HomeMy WebLinkAboutRDA Reso 2002-1775
RESOLUTION NO. 1775
(COUNCil RESOLUTION NO. 2002-121)
JOINT RESOLUTION OF THE CITY COUNCIL AND THE
REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA
APPROVING AN AGREEMENT BETWEEN THE CITY OF CHULA
VISTA; DUDEK & ASSOCIATES, INC., CONSULTANT; AND
NORTH c.v. WATERFRONT L.P., APPLICANT FOR CONSULTING
SERVICES FOR PREPARATION AND SUBMITTAL OF A PROJECT
ENVIRONMENTAL IMPACT REPORT FOR THE MIDBAYFRONT
PROJECT AREA AND AUTHORIZING THE MAYOR TO EXECUTE
SAID AGREEMENT
WHEREAS, the Applicant has deposited or will deposit an initial sum for the consulting
services necessary for the preparation of the environmental documents as outlined in Exhibit "A";
and
WHEREAS, it was determined by the Director of Community Development that staff has
neither the available time or expertise to perform the subject work; and
WHEREAS, pursuant the California Environmental Quality Act (CEQA) the Planning &
Environmental Services Manager has determined that the proposed project requires the preparation
of a Project EIR; and
WHEREAS, a Request for Proposal was distributed to the 29 persons or firms included on
the City's list of qualified EIR Consultants, and five proposals were received by the City; and
WHEREAS, the City Manager appointed a selection committee which has in accordance with
Section 2.56.110 of the Chula Vista Municipal Code, recommended the above noted Consultant
perform the required services for the City; and
WHEREAS, the Planning & Environmental Services Manager has negotiated the details of this
Agreement in accordance with applicable procedures set forth in Section 6.5.2 of the Environmental
Review Procedures.
NOW, THEREFORE, BE IT RESOLVED that the City Council and Redevelopment Agency of
the City of Chula Vista does hereby approve a three-party agreement between the City of Chula
Vista; DUDEK & Associates, Inc., ("Consultant"), and North C.v. Waterfront L.P. ("Applicant") for
consulting services for preparation and submittal of a project Environmental Impact Report for the
Midbayfront Project Area.
BE IT FURTHER RESOLVED that the Mayor of the City of Chula Vista is hereby authorized
to execute said agreement on behalf of the City of Chula Vista.
Presented by
Approved as to form by
Chriss~~ ç~
Director of Community Development
.-//
_._._---~-------
Resolution No. 1775
Page 2
PASSED, APPROVED and ADOPTED BY THE REDEVELOPMENT AGENCY OF THE CITY OF
CHULA VISTA, CALIFORNIA this 16th day of April, 2002 by the following vote:
AYES:
Members Davis, Padilla, Rindone, Salas and Chair/Mayor Horton
NOES:
ABSENT:
ABSTENTIONS:
None
None
None
ÆUb;Y ~
Shirley Horto
Chairman
ATTEST:
~,~
Chris Salomone
Executive Secretary
STATE OF CALIFORNIA)
COUNTY OF SAN DIEGO) ss:
CITY OF CHULA VISTA)
I, Chris Salomone, Executive Secretary to the Redevelopment Agency of the City of Chula Vista,
California DO HEREBY CERTIFY that the foregoing is a full, true and correct copy of Resolution No.
1775 and that the same has not been amended or repealed.
Dated: April 17, 2002
lk:~
Chris Salomone
Executive Secretary
Three-Party Agreement
Between
City of Chula Vista,
DUDEK & Associates, Inc. Consultant, and
North C.V. Waterfront L.P., Applicant
For Consulting Work to be rendered with regard to Applicants'
Project
1. Parties.
This Agreement is made as of the reference date set forth in
Exhibit A, for the purposes of reference only, and effective as of
the date last executed by the parties hereto, between the City of
Chula Vista ("City") herein, a municipal corporation of the State
of California, the person designated on the attached Exhibit A as
"Consultant", DUDEK, whose business form and address are indicated
on the attached Exhibit A, and the person (s) designated on the
attached Exhibit A as "Applicant", North C.V. Waterfront L.P.,
whose business form and address are indicated on the attached
Exhibit A, and is made with reference to the following facts:
2. Recitals, Warranties and Representations.
2.1. Warranty of Ownership.
Applicant warrants that Applicant is the owner of land
("Property") commonly known as, or generally located as, described
on Exhibit A, Paragraph 1, or has an option or other entitlement to
develop said Property.
2.2. Applicant desires to develop the Property with the
Project described on Exhibit A, Paragraph 2, and in that regard,
has made application ("Application") with the City for approval of
the plan, map, zone, or other permits ("Entitlements") described on
Exhibit A, Paragraph 3.
2.3. In
Applicant, Work
A, Paragraph 4,
order for the City to process the Application of
of the general nature and type described in Exhibit
("Work") will need to be completed.
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Three-Party Agreement
Page 1
2.4.
City does not presently have
to process the application
for review by the Applicant.
the "in-house" staff or
within the time frame
resources
requested
2.5. This agreement proposes an arrangement by which
Applicant shall retain, and be liable for the costs of retaining,
Consultant, who shall perform the services required of Consultant
by this Agreement solely to, and under the direction of, the City.
2.6.
background
Additional facts and circumstances regarding
for this agreement are set forth on Exhibit B.
the
3. Agreement.
NOW, THEREFORE, IT IS MUTUALLY AGREED TO AND BETWEEN THE CITY,
CONSULTANT, AND APPLICANT AS FOLLOWS:
3.1. Employment of Consultant by Applicant.
Consultant is hereby engaged by the Applicant, not the City,
and at Applicant's sole cost and expense, to perform to, and for
the primary benefit of, City, and solely at City's direction, all
of the services described on the attached Exhibit A, Paragraph 4,
entitled "General Nature of Consulting Services", ("General
Services"), and in the process of performing and delivering said
General Services, Consultant shall also perform to and for the
benefit. of City all of the services described in Exhibit A,
Paragraph 5, entitled "Detailed Scope of Work", ("Detailed
Services"), and all services reasonably necessary to accomplish
said General Services and Detailed Scope of Work, and shall deliver
such documents required ("Deliverables") herein, all within the
time frames herein set forth, and in particular as set forth in
Exhibit A, Paragraph 6, and if none are set forth, wi thin a
reasonable period of time for the diligent execution of
Consultant's duties hereunder. Time is of the essence of this
covenant.
The Consultant does hereby agree to perform said General and
Detailed Services to and for the primary benefit of the City for
the compensation herein fixed to be paid by Applicant.
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In delivering the General and Detailed Services hereunder, the
Consultant shall do so in a good, professional manner consistent
with that level of care and skill ordinarily exercised by members
of the profession currently practicing under similar conditions and
in similar locations, at its own cost and expense except for the
compensation and/or reimbursement, if any, herein promised, and
shall furnish all of the labor, technical, administrative,
professional and other personnel, all supplies and materials,
machinery, equipment, printing, vehicles, transportation, office
space and facilities, calculations, and all other means whatsoever,
except as herein otherwise expressly specified to be furnished by
the City or Applicant, necessary or proper to perform and complete
the work and provide the Services required of the Consultant.
3.2. Compensation of Consultant.
Applicant shall compensate Consultant for all services
rendered by Consultant without regard to the conclusions reached by
the Consultant, and according to the terms and conditions set forth
in Exhibit C adjacent to the governing compensation relationship
indicated by a "checkmark" next to the appropriate arrangement, by
paying said amount to the City, within 15 days of Consultant's
billing, or in accordance with the security deposit provisions of
Paragraph 3.3 and Exhibit C, if checked, and upon receipt of such
payment by the City, City shall promptly, not later than 15 days,
or in accordance with the Bill Processing procedure in Exhibit C,
if checked, pay said amount to the Consultant. City is merely
acting in the capacity as a conduit for payment, and shall not be
liable for the compensation unless it receives same from Applicant.
Applicant shall not make any payments of compensation or otherwise
directly to the Consultant.
3.2.1. Additional Work. If the Applicant, with the
concurrence of City, determines that additional services
("Additional Services") are needed from Consultant of the type
Consultant is qualified to render or reasonably related to the
Services Consultant is otherwise required to provide by this
Agreement, the Consultant agrees to provide such additional
services on a time and materials basis paid for by Applicant at the
rates set forth in Exhibit C, unless a separate fixed fee is
otherwise agreed upon in writing for said Additional Work between
the parties.
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Three-Party Agreement
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3.2.2. In the event that the City shall determine that
additional work is required to be performed above and beyond the
scope of work herein provided, City will consult with Applicant
regarding the additional work, and if thereupon the Applicant fails
or refuses to arrange and pay for said Additional Services, the
City may, at its option, suspend any further processing of
Applicant's Application until the Applicant shall deposit the
City's estimate of the costs of the additional work which the City
determines is or may be required. Applicant shall pay any and all
additional costs for the additional work.
3.2.3. Reductions in Scope of Work. City may
independently, or upon request from Consultant, from time to time
reduce the Services to be performed by the Consultant under this
Agreement. Upon doing so, City and consultant agree to meet in
good faith and confer for the purpose of negotiating a
corresponding reduction in the compensation associated with said
reduction. Upon failure to agree, the Fixed Fee may be
unilaterally reduced by the City by the amount of time and
materials budgeted by Consultant for the Services deleted.
3.3. Security for Payment of Compensation by Applicant.
3.3.1. Deposit. As security for the payment of
Consultant by Applicant, Applicant shall, upon execution of this
Agreement, deposit the amount indicated on Exhibit C as "Deposit
Amount" with the City, as trustee for Consultant, the conditions of
such trust being as indicated on Exhibit C and as hereinbelow set
forth:
3.3.1.1 Other Terms of Deposit Trust.
3.3.1.1.1. City shall also be entitled to
retain from said Deposit all costs incurred by City for which it is
entitled to compensation by law or under the terms of this
agreement.
3.3.1.1.2. All interest earned on the Deposit
Amount, if any, shall accrue to the benefit of, and be used for,
Trust purposes. City may, in lieu of deposit into a separate bank
account, separately account for said deposit in one or more of its
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Three-Party Agreement
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various bank accounts, and upon doing so,
distribute to the Deposit Trust, the average
the period on its general fund.
shall proportionately
interest earned during
3 .3 . 1 . 1 .3. Any unused
Amount, including any unused interest earned,
Applicant not later than 30 days after the
Agreement and any claims resulting therefrom.
balance of Deposit
shall be returned to
termination of this
3.3.1.1.4. Applicant shall be notified within
30 days after of the use of the Deposit in any manner. Nothing
herein shall invalidate use of the Deposit in the manner herein
authorized.
3.3.1.1.5. At such time as City shall
reasonably determine that inadequate funds remain on Deposit to
secure future compensation likely due Consultant or City, City may
make demand of Applicant to supplement said Deposit Amount in such
amount as City shall reasonably specify, and upon doing so,
Applicant shall, within 30 days pays said amount ("Supplemental
Deposit Amount") to City. Said Supplement Deposit Amount or
Amounts shall be governed by the same terms of trust governing the
original Deposit.
3.3.2. Withholding of Processing. In addition to use of
the Deposit as security, in order to secure the duty of Applicant
to pay Consultant for Services rendered under this agreement, City
shall be entitled to withhold processing of Applicant's Application
upon a breach of Applicant's duty to compensate Consultant.
4. Non-Service Related Duties of Consultant.
4.1.
Insurance.
Consultant represents that it and its agents, staff and
subconsultants employed by it in connection with the Services
required to be rendered, are protected against the risk of loss by
the following insurance coverages, in the following categories, and
to the limits specified, policies of which are issued by Insurance
Companies that have a Best's Rating of "A, Class V" or better, or
shall meet with the approval of the City:
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Three-Party Agreement
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4.1.1. Statutory Worker I s Compensation Insurance and
Employer's Liability Insurance coverage in the amount set forth in
the attached Exhibit A, Paragraph 10.
4.1.2. Commercial General Liability Insurance including
Business Automobile Insurance coverage in the amount set forth in
Exhibit A, Paragraph 10, combined single limit applied separately
to each project away from premises owned or rented by Consultant,
which names City and Applicant as an Additional Insured, and which
is primary to any policy which the City may otherwise carry
("Primary Coverage"), and which treats the employees of the City
and Applicant in the same manner as members of the general public
("Cross-liability Coverage")
4.1.3. Errors and Omissions insurance, in the amount set
forth in Exhibit A, Paragraph 10, unless Errors and Omissions
coverage is included in the General Liability policy.
4.2. Proof of Insurance Coveraqe.
4.2.1. Certificates of Insurance. Consultant shall
demonstrate proof of coverage herein required, prior to the
commencement of services required under this Agreement, by delivery
of Certificates of Insurance demonstrating same, and further
indicating that the policies may not be canceled without at least
thirty (30) days written notice to the Additional Insured.
4.2.2. Policy Endorsements Required. In order to
demonstrate the Additional Insured Coverage, Primary Coverage and
Cross-liability Coverage required under Consultant's Commercial
General Liability Insurance Policy, Consultant shall deliver a
policy endorsement to the City and Applicant demonstrating same.
4.3.
Public Statements.
All public statements and releases to the news media shall be
the responsibility of the City and the Applicant. The Consultant
shall not publish or release news items, articles or present
lectures on the Project, either during the course of the study or
after its completion, except on written concurrence of the City and
Applicant.
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Three-Party Agreement
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4.4. Communication to Applicant.
Consultant shall not communicate directly to the Applicant
except in the presence of the City, or by writing an exact copy of
which is simultaneously provided to City, except with the express
consent of City. The Consultant may request such meetings with the
Applicant to ensure the adequacy of services performed by
Consultant.
5. Non-Compensation Duties of the Applicant.
5.1. Documents Access.
The Applicant shall provide to the Consultant, through the
City, for the use by the Consultant and City, such documents, or
copies of such documents requested by Consultant, within the
possession of Applicant reasonably useful to the Consultant in
performing the services herein required of Consultant, including
but not limited to those described in Exhibit A, Paragraph 7.
5.2. Property Access.
The Applicant hereby grants permission to the City and
Consultant to enter and access the Property, to take any borings,
make any tests, conduct any surveys or reconnaissance necessary to
deliver the Services of Consultant, subject to the approval of the
Applicant. Consultant shall promptly repair any damage to the
subj ect property occasioned by such entry and shall indemnify,
defend, and hold Applicant harmless from all loss, cost, damage,
expenses, claims, and liabilities in connection with or arising
from any such entry and access.
5.3. Communication to Consultant.
Applicant shall not communicate directly to the Consultant
except in the presence of the City, or by writing an exact copy of
which is simultaneously provided to City, except with the express
consent of City. The Applicant may request such meetings as they
desire with the Consultant to ensure the adequacy of services
performed by Consultant.
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6. Administrative Representatives.
Each party designates the individuals ("Administrators")
indicated in Exhibit A, Paragraph 8, as said party's contract
administrator who is authorized by said party to represent them in
the routine administration of this agreement.
7. Conflicts of Interest.
7 .1.
Consultant is Designated as an FPPC Filer.
If Consultant is designated on Exhibit A, Paragraph 9, as an
"FPPC filer", Consultant is deemed to be a "Consultant" for the
purposes of the Political Reform Act conflict of interest and
disclosure provisions, and shall report his economic interests to
the City Clerk on the required Statement of Economic Interests in
such reporting categories as are specified in Paragraph 9 of
Exhibit A, or if none are specified, then as determined by the City
Attorney.
7.2. Decline to Participate.
Regardless of whether Consultant is designated as an FPPC
Filer, Consultant shall not make, or participate in making or in
any way attempt to use Consultant's position to influence a
governmental decision in which Consultant knows or has reason to
know Consultant has a financial interest other than the
compensation promised by this Agreement.
7.3. Search to Determine Economic Interests.
Regardless of whether Consultant is designated as an FPPC
Filer, Consultant warrants and represents that Consultant has
diligently conducted a search and inventory of Consultant's
economic interests, as the term is used in the regulations
promulgated by the Fair Political Practices Commission, and has
determined that Consultant does not, to the best of Consultant's
knowledge, have an economic interest which would conflict with
Consultant's duties under this Agreement.
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7.4. Promise Not to Acquire Conflicting Interests.
Regardless of whether Consultant is designated as an FPPC
Filer, Consultant further warrants and represents that Consultant
will not acquire, obtain, or assume an economic interest during the
term of this Agreement which would constitute a conflict of
interest as prohibited by the Fair Political Practices Act.
7.5. Duty to Advise of Conflicting Interests.
Regardless of whether Consultant is designated as an FPPC
Filer, Consultant further warrants and represents that Consultant
will immediately advise the City Attorney of City if Consultant
learns of an economic interest of Consultant's, which may result in
a conflict of interest for the purpose of the Fair Political
Practices Act, and regulations promulgated thereunder.
7.6. Specific Warranties Against Economic Interests.
Consultant warrants and represents that neither Consultant,
nor Consultant's immediate family members, nor Consultant's
employees or agents ("Consultant Associates") presently have any
interest, directly or indirectly, whatsoever in the property which
is the subject matter of the Project, or in any property within 10
radial miles from the exterior boundaries of the property which is
the subject matter of the Project, or ("Prohibited Interest").
Consultant further warrants and represents that no promise of
future employment, remuneration, consideration, gratuity or other
reward or gain has been made to Consultant or Consultant Associates
by Applicant or by any other party as a result of Consultant's
performance of this Agreement. Consultant promises to advise City
of any such promise that may be made during the Term of this
Agreement, or for 12 months thereafter.
Consultant agrees that Consultant Associates shall not acquire
any such Prohibited Interest within the Term of this Agreement, or
for 12 months after the expiration of this Agreement.
Consultant may not conduct or solicit any business for any
party to this Agreement, or for any third party, which may be in
conflict with Consultant's responsibilities under this Agreement.
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8. Default of the Consultant for Breach.
This agreement may be terminated by the City for default if
the Consultant breaches this agreement or if the Consultant refuses
or fails to pursue the work under this agreement or any phase of
the work with such diligence which would assure its completion
within a reasonable period of time. Termination of this agreement
because of a default of the Consultant shall not relieve the
Consultant from liability of such default.
9. City's Right to Terminate Payment for Convenience, Documents.
9.1. Notwithstanding any other section or provision of this
agreement, the City shall have the absolute right at any time to
terminate this agreement or any work to be performed pursuant to
this agreement.
9.2. In the event of termination of this agreement by the City
in the absence of default of the Consultant, the City shall pay the
Consultant for the reasonable value of the services actually
performed by the Consultant up to the date of such termination,
less the aggregate of all sums previously paid to the Consultant
for services performed after execution of this agreement and prior
to its termination.
9.3. The Consultant hereby expressly waives any and all claims
for damage or compensation arising under this agreement, except as
set forth herein, in the event of such termination.
9.4. In the event of termination of this agreement, and upon
demand of the City, the Consultant shall deliver to the City, all
field notes, surveys, studies, reports, plans, drawings and all
other materials and documents prepared by the Consultant in
performance of this agreement, and all such documents and materials
shall be the property of the City; provided however, that the
Consultant may retain copies for their own use and the City shall
provide a copy, at Applicant's cost, of all such documents to the
Applicant.
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9.5.
and shall
work.
Applicant shall have no right to terminate Consultant,
not exercise any control or direction over Consultant's
10. Administrative Claims Requirement and Procedures.
No suit shall be brought arising out of this agreement,
against the City, unless a claim has first been presented in
writing and filed with the City of Chula Vista and acted upon by
the City of Chula Vista in accordance with the procedures set forth
in Chapter 1.34 of the Chula Vista Municipal Code, the provisions
of which are incorporated by this reference as if set fully set
forth herein.
11. Hold Harmless and Indemnification.
11.1.
Consultant to Indemnify City reo Injuries.
Consultant shall defend, indemnify, protect and hold harmless
the City, its elected and appointed officers and employees from and
against all claims for damages, liability, cost and expense
(including without limitation attorneys' fees) arising out of or
alleged by third parties to be the result of the negligent acts,
errors or omissions or the willful misconduct of the Consultant,
and Consultant's employees, subcontractors or other persons,
agencies or firms for whom Consultant is legally responsible in
connection with the execution of the work covered by this
Agreement, except only for those claims, damages, liability, costs
and expenses (including without limitations, attorneys fees)
arising from the sole negligence or sole willful misconduct of the
City, its officers, or employees. Also covered is liability arising
from, connected with, caused by or claimed to be caused by the
active or passive negligent acts or omissions of the City, its
agents, officers, or employees which may be in combination with the
active or passive negligent acts or omissions of the Consultant,
its employees, agents or officers, or any third party.
with respect to losses arising from Consultant's professional
errors or omissions, Consultant shall defend, indemnify, protect
and hold harmless the City, its elected and appointed officers and
employees, from and against all claims for damages, liability, cost
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and expense (including without limitation attorneys fees) except
those claims arising from the negligence or willful misconduct of
City, its officers or employees.
Consultant's indemnification shall include any and all costs,
expenses, attorneys' fees and liability incurred by the City, its
officers, agents, or employees in defending against such claims,
whether the same proceed to judgment or not. Consultant's
obligations under this Section shall not be limited by any prior or
subsequent declaration by the Consultant. Consultant's obligations
under this Section shall survive the termination of this Agreement.
11.2.
Consultant.
Applicant to Indemnify City reo Compensation of
Applicant agrees to defend, indemnify and hold the City
harmless against and from any and all claims, losses, damages,
expenses or expenditures of City, including its elected officials,
officers, employees, agents, or representatives of the City ("City
Indemnities"), in: any way resulting from or arising out of the
refusal to pay compensation as demanded by Consultant for the
performance of services required by this Agreement.
12. Business Licenses.
Applicant agrees to obtain a business license from the City
and to otherwise comply with Chula Vista Municipal Code, Title 5.
Applicant further agrees to require Consultant to obtain such
business license and to comply with Chula Vista Municipal Code,
Title 5.
13. Miscellaneous.
13.1. Consultant Not Authorized To Represent City.
Unless specifically authorized in writing by City, neither
Consultant nor Applicant shall have authority to act as City's
agent to bind City to any contractual agreements whatsoever.
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13.2. Notices.
All notices, demands or requests provided for or permitted to
be given pursuant to this Agreement must be in writing. All
notices, demands and requests to be sent to any party shall be
deemed to have been properly given or served if personally served
or deposited in the United States mail, addressed to such party,
postage prepaid, registered or certified, with return receipt
requested, at the addresses identified for the parties in Exhibit
A.
13.3. Entitlement to Subsequent Notices.
No notice to or demand on the parties for notice of an event
not herein legally required to be given shall in itself create the
right in the parties to any other or further notice or demand in
the same, similar or other circumstances.
13.4. Entire Agreement.
This Agreement, together with any other written document
referred to or contemplated herein, embody the entire Agreement and
understanding between the parties relating to the subject matter
hereof. Neither this Agreement nor any provision hereof may be
amended, modified, waived or discharged except by an instrument in
writing executed by the party against which enforcement of such
amendment, waiver or discharge is sought.
13.5. Capacity of Parties.
Each signatory and party hereto hereby warrants and represents
to the other party that it has legal authority and capacity and
direction from its principal to enter into this Agreement; that all
resolutions or other actions have been taken so as to enable it to
enter into this Agreement.
13.6. Governinq Law/Venue.
This Agreement shall be governed by and construed in
accordance with the laws of the State of California. Any action
arising under or relating to this Agreement shall be brought only
in the federal or state courts located in San Diego County, State
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Three-Party Agreement
Page 13
of California, and if applicable, the City of Chula Vista, or as
close thereto as possible. Venue for this Agreement, and
performance hereunder, shall be the City of Chula Vista.
13.7. Modification.
No modification or waiver of any provision of this Agreement
shall be effective unless the same shall be in writing and signed
by the parties hereto, and then shall be valid only in the specific
instance and for the purpose for which given.
13.8. Counterparts.
This Agreement may be executed in more than one counterpart,
each of which shall be deemed to be an original but all of which,
when taken together shall constitute but one instrument.
13.9. Severability.
In the event that any provision of this Agreement shall for
any reason, be determined to be invalid, illegal, or unenforceable
in any respect, the parties hereto shall negotiate in good faith
and agree to such amendments, modifications, or supplements to this
Agreement or such other appropriate action as shall, to the maximum
extent practicable in light of such determination, implement and
give effect to the intentions of the parties as reflected herein.
13.10. Headings.
The captions and headings
convenience only and shall not
hereof.
in this Agreement are for
define or limit the provisions
13.11. Waiver.
No course of dealing or failure or delay, nor the single
failure or delay, or the partial exercise of any right, power or
privilege, on the part of the parties shall operate as a waiver of
any rights herein contained. The making or the acceptance of a
payment by either party with knowledge of the existence of a breach
shall not operate or be construed to operate as a waiver of any
such breach.
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13.12. Remedies.
The rights of the parties under this Agreement are cumulative
and not exclusive of any rights or remedies, which the parties
might otherwise have unless, this Agreement provides to the
contrary.
13.13. No Additional Beneficiaries.
Despite the fact that the required performance under this
agreement may have an affect upon persons not parties hereto, the
parties specifically intend no benefit therefrom, and agree that no
performance hereunder may be enforced by any person not a party to
this agreement. Notwithstanding the foregoing, this is a three
party agreement and the City is an express third party beneficiary
of the promises of Consultant to provide services paid for by
Applicant.
(End of Page. Next Page is Signature Page.)
Three-Party Agreement
4/2/02 Page 15
Signature Page To
Three-Party Agreement
Between
City of Chula Vista,
DUDEK & Associates, Inc., Consultant, and
North C.V. Waterfront L.P., Applicant
For Consulting Work to be rendered with regard to Applicants'
Project
(Page 1 of 2)
NOW THEREFORE, the parties hereto, having read and understood
the terms and conditions of this agreement, do hereby express their
consent to the terms hereof by setting their hand hereto on the
date set forth adjacent thereto.
Dated:
City of Chula Vista
By:
Shirley Horton, Mayor
Attest:
Susan Bigelow, City Clerk
Approved as to Form:
John M. Kaheny, City Attorney
Dated:
Consultant:
Associates Inc.
Califo ia Corporation
.)
'1(.<46 4-//-02-
President
~ 331(P
By:
4/2/02
Three-Party Agreement
Page 16
Signature Page To
Three-Party Agreement
Between
City of Chula Vista,
DUDEK & Associates, Inc., Consultant, and
North C.V. Waterfront L.P., Applicant
For Consulting Work to be rendered with regard to Applicants'
Project
(Page 2 of 2)
Dated:
Applicant:
North C.V. Waterfront L.P.
A California Limited Partnership
By: North C.V. Waterfront L.P.
A Califo nia Lim' ed artnership
By:
Deepak srani
Title: General Partner
4/2/02
Three-Party Agreement
Page 17
Exhibit A
Reference Date of Agreement: March 19, 2002
Effective Date of Agreement: Date of City Council Approval of
Agreement
City:
City of Chula Vista
276 Fourth Avenue
Chula Vista, CA 91910
Consultant:
DUDEK & Associates, Inc.
Business Form of Consultant:
) Sole Proprietorship
( ) Partnership
(X) Corporation
Address:
605 Third Street, Encinitas, CA. 92024
Applicant: North C.V. Waterfront L.P.
Business Form of Applicant:
( ) Sole Proprietorship
(X ) a California Limited Partnership
( ) Corporation
( ) Other:
Address: 1785 Hancock Street, Suite 100
San Diego, CA 92110
1. Property Location:
The Midbayfront project area
to the east, Lagoon Drive to
southwest, and the San Diego
is presently bounded by Bay Boulevard
the southeast, Marina Parkway to the
Bay to the west.
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2. Project Description ("Project"):
The project consists of the preparation of a Project Environmental
Impact Report (EIR) for the Midbayfront General Plan amendment and
Specific Plan amendments, Local Coastal plan amendment and Coastal
Development permit and Tentative Tract Map (the "Development").
3. Entitlements applied for:
Proposed discretionary actions for the Property include: Amending
the General Plan, Specific Plan, and the Local Coastal Program.
Other proposed discretionary actions include approval of a
tentative subdivision map, Coastal Development Permit and
development of a Habitat Restoration and Management Plan and
Biological Resources Management Plan.
4. General Nature of Consulting services ("Services--Generaln):
Dudek shall prepare a Project EIR for the Development to the
satisfaction of the City's Planning & Environmental Services
Manager and to meet State and City environmental review
requirements. The Project EIR may reference those sections found
to be appropriate by the Planning & Environmental Services Manager
from the Final EIR-89-8 for the Midbayfront LCP Resubmittal No. 8
Amendment.
5. Detailed Scope of Work ("Detailed Services"):
DUDEK shall prepare a Project Environmental Impact Report (EIR) for
the Development in accordance with the California Environmental
Quality Act (CEQA). DUDEK shall also work closely with the City of
Chula Vista staff to ensure that the EIR for the Development shall
meet all of the City's needs. The EIR must comply with the current
California Environmental Quality Act (CEQA) of 1970 (Public
Resources Code Section 21000 et seq.); the current State CEQA
guidelines (California Administration Code section 15000 et seq.);
the Environmental Review Procedures of the City of Chula Vista; and
the regulations, requirements, and procedures of any responsible
public agency or any agency with jurisdiction by law. All Detailed
Services described herein shall be performed by DUDEK to the
satisfaction of the City's Planning and Environmental Services
Manager.
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DUDEK shall consult with all trustee and responsible agencies,
agencies having jurisdiction by law and any other person or
organization having control over or interest in the Development as
necessary to ensure that the EIR is current and complete as to
issues raised by such persons or entities.
The Draft and Final EIR shall be prepared in such a manner that
they will be meaningful and useful to decision-makers and to the
public. Technical data is to be summarized in the body of the
report and placed in an appendix. All documents shall be prepared
in Microsoft Word 2000.
The EIR shall be prepared to include the required sections of an
EIR, as set forth in applicable law including State CEQA Guidelines
Section 15122 - 15131. The document shall be formatted as directed
by the City and shall include, but not be limited to the following
sections:
· Table of Contents
· Executive Summary
· Introduction
· Project Description
· Environmental Setting
· Environmental Impact Analysis
· Cumulative Impacts
· Growth Inducing Impacts
· Alternatives
· Mitigation Monitoring & Reporting Program
· Irreversible Environmental Changes
· Effects Found not to be Significant
· References, Persons and Agencies Contacted and EIR Preparation
DUDEK shall compile supporting documents into separate volume(s) to
be referred to as the Appendices to the EIR. The Appendices shall
include the Notice of Preparation (NOP) , responses to the NOP and
any technical reports and relevant technical information generated
for the EIR.
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SPECIFIC TASK DESCRIPTION:
In providing environmental services for the Midbayfront project and
Tentative Tract Map (s) EIR, DUDEK shall perform the following
tasks:
Task 1- Initial Study and Notice of Preparation
I. Review of Existing & Proposed Documents
DUDEK will review previous documents that have been or will be
prepared for the Midbayfront project area, including, but not
limited to:
1) Final EIR-89-8 Midbayfront LCP Resubmittal No. 8 Amendment
Vols. I & II.
2) City of Chula Vista Zoning Ordinance Text.
3) Biological Studies to be prepared for City by P&D Consultants.
4) Noise & Air Studies to be prepared for City under the
direction of P&D Consultants.
5) Traffic Analysis to be prepared by DUDEK subconsultant
incorporating those elements of a technical traffic report to
be prepared by Urban System Associates, Inc. (USA) and as
approved by the City Engineer.
6) Land use matrix to be prepared for City by P&D Consultants.
7) Analyze project visual impacts utilizing visual studies to be
performed for City by subconsultant Carrier Johnson, under the
direction of P&D Consultants.
II. Initial Study
DUDEK will prepare a draft Initial Study (Deliverable No.1) using
the environmental checklist based on the City of Chula Vista's
Environmental Checklist Form or the Environmental Checklist Form in
the State CEQA Guidelines (Appendix G) to assess the potential
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environmental impacts associated with the Development and to
identify those issues that are potentially affected by the proposed
Development. The Environmental Checklist will form the basis to
support which issues will be addressed in detail in the EIR for the
Development and which issues have been identified as not
significant and warrant no further discussion. City staff will
review the draft Initial Study and, if necessary provide comments
to DUDEK. DUDEK shall incorporate the City's written comments and
provide the City with a final Initial Study (Deliverable No.2) .
III. Notice of Preparation
DUDEK will prepare a draft Notice of Preparation (NOP) (Deliverable
No.1). City staff will review the draft NOP and, if necessary
provide comments to DUDEK. DUDEK shall incorporate the City's
comments and provide the City with a final NOP (Deliverable No.2) .
DUDEK shall, in consultation with the City of Chula Vista,
distribute the document to the State Clearinghouse, each
Responsible Agency, each Trustee Agency, and public agencies,
organizations and individuals that may be affected by the project.
The final NOP and the Environmental Checklist Form (Deliverable No.
2) will be made available for public review at local libraries and
other appropriate locations. Comments received during the 30-day
public review period will be used to finalize the scope of the
Draft EIR.
Task 2 - First Screencheck Draft EIR and Associated Technical
Reports
DUDEK shall prepare a description of existing conditions for,
collect data on, and analyze potential impacts to the environmental
issues identified in the project-specific Environmental Checklist
Form for the Development. The preparation of technical reports and
any modeling required to complete these reports is addressed under
the individual issue discussions.
I. EIR Sections
A. Introduction - - This section of the EIR will describe the
proposed Development's background, purpose and need, and
objectives. The introduction will also provide an overview of
the CEQA process and related permits and discretionary actions
required for implementation of the proposed Development.
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B. Project Description -- This section of the EIR will describe
in detail the
including the
evaluation.
key features
"worst casefl
of the
scenario
proposed
for the
Development,
Development
C. Environmental Setting -- This section of the ErR will present
a discussion of existing conditions within the Property and
adjacent land parcels that could be affected by the proposed
development.
D. Environmental Issues -- This section of the EIR will present
an analysis of each of the environmental issues identified in
the project-specific Environmental Initial Study. The
analysis will identify potentially significant environmental
impacts that could result from implementation of the proposed
Development and proposed mitigation measures to reduce these
impacts to below a level of significance.
II. Specific Issues to be addressed in the Draft EIR:
A. Land Use, Planning, and Zoning
Existing plans, policies, and ordinances related to land use
that affect the Development site will be identified and
reviewed by Dudek. Documents to be reviewed include, but are
not limited to:
The Chula vista General Plan and all related elements;
The Chula Vista Zoning Ordinance as it relates to the specific
property; and a technical Land Use Report to be prepared by
P&D Consultants or their subconsultants.
The EIR will evaluate the Development for compatibility with
adjacent land uses and surrounding densities; identify whether
the Development has substantial conflicts with the established
community character; and identify inconsistencies or conflicts
between the Development and the goals, objectives, and
policies of any applicable plan policy, ordinance, guideline,
or regulation, particularly in relation to the Midbayfront
area. The EIR will evaluate the impacts of the proposed
physical improvements that could result upon implementation of
the Development in the Midbayfront area. The EIR will include
both a plan-to-plan and a plan-to-ground land use analysis.
The land use analysis will be contained in the EIR.
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B. Landform Alteration/Aesthetics
Although the Property is currently disturbed, an evaluation of
the proposed grading and the visual impacts of development of
the Property must be assessed. Applicant will provide all
appropriate visuals to be used in the analysis. These will
include bulk and mass models, cross sections, and visual
simulations. The EIR will analyze the impact of the proposed
Development on existing landform and community character. The
necessary text, maps and photo-documentation shall be set
forth in the EIR describing the appearance before and after
the Development. A visual resource analysis will be conducted
by DUDEK through approved architectural subconsultant, KTU+A
in conjunction with a site visit evaluation. Key views will
be identified by DUDEK through approved subconsultant KTU+A
and photographed within the viewshed of the site.
The identification by DUDEK through approved subconsultant
KTU+A of the key views will be based on the following
criteria: (1) views subject to the greatest degree of change,
(2) the location of representative views associated with each
type of characteristic landscape unit in the area, and (3) the
location of the highly scenic views that could be either
enhanced or impacted by the Development. Photographic records,
line-of-sight cross sections and topographic maps showing
locations of significant viewpoints will be depicted from all
compass directions, particularly as they relate to Interstate
5 and Bay Boulevard, a scenic corridor identified in the City
of Chula Vista's Circulation Element. This analysis will be
contained in the EIR based on a separate technical report to
be prepared by the applicant and reviewed by DUDEK through
approved subconsultant KTU+A.
C. Transportation, Circulation, and Access
The traffic section of the EIR will be based on the technical
report to be prepared by DUDEK through its approved
subconsultant Linscott, Law and Greenspan (LLG) .
Subconsultant, Linscott, Law, and Greenspan (LLG) , will
complete the traffic analysis under the direction of DUDEK.
Subconsultant Linscott, Law and Greenspan (LLG) shall complete
all the tasks described herein in Section IIC within a twelve-
week period. The twelve-week period shall begin upon the
subconsultant, Linscott, Law, and Greenspan (LLG) receiving a
written authorization by the city to commence work. The
Transportation analysis will begin with a review of all past
traffic studies and a meeting with City staff including
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4/2/02 Page 24
traffic engineering staff in order to agree upon the analysis
approach and study area dimensions, and the road segments and
intersections to be analyzed. Based on this intersection peak
hour count information and recent daily traffic volumes
available from the City, County and/or Caltrans, the existing
levels of service at the intersections and on the segments in
the study area will be calculated using the 2000 Highway
Capacity Manual.
LLG shall:
1. Project Mobilization
· Upon request of City staff, attend a kick-off meeting with
the Project Team.
· Obtain and review prior traffic studies prepared for
projects in the area.
· Determine the study area using Congestion Management Plan
criteria.
2. Existing Analysis (This deliverable shall be due by the fourth
week of the twelve-week period)
· Obtain AM/PM peak hour counts (from the applicant) for up
to 25 intersections in the immediate project area.
· Determine the existing AM/PM peak hour Levels of Service
(LOS) at the key intersections using the 2000 Highway
Capacity Manual.
· Obtain the most recent daily street segment traffic volumes
using City, County and Caltrans records when available.
Determine the existing daily LOS on approximately 40 street
segments in the project area, based on the City's street
segment table.
· Conduct an existing freeway analysis.
3. PROJECT TO GROUND ANALYSIS (This deliverable shall be due by
the eighth week of the twelve-week period)
· Add total project traffic onto the existing conditions
described above.
· Analyze the intersections and street segments in the study
area for the existing + project condition.
· Estimate significant impacts and recommend mitigation
measures as necessary.
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4. CUMULATIVE PLAN TO PLAN ANALYSIS (This deliverable shall be
due by the eighth week of the twelve-week period)
DUDEK, through approved subconsultant LLG, shall determine as
directed by City staff, the future year scenarios, which shall
be analyzed in the traffic study, which will likely include
Year 2005 (with and without SR 125), 2010, 2015, 2020 and
buildout analysis with various network and land use
assumptions.
· Work with City staff and SANDAG to input the proposed
project land use and network assumptions for each analysis
scenario. Ensure adjacent projects are accurately coded
into the model.
· Determine future traffic volumes for all scenarios at all
key intersections and street segments. As approved by City
staff, approximately 12 intersections, including
interchanges at I-5/"E", "H", "L" & Palomar and trolley
crossings at same interchange locations and 20 to 25 street
segments will be analyzed for each of the scenarios.
. Determine the AM/PM intersection and daily street segment
LOS for each scenario.
· Determine the amount of traffic the proposed project adds
to each intersection and street segment.
· Determine the significant impacts associated with the
project for each scenario.
· Recommend measures to mitigate impacts to below a level of
significance for each scenario.
· Determine the LOS at all significantly impacted locations
after mitigation.
· Conduct a Congestion Management Plan (CMP) analysis on the
key arterials and freeways.
5. ACCESS ANALYSIS
· Analyze the proposed site access points where they meet
the existing roadway system.
6. PUBLIC FACILITIES FINANCING PLAN (PFFP) RELATED ANALYSIS
· Work with City staff to determine up to four network links
for which it is desired to know at what traffic threshold
the network link is needed.
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· Contact and direct SANDAG efforts to model the scenario
both with and without the subject network link.
· Analyze the adjacent intersections and street segments to
determine LOS with and without the network link.
· Determine the traffic threshold when each link is needed.
Thresholds will be determined for up to four roadway links.
· Incorporate the traffic threshold results into the traffic
study.
· Specific transportation improvements for the development
will be identified for each time frame scenario which would
mitigate any network deficiencies which are identified in
the transportation analysis. A determination will be made
as to whether the project impact is significant,
mitigatible or non-mitigatible. Measures will be
recommended to mitigate impacts to below a level of
significance.
· Work with the preparer of the PFFP to incorporate the
results of the traffic study into the PFFP.
7. WORST CASE BAYFRONT ANALYSIS
DUDEK through approved subconsultant LLG shall upon request of
City staff, meet with City staff for a "Worst Case" analysis in
order to determine project impacts under a separate selection
of land use scenarios. These scenarios shall include more
intense land uses in the study area that are reasonably known
to the City at this time. This analysis will include Study
Year 2020 and the Buildout conditions. The following tasks
shall be accomplished by DUDEK through approved subconsultant
LLG.
· At the request of City staff, meet with City staff for a
"Worst Case" analysis in order to determine project impacts
under a separate selection of land use scenarios. These
scenarios shall include more intense land uses in the study
area that are reasonably known to the City at this time.
This analysis will include Study Year 2020 and the Buildout
conditions.
· Work with City staff and SANDAG to input the proposed project
land use and network assumptions for each analysis scenario.
Ensure adjacent projects are accurately coded into the model.
· Determine future traffic volumes for the worst case land use
at several key intersections and street segments. As
approved by City staff, approximately 12 intersections, and
25 street segments will be analyzed for the two scenarios.
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· Determine the AM/PM intersection and daily street segment LOS
for the two scenarios.
· Determine the amount of traffic the proposed project adds to
each intersection and street segment.
· Determine the street network, which will be necessary to
accommodate the worst case bayfront land use.
· Determine the LOS at all significantly impacted locations
after mitigation.
8. REPORT PREPARATION/RESPONSE TO COMMENTS
· Prepare a Draft Traffic Report with. the appropriate text,
tabular and graphic material for review and approval by the
City.
· Revise the Draft Traffic Report per City editorial comments
once and prepare a Final Draft Traffic Report (Due no later
than week 12 of the 12 week period) .
· Prepare responses to public comments on the traffic study in
conjunction with and subject to the approval of city staff.
9 . MEETINGS
.
Prepare for and attend upon
eight meetings throughout
study.
request of city
the preparation
staff a total of
of the traffic
10. PUBLIC HEARINGS
· Prepare for and attend three public hearings as directed by
City(five hours per hearing assumed) .
The Draft Traffic Report will be reviewed by and be subject to
the approval of City staff including staff from the Traffic
Engineering Section. The City will, if necessary, provide
comments to LLG and DUDEK, which will be incorporated into the
report. A final Traffic Technical Report will be prepared by
consultant and summarized in the EIR. A copy of the final
traffic technical report will also be included as an appendix
to the EIR.
D. Air Quality
P&D Consultants based on existing conditions will prepare for
City a written air quality analysis and existing land uses on
the property and in the vicinity. DUDEK will assess the
projected air quality impacts, as set forth in the air quality
analysis and compare them with State and federal clean air
standards.
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4/2/02 Page 28
The modeling results will be summarized in the EIR by DUDEK.
The air quality technical report will be included in the EIR
appendices.
E. Noise
P&D Consultants based on existing conditions will prepare for
City a written noise analysis and existing land uses on the
property and in the vicinity. DUDEK will assess the projected
noise levels, as set forth in the noise analysis and compare
them with County, City, and State guidelines, standards and
ordinances.
The EIR will address potential construction-related noise
impacts. In addition, increased traffic anticipated from the
proposed Development could result in an increase in noise
levels along the street system in the development vicinity.
DUDEK will prepare an acoustical technical report that will
(1) describe the cumulative effect of road noise on
surrounding land uses and recommend mitigation measures, if
necessary; (2) describe the interior and exterior noise levels
for the uses proposed on the site and the specific design and
mitigation features needed; and (3) identify the need for and
location of noise barriers, including the height, location,
and types of barriers capable of achieving the desired
mitigation effect.
City staff will provide any comments on the draft acoustical
analysis report to DUDEK, which will be incorporated into the
final report. The results of the acoustical analysis will then
be summarized in the EIR and the full written technical report
to be prepared by Dudek will be included as an appendix to the
EIR.
F. Cultural Resources
DUDEK, through approved subconsultant, Brian F. Smith &
Associates will conduct archival research at various
repositories, and will view aerial photographs, city
directories and historic photographs in order to develop a
historical perceptive of the Property. Brian F. Smith &
Associates will also perform a record search at local
institutions to obtain information concerning the locations of
known archaeological resources within or in the vicinity of
Three-Party Agreement
4/2/02 Page 29
the project. Previous data will be researched, including the
cultural resource report completed for the Final EIR-89-8 for
the Midbayfront LCP Resubmittal NO.8 Amendment Vols I & II.
A summary of the findings of this survey will be provided in
the EIR. These data will be incorporated into a technical
report providing a historical context of the project area, as
well as a discussion of its archaeological resources. Upon
completion of this initial research, a project site-level
cultural resource survey will be conducted for the Development
to assess impacts to cultural resources sites located within
the Midbayfront area as well as identify appropriate
mitigation measures for any identified important resources.
A draft cultural resources analysis, in the form of a
technical report, will be prepared by Brian F. Smith &
Associates and provided to the City's Planning & Environmental
Services Manager for review. City staff will provide any
comments on the cultural resources analysis to DUDEK, which
will be incorporated into the final report. The results of
the final cultural resources analysis will be summarized in
the EIR and the full written technical report, to be prepared
by Brian F. Smith & Associates, will be included as an
appendix to the EIR.
G. Paleontological Resources
The EIR will address paleontological impacts and recommend
mitigation including but not limited to on-site monitoring
during grading, recovery and salvage of remains in a timely
manner, ,and methods for retaining all field notes,
photographs, and maps.
H. Biological Resources
DUDEK will review the biological technical report to be
prepared by P&D Consultants. DUDEK will also review previous
work conducted on and around the site.
City staff will provide any comments on the biological
technical report to DUDEK, which will be incorporated into the
report. The results of the final biological technical report
will be summarized in the EIR and the full written technical
report to be prepared by P&D Consultants will be included as
an appendix to the EIR.
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I. Agricultural Resources
DUDEK will evaluate the agricultural significance if any of
the area. This information will be summarized in the text of
the EIR and will not be a technical report.
J. Hydrology, Drainage, Urban Stormwater Runoff, Water and Sewer
The EIR will present information concerning surface runoff,
including the amount and rate of runoff in the pre-development
and post-development scenarios. Other areas to be evaluated
include surface water quality as it relates to sedimentation
and other pollutants, effects on drainage courses, and off-
site effects.
The ErR shall address the following, both during and after
construction:
will the proposal results in discharge of pollutants into
storm drainage systems, surface or ground waters, sensitive
areas, or impaired water bodies?
Will the proposed project result in any alteration of surface
or groundwater quality, including, but not limited to
temperature, dissolved oxygen or turbidity?
will the proposal result in changes in absorption rates,
drainage patterns, or the rate and amount of surface runoff?
Review the hydrology and drainage, and water quality studies,
in order to describe the watershed/floodplain, storm drains,
drainage improvements, and detention features that exist or
are planned within the project area. DUDEK will also contact
the City of Chula Vista Engineering Department to verify the
current status of planned and approved drainage improvements
in the project area.
Based on information provided by the Applicant, DUDEK will
determine the potential for on- and off-site hydrologic
impacts associated with the proposed project. Consultant will
also describe any modifications to the drainage features that
would be anticipated to accommodate the proposed project.
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The EIR shall address the water quality protection guidelines
and principles, and Standard Urban Storm Water Mitigation Plan
(SUSMP) and Numeric Sizing Criteria, as set out in the
National Pollutant Discharge Elimination System (NPDES)
Municipal Permit, Order No. 2001-01 (NPDES No. CAS0108758), in
the planning and design of the project. Also, the EIR shall
address the structural and non-structural construction and
post-construction Best Management Practices (BMPs) including
maintenance mechanism, and mitigation measure, which will be
developed and implemented to eliminate, or reduce water
quality impacts, to the Maximum Extent practicable (MEP).
K. Geology and Soils
The EIR will summarize the geotechnical information prepared
for Final EIR-89-8 specific to the project area. The summary
to be included in the EIR, of the geotechnical information
found in Final EIR-89-8 will include the findings,
conclusions, and recommendations for the project site. DUDEK
will also summarize in writing a geotechnical report to be
prepared under the direction of P&D Consultants and include in
the EIR the geologic setting, anticipated earth units, faults,
and potential geologic hazards. Recommendations for detailed
geotechnical evaluations and possible mitigation alternatives
(e.g., deep foundations, stone columns) will be included in
the EIR.
L. Public Services and Utilities
DUDEK will evaluate the previous Final EIR-89-8 with respect
to public utilities and determine if additional analysis will
be needed and make a recommendation to the City's Planning &
Environmental Services Manager who will determine whether
additional analysis is needed. The EIR analysis, if the City
determines it is necessary, will address services and
facilities related to sewer and water, police, fire, emergency
medical service, recreation, schools, library, solid waste
disposal, gas and electricity, and telephone and cable. Other
public facilities, such as transportation and drainage
facilities, will be appropriately addressed in the EIR as
herein referenced.
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In addition, the need for on-site and off-site public facility
improvements will be identified, impacts to public services
and utilities will be assessed, and appropriate mitigation, if
required, will be recommended as determined by the Planning &
Environmental Services Manager. This information will be
contained in the EIR text.
M. Compliance with City Threshold and Standards Policy and
Findings of Fact
DUDEK will review the Development for compliance with the City
of Chula Vista's growth management standards, to include the
following issues: drainage; traffic; fiscal; police; schools;
libraries; water; air quality; sewage; fire/emergency medical
services; and, parks, recreation, and open space. This
information will be contained in the EIR, and no technical
report will be prepared.
N. Alternatives
DUDEK will examine a reasonable range of alternatives that
could feasibly attain the basic Development objectives,
including al ternati ves that could reduce signif icant
environmental effects as identified in the environmental
analysis of the project. Each alternative will be evaluated
as to potentially significant environmental effects through a
quantitative comparative analysis on an issue-by-issue basis.
In addition, the CEQA mandatory "No Project" alternative will
be addressed, to include a "plan-to-ground" and "plan-to-plan"
analysis. Other project alternatives will be formulated in
conjunction with City staff, and could include one reduced
scale development alternative.
o. Cumulative Impacts
Cumulative effects could result from the incremental impacts
of the proposed Development. Environmental effects of past,
present, and reasonably foreseeable projects or plans in the
vicinity of the proposed Development will be included in the
environmental evaluation. DUDEK will focus on the potential
for any newly identified cumulative impacts that are
associated with the Midbayfront area and which were not
addressed in a previous EIR. Indirect cumulative impacts and
compliance with the City of Chula Vista's adopted Threshold
Standards and other applicable policies and programs will also
be evaluated. This information will be contained in the EIR.
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P. Other Mandatory CEQA Sections
DUDEK will address all required CEQA sections, including all
sections outlined above, in addition to other mandatory
sections, including Growth Inducement and Effects Not Found to
be Significant. The Development will be evaluated for its
potential to induce economic or population growth through
construction of additional housing in the surrounding
environment, or by the provision of community services and
facilities to serve new development. DUDEK will also provide
a summary of those Effects Found Not to be Significant, with
rationale provided as to how the conclusion of non-
significance was reached. Additionally, Irreversible
Environmental Changes will be discussed, as will Unavoidable
Significant Impacts. The discussion of mandatory effects will
be contained in the EIR.
DELIVERABLE: Twenty-five (25) copies of the First Screencheck
Draft EIR and Technical Appendices, provided in three-ring
binders. The First Screencheck Draft EIR shall be prepared in
Microsoft Word 2000 and shall be printed at 1.5 spacing.
Task 3 - Second Screencheck Draft EIR
DUDEK will incorporate City staff and legal counsel comments
First Screencheck EIR and prepare and submit twenty-five
copies of the Second Screencheck Draft EIR to the City for
and comment.
on the
(25)
review
DELIVERABLE: Twenty-five (25) copies of the Second Screencheck
Draft EIR and Technical Appendices, provided in three-ring
binders. The Second Screencheck Draft EIR shall be prepared
in Microsoft Word 2000 and shall be printed at 1.5 spacing.
Task 4 - Third Screencheck (Administrative] Draft EIR
DUDEK will incorporate City staff and legal counsel
Second Screencheck Draft EIR and prepare and submit
of the Third Screencheck (Administrative) Draft EIR
review and comment.
comments on the
five (5) copies
to the City for
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Three-Party Agreement
Page 34
DELIVERABLE: Five (5) copies of the Third Screencheck Draft
EIR and Technical Appendices, provided in three-ring binders.
The Third Screencheck Draft EIR shall be prepared in Microsoft
Word 2000 and shall be printed at single spacing.
Task 5 - Public Review Draft EIR/NOA/NOC
DUDEK will incorporate City staff and legal counsel comments on the
Third Screencheck (Administrative) Draft EIR and then prepare the
public review Draft EIR acceptable to the City's Environmental
Review Coordinator. DUDEK will also prepare the Notice of
Availability (NOA) and Notice of Completion (NOC).
DELIVERABLES: Seventy-five (75) copies each of
Draft EIR and Appendices, including ten (10)
documents provided in three-ring binders and
bound.
the NOA, NOC,
copies of the
the remainder
Task 6 Candidate Draft CEQA Findings of Fact/Statement of
Overriding Considerations (SOC)
DUDEK will prepare Draft Candidate CEQA Findings of Fact and, if
necessary, a Statement of Overriding Considerations for review by
City of Chula Vista staff and legal counsel. The Findings will
specify which mitigation measures have been incorporated into the
project and those measures that have not, and will explain why
certain measures have been found to be infeasible. The Findings
will also identify feasible project alternatives that could reduce
adverse environmental effects but are not being implemented, with
an explanation as to why they are not being implemented.
DELIVERABLE: Five (5) copies of the draft Candidate Findings
of Fact and Statement of Overriding Considerations.
Task 7 - Response to Comments/Final EIR/MMRP/NOD
I. Responses to Comments/Final EIR
Following the close of public review, DUDEK will meet with City
staff and review all comments received. DUDEK shall prepare draft
responses to comments and associated revisions to the Draft EIR.
DUDEK will submit five (5) copies of the draft responses to
comments and amended EIR sections to the City for review by City of
Chula Vista staff and legal counsel.
4/2/02
Three-Party Agreement
Page 35
DUDEK shall revise the draft responses to comments and amended EIR
sections based on comments submitted by City staff and legal
counsel. DUDEK shall then submit the revised draft responses to
comments and amended EIR sections for review by the City. Any
changes to the responses to comments and amended EIR sections shall
be subject to the approval of the City's Planning & Environmental
Services Manager. If the City as a result of the comments received
requests additional studies or analyses, DUDEK shall complete those
studies based on the receipt of authorization from the City's
Planning & Environmental Services Manager.
II. Mitigation Monitoring and Reporting Program
The Mitigation Monitoring and Reporting Program (MMRP) will be
developed at the draft EIR stage and finalized after the close of
public review around February 10, 2003. It will list and identify
specific monitoring activities that would be required on an issue-
by-issue basis, and will establish a reporting system and criteria
for evaluating the success of the mitigation measures. In
addition, the MMRP will outline the appropriate time for mitigation
of impacts, such as grading permits, final maps, landscape plans,
or other discretionary actions.
III. Final
Overriding
Candidate CEQA
Considerations
Findings
of
Fact
and
Statement
of
Should the City determine that additional changes are needed to the
draft Candidate CEQA Findings of Fact and Statement of Overriding
Considerations as a result of the comments received during the
public review period, DUDEK shall revise the draft Candidate
Findings of Fact and Statement of Overriding Considerations to
incorporate these changes. Any changes to the Findings of Fact and
Statement of Overriding Considerations shall be subj ect to the
approval of the City's Planning & Environmental Services Manager.
DUDEK shall prepare a Final EIR, which includes the Responses to
Comments and the Mitigation Monitoring and Reporting Program
(MMRP). DUDEK shall also prepare the final Candidate CEQA Findings
of Fact and Statement of Overriding Considerations. In addition, a
draft Notice of Determination and California Department of Fish and
Game (CDFG) fee certification letter for the project shall be
submitted by DUDEK to the City in preparation for filing with the
County Clerk's office, upon project approval.
4/2/02
Three-Party Agreement
Page 36
DELIVERABLE: Fifty (50) copies of the Final EIR, MMRP, and
Appendices, and Candidate CEQA Findings and Statement of
Overriding Considerations (if applicable), including ten (10)
copies of the Final EIR provided in three-ring binders and the
remainder bound. One (1) copy of a draft NOD and CDFG fee
certification letter.
One (1) reproducible master copy of the Final EIR suitable for
reproduction on City equipment and not three-hole punched; and
One (1) computer disk copy or CD ROM version of the Final EIR
and related documents that can be read by Microsoft Word 2000.
Task 8 - Hearing/Meetings
DUDEK's Senior Project Manager will attend, at the direction of the
City's Planning & Environmental Services Manager, project team
meetings throughout the Project duration. These include the
following meetings: One (1) project initiation and scoping meeting
with the City, Applicant, and others; one (1) project meeting or
workshop if requested by the City; weekly meetings with City staff
to discuss the EIR and key issues as they arise; one (1) Resource
Conservation commission meeting; one (1) Planning Commission
meeting on the DEIR and one (1) Planning Commission hearing on the
FEIR; one (1) City Council hearing on the FEIR. DUDEK will attend
a total of forty-five (45) weekly meetings with City staff. If
additional meetings are needed, they will be billed at a time and
materials basis at an agreed to cost. Additional meetings
requested by the City will be considered additional work pursuant
to Sections 3.2.1 and 3.2.2 of this Agreement.
4/2/02
Three-Party Agreement
Page 37
6. Schedule, Milestone, Time-Limitations within which to Perform
Services.
Dates for Commencement of Consultant Services:
(X) Same as Effective Date of Agreement
Dates or Time Limits for Delivery of Deliverables:
Deliverable No. 1: Draft NOP and Initial Study May 13, 2002
Deliverable No. 2: Final NOP and Initial Study June 3, 2002
Deliverable No. 3: Draft Technical Reports (traffic, air quality,
noise, cultural resources, and biological
resources) July 29, 2002
Deliverable No. 4 :
Deliverable No. s:
Deliverable No. 6 :
Deliverable No. 7 :
Deliverable No. 8:
Deliverable No.9:
Deliverable No. 10:
Deliverable No. 11:
First Screencheck EIR
August 19, 2002
Second Screencheck EIR
September 30, 2002
Third Screencheck EIR
October 28, 2002
Public Review Draft EIR/NOC/NOA November 18, 2002
Draft Findings of Fact and November 18, 2002
Statement of Overriding Considerations
Draft EIR Response to Comments/MMRP
January 15, 2003
Final EIR/MMRP/ Final
Draft Notice of
Determination.
Findings of Fact and SOC
February 10, 2003
Meetings and Hearings
Per Task 8
Dates for Completion of all Consultant Services: Date of City
Council approval of environmental documents, or completion of
all tasks to the satisfaction of the City's Environmental Review
Coordinator, whichever is later.
4/2/02
Three-Party Agreement
Page 38
7. Documents to be provided by Applicant to consultant:
(X) Site plans
(X) Tentative tract maps
(X) Architectural elevations
(X) Project description
(X) Other: Specific Plan, PFFP, Technical Reports (i.e.
Geotechnical Investigation, Noise study, Drainage
Study, Water/Recycled Water Service Study, Sewer
Service Study and Visual Simulation Studies), and
related general development documents.
8. Contract Administrators.
City:
Brian Hunter, Planning
Services Manager
&
Environmental
Applicant:
North C.V. Waterfront LP, Richard Campbell
Consultant:
DUDEK & Associates, Inc., Joseph Monaco
9. Statement of Economic Interests, Consultant Reporting
Categories, per Conflict of Interest Code:
(X) Not Applicable.
Category No. 1.
Category No. 2 .
Category No. 3.
( )
Category No.4.
4/2/02
Not an FPPC Filer.
Investments and sources of income.
Interests in real property.
Investments, interest in real
property and sources of income
subject to the regulatory, permit or
licensing authority of the
department.
Investments in business entities and
sources of income, which engage in
land development, construction or
the acquisition or sale of real
property.
Three-Party Agreement
Page 39
() Category No.5.
() Category No.6.
() Category No.7.
Investments in business entities and
sources of income of the type which,
within the past two years, have
contracted with the City of Chula
Vista (Redevelopment Agency) to
provide services, supplies,
materials, machinery or equipment.
Investments in business entities and
sources of income of the type which,
within the past two years, have
contracted with the designated
employee's department to provide
services, supplies, materials,
machinery or equipment.
Business positions.
10. Insurance Requirements:
(X) Statutory Worker's Compensation Insurance
(X) Employer's Liability Insurance coverage: $1,000,000.
(X) Commercial General Liability Insurance: $1,000,000.
() Errors and Omissions insurance: None Required (included
in Commercial General Liability coverage) .
(X) Errors and Omissions insurance: $250,000 (not included
in Commercial General Liability coverage) .
11. Permitted Subconsultants:
Linscott, Law & Greenspan
1565 Hotel Circle South, Suite 310
San Diego, CA 92108
(619) 299-3090
Linscott, Law, and Greenspan (LLG) will complete the traffic
analysis under the direction of DUDEK.
Brian F. Smith & Associates
12528 Kirkham Court # 3
Poway, CA. 92064
Three-Party Agreement
4/2/02 Page 40
412102
Brian F. Smith & Associates will
paleontological resources analysis
DUDEK.
KTU + A
3916 Normal Street
San Diego, CA. 92103
KTU+A will complete as necessary per City's
Environmental Services Manager and the direction
graphic mapping and visual technical
complete the cultural &
under the direction of
Planning &
of DUDEK the
simulations.
Three-Party Agreement
Page 41
Exhibit B
Additional Recitals
WHEREAS, pursuant the California Environmental Quality Act
(CEQA) the Planning & Environmental Services Manager has determined
that the proposed Midbayfront Project and Tentative Tract Map
requires the preparation of an EIR; and
WHEREAS, it was
Development that staff
to perform the subject
determined
has neither
work; and
by the Director of
the available time or
Community
expertise
WHEREAS, the Applicant has deposited
the consulting services necessary for
environmental documents; and
or will deposit funds
the preparation of
for
the
WHEREAS, a Request for Proposal was distributed to 28 persons
or firms included on the list of qualified Environmental
Consultants, and seven proposals were received by the City; and
WHEREAS, a Selection Committee was established pursuant to
Section 2.56.110 of the Municipal Code to review the proposals and
conduct interviews of the most qualified firms based on established
evaluation criteria; and
WHEREAS, the Select ion Committee interviewed the top three
firms and recommended DUDEK & Associates, Inc. to perform the
required services for the City; and
WHEREAS, the Planning & Environmental Services Manager has
negotiated the details of this agreement in accordance with
procedures set forth in Section 6.5.2 of the Environmental Review
Procedures; and
WHEREAS, the proposed contract with DUDEK & Associates, Inc.
to provide consultant services would be in an amount not to exceed
$194,325 with an additional $48,581 for additional services should
they be necessary.
4/2/02
Three-Party Agreement
Page 42
Exhibit C
Compensation Schedule and Deposit: Terms and Conditions.
Single Fixed Fee Arrangement.
For performance of all of the General and Detailed Services of
Consultant as herein required, Applicant shall pay a single fixed
fee in the amounts and at the times or milestones set forth below:
( X) Single Fixed Fee Amount: $194,325
EIR for the Midbayfront Project and Tentative Tract
Maps.
Milestone or Event
Percent and Amount
of Fixed Fee
1. Signing of this agreement by all
parties and upon the request of the
consultant.
10% ($19,432)
2. Submittal of Initial Study and NOP
10% ($19,432)
3. Submittal of First Screencheck
Environmental Document*
30% ($58,298)
4. Commencement of Public Review
25% ($48,581)
4. Completion of Final Environmental
Document
15% ($29,149)
5. Retention Percentage - See Section D. 10% ($19,433)
below
7. 25% Contingency Fee**
$48,581
4/2/02
Three-Party Agreement
Page 43
*For purposes of payment the first screencheck shall completely
address and analyze all issues identified in the detailed scope-of-
work (described in Exhibit "A", Section 5) to the satisfaction of
the Planning & Environmental Services Manager. Payment shall not
be made until the City's Planning & Environmental Services Manager
determines that a complete screencheck document has been submitted.
**The Planning & Environmental Services Manager in his discretion
independently or upon request from the Consultant, from time to
time, may negotiate additional services to be performed by the
Consultant under this Agreement in order to cover unforeseen issues
that may be identified during the preparation of the environmental
document ("Additional Services"). The cost of Additional Services
in connection with the environmental document shall not exceed 25%
of the total contract amount ($48,581).
Phased Fixed Fee Arrangement.
For the performance of each phase or portion of the General
and Detailed Services of Consultant as are separately identified in
Exhibit C, under the category labeled "Phased Fixed Fee
Arrangement", Applicant shall pay the fixed fee associated with
each phase of Services, in the amounts and at the times or
milestones set forth herein below ("Phase Fixed Fee Arrangement") .
Consultant shall not commence Services under any Phase, and shall
not be entitled to the compensation for a Phase, unless Applicant
shall have issued a notice to proceed to Consultant as to said
Phase.
Time and Materials
For performance of the General and Detailed Services of
Consultant as herein required, Applicant shall pay Consultant for
the productive hours of time and material spent by Consultant in
the performance of said Services, at the rates or amounts set forth
herein below according to the following terms and conditions:
Not-to-Exceed
Arrangement
Limitation
on
Time
and
Ma terials
4/2/02
Three-Party Agreement
Page 44
Notwithstanding the expenditure by Consultant of time and
materials in excess of said Maximum Compensation amount, Consultant
agrees that Consultant will perform all of the General and Detailed
Services herein required of Consultant for $194,325 including all
Materials and other "reimbursable" ("Maximum Compensation"). The
City will also receive a standard administrative fee amounting to
10% of the contract.
( X )
Materials
Limitation without
Arrangement
Further Authorization on Time and
At such time as Consultant shall have incurred time and
materials equal to $194,325 (plus 25% if negotiated as set forth
above) ("Authorization Limit"), Consultant shall not be entitled to
any additional compensation without further authorization issued in
writing and approved by the City Council. Nothing herein shall
preclude Consultant from providing additional Services at
Consultant's own cost and expense.
Consultant's Rate Schedule
Cateqory of Employee
Hourly
Rate
Principal
Senior Project Manager
$150
$140
Environmental Specialist/Planner VI
Environmental Specialist/Planner V
Environmental Specialist/Planner IV
Environmental Specialist/planner III
Environmental Specialist/Planner II
Environmental Specialist/Planner I
Analyst
Research Assistant
$125
$115
$105
$ 95
$ 80
$ 70
$ 60
$ 50
3D Graphic Artist
GIS Technician II
Senior Designer
Computer Processing
Clerical Administration
$120
$ 90
$ 90
$ 65
$ 55
4/2/02
Three-Party Agreement
Page 45
Materials Separately Paid For by Applicant
( ) Materials
Reports
Copies
( Travel
( Printing
( Postage
( Delivery
( ) Long Distance Telephone Charges
(X) Other -SANDAG Model Run Fees
Cost or Rate
NA
NA
NA
NA
NA
NA
Actual
Deposit
(X) Deposit Amount: $194,325-
As agreed to by the Applicant, North C. V. Waterfront L. P.
Applicant agrees to deposit within 10 days upon City's request
to do so, a sum (estimated to be up to $3,000) for additional
Materials separately paid for by the Applicant.
(X) Use of Deposit to Pay Consultant.
Notwithstanding the sole duty and liability of Applicant to
pay Consultant, if this paragraph is "checked", upon City's
receipt of billing by Consultant, and determination by City in
good faith that Consultant's billing is proper, a judgment for
which Applicant agrees to hold City harmless and waive any
claim against City, City shall pay Consultant's billing from
the amount of the Deposit. If Applicant shall protest the
propriety of a billing to City in advance of payment, City
shall consider Applicant's protest and any evidence submitted
prior to the due date for the payment of said bill by
Applicant in making its good faith determination of propriety.
() Use of Deposit as Security Only; Applicant to Make Billing
Payments.
Upon determination by City made in good faith that Consultant
is entitled to compensation which shall remain unpaid by
Applicant 30 days after billing, City may, at its option, use
the Deposit to pay said billing.
4/2/02
Three-Party Agreement
Page 46
(X) Bill Processing:
A. Consultant's Billing to be submitted for the following
period of time:
() Monthly
() Quarterly
(X) Other: Milestone
B. Day of the Period for submission of Consultant's Billing:
( First of the Month
( 15th Day of each Month
() End of the Month
(X) Other: Upon Completion of Milestone
C. City's Account Number: To be assigned after agreement is
processed.
D. Security for Performance
Performance Bond, $
Letter of Credit, $
Other Security:
Type:
Amount: $
(X) Retention. If this space is checked, then
notwithstanding other provisions to the
contrary requiring the payment of compensation
to the Consultant sooner, the City shall be
entitled to retain, at their option, the
following Retention Percentage until the City
determines that the Retention Release Event,
listed below, has occurred:
(X) Retention Percentage: 10%
( ) Retention Amount: $
Retention Release Event:
(X) Completion of All Consultant Services to the
satisfaction of the Planning & Environmental
Services Manager.
( )
Other:
4/2/02
Three-Party Agreement
Page 47
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