2. Scope of Services and Schedule
IDS’ step-by-step work plan for the City of Santa
Ana Public Health and Programming Project
proceeds as follows:
Task 1: Pre-Design
• Introduction of City team and IDS Project
Team in the Kick Off Meeting
• Discuss scope of work, project goals and
objectives, potential elements and issues,
schedule, review of existing information and
site investigation
• Review the initial list of intended/potential
program for the indoor and outdoor facilities
• Review summary list of available
documents and project timeframe
• Confi rm regulatory requirements for the
intended program
• Conduct Site Survey
• CASp inspection
• Perform soil / geotechnical testing
Deliverables
• Meeting agenda & Meeting minutes
• Work Task Plan & Schedule,
• Geotechnical Report and Site Survey
• CASp Report
Task 2: Concept Design
• Meetings with City Staff to brainstorm and
review potential layouts
• Conduct workshops sessions with the
stakeholders
• Meeting with public meetings to provide
the community an opportunity to review the
concept designs and provide
• Identify historic features that might be
impacted by design and/or present the
opportunity to restore character-de fi ning
architectural features
Deliverables
• Provide up to three (3) schematic concept
designs,
• Provide minimum of four (4) perspective
drawings/renderings for each the following:
overlooking the plaza from Civic Center
Plaza, plaza leading to the new restrooms,
breezeway leading to Council Chambers,
new restrooms outside of Council Chambers,
and tenant improvement of the existing
restrooms inside the Council Chambers.
Task 3: Design Development (50% plans)
• Develop schematic design based on the
approved conceptual design plan
• Include survey, civil design, geotechnical
investigation and report (for soils analysis),
infi ltration testing, architectural design,
landscape architectural design, structural
design, interior design, furniture selection,
electrical engineering, mechanical and
plumbing engineering, draft technical
specifi cations and “opinion of estimated
cost’.
Deliverables
• 50% set of plans including site section
studies
• Draft (Outline) specifi cations
• Opinion of Probable Cost
Task 4: Construction Documents (90% and
100% plans)
• Refi ne the approved deliverables from
the Design Development phase into 90%
Construction Documents as enumerated in
the RFP.
• Complete detailed engineering and
update 90% CD set as 100% Construction
Documents to serve as the basis or both
bidding and construction by a general
contractor.
• Process to include plan check submittal of
the 90% CD set, processing through plan
check to “permit ready to issue” status
(100% CD set).
Deliverables
• 100% Construction Drawings
• Technical specifi cations
• Final Opinion of Probable Cost
Task 5: Bid Advertisement, Construction
Administration, Record Drawings
• Bid Advertisement: provide support to the
City during the Bidding phase by assisting
with questions, requests for information/
clarifi cation, or con fl icts arising out of the
bidding process. Consultant shall also attend
pre-bid meeting, if scheduled.
• Construction Administration: provide
support to the City during the Construction
Administration phase by assisting with
questions, requests for information/
clarifi cation, and/or reviewing submittals.
• Record Drawings / As-built Plans: upon
construction completion, consultant shall
incorporate as-built information, as provided
by the General Contractor, into the drawing
fi les to provide record drawings for City
archives.
City Council
16 –
30 10/4/2022
ID
Task
Mode
Task Name Duration Start Finish Predecessors
1 2 Notice to Proceed 0 days Tue 5/3/22 Tue 5/3/22
3 Task 1: Pre-Design 21 days Tue 5/3/22 Tue 5/31/22
4 Kick Off Meeting 1 day Tue 5/3/22 Tue 5/3/22 2
5 Interview 5 days Wed 5/4/22 Tue 5/10/22 4
6 Review existing information 10 days Wed 5/11/22 Tue 5/24/22 5 7 Develop Work Task Plan & Schedule 5 days Wed 5/25/22 Tue 5/31/22 6 8 Site Survey 10 days Wed 5/4/22 Tue 5/17/22 4
9 Geo Tech Investigation 14 days Wed 5/4/22 Mon 5/23/22 4 10 Task 2 : Concept Design 61 days Wed 6/1/22 Wed 8/24/22 11 Meeting with the City staff 1 day Wed 6/1/22 Wed 6/1/22 7 12 Prepare Concept Design Deliverable 20 days Thu 6/2/22 Wed 6/29/22 11 13 Workshop & Community Outreach 20 days Thu 6/30/22 Wed 7/27/22 12 14 Implement Comments & Input from the City 10 days Thu 7/28/22 Wed 8/10/22 13 15 City Review & approval 10 days Thu 8/11/22 Wed 8/24/22 14 16 Task 3 : Design Development (50% CD) 65 days Thu 8/25/22 Wed 11/23/22 17 Prepare Design Development based on the approved
Conceptual Design
15 days Thu 8/25/22 Wed 9/14/22 15
18 Review Meeting with City to develop further interior & exterior material finishes
5 days Thu 9/15/22 Wed 9/21/22 17
19 Prepare Construction Cost Estimate 5 days Thu 9/22/22 Wed 9/28/22 18 20 Architectural Engineering Development & Production 30 days Thu 9/29/22 Wed 11/9/22 19 21 City Internal Review 10 days Thu 11/10/22 Wed 11/23/2220 22 Task 4 : Construction Documents (90% & 100% CD) 90 days Thu 11/24/22 Wed 3/29/23 23 Construction Drawings 90% CD 30 days Thu 11/24/22 Wed 1/4/23 21 24 Provide Specifications & Schedule for 90% CD 10 days Thu 1/5/23 Wed 1/18/23 23 25 Constructability Reviews 5 days Thu 1/19/23 Wed 1/25/23 24 26 Address Constructability Review 10 days Thu 1/26/23 Wed 2/8/23 25 27 Update Probable Construction Cost 5 days Thu 2/9/23 Wed 2/15/23 26 28 Plan Check Submittal & Responses to 100% CD 30 days Thu 2/16/23 Wed 3/29/23 27 29 Task 5 : Bid Advertisement, CA & Record Drawings 207 days Thu 3/30/23 Fri 1/12/24 30 Bid Advertisement 10 days Thu 3/30/23 Wed 4/12/23 28 31 Job Walk 1 day Thu 4/13/23 Thu 4/13/23 30
32 Bid Period 15 days Fri 4/14/23 Thu 5/4/23 31
33 Award Construction Contract 15 days Fri 5/5/23 Thu 5/25/23 32 34 Provide conformed set of construction document 1 day Fri 5/26/23 Fri 5/26/23 33 35 Mobiliazation 10 days Mon 5/29/23 Fri 6/9/23 34
36 Demolition & Site Prep 20 days Mon 6/12/23 Fri 7/7/23 35 37 New Construction 120 days Mon 7/10/23 Fri 12/22/23 36 38 Punch List 5 days Mon 12/25/23Fri 12/29/23 37
39 Subtantial Completion 0 days Fri 12/29/23 Fri 12/29/23 38 40 Prepare & Submit Record Drawings 10 days Mon 1/1/24 Fri 1/12/24 39 5/3
12/29
SMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMTWTFSSMT May 1, '22May 8, '22May 15, '22May 22, '22May 29, '22Jun 5, '22Jun 12, '22Jun 19, '22Jun 26, '22Jul 3, '22Jul 10, '22Jul 17, '22Jul 24, '22Jul 31, '22Aug 7, '22Aug 14, '22Aug 21, '22Aug 28, '22Sep 4, '22Sep 11, '22Sep 18, '22Sep 25, '22Oct 2, '22Oct 9, '22Oct 16, '22Oct 23, '22Oct 30, '22Nov 6, '22Nov 13, '22Nov 20, '22Nov 27, '22Dec 4, '22Dec 11, '22Dec 18, '22Dec 25, '22Jan 1, '23Jan 8, '23Jan 15, '23Jan 22, '23Jan 29, '23Feb 5, '23Feb 12, '23Feb 19, '23Feb 26, '23Mar 5, '23Mar 12, '23Mar 19, '23Mar 26, '23Apr 2, '23Apr 9, '23Apr 16, '23Apr 23, '23Apr 30, '23May 7, '23May 14, '23May 21, '23May 28, '23Jun 4, '23Jun 11, '23Jun 18, '23Jun 25, '23Jul 2, '23Jul 9, '23Jul 16, '23Jul 23, '23Jul 30, '23Aug 6, '23Aug 13, '23Aug 20, '23Aug 27, '23Sep 3, '23Sep 10, '23Sep 17, '23Sep 24, '23Oct 1, '23Oct 8, '23Oct 15, '23Oct 22, '23Oct 29, '23Nov 5, '23Nov 12, '23Nov 19, '23Nov 26, '23Dec 3, '23Dec 10, '23Dec 17, '23Dec 24, '23Dec 31, '23Jan 7, '24Jan 14, '24 Task
Split
Milestone
Summary
Project Summary
External Tasks
External Milestone
Inactive Task
Inactive Milestone
Inactive Summary
Manual Task
Duration-only
Manual Summary Rollup
Manual Summary
Start-only
Finish-only
Deadline
Progress
Project: Santa Ana Plaza - Microso
Date: Tue 5/3/22
Project Schedule
City Council
16 –
31 10/4/2022
EXHIBIT C
City Council
16 –
32 10/4/2022
City of Santa Ana
Public Health and
Wellness Programming
1 Peters Canyon Road, Suite 130 | Irvine, California 92606 | T: (949) 387-8500 | www.idsgi.com RFP # 22-062
May 4, 2022
Fee Proposal for
City Council
16 –
33 10/4/2022
IDS
COST EST
Principal
PM / Project Arch
Designer
Principal
PM / Project Engr
Designer
Principal
PM / Project Engr
Designer
Principal
PM / Project Engr
Designer
Principal
PM / Project Engr
Designer
Survey Crew
PM / Project Engr
Designer
Sr. Cost Est
$ 216 $ 178 ### $ ### 178 $ 104 $ 216 $ 178 $ 104 $ 216 $ 178 $ 104 $ 216 $ 178 $ 122 $ 290 $ 178 $ 122 $ 153 Task 1: Pre‐Design 9,392.00$ 1,276.00$ 2,056.00$ 2,056.00$ 1,958.00$ 15,848.00$ ‐$ 32,586.00$ Kick off Meeting with City Staff 2 4 1 1 1 1 1 4 15 1,144.00$ ‐$ 394.00$ 394.00$ 178.00$ 712.00$ ‐$ 2,822.00$ Information gathering 8 2 2 2 2 2 8 26 1,656.00$ 208.00$ 208.00$ 208.00$ 356.00$ 1,424.00$ ‐$ 4,060.00$ Identify project goals, objectives & criteria 8 22244 2 2 1,424.00$ 356.00$ 356.00$ 356.00$ 712.00$ 712.00$ ‐$ 3,916.00$ Perform Site Survey 2334 2 4 8 24 6 8 ‐$
356.00$ 534.00$ 534.00$ 712.00$ 11,312.00$ ‐$ 13,448.00$ Provide
Pre‐Design deliverables 16 20 2 2 2 2 2 4 8 58 5,168.00$ 356.00$ 564.00$ 564.00$ ‐$ 1,688.00$ ‐$ 8,340.00$ Task 2: Concept Design 28,120.00$ 460.00$ 1,098.00$ 994.00$ 1,678.00$ 1,512.00$ ‐$ 33,862.00$ (3) Meetings with City Staff 8 12 3 3 2 3 8 39 3,864.00$ ‐$ 534.00$ 534.00$ 966.00$ 648.00$ ‐$ 6,546.00$ (3) Public Meeting 8 40 32 48 4 12,560.00$ ‐$ ‐$ ‐$ ‐$ ‐$ ‐$ 12,560.00$ Provide
(3) schematic concept design 4 40 32 2 1 2 2 2 1 4 16 24 130 11,696.00$ 460.00$ 564.00$ 460.00$ 712.00$ 864.00$ ‐$ 14,756.00$ Task 3: Design Development 32,412.00$ 3,660.00$ 4,630.00$ 6,138.00$ 9,320.00$ 10,880.00$ 2,448.00$ 69,488.00$ Design Development Drawings 50% CD 20 54 80 1 8 16 16 12 1 20 20 2 20 32 24 40 366 23,212.00$ 3,304.00$ 4,096.00$ 5,856.00$ 7,896.00$ 9,152.00$ ‐$ 53,516.00$ Specifications
& Schedule for 50% CD 10 20 30 1 2 1 8 4 76 9,200.00$ 178.00$ 356.00$ 104.00$ 1,424.00$ 1,728.00$ ‐$ 12,990.00$ Provide
Cost Estimate for 50% CD 1 1 1 16 19 ‐$
178.00$ 178.00$ 178.00$ ‐$ ‐$ 2,448.00$ 2,982.00$ Task 4: Construction Documents (90% & 100%) 36,376.00$ 2,680.00$ 5,782.00$ 9,414.00$ 17,618.00$ 13,952.00$ 2,448.00$ 88,270.00$ Construction Drawings 90% CD 20 40 60 1 4 10 16 16 1 20 40 4 28 40 24 40 364 18,400.00$ 1,968.00$ 4,512.00$ 7,936.00$ 10,728.00$ 9,152.00$ ‐$ 52,696.00$ Provide
Specifications & Schedule for 90% CD 8 20 20 2 1 8 8 67 7,608.00$ 356.00$ ‐$ 104.00$ 1,424.00$ 1,424.00$ ‐$ 10,916.00$ Update
Cost estimations 1 1 16 18 ‐$
178.00$ ‐$ 178.00$ ‐$ ‐$ 2,448.00$ 2,804.00$ Address Constructability Review 16 16 2 1 1 2 8 10 56 4,704.00$ ‐$ 460.00$ 386.00$ 2,644.00$ ‐$ ‐$ 8,194.00$ Plan Check Submittal & Responses to 100% C D 2 4 1 2 1 114114 9 1 0 8 1 6 9 2 5,664.00$ 178.00$ 810.00$ 810.00$ 2,822.00$ 3,376.00$ ‐$ 13,660.00$ Task 5: Bid, Construction Administration, Record Drawings 37,480.00$ 1,276.00$ 3,712.00$ 4,424.00$ 9,366.00$ 10,244.00$ ‐$ 66,502.00$ Provide Bid Support 2 4 224 7 3 9 4,272.00$ ‐$ 356.00$ 356.00$ 1,566.00$ ‐$ ‐$ 6,550.00$ Construction Administration 120 80 6 6 20 10 20 24 10 296 30,640.00$ 1,068.00$ 3,148.00$ 3,860.00$ 5,492.00$ 6,964.00$ ‐$ 51,172.00$ Provide
Record Drawings / As‐Built Plans 4 16 222 2 16 44 2,568.00$ 208.00$ 208.00$ 208.00$ 2,308.00$ 3,280.00$ ‐$ 8,780.00$ Sub Total 143,780.00$ 9,352.00$ 17,278.00$ 23,026.00$ $ 39,940.00 52,436.00$ 4,896.00$ 290,708.00$ 18,685$
5,200$
8,915$
7,525$
5,400$
45,725.00$
336,433.00$
IDS Group, Inc.
May 4, 2022
City of Santa Ana
Fee Proposal for Public Health Plaza and Wellness Programming RFP NO.: 22‐062
Billing Rate
Historical Consultant
Total Project Fee
Total Subconsultant Fee
Subconsultants
TOTAL
Landscape Architect Sub‐Consultant
Audio Visual Engineering Sub‐Consultant
Geotechnical & Hazardous Materials
IDS
CIVIL
IDS
ARCHITECTURE
IDS
MECHANICAL
IDS
PLUMBING
IDS
ELECTRICAL
IDS
STRUCTURAL
Certified Access Specialist
Total
IDS Cost Estimate
IDS Civil
IDS Architecture
IDS Mechanical
IDS Plumbing
IDS Electrical
IDS Structural
1/1
City Council
16 – 34
10/4/2022
IDS GROUP , INC.
2022 Rate Sheet
Title - Association Hourly Rate
Principal $216
Associate Principal $202
Senior Project Manager | Associate $191
Project Manager $178
Senior Architect | Engineer $166
Senior Cost Estimator $153
Project Architect | Engineer $153
Designer Architect | Engineer $139
Engineering Designer - BIM $122
Two Man Survey Crew $290
Architectural Job Captain | Designer $116
CAD Drafting Engineer | Architect $104
Office Administration $64
Expenses such as, but not limited to plan check fees, permits inspections, testing services, title company fees, special delivery charges, plotting/presentation boards, maps, aerial photographs, and reprographics / illustrations that may be required for community or other stakeholder presentations, shall be billed to the owner at Consultant’s direct cost plus 5%.
City Council
16 –
35 10/4/2022
Coastal SAGE Landscape Architecture
LANDSCAPE ARCHITECTURE & PLANNING
BILLING STRUCTURE
CSLA rates of compensation are as follows:
Key Personnel Hourly Rate
$150.00
$ 85
.00
Principal Landscape Architect
Landscape Architect
Field & CAD Support
Graphics
$ 60.00
$ 50.00
City Council
16 –
36 10/4/2022
GROUP DELTA CONSULTANTS, INC.
FEE SCHEDULE & TERMS AND CONDITIONS
2022
HOURLY CHARGES FOR PERSONNEL
(Engineer/Geologist/Scientist)
PRINCIPAL $235
ASSOCIATE $215
SENIOR $185
PROJECT $170
STAFF $155
DESIGNER / ILLUSTRATOR / AUTOCAD $105
TECHNICAL / PROJECT SUPPORT / ADMIN $90
DRIVER /PICKUP & DELIVERY OF SAMPLES STAFF $75
TESTING & INSPECTION SERVICES
SENIOR ENVIRONMENTAL TECHNICIAN $145
ENVIRONMENTAL TECHNICIAN $110
TECHNICIAN / INSPECTOR $90
AWS/CWI SPECIAL INSPECTOR $110
UT/MT NON‐DESTRUCTIVE SPECIAL INSPECTOR $120
TECHNICIAN / INSPECTOR – PREVAILING WAGE $120
AWS/CWI SPECIAL INSPECTOR – PREVAILING WAGE $135
UT/MT NON‐DESTRUCTIVE SPECIAL INSPECTOR – PREVAILING WAGE $150
BASIS OF CHARGES
Minimum Charges (Field Services)
2-Hour Minimum: ....................................................................................... Show-Up Cancellation, no work performed 4-Hour Minimum: ............................................................................................................. 1-4 hours of work performed 8-Hour Minimum: ........................................................................................................ over 4 hours of work performed
City Council
16 –
37 10/4/2022
Group Delta Consultants, Inc.
Schedule of Fees 2022
Regular Time
The first 8 hours worked Monday through Friday between 5:00 am and 5:00 pm . In the event that project related equipment is required to be transported to and from the project site, other than hand tools, the time required to do so shall be considered hours worked and will be billed as such.
Premium Charges
Over 8 hrs. on weekdays, up to 8 hrs. on Saturdays: .......................................................................... 1.5 x Hourly Rate Over 12 hrs. on weekdays, over 8 hrs. on Saturdays, Sunday, Holiday: .............................................. 2.0 x Hourly Rate
Travel and Per Diem
Travel time will be charged at the base hourly rate of $65. Multi -day projects requiring overnight accommodations will be subject to Daily Per Diem charge.
Mileage (per current IRS rate): .................................................................................................................... $0.585/mile Per Diem (meals/lodging) ................................................................................................................... .......... $250/day
Pickups
Sample pickups occurring after hours or on weekends to comply with ASTM standards (required to be transported to the final curing location within 48 hours of casting) may be subject to premium charges (overtime).
Rush Charges For Laboratory Services
Expedited turnaround is available for some tests at the following premiums above list price.
Same day service ................................................................................................................. 100% based on availability 1 day turnaround ..................................................................................................................................................... 80% 2 day turnaround ..................................................................................................................................................... 60% 3 day turnaround ..................................................................................................................................................... 40% 4 day turnaround ..................................................................................................................................................... 25%
Charges for Subcontracted Services
Outside Services/Subconsultants/Subcontractors: .................................................................................. Cost Plus 15%
Reimbursable Expenses
Parking, air fare, car rental, food and lodging, etc.: ................................................................................. Cost Plus 15%
Equipment/Supply Charges
Hazardous Gas Safety Monitor ......................................................................................................................... $30/hour Photo Ionization Detector ............................................................................................................................... $40/ hour XRF Device ....................................................................................................................................................... $110/Day Nuclear Density Gauge ...................................................................................................................................... $8/ hour Field Vehicle ..................................................................................................................................................... $10/ hour Field Storage Unit (Connex Box) ................................................................................................................. $500/month
City Council
16 –
38 10/4/2022
Group Delta Consultants, Inc.
Schedule of Fees 2022
LABORATORY TESTING
(unit cost)
SOIL AND ROCK TESTS
CLASSIFICATION AND INDEX TESTS:
Atterberg Limits, Plasticity Index (ASTM D4318) .................... $182 Non Plastic .............................................................. $127 Moisture Content (ASTM D2216) ............................................. $30 Sieve Analysis % Passing #200 Sieve (ASTM D1140) ................. $66 Sieve Analysis w/o Hydrometer (ASTM D422) ........................ $120 Sieve Analysis w/ Hydrometer (ASTM D422) .......................... $210 pH of Soil (CTM 643) ................................................................. $50 Soil Resistivity (CTM 643).......................................................... $99 Soluble Sulfate (CTM 417) ........................................................ $50 Soil Chloride Content (CTM 422) .............................................. $72 Corrosivity Series; Sulfate, Chloride, pH, Resistivity
(CTM643, 417, 422) ................................................ $270 Specific Gravity of Soil (ASTM D854) ...................................... $132 Unit Weight/Moisture Content, wax (ASTM D2937) ................ $50 Unit Weight/Moisture Content,
Shelby tube (ASTM D2937) ....................................... $55 Unit Weight/Moisture Content,
ring sample (ASTM D2937) ....................................... $28
STRENGTH TESTS:
Direct Shear, Residual (ASTM D3080) ..................................... $800 Direct Shear, Consolidated (ASTM D3080) ............................. $265 Direct Shear, Consolidated (ASTM D3080), Remolded ........... $330 R-Value, (ASTM D2844, CTM 301) .......................................... $330 R-Value, Lime Treated in Lab (ASTM D2844, CTM 301) .......... $390 R-Value, Aggregate Base (ASTM D2844, CTM 301) ................. $375 R-Value, (less than 5) (ASTM 2844, CT 301) ............................ $125 California Bearing Ratio (D1883) ............................................ $800 Torsional Ring Shear (ASTM D7608) ....................................... $780 Vane Shear Test (ASTM D4648) ................................................ $50 Unconfined Compression (ASTM D2166) ............................... $176
VOLUMETRIC CHANGE:
Consolidation Test (ASTM D2435), w/o time rate .................. $292 Consolidation Test (ASTM D2435), w/ time rate .................... $385 Consolidation Test (ASTM D2435), single point ...................... $160 Free Swell ............................................................................... $245 Double Oedometer ................................................................. $430 Expansion Index (ASTM D4829) ................................................ $99 Response to Wetting (ASTM D4546) ...................................... $116 Soil Suction (ASTM D5298) ................................................... Quote
PERMEABILITY:
Permeability of Granular Soil (ASTM D2434) ........................ Quote
SOIL AND ROCK TESTS
COMPACTION:
Maximum Density and Optimum Moisture (ASTM D1557)
4” Mold ................................................................... $220 4” with rock correction ........................................... $235 6” Mold ................................................................... $250 6” with rock correction ........................................... $265 Maximum Density Check Point (ASTM D1557) ........................ $66 Moisture Density of Soil-Cement Mixtures (ASTM D558) .... Quote California Impact Compaction, test only (CTM 216) .............. $220
AGGREGATE/SUBGRADE:
Abrasion Test (ASTM C131/C535)
100 and 500 Revs ..................................................... $275 500 & 1000 Revs ....................................................... $303 200 and 1000 Rev ..................................................... $303 500 revs only ............................................................ $138 1000 revs only .......................................................... $165 Clay Lumps/Friable Particles (ASTM C142) ............................... $132 Durability Index, Coarse (ASTM D3744/CTM229) .................... $149 Durability Index, Fine (ASTM D3744/CTM229) ........................ $127 Durability Index, Coarse & Fine (ASTM D3744/CTM229) ........ .$275 Organic Impurities (ASTM C40) .................................................. $88 Percent Fractured Aggregate (ASTM D5821) per sieve size ....... $33 Fine Aggregate Angularity (ASTM C1252) ................................ $180 Sand Equivalent (ASTM D2419) ................................................ $115 Sieve Analysis (ASTM C136)
fine aggregate ........................................................... $120 coarse aggregate ...................................................... $105 Specific Gravity and Absorption:
fine aggregate (ASTM C128) ..................................... $165 coarse aggregate (ASTM C127) ................................ $135 Sulfate Soundness (ASTM C88) per sieve size .......................... $150 Cleanness Value (CTM 227) ...................................................... $145
Flat & Elongated Particles,
(ASTM D4791) Per Screen Size .................................. $33 Unit Weight of Aggregate, loose/dry rod (ASTM C29) ............... $90
SAMPLE PREPARATION
Sample preparation such as hand-cutting of samples, extraction from samplers, processing, and mixing of stabilized soils will be charged in addition to the individual test at the Engineering Technician hourly rate ............................................................................................. $95
City Council
16 –
39 10/4/2022
Group Delta Consultants, Inc.
Schedule of Fees 2022
LABORATORY TESTING, CONTINUED
(unit cost)
CONSTRUCTION MATERIALS
ASPHALT CONCRETE:
Bulk Specific Gravity of Core,
Coated (CTM 308, ASTM D1188) ................................ $83 Hveem Unit Weight (CTM 304/308), set of 3 ........................... $295 Hveem Unit Weight (ASTM D2726), set of 2 ............................ $235 Stabilometer /Hveem (ASTM1560, ASTM 2726) set of 2 .......... $335 Stabilometer /Hveem (CT 366) set of 3 .................................... $360 Stabilometer Only, (CT 366) set of 3 ......................................... $297 Stabilometer Only, (ASTM D1560) set of 2 ............................... $253 Bulk Sp. Gravity (Rice) (ASTM D2041) ....................................... $176 Bulk Sp. Gravity (Rice) (CT309) ................................................... $88 Asphalt Concrete JMF Verification.......................................... Quote Marshall Unit Weight (ASTM D1559), 3 plug average .............. $281 Marshall Stability/Flow (ASTM D1560), set .............................. $290 Percent Bitumen (CTM 382) ..................................................... $138 Percent Bitumen & Gradation (CTM 382/202) ......................... $264 Film Stripping (CTM 302 ) ......................................................... $259 HMA Moisture Content (CTM 371) ............................................. $44 Ignition Oven Correction Factor
Aggregate and oil ...................................................... $780 Ignition Oven Correction Factor
Aggregate and oil w/ RAP ......................................... $900 Hveem AC Mix Design ............................................................. Quote Marshall AC Mix Design .......................................................... Quote Tensile Strength Ratio (TSR) …………………………………………………Quote
REINFORCED CONCRETE TESTS:
Compressive Strength, per cylinder (ASTM C39) ........................ $35 Compressive Strength, per core (ASTM C39/42) ........................ $72 Flexural Strength, 6x6x18 beam (ASTM C78) .............................. $90 Compressive Strength, Shotcrete Panel,
Set of 3 (ASTM C39/42) ............................................. $360 Compressive Strength of Shotcrete, per core ............................. $72 Removal of Shotcrete Cores, In Lab, each .................................. $80 Compressive Strength, Light Weight Concrete Fill ..................... $35 Compressive Strength, Soil Cement ............................................ $44 Drying Shrinkage, 3 specimens, 28-day .................................... $413
CONSTRUCTION MATERIALS
REINFORCED CONCRETE TESTS: (cont.)
Tensile Strength, Splitting (ASTM C496) ......................... $100 Petrographic Analysis of Cementitious Mat. ................. Quote Cement Content Analysis of Conc. (ASTM C1084) ........ Quote Coefficient of Thermal Expansion. ................................ Quote Concrete Trial Batch w/ lab testing ............................... Quote
STRUCTURAL MASONRY:
Compressive Strength Prism, All Sizes, each…………………$132
Compressive Strength of Masonry Block,
Set of 3 (ASTM C140) ...................................... $396 Linear Shrinkage of Masonry Blk., set of 3 (ASTM C426) $363 Shear Test of Masonry Cores, 6” (DSA) ........................... $110 Compressive Strength of Masonry Cores, 6” .................... $72 Dimensions of Masonry Block, Set of 3 (ASTM C140) ....... $60 Absorption of Masonry Block (ASTM C140),
Set of 3 ............................................................................ $138 Unit Weight of Masonry Block (ASTM C140),
Set of 3 ............................................................................ $110 Moisture Content of Masonry Block (ASTM C140),
Set of 3 ............................................................................ $110 Mortar Compressive Strength
2x2x2, per cube (ASTM C109) ........................................... $39 2x4, per cylinder (UBC STD 21-16) .................................... $45 Grout Compressive Strength
3x3x6, per prism (UBC STD 21-18) .................................... $72 Brick Compressive Strength, 5 brick set (ASTM C67) ...... $292 Brick Absorption Test (ASTM C67)
5 or 24-hour submersion, 5 brick set .............................. $292 1, 2, or 5-hour boiling, 5 brick set ................................... $292 Efflorescence, Brick, 5 brick set (ASTM C67) ................... $290 Modulus of Rupture, 5 brick set (ASTM C67) .................. $209 Moisture As-Received, 5 brick set (ASTM C67) ............... $180 Saturation Coefficient/Absorption, 5 brick set
(requires 24 hr. Submersion and 5 hr. boil Absorption
test prior to calculation) ................................................ $143
Modulus of Elasticity (ASTM C469) ........................................... $248
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Group Delta Consultants, Inc.
Schedule of Fees 2022
LABORATORY TESTING, CONTINUED
(unit cost)
CONSTRUCTION MATERIALS
STRUCTURAL STEEL :
High Strength Bolt Testing (ASTM F606)
Hardness, bolt, washer, or nut, each .................... $28 Bolt Wedge Tensile, each ....................................... $83 Bolt Proof Load, each ............................................. $60 Nut Proof Load, each ............................................. $50 Bolt Assembly Test Series, Set of 3 ...................... $780 Set-Up, if less than three bolts are submitted ....................... $80 Rebar, Tensile Test (ASTM A370)
No. 3 bar to No. 14 bar .......................................... $75 No. 18 bar ............................................................ $200 Rebar, Bend Test (ASTM A370) .............................................. $63 Welded Rebar – Hoops (CTM 670) ........................................ $75 Mechanically Spliced (CTM 670)
No. 3 bar to No. 14 bar ........................................ $100 No. 18 bar ............................................................ $200 Slippage Test in Addition to Tensile, each ............. $75 Structural Steel, Tensile Test (ASTM A370)
100k or less ............................................................ $85 101k-200k ............................................................ $105
STRUCTURAL STEEL: (cont.)
Structural Steel, Bend Test ..................................................... $75 Structural Steel, Pipe Flattening Test ..................................... $66 Seven Wire Strand, Tensile/MOE (ASTM A416) ................... $230 Seven Wire Strand, Tensile Only (ASTM A416) .................... $155 Machining and Prep. of Structural Steel ............................ Quote Structural Steel Chemical Analysis ..................................... Quote Skidmore Bolt Calibration, In Lab ......................................... $170 Weld Procedure Qualification Test, Rebar ........................... $325 Welder Qualification Test, Rebar ......................................... $175 Weld Procedure Qualification Test ...................................... $375 Welder Qualification Test................................................... Quote Carbon Equivalent ................................................................ $150 Carbon Equivalent, Including Calculation ............................. $200 Macroetch Test of Welds ..................................................... $110 Nelson Stud Tensile (ASTM A370) ...................................... Quote Charpy Impact Testing ........................................................ Quote
FIREPROOFING:
Spray-Applied Fireproofing, Density (ASTM E605)
Oven-Dry Method ............................................................ $60 Displacement Method ...................................................... $75
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Architectural Resources Group
Education
Master of Heritage Conservation,
University of Southern California
University of Oregon, Eugene
Historic Preservation Field School
in Canova, Italy
Bachelor of Arts, Art (Painting/
Drawing), Whitworth College,
Spokane, Washington
Meets the Secretary of
the Interior’s Professional
Qualifications Standards in
Architectural History
Memberships
President-Elect, Docomomo US
Founding President, Docomomo
US, Southern California Chapter
Los Angeles Conservancy
Society of Architectural Historians,
Southern California Chapter
Los Angeles Headquarters
Association (LAHQ)
Academic Involvement
Adjunct Assistant Professor,
University of Southern California.
Current courses taught:
Introduction to Historic Site
Documentation, and Advanced
Documentation: Historic Resources
Surveys
KATIE E. HORAK
Principal | Architectural Historian & Preservation Planner Katie is a Los Angeles-area native and Principal in ARG’s Los Angeles office. She has nearly twenty years experience in the field of historic resource management in both the public and private sectors. Katie is a recognized leader in the industry, bringing creative and innovative solutions to complex issues related to historic site documentation, management, and adaptive re-use. Katie brings expertise in policies related to the California Environmental Quality Act (CEQA), preservation tax incentives, Secretary of the Interior’s Standards compliance, and issues surrounding recent-past resources and intangible heritage.
Relevant Project Experience
▪ City of Santa Ana, On-Call Environmental and Planning Services, Santa Ana, CA ▪ Pacific Electric Substation #14, Standards Compliance Review, Santa Ana, CA ▪ 302 W. 4th Street Historic Preservation Consulting Services, Santa Ana, CA ▪ Standard/McFadden Park Cultural Resources Records Search, Santa Ana, CA ▪ 1411 N. Broadway Historical Resource Assessment, Santa Ana, CA ▪ 1800 E. La Veta Peer Review, Orange, CA
▪ City of Anaheim, On-Call Historic Resources Consulting, Anaheim, CA ▪ City of Tustin, Citywide Historic Resources Survey, Tustin, CA ▪ 574 S. Glassell Street, Historic Resources Evaluation, Orange, CA ▪ 305 S. Main Street Historic Preservation Consulting Services, Orange, CA ▪ City of Dana Point, On-Call Preservation Consulting Services, Dana Point, CA ▪ City of Dana Point, Historic Resources Inventory Update, Dana Point, CA ▪ 35147 Beach Road, Project Impacts Evaluation, Dana Point, CA Selected Lectures & Speaking Engagements
▪ “Culture, Community, and the Holiday Bowl,” Save As: NextGen Heritage Conservation podcast, featured interviewee. December, 2021
▪ “Minoru Yamasaki and the ‘World’s Most Beautiful Hotel’” Preserving the City of the Future: Civic and Corporate Los Angeles in the 20th Century, Los Angeles County Museum of Art (LACMA), June 2019
▪ “Preservation Possibilities for 1990s Architecture,” Preserving the Recent Past Conference, Los Angeles, March 2019
▪ “Implementing Heritage Surveys and Digital Inventories,” National Trust for Canada Conference, Fredericton, New Brunswick, Oct. 2018
▪ “Historic Surveys and Designation: From Identification to Nomination.” California Preservation Foundation Workshop, January 2016.
▪ “Beyond Mid-Century Modern,” California Preservation Conference, May 2015.
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Architectural Resources Group
EVANNE ST. CHARLES
LEED AP O+M, Senior Associate | Architectural Historian & Preservation Planner Evanne is an Architectural Historian and Preservation Planner in ARG’s Los Angeles office with ten years of experience in historic resource management. She has managed and contributed to a range of historic preservation projects, including historic structure reports, landmark nominations, historic resources surveys, California Environmental Quality Act (CEQA) compliance documentation, Mills Act Property Tax Abatement Program administration, and federal historic preservation tax credit applications. Evanne is also actively involved with the Association for Preservation Technology International (APT) Technical Committee on Sustainable Preservation.
Relevant Project Experience
▪ City of Santa Ana, On-Call Environmental and Planning Services, Santa Ana, CA ▪ Pacific Electric Substation #14, Standards Compliance Review, Santa Ana, CA ▪ 302 W. 4th Street Historic Preservation Consulting Services, Santa Ana, CA ▪ Standard/McFadden Park Cultural Resources Records Search, Santa Ana, CA ▪ 1411 N. Broadway Historical Resource Assessment, Santa Ana, CA ▪ Santa Ana Library Windows Assessment, Santa Ana, CA
▪ 1800 E. La Veta Peer Review, Orange, CA
▪ City of Anaheim, On-Call Historic Resources Consulting, Anaheim, CA ▪ City of Anaheim, Mills Act Historical Property Contract Program Consulting, Anaheim, CA ▪ City of Anaheim, Architectural Style Guides, Anaheim, CA ▪ City of Anaheim, 2660 W. Broadway Historic Resource Survey, Anaheim, CA ▪ City of Anaheim, Brookhurst Park Historic Resource Evaluation for Section 106, Anaheim, CA ▪ City of Anaheim, 326 S. Lemon Street Historic Significance Evaluation, Anaheim, CA ▪ City of Tustin, Citywide Historic Resources Survey, Tustin, CA ▪ City of Dana Point, Historic Resources Inventory Update, Dana Point, CA ▪ Heritage Square Environmental Impact Report, Signal Hill, CA ▪ City of South Pasadena, ADUs Design Standards and Guidelines for Historic Properties, South Pasadena, CA
▪ City of Arcadia, Citywide Historic Resources Survey, Arcadia, CA ▪ City of Arcadia, Historic Preservation Ordinance, Arcadia, CA ▪ 1225 Rodeo Road, Historic Resource Evaluation and Historic Design Review, Arcadia, CA ▪ Santa Fe Railway Depot, Historic Preservation Certification Application for Federal Historic Tax Credits, Redlands, CA
▪ City Transfer and Storage Company Warehouse, Historic Preservation Certification Application for Federal Historic Tax Credits, Redlands, CA
Education
Master of Science, Historic
Preservation, University of Oregon,
Eugene
Bachelor of Arts, Art History with
Architecture and Environment
Emphasis; Bachelor of Arts,
Geography, University of
California, Santa Barbara
Meets the Secretary of
the Interior’s Professional
Qualifications Standards in
Architectural History and History
Memberships
Association for Preservation
Technology International (APT),
Member
APT Technical Committee on
Sustainable Preservation, OSCAR
Focus Group, Co-Chair
Los Angeles Conservancy, Member
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Architectural Resources Group
City of Santa Ana, On-Call Environmental & Planning Services, Pacific Electrical Substation #14, Standards compliance review Project Experience
EXPERIENCE IN SANTA ANA & SURROUNDING
COMMUNITIES
▪ City of Santa Ana, On-Call Environmental and Planning Services, Santa Ana, CA
▪ Pacific Electric Substation #14, Standards Compliance Review, Santa Ana, CA
▪ 302 W. 4th Street Historic Preservation Consulting Services, Santa Ana, CA
▪ Standard/McFadden Park Cultural Resources Records Search, Santa Ana, CA
▪ 1411 N. Broadway Historical Resource Assessment, Santa Ana, CA
▪ Santa Ana Library Windows Assessment, Santa Ana, CA
▪ 1800 E. La Veta Peer Review, Orange, CA
▪ City of Anaheim, On-Call Historic Resources Consulting, Anaheim, CA
▪ City of Anaheim, Mills Act Historical Property Contract Program Consulting, Anaheim, CA
▪ City of Anaheim, Architectural Style Guides, Anaheim, CA ▪ City of Anaheim, 2660 W. Broadway Historic Resource Survey, Anaheim, CA
▪ City of Anaheim, Brookhurst Park Historic Resource Evaluation for Section 106, Anaheim, CA
▪ City of Anaheim, 326 S. Lemon Street Historic Significance Evaluation, Anaheim, CA
▪ City of Tustin, Citywide Historic Resources Survey, Tustin, CA ▪ City of Dana Point, On-Call Preservation Consulting Services, Dana Point, CA
▪ City of Dana Point, Historic Resources Inventory Update, Dana Point, CA
▪ 35147 Beach Road, Project Impacts Evaluation, Dana Point, CA ▪ 574 S. Glassell Street, Historic Resources Evaluation, Orange, CA
▪ 305 S. Main Street Historic Preservation Consulting Services, Orange, CA
▪ 1800 E. La Veta Peer Review, Orange, CA
▪ Laguna Beach Digester, Historic Resources Assessment, Laguna Beach, CA
Santa Ana Main Library Windows Assessment
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STANDARD BILLING RATES
1. Direct personnel expense shall be billed at the following rates, including time for meetings, public meetings, and presentations:
Principal $250 to $300/hour
Senior Project Manager $ 200 to $250/hour
Project Manager $ 180 to $200/hour
Senior Architect $180 to $200/hour
Senior Designer $165 to $180/hour
Senior Historian/ Planner $165 to $180/hour
Senior Conservator $165 to $180/hour
Architect $165 to $180/hour
Designer $145 to $165/hour
Historian/ Planner $145 to $165/hour
Conservator $145 to $165/hour
Junior Architect $1 35 to $145/hour
Junior Designer $1 35 to $145/hour
Junior Historian/ Planner $1 35 to $145/hour
Junior Conservator $135 to $145 /hour
Intern $ 100 to $135/hour
Administrative Personnel $ 90 to $135/hour
2. Reimbursable Expenses shall be billed at cost plus 15 % and shall include the following:
a. Reproduction costs such as printing or duplication of drawings, specifications, written reports, and cost estimates, etc.
b. Lodging, subsistence, and out- of-pocket expenses for authorized travel in connection with work. c. Travel: (including local) IRS allowable rate plus tolls and parking, or cost of air travel. d. Special t eleconference or database access charges.
e. Cost of models, special renderings, photography, special process printing, special printed reports or publications and maps.
f. Postage and delivery charges.
g. Professional consultants retained with client approval. h. Specialized equipment rental (required by the project).
3. Equipment Use Fee of $250 shall be charged for specialized equipment like the Thermal Imaging Camera, 3D Camera, or Binocular Microscope.
4. Rates shall increase 5% each year until the project is completed.
5. Rates effective January 1, 2022 thru December 31, 2022.
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1 Peters Canyon Road, Suite 130 | Irvine, California 92606 | T: (949) 387-8500 | www.idsgi.com
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EXHIBIT D
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EXHIBIT D
FEDERAL CONTRACT PROVISIONS
During the performance of this Agreement, Consultant shall comply with all applicable federal laws and regulations including, but not limited to, the federal contract provisions in this Exhibit D.
1. REQ
UIRED CONTRACT PROVISIONS IN ACCORDANCE WITH APPENDIX II TO PART 200 – CONTRACT PROVISIONS FOR NON- FEDERAL ENTITY CONTRACTS UNDER FEDERAL AWARDS (2 C.F.R. § 200.327)
(a) Appendix II to Part 200 (A); Appendix II to Part 200 (B): Remedies for Breach; Termination for Cause/Convenience. The Contract Documents include remedies for breach and termination for cause and convenience.
(b) Appendix II to Part 200 (C) – Equa l Employment Opportunity: If this Agreement meets the definition of a “federal assisted construction contract” in 41 CFR § 60- 1.3, Consultant agrees as follows during the performance of this Agreement:
(i) The Consultant will not discriminate against any employee or applicant for e
mployment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The Consultant will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause.
(ii) The Consultant will, in all solicitations or advertisements for employees placed b y or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin.
(iii) The Consultant will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the Consultant's legal duty to furnish information. (iv) The Consultant will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment.
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(v) The Consultant will comply with all provisions of E xecutive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. (vi) The Consultant will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulat ions, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders.
(vii) In the event of the Consultant's noncompliance with the nondiscrimination clauses of this Agreement or with any of the said rules, regulations, or orders, this Agreement may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and rem edies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law.
(viii) The Consultant will include the portion of the sentence immediately preceding paragraph (i) and the provisions of paragraphs (i) through (vii) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The Consultant will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance:
Provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the Consultant may request the United States to enter into such litigation to protect the interests of the United States.
The City further agrees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work:
Provided, That if the City so participating is a State or local government, the above equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government which does not participate in work on or under the Agreement.
The City agrees that it will assist and cooperate actively with the administering agency and the Secretary of Labor in obtaining the compliance of the Consultant and subcontractors with the equal opportunity clause and the rules, regulations, and relevant orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information as they may require for the supervision of such compliance, and that it will otherwise assist the administering agency in the discharge of the agency's primary responsibility for securing compliance.
The City further agrees that it will refrain from entering into any contract or contract modification subject to Executive Order 11246 of September 24, 1965, with a contractor debarred from, or who has not demonstrated eligibility for, Government contracts and federally assisted construction contracts pursuant to the Executive Order and will carry out such sanctions and penalties for
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violation of the equal opportunity clause as may be imposed upon contractors and subcontractors by the administering agency or the Secretary of Labor pursuant to Part II, Subpart D of the Executive Order. In addition, the City agrees that if it fails or refuses to comply with these undertakings, the administering agency may take any or all of the following actions: cancel, terminate, or suspend in whole or in part the grant (contract, loan, insurance, guarantee) for this project; refrain from extending any further assistance to the app licant under the program with respect to which the failure or refund occurred until satisfactory assurance of future compliance has been received from such applicant; and refer the case to the Department of Justice for appropriate legal proceedings.
(c) Appendix II to Part 200 (D) – Davis-Bacon Act: Not applicable to this Agreement since it is funded by CSLFRF.
(d) A ppendix II to Part 200 (D) – Copeland “Antti-Kickback” Act: Not applicable to this Agreement since it is funded by CSLFRF.
(e) A ppendix II to Part 200 (E ) – Contract Work Hours and Safety Standards Act:
(i) Overtime Requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such la borer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. (ii) Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (ii) of this section the Consultant and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages.
Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (ii) of this section, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (ii) of this section. (iii) Withholding for unpaid wages and liquidated damages. The City shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the Consultant or subcontractor under any such contract or any other Federal contract with the Consultant, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the Consultant, such sums as may be determined to be necessary to satisfy any liabilities of Consultant or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (iii) of this section. (iv) Subcontracts. The Consultant or subcontractor shall insert in any subcontracts the clauses set forth in paragraph (ii) through (v) of this Section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The Consultant
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shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (ii) through (v) of this Section. (f) Appendix II to Part 200 (F) – Rights to Inventions Made Under a Contract or Agreement: If the Federal award meets the definition of “funding agreement” under 37 CFR § 401.2 (a) and the Consultant wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the Consultant must comply with the requirements of 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency.. (g) A
ppendix II to Part 200 (G) – Clean Air Act and Federal Water Pollution Control Act:
(i) Pursuant to the Clean Air Act, (1) Consultant agrees to comply with all applicable standards, orders or regulations issued purs uant to the Clean Air Act, as amended, 42 U.S.C. § 7401 et seq., (2) Consultant agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to the Federal awarding agency and the appropriate Environmental Protection Agency Regional Office, and (3) Consultant agrees to include these requirements in each subcontract exceeding $150,000. (ii) Pursuant to the Federal Water Pollution Control Act, (1) Consultant agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq., (2) Consultant agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to the Federal awarding agency and the appropriate Environmental Protection Agency Regional Office, and (3) Consultant agrees to include these requirements in each subcontract exceeding $150,000.
(h) Appendix II to Part 200 (H) – Debarment and Suspension:
(i) This Agreement is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such Consultant is required to verify that none of the Consultant, its principals (defined at 2 C.F.R. § 180.995), or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935). (ii) Consultant must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C and must include a requirement to comply with these regulations in any lower tier covered transaction it enters into.
(iii) This certification is a material representation of fact relied upon by City. If it is later determined that Consultant did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to the City, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. (iv) Consultant warrants that it is not debarred, suspended, or otherwise excluded from or ineligible for participation in any federal programs. Consultant also agrees to verify that all subcontractors performing work under this Agreement are not debarred, disqualified, or otherwise prohibited from participation in accordance with the requirements above. Consultant
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further agrees to notify the City in writing immediately if Consultant or its subcontractors are not in compliance during the term of this Agreement.
(i) Appendix II to Part 200 (I ) – Byrd Anti-Lobbying Act: Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non- Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the recipient who in turn will forward the certification(s) to the awarding agency. (j) A
ppendix II to Part 200 (J) – §200.323 Procurement of Recovered Materials:
(i) Consultant shall comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement. (ii) In the performance of this Agreement, the Consultant shall make maximum use of products containing recovered materials that are EPA -designated items unless the product cannot be acquired: competitively within a timeframe providing for compliance with the contract performance schedule; meeting contract performance requirements; or at a reasonable price. (iii) Information about this requirement, along with the list of EPA -designate items, is available at EPA’s Comprehensive Procurement Guidelines web site, https://www.epa.gov/smm/comprehensive-procurement-guideline-cpg-program. (iv) The Consultant also agrees to comply with all other applicable requirements of Section 6002 of the Solid Waste Disposal Act.”
(k) Appendix II to Part 200 (K) – §200.216 Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment:
(i) Consultant shall not contract (or extend or renew a contract) to procure or obtain equipment, services, or systems that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system funded under this A greement. As described in Public Law 115–232, section 889, covered telecommunications equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities). (1) For the purpose of public safety, security of government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities).
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(2) Telecommunications or video surveillance services provided by such entities or using such equipment.
(3) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of the National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country.
(ii) See Public Law 115-232, section 889 for additional information. (l) Appendix II to Part 200 (L) – §200.322 Domestic Preferences for Procurement:
(i) Consultant shall, to the greatest extent practicable, purchase, acquire, or use goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subcontracts.
(ii) For purposes of this section:
(1) “Produced in the United States’’ means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States.
(2) ‘‘Manufactured products’’ means items and construction materials composed in whole or in part of nonferrous metals such as aluminum; plastics and polymer-based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber.
2. CONTRACTING WITH SMALL AND MINORITY FIRMS, WOMEN’S
BUSINESS ENTERPRISE AND LABOR SURPLUS AREA FIRMS (2 C.F.R. § 200.321) (a) Consultant shall be subject to 2 C.F.R. § 200.321 and will take affirmative steps to assure that minority firms, women’s business enterprises, and labor surplus area firms are used when possible and will not be discriminated against on the grounds of race, color, religious creed, sex, or national origin in consideration for an award.
(b) Affirmative steps shall include:
(i) Placing qualified small and minority businesses and women's business enterprises on solicitation lists;
(ii) Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; (iii) Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority business, and women's business enterprises;
(iv) Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority business, and women's business enterprises; and
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(v) Using the services/assistance of the Small Business Administration (SBA), and the Minority Business Development Agency (MBDA) of the Department of Commerce. (c) Consultant shall submit evidence of compliance with the foregoing affirmative steps when requested by the City.
3. COMPLIANCE WITH U.S. DEPARTMENT OF THE TREASURY
CORONAVIRUS LOCAL FISCAL RECOVERY FUND AWARD TERMS AND
CONDITIONS
(a) Maintenance of and Access to Records. Consultant shall maintain records and financial documents sufficient to evidence compliance with section 603(c) of the Act, Treasury’s regulations implementing that section, and guidance issued by Treasury regarding the foregoing.
Consultant agrees to provide the City, Treasury Office of Inspector General and the Government Accountability Office, or any of their authorized representatives access to any books, documents, papers, and records (electronic an otherwise) of the Consultant which are directly pertinent to this Agreement for the purposes of conducting audits or other investigations. Records shall be maintained by Consultant for a period of five (5) years after completion of the Project. (b) C
ompliance with Federal Regulations. Consultant agrees to comply with the requirements of section 603 of the Act, regulations adopted by Treasury pursuant to section 603(f) of the Act, and guidance issued by Treasury regarding the foregoing. Consultant also agrees to comply with all other applicable fede ral statutes, regulations, and executive orders, including, without limitation, the following:
(i) Universal Identifier and System for Award Management (SAM), 2 C.F.R.
Part 25, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 25 is hereby incorporated by reference.
(ii) Reporting Subaward and Executive Compensation Information, 2 C.F.R.
Part 170, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 170 is hereby incorporated by reference.
(iii) OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement), 2 C.F.R. Part 180, including the requirement to include a term or condition in all lower tier covered transactions (contracts and subcontracts described in 2 C.F.R.
Part 180, subpart B) that the award is subject to 2 C.F.R. Part 180 and Treasury’s implementing regulation at 31 C.F.R. Part 19.
(iv) Recipient Integrity and Performance Matters, pursuant to which the award term set forth in 2 C.F.R. Part 200, Appendix XII to Part 200 is hereby incorporated by reference. (v) Governmentwide Requirements for Drug -Free Workplace, 31 C.F.R. Part
20. (vi) New Restrictions on Lobbying, 31 C.F.R. Part 21. (vii) Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 (42 U.S.C. §§ 4601-4655) and implementing regulations.
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(c) Compliance with Federal Statutes and Regulations Prohibiting Discrimination.
Consultant agrees to comply with statutes and regulations prohibiting discrimination applicable to the CSLFRF program including, without limitation, the following:
(i) Title VI of the Civil Rights Act of 1964 (42 U.S.C. §§ 2000d et seq.) and Treasury’s implementing regulations at 31 C.F.R. Part 22, which prohibit discrimination on the basis of race, color, or national origin under programs or activities receiving federal financi al assistance.
(ii) The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §§ 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability.
(iii) Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance.
(iv) The Age Discrimination Act of 1975, as amended (42 U.S.C. §§ 6101 et seq.), and Treasury’s implementing regulations at 31 C.F.R. Part 23, which prohibit discrimination on the basis of age in programs or activities receiving federal financial assistance. (v) Title II of the Americans with Disabilities Act of 1990, as amend ed (42 U.S.C. §§ 12101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto.
(d) False Statements. Consultant understands that making false statements or claims in connection with the CSLFRF program is a violation of federal law and may result in criminal, civil, or administrative sanctions, including fines, imprisonment, civil damages and penalties, debarment from participating in federal awards or contracts, and/or any other remedy available by law.
(e) P
rotections for Whistleblowers.
(i) In accordance with 41 U.S.C. § 4712, Consultant may not discharge, demote, or otherwise discriminate against an employee in reprisal for disclosing to any of the list of persons or entities provided below, information that the employee reasonably believes is evidence of gross mismanagement of a federal contract or grant, a gross waste of federal funds, an abuse of authority relating to a federal contract or grant, a substantial and specific danger to public health or safety, or a violation of law, rule, or regulation related to a federal contract (including the competition for or negotiation of a contract) or grant. (ii) The list of persons and entities referenced in the paragraph above includes the following:
(1) A member of Congress or a representative of a committee of Congress;
(2) An Inspector General;
(3) The Government Accountability Office;
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(4) A Treasury employee responsible for contract or grant oversight or management;
(5) An authorized official of the Department of Justice or other law enforcement agency;
(6) A court or grand jury; or
(7) A management official or other employee of Consultant, or a subcontractor who has the responsibility to investigate, discover, or address misconduct. (f) Increasing Seat Belt Use in the United States. Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Consultant is encouraged to adopt and enforce on-the- job seat belt policies and programs for their employees when operating company -owned, rented or personally owned vehicles, and encourage its subcontractors to do the same (g) R educing Text Messaging While Driving. Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Consultant should encourage its employees and subcontractors to adopt and enforce policies that ban text messaging while driving, and Consultant should establish workplace safety policies to decrease accidents caused by distracted drivers. (h) A
ssurances of Compliance with Civil Rights Requirements. The Civil Rights Restoration Act of 1987 provides that the provisions of this assurance apply to the Project, including, but not limited to, the following:
(i) Consultant ensures its current and future compliance with Title VI of the Civil Rights Act of 1964, as amended, which prohibits exclusion from participation, denial of the benefits of, or subjection to discrimination under programs and activities re ceiving federal funds, of any person in the United States on the ground of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by the Department of the Treasury Title VI regulations at 31 CFR Part 22 and other pertinent executive orders such as Executive Order 13166; directives; circulars; policies; memoranda and/or guidance documents.
(ii) Consultant acknowledges that Executive Order 13166, “Improving Access to Services for Persons with Limited English Proficiency (LEP),” seeks to improv e access to federally assisted programs and activities for individuals who, because of national origin, are limited in their English proficiency. Consultant understands that the denial of access to persons to its programs, services and activities because o f their limited proficiency in English is a form of national origin discrimination prohibited under Title VI of the Civil Rights Act of 1964.
Accordingly, Consultant shall initiate reasonable steps, or comply with Treasury’s directives, to ensure meaningfu l access to its programs, services and activities to LEP persons. Consultant understands and agrees that meaningful access may entail providing language assistance services, including oral interpretation and written translation where necessary to ensure ef fective communication in the Project.
(iii) Consultant agrees to consider the need for language services for LEP persons during development of applicable budgets and when conducting programs, services and activities. As a resource, the Department of the Treasury has published its LEP guidance at 70 FR 6067. For more information on LEP, please visit http://www.lep.gov.
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(iv) Consultant acknowledges and agrees that compliance with this assur ance constitutes a condition of continued receipt of federal financial assistance and is binding upon Consultant and Consultant’s successors, transferees and assignees for the period in which such assistance is provided.
(v) Consultant agrees to incorporate the following language in every contract or agreement subject to Title VI and its regulations between the Consultant and the Consultant’s subcontractors, successors, transferees and assignees:
The subcontractor, successor, transferee and assignee shall comply with Title VI of the Civil Rights Act of 1964, which prohibits recipients of federal financial assistance from excluding from a program or activity, denying benefits of, or otherwise discriminating against a person on the basis of race, color, or nati onal origin (42 U.S.C. § 2000d et seq.), as implemented by Department of the Treasury Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Title VI also extends protection to persons with “Limited English proficiency” in any program or activity receiving federal financial assistance, 42 U.S.C. § 2000d et seq., as implemented by Department of the Treasury Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement).
(vi) Consultant understands and agrees that if any real property or structure is provided or improved with the aid of federal financial assistance by the Department of the Treasury, this assurance obligates the Consultant, or in the case of a subsequent transfer, the transferee, for the period during which the real property or structure is used for a purpose for which the federal financial assistance is extended or for another purpose involving the provision of similar services or benefits. If any personal property is provided, this assurance obligates the Consultant for the period during which it retains ownership or possession of the property. (vii) Consultant shall cooperate in any enforcement or compliance revi ew activities by the Department of the Treasury of the aforementioned obligations. Enforcement may include investigation, arbitration, mediation, litigation, and monitoring of any settlement agreements that may result from these actions. Consultant shall comply with information requests, on-site compliance reviews, and reporting requirements. (viii) Consultant shall maintain a complaint log and inform the Department of the Treasury of any accusations of discrimination on the grounds of race, color, or national origin, and limited English proficiency covered by Title VI of the Civil Rights Act of 1964 and implementing regulations and provide, upon request, a list of all such reviews or proceedings based on the complaint, pending or completed, including outcome. Consultant must also inform the Department of the Treasury if Consultant has received no complaints under Title VI. (ix) Consultant must provide documentation of an administrative agency’s or court’s findings of non -compliance of Title VI and efforts to address the non- compliance, including any voluntary compliance or other agreements between the Consultant and the administrative agency that made the finding. If the Consultant settles a case or matter alleging such discrimination, Consultant must provide docume ntation of the settlement. If Consultant has not been the subject of any court or administrative agency finding of discrimination, please so state.
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(x) If Consultant makes sub- awards to other agencies or other entities, Consultant is responsible for assuring that sub-recipients also comply with Title VI and all of the applicable authorities covered in this assurance.
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CITY OF SANTA ANA FY
22/23
CIP
CAPITAL IMPROVEMENT PROJECT WORKSHEET
PROJECT DESCRIPTION:
The City of Santa Ana will be transforming the City of Santa Ana Plaza into an ADA compliant Public Health Plaza. These
improvements will also include two (
2 ) new plaza restrooms
accessible from the outside and the renovation of existing restrooms inside the Council Chambers.
PROJECT NEED:
The City of Santa Ana Plaza is an underutilized space by the community, only being used as access to City Hall and council meetings. This renovation should revive the plaza in the most cost effective and environmentally friendly manner possible. The City of Santa Ana Plaza will be the focal point of the project with key upgrades and expansion to the area and services that will be provided to the community. Design will include ADA compliant features as well as aesthetic enhancements.
PROJECT TITLE:
Public Health Plaza and Wellness
Programming
PROJECT CATEGORY:
City & Park Facility Improvements
Facility
LOCATION MAP
AGENCY:
DIVISION:
CONTACT:
DATE:
Public Works
CIP Engineering
Sean Thomas, Senior Civil Engineer
30-Aug-2022
PROJECT COSTS
FY 22/23
FY 23/24
FY 24/25
FY 25/26
FY 26/27
FY 27/28
FY 28/29
Construction
3,579,923
-
-
-
-
-
-
Engineering
420,077
-
-
-
-
-
-
TOTAL
4,000,000
-
-
-
-
-
-
SOURCE OF FUNDS
FY 22/23
FY 23/24
FY 24/25
FY 25/26
FY 26/27
FY 27/28
FY 28/29
4,000,000
-
-
-
-
-
-
TOTAL
4,000,000
-
-
-
-
-
-
City Council
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Public Works Agency
www.santa-ana.org/pw
Item # 17
City of Santa Ana
20 Civic Center Plaza, Santa Ana, CA 92701
Staff Report
October 4, 2022
TOPIC: Easement to Southern California Edison
AGENDA TITLE:
Grant an Easement to Southern California Edison to Allow Underground Power to Serve 2202 Magnolia Avenue
RECOMMENDED ACTION
Authorize the City Manager to execute an Easement Deed granting Southern California Edison (SCE) the right to place, own, and maintain power conduits and conductors underground to serve 2202 South Magnolia Avenue, subject to non-substantive changes approved by the City Manager and City Attorney.
DISCUSSION
In 2018, the City acquired parcels of land located at 2201 and 2205 South Bristol Street in conjunction with the Bristol Street Widening project. Along the east edge of the parcels are power poles and overhead power lines, which serve the residential lots fronting Magnolia Avenue (Exhibit 1).
The owner of the single-family residential structure at 2202 South Magnolia, immediately east of 2201 South Bristol Street, is completing a remodel and building addition. The building addition must comply with SAMC 41-626, which requires underground placement of utilities serving the site. In order to service the site, SCE requires the City to grant an easement for the undergrounding of the electrical service (Exhibit 2).
ENVIRONMENTAL IMPACT
There is no environmental impact associated with this action.
FISCAL IMPACT
There is no fiscal impact associated with this action.
EXHIBIT(S)
1. Location Map
2. Easement Deed
Submitted By: Nabil Saba, P.E., Executive Director – Public Works Agency Approved By: Kristine Ridge, City Manager
City Council
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EXHIBIT 1
City Council
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RECORDING REQUESTED BY
WHEN RECORDED MAIL TO
SOUTHERN CALIFORNIA EDISON COMPANY
2 INNOVATION WAY, 2 nd FLOOR
POMONA, CA 91768
A
ttn: Title and Real Estate Services
SPACE ABOVE THIS LINE FOR RECORDER’S USE
SCE Doc. No.
GRANT OF
EASEMENT
DOCUMENTARY TRANSFER TAX $ NONE
VALUE AND CONSIDERATION LESS THAN $100.00)
DISTRICT
Central OC
SERVICE ORDER
TD1986885
SERIAL NO. MAP SIZE
_____________________ SCE Company
SIG. OF DECLARANT OR AGENT DETERMINING TAX FIRM NAME FIM 41 -14C
APN 015-194-23
APPROVED:
VEGETATION &
LAND
MANAGEMENT
BY
SLS/WP
DATE
7/18/22
C
ITY OF SANTA ANA, a charter City and municipal corporation (hereinafter referred to as “Grantor”), hereby grants to SOUTHERN CALIFORNIA EDI SON COMPANY, a corporation, its successors and assigns (hereinafter referred to as “Grantee”), an easement and right of way to construct, use, maintain, operate, alter, add to, repair, replace, reconstruct, inspect and remove at any time and from time to t ime underground electrical supply systems and communication systems (hereinafter referred to as “syst ems”), consisti ng of wires, underground c onduits, cables, vaults, manholes, handholes, and including above -ground enclosures, markers and concrete pads and other appurtenant fixtures and equipment necessary or useful for distributing electrical energy and for transmitting intelligence, data and/or communications (eg. through fiber optic cable), in, on, over, under, across and along that certain real property in the County of Orange, State of California, described as follows:
T
HE NORTHERLY 3.00 FEET OF THE EASTERLY 6 .00 FEET OF LOT 193, TOGETHER WITH TH E SOUTHERLY 6.00 FEET OF THE EASTERLY 6.00 FEET OF LOT 194, BOTH OF TRACT NO. 1192, AS PER MAP RECORDED IN BOOK 39, PAGES 16 AND 17, OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
It is understood and agreed that the above description i s approximate only, it being the intention of the Grantor(s) to grant an easement for said systems as constructed. The centerline of the easement shall be coincidental with the centerline of sai d systems as constructed in, on, over, under, across, and along the Grantor(s) property.
T
his legal description was prepared by Spectrum Land Services pursuant to Sec. 8730(c) of the Business & Professions Code.
G
rantor further grants, bargains, sells and conveys unto the Grantee the right of assignment, in whol e or in part, to others, without limitation, and the right to apportion or divide in whatever manner Grantee deems desirable, any one or more, or all, of the easements and rights, including but not l imited to all rights of access and ingress and egress gra nted to the Grantee by this Grant of Easement.
G
rantor agrees for himself, his heirs and assigns, not to erect, place or maintain, nor to permit the erection, placement or maintenance of any building, planter boxes, earth fill or other structures except walls and fences on the above described real property. The Grantee, and its contractor s, agents and employees, shall have the right to trim or cut tree roots as may endanger or interfere with said systems and shall have free access to said systems and every part thereof, at all times , fo r the purpose of exercising the rights herein granted; provided, however, that in making any excavation on said property of the Grantor, the Grantee shall make the same in such a manner as will cause the least injury to the surface of the ground around such excavation, and shall replace the earth so removed by it and re store the surface of the ground to as near the same condition as it was prior to suc h excavation as is practicable.
EXHIBIT 2
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2 DSE802187813
TD1986885
EXECUTED this
_____ day of _______________________, 20____.
GRANTOR
CITY OF SANTA ANA, a charter City and municipal
corporation
____________________________________
Signature
____________________________________
Print
____________________________________
Title
GRANTEE
SOUTHERN CALIFORNIA EDISON COMPANY, a
corporation
____________________________________
Signature
____________________________________
Print
____________________________________
Title
City Council
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3 DSE802187813
TD1986885
A Notary Public or other offic er completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.
State of California )
County of )
On _______________________ before me, , a Notary Public, personally
appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and a cknowledged to me that he/she/they executed the same i n h is/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the ins trument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature _______________________________ (Seal)
A Notary Public or other offic er completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.
State of California )
County of )
On _______________________ before me, , a Notary Public, personally
appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same i n h is/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature _______________________________ (Seal)
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Public Works Agency
www.santa-ana.org/pw
Item # 18
City of Santa Ana
20 Civic Center Plaza, Santa Ana, CA 92701
Staff Report
October 4, 2022
TOPIC: Purchase of Real Property for Future Water Resources Well Facility
AGENDA TITLE
Purchase and Sale Agreement of Real Property at 206 S. Flower Street for Future Water Resources Well Facility (Non-General Fund)
RECOMMENDED ACTION
1. Authorize the City Manager to execute a purchase and sale agreement with Tom Morrison, Patricia Morrison, Jimmy Hsieh, and Natalie Marquez for the purchase of real property located at 206 S. Flower Street (APN 008-213-31), in the amount of $775,000, plus normal closing costs and escrow fees and relocation expenses, for a total amount not to exceed $1,050,000, subject to non-substantive changes approved by the City Manager and the City Attorney.
2. Approve an amendment to the Fiscal Year 2022-23 Capital Improvement Program to include $1,050,000 in funds for the Flower Street Well Project (No. 23-6475).
DISCUSSION
The Public Works Agency’s Water Resources Division oversees and maintains the daily operations of the City’s water distribution system. The water system is comprised of approximately 480 miles of water main, 21 groundwater wells, 7 pump stations, 10 reservoirs with a storage capacity of 49 million gallons, 4 pressure regulating vaults (PRVs), and 7 connection points with the Metropolitan Water District of Southern California (MWD).
Through various studies, including a Water System Master Plan and hydraulic analyses, Water Resources staff has identified ideal areas for groundwater wells. The location of the subject property (Exhibit 1), which is in the vicinity of the existing Walnut Pump Station located near the intersection of Flower Street and First Street, has been identified as an ideal location for new well sites. In 2018, Water Resources purchased the adjacent parcel with the intention of building a new water well site. The addition of the subject property allows Water Resources to build a new well site with minimal impact to the surrounding properties.
City Council
18 –
1 10/4/2022
Purchase Agreement for Future Flower St. Well
October 04 2022
2 9
8 2
A purchase offer was made for the subject property based on the appraised value by a state-licensed real estate appraiser, and the offer was accepted by the property owners.
The purchase price for the acquisition is $775,000, and is shown in the corresponding Purchase and Sale Agreement (Exhibit 2). Closing costs and escrow fees are approximately $25,000, and relocation expenses in an amount not to exceed $250,000 have been added to the budget, bringing the total anticipated purchase expenditure to $1,050,000.
ENVIRONMENTAL IMPACT
There is no environmental impact associated with the action.
FISCAL IMPACT
Funds for this action have been transferred from previously appropriated funds under SA- 1 Hydrogenerator Upgrade Project (No. 21-6462) to new Flower St Water Well Project (No. 23-6475) and are available for expenditure in the current Fiscal Year 2022-23 as shown below:
Fiscal
Year
Accounting Unit
- Account #
Fund
Description
Accounting Unit,
Account Description Amount
2022-23 06617647-66100
(23-6475)
Acquisition &
Construction
Water Utility Capital
Projects, Land $800,000
2022-23 06617647-66301
(23-6475)
Acquisition &
Construction
Water Utility Capital
Projects, Water Capital
Project
$250,000
Total $1,050,000
EXHIBIT(S)
1. Vicinity Map
2. Purchase and Sale Agreement
3. FY 2022-23 Capital Improvement Program Sheet
Submitted By: Nabil Saba, P.E., Executive Director – Public Works Agency Approved By: Kristine Ridge, City Manager
City Council
18 –
2 10/4/2022
206 S. Flower Street
APN 008-213-31
© 2022 Digital Map Products. All rights reserved.
78 feet
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CITY OF SANTA ANA FY
22/23
CIP
CAPITAL IMPROVEMENT PROJECT WORKSHEET
PROJECT DESCRIPTION:
Construction of a new water well facility.
PROJECT NEED:
A new water well will increase system pumping capacity, increasing the City's drought resiliency and improving overall system performance and water quality.
PROJECT TITLE:
Flower Street Water Well Facility
PROJECT CATEGORY:
Utility/Drainage/Lighting
Improvements
Water Improvements
LOCATION MAP
CITYWIDE
AGENCY:
DIVISION:
CONTACT:
DATE:
Public Works
Water Resources
Armando Fernandez, Senior Civil Engineer
22-Sep-2022
PROJECT COSTS
FY 22/23
FY 23/24
FY 24/25
FY 25/26
FY 26/27
FY 27/28
FY 28/29
Other
1,050,000
-
-
-
-
-
-
TOTAL
1,050,000
-
-
-
-
-
-
SOURCE OF FUNDS
FY 22/23
FY 23/24
FY 24/25
FY 25/26
FY 26/27
FY 27/28
FY 28/29
WATER CAPITAL
1,050,000
-
-
-
-
-
-
TOTAL
1,050,000
-
-
-
-
-
-
City Council
18 –
17 10/4/2022
Public Works Agency
www.santa-ana.org/pw
Item # 19
City of Santa Ana
20 Civic Center Plaza, Santa Ana, CA 92701
Staff Report
October 4, 2022
TOPIC: Amend Gasoline and Diesel Fuel Purchase Agreement
AGENDA TITLE
Approve First Agreement Amendment with TACenergy for the Purchase of Gasoline and Diesel Fuel, to Increase the Contract Amount by $600,000 and Extend Through January 31, 2023 (Non-General Fund)
RECOMMENDED ACTION
Authorize the City Manager to execute the first amendment to the gasoline and diesel purchase agreement with TACenergy, by an increase of $600,000 and extend agreement services through January 31, 2023, subject to non-substantive changes approved by the City Manager and City Attorney.
DISCUSSION
The Public Works Agency’s Central Stores is responsible for purchasing and dispensing fuel at the fueling stations at the City’s Corporate Yard and Santa Ana Police Department.
On December 19, 2017, City Council awarded an agreement to IPC Fuel Distribution, now known as TACenergy (Exhibit 1), to provide unleaded gasoline and diesel fuel to both fueling stations. The agreement is set to expire on December 31, 2022.
The City has a fleet inventory of over 600 vehicles that use unleaded and diesel fuel.
These vehicles are assigned to various departments Citywide and rely on gas and diesel fuel. The original agreement (Exhibit 2) had a not-to-exceed expenditure amount of $950,000 per calendar year. Due to the increase in wholesale fuel costs and fleet size, the City is on pace to exceed the expenditure amounts for the current calendar year. Staff recommends to increase the agreement amount to cover expenditures through the remainder of the agreement and extending the agreement until January 31, 2023, to account for any delays with the current procurement process for a subsequent fuel supplier (Exhibit 3).
ENVIRONMENTAL IMPACT
There is no environmental impact associated with the action.
City Council
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Amend Gasoline and Diesel Fuel Purchase Agreement
October 4, 2022
2 9
8 4
FISCAL IMPACT
Funds in the amount of $600,000 are available in Central Stores Gas & Diesel Fuel (Account No. 07617102-63300).
Fiscal
Year
Accounting
Unit- Account
No.
Fund
Description
Accounting Unit –
Account No.
Description
Amount
2022-23 07617102-63300 Stores &
Property Control
Stores & Property
Control, Gas & Diesel
$600,000
Total: $600,000
EXHIBIT(S)
1. Consent to Assignment
2. Agreement A-2017-347 with IPC Fuel Distribution
3. First Amendment Agreement
Submitted By: Nabil Saba, P.E., Executive Director – Public Works Agency Approved By: Kristine Ridge, City Manager
City Council
19 –
2 10/4/2022
INSURANCENOTONFI!! '-
WORK MAYNOTPROCEEL
CLERK C
DATE: /
energy
c City of Santa Ana
cr Yoon Kim & Jon Lopez
rm Agreement numberA- 2017- 347
N 20 Civic Center Plana ( M- 30)
Santa Ana, CA 92707
13 ( 714) 647- 5558
CONSENT TO ASSIGNMENT
A-2017- 347- 01
100 Crescent Court. Suite 1600
Dallas, Texas 75201
800- 375- 3835
City of Santa Ana ("City'), under that certain Agreement for Provision of Gasoline and Diesel Fuel agreement #A-2017-347 or "Agreement"), dated December 19, 2017, by and between City and Truman Arnold Companiesdba TACenergy ("Assignor'), as amendedper the 2019 Consentto Assignment, consents to the assignment and transfer by Assignor of Assignor' s entire right, title and interest in, to and under the Agreement to TACenergy, LLC ("Assignee'), and agrees to acknowledge and treat Assignee as if Assignee were the original party to the Agreement from and after the date of this Consent to Assignment asprovided undersection15of the Agreement whichrequiresthe prior written consentof Cityfor the Agreement to be assigned by Assignor.
From the effective date of this Consent, Assigneeacknowledgesand acceptsthe foregoing assignmentand delegationand expresslyassumes, confirms, and agreesto perform, complywith and observe all of the covenants, agreements, terms, conditions, obligations, duties and liabilities of Assignor under the Agreement regardless of when such covenants, agreements, terms, conditions, obligations, dutiesandliabilitiesaccrued, arose, orwere includedtogetherwith alloutstandingandfuture obligations of any kind whatsoever related thereto.
CityandAssigneefurther agreethat Assignee shallbeliablefor anyamountspayableunderthe Agreement whether arising prior to or after the effective date of this Consent to Assignment, and agrees to looksolelyto Assigneefor satisfactionofthe foregoing describedobligations underthe Agreement.
On andafterthe effectivedateof thisConsentto Assignment, all paymentsrequired pursuantto the Agreement and all communications under the Agreement shall be directed to the Assignee as follows:
TACenergy, LLC
701 South Robison Rd.
P. 0 Box 1481
Texarkana, TX 75504
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DON'T JUST BUY FUEL
FUEL YOUR FUIUM
EXHIBIT 1
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TIA 00 Crescent Court, Suite 1600
E energy Dallas. Texas 75201
800- 375- 38335p5
INWITNESSWHEREOF, theundersignedhasexecutedtheforegoinginstrumenteffectiveasofthe2 0 day of July, 2022.
ATTEST:
Daisy Gomez
rClerk of the Council
RECCOMENDED FOR APPROVAL:
Saba, PE
Jr Executive Director
Public Works Agency
UNDERSTOOD, ACKNOWLEDGED AND AGREED TO:
City of Santa Ana
By:
Kristine Ridge
City Manager
APPROVED AS TO FORM
Sonia R. Carvalho
City Attorney
Jose Montoya
Assistant City Attorney
Truman fold Companiesdba TACenergy
By:
Name: Fred Sloan
Title: Chief Operating Officer
TACener LC
By: A;—: Name: Fred Sloan
DON'T JUST BUY FUEL
FUEL YOUR FU M
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EXHIBIT 2
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b. PaymentbyCityshallbemadewithin60days (sixty) daysfollowingreceiptofproper invoiceevidencingworkperformed, subjectto City accountingprocedures. Payment need not be made for work which fails to meet the standardsof performance set forth in theRecitalswhichmayreasonablybeexpectedby City.
KI 10169011
ThisAgreementshallcommenceonJanuary1, 2018andcontinuefor afive (5) yearterm until December 31, 2022, unlessterminated earlier in accordancewith Section 16, below.
4. PREVAILING WAGES
Contractoris awareof therequirementsof CaliforniaLaborCodeSection1720, etseq., and1770, et seq., aswellasCaliforniaCodeof Regulations, Title 8, Section. 16000, et seq,, Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on " public works" and " maintenance" projects. If the services beingperformedarepartof anapplicable "publicworks" or "maintenance" project, asdefinedby the Prevailing Wage Laws, and the total compensationis $1,000 or more, Contractor agreesto fullycomplywithsuchPrevailingWageLaws. Contractorshalldefend, indemnifyandholdthe City, its electedofficials, officers, employeesandagentsfreeandharmlessfromanyclaimor liability arisingoutof anyfailureor allegedfailureto complywith thePrevailingWageLaws.
S. INDEPENDENT CONTRACTOR
Contractor shall, during the entire term of this Agreement, be construed to be an independentcontractorandnotanemployeeoftheCity. ThisAgreementisnotintendednorshall it beconstruedto createanemployer-employeerelationship, ajoint venturerelationship, orto allow the City to exercisediscretion or control over the professionalmannerin which Contractor performs the services which are the subject matter of this Agreement; however, the services to be providedby Contractorshallbeprovidedin a mannerconsistentwith all applicablestandardsand regulationsgoverningsuchservices. Contractorshallpayall salariesandwages, employer'ssocial securitytaxes, unemploymentinsuranceandsimilar taxesrelatingto employeesand shall be responsiblefor all applicablewithholding taxes.
6. OWNERSHIP OF MATERIALS
ThisAgreementcreatesa non-exclusiveandperpetuallicensefor City to copy, use, modify, reuse, or sublicenseany and all copyrights, designs, and otherintellectualproperty embodiedin plans, specifications, studies, drawings, estimates, and otherdocumentsor works of authorshipfixed in anytangiblemediLunof expression, includingbut not limited to, physical drawingsor datamagneticallyor otherwiserecordedoncornputerdiskettes, whicharepreparedor causedto be prepared by Contractor under this Agreement (` Documents & Data"). Contractor shall require all subcontractorsto agreein writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement.
ContractorrepresentsandwarrantsthatContractorhasthelegalrightto licenseanyandallDocuments & Data. Contractormakesno suchrepresentationand warrantyin regardto
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Documents & Datawhich wereprovidedto Contractorby theCity. City shallnot belimited in anywayin its useof theDocumentsandDataatanytime, providedthatanysuchusenotwithin thepurposesintendedby thisAgreementshallbeatCity'ssolerisk.
7. INSURANCE
Prior to undertakingperformanceof work underthis Agreement, Contractorshallmaintain andshallrequireits subcontractors, if any, to obtainandmaintaininsuranceasdescribedbelow:
a. CommercialGeneralLiability Insurance. Contractorshall maintaincommercial generalliability insurancenamingthe City, its officers, employees, agents, volunteers and representatives as additional insured( s) and shall include, but not be limited to protectionagainstclaimsarisingfrom bodily andpersonalinjury, includingdeathresultingtherefromanddamagetoproperty, resultingfromanyact or occurrence arising out of Contractor' s operations in the performance of this Agreement, including, without limitation, actsinvolving vehicles. Theamountsof insuranceshallbenotlessthanthefollowing: singlelimit coverageapplyingto bodilyandpersonalinjury, includingdeathresultingtherefrom, andproperty damage, in the total amount of $ 1,000,000 per occurrence, with $ 2,000,000 in the aggregate. Suchinsuranceshall (a) nametheCity, its officers, employees, agents, and representatives as additional insured( s); ( b) be primary andnot contributory with respectto insuranceorself-insuranceprogramsmaintainedby theCity; and c) contain standard separation of insureds provisions.
b. Businessautomobile liability insurance, or equivalentform, with acombinedsingle limit of not less than $1,000,000 per occurrence. Suchinsuranceshall include coverage for owned, hired and non -owned automobiles.
c. Worker' s Compensation Insurance. In accordancewith the provisions of Section 3700of theLaborCode, Contractor, if Contractorhasanyemployees, is required to be insured against liability for worker' s compensation or to undertake self- insurance. Prior to commencing the performance of the work under this Agreement, Contractoragreesto obtainandmaintainany employer's liability insurance with limits not less than $ 1,000,000 per accident. d. If Contractor is or employs a licensed professional suchasan architect or engineer:
Professionalliability ( errorsandomissions) insurance, with acombined singlelimit of not less than $ 1,000,000 per claim with $ 2,000, 000 in the aggregate. e.
Thefollowingrequirementsapplyto theinsuranceto beprovidedby Contractor pursuant to this section:
i. Contractor shall maintain all insurance required above in full force and effectfor the entireperiod coveredby this Agreement.
ii. Certificatesof insuranceshall befurnishedto the City upon executionof this Agreementandshall beapprovedby theCity.
iii. Certificates and policies shall state that the policies shall not be canceled or reducedin coverageorchangedin anyothermaterialaspectwithoutthirty 30) dayspriorwrittennoticetotheCity.
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iv. Contractor shall supply City with a fully executed additional insured endorsement.
If Contractorfails or refusesto produceor maintainthe insurancerequiredby this sectionor fails or refusesto furnishtheCity with requiredproof thatinsurancehas beenprocuredandisinforceandpaidfor, theCityshallhavetheright, attheCity's election, to forthwith terminate this Agreement. Such terniination shall not affect Contractor' s right to be paid for its time and materials expended prior to notification of termination. Contractor waives the right to receive compensation and agrees to indemnifythe City for anyworkperformedpriorto approvalof insuranceby the City.
S. INDEMNIFICATION
Contractoragreesto defend, andshallindemnifyandholdharmlesstheCity, its officers, agents, employees, contractors, special counsel, and representativesfrom liability: ( 1) for personal injury, damages, justcompensation, restitution, judicialorequitablereliefarisingoutof claimsfor personalinjury, including death, andclaims for propertydamage, which may arisefrom the negligent operations of the Contractor, its subcontractors, agents, employees, or other persons acting on its behalf which relatesto the servicesdescribedin section 1of this Agreement; and (2) from any claim that personalinjury, damages, just compensation, restitution, judicial or equitable reliefis dueby reasonof thetermsof oreffectsarisingfromthisAgreement. Thisindemnityand hold harmlessagreementappliesto all claimsfor damages, just compensation, restitution, judicial or equitablerelief suffered, or allegedto havebeensuffered, by reasonof the eventsreferred to in this Sectionor by reasonof thetermsof, or effects, arisingfrom this Agreement. The Contractor furtheragreestoindemnify, holdharmless, andpayall costsfor thedefenseof theCity, including feesandcostsfor specialcounseltobeselectedbytheCity, regardinganyactionbyathirdparty challengingthe validity of this Agreement, or assertingthat personalinjury, damages, just compensation, restitution, judicial or equitablerelief dueto personalor propertyrightsarisesby reasonof the terms of, or effects arising from this Agreement. City may make all reasonable decisionswithrespecttoitsrepresentationinanylegalproceeding. Notwithstandingtheforegoing, to the extentContractor'sservicesaresubjectto Civil CodeSection2782.8, theaboveindemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor.
4. INTELLECTUAL PROPERTY INDEMNIFICATION
Contractor shall defend and indemnify the City, its officers, agents, representatives, and employeesagainstanyandall liability, includingcosts, for infringementof anyUnitedStates' letterspatent, trademark, or copyrightinfringement, includingcosts, containedin thework product or documentsprovided by Contractorto the City pursuantto this Agreement.
F[1 0= 110MI27
Contractor shall keep records and invoices in connection with the work to be performed under this Agreement. Contractor shall maintain complete and accurate records with respect to the costs incurred under this Agreementand any services, expenditures, and disbursements
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chargedtotheCityforaminimumperiodofthree (3) years, orfor anylongerperiodrequiredby law, from the date of final payment to Contractor under this Agreement, All such records and invoicesshall be clearlyidentifiable. Contractorshall allow a representativeof the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant; to this Agreementduringregularbusinesshours. Contractorshallallow inspectionof all work, data, documents, proceedings, and activities related to this Agreement for a period of three 3) years from the date of final payment to Contractor under this Agreement.
11. CONFIDENTIALITY
If Contractor receives from the City information which due to the nature of such informationisreasonablyunderstoodtobeconfidentialand/orproprietary, Contractoragreesthat it shall not use or disclose such information except in the performance of this Agreement, and further agreesto exercisethe samedegreeof care it usesto protect its own information of like importance, but in no event lessthan reasonablecare. " Confidential Information" shall include all nonpublicinformation. Confidentialinformationincludesnotonly written information, but also information transferredorally, visually, electronically, or by other means. Confidential informationdisclosedtoeitherpartybyanysubsidiaryand/oragentoftheotherpartyis covered bythisAgreement. Theforegoingobligationsofnon-useandnondisclosureshallnotapplytoany informationthat (a) hasbeendisclosedin publiclyavailablesources; (b) is, throughnofaultof the Contractordisclosedin apublicly availablesource; (c) is in rightful possessionof the Contractor without anobligation of confidentiality; (d) is requiredto bedisclosedby operationof law; or (e) is independentlydevelopedby the Contractorwithoutreferenceto informationdisclosedby the City.
12. CONFLICT OF INTEREST CLAUSE
Contractorcovenantsthat it presentlyhasnointerestsandshallnot haveinterests, director indirect, which would conflict in anymannerwith perfornianceof servicesspecifiedunderthis Agreement.
13. DISCRIMINATION
Contractor shall not discriminate becauseof race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicablelaw, in therecruitment, selection, training, utilization, promotion, term nationor other employmentrelatedactivities. Contractoraffirmsthatit isanequalopportunityemployerandshall comply with all applicable federal, stateandlocal laws andregulations.
14. EXCLUSIVITY AND AMENDMENT
This Agreementrepresentsthe completeandexclusivestatementbetweenthe City and Contractor, and supersedesanyand all other agreements, oral or written, betweenthe parties. In theeventof a conflictbetweenthetermsofthisAgreementandanyattachmentshereto, theterns ofthisAgreementshallprevail. ThisAgreementmaynotbemodifiedexceptbywritteninstrument signedbytheCityandbyanauthorizedrepresentativeof Contractor, Thepartiesagreethatany
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terms or conditions of any purchase order or other instrument that are inconsistent with, or in additionto, thetermsandconditionshereofshallnotbindorobligateContractorortheCity. Each party to this Agreement acknowledgesthat no representations, inducements, promises or agreements, orallyorotherwise, havebeenmadebyanyparty, oranyoneactingonbehalfof anyparty, which is not embodiedherein. 15, ASSIGNMENT
Inasmuchasthis Agreementis intendedto securethe specializedservicesof Contractor, Contractormaynotassign, transfer, delegate, orsubcontractanyinteresthereinwithouttheprior written consentof the City andanysuchassignment, transfer, delegationor subcontractwithout theCity'spriorwrittenconsentshallbeconsiderednullandvoid. Nothingin th sAgreementshall be construedto limit the City's abilityto haveanyof the serviceswhicharethesubjectto this AgreementperformedbyCitypersonnelorbyotherContractorsretainedbyCity.
16. TERMINATION
This Agreementmaybeterminatedby the City uponthirty (30) dayswrittennoticeof termination. Insuchevent, ContractorshallbeentitledtoreceiveandtheCityshallpayContractor compensationfor all servicesperformedby Contractorprior to receipt of such notice of termination, subjectto the following conditions:
a. As a condition of such payment, the Executive Director of the Finance and ManagementServicesAgencymayrequireContractorto deliverto theCityall work product( s) completed as of such date, and in ,such case such work product shallbethepropertyoftheCityunlessprohibitedbylaw, andContractorconsents to theCity'susethereoffor suchpurposesastheCity deemsappropriate, b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement.
17. FINES
Thecontractorshallbeliablefor allviolationfinesleviedagainsttheCitybyfederal, state, or local agencieswith regulatoryauthorityrelatedto contractorprovidedservices.
18. WAIVER
No waiverof breach, failureof anycondition, or anyrightor remedycontainedin or grantedbytheprovisionsofthisAgreementshallbeeffectiveunlessit isinwritingandsignedby thepantywaivingthebreach, failure, rightorremedy. No waiverof anybreach, failureorright, or remedyshallbedeemedawaiverof anyotherbreach, failure, rightorremedy, whetherornot similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies.
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19. JURISDICTION - VENUE
ThisAgreementhasbeenexecutedanddeliveredintheStateofCaliforniaandthevalidity, interpretation, performance, andenforcementof any of the clausesof this Agreementshall be determined and governed by the laws of the Stateof California. Both parties further agreethat OrangeCounty, California, shallbethevenuefor anyactionorproceedingthatmaybebroughtor ariseout of, in connection with or by reasonof this Agreement.
20. PROFESSIONAL LICENSES
Contractorshall, throughoutthetermof thisAgreement, maintainall necessarylicenses, permits, approvals, waivers, andexemptionsnecessaryfor theprovisionof theserviceshereunder andrequiredby thelawsandregulationsof theUnitedStates, theStateof California, theCityof SantaAnaandall othergovernmentalagencies. ContractorshallnotifytheCityimmediatelyand in writing of its inability to obtain or maintain suchpermits, licenses, approvals, waivers, and exemptions. Saidinability shall be causefor termination of this Agreement.
21. MISCELLANEOUS PROVISIONS
a. Each undersigned representsand warrants that its signature herein below has the power, authority andright to bind their respectivepartiesto eachof the termsof this Agreement, and shall indemnify City fully, including reasonablecostsand attorney'sfees, for anyinjuriesordamagestoCityintheeventthatsuchauthority or poweris not, in fact, heldby thesignatoryor is withdrawn. b. All Exhibitsreferencedhereinandattachedheretoshallbeincorporatedasif fully set forth in the body of this Agreement.
22. NOTICE
Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shallbeinwritingandshallbedeemedtobeproperlygivenif deliveredinpersonormailedby first classor certifiedmail, postageprepaid, or sentby fax or othertelegraphiccommunicationin themannerprovidedin this Section, to thefollowing persons:
To City:
Clerk of the City Council
City of SantaAna
20 Civic Center Plaza ( M- 30)
P. O. Box 1988
Santa Ana, CA 92702- 1988
fax: 7 t 4- 647- 6956
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With courtesycopiesto:
Executive Director, Finance
andManagementServicesAgency
City of SantaAna
20 Civic Center Plaza ( M- 17)
P.O. Box 1988
Santa Ana, California 92702
Fax:
To Contractor:
IPC ( USA), Inc.
4 Hutton Centre Drive, Ste. 700
Santa Ana, CA 92707
Attn: James Takeuchi
Sonia R. Carvalho
City Attorney
City of SantaAna
20 Civic Center Plaza ( M- 29)
P. O. Box 1988
Santa Ana, California 92702
Fax: 714- 647- 6515
A partymaychangeits addressbygivingnoticein writingtotheotherparty. Thereafter, any communicationshall be addressedandtransmittedto the new address. If sentby mail, communication shall be effective or deemed to have been given three (3) days after it has been depositedin the United Statesmail, duly registeredor certified, with postageprepaid, and addressedas setforth above. If sentby fax, communication shall be effective or deemedto have beengiventwenty-four (24) hoursafterthetimesetforthonthetransmissionreportissuedbythe transmittingfacsimilemachine, addressedassetforthabove. Forpurposesof calculatingthese time flames, weekends, federal, state, Countyor Cityholidaysshallbeexcluded.
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IN WITNESSWHEREOF, thepartiesheretohaveexecutedthisAgreementthedateandyearfirstabove written.
Clerk of the Council
APPROVED AS TO FORM:
SONIA R. CARVALHO
City Attorney
By:
Laura A. Rossini
SeniorAssistantCity Attorney
RECOMMENDED FOR APPROVAL:
FRANCISCO GtITIERRE
Executive Director
FinanceandManagementServicesAgency
CITY OF SANTA ANA
Raul Godinez _
City Manager
IPC ( USA), INC.:
Jar es Takeuchi
Tit e:
Pate 9 of I I
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1 CITY OF SANTA ANA
REQUESTFOR PROPOSALS 17.108
FUEL — GASOLINE AND DIESEL
SCOPEOFSERVICES ,,& SPECIFICATIONS
TheCityofSantaAnaseeksacontractor/vendortoprovidethedeliveryofUnleadedGasolineandDieselfueltoexistingundergroundstoragetanksattheCity'sCorporationYardandPoliceAdministrativeFacility.
ESTIMATEDANNUALVOLUMEQFFUELPURQfjASES
Unleaded 87 Octane — 400,000 gallons
Diesel — 15, 000 gallons
Volumeestimatesarebasedonhistoricalrecords. TheCityanticipatesanincreaseinthesetotalsduetoanupcomingagreementwithOrangeCountyFireAuthoritytopurchasefuelfromtheCity.
DELIVERYLOCATIONSANDUNDERGROUNDTANKSIZES
Corporate Yard
215 S Center
Santa Ana, CA 92703
Three (3) 20,000 gallonstanksfor unleadedfuel
One (1) 20,000 gallon tank for diesel fuel
Santa Ana Police Department
60 Civic Center Plaza
Santa Ana, CA 92702
One (1) 20,000 gallon tank for unleadedfuel
One (1) 6,000gallontankforRedDiesel (onedeliveryperyear@200-300gallons, emergencygenerator) One (1) Above -Ground250gallontankforRedDiesel (onedeliveryperyear@150gallons)
DELIVERY REQUIREMENTS
Deliverymustbemadewithintwo (2) workingdaysafterreceiptoforder. Allpurchasesforundergroundstorage tanks will be a full load.
Currentlyaveragingone (1) - two (2) fullloaddeliveriespermonthatbothCorporateYardandPoliceDepartment RFP17-108 Fuel — Gasolineand Diesel
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PRICING AND INVOICING
Thecontractbidpriceshallincludefullcompensationforprovidingallrequiredservicesasspecifiedinscope of work. NO additional compensationwill be allowed.
Forpurposesofpayment, itshallbetheLosAngelesCaliforniaOPTSGross1OAMESTDailyRackAverage with CAR report.
PricingontheinvoicesshallindicateOPISpricefordayofdeliveryandalsothepricebeingchargedtoCity.
Deliveryrateandtotaldeliverychargeshallbeseparatelineitemandshallnotbecombinedwithfuelcosts when computing sales tax.
QUALITY OF FUELS
FuelprovidedmustmeetthelatestrequirementsoftheCaliforniaAirResourcesBoard (GARB) Phase2Reformulated Gasoline and Diesel.
Onlymajoroilcompanyqualityfuelsmeetingthefollowingspecificationsaretobequotedand/orawarded.
Gasolineshallbe unleadedregular87 Octaneminimum.
Diesel Fuel shall be Type 2 Clear.
VENDOR/SUPPLIERRESPONSIBILITY
Vendorshallbeheldliableforanydamageorcriminal/civilcitationswhichmayoccurasaresultofanyspillsand/oraccidents. Inaddition, theCityreservestherighttocanceltheagreementofthe Vendor/Supplier, notwithstandingcompliancewiththeproceduressetforthherein, deliversinanegligentmannerorwho, underanycircumstances, causesaspillwhiledelivering.
VendorshallhavetitletoandbearriskoflossofordamagetotheitemspurchasedhereunderuntiltheyaredeliveredinconformitywiththisagreementattheF.C.B. pointspecifiedherein, anduponsuch deliverytitleshallpass, exceptforlossordamageresultfromVendor'snegligence. PassingoftitleuponsuchdeliveryshallnotconstituteacceptanceoftheitembytheCity.
ItistheresponsibilityoftheVendor/SuppliertohavethedeliveringdrivermeasureeachfueltankusingCity'sVeederRootsystembeforeandaftereachdelivery.
Alldeliveriesshallbemadebetween7:00amto6:00pmMondaythroughFriday, exceptwhenordersstatethat the deliveriesmustbe made at a differenttime
TEMPERATURE CORRECTION
Vendorshallcorrectoradjustgasolineanddieseldeliveriessoastobestated, billed, andpaidforonthebasisofsuchgasolineanddieselfuelatsixty (60) degreestemperature, usingmethodsthatareacceptedasbeingingeneraluseforthismethodofadjustingvolumetricquantitiestotemperatureconditions.
RFP 17-108 Fuel — Gasoline and Diesel
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MATERIAL SAFETY DATA SHEETS
IncompliancewithTitleaoftheCaliforniaCodeofRegulations (OSHA), theCityrequirestwo (2) copies oftheU.S. DepartmentofLabor - MaterialSafetyDatasheetforitem(s) purchased, Thematerialsafetydatasheetshallbesubmittedtotheusingdepartmentatthetimeofdelivery,
SOURCE GUARANTEE
Vendorswhodonotownrefineriesshallhavecontractsorwrittenirrevocablecommitmentstocontract with refiners which are capable of supplyingproducts which meet fuel specifications in the quantitieslisted herein.
Contractsorcommitmentsmustguaranteesupplyintherequiredamountsforthetermofanycontract resultingfromtheRFP. FailuretoincludesourceguaranteedocumentationmayvoidresponseiftheCityhas no prior experience with the vendor.
RECORD KEEPING
VendorshallmaintainrecordsoftheCity'spurchasesandmakethemavailableforauditandinspection.
Vendorshallrecordthequantities, cost, deliverylocations, andtaxesforeachdelivery. Vendorshall providetheCitywithacopyofsuchrecordswithinten (10) daysoftheCity's request.
TAXES
TheCityisexemptfromFederalExcisetaxesandnopaymentshallbemadeforanypersonalpropertytaxes leviedon the Vendor or on any taxes leviedon employeewages.
TheCitywillonlypayforanystateandlocalsalesorusetaxesontheproductspursuanttothiscontract RFP 17-108 Fuel - Gasolineand Diesel
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CITY OF SANTA ANA
REQUEST FOR PROPOSALS 17. 108
FUEL - GASOLINE AND DIESEL
BID FORM
PRICING SHEET
Reaular Unleaded Gasoline
Gasoline prices ( four decimal places, i,e. 0. 0000)
87 OCTANE
Bulk fuels full truck and trailer
OPIS Plus
Or Minus
Delivery
Other (specify)
Applicable Discount( s)
Total OPTS +
Smaller Tank less than full truck
OPIS Plus
Or Minus
Delivery
Delivery size: 7,000+ gallons
cents per gallon
C- cents per gallon
C ' cents per gallon
cents per gallon
cents per gallon
o E 2 net cents per gallon
Delivery size: 3,500 - 6,999 gallons
cents per gallon
cents per gallon
cents per gallon
Other (specify) cents per gallon
Applicable Discount( s) _ cents per gallon
Total OPTS + j, osil net cents per gallon
E
Largebulk deliveries exceeding 7,000 gallons could include a combined load of gasoline and diesel.
Pleaseindicate any split load surcharges in the other category if applicable. Split load surcharges not stated herein will not be allowed on any invoices during the contract.
RFP 17- 108 Fuel - Gasoline and Diesel
Pane 19
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CITY OF SANTA ANA
REQUEST FOR PROPOSALS 17-108
FUEL — GASOLINE AND DIESEL
BID FORM
PRICING SHEET
Diesel — Type 2 Clear
Diesel prices ( four decimal places, 1,e. 0.0000)
Bulk fuels full truck and trailer Delivery size: 7,000+ gallons OPTS Plus cents per gallon
Or Minus i , cents per gallon
Deliverycents per gallon
Other (specify) cents per gallon
Applicable Discount( s) cents per gallon
Total OPTS + C CJ i 1 net cents per gallon
Smaller Tank less than full truck Deliverysize: 3,500 — 6,999gallons OPTS Plus cents per gallon
Or Minus " 1 ''
71 cents per gallon
Delivery cents per gallon
Other (specify) cents per gallon
Applicable Discount( s) cents per gallon
Total OPTS net cents per gallon
AlternativeRenewableDiesel (meetingASTMD975spec y $ ' , 0 ergallon RFP 17. 108 Fuel— Gasoline and Diesel
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Pag
e 1 of 2
FIRST AMENDMENT TO THE GASOLINE AND DIESEL
FUEL PURCHASE AGREEMENT WITH TACENERGY, LLC
T
HIS FIRST AMENDMENT TO AGREEMENT is entered into this 4th day of October 2022, by and between TACenergy, LLC (“Consultant”), and the City of Santa Ana, a charter city and municipal corporation duly organized and existing under the Constitution and laws of the State of California (“City”).
REC
ITALS
A. On D
ecember 19, 2017, the City entered into Agreement #A-2017-347 (“Agreement”) with Truman Arnold Companies dba TACenergy to provide gasoline and diesel fuel services to the City.
B. On
July 28, 2022, TACenergy assigned all of its rights and obligation under the Agreement to TACenergy, LLC for the remaining term.
C. In a
ccordance with the terms and conditions of the Agreement, the parties desire to amend the compensation and term of the Agreement.
THE P
ARTIES THEREFORE AGREE:
1. Se
ction 2, COMPENSATION, shall be amended to increase compensation for the extended term in the amount not to exceed $600,000. Therefore, the total amount of the Agreement shall not exceed $5,350,000 to pay for additional gasoline and diesel fuel services during the extended term.
2. Sect
ion 3, TERM, shall be amended to extend the term of said Agreement for a one month period from December 31, 2022 to January 31, 2023.
Except as hereinabove modified, the terms and conditions of said Agreement remain unchanged and in full force and effect.
IN
WITNESS WHEREOF, the parties hereto have executed this First Amendment to the Agreement the date and year first above written.
ATTES
T: CITY OF SANTA ANA
______
_____________________ ________________________
KRISTINE RIDGE
Clerk of the Council City Manager
[Sign
atures continued on the following page]
EXHIBIT 3
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APPROVED AS TO FORM:
Sonia R. Carvalho, City Attorney
_____________________________
By: Jose Montoya
Assistant City Attorney
RECOMMENDED FOR APPROVAL: CONSULTANT
__________________________ _______________________________ Nabil Saba P.E. By: Fred Sloan
Executive Director of Title: Chief Operating Officer Public Works Agency
EXHIBIT 3
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Public Works Agency
www.santa-ana.org/pw
Item # 20
City of Santa Ana
20 Civic Center Plaza, Santa Ana, CA 92701
Staff Report
October 4, 2022
TOPIC: Exchange of Real Property
AGENDA TITLE:
Approve an Agreement with the County of Orange for Exchange of Real Property and Adopt a Resolution Declaring City Property as Exempt Surplus Land
RECOMMENDED ACTION
1. Adopt a resolution declaring City-owned property as exempt surplus land pursuant to California Government Code § 54220 et seq. for the purpose of a real property exchange with the County of Orange.
2. Authorize the City Manager to execute an Exchange of Real Property agreement between the City of Santa Ana and the County of Orange, a political subdivision of the State of California, for proposed property exchange of the Civic Center Plaza of the Flags area and the Civic Center Library Parking Structure subject to non-substantive changes approved by the City Manager and the City Attorney.
DISCUSSION
In the mid-1950s, the City acquired and combined parcels to create the City’s portion of the Civic Center block between Civic Center Drive, Ross Street, Santa Ana Boulevard, and Flower Street. Since then, the City has added to the property and conveyed segments to other government agencies, and now some of the ownership boundaries do not coincide with buildings and other improvements. The parking structure adjacent to the City’s Main Library, which is operated by the County of Orange, is partially within City of Santa Ana property. The parcel containing the Plaza of the Flags and the parking structure underneath it which is utilized by City staff and agencies, along with the Japanese Garden structure, are owned by the County (Exhibit 1).
To correct the misalignment, on March 31, 2022, the Orange County Chief Real Estate Officer and City of Santa Ana City Manager entered into a non-binding Letter of Intent (Exhibit 2), with the express interest of exchanging a County-owned 2.2-acre parcel in the Civic Center (Parcel A), for a City-owned 0.7-acre parcel (Parcel B).
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Agreement with County of Orange Exchange of Real Property October 4, 2022
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Within County-owned Parcel A is the Plaza of the Flags and parking structure area below, as well as the Japanese Garden and a portion of the Ross Annex Parking Structure.
County staff have indicated that the Parcel A is not needed for County purposes. Parcel A is also located directly adjacent to Santa Ana City Hall. The Plaza is generally used by the City for special events and activities throughout the year, including farmer’s markets and as an ice-skating rink during the winter, for which approval must be requested from the County of Orange. The City’s ownership of the property will allow the City to utilize the Plaza without going through a County permitting process.
Within City-owned Parcel B is a portion of the Library parking structure. The County administers the parking within the Civic Center and under the various agreements with the City for the operation of the Civic Center, collects the revenues for the upkeep of the Civic Center area. Parcel B is not needed for City purposes.
In addition, if the exchange is approved by the City and the County of Orange, the property ownership boundaries which currently run through the Library parking structure and the Ross Annex parking structure will be adjusted so that the structures are wholly contained within one ownership. In order to consolidate ownership of the Santa Ana Library Parking structure and assist the City in the activation of the Plaza of the Flags area, the County and the City share a mutual interest in the exchange of parcels. Based on the opinions of City staff, valuation of the parcels subject to the exchange is equivalent.
Prior to completion of the property conveyance, the City must declare Parcel B as surplus land, and therefore, is exempt surplus land pursuant to Government Code section 54221(f)(1)(c).
Staff recommends the approval of the attached Agreement for the Exchange of Real Property (Exhibit 3), which sets out the parameters for the exchange, and adoption of the resolution declaring Parcel B as exempt surplus land pursuant to the Surplus Land Act (Exhibit 4).
ENVIRONMENTAL IMPACT
There is no environmental impact associated with this action.
FISCAL IMPACT
There is no fiscal impact associated with this action.
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Agreement with County of Orange Exchange of Real Property October 4, 2022
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EXHIBIT(S)
1. Location Map
2. Letter of Intent
3. Draft Property Exchange Agreement
4. Resolution
By: Submitted By: Nabil Saba, P.E., Executive Director – Public Works Agency Approved By: Kristine Ridge, City Manager
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Project Name: Santa Ana Property Exchange
AGREEMENT FOR THE EXCHANGE OF REAL PROPERTY This AGREEMENT FOR THE EXCHANGE OF REAL PROPERTY (“Agreement”), dated as of _______________ 2022, is entered into by and between the CITY OF SANTA ANA, a California municipal corporation (“City”), and COUNTY OF ORANGE, a political subdivision of the State of California (“County”). County and City are sometimes referred to in this Agreement individually as “Party” or collectively as “Parties.” RECITALS A. County is the fee simple owner of that certain real property located in the City of Santa Ana, County of Orange, State of California, including, but not limited to, land, structures, and vertical assets, as more particularly described in Exhibit A, attached hereto and incorporated herein by reference (“County Property”). B. City is the fee simple owner of and holds certain interests in that certain real property located in the City of Santa Ana, County of Orange, State of California, including, but not limited to, land, structures, and vertical assets, as more particularly described in Exhibit B, attached hereto and incorporated herein by reference (“City Property”). C. City desires to exchange the City Property (as more particularly defined in Section 1.2 below) for the County Property (as more particularly defined in Section 1.1 below) and County desires to exchange the County Property for the City Property, pursuant to the terms and conditions of this Agreement. D. As used herein, the terms County Property and City Property may hereinafter be referred to from time to time collectively as the “Properties.” AGREEMENT NOW, THEREFORE, based upon the foregoing facts, in consideration of the mutual covenants and agreements contained in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows: 1. Property Exchange. Upon the satisfaction or waiver of all of the conditions precedent to the Closing set forth in Section 5 below, as of Closing, (a) City shall acquire the County Property from County, and (b) County shall acquire the City Property from City (the “Exchange”). 1.1 County Property. County Property shall include all of the following: 1.1.1 Land. Fee simple interest in the real property described on Exhibit A hereto, including, but not limited to, land, structures, and vertical assets located on or under the real property. 1.1.2 Appurtenances. All rights, privileges and easements currently held by County which are appurtenant to the County Property, including, without limitation all vertical
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assets including the parking structure and improvements located therein, rights-of-way or appurtenances used in connection with the beneficial use and enjoyment of the County Property. 1.2 City Property. City Property shall include all of the following: 1.2.1 Land. Fee simple interest in the real property described on Exhibit B hereto, including, but not limited to, land, structures, and vertical assets located on or under the real property. 1.2.2 Appurtenances. All rights, privileges and easements dedicated to City which are appurtenant to the City Property, including, without limitation, all vertical assets including the parking structure and improvements located therein constructed at “Site 2” as part of the “Phase 1 Facilities” pursuant to that certain Development Agreement between the Parties dated December 15, 1987 and any of its subsequent amendments or modifications (collectively “1987 Development Agreement”), rights-of-way or appurtenances used in connection with the beneficial use and enjoyment of the City Property. 2. Title and Closing. 2.1 Exchange. The Exchange shall be performed by the Parties, subject to the requirements set forth below. 2.2 Title Company. Title policies issued for the benefit of the City with respect to the County Property and the County with respect to the City Property, in connection with the Exchange shall be issued by Fidelity National Title National Commercial & Builder Services (the “Title Company”). 2.3 Definition of Closing. For purposes of this Agreement, the term “Closing” shall mean the time when the Title Company shall have recorded the County Deed (as defined below), and the City Deed (as defined below), as set forth in Section 6.4 below. 3. County’s Approval of Condition of Title/Due Diligence. 3.1 County’s Review of Condition of Title. Prior to the Effective Date, County has received and reviewed that certain First Amended Preliminary Title Report Order No. ____________ dated _____________, 2022 (the “City Preliminary Title Report”), covering the City Property and issued by Title Company, a copy of which is attached hereto as Exhibit C. County hereby acknowledges that County has approved those exceptions listed in Schedule B of the City Preliminary Title Report. Those exceptions which County has approved on the City Preliminary Title Report are hereinafter referred to as the “City Permitted Exceptions.” The City Permitted Exceptions shall exclude any delinquent taxes or any taxes due and payable prior to the Closing and any other monetary liens or encumbrances on the City Property. 3.2 City Title Insurance Policy. At the option of County, and upon County’s specific request, at the Closing and as a condition thereto, the Title Company shall issue to County a policy of title insurance (the “City Title Policy”) as to all or any part of the City Property, containing the terms and provisions set forth in this Section 3.2. The City Title Policy shall be a CLTA Owner’s Policy (1987 Policy Form) in an amount determined by County, showing fee simple title to the City Property vested in County, subject only to non-delinquent taxes and
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assessments, the City Permitted Exceptions, and such other matters as to which County may consent in writing. The premium for the City Title Policy and any costs in connection with the search and examination of title and/or for the issuance of the City Preliminary Title Report shall be paid by County. The City Title Policy shall be issued without reliance on any indemnity of City or any third party to induce Title Company to issue the City Title Policy, and the prior written consent of County shall not be required. If County so elects and the Title Company agrees, the City Title Policy may include such endorsements as County may reasonably request; provided however that all such endorsements shall be issued at County’s sole cost and expense. In addition, if County so elects and the Title Company agrees to issue an ALTA Extended Coverage Owner’s Policy (2006 Form), the “City Title Policy” as defined above shall be an ALTA rather than a CLTA policy, with all other elements remaining the same; provided however that such extended ALTA coverage and any costs in connection with such extended ALTA coverage shall be issued at County’s sole cost and expense. 3.3 County Due Diligence. County shall have the right to perform due diligence, at County’s sole expense, to investigate the suitability of the City Property for its intended uses, which may include, but is not limited to, environmental testing, review for conformity with State law and local codes, and review with State and local officials regarding use of the City Property (“Due Diligence”). The Due Diligence period shall be for a period of time mutually agreed upon by the Parties, whose agreement shall not be unreasonably withheld, but shall in no event be longer than sixty (60) days, except as provided in Section 6.1.2 below (“Due Diligence Period”). County may enter upon the City Property for purposes of Due Diligence. County shall indemnify and hold harmless City from and against any and all claims, liabilities, losses, damages, costs and expenses (including, but not limited to, reasonable attorneys’ fees, court costs and litigation expenses) caused by or arising out of the County’s actions on the City Property during the Due Diligence Period. County shall have the absolute right during the Due Diligence Period to terminate the proposed Exchange for any reason whatsoever without constituting a default under this Agreement. 4. City’s Approval of Condition of Title/Due Diligence. 4.1 City’s Review of Condition of Title. Prior to the Effective Date, the City has received and reviewed that certain (i) Preliminary Title Report Order No. ______________, dated ________________, 2022, covering the County Property, issued by Title Company, a copy of which is attached hereto as Exhibit D (“County Preliminary Title Report”). City hereby acknowledges that City has approved those exceptions listed on the County Preliminary Title Report. Those exceptions which City has approved on the County Preliminary Title Reports are hereinafter referred to as the “County Permitted Exceptions.” The County Permitted Exceptions shall exclude any delinquent taxes or any taxes due and payable prior to the Closing and any other monetary liens or encumbrances on the County Property. 4.2 County Title Insurance Policy. At the option of the City, and upon the City’s specific request, at the Closing and as a condition thereto, the Title Company shall issue to City policies of title insurance (collectively, the “County Title Policy”) as to all or part of the County Property, containing the terms and provisions set forth in this Section 4.2. The County Title Policy shall be CLTA Owner’s Policies (1987 Policy Form) in an amount determined by the City, showing fee simple title to the County Property vested in City, subject only to non-delinquent taxes and assessments, the County Permitted Exceptions, and such other matters as to which City
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may consent in writing. The premium for the County Title Policy and any costs in connection with the search and examination of title and/or for the issuance of the County Preliminary Title Report shall be paid by the City. The County Title Policy shall be issued without reliance on any indemnity of County or any third party to induce Title Company to issue the County Title Policy, and prior written consent of City shall not be required. If City so elects and the Title Company agrees, the County Title Policy may include such endorsements, respectively and as applicable, as City may reasonably request; provided however that all such endorsements shall be issued at City’s sole cost and expense. In addition, if City so elects and the Title Company agrees to issue one or more ALTA Extended Coverage Owner’s Policies (2006 Form), the County Title Policy as defined above shall be an ALTA rather than CLTA policy, respectively and as applicable, with all other elements remaining the same; provided however that such extended ALTA coverage and any costs in connection with such extended ALTA coverage shall be issued at City’s sole cost and expense. 4.3 City Due Diligence. City shall have the right to perform Due Diligence, at City’s sole expense, to investigate the suitability of the County Property for its intended uses. The Due Diligence Period shall be for a period of time mutually agreed upon by the Parties, whose agreement shall not be unreasonably withheld, but shall in no event be longer than sixty (60) days, except as provided in Section 6.1.2 below. City may enter upon the County Property for purposes of Due Diligence. City shall indemnify and hold harmless County from and against any and all claims, liabilities, losses, damages, costs and expenses (including, but not limited to, reasonable attorneys’ fees, court costs and litigation expenses) caused by or arising out of the City’s actions on the County Property during the Due Diligence Period. City shall have the absolute right during the Due Diligence Period to terminate the proposed Exchange for any reason whatsoever without constituting a default under this Agreement. 5. Conditions Precedent to Closing. 5.1 County’s Conditions. Each of the following shall constitute a condition precedent to the obligations of County to effectuate the Closing and may be waived only by a written waiver executed by County and delivered to City: 5.1.1 Documents. The applicable documents described in Section 6.3.2 below shall have been delivered to County by City. 5.1.2 Title Policy. If requested by County, the Title Company shall be irrevocably committed to issue the City Title Policy upon the Closing. 5.1.3 Acceptance of Property. The County shall be satisfied, after reviewing Title and otherwise conducting Due Diligence as provided in Section 3.3, that the City Property is suitable for its intended uses and acceptable to County. Should County fail to terminate the Exchange within the Due Diligence Period as provided in Section 3.3, the City Property shall be deemed suitable and acceptable to County. 5.1.4 No Material Change. As of the Closing, there shall be no material change in the City Property that would materially impair County’s use or development of the City Property.
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5.1.5 Representations and Warranties. All of City’s representations and warranties as set forth herein shall be true as of the Closing. 5.1.6 No Default. City shall not be in material default hereunder. If County does not give City written notice of City’s default, for purposes of this Section 5.1.6 only, City shall be deemed not to be in default hereunder, and the Parties shall proceed with the Closing as though City were not in default. County’s failure to give such notice to City shall not excuse performance by City of any obligation hereunder. 5.2 City’s Conditions. Each of the following shall constitute a condition precedent to the obligations of City to effectuate the Closing and may be waived only by a written waiver executed by City and delivered to County: 5.2.1 Documents. Copies of the applicable documents described in Section 6.3.1 below shall have been delivered to City by County. 5.2.2 Title Policy. If requested by City, the Title Company shall be irrevocably committed to issue the County Title Policy upon the Closing. 5.2.3 Acceptance of Property. The City shall be satisfied, after reviewing Title and otherwise conducting Due Diligence as provided in Section 4.3, that the County Property is suitable for its intended uses and acceptable to the City. Should the City fail to terminate the Exchange within the Due Diligence Period as provided in Section 4.3, the County Property shall be deemed suitable and acceptable to the City. 5.2.4 No Material Change. As of the Closing, there shall be no material change in the County Property that would materially impair City’s use or development of the County Property. 5.2.5 Representations and Warranties. All of County’s representations and warranties as set forth herein shall be true as of the Closing. 5.2.6 No Default. County shall not be in material default hereunder. If City does not give County written notice of County’s default, for purposes of this Section 5.2.6 only, County shall be deemed not to be in default hereunder, and the Parties shall proceed with the Closing as though County were not in default. City’s failure to give such notice to County shall not excuse performance by County of any obligation hereunder. 6. Closing or Cancellation of Closing. 6.1 Closing Date. 6.1.1 Provided that this Agreement is not earlier terminated pursuant to the terms and provisions hereof and provided that all of the conditions precedent to the Closing have been satisfied or waived, the Parties agree that the Closing shall occur on or before ___________, 2022 (the “Closing Date”), unless extended as described in Section 6.1.2; provided however, that in no event shall the Closing Date be later than ____________, 2022 (“Outside Date”). By effectuating the closing, the Parties shall be deemed to have irrevocably committed to cause the Title Company to issue any requested County Title Policy and City Title Policy.
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6.1.2 In the event that either Party believes it is necessary to extend the Closing Date in order to conduct additional Due Diligence as described in Sections 3 or 4, above, as applicable, that Party shall have the right to unilaterally extend the Closing Date by ten (10) days by providing written notice to the other Party before the Closing Date. Each Party shall only be entitled to one unilateral extension. The Parties may subsequently extend the Closing Date only by written agreement of both Parties, except that in no event shall the Closing Date be later than the Outside Date without the written agreement of both Parties. 6.1.3 In the event that the Closing fails to occur by the Outside Date, and neither Party is in default of its obligations hereunder, then the Party for whose benefit the non-satisfied condition exists may cancel the Closing by written notice to the other Party. In the event that, due to an “Event of Default” by a “Defaulting Party” (as the terms are defined in Section 8.1 below), the Closing fails to occur by the Outside Date, then without waiving any rights or remedies which the non-Defaulting Party may have against the Defaulting Party under Section 8 of this Agreement, the non-Defaulting Party may cancel the Closing upon written notice to the Defaulting Party. In the event that the non-Defaulting Party elects not to terminate this Agreement, then the non-Defaulting Party may pursue the remedies for such Event of Default as provided in Section 9 below. 6.2 Cancellation. 6.2.1 If, for any reason, the Closing is cancelled pursuant to Section 6.1.3 above, each Party shall return to the other Party delivering the same, all instruments which are then held by the Party in connection with the Exchange. 6.2.2 If the Closing is cancelled pursuant to Section 6.1.3 above and neither Party is in default of its obligations hereunder, this Agreement shall be deemed to be terminated (with the exception of those provisions which expressly state that they are to survive such termination). In such event, neither Party shall be obligated to the other to effectuate the Closing. 6.3 Items to be Delivered Prior to Closing. 6.3.1 County. On or before one (1) business day prior to the Closing Date, County shall execute and provide City with a copy of the following: (a) The quitclaim deed conveying fee simple title to the County Property to the City (“County Deed”), in substantially the form of Exhibit E attached hereto; (b) Such other documents as may be reasonably required by Title Company in order to issue the County Title Policy, if requested by the City, or otherwise required to transfer the County Property to City in accordance with the terms of this Agreement. 6.3.2 City. On or before one (1) business day prior to the Closing Date, City shall execute and provide County with a copy of the following: (a) The quitclaim deed conveying fee simple title to the City Property to the County (“City Deed”), in substantially the form of Exhibit F attached hereto;
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(b) Such other documents as may be reasonably required by Title Company in order to issue the City Title Policy, if requested, or otherwise required to transfer the City Property to County in accordance with the terms of this Agreement. 6.4 Closing Instructions. At such time as the conditions precedent to the Closing have been satisfied or waived, City shall: 6.4.1 Collate the counterparts of the Exchange Agreement into two fully executed counterparts; 6.4.2 Date, as of the Closing, all instruments calling for a date; 6.4.3 Record the City Deed, and the County Deed in the Official Records of Orange County, California (“Official Records”); 6.4.4 Deliver to City the County Title Policy, and to County the City Title Policy, if so requested. 6.5 Post-Closing Matters. After the Closing, the City shall deliver the following: 6.5.1 To City: A copy, as recorded, of the deed for the County Property. 6.5.2 To County: A copy, as recorded, of the deed for the City Property. 6.5.3 To County Counsel, Counsel for County: Copies of all documents to be delivered to City pursuant to Section 6.5.1 above. 6.5.4 To City Attorney, Counsel for City: Copies of all documents to be delivered to County pursuant to Section 6.5.2 above. 7. Costs and Prorations. 7.1 Prorations. The Parties shall prorate all non-delinquent real property taxes and assessments, as applicable, as to the County Property between City and County as of the Closing based upon a 365-day year and based upon the latest available tax bill. The Parties agree that if such proration is inaccurate because the latest available tax bill does not represent the taxes actually assessed, then the Parties will, as soon as tax bills actually covering the period during which the Closing takes place are available, make such further adjustments as may be appropriate so that each Party shall have borne all taxes allocable to the period during which it was the owner of its respective property. 7.2 Title and Other Costs. 7.2.1 County shall pay the premium for the City Title Policy, if such policy is requested by the County, and City shall pay the premium for the County Title Policy, if such policy is requested by City.
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7.2.2 City shall pay documentary transfer taxes, if any, as specified on the Documentary Transfer Tax Statement. 8. Representations and Warranties; Covenants. 8.1 County’s Representations and Warranties. As a material inducement to City to enter into this Agreement, County makes the following covenants, representations and warranties to City set forth in this Section 8.1 as of the date hereof and as of the Close of the Closing. 8.1.1 Property Owner. County is the owner of the County Property and has the right, power and authority to transfer the same to City pursuant to this Agreement. 8.1.2 County’s Authority to Execute Agreement. County is a political subdivision of the State of California. Neither the execution and delivery of this Agreement nor the performance or consummation of the transactions contemplated by this Agreement will result in any breach of or constitute a default under or conflict with any agreement, covenant, law, regulation, ordinance or obligation binding upon County. No approvals, authorizations or consents of any separate public body or of any person are necessary in connection herewith. County has the legal right, power and authority to enter into this Agreement and all documents, instruments or agreements referenced herein to be executed by County, and to consummate the transaction contemplated hereby. All individuals executing this Agreement and all other documents, instruments or agreements required hereunder, on behalf of County, have the legal right, power and actual authority to bind County to the terms and conditions hereof and thereof. 8.1.3 Compliance with Law. County has no knowledge and has received no notice (i) that the County Property is in violation of any applicable statutes, ordinances, and regulations, including those relating to environmental and health and safety requirements including those governing the storage, discharge, use and cleaning of toxic or hazardous substances and materials; (ii) of any presently pending or threatened action or proceeding under any environmental or health and safety statutes, ordinances, or regulations; or (iii) of the existence of any present or pending order or directive of any city, county, state, or federal authority, or any agency thereof, requiring that any work or repair, maintenance, improvement, or pollution or contamination abatement be performed on the County Property. 8.1.4 No Litigation. There are no actions, claims, suits, or proceedings of any kind or nature whatsoever, legal or equitable, pending or, to the best of County’s knowledge, threatened against County or the County Property or relating to or arising out of the ownership, management, condition, or operation of the County Property, in any court or before or by any federal, state, county or municipal department, commission, board, bureau, agency, or other governmental instrumentality. 8.1.5 No Mechanic’s Liens. No work has been done upon, or materials delivered to, the County Property by or at the request of County, or with County’s knowledge, which is not fully paid for, nor, to the best of County’s knowledge, does any person, firm or corporation now have, nor, to the best of County’s knowledge, will it have upon the giving of any notice or passage of time or otherwise, any mechanic’s or materialman’s lien rights with respect to the County Property or any part or parcel thereof.
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8.1.6 No Adverse Agreements. There are no adverse possessors, tenancies or occupancy agreements affecting possession of the County Property, or any portion thereof, except as disclosed in this Agreement, nor has any option to purchase the County Property, or any portion thereof, been granted by County to any party. No party (other than the City pursuant to this Agreement) has the right to acquire the County Property. 8.1.7 No Bankruptcy Proceedings. County is not the subject of a bankruptcy, insolvency or similar proceeding. 8.1.8 Environmental Status. In accordance with California Health and Safety Code Section 25359.7, County warrants and represents to City that it is not aware that any release of Hazardous Materials has come to be located upon or under the County Property. Neither County nor, to the actual knowledge of County, without duty of inquiry, any third parties during the period of time the County Property has been owned by County have generated, handled, manufactured, stored, used, transported or discharged any Hazardous Materials on, in or under the County Property, the groundwater or any adjacent property. County is not aware of any underground storage tanks located on or under the County Property. As used herein, the term “Hazardous Materials” shall mean any toxic or hazardous substance, material or waste or any pollutant or contaminant or infectious or radioactive material, including but not limited to those substances, materials or wastes regulated now or in the future under any of the following statutes or regulations promulgated thereto: (1) any “hazardous substance” within the meaning of the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended (“CERCLA”) 42 U.S.C. §9601, et seq. or the California Hazardous Substance Account Act, Cal. Health and Safety Code §25300 et seq. or the Porter-Cologne Water Quality Act, Cal. Water Code §13000 et seq. or the Hazardous Materials Transportation Act, 49 U.S.C. §1801, et seq.; (2) any “hazardous waste” within the meaning of the Resource Conservation and Recovery Act, 42 U.S.C. §6901 et seq.; or (3) any other substance, chemical, waste, toxicant, pollutant or contaminant regulated by any federal, state or local law, statute, rule, regulation or ordinance for the protection of health or the environment, including, without limitation, any petroleum products or fractions thereof. 8.1.9 AS-IS. County acknowledges that County has inspected the City Property and made its own independent investigation of the City Property. County further acknowledges that it is acquiring the City Property “AS-IS,” in reliance solely on its own inspection of the City Property and on City’s representations and warranties as set forth herein. City acknowledges it is conveying the land, structures, and vertical assets to the County. 8.2 City’s Representations and Warranties. As a material inducement to County to enter into this Agreement, City makes the following covenants, representations and warranties to County set forth in this Section 8.2 as of the date hereof and as of the Closing. 8.2.1 Property Owner and Property Interests. City is the owner of the City Property and has the right, power and authority to transfer the same to County pursuant to this Agreement. 8.2.2 City’s Authority to Execute Agreement. City is a duly organized, validly existing municipal corporation organized and existing under the laws of the State of California. Neither the execution and delivery of this Agreement nor the performance or
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consummation of the transactions contemplated by this Agreement will result in any breach of or constitute a default under or conflict with any agreement, covenant, law, regulation, ordinance or obligation binding upon City. No approvals, authorizations or consents of any separate public body or of any person are necessary in connection herewith. City has the legal right, power and authority to enter into this Agreement and all documents, instruments or agreements referenced herein to be executed by City, and to consummate the transaction contemplated hereby. All individuals executing this Agreement and all other documents, instruments or agreements required hereunder, on behalf of City, have the legal right, power and actual authority to bind City to the terms and conditions hereof and thereof. 8.2.3 Compliance with Law. City has no knowledge and has received no notice (i) that the City Property is in violation of any applicable statutes, ordinances, and regulations, including those relating to environmental and health and safety requirements including those governing the storage, discharge, use and cleaning of toxic or hazardous substances and materials; (ii) of any presently pending or threatened action or proceeding under any environmental or health and safety statutes, ordinances, or regulations; or (iii) of the existence of any present or pending order or directive of any city, county, state, or federal authority, or any agency thereof, requiring that any work or repair, maintenance, improvement, or pollution or contamination abatement be performed on the City Property. 8.2.4 No Litigation. There are no actions, claims, suits, or proceedings of any kind or nature whatsoever, legal or equitable, pending or, to the best of City’s knowledge, threatened against City or the City Property or relating to or arising out of the ownership, management, condition, or operation of the City Property, in any court or before or by any federal, state, county or municipal department, commission, board, bureau, agency, or other governmental instrumentality. 8.2.5 No Mechanic’s Liens. No work has been done upon, or materials delivered to, the City Property by or at the request of City, or with City’s knowledge, which is not fully paid for, nor, to the best of City’s knowledge, does any person, firm or corporation now have, nor, to the best of City’s knowledge, will it have upon the giving of any notice or passage of time or otherwise, any mechanic’s or materialman’s lien rights with respect to the City Property or any part or parcel thereof. 8.2.6 No Adverse Agreements. There are no adverse possessors, tenancies or occupancy agreements affecting possession of the City Property, or any portion thereof, except as disclosed in this Agreement, nor has any option to purchase the City Property, or any portion thereof, been granted by City to any party. No party (other than the County pursuant to this Agreement) has the right to acquire the City Property. 8.2.7 No Bankruptcy Proceedings. City is not the subject of a bankruptcy, insolvency or similar proceeding. 8.2.8 Environmental Status. In accordance with California Health and Safety Code Section 25359.7, City warrants and represents to County that it is not aware that any release of Hazardous Materials has come to be located upon or under the City Property. Neither City nor, to the actual knowledge of City, without duty of inquiry, any third parties during the period of time the City Property has been owned by City have generated, handled, manufactured,
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stored, used, transported or discharged any Hazardous Materials on, in or under the City Property, the groundwater or any adjacent property. City is not aware of any underground storage tanks located on or under the City Property. As used herein, the term “Hazardous Materials” shall mean any toxic or hazardous substance, material or waste or any pollutant or contaminant or infectious or radioactive material, including but not limited to those substances, materials or wastes regulated now or in the future under any of the following statutes or regulations promulgated thereto: (1) any “hazardous substance” within the meaning of CERCLA 42 U.S.C. §9601, et seq. or the California Hazardous Substance Account Act, Cal. Health and Safety Code §25300 et seq. or the Porter-Cologne Water Quality Act, Cal. Water Code §13000 et seq. or the Hazardous Materials Transportation Act, 49 U.S.C. §1801, et seq.; (2) any “hazardous waste” within the meaning of the Resource Conservation and Recovery Act, 42 U.S.C. §6901 et seq.; or (3) any other substance, chemical, waste, toxicant, pollutant or contaminate regulated by any federal, state or local law, statute, rule, regulation or ordinance for the protection of health or the environment, including, without limitation, any petroleum products or fractions thereof. 8.2.9 AS-IS. City acknowledges that City has inspected the County Property and made its own independent investigation of the County Property. City further acknowledges that it is acquiring the County Property “AS-IS,” in reliance solely on its own inspection of the County Property and on County’s representations and warranties as set forth herein. County acknowledges it is conveying the land, structures, and vertical assets to the City. 8.3 County’s Covenants. 8.3.1 Operation of County Property. County shall not hypothecate, transfer, encumber or affirmatively take any other action with respect to the County Property which would render County unable to convey the County Property to City at the Closing or impair City’s intended use of the County Property as contemplated herein. 8.4 City’s Covenants. 8.4.1 Operation of City Property. City shall not hypothecate, transfer, encumber or affirmatively take any other action with respect to the City Property which would render City unable to convey the City Property to County at the Closing or impair County’s intended use of the City Property as contemplated herein. 9. Default. 9.1 Events of Default. The failure of a Party (the “Defaulting Party”) to perform any material act to be performed by such Party, to refrain from performing any material prohibited act, or to fulfill any condition to be fulfilled by such Party under this Agreement, or under any agreement referred to herein or attached hereto as an exhibit, within ten (10) days after written notice of such failure from the Non-Defaulting Party shall be an “Event of Default” by the Defaulting Party with respect to the Defaulting Party’s obligations hereunder; provided, however, that if more than ten (10) days are reasonably required in order to cure such Event of Default, then the Defaulting Party shall be entitled to a maximum of thirty (30) days to effect such cure, provided the Defaulting Party commences cure within such ten (10) day period and diligently proceeds to complete such cure within such thirty (30) day period.
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9.2 Remedies. Upon the occurrence of any Event of Default by a Defaulting Party, the non-Defaulting Party shall have such rights or remedies available to it under this Agreement or at law or in equity. 10. Casualty Loss; Condemnation. 10.1 Notice Re: Condemnation or Casualty; Election. In the event that, prior to the Closing, all or any portion of the County Property or City Property is taken or proposed to be taken as a result of the exercise or proposed exercise of the power of eminent domain (a “Condemnation Action”), or all or any portion of the County Property or City Property is damaged by earthquake, flood or fire (a “Casualty”), then the Party that is the current property owner shall, within ten (10) days thereafter, give written notice of such Condemnation Action or Casualty to the other Party (“Noticed Party”). Such Noticed Party shall have thirty (30) days following receipt of such notice to elect in writing to accept or not to accept the County Property or City Property, as the case may be, subject to such Casualty or Condemnation Action. Failure of a Noticed Party to notify the other Party of its election within such thirty (30) day period shall be deemed an election not to accept the County Property or City Property, as the case may be, subject to such Casualty or Condemnation Action. 10.2 Termination of Agreement. In the event that a Noticed Party elects not to accept the County Property or City Property, as the case may be, subject to such Casualty or Condemnation Action as provided in Section 10.1 above, Noticed Party shall cancel the Closing by written notice to the Party that is the current property owner and this Agreement shall be deemed to be terminated (with the exception of those provisions which expressly state that they are to survive such termination). In such event, neither Party shall be obligated to the other to effectuate the Closing. 10.3 Proceeds of Condemnation or Casualty Insurance. In the event that a Noticed Party elects to accept the County Property or City Property, as the case may be, subject to a Casualty or Condemnation Action pursuant to Section 10.1 above, then the Party owning the property shall assign to the Noticed Party all rights, causes of action, claims, benefits, payments and awards arising from such Condemnation Action or Casualty (including, without limitation, any amount due from or paid by any insurance company or any other party as a result of the damage). 11. Possession. Possession of the County Property shall be delivered to City upon the Closing, subject only to the County Permitted Exceptions. Possession of the City Property shall be delivered to County upon the Closing, subject only to the City Permitted Exceptions. 12. Brokerage Commissions. Each Party warrants and represents to the other that no broker, finder or other intermediary hired or employed by it is entitled to a commission, finder’s fee or other compensation based upon the transaction contemplated hereby and each Party shall indemnify and hold harmless the other Party from and against any and all claims, liabilities, losses, damages, costs and expenses (including, but not limited to, reasonable attorneys’ fees, court costs and litigation expenses) caused by or arising out of the claim of any broker, finder or other intermediary alleging to have been employed or hired by such Party to a commission, finder’s fee or other compensation based upon the transaction contemplated hereby. The obligations of County
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and City pursuant to this Section 12 shall survive beyond the Closing or if the Closing is cancelled, beyond any termination of this Agreement. 13. Miscellaneous. 13.1 Notices. All notices or other communications between County and City required or permitted hereunder shall be in writing and personally delivered or sent by certified mail, return receipt requested and postage prepaid, sent by reputable overnight courier (such as Federal Express, UPS or DHL), or transmitted by electronic facsimile transmission (with electronic confirmation of receipt), to the following addresses: If to City: City of Santa Ana Clerk of the City Council 20 Civic Center Plaza (M-30) PO Box 1988 Santa Ana, California 92702 If to County: County of Orange CEO Real Estate 333 West Santa Ana Blvd., 3rd Floor Telefacsimile No.: (714) 834-2359 Attention: Chief Real Estate Officer A notice shall be effective on the date of personal delivery if personally delivered before 5:00 p.m. or otherwise on the day following personal delivery, or when received, if transmitted by electronic facsimile transmission (with electronic confirmation of receipt), or two (2) business days following the date the notice is postmarked, if mailed, or on the day following delivery to the applicable overnight courier, if sent by overnight courier. Either Party may change the address to which notices are to be given to it by giving notice of such change of address in the manner set forth above for giving notice. 13.2 Time of the Essence. Time is of the essence for this Agreement and each and every term and provision hereof. 13.3 Interpretation; Governing Law. This Agreement shall be construed as if prepared by both Parties. This Agreement shall be construed, interpreted and governed by the laws of the State of California and the laws of the United States of America prevailing in California. 13.4 Severability. In the event that any phrase, clause, sentence, paragraph, section, article or other portion of this Agreement shall become illegal, null or void, or against public policy, for any reason, or shall be held by any court of competent jurisdiction to be illegal, null or void, or against public policy, the remaining portions of this Agreement shall not be affected thereby and shall remain in force and effect to the full extent permissible by law. 13.5 Performance of Acts on Business Days. Unless specifically stated to the contrary, all references to days herein shall be deemed to refer to calendar days. In the event that the final date for payment of any amount or performance of any act hereunder falls on a Saturday,
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Sunday or holiday, such payment may be made or act performed on the next succeeding business day. 13.6 Attorneys’ Fees. In the event of any legal action or other proceeding between the Parties regarding this Agreement, any of the documents attached hereto as exhibits, the County Property or the City Property (an “Action”), each Party shall be responsible for its own attorneys’ fees, court costs and litigation expenses. 13.7 Further Assurances; Survival. Each Party will, whenever and as often as it shall be requested to do so by the other Party, execute, acknowledge and deliver, or cause to be executed, acknowledged and delivered, any and all such further conveyances, assignments, approvals, consents and any and all other documents and do any and all other acts as may be necessary to carry out the intent and purpose of this Agreement. 13.8 Entire Agreement; Amendments. This Agreement, together with the other written agreements referred to herein, is intended by the Parties to be the final expression of their agreement with respect to the subject matter hereof, and is intended as the complete and exclusive statement of the terms of the agreement between the Parties. As such, this Agreement supersedes any prior understandings between the Parties as to the subject matter hereof only (e.g., the ownership and exchange of the County Property and City Property), whether oral or written, including but not limited to the 1987 Development Agreement. Any amendments to this Agreement shall be in writing and shall be signed by all Parties hereto. 13.9 No Waiver. A waiver by either Party hereto of a breach of any of the covenants or agreements hereof to be performed by the other Party shall not be construed as a waiver of any succeeding breach of the same or other covenants, agreements, restrictions or conditions hereof. 13.10 Assignment. Neither Party hereto shall assign its rights under this Agreement without the prior written consent of the other Party, which consent may be given or withheld in such Party’s sole discretion. 13.11 Binding Effect. This Agreement shall be binding upon and inure to the benefit of the Parties hereto and their respective heirs, representatives, successors and permitted assigns. 13.12 Headings; Cross-References; Exhibits. The headings and captions used in this Agreement are for convenience and ease of reference only and shall not be used to construe, interpret, expand or limit the terms of this Agreement. All cross-references in this Agreement, unless specifically directed to another agreement or document, shall refer to provisions in this Agreement and shall not be deemed to be references to any other agreements or documents. Each of the exhibits attached to this Agreement is hereby incorporated into this Agreement by this reference. 13.13 Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same document.
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13.14 Effective Date. This Agreement shall become effective on the date (the “Effective Date”) this Agreement is executed by the last of the persons required to bind the Parties hereto as set forth opposite their respective signatures below. 13.15 Special Condition. Notwithstanding any other term or provision to the contrary set forth in this Agreement, in no event shall this Agreement be interpreted to require a transfer of real property by either Party unless all properties that together comprise the City Property and the County Property are deemed suitable for transfer by both Parties, and are actually transferred to the other Party under the terms of this Agreement at the Closing. [Signatures Included on Following Page]
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IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date set forth opposite their respective signatures below. Dated: _________________________ Approved as to Form: CITY ATTORNEY By: Name:
CITY: CITY OF SANTA ANA, a California municipal corporation By: Name: Kristine Ridge Title: City Manger Dated: _________________________ Approved as to Form: COUNTY COUNSEL By: _________________________________ Name: ______________________________ COUNTY: COUNTY OF ORANGE a political subdivision of the State of California By: Chairman of the Board of Supervisors Orange County, California Signed and certified that a copy of this document has been delivered to the Chair of the Board per G.C. Sec. 25103, Resolution 79-1535 Attest: ______________________________ Robin Stieler Clerk of the Board of Supervisors Orange County, California
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EXHIBIT A Project Name: Santa Ana Property Exchange
EXHIBIT A Legal Description of County Property All that certain real property situated in the City of Santa Ana, County of Orange, State of California, more particularly described as follows: (Attached hereto and made part hereof)
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Chicago Title Company
725 South Figueroa Street, Suite 200, Los Angeles, CA 90017 Phone: (213) 488-4300 " Fax: (213) 488-4377
CLTA Preliminary Report Form – Modified (11/17/06) Page 1 Issuing Policies of Chicago Title Insurance Company
ORDER NO.: 00175931-994-LT2-1TW
OC Public Works
601 N. Ross Street
Santa Ana, CA 92701
ATTN: Scott Heinrichs
Email: [email protected]
REF:
Main Office Line: (213) 488-4300
Title Officer: Ted Tan/Jennifer Wright (LA/Comm)
Title Officer Phone: (213) 488-4394
Title Officer Fax: (213) 488-4360
Title Officer Email: [email protected]
PROPERTY:APN, SANTA ANA, CA
PRELIMINARY REPORT
In response to the application for a policy of title insurance referenced herein, Chicago Title Company hereby reports that it is prepared to issue, or cause to be issued, as of the date hereof, a policy or policies of title insurance describing the land and the estate or interest therein hereinafter set forth, insuring against loss which may be sustained by reason of any defect, lien or encumbrance not shown or referred to as an exception herein or not excluded from coverage pursuant to the printed Schedules, Conditions and Stipulations or Conditions of said policy forms.
The printed Exceptions and Exclusions from the coverage and Limitations on Covered Risks of said policy or policies are set forth in Attachment One. The policy to be issued may contain an arbitration clause. When the Amount of Insurance is less than that set forth in the arbitration clause, all arbitrable matters shall be arbitrated at the option of either the Company or the Insured as the exclusive remedy of the parties. Limitations on Covered Risks applicable to the CLTA and ALTA Homeowner’s Policies of Title Insurance which establish a Deductible Amount and a Maximum Dollar Limit of Liability for certain coverages are also set forth in Attachment One.
Copies of the policy forms should be read. They are available from the office which issued this report.
This report (and any supplements or amendments hereto) is issued solely for the purpose of facilitating the issuance of a policy of title insurance and no liability is assumed hereby. If it is desired that liability be assumed prior to the issuance of a policy of title insurance, a Binder or Commitment should be requested.
The policy(s) of title insurance to be issued hereunder will be policy(s) of Chicago Title Insurance Company, a Florida corporation.
Please read the exceptions shown or referred to herein and the exceptions and exclusions set forth in Attachment One of this report carefully. The exceptions and exclusions are meant to provide you with notice of matters which are not covered under the terms of the title insurance policy and should be carefully considered.
It is important to note that this preliminary report is not a written representation as to the condition of title and may not list all liens, defects and encumbrances affecting title to the land.
Chicago Title Company
By:
Authorized Signature
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Chicago Title Company
725 South Figueroa Street, Suite 200, Los Angeles, CA 90017 Phone: (213) 488-4300 " Fax: (213) 488-4377
CLTA Preliminary Report Form – Modified (11/17/06) Page 2
PRELIMINARY REPORT
EFFECTIVE DATE: April 14, 2022 at 7:30 a.m.
ORDER NO.: 00175931-994-LT2-1TW
The form of policy or policies of title insurance contemplated by this report is:
1. THE ESTATE OR INTEREST IN THE LAND HEREINAFTER DESCRIBED OR REFERRED TO COVERED BY THIS REPORT IS:
Fee Estate
2. TITLE TO SAID ESTATE OR INTEREST AT THE DATE HEREOF IS VESTED IN:
The City of Santa Ana, a charter city and municipal corporation under the constitution and laws of the State of California, as to Parcel A; and
County of Orange, a body corporate and politic, as to Parcels B and C
3. THE LAND REFERRED TO IN THIS REPORT IS DESCRIBED AS FOLLOWS:
See Exhibit A attached hereto and made a part hereof.
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PRELIMINARY REPORT Chicago Title Company
YOUR REFERENCE: ORDER NO.: 00175931-994-LT2-1TW
CLTA Preliminary Report Form – Modified (11/17/06) Page 3 EXHIBIT “A”
LEGAL DESCRIPTION
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF SANTA ANA, IN THE COUNTY OF ORANGE, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:
PARCEL A: (008-036-35)
PARCEL 1:
THAT PORTION OF FORD’S ADDITION, GREENLEAF TRACT, AND STOUT’S ADDITION, AS PER MAPS RECORDED IN BOOK 25, PAGE 62 AND BOOK 25, PAGE 49 OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA AND IN BOOK 6, PAGE 28 OF MISCELLANEOUS MAPS, RESPECTIVELY,
IN THE OFFICE OF THE COUNTY RECORDER OF SAID ORANGE COUNTY, LYING EASTERLY OF THE
EASTERLY LINE OF THAT CERTAIN LAND DESCRIBED IN THE DEED TO COUNTY OF ORANGE RECORDED MARCH 24, 1966, IN BOOK 7879, PAGE 504 OF OFFICIAL RECORDS IN THE OFFICE OF SAID COUNTY RECORDER.
TOGETHER WITH THAT PORTION OF VAN NESS STREET AS ABANDONED PER RESOLUTION NO. 57-264, DATED OCTOBER 21, 1957 BY THE SANTA ANA CITY COUNCIL AND RECORDED OCTOBER 25, 1957 IN BOOK 4082, PAGE 105 OF OFFICIAL RECORDS IN THE OFFICE OF SAID COUNTY RECORDER.
TOGETHER WITH THAT PORTION OF THE ABANDONED ALLEY AS SHOWN ON SAID FORD’S ADDITION, AS PER MAP RECORDED IN BOOK 25, PAGE 62 OF MISCELLANEOUS RECORDS, OF LOS ANGELES COUNTY, AS ABANDONED PER RESOLUTION NO. 60-71, DATED APRIL 18, 1960, BY THE SANTA ANA CITY COUNCIL, RECORDED APRIL 21, 1960 IN BOOK 5210, PAGE 415 OF OFFICIAL RECORDS, IN THE OFFICE OF SAID COUNTY RECORDER.
TOGETHER WITH THAT PORTION OF SIXTH STREET AS ABANDONED PER RESOLUTION NO. 69-27, DATED FEBRUARY 16, 1969 BY THE SANTA ANA CITY COUNCIL, RECORDED FEBRUARY 19, 1969, IN BOOK 8878, PAGE 863 OF OFFICIAL RECORDS, IN THE OFFICE OF SAID COUNTY RECORDER.
EXCEPTING THEREFROM THAT PORTION OF SAID LAND BOUNDED ON THE WEST BY THE EASTERLY
LINE OF THAT CERTAIN LAND DESCRIBED IN THE DEED TO THE COUNTY OF ORANGE, RECORDED AUGUST 30, 1965, IN BOOK 7648, PAGE 672 OF OFFICIAL RECORDS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY; BOUNDED ON THE EAST BY A LINE LYING 117.00 FEET EASTERLY OF AND PARALLEL WITH THE EASTERLY LINE OF THE LAND DESCRIBED IN SAID DEED; BOUNDED ON THE
NORTH THE BY EASTERLY EXTENSION OF THE NORTHERLY LINE OF THE LAND DESCRIBED IN SAID DEED; AND BOUNDED ON THE SOUTH BY THE EASTERLY EXTENSION OF THE SOUTHERLY LINE OF THE LAND DESCRIBED IN SAID DEED.
ALSO EXCEPTING THEREFROM THAT PORTION OF THE LAND CONVEYED TO THE ORANGE COUNTY CIVIC CENTER AUTHORITY PER DEED RECORDED IN BOOK 7978, PAGE 15 OF OFFICIAL RECORDS, IN
THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, AND MORE PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCING AT THE NORTHEAST CORNER OF THAT CERTAIN LAND DESCRIBED IN THE DEED TO THE COUNTY OF ORANGE AS RECORDED IN BOOK 7879, PAGE 504 OF OFFICIAL RECORDS OF SAID COUNTY; THENCE SOUTHERLY ALONG THE EASTERLY LINE OF SAID LAND 239.00 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING SOUTHERLY ALONG SAID EASTERLY LINE126.00 FEET;
THENCE EASTERLY AT RIGHT ANGLES TO THE LAST MENTIONED COURSE TO A LINE PARALLEL WITH AND 70.00 FEET EASTERLY, MEASURED AT RIGHT ANGLES, FROM THE EASTERLY LINE OF SAID LAND; THENCE NORTHERLY ALONG SAID LAST MENTIONED PARALLEL LINE 126.00 FEET; THENCE WESTERLY, 70.00 FEET TO THE TRUE POINT OF BEGINNING.
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PRELIMINARY REPORT Chicago Title Company
YOUR REFERENCE: ORDER NO.: 00175931-994-LT2-1TW
EXHIBIT A
(Continued)
CLTA Preliminary Report Form – Modified (11/17/06) Page 4 ALSO EXCEPTING THEREFROM THE NORTHERLY 31 FEET OF THE SAID LAND.
ALSO EXCEPTING THEREFROM THE EASTERLY 5 FEET OF SAID LAND.
ALSO EXCEPTING THEREFROM THAT PORTION OF THE RANCHO SANTIAGO DE SANTA ANA, IN THE CITY OF SANTA ANA, DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT 28 FEET WEST FROM THE SOUTHEAST CORNER OF LOT 3 OF THE GREENLEAF TRACT, IN THE CITY OF SANTA ANA, AS SHOWN ON A MAP RECORDED IN BOOK 25, PAGE 49 OF
MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA, AND RUNNING THENCE WEST
95.75 FEET; THENCE SOUTH 50 FEET; THENCE EAST 95.75 FEET; AND THENCE NORTH 50 FEET TO THE POINT OF BEGINNING.
SAID LAND IS ALSO KNOWN AS A PORTION OF LOT B OF STOUT’S ADDITION TO SANTA ANA, IN THE CITY OF SANTA ANA, AS SHOWN ON A MAP RECORDED IN BOOK 6, PAGE 28 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
ALSO EXCEPTING THEREFROM THAT PORTION OF RANCHO SANTIAGO DE SANTA ANA, IN THE CITY OF SANTA ANA, DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT 219 FEET SOUTH AND 148.75 FEET WEST OF THE INTERSECTION OF THE
CENTERLINES OF ROSS STREET AND HICKEY STREET NOW KNOWN AS CIVIC CENTER DRIVE, AS SAID STREETS ARE SHOWN ON A MAP OF STOUT’S ADDITION TO SANTA ANA, RECORDED IN BOOK 6, PAGE 28 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY, SAID POINT OF BEGINNING BEING THE SOUTHEAST CORNER OF LOT A AS SHOWN ON SAID MAP; THENCE WEST 145.75 FEET TO A POINT IN VAN NESS AVENUE; THENCE NORTH PARALLEL WITH THE EAST LINE OF VAN NESS AVENUE, 44 FEET; THENCE EAST 145.75 FEET TO A POINT DISTANT 148.75 FEET FROM THE CENTER LINE OF ROSS STREET, AS SHOWN ON SAID MAP; THENCE SOUTH 44 FEET TO THE POINT OF BEGINNING.
A PORTION OF SAID LAND IS ALSO KNOWN AS LOT A OF STOUT’S ADDITION TO SANTA ANA, IN THE
CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON A MAP RECORDED IN BOOK 6, PAGE 28 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
ALSO EXCEPTING THEREFROM THAT PORTION OF THE LAND CONVEYED TO THE STATE OF
CALIFORNIA, ACTING THROUGH THE JUDICIAL COUNCIL OF CALIFORNIA, ADMINISTRATIVE OFFICE OF THE COURTS PER DEED RECORDED SEPTEMBER 26, 2007, AS INSTRUMENT NO. 2007-582904, OF OFFICIAL RECORDS, AS DESCRIBED THEREIN.
PARCEL 2:
ALL THAT CERTAIN LAND IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, BEING A PORTION OF SIXTH STREET AS ABANDONED PER RESOLUTION 69-27 BY THE SANTA ANA CITY COUNCIL, RECORDED IN BOOK 8878, PAGE 863 OF OFFICIAL RECORDS, AND A PORTION OF THE LAND CONVEYED TO THE COUNTY OF ORANGE PER DEED RECORDED IN BOOK 7879, PAGE 504, IN
THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, AND MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHEAST CORNER OF SAID LAND CONVEYED TO THE COUNTY OF ORANGE;
THENCE SOUTHERLY ALONG THE SOUTHERLY EXTENSION OF THE EASTERLY LINE OF SAID LAND
30.00 FEET TO THE CENTERLINE OF SIXTH STREET AS ABANDONED BY SAID RESOLUTION 69-27; THENCE WESTERLY ALONG SAID CENTERLINE OF SIXTH STREET 60.00 FEET; THENCE NORTHERLY PARALLEL WITH SAID EASTERLY LINE, AND ITS SOUTHERLY EXTENSION, 147.00 FEET; THENCE
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PRELIMINARY REPORT Chicago Title Company
YOUR REFERENCE: ORDER NO.: 00175931-994-LT2-1TW
EXHIBIT A
(Continued)
CLTA Preliminary Report Form – Modified (11/17/06) Page 5 EASTERLY PARALLEL WITH SAID CENTERLINE OF SIXTH STREET, 60.00 FEET TO SAID EASTERLY LINE; THENCE SOUTHERLY 117.00 FEET TO THE POINT OF BEGINNING.
PARCEL B: (008-036-39)
THAT PORTION OF THE LAND ALLOTTED TO JULIAN CHAVEZ, AS DESCRIBED IN THE FINAL DECREE OF PARTITION OF THE RANCHO SANTIAGO DE SANTA ANA, WHICH WAS ENTERED SEPTEMBER 12, 1858, IN BOOK “B”, PAGE 410 OF JUDGMENTS OF THE DISTRICT COURT OF THE 17TH JUDICIAL DISTRICT IN
AND FOR LOS ANGELES COUNTY, CALIFORNIA, TOGETHER WITH THAT PORTION OF CHILTON TRACT ADDITION TO SANTA ANA, AS SHOWN ON A MAP RECORDED IN BOOK 34, PAGE 93, OF
MISCELLANEOUS MAPS, RECORDS OF LOS ANGELES COUNTY, CALIFORNIA, AND THAT PORTION OF VISEL’S ADDITION, AS SHOWN ON A MAP RECORDED IN BOOK 3, PAGE 17 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA, AND THAT PORTION OF GEORGE W. FORD’S ADDITION TO SANTA ANA, AS SHOWN ON A MAP RECORDED IN BOOK 25, PAGE 62 OF MISCELLANEOUS MAPS,
RECORDS OF LOS ANGELES COUNTY, CALIFORNIA, AND THAT PORTION OF GARNSEY STREET, PARTON STREET, SIXTH STREET AND THE ALLEY LYING IN SAID VISEL’S ADDITION AND THE ALLEY LYING IN SAID FORD’S ADDITION, ALL ABANDONED, LYING WITHIN THE DISTINCTIVE, SOLID BOUNDARY LINES OF RECORD OF SURVEY 95-1031, AS PER MAP FILED IN BOOK 149, PAGE(S) 49 AND 50 OF RECORD OF SURVEYS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
EXCEPTING THEREFROM THAT PORTION DESCRIBED AS FOLLOWS:
COMMENCING AT THE MONUMENTED INTERSECTION OF THE CENTERLINES OF SIXTH STREET, (ABANDONED AND PARTON STREET (ABANDONED) AS SHOWN ON A MAP OF RECORD OF SURVEY 95- 1031 FILED IN BOOK 149, PAGE(S) 49 AND 50 OF RECORDS OF SURVEY IN THE OFFICE OF THE COUNTY RECORDER OF SAID ORANGE COUNTY; THENCE NORTH 00° 00’ 00” WEST, ALONG THE CENTERLINE OF SAID PARTON STREET, A DISTANCE OF 339.35 FEET TO THE SOUTHWEST CORNER OF THAT CERTAIN LAND DESCRIBED AS “LIBRARY PROPERTY” IN THE PARKING FACILITIES LEASE
AGREEMENT BETWEEN THE COUNTY OF ORANGE AND ORANGE COUNTY PUBLIC FACILITIES CORPORATION RECORDED DECEMBER 22, 1987, AS INSTRUMENT NO. 87-703744, OF OFFICIAL RECORDS OF SAID ORANGE COUNTY; THENCE SOUTH 89° 58’ 44” EAST, ALONG THE SOUTH LINE OF SAID “LIBRARY PROPERTY” A DISTANCE OF 137.17 FEET TO A POINT ON THE MOST EASTERLY MONUMENTED COURSE OF THE LINE DESIGNATED AS “SURVEY LINE” ON SAID RECORD OF SURVEY SHOWN THEREIN AS HAVING A BEARING OF NORTH 00° 03’ 16” EAST AND A DISTANCE OF 90.70 FEET, SAID POINT BEING THE TRUE POINT OF BEGINNING; THENCE NORTH 00° 03’ 16” EAST, ALONG SAID COURSE, A DISTANCE OF 23.87 FEET TO THE NORTHERLY TERMINUS THEREOF; THENCE CONTINUING ALONG SAID SURVEY LINE NORTH 89° 56’ 44” WEST A DISTANCE OF 27.60 FEET; THENCE NORTH 00° 03’ 16” EAST A DISTANCE OF 17.50 FEET; THENCE NORTH 89° 56’ 44” WEST A DISTANCE OF 35.20 FEET; THENCE NORTH 00° 03’ 16” EAST A DISTANCE OF 52.20 FEET; THENCE NORTH 89° 56’ 44” WEST A DISTANCE OF 0.50 FEET; THENCE NORTH 00° 03’ 16” EAST A DISTANCE OF 58.92 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHWESTERLY HAVING A RADIUS OF 101.13 FEET;
THENCE NORTHWESTERLY ALONG THE ARC OF SAID CURVE, AND ALONG SAID SURVEY LINE, THROUGH A CENTRAL ANGLE OF 74° 30’ 07” A DISTANCE OF 131.50 FEET TO THE INTERSECTION OF
SAID SURVEY LINE WITH THE CENTERLINE OF SAID PARTON STREET AND THE WEST LINE OF SAID “LIBRARY PROPERTY”; THENCE NORTH 00° 00’ 00” EAST, ALONG THE CENTERLINE OF SAID PARTON STREET AND ALONG THE WEST LINE OF SAID “LIBRARY PROPERTY”, A DISTANCE OF 26.84 FEET TO A POINT ON THE NORTH LINE OF THAT CERTAIN LAND DESCRIBED AS PARCEL NO. 3.11 IN THE
QUITCLAIM DEED FROM THE ORANGE COUNTY CIVIC CENTER AUTHORITY TO THE COUNTY OF ORANGE RECORDED MARCH 3, 1994, AS DOCUMENT NO. 94-0153374, OF OFFICIAL RECORDS OF SAID ORANGE COUNTY, SAID POINT ALSO BEING THE NORTHWEST CORNER OF SAID “LIBRARY PROPERTY”; THENCE SOUTH 89° 55’ 45” EAST (SOUTH 89° 56’ 19” EAST, RECORD PER SAID DOCUMENT NO. 94-0153374), ALONG THE NORTH LINE OF SAID “LIBRARY PROPERTY” AND ALONG THE NORTH LINE OF SAID PARCEL NO. 3.11, PARALLEL WITH THE 56.00 FEET SOUTHERLY OF THE CENTERLINE OF
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PRELIMINARY REPORT Chicago Title Company
YOUR REFERENCE: ORDER NO.: 00175931-994-LT2-1TW
EXHIBIT A
(Continued)
CLTA Preliminary Report Form – Modified (11/17/06) Page 6 CIVIC CENTER DRIVE, A DISTANCE OF 147.00 FEET TO THE NORTHERLY MOST NORTHEAST CORNER OF SAID PARCEL NO. 3.11; THENCE SOUTH 00° 00’ 00” WEST, ALONG THE EAST LINE OF SAID PARCEL NO. 3.11, A DISTANCE OF 239.00 FEET; THENCE NORTH 90° 00’ 00” EAST A DISTANCE OF 70.00 FEET; THENCE SOUTH 00° 00’ 00” WEST A DISTANCE OF 37.75 FEET TO THE POINT OF INTERSECTION OF THE EAST LINE OF SAID PARCEL NO. 3.11 WITH THE SOUTH LINE OF SAID “LIBRARY PROPERTY”, SAID POINT BEARING SOUTH 89° 58’ 44” EAST FROM THE TRUE POINT OF BEGINNING; THENCE NORTH 89° 58’ 44” WEST, ALONG SAID SOUTH LINE, A DISTANCE OF 79.83 FEET TO THE TRUE POINT OF BEGINNING.
EXCEPTING THEREFROM THAT PORTION DESCRIBED AND SHOWN IN THAT CERTAIN GRANT DEED TO
THE STATE OF CALIFORNIA, ACTING BY AND THROUGH THE JUDICIAL COUNCIL OF CALIFORNIA, ADMINISTRATIVE OFFICE OF THE COURTS, IN DEED RECORDED JULY 13, 2012, AS INSTRUMENT NUMBER 2012-397238, OF OFFICIAL RECORDS.
EXCEPTING THEREFROM THAT PORTION DESCRIBED AND SHOWN IN THAT CERTAIN GRANT DEED TO
THE STATE OF CALIFORNIA, ACTING BY AND THROUGH THE JUDICIAL COUNCIL OF CALIFORNIA, ADMINISTRATIVE OFFICE OF THE COURTS, IN DEED RECORDED JULY 13, 2012, AS INSTRUMENT NUMBER 2012-397239,OF OFFICIAL RECORDS
PARCEL C: (008-067-46)
SOUTH HALF OF SIXTH STREET AS ABANDONED PER RESOLUTION NO. 69-27, DATED FEBRUARY 16, 1969 BY THE SANTA ANA CITY COUNCIL, RECORDED FEBRUARY 19, 1969, IN BOOK 8878, PAGE 863 OF
OFFICIAL RECORDS, IN THE OFFICE OF SAID COUNTY RECORDER, BOUNDED ON THE EAST AND WEST
BY NORTHERLY PROLONGATION OF EASTERLY AND WESTERLY LINES OF BLACK F OF ROSS ADDITION TO SANTA ANA, AS SHOWN ON MAP RECORDED IN BOOK 3 PAGES 534 AND 535 OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY.
THE LEGAL DESCRIPTION PARCEL C SHOWN ABOVE HAS NOT BEEN CREATED OF RECORD AND IS SUBJECT TO THE APPROVAL OF OUR ENGINEERING DEPARTMENT. SAID DESCRIPTION MAY NOT BE USED IN VIOLATION OF THE SUBDIVISION MAP ACT.
APN: 008-036-35, -39, 008-067-46
City Council
20 –
30 10/4/2022
PRELIMINARY REPORT Chicago Title Company
YOUR REFERENCE: ORDER NO.: 00175931-994-LT2-1TW
CLTA Preliminary Report Form – Modified (11/17/06) Page 7
EXCEPTIONS
AT THE DATE HEREOF, ITEMS TO BE CONSIDERED AND EXCEPTIONS TO COVERAGE IN ADDITION TO THE PRINTED EXCEPTIONS AND EXCLUSIONS IN SAID POLICY FORM WOULD BE AS FOLLOWS:
A. Property taxes, which are a lien not yet due and payable, including any assessments collected with taxes to be levied for the fiscal year 2022-2023.
B. There were no taxes levied for the fiscal year 2021-2022 as the property was vested in a public entity.
Tax Identification No.: 008-036-39
Tax Identification No.: 008-067-46
C. The lien of supplemental or escaped assessments of property taxes, if any, made pursuant to the provisions of Chapter 3.5 (commencing with Section 75) or Part 2, Chapter 3, Articles 3 and 4, respectively, of the Revenue and Taxation Code of the State of California as a result of the transfer of title to the vestee named in Schedule A or as a result of changes in ownership or new construction occurring prior to Date of Policy.
1. Water rights, claims or title to water, whether or not disclosed by the public records.
THE FOLLOWING MATTERS AFFECT PARCEL A:
2. An easement for the purpose shown below and rights incidental thereto as set forth in a document Granted to: Southern California Edison Company, a Corporation Purpose: Public utilities
Recorded: July 15, 1959 in Book 4799, Page 557 of Official Records Affects: said land more particularly described therein.
3. An easement for the purpose shown below and rights incidental thereto as set forth in a document Granted to: Southern California Edison Company, a Corporation Purpose: Public utility
Recorded: February 29, 1960 in Book 5122, Page 331 of Official Records Affects: said land more particularly described therein.
4. The terms, provisions and conditions and contained in that certain Agreement entitled “Joint Exercise of Powers Agreement between the City of Santa Ana and the County of Orange Creating the Orange County Civic Center Authority”, recorded August 17, 1966 in Book 8022, Page 335 of Official Records, and as amended by an Agreement dated for convenience as of June 10, 1970, recorded December 29, 1971 in Book 9946, Page 76 of Official Records and as further amended by an Agreement dated for convenience as of December 22, 1970, recorded December 29, 1971 in Book 9946, Page 84 of Official Records, and amended by agreement recorded November 20, 1970 in Book 9466, Page 320 of Official Records, to which record reference is hereby made for full particulars.
City Council
20 –
31 10/4/2022
PRELIMINARY REPORT Chicago Title Company
YOUR REFERENCE: ORDER NO.: 00175931-994-LT2-1TW
EXCEPTIONS
(Continued)
CLTA Preliminary Report Form – Modified (11/17/06) Page 8
5. Easement(s) for the purpose(s) shown below and rights incidental thereto as reserved in a document; Purpose: Potable water main, utilities
Recorded: February 19, 1969 as Instrument No. 11306 in book 8878 page 863 of Official Records
Affects: That portion of said land lying within a portion of vacated Sixth Street, Garnsey Street and Parton Street
A document subject to all the terms, provisions and conditions therein contained.
Entitled: Encroachment Agreement
Recorded: February 2, 1993 as Instrument No. 93-073023, of Official Records A document subject to all the terms, provisions and conditions therein contained.
Entitled: Easement Amendment and Encroachment Agreement Recorded: July 11, 2007 as Instrument No. 2007000434462, of Official Records
6. A document subject to all the terms, provisions and conditions therein contained.
Entitled: Joint Use Agreement
Dated: August 17, 1971
By and between: County of Orange, a Body Corporate and Politic and the City of Santa Ana, a Municipal Corporation
Recorded: August 26, 1971 in Book 9779, Page 72 of Official Records Reference is made to said document for full particulars.
7. An easement for the purpose shown below and rights incidental thereto as set forth in a document Granted to: Southern California Edison Company, a Corporation Purpose: Public utilities
Recorded: January 31, 1989 as Instrument No. 89-054223 of Official Records Affects: said land more particularly described therein.
City Council
20 –
32 10/4/2022
PRELIMINARY REPORT Chicago Title Company
YOUR REFERENCE: ORDER NO.: 00175931-994-LT2-1TW
EXCEPTIONS
(Continued)
CLTA Preliminary Report Form – Modified (11/17/06) Page 9
8. A lease with certain terms, covenants, conditions and provisions set forth therein.
Lessor: The City of Santa Ana
Lessee: Orange County Public Facilities Corporation
Recorded: July 31, 1991 as Instrument No. 91-404171 of Official Records The present ownership of the leasehold created by said lease and other matters affecting the interest of the lessee are not shown herein.
The matters contained in a document entitled “Assignment Agreement“ by and between Orange County Public Facilities Corporation and Bank of America National Trust and Savings Association recorded July 31, 1991 as Instrument No. 91-404174 of Official Records.
Reference is made to said document for full particulars.
The matters contained in a document entitled “Assignment of Assignment Agreement“ by and between Bank of America National Trust and Savings Association and First Trust of California, National Association recorded May 2, 1995 as Instrument No. 95-0186673 of Official Records.
Reference is made to said document for full particulars.
9. An lease with certain terms, covenants, conditions and provisions set forth therein.
Lessor: City of Santa Ana, a Municipal Corporation
Lessee: Santa Ana Financing Authority, a Joint Powers Authority Disclosed by: Ground Lease
Recorded: March 22, 1994 as Instrument No. 94-0201357 of Official Records The present ownership of the leasehold created by said lease and other matters affecting the interest of the lessee are not shown herein.
An agreement to amend or modify certain provisions of said lease, as set forth in the document executed by
As Lessor: Santa Ana Financing Authority
As Lessee: Meridian Trust Company, as Trustee
Recorded: March 22, 1994 as Instrument No. 94-0201359 of Official Records
10. An easement for the purpose shown below and rights incidental thereto as set forth in a document Granted to: Southern California Edison Company, a Corporation Purpose: Public utilities
Recorded: January 14, 1999 as Instrument No. 19990028200 of Official Records Affects: said land more particularly described therein.
11. Matters contained in that certain document
Entitled: Memorandum of Agreement
Recording Date: January 24, 2006
Recording No: 2006-52301, of or4
Reference is hereby made to said document for full particulars.
City Council
20 –
33 10/4/2022
PRELIMINARY REPORT Chicago Title Company
YOUR REFERENCE: ORDER NO.: 00175931-994-LT2-1TW
EXCEPTIONS
(Continued)
CLTA Preliminary Report Form – Modified (11/17/06) Page 10
12. Matters contained in that certain document
Entitled: Easement Deed and Agreement
Dated: March 11, 2008
Executed by: City of Santa Ana and the County of Orange Recording Date: March 18, 2008
Recording No: 2008000124173, Official Records
Reference is hereby made to said document for full particulars.
13. An unrecorded lease with certain terms, covenants, conditions and provisions set forth therein as disclosed by the document
Entitled: Site and Facility Lease
Lessor: City of Santa Ana
Lessee: Santa Ana Financing Authority
Recording Date: June 17, 2014
Recording No: 2014000238201, Official Records
The present ownership of the leasehold created by said lease and other matters affecting the interest of the lessee are not shown herein
14. An unrecorded sublease with certain terms, covenants, conditions and provisions set forth therein as disclosed by the document
Entitled: Memorandum of Lease Agreement
Lessor: Santa Ana Financing Authority
Lessee: City of Santa Ana
Recording Date: June 17, 2014
Recording No: 2014000238202, Official Records.
The present ownership of the leasehold created by said lease and other matters affecting the interest of the lessee are not shown herein
The matters contained in a document entitled “Assignment Agreement“ by and between Santa Ana Financing Authority and U.S. Bank National Association, as agent of TPB Investments, Inc., a wholly owned subsidiary of Western Alliance Bank, an Arizona corporation, Compass Mortgage Corporation, an Alabama corporation, and Capital One Public Funding, LLC, and their successors and assigns recorded June 17, 2014 as Instrument No. 2014000238203, of Official Records.
Reference is made to said document for full particulars.
15. Matters contained in that certain document
Entitled: Second Easement Deed and Agreement
Recording Date: August 18, 2016
Recording No: 2016-391498, of Official Records
Reference is hereby made to said document for full particulars.
THE FOLLOWING MATTERS AFFECT PARCEL B:
City Council
20 –
34 10/4/2022
PRELIMINARY REPORT Chicago Title Company
YOUR REFERENCE: ORDER NO.: 00175931-994-LT2-1TW
EXCEPTIONS
(Continued)
CLTA Preliminary Report Form – Modified (11/17/06) Page 11
16. An easement for the purpose shown below and rights incidental thereto as set forth in a document Granted to: The City of Santa Ana, a Municipal Corporation Purpose: water line
Recorded: June 28, 1924, in Book 529, Page 292, of Deeds Affects: the South 2 feet of Lot 4, Block “B” of the Chilton Tract
17. An easement for the purpose shown below and rights incidental thereto as set forth in a document Granted to: The Pacific Telephone and Telegraph Company Purpose: Public utilities
Recorded: November 9, 1948, in Book 1727, Page 88, of Official Records Affects: The East 3 feet of Lot 10, 11 and 12, Block “B” of the Chilton tract
18. An easement for the purpose shown below and rights incidental thereto as reserved in a document Purpose: aerial and underground telephone, telegraph and communication structures
Recorded: June 5, 1968, in Book 8622, Page 220, of Official Records Affects: The Northerly 5 feet of the Southerly 29 feet measured from the centerline of Sixth Street (now abandoned) between Flower and Garnsey Streets as shown on a map filed in Book 85, Page 2, Records of Survey.
19. An easement for the purpose shown below and rights incidental thereto as reserved in a document Purpose: gas lines
Recorded: June 5, 1968, in Book 8622, Page 220, of Official Records Affects: the Northerly 5 feet of the Southerly 26.50 feet measured from the centerline of Sixth Street (now abandoned) between Flower and Garnsey Street as shown on a map filed in Book 85, Page 2, Records of Survey.
20. An easement for the purpose shown below and rights incidental thereto as reserved in a document Purpose: water main
Recorded: June 5, 1968, in Book 8622, Page 220, of Official Records Affects: The Southerly 10 feet of the Northerly 25 feet measured from the centerline of Sixth Street (now abandoned) between Flower and Garnsey Streets as shown on a map filed in Book 85, Page 2, Records of Survey.
City Council
20 –
35 10/4/2022
PRELIMINARY REPORT Chicago Title Company
YOUR REFERENCE: ORDER NO.: 00175931-994-LT2-1TW
EXCEPTIONS
(Continued)
CLTA Preliminary Report Form – Modified (11/17/06) Page 12
21.Easement(s) for the purpose(s) shown below and rights incidental thereto as reserved in a document; Purpose: Potable water main, utilities
Recorded: February 19, 1969 as Instrument No. 11306 in book 8878 page 863 of Official Records
Affects: That portion of said land lying within a portion of vacated Sixth Street, Garnsey Street and Parton Street
A document subject to all the terms, provisions and conditions therein contained.
Entitled: Encroachment Agreement
Recorded: February 2, 1993 as Instrument No. 93-073023, of Official Records A document subject to all the terms, provisions and conditions therein contained.
Entitled: Easement Amendment and Encroachment Agreement Recorded: July 11, 2007 as Instrument No. 2007000434462, of Official Records
22. An easement for the purpose shown below and rights incidental thereto as reserved in a document Purpose: aerial and underground telephone, telegraph and communication structures
Recorded: February 19, 1969, in Book 8878, Page 863, of Official Records Affects: The Northerly 10 feet of the Southerly 30 feet measured from the centerline of sixth Street (now abandoned) between Flower and Ross Streets as shown on a map recorded in Book 3, Page(s) 534 and 535, of Official Records, of Los Angeles County, California.
23. The matters contained in a document entitled “Joint Use Agreement“ by and between The County of Orange and the City of Santa Ana, recorded August 26, 1971, in Book 9779, Page 72, of Official Records.
Reference is made to said document for full particulars.
24. Any discrepancies that may be disclosed by Record of Survey Map No. 1284 on file in Book 149, page(s) 49 and 50 of Records of Survey, Orange County Records.
Reference is made to said map for further particulars.
25. Any discrepancies that may be disclosed by Record of Survey Map No. 95-1031 on file in Book 75, page(s) 48 of Records of Survey, Orange County Records.
Reference is made to said map for further particulars.
26. Matters contained in that certain document
Entitled: Memorandum of Transfer and Joint Occupancy Agreements Recording Date: December 28, 2009
Recording No: 2009-693763, of Official Records
Reference is hereby made to said document for full particulars.
City Council
20 –
36 10/4/2022
PRELIMINARY REPORT Chicago Title Company
YOUR REFERENCE: ORDER NO.: 00175931-994-LT2-1TW
EXCEPTIONS
(Continued)
CLTA Preliminary Report Form – Modified (11/17/06) Page 13
27. Matters contained in that certain document
Entitled: Grant of Access Easement
Recording Date: July 13, 2012
Recording No: 2012-397240, of Official Records
Reference is hereby made to said document for full particulars.
28. Matters contained in that certain document
Entitled: Easement Deed and Agreement
Recording Date: August 18, 2016
Recording No: 2016-391497, of Official Records
Reference is hereby made to said document for full particulars.
THE FOLLOWING MATTERS AFFECT PARCEL C:
29.Easement(s) for the purpose(s) shown below and rights incidental thereto as reserved in a document; Purpose: Potable water main
Recorded: June 5, 1968 as Instrument No. 2519 in book 8622 page 220 of Official Records
Affects: That portion of said land lying within a portion of vacated Sixth Street
30.Easement(s) for the purpose(s) shown below and rights incidental thereto as reserved in a document; Purpose: Potable water main, utilities
Recorded: February 19, 1969 as Instrument No. 11306 in book 8878 page 863 of Official Records
Affects: That portion of said land lying within a portion of vacated Sixth Street, Garnsey Street and Parton Street
A document subject to all the terms, provisions and conditions therein contained.
Entitled: Encroachment Agreement
Recorded: February 2, 1993 as Instrument No. 93-073023, of Official Records A document subject to all the terms, provisions and conditions therein contained.
Entitled: Easement Amendment and Encroachment Agreement Recorded: July 11, 2007 as Instrument No. 2007000434462, of Official Records 31A document entitled “Joint Use Agreement”, dated August 17, 1971 executed by County of Orange, and the City of Santa Ana, subject to all the terms, provision(s) and conditions therein contained, recorded August 26, 1971 as instrument no. 24678 in book 9779 page 72 of Official Records Among other things, said document provides:
For Central Utility Distribution System
City Council
20 –
37 10/4/2022
PRELIMINARY REPORT Chicago Title Company
YOUR REFERENCE: ORDER NO.: 00175931-994-LT2-1TW
EXCEPTIONS
(Continued)
CLTA Preliminary Report Form – Modified (11/17/06) Page 14
32.Easement(s) for the purpose(s) shown below and rights incidental thereto as reserved in a document; Purpose: Utility
Recorded: May 9, 1978 as Instrument No. 13610 in book 12667 page 1820 of Official Records
Affects: That portion of said land lying within a portion of vacated Sixth Street
33.Easements affecting said land and rights incidental thereto as disclosed by a map attached to the Quitclaim Deed referenced below,
Recorded: March 3, 1994 as Instrument No. 94-153374 of Official Records Affects: Those portions of said land as shown on the map attached to said deed 34A document subject to all the terms, provisions and conditions therein contained.
Entitled: Memorandum of Transfer and Joint Occupancy Agreement Recorded: December 28, 2009 as Instrument No. 2009-000693763, of Official Records
35.Right of way over a portion of said land, as granted to Martha P. Rush and Benjamin L. Glazner, et ux., by deed recorded in Book 418 Page 45 of Deeds, records of said Orange County.
THE FOLLOWING MATTERS AFFECT ALL PARCELS:
36. The fact that said land is included within a project area of the Redevelopment Agency shown below, and that proceedings for the redevelopment of said project have been instituted under the Redevelopment law (such redevelopment to proceed only after the adoption of the redevelopment plan) as disclosed by a document.
Redevelopment Agency: Redevelopment of the Project Area of the City of Santa Ana Community Redevelopment Plan
Recorded: July 18, 1973, in Book 10807, Page 9, of Official Records An agreement to modify the terms and provisions of the said document, as therein provided Recording Date: October 20, 2004
Recording No: 2004-948360, of Official Records
An agreement to modify the terms and provisions of the said document, as therein provided Recording Date: December 20, 2007
Recording No: 2007-744244, of Official Records
37. Please be advised that our search did not disclose any open Deeds of Trust of record. If you should have knowledge of any outstanding obligation, please contact the Title Department immediately for further review prior to closing.
38. Matters which may be disclosed by an inspection and/or by a correct ALTA/NSPS Land Title Survey of said Land that is satisfactory to the Company, and/or by inquiry of the parties in possession thereof.
City Council
20 –
38 10/4/2022
PRELIMINARY REPORT Chicago Title Company
YOUR REFERENCE: ORDER NO.: 00175931-994-LT2-1TW
EXCEPTIONS
(Continued)
CLTA Preliminary Report Form – Modified (11/17/06) Page 15
39. Any rights of the parties in possession of a portion of, or all of, said Land, which rights are not disclosed by the public records.
The Company will require, for review, a full and complete copy of any unrecorded agreement, contract, license and/or lease, together with all supplements, assignments and amendments thereto, before issuing any policy of title insurance without excepting this item from coverage.
The Company reserves the right to except additional items and/or make additional requirements after reviewing said documents.
40. The Company will require that a full copy of any unrecorded lease referred to herein be furnished to the Company, together with all supplements, assignments and amendments for review.
The Company reserves the right to add additional items or make further requirements after review of the requested documentation.
PLEASE REFER TO THE “INFORMATIONAL NOTES” AND “REQUIREMENTS” SECTIONS WHICH FOLLOW FOR INFORMATION NECESSARY TO COMPLETE THIS TRANSACTION.
END OF EXCEPTIONS
City Council
20 –
39 10/4/2022
PRELIMINARY REPORT Chicago Title Company
YOUR REFERENCE: ORDER NO.: 00175931-994-LT2-1TW
CLTA Preliminary Report Form – Modified (11/17/06) Page 16
REQUIREMENTS SECTION
1. This Company will require evidence of compliance with the statutory limitations incident to the governmental agency named below, with reference to any conveyance of an interest in the Land this Company will be asked to record and/or rely upon in the issuance of any form of title insurance.
Governmental agency:The City of Santa Ana, a charter city and municipal corporation under the constitution and laws of the State of California and County of Orange, a body corporate and politic
2. Unrecorded matters which may be disclosed by an Owner’s Affidavit or Declaration. A form of the Owner’s Affidavit/Declaration is attached to this Preliminary Report/Commitment. This Affidavit/Declaration is to be completed by the record owner of the land and submitted for review prior to the closing of this transaction. Your prompt attention to this requirement will help avoid delays in the closing of this transaction. Thank you.
The Company reserves the right to add additional items or make further requirements after review of the requested Affidavit/Declaration.
END OF REQUIREMENTS
City Council
20 –
40 10/4/2022
PRELIMINARY REPORT Chicago Title Company
YOUR REFERENCE: ORDER NO.: 00175931-994-LT2-1TW
CLTA Preliminary Report Form – Modified (11/17/06) Page 1
INFORMATIONAL NOTES SECTION
=clause=
1. None of the items shown in this report will cause the Company to decline to attach ALTA Endorsement Form 9 to an Extended Coverage Loan Policy, when issued.
2. The Company is not aware of any matters which would cause it to decline to attach CLTA Endorsement Form 116 indicating that there is located on said Land Commercial properties, known as APN, located within the city of Santa Ana, California, , to an Extended Coverage Loan Policy.
3. Note: The policy of title insurance will include an arbitration provision. The Company or the insured may demand arbitration. Arbitrable matters may include, but are not limited to, any controversy or claim between the Company and the insured arising out of or relating to this policy, any service of the Company in connection with its issuance or the breach of a policy provision or other obligation. Please ask your escrow or title officer for a sample copy of the policy to be issued if you wish to review the arbitration provisions and any other provisions pertaining to your Title Insurance coverage.
4. Notice: Please be aware that due to the conflict between federal and state laws concerning the cultivation, distribution, manufacture or sale of marijuana, the Company is not able to close or insure any transaction involving Land that is associated with these activities.
5. Pursuant to Government Code Section 27388.1, as amended and effective as of 1-1-2018, a Documentary Transfer Tax (DTT) Affidavit may be required to be completed and submitted with each document when DTT is being paid or when an exemption is being claimed from paying the tax. If a governmental agency is a party to the document, the form will not be required. DTT Affidavits may be available at a Tax Assessor-County Clerk-Recorder.
6. The following Exclusion(s) are added to preliminary reports, commitments and will be included as an endorsement in the following policies:
A. 2006 ALTA Owner’s Policy (06-17-06).
6. Defects, liens, encumbrances, adverse claims, notices, or other matters not appearing in the Public Records but that would be disclosed by an examination of any records maintained by or on behalf of a Tribe or on behalf of its members.
B. 2006 ALTA Loan Policy (06-17-06).
8. Defects, liens, encumbrances, adverse claims, notices, or other matters not appearing in the Public Records but that would be disclosed by an examination of any records maintained by or on behalf of a Tribe or on behalf of its members.
9. Any claim of invalidity, unenforceability, or lack of priority of the lien of the Insured Mortgage based on the application of a Tribe’s law resulting from the failure of the Insured Mortgage to specify State law as the governing law with respect to the lien of the Insured Mortgage.
C. ALTA Homeowner’s Policy of Title Insurance (12-02-13) and CLTA Homeowner's Policy of Title Insurance (12-02-13).
10. Defects, liens, encumbrances, adverse claims, notices, or other matters not appearing in the Public Records but that would be disclosed by an examination of any records maintained by or on behalf of a Tribe or on behalf of its members.
D. ALTA Expanded Coverage Residential Loan Policy - Assessments Priority (04-02-15).
12. Defects, liens, encumbrances, adverse claims, notices, or other matters not appearing in the Public Records but that would be disclosed by an examination of any records maintained by or on behalf of a Tribe or on behalf of its members.
13. Any claim of invalidity, unenforceability, or lack of priority of the lien of the Insured Mortgage based on the application of a Tribe’s law resulting from the failure of the
City Council
20 –
41 10/4/2022
PRELIMINARY REPORT Chicago Title Company
YOUR REFERENCE: ORDER NO.: 00175931-994-LT2-1TW
INFORMATIONAL NOTES
(Continued)
CLTA Preliminary Report Form – Modified (11/17/06) Page 2 Insured Mortgage to specify State law as the governing law with respect to the lien of the Insured Mortgage.
E. CLTA Standard Coverage Policy 1990 (11-09-18).
7. Defects, liens, encumbrances, adverse claims, notices, or other matters not appearing in the public records but that would be disclosed by an examination of any records maintained by or on behalf of a tribe or on behalf of its members.
8. Any claim of invalidity, unenforceability, or lack of priority of the lien of the insured mortgage based on the application of a tribe’s law resulting from the failure of the insured mortgage to specify state law as the governing law with respect to the lien of the insured mortgage.
7. Note: Property taxes, including any personal property taxes and any assessments collected with taxes, are paid. For proration purposes the amounts were:
Tax Identification No.: 008-036-35
Fiscal Year: 2021-2022
1st Installment: $13,532.12
2nd Installment: $13,532.12
Other Exemption: $16,767,218.00
Code Area: 11-005
Affects: Parcel A
8. Note: There are NO conveyances affecting said Land recorded within 24 months of the date of this report.
END OF INFORMATIONAL NOTES
Ted Tan/Jennifer Wright (LA/Comm)/jt
City Council
20 –
42 10/4/2022
Wire Fraud Alert Page 1
Original Effective Date: 5/11/2017
Current Version Date: 5/11/2017 WIRE0016 (DSI Rev. 12/07/17) TM and © Fidelity National Financial, Inc. and/or an affiliate. All rights reserved Wire Fraud Alert
This Notice is not intended to provide legal or professional advice. If you have any questions, please consult with a lawyer.
All parties to a real estate transaction are targets for wire fraud and many have lost hundreds of thousands of dollars because they simply relied on the wire instructions received via email, without further verification. If funds are to be wired in conjunction with this real estate transaction, we strongly recommend verbal verification of wire instructions through a known, trusted phone number prior to sending funds.
In addition, the following nonexclusive selfprotection strategies are recommended to minimize exposure to possible wire fraud.
NEVER RELY on emails purporting to change wire instructions. Parties to a transaction rarely change wire instructions in the course of a transaction.
ALWAYS VERIFY wire instructions, specifically the ABA routing number and account number, by calling the party who sent the instructions to you. DO NOT use the phone number provided in the email containing the instructions, use phone numbers you have called before or can otherwise verify. Obtain the phone number of relevant parties to the transaction as soon as an escrow account is opened. DO NOT send an email to verify as the email address may be incorrect or the email may be intercepted by the fraudster. USE COMPLEX EMAIL PASSWORDS that employ a combination of mixed case, numbers, and symbols. Make your passwords greater than eight (8) characters. Also, change your password often and do NOT reuse the same password for other online accounts.
USE MULTI-FACTOR AUTHENTICATION for email accounts. Your email provider or IT staff may have specific instructions on how to implement this feature.
For more information on wirefraud scams or to report an incident, please refer to the following links:
Federal Bureau of Investigation: Internet Crime Complaint Center:
http://www.fbi.gov http://www.ic3.gov
City Council
20 –
43 10/4/2022
Chicago Title Company
725 South Figueroa Street, Suite 200, Los Angeles, CA 90017 Phone: (213) 488-4300 " Fax: (213) 488-4377
Notice of Available Discounts (Rev. 01-15-20) Last Saved: May 9, 2022 by 985 MISC0164 (DSI Rev. 03/12/20) Escrow No.: 00175931-994-LT2-1TW Notice of Available Discounts
Pursuant to Section 2355.3 in Title 10 of the California Code of Regulations Fidelity National Financial, Inc. and its subsidiaries ("FNF") must deliver a notice of each discount available under our current rate filing along with the delivery of escrow instructions, a preliminary report or commitment. Please be aware that the provision of this notice does not constitute a waiver of the consumer's right to be charged the filed rate. As such, your transaction may not qualify for the below discounts.
You are encouraged to discuss the applicability of one or more of the below discounts with a Company representative. These discounts are generally described below; consult the rate manual for a full description of the terms, conditions and requirements for such discount. These discounts only apply to transactions involving services rendered by the FNF Family of Companies. This notice only applies to transactions involving property improved with a one-to-four family residential dwelling.
Not all discounts are offered by every FNF Company. The discount will only be applicable to the FNF Company as indicated by the named discount.
FNF Underwritten Title Company Underwritten by FNF Underwriters CTC – Chicago Title company CTIC – Chicago Title Insurance Company CLTC – Commonwealth Land Title Company CLTIC - Commonwealth Land Title Insurance Company FNTC – Fidelity National Title Company of California FNTIC – Fidelity National Title Insurance Company FNTCCA - Fidelity National Title Company of California FNTIC - Fidelity National Title Insurance Company TICOR – Ticor Title Company of California CTIC – Chicago Title Insurance Company LTC – Lawyer’s Title Company CLTIC – Commonwealth Land Title Insurance Company SLTC – ServiceLink Title Company CTIC – Chicago Title Insurance Company Available Discounts
DISASTER LOANS (CTIC, CLTIC, FNTIC)
The charge for a Lender's Policy (Standard or Extended coverage) covering the financing or refinancing by an owner of record, within twenty-four (24) months of the date of a declaration of a disaster area by the government of the United States or the State of California on any land located in said area, which was partially or totally destroyed in the disaster, will be fifty percent (50%) of the appropriate title insurance rate.
CHURCHES OR CHARITABLE NON-PROFIT ORGANIZATIONS (CTIC, FNTIC) On properties used as a church or for charitable purposes within the scope of the normal activities of such entities, provided said charge is normally the church's obligation the charge for an owner's policy shall be fifty percent (50%) to seventy percent (70%) of the appropriate title insurance rate, depending on the type of coverage selected. The charge for a lender's policy shall be forty (40%) to fifty percent (50%) of the appropriate title insurance rate, depending on the type of coverage selected.
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FNF Privacy Statement (Eff. August 1, 2021) Copyright © 2021. Fidelity National Financial, Inc. All Rights Reserved MISC0219 (DSI Rev. 07/29/21) Page 1 Order No. 00175931-994-LT2-1TW FIDELITY NATIONAL FINANCIAL, INC.
PRIVACY NOTICE
Effective August 1, 2021
Fidelity National Financial, Inc. and its majority-owned subsidiary companies (collectively, “FNF,” “our,” or “we”) respect and are committed to protecting your privacy. This Privacy Notice explains how we collect, use, and protect personal information, when and to whom we disclose such information, and the choices you have about the use and disclosure of that information.
A limited number of FNF subsidiaries have their own privacy notices. If a subsidiary has its own privacy notice, the privacy notice will be available on the subsidiary’s website and this Privacy Notice does not apply.
Collection of Personal Information
FNF may collect the following categories of Personal Information:
contact information (e.g., name, address, phone number, email address); demographic information (e.g., date of birth, gender, marital status); identity information (e.g. Social Security Number, driver’s license, passport, or other government ID number); financial account information (e.g. loan or bank account information); and other personal information necessary to provide products or services to you.
We may collect Personal Information about you from:
information we receive from you or your agent;
information about your transactions with FNF, our affiliates, or others; and information we receive from consumer reporting agencies and/or governmental entities, either directly from these entities or through others.
Collection of Browsing Information
FNF automatically collects the following types of Browsing Information when you access an FNF website, online service, or application (each an “FNF Website”) from your Internet browser, computer, and/or device:
Internet Protocol (IP) address and operating system;
browser version, language, and type;
domain name system requests; and
browsing history on the FNF Website, such as date and time of your visit to the FNF Website and visits to the pages within the FNF Website.
Like most websites, our servers automatically log each visitor to the FNF Website and may collect the Browsing Information described above. We use Browsing Information for system administration, troubleshooting, fraud investigation, and to improve our websites.
Browsing Information generally does not reveal anything personal about you, though if you have created a user account for an FNF Website and are logged into that account, the FNF Website may be able to link certain browsing activity to your user account.
Other Online Specifics
Cookies. When you visit an FNF Website, a “cookie” may be sent to your computer. A cookie is a small piece of data that is sent to your Internet browser from a web server and stored on your computer’s hard drive. Information gathered using cookies helps us improve your user experience. For example, a cookie can help the website load properly or can customize the display page based on your browser type and user preferences. You can choose whether or not to accept cookies by changing your Internet browser settings. Be aware that doing so may impair or limit some functionality of the FNF Website.
Web Beacons. We use web beacons to determine when and how many times a page has been viewed. This information is used to improve our websites.
Do Not Track. Currently our FNF Websites do not respond to “Do Not Track” features enabled through your browser.
Links to Other Sites. FNF Websites may contain links to unaffiliated third-party websites. FNF is not responsible for the privacy practices or content of those websites. We recommend that you read the privacy policy of every website you visit.
Use of Personal Information
FNF uses Personal Information for three main purposes:
To provide products and services to you or in connection with a transaction involving you. To improve our products and services.
To communicate with you about our, our affiliates’, and others’ products and services, jointly or independently.
When Information Is Disclosed
We may disclose your Personal Information and Browsing Information in the following circumstances:
to enable us to detect or prevent criminal activity, fraud, material misrepresentation, or nondisclosure; to nonaffiliated service providers who provide or perform services or functions on our behalf and who agree to use the information only to provide such services or functions;
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FNF Privacy Statement (Eff. August 1, 2021) Copyright © 2021. Fidelity National Financial, Inc. All Rights Reserved MISC0219 (DSI Rev. 07/29/21) Page 2 Order No. 00175931-994-LT2-1TW to nonaffiliated third party service providers with whom we perform joint marketing, pursuant to an agreement with them to jointly market financial products or services to you;
to law enforcement or authorities in connection with an investigation, or in response to a subpoena or court order; or in the good-faith belief that such disclosure is necessary to comply with legal process or applicable laws, or to protect the rights, property, or safety of FNF, its customers, or the public.
The law does not require your prior authorization and does not allow you to restrict the disclosures described above. Additionally, we may disclose your information to third parties for whom you have given us authorization or consent to make such disclosure. We do not otherwise share your Personal Information or Browsing Information with nonaffiliated third parties, except as required or permitted by law. We may share your Personal Information with affiliates (other companies owned by FNF) to directly market to you. Please see “Choices with Your Information” to learn how to restrict that sharing.
We reserve the right to transfer your Personal Information, Browsing Information, and any other information, in connection with the sale or other disposition of all or part of the FNF business and/or assets, or in the event of bankruptcy, reorganization, insolvency, receivership, or an assignment for the benefit of creditors. By submitting Personal Information and/or Browsing Information to FNF, you expressly agree and consent to the use and/or transfer of the foregoing information in connection with any of the above described proceedings.
Security of Your Information
We maintain physical, electronic, and procedural safeguards to protect your Personal Information.
Choices With Your Information
If you do not want FNF to share your information among our affiliates to directly market to you, you may send an “opt out” request as directed at the end of this Privacy Notice. We do not share your Personal Information with nonaffiliates for their use to direct market to you without your consent.
Whether you submit Personal Information or Browsing Information to FNF is entirely up to you. If you decide not to submit Personal Information or Browsing Information, FNF may not be able to provide certain services or products to you.
For California Residents: We will not share your Personal Information or Browsing Information with nonaffiliated third parties, except as permitted by California law. For additional information about your California privacy rights, please visit the “California Privacy” link on our website (https://fnf.com/pages/californiaprivacy.aspx) or call (888) 413-1748.
For Nevada Residents: You may be placed on our internal Do Not Call List by calling (888) 714-2710 or by contacting us via the information set forth at the end of this Privacy Notice. Nevada law requires that we also provide you with the following contact information: Bureau of Consumer Protection, Office of the Nevada Attorney General, 555 E. Washington St., Suite 3900, Las Vegas, NV 89101; Phone number: (702) 486-3132; email: [email protected].
For Oregon Residents: We will not share your Personal Information or Browsing Information with nonaffiliated third parties for marketing purposes, except after you have been informed by us of such sharing and had an opportunity to indicate that you do not want a disclosure made for marketing purposes.
For Vermont Residents: We will not disclose information about your creditworthiness to our affiliates and will not disclose your personal information, financial information, credit report, or health information to nonaffiliated third parties to market to you, other than as permitted by Vermont law, unless you authorize us to make those disclosures.
Information From Children
The FNF Websites are not intended or designed to attract persons under the age of eighteen (18).We do not collect Personal Information from any person that we know to be under the age of thirteen (13) without permission from a parent or guardian.
International Users
FNF’s headquarters is located within the United States. If you reside outside the United States and choose to provide Personal Information or Browsing Information to us, please note that we may transfer that information outside of your country of residence. By providing FNF with your Personal Information and/or Browsing Information, you consent to our collection, transfer, and use of such information in accordance with this Privacy Notice.
FNF Website Services for Mortgage Loans
Certain FNF companies provide services to mortgage loan servicers, including hosting websites that collect customer information on behalf of mortgage loan servicers (the “Service Websites”). The Service Websites may contain links to both this Privacy Notice and the mortgage loan servicer or lender’s privacy notice. The sections of this Privacy Notice titled When Information is Disclosed, Choices with Your Information, and Accessing and Correcting Information do not apply to the Service Websites. The mortgage loan servicer or lender’s privacy notice governs use, disclosure, and access to your Personal Information. FNF does not share Personal Information collected through the Service Websites, except as required or authorized by contract with the mortgage loan servicer or lender, or as required by law or in the good-faith belief that such disclosure is necessary: to comply with a legal process or applicable law, to enforce this Privacy Notice, or to protect the rights, property, or safety of FNF or the public.
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FNF Privacy Statement (Eff. August 1, 2021) Copyright © 2021. Fidelity National Financial, Inc. All Rights Reserved MISC0219 (DSI Rev. 07/29/21) Page 3 Order No. 00175931-994-LT2-1TW Your Consent To This Privacy Notice; Notice Changes
By submitting Personal Information and/or Browsing Information to FNF, you consent to the collection and use of the information in accordance with this Privacy Notice. We may change this Privacy Notice at any time. The Privacy Notice’s effective date will show the last date changes were made. If you provide information to us following any change of the Privacy Notice, that signifies your assent to and acceptance of the changes to the Privacy Notice.
Accessing and Correcting Information; Contact Us
If you have questions, would like to correct your Personal Information, or want to opt-out of information sharing for affiliate marketing, visit FNF’s Opt Out Page or contact us by phone at (888) 714-2710 or by mail to:
Fidelity National Financial, Inc.
601 Riverside Avenue,
Jacksonville, Florida 32204
Attn: Chief Privacy Officer
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Attachment One – CA (Rev. 05-06-16) Page 1
© California Land Title Association. All rights reserved.
The use of this Form is restricted to CLTA subscribers in good standing as of the date of use. All other uses are prohibited. Reprinted under license or express permission from the California Land Title Association.
ATTACHMENT ONE (Revised 05-06-16)
CALIFORNIA LAND TITLE ASSOCIATION
STANDARD COVERAGE POLICY – 1990
EXCLUSIONS FROM COVERAGE
The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses which arise by reason of:
1.(a)Any law, ordinance or governmental regulation (including but not limited to building or zoning laws, ordinances, or regulations) restricting, regulating, prohibiting or relating (i) the occupancy, use, or enjoyment of the land; (ii) the character, dimensions or location of any improvement now or hereafter erected on the land; (iii) a separation in ownership or a change in the dimensions or area of the land or any parcel of which the land is or was a part; or (iv) environmental protection, or the effect of any violation of these laws, ordinances or governmental regulations, except to the extent that a notice of the enforcement thereof or a notice of a defect, lien, or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. (b)Any governmental police power not excluded by (a) above, except to the extent that a notice of the exercise thereof or notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy.
2.Rights of eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy, but not excluding from coverage any taking which has occurred prior to Date of Policy which would be binding on the rights of a purchaser for value without knowledge.
3.Defects, liens, encumbrances, adverse claims or other matters:
(a)whether or not recorded in the public records at Date of Policy, but created, suffered, assumed or agreed to by the insured claimant; (b)not known to the Company, not recorded in the public records at Date of Policy, but known to the insured claimant and not disclosed in writing to the Company by the insured claimant prior to the date the insured claimant became an insured under this policy; (c)resulting in no loss or damage to the insured claimant; (d)attaching or created subsequent to Date of Policy; or (e)resulting in loss or damage which would not have been sustained if the insured claimant had paid value for the insured mortgage or for the estate or interest insured by this policy.
4.Unenforceability of the lien of the insured mortgage because of the inability or failure of the insured at Date of Policy, or the inability or failure of any subsequent owner of the indebtedness, to comply with the applicable doing business laws of the state in which the land is situated.
5.Invalidity or unenforceability of the lien of the insured mortgage, or claim thereof, which arises out of the transaction evidenced by the insured mortgage and is based upon usury or any consumer credit protection or truth in lending law.
6.Any claim, which arises out of the transaction vesting in the insured the estate of interest insured by this policy or the transaction creating the interest of the insured lender, by reason of the operation of federal bankruptcy, state insolvency or similar creditors' rights laws.
EXCEPTIONS FROM COVERAGE - SCHEDULE B, PART I
This policy does not insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) which arise by reason of:
1.Taxes or assessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records.
Proceedings by a public agency which may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the public records.
2.Any facts, rights, interests, or claims which are not shown by the public records but which could be ascertained by an inspection of the land or which may be asserted by persons in possession thereof.
3.Easements, liens or encumbrances, or claims thereof, not shown by the public records.
4.Discrepancies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by the public records.
5.(a) Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b) or (c) are shown by the public records.
6.Any lien or right to a lien for services, labor or material not shown by the public records.
CLTA HOMEOWNER'S POLICY OF TITLE INSURANCE (12-02-13)
ALTA HOMEOWNER'S POLICY OF TITLE INSURANCE
EXCLUSIONS
In addition to the Exceptions in Schedule B, You are not insured against loss, costs, attorneys' fees, and expenses resulting from:
1.Governmental police power, and the existence or violation of those portions of any law or government regulation concerning:
a.building;
b.zoning;
c.land use;
d.improvements on the Land;
e.land division; and
f. environmental protection.
This Exclusion does not limit the coverage described in Covered Risk 8.a., 14, 15, 16, 18, 19, 20, 23 or 27.
2.The failure of Your existing structures, or any part of them, to be constructed in accordance with applicable building codes. This Exclusion does not limit the coverage described in Covered Risk 14 or 15.
3.The right to take the Land by condemning it. This Exclusion does not limit the coverage described in Covered Risk 17.
4.Risks:
a.that are created, allowed, or agreed to by You, whether or not they are recorded in the Public Records; b.that are Known to You at the Policy Date, but not to Us, unless they are recorded in the Public Records at the Policy Date;
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Attachment One – CA (Rev. 05-06-16) Page 2
© California Land Title Association. All rights reserved.
The use of this Form is restricted to CLTA subscribers in good standing as of the date of use. All other uses are prohibited. Reprinted under license or express permission from the California Land Title Association. c.that result in no loss to You; or
d.that first occur after the Policy Date - this does not limit the coverage described in Covered Risk 7, 8.e., 25, 26, 27 or 28.
5.Failure to pay value for Your Title.
6.Lack of a right:
a.to any land outside the area specifically described and referred to in paragraph 3 of Schedule A; and b.in streets, alleys, or waterways that touch the Land.
This Exclusion does not limit the coverage described in Covered Risk 11 or 21.
7.The transfer of the Title to You is invalid as a preferential transfer or as a fraudulent transfer or conveyance under federal bankruptcy, state insolvency, or similar creditors’ rights laws.
8.Contamination, explosion, fire, flooding, vibration, fracturing, earthquake, or subsidence.
9.Negligence by a person or an Entity exercising a right to extract or develop minerals, water, or any other substances.
LIMITATIONS ON COVERED RISKS
Your insurance for the following Covered Risks is limited on the Owner’s Coverage Statement as follows:
For Covered Risk 16, 18, 19, and 21 Your Deductible Amount and Our Maximum Dollar Limit of Liability shown in Schedule A.
The deductible amounts and maximum dollar limits shown on Schedule A are as follows:
Your Deductible Amount
Our Maximum Dollar
Limit of Liability
Covered Risk 16: 1.00% of Policy Amount Shown in Schedule A or $2,500.00 (whichever is less)
$ 10,000.00
Covered Risk 18: 1.00% of Policy Amount Shown in Schedule A or $5,000.00 (whichever is less)
$ 25,000.00
Covered Risk 19: 1.00% of Policy Amount Shown in Schedule A or $5,000.00 (whichever is less)
$ 25,000.00
Covered Risk 21: 1.00% of Policy Amount Shown in Schedule A or $2,500.00 (whichever is less)
$ 5,000.00
2006 ALTA LOAN POLICY (06-17-06)
EXCLUSIONS FROM COVERAGE
The following matters are expressly excluded from the coverage of this policy, and the Company will not pay loss or damage, costs, attorneys' fees, or expenses that arise by reason of:
1.(a)Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to
(i)the occupancy, use, or enjoyment of the Land;
(ii)the character, dimensions, or location of any improvement erected on the Land; (iii)the subdivision of land; or
(iv)environmental protection;
or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion 1(a) does not modify or limit the coverage provided under Covered Risk 5.
(b)Any governmental police power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 6.
2.Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8.
3.Defects, liens, encumbrances, adverse claims, or other matters (a)created, suffered, assumed, or agreed to by the Insured Claimant; (b)not Known to the Company, not recorded in the Public Records at Date of Policy, but Known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy; (c)resulting in no loss or damage to the Insured Claimant; (d)attaching or created subsequent to Date of Policy (however, this does not modify or limit the coverage provided under Covered Risk 11, 13 or 14); or
(e)resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Insured Mortgage.
4.Unenforceability of the lien of the Insured Mortgage because of the inability or failure of an Insured to comply with applicable doing-business laws of the state where the Land is situated.
5.Invalidity or unenforceability in whole or in part of the lien of the Insured Mortgage that arises out of the transaction evidenced by the Insured Mortgage and is based upon usury or any consumer credit protection or truth-in-lending law.
6.Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors’ rights laws, that the transaction creating the lien of the Insured Mortgage, is
(a)a fraudulent conveyance or fraudulent transfer, or
(b)a preferential transfer for any reason not stated in Covered Risk 13(b) of this policy.
7.Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of Policy and the date of recording of the Insured Mortgage in the Public Records. This Exclusion does not modify or limit the coverage provided under Covered Risk 11(b).
The above policy form may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage:
EXCEPTIONS FROM COVERAGE
{Except as provided in Schedule B - Part II,{ t{or T}his policy does not insure against loss or damage, and the Company will not pay costs, attorneys’ fees or expenses, that arise by reason of:
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Attachment One – CA (Rev. 05-06-16) Page 3
© California Land Title Association. All rights reserved.
The use of this Form is restricted to CLTA subscribers in good standing as of the date of use. All other uses are prohibited. Reprinted under license or express permission from the California Land Title Association. {PART I
{The above policy form may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage:
1.(a) Taxes or assessments that are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the Public Records; (b) proceedings by a public agency that may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the Public Records.
2.Any facts, rights, interests, or claims that are not shown by the Public Records but that could be ascertained by an inspection of the Land or that may be asserted by persons in possession of the Land.
3.Easements, liens or encumbrances, or claims thereof, not shown by the Public Records.
4.Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an accurate and complete land survey of the Land and not shown by the Public Records.
5.(a) Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b), or (c) are shown by the Public Records.
6.Any lien or right to a lien for services, labor or material not shown by the Public Records.}
PART II
In addition to the matters set forth in Part I of this Schedule, the Title is subject to the following matters, and the Company insures against loss or damage sustained in the event that they are not subordinate to the lien of the Insured Mortgage:} 2006 ALTA OWNER’S POLICY (06-17-06)
EXCLUSIONS FROM COVERAGE
The following matters are expressly excluded from the coverage of this policy, and the Company will not pay loss or damage, costs, attorneys' fees, or expenses that arise by reason of:
1.(a)Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to
(i)the occupancy, use, or enjoyment of the Land;
(ii)the character, dimensions, or location of any improvement erected on the Land; (iii)the subdivision of land; or
(iv)environmental protection;
or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion 1(a) does not modify or limit the coverage provided under Covered Risk 5.
(b)Any governmental police power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 6.
2.Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8.
3.Defects, liens, encumbrances, adverse claims, or other matters (a)created, suffered, assumed, or agreed to by the Insured Claimant; (b)not Known to the Company, not recorded in the Public Records at Date of Policy, but Known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy; (c)resulting in no loss or damage to the Insured Claimant; (d)attaching or created subsequent to Date of Policy (however, this does not modify or limit the coverage provided under Covered Risk 9 and 10); or
(e)resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Title.
4.Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors’ rights laws, that the transaction vesting the Title as shown in Schedule A, is
(a)a fraudulent conveyance or fraudulent transfer; or
(b)a preferential transfer for any reason not stated in Covered Risk 9 of this policy.
5.Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of Policy and the date of recording of the deed or other instrument of transfer in the Public Records that vests Title as shown in Schedule A.
The above policy form may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage:
EXCEPTIONS FROM COVERAGE
This policy does not insure against loss or damage, and the Company will not pay costs, attorneys’ fees or expenses, that arise by reason of:
{The above policy form may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage:
1.(a) Taxes or assessments that are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the Public Records; (b) proceedings by a public agency that may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the Public Records.
2.Any facts, rights, interests, or claims that are not shown in the Public Records but that could be ascertained by an inspection of the Land or that may be asserted by persons in possession of the Land.
3.Easements, liens or encumbrances, or claims thereof, not shown by the Public Records.
4.Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an accurate and complete land survey of the Land and that are not shown by the Public Records.
5.(a) Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b), or (c) are shown by the Public Records.
6.Any lien or right to a lien for services, labor or material not shown by the Public Records. }
7.{Variable exceptions such as taxes, easements, CC&R’s, etc. shown here.}
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Attachment One – CA (Rev. 05-06-16) Page 4
© California Land Title Association. All rights reserved.
The use of this Form is restricted to CLTA subscribers in good standing as of the date of use. All other uses are prohibited. Reprinted under license or express permission from the California Land Title Association.
ALTA EXPANDED COVERAGE RESIDENTIAL LOAN POLICY – ASSESSMENTS PRIORITY (04-02-15)
EXCLUSIONS FROM COVERAGE
The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys’ fees or expenses which arise by reason of:
1.(a)Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to
(i)the occupancy, use, or enjoyment of the Land;
(ii)the character, dimensions, or location of any improvement erected on the Land; (iii)the subdivision of land; or
(iv)environmental protection;
or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion 1(a) does not modify or limit the coverage provided under Covered Risk 5, 6, 13(c), 13(d), 14 or 16. (b)Any governmental police power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 5, 6, 13(c), 13(d), 14 or 16.
2.Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8.
3.Defects, liens, encumbrances, adverse claims, or other matters (a)created, suffered, assumed, or agreed to by the Insured Claimant; (b)not Known to the Company, not recorded in the Public Records at Date of Policy, but Known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy; (c)resulting in no loss or damage to the Insured Claimant; (d)attaching or created subsequent to Date of Policy (however, this does not modify or limit the coverage provided under Covered Risk 11, 16, 17, 18, 19, 20, 21, 22, 23, 24, 27 or 28); or
(e)resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Insured Mortgage.
4.Unenforceability of the lien of the Insured Mortgage because of the inability or failure of an Insured to comply with applicable doing-business laws of the state where the Land is situated.
5.Invalidity or unenforceability in whole or in part of the lien of the Insured Mortgage that arises out of the transaction evidenced by the Insured Mortgage and is based upon usury, or any consumer credit protection or truth-in-lending law. This Exclusion does not modify or limit the coverage provided in Covered Risk 26.
6.Any claim of invalidity, unenforceability or lack of priority of the lien of the Insured Mortgage as to Advances or modifications made after the Insured has Knowledge that the vestee shown in Schedule A is no longer the owner of the estate or interest covered by this policy. This Exclusion does not modify or limit the coverage provided in Covered Risk 11.
7.Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching subsequent to Date of Policy. This Exclusion does not modify or limit the coverage provided in Covered Risk 11(b) or 25.
8.The failure of the residential structure, or any portion of it, to have been constructed before, on or after Date of Policy in accordance with applicable building codes. This Exclusion does not modify or limit the coverage provided in Covered Risk 5 or 6.
9.Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors’ rights laws, that the transaction creating the lien of the Insured Mortgage, is
(a) a fraudulent conveyance or fraudulent transfer, or
(b) a preferential transfer for any reason not stated in Covered Risk 27(b) of this policy.
10.Contamination, explosion, fire, flooding, vibration, fracturing, earthquake, or subsidence.
11.Negligence by a person or an Entity exercising a right to extract or develop minerals, water, or any other substances.
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This map/plat is being furnished as an aid in locating the herein described Land in relation to adjoining streets, natural boundaries and other land, and is not a survey of the land depicted. Except to the extent a policy of title insurance is expressly modified by endorsement, if any, the Company does not insure dimensions, distances, location of easements, acreage or other matters shown thereon.
ORDER NO.
00175931-994
06/01/2022
APN
008-036-35, 39 & 067-46
¹
PAR B
PAR A - PAR 1
PAR A - PAR 2
PAR Bj
PAR C
Legend
PAR A - PAR 1
PAR A - PAR 2
PAR B
PAR C
Ease for Public Utilities recorded
07/15/1959 Bk4799 Pg557 OR - Item 2
Ease for Public Utility recorded
02/29/1960 Bk5122 Pg331 OR - Item 3
Ease for Potable Water Main & Utilities recorded
02/19/1969 # 11306 Bk8878 Pg863
02/02/1993 # 93-073023
& 07/11/2007 # 2007000434462 OR - Item 5
Ease for Public Utilities recorded
01/31/1989 Inst # 89-054223 OR - Item 7
Ease for Public Utilities recorded
01/14/1999 Inst # 19990028200 OR - Item 10
Ease for Pipeline
Conduits & Distribution Facilities recorded
03/18/2008 Inst # 2008000124173 OR - Item 12
Ease for Pipeline
Conduits & Distribution Facilities recorded
08/18/2016 Inst # 2016-391498 OR - Item 15
Ease for Water Line recorded
11/09/148 Bk1727 Pg88 OR - Item 17
Ease for Water Main recorded
06/05/1968 Bk8622 Pg220 OR - Item 20
Ease for Potable Water Main & Utilities recorded
02/19/1969 # 11306 Bk8878 Pg863
02/02/1993 # 93-073023
& 07/11/2007 # 2007000434462 OR - Item 21
Ease for Access recorded
07/13/2012 # 2012-397240 OR - Item 27
Ease for Potable Water Main recorded
06/05/1968 # 2519 Bk8622 Pg220 OR - Item 29
Ease for Potable Water Main & Utilities recorded
02/19/1969 # 11306 Bk8878 Pg863,
02/02/1993 # 93-073023 & 07/11/2007
# 2007000434462 OR - Item 30
Ease for Utility recorded
05/09/1978 # 13610 Bk12667 Pg1820 OR - Item 32
City Council
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This map/plat is being furnished as an aid in locating the herein described Land in relation to adjoining streets, natural boundaries and other land, and is not a survey of the land depicted. Except to the extent a policy of title insurance is expressly modified by endorsement, if any, the Company does not insure dimensions, distances, location of easements, acreage or other matters shown thereon.
ORDER NO.
00175931-994
06/01/2022
APN
008-036-35, 39 & 067-46
¹
PAR B
PAR A - PAR 1
PAR A - PAR 2
PAR Bj
PAR C
Legend
PAR A - PAR 1
PAR A - PAR 2
PAR B
PAR C
Ease for Telephone, Telegraph
& Communication Structures recorded
02/19/1969 Bk8878 Pg863 OR - Item 22
Ease for Street recorded
Bk149 Pg49 Record of Survey - Item 24
Ease for Street recorded
Bk75 Pg48 Record of Survey - Item 25
Ease for Undisclosed Purpose recorded
03/03/1994 # 94-153374 OR - Item 33
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18 Project Name: Santa Ana Property Exchange
EXHIBIT B Legal Description of City Property All that certain real property situated in the City of Santa Ana, County of Orange, State of California, more particularly described as follows: (Attached hereto and made part hereof)
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EXHIBIT C Project Name: Santa Ana Property Exchange
EXHIBIT C City Preliminary Title Report (Attached hereto and made part hereof)
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55 10/4/2022
2 Project Name: Santa Ana Property Exchange
EXHIBIT D County Preliminary Title Reports (Attached hereto and made part hereof)
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56 10/4/2022
Project Name: Santa Ana Property Exchange
CERTIFICATE OF ACCEPTANCE This is to certify that the interest in real property conveyed by the within deed or grant to the CITY OF SANTA ANA, a California municipal corporation, is hereby accepted by order of the City Council of Santa Ana, California, and the CITY OF SANTA ANA consents to recordation thereof. CITY OF SANTA ANA, a municipal Corporation organized and existing under the laws of the State of California By:________________________ Title: ______________________ Date: ______________________ APPROVED AS TO LEGAL FORM: By:________________________ City Attorney
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Project Name: Santa Ana Property Exchange
EXHIBIT F City Deed
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Project Name: Santa Ana Property Exchange
RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: City of Santa Ana 20 Civic Center Plaza Santa Ana, California Attn: City Manager And County of Orange CEO Real Estate 333 West Santa Ana Blvd., 3rd Floor Santa Ana, California Attn: Thomas A. Miller No Recording Fee Pursuant to Gov’t Code § 27383 No Documentary Transfer Tax Pursuant to Revenue & Taxation Code § 11922 ______________________________________________________________________________ (Space Above for Recorder’s Use) QUITCLAIM DEED The undersigned grantor declares: Documentary transfer tax is shown on the accompanying statement and is not for public record. FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, the City of Santa Ana, a municipal corporation organized and existing under the laws of the State of California (“Grantor”), hereby quitclaims to the County of Orange, a political subdivision of the State of California (“Grantee”), all right title and interest in the real property located in the City of Santa Ana, County of Orange, State of California, described in Schedule 1 attached hereto and incorporated herein by reference (the “Property”). SUBJECT TO: 1. General and Special Real Property Taxes for the current fiscal year. 2. Covenants, conditions, restrictions, easements, reservations, rights and rights-of-way of record. 3. [Insert any pertinent/additional details]
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Project Name: Santa Ana Property Exchange
CITY OF SANTA ANA By:________________________ Title: ______________________ Date: ______________________ APPROVED AS TO LEGAL FORM: By:________________________ City Attorney
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Project Name: Santa Ana Property Exchange
STATE OF CALIFORNIA ) COUNTY OF __________________) On ________________________, before me, ________________________, personally appeared _______________________, (or ___________________, who proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal)
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Project Name: Santa Ana Property Exchange
CERTIFICATE OF ACCEPTANCE This is to certify that the interest in real property conveyed by the within deed or grant to the COUNTY OF ORANGE, a political subdivision of the State of California, is hereby accepted by order of the Board of Supervisors of Orange County, California, and the COUNTY OF ORANGE consents to recordation thereof. COUNTY OF ORANGE: By:____________________________ Chairman Date: Signed and certified that a copy of this Document has been delivered to the Chair of the Board per G.C. Sec. 25103, Resolution 79-1535 Attest: Robin Stieler Clerk of the Board of Supervisors Orange County, California APPROVED AS TO LEGAL FORM: By:_____________________________ Senior Deputy County Counsel
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62 10/4/2022
Resolution No. 2022-XXX
RESOLUTION NO. 2022-XXX
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
SANTA ANA DECLARING CITY-OWNED PROPERT Y AS
EXEMPT SURPLUS LAND PURSUANT TO THE SURPLUS
LAND ACT, CALIFORNIA GOVERNMENT CODE SECTION
54220, ET SEQ. , TO EXCHANGE FOR COUNTY O F
ORANGE REAL PROPERTY FOR THE CITY’S USE
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS:
Section 1. The City Council of the City of Santa Ana hereby, finds, determines and declares as follows:
A. On March 31, 2022, the Orange County Chief Real Estate Officer and City of Santa Ana City Manager entered into a non -binding Letter of Intent with the express interest of exchanging a County -owned 2.2 - acre parcel in the Civic Center ( “Parcel A” or “County Property”), for a City-owned 0.7-acre parcel encompassing a portion of the Civic Center Library Parking Structure (“Parcel B” or “City Property”), as detailed in Exhibit A attached herewith and incorporated herein by reference B. The City Property includes portions of APN 008-036-35.
C. The County Prop erty includes portions of APN’s 008 -067-46 and 008 - 036-39.
D. Within Parcel B is a portion of the Library parking structure. The County administers the parking within the Civic Center and , under the various agreements with the City for the operation of the Civic Center, collects the revenues for the upkeep of the Civic Center area. Parcel B is not needed for City purposes.
E. Within Parcel A is the Plaza of the Flags and parking structure area below, as well as the Japanese Garden and a portion of the Ross Annex Parking Structure. Count y staff have indicated that Parcel A is not needed for County purposes. It is also located directly adjacent to Santa Ana City Hall. The Plaza is generally used by the City for activities throughout the year for special events fo r which approval must be requested from the County of Orange. The City’s ownership of the property will allow the City to utilize the Plaza without going through a County permitting process.
Exhibit 4
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Resolution No. 2022-XXX
F. Upon the exchange of the City Property and County Property , the property ownership boundaries which currently run through the Civic Center Library Parking Structure and the Ross Annex parking structure will be adjusted so that the structures are wholly contained within one ownership.
G. In order to consolidate ownership of the Civic Center Library Parking Structure and assist the City in the activation of the Plaza of the Flags area, the County and the City share a mutual interest in the exchange of parcels.
H. Based on the analysis of City staff, valuation of the parcels subject to the exchange is equivalent.
I. California Government Code section 54221(f)(1)(C) defines exempt surplus land to include surplus land that a local agency is exchanging for another property necessary for the agency’s use.
J. California Government Code section 54221(f)(1)(D) defines exempt surplus land to also include surplus land that a local agency is transferring to another local, state, or federal agency for the agency’s use.
K. An exchange of the City Property from the City to the County for the County Property is mutually beneficial to both agencies.
L. The City intends to exchange the City Property for the County Property for the City’s use.
M. The City now desires to declare the City Property as exempt surplus land and authorize the exchange of the Cit y Property for the County Property.
Section 2. The City Council hereby finds and declares the City Property exempt surplus land pursuant to California Government Code section s 54221(f)(1)(C) and (D), based on the true and correct written findings found in Section 1, incorporated herein by this reference.
Section 3. The City Council hereby authorizes the City Manager to execute any and all documents necessary to complete the exchange of the City Property for the County Property.
Section 4. The exchange of the City Property is exempt from environmental review under the California Environmental Quality Act (“CEQA”) pursuant to CEQA Guidelines section 15312 (Surplus Government Property Sales). However, if
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Resolution No. 2022-XXX
development was proposed on the City Property by a su bsequent owner, then that development would be reviewed under CEQA.
Section 5. This Resolution shall take effect immediately upon its adoption by the City Council, and the Clerk of the Council shall attest to and certify the vote adopting this Resolution.
ADOPTED this ______ day of ______________, 2022.
_______________________
Vicente Sarmiento
Mayor
APPROVED AS TO FORM:
Sonia R. Carvalho, City Attorney
By:________________________
Ryan O. Hodge
Assistant City Attorney
AYES: Councilmembers _______________________________________
NOES: Councilmembers _______________________________________
ABSTAIN: Councilmembers _______________________________________
NOT PRESENT: Councilmembers _______________________________________
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65 10/4/2022
Resolution No. 2022-XXX
CERTIFICATE OF ATTESTATION AND ORIGINALITY
I, , Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2022-XXX to be the original resolution adopted by the City Council of the City of Santa Ana on _______________.
Date: ________________ ____________________________________ Clerk of the Council
City of Santa Ana
City Council
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Resolution No. 2022-XXX
EXHIBIT A
City Council
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67 10/4/2022
City Council
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68 10/4/2022
Clerk of the Council Office
www.santa-ana.org/departments/clerk-of-the-council/
Item # 21
City of Santa Ana
20 Civic Center Plaza, Santa Ana, CA 92701
Staff Report
October 4, 2022
TOPIC: Assembly Bill 361
AGENDA TITLE:
Teleconferencing for Meetings of City Council and All Boards, Committees, and Commissions Pursuant to the Provisions of Assembly Bill 361
RECOMMENDED ACTION
Adopt a resolution to consider continuing the use of teleconferencing for City Council, board, committee, and commission meetings pursuant to the provisions of Assembly Bill 361 for the next 30 days.
DISCUSSION
On March 17, 2020, Governor Gavin Newsom issued Executive Order N-29-20, suspending certain provisions of the Brown Act to allow legislative bodies to conduct their meetings completely telephonically or by other electronic means. City Council meetings have been conducted by Zoom with councilmembers and staff joining from remote locations when necessary.
The suspension of certain provisions of the Brown Act was further extended by Governor Newsom on June 11, 2021 by the issuance of Executive Order N-08-21, which continued to allow completely virtual City Council (and other legislative body) meetings. This order stayed in effect until September 30, 2021.
In response, AB 361 was signed into effect by Governor Newsom on September 16, 2021.
It amends the Brown Act to allow legislative bodies to meet virtually, provided there is a state of emergency, and either (1) state or local officials have imposed or recommended measures to promote social distancing, or (2) the legislative body determines by majority vote that meeting in person would present imminent risks to the health and safety of attendees.
The City of Santa Ana’s current practices with respect to live public comment via Zoom already satisfy all of the new requirements in AB 361. Additionally, the individual legislative bodies can make their own findings for the AB 361 teleconferencing resolution
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Assembly Bill 361
October 4, 2022
2 9
9 3
for future meetings. Determinations to continue to utilize remote meetings as allowed by AB 361 must be re-visited by the legislative body every 30 days with the support of new findings. Staff recommends this extension period to act as a helpful transitional stage for boards, committees, and commissions who still currently meet virtually.
Most recently on September 6, 2022, the City Council adopted Resolution No. 2022-073, making the required findings under AB 361 to allow the City to continue to offer teleconference accessibility for public meetings after September 30, 2021, to help mitigate the spread of COVID-19. The attached resolution (Exhibit 1) declares additional findings to allow for the continued use of teleconferencing for City Council, board, commission, and committee meetings pursuant to AB 361.
ENVIRONMENTAL IMPACT
There is no environmental impact associated with this action.
FISCAL IMPACT
There is no fiscal impact associated with this action.
EXHIBIT(S)
1. Resolution
Submitted By: Norma Orozco, Acting Assistant Clerk of the Council Approved By: Kristine Ridge, City Manager
City Council
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2 10/4/2022
Resolution 2022-XXX
RESOLUTION 2022-xxx
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
SANTA ANA , CALIFORNIA AUTHORIZING THE USE OF
REMOTE TELECONFERENCING PROVISIONS (AB 361)
WHEREAS, the Ralph M. Brown Act (Government Code section 54950 et seq.) generally requires local agencies meeting via teleconference , including through other virtual or electronic means, to, among other things, provide public access at each location in which members of the legislative body are teleconferencing; and WHEREAS, Assembly Bill 361 (AB 361) amends Government Code section 54953 to allow local agencies to meet fully virtually, without fully adhering to the rules otherwise applicable to teleconferencing, during a proclaimed state of emergency if state or local officials have imposed or recommended measures to promote social distancing; and WHEREAS, the Governor issued a proclamation declaring a state of emergency on March 4, 2020 due to the COVID-19 pandemic, pursuant to section 8625 of the California Emergency Services Act, and this proclaimed state of emergency currently remains in effect; and
WHEREAS, the City Council of the City of Santa Ana declared a local emergency on March 17, 2020 pursuant to Santa Ana Municipal Code section 2-404A (now section 2-646A); and
WHEREAS, in order to continue teleconferencing pursuant to the provisions of AB 361, the City Council is required to make certain findings every thirty (30) days; and WHEREAS, the Ci ty Council of the City of Santa Ana , consistent with those provisions, approved Resolutions 2021-055, 2021-66, 2021-072, 2022-004, 2022-015, 2022-021, 2022-026, 2022-033, 2022 -037; 2022 -043; 2022 -050; 2022 -063; 2022-070; and 2022-073 authorizing the use of remote teleconferencing provisions pursuant to AB 361; and
WHEREAS, the City Council of the City of Santa Ana has reconsidered the circumstances of the state of emergency; and
WHEREAS, state and local officials continue to recommend measures to promote social distancing to prevent the spread of COVID-19; and WHEREAS, the continuation of remote teleconfere ncing will allow for full participation by members of the public and the members of the City legislative bodies until social distancing recommendations are lifted; and
WHEREAS, the City Council of the City of Santa Ana desires to continue to utilize remote teleconferencing pursuant to AB 361 and Government Code section 54953(e).
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Resolution 2022-XXX
NOW THEREFORE BE IT RESOLVED, by the City Council of the City of Santa Ana as follows:
SECTION 1. The above recitals are true and correct and shall be the findings of the City of Santa Ana’s City Council and each and every other legislative body of the City.
SECTION 2. The City Council of the City of Santa Ana hereby authorizes the use of remote teleconferencing pursuant to AB 361.
SECTION 3. The City Council and all other legislative bodies of the City of Santa Ana created by the City Council or created through its City Charter shall continue to meet virtually in accordance with Government Code section 54953(e) and witho ut compliance with section 54953(b)(3) based upon the findings and determinations hereby made by the City Council.
SECTION 4. The City Clerk shall attest to and certify to the passage and adoption of this resolution and it shall be effective immediately upon its approval.
ADOPTED this ____ day of October, 2022.
___________________________
Vicente Sarmiento
Mayor
APPROVED AS TO FORM:
Sonia R. Carvalho, City Attorney
By: ________________________
Laura A. Rossini
Chief Assistant City Attorney
AYES: Councilmembers
NOES: Councilmembers
ABSTAIN: Councilmembers
NOT PRESENT: Councilmembers
City Council
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4 10/4/2022
Resolution 2022-XXX
CERTIFICATE OF ATTESTATION AND ORIGINALITY
I, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2022- ___ to be the original Resolution adopted by the City Council of the City of Santa Ana on _____________, 2022.
Date: ___________________ ____________________________
Clerk of the Council
City of Santa Ana
City Council
21 –
5 10/4/2022
Planning and Building
santa-ana.org/departments/planning-and-building
Item # 22
City of Santa Ana
20 Civic Center Plaza, Santa Ana, CA 92701
Staff Report
October 4, 2022
TOPIC: Ordinance Second Reading - Commercial Cannabis Amendments AGENDA TITLE:
Ordinance Amendment No. 2022-01 – Commercial Cannabis Amendments Second Reading
RECOMMENDED ACTIONS
1. Place on second reading and adopt Ordinance Amendment No. 2022-01 to Update Chapters 18, 21, and 40 of the Santa Ana Municipal Code Addressing Medicinal Cannabis Retail, Consumption Lounges and Temporary Events, Retail Facility Relocation, Commercial Cannabis Eligible Areas, Commercial Cannabis Tax Rate Reductions for Commercial Cannabis Retail, Cultivation, Distribution, and Manufacturing, and Adopt Language Addressing Proposed Tax Treatment of Microbusinesses and Shared Manufacturing, and Make Other Administrative Amendments of a Complimentary Nature.
2. Adopt a resolution modifying various commercial cannabis retail and non-retail tax rates.
3. Adopt a resolution modifying the medicinal cannabis retail tax rate.
4. Adopt a resolution establishing a map of commercial cannabis eligible areas in the City, the number of annual temporary consumption events, and the community benefit, sustainable business practices, and social equity plan template.
DISCUSSION
On September 20, 2022, the City Council considered an ordinance and accompanying resolutions to update Chapters 18, 21, and 40 of the Santa Ana Municipal Code addressing medicinal cannabis retail; the number of retail storefronts; termination of the Measure BB Waitlist; consumption lounges and temporary events; retail facility relocation; commercial cannabis eligible areas; commercial cannabis tax rate reductions for cultivation, distribution, and manufacturing; and adopt language addressing proposed tax treatment of microbusinesses and shared manufacturing; and other administrative amendments of a complimentary nature. The City Council provided direction to follow staff’s recommendation, but with the following modifications:
1. Remove language allowing five (5) additional commercial cannabis retail businesses;
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Ordinance Second Reading - Commercial Cannabis Amendments October 4, 2022
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9 1
2. Remove language allowing termination of the Measure BB Waitlist;
3. Reduce all medicinal and commercial cannabis retail taxes by one percent (1%) and update the City Council on fiscal impacts within one year of the effective date;
4. Incorporate language codifying certain social equity measures in order to qualify for an additional two-percent (2%) reduction in adult-use commercial cannabis retail taxes;
5. Incorporate language codifying priority processing of commercial cannabis consumption lounge applications for social equity retailers;
6. Require locally-sourced cannabis products and foods to be sold at temporary consumption festivals.
7. Incorporate administrative clarifications specific to commercial cannabis eligible areas and other minor provisions.
The ordinance and accompanying resolutions were subsequently updated to reflect these topics, and the ordinance is included as Exhibit 1 (redlines reflecting changes at first reading) and Exhibit 2 (clean).
ENVIRONMENTAL IMPACT
In accordance with the California Environmental Quality Act (CEQA), these actions are exempt from further CEQA analysis pursuant to CEQA Guidelines Section 15061(b)(3), as the proposed amendments address business activities already permitted in the City and will not result in any significant physical effect on the environment. Because Santa Ana is a built-out, urbanized community, and the uses permitted and regulated by the cannabis ordinance are already allowed by the underlying zoning designations and the development standards in Chapter 41 (Zoning) of the Santa Ana Municipal Code, the updates to the ordinance will not lead to any cumulative or unforeseen impacts. A Notice of Exemption, Environmental Review (ER) No. 2022-15, was filed on September 23, 2022 for these actions.
FISCAL IMPACT
The September 20, 2022 staff report included an estimated loss of revenue, ranging from $685,000 to $1,100,000 for Fiscal Year (FY) 22-23, resulting from the proposed across the board non-retail commercial cannabis supply-side tax rate decrease of five percent (5%), and assuming an effective date of January 1, 2023. The midpoint of that estimated range is $892,500. The estimate for a full year of impact in FY23-24 ranged from $1,360,000 to $1,600,000, with a midpoint of $1,480,000.
On September 20, the City Council amended the proposed Ordinance to decrease the retail tax rate across the board (medicinal and nonmedicinal) by one percent (1%). Actual FY21-22 revenue for both medicinal retail and adult-use retail, along with the impact of a one-percent (1%) decrease is as follows:
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Ordinance Second Reading - Commercial Cannabis Amendments October 4, 2022
2 9
9 1
Retail
Type
Actual
Revenue
FY21-22
Impact of 1% tax rate
decrease
FY22-23 (6 months)
Impact of 1% tax rate
decrease
FY23-24 (12 months)
Medicinal $843,780 $70,315 $140,630
Adult-
Use
$20,438,677 $1,277,417 $2,554,835
Total $1,347,732 $2,695,465
The City Council also amended the proposed Ordinance to offer a further two-percent (2%) tax rate decrease for Qualified Social Equity Commercial Cannabis Retail Business Operators as defined and regulated by Santa Ana Municipal Code Section 40-16. If assumed that half of the adult-use cannabis retail businesses in the City will comply with the social equity practices, then the potential impact of the two-percent (2%) decrease follows:
Retail
Type
Actual
Revenue
FY21-22
Impact of 2% tax rate
decrease
50% participation
FY22-23 (6 months)
Impact of 2% tax rate
decrease
50% participation
FY23-24 (12 months)
Adult-
Use
$20,438,677 $1,277,417 $2,554,835
If all of adult-use cannabis retail businesses attain Qualified Social Equity Commercial Adult Use Cannabis Retailer Operator status and comply with social equity practices, then the potential impact of the decrease grows.
Retail
Type
Actual
Revenue
FY21-22
Impact of 2% tax rate
decrease
100% participation
FY22-23 (6 months)
Impact of 2% tax rate
decrease
100% participation
FY23-24 (12 months)
Adult-
Use
$20,438,677 $2,554,835 $5,109,670
These estimates do not factor-in potential tax base increases due to lounges and event activity, for which the City has no data. In addition, regulatory process requirements may result in the passing of time before lounges are open for business. A summary of the combined estimated fiscal impact is as follows.
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Ordinance Second Reading - Commercial Cannabis Amendments October 4, 2022
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9 1
Modification FY22-23 (6 months) FY23-24 (12 months)
Supply Side Reduction of
5%
$892,500 $1,480,000
Retail Rate Reduction of
1%
$1,347,732 $2,695,465
Qualified Social Equity
Commercial Cannabis
Retail Business Operators
(Social Equity Practices)
Adult-Use Rate Reduction
of 2%
Range of
$1,277,417 to $2,554,835
Range of
$2,554,835 to $5,109,670
Estimated Fiscal Impact
Range of
$3,517,649 to $4,795,067
Range of
$6,730,300 to $9,285,135
The City deposits commercial cannabis tax revenue into the General Fund. In compliance with Ordinance No. NS-2959, the City then transfers two-thirds of the tax revenue attributable to supply-side and adult-use retail, but not medicinal retail, to the Cannabis Public Benefit Fund to pay for youth and enforcement programs.
The estimated June 30, 2023 General Fund balance available to spend is $6 million after meeting the 18-percent reserve requirement. The estimated June 30, 2023 Cannabis Public Benefit Fund balance available to spend is also $6 million. Therefore, at this time, the potential loss of revenue does not necessitate FY22-23 spending plan adjustments.
As part of the FY23-24 budget process, staff will reassess revenue estimates and available fund balance and provide recommendations accordingly, which may warrant decreased spending plans for both youth and enforcement programs within the Cannabis Public Benefit Fund.
EXHIBIT(S)
1. Ordinance (reflecting changes at first reading)
2. Ordinance (clean)
3. Resolution (commercial cannabis tax rates)
4. Resolution (medicinal cannabis tax rate)
5. Resolution (map of commercial cannabis eligible areas, number of annual temporary consumption events, and community benefit, sustainable business practices, and social equity plan template)
6. Recommended commercial cannabis tax rate adjustments table Submitted By: Minh Thai, Executive Director of Planning and Building Agency and Kathryn Downs, Executive Director of Finance and Management Services Agency Approved By: Kristine Ridge, City Manager
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Ordinance No. NS-XXX