HomeMy WebLinkAbout2006/12/05 Item 10
COUNCIL AGENDA STATEMENT
Item No.: ,\ 0
Meeting Date: 12/<;/06
SUBMITTED BY:
Resolution of the City Council of the City of Chula Vista approving a
three-party agreement between the City of Chula Vista; Terry A. Hayes
Associates LLC, Consultant; and CV -42 Investments, LLC, Applicant,
related to preparation of an Environmental Impact Report for the
Riverwalk Project, and authorizing the Mayor to execute said agre=ent.
Director of Planning and Buildin~
Interim City Manager 11 (4/5th8 Vote: YeS-No-X-)
ITEM TITLE:
REVIEWED BY:
CV-42 Investments, LLC (Applicant) has filed an application for the Riverwalk project. The
Environmental Review Coordinator has determined that the proposed project requires the
preparation of an Environmental Impact Report (EIR). The item before the City Council is a
request for the City Council to approve the proposed Applicant-funded contract with Terry A.
Hayes Associates LLC for an amount not to exceed $182,615 to provide consultant services for
the preparation of the Riverwalk EIR.
RECOMMENDATION:
That the City Council adopt a Resolution approving a three-party agre=ent between the City of
Chula Vista; Terry A. Hayes Associates LLC, Consultant; and CV-42 Investments, LLC, Applicant,
for consulting services related to the preparation of an EIR for the Riverwalk project, and
authorizing the Mayor to execute said agre=ent.
BOARDS/COMMISSIONS RECOMMENDATION: N/A
DISCUSSION:
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The Applicant has submitted an application for the processing of the Riverwalk project, including a
General Plan Amendment, Planned Community Zone Reclassification (including General
Development Plan, Sectional Planning Area (SPA) Plan, and District Zoning Regulations),
Preliminary Grading Plan, Tentative Subdivision Map, and Design Review. Pursuant the California
Environmental Quality Act (CEQA) the Environmental Review Coordinator has determined that
the proposed project requires the preparation of an EIR. Planning and Building Department staff
does not have the available time or particular expertise to prepare the needed EIR. Therefore, the
Applicant must enter into a three-party agreement for the preparation of the CEQA documentation.
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Page 2, Item No.: \ 'D
Meeting Date: 12/'i/Oti
The 61. 12-acre project site is located in the City of Chula Vista on the southwest quadrant of the
SR-54 and I-80S freeway interchange and east of Second Avenue. The site is located in Chula
Vista's Northwest Planning Area, along the northern City boundlliy. The majority of the project
site is in private ownerships (totaling 46.7 acres), and approximately 14.4 acres are owned by
the City of Chula Vista Redevelopment Agency. The project site is presently vacant with the
exception of an area in private ownership along the western portion of the site that contains a
KOA campground facility.
The Applicant proposes to develop between 450 and 600 attached and detached dwelling units,
which would be up to three-stories in height. A percentage of the dwelling units will be
designated as affordable housing. Additionally, the proposed development will contain a
community park and a community purpose facility.
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On August 16,2006, the Environmental Review Coordinator distributed a Request for Proposals
(RFP) to the Association of Environmental Professionals and to all consulting firms listed on the
City's list of Qualified Environmental Consultants, inviting prospective Consultants to submit
proposals for the proposed Riverwalk EIR.
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. The City received four proposals. The Selection Committee reviewed and
ranked the proposals based on company experience, quality of management team, capacity to
perform the work, proj ect understanding, proposal quality and clarity, and competitive billing rates.
The Selection Committee interviewed all four firms and recommended TARA to perform the
required services.
Terry A. Hayes Associates LLC (TARA) is uniquely qualified to serve as the Environmental
Consultant for this contract based on their familiarity with the urban nature of the site, their
redevelopment experience, technical expertise in the areas of noise, air quality and Health Risk
Assessments, and their demonstrated familiarity with project features and requirements. TARA
is very experienced in analyzing complex issues and preparing EIRs that are adequate under
CEQA. TARA represents that they are experienced and staffed in a manner such that they can
prepare and deliver the required services to the City of Chula Vista within the necessary
timeframes.
The Environmental Review Coordinator has negotiated the details of these agreements ill
accordance with the Environmental Review Procedures.
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TARA will function as the Environmental Consultant to the City of Chula Vista under a three-
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Page 3, Item No.: 10
Meeting Date: 12/"i101i
party agreement with the Applicant and under the supervIsIOn of the City's Environmental
Review Coordinator. The general responsibilities of the Enviro~ental Consultant will include
the following: .
. Review of the available project information;
. Preparation of air quality and noise technical reports;
. Preparation of Screencheck draft and final EIRs;
. Preparation of responses to comments received during public review;
. Preparation of Findings, Statement of Overriding Considerations, if required, and the
Mitigation Monitoring Reporting Program; and
Attendance at team meetings and public hearings.
The scope of work for this contract covers the preparation of an EIR that will evaluate the potential
impacts associated with the proposed Riverwalk SPA Plan and Tentative Subdivision Map.
C:nntr"ct ""ymAl1t
The total cost of the contract for consulting services is $182,615, which includes a 25%
contingency ($36,523) for additional services to cover unforeseen issues that may arise during
preparation of the EIR and if determined to be necessary by the City's Environmental Review
Coordinator. The project applicant will pay all consultant costs, as well as reimburse any City
staff time associated with preparation of the EIR through a separate deposit account.
The City Attorney's Office has reviewed and approved the form of the contract.
DECISION-MAKER CONFLICTS:
Staff has reviewed the property holdings of the City Council and has found no such holdings
within 500 feet of the property which is the subject of this action.
FISCAL IMPACT:
There will be no resulting impact to the General Fund. CV -42 Investments, LLC will fully
compensate the consultant and City staff time through deposit accounts.
Attachments:
1. Three Party Agreement between the City of Chula Vista, TAHA, and CV-42
Investments, LLC
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RESOLUTION NO.
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA
APPROVING A THREE-PARTY AGREEMENT BETWEEN THE CITY OF
CHULA VISTA; TERRY A. HAYES ASSOCIATES, LLC, CONSULTANT;
AND CV-42 INVESTMENTS LLC, APPLICANT, RELATED TO
PREPARATION OF AN ENVIRONMENTAL IMPACT REPORT FOR THE
RIVERWALK SECTIONAL PLANNING AREA (SPA) PLAN AND
AUTHORIZING THE MAYOR TO EXECUTE SAID AGREEMENT
WHEREAS, the Applicant has submitted an application for the processing of the
Riverwalk Proj ect;
WHEREAS, pursuant the California Environmental Quality Act (CEQA) the
Environmental Review Coordinator has determined that the proposed project requires the
preparation of an EIR;
WHEREAS, on August 16, 2006, the Environmental Review Coordinator distributed a
Request for Proposals (RFP) to the Association of Environmental Professionals and to all
consulting firms listed on the City's list of Qualified Environmental Consultants, inviting
prospective Consultants to submit proposals for the proposed Riverwalk EIR;
WHEREAS, four proposals were submitted to the City in response to the RFP;
WHEREAS, a Selection Committee was established pursuant to Section 2.56.110 of the
Municipal Code to review the qualifications and conduct interviews of the most qualified firms
based on established evaluation criteria;
WHEREAS, the Selection Committee interviewed all four firms and recommended Terry
A. Hayes Associates, LLC. to perform the required services for the City;
WHEREAS, the Environmental Review Coordinator has negotiated the details of this
agreement in accordance with the Environmental Review Procedures;
WHEREAS, the Applicant has deposited or will deposit funds for the consulting services
necessary for the preparation of the environmental documents;
WHEREAS, Terry A. Hayes Associates, LLC. is uniquely qualified to serve as the
Environmental Consultant for this contract based on their familiarity with the urban nature of the
site, their redevelopment experience, technical expertise in the areas of noise, air quality and
Health Risk Assessments and their demonstrated familiarity with project features and
requirements;
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WHEREAS, Terry A. Hayes Associates, LLC. represents that they are experienced and
staffed in a manner such that they can prepare and deliver the required services to the City of
Chula Vista within the necessary timeframes; and
WHEREAS, the proposed contract with Terry A. Hayes Associates, LLC. to provide
consultant services would be in an amount not to exceed $146,092 with an additional $36,523 for
additional services should they be necessary. ..
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Chula
Vista does hereby approve the three-party agreement between the City of Chula Vista; Terry A.
Hayes LLC (Consultant), and CV-42 Investments, LLC (Applicant) to prepare an EIR for the
Riverwalk Project.
BE IT FURTHER RESOLVED that the Mayor of the City of Chula Vista is hereby
authorized and directed to execute said Agreement for and on behalf of the City of Chula Vista.
Approved as to form by
~UaJ!r'JW
~~oore (
City Attorney
Presented by
James D. Sandoval
Director of Planning and Building
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THE ATTACHED AGREEJ\ffiNT HAS BEEN REVIEWED
AND APPROVED AS TO FORM BY THE CITY
ATTORNEY'S OFFICE AND WILL BE
FORMALLY SIGNED UPON APPROVAL BY
THE CITY COUNCIL
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Ann Moore
City Attorney
Dated:
11~30-0(P
Three-Party Agreement between
City of Chula Vista,
Terry A. Hayes Associates, LLC, Consultant, and
CV-42 Investments LLC, Applicant
F or Consulting Work to be
Rendered with regard to Applicant's
Riverwalk Sectional Planning Area (SPA) Plan
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Three-Party Agreement
Between
City of Chula Vista,
Terry A. Hayes Associates LLC, Consultant, and
CV-42 Investments, LLC, Applicant
For Consulting Work to be Rendered with regard to Applicant's 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 Cali forma, the person designated
on the attached Exhibit A as "Consultant", Terry A. Hayes Associates LLC, whose business form
and address are indicated on the attached Exhibit A, and the persons collectively designated on the
attached Exhibit A as "Applicant", CV -42 InvestIIlents, LLC, whose business forms and addresses
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 approximately 61.92 acres of land
("Property") commonly known as, or generally located as, described on Exhibit A, Paragraph I, 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 an 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 order for the City to process the Application of Applicant, work of the general nature
and type described in Exhibit A, Paragraph 4, ("Work") will need to be completed.
2.4. City does not presently have the "in-house" staff or resources to process the application
within the time frame requested for review by the Applicant.
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. Additional facts and circumstances regarding the background for this agreement are set
forth on Exhibit B.
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Three Party Agreement
Page 1
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3. Agreement.
NOW, THEREFORE, IT IS MUTUALLY AGREED TO BY AND BETWEEN THE CITY,
CONSULTANT, AND APPLICANT AS FOLLOWS:
3.1. Employment ofConsultai1t bv 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, within 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.
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
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Three Party Agreement
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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.
3.2.1.1. 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.
3.2.2. Reductions in Scope ofW ork. 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 Pavment ofComoensation bv Ap1?licant.
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 various bank accounts, and
upon doing so, shall proportionately distribute to the Deposit Trust, the average interest earned
during the period on its general fund.
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3.3.1.1.3. Any unused balance of Deposit Amount, including any
unused interest earned, shall be returned to Applicant not later than 30 days after the termination of
this Agreement and any claims resulting therefrom.
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:
4.1.1. Statutory Worker'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.
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4.2. Proof of Insurance Coverage.
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:
4.2.3 Security for Performance - Performance Bond. In the event that the need for a
Consultant to provide a Performance Bond arises, then Consultant shall provide to the City a
performance bond in the form prescribed by the City and by such sureties which are authorized to
transact such business in the State of California, listed as approved by the United States Department
of Treasury Circular 570, htto://www.fms.treas.gov/c570, and whose underwriting liroitation is
sufficient to issue bonds in the amount required by the agreement, and which also satisfy the
requirements stated in Section 995.660 of the Code of Civil Procedure, except as provided otherwise
by laws or regulations. All bonds signed by an agent must be accompanied by a certified copy of
such agent's authority to act. Surety companies must be duly licensed or authorized in the
jurisdiction in which the Project is located to issue bonds for the limits so required. Form must be
satisfactory to the Risk Manager or City Attorney which amount shall be indicated in an attachment
as "Performance Bond" Exhibit.
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 ofthe City and Applicant.
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 siroultaneously 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.
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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. ProperlY 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.
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.
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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.
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 AttomeyofCity 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 ofthis 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.
9.5. Applicant shall have no right to terminate Consultant, and shall not exercise any control
or direction over Consultant's work.
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.
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11. Hold Harmless and Indemnification.
11.1. Consultant to Indemnify City and Applicant re Iniuries.
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 (I) those claims, damages, liability, costs and expenses (including without limitation,
attorney fees) arising from the sole negligence or sole willful misconduct of the City its officers,
employees, or (ii) with respect to losses arising from Consultant's professional errors or omissions,
those claims arising from the negligence or willful misconduct of City its officers, 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 hot 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. Applicant to Indemnify City re Compensation of Consultant.
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 Indemnitees"), 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 Renresent 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 ofan 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. Governing LawNenue.
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 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.
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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 in this Agreement are for convenience only and shall not define or
limit the provisions hereof.
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.
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.
14. Ownership, Publication, Reproduction and Use of Material
All reports, studies, information, data, statistics, forms, designs, plans, procedures, systems
and any other materials or properties produced under this Agreement shall be the sole and exclusive
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property of City. No such materials or properties produced in whole or in part under this Agre=ent
shall be subject to private use, copyrights or patent rights by Consultant in the United States or in any
other country without the express written consent of City. City shall have unrestricted authority to
publish, disclose (except as may be limited by the provisions of the Public Records Act), distribute,
and otherwise use, copyright or patent, in whole or in part, any such reports, studies, data, statistics,
forms or other materials or properties produced under this Agree~ent.
(End of Page. Next Page is Signature Page.)
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Signature Page To
Three-Party Agreement
Between
City of Chula Vista,
Terry A. Hayes Associates LLC, Consultant, and
CV-42 Investments, LLC, Applicant
For Consulting Work to be Rendered with regard to Applicants' Project
NOW THEREFORE, the parties hereto, having read and understood the terms and conditions
of this agreement, do hereby express their consent to the terms hereofby setting their hand hereto on
the date set forth adjacent thereto.
Dated:
City of Chula Vista
By:
Cheryl Cox, Mayor
Attest:
Susan Bigelow, City Clerk
Approved as to Form:
Ann Moore, City Attorney
Dated:
Consultant: Terry A. Hayes Asso
BY~'
./ . "-
Terry A. Haye.s ~
Principal
Dated: //-:;{'7 ~ ""0
Applicant: CV -12 Inve~tments, LLC
/ f ~.' '7
,'/ U
1/ . --.,
1..-1/ / /fl~
ilill cntfem /" /.
Manager
By:
Three Party Agreement
Page 13
10-19
Exhibit A
Reference Date of Agreement:
Date of City Council Approval of Agreement
Effective Date of Agreement:
Date of City Council Approval of Agreement
City: City ofChula Vista, 276 Fourth Avenue, Chula Vista, CA ~1910
Consultant: Terry A. Hayes Associates, LLC
Business Form of Consultant:
( ) Sole Proprietorship
( ) Partnership
( ) Corporation
(X) Other: A California Limited Liability Company
Address: 8522 National Boulevard, Suite 102, Culver City, CA 90232
Applicant: CV -42 Investments, LLC
Business Form of Applicant:
( ) Sole Proprietorship
( ) Partnership
( ) Corporation
(X) Other: A California Limited Liability Company
Address: 5075 Shoreham Place, Suite 240, San Diego, CA 92122
1. Property (Commonly known address or General Description):
The Application covers approximately 61.92 acres located at the southwest quadrant of the SR-54
and 1-805 interchange and east of Second Avenue. The site is bordered on the north by the
Sweetwater River channel and the SR-54/I-805 freeway interchange. The 1-805 right-of-way is
located to the east ofthe site. The site is bordered on the south by residential development and on
the west by Second A venue and residential development.
2. Project Description ("Project"): The proposed project will consist of redesignating the site from
Open Space-Active Recreation to Medium Residential (6-11 dwelling units (du) per gross acre) and
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Parks and Recreation. The residential component of the project will consist of between 450 and 600
dwelling units. A 15- to IS-acre community park and approximately 2-acre Community Purpose
Facility (CPF) are proposed.
3. Entitlements applied for: General Plan Amendment, Planned Community Zone Reclassification
(including General Development Plan, Sectional Planning Area (SPA) Plan, and District Zoning
Regulations), Preliminary Grading Plan, Tentative Subdivision M'ap, and Design Review.
4. General Nature of Consulting Services ("Services--General"):
Consultant shall prepare an Environmental hnpact Report (ElR) for the Riverwalk project in
accordance with the City of Chula Vista Environmental Review Procedures; with the criteria,
standards and procedures of the California Environmental Quality Act (CEQA) ofl970, as amended,
(public Resources Code Sections 21000 et seq.) and the CEQA Guidelines (Public Resources Code
Section 15000 et seq.); and with other applicable regulations, requirements and procedures of any
other responsible public agency or any agency with jurisdiction by law. If there are conflicts between
the City ofChula Vista's requirements and those of any other agency, the City ofChula Vista's shall
prevail when the City is the Lead Agency. All work performed by Consultant shall be to the
satisfaction of City's Environmental Review Coordinator.
5. Detailed Scope of Work ("Detailed Services"):
Consultant shall prepare an ElR for the Riverwalk proj ecl. Consultant 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 ElR is current and
complete as to issues raised by such agencies. The Draft and Final ElR 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.
Consultant shall compile supporting documents into separate volume(s) to be referred to as the
Appendices to the ElR. The Appendices shall include the Notice of Preparation (NOP), responses to
the NOP and any technical reports and relevant technical information generated for the ElR.
The Detailed Services to be provided are described below:
Proiect Start-Un and Initiation
The Consultant shall attend a start-up meeting with the City to establish communication protocols,
confirm their understanding ofthe project, discuss key issues, review the schedule of deliverables,
and collect plans and documents. Following the start-up meeting and a thorough review of project
plans, the Consultant shall prepare a memorandum identifying outstanding information required to
complete the project description for the ElR. Upon receipt of the requested information, the
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Consultant shall prepare a draft project description and submit it to the City for review. The draft
project description shall include a text narrative supported by graphics.
In addition, the consultant will develop baseline data for use in the environmental analysis. Tills will
include collection and review of relevant planning documents and environmental studies and
regulations, including but not limited to, the updated City's General Plan and associated EIR, and
applicant-prepared support documents and technical studies. In asSembling baseline information for
the EIR, the Consultant will maximize use of existing data. As part of this task, the Consultant will
conduct general surveys of the site and vicinity to document existing conditions through notation,
photography, and mapping.
Initial Study and Notice of Preparation
The Consultant shall prepare an Initial Study to establish the scope of the EIR. Because a decision
has been made to prepare an EIR, and it is clear that a comprehensive set of issues will need to be
addressed, the Initial Study will not involve in-depth analysis, but will concisely indicate areas of
potential impact and the focus of the technical issue analyses that will be incorporated into the EIR.
lfit is determined that certain issues do not warrant evaluation in the EIR, sufficient analysis will be
provided to substantiate this determination. The Initial Study will be prepared using the City's
current Environmental Checklist form with explanations and sources provided to support the
determinations made on the checklist. The Consultant will prepare a Notice of Preparation (NOP) in
accordance with the City format, including the project setting, background, description, list of
discretionary actions and a discussion of the environmental effects to be addressed in the EIR.
Typical attachments to the NOP include a regional and vicinity map, conceptual land use map if
available and the list of agencies and organizations to receive the NOP. The latter will be prepared
by the City. The Consultant will submit a Screencheck Initial Study along with the NOP to the City
for review and will make revisions based on City comments. Following approval by the City, the
Consultant will produce the Initial Study and the NOP for distribution by the City.
Other CEOA Notices
At the completion of the Draft EIR preparation stage, consultant will prepare a draft and final Notice
of Completion (NOC) in the form presented in the most recently updated California Environmental
Quality Act (CEQA) Guidelines. The final NOC will reflect City comments on the draft NOC and
will be distributed with the Draft EIRs by the City.
After the City certifies the EIR, the Consultant will prepare a draft and final Notice of Determination
(NOD) in the form presented in the most recently updated CEQA Guidelines. The final NOD will
reflect City comments on the draft NOD and will be posted with the County Clerk by the City. In
addition, the Consultant will prepare a draft and final California Department of Fish and Game
Certificate offee exemption. The final certificate will reflect City comments on the draft certificate
and will be posted with the NOD by the City.
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Technical Studies
Air Quality Technical Report
The Consultant shall prepare an air quality analysis to analyze the potential for air quality impacts
resulting from short-term construction as well as long-term emissions from implementation of the
proposed project. The report will be included as a technical appendix to the EIR. The air quality
analysis will also evaluate the potential for carbon monoxide (CO) "hotspots" to existing nearby
existing and future sensitive receptors. The analysis will also identify traffic-generated emissions
that may impact sensitive receptors in the absence of mitigation measures. The air quality analysis
prepared by the Consultant shall:
. Discuss pertinent air quality statutes and regulations at the local, regional, state and federal
level;
. Describe regional meteorology and local conditions as measured at the relevant SDAPCD
Monitoring Station;
. Defme Thresholds of Significance based on City and SDAPCD criteria and guidelines;
. Evaluate construction emissions from building demolition, construction equipment, any
earthmoving operations, construction worker and delivery trips and the use of building
materials that may release criteria pollutants, such as volatile organic compounds (VOCs).
All emissions will be calculated on a daily and quarterly basis. Consultant shall coordinate
with the City or Applicant regarding development of construction modeling assumptions;
. Assess mobile source emissions, including but not limited to quantification of emissions
from project-generated traffic using regional travel characteristic data obtained from
SANDAG and the SDAPCD and the EMF AC2002 emission factor model;
. Assess regional stationary source emissions, including but not limited to quantification of
emissions from electricity production and natural gas consumption;
. Analyze traffic effects on localized carbon monoxide concentrations. Impacts will be
determined based on the potential for proj ect emissions to exceed Federal and State ambient
one-hour and eight-hour carbon monoxide (CO) concentrations. This evaluation will be
conducted at up to 20 intersections, with and without the impact of project development,
utilizing the CALINE 4 model;
. Assess conformance with applicable air quality plans and policies, including but not limited
to the RAQS, Transportation Control Measure (TCM), and City's CO2 Reduction Plan;
. Develop mitigation measures where appropriate to address significant air quality impacts;
and
. Conduct a Health Risk Assessment (BRA) in accordance with the City's methodology to
evaluate potential health risk impacts due to increased levels of emissions from stationary
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and mobile sources and construction and operation emissions. The assessment will address
sensitive uses within 500 feet of the adjacent I-80S and SR-54 freeways. The HRA will be
included as part of the air quality technical report and will be summarized in the EIR.
Noise Technical Study
The Consultant shall conduct a noise study to evaluate the extent to which noise associated with
short-term construction activities, traffic circulation, and other aspects of proj ect operations
impact noise sensitive uses. The report will be included as a technical appendix to the EIR. The
Consultant shall:
. Discuss local plans, regulations, ordinances, and guidelines related to community noise and
ground-borne vibration;
. Survey and map noise-sensitive land uses near the project site and along the proposed
construction haul route. In addition, Consultant shall identify existing noise sources present
within the area that may affect proposed sensitive uses. Consultant shall conduct two 48-
hour noise measurements to establish the ambient noise level within the project site and
surrounding area;
. Predict construction-period noise impacts by: (1) utilizing published construction equipment
noise level data to characterize the noise source, and (2) applying industry standard distance
attenuation and barrier insertion loss formulas to estimate construction noise levels.
Construction-period noise will then be compared to the ambient noise level at each receptor
location to determine significance;
. Evaluate potential mobile-source and stationary-source noise impacts related to development
of the project. Roadway noise impacts will be evaluated at up to 20 roadway segments using
a roadway noise prediction model. Stationary-source noise impacts (e.g., noise from on-site
mechanical equipment) will be evaluated using standard sound-distance attenuation and
barrier insertion loss calculation formulas. This analysis will be conducted for up. to three
scenarios (e.g., Existing, Future No-Project, and Future with Project);
. Determine impacts based on ambient noise measurement data and whether proposed land
uses are considered noise compatible. This will include an assessment of potential noise
issues associated with areas of vertically and horizontally mixed residential and commercial
use proposed within the SPA; and
. Develop appropriate mitigation measures where significant impacts are identified.
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Draft EIR Preparation
The Consultant shall prepare the fIrst screencheck Draft EIR for review by the City of Chula Vista.
The EIR will be written in compliance with the criteria, standards and procedures of the CEQA
Statute and Guidelines, as well as the Environmental Review Procedures of the City of Chula Vista
and the regulations, requirements and procedures of any other responsible public agency with
jurisdiction by law. In general, the Draft EIR and associated technical studies shall assemble all
available data, originate new studies and provide an assessment of the probable short- and long-term
cumulative impacts of the project. In addition, the Draft EIR shall provide an evaluation of all
feasible mitigation measures, which could be carried out to reduce or eliminate adverse impacts of
the proposed proj ect. The Draft EIR, where appropriate and as directed by City staff, shall also
analyze all feasible alternatives to the project as proposed.
The Consultant shall prepare the EIR in the following format:
Table of Contents. This section provides a list of the EIR contents, including a list of tables and
exhibits.
Executive Summary. This section provides an overview of the proposed project, and the key
conclusions set forth in the EIR regarding environmental impacts and mitigation measures. It will
summarize the background and need for the proj ect, required discretionary actions, any known areas
of controversy, and the objectives and basic characteristics of the project. The Executive Summary
will identify and briefly discuss the environmental impacts associated with implementation of the
project (whether benefIcial or adverse, significant or less than significant), and will contain a
summary analysis of alternatives to the project. The Executive Summary will also include a table
identifying all of the issues evaluated, their impacts, corresponding mitigation measures, and the
level of impact significance after mitigation.
Introduction. This section describes the purpose, scope and legislative authority of the EIR, the intent
of CEQA and other pertinent environmental rules and regulations, and the environmental review
process. The section will also include the structure, required contents and relationship of the EIR to
other potential responsible or trustee agencies. The EIR's relationship to previously prepared
documents will be described.
Environmental Setting. This section will provide an overview of the local and regional
environmental setting for the project, including a description of physical conditions and natural
resources in the project vicinity and from a regional perspective. This section will identify
applicable plans and policies related to the project and defIne the related projects and/or growth
factor assumptions used as the basis for the cumulative impact analyses.
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Proiect Description. The scope of work for this section of the EIR will include the following:
. Location and Boundaries: This subsection shall provide a description of the size,
boundaries, and location of the project at the local and regional level. Supporting
graphics will be provided.
. Statement of Objectives: This subsection shall define the objectives and underlying
purpose of the project. It is assumed that these objectives will be developed jointly
between the applicant and the City and will most likely reflect planning, environmental,
and economic goals. The Statement of Project Objectives, in conjunction with an
identification of the Project's significant impacts, will provide the basis for selecting a
reasonable range of project alternatives to be evaluated within the EIR.
. Project Characteristics: This subsection shall provide an overview of the project and
describe its specific attributes. Project characteristics will be described based on a draft
SPA Plan, Tentative Lotting and Grading Plan, Planned Community District Regulations,
and other relevant descriptive information provided by the applicant. This section will
also state the time frame for proj ect construction and phasing, required discretionary
actions and approvals, agencies expected to use the EIR, and any federal, state or local
environmental review and consultation requirements related to the CEQA process.
Environmental Impact Analvsis. For each environmental issue to be analyzed in the EIR, this section
will provide an analysis based on the following structure:
.
Existing Environmental Setting,
Thresholds of Significance,
.
.
Impacts,
Level of Significance Prior to Mitigation,
Mitigation Measures
Level of Significance after Mitigation.
.
.
.
The assessment of environmental impacts will be consistent with CEQA and the CEQA Guidelines
(Section 15126). The following are the environmental issues that are anticipated to be addressed in
the EIR:
Land Use, Planning and Zoning: The land use analysis would include discussion of potential
impacts to existing adjacent offsite land uses and land use intensities, as well as land use plans and
policies. Therefore, the analysis will contain a comparative analysis of both "plan-to-ground," or
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--I
physical impacts that the proj ect would have on existing uses, as well as "plan-to-plan" impacts to
make sure that all potential environmental effects related to land use and planning are considered.
Section 15125 (d) of the CEQA Guidelines requires that a discussion of inconsistencies between the
proposed project and applicable general plans and regional plans be provided (the "plan-to-plan"
analysis). The consistency analysis for the proposed project with applicable plans, policies and
regulations would be provided in the EIR. The plans, policies and~egulations that are applicable to
the proposed project that would be discussed in the Land Use and Planning section, include but may
not be limited to:
. City ofChula Vista General Plan
. City of Chula Vista Growth Management Ordinance
. Zoning Ordinance
. Proposed Urban Core Specific Plan
. Redevelopment Agency's Five-Year Implementation Plan
This section will also acknowledge the proximity of the site to the City of National City and County
of San Diego jurisdictions, and discuss land use compatibility issues related to these jurisdictions.
The analysis will identify significant impacts, if any, and provide mitigation measures as appropriate
to minimize significant impacts.
Landform Alteration and Aesthetics: This section will include a detailed evaluation oflandform,
community character, and views of the site from adjacent areas. Information that will be used to
evaluate visual impacts of the proj ect, include but may not be limited to: the existing and proposed
site elevation, mass and scale of the proposed project and architectural design, photosimulations
prepared by the Consultant, data from the site plan, landscape elements, other available information
from the project applicant and other major physical elements that will have high visual prominence,
including signage. Consultant will conduct field investigations and analyze the project's visibility,
view corridors, scenic resources, light/glare conditions, shadow conditions, and likelihood of project
elements contrasting with existing visual quality and community character. The analysis will
identify significant impacts, if any, and provide mitigation measures as appropriate to minimize
significant impacts.
Noise: This section of the EIR shall summarize the results of the City-approved Noise Technical
Report prepared by the Consultant, as described above. The final Noise Technical Report will be
included as an appendix to the EIR.
Air Quality: This section of the EIR shall summarize the results of the City-approved Air Quality
Technical Report prepared by the Consultant, as described above. The final Air Quality Technical
Report will be included as an appendix to the EIR
Transportation, Circulation and Access: The Consultant will review the traffic study provided by
the City and incorporate the findings ofthe technical traffic report into the traffic section of the EIR.
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This section will identify potential construction and operational traffic impacts resulting from the
proposed proj ect and recommend mitigations measures as necessary to minimize significant impacts.
The traffic study will be appended to the EIR.
Hydrology/Drainage/Water Quality: The Consultant will review the drainage and water quality
report provided by the City and summarize its findings in the EIR. Using this report, the EIR section
will present an assessment of the potential for the proposed project to impact local hydrology and on-
and off-site water quality during construction and operation of the proposed project. Relevant
information from the project's Storm Water Pollution Prevention Plan will be included to address
urban runoff and water quality issues. The Consultant will also include the project's relationship
with the San Diego Region's Standard Urban Storm Water Mitigation Plan (SUSMP) and the City's
Jurisdictional Urban Run-off Master Plan (JURMP). Appropriate mitigation measures, including
best management practices for the construction and post construction condition, will be identified, as
necessary, to reduce project related impacts.
Geology and Soils: The Consultant will review the geotechnical report provided by the City and
summarize its findings in the EIR. City documents (e.g., City ofChula Vista General Plan), as well
as the most current information available from the California Geological Survey (CGS), will also be
reviewed. Using the information from the geotechnical report and other sources, the EIR section will
identify all geotechnical constraints and hazards within and adjacent to the project site, including,
active faults, Alquist-Priolo Fault Hazard Zones, liquefaction, subsidence, slope stability, IOO-year
flood plains, etc. Impacts will be assessed based on City established thresholds and feasible
mitigation measures will be included for significant and potentially significant impacts.
Public Services and Utilities: Consultant will contact potentially affected agencies to identify and
obtain information for an analysis of the existing services, the project's impacts to the services
(including the proposed change in land use), and recommended mitigation measures. Consultant will
contact agencies associated with the areas of sewer and water service, police service, fire protection,
emergency medical services, libraries, parks, schools, solid waste disposal, gas and electric, and
telephone and cable. The discussion will focus on the required alteration of existing facilities,
expansion of new facilities, and the increased demand on services based on City approved standards
and measures. The analysis will identify significant impacts, if any, and provide mitigation measures
as appropriate to minimize significant impacts.
"
Hazardous Materials: The Consultant review the Phase I Environmental Site Assessment (ESA)
provided by the City and will summarize the recommendations and conclusions regarding the
. historical uses of the project site, potential hazardous substances found on the project site, and the
potential impacts that these substances would have on the proposed project. Other City documents,
such as the General Plan, may be reviewed in the preparation of this evaluation. The analysis will
identify significant impacts, if any, and provide mitigation measures as appropriate to minimize
significant impacts.
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Cultural and Paleontological Resources. The Consultant will review the cultural and
paleontological resources reports provided by the City and will evaluate the potential for the
proposed project to impact identified cultural and/or historic resources. An evaluation will also be
provided discussing the potential for paleontological resources to be uncovered during grading of the
site or other construction activities. Evaluation will be based on the underlying geology of the area
and communications with San Diego Natural History Museum staff. The analysis will identify
significant impacts, if any, and provide mitigation measures as appropriate to minimize significant
impacts.
Population and Housing. The Consultant will compare the forecasted increases in population,
housing, and employment stemming from the proposed project to regional estimates prepared by
SANDAG to determine ifprojections are consistent. The potential ofthe proposed project to induce
substantial population growth, impact the local housing stock, displace existing residents, and impact
local employment opportunities, will be thoroughly evaluated in this EIR section. The analysis will
identify significant impacts, if any, and provide mitigation measures as appropriate to minimize
significant impacts.
Mineral Resources. The Consultant will conduct an analysis of the potential for locally or regionally
significant mineral resources to occur on-site and the potential project-related impacts to such
resources. City documents, such as the General Plan, will be reviewed in the preparation of this
section of the EIR. The analysis will identify significant impacts, if any, and provide mitigation
measures as appropriate to minimize significant impacts.
Agricultural Resources. This section of the EIR will address the potential for loss of Prime or
Unique Farmland, or Farmland of Statewide Importance with implementation of the proposed
proj ect. Impacts to important agricultural lands and the conversion of agricultural land to non-
agricultural use will be thoroughly assessed. The analysis will identify significant impacts, if any,
and provide mitigation measures as appropriate to minimize significant impacts.
Threshold Analysis: Based on the analyses presented in the public services and facilities section of
the EIR, the Consultant shall review and evaluate the proposed project's compliance with the City's
Growth Management Ordinance (Chapter 19.09 of the Municipal Code) that contains Quality of Life
Threshold Standards related to the following issues: drainage, traffic, fiscal, police, schools, libraries,
water, air quality, sewage, fire/emergency services, parks, recreation and open space. This section of
the EIR shall summarize the project's consistency with the established thresholds standards and
determine if the requirements have been satisfied.
Other CEQA Mandated EIR Sections
In accordance with Article 9 of the State CEQA Guidelines, the EIR will contain a discussion of the
irreversible environmental changes that will result from the proposed project, unavoidable significant
impacts and those effects found not to be significant. The EIR will contain a list of all references
used and persons and agencies contacted in preparation ofthe EIR. In addition, the EIR will list all
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persons involved in the preparation of the document and their title and role. Detailed scopes of
analysis for cumulative and growth inducing impacts and alternatives are provided below:
Cumulative Impacts: This section will be based on a list and description of closely related past,
present and reasonably foreseeable future projects within the project vicinity that would have the
ability to contribute to cumulative effects in any of the environmental issue areas discussed in the
ErR. This section will evaluate whether individual project imp'acts create any newly identified
cumulatively significant impacts when viewed in combination with these other projects. The
discussion will include an assessment of the project's ability to compound or increase adverse
environmental impacts when added to cumulative projects. The cumulative analysis will evaluate
compliance with adopted "Threshold Standards" and applicable policies and programs.
Growth Inducement: The growth inducement discussion will assess the potential of the proposed
proj ect to induce economic or population growth and the construction of additional housing, either
directly or indirectly, in the surrounding environment. Growth management and compliance with the
Chula Vista Threshold Standards, including the phasing and delivery of community services and
facilities to serve new development in a timely and logical fashion will be discussed. The project
will also be discussed in relationship to its compliance with regional and local growth management
policies and growth forecast assumptions. In addition, the potential for use oflarge amounts of fuel
or energy will be discussed.
Alternatives: The ErR will address a reasonable range of project alternatives that could feasibly
attain the basic objectives of the proposed project. Determination of specific alternatives will be
made in coordination with City staff. The focus of the Alternatives discussion will be those project
alternatives that reduce or avoid any identified significant environmental impacts, in accordance with
the requirements of CEQA. The Alternatives discussion will include a comparative analysis ofthe
various project alternatives in relation to the proposed project. The analysis will include a
quantitative analysis of effects, where appropriate. The Alternatives will include the "No Project
Alternative" (existing General Plan designation) and a "No Development" Alternative. Additional
alternatives may include a reduced density and/or alternative use altemative(s). An Environmentally
Superior Alternative, other than the No Project Alternative, will be identified.
Appendices
The Appendices shall include an Initial Study, a copy of the Notice of Preparation (NOP), Responses
to the NOP, and any technical studies prepared for the project that are not a part of the EIR.
Miti\!ation Monitorin\! and Renortin\! Pro\!ram (MMRP)
For all mitigation measures identified in the ErR, the Consultant will prepare a monitoring program
in conformance with the City's format that will allow the City to verify that the required mitigation
measures have been implemented. The program will explicitly identify what entity is responsible for
implementing the measure, the entity responsible for monitoring enforcement of the measure and the
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phase of the project (pre-construction, construction, or post-construction) when the measure would
be implemented. Draft and final versions of the MMRP shall be prepared.
Draft EIR Processinl! and Document Revisions
The Consultant shall prepare three (3) screencheck draft EIRs prior to preparation of the public
review version of the Draft ElR. The second, third and public re,,}iew copies ofthe Draft EIR will
incorporate comments received on prior versions of the reports.
Final EIR Prenaration and Content
Upon completion of agency and public review, the Consultant will prepare written responses to all
letters of comment and public testimony received during public review. All comments received in
response to the EIR will be discussed with the City staff, and an approach to the responses will be
subj ect to City approval prior to preparation of the draft responses. Draft responses to comments
will be submitted to City staff for review. The Consultant will then revise responses in accordance
with City direction and will prepare the document for final distribution. As needed, the traffic
consultant for the proj ect will assist in the preparation of responses to public comments on the traffic
study. The Final EIR will include the EIR text with necessary revisions requested by City staff or as
a result of the public review process, list of agencies and individuals that commented on the Draft
EIR, letters of comment and responses, the Findings and Statement of Overriding Considerations (if
applicable), appendices, and the MMRP.
Findinl!s and Statement of Overridinl! Considerations
The draft Candidate CEQA Findings will be submitted at the beginning of the public review period
of the Draft EIR to allow sufficient time to review for completeness and adequacy. The Findings
will include all measures which would be implemented to mitigate potentially significant impacts; a
statement, as appropriate, that the proj ect mitigation may be the responsibility of another agency; and
an evaluation of project alternatives and why each was found to be infeasible. A major portion of the
Findings will be compiled using information contained in the EIR.
The Statement of Overriding Considerations (SOC) will be prepared, if applicable, and will present
the social, economic or other reasons why the proj ect should be approved even though significant
environmental impacts may result (i.e., why the project's benefits override the environmental issues).
Similar to the Candidate CEQA Findings, the SOC (if applicable) will be presented in draft form to
the City at the beginning of the public review period. The Findings and SOC will be revised as City
determines to be necessary, and printed to accompany the Final EIR. The Findings and SOC shall
follow the format and style as generally accepted by the City of Chula Vista.
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Meetinl!:s and Hearinl!:s
The Consultant's work efforts will involve on-going project management to include regular
coordination with City staff and project tearn members. The Consultant's project manager will meet
weekly with City staffto discuss the EIR progress and issues as they arise. At the request of the City,
the Consultant shall assist with the preparation of meeting agendas and minutes. At a minimum,
attendance at the following will be required: .
. One (I) Proj ect initiation meeting with the City, Applicant( s), and others as determined by
City staff;
. One (I) public workshop, if requested by the City;
. Weeldy meetings with City staff to discuss EIR progress and issues as they arise;
. One Scoping Meeting;
. One (1) Resource Conservation Commission meeting;
. One (1) CYRC public hearing to close public review of the DEIR;
. One (1) Planning Commission hearing on the final EIR;
· One (1) Chula Vista Redevelopment Corporation (CYRe) meeting on the [mal ElR; and
· One (I) City CouncillRedevelopment Agency hearing on the [mal ElR and project.
Additional meetings beyond those listed would be provided under a separate scope of work on a time
and materials basis, with prior authorization from the Environmental Projects Manager.
Proiect Manal!:ement
This task includes consistent and thorough coordination with the Environmental Project Manager.
Specific tasks include monitoring the project status, schedule, and budget and informing the
Environmental Project Manager of any changes to the approved scope of work or schedule on a
timely basis. Monthly status reports as well as preparation oftearn meeting notes are required. This
task also includes overall quality assurance and quality control of written documents.
Deliverable Products
Notices
· One (I) copy each draft and [mal Notice of Preparation, hard copy and electronic
· One (I) copy each draft and final Notice of Completion, hard copy and electronic
· One (1) copy each each draft and final Notice of Determination and California Department
ofFish and Garne (CDFG) fee certification letter, hard copy and electronic
Project Description
Ten (10) copies of a Preliminary Draft Project Description, stapled.
One (1) reproducible copy of the Final Project Description.
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Technical Reports
Five (5) copies each of the draft and final air quality technical reports.
Five (5) copies each of the draft and final noise technical reports.
Screen check EIRs
. Twenty-five (25) total copies of the First Screencheck Draft ElR and Technical Appendices. Ten
(10) copies in three-ring binders and the remainder bound. The First Screencheck Draft ElR
shall be prepared in Microsoft Word and shall be printed at 1.5 spacing;
. Twenty-five (25) total copies of the Second Screencheck Draft ElR, MMRP and Technical
Appendices (only those that changed from first screencheck). Ten (10) copies in three-ring
binders and the remainder bound. The Second Screencheck Draft ElR shall be prepared in
Microsoft Word and shall be printed at 1.5 spacing;
. Five (5) copies of the Third Screencheck Draft ElR, MMRP and Technical Appendices (only
those that changed from second screencheck), bound. The Third Screencheck Draft ElR shall be
printed double-sided, at single spacing;
Public Review Draft EIR
. Thirty-five (35) total copies of the Draft ElR and Technical Appendices (Final), including ten
(10) copies of the documents provided in three-ring binders and the remainder bound;
. Sixty (60) total copies of the Executive Summary bound or stapled with sixty (60) CD-ROMs
containing the Draft ElR, Technical Appendices, including all graphics and tables, in pdf format
attached to the Executive Summary in a CD "sleeve";
. One (1) reproducible copy of the [mal MMRP;
Final EIR, Findings and Statement of Overriding Considerations (if applicable)
. Five (5) copies and one reproducible copy each of the draft and final Findings and Statement of
Overriding Considerations;
. Five (5) copies and one reproducible copy each of the draft and final responses to comments and
amended ElR sections;
. Ten (10) screencheck copies ofthe Final ElR, MMRP and Appendices (only those that changed
due to comments received during public review), and Candidate CEQA Findings and Statement
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of Overriding Considerations (if applicable), including five (5) copies provided in three-ring
binders and the remainder bound;
. Thirty-five (35) copies of the Final EIR, MMRP and Appendices (only those that changed as a
result of comments on the screencheck Final EIR), and Candidate CEQA Findings and Statement
of Overriding Considerations (if applicable), including five (5) copies of the Final EIR provided
in three-ring binders and the remainder bound; :
. One (1) reproducible master copy ofthe Final EIR, MMRP, Appendices, Findings and Statement
of Overriding Considerations (if applicable) suitable for reproduction on City equipment and not
three-hole punched; and
. One computer disk copy or CD ROM version of the Final EIR, MMRP, Appendices, Findings
and Statement of Overriding Considerations (if applicable) that can be read by Microsoft Word.
6. Schedule, Milestone, Time-Limitations within which to Perform Services.
Date for Commencement of Consultant Services:
(X) Same as Effective Date of Agreement
Dates or Time Limits for Delivery of Deliver abies:
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.
Provide Draft Project Description - December 14,2006.
Screencheck Initial Study and Notice of Preparation - January 5, 2007.
Final Initial Study and Notice of Preparation: Two (2) days after receipt of
City comments on Screencheck Initial Study and Notice of Preparation.
First Draft Air QualitylHRA and Noise Technical Reports - March 7, 2007
(assumes City provides Consultant with second screencheck draft traffic
report on or by February 14, 2007).
Second Draft Air QualitylHRA and Noise Technical Reports - Two (2)
weeks after receipt of City comments on First Draft Air Quality/BRA and
Noise Technical Reports.
Final Draft Air QualitylHRA and Noise Technical Reports - One (I) week
after receipt of City comments on Second Draft Air QualitylHRA and Noise
Technical Reports.
First Screencheck Draft EIR and Technical Appendices - May 2, 2007
(assumes City approves all technical reports on or by April 18, 2007).
.
.
.
.
.
.
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o Second Screencheck Draft EIR,:MMRP and Technical Appendices - Two (2)
weeks after receipt of City comments on First Screencheck Draft EIR.
o Third Screencheck Draft EIR, :MMRP and Technical Appendices - Two (2)
weeks after receipt of City comments on Second Screencheck Draft EIR.
o Public Review Draft EIR, :MMRP and Technical Appendices - Five (5) days
after receipt of City comments on Third Screencheck Draft EIR.
o First Draft Findings and Statement of Overriding Considerations, if
applicable - Two (2) weeks after start of public review of the Draft EIR and
Technical Appendices.
o Second Draft Findings and Statement of Overriding Considerations - One (1)
week after receipt of City comments on First Draft Findings and Statement of
Overriding Considerations.
o First Draft Responses to Comments received during public review including
hearing testimony - Two (2) weeks after end of public review of the Draft
EIR and Technical Appendices.
o Screencheck Final EIR including a list of persons, organizations, and public
agencies commenting on the DEIR, responses to comments, MMRP,
corrections and additions to the DEIR, Findings, Statement of Overriding
Considerations - Two (2) weeks after receipt of City comments on First Draft
Responses to Comments.
o Final EIR including a list of persons, organizations, and public agencies
commenting on the DEIR, responses to comments, :MMRP, corrections and
additions to the DEIR, Findings, Statement of Overriding Considerations-
One and one half weeks after receipt of City comments on Screencheck Final
EIR and associated documents.
Dates for Completion of all Consultant Services: Date of City Council fmal action on
environmental documents, or completion of all tasks to the satisfaction of the City's
Environmental Review Coordinator, whichever is later.
7. Documents to be provided by City to Consultant:
(X) site plans (X) grading plans (X) architectural elevations (X) project description from
applicant's application (X) other: Sectional Planning Area (SPA) Plan, first drafts of the
biological resources study and Water Supply Assessment; second drafts of the traffic study,
cultural/paleontological resources studies, geotechnical study, phase 1 Environmental Site
Assessment, drainage study, water quality management plan, sewer study, public facilities
financing plan (PFFP); City's standard Initial Study Checklist form, NOP format, Health
Risk Assessment methodology, :MMRP format, and Findings and Statement of Overriding
Considerations format.
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8. Contract Administrators.
City: Bob McSeveney, Principal Management Assistant
Public Services Building
276 Fourth Avenue
Chula Vista, CA 92010
Tel:(619)585-5712
Applicant: CV 42 Investments, LLC
Attn: William Ostrem
5075 Shoreham Place, Suite 240
San Diego, CA 92122
Tel:(619) 890-3526
Consultant: Terry A. Hayes Associates. LLC
8522 National Boulevard, Suite 102
Culver City, Ca 90232
Tel (310) 839-4200
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.
( )
Category No.5.
( )
Category No. 6.
11/28/2006
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.
Investments in business entities and sources of income ofthe
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 ofthe
type which, within the past two years, have contracted with
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the designated employee's department to provide services,
supplies, materials, machinery or equipment.
( )
Category No. 7.
Business positions.
10. Insurance Requirements:
..
(X) Commercial General Liability: $1,000,000.
(X) Automobile Liability: $1,000,000.
(X ) Worker's Compensation: Statutory
(X) Employer's Liability: $1,000,000.
(X) Errors and Omissions Liability: $2,000,000.
II. Permitted Subconsultants:
None
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Exhibit B
Additional Recitals
WHEREAS, the Applicant has submitted an application for the processing ofthe Riverwalk
~~ :
WHEREAS, pursuant the California Environmental Quality Act (CEQA) the Environmental
Review Coordinator has determined that the proposed project requires the preparation of an EIR;
WHEREAS, on August 16, 2006, the Environmental Review Coordinator distributed a
Request for Proposals (RFP) to the Association of Environmental Professionals and to all consulting
firms listed on the City's list of Qualified Environmental Consultants, inviting prospective
Consultants to submit proposals for the proposed Riverwalk EIR;
WHEREAS, four proposals were submitted to the City in response to the RFP;
WHEREAS, a Selection Committee was established pursuant to Section 2.56.110 of the
Municipal Code to review the qualifications and conduct interviews of the most qualified firms
based on established evaluation criteria;
WHEREAS, the Selection Committee interviewed all four firms and recommended Terry
A. Hayes Associates, LLC. to perform the required services for the City;
WHEREAS, the Environmental Review Coordinator has negotiated the details of this
agreement in accordance with the Environmental Review Procedures;
WHEREAS, the Applicant has deposited or will deposit funds for the consulting services
necessary for the preparation of the environmental documents;
WHEREAS, Terry A. Hayes Associates, LLC. is uniquely qualified to serve as the
Environmental Consultant for this contract based on their familiarity with the urban nature of the
site, their redevelopment experience, technical expertise in the areas of noise, air quality and Health
Risk Assessments and their demonstrated familiarity with project features and requirements;
WHEREAS, Terry A. Hayes Associates, LLC. represents that they are experienced and
staffed in a manner such that they can prepare and deliver the required services to the City of Chula
Vista within the necessary timeframes; and
WHEREAS, the proposed contract with Terry A. Hayes Associates, LLC. to provide
consultant services would be in an amount not to exceed $146,092 with an additional $36,523 for
additional services should they be necessary.
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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: $ 182,615 (including contingency fee if authorized in the
sole discretion of the City's Environmental Review Coordinator as provided below)
Milestone or Event
Percent and
Amount
Of Fixed
Fee
1. Signing of this agreement by all parties and upon the request
of the Consultant.
$14,609 (10%)
2. Submittal of First Screencheck Environmental Document*
$58,437 (40%)
3. Submittal of Second Screencheck Environmental
Document**
$14,609 (10%)
4. Commencement of Public Review
$21,914 (15%)
5. Completion of Final Environmental Document
$21,914 (15%)
$14,609 (10%)
6. Completion of All Remaining Tasks as outlined in Exhibit
"A" to this Agreement
Subtotal
$146.092.00
7. 25% Contingency Fee*** (for task(s) as determined at the
sole discretion of the City's Environmental Review
Coordinator)
$36,523.00
Total Fixed Fee Amount
$182,615.00
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.
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") to the satisfaction of the
Environmental Review Coordinator. Payment shall not be made until the City's Environmental
Review Coordinator determines that a complete screencheck document has been submitted.
..
For purposes of payment the second screencheck shall completely address all comments identified in
the first screencheck to the satisfaction of the Environmental Rev.iew Coordinator. Payment shall not
be made until the City's Environmental Review Coordinator 'determines that a complete second
screencheck document has been submitted.
...
Pursuant to Section 3.2.2 of this Agreement, the Environmental Review Coordinator in their sole
discretion independently and or upon request from the Consultant, may from time to time, 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 ($36,523.00).
( ) 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 hereinbelow ("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.
Phase
Fee for
Said Phase
1.
$
2.
$
3.
$
4.
$
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( ) Time and Materials
For performance of the General and Detailed Services of Consultant as herein required,
Applicant shall pay Consultant for the productive hours oftime and material spent by Consultant in
the performance of said Services, at the rates or amounts set forth hereinbelow according to the
following terms and conditions:
() NoHo-Exceed Limitation on Time and Materials Arrangement
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 including all
Materials and other "reimburseables" ("Maximum Compensation"). The City will also
receive a standard administrative fee amounting to 1 0% of the contract.
( ) Limitation without Further Authorization on Time and Materials Arrangement
At such time as Consultant shall have incurred time and materials equal to (plus
the 25% contingency if authorized in the sole discretion of the City's Environmental Review
Coordinator as provided 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.
Rate Schedule
Categorv of Emplovee
Name
Hourly
Rate
Proj ect Principal
Senior Associate (Project Manager)
Senior Env. Scientist
Planner
Assistant Planner
Graphics
Administrative Assistant
Terry Hayes*
Madonna Marcelo*
Sam Silverman*
$151
$107
$78
$57
$53
$87
$40
*Other individuals from the Consultant firm may be substituted in place of the names listed
solely at the discretion of the City's Environmental Review Coordinator.
() Consultant's hourly rates may increase by 6% for services rendered after
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Materials Separately Paid For by Applicant
( ) Materials
Reports
Copies
( ) Travel
( ) Printing
( ) Postage
( ) Deli very
( ) Long Distance Telephone Charges
( ) Other Actual Identifiable Direct Costs
( ) Other
Cost or Rate
None. Included in Cost.
None. Included in Cost.
None. Included in Cost.
None. Included in Cost.
None. Included in Cost.
None. Included in Cost.
None. Included in Cost.
Deposit
(X) Deposit Amount: $73,046. The remaining contract balance of$73,046 shall be deposited at
the City's request but no later than 10 days following the City's approval of the First
Screencheck Draft EIR. Applicant further agrees to deposit within 10 days if City requests to
do so, a sum (estimated to be up to $36,523 (contingency fee) for additional services if such
services are required by the City's Environmental Review Coordinator.
(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.
Applicant agrees to maintain a minimum balance of
immediately replenished upon the request of the City.
in subj ect account that shall be
( ) 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.
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(X) Bill Processing:
A. Consultant's Billing to be submitted for the following period oftime:
(X) Monthly
( ) Quarterly
(X) Other: In accordance with milestones identified. herein.
B. Day of the Period for submission of Consultant's Billing:
(X) First of the Month
( ) 15th Day of each Month
( ) End of the Month
(X) Other: Upon completion of the milestones identified herein.
C.
City's Account Number: To be assigned after agreement is processed.
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