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). (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) CONTRACTOR 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) manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. (2) 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. COMPLIANCE WITH U.S. DEPARTMENT OF THE TREASURY CORONAVIRUS LOCAL FISCAL RECOVERY FUND AWARD TERMS AND CONDITIONS (a) Maintenance of and Access to Records. CONTRACTOR shall maintain records and regulations implementing that section, and guidance issued by Treasury regarding the foregoing. CONTRACTOR 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 CONTRACTOR which are directly pertinent to this Construction Contract for the purposes of conducting audits or other investigations. Records shall be maintained by CONTRACTOR for a period of five (5) years after completion of the project.
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(b) Compliance with Federal Regulations. CONTRACTOR 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. CONTRACTOR also agrees to comply with all other applicable federal 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 subj (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. (c) Compliance with Federal Statutes and Regulations Prohibiting Discrimination. CONTRACTOR agrees to comply with statutes and regulations prohibiting discrimination applicable to the CSLFRF program including, without limitation, the following: (i) Title VI oimplementing 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 financial 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 age in programs or activities receiving federal financial assistance.
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(v) Title II of the Americans with Disabilities Act of 1990, as amended (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. CONTRACTOR 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) Protections for Whistleblowers. (i) In accordance with 41 U.S.C. § 4712, CONTRACTOR 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; (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 CONTRACTOR, 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), CONTRACTOR 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) Reducing Text Messaging While Driving. Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), CONTRACTOR should encourage its employees and subcontractors to adopt and
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enforce policies that ban text messaging while driving, and CONTRACTOR should establish workplace safety policies to decrease accidents caused by distracted drivers. (h) Assurances 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) CONTRACTOR 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 receiving 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) CONTRACTOR assisted programs and activities for individuals who, because of national origin, are limited in their English proficiency. CONTRACTOR understands that the denial of access to persons to its programs, services and activities because of their limited proficiency in English is a form of national origin discrimination prohibited under Title VI of the Civil Rights Act of 1964. Accordingly, CONTRACTOR shall initiate services and activities to LEP persons. CONTRACTOR understands and agrees that meaningful access may entail providing language assistance services, including oral interpretation and written translation where necessary to ensure effective communication in the Project. (iii) CONTRACTOR 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. (iv) CONTRACTOR acknowledges and agrees that compliance with this assurance constitutes a condition of continued receipt of federal financial assistance and is binding upon CONTRACTOR and CONTRACTORsuch assistance is provided. (v) CONTRACTOR agrees to incorporate the following language in every contract or agreement subject to Title VI and its regulations between the CONTRACTOR and the CONTRACTORsubcontractors, 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 national 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 in any program or activity receiving federal financial assistance, 42 U.S.C. § 2000d et seq., as
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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) CONTRACTOR 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 CONTRACTOR, 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 CONTRACTOR for the period during which it retains ownership or possession of the property. (vii) CONTRACTOR shall cooperate in any enforcement or compliance review 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. CONTRACTOR shall comply with information requests, on-site compliance reviews, and reporting requirements. (viii) CONTRACTOR 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. CONTRACTOR must also inform the Department of the Treasury if CONTRACTOR has received no complaints under Title VI. (ix) CONTRACTOR -compliance of Title VI and efforts to address the non-compliance, including any voluntary compliance or other agreements between the CONTRACTOR and the administrative agency that made the finding. If the CONTRACTOR settles a case or matter alleging such discrimination, CONTRACTOR must provide documentation of the settlement. If CONTRACTOR has not been the subject of any court or administrative agency finding of discrimination, please so state. (x) If CONTRACTOR makes sub-awards to other agencies or other entities, CONTRACTOR 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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Exhibit 4
Construction Contract 2,288,087.00 $
Contract Administration, Inspection and Testing 343,213.05$ Contingencies 228,808.70 $
TOTAL ESTIMATED CONSTRUCTION COSTS 2,860,108.75$
CONSTRUCTION OF PROJECT NO. 22-1406: ARPA PEDESTRIAN AND MOBILITY
IMPROVEMENTS PHASE II
COST ANALYSIS
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E X H I B I T 5
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City Attorney’s Office
www.santa-ana.org/city-attorneys-office
Item # 21
City of Santa Ana
20 Civic Center Plaza, Santa Ana, CA 92701
Staff Report
December 19, 2023
TOPIC: Legal Research Subscription Services with Thomson Reuters (Westlaw) TITLE
Approve Agreement with Thomson Reuters for Legal Research Subscription Services (General Fund)
RECOMMENDED ACTION
Authorize the City Manager to execute an agreement with Thomson Reuters for legal research subscription services in the amount of $102,889.92 for a three-year term beginning January 1, 2024 through December 31, 2026, subject to non-substantive changes approved by the City Manager and the City Attorney (Agreement No. 2023- XXX).
GOVERNMENT CODE §84308 APPLIES: Yes
DISCUSSION
The City Attorney’s Office (CAO) utilizes legal research services with access to multiple online court records systems, updated legislation, court filings, case history, and advanced subject matter research tools to provide legal advice to assist the City. The two main companies which provide legal subscription services utilized through the country are LexisNexis and Thomson Reuters, or as it is commonly referred to as Westlaw. Since 2021, CAO utilized services via LexisNexis.
In Spring 2023, CAO staff entered into a separate agreement with Thomson Reuters to access additional legal research tools available only through Thomson Reuters. With the LexisNexis agreement set to expire, CAO staff reached out to both vendors for quotes for the next three-year term. After review of the services and research library, discussion with attorneys regarding preference, and review of all costs for legal subscription services currently utilized by CAO, the City Attorney’s Office has determined that a new three year agreement with Thomson Reuters will provide CAO with legal research tools capable of meeting the legal challenges, and technological advancements, needed to service the City of Santa Ana.
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Legal Research Subscription Services Agreement
December 19, 2023
3 9
3 1
FISCAL IMPACT
Costs for the subscription services will be paid out of the City Attorney’s Office - Contractual Services (Account No. 01108032-66511) funds.
Fiscal Year Estimated Cost
FY 2023-24 $16,644.00
FY 2024-25 $33,787.32
FY 2025-26 $34,800.96
FY 2026-27 $17,657.64
TOTAL $102,889.92
EXHIBIT(S)
1. Legal Research Subscription Services Agreement – Thomson Reuters Submitted By: Sonia R. Carvalho, City Attorney
Approved By: Tom Hatch, Interim City Manager
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Order Form Order ID: Q-07860624
Contact your representative [email protected] with any questions. Thank you.
Sold To Account Address Shipping Address Billing Address Account #: 1000801462
SANTA ANA CITY ATTORNEY
20 CIVIC CENTER PLZ M29
SANTA ANA CA 92701-4058 US
“Customer”
Account #: 1000801462
SANTA ANA CITY ATTORNEY
20 CIVIC CENTER PLZ M29
SANTA ANA CA 92701-4058 US
Account #: 1000801462
SANTA ANA CITY ATTORNEY
20 CIVIC CENTER PLZ M29
SANTA ANA, CA 92701-4058
US
This Order Form is a legal document between Customer and
A. West Publishing Corporation to the extent that products or services will be provided by West Publishing Corporation, and/or
B. Thomson Reuters Enterprise Centre GmbH to the extent that products or services will be provided by Thomson Reuters Enterprise Centre GmbH.
A detailed list of products and services that are provided by Thomson Reuters Enterp rise Centre GmbH and current applicable IRS Certification forms are available at: https://www.tr.com/trorderinginfo
West Publishing Corporation may also act as an agent on behalf of Thomson Reuters Enterprise Centre GmbH solely with respect to billing and collecting payment from Customer. Thomson Reuters Enterprise Centre GmbH and West Publishing Corporation will be referred to as “Thomson Reuters”, “we” or “our,” in each case with respect to the products and services it is providing, and Customer will be referred to as “you”, or “your” or “Client”.
Thomson Reuters General Terms and Conditions (available here: http://tr.com/us-general-terms-and-conditions) apply to the purchase and use of all products, except print, and together with any applicable Product Specific Terms (set forth below) are incorporated int o this Order Form by this reference. In the event that there is a conflict of terms among the General Terms and Conditions, the Product Specific Terms and this Order Form, the order of precedence shall be Order Form, the Product Specific Terms, and last the General Terms and Conditions.
Thomson Reuters General Terms and Conditions for Federal Subscribers is located at https://static.legalsolutions.thomsonreuters.com/static/Federal-ThomsonReuters-General-Terms-Conditions.pdf In the event that there is a conflict of terms between the General Terms and Conditions and this Order Form, the terms of this Order Form control. This Order Form is subject to our approval.
ProFlex Products
See Attachment for details
Material # Product Monthly Charges Minimum Terms
(Months)
40757482 West Proflex $2,774.00 36
Bridge Products
Material # Product Quantity Unit Bridge Monthly
Charges
Bridge Term
(Months)
40757482 West Proflex 1 Each $729.99 1
Bridge Terms
Bridge Monthly Charges begin on the date we process your order and will be prorated for the number of days remaining in the calendar month, if any. The Bridge Monthly charges will continue for the number of complete calendar months listed in the Bridge Term column above. At the end of the Bridge Term, your Monthly Charges and the Minimum Term will be as described in the Product grid above. All other terms and conditions of the Order Form remain unchanged
Minimum Terms
Your subscription is effective upon the date we process your order (“Effective Date”) and Monthly Charges will be prorated fo r the number of days remaining in that month, if any. Your subscription will continue for the number of months listed in the Minimu m Term column above counting from the first day of the month following the Effective Date. Your Monthly Charges during the first twelve (12) mon ths of the Minimum Term are as set forth above. If your Minimum Term is longer than 12 months, then your Monthly Charges for each year of the Minimum Term are displayed in the Attachment to the Order Form.
Post Minimum Terms
At the end of the Minimum Term, we will notify you of any change in Monthly Charges at least 60 days before each 12-month term starts. Either of us may cancel the Post-Minimum Term subscription by sending at least 30 days written notice.
Federal Government Subscribers Optional Minimum Term. Federal government subscribers that chose a multi-year Minimum Term, those additional months will be implemented at your option pursuant to federal law.
Banded Product Subscriptions. You certify your total number of attorneys (full -time and part-time partners, shareholders, associates, contract or staff attorneys, of counsel, and the like), corporate users, personnel or full -time-equivalent students is indicated in this Order Form. Our pricing for banded products is made in reliance upon your certification. If we learn that the actual number is greater or increases at any time, we reserve the right to increase your charges as applicable.
DocuSign Envelope ID: B731A0F5-0154-4AE6-AE94-EDEF9AC19478
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Miscellaneous
Applicable Law. If you are a state or local governmental entity, your state’s law will apply, and any claim may be brought in the state or federal courts located in your state. If you are a non-governmental entity, this Order Form shall be interpreted under Minnesota state law and any claim by one of us shall exclusively be brought in the state or federal courts in Minnesota. If you are a United States Federal Government subscriber, United States federal law will apply, and any claim may be brought in any federal court.
Charges, Payments & Taxes. You agree to pay all charges in full within 30 days of the date of invoice. You are responsible for any applicable sales, use, value added tax (VAT), etc. unless you are tax exempt. If you are a non-government customer and fail to pay your invoiced charges, you are responsible for collection costs including attorneys' fees.
Excluded Charges And Schedule A Rates. If you access products or services that are not included in your subscription you will be charged our then-current rate (“Excluded Charges”). Excl uded Charges will be invoiced and due with your next payment. For your reference, the current Excluded Charges schedules are located in the below link . Excluded Charges may change from time-to -time upon 30 days written or online notice. We may, at our option, make certain products and services Excluded Charges if we are contractually bound or otherwise required to do so by a third party provider or if products or services are enhanced or if new products or services are released after the effective date of this ordering document. Modification of Excluded Charges or Schedule A rates is not a basis for termination under paragraph 9 the General Terms and Conditions.
https://legal.thomsonreuters.com/content/dam/ewp-m/documents/legal/en/pdf/other/plan-2-pro-govt-agencies.pdf eBilling Contact. All invoices for this account will be emailed to your e-Billing Contact(s) unless you have notified us that you would like to be exempt from e-Billing.
Credit Verification. If you are applying for credit as an individual, we may request a consumer credit report to determine your creditworthiness. If we obtain a consumer credit report, you may request the name, address and telephone number of the agency that supplied the credit report. If you are applying for credit on behalf of a business, we may request a current business financial statement from you to consider your request.
Cancellation Notification Address. Send your notice of cancellation to Customer Service, 610 Opperman Drive, P.O. Box 64833, Eagan MN 55123-1803
Returns and Refunds. You may return a print product to us within 45 days of the original shipment date if you are not completely satisfied .
Please see http://static.legalsolutions.thomsonreuters.com/static/returns-refunds.pdf or contact Customer Service at 1-800-328-4880 for additional details regarding our policies on returns and refunds.
Document Intelligence Product Specific Terms : The following product specific terms shall apply to the Document Intelligence products on thi s order form, and are incorporated by reference: http://www.thomsonreuters.com/document-intelligence-PST.
Product Specific Terms and Information Security Controls : The following product specific terms and information security controls shall apply to the HighQ products on this order form, and are incorporated by reference:
HighQ Product Specific Terms http://tr.com/HighQ-PST
HighQ Information Security Controls http://tr.com/HighQ-InfoSec Service Levels: Thomson Reuters shall provide service availability, maintenance and support for the term of the Agreement. Details are available at:
http://tr.com/HighQ-SLA
Product Specific Terms. The following products have specific terms which are incorporated by reference and made part of this Order Form if they apply to your order. They can be found at https://static.legalsolutions.thomsonreuters.com/static/ThomsonReuters-General-Terms-Conditions- PST.pdf. If the product is not part of your order, the product specific terms do not apply. If there is a conflict between product specific terms and the Order Form, the product specific terms control.
Campus Research
Contract Express
Hosted Practice Solutions
ProView eBooks
Time and Billing
West km Software
West LegalEdcenter
Westlaw
Westlaw Doc & Form Builder
Westlaw Paralegal
Westlaw Patron Access
Westlaw Public Records
Amended Terms and Conditions
.
Government Non-Availability of Funds for Online, Practice Solutions or Software Products You may cancel a product or service with at least 30 days written notice if you do not receive sufficient appropriation of funds. Your notice must include an official document, (e.g., executive order, an officially printed budget or other official government communication) certifying the non- availability of funds. You will be invoiced for all charges incurred up to the effective date of the cancellation.
Acknowledgement: Order ID: Q-07860624
\si1\ \ti1\
Signature of Authorized Representative for order Title
See attached signature page
DocuSign Envelope ID: B731A0F5-0154-4AE6-AE94-EDEF9AC19478
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\na1\ \ds1\
Printed Name Date
.
This Order Form will expire and will not be accepted after 2/3/2024.
DocuSign Envelope ID: B731A0F5-0154-4AE6-AE94-EDEF9AC19478
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Attachment Order ID: Q-07860624
Contact your representative [email protected] with any questions. Thank you.
Payment, Shipping, and Contact Information
Payment Method:
Payment Method: Bill to Account
Account Number: 1000801462
This order is made pursuant to:
Shipping Information:
Shipping Method: Ground Shipping - U.S. Only
Order Confirmation Contact (#28)
Contact Name: QUINTANA, DAVID
Email: [email protected]
eBilling Contact
Contact Name DAVID QUINTANA
Email [email protected]
ProFlex Multiple Location Details
Account Number Account Name Account Address Action
1000801462 SANTA ANA CITY
ATTORNEY
20 CIVIC CENTER PLZ M29
SANTA ANA
CA 92701-4058 US
New
ProFlex Product Details
Quantity Unit Service Material # Description
1 Each 40757482 West Proflex
10 Attorneys 42077755 Westlaw All Analytical, Enterprise access, Government 10 Attorneys 41933475 Westlaw Litigation Collection, Enterprise access, Government 10 Attorneys 41935298 Gvt PeopleMap Premier And Company Investigator For Government (Westlaw PRO™)
10 Attorneys 41933492 Practical Law Premier, Enterprise access, Government 10 Attorneys 43260272 Westlaw Precision National Primary Law, Enterprise access, Government
Account Contacts
Account Contact
First Name
Account Contact
Last Name
Account Contact
Email Address
Account Contact
Customer Type Description
DAVID QUINTANA [email protected] EML PSWD CONTACT
Lapsed Products
Sub Material Active Subscription to be Lapsed
40757481 West Proflex
42077754 Westlaw All Analytical, Enterprise access, Government
Charges During Minimum Term
Material
#
Product
Name
Year 1
Charges per
Billing Freq
% incr
Yr 1-2*
Year 2
Charges per
Billing Freq
% incr
Yr 2-3*
Year 3
Charges per
Billing Freq
%
incr
Yr 3-
4*
Year 4
Charges
per Billing
Freq
%
incr
Yr 4-
5*
Year 5
Charges
per Billing
Freq
Billing
Freq
40757482 West Proflex $2,774.00 3.00% $2857.22 3.00% $2942.94 N/A N/A N/A N/A Monthly
Charges During Minimum Term
Pricing is displayed only for the years included in the Minimum Term. Years without pricing in above grid are not included in the Minimum Term.
Refer to your Order Form for the Post Minimum Term pricing. Refer to Order Form for Billing Frequency Type.
DocuSign Envelope ID: B731A0F5-0154-4AE6-AE94-EDEF9AC19478
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written.
ATTEST:
_______________________
JENNIFER L. HALL
City Clerk
APPROVED AS TO FORM:
SONIA R. CARVALHO
City Attorney
By: _______________________
LAURA A. ROSSINI
Chief Assistant City Attorney
CITY OF SANTA ANA
_______________________
THOMAS R. HATCH
Interim City Manager
DocuSign Envelope ID: B731A0F5-0154-4AE6-AE94-EDEF9AC19478 12/5/2023
SCM Consultant
Charles Mikesell
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Community Development Agency
www.santa-ana.org/community-development
Item # 22
City of Santa Ana
20 Civic Center Plaza, Santa Ana, CA 92701
Staff Report
December 19, 2023
TOPIC: Agreement with ParkMobile, LLC for Parking Meter Mobile App Services
AGENDA TITLE
Approve the Agreement with ParkMobile, LLC to Provide a Mobile App Payment Option for Parking Meters in the Amount of $500,000
RECOMMENDED ACTION
Authorize the City Manager to execute an agreement with ParkMobile, LLC for parking meter mobile app services for a three-year term beginning December 15, 2023 to December 14, 2026, with an option to extend for a two-year term, in an amount not to exceed $500,000, subject to non-substantive changes approved by the City Manager and City Attorney (Agreement No. 2023-XXX).
GOVERNMENT CODE §84308 APPLIES: Yes
DISCUSSION
Parking meters were authorized by the City Council in the late 1980s with the objectives of improving traffic circulation and parking availability due to the increasing density of the area. In 2015, the City of Santa Ana entered into an agreement with ParkMobile, LLC for the parking meter mobile app service in order to provide customers the option to pay for meters via a mobile app (contactless payment option).
Currently, all 1,200+ meters have the mobile app payment option provided by ParkMobile, LLC. Staff has received positive comments for the convenience of having a mobile app payment option for the meters and current data has shown a substantial increase in the use of the ParkMobile app. The number of ParkMobile transactions has increased substantially, particularly after the pandemic where contactless payments are more desirable. Customers that use the parking meters find that the ParkMobile app is convenient and user friendly.
In an effort to stay current with the demand of visitors in the Civic Center and Downtown areas where meters are utilized, staff has prepared a new agreement to continue providing the mobile app payment as an option. The proposed agreement with ParkMobile, LLC is for an amount of up to $500,000 for a three-year term with an option to extend for two additional years.
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Agreement with ParkMobile, LLC for Parking Meter Mobile App Services December 19, 2023
3 9
2 3
The proposed agreement will continue to provide mobile app payments for customers at all meters without interruption.
The City will continue to collect the $2.00 per hour meter rate plus an additional $0.40 convenience fee when customers opt to pay with ParkMobile. Having the City collect the parking revenue and the convenience fee helps avoid delays in revenue collection.
Thereafter, ParkMobile submits an invoice to the City requesting their convenience fees, which are paid by the customers. The City remits payment to ParkMobile for only their convenience fees (paid by the customers) within 45 days. ParkMobile, LLC does not charge the City any maintenance fees or charges for the mobile app service.
ParkMobile provides the City with access to the online portal, customized decals for the meters, and signs to the City at no additional cost.
The new proposed agreement is a cost neutral agreement as the City collects and keeps the meter-parking revenue and pays ParkMobile for only the convenience fee that was paid by the customer, which is an effective and efficient process for customers and staff.
FISCAL IMPACT
Funds are available in the Parking Meter account (02718131-62300) and will be appropriated in the fiscal year budgets as follows:
Fiscal Year Accounting Unit-
Account Fund Description Amount
FY 2023-2024 02718131-62300
Contract Services Parking Meter $ 100,000
FY 2024-2025 02718131-62300
Contract Services Parking Meter $ 100,000
FY 2025-2026 02718131-62300
Contract Services Parking Meter $ 100,000
FY 2026-2027 02718131-62300
Contract Services Parking Meter $ 100,000
FY 2027-2028 02718131-62300
Contract Services Parking Meter $ 100,000
Total $ 500,000
EXHIBIT(S)
1. Agreement - ParkMobile, LLC
Submitted By: Michael L. Garcia, Executive Director of Community Development Approved By: Tom Hatch, Interim City Manager
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@ ParkMobile ParkMobile Service Agreement
This ParkMobile Service Agreement ("Agreement") is made by and between Parkmobile, LLC, a Delaware limited liability company, with offices at 1100 Spring St. NW, Ste 200, Atlanta, GA 30309 ("ParkMobile") and City of Santa Ana, a California municipality, with offices at 20 Civic Center Plaza (M-25), P.O. Box 1988, Santa Ana, CA 92702-1988 ("Client").
This Agreement will become effective as of December 1, 2023 (the "Effective Date"). In consideration of the mutual covenants and agreements set forth in this Agreement, the parties agree as follows:
PARTY CONTACTS
Client ParkMobile
Legal Name: City of Santa Ana Legal Name: Parkmobile, LLC Contact:
Email:
Phone:
Address:
City of Santa Ana
Sales Rep:
Email:
Phone:
Address:
Krystela Gomez
[email protected]
20 Civic Center Plaza (M-25)
P.O. Box 1988
Parkmobile, LLC
1100 Spring St. NW
Ste 200
Santa Ana, CA 92702-1988 Atlanta, GA 30309
- - ---
Services
Initial Term
Renewal
Termination
Merchant of Record
PSA·LF
rev. 09122
For legal notices:
with a copy to ParkMobile's Legal Department at the
above address and to [email protected].
SERVICE TERMS
-- -- -
ParkMobile will provide Client with the Services related to the following types of parking transactions: On-Demand
5 years beginning on the Effective Date
This Agreement will automatically renew for additional successive one (1) year terms unless earlier terminated pursuant to this Agreement's express provisions or either party provides written notice of non-renewal at least sixty (60) days before the end of the then-current term (each a "Renewal Term" and, collectively, together with the Initial Term, the "Term").
Either party may terminate this Agreement effective immediately on written notice to the other party, if the breaching party materially breaches this Agreement, and such breach: (i) is incapable of cure; or (ii) being capable of cure, remains uncured thirty (30) days after the non- breaching party provides the breaching party with written notice of such breach.
The parties designate Client as the merchant of record. Client is responsible for the payment of payment processing and related fees. ParkMobile will pass real-time authorized debiUcredit card transactions to Client via a gateway solution. ParkMobile will issue invoices to Client on a monthly basis for all fees due to ParkMobile under this Agreement. Client shall pay each invoice within thirty (30) days of the invoice date. Client shall make all payments hereunder in US dollars to the address or account specified on the applicable invoice.
EXHIBIT 1
City Council
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@ ParkMobile ParkMobile Service Agreement
Parking Locations The Services will be provided to Client in the following locations / geographical territory:
All Client locations
Signage Client will receive one free welcome kit that includes the aluminum signs and/or decal stickers necessary to complete implementation (installation not included). All signage included in the welcome kit is designed using ParkMobile's standard signage templates. Custom signage may be made available to Client for purchase at ParkMobile's current signage rates. Any requested changes to ParkMobile's standard signage templates will be treated as custom signage.
Additional and/or replacement signage may be purchased by Client at ParkMobile's then- current signage rates. Installation and maintenance of all signage is Client's sole responsibility.
Governing Law State of California
Schedules This Agreement incorporates the following Schedules: Schedule 1: Client General Terms and Conditions; Schedule 2: Services
IMPLEMENTATION FEES
------- - - - -- ------- --
Description
Implementation Fee
Custom Development
-
Call Center & Customer Support
Client Support & Maintenance
Hosting
Enforcement Portal
Reporting Portal
Marketing & Advertising
Units Rate
0 $1,000.00
0 $165.00/hr
Total Implementation Fees:
ADDITIONAL FEES
--
The parties have executed this Agreement as of the Effective Date.
CITY OF SANT A ANA
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Name:
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PSA-LF
rev. 09/22
:�KM{�
Name: Tony Stewart
Title: chief Legal officer
Date: 12/1/2023
Price
$0.00
$0.00
$0.00
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WAIVED
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EXHIBIT 1
City Council
22 –
4 12/19/2023
® ParkMobile ParkMobile Service Agreement
1. 1.1
1.2 1.3
1.4 1.5
1.6 1.7
1.8 1.9
2. 2.1
2.2 PSA-LF
rev. 09/22
SCHEDULE 1:
CLIENT GENERAL TERMS & CONDITIONS
SERVICES
General. During the term, ParkMobile will provide the
Services to Client in accordance with the terms and 2.3 conditions of this Agreement.
Launch Date. The parties will mutually agree upon the
launch date for the Services.
ParkMobile Application. On and after the launch date,
Client's Parking Locations, along with associated Parking Information, will be made available to the general public through the ParkMobile Application.
Parking Management Services. Subject to the license
granted in Section ·2, Client will be provided access to the Platform to manage Client's Parking Locations and
associated Parking Information.
Parking Locations. The parties agree that ParkMobile
does not own, operate, manage, or maintain any Parking
Location. Client agrees that ParkMobile is not responsible for the condition or operation of any Parking Location, including, but not limited to, the operation of third-party hardware and/or software-based solutions used by Client at the Parking Location or for the delivery and/or fulfillment of parking or other services at the Parking Location.
Publicity of Services. Each party will use commercially reasonable efforts to market the Services throughout the Term. All brochures and promotional material to be
distributed by Client will be in a form mutually agreed upon by the parties, which will not be unreasonably withheld or delayed.
Exclusivity. Throughout the term, the parties agree that ParkMobile will be the exclusive provider of electronic payment parking services for Client.
PCI DSS. ParkMobile has obtained, and will continue to
maintain throughout the term, Payment Card Industry -
Data Security Standard (PCI DSS) certification.
Online Client General Terms & Conditions. The parties
agree that this Agreement supersedes the Client General Terms and Conditions that is publicly available at
2.4 2.5
https://parkmobile.io/client-terms with respect to the 2.6 Services provided under this Agreement.
ACCESS & USE OF PLATFORM
Provision of Access. Subject to and conditioned on
Client's and its Authorized Users' compliance with the terms and conditions of this Agreement, all applicable laws and regulations, and Client's payment of fees, ParkMobile
grants Client a non-exclusive, non-transferable right to access and use the Platform during the Term. Such use is limited to Client's internal use. ParkMobile will provide Client the Access Credentials within a reasonable time
following the Effective Date.
Documentation License. ParkMobile hereby grants to
Client a non-exclusive, non-sublicensable, non-transferable license to use the Documentation during the Term solely for
Client's internal business purposes in connection with its use of the Services.
Use Restrictions. Client will not, directly or indirectly, and will not permit any third party to, access or use the Platform except as expressly permitted by this Agreement. For
purposes of clarity and without limiting the generality of the foregoing, Client shall not, except as this Agreement
expressly permits: (a) copy, modify, or create derivative works of the Platform or Documentation, in whole or in part; (b) rent, lease, copy, lend, sell, sublicense, assign,
distribute, publish, transfer, or otherwise make available the Platform or Documentation to any person or entity; (c)
reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any
software component of the Platform, in whole or in part; (d) bypass or breach any security device or protection used by the Platform or access or use the Platform other than by an Authorized User through the use of his or her own then valid Access Credentials; (e) remove any proprietary notices
from the Platform or Documentation; (f) use the Platform or Documentation in any manner or for any purpose that
infringes, misappropriates, or otherwise violates any IP Right or other right of any person, or that violates any applicable law; (g) upload invalid data, malware, or other software agents through the Platform; or (h) use the
Platform for any purpose beyond the scope of the access granted in this Agreement.
Reservation of Rights. Nothing in this Agreement grants any right, title, or interest in or to (including any license under) any IP Rights in or relating to, the Services, whether expressly, by implication, estoppel, or otherwise. All right, title, and interest in and to the Services are and will remain with ParkMobile.
Changes. ParkMobile reserves the right, in its sole
discretion, to make any changes to the Services that it deems necessary or useful to: (a) maintain or enhance: (i) the quality or delivery of ParkMobile's services to its customers; (ii) the competitive strength of or market for ParkMobile's services; or (iii) the Services' cost efficiency or performance; or (b) to comply with applicable law.
Suspension or Termination of Services. Notwithstanding
anything to the contrary in this Agreement, ParkMobile may suspend, terminate, or otherwise Client's, any Authorized User's, or any other person's access to or use of all or any part of the Services, without incurring any resulting
obligation or liability, if: (a) ParkMobile receives a judicial or other governmental demand or order, subpoena, or law
enforcement request that expressly or by reasonable
implication requires ParkMobile to do so; or (b) ParkMobile believes, in its good faith and sole discretion, that (i) Client or any Authorized User has failed to comply with any
material term of this Agreement, or accessed or used the Services beyond the scope of the rights granted or for a purpose not authorized under this Agreement; (ii) Client or any Authorized User is, has been, or is likely to be using the Services for fraudulent, misleading, or unlawful activities; EXHIBIT 1
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@ ParkMobile
(iii) there is a threat or attack on any of the Services; (iv) Client's or any Authorized User's use of the Services
disrupts or poses a security risk to ParkMobile or to any other client, end user, vendor or partner of ParkMobile; or (v) this Agreement expires or is terminated. This Section does not limit any of ParkMobile's other rights or remedies, whether at law, in equity, or under this Agreement.
3. CLIENT RESPONSIBILITIES
3.1 Use of Platform Account. Client is responsible and liable for all uses of the Platform resulting from access provided by Client, directly or indirectly, whether such access or use is permitted by or in violation of this Agreement. Client must notify ParkMobile immediately of any breach of security or unauthorized use of Client's account.
3.2 Parking Information. Client is responsible for setting all rates, zones, and other required information regarding its Parking Locations offered through the ParkMobile
Application and for keeping such information up to date within the Platform.
3.3 Effect of Client Failure or Delay. ParkMobile is not responsible or liable for any delay or failure of performance caused in whole or in part by Client's delay in performing, or failure to perform, any of its obligations under this Agreement.
4. SERVICE AND SUPPORT
4.1 Scheduled Maintenance. ParkMobile will use
commercially reasonable efforts to schedule downtime for routine maintenance of the Services between the hours of 12:00 a.m. and 4:00 a.m., Eastern Time; however,
ParkMobile may modify this window from time-to-time by
providing Client with advance notice. If ParkMobile
anticipates that it will need to perform maintenance
activities that are likely to be disruptive to the use of the Services outside of the scheduled maintenance window,
ParkMobile will use commercially reasonable efforts to give Client at least 24 hours prior notice. Notwithstanding the foregoing, ParkMobile reserves the right to perform any required emergency maintenance work outside of the
scheduled maintenance window. To the extent practicable, ParkMobile will use commercially reasonable efforts to
notify Client before commencing any emergency
maintenance outside of the scheduled maintenance
window and will use commercially reasonable efforts to limit or avoid impact to use of the Services.
4.2 Client Support. ParkMobile will use commercially
reasonable efforts to assist Client with any technical
support that Client may reasonably require in using the Services. ParkMobile will provide technical support for rate and configuration changes to Client Monday - Friday
(excluding holidays) between the hours of 8:00 a.m. and 6:00 p.m. (ET). For issues relating to On-Demand Parking Services, Client may submit a support request via email to [email protected]. For issues relating to Reservation Parking Services, Client may submit a support request via email to [email protected]. ParkMobile will provide Client with emergency technical support 24 hours a day, seven
days a week, 365 days a year. In the event of an
emergency involving technical and/or system availability ParkMobile Service Agreement
issues, Client may contact the on-call engineer via email to [email protected].
4.3 End-User Support. ParkMobile will provide customer
support for ParkMobile Users 24 hours a day, seven days a week, 365 days a year. There are multiple methods that ParkMobile Users can access customer support, such as:
ParkMobile's online ticketing system, in-app chat feature, and toll-free phone number.
5. CONFIDENTIAL INFORMATION
5.1 General. Neither party will disclose the other party's Confidential Information except to its employees, affiliates, agents, or professional advisors ("Representatives") who need to know it and who have a legal obligation to keep it confidential. The receiving party will use the disclosing party's Confidential Information only to exercise rights and fulfill obligations under this Agreement. The receiving party will ensure that its Representatives are also subject to the same non-disclosure and use obligations. The receiving
party may disclose the other party's Confidential
Information when required by law after giving reasonable notice to the disclosing party, if permitted by law.
5.2 Personal Data. In the event a party discloses Personal Data to the other party, the receiving party will have the right to use the Personal Data only as required and necessary to perform its obligations under this Agreement.
6. INTELLECTUAL PROPERTY OWNERSHIP
6.1 Client Data. Client Data remains the sole and exclusive property of Client. Client grants ParkMobile a perpetual, irrevocable, royalty-free license to use Client Data in connection with the Services.
6.2 Client Brand Features. Client grants to ParkMobile a nonexclusive, nonsublicensable, nontransferable, royalty free license during the term to display Client's Brand
Features in connection with providing and/or marketing the Services. ParkMobile will not make any use of Client's
Brand Features in a manner that dilutes, tarnishes or blurs the value of such Brand Features.
6.3 ParkMobile IP. Client acknowledges that, as between Client and ParkMobile, ParkMobile owns all right, title, and interest, including all IP Rights, in and to the Services, including but not limited to the ParkMobile Application and the Platform.
6.4 ParkMobile Brand Features. ParkMobile grants to Client a nonexclusive, nonsublicensable, nontransferable, royalty free license during the term to display ParkMobile's Brand Features in . connection with the Services, subject to
ParkMobile's Brand Guidelines available at
https://parkmobile.io/company/parkmobile-media
assets/logos/. Client will not make any use of ParkMobile's Brand Features in a manner that dilutes, tarnishes or blurs the value of such Brand Features.
6.5 ParkMobile User Data. ParkMobile User Data remains the sole and exclusive property of ParkMobile. ParkMobile may sublicense certain ParkMobile User Data to Client upon
Client's execution of ParkMobile's Data Protection
Agreement. Client will not, directly or indirectly: (i) sell or PSA-LF
rev. 09/22
EXHIBIT 1
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® ParkMobile
resell ParkMobile User Data in any capacity or form; (ii) create any derivative work using ParkMobile User Data; or (iii) use ParkMobile User Data for purposes other than
those specifically allowed in this Agreement.
Notwithstanding the foregoing, the parties acknowledge
and agree that ParkMobile will not sublicense or provide any PCI Data to Client.
6.6 Resultant Data. Resultant Data remains the sole and exclusive property of ParkMobile. ParkMobile grants Client a revocable, royalty-free, non-exclusive, non-assignable, non-transferable license to applicable Resultant Data for the duration of the term only for Client's internal use in connection with the Services.
6.7 Reservation of Rights. ParkMobile reserves all rights not expressly granted to Client in this Agreement. Except for the limited rights and licenses expressly granted under this Agreement, nothing in this Agreement grants, by
implication, waiver, estoppel, or otherwise, to Client or any third party any IP Rights or other right, title, or interest in or to the ParkMobile Application and/or the Platform.
7. FEES AND PAYMENT
7.1 Fees. Client shall pay ParkMobile the fees set forth in the Agreement that incorporates these Client General Terms & Conditions ("Fees") in accordance with this Section 7.
7.2 Payment Terms. The parties designate Client as the
merchant of record. Client is responsible for the payment of payment processing and related fees. ParkMobile will pass real-time authorized debit/credit card transactions to Client via a gateway solution. ParkMobile will issue invoices to Client on a monthly basis for all fees due to ParkMobile under this Agreement. Client shall pay each invoice within thirty (30) days of the invoice date. Client shall make all payments hereunder in US dollars to the address or
account specified on the applicable invoice. City and
Consultant agree that all payments due and owing under
this Agreement shall be made through Automated Clearing House (ACH) transfers. Consultant agrees to execute the City's standard ACH Vendor Payment Authorization and
provide required documentation. Upon verification of the data provided, the City will be authorized to deposit
payments directly into Consultant's account(s) with
financial institutions.
7.3 Taxes. All fees and other amounts payable by Client under this Agreement are exclusive of taxes and similar
assessments. Without limiting the foregoing, Client is
responsible for all sales, use, and excise taxes, and any other similar taxes, duties, and charges of any kind imposed by any federal, state, or local governmental or regulatory authority on any amounts payable by Client hereunder,
other than any taxes imposed on ParkMobile's income.
7 .4 Reserved
7.5 No Deductions or Setoffs. All amounts payable to
ParkMobile under this Agreement shall be paid by Client to ParkMobile in full without any setoff, recoupment,
counterclaim, deduction, debit, or withholding for any
reason (other than any deduction or withholding of tax as may be required by applicable law).
ParkMobile Service Agreement
7.6 Fee Increases. Beginning on the first anniversary of the Effective Date and continuing annually thereafter on a
compounding basis, fees shall increase by five percent
(5%) or the percentage equal to the average increase in all items under the Consumer Price Index over the prior 12- month period, whichever is greater. Based on this criteria, fees shall then round up to the nearest two (2) decimal places. This change will take effect without prior notice to Client.
7.7 Reserved.
8. REPRESENTATIONS AND WARRANTIES
8.1 Mutual. Each party represents, warrants and covenants to the other party that: (a) it is duly organized, validly existing, and in good standing as a corporation or other legal entity under the laws of the jurisdiction of its incorporation or other organization; (b} it has the full right, power, and authority to enter into and perform its obligations and grant the rights, licenses, consents, and authorizations it grants or is
required to grant under this Agreement; (c) the
representative that is executing this Agreement has been duly authorized by all necessary corporate or organizational action of such party; and (d} when executed and delivered by both parties, this Agreement will constitute the legal, valid, and binding obligation of such party, enforceable against such party in accordance with its terms.
8.2 ParkMobile. ParkMobile represents, warrants, and
covenants to Client that ParkMobile will perform the
Services using personnel of required skill, experience, and qualifications and in a professional and workmanlike
manner in accordance with generally recognized industry standards for similar services and will devote adequate resources to meet its obligations under this Agreement.
8.3 Disclaimers. EXCEPT FOR THE EXPRESS
WARRANTIES SET FORTH IN SECTION 8.1 AND
SECTION 8.2, ALL SERVICES ARE PROVIDED "AS IS."
PARKMOBILE SPECIFICALLY DISCLAIMS ALL IMPLIED
WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE, TITLE, AND NON
INFRINGEMENT, AND ALL WARRANTIES ARISING
FROM COURSE OF DEALING, USAGE, OR TRADE
PRACTICE. WITHOUT LIMITING THE FOREGOING,
PARKMOBILE DOES NOT WARRANT THAT THE
SERVICES OR ANY PRODUCTS OR RESULTS OF THE
USE THEREOF WILL BE UNINTERRUPTED OR ERROR
FREE. PARKMOBILE SHALL NOT BE LIABLE FOR
DELAYS, INTERRUPTIONS, SERVICE FAILURES, OR
OTHER PROBLEMS INHERENT IN USE OF THE
INTERNET AND ELECTRONIC COMMUNICATIONS.
9. INDEMNIFICATION
9.1 Mutual. Each party will indemnify, defend, and hold harmless the other party from and against any and all
losses, damages, liabilities, costs (including reasonable attorneys' fees) ("Losses") incurred as a result from any third-party claim, suit, action, or proceeding ("Third-Party Claim") to the extent it arises from a breach of the
indemnifying party's representations and warranties under this Agreement.
PSA·LF
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9.2 ParkMobile. ParkMobile will indemnify, defend, and hold harmless Client from and against any and all Losses
incurred by Client resulting from any Third-Party Claim that the Platform or any use of the Platform in accordance with this Agreement, infringes or misappropriates such third party's IP Rights, provided that Client promptly notifies ParkMobile in writing of the claim, cooperates with
ParkMobile, and allows ParkMobile sole authority to control the defense and settlement of such claim.
9.3 Client. Client will indemnify, defend, and hold harmless ParkMobile from and against any and all Losses incurred by ParkMobile resulting from any Third-Party Claim arising out of Client's willful disclosure or deliberate misuse of ParkMobile User Data in violation of this Agreement.
9.4 Mitigation. If any of the Services are claimed to, or in ParkMobile's opinion are likely to, infringe, misappropriate, or otherwise violate any third-party IP Rights, or if Client's use of the Services is enjoined or threatened to be enjoined, ParkMobile may, at its option and sole cost and expense:
(a) obtain the right for Client to continue to use the Services as contemplated by this Agreement; (b) modify or replace the Services, in whole or in part, to seek to make the
Services (as so modified or replaced) non-infringing, while providing equivalent features and functionality, in which case such modifications or replacements will constitute the Services, as applicable, under this Agreement; or (c) by written notice to Client, terminate this Agreement and
require Client to immediately cease any use of the Services.
9.5 Sole Remedy. THIS SECTION 9 SETS FORTH CLIENT'S
SOLE REMEDIES AND PARKMOBILE'S SOLE LIABILITY
AND OBLIGATION FOR ANY ACTUAL, THREATENED,
OR ALLEGED CLAIMS THAT THE SERVICES OR ANY
SUBJECT MATTER OF THIS AGREEMENT INFRINGES,
MISAPPROPRIATES, OR OTHERWISE VIOLATES ANY
INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD
PARTY.
10. LIMITATION OF REMEDIES AND DAMAGES
10.1 Exclusion of Damages. EXCEPT AS OTHERWISE
PROVIDED IN SECTION 10.3, IN NO EVENT WILL
PARKMOBILE OR ANY OF ITS LICENSORS, SERVICE
PROVIDERS, OR SUPPLIERS BE LIABLE UNDER OR IN
CONNECTION WITH THIS AGREEMENT OR ITS
SUBJECT MATTER UNDER ANY LEGAL OR EQUITABLE
THEORY, INCLUDING BREACH OF CONTRACT, TORT
{INCLUDING NEGLIGENCE), STRICT LIABILITY, AND
OTHERWISE, FOR ANY: (A) LOSS OF PRODUCTION,
USE, BUSINESS, REVENUE, OR PROFIT OR
DIMINUTION IN VALUE; (8) IMPAIRMENT, INABILITY TO
USE OR LOSS, INTERRUPTION, OR DELAY OF THE
SERVICES; (C) LOSS, DAMAGE, CORRUPTION, OR
RECOVERY OF DATA, OR BREACH OF DATA OR
SYSTEM SECURITY; (D) COST OF REPLACEMENT
GOODS OR SERVICES; (E) LOSS OF GOODWILL OR
REPUTATION; OR (F) CONSEQUENTIAL, INCIDENTAL,
INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR
PUNITIVE DAMAGES, REGARDLESS OF WHETHER
SUCH PERSONS WERE ADVISED OF THE POSSIBILITY
OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES
OR DAMAGES WERE OTHERWISE FORESEEABLE,
AND NOTWITHSTANDING THE FAILURE OF ANY
ParkMobile Service Agreement
AGREED OR OTHER REMEDY OF ITS ESSENTIAL
PURPOSE.
10.2 Cap on Monetary Liability. EXCEPT AS OTHERWISE
PROVIDED IN SECTION 10.3, IN NO EVENT WILL THE
COLLECTIVE AGGREGATE LIABILITY OF PARKMOBILE
ARISING OUT OF OR RELATED TO THIS AGREEMENT,
WHETHER ARISING UNDER OR RELATED TO BREACH
OF CONTRACT, TORT {INCLUDING NEGLIGENCE),
STRICT LIABILITY, OR ANY OTHER LEGAL OR
EQUITABLE THEORY, EXCEED ONE TIMES THE TOTAL
AMOUNTS PAID TO PARKMOBILE UNDER THIS
AGREEMENT IN THE 12 MONTH PERIOD PRECEDING
THE EVENT GIVING RISE TO THE CLAIM. THE
FOREGOING LIMITATIONS APPLY EVEN IF ANY
REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
10.3 Exceptions. The exclusions and limitations in Section 10.1 and Section 10.2 do not apply to ParkMobile's obligations under Section 9 or liability for ParkMobile's gross
negligence or willful misconduct.
11. RESERVED
12. GENERAL TERMS
12.1 Assignment. Client shall not assign or otherwise transfer any of its rights, or delegate or otherwise transfer any of its obligations or performance under this Agreement, in each case whether voluntary, involuntarily, by operation of law, or otherwise, without ParkMobile's prior written consent. No assignment, delegation, or transfer will relieve Client of any of its obligations or performance under this Agreement. Any purported assignment, delegation, or transfer in violation of this Section 12.1 is void. This Agreement is binding upon and inures to the benefit of the parties and their respective successors and permitted assigns.
12.2 Severability. If a court of competent jurisdiction holds any term or provision of this Agreement to be invalid, illegal or unenforceable, the rest of the Agreement will remain in effect.
12.3 Headings. The headings in this Agreement are for
reference only and do not affect the interpretation of this Agreement.
12.4 Notices. Any notice or communication permitted or
required under this Agreement must be in writing and will be deemed received by the addressee: (a) when received, if delivered by hand with signed confirmation of receipt; {b) when received, if sent by a nationally recognized overnight courier, signature required; (c) when sent, if by email (with confirmation of transmission), if sent during the addressee's normal business hours, and on the next business day, if sent after the addressee's normal business hours; and (d) on the third business day after the date mailed by certified or registered mail, return receipt requested, postage
prepaid. Notices must be sent to the attention of the
respective party's legal department at the address set forth at the beginning of this Agreement or such other address as either party may specific in writing. Any notice permitted or required under this Agreement that is sent to ParkMobile shall also be sent via email to [email protected].
12.5 Governing Law. This Agreement and all related
documents, and all matters arising out of or relating to this PSA-LF
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Agreement, whether sounding in contract, tort, or statute are governed by, and construed in accordance with, the
laws of the State of California, United States of America (including its statutes of limitations).
12.6 Amendment; Waivers. Any amendment must be in writing, signed by both parties, and expressly state that it is
amending this Agreement. No waiver by any party will be effective unless explicitly set forth in writing and signed by the party so waiving. No terms or conditions stated in a Client purchase order, vendor onboarding process or web portal, or any other Client order documentation shall be incorporated into or form any part of this Agreement, and all such terms or conditions shall be null and void,
notwithstanding any language to the contrary therein,
whether signed before or after this Agreement.
12.7 Entire Agreement. This Agreement, together with any other documents . incorporated herein by reference,
constitutes the sole and entire agreement of the parties with respect to the subject matter of this Agreement and
supersedes all prior and contemporaneous
understandings, agreements, representations, and
warranties, both written and oral, with respect to such subject matter.
12.8 Third-Party Beneficiaries. There are no third-party beneficiaries under this Agreement.
12.9 Force Majeure. Neither party will be liable to the other for any delay or failure to perform any obligation under this Agreement (except for a failure to pay Fees) if the delay or failure results from any cause beyond such party's
reasonable control, including acts of God, labor disputes or other industrial disturbances, systemic electrical,
telecommunications, or other utility failures, earthquakes, storms or other elements of nature, pandemics, blockages, embargoes, riots, acts or orders of government, acts of terrorism, or war.
12.10 Independent Contractors. The parties to this Agreement are independent contractors. The parties do not intend, and nothing in this Agreement should be construed, to create or enter into any partnership, joint venture, employment,
franchise, agency, or similar relationship. Neither party has the power to bind the other or incur obligations on the other party's behalf without the other party's prior written consent.
12.11 Export Control. Client will comply with all export and import laws and regulations of the United States and other applicable jurisdictions. Without limiting the foregoing, Client: (i) represents and warrants that it is not listed on any U.S. government list of prohibited or restricted parties or located (or a national of) a country that is subject to a U.S. government embargo or that has been designated by the
U.S. government as a "terrorist supporting" country; (ii) will not (and will not permit any third parties to) access or use any Service in violation of any U.S. export embargo,
prohibition or restriction, and (iii) will not submit to any Service any information that is controlled under the U.S.
International Traffic in Arms Regulation.
12.12 Interpretation. This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting an instrument or causing any instrument to be drafted. The Schedules
ParkMobile Service Agreement
referred to herein shall be construed with, and as an integral part of, this Agreement to the same extent as if they were set forth verbatim herein.
12.13 Counterparts. The parties may execute this Agreement in counterparts, including PDF and other electronic copies, which taken together will constitute one instrument.
13. DEFINITIONS
"Access Credentials" means any user name, identification number, password, license or security key, security token, PIN, or other security code, method, technology, or device, used alone or in combination, to verify an individual's identity and authorization to access and use the Platform. "Authorized User" means Client's employee, consultant,
contractor, and agent who is authorized by Client to access and use the Platform under the rights granted to Client pursuant to this Agreement.
"Brand Features" means a party's trade names,
trademarks, service marks, logos, domain names, and
other distinctive brand features.
"Client Data" means any data specific to Client's operation that is provided by Client to ParkMobile to be used in the provision of Services that is not available to ParkMobile publicly or by other means.
"Confidential Information" means information that one party (or an affiliate) discloses to the other party under this Agreement, and that is marked as confidential or would
normally be considered confidential information under the circumstances. It does not include information that is
independently developed by the recipient, is rightfully given to the recipient by a third party without confidentiality obligations or becomes public through no fault of the
recipient.
"Documentation" means any manuals, instructions, or other documents or materials that ParkMobile provides or makes available to Client in any form or medium and which
describe the functionality, components, features, or
requirements of the Services.
"IP Rights" means any and all registered and unregistered rights granted, applied for, or otherwise now or hereafter in existence under or related to any patent, copyright,
trademark, trade secret, database protection, or other
intellectual property rights laws, and all similar or equivalent rights or forms of protection, in any part of the world. "Parking Information" means parking zones, parking rates, parking restrictions, selected payment methods, and other information necessary for the provision of the Services for a specific Parking Location.
"Parking Location" means the location or locations of
Client's on-street parking, off-street parking, reservation parking, parking lots, parking decks, permitted parking, and other facilities where ParkMobile Users may park.
"ParkMobile Application" means any and all mobile and/or web applications, services, or interfaces developed,
hosted, or managed by, on behalf of, or in partnership with ParkMobile and that are made available to the general
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® ParkMobile
PSA·LF
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public and that facilities the payment of parking
transactions.
"ParkMobile User" means an end user that uses the
ParkMobile Application.
"ParkMobile User Data" means information, data, and other content, in any form or media, that is submitted, posted, or otherwise transmitted by or on behalf of a ParkMobile User, directly or indirectly, through the ParkMobile Application. "PCI Data" means, as applicable, payment card number,
cardholder name, expiration date, card verification code or value, service code, and/or security-related information used to authenticate cardholders and/or authorize payment card transactions
"Personal Data" means (i) any information about an
identified or identifiable individual; or (ii) information that is not specifically about an identifiable individual but, when combined with other information, may identify an individual.
Personal Data includes names, email addresses, postal
addresses, telephone numbers, government identification numbers, financial account numbers, payment card
information, license plate information, online identifiers (including IP addresses and cookie identifiers), network and hardware identifiers, geolocation information, and any
information that constitutes "personal data" or "personal information" within the meaning of any relevant and
applicable data privacy or protection laws.
"Platform" means access-controlled mobile and/or web
applications, services or interfaces developed, hosted, or managed by, on behalf of, or in partnership with ParkMobile that are made available to Client to administer, configure, manage and/or monitor parking sessions, parking rates,
and/or parking restrictions associated with Client's Parking Locations.
"Resultant Data" means data and information related to
Client's, Authorized Users' and/or ParkMobile Users' use of the Services that is used by ParkMobile in an aggregate and anonymized manner, including to compile statistical and performance information related to the provision and operation of the Services.
"Services" means the ParkMobile Application, the Platform, and all other services provided by ParkMobile under this Agreement.
ParkMobile Service Agreement
EXHIBIT 1
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® ParkMobile
SCHEDULE 2: SERVICES
ON-DEMAND PARKING SERVICES
ParkMobile Service Agreement
ParkMobile offers a service to ParkMobile Users that facilitates the activation of and payment for on-demand parking using the ParkMobile Application ("On-Demand Parking").
ParkMobile Users may begin and, if applicable, end a parking transaction in a variety of ways: (1) visiting https://app.parkmobile.io; (2) calling ParkMobile's IVR System, or (3) using the ParkMobile Application. In order to register with ParkMobile and begin a parking session, a consumer simply provide ParkMobile with the information required by ParkMobile to create an account, including payment method information and license plate number. Thereafter, subsequent parking sessions only require the ParkMobile User to enter or select the applicable parking duration available for the applicable location.
The parking zone code of the Client parking areas are indicated on parking signs or on parking meters. Enforcers of the Client check the validity of parking status real time against the Platform via a web service offering, provided as part of the Services, to determine if a valid parking right exists. This information can be accessed by using a handheld terminal, mobile device or personal digital assistant (PDA).
ParkMobile does not provide or pay for Client's use of handheld terminals, mobile devices or PDAs for enforcement or any data plans or other items needed for communication between such items and the Services.
At their option, ParkMobile Users will receive parking alert services from ParkMobile via SMS, ParkMobile Application push notification or email. The ParkMobile User may be notified, for example, when parked for an extended period of time or when the maximum parking time nears expiration.
ParkMobile Users can use On-Demand Parking anywhere the Services are available.
All parking charges are automatically charged to the ParkMobile User's payment method, and ParkMobile Users have real time access to an online account-based personal page accessible from https://app.parkmobile.io to access and print parking history, receipts, and statements.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written.
ATTEST:
Jennifer Hall
Clerk of the Council
APPROVED AS TO FORM:
SONIA R. CARVALHO
City Attorney
�/ By:;:;;Z7
�athan Martinez ;?/'
Assistant City Attorney
PSA-LF
rev. 09/22
RECOMMENDED FOR APPROVAL:
Michael Garcia
Executive Director
CITY OF SANT A ANA
Tom Hatch
Interim City Manager
CONTRACTOR:
Counter-Signed Page 2
Contractor
EXHIBIT 1
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Police Department
www.santa-ana.org/police
Item # 23
City of Santa Ana
20 Civic Center Plaza, Santa Ana, CA 92701
Staff Report
December 19, 2023
TOPIC: Agreement with Forensic Nurse Specialists, Inc.
AGENDA TITLE
Approve an Agreement with Forensic Nurse Specialists, Inc. for Sexual Assault Victim Exams and Evidence Collection Services (General Fund)
RECOMMENDED ACTION
Authorize the City Manager to execute a five-year agreement with Forensic Nurse Specialists, Inc. for the period of December 19, 2023 through August 31, 2028, to provide sexual assault victim examinations and evidence collection services for the Santa Ana Police Department in an amount not to exceed $350,000, subject to non- substantive changes approved by the City Manager and City Attorney (Agreement No. 2023-XXX).
GOVERNMENT CODE §84308 APPLIES: Yes
DISCUSSION
The Santa Ana Police Department’s Special Crimes Section investigates sexual assaults against adult victims. A critical component of these investigations is the forensic examination a victim undergoes to gather evidence of the assault and provide the victim with healthcare services. The Santa Ana Police Department has contracted with Forensic Nurse Specialists, Inc. (FNS) since January 2000 for these services. FNS is the sole source provider for these services in Orange County, and no specific registries utilize forensic nurses solely for exams.
FNS nurses have training and expertise in forensic examinations and are competent in the California State protocol established by Cal OES (California Office of Emergency Services). FNS provides their services 24 hours a day, seven days a week. FNS collects evidence during the examination and packages, labels, and seals it according to the state and local Orange County Crime Lab requirements. FNS nurses are expert witnesses and testify in court upon receipt of a subpoena by the District Attorney’s Office.
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The costs for the services under this contract are $1,200 per sexual assault forensic exam, $1,400 for a mobile trauma exam, $300 for a dry run, $600 for a domestic violence strangulation exam, and $500 a day for court testimony. The prior agreement with FNS expired on August 31, 2023. This new agreement for the five-year term is for an amount not to exceed $350,000 and includes services provided since September 1, 2023 to be compensated under this agreement.
FISCAL IMPACT
Funding is available in the FY 2023-24 budget and funding for subsequent fiscal years will be included in the proposed budgets for City Council consideration as follows:
Fiscal
Year
Accounting Unit –
Account No.
Fund
Description
Accounting Unit –
Account No. Description Amount
FY 23-24 01114435-62300 General
Fund
Criminal Investigations,
Contract Services-
Professional
$ 50,000
FY 24-25 01114435-62300 General
Fund
Criminal Investigations,
Contract Services-
Professional
$ 70,000
FY 25-26 01114435-62300 General
Fund
Criminal Investigations,
Contract Services-
Professional
$ 70,000
FY 26-27 01114435-62300 General
Fund
Criminal Investigations,
Contract Services-
Professional
$ 70,000
FY 27-28 01114435-62300 General
Fund
Criminal Investigations,
Contract Services-
Professional
$ 70,000
FY 28-29 01114435-62300 General
Fund
Criminal Investigations,
Contract Services-
Professional
$ 20,000
Total $350,000
The amounts above are estimates and subject to change.
EXHIBIT(S)
1. Agreement with Forensic Nurse Specialists, Inc.
Submitted By: Robert Rodriguez, Acting Police Chief
Approved By: Tom Hatch, Interim City Manager
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AGREEMENT BETWEEN FORENSIC NURSE SPECIALISTS, INC AND THE CITY
OF SANTA ANA FOR FORENSIC EXAMINATION SERVICES
This Agreement for Forensic Examination Services is made and entered into as of the 19th day of December 2023 (the "Effective Date"), by and between FORENSIC NURSE SPECIALISTS, INC ("FNS") a privately owned minority professional corporation, and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"), on behalf of the Santa Ana Police Department ("Department"), with respect to the following:
WHEREAS, the Department requires the collection of forensic evidence with respect to victims of sexual assault and other forms of interpersonal violence; WHEREAS, this is a mandatory expense as failure to provide a victim of sexual assault with an examination by a qualified healthcare professional would be a violation of the California Penal Code;
WHEREAS, the Department does not have the capability to collect the aforesaid forensic evidence internally;
WHEREAS, FNS has specialized training and expertise in the forensic examination services and the Department desires to contract such services from FNS; WHEREAS, FNS is the sole source providing this service in Orange County and there are no specific registries that utilizes forensic nurses solely for the purpose of exams; NOW, THEREFORE, in consideration of the mutual promises, covenants and conditions contained herein, the parties hereto agree as follows:
1. Services FNS agrees to provide the following services ( "Services") to the Department:
1.1. Examination. FNS agrees to provide the Department approved forensic-medical exams 24/7 to sexual assault, strangulation, domestic violence, and other types of victims, consistent with the terms of this Agreement as identified by the Department, with a 1- hour response to a mutually agreed upon examination location. The examination will include digital imaging of injuries and physical findings. The examination will be conducted by forensic nurses who are trained and competent in the California State Protocol established by California Office of Emergency Services.("CALOES")
1.2 Evidence All evidence collected during the examination will be packaged, labeled and sealed according to the state and local crime lab requirements and submitted to the on site evidence storage refrigerator with appropriate chain of custody documentation.
Evidence for mobile exams (off-site) or courtesy cases will be relinquished at the conclusion of that examination to the authorizing Department. Digital photographs will be available upon request by Department investigators.
EXHIBIT 1
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1.3. Equipment and Supplies._FNS will provide all equipment and supplies to conduct all services listed in Exhibit A.
1.4 Testimony FNS agrees to provide competent court testimony as requested by the Department (upon receipt of a lawful or properly served summons or subpoena).
2. Compensation In exchange for the Services provided by FNS pursuant to Section 1 above, the Department shall compensate FNS according to Exhibit A, "FNS Fee Schedule" attached hereto and incorporated herein. Services can be added at any time per the Department's request and negotiated rates. The total amount of compensation to FNS shall not exceed $350,000. Any increase over this amount, for any services provided by this Agreement, shall be effectuated by written amendment between parties subject to approval by the Santa Ana City Council.
3. 2.1 Rate Adjustment Th e Department acknowledges and agrees that FNS is entitled to adjust the rates set forth in this Section 2, Exhibit A, from time to time and at any time.
FNS shall use reasonable efforts to give Department at least sixty (60) days advance written notice of any increase or adjustment to rates, subject to the not-to-exceed compensation amount in Section 2, above.
Payment
3.1 FNS shall invoice the Department monthly for all Services performed in each previous month. Department shall remit payment to FNS within thirty (30) days ofreceipt of an invoice.
3.2 City shall compensate FNS for any services provided since September 1, 2023 until the effective date of this Agreement, as defined in the effective date above
4. Term This Agreement shall be for a te1m of five (5) years commencing on December 19, 2023 and expiring on August 31, 2028.
4.1. Termination Either party may terminate this Agreement without cause at any time during the term of this Agreement by providing the other party at least thirty (30) days prior written notice of termination
5. Indemnification The parties each shall indemnify, defend, and hold the other party harmless from and against any and all liability, loss, damages, costs, and expenses (including reasonable attorneys' fees) caused by the negligence or wrongful acts or omissions of such indemnifying party or its employees, officers or agents. The provisions of this paragraph shall survive termination of this Agreement
6. Insurance FNS shall procure and maintain for the duration of the contract insurance against claimsfor injuries to persons or damages to property which may arise from or in connection with theperformance of the work hereunder and the results of that work by FNS , its agents, representatives, employees or subcontractors.
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Police Department
www.santa-ana.org/police
Item # 24
City of Santa Ana
20 Civic Center Plaza, Santa Ana, CA 92701
Staff Report
December 19, 2023
TOPIC: Enterprise Fleet Management Lease Agreements
AGENDA TITLE
Agreements with Enterprise Fleet Management for Leased Vehicles
RECOMMENDED ACTION
Authorize the City Manager to execute the following agreements with Enterprise FM Trust and Enterprise Fleet Management, Inc. for leased vehicles for the period of January 1, 2024 through April 18, 2026 for a total annual amount not to exceed $612,936, with a one-year extension option, subject to non-substantive changes approved by the City Manager and City Attorney:
1. Master Walkaway Lease Agreement (Agreement No. 2023-XXX)
2. Master Equity Lease Agreement (Agreement No. 2023-XXX)
3. Maintenance Management and Fleet Rental Agreement (Agreement No. 2023- XXX)
4. Supplemental Agreement between City and Enterprise (Agreement No. 2023- XXX)
GOVERNMENT CODE §84308 APPLIES: No
DISCUSSION
The Santa Ana Police Department (SAPD) leases vehicles for various personnel based on need for field assignments. The Police Department currently leases vehicles for the Investigations Bureau, which includes the Vice, Narcotics, Career Criminal, and other specialized units and task forces that are involved in surveillance programs. Leasing a variety of vehicles allows them to be interchanged in order to maintain anonymity and safety of the undercover officers. Homicide and other criminal investigation detectives are provided with lease vehicles to conduct investigations. Additionally, vehicles are
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leased and assigned to background investigators, police commanders, and various staff within the Training/Human Resources Division, Chief’s Office, and Field Operations.
Procurement of City vehicles through the Fleet Division can take as long as twelve to twenty-four months. This is because in order to provide the best pricing, dealers often base their bids on future factory order vehicles with incentives and rebates; hence the long delay from the start of the procurement process, Council approval of the contract award, to delivery of the vehicles. Furthermore, current City policy requires departments to have funds available in the budget for the acquisition cost of a vehicle, as well as the prorated equipment replacement value of the vehicle. The Police Department’s budget is not allocated sufficient funds for the outright purchase of new vehicles so the open-ended lease structure from Enterprise allows the City to replace vehicles with less upfront capital.
The Planning and Building Agency (PBA) leases eighteen vehicles to assist with Code Enforcement, Building Inspection, and Cannabis Enforcement activities. Ongoing delays in our procurement process to purchase vehicles makes it necessary for these continued lease agreements. The need of lease vehicles is necessary to maintain building inspection capacity for current and future large development projects, maintain adequate service levels, and to continue enforcement services for on-going proactive efforts within the community to protect public health, safety and welfare, enforcing city codes related to nuisance, and land use violations.
Santa Ana Ordinance No. NS-3041 authorizes the City to purchase against contracts awarded by any public agency employing a competitive bid process. Sourcewell, a cooperative government purchasing agency, awarded a contract to Enterprise Fleet Management, Inc. (Contract No. 030122-EFM) for procurement of fleet management services, open-end leases, maintenance management programs, etc., as a result of open, competitive bidding on behalf of its members, which includes government agencies. Utilizing Sourcewell’s contract enables the City to enter into new agreements with Enterprise Fleet Management, Inc. (Enterprise) and obtain the best pricing and allows both SAPD and PBA to continue with the existing lease vehicles that are currently under contract.
Staff recommends both the master walkaway and equity lease agreements, in order to have a variety of options available to meet the needs of the departments in terms of lease terms, monthly lease total, and available budgets. The maintenance management program agreement also provides options for SAPD to participate in this program for the monthly fee of $6 per vehicle, plus the cost of approved routine maintenance and repairs, in lieu of utilizing the City’s fleet services.
The Sourcewell’s contract with Enterprise expires April 18, 2026 and may be extended for one additional year upon the request of Sourcewell and written agreement by Enterprise. If this agreement is extended, staff requests the City’s agreements with
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Enterprise also be extended for the same one year period, upon written agreement by both parties.
FISCAL IMPACT
Funding is available in the FY 2023-24 budget in the following accounts for the January through June 2024 lease payments:
Police Department
Fiscal
Year
Accounting Unit –
Account No.
Fund
Description
Accounting Unit –
Account No.
Description
Amount
FY 23-24
(Jan.-June) 01114XXX-62300 General Fund
Police Department
Various, Contract
Services-
Professional
$230,268
FY 23-24
(Jan.-June) 01214010-62300 Cannabis Fund
Police Enforcement
Services, Contract
Services-
Professional
$ 30,000
Subtotal $260,268
Planning and Building Agency
Fiscal
Year
Accounting Unit –
Account No.
Fund
Description
Accounting Unit –
Account No.
Description
Amount
FY 23-24 01116XXX-62300 General Fund
Planning and
Building Agency
Various, Contract
Services-
Professional
$ 28,800
FY 23-24 01216010-62300 Cannabis Fund
Enforcement
Services, Contract
Services-
Professional
$ 17,400
Subtotal $ 46,200
FY 2023-24 Total $306,468
The amounts above are estimates and subject to change, pending registration renewals, routine maintenance and repairs, and other fees. Funding for subsequent fiscal years, as well as the extension option if exercised, will be included in the proposed budgets for City Council consideration.
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December 19, 2023
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EXHIBIT(S)
1. Master Walkaway Lease Agreement
2. Master Equity Lease Agreement
3. Maintenance Management and Fleet Rental Agreement
4. Supplemental Agreement
Submitted By: Robert Rodriguez, Acting Police Chief
Minh Thai, Executive Director of Planning and Building Agency Approved By: Tom Hatch, Interim City Manager
City Council
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4 12/19/2023
19th December 23
EXHIBIT 1
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Upon the occurrence of any Event of Default, Lessor, without notice to Lessee, will have the right to exercise concurrently or separately (and without any election of remedies being deemed made), the following remedies: (a) Lessor may demand and receive immediate possession of any or all of the Vehicles from Lessee, without releasing Lessee from its obligations under this Agreement; if Lessee fails to surrender possession of the Vehicles to Lessor on default (or termination or expiration of the Term), Lessor, Servicer, any other agent of Lessor and any of Lessor's independent contractors shall have the right to enter upon any premises where the Vehicles may be located and to remove and repossess the Vehicles; (b) Lessor may enforce performance by Lessee of its obligations under this Agreement; (c) Lessor may recover damages and expenses sustained by Lessor, Servicer, any other agent of Lessor or any of their respective successors or assigns by reason of Lessee's default including, to the extent permitted by applicable law, all costs and expenses, including court costs and reasonable attorneys' fees and expenses, incurred by Lessor, Servicer, any other agent of Lessor or any of their respective successors or assigns in attempting or effecting enforcement of Lessor's rights under this Agreement (whether or not litigation is commenced) and/or in connection with bankruptcy or insolvency proceedings; (d) upon written notice to Lessee, Lessor may terminate Lessee's rights under this Agreement; (e) with respect to each Vehicle, Lessor may recover from Lessee (i) either the Vehicle (in the condition required by Section 4) or the estimated undamaged wholesale value of the Vehicle (as determined by Lessor in good faith) plus (ii) all accrued and unpaid rent for such Vehicle for the period ending on, and all other amounts owed by Lessee with respect to such Vehicle as of, the date all of the amounts owed by Lessee to Lessor under this clause (e) (including the amounts owed under this subclause (i)) are paid in full (the "Payment Date") plus (iii) an amount equal to three (3) months rent plus (iv) Thirty Percent (30%) of the total future rent due under the applicable Schedule for the period commencing on the Payment Date and ending on the last day of the scheduled Term; and/or (f) Lessor may exercise any other right or remedy which may be available to Lessor under the Uniform Commercial Code, any other applicable law or in equity. A termination of this Agreement shall occur only upon written notice by Lessor to Lessee. Any termination shall not affect Lessee's obligation to pay all amounts due for periods prior to the effective date of such termination or Lessee's obligation to pay any indemnities under this Agreement. All remedies of Lessor under this Agreement or at law or in equity are cumulative.
15. ASSIGNMENTS: Lessor may from time to time assign, pledge or transfer this Agreement and/or any or all of its rights and obligations under this Agreement to any person or entity. Lessee agrees, upon notice of any such assignment, pledge or transfer of any amounts due or to become due to Lessor under this Agreement to pay all such amounts to such assignee, pledgee or transferee. Any such assignee, pledgee or transferee of any rights or obligations of Lessor under this Agreement will have all of the rights and obligations that have been assigned to it. Lessee's rights and interest in and to the Vehicles are and will continue at all times to be subject and subordinate in all respects to any assignment, pledge or transfer now or hereafter executed by Lessor with or in favor of any such assignee, pledgee or transferee, provided that Lessee shall have the right of quiet enjoyment of the Vehicles so long as no Event of Default under this Agreement has occurred and is continuing. Lessee acknowledges and agrees that the rights of any assignee, pledgee or transferee in and to any amounts payable by the Lessee under any provisions of this Agreement shall be absolute and unconditional and shall not be subject to any abatement whatsoever, or to any defense, setoff, counterclaim or recoupment whatsoever, whether by reason of any damage to or loss or destruction of any Vehicle or by reason of any defect in or failure of title of the Lessor or interruption from whatsoever cause in the use, operation or possession of any Vehicle, or by reason of any indebtedness or liability howsoever and whenever arising of the Lessor or any of its affiliates to the Lessee or to any other person or entity, or for any other reason.
Without the prior written consent of Lessor, Lessee may not assign, sublease, transfer or pledge this Agreement, any Vehicle, or any interest in this Agreement or in and to any Vehicle, or permit its rights under this Agreement or any Vehicle to be subject to any lien, charge or encumbrance. Lessee's interest in this Agreement is not assignable and cannot be assigned or transferred by operation of law. Lessee will not transfer or relinquish possession of any Vehicle (except for the sole purpose of repair or service of such Vehicle) without the prior written consent of Lessor.
16. MISCELLANEOUS: This Agreement contains the entire understanding of the parties. This Agreement may only be amended or modified by an instrument in writing executed by both parties. Lessor shall not by any act, delay, omission or otherwise be deemed to have waived any of its rights or remedies under this Agreement and no waiver whatsoever shall be valid unless in writing and signed by Lessor and then only to the extent therein set forth. A waiver by Lessor of any right or remedy under this Agreement on any one occasion shall not be construed as a bar to any right or remedy, which Lessor would otherwise have on any future occasion. If any term or provision of this Agreement or any application of any such term or provision is invalid or unenforceable, the remainder of this Agreement and any other application of such term or provision will not be affected thereby. Without Lessor's prior written consent, Lessee shall not use or include Lessor's, Servicer's, any other agent of Lessor's names or trademarks orally or in writing in any media, customer lists or marketing materials. Giving of all notices under this Agreement will be sufficient if mailed by certified mail to a party at its address set forth below or at such other address as such party may provide in writing from time to time. Any such notice mailed to such address will be effective one (1) day after deposit in the United States mail, duly addressed, with certified mail, postage prepaid. Lessee will promptly notify Lessor of any change in Lessee's address. This Agreement may be executed in multiple counterparts (including facsimile and pdf counterparts), but the counterpart marked "ORIGINAL" by Lessor will be the original lease for purposes of applicable law. All of the representations, warranties, covenants, agreements and obligations of each Lessee under this Agreement (if more than one) are joint and several.
17. SUCCESSORS AND ASSIGNS; GOVERNING LAW: Subject to the provisions of Section 15, this Agreement will be binding upon Lessee and its heirs, executors, personal representatives, successors and assigns, and will inure to the benefit of Lessor, Servicer, any other agent of Lessor and their respective successors and assigns. This Agreement will be governed by and construed in accordance with the substantive laws of the State of California (determined without reference to conflict of law principles).
18. NON-PETITION: Each party hereto hereby covenants and agrees that, prior to the date which is one year and one day after payment in full of all indebtedness of Lessor, it shall not institute against, or join any other person in instituting against, Lessor any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings or other similar proceeding under the laws of the United States or any state of the United States. The provisions of this Section 18 shall survive termination of this Master Walkaway Lease Agreement.
Initials: EFM ____ Customer ___ _
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19. NON-APPROPRIATION: Lessee's funding of this Agreement shall be on a Fiscal Year basis and is subject to annual appropriations. Lessor acknowledges that Lessee is a municipal corporation, is precluded by the County or State Constitution and other laws from entering into obligations that financially bind future governing bodies, and that, therefore, nothing in this Agreement shall constitute an obligation of future legislative bodies of the County or State to appropriate funds for purposes of this Agreement. Accordingly, the parties agree that the lease terms within this Agreement or any Schedules relating hereto are contingent upon appropriation of funds. The parties further agree that should the County or State fail to appropriate such funds, the Lessor shall be paid all rentals due and owing hereunder up until the actual day of termination. In addition, Lessor reserves the right to be paid for any reasonable damages. These reasonable damages will be limited to the losses incurred by the Lessor for having to sell the vehicles on the open used car market prior to the end of the scheduled term (as determined in Section 3 and Section 14 of this Agreement).
IN WITNESS WHEREOF, Lessor and Lessee have duly executed this Master Walkaway Lease Agreement as of the day and year first above written.
LESSOR: Enterprise FM Trust
LESSEE: ____________________ _ By: Enterprise Fleet Management, Inc. its attorney in fact Signature: ________________________ _ Signature:
By: By:
Title: Title:
Address: Address:
Date Signed: ________________ _______ _ Date Signed:
Initials: EFM ____ Customer ___ _
© 2023 Enterprise Fleet Management, Inc 23_ENT_EFM_l01464_Gov Walkaway Form_Updated See Attached Signature Page
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written.
CITY OF SANTA ANA
_______________________
THOMAS R. HATCH
Interim City Manager
RECOMMENDED FOR APPROVAL:
________________________
ROBERT RODRIGUEZ
Acting Chief of Police
ATTEST:
_______________________
JENNIFER L. HALL
City Clerk
APPROVED AS TO FORM:
SONIA R. CARVALHO
City Attorney
By: _______________________
TAMARA BOGOSIAN
Senior Assistant City Attorney
RECOMMENDED FOR APPROVAL:
________________________
MINH THAI
Executive Director
Planning and Building
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19th December 23
EXHIBIT 2
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if the validity or enforceability of any such guaranty shall be contested or denied by any guarantor, or if any guarantor shall deny that it, he or she has any further liability or obligation under any such guaranty or if any guarantor shall fail to comply with or observe any of the terms, provisions or conditions contained in any such guaranty; (f) the occurrence of a material adverse change in the financial condition, a going concern audit comment of Lessee or any guarantor, or if Lessee admits that it cannot pay its debts as they become due, makes an assignment for the benefit of creditors, is the subject of a voluntary or involuntary petition for bankruptcy, is adjudged insolvent or bankrupt, or a receiver or trustee is appointed for any portion of Lessee's assets or property; (g) if more than one (1) payment by Lessee to Lessor is returned by Lessee's bank for any reason within a twelve (12) month period; or (h) if Lessee or any guarantor is in default under or fails to comply with any other present or future agreement with or in favor of Lessor, Servicer of Lessor, or any direct or indirect subsidiary of Servicer of Lessor, Enterprise Holdings, Inc. or a subsidiary or affiliate of Enterprise Holdings, Inc .. For purposes of this Section 14, the term "guarantor" shall mean any present or future guarantor of all or any portion of the obligations of Lessee under this Agreement.
Upon the occurrence of any Event of Default, Lessor, without notice to Lessee, will have the right to exercise concurrently or separately (and without any election of remedies being deemed made), the following remedies: (a) Lessor may demand and receive immediate possession of any or all of the Vehicles from Lessee, without releasing Lessee from its obligations under this Agreement; if Lessee fails to surrender possession of the Vehicles to Lessor on default (or termination or expiration of the Term), Lessor, Servicer, any other agent of Lessor and any of Lessor's independent contractors shall have the right to enter upon any premises where the Vehicles may be located and to remove and repossess the Vehicles; (b) Lessor may enforce performance by Lessee of its obligations under this Agreement; (c) Lessor may recover damages and expenses sustained by Lessor, Servicer, any other agent of Lessor or any of their respective successors or assigns by reason of Lessee's default including, to the extent permitted by applicable law, all costs and expenses, including court costs and reasonable attorneys' fees and expenses, incurred by Lessor, Servicer, any other agent of Lessor or any of their respective successors or assigns in attempting or effecting enforcement of Lessor's rights under this Agreement (whether or not litigation is commenced) and/or in connection with bankruptcy or insolvency proceedings; (d) upon written notice to Lessee, Lessor may terminate Lessee's rights under this Agreement; (e) with respect to each Vehicle, Lessor may recover from Lessee all amounts owed by Lessee under Sections 3(b) and 3(c) of this Agreement (and, if Lessor does not recover possession of a Vehicle, (i) the estimated wholesale value of such Vehicle for purposes of Section 3(c) shall be deemed to be $0.00 and (ii) the calculations described in the first two sentences of Section 3(c) shall be made without giving effect to clause (ii) in each such sentence); and/or (f) Lessor may exercise any other right or remedy which may be available to Lessor under the Uniform Commercial Code, any other applicable law or in equity. A termination of this Agreement shall occur only upon written notice by Lessor to Lessee. Any termination shall not affect Lessee's obligation to pay all amounts due for periods prior to the effective date of such termination or Lessee's obligation to pay any indemnities under this Agreement. All remedies of Lessor under this Agreement or at law or in equity are cumulative.
15. ASSIGNMENTS: Lessor may from time to time assign, pledge or transfer this Agreement and/or any or all of its rights and obligations under this Agreement to any person or entity. Lessee agrees, upon notice of any such assignment, pledge or transfer of any amounts due or to become due to Lessor under this Agreement to pay all such amounts to such assignee, pledgee or transferee. Any such assignee, pledgee or transferee of any rights or obligations of Lessor under this Agreement will have all of the rights and obligations that have been assigned to it. Lessee's rights and interest in and to the Vehicles are and will continue at all times to be subject and subordinate in all respects to any assignment, pledge or transfer now or hereafter executed by Lessor with or in favor of any such assignee, pledgee or transferee, provided that Lessee shall have the right of quiet enjoyment of the Vehicles so long as no Event of Default under this Agreement has occurred and is continuing. Lessee acknowledges and agrees that the rights of any assignee, pledgee or transferee in and to any amounts payable by the Lessee under any provisions of this Agreement shall be absolute and unconditional and shall not be subject to any abatement whatsoever, or to any defense, setoff, counterclaim or recoupment whatsoever, whether by reason of any damage to or loss or destruction of any Vehicle or by reason of any defect in or failure of title of the Lessor or interruption from whatsoever cause in the use, operation or possession of any Vehicle, or by reason of any indebtedness or liability howsoever and whenever arising of the Lessor or any of its affiliates to the Lessee or to any other person or entity, or for any other reason.
Without the prior written consent of Lessor, Lessee may not assign, sublease, transfer or pledge this Agreement, any Vehicle, or any interest in this Agreement or in and to any Vehicle, or permit its rights under this Agreement or any Vehicle to be subject to any lien, charge or encumbrance. Lessee's interest in this Agreement is not assignable and cannot be assigned or transferred by operation of law. Lessee will not transfer or relinquish possession of any Vehicle (except for the sole purpose of repair or service of such Vehicle) without the prior written consent of Lessor.
16. MISCELLANEOUS: This Agreement contains the entire understanding of the parties. This Agreement may only be amended or modified by an instrument in writing executed by both parties. Lessor shall not by any act, delay, omission or otherwise be deemed to have waived any of its rights or remedies under this Agreement and no waiver whatsoever shall be valid unless in writing and signed by Lessor and then only to the extent therein set forth. A waiver by Lessor of any right or remedy under this Agreement on any one occasion shall not be construed as a bar to any right or remedy, which Lessor would otherwise have on any future occasion. If any term or provision of this Agreement or any application of any such term or provision is invalid or unenforceable, the remainder of this Agreement and any other application of such term or provision will not be affected thereby. Without Lessor's prior written consent, Lessee shall not use or include Lessor's, Servicer's, any other agent of Lessor's names or trademarks orally or in writing in any media, customer lists or marketing materials. Giving of all notices under this Agreement will be sufficient if mailed by certified mail to a party at its address set forth below or at such other address as such party may provide in writing from time to time. Any such notice mailed to such address will be effective one (1) day after deposit in the United States mail, duly addressed, with certified mail, postage prepaid. Lessee will promptly notify Lessor of any change in Lessee's address. This Agreement may be executed in multiple counterparts (including facsimile and pdf counterparts), but the counterpart marked "ORIGINAL.:' by Lessor will be the original lease for purposes of applicable law. All of the representations, warranties, covenants, agreements and obligations of each Lessee under this Agreement (if more than one) are joint and several.
17. SUCCESSORS AND ASSIGNS; GOVERNING LAW: Subject to the provisions of Section 15, this Agreement will be binding upon Lessee and its heirs, executors, personal representatives, successors and assigns, and will inure to the benefit of Lessor, Servicer, any other agent of Lessor and their respective successors and assigns. This Agreement will be governed by and construed in accordance with the substantive laws of the State of California (determined without reference to conflict of law principles).
18. NON-PETITION: Each party hereto hereby covenants and agrees that, prior to the date which is one year and one day after payment in full of all indebtedness Initials: EFM. ____ Customer ___ _
City Council
24 –
16 12/19/2023
City of Santa Ana
See Attached Signature Page
City Council
24 –
17 12/19/2023
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written.
ATTEST:
_______________________
JENNIFER L. HALL
City Clerk
APPROVED AS TO FORM:
SONIA R. CARVALHO
City Attorney
By: _______________________
TAMARA BOGOSIAN
Senior Assistant City Attorney
CITY OF SANTA ANA
_______________________
THOMAS R. HATCH
Interim City Manager
RECOMMENDED FOR APPROVAL:
________________________
ROBERT RODRIGUEZ
Acting Chief of Police
RECOMMENDED FOR APPROVAL:
________________________
MINH THAI
Executive Director
Planning and Building
City Council
24 –
18 12/19/2023
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EXHIBIT 3
City Council
24 –
19 12/19/2023
$JUZPG4BOUB"OB
4FF"UUBDIFE4JHOBUVSF1BHF
City Council
24 –
20 12/19/2023
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written.
CITY OF SANTA ANA
_______________________
THOMAS R. HATCH
Interim City Manager
RECOMMENDED FOR APPROVAL:
________________________
ROBERT RODRIGUEZ
Acting Chief of Police
ATTEST:
_______________________
JENNIFER L. HALL
City Clerk
APPROVED AS TO FORM:
SONIA R. CARVALHO
City Attorney
By: _______________________
TAMARA BOGOSIAN
Senior Assistant City Attorney
RECOMMENDED FOR APPROVAL:
________________________
MINH THAI
Executive Director
Planning and Building
City Council
24 –
21 12/19/2023
SUPPLEMENTAL AGREEMENT BETWEEN ENTERPRISE FM TRUST AND CITY OF
SANTA ANA FOR VEHICLE LEASE AND MAINTENANCE
THIS SUPPLEMENTAL AGREEMENT is made and entered into on this 19th day of December, 2023 by and between Enterprise FM Trust, a Delaware statutory trust, also known as “Lessor” and Enterprise Fleet Management, Inc ., a Missouri corporation also known as “Servicer” in the Master Equity Lease Agreement (collectively, “Enterprise”), and the C ity of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (“City”).
Enterprise and the City are referred to collectively as “The Parties.”
RECITALS
A. The City of Santa Ana leases vehicles for personnel assigned to the Investigations Bureau at the Santa Ana Police Department (“SAPD”), and for personnel assigned to the Planning and Building Agency (“PBA”), to assist with code enforcement, building inspection and cannabis enforcement activities to protect public health, safety and welfare, enforcing city codes related to nuisance and land use violations.
B. The City wishes to contract with Enterprise to facilitate the leasing of vehicles and with Fleet Management , Inc . for maintenance of the leased vehicles . The Santa Ana Police Department is the only department who will utilize the maintenance program.
C. Santa Ana Ordinance No. NS-3041 authorizes the City to purchase against contracts awarded by any public agency employing a competitive bid process. Sourcewell, a cooperative government purchasing agency, awarded a contract to Enterprise Fleet Management, Inc. (Contract No. 030122-EFM) for procurement of fleet management services, open-end leases, maintenance management programs, etc., as a result of open, competitive bidding on behalf of its members, which includes government agencies.
D. Utilizing Sourcewell’s contract enables the City to enter into these agreements with Enterprise and obtain the best pricing and allows SAPD and PBA to continue with the existing lease vehicles currently under contract.
E. This pricing and services under this Agreement is in accordance with the contract between Enterprise Fleet Management and Sourcewell for Fleet Management Services Request for Proposal #030122-EFM effective until April 18, 2026.
F. Enterprise has several Agreements it requires the City to execute for the l ease and maintenance of vehicles. This Supplemental Agreement supplements the following Enterprise A greements: Master Walkaway Lease Agreement; Master Equity Lease Agreement and Maintenance Management and Fleet Rental Agreement (collectively “Enterprise Agreements”).
NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows:
EXHIBIT 4
City Council
24 –
22 12/19/2023
1. COMPENSATION
a. The total amount to be expended for the lease and maintenance of vehicles from Enterprise for the Santa Ana Police Department and the Planning and Building Agency shall not exceed $612,936, annually.
b. All rent and other charges incurred in connection with the leased vehicles shall be consistent with paragraphs 3, 5 and 6 of the Master Equity Lease Agreement and Master Walkaway Lease Agreement entered into between the parties. .
c. All vehicle repair and service fees, billing and payments in connection with the leased vehicles shall be consistent with paragraphs 2 and 3 of the Maintenance Management Agreement and Fleet Rental Agreement entered into between the parties.
2. TERM
The Enterprise Master Equity Lease Agreement, Section 2 will govern the Term , however, the parties acknowledge, understand and agree, due to the not to exceed amount listed in paragraph 1(a), the City is not obligated by this Supplemental Agreement or any of the Enterprise Agreements to extend the term of the lease or maintenance of any leased vehicles past April 18, 2026. Further, the City retains the option to grant up to one (1)-year renewal of such authority, exercisable by a writing by the City Manager and the City Attorney.
3. INSURANCE
The City’s insurance requirements for the leased vehicles shall be consistent with paragraph 11 in the Master Equity Lease Agreement and Master Walkaway Lease Agreement.
4. EXECUTION OF AGREEMENTS WITH ENTERPRISE
With approval from the City Council, the City Manager shall execute the following four (4) Agreements between Enterprise and the City:
• Mater Walkaway Lease Agreement
• Master Equity Lease Agreement
• Maintenance Management and Fleet Rental Agreement
• Supplemental Agreement
The parties shall comply with the terms and conditions set forth in all four Agreements listed herein.
City Council
24 –
23 12/19/2023
5. PREVIOUS LEASE AGREEMENTS
The parties agree the Enterprise Agreements referred to herein do not alter, change, modify, amend, revise, supplement or change the terms and conditions for any prior pending and/or existing agreements for vehicles leased by the City from Enterprise prior to the effective date of these Agreements, or December 19, 2023. The City is not obli gated by any of the other Enterprise Agreements to extend the term of the lease or maintenance of any vehicles past April 18, 2026.
6. MISCELLANEOUS PROVISIONS
a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney’s fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written.
ATTEST: CITY OF SANTA ANA
Jennifer L. Hall Thomas R. Hatch
City Clerk Interim City Manager
APPROVED AS TO FORM:
SONIA R. CARVALHO ENTERPRISE FM TRUST:
City Attorney
By:
Tamara Bogosian By:
Senior Assistant City Attorney
RECOMMENDED FOR APPROVAL:
Robert Rodriguez Minh Thai
Acting Chief of Police Executive Director
Planning and Building
City Council
24 –
24 12/19/2023
Public Works Agency
www.santa-ana.org/public-works
Item # 25
City of Santa Ana
20 Civic Center Plaza, Santa Ana, CA 92701
Staff Report
December 19, 2023
TOPIC: Water Well 32 Project
AGENDA TITLE
Adopt a Reimbursement Resolution Approving an Updated Construction Installment Sale Agreement with the California State Water Resources Control Board for Financing of the Well 32 Nitrate Treatment Project (Non-General Fund)
RECOMMENDED ACTION
Adopt a Reimbursement Resolution with the California State Water Resources Control Board for financing of the Well 32 Nitrate Treatment Project, in an amount up to $13,761,712.
RESOLUTION NO. 2023-XXX entitled A RESOLUTION OF THE CITY COUNCIL OF
THE CITY OF SANTA ANA AUTHORIZING THE REIMBURSEMENT OF FUNDING FOR THE WELL 32 NITRATE TREATMENT AND REHABILITATION PROJECT FROM
THE STATE WATER RESOURCES CONTROL BOARD
GOVERNMENT CODE §84308 APPLIES: No
DISCUSSION
The Public Works Agency’s Water Resources Division (Water Resources Division) oversees and maintains the daily operations of the City’s water and sanitary sewer systems. In an effort to find cost-effective solutions to maintain and improve the City’s water system infrastructure, the Water Resources Division has sought out funding mechanisms such as the California State Water Resources Control Board’s (SWRCB) Drinking Water State Revolving Fund (SRF). The SRF assists public water systems in financing the cost of drinking water infrastructure projects needed to achieve or maintain compliance with Safe Drinking Water Act (SDWA) requirements. The City was originally awarded a SRF loan in the amount of $5,290,000 to complete the Well 32 Nitrate Treatment Project (Project).
The Well 32 Nitrate Treatment Project will rehabilitate Well 32, located in Morrison Park, which has been inactive for over 15 years due to low operating efficiencies and nitrate levels above the state threshold. The Project will construct approximately 3,600 feet of new pipeline to convey the well’s flow to the Garthe Reservoir where the water will be blended with other water sources to reduce the nitrate levels to well below the state
City Council
25 –
1 12/19/2023
Water Well 32 Project
December 19, 2023
3 9
1 3
threshold for drinking water. It is estimated that the project will provide the City with an additional 4,000 acre feet (1,303,600,000 gallons) of water per year. Placing Well 32 back in the City’s water system will improve system efficiency and reduce the burden on other water-producing facilities.
After the conclusion of a competitive bidding process, the City Council awarded a construction contract to Pacific Hydrotech Corp. in the amount of $12,795,865 and a total estimated project delivery cost $16,634,625 to complete the Project. Due to the low-interest nature of the SRF loan, Staff has requested an increased loan amount of $13,761,712, from the previously-approved $5,290,000, to help fund the project.
Approval of the Reimbursement Resolution (Exhibit 1) will allow Staff to satisfy SWRCB requirements for consideration of the requested loan increase. Staff will return to Council for approval of any amendment to the funding agreement, should the request be approved by SWRCB.
FISCAL IMPACT
Funds are available in the current fiscal year, FY 2023-24, to pay estimated administrative and grant fund fees in Water Debt Service, Contract Services- Professional expenditure account (No. 06017020-62300). Principal and interest payments are due annually beginning one year after construction completion date of June 30, 2025. Funds for debt servicing will be budgeted in Water Debt Service, Principal-Debt Services expenditure account (No. 06017020-67100) and Interest-Debt Services expenditure account (No. 06017020-67110) for FY 2025-26 through FY 2054-
55. Loan reimbursement disbursements will be recorded in Water Fund, Notes/Loan Payable account (No. 06001001-27000). The project costs are estimated at $16,634,625 and Staff continues to seek funding to fully fund the delivery of this project.
EXHIBIT(S)
1. Reimbursement Resolution
Submitted By: Nabil Saba, Executive Director Public Works Approved By: Tom Hatch, Interim City Manager
City Council
25 –
2 12/19/2023
Resolution No. 2023-XXX
RESOLUTION NO. 2023-XXX
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA
ANA AUTHORIZING THE REIMBURSEMENT OF FUNDING FOR
THE WELL 32 NITRATE TREATMENT AND REHABILITATION
PROJECT FROM THE STATE WATER RESOURCES CONTROL
BOARD
WHEREAS, the City of Santa Ana (“City”) desires to finance the costs of constructing and/or reconstructing certain public facilities and improvements relating to its water and wastewater system, specifically the Well 32 Nitrate Treatment and Rehabilitation Project (“Project”); and
WHEREAS, the City int ends to finance the construction and/or reconstruction of the Project or portions of the Project with moneys (“Project Funds”) provided by the State of California, acting by and through the State Water Resources Control Board (“State Water Board”); and
WHEREAS, the State Water Board may fund the Project Funds with proceeds from the sale of obligations the interest upon which is excluded from gross income for federal income tax purposes (the “Obligations”); and
WHEREAS, prior to the issuance of the Obligat ions or the approval by the State Water Board of the Project Funds, the City desires to incur certain capital expenditures (the “Expenditures”) with respect to the Project from available moneys of the City; and
WHEREAS, the City has determined that those moneys to be advanced on and after the date hereof to pay the Expenditures are available only for a temporary period, and it is necessary to reimburse the City for the Expenditures from the proceeds of the Obligations.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Santa Ana as follows:
Section 1. The City hereby states its intention and reasonably expects to reimburse Expenditures paid prior to the issuance of the Obligations or the approval by the State Water Board of the Project Funds.
Section 2. The reasonably expected maximum principal amo unt of the Project Funds is $13,761,712.
Section 3. This Resolution is being adopted no later than 60 days after the date on which the City will expend moneys for the construction portion of the Project costs to be reimbursed with Project Funds.
City Council
25 –
3 12/19/2023
Resolution No. 2023-XXX
Section 4. Each City expenditure will be of a type properly chargeable to a capital account under general federal income tax principles.
Section 5. To the best of its knowledge, the City is not aware of the previous adoption of official intents by the City that have been made as a matter of course for the purpose of reimbursing expenditures and for which tax-exempt obligations have not been issued.
Section 6. This Resolution is adopted as official intent of the City in order to comply with Treasury Regulation Section 1.150-2 and any other regulations of the Internal Revenue Service relating to the qualification for reimbursement of Project costs.
Section 7. All the recitals in this Resolution are true and correct, and the City so finds, determines, and represents.
Section 8. This Resolution shall take effect immediately upon its adoption by the City Council, and the City Clerk shall attest to and certify the vote adopting this Resolution.
ADOPTED this _____ day of ____________, 2023.
________________________________
Valerie Amezcua
Mayor
APPROVED AS TO FORM:
Sonia R. Carvalho, City Attorney
By:
Brandon Salvatierra
Deputy City Attorney
AYES: Councilmembers
NOES: Councilmembers
ABSTAIN: Councilmembers
NOT PRESENT: Councilmembers _
City Council
25 –
4 12/19/2023
Resolution No. 2023-XXX
CERTIFICATION OF ATTESTATION AND ORIGINALITY
I, Jennifer L. Hall, City Clerk, do hereby attest to and certify the attached Resolution No. 2023-XXX to be the original resolution adopted by the C ity Council of the City of Santa Ana on _______________.
Date: ______________________ ________________________________ City Clerk
City of Santa Ana
City Council
25 –
5 12/19/2023
Public Works Agency
www.santa-ana.org/public-works
Item # 26
City of Santa Ana
20 Civic Center Plaza, Santa Ana, CA 92701
Staff Report
December 19, 2023
TOPIC: Adopt OCTA Funding Program Eligibility Requirements
AGENDA TITLE
Resolution to Adopt and Approve for Submission of the Fiscal Year 2022-23 Measure M2 Year-End Expenditure Report
RECOMMENDED ACTION
Adopt a resolution approving the Measure M2 Annual Expenditure Report for Fiscal Year 2022-23, and authorize submission of the report to the Orange County Transportation Authority, as required by Measure M2 Funding Eligibility Guidelines.
RESOLUTION NO. 2023-XXX entitled A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA CONCERNING THE MEASURE M2 EXPENDITURE
REPORT FOR THE CITY OF SANTA ANA
GOVERNMENT CODE §84308 APPLIES: No
DISCUSSION
In November 1990, Orange County voters approved Measure M, a 20-year one-half- cent sales tax to fund transportation projects in Orange County. Sixteen years later, in November 2006, the voters again approved the Renewal of Measure M, referred to as M2, for an additional thirty years. M2 became effective in April 2011, and the net revenues generated by M2 contribute to two types of grant funding: Local Fair Share (LFS) and Competitive. All Orange County cities are eligible for LFS funding, which is distributed based on population, number of existing Master Plan of Arterial Highways centerline miles, and taxable sales. Under the competitive component of M2 funding, cities must compete and demonstrate support of regional transportation to successfully qualify for grant monies. Fulfilling M2 eligibility requirements also allows the City to qualify for other regional competitive OC Go M2 grant funding opportunities.
Each year local agencies are required to submit documentation to the Orange County Transportation Authority (OCTA) that includes the End of Year Expenditure Report adopted via Resolution. The Expenditure Report (Exhibit 1) is a detailed financial document submitted by each jurisdiction which is used to track and validate financial activity related to the Renewed Measure M2 and other improvement funds. The report accounts for receipt, interest earned, and use of Measure M2 and other funds while
City Council
26 –
1 12/19/2023
Adopt OCTA Funding Program Eligibility Requirements
December 19, 2023
3 9
1 8
delineating the distribution of actual revenue and expenditures consistent with Maintenance of Effort requirements. Adoption of the Measure M2 Annual Expenditure Report by Resolution (Exhibit 2) is a required reporting element that must be submitted within six months of the jurisdiction’s fiscal year end.
Staff recommends that the City Council approve both Recommended Actions to continue with the flow of M2 project funding, while maximizing grant compliance under the grant eligibility requirements presented.
FISCAL IMPACT
Approval of the Recommended Action will maintain the City’s eligibility to receive Measure M2 funds annually. Upon renewal of Measure M2 eligibility, the City of Santa Ana is anticipated to receive an estimated $6.7 million in LFS funds and potentially over $30 million in M2 competitive grant funds for Fiscal Year 2023-24. In the past, the City has received an average of $20 million dollars in combined annual revenue from M2 LFS and competitive fund program allocations. If the Recommended Actions are not approved, the City will lose Measure M2 LFS revenue, along with the ability to apply for and receive future OCTA Comprehensive Transportation Funding Program competitive grant funds.
EXHIBIT(S)
1. Measure M2 Year-End Expenditure Report
2. Resolution – M2 Year-End Expenditure Report
Submitted By: Nabil Saba, P.E., Executive Director – Public Works Agency Approved By: Tom Hatch, Interim City Manager
City Council
26 –
2 12/19/2023
EXHIBIT 1
City Council
26 –
3 12/19/2023
City Council
26 –
4 12/19/2023
City Council
26 –
5 12/19/2023
City Council
26 –
6 12/19/2023
City Council
26 –
7 12/19/2023
City Council
26 –
8 12/19/2023
Resolution No. 2023-XXX
RESOLUTION NO. 2023-XXX
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
SANTA ANA CONCERNING THE MEASURE M2
EXPENDITURE REPORT FOR THE CITY OF SANTA ANA
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. Local jurisdictions are required to meet eligibility requirements and submit eligibility verification packages to the Orange County Transportation Authority (OCTA) in order to remain eligible to receive M2 funds.
B. Local jurisdictions are required to adopt an annual M2 Expenditure Report as part of one of the eligibility requirements.
C. Local ju risdictions are required to account for Net Revenues, developer/traffic impact fees, and funds expended by local jurisdiction in the M2 Expenditure Report that satisfy the Maintenance of Effort requirements.
D. The M2 Expenditure Report shall include all Net Revenue fund balances, interest earned and expenditures identified by type and program or project.
E. The M2 Expenditure Report must be adopted and submitted to the OCTA each year within six months of the end of the local jurisdiction’s fiscal year to be eligible to receive Net Revenues as part of M2.
Section 2. The City Council of the City of Santa Ana hereby finds that the FY 2022/23 Measure M2 Expenditure Report is in conformance with the template provided in the Measure M2 Eligibility Guidelines and acc ounts for Net Revenues including interest earned, expenditures during the fiscal year, and balances at the end of fiscal year.
Section 3. The M2 Expenditure Report is hereby adopted by the City of Santa Ana.
Section 4. The City of Santa Ana Finance Director is hereby auth orized to sign and submit the M2 Expenditure Report to OCTA for the fiscal year 2022/23.
EXHIBIT 2
City Council
26 –
9 12/19/2023
Resolution No. 2023-XXX
Section 5. This Resolution shall take effect immediately upon its adoption by the City Council, and the City Clerk shall attest to and certify the vote adopting this Resolution.
ADOPTED this ____ day of _______________, 2023.
Valerie Amezcua
Mayor
APPROVED AS TO FORM:
Sonia R. Carvalho, City Attorney
By:
Jonathan T. Martinez
Assistant City Attorney
AYES: Councilmembers
NOES: Councilmembers
ABSTAIN: Councilmembers
NOT PRESENT: Councilmembers _
CERTIFICATE OF ATTESTATION AND ORIGINALITY
I, ___________, City Clerk, do hereby attest to and certify the attached Resolution No. 2023-XXX to be the original resolution adopted by the City Council of the City of Santa Ana on _______________.
Date:
City Clerk
City of Santa Ana
City Council
26 –
10 12/19/2023
Public Works Agency
www.santa-ana.org/public-works
Item # 27
City of Santa Ana
20 Civic Center Plaza, Santa Ana, CA 92701
Staff Report
December 19, 2023
TOPIC: Walnut Street Urban Greening Project
AGENDA TITLE
Adopt Resolution Authorizing the Executive Director of Public Works Agency to Execute Grant Agreement with the California Department of Transportation for the Walnut Street Urban Greening Project
RECOMMENDED ACTION
Adopt a resolution authorizing the Executive Director of Public Works Agency to execute a grant agreement with the California Department of Transportation for the Walnut Street Urban Greening Project.
RESOLUTION NO. 2023-XXX entitled A RESOLUTION OF THE CITY COUNCIL OF
THE CITY OF SANTA ANA AUTHORIZING THE EXECUTIVE DIRECTOR OF THE
PUBLIC WORKS AGENCY TO EXECUTE AGREEMENTS WITH THE CALIFORNIA
DEPARTMENT OF TRANSPORTATION FOR THE WALNUT STREET URBAN
GREENING PROJECT
GOVERNMENT CODE §84308 APPLIES: No
DISCUSSION
The Walnut Street Urban Greening Project – Phase I is located in central Santa Ana, adjacent to the Pacific Park Neighborhood and South Main Business District. It is within the North Focus Area as identified in the South Main Street Vision Plan (SMVP) and involves converting the street Right-of-Way (ROW) along a section of Walnut Street, from Main Street to the Court Avenue alley, to greenway and public open space.
The SMVP, covering a two-mile length of Main Street and periphery areas, was adopted by City Council in 2016 following an extensive community outreach process with a purpose to revitalize the area to enhance the residential and business communities along the Main Street Corridor. The Walnut Street project was identified in the SMVP in response to a community call for open space which does not currently exist in the area.
Improvements identified in the SMVP directly on Main Street were implemented in 2022-2023 as part of a complete street improvement project. However, the Open Space and Arts components were not included at that time due to budget limitations.
City Council
27 –
1 12/19/2023
Walnut Street Urban Greening Project
December 19, 2023
3 9
2 0
On April 1, 2023, the City of Santa Ana Public Works Agency Parks, Fleet, and Facilities Services Division submitted a grant application to the Clean California Local Grant Program. The latest initiative provides funding to cities and local agencies to clean and revitalize public places, enhance public health, cultural connection, and community placemaking by improving public spaces for walking and recreation. On November 15, 2023, the State of California announced that grant application for the Walnut Street Urban Greening project was awarded funding in the amount of $398,000, with no City match requirement.
As a component of the grant award process, resolutions authorizing the Executive Director of Public Works Agency to execute Restricted Grant Agreements (Exhibit 1) for the project is required.
FISCAL IMPACT
There is no fiscal impact associated with this action. Staff will return to Council with a request for approval of further actions and will indicate the fiscal impact of any such awards and associated expenditures at that time.
EXHIBIT(S)
1. Resolution – Walnut Street Urban Greening Project
Submitted By: Nabil Saba, Executive Director, Public Works Agency Approved By: Tom Hatch, Interim City Manager
City Council
27 –
2 12/19/2023
Resolution No. 2023-XXX
RESOLUTION NO. 2023-XXX
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
SANTA ANA AUTHORIZING THE EXECUTIVE DIRECTOR
OF THE PUBLIC WORKS AGENCY TO EXECUTE
AGREEMENTS WITH THE CALIFORNIA DEPARTMENT OF
TRANSPORTATION FOR THE WALNUT STREET URBAN
GREENING PROJECT
WHEREAS, the City of Santa Ana is eligible to receive Federal and/or State funding for certain transportation planning related plans, through the California Department of Transportation;
WHEREAS, the City of Santa Ana Public Works Agency submitted a successful application for funding from the Clean California Local Grant Program for the Walnut Street Urban Greening Project;
WHEREAS, a Restricted Grant Agreement is needed to be executed with the California Department of Transportation before such funds can be claimed through the Clean California Local Grant Program; and
WHEREAS, the City Council wishes to delegate a uthorization to execute these agreements and amendments thereto.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Santa Ana as follows:
Section 1. The Executive Director of the Public Works Agency, or designee, is authorized to execute all Grant Agreements and any amendments thereto with the California Department of Transportation for the Walnut Street Urban Greening Project.
Section 2. 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 December, 2023.
Valerie Amezcua
Mayor
EXHIBIT 1
City Council
27 –
3 12/19/2023
Resolution No. 2023-XXX
APPROVED AS TO FORM:
Sonia R. Carvalho, City Attorney
By:
Brandon Salvatierra
Deputy City Attorney
AYES: Councilmembers
NOES: Councilmembers
ABSTAIN: Councilmembers
NOT PRESENT: Councilmembers _
City Council
27 –
4 12/19/2023
Resolution No. 2023-XXX
CERTIFICATE OF ATTESTATION AND ORIGINALITY
I, Jennifer L. Hall, City Clerk, do hereby certify the attached Resolution No. 2023- ____ to be the original resolution adopted by the City Council of the City of Santa Ana on _____________________, 2023.
Date:
Jennifer L. Hall
City Clerk
City Council
27 –
5 12/19/2023
Public Works Agency
www.santa-ana.org/public-works
Item # 28
City of Santa Ana
20 Civic Center Plaza, Santa Ana, CA 92701
Staff Report
December 19, 2023
TOPIC: Resolution for Caltrans Clean California Local Grant Program
AGENDA TITLE
Adopt a Resolution Authorizing the Executive Director of the Public Works Agency to Execute Grant Agreements with the California Department of Transportation for the Santa Ana Bus Stop Facility Improvements Project
RECOMMENDED ACTION
Adopt a Resolution Authorizing the Executive Director of the Public Works Agency to Execute Grant Agreements with the California Department of Transportation for the Santa Ana Bus Stop Facility Improvements Project
RESOLUTION NO. 2023-XXX entitled A RESOLUTION OF THE CITY COUNCIL OF
THE CITY OF SANTA ANA AUTHORIZING THE EXECUTIVE DIRECTOR OF THE
PUBLIC WORKS AGENCY TO EXECUTE AGREEMENTS WITH THE CALIFORNIA
DEPARTMENT OF TRANSPORTATION FOR THE SANTA ANA BUS STOP FACILITY
IMPROVEMENTS PROJECT
GOVERNMENT CODE §84308 APPLIES: No
DISCUSSION
The Clean California Local Grant Program (CCLGP) is a competitive statewide program created to beautify and clean up local streets and roads, tribal lands, parks, pathways, transit centers, and other public spaces. A total amount of $114.5 million was made available statewide for projects that reduced waste and debris, installed measures to beautify and improve public spaces and mitigate the urban heat island effect, improved public spaces for walking and recreation, and advanced equity for underserved communities.
The Public Works Agency submitted a successful application for $398,000 of funding for Orange County Transportation Authority (OCTA) bus stop facility improvements throughout the City of Santa Ana. This project will provide one new bus shelter, 34 benches, 28 trash bins, two trees, and up to five selected sidewalk repairs. These improvements foster the District Transit Partnership primary objective of enhancing the cleanliness and attractiveness of bus stops within the City of Santa Ana. The shelter and benches will afford transit users the ability to comfortably sit while waiting for bus
City Council
28 –
1 12/19/2023
Resolution for Caltrans Clean California Local Grant Program December 19, 2023
3 9
0 9
arrivals and the new trash bins will decrease the amount of litter and debris at the bus shelters.
A resolution authorizing the Executive Director of the Public Works Agency to enter into the Restricted Grant Agreement (RGA) with Caltrans (Exhibits 1 and 2) is required for the project.
FISCAL IMPACT
There is no fiscal impact associated with this action. Staff will return to the City Council with a request for approval of further actions and will indicate the fiscal impact and associated expenditures at that time.
EXHIBIT(S)
1. Resolution
2. Restricted Grant Agreement
Submitted By: Nabil Saba, P.E., Executive Director – Public Works Agency Approved By: Tom Hatch, Interim City Manager
City Council
28 –
2 12/19/2023
Resolution No. 2023-XXX
RESOLUTION NO. 2023-XXX
A
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
SANTA ANA AUTHORIZING THE EXECUTIVE DIRECTOR
OF THE PUBLIC WORKS AGENCY TO EXECUTE
AGREEMENTS WITH THE CALIFORNIA DEPARTMENT OF
TRANSPORTATION FOR THE S ANTA ANA BUS STOP
FACILITY IMPROVEMENTS PROJECT
W
HEREAS, the City of Santa Ana is eligible to receive State funding for certain transportation-related work through the California Department of Transportation; WHEREAS, the City of Santa Ana Public Works Agency submitted a successful application for funding from the Clean California Local Grant Program for the Santa Ana Bus Stop Facility Improvements Project;
WHEREAS, a Restricted Grant Agreement is needed to be executed with the California Department of Transportation before such funds can be claimed through the Clean California Local Grant Program; and
WHEREAS, the City Council wishes to delegate authorization to execute these Agreements and amendments thereto.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Santa Ana as follows:
Section 1. The Executive Director of the Public Works Agency, or designee, is authorized to execute all Grant Agreements and any amendments thereto with the California Department of Tr ansportation for the S anta Ana Bus Stop Facility Improvements Project.
Section 2. 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 December, 2023.
Val erie Amezcua
Mayor
EXHIBIT 1
City Council
28 –
3 12/19/2023
Resolution No. 2023-XXX
AP
PROVED AS TO FORM:
Sonia R. Carvalho, City Attorney
B
y:
Brandon Salvatierra
Deputy City Attorney
A
YES: Councilmembers
N
OES: Councilmembers
A
BSTAIN: Councilmembers
N
OT PRESENT: Councilmembers _
C
ERTIFICATE OF ATTESTATION AND ORIGINALITY
I, Jennifer L. Hall, City Clerk, do hereby certify the attached Resolution No. 2023- ____ to be the original r esolution adopted by the City Council of the City of Santa Ana on _____________________, 2023.
Date:
Jennifer L. Hall
City Clerk
City Council
28 –
4 12/19/2023
City of Santa Ana
Agreement Number 12-TRANSIT-06
AMS ADV ID: 1224000031
Clean California Local Grant Program (State)
Restricted Grant Agreement
This Restricted Grant Agreement (RGA), between the State of California acting by and through its Department of Transportation, referred to herein as CALTRANS, and the CITY OF SANTA ANA, hereinafter referred to as AGENCY, will commence on September 1, 2023, or upon approval by CALTRANS, whichever occurs later. This RGA is of no effect unless approved by CALTRANS.
AGENCY shall not receive payment for work performed prior to approval of this RGA and before receipt of Notice to Proceed from CALTRANS. This RGA shall expire on June 30, 2025.
Recitals
1. Under this RGA, CALTRANS intends to convey State restricted grant funds to AGENCY, pursuant to Budget Act Line Item 2660-130-0001, who will implement the project pursuant to the attached Approved Grant Application and Amendment(s) to Grant Application, Attachment III under the terms, covenants, and conditions of this RGA.
2. CALTRANS and AGENCY intend that only funds that are authorized as restricted grants will be subject to this RGA, and that no funds that should be the subject of a Joint Powers Agreement, Interagency Agreement, or other non-grant agreement shall be subject to this RGA.
3. WHEREAS, the Clean CA Program, through its Clean CA Local Grants Program, is authorized under California Streets and Highways Code Section 91.41 to provide funding and resources to support local projects that advance the program's goals and objectives;
4. WHEREAS, California Streets and Highways Code Section 91.41 provides the legislative authority for the Clean CA Program to advance the following intent and objectives:
a. Reduce Waste and Beautify Public Spaces: The primary goal of the program is to allocate grants to local and regional public agencies, transit agencies, and tribal governments to reduce waste and debris within public rights-of-way, tribal lands, parks, pathways, transit centers, and other public spaces. The program aims to enhance, rehabilitate, restore, or install measures to beautify and improve these public spaces. b. Improve Public Health and Community Placemaking: The program seeks to enhance public health, cultural connection, and community placemaking by improving public spaces for walking and recreation. By investing in the improvement of these spaces, it aims to create a positive and welcoming environment for the community. c. Promote Equity for Underserved Communities: The program places a strong emphasis on advancing equity for underserved communities.
d. Support Sustainable Practices: The program encourages the implementation of sustainable practices in the beautification and enhancement of public spaces. This includes greening efforts, such as providing shade and reducing the urban heat island effect, as well as using native, low-water plants.
e. Engage Local Communities: The program promotes community engagement by requiring project proposals to reflect community priorities. It encourages the involvement of local communities in the development and selection of projects to ensure they meet the needs and preferences of the affected population.
f. Prohibit Displacement of Persons Experiencing Homelessness: The program prohibits grants from funding projects that displace persons experiencing homelessness. This EXHIBIT 2
City Council
28 –
5 12/19/2023
City of Santa Ana
Agreement Number 12-TRANSIT-06
AMS ADV ID: 1224000031
reflects the intention to address public space improvements without negatively impacting vulnerable populations.
g. Transparent and Efficient Grant Allocation: The program requires the program to issue a call for projects and announce grant awards. The guidelines for allocating grants must include project selection criteria and program evaluation metrics.
5. WHEREAS, the purpose of this RGA is to authorize Caltrans districts to enter into agreements with local agencies to support the development, implementation, and funding of transit partnership projects that align with the goals and priorities of the Clean CA Program and comply with California Streets and Highways Code Section 91.41;
6. WHEREAS, this RGA establishes a framework for Caltrans districts to provide financial contributions and other assistance to local agencies, fostering effective collaboration and coordination to deliver successful transit partnership projects;
7. WHEREAS, this RGA emphasizes transparency, objective evaluation, and fair allocation of resources, ensuring that projects scoring higher based on established criteria receive prioritization for funding and implementation;
8. WHEREAS, the Clean CA Program facilitates collaboration between Caltrans districts and local agencies to develop and implement transit partnership projects on local right-of-way to address transit demand, usage, and ridership in a strategic and impactful manner that align with the goals and priorities of the Clean CA Program and comply with California Streets and Highways Code Section 91.41;
9. WHEREAS, the Clean CA Program, in partnership with Caltrans districts, seeks to enhance local right-of-way areas to address transit needs, waste management challenges, graffiti mitigation, and aesthetic enhancement, thereby contributing to a positive and enjoyable transit experience for the community
10. WHEREAS, the Clean CA Program, established by the State of California, is a transformative initiative which promotes sustainable transportation alternatives, reducing greenhouse gas emissions, and combatting climate change to improve the overall quality of life for residents and visitors of California;
11. WHEREAS, the Clean CA Program envisions a comprehensive approach to address transportation challenges, enhance transit infrastructure, and support local agencies in their efforts to create efficient, safe, and environmentally friendly transit options;
12. NOW, THEREFORE, in consideration of the premises and mutual covenants herein contained, the Parties enter into this Contribution Agreement to advance the purpose and intent of the Clean CA transit initiative, harnessing the legislative authority provided under California Streets and Highways Code Section 91.41, and collaborating on transit partnership projects that contribute to a sustainable, innovative, and well-connected transportation network throughout the State of California.
Now, Therefore, based upon the terms, covenants, and conditions of this RGA, the parties agree as follows:
Section I
AGENCY Agrees:
To timely and satisfactorily complete all Project work described in Attachment III (“Project Work”) within the project budget and in accordance with the items of this RGA.
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Agreement Number 12-TRANSIT-06
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Section ll
CALTRANS Agrees:
That when conducting an audit of the costs claimed by AGENCY under the provisions of this RGA, to conduct the audit in accordance with applicable laws and regulations.
Section lII
It Is Mutually Agreed:
1. Under this RGA, CALTRANS will convey State grant restricted funds to AGENCY, pursuant to Budget Act Line Item 2660-130-0001, and AGENCY will use the funds to only conduct the scope of work identified in this agreement and authorized by Streets and Highway Code section 91.41 The funds subject to this RGA must be identified as available to a public entity that is responsible for implementing the scope of work authorized under the Clean California Program in CALTRANS’ budget, and AGENCY represents and warrants that it is a public entity that is responsible for implementing the scope of work authorized under the Clean California Program.
2. Under this restricted grant, funds may be only used for the purposes set forth in this RGA, AGENCY Resolution (Attachment IV), Approved Grant Application and Amendment(s) to Grant Application (Attachment III), and the Grant Program Guidelines (Attachment I), and the funds may only be used for costs and expenses that are directly related to such purpose.
3. AGENCY shall perform all the duties and obligations described in Santa Ana Bus Stop Improvements, hereinafter “Project”, subject to the terms and conditions of this RGA and Approved Grant Application and Amendment(s) to Grant Application (Attachment III), which are attached hereto as Attachment III.
4. The resolution authorizing AGENCY to execute this RGA pertaining to the above-described Project is attached hereto as Attachment IV.
5. All services performed by AGENCY pursuant to this RGA shall be subject to and performed in accordance with California Streets and Highways Code §91.41 including, but not limited to, Government Code Section 14460(a)(1), as well as all applicable Federal, State, and Local laws, regulations, and ordinances, all applicable CALTRANS policies and procedures, and all applicable CALTRANS published manuals, including, but not limited to, the Grant Program Guidelines (Attachment I).
California Government Code Section 14460(a)(1) provides: “The department [CALTRANS], and external entities that receive state and federal transportation funds from the department, are spending those funds efficiently, effectively, economically, and in compliance with applicable state and Federal requirements. Those external entities include, but are not limited to, private for profit and nonprofit organizations, local transportation agencies, and other local agencies that receive transportation funds either through a contract with the department or through an agreement or grant administered by the department.”
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Agreement Number 12-TRANSIT-06
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6. Project funding is as follows:
Fund Title Fund Source Dollar Amount
Clean California Funds State General Fund (0001)
Budget Item 2660-130-001
State Program Code
20.30.010.900
FY 2022/23 $398,000.00
Total Project Costs $398,000.00
For Caltrans Use Only
I hereby Certify upon my own personal knowledge that budgeted funds are available for encumbrance.
Accounting Officer Printed
Name
Accounting Officer
Signature
Date Amount Certified
7. This RGA is exempt from the legal review and approval by the Department of General Services, pursuant to Legal Opinions of the Attorney General: 58 Ops. Cal. Atty. Gen. 586 (1975 ), 63 Ops.
Cal. Atty. Gen. 290 (1980), 74 Ops. Cal. Atty. Gen. 10 (1991), and 88 Ops. Cal. Atty. Gen. 56.
8. Notification of Parties
a. AGENCY’s Project Manager for Project is (NAME AND PHONE NUMBER). b. CALTRANS’ District Partnership Liaison is Eric Corona, (949) 279-9092. “District Partnership Liaison” as used herein includes his/her designee.
c. All notices herein provided to be given, or which may be given, by either party to the other, shall be deemed to have been fully given when made in writing and received by the parties at their respective addresses:
(AGENCY Name)
Attention: (Grantee Project Manager), (Project Manager Title) Phone Number: (XXX) XXX-XXXX
Email:
Address
City, California Zip
California Department of Transportation, District 12 Clean CA Partnership Liaison Attention: Eric Corona, Clean CA Program Manager
Phone Number: (949) 279-9092
Email: [email protected]
Address: 1750 East Fourth Street, #100
Santa Ana, CA 92705
9/26/2023
$398,000.00
Jennie Yee
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Agreement Number 12-TRANSIT-06
AMS ADV ID: 1224000031
9. Period of Performance
a. Reimbursable work under this RGA shall begin no earlier than on September 1, 2023, following the written approval of CALTRANS and AGENCY’s receipt of the Notice to Proceed letter of this RGA by CALTRANS. All reimbursable work shall terminate no later than December 31, 2024. Project closeout and final invoicing to CALTRANS must be submitted no later than June 30, 2025. Work incurred after December 31, 2024 will not be reimbursed. Payment shall be forfeit for any and all invoicing submitted to CALTRANS after June 30, 2025. Notwithstanding the foregoing, Caltrans will reimburse for actual close out costs incurred by AGENCY through June 30, 2025 (which, in total, shall not exceed 5% of the grant award). b. If requested by the CALTRANS District Partnership Liaison, AGENCY will attend a kickoff meeting with CALTRANS to be scheduled within one (1) week from receipt of Notice to Proceed sent by CALTRANS.
10. Changes in Terms/Amendments
This Agreement may only be amended or modified by mutual written agreement of the parties.
11. Cost Limitation
a. The maximum total amount granted and reimbursable to AGENCY pursuant to this RGA by CALTRANS shall not exceed $398,000.00.
b. It is agreed and understood that the Clean CA funds are limited to the amount granted.
CALTRANS will only reimburse the cost of services actually incurred in accordance with the provisions of this RGA and as authorized by the CALTRANS District Partnership Liaison at or below that fund limitation established herein.
12. Termination
a. CALTRANS reserves the right to terminate this RGA upon written notice to AGENCY at least 30 days in advance of the effective date of such termination in the event CALTRANS determines (at its sole discretion) that AGENCY failed to proceed with PROJECT Work in accordance with the terms of this RGA. In the event of termination for convenience, CALTRANS will reimburse AGENCY for all allowable, authorized, and non-cancelled costs up to the date of termination.
AGENCY shall return any unused advance amounts which cannot be supported by eligible expenditure documentation.
b. This RGA may be terminated by either party for any reason by giving written notice to the other party at least 30 days in advance of the effective date of such termination. In the event of termination for convenience, CALTRANS will reimburse AGENCY for all costs that are expressly allowable, pre-authorized in writing, and non-cancellable, up to the date of termination. c. AGENCY has 60 days after the Termination Date to submit accurate invoices to CALTRANS to make final allowable payments for Project costs in accordance with the terms of this RGA.
Failure to submit invoices within this period of time shall result in a waiver by AGENCY of its right to reimbursement of expended costs. Costs that are reimbursed and later determined to be ineligible for reimbursement shall be returned by AGENCY to CALTRANS.
13. Budget Contingency Clause
a. It is mutually agreed that if the US Congress or the State Legislature fail to appropriate or allocate funds during the current year and/or any subsequent years covered under this RGA do not appropriate sufficient funds for the program, this RGA shall be of no further force and effect.
In this event, CALTRANS shall have no liability to pay any funds whatsoever to AGENCY or to
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furnish any other considerations under this RGA and AGENCY shall not be obligated to perform any provisions of this RGA.
b. The certification of FY 2023/24 funds will be contingent upon the passage of the FY 2023/24 Budget. Payment for any work performed that is funded by FY 2023/24 will be delayed if the FY 2023/24 Budget is not signed by June 30, 2023. Pursuant to Government Code (GC), Section 926.10, no late payment penalty shall accrue during any time period for which no Budget Act in effect.
c. If funding for any fiscal year is reduced or deleted by US Congress or State Legislature for purposes of this program, CALTRANS shall have the option to either terminate this RGA with no liability occurring to CALTRANS, or offer an RGA Amendment to AGENCY to reflect reduced amount.
14. Payment and Invoicing
a. AGENCY, its contractors, subcontractors and sub-recipients shall establish and maintain an accounting system and records that properly accumulate and segregate incurred Project costs and matching funds by line. The accounting system of AGENCY, its contractors, all subcontractors, and sub-recipients shall conform to Generally Accepted Accounting Principles (GAAP) and any standards specified by the source of funds, to enable the determination of incurred costs at interim points of completion, and to provide support for reimbursement payment vouchers or invoices.
b. The method of payment for this RGA will be based on the actual allowable costs that are incurred in accordance with the provisions of this RGA and in the performance of the Approved Grant Application and Amendment(s) to Grant Application (Attachment III). CALTRANS will reimburse AGENCY for expended actual allowable direct costs, and including, but not limited to, labor costs, travel, and contracted consultant services costs incurred by AGENCY in performance of the Project Work. Indirect costs are reimbursable only if the AGENCY has identified the estimated indirect cost rate in Attachment II and an approved Indirect Cost Allocation Plan or an Indirect Cost Rate Proposal as set forth in Section III–Cost Principles, Item 16d. The total cost shall not exceed the cost reimbursement limitation set forth in Section III–Cost Limitations, Item 11a. Actual costs shall not exceed the estimated wage rates, labor costs, travel, and other estimated costs and fees set forth in Attachment III without an amendment to this RGA, as agreed between CALTRANS and AGENCY. c. Reimbursement of AGENCY expenditures will be authorized only for those allowable costs actually incurred by AGENCY in accordance with the provisions of this RGA and in the performance of Project Work. AGENCY must not only have incurred the expenditures on or after the start date and the issuance of the Notice to Proceed letter for this RGA and before the Expiration Date but must have also paid for those costs to claim any reimbursement. d. The AGENCY indirect cost rate must be approved in writing by the California Department of Transportation Independent Office of Audits and Investigations or federal cognizant agency before any reimbursement payment is made by CALTRANS to AGENCY for such cost. e. Travel expenses and per diem rates are not to exceed the rate specified by the State of California Department of Human Resources for similar employees (i.e. non-represented employees) unless written verification is supplied that government hotel rates were not then commercially available to AGENCY, its subrecipients, contractors, and/or subcontractors, at the time and location required as specified in the California Department of Transportation's Travel Guide Exception Process at the following link: https://travelpocketguide.dot.ca.gov/.
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Also see website for summary of travel reimbursement rules. f. AGENCY shall submit invoices to CALTRANS at least quarterly, but no more frequently than monthly, in arrears upon completion of project tasks, milestone and/or deliverables in accordance with the Project Timeline in Attachment III to the satisfaction of CALTRANS District Partnership Liaison
g. . Invoices shall reference this RGA Number and shall be signed and submitted to CALTRANS District Partnership Liaison, as stated in Section III–Notification of Parties, Item 8c. h. Invoices shall include the following information:
1) Names of the AGENCY personnel performing work
2) Dates and times of Project Work
3) Locations of Project Work
4) Itemized costs as set forth in Attachment III, including identification of each employee, contractor or subcontractor staff who provided services during the period of the invoice, the number of hours and hourly rates for each employee, contractor, sub-recipient or subcontractor staff member, authorized travel expenses with receipts, receipts for authorized materials or supplies, and contractor, subrecipient and subcontractor invoices. 5) AGENCY shall submit written progress reports with each set of invoices to allow CALTRANS District Partnership Liaison to determine if AGENCY is performing to expectations, is on schedule, is within funding cost limitations, to communicate interim findings, and to afford occasions for airing difficulties respecting special problems encountered so that remedies can be developed.
i. Incomplete or inaccurate invoices shall be returned to the AGENCY unapproved for correction.
Failure to submit invoices on a timely basis may be grounds for termination of this RGA for material breach per Section III–Termination, Item 12.
j. CALTRANS will reimburse AGENCY for all allowable Project costs at least quarterly, but no more frequently than monthly, in arrears as promptly as CALTRANS fiscal procedures permit upon receipt of an itemized signed invoice.
k. The RGA Expiration Date refers to the last date for AGENCY to incur valid Project costs or credits and is the date this RGA expires. AGENCY has until December 31, 2024 to make final allowable payments to Project contractors or vendors, and submit the Project’s Final Report, as defined in Attachment I and a final invoice to CALTRANS for reimbursement for allowable Project costs. Any unexpended Project funds not invoiced by the 60th day will be reverted and will no longer be accessible to reimburse late Project invoices contractor. l. The final invoice will be paid upon submission by AGENCY to CALTRANS and acceptance by CALTRANS of the Final Delivery Report. Complete final delivery reports and invoices must be submitted to CALTRANS by June 30, 2025.
15. Quarterly Progress Reporting
a. AGENCY shall submit written quarterly progress reports to the CALTRANS District Partnership Liaison to determine if AGENCY is performing to expectations, is on schedule, is within funding cost limitations, to communicate interim findings, and to afford occasions for airing difficulties respecting special problems encountered so that remedies can be developed.
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16. Cost Principles
a. AGENCY agrees to comply with Title 2, Code of Federal Regulations (CFR), Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards.
b. AGENCY agrees, and will assure that its contractors, sub-recipients, in-kind contributors, and subcontractors will be obligated to agree, that (a) Contract Cost Principles and Procedures, 48 CFR, Federal Acquisition Regulations System, Chapter 1, Part 31, et seq., shall be used to determine the allowability of individual Project cost items and (b) and (b) all parties shall comply with Federal administrative procedures in accordance with 2 CFR, Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards.
Every sub-recipient receiving Project funds as a sub-recipient, contractor, or subcontractor under this RGA shall comply with Federal administrative procedures in accordance with 2 CFR, Part 200, Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards to the extent applicable. c. Any Project costs for which AGENCY has received payment or credit that are determined by subsequent audit to be unallowable under 2 CFR, Part 200, and/or Part 48, Chapter 1, Part 31, are subject to repayment by AGENCY to CALTRANS. Should AGENCY fail to reimburse moneys due CALTRANS within 30 days of discovery or demand, or within such other period as may be agreed in writing between the parties hereto, CALTRANS is authorized to intercept and withhold future payments due AGENCY from CALTRANS or any third-party source, including, but not limited to, the State Treasurer, the State Controller or any other fund source.
d. Prior to AGENCY seeking reimbursement of indirect costs, AGENCY must have identified estimated indirect cost rate in Attachment II, prepare and submit annually to CALTRANS for review and approval an indirect cost rate proposal and a central service cost allocation plan (if any) in accordance with 2 CFR, Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards and Chapter 5 of the Local Assistance Procedures Manual which may be accessed at: https://dot.ca.gov/-/media/dot- media/programs/local-assistance/documents/lapm/ch05.pdf e. AGENCY agrees and shall require that all its agreements with consultants and subrecipients contain provisions requiring adherence to this section in its entirety except for section c, above.
17. Americans with Disabilities Act
By signing this Agreement, LOCAL AGENCY assures CALTRANS that in the course of performing Project Work, it will fully comply with the applicable provisions of the Americans with Disabilities Act (ADA) of 1990, as amended, which prohibits discrimination on the basis of disability, as well as all applicable regulations and guidelines issued pursuant to the ADA (42 USC Section 12101 et seq.).
18. Iran Contracting Act
Proposed Contractor must complete and submit to CALTRANS the Iran Contracting Act Certification certifying that it is not on the most current DGS list of Entities Prohibited from Contracting with Public Entities in California per the Iran Contracting Act, 2010 (https://www.dgs.ca.gov/PD/Resources/Page-Content/Procurement-Division-Resources-List- Folder/List-of-Ineligible-Businesses), before the Agreement has been executed, unless Contractor is exempted from the certification requirement by Public Contract Code Section 2205(c) or (d). If
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claiming an exemption, the proposed Contractor shall provide written evidence that supports an exemption under Public Contract Code Section 2203(c) or (d) before execution of the Agreement.
19. Indemnification
a. Neither CALTRANS nor any officer or employee thereof is responsible for any injury, damage, or liability occurring by reason of anything done or omitted to be done by AGENCY, its officers, employees, agents, its contractors, its subrecipients, or its subcontractors under or in connection with any work, authority, or jurisdiction conferred upon AGENCY under this RGA.
It is understood and agreed that AGENCY shall fully defend, indemnify, and save harmless CALTRANS and all of CALTRANS’ officers and employees from all claims, suits, or actions of every name, kind, and description brought forth under, including, but not limited to, tortuous, contractual, likeness statutes under California Civil Code §§ 3344 and 3344.1, inverse condemnation, or other theories or assertions of liability occurring by reason of anything done or omitted to be done by AGENCY, its officers, employees, agents, contractors, subrecipients, or subcontractors under this RGA.
b. AGENCY agrees to fully defend, indemnify, and save harmless CALTRANS and all of its officers and employees from any and all claims, lawsuits, or legal actions, including reasonable attorneys’ fees and legal costs, relating to intellectual property claims arising from or related to the Project and/or any work procured under this RGA, including but not limited to claims based on (1) U.S. federal or state trademark infringement laws, (2) patent infringement laws (3) 17 U.S.C. §§ 101-810 (the Copyright Act of 1976, as modified), (4) 17 U.S.C. § 106A(a) (the Visual Artists Rights Act of 1990, “VARA”), (5) 17 U.S.C. § 113, (6) California Civil Code § 987 (the California Art Preservation Act), California Civil Code §989, or (7) any other rights arising under U.S. federal or state laws or under the laws of any other country that conveys rights and protections of the same nature as those conveyed under 17 U.S.C. §106A(a) and California Civil Code §987, including intellectual property claims arising from or related to breach of contract, inverse condemnation, conversion, and/or taking of property.
20. Nondiscrimination Clause (2 CCR 11105 Clause b)
a. During the performance of this RGA, the AGENCY, its contractors, its subrecipients, and its subcontractors shall not deny the contract's benefits to any person on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status, nor shall they discriminate unlawfully against any employee or applicant for employment because of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status. AGENCY shall ensure that the evaluation and treatment of employees and applicants for employment are free of such discrimination. b. AGENCY shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code Sections 12900 et seq.), the regulations promulgated thereunder (California Code of Regulations, Title 2, Sections 11000 et seq.), the provisions of Article 9.5, Chapter 1, Part 1, Division 3, Title 2 of the Government Code (Gov. Code Sections 11135-11139.5), and the regulations or standards adopted by CALTRANS to implement such article. c. AGENCY shall permit access by representatives of the Department of Fair Employment and Housing and CALTRANS upon reasonable notice at any time during the normal business hours, but in no case less than 24 hours' notice, to such of its books, records, accounts, and all other
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sources of information and its facilities as said Department or CALTRANS shall require to ascertain compliance with this clause.
d. AGENCY and its contractors, its sub-recipients, and its subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement.
e. AGENCY shall include the nondiscrimination and compliance provisions of this clause in all agreements with its sub-recipients, contractors, and subcontractors, and shall include a requirement in all agreements with all of same that each of them in turn include the nondiscrimination and compliance provisions of this clause in all contracts and subcontracts they enter into to perform work under this RGA.
21. Retention of Records/Audits
a. AGENCY, its contractors, subcontractors, and sub-recipients, agree to comply with Title 2, Code of Federal Regulations (CFR), Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards.
b. AGENCY, its contractors, subcontractors, and sub-recipients shall establish and maintain an accounting system and records that properly accumulate and segregate incurred Project costs and matching funds by line. The accounting system of AGENCY, its contractors, all subcontractors, and sub-recipients shall conform to Generally Accepted Accounting Principles (GAAP), enable the determination of incurred costs at interim points of completion, and provide support for reimbursement payment vouchers or invoices. All accounting records and other supporting papers of AGENCY, its contractors, subcontractors and sub-recipients connected with Project performance under this RGA shall be maintained for a minimum of three (3) years from the date of final payment to AGENCY and shall be held open to inspection, copying, and audit by representatives of CALTRANS, the California State Auditor, and auditors representing the federal government. Copies thereof will be furnished by AGENCY, its contractors, its subcontractors, and sub-recipients upon receipt of any request made by CALTRANS or its agents. In conducting an audit of the costs and match credits claimed under this RGA, CALTRANS will rely to the maximum extent possible on any prior audit of AGENCY pursuant to the provisions of State and AGENCY law. In the absence of such an audit, any acceptable audit work performed by AGENCY’s external and internal auditors may be relied upon and used by CALTRANS when planning and conducting additional audits. c. For the purpose of determining compliance with applicable State and AGENCY law in connection with the performance of AGENCY’s contracts with third parties pursuant to Government Code Section 8546.7, AGENCY, AGENCY’s sub-recipients, contractors, subcontractors, and CALTRANS, shall each maintain and make available for inspection all books, documents, papers, accounting records, and other evidence pertaining to the performance of such contracts, including, but not limited to, the costs of administering those various contracts. All of the above referenced parties shall make such materials available at their respective offices at all reasonable times during the entire Project period and for three (3) years from the date of final payment to AGENCY under this RGA. CALTRANS, the California State Auditor, or any duly authorized representative of CALTRANS or the United States Department of Transportation, shall each have access to any books, records, and documents that are pertinent to a Project for audits, examinations, excerpts, and transactions, and AGENCY shall furnish copies thereof if requested. d. AGENCY, its subrecipients, contractors, and subcontractors will permit access to all records of employment, employment advertisements, employment application forms, and other pertinent
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data and records by the State Fair Employment Practices and Housing Commission, or any other agency of the State of California designated by CALTRANS, for the purpose of any investigation to ascertain compliance with this RGA.
e. Additionally, all grants may be subject to a pre-award audit prior to execution of this RGA to ensure AGENCY has an adequate financial management system in place to accumulate and segregate reasonable, allowable and allocable costs.
f. Any contract with a contractor, subcontractor, or sub-recipient entered into as a result of this RGA shall contain all the provisions of this article.
22. Adjudication of Facts in Disputes
a. Any dispute concerning a question of fact arising under this RGA that is not disposed of by agreement shall be decided by the CALTRANS Contract Officer, who may consider any written or verbal evidence submitted by AGENCY. The CALTRANS Contract Officer shall issue a written decision within 30 days of receipt of the dispute. If AGENCY rejects the decision of the CALTRANS Contract Officer, AGENCY can pursue any and all remedies authorized by law. Neither party waives any rights to pursue remedies authorized by law.
b. Neither the pendency of a dispute nor its consideration by CALTRANS Contract Officer will excuse AGENCY from full and timely performance in accordance with the terms of this RGA.
23. Third-Party Contracts
a. AGENCY shall perform the work contemplated with resources available within its own organization and no portion of the work shall be contracted to a third party without prior written authorization by the CALTRANS District Partnership Liaison unless expressly included (subrecipient identified) in Attachment III as Project Work. b. All State-government-funded procurements must be conducted using a fair and competitive procurement process. AGENCY may use its own procurement procedures as long as the procedures comply with the local AGENCY’s laws, rules, and ordinances governing procurement and all applicable provisions of State law, including, without limitation, the requirement that the AGENCY endeavor to obtain at least three (3) competitive bids for solicitation of goods, services, and consulting services (see Part 2, Chapter 2, Articles 3 and 4 of the Public Contract Code); a qualifications-based solicitation process, for which statements of qualifications are obtained from at least three (3) qualified firms for architecture and engineering services (see Title 1, Division 5, Chapter 10 of the Government Code); and, the applicable provisions of the State Contracting Manual (SCM), Chapter 5, which are not inconsistent with this Item 23, Third Party Contracts. The SCM can be found and the following link: https://www.dgs.ca.gov/OLS/Resources/Page- Content/Office-of-Legal-Services-Resources-List-Folder/State-Contracting. c. Any contract entered into as a result of this RGA shall contain all the provisions stipulated in this RGA to be applicable to AGENCY’s sub-recipients, contractors, and subcontractors.
Copies of all agreements with sub-recipients, contractors, and subcontractors, must be submitted to the CALTRANS District Partnership Liaison. d. CALTRANS does not have a contractual relationship with the AGENCY’s subrecipients, contractors, or subcontractors, and the AGENCY shall be fully responsible for all work performed by its subrecipients, contractors, or subcontractors.
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e. Prior authorization in writing by the CALTRANS District Partnership Liaison shall be required before AGENCY enters into any non-budgeted sub-agreement. AGENCY shall provide an evaluation of the necessity or desirability of incurring such costs. AGENCY shall retain all receipts for such purchases or services and shall submit them with invoices per Section III–Payment and Invoicing, Item 14(e)(4), above. f. Any contract entered into by AGENCY as a result of this RGA shall mandate that travel and per diem reimbursements and third-party contract reimbursements to subrecipients, contractors, and subcontractors, will be allowable as Project costs only after those costs are incurred and paid for by the subrecipients, contractors, and subcontractors. Travel expenses and per diem rates for subcontractors shall be reimbursed pursuant to Section III–Payment and Invoicing, Item 14c, above.
24. Drug-Free Workplace Certification
By signing this RGA, AGENCY hereby certifies under penalty of perjury under the laws of California that AGENCY will comply with the requirements of the Drug-Free Workplace Act of 1990 (Gov. Code Sections 8350 et seq.) and will provide a Drug-Free workplace by doing all of the following:
a. Publish a statement notifying employees that unlawful manufacture, distribution, dispensation, possession, or use of a controlled substance is prohibited and specifying actions to be taken against employees for violations, as required by Government Code Section 8355(a). b. Establish a Drug-Free Awareness Program as required by Government Code Section 8355(a)(2) to inform employees about all of the following:
1) The dangers of drug abuse in the workplace.
2) The person's or organization's policy of maintaining a Drug-Free workplace. 3) Any available counseling, rehabilitation, and employee assistance programs. 4) Penalties that may be imposed upon employees for drug abuse violations. c. Provide, as required by Government Code Section 8355(a)(3), that every employee who works on the proposed contract or grant:
1) Will receive a copy of the company's Drug-Free policy statement. 2) Will agree to abide by the terms of the company's statement as a condition of employment on the contract or grant.
d. Failure to comply with these requirements may result in suspension of payments under this RGA or termination of this RGA or both, and AGENCY may be ineligible for the award of any future state contracts if CALTRANS determines that any of the following has occurred: (1) AGENCY has made a false certification or, (2) AGENCY violates the certification by failing to carry out the requirements as noted above.
25. Relationship of Parties
It is expressly understood that this agreement is executed by and between two (2) independent governmental entities and is not intended to, and shall not be construed to, create the relationship of agent, servant, employee, partnership, joint venture or association, or any other relationship whatsoever other than that of an independent party.
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26. State-Owned Data
a. AGENCY agrees to comply with the following requirements to ensure the preservation, security, and integrity of State-owned data on portable computing devices and portable electronic storage media:
1) Encrypt all State-owned data stored on portable computing devices and portable electronic storage media using government-certified Advanced Encryption Standard (AES) cipher algorithm with a 256-bit or 128-bit encryption key to protect CALTRANS data stored on every sector of a hard drive, including temp files, cached data, hibernation files, and even unused disk space.
2) Data encryption shall use cryptographic technology that has been tested and approved against exacting standards, such as FIPS 140-2 Security Requirements for Cryptographic Modules.
3) Encrypt, as described above, all State-owned data transmitted from one computing device or storage medium to another.
4) Maintain confidentiality of all State-owned data by limiting data sharing to those individuals contracted to provide services on behalf of the State, and limit use of State information assets for State purposes only.
5) Install and maintain current anti-virus software, security patches, and upgrades on all computing devices used during the course of the Agreement. 6) Notify the CALTRANS District Partnership Liaison immediately of any actual or attempted violations of security of State-owned data, including lost or stolen computing devices, files, or portable electronic storage media containing State-owned data. 7) Advise the owner of the State-owned data, the AGENCY Information Security Officer, and the AGENCY Chief Information Officer of vulnerabilities that may present a threat to the security of State-owned data and of specific means of protecting that State-owned data. b. AGENCY agrees to use the State-owned data only for State purposes under this Agreement. c. AGENCY agrees to not transfer State-owned data to any computing system, mobile device, or desktop computer without first establishing the specifications for information integrity and security as established for the original data file(s) (State Administrative Manual (SAM) Section 5335.1).
27. Limited Grant of Rights to CALTRANS for Use of Educational Programming (“educational programming”) Created or Produced for Project and Visual Art Located Outside of State Right-of- Way (“Artwork”) Created or Produced for Project
a. Educational programming:
i. AGENCY shall obtain from any and all copyright owner(s) of educational programming a sublicensable, irrevocable, perpetual, royalty-free, unlimited, worldwide license to prepare derivative works, make, publish, display, and distribute two-dimensional reproductions and/or copies, digitally and in print, of the educational programming created or produced for Project under this RGA, or derivatives thereof, for non-commercial purposes or any State government purposes. This includes, but is not limited to, reproductions used in brochures, media publicity, public outreach campaigns (including television and social media campaigns), education, exhibition catalogues or other similar publication. AGENCY shall obtain any and all other intellectual property rights necessary to make this grant to CALTRANS as described in this RGA.
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City of Santa Ana
Agreement Number 12-TRANSIT-06
AMS ADV ID: 1224000031
ii. AGENCY grants to CALTRANS an irrevocable, perpetual, royalty-free, sublicensable, unlimited, worldwide license to prepare derivative works, make, publish, display, and distribute two-dimensional reproductions and/or copies, digitally and in print, of the educational programming created or produced for Project under this RGA, or derivatives thereof, for non-commercial purposes or any State government purposes. This includes, but is not limited to, reproductions used in brochures, media publicity, public outreach campaigns (including television and social media campaigns), education, and exhibition catalogues or other similar publication.
iii. When applicable, AGENCY shall obtain and provide to CALTRANS any and all documentation CALTRANS reasonably determines is necessary or desirable to perfect the license or sublicense described in this RGA to CALTRANS. This documentation shall be provided to CALTRANS within fifteen (15) days of written notice that this documentation is required.
iv. To the extent any logos, including trademarks or service marks, belonging to third parties and/or the AGENCY are used on educational programming created or produced for Project under this RGA, AGENCY agrees to obtain and grant all necessary rights for CALTRANS to use and allow agents of CALTRANS to use the logos in connection with use of the educational programming for non-commercial purposes or State government purposes. This includes but is not limited to reproductions used in brochures, media publicity, public outreach campaigns (including television and social media campaigns), education and exhibition catalogues or other similar publication. This documentation shall be provided to CALTRANS within fifteen (15) days of written notice that this documentation is required. b. Artwork:
i. AGENCY shall obtain from the artist(s), or any other copyright owner(s) of Artwork, a sublicensable, irrevocable, perpetual, royalty-free, unlimited, worldwide license to prepare derivative works, make, publish, display, and distribute two-dimensional reproductions and/or copies, digitally and in print, of Artwork created or produced for Project under this RGA, or derivatives thereof, for non-commercial purposes or any State government purposes. This includes, but is not limited to, reproductions used in brochures, media publicity, public outreach campaigns (including television and social media campaigns), education, and exhibition catalogues or other similar publication. AGENCY shall obtain any and all other intellectual property rights necessary to make this grant to CALTRANS as described in this RGA.
ii. AGENCY grants to CALTRANS an irrevocable, perpetual, royalty-free, sublicensable, unlimited, worldwide license to prepare derivative works, make, publish, display, and distribute two-dimensional reproductions and/or copies, digitally and in print, of Artwork created or produced for Project under this RGA, or derivatives thereof, for non-commercial purposes or any State government purposes. This includes, but is not limited to, reproductions used in brochures, media publicity, public outreach campaigns (including television and social media campaigns), education, and exhibition catalogues or other similar publication.
iii. AGENCY shall obtain and provide to CALTRANS any and all documentation CALTRANS reasonably determines is necessary or desirable to perfect the license or sublicense described in this RGA to CALTRANS. This documentation shall be provided to CALTRANS within fifteen (15) days of written notice that this documentation is required.
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City of Santa Ana
Agreement Number 12-TRANSIT-06
AMS ADV ID: 1224000031
28. Government Purpose Rights for Inventions
a. Inventions are a ny idea, methodologies, design, concept, technique, invention, discovery, improvement or development regardless of patentability made solely by AGENCY or jointly with the AGENCY’s contractor, subcontractor and/or subrecipient during the term of this RGA and in performance of any work under this RGA, provided that either the conception or reduction to practice thereof occurs during the term of this RGA and in performance of work issued under this RGA.
b. CALTRANS will have Government Purpose Rights to any inventions created as a result of the Project. “Government Purpose Rights” are the unlimited, irrevocable, worldwide, perpetual, royalty-free, non -exclusive rights, and licenses to use , modify, reproduce, perform, release, display, create derivative works from, and disclose any said invention. “Government Purpose Rights” also include the right to release or disclose said invention(s) outside CALTRANS for any State government purpose and to authorize recipients to use, modify, reproduce, perform, release, display, create derivative works from, and disclose the invention(s) for any State government purpose. “Government Purpose Rights” do not include any rights to use, modify, reproduce, perform, release, display, create derivative works from, or disclose the invention(s) for any commercial purpose.
29. Additional Intellectual Property Provisions
a. To the extent any intellectual property is created or produced for Project under this RGA, and not covered in other provisions of this RGA, AGENCY agrees to take reasonable steps to ensure that CALTRANS has the rights necessary to allow for use of the intellectual property in a fashion substantially similar to other rights for non-commercial uses and State government purposes described in this RGA.
b. If additional uses are reasonably determined to be needed by CALTRANS for public outreach purposes, AGENCY will obtain rights and grant CALTRANS and its agents said additional rights for use of the “Before” and “After” Project photos, Artwork created or produced for Project under this RGA, and educational programming created or produced for Project under this RGA.
The grant will be an irrevocable, non-exclusive, perpetual, royalty-free, sublicensable, unlimited, worldwide license.
c. When requested to so do by AGENCY, all reproductions and/or copies by CALTRANS of “Before” or “After” Project photographs, educational programming, and Artwork shall contain a credit to the Artist/ Copyright owner(s) and a copyright notice in substantially the following form:
© [Artist/Copyright owner’s name, date of publication]. AGENCY bears sole responsibility to promptly notify CALTRANS, in writing, about instances where such accreditation is requested and provide the Artist/ Copyright owner’s name and date of publication. CALTRANS will make reasonable efforts to affix the copyright notice in a timely manner. d. Required disclaimer language for educational programming and Artwork created or produced for Project under this RGA.
i. Educational programming: AGENCY must place a disclaimer statement in a conspicuous manner on the educational programming created or produced for Project under this RGA a disclaimer that states the content of the educational programming does not reflect the official views or policies of CALTRANS. The educational programming does not constitute a standard, specification, or regulation.
ii. Artwork: AGENCY must place a disclaimer statement in a conspicuous manner on or in close proximately to the Artwork created or produced for Project under this RGA a
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City of Santa Ana
Agreement Number 12-TRANSIT-06
AMS ADV ID: 1224000031
disclaimer statement that the contents of the artwork do not reflect the official views or policies of CALTRANS.
e. Avoidance of Infringement: In performing work under this RGA, AGENCY and its employees agree to avoid designing or developing any items that infringe one or more patents or other intellectual property rights of any third party. If AGENCY or its employees becomes aware of any such possible infringement in the course of performing any work under this RGA, AGENCY or its employees shall immediately notify CALTRANS in writing. f. Contractors, Subcontractors, and Subrecipients: Through contract with its sub-recipients, contractors, and subcontractors, AGENCY shall affirmatively bind by contract all of its contractors, subcontractors, subrecipients, and service vendors (hereinafter “AGENCY’s Contractor/Subcontractor/Subrecipient”) providing services under this RGA to conform to the provisions of paragraphs 31-33 of this RGA. In performing services under this RGA, AGENCY’s Contractor/Subcontractor/Subrecipient shall agree to avoid designing or developing any items that infringe one (1) or more patents or other intellectual property rights of any third party. If AGENCY’s Contractor/Subcontractor/Subrecipient becomes aware of any such possible infringement in the course of performing any work under this RGA, AGENCY’s Contractor/Subcontractor/Subrecipient shall immediately notify the AGENCY in writing, and AGENCY will then immediately notify CALTRANS in writing.
30. Visual Art Located on California State Right-of-Way AGENCY agrees if Project involves visual art located on California State right-of-way, Project must be submitted and adhere to CALTRANS’ most current Transportation Art Proposal process, policies, guidelines, and requirements. Information regarding CALTRANS’ Transportation Art program can be found at https://dot.ca.gov/programs/design/lap-landscape-architecture-and- community-livability/lap-liv-j-transportation-art. AGENCY bears sole responsibility for ensuring that any Project will be timely submitted through CALTRANS’ Transportation Art Proposal process, approved, and installed prior to any deadlines as required by this RGA. a. AGENCY acknowledges that funds provided by CALTRANS under this RGA shall not be used for maintenance outside of the project time limits as provided in this RGA. b. AGENCY acknowledges that the CALTRANS’ Transportation Art Proposal process requires, among other things, CALTRANS ownership of any tangible visual final artwork, an unlimited, irrevocable copyright assignment to CALTRANS of the final artwork, and waiver of moral rights under California Civil Code § 987 (the California Art Preservation Act) and 17 U.S.C. § 106A(a) (the Visual Artists Rights Act of 1990, “VARA”) of the final artwork. c. AGENCY acknowledges that any submittal to the CALTRANS’ Transportation Art Proposal process includes restrictions on the type of work that can be located on California State right-of- way.
31. Assumption of Risk and Indemnification Regarding Exposure to Environmental Health Hazards In addition to, and not a limitation of, Contractor’s indemnification obligations contained elsewhere in this Agreement, Contractor hereby assumes all risks of the consequences of exposure of Contractor’s employees, agents, Subcontractors, Subcontractors’ employees, and any other person, firm, or corporation furnishing or supplying work services, materials, or supplies in connection with the performance of this Agreement, to any and all environmental health hazards, local and otherwise, in connection with the performance of this Agreement. Such hazards include,
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City of Santa Ana
Agreement Number 12-TRANSIT-06
AMS ADV ID: 1224000031
but are not limited to, bodily injury and/or death resulting in whole or in part from exposure to infectious agents and/or pathogens of any type, kind or origin. Contractor also agrees to take all appropriate safety precautions to prevent any such exposure to Contractor’s employees, agents, Subcontractors, Subcontractors’ employees, and any other person, firm or corporation furnishing or supplying work services, materials, or supplies in connection with the performance of this Agreement. Contractor also agrees to indemnify and hold harmless CALTRANS, the State of California, and each and all of their officers, agents and employees, from any and all claims and/or losses accruing or resulting from such exposure. Except as provided by law, Contractor also agrees that the provisions of this paragraph shall apply regardless of the existence or degree of negligence or fault on the part of CALTRANS, the State of California, and/or any of their officers, agents and/or employees.
32. Mandatory Organic Waste Recycling
It is understood and agreed that pursuant to Public Resources Code Sections 42649.8 et seq., if Contractor generates two (2) cubic yards or more of organic waste or commercial solid waste per week, Contractor shall arrange for organic waste or commercial waste recycling services that separate/source organic waste for organic waste recycling. Contractor shall provide proof of compliance, i.e. organic waste recycling services or commercial waste recycling services that separate/source organic waste recycling, upon request from CALTRANS District Partnership Liaison
33. Project Close Out/Closeout Report
a. AGENCY will provide a final close out report to the CALTRANS District Partnership Liaison no later than June 30, 2025.
CALTRANS reserves the right to inspect the project location prior to approving the final invoice and closeout report.
b. CALTRANS reserves the right to withhold final payment to AGENCY pending receipt and approval of the final closeout report by the CALTRANS District Partnership Liaison. c. Payments shall be forfeit of work incurred after December 31, 2024.
34. ADA Compliance
All entities that provide electronic or information technology or related services that will be posted online by CALTRANS must be in compliance with Government Code Sections 7405 and 11135 and the Web Content Accessibility Guidelines (WCAG) 2.0 or subsequent version, published by the Web Accessibility Initiative of the World Wide Web Consortium at a minimum Level AA success. All entities will respond to and resolve any complaints/deficiencies regarding accessibility brought to their attention.
35. Prevailing Wages and Labor Code Compliance
AGENCY shall comply with any and all applicable labor and prevailing wage requirements in Labor Code Sections 1720 through 1815 and implementing regulations for any public works or maintenance contracts and subcontracts executed for the AGENCY’s work on or for the Project.
36. In the event of any inconsistency between the provisions which constitute this RGA, the following order of precedence shall apply:
I. This Restricted Grant Agreement (as amended);
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City of Santa Ana
Agreement Number 12-TRANSIT-06
AMS ADV ID: 1224000031
II. The CALTRANS Local Grant Program Guidelines;
III. Approved Indirect Cost Rate (if applicable);
IV. Approved Grant Application (as amended); and
V. AGENCY Resolution.
37. Survival
AGENCY’s representations, the indemnification provisions in paragraph 21, intellectual property provisions in paragraphs 30, 31, 32, and 33, and all other provisions which by their inherent character establish ongoing obligations shall remain in full force and effect, regardless of any expiration and/or termination of this RGA.
38. Sanctions
No agreements under this RGA shall be made with individuals and/or entities that are determined to be a target of sanctions by the State of California while such sanctions are in effect.
Section IV
Attachments:
The following attachments are incorporated into, and are made a part of this RGA by this reference and attached hereto.
I. Clean CA Transit Partnership Program Guidelines
II. Approved Indirect Cost Rate (if applicable)
III. Approved Grant Application and Amendment(s) to Grant Application (if applicable) IV. AGENCY Resolution
In Witness Whereof, the parties hereto have executed this RGA on the day and year first herein above written:
AGENCY NAME
By:
Printed Name:
Title:
Date:
City Council
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22 12/19/2023
City of Santa Ana
Agreement Number 12-TRANSIT-06
AMS ADV ID: 1224000031
CALTRANS DISTRICT PARTNERSHIP LIAISON
CLEAN CALIFORNIA PROGRAM
By:
Printed Name:
Title:
Date:
CALIFORNIA DEPARTMENT OF TRANSPORTATION
CLEAN CALIFORNIA PROGRAM
By:
Printed Name:
Walter Yu
Title:
Clean California Program Director
Date:
Eric Corona
Clean California Program Manager
City Council
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Public Works Agency
www.santa-ana.org/public-works
Item # 29
City of Santa Ana
20 Civic Center Plaza, Santa Ana, CA 92701
Staff Report
December 19, 2023
TOPIC: Ceremonial Street Naming of Lydia Romero-Cruz Way
AGENDA TITLE
Adopt a Resolution Authorizing Ceremonial Street Naming of Lydia Romero-Cruz Way (General Fund)
RECOMMENDED ACTION
1. Adopt a resolution authorizing the ceremonial street naming of Lydia Romero-Cruz Way along Lincoln Avenue from Washington Avenue to Stafford Street.
RESOLUTION NO. 2023-XXX entitled A RESOLUTION OF THE CITY COUNCIL
OF THE CITY OF SANTA ANA DIRECTING AND AUTHORIZING A CEREMONIAL
STREET NAME OF LYDIA ROMERO-CRUZ WAY ALONG LINCOLN AVENUE
FROM WASHINGTON AVENUE TO STAFFORD STREET
2. Direct Staff to install two ceremonial signs at the intersections of Lincoln Avenue at Washington Avenue and at Lincoln Avenue at Stafford Street.
GOVERNMENT CODE §84308 APPLIES: No
DISCUSSION
On August 2, 2022, City Council adopted Ordinance No. NS-3024 and subsequently on June 6, 2023 adopted Ordinance NS-3042, amending the language to restrict the quantity of signs to two (2), when recognizing the outstanding individuals who have made a significant impact on their communities through the commemorative or honorary naming of streets or intersections.
In line with the ordinance, Councilmember Hernandez initiated a request to honor Mrs.
Lydia Romero-Cruz, whose legacy made a profound and lasting impact for children in the City of Santa Ana.
Mrs. Romero-Cruz, who lived in Logan Neighborhood, was born February 4, 1961 and passed away on April 1996 at age 35. Mrs. Romero-Cruz was well respected in her field as a bilingual teacher and had lectured on language development. She attended Santa Ana schools and belonged to Santa Ana community associations and, after graduating from college, returned to teach in Santa Ana. She gave back to her community by
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Ceremonial Street Naming of Lydia Romero-Cruz Way
December 19, 2023
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teaching new generations of students and encouraging Spanish dual immersion programs in schools.
In 1997, after her passing, Mrs. Lydia Romero-Cruz was awarded the “We Honor Ours” (WHO) Award from the California Teachers Association for making outstanding contributions to the advancement of the teaching profession through their local leadership and effective representation. In honor of her outstanding contributions to the City of Santa Ana Community, in August 18, 2020, Mrs. Romero-Cruz was presented a proclamation by then-Santa Ana Councilmember Nelida Mendoza. Additionaly, because of her many achievements and great qualities, the Santa Ana Unified School District voted to name a school after Mrs. Romero-Cruz in 2019.
The ceremonial “Lydia Romero-Cruz” signs are proposed to be installed along Lincoln Avenue at the intesections with Washington Avenue and Stafford Street. Exhibit 1 shows the proposed sample signs and Exhibit 2 shows the two signage locations. Staff requests that the City Council provide direction on the installation of the two signs, at a cost of $781 each, for a total cost of $1,562.
The ordinance requires a resolution for the approval of the ceremonial sign (Exhibit 3).
Additionally, the ordinance allows for certain requirements, such as notice of application and program fees to be waived by majority vote of the City Council when the request is initiated by a current councilmember. Approval of this resolution includes waiving the ceremonial street name installation fees in the amount not to exceed $1,562.
FISCAL IMPACT
The total amount of funds needed is based on the option selected by City Council. A total amount not to exceed of $1,562 is needed for the production and installation of the two ceremonial street signs. Funds are available in Account No. 01104012-62300.
EXHIBIT(S)
1. Ceremonial Street Signs for Lydia Romero-Cruz
2. Signage Location Map
3. Resolution
Fiscal Year Accounting Unit-
Account No.
Fund
Description
Accounting Unit -
Account
Description
Amount
2023-24 01104012-62300 General
Fund
City Council Service
Enhancement,
Contract Services-
Professional
$1,562
Total $1,562
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Ceremonial Street Naming of Lydia Romero-Cruz Way
December 19, 2023
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Submitted By: Nabil Saba, P.E., Executive Director – Public Works Agency Approved By: Tom Hatch, Interim City Manager
City Council
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L C
* * H O N O R A R Y * *
ydia ruz WYRomero
SANTA ANA
1869
STREET SIGN TOPPER
CEREMONIAL
DATE REVISION
CITY ENGINEER
DATE:APPROVED:
PUBLIC WORKS AGENCY
CITY OF SANTA ANA
EXHIBIT 1
City Council
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4 12/19/2023
“LYDIA ROMERO-CRUZ WAY” Signs:
1- Linc
oln Ave and Stafford St
2- Lincoln Ave and Washington Ave
City Council
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5 12/19/2023
Resolution No. 2023-XX
RESOLUTION NO. 2023-xx
A RESOLUTON OF THE CITY COUNCIL OF THE
CITY OF SANTA ANA DIRECTING AND
AUTHORIZING A CEREMONIAL STREET
NAME OF LYDIA ROMERO -CRUZ WAY ALONG
LINCOLN AVENUE FROM WASHINGTON
AVENUE TO STAFFORD STREET
WHEREAS, the City of Santa Ana (hereinafter referred to as the “City”) is a charter city and municipal corporation duly organized and existing pursuant to and under the provisions of the laws of the State of California; and
WHEREAS, on August 2, 2022, the City Council for the City of Santa Ana approved Ordinance No. NS-3024 amending Chapter 33 of the Santa Ana Municipal Code (Streets, Sidewalks and Public Works) by adding Article XI enabling ceremonial naming of streets to recognize outstanding individuals or events that have made a significant impact on the community through the commemorative or honorary naming of streets or intersections; and
WHEREAS, on June 6, 2023, the City Council
for the City of Santa Ana approved
Ordinance No. NS-3042 amending the language of Chapter 33, Article XI of the City’s Municipal Code to restrict the quantity of signs to two (2), when recognizing outstanding individuals who have made a significant impact on their community through the commemorative or honorary naming of streets or intersections; and WHEREAS, Chapter 33, Article XI of the City’s Municipal Code, as amended , details the application process including the procedures, fees, and details for when and how said procedures and fees may be waived by the City Council; and WHEREAS, Lydia Romero-Cruz has made a profound and lasting impact on the to the City of Santa Ana Community by teaching new generations of students and encouraging Spanish dual immersion programs in schools; and WHEREAS, Councilmember Hernandez initiated a request to honor the legacy of Lydia Romero-Cruz to recognize the lasting cultural impact she brought to the City of Santa Ana; and
WHEREAS, ceremonial “Lydia Romero-Cruz Way” sign toppers are proposed to be installed at the intersections of Lincoln Avenue at Washington Avenue and at Lincoln Avenue at Stafford Street; and
WHEREAS, Chapter 33 , Arti cle X I of the City ’s Municipa l Code , a s amended, requires a resolution for the approval of the ceremonial sign toppers; and EXHIBIT 3
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Resolution No. 2023-XX
WHEREAS, Chapter 33, Article XI of the City ’s Municipal Code, as amended, provides that certain requirements for said ceremonial street naming, such as notice of application, and all applicable fees and charges may be waived by majority vote of the City Council when the request is initiated by a current Council member; and WHEREAS, Lydia Romero-Cruz Way is not in conflict with the public interests and welfare; and
WHEREAS, the City Council for the City of Santa, based on the significant educational enhancements established by Lydia Romero-Cruz for the City of Santa Ana Community, finds the change of such street names are warranted.
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS:
Section 1. The Council hereby waives the requirements of the Application process, pursuant to Santa Ana Municipal Code Section 33-262(e), including all applicable fees and charges.
Section 2. The portion of Lincoln Avenue between Washington Avenue and Stafford Street shall receive ceremonial street sign toppers of “Lydia Romero-Cruz Way.” Section 3. The Public Works Agency is hereby directed to cause the ceremonial street signs as affected by this Resolution to be fabricated and installed.
Section 4. This Resolution shall take effect immediately upon its adoption by the City Council and the City Clerk shall attest to and certify the vote adopting this Resolution.
ADOPTED this 19th day of December, 2023
Valerie Amezcua
Mayor
City Council
29 –
7 12/19/2023
Resolution No. 2023-XX
APPROVED AS TO FORM:
Sonia R. Carvalho, City Attorney
By:
Brandon Salvatierra
Deputy City Attorney
AYES: Councilmembers
NOES: Councilmembers
ABSTAIN: Councilmembers
NOT PRESENT: Councilmembers
City Council
29 –
8 12/19/2023
Resolution No. 2023-XX
CERTIFICATE OF ATTESTATION AND ORIGINALITY
I, Jennifer L. Hall , City Clerk, do hereby attest to and certify the attached Resolution No. 2023- to be the original resolution adopted by the City Council of the City of Santa Ana on December 19, 2023.
Date:
Jennifer L. Hall
City Clerk
City Council
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9 12/19/2023
Public Works Agency
www.santa-ana.org/public-works
Item # 30
City of Santa Ana
20 Civic Center Plaza, Santa Ana, CA 92701
Staff Report
December 19, 2023
TOPIC: Ceremonial Street Naming of Josephine “Chepa” Andrade Way
AGENDA TITLE
Resolution Authorizing Ceremonial Street Naming of Josephine “Chepa” Andrade Way (General Fund)
RECOMMENDED ACTION
1. Adopt a resolution authorizing the ceremonial street naming of Josephine “Chepa” Andrade Way, along Logan Street from Washington Avenue to Stafford Street.
RESOLUTION NO. 2023-XXX entitled A RESOLUTION OF THE CITY COUNCIL
OF THE CITY OF SANTA ANA DIRECTING AND AUTHORIZING A CEREMONIAL STREET NAME OF JOSEPHINE “CHEPA” ANDRADE WAY ALONG LOGAN
STREET FROM WASHINGTON AVENUE TO STAFFORD STREET
2. Direct staff to install two ceremonial signs at the intersections of Logan Street at Washington Avenue and Logan Street at Stafford Street.
GOVERNMENT CODE §84308 APPLIES: No
DISCUSSION
On August 2, 2022, the City Council adopted Ordinance No. NS-3024 and subsequently on June 6, 2023 adopted Ordinance NS-3042, amending the language to restrict the quantity of signs to two, when recognizing the outstanding individuals who have made a significant impact on their communities through the commemorative or honorary naming of streets or intersections.
In accordance with the ordinance, Councilmember Hernandez initiated a request to honor Ms. Josephine “Chepa” Andrade as her legacy has made a profound and lasting impact on the Logan neighborhood, where she called home, and throughout the City of Santa Ana. Chepa's family moved to the Logan neighborhood before she was born in 1918. Chepa was born December 16, 1926 and resided on Logan until she passed on April 17, 2006. She significantly contributed to her community her entire life and started at the early age of 8. At that young age, she went door-to-door collecting money to help a neighborhood family with food when their father was not able to work due to an accident. Chepa married a neighbor boy, Joe Andrade, whose family also resided on
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Ceremonial Street Naming of Josephine “Chepa” Andrade Way December 19, 2023
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Logan since 1916. They raised their six children on Logan Street and they always had great pride in their family and neighborhood.
Chepa was a community activist and was known for gathering signatures for petitions and persuading/encouraging neighbors to attend City Hall meetings. In the late 1980s Chepa took the lead in a newly formed Logan Neighborhood Committee; the purpose was to stop the rezoning of the family-oriented neighborhood into an industrial park. She advocated for neighborhood improvements, such as the following:
•Neighborhood watch
•Logan Community Center and after-school programs
•Toys for Tots for neighborhood children
•PTA
•Food Bags
•Development of Logan Park (now Chepa’s Park)
•Annual trash clean-ups
•Street re-pavement
•Logan Neighborhood Reunions – to keep neighborhood history alive Chepa received many recognitions and awards for her community involvement and for efforts to fight poverty, homelessness, injustice, and hunger. They included the Poverty Fighter Hero Award and the Joan of ARC Award.
The Ceremonial Josephine “Chepa” Andrade Way signs are proposed to be installed along Logan Street at the intersections with Washington Avenue and Stafford Street.
Exhibit 1 shows the proposed sample signs and Exhibit 2 shows the two signage locations. Staff requests that the City Council provide direction on the installation of the two signs at a cost of $781 per each, for a total cost of $1,562.
The ordinance requires a resolution for the approval of the ceremonial sign (Exhibit 3).
Additionally, the ordinance allows for certain requirements, such as notice of application and program fees to be waived by majority vote of the City Council when the request is initiated by a current councilmember. Approval of this resolution includes waiving the ceremonial street name installation fees in an amount not to exceed $1,562.
FISCAL IMPACT
The total amount of funds needed is based on the option selected by City Council. A total amount not to exceed of $1,562 is needed for the production and installation the two ceremonial street signs. Funds are available in Account No. 01104012-62300.
Fiscal Year Accounting Unit-
Account No.
Fund
Description
Accounting Unit -
Account
Description
Amount
City Council
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Ceremonial Street Naming of Josephine “Chepa” Andrade Way December 19, 2023
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EXHIBIT(S)
1. Ceremonial Street Signs for Josephine “Chepa” Andrade
2. Signage Location Map
3. Resolution
Submitted By: Nabil Saba, P.E., Executive Director – Public Works Agency Approved By: Tom Hatch, Interim City Manager
2023-24 01104012-62300 General
Fund
City Council Service
Enhancement,
Contract Services-
Professional
$1,562
Total $1,562
City Council
30 –
3 12/19/2023
J A
* * H O N O R A R Y * *
WYCosephine hepa ndrade
SANTA ANA
1869
STREET SIGN TOPPER
CEREMONIAL
DATE REVISION
CITY ENGINEER
DATE:APPROVED:
PUBLIC WORKS AGENCY
CITY OF SANTA ANA
EXHIBIT 1
" "
City Council
30 –
4 12/19/2023
JOSEPHINE "CHEPA" ANDRADE WAY Signs:
1- Logan St and Stafford St
2- Logan St and Washington Ave
City Council
30 –
5 12/19/2023
Resolution No. 2023-XX
RESOLUTION NO. 2023-xx
A RESOLUTON OF THE CITY COUNCIL OF THE
CITY OF SANTA ANA DIRECTING AND
AUTHORIZING A CEREMONIAL STREET
NAME OF JOSEPHINE "CHEPA" ANDRADE
WAY ALONG LOGAN STREET FROM
WASHINGTON AVENUE TO STAFFORD
STREET
WHEREAS, the City of Santa Ana (hereinafter referred to as the “City”) is a charter city and municipal corporation duly organized and existing pursuant to and under the provisions of the laws of the State of California; and
WHEREAS, on August 2, 2022, the City Council for the City of Santa Ana approved Ordinance No. NS-3024 amending Chapter 33 of the Santa Ana Municipal Code (Streets, Sidewalks and Public Works) by adding Article XI enabling ceremonial naming of streets to recognize outstanding individuals or events that have made a significant impact on the community through the commemorative or honorary naming of streets or intersections; and
WHEREAS, on June 6, 2023, the City Council
for the City of Santa Ana approved
Ordinance No. NS-3042 amending the language of Chapter 33, Article XI of the City’s Municipal Code to restrict the quantity of signs to two (2), when recognizing outstanding individuals who have made a significant impact on their community through the commemorative or honorary naming of streets or intersections; and WHEREAS, Chapter 33, Article XI of the City’s Municipal Code, as amended , details the application process including the procedures, fees, and details for when and how said procedures and fees may be waived by the City Council; and WHEREAS, Josephine “Chepa” Andrade has made a profound and lasting impact on the Logan Neighborhood due to her activism and efforts to fight poverty, homelessness, injustice and hunger; and
WHEREAS, Councilmember Hernandez initiated a request to honor the legacy of Josephine “Chepa” Andrade to recognize the lasting cultural impact she brought to the City of Santa Ana; and
WHEREAS, ceremonial Josephine “Chepa" Andrade Way sign toppers are proposed to be installed at the intersections of Logan Street at Washington Avenue and at Logan Street at Stafford Street; and
WHEREAS, Chapter 33 , Arti cle X I of the City ’s Municipa l Code , a s amended, requires a resolution for the approval of the ceremonial sign toppers; and EXHIBIT 3
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Resolution No. 2023-XX
WHEREAS, Chapter 33, Article XI of the City ’s Municipal Code, as amended, provides that certain requirements for said ceremonial street naming, such as notice of application, and all applicable fees and charges may be waived by majority vote of the City Council when the request is initiated by a current Council member; and WHEREAS, Josephine "Chepa" Andrade Way is not in conflict with the public interests and welfare; and
WHEREAS, the City Council for the City of Santa, based on the significant cultural legacy established by Josephine “Chepa” Andrade for the City of Santa Ana, finds the change of such street names are warranted.
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS:
Section 1. The Council hereby waives the requirements of the Application process, pursuant to Santa Ana Municipal Code Section 33-262(e), including all applicable fees and charges.
Section 2. The portion of Logan Street between Washington Avenue and Stafford Street shall receive ceremonial street sign toppers of Josephine “Chepa" Andrade Way.
Section 3. The Public Works Agency is hereby directed to cause the ceremonial street signs as affected by this Resolution to be fabricated and installed.
Section 4. This Resolution shall take effect immediately upon its adoption by the City Council and the City Clerk shall attest to and certify the vote adopting this Resolution.
ADOPTED this 19th day of December, 2023
Valerie Amezcua
Mayor
City Council
30 –
7 12/19/2023
Resolution No. 2023-XX
APPROVED AS TO FORM:
Sonia R. Carvalho, City Attorney
By:
Brandon Salvatierra
Deputy City Attorney
AYES: Councilmembers
NOES: Councilmembers
ABSTAIN: Councilmembers
NOT PRESENT: Councilmembers
City Council
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8 12/19/2023
Resolution No. 2023-XX
CERTIFICATE OF ATTESTATION AND ORIGINALITY
I, Jennifer L. Hall , City Clerk, do hereby attest to and certify the attached Resolution No. 2023- to be the original resolution adopted by the City Council of the City of Santa Ana on December 19, 2023.
Date:
Jennifer L. Hall
City Clerk
City Council
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9 12/19/2023
Community Development Agency
https://www.santa-ana.org/cd
Item # 31
City of Santa Ana
20 Civic Center Plaza, Santa Ana, CA 92701
Staff Report
December 19, 2023
TOPIC: Approve a Street Outreach and Engagement Agreement with City Net
AGENDA TITLE
Approve an Agreement with City Net to Provide Street Outreach and Engagement Services addressing Quality-of-Life concerns, in an Amount not to Exceed, $3,841,845.51 beginning January 1, 2024 through December 31, 2024 (Non-General Fund) (Continued from the City Council Meeting of December 5, 2023, Item No. 08)
RECOMMENDED ACTION
1. Authorize the City Manager to execute an agreement with Kingdom Causes, Inc., DBA City Net in an amount not to exceed $3,841,845.51 for the Santa Ana Multidisciplinary Street Outreach and Engagement (SMART) Program that responds and addresses quality-of-life services from January 1, 2024 through December 31, 2024, subject to non-substantive changes approved by the City Manager and City Attorney (Agreement No. 2023-XXX).
OR
2. Authorize the City Manager to execute an agreement with Kingdom Causes, Inc., DBA City Net in an amount not to exceed $3,571,134.90 for the Santa Ana Multidisciplinary Street Outreach and Engagement (SMART) Program that responds and addresses quality-of-life services from January 1, 2024 through December 31, 2024, subject to non-substantive changes approved by the City Manager and City Attorney (Agreement No. 2023-XXX)
3. Authorize the City Manager to execute agreements required by state or federal agencies for the use of Homeless Housing, Assistance and Prevention (HHAP) funding, or for any additional funding that may become available.
GOVERNMENT CODE §84308 APPLIES: Yes
DISCUSSION
The City of Santa Ana currently contracts with City Net to provide a trauma informed, non- law enforcement, homeless outreach and engagement resource, referred to as SMART (Santa Ana’s Multi-Disciplinary Homeless Response Team). City Net staff are subject matter experts in the field of homelessness, trained in crisis intervention, mental health, addiction, medical services, and are able to provide services in the field to assist
City Council
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Approve a Street Outreach and Engagement Agreement with City Net December 19, 2023
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individuals currently experiencing homelessness. City Net responds to reports of non- criminal homelessness related activity, identified through the MySantaAna app, the community call line, and Santa Ana Police Department Dispatch. Dispatched calls for service for non-criminal homeless issues previously handled by law enforcement, now transition to the SMART team, which provides law enforcement additional time to respond to calls for service of a criminal nature.
The last contract approved by the City Council was on December 6, 2022 in the amount of $2,801,700.10. Specific manpower allocations and program operation times were identified. At that time, Council directed staff to identify specific performance metrics that would enhance the City’s overall mission to reduce homeless activity and to withhold a percentage of the total contract value if metrics were not met. To meet this directive, a quarterly evaluation of performance by City staff was incorporated into the 2022 SMART contract. This concept shall remain in the newly proposed agreement. A progress report on contract performance metrics was shared with City Council on October 17, 2023.
Included in the report was staff’s determination that contract performance goals and performance deliverables were responsive and SMART had provided a benefit to the City.
At the December 5, 2023 Council meeting, staff was directed to return with a plan that considered alternatives to the proposed contract. To address that directive, the original proposed 2024 budget and scope was modified and an additional concept for consideration has been included. Currently there are two available options:
Option 1: Retains similar line items; however, it now removes Executive Leadership costs, reduces costs associated with technology, and in turn re-purposes those funds to add one (1) additional field team increasing current levels from ten (10) field teams to eleven (11) while retaining the original cost. It is the intent of the City to utilize this additional field team to directly address known hot-spots and provide multi-day interventions at these hot-spots increasing the number of touchpoints between the City and some individuals who remain service resistant.
Option 2: Entails decreased line item costs by removing Executive Leadership fees, reduces costs associated with technology, and field teams remain at current levels, which is ten (10) field teams. Total contract cost would decrease by $270,710.61 from Option 1 and from what was presented to City Council on December 5, 2023.
The SMART Program remains instrumental to the City’s overall homeless philosophy and acts as the key first step to introducing the unhoused to the social services system.
City Net’s deliverables for the upcoming 2024 contract are listed below and again, must be achieved in order for 10% of the contract to be released to the vendor:
Deliverables Annual
Goal
Outreach Contacts 4,000
Substance Abuse Assessment 120
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Approve a Street Outreach and Engagement Agreement with City Net December 19, 2023
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Phone Calls Dispatched 8,000
Case Management 1,020
Jail Release Program Positive Exits 25
Street Exits 850
The proposed 2024 Contract’s Scope of Work and Budget extends SMART’s operating hours from current operating hours of 7 a.m. to 9 p.m., Monday through Friday, and 9 a.m. to 9 p.m. on weekends, to 7 a.m. to 11 p.m., seven days a week. This adds an additional eighteen (18) hours of program operation weekly, no matter the direction. If the extended hours become unnecessary as determined by Council or City staff, the hours will be eliminated and overall contract costs will be reduced. The Scope of Work also incorporates a new Jail Release Program to provide outreach to clients exiting from the Santa Ana Jail who are in need of services.
The Budget reflects a competitive package accounting for inflation, health insurance coverage, and an increase in staff salaries to align with the salaries and contracts offered by other cities. Collectively, these increases have created a larger than normal year-over- year increase. The 2023 Market Wage Analysis determined that many of City Net’s salaries were low, based on industry standards, which over the past year resulted in staffing issues as City Net employees sought higher paying positions elsewhere. Base salaries for 2024 have been adjusted, so staff are compensated competitively according to current market rates. Providing industry standard compensation will help attract and retain top talent and foster a motivated and dedicated workforce.
FISCAL IMPACT
The current fiscal year funding is available in the FY 2023-24 budget and future fiscal year funding will be included in the proposed budgets for City Council consideration.
Funds per fiscal year may vary based upon actual invoicing of hours and services worked.
Option 1
Fiscal
Year
Accounting
Unit-Account
Fund
Description
Accounting Unit,
Account Description Amount
FY 23-24 12218717-69135 Emergency and
Health Grants
HHAP 3 –
Payment to Subagent $1,885,922.70
FY 24-25 12218718-69135 Emergency and
Health Grants
HHAP 4 –
Payment to Subagent $1,347,037.51
FY 24-25 12218717-69135 Emergency and
Health Grants
HHAP 3 –
Payment to Subagent $608,885.30
Total $3,841,845.51
City Council
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Approve a Street Outreach and Engagement Agreement with City Net December 19, 2023
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Option 2
Fiscal
Year
Accounting
Unit-Account
Fund
Description
Accounting Unit,
Account Description Amount
FY 23-24 12218717-69135 Emergency and
Health Grants
HHAP 3 –
Payment to Subagent $1,885,922.70
FY 24-25 12218718-69135 Emergency and
Health Grants
HHAP 4 –
Payment to Subagent $1,076,326.90
FY 24-25 12218717-69135 Emergency and
Health Grants
HHAP 3 –
Payment to Subagent $608,885.30
Total $3,571,134.90
EXHIBIT(S)
1. Agreement with City Net – Option 1
2. Agreement with City Net – Option 2
Submitted By: Michael L. Garcia, Executive Director of Community Development Approved By: Tom Hatch, Interim City Manager
City Council
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4 12/19/2023
1 AGREEMENT BETWEEN THE CITY OF SANTA ANA AND
KINGDOM CAUSES, INC. DBA CITY NET FOR
STREET OUTREACH AND ENGAGEMENT SERVICES
THIS STREET OUTREACH AND ENGAGEMENT AGREEMENT (“Agreement”) is made and entered into on this 19th day of December, 2023, by and between Kingdom Causes, Inc., dba City Net, a California nonprofit corporation (“Contractor”), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (“City”).
RECITALS
A. In April, 2021, the City released Request for Proposals #21-061 (“RFP”) for the Homeless Outreach – Street Outreach and Engagement pilot program in the City of Santa Ana, which is service delivery for the specific purpose of reaching out to unsheltered homeless neighbors; connecting them with emergency shelter, housing, or critical services; and providing urgent, non -facility-based care . The RFP allowed for selection of vendor to provide services for up to two (2) years with extensions.
B. On October 6, 2021, the Parties entered into Agreement #A-2021-096 for said services and included the RFP as an exhibit to the Agreement #A -2021-096. On July 19, 2022, City Council approved a six -month amendment to extend Agreement #A-2021-096 with City Net through December 31, 2022.
C. On December 6, 2022, the Parties entered into Agreement #A-2022-240 for said services for a one (1) year term through December 31, 2023, consistent with the requirements and terms of the RFP.
C. City seeks a Contractor which is qualified by experience, preparation, organization, staffing and manageme nt to operate programs on behalf of homeless individuals and is familiar with existing homeless services in the City. The City finds that the pilot program, along with the engagement for 2023 with CityNet, was successful. Therefore, u nder the scope of the RFP, and by the services previously provided by the agreements detailed in these recitals , the City seeks to engage Contractor to continue its Street Outreach and Engagement services in the City of Santa Ana consistent with requirements and term provided in the RFP.
D. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional firm in the field.
NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows:
EXHIBIT 1
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2 1. SCOPE OF SERVICES
Contractor shall perform during the term of this Agreement, the tasks and obligations , including all labor, materials, tools, equipment, and incidental customary work , required to fully and adequately complete the services described and set forth in the Scope of Work attached hereto as Exhibit A.
2. COMPENSATION
a. City agrees to pay, and Contractor agrees to accept as total payment for its services for City, the rates and charges detailed in the Budget attached hereto as Exhibit B.
The total sum to be expended during the term of this Agreement shall not exceed $3,841,845.51.
b. Contractor agrees and understands that the City has the right to withhold up to 10% of the total contract value pursuant to the contractor achieving performance -based goals provided in Exhibit A. City shall evaluate said goals on a quarterly basis .
Amounts subject to being withheld shall not exceed $96,046.14 per quarter, or $32,015.38 monthly, during each quarter. The total annual amount, subject to withholding, shall not exceed $384,184.55.
c. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures.
City and Contractor agree that all payments due and ow ing under this Agreement shall be made through Automated Clearing House (ACH) transfers. Co ntractor agrees to execute the City ’s stand ard ACH Vendor Payment Authorization and provide required documentation. Upon verification of the data provided, th e City will be authorized to deposit payments directly into Contractor ’s account(s) with financial institutions. Payment need not be made for work which fails to meet the standards of perfor mance set forth in the Recitals which may reasonably be expected by City.
d. The compensation required pursuant to this Agreement will be paid by City to Contractor from multiple federal, state, and local funding sources (each individually a "Funding Source" and cumulatively the "Funding Sources"), including, but not limited to, the following:
i. HHAP
Contractor will be required to enter into a separate funding agreement for each Funding Source. Contractor will be required to co mply with all requirements of each Funding Source, as detailed in the separate funding agreements. The total amount of compensation in said funding agreements shall count toward the total amount due and owing from City to Contractor under this Agreement, not compensation in addition to the total amount of this Agreement. If Contractor does not execute any of the separate funding agreements, Contractor will forfeit that EXHIBIT 1
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3 amount of funding from that Funding Source, and City will have the option to terminate this Agreement pursuant to the terms of Section 15, below. Additionally, in the event any Funding Source is reduced by 25% or more, City will have the option to terminate this Agreement pursuant to the terms of Section 15, below.
3. TERM
This Agreement shall commence on January 1, 2024, and continue through December 31, 2024, unless terminated earlier in accordance with Section 15 below.
4. INDEPENDENT CONTRACTOR
Contractor shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer -employee relationship, a joint venture relationsh ip, or to allow the City to exercise discretion or control over the professional manner in which Contractor performs the services which are the subject matter of this Agreement; however, the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Contractor shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes.
5. OWNERSHIP OF MATERIALS
This Agreement creates a non -exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Contractor under this Agreement (“Documents & Data”). Contractor shall require all subcontractors to agree in writing that City is granted a non -exclusive and perpetual license for any Documents & Data the subcontract or prepares under this Agreement.
Contractor represents and warrants that Contractor has the legal right to license any and all Documents & Data. Contractor makes no such representation and warranty in regard to Documents & Data which were provided to Contractor by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City’s sole risk.
6. INSURANCE
Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, its agents, representatives, employees, or subcontractors.
EXHIBIT 1
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4 a. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as:
1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.
2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering Code 1 (any auto), or if Contractor has no owned autos, Code 8 (hired) and 9 (non- owned), with limits no less than $1,000,000 per accident for bodily injury and property damage.
3. Workers’ Compensation insurance as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease..
5. Sexual Abuse or Molestation (SAM) Liability: If the work will include contact with minors, and the CGL policy referenced above is not endorsed to include affirmative coverage for sexual abuse or molestation, Contractor shall obtain and maintain a policy covering Sexual Abuse and Molestation with a limit no less than $1,000,000 per occurrence or claim.
6. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.
b. Other Insurance Provisions
The general liability policy is to contain, or be endorsed to contain, the following provisions:
1. The Entity, its officers, officials, employees, agents, and volunteers are to be covered as additional insureds with respect to liability arising out of work or operations performed by or on behalf of the Instructor including materials, parts or equipment furnished in connection with such work or operations.
2. For any claims related to this contract, the Contractor’s insurance coverage shall be primary insurance coverage at least as broad as ISO CG 20 01 04 13 as respects the Entity, its officers, officials, employees, agents, and volunteers.
3. The Insurance Company agrees to waive all rights of subrogation against the Entity, its elected or appointed officers, officials, agents, and employees for losses paid under the terms of any policy which arise from work performed by the Instructor for the Entity. This provision also applies to the Instructor’s Workers’ Compensation policy.
4. Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the Entity.
EXHIBIT 1
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5 Acceptability of Insurers
Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best’s rating of no less than A: VII, unless otherwise acceptable to the Entity.
Verification of Coverage
Contractor shall furnish the Entity with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to Entit y before work begins. The Entity reserves the right to require complete, certified copies of all required insurance policies, including endorsements affecting the coverage required by these specifications, at any time.
Special Events Coverage for Instructors
Special events coverage is available for an additional fee to provide the liability insurance required by this agreement. Contractor can obtain additional information and cost from the Entity.
Special or Low Risk Activities
Entity reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. The Entity reserves the right to modify or waive insurance requirements for certain low risk recreational activities.
7. INDEMNIFICATION
Contractor agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, whic h may arise from the negligent operations of the Contractor, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Contractor further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Contractor’s services are subject to Civil Code Section 2782.8, the above indemnity 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.
8. INTELLECTUAL PROPERTY INDEMNIFICATION
Contractor shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including cost s, for infringement of any United States’ EXHIBIT 1
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6 letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Contractor to the City pursuant to this Agreement.
9. RECORDS
Contractor shall keep recor ds 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 Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Contractor under this Agreeme nt. All such records and invoices shall be clearly identifiable. Contractor shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Contractor shall allow inspection of 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.
10. CONFIDENTIALITY
If Contractor receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Contractor agrees that it shall not use or disclose such information except in the performance of t his Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. “Confidential Information” shall include all nonpublic information. Confidential Information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential Information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that: (a) has been disclosed in publicly available sources; (b) is, through no fault of the Contractor, disclosed in a publicly available source; (c) is i n rightful possession of the Contractor without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or , (e) is independently developed by the Contractor without reference to information disclosed by the City.
11. CONFLICT OF INTEREST CLAUSE
Contractor covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement.
12. NON-DISCRIMINATION
Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identi ty, gender expression, gender, medica l conditions, genetic information, military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promo tion, termination or other employment related activities. Contractor affirms that it is an equal EXHIBIT 1
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7 opportunity employer and shall comply with all applicable federal, state and local laws and regulations.
13. EXCLUSIVITY AND AMENDMENT
This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Contractor or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein.
14. ASSIGNMENT
Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City’s ability to have any of the services that are the subject to this Agreement performed by City personnel or by other contractors retained by City.
15. TERMINATION
This Agreement may be terminated by the City upon thirty (30) days writt en notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination, subject to the following conditions:
a. As a condition of such payment, the Executive Director may require Contractor to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Contractor consents to the City's use thereof for such purposes as the City deems appropriate.
b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement.
16. WAIVER
No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not EXHIBIT 1
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8 similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies.
17. JURISDICTION - VENUE
This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement.
18. PROFESSIONAL LICENSES
Contractor shall, throughout the term of this Agreement, maintain all necess ary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Contractor shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement.
19. NOTICE
Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic commu nication in the manner provided in this Section, to the following persons:
To City:
Clerk of the City Council
City of Santa Ana
20 Civic Center Plaza (M-30)
P.O. Box 1988
Santa Ana, CA 92702-1988
Fax: 714- 647-6956
With courtesy copies to:
Executive Director
Community Development Agency
City of Santa Ana
20 Civic Center Plaza (M-25)
P.O. Box 1988
Santa Ana, California 92702
Fax:
EXHIBIT 1
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9 To City Net:
A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) d ays after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded.
20. MISCELLANEOUS PROVISIONS
a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney’s fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement.
[signatures on following page]
Brad Fieldhouse
Executive Director
City Net
PO Box 90243
Long Beach, CA 90809
323-485-8881
EXHIBIT 1
City Council
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13 12/19/2023
10 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written.
ATTEST: CITY OF SANTA ANA
Jennifer L. Hall
City Clerk
Tom Hatch
Interim City Manager
APPROVED AS TO FORM:
SONIA R. CARVALHO CITY NET:
City Attorney
By:
Andrea Garcia-Miller
Assistant City Attorney (title)
Tax ID#
RECOMMENDED FOR APPROVAL:
Michael Garcia
Executive Director
Community Development Agency
Brad Fieldhouse
Executive Director
EXHIBIT 1
City Council
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14 12/19/2023
EXHIBIT A
Scope of Work
EXHIBIT 1
City Council
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15 12/19/2023
Exhibit A: Scope of Work
2024 Santa Ana Multidisciplinary Response Team (SMART)
City Net – 901 W. Civic Center Drive, Suite 155, Santa Ana, CA 92705 1 Project Overview
City Net will provide street outreach and engagement services through the Santa Ana Multidisciplinary Response Teams (“SMART”) in 2024.
In partnership with the Santa Ana Police Department, Santa Ana Community Development, and city departments such as Code Enforcement and Public Works, City Net will staff and deploy SMART teams in responding to homeless calls for service though street outreach and engagement, 16 hours per day, seven days a week. The SMART Teams will address non-emergency homeless calls to increase outreach focused on providing services, addressing mental health, connecting clients to housing and helping more people out of homelessness.
Thr
ough live dispatch (during operational hours) City Net will deploy multi-disciplinary teams of homeless services professionals to respond to homeless services calls received from the Santa Ana Police Department dispatch, My Santa Ana app (application, online and phone referrals), direct community calls through the City Net Outreach Line, and through proactive engagement by SMART teams. City Net will also implement a new Jail Release Program to provide outreach to clients exiting from the Santa Ana jail in need of housing and shelter services.
Deliverables (see endnotes for descriptions of terms below) Annual Goal
Outreach Contactsi 4,000
Substance Abuse Assessment 120
Phone Calls Dispatched 8,000
Case Managementiii 1,020
Jail Release Program Positive Exits 25
Street Exitsiv 850
Description of Services
Street Outreach
Street outreach is service delivery to engage homeless neighbors through the process of rapport- building for the purpose of connecting them with emergency shelter, housing, critical services, and providing urgent, non-facility-based care such as medical health treatment, mental health treatment, counseling, and other services essential for achieving independent living. Street outreach activities help homeless neighbors begin the process of obtaining appropriate supportive services, including assistance in obtaining permanent housing. Street outreach can be viewed as a “service in itself” and “a process of building a personal connection that may play a role in helping a person improve his or her housing, health status, or social support network” which “involves creativity, flexibility, may take EXHIBIT 1
City Council
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16 12/19/2023
Exhibit A: Scope of Work
2024 Santa Ana Multidisciplinary Response Team (SMART)
City Net – 901 W. Civic Center Drive, Suite 155, Santa Ana, CA 92705 2 months or years and involves establishing a relationship” to connect a client to services (Olivet J, Bassuk E, Elstad E, Kenney R & Jassil L (2010) Outreach and Engagement in Homeless Services: A Review of the Literature. The Open Health Services and Policy Journal, 3, 53-70). Outreach is integrated into the County Coordinated Entry System (CES) and Homeless Management Information System (HMIS) to provide entrance to and service navigation within the Continuum of Care (CoC) and its resources.
Engagement
Engagement services are activities to locate, identify, and build relationships with homeless neighbors to offer support, intervention, and connections with homeless assistance programs and/or mainstream social services and other housing programs. Specific activities may include:
• Conducting an initial assessment of client needs and eligibility • Providing informal crisis counseling
• Addressing urgent physical needs, such as providing meals, blankets, clothes, or toiletries • Actively connecting and providing information and referrals to needed services • Making formal referrals into the city and/or CoC shelter and housing system Cas
e Management
Case management activities assess housing and service needs and arrange, coordinate and/or monitor the delivery of individualized services. Specific activities include:
• Assessment and intake using HMIS
• Conducting initial evaluations including verifying and documenting eligibility • Developing/securing/coordinating services
• Helping obtain Federal, State, and local benefits
• Monitoring and evaluating program participant progress in particular programs • Providing information and referrals to other providers • Developing an individualized housing stabilization plan Sup
portive Services
Once enrolled in Case Management, clients are offered connections to the following supportive services:
• Medicaid/Medi-Cal
• Women, Infants and Children (WIC)
• Food Stamps/Cal-Fresh/EBT
• Federal-State Unemployment Insurance Program
• Social Security Disability Insurance (SSDI)
• Supplemental Security Income (SSI)
EXHIBIT 1
City Council
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17 12/19/2023
Exhibit A: Scope of Work
2024 Santa Ana Multidisciplinary Response Team (SMART)
City Net – 901 W. Civic Center Drive, Suite 155, Santa Ana, CA 92705 3 • Ge
neral Relief (GR), and
• Other mainstream resources such as housing, health, social services, employment, education services and youth programs that an individual or family may be eligible to receive.
Housing Navigation
Housing Navigators have the responsibility of properly matching clients to housing units. These matches require the following activities:
• Housing Needs Assessment
• Budget
• Complete housing applications and cover application fees • Address and overcome any potential barriers to housing (no/low credit, criminal charges, lack of rental history etc)
• Landlord introduction to client
• Provide a one-time move-in expense payment
• Neighborhood introduction so client can assess access and transportation to daily errands and supportive services
• Provide a “welcome home” donation package when client is housed, which includes a bed, nightstand, and couch
• Provide resources for housed clients to connect with the ensure housing stability City Jail Release Program
As a Homeless service provider in Orange County, we understand there are gaps in our system to assist our homeless neighbors. In collaboration with the City of Santa Ana Police Department Jail, Homeless Liaison Officers, and City Net’s Santa Ana Multi-Disciplinary Response Team (SMART), we will address the service gap with individuals being released from the Santa Ana jail to the streets. Upon request from the City of Santa Ana’s Jail, City Net’s case managers will meet with the homeless neighbor at the jail upon exit to develop a plan that will include services aimed to end the individual’s homelessness.
Our focus will be assisting the Santa Ana Police Department with requests for service between 11:00 p.m. and 7:00 a.m., meeting with the individual at 7:00 a.m. during our operating hours, in addition to offering our services during our normal operating hours of 7:00 a.m. to 11:00 p.m. The delivery of individual services includes:
• Assessment and intake into HMIS
• Developing and coordinating services
• Direct linkage to shelter for City of Santa Ana residents • Providing and linking individuals to community service providers; mental health and substance abuse programs
EXHIBIT 1
City Council
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18 12/19/2023
Exhibit A: Scope of Work
2024 Santa Ana Multidisciplinary Response Team (SMART)
City Net – 901 W. Civic Center Drive, Suite 155, Santa Ana, CA 92705 4 • Offe
r transportation to temporary housing placements
• Develop reunification plans for Santa Ana residents as well as non-Santa Ana residents Transportation
Through use of privately leased vans and/or transportation services, City Net will engage in:
• Transporting unsheltered people to emergency shelters, emergency health, emergency mental health, or other service facilities
• Provision of public transportation for participants
• Transportation costs (bus tickets, gas, minor car repairs, etc.) to assist homeless neighbors to relocate out of the region, provided they have permanent housing there • Assisting program participants to use public transportation Emer
gency Health
City Net will refer homeless neighbors to emergency health services to the extent that other customary emergency health services and treatments are unavailable or inaccessible to the homeless neighbor. An example of emergency health services to which City Net will refer homeless neighbors is outpatient treatment of urgent medical conditions by licensed medical professionals in community-based settings (e.g.; streets, parks, and campgrounds) to those eligible participants unwilling or unable to access emergency shelter or an appropriate healthcare facility. City Net may assist healthcare professionals in the case management aspects of the following activities:
• Assessing health problems and developing treatment plans • Assistance in understanding health needs
• Providing directly or assisting to obtain appropriate emergency medical treatment • Providing medication and follow-up services
Em
ergency Mental Health
City Net will refer homeless neighbors to emergency mental health services to the extent that other customary emergency mental health services and treatments are unavailable or inaccessible to the homeless neighbor. An example of emergency health services to which City Net will refer homeless neighbors is outpatient treatment of urgent mental health conditions by licensed professionals in community-based setting (e.g.; streets, parks, and campgrounds) to those eligible participants unable or unwilling to access emergency shelter or an appropriate mental health care facility. City Net may assist mental healthcare professionals in the case management aspects of the following activities:
• Assess the clients mental health state and determine if the client is under enough duress to warrant a mental health referral
• Submitting a client referral to Mental Health Association or Behavioral Wellness • Crisis intervention
EXHIBIT 1
City Council
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19 12/19/2023
Exhibit A: Scope of Work
2024 Santa Ana Multidisciplinary Response Team (SMART)
City Net – 901 W. Civic Center Drive, Suite 155, Santa Ana, CA 92705 5 • Pr
escription of psychotropic medications
• Explanation about the use and management of medications • Combinations of therapeutic approaches to address multiple problems Di
spatch Services
In collaboration with the City of Santa Ana, City Net provides dispatch services for people experiencing homelessness to offer timely assistance and support to individuals experiencing homelessness in critical situations. The goal is to send a team of trained case managers into the field to divert police and address non-emergent issues by providing de-escalation, connection to case management services, shelter offers, and housing plans. Calls are placed by police, concerned community members, and people experiencing homelessness requesting help. Dispatchers are trained to handle calls with empathy and understanding, assess the urgency of the calls, and dispatch the appropriate resources through the 10-8 system.
Dispatch services include:
• Hotline/Phone Service through the 10-8 system
• Trained dispatchers to answer phone calls and connect to resources • Collaboration with the City Net Outreach Teams, who log when they answer a call, are en route, response times, and result of interaction into the 10-8 system to track effectiveness of the program
• Provide resource referrals and connection to emergency services • Provide crisis intervention when individuals call in an escalated state City Net Data Collection Policy
The information City Net collects about individuals and families who access our services is confidentially stored in a local electronic database called the Homeless Management Information System (HMIS).
HMIS securely records information (data) about people accessing housing and homeless services, which may include, but is not limited to, names and contact information, birthdates, demographic information, self-reported medical information, Veteran status, disability status, etc. Under the HMIS Data-Sharing Agreement, the individual client data of those who consent to have their information stored in HMIS is only viewable by qualified staff at each participating agency. In order to participate in HMIS, leaders at each agency must sign an Agency Agreement. This includes a commitment to protecting client data and maintaining confidentiality, and agency staff must pass multiple trainings that each go over the importance of client privacy.
Cit
y Net is accountable to our HMIS Data-Sharing partners, to the local County, to our local Continuum of Care, and to the Department of Housing and Urban Development (HUD) to maintain the privacy and EXHIBIT 1
City Council
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20 12/19/2023
Exhibit A: Scope of Work
2024 Santa Ana Multidisciplinary Response Team (SMART)
City Net – 901 W. Civic Center Drive, Suite 155, Santa Ana, CA 92705 6 se
curity of the confidential personal information we collect about our clients and their families. Aside from these legal and funding-related obligations, we also believe we have an ethical responsibility to our clients to not share their personal data in ways to which they’ve not agreed. To ensure City Net's commitment to excellent data collection, privacy and security, analysis and reporting practices, City Net does not authorize external agencies to complete these functions on our behalf except in very limited ci
rcumstances and only with prior written approval and with City Net's full participation in all data reporting and analysis. This is so that City Net can responsibly provide context and analysis for the data City Net collects within collaborative efforts to coordinate the most effective services for our homeless neighbors, better understand homelessness in our community, assess the types of resources needed in our local area, and participate in generating aggregate statistical reports to HUD, which help to improve policy and bring adequate funding of services for the most vulnerable populations in our community, and so City Net can assure its ethical and legal responsibilities to homeless neighbors to not share their data in ways to which they have not agreed.
i Outreach Contacts reflect the number of interactions for the specific purpose of reaching out to unsheltered homeless neighbors in a process of building trust and offering support toward the long-term goal of connecting them with emergency shelter, housing, or critical services; and providing urgent, non-facility-based care. These activities are intended to help homeless neighbors to obtain appropriate supportive services, including assistance in obtaining permanent housing, medical health treatment, mental health treatment, counseling, supervision, and other services essential for achieving independent living; housing stability case management; and other Federal, State, local, or private assistance available to assist the program participant in obtaining housing stability. This number can be duplicated in any given reporting period. iii Reflects the current number of homeless neighbors who are voluntarily engaged in a formal, written case management relationship with City Net. Clients sign permission to allow City Net case managers to work with them to achieve progress on a mutually agreed upon plan to attain housing and supportive services. Case managers follow-up with housed clients for 6 months after housing to ensure a successful placement. Active cases are engaged once a week on average and are considered inactive after 90 days of no contact. This is an unduplicated number that changes over time as former clients exit case management and new clients enroll. iv Street Exits are defined by HUD and enumerated in the HUD systems performance report, and City Net uses these designations for all street exits achieved through the efforts of two or more agencies working together within the context of the homeless collaborative in the city. HUD designates some of these street exits as “temporary” and some as “permanent”, and City Net exercises discretion to count as exited those homeless neighbors who have a reasonable plan in place to move from temporary shelter to permanent housing. Street exits may also reflect duplicated numbers as individuals may enter, then exit, then reenter shelter/housing multiple times during the reporting period, and HUD guidelines require that City Net count these as multiple street exits even when referring to a single individual.
EXHIBIT 1
City Council
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21 12/19/2023
EXHIBIT B
Budget
EXHIBIT 1
City Council
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22 12/19/2023
Santa Ana SMART Multidisciplinary Street Outreach
and Engagement with Live Dispatch
Cost Proposal
Title/Role Description
Full
Comp
Hrs/
week Wks FTE TOTAL
Regional Director Project compliance with management, operations and public safety standards to achieve programmatic outcomes $66.97 8 52.00 0.20 $27,859.52
Program Supervisor Project supervision, staff management $56.81 40 52.00 1.00 $118,164.80 Field Supervisor Field supervision, staff management $47.37 40 52.00 1.00 $98,529.60 Dispatch Supervisor Call center supervisor $45.46 20 52.00 0.50 $47,278.40 Dispatch Staff Live call response $35.33 40 52.00 4.00 $293,945.60 Case Manager II O+E, case management $40.45 40 52.00 16.00 $1,346,176.00 Case Manager III O+E, case management $46.87 40 52.00 6.00 $584,937.60 Data Analyst HMIS data entry, reporting, compliance $36.84 40 52.00 1.00 $76,627.20 Executive leadership Project oversight, q uality control, communications, problem solving (Credit due to long-term Santa Ana partnership) $104.23 16 52.00 0.00-$86,719.36
Finance and billing Payroll, billing $53.22 24 52.00 0.60 $66,418.56 Human resources Staff recruiting, hiring, training, disputes $44.03 20 52.00 0.50 $45,791.20 Operations Inventory, purchasing, technical support $42.11 16 52.00 0.40 $35,035.52 Overtime Allocation $56,549.67
31.20$2,797,313.67
Item TOTAL
Client Services $224,640.00
Client Services $40,000.00
Client Services $40,000.00
Rent $112,320.00
Computing and
Telecommunications
$47,289.63
Serv
ices and supplies $63,636.36
Services and supplies $28,080.00
Services and supplies $37,440.00
Services and supplies $13,104.00
Services and supplies $88,807.68
$695,317.67
Category TOTAL
De minimis rate for
non-federal entity
$349,214.17
$349,214.17
$3,841,845.51
Office space and office furniture rental
Santa Ana SMART Street Outreach and Engagement, Jan 1, 2024 - Dec 31, 2024 Live phone response and dispatch, 7 days/week, 9:00am to 9:00pm 11 total teams operating seven days a week, 7:00am to 11:00pm, including City Jail Release Program Labor
Standard overtime allocation at 2% of labor
Labor Subtotal:
Operations and Program Expenses
Description
Client/staff travel: Nine vehicles, fuel, Uber/Lyft, EE mileage reimbursements, etc.
Rapid rehousing fees
Emergency Shelter motel vouchers
Project TOTAL
Computing (computer, IPad, phone), telecommunications (phones & cell service), printer/copier w/supplies, hardware & software, wifi, etc.
Law Enforcement, City and Stakeholder Liaison
Uniforms, copies, forms, office supplies, PPE supplies, etc.
IT support and client management software licenses
Financial audit
Liability insurance, cyber security insurance, Worker's Compensation insurance Operations and Program Expenses Subtotal:
Administration
Description
Per 2 CFR 200.414-11, de minimis rate established for non-Federal entities who do not have negotiated Indirect Cost Rate. This fee is charged at a rate of 10% to offset expenses incurred by the organization but not billable as direct project expenses.
Administration subtotal:
1 12/11/2023
[email protected]
EXHIBIT 1
City Council
31 –
23 12/19/2023
1 AGREEMENT BETWEEN THE CITY OF SANTA ANA AND
KINGDOM CAUSES, INC. DBA CITY NET FOR
STREET OUTREACH AND ENGAGEMENT SERVICES
THIS STREET OUTREACH AND ENGAGEMENT AGREEMENT (“Agreement”) is made and entered into on this 19th day of December, 2023, by and between Kingdom Causes, Inc., dba City Net, a California nonprofit corporation (“Contractor”), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (“City”).
RECITALS
A. In April, 2021, the City released Request for Proposals #21-061 (“RFP”) for the Homeless Outreach – Street Outreach and Engagement pilot program in the City of Santa Ana, which is service delivery for the specific purpose of reaching out to unsheltered homeless neighbors; connecting them with emergency shelter, housing, or critical services; and providing urgent, non -facility-based care . The RFP allowed for selection of vendor to provide services for up to two (2) years with extensions.
B. On October 6, 2021, the Parties entered into Agreement #A-2021-096 for said services and included the RFP as an exhibit to the Agreement #A -2021-096. On July 19, 2022, City Council approved a six -month amendment to extend Agreement #A-2021-096 with City Net through December 31, 2022.
C. On December 6, 2022, the Parties entered into Agreement #A-2022-240 for said services for a one (1) year term through December 31, 2023, consistent with the requirements and terms of the RFP.
C. City seeks a Contractor which is qualified by experience, preparation, organization, staffing and manageme nt to operate programs on behalf of homeless individuals and is familiar with existing homeless services in the City. The City finds that the pilot program, along with the engagement for 2023 with CityNet, was successful. Therefore, u nder the scope of the RFP, and by the services previously provided by the agreements detailed in these recitals , the City seeks to engage Contractor to continue its Street Outreach and Engagement services in the City of Santa Ana consistent with requirements and term provided in the RFP.
D. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional firm in the field.
NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows:
EXHIBIT 2
City Council
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24 12/19/2023
2 1. SCOPE OF SERVICES
Contractor shall perform during the term of this Agreement, the tasks and obligations , including all labor, materials, tools, equipment, and incidental customary work , required to fully and adequately complete the services described and set forth in the Scope of Work attached hereto as Exhibit A.
2. COMPENSATION
a. City agrees to pay, and Contractor agrees to accept as total payment for its services for City, the rates and charges detailed in the Budget attached hereto as Exhibit B.
The total sum to be expended during the term of this Agreement shall not exceed $3,571,134.90.
b. Contractor agrees and understands that the City has the right to withhold up to 10% of the total contract value pursuant to the contractor achieving performance-based goals provided in Exhibit A. City shall evaluate said goals on a quarterly basis.
Amounts subject to being withheld shall not exceed $89,278.38 per quarter, or $29,759.46 monthly, during each quarter. The total annual amount, subject to withholding, shall not exceed $357,113.49.
c. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures.
City and Contractor agree that all payments due and owing under this Agreement shall be made through Automated Clearing House (ACH) transfers. Contractor agrees to execute the City’s standard ACH Vendor Payment Authorization and provide required documentation. Upon verification of the data provided, the City will be authorized to deposit payments directly into Contractor’s account(s) with financial institutions. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City.
d. The compensation required pursuant to this Agreement will be paid by City to Contractor from multiple federal, state, and local funding sources (each individually a "Funding Source" and cumulatively the "Funding Sources"), including, but not limited to, the following:
i. HHAP
Contractor will be required to enter into a separate funding agreement for each Funding Source. Contractor will be required to co mply with all requirements of each Funding Source, as detailed in the separate funding agreements. The total amount of compensation in said funding agreements shall count toward the total amount due and owing from City to Contractor under this Agreement, not compensation in addition to the total amount of this Agreement. If Contractor does not execute any of the separate funding agreements, Contractor will forfeit that EXHIBIT 2
City Council
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3 amount of funding from that Funding Source, and City will have the option to terminate this Agreement pursuant to the terms of Section 15, below. Additionally, in the event any Funding Source is reduced by 25% or more, City will have the option to terminate this Agreement pursuant to the terms of Section 15, below.
3. TERM
This Agreement shall commence on January 1, 2024, and continue through December 31, 2024, unless terminated earlier in accordance with Section 15 below.
4. INDEPENDENT CONTRACTOR
Contractor shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer -employee relationship, a joint venture relationsh ip, or to allow the City to exercise discretion or control over the professional manner in which Contractor performs the services which are the subject matter of this Agreement; however, the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Contractor shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes.
5. OWNERSHIP OF MATERIALS
This Agreement creates a non -exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Contractor under this Agreement (“Documents & Data”). Contractor shall require all subcontractors to agree in writing that City is granted a non -exclusive and perpetual license for any Documents & Data the subcontract or prepares under this Agreement.
Contractor represents and warrants that Contractor has the legal right to license any and all Documents & Data. Contractor makes no such representation and warranty in regard to Documents & Data which were provided to Contractor by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City’s sole risk.
6. INSURANCE
Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, its agents, representatives, employees, or subcontractors.
EXHIBIT 2
City Council
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26 12/19/2023
4 a. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as:
1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.
2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering Code 1 (any auto), or if Contractor has no owned autos, Code 8 (hired) and 9 (non- owned), with limits no less than $1,000,000 per accident for bodily injury and property damage.
3. Workers’ Compensation insurance as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease..
5. Sexual Abuse or Molestation (SAM) Liability: If the work will include contact with minors, and the CGL policy referenced above is not endorsed to include affirmative coverage for sexual abuse or molestation, Contractor shall obtain and maintain a policy covering Sexual Abuse and Molestation with a limit no less than $1,000,000 per occurrence or claim.
6. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.
b. Other Insurance Provisions
The general liability policy is to contain, or be endorsed to contain, the following provisions:
1. The Entity, its officers, officials, employees, agents, and volunteers are to be covered as additional insureds with respect to liability arising out of work or operations performed by or on behalf of the Instructor including materials, parts or equipment furnished in connection with such work or operations.
2. For any claims related to this contract, the Contractor’s insurance coverage shall be primary insurance coverage at least as broad as ISO CG 20 01 04 13 as respects the Entity, its officers, officials, employees, agents, and volunteers.
3. The Insurance Company agrees to waive all rights of subrogation against the Entity, its elected or appointed officers, officials, agents, and employees for losses paid under the terms of any policy which arise from work performed by the Instructor for the Entity. This provision also applies to the Instructor’s Workers’ Compensation policy.
4. Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the Entity.
EXHIBIT 2
City Council
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5 Acceptability of Insurers
Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best’s rating of no less than A: VII, unless otherwise acceptable to the Entity.
Verification of Coverage
Contractor shall furnish the Entity with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to Entit y before work begins. The Entity reserves the right to require complete, certified copies of all required insurance policies, including endorsements affecting the coverage required by these specifications, at any time.
Special Events Coverage for Instructors
Special events coverage is available for an additional fee to provide the liability insurance required by this agreement. Contractor can obtain additional information and cost from the Entity.
Special or Low Risk Activities
Entity reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. The Entity reserves the right to modify or waive insurance requirements for certain low risk recreational activities.
7. INDEMNIFICATION
Contractor agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, whic h may arise from the negligent operations of the Contractor, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Contractor further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Contractor’s services are subject to Civil Code Section 2782.8, the above indemnity 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.
8. INTELLECTUAL PROPERTY INDEMNIFICATION
Contractor shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including cost s, for infringement of any United States’ EXHIBIT 2
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6 letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Contractor to the City pursuant to this Agreement.
9. RECORDS
Contractor shall keep recor ds 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 Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Contractor under this Agreeme nt. All such records and invoices shall be clearly identifiable. Contractor shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Contractor shall allow inspection of 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.
10. CONFIDENTIALITY
If Contractor receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Contractor agrees that it shall not use or disclose such information except in the performance of t his Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. “Confidential Information” shall include all nonpublic information. Confidential Information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential Information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that: (a) has been disclosed in publicly available sources; (b) is, through no fault of the Contractor, disclosed in a publicly available source; (c) is i n rightful possession of the Contractor without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or , (e) is independently developed by the Contractor without reference to information disclosed by the City.
11. CONFLICT OF INTEREST CLAUSE
Contractor covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement.
12. NON-DISCRIMINATION
Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identi ty, gender expression, gender, medica l conditions, genetic information, military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promo tion, termination or other employment related activities. Contractor affirms that it is an equal EXHIBIT 2
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7 opportunity employer and shall comply with all applicable federal, state and local laws and regulations.
13. EXCLUSIVITY AND AMENDMENT
This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Contractor or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein.
14. ASSIGNMENT
Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City’s ability to have any of the services that are the subject to this Agreement performed by City personnel or by other contractors retained by City.
15. TERMINATION
This Agreement may be terminated by the City upon thirty (30) days writt en notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination, subject to the following conditions:
a. As a condition of such payment, the Executive Director may require Contractor to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Contractor consents to the City's use thereof for such purposes as the City deems appropriate.
b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement.
16. WAIVER
No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not EXHIBIT 2
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8 similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies.
17. JURISDICTION - VENUE
This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement.
18. PROFESSIONAL LICENSES
Contractor shall, throughout the term of this Agreement, maintain all necess ary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Contractor shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement.
19. NOTICE
Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic commu nication in the manner provided in this Section, to the following persons:
To City:
Clerk of the City Council
City of Santa Ana
20 Civic Center Plaza (M-30)
P.O. Box 1988
Santa Ana, CA 92702-1988
Fax: 714- 647-6956
With courtesy copies to:
Executive Director
Community Development Agency
City of Santa Ana
20 Civic Center Plaza (M-25)
P.O. Box 1988
Santa Ana, California 92702
Fax:
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9 To City Net:
A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) d ays after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded.
20. MISCELLANEOUS PROVISIONS
a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney’s fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement.
[signatures on following page]
Brad Fieldhouse
Executive Director
City Net
PO Box 90243
Long Beach, CA 90809
323-485-8881
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10 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written.
ATTEST: CITY OF SANTA ANA
Jennifer L. Hall
City Clerk
Tom Hatch
Interim City Manager
APPROVED AS TO FORM:
SONIA R. CARVALHO CITY NET:
City Attorney
By:
Andrea Garcia-Miller
Assistant City Attorney (title)
Tax ID#
RECOMMENDED FOR APPROVAL:
Michael Garcia
Executive Director
Community Development Agency
Brad Fieldhouse
Executive Director
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EXHIBIT A
Scope of Work
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Exhibit A: Scope of Work
2024 Santa Ana Multidisciplinary Response Team (SMART)
City Net – 901 W. Civic Center Drive, Suite 155, Santa Ana, CA 92705 1 Project Overview
City Net will provide street outreach and engagement services through the Santa Ana Multidisciplinary Response Teams (“SMART”) in 2024.
In partnership with the Santa Ana Police Department, Santa Ana Community Development, and city departments such as Code Enforcement and Public Works, City Net will staff and deploy SMART teams in responding to homeless calls for service though street outreach and engagement, 16 hours per day, seven days a week. The SMART Teams will address non-emergency homeless calls to increase outreach focused on providing services, addressing mental health, connecting clients to housing and helping more people out of homelessness.
Thr
ough live dispatch (during operational hours) City Net will deploy multi-disciplinary teams of homeless services professionals to respond to homeless services calls received from the Santa Ana Police Department dispatch, My Santa Ana app (application, online and phone referrals), direct community calls through the City Net Outreach Line, and through proactive engagement by SMART teams. City Net will also implement a new Jail Release Program to provide outreach to clients exiting from the Santa Ana jail in need of housing and shelter services.
Deliverables (see endnotes for descriptions of terms below) Annual Goal
Outreach Contactsi 4,000
Substance Abuse Assessment 120
Phone Calls Dispatched 8,000
Case Managementiii 1,020
Jail Release Program Positive Exits 25
Street Exitsiv 850
Description of Services
Street Outreach
Street outreach is service delivery to engage homeless neighbors through the process of rapport- building for the purpose of connecting them with emergency shelter, housing, critical services, and providing urgent, non-facility-based care such as medical health treatment, mental health treatment, counseling, and other services essential for achieving independent living. Street outreach activities help homeless neighbors begin the process of obtaining appropriate supportive services, including assistance in obtaining permanent housing. Street outreach can be viewed as a “service in itself” and “a process of building a personal connection that may play a role in helping a person improve his or her housing, health status, or social support network” which “involves creativity, flexibility, may take EXHIBIT 2
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Exhibit A: Scope of Work
2024 Santa Ana Multidisciplinary Response Team (SMART)
City Net – 901 W. Civic Center Drive, Suite 155, Santa Ana, CA 92705 2 months or years and involves establishing a relationship” to connect a client to services (Olivet J, Bassuk E, Elstad E, Kenney R & Jassil L (2010) Outreach and Engagement in Homeless Services: A Review of the Literature. The Open Health Services and Policy Journal, 3, 53-70). Outreach is integrated into the County Coordinated Entry System (CES) and Homeless Management Information System (HMIS) to provide entrance to and service navigation within the Continuum of Care (CoC) and its resources.
Engagement
Engagement services are activities to locate, identify, and build relationships with homeless neighbors to offer support, intervention, and connections with homeless assistance programs and/or mainstream social services and other housing programs. Specific activities may include:
• Conducting an initial assessment of client needs and eligibility • Providing informal crisis counseling
• Addressing urgent physical needs, such as providing meals, blankets, clothes, or toiletries • Actively connecting and providing information and referrals to needed services • Making formal referrals into the city and/or CoC shelter and housing system Cas
e Management
Case management activities assess housing and service needs and arrange, coordinate and/or monitor the delivery of individualized services. Specific activities include:
• Assessment and intake using HMIS
• Conducting initial evaluations including verifying and documenting eligibility • Developing/securing/coordinating services
• Helping obtain Federal, State, and local benefits
• Monitoring and evaluating program participant progress in particular programs • Providing information and referrals to other providers • Developing an individualized housing stabilization plan Sup
portive Services
Once enrolled in Case Management, clients are offered connections to the following supportive services:
• Medicaid/Medi-Cal
• Women, Infants and Children (WIC)
• Food Stamps/Cal-Fresh/EBT
• Federal-State Unemployment Insurance Program
• Social Security Disability Insurance (SSDI)
• Supplemental Security Income (SSI)
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Exhibit A: Scope of Work
2024 Santa Ana Multidisciplinary Response Team (SMART)
City Net – 901 W. Civic Center Drive, Suite 155, Santa Ana, CA 92705 3 • Ge
neral Relief (GR), and
• Other mainstream resources such as housing, health, social services, employment, education services and youth programs that an individual or family may be eligible to receive.
Housing Navigation
Housing Navigators have the responsibility of properly matching clients to housing units. These matches require the following activities:
• Housing Needs Assessment
• Budget
• Complete housing applications and cover application fees • Address and overcome any potential barriers to housing (no/low credit, criminal charges, lack of rental history etc)
• Landlord introduction to client
• Provide a one-time move-in expense payment
• Neighborhood introduction so client can assess access and transportation to daily errands and supportive services
• Provide a “welcome home” donation package when client is housed, which includes a bed, nightstand, and couch
• Provide resources for housed clients to connect with the ensure housing stability City Jail Release Program
As a Homeless service provider in Orange County, we understand there are gaps in our system to assist our homeless neighbors. In collaboration with the City of Santa Ana Police Department Jail, Homeless Liaison Officers, and City Net’s Santa Ana Multi-Disciplinary Response Team (SMART), we will address the service gap with individuals being released from the Santa Ana jail to the streets. Upon request from the City of Santa Ana’s Jail, City Net’s case managers will meet with the homeless neighbor at the jail upon exit to develop a plan that will include services aimed to end the individual’s homelessness.
Our focus will be assisting the Santa Ana Police Department with requests for service between 11:00 p.m. and 7:00 a.m., meeting with the individual at 7:00 a.m. during our operating hours, in addition to offering our services during our normal operating hours of 7:00 a.m. to 11:00 p.m. The delivery of individual services includes:
• Assessment and intake into HMIS
• Developing and coordinating services
• Direct linkage to shelter for City of Santa Ana residents • Providing and linking individuals to community service providers; mental health and substance abuse programs
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Exhibit A: Scope of Work
2024 Santa Ana Multidisciplinary Response Team (SMART)
City Net – 901 W. Civic Center Drive, Suite 155, Santa Ana, CA 92705 4 • Offe
r transportation to temporary housing placements
• Develop reunification plans for Santa Ana residents as well as non-Santa Ana residents Transportation
Through use of privately leased vans and/or transportation services, City Net will engage in:
• Transporting unsheltered people to emergency shelters, emergency health, emergency mental health, or other service facilities
• Provision of public transportation for participants
• Transportation costs (bus tickets, gas, minor car repairs, etc.) to assist homeless neighbors to relocate out of the region, provided they have permanent housing there • Assisting program participants to use public transportation Emer
gency Health
City Net will refer homeless neighbors to emergency health services to the extent that other customary emergency health services and treatments are unavailable or inaccessible to the homeless neighbor. An example of emergency health services to which City Net will refer homeless neighbors is outpatient treatment of urgent medical conditions by licensed medical professionals in community-based settings (e.g.; streets, parks, and campgrounds) to those eligible participants unwilling or unable to access emergency shelter or an appropriate healthcare facility. City Net may assist healthcare professionals in the case management aspects of the following activities:
• Assessing health problems and developing treatment plans • Assistance in understanding health needs
• Providing directly or assisting to obtain appropriate emergency medical treatment • Providing medication and follow-up services
Em
ergency Mental Health
City Net will refer homeless neighbors to emergency mental health services to the extent that other customary emergency mental health services and treatments are unavailable or inaccessible to the homeless neighbor. An example of emergency health services to which City Net will refer homeless neighbors is outpatient treatment of urgent mental health conditions by licensed professionals in community-based setting (e.g.; streets, parks, and campgrounds) to those eligible participants unable or unwilling to access emergency shelter or an appropriate mental health care facility. City Net may assist mental healthcare professionals in the case management aspects of the following activities:
• Assess the clients mental health state and determine if the client is under enough duress to warrant a mental health referral
• Submitting a client referral to Mental Health Association or Behavioral Wellness • Crisis intervention
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Exhibit A: Scope of Work
2024 Santa Ana Multidisciplinary Response Team (SMART)
City Net – 901 W. Civic Center Drive, Suite 155, Santa Ana, CA 92705 5 • Pr
escription of psychotropic medications
• Explanation about the use and management of medications • Combinations of therapeutic approaches to address multiple problems Di
spatch Services
In collaboration with the City of Santa Ana, City Net provides dispatch services for people experiencing homelessness to offer timely assistance and support to individuals experiencing homelessness in critical situations. The goal is to send a team of trained case managers into the field to divert police and address non-emergent issues by providing de-escalation, connection to case management services, shelter offers, and housing plans. Calls are placed by police, concerned community members, and people experiencing homelessness requesting help. Dispatchers are trained to handle calls with empathy and understanding, assess the urgency of the calls, and dispatch the appropriate resources through the 10-8 system.
Dispatch services include:
• Hotline/Phone Service through the 10-8 system
• Trained dispatchers to answer phone calls and connect to resources • Collaboration with the City Net Outreach Teams, who log when they answer a call, are en route, response times, and result of interaction into the 10-8 system to track effectiveness of the program
• Provide resource referrals and connection to emergency services • Provide crisis intervention when individuals call in an escalated state City Net Data Collection Policy
The information City Net collects about individuals and families who access our services is confidentially stored in a local electronic database called the Homeless Management Information System (HMIS).
HMIS securely records information (data) about people accessing housing and homeless services, which may include, but is not limited to, names and contact information, birthdates, demographic information, self-reported medical information, Veteran status, disability status, etc. Under the HMIS Data-Sharing Agreement, the individual client data of those who consent to have their information stored in HMIS is only viewable by qualified staff at each participating agency. In order to participate in HMIS, leaders at each agency must sign an Agency Agreement. This includes a commitment to protecting client data and maintaining confidentiality, and agency staff must pass multiple trainings that each go over the importance of client privacy.
Cit
y Net is accountable to our HMIS Data-Sharing partners, to the local County, to our local Continuum of Care, and to the Department of Housing and Urban Development (HUD) to maintain the privacy and EXHIBIT 2
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Exhibit A: Scope of Work
2024 Santa Ana Multidisciplinary Response Team (SMART)
City Net – 901 W. Civic Center Drive, Suite 155, Santa Ana, CA 92705 6 se
curity of the confidential personal information we collect about our clients and their families. Aside from these legal and funding-related obligations, we also believe we have an ethical responsibility to our clients to not share their personal data in ways to which they’ve not agreed. To ensure City Net's commitment to excellent data collection, privacy and security, analysis and reporting practices, City Net does not authorize external agencies to complete these functions on our behalf except in very limited ci
rcumstances and only with prior written approval and with City Net's full participation in all data reporting and analysis. This is so that City Net can responsibly provide context and analysis for the data City Net collects within collaborative efforts to coordinate the most effective services for our homeless neighbors, better understand homelessness in our community, assess the types of resources needed in our local area, and participate in generating aggregate statistical reports to HUD, which help to improve policy and bring adequate funding of services for the most vulnerable populations in our community, and so City Net can assure its ethical and legal responsibilities to homeless neighbors to not share their data in ways to which they have not agreed.
i Outreach Contacts reflect the number of interactions for the specific purpose of reaching out to unsheltered homeless neighbors in a process of building trust and offering support toward the long-term goal of connecting them with emergency shelter, housing, or critical services; and providing urgent, non-facility-based care. These activities are intended to help homeless neighbors to obtain appropriate supportive services, including assistance in obtaining permanent housing, medical health treatment, mental health treatment, counseling, supervision, and other services essential for achieving independent living; housing stability case management; and other Federal, State, local, or private assistance available to assist the program participant in obtaining housing stability. This number can be duplicated in any given reporting period. iii Reflects the current number of homeless neighbors who are voluntarily engaged in a formal, written case management relationship with City Net. Clients sign permission to allow City Net case managers to work with them to achieve progress on a mutually agreed upon plan to attain housing and supportive services. Case managers follow-up with housed clients for 6 months after housing to ensure a successful placement. Active cases are engaged once a week on average and are considered inactive after 90 days of no contact. This is an unduplicated number that changes over time as former clients exit case management and new clients enroll. iv Street Exits are defined by HUD and enumerated in the HUD systems performance report, and City Net uses these designations for all street exits achieved through the efforts of two or more agencies working together within the context of the homeless collaborative in the city. HUD designates some of these street exits as “temporary” and some as “permanent”, and City Net exercises discretion to count as exited those homeless neighbors who have a reasonable plan in place to move from temporary shelter to permanent housing. Street exits may also reflect duplicated numbers as individuals may enter, then exit, then reenter shelter/housing multiple times during the reporting period, and HUD guidelines require that City Net count these as multiple street exits even when referring to a single individual.
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EXHIBIT B
Budget
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Santa Ana SMART Multidisciplinary Street Outreach
and Engagement with Live Dispatch
Cost Proposal
Title/Role Description
Full
Comp
Hrs/
week Wks FTE TOTAL
Regional Director Project compliance with management, operations and public safety standards to achieve programmatic outcomes $66.97 8 52.00 0.20 $27,859.52
Program Supervisor Project supervision, staff management $56.81 40 52.00 1.00 $118,164.80 Field Supervisor Field supervision, staff management $47.37 40 52.00 1.00 $98,529.60 Dispatch Supervisor Call center supervisor $45.46 20 52.00 0.50 $47,278.40 Dispatch Staff Live call response $35.33 40 52.00 4.00 $293,945.60 Case Manager II O+E, case management $40.45 40 52.0014.00 $1,177,904.00 Case Manager III O+E, case management $46.87 40 52.00 6.00 $584,937.60 Data Analyst HMIS data entry, reporting, compliance $36.84 40 52.00 1.00 $76,627.20 Executive leadership Project oversight, q uality control, communications, problem solving (Credit due to long-term Santa Ana partnership) $104.23 16 52.000.00 -$86,719.36
Finance and billing Payroll, billing $53.22 24 52.00 0.60 $66,418.56 Human resources Staff recruiting, hiring, training, disputes $44.03 20 52.00 0.50 $45,791.20 Operations Inventory, purchasing, technical support $42.11 16 52.00 0.40 $35,035.52 Overtime Allocation $50,249.84
29.20 $2,562,741.84
Item TOTAL
Client Services $224,640.00
Client Services $40,000.00
Client Services $40,000.00
Rent $107,640.00
Computing and
Telecommunications
$46,800.00
Services and supplies $63,636.36
Services and supplies $26,910.00
Services and supplies $35,880.00
Services and supplies $12,558.00
Services and supplies $85,107.36
$683,171.72
Category TOTAL
De minimis rate for
non-federal entity
$325,221.34
$325,221.34
$3,571,134.90
Office space and office furniture rental
Santa Ana SMART Street Outreach and Engagement, Jan 1, 2024 - Dec 31, 2024 Live phone response and dispatch, 7 days/week, 9:00am to 9:00pm 10 total teams operating seven days a week, 7:00am to 11:00pm, including City Jail Release Program Labor
Standard overtime allocation at 2% of labor
Labor Subtotal:
Operations and Program Expenses
Description
Client/staff travel: Nine vehicles, fuel, Uber/Lyft, EE mileage reimbursements, etc.
Rapid rehousing fees
Emergency Shelter motel vouchers
Project TOTAL
Computing (computer, IPad, phone), telecommunications (phones & cell service), printer/copier w/supplies, hardware & software, wifi, etc.
Law Enforcement, City and Stakeholder Liaison
Uniforms, copies, forms, office supplies, PPE supplies, etc.
IT support and client management software licenses
Financial audit
Liability insurance, cyber security insurance, Worker's Compensation insurance Operations and Program Expenses Subtotal:
Administration
Description
Per 2 CFR 200.414-11, de minimis rate established for non-Federal entities who do not have negotiated Indirect Cost Rate. This fee is charged at a rate of 10% to offset expenses incurred by the organization but not billable as direct project expenses.
Administration subtotal:
1 12/11/2023
[email protected]
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