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shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Consultant for the purpose of set-off or partial payment of the amounts owed the City as previously stated.
7.9 Attorneys’ Fees.
If either party to this Agreement is required to initiate or defend or made a party to any action or proceeding in any way connected with this Agreement, the prevailing party in such action or proceeding, in addition to any other relief which may be granted, whether legal or equitable, shall be entitled to reasonable attorney’s fees. Attorney’s fees shall include attorney’s fees on any appeal, and in addition a party entitled to attorney’s fees shall be entitled to all other reasonable costs for investigating such action, taking depositions and discovery and all other necessary costs the court allows which are incurred in such litigation. All such fees shall be deemed to have accrued on commencement of such action and shall be enforceable whether or not such action is prosecuted to judgment.
ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION
8.1 Non-liability of City Officers and Employees.
No officer or employee of the City shall be personally liable to the Consultant, or any successor in interest, in the event of any default or breach by the City or for any amount which may become due to the Consultant or to its successor, or for breach of any obligation of the terms of this Agreement.
8.2 Conflict of Interest.
Consultant covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Consultant’s performance of services under this Agreement. Consultant further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the Contract Officer. Consultant agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement.
No officer or employee of the City shall have any financial interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to the Agreement which affects her/his financial interest or the financial interest of any corporation, partnership or association in which (s)he is, directly or indirectly, interested, in violation of any State statute or regulation. The Consultant 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.
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8.3 Covenant Against Discrimination.
Consultant covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry or other protected class in the performance of this Agreement. Consultant shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry or other protected class.
8.4 Unauthorized Aliens.
Consultant hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C.A. §§ 1101, et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Consultant so employ such unauthorized aliens for the performance of work and/or services covered by this Agreement, and should any liability or sanctions be imposed against City for such use of unauthorized aliens, Consultant hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions imposed, together with any and all costs, including attorneys’ fees, incurred by City.
ARTICLE 9. MISCELLANEOUS PROVISIONS
9.1 Notices.
Any notice, demand, request, document, consent, approval, or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail, in the case of the City, to the City Manager and to the attention of the Contract Officer (with her/his name and City title), City of Irwindale, 5050 N Irwindale Ave, Irwindale, CA 91706 and in the case of the Consultant, to the person(s) at the address designated on the execution page of this Agreement. Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in seventy-two (72) hours from the time of mailing if mailed as provided in this Section.
9.2 Interpretation.
The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply.
9.3 Counterparts.
This Agreement may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, whether the signatures
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are originals, electronic, facsimiles or digital. All such counterparts shall together constitute but one and the same Agreement.
9.4 Integration; Amendment.
This Agreement including the attachments hereto is the entire, complete and exclusive expression of the understanding of the parties. It is understood that there are no oral agreements between the parties hereto affecting this Agreement and this Agreement supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the parties, and none shall be used to interpret this Agreement. No amendment to or modification of this Agreement shall be valid unless made in writing and approved by the Consultant and by the City Council. The parties agree that this requirement for written modifications cannot be waived and that any attempted waiver shall be void.
9.5 Severability.
In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder unless the invalid provision is so material that its invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless.
9.6 Warranty & Representation of Non-Collusion.
No official, officer, or employee of City has any financial interest, direct or indirect, in this Agreement, nor shall any official, officer, or employee of City participate in any decision relating to this Agreement which may affect his/her financial interest or the financial interest of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of “financial interest” shall be consistent with State law and shall not include interests found to be “remote” or “non-interests” pursuant to Government Code Sections 1091 or 1091.5. Consultant warrants and represents that it has not paid or given, and will not pay or give, to any third party including, but not limited to, any City official, officer, or employee, any money, consideration, or other thing of value as a result or consequence of obtaining or being awarded any agreement. Consultant further warrants and represents that (s)he/it has not engaged in any act(s), omission(s), or other conduct or collusion that would result in the payment of any money, consideration, or other thing of value to any third party including, but not limited to, any City official, officer, or employee, as a result of consequence of obtaining or being awarded any agreement. Consultant is aware of and understands that any such act(s), omission(s) or other conduct resulting in such payment of money, consideration, or other thing of value will render this Agreement void and of no force or effect.
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Consultant’s Authorized Initials _______
9.7 Corporate Authority.
The persons executing this Agreement on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which said party is bound. This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the parties.
[SIGNATURES ON FOLLOWING PAGE]
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first-above written.
CITY:
CITY IRWINDALE, a municipal corporation
Larry G. Burrola, Mayor
ATTEST:
Laura Nieto, Chief City Clerk
APPROVED AS TO FORM:
ALESHIRE & WYNDER, LLP
Adrian R. Guerra, City Attorney
CONSULTANT:
_______________________________
By:
Name: Ethan E, Mobley
Title: Managing Partner
By:
Name: Brian Greer
Title: Member
Address: 19235 HWY 550, Montrose
Montrose CO, 81403
Two corporate officer signatures required when Consultant is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONSULTANT’S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE
ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT’S BUSINESS ENTITY.
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
On __________, 202___ before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature: _____________________________________
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT
INDIVIDUAL
CORPORATE OFFICER
_______________________________
TITLE(S)
PARTNER(S) LIMITED
GENERAL
ATTORNEY-IN-FACT
TRUSTEE(S)
GUARDIAN/CONSERVATOR
OTHER____________________________
___
__________________________________
____
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
_________________________________________
____
_________________________________________
____
___________________________________
TITLE OR TYPE OF DOCUMENT
___________________________________
NUMBER OF PAGES
___________________________________
DATE OF DOCUMENT
___________________________________
SIGNER(S) OTHER THAN NAMED ABOVE
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
On __________, 202___ before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature: _____________________________________
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT
INDIVIDUAL
CORPORATE OFFICER
_______________________________
TITLE(S)
PARTNER(S) LIMITED
GENERAL
ATTORNEY-IN-FACT
TRUSTEE(S)
GUARDIAN/CONSERVATOR
OTHER____________________________
___
__________________________________
____
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
_________________________________________
____
_________________________________________
____
___________________________________
TITLE OR TYPE OF DOCUMENT
___________________________________
NUMBER OF PAGES
___________________________________
DATE OF DOCUMENT
___________________________________
SIGNER(S) OTHER THAN NAMED ABOVE
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.
Dynamic Planning + Science
Hazard Mitigation Plan
Professional Services Contract A-1
EXHIBIT “A”
SCOPE OF SERVICES
Proposal Dated September 26, 2024
Approach and Understanding
DP+S will perform all necessary professional analysis, work required, and travel for preparation of the City of Irwindale (standalone) Local Hazard Mitigation Plan (LHMP). The result will be an LHMP that complies with Federal Emergency Management Agency (FEMA) and state approval requirements with the proper supporting documentation.
Our planning process exceeds the requirements of the Disaster Mitigation Act of 2000 (DMA 2000) and the recommendations of FEMA’s 2023 Local Mitigation Planning Policy Guide. Notably, DP+S proposes several value-added deliverables, outside of the City’s requested scope, that we believe greatly enhance the outcomes of this LHMP. Those value-added services include:
▪ Ongoing access to the Mitigation Action Support Tool (MAST), an online mitigation tracking application that creates a truly living document, ▪ Ongoing access to the Risk Assessment Mapping Tool (RAMP) for the City of Irwindale, and
▪ Ongoing access to all resources produced in the development of the Plan through mitigatehazards.com
The following is our written understanding of the project and the City’s needs. Based on that understanding, the balance of this section is a detailed description of the Consultant Team’s approach to completing the tasks outlined in the City’s requested services (i.e., the Scope of Work).
Climate Change Vulnerability Assessment
The primary way that people currently experience climate change is in the form of extreme weather events. Human-induced climate change has already increased the number and strength of these extreme events. Over the last 50 years, much of the U.S. has seen increases in prolonged periods of excessively high temperatures, heavy downpours, floods, droughts, and wildfires. We know that Irwindale is not immune to these climate change effects. We also know, human vulnerability to climate change is distributed inequitably across different groups; low-income communities of color face the most severe impacts from climate hazards such as extreme weather and have lower access to adaptation resources including general social and economic mobility.
Successful efforts to address the challenges of climate change begin at the local level and include protection of marginalized communities. With that in mind, California SB 379 requires Irwindale to include climate adaptation and resiliency strategies in the Safety Elements of the General Plans upon the next revision of the LHMP. The bill requires the climate adaptation update to include a set of goals, policies, and objectives based on a vulnerability assessment, as well as implementation measures, including the conservation and implementation of natural infrastructure that may be used in adaptation projects. Good news!!! This Consultant Team has you covered.
We include climate change in every hazard mitigation plan complete with vulnerability assessments that meet Cal OPR and Cal OES guidelines. Capabilities assessments in our
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LHMPs include considerations of a community’s adaptive capacity for climate change, as outlined in Cal OES’ 2020 California Adaptation Planning Guide. Adaptive capacity is a community or region’s existing ability to moderate climate change impacts. Assessing adaptive capacity for Irwindale includes analysis of policies, plans, programs, funding, and staffing capacity. (Cal.
Adaptation Planning Guide, 2020, p. 94) Our Irwindale planning effort will explore various local planning mechanisms; administrative capacity, financial capabilities, and education and outreach initiatives to meet state requirements surrounding local climate change adaptions.
Workplan and Schedule
Our workplan and schedule is divided into four tasks to develop the City’s LHMP consistent with FEMA’s planning process. We see no problems completing tasks outlined with our current staff and it is assumed that all scope of service items is included in the budget. All schedule and budgetary times in this response are task-based and will follow Figure 5’s division of services.
Project Administration and Management
DP+S’s Project Manager (Mr. Mobley) will act as the City’s primary point of contact for administrative tasks (Schedule, Invoicing, Project Reporting). This will include all meetings support and documentation required by FEMA (DMA 2000 Requirement §201.6(c)(1)) (Requirement §201.6(b)(1)). Mr. Mobley will prepare monthly progress reports, submitted along with payment invoices, describing work progress and percentage of budget expended by task element.
PM DELIVERABLES
• Monthly and Quarterly Progress Reports, Invoicing, Billing • Schedule Maintenance
• Meeting Facilitation and Documentation
Task 1. LHMP Planning/Development Process and Organize Resources To ensure an effective process and successful outcome for the project, DP+S will focus on the planning process and organizing resources as a required first step for a DMA 2000-compliant hazard mitigation plan.
To document the planning process, our planning staff will conduct a series of three meetings with a technical advisory group (TAG) that welcomes the interests of a diverse set of stakeholders. In accordance with DMA 2000 (44 CFR 201.6), representatives from local, state, and federal agencies and departments with significant interests in the community and/or hazard mitigation will be invited to join the TAG and other important planning processes.
Technical Advisory Group (TAG) Meetings
To ensure the Local Hazard Mitigation Plan (LHMP) is developed with comprehensive technical insights and expertise, Dynamic Planning + Science (DP+S) will actively assist in the formation and facilitation of the Technical Advisory Group (TAG). The TAG will comprise personnel from various City departments and partner organizations, bringing together a diverse range of technical knowledge and perspectives. Our approach to the TAG meetings is as follows:
Organizing Personnel Resources: DP+S will collaborate with City departments and partner organizations to identify and organize suitable personnel to serve on the TAG. Our goal is to
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ensure that the TAG is representative of the technical expertise required for a comprehensive LHMP.
Collaboration with City’s Project Manager: Throughout the LHMP development process, DP+S will work closely with the City’s Project Manager. This collaboration will ensure that the TAG's objectives align with the broader goals of the LHMP and that the group's insights are effectively integrated into the plan.
Convening the TAG: DP+S commits to convening the TAG for three dedicated meetings during the LHMP development process. These meetings will serve as platforms for:
• Discussing the technical aspects of the LHMP.
• Sharing insights and feedback from various departments and organizations. • Collaboratively addressing any challenges or concerns that arise during the LHMP development.
Continuous Engagement: Beyond the formal meetings, DP+S will maintain open channels of communication with TAG members. This will ensure that their expertise is continuously tapped into and that they remain engaged and informed throughout the LHMP development process.
By actively facilitating the TAG's involvement, DP+S aims to ensure that the LHMP is technically robust, well-informed, and aligned with the City's objectives.
Community and Stakeholder Outreach
To ensure an effective process and successful outcome for the project, the Team will effectively leverage community and stakeholder outreach as required initial and ongoing steps for a DMA 2000-compliant hazard mitigation plan process. DP+S will provide templated e-mail invites, enewsletters, and other correspondence to help document the stakeholder coordination process and provide thorough communication and coordination as required by the DMA 2000. This will be done using a variety of communication platforms.
Public / Stakeholder Outreach
DP+S has developed a variety of approaches to create efficient outreach campaigns to maximize stakeholder knowledge and turnout. An outreach strategy outlines what you want to accomplish through your efforts, who to involve in the process, and how and when to effectively engage the community. Public outreach tools include:
▪ An ongoing public survey, accessible during the creation ▪ the LHMP;
▪ A public outreach toolkit to be shared with partner agencies (e.g. school districts, CERT teams etc...);
▪ Public review of the Draft LHMP; and
▪ Other public outreach mechanisms as deemed appropriate through coordination with the City, such as public workshops and ongoing plan maintenance. ▪ In-person outreach will be prioritized as much as possible and depending on local regulations at the time.
DP+S will coordinate with the city to develop a Public Outreach Plan and Toolkit that outlines the public outreach mechanisms, timelines, and materials that make the most sense for City. The outreach plan will adhere to federal policies outlined in FEMA’s 2023 Local Mitigation Planning Policy Guide and guidelines from Cal California Governor's Office of Planning and Research surrounding General Plans.
To facilitate ongoing communication throughout its projects, DP+S has developed MitigateHazards.com, a web portal that serves as a tool for project management, collaborative
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content, and a one-stop-shop for mitigation planning resources in an attractive and intuitive interface. The website will elevate the City’s updates and information sharing for the duration of the project. This is a no-cost addition with our Hazard Mitigation Projects.
If the City agrees, project participants and stakeholders will have centralized access to all project information from any device. MitigateHazards.com will serve as a centralized project information and file-sharing platform.
Public Meetings and Community Engagement
Dynamic Planning + Science (DP+S) recognizes the importance of public involvement in the development of the Local Hazard Mitigation Plan (LHMP). To ensure comprehensive community engagement, DP+S commits to the following:
Facilitation of Public Meetings: DP+S will facilitate a minimum of eight (8) public meetings. Our experienced staff will be present at each meeting to provide information, answer questions, and gather feedback.
Educational Focus: Each of these meetings will be designed to educate the public about the LHMP development process. We will present the objectives, methodologies, and expected outcomes of the LHMP, ensuring that the community is well-informed and engaged.
Identification of Community Concerns: A significant portion of each meeting will be dedicated to open discussions, allowing community members to voice their concerns, share experiences, and provide insights that can be valuable for the LHMP development.
Online Engagement: DP+S will provide content tailored for the City’s webpage and social media platforms. This content will include updates on the LHMP development process, schedules for upcoming public meetings, and educational materials to further engage the online community.
Review of Draft LHMP: Once a final draft of the LHMP is developed, DP+S will ensure it is made available to the public for review. We will actively invite community members to provide comments, suggestions, and feedback on the draft.
Incorporation of Public Feedback: All comments and feedback received from the public, both during the meetings and from the draft review, will be carefully considered. DP+S will incorporate these comments as appropriate, ensuring that the LHMP truly reflects the needs and concerns of the City of Irwindale community.
By integrating these steps into our approach, DP+S aims to ensure that the LHMP development process is transparent, inclusive, and community-centric.
Data Collection and Document Review
DP+S will work with City Staff to collect and review all documents and data relevant to preparing the LHMP. This will include any data that might be used to supplement the development of hazard profiles for the City. The Consultant Team will prepare a document review matrix to inventory each document and summarize its relevance to the LHMP process. The Consultant Team will develop a Critical Infrastructure Inventory and other asset inventories during this phase. This developed data set will be used in conjunction with FEMA’s Hazus-MH software explained in Phase 2 of this SOW.
Task 2. Threat and Hazard Identification Risk Assessment (Hazard Identification, Vulnerability Assessment, and Capability Assessment)
Under this task, the Consultant Team will perform the essential analyses required to inform the development of the LHMP. In doing so, the Consultant Team will draw on its experience with similar projects and City Staff’s familiarity with the hazard setting to “cut to the chase,” rather than
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working through a mechanical process that wastes time and resources documenting unnecessary information.
Community Capabilities
An accurate assessment and understanding of a community’s capabilities is essential to the development of well-focused and implementable LHMP. To achieve this understanding for the City, the Consultant Team will identify and document existing planning mechanisms and resources already in use and familiar to the City, including building codes, zoning ordinances, completed or ongoing mitigation projects, and mitigation policies established in the City’s General Plan. The Consultant Team will also identify potential gaps in institutional capabilities or capacity that might be addressed through the LHMP planning process. The assessment will focus on the following aspects:
▪ Local Planning and Regulatory Mitigation Capabilities ▪ Administrative and Technical Capabilities
▪ Fiscal Capabilities (Local Funds)
▪ Potential Funding Programs/Grants from State and Federal Agencies ▪ Education and Outreach Resources
Risk Assessment and Vulnerability Analysis
The risk/vulnerability assessment is a key step in prioritizing projects for funding and implementation. The Consultant Team will work with the City to update the Hazard Identification Risk Assessment (HIRA), which evaluates the vulnerability from potential natural hazards that may affect or have historically affected the region. We will deploy multiple risk assessment methodologies, including those highlighted below.
▪ Hazus Risk Assessment: The Consultant Team will use FEMA’s Hazus software to develop loss estimation results. Hazus contains a stock database of economic and demographic data, building sites, transportation facilities, local geology, and other information that can be used for several steps in the risk assessment process. The Consultant Team will replace the stock building data in Hazus with information provided by the City. This parcel-specific information will be used to customize the Hazus risk assessments and develop structural replacement costs and associated contents replacement costs for Irwindale. In doing so, the Consultant Team will translate all Hazus risk assessment runs into standard mapping and database products for the City to use in the LHMP.
▪ Analyzing Development Trends for 2022 and Beyond: To understand the vulnerability of certain land uses and future development in the City, the Consultant Team will analyze the impacts of past hazards on existing development patterns.
Floodplains, earthquake faults, liquefaction zones, and soil hazards will be compared with existing and planned development patterns to determine where people and property are subject to risk. This information will provide the basis for identifying actions that will reduce the City’s vulnerability.
▪ Population, Parcel, and Critical Facilities Exposure/Vulnerability Analysis: In addition to using Hazus for flood and earthquake analysis, the Consultant Team will conduct a custom spatial overlay analysis to provide hazard exposure results for populations, parcels, and critical facilities, thus enabling planners to compare results across a broad range of natural hazard threats. The Consultant Team will rely on several sources of inventory data to conduct this assessment. U.S. Census data will provide the baseline information to determine the population at risk, Assessor’s data will be used to assess property exposure. Note that the population exposure analysis will include an assessment of social vulnerabilities (e.g., low income, non-English speakers, rural residents, elderly, and residents with mobility limitations).
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▪ Earthquake Damage Assessments: The Consultant Team has developed a GIS-based model to rapidly create damage estimation for earthquakes that enables spatial visualization of potential earthquake damage. The model leverages FEMA’s Hazus products along with the best available data from local insured asset rolls and parcel data available from the County. Our earthquake damage outputs create an intuitive and lowcost depiction of the potential severity of damage within USGS shake zones, including anticipated damage to structures at the building level. This approach allows additional analysis of earthquakes on population and assets in an easy to view web-based mapping the public can explore.
Interactive Web Mapping
The results of our risk assessment models are dense datasets with hundreds of thousands of records. The DP+S Risk Assessment Mapping Platform (RAMP) enables users (experts and professionals) to intuitively navigate complicated risk assessment datasets in a simplified manner.
RAMP facilitates answers to the user’s specific questions.
Would you like to know how many critical facilities could be damaged in your most likely earthquake scenario? How much structure value is in a liquefaction zone? We have leveraged RAMP’s intuitive interface and the rich data discovery to answer these questions. Not only does our data visualization tool answer these questions, but it also helps stakeholders become informed decision makers. RAMP users can filter data based upon its position in relation to various hazards and jurisdictional footprints. RAMP computes dynamic summaries of critical facilities and structure values in high hazard areas on the fly. Figure 6 sows an example of the RAMP interface.
Task 3. Develop Mitigation Actions and Strategy
Using the 2014 Irwindale Local Hazard Mitigation Plan (LHMP) as a starting point, the Consultant Team will collaborate with the City to re-build the mitigation strategy based upon the City’s priorities and actual risk. To update the mitigation strategy, the Consultant Team will focus on outreach findings from Task 1, and the risk assessment findings from Task 2. The Consultant Team will work with the HMP TAG to review / identify mitigation goals that capture the City’s vision for the long-term outcomes of the mitigation planning process. Note that in doing so, the Consultant Team will evaluate the mitigation actions and priorities from the 2014 Irwindale LHMP to identify those that would more accurately be classified as policies instead of physical mitigation.
Mitigation Actions and Implementation Strategy
Using the 2014 Irwindale LHMP as a starting point, the Consultants will collaborate with City Staff to identify a range of draft mitigation actions and implementation action strategies that address Irwindale’s risk and vulnerabilities and are consistent with the proposed mitigation goals and policies. These draft actions will take a variety of forms, ranging from institution of new programs and processes to implementation of specific projects that call for physical improvements that will reduce or eliminate the effects of hazards.
As part of this subtask, the Consultant Team will evaluate the implementation status of mitigation actions from the 2014 Irwindale LHMP (i.e., Completed, Ongoing, Pending). Depending in part on that evaluation, the Consultant Team will provide recommendations concerning retention of the actions for inclusion in the Draft LHMP.
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Once the draft mitigation actions have been identified, the Consultant Team will provide a comparison that relies on a combination of qualitative and quantitative analyses. The qualitative analyses will consider criteria such life safety, preservation of property, and environmental, legal, and political factors. Where sufficient information is available, the quantitative analyses will include planning-level benefit-cost assessments. Based on these analyses, the Consultant Team will work with City Staff and TAG to prioritize and select mitigation actions. This process will include factors for ensuring that the resulting mitigation strategy is reasonable, achievable, and focuses on mitigation through the built environment.
Mitigation Tracking
DP+S has developed a web-based user interface to develop and track mitigation actions. Within the Mitigation Action Support Tool (MAST), users can track historic mitigation actions, build new ones, and evaluate progress for mitigation action. Using our planning process and MAST, our Consultant Team will upload old mitigation actions, identify new ones, and ensure identified community vulnerabilities have corresponding mitigation measures.
Users can create hazard problem statements via a data entry form where each required detail is pre-configured into dropdown lists including mitigation alternatives, areas of concern, and cost/benefit tracking. This application template will be used and adjusted to the individual needs of the City’s mitigation strategy. The application gives the user the ability to read a database of mitigation actions that can be leveraged for plan content and remains living for future reference and updates to the mitigation strategy.
In the static printed document, information will be extracted from MAST and landed into matrices that summarize the key implementation components (i.e., timing responsibility, funding) to meet FEMA requirements. The mitigation action matrix will be sorted to distinguish between implementation activities that can reasonably be accomplished within the first five years of LHMP implementation and those that would take longer or are ongoing; this is particularly important for high-priority infrastructure improvement projects.
Maintenance Plan Strategy
DP+S will develop Mitigation Action implementation plans for each priority action. These actions will be tracked by our staff for future grants and implementation. This saves grant tracking time for City Staff in future fiscal years. MAST allows the planning team to prioritize and track mitigation actions implementable within the City’s core capabilities. Additionally, our data analysis tools allow for reporting in quantifiable terms risk reduction to facilities based on staffing, value, and downtime. With our staff support, the City will measure future success through MAST by leveraging the dashboard and live update capabilities.
Task 4. Hazard Mitigation Plan Maintenance Process
DP+S will develop the Draft LHMP in accordance with DMA 2000, FEMA’s 44 CFR Part 201 and 206 and FEMA’s 2023 Local Mitigation Planning Policy Guide. DP+S will document the process of this review and revision effort and include discussions for the rationale for the changes in the administrative draft. Through collaboration and a series of review meetings our staff will edit and adjust the plan for public comment and distribution.
The Draft LHMP will include an executive summary, which can be the most important part of a business document. It is the first (and sometimes the only) thing that others will read. Our team
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Professional Services Contract A-8
will provide the executive summary in the form of a “roll-up document,” complete with data visualizations overviewing key figures and features of the plan.
Inclusion of the 2022 CWPP: An integral part of our commitment to comprehensive hazard mitigation planning is recognizing and integrating valuable existing resources. As such, the 2022 Community Wildfire Protection Plan (CWPP) will be included in full as an appendix to the Hazard Mitigation Plan (HMP). This inclusion ensures that the City of Irwindale benefits from a holistic approach, where wildfire-specific strategies and insights from the CWPP directly complement and reinforce the broader mitigation measures outlined in the HMP.
Public Review Draft LHMP
As required by FEMA, the general public must be given an opportunity to be involved in the planning process while updating the mitigation plan. A good public outreach effort educates the public and motivates them to take action to mitigate hazards near or inside their homes. Many mitigation actions affect private property; therefore, the public should be engaged early to understand community priorities. In addition, although members of the public may not be technical experts, they can help identify community assets and problem areas, describe issues of concern, narrate threat and hazard history, prioritize proposed mitigation alternatives, and provide ideas for continuing public involvement after the plan is adopted.
Based on comments received from City Staff, HMP TAG, and the public, the Consultant Team will revise the Administrative Draft Plan and produce a Final Draft LHMP for formal public review.
Final Draft LHMP FOR Cal OES and FEMA Approval
The Consultant Team will revise the Public Review Draft LHMP to respond to comments received during the public review process and prepare a Final Draft LHMP for Cal OES and FEMA review and completed plan review tool for submittal. Our Consultant Team will assume responsibility to ensure the plan, and the planning process are completed to the satisfaction of the City and in accordance with the criteria established by FEMA. Should the LHMP not receive approval after Cal OES and FEMA review, the Consultant Team will review FEMA’s “required revision” comments and revise the LHMP to the satisfaction of all review parties.
Adoption/FEMA Approval/Project Closeout
Once the City receives an “approval pending adoption letter” from FEMA, the Consultant Team will collaborate with City Staff to review and revise the Final Draft LHMP in response to FEMA’s comments and prepare the Final LHMP for City Council adoption.
DP+S will work with City Staff to present the “Final LHMP” to the Council for final adoption and approval. Generally, the adoption process takes place during Cal OES and FEMA review periods, which allows for efficient response to comments and resubmission of the final document. Final documents from DPS include adoption resolutions from all participating jurisdictions.
Following final FEMA approval, the Consultant Team Project Manager will meet with City Staff to review the project and to ensure that the Consultant Team has completed all contractual obligations to the satisfaction of the City.
SECTION IV. CONFLICT OF INTEREST
Dynamic Planning + Science (DP+S) hereby confirms that we have no financial, business, or other relationships with the City of Irwindale that might influence or impact the outcome of the contract. We are committed to maintaining transparency, integrity, and impartiality throughout the duration of the project.
Dynamic Planning + Science
Hazard Mitigation Plan
Professional Services Contract A-9
SECTION V. LIMITS OF GENERAL AND PROFESSIONAL LIABILITY INSURANCE Dynamic Planning + Science (DP+S) confirms that we are currently insured and meet the insurance requirements as outlined in the RFP. We maintain commercial general liability insurance with coverage amounts of at least $1,000,000 per occurrence and $2,000,000 in general aggregate. Additionally, we hold professional liability insurance with a minimum coverage of $1,000,000 per claim and in the aggregate. DP+S is committed to maintaining these insurance coverages throughout the duration of the project and for a period of no less than three years after the completion of the services required by the agreement.
Dynamic Planning + Science
Hazard Mitigation Plan
Professional Services Contract B-1
EXHIBIT “B”
SPECIAL REQUIREMENTS
(Superseding Contract Boilerplate)
THERE ARE NO SPECIAL REQUIREMENTS FOR THIS CONTRACT.
Dynamic Planning + Science
Hazard Mitigation Plan
Professional Services Contract C-1
EXHIBIT “C”
SCHEDULE OF COMPENSATION/BUDGET
Dynamic Planning + Science Cost Proposal
Labor Category Hr. Rate Hours Cost Project Manager $ 160.00 160 $ 25,600 Deputy PM / Planner $ 155.00 200 $ 31,000 Planning Staff $ 120.00 180 $ 21,600 Sr.GIS Analyst $ 155.00 160 $ 24,800 GIS Analyst $ 100.00 180 $ 18,000 Junior Planner $ 80.00 150 $ 12,000
1,030 $ 133,000
A.2. Project Milestone Schedule M ilestone Hours Cost % 206 $ 26,600 20.0% 177 $13,300
258 $ 33,250 25.0% 67 $4,988
258 $ 33,250 25.0% 67 $4,988
258 $ 33,250 25.0% 44 $3,325
52 $ 6,650 5.0% 89 $6,650
1,030 $ 133,000 100% 443 $33,250
LABOR TOTAL
B. DIRECT COSTS
B.1. Travel, Meetings, Advertisement
Unit Type # of Units Cost/Unit Total Cost Miles 100 $ 0.55 $ 55.00 Each 4 $ 195.00 $ 780.00 Each 4 $ 400.00 $ 1,600.00 Each 3 $ 1,000.00 $ 3,000.00 Total Travel, M eetings and Advertisement Costs $ 5,435.00 B.2. Print Production and Shipping
Unit Type # of Units Cost/Unit Total Cost Each 2 $ 10.00 $ 20.00 Each 1 $ 40.00 $ 40.00 Each 200 $ 0.05 $ 10.00 Each 2,000 $ 0.30 $ 600.00 Sq. Ft. 100 $ 1.50 $ 150.00 Total Reproduction Costs $ 820.00
DIRECT COST TOTAL
Total Project Cost
A. Total Burdened Labor Costs $ 133,000
B. Total Direct Costs $ 6,255
Total Project Cost
Ethan Mobley, Ow ner Dynamic Planning, LLC.
This proposal w ill remain valid for at least 60 days subsequent to the date of the Cost Proposal opening and thereafter in accordance w ith any resulting contract betw een Dynamic Planning + Science and City of Irw indale. $ 139,255 Binding and Binders FedEx Mail
#NAM E?
Alex Krebs $75.00/hr
Total In-Kind Cost
A. BURDENED LABOR COSTS
Total Hours and Cost
Task 1: Planning Resource Assessment and Outreach Task 2: Community Capabilities and Risk Assessment Task 3: Develop Mitigation Measures and Strategy Project Management A.1. Personnel Cost Schedule
(Fully Burden Hourly Rates; Hourly Rate includes profit and overhead) Name Ethan Mobley, AICP Raini Ott, AICP, CFM
Brian Greer Daven Solis
Cassidy Baumann
In-Kind service estimate based on the assumed city
rate show n above. Cost assumes no labor provided.
In-Kind Cost Summary
Labor Hr. Contribution
Flights Meeting Supplies
Item
*Overnight Stay for; Planning Committee Meetings (2 person, 4 Nights) B&W Prints
The in-k ind service and cost equivalents below represent a 25%in-k ind match to the project budget in labor hours or straight dollars.
$ 6,255
Anticipated In-Kind Service Schedule
$ 34,814
$ 1,564
Anticipated In-Kind ODC Total:
$ 133,000
Total Hours and Cost
Task 4: Develop Draft Plan
Item
Straight Cost
(No Labor Contribution)
Assumed City Labor Rates
Color Prints Large Scale Color Prints
Mileage Overnight Stay*
Dynamic Planning + Science
Hazard Mitigation Plan
Professional Services Contract D-1
EXHIBIT “D”
SCHEDULE OF PERFORMANCE
City of Iw rindale LHM
P Schedule
Dynamic Planning + Science Task
Start Day s
End
Hazard M itigation Plan Development
Project M anagement 2/1/2025
0 2/1/2025
M
Task 1: Plan ing Proces and Organize Resources 2/1/2025 150 7/1/2025
M LLLLLLLLLLLLLLLLLLLLM
Task 2: Risk As es ment and Com unity Capabilities 5/2/2025 150 9/29/2025
M LLLLLLLLLLLLLLLLLLLM
Task 3: Hazard M itigation Strategy
6/1/2025 160 1 /8/2025
M LLLLLLLLLLLLLLLLLLLLLLM
Task 4: Draft and Final Plan 1 /8/2025
296
8/31/2026
M LLLLLLLLLLLLLLLLLLLLLLLLLLLLLLLLLLLLLLM
Develop Draft Plan 11/8/2025 160 4/17/2026 M LLLLLLLLLLLLLLLLLLLLLMPublic Review 4/17/2026 21 5/8/2026 M LLLMPlan Submission to CalOES 5/8/2026 21 5/29/2026 M LLMCorrections (CalOES) 5/29/2026 21 6/19/2026 M LLLMFEMA Review / City Adoptions 6/19/2026 30 7/31/2026 M LLLLLMPrint & Electronic Copy Delivery 7/31/2026 31 8/31/2026 M LLLLM Final Bil ing/Project Closeout 8/31/2026
30 9/30/2026
M LLLLM
2025
5 6
2026
1 2
3 4
5 1 2 1 12
6 7 8
9 10
3 4 7 8
9 10
Public M
e ting 1
Public M
e ting 2
TAG M
e ting
TAG M
e ting
TAG M
e ting
Kick -Of
TAG M
e ting
01005.0001/1045282.1 Resolution No. 2025-13-3601
RESOLUTION NO. 2025-13-3601
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF IRWINDALE, CALIFORNIA, APPROVING: 1) AN AWARD OF A PROFESSIONAL SERVICE CONTRACT WITH DYNAMIC PLANNING + SCIENCE FOR THE PREPARATION OF THE HAZARD MITIGATION PLAN; 2) AUTHORIZING THE CITY MANAGER TO ENTER INTO A CONTRACT WITH DYNAMIC PLANNING + SCIENCE; and 3) AN AMENDMENT TO THE FISCAL YEAR 2024-2025 ADOPTED BUDGET BY APPROPRIATING $139,255 FROM THE GENERAL FUND RESERVE
WHEREAS, the Federal Disaster Mitigation Act of 2000 requires that every five years, public agencies prepare an update to its five-year Hazard Mitigation Plan (Plan) in order to be eligible for both prep and post-disaster funding from the Federal Emergency Management Agency (FEMA); and
WHEREAS, on May 13, 2024, the City received notification from CalOES and FEMA that the City’s application for a Planning Grant was approved and the City was awarded $150,000 in reimbursable grant funds for the preparation of the Hazard Mitigation Plan; and
WHEREAS, on May 13, 2024, the City received notification from CalOES and FEMA that the City was awarded an additional $50,000 in reimbursable grant funds for the preparation of the Hazard Mitigation Plan; and
WHEREAS, on September 4, 2024, staff issued a Request for Proposals (RFP) for the preparation of the Hazard Mitigation Plan. Staff received ten (10) proposals; and WHEREAS, based on an evaluation of the proposals from each consultant based on technical competency, project understanding, and experience, Dynamic Planning + Science was determined to be the most responsible, responsive, and qualified firm for this project; and
WHEREAS, the proposed fee for this service is $139,255 and a budget amendment to the Fiscal Year (FY) 2024-2025 is requested to appropriate from the General Fund Reserve to initially pay for these services and later be reimbursed by the grants.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF IRWINDALE, CALIFORNIA, HEREBY RESOLVES, DETERMINES, AND ORDERS AS FOLLOWS:
SECTION 1. The City Council hereby finds the Recitals above true and correct and incorporates them herein by this reference.
SECTION 2. The City Council approves awarding a contract to Dynamic Planning + Science and authorizes the City Manager to enter into a contract for the preparation of the Hazard Mitigation Plan for $139,255.
01005.0001/1045282.1 Resolution No. 2025-13-3601
SECTION 3. The City Council hereby approves a budget amendment to the FY 2024-2025 adopted budget and the appropriation of $139,255 for the preparation of the Hazard Mitigation Plan.
SECTION 4. The Chief Deputy City Clerk shall attest to the adoption of this resolution, which shall, in turn, have immediate effect.
PASSED, APPROVED and ADOPTED this 22nd day of January 2025. ________________________________
Larry G. Burrola, Mayor
ATTEST:
________________________________
Laura M. Nieto, MMC
Chief Deputy City Clerk
STATE OF CALIFORNIA }
COUNTY OF LOS ANGELES } ss.
CITY OF IRWINDALE }
I, Laura M. Nieto, Chief Deputy City Clerk of the City of Irwindale, do hereby certify that the foregoing Resolution No. 2025-13-3601 duly adopted by the City Council of the City of Irwindale, at a regular meeting held on the 22nd day of January 2025, by the following vote:
AYES: Councilmembers:
NOES: Councilmembers:
ABSENT: Councilmembers:
ABSTAIN: Councilmembers:
________________________________
Laura M. Nieto, MMC
Chief Deputy City Clerk
Item #20.I.
Date: January 22, 2025
To: Honorable Mayor and Members of the City Council
From: Julian A. Miranda, City Manager
Issue: Fee Waiver for Irwindale Chamber of Commerce's E-Waste Event City Manager's Recommendation:
Adopt Resolution No. 2025-16-3604 entitled, "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
IRWINDALE, CALIFORNIA, APPROVING A FEE WAIVER FOR THE SPECIAL EVENT PERMIT APPLICATION FEE FOR THE E-WASTE RECYCLING EVENT ON JANUARY 25-26, 2025".
Administrative Action:
Submitted by:
Marilyn Simpson, AICP, Community Development Director
Prepared by:
Randy Silva, Code Enforcement Officer
Electronically Approved
Reviewed by:
Adrian R. Guerra, City Attorney
Kambiz Borhani, Finance Director / City Treasurer
Approved by:
Julian A. Miranda, City Manager
Background and Analysis:
Irwindale Chamber of Commerce is requesting a fee waiver and plans to have their “E-Waste Recycling Event” taking place on Saturday, January 25, 2025, and Sunday, January 26, 2025, at 5155 Irwindale Avenue from 9:00 a.m. – 3:00 p.m. This event will provide a free opportunity open to the local businesses and community to safely recycle their old electronics and divert e-waste from the landfills.
In order for Irwindale Chamber of Commerce to host this event, the City of Irwindale requires a Special Event Permit, which includes a fee of $150.00 for non-profit organizations. Irwindale Chamber of Commerce has paid the required Special Event Permit application of $150.00, and this permit will be issued prior to the event date.
On January 15, 2025, Irwindale Chamber of Commerce submitted a Fee Waiver request for the Special Event Permit application fee of $150.00 to make this event possible.
The applicant’s request to waive the Special Event Permit application fee which meets the criteria for consideration of a fee waiver according to the City of Irwindale’s Fee Adjustment Policy. The Policy encourages investment in community events, as well as development and improvements to facilities used by local, not-for-profit or charitable organizations which cater to the residents and businesses of the City.
In accordance with the approved "City of Irwindale Fee Adjustment Policy." This event qualifies for a fee waiver according to Section I, subsection H. "Any other fee the City may deem necessary to achieve the stated goals of this Policy" and Section II, subsection (2) (a), as this event will "Benefit the community.” Irwindale Chamber of Commerce is a non-profit organization, and the recycling event provides a public benefit by providing a free drive-thru e-waste recycling event for the community.
Fiscal Impact:
The approval of this item will result in a total fee waiver of $150.00.
Attachments:
1. CC Irwindale Chamber of Commerce Resolution 2024-96-3573 (Attachment A)(1045316.1)
2. Letter - ICOC 2025 E-Waste SEP Fee Waiver (Attachment B)
3. SEP 01-2025- Irwindale Chamber E-Waste Event - Application (Attachment C)
4. Irwindale Chamber E-Waste - Fee Adjustment Policy (Attachment D & E)
01005.0001/1045316.1
Resolution No. 2025-16-3604
RESOLUTION NO. 2025-16-3604
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF IRWINDALE,
CALIFORNIA, APPROVING A FEE WAIVER FOR THE SPECIAL EVENT
PERMIT APPLICATION FEE FOR THE E-WASTE RECYCLING EVENT ON JANUARY 25-26, 2025
WHEREAS, the Irwindale Chamber of Commerce, the Applicant, submitted a Special Event Permit application to the Community Development Department on January 15, 2025, for a special event “SEP 01-2025 E-Waste Recycling Event” taking place on Saturday, January 25, 2025, and Sunday, January 26, 2025; and
WHEREAS, the E-Waste Recycling Event is a community benefit event for local residents and businesses to safely recycle e-waste. The Applicant is required under Irwindale Municipal Code (IMC) Section 17.88.020(B)(14) “Special Promotions” to have a Special Event Permit; and
WHEREAS, the Applicant, being a non-profit community-based organization within the City is holding a community event which qualifies for a fee waiver according to the approved "Cityof IrwindaleFeeAdjustment Policy;" WHEREAS, the drive through e-waste recycling event will include pallets, tables, tents and directional sandwich signs onsite at Absolute Security located at 5155 Irwindale Avenue. Items will be collected and taken to a licensed ewaste recycling facility. Anticipated attendance is 100 people each day; and WHEREAS, the event qualifies for and the City Council desires to waive the $150.00 Special Event Permit Application fee in accordance with the City of Irwindale Fee Adjustment Policy because the Chamber of Commerce is a nonprofit organization and the event provides a public benefit by providing residents, local businesses and community members a free drive-thru opportunity to safely recycle their old electronics and divert e-waste from the landfills.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF IRWINDALE,
CALIFORNIA, HEREBY RESOLVES, DETERMINES AND ORDERS AS
FOLLOWS:
SECTION 1. The City Council hereby approves the fee waiver Special Event Permit Application for the special event “SEP 01-2025 E-Waste Recycling Event” e-waste recycling event taking place on January 25-26, 2025.
Attachment A
01005.0001/1045316.1
Resolution No. 2025-16-3604
SECTION 2. The City Council finds that waiving the Special Event Permit Application fee of $150.00 forthis specialevent“SEP01-2025E-WasteRecyclingEvent whichservesavalidpublicpurposeandprovides a public benefit by providing residents, local businesses and community members a free drive-thru opportunity to safely recycle their old electronics and divert e-waste from the landfills.
SECTION 3. Based on the above finding, the City Council hereby approves the City of Irwindale Application for Fee Adjustment and hereby waives the Special Event Permit Application fee of $150.00.
SECTION 4. The Chief Deputy City Clerk shall attest to the adoption of this resolution which shall, in turn, have immediate effect.
PASSED, APPROVED AND ADOPTED this 22nd day of January 2 2 , 2024. _____________________________
Larry G. Burrola, Mayor
ATTEST:
_____________________________
Laura M. Nieto, MMC
Chief Deputy City Clerk
STATE OF CALIFORNIA }
COUNTY OF LOS ANGELES } ss.
CITY OF IRWINDALE }
I, Laura M. Nieto, Chief Deputy City Clerk of the City of Irwindale, do hereby certify that the foregoing Resolution No. 2025-16-3604 was duly adopted by the City Council of the City of Irwindale, at a regular meeting held on the 22nd day of January 2025, by the following vote:
AYES: Councilmembers:
NOES: Councilmembers:
ABSENT: Councilmembers:
ABSTAIN: Councilmembers:
01005.0001/1045316.1
Resolution No. 2025-16-3604
_________________________
Laura M. Nieto, MMC
Chief Deputy City Clerk
Irwindale Chamber of Commerce
5155 Irwindale Ave * PO Box 2307 * Irwindale, California 91706 (626) 960-6606 * www.irwindalechamber.org
January 15, 2025
City Council
City of Irwindale
5050 Irwindale Avenue
Irwindale, CA 91706
Dear City Council,
The Irwindale Chamber of Commerce would like to request a fee waiver in the amount of $150.00 for our E-Waste Recycling Event’s Special Event Permit Application. The event will take place on January 24 and 25, 2025 at the Absolute International Security parking lot.
This event will benefit the community by providing residents, local businesses and community members an opportunity to safely recycle their old electronics.
Thank you for your consideration.
Sincerely,
Ashley Bendanillo
Communications Coordinator/Staff Assistant
Irwindale Chamber of Commerce
[email protected]
Tel: 626.960.6606
Attachment B
5050 N. Irwindale Avenue, Irwindale, California 91706
(626) 430-2208
January 6, 2025
TO: Review Departments:
[X] City Manager [X] Economic Development
[X] Assistant City Manager [X] Police Department
[X] Code Enforcement [X] Fire Department (Azusa)
[X] Community Development [X] Business License
[X] Engineering/Building [X] Human Resources
[X] Public Services [ ] Parks/Recreation
FROM: Randy Silva, Code Enforcement Officer
RE: Special Event Permit Comment and Routing Sheet for “E-Waste Recycling Event” Please review and respond to the attached application concerning the following Special Event Permit:
Special Event Permit No. 01-2025 – The Applicant, the Irwindale Chamber of Commerce is proposing a free drive-thru E-Waste collection event for both residents and businesses. The event will take place at the parking lot of 5155 Irwindale Avenue, on Saturday, January 25, 2025, from 9:00 AM – 3:00 PM and Sunday, January 26, 2025, from 9:00 AM – 3:00 PM. Approximately 100 vehicles are expected to go through the site during the two-day event. There will be no admission or parking fees. A copy of the application is attached.
Please return your comments by Tuesday, January 21, 2025. If you have any questions, feel free to contact me:
Phone: 626-430-2278
E-mail: [email protected]
Attachment C
Revised 08/16/2022 Page 1
Special Event Permit Application
City of Irwindale Community Development Department
5050 Irwindale Avenue • Irwindale, California 91706 • (626) 430-2208 By completing the information requested, this application will serve as a request for approval of a special event/temporary use permit. Planning Division staff will assist you in completing this application and can be reached at (626) 430-2208. Planning Division counter hours are 8:00 AM to 6:00 PM, Monday through Thursday.
The Planning Division requires that Special Event Permit Applications be completed and submitted for processing and application fee paid at least thirty (30) calendar days prior to the date of the proposed event. PLEASE NOTE:
Applications submitted less than ten (10) calendar days prior to a proposed event WILL NOT be accepted. Submission of a Special Event Permit Application is not a guarantee that your event can be permitted. It is recommended that you do not promote your event until you’ve received confirmation from the Community Development Department that your event may proceed.
Event Information
Name of Proposed Event:
Location of Event:
Event Date(s) and Event Hours:
On-site Contact(s):
Please give a detailed description of the proposed event. (Attach separate sheets, if necessary.) Please list all temporary equipment (e.g. tents, fencing, canopies, stages, seating equipment, carnival rides, ticket booths, food booths, vendor booths, etc.) or temporary facilities (e.g. restrooms, etc.) that will be used in conjunction with this event. (Please indicate the location of all temporary equipment and temporary facilities on the site plan.) Will there be any type of entertainment (live or recorded)? Y N If yes, please provide specific details of the nature of entertainment (e.g. names of entertainers, dates and hours of appearance, etc.) and attach a schedule of events.
Will this event consist of any vendors? Y N If yes, please indicate the total number of vendors and the type of (sales food or merchandise) that will be conducted during this event. In addition, provide a list of all vendor names, including vendor business address, contact person’s name and telephone number. (Please indicate vendor locations on site plan.) Will alcoholic beverages be sold or served during the event? Y N If yes, please indicate the date and hour that alcoholic beverages will be available for consumption. (Please indicate the location of all alcoholic beverage booths on the site plan.)
Is there an admission fee to this event? Y N If yes, what is the admission fee? Are tickets being sold in advance? Y N If yes, please indicate source of ticket sales.
Special Event Permit Application
Revised 08/16/2022 Page 3
Minimum Requirement Checklist For SEP Filing
1. Completed Special Event Permit Application – Signed by applicant and property owner.
2. Completed and signed by applicant – “Indemnification Clause for Special Event Permit.” (SEP Application Page 2).
3. Attach a detailed site plan of the event; plan should include the following information (if applicable):
• Location of all temporary equipment
• Vendor Locations
• Parking site (Including lane access and exists)
4. Special Event Application fee. SEP application cannot be accepted and processed until required fee is paid.
5. The applicant shall require all vendors that are expected to make any taxable sales transactions at this Irwindale event to complete form BOR-530-B REV. 4 (10-98) LOCAL TAX ALLOCATION FOR TEMPORARY SALES LOCATIONS AND CERTAIN AUCTIONEERS, and to submit the completed form to the California State Board of Equalization.
6. The event organizer and all event vendors are required to obtain a City of Irwindale business license. Business license applications must be filed online and have all fees paid prior to the event. Contact (626)430-2252 for additional information. Apply online at http://www.irwindaleca.gov/index.aspx?NID=186.
7. The County of Los Angeles Public Health Department requires that the event organizer and all food vendors (including restaurants) participating in the event must obtain a Temporary Food Facility (TFF) permit.
LA County Department of Public Health, Environmental Health Division: http://www.publichealth.lacounty.gov/eh/ Additional Requirements For Irwindale Speedway & Event Center (aka Irwindale Speedway) Filing
8. All Special Events shall be pre-approved by the City and shall take place in City-approved areas within the Irwindale Speedway & Event Center site.
9. Attach a detailed site plan of the event; plan should include the following information (if applicable) :
• The base for this required site plan shall be the Irwindale Speedway & Event Center Site Plan of Record that was approved by the City or a clear aerial image of the entire site. • Description of the parking layout, vehicle circulation details, on-site traffic signage details, and drag strip layout for review and approval by the Planning Department, Public Works/Engineering Department and by the Police Department.
10.Please Note: If the SEP application for proposed IEC event is submitted less than twenty (20) calendar days before the event, Applicant shall pay an additional fee of $250.00 for each day the application is late. No SEP applications will be processed if submitted less than ten (10) days in advance.
City Required Accounting For All Admissions And Parking Fees Collected
11.In accordance with Irwindale Municipal Code Section 3.04 the City charges an admissions tax upon every person who pays an admission charge to any place located in the City limits. All Special Events that are charging an admissions fee are required to pay, along with other required application fees, an Admissions Tax deposit equal to 3% of the projected gross income for the proposed event.
12. On or before the 15th day of the month following the special event, the applicant will give an accounting to the City of all taxable admissions and parking fees collected for the special event by submittal of the completed “Admisisons Tax Monthly Report” form. The Admissions Tax deposit received will be credited towards any additional taxes owed. The form can be found online on the City’s website under “Planning” at http://www.irwindaleca.gov/.
Cancellation Policy
1. Should Event Organizer, for any reason, need to cancel their event; they must provide a written notice of cancellation and must be received in our office no later than ten (10) days prior to the event start date. Cancellations must be in written form; verbal cancellations will not be accepted.
2. Please keep in mind that Permit Fees are non-refundable. It is also possible that fees related to Police, Security, and/or Crossing Guard Services will still be incurred.
Additional Information
The City of Irwindale requires a Certificate of Insurance (COI) which must reflect the following. • General liability insurance. Permitee shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO “insured contract” language will not be accepted. The City of Irwindale, its officers, officials, agents, and employees shall be included as additional insureds on the policy.
Special Event Permit Application
Revised 08/16/2022 Page 5
Special Event and Temporary Use Permit
Building and Safety Department checklist
Please provide the following on your site plan.
Answer the questionnaire at the column to the right. Where “YES” is checked, please contact Building & Safety at (626)430-2205. Items below may be subject to City permit approvals and inspections by the local building inspector.
Is parking provided? YES NO
Requires accessible parking stall(s)
Permanent restroom facility available for the public? YES NO Requires accessible restroom
Portable restrooms provided? YES NO
Requires accessible portable restroom
GRANDSTAND, STAGE, PLATFORM
Elevated more than 30 inches above finished floor or ground? YES NO
TENT/CANOPY
Larger than 120 square feet? YES NO
Larger than 4,500 square feet? YES NO
STRUCTURES (I.E. SPEAKERS, CANOPIES, ETC.)
Greater than 12 feet in height? YES NO
PLUMBING, ELECTRICAL, MECHANICAL
Any proposed work related to plumbing, mechanical, and/or electrical? YES NO
PARKING LAYOUT
RESTROOM
Standard Operating Procedure
Electronic Waste Collection Event
Traffic Management Plan
Event Date: (Saturday & Sunday)
Event Time: From 9:00 am to 3:00 pm
Event Location: Absolute Security International (ICOC Parking Lot) 5155 Irwindale Ave.
Irwindale, CA 91706
The following is a Standard Operating Procedure developed for the purpose to maximize efficiency in the operation process of our electronic waste [e-waste] collection event, and more importantly to ensure the safety of the community and participants partaking in this event. This Standard Operating Procedure will include a complete Traffic Management Plan (Traffic Flow and Layout), Event Operation and Logistic.
Traffic Management Plan
Our Traffic Management Plan establishes and outlines the activities that occur during our collection event, and procedures in which our staff takes during the event in order to ensure the success and safety of our collection event.
1) This electronic waste recycling event is a drive-thru event where participants do not need to leave their vehicles.
2) It is essential that the participating vehicles do not disrupt the regular on-going traffic within the parking lot and streets surrounding the event site. Thus, we developed the actual area of drop-off at the most convenient and safest possible location that minimizes traffic congestion and possibility of accidents.
3) Our event layout includes floor signs clearly indicating an entrance and exit way for participating vehicles to follow along with our cones. We will have 3x directional floor signs and 2x enter/exit signs at the collection event.
4) The entrance will contain a traffic control ‘booth’ to direct incoming participants to the ‘Receiving Area’.
5) The ‘Receiving Area’ is designated as a distribution point of the State of California mandatory end-user verification form (198 Log) that requires participants provide their residency information to the state and verify their e-waste donations and discards. Event staffs will also, at this juncture, collect and unload all e-products intended for disposal, while participants complete their mandatory information to the state. a. Upon arrival at the "Receiving Area" participants will remain in their vehicles and our staff will unload the electronic devices they have within their vehicle. b. The unloading of electronic devices and verification will take approximately 30 seconds to 1 minute per vehicle, depending on the amount and volume of the devices within the vehicle.
Traffic Management Plan Continued
6) The "Receiving Area" will take up 6 parking stalls worth of space. a. 4 stalls will be allocated to pallets/gaylord boxes to organize e-devices b. 2 stalls will be allocated to event equipment and supplies c. The dimensions of each stall is approximately 9 feet by 18 feet, which makes it 162 square feet. Therefore the total dimension required for the "Receiving Area" is approximately 972 square feet.
7) Orange traffic cones will be used to reinforce the directions and divisions of lanes leading up to the drop-off point (‘Receiving Area’ [as seen on the "event site close up" picture). a. Orange traffic comes serve as a dividing line to split the lane into two so that participants and oncoming traffic do not interfere with one another. b. We will only occupy and set up our "Receiving Area" one side rather than both sides (same as the picture on the right side under "event site close-up") i. The other side of the lane will be free to ongoing traffic as to not cause traffic congestion or interference with ongoing traffic flow. 8) Upon completion of unloading the e-waste donations and verifying participant residency information, participants are directed to exit our receiving area and into the remainder of the parking lot.
9) This event and our receiving area will not impede on the ongoing activities and traffic of the current commercial store fronts.
Standard Operating Procedure
For Electronic Waste Collection Event
Traffic Management Plan
Event Site Overview:
Event Site Close-up: Example set-up
For demonstration of lane splitting with traffic cones
(2 side setup does not apply to this event)
Receiving Area setup for this Event (1 side setup only)
Standard Operating Procedure
For E-Waste Collection Event
Event Operation (Staff, Supplies and Equipment) and Logistic Aside from the pre-promotional effort by the administrative group, adequate professional staffs and equipment are also key elements that will determine an efficient and successful operation.
The event requires a collective effort of the entire team, from the traffic controllers, to the unloading and packing personnel, equipment operators, and sign in team. It is the entire group effort that will ensure a well-organized, well-executed, and most importantly a safe operation.
The following are essential lists of staff, equipment, supplies required for the event:
Event Staff
1) Coordinator (1)
2) Unloading and packing personnel (1-2)
3) Driver/Equipment operators (1-2)
Supplies and Equipment
1) 53 ft. Truck with Back-lift (Optional)
2) 30 ft. Truck with Back-lift (1-2) - on rotation and will not remain on event site 3) Orange Traffic Cones (10)
4) Entrance and Exit Sandwich Signage (2)
5) Pallet Jack (1)
6) Pallets, Gaylord Boxes (30 of Each)
7) Shrink Wrap (3-5 Boxes)
8) Fire Extinguishers (2)
9) First Aid Kits (1)
10) EZ-up Tents (1-2)
11) Chairs (1-2)
Actual event hours start at 9:00am and lasts until 3:00pm. Our even staff and Truck(s) with supplies and equipment will be on premise at 8:30 am to set up. The event closing and clean up, however, will depend upon the volume of e-waste that we collect.
All e-waste identified as Cathode Ray Tube/Cover Electronic Waste (CRT/CEW) including; television monitors and computer monitors will be palletized and shrink wrapped, then immediately loaded onto our company trucks once the pallets are filled. Other Electronics such as computer towers will also be separately palletized and shrink wrapped as well. While the smaller electronics and household products identified as Other Electronics such as keyboards, cell phones, motherboards, home entertainment systems, household appliances and lose electronic devices will be placed into Gaylord boxes (on top of pallets) and loaded onto our trucks once they are full. The e-waste will be transported directly to ARC recycling facility and undergo the recycling process.
City of Irwindale
Fee Adjustment Policy
The City of Irwindale would like to encourage investment in community events, as well as development and improvements to facilities used by local, not-for-profit or charitable organizations which cater to the residents and businesses of the City. To achieve this goal, the City is implementing this Fee Adjustment Policy to provide cost reduction for those non-profit organization applicants, which a.re talcing action to improve and develop their properties and/or the community. Additionally, the City would like to encourage individuals to improve their residential properties and acknowledges that certain incentives may be necessary to accomplish certain improvements, such as adjustments to applicable permit fees. This policy is based on the premise that, in exchange for improvements to property, the community and structures within the City, the City may provide relief from some of the costs associated with building improvements, developments and community events occurring in the City.
I. ADJUSTMENTS ARE AVAILABLE FOR THE FOLLOWING FEES
To achieve the City's goal of encouraging community events, building improvements and development in the City, the following fees are available for waiver or reduction in an amount deemed appropriate by the City Council pursuant to the criteria in this Policy:
A. Building permits
B. Plan check fees
C. Conditional use permit
D. Development permits
E. Electric permit
F. Plumbing permit
G. Grading pe1mit
H. Any other fee the City may deem necessary to achieve the stated goals of this Policy
II. CRITERIA FOR CONSIDERATION
The City Council may grant fee waivers or reductions of fees for applicants who directly or indirectly invest money in the City, when such waiver or reduction would serve a public purpose.
The following criteria must be established to qualify for a fee waiver or fee reduction:
1. Applicants for fee waivers or reductions must be:
a. Recognized by the Internal Revenue Service as a not-for-profit organization or charitable organization, or
b. Property owners or prospective owners within the City.
2. Fee waivers or reductions may be granted for improvements or developments within City limits that can be shown, tlu·ough docwnentary proof, to meet the criteria of subsection
2.a or 2.b below:
35853 vi
1 Attachment D
a.
b.
Benefit the community. This includes, but is not limited to, circumstances where the applicant:
1. Supports civic or community programs for the City's residents, or businesses;
11. Provides financial assistance to the City's residents or businesses; or 111. Improves the condition of property or availability of affordable housing within the City.
Provide a public service or otherwise promote the public health, safety and welfare. This includes, but is not limited to, circumstances where the individual or entity provides needed donations or other assistance to residents and businesses of the City in areas such as:
1. health care;
11. counseling services;
m. abatement of dangerous or unhealthful living or working conditions, including but not lin1ited to those constituting violations of the Irwindale Municipal Code;
1v. affordable housing;
v. trnnsportation needs ofresidents or employees; or
v1. nutrition needs ofresidents.
III. PROCESS FOR CONSIDERATION
An individual or organization wishing to be considered for a fee waiver or adjustment should complete a fee adjustment application and submit it to the Deputy City Clerk. The City Manager will review the request and, if it meets the criteria of this Policy, agendize the item for City Council review and consideration under the guidelines of this Policy. If the City Council finds that all the requirements have been met, the waiver will be granted and processed along with the pen11it application. Alternatively, the City Council may reduce such fee in an amount it deems appropriate based upon its assessment of the level by which the proposed activity meets the criteria outlined in this Policy. The decision of the City Council on any fee waiver or reduction shall be final.
35853 vi
2
(626) 858-7188
Special Event Permit Application Fee of $150.00
Absolute International Security
5155 Irwindale Ave., Irwindale, CA, 91706
Absolute International Security Parking Lot (5155 Irwindale Ave., Irwindale, CA, 91706) Drive-thru E-Waste Recycling Event, a free event open to the community.
Benefit the Community: Supplying residents, local businesses and community members an opportunity to safely recycle their old electronics.
Irwindale Chamber of Commerce, a 501c(6) non-profit organization Attachment E
Successor Agency
January 2025
Reference
Number Vendor Name Date Amount
WF-48 2006 TA Rf Parity Bd 1,859,631.25
WF-49 2014 TA Rfdg Pty Bond 12,150.00
WF-50 2014 Taxable Housing Tax 7,190.63
WF-51 2005 Taxable Housing TA Prty Bond 96,360.25
Report Total: 1,975,332.13
Electronic Payments
January 1 - 31, 2025
City of Irwindale as Successor Agency to the
Irwindale Community Redevelopment Agency
103850 USBANK03 US Bank Trust N.A. 01/14/2025 4,235.00
Report Total (2 checks): 4,372.50
Check Amount
103849 ROSENO RSG Inc. 01/14/2025 137.50
Accounts Payable
Checks by Date - Summary by Check Number
Check No Vendor No Vendor Name Check Date
Item #33.B.
Date: January 22, 2025
To: Honorable Chair and Members of the Housing Authority Board From: Julian A. Miranda, Executive Director
Issue: Acquisition of 14905 Los Angeles Street, Irwindale CA Executive Director's Recommendation:
Adopt Resolution No. HA 2025-01-145 entitled "A RESOLUTION OF THE IRWINDALE HOUSING AUTHORITY APPROVING THE ACQUISITION OF 14905 LOS ANGELES STREET, IRWINDALE, CALIFORNIA,
AUTHORIZING THE HOUSING COORDINATOR TO EXECUTE THE PURCHASE AND SALE AGREEMENT AND
RELATED DOCUMENTS, AND APPROVING THE APPROPRIATION OF FUNDS FROM LOW- AND MODERATE-INCOME HOUSING FUND 12."
Administrative Action:
Submitted / Prepared by:
Fernando Lopez, Housing Coordinator Electronically Approved Reviewed by:
Adrian R. Guerra, General Counsel
Kambiz Borhani, Finance Director / City Treasurer
Approved by:
Julian A. Miranda, Executive Director
Background and Analysis:
PROPERTY BACKGROUND: 14905 Los Angeles Street is a vacant residential parcel that has been
offered for purchase by the Housing Authority. The Property is owned by MARIANA MIRANDA DIAZ, AS
TRUSTEE OF THE EDWARD ROBERT DIAZ AND MARIANA MIRANDA DIAZ FAMILY TRUST (“Property Owners”) The Property currently does not have a home or other structure on it. The property is 5,973 square feet, rectangular in shape, zoned A1.
Although the property is currently vacant, the subject property could be better utilized for the development of Affordable Housing.
The California Department of Housing and Community Development (HCD) along with Los Angeles County Officials have identified the urgent need for Affordable Housing Development throughout the state.
As a result, City staff received authorization from the Housing Authority Board to contact the Trust to express the Housing Authority’s interest in the property and begin negotiations.
APPRAISAL: The City has obtained an Appraisal Report from Frazier Capital Valuation effective as of August 19, 2024, which valued the Property at $240,000.
BROKER REPRESENTATION: IHA and Seller have negotiated in good faith and mutually agreed to the acquisition of the Property by the IHA pursuant to the terms of the Purchase and Sale Agreement.
PSA: IHA and Seller have negotiated the PSA which contains the following terms. • Purchase Price: $240,000
• Deposit: $10,000
• Escrow: Fidelity National Title
• Title Insurance:
o Insurer: First American Title Insurance Company
o Title Policy: An ALTA (non-extended) owner’s title policy to be issued to IHA closing with exceptions approved by IHA.
• Due Diligence Period: 60 days from IHA’s receipt of all required information from Seller with right to extend for 7 days if necessary to obtain a Phase II environmental report based on recommendation in Phase I report. IHA has duty to promptly order Phase I report. • Close of Escrow: 30 days after expiration of due diligence period. • Limited Seller Representations & Warranties: Seller (being only trustees and successors of Original Owners who are deceased) are only making limited representations and warranties.
IHA will basically acquire the Property in AS-IS condition. • Costs: IHA shall pay the cost of the title insurance policy and all escrow charges. • Liquidated Damage Clause: IHA has the right to terminate the PSA with the Deposit returned if it disapproves the Property prior to the end of the Due Diligence Period. If IHA elects to not purchase the Property after that period has expired it may do so but will technically be in breach of the PSA and will forfeit the Deposit ($10,000) to the Seller pursuant to a liquidated damage clause which means that the maximum liability for breach is $10,000. • Executive Director Authority: The PSA provides authority for the Executive Director to execute all documents to implement the transaction including authority to make modifications or
amendments including extensions of time.
STAFF RECOMMENDATION AND ALTERNATIVES:
1. Staff requests that the Board approve the acquisition of the real property located at 14905 Los Angeles Street (APN 8415-001-013) (“Property”) pursuant to the Agreement for Purchase and Sale of Real Property and Joint Escrow Instructions, a copy of which is Attachment A (“PSA”).
2. Staff recommends that the Housing Authority Board approve the PSA and authorize Staff to engage Converse Consultants to conduct the due diligence including a Phase I report and if necessary, a Phase II report.
However, the following alternative actions are available for the Board’s consideration:
1. Do not approve the PSA.
2. Identify changes the Board wants made to the PSA and direct the IHA’s legal counsel and staff to return with another draft.
Fiscal Impact:
The total cost for Irwindale Housing Authority (IHA) to acquire the property listed at 14905 Los Angeles Street is $240,000 plus $10,000 for escrow, title, and appraisal services. Additionally, $15,000 will be needed to retain Converse Consultants, a third-party expert, for Phase I report, and if applicable, Phase II report, and any other additional due diligence work needed as reasonably determined by Staff.
The adoption of Resolution No. HA- 2025-01-145 authorizes the Finance Director to: 1) transfer $265,000 from IHA's Local Agency Investment Fund (LAIF) account to Low/Mod Housing Asset Fund No. 12; 2) amend IHA Fiscal Year 2024-2025 adopted budget to appropriate these costs in corresponding accounts, and 3) release the money to escrow for acquisition.
Attachments:
1. PSA 14905 Los Angeles St. 1-22-25
2. Resolution No. HA 2025-01-145 14905 Los Angeles Street(1045466.1)
1 AGREEMENT FOR PURCHASE AND SALE
OF REAL PROPERTY AND JOINT ESCROW INSTRUCTIONS
THIS AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY AND JOINT ESCROW INSTRUCTIONS (“Agreement”) is made this ___ day of ________, 2025 (“Agreement Date”) by and between IRWINDALE HOUSING AUTHORITY, a public agency (“Buyer”) and
MARIANA MIRANDA DIAZ, AS TRUSTEE OF THE EDWARD ROBERT DIAZ AND MARIANA MIRANDA DIAZ FAMILY TRUST DATED DECEMBER 10, 2020 (“Seller”).
R E C I T A L S:
A. Seller is the owner in fee of certain unimproved real property commonly known as 14905 Los Angeles Street, in the City of Irwindale, County of Los Angeles, State of California (APN 8415-001-013) legally described on Exhibit A attached hereto, together with all of Seller’s right, title and interest in and to any and all improvements, fixtures, rights-of-way, utility rights, entitlements, claims or other benefits in any way connected with the real property (“Property”).
B. Buyer and Seller have negotiated in good faith and mutually agreed for the acquisition of the Property by Buyer pursuant to the terms of this Agreement.
NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the parties hereto agree as follows:
TERMS AND CONDITIONS:
1. PURCHASE AND SALE OF PROPERTY; WAIVER
1.1 Acquisition of Property. Pursuant to the terms of this Agreement, Buyer hereby agrees to purchase from Seller, and Seller agrees to sell to Buyer, the Property in AS-IS except as otherwise specifically set forth in this Agreement.
1.2 Waiver and Release of Condemnation Claims. The parties acknowledge that the Buyer’s acquisition of the Property pursuant to this Agreement is not under threat of condemnation by Buyer. Seller agrees that this Agreement provides for fair compensation for the Property and waives any and all claims against Buyer with respect to same.
2. OPENING OF ESCROW. Within five (5) days after the execution of this Agreement by both Buyer and Seller, the parties shall open an escrow (“Escrow”) with Fidelity National Title, National Commercial Services (Escrow Holder) by causing an executed copy of this Agreement to be deposited with Mary Lou Adame at Fidelity National Title, National Commercial Services, 3237 E.
Gausti Rd., Ste. 105, Ontario, CA 91761 email: [email protected] (909) 978-3020 (“Escrow Officer”) together with the Deposit (as defined in Section 3.2(a) (“Opening of Escrow”).
3. PURCHASE PRICE.
3.1 Purchase Price. The purchase price for the Property is Two Hundred Forty Thousand Dollars ($240,000) (“Purchase Price”).
2 3.2 Payment. The Purchase Price shall be paid as follows:
a. Deposit. At Opening of Escrow, Buyer shall deposit the sum of Ten Thousand Dollars ($10,000) with Escrow Holder (“Deposit”). b. Balance of Funds. At least one (1) business day prior to the Closing, Buyer shall deposit balance of the Purchase Price with Escrow Holder in Good Funds (as defined below).
3.3 Disbursement of Seller’s Net Proceeds. At the Closing, the net proceeds (as determined by the Seller settlement statement) shall be disbursed to Seller.
3.4 Good Funds. All funds deposited in Escrow shall be in “Good Funds” which means a wire transfer of funds, cashier's or certified check drawn on or issued by the offices of a financial institution located in the State of California.
4. ADDITIONAL FUNDS AND DOCUMENTS REQUIRED FROM BUYER AND SELLER.
4.1 Seller. Seller agrees that on or before 12:00 noon on the day preceding the Closing Date, Seller will deposit with Escrow Holder such funds and other items and instruments (executed and acknowledged, if appropriate) as may be necessary in order for the Escrow Holder to comply with this Agreement, including without limitation:
a. Executed and acknowledged grant deed in the form of Exhibit B attached hereto (“Grant Deed”).
b. A Non-Foreign Affidavit as required by federal law.
c. Such funds and other items and instruments as may be necessary in order for Escrow Holder and the Title Company to comply with this Agreement.
4.2 Buyer. Buyer agrees that on or before 12:00 noon on the date preceding the Closing Date, Buyer will deposit with Escrow Holder all additional funds and/or documents (executed and acknowledged, if appropriate) which are necessary to comply with the terms of this Agreement, including without limitation:
a. The statutorily required Certificate of Acceptance in the form attached to the Grant Deed (“Certificate of Acceptance”).
b. A Preliminary Change of Ownership Statement completed in the manner required in Los Angeles County.
c. Such funds and other items and instruments as may be necessary in order for Escrow Holder and the Title Company to comply with this Agreement.
4.3 Recordation, Completion and Distribution of Documents. Escrow Holder will cause Grant Deed (with the Certificate of Acceptance attached) to be recorded when it can issue the Owner’s Title Policy in accordance with Section 6, and holds for the account of Buyer and Seller, respectively, the funds and items described above to be delivered to Buyer and Seller, respectively, through Escrow, less costs, expenses and disbursements chargeable to Seller pursuant to the terms hereof.
3 5. CLOSING DATE; TIME IS OF ESSENCE.
5.1 Closing Date. Escrow shall close thirty (30) days after expiration of the Due Diligence Period (defined in Section 7.2) (“Closing Date”) unless extended as evidenced by a writing signed by both parties. The terms “Close of Escrow” and/or “Closing” are used herein to mean the time Grant Deed with the Certificate of Acceptance are filed for recording by the Escrow Holder in the Office of the County Recorder of Los Angeles County, California.
5.2 Possession. Upon the Close of Escrow, exclusive possession and occupancy of the Property shall be delivered to Buyer free and clear of all claims of possession (including, but not limited to, any occupants) and of all personal property and debris.
5.3 Time is of Essence. Buyer and Seller specifically agree that time is of the essence.
5.4 City Manager’s Authority. Buyer by its execution of this Agreement hereby agrees that the City Manager of the Buyer or designee (who has been designated by City Manager’s written notice delivered to Seller and Escrow Holder) shall, in City Manager’s sole and exclusive discretion, have authority:
(i) to execute documents on behalf of Buyer including, but not limited to, issuing approvals, disapprovals and extensions. Any such approval, disapproval or extension executed by the City Manager or their designee shall be binding on Buyer. (ii) to make, pursuant to Section 13.5, hereof, minor modifications to this Agreement in order to fulfill the direction of the Board of Directors, provided that such minor modifications must be approved by the City Attorney.
6. TITLE; OWNER’S TITLE POLICY.
6.1 Approval of Title.
a. Buyer has received preliminary title report Order No. FBDO-2402829 reissued as of January 16, 2025 (“Preliminary Title Report”) issued by Fidelity National Title, National Commercial Services (“Title Company”). Buyer approves Exceptions 1, 2, 3, 5, and 6 in the Preliminary Title Report (“Approved Exceptions”) and all other exceptions are hereinafter “Disapproved Exceptions.”
b. Seller shall have a period of ten (10) days from Opening of Escrow in which to notify Buyer of Seller's election to either (i) agree to attempt to remove any Disapproved Exceptions prior to the Close of Escrow; or (ii) decline to remove any such Disapproved Exceptions (“Seller's Notice”). If Seller notifies Buyer of its election to decline to remove the Disapproved Exceptions, or if Seller is unable to remove the Disapproved Exceptions (other than any obligations of Buyer under Section 7), Buyer may elect either to terminate this Agreement and the Escrow or to accept title to the Property subject to the Disapproved Exception(s). Buyer shall exercise such election by delivery of written notice to Seller and Escrow Holder within five (5) business days following the earlier of (i) the date of written advice from Seller that such Disapproved Exception(s) cannot be removed; or (ii) the date of written advice from Seller that declines to remove such Disapproved Exception(s). Buyer’s failure to elect to terminate this Agreement shall be
4 deemed as Buyer’s acceptance of title to the Property subject to the Disapproved Exceptions.
c. Upon the issuance of any amendment or supplement to the Preliminary Title Report which adds additional exceptions, the foregoing right of review and approval shall also apply to said amendment or supplement; provided, however, that Buyer's initial period of review and approval or disapproval of any such additional exceptions shall be limited to seven (7) business days following receipt of notice of such additional exceptions.
d. Nothing to the contrary herein withstanding, Buyer shall be deemed to have automatically objected to all leases, deeds of trust, mortgages, judgment liens, federal and state income tax liens affecting the Property (excluding any such items caused by Buyer), and Seller shall discharge any such non-permitted title matter of record prior to or concurrently with the Close of Escrow except as otherwise specifically provided in this Agreement.
6.2 Owner’s Title Policy. At the Close of Escrow, Escrow Holder shall furnish Buyer with an ALTA owner's non-extended policy of title insurance (“Owner’s Title Policy”) insuring title to the Property vested in Buyer, containing only (i) non-delinquent real property taxes and assessments; (ii) only Approved Exceptions in accordance with Section 6.1; and (iii) any exceptions caused by the acts of Buyer, together with endorsements that Buyer has reasonably requested. The amount of the insurance coverage shall be in the amount of the Purchase Price, although Buyer can request additional coverage at its sole cost and expense. The cost of the Owner’s Title Policy shall be paid by Seller. If Buyer elects to obtain an extended ALTA owner’s policy, Buyer shall be responsible to secure a survey at its own cost and expense which shall be delivered to the Title Company not less than thirty (30) business days prior to Closing and Buyer shall be responsible to pay for any additional premium.
7. DUE DILIGENCE.
7.1 Scope of Due Diligence. Upon Opening of Escrow, Seller shall make available to Buyer true, correct and complete copies of all contracts which relate to the Property (together with any amendments or modifications thereto), reports, investigations or similar documents in Seller's possession respecting the physical condition of the Property and any other information in Seller's possession or control. Buyer is acquiring the Property for the Project (as described in Recital B above) (“Property Information”). Buyer’s obligation to purchase the Property is subject to Buyer’s determination, in its sole discretion, that the Property is suitable for such use. Buyer’s election to close Escrow and acquire title to the Property will constitute and be evidence of Buyer’s determination regarding the suitability of the Property for such purposes in its AS-IS, WHERE-IS, WITH ALL FAULTS CONDITION. In the event Buyer determines the Property is not suitable for such purposes, Buyer may terminate this Agreement. Buyer may, in its sole discretion, elect to obtain (at its sole cost and expense) a Phase I Environmental Assessment (“Phase I”) of the Property and, if recommended by Buyer’s environmental consultants, a Phase II Environmental Assessment (“Phase II”).
7.2 Approval of Due Diligence Matters. Buyer shall notify Seller in writing (“Buyer's Due Diligence Notice”) no later than sixty (60) days from Buyer’s receipt of all Property Information subject to extension as hereinafter set forth (“Due Diligence Period”), of Buyer's approval or disapproval of the condition of the Property and Buyer's investigations with respect thereto (excluding title matters which are to be approved or disapproved pursuant to Section 6),
5 which approval may be issued or withheld in Buyer's sole and absolute discretion. Buyer's failure to deliver Buyer's Due Diligence Notice on or before the Due Diligence Date shall be conclusively be deemed Buyer's disapproval thereof. Buyer shall promptly order a Phase I report and upon receipt shall provide a copy to Seller. If the Phase I report recommends a Phase II report, the Due Diligence Period will be extended until seven (7) days after receipt of a copy of same which shall also be provided to Seller.
7.3 Right to Enter. Commencing upon Opening of Escrow, Seller grants Buyer, its agents and employees at Buyer’s sole cost and expense, a limited license to enter upon the Property for the purpose of conducting engineering surveys, soil tests, investigations or other studies reasonably necessary to evaluate the condition of the Property, which studies, surveys, reports, investigations and tests shall be done at Buyer’s sole cost and expense. Prior to entry onto the Property, Buyer shall (i) provide Seller twenty-four (24) hours prior written notice where reasonable under the circumstances; (ii) conduct all studies in a diligent, expeditious and safe manner and not allow any dangerous or hazardous conditions to occur on the Property during or after such investigation; (iii) comply with all applicable laws and governmental regulations; (iv) keep the Property free and clear of all materialmen’s liens, lis pendens and other liens arising out of the entry and work performed under this provision; (v) maintain an all-risk public liability insurance policy in a form reasonably acceptable to Seller, written on a per occurrence combined single limit of not less than TWO MILLION DOLLARS ($2,000,000) for bodily injury, personal injury and property liability, which insurance names Seller as additional insured, and shall be in force during the term of this Agreement and so long thereafter as necessary to cover any claims of damages suffered by persons or property resulting from any acts or omissions of Buyer, Buyer’s employees, agents, contractors, suppliers, consultants or other related parties.; and (vi) return the Property to substantially its original condition following Buyer’s entry. If Buyer elects to not purchase the Property, copies of all reports and investigations shall be provided to Seller.
Buyer agrees to indemnify, and hold Seller free and harmless from and against any and all losses, damages (whether general, punitive or otherwise), liabilities, claims, causes of action (whether legal, equitable or administrative), judgments, court costs and legal or other expenses (including reasonable attorneys’ fees) which Seller may suffer or incur as a consequence of Buyer’s exercise of the license granted pursuant to this Section 7.3 or any act or omission by Buyer, any contractor, subcontractor or material supplier, engineer, architect or other person or entity acting by or under Buyer (except Seller and its agents) with respect to the Property, excepting any and all losses, damages (whether general, punitive or otherwise), liabilities, claims, causes of action (whether legal, equitable or administrative), judgments, court costs and legal or other expenses (including reasonable attorneys’ fees) arising from the mere discovery by Buyer of any hazardous materials or conditions and excepting to the extent such claims arise out of the negligence or misconduct of Seller. Buyer’s obligations under this Section 7.3 shall survive termination of this Agreement.
7.4 Natural Hazard Disclosure Report. Upon Opening of Escrow, Escrow Holder shall order a commercial Natural Hazards Disclosure report for the Property from Disclosure Source (“NHD Report”) to be delivered to Buyer by Escrow Holder. Buyer shall have the right to review the NHD Report during the Due Diligence Period. Buyer shall pay for the NHD Report.
8. CONDITIONS PRECEDENT TO CLOSE OF ESCROW.
8.1 Conditions to Buyer's Obligations. The obligations of Buyer under this Agreement are subject to the satisfaction or written waiver, in whole or in part, by Buyer of each of the following conditions precedent (“Buyer’s Conditions Precedent”):
6 (a) Title Company will issue the Title Policy as specified in Section 6.2. (b) Buyer has approved the condition of the Property by issuance of the Buyer’s Due Diligence Notice pursuant to Section 7.2.
(c) Escrow Holder holds and will deliver to Buyer the instruments and funds, if any, accruing to Buyer pursuant to this Agreement.
(c) Seller is not in material default of its obligations under this Agreement.
8.2 Conditions to Seller's Obligations. The obligations of Seller under this Agreement are subject to the satisfaction or written waiver, in whole or in part, by Seller of the following conditions precedent:
(a) Escrow Holder holds and will deliver to Seller the instruments and funds accruing to Seller pursuant to this Agreement.
(b) Buyer is not in material default of its obligations under this Agreement.
9. REPRESENTATIONS AND WARRANTIES.
9.1 General Representations and Warranties.
To the best of Seller’s knowledge, Seller hereby makes the following representations and warranties to Buyer, each of which is true in all respects as of the Opening of Escrow and shall be true in all respects on the date of Close of Escrow on the Property:
(a) Seller makes no representations as to the condition of the Property. (b). There are no contracts, leases, claims or rights affecting the Property and no agreements entered into by or under Seller which shall survive the Close of Escrow that would adversely affect Buyer's rights with respect to the Property except as heretofore disclosed in writing by Seller to Buyer.
(c) Seller is not a foreign person as defined in Internal Revenue Code Section 1445(f)(3).
(d) Seller has the unimpeded power to execute, deliver and perform Seller's obligations under this Agreement and the documents executed and delivered by Seller pursuant hereto.
(e) Seller is the sole owner, in fee simple, of and has the right and legal ability to transfer said property to the Buyer as set forth in this Agreement (f) Survival of Representations and Warranties of Seller. The Parties agree to a statute of limitations and right to bring an action regarding the representations and warranties provided in this Section 9 shall survive the Closing and delivery of the Grant Deed for a period of one (1) year and shall not be affected by any investigation, verification or approval by either party or by anyone on behalf of either party.
9.2 Breach; Indemnification. If a breach of a representation or warranty occurs before Closing and the party adversely affected by the breach is aware that such a breach has
7 occurred, the breach shall be grounds to terminate this Agreement. Seller agrees to indemnify, defend protect and hold harmless Buyer, its officers, employees and agents from and against all claims, damages, costs, liabilities and expenses (including reasonable attorney’s fees) of any kind whatsoever paid, incurred or suffered by or asserted against the Property or any indemnified party directly or indirectly arising from or attributable to: (i) any breach by Seller of any of its agreement warranties or representations set forth in this Agreement, (ii) any amounts expended by Buyer to secure exclusive possession free of any occupant, or (iii) any amounts expended by Buyer to secure or have removed any tenants or occupants not disclosed herein.
10. ESCROW PROVISIONS.
10.1 Escrow Instructions. Sections 1, 2, 3, 4, 5, 6, 8, 10, 12 and 13 constitute the escrow instructions to Escrow Holder. If required by Escrow Holder, Buyer and Seller agree to execute Escrow Holder's standard escrow instructions, provided that the same are consistent with and do not conflict with the provisions of this Agreement. In the event of any such conflict, the provisions of this Agreement shall prevail. The terms and conditions in sections of this Agreement not specifically referenced above are additional matters for information of Escrow Holder, but about which Escrow Holder need not be concerned. Buyer and Seller agree to execute additional instructions, documents and forms provide by Escrow Holder that are reasonably necessary to close Escrow.
10.2 General Escrow Provisions. Escrow Holder shall deliver the Title Policy to the Buyer and instruct the Los Angeles County Recorder to mail the Grant Deed to Buyer at the address set forth in Section 12 after recordation. All funds received in this Escrow shall be deposited in one or more general escrow accounts of the Escrow Holder with any bank doing business in Los Angeles County, California, and may be disbursed to any other general escrow account or accounts. All disbursements shall be according to that party's instructions.
10.3 Proration of Real Property Taxes. All non-delinquent general and special real property taxes shall be prorated to the Close of Escrow on the basis of a thirty (30) day month and a three hundred sixty (360) day year. Buyer is exempt from real property taxes so if any amount has been paid by Seller which would otherwise be reimbursable to Seller, Seller shall apply to the County for the applicable refund and Buyer will reasonably cooperate with such application to the County.
10.4 Payment of Costs.
a. Cost Allocation. Buyer shall pay the costs for the Owner’s Title Policy, all escrow costs, and the NHD Report (“Buyer’s Charges”). Seller shall pay any fees and costs charged by any lender to obtain releases or consents or otherwise put title in the condition described in Section 6 (including any applicable recording fees for such documents) (“Seller’s Charges”). All other costs of Escrow not otherwise specifically allocated by this Agreement shall be apportioned between the parties in a manner consistent with the custom and usage of Escrow Holder.
NOTE: Buyer is a public agency and, therefore, (i) is exempt from recording charges applicable to recording the Grant Deed pursuant to Govt Code § 6103; and (ii) no documentary transfer taxes are due because the Property is being transferred to a governmental agency and is, therefore, exempt pursuant to Revenue & Taxation Code §11922.
8 b. Closing Statement. At least three (3) business days prior to the Closing Date, Escrow Holder shall furnish Buyer and Seller with a preliminary closing statement which shall include each party’s respective shares of costs. The preliminary closing statement shall be approved in writing by the parties. As soon as reasonably possible following the Close of Escrow, Escrow Holder shall deliver a copy of the final Escrow closing statement to the Parties.
C. Termination and Cancellation of Escrow. If Escrow fails to close as provided above, either party may elect to cancel this Escrow upon written notice to the other party and Escrow Holder. Upon cancellation, Escrow Holder is instructed to return all funds and documents then in Escrow to the respective depositor of the same with Escrow Holder. Upon termination or cancellation of this Agreement by both parties, neither party shall have any rights or obligations under this Agreement except those that expressly survive the termination or cancellation of this Agreement.
10.5 Information Report. Escrow Holder shall file and Buyer and Seller agree to cooperate with Escrow Holder and with each other in completing any report (“Information Report”) and/or other information required to be delivered to the Internal Revenue Service pursuant to Internal Revenue Code § 6045(e) regarding the real estate sales transaction contemplated by this Agreement, including without limitation, Internal Revenue Service Form 1099-B as such may be hereinafter modified or amended by the Internal Revenue Service, or as may be required pursuant to any regulation now or hereinafter promulgated by the Treasury Department with respect thereto.
Buyer and Seller also agree that Buyer and Seller, their respective employees and attorneys, and escrow Holder and its employees, may disclose to the Internal Revenue Service, whether pursuant to such Information Report or otherwise, any information regarding this Agreement or the transactions contemplated herein as such party reasonably deems to be required to be disclosed to the Internal Revenue Service by such party pursuant to Internal Revenue Code Section 6045(e), and further agree that neither Buyer nor Seller shall seek to hold any such party liable for the disclosure to the Internal Revenue Service of any such information.
10.6 No Withholding as Foreign Seller. Seller represents and warrants to Buyer that Seller is not, and as of the Close of Escrow will not be, a foreign person within the meaning of Internal Revenue Code §1445 or an out-of-state seller under California Revenue and Tax Code § 18805 and that it will deliver to Buyer on or before the Close of Escrow a non-foreign affidavit on Escrow Holder's standard form pursuant to Internal Revenue Code §1445(b)(2) and the Regulations promulgated thereunder and a California Form 590-RE.
10.7 Brokerage Commissions. Seller and Buyer represent to each other that they have had no dealings with any broker or finder in connection with this Agreement or the transaction contemplated hereby except (i) with ("Seller's Broker"), and (ii) representing Buyer (“Buyer's Broker"). Buyer’s Broker is not an intended third-party beneficiary to this Agreement and shall collect any commission of finder’s fee, or other compensation by a separate agreement with Seller’s Broker. Seller shall be responsible for any commission that may be owed to Seller's Broker. The parties represent to each other that no other broker or person other than the Broker listed above are entitled to receive any broker's commissions or finder's fees or similar compensation in connection with any aspect of this transaction. It is agreed that if any claims for brokerage commissions or fees are ever made against Seller or Buyer in connection with this transaction other than the commission to the Seller’s Broker set forth above, all such claims shall be handled and paid by the party whose actions or alleged commitments form the basis of such claim. The party against whom the claim for such fees is made shall indemnify and defend and hold the other party harmless from any and all such claims or demands with respect to any
9 brokerage fees or agent's commissions or other compensation asserted by any person, firm, or corporation in connection with this Agreement or the transactions contemplated herein.
11. LIQUIDATED DAMAGES.
IF BUYER SHOULD MATERIALLY DEFAULT UNDER THIS AGREEMENT, BUYER AND
SELLER AGREE THAT SELLER WILL INCUR DAMAGES BY REASON OF SUCH
DEFAULT WHICH DAMAGES SHALL BE IMPRACTICAL AND EXTREMELY DIFFICULT, IF NOT IMPOSSIBLE, TO ASCERTAIN. THEREFORE, BUYER AND SELLER, IN A REASONABLE EFFORT TO ASCERTAIN WHAT SELLER’S DAMAGES WOULD BE IN
THE EVENT OF SUCH DEFAULT BY BUYER HAVE AGREED BY PLACING THEIR
INITIALS BELOW THAT THE DEPOSIT SHALL CONSTITUTE A REASONABLE ESTIMATE OF SELLER’S DAMAGES UNDER THE PROVISIONS OF SECTIONS 1671 AND 1677 OF THE CALIFORNIA CODE OF CIVIL PROCEDURE FOR A BREACH PRIOR TO THE CLOSING. IF BUYER FAILS TO PROMPTLY DELIVER THE SUM SPECIFIED
ABOVE TO SELLER, SUCH FAILURE SHALL CONSTITUTE A MATERIAL BREACH OF
THIS PROVISION AND SELLER MAY ELECT TO SUE BUYER UNDER THIS PROVISION
OR TO WAIVE THIS PROVISION AND PROCEED AGAINST BUYER FOR ALL APPLICABLE DAMAGES RESULTING FROM BUYER’S DEFAULT. THIS PROVISION
DOES NOT APPLY TO OR LIMIT IN ANY WAY THE INDEMNITY OBLIGATIONS OF BUYER UNDER THIS AGREEMENT.
_______
Seller’s Initials
________
Buyer’s Initials
12. NOTICES. Any notice which either party may desire to give to the other party or to the Escrow Holder must be in writing and may be given by personal delivery or by mailing the same by registered or certified mail, return receipt requested, to the party to whom the notice is directed at the address of such party hereinafter set forth, or such other address and to such other persons as the parties may hereafter designate:
Seller: Mariana Miranda Diaz, Trustee
14233 Los Angeles St.,
Baldwin Park, CA 91706
With a copy to: ____________________
____________________
____________________
Buyer: Irwindale Housing Authority
5050 N. Irwindale Avenue
Irwindale, CA 91706
Attn: Julian Miranda, Executive Director
With a copy to: Aleshire & Wynder
1 Park Plaza Suite 1000
Irvine, CA 92614
Attn. Adrian Guerra, Agency Attorney
Escrow Holder: Fidelity National Title, National Commercial Services 3237 E. Guasti Rd., Ste. 105,
10 Ontario, CA 91761,
Mary Lou Adame, Escrow Officer
13. GENERAL PROVISIONS.
13.1 Assignment. Neither party shall have the right to assign this Agreement or any interest or right hereunder or under the Escrow without the prior written consent of the other party.
Notwithstanding the foregoing, Buyer shall have the right to assign this Agreement to a related City entity such as its housing authority. Subject to the foregoing, this Agreement shall be binding upon and shall inure to the benefit of Buyer and Seller and their respective heirs, personal representatives, successors and assigns.
13.2 Attorney’s Fees. In any action between the parties hereto, seeking enforcement of any of the terms and provisions of this Agreement or the Escrow, or in connection with the Property, the prevailing party in such action shall be entitled, to have and to recover from the other party its reasonable attorneys' fees in connection with such action or proceeding, in addition to its recoverable court costs.
13.3 Interpretation; Governing Law. This Agreement shall be construed according to its fair meaning and as if prepared by both parties hereto. This Agreement shall be construed in accordance with the laws of the State of California in effect at the time of the execution of this Agreement. Titles and captions are for convenience only and shall not constitute a portion of this Agreement. As used in this Agreement, masculine, feminine or neuter gender and the singular or plural number shall each be deemed to include the others wherever and whenever the context so dictates.
13.4 No Waiver. A waiver by either party of a breach of any of the covenants, conditions or agreements hereof to be performed by the other party shall not be construed as a waiver of any succeeding breach of the same or other covenants, agreements, restrictions or conditions hereof.
13.5 Modifications. Any alteration, change or modification of or to this Agreement, in order to become effective, shall be made by written instrument or endorsement thereon and in each such instance executed on behalf of each party hereto.
13.6 Severability. If any term, provision, condition or covenant of this Agreement or the application thereof to any party or circumstances shall, to any extent, be held invalid or unenforceable, the remainder of this instrument, or the application of such term, provisions, condition or covenant to persons or circumstances other than those as to whom or which it is held invalid or unenforceable, shall not be affected thereby, and each term and provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law.
13.7 Merger. This Agreement and other documents incorporated herein by reference contain the entire understanding between the parties relating to the transaction contemplated hereby and all prior to contemporaneous agreements, understandings, representations and statements, oral or written, are merged herein and shall be of no further force or effect.
13.8 Execution in Counterparts. This Agreement may be executed in several counterparts, and all so executed shall constitute one agreement binding on all parties hereto, notwithstanding that all parties are not signatories to the original or the same counterpart.
13.9 Electronic Execution. This Agreement may be executed electronically in
11 compliance with UETA and ESIGN such as AdobeSign or DocuSign.
13.10 Public Agency. Seller understands that Buyer is a public agency and accordingly this Agreement and the transaction is open to public scrutiny in accordance with California law.
13.11 Exhibits. Exhibits A and B attached hereto are incorporated herein by reference.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement for Purchase and Sale of Real Property and Escrow Instructions as of the date set forth above.
Note: Section 11 needs to be separately initialed by the parties as applicable.
SELLER: BUYER:
_____________________________
MARIANA MIRANDA DIAZ, Trustee
ESCROW HOLDER:
ACCEPTED AND AGREED TO:
FIDELITY NATIONAL TITLE, NATIONAL
COMMERCIAL SERVICES
By: ________________________
Mary Lou Adame, Escrow Officer
Dated: ________________, 2025
IRWINDALE HOUSING AUTHORITY, a
public agency
By: _________________________
Julian Miranda, Executive Director
ATTEST:
_________________________
Laura Nieto, Authority Secretary
APPROVED AS TO FORM:
ALESHIRE & WYNDER, LLP
By: ________________________
Adrian Guerra, Authority Counsel
1 EXHIBIT A
LEGAL DESCRIPTION OF THE PROPERTY
That certain real property in the City of Irwindale, County of Los Angeles, State of California legally described as follows:
PARCEL 3 OF PARCEL MAP NO. 12252, IN THE CITY OF IRWINDALE, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 113, PAGES 99 AND 100 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
1 EXHIBIT B
GRANT DEED
FREE RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
City of Irwindale
5050 N. Irwindale Avenue
Irwindale, CA 91706
Attn: City Clerk
____________________________________________________________________________
GRANT DEED
FOR VALUABLE CONSIDERATION, the receipt of which is hereby acknowledged,
MARIANA MIRANDA DIAZ, AS TRUSTEE OF THE EDWARD ROBERT DIAZ AND MARIANA MIRANDA DIAZ FAMILY TRUST DATED DECEMBER 10, 2020 (“Grantor”) hereby grants to the IRWINDALE HOUSING AUTHORITY, a public agency (“Grantee”), that real property in the City of Irwindale, County of Los Angeles, State of California, legally described on Exhibit A attached hereto and incorporated herein by reference (“Property”).
IN WITNESS WHEREOF, Grantor has caused this instrument to be executed on its behalf by its respective officers or agents hereunto as of the date first above written.
APN 8415-001-013 (Space Above This Line for Recorder’s Office Use Only) THE UNDERSIGNED GRANTOR DECLARES:
Documentary Transfer Tax is: $-0- per R&T §11922
(Exempt from Recording Fee per Gov. Code §6103)
GRANTOR:
_____________________________
MARIANA MIRANDA DIAZ, AS TRUSTEE
OF THE EDWARD ROBERT DIAZ AND
MARIANA MIRANDA DIAZ FAMILY TRUST
DATED DECEMBER 10, 2020
Not to be executed until Closing
1 CERTIFICATE OF ACCEPTANCE
This is to certify that the interest in real property conveyed by MARIANA MIRANDA
DIAZ, AS TRUSTEE OF THE EDWARD ROBERT DIAZ AND MARIANA MIRANDA DIAZ FAMILY TRUST DATED DECEMBER 10, 2020 (“Grantor”) to the IRWINDALE HOUSING AUTHORITY (“Authority”) is hereby accepted by the undersigned officer and agent of Authority and the Authority consents to the recording of the Grant Deed.
Signed and dated on _____________, 2025 at City of Irwindale, California
GRANTEE
IRWINDALE HOUSING AUTHORITY, a
public agency
By: _____________________
Julian Miranda, Executive Director
Not to be executed until Closing
1 EXHIBIT A TO GRANT DEED
LEGAL DESCRIPTION OF PROPERTY
That certain real property in the City of Irwindale, County of Los Angeles, State of California legally described as follows:
PARCEL 3 OF PARCEL MAP NO. 12252, IN THE CITY OF IRWINDALE, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 113, PAGES 99 AND 100 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
APN: 8415-001-013
1 STATE OF CALIFORNIA )
) ss.
COUNTY OF ____________ )
On _________________, 2025 before me, ___________________________, a notary public, personally appeared _______________________________________________ who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s) or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
_________________________________________
Notary Public
SEAL:
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.
01005.0001/1045466.1 Resolution No. HA 2025-01-145
RESOLUTION NO. HA 2025-01-145
A RESOLUTION OF THE IRWINDALE HOUSING AUTHORITY APPROVING THE ACQUISITION OF 14905 LOS ANGELES STREET, IRWINDALE,
CALIFORNIA, AUTHORIZING THE HOUSING COORDINATOR TO EXECUTE
THE PURCHASE AND SALE AGREEMENT AND RELATED DOCUMENTS,
AND APPROVING THE APPROPRIATION OF FUNDS FROM LOW- AND
MODERATE-INCOME HOUSING FUND 12
WHEREAS, the Irwindale Housing Authority (“Authority”) is established to provide suitable, safe and sanitary housing opportunities for Irwindale residents; and WHEREAS, the Authority is required to utilize its Low and Moderate Income Housing Funds to facilitate the development of affordable housing to be made available to very low, low, and moderate income households; and
WHEREAS, in furtherance of this purpose, the Authority identified a vacant commercial property located on 14905 Los Angeles Street in Irwindale (“Property”) which, due to its location on a major City thoroughfare and close proximity to the City’s Civic Center could be better utilized for the development of affordable housing; and WHEREAS, Authority staff negotiated a Purchase and Sale Agreement with the property owner for the sale of the Property to the Authority for $240,000 based on an August 19, 2024 appraisal report, which valued the Property at $240,000; and WHEREAS, the Authority desires to purchase the Property in the amount of $240,000, plus $10,000 for escrow, title, and appraisal services for the purposes of developing the Property into affordable housing to be made available to very low, low, and moderate income households;
WHEREAS, the Authority desires to engage Converse Consultants, a third party expert, for $15,000 for Phase I report, and if applicable, Phase II report, and any other due diligence work needed as reasonably determined by Staff; and WHEREAS, the Authority has sufficient funds to acquire the Property including escrow fees, engage the services of the Consultant, and authorizes the Finance Director to transfer $265,000 from Authority’s funds in Local Agency Investment Fund (LAIF) account to Low Mod Housing Asset Fund No. 12, amend Authority’s fiscal year 2024-2025 adopted budget by appropriating these costs into proper accounts, and transfer the money to escrow for the acquisition.
NOW, THEREFORE, THE BOARD OF THE IRWINDALE HOUSING AUTHORITY DOES HEREBY RESOLVE, DETERMINE, AND ORDER AS FOLLOWS:
SECTION 1. The Agreement for Purchase and Sale of Real Property and Joint Escrow Instructions, attached hereto as Exhibit “A” is hereby approved and the Housing
Resolution No. HA 2025-01-145
Coordinator is authorized and directed to execute all documents pertinent and necessary to acquire the Property subject to approval as to form by the Authority Counsel.
SECTION 2. The Board of the Authority authorizes the Housing Coordinator to retain Converse Consultants for $15,000 to conduct due diligence on the Property, including a Phase I and Phase II report, if necessary, and any other additional due diligence work needed as reasonably determined by Staff.
SECTION 3. The Board of the Authority hereby authorizes the Finance Director to transfer $265,000 ($240,000 (property) + $10,000 (escrow, title, and appraisal fees) + $15,000 (consultant fees)) from Authority’s Local Agency Investment Fund (LAIF) account to Low/Mod Housing Asset Fund No. 12, amend Authority’s fiscal year 2024-2025 adopted budget by appropriating these costs into proper accounts, and transfer the money to escrow for the acquisition.
SECTION 4. The Authority Assistant Secretary shall certify to the passage and adoption of this Resolution, and the same shall thereupon take effect and be in force.
PASSED, APPROVED, AND ADOPTED this 22nd day of January 2025. ________________________________
Larry G. Burrola, Chair
ATTEST:
_________________________
Laura M. Nieto, MMC
Authority Assistant Secretary
01005.0001/1045466.1 Resolution No. HA 2025-01-145
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss.
CITY OF IRWINDALE )
I, Laura M. Nieto, Assistant Secretary of the Irwindale Housing Authority, do hereby certify that the foregoing Resolution No. HA 2025-01-145 was adopted at a special meeting of the Housing Authority held on January 22, 2025, by the following vote:
AYES: Authority Members:
NOES: Authority Members:
ABSENT: Authority Members:
ABSTAIN: Authority Members:
_______________________________
Laura M. Nieto, MMC
Authority Assistant Secretary