Garden Grove City Council
September 12, 2023

AGENDA
Garden Grove City
Council
Tuesday, September 12,
2023
6:30 PM
Community Meeting
Center 11300 Stanford
Avenue Garden Grove
California 92840
Steve Jones
Mayor
George S. Brietigam
Mayor Pro Tem - District 1
John R. O'Neill
Council Member - District 2
Cindy Tran
Council Member - District 3
Joe DoVinh
Council Member - District 4
Stephanie Klopfenstein
Council Member - District 5
Kim B. Nguyen
Council Member - District 6
Meeting Assistance: Any person requiring auxiliary aids and services, due to a disability, to address the City Council, should contact the City Clerk's Office 72 hours prior to the meeting to arrange for accommodations. Phone: (714) 741-5040.

Agenda Item Descriptions
: Are intended to give a brief, general description of the item. The City Council may take legislative action deemed appropriate with respect to the item and is not limited to the recommended action indicated in staff reports or the agenda.

Documents/Writings
: Any revised or additional documents/writings related to an item on the agenda distributed to all or a majority of the Council Members within 72 hours of a meeting, are made available for public inspection at the same time (1) in the City Clerk's Office at 11222 Acacia Parkway, Garden Grove, CA 92840, during normal business hours; (2) on the City's website as an attachment to the City Council meeting agenda; and (3) at the Council Chamber at the time of the meeting.

Public Comments
: Members of the public who attend the meeting in-person and would like to address the City Council are requested to complete a pink speaker card indicating their name and address, and identifying the subject matter they wish to address. This card should be given to the City Clerk before the meeting begins. General comments are made during "Oral Communications" and should be limited to matters under consideration and/or what the City Council has jurisdiction over.

Persons wishing to address the City Council regarding a Public Hearing matter will be called to the podium at the time the matter is being considered.

Manner of Addressing the City Council
: After being called by the Mayor, you may approach the podium, it is requested that you state your name for the record, and proceed to address the City Council. All remarks and questions should be addressed to the City Council as a whole and not to individual Council Members or staff members. Any person making impertinent, slanderous, or profane remarks or who becomes boisterous while addressing the City Council shall be called to order by the Mayor.If such conduct continues, the Mayor may order the person barred from addressing the City Council any further during that meeting.

Time Limitation
: When any group of persons wishes to address the City Council on the same subject matter, the Mayor may request a spokesperson be chosen to represent the group, so as to

GARDEN GROVE
avoid unnecessary repetition.At the City Council's discretion, a limit on the total amount of time for public comments during Oral Communications and/or a further limit on the time allotted to each speaker during Oral Communications may be set.

PLEASE SILENCE YOUR CELL PHONES DURING THE MEETING.

AGENDA

COUNCIL MEMBER O'NEILL, COUNCIL MEMBER TRAN, COUNCIL

MEMBER DOVINH, COUNCIL MEMBER KLOPFENSTEIN, COUNCIL
MEMBER K. NGUYEN, MAYOR PRO TEM BRIETIGAM, MAYOR JONES

INVOCATION

PLEDGE OF ALLEGIANCE TO THE FLAG OF THE UNITED STATES OF

AMERICA

1. PRESENTATIONS

1.a. Community Spotlight in recognition of Patti Widdicombe, owner and operator of Widdicombe Enterprises, Inc., for her valued service and support to the Garden Grove community through local McDonald's restaurants.

2. ORAL COMMUNICATIONS (to be held simultaneously with other legislative bodies)
RECESS

CONDUCT OTHER LEGISLATIVE BODIES' BUSINESS

RECONVENE

3. CONSENT ITEMS
(Consent Items will be acted on simultaneously with one motion unless separate discussion and/or action is requested by a Council Member .)

3.a. Adoption of a proclamation recognizing August as Muslim Appreciation and Awareness Month in Garden Grove. ( Action Item)

3.b. Adoption of a Proclamation celebrating Hispanic Heritage Month in Garden Grove. ( Action Item)

3.c. Acceptance of the Acacia-Josephine Storm Drain Improvements, Project No. CP-1007000 as complete ( Action Item)

3.d. Approval of the Delegated Maintenance Agreement between the City and Caltrans to identify certain maintenance functions. (Action Item)

3.e. Approval of an Amendment to the West Orange County Water Board Joint Powers Agreement for appointments of alternate

members to the Board of Directors. ( Action Item)

3.f. Approval of a 15-Year Bus Shelter License Agreement with Clear Channel Outdoor, LLC. ( Action Item)

3.g. Approval of Amendment No. 2 of the agreement with 4LEAF, Inc., for on-call building contractual services. (Cost: $28,000) ( Action Item)

3.h. Approval of an Agreement with the Children and Families Commission of Orange County for First 5 Orange County
Program. (Grant Amount: $240,000) ( Action Item)

3.i. Adoption of a Resolution amending the City's Conflict of Interest Code pertaining to designated positions and disclosure
categories. (Action Item)

3.j. Adoption of a Resolution authorizing application submittals for the Department of Resources Recycling and Recovery
(CalRecycle) Rubberized Pavement Grant Program. (Grant Amount: $91,600) (Action Item)

3.k. Rejection of all construction bids and authorization to re-advertise for Project No. CP-1344023, Traffic Signal Modifications at Various Locations Fiscal Year 2023-24. ( Action Item)

3.l. Rejection of all construction bids and authorization to re-advertise for Project No. CP-1345000/CP-1346000, Traffic Signal
Modifications at Garden Grove Boulevard/Nelson Street-Century Boulevard and Garden Grove Boulevard/Newland Street. ( Action Item)

3.m. Receive and file minutes from the meetings held on June 27, 2023, July 25, 2023, and August 8, 2023. ( Action Item)

3.n. Receive and file warrants. ( Action Item)

4. PUBLIC HEARINGS
(Motion to approve will include adoption of each Resolution unless otherwise stated.)

4.a. Adoption of a Resolution approving the issuance of bonds by the California Municipal Finance Authority as conduit financing for the Garden Brook Senior Village Project located at 10080 and 10180 Garden Grove Boulevard, Garden Grove. (Action Item)

5. MATTERS FROM THE MAYOR, CITY COUNCIL MEMBERS, AND CITY

MANAGER

5.a. Discussion regarding naming the new Civic Center bridge in memory of Garden Grove Police Department Corporal Han Cho, as requested by Mayor Pro Tem George Brietigam.

5.b. Discussion on adopting a Proclamation recognizing September as National Service Dog Month as requested by Council Member Klopfenstein.

6. ADJOURNMENT
The next Regular City Council Meeting is scheduled for Tuesday, September 26, 2023, at 5:30 p.m. in the Community Meeting Center, 11300 Stanford Avenue, Garden Grove, California 92840.

Happy Birthday Mayor Pro Tem Brietigam

Agenda Item - 3.a.

City of Garden Grove

INTER-DEPARTMENT MEMORANDUM
To: Lisa L. Kim From: Maria Stipe
Dept.: City Manager Dept.: Assistant City Manager
Subject: Adoption of a proclamation
recognizing August as
Muslim Appreciation and
Awareness Month in Garden
Grove. (Action Item)
Date: 9/12/2023
Attached is a Proclamation recognizing August as Muslim Appreciation and Awareness Month recommended for adoption.

ATTACHMENTS:

Description Upload Date Type File Name
Proclamation 9/6/2023 Proclamation 9-12-
23_Draft_2023_GG_MAAM_Proclamation.8.22.23.pdf

Proclamation

American Muslim Appreciation and Awareness Month

WHEREAS, American Muslims contribute greatly to charitable organizations that help people from all faiths and backgrounds around the world by providing medical assistance, family services, scholastic supplies, before-and after-school programs, food aid, and emergency/disaster relief efforts; and

WHEREAS, Garden Grove is home to the Islamic Society of Orange County (ISOC), one of the largest Muslim Centers in the Western Hemisphere established in 1976 that includes a Mosque and Islamic school, as well as a community of Muslim based and operated community organizations and several prominent Muslim figures who continue to make significant contributions as business owners, legal professionals, doctors, engineers, teachers, farmers, civil rights leaders, humanitarians, athletes, and in many other notable capacities; and

WHEREAS, Dr. Muzammil Siddiqi serves as the Religious Director of ISOC who holds a PhD in Comparative Religion from Harvard University. A frequent participant of interfaith events, and an influential worldwide lecturer, Dr. Siddiqi continues to build relationships and mutual understanding between the Muslim community and other communities of faith; and

WHEREAS, ISOC founded the Orange Crescent School (OCS) in Garden Grove in 1983 , which is one of the largest Islamic schools in Orange County. Students are empowered and taught positive self-identity as Muslim Americans and encouraged to be involved with civic engagement to the benefit of their local communities; and

WHEREAS, ISOC serves over 7,000 people and provides a range of programs including youth mentorship, civic engagement seminars, and cultural festivals. ISOC has served as a vital center during the pandemic for essential services and resources and has served as host of a legal clinic for 100+ Afghan arrivals seeking to settle in Orange County; and

WHEREAS, Council on American-Islamic Relations, California (CAIR-CA), headquartered in Orange County, is the largest Muslim legal services and advocacy organization in the United States and has been a valued partner on issues related to the Census, emergency response, pandemic relief, and responding to incidents of hate, and providing civil rights and immigration services to Muslim, immigrant, Black, Indigenous, and People of Color communities; and

WHEREAS, It is appropriate to acknowledge and promote awareness of the myriad of invaluable contributions of American Muslims, and extend to them the respect and camaraderie every American deserves.

NOW, THEREFORE, BE IT PROCLAIMED, that the City Council of the City of Garden Grove does hereby celebrate and recognize August 2023 to be American Muslim Appreciation and Awareness Month in the City of Garden Grove.

September 12, 2023

Agenda Item - 3.b.

City of Garden Grove

INTER-DEPARTMENT MEMORANDUM
To: Lisa L. Kim From: Teresa Pomeroy
Dept.: City Manager Dept.: City Clerk
Subject: Adoption of a Proclamation
celebrating Hispanic Heritage
Month in Garden Grove.
(Action Item)
Date: 9/12/2023
Attached is a Proclamation celebrating Spanish Heritage Month recommended for adoption.

ATTACHMENTS:

Description Upload Date Type File Name
Proclamation 9/6/2023 Proclamation 9-12-
23_Hispanic_Heritage_Month.pdf

Proclamation
National Hispanic Heritage Month

WHEREAS, September 15, 2023 to October 15, 2023, is recognized nationally as Hispanic Heritage Month;
WHEREAS, The 2023 Hispanic Heritage Month observance theme is “Latinos Driving Prosperity, Power, and Progress in America”;
WHEREAS, the Latino community is a resilient and integral part of Garden Grove, with business owners and residents alike who are members of a proud heritage;
WHEREAS, Latinos have made innumerable contributions to the Garden Grove community in business, law, politics, education, community service, the arts, government service and other fields and it is important the City recognize and celebrate the diverse histories and cultures of the Latino population; and
WHEREAS, the day of September 15 is significant because it is the anniversary of independence for Latin American countries of Costa Rica, El Salvador, Guatemala, Honduras and Nicaragua. In addition, Mexico and Chile celebrate their independence days on September 16 and 18 respectively.

NOW, THEREFORE BE IT PROCLAIMED that the City Council of the City of Garden Grove does hereby celebrate and recognize September 15, through October 15, 2023 to be Hispanic Heritage Month.

September 12, 2023

Agenda Item - 3.c.

City of Garden Grove

INTER-DEPARTMENT MEMORANDUM
To: Lisa L. Kim From: William E. Murray
Dept.: City Manager Dept.: Public Works
Subject: Acceptance of the Acacia-
Josephine Storm Drain
Improvements, Project No.

CP-1007000 as complete
(Action Item)
Date: 9/12/2023

OBJECTIVE
For City Council to accept the Acacia-Josephine Storm Drain Improvements, Project No. CP-1007000 as complete, and authorize the City Manager to execute the Notice of Completion of Public Improvement and Work.

BACKGROUND
Under former conditions, flooding occurred on various streets and within various yards of homes fronting the streets between Dale Street and Josephine Street and between Garden Grove Boulevard and Stanford Avenue. Engineering staff analyzed the conditions and prepared plans and specifications for construction of a storm drain to address the flooding concerns.

DISCUSSION
Staff advertised the project and opened bids on November 23, 2021. On December 14, 2021, City Council awarded the project to Vasilj Inc.

Vasilj Inc., has completed the storm drain improvements in accordance with the plans, specifications, and other contract documents.

FINANCIAL IMPACT
There is no impact to the General Fund . This improvement was funded by the following:

Community Development Block Grant (CDBG): $1.25M
Gas Tax: $1.67M
Drainage: $144,000
Water: $168,500

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RECOMMENDATION
It is recommended that the City Council:

Accept Project CP-1007000, Acacia-Josephine Storm Drain Improvements as complete;

Authorize the City Manager to execute the Notice of Completion of Public Works Improvement and Work; and

Authorize the Finance Director to release the retention payment when appropriate to do so.

By: Mike Santos, P.E., Associate Engineer
ATTACHMENTS:

Description Upload Date Type File Name
Notice of Completion 8/16/2023 Notice Notice_of_Completion_CP1007000.pdf

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RECORDING REQUESTED BY
When Recorded Mail To:

City Clerk
City of Garden Grove
P. 0. Box 3070
Garden Grove, CA 92842

NOTICE OF COMPLETION

OF PUBLIC IMPROVEMENT AND WORK
NOTICE IS HEREBY GIVEN that the City of Garden Grove, Orange County, California, has caused a public improvement, to wit:

PROJECT NO. CP-1007000

ACACIA-JOSEPHINE STORM DRAIN IMPROVEMENTS
to be constructed upon the property hereinafter described. The contract for furnishing of all plant, labor, services, materials, and equipment, and all utilities and transportation, including power, fuel, and water, and performing all work necessary to construct and complete, in a good and workmanlike manner in strict accordance with the specifications, plans, and drawings therefore on file in the office of the City Clerk of the City of Garden Grove, for the construction, installation and completion of the above-described public improvement and work, was heretofore made and entered into with Vasilj Inc. on the 14th of December 2021, and filed for record in the office of the City Clerk of the City of Garden Grove; that the work upon said public improvement has been completed, and that the City Engineer has notified the City Council that he has made and completed a final inspection of the materials furnished and installed and the work performed in the construction, installation, and completion of said public improvement hereinabove more particularly described and set forth, and has certified in writing to the City Council that all the provisions of the contract and contract documents for the furnishing of all plant, labor, services, materials, and equipment, and the performing of all work necessary for the construction, installation, and completion of said public improvement above described have been fully complied with to his satisfaction as required by the contract document; that final acceptance of the construction, installation, and completion of said public improvement above described was made on the 12th of September 2023 that the nature of the title to said property of said City of Garden Grove is as follows: That is to say, it owns said public improvement in fee except the right-of-way upon which it is constructed, and that it owns an easement upon, over, and along said right-of-way for the purpose of the construction, installation, and completion of said public improvement hereinabove described and the use thereof after said completion; that the property hereinabove referred to and on which said public improvement is situated is described as follows, to wit:

PROJECT NO. CP-1007000

ACACIA-JOSEPHINE STORM DRAIN IMPROVEMENTS

NAME OF SURETY on
Labor and Material Bond is: FIDELITY AND DEPOSIT COMPANY OF MARYLAND 777 SOUTH FIGUEROA STREET, SUITE #3900
LOS ANGELES, CA 90017
Tel No. (213) 270-0600
DATED this day of 20
ATTEST:

City Clerk of the City of Garden Grove

STATE OF CALIFORNIA

COUNTY OF ORANGE
------ --------

CITY OF GARDEN GROVE
By--------------
City Manager of the City of Garden
Grove
I am the City Engineer of the City of Garden Grove.

I have read the foregoing Notice of Completion of Public Improvement and Work, and know the contents thereof; and I certify that the same is true of my own knowledge, except as to those matters, which are therein stated upon my information or belief, and as to those matters I believe to be true.

I certify (or declare), under penalty of perjury, that the foregoing is true and correct.

Executed on
Da
Cl
Agenda Item - 3.d.

City of Garden Grove

INTER-DEPARTMENT MEMORANDUM
To: Lisa L. Kim From: Amir El-Farra
Dept.: City Manager Dept.: Police Chief
Subject: Approval of the Delegated
Maintenance Agreement
between the City and
Caltrans to identify certain
maintenance functions.
(Action Item)
Date: 9/12/2023

OBJECTIVE
Approval of the Delegated Maintenance Agreement (the “DMA”) between the City of Garden Grove and Caltrans to identify certain maintenance functions to be performed by the City within State right of way, including highway and freeway areas located within the City’s jurisdictional limits.

BACKGROUND
In March of 2023, City Council authorized and directed the City Manager to make necessary changes to enable the City to enter into a Cooperative Agreement with the State. On May, 30, 2023, the Cooperative Agreement was executed. The purpose of the Cooperative Agreement is to allow the City to install fencing and decorative paving and gravel on unpaved slopes and narrow areas within the City on Route 22 from Springdale Street to Garden Grove Boulevard (the “Project”). The Cooperative Agreement further establishes funding from the State in an amount not to exceed $600,000 (on a reimbursement basis) to implement the Project.

DISCUSSION
A draft encroachment permit has been prepared by the State of California, acting through its Department of Transportation ("Caltrans") to allow the City access to Caltrans right-of-way to implement the Project; however, the issuance of the encroachment permit is subject to execution of the DMA. The DMA obligates the City to keep the Caltrans right-of-way areas in a safe and operational condition.

Maintenance obligations include but are not limited to litter, debris, and graffiti removal, repairs, and restoration. The DMA provides funding of up to $230,000 for maintenance. These funds are in addition to the $600,000 appropriated under the Cooperative Agreement to install the Project. The DMA can be terminated by the City with a thirty day notice.

The City solicited bids per the normal procurement procedure for the Project; however no bid proposals were received; therefore per the City's Municipal Code and procurement procedures, the City can sole-source a contract when in the City's best interest to do so. Staff has recently identified a contractor capable and interested in the work but has yet to receive their proposal. The amount is expected to exceed the City Manager's signing authority and would therefore have to come back to City Council for approval. One of the Caltrans right-of-way areas subject to the Cooperative Agreement was cleared on Friday, September 1st and as of Wednesday, September 6th the area was already encumbered by litter and debris. Installing the Project will facilitate the City's ability to keep the areas in a safe and operational condition. Staff is requesting that the City Council authorize the City Manager to execute a contract with a contractor in an amount not to exceed the State funding of $600,000 in order to install the Project in the most timely manner.

FINANCIAL IMPACT
There is no fiscal impact on the General Fund as a result of approving the DMA.

Caltrans is providing funding for up to $230,000 for maintenance activities. Once the funding is exhausted, the City staff will explore additional Caltrans funding options or pursue termination of the DMA.

RECOMMENDATION
It is recommended that the City Council:

Authorize and direct the City Manager, or her designee(s) to execute the Delegated Maintenance Agreement with Caltrans and make necessary changes as appropriate there to, on behalf of the City;
Authorize the City Manager, or her designee(s), to exercise option terms and sign the amendments;
Authorize the City Manager to enter into a contract, as approved by the City Attorney, to install the Project for an amount not to exceed the State funding of $600,000; and
Appropriate funds per the Delegated Maintenance Agreement with Caltrans.

By: Jeff Brown, Sergeant, Special Resource Team

ATTACHMENTS:

Description Upload Date Type File Name
DMA Draft Agreement 9/1/2023 Agreement DMA_Draft_Agreement_Full.pdf

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1 DELEGATED MAINTENANCE AGREEMENT

WITH THE CITY OF GARDEN GROVE

This DELEGATED MAINTENANCE AGREEMENT (“AGREEMENT”) is made by and between the State of California, acting by and through the Department of Transportation (“STATE”) and the CITY of Garden Grove (“LOCAL AGENCY”); each may be referred to individually as a “PARTY” and jointly as “PARTIES.”

RECITALS

1. This AGREEMENT will identify the specific maintenance functions LOCAL AGENCY will perform in the STATE right of way, including highway and freeway areas situated within LOCAL AGENCY’s jurisdictional limits as authorized under Streets and Highways Code Section 130.

2. The PARTIES executed a prior Delegated Maintenance Agreement dated September 1, 1992. This AGREEMENT does not supersede the prior Delegated Maintenance Agreement(s). The prior Delegated Maintenance Agreement(s) will remain in full force and effect. This AGREEMENT does not supersede other Freeway Maintenance
Agreements executed by the PARTIES, if any.

OPERATIVE PROVISIONS

1. Maintenance Services. LOCAL AGENCY shall perform maintenance operations at the State Route (SR) 22, post miles (PM) R0.66-R9.35 and the SR 39 PM 8.34-8.73 and approximate mile lengths (STATE Right of Way) set forth in Exhibit A to keep the facilities in a safe and operational condition.

Maintenance Operations include but are not limited to litter, debris, and graffiti removal, repairs, and restoration.

2. Prior Delegated Maintenance Agreements. This AGREEMENT does not supersede the PARTIES’ prior Delegated Maintenance Agreement(s) dated September 1, 1992. The prior Delegated Maintenance Agreement(s) will remain in full force and effect. This AGREEMENT does not supersede other Freeway Maintenance Agreements executed by the PARTIES, if any.

3. Maintenance Standards. LOCAL AGENCY shall perform all maintenance in compliance with the standards set forth in Streets and Highways Code Section 27, and in accordance with California and federal laws and

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2 regulations and STATE policies, procedures and specifications in effect and as amended, and applicable municipal ordinances.

4. Maintenance Areas and Services. LOCAL AGENCY shall only perform those maintenance services in the STATE right of way locations described in Exhibit A and listed in Exhibit B.

5. Amendment to Agreement. Changes to LOCAL AGENCY’s maintenance services covered in this AGREEMENT may be made by each PARTY executing amended Exhibits A and B and/or executing additional pages to Exhibits A and B that shall be attached to this AGREEMENT and will supersede the original Exhibits A and B. Otherwise, this AGREEMENT may only be amended by a written agreement executed by both PARTIES.

STATE’s District Maintenance Agreement Coordinator (DMAC) must obtain prior written approval of any amendments from the District 12 Deputy Director of Maintenance before such amendments may become effective and enforceable under this AGREEMENT.

6. Party Representatives and Notices.

LOCAL AGENCY’s Project Manager : Christy Le
STATE’s DMAC is: Sarah Rodriguez

All notices, document submittals and invoices required under this AGREEMENT shall be deemed to have been fully given when made in writing and received by the PARTIES at their respective addresses as follows:

LOCAL AGENCY
Attn: Name of Project Manager: Christy Le
Address: 11222 Acacia Parkway
City, Zip: Garden Grove, CA 92840

STATE

Attn: Name of DMAC: Sarah Rodriguez
Address: 1750 East 4th Street
City, Zip: Santa Ana, CA 92705

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3 7. Unsheltered Encampment Removal.

A. LOCAL AGENCY shall remove Persons Experiencing Homelessness (PEH) and any structures, personal property, debris, and/or other items related to the encampment from the Location(s) shown in Exhibit A, subject to applicable State and Federal law.

B. Nothing in this Agreement grants or waives the right of California Highway Patrol (CHP) and other law enforcement agencies having jurisdiction over the Locations in shown in Exhibits A and B.

8. Weed Abatement. LOCAL AGENCY shall engage in weed abatement operations.

LOCAL AGENCY shall control weeds at a level acceptable to STATE. Any weed control performed by chemical weed sprays (herbicides)shall comply with all laws, rules, and regulations established by California Department of Food and Agriculture. All chemical spray operations shall be reported quarterly (form LA17) to STATE via the STATE’s Landscape Specialist, Maintenance Support, Caltrans District Office 1750 East Fourth Street, Santa Ana, CA 92705.

9. Graffiti Removal. LOCAL AGENCY’s graffiti removal shall be limited to removal of text only in accordance with Streets and Highway Code Section 96. Any graffiti that in any way resembles a mural, artwork, paintings, or other similar elements may not be removed. LOCAL AGENCY shall discuss such possible art with STATE’s District 12 Transportation Art Coordinator before conducting any graffiti removal or remediation. STATE shall pay the actual cost of LOCAL AGENCY’s graffiti removal as specified in Section 12 of this AGREEMENT.

10. Maintenance Service Schedule. LOCAL AGENCY shall provide STATE’s District 12 Area Maintenance Superintendent, Anna Hernandez, at least twenty-four (24) hours prior telephone or email notice before performing any maintenance services under this AGREEMENT. Her email and phone number are: [email protected]
(949) 233-7055. LOCAL
AGENCY shall provide the DMAC identified in this AGREEMENT with a litter, debris and graffiti removal schedule. Maintenance services shall be provided at a minimum (weekly, biweekly, monthly, daily) ___________ basis. Maintenance services shall be performed between the hours of 6:00 a.m. and 6:00 p.m. and may be performed on weekends and holidays, if necessary. LOCAL AGENCY must request through the DMAC prior written approval from STATE’s District Maintenance Supervisor to perform any maintenance services before 6:00 a.m. or after 6:00 p.m.

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4 11. Authorized Reimbursement . The functions and levels of maintenance services delegated to LOCAL AGENCY in the attached Exhibits A and B and amounts appropriated to STATE have been considered in setting authorized total dollar amounts. LOCAL AGENCY may perform additional work if desired, but STATE will not reimburse LOCAL AGENCY for any work in excess of the authorized dollar limits established herein.

12. Cost Reimbursement . STATE shall reimburse LOCAL AGENCY for LOCAL AGENCY’s actual and necessary costs incurred to perform the maintenance services under this AGREEMENT; provided, however, that STATE’s reimbursement shall not exceed the maximum authorized expenditures under this AGREEMENT.

13. Amendment to Approved Expenditures . Upon LOCAL AGENCY’s written request, the expenditures per route for maintenance services set forth in Exhibits A and B may be increased, decreased, or redistributed between routes pursuant to the PARTIES executing an appropriate amendment in accordance with section 5 above. All such adjustments must be authorized in writing by the District Director or his/her authorized representative.

14. Term of Expenditures. Additional expenditures or an adjustment of expenditures once authorized shall apply only for the term of this AGREEMENT and shall not be deemed to permanently modify or change the basic maximum expenditures per route as specified in Exhibits A and B. Any expenditure adjustments shall not affect or alter any other terms of this AGREEMENT.

15. Billing, Payment and Reporting.

15.1 Billing Date. LOCAL AGENCY shall submit billing invoices to STATE’s DMAC each (month/quarter) beginning after the first
(month/quarter) LOCAL AGENCY has performed maintenance
services under this AGREEMENT. LOCAL AGENCY shall not submit billing invoices for reimbursement of costs less than $500 more than once each quarter. LOCAL AGENCY shall also submit billing invoices promptly following the close of STATE’s fiscal year on each June 30th.

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5 15. 2 Billing Submission Format. Each billing invoice shall include all of the following:
(a) STATE’s AGREEMENT number;
(b) Date(s) of services;
(c) Location of services;
(d) Number of hours and hourly rates;
(e) Receipts for trash disposal; and
(f) Receipts for equipment, materials, and supplies.

STATE shall pay LOCAL AGENCY for the maintenance services satisfactorily performed in accordance with the rates and schedules in Exhibits A and B.

16. Successors
. This AGREEMENT shall be binding upon and inure to the benefit of each of the PARTIES’ successors-in-interest, including, but not limited to any public entity to whom any part of the STATE right of way covered under this AGREEMENT may be relinquished and any subsequently incorporated city or other municipality established within the LOCAL AGENCY’s jurisdictional limits.

17. Encroachment Permits . Before LOCAL AGENCY may enter STATE right of way to perform any maintenance services in the areas covered by this AGREEMENT, STATE’s District 12 Encroachment Permit Office must issue an initial encroachment permit at no cost to LOCAL AGENCY. LOCAL AGENCY must obtain additional encroachment permits, if necessary, to enter or perform any work within STATE right of way not covered by this AGREEMENT. STATE will issue these additional encroachment permits at no cost to LOCAL AGENCY. LOCAL AGENCY’s contractors and sub- contractors must apply for and be issued separate encroachment permits before they may enter STATE right of way to perform any maintenance or work under this AGREEMENT.

18. Legal Disposal of Litter Collected .

LOCAL AGENCY shall make its own arrangements for the legal disposal of litter or debris materials to authorized disposal sites. LOCAL AGENCY shall not leave any filled litter bags, litter piles or other groups of litter assembled during its maintenance services along or in STATE Right of Way. Such litter

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6 groupings shall be removed out of STATE Right of Way each day LOCAL AGENCY performs the maintenance services in this AGREEMENT.

19. Safety and Worker Compliance. LOCAL AGENCY shall be solely responsible for crew pay, workers compensation and any other benefits required by state and federal law. Subcontractors and crew members are not considered STATE’s employees at any time. LOCAL AGENCY shall comply with all applicable State and Federal statutes and regulations governing worker and public safety, including but not limited to compliance with CAL-OSHA regulations and guidelines.

LOCAL AGENCY shall make arrangements through the STATE if traffic controls, flags, signs, or lane closures are necessary to safely perform any maintenance services. STATE’s maintenance Supervisor or designee shall determine what protections are required at the worksite pursuant to applicable provisions of the Caltrans Maintenance Manual, including but not limited to Volume 1, Chapter 8, Protection of Workers.

20. Equipment and Supplies. LOCAL AGENCY shall provide the necessary equipment, tools, personal protective equipment, materials, supplies and products necessary to perform the maintenance services under this AGREEMENT. STATE shall reimburse LOCAL AGENCY for the reasonable costs of such equipment and supplies not to exceed the authorized expenditures set forth in Exhibits A and B.

21. Legal Relations and Responsibilities .

21.1 No Third
-party Beneficiaries. This AGREEMENT is not intended to create duties, obligations, or rights of third parties beyond the PARTIES to this AGREEMENT. Nor does this AGREEMENT affect a PARTY’s legal liability by imposing any standard of care for the maintenance of STATE highways different from the standard of care imposed by law.

21.2 Indemnification.

Neither STATE nor any of its officers or employees is
responsible for any injury, damage or liability occurring by reason of anything done or omitted to be done by LOCAL AGENCY in
connection with any work, authority or jurisdiction conferred upon

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MA#TR-F/Y-District 12
ORA-22-PM-R7.3-7.7

7 LOCAL AGENCY under this AGREEMENT. LOCAL AGENCY shall fully defend, indemnify, and save harmless STATE and its officers and employees from all claims, suits, or actions of every kind occurring by reason of anything done or omitted to be done by LOCAL AGENCY, its contractors, sub-contractors and/or its agents pursuant to this AGREEMENT.

Neither LOCAL AGENCY nor any of its officers or employees is responsible for any injury, damage or liability occurring by reason of anything done or omitted to be done by STATE, in connection with any work, authority or jurisdiction conferred upon STATE under this Agreement. STATE shall fully defend, indemnify, and save harmless LOCAL AGENCY and its officers and employees from all claims, suits, or actions of every kind occurring by reason of anything done or omitted to be done by STATE under this Agreement.

21.3 Work
-related Injuries. If a LOCAL AGENCY-assigned crew member is injured while performing maintenance services under this AGREEMENT, LOCAL AGENCY or its designated subcontractor shall be responsible for ensuring the crew member is given prompt medical care and treatment and, if necessary, transportation to a medical facility. LOCAL AGENCY or its designated subcontractor shall administer any injury and workers compensation claims. LOCAL AGENCY shall notify the DMAC within twenty-four (24) hours when any such incident has occurred.

22. Prevailing Wages and Labor Compliance. LOCAL AGENCY shall comply with any and all applicable labor and prevailing wage requirements in Labor Code Sections 1720 through 1815 and implementing regulations for public works or maintenance contracts and subcontracts executed for the LOCAL AGENCY’s maintenance services under this AGREEMENT.

23. Insurance .1 LOCAL AGENCY and its contractors and subcontractors shall maintain in force during the term of this AGREEMENT a policy of general liability insurance, including coverage of bodily injury and property damage liability, naming the STATE, its officers, agents and employees as

1 Delete if self-insured

Rev. 11/2022
MA#TR-F/Y-District 12
ORA-22-PM-R7.3-7.7

8 the additional insured in an amount of $1 million per occurrence and $2 million in aggregate and $5 million in excess. LOCAL AGENCY will provide a certificate of insurance evidencing this insurance in a form satisfactory to STATE.

Self-Insured.2 LOCAL AGENCY is self-insured. LOCAL AGENCY shall deliver evidence of self-insured coverage providing general liability insurance, coverage of bodily injury and property damage liability, in an amount of $1 million per occurrence and $2 million in aggregate and $5 million in excess by delivering a Letter Certifying Self-Insurance. The Letter of Self- Insurance must be substantially in the form of Exhibit C and identify the AGREEMENT number, and location as depicted in Exhibits A and B.

LOCAL AGENCY shall provide the original Letter Certifying Self-Insurance as a condition to STATE’s execution of this AGREEMENT. A copy of the original letter shall be attached to this AGREEMENT as Exhibit C.

Self-Insured3 using Contractor. If the work performed under this AGREEMENT is done by LOCAL AGENCY‘s contractor(s), LOCAL AGENCY shall require its contractor(s) to maintain in force, during the term of this AGREEMENT, a policy of general liability insurance, including coverage of bodily injury and property damage liability, naming STATE, its officers, agents and employees as the additional insured in an amount of $1 million per occurrence and $2 million in aggregate and $5 million in excess. LOCAL AGENCY shall provide a certificate of insurance evidencing this insurance in a form satisfactory to STATE.

24. Budget Contingency . STATE’s payments to LOCAL AGENCY are contingent upon the Legislature appropriating sufficient funds under the Budget Act and the encumbrance of funding to STATE’s District Office.

25. Termination. This AGREEMENT may be terminated by the mutual written consent of each PARTY. Either PARTY may terminate this AGREEMENT upon ( 30 ) days’ prior written notice to the other PARTY.

2 Delete if not self-insured
3 Delete if not self-insured; include 2 and 3 if self-insured and LA is subcontracting the work.

Need both a self-insurance certification letter and insurance certificate naming State as additional, covered insured.

Rev. 11/2022
MA#TR-F/Y-District 12
ORA-22-PM-R7.3-7.7

9 26. Effective Date (Term) of Agreement. This AGREEMENT shall become effective on the last of the dates each PARTY’s authorized representative has executed this AGREEMENT.

27. Authority. Each individual executing this AGREEMENT on behalf of each PARTY represents and warrants that he/she is duly authorized to execute this AGREEMENT as authorized under Streets and Highways Code Sections 114 and 130. LOCAL AGENCY represents and certifies that it has, through its regular political process, authorized the execution of this AGREEMENT by appropriate resolution, delegation, or plenary authority as required.

28. Counterparts.

This AGREEMENT may be executed in one or more
counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same document.

29. Electronic Signatures .

Electronic signatures of the PARTIES, whether digital
or encrypted, are intended to authenticate this written AGREEMENT, and shall have the same force and effect as manual signatures for this AGREEMENT.

Teresa Pomeroy
City Clerk

THE CITY OF Garden Grove

STATE OF CALIFORNIA

DEPARTMENT OF TRANSPORTATION

Dated: Dated:

Steven R. Jones
Mayor

Roberta C. Hettick P.E.

Deputy District Director
Maintenance &
Operations
APPROVED:

Dated:

Lisa L. Kim
City Manager

Dated:

Draft date

EXHIBIT A

DELEGATION OF MAINTENANCE

Route
No.

Length
Miles
(Mi)/LF
Description of Routing Program
Delegated
Maximum Annual
Authorized
Expenditure
22 39

9.37 Mi

0.39 Mi
Encampment Removals as
shown as Area to be
Maintained by City in Exhibit B.1
HM-2 $85,000
22 39

9.37 Mi

0.39 Mi
Debris Removal as shown as
Area to be Maintained by City
in Exhibit B.1
CleanCA* $150,000*
22 1,833 LF Fence Maintenance as shown
as Area to be Maintained by
City in Exhibit B.2
HM-2 $31,000

*Clean CA funding only available until June 30, 2024, at which time the line item will be rescinded. Clean CA maintenance activities must be invoiced separately.

TOTAL ANNUAL AUTHORIZED EXPENDITURE:
$266,000

Delegation of Maintenance

EXHIBIT B.1
PM ORA-39-8.6
PM ORA-39-8.3
PM ORA-22-R2.8
PM ORA-22-R8.3
LEGEND

AREA TO BE MAINTAINED BY CITY

PM ORA-22-R3.9
PM ORA-22-R7.3

Vons '
Starlight West ft
Grove Cinemas Y
Chapman Ave Chapman Ave
Walmart Supercenter y
Chapman Ave Chapman Ave

WEST GARDEN
GROVE Lampson Ave C., The Map Sports Facility Lamps a11Ave OJ
0 in
0)
~
(")
0)
:0
C.
1ster Blvd.
en Grovef
en Grove Bl~ ---~-
ostco .Busin_ess Ce_ ter /
Westminster OMV'
' I:\ The Home Depot y
Westminster Blvd.

Q
0 ff ::,
:E m
~
!ii
Westminster Mall ft'
.

V
ln-N-Out Bbr er
·;;; ... -~~
Westminster
z
~
ii,
::,
C.
!!!
Westmin ster Blvd.
:;;:
0)
(Q
::,
(")
.;·
@
The Boiling Crab '
Westm lnste r Ave
"' C
g
~ Pho 79 ,
Chapman Ave
Lampson Ave
Garden Grove Garden Grove Blvd
z
~ ::r
.g .,
!ii

ANAHEIM
RESORT
The Outlets at Orange N
OJ
i§: Lampson Ave
BJ's Restaurant
..&~rew
@r

EDNA PARK
Targetf

Delegation of Maintenance

EXHIBIT B.2
PM R7.3
PM R7.7
LEGEND

AREA TO BE

MAINTAINED BY CITY

NEWHOPE STREET

TRASK AVENUE

CALTRANS R/W

CALTRANS R/W

CALTRANS R/W

Delegation of Maintenance

EXHIBIT B.2
LEGEND

AREA TO BE

MAINTAINED BY CITY

FLAGSTONE PLACE

CALTRANS R/W

Delegation of Maintenance

EXHIBIT B.2
LEGEND

AREA TO BE

MAINTAINED BY CITY

CALTRANS R/W

flrl
--
ft!'-
e ~ '. -- - - - ---
Agenda Item - 3.e.

City of Garden Grove

INTER-DEPARTMENT MEMORANDUM
To: Lisa L. Kim From: William E. Murray
Dept.: City Manager Dept.: Public Works
Subject: Approval of an Amendment
to the West Orange County
Water Board Joint Powers
Agreement for appointments
of alternate members to the
Board of Directors. ( Action
Item)
Date: 9/12/2023

OBJECTIVE
To receive City Council approval of the fifth amendment for the joint powers agreement with the West Orange County Water Board (WOCWB) to permit appointment of alternate members to the board of directors.

BACKGROUND
The West Orange County Water Board (WOCWB) is a joint powers authority created in 1967 by the cities of Garden Grove, Huntington Beach, Seal Beach, and Westminster for the purpose of maintenance and operation of water transmission lines for imported water.

DISCUSSION
Council Member Brietigam was appointed by the City Council at the meeting held on January 10, 2023, to represent Garden Grove on the WOCWB, and approval of the amendment would not affect the appointment. Under the fifth amendment for the joint powers agreement, a member agency would have the option of appointing up to two (2) alternate members to the board of directors. The alternate members would have the same voting rights at the meeting as the regular director, in the absence of the primary director. The alternate members would also receive the stipend for attending the meetings in the absence of the primary director, which are held twice a year. Member agencies would not be required to designate alternate members for the director.

FINANCIAL IMPACT
There is no financial impact that will result from this action.

RECOMMENDATION
It is recommended that the City Council:

Approve the fifth amendment for the joint powers agreement with the West Orange County Water Board to permit alternate members to the board of directors.

By: Samuel Kim, P.E., Deputy Public Works Director/Water Services Manager ATTACHMENTS:

Description Upload Date Type File Name
Fifth Amendment
Agreement 8/16/2023 Agreement Fifth_Amendment_Agreement.pdf

•

FIFTH AMENDMENT TO WEST ORANGE COUNTY WATER BOARD

JOINT POWERS AGREEMENT
This FIFTH AMENDMENT TO JOINT POWERS AGREEMENT ("Fifth Amendment") is entered into this_ day of ____ , 2023, by and among the CITY OF GARDEN GROVE, the CITY OF HUNTINGTON BEACH, the CITY OF SEAL BEACH, and the CITY OF WESTMINSTER, collectively hereinafter sometimes referred to as the "Contracting Parties" or the "Parties," all of vvhich are municipal corporations formed under and existing pursuant to the laws of the State of California,
vV IT NE S S ETH:

WHEREAS, the Parties hereto are all of the parties to that certain Joint Powers Agreement, executed on October 25, 1967, known as the "West Orange County Water Board Joint Powers Agreement" ("Joint Powers Agreement"); and
WHEREAS, the Joint Powers Agreement has been amended from time to time on December 15, 1969; December 1, 1993; July 15, 1994; and October 17, 2005, which prior amendments that are incorporated herein by reference; and WHEREAS, Section 8 of the Joint Powers Agreement provides that the terms and provisions of the Joint Powers Agreement may be amended with the unanimous consent of the Parties; and
WHEREAS, the Parties hereto desire to amend Section 3 of the Joint Powers Agreement to include primary and secondary alternates for each sitting member for the West Orange County Water Boai·d ("Board"), and relating provisions the!'eto.

NOW> THEREFORE> THE CONTRACTING PUBLIC AGENCIES HEREBY DO AGREE AS FOLLOWS:

Section 1. Recitals. The foregoing recitals are true and correct and are incorporated herein by this reference.

Section 2. Authority for Amendment. The Parties hereto are authorized by law to contract with each other for the joint exercise of common powers under Article 1, Chapter 5, Division 7, Title 1 of the Government Code of the State of California, and are authorized to amend the Joint Powers Agreement pursuant to Section 8 thereof, by the unanimous consent of the governing bodies of each of the Parties.

Section 3. Amendment. Section 3 of the Joint Powers Agreement is hereby amended and superseded in its entirety to read as follows:

"SECTION 3"
The Board of Directors of the West Orange County Water
Board shall consist of five members. Garden Grove, Seal Beach and Westminster shall each appoint a person to serve as a member of the Board and Huntington Beach shall appoint two persons to serve as members of the Board. Each member shall file with the West Orange County Water Board a certified copy of the resolution or action of the contracting public agency which appointed them.

Persons appointed to be a member of the Board of Directors need not be a member of the City Council or governing body of the contracting public agency which apJ)ointed them.

A contracting public agency may, but is not required to, designate a primary alternate and a secondary alternate for its duly appointed member of the Board (which shall be specified as set out in the foregoing paragraph). At any given meeting of the West Orange County Water Board where a quorum of the directors are present, if the appointed director of a member agency of the West Orange County Water Board is not present, the designated primary alternate of that member agency may participate as the voting representative of the applicable member agency of the West Orange County Wate1· Board. If the appointed member and primary alternate member of the member agency of the West Orange County Water Board are not present at any given meeting of the West Orange County Water Board, the secondary alternate of that member agency may sit in the chair of such member agency of the Board. In the event a primary or secondary alternate sits in the chair during a Board meeting as a member of the Board, such alternate shall be treated as director representative of such member agency of the West Orange County Water Board for all other purposes pursuant to this Joint Powers Agreement, and any amendments thereto, for such meeting, including, but not limited to, the provisions set forth in Section 6 of this Joint Powers Agreement.

In the event that additional entities or concerns become a party to this Joint Powers Agreement as hereinafter provided, then the membership of this Board shall be increased by one member for each additional party to the Joint Powers Agreement unless all of the Parties shall agree otherwise.

The Board shall govern the affairs of the West Orange
County Water Board and shall annually designate one of its members to serve as Chairman of the Board. The Chairman shall preside at all meetings. In the Chairman's absence, the remaining members of the Board shall appoint a member to act as Chairman pro tem. The Board shall appoint a Secretary who may appoint an 2

assistant secretary for the purpose of conducting and recording the affairs of the West Orange County Water Board. The Board may employ additional personnel to conduct the financial and administrative affairs of the West Orange County Water Board or may contract with one of the parties or any public or private concern to provide such financial and administrative services as the Board may deem necessary from time to time."
[Remainder of this page intentionally left blank]
006326.0000041
539565.1 3

Section 4, Remainder of Agreement. Except for the changes specifically set forth herein; all other terms of the Joint Powers Agreement shall remain in full force and effect.

IN WITNESS WHEREOF, the parties hereto have executed this Fifth Amendment as of the Effective Date.

ATTEST:

Name: ____________ _
City Clerk,
City of Garden Grove
ATTEST:

Name: ____________ _
City Clerk,
City of Huntington Beach
ATTEST:

Name: ____________ _
City Clerk,
City of Seal Beach
ATTEST:

Name: ____________ _
City Clerk,
City of Westminster
CITY OF GARDEN GROVE:

By _____________ _
Name: ____________ _
Mayor
• CITY OF HUNTINGTON BEACH
By _____________ _
Name: ____________ _
Mayor

CITY OF SEAL BEACH
By _____________ _
Name: ____________ _
Mayor

CITY OF WESTMINSTER
By _____________ _
Name: ____________ _
Mayor
-Signature Page-Fift/1 Ame11d111e11t -
Agenda Item - 3.f.

City of Garden Grove

INTER-DEPARTMENT MEMORANDUM
To: Lisa L. Kim From: William E. Murray
Dept.: City Manager Dept.: Public Works
Subject: Approval of a 15-Year Bus
Shelter License Agreement
with Clear Channel Outdoor,
LLC. ( Action Item)
Date: 9/12/2023

OBJECTIVE
For City Council to approve a 15-year bus shelter license agreement with Clear Channel Outdoor, LLC (Clear Channel) for the maintenance, operation, administration of, and the solicitation, sale and placement of out-of-home advertising on bus shelters, including benches, within the City.

BACKGROUND
The former license agreement with Clear Channel expired in early 2022. Thereafter, staff proceeded to issue a Request for Proposals (RFP) in the Fall of 2022 and received a total of one proposal by December 2022. Another firm had shown interest in the RFP, however, they stated they would only consider it if the City would purchase all new shelters, benches, and receptacles for all existing Clear Channel locations, equaling an approximate capital investment of $700,000.

DISCUSSION
After concluding negotiations with Clear Channel, the foregoing proposed agreement represents their Best and Final Offer. The following is a summary of major contractual changes:

Program Area Description
New
Refurbishment
Program
Clear Channel will refurbish all 88 bus shelter locations during the first three (3) years of the Agreement (Year 1 = 30 locations, Year 2 = 29 locations, Year 3 = 29 locations).

Shelters will be refurbished once again during contract years 11, 12, and 13 (same number of locations per year).

The scope of work will include re
painting the shelter units,
replacing (or polishing) roof panels, installing receptacle lids and liners, and repairing or replacing solar lighting systems.

New Quarterly
Water Pressure
Washing and/or
Steam
Cleanings
Once quarterly, Clear Channel will pressure wash and/or steam clean all thirty (30) City-designated “hot spot” bus shelter locations. These locations could be modified by the City at any time.

Additional
Weekly
Cleanings
Clear Channel will collect all refuse and replace all liners twice weekly at all 30 City-designated “hot spot” locations.

All remaining bus stop shelter locations will be serviced once weekly. Clear Channel will do additional cleanings when specifically or urgently requested by City.

Bus Shelter
Wraps
Clear Channel proposes to install bus shelter wraps
(Attachment 2) at specific locations throughout the City, potentially generating additional revenue-sharing for City.

Liquidated
Damages
The proposed agreement adds liquidated damages
provisions in the event of missed trash removal, repairs, graffiti, and performance schedule.

Option to Sell
Bus Furniture &
Amenities to
City
The proposed agreement will allow both parties to negotiate the purchase/sell of bus shelters, benches, and receptacles for a mutually-agreed fair market value once contract
expires.

Revenue During the last five years of the former agreement, the City received $140,000 in annual payments. The proposed
agreement includes annual payments of $25,000 or 20% of gross revenue, whichever is greater.

FINANCIAL IMPACT
Clear Channel will refurbish all 88 bus shelters and benches at no cost to the City as well as include new services outlined above. The new license agreement will include annual payments of $25,000 or 20% of gross revenue, whichever is greater.

RECOMMENDATION
It is recommended that the City Council:

Authorize the City Manager to approve the 15-year license agreement with Clear Channel Outdoor, LLC to provide, operate, and maintain 88 bus shelter, benches, and receptacles throughout the City, and approve minor modifications as necessary.

By: Ana V. Neal, Principal Administrative Analyst
ATTACHMENTS:

Description Upload Date Type File Name
License Agreement 8/31/2023 Agreement Clear_Channel_Final_Contract_8- 29-23.pdf

•
Attachment 2 - Shelter
Wraps 8/10/2023 Exhibit Attachment_2-
_Wraparound_Design.pdf

Bus Shelter/Bench License RFP No. S-1301
1783849.1

BUS SHELTER LICENSE

THIS LICENSE is made effective as of this [DATE] (the “Effective Date”) by the CITY OF GARDEN GROVE, a municipal corporation, ("CITY"), and CLEAR CHANNEL OUTDOOR, LLC, a Delaware limited liability company (“LICENSEE”).

RECITALS

The following recitals are a substantive part of this License:

A. This License is entered into pursuant to City Council Authorization on September 12, 2023.

B. CITY and LICENSEE desire to enter into a license for the construction, installation, maintenance, operation and administrati on of, and the solic itation, sale and placement of out of home advertising upon, bus shelters, including benches (together, “bus shelters”), specified hereunder and located within CITY’s rights- of-way.

LICENSE

CITY AND LICENSEE MUTU ALLY AGREE AS FOLLOWS:

1. GRANT OF LICENSE LI CENSEE, with its local address at 19320 Harborgate Way, Torrance, CA 90501, is hereby gr anted for itself, it s successors and assigns, subject to the terms and conditions of this License and Chapter 11.36 of the Garden Grove Municipal Code attached hereto as Attachment “A” and hereinafter referred to as Chapter 11.36, a non-exclusive license for a fifteen (15) year period from and after the Effective Date, to construct, install, refurbish, maintain, operate and administer, and solicit, sell and place out of home advertising upon, 88 bus shelters upon the public sidewalks within the public ways within the City of Garden Grove at those certain bus shelter locations set forth on Attachment “B” attached hereto and made a part hereof. This License does not include the portion of Harbor Boulevard within the Grove Resort District (Harbor Corridor Specific Plan/International West Mixed Use).

2. RIGHT OF CITY TO ISSUE LICENSE LICENSEE acknowledges and accepts the right of CITY to issue a license and LICENSEE agrees it shall not now or at any time hereafter challenge this right in any way or in any city, state, or federal court.

3. LICENSE ACCEPTANCE LICENSEE, by executing this License, guarantees performance by LICENSEE of all LICENSEE’S obligations hereunder imposed by said Chapter 11.36, and as it may be periodically amended.

4. GOVERNING REQUIREMENTS The propos al of LICENSEE shall be incorporated herein as if fully set forth herein. LICENSEE shall comply with the requirements of this License and Chapter 11.36 and all offerings contained in LICENSEE’s

Bus Shelter/Bench License RFP No. S-1301
1783849.1
proposal. In the event of any conflict, the provisions of Chapter 11.36 shall first govern, followed by provis ions of this License, and finally by LICENSEE’s proposal, which is attached as Attachment “C” hereto and incorporated herein by this reference. Notwithstanding the foregoing, in the event of any inconsistencies between this License and Chapter 11.36, LICENSEE shall be held to the higher or more stringent standard or term more beneficial to CITY as determined by CITY’s Public Works Director. All definitions as set forth in Chapter 11.36 shall apply to this Licens e. For the avoidance of doubt, CITY acknowledges that CITY has accepted LICENSEE’s Proposal which has been fully incorporated herein as Attachment “C,” in which LICENSEE shall implement a three (3) year plan to refurbish all eighty-eight (88) existing LICENSEE-owned shelter and bench locations and trash receptacles. During the Term, these LICENSEE-owned shelter and bench loca tions and trash receptacles shall be eligible for a second refurbishment as described in Attachment “C” and in the EXISTING BUS SHELTER REFURBISHING PLAN, which is attached as ATTACHMENT “E” hereto and incorporated herein by this reference. LICENSEE shall commence its work under this License within ninety (90) days of the Effective Date as described in Attachment “C.”

5. FINANCIAL PROVISIONS

5.1 LICENSEE FEE LICENSEE shall pr ovide to CITY license fee in the amount of TWENTY-FIVE THOU SAND DOLLARS ($25,000.00)
annually (payable in 12 monthly payments) or 20% of gross revenue from advertising revenue, whichever is greater, as set forth in Attachment C. The compensation provisions contained in Chapter 11.36 shall apply to this License. No additional percentage of gross revenues shall be required to be paid by LICENSEE.

5.2 ACCEPTANCE OF PAYMENT BY CITY No acceptance of any payment shall be construed as an accord that the amount paid is in fact the correct amount, nor shall such acceptance of payment be construed as a release of any claim CITY may have for further or additional sums payable under th e provisions of this License.

All amounts paid shall be subject to audit and re-computation by CITY.

6. PUBLIC SERVICE ANNOUNCEMENTS LICENSEE shall provide CITY with up to twenty percent (20%) of the total advertising space for all shelters for CITY’s use for public service advertisements as requested by CITY. LICENSEE shall arrange, at its own cost and expense, service, maintenance, installation, and removal of the public service announcements upon consultation with the CITY.

The CITY shall be solely responsible for the cost of poster production.

Notwithstanding anything to the contrary herein, CITY shall provide LICENSEE a minimum of ten (10) business days advance written notice of its intent to place public service announcement(s) and LICENSEE shall have a reasonable

Bus Shelter/Bench License RFP No. S-1301
1783849.1
amount of time to make such space available to CITY. CITY shall provide LICENSEE with all advertising displays ready for installation on the shelters.

7. CONSTRUCTION AND MA INTENANCE REQUIREMENTS

7.1 GENERAL LICENSEE shall meet or exceed all the construction and maintenance requirements as reasonably required by CITY’s Public Works Director, as set forth in Chapter 11.36 and, in addition, shall meet or exceed those material construction and maintenance requirements set out in LICENSEE’s proposal. LICENSEE’s failure to meet annual fee projections contained in its proposal shall not relieve LICENSEE from meeting any requirements of this License or Chapter 11.36.

7.2 CONSTRUCTION SCHEDULE Consistent with the terms of this License and Chapter 11.36, LICENSEE shall commence provision of bus shelter service in accordance with the following schedule:

7.2.1 PERMITS Prior to any installation activity, LICENSEE shall obtain permits as provided by Chapter 11.36. New permits are not required for existing permitted facilities covered under this License.

7.2.2 TIME OF INSTALLATION LICENSEE shall commence the installation or refurbishment of, and install or refurbish, the bus shelters in accordance with Attachment “C”.

7.3 MAINTENANCE LICENSEE shall ma intain, repair, clean and service the shelters in accordance with Chapter 11.36. LICENSEE shall provide CITY with a maintenance and cleaning schedule. Should the CITY determine that any shelter or bus bench and/or surrounding area be in need of a cleaning, LICENSEE shall clean or have cleaned, such shelter, bench and/or area within twenty-four (24) hours after written notification from the CITY.

LICENSEE shall repair, remove or replace damage, vandalism, or graffiti, including etching and other forms of graffiti and/or vandalism damage, within twenty-four (24) hours after having been found or the time of a routine maintenance call or upon written notification from the CITY.

8. UTILITIES Consistent with Chapter 11.36, LICENSEE shall pay all sums that may become due for electrical energy supplied to the benches or shelters and shall keep CITY indemnified against any and all such costs. Electrical service and facilities shall comply with the Electrical Services Scope of Work as shown on Attachment “D” attached hereto and incorporated herein by reference.

9. LOCATIONS

Bus Shelter/Bench License RFP No. S-1301
1783849.1

9.1 LICENSEE shall, in accordance with Attachment “C”, refurbish, maintain, and operate 88 bus shelters in the City of Garden Grove. For the avoidance of doubt, LICENSEE owns the 88 bus shelters covered under this contract. Bus shelters shall be located only at the locations as shown on Attachments B and E, attached hereto and incorporated herein by this reference. There shall not be more than one (1) bus shelter per location.

10. REGULATION / REMEDIES / LIQUIDATED DAMAGES / TERMINATION FOR NON- PERFORMANCE LICENSEE shall be subject to all of the requirements of this License and Chapter 11.36 of the Garden Grove Municipal Code which are incorporated by this reference as if fully set forth.

10.1 Failure of LICENSEE to maintain, cl ean, repair, or remove graffiti to conform to this License shall subject LICENSEE to following liquidated damages:

Matter Liquidated
Damages Notice
Graffiti $50
$50/day starting 24 hours after written
notice, except weekends and holidays to
completely address/remove graffiti.

Trash $100
$100/day starting 24 hours after written
notice, except weekends and holidays to
remove/empty trash (with exceptions
where special events are taking place).

Repairs $50
$50/day starting 24 hours after written
notice, except weekends and holidays, if
repair work is not initiated. In event of
damage caused by auto accident, the bus
shelter shall be entirely secured and/or
removed to ensure public safety within 24
hours written notice, weekends & holidays
included. The CITY may secure and/or to
remove the damaged bus shelter if it
deems to be an urgent situation to protect
public safety.

Performance
Schedule $100
$100/day starting 24 hours after written
notice that LICENSEE is in violation of the
Performance Schedule, except weekends
and holidays

10.2 In all above cases for liquidated da mages, the running of the time period for LICENSEE to address a particular matter for maintenance or repair

Bus Shelter/Bench License RFP No. S-1301
1783849.1
will begin upon receipt by the LICENSEE’s specified contact of written notice via e-mail, personal service, or US Mail. If LICENSEE fails to fully address the requested maintenance or repair within the time periods prescribed above after receipt of the first notice, the CITY shall provide a second written notice to LICENSEE indicating that the City shall assess liquidated damages as set forth above. LICENSEE shall not be required to pay any liquidated damages amounts unless and until the CITY provides this written notice confir ming that liquidated damages will be assessed for a particular alleged failure to comply. The Parties agree that the amounts set forth above as liquidated damages constitutes a reasonable approximation of the actual damages that CITY would suffer for each failure to meet the requirements herein, considering all of the circumstances existing on the effective date of this License, including the relationship of the liquidated damages amount to the range of harm to the CITY and accomplishment of the CITY’s purpose in entering into this License, the difficulty and impr acticability of determining actual damages involving such issues as the dollar damages per bus shelter per day of delay and the CITY’s goals in installing bus shelters and that the proof of actual damages would be costly or inconvenient.

10.3 Notwithstanding the foregoing, alte rnatively to the remedy of liquidated damages, in the event LICENSEE fails to begin and complete maintenance, repairs or removal and replacement of a bus shelter as required by this License within the prescribed time in the written notice, the CITY may, at its sole discretion, cause the correction, repair, replace, or removal of the bus shelter. LICENSEE shall pay the City its costs incurred by CITY to correct the bus shelter within thirty (30) days following receipt by LICENSEE of the CITY's invoice. If payment is not received by the due date, a late charge of five percent (5%) per month, compounded monthly, will be added.

10.4 In addition to the remedy of liquidated damages, CITY may terminate this License based on any of the grounds, and according to the procedure, set forth in Garden Grove Municipal Code Section 11.36.100.

11. SURRENDER / TRANSFER UPON EXPIRATION

11.1 Surrender. Upon expiration or termination of the term hereof, all bus shelters shall expressly remain the property of LICENSEE, subject to the City of Garden Grove’s right to demand removal of the shelters and restoration of the respective public improvements to their proper and original condition at LICENSEE’S sole cost and expense.

11.2 Transfer. The Parties hereby agree that, in the event CITY desires to acquire the bus shelters from LICENSEE upon expiration of termination of this License, they shall negotiate the sale by LICENSEE to the CITY of all bus shelters covered by this License (the “Inventory”) in their “as-is where-is” condition with all faul ts. Such transaction shall be

Bus Shelter/Bench License RFP No. S-1301
1783849.1
memorialized by a bill of sale (or similar instrument) that shall reflect the mutually agreed fair market value of the Inventory at the time of sale.

12. INSURANCE REQUIREMENTS

12.1 COMMENCEMENT OF WORK LICENSEE shall not commence work under this License until it has obtained all insurance required and CITY has approved the insurance. All insurance required by this License shall contain a Statement of Obligation on the part of the carrier to notify the CITY of any material change, cancellation, or termination at least thirty (30) days in advance. All LICENSEE’s contractors and subcontractors shall carry the same insurance as that required of LICENSEE herein.

LICENSEE shall collect and maintain all insurance from all of its contractors and subcontractors and ensure that all insurance complies with CITY’s requirements. All insurance and copies of each policy shall be provided to CITY upon CITY’s request.

12.2 WORKERS’ COMPENSATION INSURANCE During the duration of this License, LICENSEE shall maintain and require each of its subcontractors to maintain Worker’s Compensation Insurance, in at least the minimum amounts required by State law and with an insurance carrier acceptable to CITY.

12.3 INSURANCE AMOUNTS LICENSEE shall maintain the following insurance covering LICENSEE’s obligat ions and activities pursuant to this License for the duration of this License:

(a) Commercial general liability in an amount not less than $1,000,000.00 per occurrence (claims made and modified
occurrence policies are not acceptable); Insurance companies must be acceptable to CITY and have a Best’s Guide Rating of A- Class VII or better, as approved by the CITY.

(b) Automobile liability for all autos in an amount of $1,000,000.00 combined single limit (claims made and modified occurrence policies are not acceptable); Insurance companies must be acceptable to CITY and have a Best’s Guide Rating of A-, Class VII or better, as approved by the CITY.

(c) Other insurance, in a form approved by the CITY, as set forth in Municipal Code Section 11.36.230 with a minimum combined single limit of $1,000,000 per occurrence. Insurance companies must be reasonably acceptable to CITY, be admitted and licensed in California, and have a Best’s Rating of A-, Class VII or better.

(d) Endorsements and other Requirements.

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(1) An On-Going and Completed Operations Additional Insured Endorsement for the policy under section 12.3(a) shall
designate CITY, its officers, o fficials, employees, agents, and volunteers as additional insureds for liability arising out of work or operations performed by or on behalf of the
LICENSEE. LICENSEE shall provide to CITY proof of
insurance and endorsement forms that conform to CITY’s
requirements, as approved by the CITY.

(2) An Additional Insured Endorsement for the policy under section 12.3(b) shall designate CITY, its officers, officials, employees, agents, and voluntee rs as additional insureds for automobiles, owned, leased, hired, or borrowed by the CONTRACTOR. CONTRACTOR shall provide to CITY proof
of insurance and endorsement forms that conform to
CITY’s requirements, as approved by the CITY.

(3) For any claims related to this License, LICENSEE’s
insurance coverage shall be primary insurance as respects CITY, its officers, officials, employees, agents, and
volunteers. Any insurance or self-insurance maintained by the CITY, its officers, offici als, employees, agents, and volunteers shall be excess of the LICENSEE’s insurance and shall not contribute with it.

(4) If LICENSEE maintains high er insurance limits than the minimums shown above, LICENSEE shall provide coverage
for the higher insurance limits otherwise maintained by the LICENSEE.

12.4 CITY may, in the exercise of its sole discretion, require the minimum insurance coverages set forth in Section 12.3 to be raised up to $2,000,000.00 by providing sixty (60) days written notice to LICENSEE pursuant to Section 18 herein.

13. PERFORMANCE BOND LICENSEE shall establish a bond in the sum of $1,000,000.00 within forty-five (45) days after the effective date of this License to insure faithful performance of LICENSEE's covenants for construction, maintenance, repair or replacement of the shelters, timely payment of all revenues due the CITY under this Licens e, and restoration of shelter and/or bench bus sites to the condition existing prior to installation of the shelters and/or benches, whenever a shelter and/or bench is removed or relocated. The bond shall be in a form acceptable to the City Attorney, and issued by a company licensed to do business in the State of California.

The bond shall be maintained throughout the term of this License. LICENSEE shall restore to the bond any amount th e CITY withdraws as damages, within thirty (30) days after the CITY withdraws the money. Failure by LICENSEE to

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1783849.1
maintain and/or timely restore the bond shall be deemed to be a material default and grounds for termination by the CITY. The bond shall be released by the CITY at the end of the term of this License provided LICENSEE has fully and faithfully performed each and every te rm, covenant, and condition of this License.

14. NON-LIABILITY OF OFFICIALS AND EMPLOY EES OF THE CITY No official or employee of CITY shall be personally lia ble to LICENSEE in the event of any default or breach by CITY, or for any amount which may become due to LICENSEE.

15. NON-DISCRIMINATION. LICENSEE covenants there shall be no discrimination against any person or group due to race, color, creed, religion, sex, marital status, age, handicap, national origin, or ancestry, in any activity pursuant to this License.

16. INDEPENDENT CONTRACTOR It is agreed that in the performance of the obligations to be performed by LICENS EE, LICENSEE shall act and be an independent contractor and not an agent or employee of CITY, and shall obtain no rights to any benefits which accrue to CITY’S employees.

17. COMPLIANCE WITH LAW LICENSEE shall comply with a ll applicable laws, ordinances, codes, and regulations of the federal, state, and local government in the performance of activities pursuant to this License.

18. NOTICES All notices shall be personally delivered or mailed to the below listed address, or to such other addresses as may be designated by written notice.

These addresses shall be used for delivery of service of process.

Address of LICENSEE is as follows:

Clear Channel Outdoor, LLC
Attn.: Layne Lawson, VP of Pub. Affairs
19320 Harborgate Way,
Torrance, CA 90501
E-mail: [email protected]

(with a copy to):

CCO Legal Department
Attn: Real Estate Operations Counsel
2325 East Camelback Road, Suite 250
Phoenix, AZ 85016

Address of City is as follows:

Public Works Director (with a copy to):

City of Garden Grove Garden Grove City Attorney
11222 Newhope Street 11222 Acacia Parkway

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1783849.1
Garden Grove, CA 92843 Garden Grove, CA 92840
E-mail: [email protected] E-mail: [email protected]

19. LICENSES, PERMITS, AND FEES At its sole expense, LICENSEE shall obtain a Garden Grove Business License and all ot her permits and licenses as may be necessary to perform the activities required by this License or as otherwise required by Chapter 11.36.

20. FAMILIARITY WITH WORK By executing this License, LICENSEE warrants that:
(1) it has investigated the work to be performed; (2) it has investigated the locations of the proposed bus shelters and is aware of all conditions there; and (3) it understands the facilities, difficulties, and restrictions of the work under this License.

21. TIME OF ESSENCE Time is of the essence in the performance of Licensee’s obligations under this License.

22. LIMITATIONS UPON SUBCONTRACTING AND ASSIGNMENT The experience, knowledge, capability, and reputation of LICENSEE, its principals and employees were a substantial inducement for CITY to make this License. LICENSEE shall not contract with any other entity to perform the obligations required without written approval of the CITY. This License may not be assigned voluntarily or by operation of law, without the prior written approval of CITY. If LICENSEE is permitted to subcontract of its obligations under this License, LICENSEE shall be responsible to CITY for the acts and omi ssions of its subcontractor as it is for persons directly employed. Nothing contained in the License shall create any contractual relationship between any subcontractor and CITY. All persons engaged in the work will be considered employees of LICENSEE. CITY will deal directly with LICENSEE.

23. INDEMNIFICATION LICENSEE shall comply with the provisions of Section

11.36.230 of Chapter 11.36. LICENSEE shall protect, defend, and hold harmless CITY and its elective or appointive boards, members, officers, agents, employees and volunteers from any and all claims, liabilities, expenses, or damages of any nature, including attorneys' fees, for injury or death of any person, or damage to property, or interference with use of property, and for any other damage claim arising out of, or in any way connected with performance of the License by LICENSEE and LICENSEE’S agents, officers, employees, subcontractors, and independent contractors. The only exception to LICENSEE’S responsibility to protect, defend, and hold harmless CITY shall be due to the sole negligence of CITY, or any of its elective or appointive boards, officers, agents, contractors, employees or volunteers.

This hold harmless provision shall apply to all liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by LICENSEE. This indemnification provision shall survive the termination of this License and

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remain in effect until all claims and liability matters pursuant to this provision are fully and finally resolved.

24. LIENS AND CHARGES LICENSEE shall promptly pay and discharge any and all liens arising out of any co nstruction, alterations or repairs done, suffered or permitted to be done by LICENSEE with respect to the bus shelters. LICENSEE shall pay when due any taxes, assessments or other charges (collectively, "Taxes") levied or assessed upon the bus shelters by any governmental or quasi- governmental body or any Taxes levied or assessed against CITY or CITY property that are attributable to the bus shelters.

25. INTEGRATION This License constitutes the entire agreement between CITY and LICENSEE relating to this License. Any prior agreements, promises, negotiations, or representations related to this License not expressly set forth in this License are of no force and effect. Any amendment to this License shall be of no force and effect unless it is in writing and signed by CITY and LICENSEE.

26. NON-WAIVER A waiver by either party of any breach of any term covenant, or condition contained in this License shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained in this License whether of the same or different character.

27. AUTHORITY TO EXECUTE The persons ex ecuting this License on behalf of the parties warrant that they are duly authorized to execute this License and that by executing this License, the parties are formally bound.

28. JURISDICTION AND VENUE The parties hereto agree that the State of California is the proper jurisdiction for litigation of any matters relating to this License, and service mailed to the address of LICENSEE set forth herein shall be adequate service for such litigation. The part ies further agree that Orange County, California is the proper place for venue as to any such litigation and LICENSEE agrees to submit to the personal jurisdiction of such court in the event of such litigation.

29. SEVERABILITY If any term, covenant, condition, provision or word of this License is held by a court of competen t jurisdiction to be invalid, void, or unenforceable, the remainder of the provisions hereof shall remain in full force and effect and shall in no way be affected, impaired or invalidated thereof.

[SIGNATURE PAGE FOLLOWS]

Bus Shelter/Bench License RFP No. S-1301
1783849.1

IN WITNESS THEREOF, these parties have executed this License, to be effective, on the day and year first shown above.

“CITY”

CITY OF GARDEN GROVE

“LICENSEE”

CLEAR CHANNEL OUTDOOR, LLC
By: ___________________________
City Manager

By: ____________________________
Name: __________________________
Title: ___________________________

ATTESTED:

By: _____________________________
City Clerk
Taxpayer ID No. __________________

APPROVED AS TO FORM:

By:____________________________
City Attorney
If LICENSEE is a corporation, a Corporate
Resolution and/or Corporate Seal is
required. If a partnership, Statement of
Partnership must be submitted to CITY.

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1783849.1

ATTACHMENT “A”

GARDEN GROVE MUNICIPAL CODE CHAPTER 11.36

8/29/23, 12:15 PM Chapter 11.36 BENCHES AND SHELTERS
https://library.qcode.us/lib/garden_grove_ca/pub/municipal_code/item/title_11-chapter_11_36?view=all 1/14 Garden Grove, California Municipal Code
Title 11 PUBLIC PROPERTY
Chapter 11.36 BENCHES AND SHELTERS

11.36.010 Short Title and Definitions

11.36.020 License Required

11.36.030 License

11.36.040 Territory

11.36.050 Not Exclusive License

11.36.060 Permits Required

11.36.070 Term of License Permit

11.36.080 Renewal

11.36.090 Transfer of Ownership or Control

11.36.100 Termination

11.36.110 Location

11.36.120 Time of Installation

11.36.130 Installation

11.36.140 Security Deposits

11.36.150 Compensation

11.36.160 Maintenance

11.36.170 Costs of Improvement

11.36.180 Removal for Public Improvements

11.36.190 Limitations on Advertising Display

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11.36.200 Removal of Shelter

11.36.210 Utilities

11.36.220 Taxes

11.36.230 Insurance

11.36.240 Transfer of Ownership

11.36.250 Permit Index File

11.36.260 Enforcement

11.36.010 Short Title and Definitions
This chapter shall be known and may be cited as the “City of Garden Grove Bus Shelter Ordinance.” In this chapter, unless from the context a different meaning is intended, or unless a different meaning is specifically defined:
“Bench” means a seat located upon public property or right-of-way, along any public way, designed or used for the accommodation of passersby or persons awaiting transportation. “Shelter” means an enclosure, whole or partial, located upon public property or rights-of-way, along any public way, designed or used for the accommodation of passersby or persons awaiting transportation. A shelter may enclose or cover a bench. When a shelter so encloses or covers a bench, the combination shall be included in the term “shelter.” “Street” means any public thoroughfare or way including the sidewalk, the parkway, and any other public property bordering upon a public way. (2804 § 2, 2011; 2060 § 3, 1988)

11.36.020 License Required
A. No person shall install or maintain any bench or shelter or combination thereof that incorporates advertising panels on any street unless such benches or transit shelters are installed in accordance with a license granted by the City. Installation and maintenance of benches, and shelters with or without benches, are subject to the provisions of this chapter.

B. Any bench or shelter that is in violation of the provisions of this section at the time of adoption of the ordinance codified in this chapter shall be removed within 30 days of the effective date of the ordinance codified in this chapter.

C. Any shelter or bench installed without a permit may be removed by the City without notice and at owner’s expense.

8/29/23, 12:15 PM Chapter 11.36 BENCHES AND SHELTERS
https://library.qcode.us/lib/garden_grove_ca/pub/municipal_code/item/title_11-chapter_11_36?view=all 3/14 D. The grant of this license by the City is subject to whatever right, interest, or privilege others may have in the use and occupation of the sidewalks, curbs, or streets where the shelters are located. (2804 § 2, 2011; 2060 § 3, 1988)

11.36.030 License
A. In the event that City shall issue to the applicant a nonexclusive, revocable license to construct, operate, and maintain one or more bus shelters within the City, such license shall constitute both a right and an obligation to provide such pursuant to the provisions of this chapter and the license agreement. The agreement shall include those provisions of the grantee’s application that are finally accepted by the City.

B. This license is granted under the terms and conditions contained in this chapter and consistent with laws of the City, county, state and federal governments. In the terms and conditions on which the City can grant a license, the requirements of such laws shall, without exception, control.

C. This license is made subject to the general ordinance provisions of the City now in effect or hereafter made effective. Nothing in this license shall be deemed to waive the requirements of the various Codes and ordinances of the City regarding permits, fees to be paid, or manner of construction. (2804 § 2, 2011; 2060 § 3, 1988)

11.36.040 Territory
The City may grant a license for all or any defined bus stop locations in the City. The service area shall include all bus stops defined in the license agreement. (2804 § 2, 2011; 2060 § 3, 1988)

11.36.050 Not Exclusive License
The rights granted in this chapter are not exclusive, and during the term of a license, the City may grant to any other company or individual the right to install benches or shelters on public streets and sidewalks within its corporate limits. (2804 § 2, 2011; 2060 § 3, 1988)

11.36.060 Permits Required
A separate permit from the City is required for each bench or shelter location, and each such permit shall be valid only for the particular location specified therein. Each permit to install a bench or shelter must state the name and address of the licensee, and be accompanied by the following:

A. A plan showing the proposed location of each bench or shelter and such other information as the City Manager or his or her designee may require;
B. Detailed plans and specifications of the bench or shelter showing materials of construction;

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https://library.qcode.us/lib/garden_grove_ca/pub/municipal_code/item/title_11-chapter_11_36?view=all 4/14 C. Affidavit or declaration of licensee reciting that licensee has caused the owner or person in lawful possession or control of the real property abutting on the public street at the place where the bench or shelter is proposed to be located to be served with a notice. Such notice shall state that licensee will file an application for a permit to erect the bench or shelter and that the person receiving such notice may object to the location of the bench or shelter and that such objection shall be filed with the City Manager or his or her designee; and
D. Performance bond as required hereafter in Section 11.36.140. Licensee shall pay all fees, costs, and permit charges regularly assessed by the City, and further agrees that the shelters shall be constructed in conformity with the Uniform Building Code, as adopted by the City Council. (2804 § 2, 2011; 2060 § 3, 1988)

11.36.070 Term of License Permit
The term of a license shall commence at 12:01 a.m. on the day following execution of the license therefor by City, and shall continue for a term of up to a maximum of 15 years unless previously terminated as hereafter provided, or a transfer of title or control of the shelter has occurred. It is the responsibility of the transferee to apply for and obtain an original license hereunder. Such application shall be made not less than 30 days prior to such transfer. (2804 § 2, 2011; 2704 § 1, 2007; 2060 § 3, 1988)

11.36.080 Renewal
The licensee may apply for renewal of a license in the same manner as an original application.

Renewal applications shall be filed not less than 90, nor more than 180 days prior to expiration of the existing license. (2804 § 2, 2011; 2704 § 2, 2007; 2060 § 3, 1988)

11.36.090 Transfer of Ownership or Control
A. Any license granted under this chapter shall be a privilege to be held for the benefit of the public. Such license cannot in any event be sold, transferred, leased, assigned, or disposed of including but not limited to, by forced or voluntary sale, merger, consolidation, receivership, or other means without the prior consent of the City, and then only under such conditions as the City may establish. Such consent as required by the City shall, however, not be unreasonably withheld.

B. The licensee shall promptly notify the City of any actual or proposed change in, or transfer of, or acquisition by any other party of control of the licensee. The word “control” as used in this section is not limited to major stockholders but includes actual working control in whatever manner exercised. A rebuttable presumption that a transfer of control has occurred shall arise upon the acquisition or accumulation by any person or group of persons of 10% of the voting shares of the licensee. Every change, transfer, or acquisition of control of the licensee shall make the license subject to cancellation unless and until the City shall have consented thereto, which consent will not be unreasonably withheld.

For the purpose of determining whether it shall consent to such change, transfer, or acquisition of control, the City may inquire into the qualification of the prospective controlling party, and the licensee shall assist the City in any such inquiry.

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https://library.qcode.us/lib/garden_grove_ca/pub/municipal_code/item/title_11-chapter_11_36?view=all 5/14 C. The City agrees that any financial institution having a pledge of the license or its assets for the advancement of money for the construction and/or operation under the license shall have the right to notify the City that it or its designee satisfactory to the City will take control, operate, and maintain the bus shelters and benches under such license, and subject to the terms of this chapter. (2804 § 2, 2011; 2060 § 3, 1988)

11.36.100 Termination
A. GROUNDS FOR REVOCATION. The City reserves the right to revoke any license granted hereunder and rescind all rights and privileges associated with the license in the following circumstances, each of which shall represent a default and breach under this chapter and the license:

1. If the licensee shall default in the performance of any of its material obligations under this chapter or under such documents, contracts and other terms and provisions entered into by and between the City and the licensee;

2. If the licensee should fail to provide or maintain in full force and effect the liability and indemnification coverages or the performance bonds as required in this chapter;

3. If any court of competent jurisdiction determines that any material provision of the license documents, including this chapter, is invalid or unenforceable;

4. If the licensee ceases to provide services for any reason within the control of the licensee. The licensee shall not be declared at fault or be subject to any sanction under any provision of this chapter in any case in which performance of any such provision is prevented for reasons beyond the licensee’s control. A fault shall not be deemed to be beyond the licensee’s control if committed by a corporation or other business entity in which the licensee holds a controlling interest, whether held directly or indirectly;

5. If the licensee attempts to evade any of the provisions of this chapter or the license agreement or practices any fraud or deceit upon the City; or

6. The licensee becomes insolvent, unable, or unwilling to pay its debts, or is adjudged bankrupt.

B. PROCEDURE PRIOR TO REVOCATION.

1. The City may make written demand that the licensee comply with any such requirement, limitation, term, condition, rule, or regulation or correct any action deemed cause for revocation. If the failure, refusal, or neglect of the licensee continues for a period of 30 days following such written demand, the City may place its request for termination of the license upon a regular City Council meeting agenda. The City shall cause to be served upon such licensee, at least 10 days prior to the date of such City Council meeting, a written notice of this intent to request such termination, and the time and place of the meeting.

2. The City Council shall hear any persons interested therein, and shall determine, in its discretion, whether or not any failure, refusal, or neglect by the licensee was with just cause.

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3. If such failure, refusal, or neglect by the licensee was with just cause, the City Council shall direct the licensee to comply within such time and manner and upon such terms and conditions as the City Council determines.

4. If the City Council shall determine such failure, refusal, or neglect by the licensee was without just cause, then the City Council may, by resolution, declare that the license of such licensee shall be terminated and bond forfeited.

C. DISPOSITION OF FACILITIES. In the extent a license expires, is revoked, or otherwise terminated, the City may order the removal of the shelters and benches or require the original licensee to maintain and operate the shelters and benches until a subsequent licensee is selected.

D. CITY’S RIGHT NOT AFFECTED. The termination and forfeiture of any license shall in no way affect any of the rights of the City under the license or any provision of law. (2804 § 2, 2011; 2060 § 3, 1988)

11.36.110 Location
A. Benches or shelters shall be installed only at those certain site locations as expressly approved by the Director of Public Works. Benches or shelters shall be located only at active bus stops.

If a bus stop is discontinued, the bench or shelter shall be removed and the site restored to its original condition by licensee at its sole expense within 14 days following written notification by the Director of Public Works. The precise location of the benches or shelters at each such site shall be approved by the Director of Public Works and the Transit Agency serving such bus stop prior to the issuance of a building permit therefor. The precise location of the benches or shelters shall generally, in addition to any other applicable provisions hereof, comply with each of the following requirements:

1. A location shall be selected generally in accordance with the needs and priorities of the City;

2. If the property owner, tenant, or person in lawful possession or control of the property abutting the street at proposed shelter location objects to such proposal, the shelter shall not be permitted at that location;

3. No bench or shelter shall be permitted to block existing business signs on neighboring property;

4. No bench or shelter shall be located over storm drain openings or similar structures;

5. No bench or shelter shall be located so as to interfere with the growth of parkway trees;

6. The bench or shelter shall be located no less than 15 feet from any driveway, driveway apron or curb cut;

7. The bench or shelter structure including the roof shall be set back a minimum of 24 inches from the face of the curb;

8. The bench or shelter shall be placed to allow on the sidewalk an unobstructed pedestrian travel-way of 36 inches minimum, four feet preferred;

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9. Benches or shelters, in relationship to oncoming buses, may be placed either on the near or far side of the intersection; however, if the curb lane on the near side of the intersection is a right-turn- only lane, the bench or shelter shall be placed only on the far side of such intersection. Any bench or shelter rendered nonconforming by subsequent installation of a right-turn-only lane, licensee shall move the bench or shelter to conform or remove such bench or shelter at expense of licensee. The placement must be approved by the Director of Public Works for satisfactory visibility based on design speed of adjacent highway;

10. As each site is different, no set of location/placement specifications can be entirely satisfactory. Thus, additional consideration shall be given to the unique characteristics of each location, such as street function or appurtenances, features of adjacent properties, and vehicular/pedestrian movements;

11. Any of the above requirements in this section may be waived by City at its sole discretion, if in the interest of public convenience or necessity; and

12. The bench or shelter’s material shall reflect a responsible and compatible design with the surrounding area.

B. This section shall not be construed to prohibit installation of benches or shelters by the City for public convenience in any public place, provided the benches or shelters do not display advertising. (2804 § 2, 2011; 2060 § 3, 1988)

11.36.120 Time of Installation
Licensee shall install the first bench or shelter within 60 days from and after the date of issuance of the license, and shall install each remaining authorized bench or shelter within successive 15-day periods from each preceding date for installation. In the exercise of his or her discretion, the Director of Public Works may extend the time limits set forth herein. Time is of the essence in installation of benches or shelters. (2804 § 2, 2011; 2704 § 3, 2007; 2060 § 3, 1988)

11.36.130 Installation
A. Licensee shall obtain all requisite permits and licenses, including building and electrical permits, from the City prior to the construction of any shelter. (Reference Chapter 11.12, Structures in Streets.)
B. The installation shall be plumb, level, true, neat, and rigid in every respect, and in accordance with engineering drawings and the specifications.

C. All benches or shelters shall be on concrete pads with the concrete extending from the shelter to the back of curb. Installation of sidewalk approach and ramps to such bench or shelter may be necessary as determined by the Director of Public Works.

D. The installation base shall be a relatively smooth and level concrete floor with no more than about one and one-half to two percent cross slope and no (or slight) longitudinal slope. Other slope specifications may be approved for reasons of drainage or structural integrity.

8/29/23, 12:15 PM Chapter 11.36 BENCHES AND SHELTERS
https://library.qcode.us/lib/garden_grove_ca/pub/municipal_code/item/title_11-chapter_11_36?view=all 8/14 E. Where installation of benches or shelters requires the disturbing of existing pavement, excavation and restoration of pavement shall be performed in a manner satisfactory to the Director of Public Works. Any necessary removal of existing sidewalk shall be taken to the nearest scoreline unless otherwise approved by the Director of Public Works.

F. Before any excavation for trench work or for foundation work is to begin, the existing sidewalk shall be sawcut in order to provide a neat excavation and restoration.

G. Where existing curbing is found to be in good condition and presents no hazard to bus stop users, such curbing shall not be disturbed during the installation of the bench or shelter. Conduit shall be passed under the curb in a manner that does not affect the curbing.

H. Where existing curbing is found to be in a condition that presents a potential hazard to bus stop users, such curbing shall be repaired or replaced by the licensee concurrently with construction of the bench or shelter. All aspects of this work shall comply with City standard specifications and all details of the work shall be shown on the site plan.

I. Electrical and telephone service lines shall be underground, except as waived by the City Engineer.

J. Immediately prior to acceptance, the licensee shall clean the entire shelter in strict accordance with the various materials manufacturer’s directions.

K. The licensee shall remove all excess materials and restore the work area to its original condition.

L. If the licensee’s work results in any damage to utilities, street furniture, vegetation or private property, it will be his or her responsibility to restore or repair the damaged items or properties so that they will be in the original, or better, condition. Any costs involved will be borne solely by the licensee.

M. Any of the above provisions of this section may be waived by the City at its sole discretion.

N. Licensees shall install and maintain trash receptacles next to the benches. (2804 § 2, 2011; 2060 § 3, 1988)

11.36.140 Security Deposits
Before the issuance of any permits for the installation of any bus shelter, the licensee shall, as directed by the City, make a cash deposit or provide a performance bond in a form acceptable to the City Attorney, in the amount approved by the City Council resolution. (2804 § 2, 2011; 2704 § 4, 2007; 2290 § 1 (15), 1994; 2151 § 1, 1990; 2060 § 3, 1988)

11.36.150 Compensation

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https://library.qcode.us/lib/garden_grove_ca/pub/municipal_code/item/title_11-chapter_11_36?view=all 9/14 A. In consideration of the authorization granted, licensee shall pay to the City a fee in the amount as designated in the license. In the City’s discretion, the fee may be a specified percentage of the gross advertising revenues received by licensee for the rental of advertising space in and on each bench or shelter, a minimum basic fee per month per bus shelter or bench, a flat fee per month for all bus shelters or benches to be installed and maintained pursuant to the license, or such other fee as the City determines is appropriate.

B. Licensee shall make payment to the City on a monthly basis, such payment to commence upon the date of commencement of installation of the respective bench or shelter, or as otherwise provided in the license. Such monthly payment shall be made to the City in advance on or before the 1st day of each month for the next following monthly period.

C. All payments from licensee to the City based in whole or in part on a percentage of gross advertising revenues shall be supported by a statement of account showing all bench or shelter locations and revenues received.

D. Licensee shall allow inspection of its books and records by City officials as authorized by the City Manager or Finance Director at licensee’s office during reasonable business hours to determine revenues due to the City.

E. If the fee paid by the licensee to the City is based in whole or in part on a percentage of gross advertising revenues, licensee shall provide quarterly reports (unaudited) concerning gross advertising receipts derived from benches or shelters within the City to the Finance Director within 30 days after the conclusion of each calendar quarter.

F. No acceptance of any payment by the City shall be construed as a release or as an accord and satisfaction of any claim the City may have for further or additional sums payable under this chapter or for the performance of any other obligation of the licensee. In the event that any payment or recomputed amount is not made on or before the dates specified in this section, licensee shall pay as additional compensation:

1. An interest charge, computed from such due date, at the annual rate equal to the commercial prime interest rate in effect upon the due date.

2. A sum of money equal to five percent of the amount due in order to defray those additional expenses and costs incurred by the City by reason of delinquent payment.

G. As part of the consideration to be paid to the City by licensee for granting of the license, the City may require licensee to provide the City with up to 20% of the total advertising space on each bench or shelter for the City’s use for public service advertisements, as requested by the City. (2804 § 2, 2011; 2704 § 5, 2007; 2060 § 3, 1988)

11.36.160 Maintenance

8/29/23, 12:15 PM Chapter 11.36 BENCHES AND SHELTERS
https://library.qcode.us/lib/garden_grove_ca/pub/municipal_code/item/title_11-chapter_11_36?view=all 10/14 A. Licensee shall maintain, repair, clean, and service the shelters. Licensee shall be at liberty to enter upon and into shelters at any reasonable time with personnel and all necessary materials, including but not limited to electric wires, meters, clock work machinery, and other items reasonably necessary for making such shelter effective. All such work shall be performed at the sole expense of licensee. Each bench or shelter shall be cleaned not less than two times per week.

B. Licensee shall comply with each of the following requirements:

1. Such bench or shelter shall display, in a conspicuous place thereon, the name, address, and telephone number of licensee; and

2. Licensee shall, at its sole expense, maintain such bench or shelter in a neat, attractive, safe, and sanitary manner at all times during the term of this license or any extension thereof. Routine maintenance and cleaning, including emptying of trash receptacles and related services, shall be provided the bench or shelter by licensee at least once per week. Any damaged, defective, defaced, or worn out part of the bench or shelter shall be repaired or replaced by licensee within 48 hours following discovery thereof by licensee or receipt of notice thereof by licensee from the City, whichever is earlier; provided, however, that any condition that, in the opinion of the Director of Public Works, constitutes a safety hazard shall be corrected, repaired, replaced or removed by licensee immediately upon notification thereof by the City. In the event licensee fails to repair or replace such bench or shelter within the time herein specified, the City may at its sole discretion, cause the repair or removal of the bench or shelter and apply licensee’s cash deposit toward the cost thereof, in whole or part. Any costs not so applied shall be paid directly to the City by licensee within 10 days following receipt by licensee of an invoice therefor. Licensee shall, at its sole expense, be responsible for the restoration of all sidewalks, curbs, streets, or other public improvements that are disturbed during, or as the result of the construction, maintenance, or removal of the bench or shelter. Such improvements shall be restored to a condition at least comparable to that which existed immediately prior to licensee’s activities. (2804 § 2, 2011; 2060 § 3, 1988)

11.36.170 Costs of Improvement
Licensee shall pay all costs and expenses for:

A. The design, construction, maintenance, and removal of the benches and shelters; and B. The restoring to proper condition of the sidewalks, curbs, or streets that may be disturbed during the construction or removal of any bench or shelter. (2804 § 2, 2011; 2060 § 3, 1988)

11.36.180 Removal for Public Improvements
Licensee shall remove any bench or shelter that will interfere in any way with the construction, maintenance, or repairs of any public utilities, public works, or public improvements of any description, and restore the respective sidewalks and curbs to their proper and original condition if so required by the City; the cost and expense of such removal and restoration shall be borne by licensee. (2804 § 2, 2011; 2060 § 3, 1988)

8/29/23, 12:15 PM Chapter 11.36 BENCHES AND SHELTERS
https://library.qcode.us/lib/garden_grove_ca/pub/municipal_code/item/title_11-chapter_11_36?view=all 11/14

11.36.190 Limitations on Advertising Display
Licensee agrees that it shall utilize any authorized bench or shelter for advertising material only in accordance with the following:

A. No advertising shall be permitted on any bench located within a shelter that displays advertising;
B. Advertising display area shall not exceed maximum dimensions of four feet by six feet; C. No advertisement or sign on any shelter shall be displayed except in the area designated for advertising;
D. No advertising or sign on any shelter shall display or depict any specified sexual activity or specified anatomical area as described in Section 9.16.020.070.B.1; E. No advertisement or sign on any shelter shall display any word, phrase, symbol, or character likely to interfere with, mislead, or distract traffic or conflict with any traffic-control device; F. Licensee shall remove all such advertising within 24 hours after the City serves notice upon licensee requiring the removal of such advertising pursuant to this section; G. No advertising for tobacco products or alcoholic beverages shall be displayed. Any advertising in violation of this section may be summarily removed by the City at expense of licensee; and H. No advertising shall be permitted on those shelters provided by the licensee as nonadvertising benches or shelters under the provisions of the program. (2804 § 2, 2011; 2060 § 3, 1988)

11.36.200 Removal of Shelter
A. Licensee shall retain the right to remove any bench or shelter upon 30 days notice to the City in the event the federal, state, municipal, or other proper authorities should, after the effective date of the ordinance codified in this chapter, establish any rules, regulations, or taxations that shall so restrict location, construction, maintenance, or operation of the benches or shelters as to substantially diminish the value of the benches or shelters for advertising purposes, or in the event of “chronic vandalism,” as hereinafter defined.

8/29/23, 12:15 PM Chapter 11.36 BENCHES AND SHELTERS
https://library.qcode.us/lib/garden_grove_ca/pub/municipal_code/item/title_11-chapter_11_36?view=all 12/14 B. In the event the City fails to receive notice of renewal of the permit not less than 90 days before the expiration date thereof, or fails to receive renewal of the performance guarantee bond, the comprehensive general liability insurance, or any of them, not less than 30 days before the expiration date thereof, or in the event either or both the performance bond or comprehensive general liability insurance are cancelled and no evidence of equal coverage is filed with the City not less than 30 days prior to the expiration date of either coverage, or upon termination of the license for any reason, licensee agrees to immediately remove all of its benches or shelters and if it fails to do so within 30 days after notice to do so is mailed by the City, the City shall have the right to remove the benches or shelters and licensee agrees to pay to the City, City’s costs for such removal and site restoration.

C. “Chronic vandalism” shall be defined as damages inflicted to an individual bench or shelter during any six-month period that require cumulative expenditures for replacement and repair that exceed the original cost of construction and installation of the bench or shelter.

D. Upon removal of any or all benches or shelters erected by licensee hereunder, all material shall be removed from the site, including, but not by way of limitation, all wires. The site shall be restored to the condition as it existed prior to installation of the bench or shelter, including complete restoration of any sidewalk upon which the bench or shelter was located. (2804 § 2, 2011; 2060 § 3, 1988)

11.36.210 Utilities
Licensee shall pay all sums that may become due for electrical energy supplied to the benches or shelters and shall keep the City indemnified against any and all such costs. (2804 § 2, 2011; 2060 § 3, 1988)

11.36.220 Taxes
Licensee shall be solely responsible and liable for payment of any and all property taxes levied upon possessory or other interests that may arise by virtue of the grant of a franchise or license to licensee under this chapter. (2804 § 2, 2011; 2060 § 3, 1988)

11.36.230 Insurance
A. INDEMNIFICATION. Licensee will indemnify and save harmless the City, its officers, agents, servants, and employees, against all claims, costs, expenses, damages, liabilities, and judgments of every kind and character, resulting by reason of the erection, maintenance, operation, or removal of any of the benches or shelters subject of the license granted pursuant to this chapter, sustained or claimed by any person, firm, or corporation whomsoever and whatsoever, caused or alleged to have been caused, directly or indirectly, by an act or omission, negligent or otherwise, of licensee, its agents, servants, and employees, or occasioned by any work performed by licensee or by the permission granted by the City in this chapter, and shall defend any such action or suit brought against those so indemnified, and shall pay all costs and expenses of whatsoever nature resulting therefrom, and in connection therewith and to pay, on behalf of those so indemnified, the amount of any judgment that may be entered against any of them in any such action or suit.

8/29/23, 12:15 PM Chapter 11.36 BENCHES AND SHELTERS
https://library.qcode.us/lib/garden_grove_ca/pub/municipal_code/item/title_11-chapter_11_36?view=all 13/14 B. INSURANCE. Licensee shall at all times carry on all operations hereunder, bodily injury and property damage liability insurance, including automotive bodily injury and property damage liability insurance, in forms and underwritten by insurance companies satisfactory to the City for: all operations, subcontract work, contractual obligations, product, or completed operation, all owned vehicles and non- owned vehicles. Such insurance coverage obtained by licensee shall name the City, its officers, agents, and employees and all public agencies as determined by the City as additional insureds on such policies. Licensee shall require its insurer to waive its subrogation rights against the City and agrees to provide certificates evidencing the same.

1. Before licensee performs any work at, or prepares or delivers materials to, the sites of construction, licensee shall furnish to the City certificates of insurance subject to approval of the City Attorney. Certificates shall provide the name and policy number of each carrier and policy and indicate that the insurance is in force and will not be cancelled without 30 days’ written notice to the City. All of the foregoing insurance coverages shall be maintained in force until the work is fully completed and accepted by the City.

2. The requirement for carrying the foregoing insurance shall not derogate from the provisions for indemnification under this section and the license. The following insurance coverage shall be obtained and maintained: not less than $1,000,000.00 combined single limit coverage for all items:
a. Bodily injury liability and automotive bodily injury liability (including non-ownership and hired cars);
b. Property damage liability and automotive property damage liability; c. General public liability insurance; and
d. Products liability insurance.

3. The City Manager may, in his or her sole discretion, require the above minimum insurance coverages to be increased to up to $2,000,000.00 upon giving 60 days’ written notice to licensee.

4. The Finance Director shall at all times have the right to demand the original or a copy of all such policies of insurance. All premiums on the insurance required in this section shall be prepaid by the principal insured and shall not be an obligation of the City.

C. WORKERS’ COMPENSATION. Licensee shall comply with all applicable provisions of the Workers’ Compensation Insurance and Safety Acts of the State of California, the applicable provisions of Divisions 4 and 5 of the California Labor Code and all amendments thereto; and all similar state or federal acts or laws applicable; and shall indemnify and hold harmless the City from and against all claims, demands, payments, suits, actions, proceedings, and judgments of every nature and description, including attorney’s fees and costs presented, brought, or recovered against the City, for or on account of any liability for failure to obtain Workers’ Compensation Insurance. Licensee shall furnish evidence of workers’ compensation and employer’s liability insurance with limits of at least statutory coverage to the City in such form as is acceptable to the City Attorney. (2804 § 2, 2011; 2704 § 6, 2007; 2060 § 3, 1988)

11.36.240 Transfer of Ownership

8/29/23, 12:15 PM Chapter 11.36 BENCHES AND SHELTERS
https://library.qcode.us/lib/garden_grove_ca/pub/municipal_code/item/title_11-chapter_11_36?view=all 14/14 Whenever a bench or shelter for which a permit has been issued, has been sold or title or control thereof is transferred, a new permit must be obtained by the new owner. (2804 § 2, 2011; 2060 § 3, 1988)

11.36.250 Permit Index File
The Director of Public Works shall keep and maintain an index file of all permits granted or renewed under the provisions of this chapter, and shall furnish a copy of all permits granted or renewed to the City Clerk. The Director of Public Works shall make annual surveys as to the location and condition of all such benches and shelters permitted in this chapter. (2804 § 2, 2011; 2704 § 7, 2007; 2060 § 3, 1988)

11.36.260 Enforcement
The Director of Public Works shall enforce the provisions of this chapter. (2804 § 2, 2011; 2060 § 3, 1988)
Contact:

City Clerk: 714-741-5040
Published by Quality Code Publishing, Seattle, WA. By using this site, you agree to the terms of use.

Bus Shelter/Bench License RFP No. S-1301
1783849.1

ATTACHMENT “B”

BUS STOPS/BUS SHELTER LOCATIONS

CCOA_Copy of Garden Grove Street Furniture_2022
Line Site Code Panel ID Area Name Street One Street two Latitude Longi tude 1 801368 7136
7137 Garden Grove Brookhurst Bixby 33.78402516 -117.95880497 2 802693 3549
3550 Garden Grove Brookhurst Chapman 33.78909408 -117.958553708 3 804731 3093
3094 Garden Grove Brookhurst Chapman 33.787528925 -117.958901051 4 800133 4917
4918 Garden Grove Brookhurst Garden Grove 33.77436 -117.955 5 803016 3595
3596 Garden Grove Brookhurst Katella 33.802505 -117.959053 6 801990 1420
1421 Garden Grove Brookhurst Lampson 33.781604295 -117.958750591 7 801304 7020
7021 Garden Grove Brookhurst Orangewood 33.795434659 -117.958519904 8 801991 1418
1419 Garden Grove Brookhurst Orangewood 33.795524449 -117.958918099 9 800259 5148
5149 Garden Grove Brookhurst Stanford 33.777422776 -117.957169026 10 801993 1422
1423 Garden Grove Brookhurst Traylor 33.762376704 -117.954783067 11 800135 4921
4922 Garden Grove Brookhurst Westminster 33.758732149 -117.955156258 12 801369 7138
7139 Garden Grove Brookhurst Woodbury 33.76229797 -117.95515448 13 801994 1428
1429 Garden Grove Chapman Brookhurst 33.788699546 -117.959708742 14 801288 6990
6991 Garden Grove Chapman Buaro 33.788943 -117.918945
15 801995 1426
1427 Garden Grove Chapman Garden Promenade 33.788429504 -117.962499544 16 801996 1424
1425 Garden Grove Chapman Gilbert 33.788398917 -117.966918946 17 801997 1430
1431 Garden Grove Chapman Haster 33.789003637 -117.906619024 18 801294 7002
7003 Garden Grove Chapman Summerset 33.788727999 -117.91018732 19 801295 7004
7005 Garden Grove Chapman West 33.78888743 -117.924397658 20 801287 6988
6989 Garden Grove Chapman Western 33.788179886 -118.0018603 21 800128 4909
4910 Garden Grove Chapman Av Brookhurst 33.788447672 -117.959203881 22 803027 3597
3598 Garden Grove Chapman Av Euclid 33.78853332 -117.940567867 23 803038 3599
3600 Garden Grove Chapman Av Harbor Blvd 33.788704352 -117.914125477 24 802895 3573
3574 Garden Grove Chapman Av Magnolia 33.788343604 -117.974890662 25 800127 4907
4908 Garden Grove Chapman Av Von's Pavilio n

33.78871456 -117.962515489
26 800129 4911
4912 Garden Grove Chapman Av West 33.78866213 -117.923066351 27 801755 7985
7986 Garden Grove Chapman Av Western Av 33.788449589 -118.001921963 28 801284 6984
6985 Garden Grove Euclid Acacia 33.77630548 -117.937796057 29 801303 7018
7019 Garden Grove Euclid Business Center 33.754945201 -117.93774194 30 801950 1432
1433 Garden Grove Euclid Chapman 33.788198536 -117.941336297 Confidential 8/29/2023 1 of 3

~ Clear Channel Outdoor
CCOA_Copy of Garden Grove Street Furniture_2022
Line Site Code Panel ID Area Name Street One Street two Latitude Longi tude 31 801998 1434
1435 Garden Grove Euclid Garden Grove 33.774638649 -117.937747918 32 801354 7110
7111 Garden Grove Euclid Lampson 33.78179138 -117.94091463 33 801291 6996
6997 Garden Grove Euclid Palma Vista 33.79927913 -117.941512796 34 801289 6992
6993 Garden Grove Euclid Stanford 33.77769 -117.938502
35 801353 7108
7109 Garden Grove Euclid Stanford 33.77745965 -117.93868303 36 800322 5255
5256 Garden Grove Euclid St Chapman 33.789061689 -117.941033148 37 802735 3557
3558 Garden Grove Euclid St Garden Grove 33.773494373 -117.938066294 38 801393 7182
7189 Garden Grove Garden Grove Cannery 33.773803872 -117.97211396 39 801266 6952
6953 Garden Grove Garden Grove Euclid 33.774073806 -117.937437597 40 801392 7180
7181 Garden Grove Garden Grove Galway 33.773864856 -117.962784727 41 801366 7132
7133 Garden Grove Garden Grove Gilbert 33.77409532 -117.96739608 42 803245 1436
1437 Garden Grove Garden Grove Magnolia 33.77404287 -117.975673319 43 801351 7104
7105 Garden Grove Garden Grove Nutwood 33.77421349 -117.95006096 44 801999 1438
1439 Garden Grove Garden Grove Palm 33.774533146 -117.914378977 45 802928 3579
3580 Garden Grove Garden Grove Blvd 9th St 33.774388244 -117.932582246 46 801549 7609
7610 Garden Grove Garden Grove Blvd Euclid 33.774356814 -117.938461959 47 800130 4913
4914 Garden Grove Garden Grove Blvd Harbor Blvd 33.774504332 -117.918998 916 48 802973 3587
3588 Garden Grove Garden Grove Blvd Harbor Blvd 33.77424954 -117.9193778 46 49 800134 4919
4920 Garden Grove Garden Grove Blvd Kerry Av 33.77388887 -117.957876541 50 800268 5164
5165 Garden Grove Garden Grove Blvd Main 33.773950279 -117.940461256 51 802713 3553
3554 Garden Grove Garden Grove Blvd Main 33.774269211 -117.941762702 52 802962 3585
3586 Garden Grove Garden Grove Blvd Nelson 33.773996 -117.945575 53 802917 3577
3578 Garden Grove Garden Grove Blvd West 33.774492483 -117.923875131 54 801301 7014
7015 Garden Grove Harbor Flagstone 33.769616519 -117.920202376 55 802000 1446
1447 Garden Grove Harbor Garden Grove 33.775085991 -117.918775858 56 802001 1448
1449 Gar
den Grove Harbor Garden Grove 33.77206693 -117.920173395 57 802002 1444
1445 Garden Grove Harbor Garden Grove 33.773464775 -117.920614236 58 802004 1442
1443 Garden Grove Harbor Palm 33.776884 -117.915206
59 802005 1450
1451 Garden Grove Harbor Trask 33.765999049 -117.920153098 60 801300 7012
7013 Garden Grove Harbor Woodbury 33.763629 -117.920474 Confidential 8/29/2023 2 of 3

~ Clear Channel Outdoor
CCOA_Copy of Garden Grove Street Furniture_2022
Line Site Code Panel ID Area Name Street One Street two Latitude Longi tude 61 802006 1452
1453 Garden Grove Harbor Woodbury 33.764028622 -117.92013348 62 802984 3589
3590 Garden Grove Harbor Blvd Buaro 33.775485723 -117.918613822 63 802995 3591
3592 Garden Grove Harbor Blvd Palm 33.777013 -117.91557 64 802007 1454
1455 Garden Grove Katella Brookhurst 33.80297111 -117.959868935 65 801357 7116
7117 Garden Grove Katella Garza 33.80293414 -117.96956331 66 801356 7114
7115 Garden Grove Katella Gilbert 33.802934 -117.966964 67 801394 7183
7184 Garden Grove Knott Belgrave 33.784795304 -118.011278484 68 801355 7112
7113 Garden Grove Knott Chapman 33.78764099 -118.01127434 69 801293 7000
7001 Garden Grove Knott Lampson 33.780381005 -118.011308723 70 801387 7172
7173 Garden Grove Knott Leilani 33.793442151 -118.010944367 71 801371 7140
7141 Garden Grove Knott Orangewood 33.79595994 -118.01089078 72 803006 3593
3594 Garden Grove Knott Av Chapman 33.787987683 -118.010969123 73 801360 7120
7121 Garden Grove Magnolia Chapman 33.7880311 -117.97558218 74 801361 7122
7123 Garden Grove Magnolia Lampson 33.78086174 -117.97552854 75 801309 7028
7029 Garden Grove Valley View Bellgrave 33.78517323 -118.02832514 76 802661 3543
3544 Garden Grove Valley View Cerulean 33.779729 -118.031539 77 802683 3547
3548 Garden Grove Valley View Cerulean 33.779390032 -118.032465055 78 800125 4903
4904 Garden Grove Valley View Chapman 33.790184242 -118.028679861 79 800267 5162
5163 Garden Grove Valley View Chapman 33.788918519 -118.02828057 80 801367 7134
7135 Garden Grove Valley View Lampson 33.78241114 -118.02895814 81 803335 1462
1463 Garden Grove Valley View Lampson 33.781646758 -118.029905496 82 802010 1464
1465 Garden Grove Valley View Tiffany 33.777089833 -118.034622116 83 802011 1466
1467 Garden Grove Wesminister Harbor 33.759921 -117.921433 84 801365 7130
7131 Garden Grove Westminster Bushard 33.75959757 -117.96407014 85 801299 7010
7011 Garden Grove Westminster Dawson 33.759680201 -117.951315246 86 801390 7178
7179 Gar
den Grove Westminster Kerry 33.759386752 -117.958401281 87 802951 3583
3584 Garden Grove Westminster Av Brookhurst 33.759409 -117.95438 Confidential 8/29/2023 3 of 3

~ Clear Channel Outdoor
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CITY OF GARDEN
GROVE
Transit Shelters
Created: 7/25/2023
Miles
0 0.80.4
SS:T

LOS ANGELES MARKET

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Bus Shelter/Bench License RFP No. S-1301
1783849.1

ATTACHMENT “C”

LICENSEE’S PROPOSAL

PROPOSAL FOR THE CITY OF GARDEN GROVE
Attachment “B”
IN RESPONSE TO REQUEST FOR PROPOSAL RFP NO. S-1301
Provide Construction, Installation, Maintenance, Operation and Administration of bus shelters and benches within the City of Garden Grove right-of-way

Table of Contents
I. Cover Letter - Page 1
II. City-Required Documents - Page 3
III. Background and Project Summary - Page 8
V. Qualifications - Page 12
VI. Exceptions, Deviations and Comments - Page 16
IV. Methodology - Page 10
VII. Appendix Page 17

PAGE 1

COVER LETTERI

SUBMITTED VIA PLANETBIDS
(City of Garden Grove)
December 14, 2022
Sandra Segawa
Purchasing Division Manager
City of Garden Grove
11222 Acacia Parkway
Garden Grove, California 92840
RE: Clear Channel Outdoor LLC.’s Response to t he City of Garden Grove (City) Request for Proposal for construction, installation, maintenance, operation and administration of bus shelters and benches.

Dear Ms. Segawa:

As your incumbent bus shelter and bus bench service, maintenance, and advertising provider, Clear Channel Outdoor, Inc. (CCO) is pleased to submit the enclosed proposal to the City of Garden Grove for construction, installation, maintenance, operation and administration of bus shelters and benches request for proposal.

With more than 240,000 displays under management, Clear Channel Outdoor is one of the largest outdoor advertising companies in the U.S. In Southern California, our flagship market, CCO manages and maintains over 9,000 displays, including 3,000 bus shelter and transit assets. Of our 30 city and municipality partners in the Southern California region, Garden Grove continues to be an integral part of the Clear Channel family.

The following proposal demonstrates our determination and ability to continue serving as the City’s bus shelters, bus benches, and advertising partner by delivering an aesthetically pleasing and sustainable transit amenity program and a level of customer service unparalleled in the market. As such, CCO proposes to maintain the existing inventory of bus shelters and bus benches currently deployed in the City, along with a robust refurbishment, maintenance, repair, and/or replacement program. Details of our proposal are further discussed in the RFP proposal. CCO is proposing to work collaboratively with the City to deliver the best possible transit amenity program.

We look forward to an opportunity to discuss this proposal in further detail with you and your colleagues. In the meantime, please let us know if you have any questions. This proposal shall remain valid for one hundred eighty (120) days from the submitted date.

~ Clear Channel Outdoor I
PAGE 2

COVER LETTERI
CCO’s primary contact for this RFP proposal is Layne Lawson, Vice President of Public Affairs.

Layne can be reached at (310) 755-7234 or [email protected]. CCO’s Southern California Offices, based at 19320 Harborgate Way, Torrance, CA 90501.

We thank you for this opportunity and respectfully present our response to your request for proposal.

Sincerely,

re cGrath,
Senior Vice President & Regional President - Southern California ~ Clear Channel Outdoor I
PAGE 3

CITY-REQUIRED DOCUMENTSII

RFP No. S-1301

CITY OF GARDEN GROVE

PROPOSAL REQUIREMENTS

PROPOSAL LETTER/CER TIFI CATE OF ACCEPTANCE
PROPOSER NAME/COMPANY NAME:

Clear Channel Outdoor, LLC

SANDRA SEGAWA, PURCHASING DIVISION MANAGER

CITY OF GARDEN GROVE
11222 ACACIA PARKWAY
GARDEN GROVE, CALIFORNIA 92840
In response to the request to Provide Construction, Installation, Maintenance, Operation and Administration of bus shelters and benches within the City of Garden Grove right-of-way per the Scope of Services, we the undersigned hereby declare that we have carefully read and examined the RFP documents including any plans and specifications, and hereby propose to perform and complete the Work as required in the Contract.

This Contract is not exclusive. The CITY expressly reserves the right to contract for performance of services such as those described herein through other Contractors.

The undersigned agrees to supply the Scope of Services & Specifications at the costs indicated in its cost proposal if its Proposal is accepted within 120 days from the date specified in the RFP for receipt of proposals.

The undersigned has reviewed the enclosed contract terms and conditions and agrees to accept all terms and conditions of the CITY's contract unless otherwise noted in the proposal response.

If recommended for Contract award, the undersigned agrees to execute a contract which will be prepared by the CITY for execution within 10 calendar days following Notification of Award. It is understood that the recommendation for contract award will not be placed on the agenda for consideration by the City Council until the CITY has received the executed contract. The CITY will fully execute the contract subject to resolution of Protest filings, if any, and approval by the City Council.

Bus Bench License RFP No. S-1301 11
~ Clear Channel Outdoor I
PAGE 4

CITY-REQUIRED DOCUMENTSII

The undersigned will also deliver the necessary original Certificates of Insurance to the CITY prior to the commencement of Scope of Work. If services are authorized to commence prior to the execution of the Contract pursuant to a Notice to Proceed issued by the CITY, pending the execution of the Contract, the services shall be subject to the terms and conditions of the Scope of Work and the Contract .

Incorporated herein and made a part of this Proposal are the Response Data and Proposal Forms required by the Proposal Requirements.

The undersigned acknowledges receipt, understanding, and full consideration of the following Addenda to the RFP Documents:

Addenda No. 1 & 2 -'-='-=-----------------------
Proposer represents that the following person is authorized to negotiate on its behalf with the CITY in connection with this RFP:

Layne Lawson Vice President of Public Affairs 310-755-7234 (Name) (Title) (Phone)
The undersigned certifies that it has examined and is fully familiar with all of the provisions of the RFP Documents and is satisfied that they are accurate; that it has carefully checked all the words and figures and all statements made in the Proposal Requirements; that it has satisfied itself with respect to other matters pertaining to the proposal which in any way affect the Work or the cost thereof. The undersigned hereby agrees that the CITY will not be responsible for any errors or omissions in these RFP Documents .

BY: G~ Dec12,202208:24PST)
(Signature)
Greg McGrath
(Type or Print Name)
Proposer's Business Address
and Telephone/Fax Numbers :
19320 Harborgate Way Torrance, CA 90501
310-550-0600
Senior Vice President & Regional President - Southern California (Title)
[email protected]
(Email Addre ss)
Bus Bench License RFP No. S-1301 12
!! Clear Channel Outdoor I
PAGE 5

CITY-REQUIRED DOCUMENTSII

BIDDER/CONTRACTOR/CONSULTANT STATEMENT

REGARDING INSURANCE COVERAGE
(Submit with IFB/RFP Package)
This signed document must be included with your bid/proposal package in order for your bid/proposal to be considered complete!
BIDDER/CONTRACTOR/CONSULTANT HEREBY CERTIFIES that he/she has reviewed and understands the insurance coverage requirements specified in the attached Insurance Requirements Checklist.

Should we/I be awarded the contract, we/I. certify that we/I can meet the specified requirements for insurance, including insurance coverage of the subcontractors, and agree to name the City /Successor Agency /Sanitary District and other additional insureds as per the agreement for the work specified and we/I will comply with the provisions of Section 3700 of the Labor Code, which require every employer to be insured against liability for worker's compensation or to undertake self-insurance in accordance with the provisions of that code, before commencing the performance of the work specified.

Clear Channel Outdoor LLC
Please Print (Person, Firm, or Corporation)
Signature of Authorized Representative
Layne Lawson Vice President of Public Affairs
Please Print (Name & Title of Authorized Representative) 12/14/2022 310-755-7234 [email protected]
Date Phone Number Email
Please note that the City of Garden Grove is now contracted with EBIX for insurance certificate management and review services. EBIX will collect the insurance requirements in the contract on behalf of the City. If you are awarded the contract, you will be contacted by EBIX regarding the insurance requirements listed on Pages 16-17 in the sample contract. Please forward all insurance documents to EBIX directly per their instructions when contacted.

NOTE: All insurance certificates and endorsements must be received by or sent to EBIX within ten (10) City working days of the original request or the City reserves the right to proceed with the next lowest responsible bidder or the next highest scoring proposer in the process. Please do not send any insurance documents to the City but please use the following email address to send insurance documents to Ebix directly: [email protected].
~ Clear Channel Outdoor I
PAGE 6

CITY-REQUIRED DOCUMENTSII

G/\ROCN GROVE
STATE1\1ENT OF-COMPLIANCE
The undersigned Proposer declares that the Proposal submitted to Provide Construction, Installation, Maintenance, Operation and Administration of bus shelters and benches within the City of Garden Grove right-of-way per the Scope of Services described in, and in response to City of Garden Grove RFP No. S-1301 was prepared in strict compliance with the instructions, ·conditions and terms listed in the RFP, Scope of Services and Draft Agreement, with exceptions listed below, if applicable.

At least one box for each item must be checked.

RFP Instructions and Term s & Conditions (Check One)
[8] No Exceptions Taken
Scope of Serv ices (Chec k One)
[2s] No Exceptions Taken
D Exceptions Taken
D Exceptions Taken
Draft Agree ment/Insurance Requi reme nts (Check One)
IKJ No Exceptions Taken D Exceptions Taken
If any exceptions are taken, this Statemen ·t of Compliance shall include a narrative that identifies each item to which the Proposer is taking exception or is recommending change, including the suggested rewording of the contractual obligations or suggested change in RFP, and identifi es the reasons for submitting the proposed exception or change. When available, please reference specific line item numbers as provided in the RFP. The City reserves the right to rule as non-responsive and reject any Proposals that are not accompanied with the required documentation as described above .

Signature
Layne Lawson Vice President of Public Affairs
Printed Name and Title
12/14/2022
Date
Clear Channel Outdoor, LLC
Name of Proposer
(Attach a separate sheet(s) detailing each exception being taken, if applicable) Computerized Maintenance Managem ent System RFP No. S- 1296 14 ~ Clear Channel Outdoor I
PAGE 7

CITY-REQUIRED DOCUMENTSII

NON-COLLUSION STATEMENT
{ATTACHMENT "C")
REQUEST FOR PROPOSAL S-1301
It is understood and agreed that:

1. No proposal will be accepted unless authorized representatives of proposing organizations attend the mandatory pre-proposal conference at the stated time and location specified within the RFP document .

2. After the contract has been awarded, the designed Contractor shall attend a pre-job conference . The Contractor shall be informed of said time and location.

3. No verbal agreement or conversation with any officer, agent or employee of the City either before or after the execution of the agreement shall affect or modify any of the terms or obligations of this proposal.

4. The City will not be responsible for any errors or omissions on the part of the undersigned in making up his proposal, nor will proposers be released on account of errors.

5. The undersigned hereby certifies that this proposal is genuine and is not sham or collusive, or made in the interest or in behalf of any person not herein named, and that the undersigned has not directly or indirectly induced or solicited any other proposer to put in a sham proposal or any other person, firm or corporation to refrain from proposing, and that the undersigned has not in any manner sought, by collusion, to secure for himself an advantage over any other proposer.

6. The Undersigned is licensed in accordance with the Laws of the State of California.

La,,1U, ~,,,
BY: t1 310-755-7234
(Authorized Signature)
Layne Lawson
(Type or Print Name)
Vice President of Public Affairs
(Title)
laynelawson@clea rchannel com
(Email Address)
Clear Channel Outdoor LLC
(Company Name)
Computerized Maintenance Management System
(Telephone Number)
RFP No. S-1296 32
~ Clear Channel Outdoor I
PAGE 8

CITY-REQUIRED DOCUMENTSII

EXHIBIT D

ELECTRICAL SERVICES

SCOPE OF WORK

1. LICENSEE shall use electrical sources other than the traffic signal electrical service when said sources are closer to their bus shelters. Cost of installation, maintenance, and electrical service shall be at LICENSEE’S expense.

2. LICENSEE shall be permitted to use the traffic signal circuit for illumination of its advertising bus shelters if other sources are inaccessible. Licensee shall equip all bus shelters powered by the traffic signal circuit with its own photo control/photo- cell. Cost of installation and maintenance shall be at the LICENSEE’S expense.

3. When CITY’S electrical source is used. LICENSEE will place a 5 amp fuse between the shelter and CITY’S power source to prevent signal malfunctions. Fuse shell be located in traffic signal elec trical service cabinet where feasible. If infeasible, fuse splice will be permitted in pull box as approved by CITY.

4. LICENSEE will send a list of proposed shelter locations to CITY'S Traffic Engineering Division, indicating site to be energized by traffic signal electrical source.

5. CITY'S Traffic Engineering Division will tag conductors to be used based on its approved list supplied by LICENSEE. LICENSEE shall bear any costs associated with conductor identification.

6. CITY electrical permits and inspections shall be applied for by State licensed electrical contractor. LICENSEE is required to obtain City elcctrica1 permit for City inspection. All work shall be performed by a certified electrician and paid for by the LICENSEE.

7. Electrical contractor shall furnish detail ed electric schematics showing conduit, shelter, vault location and fuse location. These schematics will be sent to CITY and LICENSEE.

8. All electrical work shall conform to th e State of California, Department of Transportation. Standard Specifications latest edition . Fuses and splice connectors shall conform to installation and material standards section 86-2-095 ''Fuse Splice Connectors" of the State Standard Specifications.

9. LICENSEE shall be fully responsible for all repair and maintenance of fuses, splice connectors and associated components. Any disruption to the traffic signal electrical service resulting from the shelter lighting connection shall be immediately repaired and paid for by LICENSEE.

10. LICENSEE shall pay the CITY a flat fee of $30.00 per month per shelter energized by CITY power sources. Payments shall be paid to the CITY monthly. LICENSEE shall also furnish a list of shelters that are energized by CITY power.

EXHIBIT D

ELECTRICAL SERVICES

SCOPE OF WORK

1. LICENSEE shall use electrical sources other than the traffic signal electrical service when said sources are closer to their bus shelters. Cost of installation, maintenance, and electrical service shall be at LICENSEE’S expense.

2. LICENSEE shall be permitted to use the traffic signal circuit for illumination of its advertising bus shelters if other sources are inaccessible. Licensee shall equip all bus shelters powered by the traffic signal circuit with its own photo control/photo- cell. Cost of installation and maintenance shall be at the LICENSEE’S expense.

3. When CITY’S electrical source is used. LICENSEE will place a 5 amp fuse between the shelter and CITY’S power source to prevent signal malfunctions. Fuse shell be located in traffic signal elec trical service cabinet where feasible. If infeasible, fuse splice will be permitted in pull box as approved by CITY.

4. LICENSEE will send a list of proposed shelter locations to CITY'S Traffic Engineering Division, indicating site to be energized by traffic signal electrical source.

5. CITY'S Traffic Engineering Division will tag conductors to be used based on its approved list supplied by LICENSEE. LICENSEE shall bear any costs associated with conductor identification.

6. CITY electrical permits and inspections shall be applied for by State licensed electrical contractor. LICENSEE is required to obtain City elcctrica1 permit for City inspection. All work shall be performed by a certified electrician and paid for by the LICENSEE.

7. Electrical contractor shall furnish detail ed electric schematics showing conduit, shelter, vault location and fuse location. These schematics will be sent to CITY and LICENSEE.

8. All electrical work shall conform to th e State of California, Department of Transportation. Standard Specifications latest edition . Fuses and splice connectors shall conform to installation and material standards section 86-2-095 ''Fuse Splice Connectors" of the State Standard Specifications.

9. LICENSEE shall be fully responsible for all repair and maintenance of fuses, splice connectors and associated components. Any disruption to the traffic signal electrical service resulting from the shelter lighting connection shall be immediately repaired and paid for by LICENSEE.

10. LICENSEE shall pay the CITY a flat fee of $30.00 per month per shelter energized by CITY power sources. Payments shall be paid to the CITY monthly. LICENSEE shall also furnish a list of shelters that are energized by CITY power.

EXHIBIT D

ELECTRICAL SERVICES

SCOPE OF WORK

1. LICENSEE shall use electrical sources other than the traffic signal electrical service when said sources are closer to their bus shelters. Cost of installation, maintenance, and electrical service shall be at LICENSEE’S expense.

2. LICENSEE shall be permitted to use the traffic signal circuit for illumination of its advertising bus shelters if other sources are inaccessible. Licensee shall equip all bus shelters powered by the traffic signal circuit with its own photo control/photo- cell. Cost of installation and maintenance shall be at the LICENSEE’S expense.

3. When CITY’S electrical source is used. LICENSEE will place a 5 amp fuse between the shelter and CITY’S power source to prevent signal malfunctions. Fuse shell be located in traffic signal elec trical service cabinet where feasible. If infeasible, fuse splice will be permitted in pull box as approved by CITY.

4. LICENSEE will send a list of proposed shelter locations to CITY'S Traffic Engineering Division, indicating site to be energized by traffic signal electrical source.

5. CITY'S Traffic Engineering Division will tag conductors to be used based on its approved list supplied by LICENSEE. LICENSEE shall bear any costs associated with conductor identification.

6. CITY electrical permits and inspections shall be applied for by State licensed electrical contractor. LICENSEE is required to obtain City elcctrica1 permit for City inspection. All work shall be performed by a certified electrician and paid for by the LICENSEE.

7. Electrical contractor shall furnish detail ed electric schematics showing conduit, shelter, vault location and fuse location. These schematics will be sent to CITY and LICENSEE.

8. All electrical work shall conform to th e State of California, Department of Transportation. Standard Specifications latest edition . Fuses and splice connectors shall conform to installation and material standards section 86-2-095 ''Fuse Splice Connectors" of the State Standard Specifications.

9. LICENSEE shall be fully responsible for all repair and maintenance of fuses, splice connectors and associated components. Any disruption to the traffic signal electrical service resulting from the shelter lighting connection shall be immediately repaired and paid for by LICENSEE.

10. LICENSEE shall pay the CITY a flat fee of $30.00 per month per shelter energized by CITY power sources. Payments shall be paid to the CITY monthly. LICENSEE shall also furnish a list of shelters that are energized by CITY power.

It is understood and agreed that:
~ Clear Channel Outdoor I
PAGE 9

BACKGROUND & PROJECT SUMMARYIII
Clear Channel Outdoor has been proud to
serve as the City’s bus shelter service and
maintenance provider over the past fifteen
years. As your incumbent bus shelters and
benches service maintenance vendor and
advertising partner, CCO is familiar with the
City, and the requirements as described in
the RFP’s Scope of Services. Indeed, we have
fulfilled these requirements on a day-to-day
basis during our tenure with Garden Grove
and hope to continue do so for another
fifteen years to come.

Except as otherwise noted in the
Exception and Deviation section, our
approach and methodology toward the
execution of the Scope of Work as outlined
in the RFP are detailed below.

Maintenance – CCO will continue to service
and maintain the existing CCO-owned bus
shelters and bench locations, including:
• Implement a 3-year plan to refurbish al l
88 existing Clear Channel owned and
operated bus shelter and bench locations
and trash receptacles. Refurbishment will
begin with 30 City Designated “Hot Spot”
locations in the first year followed by 29
locations each in years two (2) and three
(3).
• Shelters shall be eligible for refurbishment
a second time upon the City’s written
request according to the following
schedule: (a) any Shelter refurbished
during the first (1st) year of the Term shall
be eligible for a second refurbishment
during the eleventh (11th) year of the
Term; (b) any Shelter refurbished during
the second (2nd) year of the Term shall be
eligible for a second refurbishment during
the twelfth (12th) year of the Term; and (c)
any Shelter refurbished during the third
(3rd) year of the Term shall be eligible
for a second refurbishment during the
thirteenth (13th) year of the Term.
• Weekly refuse collection & liner
replacement (Twice per week at 30 City
designated “Hot Spots”)
• Graffiti removal
• Repair and parts replacement
• Debris removals (immediate vicinity of the
bus shelter or bench)
• General light cleaning and maintenance as
needed
• Scheduled, quarterly water pressur e
washing and/or steam cleaning of all 30
“hot-spot” locations and of all locations
when specifically or urgently requested by
the City
Staffing – CCO will provide the necessary
resources and staffing to carry out the
prescribed scope of work, including the
regular service and maintenance program
described above, as well as the revenue
generation to fulfill the financial obligations
of this agreement with the City as has been
the case under the existing agreement.

Furthermore, CCO will display the contact
information on bus shelters for the public’s
use as well as providing the City with
emergency contact information to address
urgent matters.

Scheduling – While most of the work activities
will be conducted during the 5:30am to
5:00pm hours, some CCO work activities may
also be performed beyond these hours. This
flexibility allows for adequate coverage given
the large city geography, as well as minimizing
traffic impacts on city residents and
commuters (due to potential lane closures,
etc.).

~ Clear Channel Outdoor I
PAGE 10

BACKGROUND & PROJECT SUMMARYIII
Advertising Sales – As referenced in the
cover letter and in other parts of this RFP
response, CCO is one of the largest out-
of-home media companies nationally and
internationally. CCO has approximately 400
sales professionals and associates, spanning
across regional offices in the U.S. CCO’s
Southern California offices is home to over
two dozen sales professionals, including two
sales staff dedicated solely to Orange County
bus shelter products.

As your incumbent bus shelters and benches
services, maintenance, and advertising
partner, Clear Channel is keenly aware of
how important the Garden Grove portfolio
is to the Southern California market. For
over the past decade, we have worked
diligently to exceed expectations. To do this,
we’ve remained true to our core business
model because – first and foremost – we
are sellers of out of home advertising. We
do this better than any other firm in the
industry by employing a multi-channel sales
approach that is a unique and powerful
combination of traditional and nontraditional
sales disciplines. Furthermore, our sales and
marketing architecture is interconnected by
communication conduits that provide rock
solid revenue generation and top to bottom
inventory management. CCO delivers results
with:
• An award-winning market ing team whose
contemporary marketing tools and data
analytics division is setting the industry
standard for gathering information
advertisers demand and first-to-market
programs that allow media buyers to view
inventory in real time.
• Protocols that allow us to target out-of-
home audiences, attribute campaigns
and retarget consumers so media buyers
can make the right media and inventory
decisions in a full-service or programmatic
way.
• A sales support team that employs
Six Sigma protocols and Salesforce
methodologies to ensure the sales
process develops seamlessly from first call
to campaign deployment.
• What sets Clear Channel apart is how we
utilize reporting to inform and serve the
needs of our client partners. It isn’t just
about parsing data. It’s about digging in
and revealing the nuances that establish
trends – positive or negative – and
supporting the former while mitigating
the latter.

CCO’s unique sales approach is driven by
its hyper-local, local, regional, national,
and programmatic divisions, which are
unsurpassed in reach and penetration at the
street level and in major ad markets around
the world. Additionally, our automated private
marketplace has unlocked the transacting
pathway to the $30B programmatic market.

In fact, Clear Channel Outdoor designed
and implemented the outdoor industry’s first
programmatic selling of its digital assets into
the broader cross-channel ad tech ecosystem.

In short, our programmatic division automated
CCO’s digital out-of-home (DOOH) inventory
to meet the growing demands of brands and
advertisers.

City of Garden Grove Business License –
CCO has long maintained a business license
in the City of Garden Grove. Our current
business license number 239112, is valid until
February 29, 2024.

!! Clear Channel Outdoor I
PAGE 11

METHODOLOGYIV
As previously mentioned, Clear Channel is
the incumbent bus shelters and bus benches
service provider for the City of Garden Grove.

As such, CCO has existing transit shelters
and benches currently installed throughout
the City, whereby CCO has been servicing,
maintaining, and generating revenues
consistent with the terms and requirements
set forth in this RFP . Furthermore, CCO has
reiterated the scope of services prescribed
under this RFP in details in the previous
response section.

Likewise, CCO intends to execute this
contract in similar methods and manners
that CCO has been carrying out through
the duration of the current contract term,
including certain coordination with the City
in that process. To that end, CCO plans
to continue implementing the following
processes.

1. Methods and Controls – Should CCO
be fortunate enough to be awarded the
continuation of this contract, CCO intends
to employ the existing internal structure
to carry out this obligation. This includes
relying on CCO’s full resource of personnel
locally and nationally, as well as our collective
experience and technical backgrounds in
carrying out this agreement. This is how we
currently operate with 29 other bus shelters
and benches maintenance and advertising
programs throughout Los Angeles, Orange,
and San Diego counties. Our business staff
and administrative personnel manages the
communications and coordination with their
municipal counterparts at the respective
cities, country, or transit agencies, and is
responsible for the overall implementation
of the contract. CCO’s seasoned sales
and marketing staff are charged with
revenue generation responsibilities, and
our operations personnel are responsible
for logistics and field operational matters.

Communications with respective city staff
are frequent, ongoing and dynamic with
CCO’s business and operational personnel.

We believe in open and transparent
communications, including permitting
city personnel to direct comments and
requests to CCO’s service subcontractor
in order to provide quicker response time.

We understand that CCO’s work products
are by extension, the City’s work product,
and therefore we are acutely sensitive
to delivering the high level of services.

Therefore, we take comments and feedback
through administrative and/or operational
channels seriously, and promptly provide
resolutions to issues that may arise. We
suggest convening a kick-off meeting to re-
establish communication protocols as well
as operational coordination to ensure that
the city and its residents, who are the most
important stakeholders in the process, are
receiving the highest level of services.

2. Client Satisfaction – We view the City
as being the primary client and a partner
in this process. We believe open, direct
and frequent communications help build
and strengthen this partnership. Constant
feedback from the City (and indirectly from
City residents) will help improve any potential
gaps in services, and therefore lead to a
higher level of satisfaction. On the other
hand, our advertising partners are also CCO’s
key clients. We maintain the highest level
of services in the industry with our local
and national clients. CCO’s advertising
clients’ satisfaction leads to repeat business
and therefore helps to carry our financial
obligations with the City.

3. Project Schedule – Since Clear Channel’s
88 shelters, benches, and trash receptacles
have already been installed and are currently
in operation.

CCO is proposing to refurbish all the

~ Clear Channel Outdoor I
PAGE 12

METHODOLOGYIV
existing advertising shelters, including paint,
electrical (including the possible use of solar
when appropriate), and/or replacements
where CCO determines is needed. The
refurbishment process will start within 90
days after the agreement has been executed
and will be spread evenly between the first 3
years of the 15-year term of the agreement.

Shelters shall be eligible for refurbishment a
second time upon the City’s written request
according to the following schedule: (a) any
Shelter refurbished during the first (1st) year
of the Term shall be eligible for a second
refurbishment during the eleventh (11th)
year of the Term; (b) any Shelter refurbished
during the second (2nd) year of the Term
shall be eligible for a second refurbishment
during the twelfth (12th) year of the Term;
any Shelter refurbished during the third (3rd)
year of the Term shall be eligible for a second
refurbishment during the thirteenth (13th)
year of the Term.

4. City Staff Requirements – Once a
contract has been negotiated and approval
secured from the City Council, CCO requests
a kick-off meeting between the two entities,
to re-confirm communication protocols, and
re-establish procedures on how to address
issues as they arise. However, once the
program has been implemented, we do not
foresee any active roles for City staff other
than to assist in notifying CCO should an
issue or a matter arises during the term of
the contract. However, we do invite frequent
check-ins between business and operational
personnel in order to better coordinate,
anticipate, and address issues as they may
arise from time to time.

5. Terms and Advertising Revenue
Proposal – Given the capital commitment
needed for this project, CCO proposes a
15-year agreement and proposes to pay the
City of Garden Grove, twenty-five thousand
dollars ($25,000) annually (payable in twelve
monthly payments) or 20% gross revenue,
whichever is greater.

We strongly believe that the refurbishments
will reinvigorate the City’s bus shelter
locations, and therefore look forward to
working with the City on this exciting project.

6. CCO will also utilize shelter wraps within
the city. CCO will work with city staff to
determine the appropriate locations for these
wraps

FRONT BACK

!! Clear Channel Outdoor I
PAGE 13

QUALIFICATIONSV
Clear Channel Outdoor’s Capabilities:

With roots dating to 1901, Clear Channel
Outdoor (“Clear Channel” or “CCO”) is
the longest-serving multi-level advertising
company in Southern California and the
U.S. and is largely credited, through its
predecessor companies, with inventing the
modern out of home advertising industry.

Today, our global footprint spans 31 countries
across Asia, Europe, Latin America and
North America. With more than 500,000
displays under management, CCO serves
over 20,000 advertisers and sponsors around
the world (including those in 43 of the top 50
U.S. DMAs) and continues to expand upon
traditional billboard advertising by packaging
unique combinations of displays across the
outdoor and transit marketplace. Clear
Channel continues to pioneer the integration
of out-of-home with mobile and social
platforms.

CCO’s dominant U.S. presence is fortified
by the largest network of out-of-home sales
offices in the industry.

Furthermore, our employees (4,600+
worldwide with 1,500 in the U.S., over 115 of
whom work in Southern California market),
design, develop, manage and monetize out-
of-home media with the creativity, dedication
and discipline brands and advertisers
demand.

Southern California Region – 100+ Years
and Counting: With offices in Los Angeles
and San Diego, the
Southern California Region is the largest of
the 43 U.S. markets operated by CCO – and
arguably the most important. The division
oversees operations in Ventura, Los Angeles,
Orange and San Diego counties as well as
the Inland Empire. The diversity and breadth
of our media platform in the region includes
over 9,000 outdoor advertising displays
consisting of bulletins, eco posters, premiere
panels, premiere squares, transit shelters,
bus/rail transit, transit benches, mobile trucks,
walls, and digital bulletins.

References:

Clear Channel operates 29 bus shelter
advertising contracts in Southern California,
including our current representation of the
bus shelters with the City of Garden Grove
and 17 other jurisdictions within Orange
County. These services include, but are
not limited to, regular cleaning of the bus
shelters and benches, trash pick-up and
removal, ongoing services and maintenance
of the shelters and benches to ensure proper
working order, and the generation of revenues
through the marketing and sales of the
advertising displays. The following is a sample
list of municipalities (including Garden Grove)
and transit agency partners where CCO
currently has bus shelter maintenance and
advertising operations. In all cases, CCO’s
services to our partner agencies are similar to
those defined under the City of Garden Grove
RFP’s scope of work. CCO’s partnership
with each of these local agencies have been
greater than 10 years, except for our recent
relationship with San Diego MTS where CCO
was awarded in 2014 to manage over 400
advertising bus shelters.

~ Clear Channel Outdoor I
PAGE 14

QUALIFICATIONSV

APPENDIX "A"
RFPS-1301
Cl TY OF GARDEN GROVE
PAGE 1 of 2

REFERENCES
List and describe in full the contracts performed by your firm w hich demonstrate your ability to provide the services included in the scop~ of work. Attach additional pages if required. The City reserves the ri ght to contact each of the references listed for additional information regarding your firm's qualifications.

Reference 1
Agency Name : County of Los Angeles Contact Individual: F~r~e~d~W~o~n=g ______ _ Address : 900 S. Fremont Ave Phone Numbe r: ~(6_2~6)_4_5_8_-3_9_07 _______ _ Alhambra CA 91803 Email Address: [email protected] Contract Amount: $57,300.00 per year
Description of Project: =30=0~B=u=s~S=h=e=lte=r _________________________ _ Reference 2
Agency Name: City of Anaheim Contact Individua l: Rafael Cobian, PE, LEED GA Address: 200 S. Anaheim Blvd Phone Number: (~7_14~)_7_65_-_49_1_3 ______ _ Anaheim CA 92805 Em ail Address : [email protected]
Contract Amount: 15% of gross revenue (less agency commissions paid) Description of Project: 130 Bus Shelter
Reference 3
Agency Name City of Irvine Contact Individual: Mike Davis ----------- Address: 1 Civic Center Plaza Phone Number: (=9~49=}~72~4~-6=2=8=8 _______ _ Irvine, CA 92606 Email Address : [email protected] Contract Amount: $100 000.00 or 25% of gross revenue (which ever is higher) Description of Project: _97_B_u_s_S_h_e_lte_r __________________________ _ THIS FORM MUST BE COMPLETED AND INCLUDED WI TH THE PROPOSAL.

PROPOSALS THAT DO NOT CONT Al N THIS FORM WI LL BE CONS ID ERED NONRESPONSI VE.

Bus Bench RFPNo. S-1301 33
~ Clear Channel Outdoor I
PAGE 15

QUALIFICATIONSV

Reference 4
Agency Name: City of Cypress
Address: 5275 Orange Ave
Cypress, CA 90630
APPENDIX "A"
RFPS-1301
Cl TY OF GARDEN GROVE
PAGE 2 of 2

REFERENCES
Contact Individual: :..:K:::_irk:.:....::.St"'re::..:e:.:.t _ _____ _ Phone Numb er: ..,_(7:....1'---4-'-) =22=-=9:....-6::..c?--=6-=-0 ______ _ Em ai I Address : [email protected]
Contract Amount: 20% of gross revenue
Description of Project: -=2-=-3-=B..::.us"-=-S'-'-he::..:.lt:..:cec..r _______ ______ ____________ _ Reference 5
Agency Name: City of Tustin Contact Indi vidual: -=S.:::ta:..=cyL.::C.::.ue::.:v:.::a=.s _____ _ Address: 300 Centennial Way Phone Number: <c.:.7...,_14::,;J}'--'5'-'-7-"'3--"3""0"'-37,..._ ______ _ Tustin CA Emai l Address: [email protected]
Contract Am aunt: $4,375.00 a year plus 1% of gross revenue Description of Project: =35~Bu=s~S-h=e=lte=r _____ _____________________ _ THIS FORM MUST BE COMPLETED AND IN CLUDED WI TH THE PROPOSAL.

PROPOSALS THAT DO NOT CONT Al N TH I S FORM WI LL BE CONSIDERED NONRESPONSI VE.

Bus Bench RFP No. S-1301 34
~ Clear Channel Outdoor I
PAGE 16

QUALIFICATIONSV
Current Clear Channel Outdoor Municipal and Agency Partners Anaheim
Cypress
Garden Grove
Mission Viejo
Irvine
Burbank
Santa Clarita
Oxnard
Buena Park
NCTD
Orange County
Seal Beach
Carson
West Covina
Simi Valley
Costa Mesta
Fullerton
Diamond Bar
Orange
Tustin
Los Angeles County
Corona
San Diego MTS

~ Clear Channel Outdoor I
PAGE 17

EXCEPTIONS, DEVIATIONS & COMMENTSVI
No. Section Subject Comments
1 Attachment “A” Bus Shelters
Clear Channel’s 88 shelters, benches, and trash
receptacles have already been installed and are currently in operation. CCO is proposing to refurbish all the
existing advertising shelters, including paint, electrical (including the possible use of solar when appropriate), and/or replacements where CCO determines is needed.

Please find below exceptions, deviations and comments that CCO wishes to highlight and discuss with the City prior to the finalization of the contract. Thank you in advance for your review and consideration.

~ Clear Channel Outdoor I

APPENDIXVII
Sources: Add Sources Here or delete field if none
Bulletins
Benefits Distribution
Campaign Details
Approximate Size
Large format makes a powerful statement,
offering maximum visibility and impact.
• Builds strong brand and image awareness
• Delivers high reach & frequency over an
extended period of time
• Provides continuous exposure of an
advertising message
• Long term, permanent displays create
a dominant presence in the immediate
trade area
• Opportunity for extensions and other
structural enhancements
• Sustainable, visually striking production
available in recyclable, eco-friendly
material
• Positioned on highly visible, heavy traffic
locations such as expressways, primary
arteries and major intersections
• Typically purchased 12 weeks or longer
• Purchased individually or by rating
point level
• Standard/Rotary: 14’ h x 48’ w
• Additional sizes available which vary by
location & market

MAIN IMAGE GOES HERE
Enhancing the public space, entering people’s
thoughts & conversations while out shopping,
commuting and socializing.
• High quality display showcase enhances
brand and product image
• Stimulates sales near point-of-purchase
locations
• Effective for short-term campaigns that
require rapid consumer awareness
• Maintains high visual exposure throughout
day and night using backlit illumination
• Curb side positioning for heightened
visibility amongst pedestrians as well
as motorists
• Community positioning around desirable
neighborhoods, business districts and
major retail centers
• Concentrated in densely populated areas
of a market where other out-of-home
coverage is often limited or unavailable
• Purchased in 4-week periods
• Purchased in networks or by rating point
level
• Standard: 44” w x 65” h (Live Area)
48” w x 68” h (Overall Area)
• Sizes vary by market due to unique
structural designs; please contact your
representative before producing artwork
Transit Shelters

!! Clear Channel Outdoor

APPENDIXVII

NEW!

HAND-BREADED

CHICKEN

SANDWICHES
-
Certified
Used Vehicles
Only at Your
Toyota Dealer
~ Clear Channel Outdoor

APPENDIXVII

~ Clear Channel Outdoor
Bus Shelter/Bench License RFP No. S-1301
1783849.1

ATTACHMENT “D”

ELECTRICAL REQUIREMENTS

EXHIBIT D

ELECTRICAL SERVICES

SCOPE OF WORK

1. LICENSEE shall use electrical sources other th an the traffic signal electrical service when said sources are closer to their bus shelters. Cost of installation, maintenance, and electrical service shall be at LICENSEE’S expense.

2. LICENSEE shall be permitted to use the traffic signal circuit for illumination of its advertising bus shelters if other sources are inaccessible. Licensee shall equip all bus shelters powered by the traffic signal circuit with its own photo control/photo- cell. Cost of installation and maintenance shall be at the LICENSEE’S expense.

3. When CITY’S electrical source is used. LICENSEE will place a 5 amp fuse between the shelter and CITY’S power source to prevent signal malfunctions. Fuse shell be located in traffic signal elec trical service cabinet where feasible. If infeasible, fuse splice will be permitted in pull box as approved by CITY.

4. LICENSEE will send a list of proposed shelter locations to CITY'S Traffic Engineering Division, indicating site to be energized by traffic signal electrical source.

5. CITY'S Traffic Engineering Division will tag conductors to be used based on its approved list supplied by LICENSEE. LICENSEE shall bear any costs associated with conductor identification.

6. CITY electrical permits and inspections shall be applied for by State licensed electrical contractor. LICENSEE is required to obtain City elcctrica1 permit for City inspection. All work shall be performed by a certified electrician and paid for by the LICENSEE.

7. Electrical contractor shall furnish detail ed electric schematics showing conduit, shelter, vault location and fuse location. These schematics will be sent to CITY and LICENSEE.

8. All electrical work shall conform to th e State of California, Department of Transportation. Standard Specifications latest edition . Fuses and splice connectors shall conform to installation and material standards section 86-2-095 ''Fuse Splice Connectors" of the State Standard Specifications.

9. LICENSEE shall be fully responsible for all repair and maintenance of fuses, splice connectors and associated components. Any disruption to the traffic signal electrical service resulting from the shelter lighting connection shall be immediately repaired and paid for by LICENSEE.

10. LICENSEE shall pay the CITY a flat fee of $30.00 per month per shelter energized by CITY power sources. Payments shall be paid to the CITY monthly. LICENSEE shall also furnish a list of shelters that are energized by CITY power.

Bus Shelter/Bench License RFP No. S-1301
1783849.1

ATTACHMENT “E”

EXISTING BUS SHELTER REFURBISHING PLAN

CCOA_Copy of Garden Grove Street Furniture Refurbishement Outline_2022 Line CCOA_Panel ID OCTA_ID Street One Street Two Refurbishment Plan/Location 1 7136
7137 2203 Brookhurst Bixby Paint Unit, replace roof panels, install receptacle lid and liner, repair or replace solar li
ghting system components as needed
2 3549
3550 2194 Brookhurst Chapman Paint Unit, replace roof panels, install receptacle lid and liner, install solar lighting system 3 3093
3094 2202 Brookhurst Chapman Paint Unit, replace roof panels, install receptacle lid and liner 4 4917
4918 2189 Brookhurst Garden Grove Paint Unit, polish roof panels, install receptacle lid and liner, repair or replace solar lighting s
ystem components as needed
5 3595
3596 2198 Brookhurst Katella Paint Unit, polish roof panels, install receptacle lid and liner 6 1420
1421 2204 Brookhurst Lampson Paint Unit, polish roof panels, install receptacle liner 7 7020
7021 2196 Brookhurst Orangewood Paint Unit, replace roof panels, install receptacle lid and liner 8 1418
1419 2200 Brookhurst Orangewood Paint Unit, polish roof panels, install receptacle liner 9 5148
5149 2190 Brookhurst Stanford Paint Unit, replace roof panels, install receptacle lid and liner 10 1422
1423 2186 Brookhurst Traylor Paint Unit, replace roof panels, install receptacle lid and liner 11 4921
4922 2210 Brookhurst Westminster Paint Unit, replace roof panels, install receptacle lid and liner 12 7138
7139 2209 Brookhurst Woodbury Paint Unit, polish roof panels, install receptacle lid and liner 13 1428
1429 2256 Chapman Brookhurst Paint Unit, polish roof panels, install receptacle lid and liner 14 6990
6991 2245 Chapman Buaro Paint Unit, polish roof panels, install receptacle liner 15 1426
1427 2225 Chapman Garden Promenade Paint Unit, polish roof panels, install receptacle lid and liner 16 1424
1425 2224 Chapman Gilbert Paint Unit, replace roof panels, install receptacle lid and liner 17 1430
1431 2243 Chapman Haster Paint Unit, polish roof panels, replace right front upright, repair anti-vagrant bars on bench, install rece
ptacle lid and liner
18 7002
7003 2240 Chapman Summerset Paint Unit, polish roof panels, install receptacle lid and liner 19 7004
7005 2246 Chapman West Paint Unit, replace roof panels, install receptacle liner 20 6988
6989 2219 Chapman Western Paint Unit, polish roof panels, install receptacle liner 21 4909
4910 2226 Chapman Av Brookhurst Paint Unit, replace roof panels, install receptacle lid and liner 22 3597
3598 2232 Chapman Av Euclid Paint Unit, polish roof panels, install receptacle lid and liner 23 3599
3600 2239 Chapman Av Harbor Blvd Paint Unit, replace roof panels, install recptacle lid and liner 24 3573
3574 2222 Chapman Av Magnolia Paint Unit, replace roof panels, install receptacle liner 25 4907
4908 2257 Chapman Av Von's Pav ilion Paint Unit, polish roof panels, install receptacle lid and liner 26 4911
4912 2237 Chapman Av West Paint Unit, polish roof panels, install receptacle lid and liner 27 7985
7986 2263 Chapman Av Western Av Paint Unit, polish roof panels, install receptacle and liner 28 6984
6985 2277 Euclid Acacia Paint Ad-Display only (PD/City requested shelter structure be removed due to vagrancy) 29 7018
7019 2301 Euclid Business Center Paint Unit, polish roof panels, install receptacle lid and liner 30 1432
1433 2289 Euclid Chapman Paint Unit, polish roof panels, install receptacle lid and liner 31 1434
1435 2276 Euclid Garden Grove Paint Ad-Display and bench, install receptacle lid and liner (PD/City requested shelter cover be removed due to va
grancy)
32 7110
7111 2280 Euclid Lampson Paint Unit, polish roof panels, install receptacle lid and liner 33 6996
6997 2286 Euclid Palma Vista Paint Unit, polish roof panels, install receptacle liner 34 6992
6993 2278 Euclid Stanford Paint Unit, polish roof panels, install receptacle lid and liner 35 7108
7109 2293 Euclid Stanford Paint Unit, replace roof panels, install receptacle lid and liner 36 5255
5256 2283 Euclid St Chapman Paint Unit, replace roof panels, install receptacle liner 37 3557
3558 2295 Euclid St Garden Grove Paint Unit, polish roof panels, install receptacle lid and liner 38 7182
7189 2313 Garden Grove Cannery Paint Unit, polish roof panels, install receptacle liner 39 6952
6953 2322 Garden Grove Euclid Paint Unit, polish roof panels, install receptacle lid and liner 40 7180
7181 2316 Garden Grove Galway Paint Unit, polish roof panels, install receptacle lid and liner 41 7132
7133 2355 Garden Grove Gilbert Paint Unit, polish roof panels, install receptacle lid and liner 42 1436
1437 2358 Garden Grove Magnolia Paint Unit, polish roof panels, replace right front upright, install receptacle 43 7104
7105 2351 Garden Grove Nutwood Paint Unit, polish roof panels, install receptacle lid and liner 44 1438
1439 2341 Garden Grove Palm Paint Unit, polish roof panels, install receptacle lid and liner

~ Clear Channel Outdoor
CCOA_Copy of Garden Grove Street Furniture Refurbishement Outline_2022 Line CCOA_Panel ID OCTA_ID Street One Street Two Refurbishment Plan/Location 45 3579
3580 2346 Garden Grove Blvd 9th St Paint Unit, polish roof panels, install receptacle liner 46 7609
7610 2348 Garden Grove Blvd Euclid Paint Unit, polish roof panels, install receptacle lid and liner 47 4913
4914 2342 Garden Grove Blvd Harbor Blvd Paint Unit, polish roof panels, install receptacle lid and liner 48 3587
3588 2328 Garden Grove Blvd Harbor Blvd Paint Unit, polish roof panels, repair receptacle lid and install liner 49 4919
4920 2317 Garden Grove Blvd Kerry Av Paint Unit, polish roof panels, install receptacle lid and liner, install solar lighting system 50 5164
5165 2321 Garden Grove Blvd Main Paint Unit, polish roof panels, repair receptacle lid and install liner 51 3553
3554 2349 Garden Grove Blvd Main Paint Unit, replace roof panels, install receptacle lid and liner, install solar lighting system 52 3585
3586 2350 Garden Grove Blvd Nelson Paint Unit, polish roof panels, install receptacle lid and liner 53 3577
3578 2343 Garden Grove Blvd West Paint Unit, polish roof panels, install receptacle lid and liner 54 7014
7015 2369 Harbor Flagstone Paint Unit, replace roof panels, install receptacle lid and liner 55 1446
1447 2371 Harbor Garden Grove Paint Unit, polish roof panels, install receptacle lid and liner 56 1448
1449 2370 Harbor Garden Grove Paint Unit, replace roof panels, install receptacle lid and liner 57 1444
1445 2381 Harbor Garden Grove Paint Unit, replace roof panels, install receptacle lid and liner 58 1442
1443 2372 Harbor Palm Paint Unit, polish roof panels, install receptacle lid and liner 59 1450
1451 2368 Harbor Trask Paint Unit, polish roof panels, install receptacle lid and liner, install solar lighting system 60 7012
7013 2384 Harbor Woodbury Paint Unit, polish roof panels, install receptacle lid and liner, install solar lighting system 61 1452
1453 2367 Harbor Woodbury Paint Unit, replace roof panels, install receptacle lid and liner, install solar lighting system 62 3589
3590 2380 Harbor Blvd Buaro Paint Unit, polish roof panels, install receptacle lid and liner 63 3591
3592 2379 Harbor Blvd Palm Paint Unit, polish roof panels, install receptacle lid and liner 64 1454
1455 2405 Katella Brookhurst Paint Unit, polish roof panels, install receptacle 65 7116
7117 2402 Katella Garza Paint Unit, replace roof panels, install receptacle liner, install solar lighting system 66 7114
7115 2403 Katella Gilbert Paint Unit, replace roof panels, install receptacle lid and liner 67 7183
7184 2418 Knott Belgrave Paint Unit, polish roof panels, install receptacle liner 68 7112
7113 2417 Knott Chapman Paint Unit, polish roof panels, install receptacle liner 69 7000
7001 2419 Knott Lampson Paint Unit, polish roof panels, install receptacle lid and liner 70 7172
7173 2414 K
nott Leilani Paint Unit, polish roof panels, check for solar lighting system install (tree obstruction) 71 7140
7141 2415 Knott Orangewood Paint Unit, polish roof panels, install receptacle lid and liner 72 3593
3594 2413 Knott Av Chapman Paint Unit, polish roof panels, install receptacle liner 73 7120
7121 2468 Magnolia Chapman Paint Unit, polish roof panels, install receptacle lid and liner 74 7122
7123 2470 Magnolia Lampson Paint Unit, polish roof panels, install receptacle lid and liner 75 7028
7029 2489 Valley View Bellgrave Paint Unit, polish roof panels, install receptacle liner 76 3543
3544 2487 Valley View Cerulean Paint Unit, polish roof panels, install receptacle liner 77 3547
3548 2496 Valley View Cerulean Paint Unit, polish roof panels, install receptacle liner 78 4903
4904 2492 Valley View Chapman Paint Unit, polish roof panels, install receptacle lid and liner 79 5162
5163 2490 Valley View Chapman Paint Unit, polish roof panels, install receptacle liner, install solar lighting system 80 7134
7135 2488 Valley View Lampson Paint Unit, polish roof panels, install receptacle liner 81 1462
1463 2495 Valley View Lampson Paint Unit, polish roof panels, install receptacle lid and liner 82 1464
1465 2486 Valley View Tiffany Paint Unit, polish roof panels, install receptacle lid and liner 83 1466
1467 2535 Wesminister Harbor Paint Unit, polish roof panels, install receptacle lid and liner 84 7130
7131 2549 Westminster Bushard Paint Unit, polish roof panels, install receptacle lid and liner 85 7010
7011 2545 Westminster Dawson Paint Unit, polish roof panels, install receptacle lid and liner, check for solar lighting system install
(tree obstruction)
86 7178
7179 2522 Westminster Kerry Paint Unit, replace roof panels, install receptacle lid and liner, install solar lighting system 87 3583
3584 2523 Westminster Av Brookhurst Paint Unit, polish roof panels, install receptacle lid and linerPage 2

~ Clear Channel Outdoor
CCOA_Copy of Garden Grove Street Furniture Refurbishement Outline_2022 Ad-Display

RR - PNL POLISH PNL REPAIR COVER UPRIGHTS BENCH
22 63 2 1

NO INFRA PED-

DMG/REM PED-INSP REQ PED-NO

METER PED-OK PNL
MTR-OK
50 0 0 1 7 4

PVT SUP-

INSP REQ

SOLAR-INSP

REQ STL-INSP REQ STL-NP STL-OK INST
SOLA
R
12 3 2 4 4 9

LID/LINER

REQ LINER REQ NA OK REC-REQ
60 23 1 1 2
Summary
Replace 2 Receptacles
StructuralRoof
Illumination
Receptacle(s)
Replace 60 Lids
Replace 83 Receptacle Liners
Replace 22 (66 panels) Roofs; 3 sets for unaccounted issues Polish 63 Roofs
Replace 2 Uprights
Repair 1 bench
Install 9 solar lighting systems, check for feasibility of installing 2 systems

7/25/23, 11:23 AM ~ (2314×1671)
https://zimbra.ggcity.org/service/home/~/?auth=co&loc=en_US&id=254449&part=2 1/1

ANNUAL GARDEN GROVE

STRAWBERRY FESTIVAL

MEMORIAL DAY WEEKEND
MAY 26-29, 2023
fRI IPMTOI0PM . SAT&SUN10AMTO10PM . MON 10A.MTO9PM
Agenda Item - 3.g.

City of Garden Grove

INTER-DEPARTMENT MEMORANDUM
To: Lisa L. Kim From: Niki Wetzel
Dept.: City Manager Dept.: Community Development
Subject: Approval of Amendment No.
2 of the agreement with
4LEAF, Inc., for on-call
building contractual services.
(Cost: $28,000) ( Action
Item)
Date: 9/12/2023

OBJECTIVE
For City Council to approve Amendment No. 2 with 4LEAF, Inc. for providing on-call building contractual and related services on an “as-needed” basis.

BACKGROUND
The Community Development Department (Building & Safety Division) has seen a significant increase in volume and expedited timelines, specifically related to the surge in Accessory Dwelling Unit (ADU) applications, as well as other high-profile development projects, which exceed what can be provided by current in-house staff.

In the past year, the City faced emergency situations requiring immediate action relating to the inspection backlog. To mitigate emergency circumstances and respond quickly and effectively during peak demand for the Building & Safety Division, the City utilized third-party services to supplement in-house staff, temporary vacancies, and pending staffing recruitments on an “as-needed” basis.

4LEAF, Inc. is one of the third-party services the City contracted with for “on-call” services. The firm had qualified contract inspectors available immediately to assist the City with their inspection needs and to continue the expected level of customer service.

DISCUSSION
The initial contract amount with 4LEAF, Inc. was set for $49,000, approved on January 27, 2023. Based on the rates requested during emergency service situations, and the ongoing needs for building inspections during Fiscal Year 2022-2023, a result of additional expenditures in the amount of $28,000 necessitates a contract

I
amendment to increase the overall contract amount to $77,000.

FINANCIAL IMPACT
There is no additional appropriation needed to approve this on-call service contract.

The amount will be paid from the existing Fiscal Year 2022-23 Community Development operating budget, to cover outstanding billing for services rendered through June 30, 2023.

RECOMMENDATION
It is recommended that the City Council:

Approve Amendment No. 2 for on-call Building Contractual Services with 4LEAF, Inc. for a total amount of $28,000; and

Authorize the City Manager, or her designee, to execute Amendment No. 2, and make minor modifications as appropriate thereto, on behalf of the City.

By: Alana R. Cheng, Administrative Officer

ATTACHMENTS:

Description Upload Date Type File Name
Amendment No. 2 9/6/2023 Agreement Amendment_No._2._4LEAF__INC._ac_edit._9.6.23.doc

•
•

1 CITY OF GARDEN GROVE

AMENDMENT NO. 2

This Amendment No. 2 is made and entered into this _______ of _______, 2023, by and between the CITY OF GARDEN GROVE, hereinafter referred to as "CITY", and 4LEAF, Inc. hereinafter referred to as "CONTRACTOR".

WHEREAS, CONTRACTOR an d CITY entered into Contract No. P231699, dated January 27, 2023 for On-Call Contractual Services, as needed (the “ Existing Contract”).

WHEREAS, CONTRACTOR and CITY desire to amend the Existing Contract as provided herein.

Now, therefore, it is mutually agreed, by and between the parties as follows:

Section 3.1., COMPENSATION – is hereby amended as follows:

The contract price is hereby increased by $28,000.00, from Forty Nine Thousand Dollars ($49,000) to a total not to exceed compensation amount of Seventy Seven Thousand Dollars ($77,000) to cover increased services requested by CITY.

Except as expressly amended by this Amendment No. 2, all provisions of the existing Agreement shall remain in full force and effect as originally executed.

[SIGNATURE PAGE FOLLOWS]

2 IN WITNESS WHEREOF, the parties have caused this Amendment No. 2 to the Existing Agreement to be executed by their respective officers duly authorized on the date written above.

Date: _____________ "CITY"

CITY OF GARDEN GROVE

By: ____________________________
City Manager
ATTESTED:

____________________________
City Clerk

Date: _______________________
"CONTRACTOR"
4 LEAF, INC

By: ______________________________

Name: ___________________________

Title: ____________________________

Date: ____________________________

If CONTRACTOR is a corporation, a
Corporate Resolution and/or
Corporate Seal are required. If a
partnership, Statement of
Partnership must be submitted to
CITY.

APPROVED AS TO FORM:

____________________________
Garden Grove City Attorney

________________________
Date

Agenda Item - 3.h.

City of Garden Grove

INTER-DEPARTMENT MEMORANDUM
To: Lisa Kim From: John Montanchez
Dept.: City Manager Dept.: Community Services
Subject: Approval of an Agreement
with the Children and
Families Commission of
Orange County for First 5
Orange County Program.
(Grant Amount: $240,000)
(Action Item)
Date: 9/12/2023

OBJECTIVE
To request that the City Council approve an Agreement with the Children and Families Commission of Orange County (Commission) to receive First 5 Program grant funding for the Engaged Neighborhoods Initiative, including a sub-contract with the Boys and Girls Clubs of Garden Grove to provide direct services.

BACKGROUND
In January 2021, the City Council approved an agreement between the City and the Commission, to receive grant funding for the the Engaged Neighborhoods initiative.

For the past 2 1/2 years, the Magnolia Park Family Resource Center (MPFRC) and the Buena Clinton Youth and Family Center (BCYFC) have developed and implemented strategies to improve its early childhood development strategies for children ages 0- 5, with focus on the at-risk population served by the MPFRC and BCYFC. Data for these communities has been collected to better understand the service gaps and assets available to support early childhood learning.

DISCUSSION
The attached Agreement with the Commission will provide grant funding in the amount of $240,000 from September 1, 2023 through June 30, 2026. Funding will be used to continue the development of the Engaged Neighborhoods initiative at the MPFRC and BCYFC to fund programs, resources and support engaged communities for children ages 0-5. Attached to the Agreement is Exhibit A: Project Summary that outlines all services to be rendered and the project budget, which indicates that the City of Garden Grove will subcontract with the Boys and Girls Clubs of Garden Grove to provide direct services. The services to be provided by the Boys and Girls

Clubs of Garden Grove are described in Attachment 3 to Exhibit B of the Agreement.

FINANCIAL IMPACT
There will be no financial impact to the City's General Fund. The Commission will provide the City with grant funding in the amount of $240,000 from September 1, 2023, through June 30, 2026; with a total of $75,000 available from September 1, 2023 through June 30, 2024, a total of $80,000 available for fiscal year 2024-25, and a total of $85,000 available for fiscal year 2025-26. As indicated in Exhibit B of the Commission Agreement, a portion of the funding is set aside for the services to be provided by the Boys and Girls Clubs of Garden Grove under a sub-recipient agreement with the City.

RECOMMENDATION
It is recommended that the City Council:

Approve the attached Agreement with the Children and Families Commission of Orange County to receive grant funding for the First 5 Program Engaged Neighborhoods initiative;
If approved, authorize the City Manager to prepare a Sub-recipient Agreement between the City and the Boys and Girls Clubs of Garden Grove; and Authorize the City Manager to sign the Agreement with the Children and Families Commission of Orange County and the Sub-recipient Agreement with the Boys and Girls Clubs of Garden Grove, on behalf of the City, including making any minor modifications during the contract period for the operation and implementation of the contract services.

By: Janet Pelayo
Community Services Deputy Director
ATTACHMENTS:

Description Upload Date Type File Name
Children and Families
Commission of
Orange County
9/6/2023 Agreement Children_and_Families_Commission_of_OC__FCI- EN-09_FINAL.pdf

•
•
•

Children and Families Commission of Orange County
City of Garden Grove, FCI-EN-09
AGREEMENT FCI-EN-09

BY AND BETWEEN

CHILDREN AND FAMILIES COMMISSION OF ORANGE COUNTY
AND

CITY OF GARDEN GROVE,
A California municipal corporation

FOR THE PROVISION OF SERVICES
This AGREEMENT (“Agreement”) entered into as of the 1st day of September, 2023(“Date of Agreement”) is by and between the CHILDREN AND FAMILIES COMMISSION OF ORANGE COUNTY , a public body and legal public entity (“COMMISSION”) and CITY OF GARDEN GROVE, a California municipal corporation (“CONTRACTOR”). This Agreement shall be administered by the President/CEO of COMMISSION or his or her authorized designee (“ADMINISTRATOR”).

RECITALS

1. In order to facilitate the creation and implement ation of an integrated, comprehensive, and collaborative system of information and services to enhance optimal early childhood development, the legislature adopted legislation set forth in the California Children and Families Act of 1998, Health and Safety Code Section 130100, et seq. (as amended, the “Act”), implementing the Children and Families First Initiative passed by the California electorate in November of 1998, establishing the California Children and Families Commission and providing for establishment in each county of Children and Families Commissions, including COMMISSION.

2. COMMISSION adopted its Strategic Plan to define how funds authorized under the Act should best be used to meet the critical needs of Orange County’s children prenatal through age five as codified in the Act, which plan has been amended and after the Date of Agreement may be further amended, updated, or revised (“Strategic Plan”).

3. CONTRACTOR is a California municipal corporation organized and existing under the laws of the State of California, and its powers include without limitation, provision of services to and activities for the benefit of Orange County’s children through age five.

4. On June 7, 2023, COMMISSION took action and approved funding for this agreement.

5. COMMISSION desires to contract with CONTRACTOR to provide services, carry out certain performance obligations, and achieve certain outcomes, while promoting the purposes of the Act and the Strategic Plan on the terms and conditions set forth in this Agreement and the Project Summary, Exhibit A; Work Plan, Exhibit A-1; and Project Budget, Exhibit B (together, “Services”).

6. As and if applicable, COMMISSION and CONTRACTOR desire to enter into a matching fund program opportunities with the California Children and Families Commission (“First 5 California”) and other matching fund opportunities as may become available.

Children and Families Commission of Orange County
City of Garden Grove, FCI-EN-09

7. CONTRACTOR desires to provide the services in furtherance of the purposes of the Act and the Strategic Plan on the terms and conditions set forth in this Agreement.

NOW, based on the Recitals, which are a substantive part of this Agreement, and agreed mutual consideration, COMMISSION and CONTRACTOR agree as follows:

1. TERM OF AGREEMENT. The term of this Agreement shall commence on September 1, 2023 and terminate on June 30, 2026, unless earlier terminated pursuant to the provisions of Paragraph 23 of this Agreement. CONTRACT OR and ADMINISTRATOR may mutually agree in writing to extend the term of this Agreement, provided that COMMISSION’s Maximum Payment Obligation in this Agreement does not increase as a result.

2. ALTERATION OF TERMS. This Agreement, together with and including any Exhibits fully express all understanding of the parties with respect to the subject matter of this Agreement, and shall constitute the total Agreement between the parties, except as otherwise expressly provided in this Paragraph 2 and in Subparagraph 8.5. No amendment, addition to, or alteration of, the terms of this Agreement, whether written or oral, shall be valid unless the amendment is made in writing and formally approved and executed by both parties, except as provided in this Paragraph 2 or Subparagraph 8.5 in this Agreement.

2.1 CONTRACTOR work plans, budgets, and scop es of services will be subject to an annual review to determine consistency with the COMMISSION's strategic direction. Changes to the work plan, budgets, and scopes of services may be proposed by ADMINISTRATOR to bring the Agreement scope into better alignment with the COMMISSION's evolving strategic direction. These changes may include, but are not limited to, reprioritization of the targeted service population, redirection of resources to provide more intens ive services, and increased focus on sustainability strategies. If CONTRACTOR is unable to redirect its program to be consistent with this direction, COMMISSION may reduce funding provided in successi ve years of this agreement. All changes proposed pursuant to this Subparagraph 2.1 shall not be effective unless and until mutually agreed by the parties in writing.

2.2 Administrator Modification Authority. Notwithstanding anything to the contrary, provided any modifications do not alter the overall goals and basic purpose of the Agreement and do not increase COMMISSION’s Maximum Payment Ob ligation during the term of the Agreement, ADMINISTRATOR has the aut hority to, with the agreement of CONTRACTOR, make modification(s) to the activities, tasks, deliverables, and performance timeframes specified in the Project Summary as set forth in the Scope of Work, Exhibit A; the Work Plan, Exhibit A-1; the funding allocation between and among the line items and the “Funds Due” period(s) budgeted in the Project Budget, Exhibit B; the Payment interval; the percentage of Initial Payment(s); the percentage of Retention Amount(s); and the timing of the Retenti on Amount(s) withheld as described in this Agreement.

3. STATUS OF CONTRACTOR. CONTRACTOR is and shall at all times be deemed to be an independent CONTRACTOR and shall be wholly responsible for the manner in which it performs the Services required of it by the terms of this Agreement. As a condition to commencing performance of any Services for this Agreement and to be eligible for any compensation for services rendered for this Agreement, CONTRACTOR shall execute an Acknowledgment of Independent Contractor Status, Exhibit C, attached hereto and fully incorporated by this reference. Nothing in this Agreement shall be construed as creating the relationship of employer and employee or principal and agent between

Children and Families Commission of Orange County
City of Garden Grove, FCI-EN-09
COMMISSION and CONTRACTOR or any of CONTRACTOR’s agents or employees.

CONTRACTOR knowingly, voluntarily, and expressly assumes exclusively the responsibility for the acts of its employees or agents as they relate to the Services to be provided during the course and scope of their employment, whether the employee(s) are compensated through funds received by CONTRACTOR through this Agreement or otherwise related directly or indirectly to the performance of Services under this Agreement. CONTRACTOR, its elected or appointed officials, officers, agents, employees, and Subcontractors shall not, in any re spect whatsoever, be entitled to any rights or privileges of COMMISSION employees and shall not be considered in any manner to be COMMISSION employees. COMMISSION shall neither have nor exercise any control or direction over the methods by which CONTRACTOR shall perform its obligations under this Agreement.

COMMISSION shall not be responsible or liable for the acts or failure to act, whether intentional or negligent, of any employee, agent, or volunt eer of CONTRACTOR. CONTRACTOR shall pay all wages, salaries, and other amounts due its employees in connection with this Agreement and shall be responsible for all reports and obligations respec ting them, such as social security, income tax withholding, unemployment compensation, workers' compensation, and similar matters.

CONTRACTOR shall indemnify and hold harmless COMMISSION and the County of Orange (“County”) from any liability, damages, costs, and expenses of any nature arising from alleged violations of personnel practices and employment laws.

3.1 COMMISSION as Independent Entity . Notwithstanding other provisions in this Agreement, such as insurance and indemnity provisions protecting COMMISSION and the County of Orange, CONTRACTOR acknowledges that pursuant to the Act, specifically Health & Safety Code Section 130140.1(a)(1), COMMISSION is a legal public entity separate from the County of Orange with independent powers and that in no event will CONTRACTOR look to the County of Orange for performance or indemnity under this Agreement, and CONTRACTOR expressly waives any rights it may have against the County of Orange in any way related to this Agreement. With respect to the provisions of this Section 3.1 CONTRACTOR agr ees all rights under Section 1542 of the California Civil Code and any similar law of any state or territory of the United States are expressly waived.

Section 1542 reads as follows:

CIVIL CODE SECTION 1542. GENERAL RELEASE; EXTENT. A

GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE

CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO

EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE

RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE

MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE
DEBTOR OR RELEASED PARTY.

4. CONTRACTOR DELEGATION AND ASSIGNMENT . Neither this Agreement nor any interest herein nor claim hereunder may be assigned by CONTRACTOR either voluntarily or by operation of law, nor may all or any part of this Agreement be subcontracted by CONTRACTOR, without the prior written consent of ADMINISTRATOR. Consent by COMM ISSION shall not be deemed to relieve CONTRACTOR of its obligations to comply fully with all terms and conditions of this Agreement.

5. SUBCONTRACTS. Except to the extent expressly provided for in the Project Summary, Exhibit A, or as approved by ADMINISTRATOR, CONTRACTOR shall not enter into a subcontract, consulting agreement, or an agreement for professional services (each and all referred to as “Subcontract”) for the provision of services or performance of tasks included within the scope of the

Children and Families Commission of Orange County
City of Garden Grove, FCI-EN-09
Services required by this Agreement without th e prior written consent of ADMINISTRATOR. Any Subcontracts approved by ADMINISTRATOR shall not alter in any way any legal responsibility or performance obligation of CONTRACTOR to COMMISSION to perform or cause performance of the Services required under this Agreement. ADMINISTRATOR may require CONTRACTOR to submit a true copy of any permitted Subcontract. All records related to each Subcontract, if any, are subject to examination and audit by ADMINISTRATOR or his or her designee and must be retained for a period of (i) three (3) years after the date of final disbursement of funds under this Agreement, or (ii) three (3) years after any pending audit is completed, whichever occurs later.

5.1 Minimum Subcontract Terms. Each permitted Subcontract, including all terms and provisions shall be independently negotiated between CONTRACTOR and its Subcontractor. Each Subcontract shall include provisions that meet or exceed the following requirements: (i) any specific requirements set forth in the Project Summary, Exhibit A; (ii) a clear and complete description of the nature, extent, and tasks of the work to be performed by the Subcontractor and the relation of the work to the Services required under this Agreement; (iii) identification of the personnel by classification, and, if available by name, who will work or provide services to CONTRACTOR under the Subcontract, including a description of the minimum qualifications, education, experience, and any required licensing for each classification of personnel and number of hours described in relation to full time equivalent (e.g., 1.0 FTE or 0.5 FTE); (iv) a compensation schedule, including hourly rates or fees for each classification of personnel and a maximum payment obligation under the Subcontract, which total amount shall in no event exceed the amounts set forth in the Project Budget, Exhibit B; (v) insurance and indemnification comparable to the requirements and provisions set forth in this Agreement, which insurance shall protect CONTRACTOR, COMMISSION, and the County of Orange from any Claims and other liabilities that arise out of the Subcont ract and performance of Subcontractor under the Subcontract; (vi) the term of Subcontract, which term shall not exceed the term of this Agreement; (vii) obligation to maintain and retain accurate and complete client and financial records, which recordkeeping shall be fully compliant with applicable laws and regulations and obligation to maintain records related to work and services provided under the Subcontract shall be maintained for the same retention period referenced in Paragraph 5 above, (viii) remedies and termination provisions which may be available to CONTRACTOR in the event Subcontractor fails to perform under the Subcontract; (ix) compliance with laws and regulations applicable to CONTRACTOR, as a public entity, entering into contracts, including without limitation that any subcontract is duly authorized, approved, and executed and in compliance with notice and bidding and contracting requirements, if any, and prevailing wage laws, if applicable, pursuant to applicable laws and regulations; and (x) any and all other requirements expressly provided in this Agreement.

6. GENERAL INDEMNIFICATION.

CONTRACTOR agrees to and shall indemnify, defend with counsel approved in writing by COMMISSION, hold harmless COMMISSION, its Commissioners, the County of Orange, and their respective officers, agents, and employees from and against all liability, claims, losses, demands, injuries to or death of any person or persons, or damages to property, including but not limited to property of Commissioners, officers, employees, or agents of COMMISSION or the County of Orange (together, “Claims”), including defense costs, resulting from court action or in any manner arising out of, pertaining to, related to, or incident to any intentional, malicious, negligent acts, inactions, errors, or omissions of CONTRACTOR, its officers, employees, agents, or Subcontractors in the performance of this Agreement.

Children and Families Commission of Orange County
City of Garden Grove, FCI-EN-09

6.1 No elected official, no public official, no Commissioner, no officer, no committee member, no employee, and no agent of COMMISSION or the County of Orange shall be personally liable to CONTRACTOR, any successor in interest, or to any Subcontractor in the event of any default or breach by COMMISSION or for any amount that may become due to CONTRACTOR or to its successor or Subcontractor or for breach of any obligation of the terms of this Agreement.

7. INSURANCE. Without limiting CONTRACTOR’s liability for indemnification of COMMISSION as set forth in Paragraph 6 above, CONTRACTOR shall obtain and maintain, in effect, during the term of this Agreement, certain minimum coverage of insurance through any or all of the following types of insurance, as further described, and as applicable, in Subparagraphs 7.1, 7.2, and

7.3 below: (a) self-insurance through the State or as otherwise approved by ADMINISTRATOR or his or her Risk Management designee; (b) insurance via a pooled or joint powers insurance authority; or (c) insurance policies secured from insurance companies that are admitted in California and rated A-:VIII or better or FPR Ratings of 9 through 7 an d have a Financial Size Category (FSC) of VIII or better according to the current Best’s Key Rating Guide/Property-Casualty/United States, ambest.com, or from an insurance company of equal financia l stability as approved by ADMINISTRATOR or his or her Risk Management designee. Evidence of required insurance coverages obtained under (a), (b), or (c) in this Paragraph 7 shall be submitted to ADMINISTRATOR prior to and as a condition precedent to commencement of any Services or pr oceeding with any work under this Agreement.

Submittal and approval of insurance coverage, including self-insurance or pooled coverage, shall neither relieve nor decrease the liability of CONTRACTOR.

7.1 Certificate of Self-Insurance Coverage. In lieu of maintaining insurance coverage by separate insurance policies secured through third party insurance companies as described in Paragraph 7 above and Subparagraph 7.3 below, CONTRACTOR may be self-insured with respect to the minimum amounts and types of required insurance coverage under this Agreement.

7.1.1 Certificate of Self-Insurance . A certificate signed by a duly authorized officer or member of CONTRACTOR shall be submitted to ADMINISTRATOR evidencing self-insurance prior to and as a condition precedent to commencement of Services or proceeding with any work under this Agreement. Further, during the term of this Agreement ADMINISTRATOR may, in his or her reasonable discretion, request reconfirmation of CONTRACTOR’s status as self-insured for the required coverage. The self-insurance certificate(s) shall verify that on behalf of city of Garden Grove, CONTRACTOR has and maintains self-insurance in the following categories and amounts of coverage, including the amounts and companies, if any, that may provide any secondary or additional level of coverage. Further the certification shall state that the self-insurance is intended to cover as additional insureds (or the equivalent of being an additional insured) COMMISSION, its Commissioners, the County of Orange, the members of COMMISSION, the Board of Supervisors of the County of Orange, and their respective officers, agents, and employees, individually and collectively, and that the self-insurance shall apply as primary insurance and that other insurance maintained by COMMISSION or the County of Orange (whether through insurance policies, self- insurance, or pooled/joint powers coverage) shall be excess only and not contributing with insurance provided under the self-insurance. In the event CONTRACTOR elects to no longer self-insure under any of the required types of coverage in this Subparagraph 7.1, then CONTRACTOR shall provide to ADMINISTRATOR not less than thirty (30) days prior written notice of the cancellation or change in coverage. In this event, CONTRACTOR shall obtain and maintain insurance coverages pursuant to Subparagraphs 7.2 or 7.3 below.

Children and Families Commission of Orange County
City of Garden Grove, FCI-EN-09

7.1.2 Types of Self-Insurance Coverage . CONTRACTOR shall evidence it is self-insured through the State or as otherwis e approved by ADMINISTRATOR or his or her Risk Management designee in his or her sole discretion for the following required coverage:
(a) Comprehensive General Liability coverage for bodily injury (including death) and property damage equivalent to not less than One Million Dollars ($1,000,000) combined single limit (CSL) per occurrence and not less than Two Million Dollars ($2,000,000) annual aggregate, including self-insurance covering premises and operations, products/completed operations, contractual liability, and personal injury liability.
(b) Comprehensive Automobile Liability coverage for bodily injury (including death) and property damage equivalent to not less than One Million Dollars ($l,000,000) combined single limit per occurrence applicable to all owned, non-owned, and hired vehicles/watercraft, with not less than One Million Dollars ($1,000,000) annual aggregate. (c) Workers’ Compensation coverage shall be maintained for workers’ compensation risk claims in amounts equivalent to coverage required by the State of California, applicable statutory requirements, and including the equivalent of a broad form all-states endorsement and waiver of subrogation.
(d) Employers’ Liability coverage for all employees engaged in Services or operations under this Agreement equivalent to not less than One Million Dollars ($1,000,000) per occurrence.
(e) Professional Liability. If the Project Summary, Exhibit A, includes or requires staffing or Services by a licensed prof essional, such as physician, dentist, pharmacist, registered nurse, psychologist, engineer, architect, etc., then coverage for professional liability/errors and omissions is required equivalent to not less than One Million Dollars ($1,000,000) per claims made or per occurrence and One Million Dollars ($1,000,000) annual aggregate. If CONTRACTOR’s professional liability policy is a “claims made” policy, CONTRACTOR shall agree to maintain professional liability coverage for two (2) years following the termination of this Agreement. (f) Sexual Misconduct Liability. If the Project Summary, Exhibit A, includes services which require custody, transportation or unsupervised contact by CONTRACTOR , or any Subcontractor, with recipients of services under this Agreement, then insurance policies and coverage for Sexual Misconduct Liability is required in an amount not less than One Million Dollars ($1,000,000) per occurrence and One Million Dollars ($1,000,000) annual aggregate.

7.2 Pooled and/or Joint Powers Insurance Coverage . CONTRACTOR may provide insurance coverage through membership and participation in a pooled insurance cooperative or joint powers insurance authority, or both, with respect to the minimum amounts and types of required insurance coverage under this Agreement.

7.2.1 Certificate of Pooled/J oint Powers Insurance. A certificate signed by an authorized officer or member of CONTRACTOR and by an authorized officer of the pooled and/or joint powers insurance authority shall be sub mitted to ADMINISTRATOR evidencing membership and participation in pooled or joint powers insurance prior to and as a condition precedent to commencement of Services or proceeding with any work under this Agreement. Further, during the term of this Agreement ADMINISTRATOR may in his or her reasonable discretion request

Children and Families Commission of Orange County
City of Garden Grove, FCI-EN-09
reconfirmation of CONTRACTOR’s status as a member in good standing and participant in pooled and/or joint powers insurance for the required coverage. The certificate shall verify that on behalf of city of Garden Grove, CONTRACTOR has and maintains insurance in the categories and amounts of coverage described for self-insurance above in Subparagraph 7.1, including the amounts and companies, if any, that may provide any secondary or additional level of coverage. Further the certificate shall state that the pooled or joint pow ers insurance is intended to cover as additional insureds (or the equivalent of being an additi onal insured) COMMISSION, its Commissioners, the County of Orange, the members of COMMISSION, the Board of Supervisors of the County of Orange, and their respective officers, agents, and employees, individually and collectively, and that the pooled and/or joint powers insurance shall apply as primary insurance and other insurance maintained by COMMISSION or the County of Orange (whether th rough insurance policies, self-insurance, or pooled/joint powers coverage) shall be excess only and not contributing with insurance provided under the pooled or joint powers insurance. Pooled or joint powers insurance provided under this Subparagraph 7.2 shall not be canceled or changed so as to no longer meet the specified COMMISSION or County insurance requirements without thirty (30) days prior written notice of the cancellation or change being delivered to ADMINISTRATOR.

7.3 Insurance Policies through Independent Insurance Companies . CONTRACTOR may obtain and maintain insurance policies for the required coverage under this Agreement.

7.3.1 Evidence of Coverage. Prior to commencement of any Services or proceeding with any work under this Agreement, CONTRACTOR shall provide on an insurance industry approved form a Certificate of Insurance (COI) certifying that coverage as required in this Subparagraph 7.3 has been obtained and remains in force for the period required by this Agreement. In addition, a certified copy of the policy or policies shall be provided by CONTRACTOR upon request of ADMINISTRATOR at the address specified in Paragraph 22. Each policy shall meet the following requirements:
(a) Required Coverage Forms
(i) Commercial General Liability coverage shall be written on Insurance Services Office (ISO) form CG 00 01, or a substitute form providing liability coverage at least as broad.
(ii) Business Auto Liability coverage shall be written on ISO form CA 00 01, CA 00 05, CA 0012, CA 00 20, or a substitute form providing coverage at least as broad. (b) Required Endorsements. Commercial General Liability policy shall contain the following endorsements, which shall accompany the Certificate of Insurance:
(i) An Additional Insured endorsement using ISO form CG 2010 or CG 2033 or a form at least as broad naming the COMMISSION, the County of Orange, and their elected and appointed officials, officers, employees, agents as Additional Insureds. (ii) A primary non-contributing endorsement evidencing that CONTRACTOR’s insurance is primary and any in surance or self-insurance maintained by the COMMISSION and the County of Orange shall be excess and non-contributing.

Children and Families Commission of Orange County
City of Garden Grove, FCI-EN-09
(c) Notice of Cancellation or Change of Coverage Endorsement. Each policy shall include an endorsement evidencing that the policy shall not be canceled or changed so as to no longer meet the specified COMMISSION or County insurance requirements without thirty (30) days prior written notice of the cancellation or ch ange being delivered to ADMINISTRATOR at the address shown on the COI; or, ten (10) days’ notice for non-payment of premium. This shall be evidenced by policy provisions or an endorsement separate from the COI. (d) Separation Clause Endorsement . Each policy shall include an endorsement evidencing that the policy provides coverage separately to each insured who is seeking coverage or against whom a Claim is made or a su it is brought, except with respect to the company’s limit of liability (standard in the ISO CG 0001 policy). (e) Termination of Insurance. If insurance is terminated for any reason, CONTRACTOR agrees to purchase an extended reporting provision of at least two (2) years to report Claims arising from work performed, or any action or any inaction in connection with this Agreement. (f) Qualifying Insurers . All coverages shall be issued by qualified insurance companies meeting the criteria described in Paragraph 7 above. (g) Deductible Amounts in Standard Policy . COMMISSION acknowledges that a deductible amount on a policy of insurance is acceptable, but only as approved in writing in the sole discretion of ADMINISTRATOR or his or her Risk Management designee; provided no approved deductible shall in any way limit liabilities assumed by CONTRACTOR under this Agreement, including:
(i) Any policy deductible or self-insured retention on any insurance policy (except auto) which exceeds $25,000. Such policy requires prior written approval of ADMINISTRATOR or his or her Risk Management designee.
(ii) Any policy deductible or self-insured retention on automobile liability over $5,000. Such policy requires prior written approval of ADMINISTRATOR or his/her Risk Management designee.
(iii) All self-insured retentions or deductibles shall be clearly stated on the COI. If no self-insured retentions or deductibles apply, indicate this on the COI. (h) Subcontractor Insurance Requirements. Should any of the Services under this Agreement be provided by a Subcontract, CONTRACTOR shall require each Subcontractor of any tier to provide the coverages mentioned in this Paragraph 7, or CONTRACTOR may insure any Subcontractor under its own policies.
(i) Occurrence Versus Claims Made Coverage . It is the intent of COMMISSION to secure “occurrence” rather than “cl aims made” coverage whenever possible. If coverage is written on a “claims made” basis, the COI shall clearly so state. In addition to coverage requirements above, each policy shall provide that:
(i) Policy retroactive date coincides with or precedes
CONTRACTOR’s start of work (including subs equent policies purchased as renewals or replacements).

Children and Families Commission of Orange County
City of Garden Grove, FCI-EN-09
(ii) CONTRACTOR will make every effort to maintain similar insurance during the required extended period of coverage following completion of services, including the requirement of adding all additional insureds.
(iii) Policy allows for reporting of circumstances or incidents that might give rise to future claims.

7.3.2 Types of Insurance Policies/Coverages . If CONTRACTOR provides insurance through a policy or policies, then the following types and coverages are required. (a) Comprehensive General Liability Insurance. Comprehensive General Liability Insurance for bodily injury, including death and property damage which provides not less than One Million Dollars ($1,000,000) combined single limit (CSL) per occurrence and not less than Two Million Dollars ($2,000,000) annual aggregate. (i) The coverage shall include:
(A) Premises and Operations.

1. Products/Completed Operations with limits of One
Million Dollars ($1,000,000) per occurrence and One
Million Dollars ($1,000,000) annual aggregate to be
maintained for two (2) years following the end of the
term of this Agreement.

2. Contractual Liability expressly including liability
assumed under this agreement, except such
requirement does not apply to service contracts.

3. Personal Injury Liability.

4. Comprehensive Automobile Liability Insurance .

Comprehensive Automobile Liability Insurance for
bodily injury, including death, and property damage
which provides total limits of not less than One Million Dollars ($1,000,000) CSL per occurrence and One
Million Dollars ($1,000,000) annual aggregate
applicable to all owned, non-owned and hired
vehicles/watercraft,
(b) Workers’ Compensation Insurance . Workers’ Compensation Insurance shall be maintained. Statutory California Workers’ Compensation coverage shall include a broad form all-states endorsement and waiver of subrogation. (c) Employers’ Liability Coverage. Employers’ Liability Coverage of not less than One Million Dollars ($1,000,000) per occurrence for all employees engaged in Services or operations under this Agreement.

Children and Families Commission of Orange County
City of Garden Grove, FCI-EN-09
(d) Professional Liability. If the Project Summary, Exhibit A, includes or requires staffing or services by a licensed professional, such as physician, dentist, pharmacist, registered nurse, psychologist, accountant, engineer, architect, etc., then insurance policy(ies) and coverage for professional liability/errors and omissions is required in an amount not less than One Million Dollars ($1,000,000) per claims made or per occurrence and One Million Dollars ($1,000,000) aggregate. If CONTRACTOR’s professional liability policy is a “claims made” policy, CONTRACTOR shall agree to maintain professional liability coverage for two (2) years following the termination of this Agreement.
(e) Sexual Misconduct Liability. If the Project Summary, Exhibit A, includes services which require custody, transportation or unsupervised contact by CONTRACTOR , or any Subcontractor, with recipients of services under the Agreement, then insurance policies and coverage for Sexual Misconduct Liability is required in an amount not less than One Million Dollars ($1,000,000) per occurrence and One Million Dollars ($1,000,000) annual aggregate.

7.4 Change in Coverage.

COMMISSION expressly retains the right to require CONTRACTOR to increase or decrease insurance of any of the above insurance types throughout the term of this Agreement. Any increase or decrease in insurance will be as deemed by ADMINISTRATOR or his or her Risk Management designee as appropriate to adequately prot ect COMMISSION. COMMISSION shall notify CONTRACTOR in writing of changes in the insurance requirements. If CONTRACTOR does not provide copies of acceptable COIs and endorsements incorporating such changes within thirty (30) days of receipt of such notice, COMMISSION may terminate this Agreement by written notice to CONTRACTOR.

7.5 Duration of Insurance. CONTRACTOR shall maintain all coverage and insurance for the entire term and for any extended period agreed upon within this Agreement.

7.6 Maintain Records of Insurance Coverage. CONTRACTOR shall maintain records regarding all coverage and insurance for the term of this Agreement and for any extended period agreed upon within this Agreement.

7.7 Withhold Payment for Lack of Required Coverage. COMMISSION reserves the right to withhold payments to CONTRACTOR in the event of material noncompliance with the applicable insurance requirements outlined in this Paragraph 7.

7.8 Remedies for Failure to Provide or Maintain Required Insurance or Endorsements. In addition to any other remedies COMMISSION may have if CONTRACTOR (or any Subcontractor) fails to provide or maintain any insurance required by this Paragraph 7 to the extent and within the time required by this Agreement, COMMISSION may, at its sole option:
(a) Obtain the insurance and deduct and retain the amount of the premiums for the insurance from any monies due under this Agreement.
(b) Order CONTRACTOR and any Subcontractor to cease performance of the Services and withhold any payment(s) which beco me due to CONTRACTOR or any Subcontractor until CONTRACTOR or Subcontractor demonstrates compliance with the insurance requirements of this Agreement.

Children and Families Commission of Orange County
City of Garden Grove, FCI-EN-09
(c) Immediately and without further cause terminate this Agreement.

7.9 Exercise of any of the above remedies are in addition to any other remedies COMMISSION may have and are not the exclusive remedies for CONTRACTOR’s or its Subcontractor’s failure to maintain or secure appropriate policies or endorsements. Nothing in this Agreement shall be construed as limiting in any way the extent to which CONTRACTOR or any Subcont ractor) may be held responsible for payments of damages to persons or property resulting from CONTRACTOR’s or any Subcontractor’s performance under this Agreement.

8. RESPONSIBILITIES OF CONTRACTOR

8.1 Conditions to COMMISSION’s Obli gation to Proceed under Agreement .

COMMISSION’s obligation to proceed with performance and the payment of each invoice payment under this Agreement is expressly conditioned upon the satisfaction by CONTRACTOR of each of the following conditions precedent (“Conditions”) below. These Conditions may waived in writing by ADMINISTRATOR, in his or her sole discretion, or expressly waived in the Project Summary, Exhibit A. CONTRACTOR may satisfy one or more of the Conditions at any time prior or subsequent to the Date of Agreement, provided that all Conditions shall be satisfied prior to the date the first COMMISSION payment to CONTRACTOR is due. CONTRACTOR shall provide satisfactory evidence of compliance with each of the Conditions.

8.1.1 Evidence of CONTRACTOR Approval of Agreement. CONTRACTOR shall submit evidence of the approval of this Agreement by resolution of CONTRACTOR’s governing board, or a true copy of the minutes of the public meeting at which this Agreement was considered and approved, or other evidence of approval satisfactory to ADMINISTRATOR.

8.1.2 Insurance. All provisions and submittal of endorsements or other evidence of insurance required by Paragraph 7 shall be in place and approved by ADMINISTRATOR or his or her Risk Management designee.

8.1.3 Other Conditions. CONTRACTOR has complied with the other Conditions listed in the Project Summary, Exhibit A, if any.

8.2 No Supplanting Government Funds . CONTRACTOR shall not supplant government funds intended for the purposes of this Agreement with any other funds intended for the purposes of this Agreement. CONTRACTOR shall not submit an invoice for payment from COMMISSION, or apply sums received from COMM ISSION with respect to that portion of its obligations which have been paid by another governmental source of revenue. As a material provision of this Agreement and substantive criterion in COMMISSION’s selection of CONTRACTOR for the Services provided under this Agreement and in furtherance of the express directives of the Act, CONTRACTOR is required to ensure that, in the performance of this Agreement, all funding shall be expended and used to supplement, not supplant, existing levels of service.

8.3 Staffing Obligations for Services.

COMMISSION and CONTRACTOR agree that the Scope of Work, the level and description of Services, and the classification, number, and qualifications of personnel and staff necessary for the Services, and budget for staffing to be provided by CONTRACTOR in furtherance of the Strategic Plan and the Act are set forth in the Exhibits. CONTRACTOR agrees to provide the level and type of

Children and Families Commission of Orange County
City of Garden Grove, FCI-EN-09
staffing, facilities, equipment and supplies necessary to provide the Services and to meet the outcomes set forth in these Exhibits.

8.3.1 Staffing Conferences . At ADMINISTRATOR’s request, CONTRACTOR agrees to send appropriate staff to attend orientation session(s) or progress meeting(s) arranged or given by COMMISSION or ADMINISTRATOR.

8.3.2 Personnel Disclosure. If requested by ADMINISTRATOR, CONTRACTOR shall make available to ADMINISTRATOR a current list of all personnel providing Services or performing any work under this Agreement, including personnel of any Subcontractor. Changes to the list shall be immediately provided to ADMINI STRATOR. CONTRACTOR shall prepare and maintain up-to-date personnel records and information about its employees and, if requested by ADMINISTRATOR and to the extent permitted by applicable laws, make available to ADMINISTRATOR the following information/records:
(a) The required list of personnel, including any Subcontractor, which shall include each of the following:
(i) All full time staff positions and all part-time staff positions by name and title, including volunteer positions, who are assigned to, performing under, or providing Services.
(ii) The qualifications and experience, including professional degree(s) and required licensing, if applicable, required for each position. (iii) The language skill(s), if applicable, of the personnel, such as bi-lingual, sign language, Braille, or other communication skills. (b) CONTRACTOR shall immediately notify ADMINISTRATOR
concerning the arrest or subsequent conviction, for other than minor traffic offenses, of any employee or volunteer staff providing Services under this Ag reement when the information becomes known to CONTRACTOR.

8.3.3 CONTRACTOR to Maintain Complete Personnel Records.

CONTRACTOR shall maintain complete and accurate records relating to all personnel listed (or required to be listed) in Subparagraph 8.4.2 above. The record keeping shall include evidence that CONTRACTOR has conducted adequate pre-employment and pre-volunteer screening, such as information that CONTRACTOR has conducted or caused to be conducted on each employee or volunteer a pre-employment/hiring background check and that CONTRACTOR has taken all reasonable steps to assure all employees and vol unteers assigned to perform Services under this Agreement are suitable to perform the work and do not pose a reasonably foreseeable risk of harm to children or other persons receiving or participating in the Services. CONTRACTOR acknowledges it has a duty to disclose to COMMISSION and ADMINISTRATOR information within its knowledge that may pose a reasonably foreseeable risk of harm to children. Nothing in the above provisions shall obligate CONTRACTOR to disclose to COMMISSION or ADMINISTRATOR confidential personnel information about employees or volunteers except and to the extent disclosure is permitted by applicable laws or authorized by judicial or administrative order. Nothing in the above provisions shall affect or modify the provisions of this Agreement affirming the independent contractor status of CONTRACTOR.

Children and Families Commission of Orange County
City of Garden Grove, FCI-EN-09

8.4 Implementing Exhibits. As directed by ADMINISTRATOR during the term of this Agreement and pursuant to the Exhibits CONTRACTOR will be required to prepare and submit to ADMINISTRATOR certain planning and implementing documents regarding the Services under this Agreement aimed toward achieving the outcomes set forth in the Work Plan, Exhibit A-1. The planning and implementing documents may include, but are not limited to, service plans, business plans, and supplements to the Work Plan, each of which may clarify or further describe and define the Services required under this Agreement and required dates for performance of certain Services. Each implementing document approved by ADMINISTRATOR, shall become part of the Exhibits and shall be attached to and incorporated into this Agr eement. CONTRACTOR shall perform and meet the tasks and requirements set forth in all Exhibits as performance obligations of this Agreement.

9. GENERAL TERMS AND CONDITIONS.

9.1 Compliance with Laws . CONTRACTOR shall provide all Services in accordance with all applicable federal and state laws, statutes , regulations, and local ordinances and resolutions.

CONTRACTOR shall comply with the Act, and all laws, rules or regulations applicable to the Scope of Work and provision of Services, as any may now exist or as amended or added after the Date of Agreement.

9.2 Familiarity with Work . By executing this Agreement and prior to performing or providing any Services under the Agreement, CONTRACTOR warrants and shall be satisfied that (a) it has thoroughly investigated and considered the Services, (b) it has carefully considered how the Services should be performed, will be implemented, and will be completed, and (c) it fully understands the facilities, difficulties, and restrictions, attending carrying out the performance obligations of this Agreement. Should CONTRACTOR discover any latent or unknown conditions materially differing from those inherent in the work or as represented by COMMISSION or ADMINISTRATOR, it shall immediately inform COMMISSION in writing of this fact and shall not proceed except at CONTRACTOR’s risk until written instructions are received from ADMINISTRATOR.

9.3 Care of Work. CONTRACTOR shall adopt reasonable methods during the term of this Agreement to furnish continuous protection to the property (real and personal property), facilities, equipment, persons providing or receiving Services, work product, records, and other papers to prevent losses or damages. CONTRACTOR shall be responsible for all losses or damages to persons or property (including real property, personal property, both tangible and intangible), except the losses or damages caused by COMMISSION’s sole negligence. The performance of Services by CONTRACTOR shall not relieve CONTRACTOR from any obligation to correct any incomplete, inaccurate, or defective work or service at no further cost to COMMISSION when the inaccuracies are due to the negligence, action, inaction, or intentional misconduct of CONTRACTOR.

9.4 Severability. Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law, but if any provision of this Agreement shall be determined to be invalid by a final judgment or decree of a court of competent jurisdiction, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the reminder of that provision, or the remaining provisions of this Agreement unless the invalid provision is so material that its i nvalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless.

9.5 California Law. This Agreement shall be construed and interpreted both as to validity and to performance in accordance with the laws of th e State of California. Legal actions concerning

Children and Families Commission of Orange County
City of Garden Grove, FCI-EN-09
any default, dispute, interpretation, declaration of right s, or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Orange, State of California, and CONTRACTOR covenants and agrees to submit to th e personal jurisdiction of the court in the event of any action.

9.6 Waiver. No delay or omission in the exercise of any right or remedy of a non-defaulting party on any default shall impair any right or remedy or be construed as a waiver. One party’s consent or approval of any act by the other party requiring the other party’s consent or approval shall not be deemed to waive or render unnecessary the party’s consent to or approval of any subsequent act of the party. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement.

9.7 Rights and Remedies Cumulative . Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of the rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party.

9.8 Covenant Against Discrimination . In the performance of this Agreement, CONTRACTOR shall not engage in, nor permit any employee or agent to engage in, discrimination in employment of persons or provision of Services or assistance, nor exclude any person from participation in, nor deny any person the benefits of, nor or subject any person to discrimination under any program or activity funded in whole or in part with COMMISSION funds on the grounds of race, religion, color, national origin, ancestry, physical handicap, medical condition, marital status, gender, or sexual orientation, except as permitted by applicable provisions of federal and state law.

CONTRACTOR shall comply with Title II of the Americans with Disabilities Act, (42 U.S.C. §12101, et seq.) as it relates to public accommodations.

9.9 Legal Action. In addition to any other rights or remedies, either party may take legal action, at law or at equity, to cure, correct, or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement.

9.10 Use of Commission Name and Logo. Funded and partnering organizations are required to use COMMISSION’s name and logo on all materials, promotional information and products that relate to Commission-funded programs, unless otherwise agreed to between CONTRACTOR and ADMINISTRATOR at ADMINISTRATOR’s sole discretion. CONTRACTOR shall comply with COMMISSION’s guidelines related to the use of COMMISSION’s name and logo as stated in its Policies and Procedures Guide.

9.11 Time of Essence. Time is of the essence in the performance of this Agreement.

9.12 No Broker or Finders’ Fee. CONTRACTOR warrants that it has not paid or given and will not pay or give any third party any money or other consideration for obtaining this Agreement.

9.13 No Use of Funds for Lobbying . CONTRACTOR shall not expend any monies paid or payable under this Agreement for the purpose of influencing or attempting to influence an officer, member, or employee of COMMISSION, a member of the Orange County Board of Supervisors, any County of Orange officer or employee, any member or employee of First 5 California, any member of

Children and Families Commission of Orange County
City of Garden Grove, FCI-EN-09
the State legislature or member of Congress, or any other officer or employee of any public agency or entity, in connection with the awarding of any contract, the making of any contract, the entering into of any cooperative agreement, or the extension, continuation, renewal, amendment, or modification of any contract, grant, loan, or cooperative agreement.

9.14 Constitutional Use of Funds . As an express condition to this Agreement, CONTRACTOR agrees that the funds provided by COMMISSION to CONTRACTOR shall not be used to promote any religion, religious creed or cult, denomination, sectarian organization or religious belief or to fund any proselytizing activities. The parties agree the above covenant is intended to and shall be construed for the limited purpose of assu ring compliance with respect to the use of COMMISSION funds by CONTRACT OR with applicable constitutional limitations respecting the establishment of religion as set forth in the establishment clause under the First Amendment of the United States Constitution and Article I, Section 4 of California Constitution, and is not in any manner intended to restrict other activities of CONTRACTOR.

9.15 Child Abuse Reporting. CONTRACTOR shall establish a procedure to ensure that all employees, volunteers, consultants, agents, or Subcontractors performing Services under this Agreement, report child abuse or neglect to a child protective agency as defined in Penal Code Section 11165.9 to the extent required by applicable law. CONTRACTOR shall require each employee, volunteer, agent, and Subcontractor who provides Services to or for CONTRACTOR in implementation of the Scope of Work described in Exhibit A and funded by this Agreement to the extent each person is legally subject to the requirements, to sign a statement acknowledging these reporting requirements and to comply with the reporting requirements to the extent required by applicable law.

9.16 CONTRACTOR Cooperation with Other COMMISSION Contractors .

CONTRACTOR acknowledges that the goal of COMMISSION and its Strategic Plan is to develop an integrated quality service system to ensure access to a quality child and family support services delivery system for Orange County children from the prenatal stage to age five. CONTRACTOR agrees to cooperate reasonably with COMMISSION and ADMINISTRATOR to achieve the objectives of the Strategic Plan and support COMMISSION by forming cooperative partnerships to serve children prenatal through age five and their families with other services funded through COMMISSION.

9.17 Political Activity. CONTRACTOR agrees that the funds provided by this Agreement shall not be used to promote, directly or indirectly, any political party, political candidate or political activity, except as permitted by law.

9.18 CONTRACTOR shall document all requests by parents or authorized representatives for criminal exemption information. Such documentation shall be jointly signed by an authorized representative of CONTRACTOR and the parent or authorized representative and maintained in the child’s file.

9.19 Suspension and Debarment . CONTRACTOR certifies that CONTRACTOR’s officers and principals are not debarred or suspen ded from federal financial assistance programs or activities.

10. REPRESENTATIONS AND WARRANTIES OF CONTRACTOR . CONTRACTOR makes the following representations and warranties to COMMISSION. These representations and warranties are ongoing and CONTRACTOR shall advise ADMINISTRATOR in writing if there is any

Children and Families Commission of Orange County
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change pertaining to any matters set forth or referenced in the following Subparagraphs 10.1 through

10.6, inclusive.

10.1 No Conflict. To the best of CONTRACTOR’s knowledge, participation by public officials of CONTRACTOR in the negotiation, consideration, and action on this Agreement and CONTRACTOR’s execution, delivery, and performance of its obligations under this Agreement will not constitute a default or a breach under any contract, agreement, or order to which CONTRACTOR is a party or by which it is bound, nor is there a conflict of interest under the California Political Reform Act, Government Code Section 81000, et seq. and Section 87100, et seq., or Government Code Section 1090, et seq.

10.1.1 CONTRACTOR agrees that no officer, Commissioner, employee, agent, or assignee of COMMISSION having direct or i ndirect control of any monies allocated by COMMISSION, inclusive of the subject funds, shall serve as an officer or director of CONTRACTOR without the express written acknowledgement of COMMISSION.

10.1.2 Any conflict or potential conflict of interest of any public official of CONTRACTOR shall be fully disclosed in writing prior to the execution of this Agreement and shall be attached to and become a part of this Agreement.

10.2 No Bankruptcy . CONTRACTOR is not the subject of any current or threatened bankruptcy.

10.3 No Pending Legal Proceedings. CONTRACTOR is not the subject of a current or threatened litigation that would or may materially affect CONTRACTOR’s performance under this Agreement.

10.4 Application Veracity . All provisions of and information provided in CONTRACTOR’s application for funding submitted to COMMISSION including exhibits are true and correct in all material respects.

10.5 No Pending Investigation. CONTRACTOR is not aware that it is the subject of any current or threatened criminal or civil action i nvestigation by any public agency, including, without limitation, a police agency or prosecuting authority, related, directly or indirectly, to the provision of Services under this Agreement.

10.6 Licenses, Permits, and Standards. CONTRACTOR warrants that it has all necessary licenses and permits required by the laws of the United States, State of California, County of Orange, any local jurisdiction in which it may do business or provide Services, and all other appropriate governmental agencies. CONTRACTOR agrees to maintain these licenses and permits in effect for the duration of this Agreement. CONTRACTOR shall only contract with Subcontractors that are duly licensed, insured, and qualified to provide Services under this Agreement, as applicable.

CONTRACTOR warrants that its employees, agents, contractors, and Subcontractors shall conduct themselves in compliance with the laws and licensure requirements including, without limitation, compliance with laws applicable to nondiscrimination, sexual harassment, and ethical behavior.

10.6.1 Failure to Obtain or Maintain Licenses . CONTRACTOR shall notify ADMINISTRATOR immediately and in writing of its inability to obtain or maintain, irrespective of the pendency of any appeal, any of the permits, licenses, approvals, certificates, waivers, and

Children and Families Commission of Orange County
City of Garden Grove, FCI-EN-09
exemptions. The inability shall be cause for te rmination of this Agr eement by COMMISSION or ADMINISTRATOR.

11. CONFIDENTIALITY. Except to the extent required by law, including but not limited to the California Public Records Act and the Ralph M. Brown Act, CONTRACTOR shall maintain the confidentiality of all records, including any hard copies, electronic or computer-based data, and audio and video recordings, in accordance with all applicable state and federal codes and regulations relating to privacy and confidentiality, with COMMISSION’s adopted Confidentiality and Data Sharing Protocol, attached hereto and incorporated by this reference, as each now exists or may be amended after the Date of Agreement, and as may be required by any other funding sources allocated through this Agreement.

11.1 CONTRACTOR Obligation.

11.1.1 All records and information concerning any and all persons referred to CONTRACTOR by COMMISSION, or COMMISSION’s de signee, shall be considered and kept confidential by CONTRACTOR and CONTRACTOR’s staff, agents, employees, subcontractors, and volunteers.

11.1.2 CONTRACTOR shall require its employees, agents and volunteers to sign an acknowledgement or other certification which certif ies that each will keep the identities and any information with respect to any and all service recipients of CONTRACTOR related to services authorized under this Agreement confidential except as may be required to provide Services under this Agreement, to comply with any reporting and aud iting requirements specified in this Agreement, as required by COMMISSION in the administration of this Agreement, and as otherwise permitted by law.

11.1.3 CONTRACTOR agrees that any and all approved subcontracts entered into shall include the confidentiality requirements of this Agreement.

11.1.4 CONTRACTOR shall inform all of its employees, agents, subcontractors, volunteers, and partners of this provision that any person who knowingly and intentionally violates the provisions of federal, state or local confidentiality laws may be guilty of a crime or subject to civil action.

11.2 Authorized Data Sharing. The provisions of Subparagraphs 11.1.1 through 11.1.4 are not applicable to authorized data shari ng pursuant to COMMISSION-funded projects and as permitted by law.

12. DISPUTES.

12.1 Except as otherwise provided in this Ag reement, when a dispute arises between CONTRACTOR and COMMISSION, the parties shall meet to resolve the issue. If the parties do not reach a resolution, the dispute will be decided by the ADMINISTRATOR, who shall reduce the decision to writing and mail or otherwise furnish a copy thereof to CONTRACTOR. The decision of the ADMINISTRATOR shall be the final and conclusive administrative decision.

12.2 Pending final decision of a dispute hereunder, CONTRACTOR shall proceed diligently with the performance of this Agreement and in accordance with the decision of ADMINISTRATOR.

Children and Families Commission of Orange County
City of Garden Grove, FCI-EN-09
Nothing in this Agreement, however, shall be construed as making final the decision of any COMMISSION official or represen tative on a question of law, whic h questions shall be settled in accordance with the laws of the state of California.

13. REPORTING REQUIREMENTS.

13.1 Reports. Separate from any other reports required in the Project Summary, Exhibit A, or the Work Plan, Exhibit A-1, CONTRACTOR shall prepare and submit to ADMINISTRATOR reports concerning the performance of the Services required by this Agreement and any other reports as ADMINISTRATOR may reasonably require.

13.2 Ancillary Reporting Requirement Relate d to Enforcement of Child Support Obligations.

13.2.1 County Requirements. In order to comply with child support enforcement requirements of the County of Orange, CONTRACTOR agrees to furn ish to ADMINISTRATOR within thirty (30) days of the award of this Agreement:
(a) in the case of an individual contractor, his or her name, date of birth, Social Security number, and residence address;
(b) in the case of a contractor doing business in a form other than as an individual, the name, date of birth, Social Secur ity number, and residence address of each individual who owns an interest of ten percent (10%) or more in the contracting entity; (c) a certification that contractor has fully complied with all applicable federal and state reporting requirements regarding its employees; and (d) a certification that contractor has fully complied with all lawfully served Wage and Earnings Assignment Orders and No tices of Assignment, and will continue to so comply.

13.2.2 Failure to Comply Breach. The failure of CONTRACTOR to timely submit the data or certifications required by Subparagraphs 13.2.1 (a), (b), (c), or (d); to comply with all federal and state employee reporting requirements for child support enforcement; or to comply with all lawfully served Wage and Earnings Assignment Orders and Notices of Assignment shall constitute a material breach of this Agreement. Failure to cure such breach within sixty (60) calendar days of notice from the County of Orange or COMMISSION shall constitute grounds for termination of this Agreement.

13.2.3 Use of Data Solely for Government Enforcement of Child Support Orders.

It is expressly understood that this data will be transmitted to governmental agencies charged with the establishment and enforcement of child support orders, and for no other purpose.

13.2.4 Exemptions. Agreements with public entities shall be exempt from the requirements of Subparagraph 13.2, above. Agreements with non-profit organizations which have no owners; shall be exempt from the requirements of Subparagraph 13.2.1(b) above.

Children and Families Commission of Orange County
City of Garden Grove, FCI-EN-09

14. AUDITS. CONTRACTOR shall prepare and maintain adequate records of its performance under this Agreement in sufficient detail to permit an evaluation of the work and Services and an audit of records as described in this Agreement.

14.1 Fiscal Audit of Contract . CONTRACTOR shall employ an independent, licensed Certified Public Accountant (“CPA”) who shall prepare and file with ADMINISTRATOR a “Fiscal Audit” of this Agreement that shall include a review of the invoices submitted and paid for the reasonable cost of Services under this Agreement and a sampling (test) of the supporting documentation.

14.1.1 Multi-Year Funding. There shall be a Fiscal Audit completed for each year of this Agreement. Each annual Fiscal Audit shall become due within sixty (60) days after the anniversary date of the Date of this Agreement. The final Fiscal Audit shall become due within sixty (60) days after the end of the term of the Agreement or the date of termination of this Agreement, whichever occurs earlier. CONTRACTOR and ADMINISTRATOR may mutually agree in writing to extend the date by which each Fiscal Audit is due.

14.1.2 Retention Amount . Upon successful completion of each Fiscal Audit, ADMINISTRATOR shall release the applicable Retention Amount.

14.1.3 Scope of CPA Opinion for Fiscal Audit . CONTRACTOR shall require the CPA who completes each Fiscal Audit to provide an unqualified professional written opinion that states whether the invoices for payment submitted by CONTRACTOR under this Agreement were for actual and reasonably necessary costs and expenses to pay for work performed or goods purchased pursuant to the terms and conditions of this Agreement and whether the indirect cost rate applied to staffing for invoices submitted and paid, if any, is in accord ance with the requirements of Subparagraph 15.5.

CONTRACTOR shall ensure that corrective action is taken with respect to audit exceptions for lack of internal controls or adequate procedures noted in the Fiscal Audit within six (6) months after issuance of the applicable Fiscal Audit report.

14.2 Retention Amount Withheld Pending Timely and Successful Completion of Each Fiscal Audit. The Retention Amount shall be withheld pending timely and successful completion of each Fiscal Audit described in this Paragraph 14.

14.3 Other and Additional Auditing Author ity—Retention of Rights to Audit Performance under Agreement . COMMISSION and ADMINISTRATOR and their authorized representatives, and First 5 California, and any of its authorized representatives, (collectively “Representatives”), reserve all rights and shall have access to any books, documents, papers and records, including medical records, of CONTRACTOR and any Subcontractor performing Services under this Agreement for the purpose of financial monitoring or auditing conducted by an independent CPA concerning CONTRACTOR’s and Subcontractor s’ performance under this Agreement. The Representatives have the right at all reasonable times to inspect or otherwise evaluate the work performed or being performed under this Agreement and the premises in which it is being performed.

14.4 Availability of Records for Auditing Purposes. In the event that CONTRACTOR’s corporate headquarters and its financial records are located outside the borders of Orange County, California, then CONTRACTOR shall make availa ble its books and financial records within the borders of Orange County within ten (10) days after receipt of written demand by ADMINISTRATOR for any audit purposes under this Agreement. All CONTRACTOR’s books of accounts and records

Children and Families Commission of Orange County
City of Garden Grove, FCI-EN-09
related and applicable to any costs of Services, client fees, charges, billings, and revenues received directly or indirectly related to the Services shall be made available at one (1) location within the limits of the County of Orange. All records specified in this Subparagraph 14.4 and maintained pursuant to the terms of this Agreement shall be made available, after appropriate advance notice and during the party’s normal business hours, to designated representatives of the Auditor General of the State of California; First 5 California, an entity independe nt of the State of California; COMMISSION, an entity independent from the County of Orange; and any other entities as required by state statute or court order. In the event CONTRACTOR does not make available its books and financial records for the Services within the borders of Orange County for the Fiscal Audit, CONTRACTOR agrees to pay all necessary and reasonable expenses incurre d by COMMISSION, ADMINISTRATOR, or their designee necessary to obtain, review, and audit CONTRACTOR’s books and financial records.

14.5 Monitoring. COMMISSION, ADMINISTRATOR, and First 5 California, and respective representatives, are authorized to conduct on-site monitoring at their discretion during reasonable times, including unannounced on-site monito ring as elected in the Exhibits. Monitoring activities may also include, but are not limited to, questioning employees, volunteers, and participants for the subject Services and entering any premises or any site in which any of the Services funded by this Agreement are conducted or in which any of the records of CONTRACTOR or any Subcontractor are kept. Nothing in this Agreement shall be construed to require access to any privileged or confidential information as set forth in federal or state law.

14.6 Compliance with Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. If CONTRACTOR receives federal funding under this Agreement, CONTRACTOR shall comply with 2 CFR Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Require ments for Federal Awards. CONTRACTOR shall employ a licensed certified public accountant who shall prepare and file with ADMINISTRATOR an annual organization-wide audit of related expenditures during the term of this Agreement in compliance with the Audit requirements in 2 CFR Part 200.500, et seq. The audit must be performed in accordance with generally accepted government auditing standards and 2 CFR Part 200.500, et seq.

15. MAXIMUM PAYMENT OBLIGATION. The “Maximum Payment Obligation” of COMMISSION to CONTRACTOR under this Ag reement shall be TWO HUNDRED FORTY THOUSAND Dollars ($240,000) or the actual reasonable cost incurred and paid for performance of the Services, whichever is less.

15.1 Reserved

15.1.1 The Maximum Payment Obligation of COMMISSION to CONTRACTOR for the services to be provided for the period September 1, 2023 through June 30, 2024 shall be $75,000.

15.1.2 The Maximum Payment Obligation of COMMISSION to CONTRACTOR for the services to be provided for the period July 1, 2024 through June 30, 2025 shall be $80,000.

15.1.3 The Maximum Payment Obligation of COMMISSION to CONTRACTOR for the services to be provided for the period July 1, 2025 through June 30, 2026 shall be $85,000.

15.2 Initial Payment. ADMINISTRATOR may, in his or her sole discretion, make an initial payment to CONTRACTOR in an amount not to exceed 8.33% per year of COMMISSION’s Maximum Payment Obligation described in Paragraph 15 above, upon receipt of a written request(s)