Agenda packet — Colton City Council, July 16, 2024 (part 2 of 3)

RESOLUTION NO. R-59-24

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COLTON

ADOPTING MOU SIDE LETTERS AND CHANGES TO THE TERMS AND
CONDITIONS OF EMPLOYMENT OF EMPLOYEES IN THE MOU’S OF

THE COLTON POLICE OFFICERS ASSOCIATION (CPOA), THE COLTON

POLICE MANAGEMENT ASSOCIATION (CPMA), THE COLTON POLICE

DISPATCHERS ASSOCIATION (CPDA), THE COLTON FIREFIGHTERS

ASSOCIATION (CFFA), THE COLTON POLICE CIVILIAN EMPLOYEES ASSOCIATION (CPCEA), THE TEAMSTERS LOCAL 1932 – GENERAL EMPLOYEES UNIT (GENERAL UNIT), THE TEAMST ERS LOCAL 1932 –

MID-MANAGER EMPLOYEE UNIT (MMA) AND THE INTERNATIONAL
BROTHERHOOD OF ELECTRICAL WORKERS LOCAL 47 ,
WATER/WASTEWATER DIVISION.

WHEREAS, the City of Colton (City) desires to implement a compensation market adjustment to address the current r ecruitment and retention emergency by increasing identified City of Colton salaries to mid-market with neighboring agencies for the members of the Colton Police Officers Association (CPOA) , the Colton Police Management Association (CPMA) and the Colton Pol ice Dispatchers Association (CPDA). This adjustment will assist in the future recruitment and retention of police officers and dispatchers. The City also wishes to increase the cafeteria contribution of all full-time city employees towards the purchase of city-provided health insurance by an additional $200 a month to $1,625 a month. City staff met and conferred in good faith and fully communicated and exchanged information concerning these proposed side letters with the associations' representatives . These changes will be included in the existing MOUs of eight-employee associations as addendum side letters as follows:

WHEREAS, the appointed representatives of the parties agreed on certain matters as stated in the attached side letters and recommend that the city and the bargaining units implement these agreements; and
WHEREAS, the City Council approves Side letter #4 between the City and with the Colton Police Officers Association (CPOA): In August 2024, Police Officer Trainees will receive five ( 5%) salary increase, Police Officers will receive five and a half ( 5.5%) salary increase, Police Corporal/ Detective will receive seven ( 7%) salary increase, and Police Sergeants will

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receive eight and one half (8.5%) salary increase. Association members will receive an additional $200 monthly medical contribution beginning in August 2024 , of $1,625 monthly . All other contract provisions remain the same and in effect; and
WHEREAS, the City Council approves Side letter #2 between the City and the Colton Police Dispatchers Association (CPDA): In August 2024, Police Dispatcher I will receive six and one tenth (6.1%) salary increase, Police Dispatcher II will receive eight (8%) salary increase, Senior Police Dispatcher will receive twelve (12%) salary increase , and Supervising Communications Dispatcher will receive a twelve and two hundredths ( 12.02%) salary increase. A ssociation members will receive an additional $200 monthly medical contribution in August 2024, of $1,625 monthly. All other contract provisions remain the same and in effect; and WHEREAS, the City Council approves Side letter #2 between the City and the Colton Police Management Association (CPMA): Since the CPMA classifications are benchmarked higher than the CPOA’s Sergeants classification, C PMA classification’s base salary level shall adjust eight and one-half (8.5%) percent upon approval of CPOA side letter. In addition, the Police Lieutenant will adjust an additional half percent (.5%) and the Police Captain seven percent (7%). In addition, starting in August 2024, association members will receive an additional $200 monthly medical contribution of $1,625 monthly. All other contract provisions remain the same and in effect; and
WHEREAS, the City Council approves Side letter #4 between the City and Colton Firefighters Association (CFFA): In August 2024, association members will receive an additional $200 monthly medical contribution of $1,625 monthly. All other contract provisions remain the same and in effect; and
WHEREAS, the Ci ty Council approves Side letter # 3 between the City and with the Teamsters Local 1932 - General Employees Unit (General Unit ). In August 2024, association members will receive an additional $200 monthly medical contribution of $1,625 monthly. All other contract provisions remain the same and in effect; and

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WHEREAS, the City Council approves Side letter # 2 between the City and with the Colton Police Civilian Employees Association (CPCEA): In August 2024, association members will receive an additional $ 200 monthly medical contribution of $1,625 monthly. All other contract provisions remain the same and in effect; and
WHEREAS, the City Council approves Side letter #2 between the City and with the Teamsters Local 1932 – Mid-Manager Employee Unit (MMA) : In August 2024, association members will receive an additional $200 monthly medical contribution of $1,625 monthly. All other contract provisions remain the same and in effect; and
WHEREAS, the City Council approves Side letter # 2 between the IBEW Loc al 47, Water/Wastewater Unit : In August 2024, association members will receive an additional $200 monthly medical contribution of $1,625 monthly. All other contract provisions remain the same and in effect; and
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Colton does hereby resolve as follows:

SECTION 1. City Council hereby a dopts the changes to the terms and conditions of employment for the above-mentioned eight (8) Colton Employee Associations employees effective in August 2024; and
SECTION 2. The City Manager is authorized to execute the implementation of these MOUs Side Letters on the City’s behalf; and
SECTION 3. City Council hereby a mends the FY202 4-25 Budget to increase appropriations as follows:

1. Appropriate in the FY 2024-2025 General Fund budget $728,000 in General Fund Police Department Salaries and Benefits Account Number 100-6070-6071-1010-0000- 000 for wage adjustment changes to the CPOA, CPMA, and CPDA MOU’s;

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2. Appropriate in the FY 2024-2025 $778,000 in General Fund Non -Departmental Salaries & Benefits Account Number 100-1000-1000-1010-0000-000 for changes in the General Fund portion of the $200/month increase in medical contributions for eight (8) Colton Employee Associations MOU’s.

PASSED, APPROVED AND ADOPTED this 16th day of July 2024:

City of Colton

FRANK J. NAVARRO, Mayor

ATTEST:

Stephanie Vargas, Deputy City Clerk

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ITEM NO. 11

STAFF REPORT

DATE: JULY 16, 2024
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: TOM CODY, HUMAN RESOURCES DIRECTOR
SUBJECT: APPROVE CONTRACT AMENDMENT WITH ATKINSON,

ANDELSON, LOYA, RUUD & ROMO (AALRR) FOR
PROFESSIONAL LABOR & EMPLOYMENT LAW SERVICES.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

Award a professional services agreement for Professional Labor & Employment Law Services to Atkinson, Andelson , Loya, Ruud & Romo (AALRR) pursuant to CMC 3.08.140(E) and authorize the City Manager to execute a three -year professional services agreement , with an option to renew an additional three years.

BACKGROUND

On October 1, 2019, the City Council approved a $150,000 Labor & Employment Law Services Contract with Atkinson, Andelson, Loya, Ruud & Romo (AALRR) to assist the City with labor negotiations with eight (8) labor groups. These negotiations were subsequently interrupted in March 2020 by the COVID -19 pan demic and restarted in April 2021. Negotiations were successful, and the City continued to maintain AALRR as one of its leading labor and employment law attorney services. The contract was extended by amendment to December 31, 2024, until funds were depleted.

The Human Resources Department continued to use their services to conduct a full review and revision of the City’s Personnel Rules and Regulations, and the City’s Administrative Policies pertinent to Human Resource functions. The additional scope of services began a multi -year project to bring best practices forward and lawful compliance with the City’s Administrative Policies and Personnel Rules & Regulations.

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AALRR has served the City well since 2019 for negotiations, post -negotiations actions, employment law matters, and personnel investigations. The Human Resources Department would like to continue services with the multi -year project of updating and revising the City’s Administrative Policies, the upcoming negotiations within the next 18 to 2 4 months with all nine employee bargaining units, and to provide attorney services relating to employee and labor relations.

ISSUES/ANALYSIS

To continue this momentum to bring policies and processes up to date, lead our labor negotiation efforts with the City’s nine employee bargaining groups, continue to consult on labor and employment law matters, and conduct personnel investigations, staff recommends awarding a three-year professional services agreement to AALRR pursuant to Colton Municipal Code

3.08.140(E), with the option to renew for an additional three -year term. It is in the City's best interest to remain with the same labor attorney because of their familiarity with the City's business operations, policies, procedures, and negotiations.

The Hum an Resources Department budgeted, and the Council approved and appropriated $250,000 for the 2024-2025 fiscal year to continue these necessary labor attorney services.

FISCAL IMPACTS

Sufficient appropriations for the contract are available in the adopted FY2024 -25 budget in General Fund Human Resources Professional Services Account Number 100 -6030-6030-2350- 0000-000.

ALTERNATIVES

1. Provide alternative direction to staff.

ATTACHMENT

1. AALRR - Professional Services Agreement
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CITY OF COLTON

PROFESSIONAL SERVICES AGREEMENT

1. PARTIES AND DATE.

This Agreement is made and entered into this 16th day of July, 2024, by and between the City of Colton, a municipal corporation, organized under the laws of the State of California, with its principal place of business at 650 North La Cadena Drive, Colton, California 92324 ("City") and Atkinson, Andelson, Loya, Ruud & Romo (AALRR), a Professional Law Corporation, with its principal place of business at 12800 Center Court Drive South, Suite 300, Cerritos, CA 90703- 9364 ("Consultant"). City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties."

2. RECITALS.

2.1 Consultant.

Consultant desires to perform and assume responsibility for the provision of certain professional consulting services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing Labor and Employment Law services to public clients, is licensed in the State of California, and is familiar with the plans of City.

2.2 Project.

City desires to engage Consultant to render such professional services for labor negotiations, employment law, and labor relations attorney services project ("Project") as set forth in this Agreement.

3. TERMS.

3.1 Scope of Services and Term.

3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional attorney services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.

3.1.2 Term. The term of this Agreement shall be from July 16, 2024 following approval to June 30, 2028 unless earlier terminated as provided herein. The City shall have the unilateral option, at its sole discretion, to renew this Agreement automatically annually for no more than three (3) additional year terms. Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. The Parties may, by mutual, written consent, extend the term of this Agreement if necessary to complete the Services.

3.2 Responsibilities of Consultant.

3.2.1 Independent Contractor; Control and Payment of Subordinates . The Services shall be performed by Consultant or under its supervision. Consultant will determine the

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means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee.

Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant's exclusive direction and control. Neither City, nor any of its officials, officers, directors, employees or agents shall have control over the conduct of Consultant or any of Consultant's officers, employees, or agents, except as set forth in this Agreement. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance.

3.2.2 Schedule of Services. Consultant shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the Schedule of Services set forth in Exhibit "B" attached hereto and incorporated herein by reference. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant's conformance with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services.

3.2.3 Conformance to Applicable Requirements . All work prepared by Consultant shall be subject to the approval of City.

3.2.4 Substitution of Key Personnel . Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who f ail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the City. The key personnel for performance of this Agreement are as follows: John H. Bakhit, Partner.

3.2.5 City's Representative . The City hereby designates Tom Cody, Human Resources & Risk Management Director , or his/her designee, to act as its representative in all matters pertaining to the administration and performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for review and approval of all products submitted by Consultant but not the authority to enlarge the Scope of Work or change the total compensation due to Consultant under thi s Agreement. The City Manager shall be authorized to act on City's behalf and to execute all necessary documents which enlarge the Scope of Work or change the Consultant's total compensation subject to the provisions contained in Section 3.3 of this Agree ment. Consultant shall not accept direction or orders from any person other than the City Manager, City's Representative or his/her designee.

3.2.6 Consultant's Representative. Consultant hereby designates John H.

Bakhit, Partner , or his/her designee, to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority

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to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.

3.2.7 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times.

3.2.8 Standard of Care; Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represent s and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and subconsultants shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and subconsultants have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, and that such licenses and approvals shall be maintained throughout the term of this Agreement.

As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein. Any employee of the Consultant or its sub-consultants who is determined by the City to be uncooperative, incompetent, a t hreat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re -employed to perform any of the Services or to work on the Project.

3.2.9 Period of Performance. Consultant shall perform and complete all Services under this Agreement within the term set forth in Section 3.1.2 above (“Performance Time”).

Consultant shall also perform the Services in strict accordance with any completion schedule or Project milestones described in Exhibits “A” or “B” attached hereto, or which may be separately agreed upon in writing by the City and Consultant (“Performance Milestones”). Consultant agrees that if the Services are not completed within the aforementioned Performance Time and/or pursuant to any such Project Milestones developed pursuant to provisions of this Agreement, it is understood, acknowledged and agreed that the City will suffer damage.

3.2.10 Laws and Regulations ; Employee/Labor Certification. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all negligent violations of such laws and regulations in connection with Services. If Consultant performs any work knowing it to be contrary to such laws, rules and regulations, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, employees, agents, and volunteers free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any negligent failure or alleged negligent failure to comply with such laws, rules or regulations.

3.2.10.1 Employment Eligibility; Consultant . By executing this Agreement, Consultant verifies that it fully complies with all requirements and restrictions of state

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and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time. Such requirements and restrictions include, but are not limited to, exami nation and retention of documentation confirming the identity and immigration status of each employee of the Consultant.

Consultant also verifies that it has not committed a violation of any such law within the five (5) years immediately preceding the dat e of execution of this Agreement, and shall not violate any such law at any time during the term of the Agreement. Consultant shall avoid any violation of any such law during the term of this Agreement by participating in an electronic verification of work authorization program operated by the United States Department of Homeland Security, by participating in an equivalent federal work authorization program operated by the United States Department of Homeland Security to verify information of newly hired e mployees, or by some other legally acceptable method. Consultant shall maintain records of each such verification, and shall make them available to the City or its representatives for inspection and copy at any time during normal business hours. The City shall not be responsible for any costs or expenses related to Consultant’s compliance with the requirements provided for in Section 3.2.10 or any of its sub- sections.

3.2.10.2 Employment Eligibility; Subcontractors, Consultants, Sub- subcontractors and Subconsultants . To the same extent and under the same conditions as Consultant, Consultant shall require all of its subcontractors, consultants, sub-subcontractors and subconsultants performing any work relating to the Project or this Agreement to make the same verifications and comply with all requirements and restrictions provided for in Section 3.2.10.1.

3.2.10.3 Employment Eligibility; Failure to Comply . Each person executing this Agreement on behalf of Consultant verifies that they are a duly authorized officer of Consultant, and understands that any of the following shall be grounds for the City to terminate the Agreement for cause: (1) failure of Consultant or its subcontractors, consultants, sub- subcontractors or subconsultants to meet any of the requirements provided for in Sections

3.2.10.1 or 3.2.10.2; (2) any misrepresentation or material omission concerning compliance with such requirements (including in those verifications provided to the Consultant under Section

3.2.10.2); or (3) failure to immediately remove from the Project any person found not to be in compliance with such requirements.

3.2.10.4 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non -discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted.

3.2.10.5 Air Quality . To the extent applicable, Consultant must fully comply with all applicable laws, rules and regulations in furnishing or using equipment and/or providing services, including, but not limited to, emissions limits and permitting requirements imposed by the South Coast Air Quality Management District (SCAQMD) and/or California Air Resources Board (CARB). Although the SCAQMD and CARB limits and requirements are more broad, Consultant shall specifically be aware of their application to "portable equipment", which definition is considered by SCAQMD and CARB to include any item of equipment with a fuel - powered engine. Consultant shall indemnify City against any fines or penalties imposed by SCAQMD, CARB, or any other governmental or regulatory agency for violations of applicable

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laws, rules and/or regulations by Consultant, its sub-consultants, or others for whom Consultant is responsible under its indemnity obligations provided for in this Agreement.

3.2.10.6 Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions, where applicable, shall include, but shall not be l imited to: (A) adequate life protection and lifesaving equipment and procedures; (B) instructions in accident prevention for all employees and subconsultants, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures.

3.2.11 Insurance.

Time for Compliance. Consultant shall not commence Work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this Section. In addition, Consultant shall not allow any subconsultant to commence work on any subcontract until it has provided evidence satisfactory to the City that the subconsultant has secured all insurance required under this Section.

Consultant shall also require all of its subconsultants to procure and maintain the same insurance for the duration of the Agreement. Such insurance shall meet at least the following minimum levels of coverage:
(A) Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001); (2) Automobile Liability :

Insurance Services Office Business Auto Coverage form number CA 0001, codes 8 & 9 (non- owned and hired auto s); and (3) Workers’ Compensation and Employer’s Liability : Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance.

The policy shall not contain any exclusion contrary to the Agreement, including but not limited to endorsements or provisions limiting coverage for (1) contractual liability (including but not limited to ISO CG 24 26 or 21 29); or (2) cross liability for claims or suits by one insured against another. (B) Minimum Limits of Insurance. Consultant shall maintain limits no less than: (1) General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with general aggregate limit is used including, but not limited to, form CG 2503, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit; and (2) Workers’ Compensation and Employer’s Liability: Workers’ Compensation limits as required by the Labor Code of the State of California. Employer’s Liability limits of $1,000,000 per accident for bodily injury or disease. Defense costs shall be paid in addition to the limits.

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(C) Notices; Cancellation or Reduction of Coverage . At least fifteen (15) days prior to the expiration of any such policy, evidence showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or materially reduced, Consultant shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, the City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by the City will be promptly reimbursed by Consultant or the City may withhold amounts sufficient to pay premium from Consultant payments. In the alternative, the City may suspend or terminate this Agreement.

3.2.11.3 Professional Liability . C onsultant shall procure and maintain, and require its sub- consultants to procure and maintain, for a period of five (5) years following completion of the Project, errors and omissions liability insurance appropriate to their profession. Such insurance shall be in an amount not less than $1,000,000 per claim, and shall be endorsed to include contractual liability. Defense costs shall be paid in addition to the limits.

3.2.11.4 Insurance Endorsements . The insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms supplied or approved by the City to add the following provisions to the insurance policies:
(A) General Liability. The general liability policy shall include or be endorsed (amended) to state that: (1) using ISO CG forms 20 10 and 20 37, or endorsements providing the exact same coverage, the City of Colton, its directors, officials, officers, employees, agents, and volunteers shall be covered as additional insured with respect to the Services or ongoing and completed operations performed by or on behalf of the Consultant, including materials, parts or equipment furnished in connection with such work; and (2) using ISO form 20 01, or endorsements providing the exact same coverage, the insurance coverage shall be primary insurance as respects the City, its directors, officials, officers, employees, agents, and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant’s scheduled underlying coverage. Any excess insurance shall contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of the City, before the City’s own primary insurance or self -insurance shall be called upon to protect it as a named insured. Any insurance or self -insurance maintained by the City, its directors, officials, officers, employees, agents, and volunteers shall be excess of the Consultant’s insurance and shall not be called upon to contribute with it in any way. Notwithstanding the minimum limits set forth in Section

3.2.11.2(B), any available insurance proceeds in excess of the specified minimum limits of coverage shall be available to the parties required to be named as additional insureds pursuant to this Section 3.2.11.4(A).
(B) Automobile Liability . The automobile liability policy shall include or be endorsed (amended) to state that: (1) the City, its directors, officials, officers, employees, agents, and volunteers shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto non-owned or hired by the Consultant or for which the Consultant is responsible; and (2) the insurance coverage shall be primary insurance as respects the City, its directors, officials, officers, employees, agents, and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant’s scheduled underlying coverage. Consultant shall also ensure each person operating a motor vehicle in the course of doing business with the City shall carry personal automobile liability insurance in the amount required by law. Any insurance or self-insurance maintained by the City,

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its directors, officials, officers, employees, agents, and volunteers shall be excess of the Consultant’s insurance and shall not be called upon to contribute with it in any way.

The insurer shall agree to waive all rights of subrogation against the City, its directors, officials, officers, employees, agents, and volunteers for losses paid under the terms of the insurance policy which arise from work performed by the Consultant. (D) All Coverages . Except for Professional Liability, each insurance policy required by this Agreement shall be endorsed to state that: (A) coverage shall not be suspended, voided, reduced or canceled except after thirty (30) days (10 days for nonpayment of premium) prior written notice by certified mail, return receipt requested, has been given to the City; and (B) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its directors, officials, officers, employees, agents, and volunteers. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officials, officers, employees, agents and volunteers, or any other additional insureds.

Consultant’s Professional Liability insurance shall not be suspended, voided, reduced or canceled except after thirty (30) days (10 days for nonpayment of premium) prior written notice by certified mail, return receipt requested, has been given by Consultant to the City.

3.2.11.5 Separation of Insureds; No Special Limitations; Waiver of Subrogation. All insurance required by this Section shall contain standard separation of insureds provisions. In addition, such insurance shall not contain any special limitations on the scope of protection afforded to the City, its directors, officials, officers, employees, agents, and volunteers.

Except for Professional Liability, all policies shall waive any right of subrogation of the insurer against the City, its officials, officers, employees, agents, and volunteers, or any other additional insureds, or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, its officials, officers, employees, agents, and volunteers, or any other additional insureds, and shall require similar written express waivers and insurance clauses from each of its subconsultants.

3.2.11.6 Deductibles and Self -Insurance Retentions . Except for Professional Liability, any deductibles or self-insured retentions must be declared to and approved by the City. Consultant shall guarantee that, at the option of the City, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its directors, officials, officers, employees, agents, and volunteers; or (2) the Consultant shall procure a bond guaranteeing payment of losses and related investigation costs, claims, and administrative and defense expenses.

3.2.11.7 Subconsultant Insurance Requirements. Consultant shall not allow any subconsultants to commence work on any subcontract relating to the work under the Agreement until they have provided evidence satisfactory to the City that they have secured all insurance required under this Section. If r equested by Consultant, the City may approve different scopes or minimum limits of insurance for particular subconsultants. The Consultant and the City shall be named as additional insureds on all subconsultan ts’ policies of Commercial General Liability using ISO form 20 38, or coverage at least as broad.

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3.2.11.8 Acceptability of Insurers . Insurance is to be placed with insurers with a current A.M. Best’s rating no less than A:VIII, licensed to do business in California, and satisfactory to the City.

3.2.11.9 Verification of Coverage. Consultant shall furnish City with original certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to the City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by the City if requested. All certificates and endorsements must be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time.

3.2.11.10 Reporting of Claims. Consultant shall report to the City, in addition to Consultant’s insurer, any and all insurance claims submitted by Consultant in connection with the Services under this Agreement.

3.2.12 Water Quality Management and Compliance.

3.2.12.1 Storm Water Management. Storm, surface, nuisance, or other waters may be encountered at various times during the Services. Consultant hereby acknowledges that it has investigated the risk arising from such waters, and assumes any and all risks and liabilities arising therefrom.

3.2.12.2 Compliance with Water Quality Laws, Ordinances and Regulations. Consultant shall keep itself and all subcontractors, staff, and employees fully informed of and in compliance with all local, state and federal laws, rules and regulations that may impact, or be implicated by the performance of the Services including, w ithout limitation, all applicable provisions of the City’s ordinances regulating water quality and storm water; the Federal Water Pollution Control Act (33 U.S.C. § 1251, et seq.); the Californi a Porter-Cologne Water Quality Control Act (Water Code § 13000 et seq.); and any and all regulations, policies, or permits issued pursuant to any such authority. Consultant must additionally comply with the lawful requirements of the City, and any other municipality, drainage district, or other local agency with jurisdiction over the location where the Services are to be conducted, regulating water quality and storm water discharges.

3.2.12.3 Standard of Care. Consultant warrants that all employees and subcontractors shall have sufficient skill and experience to perform the work assigned to them without impacting water quality in violation of the laws, regulations an d policies described in Section 3.2.12.2 of this Agreement. Consultant further warrants that it, its employees and subcontractors have or will receive adequate training, as determined by the City, regarding these requirements as they may relate to the Services.

3.2.12.4 Liability for Non-compliance.
(A) Indemnity: Failure to comply with laws, regulations, and ordinances listed in Section 3.2.12.2 of this Agreement is a violation of federal and state law.

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connection with the negligent performance of the Services rendered by Consultant under this Agreement, except for liability resulting from the sole established negligence, willful misconduct or active negligence of the City, its officials, officers, agents, employees or authorized volunteers. (B) Defense: City reserves the right to defend any enforcement action or civil action brought against the City for Consultant’s failure to comply with any applicable water quality law, regulation, or policy. Consultant hereby agrees to be bound by, and to reimburse the City for the costs associated with, any settlement reached between the City and the relevant enforcement entity.
(C) Damages: City may seek damages from Consultant for delay in completing the Services caused by Consultant’s failure to comply with the laws, regulations and policies described in Section 3.2.12.2 of this Agreement, or any other relevant water quality law, regulation, or policy.

3.3 Fees and Payments.

3.3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "C" attached hereto and incorporated herein by reference. The total compensation shall not exceed two hundred and fifty thousand dollars ($250,000) without written approval of the City Council or City Manager as applicable. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.

3.3.2 Payment of Compensation. Consultant shall submit to City a monthly invoice which indicates work completed and hours of Services rendered by Consultant. The invoice shall describe the amount of Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the invoice.

City shall, within 30 days of receiving such invoice, review the invoice and pay all non -disputed and approved charges thereon. If the City disputes any of C onsultant's fees, the City shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth therein.

3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City, or included in Exhibit "C" of this Agreement.

3.3.4 Extra Work . At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement.

Consultant shall not perform, nor be compensated for, Extra Work without written authorization from the City.

3.3.5 Rate Increases. In the event that this Agreement is renewed pursuant to Section 3.1.2, the rate set forth in Exhibit “C” may be adjusted each year at the time of renewal as set forth in Exhibit “C.”

3.4 Labor Code Requirements.

3.4.1 Prevailing Wages. Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations,

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Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. City shall provide Consultant with a copy of the prevai ling rates of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant's principal place of business and at the project site. It is the intent of the parties to effectuate the requirements of sections 1771, 1774, 1775, 1776, 1777.5, 1813, and 1815 of the Labor Code within this Agreement, and Consultant shall therefore comply with such Labor Code sections to the fullest extent required by law. Consultant shall defend, indemnify and hold the City, its officials, officers, employees, agents, and volunteers free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

3.4.2 Registration/DIR Compliance. If the Services are being performed on a public works project of over $25,000 when the project is for construction, alteration, demolition, installation, or repair work, or a public works project of over $15,000 when the project is for maintenance work, in addition to the foregoing, then pursuant to Labor Code sections 1725.5 and 1771.1, the Consultant and all subconsultants must be registered with the Department of Industrial Relations (“DIR”). Consultant shall maintain registration for the duration of the project and require the same of any subconsultants. This project may also be subject to compliance monitoring and enforcement by the DIR. It shall be Consultant’s sole responsibility to comply with all applicable registration and labor compliance requirements, including the submission of payroll records directly to the DIR. Any stop orders issued by the Department of Industrial Relations against Consultant or any subconsultant that affect Consultant’s performance of servic es, including any delay, shall be Consultant’s sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Consultant caused delay and shall not be compensable by the City. Consultant shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of stop orders issued by the Department of Industrial Relations against Consultant or any subconsultant.

3.4.3 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.

3.5 Accounting Records.

3.5.1 Maintenance and Inspection. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to t he Agreement for a period of three (3) years from the date of final payment under this Agreement.

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3.6 General Provisions.

3.6.1 Termination of Agreement.

3.6.1.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause.

3.6.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this A greement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request.

3.6.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.

3.6.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose:

Consultant: Atkinson, Andelson, Loya, Ruud & Romo
12800 Center Court Drive, Suite 300
Cerritos, CA 90703
ATTN: John H. Bakhit, Partner
City: City of Colton
650 North La Cadena Drive
Colton, CA 92324
ATTN: Tom Cody, Human Resources & Risk Management
Director
Such notice shall be deemed made when personally delivered or when mailed, forty -eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

3.6.3 Ownership of Materials and Confidentiality.

3.6.3.1 Documents & Data; Licensing of Intellectual Property . This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). All Documents & Data shall

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be and remain the property of City, and shall not be used in whole or in substantial part by Consultant on other projects without the City’s express written permission. Within thirty (30) days following the completion, suspension, abandonment or termination of this Agreement, Consultant shall provide to City reproducible copies of all Documents & Data, in a form and amount required by City. City reserves the right to select the method of document reproduction and to establish where the reproduction will be accomplished. The reproduction expense shall be borne by City at the actual cost of duplication. In the event of a dispute regarding the amount of compensation to which the Consultant is entitled under the termination provisions of this Agreement, Consultant shall provide all Documents & Data to City upon payment of the undisputed amount. Consultant shall have no right to retain or fail to provide to City any such documents pending resolution of the dispute. In addition, Consultant shall retain copies of all Documents & Data on file for a minimum of fifteen (15) years following completion of the Project, and shall make copies available to City upon the payment of actual reasonable duplication costs. Before destroying the Documents & Data following thi s retention period, Consultant shall make a reasonable effort to notify City and provide City with the opportunity to obtain the documents.

3.6.3.2 Subconsultants. Consultant shall require all subconsultants to agree in writing that City is granted a non -exclusive and perpetual license for any Documents & Data the subconsultant prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or its subconsultants, or those provided to Consultant by the City.

3.6.3.3 Right to Use . City shall not be limited in any way in its use or reuse of the Documents and Data or any part of them at any time for purposes of this Project or another project, provided that any such use not within the purposes intended by this Agreement or on a pro ject other than this Project without employing the services of Consultant shall be at City’s sole risk. If City uses or reuses the Documents & Data on any project other than this Project, it shall remove the Consultant’s seal from the Documents & Data and indemnify and hold harmless Consultant and its officers, directors, agents and employees from claims arising out of the negligent use or re- use of the Documents & Data on such other project. Consultant shall be responsible and liable for its D ocuments & Data, pursuant to the terms of this Agreement, only with respect to the condition of the Documents & Data at the time they are provided to the City upon completion, suspension, abandonment or termination. Consultant shall not be responsible or liable for any revisions to the Documents & Data made by any party other than Consultant, a party for whom the Consultant is legally responsible or liable, or anyone approved by the Consultant.

3.6.3.4 Indemnification. Consultant shall defend, indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless, pursuant to the indemnification provisions of this Agreement, for any alleged infringement of any patent, copyright, trade secret, trade name, trademark, or any other proprietary right of any person or entity in consequence of the use on the Project by City of the Documents & Data, including any method, process, product, or concept specified or depicted.

3.6.3.5 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents & Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any

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purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City.

3.6.3.6 Confidential Information. The City shall refrain from releasing Consultant’s proprietary information ("Proprietary Information") unless the City's legal counsel determines that the release of the Proprietary Information is required by the California Public Records Act or other applicable state or federal law, or order of a court of competent jurisdiction, in which case the City shall notify Consultant of its intention to release Proprietary Information.

Consultant shall have five (5) working days after receipt of the Release Notice to give City written notice of Consultant's objection to the City's release of Proprietary Information. Consultant shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liability, loss, cost or expense (including attorney’s fees) arising out of a legal action brought to compel the release of Proprietary Information. City shall not release the Proprietary Information after receipt of the Objection Notice unless either: (1) Consultant fails to fully indemnify, defend (with City's choice of legal counsel), and hold City harmless from any legal action brought to compel such release; and/or (2) a final and non-appealable order by a court of competent jurisdiction requires that City release such information.

3.6.4 Cooperation; Further Acts . The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement.

3.6.5 Indemnification.

3.6.5.1 To the fullest extent permitted by law, Consultant shall defend (with counsel of City’s choosing), indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any negligent acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subconsultants or agents in connection with the performance of the Consultant’s Services, the Project or this Agreement, including without limitation the payment of all damages, expert witness fees and attorney’s fees and other related costs and expenses. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by Consultant, the City, its officials, officers, employees, agents, or volunteers.

3.6.5.2 If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant’s liability for such claim, including the cost to defend, shall not exceed the Consultant’s proportionate percentage of fault.

3.6.6 Entire Agreement. This Agreement contains the entire Agreement of the

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parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties.

3.6.7 Governing Law; Government Code Claim Compliance. This Agreement shall be governed by the laws of the State of California. Venue shall be in San Bernardino County.

In addition to any and all contract requirements pertaining to notices of and requests for compensation or payment for extra work, disputed work, claims and/or changed conditions, Consultant must comply with the claim procedures set forth in Government Code sections 900 et seq. prior to filing any lawsuit against the City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to extra work, disputed work, claims, and/or changed conditions have been followed by Consultant. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Consultant shall be barred from bringing and maintaining a valid lawsuit against the City.

3.6.8 Time of Essence. Time is of the essence for each and every provision of this Agreement.

3.6.9 City's Right to Employ Other Consultants . City reserves right to employ other consultants in connection with this Project.

3.6.10 Successors and Assigns . This Agreement shall be binding on the successors and assigns of the parties.

3.6.11 Assignment or Transfer . Consultant shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer.

3.6.12 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subconsultants of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.

3.6.13 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.

3.6.14 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.

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3.6.15 No Third- Party Beneficiaries . There are no intended third party beneficiaries of any right or obligation assumed by the Parties.

3.6.16 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

3.6.17 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Consultant further agrees to file, or shall cause its employees or subconsultants to file, a Statement of Economic Interest with the City’s Filing Officer as required under state law in th e performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

3.6.18 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party.

3.6.19 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.

3.7 Subcontracting.

3.7.1 Prior Approval Required. Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement.
[SIGNATURES ON NEXT PAGE]

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SIGNATURE PAGE TO

PROFESSIONAL SERVICES AGREEMENT BY AND

BETWEEN THE CITY OF COLTON AND ATKINSON,

ANDELSON, LOYA, RUUD & ROMO, A PROFESSIONAL
LAW CORPORATION.

CITY OF COLTON ATKINSON, ANDELSON, LOYA, RUUD &
ROMO

By: ____________________________ By: _________________________ William R. Smith John H. Bakhit
City Manager Partner

Attest:

____
Stephanie Vargas
Deputy City Clerk

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EXHIBIT "A"

SCOPE OF SERVICES

Lead and participate in labor negotiations with all nine (9) labor bargaining units and agreements.

Chief negotiator(s) will work with city management staff and negotiation team, to discuss the City’s best interests and strategy, discuss progress and receive direction from the City Manager and City Council. Outcome of these negotiations will be successful bargaining agreements with all nine labor units and associations to include police, fire, electric, utilities and miscellaneous employees.

Provide post-negotiation assistance and employment law services as needed.

Continue to provide counsel to the Human Resources Department on labor employment law issues, personnel issues, and employee relations.

Continue to provide direction and assistance on updating the City’s Administrative Policies and Procedures, Personnel Rules and Regulations, and any other city policies under this service.

Provide investigation services on personnel issues and/or employee relations. Conduct thorough investigations with all parties involved and provide a written response on the outcome of the investigation.

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EXHIBIT "B"

SCHEDULE OF SERVICES
Commencement of this agreement will start on July 16, 2024 through June 30, 2028 automatically, with an option to extend an additional three (3) year terms.

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EXHIBIT "C"

COMPENSATION
AALRR is mindful of the budgetary realities facing public entities. The Firm’s resources offer the ability to work on projects with a team approach allowing project completion in a cost -effective manner. Hourly rates are billed in one- tenth (.10) of an hour increments. Billing will be done by commuting to appointments related to City matters at the regular hourly rate, portal to portal, and actual mileage incurred from the Cerritos Office.

Hourly Rates:

Partners: $330 - $425 (depending on years of experience) Of Counsel: $325
Associates: $245 - $300 (depending on years of experience) Paralegals/Law Clerks: $125
Transcription: $75

Rates may be increased annually and the Firm will notify the City of these increases, when necessary.

Other expenses:

Photocopying: $.20 per page $.32 color per page
Long-distance calls: At cost
Mileage: IRS milage rate
Overnight mail: Standard FedEx rates
Computerized research: At cost
Facsimiles $1.00 per page

Total not-to-exceed: $250,000

In the event that this Agreement is renewed pursuant to Section 3.1.2, the rates set forth above may be increased or reduced each year at the time of renewal, but any increase shall not exceed the Consumer Price Index, All Urban Consumers, Los Angeles-Riverside-Orange Counties.

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ITEM NO. 12

STAFF REPORT

DATE: JULY 16, 2024
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: CHARLES BERRY, ELECTRIC UTILITY DIRECTOR
SUBJECT: APPROVE CONSULTING AGREEMENT WITH ASCEND

ANALYTICS LLC, FOR THE INTEGRATED RESOURCE PLAN
(IRP).

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

1. Dispense with competitive bidding under Colton Municipal Code Section 3.08.140(C) and approve a contract with Ascend Analytics , L.L.C. (Ascend) for an amount not to exceed $180,000 for the development of a comprehensive 20 -year integrated resource plan (IRP) for Colton Electric Utility (CEU).

2. Authorize the City Manager to execute all agreements

BACKGROUND

The IRP serves as a blueprint for CEU to deliver reliable, environmentally responsible electricity service at competitive rates over a 20 -year planning period. The purpose of the IRP is to establish a long -term plan for CEU’s portfolio of energy supply resources, while balancing (i) system reliability, (ii) resource adequacy (RA), (iii) fiscal responsibility, and (iv) environmental stewardship. The IRP is a multidimensional model that among other things, will analyze at (i) 100% renewable portfolio standard (RPS), (ii) 100% carbon free with 60% RPS, (iii) 60% RPS.

The output of the IRP will show the gaps CEU must fill to meet all the existing unfunded mandates of various regulatory and statutory requirements of SB 100, SB 1020, etc.

CEU will be able to use the results to understand ho w future resources options will fit into the portfolio and serve the needs of the City of Colton.

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July 16, 2024

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ISSUES/ANALYSIS

Ascend will provide an analysis of CEU’s portfolio risk and calculate key risk metrics including margin at risk, rates at risk, and/or value at risk. Ascend’s portfolio management analytics services serve to analyze revenue requirements and preserve margin in alignment with performance metrics/budget forecasts, to maintain a competitive advantage for CEU through periods of adverse market cond itions. This analysis will provide CEU with an understanding of the risk exposure and steps CEU can take to mitigate in the near and long term. Ascend will model a set of potential hedging options to show how hedges can provide risk reduction to CEU.

In total, the analysis described above will provide CEU with information for both short -term and long-term decision making.

Ascend will provide a PowerPoint report outlining results, findings, and assumptions, including the full comprehensive report with re levant information from the analysis , a nd provide the modelled results in excel format. Ascend will perform at least two onsite presentations, one for the Utilities Commission, and the other one for the City Council.

Ascend is signatory to the Southern California Public Power Authority (SCPPA) master service agreement. As such, Ascend is a responsible bidder for the competitive request for proposal (RFP) process as executed pursuant to SCPPA purchasing policy. Therefore, in compliance with City of Colt on Municipal Code 3.0 8.140 (C), staff has determined that “ a competitive bid procedure has been conducted by another public agency (e.g., through CMAS or GSA) and the price to the City is equal to or better than the price to that public agency.”

FISCAL IMPACTS

The entire contract and services will not exceed $ 180,000, which includes a 20 percent (20%) contingency. Sufficient appropriations are available in the adopted Fiscal Year 2024-25 budget in Electric Utility Administration Professional Services Account 520-8000-8001-2350-0923-000.

ALTERNATIVES

There are no other alternatives.

ATTACHMENT

1. Colton Ascend Analytics IRP Services Agreement (City 06-03-24)-c1 Partially Executed with Exhibit B 07-02-2024
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CITY OF COLTON / ASCEND ANALYTICS

PROFESSIONAL SERVICES AGREEMENT

This Professional Services Agreement (“Agreement”) is made and entered into on June 07, 2024, by and between CITY OF COLTON, a California municipal corporation (“City”), and ASCEND ANALYTICS, LLC, a Colorado limited liability company (“Consultant”). City and Consultant are sometimes individually referred to as “Party” and collectively as “Parties.”

RECITALS

A. Consultant desires to perform and assume responsibility for the provision of certain professional services required by City on the terms and conditions set forth in this Agreement.

Consultant represents that it is experienced in providing integrated resource planning support services and is familiar with the plans of City.

B. City desires to engage Consultant to render such professional services for its integrated resources planning as set forth in this Agreement.

AGREEMENT

1. Scope of Services and Term.

1.1 General Scope of Services . Consultant promises and agrees to furnish to City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the integrated resources planning support services necessary for the Project (“Services”). The Services are more particularly described in Exhibit A attached hereto, and which are stated in the proposal to City. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto, and all applicable local, state and federal laws, rules and regulations.

1.2 Term. The term of this Agreement shall be from June 7, 2024 to June 30, 2025, unless earlier terminated as provided herein. Consultant shall complete the Services within the term of this Agreement and shall meet any other established schedules and deadlines.

2. Responsibilities of Consultant.

2.1 Control and Payment of Subordinates; Independent Contractor. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee. Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this A greement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant’s exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their perfo rmance of Services under this Agreement and as required by law.

Consultant shall be responsible for all reports and obligations respecting such additional personnel,

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including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers’ compensation insurance.

2.2 Schedule of Services. Consultant shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the Schedule of Services set forth in Exhibit A. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant’s conformance with the Schedule, City shall respond to Consultant’s submittals in a timely manner. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services.

2.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City.

2.4 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause.

As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the City. The key personnel for performance of this Agreement are as follows:

Anthony Boukarim, Director, Resource Planning & Valuation Brandon Mauch, Managing Director, Resource Planning Services

2.5 City’s Representative. City hereby designates Charles Berry, or designee, to act as its representative for the performance of this Agreement (“ City’s Representative ”). City’s Representative shall have the power to act on behalf of City for all purposes under this Agreement.

Consultant shall not accept direction or orders from any person other than City’s Representative, or designee.

2.6 Consultant’s Representative . Consultant hereby designates Brandon Mauch , or designee, to act as its Representative for the performance of this Agreement (“ Consultant’s Representative”). Consultant’s Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant’s Representative shall supervise and direct the Services, using his or her best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.

2.7 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City’s staff, consultants and other staff at all reasonable times.

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2.8 Standard of Care; Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California.

Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and sub - contractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consul tant represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense and without reimbursement from City, any services necessary to correct errors or omissions which are caused by the Consultant’s failure to comply with the standard of care provided for herein. Any employee of the Consultant or its subcontractors who is determined by City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project.

2.9 Laws and Regulations . Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If the Consultant performs any work knowing it to be contrary to such laws, rules and regulations and without giving written n otice to City, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.

2.10 Insurance.

2.10.1 Time for Compliance . Consultant shall not commence the Services under this Agreement until it has provided evidence satisfactory to City that it has secured all insurance required under this section, in a form and with insurance companies acceptable to City. In addition, Consultant shall not allow any subcontractor to commence work on any subcontract until it has provided evidence satisfactory to City that the subcontractor has secured all insurance required under this section.

2.10.2 Minimum Requirements . Consultant shall, at its expense, procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Consultant, its agents, representatives, employees or subcontractors. Consultant shall also require all of its subcontractors to procure and maintain the same insurance for the duration of the Agreement. Such insurance shall meet at least the following minimum levels of coverage:

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(A) Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001 or exact equivalent); (2) Automobile Liability: Insurance Services Office Business Auto Coverage (form CA 0001, code 1 (any auto) or exact equivalent); and (3) Workers’ Compensation and Employer’s Liability : Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance.

(B) Minimum Limits of Insurance. Consultant shall maintain limits no less than: (1) General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability: $1,000,000 per accident for bodily injury and property damage; and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation limits as required by the Labor Code of the State of California. Employer’s Liability limits of $1,000,000 per accident for bodily injury or disease.

2.10.3 Professional Liability. Consultant shall procure and maintain, and require its subcontractors to procure and maintain, for a period of five (5) years following completion of the Services, errors and omissions liability insurance appropriate to their profession. Such insurance shall be in an amount not less than $2,000,000 per claim. This insurance shall be endorsed to include contractual liability applicable to this Agreement and shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the Consultant. “Covered Professional Services” as designated in the policy must specifically include work performed under this Agreement. The policy must “pay on behalf of” the insured and must include a provision establishing the insurer's duty to defend.

2.10.4 Insurance Endorsements. The insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms supplied or approved by City to add the following provisions to the insurance policies:

(A) General Liability.

(i) Commercial General Liability Insurance must include coverage for (1) Bodily Injury and Property Damage; (2) Personal Injury/Advertising Injury; (3) Premises/Operations Liability; (4) Products/Completed Operations Liability; (5) Aggregate Limits that Apply per Project; (6) Explosion, Collapse and Underground (UCX) exclusion deleted; (7) Contractual Liability with respect to this Agreement; (8) Broad Form Property Damage; and (9) Independent Consultants Coverage.

(ii) The policy shall contain no endorsements or provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; or (3) contain any other exclusion contrary to the Agreement.

(iii) The policy shall give City, its directors, officials, officers, employees, and agents insured status using ISO endorsement forms 20 10 10 01 and 20 37 10 01,

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or endorsements providing the exact same coverage.

(iv) The additional insured coverage under the policy shall be “primary and non -contributory” and will not seek contribution from City’s insurance or self - insurance and shall be at least as broad as CG 20 01 04 13, or endorsements providing the exact same coverage.

(B) Automobile Liability . The automobile liability policy shall be endorsed to state that: (1) City, its directors, officials, officers, employees, agents and volunteers shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Consultant or for which the Consultant is responsible; and (2) the insurance coverage shall be primary insurance as respects City, its directors, officials, officers, employees, agents and volunteers, or if excess, shall stand in an unbroken chain of coverage excess o f the Consultant’s scheduled underlying coverage. Any insurance or self-insurance maintained by City, its directors, officials, officers, employees, agents and volunteers shall be excess of the Consultant’s insurance and shall not be called upon to contribute with it in any way.

(i) Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for workers’ compensation or to undertake self -insurance in accordance with the provisions of that code, and Consultant will comply with such provisions before commencing work under this Agreement.

(ii) City and Ascend waive all subrogation rights against (1) each other, and (2) any of the other’s subsidiaries, affiliates, subcontractors (of any tier), agents, and employees for damages caused by fire or other causes of loss to the extent covered by property insurance applicable to the Services.

(D) All Coverages . Defense costs shall be payable in addition to the limits set forth hereunder. Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. It shall be a requirement under this Agreement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits set forth herein shall be a vailable to City, its directors, officials, officers, employees and agents as additional insureds under said policies. Furthermore, the requirements for coverage and limits shall be (1) the minimum coverage and limits specified in this Agreement; or (2) the broader coverage and maximum limits of coverage of any Insurance policy or proceeds available to the named insured; whichever is greater.

(i) The limits of insurance required in this Agreement may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of City (if agreed to in a written contract

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or agreement) before City’s own insurance or self-insurance shall be called upon to protect it as a named insured. The umbrella/excess policy shall be provided on a “following form” basis with coverage at least as broad as provided on the underlying policy(ies).

(ii) Consultant shall provide City at least thirty (30) days prior written notice of cancellation of any policy required by this Agreement, except that the Consultant shall provide at least ten (10) days prior written notice of cancellation of any such policy due to non-payment of premium. If any of the required coverage is cancelled or expires during the term of this Agreement, the Consultant shall deliver renewal certificate(s) including the General Liability Additional Insured Endorsement to City at least ten (10) days prior to the effective date of cancellation or expiration.

(iii) The retroactive date (if any) of each policy is to be no later than the effective date of this Agreement. Consultant shall maintain such coverage continuously for a period of at least three years after the completion of the work under this Agreement.

Consultant shall purchase a one (1) year extended reporting period A) if the retroactive date is advanced past the effective date of this Agreement; B) if the policy is cancelled or not renewed; or C) if the policy is replaced by another claims -made policy with a retroactive date subsequent to the effective date of this Agreement.

(iv) The foregoing requirements as to the types and limits of insurance coverage to be maintained by Consultant, and any approval of said insurance by City, is not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Consultant pursuant to this Agreement, including but not limited to, the provisions concerning indemnification.

(v) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement. City may require the Consultant to provide complet e copies of all insurance policies in effect for the duration of the Project.

(vi) Neither City nor any of its directors, officials, officers, employees or agents shall be personally responsible for any liability arising under or by virtue of this Agreement.

2.10.5 Separation of Insureds; No Special Limitations . All insurance required by this Section shall contain standard separation of insureds provisions. In addition, such insurance shall not contain any special limitations on the scope of protection afforded to City, its directors, officials, officers, employees, agents and volunteers.

2.10.6 Deductibles and Self-Insurance Retentions. Any deductibles or self-insured retentions must be declared to and approved by City. Consultant shall guarantee that, at the option of City, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions

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as respects City, its directors, officials, officers, employees, agents and volunteers; or (2) the Consultant shall procure a bond guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses.

2.10.7 Acceptability of Insurers . Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, licensed to do business in California, and satisfactory to City.

2.10.8 Verification of Coverage . Consultant shall furnish City with original certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf and shall be on forms provided by City if requested. All certificates and endorsements must be received and approved by City before work commences. City reserves the right to require complete, certified copies of all required insurance policies, at any time.

2.10.9 Subcontractor Insurance Requirements . Consultant shall not allow any subcontractors to commence work on any subcontract until they have provided evidence satisfactory to City that they have secured all insurance required under this section. Policies of commercial general liability insurance provided by such subcontractors shall be endorsed to name City as an additional insured using ISO form CG 20 38 04 13 or an endorsement providing the exact same coverage. If requested by Consultant, City may approve different scopes or minimum limits of insurance for particular subcontractors.

2.10.10 Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regula tions, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limite d to: (A) adequate life protection and life -saving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent acciden ts or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures.

3. Fees and Payments.

3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement in the manner and at the rates set forth in Exhibit B, attached hereto. The total compensation shall not exceed One Hundred Fifty Thousand Dollars ($150,000) without written approval of the City. Extra Work may be authorized, as described below, and, if authorized, said Extra Work will be compensated at the rates and manner set forth in this Agreement.

3.2 Payment of Compensation. For fixed -price task -based work, Consultant shall

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submit to City an itemized statement which indicates the task and work product completed by Consultant. For time and materials work, Consultant shall submit to City a monthly itemized statement which indicates work completed and hours of Services rendered by Consultant. The statement shall describe the amount of Services and supplies provided for the relevant billing period, as appropriate, through the date of the statement. City shall, within 45 days of receiving a statement, review the statement and pay all approved charges thereon.

3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City.

3.4 Extra Work. At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, “ Extra Work ” means any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement. Consultant shall not perform, nor be compensated for, Extra Work without written authoriza tion from City’s Representative.

4. Accounting Records . Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement.

5. General Provisions.

5.1 Termination of Agreement.

5.1.1 Grounds for Termination . City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause.

5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such docu ments and other information within fifteen (15) days of the request.

5.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.

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5.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective Parties at the following address, or at such other address as the respective parties may provide in writing for this purpose:

Consultant: Ascend Analytics, LLC
Attn: Gary Dorris
1877 Broadway, Suite 706
Boulder, CO 80302
(303) 415-1400
[email protected]

City: City of Colton
Colton Electric Utility
Attn: Charles Berry
150 South 10th Street
Colton, CA 92324
(909) 370-6196
[email protected]

Such notice shall be deemed made when personally delivered or when mailed, forty -eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the Party at its applicable address. Actual notice shall be deemed adequate notic e on the date actual notice occurred, regardless of the method of service.

5.3 Ownership of Materials and Confidentiality.

5.3.1 Documents & Data; Licensing of Intellectual Property . City will have exclusive rights to use the analytical deliverables, but will not have rights to resell or redistribute the delivered analytical products. City agrees that all rights, title, and interest in and to all models, tools, systems, or processes used or developed by Ascend in the course of providing Services pursuant to this Agreement, including, but not limited to, patent rights, trade secrets, mask works, and copyrights, shall remain exclusively with Ascend without further consideration; provided that City may retain and use a copy of any studies, reports, and analyses for its sole use.

5.3.2 Intellectual Property. City shall have and retain all right, title and interest in Intellectual Property developed or modified under this Agreement whether or not paid for wholly or in part by City, whether or not developed in conjunction with Consultant, and whether or not developed by Consultant. Consultant will execute separate written assignments of any and all rights to the above referenced Intellectual Property upon request of City.

Consultant shall also be responsible to obtain in writing separate written assignments from any subcontractors or agents of Consultant of any and all right to the above referenced Intellectual Property. Should Consultant, either during or following termination of this Agreement, desire to use any of the above-referenced Intellectual Property, it shall first obtain the written approval of the City.

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All materials and documents which were developed or prepared by the Consultant for general use prior to the execution of this Agreement and which are not the copyright of any other party or publicly available and any other computer applications, shall continue to be the property of the Consultant. However, unless otherwise identified and stated prior to execution of this Agreement, Consultant represents and warrants that it has the right to grant the exclusive and perpetual license for all such Intellectual Property as provided herein.

5.3.3 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents and Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be dis closed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed con fidential. Consultant shall not use City’s name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City.

5.3.4 Infringement Indemnification. To the fullest extent of the law, each Party shall defend, indemnify and hold its directors, officials, officers, employees, volunteers and agents free and harmless, pursuant to the indemnification provisions of this Agreement, for any alleged infringement of any patent, copyright, trade secret, trade name, trademark, or any other proprietary right of any person or entity in consequence of the use on the Project by City of the Documents & Data, including any method, process, product, or concept specified or depicted.

5.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement.

5.5 Attorney’s Fees. If either Party commences an action against the other Party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney’s fees and all other costs of such action.

5.6 Indemnification.

5.6.1 To the fullest extent permitted by law, Consultant shall defend (with counsel of City’s choosing), indemnify and hold the City , its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Cons ultant’s

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services, the Project or this Agreement, including without limitation the payment of all damages, expert witness fees and attorney’s fees and other related costs and expenses. Consultant shall defend, at Consultant’s own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials, officers, employees, agents or volunteers. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, agents or volunteers, in any such suit, action or other legal proceeding. Consultant shall reimburse and its directors, officials, officers, consultants, employees, agents and/or volunteers, for any and all legal expenses and costs, including reasonable attorneys’ fees, incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by Consultant, the City, its officials, officers, employees, agents, or volunteers. This section shall survive any expiration or termination of this Agreement.

5.6.2 If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’s performance of “design professional” services (as that term is defined under Civil Code § 2782.8), then, and only to the extent required by Civil Code § 2782.8, which is fully incorporated herein, Consultant’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant, and, upon Consultant obtainin g a fin al adjudication by a court of competent jurisdiction, Consultant’s liability for such claim, including the cost to defend, shall not exceed the Consultant’s proportionate percentage of fault.

5.7 Entire Agreement. This Agreement contains the entire Agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both Parties.

5.8 Governing Law . This Agreement shall be governed by the laws of the State of California. Venue shall be in San Bernardino, California.

5.9 Time of Essence . Time is of the essence for each and every provision of this Agreement.

5.10 City’s Right to Employ Other Consultants . City reserves right to employ other consultants in connection with this Project.

5.11 Successors and Assigns . This Agreement shall be binding on the successors and assigns of the Parties.

5.12 Assignment or Transfer. Consultant shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer.

5.13 Construction; References; Captions . Since the Parties or their agents have

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participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days.

All references to Consultant include all personnel, employees, agents, and subcontractors of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.

5.14 Amendment; Modification . No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.

5.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.

5.16 No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.

5.17 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

5.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

5.19 Equal Opportunity Employment and Subcontracting. Consultant represents that it is an equal opportunity employer and it shall not discriminate on the basis of race, gender, gender expression, gender identity, religion, national origin, ethnicity, sexual orientation, age, or disability in the solicitation, selection, hiring, or treatment of applicants, employees, subcontractors, vendors, or suppliers. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Further, Consultant shall provide equal opportunity for subcontractors to participate in subcontracting opportunities.

5.20 Labor Certification. By its signature hereunder, Consultant certifies that it is aware

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of the provisions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for Workers’ Compensation, or to undertake self - insurance in accordance with the provisions of that Code, and agrees to comply wit h such provisions before commencing the performance of the Services.

5.21 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party.

5.22 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.

5.23 Subcontracting. Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City.

Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement.

[SIGNATURES ON FOLLOWING PAGE]

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SIGNATURE PAGE

IN WITNESS WHEREOF, the Parties have made and executed this Agreement as of the date first written above.

CITY OF COLTON

By : _________________________________
Name: Charles Berry_______________
Title: Director of Electric Utility

ASCEND ANALYTICS, LLC

By : _________________________________
Name: _______________________________
Title: ________________________________

APPROVED AS TO FORM:

_________________________________
City Attorney

Gary W Dorris
Chief Executive Officer

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EXHIBIT A

SCOPE AND SCHEDULE OF SERVICES

SCOPE OF WORK

Ascend proposes to institute the following tasks to complete the scope of work:

Task 1: Project Setup

Key objectives in this task include:
• Kickoff meeting
• Discussion of current situation and document desired outcomes of IRP effort • Create a work plan that meets the expectations of the Colton Electric Utility and Ascend • Collect data needed for modeling, including physical and financial parameters on loads and current resources.
• Introduce and discuss analytical tools including PowerSIMM for capacity expansion , resource adequacy analysis, and production cost modeling
• Build and validate IRP model
• Schedule bi-weekly project management meetings using Microsoft Teams Data requirements from the Colton Electric Utility include:
• At least 3 (preferably 5) years of hourly load data aggregated by customer class (residential, commercial, industrial, etc.)
• Information on net metering, EE, DR, and other load modifiers needed for an accurate load forecast
• Physical and financial data for generators (thermal, battery, hydro, etc.) and battery storage • Resource retirement dates
Ascend will immediately begin constructing a model of the Colton Electric Utility’s system in PowerSIMM. Depending on the nature of the data, Ascend can provide templates in Excel format for ease of data collection, or we can simply accept the data in any format from Colton Electric Utility.

Ascend will use the CEC published load forecast for Colton Electric Utility with potential adjustments based on input from Colton Electric Utility staff. Once the data are in the model, we will perform validation activities including simulation of weather, loads, prices, and generation dispatch and present the results of the validation to establish comfort with the model.

Task 2: IRP Modeling

Ascend will host a series of meetings to discuss and approve input assumptions and scenarios. This includes:
• Ascend’s power market price forecast, including changes to regional fundamentals in CAISO • Candidate resources and their expected cost curves
• Policy assumptions (carbon price, RPS standards, local resources, etc.) • Resource capacity accreditation (net qualifying capacity) towards CAISO RA requirements

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• Scenarios and sensitivities
Ascend maintains a unique fundamental modeling framework to capture the changing price dynamics in the southern California power market called Ascend Market Intelligence. We incorporate expected changes in regional load and resource stack to generate hourly and sub-hourly power prices throughout the forecast horizon. Ascend will present our core SP-15 power price forecast that we intend to use the IRP. We also develop nodal price forecasts for Colton Electric Utility’s current resources and candidate resources that include expected basis changes. The slide below shows an example from one of our Market Intelligence reports. Ascend will provide a full CAISO market report and price forecasts as part of this engagement.

Figure 1: Ascend’s Market Intelligence showing CAISO expectation for future Supply Stack. CAISO gains large quantities of intermittent renewables while losing baseload capacity.

Ascend will make any custom modifications to our core forecast as decided on by the modeling team, including any new information such as regional transmission upgrades, power plant retirements or extensions, and so on. Ascend also maintains a forecast of RA prices and ancillary services prices that combine with the power prices to maintain long-run market equilibrium. See appendix A for more information on Ascend’s fundamental power price forecast practice.

Ascend can model a wide range of candidate resources for future procurement, including but not limited to different types of storage, renewables, hybrid resources, demand response, energy efficiency, thermal, hydrogen, and more. Ascend maintains an up-to-date database of technology costs and their forecasts based on reputable forecasts and data from the half dozen RFOs run by Ascend each year.

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Ascend also maintains forecasts of the ELCC of renewables, storage, and hybrid resources as a function of their expected penetration in the California market.

Generally, “scenarios” are states of the world in which there is uncertainty. This may include variables such as technology costs, policy changes, more aggressive GHG reduction goals, and so on. We recommend keeping the number of scenarios small, generally no more than five. We already capture uncertainty in gas prices, power prices, load, renewable generation, and more through our simulation approach.

Sensitivities are runs where a certain parameter is changed or stressed to reveal how well a portfolio performs under a different condition. Once a candidate portfolio is developed, the modeling team may wish to determine how well it would perform if, for example, some items in the model changed such as load or a resource retirement.

Ascend will execute the modeling plan, including capacity expansion runs with each candidate resource to fill the Colton Electric Utility’s energy, capacity, RPS, and GHG planning targets. Ascend will utilize a capacity expansion algorithm endogenous to the PowerSIMM model, which we call automated resource selection or ARS. ARS optimizes future resource portfolios that minimize cost while meeting reserve margin and any other policy compliance obligations such as renewable portfolio standard. See Appendix A for more details on ARS. The model will choose from the candidate resources to minimize cost to serve load while meeting all constraints. Results will be shown in annual and 20-year NPV of revenue requirements (inclusive of capital, O&M, fuel costs, PPA cost, etc.). The results will provide insight into the least-cost least-risk resource procurement strategy to meet the Colton Electric Utility’s objectives, including sustainability, reliability, risk management, compliance, equity, and keeping rates affordable.

PowerSIMM is unique in its ability to simulate power system operations with weather as a fundamental driver. First PowerSIMM simulates temperature using 30 years of data as a training set. PowerSIMM builds models time-series models to simulate weather’s impact on loads, renewable generation, outages, and power prices. Figure 2 provides a schematic of the PowerSIMM modeling framework.

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Figure 2. PowerSIMM portfolio simulation framework for evaluation of resource economics and reliability

PowerSIMM is what we call an “HD” production cost model. Please see our NRRI Paper, “Making the Right Resource Choice Requires Making the Right Model Choice”.1 An HD production cost model leverages the power of modern parallelized computing to solve formerly intractable optimization problems. While older models run on a laptop, PowerSIMM runs on hundreds of computer cores. It allows us to zoom into power system dynamics and make planning decisions based on the dynamics of a highly renewable (and variable) future power grid.

We run ARS for each scenario to develop a candidate expansion plan for later dispatch and production cost modeling. Our IRP modeling process is outlined in Figure 3.

Figure 3: Ascend's IRP Modelling Process

1 “Making the Right Resource Choice Requires Making the Right Model Choice.” National Institute of Regulatory Research (NRRI). September 2021. Link to paper available: Ascend Analytics Publications.

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To learn more about the capabilities of PowerSIMM for resource planning including capacity expansion, production cost with meaningful uncertainty, and resource adequacy planning, see Appendix A.

Task 3: IRP Report

Ascend will take the lead in the development of the relative presentations and IRP document. Ascend will complete most of the writing and management of the document(s) creation. We intend to store the report in Sharepoint so that Colton Electric Utility staff may access the draft document and easily provide feedback on the source document.

We will start the report creation with an outline developed in collaboration with Colton Electric Utility.

Once the outline is set, Ascend will begin drafting the document. Colton Electric Utility will provide information necessary to complete the report, such as energy efficiency and demand response plans, when needed.

Project Timeline

The proposed timeline is shown in Table 1 and includes the resource plan.

Table 1: Proposed project timeline
Colton Electric Utility IRP
Task Timeline -
Start
Timeline -
End
Duration -
Days
Project Setup
Gather historical data on CEU load and resources 7/18/2024 8/15/2024 29 Gather forecasts for load, renewables, and market prices 8/1/2024 8/15/2024 15 Build PowerSIMM model 8/1/2024 8/15/2024 15
Model validation 8/19/2024 9/16/2024 29
Receive CEU's acceptance of validated model 9/17/2024 IRP Modeling
Candidate resources configuration 9/18/2024 9/25/2024 8 Capacity expansion modeling 9/26/2024 10/31/2024 36
Sensitivity analysis 11/1/2024 11/15/2024 15
Production cost modeling 11/18/2024 1/3/2024 42
Delivery of model output workbooks to CEU 1/6/2025
IRP Report
Resource plan report 1/6/2025 2/10/2025 36
Report revisions 2/11/2025 3/6/2025 24
Final report presentation to CEU 3/18/2025 or 4/1/2025

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EXHIBIT B

PRICING FOR SERVICES
Total costs for the IRP are fixed at $150,000. This price includes all modeling, price forecasts, report creation and software fees. Ascend will invoice the project monthly when the work starts in July. If Colton Electric Utility wishes to increase the scope of the project, Ascend and Colton Electric Utility can adjust the cost. Ascend’s billable rates are included below if needed for Extra Work.

IRP Pricing per Task

Task # Task Price
1 Project Setup $45,000
2 IRP Modeling $60,000
3 IRP Report $45,000
Total $150,000

Ascend Analytics 2024 Billable Rates

Analysts Leadership 2024 rate ($/hr)
Energy Analyst $ 250
Senior Energy Analyst $ 285
Lead Energy Analyst Manager $ 335
Senior Manager $ 350
Director $ 375
Managing Director $ 425
Vice President $ 500
CEO $ 650

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ITEM NO. 13

STAFF REPORT

DATE: JULY 16, 2024
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: HEIDI DURON, DEVELOPMENT SERVICES DIRECTOR SUBJECT: APPROVE THE AWARD OF CONTRACT TO FIRST CARBON

SOLUTIONS FOR THE PREPARATION OF ENVIRONMENT

ASSESSMENT FOR CITYWIDE GENERAL PLAN MAP AND TEXT

AMENDMENT AND CHANGE OF ZONE OF CERTAIN

PROPERTIES AND ZONING TEXT AMENDMENTS FOR

CONSISTENCY WITH THE GENERAL PLAN AS PART OF
IMPLEMENTATION OF THE APPROVED 6TH CYCLE COLTON
2021-2029 HOUSING ELEMENT.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

Award a professional services agreement to First Carbon Solutions as the most qualified consultant for the Preparation of Environmental Assessment for Citywide General Plan Map and Text Amendment and Change of Zone of Certain Properties and Zoning Text Amendments for consistency with the General Plan as part of the 6 th Cycle Approved Colton 2021-2029 Housing Element for $314,740; and authorize City Manager to execute the agreement.

BACKGROUND

On January 4, 2022, the City Council approved the 6 th Cycle Colton 2021 -2029 Housing Element. As part of providing adequate housing sites to accommodate housing to meet the City’s RHNA (Regional Housing Ne eds Assessment) requirements, approximately 32 parcels within City corporate limits must be considered to be changed from existing zoning to multi - family zoning designation that will allow up to 40 dwelling units per acre . In addition, it must allow 100% r esidential uses and require at least 50% of the total floor area to be occupied by a residential use in mixed-use areas. These changes require amendments to the Zoning Map and Code and minor revisions to the General Plan Map and Land Use Element . The proj ect also 13 Packet Pg. 403
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includes preparation of CEQA (California Environmental Quality Act) documents as part of the Project.

Regional Housing Needs Assessment and Map/Text Amendments. The Regional Housing Needs Assessment (“RHNA”) is the process established in Stat e law by which future housing needs are determined for each city. On March 4, 2021, SCAG adopted the final RHNA Plan, which assigns Colton the following housing needs.

2021-2029 RHNA: City of Colton
Very
Low Low Moderate
Above
Moderate Total
1,318 668 906 2,542 5,434
Source: SCAG, 3/4/2021

The Housing Element must provide an evaluation of potential capacity for additional housing based on land use designations, development regulations, other development constraints (such as infrastructure availabilit y and environmental conditions) and real estate market trends. A sites analysis must be prepared demonstrating that the City has adequate sites with appropriate zoning to fully accommodate additional housing development commensurate with its RHNA allocatio n in each income category. If the sites analysis does not demonstrate that adequate capacity exists to fully accommodate the RHNA, the Housing Element must describe what steps will be taken to increase capacity commensurate with the RHNA – typically through amendments to land use and zoning. Due to a shortfall in sites with appropriate zoning to accommodate the RHNA, the Element includes a program to rezone approximately 170.5 acres at 49 locations, including 17 parcels in the Hub City Centre Specific Plan (HCCSP).

Property Owners Notified. Staff has notified all property owners of the rezoning in 2022 as part of the initial Planning Commission study sessions and reviews. The formal public hearings will also require notification of the specific property ow ners of each property owner with the request for change of zone and general plan amendment. Staff will also be publishing the standard newspaper publication of the public hearing and resending notices out to the list of tribes as part of the tribal consultation to comply with SB 18.

The properties proposed to be rezoned and general plan land use designation also changed are described as part of the five areas in the City that relate to Program 11 of the 2021 -2029 General Plan Housing Element Update. The second list includes two areas that are not related to Colton’s Housing Element but are being proposed for rezoning and general plan amendment to implement a portion of the South Colton Livable Corridor Plan.

 Area 1: 500, 530 & 660 South La Cadena Drive (3 parcels) – APN(s): 0163-211-02, 05 & 25; Existing General Plan land u se designation “General Commercia l” amended to 13 Packet Pg. 404
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“Mixed Use – Downtown.” Zoning Map amended from C-2 (General Commercial) to M- U/D (Mixed Use – Downtown).
 Area 2: 233 South La Cadena Dr ive (1 parcel) – APN: 0163-074-31; Existing General Plan land use designation “General Commercial” amended to “Mixed Use – Downtown.” Zoning Map amended from C -2 ( General Commercial ) to M -U/D (Mixed Use – Downtown).
 Area 3: 158 & 170 South La Cadena Drive , 115 and 131 East L Street (4 parcels) – APN(s): 0163-081-06, 07, 08, & 09; Existing General Plan land use designation “General Commercial” amended to “Mixed Use – Downtown.” Zoning Map amended from C -2 (General Commercial) to M-U/D (Mixed Use – Downtown).
 Area 4: 1202, 1300, & 1500 East Fairway Drive and 1200, 1250, 1300, 1350, 1400, & 1500 Crossroads Drive (11 Parcels) – APN(s): 0164-182-38, 41, 43, 46, 47, 48, 51, 53, 55, 57, and 58; Existing General Plan land use designation “Industrial Park” amended to “Mixed Use - Downtown.” Zoning Map amended from I -P (Industrial Park) to M-U/D (Mixed Use – Downtown).
 Area 5: 1201 and 1301 East Fairway Drive (6 Parcels) – APN(s): 0164-281-01, 02, 09, & 11 and APN(s): 0164 -181-08, & 12 ; Existing General Plan land us e designation “Industrial Park” amended to “Mixed Use – Downtown.” Zoning Map amended from I-P (Industrial Park) to M-U/D (Mixed Use – Downtown).

Note: Program 11 includes an amendment to the Hub City Centre Specific Plan (HCCSP), which is being brought forward as a separate amendment.  Area 1-A: 609, 613, 645, 655 & 659 South 7 th Street (5 parcels) – APN(s): 0163-172-46 and 47; Existing General Plan land u se designation “Low Density Residential” amended to “Mixed Use – Downtown.” Zoning Map amended from R-1 (Low Density Residential) to M-U/D (Mixed Use – Downtown). APN(s): 0163-172-48, 49, & 50; Existing General Plan land use designation “General Commercial” amended to “Mixed Use – Downtown.” Zoning Map amended from C -2 (Gener al Commercial) to M -U/D (Mixed Use – Downtown).
 Area 4 -A: 1200 East Fairway Drive and 1200 Crossroad Drive (2 Parcels) – APN(s):
0164-182-52 & 54; Existing General Plan land use designation “Industrial Park” amended to “Mixed Use – Downtown.” Zoning Map amended from I-P (Industrial Park) to M-U/D (Mixed Use – Downtown).

The additional work staff has already completed will include changes to the General Plan Land Use Element for consistency purposes updating the zoning code residential densities.

ISSUES/ANALYSIS

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On February 20, 2022, t he City Council adopted Resolution No. R -28-22, approving a “short list” of pre -qualified environmental consultants to provide services to the City . Through an approved extension, this list is valid until April 19, 2025. City staff solicited four environmental firms from the approved Pre-Qualified Environmental Consultants List for preparation of Environmental Assessment for implementation of the 2021 -2029 Colton Housing Element Project City staff has undertaken which includes General Plan and Zoning Maps c hanges and text amendments to General Plan Land Use Element and Zoning Code.

The Pre-Qualified Firms that provided a quote for services included the following firms:

1. CASC

2. EcoTierra

3. First Carbon Solutions

4. Kimley-Horn

On April 10, 2024, Staff received a bid from First Carbon Solutions in the amount of $314,740.

This bid is based on rates consistent with those approved and adopted in Resolution R -28-22.

Staff recommends the award of the professional services agreement contract to First Carbon Solutions as the most qualified consultant for the preparation of the Environmental Assessment documents for the Project. First Carbon Solutions is aware of the City’s Housing Element December deadline and will be working with staff to meet this requirement. Staff have completed most of the work needed for the project and now the environmental analysis needs to be started. A kick -off meeting will be scheduled once the contract is approved by the City Council to make some final decision on the project scope.

First Carbon Solutions is an experienced and seasoned environmental consulting firm . They are familiar with the City’s recently adopted 6 th Cycle Housing Element and can work with the demanding deadlines imposed by HCD . The professional service agreement is at tached as Exhibit A.

FISCAL IMPACTS

Sufficient appropriations for this project are available in the adopted FY24-25 budget in General Fund Planning Division Professional Services Account Number 100-6300-6301-2350-0000-000.

ALTERNATIVES

1. Provide alternative direction to staff.

ATTACHMENT

1. Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element 13 Packet Pg. 406
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CITY OF COLTON

PROFESSIONAL SERVICES AGREEMENT

1. PARTIES AND DATE.

This Agreement is made and entered into this _____ day of July, 2024, by and between the City of Colton, a municipal corporation, organized under the laws of the State of California, with its principal place of business at 650 North La Cadena Drive, Colton, California 92324 ("City") and FCS International, Inc. dba First Carbon Solutions, at 650 E. Hospitality Lane, Suite 125, San Bernardino, CA 92408 ("Consultant").

City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties."

2. RECITALS.

2.1 Consultant.

Consultant desires to perform and assume responsibility for the provision of certain professional consulting services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing Environmental Assessment Document Preparation services to public clients, is licensed in the State of California, and is familiar with the plans of the City.

2.2 Project.

City desires to engage Consultant to render such professional planning, urban design and environmental consulting services for the General Plan Amendment to Text and Map and Change of Zone to the Official Zoning Map and Zoning Code as related to Zoning for Consistency with the General Plan (File Index No. DAP -001-744) located within different a reas of the City of Colton ("Project"). The following properties are included, but not limited to as part of the project:
 Area 1: 500, 530 & 660 South La Cadena Drive (3 parcels) – APN(s): 0163-211-02, 05 & 25; Existing General Plan land use designation “General Commercial” amended to “Mixed Use – Downtown.” Zoning Map amended from C -2 (General Commercial) to M -U/D (Mixed Use – Downtown).
 Area 2: 233 South La Cadena Drive (1 parcel) – APN: 0163-074-31; Existing General Plan land use designation “General Commercial” amended to “Mixed Use – Downtown.” Zoning Map amended from C-2 (General Commercial) to M-U/D (Mixed Use – Downtown).  Area 3: 158 & 170 South La Cadena Drive, 115 and 131 East L Street (4 parcels) – APN(s): 0163- 081-06, 07, 08, & 09; Existing General Plan land use designation “General Commercial” amended to “Mixed Use – Downtown.” Zoning Map amended from C -2 (General Commercial) to M-U/D (Mixed Use – Downtown).
 Area 4: 1202, 1300, & 1500 East Fairway Drive and 1200, 1250, 1300, 1350, 1400, & 1500 Crossroads Drive (11 Parcels) – APN(s): 0164-182-38, 41, 43, 46, 47, 48, 51, 53, 55, 57, and 58; Existing General Plan land use designation “Industrial Park” amended to “Mixed Use - Downtown.” Zoning Map amended from I-P (Industrial Park) to M-U/D (Mixed Use – Downtown).  Area 5: 1201 and 1301 East Fairway Drive (6 Parcels) – APN(s): 0164-281-01, 02, 09, & 11 and APN(s): 0164-181-08, & 12; Existing General Plan land use designation “Industrial Park” amended to “Mixed Use – Downtown.” Zoning Map amended from I-P (Industrial Park) to M-U/D (Mixed Use – Downtown).

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions)  Area 1-A: 609, 613, 645, 655 & 659 South 7 th Street (5 parcels) – APN(s): 0163-172-46 and 47; Existing General Plan land use designation “Low Density Residential” amended to “Mixed Use – Downtown.” Zoning Map amended from R-1 (Low Density Residential) to M-U/D (Mixed Use – Downtown). APN(s): 0163-172-48, 49, & 50; Existing General Plan land use designation “General Commercial” amended to “Mixed Use – Downtown.” Zoning Map amended from C -2 (General Commercial) to M-U/D (Mixed Use – Downtown).
 Area 4-A: 1200 East Fairway Drive and 1200 Crossroad Drive (2 Parcels) – APN(s): 0164-182-52 & 54; Existing General Plan land use designation “Industrial Park” amended to “Mixed Use – Downtown.” Zoning Map amended from I-P (Industrial Park) to M-U/D (Mixed Use – Downtown). as set forth in this Agreement Terms and the Approved 6 th Cycle 20 21-2029 Colton Housing Element.

2.3 Scope of Services and Term.

2.3.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional environmental consulting services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.

2.3.2 Term. The term of this Agreement shall be from July 16, 2024 to February 28, 2025, unless earlier terminated as provided herein. The City shall have t he unilateral option, at its sole discretion, to renew this Agreement automatically for no more than six months/ Consultant shall complete the Services within the term of this Agreement, and shall meet any other established s chedules and deadlines. The Parties may, by mutual, written consent, extend the term of this Agreement if necessary to complete the Services.

2.4 Responsibilities of Consultant.

2.4.1 Independent Contractor; Control and Payment of Subordinates. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee. Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant's exclusive direction and control. Neither City, nor any of its officials, officers, directors, employees or agents shall have control over the conduct of Consultant or any of Consultant's officers, employees, or agents, except as set forth in this Agreement. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance.

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) facilitate Consultant's conformance with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services.

2.4.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City.

2.4.4 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the City. The key personnel for performance of this Agreement are as follows: Mary Bean, Environmental Services Director.

2.4.5 City's Representative . The City hereby designates Heidi Duron , Development Services Director , or his/her designee, to act as its representative in all matters pertaining to the administration and performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for review and approval of all products submitted by Consultant but not the authority to enlarge the Scope of Work or change the total compensation due to Consultant under this Agreement. The City Manager shall be authorized to act on City's behalf and to execute all necessary documents which enlarge the Scope of Work or change the Consultant's total compensation subject to the provisions contained in Section 3.3 of this Agreement. Consultant shall not accept direction or orders from any person other than the City Manager, City's Representative or his/her designee.

2.4.6 Consultant's Representative . Consultant hereby designates Mary Bean , Environmental Services Director, or his/her designee, to act as its representative for the performance of this Agreement ("Consultant 's Representative"). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.

2.4.7 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times.

2.4.8 Standard of Care; Performance of Employees . Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services.

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) care provided for herein. Any employee of the Consultant or its sub-consultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project.

2.4.9 Period of Performance. Consultant shall perform and complete all Services under this Agreement within the term set forth in Section 3.1.2 above (“Performance Time”). Consultant shall also perform the Services in strict accordance with any completion schedule or Project milestones described in Exhibits “A” or “B” attached hereto, or which may be separately agreed upon in writing by the City and Consultant (“Performance Milestones”). Consultant agrees that if the Services are not completed within the aforementioned Performance Time and/or pursuant to any such Project Milestones developed pursuant to provisions of this Agreement, it is understood, acknowledged and agreed that the City will suffer damage.

2.4.10 Laws and Regulations; Employee/Labor Certification. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If Consultant performs any work knowing it to be contrary to such laws, rules and regulations, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, employees, agents, and volunteers free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.

2.4.10.1 Employment Eligibility; Consultant . By executing this Agreement, Consultant verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time. Such requirements and restrictions include, but are not limited to, examination and retention of documentation confirming the identity and immigration status of each employee of the Consultant. Consultant also verifies that it has not committed a violation of any such law within the five (5) years immediately preceding the date of execution of this Agreement, and shall not violate any such law at any time during the term of the Agreement. Consultant shall avoid any violation of any such law during the term of this Agreement by participating in an electronic verification of work authorization program operated by the United States Department of Homeland Security, by participating in an equivalent federal work authorization program operated by the United States Department of Homeland Security to verify information of newly hired employees, or by some other legally acceptable method. Consultant shall maintain records of each such verification, and shall make them available to the City or its representatives for inspection and copy at any time during normal business hours. The City shall not be responsible for any costs or expenses related to Consultant’s compliance with the requirements provided for in Section 3.2.10 or any of its sub-sections.

2.4.10.2 Employment Eligibility; Subcontractors, Consultants, Sub - subcontractors and Subconsultants . To the same extent and under the same conditions as Consultant, Consultant shall require all of its subcontractors, consultants, sub-subcontractors and subconsultants performing any work relating to the Project or this Agreement to make the same verifications and comply with all requirements and restrictions provided for in Section 3.2.10.1.

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) any of the requirements provided for in Sections 3.2.10.1 or 3.2.10.2; (2) any misrepresentation or material omission concerning compliance with such requirements (i ncluding in those verifications provided to the Consultant under Section 3.2.10.2); or (3) failure to immediately remove from the Project any person found not to be in compliance with such requirements.

2.4.10.4 Equal Opportunity Employment . Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non- discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City's Minority Business Ent erprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted.

2.4.10.5 Air Quality. To the extent applicable, Consultant must fully comply with all applicable laws, rules and regulations in furnishing or using equipment and/or providing services, including, but not limited to, emissions limits and permitting requirements imposed by the South Coast Air Quality Management District (SCAQMD) and/or California Air Resources Board (CARB). Although the SCAQMD and CARB limits and requirements are more broad, Consultant shall specifically be aware of their application to "portable equipment", which definition is considered by SCAQMD and CARB to include any item of equipment with a fuel -powered engine. Consultant shall indemnify City against any fines or penalties imposed by SCAQMD, CARB, or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Consultant, its sub-consultants, or others for whom Consultant is responsible under its indemnity obligations provided for in this Agreement.

2.4.10.6 Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be perfor med. Safety precautions, where applicable, shall include, but shall not be limited to: (A) adequate life protection and lifesaving equipment and procedures; (B) instructions in accident prevention for all employees and subconsultants, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C ) adequate facilities for the proper inspection and maintenance of all safety measures.

2.4.11 Insurance.

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) (A) Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001); (2) Automobile Liability : Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto); and (3) Workers’ Compensation and Employer’s Liability : Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance. The policy shall not contain any exclusion contrary to the Agreeme nt, including but not limited to endorsements or provisions limiting coverage for (1) contractual liability (including but not limited to ISO CG 24 26 or 21 29); or (2) cross liability for claims or suits by one insured against another.
(B) Minimum Limits of Insurance. Consultant shall maintain limits no less than: (1) General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with general aggregate limit is used including, but not limited to, form CG 2503, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability: $1,000,000 per accident for bodily injury and property damage; and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation limits as required by the Labor Code of the State of California. Employer’s Liability limits of $1,000,000 per accident for bodily injury or disease.

Defense costs shall be paid in addition to the limits.
(C) Notices; Cancellation or Reduction of Coverage. At least fifteen (15) days prior to the expiration of any such policy, evidence showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or materially reduced, Consultant shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, the City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by the City will be promptly reimbursed by Consultant or the City may withhold amounts sufficient to pay premium from Consultant paym ents. In the alternative, the City may suspend or terminate this Agreement.

3.2.11.3 Professional Liability. Consultant shall procure and maintain, and require its sub -consultants to procure and maintain, for a period of five (5) years following completio n of the Project, errors and omissions liability insurance appropriate to their profession. Such insurance shall be in an amount not less than $1,000,000 per claim, and shall be endorsed to include contractual liability.

Defense costs shall be paid in addition to the limits.

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) such coverage shall also apply on a primary and noncontributory basis for the benefit of the City, before the City’s own primary insurance or self -insurance shall be called upon to protect it as a named insured.

Any insurance or self-insurance maintained by the City, its directors, officials, officers, employees, agents, and volunteers shall be excess of the Consultant’s insurance and shall not be called upon to contribute with it in any way. Notwithstanding the minimum limits set forth in Section 3.2.11.2(B), any available insurance proceeds in excess of the specified minimum limits of coverage shall be available to the parties required to be named as additional insureds pursuant to this Section 3.2.11.4(A). (B) Automobile Liability . The automobile liability policy shall include or be endorsed (amended) to state that: (1) the City, its directors, officials, officers, employees, agents, and volunteers shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Consultant or for which the Consultant is responsible; and (2) the insurance coverage shall be primary insurance as respects the City, its directors, officials, officers, employees, agents, and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant’s scheduled underlying coverage. Any insurance or self-insurance maintained by the City, its directors, officials, officers, employees, agents, and volunteers shall be excess of the Consultant’s insurance and shall not be called upon to contribute with it in any way.

Notwithstanding the minimum limits set forth in Section 3.2.11.2(B), any available insurance proceeds in excess of the specified minimum limits of coverage shall be available to the parties required to be named as additional insureds pursuant to this Section 3.2.11.4(B). (C) Workers’ Compensation and Employer’s Liability Coverage. The insurer shall agree to waive all rights of subrogation against the City, its directors, officials, officers, employees, agents, and volunteers for losses paid under the terms of the insurance policy which arise from work performed by the Consultant.
(D) All Coverages. Each insurance policy required by this Agreement shall be endorsed to state that: (A) coverage shall not be suspended, voided, reduced or canceled exce pt after thirty (30) days (10 days for nonpayment of premium) prior written notice by certified mail, return receipt requested, has been given to the City; and (B) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its directors, officials, officers, employees, agents, and volunteers. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affe ct coverage provided to the City, its officials, officers, employees, agents and volunteers, or any other additional insureds.

3.2.11.5 Separation of Insureds; No Special Limitations; Waiver of Subrogation .

All insurance required by this Section shall contain standard separation of insureds provisions. In addition, such insurance shall not contain any special limitations on the scope of protection afforded to the City, its directors, officials, officers, employees, agents, and volunteers. All policies sh all waive any right of subrogation of the insurer against the City, its officials, officers, employees, agents, and volunteers, or any other additional insureds, or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, its officials, officers, employees, agents, and volunteers, or any other additional insureds, and shall require similar written express waivers and insurance clauses from each of its subconsultants.

3.2.11.6 Deductibles and Self -Insurance Retentions . Any deductibles or self - insured retentions must be declared to and approved by the City. Consultant shall guarantee th at, at the option of the City, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its directors, officials, officers, employees, agents, and volunteers; or (2) the Consultant

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) shall procure a bond guaranteeing payment of losses and related investigation costs, claims, and administrative and defense expenses.

3.2.11.7 Subconsultant Insurance Requirements. Consultant shall not allow any subconsultants to commence work on any subcontract relating to the work under the Agreement until they have provided evidence satisfactory to the City that they have secured all insurance required under this Section. If requested by Consultant, the City may approve different scopes or minimum limits of insurance for particular subconsultants. The Consultant and the City shall be named as additional insureds on all subconsultants’ policies of Commercial General Liability using ISO form 20 38, or coverage at least as broad.

3.2.11.8 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best’s rating no less than A:VIII, licensed to do business in California, and satisfactory to the City.

3.2.11.9 Verification of Coverage . Consultant shall furnish City with original certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to the City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by the City if requested. All certificates and endorsements must be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time.

3.2.11.10 Reporting of Claims . Consultant shall report to the City, in addition to Consultant’s insurer, any and all insurance claims submitted by Consultant in connection with the Services under this Agreement.

2.4.12 Water Quality Management and Compliance.

2.4.12.1 Storm Water Management. Storm, surface, nuisance, or other waters may be encountered at various times during the Services. Consultant hereby acknowledges that it has investigated the risk arising from such waters, and assumes any and all risks and liabilities arising therefrom.

2.4.12.2 Compliance with Water Quality Laws, Ordinances and Regulations .

Consultant shall keep itself and all subcontractors, staff, and employees fully informed of and in compliance with all local, state and fed eral laws, rules and regulations that may impact, or be implicated by the performance of the Services including, without limitation, all applicable provisions of the City’s ordinances regulating water quality and storm water; the Federal Water Pollution Co ntrol Act (33 U.S.C. § 1251, et seq.); the California Porter-Cologne Water Quality Control Act (Water Code § 13000 et seq.); and any and all regulations, policies, or permits issued pursuant to any such authority. Consultant must additionally comply with the lawful requirements of the City, and any other municipality, drainage district, or other local agency with jurisdiction over the location where the Services are to be conducted, regulating water quality and storm water discharges.

2.4.12.3 Standard of Care . Co nsultant warrants that all employees and subcontractors shall have sufficient skill and experience to perform the work assigned to them without impacting water quality in violation of the laws, regulations an d policies described in Section 3.2.12.2 of this Agreement. Consultant further warrants that it, its employees and subcontractors have or will receive adequate training, as determined by the City, regarding these requirements as they may relate to the Services.

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions)

2.4.12.4 Liability for Non-compliance.
(A) Indemnity: Failure to comply with laws, regulations, a nd ordinances listed in Section 3.2.12.2 of this Agreement is a violation of federal and state law.

Notwithstanding any other indemnity contained in this Agreement, Consultant agrees to indemnify and hold harmless the City, its officials, officers, agents, employees and authorized volunteers from and against any and all claims, demands, losses or liabilities of any kind or nature which the City, its officials, officers, agents, employees and authorized volunteers may sustain or incur for noncompliance with the laws, regulations, and ordinances listed above, arising out of or in connection with the Services, except for liability resulting from the sole established negligence, willful misconduct or active negligence of the City, its officials, officers, agents, employees or authorized volunteers. (B) Defense: City reserves the right to defend any enforcement action or civil action brought against the City for Consultant’s failure to comply with any applicable water quality law, regulation, or policy. Consultant hereby agrees to be bound by, and to reimburse the City for the costs associated with, any settlement reached between the City and the relevant enforcement entity. (C) Damages: City may seek damages from Consultant for delay in completing the Services caused by Consultant’s failure to comply with the laws, regulations an d policies described in Section 3.2.12.2 of this Agreement, or any other relevant water quality law, regulation, or policy.

2.5 Fees and Payments.

2.5.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "C" attached hereto and incorporated herein by reference. The total compensation shall no t exceed three hundred, fourteen thousand seven hundred forty dollars ($314,740) for the project without written approval of the City Council or City Manager as applicable. City Manager may authorize up to 5% increase in compensation for extra work. Extra Work, if authorized, will be compensated at the rates and manner set forth in this Agreement.

2.5.2 Payment of Compensation . Consultant shall submit to City a monthly invoice which indicates work completed and hours of Services rendered by Consultant. The invoice shall describe the amount of Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the invoice. City shall, within 30 days of receiving such invoice, review the invoice and pay all non -disputed and approved charges thereon. If the City disputes any of Consultant's fees, the City shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth therein.

2.5.3 Reimbursement for Expenses . Consultant shall not be reimbursed for any expenses unless authorized in writing by City, or included in Exhibit "C" of this Agreement.

2.5.4 Extra Work. At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agree ment. Consultant shall not perform, nor be compensated for, Extra Work without written authorization from the City.

2.5.5 Rate Increases. In the event that this Agreement is renewed pursuant to Section

3.1.2, the rate set forth in Exhibit “C” may be adjusted each year at the time of renewal as set forth in

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) Exhibit “C.”

2.6 Labor Code Requirements.

2.6.1 Prevailing Wages. Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applic able "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. City shall provide Consultant with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant's principal place of business and at the project site. It is the intent of the parties to effectuate the requirements of sections 1771, 1774, 1775, 1776, 1777.5, 1813, and 1815 of the Labor Code within this Agreement, and Con sultant shall therefore comply with such Labor Code sections to the fullest extent required by law. Consultant shall defend, indemnify and hold the City, its officials, officers, employees, agents, and volunteers free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

2.6.2 Registration/DIR Compliance. If the Services are being performed on a public works project of over $25,000 when the project is for construction, alteration, demolition, installation, or repair work, or a public works project of over $15,000 when the project is for maintenance work, in addition to the foregoing, then pursuant to Labor Code sections 1725.5 and 1771.1, the Consultant and all subconsultants must be registered with the Department of Industrial Relations (“DIR”). Consultant shall maintain registration for the duration of the project and require the same of any subconsultants. This project may also be subject to compliance monitoring and enforcement by the DIR. It shall be Consultant’s sole responsibility to comply with all applicable registration and labor compliance requirements, including the submission of payroll records directly to the DIR. Any stop orders issued by the Department of Industrial Relations against Consultant or any subconsultant that affect Consultant’s performance of services, including any delay, shall be Consultant’s sole responsibility. Any delay arising out of or resulting from such stop orders sha ll be considered Consultant caused delay and shall not be compensable by the City.

Consultant shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of stop orders issued by the Department of Industrial Relations against Consultant or any subconsultant.

2.6.3 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self -insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.

2.7 Accounting Records.

2.7.1 Maintenance and Inspection . Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) Agreement.

2.8 General Provisions.

2.8.1 Termination of Agreement.

2.8.1.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shal l be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause.

2.8.1.2 Effect of Termination . If this Agreement is t erminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant sha ll be required to provide such document and other information within fifteen (15) days of the request.

2.8.1.3 Additional Services . In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such man ner as it may determine appropriate, services similar to those terminated.

2.8.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose:

Consultant: FCS International, Inc.
650 East Hospitality Lane, Suite 125
San Bernardino, CA 92408
ATTN: Cecilia So, Senior Project Manager
City: City of Colton
650 North La Cadena Drive
Colton, CA 92324
ATTN: Heidi Duron, Development Services Director
Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicabl e address.

Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

2.8.3 Ownership of Materials and Confidentiality.

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) used in whole or in substantial part by Consultant on other projects without the City’s express written permission. Within thirty (30) days following the completion, suspension, abandonment or termination of this Agreement, Consultant shall provide to City reproducible copies of all Documents & Data, in a form and amount required by City. City reserves the right to select the method of document reproduction and to establish where the reproduction will be accomplished. The reproduction expense shall be borne by City at the actual cost of duplication. In the event of a dispute regarding the amount of compensation to which the Consultant is entitled under the termination provisions of this Agreement, Consultant shall provide all Documents & Data to City upon payment of the undisputed amount. Consultant shall have no right to retain or fail to provide to City any such documents pending resolution of the dispute. In addi tion, Consultant shall retain copies of all Documents & Data on file for a minimum of fifteen (15) years following completion of the Project, and shall make copies available to City upon the payment of actual reasonable duplication costs. Before destroyin g the Documents & Data following this retention period, Consultant shall make a reasonable effort to notify City and provide City with the opportunity to obtain the documents.

2.8.3.2 Subconsultants. Consultant shall require all subconsultants to agree in writing that City is granted a non -exclusive and perpetual license for any Documents & Data the subconsultant prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or its subconsultants, or those provided to Consultant by the City.

2.8.3.3 Right to Use. City shall not be limited in any way in its use or reuse of the Documents and Data or any part of them at any time for purposes of this Project or another project, provided that any such use not within the purposes intended by this Agreement or on a project other than this Project without employing the services of Consultant shall be at City’s sole risk. If City uses or reuses the Documents & Data on any project other than this Project, it shall remove the Consultant’s seal from the Documents & Data and indemnify and hold harmless Consult ant and its officers, directors, agents and employees from claims arising out of the negligent use or re -use of the Documents & Data on such other project. Consultant shall be responsible and liable for its Documents & Data, pursuant to the terms of this Agreement, only with respect to the condition of the Documents & Data at the time they are provided to the City upon completion, suspension, abandonment or termination. Consultant shall not be responsible or liable for any revisions to the Documents & Dat a made by any party other than Consultant, a party for whom the Consultant is legally responsible or liable, or anyone approved by the Consultant.

2.8.3.4 Indemnification. Consultant shall defend, indemnify and hold the City, its directors, officials, officers, e mployees, volunteers and agents free and harmless, pursuant to the indemnification provisions of this Agreement, for any alleged infringement of any patent, copyright, trade secret, trade name, trademark, or any other proprietary right of any person or ent ity in consequence of the use on the Project by City of the Documents & Data, including any method, process, product, or concept specified or depicted.

2.8.3.5 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, compu ter program data, input record data, written information, and other Documents & Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, witho ut the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services.

Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Noth ing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City.

2.8.3.6 Confidential Information . The City shall refrain from releasing Consultant’s proprietary information ("Proprietary Information") unless the City's legal counsel determines that the release of the Proprietary Information is required by the California Public Records Act or other applicable state or federal law, or order of a court of competent jurisdiction, in which case the City shall notify Consultant of its intention to release Proprietary Information. Consultant shall have five (5) working days after receipt of the Release Notice to give City written notice of Consultant' s objection to the City's release of Proprietary Information. Consultant shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liability, loss, cost or expense (including attorney’s fees) arising out of a legal action brought to compel the release of Proprietary Information. City shall not release the Proprietary Information after receipt of the Objection Notice unless either: (1) Consultant fails to fully indemnify, defend (with City' s choice of legal counsel), and hold City harmless from any legal action brought to compel such release; and/or (2) a final and non-appealable order by a court of competent jurisdiction requires that City release such information.

2.8.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement.

2.8.5 Indemnification.

2.8.5.1 To the fullest extent permitted by law, Consultant shall defend (with counsel of City’s choosing), indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subconsultants or agents in connection with the performance of the Consultant’s Services, the Project or this Agreement, including without limitation the payment of all damages, expert witness fees and attorney’s f ees and other related costs and expenses. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by Consultant, the City, its officials, officers, employees, agents, or volunteers.

2.8.5.2 If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant, and, upon Consultant obtaining a final adjudication by a co urt of competent jurisdiction, Consultant’s liability for such claim, including the cost to defend, shall not exceed the Consultant’s proportionate percentage of fault.

2.8.6 Entire Agreement. This Agreement contains the entire Agreement of the parties with res pect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties.

2.8.7 Governing Law; Government Code Claim Compliance. This Agreement shall be governed by the laws of the State of California. Venue shall be in San Bernardino County. In addition to any and all contract requirements pertaining to notices of and requests for compensation or payment for extra work, disputed work, claims and/or changed conditions, Consultant must comply with the claim procedures set forth in Gove rnment Code sections 900 et seq. prior to filing any lawsuit against the City.

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures perta ining to extra work, disputed work, claims, and/or changed conditions have been followed by Consultant. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Consultant shall be barred from bringing and maintaining a valid lawsuit against the City.

2.8.8 Time of Essence . Time is of the essence for each and every provision of this Agreement.

2.8.9 City's Right to Employ Other Consultants . City reserves right to employ other consultants in connection with this Project.

2.8.10 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties.

2.8.11 Assignment or Transfer . Consultant shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer.

2.8.12 Construction; References; Captions . Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subconsultants of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.

2.8.13 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.

2.8.14 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.

2.8.15 No Third-Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.

2.8.16 Invalidity; Severability . If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) subconsultants to file, a Statement of Economic Interest with the City’s Filing Officer as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

2.8.18 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party.

2.8.19 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.

2.9 Subcontracting.

2.9.1 Prior Approval Required. Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City.

Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement.

[SIGNATURES ON NEXT PAGE]

SIGNATURE PAGE TO

PROFESSIONAL SERVICES AGREEMENT BY AND

BETWEEN THE CITY OF COLTON AND FIRST CARBON
SOLUTIONS, INC.

CITY OF COLTON FCS International Incorporated
a Corporation.

By: ____________________________ By: _________________________ Wiliam R. Smith
City Manager

Attest:

By: _________________________
Stephanie Vargas
Deputy City Clerk

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) EXHIBIT "A"

SCOPE OF SERVICES
Proposed Scope of Services

PROJECT UNDERSTANDING
The properties proposed to be rezoned and general plan land use designation also changed are described as part of the five areas in the City that relate to Program 11 of the 2021-2029 General Plan Housing Element Update. The second list includes two areas that are not related to Colton's Housing Element but are being proposed for rezoning and general plan amendment to implement the South Colton Livable Corridor Plan.

Three objectives within Program 11 include the following:

1. Rezone parcels with sufficient area and development standards to accommodate the City's Regional Housing Needs Assessment (RHNA) allocation throughout the planning period.

2. Update Zoning and Land Use Maps accordingly.

3. Monitor progress annually through Annual Progress Reports.

Properties Related to Program 11:
 Area 1: 500, 530 & 660 South La Cadena Drive (3 parcels) - APN(s): 0163-211-02, 05 & 25; Existing General Plan land use designation "General Commercial" amended to "Mixed Use - Downtown." Zoning Map amended from C-2 (General Commercial) to M-U/D (Mixed Use - Downtown).  Area 2: 233 South La Cadena Drive (1 parcel)-APN: 0163-074-31; Existing General Plan land use designation "General Commercial" amended to "Mixed Use - Downtown." Zoning Map amended from C-2 (General Commercial) to M-U/D (Mixed Use-Downtown).  Area 3: 158 & 170 South La Cadena Drive, 115 and 131 East L Street (4 parcels)-APN(s): 0163- 081- 06, 07, 08, & 09; Existing General Plan land use designation "General Commercial" amended to "Mixed Use - Downtown." Zoning Map amended from C-2 (General Commercial) to M-U/D (Mixed Use-Downtown).
 Area 4: 1202, 1300, & 1500 East Fairway Drive and 1200, 1250, 1300, 1350, 1400, & 1500 Crossroads Drive (11 Parcels)-APN(s): 0164-182-38, 41, 43, 46, 47, 48, 51, 53, 55, 57, and 58; Existing General Plan land use designation "Industrial Park" amended to "Mixed Use - Downtown." Zoning Map amended from 1-P (Industrial Park) to M-U/D (Mixed Use - Downtown)."  Area 5: 1201 and 1301 East Fairway Drive (6 Parcels)-APN(s): 0164-281-01, 02, 09, & 11 and APN(s): 0164-181-08, & 12; Existing General Plan land use designation "Industrial Park" amended to "Mixed Use - Downtown." Zoning Map amended from I-P (Industrial Park) to M- U/D (Mixed Use-Downtown).

Note: Program 11 includes an amendment to the Hub City Centre Specific Plan (HCCSP), which will be brought forward as a separate amendment at a later date.

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) Properties Unrelated to Program 11:
 Area 1-A: 609, 613, 645, 655 & 659 South 7th Street (5 parcels)-APN(s): 0163-172-46 and 47; Existing General Plan land use designation "Low Density Residential" amended to "Mixed Use - Downtown." Zoning Map amended from R-1 (Low Density Residential) to M-U/D (Mixed Use - Downtown). APN(s): 0163-172-48, 49, & 50; Existing General Plan land use designation "General Commercial" amended to "Mixed Use - Downtown." Zoning Map amended from C-2 (General Commercial) to M-U/D (Mixed Use - Downtown).
 Area 4-A: 1200 East Fairway Drive and 1200 Crossroad Drive (2 Parcels) -APN(s): 0164-182- 52 & 54; Existing General Plan land use designation "Industrial Park" amended to "Mixed Use - Downtown." Zoning Map amended from 1-P (Industrial Park) to M-U/D (Mixed Use - Downtown).

APPROACH
A Program EIR will best articulate the City’s goals and objectives in relation to housing and most effectively analyze potential impacts, mitigation measures, and alternatives to anticipated land use and zoning changes in a comprehensive manner. The use of a Program EIR can simplify or eliminate the need for later environmental review, as anticipated in CEQA Guidelines Section 15168. A Program EIR allows for a broad analysis of “the whole of the action,” which is required under CEQA Statute Section 21065, but does not require the review of project-specific details where they are unavailable; thereby avoiding piecemealing or segmenting.

If the City desires FCS to create customized templates, based on CEQA Section 15168, 15183, and 15164, for future streamlining purposes this can be accomplished under a separate Scope of Work. The use of templates wherein the analysis and conclusions of the Program EIR are summarized ensures consistency among future documents seeking to tier from the Program EIR, and also allows for the efficient preparation of subsequent streamlining checklists that evaluate projects that will implement development on the Housing Element rezoning sites.

Scope of Work
TASK 1: PROJECT INITIATION
Subtask 1.1: Data Gathering and Document Review
The Project Team will obtain and review relevant documents from the City and other agencies. These documents will include the General Plan Land Use Element, zoning regulations, and regional growth forecast. Any proposed amendments to land use patterns or infrastructure plans will also be reviewed in preparation for the project kick-off meeting.

It is assumed that City staff will assist the consultant team with collection of any relevant data, reports, studies, and plans. If needed for the project, it is assumed that City staff will also provide the consultant team with GIS data.

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) Subtask 1.2: Kick-off Meeting
Following the initial review of relevant materials, FCS’s Project Manager and other key Project Team members will meet (via teleconference) with City staff for a kick-off meeting to introduce the proposed project, clarify the Scope of Work/process, establish methods of communication, refine the project schedule, and identify key contacts. At this meeting we will review the project objectives, the approach to the analysis, and the Scope of Work.

Deliverables
 Attendance at kick-off meeting with City staff.
 Revised Scope of Work and schedule (if needed)
Subtask 1.3: Preparation of CEQA-compliant Project Description The Project Description will clearly describe and illustrate the proposed available housing inventory sites required discretionary approvals, and other pertinent information. The approved Project Description will form the basis for evaluating the Program 11 Rezoning Sites pursuant to the Housing Element Update.

The Draft Project Description will be submitted to the City for review and approval prior to the development of the Administrative Draft Program EIR. It is assumed that the City will provide one set of consolidated, vetted comments (with tracked changes in the Word document) on the approved Draft Project Description and a complete Request for Information to FCS within 2 weeks of submittal. Changes to the Project Description made after the City has issued their approval may require a Change Order and may extend the project schedule.

Deliverable
 Electronic version (via email in Microsoft Word and PDF) of the Project Description to the City.

TASK 2: ENVIRONMENTAL REVIEW SCOPING
Subtask 2.1: Notice of Preparation
FCS will prepare a Notice of Preparation (NOP) in accordance with CEQA Guidelines Section 15082. The NOP will identify the Program 11 sites proposed to be rezoned and general plan land use designation also changed, provide a summary of the project characteristics, and list probable environmental effects, supported by tables and exhibits.

This Scope of Work assumes the City will provide one set of consolidated, vetted comments (with tracked changes in the Word document) on the Administrative Draft NOP . Once FCS receives these comments, FCS will complete revisions and prepare a NOP for public review. FCS will prepare the Notice of Completion (NOC) and submit an electronic version of the NOP to the State Clearinghouse (via CEQAnet). This Scope of Work assumes that the City will file the NOP with the San Bernardino County Clerk and be responsible for distributing the NOP to public agencies and interested parties. This Scope of Work assumes that an Initial Study will not be prepared.

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) Deliverables
 Electronic version (including Word and PDF files via email) of the Administrative Draft NOP to the City
 Electronic version (including Word and PDF files via email) of the NOP to the City  Electronic version of the NOP and the NOC to the State Clearinghouse (via CEQAnet) Subtask 2.2: Public Scoping Meeting
FCS will conduct a Public Scoping Meeting after the NOP is released for public review. FCS anticipates scheduling the meeting early in the NOP process to solicit comments as early as possible. FCS will attend the meeting, monitor comments received, answer questions as directed by the City, and provide a summary of public comments with regard to any environmental concerns raised. Input will be used to focus the issues to be addressed in the Program EIR. The summary of comments received will be appended to the CEQA document.

Deliverables
 Attendance and facilitation at one Public Scoping Meeting  Meeting materials and handouts
 Summary report of scoping comments
TASK 3: TECHNICAL ANALYSES
Subtask 3.1: Air Quality, Greenhouse Gas Emissions and Energy Analysis FCS will prepare a programmatic level analysis of construction and operational emissions associated with future development, dependent upon the level of detail provided by the City. The analysis will be performed in accordance with CEQA Guidelines and applicable standards and guidance from the South Coast Air Quality Management District (SCAQMD). The analysis will be wholly contained in the appropriate sections of the Program EIR and the supporting technical data will be appended to the document. To perform this analysis, the following tasks are required.

Air Quality Analysis
FCS will include a general discussion and qualitative analysis of potential short-term construction and long-term operational regional criteria air pollutant and precursor emissions associated with future development.

FCS will evaluate construction criteria pollutant emissions from development activities contemplated by the Housing Element Update. This analysis will evaluate potential impacts based on acres of development, number of dwelling units, and square feet of commercial construction (if applicable). The construction analysis will identify thresholds for projects that have the potential to exceed the SCAQMD criteria pollutant thresholds to eliminate the need for further analysis for projects less than the threshold. Construction projects must comply with SCAQMD Rule 403 – Fugitive Dust that will substantially reduce emissions during construction activities. FCS will account for compliance with Rule 403 in the analysis.

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) FCS will focus the analysis of operational emissions on mobile sources (cars and trucks) and area sources (natural gas consumption for space and water heating, landscape maintenance equipment, and woodburning).

Mobile sources are the largest and most important source of emissions. The analysis will use the results of the traffic study to obtain estimates of vehicle miles traveled resulting from Housing Element Update.

The most important way for local governments to reduce mobile source emissions is through land use and transportation strategies that encourage walking, bicycling, and transit use. FCS will identify General Plan Policies and Housing Element Update policies that support transportation strategies.

Area source emissions will be analyzed based on overall development assumptions developed for the Housing Element Update. Emission estimates will reflect adopted energy efficiency regulations and policies and regulations regarding the use of wood burning devices and gasoline powered landscape maintenance equipment. Mitigation measures may be suggested to reduce area source emissions.

Programs that increase energy efficiency in buildings reduce criteria pollutant and greenhouse gas emissions by reducing combustion of natural gas.

Increases in and potential increased exposure to toxic air contaminants (TACs) and odors will be compared with applicable thresholds for determination of significance. Because of the unknown parameters of the development that could occur with implementation of the Housing Element update, FCS will provide a qualitative discussion of impacts such as construction and operational health risk impacts. The analysis will be developed to provide overarching guidance and potential mitigation measures for associated development to evaluate and mitigate for health risk impacts. Odor impacts will be assessed qualitatively according to SCAQMD’s recommended methodology and other applicable parameters, such as acceptable screening trigger distances, wind direction, and odor complaint history.

Greenhouse Gas Emissions Analysis
FCS will provide a programmatic level analysis of GHG emissions associated with construction and operation of the project. Emissions will be estimated using CalEEMod. The SCAQMD has not finalized GHG thresholds but has provided draft tiered thresholds. Therefore, FCS will use the tiered threshold approach recommended by SCAQMD to evaluate the project’s GHG emissions estimates, dependent on the level of detail provided by the City. Pursuant to the CEQA Guidelines Appendix G, FCS will also evaluate the project’s design and purpose in the context of consistency with State, regional, and local GHG plans.

The GHG emissions analysis will also address the California Supreme Court ruling on the Newhall Ranch project and will utilize current approved methods for quantifying GHG impacts.

Energy Analysis
FCS will provide a programmatic level analysis of energy impacts consistent with the current CEQA Guidelines Appendix F Energy analysis requirements. The analysis will summarize relevant federal, state, and local regulations and policies that address energy consumption and demand, alternative fuels, and nonrenewable resources, to determine whether implementation of the Housing Element update would conflict with or obstruct any required policies or mandatory measures related to energy conservation.

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) Using the model inputs and assumptions associated with the air quality and GHG analyses, FCS will provide energy consumption estimates associated with implementation of the Housing Element update, dependent on the level of detail provided by the City. The analysis will consider City policies and design requirements that may affect the energy efficiency of subsequent development.

Data Needs and Assumptions
FCS will provide the City with a Request for Information (RFI) that includes all necessary construction and operational parameters required for modeling. This analysis will be completed within 8 weeks of receipt of the RFI response, the approved Project Description, and the Transportation Impact Analysis (TIA). If changes are made to the Project Description that would require re-modeling for the above tasks, it would be accomplished as an additional service not included in this Scope of Work.

Subtask 3.2 Biological Resources Assessment
FCS Biologists will prepare an analysis of biological resources that will be incorporated directly into the Program EIR. The Biological Resource section will include (1) a discussion of potentially occurring biological resources; (2) a program-level analysis of constraints and potential program-related impacts; and (3) a discussion proposing program-level mitigation measures.

The discussion of potentially occurring biological resources will be based on a desktop-level review of all available information, including documentation and databases maintained by the San Bernardino County Regional Conservation Investment Strategy (SBC RCIS), California Department of Fish and Wildlife, United States Fish and Wildlife Service, and the California Native Plant Society. Biological resources analyzed will include special-status plant and animal species and their habitats, sensitive natural communities, and aquatic resources including potentially jurisdictional wetlands and other waters.

The program-level analysis of constraints and potential program-related impacts will be based on potentially occurring biological resources identified and will include an analysis of anticipated impacts on a conceptual level.

Program-level mitigation measures designed to reduce biological resources impacts will be proposed where appropriate, consistent with the guidance of the SBC RCIS. Both an evaluation of the potential mitigation measures and a discussion of their effectiveness will be provided. The information will be incorporated directly into the Biological Resources section of the Program EIR. This Scope of Work does not include field surveys, delineations, or preparation of a stand-alone Biological Resources Assessment.

Subtask 3.3: Cultural Resources Assessment
City of Colton contains a number of significant cultural resources, including historic period buildings, archaeological sites, and historic ranching sites. Additionally, there are known Native American Tribal Cultural Resources (TCRs) within the City and a high potential for as yet undiscovered resources, especially in proximity to the Santa Ana River, and other waterways. Building on previous studies, FCS will conduct an analysis of potential impacts to cultural and historic resources within the designated Area 1 through 5 of Program 11, in addition to Area 1-A and Area 4-A of the Properties Unrelated to

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) Program 11, consider the mitigating effects of existing regulations and policies/programs in the City of Colton 2021-2029 Housing Element Update and any proposed policies included in the Housing Element update. Given that project-level details have yet to be determined, at this stage, a regulatory-level assessment will be conducted that will focus solely on potential impacts relating to anticipated land use and zoning changes.

In addition to a review of existing policies/programs in the City of Colton 2021-2029 General Plan Housing Element Update, FCS will prepare and submit a request to the Native American Heritage Commission (NAHC) to check their Sacred Lands File for Tribal Cultural Resources that may be adversely impacted by any proposed land use designation changes or rezoning.

The information will be directly incorporated into one section of the Program EIR. As project-level details have yet to be determined and this analysis will be conducted at the regulatory level, this Scope of Work does not include a stand-alone Cultural Resources Assessment for the program area, nor a record search at the South Central Coastal Information Center (SCCIC), nor pedestrian surveys of the program area.

Programmatic mitigation measures that include conducting project-level analysis will be recommended for any potentially significant impacts identified.

Subtask 3.4: Noise Impact Analysis
Development associated with implementation of Program 11 of the Housing Element Update could result in noise impacts from construction and operation activities. FCS will prepare a noise analysis to evaluate the potential construction and operational noise impacts on noise-sensitive land uses in the program area associated with future development. The analysis will be wholly contained in the Program EIR and the supporting technical data will be appended to the document. To perform this analysis, the following tasks are required.

Background and Regulatory Information
The general characteristics of sound and the categories of audible noise will be described. FCS will identify the applicable regulatory framework and thresholds of significance related to noise, including applicable federal, State, regional, and City plans, policies, and standards.

Document Existing Conditions
The existing noise environment will be documented through traffic noise modeling, based on the TIA to be prepared for the Housing Element update, to determine existing ambient noise conditions in the proposed housing element sites development areas. FCS will rely on City staff to assist in identifying known stationary noise sources within or near the proposed housing element sites. Should noise measurements be requested by the City, that effort will be covered under a separate scope and fee. This Scope of Work does not include an ambient noise monitoring effort.

Construction Noise and Vibration Impact Analysis
Construction associated with development that could occur with implementation of the Housing Element update would require the short-term operation of heavy equipment in the vicinity of sensitive

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) receptor land uses. The analysis will determine if construction noise would potentially generate a substantial temporary increase in ambient noise levels in excess of the City’s noise ordinance specifications. Construction noise impacts will be evaluated at a programmatic level commensurate with the level of detail provided by the City.

FCS will also analyze potential vibration impacts from construction activities associated with development that could occur with implementation Program 11 of the Housing Element Update. FCS will utilize the methodology and thresholds contained in the Transit Noise and Vibration Impact Assessment, prepared by the Federal Transit Administration for determining construction-related groundborne vibration impacts.

Operational Noise and Vibration Impact Analysis
A quantitative assessment of noise impacts from project-specific and cumulative vehicular traffic trips will be performed. FCS will rely on the TIA prepared for the project to evaluate roadway segment traffic noise increase impacts. FCS will determine traffic impacts based on whether the proposed project would generate a substantial increase in traffic noise levels in excess of standards established in the City of Colton General Plan or noise ordinance.

FCS will also evaluate potential noise impacts from new stationary noise sources that could be developed from implementation of the Housing Element update, such as new parking lot activities or mechanical ventilation system operations, to determine if such development would potentially generate a substantial increase in ambient noise levels in excess of the City’s operational noise performance standards. FCS will identify programmatic level mitigation to reduce potential impacts as needed.

Data Needs and Assumptions
This Scope of Work assumes relevant data, including site plan and project traffic data, will be provided by the applicant. This analysis will be completed within 7 weeks of receipt of the RFI response, the approved Project Description, and the TIA. If changes are made to the Project Description that would require re-modeling for the above tasks, it would be accomplished as an additional service not included in this Scope of Work.

Subtask 3.5: Transportation Analyses
As a subconsultant to FCS, Urban Crossroads, Inc. will prepare the transportation analyses for the proposed project. The following tasks are proposed:

VMT-1: CEQA Assessment- Vehicle Miles Traveled Analysis (VMT) The State Office of Planning and Research (OPR) finalized the revisions to CEQA Guidelines that adopt requirements of Senate Bill (SB) 743 that replaces level of service as the measure of a transportation impact under CEQA with vehicle miles traveled (VMT). The evaluation of VMT and its effects on transportation in the City of Colton will be an important component to the environmental review prepared for Program 11 of the City of Colton Housing Element Update. The calculation of VMT will be consistent with the City’s adopted VMT guidelines.

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) VMT-1.1 Urban Crossroads will work with the project team to refine a set of land use to socioeconomic data conversion factors that will be used to update the sub-regional travel demand model SBTAM to reflect the City’s currently adopted and proposed General Plan land uses.

VMT-1.2 Modify the SBTAM horizon year model to reflect the City’s currently adopted General Plan land use assumptions (i.e., No Project). As this model is based socio-economic data compiled by SBCTA with input from its member agencies, adjustments to the traffic analysis zones (TAZ) within the City and its sphere of influence may be needed to reflect the City’s currently adopted General Plan.

VMT-1.3 Run the SBTAM model and with the appropriate model output files calculate project generated total VMT and VMT per service population (i.e. population and employment) for the currently adopted General Plan (“No Project”) condition. This will be done for both the base year and horizon year traffic models and for both the City of Colton and its sphere of influence.

VMT-1.4 Calculate citywide VMT summing all VMT on roadways within the City boundary using the boundary method for the No Project condition.

VMT-1.5 Repeat Tasks 1.2, 1.3 and 1.4 for the City’s proposed General Plan land use assumptions.

VMT-1.6 Repeat Tasks 1.2, 1.3 and 1.4 for up to one additional General Plan land use alternative.

VMT-1.7 Compare VMT and VMT per service population results for the proposed General Plan to the current base year and future year No Project conditions.

VMT-1.8 Summarize the results of the VMT findings as part of Transportation Impact Analysis memorandum.

VMT-1.9 Revise the draft report based on comments provided by the Lead agency for up to 1 review cycle.

ATPT CEQA Assessment – Active Transportation and Public Transit (ATPT) ATPT-2.1 Evaluate potential impacts to public transit, pedestrian facilities and travel, and bicycle facilities and travel if the project conflicts with adopted policies, plans, or programs regarding public transit, bicycle, or pedestrian facilities, or otherwise decreases the performance or safety of such facilities.

ATPT-2.2 Document findings ATPT findings as part of Transportation Impact Analysis memorandum.

ATPT-2.3 Revise the draft report based on comments provided by the Lead agency for up to 1 review cycle.

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) CEQA-3 CEQA Assessment Response to Comments
CEQA-3.1 Assist the CEQA preparer with preparation of response to comments on the draft CEQA document.

LOS-4: Level of Service (LOS) Based Traffic Study
A formal traffic study scoping document will be submitted to City staff for review and approval prior to commencement of the traffic analysis.

LOS-4.1 Summarize Project land use assumptions, intensities, location, and identify the proposed study area intersections to be evaluated in the traffic study based on the City’s traffic study guidelines, or as directed by the lead agency. Prepare a draft of the traffic study scoping assumptions and submit it to the jurisdiction for review and approval. Interface with jurisdiction staff to finalize the traffic study scoping agreement.

LOS-4.2 It is anticipated that the same study area (20 intersections) would be evaluated for the proposed Update. New weekday morning (7am-9am) and weekday evening (4pm-6pm) peak hour turning movement count data are required (up to 20 intersections and 24- hour tube counts on up to 10 roadway segments). Note that traffic counts will need to be conducted while local schools are in session. Field inventory of intersection traffic control measures, approach lanes at intersections, and through travel lanes along segments.

LOS-4.3 Prepare future long-range traffic forecasts for With Project conditions based the San Bernardino County Transportation and Analysis Model (SBTAM) with updated socioeconomic data (SED) reflecting the updated housing element sites (updating the model to include proposed zoning changes). Review the initial estimates of the raw peak hour turning movement volumes for reasonableness, including the review of traffic flow conservation and peak-to-daily volume ratios. Adjust the initial raw model estimates to achieve flow conservation, reasonable growth, and plausible diversion between parallel routes through post-processing. Calculate Horizon Year future ADT and peak hour turning movement volumes for up to 20 study area intersections.

LOS-4.4 Assess intersection capacity and level of service (LOS), for up to 20 study area intersections for each of the following traffic conditions, based on the ICU methodology for signalized intersections and the HCM methodology (7th Edition) for unsignalized intersections:
 Existing
 Horizon Year (2045) Without Project
 Horizon Year (2045) With Project

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) LOS-4.5 Perform traffic signal warrant analyses, for unsignalized study area intersections, for each of the traffic scenarios described in Task LOS-3.4. Recommend improvements necessary to maintain acceptable intersection performance at the study area intersections for each of the future traffic scenarios described in Task LOS-3.4. Lastly, evaluate existing transportation impact fee programs in the City of Colton.

LOS-4.6 Prepare a draft traffic report that incorporates the findings and all supporting calculations.

LOS-4.7 Revise the draft traffic study report based on comments provided by the Lead agency for up to 1 review cycle.

LOS-5: LOS Response to Comments
LOS-5.1 Assist the CEQA preparer with preparation of response to comments on the draft CEQA document.

MA-6: Meeting Attendance
MA-6.1 This task does not include the attendance of any public hearings by Urban Crossroads staff. However, Urban Crossroads will attend External team or agency coordination meetings and calls as requested.

TASK 4: PREPARATION OF DRAFT PROGRAM EIR
Subtask 4.1: Administrative Draft Program EIR
FCS will prepare the Administrative Draft Program EIR in accordance with the applicable requirements contained in CEQA Guidelines Sections 15120 through 15132. The Administrative Draft Program EIR will contain analyses related to the development of the identified housing sites and be supported by graphics and tables. The analysis will address all significant environmental issues identified during the NOP scoping period by responsible and trustee agencies, and the public. The document will identify potentially significant project-level and cumulative-level impacts, feasible mitigation measures, and the residual significance after mitigation has been implemented. The contents of the Administrative Draft Program EIR is as follows:
 Executive Summary
 Introduction
 Project Description
 Environmental Impact Analysis
 Aesthetics
 Agriculture and Forestry Resources
 Air Quality
 Biological Resources
 Cultural and Tribal Cultural Resources
 Land Use and Planning
 Mineral Resources
 Population and Housing
 Public Services
 Transportation
 Utilities and Service Systems
 Wildfire
 Alternatives
 Other CEQA Considerations

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions)  Energy
 Geology and Soils
 Greenhouse Gas Emissions
 Hazards and Hazardous Materials
 Hydrology and Water Quality
 Effects Found Not To Be Significant
 List of Preparers and Contributors
 Technical Appendices
Deliverable
 Electronic version (via Dropbox in Microsoft Word and PDF) of the Administrative Draft Program EIR (with technical studies appended) to the City. This Scope of Work assumes no hard copies of the Administrative Draft Program EIR will be provided. If hard copies are requested, a change order may be required to cover costs of producing the copies.

Subtask 4.2: Screencheck Draft Program EIR
City departments will coordinate and provide comments on the Administrative Draft Program EIR. This Scope of Work assumes the City will provide one set of consolidated, vetted comments (with tracked changes in the Word document) on the Administrative Draft Program EIR. City Staff will also meet with FCS to discuss comments, as needed. FCS will revise the Administrative Draft Program EIR, incorporate the comments, and provide a Screencheck Draft EIR (both with track changes and clean copy) for final review by City staff before publication.

Deliverable
 Electronic version (via Dropbox in Microsoft Word and PDF) of the Screencheck Draft Program EIR to the City. This Scope of Work assumes no hard copies of the Screencheck Draft Program EIR will be provided. If hard copies are requested, a change order may be required to cover costs of producing the copies.

Subtask 4.3: Public Review Draft Program EIR
Upon receipt of final City staff comments on the Screencheck Draft Program EIR, FCS will proceed with finalizing and producing the Draft Program EIR for public review. This task assumes technical staff time to complete revisions to the Draft Program EIR, plus editing and administrative staff time to prepare the document for publication. We assume that all City staff comments will be consolidated into one document before delivery to FCS.

FCS will prepare, and City staff will distribute, copies of the Draft Program EIR to responsible agencies and the public for a 45-day public review period. FCS will provide an electronic version (via CEQAnet) of the Notice of Completion (NOC) and Governor’s Office of Planning and Research (OPR’s) summary form and the Draft Program EIR, technical appendices, NOC, NOA, in accordance with OPR’s CEQA Submission requirements. The State Clearinghouse (SCH) will distribute the Draft Program EIR to state agencies.

Submittal of the Draft Program EIR to the SCH will formally commence the 45-day review period. This Scope of Work assumes that City staff will prepare the Notice of Availability (NOA) and be responsible for local distribution and noticing, including, but not limited to, newspaper noticing or radius mailing.

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) Deliverables
 Electronic version (via Dropbox) of the Draft Program EIR to the City. The Draft Program EIR will be provided in searchable PDF format.
 Ten hard copies of the Draft Program EIR (with appendices on CD) to the City. If additional copies are requested, a change order may be required to cover costs of producing the additional copies.  Electronic version (via CEQAnet) of the Draft Program EIR, technical appendices, NOC, NOA, and OPR’s summary form in accordance with OPR’s CEQA Submission requirements.

TASK 5: PREPARATION OF FINAL PROGRAM EIR
Subtask 5.1: Administrative Final Program EIR
FCS will prepare an Administrative Final Program EIR in accordance with the applicable requirements contained in CEQA Guidelines Sections 15088 and 15089. The Administrative Final Program EIR will list the summary of all verbal comments received during hearings on the Draft EIR, all written comments, responses to all the comments as required by CEQA Guidelines, and appropriate corrections and revisions to the text of the Draft Program EIR. FCS will prepare a response to each substantive comment received. To enhance readability and avoid redundancy, FCS will use Master Responses to address frequent and recurring comments on the Draft Program EIR’s analysis. Additionally, the Administrative Final Program EIR will contain an Errata section, which will document necessary revisions to the text of the Draft EIR text in strikeout-underline format.

FCS has budgeted approximately 160 hours of FCS staff time (excluding technical, editing, and administrative personnel) for this task. Together with the City, FCS will evaluate the volume and complexity of comments received on the Draft Program EIR. If additional time is required beyond what is budgeted, FCS will prepare a budget augment to cover the actual level of effort.

Deliverable
 Electronic version of the Administrative Final Program EIR (via Dropbox in Microsoft Word and PDF) to the City. This Scope of Work assumes that the City will not require hard copies of the Administrative Final Program EIR. If hard copies are requested, a change order may be required to cover costs of producing the copies.

Subtask 5.2: Screencheck Final Program EIR
Once review of the Administrative Final EIR by City staff is complete, FCS will revise the Administrative Final Program EIR, incorporate the comments, and provide a Screencheck Final Program EIR (both with track changes and clean copy) for final review by City staff before publication.

This Scope of Work assumes the City will provide one set of consolidated, vetted comments (with tracked changes in the Word document) on the Administrative Final Program EIR.

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) Deliverable
 Electronic version of the Screencheck Final Program EIR (via Dropbox in Microsoft Word and PDF) to the City. This Scope of Work assumes no hard copies of the Screencheck Final Program EIR will be provided to the City. If hard copies are requested, a change order may be required to cover costs of producing the copies.

Subtask 5.3: Final Program EIR
Once City staff provides final comments on the Screencheck Final Program EIR, FCS will proceed with finalizing and producing the Final Program EIR. This task assumes technical staff time will be required to complete revisions to the Final Program EIR, plus editing and administrative staff time to prepare the document for publication. If additional hours are required, we will prepare a budget augment to cover the actual level of effort.

FCS will provide copies of the Final Program EIR to the City, who will be responsible for local distribution, noticing, and posting. This Scope of Work assumes that City staff will prepare and mail all notices associated with the Final EIR to local agencies and interested parties.

Deliverables
 Electronic version (in PDF via Dropbox) of the Final Program EIR to the City.  This Scope of Work assumes 5 hard copies of the Final Program EIR will be provided to the City. If additional hard copies are requested, a change order may be required to cover costs of producing the copies.

Subtask 5.4: Mitigation Monitoring and Reporting Program Pursuant to CEQA Guidelines Section 15097, FCS will also prepare a comprehensive Mitigation Monitoring and Reporting Program (MMRP). The MMRP will contain all mitigation measures identified in the Program EIR. This comprehensive MMRP will provide City staff with a single source of reference to the full range of mitigation measures to be implemented. For each measure or group of similar measures, the agency responsible for ensuring proper implementation will be identified, along with the timing and method of verification. Copies of the MMRP will be included in the Final EIR submittal.

Deliverable
 Electronic version (in PDF via Dropbox) of the MMRP to the City Subtask 5.5: Notice of Determination
FCS will prepare the Notice of Determination (NOD). Pursuant to CEQA Guidelines Sections 15075 and 15094, City staff would be responsible for filing the NOD with the San Bernardino Clerk’s Office within 5 business days of EIR certification. The City will be responsible for paying the associated filing fees: CEQA filing fee (currently $4,051.25) and any County filing fees (currently $50).

Deliverable
 Electronic copy (via email in PDF) of the Notice of Determination to the City.

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) TASK 6: MEETINGS AND PROJECT MANAGEMENT
Subtask 6.1: Meetings and Public Hearings
This Scope of Work assumes that FCS’s Project Director or Project Manager will attend the following meetings:

Coordination Meetings:
 Twenty 30-minute meetings with City staff conducted during the preparation of the Program EIR.

It is assumed these meetings can be completed via conference call.

Public Hearings:
 Planning Commission—one, 4-hour meeting
 City Council–one, 4-hour meeting
The cost for the Public Scoping Meeting is included in Task 2. As noted, the meetings would consist of a combination of coordination meetings with staff and public hearings. A not-to-exceed budget has been established to cover attendance at the meetings. If the City requests additional meeting attendance by FCS staff, or if the amount of time involved in these meetings exceeds the initial budget allocation, FCS will notify City staff of the additional costs and obtain authorization for the extra meeting time.

Subtask 6.2: Project Management
In addition to the research, analysis, communications, and report writing tasks described above, FCS will perform a variety of project management duties to ensure that the Program EIR meets the City’s standards of quality, and that it is delivered on time and within budget. These duties will include team supervision and coordination, oral and written communications with City staff, project accounting, and quality assurance review by FCS’s Project Director and Lead Editor of all deliverable products. These services also will include ongoing support to City staff, such as providing input to staff reports, regular schedule updates, and discussions of technical issues.

TASKS OUTSIDE THE SCOPE OF WORK
The following are tasks FCS has identified as falling outside its Scope of Work for the proposed project.

Newspaper Noticing/Local Noticing
FCS assumes that City staff will be responsible for any public noticing related to the certification of the EIR.

Notice of Determination Filing/Payment of Fees
FCS assumes that City staff will be responsible for filing the NOD with the San Bernardino Clerk’s Office within 5 business days of certification of the EIR. Please be advised that as of January 1, 2024, the filing fees for an EIR are $4,051.25 (California Department of Fish and Wildlife [CDFW] fee) plus a $50 County handling fee, for a grand total of $4,101.25. The City will be responsible for paying the associated filing fees.

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) Findings of Fact/Statement of Overriding Considerations FCS assumes that the City’s legal counsel will prepare the Findings of Fact/Statement of Overriding Considerations to allow certification of the EIR. If requested, FCS in-house attorney, Megan Starr, can prepare the Findings of Fact/Statement of Overriding Considerations for the City, which will be covered under a separate Scope of Work.

EXHIBIT "B"

SCHEDULE OF SERVICES
Schedule
FCS has prepared the following schedule outlining the anticipated timing of each task.

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) Task Week
Task 1: Project Initiation
Subtask 1.1: Data Gathering and Document Review 1–3
Subtask 1.2: Kick-off Meeting 1
Subtask 1.3: Submit CEQA-compliant Project Description to City 4 – Receive City Comments on Draft Project Description 5 – Submit Revised Project Description 6
Task 2: Environmental Review Scoping
Subtask 2.1: Submit Notice of Preparation to City 8
– Receive City Comments on Draft NOP 10
– Submit Final NOP to City 11
– Circulate NOP for 30-day Public Review 11–15
Subtask 2.2: Public Scoping Meeting 13
Task 3: Technical Analyses
Subtask 3.1: Air Quality Assessment, GHG Emissions, and Energy Analysis 1 15 Subtask 3.2: Biological Resources Assessment 8
Subtask 3.3: Cultural Resources Assessment 8
Subtask 3.4: Noise Impact Analysis2 13
Subtask 3.5: Submit Transportation Analyses (Urban Crossroads) to Ci ty 7 – Receive City Comments on Transportation Analyses 9
– Submit Revised Transportation Analyses 11
Task 4: Preparation of Draft Program EIR
Subtask 4.1: Submit Administrative Draft Program EIR to City 18 – Receive City Comments on Administrative Draft EIR 21
Subtask 4.2: Submit Screencheck Draft Program EIR to City 23 – Receive City Comments on Screencheck Draft EIR 25
Subtask 4.3: Submit Public Review Draft Program EIR to City 27 – Circulate Draft Program EIR for 45-day Public Review 28–34 Task 5: Preparation of Final Program EIR
Subtask 5.1: Administrative Final Program EIR 35–39
– Meet with City staff to review comments received 35
– Submit Administrative Final Program EIR3 to City 37
– Receive City Comments on Administrative Final Program EIR 39 Subtask 5.2: Submit Screencheck Final Program EIR to City 41

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) Task Week
– Receive Comments on Screencheck Final Program EIR 43
Subtask 5.3: Submit Final Program EIR to City 45
Subtask 5.4: Submit Draft Mitigation Monitoring and Reporting Program to City 41 – Receive City Comments on Draft MMRP 43
– Submit Final MMRP 45
Subtask 5.5: Submit Notice of Determination to City 45 – File NOD with San Bernardino County Clerk Within 5 Days of EIR Certification
Task 6: Project Management and Meetings
Subtask 6.1: Meetings and Public Hearings TBD
Subtask 6.2: Project Management Ongoing
Note:
1 Assumes the traffic data is stable and available within six weeks of project initiation. Air quality analysis will be conducted 8 weeks after receipt of the traffic data, responses to the RFI, and approved Project Description, whichever is latest. 2 Noise analysis will be conducted 6 weeks after receipt of the traffic data, responses to the RFI, and approved Project Description, whichever is latest.
3 Dependent on volume and complexity of comments.

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions) (BB&K 2018)
23152.06000\30453088.2

EXHIBIT "C"

COMPENSATION
FCS has prepared the following budget identifying the costs of each task.

Task Fees
Task 1: Project Initiation
Subtask 1.1: Data Gathering and Document Review $5,465 Subtask 1.2: Kick-off Meeting $2,820
Subtask 1.3: Preparation of CEQA-compliant Project Description to City $9,220 Task 2: Environmental Review Scoping
Subtask 2.1: Notice of Preparation $4,620
Subtask 2.2: Public Scoping Meeting $7,980
Task 3: Technical Analyses
Subtask 3.1: Air Quality Assessment, GHG Emissions, and Energy Analysis $14,800 Subtask 3.2: Biological Resources Assessment $8,470
Subtask 3.3: Cultural Resources Assessment $5,045
Subtask 3.4: Noise Impact Analysis $6,140
Subtask 3.5: Transportation Analyses (Urban Crossroads) $80,300 Task 4: Preparation of Draft Program EIR
Subtask 4.1: Administrative Draft Program EIR $57,040
Subtask 4.2: Screencheck Draft Program EIR $31,100
Subtask 4.3: Submit Public Review Draft Program EIR to City $16,220 Task 5: Preparation of Final Program EIR
Subtask 5.1: Administrative Final Program EIR $24,440
Subtask 5.2: Submit Screencheck Final Program EIR to City $9,820 Subtask 5.3: Submit Final Program EIR to City $3,960
Subtask 5.4: Submit Draft Mitigation Monitoring and Reporting Program to City $2,600 Subtask 5.5: Submit Notice of Determination to City $555 Task 6: Project Management and Meetings
Subtask 6.1: Meetings and Public Hearings $10,155
Subtask 6.2: Project Management $9,590
Total FCS Professional Labor $310,340
Total Direct Costs $4,400
Total FCS Professional Fee $314,740

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Attachment: Attachment 1 - PSA_FCS_CEQA_GPA-CZ_Citywide Housing Element [Revision 1] (4586 : Contract Award - First Carbon Solutions)

ITEM NO. 14

STAFF REPORT

INTERNATIONAL FOR THE PREPARATION OF AN AMENDMENT

TO THE HUB CITY CENTRE SPECIFIC PLAN AS PART OF
IMPLEMENTATION OF THE APPROVED 6TH CYCLE COLTON
2021-2029 HOUSING ELEMENT.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

Award a professional services agreement to Michael Baker International as the most qualified consultant for the Preparation of Specific Plan Amendment to the HUB City Centre Specific Plan as part of the 6 th Cycle Approved Colton 2021-2029 Housing Element for $217,770; and authorize City Manager to execute the agreement.

BACKGROUND

On January 4, 2022, the City Council approved the 6 th Cycle Colton 2021 -2029 Housing Element. As part of providing adequate housing sites to accommodate housing to meet the City’s RHNA ( Regional Housing Needs Assessment) requirements, 17 retail parcels within the HUB City Centre Specific Plan (HUB CCSP) must be considered to be changed from Retail Mixed-Use (R -MU) to allow up to 40 dwelling units per acre . In addition, it needs to allow 100% residential uses and require at least 50% of the total floor area to be occupied by a residential use . These proposed changes require amendments to the HUB CCSP and minor revisions to the General Plan. The project also includes preparation of CEQA ( California Environmental Quality Act) documents as part of the Project.

The project is located along the improved east to west corridor of West Valley Boulevard from Hermosa Avenue to the western corporate boundary of the City and running along San 14 Packet Pg. 441
Staff Report to the Mayor and City Council
Contract Award - Michael Baker International
July 16, 2024

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Bernardino Avenue corridor south between Meridian Street to Sycamore Avenue at its far western boundary. The entire HUB CCSP consists of approximately 373 -acre was originally adopted in 1996 and updated in 2014. No additional acreage was added to the specific plan.

The project changes will only be occurring on developable property that is not part of a sensitive land covered by or within the Delhi Sands Flower -loving Fly Project areas within the City’s Adopted West Valley Habitat Conservation Plan. Staff wi ll be working closely with the consultant making sure the City’s efforts in protecting Delhi Sands Flower -loving Fly areas are not planned for future development causing a discrepancy between plans.

ISSUES/ANALYSIS

In accordance with Colton Municipal C ode (CMC) Section 3.08.070 of the City’s purchasing ordinance, City staff issued a Request for Proposal (RFP) for preparation of Specific Plan Amendment and Minor General Plan Amendment for implementation of the 2021 -2029 Colton Housing Element . The RFP w as open from April 4 , 2024 through May 9 , 2024 through the City’s online BidNet system . On May 9, 2024, the RFP was closed , and the City received proposals from six (6) professional consulting firms.

The RFP submittals were reviewed and evaluated by City ’s Planning Division staff. Proposals were evaluated on the following criteria:

1. Qualifications of the Firm (20%)

2. Qualifications of Key Personnel (20%)

3. Experience similar to this Project (25%)

4. Work Plan, Technical and Management Approach (25%)

5. Cost Competitiveness (10%)

FIRM % Dudek InterWest MBI Mobius PlaceWorks Psomas
FIRM

QUALIFICATIONS
20 19 16 20 15 20 17
KEY PERSONNEL 20 20 16 20 16 20 18

SIMILAR PROJECT

EXPERIENCE
25 24 21 25 20 25 22
WORK PLAN 25 19 20 24 20 23 18
COST

COMPETITIVENESS
10 5 6 8 8 5 6
TOTAL 100 87 79 97 79 91 82
BID AMOUNT: $443,373 $247,975 $217,770 $136,805 $459,889 $175,421

Staff recommends the award of the professional services agreement contract to Michael Baker International (MBI) as the most qualified consultant for the preparation of Specific Plan 14 Packet Pg. 442
Staff Report to the Mayor and City Council
Contract Award - Michael Baker International
July 16, 2024

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Amendment and Preparation of California Environmental Quality Act documents , Project for $217,770. The cost proposal from MBI includes two options in preparation of the CEQA documentation. If an Addendum to the 2014 cur rent HUB CCSP Environmental Impact Report (EIR) can be justified, then the amount of the project will be $184,375. However, if the Addendum to the existing EIR cannot be justified , then the project proposal includes a second option to prepare a Subsequent EIR which is $217,770. This plan allows staff and the consultant to continue with the project to meet our December 2024 deadline with HCD (The Department of Housing and Community Development).

MBI has experience with preparation of specific plans, holdi ng public outreach, addressing mixed-use project land use plans within specific plans and experienced with CEQA documentation. They are familiar with the City’s recently adopted 6 th Cycle Housing Element and can work with the demanding deadlines imposed b y HCD . The professional service agreement is attached as Attachment 1.

FISCAL IMPACTS

Sufficient appropriations for this contract are available in the adopted FY2 4-25 budget in General Fund Planning Professional Services Account Number 100-6300-6301-2350-0000-000.

ALTERNATIVES

1. Provide alternative direction to staff.

ATTACHMENT

1. Attachment 1 - PSA_MBI_HUBCCSP and CEQA
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(BB&K 2018)
23152.06000\30453088.2

CITY OF COLTON

PROFESSIONAL SERVICES AGREEMENT

1. PARTIES AND DATE.

This Agreement is made and entered into this _____ day of July, 2024, by and between the City of Colton, a municipal corporation, organized under the laws of the State of California, with its principal place of business at 650 North La Cadena Drive, Colton, California 92324 ("City") and Michael Baker International, Inc. (Michael Baker), with its principal p lace of business at 3536 Concours St., Suite 100 , Ontario, CA 91764 ("Consultant"). City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties."

2. RECITALS.

2.1 Consultant.

Consultant desires to perform and assume responsibility for the provision of certain professional consulting services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing Planning Zone Changes/Specific Plan Amendments, Minor General Plan Amendments and Environmental Assessment Document Preparation services to public clients, is licensed in the State of California, and is familiar with the plans of the City.

2.2 Project.

City des ires to engage Consultant to render such professional planning, urban design and environmental consulting services for the HUB City Centre Specific Plan HUB CCSP (File Index No.

DAP24-0038) located within the HUB City Centre Specific Plan ("Project"), (APNs 0254-051-50, 0254- 061-30, 0254-071-62, 0254-071-63, 0254-071-65, 0254-071-64, 0254-071-61, 0254-051-14, 0254-071-58, 0254-051-69, 0254-071-49, 0254-071-47, 0254-071-27. 0254-071-50, 0254-071-43, 0254-071-44, 0254- 071-25, 0254-051-13) as set forth in this Agreement Terms and the Approved 6th Cycle 2021-2029 Colton Housing Element.

2.3 Scope of Services and Term.

2.3.2 Term. The term of this Agreement shall be from July 16, 2024 to May 1, 2025, unless earlier terminated as provided herein. The City shall have the unilateral option, at its sole discretion, to renew this Agreement automatically for no more than six months/ Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. The Parties may, by mutual, written consent, extend the term of this Agreement if necessary to complete the Services.

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International)

2.4 Responsibilities of Consultant.

2.4.1 Independent Contractor; Control and Payment of Subordinates. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee. Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any addition al personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant's exclusive direction and control. Neither City, nor any of its officials, officers, directors , employees or agents shall have control over the conduct of Consultant or any of Consultant's officers, employees, or agents, except as set forth in this Agreement. Consultant shall pay all wages, salaries, and other amounts due such personnel in connecti on with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance.

2.4.2 Schedule of Services. Consultant shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the Schedule of Services set fo rth in Exhibit "B" attached hereto and incorporated herein by reference. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant's conformance with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services.

2.4.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City.

2.4.4 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should o ne or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the City. The key personnel for performance of this Agreement are as follows: Christopher Alberts, PLS, Office Executive/Vice President.

2.4.5 City's Representative . The City hereby designates Heidi Duron , Development Services Director , or his/her designee, to act as its representative in all matters pertaining to the administration and performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for review and approval of all products submitted by Consultant but not the authority to enlarge the Scope of Work or change the total co mpensation due to Consultant under this Agreement. The City Manager shall be authorized to act on City's behalf and to execute all necessary documents which enlarge the Scope of Work or change the Consultant's total compensation subject to the provisions contained in Section 3.3 of this Agreement. Consultant shall not accept direction or orders from any person other than the City Manager, City's Representative or his/her designee.

2.4.6 Consultant's Representative. Consultant hereby designates Christopher Alberts, PLS, Office Executive/Vice President, or his/her designee, to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority to

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International) represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.

Consultant warrants that all employees and subconsultants shall have sufficien t skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and subconsultants have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein. Any employee of the Consultant or its sub-consultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project.

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International) violate any such law at any time during the term of the Agreement. Consultant shall avoid any violation of any such law during the term of this Agreement by participating in an electronic verification of work authorization program operated by the United States Department of Homeland Security, by participating in an equivalent federal work authorization program operated by the United States Department of Homeland Security to verify information of newly hired employees, or by some other legally acceptable method.

Consultant shall maintain records of each such verification, and shall make them available to the City or its representatives for inspection and copy at any time during normal business hours. The City shall not be responsible for any costs or expenses related to Consultant’s compliance with the requirements provided for in Section 3.2.10 or any of its sub-sections.

2.4.10.2 Employment Eligibility; Subcontractors, Consultants, Sub - subcontractors and Subconsultants . To the same extent and under the same conditions as Consultant, Consultant shall require all of its subcontracto rs, consultants, sub -subcontractors and subconsultants performing any work relating to the Project or this Agreement to make the same verifications and comply with all requirements and restrictions provided for in Section 3.2.10.1.

2.4.10.3 Employment Eligibility; Failure to Comply . Each person executing this Agreement on behalf of Consultant verifies that they are a duly authorized officer of Consultant, and understands that any of the following shall be grounds for the City to terminate the Agreement for cause:
(1) failure of Consultant or its subcontractors, consultants, sub -subcontractors or subconsultants to meet any of the requirements provided for in Sections 3.2.10.1 or 3.2.10.2; (2) any misrepresentation or material omission concerning compliance with such requirements (including in those verifications provided to the Consultant under Section 3.2.10.2); or (3) failure to immediately remove from the Project any person found not to be in compliance with such requirements.

2.4.10.4 Equal Opportunity Employment . Consul tant represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non- discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City's Minor ity Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted.

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International) fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures.

2.4.11 Insurance.

3.2.11.2 Minimum Requirements. Consultant shall, at its expense, procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Consultant, its agents, representatives, empl oyees or subconsultants. Consultant shall also require all of its subconsultants to procure and maintain the same insurance for the duration of the Agreement. Such insurance shall meet at least the following minimum levels of coverage:
(A) Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001); (2) Automobile Liability : Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto); and (3) Workers’ Compensation and Employer’s Liability : Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance. The policy shall not contain any exclusion contrary to the Agreement, including but not limited to endorsements or provisions limiting coverage for (1) contractual liability (including but not limited to ISO CG 24 26 or 21 29); or (2) cross liability for claims or suits by one insured against another.
(B) Minimum Limits of Insurance . Consultant shall maintain limits no less than: (1) General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with general aggregate limit is used including, but not limited to, form CG 2503, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability: $1,000,000 per accident for bodily injury and property damage; and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation limits as required by the Labor Code of the State of California. Employer’s Liability limits of $1,000,000 per accident for bodily injury or disease.

Defense costs shall be paid in addition to the limits.
(C) Notices; Cancellation or Reduction of Coverage. At least fifteen (15) days prior to the expiration of any such policy, evidence showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or materially reduced, Consultant shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, the City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by the City will be promptly reimbursed by Consultant or the City may withhold amounts sufficie nt to pay premium from Consultant payments. In the alternative, the City may suspend or terminate this Agreement.

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3.2.11.3 Professional Liability. Consultant shall procure and maintain, and require its sub -consultants to procure and maintain, for a period of five (5) years following completion of the Project, errors and omissions liability insurance appropriate to their profession. Such insurance shall be in an amount not less than $1,000,000 per claim, and shall be endorsed to include contractual liability.

Defense costs shall be paid in addition to the limits.

3.2.11.4 Insurance Endorsements . The insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms supplied or approved by the City to add the following provisions to the insurance policies:
(A) General Liability. The general liability policy shall include or be endorsed (amended) to state that: (1) using ISO CG forms 20 10 and 20 37, or endorsements providing the exact same coverage, the City of Colton, its directors, officials, officers, employees, agents, and volunteers shall be covered as additional insured with respect to the Services or ongoing and completed operations performed by or on behalf of the Consultant, including materials, par ts or equipment furnished in connection with such work; and (2) using ISO form 20 01, or endorsements providing the exact same coverage, the insurance coverage shall be primary insurance as respects the City, its directors, officials, officers, employees, agents, and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant’s scheduled underlying coverage. Any excess insurance shall contain a provision that such coverage shall also apply on a primary and noncontributor y basis for the benefit of the City, before the City’s own primary insurance or self -insurance shall be called upon to protect it as a named insured.

Any insurance or self-insurance maintained by the City, its directors, officials, officers, employees, agents, and volunteers shall be excess of the Consultant’s insurance and shall not be called upon to contribute with it in any way. Notwithstanding the minimum limits set forth in Section 3.2.11.2(B), any available insurance proceeds in excess of the specified minimum limits of coverage shall be available to the parties required to be named as additional insureds pursuant to this Section 3.2.11.4(A). (B) Automobile Liability . The automobile liability policy shall include or be endorsed (amended) to state th at: (1) the City, its directors, officials, officers, employees, agents, and volunteers shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Consultant or for which the Consultant is responsible; and (2) the insurance coverage shall be primary insurance as respects the City, its directors, officials, officers, employees, agents, and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant’s scheduled underlying coverage. Any insurance or self-insurance maintained by the City, its directors, officials, officers, employees, agents, and volunteers shall be excess of the Consultant’s insurance and shall not be called upon to contribute with it in any way.

Notwithstanding the minimum limits set forth in Section 3.2.11.2(B), any available insurance proceeds in excess of the specified minimum limits of coverage shall be available to the parties required to be named as additional insureds pursuant to this Section 3.2.11.4(B). (C) Workers’ Compensation and Employer’s Liability Coverage. The insurer shall agree to waive all rights of subrogation against the City, its directors, officials, officers, employees, agents, and volunteers for losses paid under the terms of the insurance policy which arise from work performed by the Consultant.
(D) All Coverages. Each insurance policy required by this Agreement shall be endorsed to state that: (A) coverage shall not b e suspended, voided, reduced or canceled except after thirty (30) days (10 days for nonpayment of premium) prior written notice by certified mail, return receipt requested, has been given to the City; and (B) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its directors, officials, officers, employees, agents, and volunteers. Any failure to comply with reporting or

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International) other provisions of the policies in cluding breaches of warranties shall not affect coverage provided to the City, its officials, officers, employees, agents and volunteers, or any other additional insureds.

3.2.11.5 Separation of Insureds; No Special Limitations; Waiver of Subrogation .

All insurance required by this Section shall contain standard separation of insureds provisions. In addition, such insurance shall not contain any special limitations on the scope of protection afforded to the City, its directors, officials, officers, employ ees, agents, and volunteers. All policies shall waive any right of subrogation of the insurer against the City, its officials, officers, employees, agents, and volunteers, or any other additional insureds, or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, its officials, officers, employees, agents, and volunteers, or any other additional insureds, and shall require similar written express waivers and insurance clauses from each of its subconsultants.

3.2.11.6 Deductibles and Self -Insurance Retentions . Any deductibles or self - insured retentions must be declared to and approve d by the City. Consultant shall guarantee that, at the option of the City, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its directors, officials, officers, employees, agents, and volunteers; or (2) the Consultant shall procure a bond guaranteeing payment of losses and related investigation costs, claims, and administrative and defense expenses.

3.2.11.7 Subconsultant Insurance Requirements. Consultant shall not allow any subconsultants to commence work on any subcontract relating to the work under the Agreement until they have provided evidence satisfactory to the City that they have secured all insurance required under this Section. If requested by Consultant, the City may approve different scopes or minimum limits of insurance for particular subconsultants. The Consultant and the City shall be named as additional insureds on all subconsultants’ policies of Commercial General Liability using ISO form 20 38, or coverage at least as broad.

3.2.11.8 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best’s rating no less than A:VIII, licensed to do business in California, and satisfactory to the City.

3.2.11.9 Verification of Coverage . Consultant s hall furnish City with original certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to the City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by the City if requested. All certificates and endorsements must be received and approved by the City before work commences. The City reserves the right to require complete, c ertified copies of all required insurance policies, at any time.

3.2.11.10 Reporting of Claims . Consultant shall report to the City, in addition to Consultant’s insurer, any and all insurance claims submitted by Consultant in connection with the Services under this Agreement.

2.4.12 Water Quality Management and Compliance.

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2.4.12.2 Compliance with Water Quality Laws, Ordinances and Regulations .

Consultant shall keep itself and all subcontractors, staff, and employees fully informed of and in compliance with all local, state and federal laws, rules and regulations that may impact, or be implicated by the performance of the Services including, without limitation, all applicable provisions of the City’s ordinances regulating water quality and storm w ater; the Federal Water Pollution Control Act (33 U.S.C. § 1251, et seq.); the California Porter-Cologne Water Quality Control Act (Water Code § 13000 et seq.); and any and all regulations, policies, or permits issued pursuant to any such authority. Consultant must additionally comply with the lawful requirements of the City, and any other municipality, drainage district, or other local agency with jurisdicti on over the location where the Services are to be conducted, regulating water quality and storm water discharges.

2.4.12.3 Standard of Care . Consultant warrants that all employees and subcontractors shall have sufficient skill and experience to perform the work as signed to them without impacting water quality in violation of the laws, regulations an d policies described in Section 3.2.12.2 of this Agreement. Consultant further warrants that it, its employees and subcontractors have or will receive adequate training , as determined by the City, regarding these requirements as they may relate to the Services.

2.4.12.4 Liability for Non-compliance.
(A) Indemnity: Failure to comply with laws, regulations, a nd ordinances listed in Section 3.2.12.2 of this Agreement is a violation of federal and state law.

Notwithstanding any other indemnity contained in this Agreement, Consultant agrees to indemnify and hold harmless the City, its officials, officers, agents, employees and authorized volunteers from and against any and all claims, demands, losses or liabilities of any kind or nature which the City, its officials, officers, agents, employees and authorized volunteers may sustain or incur for noncompliance with the laws, regulations, and ordinances listed above, arising out of or in con nection with the Services, except for liability resulting from the sole established negligence, willful misconduct or active negligence of the City, its officials, officers, agents, employees or authorized volunteers. (B) Defense: City reserves the right to defend any enforcement action or civil action brought against the City for Consultant’s failure to comply with any applicable water quality law, regulation, or policy. Consultant hereby agrees to be bound by, and to reimburse the City for the costs associated with, any settlement reached between the City and the relevant enforcement entity. (C) Damages: City may seek damages from Consultant for delay in completing the Services caused by Consultant’s failure to comply with the laws, regulations an d policies described in Section 3.2.12.2 of this Agreement, or any other relevant water quality law, regulation, or policy.

2.5 Fees and Payments.

2.5.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "C" attached hereto and incorporated herein by reference. The total compensation shall not exceed two hundred, seventeen thousand seven hundred seventy dollars ($217,770) if option B is agreed upon (Not including additional Optional Tasks as outlined in fees schedule) as necessary for project environmental assessment of the project without written approval of the City Council or City Manager as applicable. City Manager may authorize up to 5% increase in compe nsation for extra work. Extra Work, if authorized, will be compensated at the rates and manner set forth in this Agreement.

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2.5.3 Reimbursement for Expenses . Consultant shall not be reimbursed for any expenses unless authorized in writing by City, or included in Exhibit "C" of this Agreement.

2.5.4 Extra Work. At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at th e execution of this Agreement. Consultant shall not perform, nor be compensated for, Extra Work without written authorization from the City.

2.5.5 Rate Increases. In the event that this Agreement is renewed pursuant to Section

3.1.2, the rate set forth in Ex hibit “C” may be adjusted each year at the time of renewal as set forth in Exhibit “C.”

2.6 Labor Code Requirements.

2.6.1 Prevailing Wages. Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as Califo rnia Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. City shall provide Consultant with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant's principal place of business and at the project site. It is the intent of the parties to effectuate the requirements of sections 1771, 1774, 1775, 1776, 1777.5, 1813, a nd 1815 of the Labor Code within this Agreement, and Con sultant shall therefore comply with such Labor Code sections to the fullest extent required by law. Consultant shall defend, indemnify and hold the City, its officials, officers, employees, agents, a nd volunteers free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

2.6.2 Registration/DIR Compliance. If the Services are being performed on a public works project of over $25,000 w hen the project is for construction, alteration, demolition, installation, or repair work, or a public works project of over $15,000 when the project is for maintenance work, in addition to the foregoing, then pursuant to Labor Code sections 1725.5 and 177 1.1, the Consultant and all subconsultants must be registered with the Department of Industrial Relations (“DIR”). Consultant shall maintain registration for the duration of the project and require the same of any subconsultants. This project may also be subject to compliance monitoring and enforcement by the DIR. It shall be Consultant’s sole responsibility to comply with all applicable registration and labor compliance requirements, including the submission of payroll records directly to the DIR. Any stop orders issued by the Department of Industrial Relations against Consultant or any subconsultant that affect Consultant’s performance of services, including any delay, shall be Consultant’s sole responsibility. Any delay arising out of or resulting fr om

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International) such stop orders shall be considered Consultant caused delay and shall not be compensable by the City.

Consultant shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability ari sing out of stop orders issued by the Department of Industrial Relations against Consultant or any subconsultant.

2.7 Accounting Records.

2.7.1 Maintenance and Inspection . Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, procee dings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement.

2.8 General Provisions.

2.8.1 Termination of Agreement.

2.8.1.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause.

2.8.1.2 Effect of Termination . If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request.

2.8.1.3 Additional Services . In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon suc h terms and in such manner as it may determine appropriate, services similar to those terminated.

Consultant: Michael Baker International, Inc.
3536 Concours St., Suite 100
Ontario, CA 91764
ATTN: Alicia Gonzalez, Senior Associate, Department Manager- Planning

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International) City: City of Colton
650 North La Cadena Drive
Colton, CA 92324
ATTN: Heidi Duron, Development Services Director
Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address.

Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

2.8.3 Ownership of Materials and Confidentiality.

2.8.3.1 Documents & Data; Licensing of Intellectual Property . This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). All Documents & Data shall be and remain the property of City, and shall not be used in whole or in substantial part by Consultant on other projects without the City’s express written permission. Within thirty (30) days following the completion, suspension, abandonment or termination of this Agreement, Consultant shall provide to City reproducible copies of all Documents & Data, in a form and amount required by City. City reserves the right to select the method of document reproduction and to establish where the reproduction will be accomplished. The reproduction expense shall be borne by City at the actual cost of duplication. In the event of a dispute regarding the amount of compensation to which the Consultant is entitled under the termination provisions of this Agreement, Consultant shall provide all Documents & Data to City upon payment of the undisputed amount. Consultant shall have no right to retain or fail to provide to City any such doc uments pending resolution of the dispute. In addition, Consultant shall retain copies of all Documents & Data on file for a minimum of fifteen (15) years following completion of the Project, and shall make copies available to City upon the payment of actu al reasonable duplication costs. Before destroying the Documents & Data following this retention period, Consultant shall make a reasonable effort to notify City and provide City with the opportunity to obtain the documents.

2.8.3.3 Right to Use. City shall not be limited in any way in its use or reuse of the Documents and Data or any part of them at any time for purposes of this Project or another project, provided that any such use not within the purposes intended by this Agreem ent or on a project other than this Project without employing the services of Consultant shall be at City’s sole risk. If City uses or reuses the Documents & Data on any project other than this Project, it shall remove the Consultant’s seal from the Documents & Data and indemnify and hold harmless Consultant and its officers, directors, agents and employees from claims arising out of the negligent use or re -use of the Documents & Data on such other project. Consultant shall be responsible and liable for its Documents & Data, pursuant to the terms of this Agreement, only with respect to the condition of the Documents & Data at the time they are provided to the City upon completion, suspension, abandonment or termination. Consultant shall not be responsible or

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International) liable for any revisions to the Documents & Data made by any party other than Consultant, a party for whom the Consultant is legally responsible or liable, or anyone approved by the Consultant.

2.8.3.4 Indemnification. Consultant shall defend, indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless, pursuant to the indemnification provisions of this Agreement, for any alleged infringement of any patent, copyright, trade secret, trade name, trademark, or any other proprietary right of any person or entity in consequence of the use on the Project by City of the Documents & Data, including any method, process, product, or concept specified or depicted.

2.8.3.5 Confidentiality. All ideas, memoranda, specifications , plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents & Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidenti al by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services.

Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City.

2.8.3.6 Confidential Informa tion. The City shall refrain from releasing Consultant’s proprietary information ("Proprietary Information") unless the City's legal counsel determines that the release of the Proprietary Information is required by the California Public Records Act or oth er applicable state or federal law, or order of a court of competent jurisdiction, in which case the City shall notify Consultant of its intention to release Proprietary Information. Consultant shall have five (5) working days after receipt of the Release Notice to give City written notice of Consultant's objection to the City's release of Proprietary Information. Consultant shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liabilit y, loss, cost or expense (including attorney’s fees) arising out of a legal action brought to compel the release of Proprietary Information. City shall not release the Proprietary Information after receipt of the Objection Notice unless either: (1) Consultant fails to fully indemnify, defend (with City's choice of legal counsel), and hold City harmless from any legal action brought to compel such release; and/or (2) a final and non-appealable order by a court of competent jurisdiction requires that City release such information.

2.8.5 Indemnification.

2.8.5.1 To the fullest extent permitted by law, Consultant shall defend (with counsel of City’s choosing), indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subconsultants or agents in connection with the performance of the Consultant’s Services, the Project or this Agreement, including without limitation the payment of all damages, expert witness fees and attorney’s fees and other related costs and expenses. Consultant's

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International) obligation to indemnify shall not be restricted to insurance proceeds, if any, received by Consultant, the City, its officials, officers, employees, agents, or volunteers.

2.8.5.2 If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and on ly to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct o f the Consultant, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant’s liability for such claim, including the cost to defend, shall not exceed the Consultant’s proportionate percentage of fault.

2.8.6 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties.

2.8.7 Governing Law; Government Code Claim Compliance. This Agreement shall be governed by the laws of the State of California. Venue shall be in San Bernardino County. In addition to any and all contract requirements pertaining to notices of and requests for compensation or payment for extra work, disputed work, claims and/or changed conditions, Consultant must comply with the claim procedures set forth in Government Code sections 900 et seq. prior to filing any lawsuit against the City.

Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to extra work, disputed work, claims, and/or changed conditions have been followed by Consultant. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Consultant shall be barred from bringing and maintaining a valid lawsuit against the City.

2.8.8 Time of Essence . Time is of the essence for each and every provision of this Agreement.

2.8.9 City's Right to Employ Other Consultants . City reserves right to employ other consultants in connection with this Project.

2.8.10 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties.

2.8.12 Construction; References; Captions . Since the Parties or their ag ents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performanc e shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subconsultants of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.

2.8.13 Amendment; Modification. No supplement, modification, or amendment of this

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International) Agreement shall be binding unless executed in writing and signed by both Parties.

2.8.15 No Third-Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.

2.8.17 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultan t, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Consultant further agrees to file, or shall cause its employees or subconsultants to file, a Statement of Economic Interest with the City’s F iling Officer as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

2.8.19 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.

2.9 Subcontracting.

2.9.1 Prior Approval Required. Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated h erein, without prior written approval of City.

Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement.

[SIGNATURES ON NEXT PAGE]

SIGNATURE PAGE TO

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International)

PROFESSIONAL SERVICES AGREEMENT BY AND

BETWEEN THE CITY OF COLTON AND MICHAEL
BAKER INTERNATIONAL, INC.

CITY OF COLTON MICHAEL BAKER INTERNATIONAL
INC., a Corporation.

By: ____________________________ By: _________________________ Wiliam R. Smith Christopher Alberts, PLS
City Manager Vice President, Office Executive

Attest:

By: _________________________
Stephanie Vargas
Deputy City Clerk

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International) EXHIBIT "A"

SCOPE OF SERVICES

1 – ASSESSMENT

1.1 Evaluation of 2021-2029 Draft Housing Element
Consultant will be required to review and evaluate the current Draft Housing Element and its programs, including:
 Results of the California Department of Housing and Community Development (HCD) review of the Draft Housing Element completed on October 12, 2023.
 Program 10 – Update Zoning Standards – Specifically amending the Colton Hub City Centre Specific Plan (CHCCSP) allowable base densities to allow up to 40 units per acre on retail parcels identified for rezoning in the sites inventory, and to allow 100% residential use and require at least 50% of the total floor area to be occupied by a residential use.

1.2 Document Review
Consultant will review City documents to aid in understanding local conditions and the community housing needs.

Documents include, but are not limited to, the Colton Hub City Centre Specific Plan (CHCCSP) as amended over time, the CHCCSP Final EIR, and all written communication with HCD.

Task 1 – Deliverables:
 Based on the review, Michael Baker will prepare a Draft Memorandum summarizing the 2021-2029 Housing Element, CHCCSP, CHCCSP Final EIR, and written correspondence that will be provided at the project Kick- Off Meeting.
2 – SPECIFIC PLAN AMENDMENT/ZONE CHANGE

2.1 Process a comprehensive Specific Plan Amendment (SPA) and Zone Change (ZC) Michael Baker’s graphics and technical editing team will convert the existing PDF of the Specific Plan into a Microsoft Word document. We will create an updated editable version of the Specific Plan document to allow for the incorporation of edits into the Specific Plan.

Amend the Colton Hub City Centre Specific Plan (CHCCSP) to compensate for a shortfall of sites, and to provide adequate sites, to accommodate the City’s RHNA allocation. In August of 2014, the Colton City Cou ncil adopted the Colton Hub City Centre Specific Plan (CHCCSP) consisting of a 373-acre subarea bounded by San Bernardino Avenue on the north, the City boundary on the west, the Interstate-10 freeway on the south, and the Union Pacific Railroad on the east. The Rezone targets seventeen (17) retail parcels identified for up zoning to RMU (Retail Mixed-Use) to allow 40 units per acre and to allow 100% residential use and require at least 50% of the total floor area to be occupied by a residential use. The Specific Plan Amendment should target the following areas:
 Land Uses designations;
 Development Standards;
 Design Standards;
 Street Design/Complete Streets; and

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International)  Permitted Uses
Michael Baker understands that the City would like to develop Objective Design Stand ards (ODS) to comply with California Senate Bill 35 (SB 35) which requires ministerial approval for affordable multi -family housing projects.

Michael Baker would provide the City with the Western Riverside Council of Governments Objective Design Standard Toolkit as a potential starting point for the Colton Hub City Center Specific Plan’s ODS and would tailor them to meet City requirements (the San Bernardino Council of Governments/SBCTA ODS Toolkit is not expected to be available during project timeframe). This scope of work assumes that Michael Baker would not conduct community outreach and engagement as a component of this planning effort; however, “as-needed” community engagement support is provided under Optional Task 2.6. Michael Baker will incorporate the ODS into the Specific Plan document and will provide the City with an Administrative Draft, Screencheck Draft, a Legislative Draft, and a Final Draft of the Specific Plan.

2.2 Community Vision
Evaluate the Community Vision for the CHCCSP in conjunction with the Specific Plan Amendment:
 The vision for the CHCCSP is to restore the sense of community, vibrancy, and vitality of the small town atmosphere. This includes incorporating a broad range of uses all within walking distance of one another, including shop ping, restaurants, entertainment, hospitality, offices, housing, parks, and open space. The vision includes creating a new main street setting, new employment opportunities, and establishing a new strong economic base for the City.
 Incorporate the connection with major anchor uses such as Arrowhead Regional Medical Center, the Hermosa Cemetery, a New Town Center, etc.

2.3 Land Use Element Goals and Policies
Utilize the Colton General Plan Land Use Policy Map and Zoning Code to establish where housing may be located and the development standards for new housing:
 GOAL H-4: Provide suitable sites for housing development, which can accommodate a range of housing by type, size, location, price, and tenure.
 Policy H-4.1: Implement land use policies that allow for a range of residential densities and products, including low-density single -family uses in planned unit developments, moderate -density townhomes, and higher - density apartments, condominiums, and units in mixed-use developments.  Policy H-4.2: Encourage development of residential uses in strategic proximity to employment, recreational facilities, schools, neighborhood commercial areas, and high -quality transportation corridors such as Downtown, Hub City Centre Specific Plan, and South Colton.  Policy H-4.3: Encourage compatible residential development in areas where land use policies support higher densities.
 Policy H-4.4: Allow flexibility in the City’s standards and regulations to encourage a variety of housing types.

2.4 GIS Support
As requested by the City in T ask 2 – Deliverables, this task includes 30 hours of Michael Baker GIS staff time to coordinate with Colton GIS for updating Zoning and General Plan amendment maps.

2.5 Staff Report Support

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International) As requested by the City in Task 2 – Deliverables, Michael Baker will prepare a draft staff report for the project’s Planning Commission and City Council Hearing for City Staff review. This scope of work assumes the staff reports will be finalized by City Staff.

2.6 Engagement Support (Optional)
The City of Colton previously requested support for community engagement and outreach; however, we note that workshops and stakeholder interviews may not be necessary since these sites were identified and discussed in the 6th Cycle Housing Element. Michael Baker has included an optional task with up to 50 hours for our planning staff to assist the City with the production and distribution of outreach materials (i.e., including but not limited to Online Survey, Fliers, Webpage content) and attending one outreach meeting.

Task 2 – Deliverables:
 Provide a written assessment with detailed recommendations to the City for Staff review and direction for each candidate parcel, including any Zoning text amendment recommendations to ensure “by right” housing entitlement and development.
 Administrative Draft Amended CHCCSP, including ODS (Microsoft Word and PDF)  Draft Amended CHCCSP, including ODS (Microsoft Word and PDF)  Legislative Draft Amended CHCCSP, including ODS (Microsoft Word and PDF)  Final Amended CHCCSP, including ODS (Microsoft Word and PDF, with up to four hard copies)  Provide input to City GIS for City preparation of Zoning and General Plan amendment maps.  Prepare draft Planning Commission and City Council staff reports (to be finalized by City Staff).  Optional Engagement Support and Materials: including but not limited to Online Survey, Fliers, Webpage content
3 – ENVIRONMENTAL REVIEW
Michael Baker will review the proposed Specific Plan Amendment to determine the ap propriate approach to comply with CEQA by assessing the applicability of an Addendum to the 2014 EIR or Supplemental EIR. To determine the project’s eligibility for the use of an Addendum, Michael Baker will prepare technical studies related to air quality , biological resources, cultural resources, energy, greenhouse gas emissions, noise, and transportation (vehicle miles travelled [VMT]). In the event these technical studies determine that the Specific Plan Amendment would result in similar or reduced impa cts than those identified in the 2014 EIR, Michael Baker will proceed with preparation of an Addendum to the 2014 EIR in accordance with CEQA Guidelines Section 15164; CEQA Clearance Option 1. In the event technical impacts cannot be reduced without new or substantially altered mitigation, or if other circumstances that require the preparation of a Supplemental EIR are identified; Michael Baker will prepare a Supplemental EIR in accordance with CEQA Guidelines Section 15163; CEQA Clearance Option 2.

3.1 CEQA Project Initiation and Project Description
The work program will be initiated with a Project Kick -Off Meeting with City representatives to discuss the project features in greater detail. This initial meeting is vital to the success of the CEQA process and will be a key milestone to confirm the parameters of the analysis, project construction program, buildout conditions, scheduling, and overall communications. Michael Baker will host the project Kick-Off Meeting over a video conferencing platform or in person, depending on the City’s preference. Prior to the kick -off, Michael Baker will distribute an agenda and detailed

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International) memorandum, which will identify information needs. Upon completion of the kick -off meeting, Michael Baker will prepare Meeting Minutes that detail action items for Michael Baker, City staff.

Next, Michael Baker will obtain and review available referenced data for the project, including planning and policy documentation from the City, as well as other local, State, and Federal agencies th at may be affected by the project.

This information will become part of the environmental documentation’s foundation and will be reviewed and incorporated into the analysis, as appropriate. This task also includes a visit to the project site and its surrou ndings, which will include a detailed photographic recording of on- and off-site conditions. Upon completion of Michael Baker’s research and investigation, a draft project description will be prepared for review and comment by City Staff. After receiving comments and making the appropriate changes, we will submit a revised version of the project description, which will be the basis for the project’s environmental analysis and technical studies.

Task 3.1 – Deliverables:
 Meeting Agenda and Meeting Minutes in PDF Format
 Draft Project Description in Microsoft Word and PDF Format  Final Project Description in Microsoft Word and PDF Format

3.2 Technical Study Preparation

3.2.1 Air Quality Analysis
Existing Conditions/Regulatory Framework. The project is located wit hin the South Coast Air Basin (SCAB), which is under the jurisdiction of the South Coast Air Quality Management District (SCAQMD). Federal, State, Regional, and Local air quality regulations will be discussed. The analysis will describe and address the requirements set forth by the SCAQMD CEQA Air Quality Handbook.

Construction-Related Emissions. Based on data provided by the City, emissions generated during construction activities will be quantified using the California Emissions Estimator Model version 20 22.1 (CalEEMod). A general description of the major phases of construction and their timing will be required. The air pollutant emissions during construction will be compared to the South Coast Air Quality Management District’s (SCAQMD) Regional Thresholds of Significance. Naturally occurring asbestos impacts will also be qualitatively discussed.

Long-Term Emissions. Operational (i.e., area, mobile, and energy source) emissions will be quantified with CalEEMod and compared to the SCAQMD regional thresholds of significance. Emission reductions due to project design features will be incorporated into the operational emissions inventory. Primary sources of emissions will be related to area sources and local/regional vehicle miles traveled. Project consistency w ith the 2022 Air Quality Management Plan (AQMP) will also be addressed.

Localized Emissions. The project is located within the SCAQMD’s Source Receptor Area (SRA) 34 (Central San Bernardino Valley). Based on localized meteorological data for SRA 34, Michael Baker will analyze localized impacts based upon the SCAQMD’s Localized Significance Thresholds (LST) methodology.

Air Emissions Health Impacts. As a result of the California Supreme Court decision for Sierra Club vs. County of Fresno (Friant Ranch L.P.), the resultant human health impacts from the project’s short -term construction and long -term operational air emissions will be analyzed.

Task 3.2.1 – Deliverables:
 Air Quality impact analysis section of the Addendum or Supplemental EIR, with modeling results included as an appendix.

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International)

3.2.2 Biological Resources Records Search
Michael Baker will conduct an online databas e search of the California Department of Fish and Wildlife’s (CDFW) California Natural Diversity Database (CNDDB), the California Native Plant Society Inventory of Rare and Endangered Plants of California listings, and the U.S. Fish and Wildlife Service’s Information for Planning and Consultation (IPaC) project planning tool and Critical Habitat Mapper to identify any special -status biological resources known to occur within the vicinity of the Specific Plan area. Michael Baker will then prepare a brief letter report summarizing results of these database searches.

Task 3.2.2 – Deliverables:
 Draft Records Search Letter Report (PDF)
 Final Records Search Letter Report (PDF)

3.2.3 Cultural Resources Records Search
Michael Baker will prepare a Cultural Resources Records Search. The records search for cultural resources (archaeological and historical) will be conducted through the South Central Coastal Information Center (SCCIC) at California State University, Fullerton. This research will characterize the status and extent of previous cultural resource studies completed in the project area, document known cultural resources within the project boundaries, and help predict the types of resources expected within the project boundaries. The search will utilize all cultural resource data within a one half -mile radius of the project site, and will be summarized in a letter report that will include results and any necessary recommendations for further work.

Task 3.2.3 – Deliverables:
 Draft Records Search Letter Report (PDF)
 Final Records Search Letter Report (PDF)

3.2.4 Energy Analysis
Michael Baker will analyze the energy implications of the project pursuant to Public Resources Code Section 21100(b)(3) and Appendix G and Appendix F of the CEQA Guidelines. These statutes and guidelines require a project to describe, where relevant, the wasteful, inefficient, and unnecessary consumption of energy caused by a project. In addition, Appendix G of the CEQA Guidelines requires a consistency analysis with state or local plans for renewable energy or energy efficiency. The analysis will analyze energy consumption associated with short -term construction activities and long-term operations using CalEEMod based on the project’s land use data. The analysis will also discuss the effects of the project on regional and local energy supply, demand, and resources, and the project’s consistency with energy standards and requirements. Additionally, the assessment of environmental impacts on energy resources will include mitigation measures to reduce inefficient and unnecessary consumption of energy, if necessary.

Task 3.2.4 – Deliverables:
 Energy impact analysis section of the Addendum or Supplemental EIR, with modeling results included as an appendix.

3.2.5 Greenhouse Gas Analysis
Michael Baker will review the land use data and will prepare an inventory of the greenhouse gas (GHG) emissions (i.e., nitrous oxide, methane, and carbon dioxide) from both direct (i.e., area and mobile sources) and indirect sources (i.e., energy/water consumption and wastewater/solid waste generation). In addition, total GHG emissions from construction activities will be amortized into the GHG emissions inventory. CalEEMod will be used to quantify GHG emissions.

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International) Reductions from recently adopted programs and regulations will be included, such as improvements in fuel efficiency, state building code energy efficiency, and water efficiency. The analysis will also review project consistency with the Southern California Association of Governments 2024 –2050 Regional Transportation Plan/Sustainable Communities Strategy (2024–2050 RTP/SCS) and the California Air Resources Board 2022 Climate Change Scoping Plan for the purpose of reducing GHG emissions.

Task 3.2.5 – Deliverables:
 GHG impact analysis section of the Addendum or Sup plemental EIR, with modeling results included as an appendix.

3.2.6 Noise Analysis
Existing Conditions/Regulatory Framework. The applicable noise and land use compatibility criteria for the project area will be reviewed and noise standards regulating noise impacts will be discussed for land uses on and adjacent to the project site. A site visit will be conducted, and short -term noise level measurements will be taken along the project area. The noise monitoring survey will be conducted at up to five separate locations to establish baseline noise levels in the project area. Noise recording lengths are anticipated to require approximately 10 minutes at each location. This scope does not include long-term (24-hour) noise measurements.

Construction-Related Noise and Vibration. Noise impacts from construction sources will be analyzed based on the anticipated equipment to be used, length of a specific construction task, equipment power type (gasoline or diesel engine), horsepower, load factor, and percentage of tim e in use. The construction noise impacts will be evaluated in terms of maximum levels (Lmax) and hourly equivalent continuous noise levels (Leq) and the frequency of occurrence at adjacent sensitive locations. An analysis of vibration impacts will be based on the Federal Transit Administration’s vibration analysis guidance. Analysis requirements will be based on the sensitivity of the area, anticipated construction activities, and Noise Ordinance specifications.

Operational Noise and Vibration. The project-generated off-site traffic noise levels will be compared to the applicable Noise Ordinance specifications and/or land use compatibility criteria for off-site uses. On-site noise generating activities (e.g., stationary sources, parking lot activities, etc.) will also be addressed and analyzed for potential impacts to the adjacent uses and will be assessed against the Noise Ordinance specifications. Compliance with applicable noise standards will be evaluated, with recommended mitigation measures included whe re appropriate. The operational vibration analysis will be qualitative because the project is not anticipated to generate excessive operational vibration levels.

Task 3.2.6 – Deliverables:
 Noise impact analysis section of the Addendum or Supplemental EIR, with modeling results included as an appendix.

3.2.7 VMT Screening Memorandum
A Vehicle Miles Traveled (VMT) analysis will be conducted to support the CEQA process transportation metric. T he VMT analysis will be based on the City of Colton VMT Guidelines. This scope of work includes a total of two submittals to the City (one draft report for City review and one final report with City comments addressed).

Scoping Agreement . Michael Baker wil l coordinate the scope of the VMT analysis with City staff responsible for reviewing the analysis by preparing a VMT scoping memorandum. Specific details of the study scope that will be coordinated include initial screening results, trip generation analysi s, and if needed, study scenarios, modeling assumptions, and methodologies. The scoping agreement will be coordinated prior to initiation of any travel demand modeling work.

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International) Trip Generation Analysis. Michael Baker will conduct a trip generation analysis for the proposed project using the most recent Trip Generation Manual from the Institute of Transportation Engineers, or other data source as directed by City staff. The trip generation analysis will estimate the estimated number of project trips during th e weekday, AM Peak Hour, and PM Peak Hour. Trip distributions and assignments will not be included in the analysis and instead it will focus on the number of project trips.

Project Screening. Michael Baker will examine the screening criteria to determine i f the project can be determined to have a less-than-significant impact based on project location, size or land use type. The project screening will utilize City VMT guidelines and the SBCTA screening tool.

Task 3.2.7 – Deliverables:
 Draft VMT Screening Memorandum (PDF)
 Final VMT Screening Memorandum (PDF)

3.2.8 Detailed VMT Assessment (Optional Task)
In the event that the screening evaluation results show that the project cannot be assumed to have a less -than- significant VMT impact and a project level analysis is required, Michael Baker will calculate the VMT for the proposed project. Michael Baker has the in -house expertise to conduct this analysis with travel demand modeling support provided by Translutions, Inc. This scope of work assumes the modeling of one land use scenario for the full build-out condition of all 17 parcels. The VMT analysis scope of work assumptions are based on the currently available project information. If project details vary or if additional scenarios are needed, these tasks may b e evaluated as a separate task for an additional fee.

Translutions, Inc. will modify the SBTAM to include the project socio -economic data. Model runs will be conducted to calculate the VMT. This task will be conducted using the base and future year models. It is not anticipated that significant circulation network edits outside the Specific Plan area will be required as part of this task. It is assumed that up to three (3) Traffic Analysis Zones (TAZs) will be modified to accommodate the Specific Plan land use.

VMT Calculation. This task will calculate the base and future modeled VMT for comparison. The model will also be modified so that the Project forms several discrete TAZs. Based on the requirements, VMT calculations for the following scenarios will be conducted:
 Base Year without project
 Future Year without project
 Base Year with project (Proposed Specific Plan Amendment, Project Effect)  Base Year Project VMT (Proposed Specific Plan Amendment)  Future Year with project (Proposed Specific Plan Amendment, Project Effect)  Future Year Project VMT (Proposed Specific Plan Amendment) Determination of Impacts . The VMT analysis results will be compared to thresholds of significance to determine if impacts are anticipated. If required, the project will identify Tr ansportation Demand Management (TDM) elements to help reduce reliance on autos or provide means by which to shorten vehicle trips in order to mitigate any Project transportation impacts. The VMT reductions will be based on California Air Pollutions Control Officers Association (CAPCOA) Quantifying Greenhouse Gas Mitigation Measures information and will be clearly documented in the

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International) memorandum. Modifying the project characteristics (land use type and size) as a mitigation option may be considered, however the associated analysis would require separate task for an additional fee.

Technical Memorandum. The VMT analysis will be summarized in a technical memorandum. This scope of work includes a total of two electronic submittals of the VMT technical memorandum ( one draft report for City review and one final report with City comments addressed).

Task 3.2.8 – Deliverables:
 Draft VMT Assessment (PDF)
 Final VMT Assessment (PDF)

3.2.9 AB 52 and SB 18 Support
As requested in the RFP, Michael Baker will assist the City with meeting Native American consultation requirements pursuant to Assembly Bill (AB) 52 and Senate Bill (SB) 18. In coordination with the City, we will prepare the draft consultation letters to tribes. However, because consultation is required to be government-to-government, pursuant to State law, we assume the City will send the consultation letters, complete the AB 52/SB 18 consultation, and provide the consultation log with supporting documentation (ex. letters, emails, phone conversation summaries) fo r inclusion in the environmental document. This scope does not include meeting attendance or additional consultation.

Task 3.2.9 – Deliverables:
 Draft and Final AB 52/SB 18 Consultation Letters in Microsoft Word Format  Draft and Final Consultation Log (electronic submittal) CEQA CLEARANCE OPTION 1: ADDENDUM TO THE 2014 EIR
In the event the technical studies determine that the project would not result in worsened impacts than the 2014 EIR, Michael Baker will proceed with preparation of an Addendum to the 2014 EIR as detailed in Task 4.0 below.

3.3 Administrative Draft Addendum
Michael Baker will prepare an Administrative Draft Addendum to the 2014 EIR utilizing the City’s latest CEQA Checklist.

Per CEQA Guidelines Section 15162, when an IS/MND or EIR has been adopted or certified for a project, no subsequent IS/MND or EIR shall be prepared for that project unless the lead agency determines, on the basis of substantial evidence in the light of the whole record, one or more of the following:
1) Substantial changes are proposed in the project which will require major revisions of the previous IS/MND or EIR … due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects
2) Substantial changes occur with respect to the circumstances under which the project is undertaken which will require major revisions of the previous IS/MND or EIR … due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects; or 3) New information of substantial importance, which was not known and could not have been known with the exercise of reasonable diligence at the time the previous IS/MND or EIR was certified as comple te … shows any of the following:
a) The project will have one or more significant effects not discussed in the previous IS/MND or EIR …;

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International) b) Significant effects previously examined will be substantially more severe than shown in the previous EIR; c) Mitigation measures or alternatives previously found not to be feasible would in fact be feasible, and would substantially reduce one or more significant effects of the project, but the project proponents decline to adopt the mitigation measure or alternative; or
d) Mitigation measures or alternatives which are considerably different from those analyzed in the previous IS/MND or EIR would substantially reduce one or more significant effects on the environment, but the project proponents decline to adopt the mitigation measure or alternative.

Michael Baker will prepare the Draft Addendum in accordance with CEQA Guidelines Section 15164. It is anticipated that the proposed project will not result in new or substantially more severe significant environmental impacts compared with the impacts disclosed in the 2014 EIR, nor are there any other circumstances that require the preparation of a subsequent EIR. If it is determined that a subsequent EIR or other environmental compliance document is the appropriate CEQA document, Michael Baker will work with the City to develop the appropriate scope of work for future documentation.

The Administrative Draft Addendum document will be comprised of the following sections:

Overview. This section will provide an overview of the environmental rev iew and approval required for the proposed project.

Purpose of the Addendum. This section will discuss CEQA compliance and background and history. This section will summarize impacts and mitigation measures that were previously identified, as well as the criteria that must be met in order to qualify as an Addendum to the 2014 EIR.

Project Description. This section will detail the project location and project description and key differences between the project as evaluated under the 2014 EIR and under present conditions.

Environmental Analysis. This section will provide an analysis of the potential environmental consequences anticipated to occur as a result of implementation the proposed changes to the project using the CEQA Guidelines Appendix G Environmental Checklist. The Environmental Analysis will provide written responses to each question on the Environmental Checklist that: 1) summarize the conclusions of the 2014 EIR; 2) identify any previous mitigation measures that are applicable to the revised project; and, 3) provide findings to indicate the amended project is in compliance with CEQA Guidelines Section 15164 in order to qualify for an Addendum.

Environmental Evaluation Personnel. This section will identify the persons involved in preparing the environmental evaluation.

Task 3.3 – Deliverables:
 Electronic copy of the Administrative Draft Addendum and Appendices (Microsoft Word and PDF)

3.4 Screencheck Draft Addendum
Michael Baker will respond to one complete consolidated set of City comments on the Administrative Draft Addendum.

This task assumes that no substantive changes to the Project Description will be raised. If desired by the City, Michael Baker will provide the Screencheck Draft Addendum in track changes to assist with final check of the document.

Task 3.4 – Deliverables:
 Electronic copy of the Screencheck Draft Addendum and Appendices (Microsoft Word and PDF)

3.5 Final Addendum

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International) Michael Baker will respond to a review of the Screencheck Draft Addendum by City staff and will prepare the Final Addendum.

Task 3.5 – Deliverables:
 Electronic copy of the Final Addendum and Appendices (Microsoft Word and PDF)

3.6 Project Management, Public Hearings, And Meetings

3.6.1 Project Management
Michael Baker’s assigned environmental project manager and planning project manager will work closely with City staff. This approach optimizes communication between the involved parties. Management activities include coordinating with the project team, monitoring the proposed project timeline, monitoring the project budget and progress including preparing invoices in the City’s preferred format, and providing quality control review of all completed work products.

3.6.2 Public Hearings
Michael Baker’s envir onmental project manager and planning project manager will be available for project hearing support on an as-needed time and materials basis. For the purpose of this scope, the environmental project manager and planning project manager will be able to atte nd up to two public hearings for the project to answer questions regarding the project Specific Plan Amendment and CEQA analysis.

3.6.3 Coordination Meetings
Michael Baker’s environmental project manager and planning project manager will develop a regular meeting schedule with City staff to coordinate on project status and action items throughout the project. It is assumed that these check - in meetings will be conducted via conference call or Microsoft Teams or Zoom, which allows us to share our computer screen with participants to collaboratively review documents. It is expected that these meetings will occur monthly, with more frequent calls necessary during project ramp-up and critical review and comment cycles. Michael Baker assumes coordination meetings would be conducted on a time and materials basis. This task excludes the Project Kickoff Meeting described above.

Task 3.6.3 – Deliverables:
 Meeting Agenda in PDF Format
 Meeting Minutes in PDF Format
CEQA CLEARANCE OPTION 2: SUPPLEMENTAL ENVIRONMENTAL IMPACT REPORT Pursuant to CEQA Guidelines Section 15163, a lead or responsible agency may choose to prepare a supplement to an EIR rather than a subsequent EIR if:
 Any of the conditions described in CEQA Guidelines Section 15162 would require the preparatio n of a subsequent EIR, and
 Only minor additions or changes would be necessary to make the previous EIR adequately apply to the project in the changed situation.

The supplement to the EIR need contain only the information necessary to make the previous EIR adequate for the project as revised, shall be given the same kind of notice and public review as is given to a draft EIR under Section 15087, and may be circulated by itself without re-circulating the previous draft or final EIR.

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International) When the agency decides whether to approve the project, the decision -making body shall consider the previous EIR as revised by the supplemental EIR. A finding under 14 CCR Section 15091 shall be made for each significant effect shown in the previous EIR as revised.

In the event the technical studies determine the project would not qualify for an Addendum to the 2014 EIR, Michael Baker will proceed with preparation of a Supplemental EIR (included as Tasks 5 through 8 below).

3.7 Notice of Preparation and Public Scoping Meeting

3.7.1 Notice of Preparation
To initiate the EIR preparation process, Michael Baker will prepare a Notice of Preparation (NOP) that identifies the potentially significant effects of the project that will require further analysis in the EIR. The list of potentially significant impacts, as well as impacts where there is anticipated to be little to no impact, will be determined by the findings in the technical studies identified in Task 3.2. An electronic version of the draft NOP will be submitted to City Staff for review and comment. Michael Baker will incorporate comments and revisions into the NOP prior to distribution. The distribution process will include the following steps:
 Michael Baker will distribute the NOP and Initial Study to agencies via FedEx and residents that have requested notices via first-class mail. Up to 50 notices will be distributed.  Michael Baker will provide a version of the NOP suitable for newspaper publishing to City Staff. The City will be responsible for publishing the notice with the newspaper.  Michael Baker will submit the NOP and Initial Study to the State Clearinghouse with a Notice of Completion form.

Task 3.7.1 – Deliverables:
 Draft Notice of Preparation in PDF Format
 Draft Notice of Completion in PDF Format
 Final Notice of Preparation (Up to 50 hard copies)

3.7.2 Public Scoping Meeting (Optional)
If requested by the City, Michael Baker will assist City Staff in conducting a scoping meeting du ring the 30-day NOP public review period. Michael Baker will facilitate the public meeting, including intake of public comments on the project.

We will provide a draft and final presentation, as well as comment sheets, sign-in sheets, and speaker cards. Michael Baker will summarize the comments received during the meeting for agency consideration and documentation in the EIR.

Task 3.7.2 – Deliverables:
 Draft Presentation in Microsoft PowerPoint Format
 Final Presentation in Microsoft PowerPoint Format
 Meeting Materials (Sign-in Sheet and Comment Cards)
 Meeting Minutes in PDF Format

3.8 Supplemental Environmental Impact Report Preparation

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International)

3.8.1 Administrative Draft EIR
Michael Baker will prepare an Administrative Draft Supplemental EIR for review by City staff. The EIR will include the components required by CEQA, including a summary, a project description that explains the conclusions of the 2014 EIR and project changes as compared to the original Specific Plan, a description of the environmental setting, a discussion of both project -specific and cumulative environmental impacts (by topic), mitigation measures, and an alternatives analysis in which up to three alternatives (including the No Project Alternative) will be considered. The EIR will be prepared in accordance with CEQA Guidelines and Statutes, applicable CEQA case law, and City guidelines.

Our approach is to prepare a reader -friendly EIR that clearly explains why environmental impacts are deemed less than significant, less than significant with mitigation, or significant and unavoidable. To accomplish this, we will use a combination of narrative, figures, photographs, maps, tables, and other visual aids. The major chapters and areas of concern to be addressed in the EIR are outlined below:

Executive Summary: The executive summary will include a summary description of the proposed project and project alternatives as well as a table showing the complete text of mitigation measures identified in the EIR. Areas of controversy and issues to be resolved will also be discussed as part of this section.

Introduction: The introduction will identify the type and purpose of the EIR, the scope of the EIR, effects found not to be significant, and the definition of baseline and significance criteria. Project background and history will be discussed, and terms used throughout the analysis will be defined. An overview of the project and the CEQA process will also be included.

Project Description: This project description will be consistent with the requirements of CEQ A Guidelines Section 15124. The chapter will consist of a detailed description of the proposed project, including construction and operational activities. The project description will clearly describe the location of the project, study area characteristics (e.g., surrounding land uses), project objectives, and project characteristics. Intended uses of the EIR will be included, as well as a list of required permits and approvals. Other agencies using the EIR and consultation requirements will be identified. Figures including the project’s regional location and a site plan depicting proposed uses will be prepared.

Cumulative Projects To Be Considered: In accordance with Section 15130 of the CEQA Guidelines, the EIR will include a section providing a detailed listing of cumulative projects and actions under consideration for the analysis. The likelihood of occurrence and level of severity will be studied. The purpose of the section is to present a listing and description of projects, past, present, and anticipa ted in the reasonably foreseeable future. The potential for impact and levels of significance are contingent upon the radius or area of interaction with the project area. Michael Baker will consult with City staff and other applicable local jurisdictions t o define the appropriate study area for the cumulative analysis. The cumulative analysis will be incorporated throughout the analyses in Environmental Analysis, below.

Environmental Analysis: Michael Baker will evaluate the necessary information with respect to the existing conditions, the potential adverse effects of project implementation (both individual and cumulative), and measures to mitigate such effects. Environmental issues raised during the scoping process (NOP responses and any other relevant an d valid informative sources) will also be evaluated, as needed. The analyses will be based upon all available data, results from additional research, and an assessment of existing technical data. As stated, the EIR will focus only on the information necessary to make the previous EIR adequate for the project as revised.

The environmental analysis sections will include a description of the baseline environmental setting as well as applicable local, State, and federal laws, regulations and policies related to each topic. The section will identify direct, indirect, and cumulative impacts associated with project implementation and will be formatted so that the impact statements and corresponding mitigation measures will stand out from the text for clarity and ea se of reference.

Findings will be made as to the level of significance of each impact after mitigation.

Effects Determined Not to Be Significant: To satisfy CEQA requirements (CEQA Guidelines Section 15128), the EIR will briefly discuss these topics in a section titled Effects Determined Not to Be Significant.

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International) Alternatives: Michael Baker will prepare a separate chapter in which we will discuss alternatives and identify alternatives considered and eliminated from further consideration, as well as alternati ves selected for more detailed analysis. Pursuant to CEQA Guidelines Section 15126.6, we will prepare an analysis of a “reasonable range” of alternatives. Michael Baker will coordinate with City staff, as appropriate, in the development of feasible alternatives to the proposed project, in addition to the CEQA-required No Project Alternative.

The analysis will focus on alternatives that avoid or minimize environmental effects as compared to the proposed project while achieving the project’s primary objectives. Therefore, the objectives contained in the project description must be crafted with c are in consultation with the City (it is Michael Baker’s expectation that the 2014 EIR project objectives will be used and updated as necessary for the revised project).

Other CEQA Requirements: The EIR will include the other required chapters, including growth-inducing impacts of the project, and a summary of the project’s significant and unavoidable impacts.

Report Preparers and References : This chapter will identify the authors of the report, including City staff, technical report authors, and the Micha el Baker team. It will also include references to all persons, agencies, and resource documents and correspondence used in preparation of the EIR.

Appendices: The appendices will include a copy of the Specific Plan Amendment, 2014 EIR, NOP, and comments on the NOP. All technical reports will also be included as appendices to the EIR.

Michael Baker will submit Microsoft Word files of the Administrative Draft EIR to City Staff for review and comment.

Michael Baker assumes that City Staff will provide one compiled set of comments on the Administrative Draft EIR.

Task 3.8.1 – Deliverables:
 Administrative Draft EIR in Microsoft Word and PDF Format

3.8.2 Draft EIR
Once Michael Baker has received comments from City Staff on the Administrative Draft EIR, Michael Baker will note substantive comments for discussion. The project manager will then meet with City Staff to discuss any substantive comments on the administrative draft. Michael Baker will then revise the document in track changes for review by City Staff. After City Staff have approved the changes, Michael Baker will complete final formatting of the EIR and submit a proofcheck draft of the EIR for approval to release for public review. Once approved, Michael Baker will submit up to three printed copies of the Draft EIR to City Staff, with technical appendices to be provided electronically on CD or USB drive. In addition, Michael Baker will provide the Draft EIR to City Staff electronically, in both printable and web-friendly formats.

Task 3.8.2 – Deliverables:
 Draft EIR in Microsoft Word and PDF Format

3.8.3 Circulation Of The Draft EIR and Public Notification Pursuant to CEQA Guidelines Section 15163, a Supplemental EIR shall be given the same kind of notice and public review as is given to a Draft EIR under CEQA Guidelines Section 15087. Once the proofcheck Draft EIR is completed, Michael Baker will circulate the document for public review. This task includes submitting a Notice of Completion (NOC) and 15 electronic copies of the Draft EIR to the CEQANet online submission website. Michael Baker will also prepare a Notice of Availability (NOA) of the Draft EIR and file the NOA with the County Clerk. In addition, Michael Baker will distribute the NOA and EIR to the City -approved distribution list. Michael Baker assumes a maximum of 50 copies of the NOA will be distributed, and that the City will complete any required radius mailing for the NOA.

Task 3.8.3 – Deliverables:

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International)  Public Draft EIR in PDF Format
 Up to three (3) Printed Copies of the Draft EIR with Appendices on CD/USB Drive  Notice of Completion in PDF Format
 Up to 50 printed copies of the Notice of Availability

3.8.4 Final Environmental Impact Report
At the end of the 45-day public review period, Michael Baker will prepare a Final EIR, which will include a summary of any necessary revisions to the Draft EIR, responses to comments, and the Mitigation Monitoring and Reporting Program (MMRP).

Following completion of the public review period on the Draft EIR, Michael Baker will prepare responses to all environmental-based comments received on the draft EIR. An administrative draft version of the response to comments will be submitted to City Staff for review. As with the Administrative Draft EIR, Michael Baker’s project manager may attend a meeting with Ci ty Staff to discuss substantive comments on the administrative version of the response to comments. Since it is infeasible to estimate the number of comments on the Draft EIR, Michael Baker has preliminarily estimated 40 hours of staff time for the response to comments.

Any changes to the text of the Draft EIR will be summarized in an errata section of the Final EIR. Michael Baker will identify the revisions to the Draft EIR in a strikeout/underline format.

Michael Baker will prepare an MMRP for the project pursuant to Section 15097 of the CEQA Guidelines. Michael Baker will submit an administrative version of the MMRP to City Staff for review and comment. We will make appropriate revisions and submit a draft iteration of the MMRP to City Staff for final ap proval. Upon City approval, Michael Baker will incorporate the MMRP into the Final EIR.

An administrative draft of the Final EIR will be submitted to City Staff for review. Michael Baker will make appropriate revisions and submit a screencheck iteration of the response to comments to City Staff for final approval.

Upon City Staff approval, Michael Baker will distribute the responses to comments to commenting agencies (as required by CEQA) and will incorporate the response to comments into the Final EIR. Mi chael Baker will provide an electronic submittal of the Final EIR, including response to comments, the MMRP, and [any] errata changes to the Draft EIR.

Task 3.8.4 – Deliverables:
 Draft and Final Response to Comments in Microsoft Word and PDF Format  Draft and Final Errata in Microsoft Word and PDF Format  Draft and Final Mitigation Monitoring and Reporting Program in Microsoft Word and PDF Format  Three (3) Printed Copies of the Final EIR with Appendices on CD/USB Drive

3.8.5 Findings And Statement Of Overriding Considerations (Optional) Pursuant to CEQA Guidelines Section 15163, a finding under Section 15091 shall be made for each significant effect shown in the previous EIR as revised. If desired by City Staff, Michael Baker is available to prepare the Findi ngs in accordance with State CEQA Guidelines Section 15091 for each environmental resource topic identified in the previous EIR as revised.

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International) If requested by City staff, and if required by CEQA Guidelines Section 15093, a Statement of Overriding Considerations will be prepared and supported by substantial evidence in the record.

Task 3.8.5 – Deliverables:
 Draft Findings and Statement of Overriding Considerations in Microsoft Word Format  Final Findings and Statement of Overriding Considerations in Microsoft Word Format

3.9 Project Management, Public Hearings, And Meetings

3.9.1 Project Management
Michael Baker’s assigned environmental project manager and planning project manager will work closely with City staff. This approach optimizes communication between the involved parties. Management activities include coordinating with the project team, monitoring the proposed project timeline, monitoring the project budget and progress including preparing invoices in the City’s preferred format, and providing quality control review of all completed work products.

3.9.2 Public Hearings
Michael Baker’s environmental project manager and planning project manager will be available for project hearing support on an as-needed time and materials basis. For the purpose of this scope, the environmental project manager and planning project manager will be able to attend up to two public hearings for the project to answer questions regarding the project Specific Plan Amendment and CEQA analysis.

3.9.3 Coordination Meetings
Michael Baker’s environmental project manager and planning project manager will develop a regular meeting schedule with City staff to coordinate on project status and action items throughout the project. It is assumed that these check - in meetings will be conducted via conference call or Microsoft Teams or Zoom, which allows us to share our computer screen with participants to collaboratively review documents. It is expected that these meetings will occur monthly, with more frequent calls necessary during project ramp-up and critical review and comment cycles. Michael Baker assumes coordination meetings would be conducted on a time and materials basis. This task excludes the Project Kickoff Meeting described above.

Task 3.9.3 – Deliverables:
 Meeting Agenda in PDF Format
 Meeting Minutes in PDF Format
4 – COMMUNICATION WITH STAFF AND REQUIRED WORK PRODUCTS

4.1 Effective coordination and communication with City staff throughout the process and, as appropriate, one meeting with a representative of HCD during its review of the Draft Housing Element, is anticipated.

Task 4 – Deliverables:
 Monthly status update shall be provided, either via email or via phone conference with Staff.  Consultant will attend one in person meeting with HCD representatives, if needed, to include City Staff.

Task 5 – Schedule

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International) A kickoff meeting shall be scheduled within 30 days of execution of professional services agreement, at which time Task 1 Deliverables shall be provided.

Consultant will provide a schedule in accordance with the Scope of Work so that City Council may adopt the SPA/ZC Task 5 – Deliverables:
 Draft and Final Schedule in Microsoft Project for City Review.

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International) (BB&K 2018)
23152.06000\30453088.2

EXHIBIT "B"

SCHEDULE OF SERVICES
A date-specific schedule will be provided at the Project Kick-Off Meeting. This schedule assumes the Project Kick-Off occurs on July 16, 2024, on-going coordination with the City throughout the duration of the project, and that all project data will be available prior to the Project Kick-Off Meeting. Michael Baker can modify this schedule in coordination with the City, as needed, to meet public hearing timelines or other project requirements.

PROJECT INITIATION AND TECHNICAL STUDIES
Project Kick-Off Meeting July 16, 2024
MBI provides City data needs/Construction Questionnaire Week 1 Research and Investigation Initiated Week 1
City provides MBI data needs Week 2

SPECIFIC PLAN AMENDMENT AND OBJECTIVE DESIGN STANDARDS
Draft Land Use Plan and Buildout Calculations Week 1 - 2 Administrative Draft Amended CHCCSP and ODS Week 2 - 10 City Review of Administrative Draft Amended CHCCSP and ODS Week 11 - 12 Draft Amended CHCCSP and ODS Week 13 - 14
City Review of Draft Amended CHCCSP and ODS Week 15
Legislative Draft Amended CHCCSP and ODS Week 16 - 17
City Review of Legislative Draft Amended CHCCSP and ODS Week 18 Final Amended CHCCSP and ODS Week 19 - 20

TECHNICAL STUDIES
Michael Baker Prepares Technical Studies Weeks 2 - 10

ADDENDUM TO THE 2014 EIR OPTION
Administrative Draft Addendum Preparation Weeks 11 - 12 City Review of Administrative Draft Addendum Weeks 13 - 15 Draft Addendum Preparation Weeks 16 - 17
City Review of Draft Addendum Weeks 18 - 20
Final Addendum Preparation Week 21
Public Hearings December 2024

SUPPLEMENTAL EIR OPTION
NOP Preparation Week 11
City Review of NOP Week 12
Distribute NOP/Review Period Weeks 13 - 16
Prepare Administrative Draft Supplemental EIR Weeks 17 - 18 City Review of Administrative Draft Supplemental EIR Weeks 19 - 20 Prepare Draft Supplemental EIR Weeks 21 - 22
City Review of Draft Supplemental EIR Week 23
Circulation of Draft Supplemental EIR and Public Notification Week 24 Draft Supplemental EIR Public Review Period Weeks 25 - 31 Response to Comments, MMRP, and Errata Weeks 32 - 34
City Review of Response to Comments, MMRP, and Errata Weeks 35 - 36 Final EIR Weeks 37 - 38
Public Hearings April 2025

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael Baker International) (BB&K 2018)
23152.06000\30453088.2

EXHIBIT "C"

COMPENSATION
As requested by the City, the project would be billed on a lump sum, not-to-exceed basis.

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael

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Attachment: Attachment 1 - PSA_MBI_HUBCCSP and CEQA [Revision 1] (4584 : Contract Award - Michael

ITEM NO. 15

STAFF REPORT

DATE: JULY 16, 2024
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: BRIAN DICKINSON, PUBLIC WORKS DIRECTOR
SUBJECT: APPROVE CONTRACT AWARD TO PASO ROBLES TANK INC.

FOR THE LA LOMA RESERVOIR PROJECT.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

1. Reject the bid submitted by Empire Equipment Services Inc. as non-responsive;

2. Award a construction contract for the 3.0 MG La Loma Reservoir Project to Paso Robles Tank Inc. as the lowest responsive and responsible bidder for $7,769,000; and,

3. Authorize the City Manager to execute the contract agreement with Paso Robles Tank Inc.

BACKGROUND

Construction of a new 3.0 MG water reservoir is proposed, pursuant to the City of Colton Water Master Plan (2016) to meet a portion of the City’s anticipated water requirements over the next ten to twenty years. The City of Colton Water Master Plan includes the construction of (2) new water reservoirs by the year 2020 to effectively meet the recommended water storage and supply of the City. The proposed project shall alleviate operations by increasing the storage and the efficiency during its operations and peak demand. In addition, the construction of a 3.0 MG reservoir project is an essential component for the City’s future developments and reliable supply to the residents.

On October 4, 2022, the City awarded a contract to Krieger and Stewart Engineering Consultants for the preparation of the engineering study, environmental documents, engineering services and 15 Packet Pg. 478
Staff Report to the Mayor and City Council
Contract Award - Paso Robles Tank Inc.

July 16, 2024

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Colton City CouncilJuly 16, 2024

Colton City Council
July 16, 2024