Gonzales City Council
September 15, 2025

RESOLUTION NO. 2025 -70

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GONZALES

AUTHORIZING THE CITY MANAGER TO SIGN A CONSULTANT SERVICES

AGREEMENT BETWEEN THE CITY OF GONZALES AND EMC PLANNING

GROUP FOR THE PREPARATION OF AN ENVIRONMENTAL IMPACT REPORT

FOR THE PUENTE DEL MONTE SPECIFIC PLAN
WHEREAS, on April 7, 2025, the City received a revised application for the Puente Del Monte Specific Plan and an associated Reimbursement Agreement; and WHEREAS, consultant services are deemed necessary for processing the required Environmental Impact Report under the California Environmental Quality Act; and WHEREAS, the applicant has agreed to reimburse all expenses related to this contract; and
WHEREAS, the applicant and EMC have agreed to remove the traffic operations analysis from the scope of work, reducing the overall cost by $93,500.

NOW THEREFORE, BE IT RESOLVED that the City Manager is authorized to sign a Consultant Services Agreement between the City of Gonzales and EMC Planning Group, for Preparation of the Environmental Impact Report for the Puente Del Monte Specific Plan. The Consulting Services Agreement and its Scope of Work and $255,475 budget are attached to this resolution.

PASSED AND ADOPTED at a regular meeting of the City Council of the City of Gonzales duly held on the 15th day of September 2025, by the following vote:

AYES: COUNCILMEMBERS:

NOES: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:
____________________________
Jose Rios, The Honorable Mayor
ATTEST:
_____________________________
Mary Villegas, Deputy City Clerk
RESOLUTION NO. 2025-70

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GONZALES THAT THE

CITY MANAGER BE AUTHORIZED TO SIGN A CONSULTANT SERVICES

AGREEMENT BETWEEN THE CITY OF GONZALES AND EMC PLANNING GROUP

FOR PREPARATION OF AN ENVIRONMENTAL IMPACT REPORT FOR THE PUENTE DEL MONTE SPECIFIC PLAN.

WHEREAS, on April 7, 2025, the City received a revised application for the Puente Del Monte Specific Plan and an associated Reimbursement Agreement; and WHEREAS, consultant services are deemed necessary for processing the required Environmental Impact Report under the California Environmental Quality Act; and WHEREAS, the applicant has agreed to reimburse all expenses related to this contract; and WHEREAS, the applicant and EMC have agreed to remove the traffic operations analysis from the scope of work, reducing the overall cost by $93,500.

NOW THEREFORE, BE IT RESOLVED that the City Manager is authorized to sign a Consultant Services Agreement between the City of Gonzales and EMC Planning Group, for Preparation of the Environmental Impact Report for the Puente Del Monte Specific Plan. The Consulting Services Agreement and its Scope of Work and $255,475 budget are attached to this resolution as Exhibit A.

PASSED AND ADOPTED at a regular meeting of the City Council of the City of Gonzales duly held on the 15th day of September 2025, by the following vote:

AYES: COUNCILMEMBERS:

NOES: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:
_______________________________
Jose Rios, The Honorable Mayor
ATTEST:
__________________________
Mary Villegas, Deputy City Clerk
Consulting Services Agreement between September 15, 2025 City of Gonzales and EMC Planning Group Page 1 of 13

CONSULTING SERVICES AGREEMENT BETWEEN
THE CITY OF GONZALES AND EMC PLANNING GROUP.

THIS AGREEMENT for consulting services is made by and between the City of Gonzales ("City") and EMC Planning Group, ("Consultant") (together referred to as the "Parties") as of September 15, 2025, (the "Effective Date").

Section 1. 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 31, 2026, the date of completion specified in Exhibit A, and Consultant shall complete the work described in Exhibit A on or before that date, 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. City hereby agrees to pay Consultant a sum not to exceed $255,475 notwithstanding any contrary indications that may be contained in Consultant's proposal, for services to be performed and reimbursable costs incurred under this Agreement. In the event of a conflict between this Agreement and Consultant's proposal, attached as Exhibit A, regarding the amount of compensation, the Agreement shall prevail. 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 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 Consulting Services Agreement between September 15, 2025 City of Gonzales and EMC Planning Group Page 2 of 13
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 progress bills; 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;
 At City's option, for each work item in 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 monthly 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 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.

Consulting Services Agreement between September 15, 2025 City of Gonzales and EMC Planning Group Page 3 of 13

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. Reimbursable expenses are specified below and shall not exceed $2,587.50. Expenses not listed below are not chargeable to City. Reimbursable expenses are included in the total amount of compensation provided under this Agreement that shall not be exceeded.

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.

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 Consulting Services Agreement between September 15, 2025 City of Gonzales and EMC Planning Group Page 4 of 13
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.
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.

Consulting Services Agreement between September 15, 2025 City of Gonzales and EMC Planning Group Page 5 of 13
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 $2,000,000 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.

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 Consulting Services Agreement between September 15, 2025 City of Gonzales and EMC Planning Group Page 6 of 13
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 coverage 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:
 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.

Consulting Services Agreement between September 15, 2025 City of Gonzales and EMC Planning Group Page 7 of 13
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.

Notwithstanding the foregoing, to the extent this Agreement is a "construction contract" as defined by California Civil Code section 2783, as may be amended from time to time, such duties of Consultant to indemnify shall not apply when to do so would be prohibited by California Civil Code Section 2782.

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.

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 Consulting Services Agreement between September 15, 2025 City of Gonzales and EMC Planning Group Page 8 of 13
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.

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.

Consulting Services Agreement between September 15, 2025 City of Gonzales and EMC Planning Group Page 9 of 13

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

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, Consulting Services Agreement between September 15, 2025 City of Gonzales and EMC Planning Group Page 10 of 13
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 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.

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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.

10.9 Contract Administration. This Agreement shall be administered by the Community Development Director, Taven M. Kinison Brown ("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 and City shall be sent to:

EMC Planning Group
Michael Groves, AICP
601 Abrego Street
Monterey, CA 93940
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Any written notice to City shall be sent to:

City of Gonzales
Taven M. Kinison Brown, Community Development Director
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 Work
Exhibit B Compensation Schedule/Cost Estimate (Budget)

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 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.

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

CITY OF GONZALES CONSULTANT
Carmen Gil, City Manager Michael Groves, President
Attest:

Mary Villegas, Deputy City Clerk
CEQA Services Proposal
Puente del Monte Specific Plan
May 20, 2025
Prepared by
EMC Planning Group
Exhibit A

This document was produced on recycled paper.

CEQA SERVICES PROPOSAL

PUENTE DEL MONTE SPECIFIC PLAN

PREPARED FOR
City of Gonzales
Taven Kinison Brown, Community Development Director
147 Fourth St., Gonzales, CA 93926
Tel 831.675.5000
[email protected]

PREPARED BY
EMC Planning Group Inc.
601 Abrego Street
Monterey, CA 93940
Tel 831.649.1799
Fax 831.649.8399
Ron Sissem, Senior Principal
[email protected]
www.emcplanning.com
May 20, 2025

Table of Contents

1.0 BACKGROUND AND APPROACH..............................................................................1-1

1.1 Background..............................................................................................................................1-1

1.2 Approach .................................................................................................................................1-1

2.0 EMC PLANNING GROUP TEAM..............................................................................2-1

2.1 EMC Planning Group Staff..................................................................................................2-1

2.2 Subconsultants........................................................................................................................2-1

3.0 SCOPE OF WORK.......................................................................................................3-1

3.1 Scope of Work Tasks.............................................................................................................3-1

4.0 SCHEDULE AND BUDGET.........................................................................................4-1

4.1 Schedule ...................................................................................................................................4-1

4.2 Budget ......................................................................................................................................4-1 Appendices
Appendix A Ninyo & Moore Phase I Environmental Site Assessment Scope of Work Appendix B WJV Acoustics Noise Assessment Scope of Work Appendix C Hexagon Transportation Consultants Traffic Operations/Transportation Analysis Scope of Work
Appendix D EKI Environment & Water Water Supply Technical Memorandum Scope of Work Appendix E Illingworth & Rodkin Health Risk Assessment Scope of Work Tables
Table 2-1 EMC Planning Group Staff ..................................................................................... 2-1 Table 2-2 EMC Planning Group Team Subconsultants........................................................ 2-2

Section 1.0 Background and Approach 1-1 EMC Planning Group Puente del Monte Specific Plan Proposal May 20, 2025

1.0 Background and Approach

1.1 Background
EMC Planning Group is pleased to submit this proposal to prepare an environmental impact report (EIR) for the Puente del Monte Specific Plan (PDMSP).

As is known to the City and the PDMSP applicant, EMC Planning Group was contracted to prepare an EIR for the PDMSP as it was proposed in 2020. Substantial progress to prepare an administrative draft supplemental EIR (SEIR) was made before the project was put on hold in late 2020. The SEIR would have been supplemental to the City of Gonzales General Plan EIR. The last substantive work on the SEIR was conducted in November of 2020. EMC Planning Group halted work at that time, though the original contract to prepare the EIR has, to date, not been canceled.

In 2023, one of the property owners with land within the original PDMSP boundary withdrew from the PDMSP boundary and planning process to enable processing of a separate application for an agricultural cooler project, the Gloria Road Agricultural Cooler Project. This change required that the original PDMSP project boundary be modified. In early 2025, the PDMSP applicant submitted a revised specific plan to the City that reflects the boundary change and includes a number of other land use design changes relative to the original project, including revisions to anticipated development capacity.

1.2 Approach
The City has indicated that it would be prudent to start a new CEQA process for the current proposed PDMSP. This is the case for several reasons, including the following:
 Nearly five years have elapsed since the original administrative draft supplemental EIR was nearly completed – existing setting conditions and regulatory setting conditions for several environmental topics have changed during this time;
 The PDMSP project description has changed as described above, thereby rendering obsolete much of the prior administrative draft SEIR analyses and technical reports that were based in whole or part on development capacity, land use design, and project boundary location in the original PDMSP;
Section 1.0 Background and Approach 1-2 EMC Planning Group Puente del Monte Specific Plan Proposal May 20, 2025
 The original administrative draft SEIR was prepared as supplemental to the General Plan EIR.

The original Vista Lucia project CEQA document was also initially prepared as supplemental to the General Plan EIR. However, it was later “modified” to be a project specific programmatic EIR. To maintain consistency with the Vista Lucia Project EIR, the current PDMSP EIR would be its own programmatic EIR rather than supplemental to the General Plan EIR - the content of the existing administrative draft SEIR needs substantial revision for this reason; and  Portions of the more current environmental setting, regulatory setting, and analysis in the Vista Lucia Project EIR, which has been vetted by the City, responsible agencies, the public, and other stakeholders, may be sufficient for use in the current PDMSP EIR.

Because the current proposed PDMSP EIR would be programmatic, mitigation measures for significant impacts would apply to all future individual projects proposed within the PDMSP boundary. However, where possible, when impacts are identified that are location specific within the PDMSP boundary, associated mitigations can be written to address impacts of the individual project(s) that would develop the particular site(s).

It is assumed that the City will have reviewed the revised PDMSP and determined it suitable before the current EIR process is initiated.

Section 2.0 EMC Planning Group Team 2-1 EMC Planning Group Puente del Monte Specific Plan Proposal May 20, 2025

2.0 EMC Planning Group Team

2.1 EMC Planning Group Staff
All of EMC Planning Group’s staff that prepared the original administrative draft SEIR for the PDMSP and that prepared the EIR for the Vista Lucia Project are available to prepare the EIR for the current PDMSP. This institutional knowledge will be of benefit for completing the current EIR as efficiently as possible. EMC Planning Group staff that would contribute to the EIR are listed in Table 2-1, EMC Planning Group Staff.

Table 2-1 EMC Planning Group Staff
Staff Member Position
Teri Wissler Adam Senior Principal, Principal in Charge Ron Sissem, MRP Senior Principal, Advisor
Stuart Poulter, AICP, MCRP Senior Planner, Project Manager Shoshana Lutz Senior Planner
Kylie Pope, MSP Associate Planner
Zane Mortensen, MS Associate Planner
Vanessa Potter, MS, RPA Registered Professional Archaeologist Janet Walther, MS Principal Biologist
Rose Ashbach Associate Biologist
Matt Papurello GIS and Graphics Technician

2.2 Subconsultants
Given that the current PDMSP project description has changed relative to the original project, technical reports prepared for that project will need to be updated or new reports prepared.

Subconsultants and the technical work they will complete are listed in Table 2-2, EMC Planning Group Team Subconsultants.

Section 2.0 EMC Planning Group Team 2-2 EMC Planning Group Puente del Monte Specific Plan Proposal May 20, 2025
Table 2-2 EMC Planning Group Team Subconsultants
Company Role Key Staff Members and Titles
Ninyo & Moore Phase 1 Environmental Site Assessment Brandon Wilken, PG, QSD, Principal Geologist WJV Acoustics Noise Analysis Walter Van Groningen, President Hexagon Transportation
Consultants
Transportation Analysis and Traffic
Operational Analysis
Robert Del Rio, T.E. Vice-President & Project Manager
Ollie Zhou, T.E. Principal
Luis Descanzo, Associate
EKI Environment & Water Water Supply Assessment Technical Review
Anona L. Dutton, VP/Principal-in-Charge
Vanessa De Anda, Water Resources Planner
Illingworth & Rodkin Health Risk Assessment James Reyff, Principal Ninyo & Moore
Ninyo & Moore will prepare a Phase 1 environmental site assessment. It will include an initial review of potentially hazardous material conditions within the specific plan boundary. If known or potentially hazardous materials conditions are identified, recommendations for additional investigation and potential remediation will be described. This information is intended to help narrow identification of impacts and mitigation measures at the program EIR level so that all future individual projects will not be obligated to prepare their own Phase 1 assessments. The scope of work is included in Appendix A.

WJV Acoustics
WJV Acoustics will prepare a revised noise assessment based on the current project description. It will focus on noise exposure from the approved, adjacent Gloria Road Agricultural Cooler project, land use compatibility between proposed land uses, and changes in traffic noise impacts resulting from reduced trip generation (relative to the original PDMSP project) and possible changes in trip distribution. The scope of work is included in Appendix B.

Hexagon Transportation Consultants
At the request of the City Public Works Director, Hexagon will prepare a traffic operations analysis for the project. While not required under CEQA, this information will be useful to the City as a tool for programming the type, timing, and funding of transportation infrastructure improvements in the project area. The previous PDMSP SEIR and the Vista Lucia Project EIR relied on the City’s 2019 SOI traffic analysis as a basis to assess impacts of the projects on the City’s roadway network. The Gloria Road Agricultural Cooler project was not foreseen as part of the assumptions used in that SOI traffic analysis, such that the analysis is now less reliable for traffic improvement planning or as a basis for evaluating the impacts of the current PDMSP. The new operations analysis cost is substantial and is marked relative to the total costs of preparing the original PDMSP SEIR and the Vista Lucia Project EIR.

Section 2.0 EMC Planning Group Team 2-3 EMC Planning Group Puente del Monte Specific Plan Proposal May 20, 2025
Hexagon prepared a transportation analysis addressing vehicle miles travel and other CEQA transportation topics for the original PDMSP SEIR, the Gloria Road Agricultural Cooler project, and the Vista Lucia project. The prior PDMSP SEIR analysis must be revised to reflect the revised project description and its relationship to the adjacent Gloria Road Agricultural Cooler project.

The scope of work for the traffic operations analysis and the transportation analysis is included in Appendix C.

EKI Environment & Water
A water supply assessment (WSA) was prepared by Zanjero Associates in 2023. It evaluated water supply sufficiency for the Vista Lucia Project. The WSA also projected water demand from additional development in the SOI and the city, including the then proposed Gloria Road Agricultural Cooler project and the original PDMSP project, and determined water supply sufficiency for the cumulative projects.

EKI Water & Environment will review the prior WSA and prepare a technical memo which discusses the WSA and whether it sufficiently addresses water supply impacts for the current PDMSP project. The scope of work is included in Appendix D.

Illingworth & Rodkin
Illingworth & Rodkin will prepare a health risk assessment. It will focus on the effects of toxic air contaminants that would be generated during project construction and operations, and consider the contribution of truck traffic from the approved Gloria Road Cooler Project, on the two individual sensitive residential receptors located along Gloria Road with potential to be affected. The relationship between toxic air contaminants from on-site traffic operations at the approved cooler site and the locations of adjacent sensitive receptors within the PDMSP site will also be examined.

The scope of work is included in Appendix E.

Section 2.0 EMC Planning Group Team 2-4 EMC Planning Group Puente del Monte Specific Plan Proposal May 20, 2025
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Section 3.0 Scope of Work 3-1 EMC Planning Group
Puente del Monte Specific Plan Proposal May 20, 2025

3.0 Scope of Work

3.1 Scope of Work Tasks
The following scope of work is based on the information provided to EMC Planning Group by the City and on our current understanding of the City’s needs for the proposed project. The scope of work can be refined as needed to ensure that the City’s needs are fully addressed. The following tasks are proposed.

3.1 Project Management and Administration
 Issues scoping, project team coordination, and administration.  Provide CEQA consultation and management services.
 Conduct internal team meetings.
 Provide email progress reports to City staff.
 Initiate and manage subconsultants.
 Manage contract and prepare invoices.

3.2 Kickoff Meeting/Site Visit
 Prepare for and facilitate a kick-off meeting with City staff and the applicant team. The purpose is to further articulate the project description and project schedule, and to discuss other topics including communications protocols, key environmental issues, potential public controversy, etc.

EMC Planning Group will prepare an agenda for the meeting.  Conduct a site investigation to update existing conditions at the project site and in the vicinity, catalogue land use and resource issues, and prepare photo documentation for use in the EIR.

3.3 Meetings and Telephone Conferences
 Facilitate up to 12 phone conferences/Zoom calls.
 Facilitate up to four in-person meetings with City staff, stakeholders, applicant, etc.

3.4 Detailed EIR Schedule
Prepare and submit a detailed EIR schedule including all tasks and deliverables, each with specific dates.

Section 3.0 Scope of Work 3-2 EMC Planning Group
Puente del Monte Specific Plan Proposal May 20, 2025

3.5 Notice of Preparation
 Prepare and submit to City staff a draft Notice of Preparation (NOP) of an EIR consistent with CEQA Guidelines Section 15082.
 Prepare a final version of the NOP, prepare associated notices (e.g., notice of completion and project summary form), and upload to CEQA Submit, the California Office of Planning and Research State Clearinghouse CEQA document site.

It is assumed that the City will distribute the NOP to all local responsible and trustee agencies, including LAFCO, Monterey County Resource Management Agency, AMBAG, Monterey Bay Air Resources Board, the County, and organizations/individuals on the City’s distribution list via certified mail.
 Review all responses to the NOP to ensure that all relevant concerns raised are addressed in the administrative draft EIR.

3.6 Scoping Meeting
Support City staff in conducting one scoping meeting to be organized by City staff. Contribute content to presentation materials to be created by City staff as needed.

3.7 Technical Analyses to be Prepared by EMC Planning Group EMC Planning Group staff will prepare several technical analyses as inputs to the EIR. The level of effort for each is incorporated into the EIR budget under the administrative draft, screencheck draft, draft and final EIR tasks.

Biological Resources
The majority of the project site is currently in active agricultural production. Special-status biological resources to be addressed in the CEQA process include California tiger salamander (CTS), burrowing owl, San Joaquin kit fox, Congdon’s tarplant, and jurisdictional wetlands and waterways.

EMC Planning Group biologists will utilize existing biological report(s) to complete the biological resources section of the EIR. The following tasks will be completed:
 Conduct a biological reconnaissance-level field survey to document current site conditions.  Review the following technical reports prepared by the applicant’s consultants:
• Biological Constraints Analysis report prepared December 15, 2020 by Live Oak Associates, Inc.;
• Peer Review and Response, EMC Planning Group and Live Oak Associates, Inc. 2020; • Wetland delineation report dated October 26, 2006 by Live Oak Associates, Inc.; and • Any other updated reports, if prepared.

Section 3.0 Scope of Work 3-3 EMC Planning Group
Puente del Monte Specific Plan Proposal May 20, 2025
 Review the following resource agency correspondence, which may require consultation with the agencies:
• U.S. Army Corps of Engineers jurisdictional delineation letter dated February 5, 2007, that was valid for five years following an agency site visit; • Letter from University of California, Davis dated September31, 2006 stating that California Tiger Salamander (CTS) specimens present on the site and in the project vicinity are genetic hybrids and therefore not protected by the Endangered Species Act; • U.S. Fish and Wildlife Service letter dated June 15, 2007 summarizing the genetic testing of CTS on and near the project site, which concluded that the CTS are hybrids not protected by the Endangered Species Act; and
• California Department of Fish and Wildlife comments on the Vista Lucia Project EIR.

Present the anticipated project impacts and determine their levels of significance, and include appropriate mitigation measures to avoid, minimize, and/or mitigate potentially significant impacts to biological resources. Mitigation measures are expected to address whether incidental take authorization for CTS from the California Department of Fish and Wildlife may be necessary; focused surveys for Congdon’s tarplant; and wetland coordination and/or permitting with the U.S.

Army Corps of Engineers, California Department of Fish and Wildlife, and Regional Water Quality Control Board.

The scope of work does not include wetland/waterway assessment or delineation, or regulatory agency coordination/permitting.

Cultural Resources
Cultural resource impacts of the original PDMSP project were evaluated in the administrative draft SEIR based on EMC Planning Group’s peer review of the project applicant’s cultural resources reports, a historical resources evaluation prepared by Archeological Resource Management for EMC Planning Group, and on a field reconnaissance conducted by EMC Planning Group’s registered archaeologist. The results of the impact analysis will be modified to reflect the current project description and modified boundary, and will be updated with the results of a new archival records search.

A new tribal consultation process should be conducted given the passage of time since the first consultation was offered. EMC Planning Group would obtain a list of culturally and regionallyaffiliated tribes from the Native American Heritage Commission (NAHC) (via a Sacred Lands File Search) and prepare a draft letter offer of tribal consultation to tribe(s) in accordance with Assembly Bill (AB) 52. The offer letter(s) should be prepared on City letterhead and sent out by City staff to tribal representatives. Two hours have been included in the budget to attend meetings (telephone or Zoom) if consultation is requested and if the City desires such support. The results of consultation, if conducted, will be presented in this section of the EIR.

Section 3.0 Scope of Work 3-4 EMC Planning Group
Puente del Monte Specific Plan Proposal May 20, 2025
Air Quality
The proposed project is located in the North Central Coast Air Basin (air basin), which falls under the authority of the Monterey Bay Air Resources District (air district). Therefore, the analysis will reference the air district’s 2008 CEQA Air Quality Guidelines, as well as other relevant CEQA documents. The air district provides project level thresholds of significance that can be used to evaluate the potential significance of individual project impacts.

The following steps will be taken to evaluate air quality impacts:
 Describe the physical and climatological characteristics of the North Central Coast Air Basin, existing air pollutant conditions, health effects of air pollutants, and air quality planning and regulatory requirements.
 Review current air quality planning documents, policies, and procedures applicable to the proposed project.
 Run CalEEMod to calculate air emissions volumes based on proposed project conditions. The model methodology, assumptions, and results will be presented.  Compare model results to the air district’s air quality thresholds to determine if the proposed project would result in significant impacts.
 If significant impacts are identified, determine if the mitigation measures identified in the General Plan EIR would reduce the impacts to less than significant, or if modified or new mitigation measures are required.
 Incorporate findings from Illingworth & Rodkin’s evaluation of potential construction-source and transportation-source health risks on off-site sensitive receptors from toxic air contaminants, and describe the land use and hazardous air pollutant relationship between the approved Gloria Road Agricultural Cooler project and the proposed project to identify associated risks, if any.

Greenhouse Gas Emissions
The proposed project will generate GHG emissions during construction and operation, with the most significant source being transportation, with electricity and natural gas use as significant secondary sources.

The City’s 2018 Climate Action Plan is a qualified plan for reducing GHG emissions that can be used to streamline the CEQA analysis for projects planned for construction prior to 2030 (the effective time horizon for the Climate Action Plan) that are consistent with the General Plan. This opportunity will be described and mitigation requiring consistency of such projects with applicable Climate Action Plan GHG reduction measures will be identified. For projects that would be constructed after 2030, either a qualitative analysis approach (consistency with the applicable Section 3.0 Scope of Work 3-5 EMC Planning Group
Puente del Monte Specific Plan Proposal May 20, 2025
California Air Resources Board’s Scoping Plan) will be used or a quantified threshold of significance will be developed with GHG emissions volumes as modeled in CalEEMod compared to that threshold to assess impact significance.

The following tasks will be completed:
 Describe the existing climate change setting at the global, state and local levels.  Discuss the existing climate change policy and regulatory setting, including review of state and local legislation and regulations.
 Describe existing activities within the project site that generate GHG emissions.  Discuss the Climate Action Plan and review the CEQA streamlining provisions related to qualified plans for reducing GHG emissions.
 Identify the City of Gonzalez Climate Action Plan GHG reduction measures that would apply to individual projects constructed by 2030 that are consistent with the General Plan. Include mitigation measures in the EIR, in the form of applicable Climate Action Plan GHG reduction measures, to ensure consistency with the Climate Action Plan. Consistency with the Climate Action Plan allows a determination of no significant impact from GHG emissions for such projects.
 For individual projects that would be constructed after 2030, either a qualitative analysis approach (consistency with the applicable California Air Resources Board’s Scoping Plan) will be used or a quantified threshold of significance will be developed with modeled GHG emissions volumes compared to the threshold to assess impact significance. Mitigation measures to reduce identified impacts will be provided based on the impact analysis methodology to be used.

Energy
Energy will be required for both the construction and operation of the project. During construction, fuel will be consumed by vehicles and machinery traveling to and from the site, as well as for equipment used in the building process. During operations, transportation fuel will be used by project residents, employees and businesses; electricity will be needed for lighting, HVAC systems, and other building functions, and while natural gas may be used for other project applications.

The thresholds of significance for energy impacts are qualitative. Consequently, potential impacts will be discussed qualitatively. The proposed project will be required to comply with uniformly applied regulations and potentially to reduce criteria air emissions and/or GHG emission via measures that also reduce energy demand; applicable regulations and air quality and GHG reduction measures will be discussed to identify how energy demand will be moderated. The project potential to result in wasteful or inefficient energy use will be evaluated in the context of these variables, whether the proposed development type (and its energy demand) can be characterized as unnecessary or wasteful.

Section 3.0 Scope of Work 3-6 EMC Planning Group
Puente del Monte Specific Plan Proposal May 20, 2025
The following tasks will be completed:
 Report energy demand from on-site use of natural gas and electricity for the proposed project conditions based on the CalEEMod results.
 Identify transportation fuel demand for the proposed project conditions based on Emissions Factors model results.
 Identify current regulations that would reduce energy demand from future development.  Identify energy demand reduction measures being proposed by the project applicant.  Describe energy demand reduction that would occur with implementing air quality and/or GHG mitigation measures, if any.
 Identify the significance of energy impacts.
 Present mitigation measures to reduce energy consumption, if necessary.

3.8 Project Description
In accordance with CEQA Guidelines Section 15124, EMC Planning Group will prepare a standalone draft project description document for City staff review. It is assumed that only City staff will comment on the project description and that it will not be circulated to the applicant team for review and comment. City staff comments will be addressed as a basis to prepare a final draft project description. Subsequent changes to the project description that are prompted by the City or the applicant may require a contract amendment, particularly if such changes trigger the need to revise sections of the EIR and/or technical reports whose analyses are based on the final draft project description.

3.9 Administrative Draft EIR
 Correspond with City staff, responsible, trustee, and other affected agencies to ensure that all potentially significant issues are addressed in the administrative draft EIR.  Prepare the administrative draft EIR to address all CEQA mandated content. Impacts anticipated to be less than significant may be included in a single section along with a summary of evidence this determination. Effects anticipated to be less than significant include aesthetics, geology and soils, mineral resources, energy, and solid waste.  Analyze up to three alternatives, including the no project alternative.  Deliver PDF and Word copies of the administrative draft EIR to City staff for review and comment.
 It is assumed that City staff will distribute the administrative draft for review by the appropriate City departments, coordinate the City’s comment process, and provide one integrated set of internally consistent comments that identifies specific questions and/or revisions.

Section 3.0 Scope of Work 3-7 EMC Planning Group
Puente del Monte Specific Plan Proposal May 20, 2025
 It is assumed that the City will not circulate copy of the administrative draft EIR to the applicant team for review and comment. If so, a contract amendment may be required.

3.10 Screencheck Draft EIR
 Revise the administrative draft EIR to incorporate City staff comments.  Deliver one PDF copy of the screencheck draft EIR.

3.11 Public Review Draft EIR and Noticing  Revise the screencheck draft EIR to incorporate City staff comments.  Deliver one PDF copy of the public review draft EIR to the City.  Prepare draft and final notices and upload the draft EIR and notices to CEQA Submit.  The City of Gonzales is assumed to be responsible for distributing and circulating the draft EIR and associated Notice of Availability to agencies, local jurisdictions, and individuals.  The City of Gonzales is assumed to be responsible for preparing and publishing the Notice of Availability with the local newspaper and County Clerk (and for all associated fees for publication and posting).

3.12 Final EIR
Administrative Final EIR
 Prepare an administrative final EIR as a separate document from the draft EIR, to include a list of all agencies and individuals commenting on the draft EIR, comments received during the public review period for the draft EIR, responses to those comments, and changes to the draft EIR as may be needed based on comments received.
 EMC Planning Group will deliver one PDF copy to City staff for review and comment.  The level of effort to complete the administrative final EIR cannot be known at this time. The level of effort assumed is shown in the project budget. Once all comments are received, if the level of effort is likely to exceed the budgeted amount, EMC Planning will inform City staff that a contract amendment may be required.
 It is assumed that City staff will distribute the administrative final EIR for review by the appropriate City departments and will coordinate the City’s comments, with one integrated, internally consistent set of comments to be delivered to EMC Planning Group that identifies specific questions and/or revisions required to prepare the final EIR.

Final EIR
 Revise the administrative final EIR to incorporate City staff comments.  EMC Planning Group will deliver one PDF copy to City staff.  It is assumed that City staff will be responsible for distributing the final EIR to all parties that submitted comments on the draft EIR.

Section 3.0 Scope of Work 3-8 EMC Planning Group
Puente del Monte Specific Plan Proposal May 20, 2025
Mitigation Monitoring and Reporting Program
 EMC Planning Group will prepare a draft mitigation monitoring program that includes mitigation measures in the EIR.
 EMC Planning Group will deliver one PDF copy of the draft to City staff for review.  It is assumed City staff will provide one integrated, comprehensive set of comments that identifies specific questions and/or revisions required.  EMC Planning Group will then deliver one PDF copy of the final mitigation and monitoring program to City staff.

3.13 CEQA Findings and Evidence
 EMC Planning Group will prepare one set of draft CEQA findings in Word per CEQA Guidelines section 15091.
 It is assumed City staff and the City Attorney will review the draft findings, with City staff delivering one integrated, comprehensive set of comments that identifies specific questions and/or revisions required.
 EMC Planning Group will integrate City staff/Attorney comments into a final draft Word version of the CEQA findings and deliver one copy to City staff.

3.14 Public Hearings/NOD
 EMC Planning Group will attend and respond to comments and questions on the CEQA process and key findings at one Planning Commission and one City Council public hearing for certification of the final EIR. EMC Planning Group will prepare a draft Notice of Determination for filing by the City with the County Clerk.  It is assumed that the City/applicant are responsible for all fees associated with filing the Notice of Determination.

3.15 Optional Tasks
One optional task is presented here with associated costs included as line items in the attached budget spreadsheet.

This task includes EMC Planning Group attendance at additional meetings and/or public hearings if requested by City staff.

Section 4.0 Schedule and Budget 4-1 EMC Planning Group
Puente del Monte Specific Plan Proposal May 20, 2025

4.0 Schedule and Budget

4.1 Schedule
A projected schedule is included on the following page. It assumes a notice to proceed is provided in mid-July 2025. The CEQA process is anticipated to take approximately one year to complete. A number of assumptions are embedded in the proposal that if not valid, could result in schedule changes.

4.2 Budget
The proposed budget is shown on the page following the schedule.

Technical studies needed to prepare the programmatic EIR are included. As noted in Section 1.0, a limited amount of the information in the prior PDMSP SEIR may remain usable for the current EIR. Similarly, background information in the Vista Lucia EIR may be of benefit in reducing time and cost for the current PDMSP EIR.

The budget can be discussed with City staff and refined should City staff have information that would influence the scope of work or level of effort assumed by EMC Planning Group.

Activity Name Start Date Finish Date July August September October November December January February March April May June July 2025 2026 July August September October November December January February March April May June July Notice to Proceed 7/14/25 7/14/25Consultation Tasks 7/14/25 7/6/26Kick-off Meeting/Site Investigation 7/30/25 7/30/25Draft Project Description 7/14/25 8/1/25City Staff Review 8/4/25 8/18/25Draft NOP/City Staff Review 8/18/25 9/5/25Final NOP 9/8/25 9/15/2530-day Scoping Period 9/17/25 10/16/25Scoping Meeting 10/1/25 10/1/25Technical Reports WSA Technical Memo 8/18/25 9/29/25Phase I ESA 8/18/25 10/3/25Health Risk Assessment 8/18/25 10/6/25Noise Assessment 8/18/25 10/6/25Transportation Impact Analysis 8/18/25 10/13/25 Administrative Draft EIR 8/25/25 11/24/25City Staff Review 11/24/25 12/22/25Screencheck Draft EIR/Noticing 12/22/25 1/9/26City Staff Review 1/12/26 1/26/26Draft EIR/Noticing 1/26/26 2/13/2645-day Public Review Period 2/16/26 3/31/26Admin. Final EIR/Draft MMRP 4/1/26 5/4/26City Staff Review 5/4/26 6/5/26Draft Findings 5/25/26 6/12/26City Staff/City Attorney Review 6/15/26 6/29/26Final EIR/MMRP/NOD 6/8/26 6/26/26Final Findings 6/15/26 6/29/26Public Hearings 7/13/26 7/28/26File NOD 7/29/26 7/29/26 123456789
10 11
121314151617181920212223242526272829
Puente del Monte Schedule
May 21, 2025
Task
Staff Senior Principal Principal Planner Senior Planner Associate Planner Reg. Prof. Archaeologist Principal Biologist Associate Biologist Graphics Production Manager Admin./ Production Billing Rate (Per Hour) $295.00 $245.00 $225.00 $195.00 $145.00 $245.00 $185.00 $150.00 $165.00 $125.00Project Management/Administration 16 24 0 0 0 0 0006 46 $11,350.00 Kick-Off Meeting/Site Visit 4 4 0 0 0 0 0000 8 $2,160.00Phone Conferences (12)/Meetings (4) 8 32 16 0 0 0 0000 56 $13,800.00 Schedule 1 3 0 0 0 0 0000 4 $1,030.00Draft/ Final NOP and Noticing 1 4 14 0 0 0 0600 25 $5,325.00 Scoping Meeting 0 6 2 0 0 0 0000 8 $1,920.00
Admin Draft EIR 20 102 127 88 12 18 16 31 4 2 420 $91,295.00Screeencheck Draft EIR 4 8 28 0 0 2 0640 52 $11,490.00Public Review Draft EIR/Noticing 2 6 8 0 0 0 0242 24 $5,070.00 Administrative Final EIR 8 24 38 6 1 4 0230 86 $19,880.00 Final EIR 4 8 10 0 0 0 0030 25 $5,885.00
Mitigation Monitoring Program 0 2 0 8 0 0 0000 10 $2,050.00Draft and Final CEQA Findings 3 8 24 0 0 0 0000 35 $8,245.00 Public Hearings (2)/NOD 6 14 2 2 0 0 0200 26 $6,340.00Subtotal (Hours) 77 245 269 104 13 24 16 49 18 10 Total Hours Total Cost Subtotal (Cost) $22,715.00 $60,025.00 $60,525.00 $20,280.00 $1,885.00 $5,880.00 $2,960.00 $7,350.00 $2,970.00 $1,250.00 825 $185,840.00 Additional Costs
Production/Printing CostsTravel CostsPostal/DeliverablesNWIC Records SearchMiscellaneousAdministrative Overhead 15%TotalNinyo & MooreWJV AcousticsHexagon Transportation Engineers*EKI Water & EnvironmentIllingworth & RodkinSubconsultant Overhead 15%TotalTotal CostsOPTIONAL TASKS NOTE: This proposed budget is valid for 90 days
*$93,500 of the $110,500 cost is for a traffic operations analysis requested by the City. An operations analysis was not included in the scope of work/budget for the original PDMSP SEIR. $9,300.00$8,800.00
$20,917.50
$160,367.50
Puente del Monte Specific Plan EIR
EMC Planning Group Inc.

Subconsultant Fees
Total
Hours Total Cost
Public Meeting Attendance/Meeting $1,500.00
$500.00
$2,587.50
$337.50$400.00$400.00$250.00$700.00
$5,500.00$5,350.00
$348,795.00
$110,500.00
Section 4.0 Schedule and Budget 4-4 EMC Planning Group
Puente del Monte Specific Plan Proposal May 20, 2025
This side intentionally left blank.

Ninyo & Moore
Phase I Environmental Site Assessment Scope of Work A

APPENDIX

1401 Halyard Drive, Suite 110 | West Sacramento, California 95691 | p. 916-373-9858 | www.ninyoandmoore.com May 12, 2025
Proposal No. 09OAK03-01911
Mr. Ron Sissem
EMC Planning Group
601 Abrego Street
Monterey, California 93940
Subject: Proposal for Phase I Environmental Site Assessment Puente Del Monte
Gloria Road
Gonzales, California 93926
Dear Mr. Sissem:

In accordance with your request, Ninyo & Moore is pleased to submit this proposal to perform a Phase I Environmental Site Assessment (ESA) for the above-referenced property (the site). The site consists of approximately 500-acres of agricultural land.

Our scope of services for the ESA will be consistent with the ASTM International (ASTM) 2021 guidance (Designation Number E1527-21). The objective of the ESA will be to evaluate whether past or current activities have resulted in “recognized environmental conditions,” as defined in ASTM E1527-21. We have prepared the following scope of services and fee quotation based on your request and information provided by you.

SCOPE OF SERVICES
Ninyo & Moore's proposed scope of services for the ESA will include the activities listed below.  In accordance with the ASTM E1527-21 standard, it is the responsibility of the user of the report to conduct a review of recorded land title records and lien records for the site, or engage a title company to review such records. Evidence of environmental liens and/or activity and use limitations on the site, if discovered during this review, must be provided to the environmental consultant (Ninyo & Moore). We will incorporate this information into our assessment. We will review the land title, environmental lien and activity/use limitation records for the parcel from a Preliminary Title Report supplied by the client.
 Review ownership records for the site, if provided by the client, to evaluate probable past site uses and the possible impact on the current environmental status of the site.  Review readily available maps and reports pertaining to the site, which are provided by the client.

Our report will include a one to two paragraph summary of each relevant previous environmental report.

Ninyo & Moore | Gloria Road Gonzales, California 93926 | 09OAK03-01911 | May 12, 2025  Conduct interviews with owners and property representatives (if readily available) regarding the environmental status of the site.
 Perform a site reconnaissance to visually identify areas of possibly contaminated surficial soil or surface water, improperly stored hazardous materials, possible sources of polychlorinated biphenyls, and possible risks of contamination from activities at the site and adjacent properties.  Review available regulatory agency databases for the site and for properties located within a specified radius of the site. The purpose of this review is to evaluate the possible environmental impact to the site. Databases will identify locations of known hazardous waste sites, landfills, and leaking underground storage tanks, permitted facilities that utilize underground storage tanks, and facilities that use, store, or dispose of hazardous materials.  If the site and/or adjoining properties are identified on a government records search, a review of readily available state and local regulatory agency files for the site and adjoining properties will be conducted. Requests will be made to the Regional Water Quality Control Board (RWQCB), Department of Toxics and Substances Control (DTSC), County Department of Health Services, and the local Fire and Building Departments. The purpose of the file review is to evaluate if a REC, Historical REC, Controlled REC or de minimis condition exists on site.  Review readily available historical documents, including aerial photographs (site and adjacent properties), Sanborn Insurance Maps (site and available adjacent properties), Building Department Records (site only), and reverse city directories (site and available adjacent properties), as appropriate.
 Prepare the Phase I ESA report for the property. The Phase I ESA report will document findings and provide opinions regarding possible environmental impacts at the site. Color photographs will be provided in the report.

In accordance with ASTM E1527-21, the following, which is not intended to be all inclusive, represents out-of-scope items with respect to this ESA and, therefore, will not be addressed:
asbestos, lead-based paint, radon, emerging contaminants, wetlands, lead in drinking water, regulatory compliance, cultural and historic risk, industrial hygiene, health and safety, ecological resources, endangered species, indoor air quality, and high-voltage power lines. In addition, Ninyo & Moore will not address interpretations of zoning regulations, building code requirements, or property title issues.

UNDERSTANDINGS
 The visual observations made by Ninyo & Moore will be limited to the surface area of the site and contiguous properties.
 The ESA for the site property will be conducted by Ninyo & Moore expressly and solely for the client and its assigns. The evaluations, findings, conclusions, and recommendations contained in the site assessment report will represent Ninyo & Moore's professional judgment and opinion.

The report will be based solely on information gained from direct observation, personal interviews, and examinations of regulatory records. In the event any conditions differing from or additional to those described in the ESA are encountered at a later time, Ninyo & Moore reserves Ninyo & Moore | Gloria Road Gonzales, California 93926 | 09OAK03-01911 | May 12, 2025 the right to review such conditions and to modify, as appropriate, the assessments and conclusions given in the site assessment report.
 Government agency records will be requested using postal addresses or APNs provided by the client or found during historical review. Please provide us with any known street addresses or APNs for the site property other than those indicated above.

COMPENSATION
The lump-sum fee for the tasks discussed above is: $5,500 (Five Thousand Five Hundred Dollars).

SCHEDULE
Following receipt of the signed Work Authorization and Agreement Form (attached), Ninyo & Moore will commence services described herein. The ESA will be completed within approximately 3 weeks of notice-to-proceed. If the terms and conditions of this proposal meet with your approval, please sign and return a copy of the attached Work Authorization and Agreement Form.

Respectfully submitted,

NINYO & MOORE
Luke I. Swickard
Project Manager
Brandon S. Wilken, PG, QSP
Principal Geologist
LIS/BSW/gvr
Attachment: Work Authorization and Agreement Form
Ninyo & Moore | Gloria Road Gonzales, California 93926 | 09OAK03-01911 | May 12, 2025 1

WORK AUTHORIZATION AND AGREEMENT
Please Sign and Return One Copy to: NINYO & MOORE
1401 Halyard Drive, Suite 110
West Sacramento, California 95691
PROPOSAL NO. 09OAK03-01911

1. PROJECT ADDRESS: Gloria Road, Gonzales, California 93926

2. PROJECT DESCRIPTION: Proposal for Phase I Environmental Site Assessment - Puente Del Monte

3. SCOPE OF STUDY: Please refer to proposal dated May 12, 2025.

4. FEE: $5,500 (Five Thousand Five Hundred Dollars – Lump Sum)

5. PORTION OF FEE IN ADVANCE OF WORK: None

6. CLIENT: EMC Planning Group PHONE: (831) 649-1799
601 Abrego Street, Monterey, California 93940
CONTACT: Mr. Ron Sissem PHONE: (831) 649-1799

7. STATEMENT TO BE SENT TO: Client

CONDITIONS OF AGREEMENT BETWEEN CLIENT AND NINYO & MOORE This AGREEMENT is made by and between: NINYO & MOORE GEOTECHNICAL AND ENVIRONMENTAL SCIENCES CONSULTANTS, hereinafter referred to as CONSULTANT, and EMC Planning Group, hereinafter referred to as CLIENT.

This AGREEMENT between the parties consists of these TERMS, the attached Proposal identified as No. 09OAK03-01911 dated May 12, 2025, and any exhibits or attachments noted in the Proposal. Together, these elements will constitute the entire AGREEMENT superseding any and all prior negotiations, correspondence, or agreements either written or oral. Any changes to this AGREEMENT must be mutually agreed to in writing.

STANDARD OF CARE
CLIENT recognizes that subsurface conditions may vary from those observed at locations where borings, surveys, or explorations are made, and that site conditions may change with time. Data, interpretations, and recommendations by CONSULTANT will be based solely on information available to CONSULTANT. CONSULTANT is responsible for those data, interpretations, and recommendations, but will not be responsible for other parties' interpretations or use of the information developed.

Services performed by CONSULTANT under this AGREEMENT are expected by CLIENT to be conducted in a manner consistent with the level of care and skill ordinarily exercised by members of the environmental sciences profession practicing contemporaneously under similar conditions in the locality of the project. It is important to recognize that even the most comprehensive scope of services may fail to detect environmental liabilities on a particular site. Therefore, CONSULTANT cannot act as an insurer and cannot "certify" that a site is free of environmental contamination. Under no circumstance is any warranty, express or implied, made in connection with the providing of environmental sciences consulting services.

SITE ACCESS AND SITE CONDITIONS
CLIENT will grant or obtain free access to the site for all equipment and personnel necessary for CONSULTANT to perform the work set forth in this agreement. CLIENT will notify any and all possessors of the project site that CLIENT has granted CONSULTANT free access to the site. Client will protect all property, inside and out, including all plants and landscaping.

CONSULTANT will take reasonable precautions to reduce the potential for damage to the site, but it is understood by CLIENT that, in the normal course of work, some damage may occur and the correction of such damage or alteration is not part of this AGREEMENT unless so specified in the Proposal.

CLIENT is responsible for accurately delineating the locations of all subterranean structures and utilities. CONSULTANT will take reasonable precautions to avoid known subterranean structures, and CLIENT waives any claim against CONSULTANT, and agrees to defend, indemnify and hold CONSULTANT harmless from any claim or liability for injury or Ninyo & Moore | Gloria Road Gonzales, California 93926 | 09OAK03-01911 | May 12, 2025 2 loss, including costs of defense, arising from damage done to subterranean structures and utilities not identified or accurately located. In addition, CLIENT agrees to compensate CONSULTANT for any time spent or expenses incurred by CONSULTANT in defense of any such claim, with compensation to be based upon CONSULTANT's prevailing fee schedule and expense reimbursement policy.

CONTAMINATED MATERIALS
In performing environmental, hydrologic, or hydrogeologic services, CONSULTANT may excavate or otherwise come in contact with hazardous materials. CLIENT represents that CLIENT has informed CONSULTANT of the presence of any known hazardous materials.

CLIENT recognizes that a project site containing hazardous materials may not perform as anticipated by CLIENT, even though CONSULTANT's services are performed with currently acceptable levels of care and skill. Further, CLIENT acknowledges that, while necessary for site exploration, commonly used exploration methods such as drilling borings and excavating trenches involve an inherent risk. For example, exploration on a project site containing contaminated materials may result in inducing cross-contamination and/or other negative effects.

Unanticipated hazardous materials may be encountered in an area where there is no reason to believe they could or should be present. CONSULTANT and CLIENT agree that the discovery of unanticipated hazardous materials may make it necessary for CONSULTANT to take immediate measures to protect health and safety. CLIENT agrees to compensate CONSULTANT for any equipment decontamination or other costs arising out of the discovery of hazardous materials.

CONSULTANT agrees to notify CLIENT when hazardous materials or suspected hazardous materials are encountered.

CLIENT agrees to make any disclosures required by law to the appropriate governing agencies. CLIENT also agrees to hold CONSULTANT harmless for any and all consequences of disclosures made by CONSULTANT which are required by governing law. In the event that the project site is not owned by CLIENT, CLIENT recognizes that it is CLIENT's responsibility to inform the property owner of the discovery of hazardous materials or suspected hazardous materials.

Notwithstanding any other provision of the AGREEMENT, CLIENT waives any claim against CONSULTANT and, to the maximum extent permitted by law, agrees to defend, indemnify, and save CONSULTANT harmless from any claim, liability, and/or defense cost for injury or loss arising from CONSULTANT's discovery of hazardous materials or suspected hazardous materials, including, but not limited to, any costs created by delay of development projects and any cost associated with possible reduction of the property's value.

CLIENT will be solely responsible for the ultimate disposal of any materials secured by CONSULTANT which are found to be contaminated. Such materials include, but are not limited to, drilling mud, soil, groundwater, and other materials removed from excavations. Contaminated materials will be placed in suitable storage containers, labeled, and left on site.

SAMPLE DISPOSAL
CONSULTANT will dispose of soil, rock, and water samples collected for analyses approximately thirty (30) days after the laboratory analysis report date. Further storage or transfer of samples can be made at CLIENT's expense upon CLIENT's prior written request.

OWNERSHIP AND MAINTENANCE OF DOCUMENTS
Unless otherwise specified in this Agreement or in an Addendum, and provided that CONSULTANT has been fully paid for the Services, CLIENT shall have the right to use the documents, maps, photographs, drawings and specifications resulting from CONSULTANT’s efforts on the project, for purposes reasonably contemplated by the parties. CONSULTANT shall have the right, but shall not be obligated, to retain copies of all such materials and shall have the right to use the same for any purpose, unless such use would be expected to cause harm to CLIENT. CLIENT shall specify in advance, in writing, and be charged for all arrangements for special or extended-period maintenance of such materials by CONSULTANT.

CONSULTANT retains the right of ownership with respect to any patentable concepts or copyrightable materials arising from its Services.

Reuse of any material described by CLIENT, including publication to third parties, on extension of this project or on any other project without CONSULTANT’s written authorization, shall be at CLIENT’s risk, and CLIENT agrees to indemnify, defend, and hold harmless CONSULTANT from all claims, damages, and expenses, including attorney’s fees, arising out of such unauthorized reuse.

Ninyo & Moore | Gloria Road Gonzales, California 93926 | 09OAK03-01911 | May 12, 2025 3

BILLING AND PAYMENT
CLIENT will pay CONSULTANT in accordance with the procedures indicated in the Proposal and its attachments. Invoices will be submitted to CLIENT by CONSULTANT, and will be due and payable upon presentation. If CLIENT objects to all or any portion of any invoice, CLIENT will so notify CONSULTANT in writing within fourteen (14) calendar days of the invoice date, identify the cause of disagreement, and pay when due that portion of the invoice not in dispute. The parties will immediately make every effort to settle the disputed portion of the invoice. In the absence of written notification described above, the balance as stated on the invoice will be paid.

Invoices are delinquent if payment has not been received within thirty (30) days from date of invoice. CLIENT will pay an additional charge of three quarters of a percent (.75) per month (or the maximum percentage allowed by law, whichever is lower) on any delinquent amount, excepting any portion of the invoiced amount in dispute and resolved in favor of CLIENT.

Payment thereafter will first be applied to accrued interest and then to the principal unpaid amount. All time spent and expenses incurred (including any attorney's fees) in connection with collection of any delinquent amount will be paid by CLIENT to CONSULTANT per CONSULTANT's current fee schedules. In the event CLIENT fails to pay CONSULTANT within sixty (60) days after invoices are rendered, CLIENT agrees that CONSULTANT will have the right to consider the failure to pay the CONSULTANT's invoice as a breach of this AGREEMENT and CONSULTANT may cease work on the project. At CONSULTANT’s option, CONSULTANT may waive said major breach upon payment by CLIENT of all arrearages and outstanding invoices.

TERMINATION
This AGREEMENT may be terminated by either party seven (7) days after written notice in the event of any breach of any provision of this AGREEMENT or in the event of substantial failure of performance by either party, or if CLIENT suspends the work for more than three (3) months. In the event of termination, CONSULTANT will be paid for services performed prior to the date of termination plus reasonable termination expenses, including, but not limited to, the cost of completing analyses, records, and reports necessary to document job status at the time of termination.

RISK ALLOCATION
Many risks potentially affect CONSULTANT by virtue of entering into this AGREEMENT to perform professional consulting services on behalf of CLIENT. The principal risk is the potential for human error by CONSULTANT. For CLIENT to obtain the benefit of a fee which includes a nominal allowance for dealing with CONSULTANT's liability, CLIENT agrees to limit CONSULTANT's liability to CLIENT and to all other parties for claims arising out of CONSULTANT's performance of the services described in this AGREEMENT. The aggregate liability of CONSULTANT will not exceed $50,000 for negligent professional acts, errors, or omissions, including attorney’s fees and costs which may be awarded to the prevailing party, and CLIENT agrees to indemnify and hold harmless CONSULTANT from and against all liabilities in excess of the monetary limit established above.

Limitations on liability and indemnities in this AGREEMENT are business understandings between the parties voluntarily and knowingly entered into, and shall apply to all theories of recovery including, but not limited to, breach of contract, warranty, tort (including negligence), strict or statutory liability, or any other cause of action, except for willful misconduct or gross negligence. The parties also agree that CLIENT will not seek damages in excess of the limitations indirectly through suits with other parties who may join CONSULTANT as a third-party defendant. Parties means CLIENT and CONSULTANT and their officers, employees, agents, affiliates, and subcontractors.

Both CLIENT and CONSULTANT agree that they will not be liable to each other, under any circumstances, for special, indirect, consequential, or punitive damages arising out of or related to this AGREEMENT.

INDEMNIFICATION
If any claim is brought against CONSULTANT, its employees, agents and subcontractors and/or CLIENT by a third party, relating in any way to the Services, the contribution and indemnification rights and obligations of CONSULTANT and Client, subject to the paragraph titled “Risk Allocation” above, such claim shall be determined as follows:

1. If any negligence, breach of contract, or willful misconduct of CONSULTANT caused any damage, injury, or loss claimed by the third party, then CONSULTANT and CLIENT shall each indemnify the other against any loss or judgement on a comparative negligence basis (CLIENT responsibility to include that of its agents, employees, and other contractors); and
Ninyo & Moore | Gloria Road Gonzales, California 93926 | 09OAK03-01911 | May 12, 2025 4

2. Unless CONSULTANT was liable for negligence, breach of contract, or willful misconduct which in whole or in part, caused the damage, injury, or loss asserted in the third party claim, CLIENT shall indemnify CONSULTANT against the claim, liability, loss, legal fees, consulting fees, and other costs of defense reasonably incurred.

DISPUTE RESOLUTION
If a dispute at law arises from matters related to the services provided under this AGREEMENT and that dispute requires litigation, then:

1. The claim will be brought and tried in judicial jurisdiction of the court of the county where CONSULTANT's principal place of business is located and CLIENT waives the right to remove the action to any other county or judicial jurisdiction, and;

2. The prevailing party will be entitled to recovery of all reasonable costs incurred, including staff time, court costs, attorneys' and expert witness fees, and other claim-related expenses

GOVERNING LAW AND SURVIVAL
If any of the provisions contained in this AGREEMENT are held illegal, invalid, or unenforceable, the enforceability of the remaining provisions will not be impaired. Risk allocation and indemnities will survive termination or failure of this AGREEMENT for any cause.

The parties have read, or had the opportunity to read, the foregoing, including all attachments, addendums, and exhibits hereto, have had an opportunity to discuss the same, understand completely the terms, and willingly enter into this AGREEMENT which will become effective on the date signed below by CLIENT.

Printed Name of Client or Authorized Agent
Signature of Client or Authorized Agent Date
05/12/25
Date
PM: LIS
Brandon S. Wilken, PG, QSD / Principal Geologist

WJV Acoustics
Noise Assessment Scope of Work

APPENDIX B

Aviation Noise Studies ꞏ Community Noise ꞏ Architectural Acoustics ꞏ Environmental Noise Assessments 113 N. Church Street, Suite 203 ∙ Visalia, CA 93291∙ (559) 627-4923 1861 (Puente Del Monte Annexation Project SEIR Update, Gonzales) April 16, 2025
Mr. Ron Sissem
Senior Principal
EMC PLANNING GROUP INC.
601 Abrego Street
Monterey, California 93940
RE: ENVIRONMENTAL NOISE ASSESSMENT UPDATE, PUENTE DEL MONTE

ANNEXATION PROJECT, SUPPLEMENTAL ENVIRONMENTAL IMPACT

REPORT (SEIR), GONZALES, CALIFORNIA

Dear Mr. Sissem:

Based upon the information you have provided, WJV Acoustics, Inc. (WJVA) is pleased to submit the following proposal to prepare an Environmental Noise Assessment for the above‐referenced project.  Following  is  a  description  of  our  proposed  scope  of  services,  fee  and  schedule  for completion.

Scope of Services:

1.  WJVA will  utilize  the  results  of  the  previously  prepared  comprehensive ambient  noise survey conducted during  the preparation of  the 2020 environmental noise assessment previously prepared  for  the project. No new ambient noise data will be collected. The previously obtained information will be used to prepare the setting (existing conditions) section  of  the  Supplemental  Environmental  Impact  Report  (SEIR)  being  prepared  by others for the project.

2.  Analyze  potential  project‐related  changes  in  roadway  traffic  noise  exposure  along roadways near or adjacent to the project site.  Calculations will be performed using the FHWA Highway Traffic Noise Prediction Model and traffic data to be obtained from the Mr. Ron Sissem
Senior Principal
EMC PLANNING GROUP INC.

April 16, 2025

1861 (Puente Del Monte Annexation Project SEIR Update, Gonzales) project traffic engineer or other sources as may be appropriate. Compare project‐related changes in traffic noise exposure to applicable noise level standards and other thresholds of significance.

3.  Evaluate noise impacts from the project including 1) noise from existing noise sources as it  may  affect  proposed  noise‐sensitive  uses  within  the  project  and  2)  noise  from  the project as it may affect existing noise‐sensitive uses in the project area.  This will include a discussion of construction noise and vibration.

4.  Compare project‐related noise levels to applicable City of Gonzales noise standards and other  appropriate  noise  impact  assessment  thresholds  as  required  by  CEQA.  Prepare generalized  recommendations  for  noise mitigation as may  be  required  for  compliance with applicable standards. Identify any residual noise impacts considered to be significant and unavoidable.

5.  Prepare  a  written  technical  report  summarizing  the  methods,  findings,  and recommendations of the study. The report and associated exhibits will be formatted to facilitate incorporation into the CEQA documents being prepared for the project.

6.  Review and respond to comments provided by the project team and/or City of Gonzales, as may be appropriate. Respond to noise comments related to the SEIR.

Fee:

WJVA  proposes  to  provide  the  services  described  above  for  a  total  fee  of  $4,850,  including expenses. Attendance of meetings or hearings, if required, would be subject to additional charges based upon the enclosed Fee Schedule plus expenses. Full payment for services rendered will be due upon submittal of the completed report.

Mr. Ron Sissem
Senior Principal
EMC PLANNING GROUP INC.

April 16, 2025

1861 (Puente Del Monte Annexation Project SEIR Update, Gonzales) Schedule For Completion:

Work  will  be  scheduled  for  completion  in  compliance  with  the  overall  project  schedule.  It  is anticipated  that  the  Environmental  Noise  Assessment  may  completed  within  30  days  after receipt of all necessary maps, project information (including the traffic study) and the notice‐to‐ proceed.

We  are  looking  forward  to  the  possibility  of  working  with  you  on  this  project.  Please  do  not hesitate to contact me at (559) 627‐4923 or [email protected] if you have any questions or would like additional information.

Sincerely,
WJV ACOUSTICS, INC.

Walter J. Van Groningen
President
WJV:wjv
Enclosure:   Fee Schedule
Aviation Noise Studies ꞏ Community Noise ꞏ Architectural Acoustics ꞏ Environmental Noise Assessments 113 N. Church Street, Suite 203 ∙ Visalia, CA 93291∙ (559) 627-4923 1861 (Puente Del Monte Annexation Project SEIR Update, Gonzales)

FEE SCHEDULE
WJV Acoustics, Inc.

January 1, 2025
Labor: Time spent on behalf of a client is charged as follows:

Principal Consultant:      $185/hour
Consultant:      $160/hour
Technician:      $95/hour
Clerical:      $85/hour
Time spent includes travel to/from WJVA’s Visalia office.

A surcharge of 50% over the above rates will be charged for expert witness testimony.

Direct Charges:  Direct charges include actual costs for travel, lodging, meals, mileage, equipment fees, computer services, printing and similar costs.  Mileage is charged at the standard IRS rate.

Retainer: A retainer of up to 50% of the total fee may be required for new clients or jobs where initial expenses are anticipated to exceed $500.

Note:  A Finance Charge of 1% per month, which is 12% per annum, may be charged on accounts not paid within 30 days of invoice.

Hexagon Transportation Consultants
Traffic Operations/Transportation Analysis Scope of Work C

APPENDIX

April 22, 2025
Mr. Ron Sissem
EMC Planning Group
601 Abrego Street
Monterey, CA 93940
Subject: Proposal to Prepare a Transportation Analysis for the Puente Del Monte Development Specific Plan in Gonzales, California
Mr. Sissem:

Hexagon Transportation Consultants, Inc. is pleased to submit this proposal to prepare a transportation analysis as part of the City’s preparation of an Environmental Impact Report (EIR) for the proposed Puente Del Monte Development Specific Plan in the City of Gonzales, California.

The services also will include a review of the recently completed Sphere of Influence (SOI) Circulation Study and the City’s General Plan EIR traffic analysis. The purpose of the review of the traffic analyses is to ensure that the traffic analyses adequately address long-term effects of the proposed specific plan for inclusion in the EIR.

Project Understanding
The project site consists of approximately 500 acres of mainly undeveloped land located along the north side of Gloria Road and west side of Iverson Road. The proposed project would consist of predominantly residential land uses, up to 2,492 units, and also would include light industrial space, schools, parks, and open space. Based on the City’s 2010 General Plan, the land use designations for the project parcels include neighborhood residential, neighborhood commercial mixed-use, and public/quasi-public. Access to the project area will be provided via a singular access point along Gloria Road.

Scope of Services
Our proposed scope of services was developed by Hexagon staff based on our understanding of the project and City of Gonzales and Monterey County transportation analysis requirements. It is our expectation that this scope of work may be modified based on guidance provided by City staff. Additionally, we anticipate that the scoping process could include other public agencies. Therefore, the work scope provided below is subject to change pending input from the City of Gonzales, Monterey County, and Caltrans, and other local jurisdictions.

Historically, traffic impact analysis has focused on the identification of traffic impacts and potential roadway improvements based on delay to relieve traffic congestion that may result due to proposed/planned growth. However, with the adoption of Senate Bill (SB) 743 legislation, public agencies are required (effective July 2020) to base transportation impacts on VMT rather than level of service that typically uses delay as its metric. The change in measurement is intended to better evaluate the effects on the state’s goals for climate change and multi-modal transportation. Therefore, an evaluation of the project’s effect on VMT must be completed along with a supplemental traffic operations analysis.

VMT Evaluation
CEQA guidelines require an evaluation of potential impacts related to adopted VMT methodologies and impact criteria.

The scope tasks will consist of an evaluation of the projects’ effects on VMT consistent with the methodologies and impact thresholds as identified in the City’s adopted VMT policy. The analysis will include the following:

1. VMT Evaluation. Hexagon will use the AMBAG Regional Travel Demand Model (RTDM) to estimate the baseline and projected 2045 Citywide VMT.
 Adjustment of AMBAG model TAZ land use data for the Puente del Monte Specific Plan Mr. Ron Sissem
April 22, 2025

 Projections of VMT per capita and VMT per employee for the Puente del Monte Specific Plan.  The project VMT will then be compared with the adopted City VMT policy impact thresholds to determine project impacts.

2. Description of Impacts and Mitigation. Based on the results of the VMT assessment, impacts due to the sitegenerated VMT will be identified and described. Mitigation of VMT impacts could include improvements to the transit, bicycle, and pedestrian infrastructure.

Traffic Operations Analysis
The purpose of this traffic operations analysis is to evaluate the effects of the proposed Puente Del Monte Specific Plan development on key intersections, and roadway and freeway segments in the vicinity of the project area and City of Gonzales. Our proposed scope includes the study of up to 20 existing and future intersections, eight directional highway segments, and up to 10 roadway segments as part of the study. The intersection analysis will focus on intersections along the following major thoroughfares to which the project would add a significant amount of traffic, including intersections providing access to/from Highway 101:
 5th Street/Johnson Canyon Road, between Iverson Road and Alta Street  Gloria Road, between Highway 101 and its future connection to Iverson Road  Herold Parkway, between its future connection to Gloria Road and 5th Street  Iverson Road, between its future connection to Gloria Road and the northerly project access point  US 101 Interchanges at 5th Street and Tavernitte Road The study will include an evaluation of intersection levels of service analysis and signal and stop sign warrant checks at the identified study intersections. The analysis also will evaluate the effect of project traffic on surrounding roadway and highway segments. Hexagon is proposing to evaluate the highway segments on US 101, between Alta Street/Associated Lane and Alta Street/Tavernitti Road. Additionally, roadway segments along the above listed roadways also will be evaluated.

The final list of study intersections and highway/roadway segments will be identified in consultation with City staff.

Additional study intersections and facilities will require authorization and additional budget. Each of the identified study facilities will be evaluated for project impacts during the AM and PM peak commute hours. Our scope and budget includes the evaluation of one development scenario. Conducting analysis for and evaluating alternative project descriptions or more than one interim development phase will require additional time and budget.

Study Scenarios
The proposed study scenarios are summarized below.

Existing Conditions. Existing conditions will reflect existing (2018-2020) peak-hour traffic volumes on the existing roadway network.

Existing Plus Project Buildout Conditions. Project-generated traffic volumes will be added to existing traffic volumes to estimate existing plus buildout project conditions.

Year 2030 No Project Conditions. Year 2030 conditions will represent traffic growth projected to occur in approximately the Year 2030 without the proposed project on the existing transportation network. Projected 2030 traffic growth will be developed by interpolating the projected General Plan buildout traffic growth.

Year 2030 with Project Conditions (5-Year Build Plan). Year 2030 with project conditions will consist of Year 2030 traffic conditions with the addition of project traffic associated with an anticipated five-year build plan for the proposed development along with roadway network improvements that are needed to provide access to the project site.

Year 2045 General Plan No Project Conditions. Year 2045 General Plan No Project conditions will represent future traffic volumes on the future transportation network. Year 2045 General Plan No Project conditions includes land use growth and transportation improvements associated with buildout of the City’s General Plan without the development on the project site.

Mr. Ron Sissem
April 22, 2025

Year 2045 General Plan Amendment with Project Conditions. Year 2045 General Plan with Project conditions consist of Year 2045 General Plan traffic conditions with the addition of the additional traffic due to the proposed development for the project site.

Study Tasks
The tasks to be included in the analysis are:

1. Work Scope Refinement. Hexagon will review all policy documents and previous transportation reports relevant to the proposed project. These include, but are not limited to, the existing City of Gonzales General Plan, the SOI Circulation Study, the Monterey County Regional Transportation Plan, the TAMC Regional Development Transportation Impact Fee program, and the Monterey Bay 2040: Moving Forward Plan. Hexagon will meet with the City of Gonzales and the project team at a kick off meeting to discuss (1) the study intersections and roadway segments to be included in the analyses and (2) methodologies and criteria to be used in the traffic analysis, and (3) any other pertinent background information or issues

2. Site Reconnaissance. The physical characteristics of the site and the surrounding roadway network will be reviewed to identify existing roadway cross-sections, intersection lane configurations, traffic control devices, intersection traffic signal cycle lengths, and surrounding land uses.

3. Observation of Existing Conditions. Existing traffic conditions will be observed in the field during the peak hours in order to identify any operational deficiencies and to confirm the accuracy of calculated levels of service.

4. Data Collection. Existing weekday AM and PM peak-hour traffic volumes at the existing study intersections will be obtained from recently completed traffic counts in the project area Including those completed as part of the SOI Circulation study) and supplemented with new manual peak-period turning movement counts at up to five of the selected study intersections. The traffic counts will include bicycle and pedestrian traffic along with the vehicular traffic counts. Additionally, our scope and budget include cost for collecting 24-hour speed and volume data at up to five locations along study roadway segments. Additional counts will require additional budget.

5. Evaluation of Existing Conditions. The existing traffic conditions at the study intersections will be evaluated with SYNCHRO software using the most recent Highway Capacity Manual (HCM) level of service methodology and current peak-hour volumes. Unsignalized intersections also will be analyzed using traffic signal and stop-sign warrants where applicable.

6. Site Traffic Projections. Based on the proposed size and land use of the project components, site-generated traffic will be estimated using the appropriate vehicular trip generation rates published in the latest edition of ITE’s Trip Generation. The directional distribution of site-generated traffic will be developed based on existing traffic patterns in the area, the available roadway network, and the locations of complementary land uses, such as schools, parks, and shopping centers. The site-generated traffic will be added to the roadway network based on this trip distribution pattern. The preliminary trip generation estimates, trip distribution pattern, and trip assignment will be submitted to City of Gonzales staff for review and approval prior to inclusion in the traffic study.

7. Evaluation of Existing Plus Project Buildout Conditions. Project-generated traffic will be added to existing traffic volumes to yield existing plus project buildout traffic volumes. Intersection level of service calculations will be conducted using SYNCHRO to estimate the operating levels of service at the study intersections during the AM and PM peak hours under existing plus project buildout conditions. Existing plus project buildout conditions will be compared to existing conditions for the purpose of identifying potential project impacts.

8. Evaluation of Year 2030 No Project Conditions. Year 2030 no project conditions will represent future traffic conditions without the proposed project with the addition of the expected growth in the City. The Association of Monterey Bay Area Governments (AMBAG) Regional Travel Demand Model (RTDM) will be used to forecast traffic growth associated with development growth within the project area. Year 2030 traffic volumes will be produced by applying traffic growth factors developed with the AMBAG model to the existing traffic volumes. Roadway improvements associated with approved developments will be assumed as directed by the City of Gonzales.

Intersection levels of service under Year 2030 conditions will be evaluated using SYNCHRO.

9. Evaluation of Year 2030 Plus Project Conditions (5-Year Build Plan). Project trips associated with an anticipated five-year build plan for the proposed development will be added to Year 2030 traffic volumes to yield Mr. Ron Sissem
April 22, 2025

traffic volumes under Year 2030 plus project conditions. Intersection levels of service under Year 2030 plus project conditions will be evaluated using SYNCHRO. Year 2030 plus project conditions will be compared to Year 2030 conditions for the purpose of identifying potential project impacts.

10. Review of Adequacy of Long-Term Traffic Analysis. The General Plan and SOI Circulation traffic analyses will be reviewed to ensure that the anticipated project development land use types and amounts are adequately addressed in the long-term analyses of each of the analyses. Additional budget will be required should it be determined that the long-term analysis completed as part of the General Plan and SOI Circulation studies is not adequate for use in the Year 2045 analysis described in the tasks below.

11. Evaluation of Year 2045 General Plan Conditions No Project Conditions. Year 2045 AM and PM peak hour traffic forecasts without the identified development levels for the project site will be obtained from the City’s 2010 General Plan EIR and SOI Circulation study. The current land uses contained in the City’s General Plan that represent the project site will be removed. Intersection level of service calculations will be performed to evaluate Year 2045 General Plan conditions without the project.

12. Evaluation of Year 2045 General Plan with Project Conditions. Project trips associated with buildout of the proposed development will be added to Year 2045 General Plan No Project traffic volumes to yield traffic volumes under Year 2045 General Plan with project conditions. Intersection level of service calculations will be conducted to estimate the operating levels during the AM and PM peak hours with the proposed project. Project impacts will be evaluated relative to Year 2045 General Plan no project conditions.

13. Roadway Segment Analysis. The effects of the project traffic on surrounding roadways will be evaluated in the traffic study. Hexagon will work with City staff to identify the appropriate methodology for this analysis. The evaluation will be based upon existing traffic volumes and speed data collected using 24-hour machine counts. The machine counts will be conducted over a 24-hour period during the midweek on the up to five study roadway segments to be selected in consultation with City staff.

14. Evaluation of Impacts to State Highways. The project impacts on US 101 will be evaluated for each of the study scenarios in the traffic study. We will obtain peak-hour traffic volume data from Caltrans for this task and will supplement these data with new counts were current counts are unavailable.

15. Signal and Stop Sign Warrant Analysis. The need for signalization or implementation of stop signs at existing unsignalized study intersections as well as future intersections will be evaluated on the basis of the Peak-Hour Warrant (Warrant 3 – Part B) and guidance for the implementation of stop signs in the California Manual on Uniform Traffic Control Devices. The warrants will be evaluated using peak-hour volumes for all study scenarios. The implementation of roundabouts rather than standard traffic signal control at intersections will be considered and analyzed where they may be feasible.

16. Site Access Analysis. Access to the project site is proposed to be provided via an intersection along Gloria Road.

A planning level review of the existing and planned roadway system will be conducted to ensure that adequate connectivity from the project site to the existing roadway system is provided. The analysis will focus on the adequacy of the proposed site access point(s) to serve the projected traffic demand with the project. This will include a quantitative analysis of the anticipated traffic volumes at the project site access intersections and on-site roadways to identify whether the proposed access points and on-site roadways will be adequate to serve the project traffic. Based on this analysis, improvements at the project site access intersections will be identified and could include roadway widening, lane additions, addition of traffic signals/roundabouts, and additional project access points.

17. On-Site Circulation. A planning level review of the proposed roadway system within the project site boundaries will be conducted to ensure that adequate access and circulation within the project site area would be provided.

This will include a qualitative analysis of the access to each of the proposed neighborhoods within the project site and an evaluation of internal intersection operations and required control devices. A quantitative analysis of the anticipated traffic volumes along the new roadways segments also will be completed.

18. Bicycle, Pedestrian, and Transit Facilities. A qualitative analysis of the project’s effect on existing and future transit service in the area and on bicycle and pedestrian circulation in the study area will be included in the traffic report.

Mr. Ron Sissem
April 22, 2025

19. Description of Impacts and Recommendations. Based on the results of the level of service calculations and signal/stop sign warrant analyses, impacts of the site-generated traffic will be identified and described.

Recommendations will be formulated to identify the locations and types of improvements or modifications necessary to mitigate significant project impacts. Improvements could include street widenings, lane additions, changes in lane usage, addition of traffic signals/roundabouts, or modifying existing traffic signals. The implementation of roundabouts rather than standard traffic signal control at intersections will be considered and analyzed where they may be feasible. Additionally, mitigation and/or traffic impact fees associated with any project impacts will be described.

20. Administrative Draft Report. Hexagon’s findings and recommendations will be summarized in an administrative draft report.

21. Draft and Final Reports. Following review and comment (on the administrative draft) by EMC, a draft report will be submitted for review by the City of Gonzales staff. Hexagon will prepare a final report that addresses all of the comments received from EMC and City staff. This final report will be included in the Draft SEIR made available for public circulation. Following public review and comment, Hexagon will respond to comments as required in completion of the Final EIR. Hexagon assumes no more than 8 hours of staff time to respond to public comments.

22. Meetings. Our cost estimate includes Hexagon staff attendance at up to three meetings with City staff and/or or the project team in connection with the project. Attendance at additional meetings, public hearings, and neighborhood or community meetings would require authorization and additional budget and would be billed as Additional Services.

Additional Services
Any work not specifically referenced in the above Scope of Services—for example, analyzing a different project description or project alternatives, analyzing more than the identified study facilities, collecting additional count data, analyzing additional scenarios or phases of the project, conducting technical analyses not described above, attending public hearings or more than the above number of meetings, and providing engineering drawings or cost estimates for mitigation measures—shall be considered additional services. Additional services will require additional budget and time.

Time of Performance
Barring any unforeseen delays, an administrative draft report will be submitted 12-16 weeks after authorization to proceed. The draft and final reports will be delivered within two weeks after receipt of all respective review comments.

We are ready to start work on this project immediately upon authorization.

Cost of Services
The cost for services rendered under this agreement will be a lump sum amount of $110,500 for both the VMT and traffic operations analysis, as outlined in our Scope of Services. Billings will be conducted monthly, on a percent complete basis. "Additional Services" shall be provided upon authorization and, if requested, will be billed separately.

This price quote is good for 30 days. This price quote assumes all project-related activities will be completed within one year. An extended project schedule may require additional budget for project administration.

Exceptions
The following items will not be included as part of the traffic impact analysis for the proposed project.

AMBAG Model Runs. The use of the AMBAG model will be limited to extracting data for the use in the development of traffic growth factors, distribution of project trips, and estimates of VMT. The scope does not include model runs to develop project-specific traffic forecasts. The AMBAG model includes future land use data estimates for Monterey County as well as Gonzales. However, the AMBAG land use data estimates would need to be refined into a new Gonzales-specific traffic zone structure to obtain accurate forecasts within the City. An extensive effort would be required to refine the AMBAG model or develop a Citywide model based on the AMBAG model.

Mr. Ron Sissem
April 22, 2025

We appreciate your consideration of Hexagon Transportation Consultants for this assignment. If you have any questions, please do not hesitate to call.

Sincerely,
HEXAGON TRANSPORTATION CONSULTANTS, INC.

Robert Del Rio, T.E.

Vice President & Principal Associate
Task Cost Breakdown
Puente Del Monte Specific Plan
Total Staff Task Labor Direct Total
Hours Cost Cost /a/ Cost
Task Description
VMT Evaluation
1 VMT Evaluation 48.0 $13,020 $13,020
2 Description of Impacts and Mitigation 15.0 $3,980 $3,980

63.0 $17,000 $0 $17,000
Traffic Operations
1 Work Scope Refinement 2.0 $620 $620
2 Site Reconnaissance 4.0 $720 $720
3 Observation of Existing Conditions 4.0 $720 $720
4 Data Collection 3.0 $595 $3,500 $4,095
5 Evaluation of Existing Conditions 34.0 $6,820 $6,820
6 Site Traffic Projections 7.0 $1,580 $1,580
7 Evaluation of Existing Plus Project Buildout Conditions 10.0 $1,910 $1,910 8 Evaluation of Year 2030 No Project Conditions 18.0 $3,720 $3,720 9 Evaluation of Year 2030 Plus Project Conditions (5-Year Build Plan)

14.0 $3,000 $3,000
10 Review Long-Term Traffic Analysis/Model Validaton 52.0 $14,780 $14,780 11 Evaluation of Year 2045 General Plan Conditions No Project Conditions

19.0 $4,370 $4,370
12 Evaluation of Year 2040 General Plan with Project
Conditions

16.0 $3,770 $3,770
13 Roadway Segment Analysis. 12.0 $2,530 $2,530
14 Evaluation of Impacts to State Highways 8.0 $1,550 $1,550 15 Signal and Stop Sign Warrant Analysis 5.0 $850 $850
16 Site Access Analysis 12.0 $2,530 $2,530
17 On-Site Circulation 20.0 $4,560 $4,560
18 Bicycle, Pedestrian, and Transit Facilities 10.0 $2,280 $2,280 19 Description of Impacts and Recommendations 12.0 $2,750 $2,750 20 Administrative Draft Report 96.0 $22,000 $22,000
21 Draft and Final Reports 13.0 $3,030 $110 $3,140
22 Meetings 18.0 $4,905 $300 $5,205
389 $89,590 $ 3,910 $ 93,500
Project Totals 452 $106,590 $3,910 $110,500
/a/ Direct costs are associated with data collection costs and mileage.

Budget

EKI Environment & Water
Water Supply Technical Memorandum Scope of Work D

APPENDIX

Corporate Office
2001 Junipero Serra Blvd, Suite 300
Daly City, CA 94014
(650) 292-9100
ekiconsult.com
Davis, CA ● Irvine, CA ● Marin, CA ● Napa, CA ● Oakland, CA ● Roseville, CA Centennial, CO ● Glastonbury, CT ● Dedham, MA ● Holyoke, MA 29 April 2025
Ron Sissem
Senior Principal
EMC Planning Group
601 Abrego Street
Monterey, CA 93940
Subject: Proposal to Review a Water Supply Assessment for Puente Del Monte Specific Plan
EKI C50125.00
Dear Mr. Sissem:

EMC Planning Group (Client) has requested that EKI Environment & Water, Inc. (EKI) prepare a proposal for environmental consulting services to assist with the peer review of water demand estimates for the Puente Del Monte Specific Plan Project (Proposed Project) presented in the Draft Water Supply Assessment (WSA) for the Vista Lucia Specific Plan Project. EKI understands that a Draft WSA was prepared for the Vista Lucia Specific Plan Project by Zanjero for the City of Gonzales (City) in February 2023. This Draft WSA includes demand projections for the Vista Lucia Specific Plan Project, as well as “Other Planned Uses” anticipated to be served by the City, including the Proposed Project. Since the preparation of the Draft WSA, the site boundary and associated land uses for the Proposed Project have changed. As such, Client has requested that EKI conduct a peer review of the water demand projections presented in the Draft WSA to assess whether the updated demands for the Proposed Project fall within the scope of the original assessment presented in the Draft WSA and whether the methods used to determine the demands of the Proposed Project used in the Draft WSA are consistent with applicable standards for WSAs.

SCOPE OF WORK
The Scope of Work outlined below does not include the preparation of a WSA for the Proposed Project; however, EKI is available to do so if requested by the Client. If EKI notices a significant inconsistency with the regulations or reviewed information that is expected to materially affect the findings of the Draft WSA, EKI will check in with the Client to determine next steps.

Task 1 – Peer Review of Proposed Project Demands Presented in Draft WSA The primary objective of a WSA is to evaluate whether sufficient water supplies are available to meet all future demands within the City’s service area, including demands associated with the Proposed Project, during normal, single dry, and multiple dry hydrologic years for a 20-year time horizon. Projected water demand estimates for the Proposed Project have been calculated as part of the Draft WSA. A breakdown of these demands is included as Appendix A to the Draft Ron Sissem
EMC Planning Group
29 April 2025

WSA. Based on this and direction from Client on 23 April 2025, EKI’s peer review of the water demand projections for the Proposed Project presented in the Draft WSA will include the following:
(1) Review of the Draft WSA water demand factors for the Proposed Project for consistency with commonly used literature demand factors;
(2) An updated estimate of water demand projections for the Proposed Project, based on the demand factors used in the Draft WSA and the revised Proposed Project description; (3) A comparison of the updated water demand projections with those presented in the Draft WSA for the Proposed Project to determine whether the updated projections can reasonably be considered to be within the "Other Planned Developments" projections for the City presented in the Draft WSA; and
(4) A Technical Memorandum (TM) summarizing the results of this review. This TM may include tables comparing values presented in the Draft WSA with those calculated for the Proposed Project based on the revised project description, as well asrelevant information presented in other documents or information reviewed.

A draft TM will be sent to the Client for review and comment. EKI will incorporate Client’s comments into a final TM document, which will be provided to Client in electronic (PDF) format.

For scoping and budgeting purposes, we have assumed a minimal level of revision will be necessary to address comments and prepare a final TM.

For scoping purposes, we have assumed that the information needed related to the water demand estimates for the Proposed Project can readily be obtained from Client and/or the City.

Water demands will be projected in five-year increments out to 2045.

Optional Task 2 – Develop Proposed Project Demands
In the case that EKI finds that the water demand factors used in the Draft WSA are inconsistent with those commonly used in literature and other public sources for similar land uses, under Optional Task 2, EKI will estimate water demand projections for the Proposed Project based on:
(1) land use and project-specific information, and (2) water demand factors identified in literature and other public sources for similar land uses. These water demands may also be evaluated based on published methodologies and sources, as appropriate. These estimated demands will be compared to the updated water demand projections calculated as part of Task 1 using the demand factors in the Draft WSA.

As part of Optional Task 2, EKI will also compare the water demand projections calculated as part of Task 2 with those presented in the Draft WSA for the Proposed Project to determine whether the projections can reasonably be considered to be within the "Other Planned Developments" projections for the City presented in the Draft WSA. A summary of the results of this comparison will be included in the TM developed as part of Task 1.

Ron Sissem
EMC Planning Group
29 April 2025

Task 3 – Project Management
This task will cover routine project management tasks and Client communications. It should be recognized that the time and effort required to complete this task is difficult to estimate. For scoping purposes, we have assumed participation in up to two (2) web conference meetings. As part of this task, EKI will also prepare and submit a Request for Information (RFI) to Client.

SCHEDULE AND BUDGET
EKI is prepared to start work on the above Scope of Work immediately upon authorization to proceed. It is anticipated that the work effort will take up to three weeks without Optional Task 2 and up to four weeks with Optional Task 2 to complete, assuming timely provisions of data from Client and timely review of the draft TM.

Inasmuch as the exact level of effort required to complete the above Scope of Work cannot be known precisely, EKI proposes to perform the work on a time and materials expense reimbursement basis in accordance with our current (2025) Schedule of Charges (see Attachment A) for a budget of $9,300. As above, if significant issues are identified in the Draft WSA, the level of effort may be greater than currently estimated. EKI will inform Client of any issues that arise that may affect the schedule for completion or impact the anticipated level of effort.

A breakdown of the estimated budget is provided in Table 1 below.

Table 1. Proposed Project Budget

TASK COST ESTIMATE
Task 1 – Peer Review of Proposed Project Demands Presented in Draft WSA $4,700
Optional Task 2 – Develop Proposed Project Demands $3,000 Task 3 – Project Management $1,600
TOTAL: $9,300

TERMS AND CONDITIONS
Included in Attachment B is a copy of the EKI’s Terms and Conditions, dated 29 April 2025, which shall be incorporated into this Agreement. We have found these terms to be appropriate for use with agreements for the provision of professional consulting services, and accordingly should any conflict exist between the attached terms and the form of any purchase order or confirmation issued, the provisions of this Agreement and the attached Terms and Conditions shall prevail in the absence of EKI’s express written agreement.

Ron Sissem
EMC Planning Group
29 April 2025

Any work product prepared by EKI under this Agreement, is for the sole benefit, use and reliance of Client, as identified below by signature of Client’s authorized representative, subject to the attached terms and conditions and the aggregate limitation of liability of EKI as stated therein.

Unless specifically authorized in writing in an agreement acceptable to EKI in its sole discretion, use of or reliance on EKI’s work product by any other entity is not permitted or authorized.

Reliance on or use of EKI’s work product by any third party without written authorization by EKI does not make such entity a third-party beneficiary of EKI’s work product. Any such unauthorized reliance on, modification of, or use of EKI’s work product, including any of its information or conclusions, will be at such third party’s sole risk.

We are excited about the opportunity to work with EMC Planning Group on this project.

Very truly yours,
EKI Environment & Water, Inc.

Anona L. Dutton, P.G., C.Hg. Andree Lee
Vice President / Principal-In-Charge Vice President / Principal-In-Charge EMC Planning Group
_________________________________________
(Authorized Representative)
_________________________________________
(Date)

ATTACHMENTS
Attachment A – Schedule of Charges for EKI Environment & Water, Inc., dated 1 January 2025.

Attachment B – EKI Standard Agreement, dated 29 April 2025.

Attachment A
Schedule of Charges for EKI Environment & Water, Inc., dated 1 January 2025 Client/Address: (0&3ODQQLQJ*URXS
$EUHJR6WUHHW0RQWHUH\&$


Proposal/Agreement Date: 4/2
/2025 EKI Proposal/Project # C5000
SCHEDULE OF CHARGES FOR EKI ENVIRONMENT & WATER, INC. 1 January 2025 Personnel Classification Hourly Rate
Officer and Chief Engineer-Scientist 355
Principal Engineer-Scientist 343
Supervising I, Engineer-Scientist 333
Supervising II, Engineer-Scientist 319
Senior I, Engineer-Scientist 306
Senior II, Engineer-Scientist 295
Associate I, Engineer-Scientist 283
Associate II, Engineer-Scientist 267
Engineer-Scientist, Grade 1 248
Engineer-Scientist, Grade 2 234
Engineer-Scientist, Grade 3 215
Engineer-Scientist, Grade 4 193
Engineer-Scientist, Grade 5 170
Engineer-Scientist, Grade 6 148
Project Assistant 139
Technician 133
Senior GIS / Database Analyst 175
CADD Operator / GIS Analyst 152
Senior Administrative Assistant 167
Administrative Assistant 132
Secretary 111
Direct Expenses
Reimbursement for direct expenses, as listed below, incurred in connection with the work will be at cost plus fifteen percent (15%) for items such as:
a. Maps, photographs, reproductions, printing, equipment rental, and special supplies related to the work. b. Consultants, soils engineers, surveyors, drillers, laboratories, and contractors. c. Rented vehicles, local public transportation and taxis, travel, and subsistence. d. Special fees, insurance, permits, and licenses applicable to the work. e. Outside computer processing, computation, and proprietary programs purchased for the work.

A Communication charge for e-mail access, web conferencing, cellphone calls, messaging and data access, file sharing, local and long distance telephone calls and conferences, facsimile transmittals, standard delivery U.S. postage, and incidental in-house copying will be charged at a rate of 4% of labor charges. Large volume copying of project documents, e.g., bound reports for distribution or project-specific reference files, will be charged as a project expense as described above.

Reimbursement for company-owned automobiles, except trucks and four-wheel drive vehicles, used in connection with the work will be at the rate of sixty cents ($0.60) per mile. The rate for company-owned trucks and four-wheel drive vehicles will be seventy-five cents ($0.75) per mile. There will be an additional charge of thirty dollars ($30.00) per day for vehicles used for field work. Reimbursement for use of personal vehicles will be at the federally allowed rate plus fifteen percent (15%).

CADD and other specialized software computer time will be charged at twenty dollars ($20.00) per hour. In-house material and equipment charges will be in accordance with the current rate schedule or special quotation. Excise taxes, if any, will be added as a direct expense.

Rate for professional staff for legal proceedings or as expert witnesses will be at a rate of one and one-half times the Hourly Rates specified above.

The foregoing Schedule of Charges is incorporated into the Agreement for the Services of EKI Environment & Water, Inc. and may be updated annually.

Attachment B
EKI Standard Agreement, dated 29 April 2025
STC-NH-20231215 Page 1 of 5
EKI Environment & Water, Inc.

TERMS AND CONDITIONS
CONSULTANT:

CLIENT:

Proposal/Agreement Date:

EKI Environment & Water, Inc.

EMC Planning Group
29 April 2025 Proposal/Project Number: EKI C50125.00

1. SCOPE OF SERVICES
The CLIENT hereby employs CONSULTANT to perform the professional services work (“Services”) specified in this Agreement. The CONSULTANT’s Services will commence on the date of execution of this Agreement and to continue until completion of the Services described herein or termination as described in Article 12. CONSULTANT agrees to furnish the necessary personnel, materials, equipment, and facilities to perform the Services stated in this Agreement or attached thereto.

CONSULTANT’s Services shall be performed as expeditiously as is consistent with professional skill and care and the orderly progress of the project.

The CLIENT agrees that CONSULTANT shall be responsible to provide only for the Services expressly specified in this Agreement. Additional Services, which result in an adjustment in CONSULTANT’s schedule for its Services or originally estimated budget or lump sum fee for its Services, may be provided at CLIENT’s request.

All of CONSULTANT’s plans, specifications, tracings, survey notes, writings, reports, documents, designs, instruments of service, computer programs, electronic data deliverables, and other original documents, and any other Services or work products generated electronically or in hardcopy as a result of this Agreement (collectively “Work Product”) are intended for the sole use and benefit only of CLIENT and may not be relied on or used by any other party or entity without the express written consent of CONSULTANT and subject to execution of an agreement between such third party and CONSULTANT in form and content approved by CONSULTANT defining the terms, provisions, and limitations of the use of Work Product.

2. COMPENSATION
The CLIENT agrees to pay CONSULTANT’s invoices for the Services specified in this Agreement in accordance with the Schedule of Charges attached to the Agreement, and such payment shall be full compensation for all personnel, materials, equipment, and facilities used in performing the Services.

CONSULTANT will invoice CLIENT at the end of each billing period. Payment in full must be received by CONSULTANT within thirty (30) days of the date of such invoice. Any amounts overdue will incur a service charge of one percent (1%) per month, compounded monthly, beginning thirty (30) days after the invoice date and until full payment is received.

Failure of CLIENT to submit full payment of an invoice within thirty (30) days of the invoice date may be considered substantial nonperformance and cause for suspension or termination of Services, at CONSULTANT’s discretion. CONSULTANT, without any liability to CLIENT, may withhold any Services and Work Product pending payment by CLIENT of any outstanding amounts owed.

For Services provided on a time and material basis, the budget may be increased by amendment to complete the Scope of Work. CONSULTANT is not obligated to provide Services in excess of the authorized budget. The Services performed by CONSULTANT shall be deemed approved and accepted by CLIENT as and when invoiced unless CLIENT objects within fifteen (15) days of invoice date by written notice specifically stating in detail which Services CLIENT believes are incomplete or defective, and the invoice amount(s) in dispute. CLIENT shall pay undisputed amounts as specified herein.

3. INSURANCE
CONSULTANT, at its own expense, will maintain in force the following policies of insurance during the period of performance of this Agreement:
(a) Workers’ Compensation at statutory limits and Employer’s Liability Insurance with a limit of $1,000,000. (b) Commercial General Liability Insurance with a combined single limit of $1,000,000 per occurrence and $2,000,000 aggregate for bodily injury, including death, and property damage, (c) Automobile Liability Insurance with a combined single limit for bodily injury and property damage of $1,000,000 per accident, and
(d) Professional Liability Insurance with a limit of $1,000,000 per claim and in the annual aggregate per policy year.

STC-NH-20231215 Page 2 of 5
If requested by CLIENT, CONSULTANT will furnish CLIENT with satisfactory evidence of the above insurance.

CONSULTANT will provide at least thirty (30) days prior written notice to the CLIENT in the event of cancellation of insurance coverage.

If CLIENT retains any construction contractor or subcontractor whose scope of work relates in any way to the Services provided by CONSULTANT, CLIENT shall require each contractor and subcontractor to: (1) defend, indemnify, and hold harmless CLIENT and CONSULTANT from any and all claims, suits, losses, damages, attorney’s fees, and costs arising from such contractor or subcontractor’s work or services; (2) obtain insurance of types and amounts appropriate for the services and work provided by such contractor or subcontractor, including but not limited to Commercial General Liability, Auto Liability, Workers’ Compensation and Employer’s Liability and Contractor’s Pollution Liability; (3) require naming CONSULTANT as an additional insured under Commercial General Liability and Automobile Liability policies, and (4) require that all contractor’s and subcontractor’s policies be endorsed to provide a waiver of subrogation in favor of CLIENT and CONSULTANT related in any way to the Services provided by CONSULTANT.

4. STANDARD OF CARE
CONSULTANT agrees that, in connection with its Services to be performed under this Agreement, such services are performed with the care and skill ordinarily exercised by members of the profession practicing under similar conditions at the same time and in the same or a similar locality. CLIENT recognizes that the state of practice, particularly with respect to hazardous waste conditions, is changing and evolving. While CONSULTANT will perform in reasonable accordance with standards in effect at the time its Services are performed, it is recognized that such standards may subsequently change because of improvements in the state of practice. No warranty or guarantee, express or implied, is made or intended by providing any of the Services or by furnishing oral or written reports of the findings made by CONSULTANT.

5. LIMITATION ON LIABILITY
CLIENT agrees that to the fullest extent allowed by law, CLIENT shall limit CONSULTANT’s liability to CLIENT, CLIENT’s contractors, subcontractors, agents, employees and consultants, and to all other third parties for any or all injuries, claims, losses, expenses or damages whatsoever arising out of or in any way related this Agreement from any cause or causes including but not limited to the negligent acts, errors, or omissions, breach of contract, or breach of warranty by CONSULTANT, its directors, officers, employees, agents, subconsultants, and subcontractors to a maximum of $100,000. This limitation of liability shall apply to the CLIENT’s claims for damages as well as the CLIENT’s claims for contribution and indemnity with respect to third party claims. CLIENT shall give written notice to CONSULTANT of any claim of negligent act, error or omission within one (1) year after the completion of the work performed by CONSULTANT. Failure to give notice herein required shall constitute a waiver of said claim by CLIENT.

6. CONSEQUENTIAL DAMAGES
The CONSULTANT and CLIENT waive consequential damages, including but not limited to loss of use, profits, anticipated profits, and like losses, for claims, disputes or other matters in question arising out of or relating to this Agreement.

This mutual waiver is also applicable, without limitation, to all consequential damages due to either party’s termination of this Agreement.

7. INDEMNITY
CLIENT understands that, in seeking the professional services of CONSULTANT, CLIENT may be requesting CONSULTANT to undertake uninsurable obligations for CLIENT’s benefit involving the presence or potential presence of hazardous, toxic or pollutant substances. Therefore, CLIENT agrees to defend, indemnify, and hold harmless CONSULTANT from any and all claims, suits, losses, attorney fees, costs, and liability for property damage, personal injury including death, consequential, or any other damages from any cause whatsoever, arising out of the CONSULTANT’s Services, including but not limited to the presence (or failure to detect the presence), discharge, release or escape of toxic or hazardous materials or contaminants of any kind, and from any and all claims for damages by third parties, excepting only to the extent resulting from the willful misconduct or sole negligence of CONSULTANT in the performance of its Services under this Agreement.

8. SERVICES DURING CONSTRUCTION
Any Services, including testing or construction observation, provided by CONSULTANT, during construction of facilities designed by the CONSULTANT or others, is for the purpose of reviewing the construction contractor’s general compliance only with the functional provisions of the construction documents including project specifications and drawings. The CONSULTANT shall not have control over, charge of, or responsibility for the construction means, methods, techniques, sequences or procedures, or for safety precautions and programs in connection with any construction contractors’ work, nor shall the CONSULTANT be responsible for a contractor’s failure to perform the work in accordance with the requirements of the construction documents. The CONSULTANT shall be only responsible for the CONSULTANT’s negligent acts or omissions, but shall not have control over or charge of, and shall not be responsible for, acts or omissions of contractors or of any other persons or entities performing portions of the work. CLIENT agrees that in accordance with generally accepted construction practices, the independent construction contractor(s) selected by CLIENT will be required to assume sole and complete responsibility for STC-NH-20231215 Page 3 of 5
jobsite conditions during the course of construction of the project, including safety of all persons and property, and that this responsibility shall be continuous and not be limited to normal working hours. CONSULTANT’s Services during construction shall not be construed to waive or otherwise relieve any contractor or subcontractor of their contractual obligations.

9. COST ESTIMATES
Any statements of estimated construction costs or future operation and maintenance costs furnished by CONSULTANT represent the CONSULTANT’s judgment as a design professional. However, neither CLIENT nor CONSULTANT has control over the fluctuations in construction costs, a contractor’s methods of determining bid prices, market and bidding conditions, and other factors. Accordingly, CONSULTANT does not guarantee or warrant that the bids or negotiated prices, or future operation and maintenance costs, will not vary from any estimated costs provided by CONSULTANT or from CLIENT’s budget for the project.

10. DATA
Any Work Product stored or reduced to computer tapes, disks, CDs, electronic files or CAD files (collectively “Data”) is and shall remain CONSULTANT’s property. The transfer of Data to CLIENT or others is not and shall not be deemed a sale.

CONSULTANT reserves the right to retain an archival copy of the Data delivered to CLIENT, which shall be referred to and shall be conclusive proof and govern in all disputes over the form or content of the Data furnished to CLIENT. The Data are instruments of service, and as such, CONSULTANT makes no representations or warranties, expressed or implied, of the Data’s merchantability or fitness for a particular purpose with respect to its quality, adequacy, completeness or sufficiency as to any results to be or intended to be achieved as to its use.

The Data are furnished “as is”. CLIENT acknowledges that anomalies and errors can be introduced into the Data when it is transferred or used in an incompatible computer environment or modified by others. CLIENT acknowledges and solely accepts the risks associated with and/or the responsibility for any damages to hardware, software or computer systems or networks related to any use of the Data.

Use by CLIENT of any Data prepared by CONSULTANT for any purpose or project other than the project subject to this Agreement shall be at CLIENT’s sole risk. CLIENT agrees to indemnify and hold CONSULTANT harmless from any claims, suits, damages, liabilities or costs, including attorneys’ fees and costs of defense, arising from any reuse or modification of any Data prepared by CONSULTANT without the prior written consent of CONSULTANT.

11. CONFIDENTIALITY
When business or technical information is identified as “confidential” by CLIENT, CONSULTANT shall hold such business or technical information as confidential. CONSULTANT shall not disclose such confidential information without CLIENT’s consent except to the extent required for (1) performance of services under this Agreement; (2) compliance with professional standards of conduct for preservation of the public safety, health and welfare; (3) compliance with any law, court order or other governmental directive; or (4) protection of CONSULTANT against claims or liabilities arising from performance of Services under this Agreement. In the event that CONSULTANT is requested to disclose any confidential information under the above conditions, CONSULTANT will contact CLIENT to provide an opportunity for CLIENT’s defense of any confidentiality claim at its expense, including the cost of any required CONSULTANT services at CONSULTANT’s then current Schedule of Charges. CONSULTANT’s obligation hereunder shall not apply to information in the public domain, previously known by CONSULTANT, or lawfully acquired on a non-confidential basis from others. CLIENT acknowledges that CONSULTANT may provide similar services to other individuals or entities that operate within the same industry as CLIENT. So long as CONSULTANT does not share or make use of any of CLIENT’s confidential information in providing such services, nothing in this Agreement shall be interpreted as limiting or prohibiting CONSULTANT from providing such services.

12. TERMINATION OF AGREEMENT
(a) WITH CAUSE
This Agreement may be terminated by either party upon seven (7) days written notice should the other party fail substantially to perform in accordance with this Agreement through no fault of the party initiating the termination. (b) WITHOUT CAUSE
This Agreement may be terminated by CLIENT or CONSULTANT upon at least fourteen (14) days written notice to the other party.
(c) TERMINATION ADJUSTMENT PAYMENT
If this Agreement is terminated through no fault of the CONSULTANT, CONSULTANT shall be paid for Services performed and expenses incurred to the termination notice date, including Reimbursable Expenses due, plus any additional direct expenses incurred by CONSULTANT including, but not limited to, cancellation fees or charges imposed by subcontractors (“Termination Expenses”). Termination Expenses, which may not exceed ten percent (10%) of charges incurred to the termination notice date, may be charged to CLIENT to cover such services to orderly close-out the Services and to prepare project files and documentation. CONSULTANT will use reasonable efforts to minimize such Termination Expenses.

STC-NH-20231215 Page 4 of 5

13. DISPUTE RESOLUTION
(a) The parties agree that any and all disputes, claims or controversies arising out of or relating to this Agreement shall be submitted for mediation to Judicial Arbitration and Mediation Services (“JAMS”), or other third-party mediation service acceptable to the parties. A request for mediation shall be made in writing, delivered to the other party to this Agreement, and filed with JAMS. If a party deems it necessary in order to protect or preserve a legal right, the request for mediation may be made concurrently with the filing of a lawsuit or other binding dispute resolution proceeding but, in such event, mediation shall proceed in advance of the binding dispute resolution proceedings, which shall be stayed pending mediation for a period of 60 days from the date of filing, unless stayed for a longer period by agreement of the parties or court order.
(b) The mediation fees and costs, if any, shall be divided equally among the parties involved. Each party shall bare its own attorney’s fees and other costs, except as provided in subparagraph (c) below. (c) If any party commences a lawsuit or other binding dispute resolution proceeding to which this paragraph applies without previously or concurrently initiating mediation, said party shall not be entitled to recover attorneys’ fees even if they would otherwise be available to that party in any such proceeding. (d) The following matters are excluded from mediation hereunder: (1) injunctive relief; and (2) any unlawful detainer.

14. GENERAL PROVISIONS
(a) APPLICABLE LAW
This Agreement shall be interpreted and enforced according to the laws of the State of California, excepting those provisions of California law that would require the application of the laws of another state or country. (b) PRECEDENCE OF CONDITIONS
Any terms or conditions incorporated into a purchase order, confirmation, or other similar document issued by CLIENT shall have no force and effect. If there is any conflict between these Terms and Conditions and the Agreement or any other Exhibits, or documents that are attached or make up a part of this Agreement, these Terms and Conditions shall control, in the absence of CONSULTANT’s express written agreement to the contrary. (c) ASSIGNMENT OR SUBCONTRACTING
Neither CLIENT nor CONSULTANT shall assign its interest or any rights in this Agreement without the written consent of the other. CONSULTANT may subcontract any portion of the work to be performed hereunder without such consent.
(d) OWNERSHIP OF DOCUMENTS
All Work Product are instruments of CONSULTANT’s Services and shall not be used on other projects without CONSULTANT’s prior written consent; however, if used on other projects, such use shall be at CLIENT’s sole risk.

CONSULTANT’s Work Product may not be altered or modified except by CONSULTANT. CONSULTANT shall be deemed the author of the Work Product and shall retain all common law, statutory and other reserved rights, including the copyright, trademark, and patent. The CLIENT may retain copies, including reproducible copies, of these documents for information and reference in connection with the CLIENT’s use for this project. Submission or distribution of CONSULTANT’s Work Product to meet official regulatory requirements or for similar purposes in connection with this project are not to be construed as publication in derogation of CONSULTANT’s reserved rights. (e) FORCE MAJEURE
Any delay or default in the performance of any obligation of CONSULTANT under this Agreement resulting from any cause(s) beyond CONSULTANT’s reasonable control, shall not be deemed a breach of this Agreement. The occurrence of any such event shall suspend the obligations of CONSULTANT as long as performance is delayed or prevented thereby. Upon the resumption of Services, the schedule for performance of CONSULTANT’s Services and the fees due hereunder shall be equitably adjusted.
(f) TIME BAR
All legal actions by either party against the other arising out of or in any way connected with this Agreement or the Services to be performed hereunder shall be barred and under no circumstances shall any such legal action be initiated by either party after one year from the date of substantial completion of the Services, unless this Agreement shall be terminated earlier, in which case the date of termination of this Agreement shall be the date on which such period shall commence.
(g) INTERPRETATION
The parties have had an opportunity to review and negotiate the provisions of this Agreement.

Notwithstanding any rule to the contrary, no provision of this Agreement shall be interpreted or construed against any party because such party or its legal counsel was the drafter thereof. The headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of the Agreement. (h) MERGER: WAIVER: SURVIVAL
This Agreement constitutes the entire and integrated agreement between the parties hereto and supersedes all prior negotiations, representations, and/or agreements, written or oral. This Agreement may not be amended or altered except in a writing signed by both parties. One or more waiver of any term, condition or other provision of this Agreement by either party shall not be construed as a waiver of a subsequent breach of the same or any other provision.

Any provision hereof which is legally deemed void or unenforceable shall not void the entire Agreement, and all remaining provisions shall survive and be enforceable.

STC-NH-20231215 Page 5 of 5
(i) CLIENT OBLIGATIONS
CLIENT shall furnish full information regarding requirements for the project, including a plan or program that shall set forth CLIENT’s objectives, schedule, constraints and criteria, including, as applicable, budget, space requirements, and relationships, flexibility, expandability, special equipment, systems and site requirements. CLIENT will provide access to the project site, obtain all permits, provide all legal services in connection with the project, and provide environmental impact reports or any other reports or filings required of the site owner, unless specifically included in CONSULTANT’s scope of Services. CLIENT shall pay the costs of plan checking and inspection fees, zoning applications fees, soil engineering fees, testing fees, surveying fees, permits, bond premiums, and all other charges not specifically covered by the terms of this Agreement.

CLIENT will provide to CONSULTANT all documents and information regarding the site and the Project that is reasonably necessary for CONSULTANT to provide its Services under this Agreement. CONSULTANT shall be entitled to rely upon the adequacy and accuracy of documents and information provided by CLIENT, CLIENT’s other consultants and contractors, and other third-parties (collectively “CLIENT Information”) in performing the Services.

CONSULTANT assumes no responsibility or liability for the accuracy or completeness of CLIENT Information; however, CONSULTANT will advise CLIENT if it becomes aware of an error or omission in the CLIENT Information. CLIENT Information will remain the property of the CLIENT; however, CONSULTANT may keep a copy of all CLIENT Information for the completion of its records.
(j) THIRD PARTIES
Nothing contained in this Agreement shall create a contractual relationship with or a cause of action in favor of a third party against either the CLIENT or CONSULTANT.

15. UTILITIES AND SUBSURFACE CONFLICTS
Prior to initiation of subsurface investigations, including but not limited to boreholes, probes, trenches, or subsurface sample collection, CLIENT will provide CONSULTANT with available information, drawings, and maps regarding potential underground utilities, other potential subsurface conflicts, and overhead conflicts in the proposed areas of investigation. If CLIENT is not the property owner, CLIENT will contact the property owner and request such information. CONSULTANT will clear the proposed investigation locations for buried utilities by obtaining the services of a utility locating company. CONSULTANT will make reasonable efforts to identify and to avoid damage to disclosed or visually-identified utilities that may exist within the areas of investigation. CONSULTANT, its subconsultants and subcontractors shall have no liability for damages to persons or property, including the cost to repair, which occur during investigative activities performed by CONSULTANT, its subconsultants and subcontractors, and arise out of, or relate to, undisclosed, unknown, or inaccurately specified utilities or other structures.

16. ARTIFICIAL INTELLIGENCE
CONSULTANT may use Artificial Intelligence (AI) technology in providing services under this Agreement. AI technology is a rapidly changing field and includes tools provided by third parties that may be pre-trained and/or pretrain with supplementary training by CONSULTANT. CONSULTANT makes efforts to identify and remove CLIENTidentifying data and any bias that is contained in data that is used for supplementary training.

CONSULTANT is aware that the output from AI is not a substitute for human judgement. CONSULTANT’s engineers, scientists, and other professional staff will continue to provide professional services, and make decisions based on their experience, knowledge, and analysis, consistent with the Standard of Care.

Illingworth & Rodkin
Health Risk Assessment Scope of Work E

APPENDIX

429 E. Cotati Ave
Cotati, CA 94931
Tel: 707-794-0400 Fax: 707-794-0405
www.illingworthrodkin.com [email protected]
Proposal
Date: April 25, 2025
To: Ron Sissem
EMC Planning Group
601 Abrego Street
Monterey, CA 93940
[email protected]
From: James A. Reyff
Illingworth & Rodkin, Inc.
429 E. Cotati Ave
Cotati, CA 94931
RE: Puente del Monte Specific Plan - Gonzales, CA
SUBJECT: Proposal to Prepare a Health Risk Assessment
Thank you for inviting Illingworth & Rodkin, Inc. (I&R) to submit this proposal to prepare a health risk assessment (HRA) for the Puente del Monte Project in Gonzales, CA. We understand that the project proposes developing agricultural uses into a mixed-use community, with construction lasting for many years. The plan area is not located near sensitive receptors. However, there is a residence along Gloria Road, the primary access road to the plan area. Truck traffic during construction and operational traffic from the proposed project would, on its own, and in combination with the approved Gloria Road Agricultural Cooler project, affect air quality near this receptor. Therefore, an HRA is proposed. The scope of this HRA is limited to traffic generated by construction and operation of the specific plan that would travel along Gloria Road toward U.S.

Highway 101.

Scope of Work
The following work tasks are proposed:

Construction Period Health Risk Impacts. The CalEEMod model and land use assumptions would be used to develop traffic estimates for the construction period. A phasing schedule would be developed as well as assumptions for assigning traffic to Gloria Road. The latest approved version of the EMFAC model would be used to compute traffic emission factors for construction traffic that include trucks, vendors and workers. Emission rates would be used in dispersion modeling to compute exposures to toxic air contaminants (TACs). Dispersion modeling would be conducted using U.S. EPA’s AERMOD model and hourly meteorological data from the most representative meteorological station, where data is provided. Cancer risks will be calculated using the Monterey Bay Air Resources District risk management policy guidance.

Ron Sissem
EMC Planning Group
May 19, 2025 - Page 2
Operational Period Health Risk Impacts. Traffic volumes developed for the project would be used to address emissions along Gloria Road during project operation. The same EMFAC emissions and AERMOD modeling would be conducted for this activity to predict operational period TAC exposures and associated health risk impacts.

Reporting. The combined health risks would be predicted from emissions caused by traffic during construction, construction plus operation and operation over a 30-year exposure period. The results would be communicated in a technical report that describes the methodology, assumptions, significance thresholds and results. Attachments would include the modeling summaries that support the results.

Cost Estimate
We estimate the cost for this traffic HRA to be $8,800. The cost estimates were developed based on our schedule of hourly charge rates. All work would be based on the billing rates provided in Attachment A along with our insurance coverages.

Ron Sissem
EMC Planning Group
May 19, 2025 - Page 3
Attachment A
2025 HOURLY BILLING RATES
Our fees are based on the following schedule of hourly rates:

Principal $250/hour
Senior Consultant $225/hour
Consultant $210/hour
Staff Consultant $195/hour
Technical/Admin Support $140/hour
Rates are subject to change on an annual basis. Document reproduction and shipping at cost.

Mileage at IRS allowable rate; currently $0.70.

INSURANCE COVERAGE
GENERAL LIABILITY in the amount of $2,000,000 per occurrence/ $4,000,000 aggregate.

WORKERS COMPENSATION covering our own employees in the amount of $1,000,000 per occurrence.

AUTO (OWNED & NON OWNED) covering personal injury or death and property damage in the amount of $1,000,000 per claim.

PROFESSIONAL LIABILITY in the amount of $2,000,000 per claim and $2,000,000 annual aggregate.

Limitation of Liability. To the maximum extent permitted by law, Illingworth & Rodkin, Inc. requests that the Client agrees to limit Illingworth & Rodkin, Inc.’s liability for Client damages to the sum of $250,000 or our fee, whichever is greater. This limitation shall apply regardless of the cause or legal theory asserted.

UMBRELLA LIABILITY in the amount of $2,000,000 per occurrence and aggregate.

Certificates of insurance will be issued upon request.

INVOICING AND PAYMENTS
I&R submits monthly progress billing invoices by the 15th of each month, for the prior month’s services. Invoices are submitted directly via email in pdf format, to the email address provided by the client. Special invoicing requirements may result in administrative costs, billed at a rate of $125/hour, in addition to the proposed budget.

I&R accepts payment in the form of cash, paper check, or credit card. I&R does not accept ACH/Electronic payments, or any other form of payment via 3rd party vendors or client portals.

Exhibit B