1 b,)SLG( EN(%Nav2lllfi) nRq� s of I l ❑ncumenl X2.41 e2.na 14. Miscellaneous. a. Use of contractors. Microsoft rnayuse contractors to perform services, but will be responsible for their performance subject to the terms of this Agreement. b. Microsoft as independent contractor. The parties are independent contractors. Enrolled Affiliate and Microsoft each may develop products independently without using the other's Confidential Information. c Notices. Noices to Microsoft must be sent to the address on the signature form. Notices must he in writing and will be treated as delivered on the date shown on the return receipt or on the courier or fax confirmation of delivery. Microsoft may provide information to Enrolled Affiliate about upcomigg ordering deadlines, services, and subscription information in electronic form, Including by email to contacts provided by Enrolled Affiliate. Email& will be treated as delivered on the transmission dale. d. Agreement. not exclusive. Customer Is free to enter into agreements to license, use or promote non -Microsoft products, e. Amendments. Any amendment to this Agreement must be executed by both parties, except that Microsoft may change the Product Terms and the Use Rights from lime to lime In accordance with the terns of this. Agreement. Any conflicting terms and conditions contained in an Enrolled Affiliate's purchase order will not apply. Microsoft may require Customer to sign a new agreement or an armendnient before an Enrolled Afflliate enters Into an Ent ollmenl under this agreement. I f_ Assignment. Either party may assign this Agreement to an Affiliate, but must notify the other party in writing,of the assignmeht. Any other proposed assignment must be approved by the non -assigning party In writing. Assignment will not relieve the assigning party of its obligations under the assigned agreement Any attempted assignment without required approval will be void. I g. Applicable law; dispute resolution, Tire terms of this Agreement will be governed by the laws of Customer's state, without giving effeel to its conflict of laws. Disputes relating to this Agreement will be subject to applicable dispute resolution laws of Custontei's state. It. Severabllfty, If any provision Willis agreement is held to be unenforceable, the. balance of the agreement will remain in full force and effect. i, Waiver. Failure to enforce any provision of this agreement will not constitute a waiver. Any waiver must be in writing and signed by the waiving party. j. No third -party beneficiaries. This Agreement sloes not create any third -party beneficiary rights. K Survival. All provisions survive termination or expiration of this Agreement except those requiring performance only during the fern of the Agreement. L Managemontand Reporting. Customer and/or Enrolled Affiliate may manage account details (e.g., contacts, orders, Licenses, software downloads) on Microsoft's Volume Licensing Service Center ("VLS&) web site (or successor site) at: IJrs fiwww m_crosoftcomllicensinalserncecenter. Upon the effective date of this Agreement and any Enrollments, the contact($) identified for this purpose will be provided access to this site and may authorize additional users and contacts. in, Order of precedence. In the case of a conflict between any documents in this Agreement that Is not expressly resolved In Ihosa documents, their terms will control in the following order f140111 highest to lowest priority: (1) this Enterprise Agreement, (2) any Enrollment, (3) the Product Terms, (4) fhe Online Services Terms, (5) orclers submitted under this Agreement, and (6) any other documents in this Agreement Terns in an amendment cuntrol over the amended document and any prior amendments concerning the same subject matter, F 201r>Ayi(dS)slG(Elac)(Nov2rllti) Pagu 10 of I I D0111MCnl X201020 25G-77 n. Free PreChletS. It is Microsoft's! intent that the terms of this Agreement and the Use Rights be in compliance with all applicable federal law and regulations. Any free Product provided to Enrolled Affiliate is for the sole Ilse and benefit of the Enrolled Affiliate, and is not provided Tor use by or personal benefit of anIy specific government employee. o. Voluntary Product Accessibility Templates. Microsoft supports the government's obligation to provide accessible technologies to its citizens Willi disabilities as required by Section 508 of the Rehabilitation Act of 1973, and its stale law counterparts. The Voluntary Product Accessibility Templates ("VPATs") for the Microsoft technologies used In providing the Online Services can be found at Microsoft's VPAT pane. Further information regarding Mierosofl's commitment to accessibility can be found at hitt /Iwwvi.rrilciosoft.corn/enable, p. Natural disaster. In the event of a "natural disaster," Microsoft may provide additional assistance or rights by posting them on flttol7vrrtr.microsofl cam at such time. y. Copyright violation. Except gas set rorlh in the section above entitled "Transferring and reassigning Licenses", the Enrolled Affiliate agrees to pay for, and comply with the terms cFthis Agreement and the Use Rights, for the Products It uses. Except to the extent Enrolled Affiliate IS licensed under this Agreemenl, it will be responsible for Its breach of this contract and violation of Microsoft's copyright in the Products, including payment of License fees specified In this Agreement for unlicensed use. FA20l(Vu r(US)SLG(Ei11G) Ir,1900101 Page it a1 I I D,),;umenl Y.241-10209 25G-78 a ' Mirroso t Voll.law Licensing Supplemental Contact Information Form This form can be used In combination with MBSA, Agreement, and Enrollment/Registratlon. However, a separate form must be submitted for each enrollment/registration, when more than one is submitted on a signature form. For the purposes of this form, 'entity" can mean the signing entity Cuslomer, Enrolled Affiliate, Goveinmenl Partner, Institution, or other party entering into a volume licensing program agreement. Primary arid Notices contacts in this form will not apply to enrollments or registrations. This form applies to: ❑ MBSA Agreement ❑ EnrollmentlAffiliale Registration Form Insert primary entily name if roore lhari one Enrollment/Registration Form Is submitted Contact information, Each party will notify the other in writing if any of the Information in the following contact information page(s) changes. The asterisks (') indicate required fields; if the entity chooses to designate other contact types, the same required fields rriusl be oorlipleled for each section. By providing contact information, entity consents to Its use for purposes of administering the Enrollment by Microsoft and other parties Ihal help -Microsoft administer this Enrollment. The personal information provided in connection with this agreement will be used and protected according to the privacy statement available at h1tos:Wcensing mIcrosoftcom. 9. Additional notices contact. This contact receives all notices that are sent from Microsoft. No online access is granted to this individual. Name of entity' County of Riverside Contact name': First Regina Last Funderburk Contact email address' RFundeiburl(@rlvco,org Street address* 3450 141h Street, 41h Floor City" Riverside statelProvince* California Postal code" 92501-3861 Country* USA Phone'951-955-2265 Fax ❑ This contact is a third party (flat the entity), Warning: '['his content receives personally identifiable information of the entity. r 2, Software Assurance manager. This contact will receive online permissions to manage the Software Assurance benefits under the Enrollment or Registration. Name of entity* County of Riverside Contact name': First Regina Last Funderburl( Contact email address* RFunderburl(@IiVC,o.org Street address* 3450 14th Street, 411) Floor, City"'Riverside State7Province* California (Postal code' 92501�3861 I I SunGrnuaUlnroFormp�n,LNo)lrnlc.NOo12P r a> Pn90 1 of J 25G-79 Ccuntry' USA Phone'951-955-2265 Fax ❑ This contact is a third party (not the entity). Warning: This contact receives personally identifiable Information of the entity. 3. Subscriptions manager. This contact will assign MSON, Expression, and TechNet Plus subscription licenses to the Individual subscribers under this Enrollment or Registration Assignment of the subscrlption licenses is necessary for access to any of the online benefits, such as subscription downloads. This contact will also manage any complimentary or additional media purchases related to these subscriptions. Name of entity" County of Riverside Contact name': First Regina Last Funderburk Contact email address' RFunderburk@rivco.erg Street address' 3450 14111 Street, 4th Floor City' Riverside StatefProvince' California Postal code' 92501-3861 Country' USA Phone* 951-955-2265 Fax ❑ This contact is a third party (not the entlly). Warning: This contact receives personally identifiable Information of the entity. 4. Online services manager. 'This r.Onlact will be provided online permissions to manage the online services ordered under the Enrollment or Registration. Name of entity' County of Riverside Contact name': First Luis Last Flores Contact email address` LFFlores@rivco.org Street address` 3450 141h Street, 41h Floor City" Riverside StatefProvince' California Postal code' 92501-3861 Country"USA Phone'951-955-8114 Fax ❑ This contact Is a third party (not the entity). Warning: Tt1ts contact receives personally Identifiable information of the entity. 5. Customer Support Manager (CSM). This person is designated as the Customer Support Manager (CSM) for support -related activities. Name of entity` County of Riverside Contact name': First Luis Last Flores Contact email address' LFFlores@rlvco.org rlvco.org Street address' 345014th Street, 41h Floor City'Riverside State/Province' California Postal code' 92501.3861 Country' USA Phone* 951-955.81'14 Fax 6. Primary contact information. An individual from inside the organization must serve as the primary contact. This contact receives online administrator permissions and may grant online access to others. This contact also receives all notices unless Microsoft is provided written notice of a change. Name of entity' County of Riverside SupConladinfep nun(NA,INU)(EN6)(UciN 13) page 2 013 Contact narne: First Jim Last Smith Contact email address' jimsmilh@rivro,org Street address' 345014th Street, 4th Floor City' Riverside SlatelProvince' CA Postal code' 9250,1-3861 Country, US Phone'951-231-59D9 Fax 7. Notices contact and online administrator information This Individual receives online administrator permissions and may grant online access to others. This contact also receives all notices. ® Same a s primary confacr Name of entity' Contact name'; First Last Contact entail address" Street address' City` State/Province' Postal code" country' Phone" Fax ❑ This contact is a thh'd party (not the entity), Warning: This contact receives personally identifiable information of the entity, SUPC0111adIIIWO(w(MA,InIU)l`NG)(001n131 Pnge 9 el9 IM • Microsoft Document Headersheet * This is for informational purposes only * (M S (MSLI 5-0000004275258 Tracking Number) dog T°pe: Amendments Do not modify the formatting or spacing of this Form above this text Subsidiary: Country: United States LAR/LAD/ESA: Insight Direct USA, Inc. ProgramNersion EA 6 2016 ACCOUNT: County of Riverside Comments: Outsourcer Name: Business Agreement Number: Master Agreement Number: 808444S Agreement Number: Purchase Order Number: 8/23/2019 9:42:40 PM Account Manager Name / Alias• (Scanning Code) 25G-82 ot � Microso Amendment to Contract Documents Agwolnonl f•Iuinbai Volume Licensing 004-kayleed-S9 This: timendincnt ("Amendment") is entered Into between the parties Identified on the attached program signature form.. It amends the El Ira lllnenI or Agreernerdidentined above- All terms used but not defined In this Amendment Yell[ have the same meanings provided In that Enrollment or Agreement. Enterprise Agreement Custom Terms CTM 1. Section fa, "Tenn", s hereby amended and restated as fellows: a, Term. The term of this Agreement will remain in effect unless terminated by either party as desriibed below. Each Ent -olhnenl will Have the torn provided in that Enrollment. 2. The pricing that Microsoft will offerEnrolled Affiliate';: Reseller for Enrollments effeclive between November 1, 20,10 through October 31, 202'I. and that will apply for the entire initial terra or such Enrollments, is as follows: Product _ Prise - Examples Include but are not limited to Level file following": Enterprise Online Services— Level D 1,0365 153 and 55, Enterprise Mobility + (including Pull USLs, Vrom SA minus 2% Security E3 and E5, Office 365 Enterprise USLs, Add.ons ali(I Step Ups) Level D E1 or E3. Windows 10 Enterprise E3 or E5 Office 365 Pro Pltis, Winaews 10 Enterprise Products Enterprise, Corp CAL Suite, Enterprise CAL Suite Additional Products Level D M365 F'I, M365 E6 Compliance, M365 E5 Security, Office 365 Entorprlso F1, Project Online, Visio Online Plan 1 or Plan 2, Dynamirs 365, Azure, SQL Server, Windows Server, etc. Server and Tools Product Lover D SharePoini Server, SOL Server. BtzTalk (applies to Server and Cloud Server, Visual Studio, Coro Infrastructure Enrollments only) Suites, etc. lilt LmHal.lesiudalu[IIII,HL+Sk1Y1'YTII,.iI:iIC NVA.hlPjt YIII•Yr lhP--n—, iNln nrnunl.-In,iA rHnrinr •'nllall^rinn Fr tPio!19q nnImp.. $arvires fife FIcrIIIGP.d in 1118 nIOCnG. Terms 01h he.. Cr.II vole ol'F0'In nhe(ahies for 'Ploy!arn Avu It hill ly'. the sw/ v u! Eldo,piise Online Services is suoeat to dt�ge as Ens!ncse Online Service= ale aC(led1. nfdaledlrr'Sed ar:aniomd (rat ll� Ente(D606 alcr4(aln Cffeelll(I Exclusions apply to the additional 2% discount on F.nturprise Online Services as follows: A,urouitel ial rd 0 ClId UPLOPT-FINK 60 rant I of z 25G-83 • The price list month that applies to an order is not a factor in determining whether the additional 2%discount on Enterprise Online Services may be applied to an order. The Poly applicable factor is the effective (late of the Enrollment, • The discount does not apply In any extensions of the initial Tenn or renewal Enrollments. • The discount does not apply to any promotional SKI-s. Enrolled Affiliate is enlitled to the lower of the promotional price or discounted price. The price level that applies to Emollmanls effective on or after Noveniher 1, 2021 is Level D for all Produrts. _ The Reseller and Ihr_ Fill olled Affiliate will delennine the Enrolled Affiliate's actual price and payment, terms. Except for changes made by this Amendment, the Enrollment or Agreement identified above remains unchanged and in full force and cffocl. If there is any conflict between any provision In this Amendment and any provision in the Enrollment or Agreement identified above, this Amondment Shall control. Thls Amendment must he attached to a signature form to be valid. Amer;imeriArm va 0 MrIf-CPT-OPT-PMK eD Pala 2 of 2 25G-84 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE APPROVE A MEMORANDUM OF UNDERSTANDING WITH THE CALIFORNIA URBAN FORESTS COUNCIL AND WEST COAST ARBORISTS, INC., FOR STREET TREE PLANTING SERVICES {STRATEGIC PLAN NOS. 6, 1 B & 1 F} /s/Kristine Ridge CITY MANAGER CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 11' Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For ,K•�►nl►tr».ic•� FILE NUMBER RECOMMENDED ACTION Authorize the City Manager to execute a Memorandum of Understanding with the California Urban Forests Council and West Coast Arborists, Inc., to plant trees, from February 2020 through March 2022, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION The State of California Department of Forestry and Fire Protection awarded an Urban Tree Replacement Program Grant to the California Urban Forest Council (CUFC) with their partner being West Coast Arborists, Inc. (WCA). The grant provides funding for the removal of one tree and stump to be performed by West Coast Arborists for every two trees the City agrees to plant, equaling a 2-to-1 planting to removal ratio. By removing trees that have reached their natural lifespan, have been infected with pests, and/or stricken with health issues due to the record drought, the program will improve the urban forest streetscape and reduce the risk of property damage and safety concerns to the community. Over the three-year term of the Memorandum of Understanding, the City of Santa Ana will provide to West Coast Arborists a list of 150 trees that have reached their life expectancy, have health issues, are dead, and/or pose a potential safety risk. West Coast Arborists will perform the tree removals at no cost to the City. In exchange, the City will plant 300 trees during that three-year period. Funds for the tree planting will be budgeted at $50,000 annually for Fiscal Years 2020-21 and 2021-22, for a total City obligation of $100,000. A component of the grant is to complete community engagement by having an educational campaign focusing on "Why Are We Removing Trees." The campaign will provide public materials on benefits of trees, how urban forests are being threatened, why and under what criteria trees are removed, and what the public can do to advocate for a vibrant and healthy urban forest. The grant partners will utilize a variety of outreach methods, such as City newsletters, City and community group social media, neighborhood meetings, and participation in the City's annual Arbor Day Event. 25H-1 MOU with California Urban Forests Council and West Coast Arborists, Inc. January 21, 2020 The grant partnership was presented to the City's Environmental & Transportation Advisory Committee on December 10, 2019, and they were supportive of the project. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 - Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy B (equitably maintain existing streets and associated assets in a state of good repair so they are clean, safe and aesthetically pleasing for all users), and Strategy F (perform periodic measurements to monitor and update each asset's condition and ensure adequate funding for repair and/or replacement costs in future budgets). ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT Funding for the required tree plantings will be budgeted and made available in the account and fiscal years specified below: Fiscal Year Accounting Unit- Fund Accounting Unit, Description Amount Account# Description Public Works -Street Trees, FY 2020-21 01117643-62321 General Fund Maintenance & Repair $50,000 Improvement Public Works -Street Trees, FY 2021-22 01117643-62321 General Fund Maintenance & Repair $50,000 Improvement $100,000 19>U060:119LF_a110112111011by901I NNOW6111►1�91 Nabil Saba, PE Kathryn Downs, CPA Acting Executive Director Executive Director Public Works Finance and Management Services Agency NS/PG Exhibit: 1. Memorandum of Understanding with California Urban Forests Council and West Coast Arborists, Inc. 25H-2 EXHIBIT 1 Memorandum of Understanding City Forest Renewal Project — Partner in Participation Memorandum of Understanding The following Memorandum of Understanding ("MOU") is entered into on January 21, 2020 by and among West Coast Arborists, Inc. (WCA, Inc.), the California Urban Forests Council ("CaUFC") and the City of Santa Ana, in reference to the City Forest Renewal (CFR) project and project deliverables being conducted by the CaUFC under the terns and conditions of Grant Agreement No. 8GB18413 between the State of California Department of Forestry and Fire Protection ("CAL FIRE") and CaUFC. Interested Parties The California Urban Forests Council, West Coast Arborists, Inc. and the City of Santa Ana agree to work cooperatively on the City Forest Renewal (CFR) project and the associated deliverables to honor CaUFC's Grant Agreement with CAL FIRE. West Coast Arborists, Inc. has been separately contracted by CaUFC for completion of the CFR project and is responsible for program management, tree removal activities and tree planting activities. For purposes of this MOU, there are three major contributors to this process: Nancy Hughes representing CaUFC, David Pineda representing WCA, Inc., and the Executive Director of the Santa Ana Public Works Agency or his or her designee, representing the City of Santa Ana. For reference purposes, these individuals shall be referred to as the "Parties." The CFR Team consists of California Urban Forests Council (CaUFC), West Coast Arborists Inc. (WCA, Inc.), and Western Chapter International Society of Arboriculture (WCISA). Duties and Responsibilities CaUFC, WCA Inc., and the City of Santa Ana pledge to work together in a spirit of cooperation to complete the work described herein. All Parties shall comply with all relevant laws and regulations regarding documentation, reporting, use, etc. of any state funds in accordance with applicable state law and furnish administrative assistance services including but not limited to: 1. Adherence to the approved scope of work, below, and set out in the assigned project. 2. Retention of all records for three (3) years after the end of the contract tetra. This requirement applies to fiscal records, reports and client information. Additionally, the City of Santa Ana agrees to make all records relating to the contract available upon request by CaUFC. Decision Makine Decisions will be made by consensus of all Parties when there are proposed changes to the scope of work. Decision -making will be done jointly and in a spirit of cooperation. All decisions that are proposed and/or change the scope of work (verbal, written, or implied) must be agreed upon and authorized in writing by all Parties prior to commencing with the additional work. Otherwise, work can proceed as agreed upon for each party in the scope of work. 25H-3 Termination In no event will this MOU be terminated with less than 30 days written notice to the other party. Any party may terminate this MOU at any time, with or without cause, by giving the other parties thirty (30) days written notice to terminate. This MOU supersedes all previous agreements pertaining to the subject -matter of this MOU whether such previous agreement was written or oral. Upon notification that this MOU has been terminated, the City of Santa Ana shall immediately stop all work under this MOU on the date and to the extent specified in the written Notice of Termination. In the event that Grant Agreement No. 8GB 18413 between CAL FIRE and CaUFC is terminated, this MOU shall automatically terminate without any further action. Scole of Work The scope of work for the CFR project is set forth as follows, subject to change based on the partner agency's desired project outcomes. • CaUFC will award the City of Santa Ana with approximately 100-150 tree removals at no cost to the City, per grant funding and removal criteria. The exact quantity will be determined upon evaluation of trees to be removed. • The City of Santa Ana will provide the locations for 100-150 number of trees requested to be removed with the knowledge that West Coast Arborists, Inc. will make the final decision on which trees will be removed. • WCA, Inc. will evaluate each tree site provided by the City for removal. WCA, Inc. will take photos of each tree and provide a written recommendation for all trees qualified for removal. • All trees removed and replanted will adhere to ANSI 60.1 standards. o The City of Santa Ana understands that the grant does not cover the cost of amended soil or turf replacement. o The City of Santa Ana understands that where feasible, WCA, Inc. will repurpose wood for greater use. • At its sole cost, the City of Santa Ana will plant two times the number of trees removed under the City Forest Renewal (CFR) by October 311, 2021. The trees planted must adhere to CAL FIRE'S grant guidelines and must be of the species agreed upon with West Coast Arborists, Inc. • The City of Santa Ana will commit to watering newly planted trees as soon as they are installed and at least weekly, 15 gallons each site each watering, to ensure the tree's establishment. • Post establishment, the City of Santa Ana will add newly planted trees to their maintenance plans for the trees' lifetime. • The City of Santa Ana will provide the GPS location of each tree that is not planted by West Coast Arborists, Inc. for reporting purposes. • Should GPS locations not be readily available, the City may contract site collection through their current contract with WCA, Inc. or other means to obtain this data; separate of grant funding. • The City of Santa Ana will add these trees to their current watering and maintenance plans for the trees' lifetime. 25H-4 • The City of Santa Ana will provide WCA, Inc. with their current tree maintenance, municipal codes, policies, etc. that pertain to current plans of tree care for analysis. • The City of Santa Ana will adapt or modify policy to represent the California Joint Powers Insurance Authority's (JPIA) Tree Inspection and Maintenance Policy recommendation, where applicable. • The City of Santa Ana agrees to provide a facility suitable for a workshop. • The City of Santa Ana agrees to help CaUFC and WCA, Inc. share educational materials on healthy urban forests, where applicable. This includes but is not limited to City: publications, events, and media. • The City of Santa Ana agrees to host a tree planting event or Arbor Day in the spirit of this grant. A portion of the trees must be planted at this event. • At the grant end, WCA, Inc. will request GPS locations and species for newly planted trees from the City of Santa Ana. Should a match tree fail within the grant period, the City of Santa Ana is responsible for accounting for the total, twice the amount of removed trees in March of 2022. Timeline Pursuant to Grant Agreement No. 8GB18413 between CAL FIRE and CaUFC, the grant period is from September 2019 through March 20, 2022. All parties agree that the City Forest Renewal project will be completed in final versions by "03/20/2022" though periodic benchmarks may be set through the scope of work to support on -time project completion. Relationship of Parties It is understood by the Parties that the City of Santa Ana is an independent entity with respect to CaUFC, and not an employee. CaUFC will not provide fringe benefits (including health insurance benefits, paid vacation, or any employee benefits), for the benefit of the City. The City will be responsible for its own local, state and federal government tax obligations. Indemnification All volunteers shall sign the program's volunteer liability waiver prior to participating in any events associated with the Project. The City of Santa Ana further agrees to hold harmless, indemnify, and defend CaUFC and WCA, Inc., and their respective officers, officials, employees, and agents from and against any and all claims, loss, liability, damage, judgment, and expenses arising out of the City's performance of this MOU but only in proportion to and to the extent such claims, loss, liability, damage, judgment, or expenses are caused by or result from the negligent acts or omissions of City, its officers, agents, or employees. Assumption of Risk CaUFC and WCA, Inc. assumes no liability or responsibility for any personal property of the City, community partner, or of their staff, volunteers, instructors, employees, contractors, consultants, guests, invitees, and agents brought to assist with the CFR project, during the term of this MOU. 25H-5 Insurance Prior to undertaking performance of work under this MOU, West Coast Arborist shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: Commercial General Liability Insurance. Commercial general liability insurance naming the City of Santa Ana, its officers, employees, agents, volunteers and representatives as additional insured(s) and including, but not 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 WCA's operations in the performance of this MOU, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. 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. Worker's Compensation Insurance. In accordance with the provisions of Section 3700 of the Labor Code, WCA 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 MOU, WCA agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. The following requirements apply to the insurance to be provided by WCA pursuant to this section: (i) WCA shall maintain all insurance required above in full force and effect for the entire period covered by this MOU. (ii) Certificates of insurance shall be furnished to the City upon execution of this MOU and shall be approved by the City. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. (iv) WCA shall supply City with a fully executed additional insured endorsement. 25H-6 Miscellaneous Terms A. Severability. If any term or portion of this MOU is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this MOU shall continue in full force and effect. B. Governing Law; Venue. The laws of the State of California shall govern this MOU without regard to principles of conflicts of laws. Any action to enforce or interpret this MOU shall be filed in the Superior Court of Orange County, California. C. Integration; Amendments. This MOU represents the entire and integrated MOU between CaUFC, WCA, Inc. and the City of Santa Ana with respect to the subject matter hereof, and supersedes all prior negotiations, representations or agreements, either written or oral with respect thereto. This MOU may be modified or amended only by a subsequent written agreement signed by both Parties. D. Attorneys' Fees. If a party to this MOU brings any action, including an action for declaratory relief, to enforce or interpret the provisions of this MOU, the prevailing party shall be entitled to reasonable attorneys' fees in addition to any other relief to which such party may be entitled. E. Waiver. No waiver of any breach of any covenant or provision of this MOU shall be deemed a waiver of any other covenant or provision hereof, and no waiver shall be valid unless in writing and executed by the waiving party. An extension of time for performance of any obligation or act shall not be deemed an extension of the time for performance of any other obligation or act, and no extension shall be valid unless in writing and executed by the waiving party. F. No Third -Party Beneficiaries. Nothing contained in this MOU is intended to or shall be deemed to confer upon any person, other than the Parties, any rights or remedies hereunder. G. Assignment. No assignment, subletting, or transfer in whole or in part of this MOU shall be made or shall be effective without the prior written consent of the CaUFC and WCA, Inc. H. Headings. The headings of the sections and exhibits of this MOU are inserted for convenience only. They do not constitute part of this MOU and are not to be used in its construction. 1. Non -Liability of Officials, Employees and Agents. No officer, official, employee or agent of CaUFC and WCA, Inc. shall be personally liable to the City of Santa Ana in the event of any default or breach by CaUFC or WCA, Inc. or for any amount which may become due to the City of Santa Ana pursuant to this MOU. J. Authority. The undersigned expressly represents that he or she is authorized to execute this MOU on behalf of the City of Santa Ana and that it meets each of the requirements set forth in the MOU, including but not limited to the insurance and workers compensation requirements. 5 25H-7 We the undersigned agree to this Memorandum of Understanding. i ancy Highe xecutHvvv c or alifornia Urban rests Council Kristine Ridge City Manager City of Santa Ana ATTEST: Daisy Gomez Clerk of the Council City of Santa Ana APPROVED AS TO FORM: �N— Rom. T..»4. An M.Funk Assistant City Attorney City of Santa Ana V4� - �4- DaVI'd Pineda Grants Supervisor West Coast Arborists, Inc. 25H-8 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE APPROVE AN AGREEMENT WITH IMMIGRANT DEFENDERS LAW CENTER FOR IMMIGRATION LEGAL DEFENSE SERVICES IN AN AMOUNT NOT TO EXCEED $180,000 TO BE FUNDED BY THE GENERALFUND /s/Kristine Ridge CITY MANAGER CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on V Reading ❑ Ordinance on 2i1 Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ X61►II110%11I101111107 FILE NUMBER RECOMMENDED ACTION Authorize the City Manager to execute an agreement with Immigrant Defenders Law Center to provide immigration legal defense services to Santa Ana residents, for a term beginning February 1, 2020 and ending October 31, 2020, in an amount not to exceed $180,000, subject to non -substantive changes approved by the City Manager and City Attorney. BACKGROUND The foreign -born population in Santa Ana represents an important and diverse share of our community. According to the U.S. Census Bureau's 2016 American Community Survey, approximately 153,900 immigrants reside in Santa Ana-46 percent of the total population. Of those, 102,000 are non-U.S. citizens. Furthermore, four out of five children in Santa Ana have at least one immigrant parent —and the vast majority of those children are U.S. citizens.). In response to concerns expressed by City residents, in addition to advocacy efforts by community organizers, the City has played an active role in supporting immigrants in Santa Ana. On October 17, 2017, the City Council approved a Memorandum of Understanding with the Vera Institute of Justice to join their SAFE (Safety and Fairness for Everyone) Network to be eligible for one-time funding to support immigration legal defense services, along with on -going technical assistance and training, data collection, and research support. At this same meeting, the City Council also approved an agreement with Immigrant Defenders Law Center (ImmDef) to serve as the City's legal service provider (LSP) to provide immigration legal defense services. These services are provided under the universal representation model, which is publicly funded deportation defense for all. Under the universal representation model, ImmDef provided full -scope removal defense assistance to individuals, regardless of the immigration relief available. Whereas traditional legal service programs may identify eligibility for representation through screening for viable immigration relief, the universal representation model ensures each client, regardless of potential relief, is given an opportunity to be heard. ImmDef works closely with community -based organizations, such as Building Healthy Communities, legal service providers, and other immigration advocates to ensure that their services are accessible to the Santa Ana community. 251-1 Approve an Agreement with Immigrant Defenders Law Center January 21, 2020 Page 2 ImmDef opened their Santa Ana office, located at 2121 N Tustin Avenue, and began operations in March 2018. Since then, ImmDef has initiated the representation of 44 Santa Ana residents in removal proceedings. Eleven cases have closed so far, which includes three Santa Ana residents who obtained relief from removal. The other 33 cases remain pending on both the detained and non - detained dockets. ImmDef s clients represent a wide cross- section of Santa Ana residents, including single mothers, fathers, homeless individuals, youth, older adults, and victims of domestic violence. Client examples include a long-time Santa Ana resident single mother fleeing domestic violence, a father of six U. S. citizen children, and a young man fleeing his abusive father in his home country. Since its inception in 2017, the SAFE Network has grown to a total of 18 jurisdictions across 11 states. Network members, including the City of Santa Ana, have committed public taxpayer dollars toward legal representation for immigrants in their communities facing deportation. During its first two years, the SAFE Network has represented 744 clients with deep roots in the United States. Drawing on program data, the findings from year two of the SAFE Network demonstrate the program's success in ensuring due process and maximizing successful outcomes in deportation proceedings. At the October 16, 2018 meeting, the City Council amended the agreement with ImmDef to extend the term for an additional year, from November 1, 2018 through October 31, 2019, increasing the amount of the agreement by $80,000 to continue to fund immigration legal defense services to Santa Ana residents. On November 5, 2019, the City Council amended the agreement with ImmDef to continue to provide immigration legal defense services on a month -to -month basis, until a competitive Request for Proposals process was completed. DISCUSSION As part of the Fiscal Year 2019-20 Budget, the City Council appropriated $200,000 to continue funding immigration legal defense services to Santa Ana residents. To ensure the success of this program, City staff partnered with representatives from the Vera Institute of Justice to execute a Request for Proposals process to solicit, review, evaluate, and recommend a legal service provider to provide immigration legal defense services. On November 18, 2019, the Vera Institute of Justice released a Request for Proposals, entitled Santa Ana Deportation Defense Fund, to invite applicants to serve as the City's legal service provider (Exhibit 1). The Request for Proposals was shared with more than 85 organizations, including organizations based in Santa Ana and the surrounding greater Los Angeles area. The Vera Institute of Justice and the City received two proposals by the due date of December 9, 2019: one from ImmDef and one from the Coalition for Humane Immigrant Rights (CHIRLA). The proposals were reviewed and evaluated by a committee of representatives from the Vera Institute of Justice, along with City staff. On December 20, 2019, Vera and the City selected ImmDef to continue to be the City's legal service provider for immigration legal defense services. In addition to their performance in providing immigration legal defense services under the existing agreement with the City, ImmDef was selected due to their extensive experience in providing immigration legal defense using the universal representation model. ImmDefs proposal includes serving 30 new clients, with an estimated cost of $6,000 per case. ImmDef proposes to continue receiving clients through the following means: a 251-2 Approve an Agreement with Immigrant Defenders Law Center January 21, 2020 Page 3 referral system where partner legal services organizations refer prospective clients; legal orientation programs at the detention center in Adelanto, CA; and community -based organizations in Santa Ana. Overall, ImmDef presented a more comprehensive and responsive proposal. Staff recommends that the City Council award an agreement with ImmDef to provide immigration legal defense services to Santa Ana residents (Exhibit 2). FISCAL IMPACT Funds in the amount of $180,000 are available for expenditure in FY 2019-20 in the Non - Departmental Contract Services - Professional account (no. 01105015- 62300). Any unspent monies from FY 2019-20 will be requested to carry forward into FY 2020-21. /_1»061=1.LFOrU01►1.1tiy9►LLMKK.111►11691 Kathryn Downs, CPA Executive Director Finance and Management Services Agency Exhibits: 1. Request for Proposals: Santa Ana Deportation Defense Fund 2. Agreement with Immigrant Defenders Law Center 251-3 EXHIBIT 1 VeraINSTITUTE OF JUSTICE Santa Ana Deportation Defense Fund Request for Proposals Due: December 9 at 11:59 PM PST Overview/Background Across the country, immigrant communities are justifiably living in fear as the Administration's recent policy changes have driven a dramatic increase in arrests and deportations. Local leaders have a duty to keep their communities safe, and communities are safest when residents trust that institutions and officials serve them and know they will be treated fairly. The constitutional guarantee of due process, which applies to everyone residing in the United States regardless of their immigration status, cannot be safeguarded when an immigrant faces the threat of deportation (removal) without the help of an attorney. Providing fair representation in deportation proceedings is the single most effective way to ensure that an individual's right to due process is protected and that families are not needlessly separated without receiving basic protections. The City of Santa Ana is committed to protecting the rights of our immigrant and refugee residents, who are a vital part of our families and communities. To that end, the City of Santa Ana has committed $200,000 of one-time public funds to its legal defense fund, of which $180,000 will be available for disbursement through this Request for Proposals for one year starting on February 1st.' This funding will be available for a program to provide legal representation to detained immigrants facing the threat of deportation, as specified below. In furtherance of this commitment, the City of Santa Ana has been granted membership in the Vera Institute of Justice's Safety and Fairness for Everyone (SAFE) Network —a diverse group of local jurisdictions from around the country committed to due process and to providing legal representation to immigrants facing removal. This funding will be made available for representation for removal defense provided under the universal representation model, with a priority for serving those who are detained. Interested legal service providers (LSP)s should base their proposals on $180,000 of funding for one yea r. Request for Proposal Timeline November 18 RFP distributed to legal service providers (LSP). November 25 Vera will hold a pre -proposal conference call to answer questions related to RFP. To register for this call, please email SAFEPvera.org and we will send you the call -in information. December 2 LSPs may submit written questions via email to SAFEPvera.org by this deadline. December 4 Answers to questions regarding the RFP will be circulated. 'Tom a intain funding for cases that commenced during previous years' funding four the City of Santa Ana, $20,000 of the $200,000 has already been allocated. Applicants should plan on a budget of $180,000. 251-4 OI:IMIS December 9 Due Date: Applicants must submit proposals via email to SAFE(aJvera.ore by 11:59 PM PST. Scope of Work and Program Requirements The Vera Institute of Justice is soliciting proposals from nonprofit LSPs on behalf of the City of Santa Ana to provide direct legal representation to indigent detained immigrants facing removal, who are residents of Santa Ana or were prior to detention, and are facing removal proceedings. The funds will be prioritized toward Santa Ana residents who are in immigration detention. To be eligible for representation under the $180,000 in funds, an individual must at the time of the initiation of representation: 1. Earn 200 percent or less of federal poverty guidelines, 2. Be unrepresented by counsel; and 3. Bea resident of Santa Ana immediately prior to detention by ICE (priority will be given to residents who are detained). Representation under this program will be provided under the universal representation model --that is, representation is offered to as many clients as the funding allows who meet the requirements specified above, without conducting a preliminary assessment of the merits of the case. The LSP will propose a plan for intaking clients and offering representation under this model. The LSP will provide representation at all stages of immigration court proceedings, including master calendar hearings, bond proceedings, competency hearings, merits hearings, state courts for SIJ predicate orders as applicable, USCIS applications and proceedings related to being granted relief from removal, and BIA appeals (hereafter referred to as "the scope of representation"). Additional representation services for post -conviction relief, federal habeas corpus, or post-BIA appeals are not mandated by this contract, but are encouraged when merited by the issues involved. Representation initiated under this funding must be continued through the disposition of the case, including those cases that will be completed after the contract period. Legal Service Provider Requirements Proposals may be submitted by individual nonprofit LSP or by a collaborative of LSPs/private firms. Eligible applicants must meet the following minimum qualifications: • Be a nonprofit organization with a 501(c)3 status, or have a fiscal sponsor with a 501(c)3 status, or be a collaborative of nonprofit LSPs and private firms, • Demonstrate a strong record of providing high -quality legal representation to detained immigrants and/or immigrants facing removal, • Have licensed attorneys with immigration law expertise on staff or under contract who will directly provide the services described in this RFP, • Demonstrate that all professionals (attorneys, accredited representatives, social workers, etc.) involved in providing services under the contract have the appropriate professional licenses and are in good standing professionally, • Demonstrate the ability to consult with and represent clients in area detention facilities, 251-5 :XA:II:i1il • Be able to begin providing legal services described herein in a timely manner, • Collaborate with relevant stakeholders (DHS, EOIR, detention facility staff) to ensure that representation can be initiated consistent with the program's requirements, • Commit to a Universal Model of Representation, • Collect and share data with Vera regarding all removal defense representation funded under this grant using a secure web -based database created by Vera. Data reporting will be expected through the disposition of each case initiated under the contract, even those cases that are completed after the contract ends. The information gathered will be key for developing evidence regarding the impact of representation across the United States on a variety of measures and could be used to inform future efforts to secure funding for new and existing representation programs. Vera will collect data such as a) number of clients receiving legal representation, b) relief identified, c) applications for relief, voluntary departure, or other immigration court actions taken, d) economic ties to the community, e) family ties to the community, f) number of cases, including averages and other metrics, for attorneys representing clients, • Participate in Vera -organized conference calls, convening, or trainings to share best practices for removal defense and increasing representation for immigrants facing removal; and • Commit to community engagement and to building power in communities impacted by immigration enforcement. Evaluation Criteria The following criteria will be used to evaluate proposals: • Demonstrated quantity and quality of successful relevant experience —40 percent o Expertise in immigration law, including experience in removal defense, detention work, and a broad variety of case types. o Experience in training and supervising attorneys representing individuals in removal proceedings. o Prior experience in program development and management, including data collection and reporting. o Past performance under prior contracts/grants for related project services. o A demonstrated track record of productive collaboration with government agencies. o A demonstrated track record of collaborating with community -based organizations and others that provide services to detained immigrants, including psychological, occupational, language, educational, health and housing services. Demonstrated level of organizational capability —20 percent o The capacity to complete cases after the contract end date. o Staff language capacity in English and Spanish and an articulated plan to work with individuals speaking other languages. 251-6 00:IMIs1 • Quality of proposed approach —40 percent o The viability of the proposed representation plan, including ability to initiate services promptly after contract award and the proposed number of cases that the applicant organization proposes to represent. o The quality and cost-effectiveness of the proposed plan, including creative uses of interdisciplinary legal teams. o The capacity of your program to work with impacted community members, clients, and families to inform and participate in advocacy for the program's growth and sustainability. The Vera Institute of Justice is conducting this RFP process on behalf of the City of Santa Ana. All proposals received by the deadline will be reviewed and scored by a team of experts in legal services, program management and immigration law at the Vera Institute, and by representatives of the City of Santa Ana. Program Operation Plan 1) Describe, generally, your organization's qualifications as outlined in the Evaluation Criteria above. In particular, please detail your organization's experience representing immigrants in removal proceedings for the last three years. List in the table below the number of Section 240 detained and non -detained removal cases for which your organization undertook representation in each of 2017, 2018, and 2019 years and the court locations where those cases were pending at the inception of representation. Year Detained Non -detained 2017 Number (by court Number (by court location[s]) location[s]) 2018 Number (by court Number (by court location[s]) location[s]) 2019 Number (by court Number (by court location[s]) location[s]) 2) Describe your plan for intaking clients. Be specific as to how you will come into contact with clients for the first time (e.g., detention center legal orientation program (LOP), detention hotline, community referrals) and how the case will be selected for representation. Which detention facility(ies) will you serve? Please describe what if any, prior relationships you have with area detention centers that will help facilitate your program. Organizations should propose a plan for intaking and offering representations to people that is consistent with the principle of universal representation of those eligible under this contract. Please describe how your program will incorporate community referrals into your intake plan. 3) Describe your proposed program model for representing detained immigrants. Please specify how you plan to serve eligible clients and how your organization will provide competent and effective representation for the entire scope of the case, including for clients who are released from detention and whose cases may be pending beyond the current grant year. Please also describe how you will address the needs of clients beyond the scope of their legal cases, including social services, housing, education, healthcare, and other needs and/or how you plan to address these needs when the program is at full scale. Finally, please describe how you will conduct 4 251-7 */CII:i1A intakes and work with clients who speak a language for which you do not have in-house capacity. 4) What is your staffing plan for your program? Please describe the positions you plan to fill and the responsibilities each will have in the program. Please attach the CVs and bar numbers of the attorneys who will lead the contracted work, and document American Immigration Lawyers Association (AILA) membership or other evidence of immigration law experience. 5) How many detained removal defense clients do you anticipate representing with the total public funding described above and Vera's catalyst funding? Please respond based on client served, rather than case (i.e. if you represent someone on bond and merits, that is one client represented, not two cases). Please describe how your program plans to pace the initiation of representation for this number of clients to manage staff capacity. 6) What is start date for providing immigrant legal representation in your jurisdiction? Please describe your program implementation timeline. Please indicate if you have already hired staff to work under this funding. Indicate if you have already started providing legal services. If you have not hired staff, please indicate your expected timeline to staff up and start accepting clients under this funding. Please describe how your program will collaborate and engage with key community stakeholders to educate the community about the program. 7) Please describe how your organization plans to grow and sustain your publicly funded program over the next two years. Please include information about the organizations, coalitions, and/or public figures in your jurisdiction who are supportive of the universal representation program and who are critical to building public support for the program. Please also include information regarding how you will engage clients, family members, and immigrant community members in your efforts to raise awareness and grow your program and how impacted communities will become aware of your work. 8) Vera has created a secure online database and will be collecting data on the legal services performed by the LSPs for the purposes of program management and reporting. Please indicate your willingness and plan to cooperate with Vera's data collection efforts. Please indicate which staff will be inputting data on to the database and how often this will be done. Also indicate which staff will be finalizing the submission of the data to Vera. Specifically address your organization's capabilities to continue to report on all cases represented by your organization under this grant through the ultimate dispositions of those cases, some of which will inevitably continue long after the end date of the subcontract. 9) Provide a Budget Narrative to accompany your Budget Worksheet (templates attached). Narratives should describe each line item in the budget. In other words, you should list every staff person included in the Personnel section of the Budget Worksheet and briefly describe their duties. For the Other than Personnel Expenses (OTPE) line items, please briefly describe each item and what is included in your calculation so that it is clear what is being covered by 251-8 0Ial:il11111il subcontract funds. Budget's should be prepared based on a one-time payment for the cases listed in Question 5. 10) Please attach your organization's operating budget for the current fiscal year. 11) What support or technical assistance from Vera would be most helpful to your program? Please include any additional relevant details. The menu of services includes legal training for LSPs, assistance with stakeholder relationships, research and data reporting, and strategic communications support. 12) Share additional information as you see fit, including any additional funding available to your organization to support the proposed services. Proposal Format The application should not exceed a total of 12 pages. Please use single spacing and a minimum 11-point font. Organize your application in the order of questions in the Program Operation Plan section. Please do not include a cover letter (use the cover sheet on the following page), brochures, or letters of support. Submitting the Proposal Proposals must be received by email at SAFE(cDvera.org by 11:59PM PST on December 9, 2019. This Request for Proposals may be updated at any time. To be on Vera's distribution list for relevant updates (including answers to questions asked), please email SAFEpvera.org with the subject line "Santa Ana Updates Requested." 251-9 I00MIlC]IfIIIIIiil SAFE Network Proposal Cover Sheet • Organization Name: • Street Address: • City: • State: • Zip Code: • Primary Contact Name: • Primary Contact Title: • Primary Contact Telephone Number: • Primary Contact Fax Number: • Primary Contact Email: 7 251-10 AGREEMENT BETWEEN CITY OF SANTA ANA AND IMMIGRANT DEFENDERS LAW CENTER FOR FUNDING This Agreement is made and entered into by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the state of California ("City") and hmnigrant Defenders Law Center, a California non-profit corporation ("Immigrant Defenders"). RECITALS A. In 2017, the City entered into a Memorandum of Understanding ("MOU") with the Vera Institute of Justice ("Vera") regarding the City's participation in Vera project's the SAFE Cities Network ("Safe Cities"). This MOU was extended twice and remains in effect until October 31, 2020. Safe Cities is a diverse group of local jurisdictions from around the country, convened by Vera, committed to due process and providing legal representation to immigrants facing deportation and keeping communities strong and safe. B. The MOU between City and Vera specified that, Vera would support City in establishing its publically funded removal defense program. Initially, this program was funded through a catalyst grant of $100,000 from Vera and a $65,000 contribution from City. C. The City desires to provide additional funding to Immigrant Defenders for the provision of removal (deportation) defense services that contribute to the protection of families and the education and support of Santa Ana immigrant populations and that will contribute to the safety and quality of life in Santa Ana and surrounding areas. D. Immigrant Defenders represents to the City that it is qualified and capable to carry out these services as further described by Immigrant Defenders' proposal, which is attached as Exhibit A. In consideration of the foregoing recitals, the parties agree as follows: 1. PROGRAM OF LEGAL SERVICES Immigrant Defenders shall conduct the program described in Exhibit A ("Program" or "Scope of Services"). 2. TERM OF AGREEMENT The Tenn of this Agreement shall commence on February 1, 2020 and shall expire on October 31, 2020, unless extended by the City or unless sooner terminated in accordance with the terms of this Agreement. 3. USE OF FUNDING; PAYMENT a. City agrees to provide Immigrant Defenders funding for those expenses associated with performing, overseeing and implementing the Program described in Immigrant Defenders' Proposal at Exhibit A, attached hereto and incorporated herein by this reference, in accordance with the project budget contained therein #22417vI 251-11 0 I:11:II�a ("Budget"). The total amount of funding from City to Immigrant Defenders shall be $180,000 ("Funding"). b. Payment of the Funding shall be released to Immigrant Defenders within forty- five (45) days of City's approval of this Agreement and shall be provided to Immigrant Defenders on a monthly basis as follows: Date Amount February 1" $20,000 March 1" $20,000 April 1" $20,000 May l'` $20,000 June 1'` $20,000 July 1s` $20,000 August 1'` $20,000 September Is` $20,000 October 1" $20,000 C. Immigrant Defenders shall undertake and complete the Program as described and set forth in Exhibit A. d. Immigrant Defenders shall spend the Funding in accordance with the Budget in the attached Exhibit A. 4. MONITORING AND EVALUATION a. Immigrant Defenders shall furnish, except where limited by attorney -client confidentiality, all data, statements, records, information, and reports necessary for the City to monitor, review and evaluate the performance of the Scope of Services and its components. Immigrant Defenders shall cooperate with the City in the conduct of any evaluation of Immigrant Defenders' Services. Immigrant Defenders shall further cooperate to incorporate minor modifications that may be discovered as necessary and appropriate as a result of feedback from the monitoring and evaluation process. b. hnmigrant Defenders shall share case -level data with the Vera through the Vera SAFE Cities Database and participate in interviews with Vera staff to support the evaluation of the Project. The information gathered will be key for developing evidence regarding the impact of representation across the United States on a variety of measures and could be used to inform future efforts to secure funding for new and existing representation programs. #22417v1 251-12 5. PROGRAM COORDINATION a. The City Manager or his or her designee shall monitor the hnmigrant Defenders' progress and performance of this Agreement. b. Immigrant Defenders shall assign a Program coordinator ("Immigrant Defenders Coordinator") who shall have overall responsibility for the performance of this Agreement by Immigrant Defenders. Should circumstances or conditions subsequent to the execution of this Agreement require a substitute Immigrant Defenders Coordinator, Immigrant Defenders shall notify City immediately of such occurrence. Immigrant Defenders' staff shall cooperate fully with the City with respect to all matters related to this Agreement. C. Immigrant Defenders' staff shall attend meetings as required or requested by City. 6. IMMIGRANT DEFENDERS' FISCAL REPONSIBILTIES; RETENTION OF MATERIALS a. General Fiscal Responsibilities of Immigrant Defenders. Immigrant Defenders shall: If applicable, appoint and submit to the City, the name of a fiscal agent, who shall be responsible for the financial and accounting activities of Immigrant Defenders, including the receipt and disbursement of the Funding installments. ii. Establish and maintain a system of accounts for the Funding that shall be in conformance with generally accepted accounting principles. Such system of accounts shall be subject to review and approval of the City. iii. Document all costs by maintaining complete and accurate records of all financial transactions, including but not limited to contracts, invoices, time cards, cash receipts, vouchers, canceled checks, bank statements and/or other official documentation evidencing in proper detail the nature and propriety of all charges. iv. Submit to the City at such times and in such forms as the City may require, such statements, records, reports, data, and infornation pertaining to matters covered by this Agreement. b. Records of Immigrant Defenders Immigrant Defenders shall maintain records of all matters related to this Agreement including, but not limited to, books, financial 3 #22417vl 251-13 records, supporting documents, statistical records, personnel records, property records, and all other pertinent records sufficient to reflect properly: (A) All direct and indirect costs of whatever nature claimed to have been incurred and anticipated to be incurred in performance of this Agreement. (B) All other matters covered by this Agreement. Immigrant Defenders shall preserve and make available its records: (A) For the period of three (1) years from the date of expiration or sooner termination of Agreement; or (B) For such longer period, if any, as may be required by applicable law. C. Examination of Records. At any time during normal business hours, and as often as may be deemed necessary, Immigrant Defenders agrees that the City, and/or any of its authorized representatives shall have access to and the right to examine its plants, offices, and facilities engaged in performance of this Agreement and all its records with respect to all matters covered by this Agreement. d. Audits. In the event that the City determines, from inspection of records, or any other source, that there is a problem or discrepancy regarding Immigrant Defenders' compliance with the terns and conditions of this Agreement, including but not limited to the Project Budget, then the City shall, in its sole discretion, have the right to require an audit by an independent auditor at City's sole expense relating to the Scope of Services and Immigrant Defenders' compliance hereunder. Notwithstanding the foregoing, the City shall have the right for any reason whatsoever to perform, or cause to be performed an independent audit. Such audits may cover programmatic as well as fiscal matters. 7. ASSIGNMENT Immigrant Defenders shall not assign any rights or duties under this Agreement to a third party without the express prior written consent of City. Immigrant Defenders agrees that the City shall have the right to approve any and all subcontractors and subcontractors to be used by Immigrant Defenders in the performance of this Agreement before Immigrant Defenders contracts with or otherwise engages any such subcontractors or subcontractors. 8. RELATIONSHIP OF PARTIES It is understood and agreed by and between the parties that Immigrant Defenders in the performance of this Agreement, shall not act nor is it at any time authorized to act, as #22417v1 251-14 the agent or representative of the City in any matter. Immigrant Defenders further agrees that it will not in any manner hold itself out as the agent or representative of the City or act in such a fashion as would give the impression to a reasonable person that Immigrant Defenders is acting in such a capacity. 9. INDEMNITY Immigrant Defenders shall, to the fullest extent permitted by law, indemnify, protect, defend and hold harmless City, and its employees, officials and agents ("Indemnified Parties") from all claims, demands, costs, or liability (including liability for claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses or costs of any kind, interest, defense costs, and expert witness fees), but only in proportion and to the extent that such claims, demands, costs, or liabilities are caused by or result from the negligence, recklessness, or willful misconduct of Immigrant Defenders, its officers, employees, agents or vohuiteers, in the performance of services under this Agreement, excepting only liability arising from the sole negligence, active negligence, or intentional misconduct of City. If there is a possible obligation to indemnify, Immigrant Defenders' duty to defend exists regardless of whether it is ultimately determined that there is no obligation to indemnify. The existence or acceptance by City of the insurance policies or coverages described in this Agreement shall not affect or limit any of City's rights under this Section. This Section shall survive expiration or sooner termination of this Agreement. 10. INSURANCE REQUIREMENTS During the entire term of this Agreement, Immigrant Defenders shall maintain the insurance coverage described in this Section. It is understood and agreed by the Immigrant Defenders that its liability to the City shall not in any way be limited to or affected by the amount of insurance coverage required or carried by the Immigrant Defenders in connection with this Agreement. a. Commercial General Liability Insurance providing coverage on an occurrence basis for bodily injury, including death, of one or more persons, property damage, and personal injury, arising out of activities performed by or on behalf of the Immigrant Defenders, its sub -consultants, and subcontractors, products and completed operations of Immigrant Defenders, its sub -consultants, and subcontractors, and premises owned, leased, or used by Immigrant Defenders, its sub -consultants, and subcontractors, with limits of not less than one million dollars $1,000,000 per occurrence, $2,000,000 in the aggregate. The policy shall provide contractual liability and products and completed operations coverage for the tern of the policy. b. Automobile Liability Insurance providing coverage for bodily injury, including death, of one or more persons, property damage, and personal injury, with limits of not less than one million dollars ($1,000,000) per 5 #22417vl 251-15 0Ioil .11�a accident. The policy shall provide coverage for owned, non -owned, and/or hired autos as appropriate to the operations of the Immigrant Defenders. C. Workers' Compensation Insurance with statutory limits, and Employers' Liability Insurance with limits of not less than one million dollars ($1.000,000). The Workers' Compensation policy shall include a waiver of subrogation in favor of the City. d. Professional Liability Insurance providing coverage on a claims made basis for errors, omissions, or malpractice with limits of not less than one million 1$1,000,000) dollars. e. Additional Insured Coverage Commercial General Liability Insurance: The City, its officials, employees, and volunteers shall be covered by policy terms or endorsement as additional insureds as respects general liability arising out of: activities performed by or on behalf of Immigrant Defenders, its sub- consultants, and subcontractors; products and completed operations of Immigrant Defenders, its sub -consultants, and subcontractors; and premises owned, leased, or used by Immigrant Defenders, its sub -consultants, and subcontractors. Automobile Liability Insurance: The City, its officials, employees, and volunteers shall be covered by policy terms or endorsement as additional insureds as respects auto liability. f Immigrant Defenders shall require and verify that all sub -consultants and subcontractors maintain insurance coverage that meets the minimmn scope and limits of insurance coverage specified in this Section above. 11. INDEPENDENT CONTRACTOR It is understood and agreed that Immigrant Defenders (including Immigrant Defenders' employees) is an independent contractor and that no relationship of employer - employee exists between the parties hereto for any purpose whatsoever. Neither Immigrant Defenders nor Immigrant Defenders' assigned personnel shall be entitled to any benefits payable to employees of City. City is not required to make any deductions or withholdings from the Grant Award. As an independent contractor, Immigrant Defenders hereby agrees to indemnify and hold City harmless from any and all claims that may be made against City based upon any contention by any of Immigrant Defenders' employees or by any third party, including but not limited to any state or federal agency, that an employer -employee relationship or a substitute therefor exists for any purpose whatsoever by reason of this Agreement or by reason of the nature and/or performance of any services under this Agreement. #22417v1 251-16 Aoil .11�a 12. SUSPENSION OR TERMINATION City shall have the right at any time to temporarily suspend Immigrant Defenders' performance hereunder and/or any Funding, in whole or in part, by giving a written thirty - day notice of suspension to Immigrant Defenders. If City gives such notice of suspension, Immigrant Defenders shall immediately suspend its activities under this Agreement, as specified in such notice. Nothing in this Agreement shall be deemed to be a waiver of the City's right to recover from Immigrant Defenders any portion of the Funding that has not been spent in accordance with this Agreement or that has not been spent as of the date of notice under this subsection. 13. FUNDING AVAILABILITY It is understood and agreed that funding is contingent on there being sufficient funds within the City's budget. If the City lacks funding within its budget, the Agreement shall have no further force and effect. If there is a lack of funding or should funds became unavailable after the effective date of the Agreement, the City shall have no liability to pay any funds to the Immigrant Defenders or to furnish other consideration under this Agreement and the Immigrant Defenders shall not be obligated to continue to perfonn any services under the provisions of this Agreement. It is also understood that funds for the program must be appropriated and approved by City Council. City Council has the authority to reduce or eliminate funding of this program, without cause or justification, with no liability occurring to the City. 14. STANDARD OF PERFORMANCE Immigrant Defenders shall perform all services performed under this Agreement in the manner and according to the standards currently observed by a competent practitioner of Immigrant Defenders' profession. Immigrant Defenders shall assign only competent personnel to perform services, including licensed attorneys, under this Agreement. Immigrant Defenders shall notify City in writing of any changes in Immigrant Defenders' staff assigned to perform the services under this Agreement prior to any such performance. 15. CONFLICTS OF INTEREST Immigrant Defenders covenants that neither it, nor any officer or principal of its corporation, has or shall acquire any interest, directly nor indirectly, that would hinder Immigrant Defenders' performance of services under this Agreement. Immigrant Defenders further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor, without the written consent of City. Immigrant Defenders agrees to avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City at all times during the performance of this Agreement. 16. MISCELLANEOUS a. Entire Agreement. This Agreement, including all Exhibits, contains the entire agreement between the parties and supersedes whatever oral or #22417vl 251-17 written understanding the parties may have had prior to the execution of this Agreement. b. Modification. No modification or change to the terms of this Agreement will be binding on a party unless in writing and signed by authorized representatives of the parties. C. Compliance with Laws. Immigrant Defenders shall perform all services described herein in compliance with all applicable federal, state and local laws, rules, regulations, and ordinances, including but not limited to, (i) the Americans with Disabilities Act of 1990 (42 U.S.C. 12101, et seq.) ("ADA"), and any regulations and guidelines issued pursuant to the ADA; and (ii) Labor Code sections 1720, et seq., which require prevailing wages (in accordance with DIR determinations at www.dir.ca.eov) be paid to any employee performing work covered by Labor Code sections 1720 et seq. d. Non-discrimination. Immigrant Defenders shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Immigrant Defenders affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations e. Governing Law: Venue. This Agreement shall be governed, construed, and enforced in accordance with the laws of the State of California. Venue of any litigation arising out of or connected with this Agreement shall lie exclusively in the superior court in Orange County in the State of California, and the parties consent to jurisdiction over their persons and overthe subject matter of any such litigation in such court, and consent to service of process issued by such court. Waiver of Rights. Any grant award or acceptance by City of any service performed by Immigrant Defenders under this Agreement, any waiver by City of any default, breach or condition precedent, shall not be construed as a waiver of any provision of this Agreement by City, nor as a waiver of any other default, breach or condition precedent or any other right hereunder. g. Successor and Assigns. Immigrant Defenders binds itself, its partners, successors, legal representatives and assigns to City with respect to all promises and agreements contained herein. h. Authority to Sign. The signers of this Agreement have the capacity and are authorized to execute this Agreement as the representatives of their respective parties, and to bind said parties to the terms hereof. This 8 #22417v1 2 51-18 */CI1:11�a is ecihjcct to I I I C app3'm 10 h? each ll� i s ctnin" hods {N'A -I i M-SS �l HFRFOF. iha parties aS of ihC th a�3d 5cr1 iirsLhCrem abovC set forth ATTEST: DAISY GOMEZ, Clerk of the Council APPROVED AS TO FORM SONIA R. CARVALHO City Attorney By . `v1Li ,-t1 . tt`Li LAURA A. ROSSINI Senior Assistant City Attorney CITY OF SANTA ANA KRISTINE RIDGE City Managcr IMMIGRANT DEFENDERS Title:i� 9 #224170 251-19 EXHIBIT 2 EXHIBIT A • Organization Name: Immigrant Defenders Law Center • Street Address: 634 S. Spring Street, loth Floor • City: Los Angeles • State: CA • Zip Code: 90014 • Primary Contact Name: Renee Garcia • Primary Contact Title: Development and Communication Manager • Primary Contact Telephone Number:1213) 634-7615 • Primary Contact Fax Number: (213) 282-3133 • Primary Contact Email: Rearcia immdef.ora 251-20 EXHIBIT 2 EXHIBIT A Program Operation Plan 1) Describe, generally, your organization's qualifications as outlined in the Evaluation Criteria above. In particular, please detail your organization's experience representing immigrants in removal proceedings for the last three years. List in the table below the number of Section 240 detained and non -detained removal cases for which your organization undertook representation in each of 2017, 2018, and 2019 years and the court locations where those cases were pending at the inception of representation. Immigrant Defenders Law Center (ImmDef) is a next -generation social justice law firm that defends our immigrant communities against injustices in the legal system. We envision a future where no immigrant will be forced to face immigration court alone. Our programs are a first step towards the long-term goal of providing universal representation to all immigrants facing deportation. Our organization was founded in 2015 by a group of experienced public interest immigration lawyers and our rapid growth is a testament to the need for our services in the communities we serve. Since our humble beginnings in our founders' living rooms, our team has grown from a handful of attorneys to more than 80 dedicated staff members. We have expanded our office locations to respond to the needs of our clients and currently have offices in Los Angeles, Adelanto, Riverside, Santa Ana, and San Diego. ImmDef is the largest non- profit, pro bono provider of deportation defense in California. With a 2019 annual budget of $6.5 million, ourteam provides full-scale deportation defense and legal education classes to approximately 2600 adults and children in Southern California annually. Our programs include a Children's Representation Project for unaccompanied children, refugees, and foster youth; a Detained Youth Empowerment Project that provides classes, legal screenings, and representation to children detained by the government in youth shelters; Family Unity Project reuniting and providing comprehensive legal services to families who were separated as a result of the 2018 Zero Tolerance Policy or other ICE enforcement actions, Post -Conviction Relief Program where we challenge unlawful criminal convictions for immigrants facing deportation, a Litigation & Advocacy Team launched in 2019 to expand our appellate advocacy and participation in strategic litigation to dismantle the system that seeks to deport our clients; targeted Local Justice Fund Programs in the Long Beach, Santa Ana, Los Angeles, and Inland Empire areas that protect our communities and families against aggressive ICE enforcement; our National Qualified Representatives Project that serves immigrants with mental health disabilities to ensure due process and fairness in their immigration court proceedings, and finally our Cross -Border Initiative where we advocate daily for the human rights of asylum -seekers who have been forced back into Mexico as part of the cruel Migrant Persecution Protocols program. The numbers in the following table represent new cases accepted for each of the past three calendar years. In 2019 we represented 234 Detained cases, and 237 Non -Detained cases. 2017 Court Detained LA Court _ 28 Adelanto 102 Non -Detained 274 251-21 EXHIBIT 2 EXHIBIT A 2018 Court Detained Non -Detained LA Court 166 308 Adelanto 76 0 Otay Mesa 1 0 SD Court 0 0 2019 Court Detained Non -Detained LA Court 146 231 Adelanto 41 0 0tay Mesa 6 0 SD Court 41 6 2) Describe your plan for intaking clients. Be specific as to how you will come into contact with clients for the first time (e.g., detention center legal orientation program (LOP), detention hotline, community referrals) and how the case will be selected for representation. Which detention facility(ies) will you serve? Please describe what, if any, prior relationships you have with area detention centers that will help facilitate your program. Organizations should propose a plan for intaking and offering representations to people that is consistent with the principle of universal representation of those eligible under this contract. Please describe how your program will incorporate community referrals into your intake plan. Like all our representation programs, ImmDef will run our intake system on a universal representation model. Potential clients will be screened for eligibility based solely on contract guidelines. ImmDef will primarily identify prospective detained clients through a referral system where partner legal services organizations can refer prospective clients. These partner organizations include current legal service providers conducting Legal Orientation Programs (LOP) at Adelanto as well as community -based organizations serving the needs of immigrant communities living in Santa Ana. ImmDef will request that LOP providers at Adelanto refer all pro se detainees identified as Santa Ana residents or community members to ImmDef for screening for representation. ImmDef will simultaneously accept referrals of Santa Ana residents detained at area detention facilities from Santa Ana community -based organizations. Upon receipt of a referral, ImmDef's staff attorney will conduct further screening of the client to ensure eligibility. If the client is eligible under the contract, the attorney will offer representation on the spot. ImmDef will focus its efforts to represent Santa Ana 2 251-22 EXHIBIT 2 Ircnfrra residents detained in Adelanto facility. We have a strong prior relationship with this facility; ImmDef is one of largest legal service providers working with Adelanto detention facility We are well-known to facility staff, immigration judges, and trial attorneys that work at the facility. We also operate a satellite in the vicinity of the Adelanto detention facility in order to facilitate efficient and effective representation of detainees there. 3. Describe your proposed program model for representing detained immigrants. Please specify how you plan to serve eligible clients and how your organization will provide competent and effective representation for the entire scope of the case, including for clients who are released from detention and whose cases may be pending beyond the current grant year. Please also describe how you will address the needs of clients beyond the scope of their legal cases, including social services, housing, education, healthcare, and other needs and/or how you plan to address these needs when the program is at full scale. Finally, please describe how you will conduct intakes and work with clients who speak a language for which you do not have in-house capacity. ImmDef's representation model is based on a universal model of representation. ImmDef has never denied representation to anyone based on their lack of eligibility for relief, complexity of issues, or for any other reason. Because of ImmDef's universal representation model, ImmDef staff have extensive experience representing detained individuals in removal proceedings. ImmDef attorneys are in immigration court on a near -daily basis and are adept at handling all types of cases, including working with clients who have extremely complex immigration and criminal histories. Additionally, ImmDef is very familiar with the realities and constraints of representing individuals detained at Adelanto because many of our clients are currently detained there. Given ImmDef's experience in deportation defense, ImmDef is well -positioned to continue its universal representation program for Santa Ana facing imminent deportation. Upon receipt of a referral for a case, ImmDef's staff attorney will conduct further screening of the client to ensure eligibility. If the client is eligible under the contract, the attorney will offer representation on the spot. Priority will be given to Santa Ana residents but if Santa Ana residents have not been identified or decline representation, then ImmDef will represent persons with a strong connection to the City of Santa Ana. ImmDef anticipates that our staff attorney will spend 2 to 4 days per month to follow-up on referrals and screen clients. We anticipate that we will accept approximately 2-3 new cases for each month during the contract year. This number will of course vary according to the specific circumstances presented in each case. We expect and understand that many cases will require representation beyond the contract year because of the immigration court backlog for individuals who are released from detention but whose cases are still pending final adjudication. For these clients, ImmDef is committed to continue our representation of them beyond the contract period and until final adjudication. ImmDef will address the needs of clients beyond the scope of their legal cases including social services by utilizing a Case Management Associate from our privately funded Family Unity Project to assist our Santa Ana -focused team. Most of our clients from Santa Ana are Spanish-speaking, and all our legal staff for this program speak fluent Spanish. Occasionally we meet clients who only speak indigenous languages, in these cases we seek out either paid or volunteer interpreters from our large volunteer network. In the event we could not find a volunteer we would use Language Line at ImmDef's expense. ImmDef has profound experience and a proven track record of serving clients from all over the world, 251-23 EXHIBIT 2 EXHIBIT A with cultural competence serving Latin-American immigrants. Many of our staff members are immigrants themselves or the children or grandchildren of immigrants from Mexico and Central America. As such, our team can draw upon our deep roots in the communities that we serve in order to provide culturally competent legal services. Anticipated outcomes and Impact of Services: ImmDef expects our high -quality representation to have a profound effect on the clients we serve. In our other representation programs, ImmDef attorneys routinely utilize new, creative options to defend our clients from deportation. and we have high rates of success. Even in cases where we are unable to secure immigration relief for community members, our attorneys play an important role by showing our clients and their families that they are not alone through this process. The impact of this project will be most concretely evident in the number of clients served through the program, and the impact of representation on the outcome of those clients' cases. We will be able to measure this impact by the sheer numbers of clients receiving representation, but also by comparing the outcomes of cases of those clients who receive representation with the outcomes of unrepresented detainees. This data will be readily available through our internal case management software and government -maintained immigration court data. Another important indicator of the project's impact will be the number of Santa Ana residents who receive an intake screening even if ultimately, they are unable to receive representation through the project due to financial or residency factors. The screening in and of itself is an important benefit to a potential client as we will be able to use it to orient the detainee to the immigration removal process and offer them options outside of our services such as referrals to reputable private attorneys. In addition to the sheer number of clients served under the project and the outcome of the cases, it will be important to measure the qualitative impact of these services on our clients, their families and our communities. We will measure this impact through follow-up surveys of clients, asking about the effect the representation services had on their ability to return to their communities. Through a post -services survey or questionnaire, we will best be able to identify clients who are successfully reintegrating into our communities and highlight this for local media and Santa Ana elected officials. This will ultimately enable us to build support for continuing funding for removal defense in Orange County. ImmDef would also be interested in facilitating meetings between clients whose cases are successfully completed and the Santa Ana City Council member whose district they live in so that we may directly show elected officials the impact of the program on their constituents. 4) What is your staffing plan for your program? Please describe the positions you plan to fill and the responsibilities each will have in the program. Please attach the CVs and bar numbers of the attorneys who will lead the contracted work, and document American Immigration Lawyers Association (AILA) membership or other evidence of immigration law experience. ImmDef will continue to keep our Santa Ana -focused team on staff with this funding. This includes Veronica Basilio, a Staff Attorney based in our Santa Ana, and her Supervisor Lisa Okamoto, as well as Paralegal, Sarah Poblano. ImmDef will utilize the supervision model that we have time -tested and used in our other representation programs to ensure proper oversight of staff working under this funding. Our managing 0 251-24 EXHIBIT 2 EXHIBIT A attorney will be directly supervised by our directing attorneys, all of whom have extensive experience in removal defense and in the management and scaling up of high -volume removal defense programs. Our staff attorneys will be closely supervised by the managing attorney, including weekly one-on-one scheduled check -ins to address any issues with their workloads. Weekly case review meetings will be held for all staff attorneys working on detained representation cases. These meetings will contain periodic trainings and peer -to -peer presentations on current legal trends and issues, including discussion of relevant case law updates. In addition, directing and managing attorneys will be available to discuss case strategy and substantive law questions. The meetings will also be opportunities for case review in a group setting, which maximizes resources and saves time. These workgroup meetings will be led by the managing attorney and, as needed, by the directing attorneys or executive director. Tracking Caseloads: ImmDef utilizes a case management software, Cerenade, that allows us to keep track of vital data on our cases including client biographical information, case milestone data, hearings, outcomes and filings. The Cerenade system allows our attorneys to input case notes, who are trained to log every case -related from phone calls to hearings. Our supervisors can review these case notes or data anytime to ensure that a given attorney's caseload is moving along properly, and to offer support for staff attorneys whose filing goals are not being met. In preparation for one-on-one check -ins with supervisees, our managing attorneys review the attorney's caseload by printing reports from Cerenade, and then address any questions or discrepancies they have observed. Responsibilities each staff will have in the program: Managing Attorney (for cases where they are not the primary attorney): • Review of legal filings and briefs; • Support with development of case strategy; • Support with preparation for trials; • Monitoring workloads to ensure competency of representation; • Overall responsibility for ensuring that data collection and submission protocols are being followed. Staff Attorney: • Client screening and intake; • Development of case theory and strategy; • Keeping case notes and other case related data current; Preparing declarations and gathering evidence for cases; • Preparing forms for legal filings with USCIS and EOIR; • Writing legal briefs for immigration court; • Preparing clients and families for immigration court; • Appearing at all hearings for clients; • Preparing and submitting any related appeals. 251-25 EXHIBIT 2 EXHIBIT A Paralegal: • Initial creation of client in case management system and creation of physical file; • Assisting with calendaring and keeping communal calendars; • Requesting criminal, immigration and other vital records; • Filling out first drafts of immigration forms; • As needed, assisting with declarations, particularly of family members; • Ensuring all data is up-to-date and complete for all cases under a contract. Our managing attorney will in turn be directly supervised by our directing attorney, Joyce Noche, who oversees a large portion of ImmDef's removal defense programs. Joyce works out of our Orange County office and is a resident of Orange County. As these staff members are already supported by our current funding, they will continue in their positions to serve the community. Resumes Attached. 5) How many detained removal defense clients do you anticipate representing with the total public funding described above and Vera's catalyst funding? Please respond based on client served, rather than case (i.e. if you represent someone on bond and merits, that is one client represented, not two cases). Please describe how your program plans to pace the initiation of representation for this number of clients to manage staff capacity. Based on ImmDef's proposed budget, ImmDef seeks to serve 30 new clients in Santa Ana with these funds. If we have additional capacity, we will do more case, however, we have currently 31 cases still open from the prior contract year and therefore we don't anticipate being able to do more than 30 additional cases. The 30 cases will include both detained and non -detained depending upon community need. The actual number served will depend on factors beyond our control such as: the number of individuals who have no relief available to them or who seek voluntary departure, the number of individuals whose cases proceed to a trial (merits hearing) while detained versus clients released on bond, and the level of cooperation from EOIR or ICE in assisting with client accessibility and case calendaring. We intend to "front load" acceptance of clients during the first seven months of the contract to minimize the numbers of cases that could last beyond the funding year. Nevertheless, we expect and understand that many cases will require representation beyond the contract year because of the immigration court backlog for individuals who are released from detention but whose cases are still pending final adjudication. For these clients, ImmDef is committed to continue our representation of them beyond the contract year and until final adjudication. Given our budget of $180,000, the proposed metrics leave us with a case cost of $6,000. 6) What is start date for providing immigrant legal representation in your jurisdiction? Please describe your program implementation timeline. Please indicate if you have already hired staff to work under this funding. Indicate if you have already started providing legal services. If you have not hired staff, please indicate your expected timeline to staff up and start accepting clients under this funding. Please describe how your program will collaborate and engage with key community stakeholders to educate the community about the program. 251-26 EXHIBIT 2 EXHIBIT A The start date will be upon execution of the contract, since we will be continuing from a previous grant, the staff who are already employed under this program we will continue providing legal representation under this contract. Information regarding our community stakeholders is in the next answer to question #7. 7) Please describe how your organization plans to grow and sustain your publicly funded program over the next two years. Please include information about the organizations, coalitions, and/or public figures in your jurisdiction who are supportive of the universal representation program and who are critical to building public support for the program. Please also include information regarding how you will engage clients, family members, and immigrant community members in your efforts to raise awareness and grow your program and how impacted communities will become aware of your work. The Removal Defense Fund will benefit from the relationships and work we established through The Santa Ana SAFE program. SAFE was the collective result of advocacy between local legal service providers, including ImmDef, Orange County based -law schools, and other community stakeholders. Together with the Vera Institute of Justice catalyst funds, the City of Santa Ana included an additional $65,000, bringing the Y1 grant total to $165,000. After being awarded the contract, ImmDef remained active in supporting continued advocacy efforts for the SAFE program. This included participation in city council meetings, press conferences supporting universal representation, and a written report to the City of Santa Ana, providing an update and review of the project at the end of Y1. This advocacy resulted in a Y2 award of $80,000 forthe immigration defense legal fund, an increase overthe initial $65,000 provided by the City of Santa Ana. ImmDef had the opportunity to work with one of the most vocal supporters on the city council, Councilman Vincent Sarmiento. Councilman Sarmiento provided valuable feedback on the issues most pressing for the council, including highlighting the number of Santa Ana residents and families being served by this program and underscoring the benefits of universal representation to all immigrants, with an emphasis on vulnerable populations such as veterans and DACA recipients. ImmDef provided testimony to the city council highlighting our work, including results from a case of a mentally ill Santa Ana resident, who through our representation, obtained another chance to present his case to the immigration court. What we believe was most impactful to the city council was the high number of Santa Ana residents being assisted through this project, demonstrating the importance and need of this service in the community and the personal stories of the individual cases we have represented. We also highlighted staff attorney, Cynthia Felix's, deep connection to the Santa Ana community as she is also a Santa Ana resident. Her comments regarding the importance of removal defense representation made an impact in demonstrating ImmDeYs commitment to serving residents who are affected by immigration enforcement. ImmDef will continue to participate and speak at several press conferences and community forums on detention and ICE enforcement in local communities in partnership with Resilience OC, a local advocacy organization and key supporter of universal representation. ImmDef also works in collaboration with other local OC legal service providers, including Public Law Center, Catholic Charities, and community stakeholders like Friends of Orange County Detainees. ImmDef is one of the organizations receiving referrals from the Orange County Deportation Defense Collaborative, a forum for referrals of impacted immigrants to be shared and made to legal service partners. 251-27 EXHIBIT 2 EXHIBIT A Fort he future, ImmDef will continue to work with supporters and advocates like Councilman Sarmiento and Resilience OC to ensure funding for universal representation in Santa Ana. While passage for continued funding was approved 4-1, ImmDef is aware of the potential challenges to renewed funding and plans to meet with key council members to demonstrate the need and success of universal removal defense programs. Some advocacy plans include, facilitating visits from former clients and family members who have benefited from the program with council members and raising the visibility of success stories of long-time Santa Ana residents who have obtained relief through various social media and other outreach events. We also continue to participate in community forums to help educate the public about our removal defense project to ensure that Santa Ana residents are aware of these available services. 8) Vera has created a secure online database and will be collecting data on the legal services performed by the LSPs for the purposes of program management and reporting. Please indicate your willingness and plan to cooperate with Vera's data collection efforts. Please indicate which staff will be inputting data on to the database and how often this will be done. Also indicate which staff will be finalizing the submission of the data to Vera. Specifically address your organization's capabilities to continue to report on all cases represented by your organization under this grant through the ultimate dispositions of those cases, some of which will inevitably continue long after the end date of the subcontract. ImmDef has a long track record of successfully collecting and reporting on data through programs administered by the Vera Institute of Justice. Depending on the data that is to be gathered, data is initially submitted either by Staff Attorney or Paralegal. All data will be reviewed by the Managing Attorney and ultimately approved by our Legal Services Director prior to submission. ImmDef has successfully launched and sustained multiple high -volume and impactful deportation defense programs that maintain representation through ultimate disposition of cases. Our organization is at present successfully executing grants and contracts from 29 different sources that include federal, state and local government entities, private foundations, and individual donors. Our program staff and administrative staff work together to ensure that communication is strong, and all reports and data are submitted in a timely fashion. In 2018, in response to our growing portfolio of funders, ImmDef hired additional administrative staff to ensure that all reporting was submitted. In 2019 ImmDef hired two Development and Communication staff who are responsible for managing the reporting calendars submitted on time and ensuring communications with program staff is clear regarding all contract deliverables. 9) Provide a Budget Narrative to accompany your Budget Worksheet (templates attached). Narratives should describe each line item in the budget. In other words, you should list every staff person included in the Personnel section of the Budget Worksheet and briefly describe their duties. For the Other than Personnel Expenses (OTPE) line items, please briefly describe each item and what is included in your calculation so that it is clear what is being covered by subcontract funds. Budget's should be prepared based on a one-time payment for the cases listed in Question 5. SALARIES (by staff member, including title and FTE): H 251-28 EXHIBIT 2 EXHIBIT A Lisa Managing $ 30% $ 105,165.60 $ Okamoto Attorney 83,464.7 31,549.68 6 TBH Staff Attorney $ 100% $ Attorney 67,980.0 $ 85,654.80 85,654.80 0 Sara Paralegal $ 45% $ Poblano 42,848.0 $ 53,988.48 24,294.82 0 FRINGE COSTS (how they are calculated): The fringe costs for ImmDef are calculated by dividing the sum of all the fringe costs for our staff by the total of the salaries of all of ImmDefs staff. The fringe costs include 100% coverage of employee health benefits, 75% coverage for dependents, dental, vision, matching contributions to 401K plans in FY2020, life insurance, and other employee benefits including generous vacation/leave packages. Other Than Personnel Expenses (OTPE):(The categories listed below are illustrative, not exhaustive. You may add additional categories as necessary. Be specific in describing how costs are calculated or determined.) The following costs have been proportionally allocated to this budget. This amount was calculated by dividing total CLIN 1 FTE (3.775) by the total number of ImmDef staff (80), or 4.72%. RENT & OCCUPANCY: The cost of our rent and utilities has been proportionally allocated to this budget by the percentage of our total FTE of our total staff. Additionally, we pay for parking at our building for all staff. LOCALTRAVEL: Mileage rate: $0.58/mile ImmDef uses the federal rate. Local Travel Roundtrip mileage Mileage Rate Number of Trips Total Santa Ana to Los Angeles 102 $ 0.58 12 $ 709.92 Santa Ana to Adelanto 178 $ 0.58 12 $ 1,238.88 251-29 EXHIBIT 2 EXHIBIT A $ 1,948.80 OFFICE SUPPLIES: ImmDeYs office supply costs have been proportionally allocated to this budget by the percentage of our total FTE of our total staff. PRINTING & COPYING: ImmDeYs printing and copying costs (which include maintenance of equipment, toner, ink and paper) have been proportionally allocated to this budget by the percentage of our total FTE of our total staff. POSTAGE: ImmDef's postage costs have been proportionally allocated to this budget by the percentage of our total FTE of our total staff. TELEPHONE: The cost of our office phone and fax has been proportionally allocated to this budget by the percentage of our total FTE of our total staff. INTERNET: The cost of our internet through has been proportionally allocated to this budget by the percentage of our total FTE of our total staff. DATABASE/ONLINE SERVER: ImmDef utilizes an online server/database system through Microsoft Office 365 and Sharepoint. The cost of this system has been proportionally allocated to this budget by the percentage of our total FTE of our total staff. CASE MANAGEMENT SYSTEM (Cerenade): ImmDef utilizes a case management system (Cerenade) to manage all of our client data. The cost of this system has been proportionally allocated to this budget by the percentage of our total FTE of our total staff. IT EQUIPMENT: To account for damage to equipment during frequent travel to and from the shelters, ImmDef anticipates needing to purchase one laptop during this contract year. Governance & Administration RATE: ImmDef's governance and administration rate does not include overhead costs; we calculate this rate by dividing the costs listed below by ImmDeYs total budget to get the % of the overall budget that these costs represent. This comes out to 14%. This rate covers the following costs: Executive and Administrative Support Salaries; Insurance of Various Types (including malpractice); Accounting; Audit; Payroll Processing; Taxes; Bank Fees; Legal Fees 10) Please attach your organization's operating budget for the current fiscal year. Attached Separately. 11) What support or technical assistance from Vera would be most helpful to your program? Please include any additional relevant details. The menu of services includes legal training for LSPs, assistance with stakeholder relationships, research and data reporting, and strategic communications support. ImmDef would be most interested in receiving assistance from Vera for political strategy to continue this grant past this year. ImmDef would also be interested in working with Vera on a media strategy to highlight deportation defense and universal rep for SA and the larger OC community. 10 251-30 EXHIBIT 2 EXHIBIT A Local Justice Initiatives — Santa Ana Organization: Immigrant Defenders Law Center Address: 634 S. Spring St., Los Angeles, CA 90014 Date Prepared: 3/18/2019 Prepared By: Julian Leon Grant Name: Santa Ana Deportation Defense Fund Objectives: 30 new clients — detained and nondetained Santa Ana residents Start Date End Date Personnel Expenses Staff Name Position Annual Salary %FTE Fringe Total Lisa Okamoto Managing Attorney $ 83,464.76 30% $105,165.60 $ 31,549.68 TBH Attorney Staff Attorney $ 67,980.00 100% $ 85,654.80 $ 85,654.80 Sara Poblano Paralegal $ 42,848.00 45% $ 53,988.48 $ 24,294.82 TOTAL PERSONNEL EXPENSES 175% $ 141,499.30 2.19% Other Than Personnel Expenses( PE) Rent/Occupancy [Yearly $amount] * %FTE $ 7,040.25 Local Travel Local Travel Cost - see Travel Tab $ 1,948.80 Office Supplies [Yearly $amount] * %FTE $ 745.62 Printing/Copying [Yearly $amount]*%FTE $ 174.14 Postage [Yearly $amount] * %FTE $ 339.15 Telephone [Yearly $amount] * %FTE $ 1,072.58 Internet [Yearly $amount] * %FTE $ 51.18 Database/Case Management Software [Yearly $amount] * %FTE $ 106.31 IT Equipment Upgrade $1000 * Computer and IT accessories $ 1,000.00 G&A Rate 14.0% $ 21,556.69 TOTAL OTPE $ 34.033.72 251-31 EXHIBIT A TOTAL BUDGET Vero - unfunded - But funded but using money left over from last year 251-32 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE APPROVE AN AMENDMENT TO THE AGREEMENT WITH ATHENS SERVICES, INC. TO EXERCISE A FOUR-YEAR RENEWAL TERM FOR STREET SWEEPING SERVICES FOR AN ANNUAL AMOUNT OF $1,047,222 (TOTAL NOT TO EXCEED $4,188,888) (NON -GENERAL FUND) {STRATEGIC PLAN NO. 6, 1131 CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 111 Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO /s/Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Authorize the City Manager to execute an amendment to the agreement with Athens Services, Inc., for street sweeping services for a four-year period, beginning July 1, 2020, and expiring June 30, 2024, increasing the rate to $17.63 per curb mile, for a total service cost of $952,020, plus a 10 percent contingency of $95,202, for a total annual amount not to exceed $1,047,222, and a four- year total of $4,188,888, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION The Public Works Agency Maintenance Services Division is responsible for sweeping all of the City roadways annually - an estimated 54,000 curb miles. In 2012, City Council approved an eight -year street sweeping agreement with Athens Services, Inc., expiring on June 30, 2020, with one eight - year renewal option (Exhibit 1). The services include weekly street sweeping of residential, arterial and industrials streets, alleys, and up to 400 annual curb miles of free special sweeping for special events. This contracted service has resulted in an operational savings of $2.5 million annually. In 2012, the City successfully negotiated a curb mile rate of $15, which was one the lowest rates in Southern California, and included key provisions such as a maximum annual cost of living adjustment of percent per a Consumer Price Index (CPI) and Producer Price Index (PPI) weighted formula, key quality control measures such as Global Positioning System (GPS) to monitor sweepers, a monthly customer complaint log with resolution implemented, continuous staffing provisions, and an on -site supervisor. To further improve public services and in exchange for a lower curb mile price to the City, Athens Services centralized their Santa Ana operations at the City Corporate Yard to deploy their fleet of sweeping vehicles from the Yard, utilized office/storage space, cleaned their vehicles at the wash rack, and had the option to purchase fuel on -site from 25J-1 Amend Agreement with Athens Services for Street Sweeping Services January 21, 2020 Page 2 the City. All of these items have contributed to faster, more efficient, and successful services to the public. The current street sweeping rate is $15.63 per curb mile as stipulated per the agreement's cost of living adjustment. Agreement Renewal Negotiations and Amendments The City began agreement renewal negotiations with Athens Services in October 2019, with Athens Services formally requesting to exercise the agreement's eight —year renewal option, with three proposed amendments that included: 1. Street sweeping curb mile rate adjustment to $17.63 due to cost of living increases; 2. Removal of the annual cost of living maximum of 2% (Section 3(D)); and 3. Removal of the requirement to utilize street sweeping vehicles eight years old or newer (Section II(C)(1)(c). The City responded to Athens Services proposed amendments and they accepted the City's counter proposal on December 9, 2019. The proposed negotiated agreement amendments (Exhibit 2) are summarized as follows: 1. Curb mile rate increase from $15.63 to $17.63, effective July 1, 2020. 2. Maintain the existing 2% CPI/PPI language. 3. Remove requirement to only utilize sweeper vehicles eight -years or newer and require that vehicles are in new, like new, or newly refurbished condition. 4. A four-year renewal term will be proposed starting on July 1, 2020, and ending on June 30, 2024. Cost Analysis Based on the most recent curb -mile price data gathered, the City has and will continue to benefit from the lowest pricing based on the three most recent contracts awarded to Athens Services and in comparison to other local cities that contract street sweeping services. The table below highlights the proposed curb mile pricing of $17.63 being well below the industry averages: Agencies Curb Mile Rate Athens Services Contracted Cities $21.94 (Average of three most recent contracts Other Contract Sweeper Cities $20.70 (Average of Seven Orange County Cities City of Santa Ana (Proposed) $17.63 25J-2 Amend Agreement with Athens Services for Street Sweeping Services January 21, 2020 Page 3 Quality Control and Performance Measures The agreement continues to include key quality control measures that are consistent with other cities and industry standards to ensure sweeping quality and performance. As well, staff systematically performs daily and weekly route inspections for quality control. Athens Services has been compliant with the service expectations envisioned and expected of them and has been very responsive with corrective measures when the City requests service improvements. They have met their service goals by performing consistent weekly services. They have also provided additional services, including the addition of more street sweepers at times of need, such as during windstorm events, and free sweeping services annually for roadway debris emergencies and special events, such as, but not limited to, Fiestas Patrias Parade, Downtown Events, and the City's 150th Anniversary Celebration. Athens Services has provided street sweeping services for over 30 years, including servicing the City of Santa Ana for the past seven years. They have provided the best quality service at the most cost effective price. Therefore, staff recommends that the City Council approve the recommended action. In the event that this renewal extension is not approved, a Request for Proposals (RFP) will need to be issued, requiring approximately six months to finalize the procurement, with a service start date goal of July 1, 2020. If a new contractor were selected and is unable to acquire the necessary fleet of street sweepers due to industry constraints, a one-year extension to Athens Services would possibly be required to allow sufficient time for a smooth transition with the new contractor. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Strategic Plan Goal #6 — Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy #1 b (equitably maintain existing streets and associated assets in a state of good repair so they are clean, safe and aesthetically pleasing for all users.) ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT Although the new contact results in a 12.8% increase, the sanitation fund has sufficient cash flow to provide for the increased cost in future years. Funding for the four-year renewal term, FY 2020- 21 through FY 2023-24, will be budgeted and made available in the account specified below: Fiscal Year Account No. Fund Accounting Unit — Amount Description Public Works -Roadway FY 2020-21 06817641-62300 Sanitation Cleaning - Contract $1,047,222 Services -Professional 25J-3 Amend Agreement with Athens Services for Street Sweeping Services January 21, 2020 Page 4 Public Works -Roadway FY 2021-22 06817641-62300 Sanitation Cleaning - Contract $1,047,222 Services -Professional Public Works -Roadway FY 2022-23 06817641-62300 Sanitation Cleaning - Contract $1,047,222 Services -Professional Public Works -Roadway FY 2023-24 06817641-62300 Sanitation Cleaning - Contract $1,047,222 Services -Professional TOTAL $4,188,888 Nabil Saba, PE Interim Executive Director Public Works Agency ►6111e7G1:7 Exhibits: 1. Agreement: #A-2012-167 2. Amended Agreement 19 > > :ii��l � �LF� ril 1�1► I �> `y9 ► I �LTKK�I�J ► � �91 Kathryn Downs, CPA Executive Director Finance and Management Services Agency 25J-4 INSURANCE ON PILE • WORK MAY PROCEED UNTIL INSURANCE EXPIRES CLERK OF COUNCIL p DATE: !/ AGREEMENT FOR PROVISION OF STREET SWEEPING SERVICES A-2012-167 Exhibit 1 THIS AGREEMENT, made and entered into this 16" day of July, 2012 by Athens Services, a California corporation (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 provision of street sweeping services comparable with "high-level" industry practice. B. On November 22, 2011, City issued a Request for Proposals ("RFP") seeking proposals for provision of street sweeping services. C. Contractor submitted a Proposal which has been determined to the best quality services at minimum cost to the City. D. Contractor is ready and willing to perform the sweeping services and acknowledges that City has relied on Contractor's representations. 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 street sweeping contractor. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Contractor shall provide street sweeping services for the City of Santa Ana as set forth in City's Request for Proposals (RFP), dated November 22, 2011, and the maps included therein, on file with the Santa Ana Public Works — Maintenance Division. Said services to be performed by Contractor's workforce shall conform with the specifications set forth in Exhibit A, attached hereto. All referenced exhibits are incorporated by this reference. 2. CITY INSPECTION The Executive Director of the Public Works Agency, or his designee, shall regularly inspect the streets and other City property subject to this Agreement. If said inspection results in discovery of work that is not performed in the agreed manner, and to the professional degree set forth in the Specifications, Contractor agrees that the City shall deduct from Contractor's next monthly payment, the City's actual or estimated costs of performing the work to bring the property into conformance with the Specifications. 3. COMPENSATION a. City agrees to pay, and Contractor agrees to accept as total payment for its services, $15.00 per curb mile, as set forth in Scenario 3 of City's RFP. The total sum to be expended under this Agreement shall 25J-5 • not exceed $800,790.00, annually, plus a ten percent (10%) contingency for unanticipated services required during the each annual period of this Agreement. b. Invoices. Contractor shall submit a monthly invoice by the 15th of the month to the City for the services rendered in the prior month. All invoices for work performed under this contract shall be submitted electronically in a Microsoft Excel 2003 format or newer, or other format approved by the City Projects Manager or designee. Each monthly invoice shall include the following information at a minimum: i. Contractor's invoice number ii. Beginning and ending dates of services iii. City work order number (if applicable) iv. Work site address/location (if applicable) V. Unit cost, subtotals and total for invoice vi. Curb miles swept authenticated by GPS reports and maps. vii. GPS Route Maps (if requested by City) c. The City will make every effort to make payment within thirty (30) days following receipt of proper invoice. However, payment by City shall not be considered late until sixty (60) days following receipt of proper invoice. Payment need not be made for work which fails to meet the standards of performance of a professional street sweeping service. d. Adjustments to Charges. The parties may agree to an annual adjustment of street sweeping charges (not to exceed 2%) at the end of the first year of the agreement and every year thereafter, utilizing the month of December statistics and supporting documentation. The two indices which will be used for determining adjustments to street sweeping charges shall be the most recent December Consumer Price Index (CPI) for All Urban Consumers for Los Angeles -Anaheim -Riverside CMSA, published by the United States Department of Labor Bureau of Labor Statistics or any relevant successor for the Orange County area and the December Produce Price Index (PPI). The adjustment formula shall be as follows: The CPI shall be weighted at ninety (90%) percent and PPI shall be weighted at ten (10%) percent. e. Extra Work. No new work of any kind shall be considered an extra unless a separate estimate is given for said work and the estimate is approved by the City in writing before the work is commenced. Documentation of contract compliance may be required on some occasions. 4. TERM This Agreement shall commence on September 1, 2012 and terminate on June 30, 2020 unless terminated earlier in accordance with Section 13, below. The City retains an option to extend the term of this Agreement for one additional eight -year period. Said option shall be exercised in writing at least thirty (30) days prior to the end of the initial term. Notwithstanding the above, in the event the City Council does not allocate funding for street sweeping services during the annual budget approval process, the City shall notify Contractor of such occurrence in writing at least thirty (30) days prior to the end of the current fiscal period, and this Agreement shall terminate on the last day of current fiscal period without penalty or expense to the City. 5. 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 25J-6 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 employees and shall be responsible for all applicable withholding taxes. :, IQROJIXWIGO 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. 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, $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of 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. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Contractor, if Contractor 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, Contractor agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. section: d. The following requirements apply to the insurance to be provided by Contractor pursuant to this (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. e. 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 effect 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. 25J-7 r INDEMNIFICATION To the fullest extent permitted by law, Contractor shall indemnify, defend and hold harmless City, its officers, agents and employees (collectively, the "Indemnified Parties") from and against any and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, attorney's fees, disbursements and court costs) of every kind and nature whatsoever (individually, a Claim; collectively, "Claims"), which may arise from or in any manner relate (directly or indirectly) to any work performed or services provided under this Contract (including, without limitation, defects in workmanship and/or materials) or Contractor's presence or activities conducted performing the work (including the negligent and/or willful acts, errors and/or omissions of Contractor, its principals, officers, agents, employees, vendors, suppliers, contractors, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable for any or all of them). Notwithstanding the foregoing, nothing herein shall be construed to require Contractor to indemnify the Indemnified Parties from any Claim arising from the sole negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorney's fees in any action on or to enforce the terms of this Contract. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by the Contractor. 8. 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. 9. 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. 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 Fax 714-647-6956 With courtesy copies to: Public Works — Maintenance Division City of Santa Ana 25J-8 220 S. Daisy Avenue, Bldg A Santa Ana, California 92703 Fax 714-647-3345 and City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Fax 714- 647-6515 To Contractor: Athens Services Gary Clifford 5355 Vincent Avenue Irwindale, California 91706 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. 11. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any Exhibits or Attachments hereto, the terms of this Agreement shall prevail, followed, in precedential order by, 1) the Specifications attached as Exhibit A, 2) the provisions of City's Request for Proposals dated November 22, 2011, and 3) Contractor's Proposal. 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. 12. 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. 13. TERMINATION AND DAMAGES a. City reserves the right to terminate this Agreement immediately, without penalty, for cause. In the event Contractor fails or refuses to timely perform any of the provisions of this Agreement in the manner 25J-9 r 0 required, or if Contractor violates any provision of this Agreement, Contractor shall be deemed in default. City shall provide written notice of such default to Contractor's Project Manager. Contractor shall cure said default within a period of two (2) working days. If more than two (2) working days are reasonably required to cure the default, Contractor shall provide adequate assurance of due performance within forty-eight (48) hours after Contractor receives written notice of default from City. Such assurance shall include acknowledgement of the defaulf Contractor's proposed remedy and the timeline (not more than seven (7) working days) for cure. If such cure is not completed in a timely manner, City may assess liquidated damages or terminate the Agreement forthwith by giving written notice to Contractor's Project Manager. City may, in addition to the other remedies provided in this Agreement or authorized by law, terminate this Agreement by giving written notice of termination. Contractor shall be responsible for all costs incurred by City, including replacement costs of equipment and labor required to provide service during Contractor's default. b. In addition to, or in lieu of, remedies provided in this Agreement or pursuant to law, City shall have the right to withhold all or a portion of Contractor's compensation for contract services if, in the judgment of the Projects Manager or designee, the level of maintenance falls below appropriate street sweeping maintenance standards and/or Contractor fails to satisfactorily perform contract services. City shall have the right to retain funds withheld until the Projects Manager or designee determines that contract services are performed as well and as frequently as required by this Agreement. c. Termination by Contractor. (i) Contractor may stop providing service pursuant to this Agreement in the event on nonpayment by the City. In order to invoke this provision, Contractor must first provide to City thirty (30) day written notice of nonpayment of undisputed sums. Contractor shall allow the City thirty (30) working days to cure the alleged breach, after Contractor provides written notice of such breach. (ii) The Contractor may request termination of the contract when conditions during the contract make it impossible to perform or when prevented from proceeding with the contract by act of God, by law or official action of a public authority. In such event, Contractor may request termination by providing one -hundred eighty (180) days written notice prior to contract termination date. If such event may not be remedied by reasonable action taken by Contractor, City may approve termination. 14. LIQUIDATED DAMAGES If City determines that the Contractor has breached its promise to provide street sweeping services in compliance with the Terms and Conditions of applicable laws and regulations, and the specifications set forth herein, it would be impracticable and extremely difficult to determine the damage to City arising from such breach. Therefore, in the event of Contractor's breach, Contractor shall pay to City the sum of $265.00 per street sweeping hour during which Contractor remains in breach, in addition to any cost, fines, etc. levied against the City. 15. EMPLOYMENT OPPORTUNITIES FOR SANTA ANA RESIDENTS Contractor shall solicit and advertise employment opportunities to Santa Ana residents. The City shall inform the Contractor of areas to publicize recruitment opportunities, such as work centers and community centers. Such effort and procedure will be provided to the City for review. 25J-10 0 16. EMPLOYMENT OF DISPLACED SANTA ANA WORKFORCE Contractor shall extend offers of employment to any displaced City of Santa Ana street sweeper equipment operators for a minimum of one year and at a rate commensurate to their last base salary amount as an equipment operator with the City of Santa Ana. Such effort and procedure will be provided to the City for review. 17. CONTRACTOR COMMUNITY EVENT PARTICIPATION AND PUBLIC AWARENESS Contractor shall participate in public awareness efforts and community events and programs, such as neighborhood clean-up events and anti -litter campaigns. Such participation shall be upon City request provided with reasonable notice of event timing. 18. COMPLIANCE WITH APPLICABLE LAWS AND REGULATIONS a. Contractor shall perform all requirements under this contract in strict observance of and in compliance with all applicable environmental, traffic, safety and any other applicable laws, regulations, ordinances, codes and any other legislative or statutory requirements. b. Contractor warrants that the performance of services under this contract shall be compliant with the current requirements of the Occupational Safety and Health Act (OSHA) and as it may be amended or updated throughout the term of this contract. c. Contractor shall be liable for all violation fines levied against the City by, Federal, State and/or local agencies, with authority over Contractor street sweeping services. 19. 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 the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 20. 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. 21. 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. 25J-11 0 • 22. MISCELLANEOUS PROVISIONS a. Each undersigned represents and wan -ants 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: SONIA R. CARVALHO City Attorney By: La a Needy Assistant City Attorney FOR APPROVAL: vRAUL GOIffNEZ, II Executive 01rector—PWA CITY OF SANTA ANA QL�-- PAUL M. WALTERS City Manager ATHENS SERVICES �` 4L9-4— M. CIifford Chief Operat* Officer Tax ID# 5 25J-12 r EXHIBIT A SPECIFICATION FOR STREET SWEEPING SERVICES CONTRACTOR'S WORKFORCE a. Contractor shall provide a work force sufficient to perform the required services. b. All contract services shall be performed by competent and experienced employees. Contractor shall be responsible for compliance with all local, state and federal laws and regulations. Contractor shall employ at its own cost, all professional and technical personnel necessary to properly perform the contract services. c. Contractor shall establish, implement and maintain written operating procedures designed to ensure the work forces' utilization of techniques generally accepted for cities of the size and nature of the City of Santa Ana. A current copy of Contractor's Operating Procedures shall be provided to the Santa Ana Maintenance Supervisor. d. Contractor shall provide a skilled, experienced and competent supervisor who shall be responsible for adherence to the specifications by directly overseeing the contract operations. Any order given to supervisory personnel shall be deemed delivered to the Contractor. The supervisor assigned must be identified by name to ensure coordination and continuity. e. Contractor personnel while performing contract services for the City shall be neat in appearance and wear uniforms as approved by the Santa Ana Maintenance Supervisor. Additionally, all Contractor personnel shall wear identification badges or patches. Employees driving Contractor's vehicles shall at all times possess and carry a valid Commercial Drivers License issued by the State of California. If the City Maintenance Supervisor determines that any person employed by Contractor has failed or refused to observe the terms of the contract, appears to be incompetent, acts in a disorderly, improper or unsafe manner, shows signs of intoxication or other impairment, shall be removed from the performance of services for the City. Prior to returning a removed employee to work in the City, Contractor shall provide, in writing, the reason for the individual's behavior and the means imposed to prevent the behavior from occurring in the future. f. Complaints received by City regarding Contractor's performance will be transmitted to Contractor in writing, by telephone or fax, and handled by Contractor's supervisor. All complaints shall receive a follow-up response within twenty-four (24) hours following notification of the Contractor. A report of the Contractor's investigation and corrective action will be promptly provided to City. g. Contractor shall provide a manager to coordinate work with the City Maintenance Supervisor and ensure satisfactory performance of services. h. Contractor shall provide adequate safeguards to prevent damage to existing structures and improvements. Structures and improvements of any kind, whether public or private, which are removed, damaged or destroyed in the course of work shall be replaced and/or repaired at Contractor's expense, to the original condition and to the satisfaction of the City. 25J-13 0 • i. City may utilize a Parking Control Officer to cite vehicles for parking during street sweeping hours. The Contractor shall coordinate sweeping activities with the parking control officer. All costs for coordination are the responsibility of the Contractor, and no additional compensation will be allowed. j. The City may at various times and locations temporarily install portable traffic counting equipment of the type which is activated by vehicles coming in contact with a hose placed in the roadway. Caution shall be used by the Contractor to avoid damaging said equipment. If the Contractor, while in the performance of this contract damages any of the traffic counting equipment or appurtenances, Contractor shall bear the entire cost for the restoration, repair, inspection, testing or replacement of said damaged equipment. II. CONTRACTOR REQUIREMENTS AND RESPONSIBILITIES A. WORK ASSIGNMENTS AND SCHEDULE Contractor shall be provided weekly route schedules by the City. Contractor shall submit a written sweeping schedule to the City Projects Manager or designee clearly identifying the sweeping tasks required by this Agreement and days they are scheduled to be performed in each particular area. Contractor shall review and propose sweeping route modifications to improve sweeping program efficiency. If it is necessary to make periodic revisions to this maintenance schedule, a modified schedule must be submitted for review to the Projects Manager or designee for approval prior to the date the changes are to take effect, but not less than 48-hours. Otherwise, it is intended that the Contractor will develop a permanent schedule utilizing the information, route schedule and any other information provided by the City, which will allow the City to monitor the Contractor's progress. Failure to notify of a change and/or failure to perform an item of work on a scheduled day may result in deduction of payment for that date or week based on curb miles not swept. The Contractor shall adjust his/her schedule to compensate for all holidays and rainy days. Street sweeping shall be scheduled for all regular holidays and rainy days, unless otherwise indicated by the City. B. ALTERNATIVE -FUEL SWEEPING EQUIPMENT Contractor will utilize alternative -fuel sweepers ONLY, as defined pursuant to Air Quality Management District (AQMD) Rule 1186.1 - altemative-fuel sweeper means a sweeper with engine(s) that use compressed or liquefied natural gas, liquefied petroleum gas (propane), methanol, electricity, or fuel cells. Hybrid -electric and dual fuel technologies that use diesel fuel are not considered alternative - fuel technologies for the purposes of Rule 1186.1. C. STREET SWEEPING EQUIPMENT 1. The street sweeper or any relief sweeper used to perform this contract work shall: a. Be AQMD and State (if applicable) approved alternative fuel. Contractor shall be liable for all AQMD, State or Federal fines levied against the City relating to Contractor street sweeping equipment violations. b. Be a standard full size motorized sweeper equal to or larger than an Elgin Broom Sweeper, Tymco 600, Schwarze model A8000 or similar model with equal pick up abilities with dual gutter brooms. Vacuum sweepers may be considered. c. Be no more than eight (8) years in age at any period during the contract. Contractor will be allowed 12-months to replace necessary sweepers at the end of the first eight year term of this Agreement. 25J-14 d. Be able to deposit hopper debris at City Yard Bin "Pit" area (washout, cleaning, dumping of hopper on streets will not be allowed). e. Be maintained in top -class running condition including arriving clean for each daily schedule. f. Contractor shall provide a relief sweeper to complete scheduled routes for each sweeper out of operation, broken down, scheduled for maintenance or any other similar situation. g. Contractor shall provide a listing of all sweepers and relief sweepers identifying: i. Make, model, and year. ii. Company identification unit number. iii. California license number. iv. Company vehicle colors. v. Sweeper color, if different. vi. Names of all operators, California driver's license number, license class, expiration date and a current California DMV record for each driver. It. Contractor will not be permitted to washout or clean hopper on any public street, alley or City owned parking Iot, except in designated areas at the City Corporate Yard. 2. The street sweeper or any relief sweeper shall be equipped with the following: a. Rotating amber dome lights. b. DMV night traveling amber side, rear, and top lights or similar. c. Dual side gutter brooms. d. A set of road trouble fluorescent triangles. e. A radio or mobile phone. D. STREET SWEEPING SPEED 1. Street sweepers shall be operated at speeds no greater than eight (8) miles per hour, as will be indicated on tachograph charts, covered hereinafter. 2. Reviews by the City shall be made of all information and reports generated by the GPS tracking system. 3. Indications of any day's sweeping exceeding 8 miles per hour shall result in: a. Notification after the first two occurrences to the contractor that he is in non-compliance. b. Reduction in monthly payment by one eighteenth for each day that sweeping is recorded in excess of 8 miles per hour over a total of one hour per day. E. QUALITY OF SWEEPING The quality of sweeping shall be to the satisfaction of the Public Works Agency Executive Director or designee. Contractor shall at all times use good sweeping practices as dictated by the highest standards within the sweeping industry and will make adjustments to its equipment as necessary to result in clean streets with no debris trails left behind. On occasion and as deemed necessary by City, this will require the complete width of the street, curb to curb, to be swept clean of debris. Contractor shall exercise due 25J-15 care so as to prevent spilling, scattering, or dropping of debris during the sweeping activity and shall immediately clean up any such spillage, dropping, or scattering. Sweeping practices include, but are not limited to the following: (a) Sweeping speed shall be adjusted to street conditions with a maximum speed of eight (8) miles per hour; and (b) patterned concrete medians, intersections, and crosswalks shall be swept at a maximum speed of three (3) miles per hour. Standards, schedules, and frequencies may be modified from time to time as deemed necessary by the City to ensure the highest sweeping quality. Due to different street widths throughout the City, street sweeping may require slower travel speed and/or multiple passes by the sweeper, in many cases, to ensure curb -to -curb coverage of the street, as appropriate. Streets with raised medians (commercial and residential) shall have their curb -gutter perimeter swept, including turnouts. Street grade striped medians shall be swept in their entirety. All deposits within intersections shall be removed as part of the sweeping operations. Each street shall be swept clean to the adjacent property line. Swept clean means minimal debris residual or tailings. Sweeper must not blow debris onto private property. F. GLOBAL POSITIONING SYSTEM (GPS) Contractor shall provide all street sweepers used in the City with a GPS that enables computer monitoring location of the sweepers at all times. This system will also monitor the day-to-day operation of the sweepers, location of sweeper, including streets swept, curb miles swept, brooms up or down, and the direction and speed of travel. The City and Contractor shall be enabled to view this information via computer at all times. GPS reports shall be available at the request of the City. G. REQUIRED CONTRACTOR IDENTIFICATION SIGNAGE Contractor will have identification signage on all vehicles at all times while working in an official capacity for the City. Such signage shall be of a professional quality and maintained neat in appearance, free of graffiti, easily identifiable and in sound condition. All costs associated with the fabrication of such signage shall be borne by Contractor. Such signage design shall be pre -approved by the City prior to production. Signage type and material shall be plastic with magnetic backing, painted signage on vehicle or similar. Taped vehicle signage will not be allowed. Such signage shall state Authorized Contractor, City of Santa Ana, Public Works Agency, name of Contractor and Contractor telephone number. Signage Letter Minimum Size shall be two -inches for Authorized Contractor, City of Santa Ana and Public Works Agency. A minimum of one -inch height will be required for all other information. 14. FUELING OF SWEEPERS Contractor shall be responsible for fueling each sweeper and shall be ready to sweep at all scheduled times. I. SPECIAL SWEEPING Contract shall provide up to 400 annual curb miles of special sweeping at no additional cost for special events, parades, inclement weather sweeps, roadway hazards, spills (similar, but not limited to oil, paper, debris, etc). These sweeps are not re -sweeps of an area not swept properly, but rather an additional sweep that is not part of the regular schedule. If appropriate, prior approval from City Projects Manager or designee is required. Additionally, Contractor shall routinely sweep the City Corporation Yard and maintain sweeper wash rack area clean J. PERFORMANCE DURING INCLEMENT WEATHER 1. The City shall determine when sweeping operations should cease due to inclement weather or other reasons and will notify the Contractor immediately of such determination. 25J-16 2. Payment by City shall be made only for work performed prior to receipt of notification that service must cease, as set forth above. K. CONTRACTOR PERSONNEL A list identifying the names of all Contractor street sweeping equipment operators shall be provided to the City Projects Manager or designee. All Contractor personnel operating sweeping equipment shall be required to be licensed to operate such sweeper and maintain a valid license issued by the California Department of Motor Vehicles. L. WORKING HOURS All sweeping activities shall be completed within established sweeping time periods as posted on City streets. Typically, sweeping operations should be completed by 3:30 PM, Monday through Friday unless prior approval is given by the City Projects Manager or designee. Approval and deviation of Contractor schedule will be at the sole discretion of the City. M.INSPECTIONS The Executive Director or his designee shall regularly inspect the streets and other City property subject to this Agreement to ensure that the work is being, and has been, performed in accordance with the terms identified in this agreement. All work found in such inspections not conforming to the applicable requirements shall be corrected by the Contractor and the City shall have the right to withhold payment to the Contractor until the work is corrected. N. PROTECTION OF THE PUBLIC AND DAMAGES TO EXISTING STRUCTURES 1. Contractor shall exercise caution at all times for the protection of persons and property. All fines, penalties and/or repair charges resulting from the Contractor's actions shall be the sole responsibility of the Contractor. 2. Contractor shall not permit placing or use equipment in such a manner as to block vehicle traffic lanes or create safety hazards. Contractor shall be responsible for the use of all appropriate warning traffic safety devices when deemed necessary. 3. Methods proposed by the Contractor and approved by the City shall not harm, deface or damage the streets being swept, street trees, sidewalks or street curbs. In the event that damaged to City right-of- way has occurred in the course of work, the Contractor shall be solely responsible for its repair or replacement. O. SPECIFICATIONS This scope of services is intended to cover all labor, material and standards of workmanship to be employed for in this work plan or reasonably implied by terms of same. Work or materials of a minor nature which may not be specifically mentioned, but which may be reasonably assumed as necessary for the completion of this work, shall be performed by the Contractor as if described in the specifications. P. WATER Contractor will be provided access to City fire hydrants free of charge, to utilize when filling sweepers. The City will provide information and demonstrate how to properly utilize fire hydrant connections. Q. DEBRIS DISPOSAL Disposal of Santa Ana sweeping debris at the City Corporation Yard will be permitted free of charge. In compliance with Santa Ana Municipal Code §18-155, debris disposal discharge shall not be permitted onto the street. Debris disposal discharge includes dumping or disposal of any liquid, semi -solid or solid substance. Contractor will be responsible for collection of incidental debris around trash container/bin 25J-17 n resulting from disposal exchange within two -hours after exchange. Coordination will be made by the City Projects Manager or designee. Contractor shall make every effort to recycle materials. R. SPILLS 1. Contractor shall make additional passes on a street route to pick up any spillage of sweeping materials debris dropped during turns or crossings of cross gutters, prior to moving to the next area. 2. The equipment operator shall immediately stop in the event of equipment spillage such as a spillage of gasoline, diesel, motor oil, or hydraulic oil. A call for assistance must be made and the area cleaned within two hours. Failure to affect a proper cleanup will result in the City responding with Fire and Public Works Hazmat crews, and costs will be deducted from the following invoice to be paid. The quality of spill clean-ups shall be to the satisfaction of the City Projects Manager or designee. S. RECORDS Contractor shall keep accurate records concerning all of its employees or agents and provide the City with names and telephone numbers of emergency contact employees. Contractor shall complete a monthly maintenance report indicating work performed, including GPS maps of routes swept and submit this completed report to the City Projects Manager or designee. This report shall include a description of work performed, including man-hours, equipment, and any additional work, which Contractor deems to be beyond the scope of the contract. Payment for this work will not be authorized unless the additional work and the costs thereof are first approved by the City.. Contractor shall provide monthly phone customer service logs, including calls made by City staff, indicating name, date, time and phone number of caller, reason for request, responselaction by Contractor and time required to address request. Such logs shall be accurate and truthful. Contractor shall permit the City to inspect and audit its books and records regarding services provided in City at any reasonable time. T. EMERGENCY SERVICES The Contractor shall be available by phone, and shall respond to emergency calls placed by City within thirty (30) minutes during normal working hours. Contractor will provide the City with names and telephone numbers of at least two qualified persons to be called by City representatives when emergency maintenance conditions occur during hours when the Contractor's normal work force is not present in the City of Santa Ana. These Contractor representatives shall respond to emergency calls within one (1) hour from receiving notification. The City anticipates the need for this service of up to six -occurrences per year. U. SUPERVISION OF CONTRACT AND MEETINGS WITH CITY All work shall meet with the approval of the City of Santa Ana Public Works Maintenance Services Division. There shall be a minimum of one monthly meeting between Contractor City representatives to determine progress and to establish areas needing attention. A status report of activities performed and maintenance issues addressed by the Contractor will be submitted in writing to the City on a weekly basis. Any specific problem area which does not meet the conditions of the specifications set forth herein shall be called to the attention of the Contractor and if not corrected, payment to the Contractor will not be made until condition is corrected in a satisfactory manner as set forth in the specifications. V. CONTRACTOR'S EQUIPMENT City will permit Contractor to store equipment and necessary service vehicles used exclusively for providing street sweeping service, at the City Corporate Yard. City will grant to Contractor, on the terms and conditions set forth in Exhibit B, attached hereto, a license to utilize the eight (8) CNG time - fill spaces, and four (4) non-CNG spaces at the City Corporate Yard, for Contractor sweeping operations. Said spaces shall be utilized only for street sweepers, maintenance vehicles and supervisor 25J-18 vehicles. Additionally, City will grant to Contractor a license to use the small office/locker room at the City Corporate Yard. Said license area is shown on the map attached hereto as Exhibit 13-1. W. MATERIALS AND EQUIPMENT Contractor shall make all reasonable effort to purchase equipment and materials in the City of Santa Ana and to utilize Santa Ana vendors. Such efforts shall be provided to the City. The City shall have the ability to provide a list of possible Santa Ana Vendors to the Contractor. X. CUSTOMER SERVICE Contractor shall provide service, which is accessible, courteous, responsive, timely, equitable and given in the spirit of professionalism and mutual respect. A Contractor equipment operator is an extension of the City of Santa Ana Public Works, and as such is expected to: 1. Interact with customers and City officials, whether in person or on the phone, in a pleasant, respectful and professional manner. 2. Give full attention to each customer's needs by asking questions. Provide information, products and service in an accurate, organized and complete manner. Determine that the customer's request has been fulfilled. 3. Comply with all federal, state, county, and city laws and regulations. 4. Use adequate equipment that is kept clean and neat at all times. 5. Train other Contractor employees to be polite and courteous during public contact. 6. Employ truth and accuracy in reporting customer service records. III. DEFINITIONS 1. Curb Mile — measurement of curbing of streets and medians and equal to 5,280 linear feet. 2. Linear Mile — measurement of actual miles driven in order to satisfactorily clean streets to the City standard, which may require multiple passes depending on condition and width of street. 3. Curb -to -Curb — area within the curb limits of the street including medians, intersections and street ends. 4. Contractor Holidays —New Year's Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day and Christmas Day. 5. Inclement Weather — weather conditions that prohibit the effective operation of sweeping operations. 6. Debris — litter, rubbish, leaves, sand, debris trail, dirt, garbage, and other foreign material. 7. Street — all paved dedicated public rights -of -way within the existing or future City limits. 8. Re -sweep — sweep required when previous sweeps are deemed by the City to be below standard or when a street or sections of a street are missed during regularly scheduled operation. Such re -sweeps will be at no additional cost with up to two re -sweeps performed to City satisfaction. 9. Sweeper— Sweeping machine. 25J-19 10. Swept Clean — means minimal debris residual or tailings. 11. Special Sweeping (Sweeps) — sweeping involving special events, parades, inclement weather, roadway hazards, spills (similar, but not limited to oil, paper, debris, etc.) and City surface parking lots. 12. Travel Speed — sweeper operator must maintain a speed of no more than eight (8) miles per hour, or other agreed upon speed by the City, while the sweeping broom is lowered in the operating position. 25J-20 EXHIBIT B CITY CORPORATE YARD LICENSE AGREEMENT 1. PARTIES. This License Agreement is made and entered into this 16`h day of July, 2012 by and between the City of Santa Ana, a charter city and municipal corporation organized and existing pursuant to the Constitution and laws of the State of California, (hereinafter referred to as "City") and Athens Services, a California corporation (hereinafter referred to as "Athens"). k 9:la51f.YoI.`! City hereby grants to Athens on the terms and conditions hereinafter set forth. A non-exclusive license to enter that certain real property located at 215 S. Center Street in the City of Santa Ana, County of Orange, State of California, commonly known the City Corporate Yard (hereinafter the "Premises"), and an exclusive license to eight (8) Compressed Natural Gas (CNG) time -fill spaces, four non-CNG spaces and the small locker room at the City Corporate Yard, Fleet Maintenance Facility, depicted in Exhibit B-1, attached hereto (said hereinafter called the "License Area"). Athens hereby accepts the Premises in their condition existing as of the commencement date of this Agreement. Athens shall maintain the License Area in a clean and safe condition, in conformance with environmental standards and regulations. Upon the expiration or termination of this License Agreement, Athens shall surrender the Premises to City in good and clean condition, less ordinary wear and tear. The term of this License shall be eight years commencing on and ending on unless sooner terminated as hereinafter provided. Said License is for the sole purpose of providing space for the City's street sweeping service provider to store the equipment necessary to perform service for the City. This license will automatically terminate upon termination of the parties agreement to provide street sweeping for the City. 4. RENT Athens shall pay rent for the License Area in the form of reduced price per curb mile for sweeping services. Said reduced price may be increased, as agreed by City and Athens annually when the parties adjust the compensation for sweeping services. Athens shall monthly compensate City for the cost of compressed natural gas transferred to street sweeping equipment through the time -fill pumps during the previous month. Said cost shall be the sum of (the gasoline gallon equivalent-(GGE) pumped at the time -fill pumps X the commodity price per GGE paid by City) + (GGE x Fleet Facility overhead ($1.34/GGE)). The City's overhead charges shall be adjusted annually in the same percentage as the change in the most recent December Consumer Price Index (CPI), All Urban Consumers for Los Angeles -Anaheim -Riverside CMSA, published by the United States Department of Labor Bureau of Labor Statistics or any relevant successor for the Orange County area and the December Produce Price Index (PPI). The adjustment formula shall be as follows: The CPI shall be weighted at ninety 25J-21 (90%) percent and PPI shall be weighted at ten (10%) percent. Each annual adjustment shall not exceed two percent (2%). 5. SECURITY DEPOSIT Athens shall deposit with City upon the execution of this License the sum of Five Thousand Dollars ($5,000.00) dollars as a security deposit for the Athens' faithful performance of the provisions of this License. If Athens fails to pay rent or otherwise defaults with respect to any provision of this License, City may use the security deposit or any portion of it to cure the default or compensate City for all damages sustained by City resulting from Athens' default. Athens shall immediately on demand pay to City the sum equal to that portion of the security deposit expended or applied by City which was provided for in this paragraph so as to maintain the security deposit in the stun initially deposited with City. City shall not be required to pay Athens interest on the security deposit. If Athens performs all of its obligations under this License, the security deposit, or that portion thereof which has not previously been applied by the City, shall be returned to Athens within fourteen (14) days after the expiration of the term of this License, or after Athens has vacated the Premises, whichever is later. 6. USE. Athens shall use the Premises only for storage and fueling of equipment required to perform the street sweeping agreement, such as street sweepers, supervisor vehicle and a back hoe if necessary to remove sludge from wash rack to waste bins, and for no other purpose without the City's prior written consent. Athens may utilize the wash rack to clean sweepers and shall dispose of sludge in the waste bins on the Premises. Athens shall prevent sludge from entering the storm drains in violation of NPDES regulations. Athens may perform minor maintenance on its equipment while stored at the Premises, however, Athens shall provide all tools and equipment necessary for such maintenance. Further, Athens shall not perform any maintenance which will allow the escape of fluids in violation of NPDES regulations. Any waste/trash resulting from such maintenance shall be disposed off -site. 7. TAXES AND UTILITIES a.) If the Orange County Tax Collector makes a determination that the use of the License Area by Athens constitutes a possessory interest, Athens shall pay, before they become delinquent, all taxes, assessments or other charges levied or imposed by any governmental entity on Athens License Area. b.) City shall pay electricity, water and sewer charges imposed on the Premises. c.) In the event Athens' use of the Corporate Yard increases costs to City such as NPDES compliance costs, Athens will be responsible for such increases. The parties shall negotiate the terms and conditions of the Street Sweeping Service Agreement, to agree to a method of compensation for such increased costs. S. IMPROVEMENT AND ACCESS a.) Athens shall have access to the Premises during normal Corporate Yard business hours from 6 am to 8 pm Monday through Friday. Athens shall be provided access cards for its employees to utilize the Daisy Street employee parking area during their shifts. If Athens requires access to the Premises after hours, it shall contact City Corporate Yard manager to arrange necessary access. 25J-22 El b.) Athens shall maintain and repair the License Area, including the removal of all trash, debris and waste material. If Athens causes any damage to the Premises, it shall properly repair the same to the satisfaction of the City. If Athens fails to so repair, City may repair and deduct the cost of such repair from the next monthly payment for Athens provision of sweeping services. 8. LIENS Athens will not permit any mechanics' or materialmens's of other liens to stand against the Premises by reason of any use or occupancy by Athens or any agent or representative of Athens. 9. INDEMNITY AND INSURANCE Athens shall protect, defend, indemnify and save and hold harmless City, its officers, officials, employees, and agents from and against any and all liability, loss, damage, expenses, costs (including without limitation costs and fees of litigation of any nature) arising out of or in connection with Athens' failure to comply with any obligations contained in this License Agreement by Athens, its officers, agents or employees except such loss or damage which is caused by the sole negligence or willful misconduct of City. Athens 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 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. Insurance In addition to the Athens' covenant to indemnify and hold harmless City, Athens shall obtain and furnish to City, a policy of general public liability insurance, commercial general liability, covering the Premises. The policy shall indemnify Athens and City, their officers, agents and employees, while acting within the scope of their duties, against any and all claims arising out of or in connection with the Premises and shall provide coverage in not less than the following amount: combined single limit bodily injury, personal injury and property damage, liability, of $1,000,000 per occurrence. The policy shall name the City of Santa Ana, its agents, officers, employees and volunteers as Additional Insureds, and shall specifically provide that any insurance coverage which may be applicable to the Premises shall be deemed excess coverage and that Athens' insurance shall be primary. Under no circumstances shall the above -mentioned insurance contain a "deductible" or any other similar form of limitation on the required coverage. Athens is required to give the City no less than thirty (30) days notice of cancellation or reduction in coverage. No cancellation provision in any insurance policy shall be construed in derogation of the continuous duty of Athens to furnish insurance during the term of this Agreement. Property Insurance Athens shall provide to City, before entering the Premises, and shall maintain in force during the entire term of this Agreement, property insurance with extended coverage endorsements thereon, on the Premises in an amount equal to the full replacement cost and/or value thereof; this policy shall contain a replacement cost endorsement naming Athens as the insured and shall not contain a co-insurance penalty provision. The policy shall contain a special endorsement that such proceeds shall be used to repair or rebuild any such improvements so damaged or destroyed; and if not so used, such proceeds shall be paid to City. The proceeds of any such insurance payable to City shall be used for rebuilding or repair as necessary to restore the Premises at the discretion of City. The policy shall name the City of Santa Ana as an Additional Insured. The policy or policies shall also contain the following endorsements: 25J-23 • 1�1 The insurer will not cancel or reduce the insured's coverage without thirty (30) days prior written notice to City; and 2. The City of Santa Ana will not be responsible for premiums or assessments on the policy. A complete and signed certificate of insurance with all endorsements required by this Section shall be filed with City prior to the execution of this Agreement. At least thirty (30) days prior to the expiration of any such policy, a signed and complete certification of insurance showing that coverage has been renewed, shall be filed with City. Certificates of Insurance Prior to execution of this Agreement, Athens shall furnish to City certificates of insurance and additional insured endorsements to each of Athens' insurance policies, subject to approval of the City Attorney, evidencing the foregoing insurance coverages as required by this Agreement; these certificates shall: 1. provide the name and policy number of each carrier and policy; 2. shall state that the policy is currently in force; and 3. shall promise to provide that such policies will not be canceled, suspended, voided, reduced in coverage or in limits, or modified without thirty (30) days prior written notice of Landlord. Athens shall maintain the foregoing insurance coverages in force throughout the term of this Agreement. The requirement for carrying the foregoing insurance coverages shall not derogate from the provisions for indemnification of City by Athens under the Agreement. City or its representatives shall at all times have the right to demand the original or a copy of all these policies of insurance, which Athens shall provide within fifteen (15) days of City's request. 10. TERMINATION AND DEFAULT a. Termination in the Event of Casualty or Condemnation In the event of any damage, destruction or condemnation of the Premises, which renders the Premises unusable or inoperable in City's judgment, City shall have the right, but not the obligation, to terminate the Agreement with respect to the subject Premises by giving written notice to Athens within thirty (30) days after such damage, destruction or condemnation. If by virtue of such casualty or condemnation, City determines that the Premises is no longer adequate for Athens to continue its operations, or any repairs to the Premises have not been completed or cannot reasonably be completed within sixty (60) days from the date of the damage, destruction or condemnation, this License Agreement will become null and void, and the parties will negotiate an adjustment to the street sweeping curb -mile rate. b. Termination This Agreement may be terminated by either party on thirty (60) days prior written notice. In the event of such termination, the parties will negotiate an adjustment to the street sweeping curb -mile rate. 25J-24 it. ASSIGNMENT Athens shall not, either voluntarily or by operation of law, assign, transfer, mortgage, pledge, or encumber this License or any interest therein, and shall not sublet said Premises or any part thereof, or any right or privilege appurtenant thereto, or allow any other person (the employees, agents, servants, and invitees of Athens excepted) to occupy or use said Premises, or any portion thereof, without the prior written consent of the City. Default by Athens Should Athens default in the performance of any of the terms, conditions, or obligations contained in this Agreement, City may immediately terminate the License, re-enter and regain possession of the License Area. Insolvency of Athens The insolvency of Athens as evidenced by a receiver being appointed to take possession of all or substantially all of the property of Athens, or the making of a general assignment for the benefit of creditors by Athens, or the filing of a petition in bankruptcy shall terminate this Agreement and entitle City to re-enter and regain possession of the License Area. Cumulative Remedies The remedies given to City in this Agreement shall not be exclusive, but shall be cumulative and in addition to all remedies now and hereafter allowed by law or elsewhere provided in this Agreement. Waiver of Breach The waiver by City of any breach by Athens of any of the provisions of this Agreement shall not constitute a continuing waiver or a waiver of any subsequent breach by Athens either of the same or another provision of this Agreement. 12. HAZARDOUS MATERIALS Athens represents and warrants that it will comply with all environmental laws during the term of this Agreement; its use of the Premises herein will not generate any hazardous substance, and it will not store or dispose on the Premises nor transport to or over the Premises any hazardous substance. Athens further agrees to clean-up and remediate any hazardous substance on the Premises, and hold City harmless from and indemnify City against any release of any such hazardous substance and any damage, loss, or expense or liability resulting from such release by Athens or anyone acting on behalf of Athens, including all attorneys' fees, costs and penalties incurred as a result thereof except any release caused by the negligence of City, its employees or agents. "Hazardous substance" shall be interpreted broadly to mean any substance or material defined or designated as hazardous or toxic waste, hazardous or toxic material, hazardous or toxic or radioactive substance, or other similar term by any federal, state or local environmental law, regulation or rule presently in effect or promulgated in the future, as such laws, regulations or rules may be amended from time to time; and it shall be interpreted to include, but not be limited to, any substance which after release into the environment will or may reasonably be anticipated to cause sickness, death or disease. 13. MISCELLANEOUS Force Majeure — Unavoidable Delays 25J-25 Should the performance of any act required by this Agreement to be performed by either City or Athens be prevented or delayed by reason of an act of God, strike, lockout, labor troubles, inability to secure materials, restrictive governmental laws or regulations, or any other cause except financial inability not the fault of the party required to perform the act, the time for performance of the act will be extended for a period equivalent to the period of delay, and performance of the act during the period of delay will be excused. Compliance with Laws Athens shall at Athens' own cost and expense comply with all statutes, ordinances, regulations, and requirements of all governmental entities, including federal and state, county and municipal, relating to Athens' use and occupancy of the Premises whether such statute, ordinances, regulations, and requirements be now in force or hereinafter enacted. The judgment of any court of competent jurisdiction, or the admission by Athens in a proceeding brought against Athens by any government entity, that Athens has violated any such statute, ordinance, regulation, or requirement shall be conclusive as between City and Athens and shall be considered grounds for termination of this Agreement by City. Athens will obtain all permits and other governmental approvals, required in connection with Athens' activities hereunder, and update such permits/approvals as necessary. Partial Invalidity Should any provision of this Agreement be held by a court of competent jurisdiction to be either invalid, void, or unenforceable, the remaining provisions of this Agreement shall remain in full force and effect unimpaired by the holding, so long as the reasonable expectations of the parties hereto are not materially impaired. Waste or Nuisance Athens shall not commit or permit the commission by others of any waste on the Premises. Athens shall not maintain, commit, or permit the maintenance or commission of any nuisance as defined in Section 3479 and/or Section 3480 of the California Civil Code on the Premises; and Athens shall not use or permit the use of the Premises for any unlawful purpose. 25J-26 .� c _y _. � -x .t yy � � �;-,�. s � . _.... a ..� ._. �y `fix .,..va . � ._ .t,,,. _.__.f � .� . :.,�, ` � -^ i - �� .. ... � � i �. 9 3{ � y iB • [ ; � �.�. $${ ♦2W�� � v. d ,j C i� � i' T M? r 1 d1fiM4 �� �K.. � � Yk� E ,f ,Y.a7,4 3 t p �• ..' +^ - �� � :. `� e f J # p � u i ,'. � { {,,.... 4-4' �. � .we. A � a � �� $. f Y $]p • s n / � p � f L �� i ' .�:: ��. � .. M i Y ';t':: � �, A I i y 1 1 h { ' S{ I♦ ## Ttt � s� p k ♦ I �� �I � � 1 g ry x� �� �a e � _ .3 i � �,_ w � K �8 {�F- s �. ....:_ «F R � .. � y T_ was oe.r: � } ... � �r..'.w.... � .; j v �'•: - � �.. Exhibit 2 FIRST AMENDMENT TO AGREEMENT FOR PROVISION OF STREET SWEEPING SERVICES THIS FIRST AMENDMENT to the above -referenced agreement is entered into on January 21, 2020, by and between Athens Services ("Contractor"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. The parties entered into Agreement No. A-2012-167, dated July 16, 2012, by which Contractor agreed to provide street sweeping services ("Agreement'). B. The Agreement remains in effect through June 30, 2020, with provision for extension, and the parties now wish to adjust the curb mile rate, extend the term of the Agreement, and amend certain specifications for equipment. The Parties therefore agree: 1. Section 3.a., Compensation, is amended such that the rate for services shall be $17.63 per curb mile, effective June 30, 2020. 2. Section 4, Term, is amended to extend the term of the Agreement through June 30, 2024. 3. Exhibit A, Specification for Street Sweeping Services, Section H(C)(1)(c), is amended to read in its entirety as follows: "Contractor to have well -maintained alternative fueled vacuum sweepers in new, like -new, or newly refurbished condition." 4. Except as modified by this First Amendment, all terms and conditions of the Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to the Agreement on the date and year first written above. ATTEST DAISY GOMEZ Clerk of the Council CITY OF SANTA ANA KRISTINE RIDGE City Manager -- signatures continue on next page -- Page 1 of 2 25J-28 APPROVED AS TO FORM SONIA R. CARVALHO, City Attorney By: /0, f�,L WIN M. FUNK Assistant City Attorney RECOMMENDED FOR APPROVAL Nabil Saba Acting Executive Director Public Works Agency CONTRACTOR Name: Cord Laule Title: Executive Vice President Page 2 of 2 25J-29 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE APPROVE AN AGREEMENT WITH TETRA TECH, INC., TO PROVIDE DESIGN ENGINEERING SERVICES FOR THE FIRST STREET PEDESTRIAN IMPROVEMENTS PROJECT, IN AN AMOUNT NOT TO EXCEED $439,998 (PROJECT NO. 19-6944) (NON -GENERAL FUND) {STRATEGIC PLAN NOS. 6, 1 A & 1F} /s/Kristine Ridge CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 11' Reading ❑ Ordinance on 2i' Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ 1061►11@11110Qilow FILE NUMBER Authorize the City Manager to execute an agreement with Tetra Tech, Inc., to provide engineering consultant services for the First Street Pedestrian Improvements Project, for a one-year term beginning January 21, 2020, and expiring January 20, 2021, with an option for a one-year extension exercisable by the City Manager and City Attorney, in the amount of $399,998, plus a 10 percent contingency of $40,000, for a total amount not to exceed $439,998, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION Approval of this item will allow the City to retain professional services with the engineering firm Tetra Tech, Inc. to prepare a complete construction package, including Civil Engineering, Channelization, and Traffic Signal plans, specifications, and estimates (PS&E), as necessary for the implementation of the First Street Pedestrian Improvements Project. The project will encompass the design and construction of pedestrian safety improvements, including sidewalk widening, protected pedestrian crossings, and Americans with Disabilities Act upgrades. This project is designed to increase pedestrian safety and mobility along the corridor. On October 11, 2019, the Public Works Agency released Request for Proposals No. 19-110 on the City's online procurement portal, PlanetBids, soliciting proposals from qualified firms for the First Street Pedestrian Improvements PS&E package. Five proposals were received on November 12, 2020. All proposals were deemed responsive and were subsequently evaluated and ranked by a review committee composed of personnel from the Public Works Agency Design and Traffic Engineering staff. Ranking criteria included firm and team experience, understanding of need, relevant project experience, schedule, and references. The ranking of the firms is as follows: 25K-1 Approve Agreement with Tetra Tech, Inc., for First Street Pedestrian Improvements PS&E January 21, 2020 Page 2 NAME OF FIRM RANKING Tetra Tech, Inc. 1 Willdan Engineering 2 NV5, Inc. 191 KOA Corporation 4 Cordoba Corporation 5 The proposal by Tetra Tech, Inc., demonstrated necessary labor capacity and deliverables to complete the required services on an expedited grant funding deadline. The firm's rates are reasonable and within industry standard, the team qualifications are appropriate for this Active Transportation Program project, and the proposal was found to provide the best value for the City. The proposed fee, in the amount of $399,998, plus a 10 percent contingency of $40,000, yields a recommended not -to -exceed total contract amount of $439,998 (Exhibit 1). STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 - Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy A (develop a complete inventory of all assets to determine the scope of improvements needed to sustain the City's current infrastructure investment), and Strategy F (perform periodic measurements to monitor and update each asset's condition and ensure adequate funding for repair and/or replacement costs in future budgets). ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT Funding in the amount of $439,998 is budgeted in the approved Fiscal Year 2019-20 Capital Improvement Program (Project No. 19-6944), in the Active Transportation Program grant fund (Account No. 14817614-66220) and is available for estimated expenditures as follows: 25K-2 Approve Agreement with Tetra Tech, Inc., for First Street Pedestrian Improvements PS&E January 21, 2020 Page 3 Fiscal Year Accounting Unit Fund Description Accounting Unit, Account Amount - Account No. No. Description FY 2019-20 Traffic System Active Transportation Program Jan. -June 14817614-66220 Management Grant Augmentation, Improvements $240,000 Other Than Building FY 2020-21 Traffic System Active Transportation Program July — June 14817614-66220 Management Grant Augmentation, Improvements $159,998 Other Than Building FY 2020-22 Traffic System Active Transportation Program July — Jan. 14817614-66220 Management Grant Augmentation, Improvements $40,000 Other Than Building TOTAL EXPENDITURES: $439,998 APPROVED AS TO FUNDS AND ACCOUNTS: Nabil Saba, PE Kathryn Downs, CPA Interim Executive Director Executive Director Public Works Agency Finance and Management Services Agency Exhibit: 1. Agreement with Tetra Tech, Inc., for First Street Pedestrian Improvements PS&E 25K-3 iacu 1161 AGREEMENT TO PROVIDE ENGINEERING SERVICES FOR FIRST STREET PEDESTRIAN LVIPROVEMENTS PLANS, SPECIFICATIONS, AND ESTIMATES PACKAGE THIS AGREEMENT is made and entered into this 21' day of January 2020 by and between Tetra Tech, Inc. ("Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. On October 11, 2019, the City issued Request for Proposal No. 19-110, by which it sought a consultant to provide professional Engineering Services for First Street Pedestrian Improvements PS&E. B. Consultant submitted a responsive proposal that was selected by the City. Consultant represents that it is able and willing to provide the services described in the scope of work that was included in RFP No. 19-110. 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 contracting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall perform the services that were described in the scope of work that was included in RFP No. 19-110 and as more specifically delineated in Consultant's proposal, which is attached as Exhibit A and incorporated in full. 2. ALLOWABLE COSTS AND PAYMENTS a. City agrees to pay, and Consultant agrees to accept as total payment for its services under this Agreement, the rates and charges identified in Exhibit B. The total sum to be expended under the term of this Agreement, including any extension periods, shall not exceed $439,998. This sum is comprised of (1) the base amount of $399,998 and (2) a contingency in the amount of $40,000 for additional services at the City's sole discretion. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals and Scope of Work, which may reasonably be expected by City. I§KT42 3. COST PRINCIPLES AND ADMINISTRATIVE REQUIREMENTS a. Consultant agrees that the Contract Cost Principles and Procedures, 48 CFR, Federal Acquisition Regulations System, Chapter 1, Part 31.000 et seq., shall be used to determine the cost allowability of individual items. b. Consultant agrees to comply with federal procedures in accordance with 2 CFR, Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. C. Any costs for which payment has been made to Consultant that are determined by subsequent audit to be unallowable under 2 CFR, Part 200 and 48 CFR, Federal Acquisition Regulations System, Chapter 1, Part 31.000 et seq., are subject to repayment by Consultant to City. a. This Agreement shall go into effect on the date first written above, contingent upon approval by City, and Consultant shall commence work after notification to proceed by City. This Agreement shall end on January 20, 2021, unless terminated earlier in accordance with Section 21. The term of this Agreement may be extended for up to one 1-year period upon a writing executed by the City Manager and City Attorney. b. Consultant is advised that any recommendation for contract award is not binding on City until the Agreement is fully executed and approved by City. C. The period of performance for each specific project shall be in accordance with the Task Order for that project. If work on a Task Order is in progress on the expiration date of this Agreement, the terms of the Agreement shall be extended by amendment. 5. STATE PREVAILING WAGE RATES a. If applicable, Consultant shall comply with the State of California's General Prevailing Wage Rate requirements in accordance with California Labor Code, Section 1770, and all Federal, State, and local laws and ordinances applicable to the work. b. Any subcontract entered into as a result of this Agreement, if for more than $25,000 for public works construction or more than $15,000 for the alteration, demolition, repair, or maintenance of public works, shall contain all of the provisions of this Section, unless the awarding agency has an approved labor compliance program by the Director of Industrial Relations. 2-5KT$-� C. When prevailing wages apply to the services described in the scope of work, transportation and subsistence costs shall be reimbursed at the minimum rates set by the Department of Industrial Relations (DIR) as outlined in the applicable Prevailing Wage Determination. See http://www.dir.ca.gov. 6. INDEPENDENT CONTRATOR 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. 7. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subconsultants to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subconsultant prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 8. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subconsultants, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of KT% insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, 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. C. Worker's Compensation Insurance. In accordance with the California Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If Consultant is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. e. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: (i) Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved by the City. (iii) Certificates and policies shall state that the policies shall not be cancelled or reduced in coverage or changed in any other material aspect, by consultant, without thirty (30) days prior written notice to the City. (iv) Consultant shall supply City with a fully executed additional insured endorsement. I. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 2-5KT72 9. INDEMNIFICATION Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant or its subconsultants, 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. Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 10. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend, indemnify and hold harmless the City, its officers, agents, representatives, and employees against any and all liability, including costs, and attorney's fees, for infringement of any United States' letters patent, trademark, or copyright contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. 11. RETENTION OF RECORDS/AUDIT For the purpose of determining compliance with Public Contract Code 10115, et seq. and Title 21, California Code of Regulations, Chapter 21, Section 2500 et seq., when applicable, and other matters connected with the performance of this Agreement, pursuant to Government Code 8546.7, Consultant, subconsultants, and City shall maintain and make available for inspection all books, documents, papers, accounting records, and other evidence pertaining to the performance of the Agreement, including but not limited to, the costs of administering the Agreement. All parties shall make such materials available at their respective offices at all reasonable times during the Agreement period and for three years from the date of final payment under the Agreement. The state, State Auditor, City, FIIWA, or any duly authorized representative of the Federal Government shall have access to any books, records, and documents of Consultant and its certified public accountants work papers that are pertinent to the contract and indirect cost rates (ICR) for audit, examinations, excerpts, and transactions, and copies thereof shall be furnished if requested. 2§KT02 12. AUDIT REVIEW PROCEDURES a. Any dispute concerning a question of fact arising under an interim or post audit of this Agreement that is not disposed of by mutual agreement shall be reviewed by City's Executive Director of Finance. b. Not later than 30 days after issuance of the final audit report, Consultant may request a review by City's Executive Director of Finance of unresolved audit issues. The request for review will be submitted in writing. C. Neither the pendency of a dispute nor its consideration by City will excuse Consultant from full and timely performance in accordance with the terms of this Agreement. 13. 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. 14. CONFLICT OF INTEREST a. Consultant shall disclose any financial, business, or other relationship with City that may have an impact upon the outcome of this Agreement, or any ensuing City construction project. Consultant shall also list current clients who may have a financial interest in the outcome of this Agreement, or any ensuing City construction project that will follow. b. Consultant hereby certifies that it does not now have, nor shall it acquire any financial or business interest that would conflict with the performance of services under this Agreement. 15. REBATES, KICKBACKS, OR OTBER UNLAWFUL CONSIDERATION Consultant warrants that this Agreement was not obtained or secured through rebates 2_5KT%_ kickbacks or other unlawful consideration, either promised or paid to any City employee. For breach or violation of this warranty, City shall have the right in its discretion; to terminate the contract without liability; to pay only for the value of the work actually performed; or to deduct from the contract price; or otherwise recover the full amount of such rebate, kickback or other unlawful consideration. 16. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax 714- 647-6956 Executive Director Public Works Agency City of Santa Ana 20 Civic Center Plaza (M-21) P.O. Box 1988 Santa Ana, CA 92702 Fax 714-647-5635 To Consultant: Tetra Tech, Inc. 17885 Von Karman Avenue Suite 500 Irvine, CA 92614-6213 Attn: Mauricio Argente A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these timeframes, weekends, federal, state, County or City holidays shall be excluded. 17. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and W7;1IQ Consultant regarding the subject matter herein, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 18. SUBCONTRACTING a, Nothing contained in this Agreement or otherwise, shall create any contractual relation between City and any subconsultant(s), and no subcontract shall relieve Consultant of its responsibilities and obligations hereunder. Consultant agrees to be as fully responsible to City for the acts and omissions of its subconsultant(s) and of persons either directly or indirectly employed by any of them as it is for the acts and omissions of persons directly employed by Consultant. Consultant's obligation to pay its subconsultant(s) is an independent obligation from City's obligation to make payments to the Consultant. b. Consultant shall perform the work contemplated with resources available within its own organization and no portion of the work pertinent to this Agreement shall be subcontracted without written authorization by City, except that which is expressly identified in the approved Cost Proposal. C. Consultant shall pay its subconsultants within ten (10) calendar days from receipt of each payment made to Consultant by City. d. All subcontracts entered into as a result of this Agreement shall contain all the provisions stipulated in this Agreement to be applicable to subconsultants. e. Any substitution of subconsultant(s) must be approved in writing by City prior to the start of work by the subconsultant(s). 19. EQUIPMENT PURCHASE a. Prior authorization in writing by City shall be required before Consultant enters into any unbudgeted purchase order, or subcontract exceeding $5,000 for supplies, equipment, or consultant services. Consultant shall provide an evaluation of the necessity or desirability of incurring such costs. b. For purchase of any item, service or consulting work not covered in Consultant's Cost Proposal and exceeding $5,000 prior authorization by City, three competitive quotations must be submitted with the request, or the absence of bidding must be adequately justified. 2§ aof111 C. Any equipment purchased as a result of this Agreement is subject to the following condition: "Consultant shall maintain an inventory of all nonexpendable property. Nonexpendable property is defined as having a useful life of at least two years and an acquisition cost of $5,000 or more. If the purchased equipment needs replacement and is sold or traded in, City shall receive a proper refund or credit at the conclusion of the Agreement, or if the Agreement is terminated, Consultant may either keep the equipment and credit City in an amount equal to its fair market value, or sell such equipment at the best price obtainable at a public or private sale, in accordance with established City procedures and credit City in an amount equal to the sales price. If Consultant elects to keep the equipment, fair market value shall be determined at Consultant's expense, on the basis of a competent independent appraisal of such equipment. Appraisals shall be obtained from an appraiser mutually agreeable to by City and Consultant. If it is determined to sell the equipment, the terms and conditions of such sale must be approved in advance by City." 2 CFR, Part 200 requires a credit to Federal funds when participating equipment with a fair market value greater than $5,000 is credited to the project. 20. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 21. TERNIINATION City reserves the right to terminate this Agreement upon thirty (30) calendar days written notice to Consultant with the reasons for termination stated in the notice. City may terminate this Agreement should Consultant fail to perform the covenants herein contained at the time and in the manner herein provided. In the event of such termination, City may proceed with the work in any manner deemed proper by City. If City terminates this Agreement with Consultant, City shall pay Consultant the sum due to Consultant under this Agreement prior to termination, unless the cost of completion to City exceeds the funds remaining in the Agreement, in which case the overage shall be deducted from any sum due Consultant under this Agreement and the balance, if any, shall be paid to Consultant upon demand. 22. NON-DISCRINIINATION Consultant shall not discriminate because of race, color, creed, relation, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities or in connection with any activities under this Agreement. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 2§K7;112 23. 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. 24. 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. 25. STATEMENT OF COMPLIANCE a. Consultant's signature affixed herein, and dated, shall constitute a certification under penalty of perjury under the laws of the State of California that Consultant has, unless exempt, complied with, the nondiscrimination program requirements of Government Code Section 12990 and Title 2, California Administrative Code, Section 8103. b. During the performance of this Agreement, Consultant and its subconsultants shall not unlawfully discriminate, harass, or allow harassment against any employee or applicant for employment because of sex, race, color, ancestry, religious creed, national origin, physical disability (including HIV and AIDS), mental disability, medical condition (e.g., cancer), age (over 40), marital status, and denial of family care leave. Consultant and subconsultants shall insure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment. Consultant and subconsultants shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code § 12990 (a-t) et seq.) and the applicable regulations promulgated thereunder (California Code of Regulations, Title 2, Section 7285 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code Section 12990 (a-f), set forth in Chapter 5 of Division 4 of Title 2 of the California Code of Regulations, are incorporated into this Agreement by reference and made a part hereof as if set forth in full. Consultant and its subconsultants shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other Agreement. C. The Consultant shall comply with regulations relative to Title VI (nondiscrimination in federally -assisted programs of the Department of Transportation — Title 49 Code of Federal Regulations, Part 21 — Effectuation of 2 A K o1 3 Title VI of the 1964 Civil Rights Act). Title VI provides that the recipients of federal assistance will implement and maintain a policy of nondiscrimination in which no person in the state of California shall, on the basis of race, color, national origin, religion, sex, age, disability, be excluded from participation in, denied the benefits of or subject to discrimination under any program or activity by the recipients of federal assistance or their assignees and successors in interest. d. The Consultant, with regard to the work performed by it during the Agreement shall act in accordance with Title VI. Specifically, the Consultant shall not discriminate on the basis of race, color, national origin, religion, sex, age, or disability in the selection and retention of subconsultants, including procurement of materials and leases of equipment. The Consultant shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the U.S. DOT'S Regulations, including employment practices when the Agreement covers a program whose goal is employment. 26. DEBARMENT AND SUSPENSION CERTIFICATION a. Consultant's signature affixed herein, shall constitute a certification under penalty of perjury under the laws of the State of California, that Consultant has complied with Title 2 CFR, Part 180, "OMB Guidelines to Agencies on Government wide Debarment and Suspension (nonprocurement)", which certifies that he/she or any person associated therewith in the capacity of owner, partner, director, officer, or manager, is not currently under suspension, debarment, voluntary exclusion, or determination of ineligibility by any federal agency; has not been suspended, debarred, voluntarily excluded, or determined ineligible by any federal agency within the past three (3) years; does not have a proposed debarment pending; and has not been indicted, convicted, or had a civil judgment rendered against it by a court of competent jurisdiction in any matter involving fraud or official misconduct within the past three (3) years. Any exceptions to this certification must be disclosed to City. b. Exceptions to the Federal Government Excluded Parties List System maintained by the General Services Administration are to be determined by the Federal highway Administration. 27. 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. 24K o 4 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA DAISY GOMEZ KRISTINE RIDGE Clerk of the Council City Manager APPROVED AS TO FORM CONSULTANT SONIA R. CARVALHO City Attorney By. (N. -ft h6PF--� Jckm M. Funk our i rgente, RLA, QSD/P, ENV SP Assistant City Attorney Vice President RECOMMENDED FOR APPROVAL Nabil Saba Acting Executive Director Public Works Agency 2§K of 5 04 San4 h, City of �1tig Celebrating L. Santa Ana Years .. +� soon �+ 1 M�hn�'Y ��k ' ♦ 1lnyYf ��;F� � '� "may JII Ie 44 t t , - ---- _ - - PROPOSAL FOR First Street PEDESTRIAN IMPROVEMENTS RFP NO.: 19-110 N TETRA TECH November 12, 2019 Sean Thomas City of Santa Ana, Public Works Agency M-36 20 Civic Center Plaza, 3rd Floor, Ross Annex Santa Ana, CA 92701 Reference: RFP No.: 19-110, First Street Pedestrian Improvements PS&E Dear Mr. Sean Thomas: Tetra Tech is pleased to submit this proposal to provide professional engineering design and construction support services for the First Street Pedestrian Improvements Project. The Tetra Tech team is experienced in designing similar active transportation projects with a pedestrian emphasis for Southern California cities, including the City of Santa Ana's (City) Lincoln Avenue Pedestrian Pathway Connectivity Project. Tetra Tech understands identifying critical constraints at the onset of the commencement of the project will be crucial to verifying the site's feasibility and constructability in order to implement the project in alignment with the City's project goals and schedule. To that end, our approach focuses on the following: Understanding Local Needs: Our team discipline leaders are familiar with the local community along the impacted portions of First Street. The Tetra Tech team has already visited the site, photo documented the corridor, and evaluated opportunities and constraints within the corridor. Efficient Delivery: With the final PS&E deadline set for April 2020, a streamlined project delivery will be required. The Tetra Tech team can best serve the City on this Project due to our ability to provide most of the key disciplines and services in-house, including the survey, civil, landscape architecture, utilities, and storm water scope of work. This will allow the PS&E production to begin while some of the pre -design tasks such as the survey are being completed, while also providing an efficient and well -coordinated set of construction documents. Compliance with Multiple Funding Sources: Our team is well versed in the Caltrans Local Assistance Procedure Manual (LAPM) requirements and other Local Assistance Guidelines and Operating Procedures. Our project management team has the level of diligence and the wherewithal required to effectively administerthis project from the early stages of concept design through detailed design and final construction. Right -of -Way: Based on the RFP, improvements are believed to be contained within the public right-of-way. Our qualified experts will identify if there are any right-of-way conflicts and provide recommendations to the City. Utilities: Our team will perform detailed research to identify utilities that may be impacted by the project and identify parties responsible for relocation of conflicting utilities, if necessary. Complete Project Support: The City requires a team of experts throughout the entire project duration from early concept through finished construction. Our project management team has considerable construction management and administration experience administering construction of large federally -funded roadway projects. Our prior experience will not only serve the bid phase and construction implementation but also the design phase, streamlining the Caltrans Local Assistance ATP PS&E audit phase. As Principal -in -Charge, I certify that I have the authorityto negotiate contracts on behalf of Tetra Tech, and I am authorized to make representations for our organization. Please feel free to contact me at (805) 542-9052, or mauricio.argente@tetratech.com, if you have further questions or requests for additional information. Mauricio Argente, RLA, QSD/P, ENV SP Vice President Tetra Tech 17885 Von Karman Avenue Suite 500, Irvine, CA 92614-6213 Tel: 949.809.5000 Fax: 949-809.5004 tetratech.com 25K-17 �.�......ent of Qualifications L- i r OTETRA TECH Proposal/or Statement of Qualifications Firm and Team Experience O Tetra Tech is a leading provider of planning, environmental, TETRA TECH design, construction management, and operations services for transportation. Our capabilities span the entire project life cycle and include more than 600 projects for the HISTORY OF THE COMPANY Departments of Transportation of eight states, as well as Tetra Tech has more than 20,000 hundreds of others for cities and counties. employees worldwide. Established Nationally, Tetra Tech is a recognized engineering and in 1966 and incorporated in resource management firm of more than 20,000 engineers, Delaware in 1988, Tetra Tech is scientists, construction specialists, and technical support a leading provider of specialized personnel in 450 offices worldwide, consistently ranking consulting engineering and among the top engineering firms annually according to management services that are Engineering News-Record.Ourstaff resources include complemented by our technical 175+ transportation engineers. capabilities. The breadth of the Tetra Tech knowledge base Our California clients have achieved successful partnering encompasses research and with Tetra Tech on their transportation programs and development, security, information projects, helping improve mobility through better rail, transit, technology, technical planning, highway, road, active transportation, and goods movement. applied science, engineering and architectural design, surveying, Our staff in Irvine, who are currently working on the Lincoln construction management, Avenue Pedestrian Pathway Connectivity Project, will bring operations, and maintenance. that experience to ensure a successful outcome for the First Street Pedestrian Improvement Project. OUR CORE PRINCIPLES The table on the following page highlights recent successful Our core principles form the projects for California communities, that are similar in scope underpinning of how we work to the First Street Pedestrian Improvements Project. together to serve our clients. Contract Agreement Acceptance Service: Tetra Tech puts its customer's first. We listen to better Tetra Tech has the ability to meet the City of Santa Ana's to understand our clients' needs contracting requirements and conditions, and based upon and deliver smart, cost-effective careful review, believes the Draft Standard Professional solutions that meet those needs. Services Agreement is generally sufficient to indicate and convey understanding of all terms and conditions for Value: Tetra Tech takes on our the performance of the work for which this proposal is clients' problems as if they submitted. were our own. We develop and implement real -world solutions Additionally, we confirm that the insurance requirements that are cost-effective, efficient, described in the RFP are presently part of Tetra Tech's and practical. coverage, and we guarantee to provide a certificate of insurance within 10 days of the execution of a contract, if Excellence: Tetra Tech brings awarded. We are able to comply with any requirements superior technical capability, resulting from the project receiving CALTRANS funding. disciplined project management, and excellence in safety and As a Vice President with Tetra Tech, Mr. Mauricio Argente has quality to all our work. the authority to negotiate a contract with the City CITY OF SANTA ANA 2 W-21 9 FIRST STREET PEDESTRIAN IMPROVEMENTS PS&E RFP NO.: 10-110 Connectivity, Santa Ana, CA Culver Boulevard Realignment, Culver City, CA Shell Beach Road Streetscape Pismo Beach, CA Sixth Street Park, Arts, River Connectivity (PARC), Los Angeles, ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ CA DTLA Arts District Pedestrian & Cyclist Safety (ATP 3), Los Angeles, ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ CA Soto Street Bridge Over Mission Road and Huntington Drive Bridge Removal and Street Improvement Project, Los Angeles, CA Boyle Heights Pedestrian Linkages (ATP 2), Los Angeles, CA Merced Avenue Greenway, South Ell Monte, CA Vermont Avenue Stonnwater Capture and Green Street, Los ■ ■ ■ ■ ■ ■ Angeles, CA Orangethorpe Avenue Widening, City of Buena Vista, CA Subconsultants Add Expertise The Alliance Group Enterprise, Inc (dba The Alliance Group Consulting (TAGC)) is a California based transportation engineering firm which is located in Los Angeles. TAGC provides a wide spectrum of design and management services that culminate in a wide range of Project/Program Management, Construction Management, and Engineering Design Services. Engineering Design services includes Highway/ Roadway & Rail design, Hydrology & Hydraulic Studies/ Drainage Design/Water Quality Management, Utility Investigations, Evaluation and Relocation Design Services, Traffic Engineering & Street Light Design Services along with Third Party Coordination & Permitting Support Services. TAGC has significant experience working with agencies and organizations such as Caltrans, FHWA, FTA, County of Los Angeles, City of Los Angeles, City of Long Beach along with railroads such as Union Pacific Rail Road (UPRR), Burlington Northern Santa Fe (BNSF) as well as many large and small local agencies such as Los Angeles Metro, Orange County Transportation Authority (OCTA) and several utilities. Certifications: Minority Firm Designation: Small Business; Enterprise (SBE), Disadvantage Business Enterprise; (DBE), Minority Business Enterprise (MBE) and Local Small Business Enterprise (LSBE) Certifications. LACMTA SBE #6393; UCP DBE #41797; DGS SB #1783853; County of LA MBE/LSBE # 17922301. 2 5*z20 TETRA TECH Pmposel for Dan Helt, PE, PLS SURVEYING/MAPPING 20% Chris Jansen, PE, LEED AP, DRAINAGE/WATER QUALITY/LID 75% CITY PROJECT MANAGER Sean Thomas, PE Nate Schreiner, PE,QSD 80% Justin Smith, PE 80% Summary Qualifications of Key Personnel Mauricio Argente, RLA, QSD/P, ENV SP 10% Jason Fussel, PE, PLS, LEED AP, QSD/P, ENV SP 20% Tyler Para, PE ROADWAY DESIGN ENGINEER 80% Andy Duong, PE ALLIANCE GROUP ENTERPRISE TRAFFIC SIGNALIZATION 80% Our proposed team is highly qualified and motivated to undertake this project. Their credentials are summarized below and full resumes are appended to this proposal. Project Manager wa +a Nate Schreiner, PE, QSD Mr. Schreiner manages civil engineering projects, applying his technical experience with roadway, grading, flood protection structures, hydrologic and hydraulic modeling, ADA assessments, and cost estimating, for municipal clients throughout Southern California. He is currently serving as the project manager for the planning, pre -design, and design of complete streets projects for the City of Los Angeles involving pedestrian signals, pedestrian push buttons, cross walks, and road striping. Mr. Schreiner is reviewing the design, managing staff, and managing surveying and underground utility mapping subcontractors. RELEVANT EXPERIENCE: Complete Streets Projects, City of Los Angeles Task Order Manager for On -Call Contracts with Los Angeles County Metropolitan Transportation Authority (Metro), City of Los Angeles, John Wayne Airport, Riverside County Transportation Commission (RCTC), Orange County Public Works (OCPW), and Los Angeles County Department of Public Works Caruthers Park Stormwater and Urban Runoff Capture Project City of Bellflower Los Angeles Unified School District (LAUSD),ADA Barrier Removal Program, LosAngeles County CITY OF SANTA ANA 2 W421 FIRST STREET PEDESTRIAN IMPROVEMENTS PS&E RFP NO.: 10-110 Principal -In -Charge and Landscape Architecture Mr. Mauricio Argente, RLA, QSD/P ENV SP Mr. Argente will be ultimately responsible for assuring the City's satisfaction with the Tetra Tech team's work. He will assist our Project Manager with client and agency coordination. Mr. Argente has more than 28 years of combined planning and engineering experience in designing and supporting the construction of transportation improvement projects with equal attention to operational, environmental and aesthetic concerns. Mr. Argente specializes in urban planning and active transportation. He is a certified Envision TM Sustainability Professional. RELEVANT EXPERIENCE: Lincoln Avenue Pedestrian Connectivity, City of Santa Ana Shell Beach Road Streetscape Project City of Pismo Beach Mission Road/Huntington Drive, City of Los Angeles Merced Avenue Greenway, South El Monte Sixth Street Park, Arts, River Connectivity (PARC) Project, City of Los Angeles DTLA Arts District Pedestrian & Cyclist Safety (ATP 3), Los Angeles Boyle Heights Pedestrian Linkages (ATP 2), Los Angeles QA/QC Technical Advisor Mr. Jason Fussel, PE, PLS, LEED AP QSD/P ENV SP Mr. Fussel has been the design lead in charge of coordinating civil engineering, electrical engineering, structural engineering and landscape architecture for large regional water capture projects (>$10 million in construction cost) which include all facets of design from storm drain to surface and park restoration. RELEVANT EXPERIENCE: Shell Beach Road Streetscape Project Phase 1, City of Pismo Beach Culver Boulevard Realignment Project, City of Culver City Sixth Street Park, Arts, River Connectivity (PARC) Project, City of Los Angeles DTLA Arts District Pedestrian & Cyclist Safety (ATP 3), Los Angeles Boyle Heights Pedestrian Linkages (ATP 2), Los Angeles Project Engineer Justin Smith, PE Mr. Smith brings extensive knowledge in civil engineering from his involvement in a variety of municipal and federal projects of varying size and funding. His design experience includes parking lot and roadway geometrics, pedestrian accessibility improvements (ADA compliant sidewalks, curb ramps, cross walks, and ramps), bike trails, construction and post -construction BMPs, storm drain improvements including hydrologic and hydraulic design, overall utility plans, structural calculations, and grading activities varying from mass grading to final precise grading plans. His experience with construction support includes responding to RFIs, reviewing shop drawings, and attending construction meetings. Additional experience includes cost estimating, preparation of special provisions, utility research, and coordination with the project team and outside agencies. RELEVANT EXPERIENCE: Lincoln Avenue Pedestrian Connectivity, City of Santa Ana Sixth Street Park, Arts, River Connectivity (PARC) Project, City of Los Angeles Boyle Heights Pedestrian Linkages (ATP 2) & DTLA Arts District Pedestrian & Cyclist Safety (ATP 3), City of Los Angeles Orangethorpe Avenue Widening, City of Buena Park Survey /Mapping Dan Helt, PE, PLS Mr. Helt's areas of expertise include field boundary and topographic surveys, construction staking, certification and monitoring, ALTA/ ACSM surveys and high precision control networks. Additional experience consists of chain of title information, preparation of legal descriptions and geodetic control of remote sensing projects. His engineering background included hydrologic and hydraulic calculations and reports, and the detailed design of storm watertreatment, detention and conveyance systems. RELEVANT EXPERIENCE Riverside Drive Bridge Replacement, City of Los Angeles Templeton to Atascadero to Connector, City of San Luis Obispo Shell Beach Road Streetscape, City of Pismo Beach. 2 W-522 TETRA TECH Pmpos l for Roadway Design Engineer GTyler Para, PE Mr. Parra is proficient in the design and preparation of construction documents for transportation, commercial development sewer, water, and storm drains, as well as improvement plans for geometric design of roads, highways, bike paths, and parking areas, including signing and striping plans. Mr. Parra has comprehensive knowledge of AutoCAD Civil 31), AutoCAD, GIS, as well as various hydraulic/hydrologic analysis software programs to solve complex engineering issues and to analyze the interaction of utilities, grading, and drainage during the design process. RELEVANT EXPERIENCE: Santa Ana Lincoln Avenue Pedestrian Connectivity Pathway Culver Boulevard Corridor Realignment Boyle Heights Pedestrian Linkages Active Transportation Project (ATP 2) Orangethorpe Avenue Improvements, City of Buena Park Drainage/Water Quality Chris Jansen, PE, LEED GA Mr. Jansen is a civil design engineer with experience working on transportation and stormwater capture projects, and designing Stormwater detention and infiltration Best Management Practices (BMP) throughout Los Angeles County. His experience includes researching existing utilities, performing hydraulic and hydrologic design calculations, estimating project costs, drafting, writing technical reports and memorandums, and preparing project specifications. RELEVANT EXPERIENCE: Silver Lake Reservoir Stormwater Capture Project, Chy of Los Angeles Culver Boulevard Stormwater Infiltration and Retention Project, City of Culver City Stormwater Use Standards for Penmar, Temescal, and Mar Vista Proposition 0 Projects, City of Los Angeles Vista Canyon Regional Transit Center, City of Santa Clara Lakewood Stormwater Capture and Infiltration Projects at Bolivar Park and Mayfield Park, City of Lakewood Traffic/Signalization Andy Duong PE Mr. Duong is a highly qualified and accomplished senior Project Manager with over twenty years of experience in infrastructure and transportation engineering projects. He brings a proven track record of superior client service and delivery. Mr. Duong has led and performed many management and design efforts in highway/roadway, heavy and light rail, maritime, civil, infrastructure and private development projects for clients throughout Southern California. He is a member of the Institute of Transportation Engineers. RELEVANT EXPERIENCE: Los Angeles World Airport People Mover, Los Angeles, CA City of Los Angeles -Bureau of Engineering (LABOE), Sixth Street Viaduct Division - ActiveTransportation Program Cycle 2 and Cycle 3 Projects (ATP 2 and ATP 3), Los Angeles, CA City of Los Angeles -Bureau of Engineering (LABOE)-Sixth Street Viaduct Division, Sixth Street Viaduct Replacement Project (CMGC), Los Angeles, CA Los Angeles County Metropolitan Transportation Authority (LACMTA), Orange Line BRT/LRT Project, Los Angeles, CA CITY OF SANTA ANA 2 5K4 3 FIRST STREET PEDESTRIAN IMPROVEMENTS PS&E RFP NO.: 10-110 Understanding of Need The First Street Pedestrian Improvements Project, through the use of State and Federal grant funds administered by the California Department of Transportation (Caltrans) Active Transportation Program (ATP), proposes to widen the existing sidewalks along a 1.2-mile portion of First Street between Flower Street and Standard Avenue in the City of Santa Ana. The existing sidewalks within the corridor do not comply with the current Americans with Disabilities Act (ADA) requirements. Portions of the sidewalks are in need of repair, tree roots have lifted sidewalk panels, cross -slopes at driveway crossings exceed ADA maximums, portions of the sidewalks lack adequate clear widths between existing site features, curb ramps do not meet current ADA standards, utility boxes are located within the ramp area of curb ramps, damaged utility box lids create trip hazards, and other non ADA compliant barriers are located along the sidewalks. Exhibit 1 (page 18) documents key issues. The proposed project involves widening the existing sidewalk by three feet on each side of the roadway by reducing the width of the vehicle travel lanes. Improvements will include constructing new widened sidewalks, reconstructing curb ramps, constructing new curb and gutter, reconstructing bus stop pads, creating bulb -outs, reconstructing driveway approaches, resurfacing and/or reconstructing the asphalt pavement in the roadway travel lane adja- cent to the sidewalk widening, restriping travel lanes, installing high visibility marked crosswalks, relocating and/or adjusting existing utility features to grade, relocating street furniture, modifying the pedestrian push buttons and traffic signal loops at the existing signalized intersections, installing a new traffic signal at the intersection with Lacy street, and retrofitting and/or reconstructing drainage structures including catch basins and parkway drains. Along with the above improvements, the project will implement United States Environmental Protection Agency (USEPA) Green Streets standards to the maximum extent practicable. Green Street Best Management Practices (BPMs) are assumed to consist of proprietary biofiltration BMPs such as Modular Wetlands Systems by Bio Clean. APPROACH Project Management The successful delivery of this key project requires a team that is collectively committed to achieving total client satisfaction; provides an exceptional level of experience in roadway, bike/pedestrian pathways, active transportation, utilities, landscape and traffic design; has the depth of expertise and resources to be flexible and responsive; and recognizes the importance of schedule and budget constraints, as well as the requirements for quality. We believe Tetra Tech is offering that exact team for your consideration. Our approach includes assigning experienced and qualified staff to perform the required duties under the direction of our senior Project Manager, Nate Schreiner, PE, QSD. Nate has designed and overseen the design of infrastructure improvements PS&E 2 W-724 TETRA TECH Pmposel for Understanding of Need continued in Southern California for the last 13 years. He is supported by an experienced team of engineers, designers, and landscape architects. Mr. Schreiner will meet with the City's Project Manager and the project design team (PDT) to discuss all aspects of the tasks, goals, objectives, and expectations. He will then prepare a project management plan with a work plan, including a well- defined scope of work, staffing plan, stakeholder list, schedule, and budget for the City Project Manager's review and approval. Following approval, the Tetra Tech team will commence work by implementing our proven work plan, systems, and procedures in accordance with the contract. Mr. Schreiner will ensure that all subconsultant staff are performing according to the City's expectations. The City will benefit from our team's ability and flexi- bility to match your project schedule with our exten- sive skilled resources. We are familiar with and will adhere to the City's project delivery and design re- quirements, as well as the applicable Caltrans and County of Orange standards and requirements. As we have executed this type of project many times be- fore, we know the estimated project schedule for completion of similar active transportation projects design to bid -ready PS&E. The stakeholders and reviewing parties for the project may include the City, Caltrans, and the local community. Plan checks will be provided by the City of Santa Ana. Tetra Tech will recommend and provide a list of entities that must be coordinated with for proper completion of this project. Additionally, reviews by utility companies and other entities and agencies will be coordinated by Tetra Tech. THE DESIGN PROCESS Conceptual Design (30% PS&E) The approach for this project will follow Tetra Tech's well -established procedures utilized for similar design projects. We will first perform a thorough review of the project documents developed to date and obtain available record drawings and reports. Our initial meetings will identify the City's goals for the project and will be used to clearly define the envisioned balance between pedestrian hardscape improvements and Green Streets related improvements. We will schedule a site walk with the City's Project Manager and others to gain further insights, understand specific needs, document visi- ble conditions relevant to the design, and identify project issues, opportunities, and constraints. Following the proposed field work, including the topographic survey, our design team will begin to develop the conceptual plan for the improvements in close collaboration with the City's Project Manager. The conceptual plan will account for the unique characteristics of the various sections, incorporate elements that will transform them to a functional, ADA compliant, and memorable pedestrian experience, identify opportunities for cost savings, provide options for hardscape configurations, propose Green Streets BMPs, highlight utility conflicts, and correct safety concerns. Once the design options have been vetted by the project team, Tetra Tech will document applicable reg- ulatory requirements, permit requirements, stakeholder needs, project opportunities, and constraints to be used as a basis of design. The basis of design will be the guide to refine the concept design to a 30% submittal level for review and approval. We will look at project factors, including community impacts, pedestrian and bicycle detours, aesthetics, environmental clearances, right-of-way, permitting issues, utilities, access and clearances, value, security, safety, constructability, maintenance, durability, life cycle costs, lead times, availability and construction related issues. The Tetra Tech team understands fundamental project issues and functions, leading to higher quality recommendations early in the design stage that are more useful to the owner. With Tetra Tech's design leadership and engagement of the project team in the process, the community will benefit from a beautiful, safe, user friendly, environmentally friendly, and low maintenance active transportation enhancement. Design Development (60% PS&E) Upon City approval of the 30% PS&E, our highly qualified team will proceed with updating the design documents to incorporate City comments and to achieve a 60% submittal completion level. To accomplish this, we will provide monthly progress prints and reports to keep the City Project Manager engaged and informed. To facilitate the PS&E development, our qualified team includes Registered Engineers who are familiar with civil infrastructure CITY OF SANTA ANA 2 W42 5 FIRST STREET PEDESTRIAN IMPROVEMENTS PS&E RFP NO.: 10-110 and active transportation Capital Improvement Projects. The development of PS&E for the pedestrian facility will consider the connections and access points, and these additional relevant design standards: • Manual on Uniform Traffic Control Devices (MUTCD), part 9 and California Supplement • Americans with Disabilities Act • Non -Motorized Technical Reference Guide, Caltrans (2005) • Caltrans Standard Plans and Specifications • Standard Specifications for Public Works Construction (2012 Edition) • City of Santa Ana Standard Plans • Relevant State Local Assistance Procedure Manuals and requirements • Regulatory and permit requirements as required and confirmed by the consultant Pre -Final Design (95% PS&E) Following City review of the 60% PS&E, the team will incorporate City comments and advance the design documents to a 95% submittal completion level. The 95% submittal will include final plans, specifications, and estimates (PS&E). Prior to submittal to the City, we will perform 1) a thorough interdisciplinary review, and 2) a quality control check, checking against the basis of design and the applicable codes and requirements. Delivering a Design Within Budget Perhaps most importantly, the Tetra Tech team is committed to delivering a project that not only meets or exceeds the expectations of the City and the community, but will accomplish this within the allocated construction budget. To meet this requirement, the Tetra Tech team will maintain a running cost estimate of the overall project, and will coordinate work closely with Mr. Jason Fussel, the Tetra Tech Quality Assurance/Quality Control (QA/QC) Manager. Final Design (100% PS&E) Upon direction from the City's Project Manager, and based on the review comments on the 95% PS&E, the community, City and other stakeholder input, we will develop the final construction plans, specifications, and estimates (PS&E). All PS&E deliverables will pass our internal quality control process and will meet the standards and requirements of the City, Caltrans, and the grant. After going through our thorough and established quality control process, Tetra Tech will submit 100% PS&E, along with back-up design calculations, models, and technical reports for review and approval. Each submittal will be made on time in accordance with the schedule. We will provide construction specifications for the work, and will thoroughly review the specifications against the plans to ensure their coordination. An opinion of costs will be provided by professional cost estimators with a detailed breakdown of work elements, unit prices, and total costs, and will include references for chosen unit costs at each submittal. Our team will offer recom- mendations for cost savings. The drawings and calcu- lations will be signed and sealed by the Project Man- ager or Engineer registered in the State of California. Bid Support The City will gain from the Tetra Tech team's extensive experience in the preparation of quality bid documents to obtain uniform bids. We strive to reduce the need for changes and addenda and will offer recommendations on pay items to cover all of the potential work. The City will also benefit from our support during the bid process to offer clarifications, and utilize our experience evaluating contractor bids to identify unbalanced bids or other issues. Quality Control/Quality Assurance At Tetra Tech, our methods and techniques for quality control (QC) are employed in all phases of work to ensure that the quality requirements are fulfilled for our clients. Quality assurance (QA) is integral to our culture and processes and is ingrained in each task to be properly implemented. Our CA process has been responsible for driving down the lead time for project delivery and reduces the overall cost of the project by minimizing quality checks, rework and agency delays. The quality check process is a formalized step in the delivery process that requires all documents and deliverables to go through an independent review prior to release. Checklists, formal comment/ response forms, and redlined QC stamped sets are integral to the quality check. The goal is simple: ensure that the product meets the expectations of the client and does not require the City to review the 2 5Ke-@26 TETRA TECH Pmposel for Understanding of Need continued deliverables. This keeps rework down, reducing cost and saving time. I► First, the QC Manager will conduct a formal review of the deliverable highlighting all reviewed work and redlining the set. I► Once the review is finished and verified that all redlines have been addressed, the Project Manager will review the set to look for constructability and interdisciplinary issues. Assumptions and/or Exclusions • Environmental Documentation and Permits including CEQA and NEPA compliance, if required, are to be provided by others. If environmental documentation is required, additional scope and fee can be provided. • All plan check fees and permitting fees are excluded and will be paid for by the City. • Reprographics is limited to what is described within the proposal. • Right -of -entry permits will not be required as all field work will be performed within the ROW. • Formal traffic control will not be required to perform the topographic survey. • All improvements are within the City's Right -of -Way. • The design or engineering of off -site improvements is not anticipated or included. • Based upon direction provided byt he City, it has been assumed infiltration BMPs will not be installed by the project. BMPs will consist of proprietary biofiltration BMPs such as the Modular Wetlands System by Bio Clean, and the City will approve the use of proprietary biofiltration over infiltration. Infiltration testing for feasibility screening is not included. (► The final phase is a peer review to produce an independent quality check prior to submittal. This process fixes mistakes, verifies compliance with design criteria and codes, and provides feedback to the design team. I► Furthermore, the process is audited to keep the managers accountable for following the quality check process. Pavement sections shall be based upon City of Santa Ana standards or shall match existing pavement sections. This proposal does not include geotechnical testing for pavement section recommendations. If required, testing and recommendations can be provided for an additional scope and fee. • Regularly scheduled construction observations during the construction support phase are specifically excluded from the scope of work. Construction drawings will be prepared in AutoCAD Civil 3D and converted to MicroStation V8i CADD for the final submittal. • Survey and geotechnical construction support services are not included. • The preparation of a Stormwater Pollution Prevention Plan (SWPPP) has not been included within the scope of work. *Work within the medians is ex- cluded from the scope of work. Work within the roadway is to be limited to the travel lane adjacent to the proposed sidewalk widening. • No Street Lighting design and/or coordination is included as part of this scope but can be provided as separate scope item. • It is assumed that traffic signal as-builts for the existing intersections are not available in CAD format. • Video detection and bike detection design is not included as part of this scope. • No CCTV, interconnect and/or fiber optic design is considered part of this scope but can be provided as separate scope item. • No signal timing analysis and/ or signal warrant analysis is included as part of this scope. • No signal programming and/ or controller/infrastructure inspection is anticipated as part of this scope. • No traffic counts/traffic survey and/or traffic study is included as part of this scope. • Traffic modeling is not included as part of this scope. CITY OF SANTA ANA 2 SK127 FIRST STREET PEDESTRIAN IMPROVEMENTS PS&E RFP NO.: 10-110 Relevant Project Experience & Client References LINCOLN AVENUE PEDESTRIAN PATHWAY CONNECTIVITY, Santa Ana, California Tetra Tech is providing engineering, geotechnical, environmental, permitting, landscaping, surveying and construction support services forthis active transportation project. The project is funded in part by ATP state grant funds. The pedestrian pathway will run parallel with Lincoln Avenue west of the existing railroad tracks and end at the existing Santiago Trail, under the railroad bridge that crosses Santiago Creek. The improvements include a 12-foot pathway and railroad -approved safety fencing, drought tolerant landscaping, pedestrian lighting, benches, and a trailhead to identify the pathway. When the Lincoln and Fairhaven Avenue railroad crossing was closed permanently several years ago, pedestrian and bicyclist access was also removed. The closure now requires motorized and non -motorized users to travel an additional mile out of the way, causing a substantial impact for non -motorized users. The construction of the project will provide active transportation continuity to the Santiago Trail, connect to the existing pedestrian pathway located along the east side of the railroad tracks, and enhance the aesthetics of the area. The connection to the eastern pedestrian pathway will provide the ability to traverse to the south back to Fairhaven Avenue. BOYLE HEIGHTS PEDESTRIAN LINKAGES (ATP 2), Los Angeles, California The Boyle Heights Pedestrian Linkages project aims to improve pedestrian safety and access to the City of Los Angeles' Sixth Street Viaduct and Sixth Street PARC Projects. Tetra Tech designed improvements including nearly 4,000 linear feet of new, replaced, and reconstructed sidewalks, new and reconstructed ADA ramps and crosswalks, safety features that include curb pedestrian signals, and new pedestrian lighting. Vehicle traffic calming improvements will consist of installing a new traffic signal at the intersection of 4th Street and Clarence Street. In addition to serving all City residents, the project specifically aims to improve the pedestrian circumstances for users of the Aliso Pico Recreation Center, Pecan Recreation Center, and Boyle Heights Technology Youth Center and the adjacent low- income and senior housing community near 4th Street and Clarence Street. 25K-28 Pmpowl for DTLA ARTS DISTRICT PEDESTRIAN & CYCLIST SAFETY (ATP 3), Los Angeles, California The project area is currently characterized by a complex street system of very long blocks with few safe crossing locations, complicated intersections, and very limited bike facilities that create mobility challenges for residents, workers and visitors to the district. When constructed, the DTLA Arts District Pedestrian and Cyclist Safety project will provide pedestrian and cyclist improvements including new cycle tracks, bike lanes, bike routes, new and widened sidewalks with curb extensions, new traffic -controlled intersections, a new shared street connecting to the new Sixth Street Viaduct Arts Plaza, as well as green street elements. Tetra Tech designed the improvement and will provide construction support services for the project with estimated construction cost of $15 million. CULVER BOULEVARD REALIGNMENT, Culver city, California At the heart of the Tetra Tech design project is a newly constructed 58-foot wide raised landscape median, complete with buffered bicycle and pedestrian paths. Street improvements include the reconfiguration of existing traffic lanes, new and reconstructed landscape medians, traffic signal additions and modifications, bus stops, signal interconnects, new lighting, utility adjustments, relocation of existing catch basins, and the design of a parking lane with innovative buffer treatment to separate it from the eastbound high-speed travel lanes on Culver Boulevard. Active transportation components include both bike paths and pedestrian paths, ADA compliant curb extensions and ramps, improved crosswalks, and path lighting to improve pedestrian safety and mobility through the corridor. The roadway project is combined with a regional stormwater capture project, also being designed by Tetra Tech. The project will incorporate an infiltration gallery under the newly reconstructed raised median, and will also include retention basins to reuse captured stormwater runoff and urban runoff to irrigate local landscape medians within the project area. The overall landscape design of this project will include green elements such as bioswales along the raised median and adjacent roadways to further promote stormwater pollution prevention education. CITY OF SANTA ANA 29! ' .29 FIRST STREET PEDESTRIAN IMPROVEMENTS PS&E RFP NO.: 10-110 MISSION ROAD/HUNTINGTON DRIVE (SOTO BRIDGE REPLACEMENT), Los Angeles, California Soto Street Bridge over Mission Road and Huntington Drive was demolished and the roadways were realigned as part of the street improvements. Two new signalized intersections were installed along with Type It bike lanes throughout the project, ADA compliant sidewalks and ramps, and a landscaped median area along the newly built cul-de-sacs. Tetra Tech provided engineering support services during construction including RFIs, review of shop drawings, geotechnical support, responding to request for design changes, and preparing as-builts. The project team helped the City by investigating soil contamination levels and developing reports for handling and disposal of contaminated materials, redeveloping traffic control plans for increased work areas, and using Civil 3D software to understand and eliminate design issues. The design services included multiple phases of worksite traffic control, and temporary traffic signal, permanent signing and striping with continental crosswalks at all intersections and new bike lane facility, permanent traffic signal with interconnect and video fiber, street lighting, and several utilities such as power, gas, stormdrain, and communications utilities. SIXTH STREET PARK, ARTS, RIVER AND CONNECTIVITY (PARC), Los Angeles, California The City of Los Angeles held an international design contest for the replacement of the Sixth Street Viaduct. Demolition of the existing bridge began in early 2016 and the new bridge, known as the "Ribbon of Light," is expected to be constructed by 2020. The City of LA selected Tetra Tech, along with subconsultants Hargreaves Associates, and Michael Maltzan Architecture, to develop a unique landscape design and river improvements as part of the project. The team is providing schematic and final design, environmental documentation and permitting, public presentations, construction support services, and post -construction services for nearly 12 acres of recreational and open spaces beneath and around the new bridge. The project includes approximately X mile of improvements within the Los Angeles River, along with roadway improvements to South Santa Fe Ave., Mission Rd., Anderson St., and Clarence St. The City's goal is to make the landscape component under the new bridge a world class public space that will include an Arts Plaza, several performance stages, synthetic sports fields, river terracing, and bicycle and pedestrian pathways. 25K-30 'V /� yl ,Vtp „N �d E3 Scope of Services & Schedule N TETRA TECH Proposal for References Please refer to the client references provided in the prior description of relevant projects. Scope of Services and Schedule The qualified Tetra Tech Team will provide the services as listed in RFP No. 19-110 and as further described below to the City's satisfaction while employing best industry practices and best management practices. In general, the Tetra Tech team will prepare construction plans, specifications and an engineer's cost estimate for the First St Pedestrian Improvements Project between Flower Stand Standard Ave. TASK 1.0 PROJECT MANAGEMENT AND COORDINATION Tetra Tech will be fully responsible for the overall management and coordination for the project, including organizing and coordinating the project kick-off and on -going team meetings, serving as the liaison with affected agencies and utility purveyors, preparing progress reports and schedule updates, securing permits for all field studies and other required permits from other agencies, and providing oversight so that state -level ATP Grant funding requirements are regularly met. Our team will be completely engaged with the City throughout the duration of the Project. Project meetings and reporting requirements will generally consist of: Kick-off Meeting — Following award of the contract, Tetra Tech will schedule a project kickoff meeting between City staff and key team members followed by a site walk. Tetra Tech will provide an agenda in advance of the meeting and distribute meeting minutes for City review following the meeting. Milestone Meetings — A total of four (4) meetings will be scheduled to occur following each of the milestone submittals. Tetra Tech will provide an agenda in advance of each meeting and distribute meeting minutes for City review following each meeting. Teleconference Meetings — A tota I of five (5) teleconference progress or coordination meetings have been assumed. Progress Reporting - Progress Reports will be regularly submitted to the City and with all Invoices. Invoices will include the State's project number and City's Activity Code(s) with a summary of work billed for in the current invoice, a summary of all work billed previously and as compared to the remaining project budget. Project Schedule - Tetra Tech will prepare the project schedule in Microsoft Project format utilizing the Caltrans Work Breakdown Structure (WBS). The project schedule will be updated and distributed at the kick-off and milestone meetings. The project schedule will show key tasks and subtasks. TASK 2.0 PRE -DESIGN Prior to the development of the PS&E, the following pre -design services will be performed. Records and Utility Research Tetra Tech will conduct on -site investigations to evaluate existing field conditions and research right of way and utility information pertinent to the project including utility plans, as -built plans and record drawings, and right-of-way data. Tetra Tech will identify existing and proposed facilities within the project's limits and potential conflicts. If utility con- flicts are identified, Tetra Tech may recommend potholing of utilities as an optional scope item. Utility conflict plans and notices will be prepared and sent to utility purveyors to coordinate and resolve potential conflicts. At a minimum, Tetra Tech will coordinate with all utilities and agencies registered with DigAlert in the project limits. The list will be supplemented with other utility agencies listed on the City's latest utility contact list. Upon completion of this task, an existing utility and right-of-way base map will be prepared for use in the Final Design. Survey Tetra Tech will perform the required topographic and property line surveys for the project area along First St. within the public right-of-way. The westerly limits of the survey will extend 100 feet past the curb return at the intersection with Olive St, and the easterly limits will extend 100 feet past the curb return at the intersection with Standard Ave. The northern and CITY OF SANTA ANA 2 5K.162 FIRST STREET PEDESTRIAN IMPROVEMENTS PS&E RFP NO.: 10-110 southern limits of survey at all remaining intersections along the limit of work will extend 100 feet past the curb returns at each intersection. The topographic survey will identify horizontally and vertically existing facilities and features within the limit of work includ- ing median islands, trees, curb & gutter, curb ramps, curb returns, sidewalk, driveways, bus pads, grade breaks, right-of-way, manholes, utility vaults and boxes, utility cabinets and equipment, street and traffic lights, utility poles, fire hydrants, drainage structures, survey monuments, street furniture, signage, fencing, and building faces constructed in close proximity to the right-of-way. Storm drain catch basin and manhole will be dipped to record invert elevations where manhole lids are not bolted down. The dipping of sewer manhole and other utility struc- tures is not included in this scope of work. In addition to the above items, centerline cross -sections will be provided at 100-foot intervals. Contours will be dis- played at half -foot intervals. It is assumed traffic con- trol will not be required to perform the topographic survey. Electronic base maps will be prepared in US Customary English Units by a California Licensed Land Surveyor. The survey will comply with the City's guidelines, and the final survey file deliverable will be provided in MicroStation V8i Computer Aided Design and Drafting (CADD) format. Survey control will be tied horizontally to the North American Datum of 1983 (NAD83) through GPS post processing constrained to the California Spatial References Center, Epoch 2017 Control. Vertical control will be tied to the North American Vertical Datum of 1988 (NAVD88) by occupation of the nearest City of Santa Ana or NGS benchmark controlled by that datum. If the benchmark used is not within site distance of the project, a local survey benchmark will be established for use during construction. The Property Line surveys will be performed to establish the limits of the public right-of-way in the vicinity of the project. Sufficient boundary monumentation will be recovered to orient a survey boundary, compiled from record documents. Additional available easements will also be plotted. A full boundary establishment survey is not believed to be necessary and is not included at this time. TASK 3.0 PS&E (30%, 60%, 95%, AND 100% SUBMITTALS) In order to meet the City's expectations, Tetra Tech will develop and deliver detailed Plans, Specifications and Estimates (PS&E) within four submittals. The 30% PS&E submittal package will be utilized to establish the conceptual design. The design will continue to be developed during the 60% and 95% PS&E submittals. The final 100% PS&E will be the final submittal package developed at a high level of accuracy ready for project advertisement. All submittal packages will include a complete set of plans, specifications, and cost estimate inclusive of the proposed improvements from each discipline covered in this section. Anticipated Sheet List # of Sheets 1 Title Sheet 1 Legend, Abbreviations, and Notes 2 Typical Sections 13 Roadway Plans and Profiles 13 Enlarged Curb Return Plans 3 Signing and Striping Plans 7 Utility and WQMP Plans 1 Roadway Details 1 Signing and Striping Details 3 Utility and WQMP Details 9 Traffic Signal Plans 54 TOTAL SHEETS Civil Roadway Design Tetra Tech will prepare the civil PS&E for the project including the resurfacing or reconstruction of the sidewalks, curb & gutter, driveways, bus pads, curb ramps, roadway pavement, and street furniture. Demolition callouts will be added to the roadway plans to identify existing improvements to be protected, relocated, or removed in order to 2 ryKy5{ { TETRA TECH Pmpowl for construct the improvements. Plan sheets will consist of a title sheet, a general notes sheet, typical sections sheets, roadway plan and profile sheets at a scale of 1"=20', enlarged curb ramp plans at a scale of 1"=5', and general civil details sheets. Signing and Striping Design Tetra Tech will prepare signing and striping PS&E's for the adjustments in vehicle travel lane widths through the corridor and to provide high visibility marked crosswalks at the intersections. Plans will be prepared at a scale of 1"=40' with double stacked plan views along with detail sheets as necessary. The PS&E will be prepared by a CA Licensed Civil Engineer for the approval by the City's Traffic Section. All work will be designed in compliance with the CA MUTCD, City Standards, and Caltrans Standards. Utility Relocations/Modifications Tetra Tech will prepare utility relocation and modification PS&E at a scale of 1"=20' with double stacked plan views along with detail sheets as necessary. This scope will be shown on the WQMP plans described below. Scope is assumed to include minor adjustments to grade of existing valve boxes and manhole lids, adjustments and/ or minor relocations of existing pull boxes, and the reconstruction of parkway drains and catch basin openings. Other existing features, such as fire hydrants and light poles, will be protected in place. Below grade utilities will be protected in place. WQMP Design Tetra Tech will prepare WQMP BMP PS&E at a scale of 1"-20' with double stacked plan views along with detail sheets as necessary. The plans will include all necessary construction information to construct the selected BMPs from the WQMP described under Task 4.0 below. Traffic Signal Modifications Our subconsultant, The Alliance Group Consulting (TAGC) will prepare PS&Es for the modification of the existing traffic signals located along First St. between Flower St. and Standard Ave. The traffic signal modifications are assumed to only consist of pedestrian push button relocations and adjustments of traffic signal loops to account for the sidewalk widening, curb ramp reconstruction, and travel lane adjustments. The scope of work does not include any other signal modifications, new utility services, or equipment upgrades at the existing intersections. The modifications are anticipated to occur at the intersections of First St. and the following streets: Flower St., Ross St., Broadway, Sycamore St., Main St., Bush St./Cypress Ave., Shopping Center Entrance, and Standard Ave. Additional intersections are not included in the scope of work. Construction plans will consist of redlined as-builts for each existing intersection. As-builts are to be provided by the City. TAGC will also prepare PS&Es for the installation of a new signalized intersection at First Street and Lacy Street. Additional intersections are not inlcuded in the scope of work. Scope of work includes the coordination with Southern California Edison (SCE) and the City contract to establish a new service for the new signalized intersection. The traffic signal modification plans will be prepared at 1"=20' scale and will be designed in conformance with CA MUTCD and City requirements. One sheet will be prepared per intersection. All design plans will be stamped and signed by a CA Licensed Civil Engineer. It is assumed that signal timing sheets will be handled by City staff. Specifications Tetra Tech will prepare complete contract specifications based on City of Santa Ana Special Provision, the Standard Specifications for Public Works Construction (Green book 2012), and the latest Caltrans Standard Specifications (Currently 2018). A list of contract pay items with descriptions and estimated quantities will be included in the front of the special provisions in the bid schedule, and a definition of bid items defining each pay item in this schedule will be provided. The Special provisions will be prepared in Microsoft Word, and the City will provide the boilerplate special provisions to the Consultant. Tetra Tech will identify any recommended changes to these special provisions that may be relevant to the success of this project. It is expected that within the Boilerplate specifications, a Definition of Bid Items in addition to the Bid Proposal Schedule will be provided. Cost Estimate Tetra Tech will prepare quantity calculations and cost estimates for all items that are applicable to this project. Quantities for all contract pay items will be substantiated by calculations and provided in a neat and orderly fashion showing all sketches, diagrams, and dimensions necessary to allow them to be used CITY OF SANTA ANA 2 V K134 FIRST STREET PEDESTRIAN IMPROVEMENTS PS&E RFP NO.: 10-110 by field inspectors during construction. All quantity calculations will be checked during our QA/QC process prior to each of the 60%, 95% and 100% PS&E submittals. Construction Document Submittal Format Tetra Tech will provide the 30%, 60%, 95%, and 100% PS&E submittal documents for review and approval. The submittal package will include: • Four (4) sets of full size (24"x36") plans, along with electronic pdf copies. 100% plan sets will be signed and sealed, and MicroStation electronic copies will be provided for the 100% submittal • Electronic copies of General and Special Provisions in MS Word. The documents will be provided showing tracked changes for the 30%, 60%, and 95% submittals. • Electronic copies of cost estimate • Electronic copies of design check calculations (starting at 60% submittal) and reports. Draft WQMP to be provided at 60% Submittal and Final WQMP at 95% Submittal. • Tetra Tech will provide the Final PS&E documents for review and approval of the City in both hardcopy and electronic copy per the RFP requirements, and they will be ready to advertise the project for construction. TASK 4.0 WQMP Tetra Tech will prepare a Water Quality Management Plan in accordance with the requirements from the Orange County Technical Guidance Document (TGD), dated December 2013, prepared in response to the permit requirements from the Santa Ana Regional Water Quality Control Board. Per the TGD requirements, the project will comply with USEPA's Green Streets standards to the maximum extent practicable. The WQMP will be prepared using the County's standard template. Submittals will consist of a draft and final version of the WQMP document. Based on preliminary soil evaluations, infiltration BMPs appear to be feasible for this project. However, the City has indicated infiltration is not anticipated to be feasible at the site based on past experience, and the project will instead utilize proprietary biofiltration B M Ps. Tetra Tech will be available to respond to questions or items requiring interpretation in the drawings or specifications that are discovered during the bidding period. A total of eight (8) labor hours has been allocated to support the answering of questions during the bid period if necessary. Our design team will also provide the following construction support services. • Tetra Tech will attend the pre -construction meeting with the successful construction contractor upon notification by the City. • Tetra Tech will attend up to four (4) field visits, while TAGC will attend up to two (2) field visits. • Tetra Tech will answer up to five (5) requests for information (RFI) from the Contractor during the construction period, while TAGC will answer up to three (3) RFIs. • Tetra Tech will reveiw up to eight (8) submittals or shop drawings required to support the construction contract, while TAGC will review up to four (4) submittals or shop drawings. The scope includes up to two (2) reviews for each shop drawing or submittal. Shop drawings or submittals requiring more than two (2) reviews will be counted as additional shop drawing or submittal review. Schedule Tetra Tech will meet the schedule requirements of the ATP Grant. Based on the assumed Project Design Award Date of January 2nd, 2020, we can commit to the included schedule for completion of the design services in April 2020. Exhibit 1 on page 19 shows our task sequence and major milestones. A few key ele- ments of the schedule to note include the following: • Durations are in working days. • The schedule may vary based on the actual notice to proceed date and the client review times. • Five (5) working days have been provided for the City's review of the milestone submittals, except for the 30% PS&E submittal. It has been assumed the 30% PS&E submittal will be reviewed and approved during the 30% PS&E milestone meeting. • Due to the accelerated PS&E schedule, there is not any float in the schedule. • Preparation of the 30% PS&E will commence prior to the completion of the pre -design phase. 2 ryKy7{ % TETRA TECH Z 1 1 15 NItlW 1 1 1 is 3eowtlaes � � 1 1 1 i 1 1 1 1 i etlmBtloeaj 1 1 r 1 1 1 1 1 1 ` 1 1 1 I 1 y5 1 1 1 e j 1 1 R O 1 1 p 1 1 � �.1s SSON; ; y 1 1 1 � 1 w 1 ¢ 1�e 1 W .1 1IVNVVIN � 1 1N 1 1� N 1 1 1 1 1 1 l 1 1 1 1 1 1 1 1 1 - �1 1 1 1 1 1 -1 1 `1 1 1 1 �- 15 k13A101d 1 1- 1 L. 1 1 1 1 1 1 1 1 1 1 1 1 1 M 3AIIO 0 m a N s' a 25K-36 , � / \ .7 CL 2 ƒ e \ ± LU ■ ■ |I■ 2z2z/--------- a_- 25 \§\\§((§) « .! 5R ]§�§}/§|2§)1 . . . . „ ; : / 1 ` / / 1 ` \ 25K- 7 \ 'V /� yl ,Vtp „N �d E3 Appendix - Resumes N TETRA TECH FIRST STREET PEDESTRIAN IMPROVEMENTS PS&E RFP NO.: 10-110 Mauricio Argente, RLA, QSD/P, ENV SP Program Manager, Landscape Architecture/Architecture/ Project Role: Principal -in -Charge Mr. Argente has28 years of combined planning and engineering experience in both the public and private sectors. Mr. Argente's strength is leading complex multi -disciplinary projects given his previous experience as a city planner, a landscape architect, and project manager of teams of engineers and scientists. He possesses the unique qualifications to integrate engineering science with equal attention to environmental and aesthetic concerns. Asa landscape architect. Mr. Argente has a solid understanding of hydrology, hydraulics, earthworks, infrastructure, and construction. Mr. Argente has evaluated and implemented solutions that lessen the environmental impacts of urban development or impacts into environmental assets for the communities. EXPERIENCE Sixth Street Park, Arts, River and Connectivity (PARC), City of Los Angeles Bureau of Engineering, Los Angeles, CA. Project Manager responsible for overseeing the schematic and final design, environmental documentation and permitting, public presentations, construction support services, and post - construction services for nearly 12 acres of recreational and open spaces beneath and around the new bridge. The project includes approximately'h mile of improvements including bike trails, pedestrian access, and softening of the existing concrete lined channel. The City's goal is to make the landscape component under the new bridge into a world class public space that will include an Arts Plaza, several performance stages, synthetic turf sports fields, river terracing, and bicycle and pedestrian pathways. Riverside Drive Zoo Bridge, City of Los Angeles Bureau of Engineering, Los Angeles, CA. Visual Quality Manager and Landscape Architect for these ism ic retrofit and widening of Riverside Drive. Tetra Tech provided final environmental documentation and processing, hydraulic analysis,100% PS&E, and design support during right-of-way and construction phases of the project. The goal of the project was to correct existing geometrical design deficiencies, address seismic vulnerabilities, improve pedestrian and bicycle travel, and preserve the historic character of the bridge. The project also included the addition of a Class I bicycle undercrossing to link eastern and western segments of the Los Angeles River bike trail. Active Transportation Project (ATP) 2 and 3, City of Los Angeles Bureau of Engineering, Los Angeles, CA. Principal -in -Charge responsible for overseeing design services and support during construction for the Boyle Heights Linkage Project (ATP 2) and the Arts District Pedestrian/Cyclist Improvement Project (ATP 3). The goal of ATP 2 is to improve pedestrian safety and access to the City's Sixth Street Viaduct and Sixth Street PARC Projects, specifically aiming to improve the pedestrian circumstances for users of the Aliso Pico Recreation Center, Pecan Recreation Center, and Boyle Heights Technology Youth Center. The ATP 3 Project will provide pedestrian and cyclist improvements including new cycle tracks, bike lanes, bike routes, new and widened sidewalks with curb extensions, new traffic controlled intersections, a new shared street connecting to the new Sixth Street Viaduct Arts Plaza, as well as green street elements. The goal of these two Caltrans Local Assistance Program funded projects is to increase the mobility and safety for non -motorized users to achieve the regional agency's greenhouse gas reduction goals, and aid in the enhancement of the public's health. Soto Street Bridge Improvement, City of Los Angeles Bureau of Engineering, Los Angeles. Project Director responsible for overseeing engineering design support services during construction including RFIs, review of shop drawings, geotechnical engineering support, responding to requested design changes, and preparing as-builts. RESUMES 25Ke.139 Mauricio Argente FIRST STREET PEDESTRIAN IMPROVEMENTS PS&E RFP NO.: 10-110 Aliso Creek - Limekiln Creek Restoration, City of Los Angeles Bureau of Engineering, Los Angeles, CA. Project Manager responsible for overseeing pre -design and design services for this important Proposition O project. The project improvements involve constructing several stormwater BMPs intended to treat on -site and off -site runoff and reduce contamination in Aliso Creek, Limekiln Creek, and the Los Angeles River. The proposed BMPs include low flow channel diversions, stormwater pump stations, stormwater pre-screening devices, bioswales, vegetated detention/retention basin, the restoration of upland, riparian habitat, and BMP educational signage. The goal of the project is to significantly reduce the pollutant loads, as well as transform a specifically built flood control facility into a multi -function green infrastructure facility. The project will also be designed to achieve a Platinum Envision Rating. Albion Riverside Park, City of Los Angeles Bureau of Engineering, Los Angeles, CA. Project Manager responsible for overseeingthe pre - design, design, and construction support services, includingthe Envision certification process. The project involves transforming a six -acre site, previously used for dairy warehousing and distribution, into a riverfront park and recreational facility that will benefit nearby disadvantaged low income neighborhoods. In addition, the City is using the redeveloped property to increase the current capacity for managing storm water runoff. Shell Beach Road Streetscape Phase I, City of Pismo Beach, Pismo Beach, CA. Project Manager for the design of a "total street" reconstruction of 18 blocks of Shell Beach Road. The project entails incorporating a new Class 1 Bikeway along an existing Caltrans right- of-way (Highway 101). In addition, the project aims to replace aging utilities, including: a new 12" water line, new 12" reclaimed water line, undergrounding powerand comm. lines, and new storm drain improvements. The project will incorporate new way -finding and streetscape enhancements including: pavement enhancements at crosswalks and intersections, full ADA compliance, street furniture and landscape improvements (incorporating Low Impact Development techniques). Los Angeles Zoo Parking Lot Low Impact Development Project, City of Los Angeles Bureau of Engineering, Los Angeles, CA. Project Director and Landscape Architect for this important LID demonstration project. Mr. Argente was responsible for the redesign and repair of the Los Angeles Zoo's asphalt concrete parking area, and its replacement with pervious pavement. The project included a hydrology model of the watershed so BMPs were optimized. Additional services provided under his supervision include landscape architecture, public outreach, permitting support, interpretive design, cost analysis and value engineering. The project incorporated the latest design strategies for LID and a cross review of Leadership in Energy and Environmental (LEED) design requirements. evaluation. Preliminary design drawings will be prepared to a 30%design level that addresses the civil site, mechanical, process, electrical and instrumentation components of the treatment and blending facility, site work and pipeline plan and profile sheets. Project field work will consist of a geotechnical investigation of the well sites, treatment plant and pipeline corridors, aerial and ground survey, potholing and corrosion analysis. EDUCATIO MasterArchitecture Studies, California Polytechnic University, San Luis Obispo, 1996 BS, Landscape Architecture, California Polytechnic University, San Luis Obispo, 1991 REGISTRATIONS/ CERTIFICATIONS Professional Landscape Architect, California, No. 4129, 1995 Qualified SWPPP Developer (QSD) and Qualified SWPPP Practitioner (QSP), No. 21105, 2017 En vision' Sustainabil ity Accredi ted Professional, 2014 USGBC- LEED Certification Workshops Project Management: PSMJ - PM Workshop RESUMES 25Ke-40 FIRST STREET PEDESTRIAN IMPROVEMENTS PS&E RFP NO.: 10-110 Nate Schreiner, PE, QsD Senior Civil Engineer/Project Manager Project Role: Project Manager Mr. Schreiner is a civil engineering project manager at Tetra Tech's office is Irvine, California. Hem an ages domestic projects on behalf of govern men t clients, applying a successful 13-year history of project management, hydrologic and hydraulic modeling, civil engineering design, condition assessments of a variety of infrastructure, and cost estimating. He has been involved in all phases of the project life -cycle including site investigations, preliminary design, public outreach, PS&E, QA/QC, and construction support. As a Qualified SWPPP Developer (QSD), Mr. Schreiner has ample experience with providing Stormwater Pollution Prevention Plans (SWPPP) for construction activities. EXPERIENCE Vermont Avenue Stormwater Capture and Green Street Project Phase 2, City of Los Angeles Bureau of Engineering, Los Angeles, CA. Project Engineer for the design phase of the project to construct green street stormwater infrastructure for a 5-acre watershed located in the vicinity of Vermont and Gage Avenues in Los Angeles, CA. Various types, sizes, and locations of BMPs were evaluated and selected to assist the City in meetingtheir stormwater goals. LAUSD, City of South Gate Traffic Signal Design, South Gate, CA. Project Manager of a team to design a new traffic signal at Atlantic Boulevard and Chakemco Street and Wright Road and Michigan Avenue for LAUSD's International Studies Learning Center High School Project in the City of South Gate. The design included pedestrian signals, pedestrian push buttons, cross walks, and road striping to improve pedestrian safety near LAUSD's International Studies Learning Center. As project manager, Mr. Schreiner reviewed the design, managed design staff, managed surveying and underground utility mapping subcontractors, and served as the point -of -contact with the client. Riverside Drive Bridge over Los Angeles River, Bridge No. 53C-1298, City of Los Angeles, CA. Mr. Schreiner performed a hydraulic analysis and bridge scour calculations for the Riverside Drive Bridge over Los Angeles River Project. The analysis was performed to support the bridge design as well as meetthe requirements associated with a USACE Section 408 permit. He also designed the bridge scour countermeasures using guidelines included in the Federal Highway Administration (FHWA) Hydraulic Engineering Circular (HEC)18 and 23. Based on the analysis, various alternative scour countermeasures were recommended, and large riprap was selected for construction. Mr. Schreiner also provided hydraulic construction support, which included providing the design of a temporary hydraulic transition structure while construction was halted duringthis past flood season from October through April. LA Metro, Assessments of Existing Structures, Los Angeles, CA. Project Manager for an assessment of more than 235 structures over a five-year period totaling $2.5 million. The structures included bridges, tunnels, retaining walls, and underground stations. Mr. Schreiner, provided visual assessments, logging all deficiencies into a database with recommended action items and future inspection schedules, and verifying clearance signage, and notifying Metro of any errors. Mr. Schreiner implemented the FHWA, Caltrans, AASHTO, and KIPS inspection guidelines that were utilized to perform the inspections. Mr. Schreiner was the primay point -of -contact with LA Metro and attended bi-weekly coordination meetings to report on the status of the project, coordinated obtaining track allocation to allow access to inspect the facilities, and managed the subconsultants involved in the project. RESUMES 25Ke- 41 Nate Schreiner FIRST STREET PEDESTRIAN IMPROVEMENTS PS&E RFP NO.: 10-110 John Wayne Airport, Airport -Wide Certified Access Specialist Assessment, Santa Ana, CA. Mr. Schreiner served as project manager for an accessibility assessment of John Wayne Airport. This included coordinating and obtaining security clearance for all field assessment team members, developing the project budget and schedule, programming the portions of the airport to be included in the assessment, managing the day-to-day activities of the staff, which included a Certified Access Specialist (CASp), and serving as the point -of -contact with the client. The field assessment finished ahead of schedule even with the restrictive security requirements of working in an airport. Mr. Schreiner also performed reviews of all the deliverables including the assessment report and assessment maps. Caruthers Park Stormwater and Urban Runoff Capture Project, Bellflower, CA. Project Manager. Mr. Schreiner is serving as the project manager duringthe bidding and construction administration phases of this large-scale stormwater project to capture, infiltrate and reuse urban runoff collected from County drainage facilities adjacent to the park. The project was planned as part of the Los Cerritos Channel (LCC) watershed and the Lower San Gabriel River (LSGR) Watershed Management Programs (WMPs). Caruthers Park was identified as a potential high priority site for a regional stormwater capture project for non-stormwater runoff as well as first -flush runoff from wet weather events. The project components include site improvements, a diversion structure to divert water from the flood control channel, a pretreatment structure to remove trash and debris from the runoff, an underground structure to infiltrate and store the water that will be treated for landscape irrigation use, and piping systems. City of Los Angeles Department of General Services, City of Los Angeles Department of Transportation Communications Hub Replacement, Los Angeles, CA. Project Manager for the replacement of Department of Transportation communication hub enclosures around the City of Los Angeles. The hubs and enclosures house critical electrical equipment necessary to control the traffic signals in the surrounding area. The existing hubs are reaching their useful service life and require replacement across the City. Mr. Schreiner led the civil engineering design and managed the structural engineeringteam to remove the existing enclosure and replace with a new enclosures and foundations. The project required permitting with the City of LA Department of Building and Safety (LADBS). Mr. Schreiner helped navigate the plan check process and obtaining the necessary permits. EDUCATION BS, Environmental Engineering, California Polytechnic State University, San Luis Obispo, 2006 REGISTRATIONS/ A CERTIFICATIONS Professional Civil Engineer California No. 74974, 2009 Qualified SWPPP Developer (QSD), Certificate No. C74974 RESUMES 25Ke- 42 FIRST STREET PEDESTRIAN IMPROVEMENTS PS&E RFP NO.: 10-110 Justin Smith, PE Project Engineer Project Role: Project Engineer Mr. Smith will contribute his extensive knowledge in civil engineering from his involvement in a variety of municipal and federal transportation projects. His design experience includes roadway geometrics, pedestrian accessibility improvements (ADA compliant sidewalks, curb ramps, cross walks, and ramps), bike trails, construction and post -construction BMPs, street and storm drain improvements including hydrologic and hydraulic design, overall utility plans, structural calculations, and grading activities varying from mass grading to final precise grading plans. His experience with construction support includes responding to RFIs, reviewing shop drawings, and attending construction meetings. EXPERIENCE Lincoln Avenue Pedestrian Pathway, City of Santa Ana, Santa Ana, CA. Project Engineer responsible for providing design services for this active transportation project. The project is funded in part by ATP state grant funds. The pedestrian pathway will run parallel with Lincoln Avenue west of the existing railroad tracks. The improvements will commence at the intersection of Lincoln Avenue and Park Lane, continue north between the back of the residential properties and the railroad tracks, and end at the existing Santiago Trail, under the railroad bridge that crosses Santiago Creek. The improvements include a 12-foot pathway and railroad - approved safety fencing, drought tolerant landscaping, pedestrian lighting, benches, and a trailhead to identify the pathway. Riverside Drive near Zoo Drive Bridge Widening Over the Los Angeles River, Bridge No. 53C-1298, City of Los Angeles, BOE, Los Angeles, CA. Project Designer responsible for providing design and survey support. Tetra Tech provided environmental documentation and permitting, geotechnical and hydraulic analyses, bridge widening and retrofit, traffic and lighting upgrades, and 100% PS&E in an effort to fix geometric deficiencies, barrier rail vulnerabilities, structural weaknesses, and LA River bicycle lane impedance issues. Orangethorpe Avenue Widening, City of Buena Park, CA. Project Designer responsible for providing construction support services. Tetra Tech prepared PS&E for the street widening along the south side of Orangethorpe Avenue from Stanton Avenue to Thomas Street. Tasks included topographic survey, plan and profile design sheets, traffic control sheets, striping sheets and cross-section sheets. The project included streetscape enhancement with landscaped and hardscaped center island medians and a city entry way monument. Sixth Street Viaduct Landscape Design, City of Los Angeles, BOE, Los Angeles, CA. Project Engineer responsible for preparing PS&E documents. Tetra Tech is providing schematic and final design, environmental documentation and permitting, public presentations, construction support services, and post -construction services for nearly 12 acres of recreational and open spaces beneath and around the new bridge. The project includes approximately'/2 mile of improvements that will include bike trails, pedestrian access, and softening of the existing concrete lined channel. Boyle Heights Pedestrian Linkages Active Transportation Project (ATP 2), City of Los Angeles, Bureau of Engineering, Los Angeles, CA. Design Engineer responsible for providing pre -design services and plans, specifications and estimates for this active transportation project, funded by a CalTrans ATP grant, aims to improve pedestrian safety and access to the City of Los Angeles' Sixth Street Viaduct and Sixth Street PARC Projects. Currently, there is little pedestrian use of the streets within the Boyle Heights project area because of its industrial nature and poor pedestrian facilities. The project focuses on pedestrian transportation improvements which includes sidewalk RESUMES 25Ke- 43 Justin Smith FIRST STREET PEDESTRIAN IMPROVEMENTS PS&E RFP NO.: 10-110 enhancements, ADA ramps, new and enhanced crosswalks, and safety features that include curb pedestrian signals and new pedestrian lighting along all new/improved walkways. The project will provide nearly4,000 linear feet of new, replaced, and reconstructed sidewalk. The sidewalk improvements will include new and reconstructed ADA ramps and crosswalks, providing connectivity to various key community features and adjacent neighboring locations. Vehicle traffic calming improvements will consist of installing a new traffic signal at the intersection of 4th Street and Clarence Street. DTLA Arts District Pedestrian and Cyclist Safety Active Transportation Project (ATP 3), City of Los Angeles, Bureau of Engineering, Los Angeles, CA. Design Engineer responsible for providing pre -design services and plans, specifications and estimates forth is active transportation project, funded by a Ca [Trans ATP grant. The project improvements will provide pedestrian and cyclist improvements including new cycle tracks, bike lanes, bike routes, new and widened sidewalks with curb extensions, new traffic -controlled intersections, a new shared street connectingto the new Sixth Street Viaduct Arts Plaza, as well as green street elements. The goal of this Caltrans Local Assistance Program funded project is to increase the mobility and safety for non -motorized users to achieve the regional agency's greenhouse gas reduction goals, and aid in the enhancement of the public's health. Soto Street Bridge over Mission Road and Huntington Drive Bridge Removal and Street Improvement Project, City of Los Angeles, Bureau of Engineering, Los Angeles, CA. Design Engineer responsible for providing engineering design support services during construction including existing utility coordination and respondingto requested design changes for the Soto Street Bridge over Mission Road and Huntington Drive Bridge Removal and Street Improvement Project. Los Angeles River Greenway - West Valley, City of Los Angeles, CA. Design Support for the preparation of Plans and construction support for a new bikeway along the Los Angeles River channel from Winnetka Avenue to Mason Avenue. The proposed bikeway is inside the channel, requiring modifications to the channel cross section and retaining wall design. Tetra Tech prepared a 2-D hydraulic model to study the effects the new section will have on waving and ramping patterns, in accordance with the Army Corps of Engineers requirements. The project also includes bikeway plans and profiles, signing and striping, lighting plans, and structural plans for the retaining walls and bikeway. Los Angeles Avenue Raised Median and Landscaping Project, City of Moorpark, Moorpark, CA. Design Engineer responsible for preparing hydrology and hydraulic calculations for modifications and additions to the storm drain system. Tetra Tech prepared the PS&E and the Environmental Document to construct landscaped Raised Median on Los Angeles Avenue (SR-118) within the City of Moorpark. SR-118 from State Route 23 (SR-23) west to Butter Creek Road serves as a major east -west arterial through the City of Moorpark. Average Annual Daily Traffic (AADT) through this section of Los Angeles Avenue varies from 22,000 to 40,000 vehicles per day. EDUCATION BS, Civil Engineering, University of Irvine, 2013 REGISTRATIONS/ CERTIFICATIONS Professional Engineer, California, No. 85736, 2016 RESUMES 25Ke-44 FIRST STREET PEDESTRIAN IMPROVEMENTS PS&E RFP NO.: 10-110 Jason Fussel, PE, PLS, QSD/P, ENV SP, LEED AP Project Manager/Surveyor Project Role: QA/QC and Technical Advisor Mr. Fussel's strengths include stormwater analysis and studies, design, preparation of specifications, bid documents and cost estimates, and construction support services. He has comprehensive knowledge of Autodesk's Civil 3D software for both conceptual and detailed design studies, as well as the production of construction plan sets. He also has extensive experience in the stormwater Best Management Practices, Low Impact Development (LID) and Stormwater Pollution Prevention and reduction projects in Southern California, specifically as Lngineerof Record forseveral important Proposition "0" projects forthe City of Los Angeles, Caltrans funded projects, and Proposition 1 projects. Mr. Fussel has been the design lead for projects with a total construction value exceeding $100 million.. EXPERIENCE Culver Boulevard Stormwater Infiltration and Retention Project, City of Culver City, CA. Design Lead. Mr. Fussel is serving as the Design Lead forth is multi -beneficial stormwater regional project. Tetra Tech was recently selected by the City of Culver City to provide design services to incorporate an infiltration gallery under newly reconstructed raised median along Culver Boulevard. The project will also include retention basins to reuse captured stormwater runoff and urban runoff to irrigate local landscape medians within the project area. The overall landscape design of this project will include green elements such as bioswales alongthe raised median and adjacent roadways to further promote stormwater pollution prevention education. Taylor Yard Bikeway and Pedestrian Bridge, Studio Pali Fekete Architects for the City of Los Angeles, Los Angeles, CA. Project Engineer and Engineer of Record responsible for providing civil engineering services for a 420-feet long modern style and aesthetically distinctive pedestrian/bikeway bridge crossing the Los Angeles River. The pedestrian bridge will carry two lanes of pedestrian, bicycle traffic, two DWP recycled water lines and include scenic views of the Los Angeles River. The project will be solar powered, from the LED bridge and pathway lighting and signage to the irrigation systems. Sixth Street Park, Arts, River and Connectivity (PARC), City of Los Angeles Bureau of Engineering, Los Angeles, CA. Technical Advisor for the schematic and final design, environmental documentation and permitting, public presentations, construction support services, and post -construction services for nearly 12 acres of recreational and open spaces beneath and around the new bridge. The project includes approximately'/2 mile of improvements within the Los Angeles River. These improvements will include bike trails, pedestrian access, and softening of the existing concrete lined channel. These improvements were originally envisioned in the Los Angeles River Revitalization Master Plan that Tetra Tech completed. The City's goal is to make the landscape component under the new bridge a world class public space that will include an Arts Plaza, several performance stages, synthetic sports fields, riverterracing, and bicycle and pedestrian pathways. Shell Beach Road Streetscape Phase I, City of Pismo Beach, Pismo Beach, CA. Project Engineer for the design of a "total street" reconstruction of 18 blocks of Shell Beach Road. The project entails incorporating new Class 1 bikeway along an existing Caltrans right- of-way (Highway 101). In addition, the project aims to replace aging utilities, including: a new 12-inch water line, new 12-inch reclaimed water line, undergrounding power and communication lines, and new storm drain improvements. The project will incorporate new way -finding and streetscape enhancements including: pavement enhancements at crosswalks and intersections, full ADA compliance, street furniture and landscape improvements incorporating LID techniques. Mr. Fussel was responsible for designingthe layout for the bike path, curb bulbouts, potable and reclaimed RESUMES 25745 Jason Fussel FIRST STREET PEDESTRIAN IMPROVEMENTS PS&E RFP NO.: 10-110 water line, NEPA coordination between the City and Caltrans, in addition to a hydrology analysis. Riverside Drive Near Zoo Drive Bridge Over Los Angeles River, City of Los Angeles, Los Angeles, CA. Qualified Stormwater Developer responsible for providing the SWPPP for the project improvements of this historic bridge. Tetra Tech provided environmental documentation and permitting, geotechnical and hydraulic analyses, bridge widening and retrofit, traffic and lighting upgrades, and 100% PS&E in an effort to fix geometric deficiencies, barrier rail vulnerabilities, structural weaknesses, and LA River Bicycle Lane impedance issues. This is a federally funded project and plan reviews and approvals by Caltrans District 7 and the Federal Highway Administration (FHWA) were required. Aliso Creek - Limekiln Creek Restoration, City of Los Angeles Bureau of Engineering, Los Angeles, CA. Project Engineer and Assistant Project Manager responsible for overseeing predesign and design services. The project improvements involve constructing several stormwater BMPs intended to treat onsite and offsite runoff and reduce contamination in Aliso Creek, Limekiln Creek, and the Los Angeles River. The proposed BMPs include low flow channel diversions, stormwater pump stations, stormwater pre-screening devices, bioswales, vegetated detention/ retention basin, the restoration of upland, riparian habitat, and BMP educational signage. The project was designed to achieve a Platinum Envision Rating. Albion Riverside Park, City of Los Angeles Bureau of Engineering, Los Angeles, CA. Project Engineer and Assistant Project Manager responsible for overseeing design and construction support services. The project involves transforming a six -acre site, previously used for dairy warehousing and distribution, into a riverfront park and recreational facility that will benefit nearby disadvantaged low income neighborhoods. In addition, the City is using the redeveloped property to increase the current capacity for managing stormwater runoff. The project was designed to achieve a Platinum Envision rating. Peck Park Canyon Enhancement, City of Los Angeles, Bureau of Engineering, San Pedro, CA. Project Engineer and Engineer of Record responsible for overseeing project design components and incorporating the latest LID design strategies in water quality improvement, BMPs, landscape architecture, LEED, and public outreach. Project improvements included the implementation of bioswales and infiltration strips at the top of the canyon, using stepped and armored channels, dissipaters and stilling basins to reduce runoff velocities and erosion throughout the remainder of the park. Also included were reconstruction of trails, passive recreational amenities and interpretive signage. Vista Canyon Regional Transit Center, City of Santa Clara, CA. Project Manager. Mr. Fussel is responsible for managing the engineering and design of the project which consisted of civil, structural, mechanical and electrical engineering, as well as architectural design for pedestrian and vehicular circulation, bus canopies, restroom facilities, site lighting, bike lockers, handicapped access ramps, sidewalks, curbs and gutters, benches, realtime bus arrival monitors and landscape areas. EDUCATION BS, Civil Engineering, California Polytechnic State University, San Luis Obispo, 2003 REGISTRMNS/ CERTIFICATIONS Registered Professional Engineer, California No. 70879, January2007 Registered Professional Engineer, Hawaii No. 15600, 2013 Registered Professional Land Surveyor, California No. 9006, 2013 Qualified SWPPP Developer (QSD) and Qualified SWPPP Practitioner (QSP), No. 20231, 2012 Envision''Sustainabil i ty Professional, 2014 LEED°Accredited Professional, 2009 RESUMES 25Kea46 FIRST STREET PEDESTRIAN IMPROVEMENTS PS&E RFP NO.: 10-110 Dan Helt, PE, PLS Survey Manager/Project Engineer Project Role: Survey/Mapping Lead Mr. Helt is experienced in both civil engineering and land surveying. He has designed and prepared both small and large municipal, commercial, and residential grading and drainage plans, as well as utility plans and project associated public improvement plans. Mr. Helt has prepared a variety of hydrology and hydraulic documents for review of analysis and compliance with codes and standards. He has prepared and reviewed specifications, calculations and other basis of design documents. Mr. Helt has performed field boundary and topographic surveys, as well as construction staking, certification and monitoring, and ALTA/ACSM surveys. He has considerable experience researching boundary and chain of title information, and preparing legal descriptions. EXPERIENCE Shell Beach Road Streetscape, City of Pismo Beach, Pismo Beach, CA. Project Surveyor responsible for providing survey services in support of the design of a "total street' reconstruction of 18 blocks of Shell Beach Road. The project entails incorporating a new Class 1 bikeway along an existing Caltrans right-of- way. In addition, the project aims to replace aging utilities.The project will incorporate new way -finding and streetscape enhancements including pavement enhancements at crosswalks and intersections, full ADA compliance, street furniture and landscape improvements, incorporating LID techniques. Riverside Dr. near Zoo Dr. Bridge over LA River, City of Los Angeles BOE, Los Angeles, CA. Project Surveyor responsible for field surveys and topographic mapping. The goal of the project was to correct existing geometrical design deficiencies, address seismic vulnerabilities, improve pedestrian and bicycle travel, and preserve the historic character of the bridge. The project also included the addition of a Class I bicycle undercrossingto link eastern and western segments of the LA River bike trail. Tetra Tech provided final environmental documentation and processing, hydraulic analysis,100% PS&E, and design support during right-of-way and construction phases. San Francisco ADA Ramps, Pacific Gas and Electric (PG&E), San Francisco, CA. Project Manager and Engineer of Record responsible for overseeing land surveying services in support of the ongoing work that PG&E is undertaking where they intend to repair and replace all of the existing medium pressure natural gas infrastructure. The City has required that PG&E upgrade the intersections that are affected by the natural gas line construction work to insure they are ADA compliant. Tetra Tech has performed right-of-way research, monument research, topographic survey and construction survey for a total of 284 ramps on 204 different corners at 70 intersections. Bonita School Road Bridge Replacement Survey, Santa Barbara County Public Works, Santa Maria, CA. Survey Manager. Mr. Helt was responsible for overseeing control, aerial, and topographic survey work for the replacement of the Bonita School Road Bridge. Tetra Tech set 22 ground control targets, and tied those points to the Santa Maria Valley Control Network. Analytical aerotriangulation and stereo compilation was used for density control and to create both planimetric and terrain data. The terrain data was then used to generate 1-foot contours. Additionally, Tetra Tech performed a ground survey to supplement the aerial acquired topography, in order to collect additional data of features not readily visible from the air. The Digital Terrain Model of the ground and aerial surveys were combined and an AutoCAD Civil 3D file containing all data was produced. Caruthers Park Stormwater and Urban Runoff Capture Project, City of Bellflower, Bellflower, CA. Survey Manager. Mr. Helt directed survey services for this Caltrans funded stormwater capture project. Tetra Tech prepared a Project Engineering Study Report RESUMES 25Ke- 47 Dan Helt FIRST STREET PEDESTRIAN IMPROVEMENTS PS&E RFP NO.: 10-110 (PESR) that included all necessary analyses and a recommendation for regional stormwater capture treatment and implementation. The analysis identifies the existing site hydrology, water quality, and hydraulics to determine an optimal combination of the inflow rate, storage volume, and outflow. The project consists of a gravity diversion from two separate Los Angeles County Flood Control District storm drain lines; a 72" RCP line that drains 261 acres of the Los Cerritos Channel, and a 38' wide rectangular concrete channel that drains 2,995 acres of the Lower San Gabriel River. Camp Roberts Perimeter Road, California Army National Guard, San Miguel, CA. Mr. Helt was responsible for overseeing topographic survey services for upgrades to approximately 17.1 miles of roadway alongthe East and West Perimeter Range Roads at Camp Roberts. The goal of the project update existing roadways up to modern asphalt standards, provide a safe, reliable and usable environment for soldier training and improve operability and maintainability of roadways. The topographic survey was performed using both traditional ground and mobile LiDAR survey techniques. Templeton to Atascadero Connector, County of San Luis Obispo, Templeton, CA. Mr. Helt was responsible for overseeing topographic and right-of-way survey services, and for coordinating with Union Pacific Railroad (UPRR) for survey site access. Tetra Tech designed a multi- use pathway. The project involved extensive permiting, environmental reviews, right-of-way acquisition, construction documents and grant administration. The pathway network provided connectivity between Templeton and Atascadero, facilitating safe and attractive transportation between these two towns and encouraging alternative transportation modes. Elmer Avenue Phase II Project, City of Los Angeles, Bureau of Engineering, Sun Valley, CA. As Project Engineer and surveyor, Mr. Helt was responsible for field reconnaissance and design of this Proposition "O" project. The Phase II project improvements consisted of two additional catch basins and hydrodynamic separators, and the regrading of an intersection. Through the incorporation of additional Low Impact Development infrastructure, the project increased infiltration capacity; recharged to the groundwater supply; reduced polluted stormwater runoff and improved public safety. Athorough site investigation, topographic survey, and hydraulic calculations were performed for the entire Elmer Avenue watershed area. Tetra Tech worked closely with the Bureau of Engineering (BOE), the Watershed Council, and community residents through design workshops to create a final design within a very aggressive schedule and within budget. The final design included two new catch basins and storm drain piping that collects and conveys additional stormwater to the infiltration galleries. Hydrodynamic separators were installed at each end of Elmer Avenue. These separators will collect and prevent sediment from entering the infiltration galleries. A pavement overlay was provided at the intersection of Stagg Street and FairAvenue to direct additional flow to the galleries. Tetra Tech also provided bid support and As -bid documents. EDUCATION BS, Civil Engineering, California Polytechnic University, San Luis Obispo, 2003 REGISTRATIONS/ CERTIFICATIONS Professional Engineer, California, No. C69347, 2006 Professional Land Surveyor, California, No. 8925, 2012 RESUMES 2rYK48 FIRST STREET PEDESTRIAN IMPROVEMENTS PS&E RFP NO.: 10-110 Tyler Para, PE Design Engineer Project Role: Roadway Design Engineer Mr. Parra has experience in the design of and preparation of construction documents for roads, highways, bike paths, and parking areas, including signing and striping plans. His design experience also inclused sewer, water, and storm drains. Mr. Parra has comprehensive knowledge ofAutoCAD Civil3D,AutoCAD, GIS, as well as various hydraulic/hydrologic analysis software programs to solve complex engineering issues and to analyze the interaction of utilities, grading, and drainage during the design process. He is experienced in WaterCAD, Storm CAD, FlowM aster, HEC-RAS, HEC HMS, EPA SWMM, HCS 2010 and MATLAB programming. EXPERIENCE Orangethorpe Avenue Widening, Phase II, Indiana Avenue to Kass Drive, City of Buena Park, Buena Park, CA. Design Engineer responsible for the development of plan and profile, geometric design, conceptual striping plans, drainage, utilities research and relocation. Tetra Tech is providing topographic surveys, plans and profile design sheets, traffic control sheets, striping sheets and cross -sections for street widening along the south side of Orangethorpe Avenue. Caruthers Park Stormwater and Urban Runoff Capture Project, Bellflower, CA. Design Engineer responsible for development of the site improvements, diversion structure, pretreatment, underground storage reservoirs, and pipingsystems. The project diverts water from a major flood control channel to a pretreatment structure to remove debris from the runoff, and an underground structure to infiltrate or capture the water that will be treated for landscape irrigation use. Upper San Gabriel EWMP Stormwater Capture Projects, City of Industry, Various Locations, CA. Design Engineer responsible for the development of the site improvements, diversion structure, pretreatment, underground storage reservoirs, and piping systems. Tetra Tech evaluated seven potential site locations for the development of the Upper San Gabriel EWMP Stormwater Capture Project. The project components will include a diversion structure to divert water from one of the major flood control channels, a pretreatment structure to remove debris from the runoff, and an underground structure to infiltrate or capture the water that will be treated for landscape irrigation use. California State University Long Beach, Lot 7 Parking Area Renovation, Long Beach, CA. Design Engineer. Development of site plans, parking stall, curb and gutter configurations, drainage, grading, and retaining walls. The University developed a conceptual plan showing the reconfiguration and renovation of Parking Lot 7 to increase the total number of spots, improve circulation, and create an enhanced entrance to the southeast portion of the campus. Tetra Tech was contracted to prepare final construction plans including precise grading, storm drain improvement plans, preparation of hydrology and hydraulic calculations for the site drainage, curb, gutter, and sidewalk designs. Patton Basin Drainage Outlet, City of San Bernardino, Public Works Department, San Bernardino, CA. Design Engineer responsible for hydrology and hydraulic calculations, site plans, development of 48-inch drainage pipe and outlet plan and profile. Tetra Tech is providing preliminary engineering design including site investigation, data collection, hydrology and hydraulic analysis to repair the badly damaged drainage system caused by years of excessive discharges in combination with surface runoff which led to the undermining of 48-inch RCP and collapse of the outlet system and concrete chute off of Victoria Boulevard. RESUMES 2W.49 Tyler Para FIRST STREET PEDESTRIAN IMPROVEMENTS PS&E RFP NO.: 10-110 Pacoima Wash Mountain Bikeway, Mia Lehrer and Associates for Mountains Recreation & Conservation Authority (MRCA), Los Angeles, CA. Design Engineer responsible for preparing hydrology and hydraulic calculations required for modifications and additions to the storm drain system for the proposed pedestrian bridge over Pacoima Wash. Tetra Tech was contracted by landscape architects Mia Lehrer + Associates (MLA) to prepare the plans, specifications, and estimates for the design and construction of a 3.25-mile Class I Bikeway, including multi -phase planning, design coordination, administrative approval process and preparation of engineering and construction plans. The new bikeway connects densely -populated areas of the San Fernando Valley to each other, to existing future parks and amenities, including the Angeles National Forest. The design of the bike path included protective fencing alongthe wash, signage and striping of existing service roads, approximately 1.5 miles paved areas, striping of street crossings, protected crossing of a rail bridge, inclusion of additional bridge crossings over Pacoima Wash, and native landscape planting and irrigation. The bikeway is planned as multi -use (bicycle, pedestrian and equestrian) and where space allows, a separate and protected path for pedestrians will be incorporated into the design for maximum safety of users. Newhall Ranch Land Development, Mission Village, The Newhall Land and Farming Company, Valencia, CA. Design Engineer responsible for street plans, profile sheet sets, signing and striping in compliance with county codes and regulations. Performed engineering analysis to ensure functionality in the roadway and intersection designs with the safety of road users in mind. The Mission Village project consisted of the development of residences including townhomes, condominiums, apartments and single-family homes to create a new "downtown" urban living environment. La Palma and State College Boulevard Intersection, City of Anaheim, Anaheim, CA. Design Engineer responsible for the development of plan and profile, geometric design, and conceptual striping plans. Tetra Tech is providing topographic surveys, plans and profile design sheets, traffic control sheets, and striping sheets for street widening atthe intersection of East La Palma Avenue and North State College Boulevard. EDUCATION BS, Civil Engineering, California Polytechnic University, San Luis Obispo, 2014 REGISTRATIONS/ CERTIFICATIONS Professional Engineer, California, No. C 89535, 2019 RESUMES 25K.150 FIRST STREET PEDESTRIAN IMPROVEMENTS PS&E RFP NO.: 10-110 Chris Jansen, PE, LEED GA Hydrology/Hydraulics Engineer Project Role: Drainage, Water Quality and Low Impact Development Mr. Jansen is a hydrauIicsenginee rwith experience design ingstormwaterdetention and infiltration Best Management Practices (BMP) throughout Los Angeles County. His experience includes performing hydraulic and hydrologic design calculations, estimating project costs, drafting, writing technical reports and memorandums, and construction specifications. His background includes bioretention basin design, hydrodynamics, numerical modeling of environmental fluid mechanics, groundwater hydrology, hydrometeorology, water resources engineering and management, sediment transport modeling, and chemical fate and transport. EXPERIENCE Design Services for the Silver Lake Reservoir Stormwater Capture Project, MARRS Services Inc., City of Los Angeles, Bureau of Engineering, City of Los Angeles, CA. Lead designer on a project to capture and route stormwater to two reservoirs to offset potable water demands. Mr. Jansen is providing hydrology and hydraulics design support services, including delineating drainage areas where stormwater could be feasibly captured and routed to the existing Silver Lake and Ivanhoe Reservoirs, defining preliminary pipe alignments and structure locations (catch basins, manholes, and pretreatment devices) based on flow paths and existing utility locations, drafting exhibits to include as supporting figures in a Project Engineering Study Report (PESR), and authoringthe PESR that summarizes these findings. Vista Canyon Regional Transit Center, City of Santa Clara, Santa Clara, CA. Mr. Jansen provided hydrologic and hydraulic design support for site drainage and stormwater management compliance, including BMP design for the 100% design of the project. The site is subject to contaminated water due to the frequency and types of modes of traffic used within the transit center and increased stormwater volume due to the bus canopies. Water quality improvements will be achieved through the implementation of Low Impact Development (LID) design techniques, a critical part of the design. Elements such as bioswale/bioretention areas, grass areas, and planters are integrated into the design of the transit center. These LID elements will prevent an increase in stormwater volume as well as stormwater infiltration and to filter stormwater runoff. Culver Boulevard Stormwater Infiltration and Retention Project, City of Culver City, CA. Mr. Jansen provided pump station design support for this multi - beneficial stormwater regional projectto provide incorporate an infiltration gallery under a newly reconstructed raised median along Culver Boulevard. The project will also include retention basins to reuse captured stormwater runoff and urban runoff to irrigate local landscape medians within the project area. The overall landscape design of this project will include green elements such as bioswales along the raised median and adjacent roadways to further promote stormwater pollution prevention education. Stormwater Use Standards for Penmar, Temescal, and Mar Vista Proposition O Projects TOS SN-96, Bureau of Sanitation, City of Los Angeles, CA. Mr. Jansen provided water quality and design support. Tetra Tech was contracted to provide pre -design services for three existing stormwater capture systems located at Penmar Park, Temescal Canyon Park, and Mar Vista Recreation Center in the City of Los Angeles. Tetra Tech provided a Project Engineering Study Report (PESR) that represents 10% design completion level and describes an evaluation of the existing stormwater capture systems, including whether each system complies with Los Angeles County Department of Public Health (LACDPH) water quality guidelines, and if not, how to bring each system into compliance. This RESUMES 2 5K.1-6 Chris Jansen FIRST STREET PEDESTRIAN IMPROVEMENTS PS&E RFP NO.: 10-110 evaluation determined that each of the three stormwater capture systems were not in compliance with LACDPH water quality guidelines. Proposed solutions to bring these systems into compliance included partitioning an existing underground reservoir to allow for isolated chlorine contact time; installing pum ps, a pretreatment device, various types of self-cleaning filters, and water quality monitoring equipment; and installing additional pipes, valves, and other hydrau tic structures. Lakewood Stormwater Capture and Infiltration Project at Bolivar Park, City of Lakewood, CA. Design Engineer responsible for assessing the influent water quality and developing sampling protocols for the stormwater harvesting system at Bolivar Park. The project consists of an air -inflated rubber dam diversion system to re -direct all urban runoff and stormwater runoff from the Del Arno channel through a pre-treatment system to remove trash, debris, and sediment. A pump station and drainage pipeline will convey the water into a large, buried multi -chambered storage/infiltration facility. The stormwater collected in the underground reservoir will be treated and used to irrigate the park's landscaped areas. The system will monitor the weather conditions and the facility through a secured cloud -based system. The underground storage system is 2.8 million gallons (8.7 ac-ft). Lakewood Stormwater Capture and Infiltration Project at Mayfair Park, City of Lakewood, Lakewood, CA. Design Engineer responsible for assessing the influent water quality and developing sampling protocols for the stormwater harvesting system at Mayfair Park. The project consists of an air -inflated rubber dam diversion system to re -direct all urban runoff and stormwater runoff from the Clark Channel through a pre-treatment system to remove trash, debris, and sediment. A drainage pipeline will convey the water into a large, buried multi -chambered storage and filtration facility. The stormwater collected in the underground reservoir will be treated and used to irrigate the park's landscaped areas. Carson Water Capture at Carriage Crest Park, Sanitation Districts of Los Angeles County, City of Carson, CA. Mr. Jansen provided hydraulic analysis and design support for a Project Engineering Study Report (PESR) and PS&E for the 100% design an underground diversion structure, pretreatment, storage and a pump station to discharges the captured runoff into a sewer line during off peak hours to be treated and potentially used as reclaimed water. EDUCATIONS MS, Environmental Fluid Mechanics and Hydrology, Stanford University, 2017 BS, Civil Engineering, University of California, Los Angeles, 2016 REGISTRATIONS/ M CERTIFICATIONS Professional Civil Engineer, California, No. 90616, 2019 LEED Green Associate, Nationwide Certification, No. 11012870, 2015 RESUMES 25K.162 Andy Duong, PE Roadway Engineer/Utility Engineer REGISTRATION C73103 EDUCATION 2000 / BS / Civil Engineering / University of New Mexico PROFESSIONAL AFFILIATIONS American Society of Civil Engineers (ASCE) Construction Management Association of America (CMAA) Institute of Transportation Engineers (ITE) AAsian American Architects and Engineers Association (Aaa/e) Future Ports Mr. Duong is a highly qualified and accomplished senior Project Manager with over twenty years of experience in executing engineering and potential projects successfully. Possess outstanding communication and analytical skills. Mr. Duong is specializing in infrastructure and transportation engineering proj ects with proven track record and strong desire of providing superior client service and delivery. Mr. Duong has led and performed many management & design efforts in highway/roadway, heavy and light rail, maritime, civil, infrastructure and private development projects for clients throughout Southern California. Experience Los Angeles World Airport -Automated People Mover (APM), Los Angeles, CA The Landside Access Modernization Program includes five major elements including the APM, which will connect three on -airport stations to local rail and transit services; a consolidated rent -a -car center (CONRAC); two Intermodal Transportation Facilities (ITF); and roadway improvements. The APM will directly benefit airport users and the community by vastly improving mobility and access at the airport. The APM system will include six stations and up to nine electric powered trains, each with four cars, in simultaneous operation. The APM trains will travel on an elevated 2.25-mile long guideway, easing access into and out of the second busiest airport in the United States (LAX) and connecting travelers to LA Metro's Crenshaw Light Rail Line, intermodal transportation facilities and a consolidated rental car center. As the Project -wide Drainage Lead and as project manager from The Alliance Group Enterprise, Inc., Mr. Duong is responsible for leading a technical team to provide design services in the area of drainage, hydrology, Low Impact Development (LID) design, street and site lighting design as part of the street improvements and new roads construction. He is also involved in the utility investigations, evaluation and relocation processes and has been working very closely with various city departments such as LABOE, LADOT, LABOS, LACFCD along with LAWA staffs and design team on various design submittal packages. City of Los Angeles -Bureau of Engineering (LABOE), Sixth Street Viaduct Division — Active Transportation Program Cycle 2 and Cycle 3 Projects (ATP 2 and ATP 3), Los Angeles, CA The proposed projects are funded through ATP Cycle 2 and 3 for projects located in Boyle Heights and Downtown Arts District. The projects are to improve pedestrian infrastructure including new sidewalks, sidewalk repairs, and installation of pedestrian lighting, continental crosswalks, and ADA curb ramps with curb extensions to improve connectivity within community and to the Sixth Street Viaduct Replacement Project. ATP Cycle 3 project also provides new cycle tracks / bike lanes / bike routes with new traffic -controlled intersection and a new shared street connecting to the new Sixth Street Viaduct Art 25K-53 Plaza. Mr. Duong is responsible to work closely with city departments including Bureau of Engineering (LABOE), Bureau of Street Lighting (LABSL) and Department of Transportation (LADOT) in the preparation of signal warrants for Active Pedestrian Warning Device (APWD) and new vehicular traffic signal design at various intersections and mid -block crossing locations. Mr. Duong is also responsible for the coordination and investigations of all utilities within the proposed project footprint to prepare the composite utility base map for the final design stage of the project. He is also tasked to coordinate and work with LABSL on the design and implementation of different types of pedestrian lighting at various street segements within the project footprint in compliance to Prop. 218. Pre -Design Reports are also part of the project scopes to be delivered City of Los Angeles -Bureau of Engineering (LABOE), Construction Management Division — Parker Center Demolition Project, Los Angeles, CA The existing Parker Center is formerly head -quarter of the Los Angeles Police Department (LAPD). Since the Northridge quake in 1994, the building has been `yellow -tagged" and has been mostly empty since 2009 and increasingly forlorn. As part of the larger Civic Center Master Plan proposed by 14th District City Councilman Jose' Huizar, a new tower will be consttructed and the existing Parker Center would be demolished The proposed demolition of the existing building will be delivered via design build method. The project scope includes demolition of the Parker Center building; basement, adjacent parking structure, and all associated deep and shallow foundations. The project scope will also include grading, storm water management and the relocation of a major communication duct bank to the public right of way. The replacement of Parker Center would be the first step in a larger remark that the City of Los Angeles has planned for its sterile Civic Center. The Alliance Group Enterprise, Inc. has been selected as the prime designer to provide all civil engineering design aspects of the project including the design of the new ITA communication ductbank, temporary and permanent perimeter fencing and lighting for the site, utility investigations, worksite traffic controls for the construction of the new communication duct bank along First Street, Los Angeles Street, Temple Street and Judge John Aiso Street along with all necessary grading, drainage and water quality management for the project. As the Project Manager, Mr. Duong has worked very closely with the contractor and various city departments including LADOT, LADBS, LABOE, Tranportation Construction Traffic Management Committee (TCTMC) and Council District 14 Office on very fast -paced environment to get design plans approved so that the project can start on -time. City of Los Angeles -Bureau of Engineering (LABOE)-Sixth Street Viaduct Division, Sixth Street Viaduct Replacement Project (CMGC), Los Angeles, CA Sixth Street Viaduct Replacement Project is a new iconic bridge which is approximately 3,700' in length (700' long approach embankment plus 3,000' of elevated structure) and 94' wide out -to -out total bridge width. The total construction cost of the project is over $420 Million. The Alliance Group Enterprise, Inc. (TAGE), is scoped to provide 25K-54 construction management (CM) services in the overall role of Third Party Coordination and as construction manager for Package B and E which involve the demolition of several commercial/warehouse buildings, relocation of several utilities that includes undergrounding of multiple LADWP sub -transmission facilities (34.5kV) to cross and under the existing Los Angeles River, relocating of the Bureau of Street Services Yard along with relocating many other facilities such as the 36" sewer line along Santa Fe Avenue, multiple 4.8kV facilities on both sides of the LA River, 45" storm -drain pipe under interstate 101 and several 8" water/sewer lines within the project footprint. TAGE is also responsible for the review and approval of several technical submittals, prepare and provide several independent cost estimates (ICE) to assist the City with Federal Highway Administration (FHWA)'s eligibility evaluation. Los Angeles County Metropolitan Transportation Authority (LACMTA), Orange Line BRT/LRT Project, Los Angeles, CA Metro Orange Line BRT Improvements project is one of the Operations shovel ready project identified in Measure M and would provide grade separations at key intersections and other improvements along the Metro Orange Line alignment. The proposed improvements will be designed and built per Metro Rail standards for ultimately conversion to light rail system. The proposed project alignment spans across several cities such as five grade separations with new stations, 34 intersection improvements along with four -quadrant gates implementation and several utility lines to be investigated. The Alliance Group Enterprise, Inc. (TAGE), as part of the selected consultant team, is to perform the grading and drainage design for the project. Mr. During is also assigned as the Third Party/Stakeholder Coordination Lead to assist Metro in its establishment and maintenance of liaison between Metro and various other public and private entities whose existing facilities and operations will be impacted in some way by the Project, requiring accommodations by such owners on the behalf of Metro. The involved agencies include City of Los Angeles, City of Chatsworth, City of North Hollywood, San Fernando Valley, City of Canoga Park, City of Van Nuys, Caltrans, etc... Los Angeles County Metropolitan Transportation Authority (LACMTA), I-710 Corridor North Segment Utility Study, Los Angeles, CA I-710 is a major north -south interstate freeway connecting the City of Long Beach to the Ports of Long Beach and Los Angeles to central Los Angeles with connections to I-405, SR-91, I-105, I-5, SR-60 and I-10. In order to avoid residential property impacts along the corridor, the strategy for improving I-710 is to maximize the use of adjacent utility corridors and or/any other available rights -of -way. Mr. During was responsible to lead the effort to perform the utilities and Right-of-way search, utilities mapping, conflicts determination and resolution along with the development of the relocation/modification/protection strategies to minimize utility impacts to the future improvements of the I-710 mainline and the proposed freight corridor. It is anticipated that the I- 710 Corridor Project would require the relocation of approximately fifteen 220kV LADWP Transmission Towers between Firestone Boulevard and Slauson Avenue to provide room to construct the freight 25K-55 corridor. The utilities involved in this study includes but not limited to Los Angeles County Sanitation District (LACSD), Southern California Gas (SCG), Southern California Edison (SCE), City of Los Angeles Department of water and Power (LADWP), AT&T, Los Angeles County Flood Control District (LACFCD), Caltrans, etc. California High Speed Rail Authority — Palmdale to Burbank Section Environmental/Engineering Services, Southern California The Palmdale to Burbank project section will travel from the Palmdale Transportation Center southward to the Burbank Airport Station and is approximately 45 miles long. The project route alternative would tunnel under the San Gabriel Mountains. The proposed project route should be the shorter route and avoid many impacts to communities along the SR 14 corridor. However, this route alternative must be studied in depth to fully understand both community and resource impacts. The Alliance Group Consulting, as the utility lead for this segment, is responsible to perform and investigate the utilities impacts along the corridor for the Environmental Impact Studies/Environmental Impact Report (EIR/EIS). There are 3 rail alignment alternatives along with several roadway re- alignment, grade separation, access roads, etc ... to be studied along with several hundred utility lines to be mapped, evaluated and/or designed to relocate to avoid the potential conflicts from the proposed rail alignments. Many of those facilities are major/high risk utility lines such as MWD, SCE transmission, pump stations, etc ... The proposed rail alignment and the project footprint crosses several cities including Palmdale, Burbank, San Fernando Valley, San Gabriel Mountain and the County of Los Angeles. Metropolitan Water District (MWD), Pre -stressed Concrete Cylinder Pipe (PCC) Rehabilitation Project, Rialto Feeder This Rialto Pipeline conveys State Water Project water from the California Department of Water Resources' Devil Canyon Power Plant to Metropolitan's San Dimas Flow Control Facility near Live Oak Reservoir. The pipeline is approximately 30 miles long and was constructed in 1973. The pipeline passes through the Cities of San Bernardino, Rialto, Fontana, Rancho Cucamonga, Upland, Claremont, La Verne, and San Dimas and through portions of unincorporated San Bernardino and Los Angeles Counties. Approximately 16 miles of this pipeline are PCCP with diameters ranging from 96 inches to 120 inches, while the remaining 14 miles are welded steel pipe with diameters ranging from 96 inches to 120 inches. Mr. Duong, as the Project Manager from The Alliance Group Enterprise, Inc., is responsible for managing the team to perform utility investigations, conflict evaluation and relocation as needed. He's also responsible to manage the traffic engineering team to prepare traffic control plans, detour and necessary permit to provide accesses to pipeline repair and/or valve vault replacement. 25K-56 'V /� yl ,Vtp „N �d 3tions r OTETRA TECH Appendix ATTACHMENT 3-1: NON -COLLUSION AFFIDAVIT CERTIFICATIONS NON -COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA DEPARTMENT OF PUBLIC WORKS In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above Non collusion Affida of the Proposal. Signing this Proposal on the signature portion thereof shall also c e of Ih' Non -collusion Affidavit. BIDDERS are cautioned that making a false certi ion may tjhe ce ' er to criminal prosecution. Signed State of California County of Subscribed and swom to (or affirmed) before me on this day of , 20 , by proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me. See Attached Form for Notary Certificate Notary Public Signature Notary Public Seal City of Santa Ana RFP 25 n3 8 8 CALIFORNIA JURAT WITH AFFIANT STATEMENT Attached Document (Notary to cross out lines 1-6 below) 0 See Statement Below (Lines 1-6 to be completed only by document signer(s), not Notary) A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California Subscribed and sworn to (or affirmed) before me on County ofS6V1 - &N5X) this day of 14-3VCiM Cd' p 20 { 1 ,by (I> PblG�ric,�0 �YNe.1f��Z. Name of Signer proved to me on the basis of satisfactory evidence be the COLE REICHEK person who appeared before me r i tlAywawaC0 0 b (and ? Sal LUIS ObWM Cowty (2) 3t Comm � APR.12' 2023 f Name of Signer proved to me on the basis of satisfactory evidence be the person who ap red befo e.) PI.. Noury Sul Above Signature �1 SipAeturt of NOYry Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Further Description of Any Attached Document Title or Type of Document: VkOK- C-0I I t�S iOh f { FF II I& -Vk Document Date: It Number of Pages: jk.40A—to VV0 Signer(s) Other Than Named Above: 25K-59 Appendix ATTACHMENT 3-2: NON -LOBBYING CERTIFICATION CERTIFICATIONS The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: 1. No federal appropriated fiords have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. 2. If any funds other than federal appropriated fiords have been paid or will be paid to any person for influencing or attempting to influence any officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract, grant loan, loan or cooperative agreement, the undersigned shall complete and submit a "Disclosure of Lobbying Activities". This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such sub recipients shall certify and disclose accordingly. Firm Tetra Tech. Inc. Signed and Printed Name: Mauricio Argente Title Vice President Date 11/12/2019 City Appendix ATTACHMENT 3-3: NON-DISCRIMINATION CERTIFICATION CERTIFICATIONS The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows: 1. The Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Consultant shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Consultant shall, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Consultant shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Consultant shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Consultant shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6. In the event of the Consultant's non-compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 7. The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted Citygf9W% 4RFP by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a sub -consultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United States. 8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, No discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any consultant of public works violating this Section is subject to all the penalties imposed for a violation of the Chapter. Signed: Title: Vice Ems: Tetra Tech, Inc. Date: 11/12/2019 City Appendix ATTACHMENT 4 CALTRANS REQUIREMENTS City of 9"WLAPX 19-110 Local Assistance Procedures Manual Exhibit 10-02 Consultant Contract DBE Commitment EXHIBIT 10-02 CONSULTANT CONTRACT DBE COMNHTMENT 1. Local Agency: City of Santa Ana 2. Contract DBE Goal: 4-2% 3. Project Description: First Street Pedestrian Improvements PS&E 4. Project Location: Flower Street to Standard Avenue in Santa Ana, California 5. Consultant's Name: Tetra Tech, Inc. 8. Total Dollar Amount for ALL Subconsultants: $59,000 6. Prime Certified DBE: ❑ 7. Total Contract Award Amount: $399,998.31 9. Total Number of ALL Subconsultants: 1 10. Description of Work, Service, or Materials Supplied 11. DBE Certification Number 12. DBE Contact Information 13. DBE Dollar Amount The Alliance Group Enterprise, Inc. to 41797 Andy Duong, PE $59000 provide traffic signal design. 213-505-0295 Local Agency to Complete this Section $ 59000 20. Local Agency Contract QhimlhPr 14. TOTAL CLAIMED DBE PARTICIPATION 21. Federal -Aid Project Number: ATPSB1 L-5063(191) 22. Contract Execution 01l21/2020 nate 14.75 % Local Agency certifies that all DBE certifications are valid and information on IMPORTANT: Identify all DBE firms being claimed for credit, this form is complete and accurate. regardless of tier. Written tion of each listed DBE is required. 01 /07/20 12/20/2019 23. Local Agency Representative's Signature 24. Date 15. Preparer's Signature 16. Date Hayley Gilbert 714-647-5059 Mauricio Argente 805-542-9052 25. Local Agency Representative's Name 26. Phone 17. Preparer's Name 18. Phone Management Analyst Vice President 27. Local Agency Representative's Title 19. Preparer's Title DISTRIBUTION: 1. Original - Local Agency 2. Copy- Caltrans District Local Assistance Engineer (DLAE). Failure to submit to DLAE within 30 days of contract execution may result in de -obligation of federal funds on contract. ADA Notice: For individuals with sensory disabilities, this document is available in alternate formats. For information call (916) 654-6410 or TDD (916) 654- 3880 or write Records and Forms Management, 1120 N Street, MS-89, Sacramento, CA 95814. Page 1 of 2 2 5 K-64 July 23, 2015 Local Assistance Procedures Manual Exhibit 10-02 Consultant Contract DBE Commitment INSTRUCTIONS — CONSULTANT CONTRACT DBE COMMITMENT CONSULTANT SECTION 1. Local Agency - Enter the name of the local or regional agency that is funding the contract. 2. Contract DBE Goal - Enter the contract DBE goal percentage as it appears on the project advertisement. 3. Project Description - Enter the project description as it appears on the project advertisement (Bridge Rehab, Seismic Rehab, Overlay, Widening, etc). 4. Project Location - Enter the project location as it appears on the project advertisement. 5. Consultant's Name - Enter the consultant's firm name. 6. Prime Certified DBE - Check box if prime contractor is a certified DBE. 7. Total Contract Award Amount - Enter the total contract award dollar amount for the prime consultant. 8. Total Dollar Amount for ALL Subconsultants —Enter the total dollar amount for all subcontracted consultants. SUM — (DBEs + all Non -DBEs). Do not include the prime consultant information in this count. 9. Total number of ALL subconsultants — Enter the total number of all subcontracted consultants. SUM = (DBEs + all Non -DBEs). Do not include the prime consultant information in this count. 10. Description of Work, Services, or Materials Supplied - Enter description of work, services, or materials to be provided. Indicate all work to be performed by DBEs including work performed by the prime consultant's own forces, if the prime is a DBE. If 100% of the item is not to be performed or furnished by the DBE, describe the exact portion to be performed or furnished by the DBE. See LAPM Chapter 9 to determine how to count the participation of DBE firms. 11. DBE Certification Number - Enter the DBE's Certification Identification Number. All DBEs must be certified on the date bids are opened. 12. DBE Contact Information - Enter the name, address, and phone number of all DBE subcontracted consultants. Also, enter the prime consultant's name and phone number, if the prime is a DBE. 13. DBE Dollar Amount - Enter the subcontracted dollar amount of the work to be performed or service to be provided. Include the prime consultant if the prime is a DBE. See LAPM Chapter 9 for how to count f ilFpartial participation. 14. Total Claimed DBE Participation - $: Enter the total dollar amounts entered in the "DBE Dollar Amount" column. %: Enter the total DBE participation claimed ("Total Participation Dollars Claimed" divided by item "Total Contract Award Amount"). If the total % claimed is less than item "Contract DBE Goal," an adequately documented Good Faith Effort (GFE) is required (see Exhibit 15-H DBE Information - Good Faith Efforts of the LAPM). 15. Preparer's Signature - The person completing the DBE commitment form on behalf of the consultant's firm must sign their name. 16. Date - Enter the date the DBE commitment form is signed by the consultant's preparer. 17. Preparer's Name - Enter the name of the person preparing and signing the consultant's DBE commitment form. 18. Phone - Enter the area code and phone number of the person signing the consultant's DBE commitment form. 19. Preparer's Title - Enter the position/title of the person signing the consultant's DBE commitment form. LOCAL AGENCY SECTION 20. Local Agency Contract Number - Enter the Local Agency contract number or identifier. 21. Federal -Aid Project Number - Enter the Federal -Aid Project Number. 22. Contract Execution Date - Enter the date the contract was executed. 23. Local Agency Representative's Signature - The person completing this section of the form for the Local Agency must sign their name to certify that the information in this and the Consultant Section of this form is complete and accurate. 24. Date - Enter the date the DBE commitment form is signed by the Local Agency Representative. 25. Local Agency Representative's Name - Enter the name of the Local Agency Representative certifying the consultant's DBE commitment form. 26. Phone - Enter the area code and phone number of the person signing the consultant's DBE commitment form. 27. Local Agency Representative Title - Enter the position/title of the Local Agency Representative certifying the consultant's DBE commitment form. Page 2 of 2 2 5 K-6 5 July 23, 2015 Local Assistance Procedures Manual Exhibit 10-K Consultant Annual Certification of Indirect Costs and Financial Management System EXHIBIT 10-KCONSULTANT ANNUAL CERTIFICATION OF INDH2ECT COSTS AND FINANCIAL MANAGEMENT SYSTEM (Note: If a Safe Harbor Indirect Cost Rate is approved, this form is not required) Consultant's Full Legal Name: Tetra Tech, Inc. Important: Consultant means the individual or consultant providing engineering and design related services as a party of a contract with a recipient or sub -recipient of Federal assistance. Therefore, the Indirect Cost Rate(s) shall not be combined with its parent company or subsidiaries. Indirect Cost Rate: Combined Rate % OR Home Office Rate 171.44 % and Field Office Rate (if applicable)124.78 Facilities Capital Cost of Money -% (if applicable) Fiscal period * 10/1/2017 - 9/30/2018 * Fiscal period is annual one year applicable accounting period that the Indirect Cost Rate was developed (not the contract period). The Indirect Cost Rate is based on the consultant's one-year applicable accounting period for which financial statements are regularly prepared by the consultant. I have reviewed the proposal to establish an Indirect Cost Rate(s) for the fiscal period as specified above and have determined to the best of my knowledge and belief that: • All costs included in the cost proposal to establish the indirect cost rate(s) are allowable in accordance with the cost principles of the Federal Acquisition Regulation (FAR) 48, Code of Federal Regulations (CFR), Chapter 1, Part 31 (48 CFR Part 31); • The cost proposal does not include any costs which are expressly unallowable under the cost principles of 48 CFR Part 31; • The accounting treatment and billing of prevailing wage delta costs are consistent with our prevailing wage policy as either direct labor, indirect costs, or other direct costs on all federally - funded A&E Consultant Contracts. • All known material transactions or events that have occurred subsequent to year-end affecting the consultant's ownership, organization, and indirect cost rates have been disclosed as of the date of this certification. I am providing the required and applicable documents as instructed on Exhibit 10-A. Financial Management System: Our labor charging, job costing, and accounting systems meet the standards for financial reporting, accounting records, and internal control adequate to demonstrate that costs claimed have been incurred, appropriately accounted for, are allocable to the contract, and comply with the federal requirements as set forth in Title 23 United States Code (U.S.C.) Section 112(b)(2); 48 CFR Part 31.201-2(d); 23 CFR Chapter 1, Part 172.11(a)(2); and all applicable state and federal rules and regulations. Our financial management system has the following attributes: • Account numbers identifying allowable direct, indirect, and unallowable cost accounts; • Ability to accumulate and segregate allowable direct, indirect, and unallowable costs into separate cost Page 1 of 2 March 2018 25K-66 Local Assistance Procedures Manual Exhibit 10-K Consultant Annual Certification of Indirect Costs and Financial Management System accounts; • Ability to accumulate and segregate allowable direct costs by project, contract and type of cost; • Internal controls to maintain integrity of financial management system; • Ability to account and record costs consistently and to ensure costs billed are in compliance with FAR; • Ability to ensure and demonstrate costs billed reconcile to general ledgers and job costing system; and • Ability to ensure costs are in compliance with contract terms and federal and state requirement Cost Reimbursements on Contracts: I also understand that failure to comply with 48 CFR Part 16.301-3 or knowingly charge unallowable costs to Federal -Aid Highway Program (FAHP) contracts may result in possible penalties and sanctions as provided by the following: • Sanctions and Penalties - 23 CFRPart 172.1l(c)(4) • False Claims Act - Title 31 U.S.C. Sections 3729-3733 • Statements or entries generally - Title 18 U.S.C. Section 1001 • Major Fraud Act - Title 18 U.S.C. Section 1031 All A&F. Contract information: • Total participation amount S >$50M on all State and FABP contracts for Architectural & Engineering services that the consultant received in the last three fiscal periods. • The number of states in which the consultant does business is • Years of consultant's experience with 48 CFR Part 31 is • Audit history of the consultant's current and prior years (if applicable) ❑ Cognizant ICR Audit ❑ Local Gov't ICR Audit ❑ Caltrans ICR Audit ❑ CPA ICR Audit ❑ Federal Gov't ICR Audit I, the undersigned, certify all of the above to the best of my knowledge and belief and that I have reviewed the Indirect Cost Rate Schedule to determine that any costs which are expressly unallowable under the Federal cost principles have been removed and comply with Title 23 U.S.C. Section 112(b)(2), 48 CFR Part 31 23 CFRPart 172 all applicable state and federal rules and regulations. I also certify that I understand that all documentation of compliance must be retained by the consultant. I hereby acknowledge that costs that are noncompliant with the federal and state requirements are not eligible for reimbursement and must be returned to Caltrans. Name**: Mauricio Argentg Title**: Vice President Signature: Date of Certification (mm/dd/yyyy): 11/12/2019 Email**: Mau ricio.Krgente(gteiratch.com Phone Number**: 805-542-9052 **An individual executive or financial officer of the consultant's or subconsultant's organization at a level no lower than a Vice Resident, a Chief Financial Officer, or equivalent, whohas authority to represent the financial information used to establish the indirect cost rate. and Note: Both prime and subconsultants as parties of a contract must complete their own Exhibit 10-Kforms. Caltrans will notprocess local agency's invoices until a complete Exhibit 10-Kform is accepted and appraved by Caltrans Audits and Investigations. Distribution: 1) Original -Local Agency Project File 2) Copy - Consultant 3) Copy - Caltrans Audits and Investigations Page 2 of 2 March 2018 25K-67 Local Assistance Procedures Manual Exhibit 10-K Consultant Annual Certification of Indirect Costs and Financial Management System EXHIBIT 10-KCONSULTANT ANNUAL CERTIFICATION OF INDH2ECT COSTS AND FINANCIAL MANAGEMENT SYSTEM (Note: If a Safe Harbor Indirect Cost Rate is approved, this form is not required) Consultant's Full Legal Name: The Alliance Group Enterprise, Inc. Important: Consultant means the individual or consultant providing engineering and design related services as a party of a contract with a recipient or sub -recipient of Federal assistance. Therefore, the Indirect Cost Rate(s) shall not be combined with its parent company or subsidiaries. Indirect Cost Rate: Combined Rate 136.14 % OR Home Office Rate 136.14 % and Field Office Rate (if applicable) Facilities Capital Cost of Money WA % (if applicable) Fiscal period * 12/01/2018 - 12/31/2018 * Fiscal period is annual one year applicable accounting period that the Indirect Cost Rate was developed (not the contract period). The Indirect Cost Rate is based on the consultant's one-year applicable accounting period for which financial statements are regularly prepared by the consultant. I have reviewed the proposal to establish an Indirect Cost Rate(s) for the fiscal period as specified above and have determined to the best of my knowledge and belief that: • All costs included in the cost proposal to establish the indirect cost rate(s) are allowable in accordance with the cost principles of the Federal Acquisition Regulation (FAR) 48, Code of Federal Regulations (CFR), Chapter 1, Part 31 (48 CFR Part 31); • The cost proposal does not include any costs which are expressly unallowable under the cost principles of 48 CFR Part 31; • The accounting treatment and billing of prevailing wage delta costs are consistent with our prevailing wage policy as either direct labor, indirect costs, or other direct costs on all federally - funded A&E Consultant Contracts. • All known material transactions or events that have occurred subsequent to year-end affecting the consultant's ownership, organization, and indirect cost rates have been disclosed as of the date of this certification. I am providing the required and applicable documents as instructed on Exhibit 10-A. Financial Management System: Our labor charging, job costing, and accounting systems meet the standards for financial reporting, accounting records, and internal control adequate to demonstrate that costs claimed have been incurred, appropriately accounted for, are allocable to the contract, and comply with the federal requirements as set forth in Title 23 United States Code (U.S.C.) Section 112(b)(2); 48 CFR Part 31.201-2(d); 23 CFR Chanter 1, Part 172.11(a)(2); and all applicable state and federal rules and regulations Our financial management system has the following attributes: • Account numbers identifying allowable direct, indirect, and unallowable cost accounts; • Ability to accumulate and segregate allowable direct, indirect, and unallowable costs into separate cost Page 1 of 2 March 2018 25K-68 Local Assistance Procedures Manual Exhibit 10-K Consultant Annual Certification of Indirect Costs and Financial Management System accounts; • Ability to accumulate and segregate allowable direct costs by project, contract and type of cost; • Internal controls to maintain integrity of financial management system; • Ability to account and record costs consistently and to ensure costs billed are in compliance with FAR; • Ability to ensure and demonstrate costs billed reconcile to general ledgers and job costing system; and • Ability to ensure costs are in compliance with contract terms and federal and state requirement Cost Reimbursements on Contracts: I also understand that failure to comply with 48 CFR Part 16.301-3 or knowingly charge unallowable costs to Federal -Aid Highway Program (FAHP) contracts may result in possible penalties and sanctions as provided by the following: • Sanctions and Penalties - 23 CFRPart 172.11(c)(4) • False Claims Act - Title 31 U.S.C. Sections 3729-3733 • Statements or entries generally - Title 18 U.S.C. Section 1001 • Major Fraud Act - Title 18 U.S.C. Section 1031 All A&F. Contract information: • Total participation amount S on all State and FAHP contracts for Architectural & Engineering services that the consultant received in the last three fiscal periods. • The number of states in which the consultant does business is 01 • Years of consultant's experience with 48 CFR Part 31 is 03 • Audit history of the consultant's current and prior years (if applicable) ❑ Cognizant ICR Audit ❑ Local Gov't ICR Audit El Caltrans ICR Audit ❑ CPA ICR Audit ❑ Federal Gov't ICR Audit I, the undersigned, certify all of the above to the best of my knowledge and belief and that I have reviewed the Indirect Cost Rate Schedule to determine that any costs which are expressly unallowable under the Federal cost principles have been removed and comply with Title 23 U.S.C. Section 112(b)(2), 48 CFR Part 31 23 CFRPart 172 and all applicable state and federal rules and regulations. I also certify that I understand that all documentation of compliance must be retained by the consultant. I hereby acknowledge that costs that are noncompliant with the federal and state requirements are not eligible for reimbursement and must be returned to Caltrans. Name**: Andy Duong Signature: AnJu V1Wn Email**' Andy.Duong@ta orp.com Title**: President Date of Certification (mm/dd/yyyy): Phone Number**: 213.505.0295 12/20/2019 "An individual �ecutive or financial officer of the consultant's or subconsultant's organization at a level no lower than a Vice President, a Chief Financial Officer, or equivalent, who has authority to represent the financial information used to establish the indirect cost rate. Note: Both prime and subconsultants as parries of a contract must complete their own Exhibit 10-Kforms. Caltrans will not process local agency's invoices until a complete Exhibit 10-K form is accepted and approved by Caltrans Audits and Investigations. Distribution: 1) Original -Local Agency Project File 2) Copy - Consultant 3) Copy - Caltrans Audits and Investigations Page 2 of 2 March 2018 25K-69 v PROPOSAL FOR III III First Street PEDESTRIAN IMPRbVEMENTS RFP NO.: 19-110 ..Y '�a.r �..r• l � G . 0,. f�> 25 Local Assistance Procedures Manual EXHIBIT 10-H1 Cost Proposal EXIIIBIT 10-H1 COST PROPOSAL Page I of ACTUAL COST -PLUS -FLIED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (DESIGN, ENGINEERING AND ENVIRONMENTAL STUDIES) Note: Mark-ups are Not Allowed ❑� Prime Consultant ❑ Subconsultant ❑ 2' Tier Subconsultant Consultant Tetra Tech, Inc. Project No. RFP No. 19-110 Contract No. TBD Date 12/20/2019 DIRECT LABOR Classification/Title Name Hours Actual Hourly Rate Total Princi al -In -Char a Mauricio Argente 15.50 $ 115.15 $ 1784.83 Technical Adviser* Jason Fussel 49 $ 87.12 $ 4268.88 Project Manager* Nate Schreiner 201 $ 67.50 $ 13567.50 Project En ineer* Justin Smith 389 $ 46.25 $ 17991.25 LABOR COSTS Note: See the attached sheet for additional direct labor totals. 109699.91 a) Subtotal Direct Labor Costs $ b) Anticipated Salary Increases (see page 2 for calculation) $ 0.00 c) TOTAL DIRECT LABOR COSTS [(a) + (b)] $ 109699.91 INDIRECT COSTS d) Fringe Benefits (Rate_ 0 %) e) Total Fringe Benefits [(c) x (d)] $ Overhead (Rate: g) Overhead [(c) x (0] $ 188069.53 1(c) x 01+ $ j) TOTAL INDIRECT COSTS [(e) + (g) + (i)] $ 188069.53 FIXED FEE k) TOTAL FIXED FEE [(c) + 0)] x fixed fee 13.5 %] $ 40198.87 1 CUNSUL'1'AN'1'S U'fHEK D1KLC'1' COSTS(UDC — ITEMIZE (Add additional pages Ii necessary) Description of Item Ouantity Unit Unit Cost Total Mileage Costs $ $3to Equipment Rental and Supplies $ Permit Fees $ $ Plan Sheets $ $ 2720 Test $ 1) TOTAL OTHER DIRECT COSTS m) SUBCONSULTANTS' COSTS (Add additional pages if necessary) Subconsultant 1: The Alliance Group Enterprise, Inc. Subconsultant 2: Subconsultant 3: Subconsultant 4: 3030 $ 59000.00 m) TOTAL SUBCONSULTANTS' COSTS $ 59000.00 n) TOTAL OTHER DIRECT COSTS INCLUDING SUBCONSULTANTS [(1)+(m)] $ 62030.00 TOTAL COST [(c) + 0) + (k) + (n)] $ 399998.31 NOTES: 1. Key personnel must be marked with an asterisk (*) and employees that are subject to prevailing wage requirements must be marked with two asterisks (* *). All costs must comply with the Federal cost principles. Subconsultams will provide their own cost proposals. 2. The cost proposal format shall not be amended. Indirect cost rates shall be updated on an annual basis in accordance with the consultant's annual accounting period and established by a cognizant agency or accepted by Caltrans. 3. Anticipated salary increases calculation (page 2) must accompany. Page 1 of 9 2 5 K-7 2 January 2018 Exhibit 10-H1 Cost Proposal Attachment Consultant: Tetra Tech Project No: RFP No. 19-110 Date: 12/20/2019 DIRECT LABOR CONTINUED Classification/Title Name Hours Actual Hourly Rate Total Land Surveyor* Dan Helt 8 $69.67 $557.36 Mid. Roadway Engineer* Tyler Parra 376 $42.31 $15,908.56 Mid. Drainage/LID Engineer* Chris Jansen 288 $40.00 $11,520.00 Mid. Civil Designer Anthony Ramos 340 $34.68 $11,791.20 Jr. Civil Designer Manuel Leon 140 $30.21 $4,229.40 CAD Designer David Lopez 440 $29.81 $13,116.40 Survey Office Technician I Mark Lawler 1 28 1 $37.25 $1,043.00 2-Person Survey Crew(Prevailing Wage)** 2-Person Survey Crew 112 $102.27 $11,454.24 2-Person Survey Crew (Travel) 2-Person Survey Crew 14 $77.92 $1,090.88 Project Assistant Carol Kondo 49 $28.09 $1,376.41 Total $72,087.45 25K-73 Local Assistance Procedures Manual EXHIBIT 10-H1 Cost Proposal EXHIBIT 10-H1 COST PROPOSAL Page 2 of 3 ACTUAL COST -PLUS -FEED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (CALCULATIONS FOR ANTICIPATED SALARY INCREASES) 1. Calculate Average Hourly Rate for 1st year of the contract (Direct Labor Subtotal divided by total hours) Direct Labor Subtotal per Cost Proposal $250,000.00 Total Hours per Cost Proposal 5000 = Avg 5 Year Hourly Contract Rate Duration $50.00 Year 1 Avg Hourly Rate 2. Calculate hourly rate for all years (Increase the Average Hourly Rate for a year by proposed escalation % Avg Hourly Rate Proposed Escalation Year 1 $50.00 + 2% _ $51.00 Year 2 Avg Hourly Rate Year 2 $51.00 + 2% _ $52.02 Year 3 Avg Hourly Rate Year 3 $52.02 + 2% _ $53.06 Year 4 Avg Hourly Rate Year 4 $53.06 + 2% _ $54.12 Year 5 Avg Hourly Rate 3. Calculate estimated hours per year (Multiply estimate % each year by total hours) Estimated % Completed Each Year Year 1 20.0% Year 2 40.0% Year 3 15.0% Year 4 15.0% Year 5 10.0% Total 100% Total Hours per Cost Proposal * 5000 * 5000 * 5000 * 5000 * 5000 Total Total Hours per Year 1000 2000 750 750 500 5000 Estimated Hours Year 1 Estimated Hours Year 2 Estimated Hours Year 3 Estimated Hours Year 4 Estimated Hours Year 5 4. Calculate Total Costs including Escalation (Multiply Average Hourly Rate by the number of hours) Avg Hourly Rate Estimated hours (calculated above) (calculated above) Year 1 $50.00 1000 Year 2 $51.00 2000 Year 3 $52.02 750 Year 4 $53.06 750 Year 5 $54.12 500 Total Direct Labor Cost with Escalation Direct Labor Subtotal before Escalation Estimated total of Direct Labor Salary Increase Cost per Year $50,000.00 $102,000.00 $39,015.00 $39,795.30 $27,060.80 $257,871.10 $250,000.00 Estimated Hours Year 1 Estimated Hours Year 2 Estimated Hours Year 3 Estimated Hours Year 4 Estimated Hours Year 5 Transfer to Page 1 $7,871.10 NOTES: L This is not the only way to estimate salary increases. Other methods will be accepted if they clearly indicate the % increase, the # of years of the contract, and a breakdown of the labor to be performed each year. 2. An estimation that is based on direct labor multiplied by salary increase % multiplied by the # of years is not acceptable. (i.e. $250,000 x 2% x 5 yrs= $25,000 is not an acceptable methodology) 3. This assumes that one year will be worked at the rate on the cost proposal before salary increases are granted 4. Calculations for anticipated salary escalation most be provided. Page 2 of 9 2 5 K-74 January 2018 Local Assistance Procedures Manual EXHIBIT 10-HI Cost Proposal EXHIBIT 10-H1 LOST PROPOSAL Page 3 of 3 Certification of Direct Costs: I, the undersigned, certify to the best of my knowledge and belief that all direct costs identified on the cost proposal(s) in this contract are actual, reasonable, allowable, and allocable to the contract in accordance with the contract terms and the following requirements: 1. Generally Accepted Accounting Principles (GAAP) 2. Terms and conditions of the contract 3. Title 23 United States Code Section 112 - Letting of Contracts 4. 48 Code of Federal Regulations Part 31 -Contract Cost Principles and Procedures 5. 23 Code of Federal Regulations Part 172 -Procurement, Management, and Administration of Engineering and Design Related Service 6. 48 Code of Federal Regulations Part 9904 -Cost Accounting Standards Board (when applicable) All costs must be applied consistently and fairly to all contracts. All documentation of compliance must be retained in the project files and be in compliance with applicable federal and state requirements. Costs that arc noncompliant with the federal and state requirements are not eligible for reimbursement. Local governments are responsible for applying only cognizant agency approved or Caltrans accepted Indirect Cost Rate(s). Prime Consultant or Subconsultant Certifying: Name: Mauricio Ar Signature Email: Mau icio.A eMle@tetratch.com Title *: Vice President Date of Certification (mm/dd/yyyy): 12/20/2019 Phone Number: 805-542-9052 Address: 17885 Von Karman Ave. Ste. 500, Irvine, CA 92614 *An individual executive or financial officer of the consultant's or subconsultant's organization at a level no lower than a Vice President or a Chief Financial Officer, or equivalent, who has authority to represent the financial information utilized to establish the cost proposal for the contract. List services the consultant is providing under the proposed contract: Civil and traffic design services for pedestrian improvements project. Page 3 of 9 2 5 K-7 5 January 2018 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE APPROVE AN AGREEMENT AMENDMENT WITH ARAMARK CORRECTIONAL SERVICES IN THE AMOUNT OF $500,000 FOR INMATE FOOD AND COMMISSARY SERVICES {STRATEGIC PLAN NO 1, 3A} /s/Kristine CITY MANAGER CLERK OF COUNCIL USE ONLY: _••e• ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO I2I111a011111LTA 1:1g11 RECOMMENDED ACTION Authorize the City Manager to execute an amendment to an agreement with Aramark Correctional Services to provide inmate food and commissary services for the period of February 1, 2020 through June 30, 2020, for a total -not -to -exceed amount of $500,000 (including a $35,000 contingency), subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION On October 6, 2016 the Police Department issued a Request for Proposals (RFP #16-128) for contracted food service and inmate commissary. The City Council awarded the agreement to Aramark on April 18, 2017. Aramark currently provides meal preparation for Santa Ana Jail inmates, operation of the Police Department cafeteria (Code 7), and operation of the inmate commissary program. Commissary services enable those in custody to purchase a variety of hygiene and food items. The Sana Ana Jail houses approximately 400 inmates per day. The Santa Ana Jail's current three-year agreement is for a total amount of $2,945,696 and expires on January 31, 2020. An RFP process is currently underway to identify the best market terms for inmate food and commissary services to result in a long-term agreement effective July 1, 2020. This amendment is necessary to provide continuity of service for inmate food, Code 7, and commissary operations upon the expiration of current agreement (Exhibit 1). Aramark Correctional Services has agreed to provide interim services identical to the agreement currently in place through June 30, 2020, with an adjustment of 5 percent to the current per -meal cost. This will increase the per meal cost from $ 2.38 per meal to $ 2.50 per meal. The $500,000 agreement amount includes a $35,000 contingency to cover increases in the Jail's average daily population, and additional food services as needed. The proposed agreement, upon execution, may be terminated without cause by either party upon ninety (90) days' written notice. Aramark has been responsive and accommodating in the servicing of the current agreement, and staff recommends approval of this interim agreement while the RFP process in completed. 25L-1 Agreement with Aramark Correctional Services January 21, 2020 Page 2 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal # 1 - Community Safety, Objective 3 (promote fiscal accountability to ensure financial responsibility at all levels of the organization), Strategy 3A (continuously evaluate and assess fiscal aspect of service delivery to ensure that the Police Department provides programs and services efficiently and effectively). FISCAL IMPACT Funds are available in the Jail Operations Contract Services account (no. 01114475-62300) account for fiscal year 2019-20. APPROVED AS TO FUNDS AND ACCOUNTS: David Valentin Kathryn Downs, CPA Chief of Police Executive Director Santa Ana Police Department Finance & Management Services Agency Exhibit: 1. Second Amendment to Agreement with Aramark for inmate commissary and food services 25L-2 Exhibit 1 SECOND AMENDMENT 'I FOR THIS SECOND AMENDMENT to the above -referenced agreement is entered into on this 21" Day of January 2020, by and between ARAMARK Correctional Services, LLC, a Delaware Limited Liability Company ("ARAMARK"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. The parties entered into an Agreement No. A-2017-077 dated February 1, 2017 ("Agreement"), by which ARAMARK agreed to provide inmate commissary and food services at the Santa Ana Detention Facility. The Agreement was approved by the City Council on April 18, 2017. The term of the Agreement is in effect until January 31, 2020. B. On November 21, 2017, the City and Aramark entered into a First Amendment to the Agreement (A-2017-333) in which the parties amended the Agreement to include additional funding regarding negotiated rates related to the transition of the Santa Ana City Jail ("Jail") from a Type II Housing Facility to a Temporary Holding Facility as of January 1, 2018. C. The parties now seek to further amend the Agreement to extend the term through the remainder of the City's current fiscal year and to include additional funding to support the negotiated rates and allow continuation of food services at the Santa Ana Detention Facility pursuant to Consumer Price Index (CPI) increases allowed for under the Agreement. The Parties therefore agree: Section 2, Compensation — A. Food Service — subsection a., is amended to increase the overall compensation by $500,000, which includes a contingency amount of $35,000 to pay for additional services per the sole direction of the City. The total not to exceed amount of the Agreement is $3,445,696. 2. Pursuant to Section 2, Compensation —A. Food Service —subsection c., the parties agree to the following rates for the City regarding the increase in rates: City of Santa Ana, California Effective February 1, 2020 until June 30, 2020 Average NUMBER OF PRICE MEALS Served" 1 99 $5.950 #22823vl Page 1 of 2 25L-3 3. Section 3, Term, is amended to extend the term of the Agreement through June 30, 2020. 4. Except as modified by this Second Amendment, all other terms and conditions of the Agreement and the First Amendment, shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to the Agreement on the date and year first written above. ATTEST DAISY GOMEZ Clerk of the Council APPROVED AS TO FORM SONIN-N A RCARVALHO City �r By: _ B[ GOSIAN Assistant City Attorney RECOMMENDED FOR APPROVAL DAVID VALENTIN Chief of Police CITY OF SANTA ANA KRISTINE RIDGE City Manager ARAMARK A By: MARK R. ADAMS /-13-302-0 Title: VP Finance, CFO Page 2 of 2 #22823v1 25L-4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE ADOPT A RESOLUTION SUPPORTING EXTENSIONS OF THE OC STREETCAR (NONGENERAL FUND) {STRATEGIC PLAN NOS. 3, 2C, 413; 6, 1G} /s/Kristine Ridge CITY MANAGER CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2" ° Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CK�7►111�1�1q�iC�7 FILE NUMBER RECOMMENDED ACTION Adopt a resolution supporting the extensions of the OC Streetcar north on Harbor Boulevard to the Anaheim Resort Area and the Platinum Triangle, and south on Bristol Street with connections to the John Wayne Airport. DISCUSSION Since 2008, the cities of Santa Ana and Garden Grove have worked collaboratively with the Orange County Transportation Authority (OCTA) on the OC Streetcar (Project). The Project will extend the reach of Metrolink rail service by constructing a streetcar that will provide connectivity between the Santa Ana Regional Transportation Center, through downtown Santa Ana, and ultimately to a new transportation hub near Harbor Boulevard and Westminster Avenue in the cities of Santa Ana and Garden Grove. With Harbor Boulevard being a critical public transportation corridor, consisting of the busiest bus corridor in the county, there is clearly an opportunity to implement a high -quality and high -capacity transit alternative. Additionally, the OC Streetcar Project will greatly benefit commuters throughout the county who work in historic Downtown Santa Ana and Civic Center, one of the largest employment centers in Orange County. The OC Streetcar is on track to begin operations in 2022. With nearly 30 percent of Orange County's population and over 25 percent of the County's jobs located in the cities of Santa Ana, Garden Grove, and Anaheim, an extension of the OC Streetcar route north from the Harbor/Westminster Hub would efficiently support job centers in these three cities, as well as help to alleviate worsening traffic conditions. In 2018, OCTA, in collaboration with the cities of Santa Ana, Anaheim, Garden Grove, and Fullerton, completed the Central Harbor Boulevard Transit Corridor Study. The study included several northerly extension options, one of which included a terminus near Katella Avenue. Given the completed transit study and the alternatives that were evaluated, an environmental study for an extension project in this corridor is a logical next step. The recommended Resolution (Exhibit 1) demonstrates City Council support to extend the OC Streetcar Project to the Anaheim Resort and advance the environmental study into the next phase. 55A-1 Adopt Resolution Supporting Extensions of OC Streetcar January 21, 2020 Page 2 Additionally, OCTA is collaborating with the cities of Santa Ana, Costa Mesa, Newport Beach and Irvine for the Bristol Street Transit Corridor Study. This study is looking at transit options along the Bristol Street corridor with connections to the John Wayne Airport. The recommended Resolution also demonstrates City Council support to extend the OC Streetcar Project to John Wayne Airport with the completion of the current study and environmental study in the next phase. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet the following Strategic Plan Goals: 1. Goal #3 — Economic Development, Objective #2 (create new opportunities for business/job growth and encourage private development through new General Plan and Zoning Ordinance policies), Strategy C (support business development and job growth along transit corridors through the completion of critical transit plans/projects including: The Fixed Guideway Project, Santa Ana Regional Transportation Center Master Plan, Complete Streets and General Plan Circulation Element update). 2. Goal #3 — Economic Development, Objective #4 (continue to pursue objectives that shape downtown Santa Ana into a thriving, culturally diverse, shopping, dining, and entertainment destination), Strategy B (create a comprehensive program to manage parking that includes innovative strategies to provide parking, create revenue and enhance accessibility in the downtown). 3. Goal #6 — Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy G (develop and implement the City's Capital Improvement Program in coordination with the Community Investment and Deferred Maintenance Plans; [e.g., transit vision, street car, fixed guideway project, SARTC master plan, Bristol Street widening, neighborhood streets, traffic improvements, park facilities, sport fields, soccer fields, senior centers, bike master plan, etc.]). ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT There is no fiscal impact associated with this action. Nabil Saba, PE Acting Executive Director Public Works Agency NS/EWG/JG/ST/HG Exhibit: 1. Resolution 55A-2 RESOLUTION NO. 2020- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA IN SUPPORT OF EXTENSIONS OF THE OC STREETCAR 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. Nearly 30 percent of Orange County's population reside in the Cities of Santa Ana, Garden Grove, and Anaheim ("Cities"), and over 25 percent of Orange County jobs are in the Cities. B. Increasing population and employment growth in the region and Orange County emphasize the critical need to improve infrastructure and expand travel options. C. Better access to jobs offers new opportunities for residents to continue to live, work, and thrive in Orange County. D. The Cities strongly desire to improve access to jobs in central Orange County by strengthening public transportation systems. E. Harbor Boulevard and Bristol Street are critical public transportation corridors used by residents and workers for access to jobs and schools throughout central Orange County. F. The Orange County Transportation Authority ("OCTA") will soon complete the OC Streetcar that will extend the reach of Metrolink service by connecting the Santa Ana Regional Transportation Center to a new transportation hub near Harbor Boulevard and Westminster Avenue in the Cities of Santa Ana and Garden Grove. G. The OC Streetcar will greatly benefit commuters throughout the county who work in historic downtown Santa Ana and Civic Center, one of the largest employment centers in Orange County. H. OCTA completed a study in 2018 that considered, among other options, extending the OC Streetcar north on Harbor Boulevard to the Anaheim Resort area to connect to job centers in Santa Ana, Garden Grove, and Anaheim. 55A-3 Resolution No. 2020 OCTA is conducting a study that is considering, among other options, extending the OC Streetcar south on Bristol Street to the John Wayne Airport area to connect to job centers in Santa Ana, Costa Mesa, Newport Beach and Irvine. J. The Cities believe an OC Streetcar extension to the Anaheim Resort area should move forward as expeditiously as possible to provide community benefits, improve public transportation services, and capture future state and federal funds for project implementation. K. Santa Ana also believes an OC Streetcar extension to the John Wayne Airport should move forward as expeditiously as possible to provide community benefits, improve public transportation services, and capture future state and federal funds for project implementation. Section 2. Based upon the above referenced recitals, and all details specified in the accompanying Request for Council Action, and each of them, the City of Santa Ana hereby supports extensions of the OC Streetcar, and requests that OCTA provide funding to advance appropriate project development efforts for OC Streetcar extensions to the Anaheim Resort and John Wayne Airport areas. Section 3. Additionally, the City of Santa Ana is committed to complementary street improvements and land uses that will further strengthen potential ridership and state/federal funding opportunities for OC Streetcar extensions. Section 4. This Resolution shall take effect immediately upon its adoption by the City Council, and the Clerk of the Council shall attest to and certify the vote adopting this Resolution. ADOPTED this day of .12020. Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By: _ SjAt:� Ryan O. odg Assistant City Attorney Resolution No. 2020-_ 55A-4 /_\7: Ra1IH ,I TM NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, Daisy Gomez, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2020- to be the original resolution adopted by the City Council of the City of Santa Ana on January 21, 2020. Date: Clerk of the Council City of Santa Ana 55A-5 Resolution No. 2020 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE: ORDINANCE SECOND READING: APPROVING DEVELOPMENT AGREEMENT NO. 2018-01 WITH AC 2525 MAIN, LLC AND AMENDMENT APPLICATION NO. 2018-10 TO ESTABLISH SPECIFIC DEVELOPMENT NO. 93 (SD-93) FOR 2525 NORTH MAIN STREET; OR DIRECT STAFF TO PREPARE AN INITIATIVE MEASURE FOR CITY COUNCIL CONSIDERATION AT THE NEXT REGULAR MEETING {STRATEGIC PLAN NO. 3,21 /s/Kristine CITY MANAGER CLERK OF COUNCIL USE ONLY: UTION ffeAWW ❑ As Recommended ❑ As Amended ❑ Ordinance on 111 Reading ❑ Ordinance on 2n° Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER RECOMMENDED ACTION It is recommended that the City Council consider one of the following options: 1. Conduct second readings of the ordinances and adopt M 2. Discuss and direct staff to prepare an initiative measure for City Council consideration at the next regular meeting to submit the proposed zone change and development agreement to the voters of Santa Ana in accordance with California Elections Code Section 9222. DISCUSSION This proposed second readings of the ordinances was continued from the City Council regular meeting of December 17, 2019. At the December 17th meeting, a member of the public submitted two pages from a 51-page economic analysis and the City Council asked staff to review the submission and agendize the second readings at a subsequent meeting. On December 19, 2019, staff provided the City Council a written memorandum addressing the two -page submission. (Exhibit 1). The two -page submission was an excerpt from a Concord Group 51-page economic analysis commissioned by the applicant. The project identified in the analysis , also referred to as "2525 Main," was a project located in the City of Irvine within the Irvine Business Complex (IBC). The applicant submitted the Concord Study as part of its project application. 60A-1 Second Reading: Development Agreement No. 2018-01/Amendment Application No. 2018-10; or Direct Staff to Prepare an Initiative Measure for City Council Consideration January 21, 2020 Page 2 Since the December 17th City Council meeting, two significant developments have come to light. On December 19, 2019, Santa Ana Citizens for Responsible Development (SACRD) filed a petition for complaint and declaratory relief with the Superior Court of California alleging a violation of the California Environmental Quality Act (CEQA) by the City, the applicant, and the Discovery Cube. In addition, members of the City Council have sought information on how to submit the zone change and development agreement to the voters of Santa Ana as an initiative measure. These two issues are further discussed below. 2019 SACRD CEQA Petition: SACRD has filed a lawsuit alleging the City violated CEQA by not adequately studying potential environmental impacts to adjacent neighborhoods. The City is named as the defendant and the developer and Discovery Cube are named as real parties in interest. The developer's attorney is preparing a defense of this lawsuit as the developer agreed to defend and indemnify the City. City Council Initiative Measure: In accordance with California Election Code Section 9222, the City Council may direct staff to prepare and submit an initiative measure putting the approval of the zone change and development agreement to the voters of Santa Ana. The submission process has preparation requirements and deadlines dictating when the issue may be submitted to the voters either as a special election or as part of a regular election. Based on the requirements and deadlines, a special election can be held in June, July or August 2020. The total cost of putting an initiative measure to the voters at a special election will come at an estimated cost of $650,000 or more and the costs would be entirely borne by the City. The alternative to a special election is to prepare an initiative measure for the next regular election on November 3, 2020. This would eliminate the cost to the City associated with calling for a special election. If the City Council desires to pursue the initiative alternative, the City Council should direct staff to prepare the proposed ballot measure and resolutions calling for an election. STRATEGIC PLAN ALIGNMENT Approval of this item supports Goal No. 3 - Economic Development, Objective No. 2 (create new opportunities for business/job growth and encourage private development through new General Plan and Zoning Ordinance policies). Daisy Gomez Clerk of the Council Sonia Carvalho City Attorney 60A-2 Second Reading: Development Agreement No. 2018-01/Amendment Application No. 2018-10; or Direct Staff to Prepare an Initiative Measure for City Council Consideration January 21, 2020 Page 3 Minh Thai Executive Director Planning and Building Agency Exhibits: 1. December 19, 2019, Staff Memorandum to City Council and Attachments 2. Ordinance No. NS-2979 3. Ordinance No. NS-2980 60A-3 EXHIBIT 1 MEMORANDUM To: Honorable Mayor and City Council City Manager Ridge From: Minh Thai, Executive Director Planning and Building Agency Date: December 19, 2019 Subject: 2525 N. Main Project 2nd Reading of December 17, 2019 Follow During the City Council 2nd reading discussion regarding the 2525 N. Main project on December 17, 2019, questions were raised regarding a two -page submission (Attachment 1) by a member of the public. Below is a clarification of the two -page submission in a Q & A format. Question 1: From what document did the two -page submission come from? Response: The two -page submission is an excerpt from a 51-page economic analysis completed by the Concord Group ("Concord Study' or "Study') commissioned by the applicant. The Study was submitted by the applicant as part of their project application. Question 2: What information is represented on the submitted pages? Response: The first page is the title page of the Study. The second page is part of a two -page exhibit shown in the Study identifying the existing inventory as well as the location and construction status of multifamily development projects in the local market area. The complete exhibit is shown on pages 16 and 17 of the Study. See Attachment 2. Question 3: The table in the excerpt identified "Map Key" No. 6 as a project located at "2525 Main St." consisting of 272 units under construction with a forecasted completion year of 2019. Is this the same project being considered by the City Council? Response: No. The project identified in the Study is a project located in the City of Irvine within the Irvine Business Complex (IBC). Question 4: Did the City Council receive a copy of the Concord Study? Response: Yes. The Concord Study was delivered to the City Council as Exhibit 10 to the February 5, 2019, City Council RFCA for the project. Attachment 3 is a complete copy of the Study. 60A-4 Attachment 1 Two -Page Excerpt Submitted by a Member of the Public at the 2nd Reading on 12/17/19 60A-5 a 9 b � r 6) LU N >" V~i.Cj O F- < to _0 2 W w 0 � Y O z 0 �`CL LU s F C Y V � i:l •J a M 41 Y Q R C m x^ rJ O Z V ry W n y N N N C' � I^ N C MW' Ile C O Y M Nx W N C rJ O M O w x w^ O h M D h 1 O Oo ,ri h M Y M1 O 1 Y r M r e f�l 1 N N n N M b �} -- r i N N m H L J L Y L L q p vV1 O G p O O C C G C OG C 'a �uuvU�eui d d d d d L L G d L eee a°g C i s c c c < U ' oi e 7 s e a E V d ` E _ c v 72 C V [L c 3'�`��rllmsalz�cc`3c Y L• N y v �`� `✓ F< -ZG C c s O L 60A-7 - Attachment 2 The Complete Exhibit • 1 M • MIR. Map Rate Projeet Name Units 1 N. 182 2 Hleven10 West 260 3 Metrop.liaH 334 4 2851 AltPky 110 5 Th. Westerly 388 6 2525 Main St ZI 9 16M N Main St 48 8 2055 Main St 198 9 Santa Ana 601 10 The Heritage Village 1,221 11 515 N Sycamore St 40 12 27 Hwdred 247 13 Legado atThe Met 298 14 Chapman 277 15 City F. 331 16 v9v Taws AMcoaaay itd 262 17 Th. Pistoia 391 Source: Exhibit l-713 17590.00 Man.: Al L 11/12/17 EX=lT I 7A DEVELOPMENT PIPELINE - LOCATION COMPETITIVE MARKET AREA NOWER 2017 C0l0r=6ta tos Orange a nm ElM.tlene h uuOess Nr orange = Yel,r A[=1.l.=U/C r,p.eed eq North Tuelin �.i v' $ an'resin riun¢ Santa Ana F. eh,.rs ¢.n Sam AnnZ ® Tustin Q ' .ours— 3 v 9,,,f 9jrrF N nn�c,nnn,. o-.. ,wcr,eev�n.E Syorty Pe,k v _dine., hue fj,", +vc a• S .,- n.�..en,.,ar,a so�h.onsx mrran South Coast Plaza +,- O r$ usirvFss p ryr onnl An,k `a `� IrvineLV _V. John Wayne nao'a+¢n.mgie moon�� m THE CONCORD GROUP 16 60A-9 C.I. — Status Yell.—U/C Parple =Reposed Map Key ProjeetName Riuna Wood Partners Elevenl0 West The Plceme Group, Inc Metropolis If Garden Communities Of California 2951 Alton Pky PLC Apartments, LLC Ike Westerly StrcetLights Residential 2525 Main St — 1666NMain St — 2055 Main St LBA Realty Santa Ana Wermers Properties The Heritage Village Alliance Residential Company 515 N Sycamore St — 27 Hundred Recapero &Associates Legodo at The Met Legado Companies Chagnon Caeed.ov Partners City Plaza Greerdaw Partners 999 Toaw Id Cowhy M Weston. RepdUes Ike Pistoia arat Far East 175W.00 Marro: Pipe-D 11/12/17 E3CM=I-'/B DEVELOPMENT PIPELINE - DETAIL COMPEPITIVE MARKET AREA NOV TUBER 201/ Street Address 301 Jeanette Ln 1110 W Town and County Rd 2100 Sullivan 2851 Alton Pky 2792 Main St 2525 Main St 16M N Main St 2055 Main St 16W EFirst St 2001 E Dyer Rd 515 N Sycamore St 27M N Main St 200 E First American Way 38N Chapman Ave I City Blvd 999 Town And County Rd 2581 Kelvin Ave Est. Mk[. Units % Deevery Projeeti® of Market Rate Units Elev. Status Entry Total MId. Likely 201/ 2018 20" 2020 2021 'IZ': 4 U/C 2019 182 182 1W1. 182 5 U/C 2018 260 260 100% 260 4 U/C 2019 334 334 100% 334 4 U/C 2019 190 190 100Yo 190 5 U/C 2019 388 388 100% 388 5 U/C 2019 272 272 100% 272 5 Reposed 2018 48 48 80% 38 5 Reposed 2019 178 178 80"/0 142 '/ Reposed 2019 601 601 25% 150 9 Roposed 2019 1,221 1,221 501. 150 6 Reposed 2020 40 40 80% 32 9 Reposed 2020 249 249 80% 198 5 Reposed 2020 278 278 25% 90 5 Reposed 2020 277 277 80% 222 5 Reposed 2021 331 331 50% 5 Reposed 2021 262 M2 50% 5 Reposed 2021 391 371 50% Total: Sf4W 5,460 65% 182 298 1,60/ 521 182 260 334 170 388 2/2 38 142 150 461 611 32 198 /0 222 166 IN 131 131 186 186 THE CONCORD GROUP 11 60A-10 Attachment 3 The Complete Concord Group Study 60A-11 AL 4W THE CONCORD GROUP IV 369 SAN MIGUEL DRIVE, SUITE 265 NEW PORT BEACH, CALIFORNIA 92660 PHONE 949.717.6450 251 KEARNY STREET, 0 FLOOR SAN FRANCISCO, CALIFORNIA 94108 PHONE 415.397.5490 641 LEXINGTON AVENUE, SUITE 1400 NEw YORK, NEw YORK 10022 PHONE 646.354.7090 1170 PEACHTREE ST NE. SUITE 1200 ATLANTA, GEORGIA 30309 PHONE 404.437.4507 EXHIBIT 10 ECONOMIC ANALYSIS 2525 NORTH MAIN STREET EIR NO. 2018-01, DA NO. 2018-01, GPA NO. 2018-06, AA NO. 2018-10 MARKET FEASIBILITY ASSESSMENT AND FINAL REPORT PREPARED FOR: FISCAL IMPACT ANALYSIS FOR AN DECEMBER 11, 2017 AC 2525 MAIN ST. LLC APARTMENT DEVELOPMENT AT 2525 MAIN STREET, SANTA ANA, CA 60A-12 4W THE CONCORD GROUT' 1W LIST OF EXHIBITS I. SUPPLY / DEMAND OUTLOOK M. SITE SPECIFIC ANALYSIS 1. Regional Location 1. Local Setting 2. Jobs 2. Site Plan A. Total 3. Recommendations B. Commute 4. Rent to Size Positioning 3. Demographics A. Overall A. Overall B. Studio/One-Bedroom B. Renters C. Two -Bedroom 4. Building Permits 5. Macro Market Metrics IV. Fiscal Impact A. Scale B. Occupancy & Rents APPENDIX C. Rent vs. Own A. Survey —Competitive Inventory 6. General Apartment Demand B. Demand Model A. Demand Estimate C. Prizm Lifestyle Segmentation B. Segmentation / Renter Profile 7. Development Pipeline A. Location B. Detail 8. Supply vs Demand D. COMPETITIVE SET 1. Inventory A. Location B. Performance C. Vacancy by Unit Type D. Floor PlanMix E. Amenities AC 2525 MAIN ST. LLC 17590.00 11112/II November 2017 Santa Ana, CA 2 60A-13 11 12 17 I. SUPPLY / DEMAND OUTLOOK 60A-14 EX MU1-1 REGIONAL LOCATION ORANGE COUNTY NOVFN M2017 .. w M ada '"•_ The blue shaded area is Orange County, denoted as TMA" and is where the majority of demand da aIK _ e ' y `'•� I _y for residential will emanate from. 1 114`: tTiYIXk}i qa _ ng {fl0 er-->> i Harenm !� i' �-.1-,C Ra �'HOme bdmen5 - FyIe.Yn L Ark�q a f .W?{ B Park RIVERSIDE lA5 AI cn5 a � — I ikaMon Y kow.00 -Garden Gib ' " ;. '• WG'"C1llp LCY III Tustin 52a1 beacM1 hnnha An9-,__I. •1 � Ilnraln VBliny' _ .FOarhll Ranch - ,.% BIIIP Oranee Connty 17590.00 Maps: Reg 11/12/17 `v in¢ O ANGC - ... Page 2 -costa Mesa-, a„ 'La3:e FurnL WFCISnd VlllogC •H3nc316 Sdht3 Mdrdar td-� ' ,`Newport aeacd Lag NiIL• .. .: I e • ..,:Lc4 V�uJs . MissOn Vqo __ 11wVRe Jeg�nn acn�h . EagunaNlguel - © .. ' 'NIBS Pagel oft THE CONCORD GROUP 4 60A-15 EXHIBU I-1 REGIONAL LOCATION ORANGE COUNTY NOVEMBER 2017 -carder Grove . roUnra la val,ev The Competitive Market Area ("CMA"), the area in which new rental product will compete on a more or less equal basis with the Subject Site, is comprised of 10 zip codes located along the 55 and 5 freeways. The Subject Site sits at thenorfliem edge of Santa Ana, highlighted in green. .- w _ keno " 17590.00 Maps: Reg 11/12/17 Page 2 of2 THE CONCORD GROUP 5 Orange County U.S. GrowN Perio6 # # Pert # Pac Hi4ormiil-Annnal 1990 1,182,000 - - 109,529,000 - 1991 1,155,900 (26,100) -22% 108,427,000 -10% 1932 1,138,000 (17,900) -15% 308,802000 03% I993 1,126,600 (11,MO) -10% 110,935,000 20% 1994 1,136,300 9,900 09% 114,398,000 31% 1995 1,161,300 25,000 22% 117,M7,000 26% 1996 1,193,600 32,300 28% 119,836,000 21% 1999 1,242,500 48,900 41% 122,951,000 26% 1938 1,307,800 65,300 53% 126,152,000 26% 1999 1,350,900 43,000 33% 129,240000 24% 2000 1,393,MO 42W0 32% 132024,000 22% 2001 1,418,200 24,800 19% 132087,000 00% 2002 1,MS,300 (9,900) -07% 130,M9,000 -11% 2003 1,434,700 26,MO 19% 130342,000 -02% 2004 1,M3,700 29,000 20% 131287,000 11% 2005 1498,800 35,100 24% 134,051,000 19% 2006 1,527,600 28,800 19% 136,453,000 19% 2007 1525,000 (2,600) -02% 132,999,000 11% 2008 1494,000 (31,000) -20% 132242000 -05% 2009 1387,600 (106,MO) -21% 131,313,000 43% 2010 1,371,200 (16,MO) -12% 130361000 -0 2% 2011 1387,MO 16,200 12% 131932000 12% 2012 1,424,300 36,900 27% 134,125,000 17% 2013 1,M2,800 38,500 27% 136,381,000 16% 2014 1496,600 33,800 23% 138,958,000 19% 2015 1,544,500 49,900 32% 141,M3,000 21% 2016 1579,800 35,300 23% 144,306,000 1 7% Mdoriral - I-Y mr Growth 3Q16 1577,800 144,576,000 3Q12 1,591,567 3,262 02% 146,613,000 14% Annoal Average 5-Ys 38,480 26% 19% TOY, 5,MO 03% 06% 2017v 25,747 14% 09% 25-Y, 16956 13% 11% For-4 Miudy's 2017 1,619,743 39,943 25% 146,545,420 16% 2019 1640802 21,060 13% 148,402,230 13% 2019 1,654,196 13,394 08% 149,986,490 11% 2MO 1,657,131 2,935 02% 150,908,250 06% 2MI 1665,402 9,271 05% 151,295,070 03% EXH nI-2A JOINS - WTRO TOTAL ORANGE COUNTY IM =OUGH 2O21 1,IOQOW Orange County has seal atrong job growth over the last hve years, averaging 2.60% growth annually, vgruticandy higher than the national average of 1.8%over the same time period. I,WQOW 1,5000W I,3000W 13000W 1 ]OOOW ljo%oW I,WQOW 91 92 93 9< .1 96 .1 '96 '93 'W '01 ''a 1)3 'M of VG tl] w 'w -10 'II 'U -13 'li '15 '16 �rnge Cary SOosce: HistmiW-OS Bueao ofLabos Slatisti¢;Famsl-MONy'e/E-y-((dabv-t]) 1759000 Mazaaab0 11/12/17 THECONCORDGROUP 6 60A-17 EX=IF I-2B JOBS - CONNOTE ORANGE COUNTY 2015 CMA Santa Ana Orange Cmmty CMA-Lorationc&Work Geography: Num. Pere. Num. Pere 1Nnm Pere. me co""m er Llii.","rsram""mxass More than half (60%, 86,569) of the CMA reside aits connive under 101n' Jr4, / bar Rae. miles for work. The CMA is the a local emplovntent core. NE Jobs 283,182 149,866 1,443,968 Employed Labor 145,152 114,016 1,290,523 _ Uam ery'1�rove Quo Job.gL bor 2.0 1.3 1.1 -- - _. ': _. a C®ntetoWork (lnmg m Geography) ]q00 D+aCmre to Wak - - "'^r020W" 029s0 ornng 4 sob Under 10- rs 86,569 N% 11,250 0% 621,011 U% es 1 •� 1024Md29,044 20% 21,325 19"/ 385,531 30% u 02736 * s s 25-50Mdes 19,100 12% 12,363 11% 168,920 13% f J Over50-Miles 12,439 9% 9,078 8°/ 115,261 9% '-- WTM s nq Joevsq.Ml13 Direction of Work Vy _ r � „ o I � 375 1 aM lea./39.MIle Nort}srty 61,726 43% 50365 440% 595794 46% _ 1. ■Loon- 4,me aoezrsq.Mlle Westerly 71,089 49% 40;146 35% blt7,199 47Yz `Z6anta t ■4,313 6,su JobslSq.M.. Southrly 56,954 3T1 43,046 38°/ 400,704 31 % f 7 " ■ es+s -s,ns aoezrsq.Mll. Basturly 41,933 29°/ 44,980 39% 430,%5 33% / ountsln Voler /- d Location of Wmk - o, 82i92 have city,CA 22,962 16X 13,596 12X _k i�stn Santa Anacity,CA 19,686 14% 21,821 19% Orongecity,CA 9,432 6% 6,099 5% i, �•' �' �� Analrim aty, CA 9,249 6% 7,604 7X Costa Mesaaty,CA 6,443 4% 5,824 5% Los A,d.aty,CA 6,328 4% 4,669 4% Tustinaty,CA 6,145 4% 3,393 3% 00.MM ® -.., B2dR0 Newport Beach aty, CA 5,4% 41/6 4,085 4% 6 HuntingtonBeachaty, CA 2,860 2% 2,995 3% a 02000 /l. ♦ /� Lake Forest aty, CA 2,993 M. 2,231 2% Garda+Grorre aty,CA 2,555 2% 3,232 3% V,�vi Sou Diegoaty,CA 2,109 1% 1,425 1% j 0t= � v Ine; Fullerton city, CA 1,954 1% 1,483 1% 02010 ' Fountan Valley aty, CA Long Beachaty,CA 1,843 1,506 1% 1% 2,0 1,104 2% 1% Brea aty,CA 1,350 1% 919 1% ,i- , $am f'4 42017 hksmmVigoaty,CA 1,308 1% 944 1% L i LagonaEhlla aty,CA 1,081 1% 62A 1% sobs byoctonce -Home Census Blo. es Work - C. city, CA 1,050 1% 700 1% Census Bfxk - -_„ n Aliso Vijocity, CA 956 1% 495 V 05 c.um 51 Riv.ide aty, CA 956 1% 689 1% J.tal Primary Jobs 145,1,2 100.0% 06005 All Other Locations 39,132 26% 28,264 25% 0 Leers dsn 10 miles 06,589 b9:6% 4 ar S.bt.W 145,152 10VI 114,016 16VI tamm -H.. 29IG44 20.0%' 11m '-.las 17,160 11.8% I Source: "On Th. Map" - US C. Bureau, Cad for E .anic Studies 7 Greater man 50 moss 11439 8 b% F/590.00 Maero: JobC 11/12/17 THE CONCORD GROUP Z,0 1 6 • EXHffi I-3A DEMOGHAPHIC6-OVER OHA,N'GE COU\`I'Y 201] Loral Hadi- I-Mile }. a gMue CMA SmRAna Orange Comfy CeopaphV' Num. Pmc. Num. Pmc Num. Pare Num. Pac Num. Pers. Sum. Pex. Pn 2017 33,554 2M022 34,905905 CrtJ Yc 270 08% Hoofehom. 2W0 9,252 2017 10,010 Gc/Yi 45 05% 2M2 10,431 Gr/Yr 84 08% Hm-('17) 5,890 59% HH 8iao('17) 34 1 P - 1,961 20% 1-2 P-ns 4,412 44% 3+P-ns 5,598 56% Emily HHs 7,181 72% mmm. IDmmo(Wos) 2W0 $45 201] $56 GdYr_ $07 13% 2M2 $58 Gr/Yr. $04 07% ID-eP .filo('17) U ff $35K 6,902 697Yo U ff$50K 5,490 55% Uv $75K 3,666 37% U ff$100K 24W 24% U ff$150K 1,099 11% Agn PcolOe('17) Mom -Pop_ 333 Hous&0ldm Und¢25 344 3% 25-34 1,753 18% 35-M 2276 23% 45-54 2174 22% 55-M 1,672 1T% 65 Plus 1,790 F18% Ago Profue (Annual G-M -' 17'22) Heusmeldm Und¢25 2 2% 2i34 45 0% 35-M 14 11% 45-54 22 17% 55-M 39 30% 65As. 53 41% Somcc Spodigu 17590 M Maza: D-.O 11/12/17 317,6M 740,193 382111 339,929 3212,W 3303W ]]0982 399,535 352998 3368,W3 2926 08% 6,159 09% 3,285 08% 2,614 08% 31,171 10% 76,2W 181,395 101,427 22954 935,274 81,501 194,399 112,710 22,436 1,059,728 306 04% 765 04% 6m 06% M4 04% 7,324 07% 95,175 203,129 117,799 84281 1112,612 735 09% 1,7M 09% 1,016 09% M9 09% 10,574 10% 46,286 57% 93,204 48% 58,191 = 4Q223 53% 435,6W 41% 39 38 34 44 30 14,053 17% 30,330 16% 21259 19% 9,955 13% 225206 21% 31223 39% 73,695 389/o 49,462 44% 23,012 30% 531,581 50% 50,278 62% 120,714 629/o 63248 56% 54,419 20% 528,197 50% 61,173 75% 150,890 79% 92,W7 23% 6$921 91% 753,539 21% $43 ma $52 $44 $59 $56 M3 $70 $55 $90 $08 15% $09 16% $10 F 1]% $07 14% $12 18% $59 $67 $74 $59 $96 $06 10% $07 11% $08 11% $05 10% $11 14% 56,307 69% 143,016 74% 85266 = 54,433 70% 833806 79% 44824 55% 117,589 60% 71,]]4 64% 4$438 55% 724254 68% 28,935 35% 81,111 42% 52751 4T% 26,814 35% 558342 53% 19,1% 22% 54,953 29% 37920 33% 16,453 21% 423,697 40% 7,345 9% 24,306 13% 19,174 1T% 6,185 a% 233,905 22% 320 337 340 317 379 2991 4% S,SM 3% 3,925 3% 2,205 3% 28,791 3% 14,364 19% 29,851 15% 18,8W 17% 12,622 16% IM303 13% 18,594 B% 41,485 21% 24,4W 22% 18,175 23% 192913 19% 19,036 M% 44227 23% 25,2W 22% 18,324 24% 230,205 22% 13,416 16% 35,259 19% 19,972 18% 13,338 17% 210,]]0 20% 14,101 17% 38,0]2 20% 20,225 I8% 12]]2 16% 256,7% 24% 28 0% -30 0% -23 0% -5 0% -161 0% 249 0% 40 0% -328 0% -257 0% -10M 0% 162 16% 333 15% 168 12% 135 14% 912 7% 165 16% im 6% 93 ]% 126 14% -1,399 0% 309 30% 702 31% 438 = 304 33% 3,876 29% 3]] 37% 1,065 47% 66] L122J 366 39% 8,4M 64% THECONCORDGROUP 8 60A-19 E=M IJB 60%of Santa Ana renters qualify formarkd rate DEMOt PHICS-RENTERS 52%(58,961)ofh..holdswithin the CMA are renters, ORANGE COLNTY lower than Santa Ana (559/q 34,541) and higher than rents, rents that are over $1,600 per month. 2D1]-WITH 2015 AFF Orange County(42%q 448,544). CMA Santa Ana Onnge county Renter Hoasehols Renter Househols Reuter Hou.sehoMs AHHHs % Rent AHHHs % Rent AHHHs % Rent Geognphv: Num. Shr. Rear HHs She Num. Shr. Reat HHs Shr. N.. Shr. Rent HHs Sh, Households Total 112,710 100%. 57. 58,961 100% 62,921 100%. F 55% M,541 100% 1,059,]]8 100% 4ff 448,544 100% Iamme Range Under 35 27,444 24% 74% 20274 35% 23,003 37% 73% 16,68D 4095 225,9]2 21% 61% 143,847 33% $35-$SDK 13,49E 12% 65% 8,745 15% 11,995 19% 6fi% 7,8Y 19% 109,552 10% 56% 61,876 14% M$75K 19,024 I] 58% 11,099 I 15,62A 25% 52% 8,151 2% 165,912 16% 49% $1,675 19% $]5-$IOOK 15,231 14% 46% 7,009 12% 10,361 16% 43% 4,415 11% IM,645 13% 42% 56,302 13% $100$150K is, 4 16% 38% 6,881 M. 10268 16% 30% 3,052 ]% 189,892 18% 31% 58,9]3 13% d ,$150K 19,174 17% 2tlM 3,857 ]% 6,185 10% 24% 1,471 4% 233805 M% 16% 37y42 8% $150.$200K 8,647 8% - 3,594 6% - W,557 9% - $200.$250K 3,76 3% - 1,210 Y% - 46272 4% - $250.$500K 4,625 4% - 1,081 Y% - 58,191 5% - O a, S500K 2,136 Y. - 300 W. - 29,785 3% - AgeRange Under 25 3,925 3% 92% 3,613 6% 12,841 20% 89% 11,39E EFE 2$Nl 3% 92% 26,417 6% 25-34 18,809 I7. 78% 14,]2] 25% 7,6W 12% 81% 6240 11% 140,303 13% 74% ]04,113 24% 35-0 2A,480 22% 63% 15,539 2]% 7,010 11% 6]% 4,673 8% IW,913 18% 52% 1D1,254 23% 45-54 252W 22% 43% 10,902 19% 9,76E 16% 47. 4,6M 8% 230205 22% 38% $7,972 2W. 55L4 19,97E I 34% 6,8D2 12% 26,484 42% 36% 9,434 17% 210,]]0 20% 28% 5928E 13% 65+ 20225 18% 31% 6,207 11% 60,512 M% 31% 18,926 34% 256,796 2A% 24% 60,630 14% HoasehoW She 1-Prim 21259 19% 56% 11,926 2D% 9955 16% 57 . 5,681 13% 225, D 21% 49% 11D,866 25% 1-2-Palm 49,462 44% 51% 25,141 43% M,017 3]% 53% 12,195 29% 531,581 50%. 42% 222,544 50% 3P . 18,583 16% 51% 9,461 16% 10,457 17% 55% 5,]9] 14% M,36 1]% 42% 74,595 17% 4+Prim 44,%5 40% 55% 2A,44O 41% 43,%2 70% 56% 2A,556 58% 350,830 33% 43% 151669 M% Children Families 82,097 73% 591. 48,078 ]]% $1,183 129% 62% 50,183 121% 753,539 71% 47% 357,473 75% Nm-Families 30613 27% 4 % 14,590 23% -18262 -29% 4W -8,596 -21% 306,239 29% 39% 120,744 25% Share of Reatem by Inc®e Share of Rmtem by Age ai aoM 2 LL% ll% 80°b 40°6 8% 2M. D% 096 CMA Bavh Ava Omg, Cow CFIA S.A- Uan%e Cvnvry Nndm25 •2&34 035-04 n45-54 n55fW n6Pr •pvdm S35K •S35-SSIX n$50.$]9: oS"IS-SIOJK o$100-$ISOK •p�zr 8150K Sowce_ American Fadfiuder 1759000 Macm_ DavoAFF 11/12/17 THE CONCORD GROUP 9 60A-20 Santa Ama Ornp County W 5+ \IFS+ PmdW Tohl # Shr. % OC Total # Shr. Amomal 19W 94 21 22% 0% 11,9&3 6,379 53% 1991 43 0 0% 0% 6,555 2,434 37% 1992 43 0 W. 0% 5,8P1 1,850 32% 1993 74 0 0% 0% 6J44 1,575 25% 19M 3 0 0% 0% 12,640 4,554 36% 1995 6 0 0% 0% 8,193 1,822 22% 19% 12 0 W. 0% 10,173 2,895 28% 1997 15 0 W. 0% 12261 3,657 30% 1998 42 0 0% 0% 9,704 2,031 21% 1999 62 0 0% 0% 12239 3,8W 32% 2000 329 274 83% 5% 12,520 5,075 41% 2001 25 0 0% W. 8,611 1,832 21% M02 122 26 21% 1% 11,7% 4,5W 39% M03 I 40 22% 1% 9218 2,733 3W. Mal 105 5 5% 0% 9256 4,073 44% 2005 79 0 0% 0% 7,143 2,665 37% 20% 643 0 0% W. 8,303 4216 51% 2007 99 0 0% 0% 7,372 4,931 67% 2008 13 0 0% 0% 3235 1,774 55% 2009 7 0 0% 0% 2,143 60 31% 2010 8 0 0% 0% 3,134 1,186 38% 2011 167 110 66% 5% 4,352 281 55% M12 382 354 93% 10% 6,082 3434 56% M13 20 0 0% 0% 10,422 6281 60% 2014 95 0 0% 0% 9291 5223 56% M15 541 502 93% 8% 10,771 6,393 591. M16 219 70 32% 1% 11,523 6,671 58% L4Q 450 2A1 54% 5% 9,921 4,672 4795 Aunmal Average 5 Yr 251 185 74% 3% 9,618 5,600 58% 10-Yr 155 ]04 67% 3% 6,833 3,894 I 57% 20-Yr 158 69 44% 2% 8,47D 3,686 444. 25-Yr 132 55 42% 2% 8,503 3,457 41% Nate_ "M(y - last ®eyearerdmg 3Q17 Somce_ US Depar art ofHm mg amd Urban Dcvelopmeot 17590DO Macro_ permit 11/12/17 EXIORT IA REILDI\GPERAMS ORANGE COUNTY 0%THROUGB SECOND QUARTER 2D17 7W W(5 )BmmmgP fts 7,000 Santa Ana's 20 year (from 1990 to 2010) share of Orange County's multifamily deliveries was approximately 0.6%y but over the last 5 years Santa Ana has increased its share to 3.3 % 6ao Orange County has seen strong development in the multifamily market over the last 10 years with 57%(3,894 annually) of all building permits pulled for multifamily structures with 5 or more units. SW S,CCO 400 4,CW 0 3.000 W 2.000 1W 0000 V/ 0 0 'W '91 '92 933 s4 '95 '96 '97 98 S9 'W '01 'W 03 04 '05 'W V7 09 W '10 '11 '12 'U '14 '15 '16 o S.Ave -O ,Comhy(WghhAus) THE CONCORD GROUP 1E 60A-21 EXHIM I-5A The Competitive Market Area (CMA) has had 14% MACRO MARKET METRICS -SCALE (442 average annual units) of Orange County ORANGE COLiYEY deliveries over the last 5 years. 20DD THROUGH THHtB QUARTER 2017 Pabres Historical A...JAverage Nw®ber2017 w OO(K 2" 20D1 200E 2003 2004 2005 200fi 2007 20DS 2009 2010 2011 2912 290 2914 2015 2916 5-Yr 1OAr 15-1'r 3Q17 U/C Job Growth OrangeCounty 32% 18% -07% 19% 20% 24% 19% -02% -20% -71% -12% 12% 29% 29% 23% 32% 23% Inrentm,(ODOe) Orange County 1945 198D MO M27 2D44 20]6 2099 2109 2137 2198 M47 M53 2287 2305 2334 2368 2104 2456 CMA 300 30.1 303 303 303 303 304 309 314 325 340 343 344 345 35.1 357 361 372 %of Aran, County 15% HM 15% 15% UN UN 15% 15% 15% 15% 15% 15% 15% 15% 15% 15% 15% 15% Santa A. 190 190 192 192 192 192 192 192 193 196 196 196 196 196 199 199 20.1 20.1 %of(kange County 10% 10% 10% 9% 9% 9% W. W. W. W. W. W. W. 8% W. 8% 8% 8% Comph:ti®s(Oo0s) PTD !DC Orange County 1.31 5.07 070 252 1.58 3AD 1.83 085 411 8.85 1.15 Do 343 2DO 342 326 287 3.19 3.10 224 430 0DO CMA 0DO 007 025 0DO 0DO 0DO 028 046 095 176 061 O.DO 0.DO 0.2A 104 0DO 0% 044 061 044 061 ODD %oftran'County D% 1% 36% D% D% D% 15% 51% 23% 20% 53% 100% D% 8% 30% D% 33% 14% 20% 16% 14% D% Santa A. 0DO 0DO 025 0DO 0DO 0DO ODD ODD 035 ODD ODD ODD ODD ODD 030 ODD 026 Oil 009 008 000 000 %ofOange County 0% 0% 36% 0% 0% 0% 0% 0% 8% 0% 0% 0% 0% 0% 9% 0% 9% 4% 3% 3% 0% 0% 2000 Campk[ims (bar, right uh) and Job Gmwth (ha,.Lttasis) 9% LED b% 4% I,40J lzao 2% > o00 roi _ eon 2% 6ao a% 40J xao �i 0 -8% 2000 200E 2OD2 2003 2W4 2003 206 2007 2008 20C9 2010 2011 2012 2013 2014 2015 2016 3Qt7 o(2dA ==SmaAm —orange cowry (ttigbtAaa) Sowou Jobs-BLS,Aparhnent-COStar(fm01=ketmepru MsoflO�nita mo) 17590 DO Macro_Seale 11/12/17 Note_ "U/C'-ander.,Arucfiou THE CONCORD GROUP 11 60A-22 EKIHBTE I The CMA has seen strong rent growth in recent years as the MACROMARKET METRICS -OCCUPANCY AND RENTS ecovovey strengthens. Iv 2016 rental rztes in theCMA ORANGE COUNTY mereased by over 12%($97). Addltlonally, 2016 nominal 2000 THROUGH THHtD QUARTER 2017 and per square coot cents exceed pilnr 2008 peck's rents. Yaluea Historkal AmmlAverage 1-Year ino0 2000 2001 2002 20N 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 W14 2015 W16 5-Yr MYr 15-Yr 3Q16 3Q17 Job Gramtk Orage County 32% I -D7% 1.9% 20% 24% 19% -02% -20% -71% -12% 12% 27% 27% 23% 32% 23% Aaki,Rat($) Sami Am 974 lbM 1,055 1,070 1,092 1,142 1,245 1,315 1,336 1,28E 1,216 1,267 1,30 1,376 1,45D 1,544 1,629 1,653 1,7oo GNr 61% 20% 14% 21% 46% 82% 64% 1.6% 41% -28% 17% 32% 52% 54% 64% 124% 52% 28% 3.1% Y/Y_ 28% CMA 1,114 1,168 1,1M 1,200 1,2M 1,302 1,421 1,518 1,562 1,502 1,466 1,475 1,519 1,585 1,667 1,773 1,870 1,895 1,957 GNr 48% 14% 14% 29% 5.5% 93% 67% 29% -3.8% -24% 07% 29% 43% 52% 64% 12.2% 49% 28% 32% Y/Y_ 33% Orange County 1,101 1,168 1,1% 1207 1,211 1,309 1,399 1,454 1,520 1,457 1,430 1,451 1,502 1,50 1,651 1,751 1,844 I'M5 1,924 GNr 5.8% 1.9% 14% 28% 5.5% 69% 61% 24% 41% -1.9Ye 1.5% 3.5% 45% 52% 61% 11.7% 49% 28% 3.1% AN 3.1% Aakmg Rent (PSF) Sami Ana $120 $127 $129 $131 $134 $140 $150 $158 $161 $1 Al $150 $153 $157 $161 $174 $184 $194 5.f% 26% 29% $197 UO3 CMA $128 $1 M $136 $137 $141 $149 $1 62 $1 71 $176 $10 $1 65 $1 % $1 70 $1 78 $1 87 $1 98 FUORJ 4 W. 26% 30% $212 $219 Orange County $129 $136 $139 $141 $145 $153 $10 $173 $176 $10 $166 $10 $174 $181 $190 $201 $212 47% 27% 30% $214 $221 O¢vpan, Santa Ana 97% 97% 96% 96% 96% 96% 96% 96% 95% 91% 95% 95% 95% %% 95% 96% 96% 96% 95% 96% 96% 97% CMA 97% 96% 96% 96% 96% 96% 95% 95% 94% 93% 94% 95% 95% %% 95% 96% 96% 95% 95% 95% 96% Oma,County 9 % 96% 95% 95% 95% 95% 96% 95% WN 93% 9 % 9 % WA 95% 95% 95% 96% 95% 95% 95% 96% 95% l6% Rat Gamvtb(bar) and Job Gaon (fie) 12-A 8% - 4% LL k% 8% 2001 20a2 2W3 20M 2W5 206 2007 2008 2W9 2010 2011 2012 2013 2014 2015 2016 3Q17 ®OwgeCmb(bftms) oCb1A oSmp Ana -O ,C nJaa Gow Sowce_ Jobs-BLS,Aparhnat-C tar(fa Al marketretepmjM .fl0�ni6oumore) 1759000Macro Rat 11/12/17 THE CONCORD GROUP 12 60A-23 EXHIBIT I-5C AUCHO.\fAHKET METRIC S- AEN7r VS. OWN ORANGE COL7NTY 1996=0UGH2016 Auuual Annual Average Period: 1996 1W7 1998 1999 20W 2MI 2M "3 2W0 2005 2" 2W] "a 2g19 2010 2011 2012 M13 2014 2015 2016 InYr ISYr Aa®gRmt CMA — as as - $1,114 $1,168 $1,184 $200 $1,234 $1,302 $1,424 $1,518 $1,562 $1,502 $1,466 $1,475 $1,519 $1,595 $1,669 $1,773 $1,8y0 GrRr_ — — — — — 48% 14% 14% 29% 55% 93% 67% 29% 39% -24% 07% 29% 43% 52% 64% 54% 28% 32% Meluu11—le Prira(S000a) CMA $172 $180 $204 $216 $234 $265 M21 $382 $460 $539 $589 $596 $398 $346 $393 Man $402 $485 $541 $559 $583 GrRr_ — 5% 13% 6% 9'/ 13% 21% 19% 20% IT/ 9% 1% -33% -13% 14% -3% 6% 21% II% 3% 5% -0-01% 54% Mmlgage Paymml+ N V e ry Tax %Ooaw 209/. 20% 20T/ 20% 20% 20% 20% 20% 20% 20% 20% 209% 20% 20% 20% 20T/ 209% 20% 20% 20% 20°/ i-Rate 78% 76% 69% 74% 91% 709% 65% 58% 59% 59% 64% 63% 60% 50% 4T/ 45% 37% 40% 42% 38% 36% Pr,ed,Tax I M 1 i% 11% 11% l l% i l% l i% 11% 11% l l% i 1% 1i% 11% 11% l l% i l% 11% 11% 11% 11% 11% MwOJy Rrym®t $147 $1,182 $1,26y $1397 $1,599 $1,651 $1,923 $2,150 $2590 $3.032 $3,481 $3,508 $2,283 $1,810 $1,991 $L8y9 $1,043 $2295 $$603 7598 $2669 (rt Y, — 3% ]% 10% 14% 3% 17 . 12% 20% 17% 15% l% -35% -21% 10% 8/ 2% 21% 13% 0% 3% 26% 33% RmtPx®om/(Oi—t) -30% 29% -38% 44% -52% -59% 59% 5T/ -32% -17% 26% -21% -18% -31% -36% -32% F 30°/ -30% -37% mw B®taaa l3oa.®aeaommt n,6ro It is currently mom affordable to not than it is to own property in the Market Area, with movtld, rental mats close to 30°/ ($799) cheaper don an average montldy mortgage. 4,1ro VA. u,lm UAW sUro sisro vw Mm tim ! p wro wro 2rol wm 2ro1 woa wos wos 2ro1 as w69 2610 wu 20l2 an, 2614 wu 2016 �aaoHmam6aaaa.) —eaa(IJA-1) __ HIMMPaymet(,NU—a Saoece Melim.Rmt/HomePri¢-COStaz;30.Yea Pue(Rate-PeMGe Mac 1759000 Maza: Cost 11/12/17 THECONCORDGROUP 13 60A-24 EX1itffiI I-6A OA NGE COLNl 2017 3 OLGH2o22 oangecmnty sans Aoa CMA UmtSDmmdea A®t hof hm Share of %of Shared SYr Aw¢e \Lm. Md. Dem. I-- ®d.Dem. 0—a eC— Num. M.Dm. Or—WC—ty Ge raphv MP 2018 M0 2020 2021 A—ge UM¢ $1,2W 468 — 54 — — 66 — — IXaogeCo®ry 8,561 4,514 2,871 629 I,973 $1,200- S1,WO 201 5% 39 13% 19% 34 8% 17% Santa Ana 856 451 287 63 122 1 M7 $1,W0-5,300 275 7% 55 l8% W% W 15% 24% Ca re ofQmgeCmo y 100°/ 100% 100°/ 100% 100% 100% $2,300-$2,500 M2 12% 59 19°/ 13% 45 IW. 10% Cb 856 451 282 63 127 369 $2,500-2,100 Lin 30% 101 33% 9°/ 155 34% 14% Capture ofOravge County 100% 100% 100% 100% 100% 100% $3,100 - 2,700 500 13% m 13% 8% 53 12% 11% $3,700-M,MO 597 15% 29 9°/ 5% 56 12% 10% MAO aM w¢ 962 23% 24 8% 3% 75 12% T.m l a4M — GII — 9°/o Ms — U% \fHric Orange Cmny 6anfa Ma Orange Num. Cmnty CALL Orange Num. Cmnty hours Hms .Mo Exbibit1 3 Toml-2019 1,059,998 77,436 7/. lIZ710 11% A®oal Gmwlh-'1222 7,324 M4 4% W4 9°/ H —(%Hmta G.) 3,010 139 5% 343 11% 8e m1 /]ocomes>$50K 234,291 17,089 T/ 28,845 12% Apartmmt Compldions 2x bit 1-5 2016 2sm M4 9°/ 942 33% 2015 3,263 0 0°/ 0 2014 3,423 300 9% 1,036 30% 5-Yr 3,193 113 4% M4 14% 10Yr 3,099 91 3% W9 20% IS-Yr $941 28 3% M2 16% 6anfa Ana CALL Capturem Captured Orange Orange Orange Cmgaphy: Cmnty Num. Cmnty Num. Cmnty TCGDmmd 2,'IW ® nA ® B Cmsida g demographics based dmand. employment bad demand, and histmcal market scale, TCG's cmclnded avwal demand for rental twits is 4S8 twits m the CMA amnally. 1759000M — I Sd 11/12/17 NE v $4,400-am we s•% n% s% $3,I0"4,400 9°-e l2% 3 $3,ID0S3,700 13%% 12% ----------------- $2,50"3,100 33% 4% $2,30054500 19% IOY. 7% $LW"MOO 38% 13% $1,200SLW0 1 33% 0% 5% to% 15% 20% 25% 30% 35% 40% THECONCORDGROUP 14 60A-25 ExB IfiB 92% (352) Yowg Sivglea/CoN tt 1 n lo, p tilit.1 d 1 d _th Tt g i account the g tt prevat t PRiZhI hwaeholda Mature Rofesaimals/Empty Nesters male up kdal demwd with nEMA.ivEsnhfAiE-SECMENiAiio�/BEviEBpBOFaE categories wd tdA projected wit type tr 227 Wdi the dill wt prdcwcea etwWating to w overall market datmnd of 50 % oBANCE covrvrr Competitive Marker Area hers anmral dmvand for 22] atudioa/1- Studiva/we-bed, 45%two-beds, wd 5% 3 bedrooms. 2019 bedrwma, 2022-bedrooms, wd 21 3-bedrwme. lloueeholds U.S. Prr(ile CMA Ormgecwnty Saute Ana CWL Bauge % Bettor HHx PrHe'euce A wd Betters Sum. Share Sum. Share Num. Share Income Age Bmt Family Tow Sh— nand St1B ffi 3B S/IB ffi 3B Yowg&InOomtial 13,972 1% 57 0% 1,355 1% 40%60% 2544 100% M.lyw/a Bider 1,355 M% 320 60°/ 0% 0% 192 129 0 New Bmimm,s 1,977 0% 15 0% 144 0% VY20% 155 92% Mastlyw/a Bids 133 6% 31 609% Q% 0% 19 13 0 SobtMA 16,011 2% 22 0% 1,499 1% 1,499 92% 352 60% 40°/ 0% 211 141 0 BdMay Boomma 4,740 w/. 34 09% 377 0% M-/-90% 65 22% Fa yMix 83 4% 20 10% 60% 30% 2 12 6 Pools&Patios 2M 0% 0 0% 37 0°/ 60°/8W/ 25-4 24% Maally w/Bids 4 0% 1 10% W% 30% 0 1 0 s—xxi city Startups 1,580 W. 0 0% 21 0% 40°/..60% 25-M 37. Mosllyw/Kids 8 0% 2 30% W% 30% 0 1 1 Sobtold_ 12,421 1% 68 0% I179 1% 277 l3% 66 30% 60% 30°/ y 39 20 AUWre Prd( owls/Empty N@nrs Cruisinto Ketiranmt 17,150 2% 428 1% 1,701 2% 80%100% 55+ 9% MosOyw/.Kids AS 7% 35 30% 10% 10% 30 21 3 Traditiond Times 60 01. 0 0% 0 0% 60%80% 65+ 5% w/o Kids 0 0% 0 50% 50% 0% 0 0 0 EmptyNests 10,736 1% 105 0% 514 0% 40%.. % 65+ 8% w/oMds 40 2% 9 50% 50% 0% 5 5 0 Toolbdt Tralit-oEsts 5,3% 1% 26 0°/ 494 0% M-/S% 45fi4 22% M.slly w/o Kids lw 5% 26 50°/ 50% 0% 13 13 0 Sobt.J 33,342 3% 559 1% 2,709 2% 297 14% ]0 40% 55% 5% 28 39 3 "I.o 1I--77— TI" IMMO— --- --- --- IlrgMed: 61,774 6% 6w 1% SM7 5% 2162 Iglh O88 SWh 0.5°/0 5°/ 2A6 219 2i Sty a 10% 10% LJ Sour¢: TCG, based w Spotligbt dmuogr.pbic dma apphai t. dmiund mold iv Exhibit IfiA 175%02 Maao: Deu-Seg 1112117 THE CONCORD GROUP 15 MIR. Map Rate Projeet Name Units 1 N. 182 2 Hleven10 West 260 3 Metrop.liaH 334 4 2851 AltPky 110 5 Th. Westerly 388 6 2525 Main St ZI 9 16M N Main St 48 8 2055 Main St 198 9 Santa Ana 601 10 The Heritage Village 1,221 11 515 N Sycamore St 40 12 27 Hwdred 247 13 Legado atThe Met 298 14 Chapman 277 15 City F. 331 16 v9v Taws AMcoaaay itd 262 17 Th. Pistoia 391 Source: Exhibit l-713 17590.00 Man.: Al L 11/12/17 EX=lT I 7A DEVELOPMENT PIPELINE - LOCATION COMPETITIVE MARKET AREA NOWER 2017 C0l0r=6ta tos Orange a nm ElM.tlene h uuOess Nr orange = Yel,r A[=1.l.=U/C r,p.eed eq North Tuelin �.i v' $ an'resin riun¢ Santa Ana F. eh,.rs ¢.n Sam AnnZ ® Tustin Q ' .ours— 3 v 9,,,f 9jrrF N nn�c,nnn,. o-.. ,wcr,eev�n.E Syorty Pe,k v _dine., hue fj,", +vc a• S .,- n.�..en,.,ar,a so�h.onsx mrran South Coast Plaza +,- O r$ usirvFss p ryr onnl An,k `a `� IrvineLV _V. John Wayne nao'a+¢n.mgie moon�� m THE CONCORD GROUP 16 60A-27 C.I. — Status Yell.—U/C Parple =Reposed Map Key ProjeetName Riuna Wood Partners Elevenl0 West The Plceme Group, Inc Metropolis If Garden Communities Of California 2951 Alton Pky PLC Apartments, LLC Ike Westerly StrcetLights Residential 2525 Main St — 1666NMain St — 2055 Main St LBA Realty Santa Ana Wermers Properties The Heritage Village Alliance Residential Company 515 N Sycamore St — 27 Hundred Recapero &Associates Legodo at The Met Legado Companies Chagnon Caeed.ov Partners City Plaza Greerdaw Partners 999 Toaw Id Cowhy M Weston. RepdUes Ike Pistoia arat Far East 175W.00 Marro: Pipe-D 11/12/17 E3CM=I-'/B DEVELOPMENT PIPELINE - DETAIL COMPEPITIVE MARKET AREA NOV TUBER 201/ Street Address 301 Jeanette Ln 1110 W Town and County Rd 2100 Sullivan 2851 Alton Pky 2792 Main St 2525 Main St 16M N Main St 2055 Main St 16W EFirst St 2001 E Dyer Rd 515 N Sycamore St 27M N Main St 200 E First American Way 38N Chapman Ave I City Blvd 999 Town And County Rd 2581 Kelvin Ave Est. Mk[. Units % Deevery Projeeti® of Market Rate Units Elev. Status Entry Total MId. Likely 201/ 2018 20" 2020 2021 'IZ': 4 U/C 2019 182 182 1W1. 182 5 U/C 2018 260 260 100% 260 4 U/C 2019 334 334 100% 334 4 U/C 2019 190 190 100Yo 190 5 U/C 2019 388 388 100% 388 5 U/C 2019 272 272 100% 272 5 Reposed 2018 48 48 80% 38 5 Reposed 2019 178 178 80"/0 142 '/ Reposed 2019 601 601 25% 150 9 Roposed 2019 1,221 1,221 501. 150 6 Reposed 2020 40 40 80% 32 9 Reposed 2020 249 249 80% 198 5 Reposed 2020 278 278 25% 90 5 Reposed 2020 277 277 80% 222 5 Reposed 2021 331 331 50% 5 Reposed 2021 262 M2 50% 5 Reposed 2021 391 371 50% Total: Sf4W 5,460 65% 182 298 1,60/ 521 182 260 334 170 388 2/2 38 142 150 461 611 32 198 /0 222 166 IN 131 131 186 186 THE CONCORD GROUP 11 Z,, 1 � • EXHIBIT I-8 Considering large planned product and the concluded SUPPLY VS. DEMAND apartment demand, the Comnetitive Market Area will COMPETITIVE MARXBr AREA take a short term dip in occupancy, with a projected low 2017 THROUGH zou of 92% in 2021. Projecdoo Annual 5-Ye Year: 3Q17 2017 2018 2019 2020 2021 Total Source: Apartment Inventory Start ofPen od 37,244 37,426 3],]24 39,331 39,852 Subject Site Units 522 522 Planned Supply 192 298 1,607 521 943 3,550 Exhibit I -]A Total Additions 192 298 1,607 521 1,M5 4,072 End of Period 3],244 37,426 3],]24 39,331 39,852 41,316 Exhibit I-5A Ocrupancy Start of Pen ad Occupied Units 35,]54 35,876 36,364 36,851 37,339 Additional Demand 122 488 488 488 488 2,072 Exhibit IfiA End of Period Occupied Units 35,]54 IF 35,8]6 36,3M 36,851 3],339 37,826 Occupancy Rate 96D% 95.9% 96.4% 93.7% 9390/a 91.6% Exhibit I-5B Over / Under Supply Evaluation Stabilized Occupancy 95% 95% 95% 95% 95% 95% Stabilized Occupied Units 35,382 35,555 35,838 37,364 37,859 39,250 (Under)/Over Supply (372) (321) (525) so 521 1,424 2,000 (Under) /Over 6upply 99 �(Uvder) /Over SuPPIy - Baz -OccupaAnry-Live �Bh ) (I, (1, (2,000) 91% 3Q17 2017 2018 2019 2020 2021 ,500 98% ,000 9]% SOD 96% 0 95% ( 500) 94% 000) 93% 500) 92% 17590.00 Macro: SD 2/II THE CONCORD GROUP 18 60A-29 Macro: SD 2/II THE CONCORD GROUP 18 60A-29 II. COMPETITIVE SET 19 60A-30 Map Year Key Prnjeet Name Bunt CMA A The Marke 2014 B Tustin Cottages 2011 C Metropolis 2017 B Reaideneea.Jamborm 2017 E Niveteen01 2016 P Puaion 2017 G The Alton 2016 17 The K Iviv Apartments 2014 I AM11 Uptown Grange 2016 J Arnals 2014 Platinum Triangle OK Je era®Platiunm Triangle 2017 17690.00 Receampa: Lee 11112/II EXHIBIT H-IA INVENTORY -LOCATION COMPETTTIYE MARKET AREA NONTMBER 2017 eyland Park Q Cora, L.mim QITTAA ' tlrangs yellow 1rv,ve snoy California "` _ = park Acres 4tivefl[Bre Party xe=oA.o - Irvfn Red Rerna,mvg CMA Grey Plabvum Triangle Orange El Modenafl P4rers Canyon a t5G7 Regional Park Oak Carty rden Grove r= 1 �i Subject Site />/V( Nonh 7uat in Saneio e _ canpon Santa Ana Lorna Ridge Li, 19J J9rm © 6 _� 1 I13a1 fa Vlne Irvine Vallry College IP CnTsr Cnlepe6 Jvin Wayaie QBQOrn CIL! Irvine Airport ,. surii a Ana Ilnivprclty U imrrv= ,rsrsmr MSIDE f Clifornia Naight, W.. SpEGZPIfM1I ^d.,'n oacPrvras ,,,. LI c asra mrs. 3 Irvine runny erica Quoit niu Costa Mesa �Ti �e�op � � -�Mi. c�'i°Man adaea 92G1 ] ewvle 1 m TI 1E CONCORD GROUP 20 60A-31 EXHIBIT 11-1B RENT POSITIONING COMPETITIVE MARKET AREA NOVEMBER2017 Map KJ_ Cohir Lontkm Yell. =Irvine Red =Renawming CMA Gey= Platmom Triangle Projem Rame CElea. links ' Year Boilt Ele Occ. 0 --- EnRMh (bT Bed Comt) 1 2 3 EUR She O enB Base Rent $ $/If Pm'mt Aven es(Sk a and List Rent) Ome-Bedrooms Tun -Bedrooms CnR Baae Rent Unit Base Rent She $ $/sf She $ $/sf Three- rom s EUR Base Rent She $ $✓sf Cam etkRe MarkekAna A The Marke Santa Ana 5 300 M14 5 95% 0% 32% 35% 33% 1,101 $2918 $265 7" $2,205 $289 1,133 $2,794 $247 1,387 $3,72A $268 B T.Am COMages Tustin 4 93 M11 4 98% 0% 0% OM 100% 1,641 $2,855 $1 ]3 - - - - - - 1,642 $2,855 $1 ]3 C Mehcpolis Irvine 4 232 M12 4 97% 13% 53% 21% 14% 1,073 $2]72 $2.58 905 $2,506 $2.2] 1292 $3,006 $233 1,653 $3,855 U33 H Residences on Jamboree Irvine 5 381 M17 5 96% 19% 42% 33% 6% 911 $2.593 $285 750 $2,327 $3.10 1,151 $2,922 $9.54 1,444 $3,76 $262 E Nmemen0l Santa Ana 5 264 M16 5 95% 0% 4 % 50%. 4% 1,019 $2,553 $2.43 B3 $2,144 $259 1,182 $2,818 $239 1,799 $3,940 $219 P lmsim I,me 5 208 M17 5 100% 30% 30% 4W. 0% 922 $2,526 $274 757 $2284 $302 1,145 $2,945 $257 - - - G The Akw Irvine 5 344 M16 5 96% W. 60% 35% 0% 992 $2,450 $309 %8 $2212 B31 1,041 $2,913 $280 - - - H The Kelvin Aparhnents Irvine 5 194 M14 5 99% M 71% 29% 0% 900 $2,,107 $267 788 $2,197 $2.] 1,168 $2,911 $2.49 - - - I AMLI Uptown Lange Lange 5 334 2016 5 95% 5% 49% 43% 4% 916 $2,381 $2 60 791 $2,109 $293 1,079 U,651 $246 1,413 $3,454 $244 J Amalfi Tostm 3 M2 M14 3 99% 6% 95% 1P% 0% 299 $2,252 $2.83 949 $2,194 $294 1,072 $2,586 $241 - - - CMA ToUL 2,892 2015 9A 8% 51% 32% 9% 945 SZM3 $2.61 964 $2,228 $291 1,128 $2,818 $2.M 1,S50 $3,442 $225 Phtimmm Trb mgle ® Jeffuwm Plainom Tdamgle Anaheim 5 200 M19 5 94% 14% 25% 51% 11% 986 $2,691 $273 992 1 $2241 $290 1,114 $2,869 $259 1366 $3,569 $261 CMA Total: 200 2017 74% 14% 25% M% 11% 986 $2,691 $2.73 7M $2,241 $ M 1,114 $2,869 S= 1,366 $3,561 $2.61 Source_ ApemduA l759o.00 Re<Cmnps_ Pus THE CONCORD GROUP 11112/II 21 60A-32 Color—L.a[no Ye➢o inmg e Red=R.mivwgCMA tarry=Platinum Triavgk Project Nsme TheM &e TuAm Cottages M9ropo➢s Residences. Samb.ee N.ve Ol . Fusi. The Alt. The Kelam Aparhn.ts AM lUptown Omvge Amalfi Setters. Pmtmmv Triavgte Tab FArenge: EXIOBIT B4C INVENTORY -VACANCY BY LMT TYPE COMPETITIVE MAREET AREA NOVEMBERMV Year Base Uuh Sher Uuh Comt Cud Mh Vacav� Rate Built R®t Total 0 1 2 3 0 1 2 3 0 1 2 3 V..,(1) 0 1 2 3 2014 $2,918 300 — 964 1,133 1,389 0 95 im lw 0% 32% 35% 33% 5D% — 4% 9% 2% 2011 $2,855 93 — — — 1,647 0 0 0 93 0% W. 0% 1�b 22% — — — 2% 2017 $2,772 232 7M 905 1292 1,653 29 123 4S 32 13% 53% 21% 14% 34% 0% 0% 1] 0% 2017 $2,593 381 675 ]SD 1,151 1,4 71 M 12 23 19% 42% 33% 6% 3] 1% 3% W. W. 2016 $2,553 264 — 833 1187 1,799 0 IM 131 11 0% 4 % 50% 4% 53% — 6% 5% 0% 2017 $2,526 2D8 791 757 1,145 — 63 62 83 D 3D% 30% 40% D% 00% D% 0% 0% — 2016 $2,450 344 516 668 1 Wl — 16 M7 121 0 5% 60% 35% W. 44% 6% 4% 4% — 2014 $2,407 194 — 788 1,168 — 0 137 5] D 0% 71% 29% W. 05% — 0% 2% — 2016 $2,381 334 5]D 991 1,09 1,413 16 164 142 12 5% 49% 43% 4% 51% W. W. 1% 42% 2014 $2252 542 5M 747 1,02 — 33 409 IW 0 6% 75% 18% 0% 13% 0% 0% 5% — 2017 $2,691 200 60D Y12 1,114 1,366 27 50 102 21 14% 25% 51% 11% 265% 4% M% 31% 38% 2016 $2,534 3,092 680 'I65 1,126 %9 255 1529 1016 292 8% % 9X 4.7% 8.D% 50% M 45% ao% 6 D% 0% ® 35% 3D% 4 0% 25% 3.0% 0% 15% 20% • 10% 10% 5% o D% W. BNdio 1-Bed 2-Bel 3-BM ov.,(ber, left axis) •Mix ofivv.tey(crd, right—) (1)Repm�tsavaihbhtyofwitsasperle gag.tsand comma web tesand excludes pmje mIm p S. App.dh A 1759000R .mps. Vac 11/12/17 THE CONCORD GROUP 22 60A-33 EXHffiR IIID I:VVENTOAY- FIAOA PLAN N1ii-DETAIL Then jority of units in the tuna range from ]00. COIIIPETRIVE mfAnicET AREA 1, 150 SF and $2,200-$2,800. NOV£X11EB2o17 Units by Rent Aauge Mass) Bed Under S2A00 S2, S2}00 S2,150 S2,200 S2,250 S2j00 S2 50 S2,400 S2450 S2,500 S2$50 52,6110 52,650 S2,70l K,]5) 52,8p1 52,850 S2,91p Total Count S2,000 S2,050 S2,100 $2,150 S2200 S2,250 S2,300 S2}50 S2,400 32p 0 S2$00 $2,SSo R,600 52,650 S2,700 S2,750 S Affl 52,8511 $2,9w Plus Num. Share 0 61 10 tl 0 20 73 68 0 0 12 0 0 0 0 0 0 0 0 01 0 255 8% Shaw 24% 4% 4% 0% 8% 29% 271k 0% 0% 5% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 1 89 116 SS 266 113 245 175 Ill 193 21 t8 34 3 20 21 1 4 0 0 11 1,529 49% Shan, 6% 9% 6% 17% 7% 16% 11% 7% 13% 1% I% 2% 0% 1% 2% 0% 0% 0% 011. 1% 2 0 0 0 0 0 0 0 0 4 17 S 91 yy 54 57 138 59 98 153 2W 1,016 33% Shane 0% 0% 0% 0% 0% 0% 0% 0% 0% 2% 1% 9% 9% 5% 6% 14% 6% 10% 1595 26% 3 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 73 0 219 292 9% 8haze 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 25% 0% 75% To[aI 150 126 96 266 133 319 ]A3 111 19'1 50 26 125 80 70 81 139 63 1'R 1V 4% 3,09E iw-% Cumulative 5% 9% 12% 21% 25% 35% 43% 47% 53% 55% 55% 60% 62% 65% 679/. R% 74% 79% 84% 100% Undxby Floor Plan Size Bange Bed tinder 699 650 700 750 800 850 900 95o I,000 £05o I'm 1,150 1$ I$50 1j 1j% Iplp Up 1, Total Count 600 610 Win 750 8W 8.'io 900 954) LOD) 1050 IIOD 1150 1,20D 1,2511 Ijpl U50 1p00 1, 1$ Plus No.. Share 0 85 0 90 ly 0 51 12 0 0 0 0 0 0 0 0 0 0 0 0 0 255 9% Shan, 33% 0% 35% 7% 0% 20% 5% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 1 33 176 165 350 252 287 144 42 53 27 0 0 0 0 0 0 0 0 0 0 1,529 49% Shan, 2% 12% 11V. 23% 16% 19% 9% 3% 3% 2% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 2 0 0 0 0 0 0 0 0 114 126 200 323 66 95 48 2 y 13 y 15 1,016 33% Shan, 0% 0% 0% 0% 0% 0% 0% 0% 11% 12% 20% 32% 6% 9% 0% 1% 1% 1% 1% 3 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 56 49 141 292 9% 8tae 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% Q% 19% 5% % % 10% ty% 3,09E 1pl°/o Total 118 I76 42 200 323 66 95 48 58 23 43 56 im 3% Cumulative 4% LO°/ tA% 18% 30% 9% 38% 9% 49% 54% 4% % 55% 6L% 1% 5% 65% R% 92% 85% AA% 09% 91% 92% 93% 95% 0% t00% I50 Unit Count by Bat Range (]]ass, NO 350 300 no .0 150 too so a QUWQU50 Q,100.52,ISo SL."0. 50 S".vJ50 UI.U,450 sz,. 2,650 Q,701Q10 Q,&"W'. $29W-Fl� -r- Diem o2em ®l+em 800rce App®du A 1759000 B *mps: Mix 1112/II THECONCORDGROUP 23 60A-34 EXBffiFF II-IE INVENTORY -AMENITIES The Subject Site will have ameutiea/inteior COMEETITTVE MARKET AKEA apecs on -par with those found at The Kelvin NOVEAI R2017 Apartment. and AML1 Uptown Orange. Aolec[: bRHroptlu The Kelvw Apartmeats AMLI Bar —Orange Am.Hj T1e Community Summary City Irvine Irvine Osage Tustin SamaAm Address 2100Shcie- 2850Kdvin Ave 385 S11aud:cmr Ave 16000L,,acyRoad 100EMaNnAm Blvd Yem Bolt 2017 2014 2016 2014 2014 Elevation 4 3s 5 3 5 Ism. 232 194 334 542 300 Average Rea¢($) $2712 $4407 $2,381 $2,252 $4918 Average Rent($/sn $258 5267 $260 $283 $265 1-Beds 53% 71% 49% 75% 32% %2-Bah 21% 29°/ 43% 19% 35% Community Amenities FimessCemer Yes Yes-241r Yes Yes Yes Business Cater Ye Na Yes Yes Yes Conference Room Yes No Yes No Yes Camcf—Common Ar- Y. Yes Yes Yes Yes Outdoor Kltchen/BBQ Yeses/Chess Clubhouse Yes Yes Yes Emertainmal Roam TV Lounge Game Lounge &TcL Lounge Shd9eboad&Pond Table Tech Lounge Fueplacecmntyard Card table; Shuftdtomd, Table Trans, de Pool S anteater Resort with small Spa Resort S .heater Resortwith small Spa Resort S .heater Resort with small Spa Uher Areas Bowling Alley Dan Run Pet Spa Dog park & wash Oaakp m Theater Per Spa Station Bikeapairmo Common green park BikeStoage Library Ia—barwith Stadmcks Bowling Alley i Tot L. Per Spa Intense Spec Xitch® - Appliance SS SS SS SS SS Comt¢s Quarts Quark Qum6 Quartz Q.. Floar Wood AmkTile WoodAmkTile WcodAaklTlle Wood Aak Tile Wood Amk Tile Cabinets Waod Wood Wood Wood Wood WasherM,erin Unit Sideby-side Stacked Stacked Stacked Stacked Marine(cammon) Wood Plank/Cmpet Waod Plonk/Carpet Wood Aank/Carpet Wood Plank/Cmpet Waod Plank/Crepe Bdanyd?atio Yes Yes Yes Yes Yes Other Parking Assigned-UMergmund Garage Garage Garage Garage Induded in Rat Yes Yes Yes Yes Ye pan. Storage Na Yes Na Yes Yes Picture I I' 1759000 RecCompr Amain¢ 11/12/17 THECONCORDGROUP 24 60A-35 III. SITE SPECIFIC ANALYSIS 2� 17590.00 Maps: Local 11/12/17 EXIT III-1 LOCAL SETTING CONWETITRT MARKET AREA NONTNMER 2017 THE CONCORD GROUP 20 60A-37 EXHIBIT III-2 SITE PLAN COMPETITIVE MARKET AREA NOVEMBER2017 a nmei nn. FS�M010 SINULI R MILY Ak61M a411A ne Subject Site will be proximate to retail found at MainPlace Mall to the North 2525 MAIN ST. APARTMENTS- SANTA ANA, CA N wW Beech, G, (313)5]14 17590.00 Maps: SP 11/12/17 N LOOF I EATING MAIN 61RLLt muvrcum !munMlx �'..w.A -nYnYiemN�xvp l 4& CMCPPEJAI 1ANNSC.APF PI AN - L.1 mill 1 a,I THE CONCORD GROUP 2] Z,' 1 � • EXHIBIT IIIJ PRODUCT RECOMMENDATIONS 2525 MAIN STREET, SANTA ANA NOVEMBER 2017 Project • Located in the Orange County dty of Santa Ana, an up-and-coming neighborhood with planned new term development Dcscriptic m: • The area alongside I-5 and 55 moving south until the 405 highway make up the direct competitive area for the site labeled as Competitive Maker Area ("CMA") • 522-units in an eight story wrapped stmcture • Pry ect slated to have top -of -market specillcan ons (see lower dgbt comer) Markefing • Shong Market Dynamics - Strong j ob growth in Orange County("OC")(2.6% annually over last 5 years) Advantages: - Addifionally,2016 showed high occupancy and strong rent growth (96% and 12.2% respectively) in the CMA • Household Rent Growth - High historical household rent growth, with 1.7%annual CMA growth from 2000 to 2017 in the CMA • Proximity to retail m of transit - Adjacent to 5 and 55 freeways, main connectors to regional employment cores - Close to downtown Santa Ana, with nightlife and employment Markefing • Noise Pollution - Freeway adjacency will have some sound pollution that may be a slight marketing hurdle Challenges: • Fedwe Developments - With large scale ofproject and projected deliveries, lease up will compete with new and similar location type product. Target •Key demographics for the Project are Young Singles and Couples with some Families and Mature Professionals/Empty Nesters Renter - Young Singles and couples are the majority ofnew demand with 92%(352)ofdemand Profiles: - Families are projected to be 13%(M)of overall demand with mainly desiring 2 and 3 bedrooms - Mature Professionals / Empty Nesters equate to 14%(90) of projected demand with equal desire for 1 and 2 bedrooms • Based on TCG's detailed demand segmemmi on analysis, the CMA attracts households with the following housing needs 50% 113s, 45%213s, and 5% 313s Positioning •Posihoned at mid -of -market within the CMA due to location, proximity to retail, and vintage Rafioaale & • Discount to newer large scale product found in the Irvine Bui mess Center ("IBC') due to closer proximity to lager employment cores Key Co npoufioa: Rea[ TCG Recommendations Amenity Intedo: Quartz countertops, full file Meksplashes, basic Rerommendafions: Bed/ Unit Mrs Unit Base Rereannu datiots: stainless still appliances, eco-plank/wood plank flooring Bath Nam. Pert. Size S $/af in-unitwasher/dryer,squared-offmid-sizedbalemies, high -end light fixtures, wide windows 0 / 1 73 14% 512 $1,800 53.52 1 / 1 290 56% 926 $2,125 $2.93 Community: Business center /work space, lounge area w/ 2/2 140 27% 1,063 $2,700 $2.54 coffee and TV, pet friendly, secured 2/2 19 4% 1,311 $3,100 $2.36 self-service package delivery space TotaVAvg.: 522 100% 808 52,269 $2.81 Lease -Up 20-30 units/month Projeefioa: 17590.00 RecCamps: Rea 11/12/17 THE CONCORD GROUP 28 60A-39 $3,500 Co"n =Ln.a— $3,400 yell.—Li.ai $3,300 Red =Remning CMA (Ire, — Platuoun Triangle $3,200 $3,100 $3,000 $2,900 $2,800 $2,900 $2,600 $2,500 $2,400 O $zsoo El $2,200 <44 ❑ 00 $2,100 O O O $2,000 OQ $1,900 - O _ ❑ $1,800 400 500 fi00 000 EX=U M4A RENT TO SIZE POSITIONING -OVERALL COMPETITIVE MARKET AREA NOVEMRER 2017 -1 O +� ❑ + O❑ + O ■ + O+ O + O O L9❑ + ❑ G+ 0p0 0� <51 +0 + � �+ + + OEl Z\E] 0 ❑ ❑# ❑ O OE ] + 2❑Q7A ❑ O O — El 800 900 1,000 1,100 1,200 1,3M 1,400 —i—TC0/3ase Reca 0 Ninet.01(2016) ♦ Tnatin Colfagea(2011) ❑ Reaid®eeaon Jvnboree(201n O The Alton (2016) 0 11se Kevin Apartments (2014) A Amalfi (2014) ■ Th. Mark. (2014) d Pnsion(2017) 0 AM IlJpt..Orange(2016) + Metropolis(2017) ■ Jefferson Platinum Triangl.(20In Source: Appendix A 17590.00 R.Comps: RS 11112/II 1500 I THE CONCORD GROUP 29 $2,500 Ca1ar=L«aBau Ydl.= i. Red=Rem m, CMA $2,400 Grey =Plativ Trig gl $2,300 $2,200 — $2,100 $2,000 $1,900 — $1,800 EXHBIT H14B RENT TO SIZE POSITIONING - STIBIO/ONE COMPETITIVE MARKET AREA NOVEMBER 2017 0 O ❑ g + O ❑ O ❑ O +F A g +❑ 0 El+ + El + ❑n+ �❑ O El ❑ ❑JD O ❑ ❑+ O El O � O ElOp � ❑ + ❑ �O El d O ++(D p O a 550 600 650 900 n 950 800 850 000 a-TCGBase Recs ■ Niveteea01(2016) ❑ Resides .Jambmee(2017) 9 Th. Alt.(2016) O Th.K.Mn A,a ,.ta(2014) ♦ Ama18(2014) 9 Th. Marke(2014) © Fasim(2017) 9 AMLI IIptow¢Graage (2016) + Metropolis (2017) ® Rff¢ a Plafi. Triangle (2017) S.: App &. A 17590.00 R.Comps: RS 11112/II THE CONCORD GROUP as 60A-41 EXHHITT IHAC RENT TO SIZE POSEIION G-TWO-BEDROOM COMPETTTIVE MARKET AREA NOVEMBER 2017 $3,500 Color=Laeatian $3,400 Yellow=Irvine Red =Remaining CMA 0 tarry=Plafinan Triangle 0 ❑ $3,300 0 $3,200 + $3,1 D0 LP ❑ $3,000 0 0 0 0,0 bJ ❑ $2,900 0 OD / O 0❑ n❑ +� O O o O ❑ FT $2,800 - — +� ❑ ++ C)$2,900 ■ �+I ❑ © LJ El L + 00 $2,600 `L + O p O p p p $2,500 ❑ — ❑ C $2,4000 950 1,000 1,050 1,100 1,150 1,200 + c ❑ + El C ❑ 0 0 + 1,250 1,300 —._TCOBaae Recs ■ Nindeen0l(2016) ❑ Reaid®ee n.Janbar.(2017) 0 Th. Alt.(2016) © Tl e Kelvin Apaimiente (2014) A Amalfi (2014) + The Marke (2014) A Fusion (2017) • AM I Uptown 0range(2016) + Mehopolk(2017) ❑ Jefferson Platiman Triangle(2017) So : Appendix A 17590.00 R.Compa: RS 11/12/17 THE CONCORD GROUP 31 60A-42 N. FISCAL IMPACT 52 December 7, 2017 Via Electronic Mail John Shumway, Principal THE CONCORD GROUP 369 San Miguel Drive, Suite 265 Newport Beach, CA 92660 2525 N. MAIN STREET, SANTA ANA DEVELOPMENT FISCAL IMPACT ANALYSIS Dear Mr. Shumway: RSG, Inc. ("RSG") was retained by The Concord Group ("TCG") to perform a fiscal and economic impact analysis for the development of a proposed 5.9-acre multi -family unit project located at 2525 N. Main Street ("Project') in the City of Santa Ana ("City"). TCG obtained this analysis on behalf of the property owner/developer, 2525 N. Main St LLC ("Developer"), who recently applied for redevelopment with the City's Planning and Building Services Department. The Developer proposes to demolish the existing two-story vacant office building and construct several five -story type III -A residential apartment buildings (totaling 517 market -rate units) surrounding an 8-story type I -A parking structure with an amenity deck, pool, gym, meeting space, and other resident - serving uses (see Figure 1 on page 9). This letter describes our analysis, methodology, and anticipated recurring fiscal impacts resulting from development of the Project. As is typical at this stage, our conclusions could evolve as the application moves forward though the design and environmental review process. In brief, RSG anticipates the following fiscal outcomes over a 25-year forecast period, presented in both nominal and real value (2017$) discounted at a 4 percent discount rate: • Approximately $33.5 million ($19.0 million in 2017$) in additional City General Fund revenue, including construction period revenues, recurring site -specific tax, and other Project revenues. • Approximately $415,200 (2017$) in property tax revenue per year, as opposed to the current $32,300 (2017$). The site development would generate approximately $16.5 million ($9.4 million in 2017$) after 25 years. • Over the same 25-year period, the City General Fund expenditures associated with the Project total $10.0 million ($5.4 million in 2017$). • Asa result, the net new General Fund revenue is projected to be approximately $23.5 million ($13.6 million in 2017$) from the acquisition and development of the Project. 11/12/17 33 The following table summarizes the estimated fiscal impacts attributed to the Project. Year -by year projections are included as an exhibit at the end of this report. NET NEW RECURRING GENERAL FUND FISCAL IMPACTS 2525 N MAIN STREET, SANTA ANA 25-Year Recurring Revenues Property Tax In -Lieu 10,730,966 6,153,523 Utility User Tax 3,150,459 1,714,376 Residential Derived Sales Tax 2,554,468 1,390,058 Business Tax 625,203 340,215 Construction Business Tax - - Construction Sales Tax - - Total Revenues $ 33,522,196 $ 19,037,560 Less City Expenditures $ (10,008,990) $ (5,446,563) NET NEW REVENUE TOTAL $ 23,513,206 $ 13,590,997 Sources: City of Santa Ana, County of Orange, California State Board of Equalization, ESRI Business Analyst Online, and RSG, Inc. PROJECT DESCRIPTION The Project site is located at 2525 N. Main Street in Santa Ana, across from the Orange County Discovery Science Center at the northeast corner of Main Street and Edgewood Road. The P (Professional) -zoned site is approximately 5.9 acres and is currently developed as a single two- story office building and paved parking lot. The building has been vacant for several months, following the closure of the data center operated by Wells Fargo about a year ago. After many years of lower rents and oversupply, Orange County is beginning to see an increase in demand and rents for office space, with some first -tier areas (such as Irvine and Newport Beach) beginning to experience new construction of Class A properties. However, this has not yet occurred in central Orange County and Santa Ana, where rents are not sufficiently high to support the cost of construction. Shortly after acquiring the office building from the Trust that held it for many years, Wells Fargo listed the property for sale in early 2017. By August 2017, the Developer purchased the property for purposes of redevelopment into luxury apartments. The Developer is currently developing another (larger) apartment and commercial project on Dyer Road, just west of Red Hill Avenue in Santa Ana in the location of a former industrial building. Central Orange County has seen a recent growth of infill luxury and market rate apartment construction, particularly in areas where office and other commercial uses are no longer viable. In this case, the Project entails development of 517 units of apartments, an 8-story, 910-space parking structure, and an amenity deck comparable to what is found among many newer apartment complexes built in area. 11/12/17 34 Asa part of the application for development with the City, the developer has been asked to provide a fiscal impact analysis of the proposed Project. The City's fiscal concerns are reasonable given the slow recovery of the Santa Ana General Fund coming out of the Global Financial Crisis. FISCAL IMPACTS METHODOLOGY Property Tax Revenue RSG utilized the current City property tax share as reported by the County of Orange ("County") Auditor Controller to estimate the City's share of property tax that would result from development of the Project. The property tax revenues presented in this report are net of any current revenues received from the site (estimated at $32,300 in 2017-18). The net new assessed value as a result of the Project development is approximately $218 million (2017$). The estimated annual property tax revenue upon completion of construction is approximately $415,200 (2017$). RSG assumed 2 percent inflation on property tax revenues over the 25-year projection period, resulting in $16.5 million ($9.4 million in 2017$) in net new property tax revenues for the City General Fund. Please note: discounted projections throughout this report reflect the net present value, or NPV, at a 4 percent discount rate. PROPERTY TAX REVENUE 2525 N MAIN STREET, SANTA ANA Current Valuation $ 16,955,000 Proposed Project 235,200,000 Net New Value $ 218,245,000 City Property Tax Rate 0.190255615 Property Tax Revenues $ 415,223 Source: County of Orange Auditor Controller, RSG, Inc. Property Tax in -lieu of Motor Vehicle License Fee Revenue The City receives property tax in -lieu of motor vehicle license fee ("MVLF") revenues, as calculated by the County Auditor -Controller. Property tax in -lieu is based on a growth rate in assessed value between 2004-05 and the current year. The City's growth rate during this period is approximately 48.417 percent. The growth rate is then applied to the City's MVLF 2004-05 base year value of $19.8 million. As a result of these calculations, the City's 2017-18 property tax in - lieu is estimated as $29.4 million. The Project is expected to increase the City's assessed value by approximately 1.06 percent, resulting in a like increase in net new property tax in lieu of MVLF revenues of approximately $312,700, or $10.7 million ($6.2 million in 2017$) over the 25-year projection period. �• ' •. 11/12/17 35 PROPERTY TAX IN -LIEU OF MOTOR VEHICLE LICENSE FEES 2525 N MAIN STREET. SANTA ANA 2004-05 City Assessed Value $ 15,979,631,532 2013-14 City Assessed Value 23,716,558,812 Growth 48.417% Santa Ana 2004-05 VLF $ 19,819,113 Santa Ana 2017-18 VLF 29,415,019 Project Assessed Value /1 $ 252,143,679 Increase in Assessed Value 1.06% Property Tax In -lieu Revenue $ 312,727 /1 Inflated pursuant to the construction schedule Source: County of Orange Auditor Controller, RSG, Inc. Utility User Tax The City assesses a utility user tax of 5.5 percent on electricity, gas, water, and telephone revenues generated in the City. Utility costs were estimated by RSG based on a review of similar projects and utility costs in Orange County. Assumed annual utility expenditures subject to the City's UUT consist of: Gas at $270 annually ($240 in 2017$), water at $480 annually ($540 in 2017$), electric at $1,351 annually ($1,200 in 2017$), and phone at $878 annually ($780 in 2017$). Based on these assumptions, RSG estimates that utility user tax revenues generated by the Project will be approximately $86,410 per year, or $3.2 million ($1.7 million in 2017$) over the 25- year projection period. UTILITY USER TAX REVENUE 2525 N MAIN STREET, SANTA ANA Energy Expenditures per Household $ 3,039 Number of Households 517 Total Residential Energy Expenses $ 1,571,098 City Tax Rate 6% City Tax Revenues $ 86,410 Sources: City of Santa Ana Energy Information Administration, RSG, Inc. Resident -Derived Sales Tax The additional residential households in the City are expected to result in increased sales for retailers and restaurants in the City. RSG obtained average annual household expenditures for households within a 15-minute driving radius of the Project from ESRI Business Analyst Online. By adjusting the household expenditures based on taxable and non-taxable sales, RSG estimates 60A-47 11/12/17 36 that each household generates approximately $27,000 in taxable sales per year. RSG adjusted this figure to 50 percent as the Project is located in close proximity to several significant shopping centers, including MainPlace Mall, City Place Shopping Center, Centre on 17th Shopping Center, and Downtown Santa Ana, among others, which lie within the city of Santa Ana, although many other shopping destinations existing nearby in other cities (Orange, Tustin, Irvine, and Anaheim). The total residential derived sales tax revenues are approximately $70,000, or $2.6 million ($1.4 million in 2017$) over 25-years. RESIDENT -DERIVED SALES TAX REVENUE 2525 N MAIN STREET, SANTA ANA Taxable Household Expenditures $ 27,104 Number of Households 517 Estimated Transactions within City of Santa Ana 50% City Share of Sales Tax 1 % Resident -Derived Sales Tax Revenues $ 70,064 Source: California State Board of Equalization, RSG, Inc Business Tax The City assesses a business tax on retail, restaurant, and multi -family management companies. Retail and restaurant business taxes are assessed based on annual sales while management company business taxes are assessed based on a base tax rate plus a rate and surcharge per unit. The Project will not involve a retail component, making the entire business tax revenue dependent on the management company business taxes. The combined business tax revenues are approximately $17,100, or $625,200 ($340,200 in 2017$) over 25 years. BUSINESS TAX REVENUES 2525 N MAIN STREET. SANTA ANA Multifamily Business Tax Basic Tax Rate $ 52 Disability & Education Fee 4 Registration Fee 31 Per Unit Tax Rate 10 Per Unit Rental Surcharge 23 Number of Units 517 Multifamily Business Tax Revenues $ 17,148 Sources: City of Santa Ana, RSG, Inc \• • 11/12/17 37 CITY EXPENDITURES RSG utilized the additional population of the Project to estimate the total added expenditures by the City General Fund to service the Project. RSG assumed that each studio would house 1.20 residents, each one -bedroom unit would house 1.75 residents, each two -bedroom unit would house 3 residents, and each three -bedroom unit would house 4.25 residents. Overall, this works out to an average household size of approximately 2.16 residents per unit, which we consider supportable given the unit mix that is more heavily weighted towards one -bedroom configurations (Fig. 2). Figure 2 Number of Units Per Type Studio 62 12% 1 ad. 304 59% 2 ad. 108 21% 3 ad. 43 8% Source: RSG. Inc. While Santa Ana as a whole has a much higher average household size, many of the denser residents live south of 17'h Street. By comparison, within a 0.5-mile radius of this site, average household sizes are approximately 2.65 persons, which include both single family and multifamily housing, and an overall larger unit sizes with two or more bedrooms. Rent levels and bedroom sizes are often a driver of occupancy, as these units are expected to rent at the top end of the Santa Ana rental market, we anticipate renters to be more affluent and smaller households than what is found elsewhere in the City, and more like what exists in newer complexes being constructed today. RSG gathered data from the US Census and ESRI Business Analyst Online to estimate the equivalent full-time residents of the Project. Approximately 14 percent of Santa Ana residents work within the City, which, in effect means that the City of Santa Ana is servicing these 11/12/17 38 resident/employees 100 percent of the time. Thirty-four percent of Santa Ana residents work outside the City. Assuming the residents that work outside of the City are outside the City limits from 9 am to 5 pm, Santa Ana is servicing these residents approximately 76 percent of the time. The City's remaining residential population (about 52 percent), is serviced by the City 100 percent of the time. Based on the total retail square footage, 86 percent of the retail employees will live outside of Santa Ana and be serviced by the City during the retail hours of operation (24 percent of the day). Accounting for all residents and employees based on the percent of time spent in the City, the Project will generate a daily (24/7) population of 1,011 persons. RSG identified costs in the City of Santa Ana FY 2017-18 Adopted Budget that are variable costs by department, as opposed to fixed costs. Variable costs are expenditures by the City that increase or decrease based on the residential and employee population in the City. The City Manager and City Attorney offices, for example, are fixed costs that will not vary based on population. Meanwhile, Police and Parks and Recreation departments will experience service increases due to the added population. RSG estimated the added City expenditures as a result of the Project at approximately $239,200. Over a 25-year projection period, the Project will add $19.7 million ($5.5 million in 2017$) in City expenditures. SUMMARY OF RECURRING CITY EXPENDITURES' CITY OF SANTA ANA 2525 N MAIN STREET, SANTA ANA Current City Project -derived Total City percent City Department Expenditures2 City Expenditures Expenditures' Increase City Manager's Office $ 2,802,902 $ - $ 2,802,902 0.00% Non -Departmental & Interfund Transfers 14,598,981 - 14,598,981 0.00% Clerk of the Council Office 1,094,794 64 1,094,858 0.01% City Attorney's Office 3,192,300 - 3,192,300 0.00% Personnel Services 1,706,001 251 1,706,252 0.01% Finance & Management Services 5,575,056 577 5,575,633 0.01% Bowers Museum Corporation 1,476,130 - 1,476,130 0.00% Parks, Recreation and Community Services 19,966,850 2,176 19,969,026 0.01% Police Department 115,871,367 163,848 116,035,215 0.14% Fire Services 50,417,145 72,247 50,489,392 0.14% Planning& Building Agency 10,106,101 69 10,106,170 0.00% Public Works Agency 6,847,195 - 6,847,195 0.00% Community Development Agency 547,116 - 547,116 0.00% Total in FY 2017-18 $ 234,201,939 $ 239,233 $ 234,441,171 0.10% Total in 2021-22(1st Year of Stabilization) $ 274,525 r For this analysis, RSG idenfified departmental costs in the City of Santa Ana FY 2017-18 Budget that are variable costs, as opposed to fixed costs. Variable costs are expenditures by the City that increase or decrease based on the residential and employee populafion in the City. For example, City Council and Human Resources salaries and wages generally are fixed costs that do not vary based on populafion. Meanwhile, the Fire Services and Parks & Community Services departments will likely experience service cost increases due to the added populafion. 2 Current expenditures are based on adopted expenditures in the City of Santa Ana's FY 2017-18 Budget. 3 Sum of current City expenditures and project -derived City expenditures. Sources: City of Santa Ana, RSG, Inc., US Census Bureau 60A-50 11/12/17 39 11112117 25-YEAR NET NEW RECURRING FISCAL IMPACT PROJECTIONS 2525 N MAIN STREET, SANTA ANA Residential Property Tax Utility User Derived Sales Gross City Year Property Tax In -Lieu Tax Tax Business Tax Revenue Expenditures Net New Total CY1 2019 $ 308,576 $ 201,160 $ - $ - $ - $ 509,737 $ - $ 509,737 CY2 2020 479,718 312,727 - - - 792,445 - $ 792,445 1 2021 489,312 318,982 86,410 70,064 17,148 981,916 (274,525) $ 707,390 2 2022 499,098 325,361 89,003 72,166 17,662 1,003,290 (282,761) $ 720,529 3 2023 509,080 331,869 91,673 74,331 18,192 1,025,144 (291,244) $ 733,900 4 2024 519,262 338,506 94,423 76,560 18,738 1,047,489 (299,981) $ 747,508 5 2025 529,647 345,276 97,256 78,857 19,300 1,070,336 (308,981) $ 761,355 6 2026 540,240 352,182 100,173 81,223 19,879 1,093,697 (318,250) $ 775,447 7 2027 551,045 359,225 103,179 83,660 20,476 1,117,584 (327,798) $ 789,786 8 2028 562,066 366,410 106,274 86,169 21,090 1,142,008 (337,631) $ 804,377 9 2029 573,307 373,738 109,462 88,755 21,723 1,166,984 (347,760) $ 819,223 10 2030 584,773 381,213 112,746 91,417 22,374 1,192,523 (358,193) $ 834,330 11 2031 596,468 388,837 116,128 94,160 23,045 1,218,639 (368,939) $ 849,700 12 2032 608,398 396,614 119,612 96,984 23,737 1,245,345 (380,007) $ 865,338 13 2033 620,566 404,546 123,201 99,894 24,449 1,272,655 (391,407) $ 881,248 14 2034 632,977 412,637 126,897 102,891 25,182 1,300,584 (403,150) $ 897,434 15 2035 645,637 420,890 130,703 105,978 25,938 1,329,145 (415,244) $ 913,901 16 2036 658,549 429,307 134,625 109,157 26,716 1,358,354 (427,701) $ 930,653 17 2037 671,720 437,893 138,663 112,432 27,518 1,388,226 (440,532) $ 947,694 18 2038 685,155 446,651 142,823 115,805 28,343 1,418,777 (453,748) $ 965,028 19 2039 698,858 455,584 147,108 119,279 29,193 1,450,022 (467,361) $ 982,661 20 2040 712,835 464,696 151,521 122,857 30,069 1,481,978 (481,382) $ 1,000,597 21 2041 727,092 473,990 156,067 126,543 30,971 1,514,662 (495,823) $ 1,018,839 22 2042 741,634 483,470 160,749 130,339 31,900 1,548,091 (510,698) $ 1,037,393 23 2043 756,466 493,139 165,571 134,249 32,857 1,582,283 (526,019) $ 1,056,264 24 2044 771,596 503,002 170,538 138,277 33,843 1,617,256 (541,799) $ 1,075,456 25 2045 787,027 513,062 175,655 142,425 34,858 1,653,027 (558,053) $ 1,094,974 TOTAL $ 16,461,099 $ 10,730,966 $ 3,150,459 $ 2,554,468 $ 625,203 $ 33,522,196 $ (10,006,990) $ 23,513,206 NPV 4,0001. $ 9,439,386 $ 6,153,523 $ 1,714,376 $ 1,390,058 $ 340,215 $ 19,037,560 $ (5,446,563) $ 13,590,997 Inflation Rate 2.0% 2.0% 3.0% 3,04'n 3.0% 3.09% 3.0 % 40 60A-51 Figure 1 - Site Plan ss[�X M[IP Source: City of Santa Ana 11112/II -ReglAlupulai s@A L6g9o�INFovOoi es r.m�l �, CONCEPTUAL LANDSCAPE PLAN - L1 41 60A-52 11/12/17 APPENDIX 42 60A-53 APPENDIX A SURVEY -APARTMENTS COMPETITIVE MARKET AREA NOVEMBER 2017 Oct./ PrajeUNamd Year Flaarplans Manager/ Units/ Built/ Units Bed/ Unit Base Rent Address Eluv. R®a. Mi. Avail Bath Size $ $/sf Competitive Market Area Nimet.01 264 95% 3% 1 / 1.0 770 $2,125 $2.76 Lyon Living 5 2016 3% 2 1 / 1.0 773 $2,200 $2.85 1901 E 1st St 15% 4 1 / 1.0 774 $1,949 $2.52 Santa Ana 3% 1 / 1.0 795 $2,206 $2.77 6% 1 / 1.0 826 $2,151 $2.60 2% 1 / 1.0 848 $2,175 $2.56 2% 1 / 1.0 860 $2,125 $2.47 2% 1 / 1.0 864 $2,225 $2.58 2% 1 / 1.0 890 $2,213 $2.49 3% 1 1 / 1.0 948 $2,625 $2.77 3% 1 / 1.0 967 $2,300 $2.38 2% 1 / 1.0 974 $2,256 $2.32 0% 1 / 1.0 982 $2,558 $2.60 3% 2 / 1.0 982 $2,401 $2.45 0% 2 / 1.0 1,034 $2,450 $2.37 2% 1 2 / 1.0 1,058 $2,600 $2.46 0% 2 / 1.0 1,156 $3,050 $2.64 0% 2 / 1.0 1,180 $3,050 $2.58 7% 2 /2.0 1,081 $2,700 $2.50 6% 2 /2.0 1,085 $2,662 $2.45 4% 3 2 /2.0 1,122 $2,700 $2.41 9% 2 2 /2.0 1,138 $2,725 $2.39 5% 1 2 /2.0 1,142 $2,700 $2.36 0% 2 /2.0 1,193 $2,795 $2.34 2% 2/2.0 1,195 $2,725 $2.28 2% 2 /2.0 1,260 $2,900 $2.30 2% 2 /2.0 1265 $2,950 $2.33 1% 2 /2.0 1,315 $3,200 $2.43 0% 2 /2.0 1,391 $3,307 $2.38 1% 2 /2.0 1,476 $3,510 $2.38 2% 2 /2.0 1,639 $3,600 $2.20 2% 2 /2.0 1,712 $3,599 $2.10 2% 2 /2.5 1,760 $3,800 $2.16 2% 3 /2.0 1,510 $3,219 $2.13 0% 3 /2.0 1,632 $3,471 $2.13 2% 3 / 2.5 2,020 $4,499 $2.23 Tustin Cottages 93 98% 68% 1 3 / 2.5 1,582 $2,830 $1.79 JR Matteson 4 2011 13% 1 3/2.5 1,691 $2,955 $1.75 1361 El Camino Real 11% 3/2.5 1,715 $2,802 $1.63 Tustin 1% 3/2.5 1,767 $2,940 $1.66 8% 3 / 3.5 2,042 $2,966 $1.45 Residences on Jamb area 381 96% 1% 0 / 1.0 653 $1,915 $2.93 UDR 5 2017 17% 1 0/1.0 677 $2,244 $3.31 2801 Kelvin Ave 10% 1 / 1.0 694 $2,244 $3.23 Irvine 3% 1 / 1.0 714 $2,352 $3.29 10% 3 1 / 1.0 745 $2,274 $3.05 8% 2 1 / 1.0 776 $2,399 $3.09 10% 1 / 1.0 801 $2,399 $3.00 0% 1 / 1.0 903 $2,570 $2.85 7% 3 2 /2.0 1,093 $2,818 $2.58 3% 2 2 /2.0 1,117 $2,893 $2.59 20% 2 /2.0 1,136 $2,893 $2.55 1% 2 /2.0 1,284 $3,297 $2.57 2% 3 2 /2.0 1,432 $3,358 $2.34 4% 3 /2.0 1,426 $3,729 $2.62 1% 3 /2.0 1,432 $3,890 $2.72 1% 3 /2.0 1,503 $3,849 $2.56 17590.00 Fe Comps: Camps 60A-54 THE CONCORD GROUP 11/12/17 43 APPENDIX A SURVEY -APARTMENTS COMPETITIVE MARKET AREA NOVEMEER 2017 On./ Praje tName' Year Manager/ Units/ Bnilfl Units Bed/ Unit Base Rent Address Elev. Reno. Mix Avail Bath Size $ $/sf The Alton 344 96% 0% 1 0 / 1.0 499 $1,874 $3.76 Equity Residential 5 2016 3% 0 0 / 1.0 502 $2,035 $4.05 2501 Alton Parkway 1% 0 1.0 547 $2,056 $3.76 Irvine 26% 3 1 1.0 638 $2,140 $3.35 3% 1 1.0 640 $2,327 $3.64 12% 3 1 1.0 648 $2,120 $3.27 1% 1 1.0 652 $2,174 $3.33 4% 1 1.0 680 $2,235 $3.29 1% 1 1.0 704 $2,299 $3.27 1% 1 1.0 731 $2,405 $3.29 5% 1 1 1.0 735 $2,355 $3.20 1% 1 1.0 740 $2,447 $3.31 5% 1 1 1.0 742 $2,455 $3.31 1% 1 1.0 762 $2,198 $2.88 0% 1 1.0 820 $2,723 $3.32 0/ 1 1 1.0 868 $2,565 $2.96 3% 2 2.0 968 $2,785 $2.88 1% 2 2.0 970 $2,892 $2.98 5% 2 2.0 980 $3,006 $3.07 3% 2 2.0 992 $2,833 $2.86 6% 2 2.0 1,012 $2,841 $2.81 1% 2 2.0 1,045 $2,909 $2.78 1% 1 2 2.0 1,049 $3,015 $2.87 1% 2 2.0 1,050 $2,889 $2.75 1% 2 2.0 1,066 $2,835 $2.66 1% 2 2.0 1,085 $2,910 $2.68 0/ 1 2 2.0 1,093 $3,010 $2.75 0/ 2 2.0 1,101 $3,377 $3.07 6/ 1 2 2.0 1,110 $2,890 $2.60 3% 2 2 2.0 1,132 $3,005 $2.65 0/ 2 2.0 1,141 $3,271 $2.87 1% 2 2.0 1,144 $3,325 $2.91 1% 2 2.0 1,146 $2,970 $2.59 The K elvin Ap.rt tuts 194 99% 8% 1 / 1.0 602 $1,908 $3.17 Equity Residential 5 2014 4/ 1 / 1.0 703 $2,285 $3.25 2850 Kelvin Ave 13% 1/1.0 728 $2,060 $2.83 Irvine 7/ 1 / 1.0 752 $2,172 $2.89 8% 1 / 1.0 803 $2,140 $2.67 3% 1 / 1.0 811 $2,140 $2.64 11 % 1 / 1.0 857 $2,380 $2.78 4/ 1 / 1.0 883 $2,249 $2.55 7/ 1 / 1.0 898 $2,405 $2.68 4/ 1 / 1.0 942 $2,335 $2.48 1% 1 1.0 961 $2,473 $2.57 2% 2 2.0 1,010 $2,581 $2.56 6/ 1 2 2.0 1,095 $2,710 $2.47 7/ 2 2.0 1,125 $2,733 $2.43 4/ 2 2.0 1,135 $2,870 $2.53 3% 2 /2.0 1,138 $2,996 $2.63 2% 2/2.0 1,265 $3,356 $2.65 3% 2 /2.0 1,267 $3,146 $2.48 1% 2 /2.0 1,294 $3,207 $2.48 3% 2/2.0 1,461 $3,480 $2.38 17590.00 R.C.ps: Cutups 60A-55 THE CONCORD GROUP 11/12/17 44 APPENDIX A SURVEY -APARTMENTS COMPETITIVE MARKET AREA NOVEMBER 2017 Occ./ Praject Namd Yenr Flaorplans Manager/ Units/ Built/ Units Bed/ Unit Base Reut Address Elev. R®o. Mies Avail Bath Size $ $/sf Amalfi 542 99% 6% 0 / 1.0 584 $1,955 $3.35 Irvine Company 3 2014 6% 1 / 1.0 552 $1,960 $3.55 16000 Legacy Road 6% 1 / 1.0 681 $2,030 $2.98 Tustiu 7% 1 / 1.0 695 $2,020 $2.91 79/6 1 / 1.0 698 $2,075 $2.97 7% 1 / 1.0 730 $2,320 $3.18 79/o 1 / 1.0 741 $2,205 $2.98 6% 1 / 1.0 746 $2,220 $2.98 6% 1 1 / 1.0 751 $2,190 $2.92 5% 1 / 1.0 760 $2,265 $2.98 5% 1 / 1.0 800 $2,385 $2.98 5% 1 1 / 1.0 813 $2,310 $2.84 5% 1 / 1.0 906 $2,225 $2.46 5% 1 / 1.0 982 $2,505 $2.55 5% 2 / 2.0 963 $2,510 $2.61 5% 2 2 / 2.0 1,021 $2,525 $2.47 5% 2 2 / 2.0 1,095 $2,710 $2.47 5% 1 2 / 2.0 1,208 $2,600 $2.15 The Marke 300 95% 3% 1 / 1.0 713 $2,073 $2.91 Lyon Living 5 2014 3% 1 1 / 1.0 721 $2,073 $2.88 100 E MzcArtlrur Blvd 3% 1 / 1.0 723 $2,108 $2.92 Santa Ana 3% 1 / 1.0 736 $2,290 $3.11 3% 1 / 1.0 748 $2,239 $2.99 3% 1 1 / 1.0 757 $2,143 $2.83 9"/o 1 1 / L0 804 $2215 $2.75 1% 1 1 / 1.0 821 $2,510 $3.06 2% 1 / 1.0 876 $2,523 $2.88 4% 3 2 / 2.0 1,089 $2,599 $2.39 4% 1 2 / 2.0 1,094 $2,817 $2.57 4% 2/2.0 1,110 $2,745 $2.47 4% 1 2/2.0 1,113 $2,755 $2.48 49/6 2/2.0 1,136 $2,665 $2.35 49/o 2/2.0 1,137 $2,785 $2.45 4% 2 2/2.0 1,140 $2,863 $2.51 1% 2 2/2.0 1,181 $3,208 $2.72 5% 2/2.0 1,186 $2,900 $2.45 0% 2 / 2.0 1,229 $3,382 $2.75 0% 2 / 2.0 1,251 $3,075 $2.46 0% 2 / 2.0 1,284 $3,369 $2.62 16% 3 / 2.0 1,305 $3,494 $2.68 1% 1 3 / 2.0 1,374 $3,543 $2.58 0% 3 / 2.0 1,455 $3,925 $2.70 16% 1 3 / 2.0 1,470 $3,962 $2.70 Fnsion 208 100% 3% 0 / 1.0 688 $1,995 $2.90 360Residential 5 2017 3% 0 / 1.0 697 $2,065 $2.96 17321 Murphy Ave 25% o / 1.0 814 $2,255 $2.77 Irvive 2% 1 / 1.0 731 $2,200 $3.01 25% 1 / 1.0 755 $2,285 $3.03 3% 1 / 1.0 792 $2,345 $2.96 20% 2 / 2.0 1,041 $2,545 $2.44 20% 2 / 2.5 1,246 $3,335 $2.68 17590.00 Reccomps: Comps 60A-56 THE CONCORD GROUP 11/12/17 «7 APPENDIX A SURVEY -APARTMENTS COMPETITIVE MARKET AREA NOVEMEER 2017 On./ Praje tName' Year Manager/ Units/ Bnilt/ Units Bed/ Unit Base Rent Address Elev. Rm.. Mix Avail Bath Size $ $/sf AMLI Uptown Orange 334 95% 5% 0/1.0 570 $1,971 $3.46 AAbfLG 5 2016 6% 2 1 / 1.0 626 $2,100 $3.35 385 S Manchester Ave 7/ 1/1.0 711 $2,191 $3.08 Orange 0% 1 / 1.0 716 $2,226 $3.11 4% 1 1 / 1.0 745 $2,006 $2.69 1% 1 / 1.0 748 $2,204 $2.95 16% 3 1 / 1.0 802 $2,105 $2.62 1% 1 / 1.0 816 $2,195 $2.69 0% 1 1 / 1.0 823 $2,175 $2.64 10% 3 1 / 1.0 829 $2,036 $2.46 1% 1 / 1.0 837 $2,210 $2.64 0% 1 / 1.0 840 $2,231 $2.66 1% 1 / 1.0 857 $2,330 $2.72 0% 1 / 1.0 862 $2,130 $2.47 6% 2 /2.0 978 $2,556 $2.61 1% 2 /2.0 993 $2,631 $2.65 1% 2/2.0 1,002 $2,645 $2.64 3% 2/2.0 1,010 $2,596 $2.57 29% 2 /2.0 1,047 $2,446 $2.34 1% 2 /2.0 1,049 $2,391 $2.28 6% 2/2.0 1,050 $2,678 $2.55 1% 2 /2.0 1,054 $2,606 $2.47 1% 2/2.0 1,063 $2,780 $2.62 2% 2 /2.0 1,122 $2,705 $2.41 9% 2 /2.0 1,131 $2,587 $2.29 1% 2/2.0 1,133 $2,845 $2.51 1% 2/2.0 1,142 $2,755 $2.41 1% 2/2.0 1,147 $2,980 $2.60 3% 2/2.0 1,175 $2,766 $2.35 1% 1 2 /2.0 1,211 $2,880 $2.38 1% 1 2 /2.0 1,236 $3,081 $2.49 2% 3 3 /2.0 1,404 $3,480 $2.48 1% 2 3 /2.0 1,431 $3,401 $2.38 Metropolis 232 979/o 79/o 0 / 1.0 720 $2,250 $3.13 Garden Commaaifies 4 2017 5% 0 / 1.0 874 $2,415 $2.76 2100 Sullivan 5% 1 / 1.0 819 $2,275 $2.78 Irvine 5% 1 / 1.0 853 $2,275 $2.67 5% 1 / 1.0 861 $2,375 $2.76 5% 1 / 1.0 864 $2,675 $3.10 5% 1 / 1.0 871 $2,342 $2.69 5% 1 / 1.0 874 $2,350 $2.69 5% 1 / 1.0 889 $2,390 $2.69 5% 1 / 1.0 963 $2,635 $2.74 5% 1 / 1.0 1,010 $2,650 $2.62 5% 1 / 1.0 1,011 $3,050 $3.02 1% 1 / 1.0 1,027 $2,761 $2.69 1% 1 / 1.0 1,037 $2,788 $2.69 1% 1 2 /2.0 1,198 $3,135 $2.62 1% 2 2 /2.0 1236 $2,815 $2.28 79/o 2 2 /2.0 1,238 $2,915 $2.35 69/o 2 /2.0 1,274 $2,971 $2.33 1% 1 2 /2.0 1,350 $3,015 $2.23 1% 1 2/2.0 1,355 $3,125 $2.31 1% 2 /2.0 1,397 $3,240 $2.32 1% 1 2 /2.0 1,423 $3,015 $2.12 1% 2 /2.0 1,445 $3,370 $2.33 1% 2/2.0 1,530 $3,375 $2.21 5% 3 /2.0 1,535 $3,575 $2.33 1% 3 /2.0 1,559 $3,575 $2.29 2% 3 /2.0 1,726 $3,575 $2.07 6% 3 /2.0 1,747 S4215 $2.41 17590.00 R.C.ps: Cutups 60A-57 THE CONCORD GROUP 11/12/17 46 APPENDIX A SURVEY -APARTMENTS COMPETITIVE MARKET AREA NOVEMBER 2017 Project Namd Manager/ Address Orr./ Year Units/ Built/ Elev. R®o. Units M. Avail Flaarplans Bed/ Unit Bath Size Base Rent $ $/sf Platinum Triangle Jefferson Platinum Triangle 200 74% 10% 1 0 / 1.0 578 $2,160 $3.74 Alliance 5 2017 4/ 0 / 1.0 663 $2,205 $3.33 1781 S Campton Ave 4% 3 1 / 1.0 724 $2,225 $3.07 Anaheim 4% 1 1 / 1.0 748 $2,115 $2.83 7% 6 1 / 1.0 750 $2,160 $2.88 4% 2 1 / 1.0 772 $2280 $2.95 8% 1 1.0 825 $2,365 $2.87 4/ 3 2 2.0 958 $2,645 $2.76 4/ 3 2 2.0 995 $2,475 $2.49 4/ 3 2 2.0 1,062 $2,615 $2.46 4% 3 2 2.0 1,071 $2,865 $2.68 4/ 3 2 2.0 1,079 $2,840 $2.63 4/ 3 2 2.0 1,081 $2,655 $2.46 4/ 3 2 2.0 1,118 $2,780 $2.49 4/ 2 2.0 1,128 $2,810 $2.49 4/ 3 2 2.0 1,147 $2,885 $2.52 4/ 1 2 2.0 1,156 $3,350 $2.90 4/ 1 2 2.0 1,160 $3,070 $2.65 4% 2 2 2.0 1,181 $2,955 $2.50 4/ 3 2 2.0 1,199 $2,905 $2.42 4/ 1 2 2.0 1,275 $3,365 $2.64 4/ 3 3 2.0 1,307 $3,420 $2.62 4/ 3 3 2.0 1,393 $3,560 $2.56 4/ 2 3 2.0 1,398 $3,720 $2.66 17590.00 ReeC.Im,: Cemps 60A-58 THE CONCORD GROUP 11/12/17 C!I APPENDIX BI DEMAND MODEL- DEMOGRAPHIC BASED ORANGE COUNTY 2017 THROUGH 2O22 Percent 2017 Households 2017-2022 Annual Growth T/O % Obs. (2) 9a Ina. Iucome to Affordable (2) 'L (4) New New Range Bear (1) Rent Households Rent (3) Renters T/O Dem. Obs, Demand HHs Rent (3) Renters Demand Orange Country Under $35,000 40% Undcr $1,200 225,972 64% 143,847 65% 93,501 0.5% 468 -1,158 69% 0 468 $35,W0-$50,600 38% $1,200 - $1,6W 10,552 5&% 61,876 65% 40,219 0.5% 201 -130 61% 0 201 $50,W0-$75,W0 36% $1,60-$2,3W 165,912 49/ 81,675 65% 53,089 0.5% 265 18 54% 10 275 $75,W0-$1W,000 30/ $2,300-$2,500 134,645 42% 56,302 65% 36,596 0.5% 183 596 47% 279 462 $100,WO - $150,OW 25% $2,500-$3,100 189,892 31% 58,973 65% 38,332 0.5% 192 2,580 36% 930 1,122 $150,00-$2W,W0 22% $3,100-$3,700 99,557 161/6 15,901 65% 10,335 0.5% 52 2,138 21% 448 SW $200,000 - $250,000 21% $3,700 - $4,400 46,272 16% 7,390 65% LSM 0.5% 24 2,637 21% 553 577 $250,OW and Ova 20% $4,400 and Ova 87,976 16% 14,051 65% 9,133 0.5% 46 3,894 21% 817 862 Taal 1,059,778 42% 440,014 65% 286,009 1,430 10,574 29% 3,036 4,466 Buildable Demand 833,806 36% 296,167 192,508 963 11,732 26% 3,036 3,999 Santa Ana Under $35,000 40% Under $1200 23,003 73% 16,680 65% 10,842 0.5% 54 -61 78% 0 54 $35,OW - $50,0,30 38% $1,200 - $1,600 11,995 66% 7,877 65% 5,120 0.5% 26 18 71% 13 39 $50,000 - $75,000 36% $1,600 - $2,300 15,624 52% 8,151 65% 5,298 U% 26 50 57% 29 55 $75,000 - $100,000 301/6 $2,300-$2,500 10,361 43% 4,415 65% 2,870 0.5% 14 93 48% 44 59 $10,O0 - $150,W0 25% $2,500 - $3,1W 10268 30% 3,052 65% 1,984 0.5% 10 262 35% 91 101 $150,0M-$2W,000 221/6 $3,100-$3,700 3,594 24% 855 65% 556 0.5% 3 130 29% 37 40 $2W,OW - $250,000 21% $3,700 - $4,40D 1.210 24% 288 65% 187 0.5% 1 96 29% 28 29 $250,OW and Over 20°/ $4,400 and Oer 1,381 24% 328 65% 213 OS% 1 81 29% 23 24 Taal 77,436 5,[% 41,646 65% 27,070 135 669 40% 265 401 16,228 81 730 36% 265 346 Buildable Dernand 54,433 461/6 2L,966 Caphne of C..ty 7% 8% 8% 6% 9% 9% CMA Under $35,000 40% Under $1200 27,444 74% 20,274 65% 13,178 0.5% 66 -73 79% 0 66 $35,0M-$50,W0 38% $1200-$1,600 13,492 65% 8,745 65% 5,684 0.5% 28 8 7016 5 34 $50,OW - $75,W0 36% $1,600 - $2,30D 19,023 58% 11,09 65% 7,214 0.5% 36 47 63% 30 66 $75,OW-$100,W0 30°/ $2,300 - $2,500 15231 461/6 7,009 65% 4,556 0.5% 23 44 51% 22 45 $1W,0W-$150,0W 25% $2,500 - $3,100 IU46 38% 6,881 65% 4,473 0.5% 22 311 43% 132 155 $150,OW - $200,OW 22% $3,100 - $3,700 8,637 2V16 1,737 65% 1,129 0.5% 6 187 25% 47 53 $2W,OW - $250,OW 21% $3,700 - $L,4W 3,776 2(p4 759 65% 494 0.5% 2 212 25% 53 56 $250,OW and Ovcr 2T16 $4,400 and Ovcr 6,761 2T16 1,360 65% 884 0.5% 4 280 25% 70 75 Taal 112,710 51% 57,863 65% 37,611 188 1,016 35% 360 548 Buildable Demand 85266 L[% 37,590 24,433 122 1,089 33% 360 482 Capture of C..ty 10% 13% 13% 9% 12% 12% Sow (1) TCG estimate, varies by income based on input from American Community FacTinder (US Census, 2015 5-Year Estimates) (2) Spotlight estimate - see Exhibit 14A (3) American Community FactFinder (variable B25118), Exhibit I4B; assumes new households entering mwket have a higher rentenhip rate (5 percentage points higher) (4) TCG estimate 17590.00 Maw.: Dent-D 11/12/17 THE CONCORD GROUP 48 60A-59 APPENDM M DPYIANTI MODEL - E11D•IAYMENT HOSED OHA.N'GE COUNTY IW5=OUGH 2021 F--. Auuual SYr Value'in0o0s 1995 1996 199'1 1998 1999 20p1 2001 2M2 20N 2000 2015 2006 200'1 MR 2009 MIO Mll M12 20D 2014 2015 W16 M17 2018 20D M20 2021 All lobsamh) Omogecmnty 116 119 124 131 135 139 142 141 143 146 150 153 153 149 139 137 139 142 1M 150 154 158 162 164 165 166 167 Aoartm®ts(00051 Qmgecoonty 195 198 201 203 204 208 210 211 214 220 225 225 229 230 233 237 240 ----------------- lobs/Ap mmt 0.2 7.2 0.0 0.1 7.2 7.2 03 7.2 7.0 6.3 &1 6.2 6.2 6.3 6.4 6.5 6.6 lob Growth (OW UmgeCoonry 25 32 49 65 43 43 25 (10) 26 29 35 29 (3) (31) (106) (16) 16 39 39 34 48 35 40 21 13 3 B LI Cumulative Q03+) 43 69 58 84 113 149 177 174 143 39 20 39 94 112 146 194 M9 Aoutm at Deliveries IOOOSI Umgecmnry 13 53 09 25 16 35 19 08 43 88 12 01 34 30 34 33 29 Comolative('W+) 13 64 71 96 112 146 165 174 215 303 314 315 350 390 434 446 425 3ob4MF Ddivmy 325 106 a 89 101 101 107 100 69 12 06 12 21 30 35 43 4.8 350,000 80000 Cumulative\SNes-2g1PF 300000 ]O,WO 60 000 250000 0No xao 000 4o Wa o,000 306W W 0 20000 50,000 10W0 0 0 2WJ 2W2 2W4 2" 2008 2010 2012 2014 2016 2017 2019 2021 olob GmwB�-CumWative -A Omeul Deliveries id-n I-Danmd-5®auot-Dmmd-S-no2 S- C S..Moodys 1759000 Maza: D E 11/12/17 Somano I (OWs)-£mplo mmt R sed Demand-0obs HF Ddwv Proj edion(5 lobs per Na Deliver,) 8.0 42 29 0.6 1.7 1 3.4 Smeta Ana Cr¢hve l0io LPG IO% IO% l� Santa Am Demand 0.80 OA2 0.27 0.05 0.1'1 0.30 S-rw2 (OIIOs)-Emplgmmt I& svd Demand - lobs to Housing Aatio N-J.bs 40 21 13 3 8 17 Jobs/H-dsld(2017) 15 IS 15 15 15 15 Hoosiog Uoils D®mdM 261 138 88 19 54 t12 %8mt¢ 41% 41% 41% 41% 41% Ormgecsss ApalmmlD®avd 107 57 36 08 22 46 Nmme QoalifY(Exbt.--7A) 859/o Or angecomlp lnmme Qusl Demand 9.1 4.8 3.1 0.7 1.9 3.9 S-11I-C(m(mn IP/. 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V. $Nq 55+ .11 q.0 Hgh SVW IEgh Sehwl CbmaBve4Ea¢a[Lmg bhoSiM1x;Shwa[SkmFM5Fo0umfigmabkog;S®ya[b6tl6;Wrthr WCdJ;Liffim bCvyl xce.xgupw mn®ietimmgr mete. 3xaad[uty rawssewarvm WtighNmo-s[mbe n7..9 -P ap2m2 i ICONCORDGROUP 11112/P 55 60A-62 1*:1:11-3Y1111V LS 11.19.19 ORDINANCE NO. NS-2979 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING DEVELOPMENT AGREEMENT NO. 2018-01 BETWEEN THE CITY OF SANTA ANA AND AC 2525 MAIN, LLC FOR CERTAIN REAL PROPERTY LOCATED AT 2525 NORTH MAIN STREET WITHIN THE CITY OF SANTA ANA PURSUANT TO CALIFORNIA GOVERNMENT CODE SECTION 65864, ET SEQ. 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: WHEREAS, the City of Santa Ana ("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; and WHEREAS, the City has found that development agreements strengthen the public planning process, encourage private participation in comprehensive planning by providing a greater degree of certainty in that process, reduce the economic costs of development, allow for the orderly planning of public improvements and services, allocate costs to achieve maximum utilization of public and private resources in the development process, and ensure that appropriate measures to enhance and protect the environment are achieved; and WHEREAS, the City enters into this Development Agreement pursuant to the provisions of the Government Code and applicable City policies; and WHEREAS, AC 2525 Main, LLC ("Applicant") seeks to develop the Addington Multi -Family Residential Project ("proposed Project"), originally proposed as a 496-unit multi -family project on a 5.93-acre site at 2525 North Main Street in Santa Ana, California ("Project Site'); and WHEREAS, during the entitlement and environmental review process, and in response to comments and concerns raised by the public and the City's elected officials, the Applicant has proposed modifications to the original proposal; and WHEREAS, the Project as currently proposed now entails, among other things, (1) demolition of the existing 81,172 square foot vacant two-story office building and 442-space surface parking lot on the Project Site; (2) redevelopment of the 5.93-acre site with 444,534 square feet of total development, including 277,281 square feet of residential buildings that would provide 256 for -rent multi -family residential units and a Ordinance NS-2979 Page 1 of 10 #19168v1 60A-63 167,253 square foot central parking structure and a 284 space surface level parking lot with residential and commercial parking; (3) approval of Development Agreement No. 2018-01 between the City of Santa Ana ("City") and Applicant; (4) approval of General Plan Amendment No. 2018-06, which would change the Project Site's existing land use designation of Professional & Administration Office (PAO) to District Center (DC); and (5) approval of Amendment Application No. 2018-10, which would change the zoning of the Project Site from Professional (P) to Specific Development No. 93 (SD-93) designation; and WHEREAS, on August 27, 2018, the Planning Commission conducted a work study session to overview the Project and thirty-two (32) verbal comments were received (three (3) in support and twenty-nine (29) in opposition) and nine (9) written comments were received (one (1) in support and eight (8) in opposition); and WHEREAS, on November 26, 2018, the Planning Commission continued a duly noticed public hearing for the project to January 14, 2019 and held a second study session to overview the Project and fifty-eight (58) verbal comments were received (twenty-five (25) in support; thirty-one (31) in opposition and two (2) neutral) and eleven (11) written comments were received (two (2) in support and nine (9) in opposition); and WHEREAS, on January 14, 2019, the Planning Commission conducted a duly noticed public hearing to consider the EIR, Development Agreement No. 2018-01, General Plan Amendment No. 2018-06, and Amendment Application No. 2018-10 and solicited comments on the EIR. At the meeting, seventy-nine (79) members of the public spoke on the item, thirty (30) speakers supported the project, forty-eight (48) opposed it and one speaker was neutral. After hearing all relevant testimony from staff, the public and the City's consultant team, the Planning Commission voted to recommend that the City Council does not certify the EIR, adopt the findings, the statement of overriding considerations and the mitigation monitoring and reporting program and deny the Project; and WHEREAS, on February 5, 2019, the City Council conducted a duly noticed public hearing to consider the EIR, Development Agreement No. 2018-01, General Plan Amendment No. 2018-06, and Amendment Application No. 2018-10 and solicited comments on the EIR. At the meeting, sixty-one (61) members of the public spoke on the item, thirty-eight (38) speakers supported the project, twenty (20) speakers opposed it and three (3) speakers were neutral and the public hearing was continued to the next regular adjourned City Council meeting on February 19, 2019; and WHEREAS, on February 19, 2019, the City Council continued to conduct a duly noticed public hearing to consider the EIR, Development Agreement No. 2018-01, General Plan Amendment No. 2018-06, and Amendment Application No. 2018-10 and solicited comments on the EIR. At the meeting, one hundred and thirty-one (131) members of the public spoke on the item, twenty-six (26) speakers supported the project and one hundred and five (105) speakers opposed it and one hundred and sixty - Ordinance NS-2979 Page 2 of 10 #19168v1 60A-64 six (166) written comments were received with nine (9) in support and one hundred and fifty-seven (157) in opposition. After hearing all relevant testimony from staff, the public and the City's consultant team, the City Council voted that the applications go back to the Planning Commission for reconsideration after further consultation with the community; and WHEREAS, in June 2019, the applicant submitted a revised plan consisting of development 347 multi -family units (59 dwelling units per acre), with 642 parking spaces (1.85 parking spaces per unit) and parking capacity at 2.0 spaces per unit, within a 4- story residential building wrapped around a five -level parking structure with an amenity deck on the sixth -level, private open space, and redesigned the intersection of Main Street and Walkie Way/Santiago Park Drive to provide access to the project on a 5.93- acre site (the "June Revised Plan"); and WHEREAS, on August 12, 2019, the Planning Commission conducted a duly noticed public hearing to consider the June Revised Plan. At the meeting, seventy-seven (77) members of the expressed opposition; nine (9) supported the project, and one speaker was neutral. In addition, one -hundred (100) written comments were received with six (6) in support and ninety-four (94) in opposition. After hearing all relevant testimony from staff, the public and the City's consultant team, the Planning Commission vote resulted in an impasse; and WHEREAS, in October 2019, in response to comments received the applicant submitted a further revised plan, including redevelopment of the 5.93-acre site with 444,534 square feet of total development, including 277,281 square feet of residential buildings that would provide 256 for -rent multi -family residential units and a 167,253 square foot central parking structure and a 284 space surface level parking lot which also reduced the Project's height, increased the Project's setbacks, and modified the Project entrance ("October Modified Project"); and WHEREAS, on October 28, 2019, the Planning Commission conducted a duly noticed public hearing to consider the EIR, Development Agreement No. 2018-01, General Plan Amendment No. 2018-06, and Amendment Application No. 2018-10 and solicited comments on the EIR. At the meeting, sixty-two (62) expressed opposition and two (2) in expressed support the project. In addition, ninety-eight (98) individuals submitted comments with ninety-four (94) in opposition and four (4) in support; and WHEREAS, after hearing all relevant testimony from staff, the public and the City's consultant team, the Planning Commission by a vote of 3:2, voted to recommend denial of the project. Since the entitlements require final action by the City Council, the actions were forwarded to the City Council; and WHEREAS, on November 8, 2019, the City gave public notice of a City Council public hearing for consideration of Development Agreement No. 2018-01 by advertising in the Orange County Register, a newspaper of general circulation, and by mailing to owners of property and residents within 500 feet of the Project; and Ordinance NS-2979 Page 3 of 10 #191680 60A-65 WHEREAS, on November 19, 2019, the City Council conducted a duly noticed public hearing to consider the EIR, Development Agreement No. 2018-01, General Plan Amendment No. 2018-06, and Amendment Application No. 2018-10 and Environmental Impact Report for the Project, at which hearing members of the public were afforded an opportunity to comment upon Development Agreement No. 2018-01; and WHEREAS, entering into this 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 2525 North Main Street 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; and WHEREAS, the Project and the use that the Developer proposes in connection with the Property have been extensively reviewed and considered by the City, and such proposed development and use have been found to accommodate the City's recommendations and suggestions in order to protect the public's interest to enhance the desirability of such proposed development and use. The terms and conditions of this Development Agreement have been found to be fair, just and reasonable, and the City has concluded that the pursuit of the Project will serve the interests of the City; and WHEREAS, the City Council has determined that by entering into the Development Agreement: (i) the City will promote orderly growth and quality development on the Property in accordance with the goals and policies set forth in the General Plan; and, (ii) significant benefits will be created for City residents and the public generally from increased employment, housing, the installation of security fencing under the Broadway overpass and 1-5 freeway overpass for neighborhood safety, and, parks and/or park improvements; and WHEREAS, Environmental Impact Report No. 2018-01 (State Clearinghouse No. 2018021031) for the proposed Project was circulated between August 7, 2018 and October 4, 2018; and WHEREAS, the Environmental Impact Report analyzed the impacts related to the proposed amendment to the zoning map and adoption of Specific Development No. 93; and WHEREAS, the City and Developer have reached mutual agreement and desire to voluntarily enter into the Development Agreement to facilitate development of the Project subject to the conditions and requirements set forth therein; and WHEREAS, the terms and conditions of the Development Agreement have undergone review by the City Council at a publicly noticed hearing and have been found to be fair, just, and reasonable, and consistent with the General Plan; and Ordinance NS-2979 Page 4 of 10 #19168v1 60A-66 WHEREAS, the proposed Project will not adversely affect the General Plan, as amended by General Plan Amendment No. 2018-06, as is expressly set forth in the Request for City Council Action dated November 19, 2019 and Request for Planning Commission Action dated October 28, 2019, together with all supporting documents, including but not limited to, proposed resolutions, which are incorporated herein by this reference. NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES RESOLVE, DETERMINE, FIND AND ORDER AS FOLLOWS: Section 2. CEQA. The requirements of the California Environmental Quality Act have been satisfied in that a Final Environmental Impact Report and Mitigation Monitoring and Reporting Program have been prepared for the Project, including the Development Agreement. Section 3. GENERAL PLAN CONSISTENCY. Pursuant to California Government Code section 65867.5(b) and based on the entire record before the City Council, including all written and oral evidence presented to the City Council, the City Council hereby finds that the Development Agreement is compatible with the objectives, policies, and general plan land use programs specified in the General Plan for the City of Santa Ana in that: A. The City of Santa Ana has officially adopted a General Plan. B. The land uses authorized by the General Plan Amendment, and the General Plan Amendment itself, are compatible with the objectives, policies, general land uses, and programs specified in the General Plan, for the following reasons: i. The existing General Plan land use designation for the project is Professional and Administrative Office (PAO), which allows business and professional offices uses with a floor area ratio of 1.5. In order to facilitate the construction of a multi -family housing project with a maximum floor area ratio of 1.43, the general plan land use designation is proposed to be changed to District Center (DC), which permits high intensity, mixed -use urban villages and pedestrian -oriented experiences that support mid- to high-rise office centers, commercial activity, and cultural activities with floor area ratios ranging from 0.5 to 5.0. Focusing growth within District Centers and along major corridors reduces the pressure for growth in low density residential neighborhoods. ii. The proposed Project will support several goals/objectives and policies of the General Plan. Housing Element (HE) Goal 2: to create diversity of quality housing, affordability levels, and living experiences that accommodate Santa Ana's residents and workforce of all household types, income levels, Ordinance NS-2979 Page 5 of 10 #19168v1 60A-67 and age groups to foster an inclusive community. HE Policy 2.2 District Centers. Create high intensity, mixed -use urban villages and pedestrian -oriented experiences that support the mid- to high-rise office centers, commercial activity, and cultural activities in the varied District Centers. HE Policy 2.4 to facilitate diverse types, prices and sizes of housing. Housing Element (HE) Goal 4: to provide adequate rental and ownership housing opportunities and supportive services. The Project will provide 256 rental housing units. The amendment will expand the District Center designation and provide a connection between the existing District Centers to the north and south of the site by providing a residential development that will support a mixed -use environment. Land Use (LU) Element Goal 1: to promote a balance of land uses to address basic community needs. LU Policy 1.2 Maintain and foster a variety of residential land uses in the City. LU Policy 4.3 Support land uses which provide community and regional economic and service benefits. LU Policy 4.4 Encourage the development of projects which promote the City's image as a regional activity center. LU Policy 5.5 Encourage development which is compatible with, and supportive of surrounding land uses. LU Policy 5.7 Anticipate that the intensity of new development will not exceed available infrastructure capacity. Land Use (LU) Element Goal 6: to reduce residential overcrowding to promote public health and safety. The Project is within '/2 mile of existing transportation infrastructure such as the Santa Ana (1-5) freeway and State Route 22 (SR 22) highway which provide vehicular access to the region; the Orange County Transportation Agency bus routes along Main Street which connects to the Santa Ana Regional Transportation Center and the Anaheim Regional Intermodal Center which provides rail service throughout California; and the project is immediately adjacent to Santiago Park and the Santiago Creek Bike Trail which connects to regional bike trails. Main Street, a major urban corridor with cultural, educational, employment and retail destinations such as the Bowers Museum, Discovery Science Center, Main Place Mall and in the City of Orange; the Children's Hospital of Orange County and St. Joseph's Hospital of Orange County. Therefore, the residential development Ordinance NS-2979 Page 6 of 10 #191680 60A-68 and parking lot would be within close proximity to major employment centers and retail establishments. The Project will also provide an additional housing option for those seeking housing within the jobs rich northern area of the City. The multi -storied development will complement the nearby mid -rise office buildings located along Main Street to the north and west of the site. Although the density will be higher than the adjacent single-family residential neighborhood, the residential use is consistent with the residential uses to the east and south. In addition, multi -family uses are often used in planning and zoning practice to buffer higher intensity uses like commercial or industrial uses from single-family residential uses. Urban Design (UD) Element, Goal 1: to improve the physical appearance of the City through development of districts that project a sense of place, positive community image, and quality environment. UD Policy 1.1. New development and redevelopment must have the highest quality design, materials, finishes and construction. UD Policy 1.11 Visual and physical links between districts, nodes, and significant sites, landmarks and other points of interest, are to be provided in all public and private projects. The residential buildings are of high quality design and include high quality materials such as stone veneer, brick veneers, metal panels, and canopies. The building is designed with courtyards and landscaped areas to reduce the mass of the building. The Project has street frontage on Main Street which is identified as a major path in the General Plan and supports the North Main Street Node described as an opportunity for the establishment of a cohesive, height intensity, mixed activity center with a strong presence in the region. The setback along the east side of the project has been increased to 90 feet and the setback from Edgewood Road has been increased to 134 feet to minimize impacts to the neighboring single-family residences. The new development will include public art and convey a sense of place and contribute to the urban image for the City along a street corridor that includes regional, local and cultural landmarks. The development will be in scale with the buildings along Main Street to the north and west of the site. In addition, the Urban Design Element of the General Plan identifies the site as a Gateway; the Project promotes elements of a Gateway by developing the site with a building with attractive architectural features, projecting a positive image for the City of Santa Ana. C. The proposed Development Agreement will not adversely affect the public health, safety, and welfare in that the Development Agreement will not result in incompatible land uses on adjacent properties, inconsistencies with any General Plan goals or policies, or adverse impacts to the environment. Ordinance NS-2979 Page 7 of 10 #19168v1 60A-69 Section 4. The Development Agreement, a true and correct copy of which is attached hereto as Exhibit A and incorporated herein by this reference, is hereby recommended for City Council approval. Section 5. The Development Agreement shall not be effective unless and until Resolution No. 2019-_ (Environmental Impact Report No. 2018-01), Resolution No. 2019- ___(General Plan Amendment No. 2018-06) and Ordinance No. NS-2980 (Amendment Application No. 2018-10) are adopted and become effective. If said resolution and Development Agreement are 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 the Development Agreement shall be null and void and have no further force and effect. Section 6. INDEMNIFICATION. The Developer shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, and other and proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the Project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Developer shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Developer of any Action brought and City shall cooperate with Developer in the defense of the Action. Section 7. SEVERABILITY. If any section, subsection, sentence, clause, phrase or portion of this ordinance 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. Ordinance NS-2979 Page 8 of 10 #191680 60A-70 Section 8 . CITY COUNCIL ACTION. The City Council hereby takes the following action: 1. The City Council approves Development Agreement No. 2018-01, attached hereto and incorporated herein as Exhibit A, as follows: A. The Development Agreement shall not take effect unless and until Environmental Impact Report No. 2018-01 is certified by the City Council, and General Plan Amendment No. 2018-06 and Amendment Application No. 2018-10 are each approved by the City Council. Section 9. EXECUTION OF ORDINANCE. The Mayor shall sign this Ordinance and the Clerk of the Council shall attest and certify to the adoption thereof. ADOPTED this APPROVED AS TO FORM: Sonia R. Carvalho City Attorney B Lisa Storck Assistant City Attorney AYES: day of Councilmembers NOES: Councilmembers ABSTAIN: NOT PRESENT Councilmembers Councilmembers 411W61 Miguel A. Pulido Mayor Ordinance NS-2979 Page 9 of 10 #191680 60A-71 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS-2979 to be the original ordinance adopted by the City Council of the City of Santa Ana on 2019 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 NS-2979 Page 10 of 10 #19168v1 60A-72 EXHIBIT A RECORDED AT REQUEST OF ) AND WHEN RECORDED RETURN TO: ) City of Santa Ana 20 Civic Center Plaza (M-30) ) Santa Ana, CA 92702 Attention: Clerk of the Council ) Exempt from filing fees pursuant to Government Code §27383 DEVELOPMENT AGREEMENT NO.201S-01 THE ADDISON PROJECT AT 2525 N. MAIN STREET, SANTA ANA A DEVELOPMENT AGREEMENT BETWEEN CITY OF SANTA ANA and AC 2525 MAIN, A DELAWARE LIMITED LIABILITY COMPANY 5 5394.00002\31 553 187.13 60A- / 3 DEVELOPMENT AGREEMENT NO. 2018-01 This Development Agreement (hereinafter "Agreement") is entered into as of this 171 day of December, 2019 by and between the City of Santa Ana, California (hereinafter "CITY"), and AC 2525 Main, a Delaware limited liability company (hereinafter "OWNER"). RECITALS: WHEREAS, CITY is authorized to enter into binding development agreements with persons having legal or equitable interests in real property for the development of such property, pursuant to Section 65864, et sue. of the Government Code; and WHEREAS, this Agreement constitutes a current exercise of CITY'S police powers to provide predictability to OWNER in the development approval process by vesting the permitted uses, density, intensity of use, and timing and phasing of development consistent with the Development Plan in exchange for OWNER'S commitment to provide significant public benefits to CITY as set forth in Section 4, below. WHEREAS, OWNER has requested CITY to enter into a development agreement and proceedings have been taken in accordance with the rules and regulations of CITY; and WHEREAS, the best interests of the citizens of the City of Santa Ana and the public health, safety and welfare will be served by entering into this Agreement; and WHEREAS, the City Council hereby finds and determines that this Agreement is of major significance because it will enable the CITY to fund much needed capital improvements and provide much needed public services and will therefore also have a major, beneficial economic impact on the CITY; and WHEREAS, the provision by OWNER of the public benefits allows the CITY to realize significant economic, recreational, park, open space, educational, social and public facilities benefits. The public benefits will advance the interests and meet the needs of Santa Ana residents and visitors to a significantly greater extent than would development of the Property without this Agreement. WHEREAS, the physical effects, if any, of the Project and this Agreement have been analyzed pursuant to California Environmental Quality Act as amended to date and as documented in the Final Environmental Impact Report entitled "Magnolia at the Park Multi -Family Residential Project" (State Clearinghouse House No. 2018021031 and City of Santa Ana DP No. 2017.34); and WHEREAS, this Agreement and the Project are consistent with the Santa Ana General Plan and any specific plan applicable thereto; and WHEREAS, all actions taken and approvals given by CITY have been duly taken or approved in accordance with all applicable legal requirements for notice, public hearings, findings, votes, and other procedural matters; and WHEREAS, development of the Property in accordance with this Agreement will provide substantial benefits to CITY and will further important policies and goals of CITY; and WHEREAS, this Agreement will eliminate uncertainty in planning and provide for the orderly development of the Property, ensure progressive installation of necessary improvements, provide for public services appropriate to the development of the Project, and generally serve the purposes for which 55394.00002\31 553 18 7.13 #21124v3 60A-74 development agreements under Section 65864, et seq.. of the Government Code are intended. COVENANTS NOW, THEREFORE, in consideration of the above recitals and of the mutual covenants hereinafter contained and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties agree as follows: DEFINITIONS AND EXHMITS. 1.1 Definitions. The following terms when used in this Agreement shall be defined as follows: 1.1.1 "Agreement' means this Development Agreement. 1.1.2 "CITY" means the City of Santa Ana, a charter city and California municipal corporation. 1.1.3 "City Council" means the duly elected city council of the City of Santa Ana. 1.1.4 "Commencement Date" means the date the Term of this Agreement commences 1.1.5 "Development' means the improvement of the Property for the purposes of completing the structures, improvements and facilities comprising the Project including, but not limited to: grading; the construction of infrastructure and public facilities related to the Project whether located within or outside the Property; the construction of buildings and structures; and the installation of landscaping. "Development" does not include the maintenance, repair, reconstruction or redevelopment of any building, structure, improvement or facility after the construction and completion thereof. 1.1.6 "Development Exaction" means any requirement of CITY in connection with or pursuant to any Land Use Regulation or development approval for the dedication of land, the construction of improvements or public facilities, or the payment of fees in order to lessen, offset, mitigate or compensate for the impacts of development on the environment or other public interests. 1.1.7 "Development Impact Fee" a monetary exaction other than a tax or special assessment, whether established for a broad class of projects by legislation of general applicability or imposed on a specific project on an ad hoc basis, that is charged by a local agency to the applicant in connection with approval of a development project for the purpose of defraying all or a portion of the cost of public facilities related to the development project, but does not include park "in lieu" fees specified in Government Code Section 66477, fees for processing applications for governmental regulatory actions or approvals, or fees collected under development agreements adopted pursuant to Article 2.5 of the Government Code (commencing with Section 65864) of Chapter 4. 1.1.8 "Development Plan" means the plan for development of the Property as set forth in Exhibit "C". 55394.00002\31553187.13 #21124v3 60A-75 1.1.9 "Discretionary Action(s)" or "Discretionary Approval(s)" means an action which requires the exercise of judgment, deliberation or discretion on the part of the City, including any board, agency, commission or department and any officer or employee thereof, in the process of approving or disapproving Development of the Project, as distinguished from an activity which is defined herein as a Ministerial Permit or Ministerial Approval. 1.1.10 "Effective Date" means the date the ordinance approving and authorizing this Agreement becomes effective. 1.1.11 "Existing Land Use Regulations" means all ordinances, laws, resolutions, codes, rules, regulations, policies, requirements, guidelines or other actions of City, including but not limited to the provisions set forth in the City's General Plan, Municipal Code which affect, govern or apply to the Development of the Project and use of the Property in a manner consistent with this Agreement, including, without limitation, the permitted use of land, the density or intensity of use, subdivision requirements, the maximum height and size of proposed buildings, the provisions for reservation or dedication of land for public purposes, and the design, improvement and construction standards and specifications apphcable to the Development of the Property, subject to the terms of this Agreement, whether adopted by the City Council or the voters in an initiative, which are in effect on the Effective Date, pursuant to California Government Code Section 65866. 1.1.12 "Existing Project Approvals" means all Project Approvals approved or issued on or before the Effective Date. 1.1.13 "Land Use Regulations" means all ordinances, resolutions, codes, rules, regulations and official policies of CITY governing the development and use of land, including, without limitation, the permitted use of land, the density or intensity of use, subdivision requirements, the maximum height and size of proposed buildings, the provisions for reservation or dedication of land for public purposes, and the design, improvement and construction standards and specifications applicable to the development of the Property. "Land Use Regulations" does not include any CITY ordinance, resolution, code, rule, regulation or official policy, governing: (a) the conduct of businesses, professions, and occupations; (b) taxes (special or general) and assessments; (c) the control and abatement of nuisances; (d) the granting of encroachment permits and the conveyance of rights and interests that provide for the use of or the entry upon public property; (e) the exercise of the power of eminent domain. 1.1.14 Reserved. 55394.00002\31553187.13 #21124v3 60A-76 1.1.15 "OWNER" means the persons and entities listed as OWNER on page 1 of this Agreement and their successors in interest to all or any part of the Property. 1.1.16 "Ministerial Approvals(s)," or "Ministerial Act(s)" means any approval or act that is not a Discretionary Approval. 1.1.17 "Mortgagee" means a mortgagee of a mortgage, a beneficiary under a deed of trust or any other security -device lender, and their successors and assigns. 1.1.18 "Project" means the development of the Property located at 2525 Main Street, Santa Ana, CA, contemplated by the Development Plan as such Plan may be further defined, enhanced or modified pursuant to the provisions of this Agreement. 1.1.19 "Project Approvals" means all site -specific (meaning specifically applicable to the Project only and not generally applicable to some or all other properties within the City) plans, maps, pemuts, and entitlements to use of every kind and nature that are sought or agreed to in writing by OWNER in its sole and absolute discretion to Develop the Project and that have been approved by the City. Project Approvals include, but are not limited to, general plan amendments, site plans, tentative and final subdivision maps, design guidelines, variances, zoning designations, conditional use permits, grading, building, and other similar permits, the site - specific provisions of general plans, environmental assessments, including environmental impact reports and negative declarations. 1.1.20 "Property" means the real property described on Exhibit "A" and shown on Exhibit "B" to this Agreement. 1.1.21 "Public Benefit" refers to those benefits provided to the CITY and the community by OWNER pursuant to Section 4 below. 1.1.22 "Reservation of Rights" means the rights and authority excepted from the assurances and rights provided to OWNER under this Agreement and reserved to CITY under Section 3.3 of this Agreement. 1.2 Exhibits. The following documents are attached to, and by this reference made a part of, this Agreement: Exhibit "A!'— Legal Description of the Property Exhibit `B" — Map showing Property and its location Exhibit "C" — Development Plan Exhibit "D" — Development Impact Fees Exhibit "E" - Reserved Exhibit "F" — Santiago Park Access Rights 55394.00002\31553187.13 #21124v3 60A-77 Exhibit "G" — Santiago Park Improvements Exhibit "11" — Park Santiago Patrol Area Map Exhibit "I" — Conditions of Discretionary Approvals Exhibit " T' — Safety Fencing 2. GENERAL PROVISIONS. 2.1 Binding Effect of Agreement. The Property is hereby made subject to this Agreement. Development of the Property is hereby authorized and shall be carried out in accordance with the terms of the Development Plan and this Agreement. 2.2 Ownershipof Property. OWNER represents and covenants that it is the owner of the fee simple title to, or has an equitable interest in, the Property or a portion thereof. 2.3 City Council Findings. The City Council fmds that: 2.3.1 This Agreement is consistent with the CITY'S General Plan. 2.3.2 This Agreement ensures a desirable and functional community environment, provides effective and efficient development of public facilities, infrastructure, and services appropriate for the development of the Project, enhances effective utilization of resources within the City. 2.3.3 This Agreement provides public benefits beyond those which are necessary to mitigate the development of the Project. 2.3.4 This Agreement strengthens the public planning process, encourages private participation in comprehensive planning and reduces costs of development and government. 2.3.5 The best interests of the citizens of the CITY and the public health, safety, and welfare will be served by entering into this Agreement. 2.4 Term. The term of this Agreement shall commence on the date (the "Commencement Date") that is the Effective Date, and shall continue for a period of four (4) years thereafter, unless this term is modified or extended pursuant to the provisions of this Agreement. Thereafter, the OWNER shall have no vested right under this Agreement, regardless of whether or not OWNER has paid any Development Impact Fee. 2.4.1 The Term of this Agreement may be extended upon the mutual written agreement of the CITY'S City Manager and the OWNER for no more than two (2) additional consecutive one (1) year periods ("Extension Term"). Notwithstanding the immediately preceding sentence or any other part of this Agreement, in no event shall the Development Agreement Period exceed 2160 consecutive calendar days from the Effective Date. Prior to the CITY granting each Extension Term: 55394.00002\31553187.13 #21124v3 60A-78 (a) OWNER shall demonstrate to the City Manager's reasonable satisfaction that OWNER has and will continue to diligently pursue the development of the Project; (b) OWNER shall pay to the CITY Fifty Thousand Dollars ($50,000) to partially compensate the CITY for the significant lost revenue to be received by the CITY had the Project been completed. 2.4.2 If any party other than OWNER initiates litigation that challenges the Project or the Existing Project Approvals, the OWNER will have the right to toll commencement of the Term and any obligations of OWNER under the Agreement during the period of such litigation. The tolling shall commence upon receipt by the City of written notice from OWNER invoking this right to tolling. The tolling shall terminate when (1) a final order is issued in said litigation that upholds the Project and the Existing Project Approvals or (2) the litigation is dismissed with prejudice by all Parties; whichever occurs first. 2.5 Assignment. 2.5.1 Right to Assign. OWNER shall have the right to sell, transfer or assign the Property in whole or in part (provided that no such partial transfer shall violate the Subdivision Map Act, Government Code Section 66410, et sue.) to any person, partnership, joint venture, firm or corporation at any time during the term of this Agreement; provided, however, that any such sale, transfer or assignment shall include the assignment and assumption of the rights, duties and obligations arising under or from this Agreement and be made in strict compliance with the following conditions precedent: (a) No sale, transfer or assignment of any right or interest under this Agreement shall be made unless made together with the sale, transfer or assignment of all or a part of the Property to which such rights or interests apply. Any sale, transfer or assignment shall require the consent of the CITY which shall not be unreasonably withheld, conditioned, or delayed. (b) Concurrent with any such sale, transfer or assignment, OWNER shall notify CITY, in writing, of such sale, transfer or assignment and shall provide CITY with an executed agreement ("Assignment and Assumption Agreement"), in a form reasonably acceptable to CITY, by the purchaser, transferee or assignee and providing therein that the purchaser, transferee or assignee expressly and unconditionally assumes all the duties, obligations, agreements, covenants, waivers of OWNER under this Agreement, including, without limitation, the covenants not to sue and waivers contained in Sections 7.2 and 8.4 hereof. (c) OWNER shall provide CITY with such information reasonably requested by CITY that demonstrates such transferee or assignee has sufficient development experience and financial capability to complete the Project and perform all obligations assumed. (d) Any sale, transfer or assignment not made in strict compliance with the 55394.00002\3 1553 187.13 #21124v3 60A-79 foregoing conditions shall constitute a default by OWNER under this Agreement. Notwithstanding the failure of any purchaser, transferee or assignee to execute the agreement required by Paragraph (b) of this Subsection 2.5.1, the burdens of this Agreement shall be binding upon such purchaser, transferee or assignee, but the benefits of this Agreement shall not inure to such purchaser, transferee or assignee until and unless such agreement is executed. (e) The Executive Director for the Planning and Building Agency shall have the administrative authority to determine that OWNER has complied with the above conditions. Such determination shall not be unreasonably withheld or delayed. 2.5.2 Release of Transferring Owner. Notwithstanding any sale, transfer or assignment, a transferring OWNER shall continue to be obligated under this Agreement with respect to the transferred Property or any transferred portion thereof, unless such transferring OWNER is given a release in writing by CITY, which release shall be provided by CITY upon the full satisfaction by such transferring OWNER of the following conditions: (a) OWNER no longer has a legal or equitable interest in all or any part of the Property subject to the transfer. (b) OWNER is not then in default under this Agreement. (c) OWNER has provided CITY with the notice and executed agreement required under Paragraph (b) of Subsection 2.5.1 above. (d) The purchaser, transferee or assignee provides CITY with security equivalent to any security previously provided by OWNER to secure performance of its obligations hereunder. 2.5.3 Subsequent Assignment. Any subsequent sale, transfer or assignment after an initial sale, transfer or assignment shall be made only in accordance with and subject to the terms and conditions of this Section. 2.5.4 Utilities. The Project shall be connected to all utilities necessary to provide adequate water, sewer, gas, electric, and other utility service to the Project, prior to the issuance of final approval for occupancy or the certificate of occupancy for any portion of the Project. 2.5.5 Sale to Public and Completion of Construction. The provisions of Subsection 2.5.1 shall not apply to the sale or lease (for a period longer than one year) of any lot that has been finally subdivided and is individually (and not in "bulk") sold or leased to a member of the public or other ultimate user. This Agreement shall terminate with respect to any lot and such lot shall be released and no longer be subject to this Agreement without the execution or recordation of any further document upon satisfaction of both of the following conditions: (a) The lot has been finally subdivided and individually (and not in "bulk") 55394.00002\31553187.13 #21124v3 60A-80 sold or leased (for a period longer than one year) to a member of the public or other ultimate user; and (b) City final approval for occupancy or the certificate of occupancy has been issued for a building on the lot, and the fees for such lot set forth in this Agreement have been paid. 2.6 Amendment or Cancellation of Agreement. This Agreement may be amended or canceled in whole or in part only by written consent of all parties in the manner provided for in Government Code Section 65868. This provision shall not limit any remedy of CITY or OWNER as provided by this Agreement. 2.7 Termination. This Agreement shall be deemed terminated and of no further effect upon the occurrence of any of the following events: (a) Expiration of the stated Term of this Agreement as set forth in Section 2.4. (b) Entry of a final judgment setting aside, voiding or annulling the adoption of the ordinance approving this Agreement. (c) The adoption of a referendum measure overriding or repealing the ordinance approving this Agreement. (1) Within five (5) days of receipt of a referendum petition by the CITY, OWNER shall deposit Fifty Thousand Dollars ($50,000) ("Referendum Deposit") with the CITY. CITY may use the funds to pay any and all costs associated with said referendum measure. If at any time the Referendum Deposit account has Five Thousand Dollars ($5000) or less remaining, OWNER shall, within three (3) days of receiving notice from the CITY, deposit with the CITY additional funds as requested by the CITY to cover all costs and expenses associated with processing the referendum and holding the related election. Following certification of the election results, any funds remaining in the Referendum Deposit account shall be returned to the OWNER. (d) Completion of the Project in accordance with the terms of this Agreement including issuance of all required occupancy permits, final approval for occupancy by the CITY, and acceptance by CITY or applicable public agency of all required dedications. (e) Termination of this Agreement shall not constitute termination of any other land use entitlements approved for the Property. Upon the expiration of the Term of this Agreement, no party shall have any further right or obligation hereunder except with respect to any obligation to have been performed prior to such termination or with respect to any default in the performance of the provisions of this Agreement that has occurred prior to such termination or with respect to any obligations that are specifically set forth as surviving this Agreement. Upon such termination, any Development Impact Fees paid by OWNER to CITY for residential units on which construction has not yet begun shall be refunded to OWNER by CITY. OWNER agrees that notwithstanding the termination of this Agreement by its term or default, those provisions which by their language or 5 5394.00002\3 1553 18 7.13 #21124v3 60A-81 intent, including but not limited to, the release and indemnity provisions, as set forth in Sections 7.2 and 8 shall survive termination of this Agreement. 2.8 Notices. (a) As used in this Agreement, "notice" includes, but is not limited to, the communication of notice, request, demand, approval, statement, report, acceptance, consent, waiver, appointment or other communication required or permitted hereunder. (b) All notices shall be in writing and shall be considered given either: (i) when delivered in person to the recipient named below; or (ii) on the date of delivery shown on the return receipt, after deposit in the United States mail in a sealed envelope as either registered or certified mail with return receipt requested, and postage and postal charges prepaid, and addressed to the recipient named below; or (iii) on the date of delivery shown in the records of the telegraph company after transmission by telegraph to the recipient named below. All notices shall be addressed as follows: If to CITY: City Clerk 20 Civic Center Plaza, 81 Floor PO Box 1988, M-30 Santa Ana, Ca 92702 Copy to City Manager City Attorney Executive Director of Planning and Building Agency If to OWNER: AC 2525 MAIN, LLC 240 Newport Center Drive, Suite 200 Newport Beach, CA. 92660 Attn: Manager Telephone: [310-343-1831] (c) Either party may, by notice given at any time, require subsequent notices to be given to another person or entity, whether a party or an officer or representative of a party, or to a different address, or both. Notices given before actual receipt of notice of change shall not be invalidated by the change. DEVELOPMENT OF THE PROPERTY. 3.1 Rights to Develop. Subject to the terms of this Agreement including the Reservation of Rights, OWNER shall have a vested right to develop the Property in accordance with, and to the extent of, this Agreement. Except as expressly provided otherwise herein, the Project 55394.0000201553187.13 #211240 60A-82 shall remain subject to all Existing Land Use Regulations and Development Approvals. Except as otherwise provided in this Agreement, and notwithstanding the authority of the CITY to further revise the Land Use Regulations pursuant to Government Code section 65866, the permitted uses of the Property, the density and intensity of use, the maximum height and size of proposed buildings, and provisions for reservation and dedication of land for public purposes shall be those set forth in the Land Existing Use Regulations and Development Approvals. OWNER shall comply with all mitigation measures required to be undertaken pursuant to any document prepared in compliance with the California Environmental Quality Act with respect to the Project. 3.2 Effect of Agreement on Land Use Regulations. Except as otherwise provided under the terms of this Agreement including the Reservation of Rights, the rules, regulations and official policies governing permitted uses of the Property, the density and intensity of use of the Property, the maximum height and size of proposed buildings, and the design, improvement and construction standards and specifications applicable to development of the Property shall be the Existing Land Use Regulations and Development Approvals. In connection with any subsequently adopted Project Approvals and except as specifically provided otherwise herein, CITY may exercise its discretion in accordance with the Land Use Regulations then in effect, as provided by this Agreement, including, but not limited to, the Reservation of Rights. CITY shall accept for processing, review and action all applications for subsequent Project Approvals, and such applications shall be processed in the same manner and the CITY shall exercise its discretion, when required or authorized to do so, to the same extent it would otherwise be entitled in the absence of this Agreement. 3.3 Reservation of Rights 3.3.1 Limitations Reservations and Exceptions. Notwithstanding any other provision of this Agreement, the following regulations shall apply to the development of the Property: (a) Processing fees and charges of every kind and nature imposed by CITY to cover the actual costs to CITY of processing applications for Development Approvals or for monitoring compliance with any Development Approvals granted or issued. (b) Procedural regulations relating to hearing bodies, petitions, applications, notices, findings, records, hearings, reports, recommendations, appeals and any other matter of procedure. (c) Regulations, policies and rules governing engineering and construction standards and specifications applicable to public and private improvements, including, without limitation, all uniform codes adopted by the CITY and any local amendments to those codes adopted by the CITY, including, without limitation, the CITY s Building Code, Plumbing Code, Mechanical Code, Electrical Code, and Grading Ordinance. (d) Regulations imposing Development Exactions; provided, however, that no such Development Exaction adopted after the Effective Date shall apply to development of the Property under this Agreement unless agreed to by OWNER. In the event any such subsequently adopted Development 553 94.00002\31553 187.13 #21124v3 60A-83 Exaction, agreed to by OWNER, fulfills the same purposes, in whole or in part, as the fees set forth in Section 4 of this Agreement, CITY shall allow a credit against such subsequently adopted Development Exaction for the fees paid under Section 4 of this Agreement to the extent such fees fulfill the same purposes. (e) Regulations that may be in material conflict with this Agreement but that are reasonably necessary to protect the residents of the project or the immediate community from a condition perilous to their health or safety. To the extent possible, any such regulations shall be applied and construed so as to provide OWNER with the rights and assurances provided under this Agreement. (f) Regulations that are not in material conflict with this Agreement or the Development Plan. Any regulation, whether adopted by initiative or otherwise, limiting the rate or timing of development of the Property shall be deemed to materially conflict with the Development Plan and shall therefore not be applicable to the development of the Property. (g) Regulations that are in material conflict with the Development Plan; provided OWNER has given written consent to the application of such regulations to development of that Property in which the OWNER has a legal or equitable interest. (h) Regulations that impose, levy, alter or amend fees, or charges relating to consumers or end users, including, without limitation, trash can placement, service charges and limitations on vehicle parking. (i) Regulations of other public agencies, including Development Impact Fees adopted or imposed by such other public agencies, although collected by CITY. 3.3.2 Subsequent Project Approvals. This Agreement shall not prevent CITY, in acting on subsequent Project Approvals and to the same extent it would otherwise be authorized to do so absent this Agreement, from applying subsequently adopted or amended Land Use Regulations that do not materially conflict with this Agreement. 3.3.3 Modification or Suspension by State or Federal Law. In the event that State, County or Federal laws or regulations, enacted after the Effective Date of this Agreement, prevent or preclude compliance with one or more of the provisions of this Agreement, such provisions of this Agreement shall be modified or suspended as may be necessary to comply with such State or Federal laws or regulations; provided, however, that this Agreement shall remain in full force and effect to the extent it is not inconsistent with such laws or regulations and to the extent such laws or regulations do not render such remaining provisions impractical to enforce. 3.3.4 Intent. The parties acknowledge and agree that CITY is restricted in its authority to limit certain aspects of its police power by contract and that the foregoing limitations, reservations and exceptions are intended to reserve to CITY all of its 55394.00002\31553187.13 #21124v3 60A-84 police power that cannot be or are not expressly so limited. This Agreement shall be construed, contrary to its stated terms if necessary, to reserve to CITY all such power and authority that cannot be or is not by this Agreement's express terms so restricted. 3.4 Regulation by Other Public Agencies. It is acknowledged by the Parties that other public agencies not within the control of CITY may possess authority to regulate aspects of the development of the Property separately from or jointly with CITY and this Agreement does not limit the authority of such other public agencies. 3.5 Timing of Development. Because the California Supreme Court held in Pardee Construction Co. v. City of Camarillo, 37 Cal. 3d 465 (1984), that the failure of the parties in that case to provide for the timing of development resulted in a later -adopted initiative restricting the timing of development to prevail over the parties' agreement, it is the specific intent of the Parties to provide for the timing of the Project in this Agreement. To do so, the Parties acknowledge and provide that OWNER shall have the right, but not the obligation, to complete the Project in such order, at such rate, at such times, and in as many development phases and sub -phases as OWNER deems appropriate in its sole subjective business judgment 3.6 Conditions, Covenants and Restrictions 3.6.1 OWNER shall have the ability to reserve and record such covenants, conditions, and restrictions (CC&Rs) against the Property as OWNER deems appropriate, in its sole and absolute discretion. Such CC&Rs may not conflict with this Agreement or the General Plan. Before recording any CC&Rs, OWNER shall provide a copy of the CC&Rs to the CITY for review and approval by the City Attorney, whose approval shall not be unreasonably withheld. 3.6.2 The City Attorney's review shall be limited to determining if the CC&Rs substantially comply with this Agreement and Project's conditions of approval as approved by the City Council and that the CC&Rs incorporate and reference the following information regarding the approved development: (a) The Parking Management Plan (b) The Overcrowding Mitigation Implementation Plan (c) The Property Maintenance Agreement (d) The Project Conditions of Approval 3.6.3 Within thirty (30) days after receiving a copy of the proposed CC&Rs from OWNER, the City Attorney shall provide OWNER with either (i) a statement that the CC&Rs comply with this Agreement ("CC&R Approval") or (ii) written comments identifying each aspect of the CC&Rs which the City Attorney believes not to be in compliance with this Agreement (a "Statement of Non -Compliance"). If the City Attorney fails to provide OWNER with either CC&R Approval or a Statement of Non -Compliance within thirty (30) days following a written request by OWNER, City shall be deemed to have denied the CC&Rs and OWNER may 55394.00002\31553187.13 #21124v3 60A-85 not record the CC&Rs against the Property. If the City Attorney provides a Statement of Non -Compliance, OWNER shall have thirty (30) days in which to respond to the Statement of Non -Compliance. Upon submittal of OWNER'S response, the procedure described above for the initial submittal and City Attorney review of proposed CC&Rs shall again be followed. This procedure shall be followed until OWNER either (1) receives CC&R Approval, (2) submits the compliance issues to binding arbitration pursuant to the rules of the American Arbitration Association, (3) files an action for declaratory relief in Orange County Superior Court seeking a judicial determination of the compliance of the proposed CC&Rs, or (4) agreement is otherwise reached between the Parties allowing for the recording of the CC&Rs. The CC&Rs shall run with the land and bind OWNER'S successors and assigns. Except as provided above, any dispute between the Parties regarding the CITY'S approval or rejection of the CC&Rs shall be subject to immediate and binding arbitration pursuant to the rules of the American Arbitration Association. 3.7 Moratoria. Except as specifically set forth in this section, CITY agrees that no moratorium or other similar limitation (whether relating to the rate, timing, or sequencing of the development of the Proj ect or any part thereof and whether or not enacted by local initiative or otherwise) affecting subdivision/tract maps, grading or building permits, occupancy certificates, or other entitlements approved, issued, or granted within the CITY, after the Effective Date of this Agreement, shall apply to the Project. OWNER acknowledges and agrees that the provisions hereof shall not preclude the application to the Project of a moratorium or other similar limitation (of the type described in the preceding sentence) enacted in order to protect an imminent threat to the public health or safety. 3.8 Development Agreement/Proiect Approvals. In the event of any inconsistency between any Existing Land Use Regulation and a Project Approval, the provisions of the Project Approval shall control. In the event of any inconsistency between any Existing Land Use Regulation, any Project Approval and this Agreement, the provisions of this Agreement shall control. 3.9 LEED Certification. OWNER shall design and construct the building to achieve not less than a Leadership in Energy and Environmental Design ("LEED") Silver Standard equivalent. OWNER shall focus design efforts to ensure the Project meets the environmental needs of the community, as well as, the Project, itself, maintains an eco- friendly design. It is anticipated the Project will include, but is not limited to, drought tolerant landscaping and irrigation systems, solar and EV systems, and reclaimed water. 4. PUBLIC BENEFITS. 4.1 Intent. The Parties acknowledge and agree that development of the Property will result in substantial public needs that will not be fully met by the Development Plan and further acknowledge and agree that this Agreement confers substantial private benefits on OWNER that should be balanced by commensurate public benefits. 4.2 Public Benefits. OWNER has committed by this Agreement to contribute to the acquisition, construction and maintenance of certain "Public Benefits" as provided below: 55394.00002\31553187.13 #21124v3 60A-86 4.2.1 CITY Facilities. OWNER shall provide the following benefits towards the acquisition, construction and maintenance of the CITY Facilities, as follows: (a) Public Art. OWNER shall create, install, and maintain a public art project with a value equivalent to one-half of one percent (0.5%) of the total construction cost of the Project. Total construction cost shall mean all design, engineering and construction costs. OWNER shall prepare and submit to the CITY, no later than one hundred eighty (180) days before final approval for occupancy or the issuance of a certificate of occupancy, a public art plan that is consistent with Chapter 15 of the Citywide Design Guidelines, Public Art Guidelines. The approved art shall be installed prior to final approval for occupancy or the issuance of a Certificate of Occupancy for the Project. (b) Santiago Park Improvement Construction. OWNER shall, prior to issuance of the first building permit, pay to CITY $700,000.00 to construct the Santiago Park Phase 11 Park Improvements ("Park Improvements"). The Park Improvements shall include, but are not limited to design, engineering, permitting, construction, and installation of irrigation, landscaping, security lighting and bike trail enhancement, as described in more detail on Exhibit "G". (c) Park Santiago Neighborhood Benefits. OWNER shall provide the following, which shall also be included in the Property Maintenance Agreement which must be recorded against the Property. The execution and recordation of the Property Maintenance Agreement shall be a condition precedent to the issuance of final approval for any construction permit. (1) Limited access to onsite amenities in a manner to be determined by OWNER as reasonably acceptable to Planning and Building Agency Executive Director. (2) Security patrol in the residential neighborhood and Santiago Park a. Patrol area: Project, Park Santiago and Park Santiago area as depicted on attached Exhibit "IT, b. Type of patrol: Periodic roving security twenty-four (24) hours a day, seven days per week. C. Term: 55 years subject to annual review during which review it may be determined that such term shall end earlier. (3) This section and these benefits shall survive expiration of the Tenn of this Agreement. (d) Park Santiago Public Improvements and Traffic Calming. Subject to the approval by the Executive Director of Public Works Agency and the 55394.00002\31553187.13 #21124v3 60A-87 Executive Director of Planning and Building Agency and meeting CITY design specifications and standards, OWNER shall pay for the design and construction of the public improvements identified below prior to final approval for occupancy or the issuance of a Certificate of Occupancy. CITY shall be solely responsible for all aspects of the public improvements including, but not limited to, the analysis, design, engineering, construction and inspection/administration of: (1) Santiago Park neighborhood improvements at up to three locations on Edgewood and/or Bush Street to achieve traffic calming. Improvements may be based on input from the Santiago Park Neighborhood Association and may include, but not be limited to, bulb -outs, traffic circles and medians within the neighborhood streets. (2) Street lighting enhancements by replacing all existing non -LED lights and/or fixtures with LED lights and/or fixtures throughout the Santiago Park Neighborhood. (3) A street light at the Santiago Park Drive / Main Street intersection. (4) Decorative concrete pavement within the intersection of Main Street/Wallde Way and Main Street/Santiago Park Drive. 4.2.2 Safety Fencing. At the time of issuance of the first building permit, OWNER shall pay the CITY $150,000.00 to reimburse the CITY for the installation and maintenance of security fencing under the I-5 freeway and Broadway overpass for neighborhood safety (see Exhibit "J" - Safety Fencing). 4.2.3 Graffiti Removal. OWNER shall install and maintain graffiti protection on all new surfaces and shall, within 24 hours of receiving notice of graffiti, cause it to be removed and associated restorations completed throughout the Project. 4.3 Development Impact Fees. 4.3.1 Amount of Fee. The Development Impact Fees set forth in Exhibit "D" shall be charged to the Project. These fee amounts are estimated and will be subject to change based on the fee rate applicable at the time of issuance of the Building Permit. 4.3.2 Time of Payment. The fees required pursuant to Subsection 4.3.1 shall be paid to CITY prior to the issuance of the first building permit for the Development. 4.3.3 Reserved. 4.3.4 Future Development Impact Fee Program Changes. The Parties hereby agree that, in addition to the Development Impact Fees included in Exhibit "D", the Project shall be subject to any increase in fees, or amendment or alteration, of Development Impact Fee programs in effect on the Effective Date. 55394.00002\31553187.13 #21124v3 60A-88 4.3.5 Prepayment. In no event shall the prepayment of any Development Impact Fees required hereunder establish a vested right on the part of OWNER or any other owner of the Property or any person or entity with an interest therein to develop the Project or the Property following the expiration, cancellation or termination of the Term of this Agreement. Following the expiration, cancellation or termination of this Agreement, all Development Impact Fees then in effect shall be applicable to the Project and Property notwithstanding any provision of this Agreement and notwithstanding the prepayment of the Development Impact Fees set forth in Exhibit "D", any increase or amendment of any Development Impact Fee, or any combination thereof. 4.4 Dedication of On -Site Easements and Rights of Way. OWNER shall dedicate to CITY all on -site rights of way and easements deemed necessary for public improvements as indicated on the approved Development Plan for the Project within 15 days of receipt of written demand from CITY. 4.5 Timing of Construction of Off -Site Infrastructure. Approval of any issuance of final approval for occupancy on the Property shall be conditioned upon CITY's determination, in its sole discretion, that sufficient progress is being made on construction of off -site infrastructure serving development of OWNER's Property. 4.6 Santiago Park Access. OWNER shall grant the CITY a public use, access, ingress, and egress easement in perpetuity on and within the Development to provide public access to Santiago Park. The scope, location, and all aspects of the easement shall meet the requirements reasonably set forth by the City as determined by the Executive Directors of the Parks, Recreation and Community Services, Public Works, and the Planning and Building Agency and consistent with the conceptual design as described/depicted on Exhibit "F". 4.6.1 OWNER shall be responsible for the ongoing maintenance of the easement area. The easement area shall be maintained consistent with CITY standards and to CITY'S reasonable satisfaction at all times. 4.6.2 Reserved. 4.6.3 Reserved. 4.7 Housing Opportunity Ordinance. Project shall comply with the requirements of the Housing Opportunity Ordinance (the "HOO") in effect on the Effective Date. 4.8 Overcrowding Mitigation Implementation Plan. Based on U.S. Census figures, the City of Santa Ana has one of the highest average number of people per household in the nation at 4.34 people per household. OWNER commits to limit occupancy of the residential units within the project site to levels in compliance with local, state and federal fair housing standards. Prior to applying to the CITY for occupancy permit, the OWNER shall submit to the CITY an Overcrowding Mitigating Implementation Plan. Prior to changing or revising the implementation plan, Owner shall provide a 60-day minimum written notice to the City Community Development Agency and the Planning and Building Agency informing of any proposed changes or revisions. 4.9 Local Live -Work Preference. Prior to issuance of any Building Permits, OWNER shall 55394.00002\31553187.13 A #21124v3 60A-89 develop and submit to the City Manager or his/her designee, a local live -work plan for the Project targeting, to the extent feasible and consistent with state and federal fair housing laws, a preference or priority for persons who currently either live or work in the City of Santa Ana for the rental of units at the Project. 4.10 Local Sourcing Plan. OWNER agrees to make a good faith effort to encourage contractors and suppliers to hire and procure locally, to the extent that it is cost effective and does not delay the overall project development schedule. Prior to issuance of any Building Permits, OWNER shall develop and submit to the Planning and Building Agency (the "PBA") a local sourcing plan for the Project targeting, to the extent feasible, the hiring of qualified workers, construction contractors, or the purchasing of goods locally within the City of Santa Ana. The plan must be reviewed in a timely manner and approved by the PBA and be implemented for the construction of the project prior to issuance of any Building Permits. Such approval shall not be unreasonably withheld. 5. FINANCING & MAINTENANCE OF PUBLIC IMPROVEMENTS AND SERVICES OWNER may propose, and if requested by CITY shall cooperate in, the formation of any special assessment district, community facilities district or alternate financing mechanism to pay for the construction and/or maintenance and operation of public infrastructure facilities required as part of the Development Plan by providing up to $50,000 toward the costs of CITY in preparing a study to detemune the need for any such district or alternate financing mechanism. To the extent any such district or other financing entity is formed and sells bonds in order to finance such reimbursements, OWNER may be reimbursed to the extent that OWNER spends funds or dedicates land for the establishment of public facilities. If such a district or other financing entity is proposed OWNER agrees not to oppose such formation. Notwithstanding the foregoing, it is acknowledged and agreed by the parties that nothing contained in this Agreement shall be construed as requiring CITY or the City Council to form any such district or other financing entity or to issue and sell bonds. In addition, it is acknowledged and agreed by the parties that nothing contained in this Agreement shall be construed as requiring OWNER to vote in support of or annex to such district or other financing entity. It shall be the sole right of OWNER to determine whether to be in or out of any such district or other financing entity. REVIEW FOR COMPLIANCE. 6.1 Periodic Review. The CITY shall review this Agreement annually, on or before the anniversary of the Effective Date, in order to ascertain the compliance by OWNER with the terms of the Agreement. OWNER shall submit an Annual Monitoring Report, in a form acceptable to the City Manager, within thirty (30) days after written notice from the City Manager. The Annual Monitoring Report shall be accompanied by an annual review and administration fee sufficient to defray the estimated costs of review and administration of the Agreement during the succeeding year. The amount of the annual review and administration fee shall be set annually by resolution of the City Council. 6.2 Special Review. The City Council may order a special review of compliance with this Agreement at any time. The City Manager, or his or her designee, shall conduct such special reviews. 6.3 Procedure. (a) During either a periodic review or a special review, OWNER shall be required to demonstrate good faith compliance with the terms of the Agreement. The burden 55394.00002\31553197.13 #21124v3 60A-90 of proof on this issue shall be on OWNER, at OWNER's sole expense. (b) Upon completion of a periodic review or a special review, the City Manager, or his or her designee, shall submit a report to the Planning Commission setting forth the evidence concerning good faith compliance by OWNER with the terms of this Agreement and his or her recommended finding on that issue. (c) If the Planning Commission finds and determines on the basis of substantial evidence that OWNER has complied in good faith with the terms and conditions of this Agreement, the review shall be concluded. (d) If the Planning Commission finds and determines on the basis of substantial evidence that OWNER has not complied in good faith with the terms and conditions of this Agreement, the Commission shall provide written notice to OWNER of such findings setting forth the nature of the problem and the actions, if any, required by OWNER to cure such problem and, where the problem can be cured, OWNER has failed to take such actions and cure such problem within thirty (30) days after the effective date of such notice or, in the event that such problem cannot be cured within such thirty (30) day period but can be cured within a longer time, has failed to commence the actions necessary to cure such problem within such thirty (30) day period and to diligently proceed to complete such actions and cure such problem. If OWNER fails to take the necessary actions, the Commission may recommend to the City Council modification or termination of this Agreement. OWNER may appeal a Planning Commission determination pursuant to this Section 6.3(d) pursuant to CITY's rules for consideration of appeals in zoning matters then in effect. Notice of default as provided under Section 7.3 of this Agreement shall be given to OWNER prior to or concurrent with proceedings under Section 6.4 and Section 6.5. 6.4 Proceedings Upon Modification or Termination. If, upon a finding under Section 6.3, CITY determines to proceed with modification or termination of this Agreement, CITY shall give written notice to OWNER of its intention so to do. The notice shall be given at least ten (10) calendar days prior to the scheduled hearing and shall contain: (a) The time and place of the hearing; (b) A statement as to whether or not CITY proposes to terminate or to modify the Agreement; and, (c) Such other information that the CITY considers necessary to inform OWNER of the nature of the proceeding. 6.5 Hearing on Modification or Termination. At the time and place set for the hearing on modification or termination, OWNER shall be given an opportunity to be heard. OWNER shall be required to demonstrate good faith compliance with the terms and conditions of this Agreement. The burden of proof on this issue shall be on OWNER. If the City Council finds, based upon substantial evidence, that OWNER has not complied in good faith with the terms or conditions of the Agreement, the City Council may terminate this Agreement or modify this Agreement and impose such conditions as are reasonably necessary to protect the interests of the CITY. The decision of the City Council shall be final. 55394.00002\3 1553187.13 #21124v3 60A-91 6.6 Certificate of Agreement Compliance. If, at the conclusion of a Periodic or Special Review, OWNER is found to be in compliance with this Agreement, CITY shall, upon request by OWNER, issue a Certificate of Agreement Compliance ("Certificate") to OWNER stating that after the most recent Periodic or Special Review and based upon the information known or made known to the City Manager and City Council that: (1) this Agreement remains in effect; and (2) OWNER is not in default. The Certificate shall be in recordable form, shall contain information necessary to communicate constructive record notice of the finding of compliance, shall state whether the Certificate is issued after a Periodic or Special Review and shall state the anticipated date of commencement of the next Periodic Review. OWNER may record the Certificate with the County Recorder. 6.6.1 Whether or not the Certificate is relied upon by assignees or other transferees or OWNER, CITY shall not be bound by a Certificate if a default existed at the time of the Periodic or Special Review, but was concealed from or otherwise not known to the City Manager or City Council. 6.7 Conditions of Discretionary Approvals. The requirements imposed as conditions of any discretionary approval received through the City's existing regulatory process shall be governed by the terms of those approvals, and in no event shall such conditions be affected by the termination, cancellation, rescission, revocation, or default or expiration of this Development Agreement (although such conditions must comply with the Applicable Rules). The Conditions of Approval are incorporated herein by reference and attached as Exhibit "I". DEFAULT AND REMEDIES. 7.1 Remedies in General. It is acknowledged by the parties that CITY would not have entered into this Agreement if it were to be liable in damages under this Agreement, or with respect to this Agreement or the application thereof. In general, each of the parties hereto may pursue any remedy at law or equity available for the breach of any provision of this Agreement, except that CITY shall not be liable in damages to OWNER, or to any successor in interest of OWNER, or to any other person, and OWNER covenants not to sue for damages or claim any damages: (a) For any breach of this Agreement or for any cause of action that arises out of this Agreement; or (b) For the taking, impairment or restriction of any right or interest conveyed or provided under or pursuant to this Agreement; or (c) Arising out of or connected with any dispute, controversy or issue regarding the application or interpretation or effect of the provisions of this Agreement. 7.2 Release. Except for non -monetary remedies, OWNER, for itself, its successors and assignees, hereby releases CITY, its officers, agents and employees from any and all claims, demands, actions, or suits of any kind or nature arising out of any liability, known or unknown, present or future, including, but not limited to, any claim or liability, based or asserted, pursuant to Article I, Section 19 of the California Constitution, the Fifth and Fourteenth Amendments to the United States Constitution, or any other law or ordinance which seeks to impose any other liability or damage, whatsoever, upon CITY because it 5 5394.00002\31553 187.13 #21124v3 60A-92 entered into this Agreement or because of the terms of this Agreement. OWNER hereby acknowledges that it has read and is familiar with the provisions of California Civil Code Section 1542, which is set forth below: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY. BY INITIALING BELOW, OWNER HEREBY WAIVES THE PROVISIONS OF SECTION 1542 IN CONNECTION WITH THE MATTERS THAT ARE THE SUBJECT OF THE FOREGOING WAIVERS AND RELEASES. OWNER'S Initials 7.3 Termination or Modification of Agreement for Default of OWNER. CITY may terminate or modify this Agreement for any failure of OWNER to perform any material duty or obligation of OWNER under this Agreement, or to comply in good faith with the terms of this Agreement (hereinafter referred to as "default"); provided, however, CITY may terminate or modify this Agreement pursuant to this Section only after providing written notice to OWNER of default setting forth the nature of the default and the actions, if any, required by OWNER to cure such default and, where the default can be cured, OWNER has failed to take such actions and cure such default within sixty (60) days after the effective date of such notice or, in the event that such default cannot be cured within such sixty (60) day period but can be cured within a longer time, has failed to commence the actions necessary to cure such default within such sixty (60) day period and to diligently proceed to complete such actions and cure such default. 7.4 Termination of Agreement for Default of CITY. OWNER may terminate this Agreement only in the event of a default by CITY in the performance of a material term of this Agreement and only after providing written notice to CITY of default setting forth the nature of the default and the actions, if any, required by CITY to cure such default and, where the default can be cured, CITY has failed to take such actions and cure such default within sixty (60) days after the effective date of such notice or, in the event that such default cannot be cured within such sixty (60) day period but can be cured within a longer time, has failed to commence the actions necessary to cure such default within such sixty (60) day period and to diligently proceed to complete such actions and cure such default. 8. LITIGATION. 8.1 Third Party Litigation Concerning Agreement. OWNER shall defend, at its expense, including attorneys' fees, indemnify, and hold harmless CITY, its agents, officers and employees from any claim, action or proceeding against CITY, its agents, officers, or employees to attack, set aside, void, or annul the approval of this Agreement, or the approval of any permit or entitlement granted pursuant to this Agreement. CITY shall promptly notify OWNER of any claim, action, proceeding or determination included within this Section 8.1, and CITY shall cooperate in the defense. If CITY fails to promptly 55394.00002\31553187.13 #211240 60A-93 notify OWNER of any such claim, action, proceeding or determination, or if CITY fails to cooperate in the defense, OWNER shall not thereafter be responsible to defend, indemnify, or hold harmless CITY. CITY may in its discretion participate in the defense of any such claim, action, proceeding or determination. 8.2 Environmental Assurances. OWNER shall indemnify and hold CITY, its officers, agents, and employees free and harmless from any liability, based or asserted, upon any act or omission of OWNER, its officers, agents, employees, subcontractors, predecessors in interest, successors, assigns and independent contractors for any violation of any federal, state or local law, ordinance or regulation relating to industrial hygiene or to environmental conditions on, under or about the Property, including, but not limited to, soil and groundwater conditions, and OWNER shall defend, at its expense, including attorneys' fees, CITY, its officers, agents and employees in any action based or asserted upon any such alleged act or omission. CITY may in its discretion participate in the defense of any such action. 8.3 Reservation of Rights. With respect to Section 8.1 and Section 8.2 herein, CITY reserves, the right to either (1) approve the attomey(s) that the indemnifying party selects, hires or otherwise engages to defend the indemnified party hereunder, which approval shall not be unreasonably withheld, or (2) conduct its own defense; provided, however, that the indemnifying party shall reimburse the indemnified party forthwith for any and all reasonable expenses incurred for such defense, including attorneys' fees, upon billing and accounting therefor. 8.4 Challenge to Existing Land Use Approvals. By accepting the benefits of this Agreement, OWNER, on behalf of itself and its successors in interest, hereby expressly agrees and covenants not to sue or otherwise challenge any land use approval affecting the Property and in effect as of the Effective Date. Such agreement and covenant includes, without limitation, the covenant against any direct suit by OWNER or its successor in interest, or any participation, encouragement or involvement whatsoever that is adverse to CITY by OWNER or its successor in interest, other than as part of required response to lawful orders of a court or other body of competent jurisdiction. OWNER hereby expressly waives, on behalf of itself and its successors in interest, any claim or challenge to any land use approval affecting the Property and in effect as of the Effective Date. OWNER hereby acknowledges that it has read and is familiar with the provisions of California Civil Code Section 1542, which is set forth below: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY. 55394.00002\31553187.13 #211240 60A-94 BY INITIALING BELOW, OWNER HEREBY WAIVES THE PROVISIONS OF SECTION 1542 IN CONNECTION WITH THE MATTERS THAT ARE THE SUBJECT OF THE FOREGOING WAIVERS AND RELEASES. OWNER'S Initials 8.5 Survival. The provisions of Sections 8.1 through 8.4, inclusive, shall survive the termination of this Agreement. MORTGAGEE PROTECTION. The Parties hereto agree that this Agreement shall not prevent or limit OWNER, in any manner, at OWNER's sole discretion, from encumbering the Property or any portion thereof or any improvement thereon by any mortgage, deed of trust or other security device securing financing with respect to the Property. CITY acknowledges that the lenders providing such financing may require certain Agreement interpretations and modifications and agrees upon request, from time to time, to meet with OWNER and representatives of such lenders to negotiate in good faith any such request for interpretation or modification. CITY will not unreasonably withhold its consent to any such requested interpretation or modification provided such interpretation or modification is consistent with the intent and purposes of this Agreement. Any Mortgagee of the Property shall be entitled to the following rights and privileges: (a) Neither entering into this Agreement nor a breach of this Agreement shall defeat, render invalid, diminish or impair the lien of any mortgage on the Property made in good faith and for value, unless otherwise required by law. (b) The Mortgagee of any mortgage or deed of trust encumbering the Property, or any part thereof, which Mortgagee, has submitted a request in writing to the CITY in the manner specified herein for giving notices, shall be entitled to receive written notification from CITY of any default by OWNER in the performance of OWNER's obligations under this Agreement. (c) If CITY timely receives a request from a mortgagee requesting a copy of any notice of default given to OWNER under the terms of this Agreement, CITY shall provide a copy of that notice to the Mortgagee within ten (10) days of sending the notice of default to OWNER. The Mortgagee shall have the right, but not the obligation, to cure the default during the remaining cure period allowed such party under this Agreement. (d) Any Mortgagee who comes into possession of the Property, or any part thereof, pursuant to foreclosure of the mortgage or deed of trust, or deed in lieu of such foreclosure, shall take the Property, or part thereof, subject to the terms of this Agreement. Notwithstanding any other provision of this Agreement to the contrary, no Mortgagee shall have an obligation or duty under this Agreement to perform any of OWNER's obligations or other affirmative covenants of OWNER hereunder, or to guarantee such performance; provided, however, that to the extent that any covenant to be performed by OWNER is a condition precedent to the performance of a covenant by CITY, the performance thereof shall continue to be a condition precedent to CITY's performance hereunder, and further provided that any sale, transfer or assignment by any Mortgagee in possession shall be subject to the provisions of Section 2.5 of this Agreement. 55394.00002\31553187.13 4211240 60A-95 10. MISCELLANEOUS PROVISIONS. 10.1 Recordation of Agreement. This Agreement and any amendment or cancellation thereof shall be recorded with the Orange County Recorder by the Clerk of the City Council within ten (10) days after the CITY enters into the Agreement, in accordance with Section 65868.5 of the Government Code. If the Parties to this Agreement or their successors in interest amend or cancel this Agreement, or if the CITY terminates or modifies this Agreement as provided herein for failure of the OWNER to comply in good faith with the terms and conditions of this Agreement, the City Clerk shall have notice of such action recorded with the Orange County Recorder. 10.2 Entire Agreement. This Agreement sets forth and contains the entire understanding and agreement of the parties, and there are no oral or written representations, understandings or ancillary covenants, undertakings or agreements that are not contained or expressly referred to herein. No testimony or evidence of any such representations, understandings or covenants shall be admissible in any proceeding of any kind or nature to interpret or determine the terms or conditions of this Agreement. 10.3 Severabilitv. If any term, provision, covenant or condition of this Agreement shall be determined invalid, void or unenforceable, the remainder of this Agreement shall not be affected thereby to the extent such remaining provisions are not rendered impractical to perform taking into consideration the purposes of this Agreement. Notwithstanding the foregoing, the provision of the Public Benefits set forth in Section 4 of this Agreement, including the payment of the Development Impact Fees set forth therein, are essential elements of this Agreement and CITY would not have entered into this Agreement but for such provisions, and therefore in the event such provisions are determined to be invalid, void or unenforceable, this entire Agreement shall be null and void and of no force and effect whatsoever. 10.4 Interpretation and Governing Law. This Agreement and any dispute arising hereunder shall be governed and interpreted in accordance with the laws of the State of California, with venue in Orange County. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the parties hereto, and the rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be employed in interpreting this Agreement, all parties having been represented by counsel in the negotiation and preparation hereof. 10.5 Section Headings. All section headings and subheadings are inserted for convenience only and shall not affect any construction or interpretation of this Agreement. 10.6 Singular and Plural. As used herein, the singular of any word includes the plural 10.7 Joint and Several Obligations. If at any time during the Term of this Agreement the Property is owned, in whole or in part, by more than one OWNER, all obligations of such OWNERS under this Agreement shall be joint and several, and the default of any such OWNER shall be the default of all such OWNERS. Notwithstanding the foregoing, no OWNER of a single lot that has been finally subdivided and sold to such OWNER as a member of the general public or otherwise as an ultimate user shall have any obligation under this Agreement except as expressly provided for herein. 55394.00002\3 1553187.13 #21124v3 60A-96 10.8 Time of Essence. Time is of the essence in the performance of the provisions of this Agreement as to which time is an element. 10.9 Waiver. Failure by a party to insist upon the strict performance of any of the provisions of this Agreement by the other party, or the failure by a party to exercise its rights upon the default of the other party, shall not constitute a waiver of such party's right to insist and demand strict compliance by the other party with the terms of this Agreement thereafter. 10.10 No Third Party Beneficiaries. This Agreement is made and entered into for the sole protection and benefit of the parties and their successors and assigns. No other person shall have any right of action based upon any provision of this Agreement. 10.11 Force Majeure. Neither party shall be deemed to be in default where failure or delay in performance of any of its obligations under this Agreement is caused by: (1) strikes, lockouts or labor disputes; (2) inability to obtain labor or materials or reasonable substitutes therefor; (3) inclement weather which delays or precludes construction; (4) acts of God, including but not limited to earthquakes, or the public enemy or civil commotion; (5) condemnation, (6) fire or other casualty; (7) shortage of fuel, electricity or natural gas; (8) action or non -action of public utilities or of local, state or federal governments, affecting the work, including, but not limited to, any delays in the permitting process as a result of the action or inaction or such governmental authorities; (9) criminal acts or acts of terrorism; or (10) other conditions similar to those enumerated above which are beyond the reasonable anticipation or control of such Party, or other causes beyond the Party's reasonable control. If any such events shall occur, the term of this Agreement and the time for performance shall be extended for the duration of each such event, , provided that the Term of this Agreement shall not be extended under any circumstances for more than five (5) years. 10.12 Mutual Covenants. The covenants contained herein are mutual covenants and also constitute conditions to the concurrent or subsequent performance by the party benefited thereby of the covenants to be performed hereunder by such benefited party. 10.13 Successors in Interest. The burdens of this Agreement shall be binding upon, and the benefits of this Agreement shall inure to, all successors in interest to the Parties to this Agreement. All provisions of this Agreement shall be enforceable as equitable servitudes and constitute covenants running with the land. Each covenant to do or refrain from doing some act hereunder with regard to development of the Property: (a) is for the benefit of and is a burden upon every portion of the Property; (b) runs with the Property and each portion thereof, and (c) is binding upon each party and each successor in interest during ownership of the Property or any portion thereof. 10.14 Counterparts. This Agreement may be executed by the parties in counterparts, which counterparts shall be construed together and have the same effect as if all of the parties had executed the same instrument. 10.15 Jurisdiction and Venue. Any action at law or in equity arising under this Agreement or brought by a party hereto for the purpose of enforcing, construing or determining the validity of any provision of this Agreement shall be filed and tried in the Superior Court of the County of Orange, State of California, and the parties hereto waive all provisions of law providing for the filing, removal or change of venue to any other court. 553 94.00002\3 1553 187.13 A #21124v3 60A-97 10.16 Project as a Private Undertaking. It is specifically understood and agreed by and between the parties hereto that the development of the Project is a private development, that neither party is acting as the agent of the other in any respect hereunder, and that each party is an independent contracting entity with respect to the terms, covenants and conditions contained in this Agreement. No partnership, joint venture or other association of any kind is formed by this Agreement. The only relationship between CITY and OWNER is that of a government entity regulating the development of private property and the owner of such property. 10.17 Further Actions and Instruments. Each of the Parties shall cooperate with and provide reasonable assistance to the other to the extent contemplated hereunder in the performance of all obligations under this Agreement and the satisfaction of the conditions of this Agreement. Upon the request of either party at any time, the other party shall promptly execute and file or record such required instruments and writings and take any actions as may be reasonably necessary under the terms of this Agreement to carry out the intent and to fulfill the provisions of this Agreement or to evidence or consummate the transactions contemplated by this Agreement. 10.18 Eminent Domain. No provision of this Agreement shall be construed to limit or restrict the exercise by CITY of its power of eminent domain. 10.19 Agent for Service of Process. In the event OWNER is not a resident of the State of California or it is an association, partnership or joint venture without a member, partner or joint venturer resident of the State of California, or it is a foreign corporation, then in any such event, OWNER shall file with the City Manager, upon its execution of this Agreement, a designation of a natural person residing in the State of California, giving his or her name, residence and business addresses, as its agent for the purpose of service of process in any court action arising out of or based upon this Agreement, and the delivery to such agent of a copy of any process in any such action shall constitute valid service upon OWNER. If for any reason service of such process upon such agent is not feasible, then in such event OWNER may be personally served with such process and such service shall constitute valid service upon OWNER. OWNER is amenable to the process so served, submits to the jurisdiction of the Court so obtained and waives any and all objections and protests thereto. 10.20 Certificate of Compliance. At any time during the term of this Agreement, any lender or either Party may request either Party to this Agreement to confirm that (1) this Agreement is unmodified and in full force and effect (or if there have been modifications hereto, that this Agreement is in full force and effect as modified and stating the date and nature of such modifications); (2) to the best of such Party's knowledge, no defaults exist under this Agreement or if defaults do exist, to describe the nature of such defaults; and (3) any other information reasonably requested. Each Party hereby agrees to provide a Certificate to such lender or other Party within thirty (30) days of receipt of the written request therefor. 10.21 Authority to Execute. The person or persons executing this Agreement on behalf of OWNER warrants and represents that he or she/they have the authority to execute this Agreement on behalf of his or her/their corporation, partnership or business entity and warrants and represents that he or she/they has/have the authority to bind OWNER to the performance of its obligations hereunder. 55394.00002\315 53 187.13 #21124v3 60A-98 IN WITNESS WHEREOF, this Development Agreement has been executed by the CITY of Santa Ana and by OWNER. Dated this ATTEST: day of Daisy Gomez, Clerk of the Council APPROVED AS TO FORM: Sonia Carvalho, City Attorney Lisa Storck, Assistant City Attorney 2019. THE CITY OF SANTA ANA Kristine Ridge, City Manager AC 2525 MAIN, LLC a Delaware limited liability company By: Chris Lee Signature: 55394.00002\31553187.13 #21124v3 60A-99 EXHIBIT "A" (Legal Description of the Property) 553 94.00002\31553 187.13 #211240 60A-1 00 EXHIBIT "B" (Map of the Property) 55394.00002\31553187.13 60A-101 EXHIBIT "C" Development Plans Development Plans and entitlement applications as presented in the City Staff Report Dated December 17, 2019 are incorporated herein by reference. Project entitlements and applications include, but may not be limited to the following entitlements: 1. Development Agreement No. 2018-01 2. General Plan Amendment No. 2018-06 3. Amendment Application No. 2018-10 4. Specific Development No. 93 5. Final Environmental Impact Report No. 2018-01 5 53 94.00002\3 1553 187.13 60A- I 02 E2=IT "W Development Impact Fees (Estimated) The estimated amount of Development Impact Fees associated with the project based upon the site plan documentation submitted as part of the Project Approvals include but are not limited to the following fees and deposits; applicable sewer fee, street fee, storm drain fee, traffic fee, deposits, and all applicable fees associated with demolition of existing structures, drainage, site development, and construction are based on actual square footage of any commercial development and number of residential units. Based on 256 Residential Units, the Development Impact Fees are estimated at: Fee Estimated Total Sewer $199,344 Capital Facilities Capacity Charges (Orange County Sanitation District Charges) $607,279 Storm Drain $55,776 Traffic $305,009 Parks & Recreation $974,250 Fire Facilities Fee $252,326 Santa Ana Unified School Fees $1,050,895 Estimated Total $3,444,878 55394.00002\3 1553 187.13 60A-103 EXHIBIT "E" - Reserved #211240 60A-104 I EXHIBIT "F" Santiago Park Access Rights (Conceptual) o � m �E ly #21124A 60A-105 EXHIBIT "G" Park Design and Improvements (Conceptual) 3 IN D SANTIAGO CREEK TRAILACCESS GTYOFSANTAANA #21124v3 60A-106 EXU Brr H Park Santiago Security Patrol Area Map (Conceptual) e I #211240 60A-107 EXHIBIT I Conditions of Discretionary Approvals 2525 N. Main - Project Approval Conditions: The project 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 conditions of approval articulated in the sections below. The Applicant or Owner, or Owner's successor(s) or assignee(s) (collectively, "Applicant") with the City's consent, which shall not be unreasonably withheld, must comply with each and every condition listed below 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 also result in breach of the Development Agreement. GENERAL CONDITIONS Project Description and Entitlements: Approval of this application is to build (Insert Final Approved Project Description and specific entitlements) with such additions, revisions, changes or modifications as required by the Planning Commission as articulated in Planning Commission Resolution No. XXXX, dated XXXX. Subsequent submittals for this project shall be consistent with the Planning Commission's approval and in compliance with the applicable land use regulations of the Santa Ana Municipal Code and any applicable State law and the associated plans presented to the Planning Commission on (Insert PC hearing date) and on file with the City. 2. Acknowledgment of Conditions of Approval. The Applicant shall file an Acknowledgment of Conditions of Approval with the Planning and Building Agency within 30 days of final approval of all resolutions. The property Applicant shall be required to record the Acknowledgment of these Conditions of Approval with the Office of the Orange County Recorder and proof of such recordation shall be submitted to the Planning and Building Agency. Enforcement of Conditions. hi case of violation of any of the conditions of approval of applicable law, the property owner and tenant will be issued a Notice of Correction pursuant City regulations or pursuant to applicable terms of the Development Agreement, the Property Maintenance Agreement, and the CC&Rs if said violation is not remedied in accordance with the specified period of time and/or subsequent violations of the conditions of approval and/or City law occurs within ninety days of any Notice of Correction, the property owner shall be held responsible to reimburse the City for all Staff time directly attributable to enforcement of the conditions of approval, mitigation measures as stipulated in the various agreements and/or City law including but not limited to, revocation of the herein approvals. 4. Project Plans. Project plans for the development shall be subject to a complete code compliance review with the Planning and Building Agency when the plans are submitted for plan check and shall comply with all applicable City of Santa Ana ordinances, regulations, and policies prior to building permit issuance, including, but not limited to, the requirements established or authorized by Chapter 8 (Building and Structures) and Chapter 41 (Zoning) of the City of Santa Ana Municipal Code. #21124v3 60A-108 LEGAL 5. Indemnity. The Applicant shall defend, indemnify, and hold harmless the City of Santa Ana, its agents, officers, or employees from any claim, action or proceeding against the City or its agents, officers or employees to attack, set aside, void or annul an approval of the City, its legislative body, advisory agencies or administrative officers the subject application. The City will promptly notify the Applicant of any such claim, action or proceeding against the City and the Applicant will either undertake defense of the matter and pay the City's associated legal costs, or will advance funds to pay for defense of the matter by the City. Notwithstanding the foregoing, the City retains the right to settle or abandon the matter without the Applicant's consent, but should it do so, the City shall waive the indemnification herein, except the City's decision to settle or abandon a matter following an adverse judgment or failure to appeal, shall not cause a waiver of the indemnification rights herein. 6. Approval Time Period. The approval of the entitlements herein shall be valid for a time period consistent with the Development Agreement. IMPACT FEES 7. Project Development Impact Fees. The following Development Impact Fees shall be charged to the Project. These fee amounts are estimated and will be subject to change based on the fee rate applicable at the time of issuance of the Building Permit. Fee Estimated Total Sewer $199,344 Capital Facilities Capacity Charges (Orange County Sanitation District Charges) $607,279 Storm Drain $55,776 Traffic $305,009 Parks & Recreation $974,250 Fire Facilities Fee $252,326 Santa Ana Unified School Fees $1,050,895 Estimated Total $3,444,878 City Invoices. All invoices the Applicant has received from the City shall be paid to a zero balance prior final approval for occupancy by the City or issuance of a Certificate of Occupancy. PROJECT DESIGN AND OPERATIONS #21124v3 60A-109 2. The approved project is a multi -family apartment rental project. Any proposal in the future to convert the rental units to condominium ownership, the Owner shall comply with the requirements for a condominium project in accordance with local and state zoning and subdivision requirements. 3. Unit Mix: Number of family units to be a minimum of thirty percent (30%) of the proposed units to contain 2 & 3 bedrooms. 4. Onsite Property Manager. The Project shall include the provision to have 24-hour on -site Property Management services and personnel. Up-to-date 24-hour contact information for the on - site personnel shall be provided to the following City Agencies on an ongoing basis: (a) Police Department (b) Fire Department (c) Planning and Building Agency (d) Community Development Agency 5. Emergency Evacuation Plan. Developer shall submit and obtain approval of an Emergency Evacuation Plan (the "EEP") from City Police and Fire Protection agencies prior to final approval for occupancy or the issuance of a Certificate of Occupancy. Up-to-date 24-hour emergency contact information for the on -site personnel shall be provided to the City on an ongoing basis and the approved EEP shall be kept onsite and also be submitted to the following City Agencies: (a) Police Department (b) Fire Department (c) Planning and Building Agency (d) Community Development Agency 6. Crime Free Housing Plan. Applicant shall work with City Staff to develop a crime free housing policy, procedure, and design plan (the "CFH Plan") and shall submit and obtain approval from the Planning and Building Agency of the CFH Plan prior to final approval for occupancy or the issuance of the Certificate of Occupancy. The approved CFH Plan shall be implemented and administered by Property Management. The approved CFH Plan shall be implemented, adhered to, and be enforced by the Project at all times. Onsite Parldng Management Plan. Developer shall provide onsite parking for residents and visitors of the Project and actively monitor the parking demand of the Project site. Developer shall continually monitor and take appropriate measures to manage the parking demand of the Project site to mitigate the use of offsite parking spaces on private or public properties and/or right-of-way. Prior to final approval for occupancy or the issuance of the Certificate of Occupancy, Developer shall submit and obtain approval from the PBA a Parking Management Plan (the "PMP") meeting the requirements of this Condition. The approved PMP shall be adhered to and be enforced by the Project at all times. 8. Good Neighbor Policy. The Applicant shall submit for review and approval by the Planning Division a good neighbor policy implementation plan that will provide a process for the neighborhood to report nuisance issues to the property management to help manage and address potential nuisance issues including but not limited to noise, lighting, property maintenance, parking overflow into the street and neighborhood, and landscape maintenance. #21124v3 60A-110 9. Parking Ratio. Number of spaces and onsite ratio of parking shall be a minimum of two (2) spaces per unit. 10. Privacy along east property line. To ensure maximum privacy screening between the project site and the residential uses along the eastern property, the Applicant is constructing an eight (8) foot tall property line decorative block wall. In addition to this wall, and installation and maintenance of all existing mature trees along the eastern property line, all windows facing the eastern property with a direct line of sight to the adjacent properties bordering the eastern property line shall be design incorporating opaque view obscuring glass. 11. Protect and Preserve Existing Mature Trees along the Eastern Property Line. To ensure maximum privacy screening between the project site and the residential uses along the eastern property, the Applicant shall protect and preserve all existing mature trees along the east property line. 12. Protect and Preserve Existing Mature Trees on the Property not Located Along the East Property Line. To the extent feasible, the Applicant shall protect and preserve all other mature trees on the property. If the perseveration of the existing matures trees in not feasible because of the location of the approved structures on the property, the Applicant shall work with Staff to evaluate the feasibility of relocating the tree(s) to other locations on the property. 13. Edgewood Street Improvements. Only one emergency vehicular access may be permitted along Edgewood Street. No other vehicular access or curb approach openings will be approved on this street for the project. In addition, mature canopy and vertical specimen trees shall be planted along the southern property line between the building and the adjacent sidewalk to integrate the building with the adjacent single-family development across the street. 14. Property Line Wall. The project Applicant shall install an 8-foot tall property line block wall along the entire eastern edge of the Project as part of the site construction and preparation process and prior installation of the foundation. The design of the wall shall be approved by the Planning Manager and shall be decoratively designed to include a mix of decorative materials, colors, and decorative pilasters. 15. Santiago Park Entrance and Interface. If approved by the City Council, the Applicant shall design the Project and residential units to also front onto Santiago Park, Main Street, and Santiago Street entrance. The Project fagade along Santiago Park shall be consistent with and reflect the natural, current state of the Park and include articulation of the building fagade to include open garden areas. The conceptual design is as shown in Attachment 1 to these conditions. The Santiago Park Entrance design shall be subject to the review and approval of the City Planning, Public Works, and Parks and Recreation Directors to ensure compliance with the Agreement. Approval shall not be unreasonably withheld, delayed or conditioned. 16. Green Project Features. Alternative Transportation and Energy Source, Resource Conservation, and LEED Certification. The project shall obtain Silver Standard or better LEED equivalent and shall at the minimum, incorporate bike lockers, bike sharing programing, electric vehicle charging stations, rain capturing systems, grey water capturing systems, and to the extent feasible, automobile sharing programing. 17. Landscape Plan. A Landscape Plan (including Irrigation) prepared by a licensed landscape architect shall be submitted to the Planning Division prior to the issuance of building permits. The #21124v3 60A-111 Irrigation Plan shall include an irrigation system layout with the location of controllers and points of connection with data on valve sizes and gallons per minute (G.P.M.), the size and location of sleeves and all spray heads, including the location of conventional systems and drip systems; an irrigation legend with complete specifications; irrigation notes and construction details of all assemblies and components; a recommended irrigation schedule, preferably on an annual basis; and a summary block on the initial page of submitted plans that will present the above information clearly and accurately. The City reserves the right to require subsequent checks, or approval of the landscape plans prior to issuance of a grading permit. 18. Water Conservation. Landscaping shall comply with the City's water conservation ordinances in accordance with SAMC Section and the State mandated Model Water Efficient Landscape Ordinance (MWELO) 2015 update. 19. Installation. Landscaping for the project shall be complete in phases by building and shall be installed and inspected prior to occupancy of units within that building. The developer shall be responsible for maintaining all common area landscaping within the development. 20. Landscape Details. The landscape plan shall include a Plant Legend containing: plant symbol, scientific name of plant material, common name of plant material, plant container size, and plant spacing. Very low, low and medium water usage plant materials are encouraged. The applicant shall construct a landscape planter along the eastern property line. In this eastern planter, a combination of vertical and canopy specimen trees shall be planted with minimum size of 60 inch box. The landscape plan shall provide a cross section showing the planter at time of planting, after five (5) years and at full maturity. The cross section shall demonstrate the landscaping will adequately screen the project from the adjacent residential uses along the eastern portion of the Property. 21. Minimum Tree Box Size. The applicant shall install minimum 36 inch box trees, when planting trees for all required trees along street setbacks, open space areas and shared parking areas. All other tree sizes may be dependent on the location, species and spacing. The final landscaping is subject to the review and approval of the Planning Manager. 22. Maintenance of existing site. The site and the public R.O.W. adjacent to any portions of the site shall be maintained in a condition which is free of debris while the property is vacant and undergoing development and during and after the construction, addition or implementation of the entitlements granted herein. All trash and refuse shall be disposed of in dumpsters and be removed from the premises on an -as needed basis. Any surplus construction materials shall be screened from public view when not actually in use and be removed from the property upon completion of construction activities. The removal of all trash, debris, and refuse, whether during or subsequent to construction shall be done only by the property owner, the Applicant or by a permitted waste contractor, who has been authorized by the City to provide collection, transportation, and disposal of solid waste from residential, commercial, and construction areas within the City. 23. On Going Property Maintenance. Subject to review and applicability by the Planning and Building Agency, the Community Development Agency, the Public Works Agency, and the City Attorney to ensure that the property and all improvements located thereupon are properly maintained, Developer (and the owner of the property upon which the authorized use and/or authorized improvements are located if different from the Applicant) shall execute a Property Maintenance Agreement with the City of Santa Ana which shall be recorded against the property and which shall be in a form reasonably satisfactory to the City Attorney. The Property #21124v3 60A-112 Maintenance Agreement shall contain covenants, conditions and restrictions relating to the following: (a) Compliance with operational conditions applicable during any period(s) of construction or major repair (e.g., proper screening and securing of the construction site; implementation of proper erosion control, dust control and noise mitigation measure; adherence to approved project phasing etc.); (b) Compliance with ongoing operational conditions, requirements and restrictions, as applicable (including but not limited to hours of operation, security requirements, the proper storage and disposal of trash and debris, enforcement of the Parking Management Plan, enforcement of the Overcrowding Mitigation Implementation Plan, and/or restrictions on certain uses, etc.) (c) Ongoing compliance with approved design and construction parameters, signage parameters and restrictions as well as landscape designs and maintenance, as applicable; (d) Ongoing maintenance, repair and upkeep of the property and all improvements located thereupon at all times (including but not limited to controls on the proliferation of trash and debris about the property; the proper and timely removal of graffiti; the timely maintenance, repair and upkeep of damaged, vandalized and/or weathered buildings, structures and/or improvements; the timely maintenance, repair and upkeep of exterior paint, parking striping, lighting and irrigation fixtures, walls and fencing, publicly accessible bathrooms and bathroom fixtures, landscaping and related landscape improvements and the like, as applicable); (e) If Developer and the owner of the property are different (e.g., if the applicant is a tenant or licensee of the property or any portion thereof), both the applicant and the owner of the property shall be signatories to the maintenance agreement and both shall be jointly and severally liable for compliance with its terms. (f) The Property Maintenance Agreement shall further provide that any party responsible for complying with its terms shall not assign its ownership interest in the property or any interest in any lease, sublease, license or sublicense, unless the prospective assignee agrees in writing to assume all of the duties and obligations and responsibilities set forth under the maintenance agreement. (g) The Property Maintenance Agreement shall contain provisions relating to the enforcement of its conditions by the City and shall also contain provisions authorizing the City to recover costs and expenses which the City may incur arising out of any enforcement and/or remediation efforts which the City may undertake in order to cure any deficiency in maintenance, repair or upkeep or to enforce any restrictions or conditions upon the use of the property and a 50% administration fee. The maintenance agreement shall further provide that any unreimbursed costs and/or expenses incurred by the City to cure a deficiency in maintenance or to enforce use restrictions shall become a lien upon the property in an amount equivalent to the actual costs and expense incurred by the City and a 50% administration fee. (h) The execution and recordation of the Property Maintenance Agreement shall be a condition precedent to the issuance of final approval for any construction permit related to this entitlement. #21124v3 60A-113 LIGHTING 24. Site and Building Lighting. The developer shall submit for review by the Planning Division and the Engineering Department, the design and specifications for all proposed lighting fixtures proposed for the buildings, drive aisles, parkways, parking areas, pathways, and surrounding areas within the development. The fixtures shall be reviewed for quality, aesthetics, illumination values, sustainability values such as LED and shall be decoratively and architecturally consistent with the building design. The number, location, height, style and design shall be reviewed and approved by the Planning Division and Engineering Department prior to issuance of building permits. UTILITIES 25. Undergrounding of Utilities. All utility service lines shall be underground. This includes all existing above ground wires that cross over the property that feed adjacent properties. 26. Composite Utility Plan. The applicant shall submit a composite utility plan depicting the location of all above ground utility appurtenances. The exact location of the equipment shall be approved by the Planning Division, during the plan check process, and shall be installed as per approved plans. They shall not be allowed within a required parking, turnaround and landscape areas or on any f rgade facing a public street. 27. Screening of Mechanical Equipment. All mechanical equipment placement and screening shall be included on the development plan and shall be reviewed and approved by the Planning Division prior to installation. Where practicable and as shown on the plans approved by the Planning Commission in the course of obtaining the requested entitlements, mechanical equipment, heating, ventilation, air conditioning (HVAC) units, satellite dish systems, solar panels, thermal solar heaters, utility meters, above ground utility and fire safety connections will be, screened, located out of public view or be architectural integrated into the project design. CONSTRUCTION 28. Construction Information. During construction, the Applicant will display signs visible to the public from the public right-of-way with a contact number of the construction superintendant to address any questions or concerns about demolition, grading, and construction activities including dust, noise and vibration. 29. Vehicles and Equipment. All construction vehicles or equipment, fixed or mobile, operated within 1,000 feet of an existing dwelling shall be equipped with properly operating and maintained mufflers. 30. Warning Devices. Replace backup audible warning devices with backup strobe lights or other warning devices during evening construction activity to the extent permitted by the California Division of Occupational Safety and Health. 31. Pest Control. The Applicant shall have rodent and pest controls on site during demolition and grading activities to mitigate impacts to the surrounding properties and neighborhood. #21124v3 60A-114 32. Perimeter Fence. Prior to demolition and construction, a perimeter security fence not exceeding seven feet in height, shall be installed around the project site. The fencing shall include a green screen material or approved equivalent. The fence/screen material shall be properly maintained and be free of rips, tears, fraying, graffiti, and any other damage or vandalism. 33. Site Maintenance. The site and the public R.O.W. adjacent to any portions of the site shall be maintained in a condition which is free of debris, trash, weeds and overgrown vegetation both during and after the construction, addition or implementation of the entitlements granted herein. All trash and refuse shall be disposed of in dumpsters and be removed from the premises on an as needed basis. Any surplus construction materials shall be stored so as to be screened from public view when not actually in use and be removed from the property upon completion of construction activities. 34. Construction Traffic Management Plan. A truck/traffic construction management plan is required for this project pursuant to the City's Public Works Department. All construction traffic regarding the movement of heavy equipment and graded materials are limited to off peak hours. This plan shall be approved prior to the issuance of Building Permits. 35. Construction Staging. During the construction process all related activities, including but not limited to, loading, unloading, storage of equipment and materials, and parking of employee vehicles are prohibited within the public R.O.W. All such activities shall be conducted only on the project site and not in the public R.O.W. All staging areas and storage of equipment and materials shall be set back from adjacent residential uses. 36. Construction Hours. In accordance with SAMC Section 18.314(e), Demolition, grading, and exterior building construction activities shall be limited to the hours of between 7:00 a.m. and 8:00 p.m. Monday through Saturday. No construction activity shall be allowed on Sundays or federal holidays. Compliance with this measure is subject to field inspection by City Staff. 37. Noise. All onsite activities shall comply with the City of Santa Ana Noise Ordinance at all times. 38. Fire Protection. Fire protection facilities; including access, must be provided prior to and during construction. 39. Fencing. Prior to commencing demolition and site preparation activities, the project site shall be secured with a fence to prevent unauthorized access to the site and the fence shall contain a screening material to screen construction activities from view. The temporary screening fence shall be installed to the satisfaction of the Economic Development Department and shall be maintained in good condition (free of tears, holes, crack lines, debris, etc.) at all times. At the primary entrance to the site, the screening material shall be reduced to a maximum height of four feet to provide visibility into the site at all times and for public safety purposes. The project site shall also have a minimum of one sign of quality material depicting the proposed development, which shall include renderings, project opening date, and City Council information. The signs shall be designed and installed to the satisfaction of the Economic Development Department and maintained in good condition (free of tears, graffiti, holes, cracks, fading, debris, etc.) at all times. 40. Fence Coordination. Prior to the demolition of any existing property line walls and/or fences and construction of a new property line concrete block wall(s), the developer shall make reasonable efforts to coordinate and obtain approval from neighboring property owner(s) to remove any existing wall(s) and/or fence(s). Written authorization from the neighboring property owner shall #21124v3 60A-115 be provided for the removal of an existing wall and construction of a new shared property line wall upon submittal for plan check. 41. Pre -Construction Meeting. Prior to the commencement of construction on the site, the developer shall schedule a pre -construction meeting between the general superintendent or field representative and the Planning Division to discuss the approved plans and construction requirements. ENGINEERING 42. The Applicant shall submit Improvement Plans prepared by a Registered Civil Engineer for public works (off -site) improvements, and on -site improvements. Plan check fees shall be paid in advance. 43. An on -site grading and drainage plan shall be prepared and submitted to the City Engineer for approval. Plan shall be 24" x 36", with elevations to nearest 0.01 foot, minimum scale 1" = 20'. Plan shall be prepared by Registered Civil Engineer. Public works improvements may be shown on this plan. Grading plan check fees must be paid in advance. 44. Hydrologic and hydraulic calculations demonstrating adequate site drainage from a 10-year return frequency storm (25-year frequency in sump areas) prepared by a Registered Civil Engineer shall be submitted with the Grading Plan. 45. Driveway slope shall be a minimum slope of one (1) percent for asphalt and .5% for concrete. 46. If utility cuts are excessive in the street the street must have a grid and overlay placed on it per the satisfaction of the City Engineer. 47. All existing off -site public improvements (sidewalk, curb and gutter, driveways, and street paving) at the development site which are in a damaged condition or demolished due to the proposed work shall be reconstructed to the satisfaction of the City Engineer, and per OCPFRD Standard Plan. 48. A City Encroachment (Public Works) permit shall be taken out for all work in public right-of-way prior to start of work. All work shall be done in accordance with APWA Standards and to the satisfaction of the City Engineer and must be completed prior to final approval for occupancy or the issuance of Certificate of Occupancy. 49. A bond or surety device shall be posted with the City in an amount and type sufficient to cover the amount of off -site work to be done, as approved by the City Engineer. 50. Pad certification by the Design Civil Engineer and Soil Engineer is required prior to the commencement of structural construction. 51. Final compaction report prepared by a qualified Soil Engineer shall be submitted to the City Engineer for review and approval prior to the commencement of structural construction. 52. Prior to the issuance of any grading or building permits or prior to recordation upon subdivision of land if determined applicable by the City Building Official, the applicant shall submit to the City for review and approval a Final Water Quality Management Plan (WQMP) that: #21124v3 60A-116 • Addresses Site Design BMPs (Best Management Practices) such as minimizing impervious areas, maximizing permeability, minimizing directly connected impervious areas, creating reduced or "zero discharge" areas, and conserving natural areas. • Incorporates the applicable Routine Source Control BMPs as defined in the DAMP. • Incorporates Treatment Control BMPs as defined in the DAMP. • Generally describes the long-term operation and maintenance requirements for the Treatment Control BMPs. • Identifies the entity that will be responsible for long-term operation and maintenance of the Treatment Control BMPs. • Describes the mechanism for funding the long-term operation and maintenance of the Treatment Control BMPs. #21124v3 60A-117 Attachment 1 Building Articulation and Setback Along Santiago Park (Conceptual) #21124v3 60A-118 EXHIBrr ' T' Security Fencing #211240 60A-119 Exhibit J 00 •/ 4 ,r Broadway y l � 60A-120 60A.121 EXHIBIT 3 LS 11.19.19 ORDINANCE NO. NS-2980 AN ORDINANCE OF THE CITY COUNCIL APPROVING AMENDMENT APPLICATION NO. 2018-10 REZONING THE PROPERTY LOCATED AT 2525 NORTH MAIN STREET FROM PROFESSIONAL (P) TO SPECIFIC DEVELOPMENT NO. 93 (SD-93) (AA NO. 2018-10) AND ADOPTING SPECIFIC DEVELOPMENT NO. 93 (SD-93) FOR SAID PROPERTY 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: WHEREAS, Chapter 41, Article 1, Division 1, Section 41-1 of the Santa Ana Municipal Code establishes the necessity of segregating the location of residences, businesses, trades and industries; regulating the use of buildings, structures, and land regulation; the location, height, bulk and size of buildings and structures, the size of yards and open space; the City is divided into land -use districts of such number, shape and area as may be considered best suited to carry out these regulations and provide for their enforcement; and WHEREAS, the regulations are considered necessary in order to: encourage the most appropriate use of land, conserve and stabilize property value, provide adequate open spaces for light and air and to prevent and fight fires, prevent undue concentration of population, lessen congestion on streets and highways, and promote the health, safety and general welfare of the people, all as part of the general plan of the City; and WHEREAS, the City of Santa Ana has adopted a zoning map which has since been amended from time to time: and WHEREAS, AC 2525 Main, LLC ("Applicant') seeks to develop the Addington Multi -Family Residential Project ("proposed Project'), originally proposed as a 496-unit multi -family project on a 5.93-acre site at 2525 North Main Street in Santa Ana, California ("Project Site"); and WHEREAS, during the entitlement and environmental review process, and in response to comments and concerns raised by the public and the City's elected officials, the Applicant has proposed modifications to the original proposal; and WHEREAS, the Project as currently proposed now entails, among other things, (1) demolition of the existing 81,172 square foot vacant two-story office building and 442-space surface parking lot on the Project Site; (2) redevelopment of the 5.93-acre site with 444,534 square feet of total development, including 277,281 square feet of Ordinance No. NS-2980 Page 1 of 10 60A-122 residential buildings that would provide 256 for -rent multi -family residential units and a 167,253 square foot central parking structure and a 284 space surface level parking lot with residential and commercial parking; (3) approval of Development Agreement No. 2018-01 between the City of Santa Ana ("City") and Applicant; (4) approval of General Plan Amendment No. 2018-06, which would change the Project Site's existing land use designation of Professional & Administration Office (PAO) to District Center (DC); and (5) approval of Amendment Application No. 2018-10, which would change the zoning of the Project Site from Professional (P) to Specific Development No. 93 (SD-93) designation; and WHEREAS, the requested Amendment Application would change the zoning designation of the property from Professional (P) to Specific Development No. 93 (SD-93) and adoption of Specific Development No. 93 to reflect this change in order to facilitate the construction of the multi -family housing project; and WHEREAS, Environmental Impact Report No. 2018-01 (State Clearinghouse No. 2018021031) for the proposed Project was circulated between August 7, 2018 and October 4, 2018; and WHEREAS, the Environmental Impact Report analyzed the impacts related to the proposed amendment to the zoning map and adoption of Specific Development No. 93; and WHEREAS, on August 27, 2018, the Planning Commission conducted a work study session to overview the project and thirty-two (32) verbal comments were received (three (3) in support and twenty-nine (29) in opposition) and nine (9) written comments were received (one (1) in support and eight (8) in opposition); and WHEREAS, on November 26, 2018, the Planning Commission continued a duly noticed public hearing for the project to January 14, 2019 and held a second study session to overview the Project and fifty-eight (58) verbal comments were received (twenty-five (25) in support; thirty-one (31) in opposition and two (2) neutral) and eleven (11) written comments were received (two (2) in support and nine (9) in opposition); and WHEREAS, on January 14, 2019, the Planning Commission conducted a duly noticed public hearing to consider the EIR, Development Agreement No. 2018-01, General Plan Amendment No. 2018-06, and Amendment Application No. 2018-10 and solicited comments on the EIR. At the meeting, seventy-nine (79) members of the public spoke on the item, thirty (30) speakers supported the project, forty-eight (48) opposed it and one speaker was neutral. After hearing all relevant testimony from staff, the public and the City's consultant team, the Planning Commission voted to recommend that the City Council does not certify the EIR, adopt the findings, the statement of overriding considerations and the mitigation monitoring and reporting program and deny the Project; and Ordinance No. NS-2980 Page 2 of 10 60A-123 WHEREAS, on February 5, 2019, the City Council conducted a duly noticed public hearing to consider the EIR, Development Agreement No. 2018-01, General Plan Amendment No. 2018-06, and Amendment Application No. 2018-10 and solicited comments on the EIR. At the meeting, sixty-one (61) members of the public spoke on the item, thirty-eight (38) speakers supported the project, twenty (20) speakers opposed it and three (3) speakers were neutral and the public hearing was continued to the next regular adjourned City Council meeting on February 19, 2019; and WHEREAS, on February 19, 2019, the City Council continued to conduct a duly noticed public hearing to consider the EIR, Development Agreement No. 2018-01, General Plan Amendment No. 2018-06, and Amendment Application No. 2018-10 and solicited comments on the EIR. At the meeting, one hundred and thirty-one (131) members of the public spoke on the item, twenty-six (26) speakers supported the project and one hundred and five (105) speakers opposed it and one hundred and sixty- six (166) written comments were received with nine (9) in support and one hundred and fifty-seven (157) in opposition. After hearing all relevant testimony from staff, the public and the City's consultant team, the City Council voted that the applications go back to the Planning Commission for reconsideration after further consultation with the community; and WHEREAS, in June 2019, the applicant submitted a revised plan consisting of development 347 multi -family units (59 dwelling units per acre), with 642 parking spaces (1.85 parking spaces per unit) and parking capacity at 2.0 spaces per unit, within a 4- story residential building wrapped around a five -level parking structure with an amenity deck on the sixth -level, private open space, and redesigned the intersection of Main Street and Walkie Way/Santiago Park Drive to provide access to the project on a 5.93- acre site (the "June Revised Plan"); and WHEREAS, on August 12, 2019, the Planning Commission conducted a duly noticed public hearing to consider the June Revised Plan. At the meeting, seventy- seven (77) members of the expressed opposition; nine (9) supported the project, and one speaker was neutral. In addition, one -hundred (100) written comments were received with six (6) in support and ninety-four (94) in opposition. After hearing all relevant testimony from staff, the public and the City's consultant team, the Planning Commission vote resulted in an impasse; and WHEREAS, in October 2019, in response to comments received the applicant submitted a further revised plan. including redevelopment of the 5.93-acre site with 444,534 square feet of total development, including 277,281 square feet of residential buildings that would provide 256 for -rent multi -family residential units and a 167,253 square foot central parking structure and a 284 space surface level parking lot which also reduced the Project's height, increased the Project's setbacks, and modified the Project entrance ("October Modified Project"); and WHEREAS, the City has prepared "Clarifications to the Final EIR" to determine if the Modified Project would result in new or substantially increased environmental effects Ordinance No. NS-2980 Page 3 of 10 60A-124 than those analyzed in the EIR such that the EIR would require recirculation prior to its certification; and WHEREAS, the Clarifications to the Final EIR include detailed analysis, based upon substantial evidence, that demonstrate that the Modified Project would not result in any new or substantially greater impacts than are disclosed in the EIR, no new mitigation measures beyond those identified in the EIR are required, and no additional feasible alternatives or mitigation measures considerably different from others previously analyzed would clearly lessen the significant environmental impacts of the project; and WHEREAS, on October 28, 2019, the Planning Commission conducted a duly noticed public hearing to consider the EIR, Development Agreement No. 2018-01, General Plan Amendment No. 2018-06, and Amendment Application No. 2018-10 and solicited comments on the EIR. At the meeting, sixty-two (62) expressed opposition and two (2) in expressed support the project. In addition, ninety-eight (98) individuals submitted comments with ninety-four (94) in opposition and four (4) in support; and WHEREAS, after hearing all relevant testimony from staff, the public and the City's consultant team, the Planning Commission by a vote of 3:2, voted to recommend denial of the project. Since the entitlements require final action by the City Council, the actions were forwarded to the City Council; and WHEREAS, on November 8, 2019, the City gave public notice of a City Council public hearing for consideration of Amendment Application No. 2018-10 by advertising in the Orange County Register, a newspaper of general circulation, and by mailing to owners of property and residents within 500 feet of the Project; and WHEREAS, on November 19, 2019, the City Council conducted a duly noticed public hearing to consider General Plan Amendment No. 2018-06, Amendment Application No. 2018-10, and Development Agreement No. 2018-01, and the Environmental Impact Report for the Project, at which hearing members of the public were afforded an opportunity to comment upon Amendment Application No. 2018-10; and NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES RESOLVE, DETERMINE, FIND, AND ORDER AS FOLLOWS: SECTION 2. CALIFORNIA ENVIRONMENTAL QUALITY ACT: The City Council has reviewed and certified Environmental Impact Report No. 2018-01; adopted the Mitigation Monitoring and Reporting Program (MMRP); and adopted the Statement of Overriding Consideration for the proposed Project, including this Amendment Application No. 2018-10. SECTION 3. AMENDMENT APPLICATION: The Amendment Application consists of amendments to the zoning map (SDM 6-5-9) and adoption of Specific Development Ordinance No. NS-2980 Page 4 of 10 60A-125 No. 93, as shown in Exhibit A and Exhibit B respectively, attached hereto and incorporated herein by reference. SECTION 4. LOCATION OF DOCUMENTS: The Amendment Application, Environmental Impact Report and all supporting documents are on file and available for public review at Santa Ana City Hall, 20 Civic Center Plaza, Santa Ana, California 92702. SECTION 5. GENERAL PLAN CONSISTENCY: The City Council hereby finds that the proposed Amendment Application is compatible with the objectives, policies, and general plan land use programs as amended by General Plan Amendment No. 2018- 06 in that: A. The proposed Amendment Application will not adversely affect the public health, safety, and welfare in that the Amendment Application will not result in incompatible land uses on adjacent properties, inconsistencies with any General Plan goals or policies, or adverse impacts to the environment. B. The amendment application to change the zoning designation from Professional (P) to Specific Development 93 (SD-93) is consistent with Santa Ana Municipal Code section 41-593.1 for the following reasons: (1) Protecting and enhancing the value of properties by encouraging the use of good design principles and concepts, as related to the division of property, site planning and individual improvements with full recognition of the significance and effect they have on the proper planning and development of adjacent and nearby properties. The site plan has been designed with the vehicular entrance on Main Street away from the residential neighborhood to the south and east. In addition, the parking structure and rooftop amenity deck, which are the tallest building elements are positioned closer to Main Street, with residential buildings wrapped around the structure to screen it. There is a 90-foot rear (east) setback requirement which creates a buffer between the multi -family buildings and single-family homes. In addition, the existing healthy trees along the east property line will be protected in place and new mature trees will be planted or replaced as needed. The wall along the eastern property line will be increased to 8-feet in height and the east side of the building will tier in height from two, three, to four stories to provide a transition in height when compared to the single -story residential dwellings to the east. The building is also designed with courtyards rather than one large "box" to provide open space and variation in the massing. Furthermore, the units along Edgewood Road will have patios with access to the Ordinance No. NS-2980 Page 5 of 10 60A-126 street to mimic single-family dwelling porches and to connect the project with the residential neighborhood. (2) Encouraging, securing and maintaining the orderly and harmonious appearance, attractiveness and aesthetic development of structures and grounds in order that the most appropriate use and value thereof be determined and protected. The property is a 5.93-acre site with street frontage along Main Street, a major urban corridor with cultural, educational, employment and retail destinations such as the Bowers Museum, Discovery Science Center, Main Place Mall and in the City of Orange; the Children's Hospital of Orange County and St. Joseph's Hospital of Orange County. Therefore, the residential development would be within close proximity of major employment centers and retail establishments. The site is also located just north of the Santa Ana (1-5) freeway which provides regional access to and from the City. The multi -storied development will complement the nearby mid -rise office buildings located along Main Street to the north and west of the site and the multi -family residential use supports a mixed -use setting. In addition, the new building will have a variety of materials such as multiple brick veneers, stone veneer, metal panels, ceramic tile, metal canopies, flat and metal seamed roofs to assist in creating a modern contemporary design. The residential development will replace a potential office use with a residential use. Although a professional office use is typically considered a low intensity land use when compared to commercial or industrial uses, issues with parking, traffic and noise may still arise. When comparing land uses multi -family uses are more compatible in nature with single- family residential neighborhoods than office uses. (3) Providing a method whereby specific development plans are to be based on the general plan as well as other regulations, programs, and legislation as may in the judgment of the city be required for the systematic execution of the general plan. With approval of General Plan Amendment No. 2018-06, the Project will be consistent with the General Plan Land Use Element. Although the Project requires an amendment to the Land Use Element to allow for residential use of the property, the Project still supports and is consistent with several other overarching goals and policies of the General Plan. For example, as described in the associated General Plan Amendment No. 2018-06: Housing Element Goal 2, to create diversity of quality housing, affordability levels, and living experiences that Ordinance No. NS-2980 Page 6 of 10 60A-127 accommodate Santa Ana's residents and workforce of all household types, income levels, and age groups to foster an inclusive community. Land Use Element Goal 4, to protect and enhance development sites and districts which are unique community assets that enhance the quality of life. Urban Design Element, Goal 1, to improve the physical appearance of the City through development of districts that project a sense of place, positive community image, and quality environment. (4) Recognizing the interdependence of land values and aesthetics and providing a method to implement this interdependence in order to maintain the values of surrounding properties and improvements and encouraging excellence of property development, compatible with the general plan for, and character of, the city, with due regard for the public and private interests involved. Development of the Project would result in a substantial change in views and a significant and unavoidable impact to aesthetics. However, the Project will replace an over 30-year old structure with a modern building with enhanced landscaping contributing to the character of the City. Furthermore, a Development Agreement between the developer/property owner and the City of Santa Ana has been entered into. Public benefits of the agreement include: public art, Santiago Park for improvements, Park Santiago Neighborhood benefits including access to on -site amenities for Park Santiago residents, security patrol of the residential neighborhood and Santiago Park, and Park Santiago Neighborhood for traffic improvements and calming such as street calming, traffic diversion, and street lights. (5) Insuring that the public benefits derived from expenditures of public funds for improvements and beautification of streets and public facilities shall be protected by exercise of reasonable controls over the character and design of private buildings, structures and open spaces. The multi -family residential development will utilize existing water, sewer, and drainage infrastructure and will not result in the expansion of infrastructure. In addition, the Project will not result in the expansion of new or altered police or fire facilities. The Project will be subject to utility user tax, property taxes based on the valuation of the new construction and management company business taxes. The building facades and new landscaping are designed to deter graffiti, existing sidewalks will be removed and replaced with new sidewalks that are constructed to City standards, new street lights will be installed and the City's Building Security Ordinance will be implemented which includes Ordinance No. NS-2980 Page 7 of 10 60A-128 security and crime preventing measures to help reduce City expenditures on public services and maintenance. In addition, the residential development will be subject to all required development impact fees. SECTION 6. INDEMNIFICATION. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, and other and proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. SECTION 7. If any section, subsection, sentence, clause, phrase or portion of this ordinance 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. SECTION 8. CITY COUNCIL ACTIONS: The City Council hereby takes the following actions: 1. The City Council hereby adopts an Ordinance approving Amendment Application No. 2018-10 as follows: A. Subject to compliance with the Mitigation Monitoring and Reporting Ordinance No. NS-2980 Page 8 of 10 60A-129 Program, the property at 2525 North Main Street shall be amended to Specific Development No. 93 and Specific Development No. 93 plan shall be adopted as set forth in Exhibit A and Exhibit B, attached hereto and incorporated herein by reference. B. The Amendment Application shall not take effect unless and until Environmental Impact Report No. 2018-01 and General Plan Amendment No. 2018-06, are each certified and approved by the City Council, and the associated Development Agreement No. 2018-01 is approved by the City Council and executed by all parties thereto. SECTION 9. EXECUTION OF ORDINANCE. The Mayor shall sign this Ordinance and the Clerk of the Council shall attest and certify to the adoption thereof. ADOPTED this day of , 2019. APPROVED AS TO FORM: Sonia R. Carvalho City Attorney Lisa Storck Assistant City Attorney Miguel A. Pulido Mayor Ordinance No. NS-2980 Page 9 of 10 60A-130 AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS-2980 to be the original ordinance adopted by the City Council of the City of Santa Ana on _ 2019 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-2980 Page 10 of 10 60A-131 *A :11:1 Y r_1 LN 6 R1 f Ci-MB j Ci-HBII Ci-HBII C1 C1 cl SP3 SP3 'm SP3 e= a e1 Q PO W� Al u L eoN R1 p LL g max Lx u1 G1 Al viacixw A— _ v A R1 caw[mOW ST a R1 Rl Sam ST R1 _ g O sr Rixn SR1 v.Nre cieae fiffiffi x R1 vAR, A ML� �ccTARl v 1LLLW ��I}TI}�IT—TI�TI—�I�1 LL1L=tRi g HE J Rj Ri '�iCJ�L1L2 Rig HE R1 — —Ri Si R1 R1-B .,� R1 R1 C-77 111 � F 17TH ST n % C5j p -05 A' F-fol 12111121 Ics D1 Pt w-11441&1 cl R1-B w 3 ¢ Ri Q yLrypNT Si CS LOAw. oa Ri-B C5 afaava R1 S p � g O � e Q ffc ASPEN g= Al R1� R1 _L. siNrA CwRAAVQ S x — Z ALOHA, C5 R1 R1 C1 Al GENERALAGRICULTURAL CSM SOUTH MAIN STREETCOMMERCIAL DIST_ R2 TWO-FAMLYRESIDENCE -B PARKING MODIFICATION C1 COMMUNITYCOMMERCIAL GC GOVERNMENTCENTER US MULTIPLE- FAMILY RESIDENCE -OZ OVERLAYZONE C1MD COMMUNITY COMMERCIAL -MUSEUM DIST M1 LGHTINDUSTRl4L R4 SUBURBAN APARTMENT PLANNED RESIDENTIAL -PRD DEVELOPMENT C2 GENERAL COMMERCIAL M2 HEAVY INDUSTRIAL RE RESIDENTIAL ESTATE C4 PLANNED SHOPPING CENTER 0 OPENSPACE SD SPECIFICDEVELOPMENT -HD2 HEGHTDISTRICTI C5 ARTERIAL COMMERCIAL P PROFESSIONAL SP SPECIFIC PLAN CR COMMERCIAL RESIDENTIAL R1 SINGLE- FAMILYRESIDENCE SECTIONAL DISTRICT MAP: 6-5-9 e CITY OF SANTA ANA, CALIFORNIA 60A-132 EXHIBIT B SPECIFIC DEVELOPMENT NO. 93 2525 North Main Street Development Project SECTION 1 — APPLICABILITY OF ORDINANCE The Specific Development Zoning District No. 93 (SD-93) for the 2525 North Main Street development project is authorized by Chapter 41, Division 26 Section 41-593 et seq. of the Santa Ana Municipal Code. SD-93 contains specific standards and regulations for the purpose of establishing land use regulations and development and operational standards for the project site. All other applicable chapters, articles, and sections of the Santa Ana Municipal Code are in effect unless expressly superseded by regulations contained in this ordinance. The boundaries of the 2525 North Main Street development project shall be defined pursuant to Attachment 1 (attached hereto and incorporated a though fully set forth herein). The 2525 North Main Street Development District shall have two zones, Zone 1 and Zone 2, as depicted in Attachment 1. SECTION 2 — PURPOSE The Specific Development Plan No. 93 for the 2525 North Main Street project consists of standards and regulations established for the purpose of protecting the health, safety, and general welfare of the people of the City of Santa Ana by promoting and enhancing the value of property and encouraging the orderly development of the property. ObeectiXes The objectives of the 2525 North Main Street project specific development plan include provisions of the following: Promote the City's image as providing high -quality residential projects for individuals and families of all income groups. 2. Create a clean and safe environment for the City's residents, workers, and visitors. Contribute to the North Main Street corridor by providing a high density residential development that supports nearby cultural, office and commercial uses. 4. Provide regulations that allow development, in response to market conditions while achieving overall City and community goals. Provide parking opportunities for nearby museum uses and/or commercial uses. 1 of 12 60A-133 SECTION 3 — Uses permitted in Zone 1 The following uses are permitted in the SD-93 district: (a) A maximum of 256 multiple -family dwelling units not exceeding a density of 58 dwelling units/acre. (1) The unit mix shall be comprised of: a. 70% studio and one -bedroom units b. 30% two -bedroom and three -bedroom units (2) Unit square footages ranging from a. 556 to 592 square foot studios b. 633 to 930 square foot one -bedrooms c. 909 to 1,179 square foot two -bedrooms d. 1,362 square foot three -bedrooms (b) Home occupations, pursuant to section 41-192.1 of the Santa Ana Municipal Code. (c) Accessory recreational rooms, dog wash, club room, fitness room, wellness center, bike rooms, pools and spas for residential use. SECTION 4 — Uses subject to a conditional use permit in Zone 1 (a) Childcare facilities caring for more than eight (8), but no more than fourteen (14) children. SECTION 5 —,Uses permitted in Zone 2 (a) Surface parking lot with 180 spaces (approximate 1.4 acre lot) to be used by a commercial, museum, or professional offices uses. (b) Parking may be shared with the residential development through a shared parking agreement. (c) All other uses and/or structures are prohibited. SECTION 6 — Maximum permitted floor area ratio (FAR) The maximum authorized building intensity for the 2525 North Main Street project is a floor area ratio (FAR) of 1.43, including residential areas, community -serving areas (e.g., leasing office, gym and club room) and interior corridors. SECTION 7 — Minimum lot size in Specific Development No. 93 The minimum lot size is 1.4 acres. 2of12 60A-134 SECTION 8 — Minimum street frontage in Specific Development No. 93 Lots shall have a minimum street frontage of at least 250 feet. SECTION 9 — Building height in Specific Development No. 93 (a) No residential structure shall exceed 50 feet (four stories) in height, as measured from the lowest adjacent grade of the structure to the top of the structure. (b) The six level parking structure (five levels with one level subterranean) and amenity deck shall not exceed 61 feet as measured from the lowest adjacent grade to the top of the structure. (c) The stair tower and elevator tower shall not exceed 74 feet as measured from the lowest adjacent grade to the top of structure. (d) Along the east property line the building shall tier from two, three, and four stories as shown on the approved site plan. SECTION 10 — Setback standards in Specific Development No. 93 (a) North setback. A minimum building setback of ten (10) feet shall be provided between the property line and buildings along Santiago Park. (b) South setback. A minimum building setback of one hundred thirty-four (134) feet shall be provided from Edgewood Road. (c) West setback. A minimum building setback of twelve (12) feet shall be provided between the property line and buildings along Main Street. (d) East setback. A minimum building setback of ninety (90) feet shall be provided between the property line and buildings. SECTION 11 — Off-street parking standard in Specific Development No. 93 (a) The minimum off-street parking requirements for the project are as follows: (1) 2.0 spaces per unit shall be provided (407 spaces within the parking structure and 104 space surface level parking lot). (2) Parking stalls shall not be less than eight (8) feet six (6) inches wide and eighteen (18) feet long. Double -striping is required, with the width of stalls measured from lines midway between each pair of stripes. Structural, mechanical, utility or similar appurtenances are only permitted adjacent to required stall areas if the required width of the stall is increased at least six (6) inches and if the appurtenance is not located 3 of 12 60A-135 so as to interfere with safe and free parking movement, car door opening, or of visibility. (3) Aisles to and from parking stalls shall not be less than: Twenty-three (23) feet wide for 90-degree parking. (4) Drive aisles shall not dead-end; a turn -around method be provided to allow cars to exit if all stalls are occupied (5) The interior of the parking structure without natural lighting shall be painted white or shall be equipped with lighting devices which will provide a minimum maintained two (2) footcandle of light on the parking surface during hours of darkness. Subterranean parking areas shall maintain lighting twenty-four (24) hours a day. Lighting devices shall be protected by vandal resistant covers. (6) A minimum of ten (10) bicycle spaces shall be provided onsite. The design and materials shall comply with the approved materials board submitted for the project during building plan check. (7) Prior to submittal into building plan check, a parking management plan shall be submitted to the Planning Division for review, identifying parking per unit, and guest parking. The plan is subject to approval of the Executive Director of the Planning and Building Agency. Onsite parking shall be provided for residents and visitors of the Project and the parking demand of the Project site shall be actively monitored. Property owner "Owner" shall continually monitor and take appropriate measures to manage the parking demand of the Project site to mitigate the use of offsite parking spaces on private or public properties and/or right-of-way. SECTION 12 — Vehicular Access in Specific Development No. 93 The development shall prepare all necessary plans per City Standards and to the satisfaction of the City Engineer to: (a) Provide public access via Walkie Way/Park Santiago Drive and Main Street. The Santiago Park Entrance design and construction shall be subject to the review and approval of the City's Planning & Building, Public Works, and Parks, Recreation and Community Services Agency Directors, including residential units to front onto Santiago Park, Main Street, and the Santiago Park Drive entrance. (b) Reconstruct the existing intersection of Main Street and Walkie Way/Park Santiago Drive to accommodate the southerly relocation the east leg of the intersection, including, but not limited to: Removal of all portions of the existing east leg of the intersection. Construction of PCC curb, gutter and sidewalk along the east side of Main Street. iii. Reconstruct pavement within the intersection. 4of12 60A-136 iv. Modification of the Traffic Signal for the Walkie Way/Park Santiago Drive intersection for the intended signal operation shall include new signals poles, traffic cabinet, install conduits and wiring, traffic signal, interconnect, provide Accessible Pedestrian Signals pedestrian push buttons, vehicle/bike video detection, signing and striping as needed to accommodate the proposed entrance to the development and Santiago Park. (c) Remove and reconstruct the raised -curb median in Main Street between Walkie Way and Edgewood Road to provide increased left turn pocket lengths per Attachment 2, including, but not limited to: i. Reconstruct asphalt pavement in Main Street to maintain standard cross slopes, positive drainage and smooth vertical transitions. ii. Provide landscaping and irrigation in the median. iii. Modify the existing channelization striping extending through intersections. (d) Coordinate with Caltrans to enter into a Cooperative Agreement with City of Santa Ana to implement traffic signal synchronization timing along Main Street between the 1-5 ramps and the modified traffic signal at Main Street and Walkie Way -Santiago Park to enhance traffic flow and reduce congestions between city streets and the State Highway System. The scope of work shall include but not limited to preparation of cooperative agreement, any required improvements, preparation and implementation of timing plans, and required permits. (e) The Emergency Vehicular Access Lane (Fire Lane) with access to Edgewood Road shall be gated per Orange County Fire Authority and City Public Works Agency requirements and standards. The emergency lane shall not be used for trash staging, trash loading and/or move-ins/outs. No other vehicular access or curb approach openings will be approved on Edgewood Road for the project. SECTION 13 — Open Space standard in Specific Development_No. 93 (a) Pedestrian Walkways and Open Space. The project will provide a minimum of 15% of the total lot size shall be open space in the form of common, landscaped open space areas, pools, spas, deck, courtyard and lobby, interior community room, dining room, gym, business room, etc. (b) Courtyards. (1) East courtyards shall be a minimum of 34 feet wide by 100 feet in depth and shall not contain any pools, spas or recreational rooms. (2) West courtyard shall be a minimum of 48 feet wide by 58 feet in depth. (c) Private Open Space. Each residential unit shall have a patio or balcony a minimum of 50 square feet in size. 5of12 60A-137 SECTION 14 — Walls/Fences standard in Specific Development No. 93 (a) East property line. Prior to issuance of the first building permit, a solid block wall with a minimum height of eight (8) feet shall be constructed along the east property line. The block wall shall be designed to contain a decorative cap, regularly -spaced decorative pilasters, and a decorative finish in accordance to the design provisions contained within the most recent version of the City's design guidelines. (b) North property line. Prior to the issuance of the first building permit, a new wrought iron fence shall be constructed. The fence shall also incorporate decorative pilasters located a maximum of 50 feet on center. Any walls and/or fences are limited to eight (8) feet in height. (c) South and West property line walls are prohibited. Within the front and street side setbacks, walls and/or fences shall be limited to four (4) feet in height. SECTION 15 — Landscape standard in Specific Development No. 93, (a) A Landscape Plan prepared by a licensed landscape architect shall be submitted to the Planning Division for review and approval prior to the issuance of building permits. The Irrigation Plan shall include an irrigation system layout with the location of controllers and points of connection with data on valve sizes and gallons per minute (G.P.M.), the size and location of sleeves and all spray heads, including the location of conventional systems and drip systems; an irrigation legend with complete specifications; irrigation notes and construction details of all assemblies and components; a recommended irrigation schedule, preferably on an annual basis; and a summary block on the initial page of submitted plans that will present the above information clearly and accurately. The landscape plan shall include a Plant Legend containing: plant symbol, scientific name of plant material, common name of plant material, plant container size, and plant spacing. Very low, low and medium water usage plant materials are encouraged. The landscape plan shall provide a cross section of the eastern planter showing the planter at time of planting, after five (5) years and at full maturity. The cross section shall demonstrate the landscaping will adequately screen the project from the adjacent residential uses along the eastern portion of the Property. A minimum size of 36-inch box trees shall be planted along street setbacks, open space areas and shared parking areas. (b) Per the arborist report dated May 4, 2018: (1) Retain and protect in place the existing eleven (11) healthy Ficus benjamina trees adjacent to the east property line. (2) Remove the existing eight (8) unhealthy trees (Liquidambar styracii lua) in the eastern planter and plant eight (8) minimum size of 60-inch box trees in their place. 6of12 60A-138 (3) Plant new vertical and canopy specimen trees with a minimum size of 48- inch box, 20-feet on center in the east planter within 150 feet of the front property line and within 150 feet of the rear property line. (4) The planter along the east property line shall be sized to allow for future growth and health of the trees. (5) To the extent feasible, all other healthy mature trees on the property shall be protected and preserved. If the perseveration of the existing healthy, mature trees is not feasible because of the location of the approved structures on the property, the Owner shall work with Staff to evaluate the feasibility of relocating the healthy tree(s) to other locations on the property. (c) Project Landscaping: Landscaping shall be compliant with the City of Santa Ana's Landscape Water Conservation Ordinance Chapter 41, Article XVI of the Santa Ana Municipal Code. All landscape areas shall have a fully automatic irrigation system (including spray or drip) as required by the City of Santa Ana Landscape Water Conservation Ordinance. (d) All meters shall be appropriately screened from public view with trellis work and vines or hedge -type shrubs, or be incorporated into the residential structure. (e) Installation: Landscaping for the project shall be completed in phases by building and shall be installed and inspected prior to occupancy of units within that building. The Owner shall be responsible for maintaining all common area landscaping within the development. (f) Maintenance: All plant material shall be maintained per Section 41-609 of the Santa Ana Municipal Code. SECTION 16 — Residential Si2na2e in Specific Development No. 93 (a) Signage for the project shall be consistent with Section 41-868 of the Santa Ana Municipal Code. SECTION 17 — Architectural Design in Specific Development No. 93 (a) Exterior materials. Prior to submittal into building plan check, the Owner shall submit revised architectural elevations subject to the review and approval of the Executive Director of the Planning and Building Agency. Exterior materials and finishes for the project shall comply with the approved materials board submitted for the project including stone veneer, brick veneer, ceramic tile, metal canopies, flat and metal seamed roofs. All trash enclosures and similar ancillary structures shall match the texture, material and color of the building. (1) The east building wall windows (at the 90 foot building setback) shall be opaque or clerestory (above eye level) windows. 7 of 12 60A-139 (2) The east wall of the parking structure shall incorporate screen materials and be designed to screen the views from the amenity deck or parking structure to the neighborhood. (b) Green Building. Alternative Transportation and Energy Source, Resource Conservation, and LEED Certification. The project shall be constructed to Silver Standard or better LEED equivalent and shall at the minimum, incorporate bike lockers, bike sharing programing, electric vehicle charging stations, rain capturing systems, grey water capturing systems, and to the extent feasible, automobile sharing programing. (c) Public Art. Public Art shall be installed, and maintained with a value equivalent to one- half of one percent (0.5%) of the total construction cost of the Project. Total construction cost shall mean all design, engineering and construction costs. A public art plan shall be prepared and submitted to the City no later than one hundred eight (180) days before final approval for occupancy or the issuance of a certificate of occupancy and the approved art shall be installed prior to final approval for occupancy of the issuance of a Certificate of Occupancy for the Project. (d) Storage. A minimum of 250 cubic feet of storage, in addition to interior bedroom closets, shall be provided with minimum dimensions of 4 feet by 8 feet per unit. (e) Hardscape materials. Enhanced paving materials shall be installed at the Main Street driveway entrance. The actual paving materials shall be approved by the Planning Division. (f) Lighting standards/fixtures. The light fixtures are to integrate design elements of the building and landscape architecture. Lighting is to be designed to confine the direct rays of the artificial lighting within the boundaries of the development. Specifications of light standards/fixtures and photometrics plan shall be submitted to Planning Division for review and approval by the Planning Division prior to the issuance of building permits. (g) Composite Utility Plan. Composite utilities shall not be allowed within required parking, turnaround and landscape areas or on any fagade facing a public street. (h) Mechanical Equipment, Appurtenances, and Conduits. All mechanical equipment, heating, ventilation, air conditioning (HVAC) units, satellite dish systems, solar panels, thermal solar heaters, utility meters, above ground utility and fire safety connections will be, screened, located out of public view or be architectural integrated into the project design within designated rooms, inside walls, behind parapets, or through a combination of landscape and hardscape materials. (i) Trash Enclosures. Trash bins shall be stored in designated trash enclosures. There shall be an onsite designated trash staging area only to be used on service days and the staging area and bins shall not disrupt vehicular use of the driveway. The minimum requirements needed to service the location shall be clearly indicated on the plans and 8of12 60A-140 subject to the approval of the Public Works Agency. SECTION 18 —Property Maintenance in Specific Development No. 93 (a) Onsite Property Manager. The Project shall include 24-hour on -site Property Management services and personnel. Up-to-date 24-hour contact information for the on -site personnel shall be provided to the following City Agencies on an ongoing basis: (1) Police Department (2) Fire Authority (3) Planning and Building Agency (4) Community Development Agency (b) Maintenance. The property shall be maintained free of trash, debris and graffiti. Graffiti shall be removed within 24-hours after its appearance in accordance with Section 10- 227 of the Santa Ana Municipal Code. (c) Crime Free Housing. Prior to submittal into building plan check, a Crime Free Housing Plan shall be submitted for review. The Plan shall be approved prior to occupancy of the first unit and shall be implemented and administered by the Owner. (d) Building Security. All structures and parking lots shall comply with the provisions of Chapter 8, Article II, Division 3 of the Santa Ana Municipal Code (Building Security Ordinance). (e) Emergency Evacuation Plan. An approved Emergency Evacuation Plan (EEP) from City Police and Fire Protection agencies shall be on file for the project. Up-to-date 24- hour emergency contact information for the on -site personnel shall be provided to the City on an ongoing basis and the approved EEP shall be kept onsite and also be submitted to the following City Agencies: (1) Police Department (2) Fire Authority (3) Planning and Building Agency (4) Community Development Agency (f) On Going Property Maintenance. Developer (and the owner of the property upon which the authorized use and/or authorized improvements are located if different from the Developer) shall execute a maintenance agreement with the City of Santa Ana which shall be recorded against the property and which shall be in a form reasonably satisfactory to the City Attorney. The maintenance agreement shall contain covenants, conditions and restrictions relating to the following: (1) Compliance with operational conditions applicable during any period(s) of construction or major repair (e.g., proper screening and securing of the construction site; implementation of proper erosion control, dust control and noise mitigation measure; adherence to approved project phasing etc.). 9of12 60A-141 (2) Compliance with ongoing operational conditions, requirements and restrictions, as applicable (including but not limited to hours of operation, security requirements, the proper storage and disposal of trash and debris, enforcement of the parking management plan, and/or restrictions on certain uses). (3) Ongoing compliance with approved design and construction parameters, signage parameters and restrictions as well as landscape designs, as applicable. (4) Ongoing maintenance, repair and upkeep of the property and all improvements located thereupon at all times (including but not limited to controls on the proliferation of trash and debris about the property; the proper and timely removal of graffiti; the timely maintenance, repair and upkeep of damaged, vandalized and/or weathered buildings, structures and/or improvements; the timely maintenance, repair and upkeep of exterior paint, parking striping, lighting and irrigation fixtures, walls and fencing, publicly accessible bathrooms and bathroom fixtures, landscaping and related landscape improvements and the like, as applicable). (5) If Developer and the owner of the property are different (e.g., if the applicant is a tenant or licensee of the property or any portion thereof), both the applicant and the owner of the property shall be signatories to the maintenance agreement and both shall be jointly and severally liable for compliance with its terms. (6) The maintenance agreement shall further provide that any party responsible for complying with its terms shall not assign its ownership interest in the property or any interest in any lease, sublease, license or sublicense, unless the prospective assignee agrees in writing to assume all of the duties and obligations and responsibilities set forth under the maintenance agreement. (7) The maintenance agreement shall contain provisions relating to the enforcement of its conditions by the City and shall also contain provisions authorizing the City to recover costs and expenses which the City may incur arising out of any enforcement and/or remediation efforts which the City may undertake in order to cure any deficiency in maintenance, repair or upkeep or to enforce any restrictions or conditions upon the use of the property. The maintenance agreement shall further provide that any unreimbursed costs and/or expenses incurred by the City to cure a deficiency in maintenance or to enforce use restrictions shall become a lien upon the property in an amount equivalent to the actual costs and/or expense incurred by the City. (8) The execution and recordation of the maintenance agreement shall be a condition precedent to the issuance of final approval for any construction permit related to this entitlement. 10 of 12 60A-142 ATTACHMENT 1 11 of 12 60A-143 ATTACHMENT 2 12 of 12 60A-144 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE: APPROVE DISPLAY OF "E PLURIBUS UNUM" IN CITY COUNCIL CHAMBERS AND DIRECT STAFF TO INSTALL THE PREFERRED INSTALLATION OPTION {STRATEGIC PLAN NOS. 1-71 /s/Kristine Ridge CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2i1 Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER 1. Approve the display of "E Pluribus Unum," Latin for "Out of Many, One," in City Council Chambers. 2. Direct staff to install one of the following installation options: Option #1 or #2 — $19,000 estimated budget Option #1: Install the Motto and Seal in a stacked configuration, above the existing alcove. Option #2: Install the Motto and Seal side -by -side, above the existing alcove. Option #3 or #4 — $25,000 estimated budget Option #3: Install the Motto and Seal in a stacked configuration, above the existing alcove, with a curtain system. Option #4: Install the Motto and Seal side -by -side, above the existing alcove, with a curtain system. DISCUSSION During the September 3, 2019, City Council meeting, City Council discussed whether to pursue the placement of the Congressionally approved United States motto, "In God We Trust," in City Council Chambers. The City Council also expressed an interest in displaying one of the United States' traditional mottos, "E Pluribus Unum," Latin for "Out of Many, One," along with the current national motto. The City Council requested that staff provide potential display options for the area behind the dais. During a work-study session on October 1, 2019, the City Council was presented with five options for the display of both mottos, along with the estimated costs associated with each option. The City 65A-1 Approve Display of "E Pluribus Unum" in City Council Chambers January 21, 2020 Page 2 Council elected to display "E Pluribus Unum" on the top portion of the wall behind the dais and requested that staff present final display options for consideration (Exhibit 1). Preliminary estimates show a total project delivery cost of $19,000 for Option #1 or #2 and a total project delivery cost of $25,000 for Option #3 or #4. "E Pluribus Unum," appears on the Great Seal of the United States, which was adopted by Congress in 1782, and has been considered one of the United States' unofficial mottos since that time. The motto has also appeared on United States currency since 1798. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goals 1 through 7 of the Strategic Plan. ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT The estimated total construction delivery cost of the project is $19,000 for Option #1 or #2 or $25,000 for Option #3 or #4. The following table summarizes the funds budgeted to deliver this project: Fiscal Year Accounting Unit- Account # Fund Description Accounting Unit, Account Description Amount General Non -departmental, FY 2019-20 01105015-62300 General Fund Contract Services- $25,000 Jan. -June Professional Total: $25,000 All funds are scheduled for expenditure in Fiscal Year 2019-20. APPROVED AS TO FUNDS & ACCOUNTS: Nabil Saba Kathryn Downs, CPA Acting Executive Director Executive Director Public Works Agency Finance and Management Services Agency NS/MO/YV Exhibit: 1. E Pluribus Unum" Display Options 65A-2 m x w E 65A-3 z w w J z O V L, m W, z O O r�qI I m N z O 0 m m x w Ln W i-j m E Ln W O -j n O a U U v v 65A-6 1 f I� q li z O 0 T I L U N O _U Q O N N (A O O co ca v V) d' 0 0 m x w O O O O O O O O O O O O O m lD Ln �7, r-I V)- W E • Q v oF-- L1J >� a 4--, O v O U u +, v — v N (�%� 0 t `'' o .0 M aA � U � CCO . _ _ 4--) — v Q � O U o U 65A-9 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE DIRECT STAFF TO PREPARE A RESOLUTION ESTABLISHING A CHARTER REVIEW COMMITTEE AND CALLING FOR APPLICATIONS {STRATEGIC PLAN NO. 5, 11 /s/Kristine CITY MANAGER CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1sf Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER RECOMMENDED ACTION 1. Direct staff to prepare a resolution establishing a Charter Review Committee for consideration at the February 4, 2020 City Council meeting. 2. Call for applications to serve on a Charter Review Committee. BACKGROUND The City of Santa Ana is governed through a Charter authorized by the California Constitution. The Charter is a vital document which establishes a degree of autonomy to local governments and outlines certain authority and restrictions the City has over municipal affairs. The Charter addresses important aspects of Santa Ana's authority. The original Charter of the City of Santa Ana was adopted by the voters on 1952. Modifications to the original document have been approved by the voters on several occasions, with the last major amendment occurring as part of the November 8, 2018 General Municipal Election. While most Charter amendments were prepared and executed individually, the City has used an advisory committee to review the Charter only once. On May 2, 2005, the City Council created an Ad Hoc Committee for the purpose of reviewing the City's Charter. The Ad Hoc Committee reviewed the then -current City Charter and made several recommendations for changes to various sections in the Charter. On September 19, 2005, at the recommendation of the Ad Hoc Committee, the City Council created the Charter Amendment Citizens' Task Force ("Task Force"), an advisory body, and directed members to review and comment on the Ad Hoc Committee's recommended amendments. After a series of meetings, the Task Force made several suggestions related to the proposed changes and submitted the revised proposals to the Ad Hoc Committee for final consideration. The Ad Hoc Committee met on January 31, 2006 and approved proposed Charter amendments. Following this meeting, between April and June 2006, the City Council held four work study sessions at regularly scheduled City Council meetings to evaluate the proposed Charter amendments. The Ad Hoc Committee further recommended that the proposals be submitted 65B-1 Charter Review Committee January 21, 2020 Page 2 to the voters at a special election to be consolidated with the General Municipal Election that was held on November 7, 2006. Five ballot measures were submitted to the voters: • Measure Z: Amendments to Charter Sections 400 (start date for term of office), 413 (ordinance introduction), and 1200 (calling of elections) • Measure AA: Amendments to Charter Sections 421 and 422 (contract provisions) • Measure BB: Amendments to Charter Section 401 (eight year eligibility waiting period for councilmembers) • Measure CC: Amendments to Charter Section 901 (board and commission appointment process) • Measure DD: Amendments to Charter Sections 901.1 (prohibition against serving as treasurer), 910 (Planning Commission responsibilities), 911 (prohibition against City employment for Personnel Board members), and 912 (jurisdiction of Personnel Board) All five ballot measures received a majority vote, were accepted by the Secretary of State, and became effective. At this time, members of the City Council have expressed a desire to create an advisory committee to perform a comprehensive review of the City Charter ("Charter Review Committee"). About Charter Review Committees The purpose of a Charter Review Committee is to conduct an evaluation of a city's Charter, which includes preparing recommendations relating to amending the Charter, and advising the City Council of their findings. As an advisory body, a Charter Review Committee would do the following: • Engage community members, City staff, and the City Council relating to research and analysis of current or proposed amendments to the City Charter • Help coordinate community members, staff, and City Council's ideas with regard to potential Charter amendments • Formulate specific language for proposed Charter amendments in a form appropriate for placement on the ballot • Prepare and submit proposed ballot arguments in favor of or against proposed Charter amendments Guidelines for Structuring a Charter Review Committee The structure of a Charter Review Committee varies. For example, the City could structure a Charter Review Committee using the following criteria: • Establish a Charter Review Committee by adoption of a resolution to do so • Create a seven -person Charter Review Committee, composed of one resident from each ward, along with an at -large representative o Each member would be appointed by the City Council upon recommendation from each member of the City Council relating to the ward in which he or she represents • Identify eligibility criteria for Charter Review Committee members, which includes the following: o Be a Santa Ana resident 65B-2 Charter Review Committee January 21, 2020 Page 3 o Demonstrate both interest and knowledge of local government administration and operations o Be able to commit to the necessary time required to conduct a Charter review • Designate City staff and/or third -party consultants who are subject matter experts to facilitate all aspects of the Charter Review Committee • Prepare a regular, recurring meeting schedule, along with a work plan to carefully articulate the Charter Review Committee's purpose, goals, and timeline of activities • Develop a plan to engage the community from the beginning and openly share relevant data Next Steps Upon City Council direction to proceed, staff will prepare a resolution, to be considered by the City Council at the February 4, 2020 meeting, which establishes a Charter Review Committee using the guidelines described above. Additionally, the City will call for applications to fill the Charter Review Committee using the eligibility criteria described above. Applications will be made available immediately and will be accepted until a date to be determined. The applications will be reviewed by staff to determine eligibility, and eligible applicants will be considered by the City Council and appointed at a future meeting. At this time, staff seeks feedback relating to establishing a Charter Review Committee using the above guidelines. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #5 - Community Health, Livability, Engagement & Sustainability, Objective #1 (establish a comprehensive community engagement initiative to expand access to information and create opportunities for stakeholders to play an active role in discussing public policy and setting priorities). FISCAL IMPACT There is no fiscal impact associated with this action. L• REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE: DISCUSS AND PROVIDE DIRECTION TO STAFF REGARDING AMERICAN SIGN LANGUAGE SERVICES FOR CITY COUNCIL MEETINGS {STRATEGIC PLAN NO. 5, 11 CLERK OF COUNCIL USE ONLY: _••10 e ❑ As Recommended ❑ As Amended ❑ Ordinance on 11' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO /s/Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Discuss and provide direction to staff regarding American Sign Language Translation Services at City Council meetings. DISCUSSION At the November 5, 2019 City Council meeting, citing experiences with the Santa Ana Unified School District Board, Councilmember Iglesias requested that staff prepare an informational report on the option for City Council to consider providing American Sign Language (ASL) translation services at all City Council meetings. Councilmember Sarmiento concurred. Since 2005, the City has had an agreement with Cesar Vargas and Associates for Spanish language translation services at City Council meetings and other official meetings. The consultant agreement's current rate is approximately $40,000 annually, as rates and requests for services have increased. In 2019, the Santa Ana City Council held 27 meetings for an average of four hours. The Clerk of the Council has reached out to Santa Ana Unified School District Board (SAUSD) staff for information and the following was determined: ASL services were demanded by the parents and students specifically for agenda items directly affecting ASL services at Taft Elementary; ASL interpretation for other items were not requested. Due to the demand, SAUSD has procured Dayle McIntosh Center (DMC) to provide ASL services paying approximately $40,000 annually for 17 regularly scheduled board meetings in 2019 for an average of two and half hours. Over the last 15 years of searchable records, the City of Santa Ana has not received any requests or complaints regarding ASL translation services at a City Council meeting. However, all City Council meeting agendas contain language that brings awareness to the possibility of making arrangements for a sign language interpreter, hearing assistance, or other assistance by contacting the Clerk of the Council Office at least 72 hours in advance of a meeting (Government Code Section 54954.2). 65C-1 American Sign Language Services January 21, 2020 Page 2 The City Council may direct staff to conduct a competitive procurement process with specifications to provide a cost estimate of such services. Specifications to request ASL services for may include identifying coverage for the specific government body meeting(s), regularly scheduled, and/or special meetings. STRATEGIC PLAN Approval of this agreement allows us to meet Goal #5 - Community Health, Livability, Engagement & Sustainability, Priority #1 (establish a comprehensive community engagement initiative to expand access to information and create opportunities for stakeholders to play an active role in discussing public policy and setting priorities). FISCAL IMPACT Should Council direct staff to conduct a competitive procurement, staff will request Council for appropriation of funds. Daisy Gomez Clerk of the Council 65C-2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE: DISCUSS AND CONSIDER DIRECTING STAFF TO RESTRUCTURE OR DISBAND ONE OR MORE EXISTING CITY COUNCIL COMMITTEES AND MAKE ANY APPOINTMENT CHANGES {STRATEGIC PLAN NO. 5, 11 CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO /s/Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Discuss and consider directing staff to restructure or disband one or more existing City Council Committees and make any appointment changes. DISCUSSION To ensure the diverse issues and challenges facing the City are adequately addressed, the City Council has the ability to establish council committees either as standing committees or "Ad Hoc" committees. Standing committees continue indefinitely and require periodic evaluation to ensure the committee is necessary; fulfilling their intended purpose; and, providing value. Ad Hoc committees are formed for a limited duration for a specific goal and then are disbanded. In 1999, the City Council first established standing council committees, with a review of those committees taking place in January of each year. Currently the City Council has four (4) established committees as follows: COMMITTEE MEMBERS MEETING LEAD AGENCY SCHEDULE QUARTERLY 1. Iglesias Feb., May, Aug., Nov. Finance Economic 2. Penaloza Development, 3. Solorio Advisory: Infrastructure, Budget 2"d Monday, 5:00 pm. • Planning & Building and Technology • Public Works • Community Development • Information Technology 65D-1 Revise or Affirm Council Committee January 21, 2020 Page 2 COMMITTEE MEMBERS MEETING SCHEDULE LEAD AGENCY Public Safety, Code QUARTERLY 1. Penaloza Mar., June, Sept., Dec. Police Department Enforcement and 2. Villegas Neighborhood 3. Iglesias as g �a 2 Tuesday, 5:30 pm. Advisor y: Empowerment • Planning & Building Biannually 1. Iglesias Feb. & Aug. City Manager's Office Legislative Affairs, 2 Penaloza Ethics, Transparency 3. Solorio 4" Wednesday, 12 Advisory: and Communications noon •City Attorney • Clerk of the Council QUARTERLY" Youth, Education and 1. Iglesias Jan., April, July & Oct. Parks, Recreation and Community Services 2. Solorio Community Services Committee 3. Villegas 3ra Monday, 5:30 p.m. Agency AND Joint Santa Ana QUARTERLY* Unified School District Jan., April, July & Oct. and City Council 4" Monday, 5:30 p.m. Committee "No meetings held in over a year. PURPOSE OF EXISTING COUNCIL COMMITTEES Economic Development, Infrastructure, Budget and Technoloqv Per the by-laws, the committee shall be a vehicle for informational presentations as well as policy matter consideration related to economic development, infrastructure, budget and technology issues, brought or referred by the City Manager, or a City Department head (Exhibit 1). Public Safety, Code Enforcement and Neighborhood Empowerment Per the by-laws, the committee shall consider policy matters related to public safety and neighborhood improvement issues, brought or related to public safety or neighborhood improvement issues, brought or referred by a Committee member, the City Manager, or a City Department head (Exhibit 2). Legislative Affairs, Ethics, Transparency and Communications Per the by-laws, the committee shall consider legislative policy matters related to all City business, brought or referred by a Committee member, the City Manager, a City Agency or the City's legislative representatives or advocates, as well as receive and review complaints on Code of Conduct and Ethics and how the City communicates with the public (Exhibit 3). 65D-2 Revise or Affirm Council Committee January 21, 2020 Page 3 Youth, Education and Community Services Committee Per the by-laws, the committee shall consider policy matters related to parks, recreation, and education, along with issues concerning youth, brought or referred by a Committee member, the City Manager, or a City Department head (Exhibit 4). Joint Santa Ana Unified School District and City Council Committee Per the by-laws, the committee shall consider policy matters related to parks/recreation, and education joint issues concerning youth, brought or referred by a Committee member, the City Manager, or Superintendent of Schools (Exhibit 5). STRATEGIC PLAN ALIGNMENT Consideration of this item supports the City's efforts to meet Goal #5 Community Health, Livability, Engagement & Sustainability, Objective #1 (Establish a comprehensive community engagement initiative to expand access to information and create opportunities for stakeholders to play an active role in discussing public policy and setting priorities). FISCAL IMPACT There is no material fiscal impact associated with this action. Daisy Gomez Clerk of the Council Exhibits: 1. Economic Development, Infrastructure, Budget and Technology By -Laws 2. Public Safety, Code Enforcement and Neighborhood Empowerment By -Laws 3. Legislative Affairs, Ethics, Transparency and Communications By -Laws 4. Youth, Education and Community Services Committee By -Laws 5. Joint Santa Ana Unified School District and City Council Committee By -Laws 65D-3 EXHIBIT 1 J THE SANTA ANA CITY COUNCIL COMMITTEE ON ECONOMIC DEVELOPMENT, INFRASTRUCTURE, BUDGET & TECHNOLOGY ARTICLE I — NAME The Committee shall be known as the Santa Ana City Council Committee on Economic Development, Infrastructure, Budget and Technology. ARTICLE lI - PURPOSE The Committee shall be a vehicle for informational presentations as well as policy matter consideration related to economic development, infrastructure, budget and technology issues, brought or referred by the City Manager, or a City Department head. ARTICLE III — POWERS AND DUTIES The Committee shall receive input from staff, citizens, business people and other groups and interests in the City in regards to policies that affect economic development, infrastructure, budget and technology issues in the City of Santa Ana. The committee may provide cormnent and recommendations regarding information presented. The Committee may provide input and recommendations regarding the implementation of policies related to economic development, infrastructure, budget and technology. The Committee will not provide direction in matters requiring discretionary approval of City staff. Items requiring City Council direction shall be referred to the full City Council. ARTICLE IV — COMPOSITION OF THE COM- IITTEE SECTION A — Members The Committee shall be composed of three sitting members of the Santa Ana City Council. SECTION B - Officers The officers shal I be a Chair and a Vice -Chair. The Chair shall preside at all meetings of the Committee. The Chair shall report, at the neat regular City Council meeting regarding items reviewed by the Committee. SECTION C — Term The officers shall be elected by a majority of the members during the January meeting of the Committee and shall take office immediately. Nominations shall be made from the floor. I 66D-4 SECTION D —Secretary A Secretary shall be appointed from staff. The secretary shall keep a true and accurate record of all meetings of the Committee, shall issue notice of all regular and. special meetings, and shall perform such duties as are generally associated with that office. ARTICLE V — MEETINGS _k SECTION A — Regular Meeting The regular meeting shall be held bi-monthly, the date and hour to be set by staff. The meeting place shall be City Hall Ross Annex, 20 Civic Center Plaza, Room 1600, Santa Ana. In the event said meeting place is not available, an alternate site will be selected by staff. SECTION B — Special Meeting Special meetings may be called at the discretion of the Chair, at the request of two (2) members, or at the request of the City Manager for the transaction of business as stated in the call for the meeting. SECTION C - Quorum A quorum for the transaction of business at any meeting shall consist of a majority of the currently appointed committee members. SECTION D — Attendance Excused absences shall be defined as any absence received by the Chair or Secretary two hours before commencement of the meeting. In as much as it is the desire of the Committee to have a full commitment from each member, the Committee shall review, on a case by case basis, instances of two consecutive absences, excused or unexcused, during a calendar year. ARTICLE VI— PARLIMENTARY AUTHORITY The current edition of Robert's Rule of Order shall be the authority on all questions of parliamentary law, unless in conflict with these bylaws, the Santa Ana Municipal Code, or the laws of the State of California. ARTICLE V —ADOPTION AND AMENDMENT OF BYLAWS These Bylaws shall be recommended by the Committee for City Council approval. RECOMMENDED BY THE COMMITTEE: MAY 15rn , 2017 65D-5 EXHIBIT 2 PUBLIC SAFETY CODE ENFORCEMENT AND NEIGHBORHOOD EMPOWERMENT COMMITTEE BY—LAWS ARTICLE 1— NAME The Committee shall be known as the Public Safety Code Enforcement and Neighborhood Empowerment Committee. ARTICLE II — PURPOSE The Committee shall consider policy matters related to public safety and neighborhood improvement issues, brought or related to public safety and neighborhood improvement issues, brought or referred by a Committee member, the City Manager, or a City Department head. ARTICLE III — POWERS AND DUTIES The Committee shall receive input from staff, citizens, business people and other groups and interests in the City in regards to policies or projects that affect public safety and neighborhood improvement issues in the City of Santa Ana. The Committee shall provide input and recommendations regarding the implementation of policies related to public safety and neighborhood improvement. The Committee will not provide direction in matters requiring discretionary approval of City staff. Items requiring City Council direction shall be - referred to the full City Council ® ARTICLE IV— COMPOSITION OF THE COMMITTEE SECTION A — Members The Committee shall be comprised of three sitting members of the Santa Ana City Council. SECTION B—Officers The officers shall be a Chair and a Vice -Chair.' The Chair shall preside at all meetings of the Committee. The Chair shall report, at the next regular City Council meeting regarding items reviewed by the Committee. SECTION C—Term The officers shall be elected by a majority of the members during the January meeting of the Committee and shall take office immediately. Nominations shall be made from the floor. SECTION D— SecretarV A secretary shall be appointed from staff. The secretary shall keep a true and accurate record of all meetings of the Committee, shall issue notice of all regular and special meetings, and shall perform such duties as are generally associated with that office. LIM ARTICLE V — MEETINGS SECTION A — Regular Meeting The regular meeting shall be held at least quarterly, the date and hour to be set by staff. The meeting place shall be the Ross Annex, Room 1600 at the Santa Ana City Hall, 20 Civic Center Plaza, Santa Ana as the capabilities of the room include video/audio, film and live steaming. In the event said meeting place is not available, an alternate site will be selected by staff. SECTION B—Special Meeting Special meetings may be called at the discretion of the Chair, or at the request of two (2) members, for the transaction of business as states in the call for the meeting. SECTION C— Quorum A quorum for the transaction of business at any meeting shall consist of a majority of the currently appointed committee members. SECTION D—Attendance Excused absences shall be defined as any absence received by the Chair or Secretary two hours before commencement of the meeting. In as much as it is the desire of the Committee to have a full commitment from each member, the Committee shall review, on a case by case basis, instances of two consecutive absences, excused or unexcused, during a calendar year. ARTICLE VI — PARLIMENTARY AUTHORITY The current edition of Robert's Rule of Order shall be the authority on all questions of parliamentary law, unless in conflict with these bylaws, the Santa Ana Municipal Code, or the laws of the State of California. ARTICLE VII —ADOPTION AND AMENDMENT OF BYLAWS These Bylaws shall be recommended by the Committee for City Council approval. RECOMMENDED BY THE COMMITTEE 65D-7 1*:1:11.7Yd1c1 LEGISLATIVE AFFAIRS, ETHICS, TRANSPARENCY, AND COMMUNICATION COUNCIL COMMITTEE BY—LAWS ARTICLE I — NAME The Committee shall be known as the Legislative Affairs, Ethics, Transparency, and Communication Council Committee. ARTICLE II - PURPOSE The Connnittee shall consider legislative policy matters related to all City business, brought or referred by a Committee member, the City Manager, a City Agency or the City's legislative representatives or advocates, as well as receive and review complaints on Code of Conduct and Ethics and how the City communicates with the public. ARTICLE III —POWERS AND DUTIES The Committee shall receive input from staff, citizens, business people, legislative representatives and advocates in regard to legislative matters before the State or Federal government. The Committee shall make recommendations to the Council on legislative priorities. The Committee is tasked with periodic review of the 2008 voter approved Code of Conduct and Ethics to ensure that the code is an effective and vital document. Also, the Committee may recommend policies, protocols, and strategies to effectively communicate with residents, businesses, media, and interested parties. The Committee will not provide direction in matters requiring discretionary approval of City staff. Items requiring City Council direction shall be referred to the full City Council. ARTICLE IV — COMPOSITION OF THE COMMITTEE SECTION A — Members The Committee shall be composed of three sitting members of the Santa Ana City Council. SECTION B - Officers There shall be a Chair and a Vice -Chair. The Chair shall preside at all meetings of the Committee. The Chair shall report, at the next regular City Council meeting regarding items reviewed by the Committee. SECTION C — Term LI i The officers shall be elected by a majority of the members during the January meeting of the Courniittec and shall take office immediately. Nominations shall be made from the floor. SECTION D —Secretary A Secretary shall be appointed from staff. The secretary shall keep a true and accurate record of all meetings of the Committee, shall issue notice of all regular and special meetings, and shall perform such duties as are generally associated with that office. ARTICLE V — mL'ETINGS SECTION A — Regular Meeting The regutar meeting shall be held at least quarterly, the date and hour to be set by staff. The meeting place shall be City Hall Ross Annex, Room 1600, 20 Civic Center Plaza, Santa Ana. In the event said meeting place is not available, an alternate site will be selected by sta Cf. SECTION B — Special Meetine Special meetings may be called at the discretion of the Chair, or at the request of a member, for the transaction of business as stated in the call for the meeting. SECTION C - _ uorum A quoin m for the transaction of business at any meeting shall consist of a majority, being both members of the currently appointed committee members. SECTIO N D —Attendance Excused absences shall be defined as any absence received by the Chair or Secretary two hours before commencement of the meeting. ha as much as it is the desire of the Committee to have a full commitment from each member, the Committee shall review, on a case by case basis, instances of two consecutive absences , excused or unexcused, during a calendar year. ARTICLE VI — PARLINIENTARY AUTHORITY The current eclnion of Robert's Rule of Order shall be the authority on all questions of parlianicmary Im, , unless in conflict with these bylaws, the Santa Ana Municipal Code, or the laws of the State oC California. ARTICLE, V' — ADOPTION AND AMENDMENT OF BYLAWS These Bylaws shall recommended by the Committee for City Council approval. RECO[v1�iEND I'.D 13V TilE COMMITTEE: July 19, 2017 65D-9 EXHIBIT 4 THE SANTA ANA CITY COUNCIL COMMITTEE ON YOUTH, EDUCATION AND COMMUNITY SERVICES BY — LAWS ARTICLE I — NAME The Committee shall be known as the Santa Ana City Council Committee on Youth, Education and Community Services. ARTICLE H - PURPOSE The Committee shall consider policy matters related to parks, recreation, and education along with issues concerning youth, brought or referred by a Committee member, the City Manager, or a City Department head. ARTICLE III —POWERS AND DUTIES The Committee shall receive input from staff, citizens, and other groups and interests in the City in regards to policies or projects that affect parks, recreation, education and youth related issues in the City of Santa Ana. The Committee shall provide input and recommendations regarding the implementation of policies related to parks, recreation, education and youth. The Committee will not provide direction in matters requiring discretionary approval of City staff. Items requiring City Council direction shall be referred to the full City Council. ARTICLE IV — COMPOSITION OF THE COMMITTEE SECTION A - Members The Committee shall be composed of t1tree sitting members of the Santa Ana City Council. SECTION B - Officers The officers shall be a Chair and a Vice -Chair. The Chair shall preside at all meetings of the Committee. The Chair shall report at the next regular City Council meeting regarding items reviewed by the Committee. SECTION C- Term The officers shall be elected by a majority of the members during the January meeting of the Committee and shall take office immediately. Nominations shall be made from the floor. SECTION D - Secretary A Secretary shall be appointed from staff. The secretary shall keep a true and accurate record of all meetings of the Committee, shall issue notice of all regular and 1 65D-10 special meetings, and shall perform such duties as are generally associated with that office. ARTICLE V — MEETINGS SECTION A - Regular Meeting The regular meeting shall be held at least quarterly, the date and hour to be set by staff. The meeting place shall be City Hall Ross Annex, 1st Floor Conference Room 1600, 20 Civic Center Plaza, Santa Ana. In the event said meeting place is -pot available, an alternate site will be selected by staff. SECTION B - Sl ecial Meeting Special meetings may be called at the discretion of the Chair, or at the request of two (2) members, for the transaction of business as stated in the call for the meeting. SECTION C - Quorum A quorum for the transaction of business at any meeting shall consist of a majority of the currently appointed committee members. SECTION D - Attendance Excused absences shall be defined as any absence received by the Chair or Secretary two hours before commencement of the meeting. In as much as it is the desire of the Committee to have a full commitment from each member, the Committee shall review, on a case by case basis, instances of two (2) consecutive absences , excused or unexcused, during a calendar year. ARTICLE VI—PARLIMENTARY AUTHORITY The current edition of Robert's Rules of Order shall be the authority on all questions of parliamentary law, unless in conflict with these bylaws, the Santa Ana Municipal Code, or the laws of the State of California. ARTICLE V —ADOPTION AND AMENDMENT OF BYLAWS These Bylaws shall recommended by the Committee for City Council approval. RECOMMENDED BY THE COMMITTEE: 3/27/17 2 65D-11 EXHIBIT 5 THE SANTA ANA CITY COUNCIL & SANTA ANA UNIFIED SCHOOL DISTRICT JOINT POLICY COMMITTEE BY—LAWS ARTICLE I —NAME The Committee shall be known as the Santa Ana City Council & Santa Ana Unified School District Joint Policy Committee. ARTICLE II - PURPOSE The Committee shall consider policy matters related to parks/recreation, and education joint issues concerning youth, brought or referred by a Committee member, the City Manager, or Superintendent of Schools. ARTICLE III —POWERS AND DUTIES The Committee shall receive input from staff, citizens, and other groups in regards to policies or projects that affect joint issues in parks, recreation, education, schools and joint use sites in the City of Santa Ana. The Committee shall provide input and recommendations regarding the implementation of policies related to schools and city programs & facilities. The Committee will not provide direction in matters requiring discretionary approval of City staff. Items requiring City Council direction shall be referred to the full City Council. mill ARTICLE IV COMPOSITION OF THE COMMITTEE SECTION A - Members The Committee shall be composed of three sitting members of the Santa Ana �( City Council and two sitting Board members of the Santa Ana Unified School District. SECTION B - Officers The officers shall be a Chair and a Vice -Chair from each organization. The Chair shall preside at all meetings of the Committee. The Chair shall report at the next regular City Council or Board of Education meeting regarding items reviewed by the Committee. SECTION C- Term it The officers shall be elected by a majority of the members during the January meeting of the Committee and shall take office immediately. Nominations shall be made 01 from the floor. 1_ It 65D 12 SECTION D - Secretary A Secretary shall be appointed from staff. The secretary shall rotate between the City and SAUSD to keep a true and accurate record of all meetings of the Committee, shall issue notice of all regular and special meetings, and shall perform such duties as are generally associated with that office. ARTICLE V — MEETINGS SECTION A - Regular Meeting The regular meeting shall be held at least twice a year (April and October), the date and hour to be set by staff. The meeting place shall rotate between City Hall Ross Annex, Ist Floor Conference Room 1600, 20 Civic Center Plaza, Santa Ana and the Santa Ana Unified School District Board Room, 1601 E. Chestnut, Santa Ana, California. In the event said meeting place is not available, an alternate site will be selected by staff. SECTION B - Special Meeting Special meetings may be called at the discretion of the Chair, or at the request of two (2) members, for the transaction of business as stated in the call for the meeting. SECTION C - Quorum A quorum for the transaction of business at any meeting shall consist of two appointed committee members from one organization and one from the other organization. . SECTION D - Attendance Excused absences shall be defined as any absence received by the Chair or Secretary two hours before commencement of the meeting. In as much as it is the desire of the Committee to have a fall commitment from each member, the Committee shall review, on a case by case basis, instances of two (2) consecutive absences , excused or unexcused, during a calendar year. ARTICLE VI — PARLIVIENTARY AUTHORITY The current edition of Robert's Rules of Order shall be the authority on all questions of parliamentary law, unless in conflict with these bylaws, the Santa Ana Municipal Code, or the laws of the State of California. ARTICLE V — ADOPTION AND AMENDMENT OF BYLAWS These Bylaws shall recommended by the Committee for the City Council and the Santa Ana Unified School District Board of Education approval. RECOMMENDED BY THE COMMITTEE: 2 65D-13 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE: PUBLIC HEARING — CONDITIONAL USE PERMIT NO. 2019-10 TO ALLOW THE SALE OF DISTILLED SPIRITS FOR ON -PREMISE CONSUMPTION AND CONDITIONAL USE PERMIT NO. 2019-11 TO ALLOW AFTER HOURS OPERATIONS FOR MARISCOS HECTOR #1 LOCATED AT 1801 SOUTH MAIN STREET, UNITS D AND E {STRATEGIC PLAN NO. 3,21 /s/Kristine CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: I_1NNCAID0W ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER It is recommended that the City Council take one of the following actions: 1. a. Adopt a resolution approving Conditional Use Permit No. 2019-10 as conditioned for a Type 47 Alcoholic Beverage Control (ABC) License and allow the sale of distilled spirits in addition to the beer and wine currently sold on the premises; and b. Continue Conditional Use Permit No. 2019-11 to allow after-hours operation to July 28, 2020 for Planning Commission consideration; or 2 a. Adopt a resolution approving Conditional Use Permit No. 2019-10 with added conditions for a Type 47 Alcoholic Beverage Control (ABC) License and allow the sale of distilled spirits in addition to the beer and wine currently sold on the premises; and b. Continue Conditional Use Permit No. 2019-11 to allow after-hours operation to July 28, 2020 for Planning Commission consideration; or 3. Adopt a resolution denying Conditional Use Permit No. 2019-10 and Conditional Use Permit No. 2019-11. EXECUTIVE SUMMARY Mark Gaughan, representing Mariscos Hector #1, is requesting approval of Conditional Use Permit (CUP) No. 2019-10 to upgrade an existing alcoholic beverage control license (ABC) from a Type 41 to a Type 47 license and allow the sale of distilled spirits in addition to beer and wine currently available for on premise consumption at 1801 South Main Street, Units D and E (Exhibit 3). The applicant is also proposing to expand the existing restaurant and is requesting approval to sell 75A-1 Conditional Use Permit No. 2019-10 and No. 2019-11 1801 South Main Street, Units D and E January 21, 2020 Page 2 alcoholic beverages within the added floor area. The restaurant is currently selling alcohol under Land Use Certificate No. 1988-15, with the proposed license upgrade requiring the filing of an application for a conditional use permit. In addition, the applicant is requesting approval of Conditional Use Permit No. 2019-11, a request to allow the restaurant to operate until 1 a.m. on weekends and holidays. After completing the hearing process, the Planning Commission approved the changes to the CUP for the ABC license (CUP No. 2019-10) and voted to continue the after-hours request (CUP No. 2019-11) until early next year (Exhibit 1 & 2). Due to concerns raised by a councilmember, at the November 5, 2019 City Council meeting, the City Council voted to remove the item from the Consent Calendar and schedule the item for a public hearing. The public hearing, originally scheduled for December 3, 2019 but continued to December 17, was delayed at the request of the applicant. PLANNING COMMISSION BACKGROUND AND ACTION In April 2019, the Planning Commission held the first public hearing on this item. During the hearing, several speakers raised concerns with the existing operation of the restaurant. At the conclusion of the hearing, the Commission elected to continue the item and asked staff to follow- up with the community in an effort to obtain solutions to the issues raised during the public hearing. On June 24, 2019, a Community Meeting was held with the Madison Park Board, City staff and representatives from Mariscos Hector. During this meeting, several issues were raised, including concerns that tequila shots were being served in violation of Mariscos Hector's current ABC license, concerns with the operation of the existing restaurant at McFadden and Standard Avenues, loud noise coming from the restaurant, economic incentives for upgrading the ABC license, and a perceived overconcentration of ABC licenses in the area. The applicant responded that hard liquor (tequila) was not being served but an agave wine product, that the applicant for this project (Ms. Sebold) is in the process of obtaining control over the majority of the Mariscos Hector restaurants in an effort to resolve issues at each restaurant, and that the ABC upgrade would ensure the restaurant remains competitive with similar restaurants in the area. At the conclusion of the meeting, the participants agreed to meet again to continue their dialogue. On July 29, 2019, a follow-up meeting was held that also included interested groups including Santa Ana Healthy Neighborhood Alliance, Wilshire Square and Memorial Park Neighborhood representatives. Further discussion ensued on identifying additional ways to outreach to the community, the creation of a Google Docs tool for residents to report incidents/impacts from the restaurant in -lieu of contacting the Police Department, and the need to transition the restaurant to one that caters to families. The applicant responded that changes such as revised hours of operation and incorporating breakfast items into the menu are being considered by the applicant. Following the July 29 community meeting, the Google Docs tool was implemented to be used by interested community members to document restaurant related issues. Google Docs also allowed the applicant and City staff to provide updates to the issues that were noted in the document. In reviewing the document, members of the community raised several concerns directly to staff between July 30 to August 20. Of these concerns, only three were related to Mariscos Hector, with the other four concerning an adjacent restaurant and possible brothel. The Mariscos Hector 75A-2 Conditional Use Permit No. 2019-10 and No. 2019-11 1801 South Main Street, Units D and E January 21, 2020 Page 3 complaints included possible after-hours activities being conducted without approval, drug sales occurring on the premises, and an unpermitted expansion. Staff has investigated these items and was not able to find supporting evidence substantiating the allegations. Staff requested Police Department assistance to determine if after-hours operations were occurring on the premises. A Police Department site visit in mid -September at 12:30 a.m. verified that the restaurant was closed per City regulations. Further, an updated records search of Police activity identified two calls for service at this location since the April Planning Commission meeting. One call for service was for disturbing the peace (music related), with the other call a report of a stolen vehicle. Finally, Code Enforcement records have been reviewed to identify any recent activity. There have not been any recent complaints at Mariscos Hector. On October 14, 2019, a second public hearing was held by the Planning Commission regarding this application. During the public hearing, the Commission received extensive testimony from both the applicant and neighborhood on the proposed ABC license upgrade and restaurant expansion. At the conclusion of the hearing, the Planning Commission, by a vote of 3:1, concurred with the staff recommendation and approved the CUP. The Commission determined that the applicant had been working to address neighborhood concerns since the April hearing. However, to incorporate additional measures intended to address community concerns, the Commission added two additional conditions of approval that requires the applicant to replace the existing storefront with a new storefront that is soundproof and to require a six-month review of the premises to be conducted by staff in order to ensure compliance with the approved conditions of approval. Finally, the Commission voted to continue the after-hours request until April 27, 2020. This would allow staff the ability to monitor the site to ensure compliance with the conditions of approval and to ensure no adverse impacts were generated from the restaurant. However, due to a delay in the approval of the conditional use permit(s), this date will be modified to be six months from the ultimate date of approval of the CUP(s). PROJECT DESCRIPTION Mariscos Hector #1 currently occupies an 1,850 square foot tenant space within a 6,650 square foot retail center on South Main Street. The applicant has acquired the rights to a full alcoholic beverage license from ABC and is now requesting approval of a conditional use permit to allow the sale of beer, wine, and distilled spirits for on premise consumption. In conjunction with this request, the applicant is proposing to expand into an adjacent 600 square foot tenant space (Unit D) and sell alcoholic beverages within this new floor area (Exhibit 4 & 5). A conditional use permit is required since the ABC license is being upgraded to allow for the sale of distilled spirits and alcohol will be sold in an expanded area, while Land Use Certificate No. 1988-15 only allowed the sale of beer and wine for on premise consumption within the original restaurant floor area. If approved, the conditional use permit will incorporate and supersede LUC No. 1988-15. In conjunction with the ABC upgrade and expansion request, the applicant was requesting approval of Conditional Use Permit No. 2019-11 to allow the restaurant to operate until 1 a.m. on weekends and holidays. Based on feedback from the neighborhood, the Planning Commission and staff, the applicant has elected to continue the after-hours request until April 2020 at the earliest. 75A-3 Conditional Use Permit No. 2019-10 and No. 2019-11 1801 South Main Street, Units D and E January 21, 2020 Page 4 Table 1: Proiect and Location Information Item Information Project Address 1801 S. Main Street, Units D and E Nearest Intersection Main Street and East Saint Andrew Place General Plan Designation General Commercial (GC) Zoning Designation South Main Commercial District (C-SM) Surrounding Land Uses North Commercial East Residential South Commercial West Commercial Property Size 20,038 s . ft. Existing Site Development The site is developed with a 6,650 square -foot commercial building. Use Permissions Allowed with a conditional use permit CUP Zoning Code Sections Affected Uses I Section 41-196 & 41-521 SAMC O erational Standards I Section 41-196 SAMC PROJECT BACKGROUND AND CHRONOLOGY In 1986, a five -unit, 6,650 square foot commercial building was constructed on the site. In 1988, Mariscos Hector replaced the former restaurant within Unit E and began selling beer and wine for on premise consumption as allowed by Land Use Certificate No. 1988-15. The current owner of Mariscos Hector #1 has been operating the South Main Street restaurant since 2005. There are three other Mariscos Hector restaurants in the City that the owner is affiliated with. Two are wholly owned by the applicant, with the applicant having majority control of the third establishment. In 2014, a conditional use permit application was submitted to expand the restaurant and beer and wine sales into the adjacent tenant space (Unit D); however, the applicant elected to withdraw the application prior to scheduling the item for a Planning Commission public hearing. In early 2017, the applicant received authorization from the Department of Alcoholic Beverage Control (ABC) to upgrade from a Type 41 to a Type 47 alcoholic beverage license and allow the sale of distilled spirits in addition to beer and wine. Around the same time, the adjacent 600 square foot space (Unit D) became vacant, with the restaurant leasing the space for future expansion. In response, the applicant submitted a conditional use permit application to the Planning Division. In March 2017, a public hearing was held by the Planning Commission for Conditional Use Permit No. 2017-03. After receiving public testimony on the application, the Commission denied the request to upgrade the license. The denial was based on feedback from the community that included concerns with noise, crime, on -site disturbances, on operational issues occurring at the restaurant. Since the denial, the applicant has secured a new management team and has submitted a new application for the ABC license upgrade. PROJECT ANALYSIS Conditional use permit requests are governed by Section 41-638 of the SAMC. Conditional use permits may be granted when it can be shown that the proposed project will not adversely impact 75A-4 Conditional Use Permit No. 2019-10 and No. 2019-11 1801 South Main Street, Units D and E January 21, 2020 Page 5 the community. If these findings can be made, then it is appropriate to grant the conditional use permit. Conversely, the inability to make these findings would result in a denial. The purpose of regulating establishments that sell alcoholic beverages is to set forth operating practices and procedures, and to minimize impacts to surrounding areas. In analyzing the applicant's request, staff analyzed several specific elements, including a review of the site to ensure it was in compliance with City operational standards, a review of the amount and type of code enforcement activity occurring on the site, analysis of the type and volume of Police related calls for service to both the restaurant and site, and a review of compliance with State ABC standards. Staff has reviewed the applicant's request to upgrade the alcoholic beverage control license to allow for sale of distilled spirits in addition to beer and wine and has determined that approval of the conditional use permit will not be detrimental to the health, safety, and welfare of the community. As proposed, the restaurant will continue to operate as a sit-down bona -fide eating establishment and is proposing to increase in size to 2,450 square feet by expanding into an adjacent 600 square foot space. The other commercial uses located on the property are a mix of retail and office uses. The subject site is not located within immediate proximity to parks, playgrounds, or schools. The closest school facilities are Edison Elementary and St. Anne School which are over 1,000-feet away and there are two churches within 500-feet of the subject site. There are residential properties to the east that abut the restaurant use. Mariscos Hector #1 is an established restaurant which provides a dining service to the community and visitors of the City. The license upgrade will allow the restaurant to remain competitive with similar establishments and economically viable. In addition, the on -site sale of alcohol to customers is an ancillary service to the primary restaurant use. The subject site does not conform to the City's off-street parking regulations as the parking requirement for restaurant uses has changed since the structure was constructed. Regardless, since a restaurant has been at this location since the building was constructed, the restaurant may continue as a nonconforming use. And, per Section 41-1309.1 of the SAMC, the 600 square foot expansion area is exempt from complying with the higher restaurant parking standard as this Code section allows tenant spaces less than 2,500 square feet in size (the expanded restaurant will be 2,450 square feet) to continue to be parked at the lower retail rate. Conditions of approval are proposed that will bring the window signage into conformance with the Municipal Code. Table 2: Operational Standards Standards Required by SAMC Proposed Eating Establishment Type Bona -Fide Bona -Fide Hours of Operation 5:00 am to 12:00 am 8:00 am to 1:00 am Window Display 25% of Window Coverage Complies Live Entertainment Entertainment Permit Applicant in process of obtaining a new permit 75A-5 Conditional Use Permit No. 2019-10 and No. 2019-11 1801 South Main Street, Units D and E January 21, 2020 Page 6 Standards Required by SAMC Proposed Alcohol Storage and Display 5% of G.F.A 1.6% of G.F.A Exterior Telephone Prohibited None Parking Required 38 stalls 34 stalls (legal nonconforming) As part of the application process, the application was reviewed by the Police Department and Code Enforcement Division which have no issues of concern regarding the license upgrade. The restaurant is currently in compliance with all applicable regulations and conditions imposed on an eating establishment selling beer, wine and distilled spirits pursuant to Chapter 41 of the SAMC. Furthermore, the operational standards for on -sale establishments and periodic monitoring will ensure that the use will not deviate from the planned operation reviewed under this application and will mitigate any potential impacts created by such use. Table 3: Police Department Analysis and Criteria for Recommendation Police Department Analysis and Criteria for Recommendation Police Grid No. and Rank Police Grid No. 188; ranked 5 out of 103 Police Reporting Grids (4'h percentile) Threshold for High This reporting district is above the 20 percent threshold established by the Crime State for high crime. The Police Department is satisfied with the operational standards applicable to Police Department on -premise ABC licenses and that the operational standards will mitigate any Recommendation potential impacts to the surrounding community and therefore does not oppose the granting of a CUP. For on -sale licenses, the Police Department analyzes the crime rate in the area using standards and definitions contained in the Business and Professions Code Section 23948.4(c) (2), which also are utilized by the State Department of Alcoholic Beverage Control (ABC). This section defines "reported crimes" as criminal homicide, forcible rape, robbery, aggravated assault, burglary, larceny theft, and motor vehicle theft, combined with all arrests for other crimes, both felonies and misdemeanors, except traffic citations. The Police Department then compares the number of such crimes in the reporting district as compared to the number of crimes in other reporting districts. In keeping with the standard used by State ABC and Business and Professions Code, should the Police Department determine that the reporting district has a 20 percent greater number of reported crimes than the average number found in all reporting districts, the Police Department will consider this information in making its recommendation. After reviewing the applicant's proposal, and reviewing the crime statistics for the area for the past year, the Police Department has no concerns and is supportive of the applicant's CUP requests. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal No. 3 - Economic Development, Objective No. 2 (create new opportunities for business/job growth and encourage private development through new General Plan and Zoning Ordinance policies). 75A-6 Conditional Use Permit No. 2019-10 and No. 2019-11 1801 South Main Street, Units D and E January 21, 2020 Page 7 FISCAL IMPACT There is no fiscal impact associated with approval of these actions. Minh Thai Executive Director Planning and Building Agency MT: of 5/RFCA/1-21-20/CUP 2019-10 Exhibits: 1. Resolution for approval 2. Resolution for denial 3. Vicinity Map 4. Site Plan 5. Floor Plan 75A-7 *V14NI:3hfI LS 12.3.19 RESOLUTION NO. 2019-xx A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING CONDITIONAL USE PERMIT NO. 2019-10 AS CONDITIONED TO ALLOW THE SALE OF DISTILLED SPIRITS FOR ON -PREMISES CONSUMPTION AT MARISCOS HECTOR #1 RESTAURANT LOCATED AT 1801 SOUTH MAIN STREET, UNITS D AND E 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. Mark Gaughan ("Applicant'), representing Mariscos Hector #1, is requesting approval of Conditional Use Permit No. 2019-10 to allow the sale of distilled spirits in addition to the currently allowed beer and wine sales for on premises consumption for the property located at 1801 South Main Street, Unit E. Applicant is proposing to expand into an adjacent tenant space, Unit D, and is requesting approval to sell alcoholic beverages within the additional floor area. B. In 1988, Land Use Certificate No. 1988-15 was transferred from Senor Pollo to Mariscos Hector restaurant to allow for the sale of beer and wine for on -premises consumption. C. Santa Ana Municipal Code Section 41-196 requires approval of a conditional use permit for establishments selling alcoholic beverages for on- or off -premise consumption. D. On April 22, 2019, the Planning Commission held a duly noticed public hearing for Conditional Use Permit No. 2019-10. At the conclusion of this hearing, the Commission continued the item to allow staff, the Applicant, and the interested neighborhood groups the ability to address potential impacts from the restaurant. E. On October 14, 2019, the Planning Commission held a duly noticed public hearing for Conditional Use Permit No. 2019-10. At the conclusion of this hearing, the Commission approved Conditional Use Permit No. 2019-10 subject to modified conditions of approval. F. On October 15, 2019, a request was made by a Councilmember to have the item be presented to Council for further consideration at a future meeting. Resolution No. 2019-xx 75A-8 Page 1 of 7 G. On November 5, 2019, the City Council discussed Conditional Use Permit No. 2019-10 and 2019-11 and voted 4:1 to have the items presented to the City Council for a de novo public hearing. H. On December 3, 2019, the City Council held a duly noticed public hearing for Conditional Use Permit Nos. 2019-10 and 2019-11. The City Council determines that the following findings, which must be established in order to grant this Conditional Use Permit pursuant to Santa Ana Municipal Code ("SAMC") Section 41-638, have been established for Conditional Use Permit No. 2019-10 to allow the sale of distilled spirits for on -premises consumption at Mariscos Hector #1 at 1801 South Main Street, Units D and E: 1. That the proposed use will provide a service or facility which will contribute to the general well being of the neighborhood or community. The proposed sale of alcoholic beverages for on -premises consumption at this location will provide an ancillary service to the restaurant's customers by allowing them the ability to purchase alcohol with their meal. This will thereby benefit the community by providing a restaurant with an additional and complementary food related amenity. Operational standards applicable to the alcoholic beverage control license will mitigate any potential impacts created by the use and ensure that the use will not negatively affect the surrounding community. 2. That the proposed use will not, under the circumstances of the particular case, be detrimental to the health, safety, or general welfare of persons residing or working in the vicinity. The proposed sale of alcoholic beverages for on -premises consumption at this location will not be detrimental to the health, safety, or general welfare of persons residing or working in the vicinity because the operational standards applicable to the alcoholic beverage control license will address any potential negative or adverse impacts created by the use. Mariscos Hector #1 is a bona -fide restaurant and the addition of alcohol will be ancillary to the main use. All of the operational standards identified in SAMC Sec. 41-196 will apply to this establishment. Finally, the sale of alcohol in the restaurant will be incidental to the primary use as a bona fide eating establishment and will occur within the premises. 3. That the proposed use will not adversely affect the present economic stability or future economic development of properties surrounding the area. Resolution No. 2019-xx 75A-9 Page 2 of 7 The proposed use will not adversely affect the economic stability of the area, but will instead allow the restaurant to compete with other nearby restaurants that offer a full selection of alcoholic beverages for sale to their customers. Moreover, the offering of alcoholic beverages will allow Mariscos Hector #1 to remain economically viable and competitive with nearby full -service restaurants in the local vicinity and contribute to the overall success of the City of Santa Ana, attracting visitors and residents to the area. 4. That the proposed use will comply with the regulations and conditions specified in Chapter 41 for such use. The proposed conditional use permit will be in compliance with all applicable regulations and operational standards imposed on a restaurant selling alcoholic beverages for on - premises consumption pursuant to Chapter 41 of the SAMC. The facility will be maintained as a full -service, bona -fide eating establishment, having suitable kitchen facilities and supplying an assortment of foods. Additionally, the restaurant will utilize less than five (5%) percent of the gross floor area for display and storage of alcoholic beverages, which is the maximum threshold established by the Santa Ana Municipal Code. Operational standards will ensure the project remains in compliance with all applicable codes and regulations related to alcohol sales to ensure that the use does not impact neighboring properties or create an attractive nuisance. 5. That the proposed use will not adversely affect the General Plan of the city or any specific plan applicable to the area of the proposed use. The proposed sale of alcoholic beverages for on -premises consumption at this location will not adversely affect the General Plan or any specific plan. The granting of this conditional use permit supports several policies contained in the General Plan. Policy 2.2 of the Land Use Element encourages land uses that accommodate the City's needs for goods and services. Providing a variety of full -service restaurants that provide alcoholic beverages as part of their menu offers additional dining options for Santa Ana residents and visitors. Policy 2.9 supports developments that create a business environment that is safe and attractive. The property maintenance condition of approval will maintain a safe and attractive environment in the community. Further, operational standards for the proposed ABC license will maintain a safe and attractive environment in the Resolution No. 2019-xx 75A-1 0 Page 3 of 7 neighborhood. Policy 5.5 of the Land Use Element encourages development that is compatible with and supporting of surrounding land uses. Mariscos Hector #1 is located within a commercial shopping center and its operation is compatible with the surrounding commercial businesses. Section 2. In accordance with the California Environmental Quality Act (CEQA) and the CEQA Guidelines, the recommended action is exempt from CEQA per Section 15061(b) (3). This exemption applies to projects where it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment. The project proposes to allow the on -premises sale of alcoholic beverages at a full -service restaurant and minor interior tenant improvements. There is no reasonable possibility that the project will have a significant effect on the environment due to the facility having the necessary infrastructure to operate the proposed use and no new expansion of the existing building is proposed. Section 3. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, referendum, and other proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily_ incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. Section 4. The City Council of the City of Santa Ana after conducting the public hearing hereby approves Conditional Use Permit No. 2019-10 as conditioned in Exhibit A, attached hereto and incorporated herein, for the alcoholic beverage control license for the sale of alcohol for on -premises consumption for the project located at 1801 South Main Street, Units D and E. This decision is based upon the evidence submitted at the abovesaid hearing, which includes, but is not limited to: the Request for City Council Action dated December 3, 2019, and exhibits attached thereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. Resolution No. 2019-xx 75A-11 Page 4 of 7 ADOPTED this 3rd day of December, 2019. /.\7x.� • Kim P,-iiSTM NOES: Councilmembers: ABSENT: Councilmembers: ABSTENTIONS: Councilmembers: Miguel Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: ��' Lisa Storck Assistant City Attorney CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, City Clerk, do hereby attest to and certify the attached Resolution No. 2019-xx to be the original resolution adopted by the City Council of the City of Santa Ana on December 3, 2019. Date: City Clerk City of Santa Ana Resolution No. 2019-xx 75A-1 2 Page 5 of 7 EXHIBIT A Conditions of Approval for Conditional Use Permit No. 2019-10 Conditional Use Permit No. 2019-10 for on -premises consumption of alcoholic beverages is approved subject to compliance, to the reasonable satisfaction of the Planning Manager, with all applicable sections of the Santa Ana Municipal Code (SAMC), the California Building Standards Code and all other applicable regulations. The Applicant must comply in full with each and every condition listed below prior to exercising the rights conferred by this conditional use permit. The Applicant must remain in compliance with all conditions listed below throughout the life of the conditional use permit. Failure to comply with each and every condition may result in the revocation of the conditional use permit. The sales, service, and consumption of alcoholic beverages shall be permitted in accordance with the operational standards for on -sale establishments pursuant to Section 41-196(g) of the SAMC and in accordance with the provisions of a Type-47 alcohol license by the State Alcohol Beverage Control Board (ABC). 2. Prior to release of the ABC license, the window tinting shall be removed to be in compliance with the Municipal Code. 3. Prior to release of the ABC license, a new entertainment permit shall be applied for and be approved. 4. If off -site parking is proposed, the lot shall comply with the City's Building Security Ordinance (i.e. parking lot lighting). 5. Prior to release of the ABC license, a Property Maintenance Agreement must be recorded against the property. The agreement will be subject to review and applicability by the Planning and Building Agency, the Community Development Agency, the Public Works Agency, and the City Attorney to ensure that the property and all improvements located thereupon are properly maintained, Applicant (and the owner of the property upon which the authorized use and/or authorized improvements are located if different from the Applicant) shall execute a maintenance agreement with the City of Santa Ana which shall be recorded against the property and which shall be in a form reasonably satisfactory to the City Attorney. The maintenance agreement shall contain covenants, conditions and restrictions relating to the following: (a) Compliance with operational conditions applicable during any period(s) of construction or major repair (e.g., proper screening and securing of the construction site; implementation of proper erosion control, dust control and noise mitigation measure; adherence to approved project phasing etc.); Resolution No. 2019-xx 75A-1 3 Page 6 of 7 (b) Compliance with ongoing operational conditions, requirements and restrictions, as applicable (including but not limited to hours of operation, security requirements, the proper storage and disposal of trash and debris, enforcement of the parking management plan, and/or restrictions on certain uses, (c) Ongoing compliance with approved design and construction parameters, signage parameters and restrictions as well as landscape designs, as applicable; (d) Ongoing maintenance, repair and upkeep of the property and all improvements located thereupon (including but not limited to controls on the proliferation of trash and debris about the property; the proper and timely removal of graffiti; the timely maintenance, repair and upkeep of damaged, vandalized and/or weathered buildings, structures and/or improvements; the timely maintenance, repair and upkeep of exterior paint, parking striping, lighting and irrigation fixtures, walls and fencing, publicly accessible bathrooms and bathroom fixtures, landscaping and related landscape improvements and the like, as applicable); (e) If Applicant and the owner of the property are different (e.g., if the Applicant is a tenant or licensee of the property or any portion thereof), both the Applicant and the owner of the property shall be signatories to the maintenance agreement and both shall be jointly and severally liable for compliance with its terms. (f) The maintenance agreement shall further provide that any party responsible for complying with its terms shall not assign its ownership interest in the property or any interest in any lease, sublease, license or sublicense, unless the prospective assignee agrees in writing to assume all of the duties, obligations and responsibilities set forth under the maintenance agreement. (g) The maintenance agreement shall contain provisions relating to the enforcement of its conditions by the City and shall also contain provisions authorizing the City to recover costs and expenses which the City may incur arising out of any enforcement and/or remediation efforts which the City may undertake in order to cure any deficiency in maintenance, repair or upkeep or to enforce any restrictions or conditions upon the use of the property. The maintenance agreement shall further provide that any unreimbursed costs and/or expenses incurred by the City to cure a deficiency in maintenance or to enforce use restrictions shall become a lien upon the property in an amount equivalent to the actual costs and/or expense incurred by the City. 6. Prior to issuance of the ABC license to the State Board of Alcoholic Beverages, the Applicant shall obtain building permits to replace the existing restaurant storefront with a soundproof storefront. 7. A six-month review of the CUP shall be conducted by staff to ensure compliance with City codes and the conditions of approval. Resolution No. 2019-xx 75A-1 4 Page 7 of 7 *:4:I1:31111a RESOLUTION NO. 2019-xx Ls 12.3.19 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA DENYING CONDITIONAL USE PERMIT (CUP) NO. 2019-10 AND CUP NO. 2019-11 TO NOT ALLOW THE SALE OF DISTILLED SPIRITS FOR ON - PREMISES CONSUMPTION AND TO DENY AFTER HOURS OPERATIONS AT MARISCOS HECTOR #1 RESTAURANT LOCATED AT 1801 SOUTH MAIN STREET, UNITS D AND E 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. Mark Gaughan ("Applicant'), representing Mariscos Hector #1, is requesting approval of Conditional Use Permit No. 2019-10 to allow the sale of distilled spirits in addition to the currently allowed beer and wine sales for on premises consumption. In addition, the Applicant is requesting to remain open until 1 a.m. on weekends and holidays at the property located at 1801 South Main Street, Unit E. Applicant is proposing to expand into an adjacent tenant space, Unit D, and is requesting approval to sell alcoholic beverages within the additional floor area and remain open after hours. B. In 1988, Land Use Certificate No. 1988-15 was transferred from Senor Pollo to Mariscos Hector restaurant to allow for the sale of beer and wine for on -premises consumption. C. Santa Ana Municipal Code Section 41-196 requires approval of a conditional use permit for establishments selling alcoholic beverages for on- or off -premises consumption. D. Santa Ana Municipal Code Section 41-522(e) requires approval of a conditional use permit for eating establishments open anytime between the hours of midnight and 5 a.m. which are located within 150 feet of residential properties. E. On October 14, 2019, the Planning Commission held a duly noticed public hearing for Conditional Use Permit Nos. 2019-10 and 2019-11. At the conclusion of this hearing, the Commission approved Conditional Use Permit No. 2019-10 subject to modified conditions of approval and continued the after-hours request until April 27, 2020. Resolution No. 2019-xx 75A-1 5 Page 1 of 4 F. On October 15, 2019, a request was made by a Councilmember to have the item presented to Council for further consideration at a future meeting. G. On November 5, 2019, the City Council discussed Conditional Use Permit No. 2019-10 and 2019-11 and voted 4:1 to have the items presented to the City Council for a de novo public hearing. H. On December 3, 2019, the City Council held a duly noticed public hearing for Conditional Use Permit Nos. 2019-10 and 2019-11. In regard to the Conditional Use Permits, required findings 1, and 2 of Section 41-638 of the Santa Ana Municipal Code, the City Council finds: 1. That the proposed use will not provide a service or facility which will contribute to the general well being of the neighborhood or community. The sale of distilled spirits for on -premises consumption at Mariscos Hector #1 at 1801 South Main Street, Units D and E will not provide a service to the community that is necessary at this time. Under Land Use Certificate No. 1988-15 patrons who visit the restaurant will still have the opportunity to purchase beer and wine with their meals. In addition, a total of six (6) restaurants that sell beer, wine and distilled spirits are located within a one and a half (1.5) mile radius of the property to serve residents and the community. In addition, due to numerous noise and other nuisance related complaints, the after-hours operations of the restaurant would not contribute to the well-being of the neighborhood. 2. Thatthe proposed use will, underthe circumstances of the particular case, be detrimental to the health, safety, or general welfare of persons residing or working in the vicinity. The sale of distilled spirits for on -premises consumption at this location will impact the safety and general welfare of persons residing or working in the vicinity. The Police Department reported 25 field activity incidents and five reportable disturbances at the location within the last five years. The subject site is immediately adjacent to residential uses and neighborhoods; at the Planning Commission public hearing several residents, representing neighborhood associations, expressed concerns of safety and welfare. Additionally, the proposed after-hours operations may result in an increase in Police and Code Enforcement related calls for service, which would be detrimental to the health, safety and welfare of the surrounding neighborhood. Resolution No. 2019-xx 75A-16 Page 2 of 4 J. In regard to Conditional Use Permit findings 3, 4 and 5 of Section 41-638 of the Santa Ana Municipal Code, the City Council makes no specific findings. These findings relate to compliance with the regulations and conditions specified in Chapter 41 for on -sale establishments, economic stability of the properties surrounding the area, and affect on the General Plan. K. In accordance with the California Environmental Quality Act (CEQA) the recommended action is exempt from CEQA per Section 15061(b)(4) as the City Council denied Conditional Use Permit Nos. 2019-10 and 2019-11. Section 2. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, referendum, and other proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. Section 3. The City Council of the City of Santa Ana after conducting the public hearing hereby denies Conditional Use Permit No. 2019-10 and Conditional Use Permit No. 2019-11 for the project located at 1801 South Main Street, Units D and E. This decision is based upon the evidence submitted at the above said hearing, which includes, but is not limited to: the Request for Council Action dated December 3, 2019, and exhibits attached thereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. Resolution No. 2019-xx 75A-1 7 Page 3 of 4 ADOPTED this 3rd day of December, 2019. AYES: Councilmembers: NOES: Councilmembers: ABSENT: Councilmembers: ABSTENTIONS: Councilmembers: Miguel Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: t/4I s Lisa Storck Assistant City Attorney ryairi��e_�rx•�y_�•r��r_�r�•�.r_�az•�:ue�►.r_�rrw I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2019-xx to be the original resolution adopted by the City Council of the City of Santa Ana on December 3, 2019, Date: Clerk of the Council City of Santa Ana Resolution No. 2019-xx 75A-18 Page 4 of 4 4/10/2019 EXHIBIT 3 Conditional Use Permit Nos. 2019-10 and 2019-11„ Mariscos Hector #1 1801 South Main Street Units D and E R2 - R1 R1 a � R1 CSM -,-� CSM R1 I �a L . CSM IIE+ JOI ILO 11110 LJVUI IVOI Y F I t �-. r�� GSM �• --R2. - Zoning Zone Description r�C Y 4Ca Single-famllp Neeiden[e - CSM . �— T.n-famiy flea dense snnnman apamnr nv ■ Mrinple-family Ilecidenee + ■ R—denial Esvte ■ Commercial onid-lial ■ Specific Plan ■ sped! Development ' ■ Planned shopping C-ler f, 'south Mai Sp-IC......I Duller WWI jLo n,O mere lr nm olsal¢ Lw '� co ryes .1 ■Art IG lal^ cs ligh tl I ; CSM Imm mfers[orval lime Y 12 ntlustnalGeneral Curnmen-eal WP, Open apa[e�,�JGeneral Pgdnulwral yl —' `� t Exhibit 3--Viicinity Zoninggaan 75A-19 apps. spatialstream.com/production/dash board/8/9/0/Cu rrentBuild/html/Reportin g.html# V R1 8 alb 1!� "LK feet N (c) 2019 Diaital Mao Products. All rights reserved. 1 /1 Z O e z w0 oGB oU EXHIBIT 4 R N lit 00 L y 3 o 1jI k �3I Ali p mess �� 11, R g¢ s o c m a i s "a i -- a a 7 sF i 3a a€oo m _ 71 dim 11 08 N y9� Rl .YiYL �5 2 n d b o W O 4 ? ¢ _ O * I P F qq O +fi n o x 10 aIN ------------- LU u T V Z ® 0 m a � m� L o fa U 2, & _________a_ ______rM >I i al 'a,i Fy H oo QQ �I Y WY p al 5 W i 1 =_ _ al �m�nln K m�ov°xarvanlm lal � p S Mae" E-133?J1S A313N213H� R THI 75A_2 � WWRWFR § ) ) ) § ■XN■B T S ' § � R`§• #Qp•w� !\\ � \ !|!; ; •I ) / / .! { [/ ) E-5 �i Z O s e uo z 'P ffi N N e aH �O� a s af: se? 9au Q a U s ,i'tp tc r Q � � Q L I OI Il�fll II�LOJ��rnW1l II _ — I � I I L =ae REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 21, 2020 TITLE: PUBLIC HEARING — AMENDMENT APPLICATION NO. 2018-09 FOR THE CALVARY CHURCH MASTER PLAN LOCATED AT 1010 AND 1100-B NORTH TUSTIN AVENUE {STRATEGIC PLAN NO. 3,21 CLERK OF COUNCIL USE ONLY: U1a,1.1000 W ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO /s/Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION 1. Adopt a resolution adopting the Mitigated Negative Declaration and Mitigation Monitoring Reporting Program for the Calvary Church Master Plan, Environmental Review No. 2009-19; and, 2. Adopt an ordinance approving Amendment Application No. 2018-09 to create the Specific Development No. 95 (SD-95) zone. PLANNING COMMISSION ACTION At its regular meeting on December 9, 2019, and after receiving public testimony on the item, the Planning Commission voted 5:0:1 (Cano absent) to recommend that the City Council approve the mitigated negative declaration and amendment application for the proposed project Calvary church Master Plan located at 1100 and 1100-B North Tustin Avenue. DISCUSSION Michael Welles, on behalf of Calvary Church, is requesting approval of an Amendment Application (AA) to change the zoning of three properties owned by Calvary Church. Specifically, the applicant is requesting a zone change to change the zoning of the properties located at 1010 and 1100-B North Tustin Avenue from Professional (P) to the Specific Development No. 95 (SD-95) designation. Approval of the zone change will facilitate the approval of the Calvary Church Master Plan, allow a mixture of uses on the site, and enable the future redevelopment of the site (Exhibit 2). The applicant is requesting approval of an amendment application (zone change) to allow a variety of uses to operate on the site and to allow for future redevelopment of the Calvary Church campus. More specifically, the applicant is requesting that uses not allowed by right or with a conditional use permit in the Professional zoning district, including religious and educational uses, be permitted on the site. Further, the applicant is requesting approval of a specific development zoning designation for the site, thereby creating development standards that are tailored to the Calvary Church site. The approval of the master plan and specific development designation will allow the site to transition 75B-1 AA No. 2018-09 1010 and 1100-B North Tustin Avenue January 21, 2020 Page 2 from its status as a legal nonconforming property into a legal and conforming site by recognizing the private schools as a permitted use. If approved, the applicant intends to implement the Calvary Church Master Plan, which includes the demolition of four buildings, the partial demolition of a fifth building, and the construction of three new buildings. At the completion of the master plan build out, the size of the campus will increase by 46,840 square feet, bringing the total square footage of the campus to 404,341 square feet. The buildings to be demolished include a 7,500 square foot classroom building (Building B), an 8,800 square foot office building (Building D), a 3,600 square foot classroom building (Building F), and a 7,900 square foot fellowship hall (Building 1). Additionally, approximately 6,000 square feet will be removed from the existing Chapel building (Building E). In their place will be a new three-story, 29,000 square foot Children's Ministry Center (New Building B), a three-story, 32,000 square foot Student Life Center (New Building D), and a two-story, 19,000 square foot Community Life Center (New Building D). Other work to be completed as part of the master plan includes the renovation of the existing buildings, the rehabilitation of exterior and interior spaces, new landscape and hardscape throughout the campus, new accessory structures such as shade canopies, new fencing and enhanced signage. The architecture and color selections have been designed to fit within the context of the surrounding area and will enhance the aesthetic and functional appeal of the community. The elevations have been designed with modern architectural elements to ensure each building within the campus is integrated. The overall architecture will also be enriched through landscaping that will be in harmony with the architecture and common area gathering spots. Finally, new vine pockets will be utilized to soften wall edges and minimize graffiti. Calvary Church of Santa Ana was established on October 25, 1931, holding its first meeting at the Santa Ana Ebell Club at 625 North French Street. Over the years, Calvary Church grew in size, moving to various locations as it continued to expand. On April 29, 1962, Calvary Church moved to its current site at 1010 North Tustin Avenue, five years after purchasing the site. The project site was developed with several buildings that were built between 1962 and 1991. Built in 1962 when the church opened include the Fellowship Hall, the Administration Building, and two educational buildings. Over the years, the campus has expanded with other existing buildings being constructed. The final building built, the Worship Center, was completed and dedicated in 1991. In 2009, Calvary Church approached the City in an effort to establish a master plan for the site. However, due to the recession related impacts, Calvary Church decided to withdraw the application. Last year, the Church again submitted a proposal for their master plan, which is currently under consideration. Calvary Church is requesting approval of an amendment application (zone change) and a Mitigated Negative Declaration and Mitigation Monitoring Reporting Program in order to approve a master plan for Calvary Church. The following provides analysis for the proposed zone change. 75B-2 AA No. 2018-09 1010 and 1100-B North Tustin Avenue January 21, 2020 Page 3 The current zoning for the properties contains standards that apply to Professional office developments, while the project was built based on a series of professional and commercial standards and guidelines no longer found in the City's zoning code. Therefore, the Specific Development No. 95 (SD-95) will be established for the purpose of implementing the Calvary church master plan while protecting and promoting the public health, safety and general welfare of the City and its residents. If the zone change is approved, a series of site -specific objectives and development standards will guide the development of the project. Specifically, the SD-95 document includes a menu of development standards which establish permitted and conditional uses and regulate intensity, circulation, setbacks, parking, height and landscape requirements and includes provisions for construction and maintenance to allow the exclusive entitlement of the master plan. The current Professional (P) designation permits a variety of business uses that aim to create a professional business environment and prohibits the uses found on the Calvary Church campus. The change to SD-95 will provide assurances that the Calvary Church campus master plan will be implemented in the future and will not be impacted by any future general plan and zoning code changes. The SD designation will allow the church use, school use and professional office uses on the campus. The Planning Commission has taken into consideration the surrounding land uses and economic factors during its review of the proposed zone change (Exhibit 3). The existing church, which is located within a professional office corridor, has differing operating and vehicular peak periods than the surrounding office uses and is compatible with the adjacent uses. Additionally, the Church has not had any adverse impacts on the adjacent single-family neighborhood to the west as the Church buildings are set back a minimum of 60 feet from the residential uses. Further, the school, which operates during the day, has its playground also set back approximately 60 feet from the residences, thereby minimizing impacts to the adjacent residences. Finally, the Church has had a neutral economic impact on the City as the site has not contributed to the City's tax base since its opening. Implementation of the master plan will not result in any new economic impact. The project will promote a development that is suitable for the site. The project will also contribute to the promotion of a balance of land uses in the City. Finally, the development, through the construction of the proposed project, will contribute to the enhancement of a portion of the city that has seen minimal investment in recent years. ENVIRONMENTAL IMPACT As part of the City's permitting process, the proposed project is required to undergo an environmental review in accordance with the California Environmental Quality Act (CEQA). In accordance with CEQA, the recommended actions have been reviewed through an Initial Study/Mitigated Negative Declaration. Sections 15070 through 15075 of the State CEQA Guidelines (Article 6) guide the process for the preparation of a negative declaration (ND) or mitigated negative declaration (MND). The MND prepared for the project evaluated the proposed project's effects on the following resource topics: aesthetics, agricultural resources, air quality, biological resources, cultural resources, geology and soils, greenhouse gas emissions, hazards and hazardous materials, hydrology and 75B-3 AA No. 2018-09 1010 and 1100-B North Tustin Avenue January 21, 2020 Page 4 water quality, land use, mineral resources, noise, population and housing, public services, recreation, transportation and traffic, and utilities and service systems (Exhibit 1). The MND found that no areas of significant impacts were found from the construction of the proposed project. Mitigation measures have been provided to address potential environmental impacts related to air quality, biological resources, cultural and tribal cultural resources, geology and soils, greenhouse gas emissions, hazards and hazardous materials, hydrology and water quality, noise, public services, transportation/traffic, and utilities and service systems. As required by code, the public hearing was posted on the project site ten (10) days prior to public hearing date, notices were mailed to all property owners and occupants within 500 feet of the project site ten (10) days prior to public hearing date, and a newspaper posting was published in the Orange County Reporter ten (10) days prior to public hearing date. The project is not located within an established neighborhood association. However, staff contacted a group of adjacent neighbors to identify any areas of concern due to the proposed master plan. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal No. 3 - Economic Development, Objective #2 (create new opportunities for business/job growth and encourage private development through new General Plan and Zoning Ordinance policies). FISCAL IMPACT There is no fiscal impact associated with approval of these actions. Minh Thai Executive Director Planning and Building Agency Exhibits: 1. Resolution for MND and MMRP 2. Ordinance Approving the Amendment Application & Exhibits (Zoning Map and Text Amendments) 3. December 9, 2019 Planning Commission Staff Report 75B-4 EXHIBIT 1 RESOLUTION NO. 2020-xx A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA ADOPTING THE MITIGATED NEGATIVE DECLARATION (MND) AND MITIGATION MONITORING AND REPORTING PROGRAM FOR THE CALVARY CHURCH MASTER PLAN PROJECT AT 1010 AND 1100-B NORTH TUSTIN AVENUE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. In October 1931, Calvary Church of Santa Ana was established. Over the years, the Church continued to operate at various locations throughout the City. In April 1962, Calvary Church opened at their current location at 1010 North Tustin Avenue. B. In 2009, the Church first approached the City with the intent to have a master plan of development approved for the campus. However, due to the recession, the proposal was put on hold. In 2018, the Church formally submitted an application for the Calvary Church Master Plan. The plan includes the demolition and/or partial demolition of four buildings and the construction of three new buildings. Overall, the square footage on the campus would increase by approximately 40,000 square feet. C. The proposed project is required to undergo an environmental review pursuant to the California Environmental Quality Act (CEQA) (California Public Resources Code §§ 21000 et seq.) and the CEQA Guidelines. An Initial Study and Mitigated Negative Declaration and were prepared for the project. Impacts related to air quality, biological resources, cultural and tribal cultural resources, geology and soils, greenhouse gas emissions, hazards and hazardous materials, hydrology and water quality, noise, public services, transportation/traffic, and utilities and service systems are found to be less than significant with the implementation of mitigation measures. The remaining environmental topics that were analyzed pursuant to CEQA were found to have a less than significant impact or no impact. D. The Notice of Intent and the public review and comment period for the MND was from June 8, 2018 to June 27, 2018. Public comments were received and have been incorporated as part of the MND and are incorporated herein by reference. 75B-5 E. The mitigation measures set forth in the Mitigated Negative Declaration are fully enforceable and will be implemented using the Mitigation Monitoring and Reporting Program attached hereto as Exhibit A, and incorporated herein by reference. F. On January 21, 2020, the City Council of the City of Santa Ana held a duly noticed public hearing to consider all testimony, written and oral, related to the Mitigated Negative Declaration and the related Mitigation Monitoring and Reporting Program for the project, at which time all persons wishing to testify were heard, the project was fully considered, and all other legal prerequisites to the adoption of this Resolution occurred. Section 2. The City Council has independently reviewed and analyzed the information contained in the Initial Study and the Mitigated Negative Declaration (MND) prepared with respect to this project. 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, the MND adequately addresses the expected environmental impacts of this project. On the basis of this review, the City Council finds that there is no substantial evidence from which it can be fairly argued that the project will have a significant adverse effect on the environment. Section 3. The City Council hereby adopts and approves the MND and adopts the Mitigation Monitoring and Reporting Program, and 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. This decision is based upon the evidence submitted at the above said hearing, which includes, but is not limited to: The Request for Council Action dated January 21, 2020, and exhibits attached hereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. Section 4. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, and other and proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to 75B-6 approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. Section 5. 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 significant 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. However, pursuant to Fish and Game Code § 711.2 and Title XIV, CCR § 735.5, the payment of Fish and Game Department filing fees in conjunction with this project is at the discretion of the State of California Department of Fish and Wildlife. ADOPTED this day of 2020. APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By:Gi� Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers Miguel A. Pulido Mayor 75B-7 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, Daisy Gomez, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2020- to be the original resolution adopted by the City Council of the City of Santa Ana on 2020. Date: Clerk of the Council City of Santa Ana 75B-8 EXHIBITA Mitigated Negative Declaration https://www.santa-ana.ora/sites/default/files/CalvM Final _Combined _MND.pdf Mitigation Monitoring and Reporting Program https://www.santa-ana.ora/sites/default/files/Calvary MND_MMRP.pdf 75B-9 EXHIBIT 2 LS 12.9.19 ORDINANCE NO. NS-XXXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING AMENDMENT APPLICATION NO. 2018-09 REZONING TWO PROPERTIES LOCATED AT 1010 AND 1100-B NORTH TUSTIN AVENUE FROM PROFESSIONAL (P) TO SPECIFIC DEVELOPMENT NO. 95 (SD-95) (AA NO. 2018-09) AND ADOPTING SPECIFIC DEVELOPMENT NO. 95 (SD-95) FOR SAID PROPERTIES THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES ORDAIN AS FOLLOWS: Section 1. The City Council of the City of Santa Ana does hereby find, determine and declare as follows: A. Amendment Application No. 2018-09 has been filed with the City of Santa Ana to change the zoning district designation of certain real properties located at 1010 and 1100-B North Tustin Avenue from Professional (P) to Specific Development No. 95 (SD-95). The Specific Development No. 95 zoning district would allow the development of the Calvary Church Master Plan, which would include a church facility, educational facility and office development on three parcels totaling 10.8 acres of land. B. The Planning Commission of the City of Santa Ana held a duly noticed public hearing on December 9, 2019, on Amendment Application No. 2018-09 and recommended that the City Council adopt an ordinance approving Amendment Application No. 2018-09, which is consistent with the City's General Plan. C. The City Council conducted a duly noticed public hearing on January 21, 2020 to consider Amendment Application No. 2018-09 and the Negative Declaration and Mitigation Monitoring and Reporting Program for the Project, at which hearing members of the public were afforded an opportunity to comment upon Amendment Application No. 2018-09. D. The City Council hereby adopts as findings all facts presented in the Request for Council Action dated January 21, 2020 accompanying this matter. E. For these reasons, and each of them, Amendment Application No. 2018-09 is hereby found and determined to be consistent with the General Plan of the City of Santa Ana and otherwise justified by the public necessity, convenience, and general welfare. Ordinance No. NS-XXXX Page 1 of 3 75B-10 Section 2. The City Council has reviewed and considered the information contained in the Mitigated Negative Declaration and Mitigation Monitoring and Reporting Program (Environmental Review No. 2009-19) prepared with respect to this project. The City Council has, as a result of its consideration of the record as a whole and the evidence presented at the hearing on this matter, determined that, as required pursuant to the California Environmental Quality Act (CEQA) and the State CEQA Guidelines, Environmental Review No. 2009-19 meets all requirements of CEQA. Section 3. The City Council hereby finds that the proposed Amendment Application is compatible with the objectives, policies, and general plan land use programs and it will not adversely affect the health, safety, and welfare of the public, or create any adverse impacts to the environment. The City Council further finds that the amendment application to change the zoning designation from Professional (P) to Specific Development 95 (SD-95) is consistent with Santa Ana Municipal Code section 41-593.1 to protect and promote the public health, safety and general welfare of the city and its residents. Section 4. The real properties located at 1010 and 1100-B North Tustin Avenue in Santa Ana are hereby re-classified from Professional (P) to Specific Development No. 95 (SD-95). An amended Sectional District Map, showing the above described change in use district designation, is hereby approved and attached hereto as Exhibit A and incorporated by this reference as though fully set forth herein. Section 5. Specific Development No. 95 (SD-95) is attached hereto as Exhibit B and incorporated by this reference as though fully set forth herein is approved and adopted in its entirety. Section 6. This ordinance shall not be effective unless and until Resolution No. 2020- (Environmental Review No. 2009-19) is adopted and becomes effective. If said resolution and ordinance are for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, or otherwise do not go into effect for any reason, then this ordinance shall be null and void and have no further force and effect. 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, 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. Ordinance No. NS-XXXX Page 2 of 3 75B-11 ADOPTED this day of 2020. Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By: Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify the attached Ordinance No. NS- to be the original ordinance adopted by the City Council of the City of Santa Ana on , 2020, 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-XXXX Page 3 of 3 75B-12 4f' S9-9 n Wro CC C1 R1 £ o PO CS q F P CG ¢ p z CS z cs � a Ct I mxs L Rt t �mx Rt m m M1 a M1 Cz/OZ1 f YG SO T)9B Rl —� Ri 9 � l R1� 3 �' 3ixwiono. R1 ST R1 R1 E4TH ST 505MOzl P/ l P" S05MOzl V O J a 021 m 5M02_ V ISIST ]ro21 C 1 1 Ci/OZt Cz/Oz1 O A Zt - C510z1 Zt 510 1 avers, D— ai M ZONING DISTRICTS R1 r � R1 i R1 cmzt I cl I moo■ z Al GENERAL AGRICULTURAL CSM SOUTH MAN STREET COMMERCIAL DIST_ R2 TWO-FAMILY RESIDENCE -B PARKING MODIFICATION Cl COMMUNITVCOMMERCIAL GC GOVERNMENTCENTER R3 MULTIPLE - FAMLYRESNENCE -OZ OVERLAYZONE Cl-MD COMMUNITY COMMERCIAL - MUSEUM GIST_ M1 LIGHTINDUSTRIAL R4 SUBURBANAPARTMENT PLANNED RESIDENTIAL -PRO DEVELOPMENT C2 GENERAL COMMERCIAL M2 HEAVY INDUSTRIAL RE RESIDENTIAL ESTATE C4 PLANNED SHOPPING CENTER O OPEN SPACE SO SPECFICOEVELOPMENT -HD2 HEIGHTDGTRICTI C5 ARTERIAL COMMERCIAL P PROFESSIONAL SP SPECFICPLAN CR COMMERCIAL RESIDENTIAL R1 SINGLE - FAMILY RESIDENCE OZ1 METRO EAST OVERLAYZONE SECTIONAL DISTRICT MAP: 8-5-9 e 10 CITY OF SANTA ANA, CALIFORNIA 75B-13 SPECIFIC DEVELOPMENT PLAN NO. 95 (SD-95) Calvary Church of Santa Ana The Specific Development zoning district No. 95 (SD-95) for the Calvary Church of Santa Ana project site is authorized by Chapter 41, Division 26 Section 41-593 et seq. of the Santa Ana Municipal Code. SD No. 95 contains the specific standards and regulations contained in the commercial and professional office districts, as herein amended, for the purpose of establishing land use regulations and standards. All other applicable chapters, articles, and sections of the Santa Ana Municipal Code are in effect unless superseded by regulations contained in this ordinance. SECTION 2 — PURPOSE The Specific Development Plan No. 95 for the Calvary Church of Santa Ana campus consists of standards and regulations established for the purpose of protecting the health, safety, and general welfare of the people of the City of Santa Ana by promoting and enhancing the value of property and encouraging the orderly development of the property. A primary goal of the Specific Development zoning is for current and future uses and development of the property for the next 10 to 30 years. SECTION 3 —Uses permitted in Specific Development No. 95 The following uses are permitted in the SD-95 district: a) Worship Center with a maximum seating capacity of 1,865 seats b) Chapel with a maximum seating capacity of 600 seats c) Professional and Administrative Offices d) Fellowship Hall (with Kitchen facilities) e) Gymnasium 0 Student Center g) Educational Facilities • Daycare (maximum of 75 children) • Preschool (maximum of 160 students) • Elementary & Intermediate School (maximum of 675 students) h) Playground and Athletic field i) Parking lots, including parking structure(s). • Parking structures may incorporate professional offices, and a sports field (with no field lights) on the top deck. j) Restaurants (including catering kitchen and related services) k) Bookstore 1 75B-14 1) Library m) Art Studio and Gallery n) Wedding venue o) Community Garden and store p) Parsonage, staff, or missionary housing q) Medical, Dental, and/or counseling offices r) Fitness and Exercise facilities (inside and outside) s) Minor wireless communication facilities t) Solar power systems u) Accessory uses and structures, incidental and subordinate to the principal permitted use. An updated shared parking plan may be required v) Temporary uses, pursuant to the standards established in the Zoning Code and consistent with the purposes of this plan w) Otheruses, not listed above, which are determined by the Planning Director to be similarto those listed above SECTION 4—Uses subject to a condition al use permit in Specific Development No. 95 (a) Parking structures that exceed two levels or 30 feet in height (b) Structures above the height maximums as covered in Section 7 (c) Major wireless communication facilities SECTION 5—Minimum lot area in Specific Development No. 95 The subject site shall have a minimum lot area of 10 acres. Additionally, contiguous property less than 1 acre in size, acquired by Calvary Church of Santa Ana in the future, may be added to the overall development site acreage and shall be subject to the rules and regulations of this development plan. SECTION 6 —Minimum street frontage in Specific Development No. 95 • Tustin Avenue shall have a minimum street frontage of at least 800 feet. • Fruit Street shall have a minimum street frontage of at least 580 feet. • Wellington Avenue shall have a minimum street frontage of at least 650 feet. Currently, the property is subdivided into three parcels with lots having less than minimum frontage on Tustin Avenue. This issue will be addressed with the combining of these lots through the appropriate subdivision action in the future. 75B-15 SECTION 7 — Building height in Specific Development No. 95 No structure shall exceed 60 feet in height, as measured from the lowest adjacent grade of the structure to the top of the structure, except new structures located 350 feet behind the front yard property line (Tustin Avenue) and outside the required 50-foot rear yard setback shall not exceed 40 feet in height, as measured from the lowest adjacent grade of the structure to the top of the structure. Minor architectural elements, elevator shafts, steeples, and towers of an incidental nature may exceed the height limit as deemed appropriated by the Planning Manager. SECTION 8 — Floor Area ratio in Specific Development No. 95 The maximum Floor Area Ratio (FAR) of the entire property shall not exceed 1.0. The total square feet of parking structures shall be included in the FAR calculation. All square footages of a structure located below grade shall not be included in the FAR calculation. gDtillYg1g&,n � 7wmifYYf[4eYvmmumimummmmISSS7i7i: a` ' A front yard setback of 10 feet shall be required. 69DtflIY(Il►f[III.YtirWMIiMii%`fT=i31T=- l ii • 1 ►GIL'I.� A side yard of not less than 10 feet (Fruit Street and Wellington Avenue) shall be required. SECTION 11— Rear yards in Specific Development No. 95 There shall be a rear yard building setback of not less than 50 feet for any structure. Parking lots adjacent to residentially zoned or used property shall have a landscaped setback of not less than five feet. SECTION 12 —Development standards in Specific Development No. 95 Lots in the SD-95 zoning district shall comply with the following standards: (a) All trash bins or storage shall be stored within a trash enclosure or completely enclosed building. SECTION 13 —Parking standards in Specific Development No. 95 Off-street parking in the SD-95 zoning district shall comply with the standards set forth in Article XV (Off -Street Parking — Sec.41-1411, churches, chapels and religious meeting halls) of the Santa Ana Municipal Code except for the following: 75B-16 • A total of 854 parking spaces are required for the site, while 1,290 are provided. A minimum of 555 stalls must be provided on -site, with a minimum of 735 spaces allowed off -site through formal off -site parking agreements. f.9D[fIIY[I)►f[l3.`tCSi1 "MISii�TiS�1FR k=- r#TffnT_=►t7L'I.� Lots in the SD No. 95 zoning district shall comply with the following standards: (a) Signage shall comply with the standards set forth in sections 41-850 through 41- 1000 of the SAMC, with the exception of the standards identified below. (b) Planned sign program details as contained in Exhibit A. SECTION 15 — Landscape standards for Specific Development No. 95 In the SD No. 9 5 zoning district, all open space and parking areas, where appropriate, shall be landscaped. The site shall comply with the following minimum requirements: a) A minimum of 15% of the entire site including parking areas shall be landscaped. b) A mix of 24-inch and 36-inch box canopy trees for shade shall be provided. Care shall be made to place and group trees in locations near gathering and playground areas to provide shade. c) All trees shall be double -staked. d) Abundant and minimum of 5-gallon size herbaceous perennials/shrubs as foundation planting e) Use ofXeriphytic or dry climate ground cover: i. Turf shall be drought tolerant variety and planted as sod or hydroseed. ii. Ground cover shall be well -rooted cuttings from flats and planted at appropriate spacing for that particular plant material. I) Irrigation systems: i. A pop-up sprinkler type irrigation system shall be provided for all yards ii. The use of "xeriphytic" or dry climate plant materials is encouraged. Irrigation systems may require special fittings to properly water dry climate plantings. g) Screening: a. All small utility meters shall be appropriately screened from public view with trelliswork and vines or a hedge type shrub or they shall be incorporated into the structure. b. Any enclosed large structure for utilities must not encroach into any required setback. h) Maintenance: a. All plant material shall be maintained per section 41-609 of the Santa Ana Municipal Code. 75B-17 SECTION 16 — Fencing standards in Snecific Develonment No. 95 Lots in the SD No. 95 zoning district shall comply with the following standards: (a) Fencing shall be no taller than six feet in height. (b) Fencing shall consist of decorative wrought iron material with decorative block pilasters spaced no more than 50 feet apart. The decorative pilasters shall be constructed of block material found on the existing campus. (c) Fencing shall be set back no more than two feet from the property line. (d) Pedestrian openings (man doors) shall be provided to allow access to the streets. 75B-18 EXHIBIT A — Sign Program �J ! j 15i 9 0 75B-19 1 i TF Ll a 1 • 75B-20 all T LL L 75B-21 i a z cr Q Q Q ♦- Z Q N LL J° au U' U a s oil W, 75B-22 I�I I�I }w z Q w J u� Q w LL, U �-.j N 6 7�t's a!! i[U 75B-23 i c"z z re I i cx a a R— iaei i i L i I Al, 1 i 11 75B-24 EXHIBIT 3 REQUEST FOR Planning Commission Action PLANNING COMMISSION MEETING DATE: DECEMBER 9, 2019 TITLE: PUBLIC HEARING — FILED BY CALVARY CHURCH FOR AMENDMENT APPLICATION NO.2018-09 FOR THE CALVARY CHURCH MASTER PLAN AT 1010 AND 1100-B NORTH TUSTIN AVENUE (STRATEGIC PLAN NO. 3,2) Prepared by Vince Fregoso - L - m.I E ecuti 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 /7 Plannin ager Adopt a resolution approving the Mitigated Negative Declaration and Mitigation Monitoring Reporting Program, Environmental Review No. 2009-19. 2. Adopt an ordinance approving Amendment Application No. 2018-09 to create the Specific Development No. 95 (SD-95) zone. Request of Applicant Michael Welles, on behalf of Calvary Church, is requesting approval of an Amendment Application (AA) to change the zoning of three properties owned by Calvary Church. Specifically, the applicant is requesting a zone change from Professional (P) to the Specific Development No. 95 (SD-95) designation for properties located at 1010 and 1100-B North Tustin Avenue. Project Location and Site Description The project site is an irregular shaped lot totaling 10.8-acres in size and is located at the southwest corner of Tustin and Wellington Avenues. The project site consists of three separate properties that contain 10 different structures. The structures are two stories in height and total approximately 344,257 square feet of building area. All buildings on the site are occupied by church related uses, including religious and educational functions. Calvary Church is open every day from 8 a.m. to 5 p.m., with an administrative staff overseeing church business. Other on -site activities generally have the campus remaining open until 10 p.m. On Sunday, services are held at 9 a.m. and 11 a.m. The Church also operates the year round Calvary Christian Preschool Monday through Friday from 6:30 a.m. to 6 p.m. Calvary Christian School, a Kindergarten-8th Grade facility, also operates Monday through Friday, from September through June, from 7:30 a.m. to 4 p.m. 75B-25 AA 2018-09 December 9, 2019 Page 2 The Church also owns the adjacent office building located at 1100-B North Tustin. This site contains a 13,300 square foot, two-story office building that is leased to non -church tenants such as medical office uses. This building is currently not planned to be converted to Church related uses. Vehicular access to the site Is currently provided from two existing driveways on Fruit Street and three existing driveways on Wellington Avenue. As the project consists of the removal and reconstruction of building on the existing campus, access to the project will not be altered. Table 1: Prolect and Location Information Project Address 1010 and 1100-B North Tustin Avenue Nearest Intersection Tustin and Wellington Avenues General Plan Designation Professional and Administrative Office (PAO) Zoning Designation Professional (P) Surrounding Land Uses North Professional Office East ProfesslonalOffice/Hospital South Professional Office West Single -Family Residential Property Size 10.8 acres Existing Site Development The site is currently developed as the church campus for Calvary Church and a professional office building Applicable Zoning Code Sections SAMC Chapter 41, Article III, Division 26 (Specific Development) Project Description The applicant is requesting approval of an amendment application (zone change) to allow a variety of uses to operate on the site as well as to allow for future redevelopment of the Calvary Church campus. More specifically, the applicant is requesting that several uses not allowed in the Professional zoning district, including religious/educational uses, be permitted on the site and to allow a modification of development standards to tailored to the Calvary Church site. If approved, the applicant intends to implement the Calvary Church Master Plan, which includes the demolition of four buildings, the partial demolition of a fifth building, and the construction of three new buildings. At the completion of the master plan build out, the size of the campus will increase by 46,840 square feet, bringing the total square footage of.the campus to 404,341 square feet. The buildings to be demolished include a 7,500 square foot classroom building (Building B), an 8,800 square foot office building (Building D), a 3,600 square foot classroom building (Building F), and a 7,900 square foot fellowship hall (Building 1). Additionally, approximately 6,000 square feet will be removed from the existing Chapel building (Building Q. In their place will be a now three-story, 29,000 square foot Children's Ministry Center (New Building B), a three-story, 32,000 square foot Student Life Center (New Building D), and a two-story, 19,000 square foot Community Life Center (New Building D). 75B-26 AA 2018-09 December 9, 2010 Page 3 Other work to be completed as part of the master plan includes the renovation of the existing buildings, the rehabilitation of exterior and interior spaces, new landscape and hardscape throughout the campus, new accessory structures such as shade canopies, new fencing and enhanced signage. The architecture and color selections have been designed to fit within the context of the surrounding area and will enhance the aesthetic and functional appeal of the community. The elevations have been designed with modern architectural elements to ensure each building within the campus is integrated. The overall architecture will also be enriched through landscaping that will be in harmony with the architecture and common area gathering spots. Finally, new vine pockets will be utilized to soften wall edges and minimize graffiti. Project Background Calvary Church of Santa Ana was established on October 25, 1931, holding its first meeting at the Santa Ana Ebell Club at 625 North French Street. Over the years, Calvary Church grew in size, moving to various locations as it continued to expand. On April 29, 1962, Calvary Church moved to its current site at 1010 North Tustin Avenue, five years after purchasing the site. The project site was developed with several buildings that were built between 1962 and 1991. Built in 1962 when the church opened include the Fellowship Hall, the Administration Building, and two educational buildings. Over the years, the campus has expanded with other existing buildings being constructed. The final building built, the Worship Center, was completed and dedicated in 1991. In 2009, Calvary Church approached the City in an effort to establish a master plan for the site. However, due to the recession related impacts, Calvary Church decided to withdraw the application. last year, the Church again submitted a proposal for their master plan, which is currently under consideration by the Planning Commission. Prolect Analysis Calvary Church is requesting approval of an amendment application (zone change) and a Mitigated Negative Declaration and Mitigation Monitoring Reporting Program in order to approve a master plan for Calvary Church. The following provide analysis for the proposed zone change. The current zoning for the properties contains standards that apply to Professional office developments, while the project was built based on a series of professional and commercial standards and guidelines no longer found in the City's zoning code. Therefore, the Specific Development No. 95 (SD-95) will be established for the purpose of implementing the Calvary church master plan while protecting and promoting the public health, safety and general welfare of the City and its residents. If the zone change is approved, a series of site -specific objectives and development standards will guide the development of the project. Specifically, the SD-95 document includes a menu of development standards which establish permitted and conditional uses and regulate intensity, circulation, setbacks, parking, height and landscape requirements and includes provisions for construction and maintenance to allow the exclusive entitlement of the master plan. 75B-27 AA 2018-09 December 9, 2019 Page 4 The current Professional (P) designation permits a variety of business uses that aim to create a professional business environment and prohibits the uses found on the Calvary Church campus. The change to SD-95 will provide assurances that the Calvary Church campus master plan will be implemented in the future and will not be impacted by any future general plan and zoning code changes. The SD designation will allow the church use, school use and professional office uses on the campus. When considering a zone change it is important to consider surrounding land uses and economic factors. First, the existing church is located within a professional office corridor. The church, which has differing operating and vehicular peak periods than the surrounding office uses, has been found to be compatible with the adjacent uses. Additionally, the Church has not generated any adverse impacts to the single-family neighborhood to the west. The Church buildings are set back a minimum of 60 feet from the residential uses and have not created any type of adverse impact. Further, the school, which operates during the day, has its playground also set back approximately 60 feet from the residences, thereby minimizing Impacts to the adjacent residences. Finally, the Church has had a neutral economic impact on the City as the site has not been part of the City's tax base since its opening. Implementation of the master plan, including the demolition of existing buildings and the construction of new buildings, will not create any new economic impact. The project will promote a development that is suitable for the site. The project will also contribute to the promotion of a balance of land uses in the City. Finally, the development, through the construction of the proposed project, will contribute to the enhancement of a portion of the city that has seen minimal investment in recent years. Table 4• CEQA Strategic Plan Alignment and Public Notification & Community Outreach Reason(s) A Mitigated Negative Declaration (MND), Environmental Review No. 2000-1% witn Exempt or Analysis technical studies was prepared for the project. No areas of unavoidable Impacts were determined from the construction or operation of the proposed project (Exhibit 2). The project requires adoption and approval of a Mitigation Monitoring and Reporting Program (MMRP), which contains mitigation measures to address biological resources, geology and soils, noise, transportation, and hazardous and hazardous materials. The Planning Commission will consider this MND in their review of the project. of this item supports the Clty's efforts to meet Goal No.3 (Economic uevelopment) No. 2 of creating new opportunities for business/job growth and encourage welonment throuah new General Plan and Zonlna Ordinance policies. A public notice was posted on the project site ten (10) days prior to public hearing date. Notification by mail was mailed to all property owners and occupants within 600 feet of the project site ten (10) days prior to public hearing date. Newspaper posting was published in the Orange County Reporter ten (10) days prior to 75B-28 AA 2018-09 December 9, 2019 Page 5 Additional Measures 787aa77 ot located within 7ce 771f hood association. However, staff up of adjacent ny areas of concern due to ther plan, At the timonly one written response askingf the ro'ect was CEQA Analysis As part of the City's permitting process, the proposed project is required to undergo an environmental review in accordance with the California Environmental Quality Act (CEQA). In accordance with CEQA, the recommended actions have been reviewed through an Initial Study/Mitigated Negative Declaration (ER No. 2009-19). Sections 15070 through 15075 of the State CEQA Guidelines (Article 6) guide the process for the preparation of a negative declaration (ND) or mitigated negative declaration (MND). The MND prepared for the project, as required by CEQA, contains a project description, project location map, proposed finding that the project with mitigation will not have a significant effect on the environment, a copy of the initial study, and mitigation measures to avoid potentially significant effects (Exhibit 8). The mitigation measures included in the MND are designed to reduce or eliminate the potentially significant environmental impacts. The scope of the MND evaluates the proposed projects effects on the following resource topics: aesthetics, agricultural resources, air quality, biological resources, cultural resources, geology and soils, greenhouse gas emissions, hazards and hazardous materials, hydrology and water quality, land use, mineral resources, noise, population and housing, public services, recreation, transportation and traffic, and utilities and service systems. The City hired a consultant to prepare a draft MND and circulated it to all interested or required parties on the City s standard distribution list on June 7, 2018. A notice of intent to adopt was also published in the Orange County Reporter on June 7, 2018. The City circulated the draft MND for a 20-day public review between June 8, 2018 and June 27, 2018. The draft MND was available for public review at the Santa Ana City Hall, the City of Santa Ana Main Library, and on the City's webpage created for the project. This MND is intended to provide a means to receive and respond to comments pertaining to the analysis contained in the draft MND and to provide an opportunity for clarification, corrections, or minor revisions to the environmental document as needed. Comments were received during the public review period. Although not required for an MND pursuant to the State CEQA Guidelines, the City, as the lead agency for the project, has responded to all comments received on the document after a thorough review of each comment's contents. As a result of the environmental analysis, no areas of significant impacts were found from the construction of the proposed project. Mitigation measures have been provided to address potential environmental impacts, with a list of these mitigation measures found within the attached Mitigation Monitoring and Reporting Program. Mitigation measures have been outlined to address potential impacts on air quality, biological resources, cultural and tribal cultural resources, geology and soils, 75B-29 AA 2018-09 December 9, 2019 Page 6 greenhouse gas emissions, hazards and hazardous materials, hydrology and water quality, noise, public services, transportation/traffic, and utilities and service systems. Economic Development The project will not generate property tax or sales tax revenue as the site is a religious facility. However, during implementation of the master plan, the construction of the project will require that permit fees are paid to the City, Temporary construction jobs will also be created during construction. Conclusion Based on the provided analysis, staff recommends that the Planning Commission recommend that the City Council approve and adopt the Mitigated Negative Declaration and Mitigation Monitoring Reporting Program for Environmental Review No. 2009-19 and recommend that the City Council adopt an ordinance approving Amendment Application No. 2018-09. Vince Fregoso, CP Planning Manager VF:sb S9Plannln9 Commisslon12019112.09.1916alvary Church- Master PlanMi"2 TM16-09 Calvary Churoh Attachments: Exhibit 1 -- Ordinance for AA Exhibit 2 — Resolution for MND and MMRP Exhibit 3 — Vicinity Map Exhibit 4 — Site Plan Exhibit 5 — Floor Plan Exhibit 6 — Elevations Exhibit 7 — Landscape Plan Exhibit 8 — Specific Development No. 95 75B-30 EXHIBIT 1 75B-31 This page left blank intentionally. 75B-32 LS 12.9.19 ORDINANCE NO. NS-XXXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING AMENDMENT APPLICATION NO. 2018-09 REZONING TWO PROPERTIES LOCATED AT 1010 AND 1100-B NORTH TUSTIN AVENUE FROM PROFESSIONAL (P) TO SPECIFIC DEVELOPMENT NO. 95 (SD-95) (AA NO. 2018-09) AND ADOPTING SPECIFIC DEVELOPMENT NO. 95 (SD-95) FOR SAID PROPERTIES THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES ORDAIN AS FOLLOWS: Section 1. The City Council of the City of Santa Ana does hereby find, determine and declare as follows: A. Amendment Application No. 2018-09 has been filed with the City of Santa Ana to change the zoning district designation of certain real properties located at 1010 and 1100-B North Tustin Avenue from Professional (P) to Specific Development No. 95 (SD-95). The Specific Development No. 95 zoning district would allow the development of the Calvary Church Master Plan, which would include a church facility, educational facility and office development on three parcels totaling 10.8 acres of land. B. The Planning Commission of the City of Santa Ana held a duly noticed public hearing on December 9, 2019, on Amendment Application No. 2018-09 and recommended that the City Council adopt an ordinance approving Amendment Application No. 2018-09, which is consistent with the City's General Plan. C. The City Council conducted a duly noticed public hearing on January 20, 2020 to consider Amendment Application No. 2018-09 and the Negative Declaration and Mitigation Monitoring and Reporting Program for the Project, at which hearing members of the public were afforded an opportunity to comment upon Amendment Application No. 2018-09. D. The City Council hereby adopts as findings all facts presented in the Request for Council Action dated January 20, 2020 accompanying this matter. E. For these reasons, and each of them, Amendment Application No. 2018-09 is hereby found and determined to be consistent with the General Plan of the City of Santa Ana and otherwise justified by the public necessity, convenience, and general welfare. 75B-33 Section 2. The City Council has reviewed and considered the information contained in the Mitigated Negative Declaration and Mitigation Monitoring and Reporting Program (Environmental Review No. 2009-19) prepared with respect to this project. The City Council has, as a result of its consideration of the record as a whole and the evidence presented at the hearing on this matter, determined that, as required pursuant to the California Environmental Quality Act (CEQA) and the State CEQA Guidelines, Environmental Review No. 2009-19 meets all requirements of CEQA. Section 3. The City Council hereby finds that the proposed Amendment Application is compatible with the objectives, policies, and general plan land use programs and it will not adversely affect the health, safety, and welfare of the public, or create any adverse impacts to the environment. The City Council further finds that the amendment application to change the zoning designation from Professional (P) to Specific Development 93 (SD-93) is consistent with Santa Ana Municipal Code section 41-593.1 to protect and promote the public health, safety and general welfare of the city and its residents. Section 4. The real properties located at 1010 and 1100-B North Tustin Avenue in Santa Ana are hereby re-classified from Professional (P) to Specific Development No. 95 (SD-95). An amended Sectional District Map, showing the above described change in use district designation, is hereby approved and attached hereto as Exhibit A and incorporated by this reference as though fully set forth herein. Section 5. Specific Development No. 95 (SD-95) is attached hereto as Exhibit B and incorporated by this reference as though fully set forth herein is approved and adopted in its entirety. Section 6. This ordinance shall not be effective unless and until Resolution No. 2019 = (Environmental Review No. 2009-19) is adopted and becomes effective. If said resolution and ordinance are for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, or otherwise do not go into effect for any reason, then this ordinance shall be null and void and have no further force and effect. 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, 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. 75B-34 ADOPTED this day of APPROVED AS TO FORM: Sonia R. Carvalho City Attorney 0 Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers 2020. Miguel A. Pulido Mayor CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify the attached Ordinance No. NS- to be the original ordinance adopted by the City Council of the City of Santa Ana on , 2020, 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 75B-35 Exhibit A Sectional District Map 75B-36 bra 5-9-D B Y9 Ll C1 R1 R1 w R1 - ^ RI-B $ E o 3 PE P P CS m� CS C5 C1 E LZ C1 n-- _ E 171H ST CS C5 C5 C5 ��— RLB C5 C5 C1 R/ ,nxs Ct RI �sx C5 RLB C5 F C5 RI Pv. RI RIB RIB ISIN_si GSM 3i 6 �IIX Sf 5' C5 RI 1 y7 J � uv Ct .N si RI Rf 5 C5 R1 RI Z RI J MAAVABLvo cRIE RI R1 ..+-. Rt n 5095 ORO C] tcF Bost SiAg oxo y@ZI %'. Rt A Ri x x'RI el � xxiR; L F} o swB1 - v F`-_I�� z !xurtm FRu sT y Rt RL Z PRO p J A RI ¢ RI $ RI RI P ..son Gam z soea RI 4 RI I R 'a erx 3 b mx Ei d fl RI S PIDZ1 _ •RI D T EPARKCOURT PL _ aF �. Rt Ri Rt ' 39pNw 9a 3i PARI soea C1 !I PIDZt Y °' P/OZ1 v� nx.n Ok�_PG.. PID21 CZ P P P P o6 CB --- E 4TH ST n P P o P a P 9001! CZ � w P _ Rt : a .:� PNZ1 PIOZ1 PIOzi CZ Rl .$ 3 RZ Y1 o NMI 001 RZ �F 0D 01 RZ u o n n R2-BID21 n Y a K RZ R2J0Z1 OID21 OH CLOZ1 CLOZ1 C5I021 i! soea <von. Lwzf rnDz1 E13T 3T M1 g� I M1 LLD21 908910Z1 80Z1 cvozi - �p CZ10Z1 r D C"S' Zi 11021 C510Z1 0 CL021 p1--- CLOZt �p'flOZt CSIOTI m 3�51o�t �" II 0 b`vm D-541 Pnxr own^a2516 IZ.S-g ?V7' ZONING DISTRICTS Al GENERALAGRICULTURAL CSM SOUTH MAIN STREET COMMERCIAL DIST. R2 TM- FAMILY RESIDENCE -B PARKNG MODFOATON Cl COMMUNRY COMMERCIAL GC GOVERNMENTCENTER R3 MULTIPLEFAMILYRESIDENCE -OZ OVERLAYZONE C}MD COMMUNRY COMMERCIAL -MUSEUM DIST. M1 LOHTNDUSTRAL R4 SUBURBAN APARTMENT PLANNEDRESDENTAL C2 GENERAL COMMERCIAL M2 HEAVY INDUSTRIAL RE RESIDENTIAL ESTATE -PRD DEVELOPMENT C4 PLANNEDSHOPPWG CENTER 0 OPENSPACE SD SPECIFICDEVELOPMEM -HD2 HEIGHTDSTRICI II C5 ARTERIAL COMMERCIAL P PROFESSIONAL SP SPECIFICPLAN CR COMMERCIAL RESIDENTIAL RI SINGLE- FAMILY RESIDENCE OZ1 METRO EASTOVERLAYZONE SECTIONAL DISTRICT MAP: 8-5-9 QvCRY OF SANTA ANA. CALIFORNIA Exhibit: 75B-37 Exhibit B Specific Development No. 95 (SD-95) 75B-38 CALVAPY Specific Development Plan No. 95 December 9, 2019 75B-39 Calvary Church Santa Ana 1010 and 1100-B N. Tustin Avenue Santa Ana, CA 92705 City of Santa Ana Planning Division Prepared by Adrienne J. Gladson, AICP Gladson Consulting Orange, CA 92869 Contact: Adrienne Gladson Ph: 714.319.9377 Email: adriennegladson@gmail.com December 9, 2019 75B-40 SPECIFIC DEVELOPMENT PLAN NO. 95 (SD-95) Calvary Church of Santa Ana SECTION 1— APPLICABILITY OF ORDINANCE The Specific Development zoning district No. 95 (SD-95) for the Calvary Church of Santa Ana project site is authorized by Chapter 41, Division 26 Section 41-593 et seq. of the Santa Ana Municipal Code. SD No. 95 contains the specific standards and regulations contained in the commercial and professional office districts, as herein amended, for the purpose of establishing land use regulations and standards. All other applicable chapters, articles, and sections of the Santa Ana Municipal Code are in effect unless superseded by regulations contained in this ordinance. SECTION 2 —PURPOSE The Specific Development Plan No. 95 for the Calvary Church of Santa Ana campus consists of standards and regulations established for the purpose of protecting the health, safety, and general welfare of the people of the City of Santa Ana by promoting and enhancing the value of property and encouraging the orderly development of the property. A primary goal of the Specific Development zoning is for current and future uses and development of the property for the next 10 to 30 years. SECTION 3 —Uses permitted in Specific Development No. 95 The following uses are permitted in the SD-95 district: a) Worship Center with a maximum seating capacity of 1,865 seats b) Chapel with a maximum seating capacity of 600 seats c) Professional and Administrative Offices d) Fellowship Hall (with Kitchen facilities) e) Gymnasium 1) Student Center g) Educational Facilities • Daycare (maximum of 75 children) • Preschool (maximum of 160 students) • Elementary & Intermediate School (maximum of 675 students) h) Playground and Athletic field i) Parking lots, including parking structure(s). • Parking structures may incorporate professional offices, and a sports field (with no field lights) on the top deck. j) Restaurants (including catering kitchen and related services) k) Bookstore 75B-41 1) Library m) Art Studio and Gallery n) Wedding venue o) Community Garden and store p) Parsonage, staff, or missionary housing q) Medical, Dental, and/or counseling offices r) Fitness and Exercise facilities (inside and outside) s) Signage as depicted in the attached planned sign program t) Minor wireless communication facilities u) Solar power systems v) Accessory uses and structures, incidental and subordinate to the principal permitted use. An updated shared parking plan maybe required w) Temporary uses, pursuant to the standards established in the Zoning Code and consistent with the purposes of this plan x) Otheruses, notlisted above, which are determinedbythe Planning Directortobe similarto those listed above SECTION 4 — Uses subject to a conditional use permit in Snecific Development No. 95 (a) Parking structures that exceed four levels or 60 feet in height (b) Structures above the height maximums as covered in Section 7 (c) Major wireless communication facilities SECTION 5 — Minimum lot area in Snecific Development No. 95 The subject site shall have a minimum lot area of 10 acres. Additionally, contiguous property less than 1 acre in size, acquired by Calvary Church of Santa Ana in the future, may be added to the overall development site acreage and shall be subject to the rules and regulations of this development plan. SECTION 6 — Minimum street frontage in Specific Development No 95 • Tustin Avenue shall have a minimum street frontage of at least 800 feet. • Fruit Street shall have a minimum street frontage of at least 580 feet. • Wellington Avenue shall have a minimum street frontage of at least 650 feet. Currently, the property is subdivided into three parcels with lots having less than minimum frontage on Tustin Avenue. This issue will be addressed with the combining of these lots through the appropriate subdivision action in the future. 75B-42 SECTION 7—Building height in Snecific Development No. 9.5 No structure shall not exceed 60 feet in height, as measured from the lowest adjacent grade of the structure to the top of the structure, except new structures located 350 feet behind the front yard property line (Tustin Avenue) and outside the required 50-foot rear yard setback shall not exceed 40 feet in height, as measured from the lowest adjacent grade of the structure to the top of the structure. Minor architectural elements, elevator shafts, steeples, and towers of an incidental nature may exceed the height limit as deemed appropriated by the Planning Director. SECTION 8 — Floor Area ratio in Specific Development No. 95 The maximum Floor Area ratio of the entire property shall not exceed 1.0. The total square feet of parking structures shall be included in the calculation of floor area ratio. All square footages of a structure located below grade shall not be included in the calculation of floor area ratio. SECTION 9 — Front yard (Tustin Avenue) in Specific Develonment No. 95 A front yard of not less than 15 feet shall be required. SECTION 10 —Side yards in Snecific Develonment No. 95 A side yards of not less than 15 feet (Fruit Street and Wellington Avenue) shall be required. SECTION 11—Rear yards in Snecific Develonment No. 95 There shall be a rear yard building setback of not less than 50 feet for any structure. Parking lots adjacent to residentially zoned or used property shall have a landscaped setback of not less than five feet. SECTION 12 —Develonment standards in Snecific Develonment No. 95 Lots in the SD-95 zoning district shall comply with the following standards: (a) All trash bins or storage shall be stored within a trash enclosure or completely enclosed building. SECTION 13 —Parking standards in Speeffic Develonment No. 95 Off-street parking in the SD-95 zoning district shall comply with the standards set 75B-43 forth in Article XV (Off -Street Parking — Sec.41-1411, churches, chapels and religious meeting halls) of the Santa Ana Municipal Code except for the following: See attached Overview of Operations and Parking plan. In summary, 854 parking spaces are required and 1,290 are provided (555 stalls on -site and 735 spaces through formal off -site parking agreements). Additional off -site parking agreements are available if required SECTION 14 — Siunaee standards in Specific Development No. 95 Lots in the SD No. 95 zoning district shall comply with the following standards: (a) Signage shall comply with the standards set forth in sections 41-850 through 41- 1000 of the SAMC, with the exception of the standards identified below. (b) Planned sign program details as contained in Exhibit X. SECTION 15 — Landscape standards for Specific Develonment No. 95 In the SD No. 95 zoning district, all open space and parking areas, where appropriate, shall be landscaped. The site shall comply with the following minimum requirements: a) A minimum of 15% of the entire site including parking areas shall be landscaped. b) A mix of 24-inch and 36-inch box canopy trees for shade shall be provided. Care shall be made to place and group trees in locations near gathering and playground areas to provide shade. c) All trees shall be dorible-staked. d) Abundant and minimum of 5-gallon size herbaceous perennials/shrubs as foundation planting e) Use of Xeriphytic or dry climate ground cover: i. Turf shall be drought tolerant variety and planted as sod or hydroseed. ii. Ground cover shall be well -rooted cuttings from flats and planted at appropriate spacing for that particular plant material. f)Irrigation -systems- - -- a. A pop-up sprinkler type irrigation system shall be provided for all yards b. The use of `xeriphytic" or dry climate plant materials is encouraged. Irrigation systems may require special fittings to properly water dry climate plantings. g) Screening: a. All small utility meters shall be appropriately screened from public view with trelliswork and vines or a hedge type shrub or they shall be incorporated into the structure. b. Any enclosed large structure for utilities must not encroach into any required setback 75B-44 h) Maintenance: a. All plant material shall be maintained per section 41-609 of the Santa Ana Municipal Code. 75B-45 This page left blank intentionally. 75B-46 EXHIBIT 2 75B-47 This page left blank intentionally. 75B-48 RESOLUTION NO. 2019-xx A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA ADOPTING THE MITIGATED NEGATIVE DECLARATION (MND) AND MITIGATION MONITORING AND REPORTING PROGRAM FOR THE CALVARY CHURCH MASTER PLAN PROJECT BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. In October 1931, Calvary Church of Santa Ana was established. Over the years, the Church continued to operate at various locations throughout the City. In April 1962, Calvary Church opened at their current location at 1010 North Tustin Avenue. B. In 2009, the Church first approached the City with the intent to have a master plan of development approved for the campus. However, due to the recession, the proposal was put on hold. In 2018, the Church formally submitted an application for the Calvary Church Master Plan. The plan includes the demolition and/or partial demolition of four buildings and the construction of three new buildings. Overall, the square footage on the campus would increase by approximately 40,000 square feet. C. The proposed project is required to undergo an environmental review pursuant to the California Environmental Quality Act (CEQA) (California Public Resources Code §§ 21000 et seq.) and the CEQA Guidelines. An Initial Study and Mitigated Negative Declaration and were prepared for the project. Impacts related to air quality, biological resources, cultural and tribal cultural resources, geology and soils, greenhouse gas emissions, hazards and hazardous materials, hydrology and water quality, noise, public services, transportation/traffic, and utilities and service systems are found to be less than significant with the implementation of mitigation measures. The remaining environmental topics that were analyzed pursuant to CEQA were found to have a less than significant impact or no impact. D. The Notice of Intent and the public review and comment period for the MND was from June 8, 2018 to June 27, 2018. Public comments were received and have been incorporated as part of the MND and are incorporated herein by reference. 75B-49 E. The mitigation measures set forth in the Mitigated Negative Declaration are fully enforceable and will be implemented using the Mitigation Monitoring and Reporting Program attached hereto as Exhibit A, and incorporated herein by reference. F. On January 21, 2020, the City Council of the City of Santa Ana held a duly noticed public hearing to consider all testimony, written and oral, related to the Mitigated Negative Declaration and the related Mitigation Monitoring and Reporting Program for the project, at which time all persons wishing to testify were heard, the project was fully considered, and all other legal prerequisites to the adoption of this Resolution occurred. Section 2. The City Council has independently reviewed and analyzed the information contained in the Initial Study and the Mitigated Negative Declaration (MND) prepared with respect to this project. 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, the MND adequately addresses the expected environmental impacts of this project. On the basis of this review, the City Council finds that there is no substantial evidence from which it can be fairly argued that the project will have a significant adverse effect on the environment. Section 3. The City Council hereby adopts and approves the MND and adopts the Mitigation Monitoring and Reporting Program, and 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. This decision is based upon the evidence submitted at the above said hearing, which includes, but is not limited to: The Request for Council Action dated January 21, 2020, and exhibits attached hereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. Section 4. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, and other and proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to 75B-50 approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. Section 5. 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 significant 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. However, pursuant to Fish and Game Code § 711.2 and Title XIV, CCR § 735.5, the payment of Fish and Game Department filing fees in conjunction with this project is at the discretion of the State of California Department of Fish and Wildlife. ADOPTED this day of 2020. APPROVED AS TO FORM: Sonia R. Carvalho City Attorney 31 Lisa Storck Assistant City Attorney AYES: NOES: ABSTAIN: NOT PRESENT: Councilmembers Councilmembers Councilmembers Councilmembers Miguel A. Pulido Mayor 75B-51 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, Daisy Gomez, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2020- to be the original resolution adopted by the City Council of the City of Santa Ana on , 2020. Date: Clerk of the Council City of Santa Ana 75B-52 EXHIBIT A Mitigated Negative Declaration https://www.santa-ana.org/sites/default/files/Calvary Final Combined MND pdf Mitigation Monitoring and Reporting Program https://www.santa-ana.org/sites/default/files/Calvary MINT) MMRP.pdf 75B-53 This page left blank intentionally. 75B-54 EXHIBIT 3 75B-55 This page left blank intentionally. 75B-56 11/26/2019 AMENDMENT APPLICATION NO. 2018-09 CALVARY CHURCH MASTER PLAN 1010 NORTH TUSTIN AVENUE L F' R4 Ana Boundary ZOnNNes� '—`"j--�-- cem ni�ycnmmwal ram. -, Cvm ni[y Cammeroal-Museum Nn[Iitl J1( ■ aeneol cnmping r C ■ pHnnee SM1oppin8 enMt I I � cnmrmm�a NeaMenuae y_�� . 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OIINY/N]I,630'3tl111'J 3lIN]tlY Emm �V'^"^durt�aVVp'M�19�i � �f� �� �� 90��L'A omW Atlbnl'd�m`,� tl„ s M %ono yy$N m A d a 'gill 75B-73 wmwwo�m ((An��nSSe /x oi`s o((ny'yx'n��i(i�y e]anv E m w i }��/A H g !" CJIJ 9Milan 'u n E S /\ 1.1 V I �� ♦ � i a�" S lD44444 d 1001.0 MO e yI EXHIBIT 7 75B-75 This page left blank intentionally. 75B-76 1-777- 11 '"ISB-77 This page left blank intentionally. 75B-78 EXHIBIT 8 75B-79 This page left blank intentionally. 75B-80 � CALVARY Specific Development Plan No. 95 December 9, 2019 75B-81 Calvary Church Santa Ana 1010 and 1100-B N. Tustin Avenue Santa Ana, CA 92705 City of Santa Ana Planning Division Prepared by Adrienne J. Gladson, AICP Gladson Consulting Orange, CA 92869 Contact: Adrienne Gladson Ph: 714.319.9377 Email: adriennegladson@gmail.com December 9, 2019 75B-82 SPECIFIC DEVELOPMENT PLAN NO. 95 (SD-95) Calvary Church of Santa Ana SECTION 1— APPLICABILITY OF ORDINANCE. The Specific Development zoning district No. 95 (SD-95) for the Calvary Church of Santa Ana project site is authorized by Chapter 41, Division 26 Section 41-593 et seq. of the Santa Ana Municipal Code. SD No. 95 contains the specific standards and regulations contained in the commercial and professional office districts, as herein amended, for the purpose of establishing land use regulations and standards. All other applicable chapters, articles, and sections of the Santa Ana Municipal Code are in effect unless superseded by regulations contained in this ordinance. SECTION 2 — PURPOSE The Specific Development Plan No. 95 for the Calvary Church of Santa Ana campus consists of standards and regulations established for the purpose of protecting the health, safety, and general welfare of the people of the City of Santa Ana by promoting and enhancing the value of property and encouraging the orderly development of the property. A primary goal of the Specific Development zoning is for current and future uses and development of the property for the next 10 to 30 years. SECTION 3 — Uses nermitted in Specific Development No. 95 The following uses are permitted in the SD-95 district: a) Worship Center with a maximum seating capacity of 1,865 seats b) Chapel with a maximum seating capacity of 600 seats c) Professional and Administrative Offices d) Fellowship Hall (with Kitchen facilities) e) Gymnasium f) Student Center g) Educational Facilities • Daycare (maximum of 75 children) • Preschool (maximum of 160 students) • Elementary & Intermediate School (maximum of 675 students) h) Playground and Athletic field i) Parking lots, including parking structure(s). • Parking structures may incorporate professional offices, and a sports field (with no field lights) on the top deck. j) Restaurants (including catering kitchen and related services) k) Bookstore 75B-83 1) Library m) Art Studio and Gallery n) Wedding venue o) Community Garden and store p) Parsonage, staff, or missionary housing q) Medical, Dental, and/or counseling offices r) Fitness and Exercise facilities (inside and outside) s) Signage as depicted in the attached planned sign program t) Minor wireless communication facilities u) Solar power systems v) Accessory uses and structures, incidental and subordinate to the principal permitted use. An updated shared parking plan may be required w) Temporary uses, pursuant to the standards established in the Zoning Code and consistent with the purposes of this plan x) Otheruses, notlisted above, which are determinedby the Planning Directorto be similarto those listed above SECTION 4 — lases sub iect to a conditional use permit in Specific Development No. 9.5 (a) Parking structures that exceed four levels or 60 feet in height (b) Structures above the height maximums as covered in Section 7 (c) Major wireless communication facilities SECTION 5 — Minimum lot area in Specific Development No. 95 The subject site shall have a minimum lot area of 10 acres. Additionally, contiguous property less than 1 acre in size, acquired by Calvary Church of Santa Ana in the future, may be added to the overall development site acreage and shall be subject to the rules and regulations of this development plan. SECTION 6 — Minimum street frontage in Specific Development No 95 • Tustin Avenue shall have a minimum street frontage of at least 800 feet. • Fruit Street shall have a minimum street frontage of at least 580 feet. • Wellington Avenue shall have a minimum street frontage of at least 650 feet. Currently, the property is subdivided into three parcels with lots having less than minimum frontage on Tustin Avenue. This issue will be addressed with the combining of these lots through the appropriate subdivision action in the future. 75B-84 SECTION 7 —Building height in Specific Development No. 95 No structure shall not exceed 60 feet in height, as measured from the lowest adjacent grade of the structure to the top of the structure, except new structures located 350 feet behind the front yard property line (Tustin Avenue) and outside the required 50-foot rear yard setback shall not exceed 40 feet in height, as measured from the lowest adjacent grade of the structure to the top of the structure. Minor architectural elements, elevator shafts, steeples, and towers of an incidental nature may exceed the height limit as deemed appropriated by the Planning Director. SECTION 8 —Floor Area ratio in Specific Development No. 95 The maximum Floor Area ratio of the entire property shall not exceed 1.0. The total square feet of parking structures shall be included in the calculation of floor area ratio. All square footages of a structure located below grade shall not be included in the calculation of floor area ratio. SECTION 9 — Front yard (Tustin Avenue) in Specific Development No. 95 A front yard of not less than 15 feet shall be required. SECTION 10 — Side yards in Specific Development No. 95 A side yards of not less than 15 feet (Fruit Street and Wellington Avenue) shall be required. SECTION 11—Rea r vards in Specific Development No. 95 There shall be a rear yard building setback of not less than 50 feet for any structure. Parking lots adjacent to residentially zoned or used property shall have a landscaped setback of not less than five feet. SECTION 12 —Development standards in Specific Development No. 95 Lots in the SD-95 zoning district shall comply with the following standards: (a) All trash bins or storage shall be stored within a trash enclosure or completely enclosed building. SECTION 13 —Parking standards in Specific Development No. 95 Off-street parking in the SD-95 zoning district shall comply with the standards set 75B-85 forth in Article XV (Off -Street Parking — Sec.41-1411, churches, chapels and religious meeting halls) of the Santa Ana Municipal Code except for the following: See attached Overview of Operations and Parking plan. In summary, 854 parking spaces are required and 1,290 are provided (555 stalls on -site and 735 spaces through formal off -site parking agreements). Additional off -site parking agreements are available if required SECTION 14 — Sienaee standards in Specific Development No. 95 Lots in the SD No. 95 zoning district shall comply with the following standards: (a) Signage shall comply with the standards set forth in sections 41-850 through 41- 1000 of the SAMC, with the exception of the standards identified below. (b) Planned sign program details as contained in Exhibit X. SECTION 15 — Landscape standards for Specific Development No. 95 In the SD No. 95 zoning district, all open space and parking areas, where appropriate, shall be landscaped. The site shall comply with the following minimum requirements: a) A minimum of 15% of the entire site including parking areas shall be landscaped. b) A mix of 24-inch and 36-inch box canopy trees for shade shall be provided. Care shall be made to place and group trees in locations near gathering and playground areas to provide shade. c) All trees shall be double -staked. d) Abundant and minimum of 5-gallon size herbaceous perennials/shrubs as foundation planting e) Use of Xeriphytic or dry climate ground cover: i. Turf shall be drought tolerant variety and planted as sod or hydroseed. ii. Ground cover shall be well -rooted cuttings from flats and planted at appropriate spacing for that particular plant material. f) Irrigation systems: a. A pop-up sprinkler type irrigation system shall be provided for all yards b. The use of `xeriphytic" or dry climate plant materials is encouraged. Irrigation systems may require special fittings to properly water dry climate plantings. g) Screening: a. All small utility meters shall be appropriately screened from public view with trelliswork and vines or a hedge type shrub or they shall be incorporated into the structure. b. Any enclosed large structure for utilities must not encroach into any required setback. 75B-86 h) Maintenance: a. All plant material shall be maintained per section 41-609 of the Santa Ana Municipal Code. 75B-87 This page left blank intentionally.