Resolution No. 2022-09 — Gonzales City Council, January 18, 2022

RESOLUTION NO. 2022-09

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GONZALES ESTABLISHING A

THREE-YEAR ON-CALL CONSULTANT LIST FOR PLANNING SERVICES AND

AUTHORIZING EXECUTION OF NON-EXCLUSIVE AGREEMENTS WITH HARRIS & ASSOCIATES FOR AN AMOUNT NOT TO EXCEED $120,000 FOR PLANNING SUPPORT

AND STAFF AUGMENTATION SERVICES AND HR & ASSOCIATES FOR AN AMOUNT NOT TO EXCEED $35,000 FOR PLANNING SUPPORT INCLUDING PREPARATION OF

LAFCO APPLICATIONS FOR PROPOSED ANNEXATIONS
WHEREAS, City staff determined it was appropriate to seek qualifications from consulting firms that provide planning services due to the number of current and expected land development projects in Gonzales; and
WHEREAS, Staff released a Request for Qualifications for Professional Planning Services on November 23, 2021 and received Statement of Qualifications from eight consulting firms by the December 16, 2021 deadline; and
WHEREAS, City staff reviewed the submitted SOQs and deemed them all responsive and recommends establishment of an On-Call Planning Consultant List for the next three years comprised of the following firms:
• Denise Duffy Associates
• Dudek Consulting
• EMC Planning
• Harris & Associates
• HR Associates
• Kimley-Horn
• LSA
• Rincon Consultants
WHEREAS, Staff recommends authorization of an agreement with Harris Associates for planning support and staff augmentation services for the next two years.

WHEREAS, Staff recommends authorization of an agreement with HR Associates for planning support including preparation of LAFCO applications for expected annexations.

NOW THEREFORE, BE IT HEREBY RESOLVED that the above On-Call Planning Consultant List is approved for the next three years; that the City Manager is authorized and directed to execute the appropriate agreement with Harris Associates for planning support and staff augmentation services over the next two years in the amount of $120,000 and that the City Manager is authorized and directed to execute the appropriate agreement with HR Associates for planning support over the next two years including preparing LAFCO applications for proposed annexations in the amount of $35,000.

PASSED AND ADOPTED at a regular meeting of the City Council of the City of Gonzales duly held on the 18th day of January 2022, by the following vote:

AYES: COUNCILMEMBERS:

NOES: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:
_______________________________
Jose L. Rios, The Honorable Mayor
ATTEST:
__________________________
Mary Villegas, Deputy City Clerk
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NON-EXCLUSIVE CONSULTING SERVICES AGREEMENT BETWEEN THE CITY OF GONZALES

AND HARRIS & ASSOCIATES FOR VARIETY OF PLANNING SERVICES THIS AGREEMENT for consulting services is made by and between the City of Gonzales ("City") and Cannon Associates ("Consultant") (together sometimes referred to as the "Parties") as of January 18, 2022 (the "Effective Date").

Section 1. SCOPE OF SERVICES. Subject to the terms and conditions set forth in this Agreement, Consultant shall provide to City the services described in the Scope of Work attached as Exhibit A at the time and place and in the manner specified therein. In the event of a conflict in or inconsistency between the terms of this Agreement and Exhibit A, the Agreement shall prevail.

1.1 Term of Services. The term of this Agreement shall begin on the Effective Date and shall end on December 30, 2023, unless the term of the Agreement is otherwise terminated or extended, as provided for in Section 8. The time provided to Consultant to complete the services required by this Agreement shall not affect the City's right to terminate the Agreement, as referenced in Section 8.

1.2 Standard of Performance. Consultant shall perform all services required pursuant to this Agreement in the manner and according to the standards observed by a competent practitioner of the profession in which Consultant is engaged.

1.3 Assignment of Personnel. Consultant shall assign only competent personnel to perform services pursuant to this Agreement. In the event that City, in its sole discretion, at any time during the term of this Agreement, desires the reassignment of any such persons, Consultant shall, immediately upon receiving notice from City of such desire of City, reassign such person or persons.

1.4 Time. Consultant shall devote such time to the performance of services pursuant to this Agreement as may be reasonably necessary to meet the standard of performance provided in Section 1.1 above and to satisfy Consultant's obligations hereunder.

Section 2. COMPENSATION. All work performed under this Agreement shall be authorized in advance and in writing by a specific Task Order prior to the commencement of services. Each Task Order shall describe the nature of the specific task or service to be performed by the Consultant, the estimated number of hours within which such task or service must be completed and the compensation for such task or service. Details shall include a description of the task or service which Consultant shall perform, the format and schedule for deliverables, the schedule of performance, and the schedule of compensation. Consultant shall not perform any task or service unless authorized by a fully executed Task Order. Consultant shall advise City staff in writing of any anticipated change in any task or service, fee or time schedule, and shall obtain City staff’s written consent to the change prior to making any changes.

The City will pay Consultant’s invoices under each authorized Task Order on an hourly not-to-exceed basis.

The hourly rates in Exhibit B apply to all Task Orders. City shall pay Consultant for services rendered pursuant to this Agreement at the time and in the manner set forth herein. The payments specified below Consulting Services Agreement between January 18, 2022
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shall be the only payments from City to Consultant for services rendered pursuant to this Agreement.

Consultant shall submit all invoices to City in the manner specified herein. Except as specifically authorized by City in writing, Consultant shall not bill City for duplicate services performed by more than one person.

Consultant and City acknowledge and agree that compensation paid by City to Consultant under this Agreement is based upon Consultant's estimated costs of providing the services required hereunder, including salaries and benefits of employees and subcontractors of Consultant. Consequently, the parties further agree that compensation hereunder is intended to include the costs of contributions to any pensions and/or annuities to which Consultant and its employees, agents, and subcontractors may be eligible. City therefore has no responsibility for such contributions beyond compensation required under this Agreement.

2.1 Invoices. Consultant shall submit invoices, not more often than once a month during the term of this Agreement, based on the cost for services performed and reimbursable costs incurred prior to the invoice date. Invoices shall contain the following information:
 Serial identifications of invoices; i.e., Progress Bill No. 1 for the first invoice, etc.;  The beginning and ending dates of the billing period;  A Task Summary containing the original contract amount, the amount of prior billings, the total due this period, the balance available under the Agreement, and the percentage of completion;
 For each work item under each task, a copy of the applicable time entries or time sheets shall be submitted showing the name of the person doing the work, the hours spent by each person, a brief description of the work, and each reimbursable expense;
 The total number of hours of work performed under the Agreement by Consultant and each employee, agent, and subcontractor of Consultant performing services hereunder;
 Consultant shall give separate notice to the City when the total number of hours worked by Consultant and any individual employee, agent, or subcontractor of Consultant reaches or exceeds 800 hours within a 12-month period under this Agreement and any other agreement between Consultant and City. Such notice shall include an estimate of the time necessary to complete work described in Exhibit A and the estimate of time necessary to complete work under any other agreement between Consultant and City, if applicable.

2.2 Monthly Payment. City shall make payments, based on invoices received, for services satisfactorily performed, and for authorized reimbursable costs incurred. City shall have 30 days from the receipt of an invoice that complies with all of the requirements above to pay Consultant.

2.3 <<Not Used>>

2.4 Total Payment. City shall pay for the services to be rendered by Consultant pursuant to this Agreement. City shall not pay any additional sum for any expense or cost whatsoever Consulting Services Agreement between January 18, 2022
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incurred by Consultant in rendering services pursuant to this Agreement. City shall make no payment for any extra, further, or additional service pursuant to this Agreement.

In no event shall Consultant submit any invoice for an amount in excess of the maximum amount of compensation provided above either for a task or for the entire Agreement, unless the Agreement is modified prior to the submission of such an invoice by a properly executed change order or amendment.

2.5 Hourly Fees. Fees for work performed by Consultant on an hourly basis shall not exceed the amounts shown on the compensation schedule attached hereto as Exhibit B.

2.6 Reimbursable Expenses. Any reimbursable expenses are included in the authorized contract amount and shall be approved by city staff in advance.

2.7 Payment of Taxes. Consultant is solely responsible for the payment of employment taxes incurred under this Agreement and any similar federal or state taxes.

2.8 Payment upon Termination. In the event that the City or Consultant terminates this Agreement pursuant to Section 8, the City shall compensate the Consultant for all outstanding costs and reimbursable expenses incurred for work satisfactorily completed as of the date of written notice of termination. Consultant shall maintain adequate logs and timesheets to verify costs incurred to that date.

2.9 Authorization to Perform Services. The Consultant is not authorized to perform any services or incur any costs whatsoever under the terms of this Agreement until receipt of authorization from the Contract Administrator.

Section 3. FACILITIES AND EQUIPMENT. Consultant shall, at its sole cost and expense, provide all facilities and equipment that may be necessary to perform the services required by this Agreement.

Section 4. INSURANCE REQUIREMENTS. Before beginning any work under this Agreement, Consultant, at its own cost and expense, unless otherwise specified below, shall procure the types and amounts of insurance listed below against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by the Consultant and its agents, representatives, employees, and subcontractors. Consistent with the following provisions, Consultant shall provide proof satisfactory to City of such insurance that meets the requirements of this section and under forms of insurance satisfactory in all respects, and that such insurance is in effect prior to beginning work to the City. Consultant shall maintain the insurance policies required by this section throughout the term of this Agreement. The cost of such insurance shall be included in the Consultant's bid. Consultant shall not allow any subcontractor to commence work on any subcontract until Consultant has obtained all insurance required herein for the subcontractor(s) and provided evidence that such insurance is in effect to City.

Verification of the required insurance shall be submitted and made part of this Agreement prior to execution. Consultant shall maintain all required insurance listed herein for the duration of this Agreement.

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4.1 Workers' Compensation. Consultant shall, at its sole cost and expense, maintain Statutory Workers' Compensation Insurance and Employer's Liability Insurance for any and all persons employed directly or indirectly by Consultant. The Statutory Workers' Compensation Insurance and Employer's Liability Insurance shall be provided with limits of not less than $1,000,000 per accident. In the alternative, Consultant may rely on a selfinsurance program to meet those requirements, but only if the program of self-insurance complies fully with the provisions of the California Labor Code. Determination of whether a self-insurance program meets the standards of the Labor Code shall be solely in the discretion of the Contract Administrator. The insurer, if insurance is provided, or the Consultant, if a program of self-insurance is provided, shall waive all rights of subrogation against the City and its officers, officials, employees, and volunteers for loss arising from work performed under this Agreement.

4.2 Commercial General and Automobile Liability Insurance.

4.2.1 General requirements. Consultant, at its own cost and expense, shall maintain commercial general and automobile liability insurance for the term of this Agreement in an amount not less than $1,000,000 per occurrence, combined single limit coverage for risks associated with the work contemplated by this Agreement. If a Commercial General Liability Insurance or an Automobile Liability form or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work to be performed under this Agreement or the general aggregate limit shall be at least twice the required occurrence limit. Such coverage shall include but shall not be limited to, protection against claims arising from bodily and personal injury, including death resulting therefrom, and damage to property resulting from activities contemplated under this Agreement, including the use of owned and non-owned automobiles.

4.2.2 Minimum scope of coverage. Commercial general coverage shall be at least as broad as Insurance Services Office Commercial General Liability occurrence form CG 0001 (most recent edition) covering comprehensive General Liability on an "occurrence" basis. Automobile coverage shall be at least as broad as Insurance Services Office Automobile Liability form CA 0001, Code 1 (any auto). No endorsement shall be attached limiting the coverage.

4.2.3 Additional requirements. Each of the following shall be included in the insurance coverage or added as a certified endorsement to the policy:
a. The Insurance shall cover on an occurrence or an accident basis, and not on a claims-made basis.
b. City, its officers, officials, employees, and volunteers are to be covered as insureds as respects: liability arising out of work or operations performed by or on behalf of the Consultant; or automobiles owned, leased, hired, or borrowed by the Consultant.

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c. For any claims related to this Agreement or the work hereunder, the Consultant's insurance covered shall be primary insurance as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Consultant's insurance and shall not contribute with it.
d. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be canceled by either party, except after 30 days' prior written notice has been provided to the City.

4.3 Professional Liability Insurance.

4.3.1 General requirements. Consultant, at its own cost and expense, shall maintain for the period covered by this Agreement professional liability insurance for licensed professionals performing work pursuant to this Agreement in an amount not less than $1,000,000 covering the licensed professionals' errors and omissions. Any deductible or self-insured retention shall not exceed $150,000 per claim.

4.3.2 Claims-made limitations. The following provisions shall apply if the professional liability coverage is written on a claims-made form:
a. The retroactive date of the policy must be shown and must be before the date of the Agreement.
b. Insurance must be maintained and evidence of insurance must be provided for at least five years after completion of the Agreement or the work, so long as commercially available at reasonable rates. c. If coverage is canceled or not renewed and it is not replaced with another claims-made policy form with a retroactive date that precedes the date of this Agreement, Consultant shall purchase an extended period coverage for a minimum of five years after completion of work under this Agreement.
d. A copy of the claim reporting requirements must be submitted to the City for review prior to the commencement of any work under this Agreement.

4.3.3 Additional Requirements. A certified endorsement to include contractual liability shall be included in the policy.

4.4 All Policies Requirements.

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4.4.1 Acceptability of insurers. All insurance required by this section is to be placed with insurers with a Bests' rating of no less than A:VII.

4.4.2 Verification of coverage. Prior to beginning any work under this Agreement, Consultant shall furnish City with complete copies of all policies delivered to Consultant by the insurer, including complete copies of all endorsements attached to those policies. All copies of policies and certified endorsements shall show the signature of a person authorized by that insurer to bind coverage on its behalf. If the City does not receive the required insurance documents prior to the Consultant beginning work, it shall not waive the Consultant's obligation to provide them. The City reserves the right to require complete copies of all required insurance policies at any time.

4.4.3 Deductibles and Self-Insured Retentions. Consultant shall disclose to and obtain the written approval of City for the self-insured retentions and deductibles before beginning any of the services or work called for by any term of this Agreement. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, employees, and volunteers; or the Consultant shall provide a financial guarantee satisfactory to the City guaranteeing payment of losses and related investigations, claim administration and defense expenses.

4.4.4 Wasting Policies. No policy required by this Section 4 shall include a "wasting" policy limit (i.e., limit that is eroded by the cost of defense).

4.4.5 Waiver of Subrogation. Consultant hereby agrees to waive subrogation which any insurer or contractor may require from vendor by virtue of the payment of any loss. Consultant agrees to obtain any endorsements that may be necessary to affect this waiver of subrogation.

The Workers' Compensation policy shall be endorsed with a waiver of subrogation in favor of the entity for all work performed by the consultant, its employees, agents, and subcontractors.

4.4.6 Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein.

4.5 Remedies. In addition to any other remedies City may have if Consultant fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, City may, at its sole option exercise any of the following remedies, which are alternatives to other remedies City may have and are not the exclusive remedy for Consultant's breach:

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 Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under the Agreement;
 Order Consultant to stop work under this Agreement or withhold any payment that becomes due to Consultant hereunder, or both stop work and withhold any payment, until Consultant demonstrates compliance with the requirements hereof; and/or  Terminate this Agreement.

Section 5. INDEMNIFICATION AND CONSULTANT'S RESPONSIBILITIES. Consultant shall, to the fullest extent allowed by law, with respect to all Services performed in connection with this Agreement, defend with counsel acceptable to City, indemnify, and hold City, its officers, employees, agents, and volunteers, harmless from and against any and all claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant, ("Claims"). Consultant will bear all losses, costs, damages, expense and liability of every kind, nature and description that arise out of, pertain to, or relate to such Claims, whether directly or indirectly ("Liability"). Such obligations to defend, hold harmless and indemnify the City shall not apply to the extent that such Liabilities are caused by the sole negligence, active negligence, or willful misconduct of the City.

With respect to third party claims against the Consultant, the Consultant waives any and all rights of any type of express or implied indemnity against the Indemnitees.

Section 6. STATUS OF CONSULTANT.

6.1 Independent Contractor. At all times during the term of this Agreement, Consultant shall be an independent contractor and shall not be an employee of City. City shall have the right to control Consultant only insofar as the results of Consultant's services rendered pursuant to this Agreement and assignment of personnel pursuant to Subparagraph 1.3; however, otherwise City shall not have the right to control the means by which Consultant accomplishes services rendered pursuant to this Agreement. Notwithstanding any other City, state, or federal policy, rule, regulation, law, or ordinance to the contrary, Consultant and any of its employees, agents, and subcontractors providing services under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any and all claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in the California Public Employees Retirement System (PERS) as an employee of City and entitlement to any contribution to be paid by City for employer contributions and/or employee contributions for PERS benefits.

6.2 Consultant Not an Agent. Except as City may specify in writing, Consultant shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent. Consultant shall have no authority, express or implied, pursuant to this Agreement to bind City to any obligation whatsoever.

Section 7. LEGAL REQUIREMENTS.

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7.1 Governing Law. The laws of the State of California shall govern this Agreement.

7.2 Compliance with Applicable Laws. Consultant and any subcontractors shall comply with all laws and regulations applicable to the performance of the work hereunder, including but not limited to, the California Building Code, the Americans with Disabilities Act, and any copyright, patent or trademark law. Consultant's Failure to comply with any law(s) or regulation(s) applicable to the performance of the work hereunder shall constitute a breach of contract.

7.3 Other Governmental Regulations. 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.

7.4 Licenses and Permits. Consultant represents and warrants to City that Consultant and its employees, agents, and any subcontractors have all licenses, permits, qualifications, and approvals of whatsoever nature that are legally required to practice their respective professions. Consultant represents and warrants to City that Consultant and its employees, agents, any subcontractors shall, at their sole cost and expense, keep in effect at all times during the term of this Agreement any licenses, permits, and approvals that are legally required to practice their respective professions. In addition to the foregoing, Consultant and any subcontractors shall obtain and maintain during the term of this Agreement valid Business Licenses from City.

7.5 Nondiscrimination and Equal Opportunity. Consultant shall not discriminate, on the basis of a person's race, religion, color, national origin, age, physical or mental handicap or disability, medical condition, marital status, sex, or sexual orientation, against any employee, applicant for employment, subcontractor, bidder for a subcontract, or participant in, recipient of, or applicant for any services or programs provided by Consultant under this Agreement. Consultant shall comply with all applicable federal, state, and local laws, policies, rules, and requirements related to equal opportunity and nondiscrimination in employment, contracting, and the provision of any services that are the subject of this Agreement, including but not limited to the satisfaction of any positive obligations required of Consultant thereby.

Consultant shall include the provisions of this Subsection in any subcontract approved by the Contract Administrator or this Agreement.

Section 8. TERMINATION AND MODIFICATION.

8.1 Termination. City may cancel this Agreement at any time and without cause upon written notification to Consultant.

Consultant may cancel this Agreement upon 30 days' written notice to City and shall include in such notice the reasons for cancellation.

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In the event of termination, Consultant shall be entitled to compensation for services performed to the effective date of termination; City, however, may condition payment of such compensation upon Consultant delivering to City any or all documents, photographs, computer software, video and audio tapes, and other materials provided to Consultant or prepared by or for Consultant or the City in connection with this Agreement.

8.2 Extension. City may, in its sole and exclusive discretion, extend the end date of this Agreement beyond that provided for in Subsection 1.1. Any such extension shall require a written amendment to this Agreement, as provided for herein. Consultant understands and agrees that, if City grants such an extension, City shall have no obligation to provide Consultant with compensation beyond the maximum amount provided for in this Agreement. Similarly, unless authorized by the Contract Administrator, City shall have no obligation to reimburse Consultant for any otherwise reimbursable expenses incurred during the extension period.

8.3 Amendments. The parties may amend this Agreement only by a writing signed by all the parties.

8.4 Assignment and Subcontracting. City and Consultant recognize and agree that this Agreement contemplates personal performance by Consultant and is based upon a determination of Consultant's unique personal competence, experience, and specialized personal knowledge. Moreover, a substantial inducement to City for entering into this Agreement was and is the professional reputation and competence of Consultant.

Consultant may not assign this Agreement or any interest therein without the prior written approval of the Contract Administrator. Consultant shall not subcontract any portion of the performance contemplated and provided for herein, other than to the subcontractors noted in the proposal, without prior written approval of the Contract Administrator.

8.5 Survival. All obligations arising prior to the termination of this Agreement and all provisions of this Agreement allocating liability between City and Consultant shall survive the termination of this Agreement.

8.6 Options upon Breach by Consultant. If Consultant materially breaches any of the terms of this Agreement, City's remedies shall include, but not be limited to, the following:

8.6.1 Immediately terminate the Agreement;

8.6.2 Retain the plans, specifications, drawings, reports, design documents, and any other work product prepared by Consultant pursuant to this Agreement;

8.6.3 Retain a different consultant to complete the work described in Exhibit A not finished by Consultant; or
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8.6.4 Charge Consultant the difference between the cost to complete the work described in Exhibit A that is unfinished at the time of breach and the amount that City would have paid Consultant pursuant to Section 2 if Consultant had completed the work.

Section 9. KEEPING AND STATUS OF RECORDS.

9.1 Records Created as Part of Consultant's Performance. All reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that Consultant prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the City. Consultant hereby agrees to deliver those documents to the City upon termination of the Agreement. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this Agreement are prepared specifically for the City and are not necessarily suitable for any future or other use. City and Consultant agree that, until final approval by City, all data, plans, specifications, reports and other documents are confidential and will not be released to third parties without prior written consent of both parties.

9.2 Consultant's Books and Records. Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for services or expenditures and disbursements charged to the City under this Agreement for a minimum of three (3) years, or for any longer period required by law, from the date of final payment to the Consultant to this Agreement.

9.3 Inspection and Audit of Records. Any records or documents that Section 9.2 of this Agreement requires Consultant to maintain shall be made available for inspection, audit, and/or copying at any time during regular business hours, upon oral or written request of the City. Under California Government Code Section 8546.7, if the amount of public funds expended under this Agreement exceeds $10,000.00, the Agreement shall be subject to the examination and audit of the State Auditor, at the request of City or as part of any audit of the City, for a period of three (3) years after final payment under the Agreement.

Section 10 MISCELLANEOUS PROVISIONS.

10.1 Attorneys' Fees. If a party to this Agreement brings any action, including an action for declaratory relief, to enforce or interpret the provision of this Agreement, the prevailing party shall be entitled to reasonable attorneys' fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.

10.2 Venue. In the event that either party brings any action against the other under this Agreement, the parties agree that trial of such action shall be vested exclusively in the Consulting Services Agreement between January 18, 2022
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state courts of California in the County of Monterey or in the United States District Court for the Northern District of California.

10.3 Severability. If a court of competent jurisdiction finds or rules that any provision of this Agreement is invalid, void, or unenforceable, the provisions of this Agreement not so adjudged shall remain in full force and effect. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement.

10.4 No Implied Waiver of Breach. The waiver of any breach of a specific provision of this Agreement does not constitute a waiver of any other breach of that term or any other term of this Agreement.

10.5 Successors and Assigns. The provisions of this Agreement shall inure to the benefit of and shall apply to and bind the successors and assigns of the parties.

10.6 Use of Recycled Products. Consultant shall prepare and submit all reports, written studies and other printed material on recycled paper to the extent it is available at equal or less cost than virgin paper.

10.7 Conflict of Interest. Consultant may serve other clients, but none whose activities within the corporate limits of City or whose business, regardless of location, would place Consultant in a "conflict of interest," as that term is defined in the Political Reform Act, codified at California Government Code Section 81000 et seq.

Consultant shall not employ any City official in the work performed pursuant to this Agreement. No officer or employee of City shall have any financial interest in this Agreement that would violate California Government Code Sections 1090 et seq.

Consultant hereby warrants that it is not now, nor has it been in the previous 12 months, an employee, agent, appointee, or official of the City. If Consultant was an employee, agent, appointee, or official of the City in the previous twelve months, Consultant warrants that it did not participate in any manner in the forming of this Agreement. Consultant understands that, if this Agreement is made in violation of Government Code §1090 et seq., the entire Agreement is void and Consultant will not be entitled to any compensation for services performed pursuant to this Agreement, including reimbursement of expenses, and Consultant will be required to reimburse the City for any sums paid to the Consultant.

Consultant understands that, in addition to the foregoing, it may be subject to criminal prosecution for a violation of Government Code § 1090 and, if applicable, will be disqualified from holding public office in the State of California.

10.8 Solicitation. Consultant agrees not to solicit business at any meeting, focus group, or interview related to this Agreement, either orally or through any written materials.

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10.9 Contract Administration. This Agreement shall be administered by the City’s Public Works Director ("Contract Administrator"). All correspondence shall be directed to or through the Contract Administrator or his or her designee.

10.10 Notices. Any written notice to Consultant shall be sent to:

Kate Elliott (Giberson), Director
Harris & Associates
450 Lincoln Avenue, Suite 103
Salinas, CA 93901 .

Any written notice to City shall be sent to:

Rene Mendez, City Manager
City of Gonzales
P.O. Box 647
Gonzales, CA 93926

10.11 Professional Seal. Where applicable in the determination of the contract administrator, the first page of a technical report, first page of design specifications, and each page of construction drawings shall be stamped/sealed and signed by the licensed professional responsible for the report/design preparation. The stamp/seal shall be in a block entitled "Seal and Signature of Registered Professional with report/design responsibility," as in the following example.
_________________________________________
Seal and Signature of Registered Professional with
report/design responsibility.

10.12 Integration. This Agreement, including the scope of work attached hereto and incorporated herein as Exhibits A and B represents the entire and integrated agreement between City and Consultant and supersedes all prior negotiations, representations, or agreements, either written or oral.

Exhibit A Scope of Services
Exhibit B Rate Schedule

10.13 Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be an original and all of which together shall constitute one agreement.

10.14 Non-Responsibility for General Contractor Responsibilities and Duties. Unless otherwise agreed by City and Consultant in writing, nothing in Consultant's services shall Consulting Services Agreement between January 18, 2022
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be construed to mean that Consultant assumes any of the contractual responsibilities or duties of the general contractor. The general contractor is solely responsible for construction means, methods, sequences and procedures used in the construction of a project and for related performance in accordance with its contract with the City. The general contractor shall not be relieved of its responsibility for the safety of the workplace or for the method or manner of construction. The Consultant and its personnel have no authority to exercise any control over or charge of acts or omissions of the general contractor or their employees in connection with the construction work.

The Parties have executed this Agreement as of the Effective Date.

CITY OF GONZALES HARRIS & ASSOCIATES
René L. Mendez, City Manager Kate Elliott (Giberson), Director, Environmental Planning & Compliance
Attest:

Mary Villegas, Deputy City Clerk
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EXHIBIT A

SCOPE OF SERVICES
.

Harris & Associates, Inc.
450 Lincoln Avenue, Suite 103
Salinas, CA 93901
831.789.8670  WeAreHarris.com
Cover Letter  C
December 16, 2021
Patrick Dobbins, Public Works
Director/City Engineer
City of Gonzales
PO Box 647
147 Fourth Street
Gonzales, CA 93926
Request for Qualifications for Professional Planning Services Dear Mr. Dobbins:

Harris & Associates (Harris) appreciates and is excited for the opportunity to assist the City of Gonzales (City) with planning projects and environmental review support. The Harris team, including our local teaming partners, is comprised of professionals and specialists with 15-35 years of relevant planning, permitting, and environmental review experience. Our teaming partners include Albion Environmental for cultural resources, EcoSystems West Consulting Group for biological resources and permitting, and Fehr & Peers for transportation.

Local Firm Qualifications. The majority of work will be performed by the identified key staff who are based in our Salinas office and who have extensive experience with planning support services (staff augmentation), CEQA documentation (categorical exemptions, IS/MNDs, and EIRs), and regulatory compliance (permitting).

Relevant Planning Experience. Our Project Manager/Senior Planner David Mack, AICP, can hit the ground running and provide planning support services seamlessly and efficiently. David and the Harris team are currently providing planning support services to the City of San Juan Bautista, City of Pacific Grove, County of Monterey, and County of Humboldt, which includes processing development and permit applications, preparing staff reports, and presenting at public meetings. We can also assist with preparing and updating general plans, specific plans, and local coastal plans, as our team has experience doing this for the County of Monterey Resource Management Agency (RMA) Planning Department, City of Marina, City of Pacific Grove, and City of San Juan Bautista.

CEQA/NEPA and Technical Expertise. Our in-house team also has extensive experience managing, preparing, and providing third party review for environmental compliance documents, including CEQA/ NEPA documents and supporting technical studies. Our in-house expertise includes air quality, archaeology, biology, geology, greenhouse gas (GHG), hydrology, noise, and water quality. Our team’s permitting specialists have strong working relationships with regulatory agency staff and demonstrated success obtaining required project permits.

Legally Defensible, High Quality Documents. We take great pride in providing well-written, legally defensible documents. Our staff reports are written to be thorough yet concise, with well written summaries, identification of major issues, and detailed findings and evidence within the resolution(s), including consistency with Land Use Plans, Area Plans, and the General Plans. Our environmental documents are comprehensive, meet regulatory requirements, and are based on sound science and substantial evidence—yet written to be easily understood by the general public. The Harris team has worked on many controversial projects, some of which have been subject to and withstood legal challenges.

With a local office located in Salinas, not only will our close proximity assist us in performing the necessary work for the project, but we have a vested interest in having projects in our neighborhood succeed. We look forward to continuing and growing our relationship with the City.

Sincerely,
Harris & Associates, Inc.

Kate Elliott (Giberson)
Director, Environmental Planning & Compliance
831.419.6800
[email protected]
David Mack, AICP (Contact Person)
Project Manager
831.320.0413
[email protected]

STAFF PERSON WE

SHOULD CONTACT

REGARDING THE
PROVIDED SOQ:

David Mack, AICP

TYPE OF
ORGANIZATION:

S Corporation

NUMBER OF YEARS

THE FIRM HAS

PERFORMED RELATED

PROFESSIONAL
SERVICES:

More than 5 years providing
Environmental Services

CONFLICTS OF
INTEREST:

Harris is not aware of any conflicts
of interest

CONTRACT
Harris has carefully
reviewed the City’s standard
Professional Service
Agreement. We do not
anticipate an issue with signing
an agreement. However, based
on our Risk Manager’s review
and recommendations, we
would like the opportunity to
discuss minor adjustments that
benefit both parties included
in the separate envelope
transmitting the Consultant
Rate Schedule.
1  Harris & Associates, Inc.

1. Harris’ Qualifications for this RFQ
Led by Kate Elliott (Giberson) the Harris Environmental Planning & Compliance team has significant experience with providing planning support/staff augmentation and preparing CEQA/NEPA documentation for municipal agencies.

Harris staff with municipal planning experience include: David Mack, AICP, Joseph Sidor, Alec Barton, AICP, Darin Neufeld, AICP, Cecilia Kim, PhD, and Kristin Blackson, PMP. The Harris team has provided contract planning/augmentation services for community planning, project planning, climate adaptation planning, hazard mitigation planning, public outreach and engagement, permit review and processing, regional general permits.

The Harris team possesses the capabilities to process and guide small and large-scale planning projects through the planning permit process, beginning with application review, through staff report preparation, and culminating in successful public hearing presentations to a variety of decision-making bodies (Zoning Administrator, Planning Commission, City Council/Board of Supervisors). Staff members provide technical support to existing municipal staff and integrate seamlessly into the overall team. The Harris team has assisted various municipal agencies including:
• City of Watsonville
• City of Salinas
• City of Marina
• City of Pacific Grove
• City of San Juan Bautista
• City of Escondido
• City of Vista
• County of San Diego
• County of Humboldt
• County of Monterey
Harris prepares CEQA/NEPA documents for a wide variety of development and infrastructure projects, including complex and controversial EIRs, initial studies/ mitigated negative declarations, and categorical exemptions with supporting documentation for infill, roadway, and infrastructure projects.

TECHNICAL APPROACH
“They (Harris staff) are
knowledgeable and feel at home
in our region. They understand the
relationship between Monterey
County, San Benito County, and the
cities in each. They are more than
willing to meet the stakeholders and
players where they plan to develop.”
— Don Reynolds, City Manager,
City of San Juan Bautista
2  Harris & Associates, Inc.

Harris’ Environmental Planning & Compliance team has extensive experience providing planning support services and preparing technical analyses and CEQA documents in compliance with applicable laws, ordinances, rules and regulations. Below is a matrix providing a partial list of our experience on a variety of projects.

PROJECT
Applications, Conditional Use Permits, Special Permits, and/or AppealsEnvironmental Review Process ManagementStaff Reports and PresentationsCEQA Evaluation, Determination, and DocumentationTechnical Studies: Air Quality/GHG, Bio Res, Cultural Res, NoisePublic Hearing PresentationsMonterey County Experience Planning Support Services
City of Marina, Community Development Department Projects*       City of San Juan Bautista, Planning Support Services/Staff Augmentation       County of Monterey, Resource Management Agency, Planning Department Projects       County of Humboldt, Planning Support Services/Staff Augmentation     Environmental Documentation, Technical Studies, and Permitting City of Gonzales, Gloria-Iverson Categorical Exemption   City of Gonzales, Wind Turbine Project*      
City of Pacific Grove, Pacific Grove Monarch Butterfly Sanctuary IS/MND     City of Salinas, NEPA Support Services for HUD Projects     City of Salinas, Salinas Creeks Restoration Programmatic Permit    City of Salinas, Williams Road Improvement Project CEQA Documentation   City of Santa Cruz, Graham Hill Water Treatment Plant Replacement IS/MND    City of Santa Cruz, San Lorenzo River Parkway IS/MND    City of Seaside, CEQA Support for Fort Ord Demolition    City of Santee, Fanita Ranch Development EIR    
City of Solana Beach, Solana 101 Mixed Use Project EIR     City of Soledad, Intersection Improvements PES  
City of Soledad, Regional Recharge Project IS/ND   
City of Watsonville, Climate Action Plan and IS/ND     City of Watsonville, Environmental Justice Element  
City of Watsonville, Lee Road Trail IS/MND and Permitting    City of Watsonville, Mountain Propane Expansion Technical Studies      City of Watsonville, Roache Road Well Project IS/MND    County of Monterey, CEQA Documentation and Permitting for Roadway and Infrastructure Projects: Carmel Valley Road, River Road, Lake San Antonio Water System, Tassajara Culvert    County of Monterey, Las Lomas Bicycle and Pedestrian Project CEQA Documentation and Permitting   
County of Monterey, Palo Colorado Road Culvert and Slope Repair Categorical Exemption, Permitting, Mitigation Plan, and Monitoring    
County of Monterey, Paraiso Resort Final EIR (Traffic Comments)**   County of Monterey, Pebble Beach Inclusionary Housing EIR and Pebble Beach Company Preservation & Development EIR*     
County of Santa Cruz, Freedom Sewer Rehabilitation Project IS/MND    Santa Cruz County Regional Transportation Commission, North Coast Rail Trail EIR     
Transportation Agency of Monterey County, Fort Ord Regional Trail and Greenway EIR       *The planning support services provided for the City of Marina were managed by David Mack, AICP, and Alec Barton, AICP, prior to joining Harris, and for the County of Monterey were managed by Joseph Sidor prior to joining Harris. **CEQA/NEPA environmental documents for the County of Monterey were managed by Kate Elliott (Giberson) prior to joining Harris. 3  Harris & Associates, Inc.

2. Services Harris can Provide
to the City

COMMUNITY PLANNING (GENERAL PLANS,

SPECIFIC PLANS, MASTER PLANS, LONG RANGE

DEVELOPMENT PLANS)
Our purpose at Harris is “Building equitable, resilient, and sustainable communities”. This is embodied in our passion for developing community plans the right way: not just to comply with regulations but to truly improve lives. Harris’ approach involves a comprehensive outreach program to gather input from stakeholders and the community to build consensus and develop a shared vision. We start by understanding each community’s unique history, then conduct an assessment of its current and future needs with a focus on sustainability and resilience.

The Harris team has experience preparing a variety of community plans, including general plans, specific plans, master plans and long-range development plans. We work in partnership with our clients to achieve our shared goals to enhance our communities.

Once the plans are approved, we help our clients apply for and utilize grant funding to implement their projects and realize their planning goals. We work in partnership with our clients and stakeholders, helping communities bring their plans to life while supporting environmental stewardship and sustainable, long-term growth.

Our community planning group continues to grow with our recent new hire Cecilia Kim, PhD, who is a senior planner with extensive experience in urban planning and design and expertise in land use, development regulations, sustainability policies, and community engagement.

CLIMATE, RISK, AND RESILIENCE
Harris works with clients to align goals, objectives, and policies throughout different planning documents to verify a coordinated and systematic approach to managing climate risk and promoting resilience. Specifically, we offer our clients the ability to understand how climate change manifests in a local context and how best to incorporate climate resiliency principles consistently into climate action and adaptation plans, hazard mitigation plans, general plans, master plans, strategic plans, resilient infrastructure designs, and sea-level rise assessments.

Members of our team recently assisted the City of Watsonville with preparing a Climate Action and Adaptation Plan and Local Hazard Mitigation Plan, as well as a General Plan Safety Element Update and Environmental Justice Element.

The Harris team uses advanced geospatial and statistical methods to help clients assess the resulting potential impacts on people, community-serving facilities, and natural systems. These analyses support the development and prioritization of resiliency strategies rooted in social equity. Harris recently assisted the City of Watsonville with its Climate Action and Adaptation Plan that strives for net zero emissions.

The Harris team also provides a systematic approach for evaluating trade-offs between service, cost, and risk of climate impacts throughout a project’s life cycle. Expert knowledge of the operational variability of critical infrastructure when exposed to short term shocks or long term environmental conditions is integral to fully understanding the vulnerability of our client’s assets. A comprehensive understanding of capital improvement and master planning process is critical to developing, financing and implementing comprehensive strategies within a timeframe designed to mitigate impacts on community assets.

Lastly, the Harris team provides resources for navigating and complying with existing and future climate change laws, policies, rules, and regulations. We bring a full team of urban planning specialists, environmental compliance and permitting experts, and engineers who understand the requirements at the project and programmatic level.

ORDINANCE DEVELOPMENT AND ZONING
Harris also has the expertise to assist lead agencies in developing ordinances and associated zoning codes to allow communities to grow in an organized, flexible and sustainable way. Harris’ approach involves a concentrated understanding of the general plans, specific plans, and master plans a lead agency is executing through more detailed regulations applied by ordinances and zoning. The Harris team has experience preparing a variety of ordinances from those planning focused (such as the Del Monte Forest LCP Amendment) to a more technically focused (such as the County of Monterey’s Small Scale and Large Scale Wind Turbines Ordinance). In all cases, we work in partnership with our clients to achieve our shared goals to enhance local communities.
4  Harris & Associates, Inc.

3. How Harris will Deliver
these Services

PROJECT TEAM

PROJECT MANAGER EXPERIENCE, AVAILABILITY AND

RESPONSIVENESS
Harris understands that a high quality project manager is essential to the success of a project, and we hand-selected our managers from the planning/environmental field to provide clients with the highest caliber service. For this project, we have identified David Mack, AICP, as the Project Manager. David has more than 14 years of experience providing planning and environmental services to public agencies in Monterey and San Benito Counties on a wide variety of projects. As the single point of contact, David will provide a handson approach to managing the contract and completing individual task orders. This provides for consistency, continuity, and efficient use of resources when working on multiple tasks.

TECHNICAL TEAM DIVERSITY AND DEPTH
The second step in developing the best project team is to identify staff and subconsultants necessary to provide the depth and breadth of technical expertise needed to provide a timely response to any number of services requested under the Professional Service Agreement. This often includes a combination of in-house staff and subconsultants.

Harris’ in-house environmental services staff have decades of combined experience in California Environmental Quality Act (CEQA) and National Environmental Policy Act (NEPA) compliance, with expertise in project management, impact assessment, and technical writing. We prepare all levels of documentation for all types of projects, from categorical exemptions for infill and infrastructure projects, to initial studies/negative declarations to low impact projects, to environmental impact reports for complex and controversial projects.

We identify concerns and issues early in the process, strategize with the lead agency and our in-house CEQA attorney, and coordinate with responsible agencies and stakeholders as appropriate to determine the best approach for preparing a defensible document and minimizing the risk of legal challenge.

Our in-house technical expertise includes greenhouse gas emissions/ climate change/adaptation reports, air quality studies, biological resources studies, noise reports, hydrologic modeling, water quality assessments, public facilities financing, grant writing, local hazard mitigation plans, water and wastewater system assessments, and mitigation development and implementation, .

To provide flexibility and access to additional resources, our teaming partners include Albion Environmental for cultural resources, EcoSystems West for biological resources and permitting, and Fehr & Peers for transportation.

Our Project Manager will facilitate the project team to function as one cohesive unit, regardless of whether the staff are in-house or with a subconsultant firm, primarily through effective communication and quality assurance as described on the next page.

TASK ORDERS
We understand that task orders issued under this contract may include, but not be limited to, preparation of environmental documentation for ordinance updates and code changes, general plan and community plan updates, focused plan amendments, park plans, climate adaptation and resiliency plans, historic district formation, and implementation of statewide legislation. Services may include preparation of preliminary environmental constraints analyses, grant applications, public facilities financing plans, CEQA and NEPA compliant technical studies and environmental impact evaluation, technical and professional support (public outreach, resource agency permitting, and inter-jurisdictional coordination/ review, etc.).

Initiation
For each task order, our Project Manager will:
• Coordinate with the City to gather a thorough understanding of the project
• Identify task leads and key staff from our project team based on subject matter expertise and experience
• Develop a detailed and tailored scope of work, cost estimate, and schedule with input from the technical experts based on available information, our experience, and coordination with the City • Review scope and schedule with CEQA Advisor/EPC Director to allocate appropriate firm resources
• Review cost estimate for accuracy in rates and formulas • Once the task order has been approved, key staff will meet with the City to formally kick-off the task order. All studies and project deliverables will be prepared in accordance with applicable regulatory requirements and guidelines.
5  Harris & Associates, Inc.

Communication
Communication is the project manager’s primary role, as the success of any project is dependent upon frequent and effective communication. Harris’ guiding principles include the following:
• The Project Manager serves as the primary point of contact for the client to increase responsiveness and minimize confusion. • Regular/ongoing communication with the City’s project management staff is necessary to discuss the project status, emerging issues, schedule milestones, and other relevant information to avoid surprises and find the best solutions as early as possible.
• Regular communication with the project team is essential to keeping them informed and engaged. Our Project Manager will send out regular email updates and hold open discussion sessions to disseminate information and receive team feedback.
• We will actively manage the administrative record, including the transfer of project-related information via email. Our team will adhere to the established communication protocol.
• We will prepare and distribute action item lists to summarize items discussed at meetings and during phone calls for
everyone’s alignment, understanding and agreement on decisions and actions.
• Use Microsoft Outlook to schedule meetings and conference calls with the City’s project management staff and with the project team.
• To transmit large document files and share information amongst the team, Harris will set up a project-specific Dropbox file or utilize a different file transfer system (e.g., ftp site) if it’s the City’s preference.

Compliance with Statewide Legislation
Our state lawmakers stay hard at work developing legislation to improve and streamline CEQA, as well as guide local and statewide planning efforts for the good of the public. This keeps agencies on their toes trying to keep up with current requirements and achieve compliance. The Harris team is uniquely qualified to help the City maintain compliance with statewide legislation. Our team includes William (Bill) Halligan, CEQA attorney, and Kristin Blackson, and both are on the Association of Environmental Professionals Legislative Committee and closely connected with upcoming legislative bills that could affect the CEQA and planning processes.

Managing Subconsultants
Harris reviews the work of all of our subconsultants before submitting reports to clients to verify that all project deliverables are consistent and accurately reflect project components. Harris has in-house technical specialists who can peer review subconsultant work to confirm that methodologies and analyses are accurate and completed using the most current industry standards. Further, Harris uses similar communication methods, scheduling, and budget control measures as described in this section when managing our subconsultants.

Regular communication and clear direction on scope of work details, schedules, and budgets are essential to a successful relationship between Harris and our subconsultants.

Administrative Record
Maintaining a complete administrative record throughout a project or task lifecycle is important for producing a transparent process and preparing legally defensible documents. We will actively manage the team communication aspect of the administrative record (ie: email) to minimize discussion of preliminary approach, impacts, and mitigation measures for sensitive issues until final decisions have been made.

The administrative record may include background documents and studies, database searches, photos and site visit notes, resource agency input, and information obtained during meetings and conference calls. Harris will track and catalogue the administrative record during preparation of draft and final analyses and documents. All references cited in the document will be provided as electronic files prior to public release of the document.

Public Outreach
Harris understands that communicating with the public in a timely and thoughtful manner is an important responsibility of the City. We pride ourselves in preparing scientific technical documents that can be easily understood by the general public and help communicate findings at public meetings. Sometimes, particularly for planning or controversial projects, additional outreach beyond CEQA requirements is prudent.

Our planners, including Cecilia Kim, have experience with public outreach for urban planning, long range planning, and the CEQA process. When needed, the Harris team will formulate a strategy/ logistics plan to provide the public with comprehensive project information, a unified message, and participation opportunities to meet all CEQA requirements. We will synchronize the outreach program with the CEQA process to be meaningfully informed and shaped by the community’s input. The strategy plan will explore community values and forecast potential concerns, identify stakeholders, and determine the best ways/methods to engage them, including accommodations for special needs such as language and accessibility.
6  Harris & Associates, Inc.

Beyond CEQA-required notices and hearings, outreach techniques including eBlasts, social media alerts, website pages, information lines, regularly scheduled meetings (community wide and one-onone), pop-up tents at local gathering places or festivals, and rotating presentations with key stakeholder groups can be used during the CEQA process and maintained through plan implementation to establish communication continuity and strengthen City relationships with its stakeholders and the community.

Innovative Software
Harris uses several innovative software tools for schedule and budget management, reporting, and document sharing.

BUDGET MANAGEMENT
Harris uses VantagePoint, a Deltek-based financial system that tracks and provides daily, weekly, and monthly labor summaries, which are shown by job and task. Project managers can readily access information on the individuals who have charged to the task, the number of hours they have charged, the total dollar value of the labor charged against the task, and the remaining budget available. Monthly summaries, which provide labor and non-labor charges by task for each billing period, are the basis of preparing monthly invoices.

OFFICE 365
Harris subscribes to Microsoft Office 365, a cloud-based platform for using Office applications, such as Word and Excel. Office 365 files are saved online where users can access them from anywhere with an internet connection and see edits made by colleagues in real time.

This enables multiple staff to review and edit a document without compromising completed work or risking version control issues.

Harris environmental staff regularly use this program to efficiently prepare and revise CEQA/NEPA documents.

DROPBOX
Harris subscribes to Dropbox Business, a secure, cloud-based file sharing service. Through Dropbox Business, Harris staff can share files and documents with subconsultants, the City, and internal colleagues. Harris will set up a project-specific Dropbox folder for each project to transmit large files and share information amongst the team.

SCHEDULE
The Project Manager will be responsible for assuring overall adherence to the project schedule. To accomplish this, internal milestones and deadlines for deliverables will be established for each task order with emphasis on maintaining the integrity of the critical path for achieving the specified project completion date.

On a regular basis, the Project Manager will compare actual progress and milestone achievements to the project schedule, . Significant deviations or problems in meeting the schedule will be identified, and any necessary corrections or modifications will be made. All actual or potential conflicts with other project requirements will be resolved through discussions with the professional staff.

Area proposed for future residential
development/expansion
7  Harris & Associates, Inc.

QUALIFICATIONS AND

MANAGEMENT

1. Project Team
The team identified to support the City is shown on the organization chart on the following page. The number of staff to complete each project may vary based on the specific project needs. Harris has a 25+ person Environmental Planning + Compliance team to draw talent from on any given project. Harris utilizes a three month look-ahead staffing process to determine availability for well-matched staff to be placed on projects. “Harris has provided staff support
services and environmental
consulting to Humboldt County
to address a high volume of
cannabis applications. Harris
has effectively adapted to the
Humboldt County process and
style providing professional and
high quality work. This has been
particularly evident in presenting
projects to the Humboldt County
Planning Commission and Zoning
Administrator where Harris has
demonstrated they understand
the projects they are presenting.”
—John Ford, Director of Planning and
Building, County of Humboldt
With team members based out of our Salinas office, our team members will be able to easily travel to the City. 8  Harris & Associates, Inc.

ORGANIZATIONAL CHART
City of Gonzales
Planning Support Services
Planners
David Mack, AICP 🔑
Joseph Sidor 🔑
Alec Barton, AICP 🔑
Cecilia Kim, PhD
Darin Neufeld, AICP
CEQA/NEPA Documentation, Technical Studies, Permitting
CEQA/NEPA Project Managers
Joseph Sidor
David Mack, AICP
Kristin Blackson, PMP
Kate Elliott (Giberson)
CEQA Attorney
William Halligan, Esq.

Air Quality/Greenhouse Gas/
Noise
Sharon Toland
Kelsey Hawkins
Biological Resources/
Permitting
Erin McGinty (E)
Justin Davilla (E)
Cultural Resources
Doug Ross, PhD, RPA (A)
Sarah Nicchitta (A)
Geology/Soils/Hydrology/
Water Quality
Sarah Faraola
Transportation
Daniel Rubins, PE (F)
Other Topics
Alec Barton, AICP
Yliana Ortega
Kelsey Hawkins
Project Manager/Senior Planner/
Point of Contact
David Mack, AICP 🔑
Project Director/
Team Supervisor
Kate Elliott (Giberson) 🔑
Key Personnel
(F) Fehr & Peers
(A) Albion Environmental
(E) EcoSystems West Consulting Group
Planning Documents
General Plans/Specific Plans/
Community Plans
Cecilia Kim, PhD
Joseph Sidor
David Mack, AICP
Climate Action and
Adaptation Plans
Darin Neufeld, ACIP
Sharon Toland
Housing Element/
Environmental Justice
Elements
Hitta Mosesman
Irlanda Martinez
This organization chart identifies the
project team that have extensive experience
with planning support services, CEQA
documentation, and regulatory compliance.

Our key staff are based in our Salinas
office. Qualifications and relevant project
experience are summarized for all staff in
their resumes located in the appendix of
this proposal.

Consulting Services Agreement between December 6, 2021
City of Gonzales and Cannon Associates --Exhibit B Page 1 of 1 1168358

EXHIBIT B

RATE SCHEDULE

STANDARD HOURLY BILLING RATES
FOR ENVIRONMENTAL PLANNING + COMPLIANCE STAFF

CITY OF GONZALES

ON-CALL PLANNING SUPPORT
Effective January 1 - December 31, 2022
Staff Title Hourly Billing Rate
Project Directors
Bill Halligan Senior Director/Environmental Counsel $300/$350 Kate Giberson Director/Senior PM $280
Project Managers
David Mack PM/Senior Planner $190
Emily Mastrelli PM/Senior Biologist $155
Joe Sidor PM/Planner III $165
Sharon Toland PM/Air Quality, GHG, Noise Specialist $185 Project Analysts
Alec Barton Planner/Environmental Analyst $130
Sarah Faraola Geologist/Environmental Analyst $110
Kelsey Hawkins Environmental Analyst $120
Katie Laybourn Biologist/Environmental Analyst $130
Yliana Ortega Environmental Analyst $130
Technical and Administrative Support
Randy Deodat GIS Specialist $150
Lindsey Messner Publications Specialist/Technical Editor $140 EP+C SERVICES HOURLY RATE
Project Directors $220-300
Project Managers $160-225
Project Analysts $90-185
Technical Support $75-160
Administrative Support $60-135
Notes:

Rates are subject to adjustment due to promotions during the effective period of this schedule.

A new rate schedule will become effective January 1st of every year.

Unless otherwise indicated in the cost proposal or noted below, hourly rates include most direct costs such as travel, equipment, computers, communications and reproduction (except reports and large quantities).

When applicable, the following charges will be added to projects:
 Production
o Black & white printing $0.02/page (8.5x11) and $0.03/page (11x17) o Color printing will be $0.06/page (8.5x11) and $0.08/page (11x17)  Data-Gathering Tools
o Harris Drone, GPS Unit, Noise Monitor – $100/day or add $10/hr to billing rate  Vehicles and Mileage
o Harris Vehicle – $50/day
o Mileage will be charged at the current IRS rate of $0.560/mile  All subconsultant charges and other direct costs are subject to a 10% markup.

Consulting Services Agreement between January 18, 2022
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1168358

NON-EXCLUSIVE CONSULTING SERVICES AGREEMENT BETWEEN THE CITY OF GONZALES

AND HR & ASSOCIATES FOR VARIETY OF PLANNING SERVICES
THIS AGREEMENT for consulting services is made by and between the City of Gonzales ("City") and HR & Associates ("Consultant") (together sometimes referred to as the "Parties") as of January 18, 2022 (the "Effective Date").

The City will pay Consultant’s invoices under each authorized Task Order on an hourly not-to-exceed basis.

The hourly rates in Exhibit B apply to all Task Orders. City shall pay Consultant for services rendered pursuant to this Agreement at the time and in the manner set forth herein. The payments specified below Consulting Services Agreement between January 18, 2022
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shall be the only payments from City to Consultant for services rendered pursuant to this Agreement.

2.3 <<Not Used>>

2.4 Total Payment. City shall pay for the services to be rendered by Consultant pursuant to this Agreement. City shall not pay any additional sum for any expense or cost whatsoever Consulting Services Agreement between January 18, 2022
City of Gonzales and HR Associates Page 3 of 13
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incurred by Consultant in rendering services pursuant to this Agreement. City shall make no payment for any extra, further, or additional service pursuant to this Agreement.

2.5 Hourly Fees. Fees for work performed by Consultant on an hourly basis shall not exceed the amounts shown on the compensation schedule attached hereto as Exhibit A.

2.6 Reimbursable Expenses. Any reimbursable expenses are included in the authorized contract amount and shall be approved by city staff in advance.

2.7 Payment of Taxes. Consultant is solely responsible for the payment of employment taxes incurred under this Agreement and any similar federal or state taxes.

Section 3. FACILITIES AND EQUIPMENT. Consultant shall, at its sole cost and expense, provide all facilities and equipment that may be necessary to perform the services required by this Agreement.

Consulting Services Agreement between January 18, 2022
City of Gonzales and HR Associates Page 4 of 13
1168358

4.2 Commercial General and Automobile Liability Insurance.

Consulting Services Agreement between January 18, 2022
City of Gonzales and HR Associates Page 5 of 13
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c. For any claims related to this Agreement or the work hereunder, the Consultant's insurance covered shall be primary insurance as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Consultant's insurance and shall not contribute with it.
d. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be canceled by either party, except after 30 days' prior written notice has been provided to the City.

4.3 Professional Liability Insurance.

4.3.3 Additional Requirements. A certified endorsement to include contractual liability shall be included in the policy.

4.4 All Policies Requirements.

Consulting Services Agreement between January 18, 2022
City of Gonzales and HR Associates Page 6 of 13
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4.4.1 Acceptability of insurers. All insurance required by this section is to be placed with insurers with a Bests' rating of no less than A:VII.

4.4.4 Wasting Policies. No policy required by this Section 4 shall include a "wasting" policy limit (i.e., limit that is eroded by the cost of defense).

The Workers' Compensation policy shall be endorsed with a waiver of subrogation in favor of the entity for all work performed by the consultant, its employees, agents, and subcontractors.

Consulting Services Agreement between January 18, 2022
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 Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under the Agreement;
 Order Consultant to stop work under this Agreement or withhold any payment that becomes due to Consultant hereunder, or both stop work and withhold any payment, until Consultant demonstrates compliance with the requirements hereof; and/or  Terminate this Agreement.

With respect to third party claims against the Consultant, the Consultant waives any and all rights of any type of express or implied indemnity against the Indemnitees.

Section 6. STATUS OF CONSULTANT.

Section 7. LEGAL REQUIREMENTS.

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7.1 Governing Law. The laws of the State of California shall govern this Agreement.

Consultant shall include the provisions of this Subsection in any subcontract approved by the Contract Administrator or this Agreement.

Section 8. TERMINATION AND MODIFICATION.

8.1 Termination. City may cancel this Agreement at any time and without cause upon written notification to Consultant.

Consultant may cancel this Agreement upon 30 days' written notice to City and shall include in such notice the reasons for cancellation.

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In the event of termination, Consultant shall be entitled to compensation for services performed to the effective date of termination; City, however, may condition payment of such compensation upon Consultant delivering to City any or all documents, photographs, computer software, video and audio tapes, and other materials provided to Consultant or prepared by or for Consultant or the City in connection with this Agreement.

8.3 Amendments. The parties may amend this Agreement only by a writing signed by all the parties.

8.6 Options upon Breach by Consultant. If Consultant materially breaches any of the terms of this Agreement, City's remedies shall include, but not be limited to, the following:

8.6.1 Immediately terminate the Agreement;

8.6.2 Retain the plans, specifications, drawings, reports, design documents, and any other work product prepared by Consultant pursuant to this Agreement;

Section 9. KEEPING AND STATUS OF RECORDS.

Section 10 MISCELLANEOUS PROVISIONS.

10.2 Venue. In the event that either party brings any action against the other under this Agreement, the parties agree that trial of such action shall be vested exclusively in the Consulting Services Agreement between January 18, 2022
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state courts of California in the County of Monterey or in the United States District Court for the Northern District of California.

10.4 No Implied Waiver of Breach. The waiver of any breach of a specific provision of this Agreement does not constitute a waiver of any other breach of that term or any other term of this Agreement.

10.5 Successors and Assigns. The provisions of this Agreement shall inure to the benefit of and shall apply to and bind the successors and assigns of the parties.

10.8 Solicitation. Consultant agrees not to solicit business at any meeting, focus group, or interview related to this Agreement, either orally or through any written materials.

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10.10 Notices. Any written notice to Consultant shall be sent to:

Rob Mullane, Principal
HR & Associates
829 10th Street, Suite A
Paso Robles, CA 93446
.

Any written notice to City shall be sent to:

Rene Mendez, City Manager
City of Gonzales
P.O. Box 647
Gonzales, CA 93926

Exhibit A Scope of Services

10.13 Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be an original and all of which together shall constitute one agreement.

10.14 Non-Responsibility for General Contractor Responsibilities and Duties. Unless otherwise agreed by City and Consultant in writing, nothing in Consultant's services shall be construed to mean that Consultant assumes any of the contractual responsibilities or Consulting Services Agreement between January 18, 2022
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duties of the general contractor. The general contractor is solely responsible for construction means, methods, sequences and procedures used in the construction of a project and for related performance in accordance with its contract with the City. The general contractor shall not be relieved of its responsibility for the safety of the workplace or for the method or manner of construction. The Consultant and its personnel have no authority to exercise any control over or charge of acts or omissions of the general contractor or their employees in connection with the construction work.

The Parties have executed this Agreement as of the Effective Date.

CITY OF GONZALES HR ASSOCIATES
René L. Mendez, City Manager Rob Mullane, Principal
Attest:

Mary Villegas, Deputy City Clerk
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City of Gonzales and HR Associates --Exhibit B Page 1 of 1 1168358

EXHIBIT A

SCOPE OF SERVICES
.

Phone: 805.350.3282
hrandassociates.org
HR & Associates
829 10th Street, Suite 101
Paso Robles, CA 93446
January 6, 2022
HR & Assoc. Project Numbers: 2022-01 and 2022-02
René Mendez, City Manager
City of Gonzales
P.O. Box 647
Gonzales, CA 93926 via email: [email protected] [email protected]
Re: Proposal for On-Call Planning Services for Vista Lucia and Puente del Monte Annexation Applications
Dear Mr. Mendez:

Enclosed herein is HR & Associates’ proposal for on-call planning services to assist with the preparation of the Vista Lucia Annexation Application and Puente del Monte Annexation Application on behalf of the City of Gonzales. The annexation requests may be considered concurrently as a single annexation application to the Monterey County Local Agency Formation Commission (LAFCO). Alternatively, depending on if the timelines need to be separated, two separate applications may need to be submitted.

For the purposes of this proposal, it is assumed that two separate annexation applications will need to be prepared, although should they be consolidated into a single application, the scope of work may be slightly less with an associated, slightly lower expense.

Background and Understanding of the Assignment
The City has requested assistance in compiling the necessary LAFCO application packet materials for the Vista Lucia Annexation and Puente del Monte Annexation for submittal to LAFCO. An administrative draft Specific Plan has been prepared for both developments, and work has commenced on each project’s Supplemental Environmental Impact Report (SEIR). The City continues to work with both developers and their consultant teams to ready draft Specific Plans and draft SEIRs for public review.

The City wishes to have the annexation application packets as complete as possible by the time that the project approvals and SEIRs are acted upon by the City Council, so City of Gonzales
On-Call Planning Services for Annexation Applications
2 that the annexation application can be submitted as soon as possible after certification of the SEIRs. The both annexation areas are already within the City’s Sphere of Influence, and as such, the City may proceed with the annexation applications, once the SEIRs are certified, and City approvals and authorizations are in place.

Scope of Work

1. Preparation of Annexation Application Packets
The primary task would be to prepare the annexation application packets and submit these to City Staff for review and then to LAFCO. HR & Associates staff (hereafter, planning consultant) will complete the LAFCO annexation application forms and gather supporting materials identified in the LAFCO Application Checklist. Components of the annexation application checklist include:

1. City Council Resolution of Application to LAFCO

2. Cover Letter/Written Request for LAFCO Action

3. Application Form

4. Plan for Providing Services including capacity of existing systems and financing for any needed improvements

5. Analysis of City-Related LAFCO Policies and conformity with the 2014 Memorandum of Agreement between the City of Gonzales and the County of Monterey

6. Annexation Map and Legal Description

7. Environmental Clearance Documentation

8. City-County Property Tax Transfer Agreement adopted by both the City Council and the County Board of Supervisors

9. Ordinance Designating Pre-Zoning of Affected Property

10.Form Consenting to Inclusion of Property (this is an optional application item and would be presented to the property owners within the annexation area)

11.Additional / Proposal-Specific Documents including
• A description of all steps being proposed (e.g. offsite conservation easements) to offset the proposal’s impacts on agricultural land as well as agricultural buffers that are being proposed
• A discussion as to the likely commencement of construction for lands within the proposal area (typically this should be five years or less)

12.LAFCO Processing and Filing Fees:
• A check made out to LAFCO for processing of the application City of Gonzales
On-Call Planning Services for Annexation Applications
3 • State Department of Fish and Game environmental review fee (unless verification can be provided that this fee has already been paid). • State Board of Equalization filing fee (prior to recordation requirement) Planning consultant will be responsible for compiling the annexation applications and coordinating with the City Manager, Assistant City Manager, Public Works Director and other City staff as warranted.

As warranted, planning consultant will work with the appropriate specialists on the respective development teams such as a licensed land surveyor and title company for technical materials needed for the annexation application packet. This includes a map of the annexation area that conforms to the State Board of Equalization requirements as outlined in the State Board’s “Change of Jurisdictional Boundary: Requirements for Statements, Geographic Descriptions, Maps and Fees.” This may also include civil engineering conceptual plans or drawings depicting the planned infrastructure improvements.

Anticipated Level of Effort: 152 staff hours (for work on both annexations) Anticipated Cost: $26,600.00

2. On-call services for Actions Required prior to Filing Annexation Applications Planning Consultant will assist with the processing of the various City and County approvals and agreements that are required for the Annexation Application. This would include preparing and presenting the staff report materials for the Planning Commission and City Council Resolution authorizing staff to submit the annexation application to LAFCO, the Planning Commission and City Council staff reports for the Pre-Zoning Ordinance, and assistance with the staff report and City Council Resolution for the tax sharing agreement. Planning consultant would also be available to work with County staff to ensure that the County’s tax sharing agreement resolution is completed and heard in a timely manner.

Anticipated Level of Effort: 36 staff hours
Anticipated Cost: $6,300.00

3. Meetings and Project Management
Planning consultant will maintain, and update as necessary, an overall project schedule.

The initial draft of this schedule will be developed within four weeks of task order or contract execution and project initiation.

Planning consultant will organize and coordinate a monthly project status meeting for each (or both) annexation projects. This meeting will be with City staff to provide an update on progress made on the annexation application, identify new issues, information needs, and concerns. As needed, members of each developer’s project City of Gonzales
On-Call Planning Services for Annexation Applications
4 team and the SEIR project manager will be invited to participate. Planning consultant will prepare and circulate the meeting agenda at least two working days before each meeting. Planning consultant will be responsible for compiling meeting notes, which will highlight identified action items, responsible person, and required timing. These meetings may be in person, or they may be conducted by telephone, Zoom or Teams virtual internet platforms, or a similar video meeting platform.

Consultant will report to the City Manager or his designee. Typically, this would be at least once every week or once every two weeks via phone or in person to resolve any issues or questions and to keep the City informed of the progress on all task components. Invoices will be prepared monthly and include a cover letter noting key tasks fielding over the billing period and any issues requiring resolution.

Anticipated Level of Effort: included within Scope of Work Items 1 and 2, above Anticipated Cost: no additional cost
Deliverables
All deliverables will be sent to the City electronically via email, except for the original and three copies of the Final Annexation Application packet. Deliverables include the following:

1. Draft Annexation Application packets including all required background materials

2. Final Annexation Application packets

3. Draft and Final Planning Commission and City Council staff reports

4. Draft (if desired) and Final PowerPoint presentations for Planning Commission and City Council
Anticipated Duration of the Project
The anticipated duration of the project will be refined after initiation of work and initial meetings with City staff; however, it is assumed that the duration of the assignment will be approximately four to six months.

Optional Tasks
Optional Task #1: LAFCO Assistance
Consultant will coordinate with LAFCO staff to schedule a pre-application meeting involving LAFCO staff, Consultant, City staff, County Planning staff, members of the Pembrook and Jackson Family Vineyards Development Teams, and one or more representatives of the annexation area property owners to provide an overview of the Vista Lucia and Puente del Monte projects, go over LAFCO’s annexation application requirements, and receive any preliminary comments from LAFCO and County staff.

Consultant will record the action items identified in the pre-application meeting and City of Gonzales
On-Call Planning Services for Annexation Applications
5 distribute that to the attendees.

Consultant will also be responsible for coordinating with City staff, development team members, and/or property owner representatives regarding the necessary application fees, representing the City at meetings with LAFCO, Monterey County, and if applicable, the local land trust, as well as serving as a liaison with LAFCO staff throughout the process.

Anticipated Level of Effort: 20 staff hours.

Anticipated Cost: $3,500.00
Optional Task #2: LAFCO Hearing Support
Consultant will attend LAFCO hearings to address any questions from the LAFCO Board. This scope assumes attendance at up to two such public hearings and coordination with LAFCO staff regarding issues raised in the LAFCO staff report. If desired by the City, Consultant can prepare comments and/or a presentation to the LAFCO Board in support of the application.

Anticipated Level of Effort: 14 staff hours
Anticipated Cost: $2,450.00
Optional Task #3: Post-LAFCO Approval Project Management If desired by the City, Consultant will assist with the clearance of prior to recordation conditions imposed by LAFCO as part of any approved annexation. This would include coordinating the finalization of any required agricultural buffer easements, facilitating the resolution of any agricultural lands mitigation requirements, and following-up with LAFCO staff to ensure that the annexation is moving smoothly towards recordation of the certificate of completion.

Anticipated Level of Effort: 24 staff hours
Anticipated Cost: $4,200.00
Staffing and Qualifications
All components of this assignment will be completed by Mr. Rob Mullane, AICP, Principal of HR & Associates. Mr. Mullane has 25 years of planning and municipal services experience as well as extensive project management experience. He has worked in a variety of municipalities as a staff planner, Community Development Director, and as a planning consultant. This prior experience includes several jurisdictions in Monterey County. Mr. Mullane has been assisting the City of Greenfield with processing planning applications as well as long-range planning assignments for the last two and a half years. This included processing on behalf of Greenfield an City of Gonzales
On-Call Planning Services for Annexation Applications
6 annexation application for the Mira Monte Annexation Area and Vesting Tentative Map.

Mr. Mullane’s resume is attached, and references are available upon request.

Cost and Assumptions
Mr. Mullane will provide the on-call planning services identified in Scope of Work Items 1 through 3 for a not-to-exceed cost of $32,900.00. Invoices will be submitted monthly and will be due 30 days from submittal. For this assignment, no mileage costs will be charged; however, travel time to attend project-related meetings will be billed to the project. Mr. Mullane’s billing rate for this assignment is $175 per hour, assuming that the assignment does not extend into 2023, as billing rates are reviewed and adjusted annually.

Budget for any incidental direct costs will not be billed to the project. The cost and timeframe assume steady progress on deliverables for the Revised Draft Specific Plans and SEIRs for each development, and that the City’s CEQA consultant, or City staff, is responsible for filing the associated Notice of Determination. The cost also assumes that the information in the draft or administrative draft SEIR documents and/or the draft Specific Plans contains sufficient detail to inform the LAFCO application form, such that additional analysis of adequate public services and of agricultural resource protection is not required of the planning consultant.

Optional services noted in Optional Tasks 1, 2, and 3, above may be incorporated upon City request. Additional work will only commence after receiving written City authorization.

I appreciate the opportunity to assist the City with the Vista Lucia and Puente del Monte Annexation Application processes. This scope of work is fully-negotiable to meet the City’s needs for this assignment. If you have any questions or would like to further discuss the scope of work, please do not hesitate to contact me at (805) 350-3282 or via email at [email protected]. Thank you.

Gonzales City CouncilJanuary 18, 2022

Gonzales City Council
January 18, 2022