Fort Bragg City Council
November 25, 2024

CITY OF FORT BRAGG

PROFESSIONAL SERVICES AGREEMENT

WITH DUDEK
THIS AGREEMENT is made and entered into this QGday of JuO\, 2024 (“Effective Date”), by and between the CITY OF FORT BRAGG, a municipal corporation, 416 N. Franklin Street, Fort Bragg, California 95437 (“City”), and Dudek, an employee owned California B corporation, 605 Third Street, Encinitas, California, 92024 (“Consultant”).

W I T N E S S E T H :

A. WHEREAS, City entered into grant agreement number LCP 22-07 with the California Coastal Commission, which is attached to this agreement as Exhibit A and incorporated by reference.

B. WHEREAS, City proposes to utilize the services of Consultant as an independent contractor to provide as-needed, on-call services to support development of the Noyo Harbor Blue Economy Visioning, Resiliency and Implementation Plan, as more fully described in Exhibit “B” (the “Project”); and
C. WHEREAS, City and Consultant desire to contract for the specific services described in the Project and desire to set forth their rights, duties and liabilities in connection with the services to be performed; and
D. WHEREAS, no official or employee of City has a financial interest, within the provisions of Sections 1090-1092 of the California Government Code, in the subject matter of this Agreement.

E. WHEREAS, the legislative body of the City on June 10, 2024 by Resolution No. 
-2024 authorized execution of this Agreement on behalf of the City in accordance with Chapter 3.20 of the City Municipal Code and/or other applicable law; NOW, THEREFORE, for and in consideration of the mutual covenants and conditions contained herein, the parties hereby agree as follows:

1.0. SERVICES PROVIDED BY CONSULTANT

1.1. Scope of Work. Consultant shall provide the professional services described in the Consultant’s Proposal (“Proposal”), attached hereto as Exhibit B and incorporated herein by this reference.

1.2. Professional Practices. All professional services to be provided by Consultant pursuant to this Agreement shall be provided by personnel experienced in their respective fields and in a manner consistent with the standards of care, diligence and skill ordinarily exercised by professional consultants in similar fields and circumstances in accordance with sound professional practices. Consultant also warrants that it is familiar with all laws that may affect its performance of this Agreement and shall advise City of any changes in any laws that may affect Consultant’s performance of this Agreement. Consultant shall keep itself informed of State and Federal laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Consultant shall at all times observe and comply with all such laws and regulations. City officers and employees shall not be liable at law or in equity occasioned by failure of the Consultant Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Dudek (LCP 22-07 Project) 2
to comply with this section.

1.3. Performance to Satisfaction of City. Consultant agrees to perform all the work to the complete satisfaction of the City as hereinafter specified. Evaluations of the work will be done by the City Manager or his or her designee. If the quality of work is not satisfactory, City in its discretion has the right to:
(a) Meet with Consultant to review the quality of the work and resolve the matters of concern;
(b) Require Consultant to repeat the work at no additional fee until it is satisfactory; and/or
(c) Terminate the Agreement as hereinafter set forth.

1.4. Warranty. Consultant warrants that it shall perform the services required by this Agreement in compliance with all applicable Federal and California employment laws, including, but not limited to, those laws related to minimum hours and wages; occupational health and safety; fair employment and employment practices; workers’ compensation insurance and safety in employment; and all other Federal, State and local laws and ordinances applicable to the services required under this Agreement. Consultant shall indemnify and hold harmless City from and against all claims, demands, payments, suits, actions, proceedings, and judgments of every nature and description including attorneys’ fees and costs, presented, brought, or recovered against City for or on account of any liability under any of the above-mentioned laws, which may be incurred by reason of Consultant’s performance under this Agreement. To the extent that this Agreement may be funded by fiscal assistance from another governmental entity, Consultant and any subcontractors shall comply with all applicable rules and regulations to which City is bound by the terms of such fiscal assistance program.

1.5. Non-discrimination. In performing this Agreement, Consultant shall not engage in, nor permit its agents to engage in, discrimination in employment of persons because of their race, religion, color, national origin, ancestry, age, physical handicap, medical condition, marital status, sexual gender, sexual orientation, or disability except as permitted pursuant to Section 12940 of the Government Code. Such actions shall include, but not be limited to the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation and selection for training, including apprenticeship. Consultant agrees to post in conspicuous places, available to employees and applicants for employment, a notice setting forth provisions of this non-discrimination clause.

Consultant shall, in all solicitations and advertisements for employees placed by, or on behalf of Consultant, state that all qualified applicants will receive consideration for employment without regard to race, religion, color, national origin, ancestry, age, physical handicap, medical condition, marital status, sexual gender, sexual orientation, or disability. Consultant shall cause the paragraphs contained in this Section to be inserted in all subcontracts for any work covered by the Agreement, provided that Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Dudek (LCP 22-07 Project) 3
the foregoing provisions shall not apply to subcontracts for standard commercial supplies or raw materials.

1.6. Non-Exclusive Agreement. Consultant acknowledges that City may enter into agreements with other consultants for services similar to the services that are subject to this Agreement or may have its own employees perform services similar to those services contemplated by this Agreement.

1.7. Delegation and Assignment. This is a personal service contract, and the duties set forth herein shall not be delegated or assigned to any person or entity without the prior written consent of City. Consultant may engage a subcontractor(s) as permitted by law and may employ other personnel to perform services contemplated by this Agreement at Consultant’s sole cost and expense. All insurance requirements contained in this Agreement are independently applicable to any and all subcontractors that Consultant may engage during the term of this Agreement.

1.8. Confidentiality. Employees of Consultant in the course of their duties may have access to financial, accounting, statistical, and personnel data of private individuals and employees of City. Consultant covenants that all data, documents, discussion, or other information developed or received by Consultant or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Consultant without written authorization by City. City shall grant such authorization if disclosure is required by law. All City data shall be returned to City upon the termination of this Agreement.

Consultant's covenant under this Section shall survive the termination of this Agreement.

2.0. COMPENSATION, BILLING AND PREVAILING WAGES

2.1. Compensation. Consultant’s total compensation shall not exceed Ninety Thousand Dollars ($90,000.00), and shall be paid in accordance with the fee schedule set forth in Exhibit B.

2.2. Additional Services. Consultant shall not receive compensation for any services provided outside the scope of work specified in the Consultant’s Proposal or which is inconsistent with or in violation of the provisions of this Agreement unless the City or the Project Manager for this Project, prior to Consultant performing the additional services, approves such additional services in writing. It is specifically understood that oral requests and/or approvals of such additional services or additional compensation shall be barred and are unenforceable. Should the City request in writing additional services that increase the hereinabove described "Scope of Work," an additional fee based upon the Consultant's standard hourly rates shall be paid to the Consultant for such additional services. The City Manager may approve contract change orders not exceeding a total of 10% of the approved contract or up to the contingency amount whichever amount is less for any one project.

2.3. Method of Billing. Consultant may submit invoices to the City for approval on a progress basis, but not more often than monthly. Said invoice shall be based on the total of all Consultant’s services which have been completed to City’s sole satisfaction.

City shall pay Consultant’s invoice within forty-five (45) days from the date City receives Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Dudek (LCP 22-07 Project) 4
said invoice. Each invoice shall describe in detail, the services performed, the date of performance, and the associated time for completion. Any additional services approved and performed pursuant to this Agreement shall be designated as “Additional Services” and shall identify the number of the authorized change order, where applicable, on all invoices.

2.4. Records and Audits. Records of Consultant’s services relating to this Agreement shall be maintained in accordance with generally recognized accounting principles and shall be made available to City or its Project Manager for inspection and/or audit at mutually convenient times for a period of three (3) years from the date of final payment.

3.0. TIME OF PERFORMANCE

3.1. Commencement and Completion of Work. The professional services to be performed pursuant to this Agreement shall commence within five (5) days from the issuance of Notice to Proceed. Said services shall be performed in strict compliance with the schedule set forth in the Scope of Work attached hereto as Exhibit B. Consultant will complete the services in accordance with this Agreement by December 31, 2026 The Time of Completion may only be modified by a written amendment of the Agreement signed by both the City and the Consultant and in accordance with its terms.

3.2. Excusable Delays. Neither party shall be responsible for delays or lack of performance resulting from acts beyond the reasonable control of the party or parties.

Such acts shall include, but not be limited to, acts of God, fire, strikes, material shortages, compliance with laws or regulations, riots, acts of war, or any other conditions beyond the reasonable control of a party. If a delay beyond the control of the Consultant is encountered, a time extension may be mutually agreed upon in writing by the City and the Consultant. The Consultant shall present documentation satisfactory to the City to substantiate any request for a time extension.

4.0. TERM AND TERMINATION

4.1. Term. This Agreement shall commence on the Effective Date and expire on March 31, 2027 unless previously terminated as provided herein or as otherwise agreed to in writing by the parties. Consultant authorized to request an annual rate increases in line with the Consumer Price Index.

4.2. Notice of Termination. The City and/or Consultant reserves and has the right and privilege of canceling, suspending or abandoning the execution of all or any part of the work contemplated by this Agreement, with or without cause, at any time, by providing at least ten (10) days prior written notice to City and/or Consultant. The termination of this Agreement shall be deemed effective upon receipt of the notice of termination. In the event of such termination, Consultant shall immediately stop rendering services under this Agreement unless directed otherwise by the City. If the City suspends, terminates or abandons a portion of this Agreement, such suspension, termination or abandonment shall not make void or invalidate the remainder of this Agreement.

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If the Consultant defaults in the performance of any of the terms or conditions of this Agreement, it shall have ten (10) days after service upon it of written notice of such default in which to cure the default by rendering a satisfactory performance. In the event that the Consultant fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement.

The City shall have the right, notwithstanding any other provisions of this Agreement, to terminate this Agreement, at its option and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement, immediately upon service of written notice of termination on the Consultant, if the latter should:
a. Be adjudged a bankrupt;
b. Become insolvent or have a receiver of its assets or property appointed because of insolvency;
c. Make a general assignment for the benefit of creditors; d. Default in the performance of any obligation or payment of any indebtedness under this Agreement;
e. Suffer any judgment against it to remain unsatisfied or unbonded of record for thirty (30) days or longer; or
f. Institute or suffer to be instituted any procedures for reorganization or rearrangement of its affairs.

4.3. Compensation. In the event of termination, City shall pay Consultant for reasonable costs incurred and professional services satisfactorily performed up to and including the date of City’s written notice of termination within thirty-five (35) days after service of the notice of termination. Compensation for work in progress shall be prorated based on the percentage of work completed as of the effective date of termination in accordance with the fees set forth herein. In ascertaining the professional services actually rendered hereunder up to the effective date of termination of this Agreement, consideration shall be given to both completed work and work in progress, to complete and incomplete drawings, and to other documents pertaining to the services contemplated herein whether delivered to the City or in the possession of the Consultant.

City shall not be liable for any claim of lost profits.

4.4. Documents. In the event of termination of this Agreement, all documents prepared by Consultant in its performance of this Agreement including, but not limited to, finished or unfinished design, development and construction documents, data studies, drawings, maps and reports, shall be delivered to the City within ten (10) days of delivery of termination notice to Consultant, at no cost to City. Any use of uncompleted documents without specific written authorization from Consultant shall be at City's sole risk and without liability or legal expense to Consultant.

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5.0. INSURANCE

5.1. Minimum Scope and Limits of Insurance. Consultant shall obtain, maintain, and keep in full force and effect during the life of this Agreement all of the following minimum scope of insurance coverages with an insurance company admitted to do business in California, rated “A,” Class X, or better in the most recent Best’s Key Insurance Rating Guide, and approved by City:
(a) Broad-form commercial general liability, in a form at least as broad as ISO form #CG 20 01 04 13, including premises-operations, products/ completed operations, broad form property damage, blanket contractual liability, independent contractors, personal injury or bodily injury with a policy limit of not less than One Million Dollars ($1,000,000.00) per occurrence, Two Million Dollars ($2,000,000.00) aggregate, combined single limits. If such insurance contains a general aggregate limit, it shall apply separately to this Agreement or shall be twice the required occurrence limit. If Consultant maintains higher limits than the specified minimum limits, City requires and shall be entitled to coverage for the high limits maintained by the Consultant.
(b) Business automobile liability for owned vehicles, hired, and nonowned vehicles, with a policy limit of not less than One Million Dollars ($1,000,000.00), combined single limits, each incident for bodily injury and property damage.
(c) Workers' compensation insurance as required by the State of California and Employers Liability Insurance with a minimum limit of $1,000,000 per accident for any employee or employees of Consultant. Consultant agrees to waive, and to obtain endorsements from its workers’ compensation insurer waiving subrogation rights under its workers’ compensation insurance policy against the City, its officials, officers, agents, employees, and volunteers for losses arising from work performed by Consultant for the City and to require each of its subcontractors, if any, to do likewise under their workers’ compensation insurance policies.

Before execution of this Agreement by the City, the Consultant shall file with the City Clerk the following signed certification:

I am aware of, and will comply with, Section 3700 of the Labor Code, requiring every employer to be insured against liability of Workers' Compensation or to undertake self-insurance before commencing any of the work.

The Consultant shall also comply with Section 3800 of the Labor Code by securing, paying for and maintaining in full force and effect Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Dudek (LCP 22-07 Project) 7
for the duration of this Agreement, complete Workers' Compensation Insurance, and shall furnish a Certificate of Insurance to the City Clerk before execution of this Agreement by the City. The City, its officers and employees shall not be responsible for any claims in law or equity occasioned by failure of the consultant to comply with this section.
(d) Professional errors and omissions (“E&O”) liability insurance with policy limits of not less than Two Million Dollars ($2,000,000.00), combined single limits, per occurrence and aggregate. Architects’ and engineers’ coverage shall be endorsed to include contractual liability. If the policy is written as a “claims made” policy, the retro date shall be prior to the start of the contract work. Consultant shall obtain and maintain said E&O liability insurance during the life of this Agreement and for three years after completion of the work hereunder.

Neither the City nor any of its elected or appointed officials, officers, agents, employees, or volunteers makes any representation that the types of insurance and the limits specified to be carried by Consultant under this Agreement are adequate to protect Consultant. If Consultant believes that any such insurance coverage is insufficient, Consultant shall provide, at its own expense, such additional insurance as Consultant deems adequate.

5.2. Endorsements. The commercial general liability insurance policy and business automobile liability policy shall contain or be endorsed to contain the following provisions:
(a) Additional insureds: "The City of Fort Bragg and its elected and appointed boards, officers, officials, agents, employees, and volunteers are additional insureds with respect to: liability arising out of activities performed by or on behalf of the Consultant pursuant to its contract with the City; products and completed operations of the Consultant; premises owned, occupied or used by the Consultant; automobiles owned, leased, hired, or borrowed by the Consultant." (b) Notice: "Consultant shall provide immediate written notice if (1) any of the required insurance policies is terminated; (2) the limits of any of the required polices are reduced; or (3) the deductible or selfinsured retention is increased. In the event of any cancellation or reduction in coverage or limits of any insurance, Consultant shall forthwith obtain and submit proof of substitute insurance. Should Consultant fail to immediately procure other insurance, as specified, to substitute for any canceled policy, the City may procure such insurance at Consultant’s sole cost and expense.”
(c) Other insurance: "The Consultant’s insurance coverage shall be primary insurance as respects the City of Fort Bragg, its officers, Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Dudek (LCP 22-07 Project) 8
officials, agents, employees, and volunteers. Any other insurance maintained by the City of Fort Bragg shall be excess and not contributing with the insurance provided by this policy." (d) Any failure to comply with the reporting provisions of the policies shall not affect coverage provided to the City of Fort Bragg, its officers, officials, agents, employees, and volunteers.
(e) The Consultant’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability.

5.3. Deductible or Self-Insured Retention. If any of such policies provide for a deductible or self-insured retention to provide such coverage, the amount of such deductible or self-insured retention shall be approved in advance by City. No policy of insurance issued as to which the City is an additional insured shall contain a provision which requires that no insured except the named insured can satisfy any such deductible or self-insured retention.

5.4. Certificates of Insurance. Consultant shall provide to City certificates of insurance showing the insurance coverages and required endorsements described above, in a form and content approved by City, prior to performing any services under this Agreement. The certificates of insurance and endorsements shall be attached hereto as Exhibit C and incorporated herein by this reference.

5.5. Non-limiting. Nothing in this Section shall be construed as limiting in any way, the indemnification provision contained in this Agreement, or the extent to which Consultant may be held responsible for payments of damages to persons or property.

6.0. GENERAL PROVISIONS

6.1. Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to any matter referenced herein and supersedes any and all other prior writings and oral negotiations. This Agreement may be modified only in writing, and signed by the parties in interest at the time of such modification. The terms of this Agreement shall prevail over any inconsistent provision in any other contract document appurtenant hereto, including exhibits to this Agreement.

6.2. Representatives. The City Manager or his or her designee shall be the representative of City for purposes of this Agreement and may issue all consents, approvals, directives and agreements on behalf of the City, called for by this Agreement, except as otherwise expressly provided in this Agreement.

Consultant shall designate a representative for purposes of this Agreement who shall be authorized to issue all consents, approvals, directives and agreements on behalf of Consultant called for by this Agreement, except as otherwise expressly provided in this Agreement.

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6.3. Project Managers. The Project Manager designated to work directly with Consultant in the performance of this Agreement will be the Special Projects Manager. It shall be the Consultant’s responsibility to assure that the Project Manager is kept informed of the progress of the performance of the services and the Consultant shall refer any decision, which must be made by City, to the Project Manager. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Project Manager.

Consultant designates Ann Sanservo as its Project Manager, who shall represent it and be its agent in all consultations with City during the term of this Agreement and who shall not be changed by Consultant without the express written approval by the City. Consultant or its Project Manager shall attend and assist in all coordination meetings called by City.

6.4. Notices. Any notices, documents, correspondence or other communications concerning this Agreement or the work hereunder may be provided by personal delivery, facsimile or if mailed, shall be addressed as set forth below and placed in a sealed envelope, postage prepaid, and deposited in the United States Postal Service. Such communication shall be deemed served or delivered: a) at the time of delivery if such communication is sent by personal delivery; b) at the time of transmission if such communication is sent by facsimile; and c) 72 hours after deposit in the U.S. Mail as reflected by the official U.S. postmark if such communication is sent through regular United States mail.

IF TO CONSULTANT: IF TO CITY:

Ann Sansevero City Clerk
Dudek
725 Front Street, Suite 400
Santa Cruz, CA 95060
City of Fort Bragg
416 N. Franklin St.

Fort Bragg, CA 95437
Tel: 831-600-1400 Tel: 707-961-2823
Fax: 707-961-2802

6.5. Attorneys’ Fees. In the event that litigation is brought by any party in connection with this Agreement, the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys’ fees, incurred by the prevailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions, or provisions hereof.

6.6. Governing Law. This Agreement shall be governed by and construed under the laws of the State of California without giving effect to that body of laws pertaining to conflict of laws. In the event of any legal action to enforce or interpret this Agreement, the parties hereto agree that the sole and exclusive venue shall be a court of competent jurisdiction located in Mendocino County, California. Consultant agrees to submit to the personal jurisdiction of such court in the event of such action.

6.7. Assignment. Consultant shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of Consultant's interest in this Agreement Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Dudek (LCP 22-07 Project) 10
without City's prior written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void and shall constitute a breach of this Agreement and cause for termination of this Agreement. Regardless of City's consent, no subletting or assignment shall release Consultant of Consultant's obligation to perform all other obligations to be performed by Consultant hereunder for the term of this Agreement.

6.8. Indemnification and Hold Harmless.

If Consultant is not a design professional performing “design professional” services under this Agreement, as that term is defined in Civil Code Section 2782.8, Consultant agrees to defend, indemnify, hold free and harmless the City, its elected and appointed officials, officers, agents and employees, at Consultant’s sole expense, from and against any and all claims, demands, actions, suits or other legal proceedings brought against the City, its elected and appointed officials, officers, agents and employees arising out of the performance of the Consultant, its employees, and/or authorized subcontractors, of the work undertaken pursuant to this Agreement. The defense obligation provided for hereunder shall apply whenever any claim, action, complaint or suit asserts liability against the City, its elected and appointed officials, officers, agents and employees based upon the work performed by the Consultant, its employees, and/or authorized subcontractors under this Agreement, whether or not the Consultant, its employees, and/or authorized subcontractors are specifically named or otherwise asserted to be liable. Notwithstanding the foregoing, the Consultant shall not be liable for the defense or indemnification of the City for claims, actions, complaints or suits arising out of the sole active negligence or willful misconduct of the City. This provision shall supersede and replace all other indemnity provisions contained either in the City’s specifications or Consultant’s Proposal, which shall be of no force and effect. Notwithstanding the foregoing, with respect to any professional liability claim or lawsuit, the idemnityy does not include providing the primary defense of City, provided, however, Consultant shall be responsible for City’s defense costs to the extent such costs are incurred as a result of Consultant’s negligence, rechlessness, or willful misconduct.

If Consultant is a design professional performing “design professional” services under this Agreement, as that term is defined in Civil Code Section 2782.8, Consultant agrees to defend, indemnify, hold free and harmless the City, its elected and appointed officials, officers, agents and employees, at Consultant’s sole expense, from and against any and all claims, demands, actions, suits or other legal proceedings arising out of, pertaining to, or relating to the negligence, recklessness, or willful misconduct of Consultant. The defense obligation provided for hereunder shall apply whenever any claim, action, complaint or suit asserts liability against the City, its elected and appointed officials, officers, agents and employees based upon the negligence, recklessness, or willful misconduct of the Consultant, its employees, and/or authorized subcontractors under this Agreement, whether or not the Consultant, its employees, and/or authorized subcontractors are specifically named or otherwise asserted to be liable. Notwithstanding the foregoing, the Consultant shall not be liable for the defense or indemnification of the City for claims, actions, complaints or suits arising out of the sole active negligence or willful misconduct of the City. This provision shall supersede and replace all other indemnity provisions contained either in the City’s specifications or Consultant’s Proposal, which shall be of no force and effect.

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6.9. Independent Contractor. Consultant is and shall be acting at all times as an independent contractor and not as an employee of City. Consultant shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise act on behalf of City as an agent. Neither City nor any of its agents shall have control over the conduct of Consultant or any of Consultant’s employees, except as set forth in this Agreement.

Consultant shall not, at any time, or in any manner, represent that it or any of its or employees are in any manner agents or employees of City. Consultant shall secure, at its sole expense, and be responsible for any and all payment of Income Tax, Social Security, State Disability Insurance Compensation, Unemployment Compensation, and other payroll deductions for Consultant and its officers, agents, and employees, and all business licenses, if any are required, in connection with the services to be performed hereunder. Consultant shall indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor relationship created by this Agreement. Consultant further agrees to indemnify and hold City harmless from any failure of Consultant to comply with the applicable worker’s compensation laws. City shall have the right to offset against the amount of any fees due to Consultant under this Agreement any amount due to City from Consultant as a result of Consultant’s failure to promptly pay to City any reimbursement or indemnification arising under this paragraph.

6.10. PERS Eligibility Indemnification. In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services under this Agreement claims or is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of the City, Consultant shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.

Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, Consultant and any of its employees, agents, and subcontractors providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in PERS as an employee of City and entitlement to any contribution to be paid by City for employer contribution and/or employee contributions for PERS benefits.

6.11. Cooperation. In the event any claim or action is brought against City relating to Consultant’s performance or services rendered under this Agreement, Consultant shall render any reasonable assistance and cooperation which City might require.

6.12. Ownership of Documents. All findings, reports, documents, information and data including, but not limited to, computer tapes or discs, preliminary notes, working documents, files and tapes furnished or prepared by Consultant or any of its subcontractors in the course of performance of this Agreement, shall be and remain the sole property of City. Consultant agrees that any such documents or information shall not Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Dudek (LCP 22-07 Project) 12
be made available to any individual or organization without the prior consent of City, but shall be made available to the City within ten (10) days of request or within ten (10) days of termination. Any use of such documents for other projects not contemplated by this Agreement, and any use of incomplete documents, shall be at the sole risk of City and without liability or legal exposure to Consultant. City shall indemnify and hold harmless Consultant from all claims, damages, losses, and expenses, including attorneys’ fees, arising out of or resulting from City’s use of such documents for other projects not contemplated by this Agreement or use of incomplete documents furnished by Consultant. Consultant shall deliver to City any findings, reports, documents, information, data, preliminary notes and working documents, in any form, including but not limited to, computer tapes, discs, files audio tapes or any other Project related items as requested by City or its authorized representative, at no additional cost to the City. Consultant or Consultant’s agents shall execute such documents as may be necessary from time to time to confirm City’s ownership of the copyright in such documents.

6.13. Public Records Act Disclosure. Consultant has been advised and is aware that this Agreement and all reports, documents, information and data, including, but not limited to, computer tapes, discs or files furnished or prepared by Consultant, or any of its subcontractors, pursuant to this Agreement and provided to City may be subject to public disclosure as required by the California Public Records Act (California Government Code Section 7920.000 et seq.). Exceptions to public disclosure may be those documents or information that qualify as trade secrets, as that term is defined in the California Government Code Section 7924.510, and of which Consultant informs City of such trade secret. The City will endeavor to maintain as confidential all information obtained by it that is designated as a trade secret. The City shall not, in any way, be liable or responsible for the disclosure of any trade secret including, without limitation, those records so marked if disclosure is deemed to be required by law or by order of the Court.

6.14. Conflict of Interest. Consultant and its officers, employees, associates and subconsultants, if any, will comply with all conflict of interest statutes of the State of California applicable to Consultant's services under this agreement, including, but not limited to, the Political Reform Act (Government Code Sections 81000, et seq.) and Government Code Section 1090. During the term of this Agreement, Consultant and its officers, employees, associates and subconsultants shall not, without the prior written approval of the City Representative, perform work for another person or entity for whom Consultant is not currently performing work that would require Consultant or one of its officers, employees, associates or subconsultants to abstain from a decision under this Agreement pursuant to a conflict of interest statute.

6.15. Responsibility for Errors. Consultant shall be responsible for its work and results under this Agreement. Consultant, when requested, shall furnish clarification and/or explanation as may be required by the City’s representative, regarding any services rendered under this Agreement at no additional cost to City. In the event that an error or omission attributable to Consultant occurs, then Consultant shall, at no cost to City, provide all necessary design drawings, estimates and other Consultant professional services necessary to rectify and correct the matter to the sole satisfaction of City and to participate in any meeting required with regard to the correction.

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6.16. Prohibited Employment. Consultant will not employ any regular employee of City while this Agreement is in effect.

6.17. Order of Precedence. In the event of an inconsistency in this Agreement and any of the attached Exhibits, the terms set forth in this Agreement shall prevail. If, and to the extent this Agreement incorporates by reference any provision of any document, such provision shall be deemed a part of this Agreement. Nevertheless, if there is any conflict among the terms and conditions of this Agreement and those of any such provision or provisions so incorporated by reference, the conflict shall be resolved by giving precedence in the following order, if applicable: This Agreement, the City’s Request for Proposals, the Consultant’s Proposal.

6.18. Costs. Each party shall bear its own costs and fees incurred in the preparation and negotiation of this Agreement and in the performance of its obligations hereunder except as expressly provided herein.

6.19. No Third Party Beneficiary Rights. This Agreement is entered into for the sole benefit of City and Consultant and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right in, under or to this Agreement.

6.20. Headings. Paragraph and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement.

6.21. Construction. The parties have participated jointly in the negotiation and drafting of this Agreement. In the event an ambiguity or question of intent or interpretation arises with respect to this Agreement, this Agreement shall be construed as if drafted jointly by the parties and in accordance with its fair meaning. There shall be no presumption or burden of proof favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement.

6.22. Amendments. Only a writing executed by the parties hereto or their respective successors and assigns may amend this Agreement.

6.23. Waiver. The delay or failure of either party at any time to require performance or compliance by the other of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance.

No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the party against whom enforcement of a waiver is sought. The waiver of any right or remedy in respect to any occurrence or event shall not be deemed a waiver of any right or remedy in respect to any other occurrence or event, nor shall any waiver constitute a continuing waiver.

6.24. Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be unenforceable in any circumstance, such determination shall not affect the validity or enforceability of the remaining terms and provisions hereof or of Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Dudek (LCP 22-07 Project) 14
the offending provision in any other circumstance. Notwithstanding the foregoing, if the value of this Agreement, based upon the substantial benefit of the bargain for any party, is materially impaired, which determination made by the presiding court or arbitrator of competent jurisdiction shall be binding, then both parties agree to substitute such provision(s) through good faith negotiations.

6.25. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one agreement.

6.26. Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by doing so the parties hereto are formally bound to the provisions of this Agreement.

6.27. Use of Recycled Paper Products. In the performance of this Agreement, Consultant shall use paper products and printing and writing paper that meets Federal Trade Commission recyclability standards as defined in 16 CFR 260.12.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their respective authorized officers, as of the date first above written.

CITY CONSULTANT
By: ____________________________ By: _____________________________ Isaac Whippy Joseph Monaco
Its: City Manager Its: President/CEO

ATTEST:

By: ____________________________
Diana Sanchez
City Clerk
APPROVED AS TO FORM:

By: _____________________________
Baron J. Bettenhausen
City Attorney
Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Dudek (LCP 22-07 Project) 15

EXHIBIT A
LCP 22-07 GRANT AGREEMENT
Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537

CALIFORNIA COASTAL COMMISSION

STANDARD GRANT AGREEMENT
(Rev 05/2022) AGREEMENT NUMBER
LCP-22-07
STATE CONTROLLER’S OFFICE IDENTIFIER FEDERAL ID NUMBER
3720-LCP2207 94-6000335

1. This Agreement is entered into between the State Agency and the Grantee named below:

STATE AGENCY'S NAME
California Coastal Commission

GRANTEE'S NAME
City of Fort Bragg

2. The term of this
Agreement is: March 31, 2023
or date of execution
Through December 1, 2026 (End Term Date)

3. The maximum amount $ 898,990.00
of this Agreement is: Eight Hundred Ninety-Eight Thousand Nine Hundred Ninety Dollars & No Cents

4. The parties agree to comply with the terms and conditions of the following EXHIBITS, which are by this reference made a part of the Agreement.

EXHIBIT A – Scope of Work 9 pages
EXHIBIT A1- Definitions 1 page
EXHIBIT B – Budget 2 pages
EXHIBIT B1 – Budget Detail and Payment Provisions 3 pages EXHIBIT C – General Terms and Conditions 4 pages
EXHIBIT D – Special Terms and Conditions 4 pages
Check mark one item below as EXHIBIT D Attachment:

EXHIBIT D1 – Local Coastal Programs Terms and Conditions 9 pages EXHIBIT D2 – WHALE TAIL® Terms and Conditions
EXHIBIT E – Grantee Certification Clauses Form (GCC-01/2019) 5 pages EXHIBIT F – Amendment Template (Informal) 1 page
IN WITNESS WHEREOF, this Agreement has been executed by the parties hereto.

GRANTEE California Coastal Commission
Use Only
This agreement is exempt from
approval by the Department of General
Services per SCM Vol. 1 4.06 (see 58 Ops.

Cal. Atty. Gen 586 and 63 Ops. Cal. Atty.

Gen. 290).

GRANTEE’S NAME (if other than an individual, state whether a corporation, partnership, etc.) City of Fort Bragg
BY (Authorized Signature)
"
DATE SIGNED (Do not type)

PRINTED NAME AND TITLE OF PERSON SIGNING
Peggy Ducey, City Manager

ADDRESS
416 N Franklin Street, Fort Bragg CA 95437

STATE OF CALIFORNIA

AGENCY NAME
California Coastal Commission
BY (Authorized Signature)
"
DATE SIGNED (Do not type)

PRINTED NAME AND TITLE OF PERSON SIGNING
Madeline Cavalieri, Deputy Executive Director

ADDRESS
455 Market Street, Suite 200, Room 228, San Francisco, CA 94105 





Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 City of Fort Bragg
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EXHIBIT A

SCOPE OF WORK

1. Grantee agrees to expend grant funds provided by the Commission only for and in accordance with project activities as described under the Scope of Work attached hereto as EXHIBIT A.

2. The Project representatives during the term of this agreement, and the person authorized to sign grant amendments and RFFs on behalf of the grantee, will be:

3. Primary project contact:

State Agency:

California Coastal Commission
Grantee:

City of Fort Bragg
Name: Kelsey Ducklow
(“Grant Manager”)
Name: Sarah McCormick
Address:
455 Market St. Suite 300
San Francisco, CA 94105
Address:
416 N Franklin Street
Fort Bragg, CA 95437
Phone: (415) 904-2335 Phone: (707) 961-2827 x113
Fax: (415) 904-5400 Fax:

Email: [email protected] Email: [email protected] State Agency:

California Coastal Commission
Grantee:

City of Fort Bragg
Section/Unit:

Statewide Planning Unit
Section/Unit:

Name:

Awbrey Yost
Name:

Sarah McCormick
Address:
1385 8th St., Suite 130
Arcata, CA 95521
Address:
416 N Franklin Street
Fort Bragg, CA 95437
Phone: (707) 826-8950, ext. 203 Phone: (707) 961-2827 x113 Fax: N/A Fax:

Email: [email protected] Email: [email protected] Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 City of Fort Bragg
LCP-22-07

EXHIBIT A

SCOPE OF WORK
Name of Local Government: City of Fort Bragg

Name of Project: Noyo Harbor Blue Economy Visioning, Resiliency and Implementation Plan Funding Source: California Coastal Commission
Specific Program: Local Coastal Program Local Assistance Grant Program Federal Tax ID#: 94Ͳ6000335

Budget Summary:

CCC funding:  $898,990
Other funding:
Total project cost: $898,990
Term of Project: March 2023 – December 2026
A. PROJECT DESCRIPTION
The City of Fort Bragg will develop a communications and engagement plan (CEP), and Noyo Harbor Blue Economy Visioning, Resiliency and Implementation Plan (Noyo Harbor Plan) that will support a strategic climate resilience planning effort, and the findings will be integrated into an LCP update for both the City of Fort Bragg and County of Mendocino.

B. TASKS 
The proposed planning work and related studies will support the Mendocino Coast’s regional strategy to address climate change through supporting blue economy initiatives. Task 1: Project Initiation and Management

1.1 Project Initiation

1.1.1 Prepare RFP and secure professional services from qualified consultants to assist the City in completing the identified technical reports and studies.

1.2 Grant Administration

1.2.1 The City’s Grants Coordinator will process and track invoices and submit quarterly reports.

1.3 Project Management
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EXHIBIT A

1.3.1 Project coordination and implementation will be managed byͲSpecial Projects Manager, Sarah McCormick with the assistance of Noyo Harbormaster, Anna Neumann.

Task 1 Deliverables/Outcomes:
x RFP(s) for technical reports and studies
x Quarterly progress reports and requests for funds (RFFs) Task 2: Equitable Outreach and Coordination through all Tasks Over the past two years, the City has led a regional conversation through extensive outreach and has forged relationships with a diverse and wide range of community stakeholders, environmental advocates, policymakers, and regulators with the purpose of exploring the potential of blue economy opportunitiesto address climate impacts and improve local livelihoods and the quality of life for our lowͲmoderate income community. Outreach and coordination efforts will continue with those actively engaged, while simultaneously conducting further communication and engagement to attract additional perspectives and amplify marginalized voices.

2.1 Agency Coordination
The following agencies share responsibility for the Noyo Harbor: Noyo Harbor District, Mendocino County, California Coastal Commission, Dept. of Fish & Wildlife, Dept. of Boating & Waterways, and US Army Corps. of Engineers.

2.1.1 The proposed project will provide an opportunity for the City, County and Harbor to partner on climate resilient strategy for the Noyo Harbor. The proposed project will not only result in a LCP update for the City of Fort Bragg, but also inform Mendocino County’s LCP update concerning allowable land uses and policies for the zoning designation, Fishing Village.

2.1.2 The City’s Local Coastal Program represents a unique partnership with the State, and the City is committed to upholding the Coastal Act and incorporating CCC staff into the process leading up to LCP update and throughout the certification process.

2.1.3 The US Army Corps of Engineers conducts regular maintenance dredging and the dredging spoils are stored near the mouth of the river. This project will engage with the Corps to evaluate existing dredging schedule, needs, and reconsider disposal plan in response to sea level rise assessment.

2.2 Noyo Ocean Collective

2.2.1 The City of Fort Bragg, Noyo Harbor District, Sherwood Valley Band of Pomo, Mendocino College, Mendocino County, and Noyo Center for Marine Science have Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 City of Fort Bragg
LCP-22-07

EXHIBIT A
formed a regional partnership, coined the Noyo Ocean Collective. The intent of this group is to: coordinate communication about blue economy strategy to community; share resources and partner on grant proposals, and align individual organizations’ work plans to implement blue economy initiatives.

2.3 Community & Stakeholder Communication and Engagement The firststep in development of the Communication and Engagement Plan (CEP) will be to conduct an audit of the previous engagement work, review outcomes, and isolate the salient themes.The CEP that will outline the overarching goals, deĮne the stakeholders and the public, the role of the public and stakeholders in shaping and realizing the project, the overall timeline, and opportunities for engagement (i.e., workshops, email, website schedule of workshops, and the Įnal outcome). The CEP will act as a project charter to provide the public,stakeholders, (including harbor and marina tenants, businesses, other facility users, direct stakeholders as well other relevant stakeholders) a clear guide, and understanding of roles responsibilities, actions, accountability, and outcomes of the project.It will outline how, when, and where to engage; discuss process and protocol; and ensure accountability, eīective management, and clear outcomes. The CEP will craft clear and consistent messages and develop clear schedule and timeline for community engagement. The CEP will outline a variety of progressive strategies to communicate and engage with frontline communities, including posting and promoting the project and engagement opportunities on social media, by meeting people where they are at community events and community centers, by conducting popͲup and tabling events, and within interactive and tactile driven workshops. The City may also elect to convene a Task Force.The CEP will utilize the following tools:

2.3.1 Personal Interviews
The City will conduct individual or small group interviews with Watermen’s Alliance and various fishing associations to ensure there are common goals and common understanding about the Plan and the LCP. Subsequently, the City team will conduct personal interviews with community leaders, nonͲgovernmental organizations, communityͲbased organizations, and other community membersin order to ascertain what the priorities, community strengths, assets, needs, risks, and vulnerabilities are.

The outcomes of these personal interviews will inform the next steps of the strategy, specifically, how community members want to be involved, when is the best time and place to be involved, and what community members want out of a process. At the close of the interviews and discussion with the team, the City may develop a survey that will be utilized at community events, workshops, and placed on materials via a QR code to capture the community strengths assets, needs, risks, vulnerabilities, and priorities.

2.3.2 Social Media Posts
Social media outlets will be used as a tool to provide cogent messaging and visual content about a variety of projectͲrelated outreach opportunities, including information about the Plan, opportunitiesto participate in workshops, popͲup events, Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 City of Fort Bragg
LCP-22-07

EXHIBIT A
opportunities to learn about the project and provide feedback at community events, and to communicate where the team is in the development of the Plan.

Social Media posts will be branded; use Americans with Disabilities Act (ADA) accessible colors, images, and branding associated with the Plan; and contain plain language and related messages that utilize a fifthͲgrade level of reading proficiency.

Social media posts will be in English, Spanish, and other languages, as appropriate.

The development and scheduling of social media posts will be developed along the timeline of the various engagement and outreach opportunities, such as community events, pop ups, and workshops. Three social media posts will be developed per activity, i.e., three social media posts associated with each community event. These will be scheduled for a week before the event, three days prior to the event, and the day of the event. Drafts and final social media posts for all events will be provided in draft form before they are finalized.

2.3.3 Tabling at Community Events or PopͲUp Events
Prior to workshops and to create enthusiasm and awareness of the Plan and related workshops, the City will work with the Noyo Ocean Collective to identify and attend community events that are already occurring in order to provide an overview of the Plan and process, opportunities to talk to people about the project, conduct the survey, and preview the blocks and interactive popͲup model of the Harbor.

2.3.4 Workshops
A total of three to five workshops will be organized over the course of the Plan development and sequenced to progressively build upon themesrequired for a successful Plan and outcomes. Workshops will be structured for the purposes of understanding, creating meaningful dialogue, and discussing the development of reduction and adaptation strategies and strategies for implementation. Each workshop will contain elements of presentation, breakout and processing, and reporting out. Workshop facilitation and materials will be in English and Spanish and ADA compliant. An effective tool for community projects is using tactile tools, which engages more sensory components of a participant and can lead to more creativity and cooperation.

Thisstrategy also ignitesthe power of play, which allows people to let their guards down a bit and communicate about complex conceptsin amore relaxed environment. At public events and workshops, the City team will utilize blocks, community mapping, and models to create organic conversation and interaction and provide an opportunity for people to envision and play with the scope and outcomes of the project. These opportunities also provide a wider lens to view the entire community, spatial inputs and outputs and connectivity.
The Plan will require technical information to be communicated in a relatable and accessible way for various communities in the City at various outreach and workshop events, as well as in materials in the Plan. Visual storytellers will work in concert with Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 City of Fort Bragg
LCP-22-07

EXHIBIT A
technical subject matter experts to shape complex processes into visual stories tailored to the community.

2.3.5 Public Meetings before Decision Makers
Project findings will be presented at the following: 1) regularly scheduled meetings of the City Council, Noyo Harbor Commission, Sherwood Valley Band of Pomo Tribal Council, County Board of Supervisors; California Coastal Commission; 2) board meetings of various local organizations including Waterman’s Alliance, Fort Bragg Unified School District, Mendocino College; and 3) community gatherings such as Noyo Fish Market, and Fort Bragg Farmer’s Market.

Task 2 Deliverables/Outcomes:
x Draft Communication and Engagement Plan (CEP)
x Final CEP
Task 3: Noyo Harbor Blue Economy Visioning, Resiliency, and Implementation Plan Comprehensive baseline information about the existing environmental, physical, and economic conditions of Noyo Harbor is needed in order to prepare this area for a changing climate and position the harbor for blue economy investment. This task will gather appropriate existing information about the harbor to support the development of the Blue Economy Visioning, Resiliency, and Implementation Plan.

3.1 Harbor Improvements and Blue Economy Opportunities Identification

3.1.1SiteͲspecific analysis of the scenarios and impact of sea level rise, tsunami hazards, and increased erosion due to increased wave action within the harbor to mitigate expected sea level rise and inform future development considerations. This analysis will use the best available science, consider sea level rise for the time scales associated with the expected life of development considered in the Harbor Blue Economy Visioning, Resiliency, and Implementation Plan, and will use the County of Mendocino’s Round 8 LCP grant sea level rise analysis as appropriate. This analysis will be used to identify opportunities and limitations for proposed development, infrastructure needs, and adaptation needs in the harbor.

3.1.2 Parcel inventory to identify current land use(s), economic contribution, boundaries, and historic status. Space within the harbor is limited, and a comprehensive review of existing development is needed to inform strategy for increasing overall productivity.

3.1.3 Harbor facilities conditions assessment to inform the planning effort, including inspections to assess and document the present condition of facilities and remaining life. The effort includes data review, interviews with Harbor District Management, City and County Officials and marina users to gather understanding of any chronic maintenance needs, operational issues or concerns, and development of a targeted Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 City of Fort Bragg
LCP-22-07

EXHIBIT A
scope of the conditions assessments on key facilities. The assessment is expected to focus on structural integrity, mooring basin analysis including size, vessel type, term of lease, condition of docks, etc., in order to maximize use and benefit to the local economy. The assessment will also identify needed harbor improvement/projects, and provide repair and replacement costs.

3.1.4 Technical studies including an aquaculture feasibility study that incorporates a water quality assessment and considers future climate impacts on potential aquaculture operations; and an analysis of special district management of the harbor.

3.1.5 Identify opportunities and limitations of the harbor’s transition to blue economy uses; adaptation and resiliency measures based on the siteͲspecific sea level rise and hazard assessment; a suite of potential projects to pursue in and around Noyo Harbor; and potential partners and funding sources.

3.1.6 Conduct public outreach on the Draft Noyo Harbor Blue Economy Visioning, Resiliency, and Implementation Plan consistent with the Communication and Engagement Plan.
Task 3 Deliverables/Outcomes:
x Draft Noyo Harbor Blue Economy Visioning, Resiliency, and Implementation Plan x Final Noyo Harbor Blue Economy Visioning, Resiliency, and Implementation Plan Task 4. Local Coastal Program Amendment
LCP Grant Program funding will not only result in an update to the City’s LCP, but will also inform Mendocino County’s LCP update related to land classifications within the Fishing Village zoning designation. Likewise, the County’s LCP Grant Program application identifies a sea level rise vulnerability assessment that encompasses the entirety of the County’s coastline, including the coastline of Fort Bragg. The City will consider and incorporate into LCP planning and policies as relevant and appropriate the findings from Mendocino’s Round 8 LCP Grant work related to sea level rise and Noyo Harbor.

4.1 Coordination with Mendocino County

4.1.1 Incorporate joint City/County outreach efforts into the CEP, including public workshops and meetings with relevant stakeholders and decision makers.

4.1.2Incorporate Mendocino County LCP planning findings (as relevant and appropriate) related to sea level rise and Noyo Harbor.

4.1.3 Present final Noyo Harbor report and City LCP amendment to Mendocino County Board of Supervisors at a public meeting.

4.2 Coordination with California Coastal Commission Staff

4.2.1Incorporate sea level rise policies (at a minimum including baseline SLR policies of the type described by the Local Government SLR Working Group).

4.2.2 Prepare draft LCP Amendment to incorporate findings of Noyo Harbor Visioning, Resiliency and Implementation Plan.

Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 City of Fort Bragg
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EXHIBIT A

4.2.3 Public outreach and comment on draft LCPA

4.2.4 Revise LCP Amendment to incorporate comments from Commission staff and the public

4.2.5 Local adoption of LCP Amendment

4.2.6 Submit LCP Amendment to Coastal Commission

4.3Public Outreach and Engagement

4.3.1CEP will function as project charter to ensure Noyo Harbor report reflects community objectives as it is the community that will be implementing recommendations and future projects.

Task 4 Deliverables/Outcomes:
x Draft LCP Amendment
x Locally adopted LCP Amendment
x Submittal of LCP Amendment to Coastal Commission
C. SCHEDULE
Project start/end dates:

Task 1. Project Initiation and
Management Projected start/end dates:

1.1 Project Initiation March 2023

1.2 Grant Administration March 2023 – October 2026

1.3 Project Management March 2023 – October 2026
Outcome/Deliverables:
a. Quarterly progress reports and
RFFs
b. CloseͲout
a. Quarterly for duration of grant term
b. October 2026
Task 2. Equitable Outreach and
Coordination Projected start/end dates:

2.1 Agency Coordination April 2023 – October 2026

2.2 Noyo Ocean Collective March 2023 – October 2026

2.3 Community Engagement March 2023 – October 2026
Outcome/Deliverables
a. Draft Communication and
Engagement Plan (CEP)
b. Final CEP
c. Implementation of CEP
a. August 1, 2023
b. September 29, 2023
c. September 2023 – January 2026
Task 3. Noyo Harbor Blue Economy
Visioning, Resiliency and
Implementation Plan
Projected start/end dates:

3.1 SiteͲspecific sea level rise analysis September 2023 – March 2024 Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 City of Fort Bragg
LCP-22-07

EXHIBIT A

3.2 Parcel inventory and site conditions
assessment September 2023 – March 2025

3.2 Identification of blue economy
opportunities and investment September 2023 – March 2025 Outcome/Deliverables
a. Draft Noyo Harbor Blue
Economy Visioning, Resiliency
and Implementation Plan (Noyo
Harbor Plan)
b. Final Noyo Harbor Plan
a. June 2, 2025
b. September 30, 2025
Task 4. LCP Amendment Projected start/end dates:

4.1 Coordination with Mendocino
County June 2025 – September 2025

4.2 Coordination with CCC staff June 2025 – October 2026 Outcome/Deliverables
a. Draft LCP Amendment
b. Locally adopted LCP
Amendment
c. Submittal of LCP Amendment to
Commission
a. June 1, 2026
b. September 30, 2026
c. October 15, 2026
D. BENCHMARK SCHEDULE

ACTIVITY COMPLETION DATE
LCP Amendment Project Launch June 2025
Final Communication and Engagement Plan September 29, 2023 Final Noyo Harbor Blue Economy Visioning,
Resiliency and Implementation Plan September 30, 2025
Draft LCP Amendment June 1, 2026
Locally adopted LCP Amendment September 30, 2026
Submittal of LCP Amendment to Commission October 15, 2026 Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 City of Fort Bragg
LCP-22-07

EXHIBIT A1

DEFINITIONS

1. The term “Agreement”; this Grant Agreement.

2. The term “Budget Act”; the annual enacted version of the Budget Bill which makes appropriations for the support of the government of the State of California.

3. The term “Chief Deputy Director”; the Chief Deputy Director of the Commission.

4. The terms “Commission” or “Coastal Commission” and the acronym “CCC” all refer to the California Coastal Commission.

5. The term “Executive Director”; the Executive Director of the Commission.

6. The term “Grant” or “Grant Funds”; in the case of LCP grants, the money provided by the California Climate Investments program or, in the case of Public Education grants, sales and renewals of the WHALE TAIL® Specialty License Plate, or California’s Voluntary Tax Check-Off Program, or General Fund/Local Assistance, and administered by the Coastal Commission to the Grantee pursuant to this Agreement.

7. The term “Grant Manager”; the representative of the Commission with authorization per the Executive Director to administer and provide oversight of the Grant.

8. The term "Grantee"; an applicant who has a signed agreement for Grant Funds.

9. The term "Project"; the activity described under the Scope of Work, attached as EXHIBIT A, to be accomplished with Grant Funds.

10. The term “Project Budget”; the Commission approved cost estimate submitted to the Commission’s Grant Manager for the Project. The Project Budget shall describe all labor and material costs of completing each component of the Project. The Project Budget shall contain itemized amounts permissible for each item or task described in the Scope of Work. The Project Budget must include the set administrative and indirect costs agreed upon by the Parties if applicable.

11. The term “Public Agency”; any State of California department or agency, a county, city, public district or public agency formed under California law.

12. The term “Scope of Work” refers to EXHIBIT A, including the approved Project Description, Tasks, and Schedules.

13. The term “Termination Date”; the date by which all activity for the project must be concluded, as specified in the signature page of this Agreement. Work performed after this date cannot be reimbursed.

Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 City of Fort Bragg
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EXHIBIT B
BUDGET
City of Fort Bragg CCC Grant Total Match/Other
Funds
Total (LCP Grant
Funds + Match/
Other Funds)
LABOR COSTS1
City Staff Labor
Task 1 – Invoicing and
Reporting and Project
Management
$45,990.00 $45,990.00
Task 2 – Outreach Efforts and
CEP Development $95,000.00 $95,000.00
Task 3 – Draft/Final Report $118,000.00 $118,000.00
Task 4 – LCP Amendment $45,000.00 $45,000.00
Total Labor Costs $303,990.00 $303,990.00

DIRECT COSTS
Consultants2/Partners
Noyo Harbor Master
Anna Neuman  
Task 1 – Project Management $10,000.00 $10,000.00
Task 2 – Outreach and
coordination $20,000 $20,000
Task 3 – Noyo Harbor Blue
Economy Visioning, Resiliency
and Implementation Plan
$20,000 $20,000
Unidentified Consultants (to be selected through competitive RFP process; specific budget items will be updated once consultants are chosen)
Task 2 – CEP Support $25,000.00 $25,000.00
Task 3 – Site specific sea level
rise vulnerability, tsunami
hazards, and erosion
assessment
$190,000.00 $190,000.00
Task 3 – Parcel Survey $30,000.00 $30,000.00
Task 3 – Facilities Assessment $90,000.00 $90,000.00
Task 3 – Water Quality /
Aquaculture Assessment $150,000.00 $150,000.00
1 Amount requested should include total for salary and benefits. 2 All consultants must be selected pursuant to a bidding and procurement process that complies with all applicable laws.

Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 City of Fort Bragg
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EXHIBIT B
City of Fort Bragg CCC Grant Total Match/Other
Funds
Total (LCP Grant
Funds + Match/
Other Funds)
Task 3 – Special District
Analysis $20,000.00 $20,000.00
Task 4 – LCP Update $40,000.00 $40,000.00
Consultants Total $595,000.00 $595,000.00
Total Direct Costs $898,990.00 $898.990.00
OVERHEAD/INDIRECT COSTS3
City Staff Overhead/Indirect
Costs Ͳ  Ͳ
TOTAL PROJECT COST $898,990 $898,990

3 Indirect costs include, for example, a pro rata share of rent, utilities, and salaries for certain positions indirectly supporting the proposed project but not directly staffing it. Amount requested for indirect costs should be capped at 10% of amount requested for “Total Labor.”
Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 City of Fort Bragg
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EXHIBIT B1

BUDGET DETAIL AND PAYMENT PROVISIONS
(Local Coastal Programs)

1. Request for Funds
A. For performance of activities satisfactorily rendered during the term of this Agreement (as specified in EXHIBITS A and B), and upon receipt and approval of the Request for Funds Form described below (also referred to as the “RFF Form”), the Commission agrees to reimburse Grantee for actual expenditures incurred in accordance with the rates specified herein or attached hereto.

B. Grantee shall submit each RFF form no more frequently than monthly (except as requested by the Commission) but no less frequently than quarterly (assuming activity occurred within that quarter) in arrears via email to your LCP grant coordinator or mailed in triplicate to:

California Coastal Commission
Attn: Awbrey Yost
Statewide Planning Division
1385 8th St., Suite 130
Arcata, CA 95521
C. Each RFF form shall contain the following information:

1. Grantee’s name and address as shown in this Agreement.

2. Invoice number and date of the RFF

3. Time period covered by the RFF form during which work was actually done.

4. Agreement number as shown on this Agreement.

5. Original signature of the Grantee, specifically the Project Representative, as identified in EXHIBIT A.

6. Itemized costs by tasks and source of funds as listed in the Scope of Work for the billing period in the same or greater level of detail as indicated in the Project Budget (see EXHIBIT B), with supporting documentation. Only those costs and/or cost categories expressly identified in this Agreement may be reimbursed.

7. Remaining balance listed by task number from the Scope of Work including the cumulative expenditures to date, the expenditures during the reporting period, and the unexpended balance of funds under this Agreement.

8. The total amount of all other funds, including matching funds, under the Grantee Matching Funds section of the RFF.

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EXHIBIT B1
D. Attached to the RFF form, the Grantee shall submit a supporting progress report summarizing the work that was completed during the invoice period and the current status of the work for which disbursement is sought, including work by any consultant, and comparing it to the status required by the Scope of Work (budget, timeline, tasks, etc.). Progress reports must be submitted no less frequently than on a quarterly basis, even if an RFF is not submitted.

E. Notwithstanding the foregoing, the Grant Manager of the Commission may request, and the Grantee shall provide, receipts or other source documents for any other direct expenditure or cost as described in the RFF form, as and when necessary to resolve any issue concerning reimbursement.

F. The Grantee’s failure to fully execute and submit a RFF form, including attachment of supporting documents, may relieve the Commission of its obligation to disburse funds to the Grantee unless and until the Grantee corrects all deficiencies.

G. Any RFF form that is submitted without the required itemization and documentation will be considered “disputed” and will not be authorized. If the RFF form package is incomplete, inadequate or inaccurate, the Commission will inform the Grantee and will withhold payment until all required information is received or corrected. In the case of non-compliance, the Commission will issue a formal Invoice Dispute Notification [STD (209)] and take necessary action in resolving any disputed matter(s). Any penalties imposed on the Grantee by a consultant, or other consequence, because of delays in payment will be paid by the Grantee and is not reimbursable under this Agreement.

H. Grant Funds in this award have a limited period in which they must be expended.

Grantee expenditures funded by the Commission must occur within the term of the Grant Agreement and before the Termination Date.

I. The Grantee shall expend Grant Funds in the manner described in the Scope of Work and Project Budget approved by the State. Expenditure on items contained in the approved Project Budget may vary by as much as ten percent with prior approval by the Commission Grant Manager, provided the grantee first submits a revised Project Budget for the purpose of amending the Project Budget. In any event, the total amount of the Grant Funds may not be increased, except by written amendment to this agreement and only if approved by the Commission.

2. Budget Contingency Clause
A. It is mutually agreed that if the final Budget Act of the current year and/or any subsequent years covered under this Agreement does not appropriate sufficient funds for the Grant Program, this Agreement shall be of no further force and Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 City of Fort Bragg
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EXHIBIT B1
effect, and the Commission shall have no liability to pay any funds whatsoever to Grantee or to furnish any other consideration under this Agreement and Grantee shall not be obligated to continue performance under the provisions of this Agreement.

B. If funding for any fiscal year is reduced or deleted by the Budget Act for purposes of this Grant Program, the Commission shall have the option at its sole discretion to either cancel this Agreement with no liability accruing to the Commission or enter into an agreement amendment with Grantee to reflect the reduced amount.

3. Prompt Payment Clause
Payment will be made no later than 45 days following receipt of properly submitted, undisputed invoices except as otherwise set forth in, and in each case in accordance with, the California Prompt Payment Act, Government Code section 927, et seq.

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EXHIBIT C

GENERAL TERMS AND CONDITIONS

1. APPROVAL: This Agreement is of no force or effect until signed by both parties and approved by the California Coastal Commission. Grantee may not commence performance until such approval has been obtained.

2. AMENDMENTS: This Agreement may only be amended by mutual agreement in writing between Grantee and the Commission. Any request by the Grantee for an amendment must state the amendment request and reason for the request and shall be submitted in writing, such as by email or letter. The Grantee shall strive to make requests immediately upon discovering that an amendment may be needed. No oral understanding or agreement not incorporated into the Agreement in writing is binding on the parties.

Except as otherwise provided herein, the Grantee shall expend Grant Funds in the manner described in the Scope of Work (EXHIBIT A) and Project Budget (EXHIBIT B) approved by the Commission. In any event, the total amount of the Grant Funds may not be modified, except by written amendment to this Agreement. Any subsequent changes or additions to the Scope of Work and Project Budget approved by the Commission in writing are hereby incorporated by reference to this Agreement as though set forth in full in this Agreement. Changes to the grant term and/or the total amount of Grant Funds will require a formal amendment, while changes to Scope of Work (EXHIBIT A) and the Project Budget (EXHIBIT B) may be done through an informal amendment, found in EXHIBIT F.

3. ASSIGNMENT: This Agreement is not assignable by the Grantee, either in whole or in part, without the consent of the Commission in the form of a formal or informal written amendment.

4. INDEMNIFICATION: Grantee agrees to indemnify, defend and save harmless the State, its officers, agents and employees from any and all claims and losses accruing or resulting to any and all consultants, subconsultants, suppliers, laborers, and any other person, firm or corporation furnishing or supplying work services, materials, or supplies in connection with the performance of this Agreement, and from any and all claims and losses accruing or resulting to any person, firm or corporation who may be injured or damaged by Grantee in the performance of this Agreement.

5. DISPUTES: Grantee shall continue with the responsibilities under this Agreement during any dispute.

6. NO CREATION OF AGENT RELATIONSHIP: Grantee, and the agents and employees of Grantee, in the performance of this Agreement, shall act in an independent capacity and not as officers or employees or agents of the State.

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EXHIBIT C

7. NON-DISCRIMINATION CLAUSE: During the performance of this Agreement, Grantee and its consultants, subconsultants shall not unlawfully discriminate, harass, or allow harassment against any employee or applicant for employment because of sex, race, color, ancestry, religious creed, national origin, physical disability (including HIV and AIDS), mental disability, medical condition (e.g., cancer), age (over 40), marital status, and denial of family care leave. Grantee and consultants shall ensure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment.

Grantee and consultants shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code §12990 (a-f) et seq.) and the applicable regulations promulgated thereunder (California Code of Regulations, Title 2, Section 7285 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code Section 12990 (a-f), set forth in Chapter 5 of Division 4 of Title 2 of the California Code of Regulations, are incorporated into this Agreement by reference and made a part hereof as if set forth in full. Grantee and its consultants shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement.

Grantee shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under the Agreement.

8. CERTIFICATION CLAUSES: The GRANTEE CERTIFICATION CLAUSES contained in the document GCC-1/2019 are hereby incorporated by reference and made a part of this Agreement (EXHIBIT E) by this reference as if attached hereto.

9. TIMELINESS: Time is of the essence in this Agreement.

10. COMPENSATION: The consideration to be paid Grantee, as provided herein, shall be in compensation for all of Grantee's expenses incurred in the performance hereof, including travel, per diem, and taxes, unless otherwise expressly so provided.

11. GOVERNING LAW: This agreement is governed by and shall be interpreted in accordance with the laws of the State of California.

12. ANTITRUST CLAIMS: The Grantee by signing this agreement hereby certifies that if services or goods are obtained through a public purchase by means of a competitive bid, the Grantee shall comply with the requirements of the Government Codes Sections set out below.
a. The Government Code Chapter on Antitrust claims contains the following definitions:

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EXHIBIT C
1) "Public purchase" means a purchase by means of competitive bids of goods, services, or materials by the State or any of its political subdivisions or public agencies on whose behalf the Attorney General may bring an action pursuant to subdivision (c) of Section 16750 of the Business and Professions Code.
2) "Public purchasing body" means the State or the subdivision or agency making a public purchase. Government Code Section 4550. b. In submitting a bid to a public purchasing body, the bidder offers and agrees that if the bid is accepted, it will assign to the purchasing body all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec. 15) or under the Cartwright Act (Chapter 2 (commencing with Section 16700) of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, materials, or services by the bidder for sale to the purchasing body pursuant to the bid. Such assignment shall be made and become effective at the time the purchasing body tenders final payment to the bidder. Government Code Section 4552. c. If an awarding body or public purchasing body receives, either through judgment or settlement, a monetary recovery for a cause of action assigned under this chapter, the assignor shall be entitled to receive reimbursement for actual legal costs incurred and may, upon demand, recover from the public body any portion of the recovery, including treble damages, attributable to overcharges that were paid by the assignor but were not paid by the public body as part of the bid price, less the expenses incurred in obtaining that portion of the recovery. Government Code Section 4553.
d. Upon demand in writing by the assignor, the assignee shall, within one year from such demand, reassign the cause of action assigned under this part if the assignor has been or may have been injured by the violation of law for which the cause of action arose and (a) the assignee has not been injured thereby, or (b) the assignee declines to file a court action for the cause of action. See Government Code Section 4554.

13. CHILD SUPPORT COMPLIANCE ACT: For any Agreement in excess of $100,000, the Grantee acknowledges in accordance with Public Contract Code 7110, that:
a. The Grantee recognizes the importance of child and family support obligations and shall fully comply with all applicable state and federal laws relating to child and family support enforcement, including, but not limited to, disclosure of information and compliance with earnings assignment orders, as provided in Chapter 8 (commencing with section 5200) of Part 5 of Division 9 of the Family Code; and
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EXHIBIT C
b. The Grantee, to the best of its knowledge is fully complying with the earnings assignment orders of all employees and is providing the names of all new employees to the New Hire Registry maintained by the California Employment Development Department.

14. UNENFORCEABLE PROVISION: In the event that any provision of this Agreement is unenforceable or held to be unenforceable, then the parties agree that all other provisions of this Agreement have force and effect and shall not be affected thereby.

15. PRIORITY HIRING CONSIDERATIONS: If this Agreement includes services in excess of $200,000, the Grantee shall give priority consideration in filling vacancies in positions funded by the Agreement to qualified recipients of aid under Welfare and Institutions Code Section 11200 in accordance with Pub. Contract Code §10353.

16. AUDIT REQUIREMENTS AND FINANCIAL RECORDKEEPING: Commission projects are subject to audit by the State annually and for three (3) years following the payment of Grant Funds. Accordingly, Grantee shall maintain orderly, accurate and complete documents and records of all financial accounts, costs, disbursements, receipts and other matters relating to this Agreement consistent with the policies outlined in EXHIBIT C, hereto, for the Project and shall make them available to the State or the Commission for auditing, inspecting and copying at reasonable times.

Grantee agrees to allow the auditor(s) to interview any employees who might reasonably have information related to such records. Further, Grantee agrees to include a similar right of the State to audit records and interview staff in any subcontract related to performance of this Agreement. (Gov. Code §8546.7, Pub.

Contract Code §10115 et seq., CCR Title 2, Section 1896). Grantee shall also retain such documents and records for three (3) years after final payment and one (1) year following an audit unless a longer period of records retention is stipulated. The documents for audit should be retained onsite.

Grantee shall use applicable Generally Accepted Accounting Principles published by the American Institute of Certified Public Accountants.

If Grantee stated in the Project Budget that other sources of funding will be used to complete the Project, the Grantee shall establish internal systems to track expenditures of matching or in-kind funds on a regular basis and will make the documentation available to the Commission upon request.

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EXHIBIT D
Special Terms and Conditions

1. PROJECT EXECUTION:

A. Grantee shall complete the Project before the Termination Date.

B. Subject to the availability of funds, the Commission hereby grants to the Grantee the sum $898,990 (Grant Funds) not to exceed the amount stated on the signature page in consideration of and on condition that the sum be expended in carrying out the purposes as set forth in the description of the Project in this Agreement and its attachments and under the terms and conditions set forth in this Agreement.

C. Prior to the commencement of any Project work, Grantee agrees to submit in writing to the Commission for prior approval any deviation from the original Scope of Work pursuant to EXHIBIT A and the Project Budget pursuant to EXHIBIT B. Changes in the Scope of Work or Project Budget must continue to ensure timely and effective completion of the Project, including where applicable a new or updated Local Coastal Program for certification by the Commission. Any modification or alteration in the Scope of Work or Project Budget on file with the Commission must be submitted to the Commission for approval. Changes to the Scope of Work or Project Budget shall require an amendment to this Agreement (see “Amendments” under EXHIBIT C).

D. Grantee shall furnish any and all additional funds that may be necessary to complete the Project.

E. As applicable, Grantee shall ensure that Project work excludes any and all Project work that was funded through previously awarded grants or the matching funds identified through previously awarded grants so as to ensure that current grant funding is not duplicative of previous grant funding. Such grants include, but are not limited to, WHALE TAIL® Grants, grants previously awarded by the Coastal Commission, grants awarded by the Ocean Protection Council as well as grants awarded by the State Coastal Conservancy.

F. Final invoicing shall be submitted promptly following the termination date of the grant or upon a date mutually agreed upon by the Grantee and the Grant Manager.

G. Grantee certifies that the Project does and will continue to comply with all current laws and regulations which apply to the Project, including, but not limited to, the California Coastal Act, health and safety codes, and disabled access laws.

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EXHIBIT D

2. POTENTIAL CONSULTANTS/CONTRACTORS
Nothing contained in this Agreement or otherwise, shall create any contractual relation between the Commission and any consultants, and no contract shall relieve the Grantee of its responsibilities and obligations hereunder. The Grantee agrees to be as fully responsible for the acts and omissions of its consultants and of persons either directly or indirectly employed by any of them as it is for the acts and omissions of persons directly employed by the Grantee. The Grantee’s obligation to pay its consultants is an independent obligation from the Commission’s obligation to make payments to the Grantee. As a result, the Commission shall have no obligation to pay or to enforce the payments of any moneys to any consultants.

The Grantee agrees to include in any agreement with any consultant and/or subconsultant under the Grant Project terms that preserve the rights, interests, and obligations for the benefit of the Commission and its funding sources as described in EXHIBIT C (“General Terms and Conditions”) and EXHIBIT D/D1/D2 (“Special Terms and Conditions”) of this Grant Agreement.

If all or any part of the Project to be funded under this Agreement will be performed by third parties under contract with the Grantee, prior to executing an agreement for services, the Grantee shall inform the Grant Manager of the selection of the third party.

Grantees seeking subcontractors under this Agreement to perform any services exceeding the cost of $10,000.00 shall select those contractors pursuant to a process that seeks three competitive quotations or adequate justification for the absence of bidding.

All consultants and subcontractors are subject to all terms and conditions of this agreement in accordance with the California State Contracting Manual. Consultants seeking travel reimbursement see “Travel Reimbursement” clause below.

3. TRAVEL REIMBURSEMENT
The Commission will reimburse travel and related expenses at actual costs not to exceed the State rates provided in Title 2, Division 1, Chapter 3, Subchapter 1, Article 2 of the California Code of Regulations. Grantees may seek reimbursement for any travel expenses that are in excess of these state rates, but only if the Grantee has received prior written approval of the Commission’s Chief Deputy Director or his/her designee permitting the expenses in excess of state rates on the basis that state rates were not reasonably available. Reimbursement for the cost of operating a private vehicle shall not, under any circumstance, exceed the current rate specified by the State of California for unrepresented state employees as of the date the cost is incurred. Receipts will be required for all travel related reimbursements. All travel costs are inclusive within the budgeted amount referenced in this Agreement. Grantees shall ensure that travel and related expenses, including Grantee’s consultant and subconsultant travel and related Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 City of Fort Bragg
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EXHIBIT D
expenses, submitted to the Commission for reimbursement, do not exceed the State rates provided in Title 2, Division 1, Chapter 3, Subchapter 1, Article 2 of the California Code of Regulations, unless prior written approval permitting the expenses to be in excess of state rates was obtained, as noted above.

4. PROPERTY PURCHASED
The Grantee agrees to continue using property purchased under this Agreement for the purposes outlined in this Agreement or similar activities until it is fully consumed (i.e., is either fully distributed, damaged, worn-out, or becomes obsolete).

Grantees shall receive prior authorization in writing by the Commission before reimbursement for any purchase order or subcontract exceeding $10,000.00 for any articles, supplies, equipment, or services. The contractor shall provide in the request for authorization all particulars necessary for evaluation of the necessity or desirability of incurring such cost and the reasonableness of the price or cost.

5. SETTLEMENT OF DISPUTES
If the Grantee believes that there is a dispute or grievance between Grantee and the Commission arising out of or relating to this Agreement, the Grantee shall first discuss and attempt to resolve the issue with the Commission’s Grant Manager. If the issue cannot be resolved at this level, the Grantee shall follow the following procedures:

If the issue cannot be resolved directly with the Grant Manager, the Grantee shall submit, in writing, a grievance report together with any evidence to the Chief Deputy Director of the Commission. The grievance report must state the issues in the dispute, the legal authority, or other basis for the Grantee’s position and the remedy sought.

Within ten (10) days after receipt of the grievance report, the Chief Deputy Director, or his/her designee, shall meet in person or via phone with the Grantee and the Grant Manager for purposes of resolving the dispute. The decision of the Chief Deputy Director following such a meeting shall be final.

6. WAIVER AND RELEASE
Grantee hereby waives all claims and recourses against the Commission, including the right to contribution for loss or damage to persons or property arising from, growing out of or in any way connected with or incident to this Agreement, except for claims for reimbursement of costs due under this Agreement, recovery of which shall be limited to the total amount properly incurred hereunder and in no event exceed the total amount of Grant Funds provided for hereunder. Grantee acknowledges that it is solely responsible for its compliance with the terms of this Agreement.

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EXHIBIT D

7. REALLOCATION OF FUNDS
If Grantee fails to meet the performance criteria and/or Benchmarks in this Agreement, the Executive Director or his designee may immediately upon written notice cancel this Agreement or request to amend the Agreement, and as feasible, re-allocate any unspent funds to one or more of the other approved Grantees that needs additional funding or whose grant was not fully funded.

Should a Grantee not need the full amount of funds awarded by the Commission, they shall notify the Grant Manager as soon as possible so that any remaining allocated but unspent funds may be redistributed, as feasible. In addition, should Grantee fail to enter into an agreement necessary for its performance hereunder in a timely manner, the Executive Director or his designee may, upon Commission approval, reallocate funds to supplement an already awarded grant.

8. SURVIVAL
The obligations in the “INDEMNIFICATION” and “AUDIT REQUIREMENTS AND FINANCIAL RECORDKEEPING “clauses of the General Terms and Conditions (EXHIBIT C), and in the “ACKNOWLEDGMENT” and “WORK PRODUCT” clauses in the Special Terms and Conditions (EXHIBIT D1), as well as any other provisions in this Agreement that by their nature are intended to survive termination or expiration, shall survive the termination of this Agreement.

9. WAIVERS GENERALLY
No term or provision hereof will be considered waived by either party, and no breach excused by either party, unless such waiver or consent is in writing and signed on behalf of the party against whom the waiver is asserted. No consent by either party to, or waiver of, a breach by either party, whether expressed or implied, will constitute consent to, waiver of or excuse of any other, different or subsequent breach by either party.

10. EXECUTIVE DIRECTOR’S DESIGNEE
The Executive Director shall designate a Commission staff Grant Manager who shall have authority to act on behalf of the Executive Director with respect to this Agreement.

Grantee shall be notified of such designation in writing.

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EXHIBIT D1
Local Coastal Program (LCP) Terms and Conditions
Definitions

1. The term “Benchmark”; specific tasks or project deliverables identified in the Scope of Work as approved by the Commission.

2. The term “Disadvantaged Community” refers to communities identified by the California Environmental Protection Agency as the top 25% most impacted census tracts in CalEnviroScreen 4.0, a screening tool used to help identify communities disproportionally burdened by multiple sources of pollution and with population characteristics that make them more sensitive to pollution.

3. The term “General Fund” or the acronym “GF” all refer to the General Fund.

4. The term “LCP” refers to Local Coastal Program.

5. The term “Local Coastal Program Local Assistance Grant Program” refers to the Coastal Commission’s grant program to support local governments in planning for sea level rise and climate change, and developing new or updating existing Local Coastal Programs (LCP), consistent with the California Coastal Act. CA Code of Reg.

Title 14 Division 5.5 Ch. 8 Sub. 2

6. The term “Low-Income Community” refers to communities and households that are found within census tracts and households, respectively, that are either at or below 80 percent of the statewide median income, or at or below the threshold designated as low-income by the California Department of Housing and Community Development’s adopted list of state income limits.

7. The term “Materials”; all data, plans, drawings, specifications, surveys, studies, and other written or graphic work produced in the performance of this Agreement and are identified as “deliverables” in the Scope of Work of this Grant Agreement.

8. The term “Other Sources of Funds”; cash or in-kind contributions that are required or used to complete the Project beyond the Grant Funds provided by this Agreement.

9. The term “Pooled Money Investment Account” (PMIA) refers to the account through which the State Treasurer invests taxpayers’ money to manage the State’s cash flow and strengthen the financial security of local governmental entities. The rate of interest earned on the Pooled Money Investment Account serves as a benchmark for setting interest rates in several provisions of state law, and is the rate that is used for purposes of this Agreement. GC Title 2. Government of the Statute of CA [8000- 22980], Division 4. Fiscal Affairs [16100-1777], Part 2. State Funds [16300-16649.95], Ch. 1.16314 Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 City of Fort Bragg
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EXHIBIT D1

10. The term “Request for Funds Form” or “RFF Form”; the form that will be submitted requesting payment and which is described in EXHIBIT B1.

11. The term “Round 1” refers to the Commission’s first round of LCP grant funding that commenced in Fiscal Year 2013-2014 under the Local Coastal Program Local Assistance Grant Program.

12. The term “Round 2” refers to the Commission’s second round of LCP grant funding that commenced in Fiscal Year 2014-2015 under the Local Coastal Program Local Assistance Grant Program.

13. The term “Round 3” refers to the Commission’s third round of LCP grant funding that commenced in Fiscal Year 2016-2017 under the Local Coastal Program Local Assistance Grant Program.

14. The term “Round 4” refers to the Commission’s fourth round of LCP grant funding that commenced in Fiscal Year 2017-2018 under the Local Coastal Program Local Assistance Grant Program.

15. The term “Round 5” refers to the Commission’s fifth round of LCP grant funding that commenced in Fiscal Year 2018-2019 under the Local Coastal Program Local Assistance Grant Program.

16. The term “Round 6” refers to the Commission’s sixth round of LCP grant funding that commenced in Fiscal Year 2019-2020 under the Local Coastal Program Local Assistance Grant Program.

17. The term “Round 7” refers to the Commission’s seventh round of LCP grant funding that commenced in Fiscal Year 2021-2022 under the Local Coastal Program Local Assistance Grant Program.

18. The term “Round 8” refers to the Commission’s eighth round of LCP grant funding that commenced in Fiscal Year 2022-2023 under the Local Coastal Program Local Assistance Grant Program.

19. The term “Sea Level Rise Guidance” refers to the Coastal Commission’s Sea Level Rise Policy Guidance document adopted in August 2015 and updated in 2018. The document provides an overview of best available science on sea level rise for California and recommended steps for addressing sea level rise in Coastal Commission planning and regulatory actions under the Coastal Act.

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EXHIBIT D1
LCP Terms and Conditions

1. PURPOSE OF GRANT FUNDING
Grant funds shall be used to fulfill the goals of the California Climate Investments program, including planning for strategies to reduce greenhouse gas emissions, adapt to the impacts of climate change, and maximize benefits to disadvantaged and lowincome communities.

2. ACKNOWLEDGEMENT
In order to acknowledge the Commission’s support of the project, the Commission’s name and logo shall be included in a prominent location in all materials related to the LCP Grant Project, including, but not limited to: Grantee reports or website postings about the grant program; draft and final work products, such as vulnerability assessments, adaptation plans, land use plans and implementation plans; and public outreach-related materials, including workshop announcements, press releases, contacts with the media, signage, invitations, and other media-related and public outreach products. Less formal materials, such as stakeholder participation rosters and outreach agendas, do not need to include acknowledgement of Commission support.

The Grantee shall include in any agreement with any consultant or subconsultant under the LCP Grant Program terms that preserve the rights, interests, and obligations created by this section, and that identify the Commission as third-party beneficiaries of those provisions. The Commission shall have the right to republish any material generated as a result of this Agreement.

3. WORK PRODUCT
It shall be the Commission’s Grant Manager’s sole determination as to whether grant materials (i.e., project deliverables in Scope of Work) have been successfully completed and are acceptable to the Commission. The Commission reserves the right to withhold reimbursement under the REIMBURSEMENT clause for materials deemed incomplete or substandard. For materials that constitute LCPs, including Land Use Plans and Implementation Plans, the standard of review in determining whether a LCP is successfully completed and acceptable as a work product under the Scope of Work of this Grant Agreement, is the Coastal Act.

The Grantee agrees that all materials are subject to the unqualified and unconditional rights of the Commission as set forth in this section. The Commission shall have the right to reproduce, publish, display and make derivative use all such work, or any part thereof, free of charge in any manner and for any purposes whatsoever and to authorize others to do so. If any of the work material is subject to copyright, trademark, service mark, or patent, the Commission is granted and shall have a perpetual, royalty-free, nonexclusive and irrevocable license to use, reproduce, publish, use in the creation of Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 City of Fort Bragg
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EXHIBIT D1
derivative works, and display and perform the work, or any part of it, and to grant to any third party a comparable and coextensive sublicense.

Grantee agrees that it shall use the materials developed with Grant Funds only for the purpose for which the Grant Funds were requested and no other use of the materials shall be permitted (including use of the work produced under this Agreement for any profit-making venture, or the sale or grant of rights thereto for that purpose) except as otherwise agreed to in an Amendment.

Grantee must certify the materials developed with Grant Funds under this Agreement shall remain available for public request. This Agreement shall not prevent the transfer of the materials from the Grantee to a Public Agency if the successor Public Agency assumes the obligations imposed by this Agreement.

If the use of the materials is changed to a use that is not permitted by the Agreement, or if the materials are sold or otherwise disposed of, at the Commission’s sole discretion, an amount equal to (1) the total amount of the Grant Funds, or (2) the proceeds from the sale or other disposition, whichever is greater, shall be promptly reimbursed to the Commission by Grantee.

The Grantee agrees to include in any agreement with any consultant and/or subconsultant under the Grant Project terms that preserve the rights, interests, and obligations created by this section, and that identify the Commission as a third-party beneficiary of those provisions.

Commission staff will be available to support the development of the Project through regular coordination and assistance. Commission staff support includes regular coordination meetings, timely review of reports, and participation in stakeholder advisory groups, as feasible, to ensure timely and successful completion of the Project.

4. PUBLIC ENGAGEMENT and TRIBAL CONSULTATION
Public outreach shall target all interested members of the public, including visitors and other non-residents to the maximum extent feasible for the purpose of meaningful engagement in policy development, technical studies, and other tasks conducted pursuant to the grant Project. All public outreach activities related to the Project shall, to the maximum extent feasible, proactively engage those who already face disproportionate environmental burdens or vulnerabilities to environmental hazards, and/or those who come from communities of existing social inequalities, including members of the public and organizations from the following communities:
disadvantaged communities, communities of color and/or low income, communities with low capacity to adapt to climate change, and communities not in close proximity to the shoreline but who visit and recreate there. Outreach activities shall seek to provide maximum opportunities for these groups to engage with and provide input on the tasks Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 City of Fort Bragg
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EXHIBIT D1
of the Project. Grantees shall also seek to engage with California Native American Tribes in line with the Coastal Commission’s Tribal Consultation Policy (adopted August 2018).

5. REIMBURSEMENT
Complete reimbursement of Task funds under this Agreement will be dependent upon successful completion of the Task deliverable(s) of this Agreement. Grantee agrees that up to 20% of each Task and the total Task Budget hereunder may not be reimbursable until each Task and all final Task deliverables have been completed, delivered by the Grantee to Commission Staff, and accepted by the Commission’s Grant Manager.

6. DIGITAL AND PAPER SUBMITTAL OF MATERIALS
Prior to the Executive Director’s determination and reporting of certification pursuant to Section 13544 of the California Code of Regulations of a grant-funded LCP project, grantees shall submit LCP documents and maps in both paper and editable digital format to the Coastal Commission.

7. INSURANCE
Throughout the term of this Agreement, for the life of any asset funded by the grant monies awarded pursuant to this Agreement, or for any period of project implementation after the termination date of this Agreement, the Grantee shall maintain insurance, as specified in this section, against claims for injuries to persons or damage to property that may arise from or in connection with any activities by the Grantee or its agents, representatives, employees, volunteers, or consultants associated with the Project undertaken pursuant to this Agreement.

If the Grantee provides funds to any consultants to accomplish any of the work of this Agreement or provides grant funds to any contractor to carry out a project under this Agreement, the Grantee shall first enter into an agreement with each consultant requiring it to obtain and maintain liability and property-damage insurance, as specified in this section, against claims for injuries to persons or damage to property that may arise from or in connection with any activities by the consultant, or its agents, representatives, employees, or volunteers, associated with the project undertaken pursuant to this Agreement. As an alternative, with the written approval of the Executive Director, the consultant may satisfy the coverage required by this section in whole or in part through its participation in a “risk management” plan, self-insurance program or insurance pooling arrangement, or any combination of these, if consistent with the coverage required by this section. Required insurance shall be maintained from the commencement date through the Termination Date of any work undertaken by the consultant under the approved Scope of Work.

A. Minimum Scope of Insurance. Coverage shall be at least as broad as:

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1. Insurance Services Office (“ISO”) Commercial General Liability coverage (occurrence Form CG 0001) or ISO Comprehensive General Liability form (1973) or comparable with Broad Form Comprehensive General Liability endorsement.

2. Automobile Liability coverage - ISO Form Number CA 0001, Code 1 (any auto).

3. Workers’ Compensation insurance as required by the Labor Code of the State of California.

B. Minimum Limits of Insurance. Grantee shall maintain coverage limits no less than:

1. General Liability:
(Including
operations,
products and
completed
operations, as
applicable)
$1,000,000 per occurrence for bodily injury, personal
injury and property damage. If Commercial General
Liability Insurance or other form with a general
aggregate limit is used, either the general aggregate
limit shall apply separately to the activities under this Agreement 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.

C. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the Executive Director.

D. Required Provisions. Each insurance policy required by this section shall be endorsed to state that coverage shall not be canceled by either party, except after thirty days’ prior written notice by certified mail, return receipt requested, has been given to the Executive Director. The general liability and automobile liability policies are to contain, or to be endorsed to contain, the following provisions:

1. The State of California, its officers, agents and employees are to be covered as insured with respect to liability arising out of automobiles owned, leased, hired or borrowed by or on behalf of the Grantee; and with respect to liability arising out of work or operations performed by or on behalf of the Grantee including materials, parts or equipment furnished in connection with such work or operations.

2. For any claims related to this Agreement, the Grantee’s insurance coverage shall be primary insurance with respect to the State of California, its officers, agents and employees.

3. Coverage shall not extend to any indemnity coverage for the active negligence of the additional insured in any case where an agreement to indemnify the additional insured would be invalid under Subdivision (b) of Section 2782 of the Civil Code.

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EXHIBIT D1
E. Acceptability of Insurers. Insurance shall be placed with insurers admitted to transact business in the State of California and having a current Best’s rating of “B+:VII” or better or, in the alternative, acceptable to the Commission and approved in writing by the Executive Director.

F. Verification of Coverage. The Grantee shall furnish the Grant Manager with original certificates and amendatory endorsements effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the Grant Manager within 30 working days from the start date of the Grant Project. The Commission reserves the right to require complete, certified copies of all required insurance policies, including endorsements affecting the coverage, at any time.

G. Premiums and Assessments. The Commission is not responsible for premiums and assessments on any insurance policy

8. COASTAL COMMISSION SEA LEVEL RISE GUIDANCE
Grantees shall use the Commission’s Sea Level Rise Policy Guidance, Critical Infrastructure Guidance, Local Government Working Group Baseline SLR LCP policies, and other information to inform the development of sea level rise impact assessments, vulnerability assessments, and LCP Land Use Plan and Implementation Plan completion or updates.

9. VULNERABILITY ASSESSMENTS and ADAPTATION PLANNING
In addition to the general recommendations contained within the Commission’s Sea Level Rise Policy Guidance, and unless otherwise provided in the Scope of Work of this Agreement, vulnerability assessment and adaptation planning work shall include: (1) analysis of storm and non-storm scenarios, including maximum daily and annual tidal inundation, (2) assessment of sea level rise vulnerability with and without key development that is currently vulnerable and/or protected by a revetment, such as Highway 1, railroad tracks, and/or a row of residences, (3) anticipated changes in beach width and other habitat areas under future sea level rise scenarios, (4) evaluation of the feasibility and effectiveness of various protection, accommodation, and retreat strategies, including nature-based adaptation strategies like living shorelines, sediment management, and beach nourishment,(5) evaluation of sea level rise vulnerability of existing and planned segments of the California Coastal Trail, (6) incorporation of the subject of environmental justice by, to the extent feasible, analyzing the differential impacts of sea level rise upon various demographics and community groups, and (7) consideration of the latest reports on sea level rise science and recommendations from the state of California, including Rising Seas in California (Griggs et al. 2017), the most recently adopted update to the State Sea-Level Rise Guidance, and the most recent version of the Safeguarding California Plan. Scenarios analyzed should include Medium-high Risk Aversion and Extreme Risk Aversion scenarios per the Commission’s Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 City of Fort Bragg
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Sea Level Rise Policy Guidance and the State Sea-Level Rise Guidance recommendations to aid in planning and understanding the worst-case scenario for projected time horizons.

10. COORDINATION OF SEA LEVEL RISE PLANNING WORK
Sea level rise work completed under the Local Coastal Grant Program shall be coordinated regionally to the extent feasible with other jurisdictions and entities working on sea level rise projects within the same county or broader regional area relevant for sea level rise adaptation, such as the watershed, littoral cell, or area with similar geologic characteristics. Entities working on sea level rise projects include, but are not limited to, the State Coastal Conservancy, the Ocean Protection Council, The Nature Conservancy, NOAA, and USGS. Coordination includes early coordination meetings among the different entities, sharing of technical analyses and lessons learned as well as consideration of regional adaptation policies, and development of LCP policies.

11. TERMINATION
Except as otherwise set forth in this Agreement, this Agreement may be terminated or suspended (a) by the Commission for any reason upon thirty (30) days prior written notice to the Grantee, (b) by Grantee for any reason upon thirty (30) days prior written notice to the Commission subject to the approval of the Commission in its sole discretion, and (c) immediately upon written notice by either party “for cause”. The term “for cause” shall mean that either the Grantee or the Commission fails to meet any material terms, conditions, and/or responsibilities of the Agreement.

In the event of a termination or suspension, the Grantee shall immediately stop work and take all reasonable measures to prevent further costs requiring reimbursement by the Commission. The Commission shall then only be responsible for any reasonable and non-terminable obligations incurred by the Grantee in the performance of this Agreement prior to the date of the notice to terminate or suspend, but not to exceed the balance of the total funds which remains unencumbered under this Agreement at the time of termination.

On or before the date of termination of this Agreement, whether terminated by the Grantee or the Commission, the Grantee shall provide the Commission with all work, material, data, information, and written, graphic or other work produced, developed or acquired under this Agreement (whether completed or partial), in appropriate, readily useable form.

The Grantee expressly agrees to waive, release and relinquish the recovery of any consequential damages that may arise out of the termination or suspension of this Agreement.

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The Grantee shall include in any agreement with any consultant retained for work under this Agreement a provision that entitles the Grantee to immediately suspend or terminate the agreement with the consultant for any reason on written notice.

Notwithstanding the foregoing, Grantee acknowledges (and waives any defense based on a claim) that monetary damages may not be an adequate remedy to redress a breach by Grantee hereunder and that a breach by Grantee hereunder may cause irreparable harm to the Commission. Accordingly, Grantee agrees that upon a breach of this Agreement by Grantee, the remedies of injunction, declaratory judgment and specific performance shall be available to the Commission.

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EXHIBIT E
CERTIFICATION (GCC-1/2019)
The Grantee’s signor CERTFIES UNDER PENALTY OF PERJURY that they are duly authorized to legally bind the Grantee to the clauses below. This certification is made under the laws of the State of California.

GRANTEE CERTIFICATION CLAUSES

1. STATEMENT OF COMPLIANCE: Grantee has, unless exempted, complied with the nondiscrimination program requirements. (Gov. Code §12990 (a-f) and CCR, Title 2, Section 11102) (Not applicable to public entities.)

2. DRUG-FREE WORKPLACE REQUIREMENTS: Grantee will comply with the requirements of the Drug-Free Workplace Act of 1990 and will provide a drug-free workplace by taking the following actions:
a. Publish a statement notifying employees that unlawful manufacture, distribution, dispensation, possession or use of a controlled substance is prohibited and specifying actions to be taken against employees for violations. b. Establish a Drug-Free Awareness Program to inform employees about:
1) the dangers of drug abuse in the workplace;
2) the person's or organization's policy of maintaining a drug-free workplace; 3) any available counseling, rehabilitation and employee assistance programs; and,
4) penalties that may be imposed upon employees for drug abuse violations. c. Every employee who works on the proposed Agreement will:
1) receive a copy of the company's drug-free workplace policy statement; and, 2) agree to abide by the terms of the company's statement as a condition of employment on the Agreement.

Failure to comply with these requirements may result in suspension of payments under the Agreement or termination of the Agreement or both and Grantee may be ineligible for award of any future State agreements if the Coastal Commission determines that any of the following has occurred: (1) the Grantee has made false certification, or (2) violated the certification by failing to carry out the requirements as noted above. (Gov. Code §8350 et seq.)

3. NATIONAL LABOR RELATIONS BOARD CERTIFICATION: Grantee certifies that no more than one (1) final unappealable finding of contempt of court by a Federal court has been issued against Grantee within the immediately preceding two-year period because of Grantee's failure to comply with an order of a Federal court which orders Grantee to comply with an order of the National Labor Relations Board. (PCC 10296) (Not applicable to public entities.)
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EXHIBIT E

4. CONTRACTS FOR LEGAL SERVICES $50,000 OR MORE- PRO BONO REQUIREMENT: Grantee hereby certifies that Grantee will comply with the requirements of Section 6072 of the Business and Professions Code, effective January 1, 2003.

Grantee agrees to make a good faith effort to provide a minimum number of hours of pro bono legal services during each year of the contract equal to the lessor of 30 multiplied by the number of full time attorneys in the firm’s offices in the State, with the number of hours prorated on an actual day basis for any contract period of less than a full year or 10% of its contract with the State.

Failure to make a good faith effort may be cause for non-renewal of a state contract for legal services, and may be taken into account when determining the award of future contracts with the State for legal services.

5. EXPATRIATE CORPORATIONS: Grantee hereby declares that it is not an expatriate corporation or subsidiary of an expatriate corporation within the meaning of Public Contract Code Section 10286 and 10286.1, and is eligible to contract with the State of California.

6. SWEATFREE CODE OF CONDUCT:
a. All Grantees contracting for the procurement or laundering of apparel, garments or corresponding accessories, or the procurement of equipment, materials, or supplies, other than procurement related to a public works contract, declare under penalty of perjury that no apparel, garments or corresponding accessories, equipment, materials, or supplies furnished to the state pursuant to the contract have been laundered or produced in whole or in part by sweatshop labor, forced labor, convict labor, indentured labor under penal sanction, abusive forms of child labor or exploitation of children in sweatshop labor, or with the benefit of sweatshop labor, forced labor, convict labor, indentured labor under penal sanction, abusive forms of child labor or exploitation of children in sweatshop labor. The Grantee further declares under penalty of perjury that they adhere to the Sweatfree Code of Conduct as set forth on the California Department of Industrial Relations website located at www.dir.ca.gov, and Public Contract Code Section 6108.
b. The Grantee agrees to cooperate fully in providing reasonable access to Grantee records, documents, agents or employees, or premises if reasonably required by authorized officials of the Coastal Commission, the Department of Industrial Relations, or the Department of Justice to determine Grantee compliance with the requirements under paragraph (a).

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7. DOMESTIC PARTNERS: For Grantee Agreements of $100,000 or more, Grantee certifies that the Grantee and/or its subcontractors/consultants are in compliance with Public Contract Code section 10295.3.

8. GENDER IDENTITY: For Grantee Agreements of $100,000 or more, Grantee certifies that Grantee is in compliance with Public Contract Code section 10295.35.

DOING BUSINESS WITH THE STATE OF CALIFORNIA
The following laws apply to persons or entities doing business with the State of California.

1. CONFLICT OF INTEREST: Grantee needs to be aware of the following provisions regarding current or former state employees. If Grantee has any questions on the status of any person rendering services or involved with the Agreement, the awarding agency must be contacted immediately for clarification.

Current State Employees (Pub. Contract Code §10410)
1) No officer or employee shall engage in any employment, activity or enterprise from which the officer or employee receives compensation or has a financial interest and which is sponsored or funded by any state agency, unless the employment, activity or enterprise is required as a condition of regular state employment.
2) No officer or employee shall contract on his or her own behalf as an independent Grantee with any state agency to provide goods or services.

Former State Employees (Pub. Contract Code §10411):
1) For the two-year period from the date he or she left state employment, no former state officer or employee may enter into a contract in which he or she engaged in any of the negotiations, transactions, planning, arrangements or any part of the decision-making process relevant to the agreement while employed in any capacity by any state agency.
2) For the twelve-month period from the date he or she left state employment, no former state officer or employee may enter into a contract with any state agency if he or she was employed by that state agency in a policy-making position in the same general subject area as the proposed contract within the 12-month period prior to his or her leaving state service.

If Grantee violates any provisions of above paragraphs, such action by Grantee shall render this Agreement void. (PCC 10420)
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Members of boards and commissions are exempt from this section if they do not receive payment other than payment of each meeting of the board or commission, payment for preparatory time and payment for per diem. (PCC 10430 (e))

2. LABOR CODE/WORKERS' COMPENSATION: Grantee needs to be aware of the provisions which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions, and Grantee affirms to comply with such provisions before commencing the performance of the work of this Agreement. (Labor Code Section 3700)

3. AMERICANS WITH DISABILITIES ACT: Grantee assures the State that it complies with the Americans with Disabilities Act (ADA) of 1990, which prohibits discrimination on the basis of disability, as well as all applicable regulations and guidelines issued pursuant to the ADA. (42 U.S.C. 12101 et seq.)

4. GRANTEE NAME CHANGE: An amendment is required to change the Grantee's name as listed on this Agreement. Upon receipt of legal documentation of the name change the State will process the amendment. Payment of invoices presented with a new name cannot be paid prior to approval of said amendment.

5. CORPORATE QUALIFICATIONS TO DO BUSINESS IN CALIFORNIA:
a. When agreements are to be performed in the state by corporations, the Coastal Commission will be verifying that the Grantee is currently qualified to do business in California in order to ensure that all obligations due to the state are fulfilled. b. "Doing business" is defined in R&TC Section 23101 as actively engaging in any transaction for the purpose of financial or pecuniary gain or profit. Although there are some statutory exceptions to taxation, rarely will a corporate Grantee performing within the state not be subject to the franchise tax. c. Both domestic and foreign corporations (those incorporated outside of California) must be in good standing in order to be qualified to do business in California. The Coastal Commission will determine whether a corporation is in good standing by calling the Office of the Secretary of State.

6. RESOLUTION: A county, city, district, or other local public body must provide the State with a copy of a resolution, order, motion, or ordinance of the local governing body which by law has authority to enter into an agreement, authorizing execution of the agreement.

7. AIR OR WATER POLLUTION VIOLATION: Under the State laws, the Grantee shall not be: (1) in violation of any order or resolution not subject to review promulgated Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 City of Fort Bragg
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EXHIBIT E
by the State Air Resources Board or an air pollution control district; (2) subject to cease and desist order not subject to review issued pursuant to Section 13301 of the Water Code for violation of waste discharge requirements or discharge prohibitions; or (3) finally determined to be in violation of provisions of federal law relating to air or water pollution.

8. PAYEE DATA RECORD FORM STD. 204: This form must be completed by all Grantees that are not another state agency or other government entity.

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EXHIBIT F

INFORMAL AMENDMENT
Amendment to _____________

1. This amendment (the "Amendment") is made by _________________ and _________________, parties to the agreement _________________ dated (the "Agreement").

2. As of _(date) , the Agreement is amended as follows:
________________________________________________

3. Except as set forth in this Amendment, the Agreement is unaffected and shall continue in full force and effect in accordance with its terms. If there is conflict between this amendment and the Agreement or any earlier amendment, the terms of this amendment will prevail.

Signed and Agreed:

Representative of ________________
By: __________________________
Printed Name: _________________
Title: ________________________
Dated: _________________

Representative of Coastal Commission:

By: __________________________
Printed Name: _________________
Title: ________________________
Dated: _________________
Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Dudek (LCP 22-07 Project) 16

EXHIBIT B
CONSULTANT’S PROPOSAL
Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Statement of Qualifications for On-Call, As-Needed Services to Assist with Noyo Harbor Blue Economy Visioning, Resiliency, and Implementation Plan and Subsequent Update to the City’s Local Coastal Program 3 B. Scope of Services
Table 2 outlines the services our multidisciplinary team can provide to support the Noyo Harbor planning effort.

The Dudek team can support most service areas listed in the Scope of Services section of the RFQ. The only exceptions are items No. 8, Economic Analyses, and No. 20, Traditional Ecological Knowledge.

Table 2. Dudek Services
Requested Service Dudek Team Capabilities and Qualifications Relevance to Grant and Contract

1. Surveying and
mapping, including lidar,
CAD and/or GIS
ƒ In-house team of experienced licensed
land surveyors based in California
ƒ Surveying specialties include topo
design surveys, boundary and ALTA
surveys, bathymetric surveys, easement
plotting/design (legal description/plat
maps), terrestrial lidar scanning,
AutoCAD drafting and Civil 3D Surfaces
ƒ Mapping services specializing in UAV
aerial imagery, lidar, multispectral
collection, site planimetric
feature drafting
ƒ Web-based mapping solutions including
the Esri suite of online tools and
software
ƒ Community mapping for public events
and workshops
ƒ Mapping to support
plan development
ƒ Evaluation of existing Noyo Harbor
conditions, including topography
and bathymetry
ƒ Creation of “digital twin” of Noyo
Harbor environment utilizing hybrid
approach of terrestrial lidar and UAV
lidar/imagery
ƒ Ability to view all survey data within
the web-Based Esri software,
enabling a wide variety of interested
parties to view data without any
software download requirements

2. Civil and hydrological
engineering
ƒ Team of experienced civil engineers,
hydrologists, and geomorphologists
in California
ƒ Experience in hydrologic assessment
and modeling, channel and storm drain
hydraulic modeling incorporating tidal
influences, stormwater management
and infrastructure design, site
development and design,
water/wastewater infrastructure
assessment/rehabilitation/design
ƒ Experience identifying opportunities
and limitations for proposed
developments and infrastructure
needs via expertise in storm-,
potable-, recycled-, and wastewater
ƒ Experience incorporating tidal
influences into storm drain and
surface water modeling

3. Habitat restoration
design, permitting,
construction, and
monitoring for
integrated habitats and
multiple benefits
ƒ Team of environmental landscape
architects, botanists, biologists,
environmental planners, permitting
specialists, and restoration construction
specialists
ƒ Ability to synthesize a broad array of
data; design projects that take
advantage of natural processes and
balance environmental, equity, and
economic considerations; and monitor
projects to evaluate success
ƒ Experience collecting baseline
technical information to understand
opportunities and constraints and
translate understanding to climate
ready projects
ƒ Expertise coordinating with resource
agencies and processing permits for
multi-benefit, restoration projects
Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Statement of Qualifications for On-Call, As-Needed Services to Assist with Noyo Harbor Blue Economy Visioning, Resiliency, and Implementation Plan and Subsequent Update to the City’s Local Coastal Program 4 Table 2. Dudek Services
Requested Service Dudek Team Capabilities and Qualifications Relevance to Grant and Contract

4. Natural and naturebased shoreline
protection design
ƒ Siting, designing, and implementing
nature-based adaptation projects
ƒ Thoughtful design and monitoring plans
to support permitting
ƒ Experience with design,
implementation, and monitoring
within regulatory environment
ƒ Prioritization of phased strategies
and emphasis of concept design and
alternative development approaches
that integrate a functional landscape
approach

5. Water quality
assessment
ƒ Team of engineers, hydrologists,
biologists, and wetland scientists
ƒ Expertise preparing application
packages and required documentation
to obtain state and/or federal permits,
including Section 404 and 401 Permits
ƒ Expertise in developing/implementing
long-term water quality monitoring
programs evaluating seasonal
fluctuations in pollutant concentrations
and suitability of water quality
conditions for providing habitat for
aquatic species at various life stages
ƒ Evaluation of existing and potential
water quality conditions for proposed
Noyo Harbor projects following the
state’s Surface Water Ambient
Monitoring Program protocol (e.g.,
aquaculture, pathogens [per FDA]
and TMDLs levels [per RWQCB])
ƒ Possible development and
implementation of a bivalve
bioaccumulation study
ƒ Coordination of laboratory analyses
with any number of labs certified
through California’s Environmental
Laboratory Accreditation Program
(ELAP) that either Dudek or the City
have established agreements with
ƒ Design of water quality
monitoring programs

6. Structural analyses ƒ Team of licensed professional civil engineers with structural engineering
experience, specifically in harbors and
other waterfront structures
ƒ Key project experience includes design
of bulkheads, levees, dock systems,
piers, revetments, piles and other
foundations, and all related steel,
concrete, and wood structural members
and components
ƒ Assessment of structural integrity of
the harbor’s shoreline structures
ƒ Determination of feasible structural
solutions for enhancing
coastal resilience
ƒ Interpretation of coastal hazards and
sea level rise impacts to structures
Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Statement of Qualifications for On-Call, As-Needed Services to Assist with Noyo Harbor Blue Economy Visioning, Resiliency, and Implementation Plan and Subsequent Update to the City’s Local Coastal Program 5 Table 2. Dudek Services
Requested Service Dudek Team Capabilities and Qualifications Relevance to Grant and Contract

7. Pre-project feasibility
analyses
ƒ Team of uniquely experienced planners
and regulatory permit experts with
specific aquaculture and other blue
economy experience
ƒ Have worked closely with UCSB Brenn
School and NOAA NCCOS on spatial
modelling for diving locations suitable
for aquaculture within specific regions
(Ventura and San Diego)
ƒ Have developed/conducted numerous
feasibility studies for aquatic
species/wetland features incorporating
Dudek’s diverse range of expertise to
identify major constraints including, but
not limited to, hazards assessments,
cultural surveys, biological surveys,
hydrology and water quality studies,
wildfire studies, and evaluation of
anticipated climate change impacts
ƒ Determination of aquaculture
feasibility by working with engineering
conditions assessments of existing
infrastructure, economists, and
studies underway by the City,
California Sea Grant, and the Noyo
Center for Marine Science
ƒ Performance of water quality
analyses to evaluate suitability of
proposed aquaculture (i.e., oysters,
kelp, sunflower sea stars, etc.)
ƒ Assessment of suitable
characteristics for potential species in
water and opportunities for facilities
on land, as well as Floating Upweller
System (FLUPSY) similar to that
piloted in San Diego Bay.

9. Hazardous or toxic
substance
investigations
ƒ Credentialed environmental engineers,
geologists, hydrologists, and
permitting specialists
ƒ Experience with ESAs, site
investigations, remediation activities,
regulatory permitting and compliance,
and regulatory closure for
numerous sites
ƒ Thorough environmental site
assessments identifying historical,
existing, and potential sources of
pollutants that could impact
proposed Noyo Harbor projects
and/or require
significant remediation
ƒ Remediation programs (soil, soil
vapor, groundwater, and water) to
address issues associated with
hazardous or toxic substances

10. Watershed,
intertidal, and subtidal
assessments
ƒ Watershed specialists, including
hydrologists, geomorphologists, water
and forest resiliency planners, and GIS
analysts who conduct various levels of
watershed assessments supporting
management of supply, water quality,
habitat, and flooding
ƒ Team of marine biologists that conduct
marine habitat assessments, including
underwater dive assessments on hardand soft-bottom habitats within the nearshore throughout California
ƒ Characterization of existing and
model-projected watershed,
intertidal, and subtidal conditions
supporting and/or inhibiting possible
Noyo Harbor projects
ƒ Collection of baseline information on
existing marine conditions to support
blue economy initiatives while
protecting and enhancing marine
habitats

11. Archaeological
studies
ƒ Team of archaeologists, architectural
historians, historians, ethnographers,
and paleontologists
ƒ Collection of appropriate existingconditions information for Noyo Harbor to support planning process
Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Statement of Qualifications for On-Call, As-Needed Services to Assist with Noyo Harbor Blue Economy Visioning, Resiliency, and Implementation Plan and Subsequent Update to the City’s Local Coastal Program 6 Table 2. Dudek Services
Requested Service Dudek Team Capabilities and Qualifications Relevance to Grant and Contract ƒ Experienced in identification,
significance assessment, mitigation,
and preservation

12. Climate change
issues such as species
migrations, seasonal
coastal and fluvial
flooding, and sea-level
rise
ƒ Diverse team of climate change
specialists familiar with hazards such as
ocean acidification, increased fluvial
flooding, and sea level rise
ƒ Experienced in helping communities
adapt through community engagement
and visioning, which drive policy
changes and project implementation
ƒ Ability to synthesize site-specific
climate hazard analysis
ƒ Ability to identify infrastructure and
community needs and recommend
adaptation pathways for
resilient harbor

13. Botanical studies ƒ Team of botanists with wide-ranging botanical expertise and deep ecological
restoration knowledge
ƒ Ability to identify, describe, classify, and
assess vegetation communities and
habitat types, environmental conditions,
and the potential for special-status
species to occur in identified habitats
ƒ Collection of appropriate
existing-conditions information for
Noyo Harbor to support
planning process.

14. Agricultural Studies
(Aquaculture Studies)*
ƒ See scope items No. 5 and No. 7 above
ƒ Team of marine biologists and water
quality specialists with experience in
evaluating suitability of habitat for
aquaculture and developing long-term
water quality monitoring studies
characterizing suitability of habitat for
aquatic flora and fauna
ƒ See scope items No. 5 and
No. 7 above
ƒ Performance of anticipated studies
for oysters, kelp, and/or star fish,
which will require an understanding
of the best-available science (e.g.,
FDA’s assessment of human health
hazards with shellfish) for conducting
water quality and bioaccumulation
analyses
ƒ Incorporation of input from interested
parties and outside entities invested
in this region

15. Soil and marine
sediment analyses
ƒ Team of environmental engineers and
geologists with experience in developing
soil sampling programs for identifying
and quantifying impacted substrate
ƒ Identification of impacted soils for
both projects on land and in the
harbor to support feasibility
assessments and/or determine level
of remediation.
ƒ Coordination of laboratory analyses to
be with any number of labs certified
through California’s Environmental
Laboratory Accreditation Program
(ELAP) that either Dudek or the City
have established agreements with

16. Site and land use
planning
ƒ Team of urban designers, coastal
planners, and regulatory experts
including ex-agency staff (e.g., USACE,
CCC, PoSD, et al.)
ƒ Native Spanish speakers to assist
with community outreach
and engagement
Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Statement of Qualifications for On-Call, As-Needed Services to Assist with Noyo Harbor Blue Economy Visioning, Resiliency, and Implementation Plan and Subsequent Update to the City’s Local Coastal Program 7 Table 2. Dudek Services
Requested Service Dudek Team Capabilities and Qualifications Relevance to Grant and Contract ƒ Practical, implementation-focused plans
that offer a platform for real change
ƒ Former California Coastal
Commission staff who can provide
guidance on updates to the
City’s LCPA

17. Sea-level rise and
coastal erosion
modeling
ƒ Team of engineers, coastal scientists,
and GIS specialists
ƒ Model animations and graphics to
communicate coastal hazard pathways
and impacts
ƒ Two-dimensional tidal and fluvial
modeling to identify pathways of
inundation, depth, and duration
ƒ Ability to inform and prioritize
adaptation projects

18. Environmental
monitoring
ƒ Team of engineers, hydrologists,
biologists, and wetland scientists that
provide comprehensive environmental
monitoring and compliance services
ƒ Expertise in developing/implementing
long-term water quality monitoring
programs, as described under scope
item No. 5 above
ƒ Support of project feasibility
assessment, implementation, and
operations, as necessary

19. Graphic design for
educational materials
ƒ Team of graphic designers and
visual storytellers
ƒ Powerful products that communicate
complex information through graphics,
audio/visual, and printed materials (see
Appendix B)
ƒ Design of materials that promote
community engagement
ƒ Production of a high-quality plan that
translates technical subjects simply
and effectively

21. Local working
waterfront skills
ƒ Expertise in projects and locations with
working waterfronts and assessment of
current and proposed uses of
waterfront space
ƒ Data gathering and assessment of
historical and current use of
waterfront space at Noyo Harbor

22. Harbor District and
Special District Analysis
ƒ Team of environmental specialists and
coastal planners with experience in
visionary plan development and Master
Plan amendments
ƒ In-depth understanding of the complex
issues and rigorous environmental
requirements involved in port and
harbor projects
ƒ Evaluation of City’s and partnering
and/or adjacent agencies’ authority
and geographical limits, as well as
opportunities for revisions thereto
and additional agency approvals
needed for such
ƒ Evaluation of the leasing authorities,
policies, and regulations that may
affect aquaculture leasing,
specifically for in-water activities
Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Statement of Qualifications for On-Call, As-Needed Services to Assist with Noyo Harbor Blue Economy Visioning, Resiliency, and Implementation Plan and Subsequent Update to the City’s Local Coastal Program 8 Table 2. Dudek Services
Requested Service Dudek Team Capabilities and Qualifications Relevance to Grant and Contract

23. Other related
environmental services,
such as appraisals for
restoration purposes
ƒ Team of environmental specialists that
provide comprehensive environmental
services throughout California at
numerous harbor, bay, and
coastal locations
ƒ CEQA and NEPA review, coastal
permitting (CDPs/CDs), USCG PATON,
USACE permits (s10 R&HA and 404
CWA) RWQCB CWA permits, and habitat
restoration, among other services
ƒ Extensive site assessments performed
in evaluating a site’s suitability
for restoration
ƒ Ability to examine a site’s potential
value as a restoration project by
estimating the costs to plan, implement,
and monitor a site
ƒ Ability to help the City discern
information gaps, documentation
needs, permitting, and
comprehensive considerations for
plan success through our deep bench
of multiprogram-literate professionals
ƒ Ability to gather appropriate existingconditions information for Noyo Harbor to support planning process
ƒ If plan implementation requires
restoration, ability to review and
assess site suitability for restoration
Note:
* Per the RFQ Response to Written Questions, the intent is that this item relates to aquaculture studies, not agricultural studies.

Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Statement of Qualifications for On-Call, As-Needed Services to Assist with Noyo Harbor Blue Economy Visioning, Resiliency, and Implementation Plan and Subsequent Update to the City’s Local Coastal Program 41 Budget and Schedule of Charges
Figure 2 lists Dudek’s proposed lead personnel and their rates. Figure 3 details Dudek’s 2024 schedule of charges, which includes all personnel rates, travel costs, and other fees. Figure 4 details GHD’s schedule of charges.

Name and Role Hourly Rate
Project Manager, Ann Sansevero, AICP $300
Coastal Planning Lead, Sarah Richmond, PG $210
Coastal Engineering Lead, Patrick Miskel, PE $260
Biological Resources Lead, Mike Henry, PhD $300
Aquaculture Lead, Matthew Valerio $300
Climate Change Lead,Rose Newberry, AICP, WEDG $210
Land Use Planning Lead, Carolyn Groves, AICP $185
Hydrology and Water Quality Lead, Jonathan Martin $265
Civil and Hydrological Engineering Lead, Josh Cato, PE, CFM $250 Structural Engineering Lead,Satish Chilka, PE (GHD) $320 Nature-Based Shoreline Design Lead, Brian Leslie (GHD) $290 Sea Level Rise Modeling Lead,Brett Vivyan, PE, QSD/P (GHD) $270 Mapping and Surveying Lead, Dustin Gaessner $220
Permitting Lead, Laurie Monarres $285
Hazardous Materials Lead, Glenna McMahon, PE $310
Environmental Planning Lead, Catherine Wade, PhD $210
Archaeological and Built Environment Studies Lead, Ryan Brady, RPA $210 Habitat Restoration Lead, Mike Sweesy, RLA, CERP $330
Community Engagement Lead, Jane Gray $285
Graphic Design Lead, Raoul Rañoa $175
Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Statement of Qualifications for On-Call, As-Needed Services to Assist with Noyo Harbor Blue Economy Visioning, Resiliency, and Implementation Plan and Subsequent Update to the City’s Local Coastal Program 42 Figure 3. Dudek Schedule of Charges
DUDEK 2024 Standard Schedule of Charges
EFFECTIVE JANUARY 1, 2024
Engineering Services
Project Director ...................................................................... $335.00/hr Principal Engineer lll .............................................................. $310.00/hr Principal Engineer II ............................................................... $290.00/hr Principal Engineer I ................................................................ $280.00/hr Program Manager ..................................................................$265.00/hr Senior Project Manager ......................................................... $265.00/hr Project Manager ..................................................................... $255.00/hr Senior Engineer III .................................................................. $250.00/hr Senior Engineer II .................................................................. $240.00/hr Senior Engineer I ................................................................... $230.00/hr Project Engineer IV/Technician IV ......................................... $220.00/hr Project Engineer llI/Technician III .......................................... $210.00/hr Project Engineer lI/Technician II............................................ $200.00/hr Project Engineer I/Technician I ............................................. $180.00/hr 3D Production Manager ......................................................... $210.00/hr Senior Designer II ................................................................... $200.00/hr Senior Designer I .................................................................... $195.00/hr Designer .................................................................................$185.00/hr Assistant Designer ................................................................. $180.00/hr CADD Operator III ...................................................................$175.00/hr CADD Operator II ....................................................................$165.00/hr CADD Operator I ..................................................................... $145.00/hr CADD Drafter ..........................................................................$130.00/hr CADD Technician .................................................................... $120.00/hr Project Coordinator ................................................................ $155.00/hr Engineering Assistant ............................................................ $125.00/hr Environmental Services
Senior Project Director ........................................................... $330.00/hr Project Director ...................................................................... $285.00/hr Senior Specialist V ................................................................. $260.00/hr Senior Specialist IV ................................................................ $245.00/hr Senior Specialist III ................................................................ $235.00/hr Senior Specialist II ................................................................. $225.00/hr Senior Specialist I .................................................................. $210.00/hr Specialist V ............................................................................. $195.00/hr Specialist IV ............................................................................ $185.00/hr Specialist III ........................................................................... $175.00/hr Specialist II ............................................................................ $165.00/hr Specialist I ............................................................................. $145.00/hr Analyst V ................................................................................ $145.00/hr Analyst IV ............................................................................... $135.00/hr Analyst III ................................................................................ $125.00/hr Analyst II ................................................................................. $115.00/hr Analyst I .................................................................................. $105.00/hr Technician III ........................................................................... $90.00/hr Technician II ............................................................................ $80.00/hr Technician I ............................................................................. $70.00/hr Mapping and Surveying Services
Application Developer II ........................................................ $220.00/hr Application Developer I ......................................................... $155.00/hr GIS Analyst V ......................................................................... $205.00/hr GIS Analyst IV ........................................................................ $170.00/hr GIS Analyst III.......................................................................... $150.00/hr GIS Analyst II........................................................................... $135.00/hr GIS Analyst I............................................................................ $125.00/hr UAS Pilot ................................................................................ $145.00/hr Survey Lead ........................................................................... $235.00/hr Survey Manager .................................................................... $210.00/hr Survey Crew Chief .................................................................. $165.00/hr Survey Rod Person ................................................................... $95.00/hr Survey Mapping Technician ..................................................... $95.00/hr Construction Management Services
Principal/Manager ................................................................. $195.00/hr Senior Construction Manager ............................................... $185.00/hr Senior Project Manager ......................................................... $180.00/hr Construction Manager ........................................................... $175.00/hr Project Manager ..................................................................... $170.00/hr Resident Engineer .................................................................. $175.00/hr Construction Engineer............................................................ $170.00/hr On-site Owner’s Representative ............................................ $160.00/hr Prevailing Wage Inspector ..................................................... $155.00/hr Construction Inspector ........................................................... $145.00/hr Administrator/Labor Compliance .......................................... $120.00/hr Hydrogeology/HazWaste Services
Project Director ...................................................................... $335.00/hr Principal Hydrogeologist/Engineer III.................................... $310.00/hr Principal Hydrogeologist/Engineer II ..................................... $300.00/hr Principal Hydrogeologist/Engineer I ...................................... $290.00/hr Senior Hydrogeologist V/Engineer V ..................................... $265.00/hr Senior Hydrogeologist IV/Engineer IV ................................... $255.00/hr Senior Hydrogeologist III/Engineer III .................................... $245.00/hr Senior Hydrogeologist II/Engineer II ...................................... $235.00/hr Senior Hydrogeologist I/Engineer I ........................................ $225.00/hr Project Hydrogeologist V/Engineer V .................................... $215.00/hr Project Hydrogeologist IV/Engineer IV .................................. $205.00/hr Project Hydrogeologist III/Engineer III ................................... $195.00/hr Project Hydrogeologist II/Engineer II ..................................... $185.00/hr Project Hydrogeologist I/Engineer I ....................................... $175.00/hr Hydrogeologist/Engineering Assistant .................................. $140.00/hr HazMat Field Technician…………………………………..……………..$125.00/hr District Management & Operations
District General Manager....................................................... $225.00/hr District Engineer ..................................................................... $215.00/hr Operations Manager ............................................................. $165.00/hr District Secretary/Accountant .............................................. $140.00/hr Collections System Manager ................................................. $140.00/hr Grade V Operator ................................................................... $130.00/hr Grade IV Operator .................................................................. $115.00/hr Grade III Operator .................................................................. $105.00/hr Grade II Operator ..................................................................... $85.00/hr Grade I Operator ...................................................................... $80.00/hr Operator in Training ................................................................. $75.00/hr Collection Maintenance Worker ............................................. $75.00/hr Creative Services
Creative Services IV ............................................................... $165.00/hr Creative Services III ............................................................... $150.00/hr Creative Services II ................................................................ $135.00/hr Creative Services I ................................................................. $120.00/hr Publications Services
Technical Editor lV ................................................................. $165.00/hr Technical Editor lll .................................................................. $150.00/hr Technical Editor ll ................................................................... $135.00/hr Technical Editor l .................................................................... $120.00/hr Publications Specialist lV ....................................................... $125.00/hr Publications Specialist lll ....................................................... $115.00/hr Publications Specialist ll ........................................................ $105.00/hr Publications Specialist l ........................................................... $95.00/hr Clerical Administration ............................................................. $90.00/hr Expert Witness – Court appearances, depositions, and interrogatories as expert witness will be billed at 2.00 times normal rates.

Emergency and Holidays – Minimum charge of two hours will be billed at 1.75 times the normal rate.

Material and Outside Services – Subcontractors, rental of special equipment, special reproductions and blueprinting, outside data processing and computer services, etc., are charged at 1.15 times the direct cost.

Travel Expenses – Mileage at current IRS allowable rates. Per diem where overnight stay is involved is charged at cost
Invoices, Late Charges – All fees will be billed to Client monthly and shall be due and payable upon receipt. Invoices are delinquent if not paid within 30 days from the date of the invoice. Client agrees to pay a monthly late charge equal to 1% per month of the outstanding balance until paid in full.

Annual Increases – Unless identified otherwise, these standard rates will increase in line with the CPI-U for the nearest urban area per the Department of Labor Statistics to where the work is being completed) or by 3% annually, whichever is higher.

The rates listed above assume prevailing wage rates does not apply. If this assumption is incorrect Dudek reserves the right to adjust its rates accordingly.

Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Dudek (LCP 22-07 Project) 17

EXHIBIT C

CERTIFICATES OF INSURANCE AND ENDORSEMENTS
Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537 Docusign Envelope ID: 7FB09F1E-A310-453E-B861-C6DB8B77E537