Agenda packet — Santa Monica City Council, December 13, 2022 (part 1 of 2)

City of Santa Monica
City Council Meeting
AGENDA

GLEAM DAVIS
MAYOR

PHIL BROCK LANA NEGRETE

COUNCILMEMBER MAYOR PRO TEM

CHRISTINE PARRA CAROLINE TOROSIS

COUNCILMEMBER COUNCILMEMBER

JESSE ZWICK OSCAR DE LA TORRE

COUNCILMEMBER COUNCILMEMBER

DAVID WHITE

CITY MANAGER

DOUGLAS SLOAN

CITY ATTORNEY

DENISE ANDERSON-WARREN

CITY CLERK

STANDARDS OF BEHAVIOR THAT PROMOTE CIVILITY AT ALL PUBLIC MEETINGS:
• Treat everyone courteously; • Give open-minded consideration to all viewpoints; • Listen to others respectfully • Focus on the issues and avoid personalizing debate; • Exercise self-control • Embrace respectful disagreement and dissent as democratic rights, inherent components of an inclusive public process, and tools for forging sound decisions
Meetings are broadcast live on CityTV cable channel 16 and on the internet at santamonica.gov. Cable television re-broadcasts air on Thursday and Saturday at 11:30 AM. The agenda will air on CityTV on Saturday and Sunday at 11:00 AM and 6:00 PM, and on Monday and Tuesday at 12:30 PM and 6:00 PM.

City of Santa Monica Generated: 12/9/2022 6:56 PM Page 2

RULES OF ORDER FOR THE CONDUCT OF CITY COUNCIL MEETINGS (Resolution No.11427(CCS))

WAYS TO PROVIDE PUBLIC COMMENT
If you are interested in providing public comment at a City Council meeting, there are several ways to participate:
(1) Written public comment. In lieu of oral public comment, the public is strongly encouraged to submit written public comment on agenda items via email to [email protected]. Written public comment submitted before 12:00 pm on the day of the meeting will be available for online viewing. Please note the agenda item number in the subject line of your written comments. (2) Oral public comment. Persons wishing to address the City Council regarding items on the agenda must be present and submit their name and address (optional) to the City Clerk before the public comment section is opened for that item or before the public hearing is opened where one is required by law. Register to speak at the Speaker Kiosk prior to the meeting. Remarks from the public are limited to a total of 6 minutes per City Council meeting, with a maximum of 2 minutes and a minimum of one minute per item. Except for the author of the request, public comment on 12-items are limited to 1 minute. Except on Public Input, speakers appearing at the meeting in person, may donate 2 minutes to another person present in-person at the meeting, who may speak for a total of 4 minutes on that item.

Both the donor of time and the designated speaker must register at the Speaker Kiosk in person together.

Oral public comment from any one individual is limited to a total of 6 minutes per City Council meeting, with a maximum of 2 minutes per agenda item; under some circumstances, Council may change the maximum to 1 minute per agenda item.

ORDER OF BUSINESS (may not be changed except by majority vote of the City Council.)

1. General Public Input
(members of the public may address the City Council
only on items not on the agenda, but within the
subject matter jurisdiction of the City).

2. Public Comment for Closed Session, Special
Agenda, and Consent Calendar Items Only
(Commendations and Proclamations presented).

3. Closed Session.

4. Special Agenda Items (City Manager’s Report,
Presentations, etc.).

5. Consent Calendar (All items considered in one
motion unless removed by a City Councilmember for
discussion. Public comment shall be heard prior
to City Council discussion).

6. Public Comment on remaining Agenda Items

7. Study Session.

8. Continued Items.

9. Administrative Proceedings.

10. Ordinances:
• 1
st Reading
• 2
nd Reading

11. Staff Administrative Item.

12. Public Hearings.

13. Reports of Boards and Commissions.

14. Resolutions.

15. Written Communications (other than
Reports of Commission and Officers).

16. Councilmember Discussion Items.

Agendas and reports are accessible on the City's webpage at smgov.net/council/agendas. They are also available at the City Clerk's Office and in alternate formats upon request. For a free email subscription to the City Council Agendas, please contact the City Clerk’s Office at (310) 458-8211 or [email protected].

Si desea comunicarse con alguien en español, llame a nuestra oficina al (310) 458-8211 y pida hablar con Esterlina Lugo.

City of Santa Monica Generated: 12/9/2022 6:56 PM Page 3

AGENDAS

CITY OF SANTA MONICA

REGULAR AND SPECIAL MEETING

CITY HALL COUNCIL CHAMBERS
1685 MAIN STREET, ROOM 250,
TUESDAY, DECEMBER 13, 2022
MEETING BEGINS AT 5:30 PM
WAYS TO PROVIDE REMOTE PUBLIC COMMENT:

Written public comment can be submitted via email to [email protected].

Written comments received prior to 12:00 pm on the day of the meeting will be available online. Please note the agenda item number in the subject line of your written comments.

CALL TO ORDER

PLEDGE OF ALLEGIANCE

ROLL CALL

1. PUBLIC INPUT (NON-AGENDA ITEMS)

2. PUBLIC INPUT (AGENDA ITEMS UNDER CLOSED SESSION, SPECIAL AGENDA

ITEMS, CONSENT CALENDAR ONLY)

3. CLOSED SESSIONS

3.A. Conference with Labor Negotiator: Government Code Section 54957.6 -- Agency Designated Representatives: City Manager David White and Chief People Officer Lori Gentles, Human Resources Manager Robert Scalise, Alexander Volberding, Liebert Cassidy Whitmore; Bargaining Unit: ATAAdministrative Team Associates.

3.B. Conference with Legal Counsel – Existing Litigation – Litigation has been initiated formally pursuant to Gov. Code Section 54956.9(d)(1): City of Santa Monica v. The Insurance Company of the State of Pennsylvania, et al., LASC Case No. 21STCV36027
City of Santa Monica Generated: 12/9/2022 6:56 PM Page 4

3.C. Conference with Legal Counsel – Existing Litigation – Litigation has been initiated formally pursuant to Gov. Code Section 54956.9(d)(1): John VMA Doe, et al. v. City of Santa Monica, et al., Case No. 22STCV30598; John TAU Doe, et al. v. Santa Monica PAL, et al., Case No. 22STCV19401; John Doe 1-4 v. Does 1-50, Case No. 21STCV34537; John Doe 5 and John Doe 6 v. Does 1-50, Case No. 22STCV08765; John JH Doe v. Police Activities League, et al., Case No. 21STCV24491; John Doe (D.C.) v. Santa Monica Police Activities League, et al., Case No. 21STCV47551; John Doe (MU) v. Santa Monica PAL, et al., Case No. 22STCV17022; John Doe #1, John Doe #2 and John Doe #3 v. Santa Monica PAL, et al., Case No. 22STCV03113; John Doe 142 v. Doe 1, Doe 2, and Doe 3, Case No. 22STCV01268; Jose Villaseñor v. City of Santa Monica, et al., Case No. 22STCV17835

3.D. Conference with Legal Counsel – Existing Litigation – Litigation has been initiated formally pursuant to Gov. Code Section 54956.9(d)(1): Jerry Vergara, Jr., et al. v. City of Santa Monica, et al., Case No. BC684705 - New Item Received 12/09/2022

4. SPECIAL AGENDA ITEMS

4.A. Presentation of American Public Works Association’s B.E.S.T. Award for the Sustainable Water Infrastructure Project
The following is the order of business for items to be heard no earlier than 7:00 p.m.

4.B. City Manager Report

5. CONSENT CALENDAR
(All items will be considered and approved in one motion unless removed by a Councilmember for discussion.)

5.A. Adoption of a Resolution Making AB 361 Findings Regarding Teleconference Meetings
Recommended Action
Staff recommends that Council adopt a resolution making the findings required by AB 361 to continue teleconference meetings of the City Council and City Boards, Commissions, and Task Forces.

5.B. Award Request for Proposal and Enter into a Professional Services Agreement with Dudek for the Santa Monica Groundwater Sustainability Plan Implementation
Recommended Actions
Staff recommends that the City Council:

1. Adopt a finding that the procurement of a consultant to assist the City in implementing the Groundwater Sustainability Plan is not a project within the meaning of the California Environmental Quality Act (CEQA); or, alternatively, City of Santa Monica Generated: 12/9/2022 6:56 PM Page 5 is subject to the commonsense exemption under CEQA Guideline 15061(b)(3).

2. Award RFP #331 for the Santa Monica Groundwater Sustainability Plan Implementation to Dudek, a California-based company, for compliance with the California State Sustainable Groundwater Management Act (Act) for the Santa Monica Basin Groundwater Sustainability Agency where the City of Santa Monica is the lead agency.

3. Authorize the City Manager to negotiate and execute an agreement with Dudek, in an amount not to exceed $1,256,200 (including a $114,200 contingency) for five years with future year funding contingent on Council budget approval.

4. Authorize the City Manager or designee to negotiate a cost-sharing agreement with the City of Los Angeles Department of Water and Power (LADWP) and other member agencies (City of Beverly Hills, City of Culver City, and Los Angeles County), if applicable, for the $1,256,200 contract. The LADWP may contribute up to 20% of the total project cost as one of five member agencies in the Santa Monica Basin Groundwater Sustainability Agency.

5.C. Award Request for Proposal to Aeroplex Group Partners, LLC, for Airport SelfService Fuel Operator Recommended Action
Staff recommends that the City Council:

1. Award RFP #335 to Aeroplex Group Partners, LLC, a California-based company for services as a commercial self-service fuel operator to manage the City of Santa Monica's self-serve fuel station for retail aviation fueling services at Santa Monica Airport for the Public Works Department;

2. Authorize the City Manager to negotiate and execute a contract with Aeroplex Group Partners, LLC, in an amount not to exceed $1,267,200 for three years with two additional one-year renewal options at the City's discretion for $422,400 for the first renewal year and $422,400 for the second renewal year for a total amount not to exceed $2,112,000 (including a 10% contingency) over a five-year period with future year funding contingent on Council budget approval; and

3. Adopt a finding of Categorical Exemption pursuant to Section 15301 (Existing Facilities), of the California Environmental Quality Act (CEQA) Guidelines.

5.D. Award RFP #SP2672 to Bureau Veritas Technical Assessments LLC for Professional Services for the Park Condition Assessment Project Recommended Action
Staff recommends that the City Council:

1. Award RFP #SP2672 to Bureau Veritas Technical Assessments LLC for preparation of a park condition assessment for the Public Works Department;

2. Authorize the City Manager to negotiate and execute a professional services agreement with Bureau Veritas Technical Assessments LLC in an amount not to exceed $168,000 (including a 10% contingency); and
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3. Adopt a finding of no possibility of significant effect pursuant to Section 15061(b)(3) (Common Sense Exemption) of the California Environmental Quality Act (CEQA) Guidelines.

5.E. Approval of First modification to the construction contract 11129 (CCS) with West Valley Investment Group, Inc. for additional construction services for the Pier Improvements Project.

Recommended Action
Staff recommends that the City Council:

1. Adopt the finding that the scope of work contemplated in the first modification to the construction contract 11129 (CCS) is categorically exempt as a Class 2 exemption pursuant to Section 15302 of the CEQA Guidelines; and,

2. Authorize the City Manager to negotiate and execute a first modification to the construction contract 11129 (CCS) in the amount of $160,000.00 to West Valley Investment Group, Inc. for additional construction services for the Pier Improvements Project. This will result in an amended agreement with a new total amount not to exceed $5,744,127.00.

5.F. Award Request for Proposal to Impex Technologies, Inc. for Modernization of the City's Data Center
Recommended Action
Staff recommends that the City Council:

1. Adopt a finding of Exemption pursuant to 15061(b)(3) (Common Sense Exemption) of the California Environmental Quality Act (CEQA) Guidelines.

2. Award RFP #316 to Impex Technologies, Inc, a California-based corporation, for Hyperconverged Infrastructure (HCI) and Cloud-hosted Disaster Recovery solution to provide on-premises Nutanix server equipment, installation, and integration services to replace the existing Hewlett Packard Enterprise servers and storage systems; and

3. Authorize the City Manager to negotiate and execute an agreement with Impex Technologies, Inc., in an amount of $933,273 for three (3) years, with two additional one-year renewal options of $311,091 per year for a total amount not to exceed $1,555,455. (including a 10% contingency), with future year funding contingent on Council budget approval.

5.G. Approval of First Modification to Banking Services Agreement with MUFG Union Bank, N.A. to provide banking services.

Recommended Action
Staff recommends that the City Council authorize the City Manager to negotiate and execute a first modification to agreement #10554 (CCS) with MUFG Union Bank, N.A., a California-based company, to extend the term for an additional two years for banking services. This will result in a seven-year amended agreement with no change to the estimated contract value of $300,000 with future year funding contingent on Council budget approval.

5.H. Annual Report on Low-Mod Housing Income Asset Fund City of Santa Monica Generated: 12/9/2022 6:56 PM Page 7 Recommended Action
Staff recommends that the Redevelopment Successor Agency:

1. Receive the Annual Report on the Low- and Moderate-Income Housing Asset Fund for Fiscal Year 2021-22 and authorize the City Manager to post the report on the City's website by December 31, 2022; and

2. Direct the City Manager to present the independent audit of the Low- and Moderate-Income Housing Asset Fund to the Council upon completion of the independent audit of the City’s Annual Comprehensive Financial Report (ACFR) and authorize the City Manager to post the results of the audit on the City's website after presentation to City Council.

5.I. Approval of an Amended and Restated Lease for Heal the Bay Aquarium at 1600 Ocean Front Walk and Short-term License for a Heal the Bay Gift Shop at 322 Santa Monica Pier
Recommended Action
Staff recommends that the City Council:

1. Make a determination that the actions to execute an Amended and Restated Lease and License and waiver of certain Pier Leasing Guidelines as set forth in recommended actions #2 and #3 are exempt under CEQA guideline 15061(b)(3) and 15302.

2. Authorize the City Manager to negotiate and execute an Amended and Restated Lease and short-term License with Heal the Bay (Tenant) doing business as Heal the Bay Aquarium to incorporate provisions negotiated by the parties; and

3. Waive the Pier Leasing Guidelines competitive procurement requirement in granting the Lease and License.

5.J. Award Bid for Maintenance and Repair of SMDOT's Liquefied/Compressed Natural Gas (L/CNG) Fueling Station
Recommended Action
Staff recommends that the City Council:

1. Award Bid #4429 to Clean Energy for maintenance and repair services to Santa Monica Department of Transportation’s natural gas fueling facility;

2. Authorize the City Manager to negotiate and execute an agreement with Clean Energy, in an amount not to exceed $1,344,710 including a $122,246 contingency and a 4% cost escalator in years two through five, over a fiveyear period with future year funding contingent on Council budget approval;

3. Adopt a finding of Categorical Exemption pursuant to Section 15301 (Existing Facilities), of the California Environmental Quality Act (CEQA) Guidelines.

The bid award for the maintenance and repair of SMDOT’s fueling station would not result in any modifications to existing liquified or compressed natural gas facilities.

5.K. Approval of Agreement Modification to SA Technologies (SQL Report Development Services)
Recommended Action
Staff recommends that the City Council:

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1. Adopt a finding of no possibility of significant effect pursuant to Section 15061(b)(3) (Common Sense Exemption) of the California Environmental Quality Act (CEQA) Guidelines.

2. Authorize the City Manager to negotiate and execute a second modification to Agreement #11081 in an amount not to exceed $65,000 with SA Technologies, Inc., (SAT), a California-based company, for services related to SQL report development. This will result in a 30-month amended agreement with a new total amount not to exceed $255,000, with future year funding contingent on Council budget approval.

5.L. Adoption of Resolution Authorizing the Application for Grant Funds from the California State Department of Water Resources Sustainable Groundwater Management Grant Program for the Santa Monica Groundwater Subbasin Recharge and Monitoring Project
Recommended Action
Staff recommends that the City Council:

1. Adopt the finding that the proposed five monitoring wells in the Santa Monica Basin are exempt from CEQA pursuant to Section 15303 (Section 15303 (New Construction or Conversion of Small Structures), Section 15304 (Class 4 – Minor Alterations to Land), and Section 15306 (information Collection) of the CEQA Guidelines.

2. Adopt the attached resolution authorizing the application for grant funds in the amount of up to $20,000,000 from the California State Department of Water Resources Sustainable Groundwater Management (SGM) Grant Program for the Santa Monica Groundwater Subbasin Recharge and Monitoring Project in the Public Works Department.

3. Authorize the City Manager to execute all necessary documents to apply for the grant, accept the grant, if awarded, and accept all grant renewals, if awarded.

5.M. Adoption of a Resolution Authorizing Acceptance of the Alcoholic Beverage Control Grant - Attachment C Added. 12/09/2022
Recommended Action
Staff recommends that the City Council:

1. Adopt the attached resolution authorizing the acceptance of a grant awarded in the amount of $44,000 from the California Department of Alcoholic Beverage Control (ABC) for the 2022-23 ABC-OTS Grant Program in the Police Department.

2. Authorize the City Manager to execute all necessary documents to accept the grant and all grant renewals.

3. Authorize budget changes as outlined in the Financial Impacts & Budget Actions section of this report.

5.N. Authorization to Accept the 2021 State Homeland Security Grant Recommended Action
Staff recommends that the City Council:

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1. Authorize the City Manager to accept a grant awarded in the amount of $185,000 from the Federal Emergency Management Agency for the 2021 State Homeland Security Grant Program in the Fire Department, and to accept all grant renewals;

2. Authorize the City Manager to execute all necessary documents to accept the grant, all grant renewals, and modifications. Authorize budget changes as outlined in the Financial Impacts & Budget Actions section of this report.

5.O. Approval of Fourth Modification to Agreement with Kovatch Mobile Equipment Corporation to Purchase One Fire Engine
Recommended Action
Staff recommends that the City Council authorize the City Manager to negotiate and execute a fourth modification to agreement #10409 in the amount of $405,227 with Kovatch Mobile Equipment (KME) Corporation for the purchase of a fire engine for the Fire Department. This will result in a seven-year amended agreement with a new total amount not to exceed $6,771,740 with future year funding contingent on Council budget approval.

5.P. Adoption of a Resolution Establishing March 1, 2023 as the Implementation Date of the Transient Occupancy Tax Rates in Measure CS Recommended Action
Staff recommends that the City Council adopt a resolution setting the implementation date for Measure CS (increasing the City’s Transient Occupancy Tax rate by 1 percentage point for hotels and by 3 percentage points for homeshares) as March 1, 2023. . SPECIAL MEETING OF THE REDEVELOPMENT SUCCESSOR AGENCY . ROLL CALL

5.Q. Adoption of Resolutions Approving the Annual Recognized Obligation Payment Schedule (ROPS)
Recommended Action
Staff recommends that the Redevelopment Successor Agency:

1. Adopt a finding that the adoption of a recognized obligation payment schedule and administrative budget is not a project within the meaning of the California Environmental Quality Act (CEQA); or, alternatively, is subject to the commonsense exemption under CEQA Guideline 15061(b)(3).

2. Adopt resolutions approving the Agency’s recognized obligation payment schedule and administrative budget for July 1, 2023 through June 30, 2024. . ADJOURNMENT OF THE SPECIAL MEETING

5.R. Adoption of a Resolution Extending Training Deadline for the Public Safety Reform and Oversight Commission - New Item Received 12/09/2022 City of Santa Monica Generated: 12/9/2022 6:56 PM Page 10 Recommended Action
Staff recommends that the City Council adopt the attached Resolution requiring completion of training by the Public Safety Reform Oversight Commission members.

5.S. City Council - Regular Meeting - Sep 27, 2022 5:30 PM - New Item Received 12/09/2022

5.T. City Council - Special Meeting - Nov 29, 2022 6:00 PM - New Item Received 12/09/2022

5.U. City Council - Special Meeting - Dec 6, 2022 6:00 PM - New Item Received 12/09/2022

6. PUBLIC INPUT ON REMAINING AGENDA ITEMS

7. STUDY SESSION
No items

8. CONTINUED ITEMS

8.A. Request of Councilmembers Parra, Brock and de la Torre to direct the City Manager to evaluate the impacts and feasibility of changing the Santa Monica Housing Authority Payment Standard basis to Small Area Fair Market Rate and increasing select zip code/unit size categories to 120% SAFMR to mitigate negative impacts as recommended by the Housing Commission by midDecember. (CONTINUED FROM 11/29/2022)

9. ADMINISTRATIVE PROCEEDINGS
No items

10. ORDINANCES
(Public comment is permitted on ordinances for introduction and first reading. No public discussion is permitted on ordinances for second reading and adoption.)

10.A. Second Reading and Adoption of an Ordinance Amending Santa Monica Municipal Code Sections 4.85.010 and 4.85.015 Related to Lobbying Activity and Participation of Lobbyists on City of Santa Monica Boards and Commissions
Recommended Action
Staff recommends that the City Council adopt the attached Ordinance.

10.B. Second Reading and Adoption of an Ordinance Amending Santa Monica Municipal Code Section 8.08.060 to Extend Building Permit Application Expiration Dates for Projects Requiring a Coastal Development Permit Recommended Action
Staff recommends that the City Council adopt the attached Ordinance.

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10.C. Second Reading and Adoption of an Ordinance Amending Santa Monica Municipal Code Section 3.12.1055 to Authorize the Operation of RemoteControlled Personal Delivery Devices (PDDs) and Prohibit the Operation of Autonomous Delivery Devices
Recommended Action
Staff recommends that the City Council adopt the attached Ordinance.

10.D. Introduction and Adoption of an Emergency Interim Zoning Ordinance to Allow 100% Affordable Housing Projects to Request Waivers or Reductions of Development Standards Pursuant to State Density Bonus Law - New Item Received 12/09/2022
Recommended Action
Staff recommends that the City Council:

1. Adopt a finding that no subsequent environmental review is required pursuant to California Environmental Quality Act (CEQA) Guidelines § 15162 based on a determination that the proposed project was analyzed as part of the 2021- 2029 6th Cycle Housing Element Environmental Impact Report (EIR) [SCH No. 20212269242021] that was certified by Council on October 12, 2021 with an Addendum to the EIR approved on October 11, 2022.

2. Introduce and adopt an emergency interim zoning ordinance to allow 100% affordable housing projects that receive unlimited density and up to three stories or 33 feet in additional height under State Density Bonus Law to request additional waivers or reductions of development standards.

11. STAFF ADMINISTRATIVE ITEMS

11.A. Adoption of a Resolution Amending and Restating the Audit Subcommittee Rules of Conduct to Clarify the Timing of the Election of the Audit Subcommittee Chair and Vice-Chair
Recommended Action
Staff recommends that the City Council adopt the attached Resolution of the City Council of the City of Santa Monica Amending and Restating Audit Subcommittee Rules of Conduct to Clarify the Timing of the Election of the Audit Subcommittee Chair and Vice-Chair (Attachment A).

11.B. Adoption of a Resolution Amending Council Rules of Order and Procedure and Review of the Public Input Pilot
Recommended Action
Staff recommends that the City Council:

1. Provide direction to staff to either continue the public input pilot as is, return to the previous method for public input; or adopt a new method based on modifications from the aforementioned options; and,

2. Adopt the attached proposed resolution amending the City Council’s Rules of Order and Procedure.

12. PUBLIC HEARINGS
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12.A. Public Hearing and Introduction for First Reading of an Ordinance to Award a Franchise Agreement for RFP 300: Digital Wayfinding and Out-of-Home Advertising Kiosk Program - Kiosk Report Moved From Item 10.D to 12.A. 12/9/22
Recommended Action
Staff recommends that the City Council:

1. Adopt a finding of Categorical Exemption pursuant to Sections 15303 (New Construction or Conversion of Small Structures) and 15311 (Accessory Structures) of the California Environmental Quality Act (CEQA) Guidelines in accordance with the Environmental Review section of this report;

2. Hold a public hearing, receive public comment, and hear protests, if any, for the award of RFP 300: Digital Wayfinding and Out-of-Home Advertising Kiosk Program;

3. Introduce for first reading the attached ordinance to award a franchise to BIG Outdoor for the installation, operation, and maintenance of a digital wayfinding and out-of-home advertising kiosk network for a 20-year term, per the terms and conditions stated in the ordinance (Attachment A);

4. Authorize the City Manager to negotiate and execute a franchise agreement with BIG Outdoor for a total of 20 years, per the terms and conditions stated in the ordinance; and

5. Authorize budget changes as outlined in the Financial Impacts & Budget Actions section of this report in the event that the franchise is awarded.

13. REPORTS OF BOARDS AND COMMISSIONS
No items

14. RESOLUTIONS
No items

15. WRITTEN COMMUNICATIONS OTHER THAN REPORTS OF COMMISSION AND

OFFICERS
No items

16. COUNCILMEMBER DISCUSSION ITEMS

16.A. Appointment to Audit Subcommittee for unscheduled vacancy of Councilmember seat for term ending 6/30/2023

16.B. Request of Mayor Davis to appoint a Councilmember as a Governing Board Representative to the Westside Cities Council of Governments (COG) and designate an Alternate Governing Board Representative. The Joint Powers Authority and By-laws require each City Council to designate one of its Councilmembers as a Governing Board Representative and one Councilmember as an Alternate Governing Board Representative.

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16.C. Recommendation to accept Caron Block's resignation from the Disabilities Commission and authorize the City Clerk to publish the vacancy. - New Item Received 12/09/2022

16.D. Recommendation to rescind the July 14, 2022 appointment of Alexandra Blanc to the Disabilities Commission for failure to attend Commission Meetings since Appointment; and, Authorization for the City Clerk to Publish Vacancy - New Item Received 12/09/2022

ADJOURNMENT
Agendas and reports are accessible on the City's webpage at www.smgov.net/council/agendas. They are also available at the City Clerk's Office and in alternate formats upon request. For a free email subscription to the City Council Agendas, please contact the City Clerk’s Office at (310) 458-8211 or [email protected].

Members of the public unable to attend a meeting but wishing to comment on an item(s) listed on the agenda may submit written comments prior to the meeting by meeting by mailing them to: City Clerk, 1685 Main Street, Santa Monica, CA 90401 or to [email protected]. Written comments received from the public by 2 PM on the day of the City Council meeting will be distributed to the City Council prior to the meeting and posted online.

City Hall and the Council Chamber are wheelchair accessible. If you require any special disability related accommodations (i.e. sign language interpreting, access to an amplified sound system, etc.), please contact the City Clerk’s Office at (310) 458-8211 or TDD: (310) 917-6626 at least 3 days prior to the scheduled meeting.

Si desea comunicarse con alguien en español, llame a nuestra oficina al (310) 458-8211 y pida hablar con Esterlina Lugo.

Santa Monica Blue Bus Lines #2, #3, #5, #9 and the EXPO Line serve City Hall. Parking is available on Main Street, on Olympic Drive, and in the Civic Center Parking Structure (validation free).

City Council
Report
City Council Meeting: December 13, 2022
Agenda Item: 3.C
1 of 1
To: Mayor and City Council
From: Douglas Sloan, City Attorney, City Attorney's Office, Administration Subject: Conference with Legal Counsel – Existing Litigation – Litigation has been initiated formally pursuant to Gov. Code Section 54956.9(d)(1): John VMA Doe, et al. v. City of Santa Monica, et al., Case No. 22STCV30598; John TAU Doe, et al. v. Santa Monica PAL, et al., Case No. 22STCV19401; John Doe 1- 4 v. Does 1-50, Case No. 21STCV34537; John Doe 5 and John Doe 6 v.

Does 1-50, Case No. 22STCV08765; John JH Doe v. Police Activities League, et al., Case No. 21STCV24491; John Doe (D.C.) v. Santa Monica Police Activities League, et al., Case No. 21STCV47551; John Doe (MU) v.

Santa Monica PAL, et al., Case No. 22STCV17022; John Doe #1, John Doe #2 and John Doe #3 v. Santa Monica PAL, et al., Case No. 22STCV03113; John Doe 142 v. Doe 1, Doe 2, and Doe 3, Case No. 22STCV01268; Jose Villaseñor v. City of Santa Monica, et al., Case No. 22STCV17835 Prepared By: Bradley Michaud, Legal Operations Coordinator Approved Forwarded to Council

3.C
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City Council
Report
City Council Meeting: December 13, 2022
Agenda Item: 4.A
1 of 1
To: Mayor and City Council
From: Denise Anderson Warren, City Clerk, Special Agenda Items Subject: Presentation of American Public Works Association’s B.E.S.T. Award for the Sustainable Water Infrastructure Project
Prepared By: Christopher Smith, Assistant to the City Manager Approved Forwarded to Council

4.A
Packet Pg. 15
City Council
Report
City Council Meeting: December 13, 2022
Agenda Item: 4.B
1 of 1
To: Mayor and City Council
From: Denise Anderson Warren, City Clerk, Special Agenda Items Subject: City Manager Report
Prepared By: Christopher Smith, Assistant to the City Manager Approved Forwarded to Council

4.B
Packet Pg. 16
City Council
Report
City Council Meeting: December 13, 2022
Agenda Item: 5.A
1 of 5
To: Mayor and City Council
From: Douglas Sloan, City Attorney, City Attorney's Office, Administration Subject: Adoption of a Resolution Making AB 361 Findings Regarding Teleconference Meetings
Recommended Action
Staff recommends that Council adopt a resolution making the findings required by AB 361 to continue teleconference meetings of the City Council and City Boards, Commissions, and Task Forces.

Discussion
AB 361 authorizes public agencies to conduct meetings by teleconference, including video conference, without compliance with all of the Brown Act’s limitations on such meetings, while a state of emergency resulting from the COVID-19 pandemic remains active and state or local officials have imposed or recommended measures to promote social distancing.

Initial reliance on AB 361 required the following: (1) there must be a proclaimed state of emergency; and (2) one of the following circumstances exist – (a) state or local officials have imposed or recommended measures to promote social distancing; or (b) the legislative body has determined by majority vote that, as a result of the emergency, meeting in person would present imminent risk to the health or safety of attendees. See Government Code Section 54953(e)(1) (all citations herein are to the Government Code). Once the initial invocation of AB 361 is made, continued reliance on AB 361 for subsequent meetings requires the following: (1) either the proclaimed state of emergency remains active or state or local officials have imposed or recommended

5.A
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measures to promote social distancing; and (2) not later than 30 days after teleconferencing for the first time under the AB 361 rules, and every 30 days thereafter, the legislative body, by majority vote, finds that it has reconsidered the circumstances of the emergency and at least one of the following circumstances exists – (a) the state of emergency continues to directly impact the ability of the members to meet safely in person or (b) state or local officials continue to impose or recommend measures to promote social distancing. See Section 54953(e)(3). Both of the conditions required to continue to rely on AB 361 are presently satisfied. The Governor’s State of Emergency Declaration, issued on March 4, 2020, and the City’s declaration of a local emergency issued March 13, 2020, as supplemented and modified through the 43rd Supplement, remain in place and have not been lifted. And, the Los Angeles County Department of Public Health Order of the Health Officer, issued April 21, 2022, (“Health Officer Order” or “HOO”), continues to recommend social distancing as one measure to reduce the spread of COVID-19.

The Requirements of AB 361.

If a public agency invokes AB 361, the notice and participation requirements for teleconferenced meetings are as follows: (1) each notice of the meeting and agenda must identify the means by which members of the public may access the meeting and offer public comment by either a call-in option or an internet-based service option; (2) teleconferenced meetings must be conducted in a manner that protects the statutory and constitutional rights of the parties and the public appearing before the legislative body; (3) public comments cannot be required to be submitted in advance of the meeting (though this may remain an option); (4) the public must be able to attend the meeting via call-in option or internet-based service option; (5) the public must have an opportunity to address the legislative body directly and offer comment in real time via call-in option or internet-based service option; (6) if there is a disruption that prevents the public agency from broadcasting the meeting using the call-in option or internetbased service option, or if there is a disruption within the public agency’s control that prevents members of the public from offering public comments using the call-in option or internet-based service option, the legislative body shall take no further action on

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items appearing on the agenda until public access to the meeting via the call-in option or internet-based service option is restored; and (7) the legislative body shall allow a reasonable amount of time per agenda item to allow public members the opportunity to provide public comment, including time for members of the public to be recognized for the purpose of providing public comment. See Section 54953(e)(2).

The Current Findings
While not experiencing the high case levels and positivity rates as seen during the height of the winter surge, the most recent Health Officer Order indicates that Los Angeles County continues to experience increases in COVID-19 cases and test positivity rates. As of November 8, 2022, LA County has confirmed 3,497,583 cases of COVID-19 within the County to date, with 1,433 new cases reported for November 8, 2022 alone, and has continued to advise that public health measures remain required to prevent the further spread of COVID-19. The HOO continues to focus the public health response to COVID-19 in Los Angeles County, among other things, to protect the most vulnerable among us.

Members of Boards and Commissions previously voiced concern about being required to return to in-person meetings given that, as validated by the Health Officer Order, many people, including those with identified underlying medical conditions, unvaccinated older adults, people from ethnic and racial minority groups, remain at risk for severe illness from COVID-19 (more likely to be hospitalized, need intensive care, require a ventilator to help them breathe, or die). Accordingly, on March 22, April 12, May 10, May 24, June 14, July 12, July 26, August 23, 2022, September 13, October 11, and October 25, 2022 the City Council adopted findings under AB 361 to allow Boards and Commissions to elect to continue meeting remotely. The findings proposed by the attached resolution will allow Boards and Commissions to continue to elect to meet remotely.

In light of AB 361, the continuing COVID-19 emergency, the continuing recommendations by the Los Angeles County Department of Public Health of social distancing as one mechanism for preventing the spread of COVID-19, and the

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continued threats to health and safety posed by indoor public meetings with large attendance, staff recommends that Council adopt the proposed resolution making the findings required to continue to invoke AB 361. Doing so will allow City Council and City Board, Commission, and Task Force meetings to continue to occur by teleconference without compliance with the teleconferencing requirements set out in Section 54953(b)(3) that would otherwise apply.

The procedures that were established for City Council meetings when it held meetings remotely, providing for public attendance and comment through a call-in or internetbased service option, satisfy the requirements of AB 361. The City Clerk will work with City Boards, Commissions, and Task Forces to ensure that their meeting procedures for all meetings continue to similarly comply with the requirements of AB 361.

As indicated above, although the attached AB 361 Resolution authorizes all Boards and Commissions to continue to meet remotely, a Board or Commission can affirmatively decide to meet in person, just as the City Council decided for itself. In other words, for Boards and Commissions, the default will be remote meetings unless and until any decision to meet in person. As indicated above, the Council will need to make AB 361 findings anew every 30 days to permit this option to continue.

Environmental Assessment
This is not a project for the purpose of CEQA.

Fiscal Impacts
Budget for conduct of Council and City Board, Commission, and Task Force meetings is included in the FY 2022-23 budget.

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Prepared By: Douglas Sloan, City Attorney
Approved Forwarded to Council
Attachments:

A. CC-Reso-AB 361 Resolution

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1 City Council Meeting: December 13, 2022 Santa Monica, California RESOLUTION NUMBER _________ (CCS)
(City Council Series)

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA MONICA MAKING FINDINGS AS REQUIRED BY AB 361 TO PERMIT COUNCIL AND CITY

BOARD, COMMISSION, AND TASK FORCE MEETINGS TO CONTINUE TO BE CONDUCTED BY TELECONFERENCE WHILE THE COVID-19 EMERGENCY

REMAINS IN PLACE
WHEREAS international, national, state, and local health and governmental authorities are responding to an outbreak of respiratory disease caused by a novel coronavirus named “SARS-CoV-2,” and the disease it causes has been named “coronavirus disease 2019,” abbreviated COVID-19, (“COVID-19”); and WHEREAS, on March 4, 2020, the Governor of the State of California declared a state of emergency to make additional resources available, formalize emergency actions already underway across multiple state agencies and departments, and help the State prepare for broader spread of COVID-19; and
WHEREAS, on March 4, 2020, the Los Angeles County Board of Supervisors and Department of Public Health declared a local emergency and local public health emergency to aid the regional healthcare and governmental community in responding to COVID-19; and
WHEREAS, on March 13, 2020, the President of the United States of America declared a national emergency and announced that the federal government would make emergency funding available to assist state and local governments in preventing the spread of and addressing the effects of COVID-19; and

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Attachment: CC-Reso-AB 361 Resolution (5233 : AB361 Findings for Teleconference) 2 WHEREAS, on March 13, 2020, the City Manager, in his role as the Director of Emergency Services, (“Director of Emergency Services”) issued an Executive Order of the Director of Emergency Services of the City of Santa Monica Declaring the Existence of a Local Emergency (“Executive Order”) declaring a local emergency pursuant to Chapter 2.16 of the Santa Monica Municipal Code to ensure the availability of mutual aid and an effective response to COVID-19 and this local emergency was restated on March 14, 2020, through a revised declaration of local emergency to ensure compliance with all digital signature requirements (“Revised Executive Order”); and WHEREAS, the Governor’s March 4, 2020 declaration of a state of emergency based on the COVID-19 pandemic remains in place; and
WHEREAS, the Proclamation of Existence of a Local Emergency issued by the Director of Emergency Services on March 13, 2020, has been ratified by the City Council on March 19, 2020, April 6, 2020, April 14, 2020, May 12, 2020, May 26, 2020, June 9, 2020, June 23, 2020, July 14, 2020, July 28, 2020, September 8, 2020, October 27, 2020, December 15, 2020, January 26, 2021, March 23, 2021 effective May 22, 2021, July 13, 2021, August 24, 2021, October 26, 2021, December 7, 2021, March 8, 2022 effective May 7, 2022, May 24, 2022, July 12, 2022, July 26, 2022, August 23, 2022, September 13, 2022, October 11, and October 25, 2022 with the result that the proclamation of a local emergency based on the COVID-19 pandemic remains in place; and WHEREAS, throughout the emergency resulting from the COVID-19 pandemic, the Los Angeles County Department of Public Health (“LACDPH”) has issued a series of Health Officer Orders containing mandates and recommendations for keeping safe and preventing the spread of COVID-19; and

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Attachment: CC-Reso-AB 361 Resolution (5233 : AB361 Findings for Teleconference) 3 WHEREAS, the Ralph M. Brown Act, Government Code Sections 54950-54963, allows for meetings of legislative bodies of a local agency, as those terms are defined in the Brown Act, to occur via teleconferencing subject to certain requirements, particularly that the legislative body notice each teleconference location of each member that will be participating in the public meeting, that each teleconference location be accessible to the public, and that members of the public be allowed to address the legislative body at each teleconference location, see Government Code Section 54953(b)(3); and WHEREAS, on September 16, 2021, the Governor signed into law Assembly Bill No. 361 (“AB 361”), which, until January 1, 2024, authorizes a local agency to use teleconferencing without complying with the teleconferencing requirements imposed by the Brown Act when a legislative body of a local agency holds a meeting during a declared state of emergency, as that term is defined, when state or local health officials have imposed or recommended measures to promote social distancing or when the legislative body has determined that meeting in person would present imminent risks to the health or safety of attendees; and
WHEREAS, AB 361 requires legislative bodies that hold teleconferenced meetings under its abbreviated teleconferencing procedures to give notice of the meeting and post agendas, as described, to allow members of the public to access the meeting and address the legislative body, to give notice of the means by which members of the public may access the meeting and offer public comment, including an opportunity for all persons to attend via a call-in option or an internet-based service option, and to conduct the meeting in a manner that protects the statutory and constitutional rights of the parties and the public appearing before the legislative body; and

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Attachment: CC-Reso-AB 361 Resolution (5233 : AB361 Findings for Teleconference) 4 WHEREAS, AB 361 requires the legislative body to take no further action on agenda items when there is a disruption which prevents the public agency from broadcasting the meeting, or in the event of a disruption within the local agency’s control which prevents members of the public from offering public comments, until public access is restored; and
WHEREAS, AB 361 prohibits the legislative body from requiring public comments to be submitted in advance of the meeting and specifies that the legislative body must provide an opportunity for the public to address the legislative body and offer comment in real time; and
WHEREAS, AB 361 prohibits the legislative body from closing the public comment period and the opportunity to register to provide public comment, until the public comment period has elapsed or until a reasonable amount of time has elapsed, as specified; and WHEREAS, when there is a continuing state of emergency, or when state or local officials have imposed or recommended measures to promote social distancing, AB 361 requires a legislative body to make specified findings not later than 30 days after the first teleconferenced meeting pursuant to these provisions, and to make those findings every 30 days thereafter, in order to continue to meet under AB 361’s abbreviated teleconferencing procedures; and
WHEREAS, on September 28, 2021, October 26, 2021, November 23, 2021, December 14, 2021, January 11, 2022, February 8, 2022, March 8, 2022, March 22, 2022, April 8, 2022, May 10, 2022, May 24, 2022, June 14, 2022, July 12, 2022, July 26, 2022, August 23, 2022, September 13, 2022, October 11, and October 25, 2022 the City Council adopted Resolutions, which made the findings required by AB 361 to allow the City

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Attachment: CC-Reso-AB 361 Resolution (5233 : AB361 Findings for Teleconference) 5 Council and all City Boards, Commissions, and Task Forces to continue to meet under AB 361’s abbreviated teleconferencing procedures, and authorized the City Council and all City Boards, Commissions, and Task Forces to conduct meetings under AB 361’s abbreviated teleconferencing procedures, without complying with the requirements set forth in Government Code Section 54953(b)(3), subject to compliance with the requirements set forth in Government Code Section 54953(e)(2); and WHEREAS, in light of the continuing State and local declarations of emergency resulting from the COVID-19 pandemic, the most recent Los Angeles County Department of Public Health Order of the Health Officer, issued April 21, 2022, which continues to recommend social distancing as one measure to reduce the spread of COVID-19, and to protect the most vulnerable among us in indoor public settings, the City Council desires to again make the findings required by AB 361 to allow the City Council and all City Boards, Commissions, and Task Forces to continue to meet under AB 361’s abbreviated teleconferencing procedures.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SANTA MONICA DOES RESOLVE AS FOLLOWS:

SECTION 1. The City Council finds that the State and local declarations of emergency resulting from the COVID-19 pandemic remain in place, and that the state of emergency continues to directly impact the ability to meet safely in person.

SECTION 2. The City Council finds that local officials, namely, the Los Angeles County Department of Public Health, has continued to recommend measures to promote social distancing.

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Attachment: CC-Reso-AB 361 Resolution (5233 : AB361 Findings for Teleconference) 6 SECTION 3. As a result of the findings in Sections 1 through 2 above, the City Council and all City Boards, Commissions, and Task Forces are authorized to conduct meetings under AB 361’s abbreviated teleconferencing procedures, without complying with the requirements set forth in Government Code Section 54953(b)(3), subject to compliance with the requirements set forth in Government Code Section 54953(e)(2).

SECTION 4. If any section, subsection, sentence, clause, or phrase of this Resolution is for any reason held to be invalid or unconstitutional by a decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Resolution. The City Council hereby declares that it would have passed this Resolution and each and every section, subsection, sentence, clause, or phrase not declared invalid or unconstitutional without regard to whether any portion of this Resolution would be subsequently declared invalid or unconstitutional.

SECTION 5. The City Clerk shall certify to the adoption of this Resolution, and thenceforth and thereafter the same shall be in full force and effect.

APPROVED AS TO FORM:
____________________________
Douglas Sloan, City Attorney

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Attachment: CC-Reso-AB 361 Resolution (5233 : AB361 Findings for Teleconference) City Council
Report
City Council Meeting: December 13, 2022
Agenda Item: 5.B
1 of 6
To: Mayor and City Council
From: Rick Valte, Public Works Director, Public Works, Water Resources Subject: Award Request for Proposal and Enter into a Professional Services Agreement with Dudek for the Santa Monica Groundwater Sustainability Plan Implementation
Recommended Actions
Staff recommends that the City Council:

1. Adopt a finding that the procurement of a consultant to assist the City in implementing the Groundwater Sustainability Plan is not a project within the meaning of the California Environmental Quality Act (CEQA); or, alternatively, is subject to the commonsense exemption under CEQA Guideline 15061(b)(3).

Summary
The City of Santa Monica’s Department of Public Works - Water Resources Division relies on local groundwater from the Santa Monica Basin to meet 50-60% of its current water supply needs and aims to increase that to over 70% in the future to reduce the City’s reliance on imported water. To comply with the State’s Sustainable Groundwater

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Management Act, the City joined the Santa Monica Basin Groundwater Sustainability Agency (Agency) with four other members, including the City of Los Angeles, in 2017.

The Agency submitted the Santa Monica Basin’s first comprehensive management plan, the Groundwater Sustainability Plan (GSP), to the California Department of Water Resources in January 2022.

As the lead entity for the Agency and only municipality currently producing water from the Santa Monica Basin for potable uses, the City would hire a consultant to implement the sustainability projects outlined in the GSP for the next 5 years as mandated by the Sustainable Groundwater Management Act. Staff recommends Dudek as the best qualified firm to provide GSP implementation services (e.g., preparing annual reports, updating groundwater models as needed, facilitating Board Meetings, and management of groundwater sustainability projects) for a total not to exceed amount of $1,256,200 over a five-year period with options to renew as needed. Staff is working with the Los Angeles Department of Water and Power on a potential 20% cost share agreement as Los Angeles is one of five participating agencies in the Santa Monica Basin Groundwater Sustainability Agency. Regardless of potential cost sharing agreements with other agencies in the Groundwater Sustainability Agency, the Water Resources Division is prepared to move forward with paying 100% of the cost as the City is the only municipal groundwater pumper in the basin currently and cannot risk noncompliance with the Sustainable Groundwater Management Act and implementation of the Groundwater Sustainability Plan.

Discussion
The Agency comprises five local government agencies with boundaries that are fully or partially overlying the Santa Monica Basin as defined by the California Department of Water Resources. The cities of Santa Monica, Beverly Hills, Los Angeles, Culver City, and the County of Los Angeles entered into a Memorandum of Understanding (MOU) in 2017 to cooperatively manage the Santa Monica Basin in a responsible and sustainable manner, which included the preparation of a GSP. The Agency members have designated the City as the lead and coordinating entity since the City is the sole producer of groundwater in the basin for drinking water purposes and the City has

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completed an extensive technical analysis of the Santa Monica Basin during the 2018 Sustainable Water Master Plan Update. The City, as the sole drinking water producer will be responsible for the majority of the costs for the GSP Implementation consultant contract. The City of Los Angeles may contribute 20% of the GSP Implementation cost pending an update to the previously agreed upon MOU. The City of Los Angeles may have future plans to recharge and produce groundwater from the basin in the future as it is currently developing feasibility evaluations for future production of purified water at the Hyperion Treatment Plant. The other agencies currently do not have any plans to recharge or produce groundwater from the Santa Monica Basin.

The Santa Monica Basin GSP was submitted prior to the January 31, 2022 deadline and is awaiting final GSP approval from the California Department of Water Resources.

However, during this review period, the Agency must begin implementing groundwater sustainability projects (e.g., groundwater recharge wells and monitoring wells to refine the basin wide groundwater model) outlined in the GSP. The City will be responsible for coordinating with the four other member agencies to work with the GSP implementation consultant to advance groundwater sustainability projects. The GSP Implementation scope of work to be led by the consultant includes:
• Providing overall technical support for sustainable management of the Santa Monica Basin,
• Preparing annual GSP reports for submission to the California Department of Water Resources,
• Funding support to pursue grants or other outside funding opportunities to implement groundwater sustainability projects,
• Updating the basin wide groundwater model,
• Developing project information updates for the Santa Monica Basin Groundwater Sustainability Agency website,
• Facilitating Board Meetings and stakeholder engagement, and • Project management of GSP implementation items.

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Environmental Assessment
The procurement of a consultant to assist the City in implementing the Groundwater Sustainability Plan is not a project within the meaning of the California Environmental Quality Act (CEQA)(Public Resources Code section 21000 et seq.) because the procurement will not cause either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment; or, alternatively, the procurement is subject to the common sense exemption under CEQA Guideline 15061(b)(3), in that it can be seen with certainty that there is no possibility that the procurement of a consultant to assist the City in implementing the Groundwater Sustainability Plan will have any significant effect on the environment.

Past Council Actions
Meeting Date Description
05/09/2017
(Attachment A)
MOU for the Formation of the Santa Monica Basin
Groundwater Sustainability Agency
07/23/2019
(Attachment B)
First Modification to the MOU to allow cost sharing and Selection of Dudek for the Preparation of a Santa Monica Basin Groundwater Sustainability Agency GSP
12/7/2021
(Attachment C)
Approval of Final Santa Monica Basin GSP
Vendor Selection
Bidder Recommendation
Best Bidder Dudek
Evaluation Criteria
(include all that apply)
Training/credentials/experience, competence/skill, capacity/ability to perform services promptly, sufficiency of financial/other resources, character/reputation, ability to provide future services as needed and price.

Municipal Code SMMC 2.24.190
Bid Data
Date Posted Posted On
Advertise In
(City Charter & SMMC)
Vendors
Downloaded
Date Publicly
Opened
9/23/2022 City's Online
Bidding Site
Santa Monica Daily Press 22 10/24/2022
Best Bidder Justification
RFPs Received
Dudek Worley dba Advisian

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Based on the criteria in SMMC 2.24.190, staff recommends Dudek as the best qualified firm. Dudek has the most direct technical experience with preparing GSPs including the GSP prepared for the Santa Monica Basin, a cohesive team that has worked together in a similar capacity for several other agencies in California, and the most comprehensive understanding of the project and proposed timeline that would ensure the project is completed on time and the City, along with the Agency, achieves full regulatory compliance with the 2014 Sustainable Groundwater Management Act Financial Impacts and Budget Actions
Staff seeks authority to approve available funding from the Water Fund to award a Professional Services Agreement with Dudek to provide GSP Implementation services.

Staff will continue to work with the Los Angeles Department of Water and Power in updating the cost share agreement for the City of Los Angeles to contribute 20% ($251,240) of the total project cost, as one of five participating agencies in the Santa Monica Basin Groundwater Sustainability Agency. Regardless of potential cost sharing agreements with other agencies in the Groundwater Sustainability Agency, the Water Resources Division is prepared to move forward with paying 100% of the cost as the City is the only municipal groundwater pumper in the basin currently and cannot risk non-compliance with the Sustainable Groundwater Management Act and implementation of the Groundwater Sustainability Plan. Future years funding will be requested during the CIP Budget Process and is contingent on Council approval.

Agreement Request
FY 2022-23
Request Amount
Future Years
Amount CIP Account # Total Contract Amount
$313,663.82 $0.00 C5006140.689000 $313,663.82
$150,000.00 $792,536.18 C5008580.689000 $942,536.18
$463,663.82 $792,536.18 Total $1,256,200.00

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Prepared By: Sunny Wang, Water Resources Manager
Approved Forwarded to Council
Attachments:

A. Attachment A - May 9, 2017 Staff Report
B. Attachment B - July 23, 2019 Staff Report
C. Attachment C - December 7, 2021 Staff Report
D. Oaks Initiative (Dudek)

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CITY OF SANTA MONICA

OAKS INITIATIVE DISCLOSURE FORM
In order to facilitate compliance with the requirements of the Oaks Initiative, the City compiles and maintains certain information. That information includes the name of any person or persons who is seeking a “public benefit.” If the “public benefit” is sought by an entity, rather than an individual person, the information includes the name of every person who is: (a) trustee, (b) director, (c) partner, (d) officer, or has (e) more than a ten percent interest in the entity.

Public benefits include:

1. Personal services contracts in excess of $25,000 over any 12-month period;

2. Sale of material, equipment or supplies to the City in excess of $25,000 over a 12- month period;

3. Purchase, sale or lease of real property to or from the City in excess of $25,000 over a 12- month period;

4. Non-competitive franchise awards with gross revenue of $50,000 or more in any 12-month period;

5. Land use variance, special use permit, or other exception to an established land use plan, where the decision has a value in excess of $25,000;

6. Tax “abatement, exception, or benefit” of a value in excess of $5,000 in any 12- month period; or

7. Payment of “cash or specie” of a net value to the recipient of $10,000 in any 12- month period.

Name(s) of persons or entities receiving public benefit:

Name(s) of trustees, directors, partners, and officers:

Name(s) of persons with more than a 10% equity, participation, or revenue interest:

Prepared by: ____________________________Title: __________________________ Signature: ______________________________________ Date: ________________ Email: ____________________________________ Phone: ____________________ FOR CITY USE ONLY:

Bid/PO/Contract # ____________________________ Permit # ___________________________ -RH0RQDFR
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(ULF:LOVRQ6DUDK/R]DQR
$,&3

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%RE.HOOHKHU
2XWVLGH'LUHFWRU

0HJ/DVVDUDW
2XWVLGH'LUHFWRU

-RVHSK0RQDFR 3UHVLGHQW&(2
_____________________
MPRQDFR#GXGHNFRP

Dudek
None

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Attachment: Oaks Initiative (Dudek) (5326 : Award GSP Implementation RFP) City Council
Report
City Council Meeting: December 13, 2022
Agenda Item: 5.C
1 of 5
To: Mayor and City Council
From: Rick Valte, Public Works Director, Public Works, Airport Subject: Award Request for Proposal to Aeroplex Group Partners, LLC, for Airport Self-Service Fuel Operator
Recommended Action
Staff recommends that the City Council:

3. Adopt a finding of Categorical Exemption pursuant to Section 15301 (Existing Facilities), of the California Environmental Quality Act (CEQA) Guidelines.

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Summary
Staff anticipates the continued need for a commercial fuel operator to provide fuel dispensing services at the Santa Monica Airport and to manage the City’s self-serve fuel station for retail aviation fueling. Based on the results of a competitive Request for Proposal (RFP) process, Staff recommends that the contract to manage and operate the Airport’s self-serve fuel station for retail aviation fueling services be awarded to Aeroplex Group Partners, LLC (“Aeroplex”) for an amount not to exceed $2,112,000 (including a 10% contingency).

Discussion
The City of Santa Monica owns the self-serve fuel station at the Santa Monica Airport and has operated it since April 2017. Prior to this, the fuel station was operated by the City’s former tenant and dispensed 100 Low Lead (100LL) aviation fuel. Consistent with its commitment to use the most environmentally sustainable products, the City substituted the fuel product with UL94, which is an unleaded aviation fuel used by many piston-powered aircraft. However, UL94 is not a true replacement fuel for the entire piston powered aircraft fleet and is subsidized by the City in order to offer its users a competitive price relative to the significantly cheaper 100LL fuel.

Aeroplex has operated and managed the fuel station on behalf of the City since April 2017. The City’s agreement with Aeroplex for these services expires on December 31, 2022. To ensure the continuity of the Airport’s fueling operations — a City obligation pursuant to the Consent Decree with the FAA for the operation of the Airport until December 31, 2028 — the City issued an RFP for the selection of a vendor to provide retail aviation unleaded fueling services to Airport users.

On September 23, 2022, the City issued a Request for Proposals (RFP #335) for Commercial Self-Service Fuel Operator Services. On October 20, 2022, one proposal was received.

The RFP was posted on the City’s on-line bidding site, and notices were advertised in the Santa Monica Daily Press in accordance with the City Charter and the Santa

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Monica Municipal Code. Five (5) vendors downloaded the RFP, but only Aeroplex Group Partners responded and submitted a proposal. Procurement conducted additional outreach to vendors who downloaded the bid to see why they did not submit a bid, but no responses were received.

Aeroplex would be tasked with managing and operating the Santa Monica Airport’s self-serve fuel station for retail aviation unleaded fueling services to Airport users.

Vendor Selection
Best and Only Bidder Aeroplex Group Partners
Submittals Received Selection Criteria
Aeroplex Group Partners Municipal Code SMMC 2.24.190
Evaluation Criteria Price; Ability to perform the work within the desired time frame; Ability to meet project work plan; Ability to provide high qualified staff to provide management and representatives assigned to the engagement and provide assurance of resources to accommodate changes or turnover in staff; Stability and References; Experience/Technical Competence.

Bid Data
Date Posted Posted On
Advertised In
(City Charter & SMMC)
Vendors
Downloaded
Date Publicly
Opened
09/23/2022 City's Online
Bidding Site Santa Monica Daily Press 5 10/20/2022
Additional Vendor Outreach & Justification to Award
A three-person committee from the Water Resources Division (WRD) and Santa Monica Fire Department evaluated the single proposal received from Aeroplex Group Partners.). (Part of the Water Division’s responsibilities is to oversee the City’s Underground Storage Tanks. WRD oversees the Airport’s fuel underground storage tanks in conjunction with SMFD, is familiar with the fuel systems and ensures compliance with regulations and insurance requirements.) Evaluation was based on experience/technical competence, cost of services/cost control, ability to meet project

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work plan and timeliness, references, and project team. Based on these criteria and criteria listed in SMMC 2.24.190, staff determined that Aeroplex Group Partners is well qualified to provide services as a commercial self-service fuel operator to manage and operate the Santa Monica Airport’s self-serve fuel station. Aeroplex Group Partners has completed similar projects for other public agencies including Los Angeles World Airports, as well as the City of Santa Monica. For the reasons above, Aeroplex Group Partners is recommended as the best qualified firm.

Environmental Review
The award for airport self-service fueling operator is categorically exempt from the California Environmental Quality Act (CEQA) under Section 15301.

Section 15301 of the CEQA State Guidelines provides Class 1 (existing facilities) exemption for projects that consists of the operation, repair, maintenance, leasing, licensing, permitting, or minor alteration of existing public or private structures, facilities, mechanical equipment, or topographical features, involving negligible or no expansion of the existing or former use. The award bid for the airport self service fueling operator would not result in any modifications to existing fueling facilities. Airport fueling facilities currently exist and the proposed award bid would not expand or materially change existing fueling operations. Therefore, the project is categorically exempt as set forth in Section 15301 of the CEQA State Guidelines.

Financial Impacts and Budget Actions
Staff seeks authority to approve available funding from the Airport Fund to award a contract with Aeroplex Group Partners, LLC for services as a commercial self-service fuel operator to manage and operate the City of Santa Monica’s self-serve fuel station

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for retail aviation fueling services at the Santa Monica Airport. Future year funding is contingent on Council budget approval.

FY 2022-23
Request Amount
Future Years
Amount
Department Account # Total Contract Amount
$211,200 $1,689,600 57500001.552010 $2,112,000
Prepared By: Diana Hernandez, Airport Operations Analyst Approved Forwarded to Council
Attachments:

A. 20220329_ AERO_OAKS INITIATIVE FORM

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CITY OF SANTA MONICA

OAKS INITIATIVE NOTICE

NOTICE TO APPLICANTS, BIDDERS, PROPOSERS

AND OTHERS SEEKING DISCRETIONARY PERMITS, CONTRACTS,

OR OTHER BENEFITS FROM THE CITY OF SANTA MONICA
Santa Monica’s voters adopted a City Charter amendment commonly known as the Oaks Initiative. The Oaks Initiative requires the City to provide this notice and information about the Initiative’s requirements. You may obtain a full copy of the Initiative’s text from the City Clerk.

This information is required by City Charter Article XXII—Taxpayer Protection. It prohibits a public official from receiving, and a person or entity from conferring, specified personal benefits or campaign advantages from a person or entity after the official votes, or otherwise takes official action, to award a “public benefit” to that person or entity. The prohibition applies within and outside of the geographical boundaries of Santa Monica.

All persons or entities applying or receiving public benefits from the City of Santa Monica shall provide the names of trustees, directors, partners, and officers, and names of persons with more than a 10% equity, participation or revenue interest. An exception exists for persons serving in those capacities as volunteers, without compensation, for organizations exempt from income taxes under Section 501(c)(3), (4), or (6), of the Internal Revenue Code. However, this exception does not apply if the organization is a political committee or controls political committees. Examples of a “public benefit” include public contracts to provide goods or services worth more than $25,000 or a land use approval worth more than $25,000 over a 12-month period.

In order to facilitate compliance with the requirements of the Oaks Initiative, the City compiles and maintains certain information. That information includes the name of any person or persons who is seeking a “public benefit.” If the “public benefit” is sought by an entity, rather than an individual person, the information includes the name of every person who is: (a) trustee, (b) director, (c) partner, (d) officer, or has (e) more than a ten percent interest in the entity. Therefore, if you are seeking a “public benefit” covered by the Oaks Initiative, you must supply that information on the Oaks Initiative Disclosure Form. This information must be updated and supplied every 12 months.

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Attachment: 20220329_ AERO_OAKS INITIATIVE FORM (5359 : Award Airport Self-Service Fuel Operator)

CITY OF SANTA MONICA

Public benefits include:

1. Personal services contracts in excess of $25,000 over any 12-month period;

2. Sale of material, equipment or supplies to the City in excess of $25,000 over a 12- month period;

3. Purchase, sale or lease of real property to or from the City in excess of $25,000 over a 12- month period;

4. Non-competitive franchise awards with gross revenue of $50,000 or more in any 12-month period;

5. Land use variance, special use permit, or other exception to an established land use plan, where the decision has a value in excess of $25,000;

6. Tax “abatement, exception, or benefit” of a value in excess of $5,000 in any 12- month period; or

7. Payment of “cash or specie” of a net value to the recipient of $10,000 in any 12- month period.

Name(s) of persons or entities receiving public benefit:

Aeroplex Group Partners LLC
Name(s) of trustees, directors, partners, and officers:

Curt Castagna – Member, Randall Berg – Member, Justin Castagna- Member, Aerolease West LLC- Member, Aerolease Associates - Member Name(s) of persons with more than a 10% equity, participation, or revenue interest:

Aeroplex Group Partners- Curt and Justin Castagna
Aerolease Associates LLC – Ken, Randy, Brian, Bryce, Kiley and Stephen Widelitz and the Howard Keck Trust
Aerolease West LLC – Ken, Randy and Brian Widelitz
Prepared by: Curt Castagna Title: Manager
Signature: ______________________________________ Date: ________________ Email: [email protected] Phone: 562-981-2659
FOR CITY USE ONLY:

Bid/PO/Contract # ____________________________ Permit # ___________________________ March 29, 2022

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Attachment: 20220329_ AERO_OAKS INITIATIVE FORM (5359 : Award Airport Self-Service Fuel Operator) City Council
Report
City Council Meeting: December 13, 2022
Agenda Item: 5.D
1 of 6
To: Mayor and City Council
From: Rick Valte, Public Works Director, Public Works, Architecture Services Subject: Award RFP #SP2672 to Bureau Veritas Technical Assessments LLC for Professional Services for the Park Condition Assessment Project Recommended Action
Staff recommends that the City Council:

1. Award RFP #SP2672 to Bureau Veritas Technical Assessments LLC for preparation of a park condition assessment for the Public Works Department;

3. Adopt a finding of no possibility of significant effect pursuant to Section 15061(b)(3) (Common Sense Exemption) of the California Environmental Quality Act (CEQA) Guidelines.

Summary
This Park Condition Assessment Project would provide a comprehensive analysis of 30 selected sites within the City’s parks and recreation system and deliver a strategic 20- year capital plan for maintaining, renovating, and ultimately replacing existing park amenities and facilities by documenting existing conditions, projecting anticipated lifecycles, and estimating replacement costs. The results of the park condition assessment and capital plan will achieve the following:
1) Identify and prioritize the actions and funding requirements necessary for maintaining existing park assets; and
2) Inform the continued development of Santa Monica’s Parks and Recreation Master Plan update, a long-term strategic plan that will guide the evolution of the city’s parks and recreation system over the next 20 years.

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Staff recommends awarding an agreement with Bureau Veritas Technical Assessments LLC to provide professional services for the Park Condition Assessment Project in an amount not to exceed $168,000 (including a 10% contingency). Staff anticipates project kickoff in early 2023 and completion within 6-9 months.

Discussion
Santa Monica’s multifaceted parks and recreation system includes the beach, community gardens, award-winning parks, community facilities, portions of Santa Monica-Malibu Unified School District (SMMUSD) sites, and a variety of recreation programs and services. Between 1997 and 2017, the parks and recreation system was guided by the City’s first Parks and Recreation Master Plan (PRMP). Adopted in 1997 and based upon the Open Space Element, which was prepared simultaneously, the PRMP set forth specific actions over 20 years to help implement Open Space Element objectives and policies. In 2018, the City began the process of updating the PRMP to respond to current community needs, values, and opportunities and guide the evolution of the City’s park system for the next 20 years; however, the drafting of the PRMP update was halted in early 2020 at the start of the COVID-19 pandemic. Given the disruption and economic losses that accompanied the COVID-19 pandemic and the City’s budget and economic recovery realities, staff identified the need for a condition assessment of existing park amenities and facilities as the appropriate first step to restarting and completing the PRMP update process.

The City intermittently completes a citywide facility condition assessment (FCA) assessing all of the City’s existing structures, including park facilities, but has not yet completed a park condition assessment (PCA) that comprehensively assesses park amenities such as play equipment, picnic tables, pathways, signage, plantings, and lighting. Most recently, the citywide FCA was completed in 2011. Through the years, the City has continued to add new parks and facilities to better serve the needs of its residents and visitors. Recent additions to the City’s park and recreation system include Tongva Park, Ishihara Park, and Historic Belmar Park. The City’s aging parks and recreation system currently represents an unknown future expenditure due to the lack of a recent and comprehensive condition assessment and maintenance, repair, and

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replacement (MR&R) analysis. To advance the development of the PRMP, the City needs a clear understanding of the current state of the parks and recreation system, including the repair and replacement needs of existing assets.

This necessary project would provide a comprehensive analysis of 30 selected sites within the City’s parks and recreation system and deliver a strategic 20-year capital plan for maintaining, renovating, and ultimately replacing existing park amenities and facilities by documenting existing conditions, projecting anticipated lifecycles, and estimating replacement costs. Two sites are excluded from the assessment: (1) Colorado Center Park, owned and maintained by the Colorado Center and (2) Ocean Park Green Space, a series of five small planted areas along Ocean Park Boulevard ranging in size from 2,200 square feet to approximately 6,000 square feet, totaling less than half an acre of land. Staff does not see a need to analyze either of these sites. The project also excludes all park spaces that fall within the boundary of Santa Monica State Beach. Examples of these sites include North Beach Playground and Beach Park #4 (also known as Dorothy Green Park). A condition assessment of beach amenities will be completed as part of the Beach Master Plan, which was adopted as part of the FY2022-24 Biennial CIP Budget.

Primary project objectives include:
• Complete park condition assessments for 30 selected sites comprised of 27 city parks, portions of 2 SMMUSD sites, and the Main Street community garden (see Attachment A)
• Complete facility condition assessment for 42 selected park facilities (see Attachment B)
• Complete public outreach and present to the Recreation and Parks Commission • Using data obtained from the park and facility condition assessments, establish a meaningful baseline; develop a list of MR&R priorities and create a strategic capital plan for the next 20 years
• Identify deficiencies and recommend and provide cost estimates for corrections • Analyze budget implications based in part on an amenity life-cycle cost analysis

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• Identify funding options, capital budget requirements, and revenue sources • Develop a protocol for on-going monitoring of park and facility conditions, work performed, and records information/documentation in an appropriate database The results of the park and facility condition assessments and capital plan will achieve the following: 1) Identify and prioritize the actions and funding requirements necessary for maintaining existing park assets and 2) Inform the continued development of Santa Monica’s PRMP update. To continue the system’s functionality in the near-term and plan for its highest and best use in the long-term, both ongoing investment into parks and visionary master planning efforts are essential.

Vendor/Consultant Selection
The City received a total of five proposals. An evaluation panel composed of Architecture Services and Public Landscape staff evaluated the proposals and recommend Bureau Veritas Technical Assessments LLC as the best qualified firm to provide professional services for the Park Condition Assessment Project.

Bidder Recommendation
Best Qualified Person/Firm Bureau Veritas Technical Assessments LLC Evaluation Criteria Experience/technical competence, work plans/timeline, cost of services/cost control, value added/breadth of service, sample materials, and stability/references.

Municipal Code SMMC 2.24.190
RFPs Received
Bricolage Bureau Veritas Technical
Assessments LLC
Jones Payne Group, Inc.

Kayuga Solution Sasaki
RFP Data
Posted On Posted On
Advertised In
(City Charter & SMMC)
Vendors
Downloaded
Date Publicly
Opened
08/23/2022
City's Online
Bidding Site Santa Monica Daily Press 56 09/27/2022
Justification to Award
Based on this criteria, and criteria in SMMC 2.24.190, staff recommends Bureau Veritas Technical Assessments LLC as the best qualified firm to provide professional

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services based on proven experience in performing park and facility condition assessments, project approach and understanding, competitive cost proposal, and their ability to provide a locally based team familiar with local climate conditions and our unique community needs to support the commitment to deliver the project to the City on schedule and within budget.

Next Steps
Bureau Veritas Technical Assessments LLC would initiate background research and data collection, conduct required field work, and present the project scope and team to the Recreation and Parks Commission. Following the public outreach process, Bureau Veritas Technical Assessments LLC would deliver City-approved final reports. Staff anticipates project kickoff in early 2023 and completion within 6-9 months.

Environmental Assessment
This is not a project for the purpose of the California Environmental Quality Act (CEQA).

Past Council Actions
Meeting Date Description
03/09/10
(Attachment C)
Facility Condition Assessment & Condition Analysis Study for all 148 of the City’s existing structures
02/08/22
(Attachment D)
Approval of FY21-22 and FY22-23 Budget Changes – Park
Condition Assessment
06/28/22
(Attachment E)
Adoption of FY22-23 Budget and Adoption of FY22-23 CIP Budget and Approval of FY23-24 CIP Budget Plan – Citywide Facilities Renewal Program
Financial Impacts and Budget Actions
Staff seeks authority to approve available funding from the Special Revenue Source Fund comprised of Parks and Recreation Development Impact Fees and the General Fund to award an agreement to Bureau Veritas Technical Assessments LLC for professional services for the Park Condition Assessment Project.

Agreement
FY 2022-23 Request Amount CIP Account # Total Contract
Amount

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$118,000 C1008230.689000 $118,000
$50,000 C0104580.689000 $50,000
Total $168,000
Prepared By: Linda Cogswell, Architectural Associate
Approved Forwarded to Council
Attachments:

A. Park Condition Assessment Selected Sites
B. Park Condition Assessment Selected Park Facilities
C. March 9, 2010 Staff Report
D. February 8, 2022 Staff Report
E. June 28, 2022 Staff Report
F. Bureau Veritas Technical Assessments LLC Oaks Initiative Form

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Park Condition Assessment Project (SP2672)
Attachment A – Park Condition Assessment Selected Sites Listed below are the twenty-seven (27) City-owned parks totaling approximately 132 acres to be included in this assessment:

Park
(City-owned) Address
Notes

1. Airport Park 3201 Airport Ave

2. Ashland Park

3. Barnard Way Linear Park 2440 Barnard Way

4. Beach Park #1 2600 Barnard Way

5. Chess Park 1652 Ocean Front Walk

6. Clover Park 2600 Ocean Park Blvd

7. Crescent Bay Park 2000 Ocean Ave

8. Douglas Park 2439 Wilshire Blvd

9. Euclid Park 1525 Euclid Ave

10. Gandara Park 1819 Stewart St

11. Historic Belmar Park 1840 4th St

12. Holbrook Park 600 Palisades Ave Formerly Goose Egg Park.

13. Hotchkiss Park 2302 4th St

14. Ishihara Park 2909 Exposition Blvd

15. Joslyn Park 633 Kensington Rd

16. Marine Park 1406 Marine St

17. Memorial Park 1401 Olympic Blvd

18. Ocean View Park 2701 Barnard Way

19. Ozone Park 720 Ozone St

20. Pacific Street Park Pacific & Main Street

21. Palisades Park (Colorado
Ave to Adelaide Dr) Ocean Ave
Official City landmark.

22. Park Drive Park 2415 Broadway

23. Reed Park 1133 7th Street

24. Schader Park 1425 Cloverfield Blvd

25. South Beach Park 3400 Barnard Way

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Attachment: Park Condition Assessment Selected Sites (5374 : Park Condition Assessment)

26. Tongva Park (including Ken
Genser Square) 1615 Ocean Ave, 1685 Main St

27. Virginia Avenue Park 2200 Virginia Ave
Listed below are the two (2) SMMUSD properties to be included in this assessment:

SMMUSD Site
(City-maintained) Address
Notes

1. John Adams Middle School
(JAMS) 2425 16th St
SMMUSD property. Assess
sports lighting only.

2. Los Amigos Park 500 Hollister Ave
SMMUSD property. Assess
City-maintained portion only.

Listed below is the one (1) standalone community garden to be included in this assessment:

Community Garden
(City-owned) Address
Notes

1. Main Street Community
Garden 2318 Main St
Parks excluded from this assessment include Beach Park #4, Colorado Center Park, North Beach Playground, and Ocean Park Green Space.

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Attachment: Park Condition Assessment Selected Sites (5374 : Park Condition Assessment) Park Condition Assessment Project (SP2672)
Attachment B – Facility Condition Assessment Selected Park Facilities Listed below are the forty-two (42) park facilities to be included in this assessment:

Facility
(City-owned) Address
Building
SF

1. Airport Park - Restrooms 3201 Airport Ave 1,920

2. Clover Park – Administration Building
2600 Ocean Park
Blvd
3,816

3. Clover Park – Restroom Building 1*
2600 Ocean Park
Blvd

4. Clover Park – Restroom Building 2*
2600 Ocean Park
Blvd

5. Clover Park – Storage Shed
2600 Ocean Park
Blvd
504

6. Clover Park – Day Care Center** 2801 25th St

7. Douglas Park – Club House 2439 Wilshire Blvd 1,248

8. Douglas Park – Restrooms 2439 Wilshire Blvd 540

9. Euclid Park – Community Building 1525 Euclid Ave 1,085

10. Gandara Park – Restrooms 1819 Stewart St 400

11. Historic Belmar Park – Restrooms* 1840 4th St

12. Hotchkiss Park – Restrooms 2302 4th St 540

13. Ishihara Park – Storage Shed* 2909 Exposition Blvd

14. Joslyn Park – Main Community Building 633 Kensington Rd 4,385

15. Joslyn Park – Storage Building 633 Kensington Rd 1,220

16. Los Amigos Park – Concession/Storage Building 500 Hollister Ave 996

17. Los Amigos Park – Restroom 1 500 Hollister Ave 686

18. Los Amigos Park – Restroom 2 500 Hollister Ave 686

19. Marine Park – Auditorium and Day Care Center*** 1406 Marine St 7,208

20. Marine Park – Restrooms & Storage Building 1406 Marine St 660

21. Memorial Park – Community Activity Building 1401 Olympic Blvd 6,588

22. Memorial Park – Gymnasium Building 1401 Olympic Blvd 13,193

23. Memorial Park – PAL Center Building 1401 Olympic Blvd 9,735

24. Memorial Park – Concessions Building 1401 Olympic Blvd 397

25. Memorial Park – Restroom Building 1401 Olympic Blvd 1,476

26. Ocean View Park – Tennis Hut/Storage Shed** 2701 Barnard Way

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Attachment: Park Condition Assessment Selected Park Facilities (5374 : Park Condition Assessment)

27. Palisades Park – Camera Obscura Building Ocean Ave 8,126

28. Palisades Park – California Restroom Building Ocean Ave 580

29. Palisades Park – Idaho Restroom Building Ocean Ave 580

30. Palisades Park – Inspiration Point Restroom
Building Ocean Ave
580

31. Palisades Park - Pergola Ocean Ave 2,610

32. Palisades Park – Park Storage Building Ocean Ave 500

33. Reed Park – Tennis Offices/Storage Building 1133 7th Street 1,080

34. Reed Park – Joslyn Hall/Community Building 1133 7th Street 2,990

35. Reed Park – Old Youth Office/Storage 1133 7th Street 1,600

36. Reed Park – Miles Playhouse 1133 7th Street 8,373

37. Tongva Park – Restroom Building* 1615 Ocean Ave

38. Tongva Park – Storage Building* 1673 Ocean Ave

39. Virginia Avenue Park – Patio/Restroom Building 2200 Virginia Ave 1,507

40. Virginia Avenue Park – Park Center Building 2200 Virginia Ave 7,955

41. Virginia Avenue Park – Teen Center Building 2200 Virginia Ave 6,086

42. Virginia Avenue Park – Thelma Terry Center 2200 Virginia Ave 6,252 * New addition to City’s Park Facility Inventory since 2011 ** Park facility not assessed in most recently completed citywide FCA from 2011 *** Regarding the Day Care Center, City responsible for HVAC and roof coverings, windows, and doors only. Day Care Center responsible for exterior and interior finishes.

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Attachment: Park Condition Assessment Selected Park Facilities (5374 : Park Condition Assessment)

CITY OF SANTA MONICA OAKS INITIATIVE DISCLOSURE FORM
In order to facilitate compliance with the requirements of the Oaks Initiative, the City compiles and maintains certain information. That information includes the name of any person or persons who is seeking a “public benefit.” If the “public benefit” is sought by an entity, rather than an individual person, the information includes the name of every person who is: (a) trustee, (b) director, (c) partner, (d) officer, or has (e) more than a ten percent interest in the entity.

Public benefits include:

1. Personal services contracts in excess of $25,000 over any 12-month period;

2. Sale of material, equipment or supplies to the City in excess of $25,000 over a 12- month period;

3. Purchase, sale or lease of real property to or from the City in excess of $25,000 over a 12- month period;

4. Non-competitive franchise awards with gross revenue of $50,000 or more in any 12-month period;

5. Land use variance, special use permit, or other exception to an established land use plan, where the decision has a value in excess of $25,000;

6. Tax “abatement, exception, or benefit” of a value in excess of $5,000 in any 12- month period; or

7. Payment of “cash or specie” of a net value to the recipient of $10,000 in any 12- month period.

Name(s) of persons or entities receiving public benefit:

Name(s) of trustees, directors, partners, and officers:

Name(s) of persons with more than a 10% equity, participation, or revenue interest:

Prepared by: Title:

Signature: Date:

Email: Phone:

FOR CITY USE ONLY:

Bid/PO/Contract # Permit #
Bureau Veritas Technical Assessments LLC
Nestor Benavides - CEO
Ronald Stupi - President
Heather Bush - Vice President, Secretary, Treasurer
Shawn Till - General Manager
Erik Piller Senior Vice President
[email protected] 800-733-0660
9/26/2022
none

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Attachment: Bureau Veritas Technical Assessments LLC Oaks Initiative Form (5374 : Park Condition Assessment) City Council
Report
City Council Meeting: December 13, 2022
Agenda Item: 5.E
1 of 4
To: Mayor and City Council
From: Rick Valte, Public Works Director, Public Works, Engineering and Street Services
Subject: Approval of First modification to the construction contract 11129 (CCS) with West Valley Investment Group, Inc. for additional construction services for the Pier Improvements Project.

Recommended Action
Staff recommends that the City Council:

Summary
The Pier Improvements Project (Project) was designed to enhance the safety and increase the utility of the pier. The City awarded Bid #SP2636 to West Valley Investment Group, Inc. in an amount not to exceed $5,584,127 to provide construction services for the Project. The construction project included upgrades to the pier deck and structural elements throughout the pier deck parking area.

During construction, the contractor was directed to complete additional improvements that were not part of the original scope but were considered essential safety and utility enhancements. This included the replacement of approximately 2,244 square feet of decking adjacent to the Looff Hippodrome (carousel building) and the pier restaurants

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as well as additional structural repairs comprising of 3,178 linear feet of additional stringers in the west side of the parking area, beyond the original bid amounts.

The City budgets for these types of repairs in its annual operating budget. It was determined to be cost-effective and efficient to add the additional improvements discovered during construction to the construction project because:

1. The work areas were directly adjacent,

2. It allowed for immediate implementation of the needed repairs, and

3. It allowed the use of competitive pricing provided on the existing contract.

Therefore, staff recommends a first modification to the contract of West Valley Investment Group, Inc. in the amount of $160,000 for the additional decking and stringers, for a new total amount not to exceed $5,744,127.

Discussion
The construction of the Pier Improvements Project (Project), which included decking and structural improvements to the pier parking deck to allow for 20-ton vehicles (H-20 load rating), is now complete. West Valley Investment Group, Inc. provided construction services to replace decking, upgrade damaged or inadequate stringers, and install additional stringers for the pier parking deck. The work was done in Areas 2, 6, and 10, which is the majority of the parking area in the southeast section of the pier, as shown in Figure 1 below. Over the course of construction, as older structural elements were removed it was necessary to replace certain structural elements beyond the original bid scope in order to rebuild the pier with the structural integrity needed to achieve the H-20 load rating.

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Figure 1 - Locations of Additional Improvements
During construction it was determined that 1) additional decking replacements were needed north of Area 2 adjacent to the carousel building and the Pier restaurants, and 2) additional structural repairs were needed throughout Area 10. Approximately 2,244 square feet of additional new decking and 3,178 linear feet of additional stringers were replaced beyond the amounts in the original bid. These additional improvements were deemed essential safety and utility enhancements and were completed utilizing contract bid pricing obtained in 2021, resulting in cost savings to the City. If the additional improvements were completed at a later time, it would likely have been more costly given the substantial labor and material price increases experienced over the past year.

The construction contract provides for the issuance of field orders to the contractor and this was deemed to be the best course of action to complete the additional improvements.

Past Council Actions
Meeting Date Description
January 12, 2021 Award bid for SP2636 to West Valley Investment Group, Inc for construction services for the Pier Improvements Project with a contract value amount not to exceed

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$5,584,127.00
Environmental Statement
The Project is categorically exempt as a Class 2 exemption pursuant to Section 15302 of the CEQA Guidelines, which exempts replacement or reconstruction of existing structures and facilities where the new structure will be located on the same site as the structure replaced and will have substantially the same purpose and capacity as the structure replaced. The Project replaced existing wood decking and stringers with new wood decking and stringers.

Financial Impacts and Budget Actions
Staff seeks authority to approve available funding from the Pier Fund to increase the amount of contract with West Valley Investment Group, Inc. Funds are available in the FY2022-23 Pier Maintenance operating budget.

Agreement #
Current
Authorized
Amount
FY 2022-23
Request
Amount
Department/ CIP
Account #
Total Revised
Contract Amount
11129 (CCS) $2,696,772 $0 C5306750.689000 $2,696,772
11129 (CCS) $2,887,355 $0 C5307190.689000 $2,887,355
11129 (CCS) $0 $160,000 53500001.529160 $160,000
11129 (CCS) $5,584,127 $160,000 Total $5,744,127
Prepared By: Saad Malim, Civil Engineering Associate
Approved Forwarded to Council
Attachments:

A. January 12, 2021 Staff Report - Award Bid #SP2636 and enter into Agreement with West Valley Investment
B. Construction Contract
C. Oaks Form 11.23.2022

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City Council
Report
City Council Meeting: January 12, 2021
Agenda Item: 3.A
1 of 7
To: Mayor and City Council
From: Susan Cline, Director, Public Works, Engineering and Street Services Subject: Award Bid #SP2636 and enter into Agreement with West Valley Investment Group, Inc. for Construction Services for the Pier Improvements Project Recommended Action
Staff recommends that the City Council:

1. Award Bid #SP2636 to West Valley Investment Group, Inc. for construction services for the Pier Improvements Project for the Public Works Department;

2. Authorize the City Manager to negotiate and execute a contract with West Valley Investment Group, Inc. in an amount not to exceed $5,584,127 (including a 15% contingency); and

3. Authorize the Director of Public Works to issue any necessary change orders to complete additional work within contract authority.

Summary
The Santa Monica Pier (Pier) is an iconic destination, historically drawing more than 10 million visitors per year, and is also a valuable asset to the local community. The harsh coastal conditions and heavy usage require upgrades to enhance both the safety and utility of the Pier to support heavier vehicles required by businesses for events and operations as well as other improvements. With upgrades to the Pier deck, as well as the substructure elements including stringers and pile caps, the Pier Improvements Project (Project) would both enhance the safety and increase the utility of the Pier. Staff recommends awarding a contract to West Valley Investment Group, Inc. in an amount not to exceed $5,584,127 (including a 15% contingency) to provide construction services for the Project. Staff would initially enter in a contract not to exceed $3,440,120 (including a 15% contingency) for Area 10 only, the westerly portion of parking lot.

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Attachment: January 12, 2021 Staff Report - Award Bid #SP2636 and enter into Agreement with West Valley Investment (5395 : Contract 2 of 7
Discussion
The Project would provide the needed maintenance and capital improvements in the following areas: (1) upgrades to decking; (2) replacement of damaged stringers and installation of additional stringers; and (3) replacement of pile caps.

Pier Deck Upgrade – Areas 2 and 10
To plan for and address the maintenance requirements of the Pier, an updated Pier Infrastructure Assessment Study was completed in 2020 (2020 Study). The 2020 Study:
(1) focused on the evaluation of the existing condition of the Pier’s various structural components; (2) conducted an in depth analysis, which included recommendations to structurally upgrade large sections of the Pier to support 15-ton (H-15) and 20-ton (H20) vehicles; (3) developed a maintenance program in conjunction with a proposed 10- year improvement plan; and (4) updated and supplemented the 2008 Pier Infrastructure Assessment Study. Both studies recommend upgrades to the Pier deck parking and event area.

As outlined by the infrastructure studies and to better utilize the open areas of the Pier, the City has begun upgrading areas of the Pier for H-15/H-20 vehicles. Multiple City departments, including Public Works, the Fire Department, the Police Department, and the Office of Pier Management, coordinated internally to prioritize the next areas to upgrade. Due to numerous events held on the Pier throughout the year and the poor condition of decking and substructure, staff recommends upgrades to Areas 2 and 10, where events generally take place. The current condition of Areas 2 and 10 is very poor.

Decking material has split and worn thinner and stingers are cracking and beginning to sag. Further, as decking and stringers degrade, greater load is transferred to the lower, larger structural components. This additional stress accelerates the wear on the larger and more costly components of the Pier structure. According to the 2020 Study, these areas should be upgraded before 2022. Awarding a contract and beginning construction in 2021 would ensure the repairs are completed within the recommended timeframe and ensure the Pier could be fully utilized when Los Angeles County reopens. Moreover, the current closures, which permit essential construction activity, provide an opportunity to construct the Project with less impact to Pier businesses and events. A portion of the

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Attachment: January 12, 2021 Staff Report - Award Bid #SP2636 and enter into Agreement with West Valley Investment (5395 : Contract 3 of 7
previously upgraded Area 6 is also included with the Project. Upon completion of the Project, the entire parking area of the Pier would be upgraded to H-15/H-20 loading capacity (see Figure 1).

Figure 1
The purpose of this project is to repair the Pier’s damaged and worn components while maintaining its unique historic character. This project would help to preserve its continued relevance and vitality to present and future generations by allowing unencumbered use of the Pier deck. In general, the upgrades consist of the following measures: installation of new 4-inch by 16-inch timber stringers between the existing timber stringers, replacement of deteriorated stringers in-kind, replacement of the 2-inch thick timber decking with a 3-inch thick timber decking, upgrades or replacement of the existing pile caps, and retrofits to deteriorated piles. Staff recommends awarding a contract for only Area 10 at this time in order to avoid exhausting the Pier Fund, which has experienced a reduction in revenues due to the impacts of COVID-19. However, not moving forward at this time would potentially result in higher construction costs in the future and would certainly result in a more disruptive project if constructed after

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Attachment: January 12, 2021 Staff Report - Award Bid #SP2636 and enter into Agreement with West Valley Investment (5395 : Contract 4 of 7
businesses on the Pier reopen. If closures continue for a prolonged period and revenues fall short of current projections, it is possible the Pier Fund could require a subsidy from the General Fund. If recovery commences and the Pier Fund is able to support additional work, Area 2 which was part of the Request for Bids package and was an alternative (optional) scope of work, would be incorporated into the project with a change order.

Past Council Actions
3/6/18 (Attachment A) Award RFP# SP2473 to Moffatt & Nichol to provide services to prepare construction documents for the Pier Area 2 Upgrades at the Santa Monica Pier.

Vendor Selection
Bidder Recommendation
Best Bidder West Valley Investment Group, Inc.

Evaluation Criteria Price; the ability, capacity, and skill of the bidder to perform the services; the capacity of the bidder to perform the contract within the time specified; the sufficiency of the bidder’s financial resources; the reputation and experience of the bidder.

Municipal Code SMMC 2.24.180
Bid Data
Date
Posted Posted On
Advertise In
(City Charter & SMMC)
Vendors
Downloaded
Date Publicly
Opened
10/6/2020 City's Online
Bidding Site
Santa Monica Daily
Press
79 11/12/2020
Best Bidder Justification
Staff recommends West Valley Investment Group, Inc., the lowest bidder, as the best bidder based on bid price and completion of past projects for the City of Santa Monica, University of California, Los Angeles, and Azusa Unified School District. The Submittals Received – Areas 10 & 2
West Valley
Investment Group,
Inc.
$4,855,762.50 Jilk Heavy
Construction, Inc.
$5,235.779.00
CS Legacy
Construction, Inc.
$5,120,789.00 PCN3, Inc. $5,608,503.75
Zusser Company, Inc. $5,899,287.50 Metro Builders &
Engineers Group,
Ltd.
$5,803,811.65
Cushman Contracting
Corporation
$7,061,090.00 Bellingham Marine
Industries, Inc.
$8,313,071.55

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recommended bidder has demonstrated the ability to perform quality work on general building and engineering projects.

Construction Management and Public Outreach
City staff would provide construction management and public outreach for this project.

Public outreach and specialized electrical inspections would be supplemented by specialized consultants. These consultant services would be procured within the City Manager’s authority at a later date. Construction management would include inspecting the contractor’s work during construction, verifying and documenting City or contractor requested changes and unforeseen conditions, monitoring and mitigating impacts due to construction activities, leading progress meetings, and maintaining all necessary inspection documentation. Public outreach would include notifications posted on the Pier and notices distributed to Pier tenants detailing the scope of the project, potential impacts, schedule, and construction manager contact information. City staff would attend regularly scheduled meetings on the Pier, such as the Pier Tenants meeting, and meetings with the Pier Corporation and Office of Pier Management to provide updates about the Project. The notifications would be prepared by City staff with consultant support and distributed by the construction contractor. Monthly construction updates would be posted on the City’s “Know Before You Go” (KBUG) website and in the Santa Monica Daily Press once per month.

Staff worked closely with the Pier Corporation and the Office of Pier Management during the design of the project. A phasing plan for the decking work was developed as a result of the coordination; the phasing plan was developed prior to the pandemic but was included in the bid package and remains a condition by which the contractor must abide. The initial construction duration estimate during design was approximately one year. However, during the bidding process several bidders expressed concerns that the allotted time was insufficient to complete the Project. The City’s coordinated phasing requirements, craft labor shortages, soaring timber prices, reduced timber supply, and other effects related to the current pandemic were some of the reasons cited for requesting additional time. After evaluating these concerns, staff increased the

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construction duration to 15-18 months if both Areas 10 and 2 are upgraded. Should Area 2 not be included, the construction duration for Area 10 would be approximately 12-14 months. Staff informed the Office of Pier Management and the Pier Corporation of this longer construction period and notified Pier tenants as well. Routine schedule updates will be provided before and during construction.

Financial Impacts and Budget Actions
Staff seeks authority to approve funding from the Pier Fund to award a contract with West Valley Investment Group, Inc. for construction services for the Pier Improvements Project in an amount not to exceed $5,584,127. However, due to the uncertainty of economic recovery and to avoid depleting the Pier Fund, staff seeks authority to execute a contract for the work in Area 10 only in an amount not to exceed $3,440,120.

If future Pier Fund revenues can support Area 2 improvements, an additional $2,144,007 would be added to the contract with a contract change order resulting in a total contract authority of $5,584,127. Future year funding is contingent on Council budget approval.

Contract Request
FY 2020-21
Request Amount CIP Account # Total Contract Amount
$2,696,772 C5306750.689000 $2,696,772
$743,348 C5307190.689000 $2,887,355
$3,440,120 Total $5,584,127
Prepared By: Robert Zak, Civil Engineer
Approved Forwarded to Council
Attachments:

A. March 6 2018 Staff Report

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B. West Valley Investment Group, Inc. Oaks Initiative Disclosure Form

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SP2636

CONSTRUCTION CONTRACT
by and between
City of Santa Monica
and
WEST VALLEY INVESTMENT GROUP, INC.

Pier Improvements Project, SP2636
DocuSign Envelope ID: 92CCF486-F0A7-45A8-AFC3-2BC6D41CA706

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TABLE OF CONTENTS
TABLE OF CONTENTS ................................................................................................... i SECTION 1 INCORPORATION OF RECITALS AND DEFINITIONS....................... 1 SECTION 2 THE PROJECT..................................................................................... 2 SECTION 3 THE CONTRACT DOCUMENTS. ........................................................ 2 SECTION 4 THE WORK. ......................................................................................... 2 SECTION 5 PROJECT TEAM.................................................................................. 2 SECTION 6 TIME OF COMPLETION. ..................................................................... 2 SECTION 7 COMPENSATION TO CONTRACTOR. ............................................... 4 SECTION 8 STANDARD OF CARE......................................................................... 5 SECTION 9 INDEMNIFICATION.............................................................................. 5 SECTION 10 COMPLIANCE WITH APPLICABLE CODE REQUIREMENTS............ 6 SECTION 11 INSURANCE AND BONDS. ................................................................. 6 SECTION 12 PROHIBITION AGAINST TRANSFERS............................................... 7 SECTION 13 NOTICES. ............................................................................................ 7 SECTION 14 DISPUTE RESOLUTION...................................................................... 8 SECTION 15 DEFAULT. .......................................................................................... 11 SECTION 16 CITY'S RIGHTS AND REMEDIES. .................................................... 12 SECTION 17 CONTRACTOR'S RIGHTS AND REMEDIES. ................................... 15 SECTION 18 ACCOUNTING RECORDS. ............................................................... 16 SECTION 19 INDEPENDENT PARTIES. ................................................................ 17 SECTION 20 NUISANCE......................................................................................... 17 SECTION 21 PERMITS AND LICENSES. ............................................................... 17 SECTION 22 WAIVER. ............................................................................................ 17 SECTION 23 CONFLICTS WITH THE CONSTRUCTION CONTRACT. ................. 17 SECTION 24 GOVERNING LAW............................................................................. 17 SECTION 25 COMPLETE AGREEMENT. ............................................................... 17 SECTION 26 SURVIVAL OF CONTRACT............................................................... 18 SECTION 27 ADDITIONAL CONTRACT REQUIREMENTS. .................................. 18 SECTION 28 SANTA MONICA LIVING WAGE ORDINANCE. ................................ 18 SECTION 29 SANTA MONICA OAKS INITIATIVE NOTICE.................................... 19 SECTION 30 PUBLIC WORKS CONTRACTOR REGISTRATION PROGAM ......... 19 SECTION 31 GOVERNMENTAL POWERS. ........................................................... 19 SECTION 32 SEVERABILITY.................................................................................. 19 SECTION 33 EXHIBITS. .......................................................................................... 20 DocuSign Envelope ID: 92CCF486-F0A7-45A8-AFC3-2BC6D41CA706

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CONSTRUCTION CONTRACT
THIS CONSTRUCTION CONTRACT entered into on ______________(“Execution Date”) by and between the CITY OF SANTA MONICA, a California municipal corporation ("City"), and West Valley Investment Group, Inc. ("Contractor"), is made with reference to the following:

R E C I T A L S:

A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of City.

B. Contractor is a Corporation duly organized and in good standing in the State of California, License Number 591217. Contractor represents that it is duly licensed by the State of California and has the background, knowledge, experience and expertise to perform the obligations set forth in this Construction Contract.

C. On October 6, 2020, City issued a Notice Inviting Bids to contractors for Pier Improvements Project, SP2636. A copy of City’s Notice Inviting Bids is attached hereto as Exhibit 1 and incorporated by reference. In response to City’s Notice Inviting Bids, Contractor submitted its Bid. A copy of Contractor’s Bid is attached hereto as Exhibit 2 and incorporated herein by reference. Also attached hereto and incorporated by reference are the General Conditions (Exhibit 3), Plans, Special Provisions and/or Technical Specifications (Exhibit 4), Payment and Performance Bonds (Exhibit 5), Insurance Requirements (Exhibit 6), Oaks Initiative Disclosure (Exhibit 7), Living Wage Certification (Exhibit 8), Prevailing Wage Acknowledgment Form (if applicable) (Exhibit 9).

D. City and Contractor desire to enter into this Construction Contract for the Pier Improvements Project, and other services as identified in the Bid Documents for the Pier Improvements Project upon the following terms and conditions.

NOW THEREFORE, in consideration of the mutual promises and undertakings hereinafter set forth and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, it is mutually agreed by and between the undersigned parties as follows:

SECTION 1 INCORPORATION OF RECITALS AND DEFINITIONS.

1.1 Recitals.

All of the recitals are incorporated herein by reference.

1.2 Definitions.

Capitalized terms shall have the meanings set forth in this Construction Contract and/or in the General Conditions. If there is a conflict between the definitions in this Construction Contract and in the General Conditions, the definitions in this Construction Contract shall prevail.

DocuSign Envelope ID: 92CCF486-F0A7-45A8-AFC3-2BC6D41CA706 2/19/2021

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SECTION 2 THE PROJECT.

The Project is the construction of the Pier Improvements Project. ("Project").

SECTION 3 THE CONTRACT DOCUMENTS.

The Contract Documents consist of the following collection of documents:
(i) Notice Inviting Pre-Qualification Statements, Pre-Qualification Statement, and PreQualification Checklist (if applicable). (ii) Executed Construction Contract between City and Contractor. (iii) Notice Inviting Bids.
(iv) Instructions to Bidders
(v) Bidding Addenda.
(vi) Contractor's Bid.
(vii) General Conditions.
(viii) Special Provisions and Technical Specifications. (ix) Performance and Payment Bonds.
(x) Insurance Forms.
(xi) Plans and Drawings.
(xii) Reports listed in the Bidding Documents.
(xiii) Supplements, Attachments, and Exhibits attached to the above items. (xiv) Modifications.
(xv) Change Orders.
(xvi) Field Orders.

SECTION 4 THE WORK.

The Work includes all labor, materials, equipment, services, permits, licenses and taxes, and all other things necessary for Contractor to perform its obligations and complete the Project, including, without limitation, any Changes requested by City, in accordance with the Contract Documents and all Applicable Code Requirements.

SECTION 5 PROJECT TEAM.

In addition to Contractor, City has retained, or may retain, consultants and contractors to provide professional and technical consultation for the design and construction of the Project. The Project requires that Contractor operate efficiently, effectively and cooperatively with City as well as all other members of the Project Team.

SECTION 6 TIME OF COMPLETION.

6.1 Time Is of Essence.

Time is of the essence with respect to all time limits set forth in the Contract Documents.

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6.2 Commencement of Work.

Contractor shall commence the Work on the date specified in City’s Notice to Proceed.

6.3 Contract Time.

Contractor shall diligently prosecute the Work to Substantial Completion within 300 Calendar Days after the date specified in City’s Notice to Proceed.

6.4 Liquidated Damages.

6.4.1 Entitlement.

City and Contractor acknowledge and agree that if Contractor fails to fully and satisfactorily complete the Work within the Contract Time, City will suffer, as a result of Contractor’s failure, substantial damages which are both extremely difficult and impracticable to ascertain. Such damages may include, but are not limited to:
(i) Loss of public confidence in City and its contractors and consultants. (ii) Loss of public use of public facilities.
(iii) Extended disruption to public.

6.4.2 Daily Amount.

City and Contractor have reasonably endeavored, but failed, to ascertain the precise amount relationship to the actual damage that City will incur if Contractor fails to achieve Substantial Completion of the entire Work within the Contract Time.

Therefore, the parties agree that in addition to all other damages to which City may be entitled other than delay damages, in the event Contractor shall fail to achieve Substantial Completion of the entire Work within the Contract Time, Contractor shall pay City as liquidated damages the amount of $2,300 per day for each Day occurring after the expiration of the Contract Time until Contractor achieves Substantial Completion of the entire Work. The liquidated damages amount is not a penalty but considered to be a reasonable estimate of the amount of damages City will suffer.

6.4.3 Apportionment.

Such liquidated damages shall be subject to apportionment for delays to Substantial Completion for which Contractor is entitled to receive an extension of time under the Contract Documents. Such apportionment shall not be affected by the fact that liquidated damages may not be capable of apportionment for other periods of time during which there have occurred delays concurrently caused by both City and Contractor. It being the Contractor’s obligation to have the entire Work Substantially Completed within the Contract Time, it is agreed that such liquidated damages shall not be apportioned for portions of the Work completed prior to expiration of the Contract Time.

6.4.4 Exclusive Remedy.

City and Contractor acknowledge and agree that this liquidated damages provision shall be City’s only remedy for delay damages caused by Contractor’s failure to achieve Substantial Completion of the entire Work within the Contract Time.

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6.4.5 Damages upon Abandonment.

In the event that Contractor either abandons the Work or is terminated for default in accordance with the provisions of Section 16 of this Construction Contract, City shall have the right, in its sole discretion exercised by written notice issued either before or after Substantial Completion, to elect to either assert or waive its right to liquidated damages under this Paragraph 6.4.
.1 If City elects to assert its right to liquidated damages, then the liquidated damages shall be calculated from expiration of the Contract Time to the date that Substantial Completion of the Work is achieved by City or its replacement contractor employed to complete Contractor's performance. .2 If City elects to waive its right to liquidated damages, then Contractor shall be liable to City, in lieu of the liquidated damages provided for in this Paragraph 6.4, for all actual Losses proximately resulting from Contractor's failure to complete the Work within the Contract Time.

6.4.6 Other Remedies.

The parties further acknowledge and agree that City is entitled to any and all available legal and equitable remedies City may have where City’s Losses are caused by any reason other than Contractor’s failure to achieve Substantial Completion of the entire Work within the Contract Time.

6.5 Adjustments to Contract Time.

The Contract Time may only be adjusted for time extensions approved by City and agreed to by Change Order executed by City and Contractor in accordance with the requirements of the Contract Documents.

SECTION 7 COMPENSATION TO CONTRACTOR.

7.1 Contract Sum.

Contractor shall be compensated for satisfactory completion of the Work in compliance with the Contract Documents the Contract Sum of Two Million Nine Hundred NinetyOne Thousand Four Hundred Eight Dollars and fifty cents ($2,991,408.50)

7.2 Full Compensation.

The Contract Sum shall be full compensation for all Work provided by Contractor and, except as otherwise expressly permitted by the terms of the Contract Documents, shall cover all Losses arising out of the nature of the Work or from the acts of the elements or any unforeseen difficulties or obstructions which may arise or be encountered in performance of the Work until its Acceptance by City, all risks connected with the Work, and any and all expenses incurred due to suspension or discontinuance of the Work. The Contract Sum may only be adjusted for Change Orders issued, executed and satisfactorily performed in accordance with the requirements of the Contract Documents.

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7.3 Compensation for Extra or Deleted Work.

The Contract Sum shall be adjusted (either by addition or credit) for Changes in the Work involving Extra Work or Deleted Work on the basis of both of the following:
(i) The sum of Allowable Costs as defined in Paragraph 7.2.5 of the General Conditions to be added (for Extra Work) or credited (for Deleted Work) and (ii) An additional sum (for Extra Work) or deductive credit (for Deleted Work) based on Contractor Markup and Subcontractor/Sub-subcontractor Markups allowable pursuant to this Section 7.3.

Contractor Markup and Subcontractor/Sub-subcontractor Markups set forth herein are the full amount of compensation to be added for Extra Work or to be subtracted for Deleted Work that is attributable to overhead (direct and indirect) and profit of Contractor and of its Subcontractors and Sub-subcontractors, of every Tier. Contractor Markup and Subcontractor/Sub-subcontractor Markups, which shall not be compounded, shall be computed as follows:

7.3.1 Self-Performed Work.

Fifteen percent (15%) of the Allowable Costs for that portion of the Extra Work or Deleted Work to be performed by Contractor with its own forces.

7.3.2 Subcontractors.
15% of the Allowable Costs for that portion of the Extra Work or Deleted Work to be performed by a first Tier Subcontractor with its own forces, plus 5% thereon for Contractor Markup.

7.3.3 Sub-subcontractors.
15% of the Allowable Costs of that portion of the Work to be performed by Subsubcontractors of the second and lower Tier with their own forces, plus 5% thereon for the Subcontractor, plus 5% on the combined total thereof for Contractor Markup.

SECTION 8 STANDARD OF CARE.

Contractor agrees that the Work shall be performed by qualified, experienced and well-supervised personnel. All services performed in connection with this Construction Contract shall be performed in a manner consistent with the standard of care under California law applicable to those who specialize in providing such services for projects of the type, scope and complexity of the Project.

SECTION 9 INDEMNIFICATION.

9.1 Hold Harmless.

To the fullest extent allowed by law, Contractor hereby agrees to defend, indemnify, and hold harmless City, its City Council, boards and commissions, officers, agents, employees, representatives and volunteers (hereinafter collectively referred to as "Indemnitees"), through legal counsel acceptable to City, from and against any and all Losses arising directly or indirectly from, or in any manner relating to any of, the following:
(i) Performance or nonperformance of the Work by Contractor or its Subcontractors or Sub-subcontractors, of any Tier;
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(ii) Performance or nonperformance by Contractor or its Subcontractors or Subsubcontractors, of any Tier, of any of the obligations under the Contract Documents;
(iii) The construction activities of Contractor or its Subcontractors or Subsubcontractors, of any Tier, either on the Site or on other properties; (iv) The payment or nonpayment by Contractor of any of its Subcontractors or Subsubcontractors, of any Tier, for Work performed on or off the Site for the Project; and
(v) Any personal injury, property damage or economic loss to third persons associated with the performance or nonperformance by Contractor or its Subcontractors or Sub-subcontractors, of any Tier, of the Work.

However, nothing contained herein shall be construed as obligating Contractor to indemnify any Indemnitee for Losses resulting from the sole or active negligence or willful misconduct of the Indemnitee. Contractor shall pay City for any costs incurred in enforcing this provision. Nothing in the Contract Documents shall be construed to give rise to any implied right of indemnity in favor of Contractor against City or any other Indemnitee.

9.2 Survival.

The provisions of Section 9 shall survive the termination of this Construction Contract.

SECTION 10 COMPLIANCE WITH APPLICABLE CODE REQUIREMENTS.

This Project constitutes "public works" within the meaning of California Labor Code section 1720 et seq and is subject to the prevailing wage laws. Contractor agrees to be subject to and comply with all applicable federal, state and municipal laws, codes, ordinances and regulations governing the Work, including, but not limited to:
(i) The applicable provisions of the California Labor Code; (ii) Chapter 7.28, Prevailing Wage and Apprenticeship Law, of the Santa Monica Municipal Code;
(iii) Chapter 4.65, Living Wage Ordinance, of the Santa Monica Municipal Code; and (iv) Oaks Initiative requirements.

SECTION 11 INSURANCE AND BONDS.

Prior to the commencement of any Work, Contractor shall provide City with evidence that it has obtained insurance and Performance and Payment Bonds satisfying all requirements in Article 11 of the General Conditions. Failure to do so shall be deemed a material breach of this Construction Contract.

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SECTION 12 PROHIBITION AGAINST TRANSFERS.

City is entering into this Construction Contract based upon the stated experience and qualifications set forth in Contractor’s Bid. Accordingly, Contractor shall not assign, hypothecate or transfer this Construction Contract or any interest therein directly or indirectly, by operation of law or otherwise without the prior written consent of City. Any assignment, hypothecation or transfer without said consent shall be null and void.

For purposes of applying the provisions of this Section, the sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Contractor or of any general partner or joint venturer or syndicate member of Contractor, if a partnership or joint venture or syndicate or co-tenancy exists, which shall result in changing the control of Contractor, shall be construed as an assignment of this Construction Contract. Control means more than fifty percent (50%) of the voting power of the corporation or other entity.

SECTION 13 NOTICES.

13.1 Method of Notice.

Except as provided in Section 13.2 below, all notices, demands, requests or approvals to be given under this Construction Contract shall be given in writing and conclusively shall be deemed served on the earlier of the following:
(i) On the date delivered if delivered personally;
(ii) On the third business day after the deposit thereof in the United States mail, postage prepaid, and addressed as hereinafter provided; (iii) On the date sent if sent by facsimile transmission; or (iv) On the date it is accepted or rejected if sent by certified mail.

13.2 Notice Recipients.

All notices, demands or requests (including, without limitation, Claims) from Contractor to City at:

City of Santa Monica, Public Works, Engineering & Street Services Division 1685 Main Street, Mail Stop #15
Santa Monica, California 90401
Attention: Saad Malim, Project Manager
Re: Pier Improvements Project SP2636, 11129 (CCS)

In addition, copies of all Claims by Contractor under this Construction Contract shall be provided to the following:

Santa Monica City Attorney Office
1685 Main Street, Third Floor
Santa Monica, California 90401
Attention: City Attorney
Re: Pier Improvements Project SP2636, 11129 (CCS)
All Claims shall be delivered personally or sent by certified mail.

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All notices, demands, requests or approvals from City to Contractor shall be addressed to:

West Valley Investment Group, Inc.
18750 Oxnard St, Ste. 405
Tarzana, CA 91356
Attention: Willie Tarazi, President
Re: Pier Improvements Project SP2636, 11129 (CCS)

13.3 Change of Address.

In the event of any change of address, the moving party is obligated to notify the other party of the change of address in writing. Each party may, by written notice only, add, delete or replace any listed individuals.

SECTION 14 DISPUTE RESOLUTION.

14.1 Resolution of Contract Disputes.

Contractor Claims (as defined by Public Contract Code Section 9204(c)) and General Conditions Section 1.1.18 shall be resolved by the parties in accordance with General Conditions Section 4.2 and applicable law. The procedures set forth in General Conditions Section 4.2 shall be the exclusive recourse of Contractor for such claims.

14.2 Resolution of Other Disputes.

14.2.1 Other Disputes.

The definition of Contractor Claims shall not include any of the following:
(i) Penalties or forfeitures prescribed by statute or regulation imposed by a governmental agency (other than relief from damages or penalties for delay assessed by a public entity under a contract for a public works project); (ii) Third party tort claims for personal injury, property damage or death relating to any Work performed by Contractor or its Subcontractors or Subsubcontractors of any Tier; (iii) False claims liability under California Government Code Section 12650, et. seq.;
(iv) Defects in the Work first discovered by City after Final Payment by City to Contractor; or
(vi) The right of City to specific performance or injunctive relief to compel performance of any provision of the Contract Documents or for other City claims against the Contractor.

14.2.2 Litigation, City Election.

Matters that do not constitute Contractor Claims shall be resolved by way of an action filed in the Superior Court of the State of California, County of Los Angeles, West District, and shall not be subject to the Contract Dispute Resolution Process.

However, the City reserves the right, in its sole and absolute discretion, to treat such disputes as Contract Disputes.

Upon written notice by City of its election as provided in the preceding sentence, such dispute shall be submitted by the parties and finally decided pursuant to the DocuSign Envelope ID: 92CCF486-F0A7-45A8-AFC3-2BC6D41CA706

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Contract Dispute Resolution Process in the manner as required for Contract Disputes, including, without limitation, City’s right under Paragraph 14.4.2 to defer resolution and final determination until after Final Completion of the Work.

14.3 Submission of Contractor Claim.

14.3.1 By Contractor.

Contractor shall submit a written Contractor Claim in accordance with Section 4.2 of the General Conditions.

14.3.2 By City.

City's right to commence the Contract Dispute Resolution Process shall arise at any time following City's actual discovery of the circumstances giving rise to the Contract Dispute. Nothing contained herein shall preclude City from asserting Contract Disputes in response to a Claim asserted by Contractor. A Statement of Contract Dispute submitted by City shall state the events or circumstances giving rise to the Contract Dispute, the dates of their occurrence and the damages or other relief claimed by City as a result of such events.

14.4 Contract Dispute Resolution Process.

The parties shall utilize each of the following steps in the Contract Dispute Resolution Process in the sequence they appear below. Each party shall participate fully and in good faith in each step in the Contract Dispute Resolution Process, which good faith effort shall be a condition precedent to the right of each party to proceed to the next step in the process.

14.4.1 Response by City.

The time periods for the City's response are set forth in General Conditions Section

4.2.6; however, any failure to respond shall be governed by General Condition Section 4.2.9.

14.4.2. Meet and Confer Conference.

If the claimant disputes the City's written response, or if the City fails to respond to a claim issued within the time prescribed in General Conditions Section 4.2, the claimant may demand in writing and an informal conference to meet and confer for settlement of the issue in dispute. Upon receipt of a demand in writing sent by registered mail or certified mail, return receipt requested, the City shall schedule a meet and confer conference within 30 days for settlement of the dispute.

14.4.3 Mediation.
(i) Within ten (10) business days following the conclusion of the meet and confer conference, if the claim or any portion of the claim remains in dispute, the City shall provide the claimant a written statement identifying the portion of the claim that remains in dispute and the portion that is undisputed. Any payment due on an undisputed portion of the claim shall be processed and made within sixty (60) days after the public entity issues its written statement. Any disputed portion of the claim, as identified by the contractor in writing, shall be submitted to nonbinding mediation, with the City and the claimant sharing the associated costs equally.

The City and the claimant shall mutually agree to a mediator within ten (10) business days after the disputed portion of the claim has been identified in writing.

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Public Works | Construction Contract | March 2020 CC-10 If the parties cannot agree upon a mediator, each party shall select a mediator and those mediators shall select a qualified neutral third party to mediate with regard to the disputed portion of the claim. Each party shall bear the fees and costs charged by its respective mediator in connection with the selection of the neutral mediator. If mediation is unsuccessful, the parts of the claim remaining in dispute shall be subject to applicable procedures outside this section. (ii) For purposes of this section, mediation includes any nonbinding process, including, but not limited to, neutral evaluation or a dispute review board, in which an independent third party or board assists the parties in dispute resolution through negotiation or by issuance of an evaluation. Any mediation utilized shall conform to the timeframes in this section. (iii) Unless otherwise agreed to by the City and the contractor in writing, the mediation conducted pursuant to this section shall excuse any further obligation under Public Contract Code Section 20104.4 to mediate after litigation has been commenced.

14.4.4 Binding Arbitration.

If the Contract Dispute is not resolved by mediation, then the party wishing to further pursue resolution or determination of the Contract Dispute shall submit the Contract Dispute for final and binding arbitration pursuant to the provisions of California Public Contract Code Sections 10240, et seq. The award of the arbitrator therein shall be final and may be entered as a judgment by any court of competent jurisdiction. Such arbitration shall be conducted in accordance with the following:
.1 Arbitration Initiation. The arbitration shall be initiated by filing a complaint in arbitration in accordance with the regulations promulgated pursuant to California Public Contract Code Section 10240.5.
.2 Qualifications of the Arbitrator. The arbitrator shall be selected based by mutual agreement of the parties. The arbitrator shall be a retired judge or an attorney with at least five (5) years of experience with public works construction contract law and in arbitrating public works construction disputes. In addition, the arbitrator shall have at least twenty (20) hours of formal training in arbitration skills. In the event the parties cannot agree upon a mutually acceptable arbitrator, then the provisions of California Public Contract Code Section 10240.3 shall be followed in selecting an arbitrator possessing the qualifications required herein. .3 Hearing Days and Location. Arbitration hearings shall be held at the offices of City and shall, except for good cause shown to and determined by the arbitrator, be conducted on consecutive business days, without interruption or continuance.
.4 Hearing Delays. Arbitration hearings shall not be delayed except upon good cause shown.

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Public Works | Construction Contract | March 2020 CC-11 .5 Recording Hearings. All hearings to receive evidence shall be recorded by a certified stenographic reporter, with the costs thereof borne equally by City and Contractor and allocated by the arbitrator in the final award. .6 Limitation of Depositions. Discovery shall be permitted in accordance with the provisions of section 10240.11 of the Public Contract Code; provided, however, that depositions shall be limited to both of the following:
(i) Ten (10) percipient witnesses for City and ten (10) percipient witnesses for Contractor and
(ii) Expert witnesses.

Upon a showing of good cause, the arbitrator may increase the number of permitted depositions. An individual who is both percipient and expert shall, for purposes of applying the foregoing numerical limitation only, be deemed an expert. Expert reports shall be exchanged prior to receipt of evidence, in accordance with the direction of the arbitrator, and expert reports (including initial and rebuttal reports) not so submitted shall not be admissible as evidence
.7 Authority of the Arbitrator. The arbitrator shall have the authority to hear dispositive motions and issue interim orders and interim or executory awards.
.8 Waiver of Jury Trial. Contractor and City each voluntarily waives its right to a jury trial with respect to any Contract Dispute that is subject to binding arbitration in accordance with the provisions of this Paragraph 14.4.4.

Contractor shall include this provision for waiver of jury trial, waiving the right to jury trial in any action involving City as a party in its contracts with its Subcontractors who provide any portion of the Work.

14.5 Non-Waiver.

There shall be no waiver of the rights granted pursuant to the Dispute Resolution Process, unless specifically set forth in Public Contract Code Section 9204((f)(1) or (2). Specifically, participation in the Contract Dispute Resolution Process shall not constitute a waiver, release or compromise of any defense of City, including, without limitation, any defense based on the assertion that the rights or Claims of Contractor that are the basis of a Contract Dispute were previously waived by Contractor due to failure to comply with the Contract Documents, including, without limitation, Contractor’s failure to comply with any time periods for providing notice of requests for adjustments of the Contract Sum or Contract Time or for submission of Claims or supporting documentation of Claims.

SECTION 15 DEFAULT.

15.1 Notice of Default.

In the event that City determines, in its sole discretion, that Contractor has failed or refused to perform any of the obligations set forth in the Contract Documents, or is in breach of any provision of the Contract Documents, City may give written notice of default to Contractor in the manner specified for the giving of notices in the Construction Contract.

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15.2 Opportunity to Cure Default.

Except for emergencies, Contractor shall cure any default in performance of its obligations under the Contract Documents within two (2) Days after receipt of written notice. However, if the breach cannot be reasonably cured within such time, Contractor will commence to cure the breach within two (2) Days and will diligently and continuously prosecute such cure to completion within a reasonable time, which shall in no event be later than ten (10) Days after receipt of such written notice.

SECTION 16 CITY'S RIGHTS AND REMEDIES.

16.1 Remedies Upon Default.

In the event that Contractor fails to cure any default of this Construction Contract within the time period set forth above in Section 15, then City may pursue any remedies available under law or equity, including, without limitation, the following:

16.1.1 Delete Certain Services.

City may, without terminating the Construction Contract, delete certain portions of the Work, reserving to itself all rights to Losses related thereto.

16.1.2 Perform and Withhold.

City may, without terminating the Construction Contract, engage others to perform the Work or portion of the Work that has not been performed by Contractor and withhold the cost thereof to City from future payments to Contractor, reserving to itself all rights to Losses related thereto.

16.1.3 Suspend The Construction Contract.

City may, without terminating the Construction Contract and reserving to itself all rights to Losses related thereto, suspend all or any portion of this Construction Contract for as long a period of time as City determines, in its sole discretion, appropriate, in which event City shall have no obligation to adjust the Contract Sum or Contract Time, and shall have no liability to Contractor for damages if City directs Contractor to resume Work.

16.1.4 Terminate the Construction Contract for Default.

City may terminate all or any part of this Construction Contract for default in accordance with Paragraph 16.4 below, reserving to itself all rights to Losses related thereto.

16.1.5 Invoke the Performance Bond.

City may, with or without terminating the Construction Contract and reserving to itself all rights to Losses related thereto, exercise its rights under the Performance Bond.

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16.1.6 Additional Provisions.

All of City’s rights and remedies under this Construction Contract are cumulative, and shall be in addition to those rights and remedies available in law or in equity.

Designation in the Contract Documents of certain breaches as material shall not be construed as implying that other breaches not so designated are not material nor shall such designations be construed as limiting City’s right to terminate the Construction Contract, or the exercise of its other rights or remedies for default, to only material breaches. City’s determination of whether there has been noncompliance with the Construction Contract so as to warrant exercise by City of its rights and remedies for default under the Construction Contract, shall be binding on all parties. No termination or action taken by City after such termination shall prejudice any other rights or remedies of City provided by law or equity or by the Contract Documents upon such termination; and City may proceed against Contractor to recover all liquidated damages and Losses suffered by City.

16.2 Delays by Sureties.

Without limitation to any of City’s other rights or remedies under the law, City has the right to suspend the performance by Contractor’s sureties in the event of any of the following:
(i) Failure of the sureties to begin Work within a reasonable time in such manner as to insure full compliance with the Construction Contract within the Contract Time; (ii) Abandonment of the Work;
(iii) If at any time City is of the opinion the Work is unnecessarily or unreasonably delayed;
(iv) Willful violation of any terms of the Construction Contract; (v) Failure to perform according to the Contract Documents; or (vi) Failure to follow instructions of City for its completion within the Contract Time.

City will serve notice of such failure upon the sureties and in the event the sureties neglect or refuse to cure the breach within the time specified in such notice, City shall have the power to suspend the performance or any part thereof of the sureties.

16.3 Damages to City.

16.3.1 For Contractor's Default.

City will be entitled to recovery of all Losses under law or equity in the event of Contractor’s default under the Contract Documents.

16.3.2 Compensation for Losses.

In the event that City's Losses arise from Contractor’s default under the Contract Documents, City shall be entitled to withhold monies otherwise payable to Contractor until Final Completion of the Project. If City incurs Losses due to Contractor’s default, then the amount of Losses shall be deducted from the amounts withheld. Should the amount withheld exceed the amount deducted, the balance will be paid to Contractor or its designee upon Final Completion of the Project. If the Losses incurred by City exceed the amount withheld, Contractor shall be liable to City for the difference and shall promptly remit same to City.

16.4 Termination of the Construction Contract for Default.

Without limitation to any of City’s other rights or remedies at law or in equity, and reserving to itself all rights to Losses related thereto, City shall have the right to terminate this DocuSign Envelope ID: 92CCF486-F0A7-45A8-AFC3-2BC6D41CA706

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Public Works | Construction Contract | March 2020 CC-14 Construction Contract, in whole or in part, upon the failure of Contractor to promptly cure any default as required by Section 15. City’s election to terminate the Construction Contract for default shall be communicated by giving Contractor a written notice of termination in the manner specified for the giving of notices in the Construction Contract.

Any notice of termination given to Contractor by City shall be effective immediately, unless otherwise provided therein.

16.5 Suspension by City for Convenience.

City may, at any time and from time to time, without cause, order Contractor, in writing, to suspend, delay, or interrupt the Work in whole or in part for such period of time, up to an aggregate of fifty percent (50%) of the Contract Time, as City may determine, with such period of suspension to be computed from the date of the written order. Such order shall be specifically identified as a Suspension Order by City. Upon receipt of a Suspension Order, Contractor shall, at City’s expense, comply with its terms and take all reasonable steps to minimize costs allocable to the Work covered by the Suspension Order during the period of Work stoppage. Within the period of the above noted aggregate time, or such extension to that period as is agreed upon by Contractor and City, City shall either cancel the Suspension Order or delete the Work covered by such Suspension Order by issuing a Change Order. If a Suspension Order is canceled or expires, Contractor shall resume and continue with the Work. A Change Order will be issued to cover any adjustments of the Contract Sum or the Contract Time necessarily caused by such suspension. The provisions of this Paragraph 16.5 shall not apply if a Suspension Order is not issued by City. A Suspension Order shall not be required to stop the Work as permitted or required under any other provision of the Contract Documents.

16.6 Termination Without Cause.

City shall have the option, at its sole discretion and without cause, of terminating this Construction Contract in part or in whole by giving thirty (30) Days written notice to Contractor. Contractor agrees to accept such sums as allowed under this Paragraph 16.6 as its sole and exclusive compensation and waives any claim for other compensation or Losses, including, but not limited to, loss of anticipated profits, loss of revenue, lost opportunity, or other consequential, direct, indirect or incidental damages of any kind.

16.6.1 Compensation.

Following such termination and within forty-five (45) Days after receipt of a billing from Contractor seeking payment of sums authorized by this Paragraph 16.6, City shall pay to Contractor as its sole compensation for performance of the Work the following:
.1 For Work Performed. The amount of the Contract Sum allocable to the portion of the Work properly performed by Contractor as of the date of termination, less sums previously paid to Contractor.
.2 For Close-out Costs. Reasonable costs of Contractor and its Subcontractors and Sub-subcontractors for:
(i) Demobilizing and
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Public Works | Construction Contract | March 2020 CC-15 (ii) Administering the close-out of its participation in the Project (including, without limitation, all billing and accounting functions, not including attorney or expert fees) for a period of no longer than thirty (30) Days after receipt of the notice of termination in an amount not to exceed the daily sum payable to Contractor for Compensable Delays pursuant to Section 8.3 of General Conditions.
.3 For Fabricated Items. Previously unpaid cost of any items delivered to the Project Site which were fabricated for subsequent incorporation in the Work.

16.6.2 Subcontractors.

Contractor shall include provisions in all of its subcontracts, purchase orders and other contracts permitting termination for convenience by Contractor on terms that are consistent with this Construction Contract and that afford no greater rights of recovery against Contractor than are afforded to Contractor under this Section

16.6. 16.7 Contractor’s Duties Upon Termination.

Upon receipt of a notice of termination for default or for convenience, Contractor shall, unless the notice directs otherwise, do the following:
(i) Immediately discontinue the Work to the extent specified in the notice; (ii) Place no further orders or subcontracts for materials, equipment, services or facilities, except as may be necessary for completion of such portion of the Work as is not discontinued;
(iii) Provide to City a description, in writing no later than fifteen (15) days after receipt of the notice of termination, of all subcontracts, purchase orders and contracts that are outstanding, including, without limitation, the terms of the original price, any changes, payments, balance owing, the status of the portion of the Work covered and a copy of the subcontract, purchase order or contract and any written changes, amendments or modifications thereto, together with such other information as City may determine necessary in order to decide whether to accept assignment of or request Contractor to terminate the subcontract, purchase order or contract; (iv) Promptly assign to City those subcontracts, purchase orders or contracts, or portions thereof, that City elects to accept by assignment and cancel, on the most favorable terms reasonably possible, all subcontracts, purchase orders or contracts, or portions thereof, that City does not elect to accept by assignment; and
(v) Thereafter do only such Work as may be necessary to preserve and protect Work already in progress and to protect materials, plants, and equipment on the Project Site or in transit thereto.

SECTION 17 CONTRACTOR'S RIGHTS AND REMEDIES.

17.1 Contractor’s Remedies.

Contractor may terminate this Construction Contract for cause only upon the occurrence of one of the following:

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17.1.1 For Work Stoppage.

The Work is stopped for sixty (60) consecutive Days, through no act or fault of Contractor, any Subcontractor, or any employee or agent of Contractor or any Subcontractor, due to issuance of an order of a court or other public authority other than City having jurisdiction or due to an act of government, such as a declaration of a national emergency making material unavailable.

17.1.2 For City's Non-Payment.

If City does not make payment of sums that are not in good faith disputed by City and does not cure such default within ninety (90) Days after receipt of notice from Contractor, then upon an additional thirty (30) Days’ notice to City Contractor may terminate the Construction Contract.

17.2 Damages to Contractor.

In the event of termination for cause by Contractor, City shall pay Contractor the sums provided for in Paragraph16.6 above. Contractor agrees to accept such sums as its sole and exclusive compensation and agrees to waive any claim for other compensation or Losses, including, but not limited to, loss of anticipated profits, loss of revenue, lost opportunity, or other consequential, direct, indirect and incidental damages, of any kind.

SECTION 18 ACCOUNTING RECORDS.

18.1 Financial Management and City Access.

Contractor shall keep full and detailed accounts and exercise such controls as may be necessary for proper financial management under this Construction Contract in accordance with generally accepted accounting principles and practices consistently applied. City and City's accountants shall be afforded access at all times during normal business hours, to inspect, audit and copy Contractor's records, books, estimates, takeoffs, cost reports, ledgers, schedules, correspondence, instructions, drawings, receipts, subcontracts, purchase orders, vouchers, memoranda and other data relating to this Project, and Contractor shall preserve these for a period of three (3) years after the later of (i) final payment or (ii) final resolution of all Contract Disputes and other disputes or for such longer period as may be required by law.

18.2 Compliance with City Requests.

Contractor's compliance with any request by City pursuant to this Section18 shall be a condition precedent to filing or maintenance of any legal action or proceeding by Contractor against City and to Contractor's right to receive further payments under the Contract Documents. Any failure by Contractor to provide access to its business records for inspection or copying by City shall be specifically enforceable by issuance of a writ or a provisional or permanent mandatory injunction by a court of competent jurisdiction based on affidavits submitted to such court, without the necessity of oral testimony.

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Public Works | Construction Contract | March 2020 CC-17 SECTION 19 INDEPENDENT PARTIES.

Both parties to this Construction Contract will be acting in an independent capacity and not as agents, employees, partners, or joint venturers of one another. City, its officers or employees shall have no control over the conduct of Contractor or its respective agents, employees, subconsultants, or subcontractors, except as herein set forth.

SECTION 20 NUISANCE.

Contractor shall not maintain, commit, nor permit the maintenance or commission of any nuisance in connection with the performance of services under this Construction Contract.

SECTION 21 PERMITS AND LICENSES.

Contractor, at its sole expense, shall obtain and maintain during the term of this Construction Contract, all appropriate permits, licenses, and certificates that may be required in connection with the performance of services hereunder, including, but not limited to, a Santa Monica business license.

SECTION 22 WAIVER.

A waiver by City of any breach of any term, covenant, or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained herein, whether of the same or a different character.

SECTION 23 CONFLICTS WITH THE CONSTRUCTION CONTRACT.

City and Contractor agree that if there is any conflict between the terms of this Construction Contract and the other Contract Documents, this Construction Contract shall control.

SECTION 24 GOVERNING LAW.

This Construction Contract shall be construed in accordance with and governed by the laws of the State of California.

SECTION 25 COMPLETE AGREEMENT.

This Construction Contract represents the full and complete understanding of every kind or nature between the parties with respect to the services set forth in this Construction Contract, and all preliminary negotiations and contracts of whatever kind or nature are merged herein. No verbal agreed or implied covenant shall be held to vary the provisions of this Construction Contract. Any modification of this Construction Contract will be effective only upon written execution signed by both City and Contractor and approved as to form by City Attorney.

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Public Works | Construction Contract | March 2020 CC-18 SECTION 26 SURVIVAL OF CONTRACT.

The provisions of the Construction Contract which by their nature survive termination of the Construction Contract or Final Completion, including, without limitation, all warranties, indemnities, payment obligations, and City’s right to audit Contractor’s books and records, shall remain in full force and effect after Final Completion or any termination of the Construction Contract.

SECTION 27 ADDITIONAL CONTRACT REQUIREMENTS.

This contract ( does or does not) have special fund(s) involved requiring additional contract requirements, therefore this section ( does or does not) apply.

This Contract includes the following source of fund(s) or the City intends to apply to the following source of fund(s) for reimbursement of the expenses associated with the work set forth in this Contract:

Community Development Block Grant (CDBG)
Housing and Urban Development (HUD)
Metropolitan Transportation Authority (MTA)
Other: __________________________________
Therefore, City shall require Contractor to comply with the special fund(s) requirements (Exhibit 10), as they may be amended from time to time, in addition to all other requirements imposed by City.

SECTION 28 SANTA MONICA LIVING WAGE ORDINANCE.

This contract ( is or is not) subject to the City of Santa Monica’s Living Wage Ordinance.

The City of Santa Monica’s Living Wage Ordinance, Santa Monica Municipal Code Chapter 4.65 (“Living Wage Ordinance”), requires the payment of Minimum Wage for work done on any Contract over a certain threshold to any worker who does not actually work as a manager, supervisor or confidential employee, and who is not required to possess an occupational license.

The established Minimum Wage includes an annual adjustment each July 1st by an amount corresponding to the previous calendar year’s change in the Consumer Price Index for Urban Wage Earners and Clerical Workers in Los Angeles, Riverside and Orange Counties.

If this Contract is subject to such Living Wage Ordinance, then the contractor shall comply with all of its provisions. Failure to comply with the provisions of the Living Wage Ordinance shall be grounds for termination of this Contract. Questions concerning the Living Wage Ordinance may be directed to the City Finance Department at (310) 458-8281.

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Attachment: Construction Contract [Revision 1] (5395 : Contract Modification for Additional Pier Decking Work) Contract No. 11129 (CCS)
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Public Works | Construction Contract | March 2020 CC-19 SECTION 29 SANTA MONICA OAKS INITIATIVE NOTICE.

This contract ( is or is not) subject to the City of Santa Monica’s Oaks Initiative.

Santa Monica’s voters adopted a City Charter amendment commonly known as the Oaks Initiative. It prohibits a public official from receiving specified personal benefits from a person or entity after the official votes, or otherwise takes official action, to award a “public benefit” to that person or entity. Examples of a “public benefit” include public contracts to provide goods or services worth more than $25,000 or a land use approval worth more than $25,000.

If this Contract is subject to such Oaks Initiative, then the Contractor shall comply with all of its provisions and disclosures. Failure to comply with the provisions of the Oaks Initiative shall be grounds for termination of this Contract. Questions concerning the Living Wage Ordinance may be directed to the City Finance Department at (310) 458-8281.

SECTION 30 PUBLIC WORKS CONTRACTOR REGISTRATION PROGAM
In accordance with State of California Senate Bill No. 854 (SB 854):
 No contractor or subcontractor may be listed on a bid proposal for a public works project (submitted on or after March 1, 2015) unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5 [with limited exceptions from this requirement for bid purposes only under Labor Code section 1771.1(a)].  No contractor or subcontractor may be awarded a contract for public work on a public works project (awarded on or after April 1, 2015) unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5.  This project is subject to compliance monitoring and enforcement by the Department of Industrial Relations.

As of April 1, 2015, contractors and subcontractors must furnish electronic certified payroll records to the Labor Commissioner (State of California, Division of Labor Standards Enforcement).

Please see the DIR website for complete details and actions. It is the responsibility of the contractor to ensure all DIR requirements and regulations are met and stay current. For more information on Senate Bill No. 854, see http://www.dir.ca.gov/Public-Works/SB854.html.

SECTION 31 GOVERNMENTAL POWERS.

Nothing in this Agreement shall be deemed directly or indirectly to restrict or to impair in any manner or respect whatsoever any of City's governmental powers or rights or the exercise thereof by City, with respect to the Work or Project.

SECTION 32 SEVERABILITY.

In case a provision of this Construction Contract is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not be affected.

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Public Works | Construction Contract | March 2020 CC-20 SECTION 33 EXHIBITS.

Exhibit 1 – Notice Inviting Bids.

Exhibit 2 – Contractor's Bid.

Exhibit 3 – General Conditions.

Exhibit 4 – Plans, Special Provisions and/or Technical Specifications.

Exhibit 5 – Payment and Performance Bonds.

Exhibit 6 – Insurance Requirements.

Exhibit 7 – Oaks Initiative Disclosure.

Exhibit 8 – Living Wage Certification.

Exhibit 9 – Prevailing Wage Acknowledgment Form
IN WITNESS WHEREOF, the parties have caused this Construction Contract to be executed the date and year first above written.

ATTEST:
______________________________

DENISE ANDERSON-WARREN
City Clerk
APPROVED AS TO FORM:
______________________________

LANE DILG
City Attorney

CITY OF SANTA MONICA,
a municipal corporation
By: ______________________________

RICK COLE
City Manager
ABC Corporation
#VENDOR
By: _______________________________
DocuSign Envelope ID: 92CCF486-F0A7-45A8-AFC3-2BC6D41CA706 2/18/2021
Interim City Attorney
George Cardona
West Valley Investment Group, Inc.
2/18/2021
president
Willie Tarazi
Lane Dilg
2/19/2021
Interim City Manager
Denise Anderson-Warren
City Clerk
2/22/2021

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Attachment: Oaks Form 11.23.2022 (5395 : Contract Modification for Additional Pier Decking Work) City Council
Report
City Council Meeting: December 13, 2022
Agenda Item: 5.F
1 of 5
To: Mayor and City Council
From: Joseph Cevetello, Chief Information Officer, Information Services Department, Infrastructure and Cloud Services
Subject: Award Request for Proposal to Impex Technologies, Inc. for Modernization of the City's Data Center
Recommended Action
Staff recommends that the City Council:

1. Adopt a finding of Exemption pursuant to 15061(b)(3) (Common Sense Exemption) of the California Environmental Quality Act (CEQA) Guidelines.

Summary
The server and data storage equipment in the City’s data center are outdated, out of warranty, and must be replaced and modernized to meet the current demand for business software applications. The replacement of obsolete server and data storage equipment is essential to ensure business continuity and reliable services for the public. The Information Services Department replaces server and data storage equipment on a seven-year cycle; the last replacement was in 2016. Following a competitive Request for Proposal process, staff recommends Impex Technologies,

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Inc. as the best bidder to provide replacement server and data storage equipment and associated services for the City’s Data Center modernization initiative.

Discussion
The City maintains a centralized data center facility located in City Hall. The data center hosts the City’s business software applications and data, including servers supporting public safety systems, library systems, permitting, water-utility billing, financials and many other systems used by City staff in support of City services.

There are approximately three hundred servers and data storage systems housed in the data center that support all City operations. The City also maintains server equipment at an alternate data center location in Las Vegas, Nevada. The backup data center location serves as the City’s disaster recovery site to ensure business continuity in the event of a total loss of the City’s primary data center in City Hall.

In 2016, the City replaced server and data storage systems in the City’s main data center and backup data center locations by deploying Hewlett-Packard storage and server equipment. The Hewlett-Packard server and storage equipment is nearly seven years old and is no longer supported by the manufacturer. Further, this critical data center equipment is currently at capacity and cannot be upgraded to meet increasing computing and data storage capacity demands.

Since 2016, data center and storage technologies have evolved and there are more modern and efficient technologies available that are hosted in “the cloud.” These technologies have high availability, reliability, and integrated disaster recovery. As part of this data center modernization project, the City will leverage modern cloudbased technologies to implement a hybrid cloud infrastructure (HCI) based upon the Nutanix HCI solution. The Nutanix HCI solution unifies data center systems, including computing, storage, networking, virtualization, and replaces proprietary, expensive legacy infrastructure with a private/public cloud platform. The solution will help save data center maintenance costs and free up staff time from lower value activities like configuration and patching to focusing on innovation and digital

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transformation. The Nutanix HCI solution is a comprehensive solution that will replace both the City’s main data center and the secondary disaster recovery data center.

The Information Services Department estimates a cost savings of $112,409.44 annually by modernizing the City’s data center infrastructure. In 2019, the City’s annual cost to maintain the current legacy data center infrastructure was over $385,000. 2019 was the last full year in data center expenses since all systems fell out of maintenance in the last two years. The cost of maintenance for the City’s legacy data center infrastructure has increased since 2019 and has become cost prohibitive because the equipment is no longer supported by the manufacturer. The data center modernization initiative will lead to indirect cost savings in staff time because there will be less hardware to maintain in the City Hall data center.

Environmental Finding
Staff recommends the Council adopt a finding of no possibility of significant effect pursuant to Section 15061(b)(3) (Common Sense Exemption) of the California Environmental Quality Act (CEQA) Guidelines.

Vendor Selection
Bidder Recommendation
Best Qualified Person/Firm Impex Technologies, Inc.

Evaluation Criteria Design & technical capabilities and ability to meet requirements, price, stability and references, firm’s experience with projects of similar complexity and nature, and value-added services.

Municipal Code SMMC 2.24.190
RFPs Received
DataOn, Inc. Impex
Technologies,
Inc.

Nth Generation
Computing, Inc
Kyndryl, Inc. Zones, Inc
RFP Data

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Posted On Posted On
Advertised In
(City Charter & SMMC)
Vendors
Downloaded
Date Publicly
Opened
5/5/2022 City's Online
Bidding Site Santa Monica Daily Press 44 6/24/2022
Justification to Award
Impex Technologies, Inc. is deemed the best bidder due to their industry expertise and thorough responses submitted under each evaluation criteria. Impex Technologies, Inc. demonstrated a clear understanding of the scope of services and have successfully completed similar projects for the City of Pasadena, Los Angeles County Department of Health Services, California State University, Long Beach, and Dominguez Hills.

Financial Impacts and Budget Actions
Staff seeks authority to approve available funding from the Information Technology Replacement and Services Fund to award a contract with Impex Technologies, Inc. to provide Hyperconverged Infrastructure and Cloud-hosted Disaster Recovery solutions. The requested amount of $311,091 is the first annual payment under the proposed three-year contract. Future year funding is contingent on Council budget approval.

FY 2022-23
Budget
Request
Amount
Future Years’
Request Amount
CIP Account # Total Contract
Amount
$311,091 $1,244,364 C7100030.689000 $1,555,455
Prepared By: Sarkis Metspakyan, Systems & Network Manager Approved Forwarded to Council

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Attachments:

A. Oaks_Data Center

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CITY OF SANTA MONICA

OAKS INITIATIVE NOTICE

NOTICE TO APPLICANTS, BIDDERS, PROPOSERS

AND OTHERS SEEKING DISCRETIONARY PERMITS, CONTRACTS,

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Attachment: Oaks_Data Center [Revision 1] (5396 : Data Center Modernization Contract Award)

CITY OF SANTA MONICA

Public benefits include:

1. Personal services contracts in excess of $25,000 over any 12-month period;

2. Sale of material, equipment or supplies to the City in excess of $25,000 over a 12- month period;

3. Purchase, sale or lease of real property to or from the City in excess of $25,000 over a 12- month period;

4. Non-competitive franchise awards with gross revenue of $50,000 or more in any 12-month period;

5. Land use variance, special use permit, or other exception to an established land use plan, where the decision has a value in excess of $25,000;

6. Tax “abatement, exception, or benefit” of a value in excess of $5,000 in any 12- month period; or

7. Payment of “cash or specie” of a net value to the recipient of $10,000 in any 12- month period.

Name(s) of persons or entities receiving public benefit:

Name(s) of trustees, directors, partners, and officers:

Name(s) of persons with more than a 10% equity, participation, or revenue interest:

Bid/PO/Contract # ____________________________ Permit # ___________________________

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Packet Pg. 94
Attachment: Oaks_Data Center [Revision 1] (5396 : Data Center Modernization Contract Award) City Council
Report
City Council Meeting: December 13, 2022
Agenda Item: 5.G
1 of 3
To: Mayor and City Council
From: Gigi Decavalles-Hughes, Director, Finance Department, Revenue Subject: Approval of First Modification to Banking Services Agreement with MUFG Union Bank, N.A. to provide banking services.

Summary
The City currently retains MUFG Union Bank, N.A., (Union Bank) to provide general banking services. The current contract expires on February 13, 2023. While staff has begun the process of conducting a Request for Proposal (RFP) for banking services, the process was delayed due to the acquisition of Union Bank by U.S. Bank. The extension of the current contract is necessary to ensure a prudent and efficient selection process for a new financial institution. Staff recommends a first modification to extend agreement #10554 (CCS) for an additional two years to February 13, 2025. The twoyear extension would ensure that staff has sufficient time to complete the RFP process, conduct contract negotiations, and transition to a new bank (if applicable), with minimal impact on City services.

Discussion

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Union Bank has provided banking services for the City since 2018. The services provided by Union Bank include timely processing of all types of deposits; a sophisticated on-line banking system providing an array of reporting, reconciliation, and payment services; “positive pay” to limit fraudulent check activity; timely processing of City payroll; a purchasing card system; and advanced technology that increases the efficiency of banking transactions, such as the use of remote deposit scanners, electronic payment systems; and other banking services.

The City’s bank deposits total approximately $725 million annually with a similar amount of payments made each year. The high level of financial activity, the complexity of the City’s financial operations, and the need to provide a safe and prudent stewardship of public funds require a full-service financial institution with experience providing banking services for large government entities. Minimum qualifications for banking services include sufficient capitalization to meet State legal guidelines regarding public funds, such as the requirement that all account balances in excess of FDIC insured amounts ($250,000) be collateralized. In addition, banks must have a Community Reinvestment Act (CRA) rating of “Satisfactory” or better to qualify for public fund deposits. The CRA is intended to encourage depository institutions to help meet the credit needs of the community in which they operate, including low-and moderate-income neighborhoods, consistent with safe and sound operations.

In July 2021 U.S. Bankcorp (a Minneapolis-based company) announced the acquisition of MUFG Union Bank’s core regional banking franchise from Mitsubishi UFJ Financial Group. On October 14, 2022, U.S. Bancorp announced that it has received all required U.S. regulatory approvals to move forward. The acquisition will close December 1, 2022, 6 to 12 months later than originally anticipated. This delay also postponed the start of the RFP process to avoid the possibility of having to conduct two bank transitions within a short period of time. Due to the complexity of the City’s banking needs, a full transition can take up to 18 months.

Staff is in the initial steps of conducting an RFP process for banking services, which will conclude in 2023. This extension to the contract is necessary to ensure a judicious selection process, allow adequate time for contract negotiations, and transition to a new bank, if required.

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Past Council Actions
Meeting Date Description
9/26/2017
(Attachment A)
Award Contract with MUFG Union Bank, N.A. to provide
banking services.

Environmental Review
This is not a project for purposes of CEQA.

Financial Impacts and Budget Actions
There is no immediate financial impact or budget action necessary as a result of the recommended action. Funding is available in the FY 2022-23 Budget in account Object 522180 (bank fees) in various funds where banking fees are charged. Future year funding is contingent on Council budget approval.

Prepared By: David Carr, Assistant City Treasurer
Approved Forwarded to Council
Attachments:

A. MUFG Union Bank, N.A. Oaks fy22-23
B. MUFG Union Bank Executed Contract 10554

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CITY OF SANTA MONICA

Public benefits include:

1. Personal services contracts in excess of $25,000 over any 12-month period;

2. Sale of material, equipment or supplies to the City in excess of $25,000 over a12- month period;

3. Purchase, sale or lease of real property to or from the City in excess of$25,000 over a 12- month period;

4. Non-competitive franchise awards with gross revenue of $50,000 or more inany 12-month period;

5. Land use variance, special use permit, or other exception to an establishedland use plan, where the decision has a value in excess of $25,000;

6. Tax “abatement, exception, or benefit” of a value in excess of $5,000 in any12- month period; or

7. Payment of “cash or specie” of a net value to the recipient of $10,000 in any12- month period.

Name(s) of persons or entities receiving public benefit:

MUFG Union Bank, N.A. is 100% owned by MUFG Americas Holdings Corporation (MUAH).

Name(s) of trustees, directors, partners, and officers:

Please refer to the link to the Bank's "Policy-MakingOfficers:
https://www.unionbank.com/global/about/executive/index.jsp Please refer to the link to the Bank's Board of Directors:
https://www.unionbank.com/about-us/corporate-profile-bod Name(s) of persons with more than a 10% equity, participation, or revenue interest:

MUFG Union Bank, N.A. is 100% owned by MUFG Americas Holdings Corporation (MUAH).

Prepared by: _Malisa Day Title: Director

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Packet Pg. 98
Attachment: MUFG Union Bank, N.A. Oaks fy22-23 (5404 : Approval of First Modification to Banking Services Agreement with MUFG Union

CITY OF SANTA MONICA
Signature: Date: July 25, 2022
Email: [email protected] Phone: 909-331-5869
Permit #
FOR CITY USE ONLY:

Bid/PO/Contract #

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Attachment: MUFG Union Bank, N.A. Oaks fy22-23 (5404 : Approval of First Modification to Banking Services Agreement with MUFG Union Union Bank® History
Mitsubishi UFJ Financial Group (MUFG) is one of the world's leading financial groups. With approximately 360 years of history, MUFG's global network has about 2,700 offices in over 50 markets with over 180,000 employees.

Corporate profile

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Packet Pg. 100 Attachment: MUFG Union Bank, N.A. Oaks fy22-23 (5404 : Approval of First Modification to Banking Services Agreement with MUFG Union Positively impacting the Americas
As part of Mitsubishi UFJ Financial Group, Inc., we believe that by living our values, we'll achieve a balance of size, success, and stability while positively impacting every individual, organization, and community we touch.

Download profile
Investing in our customers, communities, and employees
Corporate governance

5.G.a
Packet Pg. 101 Attachment: MUFG Union Bank, N.A. Oaks fy22-23 (5404 : Approval of First Modification to Banking Services Agreement with MUFG Union View the Code of Conduct for MUFG In the Americas.

View now
Our Board of Directors
MUFG Union Bank, N.A. is proud of its diversity and inclusion. As of 6/30/2020, approximately 67% of the MUB Board consisted of women and people of color.

DIVERSITY & INCLUSION
67%
of the MUB Board consists of women and people of color.

Board of Directors

5.G.a
Packet Pg. 102 Attachment: MUFG Union Bank, N.A. Oaks fy22-23 (5404 : Approval of First Modification to Banking Services Agreement with MUFG Union M
asatoshi Komoriya
RobinBienfait
KevinCronin
LindaCunningham
JohnR. Elmore
Michael D. Fraizer
Takayoshi Futae
Suneel Kamlani*

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Packet Pg. 103 Attachment: MUFG Union Bank, N.A. Oaks fy22-23 (5404 : Approval of First Modification to Banking Services Agreement with MUFG Union Masatoshi Komoriya
Toby S. Myerson
Jeffrey Storey
Shuichi Yokoyama
Dean A. Yoost
Code of conduct
This Code of Conduct represents our commitment to maintain a scrupulously ethical company.

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Packet Pg. 104 Attachment: MUFG Union Bank, N.A. Oaks fy22-23 (5404 : Approval of First Modification to Banking Services Agreement with MUFG Union Download now
Code of ethics
The honesty, integrity and sound judgment of its senior financial officers is fundamental to MUFG Americas Holdings Corporation.

Download now
Vendor Code of Conduct
This Vendor Code of Conduct sets forth our expectations for all our Vendors related to regulatory compliance, ethical business practices, labor and human rights, diversity and inclusion, health and safety, and environmental stewardship.

Download now

ABOUT UNION BANK
Careers
News
About us

5.G.a
Packet Pg. 105 Attachment: MUFG Union Bank, N.A. Oaks fy22-23 (5404 : Approval of First Modification to Banking Services Agreement with MUFG Union

LOCATE A BRANCH
To find your nearest branch, enter your zip code below.

Zip Code
©2022 MUFG Union Bank, N.A. All rights reserved. Member FDIC.

Union Bank is a registered trademark and brand name of MUFG Union Bank, N.A.

Corporate profile
Diversity and culture
Corporate social responsibility
Contact us
FDIC insurance information

BANKING
Personal Banking
Business Banking
Commercial Banking
The Private Bank
HELP
Learning center
Verification requests
LIBOR update
Accessibility
Terms of use
Privacy and security
California: privacy
Do Not Sell My Personal Information
Sitemap

LANGUAGE
Japanese services
日本語ページ

5.G.a
Packet Pg. 106 Attachment: MUFG Union Bank, N.A. Oaks fy22-23 (5404 : Approval of First Modification to Banking Services Agreement with MUFG Union Union Bank® Leadership
Executive Management
Our top Union Bank executives
Kevin Cronin
Regional Executive and CEO for The Americas, MUFG and MUFG Bank, Ltd.

President & CEO, MUFG Americas Holdings Corporation and MUFG Union Bank, N.A.

Michael F. Coyne
General Counsel

5.G.a
Packet Pg. 107 Attachment: MUFG Union Bank, N.A. Oaks fy22-23 (5404 : Approval of First Modification to Banking Services Agreement with MUFG Union Carolyn DuChene
Head of Regulatory Operations & Affairs
Brian Gunn
Chief Risk Officer for the Americas
Neal Holland
Chief Financial Officer
Rui Koike
Chief of Staff
Masatoshi Komoriya
Executive Chairman of the board of directors for MUFG Americas Holdings Corporation and MUFG Union Bank, N.A.

Deputy Chief Operating Officer – International and Deputy Chief Executive of the Global Commercial Banking Business Group Ken Librot
Interim Chief Information & Operations Officer

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Packet Pg. 108 Attachment: MUFG Union Bank, N.A. Oaks fy22-23 (5404 : Approval of First Modification to Banking Services Agreement with MUFG Union Jonathan Lindenberg
Head of Corporate & Investment Banking in the Americas
Shirley Mangalindan
Chief Audit Executive
Bill Mansfield
Head of Global Markets for MUFG in the Americas
Yoichiro Nishikawa
Head of Japanese Corporate Banking for the Americas
Greg Seibly
President of Union Bank and Head of Regional Banking
Ryoichi Shinke
Deputy Regional Executive, MUFG Americas

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Packet Pg. 109 Attachment: MUFG Union Bank, N.A. Oaks fy22-23 (5404 : Approval of First Modification to Banking Services Agreement with MUFG Union Yasutaka Suehiro
CEO of MUFG Securities Americas Inc.

Mark Thumser
Chief Strategy Officer for the Americas
Amy C. Ward
Chief Human Resources Officer for the Americas

ABOUT UNION BANK
Careers
News
About us
Corporate profile
Diversity and culture
Corporate social responsibility
Contact us
FDIC insurance information

BANKING
Personal Banking
Business Banking
Commercial Banking
The Private Bank
HELP

5.G.a
Packet Pg. 110 Attachment: MUFG Union Bank, N.A. Oaks fy22-23 (5404 : Approval of First Modification to Banking Services Agreement with MUFG Union

LOCATE A BRANCH
To find your nearest branch, enter your zip code below.

Zip Code
©2022 MUFG Union Bank, N.A. All rights reserved. Member FDIC.

Union Bank is a registered trademark and brand name of MUFG Union Bank, N.A.

Learning center
Verification requests
LIBOR update
Accessibility
Terms of use
Privacy and security
California: privacy
Do Not Sell My Personal Information
Sitemap

LANGUAGE
Japanese services
日本語ページ

5.G.a
Packet Pg. 111 Attachment: MUFG Union Bank, N.A. Oaks fy22-23 (5404 : Approval of First Modification to Banking Services Agreement with MUFG Union

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Packet Pg. 112 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 113 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 114 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 115 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 116 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 117 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 118 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 119 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 120 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 121 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 122 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 123 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 124 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 125 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 126 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 127 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 128 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 129 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 130 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 131 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 132 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 133 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 134 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 135 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 136 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 137 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 138 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 139 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 140 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 141 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 142 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 143 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 144 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 145 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 146 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 147 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 148 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 149 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 150 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 151 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 152 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 153 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 154 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 155 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 156 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 157 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 158 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 159 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 160 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 161 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 162 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 163 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 164 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 165 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 166 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 167 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 168 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 169 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 170 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 171 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 172 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 173 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 174 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 175 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 176 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 177 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 178 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 179 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 180 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 181 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 182 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 183 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 184 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 185 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 186 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 187 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 188 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 189 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 190 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 191 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 192 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 193 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 194 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 195 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 196 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 197 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 198 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 199 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Packet Pg. 200 Attachment: MUFG Union Bank Executed Contract 10554 (5404 : Approval of First Modification to Banking Services Agreement with MUFG

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Report
City Council Meeting: December 13, 2022
Agenda Item: 5.H
1 of 4
To: Mayor and City Council
From: Andy Agle, Director, Community Services Department, Housing and Human Services
Subject: Annual Report on Low-Mod Housing Income Asset Fund Recommended Action
Staff recommends that the Redevelopment Successor Agency:

Summary
The City provides financial assistance to support the acquisition, rehabilitation, and new construction of housing affordable to lower income households, a local strategy that supports the Council’s priorities of Addressing Homelessness and Equitable and Inclusive Economic Recovery. City funding to support the investments comes from a variety of sources (e.g., voter-approved Measure GSH funds, loan repayments, and development impact fees), and is accounted for in various funds. The Low- and Moderate-Income Housing Asset Fund specifically accounts for the housing assets of the former Santa Monica Redevelopment Agency. State law requires the City to report annually on the Low- and Moderate-Income Housing Asset Fund (Fund) of the former Santa Monica Redevelopment Agency (RDA) and requires an independent audit of the Fund, which will be completed as part of the City’s annual audit process.

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Discussion
The City as Housing Successor assumed the housing functions of the former RDA on January 10, 2012. The transfer of the functions included the transfer of formerly designated RDA low- and moderate-income housing assets together with any funds generated by former RDA housing assets. The funds must be maintained by the City in a separate Fund and expended in accordance with Health and Safety Code Section 34176.1. Allowable expenditures include the development of affordable housing, monitoring and preservation of housing subject to affordability restrictions and covenants, and homeless prevention and rapid rehousing services for homeless individuals.

Senate Bill 341, which is codified in Section 34176.1 of the California Health and Safety Code and which became effective on January 1, 2014, requires the City, as the Housing Successor, to prepare and post the report on its website that contains information regarding the Fund for the previous fiscal year (Attachment A), after Council's review and receipt. The report includes the following information:
• the balance in the Fund as of the close of the Fiscal Year 2021-22 was $13,553,164 with $439,409 in deposits from City-Agency loan repayments, interest income, residual receipts, and $946,815 in expenditures for the development of affordable housing. The balance is currently set aside as part of the adopted Housing Element strategy to focus the City’s affordable housing efforts towards City-owned sites.

The use of City-owned land for affordable housing provides multiple benefits including maximizing the value of the City’s Housing Trust Funds as most of the City’s Housing Trust Funds loaned to affordable housing organizations are used to acquire land. By contributing land that it already owns, the direct cost of acquiring land is eliminated and the City can stretch its Housing Trust Funds further to increase the supply of affordable housing. The balance in the Fund may be needed by affordable housing organizations for pre-development costs and/or closing the construction gap for affordable housing developments on City5.H Packet Pg. 257
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owned sites, such as the former site of Parking Structure 3 or the forthcoming Request for Proposals for the City-owned sites near Wilshire Boulevard and 14th Street. Based on the six most recent new construction housing developments that the City funds, the average City subsidy for pre-development costs and closing the construction gap was $106,768 per affordable residence and an average City subsidy for land acquisition was $156,145 per affordable residence.

Given this average subsidy, the balance in the Fund could provide subsidy to approximately 127 affordable residences on City-owned sites while it would support only 52 homes if private land must be purchased; • $121,748 of the balance in the Fund has been encumbered by loan commitments to non-profit affordable housing organizations for the production and preservation of affordable housing;
• the former RDA’s replacement housing and inclusionary housing obligations have been satisfied;
• obligations related to development or disposition of real property acquired by the former RDA prior to February 1, 2012 have been met;
• the senior housing test has been met, with 25 percent of assisted residences deed-restricted to seniors within the previous 10 years; and • currently there are no excessive accumulated funds (often called “excess surplus”) that need to be encumbered.

Additionally, to ensure that the monies in the Fund are spent in accordance with the law, Section 34176.1(f) requires an independent financial audit of the Fund within six months of the end of the fiscal year. The independent audit of the Fund is conducted as part of the yearend audit by the City’s independent auditor and is included as part of the City’s Annual Comprehensive Financial Report (ACFR). Staff is working to complete the ACFR and will post the results of the independent audit of the Fund on the City’s website upon issuance of the financial statements.

Environmental Review

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The adoption of the annual report is not a project within the meaning of the California Environmental Quality Act (CEQA)(Public Resources Code section 21000 et seq.) because the report will not cause either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment.

Financial Impacts and Budget Actions
There is no immediate financial impact or budget action necessary as a result of the recommended action.

Prepared By: Natalie Verlinich, Senior Development Analyst Approved Forwarded to Council
Attachments:

A. Attachment A - 2021-22 LMIHAF Annual Summary Report

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Attachment A

ANNUAL REPORT

REGARDING THE LOW AND MODERATE INCOME HOUSING ASSET FUND FOR FISCAL YEAR 2021-2022
PURSUANT TO CALIFORNIA HEALTH AND SAFETY CODE SECTION 34176.1(f)

FOR THE SANTA MONICA HOUSING SUCCESSOR
This Housing Successor Annual Report (Report) regarding the Low and Moderate Income Housing Asset Fund (LMIHAF) has been prepared pursuant to California Health and Safety Code Section 34176.1(f). This Report sets forth certain details of the Santa Monica Housing Successor (Housing Successor) activities during fiscal year 2021-2022 (Fiscal Year). The purpose of this Report is to provide the governing body of the Housing Successor an annual report on the housing assets and activities of the Housing Successor under Part 1.85, Division 24 of the California Health and Safety Code, in particular sections 34176 and 34176.1 (Dissolution Law).

This Report conforms with and is organized into sections I. through XI. inclusive, pursuant to Section 34176.1(f) of the Dissolution Law:

I . Amount the City received from City-Agency loans
This section provides the total amount of funds received from repayment of City-Agency loans during the Fiscal Year pursuant to Section 34191.4(b)(3)(A).

Fiscal Year 2020-2021 was the final year that the City received payment pursuant to 34191.4(b)(3)(A) from the repayment of City-Agency loans.

II. Amounts Deposited into LMIHAF
This section provides the total amount of funds deposited into the LMIHAF during the Fiscal Year, distinguishing between amounts deposited pursuant to 34191.4(b)(3)(B) and 34191.4(b)(3)(C), amounts deposited for other items listed on the Recognized Obligation Payment Schedule (ROPS), and other amounts deposited.

Pursuant to 34191.4(b)(3)(B) and 34191.4(b)(3)(C) $0 was deposited into the LMIHAF during the Fiscal Year, of which none of the funds deposited into the LMIHAF were held for items listed on the ROPS. Other amounts deposited into the LMIHAF during Fiscal Year were $439,409 from residual receipts (affordable housing loan repayments) and interest income.

III. Ending Balance of LMIHAF
This section provides a statement of the balance in the LMIHAF as of the close of the Fiscal Year. Any amounts deposited for items listed on the ROPS must be distinguished from the other amounts deposited.

At the close of the Fiscal Year, the ending balance in the LMIHAF was $13,553,164 of which $0 was held for items listed on the ROPS.

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IV. Description of Expenditures from LMIHAF
This section provides a description of the expenditures made from the LMIHAF during the Fiscal Year. The expenditures are to be categorized.

The following table provides the description of expenditures from the LMIHAF by category.

Expenditure Description Amount
Monitoring and preserving the long-term affordability of units subject to affordability restrictions or covenants entered into by the redevelopment agency or housing successor. Includes expenditures for administration of affordable housing activities.
$ 362,857
Homeless Prevention and rapid rehousing services $ 0
Development of affordable housing pursuant to 34176.1(a)(3)(A) $ 583,958 Total LMIHAF Expenditures $ 946,815
V. Statutory Value of Assets Owned by Housing Successor Thissection providesthe statutory value of real property owned by the Housing Successor, the value of loans and grants receivables, and the sum of these two amounts.

Under the Dissolution Law and for purposes of this Report, the “statutory value of real property” means the value of properties formerly held by the former redevelopment agency as listed on the housing asset transfer schedule approved by the Department of Finance as listed in such schedule under Section 34176(a)(2), the value of the properties transferred to the Housing Successor pursuant to Section 34181(f), and the purchase price of property purchased by the Housing Successor. Further, the value of loans and grants receivable is included in the reported assets held in the LMIHAF.

The following table provides the statutory value of assets owned by the Housing Successor.

Description Amount
Statutory Value of Real Property $ 11,060,000
Value of Loans and Grants Receivable $ 140,404,014
Total Value of Housing Successor Assets $ 151,464,014
VI. Description of Transfers
This section describes transfers, if any, to another housing successor agency made in previous fiscal years, including whether the funds are unencumbered and the status of projects, if any, for which the transferred LMIHAF will be used. The sole purpose of the transfers must be for the development of transit priority projects, permanent supportive housing, housing for agricultural employees or special needs housing.

The Housing Successor did not make any LMIHAF transfers to other Housing Successor(s) under Section 34176.1(c) (2) during the Fiscal Year.

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VII. Project Descriptions
This section describes any project for which the Housing Successor receives or holds property tax revenue pursuant to the ROPS and the status of that project.

The Housing Successor does not receive or hold property tax revenue pursuant to the ROPS.

VIII. Status of Compliance with Section 33334.16
This section provides a status update on compliance with Section 33334.16 for interests in real property acquired by the former redevelopment agency prior to February 1, 2012.

With respect to interests in real property acquired by the former redevelopment agency prior to February 1, 2012, the time periods described in Section 33334.16 shall be deemed to have commenced on the date that the Department of Finance approved the property as a housing asset in the LMIHAF; thus, as to real property acquired by the former redevelopment agency now held by the Housing Successor in the LMIHAF, the Housing Successor must initiate activities consistent with the development of the real property for the purpose for which it was acquired within five years of the date the DOF approved such property as a housing asset.

The following table provides a status update on the real property acquired by the former redevelopment agency prior to February 1, 2012 and transferred to the Housing Successor.

Property Address Date
Acquired
DOF Approved
Transfer Date
Status as of June 30, 2021
1725 Ocean Avenue 4/11/2000 10/2/2013 The property was developed with 160 affordable apartments.
1751 Cloverfield
Bld.
10/3/2003 10/2/2013 The property was developed as congregate housing and emergency shelter providing 55
affordable beds.
2018 19th Street 6/26/2009 10/2/2014 The property was sold. All sales proceeds were deposited in the LMIHAF.

IX. Description of Outstanding Obligations under Section 33413 This section describes the outstanding inclusionary and replacement housing obligations, if any, under Section 33413 that remained outstanding prior to dissolution of the former redevelopment agency as of February 1, 2012 along with the Housing Successor’s progress in meeting those prior obligations, if any, of the former redevelopment agency and how the Housing Successor plans to meet unmet obligations, if any.

There are no outstanding inclusionary or replacement housing obligations pursuant to Section 33413. The former Redevelopment Agency’s Implementation Plan is posted on the City’s website at:
http://www.smgov.net/uploadedFiles/Departments/HED/Housing_and_Redevelopment/RDA/Attach%20A %202009%205%20Yr%20Implementation%20Plan%20-%20FINAL.pdf

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X. Income Test
This section provides the information required by Section 34176.1(a)(3)(B), or a description of expenditures by income restriction for the period beginning January 1, 2014 and whether the statutory thresholds have been met for 2019, and every five years thereafter, from January 1, 2014, through the end of the latest fiscal year covered in the report.

This information is next required to be reported in the Fiscal Year 2023-24.

XI. Senior Housing Test
Thissection providesthe percentage units of deed-restricted rental housing restricted to seniors and assisted individually or jointly by the Housing Successor, its former Redevelopment Agency, and its host jurisdiction within the previous ten years in relation to the aggregate number of units of deed-restricted rental housing assisted individually or jointly by the Housing Successor, its former Redevelopment Agency and its host jurisdiction within the same time period.

The following table provides the Housing Successor’s Senior Housing Test for the ten-year period from July 1, 2012 through June 30, 2022.

Description Amount
Number of Assisted Senior Rental Units 126
Number of Total Assisted Rental Units 514
Senior Housing Percentage 25%
XII. Excess Surplus Test
This section provides the amount of Excess Surplus in the LMIHAF (defined as unencumbered funds exceeding one million or the aggregate amount deposited in the fund over the preceding four fiscal years, whichever is greater), the length of time that the Housing Successor has had excess surplus, and the Housing Successor’s plan for eliminating the excess surplus within three fiscal years.

This report calculates the excess surplus per the Health and Safety Code definition, which states that “the ‘excess surplus’ shall mean an unencumbered amount in the account that exceeds the greater of one million dollars ($1,000,000) or the aggregate amount deposited into the account during the housing successor’s preceding four fiscal years, whichever is greater”. The following table provides the calculation of the Excess Surplus test.

Description Amount
LMIHAF Balance $ 13,553,164
Less Encumbrances $ (121,748)
Unencumbered balance $ 13,431,416
Less the greater of $1,000,000 or the aggregate amount deposited into the account during the housing successor’s preceding four fiscal years, whichever is greater $ (16,500,171)
Excess Surplus $ None

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XIII. Inventory of homeownership units
This section provides an inventory of homeownership units that were assisted by the former Redevelopment Agency or Housing Successor that are subject to covenants or restrictions or to an adopted program that protects the investment of moneys from the LMIHF pursuant to Section 33334.3(f) and includes any losses of units to the portfolio, funds returned to the Housing Successor, and whether an outside entity has been contracted to manage these units.

The Housing Successor does not have any homeownership units that were assisted by the former Redevelopment Agency or the Housing Successor.

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Report
City Council Meeting: December 13, 2022
Agenda Item: 5.I
1 of 6
To: Mayor and City Council
From: David Martin, Director, Administration
Subject: Approval of an Amended and Restated Lease for Heal the Bay Aquarium at 1600 Ocean Front Walk and Short-term License for a Heal the Bay Gift Shop at 322 Santa Monica Pier
Recommended Action
Staff recommends that the City Council:

3. Waive the Pier Leasing Guidelines competitive procurement requirement in granting the Lease and License.

Summary
Heal the Bay Aquarium (Aquarium) located at 1600 Ocean Front Walk is an aquarium and marine education center under the Santa Monica Pier. The upcoming demolition and replacement of the Pier Bridge will impact the Aquarium. To avoid further delay to the bridge reconstruction timeline and a closure or permanent relocation of the Aquarium, the City as Landlord and Heal the Bay as Tenant have discussed a conceptual agreement on measures to mitigate and substantially lessen the impacts on the Aquarium and costs to the City through an Amended and Restated Lease Agreement for its current facility under the pier, and a short-term License Agreement for a retail kiosk atop the pier. An Amended and Restated Lease would provide the Aquarium with a 5-year term and two 5-year extension options; expansion of its

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premises to incorporate an area for the Aquarium’s life support equipment and backup generator; and other mitigations measures during the Pier Bridge reconstruction work.

In addition, the Aquarium’s lease rate would remain unchanged from current lease of $1 per year and 10% of gross sales from retail operations, excluding admission charges.

The City would also provide a short-term License Agreement to allow the Aquarium to relocate its gift shop to a vacant retail kiosk on the Pier at a monthly lease rate of $3,572.

Discussion
Originally established by UCLA in 1998, known then as the UCLA Ocean Discovery Center, Heal the Bay has operated the Aquarium since 2003. Home to approximately 900 aquatic animals that come directly from the Santa Monica Bay, the facility provides public programming, research, and educational activities dedicated to marine conservation, pollution prevention and educating the public to the urgent issues affecting the Bay’s ecosystem. Annually, the Aquarium hosts over 10,000 students as part of its field trip programming, over two thirds are from Title 1 schools, and attracts an additional 100,000 general visitors.

The Aquarium’s lease has been on a month-to-month holdover since 2018 in anticipation of the Pier Bridge Replacement Project, a Federally funded major capital improvement project. The Pier Bridge is located above and adjacent to the Aquarium.

The demolition and replacement of the Pier Bridge which connects Ocean and Colorado Avenues to the Santa Monica Pier will greatly impact the Aquarium. To avoid further delay to the bridge reconstruction timeline and a closure or permanent relocation of the Aquarium, the parties commenced good faith negotiations to identify alternatives and mitigation measures to substantially lessen the disruptions to the Tenant and costs to the City.

The major terms and conditions for Council’s consideration are summarized below.

1. Term/Extension: Initial 5-year term with two additional 5-year options to extend.

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2. Premises: Expansion of the leased premises under the Pier to include approximately 3,405 sq ft under the Pier to incorporate areas Tenant has installed aquatic life support equipment consisting of pumps, filtration systems, etc. The City and Tenant also agree to an additional non-contiguous expansion of the leased premises for the Tenant’s backup generator, at the City’s discretion, within parking lot 1N at 1550 Pacific Coast Highway, directly north of the Pier.

Tenant will strive in good faith to relocate the generator prior to June 2023.

3. Procurement of Permits: Tenant at its sole cost will be required to procure all required permits, including Building & Safety permits and Coastal Development Permit(s) and all new and existing improvements shall meet applicable Codes.

4. Operations during Pier Bridge Reconstruction: Tenant may remain in place during construction. In addition to intermittent closures, it is anticipated the following areas may be closed in part or entirely during construction: office area, retail area, and patio. Construction is estimated to occur between 2025 and 2027.
a. If Tenant elects to maintain the aquarium animals in place, subject to as-is conditions both prior to and during construction. Tenant is responsible for the health and welfare of their animals and the City does not assume any responsibility for the animals.
b. City will accommodate the relocation of the Tenant’s office area to Suite I of the Carousel Building. No additional rent for the office space will be charged.
c. City will accommodate the relocation of the Tenant’s retail area to a vacant retail kiosk located at 322 Santa Monica Pier. Rent charged to Tenant for the retail area will be at the discretion of the City, but no less than the prior tenant’s rent.

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5. Waiver of Liability: Tenant will provide waiver of liability for the premises presently and during construction, except as to the negligent or willfully wrongful acts of the City and its contractors.

6. Temporary Wayfinding: During Pier Bridge reconstruction the City will provide temporary wayfinding to assist visitors to locate the Aquarium.

7. Mitigation During Construction: City will comply with any construction mitigation requirements in the Final Environmental Impact Report (EIR) for the Pier Bridge reconstruction project. The City will prepare an Adjacent Structure Monitoring Plan to mitigate vibration impacts during construction of the Pier Bridge.

If the Amended and Restated Lease and Short-Term License is approved and executed, Tenant anticipates they will make a minimum capital investment of $200,000 in addition to the $100,000 recently spent in leasehold improvements to the Aquarium.

Tenant also anticipates they will make a minimum capital investment of $50,000 - $75,000 for the temporary retail kiosk for facade upgrades and retail merchandising.

Deviation from Pier Leasing Guidelines
The Council-approved Pier Leasing Guidelines (Appendix A) provide the framework for fair and consistent leasing and licensing of City-owned property on the Santa Monica Pier. The Guidelines provide parameters and general policy on mix of uses, standards and terms, and tenant recruitment and selection. When substantive terms or process deviate from the Guidelines, Council has the authority to grant exceptions.

Two substantive elements deviate from the Guidelines:

1. Section 6-I and II of the Guidelines require leasing opportunities be subject to a competitive process, and

2. Section 6-IV advises that given there are so few leasing opportunities on the Pier, merchant diversity should be promoted and the award of multiple leaseholds and/or licenses to an individual tenant should be discouraged.

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Staff concluded that waiving the competitive procurement process by extending the lease term for the Aquarium should be balanced against the City’s need to not delay the Pier Bridge reconstruction project. A competitive bid process, such as a Request for Proposal (RFP) can be a lengthy process which could negatively impact the timeline of the Pier Bridge Reconstruction and deadlines set by CalTrans. In this case, a competitive process would not necessarily result in a different tenant given the limited number of organizations with the technical and financial ability to run an aquarium of this size, nor would it result in additional revenue to the City as the lease rate for an aquarium and education facility for this location is $1 a year.

Section 6-IV calls for merchant diversity and discourages the award of multiple leaseholds and licenses to an individual tenant. In this case, Heal the Bay’s proposed second location would be a short-term license intended to replace the retail space that will be temporarily eliminated during the Pier Bridge reconstruction project. Following the reconstruction of the Pier Bridge, estimated to occur in 2027, the retail kiosk space will be made available for lease through an open and competitive process.

Commission Action
At the Pier Corporation board meeting on September 19, 2022, the Pier Corporation Board supported the proposal and approved forwarding to Council staff’s recommendation for approval.

Environmental Review
CEQA applies only to projects that have the potential for causing a significant effect on the environment. A project is not subject to CEQA under CEQA Guidelines Section 15061(b)(3) “where it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment.” The proposed extension of the lease or license would not result in a physical environmental effect on the environment.

In addition, Section 15302 exempts Class 1 projects from CEQA, which include the “operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of

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existing public or private structures [or] facilities, including streets, sidewalks, bicycle and pedestrian trails, and similar facilities”. The project consists of the extension of the Heal the Bay Aquarium lease and to expand the premises to incorporate existing life support equipment and generator outside of the current premises lease line. This lease extension would allow for continued operation of the Aquarium and would not necessitate the construction of new buildings or facilities that would result in a physical impact. Therefore, the project qualifies as a Class 1 exemption.

Financial Impacts and Budget Actions
There is no financial impact or budget action necessary as a result of the recommended actions for FY 2022-23. However, it is anticipated that the proposed License for the vacant kiosk will result in revenues in future years in the amount of $3,572/mo. Staff will adjust revenue budgets accordingly as part of the FY 2023-25 biennial budget process.

Prepared By: Elana Buegoff, Pier Administrator
Approved Forwarded to Council
Attachments:

A. Appendix A. Pier Leasing Guidelines

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Approved by the SMPC: May 15, 2017
Approved by City Council: June 13, 2017

SANTA MONICA PIER LEASING GUIDELINES
These Santa Monica Pier Leasing Guidelines (“Guidelines”) provide the framework for fair and consistent leasing and licensing of City‐owned property on the Santa Monica Pier. The Guidelines provide parameters and general policy on mix of uses, standards and terms, and tenant recruitment and selection. They reflect the general intent and goals of the City of Santa Monica (“City”) at the time they were approved and do not convey any right upon anyone, or impose any obligation on the City. The City may from time‐to‐time change these Guidelines or depart from these Guidelines without liability to anyone.

1. INTRODUCTION

1.1. Background
The Santa Monica Pier began in 1909 with the construction of the Municipal Pier – the straight portion that begins at the base of the bridge from Ocean Avenue and continues for more than 1,500 feet over the beach and Santa Monica Bay. Santa Monica Pier’s ability to attract large crowds impressed Charles Looff, an amusement park pioneer who had built Coney Island’s first carousel in New York. In 1916, after negotiations with the City of Santa Monica, Looff constructed his “Pleasure Pier” alongside the Municipal Pier (now known as the Newcomb Pier). The Pleasure Pier featured the landmark Looff Hippodrome building, which now is listed on the National Register of Historic Places and houses an operating vintage wooden merry‐go‐round.

Today, the Santa Monica Pier (“Pier”) is known as one of the region’s premier recreational and entertainment destinations, attracting over six million visitors annually.

The Pier offers spectacular ocean vistas, year round events and attractions, and is home to a changing collection of restaurants, shops, activities and experiences.

1.2. Unique Character of Pier and Pier Environment
The Santa Monica Pier has been an icon for both the local community and Southern California for over a century. Over this time it has provided a broad variety of entertainment and experiences that directly relate to its beach and ocean setting. These activities and services are predominately specific to the Pier’s on‐going “microculture”, history and surrounding community rather than a replication of things at other piers and places. The maintenance of the Pier’s own “personality” is a core value of the Santa Monica community and central to the recruitment and selection of tenants and licensees.

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2. LEASING GOALS AND OBJECTIVES
The Pier is a valuable historic resource of the City to be developed, used and preserved as a public resource for the enjoyment by the general public. The commercial leasing and licensing program on the Pier is to be managed for the benefit of the general public and in a manner consistent with the following goals and objectives:

I. Promote and maintain the compatible uses of City‐owned property available for lease and license located on the Pier in a manner supporting an attractive, safe and accessible environment for visitors and the residential community; II. Provide for a diversity of business, entertainment, event, educational, and cultural activities as well as active and passive recreational opportunities on the Pier; III. Promote quality and value of goods, food and services provided by the commercial operators on the Pier;
IV. Establish pricing of leasehold and license occupancies that reflects fair market value to help support the fiscal self‐sufficiency of the Pier; V. Assure access to and use of City‐owned properties by the general public through a leasing and licensing program that promotes the orderly and equitable management of tenancies and licenses;
VI. Preserve and promote the unique, eclectic and community recreational character of the Pier;
VII. Preserve and build on the historic elements and character of the Pier while ensuring its relevance and vitality to current and future generations; VIII. Achieve fiscal, social and environmental sustainability; IX. Enhance access and encourage both local and distant visitors to visit and enjoy the Pier;
X. Harmonize with the surrounding beach and downtown community; XI. Take an incremental but continuous approach to change to advance commercial, cultural and civic opportunities on the pier; and XII. Seek a mix of uses and tenants that will contribute to the animation of the Pier.

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3. MANAGEMENT STRUCTURE
Leasing and licensing on the Pier is the responsibility of the City of Santa Monica through its Office of Pier Management (“OPM”) in coordination with the City’s Economic Development Division. OPM also oversees Pier maintenance and operations. Pier events, filming and marketing are managed by the Non‐Profit Santa Monica Pier Corporation (“SMPC”) in accordance with Event and Marketing Guidelines developed by the SMPC and subject to Council approval.

4. VISION FOR THE PIER AND GUIDING PRINCIPLES

4.1. Vision Statement
A Santa Monica Pier that provides an historic platform and a legacy of colorful visitor experiences to showcase contemporary events; a community asset that attracts, welcomes and entertains local, regional, national and international visitors of all incomes, abilities and interests; a landmark that offers an enticing and changing array of site‐appropriate active and passive experiences and attractions.

4.2. Pier Guiding Principles
I. The Pier will be a signature attraction of the City of Santa Monica, known and recognized world‐wide and enjoying a broad base of local community support.

II. The Pier will be an easily accessible and visually prominent destination within the City.

III. The Pier will provide enticing year‐round experiences and attractionsfor visitors.

IV. The Pier will attract and engage visitors of all ages and incomes.

V. The historic fabric and character, as well as the environmental sustainability and structural integrity of the Pier will be documented, celebrated, maintained and improved.

VI. Pier programming will include both traditional and cutting edge entertainment, cultural, athletic and educational experiences.

VII. Promotions, sponsorships and private and public revenue‐producing events, will largely off‐set the cost of popular and free public programming.

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5. SUB AREAS AND USES

5.1. Areas
The Pier is approximately 9 acres in size and consists of two adjoining piers:

I. Municipal Pier. The Municipal Pier is the primary walkway of the Pier. It is approximately 2.5 acres in size and 1,500 feet in length. This public strolling corridor provides the main access to restaurants, shops, amusement (e.g. carousel, Pacific Park) and recreation (fishing, walking, viewing) areas, vending carts and performers.

II. Newcomb Pier. Located south of and adjacent to the Municipal Pier, the Newcomb Pier (also known as the Pleasure Pier) is approximately 6.6 acres, of which 2.2 acres is currently used for public parking and special event space.

Most merchants, facilities, and events are on the Newcomb Pier while vending carts, kiosks and fishing activities are primarily on the Municipal Pier.

5.2. Commercial and Public Areas
The Pier presently has approximately 130,000 square feet of leasable commercial space comprised of buildings, kiosks, carts and deck area. The current Pier tenant mix is approximately 70 percent amusement, 25 percent dining, four percent educational and one percent retail.

Public facilities and service areas on the Pier include the Carousel building which houses City and SMPC offices; a Harbor Guards station; a Police Sub‐Station; a Pier Maintenance workshop; and a second floor public observation deck. In addition there are central and west end public restroom facilities, a central trash & recycling shed, and a 270 space public parking lot.

The “Santa Monica Pier Development Program” approved by Council on February 9, 1988, supported a development program that consisted of approximately 150,000 square feet of commercial area. A new planning effort under development by the City with the assistance of the SMPC, will explore access enhancements, potential expansion of existing activities, and new commercial and civic opportunities. This enhancement effort, and future efforts, may alter the overall mix of activities and uses on the Pier over time to reflect the needs of the Pier and public and changing market conditions.

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6. GENERAL LEASING STANDARDS
Leases and licenses shall be consistent with the Pier Leasing Goals and Objectives.

I. The Santa Monica Pier is public property; therefore all leases and licenses will be subject to an open and competitive public process.

II. Lease renewals will not be automatically offered to tenants. As vacancies arise either by lease expiration or earlier termination, recruitment for occupancy will be conducted in accordance with the Leasing Guidelines.

III. Preferred Uses include, but are not limited to, a range of entertainment and commercial products and services that will appeal to and serve both the residential community and area visitors. The City may change uses as leases expire in order to attract a tenant mix consistent with the Guideline’s goals and objectives.

IV. In order to promote merchant diversity on the Pier the award of multiple leaseholds and/or licenses to an individual tenant, licensee or operator is discouraged but may be allowed subject to conditions provided under Section

7.5. V. All prospective tenants must provide evidence of economic viability and appropriateness to the Pier of their proposed uses and business plan, as well as their capacity and ability to develop and maintain their operation.

VI. Tenants and licensees will be expected to provide quality, visitor‐ supporting services or activities throughout the term of their lease or license, including sustained high levels of maintenance and cleanliness. Leases and Licenses will contain performance standards to ensure on‐going quality and service. Failure to maintain performance standards will be considered a material breech and subject the lease or license to termination.

VII. Tenants and licensees are expected to be active members of the Pier community, participating in its operational life and working together with the City and other tenants to enhance the Pier visitor experience.

VIII. Assignment or subletting of leases is prohibited without the written consent of the Landlord. Landlord’s consent will be subject to express standards and conditions set forth in the lease. Assignment or subletting of licenses is prohibited without exception.

IX. Operation and improvements to lease and license areas are subject to the City’s standard regulatory review and approval process.

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7. MINIMUM/BASIC LEASE TERMS AND CONDITIONS

7.1. Diversity & Permitted Uses
The City will seek operators who offer creative, imaginative and unique merchandise, food options and activities that are thematically compatible with the Pier yet not overly duplicative of the products and services already offered on the Pier.

In order to maintain an appropriate tenant mix consisting of distinct and diverse merchandise, food and servicesthe City will endeavor to limit the number of merchants who carry the same or similar types of offerings. A ‘Permitted Use’ clause shall be included in every lease and license to describe the type of business that will be operated within the leased premises or license area. The Permitted Use description should clearly describe the type of business the tenant or licensee intends to operate and the merchandise, food or service the tenant intends to offer for sale.

The purpose of the Permitted Use clause is to regulate the duplication of merchandise or services; however, it does not grant any tenant or licensee an exclusive right to sell any item or service. Exclusivity rights shall not be granted to any merchant on the Pier.

7.2. Term
Rental lease terms for commercial space on the Pier shall be negotiated based on the level of capital investment, use, size of the space (leases for larger footprints are normally for longer terms) and complementary character of the operation with the Pier Leasing Goals and Objectives. These factors also will be balanced against the City’s policy of ensuring that public sites periodically do become available for a public competitive process.

To maintain the vitality of the Pier the City needs to insure its ability to address the mix of uses and activities on the Pier over time. Therefore, it needs to have a variety of lease and license timeframes and not have the majority of licenses or leases with very long terms or the majority of leases ending simultaneously‐‐ thus limiting the City’s ability to deal with evolutionary changes in Pier visitor needs.

7.2.1. Recommended Terms for Leases and Licenses
I. Portable Vending Carts
The recommended term for vending cart licenses is from 6 months to 1 year.

These licenses should be subject regularly to a public process to accommodate uses that meet contemporary Pier needs and to allow frequent opportunitiesfor businesses interested in operating on the Pier.

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II. Fixed Location Kiosks
The recommended term for fixed location kiosk licenses and concessions is from 3 years to 5 years.

III. Deck Space Rental
The recommended term for the commercial license of deck space is from 1 day to 2 years, depending upon use and circumstances.

IV. Viewers and Transmitters
The recommended term for license and concession of cameras, antennas, and coin‐operated telescopes and binoculars range is from 1 to 5 years depending on use and circumstances.

V. Retail Shops, Restaurants, Amusements and Aquarium
The recommended terms of leases for retail shops, restaurant, attractions and the aquarium range from 5 years to 25 years ‐‐ inclusive of any option periods.

Generally, terms of five years will be granted if there is no substantial new capital investment in structures, structural improvements or equipment. If a tenant is required to make substantial new capital investment in structures, structural improvements or equipment then terms of ten years to twenty‐five years may be considered. Additional options to extend the term provided under Section 7.5, may be offered contingent upon the amortization and financial requirements of new investment and findings of benefit to the City.

VI. Leaseholds Subject to Development Agreements
Terms of leaseholds that are subject to a Development Agreement will be negotiated with the City of Santa Monica. A Development Agreement is a negotiated contract with the City that includes a developer’s contribution of significant community benefits and requires review by the Planning Commission and the Landmarks Commission, and final approval by the City Council.

7.3. Rates
Rents, fees and charges on the Pier are expected to reflect fair market value.

Adjustments can be made to provide for diverse uses consistent with the Pier Leasing Goals and Objectives or significant offsetting capital investment that provides the Pier permanent benefits also consistent with the Goals and Objectives.

In addition to a base rent, the City may elect to require that a lease include a percentage

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rent provision, which can be differentiated by categories of sales. The City, as Landlord, shall have the right to audit tenant's financial records to ascertain that the gross sales figures reported by the tenant are accurate.

Leaseholds with preferred uses for research and public educational purposes (e.g. Santa Monica Pier Aquarium) may be maintained at other than fair market rental rates. The City will seek to reasonably minimize its costs associated with these activities by participating in ancillary gross receipts from commercial activities at educational facilities.

7.4. Hours of Operation
The Santa Monica Pier is a public venue open 365 days per year 24 hours per day. Pier merchants will be encouraged to remain open for business with adjustments related to the time of year and type of business. Minimum business hours when all businesses are expected to be in operation, unless otherwise specified, shall be daily between the hours of 11 am and 9 pm. Tenants will not be required to operate on Christmas Day and Thanksgiving.

7.5. Modifications Based on Findings of Exceptional Community Benefit Diversity of ownership in Section 6. IV and the length of term in Subsection 7.2.1. V may be modified if all four of the following findings can be made and documented:

I. The proposed project will provide an exceptional opportunity to fulfill a goal or objective of the Pier Guiding Principles and will enhance the unique character and the viability of the Pier.

II. The proposed project will require substantial capital investment and provide an exceptional return opportunity to the City.

III. The proposed project will enhance the mix of uses on the Pier while still being consistent with the Pier’s unique character.

IV. The proposed project will provide a significant enhancement to the visitor experience at the Pier.

7.6. Triple Net Lease
Unless otherwise specified, Tenant shall pay all property taxes and assessments (including Possessory Interest Tax), insurance, utilities and Common Area Maintenance Fees‐‐as defined below‐‐as well as any duly‐enacted future assessment or fee that the City may elect to institute.

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7.7. Common Area Maintenance Fees
As a condition of occupancy of a Pier building, Leasehold tenants shall pay a proportionate share of the City’s Common Area Maintenance (“CAM”) cost to manage, maintain and provide security to Santa Monica Pier. On January 1, 2000, the applied Common Area Maintenance cost was modified to provide for a fixed CAM payment with biennial increases of not less than three percent (3%) and no greater than six percent (6%) per annum. Currently the CAM fee is $7.65 per square foot per year.

7.8. General Operational and Performance Standards
Tenants must maintain high quality and uniform standards of operation and service to sustain and increase demand for their business, maintain positive customer experience, and enhance the overall reputation of the Santa Monica Pier. In order to achieve the highest standards of operations the following standards may be incorporated into each lease and license:

I. Tenants are expected to staff and operate their businesses in a first‐class and reputable manner, commensurate with transacting a high volume of business on the Pier.

II. Periodically, Landlord or Tenant may engage a third party “mystery shopper” to visit and evaluate Pier businesses. Tenant will provide an action plan for improvement if so requested by the Landlord.

III. Tenants shall respond to Landlord’s written inquiries regarding any complaints or issues, including postings on social media sitesrelated to Tenant’s operations. Tenant will provide an action plan for improvement if so requested by the Landlord.

IV. Food operations that receive a designation from the Los Angeles County Department of Health of less than an “A” more than three times during the term of the lease or license, except to the extent that any such rating is restored to an “A” within 30 days of receiving the lower grade, will be in default and breach of the lease/license.

Landlord recognizes that third party action may require additional time to reinstate “A” rating and may request tenant to provide an action plan for improvement.

V. Any Lease extension option will be conditioned upon Tenant’s economic performance. For example, Tenants with a percentage rent clause should have reached rent levels requiring percentage rent payments to City for at least two of the four rental years immediately prior to the expiration of the lease.

VI. Landlord may establish an annual review process to be performed by Office of Pier Management Staff to evaluate key criteria utilizing a standardized rating scale.

VII. Each Lease or License may have additional operational and performance

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standards applicable to the particular Tenant’s operation.

7.9. Maintenance and Environmental Responsibilities
Lessees and Licensees shall be responsible for maintaining their facilities in attractive and safe condition, in compliance with applicable building codes and all applicable environmental laws, ordinances, regulations and standards. This includes all areas under their lease, the facades and exterior presentations, and appurtenance’s of their facility or operation.

8. CITY POLICY PROVISIONS

8.1. Labor Peace
The City owns the Pier and has a financial or proprietary interest in Pier businesses engaged in visitor‐serving commercial activities. Some of these businesses are in industries that have a history of labor/management conflict. Risk of interruption of rental revenue and common area maintenance fees received by the City from Pier businesses would be minimized if such businesses were assured of labor peace. An appropriate labor peace provision would minimize the City’s exposure to revenue interruption and disruption of public recreational enjoyment of the Pier.

Therefore, new or substantially amended agreements for leasehold operation shall provide that the tenant will not engage in practices that impede employees’ ability to organize and contract with a labor organization for the purpose of collective bargaining. Such prohibited practices include harassment, intimidation, “captive audience” anti‐ union meetings or illegal terminations of workers in retaliation for organizing. A substantial amendment is defined as a change of use of the property, an increase in seating or square footage of more than 25%, or an extension of lease duration. Tenant engagement in prohibited practices shall constitute an event of default under the terms of lease. Affected leases would be those businesses having five or more full or part‐time employees that engage in restaurant or visitor‐serving entertainment activities such as arcades, amusement parks and nightclubs.

8.2. Sustainability
The City of Santa Monica is committed to meeting its existing needs without compromising the ability of future generations to meet their own needs. Therefore in order to conserve and enhance local resources, safeguard human health and the environment, maintain a healthy and diverse economy, and improve the livability and quality of life for all community members in Santa Monica, each new or

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substantially amended agreement for leasehold operation shall include provisions that require sustainable practices including:

A. Carbon Foot Print Reduction. Tenant shall use best efforts to help meet City‐wide carbon footprint reduction goals by minimizing unnecessary use of electricity and water, minimizing or eliminating use of hazardous or toxic materials, and minimizing single‐ occupancy vehicle trips by facilitating employee use of alternative transportation modes such as carpools, buses, vanpools, and bicycles. A list of green business best practices is available at: www.sustainableworks.org
B. Healthy Food/Sustainable Food Provision. Tenant shall exercise best efforts to procure and promote healthy and sustainable food practices on the Premises.

Approachesinclude utilizing locally and sustainably grown, organic foods from California; offering meatless menu options and food that has been minimally processed; and reducing food packaging waste. Tenant is expected to participate in recycling and composting programs offered by the City. Information on the City’s Sustainable Food Commitment is available at: www.sustainablesm.org/food.

C. Non‐Recyclable Food Service Container Ban. Tenant shall comply with the City of Santa Monica Ordinance (S.M.C.C. 5.44) banning non‐recyclable plastic disposable food service containers. Information on the Non‐Recyclable Food Service Container Ban is available at: www.sustainablesm.org/container.

D. Single Use Carryout Bag Ban. Tenant shall comply with the City of Santa Monica Ordinance (S.M.C.C. 5.45) banning the use of single‐use plastic carry‐out bags.

Information on the Single‐Use Carryout Bag Ban is available at: www.sustainablesm.org/bag.

A. Forest Stewardship Council Approved Products. Tenant is expected to follow the recommendations of the Forest Stewardship Council recommended products list in procurement of supplies.

8.3. Landlord’s Licensing Program
The Landlord and The Santa Monica Pier Corporation may engage in sponsorship programs applicable to all tenants on the Santa Monica Pier. Tenant shall agree to participate in and be subject to such sponsorship program(s) so long as the terms of sponsor products, goods and/or services are at least as favorable to Tenant as the terms of agreements applicable to the same products, goods and/or services supplied to Tenant for use on the Premises at the time of Landlord’s or Pier Corporation’s request for Tenant participation‐‐provided that such sponsorship program does not violate any contractual agreements entered into by Tenant.

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9. DESIGN GUIDELINES
The Santa Monica Pier 1987 Design Guidelines remain the primary reference regarding structures on the Pier, encouraging a balanced respect for the historic architectural elements and unique character of Pier with the intent to advance the range of activities and services to enhance the visitor experience and success of Pier operations and businesses. All public and private structural modifications and other improvements proposed on the Pier will be subject to review for consistency with the Design Guidelines, without exception.

The City’s Economic Development Division in its proprietary capacity as Landlord must review and approve in writing all proposed modifications before any regulatory action, including submission of applications to Planning or Building and Safety. The regulatory permit and entitlement process involves the City as regulator, not as Landlord. These are entirely separate roles and approval of one does not mean approval by the other.

10. TENANCY RELATIONSHIPS
All City‐owned buildings and deck areas on Santa Monica Pier appropriate and suitable for leasing or licensing by the City to individual tenancies or licensees will be in accordance with agreements prepared by the City. Each tenant or licensee will be responsible for interior maintenance and repair and utility consumption at its sole expense, and the City generally will retain responsibility for maintenance and repair of roofs and exterior of City buildings, and of the Pier deck and substructure unless otherwise specified in the lease or license. Structures constructed by tenants are subject to interior and exterior maintenance and repair by the tenant at its sole expense. The City shall have a right to inspect all tenant improvements, including fixed assets that will revert to the City at the end of the lease term, for the purpose of determining maintenance and repair needs. If necessary, Tenant is responsible for making repairs to, or replacing, such fixed assets at its sole expense.

11. TENANT RECRUITMENT
All City‐owned buildings and deck areas on Santa Monica Pier appropriate and suitable for leasing or licensing will be subject to a public procurement and solicitation process to identify prospective tenants and licensees whose financial and professional experience, and products and/or services are consistent with the Leasing Goals and Objectives set forth herein.

Prospective tenants will be sought by publicly noticing the availability of a leasing opportunity on the City’s web site and through other appropriate forms of communication designed to reach the intended audience. This may include printed and electronic advertisements in appropriate trade journals or newspapers; display

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banners on the property; and other forms of outreach to potential operators. In addition, the City may retain a qualified commercial real estate brokerage firm or listing agent to market the leasing opportunity, identify prospective tenants, and cooperate with other realtors.

All prospective tenants must submit a Lease or License Application to the City.

Information contained in the Lease or License Application shall describe the proposed use for the available space; provide information about the respondents’ experience; provide references; describe in detail the financial capability of the respondent to perform; and set forth preliminary terms and conditions.

12. EVALUATIVE CRITERIA AND SELECTION
Leasing opportunities at the Pier are very limited. Therefore, each lease is vital in order to maintain a vibrant mix of uses and sustainable Pier business environment.

This requires an extensive outreach effort and a thorough review and selection process.

The Pier Manager will appoint an evaluation panel to review all applications submitted to the City. The panel will include representativesfrom the Office of Pier Management; the Economic Development Division; the Pier Corporation; and other City staff and other organizations and consultants as appropriate.

The panel will review and evaluate applications based on uniform criteria that may include but are not limited to the following: (i) character, reputation, training, and experience of the prospective tenant or licensee; (ii) ability, capacity, and skill of the prospective tenant or licensee to perform; (iii) quality and price of the services or goods to be provided; (iv) uniqueness and compatibility of proposed product or service with the Santa Monica Pier, (v) financial capability; and (vi) length of tenure in an Exemplary Manner (see below) on the Pier.

The selection process will include additional bonus points for existing Pier tenants and licensees who are deemed to have operated in an Exemplary Manner. The term “Exemplary Manner” will mean and refer to those Pier tenant or licensees who meet all of the following criteria: Merchants that throughout the term of their lease or license have:
(i) provided consumers with relevant and quality merchandise, food and activities,
(ii) demonstrated a track record of good customer service, (iii) regularly updated and invested in their operation and premises; (iv) demonstrated increasing sales volume over time;

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(v) have been productive and active members of the Pier Community; and (vi) complied with all lease or license provisions, as well as all applicable local, state and federal laws and regulations.

Proposers may be asked by the panel to participate in an oral interview in order to clarify or elaborate on their proposal and to demonstrate samples of products or services. The panel also may request verification of credit history and may contact references.

The evaluation panel will provide to the Pier Manager its analysis and recommendation of a preferred respondent or respondents, inclusive of appropriate bonus points. The panel’s recommendation also may be to reject all responses, solicit additional information from one or more respondents, or to enter into exclusive lease or license negotiations with a preferred respondent.

13. LEASE APPROVALS & DELEGATION OF AUTHORITY
The City Manager has the authority to negotiate and execute leases and licenses with terms of three years or less for uses in accordance with this Leasing Guideline, and on the basis of written agreements prepared and approved as to form by the City Attorney.

Leases and licenses with terms of occupancy greater than three years and lessthan twenty‐five years,shall require a recommendation of the Pier Corporation Board to the City Manager to enter into a lease or license with the preferred respondent subject to specific terms and conditions; enter into exclusive negotiations with a preferred respondent; reject the recommendation; or direct that additional information be solicited prior to making a determination. In negotiating leases, staff will refer to any suggestions or recommendations of the board.

Negotiation of leases and licenses with terms of occupancy greater than twenty‐ five years shall require authorization by Council following a recommendation from the Pier Corporation Board.

The City Attorney will prepare and approve as to form all lease and license agreements for review and execution by the prospective tenant or licensee. The executed lease or license agreement will be submitted to the City Manager If determined to be in accordance with the Leasing Guidelines, Pier Corporation Board recommendation, and Council authorization if required, the City Manager will execute the agreement.

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14. PROTEST/APPEAL PROCESS
Applicants not selected as the preferred respondent by the evaluation panel will be informed by letter or email. Protestant may file a written protest with the City’s Economic Development Manager no more than seven (7) calendar days following the notification. The written protest must set forth, in detail, all grounds for the protest, including without limitation all facts, supporting documentation, legal authorities and arguments in support of the grounds for the protest. All factual contentions must be supported by competent, admissible and credible evidence.

Any matters not set forth in the written protest shall be deemed waived. Any protest not conforming to this procedure shall be rejected as invalid. The protest must include the name, address, and telephone number of the person representing the protesting party.

The Economic Development Manager shall review the merits and timeliness of the protest and issue a written decision to the Protestant within ten (10) calendar days of receipt of the protest.

The decision of the Economic Development Manager may be appealed to the City’s Housing and Economic Development Director by filing a letter appeal within ten (10) calendar days of the date of the Economic Development Manager’s decision. The letter of appeal shall set forth, in detail, all grounds for the appeal, including without limitation all facts, supporting documentation, legal authorities and arguments in support of the grounds for the appeal. All factual contentions must be supported by competent, admissible and credible evidence. Any matters not set forth in the letter of appeal shall be deemed waived. Any letter of appeal not conforming to this procedure shall be rejected as invalid.

The City’s Housing and Economic Development Director shall review the merits and timeliness of the letter of appeal and issue a written decision to the Protestant within seven (7) calendar days of receipt of the letter of appeal. The decision of the Director is final.

Attachment A. Santa Monica Pier Lease and License Inventory

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Packet Pg. 285 Attachment: Appendix A. Pier Leasing Guidelines (5409 : Heal the Bay Aquarium Lease) 16 | P a g e
ATTACHMENT A.

SANTA MONICA PIER LEASE AND LICENSE INVENTORY (Updated Dec. 2013) As of the date of adoption of these Guidelines, the buildings and areas on the Santa Monica Pier available for lease or license consists of (but are not be limited to) the following:

Address Current User/Use Square
Footage
Current Term
Expiration
1600 Oceanfront Walk Santa Monica Pier Aquarium/Marine research and educational facility.
4,533 sf. June 2018
200‐A Santa Monica Pier Pier Shop/Retail shop offering souvenir items and booksfeaturing local history and themes.
260 sf. April 2014
200‐B Santa Monica Pier Soda Jerks/‘Old Fashion’ Soda Fountain. 400 sf. July 2025 250 Santa Monica Pier Ristorante Al Mare/Full Service Restaurant with alcohol and ancillary entertainment.
6,069 sf. +1,033
patios
December 2038
256 Santa Monica Pier Rusty’s Surf Ranch/Fullservice restaurant with alcoholservice, and with evening music and
entertainment.
3,035 sf. +
1,073 sf. patios
September 2029
258 Santa Monica Pier The Albright (SM Pier Seafood)/Fullservice restaurant with alcoholservice.
2,557 sf. +
1,392 sf. patio
June 2020
301 Santa Monica Pier Bubba Gump Shrimp Co./Fullservice restaurant with alcoholservice.
8,955 sf. May 2027
310 Santa Monica Pier Blazing Saddles/Bicycle rentals, with ancillary sales of bicycle‐related merchandise.
1,292 sf. Oct 2003
month‐to‐month
321 Santa Monica Pier Oatman Rock Shop/Retail shop offering souvenir items and gifts.
135 sf. April 2013
month‐to‐month
322 Santa Monica Pier Starline Tours/Tour sales, visitor info services. 250 sf. April 2016 330 Santa Monica Pier Pier Burger/Limited service convenience restaurant without alcoholservice.
1,525 sf. +
584 sf. patio
Sept 2023
350 Santa Monica Pier Playland Arcade/Arcade with ancillary retail sales.
8,603 sf. +
641 sf. patios
June 2031
350‐B Santa Monica Pier Marlene’s Beachcomber/Retailsales of beach related items.
375 sf July 2009
month‐to‐month
370 Santa Monica Pier Trapeze School NY/ Trapeze school. 10,985 sf. gross deck area
April 2015
380 Santa Monica Pier Pacific Park/Amusement park with rides, games and ancillary retail and food service.
70,000 sf. gross
deck area
May 2046
401 Santa Monica Pier Mariasol Cucina/Fullservice restaurant with alcoholservice.
6,204 sf. + 2,217
sf. patios
March 2028
404 Santa Monica Pier SM Bait and Tackle/Fishing bait and tackle with ancillary retail and food sales.
292 sf. June 2004
month‐to‐month
Trolley Kiosk 66 to Cali/Pier related souvenir and sundries. 85 sf June 2016 Mobile Vending Carts Pier and/or beach‐oriented retail and food that is not otherwise available on the Pier.

Aprox 25 sf. each varies

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Packet Pg. 286 Attachment: Appendix A. Pier Leasing Guidelines (5409 : Heal the Bay Aquarium Lease) City Council
Report
City Council Meeting: December 13, 2022
Agenda Item: 5.J
1 of 4
To: Mayor and City Council
From: Edward F King, Director, Department of Transportation, Transit Maintenance Subject: Award Bid for Maintenance and Repair of SMDOT's Liquefied/Compressed Natural Gas (L/CNG) Fueling Station
Recommended Action
Staff recommends that the City Council:

1. Award Bid #4429 to Clean Energy for maintenance and repair services to Santa Monica Department of Transportation’s natural gas fueling facility;

2. Authorize the City Manager to negotiate and execute an agreement with Clean Energy, in an amount not to exceed $1,344,710 including a $122,246 contingency and a 4% cost escalator in years two through five, over a five-year period with future year funding contingent on Council budget approval;

3. Adopt a finding of Categorical Exemption pursuant to Section 15301 (Existing Facilities), of the California Environmental Quality Act (CEQA) Guidelines. The bid award for the maintenance and repair of SMDOT’s fueling station would not result in any modifications to existing liquified or compressed natural gas facilities.

Executive Summary
The Santa Monica Department of Transportation (DOT), as Big Blue Bus, operates 176 compressed natural gas (CNG) transit buses powered by renewable natural gas produced by capturing methane releases from landfills. The fueling facility that serves DOT’s fleet of CNG transit buses requires regular maintenance and repairs to ensure that it remains operational and serves CNG vehicles from other departments throughout the City in addition to DOT’s vehicles.

Staff recommends that Bid #4429 be awarded to Clean Energy and that the City negotiate and execute an agreement with Clean Energy for the maintenance and repair

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of the natural gas fueling station at the Big Blue Bus facility for a five-year period in an amount not to exceed $248,270 for the first year with the total five-year contract not to exceed $1,344,710 which includes a 10% contingency and a 4% cost escalator.

Discussion
The liquid/compressed natural gas (L/CNG) fueling station at the Big Blue Bus facility plays a critical role in supporting the department’s core mission of providing safe, reliable, and efficient transportation services. DOT purchases 100% domestically produced, Renewable Bio-Liquid Natural Gas (RLNG) for use in its fleet of transit buses and CNG non-revenue vehicles. This fuel is derived from harvested landfill methane and is processed through a filtration and refining process that ensures few impurities to produce a clean burn. This fuel is delivered as liquified natural gas (LNG) and is stored in tanks at its L/CNG fueling station until converted to CNG and dispensed to vehicles during the fueling process.

The L/CNG system incorporates complex, sensitive components, some of which require lead times of up to six months to replace. The fueling system experiences normal wear and tear through its operation and the handling of cryogenic LNG stored below -177 degrees Fahrenheit and high-pressure CNG gas. To ensure these parts are not worn prematurely, it is necessary to perform maintenance and service on the fueling equipment. This contract would ensure that DOT can receive prompt repair services for its fueling facility to avoid disruption to the fueling of transit buses and other City CNG vehicles. The vendor would be responsible for providing qualified personnel and any original equipment manufacturer (OEM) parts or components needed to perform repairs. All installations are required to comply with applicable federal, state, and local laws and regulations.

DOT has traditionally contracted the maintenance and repair of its L/CNG fueling facility due to the specialized technical expertise needed to perform the work. The “Contract and As-Needed Staffing Review Policy, Practice, Recommendations” report submitted to Council on January 13, 2015, recommended that fueling facility maintenance be contracted out due to the specialized technical nature of the work which is outside of the

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core service mission of the DOT. The report also noted that the capital and equipment requirements of maintaining the fueling facility and the risk posed by improper maintenance or repairs resulting in a fuel leak or substantial fueling downtime further support this work remaining a contracted service. Based on the need for specialized training and equipment, staff recommends the award of Bid #4429 to Clean Energy.

Vendor/Consultant Selection
Best and Only Bidder Clean Energy Corporation
Submittals Received Selection Criteria
Clean
Energy
$
1,344,710 Municipal Code SMMC 2.24.180
Evaluation Criteria Price, quality of services offered, ability to perform all services, bidder experience, and history of providing these services to the Department of Transportation
Bid Data
Date
Posted Posted On
Advertised in
(City Charter & SMMC)
Vendors
Downloaded
Date Publicly
Opened
8/23/2022
City’s
Online
Bidding Site Santa Monica Daily Press 16 9/19/2022
Additional Vendor Outreach and Justification to Award
Procurement conducted additional outreach to vendors who downloaded the bid to see why they did not submit a bid and did not receive any responses. Clean Energy's bid cost represented a reasonable increase over the current contract pricing. Additionally, Clean Energy has a positive history of providing timely and thorough maintenance and repairs to SMDOT's L/CNG fueling station. Based on these criteria, Clean Energy is recommended as the best bidder.

Environmental Review
The award of this bid for maintenance and repair service is categorically exempt from the California Environmental Quality Act (CEQA) under section 1530. Section 15301 of the CEQA State Guidelines provides Class 1 (existing facilities) exemption for projects that consist of the operation, repair, maintenance, leasing, licensing, permitting, or minor alteration of existing public or private structures, facilities, mechanical equipment, or topographical features, involving negligible or no expansion of the existing or former use. The award of this bid for the maintenance and repair of SMDOT’s fueling station

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would not result in any modifications to existing liquefied or compressed natural gas facilities. Natural Gas fueling facilities currently exist and the proposed bid award would not expand or materially change existing fueling operations. Therefore, the project is categorically exempt as set forth in Section 15301 of the CEQA State Guidelines.

Financial Impacts and Budget Actions
Staff seeks authority to approve funding from the Big Blue Bus Fund to award a contract with Clean Energy for maintenance and repair to SMDOT’s L/CNG fueling station.

Contract Request
FY 2022-23 Budget Department/CIP
Account #
Total Contract
Amount
Request Amount
$116,270 60600011.550016 $629,755
$132,000 C6004830.689000 $714,955
Total $1,344,710
Future year funding is contingent on Council budget approval.

Prepared By: David Nanjo, Administrative Analyst
Approved Forwarded to Council
Attachments:

A. Clean Energy Oaks

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CITY OF SANTA MONICA

OAKS INITIATIVE NOTICE

NOTICE TO APPLICANTS, BIDDERS, PROPOSERS

AND OTHERS SEEKING DISCRETIONARY PERMITS, CONTRACTS,

5.J.a
Packet Pg. 291 Attachment: Clean Energy Oaks (5410 : Award Bid for Liquified/Compressed Natural Gas (L/CNG) Fuel Station Maintenance)

CITY OF SANTA MONICA

Public benefits include:

1. Personal services contracts in excess of $25,000 over any 12-month period;

2. Sale of material, equipment or supplies to the City in excess of $25,000 over a 12- month period;

3. Purchase, sale or lease of real property to or from the City in excess of $25,000 over a 12- month period;

4. Non-competitive franchise awards with gross revenue of $50,000 or more in any 12-month period;

5. Land use variance, special use permit, or other exception to an established land use plan, where the decision has a value in excess of $25,000;

6. Tax “abatement, exception, or benefit” of a value in excess of $5,000 in any 12- month period; or

7. Payment of “cash or specie” of a net value to the recipient of $10,000 in any 12- month period.

Name(s) of persons or entities receiving public benefit:

Name(s) of trustees, directors, partners, and officers:

Name(s) of persons with more than a 10% equity, participation, or revenue interest:

Bid/PO/Contract # ____________________________ Permit # ___________________________ Chad Lindholm Senior Vice President
February 8, 2022
[email protected] (949) 437-1000
Clean Energy
Andrew J. Littlefair, Mitchell W. Pratt, Robert M. Vreeland, and Barclay F. Corbus None

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Packet Pg. 292 Attachment: Clean Energy Oaks (5410 : Award Bid for Liquified/Compressed Natural Gas (L/CNG) Fuel Station Maintenance) City Council
Report
City Council Meeting: December 13, 2022
Agenda Item: 5.K
1 of 4
To: Mayor and City Council
From: Joseph Cevetello, Chief Information Officer, Information Services Department, Customer Experience and Support
Subject: Approval of Agreement Modification to SA Technologies (SQL Report Development Services)
Recommended Action
Staff recommends that the City Council:

1. Adopt a finding of no possibility of significant effect pursuant to Section 15061(b)(3) (Common Sense Exemption) of the California Environmental Quality Act (CEQA) Guidelines.

Summary
The City’s Enterprise Resource Planning (ERP) system, Tyler Munis, is the backbone of the City’s digital Financial and Human Resources operations, record keeping, and reporting. To meet the reporting and interface requirements, staff has been working with SA Technologies Inc. (SAT), a consultant, to design and develop custom reports and interfaces. The additional work will allow the City to test and implement reports and interfaces identified since the Human Resources and Payroll functions were implemented in 2018 and 2020. Hence, staff requests approval to extend the contract with SAT through June 30, 2025. This is an anticipated and planned for need of the overall ERP implementation that is included in the current budget.

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Discussion
Though the Tyler Munis system delivers standard reports, staff requires additional custom reports to streamline processes and improve financial and resource oversight.

These custom reports developed by SAT are essential for analysis and meeting regulatory, annual, and monthly reporting requirements. The City’s 18 MOU agreements have various provisions that are not federally or State mandated. The City’s bargaining unit MOUs and the benefits negotiated in the multiple MOUs are unique to the City and therefore not included in the configuration of the ERP system. Without custom reports, these MOUs are challenging to administer. Furthermore, the City must continue to maintain historical data pre-dating the data included in the current ERP system for a number of years for use in audits and to respond to CalPERS and Public Records Act inquiries. SAT is developing reports to access and use this data.

There is a continuous need for report and interface development. However, Staff supporting Tyler Munis are committed to other projects related to supporting the system, launching a new benefits administration system, and supporting Department operations.

Vendor Selection
The City previously executed a professional services agreement Contract No. 3324 (CCS) with SAT in 2017. City Council authorized two additional modifications to increase the total contract price to $318,000. Contract No. 3324 terminated on June 30, 2020. The SAT consultant was in the process of developing reports and therefore the City entered into a new agreement so that the consultant could complete existing projects. On September 30, 2020, the City executed professional services agreement Contract No. 11081 (CCS) for an amount of $90,000 with SAT through June 2021. On April 13, 2021, the City executed a first modification of Contract No. 11081 for an additional amount of $100,000. The first modification expired on June 30, 2022. There is currently an additional need for reports and SQL development work to support benefits administration implementation and HR/Payroll audit reports and therefore a need for a second modification. The proposed second and final modification will bring the total contract to a total of $255,000. A City resource will be working alongside the

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consultant to gain necessary knowledge and expertise to take over future report development work.

Past Council Actions
Meeting Date Description
09/08/20
(attachment C)
Agreement 11081(CCS) with SA Technologies, Inc. (SAT)
4/13/2021
(attachment D)
First modification to agreement 11081 with SA Technologies, Inc.

Financial Impacts and Budget Actions
Staff seeks authority to approve available funding from the General Fund to increase the amount of the agreement with SA Technologies Inc. This funding is within the budget for the ERP project.

Contract/Agreement Modification Request
Agreement #
Current Authorized
Amount
Modified Request
Amount
FY 2022-23 CIP Budget
Account #
Total Revised
Contract Amount
11081 $190,000 $65,000 C0106320.689000 $255,000
Prepared By: Sreekanth Maddali, Principal Business Process Technology Analyst.

Approved Forwarded to Council

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Attachments:

A. May 22, 2018 Staff Report (Web link)
B. August 13, 2019 Staff Report (Web link)
C. September 8, 2020 Staff Report (Web link)
D. April 13, 2021 Staff Report (Web link)
E. 2017 OAKS INITIATIVE FORM
F. Original Agreement - Contract Number 3324
G. SA Tech Ct. No. 10682 - Executed 1st Mod _Former Contract No. 3324 H. SA Tech Ct. No. 10682 - Executed 2nd Mod_Former contract No.3324 I. Original Agreement - Contract Number 11081
J. SA Tech Ct. No. 11081 - Executed 1st Mod

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CITY OF SANTA MONICA

OAKS INITIATIVE NOTICE

NOTICE TO APPLICANTS, BIDDERS, PROPOSERS

AND OTHERS SEEKING DISCRETIONARY PERMITS, CONTRACTS,

5.K.e
Packet Pg. 297 Attachment: 2017 OAKS INITIATIVE FORM (5411 : Modification to Agreement - SA Technologies (SQL Report Development Services))

CITY OF SANTA MONICA

Public benefits include:

1. Personal services contracts in excess of $25,000 over any 12-month period;

2. Sale of material, equipment or supplies to the City in excess of $25,000 over a 12- month period;

3. Purchase, sale or lease of real property to or from the City in excess of $25,000 over a 12- month period;

4. Non-competitive franchise awards with gross revenue of $50,000 or more in any 12-month period;

5. Land use variance, special use permit, or other exception to an established land use plan, where the decision has a value in excess of $25,000;

6. Tax “abatement, exception, or benefit” of a value in excess of $5,000 in any 12- month period; or

7. Payment of “cash or specie” of a net value to the recipient of $10,000 in any 12- month period.

Name(s) of persons or entities receiving public benefit:

Name(s) of trustees, directors, partners, and officers:

Name(s) of persons with more than a 10% equity, participation, or revenue interest:

Bid/PO/Contract # ____________________________ Permit # ___________________________

5.K.e
Packet Pg. 298 Attachment: 2017 OAKS INITIATIVE FORM (5411 : Modification to Agreement - SA Technologies (SQL Report Development Services))

5.K.f
Packet Pg. 299 Attachment: Original Agreement - Contract Number 3324 (5411 : Modification to Agreement - SA Technologies (SQL Report Development

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Packet Pg. 313 Attachment: Original Agreement - Contract Number 3324 (5411 : Modification to Agreement - SA Technologies (SQL Report Development

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5.K.g
Packet Pg. 315 Attachment: SA Tech Ct. No. 10682 - Executed 1st Mod _Former Contract No. 3324 (5411 : Modification to Agreement - SA Technologies (SQL

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Packet Pg. 316 Attachment: SA Tech Ct. No. 10682 - Executed 1st Mod _Former Contract No. 3324 (5411 : Modification to Agreement - SA Technologies (SQL

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Packet Pg. 318 Attachment: SA Tech Ct. No. 10682 - Executed 1st Mod _Former Contract No. 3324 (5411 : Modification to Agreement - SA Technologies (SQL

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Packet Pg. 319 Attachment: SA Tech Ct. No. 10682 - Executed 1st Mod _Former Contract No. 3324 (5411 : Modification to Agreement - SA Technologies (SQL 1 SECOND MODIFICATION OF AGREEMENT NO. 10682 (CCS)
This Second Modification of Agreement Number 10682 (CCS) (“Second Modification”), entered into as of _________________(“Execution Date”), by and between the City of Santa Monica, a municipal corporation (“City”), and SA Technologies, Inc. (SA Technologies) is made with reference to the following:

RECITALS
A. On or about November 13, 2017, the City and SA Technologies entered into Agreement Number 3324 for professional services related to SQL report developer/programmer services (“Original Agreement”).

B. On May 22, 2018, the Santa Monica City Council authorized additional funds for a two-year extension of the Agreement.

C. On or about June 26, 2018, the City and SA Technologies entered into a First Modification of Agreement Number 10682 (CCS) (“First Modification”), which extended the contract term to June 30, 2020; included additional services to be performed by SA Technologies; and, increased the contract price to pay for those additional services. The Original Agreement and First Modification may be referred to collectively herein as “the Agreement.” D. On August 13, 2019, the Santa Monica City Council authorized additional funds and an increased number of estimated hours under the Agreement to accommodate for increased demand for services.

E. The City and SA Technologies desire to modify the Agreement to complete the additional services to be performed by SA Technologies and increase the contract price to pay for those additional services.

TERMS AND CONDITIONS
Now, therefore, the undersigned parties do hereby mutually agree to modify the Agreement as follows:

1. Section 4 of the Agreement entitled “Compensation” shall be modified by adding the following paragraph:

Compensation. The City will compensate SA Technologies for the Additional Services identified in Exhibit A-1 of the Agreement in an amount not to exceed $100,000, as set forth in Exhibit B-2. The total contract price for services pursuant to the Original Agreement, the First Modification, and this Second Modification shall not exceed $318,000.

DocuSign Envelope ID: 5CF956EA-4021-4697-92EC-484B682DBCC8 9/19/2019

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Packet Pg. 320 Attachment: SA Tech Ct. No. 10682 - Executed 2nd Mod_Former contract No.3324 (5411 : Modification to Agreement - SA Technologies (SQL 2 2. Exhibit B-2 is attached hereto and incorporated herein by this reference. All references in the Agreement to Exhibit B-1 shall be modified to reference Exhibit B-2

3. Except as expressly modified by this Second Modification, all other terms and conditions of the Agreement shall be and remain in full force and effect.

IN WITNESS WHEREOF, the parties have executed this Second Modification as of the date and year first written above.

ATTEST:
______________________________

DENISE ANDERSON-WARREN
City Clerk
APPROVED AS TO FORM:
______________________________

LANE DILG
City Attorney

CITY OF SANTA MONICA,
a municipal corporation
By: ______________________________

RICK COLE
City Manager
SA Technologies Corporation
#VENDOR
By: _______________________________
DocuSign Envelope ID: 5CF956EA-4021-4697-92EC-484B682DBCC8 9/18/2019
City Attorney
Lane Dilg
9/18/2019
Bavin Goda
SA Technologies Inc
Finance Controller
City Manager
Rick Cole
9/19/2019 9/19/2019
City Clerk
Denise Anderson-Warren

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Budget
The City will compensate SA Technologies for programmer/developer at an hourly rate between $60 – $80 per hour for the term of this engagement. The hourly rate for each programmer/developer must be pre-approved by the City in writing prior to assigning the programmer/developer to this project. The total not to exceed contract amount associated with this second modification will be $100,000.

DocuSign Envelope ID: 5CF956EA-4021-4697-92EC-484B682DBCC8

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Contract No. 11081 (CCS)

PROFESSIONAL SERVICES AGREEMENT
This Professional Services Agreement (“Agreement”), entered into as of _________________(“Execution Date”), by and between the City of Santa Monica (“City”) and SA Technologies, Inc. (“SA Technologies”), is made with reference to the following:

RECITALS:

A. The City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of the City.

B. SA Technologies is qualified to do business, and is doing business, in the State of California. SA Technologies represents it has the background, knowledge, experience and expertise necessary to provide the services set forth in this Agreement.

C. The City and SA Technologies now desire to enter into an agreement for SA Technologies to provide professional services to the City.

NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows:

TERMS AND CONDITIONS

1. Term. This Agreement begins on the Execution Date and terminates on June 30, 2021, unless sooner terminated in accordance with Section 14.

2. SA Technologies Services. SA Technologies will perform all the services (“Services”) described in Exhibit A, Scope of Services. SA Technologies will complete the Services in accordance with Exhibit B, Budget.

3. City Services. The City agrees to:

3.1 Make available to SA Technologies any currently existing documents, data or information required for the performance of the Services.

3.2 Designate a representative authorized to act on behalf of City.

3.3 Promptly examine and render findings on all documents submitted for staff review by SA Technologies.

4. Compensation. The City will compensate SA Technologies for the Services performed in an amount not to exceed $90,000, as set forth in Exhibit B.

5. Invoices. SA Technologies will invoice the City for the Services in accordance with Exhibit B and the City will pay any undisputed amount within 30 days of receipt.

DocuSign Envelope ID: 4E1A176E-0236-4CC7-BE01-DEA82F4B08ED 9/30/2020

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6. Notices. All notices, demands, requests or approvals to be given under this Agreement, must be in writing and will be deemed served when delivered personally, by email, or on the third business day after deposit in the United States mail, postage prepaid, registered or certified, addressed as follows:

6.1 All notices, demands, requests or approvals to the City:

Information Services Department
City of Santa Monica
1685 Main Street, Suite 105
Santa Monica, California 90401
Attention: Sreekanth Maddali
Re: Contract No. 11081
with a copy to:

Santa Monica City Attorney’s Office
1685 Main Street, Third Floor
Santa Monica, California 90401
Attention: City Attorney
Re: Contract No. 11081

6.2 All notices, demands, requests or approvals to SA Technologies:

SA Technologies
3031 Tisch Way, 110 Plaza West,
San Jose, CA 95128
Attention: Raj Talukdar
Re: Contract No. 11081

7. Independent Parties. Both parties to this Agreement will be acting in an independent capacity and not as agents, employees, partners, or joint ventures of one another.

Neither the City nor its officers or employees will have any control over the conduct of SA Technologies or any of SA Technologies’s agents, employees, or subconsultants, except as otherwise provided in this Agreement.

8. Integrated Contract. This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties. Any preliminary negotiations and agreements of any kind or nature are merged into this Agreement. No oral agreement or implied covenant may be held to vary the provisions of this Agreement.

This Agreement may be modified only by written agreement signed by City and SA Technologies, and approved as to form by the City Attorney.

9. Insurance. Prior to commencing work, SA Technologies must procure, maintain and pay for insurance against claims for injuries to persons or damage to property that may DocuSign Envelope ID: 4E1A176E-0236-4CC7-BE01-DEA82F4B08ED

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arise from or in connection with the performance of the Services by SA Technologies or SA Technologies’s agents, representatives, employees or subconsultants for the duration of this Agreement. SA Technologies must obtain insurance that, at a minimum, meets the requirements for insurance set forth in Exhibit C, Insurance Requirements and Verifications.

10. Defense and Indemnification.

10.1 Indemnification. As to SA Technologies’s Services produced under this Agreement, SA Technologies agrees to defend, indemnify, protect, and hold harmless the City, its agents, officers, boards and commissions, and employees (collectively, “City”) from and against any and all liability, claims, demands, damages, or costs, including but not limited to attorney’s fees, or payments for injury to any person or property (collectively, “Losses”) caused or claimed to be caused by the acts, errors and/or omissions of SA Technologies, or SA Technologies’s employees, agents, officers, and subconsultants.

SA Technologies’s responsibilities under this Section 10.1 include liability arising from, connected with, caused by, or claimed to be caused by the active or passive negligent acts or omissions of the City, which may be in combination with the acts or omissions of SA Technologies, its employees, agents or officers, or subconsultants; provided, however, that SA Technologies’s duty to defend, indemnify, protect and hold harmless shall not include any Losses arising from the sole negligence or willful misconduct of the City. Notwithstanding SA Technologies’s obligation to defend City hereunder, City has the right to conduct its own defense and seek reimbursement for reasonable costs of defense from SA Technologies, if City chooses to do so.

10.2 Enforcement Costs. SA Technologies agrees to pay any and all costs the City incurs enforcing the indemnity, defense and hold harmless provisions set forth in Section 10.1.

11. Prohibition Against Transfers.

11.1 SA Technologies may not assign, hypothecate, or transfer this Agreement or any interest therein directly or indirectly, by operation of law or otherwise without the prior written consent of City. Any attempt to do so without the City’s consent will be null and void, and any assignee, hypothecatee or transferee acquires no right or interest by reason of such attempted assignment, hypothecation or transfer.

11.2 The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of SA Technologies or of any general partner or joint venturer or syndicate member of SA Technologies, if a partnership or joint venture or syndicate exists, which results in changing the control of SA DocuSign Envelope ID: 4E1A176E-0236-4CC7-BE01-DEA82F4B08ED

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Packet Pg. 325 Attachment: Original Agreement - Contract Number 11081 (5411 : Modification to Agreement - SA Technologies (SQL Report Development - 4 -
Technologies, will be construed as an assignment of this Agreement. Control means 50% or more of the voting power of the corporation.

12. Permits and Licenses. SA Technologies, at its sole expense, must obtain and maintain during the term of this Agreement all required business and professional permits, licenses and certificates.

13. Waiver. A waiver of any breach of this Agreement may not be deemed a waiver of any subsequent breach of the same or any other term, covenant, or condition of this Agreement.

14. Default and Termination.

14.1 If SA Technologies fails or refuses to perform any of the provisions of this Agreement, and if the default is not cured within a period of five days after the City’s written notice of default specifying the nature of the default, City may immediately terminate this Agreement by written notice to SA Technologies.

14.2 The City has the option, at its sole discretion and without cause, of terminating this Agreement by giving ten days’ written notice to SA Technologies. Upon termination of this Agreement, City will pay SA Technologies any compensation earned and unpaid up to the effective date of termination.

15. Compliance with Law. SA Technologies must comply with all laws of the State of California and the United States, and all ordinances, rules, and regulations enacted or issued by City.

16. Discrimination. SA Technologies may not discriminate in the provision of services hereunder because of race, color, religion, national origin, ancestry, sex, age, sexual orientation, marital status, AIDS or disability.

17. Nuisance. SA Technologies may not maintain, commit, or permit the maintenance or commission of any nuisance in connection with the performance of services under this Agreement.

18. Records.

18.1 SA Technologies must maintain complete and accurate records with respect to costs, expenses, receipts and other such information required by the City for any services provided where compensation is on the basis of hourly rates, subconsultant costs, or other direct costs. SA Technologies must keep the records, together with supporting documents, separate from other documents and records and maintain them for a period of three years after receipt of final payment.

18.2 SA Technologies must maintain records in sufficient detail to permit an evaluation of the Services and in accordance with generally accepted accounting principles. SA Technologies must clearly identify all records and make them readily accessible to the City. At the City’s request, SA DocuSign Envelope ID: 4E1A176E-0236-4CC7-BE01-DEA82F4B08ED

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Packet Pg. 326 Attachment: Original Agreement - Contract Number 11081 (5411 : Modification to Agreement - SA Technologies (SQL Report Development - 5 -
Technologies must provide records in an electronic format and, if necessary, access to any proprietary software to view such electronic records.

18.3 SA Technologies must allow the City to have free access to SA Technologies’s books and records and to inspect all work, data, documents, proceedings and activities related to this Agreement. The City has the right to examine or audit SA Technologies’s records, and SA Technologies agrees to cooperate with any examination or audit of its records. If a City audit discloses an error of 5% or more in information reported by SA Technologies, SA Technologies agrees to pay the cost of the City’s audit computed on the basis of four times the direct payroll of the audit staff completing the audit and audit report.

19. Work Product; Reports.

19.1 Any work product prepared or caused to be prepared by SA Technologies or any subconsultant for this Agreement will be the exclusive property of City. No work product given to or prepared by SA Technologies or any subconsultant pursuant to this Agreement may be made available to any individual or organization by SA Technologies without prior written approval by City.

19.2 At the City’s request, SA Technologies must furnish reports concerning the status of the Services.

20. Standard of Care. SA Technologies agrees to provide all Services, including services performed by any subconsultant, in a manner consistent with the level of care and skill ordinarily exercised by members of SA Technologies’s profession currently practicing in the same locality under similar conditions.

21. Subconsultants.

21.1 If SA Technologies proposes to have any subconsultant perform any part of the Services, SA Technologies must submit a request for approval in writing, describing the scope of work to be subcontracted, the name of the proposed subconsultant, and the total price or hourly rates used in preparing an estimated cost for the subconsultant’s services. The City, in its sole discretion, may grant or deny the request.

21.2 SA Technologies will be responsible for the quality of any subconsultant’s work. Every subcontract or agreement of any kind entered into between SA Technologies and any subconsultant (or between any subconsultant and others) must contain the following provision:

This agreement is consistent with all terms and conditions of the Agreement No. 11081 (CCS) entered into between the City of Santa Monica and SA Technologies
on^^____________________.

DocuSign Envelope ID: 4E1A176E-0236-4CC7-BE01-DEA82F4B08ED 9/30/2020

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Packet Pg. 327 Attachment: Original Agreement - Contract Number 11081 (5411 : Modification to Agreement - SA Technologies (SQL Report Development - 6 -

22. Governing Law. The laws of the State of California, without regard to any choice of law provisions, will govern this Agreement.

23. Venue and Jurisdiction. The City and SA Technologies agree that the Services will take place in Los Angeles County. Any litigation arising out of this Agreement may only be brought in either the United States District Court, Central District of California, or the Superior Court of California, County of Los Angeles, West District, as appropriate. The parties agree that venue exists in either court, and each party expressly waives any right to transfer to another venue. The parties further agree that either court will have personal jurisdiction over the parties to this Agreement.

24. Survival of Provisions and Obligations. Any provision of this Agreement, which by its nature must be exercised after termination of this Agreement, will survive termination and remain effective for a reasonable time. Any obligation that accrued prior to termination of this Agreement will survive termination of this Agreement.

25. Exhibits. The following exhibits are incorporated by reference into this Agreement as though fully set forth herein.

Exhibit A Scope of Services
Exhibit B Budget
Exhibit C Insurance Requirements
In witness whereof, the parties have caused this Agreement to be executed the day and year first above written.

ATTEST:
______________________________

DENISE ANDERSON-WARREN
City Clerk

DENISE ANDERSON-WARREN
City Clerk
APPROVED AS TO FORM:
______________________________
GEORGE S. CARDONA
Interim City Attorney

ANE DILG
City Attorney

CITY OF SANTA MONICA,
a municipal corporation
By: ______________________________

LANE DILG
Interim City Manager RICK COLE
City Manager
SA Technologies Corporation
#VENDOR
By: ________________________________
DocuSign Envelope ID: 4E1A176E-0236-4CC7-BE01-DEA82F4B08ED 9/27/2020
Interim City Attorney
George Cardona
9/28/2020
SA Technologies Inc
Bhavin Goda
Finance Controller
Interim City Manager
9/30/2020
Lane Dilg
City Clerk
Denise Anderson-Warren
9/30/2020

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Packet Pg. 328 Attachment: Original Agreement - Contract Number 11081 (5411 : Modification to Agreement - SA Technologies (SQL Report Development Exhibit A
Scope of Services
.

SECTION 1: SCOPE OF WORK
Scope of work
SA Technologies understands that the City is interested in engaging an SQL report developer/programmer to assist with the implementation of the City’s ERP, Tyler Munis. The selected consultant would be a key contributor inside the ERP Reporting and Analytics team by creating robust reporting solutions, which meet the business needs of the organization. The consultant would communicate with business analysts, subject matter experts from departments’ business units, and counterparts in IT to complete system requirements, technical specifications and process documentation for assigned projects. The consultant would review, analyze, and evaluate the scope of the business problems presented and help identify viable technical solutions.

The initial engagement will be for up to 6 months with the option to extend at the sole discretion of the City with mutually agreed terms and conditions. The City’s work schedule is 9/80 with alternate Fridays off. The selected consultant will be working onsite with the Project team; however, the City may consider partial telecommute as an option.

SAT’s consultant will perform following services:
 Design, develop, modify, and implement reports using SSRS, and Power BI o Deliver accurate and timely ad-hoc extracts that support different business requirements o Communicate with business owners and project managers defining report requirements and creating effective solutions for those requirements.
o Resolve report performance issues.
o Perform data integrity and audit checks to ensure accuracy of reports. o Support and performs software life-cycle development. o Ensure standards and best practices used in development are followed and maintained o Work directly with business users in understanding the needs of the business and developing innovative, effective, and efficient SSRS reporting solutions to meet these requirements o Research, review, and analyze the effectiveness and efficiency of existing reports, and develop strategies for enhancing and improving the performance of these reports o Increase and enhance the developed reporting documentation effectiveness, thoroughness, and organization.

DocuSign Envelope ID: 4E1A176E-0236-4CC7-BE01-DEA82F4B08ED

5.K.i
Packet Pg. 329 Attachment: Original Agreement - Contract Number 11081 (5411 : Modification to Agreement - SA Technologies (SQL Report Development SECTION 2: LOCATION/PARKING
SAT’s Selected candidate- Mr. Hariharan Shanmugam will perform all the project activities at the city’s onsite location. The City may consider partial telecommute as an option.

Below is the address for delivering the services:

City of Santa Monica, Information Systems Department
Locations: 1717 4th Street, 1527 4th Street, and 1685 Main Street, Santa Monica, CA 90401.

The initial engagement will be for 3-6 months with the option to extend at the sole discretion of the City with mutually agreed terms and conditions.

Contractor Parking. The City agrees to use its best effort to provide parking access for Contractor for the purpose of supporting contractor performance of its obligations under this Agreement. Contractor acknowledges and understands that the City is under no obligation to provide parking to Contractor. The City may at the City’s sole and absolute discretion reduce contractors access, change the designated parking areas, or otherwise restrict or revoke any parking privilege given by the City to Contractor under this Agreement. In addition, the City reserves the right to charge Contractor a fee, consistent with existing parking rates offered to the public, for any parking spaces provided.

The City will provide Hariharan Shanmugam with 1 parking pass to access the Civic Center Parking Structure and the Civic Auditorium Lot for the duration of the Project.

SECTION 3: DELIVERY SCHEDULE
Once the SAT’s proposed SQL report developer/programmer- Mr. Hariharan Shanmugam allocate to the project his main work involves to assist to the Project Manager and subject matter expert. Consultant would be a key contributor inside the ERP Reporting and Analytics team by creating robust reporting solutions, which meet the business needs of the organization. The consultant would communicate with business analysts, subject matter experts from departments’ business units, and counterparts in IT to complete system requirements, technical specifications and process documentation for assigned projects. Delivery milestones will be decided by the City’s team.

SECTION 4: COMMERCIALS
SA Technologies is proposing SQL report developer/programmer Mr. Hariharan Shanmugam at the rate of $60/Hour.
.

DocuSign Envelope ID: 4E1A176E-0236-4CC7-BE01-DEA82F4B08ED

5.K.i
Packet Pg. 330 Attachment: Original Agreement - Contract Number 11081 (5411 : Modification to Agreement - SA Technologies (SQL Report Development Exhibit B
Budget
The initial engagement for SA Technologies services will be for up to 6 months with the option to extend at the sole discretion of the City with mutually agreed terms and conditions. SA Technologies will utilize Hariharan Shanmugam to provide the Services. The City will compensate SA Technologies for the Services at an hourly rate of $60/hour for the initial term of this engagement. The total not to exceed contract amount will be $90,000 ($60/hr. x 1,500 hours).

DocuSign Envelope ID: 4E1A176E-0236-4CC7-BE01-DEA82F4B08ED

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Packet Pg. 331 Attachment: Original Agreement - Contract Number 11081 (5411 : Modification to Agreement - SA Technologies (SQL Report Development Exhibit C
Insurance Requirements
Consultant shall procure and maintain for the duration of the Agreement insurance against claims that may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, employees or subcontractors.

Minimum Scope and Limits 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 products and completed operations, property damage, bodily injury and personal and advertising injury, with limits of no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (Insurance Services Office Form CG 25 04) or the general aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability: Insurance Services Office Form CA 00 01 covering Code 1 (any auto), or if Consultant has no owned autos, Code 8 (hired) and Code 9 (nonowned), with limits of no less than $1,000,000 per accident for bodily injury and property damage.

3. Workers’ Compensation: Workers’ Compensation insurance as required by the State of California, with Statutory Limits and Employers’ Liability Insurance with limits of no less than $1,000,000 per accident for bodily injury or disease (see footnote #1).

4. Technology Professional Errors and Omissions/Cyber Liability: Insurance with a limit of not less than $1,000,000 per occurrence or claim/$2,000,000 in the annual aggregate. Coverage shall be sufficiently broad to respond to the duties DocuSign Envelope ID: 4E1A176E-0236-4CC7-BE01-DEA82F4B08ED

5.K.i
Packet Pg. 332 Attachment: Original Agreement - Contract Number 11081 (5411 : Modification to Agreement - SA Technologies (SQL Report Development and obligations undertaken by Consultant in this Agreement and shall include, but not be limited to, claims involving infringement of intellectual property, including but not limited to infringement of copyright, trademark, invasion of privacy violations, information theft, release of private information, alteration of electronic information, extortion, and network security. The policy shall also provide coverage for breach response costs, regulatory fines and penalties, and credit monitoring expenses with limits sufficient to respond to these obligations.

Further, the policy shall include, or be endorsed to include property damage liability coverage for damage to, alteration of, loss of, or destruction of electronic data or information “property” of the City of Santa Monica in the care, custody, and control of the Consultant.

If the Consultant maintains broader coverage or higher limits than the minimums shown above, the City of Santa Monica requires and shall be entitled to any broader coverage and 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 of Santa Monica.

Other Insurance Provisions

1. The insurance policies are to contain, or be endorsed to contain, the following provisions:
a. Additional Insured Status: The City of Santa Monica, its officers, officials, employees and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of Consultant including materials, parts, or equipment furnished in connection with such work or operations. CGL coverage can be provided in the form of an endorsement to the Consultant’s insurance (at least as broad as Insurance Services Office Form CG 20 10 11 85, or if not available, through the addition of a combination of (1) CG 20 10, CG 20 26, CG 20 33, or CG 20 38 and (2) CG 20 37).

DocuSign Envelope ID: 4E1A176E-0236-4CC7-BE01-DEA82F4B08ED

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Packet Pg. 333 Attachment: Original Agreement - Contract Number 11081 (5411 : Modification to Agreement - SA Technologies (SQL Report Development b. Primary Coverage: For any claims related to this Agreement, the Consultant’s insurance shall be primary coverage at least as broad as Insurance Services Offices Form CG 20 01 04 13 as respects the City of Santa Monica, its officers, officials, employees and volunteers. Any insurance or self-insurance maintained by the City of Santa Monica, its officers, officials, employees or volunteers shall be in excess of the Consultant’s insurance and shall not contribute with it. c. Notice of Cancellation: Each insurance policy required herein shall state that coverage shall not be cancelled except after notice has been given to the City of Santa Monica.
d. Waiver of Subrogation: Consultant hereby grants to the City of Santa Monica a waiver of any right of subrogation which any insurer of said Consultant may acquire against the City of Santa Monica by virtue of payment of any loss.

Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Santa Monica has received a waiver of subrogation endorsement from the insurer.

Self-Insured Retentions
Self-insured retentions must be declared to and approved by the City of Santa Monica. The City of Santa Monica may require the Consultant to purchase coverage with a lower deductible or retention or provide satisfactory proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City of Santa Monica.

Acceptability of Insurers
Insurance is to be placed with insurers authorized to conduct business in California with a current A.M. Best rating of no less than A:VII, unless otherwise acceptable to the City of Santa Monica.

DocuSign Envelope ID: 4E1A176E-0236-4CC7-BE01-DEA82F4B08ED

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Packet Pg. 334 Attachment: Original Agreement - Contract Number 11081 (5411 : Modification to Agreement - SA Technologies (SQL Report Development Claims Made Policies

1. If the Professional Liability policy provides “claims made” coverage:
a. The Retroactive Date must be shown and must be before the date of this Agreement or the start of work.
b. The insurance must be maintained, and evidence of insurance must be provided for at least 5 years after completion of work.
c. If the policy is cancelled or not renewed, and not replaced with another “claims made” policy form with a Retroactive Date prior to the effective Agreement date, the Consultant must purchase “extended reporting” coverage for a minimum of 5 years after completion of work.

Verification of Coverage
Consultant shall furnish the City of Santa Monica with original certificates and amendatory endorsements (or copies of the applicable policy language effecting coverage provided by this clause). All certificates and endorsements are to be received and approved by the City of Santa Monica before work commences. However, failure to obtain required documents prior to the work beginning shall not waive the Consultant’s obligation to provide them.

The City of Santa Monica reserves the right to require complete, certified copies of all required insurance policies, including the endorsements required herein, at any time.

Failure to Maintain Insurance Coverage
If Consultant, for any reason, fails to maintain insurance coverage which is required pursuant to this Agreement, the same shall be deemed a material breach of contract. The DocuSign Envelope ID: 4E1A176E-0236-4CC7-BE01-DEA82F4B08ED

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Packet Pg. 335 Attachment: Original Agreement - Contract Number 11081 (5411 : Modification to Agreement - SA Technologies (SQL Report Development City of Santa Monica, at its sole option, may terminate this Agreement and obtain damages from the Consultant resulting from said breach. Alternatively, the City of Santa Monica may purchase such coverage (but has no special obligation to do so), and without further notice to the Consultant, the City may deduct from sums due to the Consultant any premium costs advanced by the City for such insurance.

Subcontractors
Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein. All exceptions must be approved in writing by the Risk Manager.

Footnotes
# 1: Workers’ Compensation insurance coverage is not required if the Consultant does not have employees. The Consultant must, however, execute the City’s Workers’ Compensation Coverage Exemption Declaration Form.

DocuSign Envelope ID: 4E1A176E-0236-4CC7-BE01-DEA82F4B08ED

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Packet Pg. 336 Attachment: Original Agreement - Contract Number 11081 (5411 : Modification to Agreement - SA Technologies (SQL Report Development 1 FIRST MODIFICATION OF AGREEMENT NO. 11081 (CCS)
This First Modification of Agreement Number 11081 (CCS) (“First Modification”), entered into as of _________________(“Execution Date”), by and between the City of Santa Monica, a municipal corporation (“City”), and SA Technologies, Inc. (SA Technologies) is made with reference to the following:

RECITALS
A. On or about September 30th, 2020, the City and SA TECHNOLOGIES entered into Agreement Number 11081 (CCS) for services related to design and development of SQL reports (“Original Agreement”).

B. The City and SA TECHNOLOGIES desire to modify the Original Agreement to extend the contract term, include additional services to be performed by SA TECHNOLOGIES, and to increase the contract price to pay for those additional services.

TERMS AND CONDITIONS
Now, therefore, the undersigned parties do hereby mutually agree to modify the Original Agreement as follows:

1. Section 1 of the Original Agreement entitled “Term” shall be deleted in its entirety and replaced with the following paragraph:

Term. This Agreement begins on the Execution Date and terminates on June 30, 2022, unless terminated earlier as set forth in the Original Agreement or extended by the parties in writing.

2. Section 2 of the Original Agreement entitled “SA TECHNOLOGIES Services” shall be modified by adding the following paragraph:

Additional Services. SA TECHNOLOGIES will perform all of the additional services (“Additional Services”) described in Exhibit A-1, Scope of Services. SA TECHNOLOGIES will complete the Additional Services in accordance with Exhibit B-1, Budget.

3. Section 4 of the Original Agreement entitled “Compensation” shall be modified by adding the following paragraph:

Compensation. The City will compensate SA TECHNOLOGIES for the Additional Services in an amount not to exceed $100,000, as set forth in Exhibit B-1. The total contract price for services pursuant to the Original Agreement and this First Modification shall not exceed $190,000.

4. Exhibit A-1 and Exhibit B-1 are attached hereto and incorporated herein by this reference.

DocuSign Envelope ID: B365B92C-BFD4-4F5E-9EED-DCAD29D51633 5/13/2021

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Packet Pg. 337 Attachment: SA Tech Ct. No. 11081 - Executed 1st Mod (5411 : Modification to Agreement - SA Technologies (SQL Report Development 2 5. Except as expressly modified by this First Modification, all other terms and conditions of the Original Agreement shall be and remain in full force and effect.

IN WITNESS WHEREOF, the parties have executed this First Modification as of the date and year first written above.

ATTEST:
______________________________

DENISE ANDERSON-WARREN
City Clerk
APPROVED AS TO FORM:
______________________________

LANE DILG
City Attorney

CITY OF SANTA MONICA,
a municipal corporation
By: ______________________________

RICK COLE
City Manager
SA TECHNOLOGIES Corporation
#VENDOR
By: _______________________________
DocuSign Envelope ID: B365B92C-BFD4-4F5E-9EED-DCAD29D51633 Interim City Attorney
George S. Cardona
5/13/2021
Bhavin Goda
SA Technologies Inc
Finance Controller
5/13/2021
Lane Dilg
Interim City Manager
5/13/2021
City Clerk
Denise Anderson-Warren
5/19/2021

5.K.j
Packet Pg. 338 Attachment: SA Tech Ct. No. 11081 - Executed 1st Mod (5411 : Modification to Agreement - SA Technologies (SQL Report Development 3 DocuSign Envelope ID: B365B92C-BFD4-4F5E-9EED-DCAD29D51633

5.K.j
Packet Pg. 339 Attachment: SA Tech Ct. No. 11081 - Executed 1st Mod (5411 : Modification to Agreement - SA Technologies (SQL Report Development 4 Exhibit A
Scope of Services
SA Technologies will provide the Additional Services in accordance with the Scope of Work detailed below:
.

Section 1: Scope Of Work
Scope of work
SA Technologies understands that the City is interested in engaging an SQL report developer/programmer to assist with the implementation of the City’s ERP, Tyler Munis. The selected consultant would be a key contributor inside the ERP Reporting and Analytics team by creating robust reporting solutions, which meet the business needs of the organization. The consultant would communicate with business analysts, subject matter experts from departments’ business units, and counterparts in IT to complete system requirements, technical specifications and process documentation for assigned projects. The consultant would review, analyze, and evaluate the scope of the business problems presented and help identify viable technical solutions.

SAT’s consultant will perform following services:
• Design, develop, modify, and implement reports using SSRS, and Power BI o Deliver accurate and timely ad-hoc extracts that support different business requirements o Communicate with business owners and project managers defining report requirements and creating effective solutions for those requirements. o Resolve report performance issues.
o Perform data integrity and audit checks to ensure accuracy of reports. o Support and performs software life-cycle development. o Ensure standards and best practices used in development are followed and maintained o Work directly with business users in understanding the needs of the business and developing innovative, effective, and efficient SSRS reporting solutions to meet these requirements o Research, review, and analyze the effectiveness and efficiency of existing reports, and develop strategies for enhancing and improving the performance of these reports o Increase and enhance the developed reporting documentation effectiveness, thoroughness, and organization.

DocuSign Envelope ID: B365B92C-BFD4-4F5E-9EED-DCAD29D51633

5.K.j
Packet Pg. 340 Attachment: SA Tech Ct. No. 11081 - Executed 1st Mod (5411 : Modification to Agreement - SA Technologies (SQL Report Development 5 Section 2: Location/pARKING
SAT’s Selected candidate- Mr. Hariharan Shanmugam will perform all the project activities at the city’s onsite location. The City may consider partial telecommute as an option.

Below is the address for delivering the services:

City of Santa Monica, Information Systems Department
Locations: 1717 4th Street, 1527 4th Street, and 1685 Main Street, Santa Monica, CA 90401.

The initial engagement will be for 3-6 months with the option to extend at the sole discretion of the City with mutually agreed terms and conditions.

Section 3: Delivery Schedule
Once the SAT’s proposed SQL report developer/programmer- Mr. Hariharan Shanmugam allocate to the project his main work involves to assist to the Project Manager and subject matter expert. Consultant would be a key contributor inside the ERP Reporting and Analytics team by creating robust reporting solutions, which meet the business needs of the organization. The consultant would communicate with business analysts, subject matter experts from departments’ business units, and counterparts in IT to complete system requirements, technical specifications and process documentation for assigned projects. Delivery milestones will be decided by the City’s team.

Section 4: Commercials
SA Technologies is proposing SQL report developer/programmer Mr. Hariharan Shanmugam at the rate of $60/Hour.
.

DocuSign Envelope ID: B365B92C-BFD4-4F5E-9EED-DCAD29D51633

5.K.j
Packet Pg. 341 Attachment: SA Tech Ct. No. 11081 - Executed 1st Mod (5411 : Modification to Agreement - SA Technologies (SQL Report Development 6 Exhibit B-1
Budget
SA Technologies will utilize Hariharan Shanmugam to provide the Additional Services. The City will compensate SA Technologies for the Additional Services at an hourly rate of $60/hour. The total amount paid to SA Technologies for the Additional Services will not exceed $100,000. The total compensation for the Services and the Additional Services provided pursuant to the Original Agreement and this First Modification shall not exceed $190,000.

DocuSign Envelope ID: B365B92C-BFD4-4F5E-9EED-DCAD29D51633

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Packet Pg. 342 Attachment: SA Tech Ct. No. 11081 - Executed 1st Mod (5411 : Modification to Agreement - SA Technologies (SQL Report Development City Council
Report
City Council Meeting: December 13, 2022
Agenda Item: 5.L
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To: Mayor and City Council
From: Rick Valte, Public Works Director, Public Works, Water Resources Subject: Adoption of Resolution Authorizing the Application for Grant Funds from the California State Department of Water Resources Sustainable Groundwater Management Grant Program for the Santa Monica Groundwater Subbasin Recharge and Monitoring Project
Recommended Action
Staff recommends that the City Council:

3. Authorize the City Manager to execute all necessary documents to apply for the grant, accept the grant, if awarded, and accept all grant renewals, if awarded.

Summary
The State’s Sustainable Groundwater Management Act requires the formation of a Groundwater Sustainability Agency to manage each groundwater basin. The City of Santa Monica is one of five member agencies of the Santa Monica Basin Groundwater Sustainability Agency that was formed in 2017 and submitted the Santa Monica Basin’s first comprehensive management plan, the Groundwater Sustainability Plan (GSP), to the California Department of Water Resources in January 2022. The City is the lead

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and coordinating agency as the sole, municipal groundwater producer for potable consumption in the Santa Monica Basin.

To maintain compliance with the Sustainable Groundwater Management Act, the Santa Monica Basin Groundwater Sustainability Agency is required to begin implementing groundwater sustainability projects outlined in the GSP. Staff is seeking to apply for grant funding of groundwater sustainability projects through the California Department of Water Resources (DWR) Sustainable Groundwater Management (SGM) Grant Program. As part of the grant application submittal, the Department of Water Resources requires the City’s governing body to authorize the City Manager to file an application for funding and to negotiate and enter into an agreement with the California Department of Water Resources, if awarded.

Discussion
The Santa Monica Basin Groundwater Sustainability Agency consists of five local government agencies with boundaries that are fully or partially overlying the Santa Monica Basin as defined by the California Department of Water Resources. The cities of Santa Monica, Beverly Hills, Los Angeles, Culver City, and the County of Los Angeles entered into a Memorandum of Understanding (MOU) in 2017 to cooperatively manage the Santa Monica Basin in a responsible and sustainable manner, which included the preparation of a GSP to be submitted prior to January 31, 2022.

The Santa Monica Basin GSP was submitted prior to the deadline and is awaiting final approval from the California Department of Water Resources. During this review period, the Santa Monica Basin Groundwater Sustainability Agency must begin implementing groundwater sustainability projects (e.g., groundwater recharge wells and monitoring wells to refine the basin wide groundwater model) outlined in the GSP. As the lead agency of the Santa Monica Basin Groundwater Sustainability Agency, the City is seeking grant funding to support groundwater sustainability projects outlined in the GSP. At this time, staff is seeking grant funding to implement one additional groundwater recharge well along with two monitoring wells at the City Yards to monitor travel time and water quality to comply with regulatory requirements. The groundwater

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recharge well will leverage advanced treated recycled water from the City’s Sustainable Water Infrastructure Project (SWIP) to recharge the Olympic sub-basin of the Santa Monica Basin. The SWIP is a key project in the City’s 2018 Sustainable Water Master Plan Update to provide a sustainable and drought resilient water supply for the community and reduce the City’s reliance on imported water supplies.

In addition to the recharge well, staff is also seeking grant funding to install additional groundwater monitoring wells in the Santa Monica Basin. Two groundwater monitoring wells, likely to be located in Marina del Rey and nearby in the City of Los Angeles, were identified in the Santa Monica Groundwater Basin GSP (approved by City Council on December 7, 2021). These monitoring wells would aid in refining the basin wide groundwater model and monitor for seawater intrusion. A third monitoring well, located at the Santa Monica Airport, would help fill a data gap and assist with implementation of sustainable management projects/practices identified in the GSP.

The California Department of Water Resources (DWR) Sustainable Groundwater Management (SGM) Grant Program provides up to $20 million in grant funding for projects that encourage sustainable management of groundwater resources and invest in groundwater recharge. The estimated cost for the SWIP groundwater recharge well and basin modeling monitoring wells is approximately $15-18 million. To help offset cost to the City, staff is applying for grant funding from the SGM Program.

Environmental Review
The potential environmental effects of the groundwater recharge well were previously analyzed in the Olympic Arcadia Treatment Plant Initial Study/Mitigated Negative Declaration (IS/MND) (State Clearinghouse No. 2020070129), adopted on November 24, 2020. As determined in the previously adopted IS/MND, impacts would be less than significant with the implementation of adopted mitigation measures.

The proposed five monitoring wells in the Santa Monica Basin are exempt from CEQA pursuant to Section 15303 (Section 15303 (New Construction or Conversion of Small Structures), Section 15304 (Class 4 – Minor Alterations to Land), and Section 15306 (information Collection) of the CEQA Guidelines.

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• Section 15303 exempts the construction of new small facilities or structures, including utility structures and extensions.
• Section 15304 exempts minor alterations to land, which do not involve removal of mature or scenic trees. Activities include minor grading, trenching, and backfilling • Section 15306 exempts the basic data collection, research, experimental management, and resource evaluation activities which do not result in a serious or major disturbance to an environmental resource
The groundwater monitoring wells will be drilled up to depths between 400 to 800 feet below the surface with minimal ground surface area disturbed. Upon completion, the appearance of the monitoring wells will be largely confined to a small area with each well covered by a concrete pad not larger than 4 by 4 feet. The monitoring wells will provide information and data necessary to implement long-term sustainable groundwater planning and management for the Basin. Therefore, the installation of the monitoring wells qualifies for CEQA exemption pursuant to Sections 15303, 15304, and 15306 as they consist of the new construction of small structures, minor alteration to land, and information collection activities. In addition, none of the exceptions specified in Section 15300.2 of CEQA Guidelines would apply that would preclude the use of the CEQA exemptions:
• The project site is not located in a sensitive environment • The project will not have a significant effect on the environment due to unusual circumstances
• The project would not damage scenic resources
• The project would not be located on a hazardous waste site based on a review of relevant databases
• The project would not cause a change to a historical resource as there are no historic resources identified within the identified site locations Past Council Actions
Meeting Date Description
01/25/11
(Attachment A)
City Council directs staff to develop a plan to reach water selfsufficiency 11/27/18 City Council directs staff to proceed with an update to the

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(Attachment B) Sustainable Water Master Plan and the recommended pathway to water self-sufficiency
12/7/21
(Attachment C)
City Council approves the Santa Monica Basin Groundwater Sustainability Plan
Financial Impacts and Budget Actions
There is no immediate financial impact or budget action necessary as a result of recommended action. Staff will return to Council with budget changes if grant is awarded.

Prepared By: Sunny Wang, Water Resources Manager
Approved Forwarded to Council
Attachments:

A. Attachment A - January 25, 2011 Staff Report
B. Attachment B - November 18, 2018 Staff Report
C. Attachment C - December 7, 2021 Staff Report
D. Attachment D - Resolution

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Santa Monica City CouncilDecember 13, 2022

Santa Monica City Council
December 13, 2022