Agenda packet — Orange City Council, October 11, 2022 (part 5 of 7)

TCAC Calculations & Scoring Version: 2.18

THRESHOLD BASIS LIMIT
County: Orange
9% or 4% credits: 4%
Year: 2022
Base Limits for Geographic RegionThreshold Basis Limit for This Project Per Unit
Unit Type 9% 4% Unit Type # Units Basis Limit Total
0 BR 308,882 308,882 0 BR 6 308,882 1,853,292
1 BR 356,138 356,138 1 BR 43 356,138 15,313,934
2 BR 429,600 429,600 2 BR 1 429,600 429,600
50 17,596,826
Energy/Resource Efficiency BoostsAdditional Basis Adjustments Boost for Prevailing Wage 20.0%
Renewables (50% tot./90% area)0%Boost for Project Labor Agreement 0.0% Renewables (75% CA/90% area)0%Boost for Parking beneath Units 0.0% Title 24 + 15% 0%Boost for Childcare 0.0%
Post-rehab improvement > 80% 0%Boost for 100% Special Needs 0.0% Greywater landscaping 0%Boost for elevator service 10.0% Community gardens > 60 s.f. 0%Subtotal Boost 30.0% 5,279,048 Natural flooring kitchens 0%Boost for Energy / Resource Efficiency 0.0% 0 Natural flooring common area 0%Toxic/Seismic Abatement Costs 0.0% 0 EPA Indoor Air Plus Program met0%Local Development Impact Fees 1,125,621 Type I Construction N 15% 0
Type III Construction N 10% 0
High Opportunity Area 0% 0
BONDS: Boost for units <= 50% AMI (excl. CA credit project)1.0% 8,974,381 Subtotal Efficiency (Max 10%) 0%BONDS: Boost for units <= 35% AMI (excl. CA credit project)2.0% 16,892,953 Total Threshold Basis Limit 49,868,829
Potential Eligible Basis 34,037,531
Eligible Basis Surplus / Deficit 15,831,298
Villa St. Joseph
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15-Year Cash Flow Version:2.18
Assumptions Rent Increase: Residential Tenant Rents2.00% Rent Increase - Section 82.00% Perm Loan - % Debt Svc Yr -10.0% Rent Increase: Commercial Rents2.00% Rent Increase - NA2.00% Perm Loan - % Debt Svc Yr 00.0% Expenses Increase: 3.00% Rent Increase - Test C2.00% Perm Loan - % Debt Svc Yr 10.0% Reserve Increase: 0.00% Rent Increase - Test D2.00% Perm Loan - % Debt Svc Yr 275.0%Perm Loan - % Debt Svc Yr 3100.0% Credit Period Year:(1) 0 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 20222023 2024 2025 202620272028202920302031203220332034203520362037203820392040Aggregrate Annual Rent Increase #DIV/0!142.00%2.00%2.00%2.00%2.00%2.00%2.00%2.00%2.00%2.00%2.00%2.00%2.00%2.00%2.00%2.00%GROSS POTENTIAL INCOME - RESIDENTIAL 0 0190,980462,172471,415480,843490,460500,269510,275520,480530,890541,508552,338563,385574,652586,145597,868609,826622,022Incremental Income: Section 8 0 0127,440308,405314,573320,864327,282333,827340,504347,314354,260361,345368,572375,944383,463391,132398,954406,934415,072Misc. Income 0 0 1,2503,0253,0863,1473,2103,2743,3403,4073,4753,5443,6153,6873,7613,8363,9133,9914,071Vacancy Loss - Residential 6.8% 0 0 (13,149)(31,819)(32,456)(33,105)(33,767)(34,442)(35,131)(35,834)(36,551)(37,282)(38,027)(38,788)(39,563)(40,355)(41,162)(41,985)(42,825)Vacancy Loss - Section 8 6.8% 0 0 (8,717)(21,095)(21,517)(21,947)(22,386)(22,834)(23,290)(23,756)(24,231)(24,716)(25,210)(25,715)(26,229)(26,753)(27,288)(27,834)(28,391) GROSS EFFECTIVE INCOME 0 0297,805720,687735,101749,803764,799780,095795,697811,611827,843844,400861,288878,514896,084914,005932,286950,931969,950 Operating Expenses w/ Standard Inflator3.0% 0 0191,988466,531480,527494,942509,791525,084540,837557,062573,774590,987608,717626,978645,788665,161685,116705,669726,840Operating Expenses w/ Alternate Inflators:Tenant Services2.5% 0 0 38,20592,64794,96397,33799,771102,265104,822107,442110,128112,882115,704118,596121,561124,600127,715130,908134,181Real Estate Taxes2.0% 0 0 3,0157,2967,4427,5917,7437,8988,0568,2178,3818,5498,7208,8949,0729,2539,4399,6279,820 TOTAL EXPENSES 0 0233,208566,474582,932599,871617,304635,247653,714672,721692,283712,417733,140754,468776,421799,015822,270846,205870,840 NET OPERATING INCOME 0 0 64,597154,213152,169149,932147,495144,848141,982138,890135,560131,982128,148124,045119,663114,991110,016104,72799,110 REPLACEMENT RESERVE 25,000 0 0 10,41725,00025,00025,00025,00025,00025,00025,00025,00025,00025,00025,00025,00025,00025,00025,00025,000Mandatory Annual HCD Payment 0.42% 0 0 0 17,77123,69523,69523,69523,69523,69523,69523,69523,69523,69523,69523,69523,69523,69523,69523,695Ground Lease - Minimum Payment 1 0 0 0 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1OCHCD Monitoring Fee 1,710 0 0 1,7101,7101,7101,7101,7101,7101,7101,7101,7101,7101,7101,7101,7101,7101,7101,7101,710 NET REMAINING INCOME 0 0 52,470109,731101,76299,52697,08894,44191,57688,48385,15381,57677,74273,63969,25764,58559,61054,32048,704 NET CASH FLOW 0 0 52,470109,731101,76299,52697,08894,44191,57688,48385,15381,57677,74273,63969,25764,58559,61054,32048,704 Expense Coverage Ratio (No Debt) N/A N/A 1.28 1.27 1.26 1.25 1.24 1.23 1.22 1.21 1.20 1.19 1.17 1.16 1.15 1.14 1.13 1.12 1.11

DISTRIBUTION OF CASH FLOW
LP AMF 1 Annual Amt:5,000 0 0 2,0835,1505,3055,4645,6285,7965,9706,1496,3346,5246,7206,9217,1297,3437,5637,7908,024Inflator:3.00%DDF Annual Amt:0 0 0 0104,58196,45894,06291,46188,64585,60682,33467,061 0 0 0 0 0 0 0 0DDF Note Interest Rate:0.00%GP PM Fee Annual Amt:25,000 0 0 10,417 0 0 0 0 0 0 0 11,75875,05271,02266,71862,12857,24252,04746,53040,680Inflator:3.00%Residual Receipts LoansTotal %100.00%Note: Seller Carryback Loan is paid from GP's 50% share of Residual ReceiptsSeller Carryback Loan (SJCO) 50.00% 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Cal HFA SNHP 13.84% 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0County of Orange HOME Loan 3.82% 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0HCD - NPLH Non-Competitive 7.48% 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0HCD - NPLH Competitive 13.63% 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0County of Orange MHSA Loan 5.24% 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0City of Orange HOME Loan 2.44% 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0City of Orange LMIHA Loan 2.15% 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0City of Orange In-Lieu Fees Loan 1.40% 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 General Partner 0.01% 0 0 4 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Limited Partner 99.99% 0 0 39,966 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Villa St. Joseph
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Villa St. Joseph Page X-6
First Year Full Cash Flow Version:2.18
REVENUE MULTIPLIERYEAR 1YEAR 2YEAR 3YEAR 4YEAR 5YEAR 6YEAR 7YEAR 8YEAR 9YEAR 10YEAR 11YEAR 12YEAR 13YEAR 14YEAR 15Gross Rent 1.020 $458,352$467,519$476,869$486,407$496,135$506,058$516,179$526,502$537,032$547,773$558,729$569,903$581,301$592,927$604,786Less Vacancy 6.84% -31,351-31,978-32,618-33,270-33,936-34,614-35,307-36,013-36,733-37,468-38,217-38,981-39,761-40,556-41,367Rental Subsidy 1.020 305,856$311,973$318,213$324,577$331,068$337,690$344,444$351,332$358,359$365,526$372,837$380,293$387,899$395,657$403,570Less Vacancy 6.84% -20,921-21,339-21,766-22,201-22,645-23,098-23,560-24,031-24,512-25,002-25,502-26,012-26,532-27,063-27,604Miscellaneous Income1.020 3,000 $3,060 $3,121 $3,184 $3,247 $3,312 $3,378 $3,446 $3,515 $3,585 $3,657 $3,730 $3,805 $3,881 $3,958Less Vacancy 6.84% -205 -209 -213 -218 -222 -227 -231 -236 -240 -245 -250 -255 -260 -265 -271Total Revenue $714,731$729,026$743,606$758,478$773,648$789,121$804,903$821,001$837,421$854,170$871,253$888,678$906,452$924,581$943,072 EXPENSESOperating Expenses:1.030
Administrative $38,317$39,467$40,651$41,870$43,126$44,420$45,753$47,125$48,539$49,995$51,495$53,040$54,631$56,270$57,958Management 41,160$42,395$43,667$44,977$46,326$47,716$49,147$50,622$52,140$53,704$55,316$56,975$58,684$60,445$62,258Utilities 42,156$43,421$44,723$46,065$47,447$48,870$50,336$51,847$53,402$55,004$56,654$58,354$60,104$61,908$63,765Payroll & Payroll Taxes 190,116$195,819$201,694$207,745$213,977$220,397$227,008$233,819$240,833$248,058$255,500$263,165$271,060$279,192$287,568Insurance 68,304$70,353$72,464$74,638$76,877$79,183$81,559$84,005$86,525$89,121$91,795$94,549$97,385$100,307$103,316Maintenance 79,218$81,595$84,042$86,564$89,161$91,835$94,590$97,428$100,351$103,362$106,462$109,656$112,946$116,334$119,824Other Operating Expenses (specify):1,500 $1,545 $1,591 $1,639 $1,688 $1,739 $1,791 $1,845 $1,900 $1,957 $2,016 $2,076 $2,139 $2,203 $2,269Total Operating Expenses $460,771$474,594$488,832$503,497$518,602$534,160$550,185$566,690$583,691$601,202$619,238$637,815$656,949$676,658$696,957 Service Amenities 1.025 91,692 93,984 96,334 98,742101,211103,741106,335108,993111,718114,511117,374120,308123,316126,398129,558Replacement Reserve 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000Real Estate Taxes 1.020 7,236 7,381 7,528 7,679 7,832 7,989 8,149 8,312 8,478 8,648 8,821 8,997 9,177 9,361 9,548Other (Specify): Ground Lease Payment1.000 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1Other (Specify): OC Monitoring1.000 1,710 1,710 1,710 1,710 1,710 1,710 1,710 1,710 1,710 1,710 1,710 1,710 1,710 1,710 1,710 Total Expenses $586,410$602,670$619,405$636,629$654,356$672,601$691,379$710,706$730,598$751,071$772,143$793,831$816,153$839,128$862,775 Cash Flow Prior to Debt Service$128,321$126,355$124,201$121,849$119,292$116,520$113,524$110,295$106,823$103,099$99,110$94,847$90,299$85,453$80,298 MUST PAY DEBT SERVICEMandatory Annual HCD Payment23,695 23,695 23,695 23,695 23,695 23,695 23,695 23,695 23,695 23,695 23,695 23,695 23,695 23,695 23,695Total Debt Service $23,695$23,695$23,695$23,695$23,695$23,695$23,695$23,695$23,695$23,695$23,695$23,695$23,695$23,695$23,695 Cash Flow After Debt Service$104,626$102,660$100,506$98,154$95,596$92,824$89,829$86,600$83,128$79,403$75,415$71,152$66,604$61,758$56,602HCD Transition Reserve Sizing289,255Percent of Gross Revenue 13.64%13.12%12.59%12.06%11.51%10.96%10.40% 9.83% 9.25% 8.66% 8.06% 7.46% 6.85% 6.22% 5.59%25% Debt Service Test 441.55%433.25%424.16%414.23%403.44%391.74%379.10%365.47%350.82%335.10%318.27%300.28%281.08%260.63%238.88%Debt Coverage Ratio 5.415 5.333 5.242 5.142 5.034 4.917 4.791 4.655 4.508 4.351 4.183 4.003 3.811 3.606 3.389Income/Expense Ratio 1.17 1.16 1.16 1.15 1.14 1.13 1.13 1.12 1.11 1.10 1.09 1.09 1.08 1.07 1.06 483

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Schedule of Outstanding Debt and Reserves - Book Basis Version:2.18 Credit Period Year:(1) 0 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 19042022202320242025202620272028202920302031203220332034203520362037203820392040 Seller Carryback Loan (SJCO)Beginning Balance 5,705,000 5,705,0005,719,9285,899,5346,084,7796,275,8416,472,9036,676,1526,885,7837,101,9977,324,9997,555,0047,792,2318,036,9078,289,2668,549,5498,818,0059,094,8909,380,4709,675,017Interest Accrued @ 3.140% 14,928179,606185,245191,062197,061203,249209,631216,214223,003230,005237,227244,676252,359260,283268,456276,885285,580294,547303,796Residual Receipts PaymentCOMPOUND 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Mandatory Minimum Payment- 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Ending Balance 5,719,9285,899,5346,084,7796,275,8416,472,9036,676,1526,885,7837,101,9977,324,9997,555,0047,792,2318,036,9078,289,2668,549,5498,818,0059,094,8909,380,4709,675,0179,978,812 Cal HFA SNHP PERM SOURCE ONLY?:NBeginning Balance 3,696,893 3,696,8933,706,1353,817,0423,927,9494,038,8564,149,7624,260,6694,371,5764,482,4834,593,3904,704,2964,815,2034,926,1105,037,0175,147,9245,258,8305,369,7375,480,6445,591,551Interest Accrued @ 3.000% 9,242110,907110,907110,907110,907110,907110,907110,907110,907110,907110,907110,907110,907110,907110,907110,907110,907110,907110,907Residual Receipts PaymentSIMPLE 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Mandatory Minimum Payment0.00% 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Ending Balance CONSTRUCT AOB:100% 3,706,1353,817,0423,927,9494,038,8564,149,7624,260,6694,371,5764,482,4834,593,3904,704,2964,815,2034,926,1105,037,0175,147,9245,258,8305,369,7375,480,6445,591,5515,702,457 County of Orange HOME LoanPERM SOURCE ONLY?YBeginning Balance 1,020,600 0 0 0 01,043,5641,074,1821,104,8001,135,4181,166,0361,196,6541,227,2721,257,8901,288,5081,319,1261,349,7441,380,3621,410,9801,441,5981,472,216Interest Accrued @ 3.000% 0 0 0 22,96430,61830,61830,61830,61830,61830,61830,61830,61830,61830,61830,61830,61830,61830,61830,618Residual Receipts PaymentSIMPLE 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Mandatory Minimum Payment0.00% 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Ending Balance CONSTRUCT AOB:0% 0 0 01,043,5641,074,1821,104,8001,135,4181,166,0361,196,6541,227,2721,257,8901,288,5081,319,1261,349,7441,380,3621,410,9801,441,5981,472,2161,502,834 HCD - NPLH Non-CompetitivePERM SOURCE ONLY?YBeginning Balance 2,000,000 0 0 0 02,038,7002,090,3002,141,9002,193,5002,245,1002,296,7002,348,3002,399,9002,451,5002,503,1002,554,7002,606,3002,657,9002,709,5002,761,100Interest Accrued @ 3.000% 0 0 0 45,00060,00060,00060,00060,00060,00060,00060,00060,00060,00060,00060,00060,00060,00060,00060,000Residual Receipts PaymentSIMPLE 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Mandatory Minimum Payment0.42% 0 0 0 (6,300)(8,400)(8,400)(8,400)(8,400)(8,400)(8,400)(8,400)(8,400)(8,400)(8,400)(8,400)(8,400)(8,400)(8,400)(8,400)Ending Balance CONSTRUCT AOB:0% 0 0 02,038,7002,090,3002,141,9002,193,5002,245,1002,296,7002,348,3002,399,9002,451,5002,503,1002,554,7002,606,3002,657,9002,709,5002,761,1002,812,700 HCD - NPLH CompetitivePERM SOURCE ONLY?YBeginning Balance 3,641,722 0 0 0 03,712,1893,806,1463,900,1023,994,0594,088,0154,181,9714,275,9284,369,8844,463,8414,557,7974,651,7544,745,7104,839,6664,933,6235,027,579Interest Accrued @ 3.000% 0 0 0 81,939109,252109,252109,252109,252109,252109,252109,252109,252109,252109,252109,252109,252109,252109,252109,252Residual Receipts PaymentSIMPLE 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Mandatory Minimum Payment0.42% 0 0 0 (11,471)(15,295)(15,295)(15,295)(15,295)(15,295)(15,295)(15,295)(15,295)(15,295)(15,295)(15,295)(15,295)(15,295)(15,295)(15,295)Ending Balance CONSTRUCT AOB:0% 0 0 03,712,1893,806,1463,900,1023,994,0594,088,0154,181,9714,275,9284,369,8844,463,8414,557,7974,651,7544,745,7104,839,6664,933,6235,027,5795,121,536 County of Orange MHSA LoanPERM SOURCE ONLY?YBeginning Balance 1,400,000 0 0 0 01,431,5001,473,5001,515,5001,557,5001,599,5001,641,5001,683,5001,725,5001,767,5001,809,5001,851,5001,893,5001,935,5001,977,5002,019,500Interest Accrued @ 3.000% 0 0 0 31,50042,00042,00042,00042,00042,00042,00042,00042,00042,00042,00042,00042,00042,00042,00042,000Residual Receipts PaymentSIMPLE 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Mandatory Minimum Payment0.00% 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Ending Balance CONSTRUCT AOB:100% 0 0 01,431,5001,473,5001,515,5001,557,5001,599,5001,641,5001,683,5001,725,5001,767,5001,809,5001,851,5001,893,5001,935,5001,977,5002,019,5002,061,500 City of Orange HOME LoanPERM SOURCE ONLY?YBeginning Balance 651,244 0 0 0 0 665,897685,434704,972724,509744,046763,584783,121802,658822,196841,733861,270880,808900,345919,882939,419Interest Accrued @ 3.000% 0 0 0 14,65319,53719,53719,53719,53719,53719,53719,53719,53719,53719,53719,53719,53719,53719,53719,537Residual Receipts PaymentSIMPLE 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Mandatory Minimum Payment0.00% 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Ending Balance CONSTRUCT AOB:65% 0 0 0 665,897685,434704,972724,509744,046763,584783,121802,658822,196841,733861,270880,808900,345919,882939,419958,957 City of Orange LMIHA LoanPERM SOURCE ONLY?YBeginning Balance 576,000 0 0 0 0 588,960606,240623,520640,800658,080675,360692,640709,920727,200744,480761,760779,040796,320813,600830,880Interest Accrued @ 3.000% 0 0 0 12,96017,28017,28017,28017,28017,28017,28017,28017,28017,28017,28017,28017,28017,28017,28017,280Residual Receipts PaymentSIMPLE 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Mandatory Minimum Payment0.00% 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Ending Balance CONSTRUCT AOB:65% 0 0 0 588,960606,240623,520640,800658,080675,360692,640709,920727,200744,480761,760779,040796,320813,600830,880848,160 City of Orange In-Lieu Fees LoanPERM SOURCE ONLY?YBeginning Balance 372,756 0 0 0 0 381,143392,326403,508414,691425,874437,056448,239459,422470,604481,787492,970504,152515,335526,518537,701Interest Accrued @ 3.000% 0 0 0 8,38711,18311,18311,18311,18311,18311,18311,18311,18311,18311,18311,18311,18311,18311,18311,183Residual Receipts PaymentSIMPLE 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Mandatory Minimum Payment0.00% 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Ending Balance CONSTRUCT AOB:65% 0 0 0 381,143392,326403,508414,691425,874437,056448,239459,422470,604481,787492,970504,152515,335526,518537,701548,883 Villa St. Joseph
484

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Schedule of Outstanding Debt and Reserves - Book Basis Version:2.18 Credit Period Year:(1) 0 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 19042022202320242025202620272028202920302031203220332034203520362037203820392040 Villa St. Joseph
TOTAL OUTSTANDING DEBT (BOOK BASIS) 9,426,0639,716,57610,012,72820,176,65020,750,79221,331,12321,917,83522,511,13023,111,21423,718,30024,332,60824,954,36625,583,80626,221,17026,866,70727,520,67428,183,33428,854,96229,535,839 LP AMF 1 Accruals 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0DDF Accruals 0 0 0 605,627509,169415,107323,647235,001149,39567,061 0 0 0 0 0 0 0 0 0GP PM FEE Accruals 0 0 0 25,75052,27379,591107,728136,710166,562197,308217,220174,787137,363105,25178,76758,23844,00636,42535,862 TOTAL OUTSTANDING DEBT+ACCRUALS (BOOK BASIS) 9,426,0639,716,57610,012,72820,808,02721,312,23421,825,82122,349,21022,882,84223,427,17123,982,67024,549,82825,129,15225,721,16826,326,42126,945,47427,578,91228,227,34028,891,38729,571,701

RESERVE BALANCES
Capitalized Replacement ReserveDeed-Secured?YPrevious Balance 0 0 0 10,41735,62561,33887,564114,316141,602169,434197,823226,779256,315286,441317,170348,513380,483413,093446,355Deposit to Reserve 0 0 10,41725,00025,00025,00025,00025,00025,00025,00025,00025,00025,00025,00025,00025,00025,00025,00025,000Interest on Reserve 2.0% 0 0 0 208 713 1,2271,7512,2862,8323,3893,9564,5365,1265,7296,3436,9707,6108,2628,927Withdrawal from Reserve 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Ending Balance 0 0 0 10,41735,62561,33887,564114,316141,602169,434197,823226,779256,315286,441317,170348,513380,483413,093446,355480,282 Capitalized Operating Reserve (4 mos.)Deed-Secured?YPrevious Balance 0 0 0 204,000208,080212,242216,486220,816225,232229,737234,332239,019243,799248,675253,648258,721263,896269,174274,557Deposit to Reserve 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Interest on Reserve 2.0% 0 0 0 4,0804,1624,2454,3304,4164,5054,5954,6874,7804,8764,9735,0735,1745,2785,3835,491Withdrawal from Reserve 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Ending Balance 204,000 0 0 0 208,080212,242216,486220,816225,232229,737234,332239,019243,799248,675253,648258,721263,896269,174274,557280,048 Capitalized HCD Subsidy Transistion ReserveDeed-Secured?YPrevious Balance 0 0 0 289,256295,041300,942306,961313,100319,362325,749332,264338,910345,688352,601359,653366,847374,183381,667389,300Deposit to Reserve 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Interest on Reserve 2.0% 0 0 0 5,7855,9016,0196,1396,2626,3876,5156,6456,7786,9147,0527,1937,3377,4847,6337,786Withdrawal from Reserve 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Ending Balance 289,256 0 0 0 295,041300,942306,961313,100319,362325,749332,264338,910345,688352,601359,653366,847374,183381,667389,300397,087 485

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Schedule of Outstanding Debt - Tax Basis Version:2.18
Credit Period Year:(1) 0 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 0 2022 202320242025202620272028202920302031203220332034203520362037203820392040 Seller Carryback Loan (SJCO)Beginning Balance 5,705,000 5,705,0005,719,9285,899,5346,084,7796,275,8416,472,9036,676,1526,885,7837,101,9977,324,9997,555,0047,792,2318,036,9078,289,2668,549,5498,818,0059,094,8909,380,4709,675,017Interest Accrued @ 3.140% 14,928179,606185,245191,062197,061203,249209,631216,214223,003230,005237,227244,676252,359260,283268,456276,885285,580294,547303,796Residual Receipts PaymentCOMPOUND 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Mandatory Minimum Payment- 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Ending Balance 5,719,9285,899,5346,084,7796,275,8416,472,9036,676,1526,885,7837,101,9977,324,9997,555,0047,792,2318,036,9078,289,2668,549,5498,818,0059,094,8909,380,4709,675,0179,978,812 Cal HFA SNHP PERM SOURCE ONLY?:NBeginning Balance 3,696,893 3,696,8933,702,4013,768,5893,835,9613,904,5373,974,3394,045,3894,117,7094,191,3224,266,2514,342,5204,420,1524,499,1724,579,6044,661,4754,744,8094,829,6334,915,9735,003,857Interest Accrued @ 1.788% 5,50866,18867,37268,57669,80271,05072,32073,61374,92976,26977,63279,02080,43381,87083,33484,82486,34087,88489,455Residual Receipts PaymentCOMPOUND 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Mandatory Minimum Payment0.00% 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Ending Balance CONSTRUCT AOB:100% 3,702,4013,768,5893,835,9613,904,5373,974,3394,045,3894,117,7094,191,3224,266,2514,342,5204,420,1524,499,1724,579,6044,661,4754,744,8094,829,6334,915,9735,003,8575,093,311 County of Orange HOME LoanPERM SOURCE ONLY?YBeginning Balance 1,020,600 0 0 0 01,034,2841,052,7741,071,5951,090,7521,110,2511,130,1001,150,3031,170,8671,191,7991,213,1051,234,7921,256,8661,279,3351,302,2061,325,486Interest Accrued @ 1.788% 0 0 0 13,68418,49018,82119,15719,50019,84820,20320,56420,93221,30621,68722,07522,46922,87123,28023,696Residual Receipts PaymentCOMPOUND 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Mandatory Minimum Payment0.00% 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Ending Balance CONSTRUCT AOB:0% 0 0 01,034,2841,052,7741,071,5951,090,7521,110,2511,130,1001,150,3031,170,8671,191,7991,213,1051,234,7921,256,8661,279,3351,302,2061,325,4861,349,182 HCD - NPLH Non-CompetitivePERM SOURCE ONLY?YBeginning Balance 2,000,000 0 0 0 02,022,2502,052,3412,083,0052,114,2522,146,0942,178,5422,211,6072,245,3022,279,6392,314,6282,350,2842,386,6192,423,6452,461,3752,499,824Interest Accrued @ 1.903% 0 0 0 28,55038,49139,06439,64740,24240,84841,46642,09542,73643,39044,05644,73445,42646,13146,84947,581Residual Receipts PaymentCOMPOUND 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Mandatory Minimum Payment0.42% 0 0 0 (6,300)(8,400)(8,400)(8,400)(8,400)(8,400)(8,400)(8,400)(8,400)(8,400)(8,400)(8,400)(8,400)(8,400)(8,400)(8,400)Ending Balance CONSTRUCT AOB:0% 0 0 02,022,2502,052,3412,083,0052,114,2522,146,0942,178,5422,211,6072,245,3022,279,6392,314,6282,350,2842,386,6192,423,6452,461,3752,499,8242,539,005 HCD - NPLH CompetitivePERM SOURCE ONLY?YBeginning Balance 3,641,722 0 0 0 03,682,2373,737,0283,792,8623,849,7593,907,7393,966,8224,027,0304,088,3834,150,9054,214,6174,279,5414,345,7014,413,1204,481,8234,551,833Interest Accrued @ 1.903% 0 0 0 51,98670,08671,12972,19273,27574,37875,50376,64977,81779,00780,21981,45582,71483,99885,30586,638Residual Receipts PaymentCOMPOUND 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Mandatory Minimum Payment0.42% 0 0 0 (11,471)(15,295)(15,295)(15,295)(15,295)(15,295)(15,295)(15,295)(15,295)(15,295)(15,295)(15,295)(15,295)(15,295)(15,295)(15,295)Ending Balance CONSTRUCT AOB:0% 0 0 03,682,2373,737,0283,792,8623,849,7593,907,7393,966,8224,027,0304,088,3834,150,9054,214,6174,279,5414,345,7014,413,1204,481,8234,551,8334,623,175 County of Orange MHSA LoanPERM SOURCE ONLY?YBeginning Balance 1,400,000 0 0 0 01,418,7711,444,1351,469,9521,496,2301,522,9791,550,2051,577,9191,606,1271,634,8401,664,0671,693,8161,724,0961,754,9181,786,2911,818,225Interest Accrued @ 1.788% 0 0 0 18,77125,36425,81726,27926,74827,22727,71328,20928,71329,22629,74930,28130,82231,37331,93432,505Residual Receipts PaymentCOMPOUND 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Mandatory Minimum Payment0.00% 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Ending Balance CONSTRUCT AOB:100% 0 0 01,418,7711,444,1351,469,9521,496,2301,522,9791,550,2051,577,9191,606,1271,634,8401,664,0671,693,8161,724,0961,754,9181,786,2911,818,2251,850,730 City of Orange HOME LoanPERM SOURCE ONLY?YBeginning Balance 651,244 0 0 0 0659,976671,774683,784696,008708,451721,116734,007747,129760,486774,081787,919802,005816,343830,937845,792Interest Accrued @ 1.788% 0 0 0 8,73211,79912,00912,22412,44312,66512,89213,12213,35713,59513,83814,08614,33814,59414,85515,120Residual Receipts PaymentCOMPOUND 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Mandatory Minimum Payment0.00% 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Ending Balance CONSTRUCT AOB:65% 0 0 0659,976671,774683,784696,008708,451721,116734,007747,129760,486774,081787,919802,005816,343830,937845,792860,912 City of Orange LMIHA LoanPERM SOURCE ONLY?YBeginning Balance 576,000 0 0 0 0583,723594,158604,780615,592626,597637,799649,201660,807672,620684,645696,884709,342722,023734,931748,070Interest Accrued @ 1.788% 0 0 0 7,72310,43510,62210,81211,00511,20211,40211,60611,81312,02512,24012,45812,68112,90813,13913,373Residual Receipts PaymentCOMPOUND 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Mandatory Minimum Payment0.00% 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Ending Balance CONSTRUCT AOB:65% 0 0 0583,723594,158604,780615,592626,597637,799649,201660,807672,620684,645696,884709,342722,023734,931748,070761,443 City of Orange In-Lieu Fees LoanPERM SOURCE ONLY?YBeginning Balance 372,756 0 0 0 0381,143392,577404,355416,485428,980441,849455,105468,758482,821497,305512,224527,591543,419559,721576,513Interest Accrued @ 3.000% 0 0 0 8,38711,43411,77712,13112,49512,86913,25513,65314,06314,48514,91915,36715,82816,30316,79217,295Residual Receipts PaymentCOMPOUND 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Mandatory Minimum Payment0.00% 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Ending Balance CONSTRUCT AOB:65% 0 0 0381,143392,577404,355416,485428,980441,849455,105468,758482,821497,305512,224527,591543,419559,721576,513593,808 Villa St. Joseph
486

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Schedule of Outstanding Debt - Tax Basis Version:2.18
Credit Period Year:(1) 0 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 0 2022 202320242025202620272028202920302031203220332034203520362037203820392040 Villa St. Joseph
TOTAL OUTSTANDING DEBT (TAX BASIS)9,422,3299,668,1239,920,74019,962,76320,392,03020,831,87321,282,57021,744,40922,217,68322,702,69523,199,75723,709,18824,231,31824,766,48425,315,03425,877,32626,453,72827,044,61627,650,379 LP AMF 1 Accruals 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0DDF Accruals 0 0 0605,627509,169415,107323,647235,001149,39567,061 0 0 0 0 0 0 0 0 0GP PM FEE Accruals 0 0 0 25,75052,27379,591107,728136,710166,562197,308217,220174,787137,363105,25178,76758,23844,00636,42535,862 TOTAL OUTSTANDING DEBT+ACCRUALS (TAX BASIS)9,422,3299,668,1239,920,74020,594,14020,953,47221,326,57121,713,94522,116,12022,533,64022,967,06523,416,97623,883,97524,368,68024,871,73525,393,80125,935,56526,497,73427,081,04127,686,242 487

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Net Cash Flow Fee Accruals Version:2.18
Credit Period Year:(1) 0 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 1904 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 2039 2040 LP AMF 1
Beginning Accrual Balance - - - - - - - - - - - - - - - - - - - Current Year LP AMF 1 - - 2,083 5,150 5,305 5,464 5,628 5,796 5,970 6,149 6,334 6,524 6,720 6,921 7,129 7,343 7,563 7,790 8,024 Total Payment - - (2,083) (5,150) (5,305) (5,464) (5,628) (5,796) (5,970) (6,149) (6,334) (6,524) (6,720) (6,921) (7,129) (7,343) (7,563) (7,790) (8,024) Ending Accrual Balance - - - - - - - - - - - - - - - - - - - Inflator:Potential LP AMF 1:5,0003.00% 0 0 2,083 5,150 5,305 5,464 5,628 5,796 5,970 6,149 6,334 6,524 6,720 6,921 7,129 7,343 7,563 7,790 8,024 DDF Beginning Accrual Balance - - - 710,208 605,627 509,169 415,107 323,647 235,001 149,395 67,061 - - - - - - - - Current Year DDF Interest - - - - - - - - - - - - - - - - - - - Total Payment - - - (104,581) (96,458) (94,062) (91,461) (88,645) (85,606) (82,334) (67,061) - - - - - - - - Ending Accrual Balance - - - 605,627 509,169 415,107 323,647 235,001 149,395 67,061 - - - - - - - - - Interest Rate:Potential DDF: 0 0.00% 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 GP PM FEE Beginning Accrual Balance - - - - 25,750 52,273 79,591 107,728 136,710 166,562 197,308 217,220 174,787 137,363 105,251 78,767 58,238 44,006 36,425 Current Year GP PM Fee - - 10,417 25,750 26,523 27,318 28,138 28,982 29,851 30,747 31,669 32,619 33,598 34,606 35,644 36,713 37,815 38,949 40,118 Total Payment - - (10,417) - - - - - - - (11,758) (75,052) (71,022) (66,718) (62,128) (57,242) (52,047) (46,530) (40,680) Ending Accrual Balance - - - 25,750 52,273 79,591 107,728 136,710 166,562 197,308 217,220 174,787 137,363 105,251 78,767 58,238 44,006 36,425 35,862 Inflator:Potential GP PM Fee:25,0003.00% 0 0 10,417 25,750 26,523 27,318 28,138 28,982 29,851 30,747 31,669 32,619 33,598 34,606 35,644 36,713 37,815 38,949 40,118 TOTAL Cumulative to GP: 0 0 10,417 30,870 42,395 43,667 44,977 46,326 47,716 49,147 62,380 127,193 124,726 122,033 119,103 115,926 112,492 108,789 104,806 TOTAL Cumulative to LP: 0 0 2,083 5,150 5,305 5,464 5,628 5,796 5,970 6,149 6,334 6,524 6,720 6,921 7,129 7,343 7,563 7,790 8,024 Max to GP: 0 0 20,833 51,500 53,045 54,636 56,275 57,964 59,703 61,494 63,339 65,239 67,196 69,212 71,288 73,427 75,629 77,898 80,235 Excess GP Fees: 0 0 0 0 0 0 0 0 0 0 0 61,954 57,531 52,822 47,815 42,499 36,862 30,890 24,571

SCHEDULE OF RESERVE BALANCES
Capitalized Replacement ReserveDeed-Secured?YPrevious Balance 0 0 0 10,417 35,625 61,338 87,564 114,316 141,602 169,434 197,823 226,779 256,315 286,441 317,170 348,513 380,483 413,093 446,355 Deposit to Reserve 0 0 10,417 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000 Interest on Reserve 2.0% 0 0 0 208 713 1,227 1,751 2,286 2,832 3,389 3,956 4,536 5,126 5,729 6,343 6,970 7,610 8,262 8,927 Withdrawal from Reserve 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Ending Balance 0 0 0 10,417 35,625 61,338 87,564 114,316 141,602 169,434 197,823 226,779 256,315 286,441 317,170 348,513 380,483 413,093 446,355 480,282 Capitalized Operating Reserve (4 mos.)Deed-Secured?YPrevious Balance 0 0 0 204,000 208,080 212,242 216,486 220,816 225,232 229,737 234,332 239,019 243,799 248,675 253,648 258,721 263,896 269,174 274,557 Deposit to Reserve 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Interest on Reserve 2.0% 0 0 0 4,080 4,162 4,245 4,330 4,416 4,505 4,595 4,687 4,780 4,876 4,973 5,073 5,174 5,278 5,383 5,491 Withdrawal from Reserve 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Ending Balance 204,000 0 0 0 208,080 212,242 216,486 220,816 225,232 229,737 234,332 239,019 243,799 248,675 253,648 258,721 263,896 269,174 274,557 280,048 Capitalized HCD Subsidy Transistion ReserveDeed-Secured?YPrevious Balance 0 0 0 289,256 295,041 300,942 306,961 313,100 319,362 325,749 332,264 338,910 345,688 352,601 359,653 366,847 374,183 381,667 389,300 Deposit to Reserve 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Interest on Reserve 2.0% 0 0 0 5,785 5,901 6,019 6,139 6,262 6,387 6,515 6,645 6,778 6,914 7,052 7,193 7,337 7,484 7,633 7,786 Withdrawal from Reserve 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Ending Balance 289,256 0 0 0 295,041 300,942 306,961 313,100 319,362 325,749 332,264 338,910 345,688 352,601 359,653 366,847 374,183 381,667 389,300 397,087 Villa St. Joseph
488

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Schedule of Deductions Version:2.18
Depreciation Assumptions Building: ResidentialBuilding: CommercialSite ImprovementsPersonal PropertyProrationAsset LifeMethod Asset LifeMethod Asset LifeMethod Asset LifeMethodSoft Costs Prorated into ADS 100.0%30.0straight line30.0straight line90.0%20 Yr SL 90.0%9 Yr SLNC/Rehab, Sitework, and PPMACRS 0.0% 27.5straight line27.5straight line10.0%15 Yr 150% DB10.0%5 Yr DDBClasses?Y DEPRECIATION SCHEDULECredit Period Year:(1) 0 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 Beginning Basis20212022202320242025202620272028202920302031203220332034203520362037203820392040 30 years straight line - Res - Building5,891,500 0 0 73,644196,383196,383196,383196,383196,383196,383196,383196,383196,383196,383196,383196,383196,383196,383196,383196,383 30 years straight line - Res - Rehab27,000,060 0 0337,501900,002900,002900,002900,002900,002900,002900,002900,002900,002900,002900,002900,002900,002900,002900,002900,002 Site Improvements (20 yr SL.)492,055 0 0 12,30124,60324,60324,60324,60324,60324,60324,60324,60324,60324,60324,60324,60324,60324,60324,60324,603 Site Improvements (15 yr 150% decl. bal.)54,673 0 0 33,8972,0781,8701,6831,5151,3631,2911,2911,2911,2911,2911,2911,2911,2911,291 646 0 Personal Property (9 yr SL)632,851 0 0 35,15870,31770,31770,31770,31770,31770,31770,31770,31735,158 0 0 0 0 0 0 0 Personal property (5 yr 200% decl. bal.)70,317 0 0 47,8159,0015,4003,2403,2401,620 0 0 0 0 0 0 0 0 0 0 0 SUBTOTAL 34,141,4560 0 0540,3171,202,3831,198,5751,196,2281,196,0601,194,2881,192,5961,192,5961,192,5961,157,4381,122,2791,122,2791,122,2791,122,2791,122,2791,121,6341,120,988

AMORTIZATION SCHEDULE
TCAC Application/Res/Monitoring Fee89,470 0 0 5,9655,9655,9655,9655,9655,9655,9655,9655,9655,9655,9655,9655,9655,9655,965 0 0Costs of Issuance 0 0 0 0190,948 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Title/Recording/Escrow - Permanent40,000 0 0 0 857 1,1431,1431,1431,1431,1431,1431,1431,1431,1431,1431,1431,1431,1431,1431,143Market/Rent Comp Study13,500 0 0 1,3501,3501,3501,3501,3501,3501,3501,3501,3501,350 0 0 0 0 0 0 0 SUBTOTAL 142,970 0 0 0 7,315199,1208,4588,4588,4588,4588,4588,4588,4588,4587,1087,1087,1087,1087,1081,1431,143 EXPENSED COSTS Audit/Cost Certification 30,000 0 0 30,000 0 0Marketing 0 0 0 0 0 0LP AMF 1 0 0 2,0835,1505,3055,4645,6285,7965,9706,1496,3346,5246,7206,9217,1297,3437,5637,7908,024GP PM Fee 0 0 10,417 0 0 0 0 0 0 0 11,75875,05271,02266,71862,12857,24252,04746,53040,680Ground Lease - Minimum Payment 0 0 0 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1OCHCD Monitoring Fee 0 0 1,7101,7101,7101,7101,7101,7101,7101,7101,7101,7101,7101,7101,7101,7101,7101,7101,710 SUBTOTAL 30,000 0 0 0 44,2106,8617,0167,1757,3397,5077,6817,86019,80383,28779,45375,35070,96866,29661,32156,03150,415 NOTE: PMF/CMF not expensed INTEREST DEDUCTIONS Interest - Seller Carryback Loan (SJCO)Seller Carryback Loan (SJCO)0 0108,060191,062197,061203,249209,631216,214223,003230,005237,227244,676252,359260,283268,456276,885285,580294,547303,796Interest - Cal HFA SNHPCal HFA SNHP 0 0 39,30068,57669,80271,05072,32073,61374,92976,26977,63279,02080,43381,87083,33484,82486,34087,88489,455Interest - County of Orange HOME LoanCounty of Orange HOME Loan0 0 0 13,68418,49018,82119,15719,50019,84820,20320,56420,93221,30621,68722,07522,46922,87123,28023,696Interest - HCD - NPLH Non-CompetitiveHCD - NPLH Non-Competitive0 0 0 28,55038,49139,06439,64740,24240,84841,46642,09542,73643,39044,05644,73445,42646,13146,84947,581Interest - HCD - NPLH CompetitiveHCD - NPLH Competitive0 0 0 51,98670,08671,12972,19273,27574,37875,50376,64977,81779,00780,21981,45582,71483,99885,30586,638Interest - County of Orange MHSA LoanCounty of Orange MHSA Loan0 0 0 18,77125,36425,81726,27926,74827,22727,71328,20928,71329,22629,74930,28130,82231,37331,93432,505Interest - City of Orange HOME LoanCity of Orange HOME Loan0 0 0 8,73211,79912,00912,22412,44312,66512,89213,12213,35713,59513,83814,08614,33814,59414,85515,120Interest - City of Orange LMIHA LoanCity of Orange LMIHA Loan0 0 0 7,72310,43510,62210,81211,00511,20211,40211,60611,81312,02512,24012,45812,68112,90813,13913,373Interest - City of Orange In-Lieu Fees LoanCity of Orange In-Lieu Fees Loan0 0 0 8,38711,43411,77712,13112,49512,86913,25513,65314,06314,48514,91915,36715,82816,30316,79217,295Interest- Expensed Constr. Period Interest 0 0573,003245,573 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 SUBTOTAL 0 0 0720,363643,045452,963463,538474,393485,534496,969508,708520,757533,127545,825558,861572,246585,987600,096614,583629,459 TOTAL DEDUCTIONS 0 0 01,312,2052,051,4091,667,0111,675,3981,686,2481,695,7871,705,7041,717,6221,741,6141,782,3091,754,6641,763,5981,772,6011,781,6701,790,8041,793,3911,802,004 Villa St. Joseph
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Analysis of Taxable Income Version:2.18 AssumptionsMarginal Tax Rate - Federal 21.0% Loss Reallocation (year 12):Marginal Tax Rate - State 0.0% GP Share:90.00% CombinedEffective Combined Marginal Tax Rate21.0% LP Share:10.00% Number of LP Capital Contributions4 Credit Period Year:(1) 0 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 2022202320242025202620272028202920302031203220332034203520362037203820392040LOSSESNet Operating Income 0 0 64,597154,213152,169149,932147,495144,848141,982138,890135,560131,982128,148124,045119,663114,991110,016104,72799,110Interest Income from Reserves 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Total Deductions 0 01,312,2052,051,4091,667,0111,675,3981,686,2481,695,7871,705,7041,717,6221,741,6141,782,3091,754,6641,763,5981,772,6011,781,6701,790,8041,793,3911,802,004 Total Taxable Income (Loss) 0 0(1,247,608)(1,897,196)(1,514,842)(1,525,466)(1,538,754)(1,550,939)(1,563,722)(1,578,732)(1,606,054)(1,650,327)(1,626,517)(1,639,553)(1,652,937)(1,666,679)(1,680,788)(1,688,665)(1,702,895) Special Allocation of GP-Related Op Ex (see below)Years 1-11Years 12-150 0 (7,731)(16,536)(17,032)(17,543)(18,069)(18,611)(19,169)(19,744)(21,513)(28,452)(28,678)(28,894)(29,102)(29,300)(29,488)(29,665)(29,830)General Partner Share of Losses per LPA (pre-704(b))0.01%90.00%0 0 (7,855)(16,724)(17,182)(17,694)(18,221)(18,764)(19,324)(19,900)(21,671)(28,614)(28,837)(1,478,487)(1,490,554)(1,502,941)(1,515,658)(1,522,765)(1,535,588)Limited Partner Share of Losses per LPA (pre-704(b))99.99%10.00%0 0(1,239,753)(1,880,472)(1,497,660)(1,507,773)(1,520,533)(1,532,175)(1,544,398)(1,558,832)(1,584,383)(1,621,712)(1,597,679)(161,066)(162,384)(163,738)(165,130)(165,900)(167,306) AFTER-TAX VALUE OF LOSSESYears 1-11Years 12-15Total Losses Allocated to GP (post-704(b))0.01%90.00%0 0 (7,855)(16,724)(17,182)(17,694)(18,221)(18,764)(19,324)(19,900)(21,671)(28,614)(28,837)(1,478,487)(1,490,554)(1,502,941)(1,515,658)(1,688,665)(1,702,895)Total Losses Allocated to LP (post-704(b))99.99%10.00%0 0(1,239,753)(1,880,472)(1,497,660)(1,507,773)(1,520,533)(1,532,175)(1,544,398)(1,558,832)(1,584,383)(1,621,712)(1,597,679)(161,066)(162,384)(163,738)(165,130)0 0 After Tax Value of Losses 21.0% 0 0261,998398,411318,117320,348323,138325,697328,382331,534337,271346,569341,568344,306347,117350,003352,966354,620357,608After-Tax Value of General Partner Losses 0 0 1,6503,5123,6083,7163,8263,9414,0584,1794,5516,0096,056310,482313,016315,618318,288354,620357,608After-Tax Value of Limited Partner Losses 0 0260,348394,899314,509316,632319,312321,757324,324327,355332,720340,560335,51333,82434,10134,38534,677 0 0Limited Partner Share of Losses Per LPA 99.99%99.99%99.99%99.99%99.99%99.99%99.99%99.99%99.99%99.99%99.99%99.99%99.99%10.00%10.00%10.00%10.00%10.00%10.00% TAX CREDITS Fed Tax Credits-Acq - Building A or Credit Year 1100.0% 0 0 97,390235,660235,660235,660235,660235,660235,660235,660235,660235,660138,270 0 0 0Fed Tax Credits-Rehab- Building A or Credit Year 1100.0% 0 0604,8521,463,5941,463,5941,463,5941,463,5941,463,5941,463,5941,463,5941,463,5941,463,594858,741 0 0 0 TOTAL TAX CREDITS 0 0702,2431,699,2541,699,2541,699,2541,699,2541,699,2541,699,2541,699,2541,699,2541,699,254997,011 0 0 0 0 0 0General Partner Share 0.01% 0 0 70 170 170 170 170 170 170 170 170 170 100 0 0 0 0 0 0Limited Partner Share 99.99% 0 0702,1721,699,0841,699,0841,699,0841,699,0841,699,0841,699,0841,699,0841,699,0841,699,084996,911 0 0 0 0 0 0(less) Reduction due to LP Capital Account Adjustment0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 TOTAL AFTER-TAX BENEFITS 0 0964,2402,097,6652,017,3702,019,6022,022,3922,024,9512,027,6352,030,7872,036,5252,045,8221,338,580344,306347,117350,003352,966354,620357,608 General Partner Share 0.01% 0 0 1,7203,6823,7783,8863,9964,1104,2284,3494,7216,1796,156310,482313,016315,618318,288354,620357,608Limited Partner Share 99.99% 0 0962,5202,093,9832,013,5922,015,7162,018,3962,020,8402,023,4072,026,4382,031,8042,039,6431,332,42433,82434,10134,38534,677 0 0 OPERATING EXPENSE REALLOCATIONS-GP-RELATED (Beginning at start of operations) Base Year: 2022 2022202320242025202620272028202920302031203220332034203520362037203820392040Administrative 18,473 0 0 8,16620,18620,79221,41522,05822,71923,40124,10324,82625,57126,33827,12827,94228,78029,64430,53331,449Management Fee 41,160 0 0 18,19444,97746,32647,71649,14750,62252,14053,70455,31656,97558,68460,44562,25864,12666,05068,03170,072Resident Services 91,692 0 0 40,532100,194103,200106,296109,485112,770116,153119,637123,226126,923130,731134,653138,692142,853147,139151,553156,099GP PMF (Manually Link to Res Cash Flow Page)25,000 0 0 10,417 0 0 0 0 0 0 0 11,75875,05271,02266,71862,12857,24252,04746,53040,680TOTAL 151,325 0 0 77,309165,357170,318175,427180,690186,111191,694197,445215,126284,521286,775288,944291,021293,001294,879296,648298,301 Seller Note Loan Interest 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Total Related Party Loan Interest 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Percent Reallocated to GP 10.0%
TOTAL EXPENSE REALLOCATION TO GP 0 0 7,73116,53617,03217,54318,06918,61119,16919,74421,51328,45228,67828,89429,10229,30029,48829,66529,830Note: Begins @ Operations Start Villa St. Joseph
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Capital Account Analysis and Tax Liability - Sale Price Equals Debt Version:2.18 LIMITED PARTNER Credit Period Year:(1) 0 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 2022202320242025202620272028202920302031203220332034203520362037203820392040 SUMMARY OF LP ACCOUNTS AND LOSSESTotal Losses Allocated to LP 0 0 1,239,753 1,880,472 1,497,660 1,507,773 1,520,533 1,532,175 1,544,398 1,558,832 1,584,383 1,621,712 1,597,679 161,066 162,384 163,738 165,130 0 0 Ending LP Capital Account Balance 1,643,864 1,643,864 917,301 13,109,945 11,612,284 10,104,511 8,583,979 7,051,804 5,507,406 3,948,574 2,364,191 742,479 (855,200)(1,016,266)(1,178,650)(1,342,388)(1,507,518)(1,507,518)(1,507,518)Ending LP Minimum Gain Balance 0 0 0 0 0 0 0 0 0 0 0 46,503 793,636 794,039 794,377 794,649 794,849 961,474 1,129,429 MINIMUM GAIN ANALYSISAdjusted Basis 34,079,95634,079,95633,539,63932,337,25631,138,68129,942,45328,746,39427,552,10626,359,50925,166,91323,974,31722,816,87921,694,60020,572,32019,450,04118,327,76117,205,48216,083,84814,962,860Deed-Secured Cash Reserves 0 0 10,417538,746574,521611,011648,232686,196724,920764,419804,707845,801887,717930,472974,0811,018,5631,063,9341,110,2131,157,417Total Adjusted Basis plus Cash 34,079,95634,079,95633,550,05632,876,00231,713,20230,553,46529,394,62528,238,30227,084,43025,931,33224,779,02423,662,68022,582,31721,502,79220,424,12219,346,32418,269,41617,194,06116,120,277Outstanding Nonrecourse Debt 9,422,3299,668,1239,920,74019,962,76320,392,03020,831,87321,282,57021,744,40922,217,68322,702,69523,199,75723,709,18824,231,31824,766,48425,315,03425,877,32626,453,72827,044,61627,650,379Outstanding Nonrecourse Debt (Related Party) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Minimum Gain - Partnership 0 0 0 0 0 0 0 0 0 0 0 46,5081,649,0013,263,6924,890,9136,531,0038,184,3129,850,55511,530,103Annual Change in Minimum Gain 0 0 0 0 0 0 0 0 0 0 0 46,5081,602,4931,614,6911,627,2201,640,0901,653,3091,666,2431,679,548Minimum Gain - Partner (GP) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 POTENTIAL LIMITED PARTNER LOSSESLP Share of Losses per LPA 99.99%99.99%99.99%99.99%99.99%99.99%99.99%99.99%99.99%99.99%99.99%99.99%99.99%10.00%10.00%10.00%10.00%10.00%10.00%Annual Potential Losses Allocated to LP 0 0(1,239,753)(1,880,472)(1,497,660)(1,507,773)(1,520,533)(1,532,175)(1,544,398)(1,558,832)(1,584,383)(1,621,712)(1,597,679)(161,066)(162,384)(163,738)(165,130)(165,900)(167,306)(less) Related Party Losses Reallocated to GP 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Adjusted Potential LP Losses 0 0(1,239,753)(1,880,472)(1,497,660)(1,507,773)(1,520,533)(1,532,175)(1,544,398)(1,558,832)(1,584,383)(1,621,712)(1,597,679)(161,066)(162,384)(163,738)(165,130)(165,900)(167,306) LP LOSS ANALYSIS -- CAPITAL ACCOUNT SHAREBeginning LP Capital Account Balance 01,643,8641,643,864917,30113,109,94511,612,28410,104,5118,583,9797,051,8045,507,4063,948,5742,364,191742,479(855,200)(1,016,266)(1,178,650)(1,342,388)(1,507,518)(1,507,518)LP Capital Contributions 1,643,8640721,65614,073,1150 0 0 0 0 0 0 0 0 0 0 0 0 0 0(less) LP Cash Flow Distributions 0 0 (39,966)0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0(less) Historic Tax Credits 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0(less) Investment Tax Credits (Solar) 0 0 0 0 0LP Capital Account Balance Available for Losses1,643,8641,643,8642,325,55414,990,41613,109,94511,612,28410,104,5118,583,9797,051,8045,507,4063,948,5742,364,191742,479 0 0 0 0 0 0 Adjusted Potential LP Losses 0 0(1,239,753)(1,880,472)(1,497,660)(1,507,773)(1,520,533)(1,532,175)(1,544,398)(1,558,832)(1,584,383)(1,621,712)(1,597,679)(161,066)(162,384)(163,738)(165,130)(165,900)(167,306)Allowable LP Capital Account Losses (1,643,864)(1,643,864)(2,325,554)(14,990,416)(13,109,945)(11,612,284)(10,104,511)(8,583,979)(7,051,804)(5,507,406)(3,948,574)(2,364,191)(742,479)0 0 0 0 0 0Actual Losses Allocated to LP (Capital Account Share)0 0(1,239,753)(1,880,472)(1,497,660)(1,507,773)(1,520,533)(1,532,175)(1,544,398)(1,558,832)(1,584,383)(1,621,712)(742,479)0 0 0 0 0 0LP DRO? Y Y Y YCumulative DRO Amount 0 0 0 0 LP LOSS ANALYSIS -- MINIMUM GAIN SHARELP Minimum Gain Balance Available for Losses0 0 0 0 0 0 0 0 0 0 0 46,5031,648,836955,105956,761958,386959,980961,4741,129,429 Adjusted Potential LP Losses less Cap Acct Losses0 0 0 0 0 0 0 0 0 0 0 0(855,200)(161,066)(162,384)(163,738)(165,130)(165,900)(167,306)Allowable LP Minimum Gain Account Losses 0 0 0 0 0 0 0 0 0 0 0 (46,503)(1,648,836)(955,105)(956,761)(958,386)(959,980)(961,474)(1,129,429)Actual Losses Allocated to LP (Minimum Gain Share)0 0 0 0 0 0 0 0 0 0 0 0(855,200)(161,066)(162,384)(163,738)(165,130)0 0 TOTAL LOSSES ALLOCATED TO LP 0 0(1,239,753)(1,880,472)(1,497,660)(1,507,773)(1,520,533)(1,532,175)(1,544,398)(1,558,832)(1,584,383)(1,621,712)(1,597,679)(161,066)(162,384)(163,738)(165,130)0 0 LIMITED PARTNER CREDIT DELIVERY ANALYSISLP 704(b) Capital Available for Losses 1,643,8641,643,8642,325,55414,990,41613,109,94511,612,28410,104,5118,583,9797,051,8045,507,4063,948,5742,410,6952,391,315955,105956,761958,386959,980961,4741,129,429LP Share of Depreciation per LPA 0 0540,2631,202,2631,198,4551,196,1081,195,9401,194,1691,192,4771,192,4771,192,4771,157,3221,122,167112,228112,228112,228112,228112,163112,099Reduction in LP LIHTC due to 704(b) Capital Shortfall 0.00%0.00%0.00%0.00%0.00%0.00%0.00%0.00%0.00%0.00%0.00%0.00%0.00%0.00%0.00%0.00%0.00%0.00%0.00% LIMITED PARTNER CAPITAL ACCOUNTBeginning Capital Account Balance 01,643,8641,643,864917,30113,109,94511,612,28410,104,5118,583,9797,051,8045,507,4063,948,5742,364,191742,479(855,200)(1,016,266)(1,178,650)(1,342,388)(1,507,518)(1,507,518)LP Capital Contributions 1,643,8640721,65614,073,1150 0 0 0 0 0 0 0 0 0 0 0 0 0 0(less) Syndication Expenses 0 0(168,500)0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0(less) LP Cash Flow Distributions 0 0 (39,966)0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0(less) Total Losses Allocated to LP 0 0(1,239,753)(1,880,472)(1,497,660)(1,507,773)(1,520,533)(1,532,175)(1,544,398)(1,558,832)(1,584,383)(1,621,712)(1,597,679)(161,066)(162,384)(163,738)(165,130)0 0End of Year Capital Account Balance 1,643,8641,643,864917,30113,109,94511,612,28410,104,5118,583,9797,051,8045,507,4063,948,5742,364,191742,479(855,200)(1,016,266)(1,178,650)(1,342,388)(1,507,518)(1,507,518)(1,507,518) LIMITED PARTNER MINIMUM GAIN BALANCEBeginning Minimum Gain Account Balance 0 0 0 0 0 0 0 0 0 0 0 0 46,503793,636794,039794,377794,649794,849961,474LP Share of Annual Change in Minimum Gain 0 0 0 0 0 0 0 0 0 0 0 46,5031,602,333161,469162,722164,009165,331166,624167,955(less) Minimum Gain Chargeback (Losses allocated to LP)0 0 0 0 0 0 0 0 0 0 0 0(855,200)(161,066)(162,384)(163,738)(165,130)0 0End of Year Minimum Gain Balance 0 0 0 0 0 0 0 0 0 0 0 46,503793,636794,039794,377794,649794,849961,4741,129,429 Villa St. Joseph
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Capital Account Analysis and Tax Liability - Sale Price Equals Debt Version:2.18 LIMITED PARTNER Credit Period Year:(1) 0 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 2022202320242025202620272028202920302031203220332034203520362037203820392040 Villa St. Joseph
LIMITED PARTNER EXIT BENEFIT/LIABILITY ANALYSISMarginal Tax Rate 21.00%End of Year Capital Account Balance 1,643,8641,643,864917,30113,109,94511,612,28410,104,5118,583,9797,051,8045,507,4063,948,5742,364,191742,479(855,200)(1,016,266)(1,178,650)(1,342,388)(1,507,518)(1,507,518)(1,507,518)(plus) Syndication Expenses 0 0168,500168,500168,500168,500168,500168,500168,500168,500168,500168,500168,500168,500168,500168,500168,500168,500168,500Tax Benefit/(Liability) on Sale @ $1 345,211345,211228,0182,788,4732,473,9652,157,3321,838,0211,516,2641,191,940864,586531,865191,306(144,207)(178,031)(212,131)(246,516)(281,194)(281,194)(281,194)Gross-Up Factor for Taxes on Gain due to Tax Payment79.00%Total GP Obligation on Sale: LP Tax Liability + Gross-Up0 0 0 0 0 0 0 0 0 0 0 0(182,541)(225,356)(268,521)(312,046)(355,941)(355,941)(355,941) GENERAL PARTNER Credit Period Year:(1) 0 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 2022202320242025202620272028202920302031203220332034203520362037203820392040 Minimum Gain - Partnership 0 0 0 0 0 0 0 0 0 0 0 46,5081,649,0013,263,6924,890,9136,531,0038,184,3129,850,55511,530,103Minimum Gain - Partnership - GP Share 0 0 0 0 0 0 0 0 0 0 0 5 1652,937,3234,401,8215,877,9027,365,8818,865,50010,377,092Minimum Gain - Partner (GP) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0GP Share of Losses per LPA 0.01%0.01%0.01%0.01%0.01%0.01%0.01%0.01%0.01%0.01%0.01%0.01%0.01%90.00%90.00%90.00%90.00%90.00%90.00% CAPITAL ACCOUNTBeg. of Yr Capital Account Balance 0 0 0 (7,859)(24,583)(41,764)(59,458)(77,679)(96,443)(115,767)(135,667)(157,338)(185,953)(214,790)(1,693,277)(3,183,831)(4,686,772)(6,202,430)(7,891,095)Capital Contributions 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0Annual GP Losses @ LPA Share 0 0 (7,855)(16,724)(17,182)(17,694)(18,221)(18,764)(19,324)(19,900)(21,671)(28,614)(28,837)(1,478,487)(1,490,554)(1,502,941)(1,515,658)(1,522,765)(1,535,588)LP Losses Re-allocated to GP (Related Party) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0LP Losses Re-allocated to GP (Capital Account Shortfall)0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0(165,900)(167,306)Cash Flow 0 0 4 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0End of Year Capital Account 0 0 (7,859)(24,583)(41,764)(59,458)(77,679)(96,443)(115,767)(135,667)(157,338)(185,953)(214,790)(1,693,277)(3,183,831)(4,686,772)(6,202,430)(7,891,095)(9,593,990) 492

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Investment Summary - LIHTC Investor Version: 2.18
Assumptions
Marginal Tax Rate 21.0%

CUMULATIVE

TOTAL TOTAL TOTAL TOTAL TAX TOTAL RATIO OF

LIMITED AFTER- LTD PTR LTD PTR LTD PTR LTD PTR BENEFIT/ LTD PTR BENEFITS

PARTNER TAX VALUE FEDERALCALIFORNIA ENERGY HISTORIC (LIABILITY) TAXTO LTD PTR

YEAR PAY-INS OF LOSSES LIHTC LIHTC CREDITS CREDITSUPON SALE BENEFITS PAY-INS Credit Year
2022 1,643,864 0 0 0 0 0 0 0.00(1)
2023 0 0 0 0 0 0 0 0.000
2024 721,656 260,348 702,172 0 0 0 962,520 0.411
2025 14,073,115 394,899 1,699,084 0 0 0 2,093,983 0.192 2026 0 314,509 1,699,084 0 0 0 2,013,592 0.313
2027 316,632 1,699,084 0 0 0 2,015,716 0.434
2028 319,312 1,699,084 0 0 0 2,018,396 0.555
2029 321,757 1,699,084 0 0 0 2,020,840 0.686
2030 324,324 1,699,084 2,023,407 0.807
2031 327,355 1,699,084 2,026,438 0.928
2032 332,720 1,699,084 2,031,804 1.059
2033 340,560 1,699,084 2,039,643 1.1710
2034 335,513 996,911 1,332,424 1.2511
2035 33,824 0 33,824 1.2512
2036 34,101 0 0 34,101 1.2613
2037 34,385 0 0 34,385 1.2614
2038 34,677 0 0 34,677 1.2615
2039 0 0 (281,194) (281,194) 1.2416
2040 0 0 0 0 1.2417
TOTAL 16,438,635 3,724,914 16,990,837 0 0 0 20,434,558 Villa St. Joseph
493
Villa St. Joseph Page 17a
Net Quarterly Benefit ScheduleVersion: 2.18

LP EQUITY PAY-IN SCHEDULE

AMOUNT DATETHRESHOLD
LP Admission (Const. Portion)1,643,86412/01/22Initial Closing Completion Payment 721,65607/01/24Const. Completion
Stabilization Payment 0 04/01/25Stabilization
Conversion Payment 13,973,11504/01/25Perm Conversion
Final Payment #1 100,00010/01/258609
TOTAL LP CONTRIBUTIONS16,438,635

NET QUARTERLY BENEFITS
Internal Rate of Return:5.49%

TOTAL NET
QUART.QUART.

YEARINVESTMENTBENEFITSBENEFITSTHRESHOLD
2022 0 0
0 0
0 0
-1,643,864 0 -1,643,864LP Admission
2023 0 0
0 0
0 0
0 0
2024 0 0
0 0
-721,656481,260 -240,396Completion
481,260 481,260
2025 523,496 523,496
-13,973,115523,496 -13,449,619Stabilization / Perm Conversion 523,496 523,496
-100,000523,496 423,496Form 8609
2026 503,398 503,398
503,398 503,398
503,398 503,398
503,398 503,398
2027 0 503,929 503,929
0 503,929 503,929
0 503,929 503,929
0 503,929 503,929
2028 0 504,599 504,599
0 504,599 504,599
0 504,599 504,599
0 504,599 504,599
2029 0 505,210 505,210
0 505,210 505,210
0 505,210 505,210
0 505,210 505,210
2030 505,852 505,852
505,852 505,852
505,852 505,852
505,852 505,852
2031 506,610 506,610
506,610 506,610
506,610 506,610
506,610 506,610
2032 507,951 507,951
507,951 507,951
507,951 507,951
507,951 507,951
2033 509,911 509,911
509,911 509,911
509,911 509,911
509,911 509,911
2034 333,106 333,106
333,106 333,106
333,106 333,106
333,106 333,106
2035 8,456 8,456
8,456 8,456
8,456 8,456
8,456 8,456
2036 8,525 8,525
8,525 8,525
8,525 8,525
8,525 8,525
2037 8,596 8,596
8,596 8,596
8,596 8,596
8,596 8,596
2038 8,669 8,669
8,669 8,669
8,669 8,669
8,669 8,669
2039 (281,194)-281,194
0 0
0 0
0 0
2040 0 0
0 0
0 0
0 0
TOTAL 16,438,63520,434,558 3,995,923
494
Agenda Item
City Council
Item #: 3.6. 10/11/2022 File #: 22-0565
TO: Honorable Mayor and Members of the City Council
THRU: Rob Houston, City Manager
FROM: Jeff Adams, Interim Community Development Director

1. SUBJECT
Historic Property Preservation Agreements (Mills Act Contracts) for six qualified historic properties.

2. SUMMARY
The Community Development Department’sHistoric Preservation Program received six applications for new Mills Act Contracts in the Old Towne and Eichler Historic Districts for the Spring 2022 application period. Staff recommends approval and execution of the contracts.

3. RECOMMENDED ACTION
Approve six Mills Act Contracts between the City of Orange and the identified property owners for the preservation and rehabilitation of qualified historic properties, and authorize the Mayor and City Clerk to execute on behalf of the City.

4. FISCAL IMPACT
The purpose of the Mills Act Program is to leverage property tax savings to support private investment in the preservation of historic properties.

For the six Mills Act applications received in Spring 2022, the City may incur a total reduction of property tax of approximately $4,855 per year. The actual amount of the property tax reduction under the Mills Act Contract will be determined by the Orange County Office of the Assessor, using a predetermined income-based approach to assessment, considering area rental rates and maintenance costs.

The Mills Act Program requires reinvestment of this property tax reduction in preservation of the historic property through the Rehabilitation Plan (Exhibit D) attached to each contract. The Rehabilitation Plan will generate additional revenues from building permit fees, and the local economy will benefit from specialized work in historic preservation by local building contractors and material suppliers. The investment by property owners in these six historic properties totals $568,500 over ten years.

The $1,000 application fee for each contract offsets the cost of staff review, property inspection, and this public meeting. The $30 annual fee offsets ongoing costs of administration of the contracts.

5. STRATEGIC PLAN GOALS
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Item #: 3.6. 10/11/2022 File #: 22-0565
b. Expand and strengthen processes and practices related to the protection of cultural resources.

6. DISCUSSION AND BACKGROUND
Mills Act applications for ten qualified historic properties were received prior to the March 3, 2022 application deadline. Three properties are within the Old Towne Historic District and three properties are in the Eichler Historic Districts.

Staff reviewed the applications and met with each property owner at the historic property to review the proposed Rehabilitation Plan (Exhibit D) attached to the Mills Act Contract. Each Rehabilitation Plan has been tailored to the preservation needs of the specific historic property and has been determined to meet the Mills Act Program requirements and to be in conformance with the relevant design standards for the historic districts.

Each Mills Act property owner agrees to complete the work described in the Rehabilitation Plan.

Additional contract conditions include:
1 Preserve and rehabilitate the historic property and its character-defining features in conformance with adopted rules and regulations.
2 Meet City of Orange Historic Property Maintenance Standards for all buildings, structures, yards, and other improvements on the property.
3 Agree to property inspections once every five years of the contract term and/or when work is completed to determine compliance with terms of the contract. 4 File annual status reports on progress of improvements and repairs and/or any changed conditions of the property.
5 Provide a ten-year update of proposed rehabilitation and repair items, 90 days prior to the tenth contract anniversary.
6 Meet all other contract terms and conditions as specified in the Historic Property Preservation Agreement.

A summary of each application is provided in Attachment 1 to the Staff Report.

7. ATTACHMENTS

1. Table Summary of 6 Mills Act Applications

2. Mills Act Contract MAC-413.0-22 with photograph

3. Mills Act Contract MAC-414.0-22 with photograph

4. Mills Act Contract MAC-415.0-22 with photograph

5. Mills Act Contract MAC-416.0-22 with photograph

6. Mills Act Contract MAC-417.0-22 with photograph

7. Mills Act Contract MAC-418.0-22 with photograph
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Agenda Item
City Council
Item #: 3.6. 10/11/2022 File #: 22-0565
TO: Honorable Mayor and Members of the City Council
THRU: Rob Houston, City Manager
FROM: Jeff Adams, Interim Community Development Director

1. SUBJECT
Historic Property Preservation Agreements (Mills Act Contracts) for six qualified historic properties.

4. FISCAL IMPACT
The purpose of the Mills Act Program is to leverage property tax savings to support private investment in the preservation of historic properties.

5. STRATEGIC PLAN GOALS
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497
Item #: 3.6. 10/11/2022 File #: 22-0565
b. Expand and strengthen processes and practices related to the protection of cultural resources.

Each Mills Act property owner agrees to complete the work described in the Rehabilitation Plan.

A summary of each application is provided in Attachment 1 to the Staff Report.

7. ATTACHMENTS

1. Table Summary of 6 Mills Act Applications

2. Mills Act Contract MAC-413.0-22 with photograph

3. Mills Act Contract MAC-414.0-22 with photograph

4. Mills Act Contract MAC-415.0-22 with photograph

5. Mills Act Contract MAC-416.0-22 with photograph

6. Mills Act Contract MAC-417.0-22 with photograph

7. Mills Act Contract MAC-418.0-22 with photograph
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1 Summary of Mills Act Applications
Summer 2022
Contract No. Property Address Historic
District Property Owners
Estimate for
Rehabilitation
Plan
Property Tax
Savings over
10 Years
Annual Property
Tax Reduction
to City
MAC-413.0-22 154 N. Shaffer Street Old Towne Robert and Susan Midstokke $56,300 $43,819 $595
MAC-414.0-22 515 S. Grand Street Old Towne JKS Company I, LLC $100,500 $74,728 $1,015 MAC-415.0-22 612 E. Palmdale
Avenue
Eichler
Fairmeadows
Kazutoshi Toe and
Sonia Dal Santo $83,000 $34,455 $468
MAC-416.0-22 3826 E. Kirkwood
Avenue
Eichler
Fairhaven
Jon and Denise
Miller $90,700 $85,855 $1,166
MAC-417.0-22 616 S. Woodland
Street
Eichler
Fairhaven
Petr Merkulov and
Mariia Sarycheva $118,000 $69,381 $942
MAC-418.0-22 529 S. Grand Street Old Towne JKS Company II, LLC $120,000 $49,274 $669

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619
Agenda Item
City Council
Item #: 3.7. 10/11/2022 File #: 22-0553
TO: Honorable Mayor and Members of the City Council
THRU: Rob Houston, City Manager
FROM: Christopher Cash, Public Works Director

1. SUBJECT
First Amendment to the Agreement with Gillis & Panichapan Architects, Inc. for the Corporation Yard Renovations Project.

2. SUMMARY
This amendment authorizes additional design services for the Corporation Yard Renovations Project in the total not to exceed amount of $49,565.

3. RECOMMENDED ACTION
Approve the first amendment with Gillis & Panichapan Architects, Inc. in the amount of $49,565 for additional design services for the Corporation Yard Renovations Project, and authorize the Mayor and City Clerk to execute on behalf of the City.

4. FISCAL IMPACT
The total expenditure for this amendment is $49,565, for a total agreement cost of $324,565 and will be funded in Corporation Yard Renovations Project (12982).

5. STRATEGIC PLAN GOALS
Goal 2: Be a fiscally healthy community
d: Effectively manage and develop City assets.

Goal 3: Enhance and promote quality of life in the community a: Renovate, maintain, develop, and/or expand public use places and spaces.

6. DISCUSSION AND BACKGROUND
The City’sCorporation Yard (Corp Yard), located off Struck Avenue was designed in 1975. Since the original plan, there have been minimal layout changes. The City has recently been considering a redesign, as there have been obvious changes to equipment and technology in the past 46 years. In addition, with the sale of the eastern third of the Corp Yard, this augments the need to redesign the layout and increase the functionality of the remaining space.

In April 2021, the City Council approved an agreement with Gillis & Panichapan Architects, Inc. for the design of the Corp Yard including a waste disposal ramping facility, and several metal prefabrication storage buildings for various departments. During the final design, the engineer cost estimate was substantially higher than the project budget due to construction and material costs increasing rapidly due to inflation and market changes. Staff re-evaluated the scope by taking a City of Orange Printed on 10/6/2022Page 1 of 2
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Item #: 3.7. 10/11/2022 File #: 22-0553
increasing rapidly due to inflation and market changes. Staff re-evaluated the scope by taking a minimalistic approach to meet the basic operations needs of the Corp Yard and staying within the project’sbudget. Additional design services are needed from Gillis & Panichapan Architects, Inc. to finalize and get the project ready to bid. The revised design provides flexibility to restore the full scope of the renovation project should additional funding become available.

Staff recommends approval of the First Amendment to the agreement with Gillis & Panichapan Architects, Inc. in the amount of $49,565 for additional design services for the Corp Yard Renovation project.

7. ATTACHMENTS
· First Amendment with Gillis & Panichapan Architects, Inc.

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Agenda Item
City Council
Item #: 3.7. 10/11/2022 File #: 22-0553
TO: Honorable Mayor and Members of the City Council
THRU: Rob Houston, City Manager
FROM: Christopher Cash, Public Works Director

1. SUBJECT
First Amendment to the Agreement with Gillis & Panichapan Architects, Inc. for the Corporation Yard Renovations Project.

2. SUMMARY
This amendment authorizes additional design services for the Corporation Yard Renovations Project in the total not to exceed amount of $49,565.

4. FISCAL IMPACT
The total expenditure for this amendment is $49,565, for a total agreement cost of $324,565 and will be funded in Corporation Yard Renovations Project (12982).

5. STRATEGIC PLAN GOALS
Goal 2: Be a fiscally healthy community
d: Effectively manage and develop City assets.

Goal 3: Enhance and promote quality of life in the community a: Renovate, maintain, develop, and/or expand public use places and spaces.

In April 2021, the City Council approved an agreement with Gillis & Panichapan Architects, Inc. for the design of the Corp Yard including a waste disposal ramping facility, and several metal prefabrication storage buildings for various departments. During the final design, the engineer cost estimate was substantially higher than the project budget due to construction and material costs increasing rapidly due to inflation and market changes. Staff re-evaluated the scope by taking a City of Orange Printed on 10/6/2022Page 1 of 2
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Item #: 3.7. 10/11/2022 File #: 22-0553
increasing rapidly due to inflation and market changes. Staff re-evaluated the scope by taking a minimalistic approach to meet the basic operations needs of the Corp Yard and staying within the project’sbudget. Additional design services are needed from Gillis & Panichapan Architects, Inc. to finalize and get the project ready to bid. The revised design provides flexibility to restore the full scope of the renovation project should additional funding become available.

7. ATTACHMENTS
· First Amendment with Gillis & Panichapan Architects, Inc.

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623

FIRST AMENDMENT
TO

PROFESSIONAL SERVICES AGREEMENT
[City of Orange Corporation Yard Renovations – SP-4163]

THIS FIRST AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT (the “First Amendment”) is made and entered into as of ________________, 2022, by and between the CITY OF ORANGE, a municipal corporation ( “City”), and GILLIS & PANICHAPAN ARCHITECTS, INCORPORATED, a California corporation (“contractor”), with reference to the following:

A. City and Contractor entered into a Professional Services Agreement (Agreement No. 7156) dated as of April 13, 2021, which is incorporated herein by this reference (the “Original Agreement”); and

B. City and Contractor desire to amend the Original Agreement to modify, amend and supplement certain portions of the Original Agreement by revising the Scope of Services and increasing the compensation.

NOW, THEREFORE, the parties hereby agree as follows:

Section 1. Defined Terms. Except as otherwise defined herein, all capitalized terms used herein shall have the meanings set forth for such terms in the Original Agreement.

Section 2. Cross-References. City and Contractor agree that all references in this First Amendment are deemed and construed to refer to the Original Agreement, as implemented by this First Amendment.

Section 3 Revised Scope of Services . The Scope of Services, Section 1, Exhibit A of the Original Agreement, is hereby amended, modified and supplemented to include the services described on Exhibit A attached hereto and incorporated herein by this reference.

Section 4 Compensation. The total not -to-exceed compensation for the services to be rendered as set forth in Section 2.a of the Original Agreement is increased by FORTY-NINE THOUSAND FIVE HUNDRED SIXTY-FIVE DOLLARS and 00/100 ($49,565.00) and Section

2.a is hereby amended in its entirety to read as follows:

“Contractor's total compensation for all services performed under this Agreement, shall not exceed THREE HUNDRED TWENTY -FOUR THOUSAND FIVE HUNDRED SIXTY-FIVE DOLLARS and 00/100 ($324,565.00) without the prior written authorization of City.”

Section 5. Integration. This First Amendment amends, as set forth herein, the Original Agreement and, except as specifically amended hereby, the Original Agreement shall 624

2 remain in full force and effect. To the extent that there is any conflict or inconsistency between the terms and provisions of this First Amendment and the terms and provisions of the Original Agreement, the terms and provisions of this First Amendment shall control and govern the rights and obligations of the parties.

IN WITNESS of this First Amendment, the parties enter into this First Amendment on the year and day first above written.

“CONTRACTOR” “CITY”

GRILLIS & PANICHAPAN ARCHITECTS, CITY OF ORANGE, a municipal corporation INCORPORATED, a California corporation

*By: By:

Printed Name: Mark A. Murphy, Mayor
Title:

*By: ATTEST:

Printed Name:

Title:

Pamela Coleman, City Clerk

APPROVED AS TO FORM:

Mary E. Binning
Senior Assistant City Attorney

*NOTE: If Contractor is a corporation, the City requires the following signature(s):
-- (1) the Chairman of the Board, the President or a Vice -President, AND (2) the Secretary, the Chief Financial Officer, the Treasurer, an Assistant Secretary or an Assistant Treasurer. If only one corporate officer exists or one corporate officer holds more than one corporate office, please so indicate. OR
-- The corporate officer named in a corporate resolution as authorized to enter into this Agreement. A copy of the corporate resolution, certified by the Secretary close in time to the execution of the Agreement, must be provided to the City.

625

EXHIBIT “A”

SUPPLEMENTAL SCOPE OF SERVICES

[Behind this page.]

626

September 21, 2022

Alan Truong, PE
City of Orange
Deputy Public Works Director

Subject: Public Works Maintenance Yard: City requested Updates and Revisions to the Bid Set

Alan,

The following is our scope and proposal for the city requested updates and revisions to the current City of Orange Public Works Maintenance Yard Bid set.

A. PROJECT UNDERSTANDING

The proposed changes for the bid set are as follow:

1. Revise the demo plans

2. Construct the material bin CMU wall and roof

3. Construct all the perimeter walls and add the north property chain link fence to CMU

4. Construct new entrance gate

5. Construct all underground such as electrical, storm, water (minus the hydrant laterals), sewer, bio clean to comply with the NPDES

6. Rescope and reduce the area for Asphalt and concrete pavement –to make sure it drains properly

7. Relocate the wash bin base on the new layout

8. Construct lighting per the revise plans

9. Striping

10. Landscaping per plans

Delete the following form the Bid Set:

1. Transfer station

2. All prefab buildings

Key to the Bid Set Changes include:
 We will move the Vehicle Wash to the East side of the Property.  We will create Two phases of work for construction.

The City stated that the revisions will not need to officially go back through the Building Dept. for Plan Check review. It will need to go through City engineering for WQMP for Civil’s portion of work.

B. SCOPE OF WORK SUMMARY
 Architectural Coordination and Revisions to the Bid Set drawings to reflect the updated changes.
 Civil Engineer Revised on the design updates and modifications (See attached consultant request for additional services)
 Electrical Engineer Revised on the design updates and modifications (See attached consultant request for additional services)

627
2900 bristol street G-205| costa mesa, california 92626 | P. 714.668.4260 F. 714.668.4265 | www.gparchitects.org

C. CONSULTANTS
We are working with the following consultants:

Civil Engineering Team:

IDS Group

Electrical Engineering Team:

H2S Engineers

C. COMPENSATION
We propose to furnish these services not to exceed:

$43,100 (Forty-Three Thousand One Hundred Dollars)

Please see attached consultant proposal. Additional services outside the Scope of Work agreed upon shall not be performed without the authorization of the City. We have tailored our scope and subsequent fee proposal to accommodate the scope of work, realizing that there is latitude in both parameters to be discussed during the contract negotiation

Sincerely,

Jack Panichapan, AIA, LEED AP, President, CEO
Gillis + Panichapan Architects, Inc.
628

FEE EXHIBIT
9/20/2022
Design Revisions to the Bid Set
a Architectural Coordination and Revisions to the Bid Set drawings to reflect the updated changes 2 8 16 12 12 $6,710 Task Total: 2 8 16 12 12 $6,710
Architectural $6,710
Hours: 2 8 16 12 12 50
Hourly rates $195 $175 $150 $105 $105 total hours

TOTAL ARCHITECTURAL

ENGINEERING CONSULTANTS
Civil Engineering (see attached proposal)
Electrical Engineering (see attached proposal)
Consultant Sub-total
Coordination and Management
Engineering Consultant Grand Total
Reimbursibles*
GRAND TOTAL: Architecture and Engineering Total (All Tasks) $4,702

ARCHITECT
Designer
$31,344
*Reimbursibles: Covers costs for specialty printing, delivery fees, and travel. City Business License fees (if required for the entire A& E Team) This reimbursable allowance covers fees beyond general B&W printing fees on standard ledger or tabloid size paper. Government fees, delivery costs (such as United Parcel Service charges), and the costs of special sized prints/ reproductions are not included in our fee. These items are "reimbursable" items and will be shown separately on our invoice with a 10% coordination fee.

City of Orange Corporate Yard Renovation
Principal
Project Dir.

Project Arch
$43,100
$344
$36,046
Job Captain
Design Revisions to the Bid Set
$1,500
$6,710
$29,844

ARCHITECT
629
Agenda Item
City Council
Item #: 3.8. 10/11/2022 File #: 22-0536
TO: Honorable Mayor and Members of the City Council
THRU: Rob Houston, City Manager
FROM: Leslie Hardy, Community Services Director

1. SUBJECT
Second Amendment to the Agreement with Merchants Building Maintenance, LLC, for additional custodial services.

2. SUMMARY
This amendment provides six additional months of custodial services, six days per week for the HUB Resource Center located at 517 W. Struck Ave. The total cost of this amendment is $24,149.04.

3. RECOMMENDED ACTION

1. Approve the amendment with Merchants Building Maintenance, LLC. In the amount of $24,149.04 for custodial services and authorize the Mayor and City Clerk to execute on behalf of the City.

2. Authorize the appropriation of $24,149.04 from the General Fund unreserved fund balance to expenditure account number 100.0000.51670.30200, General Fund - 517 W. Struck Transition.

4. FISCAL IMPACT
The total expenditure for the amendment is $24,149.04 and will be funded through the General Fund (100).

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
a: Provide staffing and resources to deliver services that ensure public safety.

Goal 2: Be a fiscally healthy community
d: Effectively manage and develop City assets.

6. DISCUSSION AND BACKGROUND
The City has developed a plan to provide services such as food, laundry, showers and mail for one year for its unhoused community, as Mary’sKitchen has vacated the property located at 517 W.

Struck Avenue. The City partnered with the HUB OC to oversee and manage the onsite operations (known as the HUB Resource Center (HRC)). As part of this partnership the City rented mobile showers, restrooms, sinks, and laundry facilities. Additionally, a dining area and various booths offering different services were provided. To keep these facilities clean and usable, staff enlisted the City of Orange Printed on 10/6/2022Page 1 of 2
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services of Merchants Building Maintenance, LLC (Merchants).

In June 2020, The City Council approved a four-year agreement with Merchants to provide custodial services at City park facilities. In May 2022, the City Manager executed the First Amendment to the Agreement, to include the facilities utilized by the HRC in the Scope of Services of the Agreement and included $30,000 for the first six months of custodial services at the new location. The Second Amendment allows the City to maintain the services of one day porter on-site during operating hours (9 am to 3 pm) six days per week at a cost of $4,024.84 monthly and some contingency for unexpected additional cleaning services.

The City is committed to providing services during this transition period for no less than a year, unless otherwise directed by the Court. Based on the monthly expense for a day porter, the associated cost for the remaining six months as required by the Court is $24,149.04. Therefore, staff is recommending that the City Council approve the proposed Second Amendment adding $24,149.04 to the contract compensation bringing the total not-to-exceed to $1,627,813.41 ($54,150 of the total contract with Merchants is for the cleaning services for the HRC). Staff is also recommending that the City Council authorize an appropriation of $24,149.04 from the General Fund (100) unreserved fund balance to cover the custodial costs. However, staff will research opportunities that would reimburse the General Fund for this service. Should additional funding be required for this or any other transition plan services, staff would return to the City Council with an additional appropriation request.

7. ATTACHMENTS
· Second Amendment to Agreement with Merchants Building Maintenance City of Orange Printed on 10/6/2022Page 2 of 2
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631
Agenda Item
City Council
Item #: 3.8. 10/11/2022 File #: 22-0536
TO: Honorable Mayor and Members of the City Council
THRU: Rob Houston, City Manager
FROM: Leslie Hardy, Community Services Director

1. SUBJECT
Second Amendment to the Agreement with Merchants Building Maintenance, LLC, for additional custodial services.

3. RECOMMENDED ACTION

1. Approve the amendment with Merchants Building Maintenance, LLC. In the amount of $24,149.04 for custodial services and authorize the Mayor and City Clerk to execute on behalf of the City.

2. Authorize the appropriation of $24,149.04 from the General Fund unreserved fund balance to expenditure account number 100.0000.51670.30200, General Fund - 517 W. Struck Transition.

4. FISCAL IMPACT
The total expenditure for the amendment is $24,149.04 and will be funded through the General Fund (100).

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
a: Provide staffing and resources to deliver services that ensure public safety.

Goal 2: Be a fiscally healthy community
d: Effectively manage and develop City assets.

Struck Avenue. The City partnered with the HUB OC to oversee and manage the onsite operations (known as the HUB Resource Center (HRC)). As part of this partnership the City rented mobile showers, restrooms, sinks, and laundry facilities. Additionally, a dining area and various booths offering different services were provided. To keep these facilities clean and usable, staff enlisted the City of Orange Printed on 10/6/2022Page 1 of 2
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services of Merchants Building Maintenance, LLC (Merchants).

7. ATTACHMENTS
· Second Amendment to Agreement with Merchants Building Maintenance City of Orange Printed on 10/6/2022Page 2 of 2
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SECOND AMENDMENT
TO

CUSTODIAL SERVICES CONTRACT
[City Parks and Facilities(Bid No. 190-16)]

THIS SECOND AMENDMENT TO CUSTODIAL SERVICES AGREEMENT (the “Second Amendment”) is made and entered into as of __________________, 2022, by and between the CITY OF ORANGE, a municipal corporation ( “City”), and MERCHANTS BUILDING MAINTENANCE, LLC, a California limited liability company (“Contractor”), with reference to the following:

A. City and Contractor entered into a Custodial Services Contract (Agreemen t No. 6267.C) dated as of June 9, 2020 , which is incorporated herein by this reference (the “Original Contract”); and

B. City and Contractor amended the Original Contract to revise the Scope of Services and increase the compensation by a First Amendment to Original Contract (Agreement No. 6267.C .1) dated as of May 23, 2022, which is incorporated herein by this reference (the “First Amendment”); and

C. City and Contractor desire to amend the Original Contract to modify, amend and supplement certain portions of the Original Contract by increasing the compensation.

NOW, THEREFORE, the parties hereby agree as follows:

Section 1. Defined Terms. Except as otherwise defined herein, all capitalized terms used herein shall have the meanings set forth for such terms in the Original Agreement.

Section 2. Cross-References. City and Contractor agree that all references in this First Amendment are deemed and construed to refer to the Original Agreement, as implemented by this First Amendment.

Section 3. Compensation. The total not -to-exceed compensation for the services to be rendered as set forth in Section 2.a of the Original Agreement is increased by TWENTY-FOUR THOUSAND ONE HUNDRED FOURTY -NINE DOLLARS and 04/100 ($24,149.04) and Section

2.a is hereby amended in its entirety to read as follows:

“Contractor's total compensation for all services performed under this Agreement, shall not exceed ONE MILLION SIX HUNDRED TWENTY-SEVEN THOUSAND EIGHT HUNDRED THIRTEEN DOLLARS and 41/100 ($1,627,813.41) without the prior written authorization of City.”

634
2 Section 4. Integration. This Second Amendment amends, as set forth herein, the Original Agreement and, except as specifically amended hereby, the Original Agreement shall remain in full force and effect. To the extent that there is any conflict or inconsistency between the terms and provisions of this Second Amendment and the terms and provisions of the Original Agreement, the terms and provisions of this Second Amendment shall control and govern the rights and obligations of the parties.

IN WITNESS of this Second Amendment, the parties enter into this Second Amendment on the year and day first above written.

“CONTRACTOR” “CITY”

MERCHANTS BUILDING MAINTENANCE, CITY OF ORANGE, a municipal corporation LLC, a California limited liability company

*By: By:

Printed Name: Mark A. Murphy, Mayor
Title:

*By: ATTEST:

Printed Name:

Title:

Pamela Coleman, City Clerk

APPROVED AS TO FORM:

Mary E. Binning
Senior Assistant City Attorney

*NOTE: If Contractor is a corporation, the City requires the following signature(s):
-- (1) the Chairman of the Board, the President or a Vice -President, AND (2) the Secretary, the Chief Financial Officer, the Treasurer, an Assistant Secretary or an Assistant Treasurer. If only one corporate officer exists or one corporate officer holds more than one corporate office, please so indicate. OR -- The corporate officer named in a corporate resolution as authorized to enter into this Agreement. A copy of the corporate resolution, certified by the Secretary close in time to the execution of the Agreement, must be provided to the City. 635
Agenda Item
City Council
Item #: 3.9. 10/11/2022 File #: 22-0518
TO: Honorable Mayor and Members of the City Council
THRU: Rob Houston, City Manager
FROM: Sean deMetropolis, Fire Chief

1. SUBJECT
Appropriation of $40,887.28 in State of California Office of Emergency Services funding received.

2. SUMMARY
Costs for strike team and individual overhead deployments represent non-budgeted expenditures for the Fire Department. These costs are reimbursed by the State of California Office of Emergency Services at a later date. Staff is requesting that funds be appropriated into the appropriate expenditure accounts for Fiscal Year 2022-2023.

3. RECOMMENDED ACTION

1. Accept into the City’srevenue budget $40,887.28 in strike team reimbursement funds from the California Office of Emergency Services (Cal-OES), into revenue account number 100. 3024.48212.40301, Reimbursement from Cal EMA.

2. Authorize the appropriation of $40,784.19 into expenditure account number 100. 3024.50221.40284, Overtime-Safety.

3. Authorize the appropriation of $103.09 into expenditure account number 100.3024.53860.40284, Strike Team Expenditures.

4. FISCAL IMPACT
The total appropriations for this reimbursement are funded by the additional revenue received from the State of California Office of Emergency Services.

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
a. Provide staffing and resources to deliver services that ensure public safety.

6. DISCUSSION AND BACKGROUND
The Orange City Fire Department is a party to a state-level agreement with the State of California Office of Emergency Services (Cal-OES) to provide fire and emergency assistance to state and federal fire agencies. This agreement is managed by Cal-OES and referred to as the California Fire Assistance Agreement (CFAA). Under this agreement, the Orange City Fire Department generally provides resources two different ways: Strike Teams and Individual Overhead.

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Strike team deployments involve either an Engine Company, a Battalion Chief, or a Deputy Chief responding to an incident with their vehicle, as part of a multi-agency team. Individual Overhead resources respond to fill a specific role for an incident, such as Safety Officer or Line Emergency Medical Technician (EMT).

Upon return from an incident, reimbursement paperwork and invoices are submitted to Cal-OES. The Fire Department recently received a reimbursement payment of $40,887.28 for the Sheep Fire. Staff is requesting that funds be appropriated into the appropriate expenditure accounts for Fiscal Year 2022-2023. The additional funds will reimburse Fire Department overtime and travel expenditures incurred during these incidents.

Staff recommends acceptance of revenue and appropriation of expenditures as follows:

Cal-OES reimbursements for the Sheep Fire:
$ 40,887.28 100.3024.48212.40301 - Reimbursement from Cal EMA $ 40,784.19 100.3024.50221.40284 - Overtime-Safety $ 103.09 100.3024.53860.40284 - Strike Team Expenditures

7. ATTACHMENTS
· None
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Agenda Item
City Council
Item #: 3.9. 10/11/2022 File #: 22-0518
TO: Honorable Mayor and Members of the City Council
THRU: Rob Houston, City Manager
FROM: Sean deMetropolis, Fire Chief

1. SUBJECT
Appropriation of $40,887.28 in State of California Office of Emergency Services funding received.

3. RECOMMENDED ACTION

2. Authorize the appropriation of $40,784.19 into expenditure account number 100. 3024.50221.40284, Overtime-Safety.

3. Authorize the appropriation of $103.09 into expenditure account number 100.3024.53860.40284, Strike Team Expenditures.

4. FISCAL IMPACT
The total appropriations for this reimbursement are funded by the additional revenue received from the State of California Office of Emergency Services.

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
a. Provide staffing and resources to deliver services that ensure public safety.

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Strike team deployments involve either an Engine Company, a Battalion Chief, or a Deputy Chief responding to an incident with their vehicle, as part of a multi-agency team. Individual Overhead resources respond to fill a specific role for an incident, such as Safety Officer or Line Emergency Medical Technician (EMT).

Staff recommends acceptance of revenue and appropriation of expenditures as follows:

7. ATTACHMENTS
· None
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Agenda Item
City Council
Item #: 3.10. 10/11/2022 File #: 22-0535
TO: Honorable Mayor and Members of the City Council
THRU: Rob Houston, City Manager
FROM: Dave Curtis, Library Services Director

1. SUBJECT
Appropriation of $30,000 in designated donation funding received from the Friends of the Orange Public Library.

2. SUMMARY
This $30,000 donation will be used to provide books to enhance and expand the Library’scollections, purchase comfortable furniture for use by the public, and provide items to enhance and expand the Library’s programming for families.

3. RECOMMENDED ACTION

1. Accept into the City’s budget a $30,000 donation from Friends of the Orange Public Library into revenue account number 100.2001.48390.19990, General Fund - Friends of the Library.

2. Authorize the appropriation of $30,000 into the following expenditure account numbers in the General Fund for Friends of the Orange Public Library:
$ 2,200 100.2001.53011.19990 Employee Appreciation
3,000 100.2001.53301.19990 Library Books
10,750 100.2001.55131.19990 Furniture, Machinery, and Equipment 5,300 100.2014.53340.19990 Craft Supplies
2,750 100.2016.53340.19990 Craft Supplies
6,000 100.2017.53340.19990 Craft Supplies

4. FISCAL IMPACT
The total appropriations for this donation are funded by the additional revenue received from the Friends of the Orange Public Library.

5. STRATEGIC PLAN GOALS
Goal 3: Enhance and promote quality of life in the community e: Develop and strengthen collaborative partnerships to enhance and promote quality of life programs, projects, and services.

6. DISCUSSION AND BACKGROUND
The Friends of the Orange Public Library (Friends) are donating $30,000 to meet various Library needs, including:

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· $2,200 to fund the Library’s Employee Appreciation Program. · $3,000 to purchase fiction and nonfiction materials for all ages for the three Library locations. · $10,750 to purchase tables, chairs, and displays for the Library’s public areas. · $14,050 for Craft Supplies -
o $2,000 is for the Orange Public Library Heritage Days event to pay for guest speakers, decorations, prizes, and giveaways for the public.
o $6,000 for the annual Summer and Winter Reading Clubs for the three libraries to purchase books and reading incentives for approximately 2,000 patrons. o $750 for the annual Día de los Niños, Día de los Libros program at the El Modena Branch Library.
o $5,300 to support Pop Up Library outreach with supplies and marketing materials.

The Orange Public Library will publicize the Friends’contributions in a variety of ways, including bookplates where appropriate, and credit for programming support on the Library’swebsite, flyers, and social media.

7. ATTACHMENTS
· None
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Agenda Item
City Council
Item #: 3.10. 10/11/2022 File #: 22-0535
TO: Honorable Mayor and Members of the City Council
THRU: Rob Houston, City Manager
FROM: Dave Curtis, Library Services Director

1. SUBJECT
Appropriation of $30,000 in designated donation funding received from the Friends of the Orange Public Library.

3. RECOMMENDED ACTION

1. Accept into the City’s budget a $30,000 donation from Friends of the Orange Public Library into revenue account number 100.2001.48390.19990, General Fund - Friends of the Library.

4. FISCAL IMPACT
The total appropriations for this donation are funded by the additional revenue received from the Friends of the Orange Public Library.

6. DISCUSSION AND BACKGROUND
The Friends of the Orange Public Library (Friends) are donating $30,000 to meet various Library needs, including:

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· $2,200 to fund the Library’s Employee Appreciation Program. · $3,000 to purchase fiction and nonfiction materials for all ages for the three Library locations. · $10,750 to purchase tables, chairs, and displays for the Library’s public areas. · $14,050 for Craft Supplies -
o $2,000 is for the Orange Public Library Heritage Days event to pay for guest speakers, decorations, prizes, and giveaways for the public.
o $6,000 for the annual Summer and Winter Reading Clubs for the three libraries to purchase books and reading incentives for approximately 2,000 patrons. o $750 for the annual Día de los Niños, Día de los Libros program at the El Modena Branch Library.
o $5,300 to support Pop Up Library outreach with supplies and marketing materials.

7. ATTACHMENTS
· None
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Agenda Item
City Council
Item #: 3.11. 10/11/2022 File #: 22-0554
TO: Honorable Mayor and Members of the City Council
THRU: Rob Houston, City Manager
FROM: Dave Curtis, Library Services Director

1. SUBJECT
Appropriation of $30,487 in designated grant funding received from California Library Literacy Services.

2. SUMMARY
Grant funds from California Library Literacy Services will be used to enhance and expand the Library’s Adult Literacy Program.

3. RECOMMENDED ACTION

1. Accept into the City’s revenue budget a $30,487 grant from California Library Literacy Services, into revenue account number 100.2001.45290.30190, General Fund - California Library Literacy Services Grant.

2. Authorize the appropriation of $30,487 to California Library Literacy Services Grant into the following expenditure account numbers:
$20,000 100.2001.50312.30190 Part-time Misc. Salaries
10,487 100.2001.53001.30190 Materials and Supplies

4. FISCAL IMPACT
The total appropriations for this grant are funded by the additional revenue received from the State of California.

6. DISCUSSION AND BACKGROUND
History
In Fall 2016, the Orange Public Library (Library) was awarded a $41,000 literacy grant by California Library Literacy Services (CLLS), a program of the California State Library, to establish a literacy program for adults. The goal of the Adult Literacy Program is to improve the reading skills of adult, English speaking community members through the recruitment and training of literacy tutors. A Library Literacy Coordinator was hired to oversee the program, and the first group of literacy City of Orange Printed on 10/6/2022Page 1 of 2
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volunteers was trained in Spring 2017, and subsequently matched with adult learners.

Orange Public Library has received the CLLS grant for the past seven years. Each year, the Adult Literacy Program has grown in the following ways:
· A Literacy collection of books and workbooks was established, and the Literacy Office, Reading Lab, and Study Room at the Orange Public Library & History Center were refreshed with new paint, computers, and furniture through partnership with Public Works and IT. · A grant-funded Library Literacy Assistant position was introduced to provide much-needed support to the Literacy Coordinator and to expand the program further. · The program expanded to the El Modena and Taft Branch Libraries to allow tutor-learner pairs to use their local community library.
· Book clubs were added to the program, and tablets loaded with literacy, reading, and phonics- based apps were introduced to the Literacy collection.
· In response to the pandemic, the Literacy Coordinator adapted Literacy services as needed, including providing tutor training sessions virtually, a practice that continues today.

Adult Literacy Program participants continue to be actively engaged with the program and each other.

Participants have developed their reading skills to help their children with homework, complete a job application, follow prescription medicine instructions, pass a citizenship test, get a driver’slicense, and vote. At its height, the program included approximately 50 tutor-learner pairs. Since 2017, Literacy volunteers have served over 6,000 hours. The Library celebrates their accomplishments via an annual Volunteer Recognition event, where attendees enjoy refreshments, games, giveaways, and appreciation from their peers, City staff, and Councilmembers. The community has also shown its appreciation through thousands of dollars in donations received from the Friends of the Orange Public Library, Orange Public Library Foundation, Orange North Rotary, and the Community Foundation of Orange.

The Orange Public Library has been awarded a $30,487 literacy grant for Fiscal Year 2022-2023 (FY23). CLLS continues to generously provide support to the Library to expand and enhance its Adult Literacy Program. Funds must be spent or encumbered by the end of FY23 and will be used for staffing, technology, program materials, and marketing.

7. ATTACHMENTS
· None
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Agenda Item
City Council
Item #: 3.11. 10/11/2022 File #: 22-0554
TO: Honorable Mayor and Members of the City Council
THRU: Rob Houston, City Manager
FROM: Dave Curtis, Library Services Director

1. SUBJECT
Appropriation of $30,487 in designated grant funding received from California Library Literacy Services.

2. SUMMARY
Grant funds from California Library Literacy Services will be used to enhance and expand the Library’s Adult Literacy Program.

3. RECOMMENDED ACTION

4. FISCAL IMPACT
The total appropriations for this grant are funded by the additional revenue received from the State of California.

6. DISCUSSION AND BACKGROUND
History
In Fall 2016, the Orange Public Library (Library) was awarded a $41,000 literacy grant by California Library Literacy Services (CLLS), a program of the California State Library, to establish a literacy program for adults. The goal of the Adult Literacy Program is to improve the reading skills of adult, English speaking community members through the recruitment and training of literacy tutors. A Library Literacy Coordinator was hired to oversee the program, and the first group of literacy City of Orange Printed on 10/6/2022Page 1 of 2
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Item #: 3.11. 10/11/2022 File #: 22-0554
Library Literacy Coordinator was hired to oversee the program, and the first group of literacy volunteers was trained in Spring 2017, and subsequently matched with adult learners.

Adult Literacy Program participants continue to be actively engaged with the program and each other.

7. ATTACHMENTS
· None
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Agenda Item
City Council
Item #: 3.12. 10/11/2022 File #: 22-0552
TO: Honorable Mayor and Members of the City Council
THRU: Rob Houston, City Manager
FROM: Christopher Cash, Public Works Director

1. SUBJECT
Appropriation of $55,594.87 from the Old Towne West Metrolink Parking Structure parking revenue collected during the Orange International Street Fair to be used for maintenance costs.

2. SUMMARY
During the Orange International Street Fair, revenues are generated through parking fees collected at the Old Towne West Metrolink Parking structure. These funds assist with offsetting maintenance costs of the structure. The City has received both payments for 2021 and 2022.

3. RECOMMENDED ACTION

1. Accept into the City’s revenue budget $55,594.87 in Metrolink Parking Structure funds from the parking fees into revenue account 100.0000.48380.17006, General Fund - Street Fair Metrolink Parking.

2. Authorize the appropriation of $55,594.87 into expenditure account number 100.5028.51450.20421, General Fund - Other Maintenance Metrolink Parking Structure.

4. FISCAL IMPACT
The total appropriations for maintenances costs are funded by the revenue received from the Orange International Street Fair parking fees.

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
b: Provide and maintain infrastructure necessary to ensure the safety of the public.

Goal 2: Be a fiscally healthy community
b: Analyze future fiscal needs and potential revenue opportunities.

6. DISCUSSION AND BACKGROUND
During the Orange International Street Fair, the Old Towne West Metrolink Parking Structure is offered to visitors for parking. Visitors pay a fee upon entrance to the structure. The funds collected assist with ongoing parking structure maintenance costs. The City of Orange received two checks from 2021 and 2022. The first check, for the 2021 Street Fair, amounts to $28,906.87 and the second check, for the 2022 Street Fair, amounts to $26,688.

In November 2018, City Council approved the Old Towne West Metrolink Parking Structure Management and Maintenance Plans with Federal Transit Agency through the Orange County Transportation Agency. Under this plan, any revenue received from the parking structure is limited to City of Orange Printed on 10/6/2022Page 1 of 2
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Item #: 3.12. 10/11/2022 File #: 22-0552
Transportation Agency. Under this plan, any revenue received from the parking structure is limited to the use of maintenance costs related to the parking structure. Using the revenue to offset salaries and benefits are prohibited. Staff is requesting to pass-through the two payments by accepting the funding into the General Fund as revenue and then in a corresponding action appropriate the funding for General Fund maintenance expenditures.

7. ATTACHMENTS
· None
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Agenda Item
City Council
Item #: 3.12. 10/11/2022 File #: 22-0552
TO: Honorable Mayor and Members of the City Council
THRU: Rob Houston, City Manager
FROM: Christopher Cash, Public Works Director

1. SUBJECT
Appropriation of $55,594.87 from the Old Towne West Metrolink Parking Structure parking revenue collected during the Orange International Street Fair to be used for maintenance costs.

3. RECOMMENDED ACTION

2. Authorize the appropriation of $55,594.87 into expenditure account number 100.5028.51450.20421, General Fund - Other Maintenance Metrolink Parking Structure.

4. FISCAL IMPACT
The total appropriations for maintenances costs are funded by the revenue received from the Orange International Street Fair parking fees.

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
b: Provide and maintain infrastructure necessary to ensure the safety of the public.

Goal 2: Be a fiscally healthy community
b: Analyze future fiscal needs and potential revenue opportunities.

In November 2018, City Council approved the Old Towne West Metrolink Parking Structure Management and Maintenance Plans with Federal Transit Agency through the Orange County Transportation Agency. Under this plan, any revenue received from the parking structure is limited to City of Orange Printed on 10/6/2022Page 1 of 2
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Item #: 3.12. 10/11/2022 File #: 22-0552
Transportation Agency. Under this plan, any revenue received from the parking structure is limited to the use of maintenance costs related to the parking structure. Using the revenue to offset salaries and benefits are prohibited. Staff is requesting to pass-through the two payments by accepting the funding into the General Fund as revenue and then in a corresponding action appropriate the funding for General Fund maintenance expenditures.

7. ATTACHMENTS
· None
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Agenda Item
City Council
Item #: 3.13. 10/11/2022 File #: 22-0534
TO: Honorable Mayor and Members of the City Council
THRU: Rob Houston, City Manager
FROM: Gary A. Sheatz, City Attorney

1. SUBJECT
Claims for Damages.

2. SUMMARY
Three claims have been received and investigated by the City Attorney’s Office and/or the Risk Manager with the involved departments.

3. RECOMMENDED ACTION
Deny the following claims and refer to City Attorney and Claims Adjuster:

1. Smoketree Orange HOA

2. Kimberly Barbara Lizotte

3. Lori Bauman

4. FISCAL IMPACT
None.

5. STRATEGIC PLAN GOALS
Goal 2: Be a fiscally healthy community
a: Expend fiscal resources responsibly.

6. DISCUSSION AND BACKGROUND

1. Claim for damages from Smoketree Orange HOA alleging property damage to sprinkler lines due to City street curb repairs.

2. Claim for damages from Kimberly Barbara Lizotte alleging property damage and personal injury due to a traffic collision with a Caltrans vehicle.

3. Claim for damages from Lori Bauman alleging property damage to water pipe due to City tree roots.

7. ATTACHMENTS
· None.

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Agenda Item
City Council
Item #: 3.13. 10/11/2022 File #: 22-0534
TO: Honorable Mayor and Members of the City Council
THRU: Rob Houston, City Manager
FROM: Gary A. Sheatz, City Attorney

1. SUBJECT
Claims for Damages.

2. SUMMARY
Three claims have been received and investigated by the City Attorney’s Office and/or the Risk Manager with the involved departments.

3. RECOMMENDED ACTION
Deny the following claims and refer to City Attorney and Claims Adjuster:

1. Smoketree Orange HOA

2. Kimberly Barbara Lizotte

3. Lori Bauman

4. FISCAL IMPACT
None.

5. STRATEGIC PLAN GOALS
Goal 2: Be a fiscally healthy community
a: Expend fiscal resources responsibly.

6. DISCUSSION AND BACKGROUND

1. Claim for damages from Smoketree Orange HOA alleging property damage to sprinkler lines due to City street curb repairs.

2. Claim for damages from Kimberly Barbara Lizotte alleging property damage and personal injury due to a traffic collision with a Caltrans vehicle.

3. Claim for damages from Lori Bauman alleging property damage to water pipe due to City tree roots.

7. ATTACHMENTS
· None.

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Agenda Item
City Council
Item #: 3.14. 10/11/2022 File #: 22-0551
TO: Honorable Mayor and Members of the City Council
THRU: Rob Houston, City Manager
FROM: Christopher Cash, Public Works Director

1. SUBJECT
Award of Contract to Paint & Décor, Inc. for Orange Library Interior Facility Rehabilitation; Bid No. 22-

23.08. 2. SUMMARY
Two bids for Orange Library Interior Facility Rehabilitation were received and opened on September 22, 2022. The apparent low bidder is Paint & Décor, Inc. of Orange, California in the amount of $737,900.

3. RECOMMENDED ACTION

1. Authorize the appropriation of $115,000 from the Library Facility Fees unreserved fund balance to expenditure account number 573.5028.56020.20461, Library Facility Fees - Main Library Facility Improvements.

2. Approve the contract with Paint & Décor, Inc. in the amount of $848,585, representing an original bid amount of $737,900, plus a 15% contingency of $110,685 and authorize the Mayor and City Clerk to execute on behalf of the City.

4. FISCAL IMPACT
The total expenditure for this contract is $848,585 and will be funded through:

Main Library Facility Improvements (20461) Capital Projects (500) $290,000 Library Facility Fees (573) 257,785
Major Bldg. Impr. (725) 16,500
Taft Library Facility Improvements (20462) Library Facility Fees (573) 138,891 El Modena Library Facility Improv. (20463) Capital Projects (500) 10,000 Library Facility Fees (573) 135,409
Total: $848,585

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
b: Provide and maintain infrastructure necessary to ensure the safety of the public.

Goal 4: Provide outstanding public service
b: Provide facilities and services to meet customer expectations.

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Item #: 3.14. 10/11/2022 File #: 22-0551

6. DISCUSSION AND BACKGROUND
This project will provide Main Library, El Modena Branch Library, and Taft Branch Library with new interior painting and carpeting. Other improvements include new bathroom fixtures at all libraries and soundproofing at Main Library and El Modena Branch Library.

The formal bid solicitation was advertised on September 1 and September 8, 2022. Bids were opened on September 22, 2022. Two bids were received as follows:

1. Paint & Décor, Inc. of Orange, CA $737,900

2. MBC Enterprises, Inc. of Westminster, CA $992,425
The bid amount is about 2% more than the Engineer Estimate of $720,456. Staff checked the references and qualifications for Paint & Décor, Inc. and found them to be acceptable, with adequate years of experience in completing contracts of similar nature to this project. In addition, they recently completed an interior painting and carpet project for various Fire Stations. Therefore, staff recommends that Paint & Décor, Inc. be awarded the contract in the total amount of $848,585, representing an original amount of $737,900, plus a contingency of $110,685, for the Orange Library Interior Facility Rehabilitation. The request for appropriation from Library Facility Fees is requested to cover construction costs, and contingency.

Construction is scheduled to begin in December 2022 and expected to be completed within 60 days.

7. ATTACHMENTS
· Bid Abstract
· Contract with Paint & Décor, Inc.

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Agenda Item
City Council
Item #: 3.14. 10/11/2022 File #: 22-0551
TO: Honorable Mayor and Members of the City Council
THRU: Rob Houston, City Manager
FROM: Christopher Cash, Public Works Director

1. SUBJECT
Award of Contract to Paint & Décor, Inc. for Orange Library Interior Facility Rehabilitation; Bid No. 22-

3. RECOMMENDED ACTION

4. FISCAL IMPACT
The total expenditure for this contract is $848,585 and will be funded through:

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
b: Provide and maintain infrastructure necessary to ensure the safety of the public.

Goal 4: Provide outstanding public service
b: Provide facilities and services to meet customer expectations.

City of Orange Printed on 10/6/2022Page 1 of 2
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656
Item #: 3.14. 10/11/2022 File #: 22-0551

The formal bid solicitation was advertised on September 1 and September 8, 2022. Bids were opened on September 22, 2022. Two bids were received as follows:

1. Paint & Décor, Inc. of Orange, CA $737,900

Construction is scheduled to begin in December 2022 and expected to be completed within 60 days.

7. ATTACHMENTS
· Bid Abstract
· Contract with Paint & Décor, Inc.

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SP-4231 - Orange Library
Interior Facility Rehabilitation
(#8281170)
Owner: Orange CA, City of
Solicitor: Orange CA, City of
09/22/2022 02:00 PM PDT
Engineer Estimate Painting & Decor, Inc.Orange, CA MBC ENTERPRISES INC.Westminster, CA Section Title Line ItemItem CodeItem Description
Uof
M
Quantit
y Unit Price Extension Unit Price Extension Unit Price Extension Main Library 1 1
Prepare, Paint, and Finish Interior Walls & Ceiling per Improvement Plan LS 1 $350,000.00 $350,000.00 $157,032.70 $157,032.70 $38,400.00 $38,400.00 2 2
Remove Existing Carpet and Install Carpet with
Mohawk Tile Blueridge 565 SF 26,100 $2.50 $65,250.00 $8.27 $215,847.00 $8.76 $228,636.00 3 3
Remove Existing Carpet and Install Carpet with
Mohawk Tile Central 566 SF 6,510 $2.60 $16,926.00 $7.53 $49,020.30 $8.70 $56,637.00 4 4
Remove and Dispose of Wave and Orange Ceiling
Sculptures LS 1 $25,000.00 $25,000.00 $18,000.00 $18,000.00 $32,000.00 $32,000.00 5 5
Demolish and Replace Concrete Pedestals along
History Walk with Installation of Vinyl Inserts with
Resin Sealer, Match Existing EA 15 $250.00 $3,750.00 $800.00 $12,000.00 $9,600.00 $144,000.00 6 6
Soundproof Nine Study Room/Office Walls with
Vertical Interior Solutions Cork Board per Plan (SP),
Color selected by City LS 1 $10,000.00 $10,000.00 $48,000.00 $48,000.00 $138,240.00 $138,240.00 7 7
Replace Bathroom Fixtures with Symmons Single
Handle Metering Bathroom Sink Faucet in Polished
Chrome Vandal Resistant Aerator (SLC-6000-IPS)EA 12 $300.00 $3,600.00 $650.00 $7,800.00 $1,920.00 $23,040.00 8 8
Replace Staff Bathroom Fixtures with PROFLO Single
Handle Centerset Bathroom Sink Faucet in Polished
Chrome (PFWSC30165CP) or Approved EqualEA 4 $300.00 $1,200.00 $550.00 $2,200.00 $1,536.00 $6,144.00 9 9
Remove Existing Flooring in Community Room
Kitchen and Staff lounge and Install New Flooring
with New Laminate Wilsonart, 7925-38, Montecello
Maple (PL-1) and Wilsonart, 7110, Montana Walnut
(PL-2) SF 270 $4.00 $1,080.00 $18.52 $5,000.40 $32.00 $8,640.00 10 10
Prepare, and Install all Misc. Improvements per plan
(SS, CG, B-1, B-2, B-3, and B-4) LS 1 $30,000.00 $30,000.00 $11,999.60 $11,999.60 $53,760.00 $53,760.00 Taft Branch Library 11 11
Prepare, Paint, and Finish Interior Walls & Ceilings
per Dunn Edwards Semi-Gloss DEC677 White
Blossom LS 1 $75,000.00 $75,000.00 $47,970.00 $47,970.00 $44,800.00 $44,800.00 12 12
Remove Existing Carpet and Install Carpet with
Mohawk Blueridge 565 SF 6,500 $2.60 $16,900.00 $7.62 $49,530.00 $8.45 $54,925.00 13 13
Replace Public Bathroom Fixtures with Chicago
Faucet Two Handle Metering Bathroom Sink Faucet
in Polished Chrome (404-VE2805-665ABCP) or
Approved Equal EA 4 $350.00 $1,400.00 $1,250.00 $5,000.00 $1,920.00 $7,680.00 14 14
Replace Bathroom Fixture with Delta Faucet Classic
Two Handle Widespread Bathroom Sink Faucet in
Polished Chrome (3549LF-WFLGHDF) or Approved
Equal EA 1 $300.00 $300.00 $1,000.00 $1,000.00 $1,792.00 $1,792.00 15 15
Prepare, and Install all Misc. Improvements per Main
Library plan throughout Taft Branch Library (SS, CG,
B-1, B-2, B-3, and B-4) LS 1 $10,000.00 $10,000.00 $6,000.00 $6,000.00 $19,200.00 $19,200.00 El Modena Branch Library 16 16
Prepare, Paint, and Finish Interior Walls & Ceilings
per Dunn Edwards Semi-Gloss DEC677 White
Blossom and Behr Pro Semi-Gloss MQ4-55 BalboaLS 1 $75,000.00 $75,000.00 $35,030.00 $35,030.00 $32,000.00 $32,000.00 17 17
Remove Existing Carpet and Install Carpet with
Mohawk Blueridge 565 SF 9,500 $2.60 $24,700.00 $6.26 $59,470.00 $8.61 $81,795.00 18 18
Replace Staff Bathroom Fixture with PROFLO Single
Handle Centerset Bathroom Sink Faucet in Polished
Chrome (PFWSC30165CP) or Approved EqualEA 1 $350.00 $350.00 $1,000.00 $1,000.00 $1,536.00 $1,536.00 19 19
Prepare, and Install all Misc. Improvements per Main
Library plan throughout El Modena Branch Library
(SS, CG, B-1, B-2, B-3, and B-4) LS 1 $10,000.00 $10,000.00 $6,000.00 $6,000.00 $19,200.00 $19,200.00 Base Bid Total: $720,456.00 $737,900.00 $992,425.00
658

CONTRACT
[Orange Library Interior Facility Rehabilitation (Bid No. 22-23.08; SP-4231)]

THIS CONTRACT (the “Contract”) is made and ente red into as of ___ ___________, 2022 (“Effective Date”) by and between the CITY OF ORANGE, a municipal corporation (“City”), and PAINTING & DECOR INC, a California corporation (“Contractor”), who agree as follows.

ARTICLE 1
Work Performed

a. For and in consideration of the payments and agreements hereinafter mentioned, to be made and performed by City, and under the conditions expressed in the two (2) bonds presented to City with this Contract and incorporated herein by this reference, Contrac tor hereby agrees to and shall do all the work and furnish all the labor, materials, tools and equipment, except such as are mentioned in the specifications to be furnished by City to Contractor, necessary to complete in good workmanship and substantial manner the work (the “Work”) described in:

(1) The Construction Plans for Orange Library Interior Facility Rehabilitation prepared for City, approved by the “Engineer” (as defined herein below) on September 1, 2022, (the “Plans”);

(2) The latest edition of the "City of Orange Standard Plans and Specifications" (the “Orange Book”) with the term "Engineer," as used in the Orange Book and in this Contract, to specifically include the City Engineer (or designee);

(3) The "Standard Specificatio ns for Public Works Construction ” (the “Greenbook”), and all amendments thereto, except the definition of “Subcontractor” in Section 1.2 (General – Terms and Definitions) of Part 1 (General Provisions) of the Greenbook, which is hereby amended in its entirety to read as follows: “Subcontractor – An individual, firm, or corporation having a direct contract with the Contractor for the performance of a part of the Work;”

(4) The “City of Orange Standard Special Provisions;”

(5) The Standard Plans; and

(6) Contractor’s Bid Proposal , which is on file with City’s Department of Public Works.

b. Contractor acknowledges that it has received the Plans from City and that a complete copy of the Plans are in its possession and are hereby specifically referred to and by such reference made a part hereof. The Orange Book, Greenbook and City of Orange Standard Special Provisions and Standard Plans are on file with City’s Public Works Director and are hereby specifically referred to and by such reference made a part hereof. Contractor hereby acknowledges that it has read, reviewed and understands the Plans, the Orange Book, the Greenbook, the Special 659
2 Provisions, the Standard Plans, and the Encroachment Permit as they relate to the Work, all of which documents shall be referred to herein collectively as the “Plans and Specifications.”

c. Contractor acknowledges the provisions of Chapter 8.28 of the Orange Municipal Code which requires, among other things, that Contractor utilize City’s exclusive solid waste hauler for the rental of bins for trash and debris removal and imposes mandatory recycling requirements for self-hauled construction and demolition waste. The terms and conditions set forth in this Contract shall control over any terms and conditions in the Plans and Specifications to the contrary.

d. The Work shall be performed in conformity with the Plans and Specifications and the Bid Proposal and all applicable laws, including any and all applicable federal and state labor laws and standards and applicable prevailing wage requirements and any and all state, federal and local statutes, regulations and ordinances relating to the protection of human health or the environment.

e. Unless and until otherwise notified in writing by City’s Public Works Director, City’s Public Works Administrative Manager, Joshua Soliz (“Authorized City Representative”), shall be the person to whom Contractor will report for the performance of the Work hereunder. It is understood that Contractor’s performance hereunder shall be under the direction and supervision of the Authorized City Representative or such other person as City’s Public Works Director may designate fr om time to time, that Contractor shall coordinate the Work hereunder with the Authorized City Representative to the extent required by the Authorized City Representative, and that all performances required hereunder by Contractor shall be performed to the satisfaction of the Authorized City Representative or City’s Public Works Director.

f. It is expressly agreed by and between the parties hereto that should there be any conflict between the terms of this instrument and Contractor’s Bid Proposal, then this instrument shall control and nothing herein shall be considered as an acceptance of the said terms of said Bid Proposal conflicting herewith.

ARTICLE 2
Commencement of Work

Contractor shall commence the Work provided for in this Contract within fifteen (15) days of the date of the issuance by City of a Notice to Proceed and diligently prosecute completion of the Work within Sixty (60) calendar days from such date, unless legal extension is granted in accordance with the terms set forth in the Greenbook. Time is of the essence in this Contract.

Contractor shall do all things necessary and incidental to the prosecution of Contractor's Work.

ARTICLE 3
Compensation

a. Contractor agrees to receive and accept an amount not to exceed SEVEN HUNDRED THIRTY -SEVEN THOUSAND NINE HUNDRED DOLLARS and 00/100 ($737,900.00) as compensation for furnishing all materials and doing all the Work contemplated and embraced in this Contract. Said compensation covers (1) all loss or damage arising out of the 660
3 nature of the Work, from the acts of the elements; (2) any unforeseen difficulties or obstructions which may arise or be encountered in the prosecution of the Work until its acceptance by City, other than as provided below ; (3) all risks of every description connected with the Work; (4) all expenses incurred by or in consequence of the suspension or discontinuance of the Work; and (5) well and faithfully completing the Work, and for the whole thereof, in the manner and according to the Plans and Specifications, and requirements of the Authorized City Representative under them. Retention amounts shall be withhe ld from progress payments as required by law unless Contractor provides securities in lieu of retention.

b. In addition to the scheduled Work to be performed by the Contractor, the parties recognize that additional, unforeseen work and services may be required by the Authorized City Representative. In anticipation of such contingencies, the sum of ONE HUNDRED TEN THOUSAND SIX HUNDRED EIGHTY -FIVE DOLLARS and 00/100 ($110,685.00) has been added to the total compensation of this Contract. The Authorized City Representative may approve the additional work and the actual costs incurred by the Contractor in performance of additional work or services in accordance with such amount as the Authorized City Representative and the Contractor may agree upon in advance. Said additional work or services and the amount of compensation therefor, up to the amount of the authorized contingency, shall be memorialized in the form of a Contract Amendment approved by the City Manager on a form acceptable to the City Attorney. The Contractor agrees to perform only that work or those services that are specifically requested by the Authorized City Representative. Any and all additional work and services performed under this Contract shall be completed in such sequence as to assure their completion as expeditiously as is consistent with professional skill and care in accordance with a cost estimate or proposal submitted to and approved by the Authorized City Representative prior to the commencement of such Work or services.

c. The total amount of compensation under this Contract, including contingencies, shall not exceed EIGHT HUNDRED FORTY-EIGHT THOUSAND FIVE HUNDRED EIGHTY-FIVE DOLLARS and 00/100 ($848,585.00).

ARTICLE 4
Licenses

Contractor represents that it and any subcontractors it may engage, possess any and all licenses which are required under state or federal law to perform the Work contemplated by this Contract and that Contractor and subcontractors shall maintain all appro priate licenses, including a City of Orange business license, at its cost, during the performance of this Contract.

ARTICLE 5
Guarantees

a. Contractor guarantees the construction and installation of all Work included in the Plans and Specifications for which Contractor has been awarded this Contract.

b. Should any of the materials or equipment installed pursuant to this Contract prove defective or should the Work as a whole prove defective, due to faulty equipment, workmanship, materials furnished or met hods of installations, or should said Work or any part thereof fail to 661
4 function properly, as designed, due to any of the above causes within twelve (12) months after the date on which said Work is accepted by City, Contractor shall make repairs and furnish such materials and equipment as are necessary to be furnished and installed within fifteen (15) calendar days after the receipt of a demand from City.

c. Said Work will be deemed defective within the meaning of this guarantee in the event that it fails t o function as originally intended either by the Plans and Specifications of this Contract or by the manufacturer(s) of the equipment incorporated into the Work.

d. In the event repairs are not made within fifteen (15) calendar days after Contractor's receipt of a demand from City, City shall have the unqualified option to make any needed repairs or replacements itself or by any other contractor. Contractor shall reimburse City, upon demand, for all expenses incurred in restoring said Work to the condition contemplated in this Contract, including the cost of any equipment or materials replaced.

e. It is understood that emergency repairs may, by necessity, be made by City.

Therefore, when defective equipment, materials or workmanship result in emergency re pairs by City, Contractor shall reimburse City, upon demand, for all expenses incurred. Emergency repairs will be deemed as those repairs determined by City’s Director of Public Works to be necessary due to an immediate detriment to the health, safety, we lfare or convenience of the residents of City.

ARTICLE 6
Water Quality

a. The Santa Ana Regional Water Quality Control Board (“RWQCB”) has issued National Pollutant Discharge Elimination System (“NPDES”) Permit No. R8 -2009-0030 (the “Permit”), which governs storm water and non -storm water discharges resulting from municipal activities performed by City or its contractors. In order to comply with the Permit requirements, the County of Orange has prepared a Drainage Area Management Plan (“DAMP”), conta ining Model Maintenance Procedures with Best Management Practices (“BMPs”) that City and its contractors must adhere to. The Model Maintenance Procedures contain pollution prevention and source control techniques to minimize the impact of those activities upon dry -weather urban runoff, storm water runoff, and receiving water quality. Examples include: wash water from cleaning of sidewalks or parking lots must be collected and disposed of in the sewer or landscaped areas.

b. The Permit, the DAMP and the M odel Maintenance Procedures are on file in the office of City’s Director of Public Works. Contractor hereby acknowledges that it has read, reviewed and understands the Permit, the DAMP and the Model Maintenance Procedures, as they relate to the Work and hereby shall perform the Work in conformance therewith.

ARTICLE 7
Independent Contractor; Contractor not Agent

a. At all times during the term of this Contract, Contractor shall be an independent contractor and not an employee of City. City shall have the right to control Contractor only insofar as the result of Contractor’s services rendered pursuant to this Contrac t. City shall not have the 662
5 right to control the means by which Contractor accomplishes services rendered pursuant to this Contract. Contractor shall, at its sole cost and expense, furnish all facilities, materials and equipment which may be required for furnishing services pursuant to this Contract. Contractor shall be solely responsible for, and shall indemnify, defend and save City harmless from all matters relating to the payment of its subcontractors, agents and employees, including compliance with social security, withholding and all other wages, salaries, benefits, taxes, exactions, and regulations of any nature whatsoever. Contractor acknowledges that Contractor and any subcontractors, agents or employees employed by Contractor shall not, under an y circumstances, be considered employees of City, and that they shall not be entitled to any of the benefits or rights afforded employees of City, including, but not limited to, sick leave, vacation leave, holiday pay, Public Employees Retirement System be nefits, or health, life, dental, long -term disability or workers' compensation insurance benefits.

b. Except as City may specify in writing, Contractor shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent. Contractor shall have no authority, express or implied, to bind City to any obligation whatsoever.

ARTICLE 8
Public Work; Prevailing Wage

a. The Work which is the subject of this Contract is a “public work,” as that term is defined in Section 1720 of the California Labor Code, for which prevailing wages must be paid.

To the extent Contractor’s employees will perform any work that falls within any of the classifications for which the Department of Labor Relations of the State of California promulgates prevailing wage determinations, Contractor hereby agrees that Contractor, and any subcontractor under it, shall pay not less than the specified prevailing ra tes of wages to all such workers . The general prevailing wage determinations for crafts can be located on the website of the Department of Industrial Relations ( www.dir.ca.gov/DLSR). Additionally, to perform work under this Contract, Contractor must meet all State r egistration requirements and criteria, including project compliance monitoring.

b. Attached hereto as Attachment No. 1 and incorporated herein by this reference is a copy of the provisions of Sections 1725.5, 1771, 1771.1, 1771.4, 1775, 1776, 1777.5, 1813 and 1815 of the California Labor Code. Contractor hereby acknowledges that it has read, reviewed and understands those provisions of the Labor Code and shall prosecute and complete the Work under this Contract in strict compliance with all of those terms and provisions.

c. Contractor shall secure the payment of compensation to its employees in accordance with the provisions of Section 3700 of the California Labor Code. Accordingly, and as required by Section 1861 of the California Labor Code, Contractor hereby certifies as follows:

“I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with suc h provisions before commencing the performance of the work of this contract.”

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6 d. Contractor shall indemnify, protect, defend and hold harmless City and its officers, employees, contractors and agents, with counsel reasonably acceptable to City, from and against any and all loss, liability, damage, claim, cost, expense, and/or “increased costs” (including reasonable attorney’s fees, court and litigation costs, and fees of expert witnesses) which result or arise in any way from the noncompliance by Contractor of any applicable local, state and/or federal law, including, without limitation, any applicable federal and/or state labor laws (including, without limitation, the requirement to pay state prevailing wages). It is agreed by the parties that, in connection with the construction of the W ork which is the subject of this Contract, Contractor shall bear all risks of payment or non -payment of state prev ailing wages. “Increased costs” as used in this paragraph shall have the meaning ascribed to it in Labor Code Section 1781, as the same may be enacted, adopted or amended from time to time. The foregoing indemnity shall survive termination of this Contract.

ARTICLE 9
Equal Employment Opportunity

During the performance of this Contract, Contractor agrees as follows:

a. Contractor shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, national origin, mental or physical disability, or any other basis prohibited by applicable law. Contractor shall ensure that applicants are employed and that employees are treated during employment, without regard to their race, color, religion, sex, national origin, mental or physical disability, or any other basis prohibited by applicable law.

Such actions shall include, but not be limited to the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation and selection for training, including apprenticeship. Contractor shall post in conspicuous places, available to employees and applicants for employment, a notice setting forth provisions of this non-discrimination clause.

b. Contractor shall, in all solicitations and advertisements for employees placed by, or on behalf of Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, nationa l origin, mental or physical disability, or any other basis prohibited by applicable law.

c. Contractor shall cause the foregoing paragraphs (a) and (b) to be inserted in all subcontracts for any Work covered by this Contract, provided that the foregoing provisions shall not apply to subcontracts for standard commercial supplies or raw materials.

ARTICLE 10
Conflicts of Interest

Contractor agrees that it shall not make, participate in the making, or in any way attempt to use its position as a contractor to influence any decision of City in which Contractor knows or has reason to know that Contractor, its officers, partners, or employees have a financial interest as defined in Section 87103 of the Government Code. Contractor further agrees that it shall not be eligible to work as the builder for any project for which the design work is part of this Contract. 664
7 ARTICLE 11
Indemnity

Contractor shall defend, indemnify and hold harmless City and its officers, officials, agents, and employees from and against:

a. Any and all claims, liabilities, losses, damages, penalties, costs or expenses (including reasonable attorneys' fees and court costs) which City may directly or indirectly sustain or suffer arising from or as a result of the death of any person or any accident, injury, loss or damage whatsoever caused to any person or the property of any person which shall occur on or adjacent to the real property which is the subject of this Contract, or in connection with performance of this Contract which may be directly or indirectly caused by the acts or omissions of Contractor or its officers, emplo yees, contractors or agents, or as a consequence of any use, generation, manufacture, storage, disposal, release or threatened release of a hazardous waste or substance. Contractor shall not be responsible for (and such indemnity shall not apply to) any willful misconduct, negligence or breach of this Contract by City or its officers, officials, agents, and employees. The foregoing indemnity shall survive termination of this Contract.

b. Any and all claims under workers’ compensation acts and other emplo yee benefit acts with respect to Contractor’s employees or Contractor’s subcontractor’s employees arising out of Contractor’s Work under this Contract, including any and all claims under any law pertaining to Contractor’s status as an independent contractor.

ARTICLE 12
Insurance

a. Contractor shall procure and maintain for the duration of this Contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Work hereunder and the results of that Work by Contractor, its agents, representatives, employees or subcontractors. Any umbrella liability insurance that is provided as part of the general or automobile liability minimums set forth below shall be maintained for the duration of the Contract.

b. Contractor shall maintain the following minimum amount of insurance: the greater of either the limits set forth in (1) through (4), below; or all of the insurance coverage and/or limits carried by or available to Contractor.

(1) General Liability $2,000,000 per occurrence for bodily injury, personal injury and property damage. If
Commercial General Liability insurance
or other form with a general aggregate
limit is used, either the general aggregate
limit shall apply separately to this
project/location or the g eneral aggregate
limit shall be twice the required
occurrence limit.

665
8 (2) Automobile Liability $1,000,000 per accident for bodily injury and property damage.

(3) Workers’ Compensation as required by the State of California.

(4) Employer’s Liability $1,000,000 per accident for bodily injury or disease.

c. Any insurance proceeds in excess of or broader than the minimum required coverage and/or minimum required limits which are applicable to a given loss shall be available to City. No representation is made that the minimum insurance requirements of this Contract are sufficient to cover the obligations of Contractor under this Contract.

d. Any deductibles or self -insured retentions must be declared to and approved by City. At the opti on of City, either: the insurer shall reduce or eliminate such deductibles or self - insured retentions with respect to City, its officers, officials, agents and employees; or Contractor shall provide a financial guarantee satisfactory to City guaranteeing payment of losses and related investigations, claim administration, and defense expenses.

e. Each policy of general liability and automotive liability insurance shall contain, or be endorsed to contain, the following provisions:

(1) City, its officers, of ficials, agents, and employees are declared to be additional insureds under the terms of the policy, with respect to liability arising out of automobiles owned, leased, hired or borrowed by or on behalf of Contractor (any auto), and with respect to liability arising out of Work or operations performed by or on behalf of Contractor, including materials, parts or equipment furnished in connection with such Work or operations. A policy endorsement to that effect shall be provided to City along with the certificate of insurance. In lieu of an endorsement, City will accept a copy of the policy(ies) which evidences that City is an additional insured as a contracti ng party. The minimum coverage required by Subsection 12.b, above, shall apply to City as an additional insured.

(2) For any claims related to this Contract, Contractor’s insurance coverage shall be primary insurance with respect to City, its officers, officials, agents and employees. Any insurance or self-insurance maintained by City, its officers, officials, agents and employees shall be excess of Contractor’s insurance and shall not contribute with it.

(3) Coverage shall not be canceled, e xcept after thirty (30) days’ prior written notice has been provided to City.

f. Contractor shall furnish City with original certificates of insurance and endorsements effecting coverage required by this Article 12. The endorsements shall be on forms acceptable to City. All certificates and endorsements are to be received and approved by City before the Work commences. However, failure to do so shall not operate as a waiver of these insurance requirements. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements effecting the coverage required by these specifications at any time.
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9 g. All insurance procured and maintained by Contractor shall be issued by insurers admitted to conduct the pertinent line of insurance business in California and having a rating of Grade A or better and Class VII or better by the latest edition of Best Key Rating Guide.

h. Contractor shall immediately notify City if any required insurance lapses or is otherwise modified and cease performance of this Contract unless otherwise directed by City. In such a case, City may procure insurance or self-insure the risk and charge Contractor for such costs and any and all damages resulting therefrom by way of set-off from any sums owed Contractor.

i. Contractor agrees that in the event of loss due to any of the perils for which it has agreed to provide insurance, Contractor shall look solely to its insurance for recovery. Contractor hereby grants to City, on behalf of any in surer providing insurance to either Contractor or City with respect to the services of Contractor herein, a waiver of any right to subrogation which any such insurer may acquire against City by virtue of the payment of any loss under such insurance.

The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of City for all Work performed by Contractor, its employees, agents and subcontractors. Contractor shall obtain any other endorsement that may be necessary to effect this waiver of subrogation.

j. Contractor shall require and verify that all subcontractors maintain insurance meeting all of the requirements stated herein.

ARTICLE 13
Termination

City, acting through its City Manager or designee, reserves the right to terminate this Contract for any reason by giving five (5) days’ written notice of intent to terminate to Contractor.

Upon receipt of notice, Contractor shall immediately cease work, unless the notice provides otherwise. Should City terminate this Contract, City shall pay Contractor for services satisfactorily provided and all allowable reimbursements incurred to the date of termination in compliance with this Contract, unless such termination shall be for cause, in which event City may withhold any disputed compensation. City shall not be liable for any claim of lost profits.

ARTICLE 14
Maintenance and Inspection of Records

In accordance with generally accepted accounting principles, Contractor and its subcontractors shall maintain reasonably full and complete books, documents, papers, accounting records and other information (collectively, the “records”) pertaining to the co sts of and completion of services performed under this Contract. During the term of this Contract and for a period of three (3) years after termination or completion of this Contract, City shall have the right to inspect and/or audit Contractor's records pertaining to the performance of this Contract at Contractor's office. Contractor shall make available all such records for insp ection or audit at its offices during normal business hours and upon three (3) days’ notice from City, and copies thereof shall be furnished if requested.

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10 ARTICLE 15
Compliance with Laws

a. Contractor shall be knowledgeable of and comply with all local, state and federal laws pertaining to the subject matter hereof or in any way regulating the activities undertaken by Contractor or any subcontractor hereunder.

b. Contractor represents and warrants that it:

(1) Has complied and shall at all times during the term of this Contract comply, in all respects, with all immigration laws, regulations, statutes, rules, codes, and orders, including, without limitation, the Immigration Reform and Control Act of 1986 (IRCA); and

(2) Has not and will not knowingly employ any individual to perform services under this Contract who is ineligible to work in the United States or under the terms of this Contract; and

(3) Has properly maintained, and shall at all times during the term of this Contract properly maintain, all related employment documentation records including, without limitation, the completion and maintenance of the Form I -9 for each of Contractor’s employees; and

(4) Has responded, and shall at all times during the term of this Contract respond, in a timely fashion to any government inspection requests relating to immigration law compliance and/or Form I -9 compliance and/or worksite enforcement by the Department of Homeland Security, the Department of Labor, or the Social Security Administration.

c. Contractor shall require all subcontractors and/or subconsultants to make the same representations and warranties required by this Article 15 when hired to perform services under this Contract.

d. Contractor shall, upon request of City, provide a list of all employees working under this Contract and shall provide, to the reasonable satisfaction of City, verification that all such employees are eligible to work in the United States. All costs associated with such verification shall be borne by Contractor. Once such request has been made, Contractor may not change employees working under this Contract without written notice to City, accompanied by the verification required herein for such employees. Contractor shall require all subcontractors and/or sub-consultants to make the same verification when hired to perform services under this Contract.

e. If Contractor, or a subcontractor or subconsultant, knowingly employs an employee providing Work under this Contract who is not authorized to work in the United States, and/or fails to follow federal laws to determine the status of such employee , such shall constitute a material breach of this Contract and may be cause for immediate termination of th is Contract by City.

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11 f. Contractor shall indemnify and hold City, its officials and employees harmless for, of and from any loss, including but not limited to fines, penalties and corrective measures, City may sustain by reason of Contractor’s failure t o comply with said laws, rules and regulations in connection with the performance of this Contract.

ARTICLE 16
Governing Law and Venue

This Contract shall be construed in accordance with and governed by the laws of the State of California and Contractor shall submit to the juri sdiction of California courts. Venue for any dispute arising under this Contract shall be in Orange County, California.

ARTICLE 17
Integration and Amendment

a. This Contract constitutes the entire agreement of the parties. No other agreement, oral or written, pertaining to the Work to be performed under this Contract shall be of any force or effect unless it is in writing and signed by both parties. Any Work performed which is inconsistent with or in violation of the provisions of this Contract shall not be compensated.

b. Amendments to this Contract must be in writing and signed by both parties. The City Manager is authorized to execute amendments to this Contract up to the amounts specified in Chapter 3.08 of the Orange Municipal Code.]

ARTICLE 18
Notice

Except as otherwise provided herein, all notices required under this Contract shall be in writing and delivered personally, by e-mail, or by first class mail, postage prepaid, to each party at the address listed below. Either party may change the notice address by notifying the other party in writing. Notices shall be deemed received upon receipt of same or within three (3) days of deposit in the U.S. Mail, whichever is earlier. Notices sent by e-mail shall be deemed received on the date of the e-mail transmission.

“CONTRACTOR” “CITY”

PAINTING & DECOR INC City of Orange
P.O. Box 5926 300 E. Chapman Avenue
Orange, CA 92863 Orange, CA 92866-1591
Attn: David Spoolstra Attn: Joshua Soliz

Telephone: (949) 888-2565 Telephone: (714) 744-5588 E-Mail: [email protected] E-Mail: [email protected]

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12 ARTICLE 19
Claim Resolution

City and Contractor agree that the claim resolution process applicable to any claim by Contractor in connection with the Work provided herein shall be subject to the procedures set forth in California Public Contract Code Section 9204, attached hereto as Attachment No. 2, and incorporated herein by this reference.

ARTICLE 20
Counterparts

This Contract may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Signatures transmitted via facsimile and electronic mail shall have the same effect as original signatures.

“CITY”

CONTRACT, BONDS AND INSURANCE
APPROVED BY:

Mary E. Binning
Senior Assistant City Attorney

CITY OF ORANGE, a municipal corporation

By:

Mark A. Murphy
Mayor of the City of Orange

ATTEST:

Pamela Coleman, City Clerk

“CONTRACTOR”

PAINTING & DECOR INC, a California
corporation

[Note: Signature of Chairman of the By:

Board, President or Vice President is Printed Name:
required] Title:

[Note: Signature of Secretary, Assistant By:

Secretary, Chief Financial Officer or Printed Name:

Assistant Treasurer is also required] Title:

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ATTACHMENT NO. 1

CALIFORNIA LABOR CODE
SECTIONS 1725.5, 1771, 1771.1, 1771.4, 1775, 1776, 1777.5, 1813 and 1815

Section 1725.5. Registration of contractors; mandatory registration; qualifications and appl ication; fees; exempt contractors
A contractor shall be registered pursuant to this section to be qualified to bid on, be listed in a bid proposal, subject to the requirements of Section 4104 of the Public Contract Code, or engage in the performance of any public work contract that is subject to the requirements of this chapter. For the purposes of this section, “contractor” includes a subcontractor as defined by Section 1722.1. (a) To qualify for registration under this section, a contractor shall do all of the following:
(1)(A) Register with the Department of Industrial Relations in the manner prescribed by the department and pay an initial nonrefundable application fee o f four hundred dollars ($400) to qualify for registration under this section and an annual renewal fee on or before July 1 of each year thereafter. The annual renewal fee shall be in a uniform amount set by the Director of Industrial Relations, and the initial registration and renewal fees may be adjusted no more than annually by the director to support the costs specified in Section 1771.3. (B) Beginning June 1, 2019, a contractor may register or renew according to this subdivision in annual increments up to three years from the date of registration. Contractors who wish to do so will be required to prepay the applicable nonrefundable application or renewal fees to qualify for the number of years for which they wish to preregister.
(2) Provide evidence, disclosures, or releases as are necessary to establish all of the following:
(A) Workers' compensation coverage that meets the requirements of Division 4 (commencing with Section 3200) and includes sufficient coverage for any worker whom the contractor employs to perform work that is subject to prevailing wage requirements other than a contractor who is separately registered under this section.

Coverage may be evidenced by a current and valid certificate of workers' compensation insurance or certification of self-insurance required under Section 7125 of the Business and Professions Code. (B) If applicable, the contractor is licensed in accordance with Chapter 9 (commencing with Section 7000) of the Business and Professions Code.
(C) The contractor does not have any delinquent liability to an employee or the state for any assessment of back wages or related damages, interest, fines, or penalties pursuant to any final judgment, order, or determination by a court or any federal, state, or local administrative agency, including a confirmed arbitration award. However, for purposes of this paragraph, the contractor shall not be disqualified for any judgment, order, or determination that is under appeal, provided that the contractor has secured the payment of any amount eventually found due through a bond or other appropriate means. (D) The contractor is not currently debarred under Section 1777.1 or under any other federal or state law providing for the debarment of contractors from public works. (E) The contractor has not bid on a public works contract, been listed in a bid proposal, or engaged in the performance of a contract for public works without being lawfully registered in accordance with this section, within the preceding 12 months or since the effective date of the requirements set forth in subdivision (e), whichever is earlier. If a contractor is found to be in violation of the requirements of this paragraph, the period of disqualification shall be waived if both of the following are true:
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(i) The contractor has not previously been found to be in violation of the requirements of this paragraph within the preceding 12 months.
(ii) The contractor pays an additional nonrefundable penalty registration fee of two thousand dollars ($2,000). (b) Fees received pursuant to this section shall be deposited in the State Public Works Enforcement Fund established by Section 1771.3 and shall be used only for the purposes specified in that section. (c) A contractor who fails to pay the renewal fee required under paragraph (1) of subdivision (a) on or before the expiration of any prior period of registration shall be prohibited from bidding on or engaging in the performance of any contract for public work until once again registered pursuant to this section. If the failure to pay the renewal fee was inadvertent, the contractor may renew its registration retroactively by paying an additional nonrefundable penalty renewal fee equal to the amount of the renewal fee within 90 days of the due date of the renewal fee.
(d) If, after a body awarding a contract accepts the contractor's bid or awards the contract, the work covered by the bid or contract is determined to be a public work to which Section 1771 applies, either as the result of a determination by the director pursuant to Section 1773.5 or a court decision, the requirements of this section shall not apply, subject to the following requirements:
(1) The body that awarded the contract failed, in the bid specification or in the contract documents, to identify as a public work that portion of the work that the determination or decision subsequently classifies as a public work.
(2) Within 20 days following service of notice on the awarding body of a determination by the Director of Industrial Relations pursuant to Section 1773.5 or a decision by a court that the contract was for public work as defined in this chapter, the contractor and any subcontractors are registered under this section or are replaced by a contractor or subcontractors who are registered under this section. (3) The requirements of this section shall apply prospectively only to any subsequent bid, bid proposal, contract, or work performed after the awarding body is served wit h notice of the determination or decision referred to in paragraph (2).
(e) The requirements of this section shall apply to any bid proposal submitted on or after March 1, 2015, to any contract for public work, as defined in this chapter, executed on or after April 1, 2015, and to any work performed under a contract for public work on or after January 1, 2018, regardless of when the contract for public work was executed.
(f) This section does not apply to work performed on a public works project of twenty -five thousand dollars ($25,000) or less when the project is for construction, alteration, demolition, installation, or repair work or to work performed on a public works project of fifteen thousand dollars ($15,000) or less when the project is for maintenance work.

Section 1771. Payment of general prevailing rate

Except for public works projects of one thousand dollars ($1,000) or less, not less than the general prevailing rate of per diem wages for work of a similar character in the locality in which the public work is performed, and not less than the general prevailing rate of per diem wages for holiday and overtime work fixed as provided in this chapter, shall be paid to all workers employed on public works.

This section is applicable only to work performed under contract, and is not applicable to work carried out by a public agency with its own forces. This section is applicable to contracts let for maintenance work. 672

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Section 1771.1 . Registration as a contractor or subcontractor required prior to bid submission; exceptions; violations; penalties
(a) A contractor or subcontractor shall not be qualified to bid on, be listed in a bid proposal, subject to the requirements of Section 4104 of the Public Contract Code, or engage in the performance of any contract for public work, as defined in this chapter, unless currently registered and qualified to perform public work pursuant to Section 1725.5. It is not a violation of this section for an unregistere d contractor to submit a bid that is authorized by Section 7029.1 of the Business and Professions Code or by Section 10164 or 20103.5 of the Public Contract Code , provided the contractor is registered to perform public work pursuant to Section 1725.5 at the time the contract is awarded.
(b) Notice of the requirement described in subdivision (a) shall be included in all bid invitations and public works contracts, and a bid shall not be accepted nor any contract or subcontract entered into without proof of the contractor or subcontractor's current registration to perform public work pursuant to Section 1725.5. (c) An inadvertent error in listing a subcontractor who is not registered pursuant to Section 1725.5 in a bid proposal shall not be grounds for filing a bid protest or grounds for considering the bid nonresponsive, provided that any of the following apply:
(1) The subcontractor is registered prior to the bid opening. (2) Within 24 hours after the bid opening, the subcontractor is registered and has paid the penalty registration fee specified in subparagraph (E) of paragraph (2) of subdivision (a) of Section 1725.5. (3) The subcontractor is replaced by another registered subcontractor pursuant to Section 4107 of the Public Contract Code.
(d) Failure by a subcontractor to be registered to perform public work as required by subdivision (a) shal l be grounds under Section 4107 of the Public Contract Code for the contractor, with the consent of the awarding authority, to substitute a subcontractor who is registered to perform public work pursuant to Section 1725.5 in place of the unregistered subcontractor.
(e) The department shall maintain on its Internet Web site a list of contractors who are currently registered to perform public work pursuant to Section 1725.5.
(f) A contract entered into with any contractor or subcontractor in violation of subdivision (a) shall be subject to cancellation, provided that a contract for public work shall not be unlawful, void, or voidable solely due to the failure of the awarding body, contractor, or any subcontractor to comply with the requirements of Section 1725.5 or this section.
(g) If the Labor Commissioner or his or her designee determines that a contractor or subcontractor engaged in the performance of any public work contract without having been registered in accordance with this section, the contractor or subcontractor shall forfeit, as a civil penalty to the state, one hundred dollars ($100) for each day of work performed in violation of the registration requirement, not to exceed an aggregate penalty of eight thousand dollars ($8,000) in addition to any penalty registration fe e assessed pursuant to clause (ii) of subparagraph (E) of paragraph (2) of subdivision (a) of Section 1725.5. (h)(1) In addition to, or in lieu of, any other penalty or sanction authorized pursuant to this chapter, a higher tiered publi c works contractor or subcontractor who is found to have entered into a subcontract with an unregistered lower tier subcontractor to perform any public work in violation of the requirements of Section 1725.5 or this section shall be subject to forfeiture, as a civil penalty to the state, of one hundred dollars ($100) 673

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for each day the unregistered lower tier subcontractor performs work in violation of the registration requirement, not to exceed an aggregate penalty of ten thousand dollars ($10,000). (2) The Labor Commissioner shall use the same standards specified in subparagraph (A) of paragraph (2) of subdivision (a) of Section 1775 when determining the severity of the violation and what penalty to assess, and may waive the penalty for a first time violation that was unintentional and did not hinder the Labor Commissioner's ability to monitor and enforce compliance with the requirements of this chapter. (3) A higher tiered public works contractor or subcontractor shall not be liable for penalties assessed pursuant to paragraph (1) if the lower tier subcontractor's performance is in violation of the requirements of Section 1725.5 due to the revocation of a previously approved registration. (4) A subcontractor shall not be liable for any penalties assessed against a higher tiered public works contractor or subcontractor pursuant to paragraph (1). A higher tiered public works contractor or subcontractor may not require a lower tiered subcontractor to indemnify or otherwise be liable for any penalties pursuant to paragraph (1).
(i) The Labor Commissioner or his or her designee shall issue a civil wage and penalty assessment, in accordance with the provisions of Section 1741, upon determination of penalties pursuant to subdivision (g) and subparagraph (B) of paragraph (1) of subdivision (h). Review of a civil wage and penalty assessment issued under this subdivision may be requested in accordance with the provisions of Section 1742 . The regulations of the Director of Industrial Relations, which govern proceedings for review of civil wage and penalty assessments and the withholding of contract payments under Article 1 (commencing with Section 1720) and Article 2 (commencing with Section 1770), shall apply. (j)(1) Where a contractor or subcontractor engages in the performance of a ny public work contract without having been registered in violation of the requirements of Section 1725.5 or this section, the Labor Commissioner shall issue and serve a stop order prohibiting the use of the unregistered contractor or the unregistered subcontractor on all public works until the unregistered contractor or unregistered subcontractor is registered. The stop order shall not apply to work by registered contractors or subcontractors on the public work.
(2) A stop order may be personally served upon t he contractor or subcontractor by either of the following methods:
(A) Manual delivery of the order to the contractor or subcontractor personally. (B) Leaving signed copies of the order with the person who is apparently in charge at the site of the public work and by thereafter mailing copies of the order by first class mail, postage prepaid to the con tractor or subcontractor at one of the following:
(i) The address of the contractor or subcontractor on file with either the Secretary of State or the Contractors' State License Board.
(ii) If the contractor or subcontractor has no address on file with the Secretary of State or the Contractors' State License Board, the address of the site of the public work. (3) The stop order shall be effective immediat ely upon service and shall be subject to appeal by the party contracting with the unregistered contractor or subcontractor, by the unregistered contractor or subcontractor, or both. The appeal, hearing, and any further review of the hearing decision shall be governed by the procedures, time limits, and other requirements specified in subdivision (a) of Section 238.1. 674

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(4) Any employee of an unregistered contractor or subcontractor who is affected by a work stoppage ordered by the commissi oner pursuant to this subdivision shall be paid at his or her regular hourly prevailing wage rate by that employer for any hours the employee would have worked but for the work stoppage, not to exceed 10 days.
(k) Failure of a contractor or subcontractor, owner, director, officer, or managing agent of the contractor or subcontractor to observe a stop order issued and served upon him or her pursuant to subdivision (j) is guilty of a misdemeanor punishable by imprisonment in county jail not exceeding 60 days or by a fine not exceeding ten thousand dollars ($10,000), or both.
(l) This section shall apply to any bid proposal submitted on or after March 1, 2015, and any contract for public work entered into on or after April 1, 2015. This section shall also apply to the performance of any public work, as defined in this chapter, on or after January 1, 2018, regardless of when the contract for public work was entered.
(m) Penalties received pursuant to this section shall be deposited in the State Public Works Enforcement Fund established by Section 1771.3 and shall be used only for the purposes specified in that section. (n) This section shall not apply to work performed on a public works project of twenty -five thousand dollars ($25,000) or less when the project is for construction, alteration, demolition, installation, or repair work or to work performed on a public works project of fifteen thousand dollars ($15,000) or less when the project is for maintenance work.

Section 1771.4. Additional requirements when bidding and awarding public works contracts

(a) All of the following are applicable to all public works projects that are otherwise subject to the requirements of this chapter:
(1) The call for bids and contract documents shall specify that the project is subject to compliance monitoring and enforcement by the Department of Industrial Relations. (2) The awarding body shall post or require the prime contractor to post job site notices, as prescribed by regulation.
(3) Each contractor and subcontractor shall furnish the records specified in Section 1776 directly to the Labor Commissioner, in the following manner:
(A) At least monthly or more frequently if specified in the contract with the awarding body. (B) In a format prescribed by the Labor Commissioner.
(4) If the contractor or subcontractor is not registered pursuant to Section 1725.5 and is performing work on a project for which registration is not required because of subdivision (f) of Section 1725.5, the unregistered contractor or subcontractor is not required to furnish the records specified in Section 1776 directly to the Labor Commissioner but shall retain the records specified in Section 1776 for at least three years after completion of the work.
(5) The department shall undertake those activities it deems necessary to monitor and enforce compliance with prevailing wage requirements.
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(b) The Labor Commissioner may exempt a public works project from compliance wi th all or part of the requirements of subdivision (a) if either of the following occurs:
(1) The awarding body has enforced an approved labor compliance program, as defined in Section 1771.5, on all public works projects under its authority, except those deemed exempt pursuant to subdivision (a) of Section 1771.5, continuously since December 31, 2011.
(2) The awarding body has entered into a collective bargaining agreement that binds all contractors performing work on the project and that includes a mechanism for resolving disputes about the payment of wages. (c) The requirements of paragraph (1) of subdivision (a) shall only apply to contracts for public works projects awarded on or after January 1, 2015.
(d) The requirements of paragraph (3) of subdivision (a) shall apply to all contracts for public work, whether new or ongoing, on or after January 1, 2016.

Section 1775. Penalties for violations

(a)(1) The contractor and any subcontractor under the contractor shall, as a penalty to the sta te or political subdivision on whose behalf the contract is made or awarded, forfeit not more than two hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing wage rates as determined by the director for the work or craft in which the worker is employed for any public work done under the contract by the contractor or, except as provided in subdivision (b), by any subcontractor under the contractor.
(2)(A) The amount of the penalty shall be determined by the Labor Commissioner based on consideration of both of the following:
(i) Whether the failure of the contractor or subcontractor to pay the correct rate of per diem wages was a good faith mistake and, if so, the error was promptly and voluntarily corrected when brought to the attention of the contractor or subcontractor.
(ii) Whether the contractor or subcontractor has a prior record of failing to meet its prevailing wage obligations.
(B)(i) The penalty may not be less than forty dollars ($40) for each calendar day, or portion thereof, for each worker paid less than the prevailing wage rate, unless the failure of the contractor or subcontractor to pay the correct rate of per diem wages was a good faith mistake and, if so, the error was promptly and volun tarily corrected when brought to the attention of the contractor or subcontractor. (ii) The penalty may not be less than eighty dollars ($80) for each calendar day, or portion thereof, for each worker paid less than the prevailing wage rate, if the contrac tor or subcontractor has been assessed penalties within the previous three years for failing to meet its prevailing wage obligations on a separate contract, unless those penalties were subsequently withdrawn or overturned. (iii) The penalty may not be less than one hundred twenty dollars ($120) for each calendar day, or portion thereof, for each worker paid less than the prevailing wage rate, if the Labor Commissioner determines that the violation was willful, as defined in subdivision (c) of Section 1777.1. (C) If the amount due under this section is collected from the contractor or subcontractor, any outstanding wage claim under Chapter 1 (commencing with Section 1720) of Part 7 of Division 2 against that contractor 676

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or subcontractor shall be satisfied before applying that amount to the penalty imposed on that contractor or subcontractor pursuant to this section.
(D) The determination of the Labor Commissioner as to the amount of the penalty shall be reviewable only for abuse of discretion.
(E) The difference between the prevailing wage rates and the amount paid to each worker for each calendar day or portion thereof for which each worker was paid less than the prevailing wage rate shall be paid to each worker by the contractor or subcontractor, and the body awarding the contract shall cause to be inserted in the contract a stipulation that this section will be complied with. (b) If a worker employed by a subcontractor on a public works project is not paid the general prevailing rate of per diem wages by the subcontractor, the prime contractor of the project is not liable for any penalties under subdivision (a) unless the prime contractor had knowledge of that failure o f the subcontractor to pay the specified prevailing rate of wages to those workers or unless the prime contractor fails to comply with all of the following requirements:
(1) The contract executed between the contractor and the subcontractor for the performance of work on the public works project shall include a copy of the provisions of this section and Sections 1771, 1776, 1777.5, 1813, and 1815.
(2) The contractor shall monitor the payment of the specified general prevailing rate of per diem wages by the subcontractor to the employees, by periodic review of the certified payroll records of the subcontractor. (3) Upon becoming aware of the failure of the subcontractor to pay his or her workers the specified prevailing rate of wages, the contractor shall diligently take corrective action to halt or rectify the failure, including, but not limited to, retaining sufficient funds due the subcontractor for work performed on the public works project. (4) Prior to making final payment to the subcontractor for work p erformed on the public works project, the contractor shall obtain an affidavit signed under penalty of perjury from the subcontractor that the subcontractor has paid the specified general prevailing rate of per diem wages to his or her employees on the public works project and any amounts due pursuant to Section 1813. (c) The Division of Labor Standards Enforcement shall notify the contractor on a public works project within 15 days of the receipt by the Division of Labor Standards Enforcement of a complaint of th e failure of a subcontractor on that public works project to pay workers the general prevailing rate of per diem wages.

Section 1776. Payroll records; retention; inspection; redacted information; agencies entitled to receive nonredacted copies of certified records; noncompliance penalties; rules

(a) Each contractor and subcontractor shall keep accurate payroll records, showing the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and t he actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by him or her in connection with the public work. Each payroll record shall contain or be verified by a written declaration that it is made under penalty of perjury, stating both of the following:
(1) The information contained in the payroll record is true and correct. (2) The employer has complied with the requirements of Sections 1771 , 1811, and 1815 for any work performed by his or her employees on the public works project. 677

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(b) The payroll records enumerated under subdivision (a) shall be certified and shall be available for inspection at all reasonable hours at the principal office of the contractor on the following basis:
(1) A certified copy of an employee's payroll record shall be made available for inspection or furnished to the employee or his or her authorized representative on request. (2) A certified copy of all payroll records enumerated in subdivision (a) shall be made available for inspection or furnished upon request to a representative of the body awarding the contract and the Division of Labor Standards Enforcement of the Department of Industrial Relations. (3) A certified copy of all payroll records enumerated in subdivision (a) shall be made available upon request by the public for inspection or for copies thereof. However, a request by the public shall be made through either the body awarding the contract or the Division of Labor Standards Enforcement. If the requested payroll records have not been provided pursuant to paragraph (2), the requesting party shall, prior to being provided the records, reimburse the costs of preparation by the contractor, subcontractors, and the entity through which the request was made. The public may not be given access to the records at the principal office of the contractor.
(c) Unless required to be furnished directly to the Labor Commissioner in accordance with paragraph (3) of subdivision (a) of Section 1771.4, the certified payroll records shall be on forms provided by the Division of Labor Standards Enforcement or shall contain the same information as the forms provided by the division.

The payroll records may consist of printouts of payroll data that are maintained as computer records, if the printouts contain the same information as the forms provided by the division and the printouts are verified in the manner specified in subdivision (a).
(d) A contractor or subcontractor shall file a certified copy of the records enumerated in subdivision ( a) with the entity that requested the records within 10 days after receipt of a written request. (e) Except as provided in subdivision (f), any copy of records made available for inspection as copies and furnished upon request to the public or any public a gency by the awarding body or the Division of Labor Standards Enforcement shall be marked or obliterated to prevent disclosure of an individual's name, address, and social security number. The name and address of the contractor awarded the contract or the subcontractor performing the contract shall not be marked or obliterated. Any copy of records made available for inspection by, or furnished to, a multiemployer Taft -Hartley trust fund ( 29 U.S.C. Sec. 186(c)(5) ) that requests the records for the purposes of allocating contributions to participants shall be marked or obliterated only to prevent disclosure of an individual's full social security number, but shall provide the last four digits of the social security number. Any copy of records made available for inspection by, or furnished to, a joint labor- management committee established pursuant to the federal Labor Management Cooperation Act of 1978 (29 U.S.C. Sec. 175a) shall be marked or obliterated only to prevent disclosure of an individ ual's social security number.
(f)(1) Notwithstanding any other provision of law, agencies that are included in the Joint Enforcement Strike Force on the Underground Economy established pursuant to Section 329 of the Unemployment Insurance Code and other law enforc ement agencies investigating violations of law shall, upon request, be provided nonredacted copies of certified payroll records. Any copies of records or certified payroll made available for inspection and furnished upon request to the public by an agency included in the Joint Enforcement Strike Force on the Underground Economy or to a law enforcement agency investigating a violation of law shall be marked or redacted to prevent disclosure of an individual's name, address, and social security number. 678

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(2) An employer shall not be liable for damages in a civil action for any reasonable act or omission taken in good faith in compliance with this subdivision.
(g) The contractor shall inform the body awarding the contract of the location of the records enumerated under subdivision (a), including the street address, city, and county, and shall, within five working days, provide a notice of a change of location and address.
(h) The contractor or subcontractor has 10 days in which to comply subsequent to receipt of a written notice requesting the records enumerated in subdivision (a). In the event that the contractor or subcontractor fails to comply within the 10-day period, he or she shall, as a penalty to the state or political subdivision on whose behalf the contract is made or awarded, forfeit one hundred dollars ($100) for each calendar day, or portion thereof, for each worker, until strict compliance is effectuated. Upon the request of the Division of Labor Standards Enforcement, these penalties shall be withh eld from progress payments then due. A contractor is not subject to a penalty assessment pursuant to this section due to the failure of a subcontractor to comply with this section.
(i) The body awarding the contract shall cause to be inserted in the contr act stipulations to effectuate this section.
(j) The director shall adopt rules consistent with the California Public Records Act (Chapter 3.5 (commencing with Section 6250) of Division 7 of Title 1 of the Government Code ) and the Information Practices Act of 1977 (Title 1.8 (commencing with Section 1798) of Part 4 of Division 3 of the Civil Code) governing the release of these records, including the establishment of reasonable fees to be charged for reproducing copies of records required by this section.

Section 1777.5. Employment of registered apprentices; wages; standards; number; apprenticeable craft or trade; exemptions; contributions; compliance program

(a)(1) This chapter does not prevent the employment upon public works of properly registered apprentices who are active participants in an approved apprenticeship program. (2) For purposes of this chapter, “apprenticeship program” means a program under the jurisdictio n of the California Apprenticeship Council established pursuant to Section 3070. (b)(1) Every apprentice employed upon public works shall be paid the prevailing rate of per diem wages for apprentices in the trade to which he or she is registered and shall be employed only at the work of the craft or trade to which he or she is registered.
(2) Unless otherwise provided by a collective bargaining agreement, when a contractor requests the dispatch of an apprentice pursuant to this section to perform work on a public works project and requires the apprentice to fill out an application or undergo testing, training, an examination, or other preemployment process as a condition of employment, the apprentice shall be paid for the time spent on the required preemployment activity, including travel time to and from the required activity, if any, at the prevailing rate of per diem wages for apprentices in the trade to which he or she is registered. Unless otherwise provided by a collective bargaining agreement, a contractor i s not required to compensate an apprentice for the time spent on preemployment activities if the apprentice is required to take a preemployment drug or alcohol test and he or she fails to pass that test.
(c) Only apprentices, as defined in Section 3077, who are in training under apprenticeship standards that have been approved by the Chief of the Division of Apprenticeship Standards and who are parties to written 679

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apprentice agreements under Chapter 4 (commencing with Section 3070) of Division 3 are eligible to be employed at the apprentice wage rate on public works. The employment and training of each apprentice shall be in accordance with either of the following:
(1) The apprenticeship standards and apprentice agreements under which he or she is training. (2) The rules and regulations of the California Apprenticeship Council. (d) If the contractor to whom the contract is awarded by the state or any political subdivision, in performing any of the work under the contract, employs workers in any apprenticeable craft or trade, the contractor shall employ apprentices in at least the ratio set forth in this section and may apply to any apprenticeship program in the craft or trade that can provide apprentices to the site of the public work for a certificate approving the contractor under the apprenticeship standards for the employment and training of apprentices in the area or industry affected. However, the decision of the apprenticeship program to approve or deny a certificate shall be subject to review by the Administrator of Apprenticeship. The apprenticeship program or programs, upon approving the contractor, shall arrange for the dispatch of apprentices to the contractor. A contractor covered by an apprenticeship program's standards shall not be required to submit any add itional application in order to include additional public works contracts under that program. “Apprenticeable craft or trade,” as used in this section, means a craft or trade determined as an apprenticeable occupation in accordance with rules and regulations prescribed by the California Apprenticeship Council. As used in this section, “contractor” includes any subcontractor under a contractor who performs any public works not excluded by subdivision (o).
(e) Before commencing work on a contract for public works, every contractor shall submit contract award information to an applicable apprenticeship program that can supply apprentices to the site of the public work.

The information submitted shall include an estimate of journeyman hours to be performed under the contract, the number of apprentices proposed to be employed, and the approximate dates the apprentices would be employed. A copy of this information shall also be submitted to the awarding body, if requested by the awarding body. Within 60 days a fter concluding work on the contract, each contractor and subcontractor shall submit to the awarding body, if requested, and to the apprenticeship program a verified statement of the journeyman and apprentice hours performed on the contract. The information under this subdivision shall be public. The apprenticeship programs shall retain this information for 12 months. (f) The apprenticeship program supplying apprentices to the area of the site of the public work shall ensure equal employment and affirmative action in apprenticeship for women and minorities. (g) The ratio of work performed by apprentices to journeymen employed in a particular craft or trade on the public work may be no higher than the ratio stipulated in the apprenticeship standards under w hich the apprenticeship program operates if the contractor agrees to be bound by those standards. However, except as otherwise provided in this section, in no case shall the ratio be less than one hour of apprentice work for every five hours of journeyman work.
(h) This ratio of apprentice work to journeyman work shall apply during any day or portion of a day when any journeyman is employed at the jobsite and shall be computed on the basis of the hours worked during the day by journeymen so employed. Any work performed by a journeyman in excess of eight hours per day or 40 hours per week shall not be used to calculate the ratio. The contractor shall employ apprentices for the number of hours computed as above before the end of the contract or, in the case of a subcontractor, before the end of the subcontract. However, the contractor shall endeavor, to the greatest extent possible, to employ apprentices during the same time period that the journeymen in the same craft or trade are employed at the jobsite. When an hourly apprenticeship ratio is not feasible for a particular craft or trade, the Administrator 680

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of Apprenticeship, upon application of an apprenticeship program, may order a minimum ratio of not less than one apprentice for each five journeymen in a craft or trade classification. (i) A contractor covered by this section who has agreed to be covered by an apprenticeship program's standards upon the issuance of the approval certificate, or who has been previously approved for an apprenticeship program in the craft or trade, shall employ the number of apprentices or the ratio of apprentices to journeymen stipulated in the applicable apprenticeship standards, but in no event less than the 1 -to-5 ratio required by subdivision (g).
(j) Upon proper showing by a contractor that he or she employs apprentices in a particular craft or trade in the state on all of his or her contracts on an annual average of not less than one hour of apprentice work for every five hours of labor performed by journeymen, the Admin istrator of Apprenticeship may grant a certificate exempting the contractor from the 1-to-5 hourly ratio, as set forth in this section for that craft or trade. (k) An apprenticeship program has the discretion to grant to a participating contractor or contractor association a certificate, which shall be subject to the approval of the Administrator of Apprenticeship, exempting the contractor from the 1-to-5 ratio set forth in this section when it finds that any one of the following conditions is met:
(1) Unemployment for the previous three-month period in the area exceeds an average of 15 percent. (2) The number of apprentices in training in the area exceeds a ratio of 1 to 5. (3) There is a showing that the apprenticeable craft or trade is replacing at least one-thirtieth of its journeymen annually through apprenticeship training, either on a statewide basis or on a local basis. (4) Assignment of an apprentice to any work performed under a public works contract would create a condition that would jeopardize his or her life or the life, safety, or property of fellow employees or the public at large, or the specific task to which the apprentice is to be assigned is of a nature that training cannot be provided by a journeyman.
(l) If an exemption is granted pursuant to subdivision (k) to an organization that represents contractors in a specific trade from the 1-to-5 ratio on a local or statewide basis, the member contractors shall not be required to submit individual applications for approval to local joint apprenticeship committees, if they are already covered by the local apprenticeship standards.
(m)(1) A contractor to whom a contract is awarded, who, in performing any of the work under the contract, employs journeymen or apprentices in any apprenticeable craft or trade shall contribute to the California Apprenticeship Council the same amount that the director determines is the prevailing amount of apprenticeship training contributions in the area of the public works site. A contractor may take as a credit for payments to the council any amounts paid by the contractor to an approved apprenticeship program that can supply apprentices to the site of the public works project. The contractor may add the amount of the contributions in computing his or her bid for the contract. (2)(A) At the conclusion of the 2002 -03 fiscal year and each fiscal year ther eafter, the California Apprenticeship Council shall distribute training contributions received by the council under this subdivision, less the expenses of the Department of Industrial Relations for administering this subdivision, by making grants to approved apprenticeship programs for the purpose of training apprentices. The grant funds shall be distributed as follows:
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(i) If there is an approved multiemployer apprenticeship program serving the same craft or trade and geographic area for which the trainin g contributions were made to the council, a grant to that program shall be made.
(ii) If there are two or more approved multiemployer apprenticeship programs serving the same craft or trade and county for which the training contributions were made to the c ouncil, the grant shall be divided among those programs based on the number of apprentices from that county registered in each program. (iii) All training contributions not distributed under clauses (i) and (ii) shall be used to defray the future expenses of the Department of Industrial Relations for the administration and enforcement of apprenticeship and preapprenticeship standards and requirements under this code. (B) An apprenticeship program shall only be eligible to receive grant funds pursuant to this subdivision if the apprenticeship program agrees, prior to the receipt of any grant funds, to keep adequate records that document the expenditure of grant funds and to make all records available to the Department of Industrial Relations so that the Depar tment of Industrial Relations is able to verify that grant funds were used s olely for training apprentices. For purposes of this subparagraph, adequate records include, but are not limited to, invoices, receipts, and canceled checks that account for the expenditure of grant funds. This subparagraph shall not be deemed to require an apprenticeship program to provide the Department of Industrial Relations with more documentation than is necessary to verify the appropriate expenditure of grant funds made pur suant to this subdivision.
(C) The Department of Industrial Relations shall verify that grants made pursuant to this subdivision are used solely to fund training apprentices. If an apprenticeship program is unable to demonstrate how grant funds are expended or if an apprenticeship program is found to be using grant funds for purposes other than training apprentices, then the apprenticeship program shall not be eligible to receive any future grant pursuant to this subdivision and the Department of Industrial Relations may initiate the process to rescind the registration of the apprenticeship program.
(3) All training contributions received pursuant to this subdivision shall be deposited in the Apprenticeship Training Contribution Fund, which is hereby create d in the State Treasury. Upon appropriation by the Legislature, all moneys in the Apprenticeship Training Contribution Fund shall be used for the purpose of carrying out this subdivision and to pay the expenses of the Department of Industrial Relations. (n) The body awarding the contract shall cause to be inserted in the contract stipulations to effectuate this section. The stipulations shall fix the responsibility of compliance with this section for all apprenticeable occupations with the prime contractor.
(o) This section does not apply to contracts of general contractors or to contracts of specialty contractors not bidding for work through a general or prime contractor when the contracts of general contractors or those specialty contractors involve less than thirty thousand dollars ($30,000). (p) An awarding body that implements an approved labor compliance program in accordance with subdivision (b) of Section 1771.5 may, with the approval of the director, assist in the enforcement of this section under the terms and conditions prescribed by the director.

Section 1813. Forfeiture for violations; contract stipulation; report of violations

The contractor or subcontractor shall, as a penalty to the state or political subdivision on who se behalf the contract is made or awarded, forfeit twenty- five dollars ($25) for each worker employed in the execution of 682

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the contract by the respective contractor or subcontractor for each calendar day during which the worker is required or permitted to work more than 8 hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of this article. In awarding any contract for public work, the awarding body shall cause to be inserted in the contract a stipulation to th is effect. The awarding body shall take cognizance of all violations of this article committed in the course of the execution of the contract, and shall report them to the Division of Labor Standards Enforcement.

Section 1815. Overtime

Notwithstanding the provisions of Sections 1810 to 1814, inclusive, of this code, and notwithstanding any stipulation inserted in any contract pursuant to the requirements of said sections, work performed by employees of contractors in excess of 8 hours per day, and 40 hours during any one week, shall be permitted upon public work upon compensation for all hours worked in excess of 8 h ours per day at not less than 1 ½ times the basic rate of pay.
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ATTACHMENT NO. 2

CALIFORNIA PUBLIC CONTRACT CODE SECTION 9204

Section 9204. Legislative findings and declarations regarding timely and complete payment of contractors for public works projects; claims process (Eff: January 1, 2017)

(a) The Legislature finds and declares that it is in the best interests of the state and its citizens to ensure that all construction business performed on a public works project in the state that is complete and not in dispute is paid in full and in a timely manner.
(b) Notwithstanding any other law, including, but not limited to, Article 7.1 (commencing with Section 10240) of Chapter 1 of Part 2, Chapter 10 (commencing with Section 19100) of Part 2, and Article 1.5 (commencing with Section 20104) of Chapter 1 of Part 3, this section shall apply to any claim by a contractor in connection with a public works project.
(c) For purposes of this section:
(1) “Claim” means a separate demand by a contractor sent by registered mail or certified ma il with return receipt requested, for one or more of the following:
(A) A time extension, including, without limitation, for relief from damages or penalties for delay assessed by a public entity under a contract for a public works project. (B) Payment by the public entity of money or damages arising from work done by, or on behalf of, the contractor pursuant to the contract for a public works project and payment for which is not otherwise expressly provided or to which the claimant is not otherwise entitled. (C) Payment of an amount that is disputed by the public entity. (2) “Contractor” means any type of contractor within the meaning of Chapter 9 (commencing with Section 7000) of Division 3 of the Business and Professions Code who has entered into a direct contract with a public entity for a public works project.
(3)(A) “Public entity” means, without limitation, except as provided in subparagraph (B), a state agency, department, office, division, bureau, board, or commission, the California State University, the University of California, a city, including a charter city, county, including a charter county, city and county, including a charter city and county, district, special district, public authority, political subdivision, public corporation, or nonprofit transit corporation wholly owned by a public agency and formed to carry out the purposes of the public agency.
(B) “Public entity” shall not include the following:
(i) The Department of Water Resources as to any project under the jurisdiction of that department. (ii) The Department of Transportation as to any project under the jurisdiction of that department. (iii) The Department of Parks and Recreation as to any project under the jurisdiction of that department. (iv) The Department of Corrections and Reh abilitation with respect to any project under its jurisdiction pursuant to Chapter 11 (commencing with Section 7000) of Title 7 of Part 3 of the Penal Code. 684

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(v) The Military Department as to any project under the jurisdiction of that department. (vi) The Department of General Services as to all other projects. (vii) The High-Speed Rail Authority.
(4) “Public works project” means the erection, construction, alteration, repair, or improvement of any public structure, building, road, or other public improvement of any kind. (5) “Subcontractor” means any type of contractor within the meaning of Chapter 9 (commencing with Section 7000) of Division 3 of the Business and Professions Code who either is in direct contract with a contractor or is a lower tier subcontractor.
(d)(1)(A) Upon receipt of a claim pursuant to this section, the public entity to which the claim applies shall conduct a reasonable review of the claim and, within a period not to exceed 45 days, shall provide the claimant a written statement i dentifying what portion of the claim is disputed and what portion is undisputed. Upon receipt of a claim, a public entity and a contractor may, by mutual agreement, extend the time period provided in this subdivision.
(B) The claimant shall furnish reasonable documentation to support the claim. (C) If the public entity needs approval from its governing body to provide the claimant a written statement identifying the disputed portion and the undisputed portion of the claim, and the governing body does not meet within the 45 days or within the mutually agreed to extension of time following receipt of a claim sent by registered mail or certified mail, return receipt requested, the public entity shall have up to three days following the next duly publicly noticed meeting of the governing body after the 45-day period, or extension, expires to provide the claimant a written statement identifying the disputed portion and the undisputed portion. (D) Any payment due on an undisputed portion of the claim shall be processed and made within 60 days after the public entity issues its written statement. If the public entity fails to issue a written statement, paragraph (3) shall apply.
(2)(A) If the claimant disputes the public entity’s written response, or if the public entity fails to respond to a claim issued pursuant to this section within the time prescribed, the claimant may demand in writing an informal conference to meet and confer for settlement of the issues in dispute. Upon receipt of a demand in writing sent by r egistered mail or certified mail, return receipt requested, the public entity shall schedule a meet and confer conference within 30 days for settlement of the dispute. (B) Within 10 business days following the conclusion of the meet and confer conference, if the claim or any portion of the claim remains in dispute, the public entity shall provide the claimant a written statement identifying the portion of the claim that remains in dispute and the portion that is undisputed. Any payment due on an undisputed portion of the claim shall be processed and made within 60 days after the public entity issues its written statement. Any disputed portion of the claim, as identified by the contractor in writing, shall be submitted to nonbinding mediation, with the public entity and the claimant sharing the associated costs equally. The public entity and claimant shall mutually agree to a mediator within 10 business days after the disputed portion of the claim has been identified in writing. If the parties cannot agree upon a mediator, each party shall select a mediator and those mediators shall select a qualified neutral third party to mediate with regard to the disputed portion of the claim. Each party shall bear the fees and costs charged by its respective mediator in connection with the selection of the neutral mediator. If mediation is unsuccessful, the parts of the claim remaining in dispute shall be subject to applicable procedures outside this section. 685

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(C) For purposes of this section, mediation includes any nonbindi ng process, including, but not limited to, neutral evaluation or a dispute review board, in which an independent third party or board assists the parties in dispute resolution through negotiation or by issuance of an evaluation. Any mediation utilized shall conform to the timeframes in this section.
(D) Unless otherwise agreed to by the public entity and the contractor in writing, the mediation conducted pursuant to this section shall excuse any further obligation under Section 20104.4 to mediate after liti gation has been commenced.
(E) This section does not preclude a public entity from requiring arbitration of disputes under private arbitration or the Public Works Contract Arbitration Program, if mediation under this section does not resolve the parties’ dispute.
(3) Failure by the public entity to respond to a claim from a contractor within the time periods described in this subdivision or to otherwise meet the time requirements of this section shall result in the claim being deemed rejected in its entirety. A claim that is denied by reason of the public entity’s failure to have responded to a claim, or its failure to otherwise meet the time requirements of this section, shall not constitute an adverse finding with regard to the merits of the claim or the responsibility or qualifications of the claimant. (4) Amounts not paid in a timely manner as required by this section shall bear interest at 7 percent per annum. (5) If a subcontractor or a lower tier subcontractor lacks legal standing to assert a claim against a public entity because privity of contract does not exist, the contractor may present to the public entity a claim on behalf of a subcontractor or lower tier subcontractor. A subcontractor may request in writing, either on their own behalf or on behalf of a lower tier subcontractor, that the contractor present a claim for work which was performed by the subcontractor or by a lower tier subcontractor on behalf of the subcontractor. The subcontractor requesting that the claim be presented to the public entity shall furnish reasonable documentation to support the claim. Within 45 days of receipt of this written request, the contractor shall notify the subcontractor in writing as to whether the contractor presented the claim to the public entity and, if the original contractor did not present the claim, provide the subcontractor with a statement of the reasons for not having done so. (e) The text of this section or a summary of it shall be set forth in the plans or specifications for any public works project that may give rise to a claim under this section. (f) A waiver of the rights granted by this section is void and contrary to public policy, provided, however, that (1) upon receipt of a claim, the parties may mutually agree to waive, in writing, mediation and proceed directly to the commencement of a civil action or binding arbitration, as applicable; and (2) a public entity may prescribe reasonable change order, claim, and dispute resolution procedures and requirements in addition to the provisions of this section, so long as the contractual provisions do not conflict with or otherwise impair the timeframes and procedures set forth in this section. (g) This section applies to contracts entered into on or after January 1, 2017. (h) Nothing in this section shall impose liability upon a public entity that makes loans or grants available through a competitive application process, for the failure of an awardee to meet its contractual obligations. (i) This section shall remain in effect only until January 1, 2027, and as of that date is repealed, unless a later enacted statute, that is enacted before January 1, 2027, deletes or extends that date. 686
Agenda Item
City Council
Item #: 3.15. 10/11/2022 File #: 22-0558
TO: Honorable Mayor and Members of the City Council
THRU: Rob Houston, City Manager
FROM: Christopher Cash, Public Works Director

1. SUBJECT
Award of Contract to Commercial Interior Resources for Carpet Replacement at City Hall Public Works and Community Development Departments and at the Orange Police Department.

2. SUMMARY
Purchase and install new carpet for the Public Works and Community Development Departments and the Orange Police Department through OMNIA #1135634 Contract #2020002149, with Commercial Interior Resources for $241,616.

3. RECOMMENDED ACTION
Approve the contract with Commercial Interior Resources for $241,616 to furnish and install new carpet and authorize the Mayor and City Clerk to execute on behalf of the City.

4. FISCAL IMPACT
The total expenditure for this contract is $241,616 and will be funded through:

Civic Center Public Facilities Improvements (19809) General Fund (500) $152,636 Police Facility Improvements (20483) Police Facility (570) 88,980 Total: $241,616

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
b: Provide and maintain infrastructure necessary to ensure the safety of the public.

Goal 4: Provide outstanding public service
b: Provide facilities and services to meet customer expectations.

6. DISCUSSION AND BACKGROUND
This project encompasses removing and replacing the existing carpet at City Hall and Orange Police Department Headquarters. The front counter of the Public Works and Community Development Departments was recently remodeled, and the remaining ten-year old carpet throughout the rest of the building is beyond its useful life and needs to be replaced. The carpet in the Administration and Finance buildings are also beyond their useful life and are scheduled to be replaced in the near City of Orange Printed on 10/6/2022Page 1 of 2
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Item #: 3.15. 10/11/2022 File #: 22-0558
future.

While the useful life of a police facility can range from 20 to over 50 years, building elements with the shortest lifespan are interior finishes, furnishings, and fixtures which typically last five to ten years.

The 14-year old carpet at the Police Department Headquarters is beyond its useful life and needs to be replaced. This project is being phased with the furniture replacement in Detectives, Records, and Narcotics areas.

Staff checked the references and qualifications for Commercial Interior Resources and found them acceptable, with adequate years of experience in completing contracts of similar nature to this project. Therefore, staff recommends that Commercial Interior Resources be awarded the contract of $241,616, representing an original amount of $219,650 plus a 10% contingency of $21,965 for the purchase and install of new carpet for the Public Works and Community Development Departments and Orange Police Department.

Construction is scheduled to begin in November 2022 and is expected to be completed by December 2022.

7. ATTACHMENTS
· Contract with Commercial Interior Resources
City of Orange Printed on 10/6/2022Page 2 of 2
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688
Agenda Item
City Council
Item #: 3.15. 10/11/2022 File #: 22-0558
TO: Honorable Mayor and Members of the City Council
THRU: Rob Houston, City Manager
FROM: Christopher Cash, Public Works Director

1. SUBJECT
Award of Contract to Commercial Interior Resources for Carpet Replacement at City Hall Public Works and Community Development Departments and at the Orange Police Department.

3. RECOMMENDED ACTION
Approve the contract with Commercial Interior Resources for $241,616 to furnish and install new carpet and authorize the Mayor and City Clerk to execute on behalf of the City.

4. FISCAL IMPACT
The total expenditure for this contract is $241,616 and will be funded through:

Civic Center Public Facilities Improvements (19809) General Fund (500) $152,636 Police Facility Improvements (20483) Police Facility (570) 88,980 Total: $241,616

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
b: Provide and maintain infrastructure necessary to ensure the safety of the public.

Goal 4: Provide outstanding public service
b: Provide facilities and services to meet customer expectations.

Construction is scheduled to begin in November 2022 and is expected to be completed by December 2022.

7. ATTACHMENTS
· Contract with Commercial Interior Resources
City of Orange Printed on 10/6/2022Page 2 of 2
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690

CONTRACT
[Carpet Replacement at City Hall and Police Department]

THIS CONTRACT (the “Contract”) is made and ente red into as of ___ ___________, 20__ (“Effective Date”) by and between the CITY OF ORANGE, a municipal corporation (“City”), and COMMERCIAL INTERIOR RESOURCES , INC. , a California corporation (“Contractor”), who agree as follows.

ARTICLE 1
Work Performed

(1) The latest edition of the "City of Orange Standard Plans and Specifications" (the “Orange Book”) with the term "Engineer," as used in the Orange Book and in this Contract, to specifically include the City Engineer (or designee);

(2) The "Standard Specifications for Public Works Construction ” (the “Greenbook”), and all amendments thereto, except the definition of “Subcontractor” in Section 1.2 (General – Terms and Definitions) of Part 1 (General Provisions) of the Greenbook, which is hereby amended in its entirety to read as follows: “Subcontractor – An individual, firm, or corporation having a direct contract with the Contractor for the performance of a part of the Work;”

(3) The “City of Orange Standard Special Provisions;”

(4) The Standard Plans; and

(5) Contractor’s Bid Proposal , which is on file with City’s Department of Public Works.

b. Contractor acknowledges that it has received the Plans from City and that a complete copy of the Plans are in its possession and are hereby specifically referred to and by such reference made a part hereof. The Orange Book, Greenbook and City of Orange Standard Special Provisions and Standard Plans are on file with City’s Public Works Director and are hereby specifically referred to and by such reference made a part hereof. Contractor hereby acknowledges that it has read, reviewed and understands the Plans, the Orange Book, the Greenbook, the Special Provisions, the Standard Plans, and the Encroachment Permit as they relate to the Work, all of which documents shall be referred to herein collectively as the “Plans and Specifications.”

691
2 c. Contractor acknowledges the provisions of Chapter 8.28 of the Orange Municipal Code which requires, among other things, that Contractor utilize City’s exclusive solid waste hauler for the rental of bins for trash and debris removal and imposes mandatory recycling requirements for self-hauled construction and demolition waste. The terms and conditions set forth in this Contract shall control over any terms and conditions in the Plans and Specifications to the contrary.

d. The Work shall be performed in conformity with the Plans and Specifications and the Bid Proposal and all applicable laws, including any and all applicable federal and state labor laws and standards and applicable prevailing wage requirements and any and all state, federal and local statutes, regulati ons and ordinances relating to the protection of human health or the environment.

e. Unless and until otherwise notified in writing by City’s Public Works Director, City’s Assistant Field Services Manager, Matthew Lorenzen (“Authorized City Representative”), shall be the person to whom Contractor will report for the performance of the Work hereunder. It is understood that Contractor’s performance hereunder shall be under the direction and supervision of the Authorized City Representative or such other person as City’s Public Works Director may designate from time to time, that Contractor shall coordinate the Work hereunder with the Authorized City Representative to the extent required by the Authorized City Representative, and that all performances required hereunder by Contractor shall be performed to the satisfaction of the Authorized City Representative or City’s Public Works Director.

ARTICLE 2
Commencement of Work

Contractor shall commence the Work provided for in this Contract within fifteen (15) days of the date of the issuance by City of a Notice to Proceed and diligently prosecute completion of the Work within thirty (30) calendar days from such date, unless legal extension is granted in accordance with the terms set forth in the Greenbook. Time is of the essence in this Contract.

Contractor shall do all things necessary and incidental to the prosecution of Contractor's Work.

ARTICLE 3
Compensation

a. Contractor agrees to receive and accept an amount not to exceed TWO HUNDRED NINETEEN THOUSAND SIX HUNDRED FIFTY -ONE DOLLARS and 00/100 ($219,651.00) as compensation for furnishing all materials and doing all the Work contemplated and embraced in this Contract. Said compensation covers (1) all loss or damage arising out of the nature of the Work, from the acts of the elements; (2) any unforeseen difficulties or obstructions which may arise or be encountered in the pros ecution of the Work until its acceptance by City, other than as 692
3 provided below ; (3) all risks of every description connected with the Work; (4) all expenses incurred by or in consequence of the suspension or discontinuance of the Work; and (5) well and faithfully completing the Work, and for the whole thereof, in the manner and according to the Plans and Specifications, and requirements of the Authorized City Representative under them.

Retention amounts shall be withheld from progress payments as required by law unless Contractor provides securities in lieu of retention.

b. In addition to the scheduled Work to be performed by the Contractor, the parties recognize that additional, unforeseen work and services may be required by the Authorized City Representative. In anticipation of such contingencies, the sum of TWENTY-ONE THOUSAND NINE HUNDRED SIXTY-FIVE DOLLARS and 00/100 ($21,965.00) has been added to the total compensation of this Contract. The Authorized City Representative may approve the additional work and the actual costs incurred by the Contractor in performance of additional work or services in accordance with such amount as the Authorized City Representative and the Contractor may agree upon in advance. Said additional work or services and the amount of compensation therefor, up to the amount of the authorized contingency, shall be memorialized in the form of a Contract Amendment approved by the City Manager on a form acceptable to the City Attorney . The Contractor agrees to perform only that work or those services that are specifically requested by the Authorized City Representative. Any and all additional work and service s performed under this Contract shall be completed in such sequence as to assure their completion as expeditiously as is consistent with professional skill and care in accordance with a cost estimate or proposal submitted to and approved by the Authorized City Representative prior to the commencement of such Work or services.

c. The total amount of compensation under this Contract, including contingencies, shall not exceed TWO HUNDRED FORTY -ONE THOUSAND SIX HUNDRED SIXTEEN DOLLARS and 00/100 ($241,616.00).

ARTICLE 4
Licenses

Contractor represents that it and any subcontractors it may engage, possess any and all licenses which are required under state or federal law to perform the Work contemplated by this Contract and that Contractor and subcontractors shall maintain all appropriate licenses, including a City of Orange business license, at its cost, during the performance of this Contract.

ARTICLE 5
Guarantees

a. Contractor guarantees the construction and installation of all Work included in the Plans and Specifications for which Contractor has been awarded this Contract.

b. Should any of the materials or equipment installed pursuant to this Contract prove defective or should the Work as a whole prove defective, due to faulty equ ipment, workmanship, materials furnished or methods of installations, or should said Work or any part thereof fail to function properly, as designed, due to any of the above causes within twelve (12) months after the 693
4 date on which said Work is accepted by City, Contractor shall make repairs and furnish such materials and equipment as are necessary to be furnished and installed within fifteen (15) calendar days after the receipt of a demand from City.

c. Said Work will be deemed defective within the meaning of this guarantee in the event that it fails to function as originally intended either by the Plans and Specifications of this Contract or by the manufacturer(s) of the equipment incorporated into the Work.

d. In the event repairs are not made within fifteen (15) calendar days after Contractor's receipt of a demand from City, City shall have the unqualified option to make any needed repairs or replacements itself or by any other contractor. Contractor shall reimburse City, upon demand, for all expenses i ncurred in restoring said Work to the condition contemplated in this Contract, including the cost of any equipment or materials replaced.

e. It is understood that emergency repairs may, by necessity, be made by City.

Therefore, when defective equipment, materials or workmanship result in emergency repairs by City, Contractor shall reimburse City, upon demand, for all expenses incurred. Emergency repairs will be deemed as those repairs determined by City’s Director of Public Works to be necessary due to a n immediate detriment to the health, safety, welfare or convenience of the residents of City.

ARTICLE 6
Water Quality

a. The Santa Ana Regional Water Quality Control Board (“RWQCB”) has issued National Pollutant Discharge Elimination System (“NPDES”) Per mit No. R8 -2009-0030 (the “Permit”), which governs storm water and non -storm water discharges resulting from municipal activities performed by City or its contractors. In order to comply with the Permit requirements, the County of Orange has prepared a Dr ainage Area Management Plan (“DAMP”), containing Model Maintenance Procedures with Best Management Practices (“BMPs”) that City and its contractors must adhere to. The Model Maintenance Procedures contain pollution prevention and source control techniques to minimize the impact of those activities upon dry -weather urban runoff, storm water runoff, and receiving water quality. Examples include: wash water from cleaning of sidewalks or parking lots must be collected and disposed of in the sewer or landscaped areas.

b. The Permit, the DAMP and the Model Maintenance Procedures are on file in the office of City’s Director of Public Works. Contractor hereby acknowledges that it has read, reviewed and understands the Permit, the DAMP and the Model Maintenance Procedures, as they relate to the Work and hereby shall perform the Work in conformance therewith.

ARTICLE 7
Independent Contractor; Contractor not Agent

a. At all times during the term of this Contract, Contractor shall be an independent contractor and not an employee of City. City shall have the right to control Contractor only insofar 694
5 as the result of Contractor’s services rendered pursuant to this Contrac t. City shall not have the right to control the means by which Contractor accomplishes services rendered pursuant to this Contract. Contractor shall, at its sole cost and expense, furnish all facilities, materials and equipment which may be required for furnishing services pursuant to this Contract. Contractor shall be solely responsible for, and shall indemnify, defend and save City harmless from all matters relating to the payment of its subcontractors, agents and employees, including compliance with social security, withholding and all other wages, salaries, benefits, taxes, exactions, and regulations of any nature whatsoever. Contractor acknowledges that Contractor and any subcontractors, agents or employees employed by Contractor shall not, under an y circumstances, be considered employees of City, and that they shall not be entitled to any of the benefits or rights afforded employees of City, including, but not limited to, sick leave, vacation leave, holiday pay, Public Employees Retirement System be nefits, or health, life, dental, long -term disability or workers' compensation insurance benefits.

ARTICLE 8
Public Work; Prevailing Wage

a. The Work which is the subject of this Contract is a “public work,” as that term is defined in Section 1720 of the California Labor Code, for which prevailing wages must be paid.

“I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.”

695
6 d. Contractor shall indemnify, protect, defend and hold harmless City and its officers, employees, contractors and agents, with counsel reasonably acceptable to City, from and against any and all loss, liability, damage, claim, cost, expense, and/or “increase d costs” (including reasonable attorney’s fees, court and litigation costs, and fees of expert witnesses) which result or arise in any way from the noncompliance by Contractor of any applicable local, state and/or federal law, including, without limitation , any applicable federal and/or state labor laws (including, without limitation, the requirement to pay state prevailing wages). It is agreed by the parties that, in connection with the construction of the W ork which is the subject of this Contract, Contractor shall bear all risks of payment or non -payment of state prevailing wages. “Increased costs” as used in this paragraph shall have the meaning ascribed to it in Labor Code Section 1781, as the same may be enacted, adopted or amended from time to time. The foregoing indemnity shall survive termination of this Contract.

ARTICLE 9
Equal Employment Opportunity

During the performance of this Contract, Contractor agrees as follows:

a. Contractor shall not discriminate against any employee or applicant f or employment because of race, color, religion, sex, national origin, mental or physical disability, or any other basis prohibited by applicable law. Contractor shall ensure that applicants are employed and that employees are treated during employment, wi thout regard to their race, color, religion, sex, national origin, mental or physical disability, or any other basis prohibited by applicable law.

Such actions shall include, but not be limited to the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation and selection for training, including apprenticeship. Contractor shall post in conspicuous places, available to employees and applicants for emplo yment, a notice setting forth provisions of this non-discrimination clause.

b. Contractor shall, in all solicitations and advertisements for employees placed by, or on behalf of Contractor, state that all qualified applicants will receive consideration fo r employment without regard to race, color, religion, sex, national origin, mental or physical disability, or any other basis prohibited by applicable law.

ARTICLE 10
Conflicts of Interest

Contractor shall defend, indemnify and hold harmless City and its officers, officials, agents, and employees from and against:

a. Any and all claims, liabilities, losses, damages, penalties, costs or expenses (including reasonable attorneys' fees and court costs) which City may directly or indirectly sustain or suffer arising from or as a result of the death of any person or any accident, injury, loss or damage whatsoever caused to any person or the property of any person which shall occur on or adjacent to the real property which is the subject of this Contract, or in connection with performance of this Contract which may be directly or indirectly caused by the acts or omissions of Contractor or its officers, e mployees, contractors or agents, or as a consequence of any use, generation, manufacture, storage, disposal, release or threatened release of a hazardous waste or substance. Contractor shall not be responsible for (and such indemnity shall not apply to) a ny willful misconduct, negligence or breach of this Contract by City or its officers, officials, agents, and employees. The foregoing indemnity shall survive termination of this Contract.

b. Any and all claims under workers’ compensation acts and other e mployee benefit acts with respect to Contractor’s employees or Contractor’s subcontractor’s employees arising out of Contractor’s Work under this Contract, including any and all claims under any law pertaining to Contractor’s status as an independent contractor.

ARTICLE 12
Insurance

(1) General Liability $2,000,000 per occurrence for bodily injury, personal injury and property damage. If
Commercial General Liability insurance
or other form with a general aggregate
limit is used, either the general aggregate
limit shall apply separately to this
project/location or the general aggregate
limit shall be twice the requi red
occurrence limit.

697
8 (2) Automobile Liability $1,000,000 per accident for bodily injury and property damage.

(3) Workers’ Compensation as required by the State of California.

(4) Employer’s Liability $1,000,000 per accident for bodily injury or disease.

d. Any deductibles or self -insured retentions must be declared to and approved by City. At the option of City, either: the insurer shall reduce or eliminate such deductibles or self - insured retentions with respect to City, its officers, officials, agents and employees; or Contractor shall provide a financial guarantee satisfactory to City guaranteeing payment of losses and related investigations, claim administration, and defense expenses.

e. Each policy of general liability and automotive liability insurance shall contain, or be endorsed to contain, the following provisions:

(1) City, its officers, officials, agents, and employees are declared to be additional insureds under the terms of the policy, with respect to liability arising out of automobiles owned, leased, hired or borrowed by or on behalf of Contractor (any auto), and with respect to liability arising out of Work or operations performed by or on behalf of Contractor, including materials, parts or e quipment furnished in connection with such Work or operations. A policy endorsement to that effect shall be provided to City along with the certificate of insurance. In lieu of an endorsement, City will accept a copy of the policy(ies) which evidences th at City is an additional insured as a contracting party. The minimum coverage required by Subsection 12.b, above, shall apply to City as an additional insured.

(3) Coverage shall not be canceled, except after thirty (30) days’ prior written notice has been provided to City.

f. Contractor shall furnish City with original certificates of insurance and endorsements effecting coverage required by this Article 12. The endorsements shall be on forms acceptable to City. All certificates and endorsements are to be received and approve d by City before the Work commences. However, failure to do so shall not operate as a waiver of these insurance requirements. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements effecting the coverage required by these specifications at any time.
698
9 g. All insurance procured and maintained by Contractor shall be issued by insurers admitted to conduct the pertinent line of insurance business in California and having a rating of Grade A or better and Class VII or better by the latest edition of Best Key Rating Guide.

i. Contractor agrees that in the event of loss due to any of the perils for which it has agreed to provide insurance, Contractor shall look solely to its insurance for recovery. Contractor hereby grants to City, on behalf of any insurer providing insurance to either Contractor or City with respect to the services of Contractor herein, a waiver of any right to subrogation which any such insurer may acquire against City by virtue of the payment of any loss under such insurance.

j. Contractor shall require and verify that all subcontractors maintain insurance meeting all of the requirements stated herein.

ARTICLE 13
Termination

City, acting through its City Manager or designee, reserves the right to terminate this Contract for any reason by giving five (5) days’ written notice of intent to terminate to Contractor.

Upon receipt of notice, Contractor shall immediatel y cease work, unless the notice provides otherwise. Should City terminate this Contract, City shall pay Contractor for services satisfactorily provided and all allowable reimbursements incurred to the date of termination in compliance with this Contract, unless such termination shall be for cause, in which event City may withhold any disputed compensation. City shall not be liable for any claim of lost profits.

ARTICLE 14
Maintenance and Inspection of Records

In accordance with generally accepted accounting principles, Contractor and its subcontractors shall maintain reasonably full and complete books, documents, papers, accounting records and other information (collectively, the “records”) pertaining to the co sts of and completion of services performed under this Contract. During the term of this Contract and for a period of three (3) years after termination or completion of this Contract, City shall have the right to inspect and/or audit Contractor's records pertaining to the performance of this Contract at Contractor's office. Contractor shall make available all such records for inspection or audit at its offices during normal business hours and upon three (3) days’ notice from City, and copies thereof shall be furnished if requested.

699
10 ARTICLE 15
Compliance with Laws

b. Contractor represents and warrants that it:

(2) Has not and will not knowingly employ any individual to perform services under this Contract who is ineligible to work in the United States or under the terms o f this Contract; and

(4) Has responded, and shall at all times during the term of this Contract respond, in a timely fashion to any government inspection requests relating to immigration law compliance and/or Form I -9 compliance and/or worksit e enforcement by the Department of Homeland Security, the Department of Labor, or the Social Security Administration.

c. Contractor shall require all subcontractors and/or subconsultants to make the same representations and warranties required by this Article 15 when hired to perform services under this Contract.

d. Contractor shall, upon request of City, provide a list of all employees working under this Contract and shall provide, to the reasonabl e satisfaction of City, verification that all such employees are eligible to work in the United States. All costs associated with such verification shall be borne by Contractor. Once such request has been made, Contractor may not change employees working under this Contract without written notice to City, accompanied by the verification required herein for such employees. Contractor shall require all subcontractors and/or sub-consultants to make the same verification when hired to perform services under this Contract.

f. Contractor shall indemnify and hold City, its officials and employees harmless for, of and from any loss, including but not limited to fines, penalties and corrective measures, City 700
11 may sustain by reason of Contractor’s failure t o comply with said laws, rules and regulations in connection with the performance of this Contract.

ARTICLE 16
Governing Law and Venue

ARTICLE 17
Integration and Amendment

ARTICLE 18
Notice

“CONTRACTOR” “CITY”

Commercial Interior Resources, Inc. City of Orange
1761 Reynolds Avenue, #A 300 E. Chapman Avenue
Irvine, CA 92614 Orange, CA 92866-1591
Attn: Matthew Bean Attn: Matthew Lorenzen

Telephone: (949) 359-1374 Telephone: (714) 532-6488 E-Mail: [email protected] E-Mail: [email protected]

ARTICLE 19
Claim Resolution

City and Contractor agree that the claim resolution process applicable to any claim by Contractor in connection with the Work provided herein shall be subject to the procedures set forth 701
12 in California Public Contract Code Section 9204, attached hereto as Attachment No. 2, and incorporated herein by this reference.

ARTICLE 20
Counterparts

“CITY”

CONTRACT, BONDS AND INSURANCE
APPROVED BY:

Mary E. Binning
Senior Assistant City Attorney

CITY OF ORANGE, a municipal corporation

By:

Mark A. Murphy
Mayor of the City of Orange

ATTEST:

Pamela Coleman, City Clerk

“CONTRACTOR”

COMMERCIAL INTERIOR RESOURCES, INC.,
a California corporation

[Note: Signature of Chairman of the By:

Board, President or Vice President is Printed Name:
required] Title:

[Note: Signature of Secretary, Assistant By:

Secretary, Chief Financial Officer or Printed Name:

Assistant Treasurer is also required] Title:

702

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ATTACHMENT NO. 1

CALIFORNIA LABOR CODE
SECTIONS 1725.5, 1771, 1771.1, 1771.4, 1775, 1776, 1777.5, 1813 and 1815

Section 1725.5. Registration of contractors; mandatory registration; qualifications and application; fees; exempt contractors
A contractor shall be registered pursuant to this section to be qualified to bid on, be listed in a bid proposal, subject to the requirements of Section 4104 of the Public Contract Code, or engage in the performance of any public work contract that is subject to the requirements of this chapter. For the purposes of this section, “contractor” includes a subcontractor as defined by Section 1722.1. (a) To qualify for registration under this section, a contractor shall do all of the following:
(1)(A) Register with the Department of Industrial Relations in the manner prescribed by the department and pay an initial nonrefundable application fee of four hundred dollars ($400) to qualify for registr ation under this section and an annual renewal fee on or before July 1 of each year thereafter. The annual renewal fee shall be in a uniform amount set by the Director of Industrial Relations, and the initial registration and renewal fees may be adjusted no more than annually by the director to support the costs specified in Section 1771.3. (B) Beginning June 1, 2019, a contractor may register or renew according to this subdivision in annual increments up to three years from the date of registration. Contractors who wish to do so will be required to prepay the applicable nonrefundable application or renewal fees to qualify for the number of years for which they wish to preregister.
(2) Provide evidence, disclosures, or releases as are necessary to establish all of the following:
(A) Workers' compensation coverage that meets the requirements of Division 4 (commencing with Section 3200) and includes sufficient coverage for any worker whom the contractor employs to perform work that is subject to prevailing wage requirements other than a contractor who is separately registered under this section.

Coverage may be evidenced by a current and valid certificate of workers' compensation insurance or certification of self-insurance required under Section 7125 of the Business and Professions Code. (B) If applicable, the contractor is licensed in accordance with Chapter 9 (commencing with Section 7000) of the Business and Professions Code.
(C) The contractor does not have any delinquent liability to an employee or the state for any assessment of back wages or related damages, interest, fines, or penalties pursuant to any final judgment, order, or determination by a court or any federal, state, or local administrative agency, including a confirmed arbitration award. However, for purposes of this paragraph, the contractor shall not be disqualified for any judgment, order, or determination that is under appeal, provided that the contractor has secured the payment of any amount eventually found due through a bond or other appropriate means. (D) The contractor is not currently deba rred under Section 1777.1 or under any other federal or state law providing for the debarment of contractors from public works. (E) The contractor has not bid on a public works contract, been listed in a bid proposal, or engaged in the performance of a contract for public works without being lawfully registered in accordance with this section, within the preceding 12 months or since the effective date of the requirements set forth in subdivision (e), whichever is earlier. If a contractor is found to be in violation of the requirements of this paragraph, the period of disqualification shall be waived if both of the following are true:
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(i) The contractor has not previously been found to be in violation of the requirements of this paragraph within the preceding 12 months.
(ii) The contractor pays an additional nonrefundable penalty registration fee of two thousand dollars ($2,000). (b) Fees received pursuant to this section shall be deposited in the State Public Works Enforcement Fund established by Section 1771.3 and shall be used only for the purposes specified in that section. (c) A contractor who fails to pay the renewal fee required under paragraph (1) of subdivision (a) on or before the expiration of any prior period of registration shall be pr ohibited from bidding on or engaging in the performance of any contract for public work until once again registered pursuant to this section. If the failure to pay the renewal fee was inadvertent, the contractor may renew its registration retroactively by paying an additional nonrefundable penalty renewal fee equal to the amount of the renewal fee within 90 days of the due date of the renewal fee.
(d) If, after a body awarding a contract accepts the contractor's bid or awards the contract, the work covered by the bid or contract is determined to be a public work to which Section 1771 applies, either as the result of a determination by the director pursuant to Section 1773.5 or a court decision, the requirements of this section shall not apply, subject to the following requirements:
(1) The body that awarded the contract failed, in the bid specification or in the contract documents, to identify as a public work that portion of the work that the determination or decision subsequently classifies as a public work.
(2) Within 20 days following service of notice on the awarding body of a determination by the Director of Industrial Relations pursuant to Section 1773.5 or a decision by a court that the contract was for public work as defined in this c hapter, the contractor and any subcontractors are registered under this section or are replaced by a contractor or subcontractors who are registered under this section. (3) The requirements of this section shall apply prospectively only to any subsequent b id, bid proposal, contract, or work performed after the awarding body is served with notice of the determination or decision referred to in paragraph (2).
(e) The requirements of this section shall apply to any bid proposal submitted on or after March 1, 2 015, to any contract for public work, as defined in this chapter, executed on or after April 1, 2015, and to any work performed under a contract for public work on or after January 1, 2018, regardless of when the contract for public work was executed.
(f) This section does not apply to work performed on a public works project of twenty -five thousand dollars ($25,000) or less when the project is for construction, alteration, demolition, installation, or repair work or to work performed on a public works project of fifteen thousand dollars ($15,000) or less when the project is for maintenance work.

Section 1771. Payment of general prevailing rate

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Section 1771.1 . Registration as a contractor or subcontractor required prior to bid submission; exceptions; violations; penalties
(a) A contractor or subcontractor shall not be qualified to bid on, be listed in a bid proposal, subject t o the requirements of Section 4104 of the Public Contract Code , or engage in the performance of any contract for public work, as defined in this chapter, unless currently registered and qualified to perform public work pursuant to Section 1725.5. It is not a violation of this section for an unregistered contractor to submit a bid that is authorized by Section 7029.1 of the Business and Professions Code or by Section 10164 or 20103.5 of the Public Contract Code , provided the contractor is registered to p erform public work pursuant to Section 1725.5 at the time the contract is awarded.
(b) Notice of the requirement described in subdivision (a) shall be included in all bid invitations and public works contracts, and a bid shall not be accepted nor any contract or subcontract entered into without proof of the contractor or subcontractor's current registration to perform public work pursuant to Section 1725.5. (c) An inadvertent error in listing a subcontractor who is not registered pursuant to Section 1725.5 in a bid proposal shall not be grounds for filing a bid protest or grounds for considering the bid nonresponsive, provided that any of the following apply:
(1) The subcontractor is registered prior to the bid opening. (2) Within 24 hours after the bid opening, the subcontractor is registered and has paid the penalty registration fee specified in subparagraph (E) of paragraph (2) of subdivision (a) of Section 1725.5. (3) The subcontractor is replaced by another registered subcontractor pursuant to Section 4107 of the Public Contract Code.
(d) Failure by a subcontractor to be registered to perform public work as required by subdivision (a) shall be grounds under Section 4107 of the Public Contract Code for the contractor, with the consent of the awarding authority, to substitute a subcontractor who is registered to perform public work pursuant to Section 1725.5 in place of the unregistered subcontractor.
(e) The department shall maintain on its Internet Web site a list of contractors who are currently registered to perform public work pursuant to Section 1725.5.
(f) A contract entered into with any contractor or subcontractor in violation of subdivision (a) shall be subject to cancellation, provided that a contract for public work shall not be unlawful, void, or voidable solely due to the failure of the awarding body, contractor, or any subcontractor to comply with the requirements of Section 1725.5 or this section.
(g) If the Labor Commissioner or his or her designee determines that a contractor or subcontractor engaged in the performance of any public work contract without having been registered in accordance with this section, the contractor or subcontractor shall forfeit, as a civil penalty to the state, one hundred dollars ($100) for each day of work performed in violation of the registration requirement, not to exceed an aggregate penalty of eight thousand dollars ($8,000) in addition to any penalty registration fee assessed pursuant to clause (ii) of subparagraph (E) of paragraph (2) of subdivision (a) of Section 1725.5. (h)(1) In addition to, or in lieu of, any other penalty or sanction authorized pursuant to this chapter, a higher tiered public works contractor or subcontractor who is found to have entered into a subcontract with an unregistered lower tier subcontractor to perform any public work in violation of the requirements of Section 1725.5 or this section shall be subject to forfeiture, as a civil penalty to the state, of one hundred dollars ($100) 705

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for each day the unregistered lower tier subcontracto r performs work in violation of the registration requirement, not to exceed an aggregate penalty of ten thousand dollars ($10,000). (2) The Labor Commissioner shall use the same standards specified in subparagraph (A) of paragraph (2) of subdivision (a) of Section 1775 when determining the severity of the violation and what penalty to assess, and may waive the penalty for a first time violation that was unintentional and did not hinder the Labor Commissioner's ability to monitor and enforce compliance with the requirements of this chapter. (3) A higher tiered public works contractor or subcontractor shall not be liable for penalties assessed pursuant to paragraph (1) if the lower tier subcontractor's performance is in violation of the requi rements of Section 1725.5 due to the revocation of a previously approved registration. (4) A subcontractor shall not be liable for any penalties assessed against a higher tiered public works contractor or subcontractor pursuant to paragraph (1). A higher tiere d public works contractor or subcontractor may not require a lower tiered subcontractor to indemnify or otherwise be liable for any penalties pursuant to paragraph (1).
(i) The Labor Commissioner or his or her designee shall issue a civil wage and penalty assessment, in accordance with the provisions of Section 1741, upon determination of penalties pursuant to subdivision (g) and subparagraph (B) of paragraph (1) of subdivision (h). Review of a civil wage and penalty assessment issued under this subdivision may b e requested in accordance with the provisions of Section 1742 . The regulations of the Director of Industrial Relations, which govern proceedings for review of civil wage and penalty assessments and the withholding of contract payments under Article 1 (commencing with Section 1720) and Article 2 (commencing with Section 1770), shall apply. (j)(1) Where a contractor or subcontractor engages in the performance of any public work contract without having been registered in violation of the requirements of Section 1725.5 or this section, the Labor Commissioner shall issue and serve a stop order prohibiting the use of the unregistered contractor or the unregistered subcontractor on all public works until the unregistered contractor or unregistered subcontractor is registered. The stop order shall not apply to work by registered contractors or subcontractors on the public work.
(2) A stop order may be personally served upon the contractor or subcontractor by either of the following methods:
(A) Manual delivery of the order to the contractor or subcontractor personally. (B) Leaving signed copies of the order with the person who is apparently in charge at the site of the public work and by thereafter mailing copies of the order by first class mail, postage prepaid to th e contractor or subcontractor at one of the following:
(i) The address of the contractor or subcontractor on file with either the Secretary of State or the Contractors' State License Board.
(ii) If the contractor or subcontractor has no address on file wit h the Secretary of State or the Contractors' State License Board, the address of the site of the public work. (3) The stop order shall be effective immediately upon service and shall be subject to appeal by the party contracting with the unregistered contractor or subcontractor, by the unregistered contractor or subcontractor, or both. The appeal, hearing, and any further review of the hearing decision shall be governed by the procedures, time limits, and other requirements specified in subdivision (a) of Section 238.1. 706

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(4) Any employee of an unregistered contractor or subcontractor who is affected by a work stoppage ordered by the commissioner pursuant to this subdivision shall be paid at his or her regular hourly prevailing wage rate by that employer for any hours the employee would have worked but for the work stoppage, not to exceed 10 days.
(k) Failure of a contractor or subcontractor, owner, director, officer, or managing agent of the contractor or subcontractor to observe a stop ord er issued and served upon him or her pursuant to subdivision (j) is guilty of a misdemeanor punishable by imprisonment in county jail not exceeding 60 days or by a fine not exceeding ten thousand dollars ($10,000), or both.
(l) This section shall apply to any bid proposal submitted on or after March 1, 2015, and any contract for public work entered into on or after April 1, 2015. This section shall also apply to the performance of any public work, as defined in this chapter, on or after January 1, 2018, regardless of when the contract for public work was entered.
(m) Penalties received pursuant to this section shall be deposited in the State Public Works Enforcement Fund established by Section 1771.3 and shall be used only for the purposes specified in that section. (n) This section shall not apply to work performed on a public works project of twenty -five thousand dollars ($25,000) or less when the project is for construction, alteration, demolition, installation, or repair work or to work performed on a public works project of fifteen thousand dollars ($15,000) or less when the project is for maintenance work.

Section 1771.4. Additional requirements when bidding and awarding public works contracts

(a) All of the following are applicable to all public works projects that are otherwise subject to the requirements of this chapter:
(1) The call for bids and contract documents shall specify that the project is subject to compliance monitoring and enforcement by the Department of Industrial Relations. (2) The awarding body shall post or require the prime contractor to post job site notices, as prescribed by regulation.
(3) Each contractor and subcontractor shall furnish the records specified in Section 1776 directly to the Labor Commissioner, in the following manner:
(A) At least monthly or more frequently if specified in the contract with the awarding body. (B) In a format prescribed by the Labor Commissioner.
(4) If the contractor or subcontractor is no t registered pursuant to Section 1725.5 and is performing work on a project for which registration is not required because of subdivision (f) of Section 1725.5, the unregistered contractor or subcontractor is not required to furnish the reco rds specified in Section 1776 directly to the Labor Commissioner but shall retain the records specified in Section 1776 for at least three years after completion of the work.
(5) The department shall undertake those activities it deems necessary to monitor and enforce co mpliance with prevailing wage requirements.
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(b) The Labor Commissioner may exempt a public works project from compliance with all or part of the requirements of subdivision (a) if either of the following occurs:
(1) The awarding body has enforced an approved labor compliance program, as defined in Section 1771.5, on all public works projects under its authority, except those deemed exempt pursuant to subdivision (a) of Section 1771.5, continuously since December 31, 2011.
(2) The awarding body has entered into a collective bargaining agreement that binds all contractors performing work on the project and that includes a mechanism for resolving disputes about the payment of wages. (c) The requirements of paragraph (1) of subdivision (a) shall only apply to contracts for public works projects awarded on or after January 1, 2015.
(d) The requirements of paragraph (3) of subdivision (a) shall apply to all contracts for public work, whether new or ongoing, on or after January 1, 2016.

Section 1775. Penalties for violations

(a)(1) The contractor and any subcontractor under the contractor shall, as a penalty to the state or political subdivision on whose behalf the contract is made or awarded, forfeit not more than two hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing wage rates as determined by the director for the work or craft in which the worker is employed for any public work done under the contract by the contractor or, except as provided in subdivision (b), by any subcontractor under the contractor.
(2)(A) The amount of the penalty shall be determined by the Labor Commissioner based on consideration of both of the following:
(i) Whether the failure of the contractor or subcontractor to pay the correct rate of per diem wages was a good faith mistake and, if so, the error was promptly and voluntarily corrected when brought to the attention of the contractor or subcontractor.
(ii) Whether the contractor or subcontractor has a prior record of failing to meet its prevailing wage obligations.
(B)(i) The penalty may not be less than forty dollars ($40) for each calendar day, or portion thereof, for each worker paid less than the prevailing wage rate, unless the failure of the contractor or subcontractor to pay the correct rate of per diem wages was a good faith mistake and, if so, the error was promptly and voluntarily corrected when brought to the attention of the contractor or subcontractor. (ii) The penalty may not be less than eighty dollars ($80) for each calendar day, or portion thereof, for each worker paid less than the prevailing wage rate, if the contractor or subcontractor has been assessed penalties within the previous three years for failing to meet its prevailing wage obligations on a separate contract, unless those penalties were subsequently withdrawn or overturned. (iii) The penalty may not be less than one hundred twenty dollars ($120) for each calendar day, or portion thereof, for each worker paid less than the prevailing wage rate, if the Labor Commissioner determines that the violation was willful, as defined in subdivision (c) of Section 1777.1. (C) If the amount due under this section is collected from the contractor or subcontractor, any outstandin g wage claim under Chapter 1 (commencing with Section 1720) of Part 7 of Division 2 against that contractor 708

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or subcontractor shall be satisfied before applying that amount to the penalty imposed on that contractor or subcontractor pursuant to this section.
(D) The determination of the Labor Commissioner as to the amount of the penalty shall be reviewable only for abuse of discretion.
(E) The difference between the prevailing wage rates and the amount paid to each worker for each calendar day or portion thereof for which each worker was paid less than the prevailing wage rate shall be paid to each worker by the contractor or subcontractor, and the body awarding the contract shall cause to be inserted in the contract a stipulation that this section will be complied with. (b) If a worker employed by a subcontractor on a public works project is not paid the general prevailing rate of per diem wages by the subcontractor, the prime contractor of the project is not liable for any penalties under subdivision (a) unless the prime contractor had knowledge of that failure of the subcontractor to pay the specified prevailing rate of wages to those workers or unless the prime contractor fails to comply with all of the following requirements:
(1) The contract executed b etween the contractor and the subcontractor for the performance of work on the public works project shall include a copy of the provisions of this section and Sections 1771, 1776, 1777.5, 1813, and 1815.
(2) The contractor shall monitor the payment of the specified general prevailing rate of per diem wages by the subcontractor to the employees, by periodic review of the certified payroll records of the subcontractor. (3) Upon becoming aware of the failure of the subcontractor to pay his or her workers the specified prevailing rate of wages, the contractor shall diligently take corrective action to halt or rectify the failure, including, but not limited to, retaining sufficient funds due the subcontractor for work performed on the public works project. (4) Prior to making final payment to the subcontractor for work performed on the public works project, the contractor shall obtain an affidavit signed under penalty of perjury from the subcontractor that the subcontractor has paid the specified general prevailing rate of per diem wages to his or her employees on the public works project and any amounts due pursuant to Section 1813. (c) The Division of Labor Standards Enforcement shall notify the contractor on a public works project within 15 days of the receipt by the Division of Labor Standards Enforcement of a complaint of the failure of a subcontractor on that public works project to pay workers the general prevailing rate of per diem wages.

Section 1776. Payroll records; retention; inspection; redacted information; agencies entitled to receive nonredacted copies of certified records; noncompliance penalties; rules

(a) Each contractor and subcontractor shall keep accurate payroll records, showing the name, address, social security number, work classification, straight tim e and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by him or her in connection with the public work. Each payroll record shall contain or be verified by a wr itten declaration that it is made under penalty of perjury, stating both of the following:
(1) The information contained in the payroll record is true and correct. (2) The employer has complied with the requirements of Sections 1771 , 1811, and 1815 for any work performed by his or her employees on the public works project. 709

Attachment No. 1

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Orange City CouncilOctober 11, 2022

Orange City Council
October 11, 2022