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HomeMy WebLinkAboutPMC - 2010 Agreement for Planning Division Consultant AGREEMENT FOR SERVICES This AGREEMENT made this lih day of March, between: CITY: City of Gilroy, having a principal place of business at 7351 Rosanna Street, Gilroy, California and CONSULTANT: Pacific Municipal Consultants, having a principal place of business at 2729 Prospect Park Drive. Suite 220; Rancho Cordova. CA 95670. ARTICLE 1. TERM OF AGREEMENT This Agreement will become effective on March 12.2010 and will continue in effect through the completion of the tasks contained in the scope of work unless terminated in accordance with the provisions of Article 7 of this Agreement. ARTICLE 2. INDEPENDENT CONTRACTOR STATUS It is the express intention of the parties that CONSULT ANT is an independent contractor and not an employee, agent, joint venturer or partner of CITY. Nothing in this Agreement shall be interpreted or construed as creating or establishing the relationship of employer and employee between CITY and CONSULTANT or any employee or agent of CONSULTANT. Both parties acknowledge that CONSULT ANT is not an employee for state or federal tax purposes. CONSULTANT shall not be entitled to any of the rights or benefits afforded to CITY'S employees, including, without limitation, disability or unemployment insurance, workers' compensation, medical insurance, sick leave, retirement benefits or any other employment benefits. CONSULT ANT shall retain the right to perform services for others during the term of this Agreement. ARTICLE 3. SERVICES TO BE PERFORMED BY CONSULTANT A. Specific Services CONSULTANT agrees to: Perform the services as outlined in Exhibit "A" ("Specific Provisions") and Exhibit "B" ("Scope of Services"), within the time periods described in Exhibit "C" ("Payment Schedule") and Exhibit "D" ("Milestone Schedule"). B. Method of Performing Services CONSULTANT shall determine the method, details and means of performing the above- described services. CITY shall have no right to, and shall not, control the manner or determine the method of accomplishing CONSULTANT'S services. IVPAPPI764446.1 061708-04706083 -1- Ow C. Employment of Assistants CONSULTANT may, at the CONSULTANT'S own expense, employ such assistants as CONSULTANT deems necessary to perform the services required of CONSULTANT by this Agreement, subject to the prohibition against assignment and subcontracting contained in Article 5 below. CITY may not control, direct, or supervise CONSULTANT'S assistants in the performance of those services. CONSULTANT assumes full and sole responsibility for the payment of all compensation and expenses of these assistants and for all state and federal income tax, unemployment insurance, Social Security, disability insurance and other applicable withholding. D. Place of Work CONSULTANT shall perform the services required by this Agreement at any place or location and at such times as CONSULT ANT shall determine is necessary to properly and timely perform CONSULTANT'S services. ARTICLE 4. COMPENSATION A. Consideration In consideration for the services to be performed by CONSULTANT, CITY agrees to pay CONSULTANT the amounts set forth in Exhibit "e". B. Invoices CONSULTANT shall submit invoices for all services rendered. C. Payment Payment shall be due according to the payment schedule set forth in Exhibit "C". No payment will be made unless CONSULTANT has first provided City with a written receipt of invoice describing the work performed and any approved direct expenses (as provided for in Exhibit "A", Section IV) incurred during the preceding period. If CITY objects to all or any portion of any invoice, CITY shall notify CONSULTANT of the objection within thirty (30) days from receipt of the invoice, give reasons for the objection, and pay that portion of the invoice not in dispute. It shall not constitute a default or breach of this Agreement for CITY not to pay any invoiced amounts to which it has objected until the objection has been resolved by mutual agreement of the parties. D. Expenses CONSULTANT shall be responsible for all costs and expenses incident to the performance of services for CITY, including but not limited to, all costs of equipment used or provided by CONSULTANT, all fees, fines, licenses, bonds or taxes required of or imposed against CONSULTANT and all other of CONSULTANT'S costs of doing business. CITY shall not be responsible for any expenses incurred by CONSULTANT in performing services for CITY, except for those expenses constituting "direct expenses" referenced on Exhibit "A." IVPAPPI764446.1 061708-04706083 -2- (lJ ARTICLE 5. OBLIGATIONS OF eONSULTANT A. Tools and Instrumentalities CONSULTANT shall supply all tools and instrumentalities required to perform the services under this Agreement at its sole cost and expense. CONSULTANT is not required to purchase or rent any tools, equipment or services from CITY. B. Workers' Compensation CONSULTANT agrees to provide workers' compensation insurance for CONSULTANT'S employees and agents and agrees to hold harmless, defend with counsel acceptable to CITY and indemnify CITY, its officers, representatives, agents and employees from and against any and all claims, suits, damages, costs, fees, demands, causes of action, losses, liabilities and expenses, including without limitation reasonable attorneys' fees, arising out of any injury, disability, or death of any of CONSULTANT'S employees. C. Indemnification of Liability, Duty to Defend (1) Professional Liability To the fullest extent permitted by law, CONSULT ANT shall indemnify and hold harmless CITY, its officers, representatives, agents and employees against any and all suits, damages, costs, fees, claims, demands, causes of action, losses, liabilities and expenses, including without limitation reasonable attorneys' fees, to the extent caused by any willful or negligent acts, errors or omissions of CONSULTANT or CONSULTANT'S assistants, employees or agents, including all claims relating to the injury or death of any person or damage to any property. (2) Other Liability To the fullest extent permitted by law, CONSULTANT shall defend through counsel approved by CITY indemnify and hold harmless CITY, its officers, representatives, agents and employees against any and all suits, damages, costs, fees, claims, demands, causes of action, losses, liabilities and expenses, including without limitation reasonable attorneys' fees, to the extent arising caused by any negligent or malicious act or omission of CONSULTANT or CONSULTANT'S assistants, employees or agents, including all claims relating to the injury or death of any person or damage to any property. D. Insurance In addition to any other obligations under this Agreement, CONSULTANT shall, at no cost to CITY, obtain and maintain throughout the term of this Agreement: (a) Commercial Liability Insurance, including coverage for owned and non-owned automobiles, with a minimum combined single limit coverage of $1,000,000 per occurrence for all damages due to bodily injury, sickness or disease, or death to any person, and damage to property, including the loss of use thereof; and (b) Professional Liability Insurance (Errors & Omissions) with a minimum coverage of $1,000,000 per occurrence and aggregate. As a condition precedent to CITY'S obligations under this Agreement, CONSULT ANT shall furnish evidence of such coverage IVPAPPI764446.1 061708-04706083 -3- (;liV (naming CITY, its officers and employees as additional insureds on the Comprehensive Liability insurance policy referred to in (a) immediately above) and requiring thirty (30) days written notice of policy lapse or cancellation, or of a material change in policy terms. E. Assignment Notwithstanding any other provision of this Agreement, neither this Agreement nor any duties or obligations of CONSULTANT under this Agreement may be assigned or subcontracted by CONSULTANT without the prior written consent of CITY, which CITY may withhold in its sole and absolute discretion. F. State and Federal Taxes As CONSULTANT is not CITY'S employee, CONSULTANT shall be responsible for paying all required state and federal taxes. Without limiting the foregoing, CONSULTANT acknowledges and agrees that: . CITY will not withhold FICA (Social Security) from CONSULTANT'S payments; . CITY will not make state or federal unemployment insurance contributions on CONSULTANT'S behalf; . CITY will not withhold state or federal income tax from payment to CONSULTANT; . CITY will not make disability insurance contributions on behalf of CONSULTANT; . CITY will not obtain workers' compensation insurance on behalf of CONSULTANT. ARTIeLE 6. OBLIGATIONS OF eITY A. eooperation of eity CITY agrees to respond to all reasonable requests of CONSULTANT and provide access, at reasonable times following receipt by CITY of reasonable notice, to all documents reasonably necessary to the performance of CONSULTANT'S duties under this Agreement. B. Assignment CITY may assign this Agreement or any duties or obligations thereunder to a successor governmental entity without the consent of CONSULTANT. Such assignment shall not release CONSULTANT from any of CONSULTANT'S duties or obligations under this Agreement. ARTIeLE 7. TERMINATION OF AGREEMENT A. Sale of eonsultant's Business! Death of eonsultant. CONSULTANT shall notify CITY of the proposed sale of CONSULTANT's business no later than thirty (30) days prior to any such sale. CITY shall have the option of terminating this IVPAPPI764446.1 061708-04706083 -4- fLJ Agreement within thirty (30) days after receIvmg such notice of sale. Any such CITY termination pursuant to this Article 7.A shall be in writing and sent to the address for notices to CONSULTANT set forth in Exhibit A, Subsection V.H., no later than thirty (30) days after CITY' receipt of such notice of sale. If CONSULTANT is an individual, this Agreement shall be deemed automatically terminated upon death of CONSULTANT. B. Termination by eity for Default of eonsultant Should CONSULTANT default in the performance of this Agreement or materially breach any of its"provisions, CITY, at CITY'S option, may terminate this Agreement by giving written notification to CONSULTANT. For the purposes of this section, material breach of this Agreement shall include, but not be limited to the following: 1. CONSULTANT'S failure to professionally and/or timely perform any of the services contemplated by this Agreement. 2. CONSULTANT'S breach of any of its representations, warranties or covenants contained in this Agreement. CONSULTANT shall be entitled to payment only for work completed in accordance with the terms of this Agreement through the date of the termination notice, as reasonably determined by CITY, provided that such payment shall not exceed the amounts set forth in this Agreement for the tasks described on Exhibit C" which have been fully, competently and timely rendered by CONSULTANT. Notwithstanding the foregoing, if CITY terminates this Agreement due to CONSULTANT'S default in the performance of this Agreement or material breach by CONSULTANT of any of its provisions, then in addition to any other rights and remedies CITY may have, CONSULTANT shall reimburse CITY, within ten (10) days after demand, for any and all costs and expenses incurred by CITY in order to complete the tasks constituting the scope of work as described in this Agreement, to the extent such costs and expenses exceed the amounts CITY would have been obligated to pay CONSULTANT for the performance of that task pursuant to this Agreement. C. Termination for Failure to Make Agreed-Upon Payments Should CITY fail to pay CONSULTANT all or any part of the compensation set forth in Article 4 of this Agreement on the date due, then if and only if such nonpayment constitutes a default under this Agreement, CONSULTANT, at the CONSULTANT'S option, may terminate this Agreement if such default is not remedied by CITY within thirty (30) days after demand for such payment is given by CONSULTANT to CITY. D. Transition after Termination Upon termination, CONSULTANT shall immediately stop work, unless cessation could potentially cause any damage or harm to person or property, in which case CONSULTANT shall cease such work as soon as it is safe to do so. CONSULTANT shall incur no further expenses in connection with this Agreement. CONSULTANT shall promptly deliver to CITY all work done IVP APPI764446.1 061708-04706083 -5- pw toward completion of the services required hereunder, and shall act in such a manner as to facilitate any the assumption of CONSULTANT's duties by any new consultant hired by the CITY to complete such services. ARTIeLE 8. GENERAL PROVISIONS A. Amendment & Modification No amendments, modifications, alterations or changes to the terms of this Agreement shall be effective unless and until made in a writing signed by both parties hereto. B. Americans with Disabilities Act of 1990 Throughout the term of this Agreement, the CONSULTANT shall comply fully with all applicable provisions of the Americans with Disabilities Act of 1990 ("the Act") in its current form and as it may be amended from time to time. CONSULTANT shall also require such compliance of all subcontractors performing work under this Agreement, subject to the prohibition against assignment and subcontracting contained in Article 5 above. The CONSULTANT shall defend with counsel acceptable to CITY, indemnify and hold harmless the CITY OF GILROY, its officers, employees, agents and representatives from and against all suits, claims, demands, damages, costs, causes of action, losses, liabilities, expenses and fees, including without limitation reasonable attorneys' fees, that may arise out of any violations of the Act by the CONSULT ANT, its subcontractors, or the officers, employees, agents or representatives of either. C. Attorneys' Fees If any action at law or in equity, including an action for declaratory relief, is brought to enforce or interpret the provisions of this Agreement, the prevailing party will be entitled to reasonable attorneys' fees, which may be set by the court in the same action or in a separate action brought for that purpose, in addition to any other relief to which that party may be entitled. D. eaptions The captions and headings of the various sections, paragraphs and subparagraphs of the Agreement are for convenience only and shall not be considered nor referred to for resolving questions of interpretation. E. Compliance with Laws The CONSULTANT shall keep itself informed of all State and National laws and all municipal ordinances and regulations of the CITY which in any manner affect those engaged or employed in the work, or the materials used in the work, or which in any way affect the conduct of the work, and of all such orders and decrees of bodies or tribunals having any jurisdiction or authority over the same. Without limiting the foregoing, CONSULTANT agrees to observe the provisions of the Municipal Code of the CITY OF GILROY, obligating every contractor or subcontractor under a contract or subcontract to the CITY OF GILROY for public works or for goods or services to refrain from discriminatory employment or subcontracting practices on the IVPAPPI764446.1 061708-04706083 -6- piJ basis of the race, color, sex, religious creed, national origin, ancestry of any employee, applicant for employment, or any potential subcontractor. If CONSULTANT becomes aware of conflicting applicable municipal ordinances or regulations, CONSULT ANT will contact CITY in writing and seek direction from CITY. F. Conflict of Interest CONSULTANT certifies that to the best of its knowledge, no CITY employee or office of any public agency interested in this Agreement has any pecuniary interest in the business of CONSULTANT and that no person associated with CONSULTANT has any interest that would constitute a conflict of interest in any manner or degree as to the execution or performance of this Agreement. G. Entire Agreement This Agreement supersedes any and all prior agreements, whether oral or written, between the parties hereto with respect to the rendering of services by CONSULTANT for CITY and contains all the covenants and agreements between the parties with respect to the rendering of such services in any manner whatsoever. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement, statement or promise not contained in this Agreement shall be valid or binding. No other agreements or conversation with any officer, agent or employee of CITY prior to execution of this Agreement shall affect or modify any of the terms or obligations contained in any documents comprising this Agreement. Such other agreements or conversations shall be considered as unofficial information and in no way binding upon CITY. H. Governing Law This Agreement will be governed by and construed in accordance with the laws of the State of California. I. Notices Any notice to be given hereunder by either party to the other may be effected either by personal delivery in writing or by mail, registered or certified, postage prepaid with return receipt requested. Mailed notices shall be addressed to the parties at the addresses appearing in Exhibit "A", Section V.H. but each party may change the address by written notice in accordance with this paragraph. Notices delivered personally will be deemed delivered as of actual receipt; mailed notices will be deemed delivered as of three (3) days after mailing. J. Partial Invalidity If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions will nevertheless continue in full force without being impaired or invalidated in any way. IVPAPPI764446.1 061708-04706083 -7- YlJ K. Time of the Essence All dates and times referred to in this Agreement are of the essence. L. Waiver CONSULTANT agrees that waiver by CITY of anyone or more of the conditions of performance under this Agreement shall not be construed as waiver(s) of any other condition of performance under this Agreement. Executed at Gilroy, ealifornia, on the date and year first above written. eONSUL T ANT: eITY: By: Name: Title: /. 4/ t.--- / . Phdrp C). G,.--k: 'P I'est&e(\f- By: Name: Title: PMC Social Security or Taxpayer Identification Number (0 ~ -0?'4 ~.).5~ Approved as to Form M~d'.~~ City Attorney, Uf\~ CJt[/O~1 IVPAPPI764446.1 061708-04706083 -8- PlJ EXHIBIT "A" SPECIFIC PROVISIONS I. PROJECT MANAGER CONSULTANT shall provide the services indicated on the attached Exhibit "B", Scope of Services ("Services"). (All exhibits referenced are incorporated herein by reference.) To accomplish that end, CONSULTANT agrees to assign Tad Stearn, who will act in the capacity of Project Manager, and who will personally direct such Services. Except as may be specified elsewhere in this Agreement, CONSULTANT shall furnish all technical and professional services including labor, material, equipment, transportation, supervision and expertise to perform all operations necessary and required to complete the Services in accordance with the terms of this Agreement. II. NOTICE TO PROCEED/COMPLETION OF SERVICE A. NOTICE TO PROCEED CONSULTANT shall commence the Services upon delivery to CONSULTANT of a written "Notice to Proceed", which Notice to Proceed shall be in the form of a written communication from designated City contact person(s). Notice to Proceed may be in the form of e-mail, fax or letter authorizing commencement of the Services. For purposes of this Agreement, Melissa Durkin shall be the designated City contact person(s). Notice to Proceed shall be deemed to have been delivered upon actual receipt by CONSULTANT or if otherwise delivered as provided in the Section V.H. ("Notices") of this Exhibit "A". B. COMPLETION OF SERVICES When CITY determines that CONSULTANT has completed all of the Services in accordance with the terms of this Agreement, CITY shall give CONSULTANT written Notice of Final Acceptance, and CONSULTANT shall not incur any further costs hereunder. CONSULTANT may request this determination of completion when, in its opinion, it has completed all of the Services as required by the terms of this Agreement and, if so requested, CITY shall make this determination within two (2) weeks of such request, or if CITY determines that CONSULT ANT has not completed all of such Services as required by this Agreement, CITY shall so inform CONSULTANT within this two (2) week period. III. PROGRESS SCHEDULE The schedule for performance and completion of the Services will be as set forth in the attached Exhibit "D". IV. PAYMENT OF FEES AND DIRECT EXPENSES Payments shall be made to CONSULTANT as provided for in Article 4 of this Agreement. IVPAPPI764446.1 061708-04706083 -1- ;w t Direct expenses are charges and fees not included in Exhibit "B". CITY shall be obligated to pay only for those direct expenses which have been previously approved in writing by CITY. CONSULTANT shall obtain written approval from CITY prior to incurring or billing of direct expenses. Copies of pertinent financial records, including invoices, will be included with the submission of billing(s) for all direct expenses. V. OTHER PROVISIONS A. STANDARD OF WORKMANSHIP CONSULTANT represents and warrants that it has the qualifications, skills and licenses necessary to perform the Services, and its duties and obligations, expressed and implied, contained herein, and CITY expressly relies upon CONSULTANT'S representations and warranties regarding its skills, qualifications and licenses. CONSULTANT shall perform such Services and duties in conformance to and consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Any plans, designs, specifications, estimates, calculations, reports and other documents furnished under this Agreement shall be of a quality acceptable to CITY. The minimum criteria for acceptance shall be a product of neat appearance, well-organized, technically and grammatically correct, checked and having the maker and checker identified. The minimum standard of appearance, organization and content of the drawings shall be that used by CITY for similar purposes. B. RESPONSIBILITY OF CONSULTANT CONSULTANT shall be responsible for the professional quality, technical accuracy, and the coordination of the Services furnished by it under this Agreement. CONSULTANT shall not be responsible for the accuracy of any project or technical information provided by the CITY. The CITY'S review, acceptance or payment for any of the Services shall not be construed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement, and CONSULTANT shall be and remain liable to CITY in accordance with applicable law for all damages to CITY caused by CONSULTANT'S negligent performance of any of the services furnished under this Agreement. C. RIGHT OF CITY TO INSPECT RECORDS OF CONSULTANT CITY, through its authorized employees, representatives or agents, shall have the right, at any and all reasonable times, to audit the books and records (including, but not limited to, invoices, vouchers, canceled checks, time cards, etc.) of CONSULT ANT for the purpose of verifying any and all charges made by CONSULTANT in connection with this Agreement. CONSULTANT shall maintain for a minimum period of three (3) years (from the date of final payment to CONSULTANT), or for any longer period required by law, sufficient books and records in accordance with standard California accounting practices to establish the correctness of all charges submitted to CITY by CONSULTANT, all of which shall be made available to CITY at the CITY's offices within five (5) business days after CITY's request. IVPAPPI764446.1 061708-04706083 -2- ~(,J D. CONFIDENTIALITY OF MATERIAL All ideas, memoranda, specifications, plans, manufacturing procedures, data (including, but not limited to, computer data and source code), drawings, descriptions, documents, discussions or other information developed or received by or for CONSULTANT and all other written and oral information developed or received by or for CONSULTANT and all other written and oral information submitted to CONSULTANT in connection with the performance of this Agreement shall be held confidential by CONSULTANT and shall not, without the prior written consent of CITY, be used for any purposes other than the performance of the Services, nor be disclosed to an entity not connected with the performance of the such Services. Nothing furnished to CONSULTANT which is otherwise known to CONSULTANT or is or becomes generally known to the related industry (other than that which becomes generally known as the result of CONSULTANT'S disclosure thereof) shall be deemed confidential. CONSULTANT shall not use CITY'S name or insignia, or distribute publicity pertaining to the services rendered under this Agreement in any magazine, trade paper, newspaper or other medium without the express written consent of CITY. E. NO PLEDGING OF CITY'S CREDIT. Under no circumstances shall CONSULTANT have the authority or power to pledge the credit of CITY or incur any obligation in the name of CITY. F. OWNERSHIP OF MATERIAL. All material including, but not limited to, computer information, data and source code, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps, calculations, photographs, reports and other material developed, collected, prepared (or caused to be prepared) under this Agreement shall be the property of CITY, but CONSULTANT may retain and use copies thereof subject to Section V.D of this Exhibit "A". CITY shall not be limited in any way in its use of said material at any time for any work, whether or not associated with the City project for which the Services are performed. However, CONSULTANT shall not be responsible for, and City shall indemnify CONSULTANT from, damages resulting from the use of said material for work other than PROJECT, including, but not limited to, the release of this material to third parties for work other than on PROJECT. G. NO THIRD PARTY BENEFICIARY. This Agreement shall not be construed or deemed to be an agreement for the benefit of any third party or parties, and no third party or parties shall have any claim or right of action hereunder for any cause whatsoever. IVPAPPI764446.1 061708-04706083 -3- pl,J H. NOTICES. Notices are to be sent as follows: CITY: Melissa Durkin City of Gilroy 7351 Rosanna Street Gilroy, CA 95020 CONSULTANT: Philip O. Carter PMC 2729 Prospect Park Drive, Suite 304 Rancho Cordova, CA 95670 I. FEDERAL FUNDING REQUIREMENTS. D If the box to the left of this sentence is checked, this Agreement involves federal funding and the requirements of this Section V.J. apply. X If the box to the left of this sentence is checked, this Agreement does not involve federal funding and the requirements of this Section V.J. do not apply. 1. DBE Program CONSULTANT shall comply with the requirements of Title 49, Part 26, Code of Federal Regulations (49 CFR 26) and the City-adopted Disadvantaged Business Enterprise programs. 2. Cost Principles Federal Acquisition Regulations in Title 48, CFR 31, shall be used to determine the allowable cost for individual items. 3. Covenant against Contingent Fees The CONSULT ANT warrants that he/she has not employed or retained any company or person, other than a bona fide employee working for the CONSULTANT, to solicit or secure this Agreement, and that he/she has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift or any other consideration, contingent upon or resulting from the award or formation of this Agreement. For breach or violation of this warranty, the Local Agency shall have the right to annul this Agreement without liability or, at its discretion, to deduct from the agreement price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee. IVPAPP1764446.1 061708-04706083 -4- ~w EXHIBIT "B" SCOPE OF SERVICES IVPAPPI764446.1 061708-04706083 -1- pv SCOPE OF WORK AND COST ESTIMATE PROJECT UNDERSTANDING AND APPROACH The Rancho Meadows IV subdivision, hereinafter 'proposed project,' consists of a residential tentative map located in northwestern portion of the City of Gilroy. The proposed project is located on Assessor Parcel Numbers (APN) 783-20-061, located west of Santa Teresa Boulevard, south of Sprig Way, and east of Rodeo Drive. Project access would be provided by the extension of Cheyenne Drive constructed in previous phases. The project site was identified as the "remainder parcel" within the 2004 analysis of "Rancho Meadows Two". The proposed project would result in the construction of 39 homes on 34 residential lots, with five lots constructed as duplex units. Total site area under review is 7.6 acres. Lot sizes would range from 6,024 square feet to 9,132 square feet. The proposed project would involve minimal grading for the construction of street improvements and underground utility placement, and will include sound wall and landscape improvements adjacent to a new internal frontage road along Santa Teresa Boulevard. The project site has a General Plan designation of Low Density Residential in the City of Gilroy General Plan and a zoning designation of Single Family Residential (R1) on the City of Gilroy Zoning Map. The project site consists of nearly level, fallow/disked agricultural land and minimal ground-level vegetation. The site contains several black walnut trees. Surrounding land uses include primarily existing residential uses, including previous phases of the evolving development pattern. PROJECT TEAM The staff dedicated to the project has recent experience in the preparation of CEQA/NEP A compliance and in the City of Gilroy. This familiarity will help reduce project start up time in preparing the Initial Study/Mitigated Negative Declaration. PMC's management and planning staff will be responsible for project schedule, work product, environmental processing, meeting attendance and participation, contract administration, and oversight of all tasks as outlined within the Work Program. AMBIENT, Inc., PMC's air quality and noise consultant, will assist PMC by providing an assessment of the adequacy of the proposed sound wall and possible requirement for additional noise attenuation. PMC's in-house environmental staff will conduct the climate change analysis and biological reconnaissance. PMC's approach to this effort is to build off of the work conducted by our firm in 2004 in terms of level of detail and format. As the City does not require a traffic study, we will address traffic generation by extrapolating from the Higgins associates report from 2004, and qualitatively analyzing trip generation and distribution from this subdivision. Tad Steam, Principal, will serve as principal-in-charge on the project. Mr. Stearn manages PMC's Monterey office and is responsible for project management and business development in Northern California and the Central Coast region. Management duties include the oversight of PMC staff for all planning and environmental compliance projects, as well as hands on project management and on-call consultation service for local clients. Mr. Stearn has over 19 years professional planning experience, including the preparation of numerous CEQA/NEP A compliance documents. Mr. Stearn will be supported by Patrick Kelly, Senior Planner, Jacob Garza, Assistant Planner, and Jeanette Owens, Biologist. PMC fw SCOPE OF WORK AND COST ESTIMATE SCOPE OF SERVICES TASK 1 - PROJECT INITIATION AND PROCESS CONSULTATION This task consists of all actions necessary to begin environmental documentation, including meetings and consultations with the City of Gilroy, collection and review of all background information and relevant policy documents, refining the scope of work, authorizing technical studies, and conducting an initial site visit. The result of this task will be a clear scope of work, consistent with the City's local standards of significance. TASK 2 - PREPARE INITIAL STUDY/MITIGATED NEGATIVE DECLARATION (CEQA DOCUMENTATION) The Initial Study will respond to the Environmental Checklist contained within the most recent update to the CEQA Guidelines and City analysis requirements. PMC's approach to preparing Initial Studies provides reasoned discussion and analysis for each area of the checklist, including areas with no impact or impacts found to be less-than-significant. This approach provides a solid and defensible document in support of the Mitigated Negative Declaration. The contents of the Initial Study, checklist categories and scope of the analysis include the following: Introduction and Project Description. The Initial Study will include a brief introduction describing the responsibilities of the lead agency, the purpose of the analysis and requirements for CEQA review. A project description will be prepared, describing all aspects of project design, construction and operation as proposed. The project description will be based on the project ftle and latest plans provided by the applicant. Aesthetics/Visual Resources. This section will analyze potential impacts relative to project visibility from surrounding locations. Based upon the proximity of the project site to Santa Teresa Boulevard, this section will discuss the potential impacts to visual resources consistent with Policy 6.01 in the City of Gilroy General Plan. Temporary visual and aesthetic impacts from project construction would also be discussed; however, any such temporary effects are not anticipated to be significant. New lighting sources will be documented based on the project plans, as well as existing light and glare sources from surrounding land uses. The analysis will closely follow the approach taken for the Rancho Meadows Two analysis, with additional emphasis on Santa Teresa Boulevard. Agricultural Resources. The project site consists of fallow / disked agricultural land and has a General Plan designation of 'Low Density Residential' in the City of Gilroy General Plan and a zoning designation of 'Single Family Residential' in the City of Gilroy Zoning Map. Although the conversion of agricultural land at the project site to urban uses has been evaluated previously in the City of Gilroy General Plan EIR, the agricultural resources analysis will evaluate the quality of this agricultural land at the project site pursuant to the invalidation of Section 15152(f)(3)(c) of the State CEQA Guidelines by Communities for a Better Environment versus the California Resources Agency court case. This case provided that documents need not examine effects adequately addressed in a prior EIR when preparing a negative declaration and that only impacts that had not been addressed in the prior EIR would necessitate preparation of a later EIR to adopt a statement of overriding considerations. Based on the analysis conducted for Rancho Meadows Two, which also reviewed the "remainder parcel", we anticipate the significance findings for this site will also be negative. Air Quality and Climate Change. The air quality and climate change analysis for the proposed project will be conducted by PMC. The air quality analysis will summarize air quality background information PMC (t/ SCOPE OF WORK AND COST ESTIMATE including data on wind, atmospheric conditions, and the transport of pollutants into and out of the air basin, and include an assessment of greenhouse gas emissions and climate change impacts pursuant to AB32 and SB97. The analysis will describe Federal, State, and local Ambient Air Quality Standards applicable to the proposed project, as well as the current status of air quality planning programs. Potential air emissions from all uses and phases of implementation of the proposed project, short term construction emissions and long-term operational emissions, will be described and evaluated, following the Bay Area Air Quality Management District (BAAQMD) CEQA Guidelines, Assessing the Air Quality Impacts of Projects and Plans. Based on the size of the proposed project and a preliminary review of the BAAQMD CEQA Guidelines, Assessing the Air Quality Impacts of Projects and Plans, the proposed project would not likely exceed BAAQMD operational thresholds. The proposed project would however result in short-term air quality emissions during grading and construction activities at the project site. This subsection of the Initial Study would quantify and discuss construction phase emissions including dust, construction worker traffic, and exhaust from heavy-duty gasoline and diesel powered vehicles. Mitigation measures to reduce significant air quality impacts to less than significant levels and/or to bring the project into compliance with the Air Quality Management Plan would be identified, consistent with the approach taken for Ranch Meadows Two. With respect to the climate change assessment, the Bay Area Air Quality Management District (BAAQMD) is anticipated to adopt new CEQA thresholds of significance for greenhouse gases by the time this project analysis is completed. As a result, the analysis will include a consistency discussion with the BAAQMD's proposed guidelines and a quantitative analysis of greenhouse gas emissions consistent with the Air District's proposed methodology for analyzing greenhouse gases for development projects. At this time, BAAQMD is proposing a threshold of significance of approximately 1,100 metric tons of C02e for development projects such as this subdivision. 1,100 metric tons of C02e equates to approximately sixty homes, which is far higher than the 39 homes being proposed by this project. PMC will complete the analysis, consistent with BAAQMD approved guidelines, using the URBEMIS software program. It is anticipated that the proposed project will fall below the 1,100 metric tons of C02e threshold of significance proposed by the Air District for greenhouse gases and that a determination of less than significant will be appropriate. PMC will verify this assumption during the preparation of the Initial Study. SB97 mandates that CEQA analyses include greenhouse gases in the checklist (Appendix G) of the CEQA guidelines. The proposed revised guidelines are expected to be adopted in January 2010. In anticipation of this change, PMC will include a separate analysis within the Air Quality section of this Initial Study entitled "Greenhouse Gas Emissions", and will ensure consistency with the guidelines in place at time of Initial Study public review. PMC will coordinate with the BAAQMD and the City to ensure the analysis meets the requirements of the revised BAAQMD guidelines and the State OPR amended CEQA Guidelines. PMC will also address compliance with AB32 and the suggested approaches to analyzing and mitigating greenhouse gas emissions by the State Office of Planning and Research (OPR), the California Air Resources Board (CARB), the California Air Pollution Control Officers Association (CAPCOA) and the State Attorney General's office (AG). Biological Resources. PMC will prepare the biological resources subsection of the Initial Study. The project site consists of disked/ fallow agricultural land and limited vegetation that would be removed with implementation of the proposed project. The site contains approximately five or more black PMC r~\/ SCOPE OF WORK AND COST ESTIMATE walnut trees in the northwest corner. The proposed scope of work for the biological resources evaluation would include the following: . Database and Literature Reviews and Reconnaissance Field Survey of the project site. The California Natural Diversity Database (CNDDB) and the California Native Plant Society (CNPS) databases would be queried to compile a current list of special-status plant species that have potential to occur within the study area. Use of CNDDB information will also help determine the likelihood of special-status wildlife species that may occur within the project area. If site conditions warrant, a list of federally listed special-status species with potential to occur in the area will be requested from the U.S. Fish and Wildlife Service (USFWS). The California Department of Fish and Game (CDFG) may also be informally consulted to discuss the project and obtain any pertinent information on State listed and sensitive species. Burrowing owl a state and federal species of concern would be a high priority focal species in this area. . Reconnaissance-Level Biological Survey and Protocol Surveys for Burrowing Owl. A reconnaissance-level biological survey and assessment of the study area, as well as protocol surveys for Burrowing Owl in accordance with CDFG recommendations (i.e. 1995 Staff Report on Burrowing Owl Mitigation) and California Burrowing Owl Consortium (CBOC) 1993 survey recommendations would be conducted. Breeding season for this species is officially recognized between Feb. 1 and Aug. 21; the peak breeding season lies between April 15 and July 15 and breeding surveys are most effectively completed during this period. Winter resident surveys are recommended between December 1 and January 31. The phases of the burrowing owl surveys are summarized as follows: Phase I Habitat Assessment: Evaluate the presence of suitable habitat types and burrows, as defined in the protocol, within the entire site and 150 meters (approx. 500 feet) around the proposed project boundary. If Phase I is negative for burrowing owl habitat suitability, on site and in the 150 meter (500 feet) buffer zone, then Phases II and III would not be necessary. Phase II Burrow Survey: This phase identifies all burrows that could be occupied by walking defined transects on-site and within the 150 meter (500 feet) edge buffer; transects will be in 30 meter (100 feet) intervals. All burrows will be recorded using Geographic Mapping Systems (GPS) and mapped on a Geographic Information System (GIS). The biological resources subsection would provide descriptions of existing conditions and potential for special-status species occurrences based on the technical studies, a separate summary of the burrowing owl survey protocol and results, an evaluation of potential project impacts to biological resources, and accompanying mitigation measures to avoid and/or minimize potentially significant impacts to biological resources. Mitigation measures would be evaluated in consultation with CDFG as appropriate. The approach, analysis methods and recommendations are anticipated to be similar to the findings documented in 2004 for Rancho Meadows Two. Cultural Resources. As the site has been heavily disturbed by its prior agricultural use, development of the proposed subdivision is not expected to result in any significant effects to archaeological and/or historic resources. No structures are located on the subject site. Due to the disturbed nature of existing site conditions, no formal cultural resource assessment is proposed. Review by the Northwest Information Center is not warranted, nor is Native American consultation pursuant to SB18. Existing documentation will be reviewed to ensure that the site is not in an archaeologically sensitive area. Findings are anticipated to be consistent with the Rancho Meadows Two analysis. PMC {1J SCOPE OF WORK AND COST ESTIMATE Geology and Soils. This section will address the suitability of the site for residential use based on the geotechnical report prepared by Wayne Ting, Inc. (1996) under contract to the applicant. Although the project site has level topography with slopes ranging from 0 to 2 percent, development of the project site would involve grading activities, which may result in increased rates of soil erosion and subsequent sedimentation. For this analysis, soil conditions at the project site would be described and any information regarding seismic hazards will be identified as identified in the geotechnical report. Mitigation measures would be proposed for any significant impacts associated with geology and soils and seismic hazards. Hazards and Hazardous Materials. This section discusses the potential for the project to create a significant hazard through the use, transport or storage of hazardous materials, as well as possible impacts to emergency response plans. Hydrology and Water Quality. This section typically discusses water quality standards, possible alteration of drainage patterns, flooding, and the potential for surface water pollution from construction and operation of the project. As the proposed project is greater than seven aces, construction measures may be required to control sedimentation during grading activities associated with the proposed project. This subsection would evaluate consistency of the proposed project with the City of Gilroy Water Master Plan, the City of Gilroy Storm Water Management Plan, and the City of Gilroy Flood Control Ordinance. The drainage plans and water quality controls for the proposed project will be summarized in this section to discuss potential impacts post-construction. Findings and recommendations are anticipated to be similar to the Rancho Meadows Two analysis. Mineral Resources. Based on a review of the City of Gilroy General Plan, The project site is not located within an area that would have a potentially significant impact on mineral resources. Land Use and Planning. The proposed project would be located within the city limits in an area designated for low-density residential uses in the City of Gilroy General Plan and single family residential (R1) on the City of Gilroy Zoning Map. Therefore, the proposed project is not anticipated to disrupt or divide an existing community or neighborhood as the project site is located adjacent to an existing and future residential area. This section will also address the permits and entitlements requested of the City of Gilroy, and evaluate the project's consistency with the City of Gilroy General Plan and Zoning Code. Noise. The proposed project has the potential to result in short-term and slightly increase long-term noise levels with the construction of 39 new single-family homes. Potential long-term increases will be evaluated, however the increase is not anticipated to be significant within the exiting noise environment. Due to the project's location relative to Santa Teresa Boulevard, however, a noise barrier analysis will be prepared. The noise barrier analysis will include a description of the existing noise environment, based on existing environmental documentation and onsite reconnaissance data. As part of the site reconnaissance, AMBIENT Air Quality & Noise Consulting, under contract to PMC, will conduct up to five short-term noise measurements to document existing traffic noise levels for the adjacent segments of Santa Teresa Boulevard. Relevant background information, including noise fundamentals, descriptors, and applicable federal, state, and local regulatory framework, will be summarized and included in the report. AMBIENT Air Quality & Noise Consulting will conduct a barrier analysis of the proposed sound barrier to be constructed along the southeastern property boundary. It is understood that the barrier (wall) is only proposed at the edge of lot 34, and other noise attenuation strategies may be warranted at residential property lines on the project's eastern edge. PMC . fw SCOPE OF WORK AND COST ESTIMATE As part of this analysis, predicted traffic noise levels for Santa Teresa Boulevard will be modeled using the Federal Highway Administration's Traffic Noise Model (TNM). The barrier analysis module of the TNM model will be used to evaluate the effectiveness of the proposed noise barrier design. Traffic assumptions used for the TNM model (i.e., traffic speeds, roadway specifications, traffic volumes, etc.) will be derived from site reconnaissance data and information to be derived from the traffic analysis prepared for this project. Proposed barrier design specifications (i.e., build material, site elevations, barrier base elevations, and barrier heights) are to be provided by the project applicant. The effectiveness of the proposed barrier design will be calculated and predicted traffic noise levels at the nearest onsite land uses will be summarized. If deemed necessary, barrier design alternatives will be identified sufficient to reduce predicted traffic noise levels to below applicable noise standards. Population and Housing. The proposed project would be located within the city limits in an area designated for low-density residential uses in the City of Gilroy General Plan. The project is not anticipated to displace housing or people. The Initial Study will evaluate whether or not the proposed project would induce growth. Recreation. The proposal will be evaluated for its potential impact to existing recreation facilities, and for its provision of usable open space and required play areas. Transportation/Traffic. Based on early consultation with the City of Gilroy Public Works Department, a traffic study will not be prepared for this analysis, as all local roadways serving the project site are operating at acceptable service levels. For this section of the initial study, PMC will review the 2004 traffic impact analysis for Rancho Meadows Two to provide a discussion of existing roadways and neighborhood context. Based on this setting, we will quantitatively discuss the addition of additional traffic trips introduced by the project. In consultation with Public Works, we will draw conclusions regarding the additional trips and their affect on the roadway network. Utilities and Service Systems. Within this subsection, the proposed project will be evaluated for its impact upon existing City of Gilroy service systems, including water, wastewater, schools, police, fire, governmental and emergency services, and utilities. PMC will consult with the City's Public Works Department and other departments to determine impacts to City systems. A SB 610 Water Supply Assessment is not required for a project of this size. Mandatory Findings of Significance. This required analysis provides mandatory findings and broader discussion regarding degradation of the environment, cumulative impacts and potential adverse effects on humans. Screencheck/Public Review Draft. Upon review and comment by City staff, PMC will revise the Administrative Draft document and prepare the analysis for public review and distribution. One round of comments and revisions is anticipated within this scope of work. Required Notices. The Initial Study will identify and document measures to be incorporated into the project to mitigate both construction and operational impacts. PMC will also prepare the Negative Declaration form for the lead agency, to be attached to the Initial Study. As requested by the City of Gilroy, PMC will prepare the Notice of Intent to Adopt a Negative Declaration (NOI), and the Notice of Completion (NOC) should the project require stage agency review. TASK 3 - MITIGATION MONITORING AND REPORTING PROGRAM PMC will prepare a Mitigation Monitoring and Reporting Program (MMRP) for the project pursuant to Section 21081.6 of the Public Resources Code. PMC will draft the MMRP using the information contained within the environmental analysis, including the specific mitigation measures, assignments of PMC fw SCOPE OF WORK AND COST ESTIMATE responsibility for monitoring, time frames for implementation, and a section for confirmation of implementation. To assist with this process, PMC typically writes timing components and responsible parties directly into each mitigation measure. The MMRP will be formatted in a matrix form that defines each measure, specific actions, responsibilities, phasing/time frames, and identifies individuals or specific departments who must sign off on each measure. It is PMC's intent to produce an easy to use MMRP that clearly monitors mitigation progress and status. Deliverables: . In accordance with the City's "Rules for Initial Study Preparation", eight (8) copies of the Administrative Draft Initial Study/Mitigated Negative Declaration shall be submitted for review by the City of Gilroy. Upon review and approval of the Administrative Draft, PMC will produce forty-five (45) copies of the public review document and 15 CDs. Upon completion of the public review period, PMC will prepare twenty-five (25) copies of the responses to comments, and a final CEQA document that includes any text changes to the initial study/mitigated negative declaration. Electronic copies in the form of a Microsoft Word file and Adobe Acrobat PDF file will be provided of all deliverables. . In terms of process, the City will circulate the Initial Study and Mitigated Negative Declaration for a minimum 3D-day review to responsible agencies and concerned parties. At the end of this period, PMC will respond to any issues or comments raised during public review. TASK 4 - PUBLIC HEARINGS (OPTIONAL) As an optional task, PMC will participate in two public meetings or hearings that involve the findings of the environmental documentation. PROJECT SCHEDULE The following project schedule is based on PMC's understanding of the proposal and the expedited timeline sought by the City. Timeframes will be condensed wherever possible. Task Timeline Project Initiation Administrative Draft Initial Study and NOI City Review and Comment Prepare Public Review IS/MND and NOC Public Review Period Ends Complete Response to Comments/MMRP Public Hearings Upon Notice of Proceed (NTP estimated December 15, 2009) 4 weeks from NTP 6 weeks from NTP 8 weeks from NTP 12 weeks from NTP 14 weeks from NTP Per City Calendar (estimated April 2010) PMC flf EXHIBIT "e" PAYMENT SCHEDULE IVP APPI764446.1 061708-04706083 -1- rlAl