Agenda packet — Grand Terrace City Council, June 23, 2026 (part 4 of 6)

beyond the control and without the fault or negligence of the Contractor, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Contractor shall within ten (10) days of the commencement of such delay notify the Contract Officer in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the Contract Officer such delay is justified. The Contract Officer’s determination shall be final and conclusive upon the Parties to this Agreement. In no event shall Contractor be entitled to recover damages against the City for any delay in the performance of this Agreement, however caused, Contractor’s sole remedy being extension of the Term of this Agreement pursuant to this Section.

ARTICLE 4. COORDINATION OF WORK

4.1 Representatives and Personnel of Contractor.

The following principals of Contractor (“Principals”) are hereby designated as being the principals and representatives of Contractor authorized to act in its behalf with respect to the work specified herein and make all decisions in connection therewith:

Tracy Zinn, AICP
Nicole Morse, Esq.

The Contractor Representative is authorized to act on Contractor’s behalf with respect to the work or services specified herein and to make all decisions in connection therewith. It is expressly understood that the experience, knowledge, capability and reputation of the representative was a substantial inducement for City to enter into this Agreement. Therefore, the representative shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the services hereunder. For purposes of this Agreement, the representative may not be replaced nor may their responsibilities be substantially reduced by Contractor without the express written approval of City.

4.2 Status of Contractor.

Contractor shall have no authority to bind City in any manner, or to incur any obligation, debt or liability of any kind on behalf of or against City, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by City. Contractor shall not at any time or in any manner represent that Contractor or any of Contractor’s officers, employees, or agents are in any manner officials, officers, employees or agents of City. Neither Contractor, nor any of Contractor’s officers, employees or agents, shall obtain any rights to retirement, health care or any other benefits which may otherwise accrue to City’s employees. Contractor expressly waives any claim Contractor may have to any such rights.

4.3 Contract Officer.

The Contract Officer shall be Konrad Bolowich, or such person as may be designated by the City Manager. For any project awarded by a Task Order under this Agreement, City will designate a project manager who shall oversee Contractor’s performance of the awarded services. It shall be the Contractor’s responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and the Contractor shall refer any decisions which must be made by City to the Contract Officer.

Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the

Page 451 of 847 ends

Contract Officer. The Contract Officer shall have authority, if specified in writing by the City Manager, to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement.

4.4 Independent Contractor.

Neither City, nor any of its officers, employees or agents, shall have any control over the manner or means by which Contractor, or its officers, employees, agents or subcontractors, perform the services required herein, except as otherwise set forth herein. Contractor shall perform all services required herein as an independent contractor of City and shall remain under only such obligations as are consistent with that role. Contractor shall not at any time or in any manner represent that it, or any of its officers, employees, agents or subcontractors, are officers, employees or agents of City. City shall not in any way or for any purpose become or be deemed to be a partner of Contractor in its business or otherwise or a joint venturer or a member of any joint enterprise with Contractor. Contractor shall not incur or have the power to incur any debt, obligation or liability whatever against City, or bind City in any manner. Contractor represents and warrants that the personnel used to provide services to City pursuant to this Agreement shall at all times be under Contractor’s exclusive control and direction. No City employee benefits shall be available to Contractor, its officers, employees, agents or subcontractors, in connection with the performance of this Agreement. City shall not be liable for compensation or indemnification to Contractor, its officers, employees, agents or subcontractors, for injury or sickness arising out of performing services hereunder.

4.5 Prohibition Against Subcontracting or Assignment.

The experience, knowledge, capability and reputation of Contractor, its principals and employees were a substantial inducement for City to enter into this Agreement. Therefore, without express written approval of City, Contractor shall not contract with any other entity to perform in whole or in part services required hereunder without express written approval of City, and neither this Agreement nor any interest herein may be transferred or assigned. No approved transfer shall release Contractor, or any surety or insured of Contractor, of any liability hereunder without express written consent of City.

ARTICLE 5. INSURANCE AND INDEMNIFICATION

5.1 Insurance Coverages.

Prior to commencement of any services under this Agreement, and without limiting Contractor’s indemnification obligation to City, Contractor shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, for the duration of the Agreement, primary policies of insurance of the type and amounts set forth in the “Insurance Requirements” attached hereto as Exhibit “E” and incorporated herein by this reference.

Page 452 of 847 ends

any individual or City for which Contractor is legally liable (each an “Indemnitor” and collectively, “Indemnitors”), and in connection therewith: 1) Contractor will defend any action or actions filed or threatened in connection with any such Claims or Liabilities, or at option of Indemnitee(s) will reimburse and pay for all costs and expenses, including legal costs and attorneys’ fees, incurred by Indemnitee(s) in connection therewith; and, 2) Contractor will promptly pay any judgment rendered against Indemnitee(s) for any such Claims or Liabilities, and will save and hold Indemnitee(s) harmless therefrom.

Further Provisions. The indemnity obligation herein shall be binding on successors, assigns and heirs of Contractor and shall survive termination of this Agreement. Contractor shall incorporate similar indemnity agreements as provided herein with its subcontractors, and if Contractor fails to do so Contractor shall be fully responsible to indemnify City hereunder therefor. Failure of City and/or City Parties (collectively “City” for solely this Section 5.2(b)) to monitor compliance with any of the indemnification provisions herein shall not be a waiver hereof. Payment of invoices by City is not a condition precedent to enforcement of the indemnity obligation herein. In the event of any dispute between Contractor and City, as to whether liability arises from the sole negligence or willful misconduct of City, Contractor will be obligated to pay for City’s defense until such time as a final judgment has been entered adjudicating City as solely negligent or responsible for willful misconduct.

Contractor will not be entitled in the absence of such a determination to any reimbursement of defense costs including but not limited to attorney’s fees, expert fees and costs of litigation.

ARTICLE 6. RECORDS, REPORTS, AND RELEASE OF INFORMATION

6.1 Records.

Contractor shall keep, and require subcontractors to keep, such ledgers, books of accounts, invoices, vouchers, canceled checks, reports, studies or other documents relating to the disbursements charged to City and services performed hereunder (“books and records”) as shall be necessary to perform the services required by this Agreement and enable City to evaluate the performance of such services. Any and all such books and records shall be maintained in accordance with generally accepted accounting principles, shall be complete and detailed, and shall be readily accessible. City shall have full and free access to such books and records at all times during normal business hours of City, including the right to inspect, copy, audit and make records and transcripts. Such books and records shall be maintained for a period of three (3) years following completion of the services hereunder. City shall have access to such books and records in the event any audit is required. Contractor shall fully cooperate with City in providing access to any and all Contractor records and documents if a public records request is made and disclosure is required by law including but not limited to the California Public Records Act.

6.2 Reports.

Contractor shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by this Agreement as the Contract Officer shall require. Contractor hereby acknowledges that the City is greatly concerned about the cost of work and services to be performed pursuant to this Agreement. For this reason, Contractor agrees that if Contractor becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the work or services contemplated herein or, if Contractor is providing design services, the cost of the project being designed, Contractor shall promptly notify the Contract Officer of said fact, circumstance, technique

Page 453 of 847 ends

or event and the estimated increased or decreased cost related thereto and, if Contractor is providing design services, the estimated increased or decreased cost estimate for the project being designed.

6.3 Ownership of Documents.

Contractor shall have the right to use the concepts embodied therein. All subcontractors shall provide for assignment to City of any documents and materials prepared by them, and in the event Contractor fails to secure such assignment, Contractor shall indemnify City for all damages resulting therefrom. Moreover, with respect to any Contractor documents and materials that may qualify as “works made for hire” as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed “works made for hire” for City.

6.4 Confidentiality and Release of Information.
(a) All information gained or work product produced by Contractor in its performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Contractor. Contractor shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from City. (b) Contractor, its officers, employees, agents or subcontractors, shall not, without prior written authorization from City or unless requested by the City Attorney, voluntarily provide documents, declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered “voluntary” provided Contractor immediately gives City notice of such court order or subpoena. (c) If Contractor, or any officer, employee, agent or subcontractor of Contractor, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Contractor for any damages, costs and fees, including attorney’s fees, caused by or incurred as a result of Contractor’s conduct. (d) As concerning, regarding or related to, in any way, this Agreement and the work performed thereunder: i) Contractor shall immediately notify City should Contractor, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party; ii) City retains the right, but has no obligation, to represent Contractor or be present at any deposition, hearing or similar proceeding; and, iii) Contractor agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Contractor, however, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response.

ARTICLE 7. ENFORCEMENT OF AGREEMENT AND TERMINATION

7.1 California Law.

Page 454 of 847 ends

This Agreement shall be interpreted, construed and governed both as to validity and to performance of the Parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of San Bernardino, State of California, or any other appropriate court in such county, and Contractor covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in the County of San Bernardino, State of California.

7.2 Suspension, or Termination, Prior to Expiration of Term.

This Section shall govern any termination of this Agreement except as specifically provided in Section 7.4 for termination for cause. City reserves the right to terminate or suspend this Agreement, or any portion hereof, at any time, for any reason, with or without cause, upon ten (10) days’ notice to Contractor, except that where termination or suspension is due to the fault of Contractor, the period of notice may be such shorter time as determined by City. Upon receipt of any notice of termination or suspension, Contractor shall immediately cease all services hereunder, unless the notice provides otherwise, or except such as specifically approved by City. Upon submittal of an invoice consistent with Section 2.2, Contractor shall be entitled to compensation for all services rendered prior to the effective date of the notice of termination or suspension and for any services authorized by City thereafter in accordance with the any Task Order, or such as may be approved by City, except as provided in Section 7.5. In event of termination, or suspension, without cause pursuant to this Section, there is no need to provide opportunity to cure pursuant to Section 7.3.

7.3 Default of Contractor and Opportunity to Cure.

In the event that Contractor is in default under the terms of this Agreement, City shall not have any obligation or duty to continue compensating Contractor for any work performed after the date of default. Instead, City may give notice to Contractor of the default and the reasons for the default. The notice shall include the timeframe in which Contractor may cure the default. This timeframe is presumptively ten (10) days, but may be extended, or reduced, if circumstances warrant, as determined by City. During the period of time that Contractor is in default, City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices, without liability for interest. In the alternative, City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Contractor does not cure the default by conclusion of noticed timeframe, City may immediately both terminate this Agreement with notice to Contractor as well as pursue the remedy in Section 7.4, without prejudice to any other remedy to which City may be entitled at law, in equity or under this Agreement. Any failure on the part of City to give notice of Contractor’s default shall not be deemed to result in a waiver of City’s legal rights or any rights arising out of any provision of this Agreement.

7.4 Termination for Default of Contractor.

Page 455 of 847 ends

that City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to Contractor for the purpose of set-off or partial payment of the amounts owed City therefor.

7.5 Retention of Funds.

Contractor hereby authorizes City to deduct from any amount payable to Contractor (whether or not arising out of this Agreement) (i) any amounts the payment of which may be in dispute hereunder or which are necessary to compensate City for any losses, costs, liabilities, or damages suffered by City, and (ii) all amounts for which City may be liable to third parties, by reason of Contractor’s acts or omissions in performing or failing to perform Contractor’s obligation under this Agreement. In the event that any claim is made by a third party, the amount or validity of which is disputed by Contractor, or any indebtedness shall exist which shall appear to be the basis for a claim of lien, City may withhold from any payment due, without liability for interest because of such withholding, an amount sufficient to cover such claim. The failure of City to exercise such right to deduct or to withhold shall not, however, affect the obligations of Contractor to insure, indemnify, and protect City as elsewhere provided herein.

7.6 Waiver.

Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision or a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by Contractor shall not constitute a waiver of any of the provisions of this Agreement. No delay or omission in the exercise of any right or remedy by a non-defaulting Party on any default shall impair such right or remedy or be construed as a waiver. Any waiver by either Party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement.

Contractor acknowledges and agrees that any actual or alleged failure on the part of City to inform Contractor of non-compliance with any requirement of this Agreement imposes no additional obligations on City nor does it waive any rights hereunder. Payment to Contractor for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Contractor.

7.7 Rights and Remedies are Cumulative.

Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the Parties are cumulative and the exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party.

7.8 Legal Action.

In addition to any other rights or remedies, either Party may take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. Notwithstanding any contrary provision herein, Contractor

Page 456 of 847 ends

shall file a statutory claim pursuant to Government Code sections 905 et seq. and 910 et seq., in order to pursue a legal action under this Agreement.

7.9 Attorneys’ Fees.

If either Party to this Agreement is required to initiate or defend or made a party to any action or proceeding in any way connected with this Agreement, the prevailing party in such action or proceeding, in addition to any other relief which may be granted, whether legal or equitable, shall be entitled to reasonable attorneys’ fees. Attorneys’ fees shall include attorneys’ fees on any appeal, and a Party entitled to attorneys’ fees shall be entitled to all other reasonable costs for investigating such action, Contractors’ fees, taking depositions and discovery and all other necessary costs the court allows which are incurred in such litigation. Such fees and costs shall be enforceable whether or not such action is prosecuted to judgment.

ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION

8.1 Non-liability of City Officers and Employees.

No officer or employee of City shall be personally liable to Contractor, or any successor in interest, in the event of any default or breach by City or for any amount which may become due to Contractor or to its successor, or for breach of any obligation of the terms of this Agreement.

8.2 Conflict of Interest.

Contractor covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Contractor’s performance of services under this Agreement. Contractor further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the Contract Officer.

Contractor agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement.

No officer or employee of the City shall have any financial interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to this Agreement which affects her/his financial interest or the financial interest of any corporation, partnership or association in which (s)he is, directly or indirectly, interested, in violation of any State statute or regulation. The Contractor warrants that it has not paid or given and will not pay or give any third party any money or other consideration for obtaining this Agreement.

8.3 Covenant Against Discrimination.

Contractor covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry or other protected class in the performance of this Agreement. Contractor shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry or other protected class.

8.4 Unauthorized Aliens.

Page 457 of 847 ends

Contractor hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C. § 1101 et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Contractor so employ such unauthorized aliens for the performance of work and/or services covered by this Agreement, and should any liability or sanctions be imposed against City for such use of unauthorized aliens, Contractor hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions imposed, together with any and all costs, including attorneys’ fees, incurred by City.

ARTICLE 9. MISCELLANEOUS PROVISIONS

9.1 Notices.

Any notice, demand, request, document, consent, approval, or communication either Party desires or is required to give to the other Party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail, in the case of the City, to the City Manager and to the attention of the Contract Officer (with her/his name and City title), City of Grand Terrace, 22795 Barton Rd., Grand Terrace, California 92313, and in the case of the Contractor, to the person(s) at the address designated on the execution page of this Agreement. Either Party may change its address by notifying the other Party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in seventy-two (72) hours from the time of mailing if mailed as provided in this Section.

9.2 Interpretation.

The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either Party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply.

9.3 Counterparts and Electronic Signatures.

This Agreement may be executed in two or more counterparts, each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute one and the same instrument. The words “execution,” “signed,” “signature,” and words of like import in this Agreement or in any other certificate, agreement or document related to this Agreement, shall include images of manually executed signatures transmitted by facsimile or other electronic format (including, without limitation, “pdf”, “tif” or “jpg”) and other electronic signatures in accordance with California Code of Regulations Title 2 Section 22003 (including, without limitation, DocuSign and AdobeSign). The use of electronic signatures and electronic records (including, without limitation, any contract or other record created, generated, sent, communicated, received, or stored by electronic means) shall be of the same legal effect, validity and enforceability as a manually executed signature or use of a paper-based record-keeping system to the fullest extent permitted by applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the California Uniform Electronic Transactions Act and any other applicable law, including, without limitation, any state law based on the Uniform Electronic Transactions Act or the Uniform Commercial Code.

9.4 Integration; Amendment.

Page 458 of 847 ends

used to interpret this Agreement. No amendment to or modification of this Agreement shall be valid unless made in writing and approved by the Contractor and by the City Council. The Parties agree that this requirement for written modifications cannot be waived and that any attempted waiver shall be void.

9.5 Severability.

In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the Parties hereunder unless the invalid provision is so material that its invalidity deprives either Party of the basic benefit of their bargain or renders this Agreement meaningless.

9.6 Warranty & Representation of Non-Collusion.

No official, officer, or employee of City has any financial interest, direct or indirect, in this Agreement, nor shall any official, officer, or employee of City participate in any decision relating to this Agreement which may affect his/her financial interest or the financial interest of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of “financial interest” shall be consistent with State law and shall not include interests found to be “remote” or “noninterests” pursuant to Government Code Sections 1091 or 1091.5. Contractor warrants and represents that it has not paid or given, and will not pay or give, to any third party including, but not limited to, any City official, officer, or employee, any money, consideration, or other thing of value as a result or consequence of obtaining or being awarded any agreement. Contractor further warrants and represents that (s)he/it has not engaged in any act(s), omission(s), or other conduct or collusion that would result in the payment of any money, consideration, or other thing of value to any third party including, but not limited to, any City official, officer, or employee, as a result of consequence of obtaining or being awarded any agreement. Contractor is aware of and understands that any such act(s), omission(s) or other conduct resulting in such payment of money, consideration, or other thing of value will render this Agreement void and of no force or effect.

Contractor’s Authorized Initials ___________________
Tracy Zinn, AICP

9.7 Corporate Authority.

The persons executing this Agreement on behalf of the Parties hereto warrant that (i) such Party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said Party, (iii) by so executing this Agreement, such Party is formally bound to the provisions of this Agreement, and (iv) that entering into this Agreement does not violate any provision of any other agreement to which said Party is bound. This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the Parties.
[SIGNATURES ON FOLLOWING PAGE]

Page 459 of 847 ends

IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date and year first-above written.

CITY:

CITY OF GRAND TERRACE, a municipal corporation
By:
_______________________________________________
Konrad Bolowich
City Manager
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP
By:
_____________________________________
Adrian R. Guerra
City Attorney
ATTEST:

By:
_____________________________________
Daysi Alcocer
City Clerk
CONTRACTOR:

T&B Planning, Inc.

By:
_____________________________________
Name: Tracy Zinn, AICP
Title: President / CEO
Email: [email protected]
Address:

By:
_______________________________________________
Name: Nicole Morse, Esq.

Title: Vice President
Email: [email protected]
Address:

Two corporate officer signatures required when Contractor is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONTRACTOR’S

SIGNATURES SHALL BE DULY NOTARIZED UNLESS EXECUTED UTILIZING DIGITAL SIGNATURE IN ACCORDANCE WITH CALIFORNIA CODE OF REGULATIONS TITLE 2 SECTION 22003. IN ADDITION, THE APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONTRACTOR’S BUSINESS ENTITY.

Page 460 of 847 ends

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

COUNTY OF SAN BERNARDINO
On __________, 2026 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature: _____________________________________

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

GUARDIAN/CONSERVATOR
OTHER_______________________________
______________________________________
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
_____________________________________________
_____________________________________________
___________________________________

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

SIGNER(S) OTHER THAN NAMED ABOVE
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.

Page 461 of 847 ends

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature: _____________________________________

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

Page 462 of 847 ends

EXHIBIT “A”

SCOPE OF SERVICES
I. Contractor will perform the following Services on an On-Call basis:

A. Planning Services: Selected consultants for Planning Services shall have demonstrated expertise in processing applications for various types of projects including, but not limited to, residential, commercial, industrial, institutional, mixed-use, and transit-oriented development projects.

Services may include projects requiring General Plan Amendments, Zone Changes, Specific Plan Amendments, Development Agreements, Objective Design Standards, and other legislative or discretionary actions. Typical Planning Services tasks include, but are not limited to, the following:

I. Initial project and site assessment;
II. Review projects for completeness and compliance with the General Plan, Zoning Ordinance, Specific Plans, Objective Design Standards, and all applicable codes and ordinances;
III. Prepare correspondence and project review letters for City review; IV. Attend Development Advisory Board meetings and other project coordination meetings;
V. Coordinate comments from City departments and reviewing agencies; VI. Meet with applicants and their representatives;
VII. Coordinate project review with environmental review requirements; VIII. Prepare public hearing notices, staff reports, resolutions, ordinances, findings, and conditionsof approval;
IX. Attend and present projects at Planning Commission and City Council meetings; X. Maintain project files and records related to assigned projects; XI. Conduct plan check review of projects, including but not limited to site plans, architectural plans, grading plans, landscape and irrigation plans, lighting plans, and other related documents for consistency with project approvals and applicable regulations;
XII. Provide staff augmentation services, including counter support and assistance with development application processing;
XIII. Prepare and review zoning verifications, development standards analyses, and entitlement determinations; and

Page 463 of 847 ends

XIV. Provide long-range planning assistance, including General Plan updates, Housing Element implementation programs, zoning code amendments, Specific Plans, and related planning initiatives.

B. Environmental Review Services. Selected consultants for Environmental Review Services shall have demonstrated expertise in preparing environmental review documents as required by CEQA that include, but not limited to, one or more of the following environmental review tasks:

I. Air quality analyses;
II. Greenhouse gas emissions analyses;
III. Noise studies;
IV. Transportation analyses and vehicle miles traveled (VMT) analyses; V. Water quality and stormwater analyses;
VI. Biological resources assessments and studies;
VII. Cultural resources assessments and studies, including AB 52 and SB 18 consultation support;
VIII. Preparation and peer review of technical studies; IX. Preparation of environmental documents, mitigation measures, findings, and mitigation monitoring and reporting programs;
X. Preparation and distribution of required environmental notices and filings; XI. Coordination with responsible agencies, trustee agencies, and other regulatory agencies;
XII. Presentation of environmental analyses and findings at public meetings and hearings; and
XIII. Coordination of environmental review with project entitlement processing.

C. Staff Augmentation with AB 18 and AB 52 Consultation D. Prepare scope of work, budget, and schedule for assigned projects, to include project coordination meetings with City Staff and applicant and all public meetings and hearings.

E. Coordination with applicable agencies, including San Bernardino County Departments, CalTrans, SCAQMD, Department of Fish and Wildlife, and any other regulatory or advisory agencies related to project processing.

II. As part of the Services, Consultant will prepare and deliver the following tangible work products to the City:

A. Work products and timelines based on agreed upon scope of work for assigned projects.

Page 464 of 847 ends

III. In addition to the requirements of Section 6.2, during performance of the Services, Consultant will keep the City appraised of the status of performance by delivering the following status reports:

A. Work products and timelines based on agreed upon scope of work for assigned projects.

IV. Consultant shall utilize qualified personnel with appropriate experience and expertise to perform the Services described herein. Consultant may substitute personnel as necessary, subject to approval by the City, provided that any replacement personnel possess qualifications substantially similar to those of the individuals originally proposed.

Page 465 of 847 ends

01247.0001 2074783.1 12/22/2025 On-Call Agreement – Vendor Name (Project Name) Council Date B-1 EXHIBIT “B”

CONTRACT MODIFICATIONS
(Superseding Contract Boilerplate)
Added text is indicated in bold italics, deleted text is indicated in strikethrough.

Page 466 of 847 ends

EXHIBIT “C”

SCHEDULE OF COMPENSATION
I. Consultant shall perform the on-call services at the rates listed in Exhibit "C-1." The rates provided in Exhibit "C-1" may not be escalated during the term of this Agreement unless otherwise approved by the City through a written amendment to this Agreement.

Consultant shall be compensated based upon the time and rates of the personnel performing the tasks and itemizing materials and equipment utilized and the costs thereof, which shall conform to the requirements provided in Exhibit "A."
II. The City shall compensate Consultant for Services performed upon submission of a valid invoice.

Each invoice shall identify the applicable project and task order and shall include sufficient detail to support the charges invoiced. At a minimum, each invoice shall include:

A. Line items for all personnel describing the work performed, the number of hours worked, and the applicable hourly rate;
B. Line items for all materials and equipment properly charged to the Services; C. Line items for all approved reimbursable expenses claimed, with supporting documentation; and
D. Line items for all approved subconsultant labor, supplies, equipment, materials, and travel properly charged to the Services.

III. The total compensation for the Services shall be as follows:

A. Applicant-Funded Projects. For Services associated with private development projects, the maximum amount of compensation shall be established through a project-specific scope of work, budget, and reimbursement agreement between the City and the applicant.

Consultant shall not commence work until the City has issued a written Notice to Proceed.

B. City-Initiated Projects. For Services associated with City-initiated projects, there shall be a maximum total compensation of $20,000 during the term of this Agreement, unless additional compensation is authorized in accordance with this Agreement.

Page 467 of 847 ends

EXHIBIT “C-1”

CONTRACTOR BILLING RATES

Page 468 of 847 ends

T&B Planning, Inc. SOQ On-Call Environmental Review Services

Page 1 ends

Fee Schedule/Cost Proposal
If T&B Planning, Inc. is authorized to provide services on a Time and Materials basis, we will invoice for such work in accordance with the hourly rates provided below. For multi-year contracts, rates are subject to annual escalation not to exceed the annual U.S. rate of inflation or no more than 8%. Change orders are subject to annual billing rate increases and staff promotions to positions with different billing rates.

Table 1 T&B Planning, Inc. Fee Schedule
Job Title Rate Unit
Principal $245.00 - $285.00 Per Hour
Director $205.00 - $245.00 Per Hour
Senior Associate/Technical Specialist $195.00 - $235.00 Per Hour Senior Project Manager/Development Manager $185.00 - $215.00 Per Hour Graphics Manager/GIS Specialist $175.00 - $205.00 Per Hour Project Manager $165.00 - $190.00 Per Hour
Senior Planner $140.00 - $165.00 Per Hour
Assistant Project Manager $135.00 - $155.00 Per Hour
Project Coordinator $110.00 - $140.00 Per Hour
Accounting Manager $125.00 - $145.00 Per Hour
Technician-Graphics & GIS $110.00 - $165.00 Per Hour
Development Associate/Environmental Analyst/Planner $105.00 - $145.00 Per Hour Technical Editor $105.00 - $135.00 Per Hour
Office Manager/Executive Assistant $105.00 - $135.00 Per Hour Administrative Assistant $80.00 - $95.00 Per Hour
T&B Planning's hourly rates do not include out-of-pocket expenses (including, but not limited to, printing and reproduction, scanning, plotting, GIS data acquisition fees, aerial photography, project set up fees and insurance certificate issuance, postage, and delivery services). Provided below are the 2026 costs of typical incurred expenses, which are subject to adjustment if our vendors adjust costs beyond the control of T&B Planning.

Description Rate Unit
Project Initiation/Insurance Certificate Fee $500.00 Each Aerial Photographs $295.00 Each
Black/White 8.5 x 11 Copy/Print $0.12 Per Page
Black/White 11 x 17 Copy/Print $0.24 Per Page
Color 8.5 x 11 Copy/Print $1.20 Per Page
Color 11 x 17 Copy/Print $1.45 Per Page
11 X 17 Folding $0.30 Per Page
Photo Grade Color Prints $7.20 Per Sq. Ft.

Color Bond Plot $12.00 Per Sq. Ft.

Plan Folding $0.48 Per Sq. Ft.

USB $17.00 Each
Three-Ring Binder (2” to 4”) $14.00 - $30.00 Each
Description Rate Unit
Custom Binding Materials At Cost ---
Mileage Current IRS Rate ---

Page 469 of 847 ends

T&B Planning, Inc. SOQ On-Call Environmental Review Services

Page 2 ends

Description Rate Unit
Notary Public Stamp $65.00 ---
Parking, Toll Road, Lodging Fees At Cost ---
U.S Mail Current U.S. Postal Rate
at Cost
---
Certified Mail At Cost based on Size
and Weight
---
Overnight Deliveries Current Carrier Rate at
Cost
---
Same-Day Deliveries Current Messenger
Service Rate a Cost
---
Subconsultant Fee Schedule
Table 2 Urban Crossroads, Inc. Fee Schedule
Job Title Rate Unit
Principal $225-$365 Per Hour
Senior Associate $175-$235 Per Hour
Associate $150-$220 Per Hour
Senior Analyst/Engineer $120-$190 Per Hour
Analyst/Engineer $100-$165 Per Hour
Assistant Analyst $90-$150 Per Hour
Reimbursable direct costs, such as reproduction, supplies, and messenger service will be billed at cost.

Hourly rates apply to work time, travel time, and time spent at public hearings and meetings.

Table 3 Fehr & Peers Fee Schedule
Job Title Rate Unit
Principal $280-$460 Per Hour
Senior Associate $240-$335 Per Hour
Associate $215-$290 Per Hour
Senior Engineer/Planner $165-$240 Per Hour
Engineer/Planner $140-$200 Per Hour
Senior Engineering Technician $160-$255 Per Hour
Senior Project Accountant $125-$190 Per Hour
Senior Project Coordinator $135-$225 Per Hour
Project Coordinator $120-$190 Per Hour
Technician $155-$195 Per Hour
Intern $100-$160 Per Hour
Other Direct Costs / Reimbursable Expenses are invoiced at cost plus 10% for handling.

Personal auto mileage is reimbursed at the current IRS approved rate (70 cents per mile as of Jan 2025).

Technology & Security Fee (software licensing, hardware upgrades, secure data storage, etc.) are invoiced and calculated as a percentage of monthly project labor.

Page 470 of 847 ends

T&B Planning, Inc. SOQ On-Call Environmental Review Services

Page 3 ends

Table 4 M&H Environmental, LLC Fee Schedule
Job Title Rate Unit
Principal-in-Charge $240.00 Per Hour
Biological Resources & Permitting Technical Lead $195.00 Per Hour Project Manager $175.00 Per Hour
Consulting - Ecologist / Botanist / Ornithologist / Arborist / Biologist / Permitting Specialist $150.00 Per Hour
Senior - Ecologist / Botanist / Ornithologist / Arborist / Biologist / Permitting Specialist / GIS Designer $145.00 Per Hour Professional - Ecologist / Botanist / Ornithologist / Arborist / Biologist / Permitting Specialist / GIS Designer $135.00 Per Hour Associate - Ecologist / Botanist / Ornithologist / Arborist / Biologist / Permitting Specialist / GIS Designer $125.00 Per Hour Technical Editor $80.00 Per Hour
Environmental Technician $60.00 Per Hour
Clerical $45.00 Per Hour
Intern $25.00 Per Hour
Table 5 BFSA Environmental Services Fee Schedule
Job Title Rate Unit
Principal Consultant $235.00 Per Hour
Project Manager III $180.00 Per Hour
Project Manager II $155.00 Per Hour
Project Manager I $130.00 Per Hour
Project Coordinator $125.00 Per Hour
Senior Historian $155.00 Per Hour
Historian $115.00 Per Hour
Research Assistant $98.00 Per Hour
Senior Archaeologist $155.00 Per Hour
Project Archaeologist $115.00 Per Hour
Archaeological Field Technician II $105.00 Per Hour
Archaeological Field Technician I $90.50 Per Hour
Laboratory Supervisor $125.00 Per Hour
Laboratory Technician II $100.00 Per Hour
Laboratory Technician I $90.50 Per Hour
Senior Paleontologist $145.00 Per Hour
Paleontologist II $115.00 Per Hour
Paleontologist I $100.00 Per Hour
Biological Consultant $155.00 Per Hour
Field Biologist $155.00 Per Hour
Field Biological Technician $155.00 Per Hour
Field Supervisor $125.00 Per Hour
Archaeological/Paleontological Field Monitor II $100.00 Per Hour Archaeological/Paleontological Field Monitor I $90.50 Per Hour Native American Monitor Varies Per Hour
GIS/GPS Mapping Services, Production/Implementation $120.00 Per Hour

Page 471 of 847 ends

T&B Planning, Inc. SOQ On-Call Environmental Review Services

Page 4 ends

Job Title Rate Unit
Graphics Artist/Draftsperson $85.00 Per Hour
Word Processor/Editor $67.50 Per Hour
Senior Editor $100.50 Per Hour
Copy Charges (B/W- $0.08/copy; Color $0.90/copy); mileage (IRS Rate); postage/delivery charges; and any scanning/binding of documents will be charged at the clerical support rate. Other approved expenses will be billed with receipt and a 10% markup.

Per diem charges will coincide with federal allowances for the specific projects engaged.

Page 472 of 847 ends

EXHIBIT “D”

SCHEDULE OF PERFORMANCE
i. Consultant shall perform all Services timely to ensure the prompt and timely processing of all planning related applications and approval thereof by the planning department, Planning Commission, and/or City Council.
ii. Consultant shall timely deliver the any and all documents related to the Services, as described in Section I of Exhibit “A”, to the City for the processing of, and approval, of any and all applications for development by the planning department, Planning iii. Commission, and/or City Council. The Contract Officer may approve extensions for performance of the services in accordance with Section 3.2. iv. Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect from and after the Effective Date of this Agreement for a term of three (3) years (“Term”).

Page 473 of 847 ends

01247.0001 2074783.1 12/22/2025 On-Call Agreement – Vendor Name (Project Name) Council Date E-1

EXHIBIT E

INSURANCE REQUIREMENTS
Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the Contractor, its agents, representatives, or employees.

MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:

1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence.

If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto), or if Contractor has no owned autos, Code 8 (hired) and 9 (non-owned), with limit no less than $1,000,000 per accident for bodily injury and property damage.

3. Workers’ Compensation insurance as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. (Not required if Contractor provides written verification it has no employees)

5. Cyber: Vendor/Contractor shall procure and maintain for the duration of the contract insurance against claims for security breaches, system failures, injuries to persons, damages to software, or damages to property (including computer equipment) which may arise from or in connection with the performance of the work hereunder by the Vendor, its agents, representatives, or employees.

Vendor shall procure and maintain for the duration of the contract insurance claims arising out of their services and including, but not limited to loss, damage, theft or other misuse of data, infringement of intellectual property, invasion of privacy and breach of data.

Cyber Liability Insurance, with limits not less than $2,000,000 per occurrence or claim, $2,000,000 aggregate. Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by Vendor in this agreement and shall include, but not be limited to, claims involving security breach, system failure, data recovery, business interruption, cyber extortion, social engineering, infringement of intellectual property, including but not limited to infringement of copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of electronic information, release of private information, and alteration of electronic information. The policy shall provide coverage for breach response costs, regulatory fines and penalties as well as credit monitoring expenses.

If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained

Page 474 of 847 ends

01247.0001 2074783.1 12/22/2025 On-Call Agreement – Vendor Name (Project Name) Council Date E-2 by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.

Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:

Additional Insured Status
The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations.

General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used).

Primary Coverage
For any claims related to this contract, the Contractor’s insurance coverage shall be primary and noncontributory and at least as broad as ISO CG 20 01 04 13 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 Contractor’s insurance and shall not contribute with it. This requirement shall also apply to any Excess or Umbrella liability policies.

Umbrella or Excess Policy
The Contractor may use Umbrella or Excess Policies to provide the liability limits as required in this agreement. This form of insurance will be acceptable provided that all of the Primary and Umbrella or Excess Policies shall provide all of the insurance coverages herein required, including, but not limited to, primary and non-contributory, additional insured, Self-Insured Retentions (SIRs), indemnity, and defense requirements. The Umbrella or Excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Contractor’s primary and excess liability policies are exhausted.

Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City.

Waiver of Subrogation
Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer.

Self-Insured Retentions
Self-insured retentions must be declared to and approved by the City. The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City. The CGL and any policies, including Excess liability policies, may not be subject to a selfinsured retention (SIR) or deductible that exceeds $25,000 unless approved in writing by City. Any and all

Page 475 of 847 ends

01247.0001 2074783.1 12/22/2025 On-Call Agreement – Vendor Name (Project Name) Council Date E-3 deductibles and SIRs shall be the sole responsibility of Contractor or subcontractor who procured such insurance and shall not apply to the Indemnified Additional Insured Parties. City may deduct from any amounts otherwise due Contractor to fund the SIR/deductible. Policies shall NOT contain any self-insured retention (SIR) provision that limits the satisfaction of the SIR to the Named. The policy must also provide that Defense costs, including the Allocated Loss Adjustment Expenses, will satisfy the SIR or deductible.

City reserves the right to obtain a copy of any policies and endorsements for verification.

Acceptability of Insurers
Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City.

Claims Made Policies (note – should be applicable only to professional liability, see below) If any of the required policies provide claims-made coverage:

1. The Retroactive Date must be shown, and must be before the date of the contract or the beginning of contract work.

2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase “extended reporting” coverage for a minimum of five (5) years after completion of work.

Verification of Coverage
Contractor shall furnish the City with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause and a copy of the Declarations and Endorsements Pages of the CGL and any Excess policies listing all policy endorsements. All certificates and endorsements and copies of the Declarations & Endorsements pages are to be received and approved by the City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.

Subcontractors
Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors.

Duration of Coverage
CGL & Excess liability policies for any construction related work, including, but not limited to, maintenance, service, or repair work, shall continue coverage for a minimum of 5 years for Completed Operations liability coverage. Such Insurance must be maintained, and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

Special Risks or Circumstances
City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.

Page 476 of 847 ends

CONTRACT SERVICES AGREEMENT
By and Between

CITY OF GRAND TERRACE
and
PlaceWorks, Inc.

Page 477 of 847 ends

AGREEMENT FOR CONTRACT SERVICES

BETWEEN THE CITY OF GRAND TERRACE AND
PlaceWorks, Inc.

This AGREEMENT FOR CONTRACT SERVICES (herein “Agreement”) is made and entered into this 23rd day of June, 2026 (“Effective Date”) by and between the CITY OF GRAND TERRACE, a California municipal corporation (“City”) and PlaceWorks, Inc., a California C-Corperation (“Contractor”).

City and Contractor may be referred to, individually or collectively, as “Party” or “Parties.”

RECITALS
A. The City desires to contract with a Contractor to provide services on an on-call basis as more further set forth herein.

B. The City circulated a Request for Quotes or Proposals for the above-described services.

C. Contractor submitted a quote or proposal to City to provide the above-described services.

D. City Staff has reviewed all the proposals and after considering the demonstrated competence of Contractor, the qualifications of Contractor, and the fairness and reasonableness of Contractor’s proposed cost, staff has determined that an agreement to provide the required services should be awarded to Contractor.

OPERATIVE PROVISIONS
NOW, THEREFORE, in consideration of the mutual promises and covenants made by the Parties and contained herein and other consideration, the value and adequacy of which are hereby acknowledged, the Parties agree as follows:

ARTICLE 1. SERVICES OF CONTRACTOR

1.1 Scope of Services.

In compliance with all terms and conditions of this Agreement, Contractor shall provide those services specified in the “Scope of Services” attached hereto as Exhibit “A” and incorporated herein by this reference, which may be referred to herein as the “services” or “work” hereunder. As a material inducement to City entering into this Agreement, Contractor represents and warrants: a) it has the qualifications, experience, and facilities necessary to properly perform the Services required under this Agreement b) all services set forth in the Scope of Services will be performed in a competent and satisfactory manner; c) all materials used for services will be both of good quality as well as fit for the purpose intended; and, d) Contractor shall follow the highest standards and practices in performing the services required hereunder. Individual tasks under the Scope of Services shall be established on a per project basis. Upon request by City, the Contractor shall provide a detailed task proposal including pricing consistent with those hourly rates as provided in Article II, below. Contractor shall not commence work until an Task Order is issued by the City authorizing the Contractor to perform such work.

1.2 Contractor’s Proposal.

The Scope of Services shall include the scope of services or work included in Contractor’s proposal or bid, which shall be incorporated herein by this reference as though fully set forth herein. In the event of any inconsistency between the terms of such proposal or bid, and this Agreement, the terms of this

Page 478 of 847 ends

Agreement shall govern. No other terms and conditions from Contractor’s proposal or bid, other than description of scope of services or work, shall apply to this Agreement, unless specifically agreed to by City in writing.

1.3 Compliance with Law.

All services rendered hereunder shall be provided in accordance with all ordinances, resolutions, statutes, rules and regulations of City and any federal, State or local governmental agency having jurisdiction in effect at the time services are rendered. City, and its officers, employees and agents, shall not be liable at law or in equity for failure of Contractor to comply with this Section.

1.4 California Labor Law.

If the Scope of Services includes any “public work” or “maintenance work,” as those terms are defined in California Labor Code section 1720 et seq. and California Code of Regulations, Title 8, Section 16000 et seq., and if the total compensation is $1,000 or more, Contractor shall pay prevailing wages for such work and comply with the requirements in California Labor Code section 1770 et seq. and 1810 et seq., and all other applicable laws, including the following requirements:
(a) Public Work. The Parties acknowledge that some or all of the work to be performed under this Agreement is a “public work” as defined in Labor Code Section 1720 and that this Agreement is therefore subject to the requirements of Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code relating to public works contracts and the rules and regulations established by the Department of Industrial Relations (“DIR”) implementing such statutes. The work performed under this Agreement is subject to compliance monitoring and enforcement by the DIR. Contractor shall post job site notices, as prescribed by regulation.
(b) Prevailing Wages. Contractor shall pay prevailing wages to the extent required by Labor Code Section 1771. Pursuant to Labor Code Section 1773.2, copies of the prevailing rate of per diem wages are on file at City Hall and will be made available to any interested party on request. By initiating any work under this Agreement, Contractor acknowledges receipt of a copy of the Department of Industrial Relations (“DIR”) determination of the prevailing rate of per diem wages, and Contractor shall post a copy of the same at each job site where work is performed under this Agreement. (c) Penalty for Failure to Pay Prevailing Wages. Contractor shall comply with and be bound by the provisions of Labor Code Sections 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. Contractor shall, as a penalty to the City, forfeit two hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than prevailing rates as determined by the DIR for the work or craft in which the worker is employed for any public work done pursuant to this Agreement by Contractor or by any subcontractor. (d) Payroll Records. Contractor shall comply with and be bound by the provisions of Labor Code Section 1776, which requires Contractor and each subcontractor to: keep accurate payroll records and verify such records in writing under penalty of perjury, as specified in Section 1776; certify and make such payroll records available for inspection as provided by Section 1776; and inform the City of the location of the records.
(e) Apprentices. Contractor shall comply with and be bound by the provisions of Labor Code Sections 1777.5, 1777.6, and 1777.7 and California Code of Regulations Title 8, Section 200 et seq. concerning the employment of apprentices on public works projects. Contractor shall be responsible for

Page 479 of 847 ends

compliance with these aforementioned Sections for all apprenticeable occupations. Prior to commencing work under this Agreement, Contractor shall provide City with a copy of the information submitted to any applicable apprenticeship program. Within sixty (60) days after concluding work pursuant to this Agreement, Contractor and each of its subcontractors shall submit to the City a verified statement of the journeyman and apprentice hours performed under this Agreement. (f) Eight-Hour Work Day. Contractor acknowledges that eight (8) hours labor constitutes a legal day's work. Contractor shall comply with and be bound by Labor Code Section 1810. (g) Penalties for Excess Hours. Contractor shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. The Contractor shall, as a penalty to the City, forfeit twenty-five dollars ($25) for each worker employed in the performance of this Agreement by the Contractor or by any subcontractor for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the Labor Code. Pursuant to Labor Code section 1815, work performed by employees of Contractor in excess of eight (8) hours per day, and forty (40) hours during any one week shall be permitted upon public work upon compensation for all hours worked in excess of 8 hours per day at not less than one and one-half (1½) times the basic rate of pay.
(h) Workers’ Compensation. California Labor Code Sections 1860 and 3700 provide that every employer will be required to secure the payment of compensation to its employees if it has employees. In accordance with the provisions of California Labor Code Section 1861, Contractor certifies as follows:
“I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake selfinsurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.” Contractor’s Authorized Initials ___________________
Nicole Vermilion
(i) Contractor’s Responsibility for Subcontractors. For every subcontractor who will perform work under this Agreement, Contractor shall be responsible for such subcontractor's compliance with Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code, and shall make such compliance a requirement in any contract with any subcontractor for work under this Agreement.

Contractor shall be required to take all actions necessary to enforce such contractual provisions and ensure subcontractor's compliance, including without limitation, conducting a review of the certified payroll records of the subcontractor on a periodic basis or upon becoming aware of the failure of the subcontractor to pay his or her workers the specified prevailing rate of wages. Contractor shall diligently take corrective action to halt or rectify any such failure by any subcontractor.

1.5 Licenses, Permits, Fees and Assessments.

Contractor shall obtain at its sole cost and expense such licenses, permits and approvals as may be required by law for the performance of the services required by this Agreement. Contractor shall have the sole obligation to pay for any fees, assessments and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for Contractor’s performance of the services required

Page 480 of 847 ends

by this Agreement, and shall indemnify, defend and hold harmless City against any such fees, assessments, taxes, penalties or interest levied, assessed or imposed against City hereunder.

1.6 Familiarity with Work.

By executing this Agreement, Contractor represents and warrants Contractor: a) has thoroughly investigated and considered services to be performed, b) has carefully considered how services should be performed, and c) fully understands the facilities, difficulties and restrictions attending performance of services under this Agreement. If the services involve work upon any site, Contractr warrants that Contractor has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of services hereunder. Should the Contractor discover any latent or unknown conditions, which will materially affect the performance of the services hereunder, Contractor shall immediately inform the City of such fact and shall not proceed except at Contractor’s risk until written instructions are received from the Contract Officer.

1.7 Software and Computer Services.

If the Scope of Services includes the provision and/or installation of any software, computer system, or other computer technology, Contractor represents and warrants that it is familiar with and/or has inspected City’s current infrastructure, equipment, computer system and software and that the software, computer system, or other computer technology provided and/or installed by Contractor under this Agreement is compatible, and shall be fully functional, with such infrastructure, equipment, computer system and software of City. Contractor acknowledges that City is relying on this representation by Contractor as a material consideration in entering into this Agreement.

1.8 Care of Work.

Contractor shall adopt reasonable methods during the life of this Agreement to furnish continuous protection to the work, and the equipment, materials, papers, documents, plans, studies and/or other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property, until acceptance of the work by City, except such losses or damages as may be caused by City’s own negligence.

1.9 Further Responsibilities of Parties.

Both Parties agree to use reasonable care and diligence to perform their respective obligations under this Agreement. Both Parties agree to act in good faith to execute all instruments, prepare all documents and take all actions as may be reasonably necessary to carry out the purposes of this Agreement. Unless hereafter specified, neither Party shall be responsible for the service of the other.

1.10 Additional Services.

City shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Services or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written order is first given by the Contract Officer (as defined below) to the Contractor, incorporating therein any adjustment in (i) the Contract Sum (or a portion of the compensation due to Contractor) for the actual costs of the extra work, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Contractor. Any increase in compensation of up to ten percent (10%) of the Contract Sum or $25,000, whichever is less; or, in the time to perform of up to one hundred eighty (180) days, may

Page 481 of 847 ends

be approved by the Contract Officer. Any greater increases, taken either separately or cumulatively, must be approved by the City Council. It is expressly understood by Contractor that the provisions of this Section shall not apply to services specifically set forth in the Scope of Services. Contractor hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Services may be more costly or time consuming than Contractor anticipates and that Contractor shall not be entitled to additional compensation therefor. City may in its sole and absolute discretion have similar work done by other contractors / consultants. No claims for an increase in the Contract Sum or time for performance shall be valid unless the procedures established in this Section are followed.

1.11 Contract Modifications.

Additional terms and conditions of this Agreement, if any, or any modifications or revisions to the standard terms and conditions herein are made a part hereof as set forth in the “Contract Modifications” attached hereto as Exhibit “B” and incorporated herein by this reference. In the event of a conflict between the provisions of Exhibit “B” and any other provisions of this Agreement, the provisions of Exhibit “B” shall govern.

1.12 Campaign Contributions
This Agreement is subject to Government Code section 84308 (commonly known as the Levine Act), as amended by Senate Bill 1439 (2022), Senate Bill 1181 (2024), and Senate Bill 1243 (2024); unless the contract is (1) competitively bid; (2) under $50,000; (3) amendments valued at more than 10 percent of the value of the contract or fifty thousand dollars ($50,000), whichever is less; and (4) labor contracts, in which case this provision does not apply. Contractor shall disclose any contribution to an elected or appointed City official’s campaign or committee in an amount of more than five hundred dollars ($500) made within 12 months preceding the Commencement Date, by Contractor, its, her, or his agent, or another party affiliated with Contractor. Contractor shall provide a signed copy of the attached Campaign Contribution Disclosure Form to City prior to, or concurrent with, Contractor's execution of this Agreement and no later than the Commencement Date.

ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT.

2.1 Contract Sum.

Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in the “Schedule of Compensation” attached hereto as Exhibit “C” and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed Twenty Thousand Dollars ($20,000) (the “Contract Sum”), unless additional compensation is approved pursuant to Section 1.8.

2.2 Reimbursable Expenses.

Compensation may include reimbursement for actual and necessary expenditures for reproduction costs, telephone expenses, and travel expenses approved by the Contract Officer in advance, or actual subcontractor expenses of an approved subcontractor pursuant to Section 4.5, and only if specified in the Schedule of Compensation. The Contract Sum shall include the attendance of Contractor at all project meetings reasonably deemed necessary by the City. Coordination of the performance of the work with City is a critical component of the services. If Contractor is required to attend additional meetings to facilitate such coordination, Contractor shall not be entitled to any additional compensation for attending said meetings.

Page 482 of 847 ends

2.3 Invoices.

In any month in which Contractor wishes to receive payment, no later than the first business day of such month, Contractor shall submit to City, in a form approved by City’s Finance Director, an invoice for services rendered prior to the date of the invoice. By submitting an invoice for payment under this Agreement, Contractor is certifying compliance with all provisions of this Agreement. Except as provided in Sections 7.3, 7.4 and 7.5, City shall pay Contractor for all expenses stated thereon which are approved by City pursuant to this Agreement generally within thirty (30) days, and City will use its best efforts to make payment no later than forty-five (45) days, from the submission of an invoice in an approved form.

In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Contractor for correction and resubmission. Review and payment by City for any invoice provided by Contractor shall not constitute a waiver of any rights or remedies provided herein or any applicable law.

Each invoice is to include (unless otherwise specified by City): 1) line items for all personnel describing the work performed, the number of hours worked, and the hourly rate; 2) line items for all materials and equipment properly charged to the Services; 3) line items for all other approved reimbursable expenses claimed, with supporting documentation; and 4) line items for all approved subcontractor labor, supplies, equipment, materials, and travel properly charged to the Services.

2.4 Waiver.

Payment to Contractor for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Contractor.

ARTICLE 3. PERFORMANCE SCHEDULE

3.1 Time of Essence.

Time is of the essence in the performance of this Agreement.

3.2 Term.

Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services but not exceeding three (3) years from the date hereof (“Term”), except as otherwise provided in the Schedule of Performance (as shown on Exhibit “D” attached hereto). The City Manager may extend the Term up to one (1) additional one-year terms subject to City Council approval.

3.3 Schedule of Performance.

Contractor shall commence the services pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all services within the time period(s) established in the Task Order and “Schedule of Performance” attached hereto as Exhibit “D” and incorporated herein by this reference. When requested by the Contractor, extensions to the time period(s) specified in the Schedule of Performance may be approved in writing by the Contract Officer but not exceeding one hundred eighty (180) days cumulatively.

3.4 Force Majeure.

The time period(s) specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Contractor, including, but not restricted to,

Page 483 of 847 ends

acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Contractor shall within ten (10) days of the commencement of such delay notify the Contract Officer in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the Contract Officer such delay is justified. The Contract Officer’s determination shall be final and conclusive upon the Parties to this Agreement. In no event shall Contractor be entitled to recover damages against the City for any delay in the performance of this Agreement, however caused, Contractor’s sole remedy being extension of the Term of this Agreement pursuant to this Section.

ARTICLE 4. COORDINATION OF WORK

4.1 Representatives and Personnel of Contractor.

Nicole Vermilion, Principal
Malia Durand, Managing Principal
The Contractor Representative is authorized to act on Contractor’s behalf with respect to the work or services specified herein and to make all decisions in connection therewith. It is expressly understood that the experience, knowledge, capability and reputation of the representative was a substantial inducement for City to enter into this Agreement. Therefore, the representative shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the services hereunder. For purposes of this Agreement, the representative may not be replaced nor may their responsibilities be substantially reduced by Contractor without the express written approval of City.

4.2 Status of Contractor.

4.3 Contract Officer.

Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. The Contract Officer shall have authority, if specified in writing by the City Manager, to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement.

Page 484 of 847 ends

4.4 Independent Contractor.

4.5 Prohibition Against Subcontracting or Assignment.

ARTICLE 5. INSURANCE AND INDEMNIFICATION

5.1 Insurance Coverages.

Page 485 of 847 ends

option of Indemnitee(s) will reimburse and pay for all costs and expenses, including legal costs and attorneys’ fees, incurred by Indemnitee(s) in connection therewith; and, 2) Contractor will promptly pay any judgment rendered against Indemnitee(s) for any such Claims or Liabilities, and will save and hold Indemnitee(s) harmless therefrom.

Contractor will not be entitled in the absence of such a determination to any reimbursement of defense costs including but not limited to attorney’s fees, expert fees and costs of litigation.

ARTICLE 6. RECORDS, REPORTS, AND RELEASE OF INFORMATION

6.1 Records.

6.2 Reports.

6.3 Ownership of Documents.

Page 486 of 847 ends

ARTICLE 7. ENFORCEMENT OF AGREEMENT AND TERMINATION

7.1 California Law.

Page 487 of 847 ends

covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in the County of San Bernardino, State of California.

7.2 Suspension, or Termination, Prior to Expiration of Term.

7.3 Default of Contractor and Opportunity to Cure.

7.4 Termination for Default of Contractor.

If termination is due to the failure of Contractor to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 7.3, take over the work and prosecute the same to completion by contract or otherwise, and Contractor shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensation herein stipulated (provided that City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to Contractor for the purpose of set-off or partial payment of the amounts owed City therefor.

7.5 Retention of Funds.

Page 488 of 847 ends

omissions in performing or failing to perform Contractor’s obligation under this Agreement. In the event that any claim is made by a third party, the amount or validity of which is disputed by Contractor, or any indebtedness shall exist which shall appear to be the basis for a claim of lien, City may withhold from any payment due, without liability for interest because of such withholding, an amount sufficient to cover such claim. The failure of City to exercise such right to deduct or to withhold shall not, however, affect the obligations of Contractor to insure, indemnify, and protect City as elsewhere provided herein.

7.6 Waiver.

7.7 Rights and Remedies are Cumulative.

7.8 Legal Action.

7.9 Attorneys’ Fees.

Page 489 of 847 ends

such litigation. Such fees and costs shall be enforceable whether or not such action is prosecuted to judgment.

ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION

8.1 Non-liability of City Officers and Employees.

8.2 Conflict of Interest.

Contractor agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement.

8.3 Covenant Against Discrimination.

8.4 Unauthorized Aliens.

ARTICLE 9. MISCELLANEOUS PROVISIONS

9.1 Notices.

Page 490 of 847 ends

9.2 Interpretation.

9.3 Counterparts and Electronic Signatures.

9.4 Integration; Amendment.

This Agreement including the attachments hereto is the entire, complete and exclusive expression of the understanding of the Parties. It is understood that there are no oral agreements between the Parties hereto affecting this Agreement and this Agreement supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the Parties, and none shall be used to interpret this Agreement. No amendment to or modification of this Agreement shall be valid unless made in writing and approved by the Contractor and by the City Council. The Parties agree that this requirement for written modifications cannot be waived and that any attempted waiver shall be void.

9.5 Severability.

Page 491 of 847 ends

that its invalidity deprives either Party of the basic benefit of their bargain or renders this Agreement meaningless.

9.6 Warranty & Representation of Non-Collusion.

Contractor’s Authorized Initials ___________________
Nicole Vermilion

9.7 Corporate Authority.

Page 492 of 847 ends

IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date and year first-above written.

CITY:

CITY OF GRAND TERRACE, a municipal corporation
By:
_______________________________________________
Konrad Bolowich
City Manager
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP
By:
_____________________________________
Adrian R. Guerra
City Attorney
ATTEST:

By:
_____________________________________
Daysi Alcocer
City Clerk
CONTRACTOR:

PlaceWorks, Inc
By:
_____________________________________
Name: Nicole Cermilion
Title: Principal
Email: [email protected]
Address: 3 MacArthur Place, Suite 1100
Santa Ana, CA 92707
By:
_______________________________________________
Name: Malia Durand
Title: Managing Principal
Email:

Address: 3 MacArthur Place, Suite 1100
Santa Ana, CA 92707
Two corporate officer signatures required when Contractor is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONTRACTOR’S

Page 493 of 847 ends

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature: _____________________________________

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

Page 494 of 847 ends

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature: _____________________________________

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

Page 495 of 847 ends

01247.0001 2074783.1 12/22/2025 On-Call Agreement – Vendor Name (Project Name) Council Date A-1 EXHIBIT “A”

SCOPE OF SERVICES
I. Contractor will perform the following Services on an On-Call basis:

Page 496 of 847 ends

01247.0001 2074783.1 12/22/2025 On-Call Agreement – Vendor Name (Project Name) Council Date A-2 XIV. Provide long-range planning assistance, including General Plan updates, Housing Element implementation programs, zoning code amendments, Specific Plans, and related planning initiatives.

II. As part of the Services, Consultant will prepare and deliver the following tangible work products to the City:

A. Work products and timelines based on agreed upon scope of work for assigned projects.

Page 497 of 847 ends

01247.0001 2074783.1 12/22/2025 On-Call Agreement – Vendor Name (Project Name) Council Date A-3 III. In addition to the requirements of Section 6.2, during performance of the Services, Consultant will keep the City appraised of the status of performance by delivering the following status reports:

A. Work products and timelines based on agreed upon scope of work for assigned projects.

Page 498 of 847 ends

EXHIBIT “B”

CONTRACT MODIFICATIONS
(Superseding Contract Boilerplate)
Added text is indicated in bold italics, deleted text is indicated in strikethrough.

Page 499 of 847 ends

EXHIBIT “C”

Each invoice shall identify the applicable project and task order and shall include sufficient detail to support the charges invoiced. At a minimum, each invoice shall include:

III. The total compensation for the Services shall be as follows:

Consultant shall not commence work until the City has issued a written Notice to Proceed.

Page 500 of 847 ends

EXHIBIT “C-1”

CONTRACTOR BILLING RATES

Page 501 of 847 ends

Proposal for Services • PLACEWORKS 1

FEE SCHEDULES
PlaceWorks

Page 502 of 847 ends

Fehr & Peers reserves the right to change these rates at any time with or without advance notice.

2025-2026
(July 2025 through June 2026)
Hourly Billing Rates
Classification Hourly Rate
Principal $280.00 - $460.00
Senior Associate $240.00 - $335.00
Associate $215.00 - $290.00
Senior Engineer/Planner $165.00 - $240.00
Engineer/Planner $140.00 - $200.00
Senior Engineering Technician $160.00 - $255.00
Senior Project Accountant $125.00 - $190.00
Senior Project Coordinator $135.00 - $225.00
Project Coordinator $120.00 - $190.00
Technician $155.00 - $195.00
Intern $100.00 - $160.00
• Other Direct Costs / Reimbursable Expenses are invoiced at cost plus 10% for handling.
• Personal auto mileage is reimbursed at the current IRS approved rate (70 cents per mile as of Jan 2025).
• Technology & Security Fee (software licensing, hardware upgrades, secure data storage, etc.) are invoiced and calculated as a percentage of monthly project labor.
2 Fee Schedules
CITY OF GRAND TERRACE • On-Call Environmental Review Services

Page 503 of 847 ends

3 Fee Schedules
Proposal for Services • PLACEWORKS

HOURLY BILLING RATES BY CLASSIFICATION
2026 to 2028
Travel Charges: At Cost
Translutions billing rates are same for regular business hours and outside Billing rates for attendance at public meetings, and administrative tasks related to this contract will remain the same as the standard billing rate. If expert witness testimony is required, the billing rate is $500 per hour for Principals.

All submittals are generally submitted in PDF format. If mailing, postage, printing, binding, etc. are required, they will be billed at cost.

Translutions uses the standard IRS mileage rates.

Notes
1) Project direct costs are invoiced at actual cost and backup is provided. Direct costs include project-related costs such as transportation, mileage at IRS standard auto mileage rate, subsistence, reproduction, plotting and subcontractor services.

NAME/JOB CLASSIFICATION HOURLY RATE
Sandipan Bhattacharjee, Principal $350
Deepali Chausalkar, Principal $275
Robert Aguirre, Senior Transportation Planner $275
Senior Transportation Planner $255
Transportation Intern $150
GIS/Graphics Specialist $150
Word Processer $150

Page 504 of 847 ends

4 Fee Schedules
CITY OF GRAND TERRACE • On-Call Environmental Review Services 2026 2027 2028 2029
Senior Project Manager $254.00 $261.62 $269.47 $277.55
Project Manager $226.00 $232.78 $239.76 $246.96
Senior Transportation Planner $178.00 $183.34 $188.84 $194.51 Transportation Planner II $142.00 $146.26 $150.65 $155.17 Transportation Planner I $124.00 $127.72 $131.55 $135.50 Graphic Designer $124.00 $127.72 $131.55 $135.50
Project Administrator $97.00 $99.91 $102.91 $105.99
Rates Staff Classification
DJ&A Billing Rates as of 04/13/26

Page 505 of 847 ends

5 Fee Schedules
Proposal for Services • PLACEWORKS
2026 BLACKHAWK ENVIRONMENTAL RATE SHEET
Job Title Hourly Rate
Principal Biologist $138
Senior Biologist $125
GIS Analyst $125
Project Manager $112
Staff Biologist $108
Associate Biologist $95

Page 506 of 847 ends

6 Fee Schedules
CITY OF GRAND TERRACE • On-Call Environmental Review Services 2026 Schedule of Hourly Rates
BFSA Environmental Services
BFSA Environmental Services (BFSA), a Perennial Environmental company, is located at 14010 Poway Road, Suite A, Poway, CA 92064. Our schedule of hourly rates listed below represents our standard charges for consulting services associated with archaeology, history, paleontology, Native American consultation, and biology.

Consulting Services Hourly Rate
Principal Consultant ................................................................................................$ 235.00 Project Manager III .................................................................................................$ 180.00 Project Manager II...................................................................................................$ 155.00 Project Manager I....................................................................................................$ 130.00 Project Coordinator .................................................................................................$ 125.00 Senior Historian.......................................................................................................$ 155.00 Historian..................................................................................................................$ 115.00 Research Assistant.....................................................................................................$ 98.00 Senior Archaeologist ...............................................................................................$ 155.00 Project Archaeologist ..............................................................................................$ 115.00 Archaeological Field Technician II.........................................................................$ 105.00 Archaeological Field Technician I ............................................................................$ 90.50 Laboratory Supervisor.............................................................................................$ 125.00 Laboratory Technician II.........................................................................................$ 100.00 Laboratory Technician I............................................................................................$ 90.50 Senior Paleontologist...............................................................................................$ 145.00 Paleontologist II ......................................................................................................$ 115.00 Paleontologist I........................................................................................................$ 100.00 Biological Consultant..............................................................................................$ 155.00 Field Biologist.........................................................................................................$ 155.00 Field Biological Technician ....................................................................................$ 155.00 Field Supervisor ......................................................................................................$ 125.00 Archaeological/Paleontological Field Monitor II ...................................................$ 100.00 Archaeological/Paleontological Field Monitor I ......................................................$ 90.50 Native American Monitor ......................................................................................... Varies Support Services
GIS/GPS Mapping Services, Production/Implementation ......................................$ 120.00 Graphics Artist/Draftsperson.....................................................................................$ 85.00 Word Processor/Editor ..............................................................................................$ 67.50 Senior Editor............................................................................................................$ 100.50 Reimbursable Items: Copy Charges (B/W- $0.08/copy; Color $0.90/copy); mileage (IRS Rate); postage/delivery charges; and any scanning/binding of documents will be charged at the clerical support rate. Other approved expenses will be billed with receipt and a 10% markup.

Per Diem: Per diem charges will coincide with federal allowances for the specific projects engaged.

Page 507 of 847 ends

7 Fee Schedules
Proposal for Services • PLACEWORKS
P.O. Box 7366
Orange, CA 92863
Office (714) 974-8300
Offices
Orange • Riverside • Morro Bay • Sacramento
cogstone.com
Toll free 888-333-3212
Federal Certifications WOSB, EDWOSB, SDB
State Certifications DBE, WBE, UDBE
COGSTONE 2026 FULL FEE SCHEDULE

LABOR CLASSIFICATION HOURLY
RATE OT* DT*
Technician/Monitor I $93.00 $139.50 $186.00
Technician/Monitor II $105.00 $157.50 $210.00
Administrative Assistant $100.00 $150.00 $200.00
Night Monitor $135.00 $202.50 $270.00
SOI Monitor** $115.00 $172.50 $230.00
SOI Night Monitor** $145.00 $217.50 $290.00
Supervisor I $115.00 $172.50 $230.00
Supervisor II $125.00 $187.50 $250.00
Osteologist $145.00 $217.50 $290.00
GIS Manager $150.00 $225.00 $300.00
Field Director $150.00 $225.00 $300.00
Senior Archaeologist/
Paleontologist $150.00 $225.00 $300.00
Technical Editor $135.00 Exempt Exempt
Senior Administrator $185.00 Exempt Exempt
Architectural Historian $145.00 $217.50 $290.00
Principal Investigator I/
Task Manager I $145.00 $217.50 $290.00
Principal Investigator II/
Task Manager II $160.00 $240.00 $320.00
Principal Investigator III/
Task Manager III $185.00 Exempt Exempt
Program Director $220.00 Exempt Exempt

OTHER DIRECT COSTS UNIT
Mileage Current IRS Rate
Expendable Supplies Actual Cost
Outside Services Actual Cost
* Hours 9-12 per day are Overtime (x1.5), Hours over 12 per day are Double Time (x2) ** SOI monitor meets the guidelines set forth by the Secretary of the Interior’s (SOI) Standards and Guidelines for Archaeology and Historic Preservation (36 CFR Part 61).

Cogstone’s rates will be reviewed and escalated annually and are subject to change.

Page 508 of 847 ends

8 Fee Schedules
CITY OF GRAND TERRACE • On-Call Environmental Review Services 2026 FEE SCHEDULE
1861 Knoll Drive  Ventura, California 93003  805-644-2220 2026 STANDARD FEE SCHEDULE*

PROFESSIONAL SERVICES
Principal Professional II ............................................................................................$ 250/hr.

Principal Professional ...............................................................................................$ 200/hr.

Senior Professional II................................................................................................$ 180/hr.

Senior Professional...................................................................................................$ 175/hr.

Project Professional II...............................................................................................$ 150/hr.

Project Professional..................................................................................................$ 135/hr.

Staff Professional II...................................................................................................$ 125/hr.

Staff Professional......................................................................................................$ 115/hr.

Senior Technician (Non-Prevailing Wage)...............................................................$ 100/hr.

Senior Technician (Prevailing Wage).......................................................................$ 125/hr.

Technician (Non-Prevailing Wage) ..........................................................................$ 95/hr.

Technician (Prevailing Wage) ..................................................................................$ 120/hr.

Senior GIS/CAD Specialist.......................................................................................$ 125/hr.

GIS/CAD Specialist...................................................................................................$ 110/hr.

Drafting......................................................................................................................$ 110/hr.

Word Processing/Technical Editor...........................................................................$ 90/hr. +Overtime rates for Technicians and Office Staff is 1.5 x rates shown.

Fees for expert witness preparation, testimony, court appearances, or depositions will be billed at the rate of $450 per hour.

OTHER DIRECT CHARGES
Subcontracted Services......................................................................................Cost Plus 15% Outside Reproduction.........................................................................................Cost Plus 15% Travel, Subsistence, and Expenses...................................................................Cost Plus 15% Vehicle ................................................................................................................$ 100/day Photoionization Detector ....................................................................................$ 140/day Nuclear Density Gauge ......................................................................................$ 100/day Automobile Mileage (2026 IRS Rate).................................................................$ 0.73/mile *8% Bi-Annual Escalation

Page 509 of 847 ends

9 Fee Schedules
Proposal for Services • PLACEWORKS

GEOTECHNICAL

ENVIRONMENTAL

WATER RESOURCES

CONSTRUCTION SERVICES

COASTAL/MARINE GEOTECHNICS
February 2026 www.engeo.com

PREFERRED CLIENT FEE SCHEDULE

PROFESSIONAL SERVICES
Effective February 2026
President......................................................................................................................................$500.00 per hour Principal.......................................................................................................................................$440.00 per hour Associate .....................................................................................................................................$360.00 per hour Subject Matter Expert..................................................................................................................$475.00 per hour Senior...........................................................................................................................................$305.00 per hour Project..........................................................................................................................................$270.00 per hour Staff..............................................................................................................................................$245.00 per hour Assistant ......................................................................................................................................$190.00 per hour Construction Services Manager II ..............................................................................................$245.00 per hour* Construction Services Manager I ...............................................................................................$235.00 per hour* Senior Field Representative II ....................................................................................................$205.00 per hour*/** Senior Field Representative I .....................................................................................................$185.00 per hour*/** Field Representative ...................................................................................................................$170.00 per hour*/** Senior Laboratory Technician.....................................................................................................$205.00 per hour Laboratory Technician.................................................................................................................$185.00 per hour Senior GIS Developer .................................................................................................................$220.00 per hour GIS Developer.............................................................................................................................$210.00 per hour Senior GIS Analyst......................................................................................................................$215.00 per hour GIS Analyst..................................................................................................................................$200.00 per hour Senior CAD Specialist.................................................................................................................$200.00 per hour CAD Specialist.............................................................................................................................$190.00 per hour Network Administrator.................................................................................................................$270.00 per hour Project Assistant..........................................................................................................................$160.00 per hour * Two-hour minimum portal to portal and cancellations within 24 hours. * OVERTIME RATES: Rates will be increased by a factor of 1.5 for all hours worked in excess of eight (8) Monday through Friday, and the first eight (8) hours worked on Saturday. Rates will be increased by a factor of 2.0 for all hours worked in excess of twelve (12) Monday through Friday, all hours worked in excess of eight (8) on Saturday, and all hours worked on Sundays and holidays. ** For Prevailing Wage projects, the hourly rate will be increased by $23. ** Rates will be increased by factor of 1.25 for night-shift hours (hours commencing after 4:00 p.m. or before 4:00 a.m.); rates will be increased by a factor of 1.875 (an additional factor of 1.5) for all night-shift hours in excess of eight (8); rates will be increased by a factor 2.5 for all night-shift hours worked in excess of twelve (12).

Scheduled night-shift work, which is cancelled with less than 24 hours’ notice, will be billed at night-shift rates. Night-shift work of less than 4-hour scheduled duration will be billed a minimum of 4 hours at night shift rates.

ADDITIONAL SERVICES OFFERED
In addition to our core services of geotechnical, hydrologic and environmental engineering, including construction-phase testing and observation, ENGEO provides clients with services for establishment and management of Geologic Hazard Abatement Districts (GHAD) and for Entitlement and Permitting Support (EPS). For more information about these services and associated pricing, please contact ENGEO at (925) 866-9000.

OTHER FEES
• Equipment and materials will be charged in addition to the above hourly rates. • Outside Consultants, Subcontracted Services and Equipment Rental ...................................................................................Cost plus 25% • Expert Witness, Deposition, Mediation, Arbitration, or Court Appearance (Minimum Charge)..........$2,800.00 half day, $4,800.00 full day TERMS
Invoices will be submitted at completion of work or at approximately four week intervals and are due and payable upon receipt. Statements will be issued at monthly intervals. Charges not paid within 30 days of invoice date will accrue a late charge at a rate of 1.5 percent per month. In the event it becomes necessary to commence suit to collect amount due, Client agrees to pay attorney's fees and costs, as the court may deem reasonable until amount is paid. Fees will be applicable for one year from the effective date above; thereafter, fees will be adjusted annually. Our fees will be billed using an invoice format produced by a standardized accounting software package. A more customized itemization of charges and backup data will be provided upon Client’s requests, but at additional fees. Final reports may be withheld until outstanding invoices are paid in full.

Many risks potentially affect ENGEO by virtue of entering into this agreement to perform services on behalf of Client. A principal risk is the potential for human error by ENGEO. For Client to obtain the benefit of a fee that includes a nominal allowance for dealing with our liability, Client agree to limit ENGEO’s liability to Client and all other parties for claims arising out of our performance of the services described in the agreement. The aggregate liability will not exceed $50,000 (or ENGEO’s fee, whichever is greater, but not more than $1,000,000) for professional acts, errors, or omissions, including attorney’s fees and costs that may be awarded to the prevailing party and client agrees to indemnify and hold harmless ENGEO from and against all liabilities in excess of the monetary limit established above.

Page 510 of 847 ends

10 Fee Schedules
CITY OF GRAND TERRACE • On-Call Environmental Review Services

EQUIPMENT AND MATERIALS CHARGES
February 2026 www.engeo.com
DESCRIPTION COST PER UNIT ($) UNIT
Air Content Meter 7.00 hour
Bailers (Disposable) 10.00 each
Coatings Thickness Kit (eg. Fireproofing, Protective Paint) 30.00 hour Concrete Crack Monitor 20.00 each
Coring Machine 30.00 hour
Double-Ring Infiltrometer 50.00 hour
Electronic Water Level Indicator 5.00 hour
Engineering Analysis Software 53.00 hour
Equipment Transport(er) 100.00 hour
Exploration Equipment (Electric Auger) 50.00 hour
Floor Flatness/Floor Level Equipment 40.00 hour
Generator 15.00 hour
GIS T&O Construction Tracker 50.00 week
GIS Construction Tracker 250.00 week
GIS Real-Time Construction Tracking 10.00 hour
GPS Handheld Device 10.00 hour
GPR/GPS/Drone Survey Equipment 240.00 hour
Hand Auger and Soil Sampler 15.00 hour
Hydraulic Pull-Test Equipment 25.00 hour
Interface Probe 2.00 hour
Magnetic Particle Test Equipment 25.00 hour
Moisture Content Test Equipment 6.00 hour
Multi-Parameter Water Meter 15.00 hour
pH Meter/Turbidity Meter 10.00 hour
Photo Ionization Detector 20.00 hour
Reinforcing Bar Locator 100.00 hour
Sampling Tubes 10.00 each
Sand Cone Equipment and Material 5.00 hour
Schmidt Hammer 20.00 hour
Seisometer 50.00 hour
Skidmore Wilhelm Bolt Tension Calib. 40.00 hour
Slope Inclinometer/Settlement Indicator/VW Readout 50.00 hour Torque Wrench 15.00 hour
Transfer Pump 3.00 hour
Ultrasonic Equipment 50.00 hour
Vapor Emission Test Kit 40.00 kit
Vector Conversion 60.00 conversion
Vehicle, nuclear gauge, equipment, wireless communication. *Add $5.00/hr. for RTK enabled autotesting equipment. 37.00* hour Vehicle, equipment, wireless communication 27.00 hour
Vibration Monitor 1800.00 month
Water Sampling Pumps 20.00 hour
Bridge Toll actual actual
Mileage .98 mile
Parking actual actual
AutoCAD, Civil 3D, GIS, Drone Data Processing 37.00 hour BoreDM Bore Log 55.00 per log
Photocopies Black & White 0.25 each
Photocopies Color 11 x 17 1.50 each
Photocopies Color 8½ x 11 1.00 each
Plot - Black & White 3.00 square foot
Plot - Color 4.00 square foot
Postage actual actual
Scan - Black & White 1.50 each
Scan - Color 3.75 each
Telephone 0.50 minute

Page 511 of 847 ends

EXHIBIT “D”

Page 512 of 847 ends

01247.0001 2074783.1 12/22/2025 On-Call Agreement – Vendor Name (Project Name) Council Date E-1

EXHIBIT E

MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:

If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained

Page 513 of 847 ends

Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:

Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City.

Page 514 of 847 ends

City reserves the right to obtain a copy of any policies and endorsements for verification.

Claims Made Policies (note – should be applicable only to professional liability, see below) If any of the required policies provide claims-made coverage:

1. The Retroactive Date must be shown, and must be before the date of the contract or the beginning of contract work.

2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

Page 515 of 847 ends

01247.0001 2074783.1 12/22/2025

CONTRACT SERVICES AGREEMENT
By and Between

CITY OF GRAND TERRACE
and
De Novo Planning Group

Page 516 of 847 ends

AGREEMENT FOR CONTRACT SERVICES

BETWEEN THE CITY OF GRAND TERRACE AND
De Novo Planning Group
This AGREEMENT FOR CONTRACT SERVICES (herein “Agreement”) is made and entered into this 23rd day of June, 2026 (“Effective Date”) by and between the CITY OF GRAND TERRACE, a California municipal corporation (“City”) and De Novo Planning Group, a California S-Corperation (“Contractor”). City and Contractor may be referred to, individually or collectively, as “Party” or “Parties.”

RECITALS
A. The City desires to contract with a Contractor to provide services on an on-call basis as more further set forth herein.

B. The City circulated a Request for Quotes or Proposals for the above-described services.

C. Contractor submitted a quote or proposal to City to provide the above-described services.

ARTICLE 1. SERVICES OF CONTRACTOR

1.1 Scope of Services.

1.2 Contractor’s Proposal.

Page 517 of 847 ends

1.3 Compliance with Law.

1.4 California Labor Law.

Page 518 of 847 ends

compliance with these aforementioned Sections for all apprenticeable occupations. Prior to commencing work under this Agreement, Contractor shall provide City with a copy of the information submitted to any applicable apprenticeship program. Within sixty (60) days after concluding work pursuant to this Agreement, Contractor and each of its subcontractors shall submit to the City a verified statement of the journeyman and apprentice hours performed under this Agreement. (f) Eight-Hour Work Day. Contractor acknowledges that eight (8) hours labor constitutes a legal day's work. Contractor shall comply with and be bound by Labor Code Section 1810. (g) Penalties for Excess Hours. Contractor shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. The Contractor shall, as a penalty to the City, forfeit twenty-five dollars ($25) for each worker employed in the performance of this Agreement by the Contractor or by any subcontractor for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the Labor Code. Pursuant to Labor Code section 1815, work performed by employees of Contractor in excess of eight (8) hours per day, and forty (40) hours during any one week shall be permitted upon public work upon compensation for all hours worked in excess of 8 hours per day at not less than one and one-half (1½) times the basic rate of pay.
(h) Workers’ Compensation. California Labor Code Sections 1860 and 3700 provide that every employer will be required to secure the payment of compensation to its employees if it has employees. In accordance with the provisions of California Labor Code Section 1861, Contractor certifies as follows:
“I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake selfinsurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.” Contractor’s Authorized Initials ___________________
Ben Ritchie, Principal
(i) Contractor’s Responsibility for Subcontractors. For every subcontractor who will perform work under this Agreement, Contractor shall be responsible for such subcontractor's compliance with Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code, and shall make such compliance a requirement in any contract with any subcontractor for work under this Agreement.

1.5 Licenses, Permits, Fees and Assessments.

Page 519 of 847 ends

by this Agreement, and shall indemnify, defend and hold harmless City against any such fees, assessments, taxes, penalties or interest levied, assessed or imposed against City hereunder.

1.6 Familiarity with Work.

1.7 Software and Computer Services.

1.8 Care of Work.

1.9 Further Responsibilities of Parties.

1.10 Additional Services.

Page 520 of 847 ends

1.11 Contract Modifications.

ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT.

2.1 Contract Sum.

2.2 Reimbursable Expenses.

Page 521 of 847 ends

2.3 Invoices.

2.4 Waiver.

Payment to Contractor for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Contractor.

ARTICLE 3. PERFORMANCE SCHEDULE

3.1 Time of Essence.

Time is of the essence in the performance of this Agreement.

3.2 Term.

3.3 Schedule of Performance.

3.4 Force Majeure.

Page 522 of 847 ends

ARTICLE 4. COORDINATION OF WORK

4.1 Representatives and Personnel of Contractor.

Ben Ritchie, Principal
Starla Barker, Principal Planner
The Contractor Representative is authorized to act on Contractor’s behalf with respect to the work or services specified herein and to make all decisions in connection therewith. It is expressly understood that the experience, knowledge, capability and reputation of the representative was a substantial inducement for City to enter into this Agreement. Therefore, the representative shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the services hereunder. For purposes of this Agreement, the representative may not be replaced nor may their responsibilities be substantially reduced by Contractor without the express written approval of City.

4.2 Status of Contractor.

4.3 Contract Officer.

Page 523 of 847 ends

4.4 Independent Contractor.

4.5 Prohibition Against Subcontracting or Assignment.

ARTICLE 5. INSURANCE AND INDEMNIFICATION

5.1 Insurance Coverages.

Page 524 of 847 ends

Contractor will not be entitled in the absence of such a determination to any reimbursement of defense costs including but not limited to attorney’s fees, expert fees and costs of litigation.

ARTICLE 6. RECORDS, REPORTS, AND RELEASE OF INFORMATION

6.1 Records.

6.2 Reports.

6.3 Ownership of Documents.

Page 525 of 847 ends

ARTICLE 7. ENFORCEMENT OF AGREEMENT AND TERMINATION

7.1 California Law.

Page 526 of 847 ends

7.2 Suspension, or Termination, Prior to Expiration of Term.

7.3 Default of Contractor and Opportunity to Cure.

7.4 Termination for Default of Contractor.

7.5 Retention of Funds.

Page 527 of 847 ends

7.6 Waiver.

7.7 Rights and Remedies are Cumulative.

7.8 Legal Action.

7.9 Attorneys’ Fees.

Page 528 of 847 ends

such litigation. Such fees and costs shall be enforceable whether or not such action is prosecuted to judgment.

ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION

8.1 Non-liability of City Officers and Employees.

8.2 Conflict of Interest.

Contractor agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement.

8.3 Covenant Against Discrimination.

8.4 Unauthorized Aliens.

ARTICLE 9. MISCELLANEOUS PROVISIONS

9.1 Notices.

Page 529 of 847 ends

9.2 Interpretation.

9.3 Counterparts and Electronic Signatures.

9.4 Integration; Amendment.

9.5 Severability.

Page 530 of 847 ends

that its invalidity deprives either Party of the basic benefit of their bargain or renders this Agreement meaningless.

9.6 Warranty & Representation of Non-Collusion.

Contractor’s Authorized Initials ___________________
Ben Ritchie

9.7 Corporate Authority.

Page 531 of 847 ends

IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date and year first-above written.

CITY:

CITY OF GRAND TERRACE, a municipal corporation
By:
_______________________________________________
Konrad Bolowich
City Manager
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP
By:
_____________________________________
Adrian R. Guerra
City Attorney
ATTEST:

By:
_____________________________________
Daysi Alcocer
City Clerk
CONTRACTOR:

De Novo Planning Group
By:
_____________________________________
Name: Ben Ritchie
Title: Principal and Co-Owner
Email:

Address:

By:
_______________________________________________
Name: Starla Barker
Title: Principal Planner
Email: [email protected]
Address:

Page 532 of 847 ends

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature: _____________________________________

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

Page 533 of 847 ends

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature: _____________________________________

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

Page 534 of 847 ends

EXHIBIT “A”

SCOPE OF SERVICES
I. Contractor will perform the following Services on an On-Call basis:

Page 535 of 847 ends

XIV. Provide long-range planning assistance, including General Plan updates, Housing Element implementation programs, zoning code amendments, Specific Plans, and related planning initiatives.

II. As part of the Services, Consultant will prepare and deliver the following tangible work products to the City:

A. Work products and timelines based on agreed upon scope of work for assigned projects.

Page 536 of 847 ends

A. Work products and timelines based on agreed upon scope of work for assigned projects.

Page 537 of 847 ends

EXHIBIT “B”

CONTRACT MODIFICATIONS
(Superseding Contract Boilerplate)
Added text is indicated in bold italics, deleted text is indicated in strikethrough.

Page 538 of 847 ends

DE NOVO PLANNING GROUP 49
City of Grand Terrace
On-Call Environmental Review Services

STANDARD AGREEMENT
De Novo proposes the following modifications to the City’s Professional Services Agreement (strike through is deleted text, red is added text). We welcome the opportunity to discuss these items further upon selection.

1.1 Scope of Services.

In compliance with all terms and conditions of this Agreement, Contractor shall provide those services specified in the “Scope of Services” attached hereto as Exhibit “A” and incorporated herein by this reference, which may be referred to herein as the “services” or “work” hereunder. As a material inducement to City entering into this Agreement, Contractor represents and warrants: a) it has the qualifications, experience, and facilities necessary to properly perform the Services required under this Agreement b) all services set forth in the Scope of Services will be performed in a competent and satisfactory manner; c) all materials used for services will be both of good quality as well as fit for the purpose intended; and, d) Contractor shall follow the standard of care, skill, and diligence ordinarily exercised by professionals performing the same or similar services in the community and under similar circumstances highest standards and practices in performing the services required hereunder. Individual tasks under the Scope of Services shall be established on a per project basis. Upon request by City, the Contractor shall provide a detailed task proposal including pricing consistent with those hourly rates as provided in Article II, below. Contractor shall not commence work until an Task Order is issued by the City authorizing the Contractor to perform such work.

5.2 Indemnification.
(a) General Obligations. Contractor agrees, to the full extent permitted by law, to indemnify, defend and hold harmless City and its elected and appointed officers, employees and agents (each an “Indemnitee” and collectively, “Indemnitees”) against, and will hold and save them and each of them harmless from, whether actual or threatened, any and all actions, either judicial, administrative, arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities (herein “Claims or Liabilities”) that may be asserted or claimed by any person, firm or agency arising out of or in connection with the performance of the work, operations or activities provided herein of Contractor, its officers, employees, agents, subcontractors, or invitees, or any individual or City for which Contractor is legally liable (each an “Indemnitor” and collectively, “Indemnitors”), and in connection therewith: 1) Contractor will defend any action or actions filed or threatened in connection with any such Claims or Liabilities, or at option of Indemnitee(s) will reimburse and pay for all reasonable defense costs and expenses, including legal costs and attorneys’ fees, incurred by Indemnitee(s) in connection therewith; and, 2) Contractor will promptly pay any judgment rendered against Indemnitee(s) for any such Claims or Liabilities, and will save and hold Indemnitee(s) harmless therefrom. For all professional services provided by a 'design professional' (as defined by CA Civil Code § 2782.8), Contractor shall indemnify and hold harmless City only to the extent caused by the negligence, recklessness, or willful misconduct

Page 539 of 847 ends

50 DE NOVO PLANNING GROUP
of Contractor. Contractor’s duty to defend shall be limited to the reimbursement of reasonable attorney’s fees and costs in proportion to the Contractor’s adjudicated share of fault.

Further Provisions. The indemnity obligation herein shall be binding on successors, assigns and heirs of Contractor and shall survive termination of this Agreement. Contractor shall incorporate similar indemnity agreements as provided herein with its subcontractors, and if Contractor fails to do so Contractor shall be fully responsible to indemnify City hereunder therefor. Failure of City and/or City Parties (collectively “City” for solely this Section 5.2(b)) to monitor compliance with any of the indemnification provisions herein shall not be a waiver hereof. Payment of invoices by City is not a condition precedent to enforcement of the indemnity obligation herein. In the event of any dispute between Contractor and City, as to whether liability arises from the sole negligence or willful misconduct of City, Contractor will not be obligated to pay for City’s defense until such time as a final judgment has been entered adjudicating City as solely negligent or responsible for willful misconduct. Contractor will not be entitled in the absence of such a determination to any reimbursement of defense costs including but not limited to attorney’s fees, expert fees and costs of litigation.

To the fullest extent permitted by CA Civil Code § 2782.8, the total liability of Contractor to City for any and all claims arising out of or relating to this Agreement shall not exceed the total compensation received by Contractor under this Agreement. Neither party shall be liable to the other for any consequential, incidental, indirect, or special damages, including but not limited to loss of profits or delay damages, arising out of this Agreement.

In addition to the modifications proposed by De Novo, Kittelson and Associates provided the following comments regarding the provisions of the City’s Professional Services Agreement (strike through is deleted text, red is added text):

Proposer requests the following revisions to Article 1.1 of the City’s Agreement for Contract Services which clarify that the services are governed by the established common‑law professional standard of care applicable to design professionals—i.e., the level of skill and care ordinarily exercised by similarly situated professionals performing similar services at the same time and in the same or similar locality. The City’s language relating to “highest standards” and materials being “fit for purpose” could be construed as warranty‑level or outcome‑based guarantees that are not appropriate for professional services and are not insurable. The proposed revisions preserve the City’s expectation of competent, professional performance while aligning the Agreement with applicable law and industry practice.

Page 540 of 847 ends

DE NOVO PLANNING GROUP 51
City of Grand Terrace
On-Call Environmental Review Services
ordinarily exercises by design professionals practicing in the same or similar location, at the same time, and under similar circumstances a competent and satisfactory manner; c) all materials used for services will be both of good quality as well as fit for the purpose intended; and, d) Contractor shall follow the highest standards and practices in performing the services required hereunder. Individual tasks under the Scope of Services shall be established on a per project basis.

Upon request by City, the Contractor shall provide a detailed task proposal including pricing consistent with those hourly rates as provided in Article II, below. Contractor shall not commence work until an Task Order is issued by the City authorizing the Contractor to perform such work.

Proposer requests the following revisions to Article 1.6 of the City’s Agreement for Contract Services which clarify that the Contractor’s familiarity with the work and any site conditions is assessed consistent with the applicable professional standard of care, rather than as an absolute or warranty‑based representation. As drafted, phrases such as “thoroughly investigated,” “fully understands,” and proceeding “at Contractor’s risk” could be interpreted as imposing strict liability for unknown or latent conditions. The revisions preserve the City’s expectation of reasonable diligence and prompt notice of differing conditions, while ensuring the provision remains equitable, enforceable, and consistent with professional services risk allocation and insurance coverage By executing this Agreement, Contractor represents and warrants Contractor: a) has thoroughly investigated reasonably reviewed and considered, consistent with the applicable professional standard of care, the services to be performed, b) has carefully considered the manner in which how services should be performed in accordance with such standard of care, and c) fully understands is generally familiar, consistent with such standard of care, with the facilities, difficulties and restrictions attending performance of services under this Agreement.

If the services involve work upon any site, Contractor warrants that Contractor has or will make reasonable inquiry into, consistent with the applicable professional standard of care, investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of services hereunder. Should the Contractor discover any latent or unknown conditions, which will materially affect the performance of the services hereunder, Contractor shall immediately inform the City of such fact and shall not proceed except at Contractor’s risk until written instructions are received from the Contract Officer, unless proceeding is reasonably necessary to protect public safety or property and consistent with the applicable professional standard of care.

Proposer requests the following revisions to Article 1.8 of the City’s Agreement for Contract Services which clarify that the Contractor’s duty to protect the Work is governed by the applicable professional standard of care and that responsibility for loss or damage is limited to circumstances caused by the Contractor’s negligence. As drafted, the provision could be read to impose strict or insurer‑like liability until acceptance, which is not appropriate for professional services and is not insurable. The revised language preserves the City’s

Page 541 of 847 ends

52 DE NOVO PLANNING GROUP
expectation of reasonable care while aligning the clause with common industry practice and professional liability coverage.

Contractor shall adopt reasonable methods consistent with the applicable professional standard of care during the life of this Agreement to furnish continuous protection to the work, and the equipment, materials, papers, documents, plans, studies and/or other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property, to the extent caused by Contractor’s negligent acts or omissions until acceptance of the work by City, except such losses or damages as may be caused by City’s own negligence.

Proposer requests the following revision to Article 3.1 of the City’s Agreement for Contract Services. The added language clarifies that the “time is of the essence” requirement does not impose a strict or absolute timing obligation beyond the professional standard of care applicable to design and consulting services. This preserves the City’s scheduling expectations while ensuring the provision remains consistent with common‑law standards, industry practice, and professional liability insurance.

Time is of the essence in the performance of this Agreement, subject to CONSULTANT’s performance being governed by the applicable professional standard of care.

Proposer requests the following revision to Article 3.3 of the City’s Agreement for Contract Services. The added language clarifies that schedule commitments are governed by the applicable professional standard of care, rather than imposing a strict or absolute timing obligation. This aligns the provision with common‑law standards applicable to professional services, preserves the City’s scheduling expectations, and ensures the requirement remains reasonable, enforceable, and consistent with professional liability insurance coverage.

Contractor shall commence the services pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all services within the time period(s) established in the Task Order and “Schedule of Performance” attached hereto as Exhibit “D” and incorporated herein by this reference, subject to performance consistent with the applicable professional standard of care. When requested by the Contractor, extensions to the time period(s) specified in the Schedule of Performance may be approved in writing by the Contract Officer but not exceeding one hundred eighty (180) days cumulatively.

Proposer requests the following revisions to Article 5.2 of the City’s Agreement for Contract Services. The revisions are intended to ensure the indemnification and defense provisions are enforceable and aligned with California Civil Code § 2782.8 for design professional services. As drafted, the clause can be read to require the Contractor to fund or advance the City’s defense for any and all claims (including merely alleged or threatened claims) without limitation, effectively turning the Contractor into the City’s legal defense fund regardless of fault. That approach is not commercially reasonable for professional services and is inconsistent with insurability, as professional liability coverage is intended to respond to claims arising from the Consultant’s negligence—not to underwrite the City’s defense for unrelated or unproven allegations. The redline preserves the City’s right to an upfront defense where applicable but clarifies that defense cost responsibility is limited to the Consultant’s proportionate share of

Page 542 of 847 ends

DE NOVO PLANNING GROUP 53
City of Grand Terrace
On-Call Environmental Review Services
liability as required by § 2782.8, ensuring proper risk allocation and compliance with California law.
(a) General Obligations. Contractor agrees, to the full extent permitted by law, to indemnify, defend and hold harmless City and its elected and appointed officers, employees and agents (each an “Indemnitee” and collectively, “Indemnitees”) against, and will hold and save them and each of them harmless from, whether actual or alleged threatened, any and all actions, either judicial, administrative, arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities (herein “Claims or Liabilities”) that may be asserted or claimed by any person, firm or agency to the extent arising out of, pertaining to, or relating to the negligence, recklessness or willful misconduct in connection with the performance of the work, operations or activities provided herein of Contractor, its officers, employees, agents, or subcontractors, or invitees, or any individual or City for which Contractor is legally liable (each an “Indemnitor” and collectively, “Indemnitors”), and in connection therewith: 1) Contractor will defend any action or actions filed or threatened alleged in connection with any such Claims or Liabilities, or at option of Indemnitee(s) upon adjudication, will reimburse and pay for all costs and expenses allowed by law, including reasonable legal costs and attorneys’ fees, incurred by Indemnitee(s) in connection therewith; and, 2) upon adjudication, Contractor will promptly pay any judgment rendered against Indemnitee(s) for any such Claims or Liabilities, and will save and hold Indemnitee(s) harmless therefrom.

Proposer requests the following modifications to Article 6.3 of the City’s Agreement for Contract Services. The requested revisions clarify that the City’s ownership rights apply to project‑specific work product, while preserving the Contractor’s pre‑existing intellectual property, tools, methodologies, and know‑how that were developed independently of this Agreement. This distinction is standard in professional services contracts and avoids the unintended transfer of background IP that is not unique to the Project. The revisions also clarify that the Contractor cannot be responsible for risks arising from the City’s reuse, modification, or application of the documents for purposes or projects beyond those for which they were prepared, which would be outside the Contractor’s control and beyond the

Page 543 of 847 ends

54 DE NOVO PLANNING GROUP
professional standard of care. The changes preserve the City’s full ability to use the work for the Project while ensuring the provision remains reasonable, enforceable, and insurable.

All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes, computer files, reports, records, documents and other materials (“documents and materials”) prepared by Contractor, its officers, employees, agents and subcontractors in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of City and/or upon the termination of this Agreement, and Contractor shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership, use, reuse, or assignment of the documents and materials hereunder for the purposes contemplated under this Agreement. Contractor may retain copies of such documents and materials for its own use. Contractor shall have the right to use the concepts embodied therein. All subcontractors shall provide for assignment to City of any documents and materials prepared by them, and in the event Contractor fails to secure such assignment, Contractor shall indemnify City for all damages resulting therefrom. Moreover, with respect to any Contractor documents and materials that may qualify as “works made for hire” as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed “works made for hire” for City.

Notwithstanding the foregoing, Contractor retains all right, title, and interest in and to any pre‑existing intellectual property, including but not limited to concepts, methodologies, processes, know‑how, software, tools, templates, and standard details, that were developed by Contractor prior to or independent of this Agreement (“Pre‑Existing IP”). To the extent any Pre‑Existing IP is incorporated into the documents and materials or is necessary for their use, Contractor grants City a non‑exclusive, royalty‑free license to use such Pre‑Existing IP solely for purposes of the Project.

Page 544 of 847 ends

EXHIBIT “C”

Each invoice shall identify the applicable project and task order and shall include sufficient detail to support the charges invoiced. At a minimum, each invoice shall include:

III. The total compensation for the Services shall be as follows:

Consultant shall not commence work until the City has issued a written Notice to Proceed.

Page 545 of 847 ends

EXHIBIT “C-1”

CONTRACTOR BILLING RATES

Page 546 of 847 ends

CITY OF GRAND TERRACE
PREPARED FOR:

City of Grand Terrace
Gabriel Arguelles, Associate Planner
Planning and Development Services Department
22795 Barton Rd,
Grand Terrace, CA 92313
PREPARED BY:

De Novo Planning Group
Starla Barker, AICP, Principal Planner
180 E Main Street, Suite 108
Tustin, CA 92780
[email protected]
949.396.8193

ON-CALL LIST FOR PLANNING SERVICES AND

ENVIRONMENTAL REVIEW SERVICES

FEE SCHEDULE FOR ENVIRONMENTAL REVIEW SERVICES

ON-CALL LIST

Page 547 of 847 ends

DE NOVO PLANNING GROUP
City of Grand Terrace
On-Call Environmental Review Services
1 FEE SCHEDULE
The cost estimate for an individual project is based on a variety of factors including the type of environmental compliance document, required technical studies, and site and project attributes. Due to the on-call nature of the RFQ, a cost estimate cannot be specifically determined at this time. The identified rates would be for the length of the contract.

Additional fees not identified are anticipated to include any California Department of Fish and Wildlife Environmental Filing Fees. We request the City secure any meeting facilities and equipment necessary for any community meetings or hearings.

Typical Direct Costs
Typical direct costs associated with preparation of environmental documents include the following. Please note that all direct costs are billed at-cost and are not marked-up. We also do not mark-up the fees of our subconsultants.
• Printing
• Mileage
• Postage
• County Filing Fees
• Data Collection
• Vehicle Counts

Page 548 of 847 ends

Principal $210
Principal Planner $185
Senior Planner $155
Associate Planner $135
Assistant Planner $125
GIS Analyst $135
De Novo Planning Group
2026-2029 Rate Sheet

Page 549 of 847 ends

Staff Classification 2026/27
Billing Rate
2027/28
Billing Rate
2028/29
Billing Rate
Senior Principal Engineer/Planner $340 $350 $361
Principal Engineer/Planner $305 $314 $324
Associate Engineer/Planner $265 $273 $281
Senior Engineer/Planner $230 $237 $244
Engineer/Planner $195 $201 $207
Transportation Analyst $175 $180 $186
Principal Data Scientist/Developer $275 $283 $292
Senior Data Scientist/Developer $255 $263 $271
Data Scientist/Developer $235 $242 $249
Data Analyst/Software Developer $180 $185 $191
Software Technician $125 $129 $133
Associate Technician $205 $211 $217
Senior Technician $185 $191 $196
Technician II $160 $165 $170
Technician I $135 $139 $143
Office Support $115 $118 $122
Service & Other Direct Costs Billing Rate
Mileage
Travel & Other Direct Costs Actual Costs
Subconsultants Actual Costs
City of Grand Terrace
The current billing rates for Kittelson & Associates, Inc., staff are as follows:

Effective June 1, 2026
Current IRS mileage rate
Billing Rate Schedule

Page 550 of 847 ends

MAT Engineering, Inc.
17192 Murphy Avenue #14902
Irvine, CA 92623
[email protected]
(949) 344-1828
Position Hourly Rate
President $200.00
Principal $180.00
Associate Principal $175.00
Senior Associate $170.00
Associate $160.00
Senior Engineer / Senior Planner / Senior Designer $160.00 Engineer / Planner / Designer III $140.00
Engineer / Planner / Designer II $130.00
Engineer / Planner / Designer I $120.00
Assistant Engineer / Assistance Planner / Assistant Designer $100.00 Technician III $90.00
Technician II $80.00
Technician I $70.00
Engineering Aide $70.00
Administrative Assistant $70.00
Notes:

PDF report copies of report are included in the fees. Printed reports charged at a minimum of $100.

For overtime work the above rates may be increased by 50 percent.

Client payment is not contingent upon client receiving payment from other parties.

Above rates for this proposal are valid for a period of 36 months.

Rev. April 2026
Billing statements for work will be submitted monthly. Statements are payable within thirty (30) days of statement date. Any statement unpaid after thirty (30) days shall be subject to interest at the maximum permitted by law Exhibit A
MAT Engineering, Inc. Billing Rates

Page 551 of 847 ends

2061 N Los Robles Avenue, Suite 205 Pasadena, California 91104 / www.southenvironmental.com 2026 Standard Rate Sheet*
Billing Title Billing Rate
Principal Biologist..............................................................................................................................................$220 Senior Biologist...................................................................................................................................................$189 Biologist 2..............................................................................................................................................................$168 Biologist 1..............................................................................................................................................................$152 Biological Field Technician..............................................................................................................................$126 Principal Architectural Historian/Archaeologist/Paleontologist.......................................................$210 Senior Architectural Historian/Archaeologist/Paleontologist............................................................$178 Architectural Historian/Archaeologist/Paleontologist 2......................................................................$157 Architectural Historian/Archaeologist/Paleontologist 1......................................................................$142 Field Technician....................................................................................................................................................$120 GIS Specialist........................................................................................................................................................$168 *Rates subject to an annual escalation of up to 5%

Page 552 of 847 ends

VERDANTAS SOCAL AREA – LAND SERVICES DEPARTMENT
2026 STANDARD BILLING RATE SCHEDULE
2026 FS-LSWS-Std
Professional Services Hourly Rate Support Hourly Rate
Senior Consultant I/ Associate $286.00 Administrative I/Project Controls Staff I $99.00 Senior Consultant II / Principal $323.00 Administrative II/Project Controls Staff II $130.00 Senior Consultant III / Senior Principal $365.00 Operations/Laboratory Manager $224.00 Project Manager $234.00 Field/Lab Supervisor $182.00
Senior Project Manager $260.00 Field/Lab Quality Control Staff/Dispatcher $130.00 Staff Engineer/Scientist/Geologist I $173.00
Staff Engineer/Scientist/Geologist II $188.00
Staff Engineer/Scientist/Geologist III $203.00
Engineer/Scientist/Geologist $234.00 CAD/GIS/Data Management Hourly Rate Senior Engineer/Scientist/Geologist $260.00 Project Designer $146.00 Support / Field Services Hourly Rate Senior Project Designer $162.00 $162.00
Technician I $110.00 CAD Designer I $125.00
Technician II/Special Inspector I $120.00 CAD Designer II $141.00 Technician III/Special Inspector II $130.00 CAD Technician I $110.00 Senior Technician/Special Inspector $141.00 CAD Technician II $125.00 Source Inspector $167.00 CAD Technician III $130.00
System Operation & Maintenance Specialist $182.00 GIS Analyst I $130.00 Prevailing Wage Tester (Group 1) * $192.00 GIS Analyst II $141.00 Prevailing Wage Inspector (Group 2) * $197.00 Senior GIS Analyst $162.00 Prevailing Wage Inspector (Group 3) *
City of Los Angeles Deputy Inspector
$202.00
$193.00
GIS Technician I
GIS Technician II
$110.00
$125.00
Notes

1. Standard Billing Rates: Our standard billing rates are reviewed no less than annually and may be adjusted at those times.

2. Expiration: Proposals are valid for at least 30 days, subject to change after 30 days; unless otherwise stated in the proposal.

3. *Prevailing Wages: Our fees for prevailing wage work are based upon California prevailing wage laws and wage determinations. Unless specifically indicated in our proposal, costs for apprentice are not included. If we are required to have an apprentice on your project, additional fees will be charged. Prevailing wage rates will increase by $8 on July 1st of each year.

4. Expert Testimony: Litigation, expert witness, and all other legal and court-related appearances will be billed at twice the standard fee schedule rate. There is a minimum 8-hour charge per day or a minimum overall fee of $3,000.00 per appearance.

5. Higher Hourly Rates: Certain services, such as emergency/rapid response consulting, may be subject to higher hourly billing rates as agreed upon on a project-specific basis.

6. Overtime: Standard overtime rate is per California Labor Law and is billed at 1.5 or 2 times their hourly billing rate. Overtime rate for non-exempt field personnel working on a Verdantas observed holiday is billed at 2 times their hourly billing rate.

Overtime rate for Prevailing wage work is per the California Department of Industrial Relations (DIR) determination and is multiplied at 1.5 to 2 times their hourly billing rate for overtime and double-time, respectively.

7. Field Equipment/Supplies: Field equipment and supplies will be billed at fixed unit prices, subject to periodic updates.

8. Subcontractors and Project Expenses: Heavy equipment, subcontractor fees and expenses, project-specific permits and/or licenses, project-specific supplemental insurance, travel, subsistence, project-specific parking charges, shipping, reproduction, and other reimbursable expenses will be invoiced at cost plus 20%, unless billed directly to and paid by client or in accordance with the specific project agreement.

9. Mileage: The mileage for personal vehicles will be billed at the current US Internal Revenue Service reimbursement rate.

10. Minimum Field Hourly Charges: For Field Technicians, Special Inspectors, or any on-site (field) materials testing services:
 2 hours: 2-hour minimum charge will be applied to any field visit for technicians or to any service canceled on the same day of service.
 4 hours: 4-hour minimum charge up to the first four hours of work.  8 hours: 8-hour minimum charge for over four hours of work, up to eight hours or actual hours as specified in proposal.

Project time accrued includes portal to portal travel time for technicians. For projects outside a 50-mile radius from the nearest Verdantas office location, excess mileage and travel time will be charged for special inspectors.

11. Client Disclosures: Client agrees to provide all information in Client’s possession about actual or possible presence of buried utilities and hazardous materials on the project site, prior to fieldwork, and agrees to reimburse Verdantas for all costs related to unanticipated discovery of utilities and/or hazardous materials. Client is also responsible for providing safe and legal access to the project site for all Verdantas field personnel.

12. Insurance & Limitation of Liability: These rates are predicated on standard insurance coverage and a limit of Verdantas’ liability equal to our total fees for a given project.

Page 553 of 847 ends

Lab Rate Sheet 2026-v1

GEOTECHNICAL LABORATORY TESTING
METHOD $/TEST METHOD $/TEST
Classification & Index Properties Soil Chemistry & Corrosivity cont’d Photograph of sample 15 Sulfate content - by ion chromatograph (CTM 417 Part 2) 85 Moisture content (ASTM D2216) 25 Sulfate screen (Hach®) 35 Moisture & density (ASTM D2937) ring samples 40 Chloride content (AASHTO T291/CTM 422) 75 Moisture & density (ASTM D2937) Shelby tube or cutting 45 pH + minimum resistivity (CTM 643) 140 Atterberg limits 3 points (ASTM D4318) 170 Chloride content – by ion chromatograph (AASHTO 85 - Single point, non-plastic 90 T291/CTM 422) - Atterberg limits (organic ASTM D2487 / D4318) 195 Corrosion suite: minimum resistivity, sulfate, chloride, 285 - Visual classification as non-plastic (ASTM 15 pH (CTM 643) D2488) Particle size: Organic matter content (ASTM D2974) 70 - Sieve only 1½ inch to #200 (AASHTO T27/ASTM 160 Consolidation & Expansion/Swell Tests C136/ASTM D6913/CTM 202) Consolidation (ASTM D2435): Up to 8 load increments 230 - Large sieve 6 inch to #200 (AASHTO T27/ASTM 195 Each additional time curve. 60 C136/ASTM D6913/CTM 202) Each additional load/unload w/o time reading 45 - Hydrometer only (ASTM D7928) 120 Expansion Index (ASTM D4829) 155 - Sieve + hydrometer ≤3 inch sieve, (ASTM D7928) 240 Relative compaction of untreated/treated soils/ 270 - Percent passing #200 sieve, wash only (ASTM D1140) 80 aggregates (CTM 216) Specific gravity and absorption of fine aggregate 140 Relative density 0.1 ft mold (ASTM D4253, D4254) 250 (AASHTO T84/ASTM C128/ASTM D854/CTM 207) California Bearing Ratio (ASTM D1883) - 3 point 535 Specific gravity and absorption of coarse aggregate 110 California Bearing Ratio (ASTM D1883) - 1 point 200 (AASHTO T85/ASTM C127/CTM 206) R-Value untreated soils/aggregates (AASHTO T190/ 355 Total porosity - on Shelby tube sample (calculated) 180 ASTM D2844/CTM 301) Total porosity - on other sample (calculated) 165 R-Value lime or cement treated soils/aggregates 385 Shrinkage limits wax method (ASTM D4943) 135 (AASHTO T190/ ASTM D2844/CTM 301) Pinhole dispersion (ASTM D4647) 225 Swell collapse Method A up to 10 load/unloads w/o 310 Total porosity - on other sample (calculated) 165 time curves (ASTM D4546-A) Dispersive characteristics (double hydrometer ASTM 215 Single load swell/collapse - Method B (ASTM 115 D4221) D4546-B, seat, load & inundate only)
As-received moisture & density (chunk/carved sample) 65 Triaxial Tests Sand Equivalent (AASHTO T176/ASTM D2419/CTM 217) 125 Unconfined compression strength of cohesive soil 145 (with stress/strain plot, ASTM D2166)
Shear Strength Unconsolidated undrained triaxial compression test 185 Pocket penetrometer 20 on cohesive soils(UU, ASTM D2850, USACE Q test, Direct shear (ASTM D3080, mod., 3 points): per confining stress) - Consolidated undrained - 0.05 inch/min (CU) 330 Consolidated undrained triaxial compression test 400 - Consolidated drained - <0.05 inch/min (CD) 395 for cohesive soils, (CU, ASTM D4767, USACE R-bar test) Residual shear EM 1110-2-1906-IXA (price per each 55 with back pressure saturation & pore water pressure additional pass after shear) measurement (per confining stress) Remolding or hand trimming of specimens (3 points) 95 Consolidated drained triaxial compression test (CD, Oriented or block hand trimming (per hour) 70 USACE S), with volume change measurement. Price Single point shear 115 per soil type below EM 1110-21906(X):

Torsional shear (ASTM D6467 / ASTM D7608) 880 - Sand or silty sand soils (per confining stress) 400 Compaction & Pavement Subgrade Tests - Silt or clayey sand soils (per confining stress) 535 Standard Proctor compaction, 4 points (ASTM D698) - Clay soils (per confining stress) 755 - 4-inch diameter mold (Methods A & B) 170 - Three-stage triaxial (sand or silty sand soils) 700 - 6-inch diameter mold (Method C) 230 - Three-stage triaxial (silt or clayey sand soils) 935 Modified Proctor compaction 4 points (ASTM D1557): - Three-stage triaxial (clay soils) 1,320 - 4-inch diameter mold Methods A & B 240 - Remolding of test specimens 70 - 6-inch diameter mold Method C 270 Hydraulic Conductivity Tests Check point (per point) 70 Triaxial permeability in flexible-wall permeameter with 335 Relative compaction of untreated/treated 270 backpressure saturation at one effective stress (EPA soils/aggregates (CTM 216) 9100/ASTM D5084, falling head Method C):

Relative density 0.1 ft mold (ASTM D4253, D4254) 250 Each additional effective stress 130 California Bearing Ratio (ASTM D1883) - 3 point 535 Hand trimming of soil samples for horizontal K 65 California Bearing Ratio (ASTM D1883) - 1 point 200 Remolding of test specimens 70 R-Value untreated soils/aggregates (AASHTO T190/ 355 Permeability of granular soils (ASTM D2434) 145 ASTM D2844/CTM 301) Soil-Cement
R-Value lime or cement treated soils/aggregates 385 Moisture-density curve for soil-cement mixtures (ASTM 260 (AASHTO T190/ ASTM D2844/CTM 301) D558)
Soil Chemistry & Corrosivity Wet-dry durability of soil-cement mixtures (ASTM D559) ¹ 1,290 pH Method A (ASTM D4972 or CTM 643) 50 Compressive strength of molded soil-cement cylinder 65 Electrical resistivity – single point – as received moisture 50 (ASTM D1633)¹ Minimum resistivity 3 moisture content points (ASTM 95 Soil-cement remolded specimen (for shear strength, 250 G187/CTM 643) consolidation, etc.) ¹
pH + minimum resistivity (CTM 643) 140 ¹Compaction (ASTM D558 maximum density) should Sulfate content - gravimetric (CTM 417 B Part 2) 75 also be performed – not included in above price

Page 554 of 847 ends

Lab Rate Sheet 2026-V1

CONSTRUCTION MATERIALS LABORATORY TESTING
METHOD $/TEST METHOD $/TEST
Concrete Strength Characteristics Aggregate Properties cont’d Concrete cylinders compression (ASTM C39) (6” x 12” 45 Flat & elongated particles in coarse aggregate (ASTM 230 and 4” x 8”) D4791/CTM 235)
Compression, concrete or masonry cores (testing only) 45 Cleanness value of coarse aggregate (CTM 227) 225 ≤6 inch (ASTM C42) Soundness, magnesium (AASHTO T104/ASTM 240 Trimming concrete cores (per core) 25 C88/CTM 214)
Flexural strength of concrete (simple beam-3rd pt. loading, 90 Soundness, sodium (AASHTO T104/ASTM C88/ 695 ASTM C78/CTM 523) CTM 214)
Flexural strength of concrete (simple beam- center pt. 90 Masonry loading, ASTM C293/CTM 523) Mortar cylinders 2” x 4” (ASTM C780) 45 Non shrink grout cubes (2 inch, ASTM C109/C1107) 30 Grout prisms 3” x 6” (ASTM C1019). 45 Drying shrinkage - four readings, up to 90 days, 3 bars 430 Masonry cores compression, ≤6” diameter - testing 65 (ASTM C157) only (ASTM C42)
Length of concrete cores (CTM 531) 45 Masonry core shear testing (Title 24) 95 Hot Mix Asphalt (HMA) Veneer bond strength, cost for each - 5 required 75 Resistance of compacted HMA to moisture-induced 2,250 (ASTM C482) damage (AASHTO T283/CTM 371) CMU compression to size 8” x 8” x 16” - 3 required 85 Hamburg Wheel, 4 briquettes (modified) (AASHTO T324) 1,200 (ASTM C140) Superpave gyratory compaction (AASHTO T312/ ASTM 375 CMU moisture content, absorption & unit weight - 6 75 D6925) required (ASTM C140)
Extraction by ignition oven, percent asphalt (AASHTO 175 CMU linear drying shrinkage (ASTM C426) 240 T308/ASTM D6307/CTM 382) CMU grouted prisms compression test ≤8” x 8” x 16” 220 Ignition oven correction/correlation values 1,445 (ASTM C1314) (AASHTO T308/ASTM D6307/CTM 382) CMU grouted prisms compression test > 8” x 8” x 16” 290 Extraction by centrifuge, percent asphalt (ASTM D2172) 175 (ASTM C1314) Gradation of extracted aggregate (AASHTO T30/ ASTM 145 Fasteners/Bolts/Rods D5444/CTM 202) F1554 Bolts, tensile test, ≤ up to 1-1/4” diameter, 120 Stabilometer, S-Value (ASTM D1560/CTM 366) 285 plain (ASTM F606) Bituminous mixture preparation (AASHTO R30/ CTM 304) 85 F1554 Anchor Bolts, tensile test, ≤ up to 1-1/4” diameter, 130 Moisture content of HMA (AASHTO T329/ASTM D6037 65 galvanized (ASTM F606) /CTM 370) F3125 GR A490, A325 Bolts, tensile test, ≤ up to 1- 80 Bulk specific gravity of compacted HMA, molded 55 1/4” diameter, plain (ASTM F606) specimen or cores, uncoated (AASHTO T166/ ASTM F3125 GR A490, A325 Bolts, tensile test, ≤ up to 1- 90 D2726/CTM 308) 1/4” diameter, galvanized (ASTM F606)
Bulk specific gravity of compacted HMA, molded 60 Reducing Sample to 505 when required 1” + size $200 specimen or cores, paraffin-coated (AASHTO T275/ samples”, Cost for machining to $250 ASTM D1188/CTM 308) each
Maximum density - Hveem (CTM 308) 215 A593 Bolts, tensile test, ≤ up to 1-1/4” diameter, 120 Theoretical maximum density and specific gravity of 140 stainless steel (ASTM A370) HMA (AASHTO T209/ASTM D2041/CTM 309)
Thickness or height of compacted bituminous paving 45 Reinforcing Steel and Prestressing Strands Mixture specimens (ASTM D3549) Rebar bend and Tensile test, up to No. 11 (ASTM A370) 80 Wet track abrasion of slurry seal (ASTM D3910) 185 Rebar bend test, ≥ No. 14 & over (ASTM A370) 215 Rubberized asphalt (add to above rates) +25% Resistance butt-welded hoops/bars, tensile test, ≤ up 80 Brick to No. 10 (CTM 670)
Compression - cost for each, 5 required (ASTM C67) 55 Resistance butt-welded hoops/bars, tensile test, ≥ No. 90 Absorption - cost for each, 5 required (ASTM C67) 55 11 & over (CTM 670) Aggregate Properties Mechanical rebar splice, tensile test, ≤ up to No. 11 70 Bulk density and voids in aggregates (AASHTO T19/ 55 (CTM 670) ASTM C29/ CTM 212) Mechanical rebar splice, slip test, ≤ up to No. 11 85 Organic impurities in fine aggregate sand (AASHTO T21/ 65 (CTM 670) ASTM C40/CTM 213) Mechanical rebar splice, tensile test, ≥ No. 14 & 95 LA Rattler-smaller coarse aggregate <1.5” (AASHTO 215 over (CTM 670) /ASTM C131/ CTM 211) Mechanical rebar splice, slip test, ≥ No. 14 & over 215 LA Rattler-larger coarse aggregate 1-3” (AASHTO T96/ 270 (CTM 670) ASTM C535/CTM 211) Headed rebar splice, tensile test, ≤ up to No. 11 70 Apparent specific gravity of fine aggregate (AASHTO T84/ 140 (CTM 670) ASTM C128/CTM 208) Headed rebar splice, tensile test, ≥ No. 14 & over 215 Specific gravity and absorption of coarse aggregate (ASTM 110 (CTM 670) C127/CTM 206) >#4 retained Epoxy coated rebar/dowel continuity (Holiday) 70 Clay lumps, friable particles (AASHTO T112/ASTM C142) 190 (ASTM A775/A934) Durability Index (AASHTO T210/ASTM D3744/ CTM 229) 215 Epoxy coated rebar flexibility/bend test, up to No. 50 Moisture content of aggregates by oven drying (AASHTO 45 11 (ASTM A775/A934) T255/ASTM C566/CTM 226) Prestressing wire, tension (ASTM A416) 190 Uncompacted void content of fine aggregate (AASHTO 140 Sample preparation (cutting) 55 T304/ ASTM C1252/ CTM 234) Epoxy coated rebar/dowel film thickness (coating) 125 Percent of crushed particles (AASHTO T335/ ASTM 145 test (ASTM A775/ A934) D5821/CTM 205)

Page 555 of 847 ends

Lab Rate Sheet 2026-v1

CONSTRUCTION MATERIALS LABORATORY TESTING
METHOD $/TEST METHOD $/TEST
Streetlights/Signals Bearing Pads and Joint Seal
LED Luminaires / Signal Modules / Countdown By Elastomeric bearing pads (Caltrans SS 51-3) By Pedestrian Signal Face Modules (Caltrans RSS 86) Quote Elastomeric bearing pad with hardness and Quote Spray Applied Fireproofing compression tests (Caltrans SS 51-3) Unit weight (density, ASTM E605) 65 Type A Joint Seals (Caltrans SS 51-2) Sample Transport Type B Joint Seals (Caltrans SS 51-2)
Pick-up and delivery (weekdays, per trip, <50 mile 115
radius from our office)
Notes

1. Earth Material Samples: Quoted testing unit rates are for soil and/or rock (earth) samples free of hazardous materials. Additional costs will accrue beyond these standard testing unit rates for handling, testing and/or disposing of soil and/or rock containing hazardous materials. Hazardous materials will be returned to the site or the site owner’s designated representative at additional cost not included in listed unit rates. Standard turn-around time for geotechnical-laboratory test results is 10 working days. Samples will be stored for 2 months following completion of assigned tests, after which they will be discarded. Prior documented notification is required if samples need to be stored for a longer time. A monthly storage fee of $15 per bag and $6 per sleeve or tube will be applied. Quoted unit rates are only for earth materials sampled in California. There may be additional cost for handling imported samples.

2. Construction Material Samples: After all designated breaks for a given sample set meet specified compressive at design age or other clientdesignated strength, all “hold” cylinders or specimens will be automatically disposed of, unless specified in writing prior to the 28-day break. Unless specifically requested otherwise, all other construction materials will be disposed of after completion of testing and reporting.

EQUIPMENT LISTING
CLASSIFICATION $/UNIT CLASSIFICATION $/UNIT
Box of 24 soil drive-sample rings 150/box Nuclear moisture and density gauge 95/day Concrete coring machine (≤6-inch-dia) 200/day Electrical moisture and density gauge 95/Day Core sample boxes 50/each Pachometer 50/day
Crack monitor Two-Dimensional 40/each pH/Conductivity/Temperature meter 60/day Crack monitor Thee-Dimensional 50/each Photo-Ionization Detector (PID) 175/day D-Meter Walking Floor Profiler 110/day Resistivity field meter and pins 200/day DOT 55-gallon containment drum with lid 95/drum Slope inclinometer 250/day Double-ring infiltrometer 150/day Vehicle usage (carrying equipment) 20/hour Dynamic Cone Penetrometer 450/day Water level indicator (electronic well sounder) 100/day Generator, portable gasoline fueled, 3,500 watts 110/day <300 feet deep well Traffic cones (≤25)/barricades (single lane) 65/day ZIPLEVEL®. 40/day Manometer 35/day Other specialized geotechnical testing and monitoring Mileage (will adjust with IRS published rate) 0.70/mile equipment are available, and priced per site Moisture test kit (excludes labor to perform test, ASTM 65/test E1907)

Page 556 of 847 ends

FEE SCHEDULE
January 1, 2026 through December 31, 2026
Compensation for work performed on a time and materials basis will be computed as follows:

MANAGEMENT HOURLY RATE
Principal ................................................................... $280.00 Director ..................................................................... 255.00 Associate ................................................................... 253.00 Sr. Project Manager, Sr. Technical Manager ............. 253.00 Project Manager ........................................................ 231.00

CIVIL ENGINEERING SERVICES
Senior Project Engineer ........................................... $230.00 Project Engineer ........................................................ 210.00 Senior Designer ......................................................... 205.00 Designer .................................................................... 193.00 Engineer .................................................................... 188.00 Design Engineer, Design Technician .......................... 165.00 CAD Technician, Design Engineer Technician ............ 139.00 Project Technician/Project Coordinator.................... 127.00 Engineering Technician ............................................. 121.00 Administration .......................................................... 107.00 Engineering Intern ....................................................... 92.00

SURVEY AND MAPPING SERVICES
Field Supervisor ....................................................... $212.00 Project Surveyor ........................................................ 186.00 GIS Specialist ............................................................. 171.00 Survey Analyst ........................................................... 132.00 Three Person Crew .................................................... 335.00 Two Person Crew ...................................................... 285.00 One Person Crew ....................................................... 205.00 NOTE: FOR SURVEY WORK REQUIRING PREVAILING
WAGE
Three Person Crew .................................................. $395.00 Two Person Crew ...................................................... 336.00 One Person Crew ....................................................... 215.00

SPECIAL SERVICES
Consultation Re: Litigation ...................................... $520.00

DRY UTILITY SERVICES
Principal ................................................................... $245.00 Sr. Project Manager, Sr. Technical Manager ............. 200.00 Project Manager ........................................................ 188.00 Senior Designer ......................................................... 165.00 Project Coordinator ................................................... 115.00 CAD Technician.......................................................... 103.00 Assistant Project Coordinator ..................................... 92.00 Administration ............................................................ 89.00

CONSTRUCTION SUPPORT
Principal .................................................................. $267.00 Sr. Project Manager, Sr. Technical Manager ............ 212.00 Project Manager ....................................................... 195.00 Field Engineer ........................................................... 190.00 Administration ............................................................ 89.00

MISCELLANEOUS FEES
The following services are billed at our cost plus a
15% markup:
 Subcontracted services
 Map check fees or filing fees advanced by us
 Transportation, meals and lodging for overnight
travel and incidental travel expenses
 Commercial delivery services, including Federal
Express, Express Mail, and Messenger Services
 Plotting and blueprint services and printing
(The client is encouraged to arrange for printing,
other than prints or plots on our blueprint
machine and plotters, to be contracted directly
with an outside blueprint company acceptable to
us. Please provide us with your account
information to bill directly to the account to save
on markup fees)

Page 557 of 847 ends

EXHIBIT “D”

Page 558 of 847 ends

01247.0001 2074783.1 12/22/2025 On-Call Agreement – Vendor Name (Project Name) Council Date E-1

EXHIBIT E

MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:

If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained

Page 559 of 847 ends

Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:

Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City.

Page 560 of 847 ends

City reserves the right to obtain a copy of any policies and endorsements for verification.

Claims Made Policies (note – should be applicable only to professional liability, see below) If any of the required policies provide claims-made coverage:

1. The Retroactive Date must be shown, and must be before the date of the contract or the beginning of contract work.

2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

Page 561 of 847 ends

Grand Terrace City CouncilJune 23, 2026

Grand Terrace City Council
June 23, 2026