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HomeMy WebLinkAbout FULL PACKET_2013-01-07MINUTES OF THE REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF SANTA ANA, CALIFORNIA DECEMBER 17, 2012 CLOSED SESSION MEETING CALLED TO ORDER COUNCIL CHAMBER 22 CIVIC CENTER PLAZA SANTA ANA, CA 5:12 P.M. ATTENDANCE COUNCILMEMBERS Present: MIGUEL A. PULIDO, Mayor SAL TINAJERO, Mayor Pro Tem ANGELICA AMEZCUA P. DAVID BENAVIDES (5:20 p.m MICHELE MARTINEZ ROMAN A. REYNA VINCENT F. SARMIENTO COUNCILMEMBERS Absent: None STAFF Present: PAUL M. WALTERS, City Manager SONIA R. CARVALHO, City Attorney MARIA D. HUIZAR, Clerk of the Council PUBLIC COMMENTS - None COUNCIL RECESSED to Room 147 for Closed Session discussion at 5:12 p.m. CLOSED SESSION ITEMS - The Brown Act permits legislative bodies to discuss certain matters without members of the public present. The City Council finds, based on advice from the City Attorney, that discussion in open session of the following matters will prejudice the position of the City in existing and anticipated litigation: 1A CONFERENCE WITH LEGAL COUNSEL--EXISTING LITIGATION pursuant to Government Code Section 54956.9(a) • Martin Ruiz v. City of Santa Ana, United States District Court Case No. SACV11-1859 DOC (Anx) CITY COUNCIL MINUTES DECEMBER 17, 2012 1 0A-1 *Councilmember Sarmiento reported a conflict of interest on Agenda Item 1A and left the room during the discussion of said matter. 1B 1C • City of Santa Ana vs. Thrifty Oil Company, OCSC Case No.: 30-2011- 00512839 • Roberta Rodgers v. City of Santa Ana, United States District Court, Case No. A V12-132 VS (JPRx) • Peebler vs. State of California Department of Finance, City of Santa Ana, et al., Case No. 34-2012-80001172-CU-WM-GDS CONFERENCE WITH LEGAL COUNSEL--ANTICIPATED LITIGATION pursuant to Government Code Section 54956.9(b) - Two Matters *Councilmember Martinez reported matters listed under Agenda Item discussion of said matter. a conflict of interest on one of the 1 B and left the room during the CONFERENCE WITH LABOR NEGOTIATOR pursuant to Government Code Section 54957.6 Agency Negotiators: Personnel Services Executive Director, Ed Raya Employee Organizations: Service Employees' International Union (SEIU) Full-Time Employees CLOSED SESSION REPORT - See Item 19A. for Report. ADJOURNED THE CLOSED SESSION MEETING AT 6:39 P.M. AND CONVENED TO THE REGULAR OPEN MEETING CITY COUNCIL MINUTES 2 DECEMBER 17, 2012 1 0A-2 REGULAR OPEN SESSION CALLED TO ORDER COUNCIL CHAMBER 22 CIVIC CENTER PLAZA SANTA ANA, CA 6:44 P.M. ATTENDANCE COUNCILMEMBERS Present: MIGUEL A. PULIDO, Mayor SAL TINAJERO, Mayor Pro Tern ANGELICA AMEZCUA P. DAVID BENAVIDES MICHELE MARTINEZ ROMAN A. REYNA VINCENT F. SARMIENTO COUNCILMEMBERS Absent: None STAFF Present: PAUL M. WALTERS, City Manager SONIA R. CARVALHO, City Attorney MARIA D. HUIZAR, Clerk of the Council PLEDGE OF ALLEGIANCE MAYOR PULIDO INVOCATION TIM FELKER, POLICE CHAPLAIN CLOSED SESSION REPORT - See report under Agenda Item 19A. PUBLIC COMMENT • Ruth Hull-Richter, requested assistance and special accommodations for her mother who is disabled. CONSENT CALENDAR ITEMS MOTION: Approve Consent Calendar Items 10A through 25E with the following modifications: • Councilmember Benavides pulled Agenda Item 25B for separate discussion; and • Councilmember Sarmiento pulled Agenda Item 25E for separate discussion. CITY COUNCIL MINUTES 3 DECEMBER 17, 2012 1 0A-3 MOTION: Benavides VOTE: AYES: NOES: ABSTAIN: ABSENT: SECOND: Tinajero Amezcua, Benavides, Sarmiento, Tinajero (7) Martinez, Reyna, Pulido, None (0) None (0) None (0) Items removed for separate action or modified are highlighted. Separate actions show the actual vote. Items without votes are adopted as part of the consent motion. ADMINISTRATIVE MATTERS MINUTES 10A MINUTES FROM THE REGULAR MEETING OF DECEMBER 3, 2012 - Clerk of the Council Office MOTION: Approve Minutes. 10B MINUTES FROM THE SPECIAL MEETING OF DECEMBER 11, 2012 - Clerk of the Council Office MOTION: Approve Minutes. MISCELLANEOUS ADMINISTRATION 19A CLOSED SESSION REPORT - City Attorney's Office MOTION: Approve settlement agreements as follow: • City of Santa Ana vs. Thrifty Oil Company, OCSC Case No.: 30-2011- 00 12839; Settlement in the amount of 875,000. • Roberta Rodgers v. City of Santa Ana, United States District Court, Case No. S CV12-132 JVS (JPRx); Settlement in the amount of $25,000. 19B EXCUSED ABSENCES - None CITY COUNCIL MINUTES 4 DECEMBER 17, 2012 1 0A-4 BUDGETARY MATTERS SPECIFICATIONS - PURCHASE OF EQUIPMENT AND SERVICES 22A SPEC. NO. 10-045 - COPPER TUBING - (Public Works Agency) - Finance & Management Services MOTION: Renew contracts for a one-year period, in an annual aggregate amount not to exceed $150,000 with the following vendors: Vendor Location Ferguson Enterprises, Pomona S & J Supply Co. Inc., Santa Fe Springs PROJECTS/CHANGE ORDERS 23A REJECTION OF ALL BIDS FOR THE PARTON STREET SEWER MAIN IMPROVEMENTS (PROJECT NO. 126418) - Public Works Agency MOTION: Reject all bids for the construction of the Parton Street Sewer Main Improvements. AGREEMENTS MOTION: Authorize the City Manager and Clerk of the Council to execute the following agreements, subject to non-substantive changes approved by the City Manager and City Attorney and/or actions as noted on the Request for Council Action report. (Item 25A, 25B through 25D) 25A AGMT NO. 2012-246 - MEMORANDUM OF UNDERSTANDING (MOU) REGARDING WAGES AND OTHER TERMS AND CONDITIONS OF EMPLOYMENT - With Confidential Association of Santa Ana (CASA) for a two-year term, from July 1, 2012 - June 30, 2014 - Personnel Services Agency 25B AGMT NO. 2012-247 - COOPERATIVE AGREEMENT - EDINGER AVENUE BRIDGE WIDENING FROM HARBOR BOULEVARD IN FOUNTAIN VALLEY TO WEST OF MOHAWK DRIVE IN SANTA ANA, INCLUDING THE BRIDGE OVER THE SANTA ANA RIVER - Public Works Agency CITY COUNCIL MINUTES 5 DECEMBER 17, 2012 1 0A-5 MOTION: Authorize the City Manager and Clerk of the Council to execute an agreement with the County of Orange subject to non- substantive changes approved by the City Manager and City Attorney. MOTION: Benavides VOTE: AYES: NOES: ABSTAIN: ABSENT: SECOND: Reyna Amezcua, Benavides, Martinez, Reyna, Pulido, Sarmiento, Tinajero (7) None (0) None (0) None (0) 25C AGMT NO. 2012-248 - PAVEMENT CLEANING SERVICES IN THE CIVIC CENTER - With Superior Property Services, Inc. in an annual amount of $57,950 - Parks, Recreation & Community Services Agency 25D AGMT NO. 2012-249 - CENTRAL STORES CONSIGNMENT INVENTORY PROGRAM - With Single Point Alliance, Inc., for a two-year period in an annual amount not to exceed $667,500 - Finance & Management Services 25E AGMT NO. 2012-250 - SPECIAL LEGAL COUNSEL - City Attorney's Office Council directed staff to provide a list of potential outside firms for Council consideration and approval. City Attorney Carvalho indicated that 3 firms per specialty would be forthcoming. MOTION: Authorize the City Manager and Clerk of the Council to execute an agreement with Jones & Mayer for a period of one year in an amount not to exceed $50,000 subject to non-substantive changes approved by the City Manager and City Attorney. MOTION: Sarmiento SECOND: Tinajero VOTE: AYES: Amezcua, Benavides, Martinez, Reyna, Pulido, Sarmiento, Tinajero (7) NOES: None (0) ABSTAIN: None (0) CITY COUNCIL MINUTES 6 DECEMBER 17, 2012 1 0A-6 ABSENT: None (0) **END OF CONSENT CALENDAR** BUSINESS CALENDAR ITEMS RESOLUTION 55A EXTENSION OF CONDITIONAL USE PERMIT NOS. 2008-27 AND 2008- 31 TO ALLOW THE CONSTRUCTION OF A NEW PHARMACY AT 115 NORTH HARBOR BOULEVARD - Clerk of the Council Office MOTION: Adopt a resolution. RESOLUTION NO. 2012-052 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA FOR THE EXTENSION OF CONDITIONAL USE PERMIT NO. 2008-27 AS CONDITIONED AND CONDITIONAL USE PERMIT NO. 2008-31 AS CONDITIONED FOR ONE YEAR FOR THE PROPERTY LOCATED AT 115 NORTH HARBOR BOULEVARD MOTION: Sarmiento VOTE: AYES: NOES: ABSTAIN: ABSENT: REPORTS SECOND: Tinajero Amezcua, Martinez, Reyna, Pulido, Sarmiento, Tinajero (6) Benavides (1) None (0) None (0) 65A APPOINTMENTS TO REGIONAL BOARDS City Council requested annual review of appointments to be agendized. MOTION: Make appointments to regional boards for positions held by outgoing councilmembers Claudia Alvarez and Carlos Bustamante, and any other appointment changes necessary. CITY COUNCIL MINUTES 7 DECEMBER 17, 2012 1 0A-7 BOARD LAST NAME FIRST NAME POSITION OC Water District Sarmiento Vincent Representative OC Water District Reyna Roman Alternate MOTION: Martinez SECOND: Tinajero VOTE: AYES: Amezcua, Benavides, Martin ez, Reyna, Pulido, Sarmiento, Tinajero (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) BOARD LAST NAME FIRST NAME POSITION Newport Bay Watershed Executive Martinez Michele Representative Committee MOTION: Amezcua SECOND: Tinajero VOTE: AYES: Amezcua, Benavides, Martin ez, Reyna, Pulido, Sarmiento, Tinajero (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) BOARD LAST NAME FIRST NAME POSITION Transportation Corridor Martinez Michele Representative Agencies (TCA) - Foothill/Eastern Transportation Corridor Reyna Roman Alternate Agencies (TCA) - Foothill/Eastern CITY COUNCIL MINUTES 8 DECEMBER 17, 2012 1 0A-8 MOTION: Sarmiento VOTE: AYES: NOES: ABSTAIN: ABSENT: SECOND: Tinajero Amezcua, Benavides, Martinez, Reyna, Pulido, Sarmiento, Tinajero (7) None (0) None (0) None (0) BOARD LAST NAME FIRST NAME OC Sanitation Benavides David District OC Sanitation District MOTION: Tinajero VOTE: AYES: NOES: ABSTAIN: ABSENT: Tinajero Sal POSITION Representative Alternate SECOND: Sarmiento Amezcua, Benavides, Martinez, Reyna, Pulido, Sarmiento, Tinajero (7) None (0) None (0) None (0) BOARD LAST NAME FIRST NAME POSITION Orange County Fire Tinajero Sal Representative Authority (OFCA) Orange County Fire Amezcua Angelica Alternate Authority (OFCA) MOTION: Sarmiento SECOND: Benavides VOTE: AYES: Amezcua, Benavides, Martinez, Reyna, Pulido, Sarmiento, Tinajero (7) NOES: None (0) ABSTAIN: None (0) CITY COUNCIL MINUTES 9 DECEMBER 17, 2012 1 0A-9 ABSENT: None (0) BOARD LAST NAME FIRST NAME POSITION S.A./Orange T.S.I.A. Reyna Roman Alternate S.A./Tustin T.S.I.A. MOTION: Sarmiento VOTE: AYES: NOES: ABSTAIN: ABSENT: Reyna Roman Alternate SECOND: Martinez Amezcua, Benavides, Martinez, Reyna, Pulido, Sarmiento, Tinajero (7) None (0) None (0) None (0) COUNCIL AGENDA ITEMS Pursuant to Santa Ana Charter Section 411, any member of the City Council may place items on the City Council Agenda to be considered by the City Council. 85A DISCUSSION OF CITY COUNCIL COMMITTEE APPOINTMENT PROCESS AND RESTRUCTURE (Councilmember Martinez, Mayor Pro Tern Tinajero, and Councilmember Sarmiento) MOTION: Direct staff to revise the appointment authority resolution and convene an Ad Hoc Committee comprised of Councilmembers Martinez and Sarmiento to review the council committees. MOTION: Martinez SECOND: Sarmiento VOTE: AYES: Amezcua, Benavides, Martinez, Reyna, Pulido, Sarmiento, Tinajero (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) CITY COUNCIL MINUTES 10 DECEMBER 17, 2012 1 0A-10 CITY COUNCIL MEETING RECESSED TO THE SUCCESSOR AGENCY MEETING AT 7:10 P.M. AND RECONVENED AT 7:11 P.M WITH SAME MEMBERS PRESENT. COMMENTS 90A CITY MANAGER'S COMMENTS City Manager Walters wished all Happy Holidays. 90B CITY COUNCILMEMBER COMMENTS Councilmember Amezcua • Happy Holidays to all; and • Requested a moment of Silence to reflect on tragedy in Newtown Connecticut. Councilmember Reyna • Wished all Happy Holidays; • Commented on successful Santa Ana PAL program held over the weekend; and • Urged all to shop in Santa Ana Councilmember Benavides • City of Santa Ana and Santa Ana Unified School District held joint press conference to discuss school incident in Newtown, Connecticut; discussion of Gun Buy-Back program being considered; • Reflected on Christmas and as opportunity to enjoy family; and • Asked that all shop in the City and support our local economy. Councilmember Martinez • Thanked Mayor Pro Tern Tinajero for Press Conference; incident shocked our Nation, schools should be safe haven for children, noted that City will continue to take measures needed to protect our youth; • Urged all to support Spark of Love program and bring unwrapped toy to any local Fire Station. Councilmember Sarmiento • Thanked all for attending Press Conference; consider gun control program and review mental health programs; • Welcomed new Councilmembers; and • Wished all Merry Christmas, Happy Hanukah, and Happy Holidays! CITY COUNCIL MINUTES 11 DECEMBER 17, 2012 1 0A-11 Mayor Pro Tern Tinajero • Welcomed new Councilmembers; • Thanked staff for Press Conference; and • Commented on need for gun control, specifically assault weapons, Senator Feinstein adding Bill to stop purchase of assault weapons. Mayor Pulido • Thanked and congratulated new Councilmembers; great addition to the City Council; and • Commented on tragedy in Connecticut; City to consider Gun Buy-Back program; support legislation being proposed by Senator Feinstein; and • Read names of all victims of the tragedy in Connecticut and adjourned meeting with prayer led by Councilmember Amezcua. ADJOURNED- 7:37 P.M. - The next meeting of the City Council is scheduled for Monday, January 7, 2013 at 5:00 p.m. for the Closed Session Meeting immediately followed by the Regular Open Business Meeting at 5:45 p.m. in the Council Chamber, 22 Civic Center Plaza, Santa Ana, California. Adjourned in Memory of the Sandy Hook Elementary School tragedy victims in Newtown, Connecticut Maria D. Huizar, Clerk of the Council FUTURE AGENDA ITEMS • Street Car Project Update and Action items • Update Citywide Classification and Compensation Plan • Ordinance Addressing Homeless Shelters as per Requirements in SB 2 (Senate Bill) • Contracting Agreement for Specified Police Support Services CITY COUNCIL MINUTES 12 DECEMBER 17, 2012 1 0A-12 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 7, 2013 TITLE: CONTRACT AWARD TO GALLS, LLC FOR POLICE UNIFORMS (SPEC. NO. 12-057) 2cz CITY M NAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 1St Reading ? Ordinance on 2"d Reading ? Implementing Resolution ? Set Public Hearing For CONTINUED TO FILE NUMBER Award a contract to Galls, LLC for Police Department uniforms for a three-year period, with provision for two, one-year renewals in an annual amount not to exceed $215,000. DISCUSSION The Santa Ana Police Department requires uniforms to outfit approximately 560 Police personnel. Uniforms indentify department personnel by assigned duties and give a professional appearance. In addition, other agencies provide uniforms, shirts and miscellaneous items such as belts and boots for their normal operations and to comply with safety requirements. The notice inviting bids was advertised on November 28, 2012 and bids were solicited. A summary of the bid invitations and bids received is as follows: 3 Invitations For Bid mailed 1 Bid received The bid received and opened on December 13, 2012 from Galls, LLC is responsive to the specifications and meets the City's requirements. FISCAL IMPACT Funds are available in the Police Property & Facilities Miscellaneous Operating Expenses account (no. 01114450-63001). 22A-1 Contract Award for Police Uniforms January 7, 2013 Page 2 APPROVED AS TO FUNDS AND ACCOUNTS: 1 Carlos Rojas Acting Chief of Police Police Department EG Francisco Gutierrez Executive Director Finance & Management Services Agency l/ 22A-2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 7, 2013 TITLE: CONTRACTS RENEWAL FOR WATERWORKS FITTINGS AND SUPPLIES (SPECS. NO. 11-020) CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 1" Reading ? Ordinance on 2nd Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER Renew the contracts for waterworks fittings and supplies for a one-year period in an aggregate amount of $225,000 with the following vendors: Vendor: Location: Ferguson Enterprises, Inc. Santa Ana H.D. Supply Waterworks Ltd. Santa Ana S & J Supply Company, Inc. Santa Fe Springs Wells Supply Co. Santa Ana DISCUSSION The Public Works Agency (PWA) Water Resources Division manages the delivery of water to businesses and residents in Santa Ana including all fire hydrants. To do so, PWA maintains an extensive distribution system that includes 20 active wells, seven pumping stations and reservoirs, and seven import water connections, as well as miles of water pipe. In order to perform maintenance and repair on fire hydrants and the extensive water system, PWA requires an assortment of materials such as valves, adapters, couplings, clamps as well as brass bushings, flanges, nuts, stops. The contract for waterworks fittings and supplies is designed to provide quality products at a significant savings based on quantity pricing. On December 6, 2011, the Finance and Management Services Agency issued a request for proposals for providing a Central Stores consignment inventory solution. Vendors were asked to submit proposals that would provide for stocking the Central Stores warehouse on a consignment basis. Under the consignment program, Single Point Alliance will stock the warehouse with inventory that will remain their property until the inventory items are issued to City staff. 22B-1 Contracts Renewal for Waterworks Fittings and Supplies January 7, 2013 Page 2 On September 6, 2011, the City Council awarded contracts to Ferguson Enterprises, Inc., H.D. Supply Waterworks Ltd., Wells Supply Co., Santa Ana vendors, and S & J Supply Company, Inc., for a one-year period, with provisions for three one-year renewals. Inventory waterworks fitting will be procured through the consignment inventory program; however, these vendors also provide miscellaneous supplies such as custom made fittings that are adapted to the needs of the sewer and water pipelines. In order to facilitate future purchases of miscellaneous supplies staff recommends the first renewal of the contracts at a reduction of 50 percent from the previous contract year. FISCAL IMPACT Funds are available in the Water Utility Water Systems Maintenance and Water Quality & Measurement accounts (no. 06017641-63001 and 06017644-63001). APPROVED AS TO FUNDS AND ACCOUNTS: '?L' f?_rz rA? J52 Raul Godinez II Executive Director Public Works Agency SP Francisco Gutierrez Executive Director vN` Finance & Mgmt Services Agency 22B-2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 7, 2013 TITLE: CONTRACT AWARD TO SMART & FINAL FOR SUNDRY FOOD, AND PAPER GOODS (SPEC. NO. 12-077) CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 15t Reading ? Ordinance on 2"d Reading ? Implementing Resolution ? Set Public Hearing For CONTINUED TO FILE NUMBER Award a contract to Smart & Final for sundry food and paper goods for a three-year period in an annual amount not to exceed $35,000. DISCUSSION Various City agencies purchase and provide snacks and refreshments for participants of City- sponsored events. The Parks, Recreation and Community Services Agency coordinates various youth guidance programs including summer day camp, after school teen mentoring with the "Teen Space" program and the "Family Pride" program which brings families together with interactive events. The Santa Ana Library provides treat bags to participants in its reading incentive program. The Police Department purchases paper goods and condiments for programs like the Parent/Teen Academy and the Santa Ana PAAL (Police Athletic & Activity League). In addition to these programs, the Police Department also purchases miscellaneous sanitary and paper goods for storage of evidence. On October 2, 2006, the City Council awarded a contract to Smart & Final for a five year period. Smart & Final is a local Santa Ana vendor offering the use of material releases and has performed satisfactorily during the last contract period. In order to continue to purchase supplies for these events and programs, staff recommends approval of a new contract period. FISCAL IMPACT Funds are available in the various departmental accounting units (account no. 63001). 22C-1 Contract Award for Sundry Food and Paper Products January 7, 2013 Page 2 APPROVED AS TO FUNDS AND ACCOUNTS: Gerardo Moue Executive Director Parks, Rec. & Comm. Svcs. Agency Carlos Rojas Acting Chief of Police Police Department EG Francisco Gutierrez Executive Director Finance & Management Services Agency 22C-2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 7, 2013 TITLE: CONTRACT RENEWAL WITH GRAINGER, INC. FOR HAND TOOLS AND MISCELLANEOUS ITEMS (SPEC. NO 09-037) CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 15f Reading ? Ordinance on 2nd Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER Renew the contract with Grainger, Inc. for the purchase of hand tools and miscellaneous items for a one-year period in an annual amount not to exceed $60,000. DISCUSSION City departments require an assortment of tools such as saws, hammers, screwdrivers, shovels and rakes in order to perform general maintenance. The items are purchased through the Central Stores warehouse for distribution to the various departments. The contracts for landscaping and hand tools are designed to provide quality products at significant savings based on quantity pricing. In addition, the City also establishes contracts for miscellaneous items including tools that are not available from the Central Stores. On August 3, 2009, the City Council awarded to Grainger, Inc., a Santa Ana vendor, a contract for one-year period, with provisions for four one-year renewals. Grainger, Inc. offers pricing through the Western State's Contracting Alliance (WSCA) contract. The vendor has performed satisfactorily during the past contract period and staff recommends the third renewal of the contract. FISCAL IMPACT Funds are available in the various departmental Operating Materials and Supplies accounts (63001). - %N"?t , A ?, ?? I Francisco Gutierrez Executive Director t1l Finance and Management Services Agency sp 2201-1 22D-2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 7, 2013 TITLE: AGREEMENT AMENDMENT WITH VIDEO ENGINEERING SERVICES FOR CABLE EQUIPMENT MAINTENANCE AND VIDEO PRODUCTION SERVICES CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 1" Reading ? Ordinance on 2nd Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute the attached agreement amendment with Video Engineering Services for video production and cable equipment services for one year in an annual amount not to exceed $56,915, subject to non-substantive changes approved by the City Manager and City Attorney. DISCUSSION On January 9, 2009, the City Council approved an agreement with Video Engineering Services for cable equipment maintenance and video production services. Video Engineering Services provides technical expertise for the purchase, installation and maintenance of City owned audio and video equipment in the City Council Chambers. In addition, Video Engineering Services provides production staff to televise City Council meetings occurring in the Council Chambers. Video Engineering Services also assists the City Clerk and other users of the Council Chambers with audio recordings and lighting in the Council Chambers, and provides technical assistance on other audio/visual related projects. This agreement includes $15,015 for Base Engineering and Equipment Maintenance, $5,000 for the filming of the State of the City event, $17,700 for the taping of the first Council meeting of the month, $13,200 for the taping of the second Council meeting of the month at a remote location, and $6,000 contingency for unanticipated work and unforeseen emergencies, for a total agreement amount not to exceed $56,915. This agreement amendment exercises the fourth and final one-year option of the 2009 base agreement. The Parks, Recreation and Community Services Agency is satisfied with the quality of services provided by Video Engineering Services and recommends approval of this agreement. 25A-1 Agreement with Video Engineering Services January 7, 2013 Page 2 FISCAL IMPACT Funds for this agreement are available in the PRCSA Administrative Services, Contract Services account (no. 01113200 62300). APPROVED AS TO FUNDS AND ACCOUNT: Gerardo Mouet, Executive Director Parks, Recreation and Community Services Agency Francisco Gutierrez, Executive Director Finance and Management Services Agency 25A-2 FOURTH AMENDMENT TO CONSULTANT AGREEMENT THIS FOURTH AMENDMENT TO CONSULTANT AGREEMENT is made and entered into this 7"' day of January, 2013 by and between Video Engineering Services (hereinafter "Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City"). RECITALS: A. The parties entered into Agreement # A-2009-008, dated January 4, 2009 (hereinafter "said Agreement"), as amended from time to time, by which Consultant has provided video engineering services to the City. B. In accordance with the terms and conditions of said Agreement, the parties wish to extend the term of said Agreement and provide additional compensation to pay for services provided during the extended term. WHEREFORE, in consideration of the covenants contained in said Agreement, and subject to all the terms and conditions of said Agreement, except those amended in this Fourth Amendment to Consultant Agreement, the parties agree as follows: Section 1, SCOPE OF SERVICES, shall be amended to reflect that video engineering services shall be provided as set forth in Exhibits A, B, C and D, attached hereto and incorporated by this reference. The City Manager may, in writing, authorize additional video engineering services during the one-year term from February 1, 2013 through January 31, 2014. 2. Section 2.a., COMPENSATION, shall be deleted in its entirety and replaced with the following: "a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Exhibit D, for an base amount of $50,915.00 during the one- year term from February 1, 2013 through January 31, 2014. Contingency funds of up to $6,000 may be expended for authorized additional authorized services provided during the term of this Agreement. The total amount to be expended pursuant to this Fourth Amendment to Agreement shall not exceed $56,915.00. 3. Section 3, TERM, shall be amended to read, in full as follows: "This Agreement shall commence on February 1, 2009 and terminate on January 31, 2014, unless terminated earlier in accordance with Section 12, below." 4. Except as hereinabove amended, all terms and conditions of said Agreement shall remain in full force and effect. 25A-3 IN WITNESS WHEREOF, the parties hereto have executed this Fourth Amendment to Consultant Agreement on the date and year first written above. ATTEST: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney Lisa Storck Assistant City Attorney CITY OF SANTA ANA PAUL M. WALTERS Interim City Manager VIDEO ENGINEERING SERVICES THOMAS E. BYSTRY Owner 25A-4 EXHIBIT A BASE ENGINEER VIDEO ENGINEERING SERVICES Consult shall confer with the Executive Director of Parks, Recreation and Community Services or assigned staff to evaluate needs and supervise maintenance activity of all city owned audio/video facilities. Includes City Hall, recreation centers, senior centers, Stadium, Soccer fields. Etc. 2. Review and make recommendation for the repair and /or replacement of said audio/video facilities. Design layout of electrical circuitry for existing and /or acquired audio /video equipment Ensure compliance with local, state, and federal safety codes and regulations. Establish and maintain equipment log and data base to keep inventory and records of maintenance and to track equipment performance. 6. Help establish and enforce Agency wide policies for equipment use. Provide operation instruction for staff. 7. Conduct regular security checks on the City's production equipment. 8. Prepare preventative maintenance schedules and execute said maintenance on a routine basis. 9. Supervise annual asset inventories and tagging of new assets, as needed. 10. Coordinate equipment repair with outside agencies. 11. Coordinate acquisition of new production equipment. 12. Facilitate and supervise use of facilities or equipment by outside agencies, persons, other City employees or cable franchisee staff. 13. Facilitate completion of production services requested by City staff (including making dubs, editing and shooting videos, setting up equipment, delivering equipment, setting up operating facilities as needed.) 14. Provide updates to Executive Director and/or assigned staff on progress of equipment install, maintenance, building projects and anticipated completion dates. 15. Assist City Clerk and other staff on use of Council Chambers: video, audio, lighting, power point, elmo or other technical needs. COMPENSATION Annually $15,015 City will pay contractor $55 (fifty five) per hour. For an average of 10.5 hours every two weeks. The first and third Mondays of the month (Council Meetings) shall be two regularly assigned workdays for Contractor. 25A-5 EXHIBIT B VIDEO ENGINEERING SERVICES State of the City Address Consultant shall produce the mayor's state of the city address, including • Hiring and supervising crew for camera operations, audio mixing, cable running, equipment load in and load out. • Directing the show for video. • Renting all needed video equipment and editing the finished video for playback. Flat fee - $5,000 Itemized invoicing for this item will occur once a year. Does not include a video to be used by the Mayor in his presentation. 25A-6 EXHIBIT C VIDEO ENGINEERING SERVICES Council Meetings VIDEO ENGINEERING SERVICES (Thomas E. Bystry) will serve as Producer/Administrator for City of Santa Ana City Council meetings. Said services include hiring and supervision of video production staff. Consultant shall provide production services in live meeting coverage and playback for up to twenty-seven (27) meetings, including City Council meetings held the first and third Mondays of the month, Candidates Forum, Election coverage and swearing-in ceremonies bi- annually, and various additional meetings as selected by the Clerk of the Council and/or City Manager. Production services shall include all responsibility for graphics during the presentations, video roll-ins and all audio/visual needs. Additionally, Consultant shall provide technical assistance for city production crews and staff. Services shall include: 1) Serve as Video Producer for all council meetings and cable-casting events in council chambers. 2) Maintain open communications with city clerks' office for special needs or changes pertinent to the agenda for each council meeting. 3) Communicate and confirm with the cable administration office in Parks and Recreation regarding council meeting coverage and playback related to the city channel. Report of technical playback and council problems and remedies to the cable office. 4) Provide, hire and supervise all video production crew and staff which will include Director, Camera Robotics Operator, Audio Operator, Graphics Designer and Playback Operator. These positions may be consolidated in one person. 5) Schedule video production staff. Pre-arrange and notify crew of video productions and changes. 6) Provide maintenance of playback equipment located in City Hall and necessary for City Council meeting. 7) Provide for office administration and payroll for video production crew and playback. 8) Provide and be responsible for all production staff training and hands-on use of equipment for video crews. 9) Direct communication with City Council members and Clerk of the Council. 10) Review any needs or concerns related to production request: includes powerpoint, overheads, video roll-ins and presentations, review cueing system, proper use of microphones for Council. 11) Arrange for and design overall look and style of productions. 12) Arrange for input of council graphics prior to the meeting. Run a spell check. Arrange for graphics to state replays during the meeting, approximately every 30 minutes during program. Compensation for Video Engineering services shall not exceed $30,900 annually, as follows: $17,700 for first Monday meeting each Month. $13,200 for third Monday of the Month - if televised. This is flat rate amount regardless of duration of council meetings. Said fee includes all required crew and insurance required by City Hall. All invoices submitted shall be itemized. 25A-7 EXHIBIT D BUDGET SUMMARY FOR CONSULTANT AGREEMENT (CONTRACT) Between The City of Santa Ana and Video Engineering Services (Thomas E. Bystry). Annual budget for Exhibit A: Annual budget for Exhibit B Annual budget for Exhibit C Annual budget for Exhibit C Contingency for additional Authorized services 2012/2013 $15,015 Base Engineer $5,000 Produce State of The City Address $17,700 First council meeting of month $13,200 Second council meeting of the month - if televised. $6,000 TOTAL ANNUAL AMOUNT APPROPRIATED FOR COMPLETE CONTRACT: $56,915 Consultant shall submit itemized monthly invoice detailing services provided and costs associated with those services. 25A-8 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 7, 2013 TITLE: AMENDMENT TO AGREEMENT WITH SYSTEMS AND SOFTWARE, INC. FOR UTILITY BILLING SOFTWARE MAINTENANCE 1 CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 15f Reading ? Ordinance on 2"d Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER Amend the agreement with Systems and Software, Inc. for annual maintenance of Utility Billing software in an annual aggregate limit not to exceed $133,600 for two, one year renewals with an annual increase not to exceed 4%. DISCUSSION On March 3, 2008, the City Council approved a Finance and Utility Billing software project and entered into an agreement with Systems and Software, Inc. to purchase utility billing software, "enQuesta." The enQuesta software went live in March 2009. It is used to produce the City's municipal utility service bills, provide customer water, sewer, refuse, and paramedic subscription account management, process customer service orders, track water meter reads, and provide online customer account access. The system manages over 46,000 accounts and processes over 300,000 municipal utility service bills each year. The agreement provides for annual software maintenance and support that entitles the City to receive software updates and technical support services for enQuesta as well as the third-party Oracle database software used by the system. The breakdown of the maintenance fee is $100,595.72 for enQuesta and $32,968.38 for Oracle. However, both will be serviced through Systems and Software, Inc. The agreement stipulates that the maintenance plan renews automatically each year unless canceled. Staff requests authorization for funds for the current year and two subsequent year renewals with annual increases not to exceed 4% 25B-1 Contract Renewal for Utility Billing Software Maintenance January 7, 2013 Page 3 FISCAL IMPACT Funds are budgeted and available in the Finance Management Lawson Utility Software account (no. 10910141-62300). APPROVED AS TO FUNDS AND ACCOUNT: '?NN!Msz ?6 . )? Francisco Gutierrez Executive Director Finance & Management Services Agency 25B-2 SECOND AMENDMENT TO AGREEMENT THIS SECOND AMENDMENT TO AGREEMENT is entered into on , 2013, by and between Systems & Software, Inc., a Vermont corporation ("S&S") 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 that certain Agreement A-2008-053, dated March 3, 2008, (hereinafter "said Agreement") by which S&S has licensed to City, utility billing application software, along with support and maintenance of such software. Said Agreement stipulates that the maintenance plan renews automatically each year unless cancelled. B. Said Agreement was amended in February of 2010 to clarify the process for annual renewal of support services, and to amend the calculation by which the Support Service Program cost would be adjusted. C. The parties hereto now desire to amend said Agreement to extend the Term by one-year with the option of two additional one-year renewals. WHEREFORE, in consideration of the covenants contained in said Agreement, and subject to all the terms and conditions of said Agreement as amended, except those amended in this Second Amendment to Agreement, the parties agree as follows: The parties hereby extend the term of said Agreement one year effective January 1, 2013, with the option of two one-year renewals. Annual increases shall not exceed 4%. Total compensation for the extended term under said Agreement shall not exceed $133,565.10. Except as hereinabove amended, all terms and conditions of said Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment to Agreement on the date and year first written above. ATTEST: CITY OF SANTA ANA Maria D. Huizar Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: Lisa Storck Assistant City Attorney Paul Walters City Manager SYSTEMS & SOFTWARE, INC. (NAME) (Title) 25B-4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: CLERK OF COUNCIL USE ONLY: JANUARY 7, 2013 TITLE: RENEW AGREEMENTS WITH ORANGE COUNTY PUMP CORPORATION AND BAKERSFIELD WELL AND PUMP COMPANY FOR THE REHABILITATION OF WATER WELLS 2,Q L-(klL, CITY MANAGER APPROVED ? As Recommended ? As Amended ? Ordinance on 1st Reading ? Ordinance on 2nd Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER RECOMMENDED ACTION Authorize the City Manager and Clerk of the Council to execute the attached second amendments to agreements with Orange County Pump Corporation and Bakersfield Well and Pump Company, subject to nonsubstantive changes approved by the City Manager and City Attorney, to provide water well rehabilitation services in an annual aggregate amount not to exceed $300,000. DISCUSSION The Public Works Agency operates 20 water wells and seven water pumping stations to supply the city's drinking water. Over time, the efficiency of the wells and pumps decrease, due to normal wear and tear. Staff has determined that, through rehabilitation, the efficiency of a majority of the water wells can be increased, restoring them to maximum water production capacity. Completion of the rehabilitation work will result in the wells producing more water while using less electricity. On February 7, 2011, the City Council awarded contracts to Orange County Pump Company and Bakersfield Well and Pump Company with provisions for three 1-year renewals. Both vendors have performed well during the past contract period and provided very responsive service to the City. In addition, both vendors provide specialized pump maintenance services that are periodically necessary. Staff recommends that the agreements be renewed for a one-year term. This is the second of three possible one-year renewals. 25C-1 Renew Agreements with and Bakersfield Well and January 7, 2013 Page 2 FISCAL IMPACT Orange County Pump Corporation Pump Company Funds are available in the Water Utility Water Production & Supply account (06017640-62300). Raul Godinez II Executive Director Public Works Agency RG/NS/RR APPROVED AS TO FUNDS AND ACCOUNTS: L,.- Francisco Gutierrez Executive Director Finance & Mgmt. Services Agency Exhibits: 1. Second Amendment to Agreement with Orange County Pump Company 2. Second Amendment to Agreement with Bakersfield Well and Pump Company 25C-2 EXHIBIT 1- ORANGE COUNTY PUMP CORPORATION SECOND AMENDMENT TO AGREEMENT THIS SECOND AMENDMENT TO AGREEMENT is entered into on January 7, 2013, by and between Orange County Pump Corporation, 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. The parties entered into Agreement A-2011-031, dated February 7, 2011, (hereinafter "Agreement") by which Contractor has provided water well and booster pump maintenance and repair services. B. By Amendment dated March 5, 2012, the City exercised its first option to renew for an additional one-year term. C. In accordance with the terms and conditions of the Agreement, the City hereby exercises its second option to renew, and the parties agree to add compensation to pay for services during the extended term of said Agreement. WHEREFORE, in consideration of the covenants contained in said Agreement, and subject to all the terms and conditions of said Agreement, except those amended in this Second Amendment to Agreement, the parties agree as follows: 1. Section 2.a., COMPENSATION, shall be deleted in its entirety and replaced with the following: "a. City agrees to pay, and Contractor agrees to accept as total payment for its services, the rates and charges identified in Exhibit B-1, attached hereto and incorporated by this reference. The total sum to be expended among all contractors providing these services shall not exceed $300,000.00, annually, during the term of this Agreement." 2. Pursuant to Section 3, TERM, the City hereby exercises its option to renew the term for an additional one-year period, through December 31, 2013. The City shall have the option to renew this Agreement, on the same terms and conditions, for one additional one-year period. 3. Except as hereinabove amended, all terms and conditions of said Agreement shall remain in full force and effect. 25C-3 IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment to Agreement on the date and year first written above. ATTEST: MARIA D. HUIZAR Clerk of the Council CITY OF SANTA ANA PAUL M. WALTERS City Manager APPROVED AS TO FORM: SONIA CARVALHO City Attorney By: Laura Sheedy Assistant City Attorney RECOMMENDED FOR APPROVAL: RAUL GODINEZ, II Executive Director Public Works Agency ORANGE COUNTY PUMP CORPORATION CHRIS BROWN President 25C-4 EXHIBIT B-1: ORANGE COUNTY PUMP CORPORATION FEE SCHEDULE Orange County Pump 1627 S. Boyd St Santa Ana CA 92705 717.544-1722 Service Truck i Men 1 2 2013 .Rates_ $ 105.00- $ 190.00 Pump Pulling Rig 2 $ 265.00 _ 3 $ 360.00 Stinger Rig 1 $ 175.00 2 $ 265.00 3 $ 360.00 Cable Tool Rig 2 $ 265.00 3 $ 360.00 Delivery 1 $ 80.00 Shop Labor $ 80.00 Welder/ Machine Work $ 90.00 Field Labor Extra Man Machine Work & Welding $ 85.00 $ 90.00 Service Call $ 105.00 Test Engine & Operator $ 165.00 Compressor Charge $ 150.00 Videolog Well Casing Side Scan Color $ 830.00 Overtime Add to the above Rates Overtime & Saturday $ 60.00 Over 12 Hours _ $ 120.00 Sundays $ 90.00 Holidays $ 120.00 NOTE: This Sheet Reflects current labor rates for OC Pump, any additional materials for wells, pumps, piping, or valves would be additional costs. Rates Shown are effective January 6, 2013 - December 31-2013 25C-5 EXHIBIT 2: BAKERSFIELD WELL AND PUMP COMPANY SECOND AMENDMENT TO AGREEMENT THIS SECOND AMENDMENT TO AGREEMENT is entered into on January 7, 2013, by and between Bakersfield Well and Pump Company, 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. The parties entered into Agreement A-2011-032, dated February 7, 2011, (hereinafter "said Agreement") by which Contractor has provided water well and booster pump maintenance and repair services. B. By Amendment dated March 5, 2012, the City exercised its first option to renew for an additional one-year term. C. In accordance with the terms and conditions of the Agreement, the City hereby exercises its second option to renew, and the parties agree to add compensation to pay for services during the extended term of said Agreement. WHEREFORE, in consideration of the covenants contained in said Agreement, and subject to all the terms and conditions of said Agreement, except those amended in this SEcond Amendment to Agreement, the parties agree as follows: 1. Section 2.a., COMPENSATION, shall be deleted in its entirety and replaced with the following: "a. City agrees to pay, and Contractor agrees to accept as total payment for its services, the rates and charges identified in Exhibit B-1, attached hereto and incorporated by this reference. The total sum to be expended among all contractors providing these services shall not exceed $300,000.00, annually, during the term of this Agreement." 2. Pursuant to Section 3, TERM, the City hereby exercises its option to renew the term for an additional one-year period, through December 31, 2013. The City shall have the option to renew this Agreement, on the same terms and conditions, for an additional one-year period. 3. Except as hereinabove amended, all terms and conditions of said Agreement shall remain in full force and effect. 25C-6 IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment to Agreement on the date and year first written above. ATTEST: MARIA D. HUIZAR Clerk of the Council CITY OF SANTA ANA PAUL M. WALTERS City Manager APPROVED AS TO FORM: SONIA CARVALHO City Attorney BAKERSFIELD WELL AND PUMP COMPANY By: Laura Sheedy Assistant City Attorney JOHN ZIMMERER Vice- President RECOMMENDED FOR APPROVAL: RAUL GODINEZ, II Executive Director Public Works Agency 25C-7 EXHIBIT B-1: BAKERSFIELD WELL AND PUMP COMPANY FEE SCHEDULE BAKERSFIELD WELL & PUMP CO. 11111 • 7 212 Frubale Ave • Bakersfield. CA 93308 • (661) 393.0661 FAX (661) 393-9647 PUMP REMOVAL/ INSTALLATION SERVICES (A) DESCRIPTION UNIT NON-PREVAILING PREVAILING 1A MOBILIZATION (per vehicle/crew) LS $ 300.00 $ 300.00 2A PUMP RIG & CREW HR $ 275.00 $ 350.00 3A 12-TON HYDROCRANE & CREW LS $ 180.00 $ 300.00 4A DEMOBILIATION (per vehicle/crew) LS $ 300.00 $ 300.00 WELL/ PUMP REPAIR SERVICE (B) DESCRIPTION UNIT RATE 1 B GENERAL SHOP LABOR HR $ 55.00 2B MACHINE SHOP REPAIR HR $ 75.00 3B SHOP WELDING HR $ 80.00 4B ON-SITE MECHANICAL REPAIRS & INSPECTIONS (DURING BUS. HOURS) HR $ 125.00 5B ON-SITE EMERGENCY MECHANICAL REPAIRS (AFTER BUS. HOURS) HR $ 200.00 6B WELL VIDEO SURVEY EA $ 1,100.00 NON-PREVAILING PREVAILING 7B WELL REHAB (SCRATCH & BAIL) HR $ 250.00 $ 350.00 ALL HOURS OVER 8HOURS @ TIME & A HALF SATURDAY RATES @ TIME & A HALF SUNDAY & HOLIDAY RATES @ DOUBLE TIME AS NEEDED PARTS AND MATERIAL WILL BE MARKED UP 15% PRICES VALID UNTIL 12/31/2013 Ruben Baltierra Estimator / Project Manager 25C-8 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 7, 2013 TITLE: AGREEMENTS WITH POWER ENGINEERS INC. AND CHAMBERS GROUP INC. FOR ON-CALL ENVIRONMENTAL SERVICES CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 1? Reading ? Ordinance on 2na Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute agreements with Power Engineers, Inc., and Chambers Group, Inc., subject to nonsubstantive changes approved by the City Manager and City Attorney, to provide environmental services for the not-to-exceed amount of $200,000 for each firm. DISCUSSION City staff has solicited proposals from Environmental Engineering firms to provide environmental services. These consultants are necessary to augment work efforts related to analysis of proposed projects for compliance with the California Environmental Quality Act and/or the National Environmental Policy Act. The Request for Proposals (RFP) was posted on the City website for a period of 28 days. Eleven firms submitted proposals, which were evaluated by a review committee comprised of personnel from the Public Works and Planning and Building Agencies. Ratings were based on criteria related to qualifications of the firms, project team, responsiveness to the RFP, and capacity to perform the required work. Based on the proposals submitted, the ratings for the firms are as follows: FIRM RATING 1. Power Engineers, Inc. 92.0 2. Chambers Group, Inc. 91.8 3. PCR Services Corporation 90.0 4. RBF Consulting 87.8 5. ESA, Inc. 81.0 6. Ultra Systems Environmental, Inc. 78.5 7. Lilburn Corporation 77.0 8. Sapphos Environmental, Inc. 75.3 9. Atkins North America Inc. 74.5 10. AMEC Environmental & Infrastructure, Inc. 73.5 11. VCS Environmental 73.0 2501-1 Agreements with Power Engineers, Inc., and Chambers Group, Inc., for On-Call Environmental Services January 7, 2013 Page 2of2 Following the evaluation and ranking of the proposals, a review of the fee schedules for the top three firms proved them to be consistent and reasonable. As a result, it is recommended that the firms of Power Engineers, Inc., and Chambers Group, Inc., be retained for the required services in the not-to-exceed amount of $200,000 for each firm. ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT The proposed contracts will have a limit of $200,000 for each firm. Funds to compensate efforts for environmental services will be drawn from various projects identified in the Capital Improvements Program. 1 Raul Godinez ll Executive Director Public Works Agency RG/SF APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director all Finance & Management Services Agency Exhibits: 1. Agreement and Fee Schedule - Power Engineers, Inc. 2. Agreement and Fee Schedule - Chambers Group, Inc. 25D-2 AGREEMENT FOR PROVISION OF ENVIRONMENTAL CONSULTANT SERVICES THIS AGREEMENT, made and entered into this 7`" day of January, 2013 by and between Power Engineers, Inc., an Idaho corporation (hereinafter "Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City"). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of environmental consulting services. B. Consultant represents that Consultant is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall provide environmental consulting services, including preparation, distribution and filing of environmental noticing documents, preparation of studies and technical reports and other necessary services, on an on-call basis, at the written direction of the Executive Director of the Santa Ana Public Works Agency, in compliance with Consultant's Proposal dated October 29, 2012, attached hereto as Exhibit A. The Consultant will provide an experienced, educated and professional team, who's Project Manager and staff shall be responsive and maintain excellent working relationships with City staff. The Consultant shall be committed to provide adequate staffing levels at all times in order to adhere to established schedules. Consultant services may include, but not limited to the following: Initial Study Notice of Exemptions Negative Declaration Mitigated Negative Declaration Notice of Preparation Notice of Intent Notice of Availability Notice of Determination Environmental Impact Report Environmental Assessment Environmental Impact Statement Categorical Exclusion Preliminary Environmental Study Historic Records Search Environmental Certification Form Air Quality Study Noise Impact Study Biological Studies Cultural Resources Study Geological/Soil Study Hydrology/Water Quality Study Water Assessment Study Mineral Resources Study Utility/Sewer Study Traffic Study Mitigation Monitoring Program Preparation of Response to Comments FAA and ALUC Required 25D-3 Preparation of Statement of Overriding Public Outreach Considerations On-call staff consulting Preliminary Engineering as required to support environmental analyses. Consultant services will also include attendance at appropriate City Commission, City Council, community, and other designated meetings as deemed necessary. When appropriate, the City will furnish information in its possession relevant to preparation of the environmental documentation. 2. REPRESENTATIVES For purposes of implementing this Agreement, the representative of City shall be the Executive Director of the Public Works Agency, or his designated representative, and the representative of the Consultant shall be the Project Manager or his designated representative. Except as may be otherwise stated herein, such representatives shall have the authority to act on behalf of their respective parties in carrying out the terms of this Agreement. 3. DELIVERY OF WORK PRODUCT - OWNERSHIP Consultant warrants and represents that it has the absolute right to enter into and perform this Agreement and will perform its obligations hereunder in accordance with standards and practices prevailing in the industry. Consultant's contribution to the Project, including works to be produced by Consultant hereunder, will not infringe or misappropriate the proprietary or personal rights of any third person or party. Consultant shall deliver to City any work product which results from the services provided. Said work product shall be submitted in hard copy and produced in a form compatible with City's information systems, as agreed between the Project Manager and Consultant. 4. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Consultant's Fee Schedule, attached hereto as Exhibit B. The total sum to be expended under this Agreement shall not exceed $200,000.00 during the term of this Agreement. b. Invoices. Consultant shall submit a monthly invoice by the fifteenth 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 in a format approved by the City. Invoices shall include the following information at a minimum: i. Consultant's invoice number ii. Beginning and ending dates of services iii. City project number and/or name (if applicable) iv. Work site address/location (if applicable) V. Unit cost, subtotals and total for invoice c. 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 of a professional environmental consultant. 25D-4 5. TERM This Agreement shall commence on the date first written above and terminate on December 31, 2013, unless terminated earlier in accordance with Section 14, below. The term of this Agreement may be extended by a writing executed by the Executive Director of Public Works and the City Attorney. 6. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 7. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence and in the aggregate. Such insurance shall be endorsed as follows: (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 combined single limit. Such insurance shall include coverage for owned, hired and non-owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim, and $2,000,000 in the aggregate. 25D-5 e. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: (i) Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. f. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 8. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligence, recklessness or willful misconduct of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the negligence, recklessness or willful misconduct of Consultant 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 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, nothing herein shall be construed to require Consultant to indemnify the indemnified parties from any claim arising from the sole negligence or willful misconduct of the indemnified parties. 9. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault 25D-6 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. 10. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 11. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by facsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax 714-647-6956 With courtesy copies to: Executive Director of the Public Works Agency City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, California 92702 Fax 714-647-5635 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: Power Engineers, Inc. 731 East Ball Road, Ste. 100 Anaheim, California 92805 Fax 714-507-2799 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 25D-7 by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 12. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 13. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 14. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. However, any use of unfinished work product shall be at City's sole risk. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 15. COMPLIANCE WITH APPLICABLE LAWS AND REGULATIONS a. Consultant shall perform all requirements under this contract in strict observance of and in compliance with The California Environmental Quality Act (CEQA), the National Environmental Policy Act (NEPA) and those regulations enforced by the California State Historic Preservation Officer (SHPO), as each may be amended or updated from time to time. b. 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, 25D-8 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. 16. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 17. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 18. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. Captions and headings in this Agreement, including the title of this Agreement, are for convenience only and are not to be considered in construing this Agreement. c. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. /// 25D-9 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: Laura Sheedy Assistant City Attorney RECOMMENDED FOR APPROVAL: PAUL M. WALTERS City Manager POWER ENGINEERS, INC. RAUL GODINEZ, II P.E. Executive Director - PWA BILL EISINGER P.E. Executive Vice President 25D-10 EXHIBIT A CONSULTANT'S PROPOSAL 25D-11 25D-12 POWER ENGINEERS, INC. POWER i ENGINEERS 731 EAST BALL ROAD SUITE 100 ANAHEIM, CA 92605 USA PNoNE 714-507-2700 Fax 714-507-2799 October 29, 2012 City of Santa Ana Public Works Agency Ms. Suzi Fuljanic, Project Manager 3'd Floor, Ross Annex 20 Civic Center Plaza Santa Ana, California 92702 Subject: Proposal to Provide Environmental Consulting Services (RFP #12-063) Dear Ms. Furjanic: On behalf of POWER Engineers, I am pleased to present our proposal to provide Environmental Consulting Services for the City of Santa Ana Public Works Agency. In our proposal, you'll find the following sections: Firm Experience, Project Team, Relevant Project Experience, Approach, and Exhibits. Per Section XIV, Subsection B of the RFP, POWER's Fee Schedule is enclosed in a separate, sealed envelope. The POWER Team will execute Work Assignments issued under this contract with the highest of level of professional quality, defensibility, and efficiency, and will maintain our track record of obtaining environmental approvals for a wide range of infrastructure projects, including roadway and highway projects, on schedule and on budget. Here's why you can be confident in selecting the POWER Team: 1. Our team is comprised of experts in CEQA and NEPA. We understand the City's reporting requirements through experience, and have in-depth experience successfully navigating Caltrans' processes to obtain project approval. 2. We have assembled a cohesive and highly qualified team that has worked together successfully to obtain approval for the same type of projects anticipated under this contract. 3. Our Project Manager, Court Morgan, has managed the on-call environmental consulting services contract for the City of Santa Ana Public Works Agency. His knowledge attained through prior management of this contract, coupled with the team's experience and working relationship with the City, will enable the POWER Team to immediately begin taking on projects and expediting approvals. We have directly pertinent, in-depth experience and positive working relationships with the City, Caltrans, and regulatory agencies such that there will be no learning curve on any Work Assignment issued under this contract; we are ready to hit the ground running! Please contact Court Morgan with any questions about our proposal. He can be reached directly at 714-507-2764 or at courtanorgan@powereng.com. Thank you for the opportunity to provide environmental services for this important contract, and we look forward to further discussing our qualifications with you in detail. Sincerely, Bill Eisinger, P.E. Court Morgan Executive Vice President Project Manager w Av.poweren9•com HLY 11-128223 CITY OF SANTA ANA PwA ENV. CONSULTING SERVICES (10/29112) BH 25D-13 POWER ENGINEERS 1. FIRM EXPERIENCE POWER ENGINEERS POWER Engineers and our subconsultants-Applied EarthWorks, RBF Knowledgeable - Flexible - Reliable Consulting, and KOA Corporation-have the combined expertise and > Founded in 1976 experience to excel at providing Environmental Consulting Services for > 1,600+ Employees the City of Santa Ana Public Works Agency. > Offices Nationwide & Overseas > Employee-owned POWER'S EXPERTISE & EXPERIENCE. POWER Engineers is a nationally-ranked, fill-service, interdisciplinary environmental and engineering design firm. The Environmental Business Unit includes more than 170 environmental planners and scientists who POWER Specializes In These are leaders in environmental services, and has focused on providing comprehensive environmental consulting services to clients for over 30 Environmental Services years. Our success is a result of our collective experience and our in- > CEQA & NEPA Compliance depth understanding of environmental issues, public concerns, land > Water Quality Assessments/Clean ownership, and engineering. Water Act Compliance We do a substantial amount of work in California, including preparation > Biological Resources (Wildlife & and review of California Environmental Quality Act (CEQA) and National Botanical) Environmental Policy Act (NEPA) compliant documents and supporting technical studies for both cities and counties. Projects include > Habitat Conservation Plan Environmental Impact Reports (EIRs), Environmental Impact Statements Compliance (EISs), and Mitigated Negative Declarations (MNDs), among others. > Regulatory Agency Permitting Directly pertinent to this contract, POWER has been retained by the > Hydrological/Geohydrological Riverside County Transportation Department to provide on-call Studies environmental consulting services for proposed roadway and highway > Cultural Resources/Native improvement projects. POWER has successfully executed multiple American Consultation projects through this contract, including management of the preparation of > Noise & Acoustics CEQA and NEPA compliant documents and supporting technical studies to meet County and Caltrans reporting requirements. POWER is also > Public Involvement & Outreach preparing the joint Initial Study/Environmental Assessment on behalf of > Socioeconomic the County of Riverside for the proposed reconstruction of the existing Studies/Community & Land Use Interstate 10 (1-1 0)/Jefferson Street interchange in Indio, California. Impact Assessment In addition, our Project Manager, Court Morgan, managed the on-call > Geoengineering & Geotechnical environmental consulting services contract for the City of Santa Ana Services Public Wanks Agency, and the City's Planning and Building Agency, > Visualization Technology prior to joining POWER. As Project Manager under these contracts, > Landscape Architecture Court managed preparation of multiple CEQA and NEPA documents and supporting technical studies for multiple projects. The knowledge > Geographic Information Systems attained through prior management of the City's On-call Environmental > Hazardous Materials & Consulting Services Contracts, coupled with the team's experience and Waste/Remediation Services (e.g.: working relationship with the City, will enable the POWER Team to hit Phase I & Phase II Environmental the ground running and expedite project approvals. Site Assessment) POWER has worked closely with, and has been contracted directly to perform work for, numerous federal agencies including the Federal HLY 11-128223 CITY OF SANTA ANA PWA ENV. CONSULTING SERVICES (10129112) BH 1. FIRM EXPERIENCE 1 1 25D-14 POWER ENGINEERS, INC. POWER is currently working with these subconsultants on similar projects, and therefore the POWER Team will bring team cohesiveness to the City's contract. AE Specializes in These Cultural Services > Cultural and Paleontological Resource Investigations and Reporting > National Historic Preservation Act Section 106 Consultation > Native American Coordination and Consultation > Architectural History Analysis and Reporting > Data Recovery and Museum Curation > Cultural and Paleontological Resources Construction Monitoring Highway Administration (FHWA), U.S. Fish and Wildlife Service (USFWS), U.S. Army Corps of Engineers (USACE), U.S. Forest Service, Bureau of Land Management, and various state, regional, and local agencies in developing more than 150 CEQA and NEPA compliance documents, management plans, and associated permits. We have conducted interagency coordination at varying levels of detail and complexity. When necessary, POWER's in-house Public Outreach Group facilitates involvement of the public and agencies in the environmental process. SLISCONSUL MNTS' EXPERTISE & EXPERIENCE The in-depth experience of POWER's subconsultants with City and Caltrans processes will allow the team to execute Work Assignments under this contract in a highly cost effective and expeditious manner. Importantly, POWER is currently working with these subconsultants on similar projects, and therefore the POWER Team will bring team cohesiveness to the City's contract. Provided below is an overview of each subconsultant. APPLIED EARTHWORKS Incorporated in 1995, Applied Earthworks, Inc. (AE) is a certified small business with 45 professional staff performing work throughout California and the Western U.S. Specializing in history, archaeology, architectural history, and paleontology, few cultural resource consulting firms can match AE's corporate experience in southern California. AE possesses a thorough understanding of Federal and state regulatory compliance procedures and has successfully completed more than 2,100 projects on behalf of governmental and private sector clients. Its staff maintains excellent working relationships with the State Historic Preservation Off ice, Native American Heritage Commission, and other Native American organizations. AE has a successful track record providing high-quality on-call/as-needed environmental services to local public agency clients. Those agencies have indicated their high level of satisfaction with our services and products by awarding us consecutive contracts. We attribute our success to: . Extensive southern California cultural resources experience . A solid understanding of CRibf laws and regulations • Consistent success in consultation with regulatory agencies • Knowledge of and sensitivity to Native American concerns • A strong commitment to responsiveness AE's paleontology program offers a full range of services, including museum records searches, literature reviews, field surveys/assessments, construction monitoring, fossil collection, data recovery, laboratory preparation, analysis of fossil resources, museum curation, and technical reporting. Our paleontologists consistently producing quality, on-time work and readable technical documents. HLY 11-128223 CITY OF SANTA ANA PWA ENV. CONSULTING SERVICES (10128/12) BH 1. FIRM EXPERIENCE 1 2 25D-15 POWER ENGINEERS, INC. RBF's Air Quality Expertise > Air quality dispersion modeling > Construction and operational pollutant modeling > Carbon monoxide hotspots modeling > Odor analysis > Greenhouse gas emissions analysis RBF's Noise/Acoustics Expertise > On-site noise measurement > Residential noise studies and sound insulation analysis > Construction noise measurement and analysis > Community noise impact surveys > Traffic and rail noise measurement, analysis, and abatement design Experts in Air Quality Models > ISC-3 Gaussian Plume Model > AERMOD Plume Model > BREEZE ROADS Dispersion Model > URBEMIS/CalEEMod Emissions Model Experts in Noise Modeling Programs > FHWA RD-77-108 Model > FHWA Transportation Noise Model > FHWA Roadway Construction RBF CONSULTING, INC. RBF Consulting, a Company of Michael Balser Corporation, is one of the largest engineering, design, and construction management firms in the nation. From RBF's beginning in 1944 in southern California, the company has grown to a frill service consulting firm with project experience in 13 countries, 27 states, and with over 700 local agencies. RBF has a team of 540 professionals with 16 offices in the Western U.S. RBF provides a complete range of services for planning, urban design, transportation planning, land use and policy planning, landscape architecture, and environmental services. Over the past 65 years, RBF has held numerous contracts within the City of Santa Ana, including: Parkcenter Drive Initial Study; Jurisdictional Delineation and Biological Habitat Assessment for Edinger Avenue Bridge Widening; and multiple regulatory services contracts for seismic retrofit projects throughout the City. In addition, over the past 10 years, RBF has held 16 roadway preliminary design and/or final design contracts with Caltrans, including the I-5 at Jamboree Improvements and 1-5/Grand Avenue Interchange. Air Quality/GHG Emissions/Climate Change A recognized leader in air quality modeling and analysis, RBF has prepared a wide variety of air quality analyses for projects throughout California. We are familiar with Federal, state, and local requirements and thresholds of significance for criteria pollutants. RBF routinely consults with the U.S. Environmental Protection Agency (EPA) South Coast Air Quality Management District (SCAQMD), and other air pollution control districts to ensure adequate project-level analysis under existing air quality regulations. RBF utilizes state-of-the-art air quality models to accurately quantify air pollutant levels both during construction and project operations. RBF also provides Global Climate Change analysis in response to AB-32 and Executive Order S-3-05, calling for an increasing level of greenhouse gas (GHG) emissions analysis for development projects within the State. Noise/Acoustics RBF provides a full range of noise impact analyses for public and private sector clients, in accordance with local, State, e.g., Caltrans, and Federal impact assessment criteria. RBF is skilled in utilizing various noise modeling programs and provides ambient noise levels surveys, utilizing Larson Davis 820 and Bruel & Kjaer 2250 sound level meters. Visual Impact Analysis RBF provides visual stimulation studies for aesthetic and visual impact evaluation, including for Caltrans-compliant Visual Impact Assessments. Simulations produced by RBF range from simple photo composite/3-13 massing studies to full photorealistic depictions. RBF uses state of the art software and advanced techniques such as metric photogrammet y and Real Time Kinematic (RTK) global positioning. Data is processed using state-of-art computer techniques into high-quality graphics that allow the public to understand the visual impacts of a project. HLY 11-128223 CITY OF SANTA ANA PWA ENV. CONSULTING SERVICES (10/29112) BH 1. FIRM EXPERIENCE 1 3 25D-16 POWER ENGINEERS, INC. KOA's EIR for the Santa Ana Transit Zone project received a Focus Issue Award from the California chapter of the American Planning Association. RBF provides dynamic views of proposed developments through the use of animations and Matchmove technology (combining computer animation with video). Animations provide visual analysis while moving through or around a project on foot, in a vehicle or plane. RBF also performs viewshed analyses that may be utilized to determine whether or not project features are visible within a one-mile-radius. The map is created using Geographic Information Systems (GIS) technology and may include Digital Surface Model (DSM) data. DSM data allows RBF to determine view blockage resulting from existing structures, terrain, and landscaping, e.g., large trees. RBF also prepares shade and shadow analyses by overlaying shadow diagrams on a base map with the building footprints of the project and the surrounding buildings. This illustrates any change in shadow patterns that would be directly attributable to the project, and visually demonstrates the effect of these shadows on surrounding land uses, e.g., residential. Preliminary Engineering The Transportation Planning Department of RBF has an outstanding reputation with over 30 years of experience in the fields of transportation master planning and civil engineering. The staff have extensive experience working directly for municipal, county, state, e.g., Caltrans, and Federal agencies. Based on proven engineering principles, RBF's experienced staff incorporates the geometric standards of alignment, grade, cross section, access control, and intersection/interchange design into the planning and engineering of new roadways and highways. RBF has extensive experience in redesigning existing highways and intersections to increase capacity and safety. KOA CORPORATION Founded in 1987, KOA Corporation is one of the leading traffic engineering and transportation planning and design firms in California, with six offices to serve our California clients. KOA provides consulting services to both public and private sectors. With nearly 100 employees, our staff includes transportation planners and California registered civil and traffic engineers. KOA has provided engineering services for many of the largest public works and transportation planning projects in California. Specifically, KOA has provided traffic engineering services for projects owned by the City of Santa Ana, including the preparation of traffic study documents for environmental impact reports. Our most recent and recognized project was the Santa Ana Renaissance Specific Plan (now referred to as the Santa Ana Transit Zone) Environmental Impact Report. This project received a Focus Issue Award from the California Chapter of the American Planning Association. Another significant environmental project owned by the City was the Metro East Specific Plan EIR. KOA also has extensive experience with obtaining project approvals from Caltrans. We have performed work on several freeway projects, which involve heavy coordination with Caltrans staff, including for the Alton Avenue overcrossing in Santa Ana, over the SR-55 Freeway. Other freeway projects have included a project study report for the SR-60/SR-57 freeways at Grand Avenue, and SR-91 ramps at Tustin Avenue in the City of Anaheim, the Gene Autry bridge extension over the I-5 Freeway. HLY 11-128223 CITY OF SANTA ANA PWA ENV. CONSULTING SERVICES (10/29112) BH 1. FIRM EXPERIENCE 1 4 25D-17 POWER ENGINEERS 2. PROJECT TEAM The POWER Team brings unparalleled and directly relevant project experience and knowledge to the City of Santa Ana for this contract. In fact, members of the POWER Team have experience working with the City of Santa Ana Public Works Agency, as well as Caltrans, including District 12. The team we have assembled for this contract has worked closely together to prepare CEQA and NEPA compliant documents and supporting technical studies for transportation-related projects; this includes work performed under POWER's on-call environmental consulting services contract with the Riverside County Transportation Department. Our team's pertinent knowledge and experience working together brings vahie- added expertise to complete and obtain project approval expediently and cost effectively under this contract. Combined, the POWER Team has completed hundreds of environmental studies for transportation projects involving roadway realignments, extensions and widenings, intersection improvements, and highway improvements. We have provided brief resumes for our proposed Key Personnel, including their role and percentage of time we anticipate will be devoted to the project; these estimates may fluctuate as specific tasks are assigned. KEY PERSONNEL RESUMES . POWER ENGINEERS Court Morgan Project Manager (40%) Mr. Morgan is a Project Manager/Senior Environmental Planner with over 15 years of experience. He has provided environmental planning and permitting services for numerous surface transportation and infrastructure projects, including several road widening projects in both rural and urban environments. Court has coordinated and managed several such projects to meet requirements set forth by Caltrans, CEQA, NEPA, and FHWA, and other state, federal and local regulatory agencies such as, but not limited to, the California Department of Fish and Game, Regional Water Quality Control Boards, South Coast Air Quality Management District, and USACE. Directly relevant to this contract, Mr. Morgan currently serves as Project Manager for POWER's on-call envirormiental consulting services contract with the Riverside County Transportation Department. POWER has successfully executed multiple projects associated with this contract, including management of the preparation of CEQA and NEPA compliant documents and supporting technical studies to meet County and Caltrans reporting requirements. Mr. Morgan has extensive experience working with the City and Caltrans to manage projects through the PANED process. In fact, Court managed the On-call Environmental Consulting Services Contract for the City of Santa Ana Public Works Agency (and the City's Planning and HLY 11-128223 CITY OF SANTA ANA PWA ENV. CONSULTING SERVICES (10/29/12) BH Our team's pertinent knowledge and experience working together brings value-added expertise to complete and obtain project approval expediently and cost effectively under this contract. Building Agency) prior to joining POWER. As Project Manager under this contract, he managed preparation of multiple CEQA and NEPA documents and supporting technical studies, regulatory permitting studies, and applications for a variety of City proposed roadway improvement projects (e.g.: Grand Avenue widening and Bristol Street widening projects). Mr. Morgan's knowledge attained through prior management of the City's On-call Environmental Consulting Services Contract, coupled with the team's experience and working relationship with the City, will enable the POWER Team to hit the ground running and expedite project approvals. Bill Elsinger, P.E. Principal-in-Charge (20%) A,Jr. Eisinger is experienced in all phases of project management, development, and design for transmission line and substation projects. As a project manager for major utility projects, he is experienced in the areas of routing and siting, right of way acquisition, design criteria development, preliminary and final design, material procurement, construction management, cost estimating and economic analysis, planning, and overall program management for projects ranging from 46 kV to 500 kV. Prior to becoming a consultant, Mr. Eisinger worked as an engineer 2. PROJECT TEAM 1 1 25D-18 POWER ENGINEERS, INC. and project manager for electric utilities, where he had responsibility for the design of new transmission lines and supervised a design group in lattice steel structure design, . foundation design, complex structural analysis, insulation and clearance design, electromagnetic induction investigations, grounding, and transmission I ine optimization. Projects required wood, tubular steel and lattice structures. Mr. Eisinger served two terms as a member of the EPRI Overhead Lines Task Force and was also a utility advisor for major transmission research projects. Jim Jensen QA/QC (25%) Mr. Jensen has extensive experience in project management, siting, environmental planning, permitting, public involvement, and agency coordination for a wide variety of infrastructure projects and resource management planning throughout the United States. He has worked on or managed over 100 NEPA Environmental Assessments (EAs) and EISs in his career, and has worked on nearly 100 transmission line projects, in addition to dozens of renewable energy projects of all types. This includes leading several EIRs for projects in California. Mr. Jensen specializes in management of interdisciplinary teams that help industry and agencies solve regulatory and planning issues and meet critical deadlines and agency approvals. He has extensive experience working with state, federal and local agencies, conducting EAs, EISs and state siting projects, planning and public projects. He specializes in fast-track and controversial assignments. Thom Ryan Work Assignment Manager and FAA/ALUC (40%) Mr. Ryan is a project manager for environmental compliance on capital and development projects in the areas of infrastructure development, renewable energy, and regulatory permitting. He is an experienced program and project manager, having managed several on-call CEQA and NEPA environmental services contracts ranging up to $3.75 million in total value. He is experienced with environmental compliance requirements associated with a wide range of federal and state environmental laws and regulations. He has participated in all phases of environmental analysis including initial yr ???? ??.? tmyectTKaOr,uh?7a•eICFS?t f?. feasibility studies, determination of exemption/exclusion, ISs and Negative Declarations (NDs), EAs, and full EIRMSs. Mr. Ryan has recently permitted two extension infrastructure projects to meet FAA and ALUC requirements. See the Organizational Chart following the resumes for a look at the reporting hierarchy for the key personnel in management and lead technical roles. Karen Cadavona Work Assignment Manager and Public Outreach (40%) Ms. Cadavona is an environmental planner and public involvement coordinator who manages the environmental permitting process under federal and state guidelines. Her experience includes developing planning materials, report preparation, identification of impacts from transportation, electrical transmission, and other projects, and preparation of mitigation measures to reduce their impacts on the natural and human environments underNEPA and CEQA guidelines. Prior to joining PONVER, Karen was an Associate Environmental Planner at Caltrans, District 7 for four years where she assisted in the preparation of Preliminary Environmental Analysis Reports (PEARS) and Preliminary Environmental Study (PES) Forms; local agency reviews; public noticing and outreach materials; and also assisted local agencies with CEQA and NEPA compliance pursuant to Caltrans' Local Assistance program. She has also prepared various sections for EISs, EAs, EIRs, MNDs, and Initial Studies (1Ss) and has coordinated the public involvement process. HLY 11-128223 CITY OF SANTA ANA PWA ENV. CONSULTING SERVICES (10129112) BH Kim Quinn Work Assignment Manager (45%) Ms. Quinn is an environmental planner experienced in environmental documentation and analysis consistent with CEQA and NEPA. Ms. Quinn has also prepared additional environmental documentation specific to Caltrans requirements. Her CEQA/NEPA expertise incorporates areas essential to project approval including land use planning, air quality/climate change, cultural resources, biological resources, visual analysis, water quality, hazards and hazardous materials, noise, utilities and service systems, and traffic/transportation. Ms. Quinn has worked directly with a variety of interested and affected parties including Caltrans, various local planning, and development departments, and independent developers. Her project experience encompasses a diverse range of projects crossing multiple jurisdictional boundaries. Ken McDonald Biological Resources/ Permitting (45%) Mr. McDonald is an environmental biologist and botanist with more than I I years of experience in natural resources consulting, including a variety of Caltrans projects in Orange, Riverside, Los Angeles, and San Luis 2. PROJECT TEAM 1 2 25D-19 POWER ENGINEERS, INC. Obispo Counties. Mr. McDonald has ample expertise in vegetation restoration, wetlands delineation, and floral and faunal resource impact assessment. He has conducted reconnaissance surveys and habitat evaluations for special status plant and wildlife species and has authored environmental and biological sections for a variety of documents, including Biological Assessments, ETRs, EISs, and EAs for state and federal environmental assessment documents under CEQA and NEPA. Mr. McDonald's wide-ranging experience includes leading and coordinating teams of various biological disciplines, creating vegetation restoration mitigation and monitoring plans, restoration implementation monitoring, restoration compliance inspections, construction monitoring, data collection and analysis, functional analysis, and assisting with jurisdictional waters delineations. Michel Ybarrondo, P.E. Hydrology/Floodplains (45%) Mr. Ybarrondo is a water resources engineer with experience in the entire stream restoration process from initial alternatives analyses to post-project monitoring. This process includes hydrologic and hydraulic modeling, fluvial geomorphology, hydraulic analysis for the design of bridges and culverts, surveying, and construction management. He also has experience in geotechnical investigations, construction monitoring, geologic hazard investigations, geologic mapping, groundwater modeling and contaminant degradation analyses. For transmission projects, Mr. Ybarrondo uses his extensive geological, geotechnical and water resources engineering experience to assess critical design and construction considerations. Additionally, he is experienced in the complexities associated with geotechnical investigations for transmission foundation design and direct embed backfilt testing procedures. Mark Schaffer Community Impact Assessments/ Socioeconomic and Utility/Sewer Study (40%) Mr. Schaffer has experience serving as a land use analyst, study coordinator, and environmental planner for numerous linear related siting projects (e.g,: surface transportation, pipelines, transmission and distribution lines, fiber optic lines). He has conducted data collection, analysis, and impact assessments for over 95 environmental studies addressing the topics of community impact assessment (including Cattrans- compliant assessments); land jurisdiction/ownership; existing land use; planned land use; agriculture, hazardous waste, recreation; and transportation. Selected projects include site-specific studies such as hazardous waste assessments, and regional-scale studies including collection and analysis of constraint and opportunity data for a transmission line system involving a 100-million acre study area covering parts of five southwestern states. Sam Matthews, Eng. P.G. Hazardous Materials/Initial Site Assessments and Geology/ Soils/Mineral Resources (40%) Mr. Matthews is a registered professional engineering geologist with extensive working experience in the transportation industry. His diverse technical background, extensive operations experience, utilization of multidisciplinary business lines and project delivery methods has resulted in the completion of many successfid transportation projects throughout the western United States. Mr. Matthews` technical background portfolio includes geotechnical engineering, geological engineering, environmental, water resources, and materials related services. Project experience includes: environmental assessment (Phase 1,111 & 1II), Hazardous Materials evaluation and remediation, surface and groundwater evaluation, geologic mapping, rock mass characterization and rock slope, stabilization, hydrogeology, storm- water evaluations, settlement analysis; . slope stability evaluation and renediation, geophysics, undergroinrd mapping, materials testing & inspection, laboratorytesting, aggregate source evaluations, groundwater evaluation, seepage analysis, monitoring well design and installation, compliance and permitting, and construction management. Mr. Matthews is skilled: with developing strong client relationships and building strategic project teams that result in successfiil-.: project delivery. Stephanie Bennett Public Outreach (50%) With extensive experience in the public involvement and communications fields, Nis. Bennett has worked in public involvement for projects in various stages of development. Her experience includes working as the statewide Public Involvement Coordinator for the Idaho Transportation Department. She specializes in NEPA projects and is well-versed in environmental process and agency coordination. She has completed public involvement for EISs, EAs and Re-evaluations. Ms. Bennett specializes in transportation projects and enjoys working one-on- . one with stakeholders and property owners to resolve difficult issues, including right of way takes, relocation of property access and aesthetic treatments. She is currently working for the Idaho Division of. FHWA to coordinate and moderate the state's Partnership on Sustainable Communities Workshop. The workshop is part of an effort by FHWA, Housing & Urban Development (HUD) and ' Environmental Protection Agency (EPA) to bring community leaders together to foster collaboration on projects. Ms. Benrett's public involvement outreach includes' coordination of meetings and public hearings, development of newsletters, website development, and various one-on-one outreach activities. HLY 11-128223 CITY OF SANTA ANA PWA ENV. CONSULTING SERVICES (10/29112) BH 2. PROJECT TEAM 1 3 25D-20 POWER ENGINEERS, INC. Allison Carver Water Quality (50%) Ms. Carver is a biologist with experience conducting habitat and biological assessments, natural environment studies and ecological research projects. She has experience conducting wetland delineations, and specializes in water resource analysis. She has authored both biological and hydrology and water quality sections for a variety of documents, including EIRs, EISs, and IvMi s for state and federal environmental assessment documents under CEQA and NEPA. Ms. Carver has prepared Section 401 Water Quality Certification permits, Section 404 Nationwide permits, and CDFG Lake or Streambed Alteration Agreements; she has also developed and implemented storm water pollution protection plans (SWPPPs) and spill prevention, control, and countermeasure plans (SPCCs) in compliance with regulatory agency requirements. Her experience includes environmental compliance monitoring, construction monitoring, and data collection and analysis, including water quality. David Barrackman GIS (40%) Mr. Barrackman is an experienced GIS analyst with a range of experience in field work, data collection, field and data analysis, design, and mapping. His background includes resource plan development, documentation, forest inventory, soil analysis, habitat monitoring, 2D and 3D illustration, field data and figure mapping, and calculating project-specific CEQA and NEPA documentation. He has experience in database management and mapping various forms of analytic data used in planning applications, such as converting AutoCAD drawings to and from GIS format. His experience also includes data translation and information applications. Mr. Barrackman is proficient with various GIS software applications, AutoCAD, GPS applications, and graphics software. He provides . based mapping and analysis for air quality, traffic and transportation, natural resources, geotechnical, remediation, and planning. Saadia Byram Technical Editing/Document Production (40%) Ms. Byram is an administrative professional specializing in technical editing and document management. She works closely with Project Management and Environmental Planning to perform quality control for NEPA and CEQA documents and facilitate resource collaboration. Her experience includes coordination and management of environmental documents and reports, development of project planning documents, interdisciplinary coordination, and production of project record documentation. She assists federal agencies with Section 508 compliance to ensure that all project documentation posted to agency websites is equally accessible to people with disabilities. She performs technical writing, editing, and formatting for EISs, ETRs, iv1NDs, ISs, Biological and Cultural Survey Reports, CEQA Checklists, Communications Plans, Preparation Plans and Public Involvement Plans, among others. APPLIED EARTHWORKS Susan Goldberg, MA, RPA Cultural Resources- Archaeological (50%) Ms. Goldberg has more than 35 years of archaeological fieldwork, research, management, and administration experience in California, Oregon, and the Midwest. As Vice President in the Southern California Region, she directs staff and subcontractors in the performance of project work. She has directed or supervised field work at hundreds of prehistoric and historic sites, prepared and implemented cultural resources management and treatment plans to ensure compliance with Section 106 of the NHPA, CEQA and other federal and state laws. This work has included National Register evaluations and nominations, research designs, site protection plans, buried site testing, monitoring, and mitigation thorough data recovery for transportation, hydroelectric, water, solar, wind, and gas developments. Ms. Goldberg has also managed several large data recovery projects, on-call services contracts with Metropolitan and Caltrans District 8, and the cultural resources elements of dozens of CEQA/NEPA compliance projects, Victoria Smith, MA Cultural Resources- Historical/Architectural History (40%) Ms. Smith, AE Historic Preservation Program Manager, has more than 20 years of experience in cultural resource investigations with 13 years of experience as an architectural historian and historic preservation specialist. During the past 15 years her work has primarily focused on managing regulatory compliance projects wider Section 106 and 110 of the National Historic Preservation Act (1966, as amended), Section 4(f) of the U.S. Department of Transportation, NEPA, and CEQA. Her professional experience includes archival research, historic built environment inventory surveys, historic streetscape assessments, National Register and California Register eligibility evaluations, National Register nominations, historic context development, visual impacts assessments, historic preservation planning, historic building rehabilitation guidance, and design review. Ms. Smith has extensive experience in conducting historic built environment studies for transportation, aviation, energy, flood control, communications, urban redevelopment, capital improvement, and military projects. She meets and exceeds the Secretary of the Interior's Professional Qualifications Standards for an Architectural Historian. Jessica DeBusk, BS Paleontological Resources (40%) Ms. DeBusk has nearly a decade of experience as a consulting paleontologist in California with HLY 11-128223 CITY OF SANTA ANA PWA ENV. CONSULTING SERVICES (10129112) BH 2. PROJECT TEAM 1 4 2501-21 POWER ENGINEERS, INC. expertise in paleontological resource management, multidisciplinary project management, and California geology and paleontology. As AE' Paleontology Program Manager, she is responsible for the oversight of all paleontological work and oversees and directs AE's paleontological field and laboratory technicians. As a Senior Paleontologist, she routinely directs paleontological field surveys and assessments, mitigation monitoring of construction activities, fossil salvage and collection, laboratory preparation and analysis of micro- and macrofossils, museum curation, and authors technical reports. Since 2003, Ms. DeBusk has successfully conducted more than 200 paleontological investigations throughout California, Nevada, and the western U.S. Ms. DeBusk is an Orange County Certified Paleontologist. RBF CONSULTING Eddie Torres, INCE Noise/Acoustics, Air Quality/GHG Emissions/Climate Change, and Visual Impact Analysis (40%) Mr. Torres oversees and prepares Environmental and Planning studies for public and private sectors clients, under CEQA and NEPA, vlr. Torres draws on his broad background and understanding of environmental constraints to provide technical and CEQA compliance review and environmental documentation, in addition to research, analysis, and writing, Mr. Torres has managed a wide range of environmental planning projects, including environmental documents for major infrastructure and land development projects, an, quality and noise studies, highly controversial hillside development projects, state-of-the-art visual analyses, facility siting and due diligence studies, and coastal development projects. Mr. Torres also serves as the Director of Technical Studies, with a specialty in Acoustics, Air Quality, Climate Change, and Visual Impact Assessments. Mr. Torres leads RBF's efforts to be at the forefront of Global Climate Change studies. Mr. Tones has prepared numerous analyses that are consistent with climate change legislation such as Assembly Bill 32, Senate Bill 97, Executive Order S-3- 05, and Senate Bill 375. In addition to analyzing climate change impacts, Mr. Torres has led the development of numerous greenhouse gas inventory models which calculate greenhouse gas emissions from such sources as vehicular traffic, stationary sources, electricity consumption, water consumption, wastewater treatment, and construction processes. Cathy Johnson, RLA Visual Impact Analysis (40%) Ms. Johnson is a member of RBF's landscape architecture design group. Her experience includes the management and design of over 40 public works and transportation projects on California's Highway System. Prior to joining RBF, Ms. Johnson was employed by Caltrans in District 7, Los Angeles, and Ventura Counties. She is credited with projects having a cumulative construction value of over $200 million. In addition, Ms. Johnson employs her skills and vision in the investigation and assessment of visual impacts of proposed transportation. projects, design and implementation of sustainable erosion control measures, and development of restorative vegetation plans for native habitat areas, wetlands, trails, and recreational facilities. Tim Haile, P.E. Preliminary Engineering (40%) Mr. Haile has 14 years of experience on public works and transportation projects, of which over six years were with Caltrans. He is an expert in Caltrans design policies, procedures, and standards for transportation projects. Mr. Haile has developed geometrics and managed civil engineering support, such as drainage, structures, and water quality for over 40 miles of freeway improvements and interchange improvements for the PSR and PANED phases. Mr. Haile is recognized for his leadership and ability to coordinate and develop solutions collaboratively with multiple stakeholders to complex project challenges. Over the past year, Mr. Haile has been actively involved nationally with the Transportation Research Board and a member of the TIOV, HOT, and Managed Lanes Committee. He has a broad understanding on a national level of managed lanes. During his career at RBF, Mr. Haile has been managing and assisting with large multi-discipline projects, such as the State Route 91 Corridor Improvement Project, Mid County Parkway, High Desert Corridor, and the Orange County/ Riverside County Major Investment Study. His experience consisted of developing geornetrics, preliminary cost estimates and preparing technical reports, such as Project Study Reports, Project Reports, and Modified Access Reports. He understands the complete planning and environmental process. His proactive approach to integrating the enviro?unental aspects into engineering have resulted in streamlining projects through the process. KOA CORPORATION Min Zhou, P.E. Traffic Impact Assessments (50%) Ms. Zhou is a Principal Transportation Engineer for KOA. Ms. Zhou has 20 years of transportation engineering and planning experiences in both private consultant companies and public agencies. She has conducted travel demand forecast modeling, traffic operation and studies, road design and engineering, database management and statistic analysis-this includes conducting project-related traffic impact assessments for review and approval by tine City of Santa Ana.. She is familiar with travel forecast software, GIS applications, and other transportation software programs including: TransCAD, TP+, Cube, Tranplan, VISUM, SYNCHRO, TRAFFIX, MSSQL database, and ACCESS database. HLY l l-128223 CITY OF SANTA ANA PWA ENV, CONSULTING SERVICES (10129112) BH 2. PROJECT TEAM 1 b 25D-22 MOM ' - ` stn ua a? c ui OAK N zcz I c C z . - _cZ S ' Ui F O0 lll "? N y? N U T C' v . Y 2 O C - a ?°_ _c?w °- bU ad o? CC _ s t s V C O N i1 O L? r V .O L a V d a 3 10 C a O d CO) Cf N C O U d c p •C w U 25D-23 WOMEN ast i d ? ? ca ? - U u? N E «s .; CY Lo cc . J > M I- '. V m © V cn V (6 y W L L _ S m N ?? X04 a ao W W p t ? ?+ E cn ?= O o a 0 CL ? as Z ?, Ob ?? -_ v ? lCk ?t ry? U O d) f . "Ip ? ? .. N , Oxii J l - 19 co xN c c ? O ? d w _' d? to 40 n- 'm u? N N a = ff £ te ?_ o : U V as c N 0 C-4 J S POWER CZA4NGINEERS 4. APPROACH Members of our team have worked directly with the City and Caltrans, providing the City with a team that is unparalleled with regard to pertinent contract- related experience. TECHNICAL APPROACH PROJECT UNDERSTANDING The POWER Team brings to the City the immediate availability of technical depth and diversity of expertise necessary to fulfill all the areas listed in Exhibit A (Scope of Work) of the RFP. The key activities required under this contract include: • Preparing CEQA and NEPA documents, ranging from Categorical Exemptions and Exclusions to EIRs and EISs; • Coordinating with external agencies and the public, as necessary; • Acting as an extension of City staff, e.g., on-call support staffing, to complete environmental tasks and obtain project approval; • Familiarity and compliance with FAA and ALUC requirements • Preparing and implementing mitigation monitoring and reporting programs; and • Preparing environmental technical studies (e.g.: biological and cultural resources; air and noise; hydrology and water quality) to support CEQA and NEPA documents. Our approach to this contract will be guided by our extensive knowledge of CEQA and NEPA standards and City and Caltrans procedures has allowed us to prepare numerous CEQA and NEPA compliance documents in accordance with those standards. We have also prepared hundreds of environmental permits including Section 404 permits in consultation with the USAGE; Section 401 Water Quality Certifications from the respective Regional Water Quality Control Boards; and Section 1602 Streambed Alteration Agreements in coordination with CDFG. The POWER Team has also prepared and successfully administered Mitigation Monitoring and Reporting Programs for major transportation projects. Members of our team have worked directly with the City and Caltrans, providing the City with a team that is unparalleled with regard to pertinent contract-related experience. CALTRANS PROCEDURES & REPORTING REQUIREMENTS Preparation of NEPA-compliant documentation under this contract would entail preparation of studies to meet requirements set forth by Caltrans. The POWER Team is highly trained regarding preparation of a range of NEPA documents and supporting technical studies in accordance with standards specifically detailed in.Caltrans' Standard Environmental Reference (SER) and other associated Environmental Handbooks and manuals, e.g., Storm Water Quality Handbook. HLY 11-128223 CITY OF SANTA ANA PWA ENV. CONSULTING SERVICES (10/29/12) BH 4. APPROACH I 1 25D-24 POWER ENGINEERS, INC. The POWER Team Has Extensive Experience with Caltrans-Com pliant Studies > Biological Resources Studies: Natural Environment Study (NES), and NES (Minimal Impacts) > Phase I Environmental Site Assessment/Initial Site Assessment (Phase I/ISA) > Community Impact Assessment and Relocation Impact Studies/Memorandums > Noise Study Reports and Noise Abatement Decision Reports > Air Quality Studies (GHG Emissions, Climate Change Analyses) > Section 4(0 Evaluations: Individual and Programmatic Evaluations > Visual Impact Assessments > Traffic Impact Studies > Initial Site Assessment (ISA) for Hazardous Materials > Public/Agency Scoping > Water Quality Assessment Reports > Wetland Delineations > Hazardous Wastes/Materials (as regulated by RCRA, CERCLA, TSCA, FIFRA, CERFA, Cal EPA, RWQCB) > Location Hydraulic Studies, Floodplain Evaluation Reports, and Summary Floodplain Encroachment Reports > Cultural Resources/Section 106 Studies: Historic Property Survey Report (federal projects); Historical Resources Compliance Report (state-only projects); Archaeological Survey Report; Historic Resources Evaluation Report; and Findings of Effect In Southern California, the POWER Team has worked closely with Caltrans, including District 12, to obtain project approvals for many years. As stated previously, and directly pertinent to the contract addressed herein, POWER has been retained by the Riverside County Transportation Department to provide on-call environmental consulting services; under that contract, POWER has successfully executed multiple projects requiring preparation ofNEPA-compliant documents and supporting technical studies to meet Caltrans reporting requirements. A PROVEN APPROACH . Karen Cadavona, one of POWER's Work Assignment Managers, was an environmental planner for Caltrans District 7 for four years. Also, as noted previously, Applied Earthworks, Inc., our Archaeological Resources and Historical/Architectural History Lead for this contract, has won three consecutive procurements with Caltrans District 8 to provide on-call cultural resource services. Under these procurements, Applied Earthworks has completed 46 task orders for Caltrans District. This directly relevant experience with Caltrans' procedures and reporting requirements enable the POWER Team to offer the City an established approach that effectively streamlines the environmental approval process. The POWER Team has prepared CEQA and NEPA documents (including joint CEQA/NEPA documents) and supporting technical studies for projects both on and off the State Highway System (SHS). As per Caltrans' Standard Environmental Reference (SER), Volume I (Guidance for Compliance), Chapter S (Preliminary Environmental Scoping), each type of project (i.e.: on or off the SHS) entails a separate project development process to determine the appropriate level of Environmental Document and supporting technical studies. For projects on the SHS, the proponent prepares a Preliminary Environmental Analysis Report (PEAR) in support of a Caltrans- compliant Project Study Report and in coordination with Caltrans District staff. For a project off the SHS, the project proponent prepares a Preliminary Environmental Study (PES) form to determine the level of environmental analysis and documentation that is required. The POWER Team is highly experienced regarding the procedures and standards for preparation of the key technical studies that support CEQA and NEPA documents. Such procedures and standards are outlined in Volumes 1 through 4 of Caltrans' SER. Under this contract, it is assumed that the City will issue an array of assignments, including assignments off the SHS. As further described in Caltrans' Local Assistance Procedures Manual (May 30, 2008), the following flow chart describes the typical project development process for a local project off the SHS; all such projects would be coordinated through the Caltrans District 12 Local Assistance Engineer. HLY 11-128223 CITY OF SANTAANA PWA ENV. CONSULTING SERVICES (10/28112) BH 4. APPROACH 1 2 25D-25 POWER ENGINEERS, INC. Environmental Project Development Process Flow Chart Caltrans District Local Assistance Procedure City/POWER Teani aaewa,eP?am?y Derebp envkorunasa,¢ tanp!eteSecCCru Pco}9SdYaTpSoh (pE$?Fomi °-- ?a CNruryh?- "Dewwwp ofPES F«m _--_ ----- Nnk:CaltransP4SComple',es andSyn gueston 35on PES Form _ Reri?rReieysnt _- ? - {,kereN(e,1?aD?an? C?kt - _ ; iman;aies_ Calag«IralExda (CE) No Techi?ka}S ? --- wihovl Rv{u'red ' iorCa?rans A?IproraE RequaSlTadmkai Yes Prepare lWwnMon 6rom R EA orEiS $ReggptaryAgasdes No r , mle GE In Aab*arte SaG6M E 01PES fOmt R SupportCE? i ? C,C, rams laal6 and S3gnPerm \ Praadwas Vef4 Resaardi - " Fk&,W in ire ReW _ Yes (S3aY?.: PrapaneCEChed6s}andAe ?? Prepar9ardSgn - - OuaRfto>a' -t/Che-tfor Fina}I)asg CE,CE Faro ubmgatbCalmrawiU AE6F FinalDes3gn ----- EarfgGn«datetion II ---- }?leetbigv oft-- ---- - ------- -------------- Caltrans YeMasPmpdisliRTP CaRrangmw..v -- - P andFSTIP CoC?}AssisbrRe Rerew/Apgpre39?es' wonmentI EmhamenW g - En `Rwewawsg ns _ AWaml Appaaral anQGEtCEFomu _ Carpka Spnf lCE{«ru c&*W Seiton&065CE? - FHWA ?? - FIi4'1Alssaes Au dua?y c«?'wm'tyiatermewo&i Axse?s«,soos"cE ' The City will benefit from the efficiency and accuracy of POWER's proven approach for managing the Caltrans District Local Assistance requirements. NANAGENENT APPROACH POWER will serve as the prime contractor for this contract and will provide services in conjunction with local specialty subcontractors, each of whom has experience with the relevant policies, procedures, and practices guiding each Work Assignment issued from this contract. POWER's approach toward managing the team resources is reflected on our management team organization. Our Project Manager for this contract, Court Morgan, will ultimately be responsible for managing and delivering all services requested by the City under this contract. Mr. Morgan, through his past work for the City, is familiar with City administrative procedures and- environmental documentation requirements. Our Principal-in-Charge, Bill Eisinger, P.E., will serve as the lead for contract negotiations and commitment of firm resources. He HLY 11-128223 CITY OF SANTA ANA PWA ENV. CONSULTING SERVICES (10129112) 8H 4. APPROACH 1 3 25D-26 POWER ENGINEERS, INC. POWER's project management and control system has a record of success of delivering projects on time and within budget. Using Microsoft Project scheduling software, the Project Manager can take a proactive approach to ensuring the schedule stays on track. will monitor the performance of the contract and meet, as necessary, with the City to confirm that the team is meeting the City's expectations and product quality. Bill will also support all of Court's endeavors. The Management Team is supported by three key Work Assignment Managers-Thom Ryan, Karen Cadavona, and Kim Quinn-all of whom have experience relevant to the issues and environmental services anticipated under this contract. The Work Assignment Managers are supported by a team of technical experts in their respective fields needed to meet the requirements of the scope of this contract. POWER's project management and control system has a record of success of delivering projects on time and within budget. The system is effective on large and small projects and on jobs where we manage multiple projects like this one. Our system has three key elements-----work plan, budget and schedule-linked by a common numbering system. The work plan for each respective Work Assignment issued from this contract will be organized by tasks representing a deliverable or set of related deliverables to be generated for the project. The task numbering system found in the work plan corresponds to our budget and schedule. We use this consistent numbering system throughout the project's life as we assess task completion, schedule progress, and budget compliance. Using this system of management, we can tack in real time the status of each project, team member, task or deliverable. PROJECT MANAGEMENT POWER utilizes an integrated computer-based financial management system (i.e., Oracle Enterprise Resource Planning System) to provide our Project Manager with real-time financial information for the life of a project. The system allows the Project Manager to monitor budget and schedule performance on a weekly basis using real-time accounting data. The system has been designed so the Project Manager can readily estimate actual work performed relative to budget and schedule, and take corrective actions before problems develop with regards to project budgeting. POWER's invoicing will adhere to the City's requirements in that regard, and each invoice will be accompanied with a project status report detailed work completed during the respective billing period and work anticipated for the next period. POWER uses the Microsoft Project scheduling software (and Primavera, if required) to develop and track project schedules, activities, and key milestones. These tools will allow our Project Manager to continually track the progress of the projects and anticipate any delays and/or potential acceleration to the schedule. If an issue was to develop that had the potential to impact progress, the item would be identified as a critical-path item in the updated schedule and immediately brought to the attention of the City for resolution. City review and approval milestones (and Caltrans, as applicable) will be built into project schedules to ensure adequate time is provided to account for these activities, Our scheduling capabilities permit the development of alternative scheduling impacts depending upon the corrective action. HLY 11-128223 CITY OF SANTA ANA PWA ENV. CONSULTING SERVICES (10129112) BH 4. APPROACH 1 4 25D-27 POWER ENGINEERS, INC. POWER was founded on the strong belief that the long-term.growth and prosperity of a business is directly dependent on conscientious work. The City can depend on receiving quality work- on schedule and within budget-from the POWER Team. EStep The Project Manager is ultimately accountable, and we realize that each member of the POWER Team is responsible for adhering to a project's scope, schedule, and budget. Accordingly, input is obtained from each member of the project team when preparing a project's scope of work, budget, and schedule such that each team member not only provides input into defining.such factors for a project but also is aware regarding what they will be held accountable to in that regard. QUALITY ASSURANCElQUALITY CONTROL POWER was founded on the strong belief that the long-term growth and prosperity of a business is directly dependent on conscientious work. Our commitment to quality starts before the project (Work Assignment) is commenced. Our work plan is the start of the quality process. Before projects are initiated, detailed task descriptions and checklists are developed to define project requirements and to provide team members with an accurate basis for planning. We use systematic checking and control procedures for documents on all projects. Our Quality Assurance Program is directed toward compliance with pertinent technical, agency, construction, safety and environmental codes. County QA/QC requirements, e.g., use of response-to-comment matrices for revised deliverables, will betaken into account as part of POWER's Quality Assurance Program to ensure satisfaction and completeness and defensibility of submittals. Furthermore, and given Caltrans' involvement with this contract, POWER will utilize as part of its Quality Assurance Program the pertinent Caltrans QC Checklists (e.g.: External Quality Control Certification Sheet, Quality Control Checklist) to ensure submittal of complete documents for Caltrans review. A fundamental feature of our Quality Assurance Program is our formal internal peer review process, which is conducted on all deliverables prior to submittal, whether developed by POWER personnel or our subcontractors. The purpose of the peer review is to take a fresh look at the documentation and environmental assessments and recommendations we have made. A typical peer reviewer is a senior- level professional with experience in the type of issues and recommendations provided in the deliverable. For purposes of managing the POWER Quality Assurance Program requirements for this contract, we have assigned Jim Jensen as the QA/QC Manager. Mr. Jensen has managed preparation of over 100 CEQA and NEPA documents and has served in the same capacity (QA/QC Manager) on many such projects. Mr. Jensen and Mr. Morgan will work together at the outset of the project to prepare a Quality Management Plan that provides the QA/QC procedures, protocols, and reporting requirements for this contract-this plan will be provided to team members at the outset of the contract to ensure that they are aware of and understand the procedures as prescribed for this contract. They too will work closely through the duration of the contract to ensure that our Quality Assurance Program is being thoroughly and consistently implemented on each Work Assignment. HLY 11-128223 CITY OF SANTA ANA PWA ENV. CONSULTING SERVICES (10/29112) BH 4. APPROACH 1 5 25D-28 EXHIBIT B CONSULTANT'S FEE SCHEDULE 25D-29 6. FEE SCHEDULE As requested in Exhibit B of the RFP, POWER Engineers is submitting hourly rates for personnel, including indirect costs and overhead, other direct charges, and cost of supplies and materials. POWER Engineers and its subconsultants will submit a revised fee schedule on an annual basis, to be approved by the City, as per the RFP requirements. OTHER mECT CHARGES In-house reproductions will be charged as follows: • Black & White, 8.5" x 11" Single-sided Copies: $0.05/ea. • Black & White, 8.5" x 11" Double-sided Copies: $0.10/ea. • Color, 8.5" x 11" Single-sided Copies: $0.50/ea. • Color, 8.5" x 11" Double-sided Copies: $1.00/ea. • Color, 11 " x 17" Copies: $1.00/ea. • Spiral Comb: $2.65/ea. • 3-Ring Binder. Dependent on size Other expenses such as rental equipment, photography, transportation rental vehicles, shipping, outside computer services, meals, other reproduction, express mail, courier/delivery service, special supplies, will be charged at cost. Mileage will be compensated at the current Federal rate of $0.555 per mile. A communication charge, including, but not limited to, long distance telephone and fax, will be charged at 1% of labor billing charges. HLY 11-128223 CITY OF SANTA ANA PWA ENV. CONSULTING SERVICES (10/29/12) SH 6. FEE SCHEDULE I 1 25D-30 POWER ENGINEERS, INC. NOU'RL Y RATES FOR PERSONNEL POWER ENGINEERS *Multiplier Calculation POWER BILLING RATES $75.32 6 FEE SCHEDULE 1 2 > Direct Labor 100% > Benefits 51,32% > Overhead/Admin. 122.57% > Total Above 273.89% > Plus Profit 10% > Total Multiplier 301.28% STAFF NAMEITITLE BILLING RATE' Bill Bsinger, Principle-in-Charge $338.94 Jim Jensen, QA/QC $185.29 Court Morgan, Project Manager $187.55 Thom Ryan, Work Assignment Manager $165.00 Karen Cadavona, Work Assignment Manager $109.97 Kim Quinn, Work Assignment Manager $112.23 Michael Tatterson, Sr. Environmental Planner $147.63 Mark Shaffer, Environmental Planner $139.13 Linda Erdmann, Environmental Specialist $144.61 Kevin Lincoln, ;environmental Specialist $137.84 Stephanie Bennett, Public Involvement Specialist $115.99 Dave Dean, Sr. Biologist $117.50 Tom Herzog, Sr. Biologist $13633 Ken McDonald, Biologist $114.49 Allison Carver, Biologist $70.80 Ryan Winkleman, Biologist $81.35 Aaron Ames, Sr. GIS/Graphics $112.98 Tim Hazekarnp, GIS/Graphics $105.45 Kirsten Severud, GIS/Graphics $76,83 Andy Bartos. GiS/Graphics $62.52 David Barrac:kman, GIS/Graphics $111.47 Sam Matthews„ Engineer-HazWaste $162.29 Greg Wittman, Engineer---Geology $130.36 Michel Ybarrondo, Engineer--Hydrology $117.50 Jason Pfaff, 'Visualization Manager $146.12 Saadia Byram, Technical Editor $71.55 Jim Rudolph, Sr. Cultural Resources $145.37 Dan Woodward, Cultural Resources $96.41 Gmi Freedman, Cultural Resources $81.13 Johanna Marty, Cultural Resources $60.14 Ken Bradley, Project Administrator HLY 11-128223 CITY OF SANTA ANA PWA ENV CONSULTING SERVICES (10129/12) BH 25D-31 POWER ENGINEERS, INC. SUBCONSULTANTS Applied EarthWorks *Multiplier Calculation AE BILLING RATES 6. FEE SCHEDULE 1 3 > Direct Labor 100% > Benefits 44.8% > Overhead/Admin. 83.2% > Total Above 228% > Plus Profit 10% > Total Multiplier 250.8% STAFF NAMEMTLE BILLING RATE' Susan K Goldberg, Principal Archaeologist $161.00 Vanessa Mirro, Senior Archaeologist $111.00 Colleen Hamilton, Senior Historical Archaeologist $122.00 Victoria Smith, Senior Architectural Historian $122.00 Jessica DeBusk, Senior Paleontologist $111.00 Josh Smallwood, Staff Architectural Historian $75.00 Cari Inoway, Staff ArchaeologistAllustrator $75.00 Dennis McDougall, Staff Archaeologist $81.00 Michael Mirro, Gecarchawl4st $81.00 Joan George, Staff Archaeologist $75.00 Nick Hearth, Staff Archaeologist $75.00 Patrick Moloney, Feld Archaeologist $61.00 Kurt McLean, Field Archaeologist $61.00 Ken Moslak, Field Archaeologist $61.00 Slott Rolf, Staff Paleontologist $61.00 Alexandra Forman, Field Paleontologist $61.00 Elizabeth Mallette, Field Paleontologist $61.00 Suzanne Bircheff, Administrative Assistant $74.00 David Earl, Ethnographer/Historian $90.00 HLY 11-128223 CITY OF SANTA ANA PWA ENV. CONSULTING SERVICES (10/29/12) BH 25D-32 RBF Conswiting *Multiplier Calculation > Direct Labor 100% > Benefits 55.4% > Overhead/Admin. 134.6% > Total Above 290% > Plus Profit 10% > Total Multiplier 319% *Multiplier Calculation > Direct Labor 100% > Benefits 54.97% > Overhead/Admin. 112.57% > Total Above 267.54% > Plus Profit 10% > Total Multiplier 294.29% POWER ENGINEERS, INC. RBF BILLING RATES STAFF NAMEMTLE BILLING RATE* Eddie Torres, Technical Manager $204.00 Cathy Johnson, Project Engineer $158.00 Tim Haile, Technical Manager $230.00 Achilles Malisos, Environmental Specialist $143.00 Kelly Chiene, Environmental Analyst $124.00 Kristen Bogue, Environmental Specialist $143,00 David Jacobus, Designer $124.00 Debby Hutchinson, Graphic Artist $99.00 Linda Bo, Administrative Assistant $93.00 Glenn Lajoie, Principal $266.00 KOA Corporation Kff IkWNG RATES STAFF NAM.EMTLE BILLING RATE* Min Zhou, Principal Transportation Engineer $192.00 Ronn Knox, Senior Transportation Planner $120.00 Tom Huang, Senior Transportation Engineer $115.00 James Sommers, Senior Designer $186.00 Frank Barrera, Assistant Planner $78.00 Ricia Godwin, Office Administrator $57.00 HLY 11-128223 CITY OF SANTA ANA PWA ENV. CONSULTING SERVICES (10/29/12) BH 25D-33 6. FEE SCHEDULE 1 4 AGREEMENT FOR PROVISION OF ENVIRONMENTAL CONSULTANT SERVICES THIS AGREEMENT, made and entered into this 7`h day of January, 2013 by and between Chambers Group, Inc., a California corporation (hereinafter "Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City"). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of environmental consulting services. B. Consultant represents that Consultant is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall provide environmental consulting services, including preparation, distribution and filing of environmental noticing documents, preparation of studies and technical reports and other necessary services, on an on-call basis, at the written direction of the Executive Director of the Santa Ana Public Works Agency, in compliance with Consultant's Proposal dated October 29, 2012, attached hereto as Exhibit A. The Consultant will provide an experienced, educated and professional team, who's Project Manager and staff shall be responsive and maintain excellent working relationships with City staff. The Consultant shall be committed to provide adequate staffing levels at all times in order to adhere to established schedules. Consultant services may include, but not limited to the following: Initial Study Notice of Exemptions Negative Declaration Mitigated Negative Declaration Notice of Preparation Notice of Intent Notice of Availability Notice of Determination Environmental Impact Report Environmental Assessment Environmental Impact Statement Categorical Exclusion Preliminary Environmental Study Historic Records Search Environmental Certification Form Air Quality Study Noise Impact Study Biological Studies Cultural Resources Study Geological/Soil Study Hydrology/Water Quality Study Water Assessment Study Mineral Resources Study Utility/Sewer Study Traffic Study Mitigation Monitoring Program Preparation of Response to Comments FAA and ALUC Required 25D-34 Preparation of Statement of Overriding Public Outreach Considerations On-call staff consulting Preliminary Engineering as required to support environmental analyses. Consultant services will also include attendance at appropriate City Commission, City Council, community, and other designated meetings as deemed necessary. When appropriate, the City will furnish information in its possession relevant to preparation of the environmental documentation. 2. REPRESENTATIVES For purposes of implementing this Agreement, the representative of City shall be the Executive Director of the Public Works Agency, or his designated representative, and the representative of the Consultant shall be the Program Manager or his designated representative. Except as may be otherwise stated herein, such representatives shall have the authority to act on behalf of their respective parties in carrying out the terms of this Agreement. 3. DELIVERY OF WORK PRODUCT - OWNERSHIP Consultant warrants and represents that it has the absolute right to enter into and perform this Agreement and will perform its obligations hereunder in accordance with standards and practices prevailing in the industry. Consultant's contribution to the Project, including works to be produced by Consultant hereunder, will not infringe or misappropriate the proprietary or personal rights of any third person or party. Consultant shall deliver to City any work product which results from the services provided. Said work product shall be submitted in hard copy and produced in a form compatible with City's information systems, as agreed between the Project Manager and Consultant. 4. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Consultant's Fee Schedule, attached hereto as Exhibit B. The total sum to be expended under this Agreement shall not exceed $200,000.00 during the term of this Agreement. b. Invoices. Consultant shall submit a monthly invoice by the fifteenth 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 in a format approved by the City. Invoices shall include the following information at a minimum: i. Consultant's invoice number ii. Beginning and ending dates of services iii. City project number and/or name (if applicable) iv. Work site address/location (if applicable) V. Unit cost, subtotals and total for invoice c. 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 of a professional environmental consultant. 25D-35 5. TERM This Agreement shall commence on the date first written above and terminate on December 31, 2013, unless terminated earlier in accordance with Section 14, below. The term of this Agreement may be extended by a writing executed by the Executive Director of Public Works and the City Attorney. 6. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 7. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence and in the aggregate. Such insurance shall be endorsed as follows: (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 combined single limit. Such insurance shall include coverage for owned, hired and non-owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim, and $2,000,000 in the aggregate. 25D-36 e. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: (i) Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. f. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 8. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligence, recklessness or willful misconduct of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the negligence, recklessness or willful misconduct of Consultant 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 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, nothing herein shall be construed to require Consultant to indemnify the indemnified parties from any claim arising from the sole negligence or willful misconduct of the indemnified parties. 9. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault 25D-37 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. 10. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 11. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by facsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax 714-647-6956 With courtesy copies to: Executive Director of the Public Works Agency City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, California 92702 Fax 714-647-5635 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: Chambers Group, Inc. 5 Hutton Center Dr. Suite 750 Santa Ana, California 92707 Fax 714-507-2799 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 25D-38 by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 12. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 13. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 14. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. However, any use of unfinished work product shall be at City's sole risk. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 15. COMPLIANCE WITH APPLICABLE LAWS AND REGULATIONS a. Consultant shall perform all requirements under this contract in strict observance of and in compliance with The California Environmental Quality Act (CEQA), the National Environmental Policy Act (NEPA) and those regulations enforced by the California State Historic Preservation Officer (SHPO), as each may be amended or updated from time to time. b. 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, 25D-39 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. 16. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 17. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 18. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. Captions and headings in this Agreement, including the title of this Agreement, are for convenience only and are not to be considered in construing this Agreement. c. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. /// 25D-40 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: Laura Sheedy Assistant City Attorney RECOMMENDED FOR APPROVAL: RAUL GODINEZ, II P.E. Executive Director - PWA CITY OF SANTA ANA PAUL M. WALTERS City Manager CHAMBERS GROUP, INC. CRAIG NESLAGE Executive Vice President/Director of Operations 25D-41 EXHIBIT A CONSULTANT'S PROPOSAL 25D-42 CHAMBERS GROUP SECTION 1. COVER LETTER October 29, 2012 #61393 City of Santa Ana Suzi Furjanic Public Works Agency 3rd Floor, Ross Annex 20 Civic Center Plaza Santa Ana, CA 92702 RE: Environmental Consulting Services Dear Ms. Furjahic: As the City of Santa Ana's Public Works Agency continues to implement its projects to expand and improve city neighborhoods, arterials/traffic, infrastructure, and bikeway/parks, it is seeking an environmental consultant for as-needed services who understands not just the stringent regulatory and approval process associated with your projects, but also your high expectations and specific internal policies and procedures. It is seeking a firm that offers the speed of response, local history, regulatory expertise, and extreme degree of flexibility required by an as-needed support contract for a city the size of Santa Ana. Chambers Group is that environmental firm. Experienced Team Serving Public Works Agencies: Chambers Group has successfully provided on-call services and completed more than 200 projects for public works agencies. We know the sensitive resources and regulations involved with Santa Ana (City) projects. As a result, our experienced environmental planners, biologists, and cultural resource specialists will provide valuable assistance in protecting sensitive resources while allowing your projects to proceed without delay. • Experienced Subconsultant Teaming Partners: Chambers Group has specifically selected its Subconsultant partners who have a working history with us and have the experience to support the City's public works projects. Our subconsultant partners include: o Rick Engineering Company Preliminary Engineering, Traffic Study, Hydrology/Water Quality Study, Utility/Sewer Study, FAA and ALUC o Leighton Group Geotechnical/Soil Study, Mineral Resources Study, Hazardous Materials Study, Environmental Site Assessments o MBI Media Public Outreach • Multiple Project Managers Who Know How to Execute Successful Public Works Projects: Our depth of Project Managers supported by biologists, botanists, cultural resource specialists, environmental planners, and regulatory specialists enables us to mobilize in multiple locations simultaneously- ensuring your projects always have the right mix of knowledgeable, responsive staff to enable the City to successfully accomplish its mission. _nN?o:n?!.,^•. !G?r•.r;uit.:5 k@U?nr«U Pn,ltll':i'Ri S.;NL'iE*.? EECi=NI!<.t? ?r,v CORPORATE QFVCE 5 H_,+. m Ct?ntre Dt' r S,flv 7M a 8,inlo Ana. C, 4rx0a W7117 t u.}g. ,i1,S;11 1 71.1,5 52-Z:; r.`.::ach n.b S?rCt.p3x.ret? 25D-43 I Suzi Furjanic October 29, 2012 Page 3 • Permitted Experts on Project-Specific Species: Holding specific U.S. Fish and Wildlife Service (USFWS) and California Department of Fish and Game (CDFG) permits and Memorandums of Understanding (MOUs), our Team includes licensed biologists with federal and state licenses and/or permits to physically handle project-specific species such as the Santa Ana sucker, Arroyo toad, least Bell's vireo, coastal California gnatcatcher, and southwestern willow flycatcher. • On-Call, Multi-Task Experts Delivering Results, Not Surprises: Because our business includes regularly-renewed on-call/as-needed public works contracts, our staff manages simultaneous tasks at multiple sites, expediting City public works project schedules and ensuring consistent, quality delivery-from preparing CEQA/NEPA environmental documents, to preparing permit packages and organizing preconstruction surveys to overseeing compliance monitoring. • Strong Agency Relationships Facilitate Permitting and Approvals: With dozens of agency- approved biologist resumes and long-term regulatory agency relationships, we will expedite permits and project approvals using proactive, regular agency communications from Day One--keeping the City's public works projects seamlessly moving forward. • A Respected, Public Works-Experienced Program Manager (PM): Our PM and your primary contact, Gene Anderson, has 30+ years of project management experience working with and overseeing CEQA/NEPA compliance projects, staff planners, biologists, cultural resource specialists, and subconsultant teaming partners. Mr. Anderson will keep the City informed and up-to-date for ongoing project activities and milestones while delivering projects on-time, within-budget and in alignment with the City's high standards. We look forward to a productive relationship with the City, applying our technical experience, management principles, problem-solving skills, and working knowledge of local policies and practices to provide quality, responsive as-needed services to Santa Ana's Public Works Agency. Chambers Group is a privately owned corporation established in 1978. Our corporate Santa Ana office is located at 5 Hutton Centre Drive, Suite 750, Santa Ana, CA 92707. Should you have any questions, please contact me at (949) 261-5414 x7227 or Project Manager Gene Anderson at (949) 261-5414 x7296. I have power to bind the company. CHAMBERS GROUP, INC. Craig Nes ge Executive Vice President/Director of Operations CHAMBERS ?l??t GROUP 25D-44 4M% Environmental Consulting Services SECTION 2. FIRM AND PERSONNEL EXPERIENCE FIRM EXPERIENCE Company Profile Public agencies and businesses have been relying on Chambers Group, Inc. (Chambers Group) to keep them in compliance with applicable federal, state, and/or local environmental laws, regulations, and guidelines since 1978. In fact, the majority of our work is from repeat clients who trust us to deliver scientific objectivity, environmental expertise, and defensible technical documentation to meet stringent agency regulations. No California Environmental Quality Act (CEQA) document prepared by Chambers Group has ever been successfully challenged-a direct result of our proven expertise in interpreting and advising on complex environmental legislation and regulations. Additionally, our strong, respected working relationships with regulatory agencies are advantageous for clients to swiftly obtain required permits and project approvals. Maximizing project schedules and cost efficiencies, Chambers Group is a one-stop source for a full complement of in-house environmental technical staff. We can prepare the appropriate CEQA/NEPA document, and then, circulate it, respond to comments, and prepare a final document for distribution and certification always keeping our clients informed and protected. Our staff of 200 dedicated, professionals have successfully prepared thousands of environmental and planning reports and studies in full compliance with these and other legislative policies: a CEQA/NEPA Q Endangered Species Act (ESA) 4 National Historic Preservation Act (NHPA) A Archaeological Resources Protection Act (ARPA) 9 Native American Graves Protection and Repatriation Act (NAGPRA) Resource Conservation and Recovery Act (RCRA) 6 Clean Water Act (CWA) a Clean Air Act (CAA) A certified Disabled Veteran Business Enterprise (DVBE), Chambers Group is located headquarters in Santa Ana with regional offices in Los Angeles, San Diego, Redlands, Palm Desert, and El Centro, California, and Reno, Nevada. Services include: 3 Environmental planning Regulatory permitting/coordination Biological, cultural, and marine and Construction mitigation monitoring * Restoration/reclamation Geographic Information Systems (GIS) aquatic resources CHAMBERS 25D-45 Environmental Consulting Services Environmental Services Environmental Planning Our project managers and environmental planning staff bring substantial experience to the City in the preparation of environmental documents in support of neighborhood street repair, arterial widening, corridor traffic signal synchronization, fixed guideway, sewer main infrastructure hotspot repairs and relining and rehabilitation, pump stations, water mains, and bikeway/park improvement projects. The City's CIP is scheduling bikeway/park and traffic improvements to occur mainly during FY 12/13. Projects that would improve city facilities, infrastructure, arterials, and neighborhoods are scheduled in the City's CIP to occur throughout the term of this contract. Chambers Group is currently performing similar environmental services for neighboring cities; CEQA document and technical studies for street widening at Jamboree/Main intersection in Irvine and CEQA document and technical studies for street modification at Newport Boulevard/32nd Street in Newport Beach. Our project managers and environmental planning staff have all prepared numerous environmental documents for the types of public works projects described in the City's CIP that are subject to CEQA and NEPA, including: • Pre-CEQA/NEPA Preliminary Environmental Study for Caltrans • Categorical Exemption/Categorical Exclusion • Initial Study/Environmental Assessment • Negative and Mitigated Negative Declaration/Finding of No Significant Impact • Environmental Impact Report/Environmental Impact Statement • All CEQA/NEPA Notices Biological Studies Our Biological Resources Department consists of superior wildlife biologists, botanists, regulatory specialists, and restoration ecologists--augmented by specialty subcontractors to address issues relevant to task order assignments. Chambers Group biologists provide: Evaluation of habitats • Wildlife corridor analysis • Presence/absence surveys • Analysis of population parameters Our team members hold specific USFWS and CDFG permits and MOUs to work with sensitive wildlife species including the following: • Desert tortoise • Quino checkerspot butterfly • Santa Ana sucker o Western burrowing owl • San Bernardino kangaroo rat • Arroyo toad • Mohave ground squirrel • California red-legged frog • Least Bell's vireo • Mountain yellow-legged frog • Coastal California gnatcatcher • Southwestern pond turtle • Southwestern willow flycatcher • Two-stripe garter snake • Fairy shrimp • Southern rubber boa ?JW,!z CHAMBERS 'frS' r3n!? 5 25D-46 Environmental Consulting Services Chambers Group coordinates with wildlife agencies and assists in a full range of consultant services under federal and state endangered species acts. We also assist clients in fulfilling the requirements of the ESA, Natural Community Conservation Planning (NCCP), Clean Water Act (CWA), and Migratory Bird Treaty Act. We provide assistance with formal USFWS consultations pursuant to Section 7 of the Endangered Species Act (ESA) and associated biological assessments. In addition, our staff conducts statistically-driven scientific studies to evaluate biological resources, and focused studies to evaluate habitat for, and populations of, listed species. Cultural Studies our archaeologists conduct cultural resources studies in accordance with Secretary of Interior Standards for archaeological investigation. In addition, they also: • Manage large programs and multiple concurrent task orders in compliance with Sections 106 and 110 of the National Historic Preservation Act (NHPA), Archaeological Resources. Protection Act (ARPA), and Native American Graves Protection and Repatriation Act (NAGPRA). 9 Perform National Register of Historic Places (NRHP) evaluations. • Prepare Historic Property Management Plans. • Work with the California State Historic Preservation Office (SHPO) to determine eligibility of historic buildings. Additionally, Chambers Group paleontologists have extensive experience in providing services involving initial surveys, mitigation plans, surface collection, construction monitoring, fossil salvage, laboratory preparation, cataloguing and transferring, technical reports, and exhibits. Restoration Ecology and Revegetation Revegetation of graded sites and parks is a difficult, specialized activity requiring a detailed understanding of the ecology of native vegetation and soil organisms. Chambers Group's restoration staff includes plant ecologists, botanists, soil scientists, and certified arborlsts. Chambers Group Restoration Specialists have experience in the preparation of conceptual plans, technical specifications and plant installation methodologies, selection of seed material, creation of on-site nurseries, as well as supervision of surveyors and planting crews. Our staff has experience corroborating with specialty laboratories to provide recommendations and oversight regarding seed selection, testing, and analysis to ensure long-term revegetation success. Chambers Group works closely with landscaping contactors to ensure all projects progress well and are implemented in a manner consistent with guidelines and regulations set forth by the resource agencies. Regulatory Permitting Chambers Group prepares and submits permit application packages and all requisite support documentation to acquire applicable regulatory permits-including a U.S. Army Corps of Engineers (USACE) CWA Section 404 permit, CDFG Section 1602 Lake and Streambed Alteration Agreement, and Regional Water Quality Control Board (RWQCB) Section 401 Water Quality Certification. We also assist with resource agency coordination to expedite the acquisition of the necessary regulatory permits. Jurisdictional Delineations Our biologists examine each project site to determine the potential presence or absence of USACE Waterway jurisdiction pursuant to Section 404 of the CWA and CDFG jurisdiction pursuant to Section 1602 of the California Fish and Game Code. Chambers Group biologists delineate the limits of USACE CHAMBERS 25D-47 III-01- Environmental Consulting Services and CDFG regulatory jurisdiction, preparing draft and final jurisdictional delineation reports documenting findings of the delineation survey. Easily-readable, Technically Credible and Legally Defensible DOCLIffientation We have successfully prepared thousands of environmental and planning reports, documents and studies in compliance with all relevant regulations including EIR/1S/ND/MND and EIS/EA/CATEX/FONSI documents. Our environmental and planning professionals are thoroughly familiar with CEQA and NEPA requirements, as well as regulatory compliance and permitting. On-Cell Environmental Consultant Experience Chambers Group has master service contracts to provide on-call environmental consulting services with numerous agencies. Five of our on-call contracts are with public works, sanitation districts, and flood control districts, including: Los Angeles County, Department of Public Works (LACDPW) Q Los Angeles County Sanitation Districts a County of Santa Bernardino, Department of Public r Works County of Riverside, Flood Control District o County of Orange, Department of Public Works Our extensive experience in providing on-call services to Southern California agencies includes the current Master Services Contract with LACDPW in which our staff has provided on-call services for 175+ task orders that are similar in nature to the expected projects which could involve: a CEQA and NEPA Biological and cultural resources services a Regulatory permitting assistance Restoration services Construction monitoring in addition, for over 10 years, Chambers Group has held 'Indefinite Delivery/ Indefinite Quantity contracts (IDIQs) with: d USACE, both Los Angeles and Sacramento Districts (25+ task orders) Q U.S. Department of the Navy, NAVFAC Southwest (20+ task orders) Additionally, Chambers Group provided Caltrans District 8 with biological resources services under an on-call contract that involved 43 Task Orders between 2001 and 2005. We also conducted environmental analyses for the Los Angeles County Drainage Area (LACDA) and prepared a comprehensive EIS for LACDA system modifications Including construction of improvements to channels, modifications to dams and their operations, and modifying associated infrastructure including raising L.A. County bridges. in all of these above-referenced contracts, we developed detailed scopes of work, schedules, and on- the-money cost estimates for each task. llrj?? CHAMBERS '%r1'? 4c)UP 7 25D-48 Environmental Consulting Services Subconsultants Chambers Group will serve as the prime/lead consultant and utilize the following subconsultants: Rick Engineering-providing preliminary engineering, FAA & ALUC requirements, traffic studies, hydrology and water quality/assessment services, and utility/sewer study A Leighton Associates-providing hazardous material environmental site assessments, and geology/soil services 9 MBI Media-providing public outreach services Rick Engineering Company is a multi-disciplined planning, design, and engineering corporation. With seven offices located in California and Arizona, we have been committed, since our founding in 1955, to enriching the lives of communities throughout the Southwest. We maintain divisions that focus on civil engineering, transportation and traffic engineering, urban design and planning, redevelopment, landscape architecture, construction services, surveying, mapping, photogrammetry, water resources, geographic information systems (GIS), specialized computer services, legal support services, and creative services. Our company's broad array of development-related design disciplines allows us to provide comprehensive services that can be managed in-house to assure optimum project quality and efficiency. Rick Engineering's Experience with City and Other Public Agencies Our experience with public works projects is extensive and includes work directly performed for such local public agency clients as the cities of Orange, Cypress, Lake Forest, Irvine, Anaheim, Westminster, Murrieta, Rialto, Palm Springs, Lake Elsinore, Glendora, Los Angeles, Beverly Hills, Riverside, and Oceanside as well as the Counties of Orange, Los Angeles, and Riverside. Many of our projects with these agencies include street enhancement, redevelopment and traffic related services. We are also familiar and experienced with the regulations, processes, and personnel of various state and federal agencies, Including Caltrans, RWQCB, FEMA, and FHWA. Our familiarity with public works goes beyond the lead agencies to include significant experience with other local agencies, utilities, and communities. This local agency experience and familiarity will provide significant value when involving multiple agency stakeholders. In our work for public agencies, we view ourselves as an extension of the municipality's staff. Through our experience working directly with multiple cities as consulting engineers, we have gained the knowledge to successfully act on a moment's notice to address citizen concerns, provide guidance and expertise, and facilitate engineering design services to meet critical funding allocation deadlines. We are experienced in and understand the process of preparing staff reports required for city council reviews and approval processing. Recent Projects Rick Engineering has Perforriied FAA/ALUC Processing For ® Prepared exhibits for and provided support in the preparation of ALUC processing for the Archstone Gateway Apartment project in the Cities of Anaheim and Orange for helicopter flight path for the nearby UCI Medical Center. • Prepared "Notice of Proposed Construction or Alteration Forms" (Forms 7460-1) as well as provided coordination for the preparation of the ALUCP for Metropolitan Airpark development near Brown Field airport operated by the City of San Diego. `a CHAMBERS 8 25D-49 r7l Environmental Consulting Services Prepared exhibits for and provided support in the preparation of ALUC processing for River Park development project on Mission Gorge Road In San Diego near the Montgomery Field airport operated by the City of San Diego. Chambers Group is currently working with Rick Engineering on a Whitewood Road project in the City of Murrieta and a Trabuco Canyon project. Leighton Consulting, Inc. (Leighton) provides geotechnical and environmental solutions to public agencies, property owners, and facilities. We provide a balanced team of geotechnical engineers, Leighton Consulting, Inc. engineering geologists, and environmental specialists experienced in A CCe011104 OROVA COVPA4, Identifying and mitigating geotechnical and geologic hazards, and investigating and remediating environmental hazards. We help clients stay compliant and keep their projects moving forward through the regulatory processes. Leighton's experience includes thousands of projects, resulting in a comprehensive understanding of the geology, geotechnical, and environmental nature of the urban environment. This directly benefits Environmental Impact Report (EIR) efforts because our geotechnical and environmental conclusions are often based on site-specific prior explorations instead of solely relying on published data. The depth and breadth of our prior investigation experience can result in more accurate preliminary conclusions and recommendations. Leighton's database of subsurface information is probably unmatched by any other geotechnical consultant in southern California. We also have a broad understanding of contaminants, transport, and impacted media, and communicate the concerns and solutions to the stakeholders, regulatory agencies, and the public. Leighton has successfully completed work and provided input for hundreds of EIRs and related studies throughout the region. Such studies have been provided for water reservoirs and distribution facilities, large-scale drainage improvements, master-planned communities, new highway improvements, and retail commercial and industrial developments. This experience gives Leighton the ability to recognize significant geologic/environmental conditions for sites while developing realistic and effective measures to reduce the impact to the public and the environment. Leighton's Experience with City Leighton has worked with the City of Santa Ana under as-needed contracts since 2003, including our current on-call contract for environmental assessment. Over the years, we have provided Phase I and 11 ESAs and remediation services for various projects, assisting in the development and redevelopment of commercial properties, roadways, and parks. For example, Leighton worked diligently with the City and Water Quality Control Board-Santa Ana Region (RWQCB) to obtain a "No-Further-Action" letter for a property acquired in preparation for the Bristol Street Widening for the Centerline Light Rail project. Our services included a Phase I ESA, which uncovered three underground storage tanks (USTs), and subsequent Phase It ESA. Leighton also completed both Phase I and 11 ESAs for the Alton Avenue Overcrossing at the SR-SS freeway. In addition, for the MacArthur Boulevard On-Ramp Widening, Leighton prepared an Initial Site Assessment (ISA) report, as well as a geotechnical design report and materials report for the improvements. Other projects Leighton has performed for the City of Santa Ana include the following: ® Police Training Facility A 1249 West 1st Street Site Investigation o Jack N' the Box Phase 1 ESA/Well a Santiago Retaining Wall Evaluation - CHAMBERS 25D-50 Environmental Consulting Services Demolition Jerome Center Asbestos & Lead Survey Transportation Center Art Wall ISA 0 Old City Yard Phase I & II and and Limited Phase II ESA RAP/Corporate Yard v Fire Station No. 6 Installation of 0 Fire Station No. 5 Phase II ESA Monitoring Wells MBI Media is aforward-thinking communications company with many years of experience in environmental consulting support. We provide three distinct services: MB I community outreach, construction documentation, and corporate marketing. MBI has played an integral role in supporting environmental services for projects in Los Angeles, Riverside, San Bernardino and Orange County. Our understanding of the process and our ability to present and collect information has helped some of the largest and most important environmental studies be completed. MBI currently assists in the Public Outreach for the $45 million OCTA I-5 Central County Improvements Project. This project will reduce freeway congestion on 1-5 between SR-55 and SR-57 and will improve the southbound First Street on-ramp. The project will add capacity at 1-5 between SR-55 and SR-57 to relieve congestion at the "Orange Crush". MBI has also produced a 3D flythrough animation for the West County Connectors Project in Orange County. Our innovative video has helped the pubic get a better understanding of exactly how the three major west county arterials are being improved. MBI has been facilitating community and stakeholder meetings for 15 years. We can provide and fully support any meeting format in any location, from one-on-one stakeholder meetings to large public hearings. Our in-house creative studios ensure timely delivery of consistently high-quality collateral. We are also skilled and experienced at taking complex designs and technical jargon, and converting them into engaging and easy-to-understand visuals, using Project Factsheets, PowerPoint presentations, videos, and 3D animation. We have found people are much more likely to become advocates of a project if they can "see" it and truly understand its purpose and need. Impactful visuals also foster a higher level of discussion and engagement, leading to consensus and solutions. PERSONNEL., EXPCRIENCE Chamber Group's skilled team of environmental planners and technical experts help advance projects while complying with legislation, regulations, and stipulations regarding significant resources on or near project sites. Complex regulations and guidelines must be adhered to in order to ensure all important impacts are considered in the environmental review process. By providing successful compliance, Chambers Group can assist in preserving and managing valuable resources, at the same time balancing the need for a project to progress. The firm can prepare the appropriate environmental document, circulate it, respond to comments and prepare a final document for recirculation and certification. Hearings on a document sometimes require Spanish language translation for interested parties. Chambers Group routinely provides this service for its clients. Chambers Group prides itself on the ability to provide quality work in a timely manner. Highly qualified staff has been selected to perform the work outlined in this RFP. Projects will be completed with the aid of a technical review process and organizational hierarchy that ensures projects are technically accurate and finished within the project timeline and budget. CHAMBERS rf?ia` 4??J,t? 10 25D-51 Environmental Consulting Services Organization Chart Provided below is an organization chart identifying only those who will perform the work for the proposed project, 25D-52 CHAMBERS 'c, L' Environmental Consulting Services Primary Contact Person Chambers Group will perform the contract as the prime contractor. Services will be provided from our Santa Ana office. Mr. Gene Anderson will serve as the Program Manager and Primary Point of Contact. Gene Anderson Program Manager 5 Hutton Centre Drive, Suite 750 Santa Ana, CA 92707 949.261.5414 ext. 7296 (P) 714.545.2255 (F) ganderson@chambersgroupinc.com Project Team Qios To highlight personnel chosen to provide the requested 'services, Chambers Group offers a brief biography for each project team member. Program Manager/Principal Agent/CEQA/NEPA Environmental Documents Gene Anderson Mr. Anderson has 34 years of environmental consulting experience and is a recognized expert in the preparation of environmental documents subject to both CEQA and NEPA, with an emphasis in transportation and water projects. Mr. Anderson's team consists of experts in the disciplines of air quality and noise, cultural resources, natural resources, and environmental planning while demonstrating management ability in cost, scheduling, and accounting for the environmental industry. Mr. Anderson has a proven record of preparing and managing CEQA/NEPA projects to successful completion. During his professional career he has managed and published more than 500 environmental documents with a 100 percent success rate. Mr. Anderson is experienced in a wide range of project types including; o Street improvements/widening a Downtown development projects Highways o High-rise office/retail complexes s Transportation/circulation 9 Business parks a Water/Sewer Infrastructure fl Regional shopping centers Parks and recreational facilities Industrial parks ® Bikeways a Landfills High-speed train Master plans Q Heavy-rail o General plans A Fixed Guideway o Large-scale specific plans o Light-rail Multi-family and single-family Biological restoration residential projects ?t11 -' Ct1AMBERS rr? C,g:-r 12 25D-53 _ 7% ..? Environmental Consulting Services He has managed large-scale projects within the counties of Orange, Los Angeles, Ventura, San Bernardino, and Riverside. He has also managed large-scale projects for Caltrans, METRO, OCTA, SANBAG, RTA, and the Riverside County Transportation Department and in the cities of Adelanto, Apple Valley, Burbank, Costa Mesa, Cypress, Dana Point, Fontana, Fountain Valley, Fullerton, Hemet, Hesperia, Highland, Huntington Beach, Los Angeles, Ontario, Orange, Palmdale, Palm Springs, Pasadena, Rancho Mirage, Redlands, Riverside, Rolling Hills Estates, San Bernardino, San Clemente, San Dimas, San Jacinto, San Marcos, Santa Ana, Seal Beach, Victorville, Vista, West Covina, and Twenty-nine Palms. ., deputy Program Manager/Environmental Planning Paula Fell, MS Ms. Fell has over 16 years of experience preparing environmental documentation and over 12 years in a senior management role. She has managed CEQA/NEPA documents including ISs, MNDs, EIRs, EAs, and EISs, for projects throughout southern California on behalf of federal, state, regional, and local agencies and private clients. She has experience with data collection and analysis on environmental issues such as land use, public services, biological resources, socioeconomics, recreation, utilities, population and housing, aesthetics and views, and cumulative impacts analyses. Ms. Fell has Orange County experience including experience in Santa Ana, including the following projects: the OCWD Ball Road Basin Project; Bolsa Chica, Huntington Beach/USACE; Building 16, Santa Ana; Villa Park Subdivision, Orange County; and Rawlings Reservoir Replacement Project, Tustin. For this contract, Ms. Fell will be a Deputy Program Manager who will be knowledgeable on City projects and can respond to the City's needs in the absence of the Program Manager. Associates Craig Neslage, QEP, MBA Mr. Neslage has over 22 years of experience as a director of operations in the hazardous waste and planning/natural sciences sectors of the environmental industry. He is responsible for program management as well as project and document Quality Assurance/Quality Control processes. He possesses a wide variety of experience in technical study reporting, human health risk assessment and compliance, and facility permitting for government, municipal, and private clients. His background also includes cost/scheduling controls systems and accounting/financial analysis. He is a registered Qualified Environmental Professional (QEP), For this contract he will ensure good QA/QC on City project deliverables. Mike McEntee Mr. McEntee is a biologist with over 17 years of environmental consulting experience. He has provided services to the County of Orange as part of Chambers Group's on-call contract. He frequently serves as a project manager and assists clients during the development process including due diligence, design build, survey, permitting, construction monitoring and mitigation. He is adept at overseeing a large team of interdisciplinary specialists, mobilizing resources, anticipating problems, and developing innovative solutions to environmental challenges. He specializes In biological surveys and mitigation monitoring for large construction projects. Mr. McEntee holds Federal and State permits to survey and monitor sensitive, threatened, and endangered species. As a biologist, he has conducted surveys for least Bell's vireo, coastal California gnatcatcher, southwestern willow flycatcher, western snowy plover, burrowing owl, arroyo toad, gray fox, Yuma clapper rail, black rail, yellow-billed cuckoo, mountain yellow legged frog, coast range newt, California red legged frog, Santa Ana sucker, bats, macroinvertebrates, and plants. in addition, he has successfully assisted clients in obtaining Federal and State permits from the USACE, the USFWS, the CHAMBERS 13 25D-54 4v Environmental Consulting Services CDFG, and the Regional Water Quality Control Board (RWQCB). He has worked on projects throughout the western United States and has strong relationships with a broad array of state and federal regulators. For this contract, Mr. McEntee will provide biology and permitting support as-needed. Key Personnel Linette Lina (Role: Biology) Ms. Lina has 11 years of environmental experience in California, including managing environmental compliance projects, conducting wildlife surveys, and conducting habitat restoration prgjects and biological monitoring. She has conducted reconnaissance-level and focused biological surveys, including nesting bird surveys, bird banding, small mammal trapping, fish seining, aquatic macroinvertebrate surveying, and herpetological arrays. She has also conducted focused surveys for sensitive species such as least Bell's vireo, California gnatcatcher, southwestern willow flycatcher, burrowing owl, California spotted owl, desert tortoise, and Santa Ana sucker. Ms. Lina has solid experience in supporting environmental compliance for linear projects such as power transmission and railroad project and fiber- optic cable and water line installation. She also has experience working for the County of Orange in coordinating regulatory agencies and local government agencies to address watershed issues in southern California. She has the experience and formal education to plan and evaluate complex and controversial environmental issues, determine data needs, and propose and plan management actions based upon data analysis, in addition to supervising field crews throughout Southern California. She has a successful track record of implementing projects through a team-oriented approach and the coordination of multi- agency protocols to get projects done on time and within budget. Wayne Bischoff, PhD (Role: Cultural) Dr. Bischoff has over 19 years of experience meeting legal and agency guidelines for Section 106 and 110 of the National Historic Preservation Act (NHPA) and the National Environmental Protection Act (NEPA), including writing, planning, and enforcement of Environmental Impact Statements (EIS), Programmatic Agreements (PA), Environmental Assessments (EA), Categorical Exclusions (CATEX), and Memorandum of Agreements (MCA). He has experience with the California Environmental Quality Act (CEQA); the Native American Graves Protection Act (NAGPRA); management, treatment, and mitigation plans; National Register nominations; HABS/HAER forms; National Landmark forms; and state legislation drafting. He has been the Principal on many Orange County projects including the Freedom Telecommunications project in Irvine. He has completed over 200 cultural resource projects in nine states, including historic, industrial, and eastern and western Native American sites; historic structure evaluations; maritime, energy, and transmission line projects; highways and bridges; geographic and engineering mapping (CAD and ArcGIS); geophysics (GPR, Magnetometer, Resistivity); and management of large monitoring projects. Charles Cisneros, MS, RPA (Role: Cultural) Mr. Cisneros is a registered professional archaeologist with more than 9 years of archaeological assessment and field experience in southern California and Nevada. He is responsible for directing numerous field projects in support of compliance with the California Environmental Quality Act (CEQA), the National Environmental Policy Act (NEPA), and Sections 106 and 110 of the National Historic Preservation Act (NHPA). Mr. Cisneros participates in a wide range of projects involving archaeological survey, testing, data recovery, monitoring, and laboratory analysis. His skills include research and data management, as well as maintaining and organizing digital and print publications. His training and background meet the U.S. Secretary of the Interior's Professional Qualifications Standards ?ttPr;?.? CHAMBERS 14 25D-55 Environmental Consulting Services for prehistoric and historic archaeology. Mr. Cisneros has been involved in several cultural resources management projects in Orange County, including the Barranca Channel Repair Project (Researcher), the UCI University Hills Project (Field Director), and the La Floresta Village Project (Field Director). He has also written several technical studies for the county. Vincent Ip, PE, GB (Role: Geological/Soil Study - Leighton Associates) Mr. Ip has over 30 years of combined experience in the geotechnical and environmental engineering fields. He has successfully managed and completed a wide range of projects in the public sector, including landfills, military base cleanup, transportation, infrastructure, port facilities, public schools, and essential service buildings. Mr. Ip's area of technical expertise includes seismic hazards evaluation, foundation design and retrofit, shoring design, and ground improvements. His well-rounded background enables him to provide practical solutions to both complex and day-to-day issues related to environmental and geotechnical engineering. Mr. lp has Orange County experience working on projects in the following cities: Anaheim, Fullerton, La Habra, Mission Viejo, Garden Grove, Costa Mesa, Irvine, Dana Point, Anaheim Hills, Brea, and Laguna Beach. Meredith Church, PG (Role: Hazardous Materials - Leighton Associates) Ms. Church has 9 years' experience conducting hydrogeologic, geologic, geochemical, and hazardous waste investigations. She has supervised all aspects of environmental assessment investigations, including drilling soil borings, installing groundwater monitoring wells, oversight of Underground Storage Tank (UST) removals/installations, and associated remedial excavations. She has managed numerous Phase I and Phase II site assessments, as well as the design, installation, operation, and maintenance of various soil/groundwater remediation systems utilizing vapor extraction and multiple phase extraction. Ms. Church has used Risk Based Corrective Action to achieve regulatory closure with in-place soil and groundwater contamination. Ms. Church has Orange County experience working on projects in the following cities: Anaheim, Placentia, Fullerton, Orange, Garden Grove, Newport Beach, Irvine, and Westminster. Wayne Brown (Role: Public Outreach - MBI Media) A longtime Orange County resident, Mr. Brown is MBI's Director of Client Services and will provide Public Outreach services on this project. He brings 35 years of experience to the table, including significant executive-level broadcast news experience. Mr. Brown served as the News Director and Executive Producer at Orange County News Channel (OCN) for many years and understands Orange County from the inside-out. He was also an executive news producer at KGTV (ABC), San Diego and KOMO (ABC) in Seattle, and has a solid understanding of message development. He knows how to present information accurately, cogently, and engagingly. A skilled strategist, he also knows how to preemptively diffuse problems and offer on-the-spot solutions for any that arise. Among many duties, Mr. Brown oversees the coordination of multiple stakeholder meetings and facilitation; including community leaders, local politicians and transportation agency officials. He works on all projects MBI is involved in with Orange County. Brad Jensen (Role: Public Outreach - MBI Media) Mr. Jensen Is a Project Manager at MBI, whose professional experience in Orange County includes Outreach projects with the City of Dana Point, orange County Transportation Authority, and Caltrans District 12. He is a public outreach expert who currently serves high-profile projects that involve sensitive environmental impacts and diverse, multiple-community stakeholder groups. His projects require extensive stakeholder education in order to win support. Mr. Jensen's ability to understand complex, technical information and then translate it for stakeholders, helps build consensus for a project. Along with securing stakeholder approval, he also coordinates with local and regional agencies, ".CHAMBERS 25D-56 df 7_14N Wl? Environmental Consulting Services and oversees the creation of a full range of collateral, including educational videos, PowerPoint presentations, and factsheets. He seamlessly and successfully ushers projects through their multiple phases, providing solid support and a guiding hand for the project team. Larry Hail, PE, TE, PTQE (Role: Traffic Studies - Rick Engineering) Mr. Hail, PE, TE, PTOE, is a 25-year veteran of the traffic engineering industry. He has provided on-call traffic engineering services to various municipalities, including the City of San Juan Bautista between 2006 and 2010, and is currently providing municipal contract traffic engineering services to the Cities of Lake Forest and Glendora. He has prepared numerous traffic planning documents, as well as PS&E. for traffic signal improvements, signing and striping improvements, roadway lighting improvements, and traffic control improvements for both public and private clients. Some of Mr. Hail's relevant Orange County experience were with the City of Lake Forest Municipal Traffic Engineering Services, Lake Forest, CA. Scott Patton, PE, QSD, QSP (Role: FAA & ALUC Requirements/Hydrology/Water Quality - Rick Engineering) Mr. Patton, PE, QSD, QSP, will responsible for the processing of documents through the FAA and ALUC for Orange County. He performed this type of work previously for the Archstone Gateway project in the Cities of Orange and Anaheim. Mr. Patton, PE, QSD, QSP, will be the Drainage Engineer/Designer for this project. During his it years with Rick Engineering Company, Mr. Scott has worked on many public projects, including PS&E for roadway widenings, roadway extensions, and freeway interchanges. Mr. Scott's experience includes transportation design, drainage design, hydrologic and hydraulic analysis, water quality design, grading, earthwork, and the preparation of specifications and cost estimates. Some of Mr. Patton's relevant Orange County experience includes: Moody Street Beautification-Enhancement, Cypress, CA; WQMP Plan Checking - Cypress, CA; Westminster Boulevard Landscape Median Enhancement, Westminster, CA; Residential Street Rehabilitation, Westminster, CA; and Archstone Gateway Apartments & State College Widening, Orange and Anaheim, CA. Joe Hammond, PE, QSD, QSP/Scott Patton, PE, QSD, QSP (Role: Utility/Sewer - Rick Engineering) Mr. Hammond, PE, QSD, QSP with support from Mr. Patton, PE, QSD, QSP will lead the efforts for Utility and Sewer Studies. In regards to sewer studies, each are well versed in analyzing existing conditions and/or projecting future conditions based on existing and proposed land use. They have recently completed sewer studies for the Archstone Gateway project, an 884-unit multi-family development in the cities of Orange and Anaheim, as well as for the community plan are for the Market Creek Plaza south east San Diego. Through their combined careers they have prepared sewer studies for master planned communities, as well as commercial and industrial developments. Through the same project experience, each has either performed or managed the preparation of both wet and dry utility studies. Joe Hammond, PE, QSD, QSP (Role: Preliminary Engineering - Rick Engineering) Mr. Hammond, PE, QSD, QSP during his 24 year career, he has been the Project Manager for numerous capital improvement and site development projects, which have included grading and drainage design, site development, traffic signal, signing and striping, erosion control, cost estimates, utility coordination, and ADA compliance. Some of his most recent experience has been managing the Residential Street Improvements at Three Neighborhoods for the City of Westminster, which involved civil and traffic engineering for the construction of, or replacement of, pavement structural section, concrete curb, gutter and sidewalks in well-established residential subdivision neighborhoods. Joe also recently CHAMBERS Ifs 25D-57 °?lar Environmental Consulting Services completed the management duties for an Infrastructure Needs Assessment Study for the Villages at Market Creek Community Planning Area, a redevelopment project located in South East San Diego. Duties included the identification of community infrastructure needs for transportation and utilities with their associated anticipated costs and thresholds. Some of Mr. Hammond's relevant Orange County experience includes: Moody Street Beautification-Enhancement, Cypress, CA; WQMP Plan Checking - Cypress, CA; Westminster Boulevard Landscape Median Enhancement, Westminster, CA; and Residential Street Rehabilitation, Westminster, CA. Project Team Availability Our team has sufficient members to provide timely environmental consulting services for City of Santa Ana. As Program Manager, Gene Anderson will assign resources to critical projects to ensure timely completion. The table below provides our availability percentages for project team members. F GeneAnderson Program Manager/CEQA/NEPA Environmental Documents 70% Paula Fell, MS Deputy Program Manager/Environmental Planning 75% Craig Neslage, QEP, MBA Associate 70% Mike McEntee Associate 70% Linette Lina Biology 50% Wayne Bischoff, PhD Cultural 35% Charles Cisneros, MS, RPA Cultural 60% Vincent Ip, PE, GE Geological/Soil Study 35% Meredith Church, PG Hazardous Materials 30% Wayne Brown Public Outreach 40% Brad Jensen Public Outreach 40% Larry Hail, PE, TE, PTOE Traffic Studies 35% Scott Patton, PE, QSD, QSP FAA & ALUC Requirements/Utility/Sewer/Hydrology/Water Quality 35% Joe Hammond, PE, QSD, QSP Utility/Sewer/Preliminary Engineering 35% Scope of Services This section of the_ proposal addresses Chambers Group's Project Teams; approach to providing the services described in Exhibit A (Scope of Services) of the RFP. Types of City projects that may require CEQA and NEPA documentation; traffic, sewer, and water engineering; or regulatory permit services include: 9 Neighborhood street repair 0 Arterial widening a Corridor traffic signal synchronization A Fixed Guideway e Sewer main infrastructure hotspot repairs and relining and rehabilitation Pump stations e Water mains Bikeway/park The staff selected to perform the work outlined in the RFP have work experience on projects within an urban type of environment. To highlight selected, Chambers Group has provided an organization chart on page 11 in this proposal. `tF rr,,y CHAMBERS 17 25D-58 411?7A Environmental Consulting Services Chambers Group's environmental planners have extensive experience providing CEQA/NEPA compliance services for cities. Chambers Group has successfully prepared thousands of environmental and planning reports, documents and studies in compliance with these and other regulations. Our services involve preparation of CE/IS/ND/MND/EIR and CE/EA/FONSI/EIS documents, as well as associated technical studies in accordance with CEQA/NEPA requirements. Chambers Group has a successful history of managing challenging, and sometimes controversial, environmental projects. Expert service leaders and program managers who specialize in an array of client market sectors manage the operations of the firm. Together, projects are technically managed, staffed, and billed, according to the contract. Environmental services associated with this contract will be staffed and managed from our corporate office in Santa Ana, CA. In addition to providing a very experienced Program Manager in Gene Anderson, Chambers Group will supply the City of Santa Ana with professionally qualified staff that brings scientific objectivity, environmental expertise, and defensible technical documentation to assist in meeting the stringent compliance requirements of regulatory agencies. Assisting Mr. Anderson with environmental planning documents will be Paula Fell, Project Manager, and Meghan Directo, Environmental Planner. Chambers Group understands the needs and objectives of the City's Public Works Agency relative to providing on-call environmental services for the preparation of CEQA/NEPA environmental documents, and associated technical studies. Chambers Group's Program Manager and environmental planners are fully versed in all types of CEQA/NEPA environmental documents, from joint EIR/ElSs to Mitigated Negative Declarations (MND), Environmental Assessments (EA), Categorical Exemptions and Exclusions (CE), and Caltrans' pre-CEQA/NEPA document Preliminary Environmental Study (PES). Regardless of the service provided, Chambers Group follows a deliberate project management process that ensures responsiveness to clients' needs, and delivers quality work products. Chambers Group's project management system tracks cost, schedule, and quality. Each element of the system is presented below. SECTION 3. LIST OF PROJECTS RELEVANT CAF=0 JECT CXPERIENC:L Provided below is a list of projects which Chambers Group or our personnel have completed within the last 5 years, including significant work with public agencies. On-Call Environmental Services, Orange County Public Works (OCPW), Orange County, CA Since 2001, Chambers Group has completed over 30 task orders involving creeks, in- channel basins, channel outlets, marshes, and bays in coastal, urban and semi-rural areas. Biological services have involved CEQA compliance, permitting, habitat restorations, wildlife and vegetation species surveys and monitoring, permitting, and environmental analyses including biological assessments, biological reconnaissance, field surveys for sensitive species/habitat, protocol surveys, and jurisdictional delineations. Other services included biological CHAMBERS 18 2501-59 EXHIBIT B CONSULTANT'S FEE SCHEDULE 25D-60 HOURLY RATES Chambers Group hourly rates for professional services and support categories are indicated below subject to periodic revisions; Corporate Director $ 190.00 Program Director $ 170.00 Sr. Project Manager $ 140.00 Project Manager $ 119.00 Principal Biologist/Botanist $ 159.00 Senior Biologist/Botanist $ 129.00 Staff Biologist/Botanist $ 98.00 Assoc. Biologist/Botanist $ 89.00 Asst. Biologist/Botanist $ 79.00 Principal Cultural Resources Specialist` $ 135.00 Senior Cultural Resources Specialist` $ 112.00 Staff Cultural Resources Specialist` $ 89.00 Assoc. Cultural Resources Specialist` $ 76.00 Asst. Cultural Resources Specialist' $ 62.00 Principal Environmental Planner $ 159.00 Senior Environmental Planner $ 129.00 Staff Environmental Planner $ 98.00 Assoc. Environmental Planner $ 89.00 Asst, Environmental Planner $ 79.00 Principal Air/Noise Specialist $ 159.00 Senior Air/Noise Specialist $ 129.00 Staff Air/Noise Specialist $ 98.00 Assoc. Air/Noise Specialist $ 89.00 Asst. Air/Noise Specialist $ 79.00 Principal Technoloi Sl ` list $ 135.00 IS Ar t 2 $ 99.00 I, Analyst 1 $ 86.00 'Project Controls Specia $ 79.00 Technical Editor/Projec`. $ 76.00 Word Processor" $ 66.00 Cle" " $ 52.00 "For non-exempt employees : categories, overtime hours are billed equal to one and one-half times their ?j ts, and historians. _r sentations, and expert testimony will be s ? "I be invoiced at cost plus 1596. h ht deliv-ry, o £ off.ce 3 25D-61 -- -not " GROUP EQUIPMENT/OTHER DIRECT COSTS/OVERTIME POLICY OTHER DIRECT COSTS UNIT UNIT COST Copies - Internal per page $0.15 Color Copies 8"X11" per page $1.00 Color Copies 8"X17" per page $2.00 CNDDB Database (1) per search $45.00 CNPSEI Database (2) per search $35.00 GIS Machine & license per hour $15.00 GIS Materials actual Rental Field vehicle 4WD per day $80.00 Field Vehicle Use: Off Road 4WD per day $65.00 Field Vehicle Use: On-Road 2WD per day $45.00 Mileage per mile $0.50 GPs - Nand held, Garrnin pcr day $10.00 GPS - Real time, Trimble per day $75.00 Telonics Telemetry Receiver per day $175.00 Laser Rangerfinder per day $10.00 CD-ROM's per CD $2.00 Mail/Delivery* actual Telephone* actual Cell Phone per day $2.00 Film/Photo Processing* actual Outside Printing* actual All Outside Services* actual • * = plus 15% handling fee • t+) California Natural Diversity Databa se • (2) California Natural Plant Society El ectronic Invent ory Database All outside services and rentals etc. carry a 15% marku p Equipment Rate sheet available upon request. OVERTIME All nonexempt employees who work more than 8 hours in one workday or more than 40 hours in one work week will receive overtime pay as follows: 1. Overtime compensated at the rate of 1.5 times the employee's regular hourly rate of pay will be provided for all hours worked on excess of 40 in one work week, for the first 4 hours in excess of 8 in any one workday, and for the first 8 hours on the seventh day in one workweek; and 2. Overtime compensated at the rate of two times the employee's regular hourly rate of pay will be provided for all hours worked in excess of 12 in one workday and for all hours worked in excess of 8 on the seventh day of work in one workweek. All overtime will be computed on actual minutes worked, adjusted to the nearest increment of 15 minutes. 25D-62 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 7, 2013 TITLE: CAMBODIAN FAMILY PROPERTY LOAN REFINANCING CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 1St Reading ? Ordinance on 2"d Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER Direct Counsel to review and authorize the City Manager to sign an Assignment of Deed of Trust, a Subordination of Deed of Trust, and a Substitution of Beneficiary for action taken by Cambodian Family, a California non-profit organization, to refinance its building loan that was funded through the Federal Empowerment Zone grant. DISCUSSION On May 18, 1999, the City of Santa Ana signed a Memorandum of Agreement with the Department of Housing and Urban development (HUD) by which the City received the designation of a Round II Empowerment Zone effective January 1, 1999 through December 31, 2009. The Santa Ana Empowerment Corporation (SAEC) was created by Resolution No. 1999-043 and adopted by the City Council on July 19, 1999, to undertake the implementation of the Santa Ana Empowerment Zone program. The SAEC was subsequently incorporated under as a 501(c)(3) non-profit organization. During its ten year designation, the SAEC dutifully carried out the implementation of the Empowerment Zone Strategic Plan. As one of its final grant awards, the SAEC awarded $1,730,939 to Cambodian Family for the purchase of a building located at 1626 E. 4t" Street. This award was in response to a Request for Proposal process and allowed Cambodian Family to purchase the building and relocate to a more visible and accessible location while continuing to serve the community and enhance services in the eastern portion of the City. The Loan Agreement ("Agreement") was structured as a forgivable loan with the condition that Cambodian Family continues operating programs from the new facility for the next five years. Each year 20 percent of the total debt owed to the SAEC would be reduced. The organization has been in compliance with the terms of the Agreement and annually submits a summary of their activities and services to the City. There are 20 months remaining on the term of the Agreement. 30A-1 Cambodian Family Refinance January 7, 2013 Page 2 The Empowerment Zone designation ended September 30, 2010. The SAEC adopted a resolution to dissolve the corporation and City Council authorized the City Manager to proceed with formal dissolution through the California Secretary of State, with the City assuming responsibility for any agreements or obligations still in place. Recently, Cambodian Family gave 30-day notice of their intent to refinance the existing first trust deed loan to take advantage of the historically low interest rates. They have opened escrow and are working with Union Bank to refinance from a 6.5 to a 4.25% 10-year fixed, 25-year amortization. The refinancing necessitates the City to sign an Assignment of Deed of Trust, a Subordination of Deed of Trust, and a Substitution of Beneficiary removing the SAEC from these documents and inserting the City's name in its place. The City's position in chain of title will not change. No cash will be taken from equity and Cambodian Family intends to pay the fees associated with the refinance separate from the loan itself. FISCAL IMPACT There is no fiscal impact associated with this action. Nancy T. E ards Interim Exe tive Director Community Development Agency NTE/LAO/DS/kg Exhibit: 1. Assignment of Deed 2. Subordination Deed of Trust 3. Substitution of Beneficiary 30A-2 RECORDING REQUESTED BY: PACIFIC COAST TITLE COMPANY Escrow No,,, 54003798-DD Title No.: 97510365 AND WHEN RECORDED MAIL TO: APN; 3913-911-23 THIS LINE FOR RECORDER'S USE ASSIGNMENT OF DEED OF TRUST FOR VALUE RECEIVED, the undersigned hereby grants, assigns and transfers to all beneficial Interest under that certain Deed of Trust dated August 20, 2009 executed by The Cambodian Family, a California non-profit Public Benefit Corporation Trustor, to The First American Title Insurance Company Trustee, and recorded as Instrument No.200900449118, on August 20, 2009 , In Book `, Page of Official Records in the County Recorder's office of Orange County, Callfornia, describing land therein as; TOGETHER with the note or notes therein described or referred to, the money due and to become due thereon with Interest, and all rights accrued or to accrue under said Deed of Trust, Dated: December 7, 2012 Paul Waiters, City Manager EXHIBIT 9 ASSTGNDT 30A-3 STATE OF CALIFORNIA COUNTY OF ORANGE }SS: On before me, (This area for offlclal notarial seal) a Notary Public, personally appeared who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) Is/are subscribed to the within Instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(les) and that by his/her/their signature(s)on the Instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the Instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph Is true and correct. WITNESS my hand and official seal, Signature 30A-4 30A-5 RECORDING REQUESTED BY: UNION BANK, N.A. AND WHEN RECORDED MAIL TO: UNION BANK, N.A. Attn: Collateral Management Commercial Real Estate Loan Admin. (V01-492) P. O. Box 30115 Los Angeles, CA 90030-0115 Space Above This Line For Recorder's Use SUBORDINATION OF DEED OF TRUST (To Deed of Trust) NOTICE: THIS SUBORDINATION AGREEMENT RESULTS IN YOUR SECURITY INTEREST IN THE PROPERTY BECOMING SUBJECT TO AND OF LOWER PRIORITY THAN THE LIEN OF SOME OTHER OR LATER SECURITY INSTRUMENT. THIS SUBORDINATION OF DEED OF TRUST ("Subordination Agreement") is made this 4th day of December. 2012 by The Cambodian Family a California non-profit public benefit corporation, owner of the land hereinafter described ("Owner") and The City of Santa Ana present owner and holder of the deed of trust and note first hereinafter described ("Beneficiary"). RECITALS A. The Cambodian Family a California non-profit public benefit corporation has executed, or is about to execute, a deed of trust dated August 20, 2009, to First American Title Insurance Company as trustee, covering that certain real property legally described in Exhibit "A" attached hereto (the "Property"), to secure a debt instrument in the sum of One Million Seven Hundred Thirty Thousand Nine Hundred Thirty Nine and 001100ths Dollars ($ 1,730,939.00 ) dated August 20, 2009 , in favor of The City of Santa Ana ("Beneficiary's Deed of Trust"), which deed of trust was recorded on August 20. 2009 as Instrument/Serial No. 2009000449118 in Book/Reel N/A, Page/Image(s) N/A of Official Records, in the County of Orange , State of California ; and B. Owner has executed, or is about to execute, a deed of trust dated December 4. 2012 to UnionBanCal Mortgacie Corporation as trustee, covering said land and securing an indebtedness (the "Loan") in the amount of One Million One Hundred Fifty Thousand and 00/100ths Dollars ($ 1,150,000.00 ) evidenced by a debt instrument ("Lender's Note") in favor of Union Bank N.A. ("Lender"), payable with interest and upon the terms and conditions described therein, which deed of trust ("Lender's Deed of Trust") is to be recorded concurrently herewith, and provides, among other things, that it shall also secure additional advances and loans thereafter made upon the terms and conditions therein set forth; and EXHIBIT 2 JUtSKLUU 1 .UA (06/09) Page 1 46866-12-UB19986 30A-6 C. It is a condition precedent to obtaining the Loan from Lender that Lender's Deed of Trust, as amended from time to time, shall unconditionally be and remain at all times a lien or charge upon the Property prior and superior to the lien or charge of Beneficiary's Deed of Trust; and D. It is to the mutual benefit of the parties hereto that Lender make the Loan to Owner and Beneficiary is willing that Lender's Deed of Trust, as amended from time to time, shall constitute a lien or charge upon the Property which is unconditionally prior and superior to the lien or charge of Beneficiary's Deed of Trust. AGREEMENT 1. In consideration of the mutual benefits accruing to the parties hereto and other valuable consideration, the receipt and sufficiency of which consideration is hereby acknowledged, and in order to induce Lender to make the Loan, it is hereby declared, understood and agreed as follows: 1.1 That Lender would not make the Loan without this Subordination Agreement. 1.2 That Lender's Deed of Trust, as amended from time to time, securing Lender's Note and any amendments, renewals or extensions thereof, shall unconditionally be and remain at all times a lien or charge on the Property prior and superior to the lien or charge of Beneficiary's Deed of Trust. 1.3 That this Subordination Agreement shall be the whole and only agreement with regard to the subordination of the lien or charge of Beneficiary's Deed of Trust to the lien or charge of Lender's Deed of Trust, as amended from time to time, and shall supersede and cancel, but only insofar as would affect the priority between the deeds of trust hereinbefore specifically described, any prior agreements as to such subordination including, but not limited to, those provisions, if any, contained in Beneficiary's Deed of Trust which provide for the subordination of the lien or charge thereof to a deed or deeds of trust or to a mortgage or mortgages. 2. Beneficiary declares, agrees and acknowledges that: 2.1 Beneficiary consents to and approves (a) all provisions of Lender's Note and Lender's Deed of Trust, and (b) all agreements including, but not limited to, any loan or escrow agreements between Owner and Lender, for the disbursement of the proceeds of the Loan; 2.2 Lender, in making disbursements pursuant to any such agreement, is under no obligation or duty to, nor has Lender represented that it will see to the application of such proceeds by the person or persons to whom Lender disburses such proceeds and any application or use of such proceeds for purposes other than those provided for in such agreement or agreements shall not defeat the subordination herein made in whole or in part; 2.3 Beneficiary intentionally and unconditionally subordinates the lien or charge of Beneficiary's Deed of Trust in favor of the lien or charge upon the Property of Lender's Deed of Trust, as amended from time to time, and understands that in reliance upon and in consideration of this subordination, specific loans and advances are being and will be made and, as part and parcel thereof, specific monetary and other obligations are being and will be entered into which would not be made or entered into but for said reliance upon this subordination; and 2.4 An endorsement has been placed upon the note secured by Beneficiary's Deed of Trust that Beneficiary's Deed of Trust has by this instrument been subordinated to the lien or charge of Lender's Deed of Trust, as amended from time to time. SUBREDOT.CA (06/09) Page 2 46866-12-UB19986 30A-7 (ALL SIGNATURES MUST BE ACKNOWLEDGED) OWNER: The Cambodian Family,a California non-profit, public benefit corporation By: Title: BENEFICIARY: The City of Santa Ana By: Name: Title: IT IS RECOMMENDED THAT PRIOR TO THE EXECUTION OF THIS SUBORDINATION AGREEMENT, THE PARTIES CONSULT WITH THEIR ATTORNEYS WITH RESPECT THERETO. JUBRUUU'1'.C'.A (06/09) Page 3 46866-12-UB19986 30A-8 Jut3xhuU1.CA (06/09) Page 4 46866-12-UB19986 30A-9 EXHIBIT 'W' LEGAL DESCRIPTION OF PROPERTY Assessor's Tax Parcel No(s): 398-411-23 THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE COUNTY OF ORANGE, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS: PARCEL 1: ALL OF LOT 10, EXCEPT THE WEST 37.50 FEET THEREOF AND THE WEST 43.72 FEET OF LOT 12, BLOCK "B" OF GARDNER VILLA TRACT, AS SHOWN ON A MAP THEREOF RECORDED IN BOOK 13, PAGE 97 OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA. PARCEL 2: LOTS 12 AND 14 IN BLOCK "B" OF THE GARDNER VILLA TRACT, AS PER MAP THEREOF RECORDED IN BOOK 13, PAGE 97 OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA. SUBREDOT.CA (06/09) Page 5 46866-12-UB19986 30A-10 30A-11 NOTARY ACKNOWLEDGMENT STATE OF CALIFORNIA COUNTY OF On before me, Notary Public personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity(ies) upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the forgoing paragraph is true and correct. WITNESS my hand and official seal. Signature (SEAL) 30A-12 30A-13 NOTARY ACKNOWLEDGMENT STATE OF CALIFORNIA COUNTY OF On before me, Notary Public personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity(ies) upon behalf of which the person(s) acted, executed the instrument. certify under PENALTY OF PERJURY under the laws of the State of California that the forgoing paragraph is true and correct. WITNESS my hand and official seal. Signature (SEAL) 30A-14 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 7, 2013 TITLE: CONDITIONAL USE PERMIT NO. 2012-27 TO ALLOW A HUB FACILITY FOR TIME WARNER CABLE AT 1115 EAST SECOND STREET - BLU CROIX LTD., APPLICANT 'Yti CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 1s' Reading ? Ordinance on 2na Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER Receive and file the staff report approving Conditional Use Permit No. 2012-27 as conditioned. PLANNING COMMISSION ACTION On December 10, 2012, the Planning Commission adopted a resolution approving Conditional Use Permit No. 2012-27 as conditioned by a vote of 5:0 (Nalle abstained) to allow a new hub facility to be built for Time Warner Cable at 1115 East Second Street located in the Specific Development No. 84 (SD84) zoning district. The Planning Commission added a condition of approval to require security cameras on the exterior of the building to minimize the potential for graffiti on the structure (Exhibit A). FISCAL IMPACT There is no fiscal impact associated with this action. J y . Trevino Executive Director Planning & Building Agency VF:rb vflreports\CUP 12-27 Time Warner 1115 Second.cc Exhibit: A. Planning Commission Staff Report 31A-1 31A-2 REQUEST FOR Planning Commission Action PLANNING COMMISSION MEETING DATE: DECEMBER 10, 2012 TITLE: PUBLIC HEARING - FILED BY BLU CROIX LTD. FOR CONDITIONAL USE PERMIT NO. 2012-27 TO ALLOW A HUB FACILITY FOR TIME WARNER AT 1115 EAST SECOND STREET Prepared by Vince Fregoso Q-q-L? Executive Director RECOMMENDED ACTION PLANNING COMMISSION SECRETARY APPROVED ? As Recommended ? As Amended ? Set Public Hearing For DENIED ? Applicant's Request ? Staff Recommendation CONTINUED TO Planning Manage Adopt a resolution approving Conditional Use Permit No. 2012-27 as conditioned. DISCUSSION Request of the Applicant Blu Croix Ltd., representing Time Warner Cable, is requesting approval of a conditional use permit to allow a new hub facility to be built for Time Warner Cable at 1115 East Second Street. Specifically, the applicant is requesting approval per Section 41-2007 of the Santa Ana Municipal Code (SAMC), which requires a conditional use permit for a public utility structure in the Transit Zoning Code (SD-84) zoning district. Proiect Location and Site Description The subject property is a 0.95 acre, irregularly shaped parcel of land bordered by three streets: East Second Street, East Third Street and Santa Fe Street. The lot is currently occupied by a 1,045 square foot, 12 foot high cable equipment facility situated at the southeast corner of the site. The remainder of the site is paved with asphalt and is used for parking. A nine foot high wrought iron fence completely encloses the project site. Approximately 40 parking spaces are currently located on the site. The site is surrounded by industrial and residential uses to the north and south, residential structures to the east, and the HD Supply Warehouse to the west (Exhibits 1 and 2). Prolect Description The applicant is proposing to construct a new 7,400 square foot public utility structure on its existing hub site. The proposed building will be located on the southwest corner of the site and will include 5,700 square feet of space for cable equipment/hub facility uses that are intended to EXHIBIT A 31A-3 Conditional Use Permit No. 2012-27 December 10, 2012 Page 2 provide for the growing demand of Time Warner's customers. The remaining 1,700 square feet of the building will be used as offices. In addition, a 720 square foot emergency generator room will be constructed north of the building to provide electricity to the facility in the event of a power outage (Exhibits 3 and 4). The project has been designed to be consistent with the various provisions of the Transit Zoning Code. The building will be located near the southwest corner of the site in order to create a relationship between the building and the street. Also, the design of the building is consistent with the architectural standards of the Code. Concrete tilt up panels, aluminum storefront windows, decorative metal canopies and decorative lighting will be featured on the building which is designed in the California Contemporary style. In addition, the required 10 foot wide landscaped setback will be maintained along all street frontages, with new landscape planters installed within the parking lot. New bike racks will also be installed on the premise. Finally, parking that exceeds code requirements and enhanced parking lot lighting will be provided. The hub facility is intended to be operational 24 hours per day. The hours of operation for the office component will be from 8:00 a.m. to 5:00 p.m. A total of 25 parking spaces will be provided on the premises while only 21 are required. Project Background In 1998, Comcast Cable received approval to construct a video communications building on the subject site. After submitting the project into building plan check, Comcast decided not to proceed with the project and let the plan check for the project expire. In 2004, Adelphia submitted plans and received approval to construct the 1,045 square foot hub facility that is located at the southeast section of the parcel. Over the last eight years, Time Warner has seen an increase in demand for its cable television, internet and telephone services. In an effort to address this demand, Time Warner is proposing to construct a new hub facility on their existing parcel. General Plan and Zoning Analysis The General Plan land use designation for the site is Urban Neighborhood (UN), which allows for a variety of industrial, commercial and residential uses. The proposed project is consistent with the General Plan land use designation. The subject site is located in the Urban Neighborhood 2 (UN-2) zone of the Transit Zoning Code (SD-84) zoning district. The UN-2 district is a zoning designation that allows residential, retail, service, and small scale industrial and communication facilities such as the one proposed. Public utility structures, such as this one proposed by Time Warner, are conditionally permitted uses within the UN-2 zone, and require the approval of a Conditional Use Permit. 31A-4 Conditional Use Permit No. 2012-27 December 10, 2012 Page 3 Proiect Analysis In June 2010, the City Council adopted the Transit Zoning Code/Specific Development No. 84 for the downtown and central portions of the City. The SD-84 was a unique approach to zoning that draws from traditional zoning practices by regulating use and general building design, but that also establishes regulations that respect and strengthen the existing context and built environment of the distinct areas within the plan. The Transit Zoning Code also established separate zones that range from transit oriented compact development to less intense neighborhood development. The code also established detailed development standards for building and parking location, building massing and open space. It regulated building architecture through standards and guidelines and provided explicit requirements and direction for developers. The proposed hub facility for Time Warner meets all of the requirements specified in the Transit Zoning Code relating to public facility structures. The subject property and proposed project is in compliance with the development standards for the Urban Neighborhood 2 area, including setbacks, landscaping and parking. Additionally, appropriate conditions of approval have been included for this project that will ensure it remains in compliance with the provisions of the Transit Zoning Code and does not become an attractive nuisance or disrupt the surrounding residential or industrial uses found in the area. The addition of a public facility use at this location supports several General Plan Goals and Policies, including Land Use Element Goal 1, which promotes the balance of land uses to address basic community needs, goal 3 to preserve and improve the character and integrity of neighborhoods, Policy 2.10 which encourages new development which is harmonious in scale and character with existing development in the area, and Policy 4.3 which supports land uses that provide community and regional economic and service benefits. This project will provide enhanced service to Time Warner customers in the community and will encourage a development that is compatible with the development pattern of the area. As stated previously, the proposed project requires the approval of a Conditional Use Permit. Conditional Use Permits are governed by Section 41-638 of the SAMC. Conditional use permits may be granted when it can be shown that the following can be established: • That the proposed use will provide a service or facility which will contribute to the general well being of the neighborhood or community. • That the proposed use will not, under the circumstances of the particular case, be detrimental to the health, safety, or general welfare of persons residing or working in the vicinity. • That the proposed use will not adversely affect the present economic stability or future economic development of properties surrounding the area. • That the proposed use will comply with the regulations and conditions specified in Chapter 41 for such use. 31A-5 Conditional Use Permit No. 2012-27 December 10, 2012 Page 4 That the proposed use will not adversely affect the General Plan of the city or any specific plan applicable to the area of the proposed use. If these findings can be made, then it is appropriate to grant the conditional use permit. Conversely, the inability to make these findings would result in a denial. Using this information staff has prepared the following analysis, which, in turn forms the basis for the recommendation contained in this report. In analyzing the conditional use permit request staff believes that the following findings of fact warrant approval of the conditional use permit. • The project will provide a service or facility which will contribute to the community. The proposed facility is a public utility structure that will provide enhanced and upgraded cable, internet and telephone services to residents of the City and the region, thereby allowing Time Warner to more efficiently meet the growing demand for their services. The proposed hub facility will not be detrimental to persons residing or working in the area as the facility is located within an area of the City that allows communication facilities such as the one proposed. Further, the facility will primarily be an unmanned facility with the exception of a small office component of the building. Improvements will be made to the site that will bring the site into compliance with applicable development standards. Finally, conditions have been placed on the project that will mitigate any negative or adverse impacts created by the use that could otherwise affect the health, safety, or general welfare of the surrounding residences and businesses. The proposed use will not adversely affect the economic stability of the area, but will instead identify the site as a viable site to conduct business. The existing site is vacant with the exception of a 1,045 square foot unmanned facility and is proposed to be occupied by a use that is consistent with the zoning for the property. The use of the site, in conjunction with the substantial improvements to the architecture and landscaping on the site, will enhance the economic viability of the area. The use will be in compliance with all regulations and provisions of Chapter 41 (Zoning Code) of the Santa Ana Municipal Code as well as the Transit Zoning Code. Site improvements are proposed to the entire site that will bring the site into compliance with the Zoning Code. The proposed use will not adversely affect the General Plan as the project is consistent with several goals and policies of the document. Land Use Element Goal 1 encourages development that promotes the balance of land uses to address basic community needs, Goal 3 encourages projects that preserve and improve the character and integrity of neighborhoods, Policy 2.10 encourages new development which is harmonious in scale and character with existing development in the area, and Policy 4.3 which supports land uses that provide community and regional economic and service benefits. 31A-6 Conditional Use Permit No. 2012-27 December 10, 2012 Page 5 Public Notification The project site is not located within a neighborhood association. However, staff did contact two neighbors in the immediate area who attended prior meetings regarding the project. The neighbors expressed no concerns with the project nor requested that the project be presented to any organization for review. The project site itself was posted with a notice advertising this public hearing, a notice was published in the Orange County Reporter and mailed notices were sent to property owners within 500 feet of the project site, as well as concerned citizens listed on the Permanent Notification List. At the time of this printing, no correspondence had been received. CEQA Analysis In accordance with the California Environmental Quality Act, the proposed project is exempt from further review pursuant to Section 15332. This Class 32 exemption allows infill development projects that are consistent with the zoning and general plan, are on sites less than five acres in size, and will not have any significant effects related to traffic, noise air or water quality. Categorical Exemption Environmental Review No. 2011-65 will be filed for this project. Conclusion Based on the analysis provided within this report, staff recommends that the Planning Commission approve Conditional Use Permit No. 2012-27 as conditioned. Vince Fregoso, Principal Planner VF:jm v(Veports\CUP 12-27 Time Warner 1115 Second.121012.pc Attachments: Exhibit 1 - General Vicinity Map Exhibit 2 -- Land Use Map Exhibit 3 - Site/Floor Plan Exhibit 4 - Building Elevations 31A-7 31A-8 E x: M? M2 I f ca MZ ?S O *? Mt ?• LT I M2 O 1 .?` ? M? ? I p! p o ? Itlcg, R3 --SRNTR'?NR Or o sa O j' R ` t3ry M`y rear t "R3 , O M2 O RI SD-21 R1 RI cam ?j?e•? ?` O MI a2 R3 RI `"1'RI' alp. ?• ?? '"?t,*"'` ` M2 ` R1 R1 ?. ? , M It , I - 1 w:P_;; M! R1 RI R1 CIm C! a w i O .M ? 2 r h12 RJ R3 ? t ' swn 1- # M2 -Mca ! I P r i ,, . P -Cro2, Co2i .,Co2o C2 C2 C1 0 C2..cr C2 p+,•, 4TH •_50.37 C22 M2 = M2. M2 A11 2, I `Mi I F? ?NI • z P Tr r i rP / I R2 R2 _ R2 R2 K Mt :ur CIT. 2 a R2 ; M2 I M2Q M2 Mt F11 o I C2 R2 s_ R!$ 2 ,,.r R2 R2 1 e Cs R2 R2 F M, I RM2 R2 C2 M2'ROJECT' C2 =i cz CO C t C2-?c.. O I n MI M1 MI M2 1 as I .:, R: o Mi R2 I r M1 C2 cs C2 a C2 Kwn,c w ?, 4 R1 HfF- Ml MI F---1 0 R3 R3 Ml Mf 3 m) (? rre + t; M2 M1 I $ R3 R7 R3 ?.J R3 R3 O R3 Mt Ml MF 0 DO R3 O R2 MI t't Al C8J1 wACAC1Juuwt CR 001MMMALF€SDIRM Rt SINGLEFAMILYFISDGMAL -R FY,A4NG&MRCA110N 00 GCk9MENTCDM IQ WFAMILYFiEIDDKE C9r1 CCMM9rEALSIXI'M NN Mt L09INDUSTRAL Ri MULTIP EDENSTYMULTIFCE C7 CDMMUMIYCOmmunAl. M2 WAWINDUSIRAL FAMILYFESDDJCE CI-MD ODMM.CQMMOVAUMUSH DMINCT Mo M114TAWOFMAN NS R1 8)RJfMAFARfFA8M C2 GEItDL1LOCMMa;aAL O OPEN,"CE FE FEMMMLE.SIAIE C3 Cw R4LanKm P PFUESSONAL m `. *0F)CDBRJ"ENT C3-A C941MLBWNEZARTISTMUAGE POD RANNE 010MM"WOf1AflC%'1IM a, MF)CPLAN C4 F1MNW9-10F9N'GCE3`IIFR PFO RANNEOR®OE3,MI)BALOFMEYT Cs ARFEIMCUAM15ML CUP 2012-27 TIME WARNER HUB FACILITY, 1115 EAST SECOND STREET - =500FEEr 1" = 1000 FAT P L A N N I N G A N D B U I L D I N G A G E N C Y EXHIBIT 1 I D S. INDUS. FOURTH STREET I- w w W a D I-- w z V) u, w a > Ln THIRD STREET WHOLESALE : -M - IN )US. 4NDUS. S. .R. V ILA ? SECOND STREET I N U h S. R. ? .R. z Q O Q = z IND a FIRST STREET CUP 2012--27 TIME WARNER HUB FACILITY 1115 EAST SECOND STREET P L A N N I N G A N D B U I L D I N G A G E N C Y LAND USE MAP EXHIBIT 2 31 A-10 ? 8 o < PSI 4} ?? V eg?g:?? }a r• ga©9Y @im-4 Y? ?? :?I? fig•''r? ?RFt888 8? yS='s? gig w g 8g ? d o _ ? ? ? ? ? ?yy ?Q TS N. ? dd ??ya° ?L adg"° g ¢s E ? & °?i Mffi° F4 3 6 ?? Hg$ a ?$ 9 Sr ? ?' Y dd c?6 g ?y J g 7?O € I g h? g el s v a. - a? t _ E Za??R a?ffija o F ,Is Y 2s R 43 o; 2R tau ?y ??a es .? l0 .. Yot U M g ? '3Qds??? LLJ q E`oay>'; WI 0 -OE, El ?e`JPS?E: •3)? -??( ? is N l„ F Ti 1 k P ? € €j y 7 ? 8' X. _ I ? I F? D;I e ? _ 77 r 1 _ g I t o t., a U d' w x w a U a w H o? a 1[7 ? YY kSi1 E R R MY' O Wto) Ho W o? wo a? 0 O "1 a? ww ? B W? z o? wa °z L ? n VA z O w w O w w >-t M-i 0 x a V W w N ai U z Z a ui F rz a 0 a l °''0 X53= • S88e d R ? F 4 A ROH - 12/10/12 RESOLUTION NO. 2012-17 A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF SANTA ANA APPROVING CONDITIONAL USE PERMIT NO. 2012-27 AS CONDITIONED TO ALLOW A HUB FACILITY FOR TIME WARNER CABLE IN THE TRANSIT ZONING CODE (SD-84) ZONING DISTRICT FOR THE PROPERTY LOCATED AT 1115 EAST SECOND STREET BE IT RESOLVED BY THE PLANNING COMMISSION OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The Planning Commission of the City of Santa Ana hereby finds, determines and declares as follows: A. The applicant is requesting approval of Conditional Use Permit No. 2012- 27 to allow a new hub facility to be built for Time Warner Cable in the Transit Zoning Code (SD-84) zoning district for the property located at 1115 East Second Street. B. Conditional Use Permit No. 2012-27 came before the Planning Commission of the City of Santa Ana for a duly noticed public hearing on December 10, 2012. C. Santa Ana Municipal Code Section 41-2007 requires a conditional use permit for a public utility structure in the Transit Zoning Code (SD-84) zoning district. D. Santa Ana Municipal Code Section 41-638(a)(1) authorizes the Planning Commission to grant a conditional use permit upon making certain findings. 1. That the proposed use will provide a service or facility, which will contribute to the general well being of the neighborhood or the community. The project will provide a service or facility which will contribute to the community. The proposed facility is a public utility structure that will provide enhanced and upgraded cable, internet and telephone services to residents of the City and the region, thereby allowing Time Warner to more efficiently meet the growing demand for their services. 2. That the proposed use will under the circumstances of the particular case be detrimental to the health, safety, or general welfare of persons residing or working in the vicinity. 31 A-13 Resolution No. 2012-17 Page 1 of 4 The proposed hub facility will not be detrimental to persons residing or working in the area as the facility is located within an area of the City that allows communication facilities such as the one proposed. Further, the facility will primarily be an unmanned facility with the exception of a small office component of the building. Improvements will be made to the site that will bring the site into compliance with applicable development standards. Finally, conditions have been placed on the project that will mitigate any negative or adverse impacts created by the use that could otherwise affect the health, safety, or general welfare of the surrounding residences and businesses. 3. That the proposed use will adversely affect the present economic stability or future economic development of properties surrounding the area. The proposed use will not adversely affect the economic stability of the area, but will instead identify the site as a viable site to conduct business. The existing site is vacant with the exception of a 1,045 square foot unmanned facility and is proposed to be occupied by a use that is consistent with the zoning for the property. The use of the site, in conjunction with the substantial improvements to the architecture and landscaping on the site, will enhance the economic viability of the area. 4. That the proposed use will comply with the regulations and conditions specified in Chapter 41 for such use. The use will be in compliance with all regulations and provisions of Chapter 41 (Zoning Code) of the Santa Ana Municipal Code as well as the Transit Zoning Code. Site improvements are proposed to the entire site that will bring the site into compliance with the Zoning Code. 5. That the proposed use will adversely affect the General Plan or any specific plan of the City. The proposed use will not adversely affect the General Plan as the project is consistent with several goals and policies of the document. Land Use Element Goal 1 encourages development that promotes the balance of land uses to address basic community needs, Goal 3 encourages projects that preserve and improve the character and integrity of neighborhoods, Policy 2.10 encourages new development which is harmonious in scale and character with existing development in the area, and Policy 4.3 which supports land uses that provide community and regional economic and service benefits. 31A-14 Resolution No. 2012-17 Page 2 of 4 E. In accordance with the California Environmental Quality Act, the proposed project is exempt from further review pursuant to Section 15332. This Class 32 exemption allows infill development projects that are consistent with the zoning and general plan, are on sites less than five acres in size, and will not have any significant effects related to traffic, noise air or water quality. Categorical Exemption Environmental Review No. 2011-65 will be filed for this project. Section 3. The Planning Commission of the City of Santa Ana, after conducting the public hearing, hereby approves Conditional Use Permit No. 2012-27, as conditioned in Exhibit "A" attached hereto and incorporated herein, to allow a new hub facility to be built for Time Warner Cable in the Transit Zoning Code (SD-84) zoning district for the property located at 1115 East Second Street. This decision is based upon the evidence submitted at the above said hearing, which includes, but is not limited to: the Request for Planning Commission Action dated December 10, 2012, and exhibits attached thereto; and the public testimony, all of which are incorporated herein by this reference. ADOPTED this 10th day of December, 2012 by the following vote: AYES: Commissioners: Acosta, Alderete, Gartner, Mill, Yrarrazaval (5) NOES: Commissioners: None (0) ABSENT: Commissioners: None (0) ABSTENTIONS: Commissioners: Nalle (1) Eric Alderete Chairman APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: Ryan O. Hodge Assistant City Attorney 31 A-15 Resolution No. 2012-17 Page 3 of 4 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARTHA RAMIREZ, Clerk of the Planning Commission, do hereby attest to and certify the attached Resolution No. 2012-17 to be the original resolution adopted by the Planning Commission of the City of Santa Ana on December 10, 2012. Date: Clerk of the Planning Commission City of Santa Ana 31 A-16 Resolution No. 2012-17 Page 4 of 4 EXHIBIT A Conditions for Conditional Use Permit No 2012-27 Should the Planning Commission approve Conditional Use Permit No. 2012-27, the approval is subject to compliance, to the reasonable satisfaction of the Planning Manager, with all applicable sections of the Santa Ana Municipal Code, the California Administrative Code, the California Building Standards Code and all other applicable regulations. The applicant must comply in full with each and every condition listed below prior 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. A. Planning Division 1. All proposed improvements must conform to the Site Plan Review approval of DP No. 20112-25 and the staff report exhibits. 2. Any amendment to this conditional use permit must be submitted to the Planning Division for review. At that time, staff will determine if administrative relief is available or the variance must be amended. 3. The site occupant shall be responsible for maintaining the premises free from graffiti. All graffiti shall be removed within 24 hours. 4. Prior to submittal into building plan check, working drawings for the landscape plan shall be submitted to the Planning Division for review and approval. 5. Once installed, landscaping shall be maintained on the premises at all times. 6. Prior to building permit issuance, a lot merger to consolidate the lots shall be applied for and be approved. 31 A-17 B. Police Department 1. All structures and parking lot shall comply with the provisions of Chapter 8, Article II, Division 3 of the Santa Ana Municipal Code (Building Security Ordinance). These code conditions will require the projects lighting, door/window locking devices and addressing be upgraded to current code standards. Lighting standards cannot be located in required landscape planters. 2. Security cameras shall be installed on the exterior of the building. (Request for modification by the Planning Commission on December 10, 2012.) 31 A-18 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 7, 2013 TITLE: NOMINATE AND APPOINT A NEW REPRESENTATIVE AND AN ALTERNATE TO THE ORANGE COUNTY FIRE AUTHORITY (OCFA) BOARD l - CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 15' Reading ? Ordinance on 2"d Reading ? Implementing Resolution ? Set Public Hearing For CONTINUED TO FILE NUMBER Adopt a resolution appointing Mayor Pro Tern Sal Tinajero as the representative and Councilmember Angelica Amezcua as alternate to the Orange County Fire Authority Board (OCFA). DISCUSSION The City of Santa Ana entered into a Joint Powers Agreement with the Orange County Fire Authority (OCFA) on February 21, 2012, to provide fire related services. The City of Santa Ana, as a member of the Orange County Fire Authority Joint Powers Authority (JPA), is entitled to appoint a representative director and alternate to the Board of Directors. The director and alternate must be an elected official, shall serve at the pleasure of the Council, and may be removed at any time, with or without cause. FISCAL IMPACT None ' / Y- ! ' Maria . Huizar, Clerk of the Council Attachment: Resolution 55A-1 55A-2 RESOLUTION NO. 2013-XXX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA, CALIFORNIA, REPEALING RESOLUTION NO. 2012-010 AND DESIGNATING AND APPOINTING A NEW REPRESENTATIVE AND ALTERNATE TO THE ORANGE COUNTY FIRE AUTHORITY'S BOARD OF DIRECTORS WHEREAS, the City, as a "member" of the Orange County Fire Authority Joint Powers Authority (JPA) is entitled to appoint a representative director ("Director") and alternate to the Orange County Fire Authority's Board of Directors, and WHEREAS, each member agency, by resolution of its governing body, shall designate and appoint one representative to act as its Director on the Authority Board of Directors, except the County whose Board of Supervisors shall appoint two representatives to act as its Directors, and WHEREAS, each Director shall be a current elected member of the governing body, and WHEREAS, each Director shall hold office until the selection of a successor by the appointing body, and WHEREAS, each member agency shall also appoint an alternate representative to act in each Director's absence; and WHEREAS, each alternate shall be a current elected member of the member agency's governing body, and WHEREAS, each Director and alternate is to serve at the pleasure of his or her appointing body and may be removed at any time, with or without cause, at the sole discretion of that appointing body, and WHEREAS, any vacancy shall be filled in the same manner as the original appointment of a Director and/or alternate. NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Santa Ana, California, does hereby: 1. Repeal Resolution No. 2012-010 in its entirety, and 2. Designate and appoint Council Member Sal Tlnajero as a Director and Council Member Angelica Amezcua as alternate to the Orange County Fire Authority Board of Directors. Resolution No. 2013-XXX 55A-3 Page 1 of 2 PASSED, APPROVED, AND ADOPTED this 2013. Miguel A. Pulido, Mayor APPROVED AS TO FORM: By: Sonia R. Carv City Attorney AYES: NOES: ABSENT: ABSTENTIONS: alho, COUNCILMEMBERS: COUNCILMEMBERS: COUNCILMEMBERS: COUNCILMEMBERS: CERTIFICATE OF ATTESTATION AND ORIGINALITY day of I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2013-XXX to be the original resolution adopted by the City Council of the City of Santa Ana on Date: Clerk of the Council, City of Santa Ana Resolution No. 2013-XXX Page 2 of 2 55A-4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 7, 2013 TITLE: PUBLIC HEARING - RESOLUTION AUTHORIZING CONDEMNATION OF REAL PROPERTY FOR GRAND AVENUE WIDENING (PROJECT NO. 081732 NONGENERAL FUND) CITY MANAGER CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 1" Reading ? Ordinance on 2nd Reading ? Implementing Resolution ? Set Public Hearing For CONTINUED TO FILE NUMBER RECOMMENDED ACTION Adopt a resolution authorizing the condemnation of real property located at 202 North Grand Avenue (APN 398-453-06) and 1214 East Third Street (APN 398-453-05) and declaring the public necessity and interest therefore. DISCUSSION Grand Avenue is a major north-south transportation facility which is designated as a major arterial highway and carries in excess of 35,000 vehicles per day. The widening of Grand Avenue between First and Seventeenth Streets has been a long-term priority project that will be constructed in several phases. The improvements include widening of the street from two to three lanes in each direction; installing raised landscape medians; constructing curb, gutter, and sidewalks; and installing bike lanes. The Public Works Agency is acquiring property for Phase between First and Fourth Streets, and expects to complete the acquisition process by June 2013. The transportation improvements require full acquisition of the properties located at 202 North Grand Avenue and 1214 East Third Street (Exhibit 1) to accommodate the widening. The Public Works Agency has made a diligent effort to negotiate with the property owner and their representatives for the past 10 months. On November 8, 2012, a good faith offer was made in the amount of $3,200,000. The Public Works Agency has made, and will continue to make, every effort to reach a settlement with the property owner. Although negotiations will continue, staff is requesting adoption of a resolution of necessity and initiation of condemnation proceedings (Exhibit 2) in order to maintain the Grand Avenue widening project schedule and to commence construction in summer of 2013. 75A-1 Public Hearing & Resolution Authorizing Condemnation of Real Property for Grand Avenue Widening January 7, 2013 Page 2 ENVIRONMENTAL IMPACT In accordance with the California Environmental Quality Act, the proposed project has been determined to be adequately evaluated in the previously prepared FEIR (SCH No. 1998051068) approved by the City Council in 2002. In accordance with National Environmental Policy Act, an Environmental Assessment document with a Finding of No Significant Impact was prepared for the proposed project and was approved by the California Department of Transportation and Federal Highway Administration in 2011. FISCAL IMPACT There is no fiscal impact associated with this action. C?? ? (at?brn.1?L FZaul Godinez Executive Director Public Works Agency RG/JG Exhibit: 1. Location Map 2. Resolution of Necessity 75A-2 N (N T S) 398-363-04 _-!_ I 398-383-06 m M CO 398-383-13 M n i m t m ? m ? m m i m i m j m j ? ° 1 m m i n i j 0 j W?? 1 m W l m l m i m 1 m j m i ii m I m i ?? i P i P. 1 ?_L.P P x= m m m m m LEGEND: SUBJECT PROPERTY T w z a z a 71 T 7-71 °mjmim!°imjmimi i P i Qm' ! Om I P I P P? P i P j 1 ri 1 rj m 1 m 1 m i 1 i j ? !?!-_iNlmi P ? m I m i W I W W i °m j m i m i m l m w l m i P i P ? P iii P i P _. _.._. THIRD STREET 1 m ? m ? m m i m ?Q e i! a l? n 717* 1 ? j a i e? e j a m w _ _- -i ' _-j m T SECOND STREET m m i m? m? m ! i m i mI m f m! j e p i p l<! e i u! ! 1 i no e Q p! FIRST STREET SANTA ANA TITLE: PUBLIC FEAFMIO - FEBOLUTION AUTHOR12M P W A AcD D iM ?. COI?DE"TIM OP FEAL PROMMW FOR JAN 7. DAT GRAND AVENUE WMMlO (PROJECT NO. 08M NONHGIENE AL FUND) c s l 75A-3 FOURTH STREET 75A-4 EXHIBIT 2 RESOLUTION NO. 2013- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA FINDING AND DETERMINING THAT THE PUBLIC INTEREST, CONVENIENCE AND NECESSITY REQUIRE THE ACQUISITION OF CERTAIN REAL PROPERTIES LOCATED WITHIN THE CITY OF SANTA ANA LOCATED AT 202-218 N. GRAND AVENUE AND 1214 E. 3d STREET (APN 398-453-05 AND 398-453-06) 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 on January 7, 2013, after written notice duly provided to all those claiming ownership, including the owners of the properties described hereafter, as they appeared on the last equalized County assessment roll, held a hearing pursuant to Code of Civil Procedure section 1245.235 for the purpose of allowing the owners thereof a reasonable opportunity to be heard on the following matters: A. Whether the public interest or necessity requires the project; B. Whether the project is planned or located in a manner which is most compatible with the greatest public good and the least private injury; C. Whether the properties proposed to be acquired is necessary for the project; D. Whether the offer required by Government Code section 7267.2(a), together with the accompanying statement and summary of the basis for the amount established as just compensation, was actually made and whether said offer and statement/summary contained all of the factual information required by Government Code section 7267.2(a); E. Whether the City has complied with all conditions and statutory requirements necessary to exercise the power of eminent domain to acquire the properties described herein, as well as any other matter regarding the right to take said properties by eminent domain; and F. Whether the City has statutory authority to acquire the properties by eminent domain. Resolution No. 2013- Page 1 of 5 75A-5 Section 2. The City Council has, as a result of its consideration and the evidence presented at the hearings on this matter, and in accordance with the California Environmental Quality Act ("CEQA") and the State CEQA Guidelines, determined that the proposed project has been adequately evaluated in the previously prepared Environmental Impact Report/Environmental Impact Statement EIR No. 98-01 and all subsequent addenda. In accordance with National Environmental Policy Act, an Environmental Assessment document with a Finding of No Significant Impact was prepared for the proposed project and approved by the California Department of Transportation and Federal Highway Administration in 2011. On the basis of this review, the City Council finds that there is no evidence from which it can be fairly argued that the Project will have a significant adverse effect on the environment. Section 3. Pursuant to Title XIV, California Code of Regulations ("CCR") § 735.5(c)(1), the City Council has determined that, after considering the record as a whole, there is no evidence that the proposed project will have the potential for any adverse effect on wildlife resources or the ecological habitat upon which wildlife resources depend. The proposed project exists in an urban environment characterized by paved concrete, roadways, surrounding buildings and human activity. Therefore, pursuant to Fish and Game Code § 711.2 and Title XIV, CCR § 735.5(a)(3), the payment of Fish and Game Department filing fees is not required in conjunction with this project. Section 4. The City of Santa Ana ("the City"), as a result of said hearing, has determined that the proposed project is planned or located in a manner that will be the most compatible with the greatest public good and least private injury and that the public interest, necessity, health, safety and welfare require the acquisition by the City of Santa Ana of those certain real properties located at 202-218 N. Grand Avenue and 1214 E. 3rd Street (APN 398-453-05 and 398-453-06) in the City of Santa Ana, California ("the "Properties"). The Properties are situated in the City of Santa Ana, County of Orange, State of California, and more particularly described in Exhibit "A" which is attached hereto and incorporated herein by reference and made a part hereof as though fully set forth herein, for the public purposes hereafter set forth. Section 5. The City hereby finds, determines and declares that the public interest, convenience and necessity require the acquisition by said City of the Properties described in Section 4 above, including any and all leaseholds and related improvements for the purposes of the Grand Avenue Widening Project ("the Project'). The location of the Project is between First and Fourth Street for the widening of Grand Avenue. Included in the project will be street pave-out, and the installation of concrete curbs, gutters, and sidewalks in a manner which will be most compatible to the greatest public good and the least private injury. Resolution No. 2013- Page 2 of 5 75A-6 EXHIBIT 2 Section 6. The taking of the interest in said Properties as described in Section 4 above is necessary for the public right of way and is authorized by Section 19 of Article I of the California Constitution, Section 200 of the Santa Ana Charter, Santa Ana Municipal Code § 41-781; California Code of Civil Procedure section 1240.010, 1240.110; California Government Code sections 37350.5 and 40404; California Streets and Highways Code sections 5101, 5101.5, 5102, and other applicable law. Section 7. The offer required by Government Code section 7267.2 was made to the appropriate party or parties with respect to the Properties on or about February 15, 2012 and November 8, 2012. Section 8. The City hereby declares that it is the intention of the City of Santa Ana to acquire in its name, in accordance with the provisions of the laws of the State of California with reference to condemnation procedures, all interests in and to said Properties described in Section 4 above. Section 9. That if any of the Properties described in Section 4 above has been appropriated for some public use, the public use to which it is to be applied and taken under this proceeding is a more necessary and paramount public use. Section 10. Said Properties described in Section 4 above are located within the City of Santa Ana, County of Orange, State of California, and is more particularly described in Section 4 hereof. Section 11. The City of Santa Ana is authorized to acquire by eminent domain as provided in the California Code of Civil Procedure. Section 12. The City Attorney is hereby authorized and directed to prepare, institute and prosecute in the name of the City such proceedings, in the proper court having jurisdiction thereof, as may be necessary for the acquisition of the interests in said Properties described in Section 4 above. The City Attorney is also authorized and directed to obtain a necessary order of immediate possession and occupancy of said Properties, at the discretion of the City Attorney. Section 13. 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 , 2013. Miguel A. Pulido Mayor Resolution No. 2013- Page 3 of 5 75A-7 APPROVED AS TO FORM: Sonia A. Carvalho, City Attorney By: Jose Sandoval Chief Assistant City Attorney AYES: Councilmembers: NOES: Councilmembers: ABSTAIN: Councilmembers: NOT PRESENT: Councilmembers: CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2013- to be the original resolution adopted by the City Council of the City of Santa Ana on Date: Resolution No. 2013- Page 4 of 5 Clerk of the Council City of Santa Ana 75A-8 EXHIBIT 2 EXHIBIT "A" LEGAL DESCRIPTION Real property in the City of Santa Ana, County of Orange, State of California, described as follows: LOTS 1, 2, 3, 11 AND 12 IN BLOCK "D" OF SANTA ANA INVESTMENT COMPANY TRACT NO. 1, HUMPHREY'S ADDITION TO SANTA ANA, AS PER MAP RECORDED IN BOOK 11, PAGE 39, OF MISCELLANEOUS RECORDS, OF LOS ANGELES COUNTY, CALIFORNIA. APN: 398-453-05 and 398-453-06 Resolution No. 2013- Page 5 of 5 75A-9 75A-10 REQUEST FOR COUNCIL/ HOUSING AUTHORITY r__ ACTION MEETING DATE: NOVEMBER 19, 2012 TITLE: EXCLUSIVE NEGOTIATING AGREEMENT FOR REGIONAL TRANSPORTATION CENTER AND HOUSING AUTHORITY PROPERTIES; AND CONTRACT AMENDMENT WITH KEYSER MARSTON ASSOCIATES 4J 1 4- _i f-- CITY MANAGER EXECUTIVE DIRECTOR RECOMMENDED ACTION CITY COUNCIL ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 1st Reading ? Ordinance on 2nd Reading ? Implementing Resolution ? Hearing For Set Publlic i? CONTINUED TO -1 5) tACt_)/_`i - 9 FILE NUMBER Authorize the City Manager and Clerk of the Council to execute the attached Exclusive Negotiating Agreement between the City of Santa Ana, Housing Authority of the City of Santa Ana, and Santa Ana Station District, LLC for the Santa Ana Regional Transportation Center (SARTC) and related Authority property, subject to non-substantive changes approved by the Executive Director, City Manager and respective attorneys. 2. Authorize the City Manager and Clerk of the Council to execute the attached amended agreement with Keyser Marston Associates, for economic consulting services for the SARTC project in an additional amount of $25,000, for a total contract amount of $50,000, subject to non-substantive changes approved by the City Manager and City Attorney. HOUSING AUTHORITY ACTION Authorize the Executive Director and Recording Secretary to execute the attached Exclusive Negotiating Agreement between the City of Santa Ana, Housing Authority of the City of Santa Ana, and Santa Ana Station District, LLC for the Santa Ana Regional Transportation Center and related Authority property, subject to non-substantive changes approved by the Executive Director, City Manager and respective attorneys. 8OA-1 Exclusive Negotiating Agreement and Keyser Marston Amendment November 19, 2012 Page 2 COMMUNITY REDEVELOPMENT AND HOUSING COMMISSION RECOMMENDATION At its regular meeting of November 6, 2012, by a vote of 6:0, (Morfin absent), the Community Redevelopment and Housing Commission recommended that the Housing Authority authorize the Executive Director and Recording Secretary to execute the attached Exclusive Negotiating Agreement with the City of Santa Ana and Santa Ana Station District, LLC for the Santa Ana Regional Transportation Center and related Authority property, subject to non-substantive changes approved by the Executive Director, City Manager and respective attorneys. DISCUSSION On December 7, 2009, the Santa Ana Community Redevelopment Agency (Agency) and the City of Santa Ana entered into two Predevelopment Agreements (exclusive right to negotiate agreements) for the Station District with Related California/Griffin Realty Corporation (Santa Ana Station District, LLC), a development team selected after an extensive Request for Qualifications (RFQ) process. The Station District is 94-acre area anchored by the Santa Ana Regional Transportation Center (SARTC). One agreement was for the properties under development now (Station District three-phase affordable housing project), and the second for other properties in the area owned by the City and Agency at and near the SARTC (Exhibit 1-A). The two agreements were necessary given the differing time frames and particulars associated with these two areas of focus. On June 7, 2010, after a comprehensive public outreach effort for the Station District and Transit Zoning Code spearheaded by the developer in conjunction with the Agency/City, the City Council and Community Redevelopment Agency approved a number of actions in furtherance of the Station District affordable housing development, the subject of the first Predevelopment Agreement. In addition to approval of the Disposition and Development Agreement (DDA) with the developer, the Council/Agency took other actions, such as: approved the Transit Zoning Code (TZC); certified the Final Environmental Impact Report (FEIR) for the TZC and redevelopment project; authorized the initiation of efforts with the Santa Ana Unified School District (SAUSD) for the joint development of a community center at Garfield Elementary; and approved funds for the targeted Lacy residential loan program. The DDA itself also required the developer to incorporate child care, neighborhood retail and public art components into the project. Subsequently, on July 8, 2010, Friends of the Lacy Historic Neighborhood (FOL) filed a Petition for Writ of Mandamus against the City and Agency challenging the certification of the Final EIR, approval of the Transit Zoning Code, the Station District Project and the related purchase and demolition of certain structures in the Lacy Neighborhood. In April 2011, resolution was reached and a Settlement Agreement and associated amendment to the DDA were approved and executed. As part of the amended DDA and settlement, the Agency and developer agreed to certain modifications to the plan that resulted in changes to the number and location of rental versus for-sale units, as well as the retention and rehabilitation of certain existing structures versus new construction. This arduous legal process and resulting settlement along with the significant 8OA-2 Exclusive Negotiating Agreement and Keyser Marston Amendment November 19, 2012 Page 3 changes that occurred as a result could not have been accomplished without the assistance of the developer, and their willingness to assume the new obligations, while working with the Agency to keep the project within the original budget. To date, all requirements of the DDA as amended and Settlement are being implemented pursuant to the terms of said agreements. Construction of the new and rehabilitated rental units is underway, with a lottery held this month (November) for the first of the units to come on line. Plans for the for-sale units are being finalized with construction expected to commence early in 2013. As called for the in agreement, the developer has incorporated the child care and retail spaces, which are under construction in the 74-rental unit podium building. Additionally, staff facilitated a connection with the County's Child Care Coordinator, whom the developer has been working with on space design as well as identifying a provider. The developer is also working with staff to commence the marketing and outreach for the retail space. An ad hoc public art committee was established by the Agency with broad representation from the community involved in the Station District outreach effort (Lacy Neighborhood President, business community representative from Waterline Technologies, SACReD/Kennedy Commission representative, Santa Ana Council of Arts and Culture President, CSUF Grand Central Arts Center representative, a Community Redevelopment & Housing Commissioner, and a Planning Commissioner). The developer worked diligently with this committee to set criteria, issue an RFP and select an artist to design a sculpture to be installed at the northwest corner of Lacy and Sixth Streets, near the retail space and across from Garfield Elementary. At the committee's request, the developer made it a requirement for the selected artist (Jules Rochielle) to involve the Garfield school children in the process. The second predevelopment agreement focuses on planning and development of the SARTC and larger Station District area. Since execution of this agreement, several planning efforts have been undertaken in this regard which the developer has participated in, such as: the Transit Zoning Code, SARTC master vision plan (which included a financial contribution by the developer), the fixed guideway, and Santa Ana Boulevard grade separation studies. Thus, what remains to be accomplished is a more comprehensive master plan focusing on the SARTC area. Additionally, despite certain delays in implementation of this agreement due to the FOL lawsuit and being hindered by the dissolution of redevelopment, implementation of this agreement has continued, and specifically from City aspect since redevelopment dissolution. Staff and the developer have been in on-going discussions with the County staff over the last two years working toward a Memorandum of Understanding and an Exclusive Negotiating Agreement, which would include the County, for the joint planning and development of our respective properties. Although County staff notes the SARTC to be a "legacy project", they recently communicated a need to hold off on formalizing any partnership arrangements due to a focus on internal real estate priorities first, including developing a plan for the relocation of the Fruit Street Public Works operations located on the subject County property. However, a City/County working team will continue to discuss and explore options for a joint planning and development effort. Given that certain aspects of the original Predevelopment Agreement have changed since its execution, it is recommended that it be fully revised and restated as an "Exclusive Negotiating 8OA-3 Exclusive Negotiating Agreement and Keyser Marston Amendment November 19, 2012 Page 4 Agreement". Updates are being recommended due to the dissolution of redevelopment, and with respect to such items as planning efforts completed or underway, status of County involvement, and property ownership (former Agency parcel now owned by the Housing Authority), with the developer still responsible for funding the SARTC area master planning effort, at a minimum level of $35,000 in third party costs for the City properties and an additional $65,000 for the larger site, should that transpire. Additionally, the developer has agreed to the removal of a liquidated damages clause that was in the original agreement, which could have resulted in the City being responsible for reimbursement for those third party costs in an amount up to $100,000. The Agreement calls for completion of the Master Plan within 18 months, however, a six-month extension may be granted by mutual agreement if substantial progress is being made on the Master Plan and more time is needed to complete it. Additionally, if the County Parcels are ultimately incorporated, up to two additional six-month extensions can be granted in the same manner. The approval to extend is also conditioned upon Developer providing the City and Authority with an updated schedule, which is subject to the approval of the City Manager and Executive Director of the Authority. Additionally, upon completion and approval of the Master Plan by the governing bodies of the City and Authority, the parties would have a year (or greater if mutually agreed upon) to negotiate towards agreement(s) for disposition and/or development. It is recommended that Keyser Marston Associates (KMA) be hired to provide the necessary financial consulting services on an as-needed basis to assist in creating a financial and operational framework under which the City will pursue the development of the City Site, and potentially a larger site in conjunction with the County property. KMA, which has the requisite specialized skills and expertise, will be evaluating the master plan proposals and assisting the City in defining and analyzing the public revenues sources that may be generated by the proposed development, while balancing the City's goal to maximize the return on public investment with the City's transit goals and objectives. The City recently entered into an agreement with KMA dated October 1, 2012 in an amount not to exceed $25,000 with regard to two City-owned properties in the Downtown/Civic Center area, therefore an amendment to that agreement is now being recommended. With the Fixed Guideway project, which interconnects with the SARTC site, primed for funding, it is an opportune time for a more comprehensive master planning and development effort to proceed per the new agreement, including an analysis of the market and financial feasibility of development options. Once the County is in a position to be involved on a more formal basis, its property can be incorporated as applicable. ENVIRONMENTAL COMPLIANCE Developer negotiations and preparation of a conceptual master plan do not constitute a project under CEQA guidelines. Additionally, the above-described action of the City Council was evaluated under the California Environmental Quality Act (CEQA) as part of Environmental Impact Report (EIR) No. 2006-02, adopted by the City Council on June 7, 2010. 8OA-4 Exclusive Negotiating Agreement and Keyser Marston Amendment November 19, 2012 Page 5 FISCAL IMPACT Funds are available in the Community Activities Non-Departmental Contract Services account (no. 01105810-62300). APPROVED AS TO FUNDS AND ACCOUNTS: Ycitja_6do Nancy T. E ards Interim Executive Director Community Development Agency Francisco Gutierrez Executive Director Finance & Management Services Agency NTE/SG/kg Exhibit: 1. Agreement (Exclusive Negotiating Agreement) 2. Amendment (Keyser Marston Associates) 8OA-5 8OA-6 DRAFT December 19, 2012 EXCLUSIVE NEGOTIATING AGREEMENT This Exclusive Negotiating Agreement ("Agreement") is entered into as of , 2012 by and among the City of Santa Ana, a charter city and municipal corporation (the "City"), the Housing Authority of the City of Santa Ana, a public body, corporate and politic (the "Authority") and Santa Ana Station District, LLC, a California limited liability company (the "Developer") on the terms and provisions set forth below and with reference to the following. RECITALS A. The former Community Redevelopment Agency of the City of Santa Ana ("Agency"), the City and the Developer previously entered into the "Predevelopment Agreement - District Master Development Plan" (the "Predevelopment Agreement") dated December 9, 2009, after conducting an extensive Request for Proposals process. Developer was awarded the Predevelopment Agreement to assist in strategic planning and development with respect to approximately 94 acres known as the "Station District", which included City and Agency owned properties. The Predevelopment Agreement is superseded by the execution of this Exclusive Negotiating Agreement. B. The Agency and City were studying development and master planning of the "Station District" in conjunction with other studies being undertaken for new transportation projects in and around the City-owned Santa Ana Regional Transportation Center ("SARTC"). The Authority now owns one parcel within the Station District located at 1126-1146 E. Washington Ave. (APN #398-092-14) ("Housing Authority Parcel'), which was previously owned by the Agency and subject to the terms of the Predevelopment Agreement. The Housing Authority Parcel is hereby reaffirmed as being included under the terms of this Exclusive Negotiating Agreement, unless precluded or prohibited from including such parcel by direction or action of the State of California. The Station District including the SARTC and Housing Authority Parcel are depicted in Exhibit A hereto which is incorporated herein by this reference. C. Additionally, the County of Orange owns adjacent property within the Station District depicted on Exhibit A ("County Parcels") that has been the subject of discussions between the City and County with respect to joint planning and development opportunities. It is anticipated that a Joint Powers Agreement, Cooperative Agreement, or Memorandum of Understanding will be negotiated with the County for development of the City and County Parcels, and Developer agrees to fully cooperate with that potential negotiation process and agreement. Developer will ultimately be responsible for incorporating the County Parcels into the Master Plan if directed to do so by the City. The County is not a party to this Agreement and there is currently no contract or commitment from the County at this time to sell or develop its properties. EXHIBIT 1 8OA-7 DRAFT December 19, 2012 D. This Exclusive Negotiating Agreement sets forth the commitment of the City, Authority and Developer to continue to proceed with this planning and development effort specifically as it relates to certain properties within the Station District as shown on Exhibit A (referred to collectively as "City Parcels"), subject to contractual obligations and lease agreements at the SARTC Depot building, which can be entered into, extended or terminated at the sole discretion of the City. The City Parcels are sometimes referred to herein as the "Proposed Development Site" as shown on Exhibit A., which may ultimately be amended to include the County Parcels. E. The Developer, after being selected in 2009 through a competitive process by the City/Agency, has continued to participate in strategic planning for the Station District, including an initial master plan, a visioning document ("Initial Master Plan") for the SARTC, and for this reason, the parties continue to partner with the Developer for the preparation of a plan and to negotiate the potential disposition and/or development of the Proposed Development Site. F. Santa Ana Station District, LLC, is comprised of The Related Companies of California, LLC, and Griffin Realty Corporation, each a "Member" of Developer. G. Any disposition or sale of the City Parcels shall be performed in compliance with applicable local and State laws. Any public works project with respect to the Proposed Development Site will be performed in compliance with all applicable regulations and the requirements of any funding sources including, but not limited to, Federal, State, and local funds. NOW, THEREFORE, the City, Authority and the Developer hereby agree as follows: 1. City and Authority Planning Process. The City and Authority are undertaking a strategic transportation and land use planning process for the Proposed Development Site. The City has obtained funds and is proceeding with the planning for the proposed "Go Local" transportation project as approved by City Council ("Go Local Project"), the proposed Santa Ana Boulevard Grade Separation project under study ("Santa Ana Boulevard Grade Separation Project"); and has received funds for and completed the Initial Master Plan for SARTC, prepared by the consultant IBI, as approved by the City Council, which the Developer has participated in and has contributed financially to this effort. The City also funded the preparation of, and adopted the Transit Zoning Code encompassing, among other things, the Proposed Development Site. The City and Authority now wish to jointly plan the Proposed Development Site consistent with the City's and Agency's prior planning efforts. 2. Role of Developer. The Developer agrees to: EXHIBIT 1 2 8OA-8 DRAFT December 19, 2012 A. Conduct design and financial feasibility studies in conjunction with City and Authority to determine viable options for the development and enhancement of the Proposed Development Site, and as may be amended to include County Parcels, and potentially adjoining properties that may be impacted by the proposed Grade Separation in the context of the transportation plans to be developed. B. Organize and initiate all necessary community outreach effort as may be deemed appropriate by the parties, with input and support from City and Authority staff. C. Prepare a Master Plan, that builds upon the Initial Master Plan, and complies with the standards found within the Transit Zoning Code (SD 84). Said Master Plan shall include: a detailed project description including potential uses, approximate building square footages, parking, open space, and project amenities; and a conceptual site plan and at least two conceptual renderings. It is understood that the conceptual plan and conceptual renderings will not constitute a final project design and rather are being provided for illustrative purposes. The details of any final project design may be further refined through any subsequent process and subject to City standards and procedures. The Master Plan will be developed in furtherance of the following objectives: i. Enhance the Proposed Development Site by seeking to create a true sense of place and by providing a connection between the downtown and the growing transit corridor. ii. Create a sustainable mixed-use project that may include new transportation facilities (potentially City-owned), transit-related headquarters/offices, and depending upon the feasibility, adaptive reuse of the existing train station ("Depot"), residential components, ancillary retail/service commercial uses, additional office components, a child care component, public uses, and supportive parking so as to maximize transit and economic development opportunities on, and the value of, the Proposed Development Site, for the region as a whole. The Master Plan should also consider inclusion of the Fixed Guideway System and grade separation components, whose ultimate ownership and development may be retained by the City as public works projects. iii. Identify needed infrastructure. iv. Link neighborhoods and businesses with public transit. v. Enhance public spaces and streets. vi. Establish a viable implementation strategy, including a phasing schedule. EXHIBIT 1 3 8OA-9 DRAFT December 19, 2012 D. Cooperate with the City and Authority in the pursuit of grants and other funding opportunities. 3. Exclusive Negotiations During the term of this Agreement, the City and Authority agree that neither shall negotiate with any person or entity, exclusive of any other public entity, other than the Developer, regarding potential disposition and development of the Proposed Development Site. 4. Term The term of the Agreement shall be for a period of eighteen (18) months from the Effective Date of this Agreement (the "Initial Term"). During the Initial Term, the parties shall cooperate in the master planning process with the intent of producing a mutually agreeable and approved Master Plan, pursuant to the "Schedule" evidencing a timeline and milestones for work product attached hereto and incorporated herein as Exhibit B. Said Schedule is subject to change by mutual written agreement of the parties. If substantial progress is being made on the Master Plan and more time is needed to complete the Master Plan, by mutual agreement, this Initial Term may be extended for six months by the City Manager and Executive Director of the Housing Authority. If the City makes a decision to incorporate the County Parcels into the Master Plan during the Initial Term or optional six month extension if granted, up to two additional six-month extensions can be granted in the same manner. Said approval to extend is conditioned upon Developer providing the City and Authority with an updated Schedule, which shall also be subject to the approval of the City Manager and Executive Director of the Authority, which approval will not be unreasonably withheld. 5. Extended Term - Master Plan Approval If, at or before the end of the Initial term or any extensions granted pursuant to Section 4 above, the City, Authority and Developer complete the Master Plan which is approved by the governing bodies of the City and Authority, the term of this Agreement shall be extended for one (1) year or a greater period mutually agreeable to the parties (the "Extended Term"), during which time the parties will negotiate towards agreement(s) for disposition and/or development of the Proposed Development Site not otherwise retained by the City and Authority, as applicable, in accordance with the terms hereof, and/or unpermitted due to funding sources. 6. Environmental Requirements Prior to entering into any final agreement(s) with the Developer, the City and Authority must approve any and all NEPA and/or CEQA documents that may be applicable to any development and that nothing in this Agreement in any way constitutes nor shall it be interpreted to be a contractual obligation committing the City EXHIBIT 1 4 8OA-10 DRAFT December 19, 2012 and Authority to undertake the disposition and/or development of the Proposed Development Site. 7. Master Plan Costs Developer shall be responsible for all costs associated with development of the Master Plan. Developer agrees to expend a minimum amount of Thirty Five Thousand Dollars ($35,000) in "Third Party Costs" for the Master Plan services performed hereunder for the City Parcels, and an additional minimum amount of Sixty Five Thousand ($65,000) in "Third Party Costs" for the Master Plan services performed hereunder for the County Parcels, for a total minimum of One Hundred Thousand Dollars ($100,000.00) in "Third Party Costs" for the Master Plan ("Total Amount") if the County Parcels are incorporated. Third Party Costs shall mean those amounts actually paid or obligations incurred for work actually done by those consultants, contractors and advisors of the Developer. 8. Ownership of Materials, Supplies, Drawings, Specifications, Programs or Systems Any and all records, papers, drawings, specifications, programs, systems and other materials prepared by Developer or its agents pursuant to this Agreement shall, without further consideration, be the property of the City or Authority as applicable to the City Parcels or Authority Parcel. Said work product shall be submitted in hard copy and produced in a form compatible with the City's computer system, as agreed between the City's Project Manager and Developer. Developer agrees to provide City and Authority with any such materials whenever requested to do so. 9. No Development Commitment Made By the Parties A. By its execution of this Agreement, the City, Authority, and Developer are not committing themselves to or agreeing to undertake: (a) financing or disposition and/or acquisition and development of Proposed Development Site; or (b) any other acts or activities requiring the subsequent independent exercise of discretion by the City and/or Authority or any agency or department of either, and/or Developer, and the City and Authority, and Developer have no reasonable expectation that such commitments will be made in the future. EXHIBIT 1 8OA-11 DRAFT December 19, 2012 B. This Agreement does not constitute a disposition of property by the City and/or Authority and does not require a public hearing. Execution of this Agreement by the City and Authority is merely an agreement to enter into a period of negotiations according to the terms hereof, reserving final discretion and approval by the City and Authority as to any disposition and development of the Proposed Development Site and all permits, approvals, decisions and/or proceedings in connection therewith. 10. Non-Assignability/No Removals or Substitutions The qualifications and identity of the Developer is a critical element of the City's and Authority's willingness to enter into this Exclusive Negotiating Agreement. Therefore any attempted partial or full assignment, or the removal of any Member of Developer without the prior approval of the City and Authority which may be granted or withheld in the sole and absolute discretion of the City Manager and Executive Director of the Housing Authority, or their designee, shall be a material breach by the Developer entitling the City and/or Authority to terminate this Agreement. Further, within thirty (30) days of execution of this Agreement, Developer shall submit its list of Third Party consultants for review and approval by the City Manager and Executive Director of the Housing Authority, or their designees, and such approval shall not be unreasonably withheld. Developer reserves the right to modify the list from time to time, subject to the aforementioned approval process. 11. Default. (a) Failure or delay by either Party to perform any material term or provision of this Agreement shall constitute a default under this Agreement. The Party claiming that a default has occurred shall give written notice of default to the Party claimed to be in default, specifying the alleged default. Delay in giving such notice shall not constitute a waiver of any default nor shall it change the time of default. If the Party who is claimed to be in default by the other Party cures, corrects or remedies the alleged default within thirty (30) calendar days after receipt of written notice specifying such default, such Party shall not be in default under this Agreement. (b) If the nature of the alleged default is such that it cannot reasonably be expected to be cured within a thirty (30) day cure period as provided above, the Party shall not be in default if such Party promptly commences to cure the alleged default, diligently pursues the completion of such cure, and completes the cure as soon as practicable thereafter. However, the injured Party shall have no right to exercise any remedy for a default under this Agreement, without first delivering written notice of the default. (c) If a default of either Party remains uncured for more than thirty (30) calendar days following receipt of written notice of such default, a "breach" of this EXHIBIT 1 6 8OA-12 DRAFT December 19, 2012 Agreement by the defaulting Party shall be deemed to have occurred. In the event of a breach of this Agreement, the sole and exclusive remedy of the Party who is not in default shall be to terminate this Agreement by serving written notice of termination on the Party in breach. (d) No waiver of any breach of any term or condition contained in this Agreement shall be deemed a waiver of any preceding or succeeding breach of such term or condition, or of any other term or condition contained in this Agreement. No extension of time for performance of any obligation or act, no waiver of any term or condition of this Agreement, nor any modification of this Agreement shall be enforceable against the City, Authority or Developer, unless made in writing and executed by all parties. 12. Non-Discrimination. The Developer shall not discriminate against nor segregate any person, or group of persons on account of race, color, creed, religion, sex, marital status, handicap, national origin or ancestry in undertaking its obligations under this Agreement. 13. Miscellaneous A. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, and all of which, when taken together, shall constitute one and the same instrument. B. This Agreement shall be governed by, and construed in accordance with, the laws of the State of California, with venue in Orange County. C. Each of the undersigned represents and warrants that by its signature hereinbelow each such signatory has the power, authority and right to execute this Agreement. D. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. EXHIBIT 1 7 8OA-13 DRAFT December 19, 2012 IN WITNESS WHEREOF, the parties hereto have executed this Exclusive Negotiating Agreement as of the date set forth hereinabove. ATTEST: THE CITY OF SANTA ANA Maria D. Huizar Paul Walters Clerk of the Council City Manager APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney Lisa E. Storck Assistant City Attorney HOUSING AUTHORITY OF THE CITY OF SANTA ANA ATTEST: Maria D. Huizar Recording Secretary APPROVED AS TO FORM: Sonia R. Carvalho Housing Authority General Counsel By: Lisa E. Storck, Asst. Counsel Nancy T. Edwards Interim Executive Director EXHIBIT 1 8 8OA-14 DRAFT December 19, 2012 DEVELOPER Santa Ana Station District, LLC, A California limited liability company The Related Companies of California, LLC A California limited liability company, its member By: William A. Witte, President Griffin Realty Corporation, A California Corporation, its member By: Roger N. Torriero, President EXHIBIT 1 9 8OA-15 3?w! 2 a C 1 3( ?g r e f - a 1, # ,•. C ^a ? '?' :. ?i ,. •: r ? ?, r•," ?' is it 'p? ki Arl:i ' i ! J"' 3 A ? ? G i „? 1 i F ?4 ! qc : r ', ?? • of i ??f. 3 ?? i!llK a' °1,. y .? ry.I ? y ?,,±_#?I?. • ,'A a .?T".SL : #x . ?qt] t 'I ? AIT 1 r x? " i g ? v 1n p RD dp' n fF a P ? r?? r 'ee iT t .r It a,7r y F:i R: h ' oi? 8 I a. 1 $ ` 1 ? l k iI i `• j M1 y®i t k ?? k P. l,k ;e. ? f 1 ! } I S D G','.!: ",s -r Exhibit A 8OA-16 DRAFT November 8, 2012 EXHIBIT B SCHEDULE OF PERFORMANCE/MILESTONES FUNCTION Due Diligence/Site Information City to provide all site investigations, surveys and key property information conducted and assembled to date to Developer Developer Review of Due Diligence Documents Provided by City Development of Master Plan Developer's Selection of Planner/Architect ("Third Parties") Developer and Developer's Third Parties Review Transit Zoning Code & Meet with City staff to establish parameters Developer conducts Market Research/preliminary financial feasibility for potential uses & conducts additional studies as deemed necessary Developer submits Preliminary Master Plan City review & comment to Preliminary Master Plan Developer submits Final Master Plan for City review & comment City review & comment to Final Master Plan Developer submits any necessary revisions to Master Plan TIME OF PERFORMANCE Within 30 days of Effective Date Within 45 days of receipt from City 30 days following Effective Date 30 days following final Third Party selections and approval by the City 120 days following Effective Date 180 days following final Planner/Architect Selection 60 days following Developer submission of Preliminary Master Plan 120 days following completion of City review & comment to Preliminary Master Plan 45 days following Developer submission of Final Master Plan 45 days following completion of City review & comment to Final Master 8OA-17 DRAFT November 8, 2012 Presentation of Master Plan to City Council/Housing Authority for consideration of approval DDA negotiations formally commence Plan Within 60 days following Developer's submission of any necessary revisions to Final Master Plan. Upon approval by the City Council/Housing Authority of the Final Master Plan Non-substantive modifications to this Schedule of Performance may be made at any time by mutual agreement of the Developer, the Executive Director of the Community Development Agency, and the Executive Director of the Housing Authority, subject to the time frames specified in the Agreement. Per Sections 4 and 5 of this Agreement, the term of this Agreement may be extended. In that event, the Developer, Executive Director of the Community Development Agency and the Executive Director of the Housing Authority shall mutually agree to a revision(s) of this Schedule of Performance to reflect the extension(s). 8OA-18 AMENDMENT TO CONSULTANT AGREEMENT THIS AMENDMENT TO CONSULTANT AGREEMENT, is made and entered into this 19th day of November, 2012, by and between Keyser Marston Associates (hereinafter "Consultant") and the City of Santa Ana, a charter city and municipal corporation (hereinafter "City"). RECITALS A. The City of Santa Ana ("City") entered into a Consultant Agreement with Consultant dated October 1, 2012 (Agreement #N-2012- referred to as "said Agreement"), to retain a professional firm having special skill and knowledge in the field of financial consultation and development with regard to two specific City-owned properties. B. The parties desire to amend said Agreement to expand the Scope of Work, add to the Compensation and extend the Term thereof. 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. Section 1 of the Agreement, "Scope of Work", shall be amended to expand the Scope of Services to include as-needed services related to the proposed development of property owned by the City and Housing Authority, and potentially other properties in the vicinity of the Santa Ana Regional Transportation Center, as set forth in the Proposal dated October 31, 2012, attached hereto and incorporated herein as Exhibit A. These services include, but are not limited to: providing assistance to the City in evaluating the Master Plan proposals as they are created, assisting to define and analyze the public revenue sources that may be generated by the proposed development, balancing the City's goal to maximize the return on public investment with the City's transit goals and objectives, and analyzing the market and financial feasibility of the development proposals that are submitted for the proposed development site. 2. Section 3 of the Agreement, "Compensation", shall be amended to increase the Compensation with an additional Twenty Five Thousand Dollars ($25,000) for a total not to exceed amount of Fifty Thousand Dollars ($50,000) for professional services rendered to the City. When specific tasks are identified by the City, Consultant shall provide a fee estimate for City authorization prior to commencement of work. The hourly billing rate schedule for services rendered hereunder are as follows: Managing Principals $280, Senior Principals $270, Senior Associates $187.50, and Administrative Staff $80. 3. Section 4 of the Agreement, "Term", shall be amended to extend the term through December 31, 2015 in order to perform the services as amended and expanded. The term of said Agreement may be extended upon a writing executed by the City Manager, the Consultant and the City Attorney. 4. All other terms and conditions included in said Agreement shall have the same force and effect. EXHIBIT 2 8OA-19 IN WITNESS WHEREOF, the parties hereto have executed this Amendment 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: Lisa Storck Assistant City Attorney CITY OF SANTA ANA Paul Walters City Manager CONSULTANT Keyser Marston Associates, Inc. By: Kathleen Head Title: Managing Principal 80A-20 KEYSER MARSTON ASSOCIATES ADVISORS IN PUBLIC/PRIVATE REAL ESTATE DEVELOPMENT October 31, 2012 EXHIBIT A (SCOPE) AI WII(.IR.. IN RI I Sandi Gottlieb RI DIVI I 01'W N N I AII(IRDAMI. HI)II)ING Project Manager ECc1NU,mlc DI Vllt lp.MI NI City of Santa Ana t All I V %14C I>, ` 20 Civic Center Plaza A. IIRm, Kr l's I:R y ' Santa Ana California 92701 IIMtII I D C. KI ITY , KAII SARI I FUNK DI:BBII M. KII:N Dear Sandi: RI I I) I KALE} TIARA DAVID DIIVIM.4 101 A,61I I, Keyser Marston Associates, Inc. (KMA) is pleased to submit the following proposal to K.AIIIIIIN IL IIIAD provide selective financial consulting services to the City of Santa Ana (City) IAMI? A. RABI GR ook,, D. Soo Hoo . Specifically, KMA is proposing to provide as-needed services related to the proposed KI VIN E. ENC.IRom development of approximately nine acres of property, owned by the City and the Housing Authority of the City of Santa Ana (collectively referred to as the "City Site"), in the vicinity of the Santa Ana Regional Transportation Center (SARTC). At a future date, GIRAID M. TRIMBIt PAI,I C „ARRA the County of Orange (County) may agree to combine 11.5 acres of County owned land (County Site) with the City Site to create a consolidated development site. The following proposal is organized as follows: KMA's understanding of the assignment is described. 2. A summary of KMA relevant qualifications is provided. 3. The scope of services being proposed by KMA is identified. 4. Timing and budget estimates for the proposed scope of services is provided. BACKGROUND STATEMENT Over the past several years, the City has undertaken transportation planning and master planning studies for the 94-acre Station District, which includes the City Site, including the SARTC. These studies provide conceptual visions for the mix of commercial development that could potentially be undertaken in the general area. 500 SOUTH GRAND AVENUE, SUITE 1480 > LOS ANGELES, CALIFORNIA 90071 > PHONE 213 622 8095 > FAX 213 622 5204 W W W. KEYS E RMARSTON.COM KMA Proposal 10-31-12; KMA:KHH 99900.900 8OA-21 Sandi Gottlieb October 31, 2012 City of Santa Ana Page 2 In 2009, after a competitive process, the former Santa Ana Community Redevelopment Agency entered into predevelopment agreements with Santa Ana Station District, LLC (Developer). The Developer is currently constructing an affordable housing project in the Station District. It is anticipated that the City and the Developer will enter into an "Exclusive Negotiating Agreement" related to the creation and implementation of a master plan for the development of the City Site. The Developer's role in the process is to assist in the development of such a plan for the City Site in coordination with other land use and transportation planning efforts in and around the SARTC. It should also be noted that at a later date the County may also enter into agreements with the City and the Developer related to the including the County Site in the master planning and development process. The City is requesting that KMA provide financial consulting services on an as-needed basis to assist in creating a financial and operational framework under which the City will pursue the development of the City Site, and potentially a larger site in conjunction with the County Site (Proposed Development Site) . These services include, but are not limited to: 1. Providing assistance to the City in evaluating the Master Plan proposals for the City Site/Proposed Development Site as they are being created; 2. Assisting the City in defining and analyzing the public revenues sources that may be generated by the proposed development; Balancing the City's goal to maximize the return on public investment with the City's transit goals and objectives; and 4. Analyzing the market and financial feasibility of the development proposals that are ultimately submitted for the City Site/Proposed Development Site. STATEMENT OF QUALIFICATIONS Firm Identification KMA is a full service real estate, financial, and economic consulting firm. Founded in 1973, KMA is a privately held California corporation with three offices located in Los Angeles, San Diego and San Francisco. Our diverse staff includes approximately 33 members. KMA's unique strength is the depth, continuity and availability of our principals who average more than 25 years of practical experience working with our public sector and KMA Proposal 10-31-12; KMA:KHH 99900.900 8OA-22 Sandi Gottlieb October 31, 2012 City of Santa Ana Page 3 institutional clients. All work assignments are directly supervised by a principal, and it is the personal involvement of our principals that contribute to the firm's ongoing success. KMA's principals are frequent speakers to such industry groups as the Urban Land Institute, the International Council of Shopping Centers, the League of Cities, the California Redevelopment Association and similar organizations. KMA's advisory practice is well grounded in policies and practices pertaining to local governments. Our technical skills are based on a fundamental understanding of real estate markets, valuations, financing and investment parameters. The firm specializes in structuring public/private partnerships while designing effective development policies and strategies. KMA serves clients throughout the western United States, including nearly every major municipality in California, several joint-powers authorities and a mix of clients such as transit agencies, port authorities, base closure authorities, county and special districts, school districts, colleges and universities, hospitals, Indian tribes and other large property owners. KMA has cultivated specializations within the firm in order to provide the highest level of expertise across a broad range of services. KMA is able to draw on our internal expertise in all the major land uses with specific emphasis on economic analysis, market analysis, fiscal impact analysis, public finance, public facilities financing plans, affordable housing, and nexus analyses. Depth of Experience KMA is known for its full range of real estate services that are provided to its public sector clients. One of KMA's strengths is the use of market demand analyses together with economic analyses to evaluate the financial feasibility of a wide range of projects. These analyses are typically utilized to assist clients in understanding the economics presented by private sector developers and then identifying and quantifying the amount and source of potential public investment in such projects. Descriptions of KMA's experience directly related to the proposed engagement follow: Real Estate Services Disposition Consultinq KMA's disposition services include assisting clients with the preparation of developer solicitation documentation, analysis of development proposals, developer selection, participation in negotiations, and analysis and advice regarding pending agreements. If requested, KMA takes an active role in the negotiation process, a role which has lead to literally hundreds of land disposition transactions. KMA Proposal 10-31-12; KMA:KHH 99900.900 8OA-23 Sandi Gottlieb City of Santa Ana October 31, 2012 Page 4 An engagement that is particularly pertinent to this proposed assignment is KMA's financial consulting services to the Grand Avenue joint-powers authority comprised of the Los Angeles Community Redevelopment Agency (CRA/LA) and the County of Los Angeles. The Grand Avenue project includes properties owned by County and the CRA/LA. KMA assisted in the developer solicitation and selection process, and participated in the negotiations for the implementation of this major mixed-use project. Market Feasibility Assessment KMA undertakes real estate feasibility studies to help clients identify the demand for a variety of land uses. These analyses represent an essential component in a client's strategic land planning process. Specifically, the Los Angeles office has prepared numerous commercial, industrial, retail and housing market opportunity assessments, and has assisted public agencies in the identification and implementation of mid- to long- term implementation strategies. Many of these analyses have been conducted in support of specific plan activities. Project Financial Evaluation KMA's expertise in pro forma analysis has been employed by clients to evaluate the financial feasibility of a wide range of projects. Financial feasibility analysis provides clients with a clear perspective on private sector development economics for proposed projects. This service is a key factor in identifying the need for, and extent of, public investment. Land uses within our expertise include a variety of transit-oriented regional and local uses, as well as hotels, office, retail, industrial, market rate and affordable residential, and entertainment-oriented sports and convention centers. KMA advises clients regarding financial structuring utilizing its expertise in the deployment of public revenue funding sources. These sources include Mello Roos financing, parking revenue bonds, Certificates of Participation, Section 108 loans, Brownfield Economic Development Initiative (BEDI) and other grants and loans, including the use of developer advances. Fiscal Analysis Fiscal Impact Analysis KMA has developed extensive experience in fiscal/economic impact analysis, specifically in the assessment of revenue and cost impacts to public entities as a result of proposed development or implementation plans. KMA's analyses evaluate both annual and capital public revenues and compare them with the service cost impacts. KMA Proposal 10-31-12; KMA:KHH 99900.900 8OA-24 Sandi Gottlieb October 31, 2012 City of Santa Ana Page 5 KMA has completed a number of assignments evaluating the financial consequences of public vs. private ownership of public facilities and other infrastructure improvements. Economic Benefits Analysis KMA's panoply of services includes assessment of site-specific public revenues that can also include evaluations of population, employment and income effects. KMA has provided site-specific revenue analyses for projects ranging from small infill developments to major catalytic mixed-use projects. Strategic Plans for Retail, Commercial and Industrial Uses KMA's economic development services include identifying the optimal mix of retail, commercial and industrial uses. KMA advised the City of Long Beach on the conversion of a 260-acre manufacturing facility to modern commercial uses (Douglas Park), and worked with the City of Los Angeles to preserve and retain its industrial economic base. KMA's services have assisted public sector clients in formulating policies that maximize future public revenue potential while maintaining an appropriate land use balance. Business Incentive Programs KMA has evaluated various business retention mechanisms, including sales tax rebate, property tax rebate, utility tax discounts, and direct financial assistance. KMA also advises Business Improvement Districts (BIDs) on commercial revitalization programs through the design of positioning and repositioning strategies, through the identification of market potential and niche opportunities, and how to retain and attract specific tenants. We assist in negotiations with property owners, brokers, prospective retailers, and local officials, as well as assisting with the structuring of funding programs. PROPOSED SCOPE OF SERVICES At this point in the process, it is difficult to identify the precise mix of services that will ultimately be required to meet the City's needs. The mix of services that KMA can provide to assist the City in this process can be summarized as follows: 1. Assist the City in evaluating the Master Plan alternatives that are created; 2. Consult, assist and advise the City with respect to disposition strategies for the City Site/Potential Development Site, including market, financial and implementation issues; 3. Undertake financial testing of land use and development concepts, including estimated development costs, income and investment parameters; KMA Proposal 10-31-12; KMA:KHH 99900.900 8OA-25 Sandi Gottlieb October 31, 2012 City of Santa Ana Page 6 4. Structure options for land disposition business terms with the developer(s) selected to undertake the projects; 5. Advise on alternative financing options for a public private partnership, including funding of public improvements and private investments; 6. Provide technical support to the City's legal counsel in drafting the financial terms of the proposed transaction; 7. Assess the fiscal impact of the proposed projects on the City's General Fund; 8. Analyze the economic impact of the projects to the City; 9. Assist the City in creating an equitable transaction structure to guide the disposition of the City and County owned properties if the County chooses to participate in the process; 10. Participate in formal and informal discussions and public presentations; and 11. Assist as needed with other issues identified by the City. TIMING / BUDGET KMA proposes to undertake the proposed scope of services on an as-needed basis at the City's direction. It is our assumption that KMA will be asked to provide services at staggered intervals over time. Given that the scope of services that will ultimately be requested by the City cannot be clearly defined at this time, it is not possible to provide a fixed-fee quote for this engagement. For budgetary purposes, KMA proposes to set the total fee for services at a not-to-exceed amount of $25,000. When specific tasks are identified by the City, KMA will provide a fee estimate for City authorization prior to the commencement of work. If at any time KMA believes that the $25,000 budget cap could be exceeded, we will contact the City immediately for further direction. The hourly billing rate schedule that will apply to this engagement is presented below: Managing Principals $280.00 Senior Principals $270.00 Senior Associates $187.50 Administrative Staff $80.00 KMA Proposal 10-31-12; KMA:KHH 99900.900 8OA-26 Sandi Gottlieb City of Santa Ana October 31, 2012 Page 7 KMA appreciates the opportunity to present this proposal. If there are any modifications that will make the proposal more responsive to your needs, or if you require any additional information, please do not hesitate to call us. Sincerely, KEYSER MARSTON ASSOCIATES, INC. Kathleen Head KMA Proposal 10-31-12; KMA:KHH 99900.900 8OA-27 8OA-28