Agenda — Irwindale City Council, October 11, 2023 (part 1 of 2)

City of Irwindale
5050 N. IRWINDALE AVE., IRWINDALE CA 91706 • PHONE: (626) 430‐2200 • FACSIMILE: 962‐4209

AMENDED
NOTICE AND AGENDA FOR THE SPECIAL AND
REGULAR MEETING OF THE
CITY COUNCIL
SUCCESSOR AGENCY TO THE
IRWINDALE COMMUNITY REDEVELOPMENT AGENCY
HOUSING AUTHORITY
OCTOBER 11, 2023
SPECIAL MEETING ‐ 5:30 P.M.

REGULAR MEETING ‐ 6:30 P.M.

IRWINDALE CITY COUNCIL CHAMBER
Via Zoom Webinar at https://us02web.zoom.us/j/87104592389 Or One tap mobile: +16699006833,,87104592389# US (San Jose) Webinar ID: 871 0459 2389
Spontaneous Communications: The public is encouraged to address the City Council on any matter listed on the agenda or on any other matter within its jurisdiction. The City Council will hear public comments on items listed on the agenda during discussion of the matter and prior to a vote. The City Council will hear public comments on matters not listed on the agenda during the Spontaneous Communications period.

Pursuant to provisions of the Brown Act, no action may be taken on a matter unless it is listed on the agenda, or unless certain emergency or special circumstances exist. The City Council may direct staff to investigate and/or schedule certain matters for consideration at a future City Council meeting.

Americans with Disabilities Act: In compliance with the ADA and Government Code section 54953(g), the City Council has adopted a reasonable accommodation policy to swiftly resolve accommodation requests. The policy can be found on the City’s website:
https://www.irwindaleca.gov/DocumentCenter/View/8075/AB‐2449‐Reasonable‐Accommodation‐Policy. If you need special assistance to participate in a City Council or Commission meeting or other services offered by this City, including an electronic or printed copy of the City’s reasonable accommodation policy, please contact City Hall at (626) 430‐2200. Notification of at least 48 hours prior to the meeting or time when services are needed will assist the City staff in assuring that reasonable arrangements can be made to provide accessibility to the meeting or service. Note: Staff reports are available for inspection at the office of the Chief Deputy City Clerk, City Hall, 5050 N. Irwindale Avenue, during regular business hours (8:00 a.m. to 6:00 p.m., Monday through Thursday).

Note: Staff reports are available for inspection at the office of the Chief Deputy City Clerk, City Hall, 5050 N. Irwindale Avenue, during regular business hours (8:00 a.m. to 6:00 p.m., Monday through Thursday).

H. MANUEL ORTIZ
MAYOR

Albert f. ambriz
Mayor pro tem
MARK A. BRECEDA
councilmember
LARRY G. BURROLA
Councilmember
MANUEL R. GARCIA
Councilmember
October 11, 2023

Page 2 ends

Code of Ethics
As City of Irwindale Council Members, our fundamental duty is to serve the public good. We are committed to the principle of an efficient and professional local government. We will be exemplary in obeying the letter and spirit of Local, State and Federal laws and City policies affecting the operation of the government and in our private life. We will be independent and impartial in our judgment and actions.

We will work for the common good of the City of Irwindale community and not for any private or personal interest. We will endeavor to treat all people with respect and civility. We will commit to observe the highest standards of morality and integrity, and to faithfully discharge the duties of our office regardless of personal consideration. We shall refrain from abusive conduct, personal charges or verbal attacks upon the character or motives of others.

We will inform ourselves on public issues, listen attentively to public discussions before the body, and focus on the business at hand. We will base our decisions on the merit and substance of that business. We will be fair and equitable in all actions, claims or transactions. We shall not use our official position to influence government decisions in which we have a financial interest or where we have a personal relationship that could present a conflict of interest, or create a perception of a conflict of interest.

We shall not take advantage of services or opportunities for personal gain by virtue of our public office that are not available to the public in general. We shall refrain from accepting gifts, favors or promises of future benefit that might compromise our independence of judgment or action or give the appearance of being compromised.

We will behave in a manner that does not bring discredit or embarrassment to the City of Irwindale. We will be honest in thought and deed in both our personal and official lives.

Ultimate responsibility for complying with this Code of Ethics rests with the individual elected official. In addition to any other penalty as provided by law, violation of this Code of Ethics may be used as a basis for disciplinary action or censure of a Council Member.

These things we hereby pledge to do in the interest and purposes for which our government has been established Irwindale City Council
October 11, 2023

Page 3 ends

SPECIAL MEETING – 5:30 P.M.

CALL TO ORDER
ROLL CALL: Councilmembers:, Mark A. Breceda, Larry G. Burrola, Manuel R. Garcia; Mayor Pro Tem Albert F. Ambriz; Mayor H. Manuel Ortiz
AB 2449 DISCLOSURES
Remote participation by a member of the legislative body for just cause or emergency circumstances SPONTANEOUS COMMUNICATIONS
Spontaneous communications are limited to the special meeting agenda items only.

RECESS TO CLOSED SESSION
A. Conference with Real Property Negotiator
Pursuant to California Government Code Section 54956.8
Property: 16154 Arrow Highway (APNS 8417‐029‐024 and 025) Agency negotiator: Marilyn Simpson, Community Development Director Negotiating parties: Rudolfo A. Dominguez Trustee
Under negotiation: Price and terms of payment
B. Conference with Legal Counsel – Existing Litigation
[Pursuant to Government Code Sections 54954.5(c), 54956.9(d)(1)] Name of Case: Five Points, LP vs. City of
Irwindale Case Number: 22STCV01394
C. Conference with Legal Counsel—Anticipated Litigation Significant Exposure to Litigation

Pursuant to Government Code section 54956.9 (d)(2), (e)(1)] A point has been reached where, in the opinion of the City Council, upon the advice of its legal counsel based on existing facts and circumstances, that there is significant exposure to litigation against the City. The facts and circumstances are those that might result in litigation against the City but which the City believes are not yet known to a potential plaintiff or plaintiffs, which facts and circumstances need not be disclosed.

October 11, 2023

Page 4 ends

D. Conference with Legal Counsel ‐ Anticipated Litigation Initiation of litigation [Pursuant to Government Code Section 54956.9 (d)(4)] Number of Cases: One
RECONVENE IN OPEN SESSION
REPORT FROM CLOSED SESSION
NEW BUSINESS
At this time, members of the audience may ask to be heard regarding an item on New Business.

E. Morada Street Block Wall (Verbal Update)
Department: Engineering
*This is a Housing Authority Item

ADJOURNMENT
*Agenda amended on Tuesday, October 10, 2023 at 3:40 p.m. to add Item E October 11, 2023

Page 5 ends

OPEN SESSION – 6:30 P.M.

CALL TO ORDER
PLEDGE OF ALLEGIANCE – Led by Evan Romero

INVOCATION
ROLL CALL: Councilmembers: Mark A. Breceda, Larry G. Burrola, Manuel R. Garcia; Mayor Pro Tem Albert F. Ambriz; Mayor H. Manuel Ortiz;
AB 2449 DISCLOSURES
Remote participation by a member of the legislative body for just cause or emergency circumstances CHANGES TO THE AGENDA
COUNCIL MEMBER TRAVEL REPORTS
COUNCILMEMBER COMMENTS
INTRODUCTION OF NEW EMPLOYEES/PROMOTIONS
PROCLAMATIONS / PRESENTATIONS / COMMENDATIONS
Lifesaving Recognition to Irwindale Police Lt. Jose Vargas, Sgt. Greg Gomez, Sgt. Jesse Bravo, Ofc. Byron Araica, Ofc. Steven Ortiz, Ofc. Shawn Cory, and Dispatchers Erain Aguilar and Jackie Hernandez Certificate of Recognition to SurfaceOne
2023 San Gabriel Valley Council of Governments Update
Irwindale Chamber of Commerce Quarterly Update
Athens Services Community Update
Proclamation proclaiming October as Anti‐Bullying Month

October 11, 2023

Page 6 ends

CONSENT CALENDAR
The Consent Calendar contains matters of routine business and is to be approved with one motion unless a member of the City Council requests separate action on a specific item. At this time, members of the audience may ask to be heard regarding an item on the Consent Calendar.

1. Minutes
Department: Administration – City Clerk
Recommendation: Approve the following minutes:

A. Regular meeting held September 27, 2023

2. Warrants
Department: Finance
Recommendation: That the City Council approve the warrant register.

3. Amendment No. 2 to the Neighborhood Coyote Program Memorandum of Agreement between the City of Irwindale and the San Gabriel Valley Council of Government Department: Public Services
Recommendation: Adopt Resolution No. 2023‐74‐3452, entitled, “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF IRWINDALE RATIFYING THE APPROVING OF AMENDMENT NO. 2 TO THE MEMORANDUM OF AGREEMENT BETWEEN THE SAN GABRIEL VALLEY COUNCIL OF GOVERNMENTS AND THE CITY OF IRWINDALE FOR PARTICIPATION IN THE SAN GABRIEL VALLEY NEIGHBORHOOD COYOTE PROGRAM, AND AUTHORIZING THE CITY MANAGER TO EXECUTE AMENDMENT NO. 2 TO THE MEMORANDUM OF AGREEMENT FOR THE SAN GABRIEL VALLEY NEIGHBORHOOD COYOTE PROGRAM.”

4. Award of Contract for HVAC Preventative Maintenance and Repair for City Owned Buildings Department: Public Services
Recommendation: Adopt Resolution No. 2023‐74‐3454, entitled, “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF IRWINDALE APPROVING AND AUTHORIZING THE CITY MANAGER TO EXECUTE A CONTRACT AGREEMENT BETWEEN THE CITY OF IRWINDALE AND ACCO ENGINEERED SYSTEMS FOR HVAC PREVENTATIVE MAINTENANCE AND REPAIRS FOR CITY OWNED BUILDINGS, AND APPROPRIATING ADDITONAL FUNDING".

October 11, 2023

Page 7 ends

5. Ratification of Total Contract Amount for and Payments to Public Safety Consulting, Inc. for Personnel Investigative Services
Department: Human Resources
Recommendation: That the City Council of the City of Irwindale adopt Resolution No. 2023‐78‐ 3456 entitled: “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF IRWINDALE, CALIFORNIA, RATIFYING THE TOTAL CONTRACT AMOUNT FOR, AND PAYMENTS TO, PUBLIC SAFETY CONSULTING, INC. FOR PERSONNEL INVESTIGATIVE SERVICES”

6. Amendment No. 1 to Contract Services Agreement with Dickerson, McCulloch & Associates, LLC for Personnel Investigative Services and Related Budget Appropriation Department: Human Resources
Recommendation: That the City Council of the City of Irwindale: 1) adopt Resolution No. 2023‐77‐ 3455 entitled: “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF IRWINDALE AUTHORIZING THE APPROPRIATION OF $31,807.50 FROM GENERAL FUND RESERVES FOR PERSONNEL INVESTIGAVE SERVICES BETWEEN THE CITY OF IRWINDALE AND DICKERSON, MCCULLOCH & ASSOCIATES, LLC”; and 2) Approve Amendment No. 1 to Contract Services Agreement with Dickerson, McCulloch & Associates, LLC

7. Request to Approve a Professional Contract Services Agreement with Universal Engineering Sciences (UES) Inc., for the environmental assessment of the proposed specific plan that includes the construction of a warehouse distribution center / industrial park totaling up to +/‐ 3,000,000 square feet with associated parking, and on‐site mining and reclamation activities for property located at 15801 First Street (APNS 8533‐009‐025, 8533‐009‐026, 8533‐009‐027, 8533‐009‐028 & 8533‐009‐029)
Department: Community Development
Recommendation: That the City Council approve the contract with Universal Engineering Sciences (UES) Inc., for the preparation of an Environmental Impact Report in association with land use entitlement applications for property located at 15801 First Street, Irwindale, CA 91706.

8. Request to Approve a Project Reimbursement Agreement between the City of Irwindale and IBY Property Owner, LLC (“Owner”) for the reimbursement of costs associated with processing and negotiating permits, entitlements, and proposed Conditions of Approval, including CEQA, City Attorney, and contract planning costs associated with a proposed specific plan that includes the construction of a warehouse distribution center/industrial park totaling up to ±3,000,000 square feet with associated parking, and on‐site mining and reclamation activities for property located at 15801 First Street (APNS 8533‐009‐025, 8533‐009‐026, 8533‐009‐027, 8533‐009‐028 & 8533‐009‐ 029)
October 11, 2023

Page 8 ends

Department: Community Development
Recommendation: That the City Council approve the Project Reimbursement Agreement with IBY Property Owner, LLC for the reimbursement of costs associated with processing and negotiating permits, entitlements, and proposed Conditions of Approval of the Project, including all CEQA work conducted and all necessary CEQA documents prepared by the CEQA consultant selected by the City as Lead Agency and costs incurred by the City’s Attorney’s office and contract services, including but not limited to planning and geotechnical.

9. Acceptance of California Office of Traffic Safety (OTS) Grant Funds in the amount of $104,000 for Traffic Safety Education and Impaired driving enforcement Department: Police
Recommendation: Adopt Resolution No. 2023‐75‐3453 entitled, "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF IRWINDALE APPROVING AND AUTHORIZING THE CITY MANAGER TO EXECUTE THE 2023‐2024 SELECTIVE TRAFFIC ENFORCEMENT PROGRAM (STEP) SUB‐RECIPIENT AGREEMENT BETWEEN CALIFORNIA OFFICE OF TRAFFIC SAFETY AND THE CITY OF IRWINDALE AND APPROVING THE ACCEPTANCE AND APPROPRIATION OF THE CALIFORNIA OFFICE OF TRAFFIC SAFETY FEDERAL GRANT FUNDS IN THE AMOUNT OF $104,000 FOR THE SELECTIVE TRAFFIC ENFORCEMENT PROGRAM (STEP)".

10. Rejection of Claim: Anthony Carruthers vs. City of Irwindale Department: Administration ‐ City Clerk

Recommendation: Staff recommends City Council (1) Reject the claim of Anthony Carruthers vs.

City of Irwindale; and (2) Direct staff to send a letter of rejection.

SPONTANEOUS COMMUNICATIONS
This is the time set aside for members of the audience to speak on items not on this agenda. State law prohibits any Council discussion or action on such communications unless 1) the Council by majority vote finds that a catastrophe or emergency exists; or 2) the Council by at least four votes finds that the matter (and need for action thereon) arose within the last five days. Since the Council cannot (except as stated) participate it is requested that all such communications be made in writing so as to be included on the next agenda for full discussion and action.

Any public member addressing the Board shall limit his or her address to three (3) minutes regarding the subject under discussion. If a member of the public wishes to donate their time to another speaker, both persons must be physically present and in attendance of the meeting. In no event shall any donations of time exceed six minutes of total speaking time per person on any one item. The Presiding Officer may, in his or her discretion, extend the 3‐minute time limitation for the particular subject under discussion for all speakers. In no event shall the total amount of speaking time exceed 6 minutes per person for the subject under discussion. Organized group of persons wishing to address the Board on the same subject matter, should select a spokesperson to represent the October 11, 2023

Page 9 ends

group, so as to avoid unnecessary repetition. The City Council may regulate a speaker who is speaking too long, being unduly repetitious, or extending discussion of irrelevancies.

In the hybrid format, both in‐person and hybrid audience members will participate in the following order:

Tier 1:  In‐person attendees
Tier 2:  Teleconference attendees
Tier 3:  In‐person and teleconference attendees who have not previously provide comments on the matter(s) being discussed by the legislative body
NEW BUSINESS
At this time, members of the audience may ask to be heard regarding an item on New Business.

11. Pedestrian Crossing on Irwindale Avenue (Verbal Update) Department: Engineering

12. Morada Street Block Wall (Verbal Update)
Department: Engineering

13. Award of Contract for Design Services for the Civic Center Exterior Improvements Project; P‐1054 Department: Engineering
Recommendation: That the City Council (1) authorize the City Manager to enter into an agreement with IMEG Corp. in the amount of $281,620 for design services for the preparation of construction documents for the Civic Center Exterior Improvements Project; and (2) approve a 15% project contingency in the amount of $42,243 to cover any unforeseeable changes that may arise during design.

PUBLIC HEARINGS
At this time, members of the audience may ask to be heard regarding an item on Public Hearings.

CITY MANAGER’S REPORT
REQUESTS BY COUNCILMEMBERS FOR FUTURE AGENDA ITEMS

ADJOURN

October 11, 2023

Page 10 ends

SUCCESSOR AGENCY TO THE IRWINDALE

COMMUNITY REDEVELOPMENT AGENCY
AB 2449 DISCLOSURES
Remote participation by a member of the legislative body for just cause or emergency circumstances

CONSENT CALENDAR

14. Minutes
Department: Administration / City Clerk
Recommendation: Approve the following minutes:

A. Regular meeting held September 27, 2023

15. Warrants
Department: Finance
None for approval
SPONTANEOUS COMMUNICATIONS
This is the time set aside for members of the audience to speak on items not on this agenda.

Spontaneous Communications for the Successor Agency are subject to the same State prohibitions and City guidelines as cited on the City Council agenda.

NEW BUSINESS
At this time, members of the audience may ask to be heard regarding an item on New Business.

PUBLIC HEARINGS
At this time, members of the audience may ask to be heard regarding an item on Public Hearings.

ADJOURN
October 11, 2023

Page 11 ends

HOUSING AUTHORITY
AB 2449 DISCLOSURES
Remote participation by a member of the legislative body for just cause or emergency circumstances CONSENT CALENDAR

16. Minutes
Department: Administration ‐ City Clerk
Recommendation: Approve the following minutes:

A. Regular meeting held September 27, 2023
SPONTANEOUS COMMUNICATIONS
This is the time set aside for members of the audience to speak on items not on this agenda.

Spontaneous Communications for the Housing Authority are subject to the same State prohibitions and City guidelines as cited on the City Council agenda.

NEW BUSINESS
At this time, members of the audience may ask to be heard regarding an item on New Business.

PUBLIC HEARINGS
At this time, members of the audience may ask to be heard regarding an item on Public Hearings.

ADJOURNMENT

AFFIDAVIT OF POSTING
I, Laura M. Nieto, Chief Deputy City Clerk, certify that I caused the agenda for the regular meeting of the City Council, Irwindale Successor Agency to the Irwindale Community Redevelopment Agency, and Housing Authority, to be held on October 11, 2023, be posted at the City Hall, Library, and Post Office on October 6, 2023.

Laura M. Nieto, MMC
Laura M. Nieto, MMC
Chief Deputy City Clerk
October 11, 2023

Page 12 ends

HOUSING AUTHORITY
AB 2449 DISCLOSURES
Remote participation by a member of the legislative body for just cause or emergency circumstances CONSENT CALENDAR

16. Minutes
Department: Administration ‐ City Clerk
Recommendation: Approve the following minutes:

A. Regular meeting held September 27, 2023
SPONTANEOUS COMMUNICATIONS
This is the time set aside for members of the audience to speak on items not on this agenda.

Spontaneous Communications for the Housing Authority are subject to the same State prohibitions and City guidelines as cited on the City Council agenda.

NEW BUSINESS
At this time, members of the audience may ask to be heard regarding an item on New Business.

PUBLIC HEARINGS
At this time, members of the audience may ask to be heard regarding an item on Public Hearings.

ADJOURNMENT

Laura M. Nieto, MMC
Laura M. Nieto, MMC
Chief Deputy City Clerk
I CC Item 1A I
IRWINDALE CITY COUNCIL CHAMBER~ SEPTEMBER 27, 2023
5050 N. IRWINDALE AVENUE '----------- WEDNESDAY
IRWINDALE, CALIFORNIA 91706 6:42 P.M.

The Irwindale CITY COUNCIL met in regular session at the above time and place.

ROLL CALL:

PLEDGE OF

ALLEGIANCE

Present: Councilmembers Mark A Breceda, Larry G. Burrola Manuel R. Garcia; Mayor Pro Tern Albert F. Ambriz;
Mayor H. Manuel Ortiz
Also Present: Julian A Miranda, City Manager; Jamie Traxler, Assistant City Attorney; Theresa Olivares, Assistant City Manager; Christopher Hofford, Chief of Police; Kambiz Borhani, Director of Finance I City Treasurer; Marilyn Simpson, Community Development Director; Eddie Chan, Director of Engineering I Building Official; Elizabeth Rodriguez, Public Services Director; Mary Hull, Human Resources Manager, and Laura Nieto, Chief Deputy City Clerk The Pledge of Allegiance was conducted.

AB 2449 DISCLOSURES None.

CHANGES TO THE
AGENDA None.

COUNCILMEMBER
TRAVEL REPORTS None.

COUNCILMEMBER

COMMENTS

COUNCILMEMBER

BURROLA

INTRODUCTION OF

NEW EMPLOYEES I

PROMOTIONS
Councilmember Burrola requested that the meeting be adjourned in memory of Richard Herrera.

INTRODUCTION OF INTRODUCTION OF DISPATCHER I CLERK JACQUELINE

DISPATCHER I CLERK HERNANDEZ

JACQUELINE
HERNANDEZ The introduction was made.

PROCLAMATIONS I

PRESENTATIONS I

COMMENDATIONS
CHP 10851 PIN TO

IRWINDALE POLICE

OFFICER LUIS

AME SOLA
CHP 10851 PIN TO IRWINDALE POLICE OFFICER LUIS AMESOLA
The presentation was made.

CITY COUNCIL MINUTES SEPTEMBER 27, 2023
REGULAR MEETING PAGE 2

IRWINDALE CHAMBER IRWINDALE CHAMBER OF COMMERCE BUSINESS OF THE

OF COMMERCE MONTH - ABSOLUTE INTERNATIONAL SECURITY

BUSINESS OF THE
MONTH - ABSOLUTE The presentation was made.

INTERNATIONAL

SECURITY

CONSENT CALENDAR
MOTION
ITEM NO. 1

MINUTES
ITEM NO. 2

WARRANTS/

DEMANDS/

PAYROLL
A motion was made by Mayor Pro Tern Ambriz, seconded by Councilmember Garcia, to approve the Consent Calendar, except for Item No. 5, which was removed for separate consideration. The motion was unanimously approved; Councilmember Garcia
abstaining on Item No. 2.

MINUTES
The following minutes were approved:

A) Special joint meeting held September 13, 2023

WARRANTS/DEMANDS/PAYROLL
The warrants I demands I payroll were approved.

ITEM NO. 3 REJECTION OF CLAIM: MIREYA GUERRERO VS. CITY OF REJECTION OF CLAIM: IRWINDALE
MIREYA GUERRERO VS.

CITY OF IRWINDALE The claim of Mireya Guerrero was rejected and staff was directed to send a letter of rejection.

ITEM NO. 4

RETROACTIVELY

APPROVE A FEE

WAIVER FOR

IRWINDALE CHAMBER

OF COMMERCE
RESOLUTION NO.
2023-73-3451

ADOPTED

RETROACTIVELY APPROVE A FEE WAIVER FOR IRWINDALE

CHAMBER OF COMMERCE
Resolution No. 2023-73-3451, entitled:
"A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

IRWINDALE, CALIFORNIA, RETROACTIVELY APPROVING A FEE

WAIVER FOR IRWINDALE CHAMBER OF COMMERCE, A
501(C)(6) NONPROFIT ORGANIZATION, WAIVING SPECIAL
EVENT PERMIT FEES FOR AN E-WASTE RECYCLING EVENT,"
was adopted.

CITY COUNCIL MINUTES

REGULAR MEETING
ITEM NO. 6

AGREEMENT WITH

ECORP CONSUL TING
ITEM NO. 7

PROJECT

REIMBURSEMENT

AGREEMENT WITH
RIF Ill - IRWINDALE
LLC
ITEM NO. 8

BSCC OFFICER

WELLNESS AND

MENTAL HEALTH
GRANT
SEPTEMBER 27, 2023
PAGE3

REQUEST TO APPROVE A PROFESSIONAL CONTRACT
SERVICES AGREEMENT WITH ECORP CONSUL TING, INC. FOR

THE PREPARATION OF CEQA DOCUMENTS FOR THE
CONSTRUCTION OF A ±105,000 SQUARE FOOT SPECULATIVE

INDUSTRIAL BUILDING WITH ASSOCIATED PARKING FOR THE
PROPERTY LOCATED AT 15715 ARROW HIGHWAY (APN: 5619-
001-059) Continued from the meeting of September 13, 2023 The contract with ECORP Consulting, Inc. for the preparation of an Initial Study with a Mitigated Negative Declaration and/or an Environmental Impact Report to be prepared in association with land use entitlement applications for property located at 15715 Arrow Highway, Irwindale, CA 91706.

REQUEST TO APPROVE A PROJECT REIMBURSEMENT
AGREEMENT BETWEEN THE CITY AND RIF 111-IRWINDALE LLC
("APPLICANT") FOR THE REIMBURSEMENT OF COSTS

ASSOCIATED WITH PROCESSING AND NEGOTIATING

PERMITS, ENTITLEMENTS, AND PROPOSED CONDITIONS OF

APPROVAL, INCLUDING CEQA, CITY ATTORNEY, AND

CONTRACT PLANNING COSTS ASSOCIATED WITH A
PROPOSED INDUSTRIAL BUILDING TO BE LOCATED AT 15715
ARROW HIGHWAY (APN: 8619-001-059) Continued from the
meeting of September 13, 2023
The Project Reimbursement Agreement with RIF Ill-Irwindale LLC was approved for the reimbursement of costs associated with processing and negotiating permits, entitlements, and proposed Conditions of Approval of the Project, including all CEQA work conducted and all necessary CEQA documents prepared by the CEQA consultant selected by the City as Lead Agency and costs incurred by the City Attorney's Office and contract planning services.

BSCC OFFICER WELLNESS AND MENTAL HEAL TH GRANT
The agenda report documenting the acceptance of a Board of State and Community Corrections Officer Wellness and Mental Health Grant was received and filed, an agreement with the Counseling Team International (TCTI) for counseling and peer support training services was approved, and the Chief of Police was authorized and directed to enter such agreement.

END OF CONSENT CALENDAR
ITEM NO. 5

CONSIDERATION OF

PROPOSED

PERSONNEL

ADJUSTMENTS

CONSIDERATION OF PROPOSED PERSONNEL ADJUSTMENTS

CITY COUNCIL MINUTES

REGULAR MEETING

MANAGER HULL

COUNCILMEMBER

BURROLA

MAYOR PRO TEM
AMBRIZ
RESOLUTION NO.
2023-72-3450

ADOPTED

SPONTANEOUS

COMMUNICATIONS

DENA ZEPEDA

ROBERT DIAZ

MAYOR PRO TEM
AMBRIZ

NEW BUSINESS

PUBLIC HEARINGS

CITY MANAGER'S
REPORT

CITY MANAGER

MIRANDA
Manager Hull presented the staff report.

SEPTEMBER 27, 2023
PAGE4
Responding to a question by Councilmember Burrola, Manager Hull advised that the recruitment for the position would be external and that a maximum of 50 applications would be accepted.

Mayor Pro Tern Ambriz requested that the outgoing Executive Assistant receive a Certificate of Recognition to thank her for her contributions to the City.

Resolution No. 2023-72-3450, entitled:
"A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
IRWINDALE REPEALING AND REPLACING RESOLUTION NO.
2023-66-3444, AND ESTABLISHING THE NUMBER OF

POSITIONS, SCHEDULE OF CLASSES, AND COMPENSATION
FOR CITY EMPLOYEES, was adopted on the motion of
Councilmember Breceda, seconded by Councilmember Burrola, and unanimously approved; Councilmember Garcia abstaining.

Dena Zepeda thanked the Council for requesting to adjourn the meeting in memory of Richard Herrera and thanked Irwindale Police Officers for their community outreach efforts.

Robert Diaz asked about the site on Arrow Highway which is the subject of Item No. 6 and wondered whether the proposed building would be consistent with 70-foot setback required for Arrow Highway, to which Director Simpson advised that the project is still under review but would comply with zoning code and development standards.

Mayor Pro Tern Ambriz asked whether a setback agreement had previously been approved, to which Director Simpson stated that staff would look into the question.

None.

City Manager Miranda presented his report.
1) A Request for Proposals for property management and
maintenance for the Las Casitas Senior Apartment complex has been issued. The deadline to submit proposals is October 23.

CITY COUNCIL MINUTES

REGULAR MEETING

REQUESTS BY

COUNCILMEMBERS

FOR FUTURE AGENDA
ITEMS

MAYOR ORTIZ

ADJOURNMENT
SEPTEMBER 27, 2023
PAGE5
2) The bridge at Live Oak has been reopened for traffic. Repairs were necessary since it sustained damage due to this year's storms.
3) He also congratulated Recreation Aide Allan Hernandez, employee of the quarter for spring.

Mayor Ortiz noted speeding vehicles along Irwindale Avenue and stated that he has received inquires regarding the placement of a decoy police car at varying locations along the street, to which City Manager Miranda agreed and added that a speeder board can also be utilized.

There being no further business to conduct, the meeting was adjourned at 7:12 p.m., in memory of Richard Herrera.

Laura M. Nieto, MMC
Chief Deputy City Clerk
Payroll Batch

DATE OF ISSUE
917123
Payroll Batch

DATE OF ISSUE
9/21/23

CITY OF IRWINDALE

PAYROLL WARRANT REGISTER
September 2023
402-09-23, 403-09-23, 404-09-23

DEPARTMENT
11 City Council
13 City Administrative Office
14 Finance Department
35 Police Department
40 Recreation Department
41 Aquatics Department
42 Senior Citizens' Center
44 Library
51 Planning & Community Development
52 Public Works - Engineering
57 Public Works - Services
Gross Payroll
Required Deductions
Voluntary Deductions
Net Payroll
CC Item 2
AMOUNT
1,731.15
56,644.91
32,224.57
224,315.71
26,013.47
12,066.45
16, 107.09
13,214.61
36,316.80
33,044.24
56,239.68
507,918.68
(140,445.74)
(19,842.73)
347,630.21
AMOUNT
6,553.98
56, 176.45
27,197.12
201,668.19
27,219.35
10,790.06
15,947.17
14,528.58
33,507.98
28,349.61
53,660.34
475,598.83
(135,011.72)
(21,651.67)
318,935.44
Accounts Payable
Checks by Date - Summary by Check Number
User: imarin
Printed: 10/4/2023 5:39 PM

IRWINDALE
Check No Vendor No Vendor Name Check Date Check Amount
80883 ORKINP Orkin Pest Control 09/2112023 878.99
80884 BRAMSOl Josie Bramhall 09/2112023 7.50
80885 CARRIL JO Dayanira Carillo 09/2112023 107.00
80886 CONCEO! Concentra 09/21/2023 85.00
80887 DICKEROl Dickerson, McCulloch & Associates, LLC 09/21/2023 19,633.20 80888 ESTEFOl Josselin Estefania 09/21/2023 75.00
80889 FLORIO Estela Flores 09/21/2023 75.00
80890 FRONTOl Frontier Communications 09/21/2023 14.80
80891 GALVAN02 Claudia Galvan 09/2112023 200.00
80892 LIEBERT Liebert Cassidy Whitmore 09/2112023 14,268.00 80893 OPTUMOl OptumRx, Inc. 09/2112023 45,771.87
80894 ORKINP Orkin Pest Control 09/2112023 1,425.00
80895 PANTAG Pantages Theatre 09/2112023 1,924.00
80896 POWEROl Power Sign Fabrication 09/2112023 3,243.01 80897 RUGG02 Mary Dolores Ruggio 09/2112023 1,000.00
80898 RUGGOl Timothy Allen Ruggio Jr. 09/2112023 500.00 80899 SMART& Smart & Final 09/2112023 2,004.71
80900 SORENO! Olga Sorensen 09/2112023 30.00
80901 STATEOOl State Of California 09/2112023 164.00
80902 TORR12 Elisa Torres 09/21/2023 10.00
80903 VILLA JO Oscar Guillermo Villa 09/21/2023 2,100.00 80904 VISIONOl Vision Service Plan - (CA) 09/2112023 1,820.70 80905 CALIF056 California State Disbursen1ent Unit 09/2112023 604.15 80906 CALIF057 California State Disbursement Unit 09/21/2023 143.07 80907 CITYO! City of Hope 09/2112023 54.00
80908 FRANC06 Franchise Tax Board 09/2112023 478.75
80909 !CEA Irwindale City Employee Assoc. 09/21/2023 814.00 80910 IMEA Irwindale Mgmt Employee Assoc. 09/21/2023 500.00 80911 IRWIND02 lnvindale Police Officers Assoc. 09/21/2023 2,888.00 80912 LOSANG16 Los Angeles County Sheriff's Dept. 09/2112023 906.08 80913 FIFTHO! Debt Book Fifth Asset, Inc. 09/25/2023 7,000.00 80914 ARAMOl Aramark Uniform & Career Apparel Group 09/26/2023 486.34 80915 CTCTO! Colun1bia Telecommunications Corporatior 09/26/2023 3,242.95 80916 TRUEOl Trueline Construction & Surfacing, Inc. 09/26/2023 11,925.00 80917 AMERIFID An1erican Fidelity Assurance 09/28/2023 8,693.50 80918 AT&T06 AT&T 09/28/2023 1,684.05
80919 AyalaOl Leonor Ayala 09/28/2023 571.00
80920 AZUSALW Azusa Light & Water 09/28/2023 834.54
80921 NESTO! Blue Triton Brands, Inc. . 09/28/2023 916.81 80922 BURGUAOl Rene Burguan 09/28/2023 5,000.00
80923 CALIF002 California American Water 09/28/2023 2,816.72 80924 CARLOS05 Michael Carlos 09/28/2023 300.00
80925 TAGLEO! Eduardo Chavez 09/28/2023 20.00
80926 CITYRANl City of Rancho Cuca1nonga 09/28/2023 100.00 80927 CONCEO! Concentra 09/28/2023 158.00
80928 CORY02 Shawn Cory 09/28/2023 341.72
80929 PMIDEN Delta Dental Insurance Company 09/28/2023 897.44 AP Checks by Date~ Summary by Check Number (10/4/2023 5:39 PM) Page 1 Check No Vendor No Vendor Name Check Date Check Amount
80930 PMIDENOI Delta Dental of California 09/28/2023 12,293.57 80931 FCGOI FCG Consultants Inc. 09/28/2023 12,510.02
80932 SOUTHE17 Golden State Water Company 09/28/2023 2,476.19 80933 HO MEDE Home Depot Credit Services 09/28/2023 2,916.07 80934 HO YEN Noelle Hoye 09/28/2023 770.00
80935 LEON02 MariaDLeon 09/28/2023 1,000.00
80936 LOSANG20 Los Angeles County Fire Dept. 09/28/2023 2,604.00 80937 NOCOMOl Natalie Nocorn 09/28/2023 827.69
80938 LEGAL03 Pre-Paid Legal Services, Inc. 09/28/2023 37.90 80939 PSYCHOOl Psychological Consulting Associates, Inc 09/28/2023 462.00 80940 ROSENO RSG Inc. 09/28/2023 3,687.50
80941 SIMGOI Simgel Co. Inc 09/28/2023 575,700.00
80942 GASCOM SoCalGas 09/28/2023 1,585.66
80943 STANDAOI Standard Insurance Co. RV 09/28/2023 475.45 80944 STANDA03 Standard Insurance Company 09/28/2023 2,507.10 80945 TEXASOI Texas Life Insurance Co. 09/28/2023 4,588.68 80946 TPXOI TPX Communications 09/28/2023 2,656.68
80947 VALLEYOI Valley County Water District 09/28/2023 17,219.76 80948 VISIONOI Vision Service Plan - (CA) 09/28/2023 4,618.73 80949 AARDVA Aardvark 10/11/2023 8,166.96
80950 ALLCIOI All City Management Services, Inc 10/11/2023 898.29 80951 AMAZON! Amazon Capital Services, Inc. 10/11/2023 84.81 80952 B&BTIR B & B Tires Service 10/11/2023 1,027.35
80953 BAKEROI Baker & Taylor Books 10/11/2023 604.32
80954 BAKERIO Bakers Man Production 10/11/2023 900.00
80955 BARNEY Ban1ey1s Locksmith Service 10/11/2023 728.97 80956 BILLST Bill's Truck Repair, Inc, 10/11/2023 350.00 80957 CALI12 California Consulting Inc. 10/11/2023 9,000.00 80958 Cat Spec Cat Specialities Inc 10/11/2023 84.03
80959 CINTAS Cintas Corporation #693 10/11/2023 173.49
80960 CIVIC02 CivicPlus, LLC 10/11/2023 270.00
80961 COSTAOI Costar Realty Information, Inc. 10/11/2023 420.00 80962 DEPTOF02 County of LA Dept of Animal Care & Cont 10/11/2023 3,977.67 80963 LOSANG33 County of Los Angeles 10/11/2023 37,860.44 80964 CROSSOI Crosstown Elecrical & Data le. 10/11/2023 2,520.00 80965 CWAOI CWAAIA, Inc 10/11/2023 15,302.70
80966 DANO! Daniel Defence LLC 10/11/2023 8,831.02
80967 DAVIDE David Evans & Associates Inc 10/11/2023 1,397.92 80968 DISTOI Distribution International 10/11/2023 3,913.96 80969 EMPIREOI Empire Today Holdings, Inc. 10/11/2023 5,958.99 80970 FED EX FedEx 10/11/2023 14.49
80971 FLAGSH Flag Shop 10/11/2023 142.16
80972 FRAZOI Frazier Capitol Valuation, Inc 10/11/2023 2,000.00 80973 TONYOI Antonio Garcia Bonilla 10/11/2023 1,848.24 80974 GEO LOG Geologic Associates 10/11/2023 4,288.20
80975 GWMAOI GWMA 10/11/2023 2,021.28
80976 HASAOI Hasa Inc. 10/11/2023 1,881.65
80977 JOEAGO Joe A. Gonsalves & Son 10/11/2023 4,750.00 80978 JOHNNY02 Johnny's Pool Service 10/11/2023 264.52
80979 LG2WBOI LG2WB Engineers, Inc 10/11/2023 2,081.50
80980 LOSANG09 Los Angeles County 10/11/2023 33,637.14
80981 MAINTEOI Ma int ex 10/11/2023 3,256.84
80982 MIDAS Manuel C Muratalla 10/11/2023 3,098.48
80983 CALIBEOI Lawrence E. Marino 10/11/2023 1,567.00
80984 MEJIA05 Jaime Emmanuel Mejia 10/11/2023 3,195.00
80985 MMASC MMASC 10/11/2023 90.00
80986 MOUNTOI MNRO Holdings, LLC 10/11/2023 55.37
AP Checks by Date - Summary by Check Number (10/4/2023 5 :39 PM) Page 2 Check No Vendor No Vendor Name Check Date Check Amount
80987 ORKINP Orkin Pest Control 10/1112023 1,249.98
80988 PLACEOl Place Works, Inc. 10/11/2023 32,062.43
80989 PRO PRINT Pro Printing, Inc. 10/11/2023 1,787.65
80990 RECOOl Records Control Services, Inc. 10/11/2023 6,008.75 80991 SANGAB16 San Gabriel Basin Water 10/11/2023 2,256.00 80992 SIERRAOl Sierra Chevrolet 10/11/2023 91.93
80993 SPRING Springbrook Software, Inc. 10/11/2023 2,810.38 80994 URBAN02 Urban Graffiti Enterprises Inc. 1011112023 591.17 80995 V&VOl V & V Manufacturing, Inc. 10/11/2023 1,773.70 80996 WESTCOOS West Coast Arborists, Inc. 10/1112023 5,145.00 80997 WESTER13 Western Audio Visual 10/1112023 9,178.31 80998 YTIRES YTire Sales 10/1112023 1,547.93
Report Total (116 checks): 1,026,816.92
AP Checlc; by Date - Summary by Check Number (10/4/2023 5:39 PM) Page3 ISICity Council
DSuccessor Agency
D Housing Authority
DReclamation Authority
DJoint Powers Authority
Date: October 11, 2023
lily o/

IRWINDALE

AGENDA REPORT
To:

From:

Honorable Mayor and Members of the City Council
Julian A. Miranda, City Manager
CC Item 3
Issue: Amendment No. 2 to the Neighborhood Coyote Program Memorandum of Agreement between the City of Irwindale and the San Gabriel Valley Council of Government.

City Manager's Recommendation:

Adopt Resolution No. 2023-74-3452, entitled, "A Resolution of the City Council of the City of Irwindale Ratifying the Approval of Amendment No. 2 to the Memorandum of Agreement Between the San Gabriel Valley Council of Governments and the City of Irwindale for Participation in the San Gabriel Valley Neighborhood Coyote Program, and Authorizing the City Manager to Execute Amendment No. 2 to the Memorandum of Agreement for the San Gabriel Valley Neighborhood Coyote Program." Administrative Action:

Submitted & Prepared by:

Elizabeth Rodriguez, Public Services Director
Reviewed by:

Adrian R. Guerra, City Attorney Electronically Approved Kambiz Borhani, Finance Director I City Treasurer
Approved by:

Julian A. Miranda, City Manager
I
Background and Analysis:

The City of Irwindale, along with many of its neighboring cities, have been experiencing an increased number of coyotes in our civic center and residential neighborhoods. In 01005.0006/928384.1 Page 1
Irwindale, this is in large part due to the increase in development of vacant land and mining pits that once were home to these coyotes.

In response, on September 11, 2019, the City of Irwindale entered into a Memorandum of Understanding with the San Gabriel Valley Council of Governments (SGVCOG) to run a program called the San Gabriel Valley Coyote Management Implementation Plan. On July 14, 2021, the City Council approved and authorized the City Manager to execute Amendment No. 1 of the Memorandum to revise the name from Coyote Management Implementation Plan to Neighborhood Coyote Program (Program), receive payment for FY2021-2022, determine the number of cities continuing to participate in this program, and extend the term to November 30, 2023.

Over the years, this Program has provided many services to the community. Specifically, public outreach and education, promoting effective human-coyote conflict mitigation strategies, and supporting a robust wildlife reporting and response mechanism on behalf of participating agencies. This has been completed through presentations at city council meetings; coyote management workshops and conflicts training; youth outreach and education programs; mailers and social media outreach; website and coyote incident reporting system; and a coyote reporting hotline. Since Irwindale have partnered with the San Gabriel Valley Neighborhood Coyote Program, the SGVCOG has recorded 29 reports, with a total of 59 coyote sightings from January 2021 through August 2023. The SGVCOG have created 26 social media posts and developed 8 new materials to be distributed to our community. They have attended 5 of our community events including Music in the Park and MariachiFest, completed a presentation to KidZone on Coyote Safety, and have hosted 2 online events for our community to attend.

Staff is recommending the continued participation in the Neighborhood Coyote Program and partnership with the SGVCOG and other cities including Alhambra, Arcadia, Azusa, Covina, Glendora, Montebello, Rosemead, and San Marino.

Fiscal Impact:

The San Gabriel Valley Council of Government is requesting a 6% increase to the budget in the amount of $600 per year in accordance with the California CPI Index. Sufficient funds are available in public services department budget for FY 2023-2024 under public works contracts account number 01-57-570-42353-0000.

Attachment(s):

1. Neighborhood Coyote Program Amendment No. 2 to Memorandum of Agreement between the City of Irwindale and the San Gabriel Valley Council of Government.

2. Resolution No. 2023-74-3452
Page2
RESOLUTION NO. 2023-74-3452

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF IRWINDALE RATIFYING THE APPROVAL OF AMENDMENT NO. 2 TO THE MEMORANDUM OF

AGREEMENT BETWEEN THE SAN GABRIEL VALLEY COUNCIL OF

GOVERNMENTS AND THE CITY OF IRWINDALE FOR PARTICIPATION IN THE

SAN GABRIEL VALLEY NEIGHBORHOOD COYOTE PROGRAM, AND
AUTHORIZING THE CITY MANAGER TO EXECUTE AMENDMENT NO. 2 TO THE

MEMORANDUM OF AGREEMENT FOR THE SAN GABRIEL VALLEY

NEIGHBORHOOD COYOTE PROGRAM
WHEREAS, the City of Irwindale, along with many of its neighboring cities, have been experiencing an increased number of coyotes in its civic areas and residential neighborhoods as a result of an increase in development of vacant land and mining pits that once were the home to these coyotes; and
WHEREAS, on September 11, 2019, the City Council approved and authorized the City Manager to enter into a Memorandum of Agreement with the San Gabriel Valley Council of Governments to provide Coyote Management Services, which included providing guidance to the City on how to live with coyotes, provided education on behavior modification, and implement a human/coyote reporting and responding system; and WHEREAS, on July 14, 2021, the City Council approved and authorized the City Manager to enter into Amendment No. 1 to Memorandum of Agreement between the San Gabriel Council of Governments and the City of Irwindale for Participation in the San Gabriel Valley Neighborhood Coyote Program (Program) as a result of a name change from Coyote Management Implementation Plan to Neighborhood Coyote Program, receive payment for FY2021/2022, determine the number of cities continuing to participate in this program, and extend the term to November 30,2023; and WHEREAS, over the past four years, this program has provided a wealth of public outreach and education, promoted effective human-coyote conflict mitigation strategies, and supported a robust wildlife reporting and response mechanism; and WHEREAS, during the past two of the four years, the San Gabriel Valley Council of Government has completed presentations to City Council and KidZone on coyote safety, provided two (2) coyote management workshops and training to the community, completed 29 reports, logged 59 coyote sightings, created 26 social media posts and developed 8 new materials that were distributed to the community through mailers and at community events such as Music in the Park, Mariachi Fest, etc.; and WHEREAS, the City Council desires to ratify the approval and authorization of the City Manager to enter into Amendment No. 2 to the MOA, which includes the continuation of the City's participation in this Program, a payment increase of $600 for a total yearly cost of $10,600, and term extension to June 30, 2025.
01005.0006/928385.1

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF IRWINDALE DOES HEREBY RESOLVE, DETERMINE, AND ORDER AS FOLLOWS:

SECTION 1. The City Council hereby adopts the Recitals above as true and correct and incorporates them herein by reference.

SECTION 2. The City Council hereby ratifies the approval of Amendment No. 2, attached hereto as Exhibit A, which includes the revisions made to the City of lrwindale's continued participation in the Neighborhood Coyote Program, a payment increase of $600 for a total yearly cost of $10,600, and a term extension to June 30, 2025, and ratifies the authorization of the City Manager to execute the same.

SECTION 3. If any section, subsection, sentence, clause, phrase, or portion of this Resolution, or the application thereof to any person or circumstances, is, for any reason, held invalid or unconstitutional by any court of competent jurisdiction, such invalidity or unconstitutionality shall not affect the application of any other section, subsection, sentence, clause, phrase, or portion of this Resolution, and to this end the invalid or unconstitutional section, subsection, sentence, clause, phrase of this Resolution are declared to be severable. The City Council hereby declares that it would have adopted this Resolution and each section, subsection, sentence, clause, phrase, part or portion thereof, irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases, parts or portions thereof be declared invalid or unconstitutional.

SECTION 4. The Chief Deputy City Clerk shall certify the adoption of this Resolution which shall, in turn, have immediate effect
PASSED, APPROVED and ADOPTED this 11th day of October 2023.

ATTEST:

Laura M. Nieto, MMC
Chief Deputy City Clerk
01005.0006/928385.1
H. Manuel Ortiz, Mayor
STATE OF CALIFORNIA }
COUNTY OF LOS ANGELES } ss.

CITY OF IRWINDALE }
I, Laura M. Nieto, Chief Deputy City Clerk of the City of Irwindale, do hereby certify that the foregoing Resolution No. 2023-74-3452 duly adopted by the City Council of the City of Irwindale, at a regular meeting held on the 11th day of October 2023, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAIN: Councilmembers:
01005.0006/928385.1
Laura M. Nieto, MMC
Chief Deputy City Clerk
DocuSign Envelope ID: 68808E2C-9864-4458-A881-1226D7A81A46

CITY OF IRWINDALE
AMENDMENT NO. 2
TO

MEMORANDUM OF AGREEMENT BETWEEN THE SAN GABRIEL VALLEY

COUNCIL OF GOVERNMENTS AND THE CITY OF IRWINDALE FOR

PARTICIPATION OF THE SAN GABRIEL VALLEY NEIGHBORHOOD COYOTE

PROGRAM
This Amendment No. 2 ("Amendment") dated September 12, 2023 to the Memorandum of Agreement Between the San Gabriel Valley Council of Governments (the "SGVCOG") and the City of Irwindale (the "City") for Participation in the San Gabriel Valley Neighborhood Coyote Program (the "MOA'') shall be effective as of October 31, 2023 ("Effective Date").

RECITALS
A. The SGVCOG and City entered into the MOA dated as of November 1, 2019, which is incorporated herein by this reference, to participate in the San Gabriel Valley Neighborhood Coyote Program; and
B. The SGVCOG and City entered into Amendment No. 1 to the MOA dated November 3, 2021 (Amendment No. 1), which is incorporated herein by this reference; and C. The SGVCOG and the City desire to further amend the MOA to reflect an increase in costs in administering the Neighborhood Coyote Program as measured by the consumer price index for the Los Angeles-Long Beach-Anaheim area during the 7 month period from November 2023 to June 2024 and to further amend the MOA as provided herein.

NOW THEREFORE, the Parties agree to further amend the MOA as follows:

I. Defined Terms. Except as otherwise defined herein, all capitalized terms used herein shall have the same meanings set forth for such terms in the MOA and Amendment No.

II. Article I. Term. The Tenn of the MOA, as amended by Amendment No. 1, shall be amended to extend the MOA term from the Effective Date set faith above up to and including June 30, 2025.

III. Article II. Responsibilities of the Parties. Section A., Subsection 10, shall be amended as follows:
1770250.1 1
DocuSign Envelope ID: 68808E2C-9864-4458-AB81-122607A81A46 (a) The SGVCOG shall invoice the City for its share of the cost of the Neighborhood Coyote Program for fiscal year 2023-2024 (November 30, 2023- June 30, 2024) in the prorated amount of Six Thousand, One hundred and Eighty Three Dollars ($6,183) [($10,600/12)*7]The SGVCOG may invoice the City for this amount as of the Effective Date. Payment of the invoice will be due within forty-five (45) days after City's receipt of the invoice.
(b) The SGVCOG shall invoice the City its share of the cost of the Neighborhood Coyote Program for the 2024-2025 fiscal year in the amount of Ten Thousand and Six Hundred Dollars ($10,600). The SGVCOG may invoice the City for this amount as of the Effective Date. Payment of the invoice will be due within forty-five (45) days after City's receipt of the invoice.

IV. Article II. Responsibilities of the Parties. Section B., Subsection I, shall be deleted in its entirety and replaced with the following:

I. Patiicipate in the coordination calls and meetings with the SGVCOG and all municipalities that have entered into a Memorandum of Agreement as needed with the SGVCOG for the Neighborhood Coyote Program for the Amended Term and as it may be extended upon agreement by the Parties.

V. Article III. Project Management. Section A., shall be deleted in its entirety and replaced with the following:

A. Project Managers
I. For the purposes of this MOA, the SGVCOG designates the following individuals as its Project Managers: Nicholas Ryu, Manager of Sustainability and Paulina Mejia, Management Analyst.

2. For the purposes of this MOA, the City designates the following individual as its Project Manager: Elizabeth Rodriguez, Public Works Services Manager.

Either Party may change the designations set forth herein upon written notice to the other patiy.

VI. Article VIII. Other Terms and Conditions. Section A. shall be deleted in its entirety and replaced with the following:

A. Notices: All notices required or permitted to be given under this MOA shall be in writing and shall be personally delivered, or sent by electronic mail to certified mail, postage prepaid and return receipt requested, addressed as follows:
1770250.1
2 DocuSign Envelope ID: 6B808E2C-9B644458-AB81-122607A81A46 ToSGVCOG:
with a copy to:

To City:
with a copy to:

Paulina Mejia
Management Analyst
1333 S. Mayflower Ave, Suite 360
Monrovia, CA 91016
[email protected]
Marisa Creter
Executive Director
1333 S. Mayflower Ave, Suite 360
Monrovia, CA 91016
(626) 457-1800
[email protected]
Julian Miranda
City Manager
5050 N. Irwindale Ave.

Irwindale, CA 91706
(626) 430-2217
[email protected]
Laura M. Nieto
Chief Deputy City Manager
5050 N. Irwindale Ave.

Irwindale, CA 91706
(626) 430- 2202
[email protected]
VII. Integration. This Amendment amends, as set forth herein, the MOA and Amendment No. 1 and except as specifically amended hereby the MOA and Amendment No. 1 shall constitute all the terms and conditions agreed to by the Parties. To the extent there is any conflict between this Amendment and the MOA and Amendment No. I, the terms and provisions of this Amendment shall control. This Amendment, the MOA and Amendment No. I, including any exhibits attached to any of the foregoing documents, integrate all the terms and conditions of the Patties' agreement and supersede all negotiations with respect hereto.

The Patties hereby enter into this Amendment upon the Effective Date. [Signatures on Next Page]
1770250.1
3 DocuSign Envelope ID: 6B808E2C-9B64-4458-AB81-122607A81A46

FOR THE CITY OF IRWINDALE
By: Jv.liAlfv fltirA!fvJ..,.,
Julian Miranda
City Manager
Date: 09/15/2023
ATTEST:
~11-Ndo
Laura Nieto, MMC
Chief Deputy City Clerk
APPROVED AS TO FORM:

Adrian R. Guerra
City Attorney
1770250.1

FOR THE SAN GABRIEL VALLEY

COUNCIL OF GOVERNMENTS
Marisa Creter
Executive Director
Date: 09/26/2023
APPROVED AS TO FORM:
~Ssit. 'tr-tt.soWAlA-1 {-or
David DeBerry
SGVCOG General Counsel
4 0City Council
DSuccessor Agency
D Housing Authority
D Reclamation Authority
DJoint Powers Authority
Date: October 11, 2023
Cityoj·

IRWINDALE

AGENDA REPORT
To:

From:

Honorable Mayor and Members of the City Council
Julian A. Miranda, City Manager
CC Item 4
Issue: Award of Contract for HVAC Preventative Maintenance and Repair for City Owned Buildings
City Manager's Recommendation:

Adopt Resolution No. 2023-74-3454, entitled, "A Resolution of the City Council of the City of Irwindale Approving And Authorizing the City Manager to Execute A Contract Agreement Between the City of Irwindale and ACCO Engineered Systems for HVAC Preventative Maintenance and Repairs for City Owned Buildings, And Appropriating Additional Funding."
Administrative Action:

Submitted & Prepared by:

Elizabeth Rodriguez, Public Services Director
(626) 430-2211
Reviewed by:

Adrian R. Guerra, City Attorney
Kambiz Borhani, Finance Director I City Treasurer
Approved by:

Julian A. Miranda, City Manager
Background and Analysis:

Electronically Approved
The City of Irwindale contracts out its Heating, Ventilation, and Air Conditioning (HVAC) preventive maintenance and repair program, which includes thermostat calibration, unit leak checks, oiling of compressor motors, intake filter cleaning, replacement of air filters, checking blower fans and bearing wears to assure they function properly, and draining 01005.0006/928451.1 Page 1
and cleaning cooling towers in the City Hall, Police Department, Irwindale Public Library, Dan Diaz Recreation Center, Aquatics Center, Post Office, Senior Center, City Annex/Chamber of Commerce and Public Works Services buildings. A Request for Quotations (RFQ) was developed and released to determine the costs and ability of contractor to maintain and service the existing air conditioning units at each specified facility in accordance with said RFQ.

On August 14, 2023, the Public Services Department of the City of Irwindale released and uploaded a Request for Quotations (RFQ) for HVAC Preventative Maintenance Services and Repair for City Owned Buildings to the City's website. A Notice for RFQ was published in the San Gabriel Valley Tribune on August 14, 2023. RFQ Questions were due back to staff on August 30, 2023. Addendum #1 was released by email and uploaded to the City's website on September 5, 2023. The RFQ deadline was September 12, 2023, at 5:00 p.m. to the City Clerk's Office.

The City received the following RFQs on September 12, 2023, and staff from the Public Services and Information Technology Departments conducted an interview with each contractor on Tuesday, September 19, 2023:
100 Hours Per
Contractor Monthly Cost Yearly Cost Cost Two Year Year
Term Extraordinary
Maintenance
F.M. Thomas Air $2,566 $30,792 $61,584 $16,000
Conditionin~. Inc.

ACCO $2,976 $35,712 $71,424 $16,500
Engineered
Systems
Therma, LLC $5,129.75 $61,557 $123,114 $14,500
Retrofit Services $9,718.03 $116,616.36 $233,232.72 $16,000 Company
Staff recommends that ACCO Engineered Systems be awarded the contract as they demonstrated they are the most qualified contractor based on their RFQ and their interview with staff. Further, during negotiations with Staff, ACCO agreed to reduce its cost proposal amount to become the lowest responsible bidder. Staff has verified all pertinent documentation, including their contractor's license, references, and registration and status with the California Department of Industrial Relations.

The contract duration is from date of award through June 30, 2026, with options to renew for two (2) additional one (1) year periods. Renewals will be by mutual agreement and in writing. The City Attorney has reviewed and approved the contract agreement.

Page2
Fiscal Impact:

The contract for this fiscal year is set to begin in October 2023, requiring 9 months of services for $35,379 [$23,004 (9 months x $2,556) + $12,375 (8.33 hours x 9 months x $165)]. The adopted FY 2023-24 budget includes $31,896 in account 01-57-570-42250- 0000 for HVACs' routine and extraordinary maintenances, however additional funding of $3,600 is needed to cover the remainder costs. Subsequent year's contract amount will be budgeted through normal annual budgeting process.

Attachments:

1. Contract Agreement between the City of Irwindale and ACCO Engineered Systems for HVAC Preventative Maintenance Services and Repair for City Owned Buildings

2. Resolution No. 2023-74-3454
01005.0006/928451.1 Page 3
RESOLUTION NO. 2023-76-3454

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF IRWINDALE

APPROVING AND AUTHORIZING THE CITY MANAGER TO EXECUTE A

CONTRACT AGREEMENT BETWEEN THE CITY OF IRWINDALE AND ACCO

ENGINEERED SYSTEMS FOR HVAC PREVENATIVE MAINTENANCE AND

REPAIRS FOR CITY OWNED BUILDINGS, AND APPROPRIATING ADDITIONAL

FUNDING
WHEREAS, the City of Irwindale contracts out its Heating, Ventilation, and Air Conditioning (HVAC) preventive maintenance and repair program, which includes thermostat calibration, unit leak checks, oiling of compressor motors, intake filter cleaning, replacement of air filters, checking blower fans and bearing wears to assure they function properly, and draining and cleaning cooling towers in the City Hall, Police Department, Irwindale Public Library, Dan Diaz Recreation Center, Aquatics Center, Post Office, Senior Center, City Annex/Chamber of Commerce and Public Works Services buildings; and
WHEREAS, A Request for Quotations (RFQ) was developed, released and uploaded to the City of Irwindale website on August 14, 2023 in order to determine the costs and ability of contractor to maintain and service the existing air conditioning units at each specified facility in accordance with said RFQ; and WHEREAS, the RFQ was noticed in the San Gabriel Valley Tribune on August 14, 2023. RFQ Questions were due to staff on August 30, 2023, and one addendum was released by email and uploaded to the City's website on September 5, 2023; and WHEREAS, on September 12, 2023, the City received four (4) comprehensive RFQs and interviews were conducted with all four (4) contractors on September 19, 2023; and
WHEREAS, it was determined that ACCO Engineered Systems should be awarded the contract as they demonstrated they are the most qualified contractor based on their RFQ and their interview with staff. Further, during negotiations with Staff, ACCO agreed to reduce its cost proposal to become the lowest responsible bidder; and WHEREAS, the City Council now desires to approve a contract with ACCO Engineered Systems in a not to exceed amount of $129,723 for the period beginning October 2023 through June 30, 2026, with the option to renew for two (2) additional one ( 1) year periods; and
WHEREAS, sufficient funding is not available in the current budget, therefore, the City Council desires to approve a budget appropriation of $3,600 to cover the remainder of the contract costs for the FY 2023-2023 budget.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF IRWINDALE DOES HEREBY RESOLVE, DETERMINE, AND ORDER AS FOLLOWS:

SECTION 1. The City Council hereby adopts the Recitals above as true and correct and incorporates them herein by reference.
01005.0006/928449.1
SECTION 2. The City Council hereby approves the Contract Agreement between the City of Irwindale and ACCO Engineered Systems for HVAC Preventative Maintenance Services and Repair for City Owned Buildings, attached hereto as Exhibit "A", and authorizes the City Manager to execute the same.

SECTION 3. The City Council hereby appropriates an additional $3,600 from the general fund reserves to fully fund this contract for FY2023/2024 and funding for any subsequent years will be budgeted accordingly through the fiscal year budget process.

SECTION 4. If any section, subsection, sentence, clause, phrase, or portion of this Resolution, or the application thereof to any person or circumstances, is, for any reason, held invalid or unconstitutional by any court of competent jurisdiction, such invalidity or unconstitutionality shall not affect the application of any other section, subsection, sentence, clause, phrase, or portion of this Resolution, and to this end the invalid or unconstitutional section, subsection, sentence, clause, phrase of this Resolution are declared to be severable. The City Council hereby declares that it would have adopted this Resolution and each section, subsection, sentence, clause, phrase, part or portion thereof, irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases, parts or portions thereof be declared invalid or unconstitutional.

SECTION 5. The Chief Deputy City Clerk shall certify the adoption of this Resolution which shall, in turn, have immediate effect.

PASSED, APPROVED and ADOPTED this 11th day of October 2023.

ATTEST:

Laura M. Nieto, MMC
Chief Deputy City Clerk
01005.0006/928449.1
H. Manuel Ortiz, Mayor
STATE OF CALIFORNIA }
COUNTY OF LOS ANGELES } ss.

CITY OF IRWINDALE }
I, Laura M. Nieto, Chief Deputy City Clerk of the City of Irwindale, do hereby certify that the foregoing Resolution No. 2023-74-3454 duly adopted by the City Council of the City of Irwindale, at a regular meeting held on the 11th day of October 2023, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAIN: Councilmembers:
01005.0006/928449.1
Laura M. Nieto, MMC
Chief Deputy City Clerk
Project Name/No.: ______ _
Approved:

CONTRACT MAINTENANCE AGREEMENT BETWEEN THE CITY OF

IRWINDALE AND ACCO ENGINEERED SYSTEMS FOR

HV AC PREVENTIVE MAINTENANCE SERVICES AND REP AIR FOR

CITY OWNED BUILDINGS
THIS PUBLIC WORKS AGREEMENT ("Agreement") is made and entered into this 11th day of October, 2023, by and between the City ofirwindale, a California charter city ("City") and ACCO Engineered Systems ("Contractor"). City and Contractor may be referred to, sometimes individually or collectively, as "Party" or "Parties."

RECITALS
A. The City desires to retain Contractor, on an independent contractor basis, to perform services for public works, as more particularly described below.

B. Contractor represents that it is fully qualified to perform such services by virtue of its experience and the training, education and expertise of its principals and employees.

C. Pnrsuant to the City ofirwindale Municipal Code and California state law, City has authority to enter into and execute this Agreement.

D. The Parties desire to formalize the selection of Contractor for performance of the services and desire that the terms of that performance be as paiiicularly defined and described herein.

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:

AGREEMENT
ARTICLE 1. CONTRACTOR SERVICES

1.1 Scope of Work.

The Contractor shall perform all of the work, furnish all labor, materials, equipment, tools, utility services, and transportation, and comply with all of the specifications and requirements in the "Scope of Services" attached hereto as Exhibit "A" and incorporated herein by this reference.

The Scope of Services shall include Contractor's Proposal or Bid Documents submitted for the project entitled HVAC PREVENTIVE MAINTENANCE SERVICES AND REPAIR FOR CITY OWNED BUILDINGS ("Project"). All such work shall be performed in a good and workmanlike manner, as reasonably determined by the City, and shall be performed in compliance with all local, state, and federal laws and regulations. As used herein, "Proposal'' or "Request for Quotations 0 l 005.0006/928461.1 1
Documents" refers to all of the documents included in the solicitation of Requests for Quotations for the Project, including but not limited to, the Notice of Requests for Quotations, Instructions to Proposers, Bid or Bid Proposal, Contract Documents, Special Provisions, Technical Provisions, Construction Plans, Standard Plans, Drawings, Reference Specifications, all applicable permit requirements, any addenda, any applicable Project Labor Agreement, and any other documents included, referenced, or incorporated therein. The Request for Quotations Documents are incorporated into this Agreement and made part hereof. In the event of any conflict between the terms of the Request for Quoation Documents and this Agreement, the terms of this Agreement shall govern.

1.2 Incorporation of Green Book.

The provisions of the 2021 Edition of the Standard Specifications for Public Works Construction, as updated by errata, ("Greenbook") are incorporated herein, except as explicitly modified by the Bid Documents. In the event of any conflict between the provisions of the Greenbook and this Agreement, the terms of this Agreement shall govern.

1.3 Compliance with Labor and Wage Laws.
(a) Public Work. The Parties acknowledge that 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) Registration with DIR. Pursuant to Labor Code section 1771.1, Contractor and all subcontractors must be registered with, and pay an arrnual fee to, the DIR prior to and during the performance of any work under this Agreement. ( c) 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 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. If this Agreement is subject to the payment of federal prevailing wages under the Davis-Bacon Act (40 U.S.C. § 3141 et seq.), then Contractor shall pay the higher of either the state for federal prevailing wage applicable to each laborer.
(d) Penalty for Failure to Pay Prevailing Wages. Contractor shall comply with and be bound by the provisions of Labor Code Sections 177 4 and 177 5 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. The 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 the prevailing rates as determined by the DIR for -2-
01005.0006/928461.1
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.
( e) 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. (f) 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 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.
(g) 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.
(h) 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 (1 Vz) times the basic rate of pay.
(i) 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 self-insurance 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."
-3-
01005.0006/928461.1
(j) 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.

1.4 Compliance with Project Labor Agreement
If and to the extent that the work to be performed under this Agreement is within the scope of the City's Project Labor Agreement, which was fully executed as of March 4, 2020, by and between the City and the Los Angeles/Orange Counties Building and Construction Trades Council and the Signatory Craft Councils and Unions (the "Project Labor Agreement"), City and Contractor acknowledge and agree that Contractor is required to comply with the provisions of the Project Labor Agreement, and that in the event of a conflict between the provisions of this Agreement and the Project Labor Agreement, the Project Labor Agreement shall supersede and take precedence over the conflicting provision(s) of this Agreement.

1.5 Licenses, Permits, Fees and Assessments.

Contractor shall obtain at its sole cost and expense such licenses, permits, registrations, 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 the Contractor's performance of the services required by this Agreement, and shall indemnify, defend and hold harmless City, its officers, employees or agents of 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 warrants that Contractor (i) has thoroughly investigated and considered the scope of work to be performed, (ii) has carefully considered how the services should be performed, and (iii) fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. If the services involve work upon any site, Contractor 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.

1.7 Discovery of Unknown Conditions.
(a) Pursuant to Public Contract Code section 7104, Contractor shall promptly, and before the following conditions are disturbed, notify the City, in writing, of any: (i) material Contractor believes may be hazardous waste as defined in Section 25117 of the Health & Safety -4-
0 l 005.0006/92846!.l
Code required to be removed to a Class I, II, or III disposal site in accordance with existing law; (ii) subsurface or latent physical conditions at the site, materially different from those indicated by information about the site made available to bidders prior to the deadline for submitting bids on the project; or (iii) unlmown physical conditions at the site of any unusual nature, different from those ordinarily encountered and generally recognized as inherent in work of the character provided for in this Agreement.
(b) City shall promptly investigate the conditions, and if it finds that the conditions do materially differ, or do involve hazardous waste, and cause a decrease or increase in Contractor's cost of, or the time required for, performance of any part of the work, shall issue a change order in accordance with this Agreement.
( c) In the event that a dispute arises between City and Contractor whether the conditions materially differ, or involve hazardous waste, or cause a decrease or increase in Contractor's cost of, or time required for, performance of any part of the work, Contractor shall not be excused from any scheduled completion date set, but shall proceed with all work to be performed under the Agreement. Contractor shall retain any and all rights provided either by contract or by law, which pertain to the resolution of disputes and protests between the contracting parties.

1.8 Unidentified Utilities.

To the extent required by Government Code section 4215, City will compensate Contractor for the cost oflocating, repairing damage not due to the failure of Contractor to exercise reasonable care, and removing or relocating utility facilities not identified by City in the Bid Documents with reasonable accuracy, and for equipment on the project necessarily idled during such work. Nothing herein shall be deemed to require City to indicate the presence of existing service laterals or appurtenances whenever the presence of such utilities on the project site can be inferred from the presence of other visible facilities, such as buildings, meters, and junction boxes, on or adjacent to the site of the construction; provided, however, nothing herein shall relieve City from identifying main or trunklines in the plans and specifications. If Contractor, while performing the work, discovers utility facilities not identified by City in the plans or specifications, Contractor shall immediately notify City and the utility in writing. This Agreement is subject to Government Code sections 4126 through 4216.9. Contractor must notify utilities and obtain an identification number before excavation or be subject to liability for damages to subsurface installations.

1.9 Trench Excavation.

Pursuant to Labor Code section 6705, if this Agreement is for more than $25,000 and requires the excavation of any trench or trenches five feet or more in depth, Contractor shall submit, in advance of such excavation, a detailed plan showing the design of shoring, bracing, sloping, or other provisions to be made for worker protection from the hazard of caving ground during the excavation of such trench or trenches. The plan shall be reviewed and accepted by the City, or a registered civil or structural engineer employed by the City to whom authority has been delegated, prior to the excavation. If the plan varies from the shoring system standards, the plan shall be prepared by a registered civil or structural engineer. This section shall not be deemed to allow the use of a shoring, sloping, or protective system less effective than that required by the -5-
01005.0006/928461.1
Construction Safety Orders. This subsection shall not be construed to impose tort liability on the City or any of its employees. Full compensation for sheeting, shoring, bracing, sloping, and all other provisions required for worker protection shall be considered as included in the contract price shown in the appropriate Bid Item, and no additional compensation will be allowed therefor.

1.10 Protection and Care of Work and Materials.

The Contractor shall adopt reasonable methods, including providing and maintaining storage facilities, during the life of the 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 caused by City's own negligence. Stored materials shall be reasonably accessible for inspection. Contractor shall not, without City's consent, assign, sell, mortgage, hypothecate, or remove equipment or materials which have been installed or delivered and which may be necessary for the completion of the work.

1.11 Warranty.

Contractor warrants all work under the Agreement (which for purposes of this Section shall be deemed to include unauthorized work which has not been removed and any non-conforming materials incorporated into the work) to be of good quality and free from any defective or faulty material and workmanship. Contractor agrees that for a period of one year (or the period of time specified elsewhere in the Agreement or in any guarantee or warranty provided by any manufacturer or supplier of equipment or materials incorporated into the work, whichever is later) after the date of final acceptance, Contractor shall within ten (10) days after being notified in writing by the City of any defect in the work or non-conformance of the work to the Agreement, commence and prosecute with due diligence all work necessary to fulfill the terms of the warranty at its sole cost and expense. Contractor shall act as soon as requested by the City in response to an emergency. In addition, Contractor shall, at its sole cost and expense, repair, remove and replace any portions of the work (or work of other contractors) damaged by its defective work or which becomes damaged in the course of repairing or replacing defective work. For any work so corrected, Contractor's obligation hereunder to correct defective work shall be reinstated for an additional one year period, commencing with the date of acceptance of such corrected work.

Contractor shall perform such tests as the City may require to verify that any corrective actions, including, without limitation, redesign, repairs, and replacements comply with the requirements of the Agreement. All costs associated with such corrective actions and testing, including the removal, replacement, and reinstitution of equipment and materials necessary to gain access, shall be the sole responsibility of the Contractor. All warranties and guarantees of subcontractors, suppliers and manufacturers with respect to any portion of the work, whether express or implied, are deemed to be obtained by Contractor for the benefit of the City, regardless of whether or not such warranties and guarantees have been transferred or assigned to the City by separate agreement and Contractor agrees to enforce such warranties and guarantees, if necessary, on behalf of the City. In the event that Contractor fails to perform its obligations under this Section, or under any other warranty or guaranty under this Agreement, to the reasonable satisfaction of the City, the City shall have the right to correct and replace any defective or non-conforming work and any work damaged by such work or the replacement or correction thereof at Contractor's sole expense. -6-
01005.0006/928461.1
Contractor shall be obligated to fully reimburse the City for any expenses incurred hereunder upon demand.

1.12 Additional Work and Change Orders.
(a) 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 Work or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written change order is first given by the City's Director of Public Services, or either the designees of the Director of Public Services, to the Contractor, incorporating therein any adjustment in (i) the Contract Sum, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Contractor ("Change Order").

All Change Orders must be signed by the Contractor and City's Director of Public Services, or either of their designees, prior to commencing the extra work thereunder. (b) Any increase in compensation of up to twenty percent (20%) of the Contract Sum or any increase in the time to perform of up to one hundred eighty (180) working days and which are not detrimental to the Work or to the interest of the City, may be approved by the City's Director of Public Services, or the designees of the Director of Public Services. Any greater increases, taken either separately or cumulatively, must be approved by the City Council. (c) Any adjustment in the Contract Sum for a Change Order must be in accordance with the rates set forth in the Contractor's Bid. If the rates in the Contractor's Bid do not cover the type of work in the Change Order, the cost of such work shall not exceed an amount agreed upon in writing and signed by Contractor and City's Director of Public Services, or either of their designees. If the cost of the Change Order cannot be agreed upon, the City will pay for actual work of the Change Order completed, to the satisfaction of the City, as follows:
(i) Labor: The cost of labor shall be the actual cost for wages of workers and subcontractors performing the work for the Change Order at the time such work is done. The use of labor classifications that would increase the cost of such work shall not be permitted.
(ii) Materials and Equipment: The cost of materials and equipment shall be at cost to Contractor or lowest current price which such materials and equipment are reasonably available at the time the work is done, whichever is lower. (iii) If the cost of the extra work cannot be agreed upon, the Contractor must provide a daily report that includes invoices for labor, materials and equipment costs for the work under the Change Order. The daily report must include: list of names of workers, classifications, and hours worked; description and list of quantities of materials used; type of equipment, size, identification number, and hours of operation, including loading and transportation, if applicable; description of other City authorized services and expenditures in such detail as the City may require. Failure to submit a daily report by the close of the next working day may, at the City's sole and absolute discretion, waive the Contractor's rights for that day. ( d) It is expressly understood by Contractor that the provisions of this Section shall not apply to services specifically set forth in the Scope of Work. Contractor hereby -7-
01005.0006/928461.1
acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Work 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.
( e) No claim for an increase in the Contract Sum or time for performance shall be valid unless the procedures established in this Section are followed.

1.13 Special Requirements.

Additional terms and conditions of this Agreement, if any, which are made a part hereof are set forth in the "Special Requirements," 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.

ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT.

2.1 Contract Sum.

Subject to any limitations set forth in this Agreement, City agrees to pay Contractor the amounts set forth in the "Schedule of Compensation," attached hereto as Exhibit C and incorporated herein by this reference. Subject to any additions or deductions that may be made by change order or amendment, and any penalties or damages that may be assessed against Contractor, Contractor shall receive total compensation, including reimbursement of Contractor's expenses, of an amount not to exceed One Hundred Twenty-nine Thousand Seven Hundred and Twentythree Dollars ($129,723.00) ("Contract Sum") for completion of the work. The Contract Sum shall constitute full compensation for furnishing all materials and for doing all the work contemplated and embraced in this Agreement; and also for all loss or damage arising out of the nature of the work, or from any unforeseen difficulties or obstructions which may arise or be encountered in the prosecution of the work until its acceptance by the City, and for all risks of every description connected with the work; also for all expenses incurred by or in consequence of the suspension or discontinuance of work and for well and faithfully completing the work, and the whole thereof, in the manner and according to the plans and specifications, and the requirements of the Request for Quotation Documents and this Agreement. The Contract Sum shall be made in the form of progress payments subject to retention pursuant to Section 2.4.

2.2 Invoices.

Each month Contractor shall furnish to City an original invoice for all work performed during the preceding month in a fo1m approved by City's Director of Finance. By submitting an invoice for payment under this Agreement, Contractor is certifying compliance with all provisions of the Agreement.

All invoices shall include a copy of Contractor's Certified Payroll and proof that Certified Payroll has been submitted to the DIR. Contractor shall also submit a list of the prevailing wage rates (including federal prevailing wage rates, if applicable) for all employees and subcontractors providing services under this Agreement, as applicable, with Contractor's first invoice. If these -8-
01005.0006/928461.1
rates change at any time during the term of the Agreement, Contractor shall submit a new list of rates to the City with its first invoice following the effective date of the rate change.

2.3 Payment.
(a) Payments Made by City. City shall independently review each invoice submitted by the Contractor to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. Except as to any charges for work performed or expenses incurred by Contractor which are disputed by City, City will cause Contractor to be paid any progress payment within thirty (30) days of receipt of Contractor's correct and undisputed invoice; however, Contractor acknowledges and agrees that due to City warrant run procedures, the City cannot guarantee that payment will occur within this time period. In the event that City does not cause Contractor to be paid any progress payment within thirty (30) days of receipt of an undisputed and properly submitted invoice and provided the Project is for construction, Contractor shall be entitled to the payment of interest to the extent allowed under Public Contract Code Section 20104.50. In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Contractor, not later than seven (7) days after receipt by the City, for correction and resubmission. Returned invoices shall be accompanied by a document setting forth in writing the reasons why the payment request was rejected. Review and payment by the City of any invoice provided by the Contractor shall not constitute a waiver of any rights or remedies provided herein or any applicable law.
(b) Payments Made by Contractor to Subcontractors. Contractor shall remit payments owed to subcontractors within fifteen (15) calendar days after receiving payments by City if payments are owed by Contractor to any subcontractor qualifying as a small business enterprise, and within thirty (30) calendar days if payments are owed by Contractor to any subcontractor other than a small business enterprise.

2.4 Retention.

Pursuant to Section 9203 of the Public Contract Code, City will deduct a five percent (5%) retention from all progress payments, which shall be released to Contractor no later than sixty (60) days from completion of the work in accordance with Section 7107 of the Public Contract Code.

In the event of a dispute between City and Contractor, City may withhold from the final payment an amount not to exceed one hundred fifty percent (150%) of the disputed amount.

2.5 Waiver.

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

2.6 Substitution of Securities.
(a) In conformance with the State of California Public Contract Code, Part 5, Section 22300, Contractor may substitute securities for any monies withheld by the City to ensure performance under this Agreement.
-9-
0 I 005.0006/928461.l
(b) At the request and expense of Contractor, Contractor has the option of establishing an escrow account with a state or federally chartered bank which shall serve as an escrow agent, for Contractor's direct deposit of securities as a substitute for retention earnings required to be withheld by the City. Upon Contractor's completion of its obligations hereunder, as evidenced by the City's acceptance of the work pursuant to Section 3.3 hereof, the escrow agent shall return the securities to Contractor. The escrow agent shall notify the City within ten (10) days after deposit of the securities. The market value of the securities at the time of the substitution shall be at least equal to the cash amount then required to be withheld as retention. Securities shall be held in the name of the City and shall designate Contractor as the beneficial owner. Alternatively, on written request of Contractor, the City shall make payments of the retention earnings directly to the escrow account.

ARTICLE 3. PERFORMANCE SCHEDULE

3.1 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 "Schedule of Performance" attached hereto as Exhibit "D" and incorporated herein by this reference. When requested by the Consultant, extensions to the time period(s) specified in the Schedule of Perfonnance may be approved in writing by the Contract Officer but not exceeding one hundred eighty (180) days cumulatively.

3.2 Liquidated Damages.

Since the determination of actual damages for any delay in performance of this Agreement would be extremely difficult or impractical to determine in the event of a breach of this Agreement, the Contractor and its sureties shall be liable for and shall pay to the City the sum of One Thousand Dollars ($1,000.00) as liquidated damages for each working day of delay in the performance of any service required hereunder. The City may withhold any accrued liquidated damages from any monies payable on account of services performed by the Contractor. To the extent required by Government Code section 4215, Contractor shall not be assessed liquidated damages for delay in completion of the work when such delay was caused by the failure of the City or owner of the utility to provide for removal or relocation of utility facilities.

3.3 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, 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 govermnental agency, including the City, ifthe Contractor shall within ten (10) days of the commencement of such delay notify the Project Manager in writing of the causes of the delay. The Project Manager 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 Project Manager such delay is justified. The Project Manager's determination -10-
0 I 005.0006/928461.1
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 Agreement pursuant to this Section.

3.4 Final Acceptance.

Acceptance of the Project shall only be by action of the City Council. Neither the acceptance nor any prior inspections or failure to inspect shall constitute a waiver by City of any defects in the work. From and after acceptance, the Project shall be owned and operated by City.

As a condition to acceptance, Contractor shall certify to City in writing that all of the work has been performed in strict conformity with the Agreement and that all costs have been paid or supplied to City for security required herein, satisfactory to City, guaranteeing such performance.

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 on its behalf with respect to the work specified herein and make all decisions in connection therewith:
(Name) (Title)
(Name) (Title)
(Name) (Title)
The Principals 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. All personnel of Contractor, and any authorized agents, shall at all times be under the exclusive direction and control of the Principals. For purposes of this Agreement, the Principals may not be replaced nor may their responsibilities be substantially reduced by Contractor without the express written approval of City. Additionally, Contractor shall make every reasonable effort to maintain the stability and continuity of Contractor's staff and subcontractors, if any, assigned to perform the services required under this Agreement. Contractor shall notify City of any changes in Contractor's staff and subcontractors, if any, assigned to perform the services required under this Agreement, prior to and during any such performance.

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 -11-
0 l 005.0006/928461.1
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 Project Manager.

The Project Manager shall be the Project Manager for Construction Compliance or any other person as may be designated by the City's Director of Public Services. It shall be the Contractor's responsibility to assure that the Project Manager 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 Project Manager. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Project Manager. The Project Manager shall have authority, if specified in writing by the City's Director of Public Services, to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement.

4.4 Independent Contractor.

Neither the City nor any of its employees shall have any control over the manner, mode or means by which Contractor, its agents or employees, perform the services required herein, except as otherwise set forth herein. City shall have no voice in the selection, discharge, supervision or control of Contractor's employees, servants, representatives or agents, or in fixing their number, compensation or hours of service. Contractor shall perform all services required herein as an independent contractor of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role. 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.

4.5 Prohibition Against Subcontracting or Assignment.

The experience, lmowledge, capability and reputation of Contractor, its principals and employees were a substantial inducement for the City to enter into this Agreement. Therefore, Contractor shall not contract with any other entity to perform in whole or in part the services required hereunder without the express written approval of the City. All subcontractors shall obtain, at its or Contractor's expense, such licenses, permits, registrations and approvals (including from the City) as may be required by law for the performance of any services or work under this Agreement. In addition, neither this Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the prior written approval of City. Transfers restricted hereunder shall include the transfer to any person or group of persons acting in concert of more than twenty five percent (25%) of the present ownership and/or control of Contractor, taking all transfers into account on a cumulative basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release the Contractor or any surety of Contractor of any liability hereunder without the express consent of City.
-12-
01005.0006/928461.l
ARTICLE 5. INSURANCE, INDEMNIFICATION AND BONDS

5.1 Insurance Coverages.

Without limiting Contractor's indemnification of City, and prior to commencement of any services under this Agreement, Contractor shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City.
(a) General liabilitv insurance. Contractor shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 0 I, in an amount not less than $2,000,000 per occurrence, $4,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO "insured contract" language will not be accepted.
(b) Automobile liabilitv insurance. Contractor shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Contractor arising out of or in connection with Services to be performed under this Agreement, including coverage for any owned, hired, non-owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident. ( c) Workers' compensation insurance. Contractor shall maintain Workers' Compensation Insurance (Statutory Limits) and Employer's Liability Insurance (with limits of at least $1,000,000).
( d) Builder's Risk Insurance. Contractor shall maintain Builder's Risk (Course of Construction) insurance utilizing an "All Risk" (Special Perils) coverage form, with limits equal to the completed value of the project and no coinsurance penalty provisions or provisional limit provisions. The policy must include: (1) coverage for any ensuing loss from faulty workmanship, nonconforming work, omission or deficiency in design or specifications; (2) coverage against machinery accidents and operational testing; (3) coverage for removal of debris, and insuring the buildings, structures, machinery, equipment, materials, facilities, fixtures and all other properties constituting a part of the project; ( 4) ordinance or law coverage for contingent rebuilding, demolition, and increased costs of construction; (5) transit coverage (unless insured by the supplier or receiving contractor), with sub-limits sufficient to insure the full replacement value of any key equipment item; (6) ocean marine cargo coverage insuring any project materials or supplies, if applicable; (7) coverage with sub-limits sufficient to insure the full replacement value of any property or equipment stored either on or off the project site or any staging area.

If the Project does not involve new or major reconstruction, then at the option of City, an Installation Floater may be acceptable. For such projects, a Property Installation Floater shall be obtained that provides for the improvement, remodel, modification, alteration, conversion or adjustment to existing buildings, structures, processes, machinery and equipment. The Property Installation Floater shall provide property damage coverage for any building, structure, machinery or equipment damaged, impaired, broken, or destroyed during the performance of the work, including during transit, installation, and testing at the Project site.
-13-
01005.0006/928461.1
( e) Pollution Liability Insurance. Contractor shall maintain Environmental Impairment Liability insurance, written on a Contractor's Pollution Liability form or other form acceptable to City providing coverage for liability arising out of sudden, accidental, and gradual pollution and remediation. The policy limit shall be no less than $1,000,000 per claim and in the aggregate. All activities contemplated in this Agreement shall be specifically scheduled on the policy as "covered operations." The policy shall provide coverage for the hauling of waste from the project site to the final disposal location, including non-owned disposal sites.

Products/completed operations coverage shall extend a minimum of three (3) years after project completion. Coverage shall be included on behalf of the insured for covered claims arising out of the actions of independent contractors. If the insured is using subcontractors, the policy must include work performed "by or on behalf' of the insured. Policy shall contain no language that would invalidate or remove the insurer's duty to defend or indemnify for claims or suits expressly excluded from coverage. Policy shall specifically provide for a duty to defend on the part of the msurer.

If Contractor maintains broader coverage and/or higher limits than the minimums shown above, City requires and shall be entitled to the broader coverage and/or the higher limits maintained by Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City.

5.2 General Insurance Requirements.
(a) Subcontractors. Contractor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall include all of the requirements stated herein. (b) Proof of Insurance. Contractor shall provide certificates of insurance and endorsements to City as evidence of the insurance coverages required herein, along with a waiver of subrogation endorsement for workers' compensation. Insurance certificates and endorsements must be approved by City's Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. City reserves the right to require complete, certified copies of all required insurance policies, at any time.
( c) Duration of Coverage. Contractor shall procure and maintain for the duration of this Agreement insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the Services hereunder by Contractor, its agents, representatives, employees or subcontractors. ( d) Primary/noncontributing. Coverage provided by Contractor shall be primary and any insurance or self-insurance procured or maintained by City shall not be required to contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of City before the City's own insurance or self-insurance shall be called upon to protect it as a named insured.
-14-
01005.0006/928461.1
(e) City's Rights of Enforcement. In the event any policy ofinsnrance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insnrance it deems necessary and any premium paid by City will be promptly reimbnrsed by Contractor or City will withhold amounts sufficient to pay premium from Contractor payments. In the alternative, City may cancel this Agreement. (f) Waiver of Subrogation. All insnrance coverage maintained or procnred pnrsuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Contractor or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Contractor hereby waives its own right of recovery against City, and shall require similar written express waivers and insnrance clauses from each of its subcontractors.
(g) Enforcement of Contract Provisions (non-estoppel). Contractor acknowledges and agrees that any actual or alleged failnre on the part of the City to inform Contractor of non-compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder.
(h) Reguirements Not Limiting. Requirements of specific coverage featnres or limits contained in this section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insnrance. Specific reference to a given coverage featnre is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insnred to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Contractor maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insnrance and coverage shall be available to the City.
(i) Notice of Cancellation. Contractor agrees to oblige its insnrance agent or broker and insnrers to provide to City with a thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nomenewal of coverage for each required coverage.

U) Additional Insnred Status. General and auto liability policies shall provide or be endorsed to provide that City and its officers, officials, employees, and agents, and volunteers shall be additional insnreds under such policies. This provision shall also apply to any excess/umbrella liability policies.
(k) Prohibition of Undisclosed Coverage Limitations. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. (1) Separation of Insnreds. A severability of interests provision must apply for all additional insureds ensnring that Contractor's insnrance shall apply separntely to each insnred against whom claim is made or suit is brought, except with respect to the insnrer's limits of liability. The policy(ies) shall not contain any cross-liability exclusions. -15-
01005.0006/92846 Ll
(m) Pass Through Clause. Contractor agrees to ensure that its subconsultants, subcontractors, and any other party involved with the project who is brought onto or involved in the project by Contractor, provide the same minimum insurance coverage and endorsements required of Contractor. Contractor agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Contractor agrees that upon request, all agreements with consultants, subcontractors, and others engaged in the project will be submitted to City for review. (n) Agency's Right to Revise Specifications. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Contractor ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Contractor, the City and Contractor may renegotiate Contractor's compensation.
(o) Self-Insured Retentions. Any self-insured retentions must be declared to and approved by City. City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible. Self-insurance will not be considered to comply with these specifications unless approved by City.
(p) Timely Notice of Claims. Contractor shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Contractor's performance under this Agreement, and that involve or may involve coverage under any of the required liability policies.
( q) Additional Insurance. Contractor shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the work.

5.3 Indemnification.

Contractor shall indemnify, defend with legal counsel approved by City, and hold harmless City, its officers, officials, employees and volunteers (each, an "Indernnitee") from and against all liability, loss, damage, expense, cost (including without limitation reasonable legal counsel fees, expert fees and all other costs and fees oflitigation) of every nature arising out of or in connection with Contractor's performance of work under this Agreement or its failure to comply with any of its obligations contained in this Agreement, except such loss or damage which is caused by the sole or active negligence or willful misconduct of the City. Should conflict of interest principles preclude a single legal counsel from representing both City and Contractor, or should City otherwise find Contractor's legal counsel unacceptable, then Contractor shall reimburse the City its costs of defense, including without limitation reasonable legal counsels fees, expert fees and all other costs and fees of litigation. The Contractor shall promptly pay any final judgment rendered against the City (and its officers, officials, employees and volunteers) with respect to claims determined by a trier of fact to have been the result of the Contractor's negligent, reckless or wrongful performance. It is expressly understood and agreed that the foregoing provisions are intended to be as broad and inclusive as is permitted by the law of the State of California and will survive termination of this Agreement.
-16-
01005.0006/92846 LI
Contractor obligations under this section apply regardless of whether or not such claim, charge, damage, demand, action, proceeding, loss, stop notice, cost, expense, judgment, civil fine or penalty, or liability was caused in part or contributed to by an Indemnitee. However, without affecting the rights of City under any provision of this Agreement, Contractor shall not be required to indemnify and hold harmless City for liability attributable to the active negligence of City, provided such active negligence is determined by agreement between the parties or by the findings of a court of competent jurisdiction. In instances where City is shown to have been actively negligent and where City's active negligence accounts for only a percentage of the liability involved, the obligation of Contractor will be for that entire portion or percentage of liability not attributable to the active negligence of City.

5.4 Notification of Third-Party Claims.

City shall timely notify Contractor of the receipt of any third-party claim relating to the work under this Agreement. City shall be entitled to recover from Contractor its reasonable costs incurred in providing such notification.

5.5 Performance and Payment Bonds.

Concurrently with execution of this Agreement, Contractor shall deliver to the City all of the following bonds ifthe Contract Sum should exceed $25,000:
(a) A performance bond securing the faithful performance of this Agreement, in an amount not less than 100% of the total compensation for this Agreement, as stated in Section

2.1. (b) A payment bond, securing the payment of all persons furnishing labor and/or materials in connection with the work under this Agreement, in an amount not less than 100% of the total compensation for this Agreement, as stated in Section 2.1.

All bonds shall be on the applicable forms provided in Exhibit "D" and Exhibit "E" attached hereto and made paii hereof. The bonds shall each contain the original notarized signature of an authorized officer of the surety and affixed thereto shall be a ce1tified and current copy of his/her power of attorney. The bonds shall be unconditional and remain in force during the entire term of the Agreement until released pursuant to Section 5. 7 hereof.

5.6 Sufficiency of Insurer or Surety.

Insurance and bonds required by this Agreement shall be satisfactory only if issued by companies qualified to do business in California, rated "A" or better in the most recent edition of Best's Rating Guide, The Key Rating Guide or in the Federal Register, and only if they are of a financial category Class VII or better. If the City determines that the work to be performed under this Agreement creates an increased or decreased risk ofloss to the City, the Contractor agrees that the minimum limits of the insurance policies and the bonds may be changed accordingly upon receipt of written notice from the City's Risk Manager.

5. 7 Release of Securities.
-17-
01005.0006/928461.1
City shall release the performance bond and payment bond when the following have occurred:
(a) Contractor has made a written request for release and provided evidence of satisfaction of all other requirements under Article 5 of this Agreement; (b) the Project has been accepted; and
( c) after passage of the time within which lien claims are required to be made pursuant to applicable laws; iflien claims have been timely filed, City shall hold the payment bond until such claims have been resolved, Contractor has provided statutory bond, or otherwise as required by applicable law.

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, certified and accurate copies of payroll records in compliance with all applicable laws, or other documents relating to the disbursements charged to City and services performed hereunder (the "books and records"), as shall be necessary to perform the services required by this Agreement and enable the Project Manager to evaluate the perfo!'mance of such services. Any and all such documents shall be maintained in accordance with generally accepted accounting principles and shall be complete and detailed. The Project Manager 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 from such records. Such records shall be maintained for a period of 3 years following completion of the services hereunder, and the City shall have access to such records in the event any audit is required.

In the event of dissolution of Contractor's business, custody of the books and records may be given to City, and access shall be provided by Contractor's successor in interest. Notwithstanding the above, the Contractor shall fully cooperate with the City in providing access to the books and records 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 Project Manager such reports concerning the performance of the services required by this Agreement as the Project Manager 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 tllis 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, Contractor shall promptly notify the Project Manager of said fact, circumstance, technique or event and the estimated increased or decreased cost related thereto. -18-
01005.0006/928461.1

6.3 Ownership of Documents.

All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes, computer files, reports, records, documents and other materials (the "documents and materials") prepared by Contractor, its employees, subcontractors and agents in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of the Project Manager 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. Any use, reuse or assignment of such completed documents for other projects and/or use of uncompleted documents without specific written authorization by the Contractor will be at the City's sole risk and without liability to Contractor, and Contractor's guarantee and warranties shall not extend to such use, reuse or assignment. Contractor may retain copies of such documents for its own use. Contractor shall have an unrestricted right to use the concepts embodied therein. All subcontractors shall provide for assignment to City of any documents or materials prepared by them, and in the event Contractor fails to secure such assignment, Contractor shall indemnify City for all damages resulting therefrom. Moreover, Contractor with respect to any 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 the City.

6.4 Confidentiality and Release oflnformation.
(a) Information gained or work product produced by Contractor in 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 the Project Manager.
(b) Contractor, its officers, employees, agents or subcontractors, shall not, without prior written authorization from the Project Manager 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 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 attorneys' fees, caused by or incurred as a result of Contractor's conduct. ( d) Contractor shall promptly 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 regarding this Agreement and the work perfonned there under. City retains the right, but has no obligation, to represent Contractor or be present at any deposition, hearing or similar proceeding. Contractor agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by -19-
0 l 005.0006/928461.l
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; DEFAULT, SUSPENSION AND

TERMINATION

7.1 California Law.

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 Los Angeles, 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 Eastern District of California, in the County of Los Angeles, State of California.

7.2 Default of Contractor.

Contractor's failure to comply with the provisions of this Agreement shall constitute a default. In the event that Contractor is in default for cause under the terms of this Agreement, City shall have no obligation or duty to continue compensating Contractor for any work performed after the date of default and can terminate or suspend this Agreement immediately by written notice to Contractor. If the Project Manager determines that Contractor is in default in the performance of any of the terms or conditions of this Agreement, the Project Manager shall cause to be served upon Contractor a written notice of the default. Contractor shall have ten (10) days after service upon it of said notice in which to cure the default by rendering a satisfactory performance. In the event that Contractor fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement.

7.3 Suspension and Termination.
(a) The City may at any time, for any reason, with or without cause, suspend this Agreement, or any portion hereof, by serving upon Contractor at least ten (10) days prior written notice. Upon receipt of said notice, Contractor shall immediately cease all work under this Agreement, unless the notice provides otherwise. If the City suspends a portion of this Agreement such suspension shall not make void or invalidate the remainder of this Agreement. (b) This Agreement may be terminated by either party for cause. The City may terminate this Agreement without cause upon thirty (30) days' written notice of termination. Upon termination, Contractor shall be entitled to compensation for completion of any portion of the Project accepted by City up to the effective date of termination unless any portion of the Project is accepted by City after termination in which event Contractor shall be paid for such completed portion.
-20-
01005.0006/928461.1

7.4 Dispute Resolution Process.

Section 20104 et seq. of the California Puhlic Contract Code prescribes a process utilizing informal conferences, non-binding judicial-supervised mediation, and judicial arbitration to resolve disputes on construction claims of $375,000 or less. Section 9204 of the Public Contract Code prescribes a process for negotiation and mediation to resolve disputes on construction claims.

The intent of this Section is to implement Sections 20104 et seq. and Section 9204 of the California Public Contract Code. This Section shall be construed to be consistent with said statutes.

For purposes of these procedures, "claim" means a separate demand by the Contractor, after the City has denied Contractor's timely and duly made request for payment for extra work and/or a time extension, for (A) a time extension, (B) payment of money or damages arising from work done by or on behalf of the Contractor pursuant to the Agreement and payment of which is not otherwise expressly provided for or the Contractor is not otherwise entitled to, or (C) an amount the payment of which is disputed by the City.

The following requirements apply to all claims to which this section applies:
(a) Claim Submittal. The claim shall be in writing and include the documents necessary to substantiate the claim. Claims governed by this procedure must be filed on or before the date of final payment. Nothing in this section is intended to extend the time limit or supersede notice requirements otherwise provided in the Agreement for the filing of claims, including all requirements pertaining to compensation or payment for extra work, disputed work, and/or changed conditions. Failure to follow such contractual requirements shall bar any claims or subsequent lawsuits for compensation or payment thereon. (b) Supporting Documentation. The Contractor shall submit all claims in the following format:
(i) Summary of the claim, including references to the specific Contract Document provisions upon which the claim is based.
(ii) List of documents relating to claim: (a) Specifications, (b) Drawings, ( c) Clarifications (Requests for Information), ( d) Schedules, and ( e) Other. (iii) Chronology of events and correspondence related to the claim. (iv) Statement of grounds for the claim.
(v) Analysis of the claim's cost, if any.
(vi) Analysis of the claim's time/schedule impact, if any. ( c) Citv's Response. Upon receipt of a claim pursuant to this section, City shall conduct a reasonable review of the claim and, within a period not to exceed 45 days, shall provide the Contractor a written statement identifying what portion of the claim is disputed and what portion is undisputed. Any payment due on an undisputed portion of the claim will be processed and made within 60 days after the City issues its written statement. -21-
01005.0006/928461.1
(i) If the City needs approval from the City Council to provide the Contractor a written statement identifying the disputed portion and the undisputed portion of the claim, and the City Council does not meet within the 45 days or within the mutually agreed to extension of time following receipt of a claim sent by registered mail or certified mail, return receipt requested, the City shall have up to three days following the next duly publicly noticed meeting of the City Council after the 45-day period, or extension, expires to provide the Contractor a written statement identifying the disputed portion and the undisputed portion. (ii) Within 30 days ofreceipt ofa claim, the City may request in writing additional documentation supporting the claim or relating to defenses or claims the City may have against the Contractor. If additional information is thereafter required, it shall be requested and provided pursuant to this subdivision, upon mutual agreement of City and the Contractor. (iii) The City's written response to the claim, as further documented, shall be submitted to the Contractor within 30 days (if the claim is less than $50,000, within 15 days) after receipt of the further documentation, or within a period of time no greater than that taken by the Contractor in producing the additional information or requested documentation, whichever is greater.
(d) Meet and Confer. If the Contractor disputes the City's written response, or the City fails to respond within the time prescribed, the Contractor may so notify the City, in writing, either within 15 days of receipt of the City's response or within 15 days of the City's failure to respond within the time prescribed, respectively, and demand an informal conference to meet and confer for settlement of the issues in dispute. Upon receipt of a demand, the City shall schedule a meet and confer conference within 30 days for settlement of the dispute. ( e) Mediation. Within 10 business days following the conclusion of the meet and confer conference, if the claim or any portion of the claim remains in dispute, the City shall provide the Contractor a written statement identifying the portion of the claim that remains in dispute and the portion that is undisputed. Any payment due on an undisputed portion of the claim shall be processed and made within 60 days after the City issues its written statement. Any disputed portion of the claim, as identified by the contractor in writing, shall be submitted to nonbinding mediation, with the City and the Contractor sharing the associated costs equally. The City and Contractor shall mutually agree to a mediator within 10 business days after the disputed portion of the claim has been identified in writing, unless the parties agree to select a mediator at a later time. (i) If the parties cannot agree upon a mediator, each party shall select a mediator and those mediators shall select a qualified neutral third party to mediate with regard to the disputed portion of the claim. Each party shall bear the fees and costs charged by its respective mediator in connection with the selection of the neutral mediator. (ii) For purposes of this section, mediation includes any nonbinding process, including, but not limited to, neutral evaluation or a dispute review board, in which an independent third party or board assists the parties in dispute resolution through negotiation or by issuance of an evaluation. Any mediation utilized shall conform to the timeframes in this section. -22-
01005.0006/928461.1
(iii) Unless otherwise agreed to by the City and the contractor in writing, the mediation conducted pursuant to this section shall excuse any further obligation under Public Contract Code Section 20104.4 to mediate after litigation has been commenced. (iv) All umesolved claims shall be considered jointly 111 a single mediation, unless a new umelated claim arises after mediation is completed. (f) City's Responses. The City's failure to respond to a claim from the Contractor within the time periods described in this section or to otherwise meet the time requirements of this section shall result in the claim being deemed rejected in its entirety. A claim that is denied by reason of the City's failure to have responded to a claim, or its failure to otherwise meet the time requirements of this section, shall not constitute an adverse finding with regard to the merits of the claim or the responsibility of qualifications of the Contractor. City's failure to respond shall not waive City's rights to any subsequent procedures for the resolution of disputed claims.
(g) Government Code Claims. If following the mediation, the claim or any portion remains in dispute, the Contractor must comply with the claim procedures set forth in Government Code Section 900 et seq. prior to filing any lawsuit against the City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain umesolved after all procedures pertaining to extra work, disputed work, construction claims, and/or changed conditions, including any required mediation, have been followed by Contractor. If no such Govermnent Code claim is submitted, or if the prerequisite contractual requirements are not satisfied, no action against the City may be filed. A Government Code claim must be filed no earlier than the date that Contractor completes all contractual prerequisites to filing a Government Code claim, including any required mediation.

A Government Code claim shall be inclusive of all unresolved claims unless a new umelated claim arises after the Government Code claim is submitted. For purposes of Government Code Section 900 et seq., the running of the period of time within which a claim must be filed shall be tolled from the time the Contractor submits his or her written claim to the City until the time the claim is denied, including any period of time utilized by the meet and confer conference or mediation that does not result in a complete resolutions of all claims. (h) Civil Actions for Claims of $375,000 or Less. The following procedures are established for all civil actions filed to resolve claims totaling $375,000 or less:
(i) Within 60 days, but no earlier than 30 days, following the filing or responsive pleadings, the court shall submit the matter to non-binding mediation unless waived by mutual stipulation of both parties or unless mediation was held prior to commencement of the action in accordance with Public Contract Code section 9204 and the procedures in this Section.

The mediation process shall provide for the selection within 15 days by both parties of a disinterested third person as mediator, shall be commenced within 30 days of the submittal, and shall be concluded within 15 days from the commencement of the mediation unless a time requirement is extended upon a good cause showing to the court or by stipulation of both parties.

If the parties fail to select a mediator within the 15-day period, either party may petition the court to appoint the mediator.
-23-
01005.0006/92846 l.1
(ii) If the matter remains in dispute, the case shall be submitted to judicial arbitration pursuant to Chapter 2.5 (commencing with Section 1141.10) of Title 3 of Part 3 of the Code of Civil Procedure, notwithstanding Section 1141.11 of that code. The Civil Discovery Act (Title 4 (commencing with Section 2016.010) of Part 4 of the Code of Civil Procedure) shall apply to any proceeding brought under this subdivision consistent with the rules pertaining to judicial arbitration.
(iii) Upon stipulation of the parties, arbitrators appointed for these purposes shall be experienced in construction law, and, upon stipulation of the parties, mediators and arbitrators shall be paid necessary and reasonable hourly rates of pay not to exceed their customary rate, and such fees and expenses shall be paid equally by the parties, except in the case of arbitration where the arbitrator, for good cause, determines a different division. (iv) In addition to Chapter 2.5 (commencing with Section 1141.10) of Title 3 of Part 3 of the Code of Civil Procedure, any party who after receiving an arbitration award requests a trial de novo but does not obtain a more favorable judgment shall, in addition to payment of costs and fees under that chapter, pay the attorney's fees of the other party arising out of the trial de novo.

7.5 Waiver.

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.

7.6 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.

7.7 Unfair Business Practices Claims.

Pursuant to Public Contract Code section 7103.5, in entering into this Agreement, Contractor offers and agrees to assign to the City all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. § 15) or under the Cartwright Act (Chapter 2, (commencing with Section 16700) of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, services or materials related to this Agreement. This assignment shall be made and become effective at the time the City tenders final payment to the Contractor without fmiher acknowledgment by the Parties. -24-
0 I 005.0006/928461.1
ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION

8.1 Non-liability of City Officers and Employees.

No officer or employee of the City shall be personally liable to the Contractor, or any successor in interest, in the event of any default or breach by the City or for any amount which may become due to the 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 Project Manager. 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 the Agreement which affects his financial interest or the financial interest of any corporation, partnership or association in which 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, 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 affinnative 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.

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. -25-
01005.0006/928461.1
ARTICLE 9. MISCELLANEOUS PROVISIONS

9.1 Provisions Required By Law.

Each and every provision oflaw and clause required by law to be inserted in this Agreement shall be deemed to be inserted herein, and the Agreement shall be read and enforced as though it were included herein. If through mistake or otherwise any such provision is not inserted, or is not correctly inserted, then upon application of either party, the contract shall forthwith be physically amended to make such insertion or correction.

9.2 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 Project Manager (with her/his name and City title), City of Irwindale, 5050 N. Irwindale Ave, Irwindale, California 91706 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.

9.3 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.

9.4 Counterparts.

This Agreement may be executed in counterparts, each of which shall be deemed to be an original, and such counterparts shall constitute one and the same instrument.

9.5 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.

9.6 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 -26-
01005.0006/928461.1
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.

9.7 Warranty & Representation of Non-Collusion.

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.

Consultant's Authorized Initials ~--

9.8 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) the 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]
-27-
01005.0006/928461.1
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first-above written.

CITY:

CITY OF IRWINDALE, a California
charter city
Julian A. Miranda, City Manager
ATTEST:

Laura M. Nieto, MMC, Chief Deputy City
Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP
Adrian Guerra, City Attorney
CONTRACTOR:

ACCO Engineered Systems
*By: _____________ _
Name: ------------~
Title: ------------~
*By: _____________ ~
Name: -------------- Title:-------------
Address:
265 Mccormic A venue
Costa Mesa CA 92626
*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, AND 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. -28-
01005. 0006/928461.1

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
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.

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES
On , 2023 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

D INDIVIDUAL

D CORPORATE OFFICER

TITLE OR TYPE OF DOCUMENT

TITLE(S)

D PARTNER(S) D LIMITED

D GENERAL NUMBER OF PAGES

D ATTORNEY-IN-FACT

D TRUSTEE(S)

D GUARDIAN/CONSERVATOR

D OTHER DA TE OF DOCUMENT
_" _____
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES)) SIGNER(S) OTHER THAN NAMED ABOVE 01005"0006/92846Ll

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES
On , 2023 before 1ne, , 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 PERillRYunder 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

D INDIVIDUAL

D CORPORA TE OFFICER
TITLE OR TYPE OF DOCUMENT .

TITLE(S)

D PARTNER(S) D LIMITED

D GENERAL NUMBER OF PAGES

D ATTORNEY-IN-FACT

D TRUSTEE(S)

D GUARDIAN/CONSERVATOR

D OTHER DATE OF DOCUMENT
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES)) SlGNER(S) OTHER THAN NAMED ABOVE 01005.0006/92846 l.l

EXHIBIT A

SCOPE OF SERVICES
I. Consultant will perform the following Services:

A. A performance-based contract to furnish complete monthly HV AC Preventative Maintenance and Repairs and as-needed for the following City Owned buildings:
a) City Hall/Police Department (includes the Council Chambers) - 5050 N. Irwindale Avenue- 16 Units
b) Community Center -16102 Arrow Highway - Ten (IO) units & One (I) air hander
c) Senior Center: 16116 Arrow Highway - Ten (10) units & Ten (! 0) air handlers d) Dan Diaz Recreation Center/Irwindale Public Library - 16053 Calle de Paseo - Dan Diaz Recreation Center - Eight (8) units; Irwindale Public Library - Three (3) units
e) Post Office - 16025 Calle de! Norte - One (I) unit
f) Public Services- 5463 2nd Street - Four ( 4) units
g) Aquatics Center - 16053 Calle de Paseo (building #2) NE of Recreation Center - Two (2) units and Two (2) Air Handler Units
B. Monthly, Quarterly, Semi-annual and Annual Inspections Forms provide a detailed list of the scope of services and are attached below and are incorporated into the required services as though set forth in full:
01oos.0006192846Ll A-1

HVAC MONTHLY INSPECTION FORM

FOR CITY OF IRWINDALE FACILITIES
This form is to be tilled out by the contractor visiting each site each month and turned in to the Project Manager- Construction Compliance, Public Works Maintenance Supervisor or Public Services Director prior to leaving the city for the day.

FACILl1Y NAME:-------------- Unit#: ___ _
INSPECTOR NAME:-------- DATE OF INSPECTION: ___ _
Please check off the following items as it applies to monthly inspections:

Monthly:

D Check air compressors for moisture, oil, or dirt in the lines.

D Check the air compressor's compressor belt.

D Record air compressor's hour-meter readings.

D Check refrigeration compressor's oil level.

D Check refrigeration compressor for oil leaks.

D Check refrigeration compressor's charge condition through sight glass each visit.

D Check refrigeration compressor for unusual noise and vibration each visit.

D Inspected air handlers and exhaust fans condensate pan, purge drain line as needed.

D Check/adjust cooling towers V-belts, replace as needed.

D Inspect/clean/adjust/lubricate/repair cooling towers auxiliary filtering system D Replace air filters (every other month)
COMMENTS:
01005.0006/928461.l A-2

HVAC QUARTERLY INSPECTION FORM

FOR CITY OF IRWINDALE FACILITIES
This form is to be filled out by the contractor visiting each site each quarter and turned in to the Project Manager- Construction Compliance, Public Works Maintenance Supervisor or Public Services Director prior to leaving the city for the day.

FACILITY NAME: Unit#: ___ _
INSPECTOR NAME: DATE OF INSPECTION: ___ _
CIRCLE QUARTER THAT APPLIES: First (Jan-March) Seccnd (April-June) Third (July-September) Fourth (October-December)
Please check off the following items as ii applies to quarterly inspections:

Quarterly:
01005.0006/928461.1
1:1 Clean the Air Compressor's intake air filter, felt and screen types. 1:1 Check refrigeration compressor and refrigeration piping for leaks. 1:1 Check expansion valves for evidence of slicking.
1:1 Check expansion valve bulb to see that It has good contact with suction line. 1:1 Check expansion valves operation of all solenoid valves. 1:1 Check evaporator for rust and scale.
1:1 Check air handlers and exhaust fans blower mounting and lighten if necessary. 1:1 Check air handlers and exhaust fans shaft alignment to motor. 1:1 Check air handlers and exhaust fans blower pulley for security to shaft. 1:1 Check air handlers and exhaust fans blower belt for ccndilion and tension, adjust or replace as needed.
1:1 Oil or grease air handlers and exhaust fans shaft bearings. 1:1 Check air handlers and exhaust fans blower fan for dirt and clean as needed. tJ Check air handlers and exhaust fans housing for rust and repair as necessary. 1:1 Clean air handlers and exhaust fans coil faces as needed. 1:1 Check electric motors mounting and tighten if necessary. 1:1 Check electric motors pulley for security, alignment and tighten if necessary. 1:1 Check electric motors bearing wear.
tJ Check electric motors wiring and ccnduit for condition. 1:1 Check electric motors for excessive heat and noise.

A-3

HVAC QUARTERLY INSPECTION FORM

FOR CITY OF IRWINDALE FACILITIES
D Check electric motors air passages and windings (i.e., clean away dust).

D Check electric motors starter and contacts.

D Oil or grease electric motors bearings as required.

D Check condenser water pumps and chilled water pumps pump head for operation, wear, etc ...

D Check condenser water pumps and chilled water pumps mechanical seal or stuffing box for leaks.

D Check condenser water pumps and chilled water pumps motor and pump mounting -tighten.

D Check condenser water pumps and chilled water pumps attached piping insulation. Repair if necessary.

D Check condenser water pumps and chilled water pumps wiring and conduit for condition ram motor to starter.

D Check condenser water pumps and chilled water pumps general condition for rust and re-paint if necessary.

D Inspect condenser water pumps and chilled water pumps hand valves for expiration and leaks.

D Check condenser water pumps and chilled water pumps and lubricate motor and pump head bearings.

D Check condenser water pumps and chilled water pumps motor pump coupling for alignment, condition, and security to shaft.

COMMENTS:
01005.0006/928461.1 A-4

HVAC SEMI-ANNUAL INSPECTION FORM

FOR CITY OF IRWINDALE FACILITIES
This form is to be tilled out by the contractor visiting each site each month and turned in to the Project Manager - Construction Compliance, Public Works Maintenance Supervisor or Public Services Director prior to leaving the city for the day.

FACILITY NAME:-------------- Unit#: ____ _
INSPECTOR NAME: _______ _ DATE OF INSPECTION: ___ _
Please check off the following items as it applies to semi-annual inspections:

Semi-Annually:

D Check control valves general condition/operation.

D Inspect relays to insure proper operation.

D Oil the air compressor's motors per manufacturer's specification.

D Inspect/replace the air compressor's cartridge-type intake air filter (Per manufacturer recommendation)
D Check dampers for proper operation and adjust/repair as needed.

D Lubricate dampers.

D Check refrigeration compressor operation of safety and capacity controls for proper operation, including high and low pressure cut-outs.

D Measure electric motors current draw and record.

D Clean condenser coils.

COMMENTS:
0 I 005.0006/928461.l A-5
HVJ\C J\NNUJ\L INSPECTION FORM
FOR CITY OF IRWINDJ\LE FACILITIES
This form is to be filled out by the contractor visiting each site each month and turned in to the Project Manager -Construction Compliance, Public Works Maintenance Supervisor or Public Services Director prior to leaving the city for the day.

FACILITY NAME: Unit#: ___ _
INSPECTOR NAME:-------- DATE OF INSPECTION: ___ _
Please check off the following items as it applies to annual inspections:

Annually:

D Calibrate Thermostats and Temperature Controllers.

D Check Thermostats and Temperature Controllers Condition.

D Replace Thermostats and Temperature Controllers if defective as part of extraordinary maintenance.

D Clean Control Valves Stems.

D Check Control Valves packing for leaks; replace if required as part of extraordinary maintenance.

D Lubricate Control Valves packing as required; replace if required as part of extraordinary maintenance.

D Check Control Valves for proper seating; replace if required.

D Check Control Valves for proper shut-off.

D Check Control Valves operator diaphragm (Pneumatic).

D Change the air compressors crankcase oil per manufacturer's specification.

D Inspect evaporator fins, clean/straighten fins as needed.

COMMENTS:

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

A. Work Week: All work shall be performed on normal workdays, (excluding Saturday, Sunday and holidays observed by the City) between the hours of7:00a.m. and 3 :30p.m. unless prior written approval has been granted to the contractor by the Project Manager - Construction Compliance at least 48 hours in advance to perform work on excepted days and at excepted times.
01oos.0006/928461.1 A-6
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. Monthly Inspection Forms
B. Quarterly Inspection Forms
C. Semi Annual Inspection Forms
D. Annual Inspection Forms
IV. All work product is subject to review and acceptance by the City, and must be revised by the Consultant without additional charge to the City until found satisfactory and accepted by City.

V. Consultant will utilize the following personnel to accomplish the Services:

A. Crew: The number of technician(s) to be determined by the contractor. Same technician( s) must be assigned to this maintenance contract for the duration of the contract. Should the contractor want to change the technician, the contractor MUST submit the request in writing providing information on the new technician(s), including name(s) and experience. The City MUST approve the technician(s) in writing before they can start the work. 01oos.0006192846Ll A-7
None
01005.0006/928461.1

EXHIBITB

SPECIAL REQUIREMENTS
(Superseding Contract Boilerplate)
A-8

EXHIBITC

SCHEDULE OF COMPENSATION
I. Contractor shall complete work for the Project in accordance with the following:

Contractor Monthly Cost
ACCO $2,556
Engineered
Systems
100 Hours Per Year
Extraordinary Maintenance
$16,500
II. The City will compensate Contractor for work performed and expenses incurred toward completion of the Project upon submission of a valid invoice. In addition to what is required under Section 2.2 of the Agreement, each invoice is to include:

A. Line items for all personnel describing the work performed.

B. Line items for all materials and equipment properly charged to the Project.

C. Line items for the price and quantity of all materials, equipment and work.

D. Line items for all other approved reimbursable expenses claimed, with supporting documentation.

E. Line items for all approved subcontractor labor, supplies, equipment, materials, and travel properly charged to the Project.

III. The total compensation for the Project shall not exceed $129,723 as provided in Section 2.1 of this Agreement. The contract breakdown is as follows:
100 Hours Cost for Cost for
Contractor Monthly Per Year Fiscal Year Second Year Third Year Cost Extraordinary 2023/2024 of Contract of Contract
Maintenance Cost (Fiscal Year (Fiscal Year
2024/2025) 2025/2026)
ACCO Engineered $2,556 $16,500 $35,379 $47,172 $47,172
Systems
The contract costs provides for all labor, material, and equipment to perform HV AC preventative maintenance per scope of work and includes Maintenance Prevailing Wages. Prevailing Wages must be paid throughout the contract period and cost increases for the purposes of Prevailing Wages only can occur with the submittal of a letter of request to the City of Irwindale for review and approval. The letter must provide detailed infmmation outlining the costs increases. 01005.0006/928461.1

EXHIBITD

PERFORMANCE BOND
PROJECT NO. ----
We, , as Principal, and , as Surety, jointly and severally, finnly bind ourselves, our heirs, representatives, successors and assigns, as set forth herein, to the City of Irwindale ("City") for payment of the penal sum of U.S. Dollars and Cents ($ . City and Principal have entered into an agreement, or are about to enter into the agreement attached hereto and incorporated by reference herein, for completion of public works for the property(ies) referenced in said agreement. Surety herein approves of the terms and conditions of said agreement and binds itself to faithfully perform the obligations of Principal therein if Principal fails to so perform. Surety aclmowledges that the agreement herein referenced shall be that document as executed by City and Principal.

THE CONDITION OF THIS OBLIGATION IS SUCH that ifthe Principal shall in all things stand to and abide by, and well and truly keep and perform all of the covenants, conditions, and provisions in said agreement, and any alteration thereof made as therein provided, on Principal's part to be kept and performed at the time and in the manner therein specified, and shall indenmify and save harmless the City, City's engineer, and their consultants, and each of their officials, directors, officers, employees and agents, as therein stipulated, then this obligation shall become null and void; otherwise, it shall be and remain in full force and effect.

Surety agrees that should it fail to take over and diligently perform the agreement upon Principal's default after notice and within the time specified in the agreement, Surety will promptly on demand deposit with City such amount as City may reasonably estimate as the cost of completing all of Principal's obligations. Surety's obligation for payment herein shall exist, notwithstanding any controversy between Principal and City regarding Principal's failure under the agreement, and payment by Surety should be conclusively presumed between the parties herein to relieve, as demanded, Surety's obligations herein and shall be deemed proper payment as between Principal and Surety.

Surety agrees that no change, extension of time, alteration, or addition to the terms of the agreement, or the work to be perfonned thereunder or the plans and specifications, or any matters unknown to Surety which may affect Surety's risk shall in any wise affect its obligation on this bond, and it does thereby waive notice thereof.

Principal and Surety agree that if the City is required to engage the services of an attorney in connection with the enforcement of this bond, each shall pay City's reasonable attorneys' fees incurred, with or without suit, in addition to the above sum. 01005.0006/928461.l
Executed this ________ day of ___ _
Seal of Corporation
By: _______________ _
Authorized Representative of Principal
Title: ------
(ATTACH ACKNOWLEDGEMENT OF AUTHORIZED REPRESENTATIVES)
Any claims under this bond may be addressed to: (check one) Surety's agent for service
of process in California:

Name
Street Number
City and State
Telephone Number
() _____ _ [name of surety company]
By:

Street Number
City and State
Telephone Number
----------------- Attorney in Fact or other
Representative
(ATTACH ACKNOWLEDGEMENT OF AUTHORIZED REPRESENTATIVE)
Furnish the name, address and phone number of the company agent as well as the surety company.

Sureties must be authorized to do business in and have an agent for service of process in California and be on the accredited list of the United States Treasury Department (their bonds will be limited to such amounts as would be acceptable to the Treasury Department), and otherwise meet the requirements of the agreement.
01005.0006/928461.1

EXHIBITE

PAYMENT BOND
PROJECT NO. ----
We, , as Principal, and , as Surety, jointly and severally, firmly bind ourselves, our heirs, representatives, successors and assigns, as set forth herein, to the City of Irwindale ("City") and those for whose benefit this bond insures in the sum of ------- U.S. Dollars and Cents ($ . City and Principal have entered into an agreement, or are about to enter into the agreement attached hereto and incorporated by reference herein, for completion of public works for the property(ies) referenced in said agreement. Surety herein approves of the terms and conditions of said agreement and binds itself to faithfully perform the obligations of Principal therein if Principal fails to so perform. Surety acknowledges that the agreement herein referenced shall be that document as executed by City and Principal. If Principal or any of Principal's contractors or subcontractors, fails to pay any of the persons named in Section 9000 et seq. of the California Civil Code employed in the performance of the agreement for materials furnished or for labor thereon of any kind, or for amounts due under the Unemployment Insurance Code with respect to such work or labor, then Surety shall pay the same in an amount not exceeding the sum specified above, and also shall pay, in case suit is brought upon this bond, such reasonable attorneys' fees as shall be fixed by the court.

Surety agrees that it shall pay the amounts due the persons above named and diligently perform the agreement upon Principal's default after notice and within the time specified in the agreement.

If Surety fails to perform within the times specified in the agreement, Surety shall promptly on demand deposit with City such amount as City may reasonably estimate as the cost of completing all of Principal's obligations. Surety's obligation for payment herein shall extend, notwithstanding any controversy between Principal and City regarding Principal's failure under the agreement.

Principal and Surety agree that any payment by Surety pursuant to this paragraph should be conclusively presumed between the parties herein to relieve, as demanded, Surety's obligation herein and shall be deemed proper payment as between Principal and Surety.

This bond shall insure to the benefit of any and all of the persons named in Section 9000 et seq. of the California Civil Code so as to give a right of action to them or their assigns in any suit brought upon this bond.

Surety agrees that no change, extension of time, alteration, or addition to the terms of the agreement, or the work to be performed thereunder, or the plans and specifications, or any matters unknown to Surety which might affect Surety's risk, shall in any way affect its obligation on this bond, and it does hereby waive notice thereof.

Principal and Surety agree that should City become a party to any action on this .bond, that each will also pay City's reasonable attorneys' fees incurred therein in addition to the above sums. 01005.0006/928461.1
Executed this ______ day of _______ _
Seal of Corporation
By: ____________ _
Authorized Representative of Principal
Title: ____ _
(ATTACH ACKNOWLEDGEMENT OF AUTHORIZED REPRESENTATIVES)
Any claims under this bond may be addressed to: (check one) Surety's agent for service
of process in California:

Name
Street Number
City and State
Telephone Number
() ___ _ [name of surety]
Street Number
City and State
Telephone Number
By: ____________ _
Attorney in Fact or other
Representative
(ATTACH ACKNOWLEDGEMENT OF AUTHORIZED REPRESENTATIVE)
Furnish the name, address and phone number of the company agent as well as the surety company.

Sureties must be authorized to do business in and have an agent for service of process in California and be on the accredited list of the United States Treasury Department (their bonds will be limited to such amolmts as would be acceptable to the Treasury Department), and otherwise meet the requirements of the agreement.
0 l 005.0006/928461.1
18City Council
DSuccessor Agency
DHousing Authority
D Reclamation Authority
DJoint Powers Authority
Date: October 11, 2023
Dtyef

IRWINDALE

AGENDA REPORT
To:

From:

Honorable Mayor and Members of the City Council
Julian A. Miranda, City Manager
CC Item 5
Issue: Ratification of Total Contract Amount for and Payments to Public Safety Consulting, Inc. for Personnel Investigative Services
City Manager's Recommendation:

That the City Council of the City of Irwindale adopt Resolution No. 2023-78-3456 entitled: "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF IRWINDALE,

CALIFORNIA, RATIFYING THE TOTAL CONTRACT AMOUNT FOR, AND PAYMENTS TO, PUBLIC SAFETY CONSUL TING, INC. FOR PERSONNEL INVESTIGATIVE SERVICES"
Administrative Action:

Submitted by:

Julian A. Miranda, City Manager
Prepared by:

Mary Hull, Human Resources I Risk Manager Electronically Approved Reviewed by:

Adrian R. Guerra, City Attorney Electronically Approved Kambiz Borhani, Finance Director I City Treasurer
Approved by:

Julian A. Miranda, City Manager

Page 1 ends

Background and Analysis:

On July 19, 2022, the City Manager, on behalf of the City of Irwindale ("City"), entered into a Consulting Agreement ("Agreement") with Public Safety Consulting, Inc. ("Consultant") for services in connection with an independent administrative personnel investigation relating to the former police chief. The Agreement was made pursuant to the powers and duties conferred to the City Manager by Section 2.13.030(H) of the Irwindale Municipal Code.

The Agreement provided the following parameters for the Consultant's scope of services:

1. Assess the credibility of the complaint, accused individual(s), and other witnesses using professional judgment concerning employment law issues;

2. Conduct an objective and fact-based investigation; and

3. Submit a comprehensive written report providing a summary of findings, methodology used, discussion of the evidence obtained, and how credibility issues were resolved.

The Agreement also provided the City would be invoiced in the following manner:

1. $335 per hour, portal to portal, plus expenses;

2. Mileage at the IRS business rate; and

3. Actual costs of professional services provided by third party vendors.

The City was invoiced accordingly for the following amounts, all of which were paid in the previous fiscal year:

1. $22,555.46 for services rendered from July 2022 to August 2022;

2. $28,764.73 for services rendered from August 2022 to September 2022;

3. $37,056.23 for services rendered from September 2022 to November 2022; and

4. $1,820.26 for services rendered from December 2022 to January 2023.

The Consultant's total fee amount was dependent upon the number of hours worked and any additional costs incurred. Due to the nature of the services rendered by the Consultant, the City Manager could not anticipate whether or not the total amount would exceed the City Manager's authorized budget of $30,000 nor could the City approve a sum certain at the time the contract was approved.

The Consultant has completed the contract services to the City Manager's satisfaction.

Staff now requests that the City Council ratify the total fee amount of $90, 196.68 and the related payments.

Fiscal Impact:

The fiscal impact for the Agreement is $90, 196.68. All amounts were paid in the previous fiscal year, so there is no fiscal impact to the budget for the current fiscal year.

Attachment:

Resolution No. 2023-78-3456
Page2
RESOLUTION NO. 2023-78-3456

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF IRWINDALE,

CALIFORNIA, RATIFYING THE TOTAL CONTRACT AMOUNT FOR, AND PAYMENTS TO, PUBLIC SAFETY CONSUL TING, INC. FOR PERSONNEL

INVESTIGATIVE SERVICES
WHEREAS, Section 2.13.040 of Irwindale Municipal Code requires the City Manager, as personnel officer, to conduct investigations as deemed appropriate pertaining to any matter properly pending before him/her; and WHEREAS, Section 2.13.030(H) of the Irwindale Municipal Code permits the City Manager to recommend that powers and duties conferred to the him/her be performed under contract; and
WHEREAS, on July 19, 2022, the City Manager, on behalf of City of Irwindale ("City"), entered into a Consulting Agreement ("Agreement") for consulting services with Public Safety Consulting, Inc. ("Consultant") in connection with an independent administrative personnel investigation relating to the former police chief; and WHEREAS, the Consultant's schedule of fees included: 1) $335 per hour, portal to portal, plus expenses, 2) mileage at the IRS business rate, 3) and actual cost of professional services provided by third party vendor; and WHEREAS, due to the nature of the services rendered by the Consultant, the City Manager could not anticipate whether or not the total amount would exceed the City Manager's authorized budget of $30,000 nor could the City approve a sum certain at the time the contract was approved; and WHEREAS, the Consultant has now completed the contracted work and the total amount of the Consultant's services was $90, 196.68; and WHEREAS, the City now desires to ratify the total amount paid to Consultant as the amount exceeds the $30,000 approval limit of the City Manager.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF

IRWINDALE, CALIFORNIA, DOES HEREBY RESOLVE, DETERMINE, AND ORDER AS FOLLOWS:

SECTION 1. The foregoing recitals are true and correct and are incorporated herein by this reference.

SECTION 2. The City Council hereby ratifies the total contract amount of $90, 196.68 to Public Safety Consulting, Inc. for services provided in accordance with the Consulting Agreement and ratifies all related payments in excess of the City Manager contract limitation.

Resolution No. 2023-78-3456

Page 1 ends

SECTION 3. The Chief Deputy City Clerk shall certify to the adoption of this resolution, which, shall in turn, have immediate effect.

PASSED, APPROVED, and ADOPTED this 11th day of October 2023.

ATTEST:

Laura M. Nieto, MMC
Chief Deputy City Clerk
Resolution No. 2023-78-3456

Page 2 ends

H. Manuel Ortiz, Mayor
STATE OF CALIFORNIA }
COUNTY OF LOS ANGELES } ss.

CITY OF IRWINDALE }
I, Laura M. Nieto, Chief Deputy City Clerk of the City of Irwindale, do hereby certify that the foregoing Resolution No. 2023-78-3456 was adopted at an regular meeting of the Irwindale City Council held on the 11th day of October 2023, by the following vote of the Council:

AYES: Councilmembers:

NOES: Councilmembers:

ABSTAIN: Councilmembers:

ABSENT: Councilmembers:

Laura M. Nieto, MMC
Chief Deputy City Clerk
Resolution No. 2023-78-3456

Page 3 ends

IZICity Council
DSuccessor Agency
I ~c Item 6
Cityo/ ..._ _______ __
D Housing Authority
DReclamation Authority
DJoint Powers Authority
Date: October 11, 2023

IRWINDALE

AGENDA REPORT
To: Honorable Mayor and Members of the City Council
From: Julian A. Miranda, City Manager
Issue: Amendment No. 1 to Contract Services Agreement with Dickerson, McCulloch & Associates, LLC for Personnel Investigative Services and Related Budget Appropriation
City Manager's Recommendation:

That the City Council of the City of Irwindale (1) adopt Resolution No. 2023-77-3455 entitled: "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF IRWINDALE AUTHORIZING THE APPROPRIATION OF $31,807.50 FROM GENERAL

FUND RESERVES FOR PERSONNEL INVESTIGAVE SERVICES BETWEEN THE CITY OF IRWINDALE AND DICKERSON, MCCULLOCH & ASSOCIATES, LLC; and (2) Approve Amendment No. 1 to Contract Services Agreement with Dickerson, McCulloch & Associates, LLC.

Administrative Action:

Submitted by:

Julian A. Miranda, City Manager
Prepared by:

Mary Hull, Human Resources I Risk Manager Electronically Approved Reviewed by:

Adrian R. Guerra, City Attorney Electronically Approved Kambiz Borhani, Finance Director I City Treasurer
Approved by:

Julian A. Miranda, City Manager

Page 1 ends

Background and Analysis:

On September 1, 2022, the City Manager, on behalf of the City of Irwindale ("City"), entered into a Contract Services Agreement ("Agreement") with Dickerson, McCulloch & Associates, LLC ("Consultant") for personnel investigative services for the City in the amount of $30,000. The Agreement was made pursuant to the powers and duties conferred to the City Manager by Section 2.13.030(H) of the Irwindale Municipal Code.

Due to the number and scope of investigations, the original contract will need to be amended to increase the contract amount from $30,000 to $60,000. The proposed amendment will provide the necessary funding to cover the additional investigative work required to complete the ongoing personnel investigations.

The attached contract agreement amendment has been reviewed and approved as to form by the City Attorney's office.

Fiscal Impact:

From inception through September 16, 2023, Dickerson, McCulloch & Associates, LLC has been paid a total of $47,825.70. $19,633.20 of this amount was paid for with FY 2023-24 adopted budget from Account No. 01-15-150-42300-0000, which needs to be replenished since this expenditure was not accounted for. Staff is seeking to amend the budget and appropriate $31,807.50 from General Fund Reserves ($19,633.20 + $12, 174.30 ($60,000 - $47,825.70)).

Attachment:

Resolution No. 2023-77-3455
Dickerson, McCulloch & Associates, LLC Contract Amendment No. 1

Page 2 ends

RESOLUTION NO. 2023-77-3455

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF IRWINDALE AUTHORIZING THE APPROPRIATION OF $31,807.50 FROM

GENERAL FUND RESERVES FOR PERSONNEL INVESTIGAVE

SERVICES BETWEEN THE CITY OF IRWINDALE AND DICKERSON,

MCCULLOCH & ASSOCIATES, LLC
WHEREAS, Section 2.13.040 of Irwindale Municipal Code requires the City Manager, as personnel officer, to conduct investigations as deemed appropriate pertaining to any matter properly pending before him/her; and
WHEREAS, Section 2.13.030(H) of the Irwindale Municipal Code permits the City Manager to recommend that powers and duties conferred to him/her be performed under contract; and
WHEREAS, on September 1, 2022, the City Manager, on behalf of the City of Irwindale ("City") entered into a Contract Services Agreement with Dickerson, McCulloch & Associates, LLC for personnel investigative services for the City in the amount of $30,000; and
WHEREAS, due to the number and scope of investigations, the original contract will need to be amended to increase the contract amount from $30,000 to $60,000; and WHEREAS, the proposed amendment will provide the necessary funding to cover the additional investigative work required to complete the ongoing investigations; and WHEREAS, $31,807.50 of the amended contract amount of $60,000 will need to be appropriated from General Fund Reserves; and
NOW, THEREFORE, the City Council of the City of Irwindale hereby resolves, determines and orders as follows:

SECTION 1. The foregoing recitals are true and correct and are hereby incorporated by this reference.

SECTION 2. The City Council of the City of Irwindale hereby approves the appropriation of $31,807.50 from General Fund Reserves.

SECTION 3. The Chief Deputy City Clerk shall certify to the adoption of this resolution, which shall in turn have immediate effect.

PASSED, APPROVED AND ADOPTED this 11th day of October 2023.

Resolution No. 2023-77-3455

Page 1 ends

ATTEST:

Laura Nieto, MMC
Chief Deputy City Clerk
STATE OF CALIFORNIA }
COUNTY OF LOS ANGELES } ss.

CITY OF IRWINDALE }
H. Manuel Ortiz, Mayor
I, Laura Nieto, Chief Deputy City Clerk of the City of Irwindale, do hereby certify that the foregoing Resolution No. 2023-77-3455 was duly and regularly passed and adopted by the City Council of the City of Irwindale at its regular meeting held on the 11th day of October 2023, by the following vote:

A YES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAIN: Councilmembers:

Resolution No. 2023-77-3455

Page 2 ends

Laura M. Nieto, MMC
Chief Deputy City Clerk
AMENDMENT NO. 1 TO CONTRACT SERVICES AGREEMENT FOR

INVESTIGATIVE SERVICES
This AMENDMENT NO. 1 TO CONTRACT SERVICES AGREEMENT FOR INVESTIGATIVE SERVICES ("Amendment No. l") by and between the CITY OF IR WlNDALE, a California Charter city and municipal corporation ("City") and Dickerson, McCulloch & Associates, LLC, a California limited liability company ("Consultant") is effective as of the 11th day of October, 2023.

RECITALS
A. City and Consultant entered into that certain Agreement for Contractual Services dated September 1, 2022 ("Agreement") whereby Consultant agreed to provide personnel investigation services ("Services").

B. Consultant requires additional time to comprehensively provide Services.

C. By this Amendment No. 1, City and Consultant now desire to amend the Agreement to increase the Contract Sum to a not-to-exceed maximum of Sixty Thousand dollars ($60,000).

TERMS
I. Contract Changes. The Agreement is amended as provided herein. (deletions shown in strikethrough and additions shown in bold italics).

A. Section 2.1 Contract Sum, is hereby amended to read in its entirety as follows:

For the services rendered pursuant to this Agreement, Consultant shall be compensated in accordance with the "Schedule of Compensation" attached hereto as Exhibit "B" and incorporated herein by this reference, but not exceeding the maximum contract amount of Sixty Thousand dollars ($60,000) Thirty Thousand dollars ($30,000) ("Contract Sum").

B. Section 5.1 Term, is hereby amended to read in its entirety as follows:

Unless earlier terminated in accordance with Section 5.2 below, this Agreement shall continue in full force and effect until the maximum contract amount is expended, but not to exceed two (2) years one (1) year.

2. Continuing Effect of Agreement. Except as amended by this Amendment, all provisions of the Agreement shall remain unchanged and in full force and effect. From and after the date of this Amendment, whenever the term "Agreement" appears in the Agreement, it shall mean the Agreement, as amended by this Amendment to the Agreement.

3. Affirmation of Agreement; Warranty Re Absence of Defaults. City and Consultant each ratify and reaffirm each and every one of the respective rights and obligations arising under the Agreement. Each party represents and warrants to the other that there have been no written or oral modifications to the Agreement other than as provided herein. Each party - 1 -
represents and warrants to the other that the Agreement is currently an effective, valid, and binding obligation.

Consultant represents and warrants to City that, as of the date of this Amendment No. 1, City is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement.

City represents and warrants to Consultant that, as of the date of this Amendment No. 1, Consultant is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement.

4. Adequate Consideration. The parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 1.

5. Authority. The persons executing this Amendment No. I 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 Amendment No. 1 on behalf of said party, (iii) by so executing this Amendment No. 1, such party is formally bound to the provisions of this Amendment No. 1, and (iv) the entering into this Amendment No. 1 does not violate any provision of any other agreement to which said party is bound.
[SIGNATURES ON FOLLOWING PAGE)
-2-
IN WITNESS WHEREOF, the parties hereto have executed this Amendment No. 1 on the date and year first-above written.

ATTEST:

Laura M. Nieto, Chief Deputy City Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP
Adrian R. Guerra, City Attorney
CITY:

CITY OF IRWINDALE, a municipal corporation
Julian A. Miranda, City Manager
CONSULTANT:

Dickerson, McCulloch & Associates, LLC
By: ______________ _
Name: Douglas Dickerson
Title: Manager
Address: 25615 Riverbank #E
Yorba Linda, CA 92887
Two corporate officer signatures required when Consultant is a corporation, with one signature required from each of the following groups: I) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONSULTANT'S SIGNATURES

SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS

MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT'S BUSINESS ENTITY. - 3 -

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES
On , 2023 before me, , personally appeared , proved to me on the basis of satisfact01y 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 PENAL TY 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

D INDIVIDUAL

D CORPORA TE OFFICER

TITLE(S) TITLE OR TYPE OF DOCUMENT

D PARTNER(S) D LIMITED

D GENERAL

D ATTORNEY-IN-FACT

D TRUSTEE(S) NUMBER OF PAGES

D GUARDIAN/CONSERVATOR

D OTHER
SIGNER IS REPRESENTING: DA TE OF DOCUMENT
(NAME OF PERSON(S) OR ENTITY(IES))

SIGNER(S) OTHER THAN NAMED ABOVE

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

D INDIVIDUAL

D CORPORA TE OFFICER

TITLE(S) TITLE OR TYPE OF DOCUMENT

D PARTNER(S) D LIMITED

D GENERAL

D ATTORNEY-IN-FACT

D TRUSTEE(S) NUMBER OF PAGES

D GUARDIAN/CONSERVATOR

D OTHER
SIGNER IS REPRESENTING: DATE OF DOCUMENT
(NAME OF PERSON(S) OR ENTITY(IES))

SIGNER(S) OTHER THAN NAMED ABOVE
IZICity Council
DSuccessor Agency
D Housing Authority
D Reclamation Authority
DJoint Powers Authority
Date: October 11, 2023
City if

IRWINDALE

AGENDA REPORT
To:

From:

Honorable Mayor and Members of the City Council
Julian A. Miranda, City Manager
CC Item 7
Issue: Request to Approve a Professional Contract Services Agreement with Universal Engineering Sciences (UES) Inc., for the environmental assessment of the proposed specific plan that includes the construction of a warehouse distribution center/industrial park totaling up to ±3,000,000 square feet with associated parking, and on-site mining and reclamation activities for property located at 15801 First Street (APNS 8533-009-025, 8533-009- 026, 8533-009-027, 8533-009-028 & 8533-009-029).

City Manager's Recommendation:
1) That the City Council approve the attached contract with Universal Engineering Sciences (UES), Inc., for the preparation of an Environmental Impact Report in association with land use entitlement applications for property located at 15801 First Street, Irwindale, CA 91706.

Administrative Action:

Submitted by:

Marilyn Simpson, AICP, Community Development
Director '-"!llA _ fJ O :
(626) 430-2209 fl(aii.X'P" .)ti.~
Prepared by:

Brandi Jones, Senior Planner
Reviewed by:

Electronically Approved
Adrian R. Guerra, City Attorney
Kambiz Borhani, Finance Director I City Treasurer
Approved by:

Julian A. Miranda, City Manager

Page 1 ends

BACKGROUND
Yellow Iron Real Estate, LLC, the Applicant, submitted a request to create a specific plan that includes the construction of a warehouse distribution center/industrial park totaling up to ±3,000,000 square feet with associated parking, and on-site mining and reclamation activities for property located at 15801 First Street (APNS 8533-009-025, 8533-009-026, 8533-009-027, 8533-009-028 & 8533-009-029), in the M-2 (Heavy Manufacturing) zone (Project). The application includes a request for a Specific Plan, General Plan Amendment, Zone Change, Zone Ordinance Amendment, Tentative Parcel Map, Site Plan and Design Review (DA) and the environmental analysis, which is required under the California Environmental Quality Act (CEQA) for land use entitlements.

After soliciting proposals through a Request for Proposals process, Planning Staff reviewed four (4) proposals from consulting firms, interviewed four (4) of the consulting firms, and is now recommending the retention of Universal Engineering Sciences (UES), Inc. to complete the CEQA work necessary evaluate the Project. The Contract Services Agreement with Universal Engineering Sciences (UES), Inc. is for an amount not to exceed $249,510.00 and is attached with this report. An Environmental Impact Report (EIR) will be prepared by Universal Engineering Sciences (UES), Inc.

FISCAL IMPACT
The City's General Fund will not be impacted. Pursuant to the Reimbursement Agreement with the Applicant, which is also presented for City Council approval, the Applicant has agreed to reimburse the City of all costs and expenses incurred by the City related to the services agreed to in the Agreement for Contract Services with Universal Engineering Sciences (UES), Inc. The Reimbursement Agreement requires a deposit account wherein Applicant will make deposits of amounts to cover all costs and expenses of work done by Universal Engineering Sciences (UES), Inc., any other consultant retained forthe Project, and the City Attorney's office for work related to the land use entitlements.

ATTACHMENT
A. Agreement for Contract Services with Universal Engineering Sciences (UES), Inc. (including cost proposal)
Page2
ATTACHMENT "A"

AGREEMENT FOR CONTRACT SERVICES

BETWEEN THE CITY OF IRWINDALE AND UNIVERSAL ENGINEERING SCIENCES THIS AGREEMENT FOR CONTRACT SERVICES (herein "Agreement") is made and entered into this 11th day of October 2023, by and between the City of Irwindale, a California municipal corporation ("City"), and Universal Engineering Sciences (UES), a California corporation ("Consultant"). City and Consultant are sometimes hereinafter individually referred to as "Party" and hereinafter collectively referred to as the "Parties".

RECITALS
A. City has sought, by issuance of a Request for Proposals or Invitation for Bids, the performance of the services pertaining to California Environmental Quality Act (CEQA) for land use entitlements defined and described in Exhibit 1 of this Agreement.

B. Consultant, following submission of a proposal or bid for the performance of the services defined and described in Exhibit 1 of this Agreement, was selected by the City to perform those services.

C. Pursuant to the Section 607 of the City of lrwindale's Municipal Code, City has authority to enter into and execute this Agreement.

D. The Parties desire to formalize the selection of Consultant for performance of those services defined and described particularly in Article 1 of this Agreement and desire that the terms of that performance be as particularly defined and described herein.

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 CONSUL TANT

1.1 Scope of Services.

In compliance with all terms and conditions of this Agreement, the Consultant 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 the City entering into this Agreement, Consultant represents and warrants that it has the qualifications, experience, and facilities necessary to properly perform the services required under this Agreement in a thorough, competent, and professional manner, and is experienced in performing the work and services contemplated herein. Consultant shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all services described herein. Consultant covenants that it shall follow the highest professional standards in performing the work and services required hereunder and that all materials will be both of good quality as well as fit for the purpose intended. For purposes of this - 1 -
Agreement, the phrase "highest professional standards" shall mean those standards of practice recognized by one or more first-class firms performing similar work under similar circumstances.

1.2 Consultant's Proposal.

The Scope of Service shall include the Consultant'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 and this Agreement, the terms of this Agreement shall govern.

1.3 Compliance with Law.

Consultant shall keep itself informed concerning, and shall render all services hereunder in accordance with, all ordinances, resolutions, statutes, rules, and regulations of the City and any Federal, State or local governmental entity having jurisdiction in effect at the time service is rendered.

1.4 Licenses, Permits, Fees and Assessments.

Consultant 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. Consultant 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 the Consultant's performance of the services required by this Agreement, and shall indemnify, defend and hold harmless City, its officers, employees or agents of City, against any such fees, assessments, taxes, penalties or interest levied, assessed or imposed against City hereunder.

1.5 Familiarity with Work.

By executing this Agreement, Consultant warrants that Consultant (i) has thoroughly investigated and considered the scope of services to be performed, (ii) has carefully considered how the services should be performed, and (iii) fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. If the services involve work upon any site, Consultant warrants that Consultant 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 Consultant discover any latent or unknown conditions, which will materially affect the performance of the services hereunder, Consultant shall immediately inform the City of such fact and shall not proceed except at Consultant's risk until written instructions are received from the Contract Officer.

1.6 Care of Work.

The Consultant shall adopt reasonable methods during the life of the 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 - 2 -
acceptance of the work by City, except such losses or damages as may be caused by City's own negligence.

1. 7 Prevailing Wages.

Consultant is advised of the requirements of California Labor Code Section 1720 which provides: prevailing wage rates apply to "[c]onstruction, alteration, demolition, installation, or repair work done under contract and paid for in whole or in part out of public funds, except work done directly by any public utility company pursuant to order of the Public Utilities Commission or other public authority." It is the Parties' understanding that this Project shall not be required to pay prevailing wages pursuant to Sections 1770 - 1781 of the California Labor Code and 33423 - 33426 of the California Health and Safety Code. To this end, Consultant acknowledges and agrees that should any third party, including but not limited to the Director of the Department of Industrial Relations ("DIR"), require Consultant or any of its contractors or subcontractors to pay the general prevailing wage rates of per diem wages and overtime and holiday wages determined by the Director of the DIR under Prevailing Wage Law, then Consultant shall indemnify, defend, and hold City harmless from any such determinations, or actions (whether legal, equitable, or administrative in nature) or other proceedings, and shall assume all obligations and liabilities for the payment of such wages and for compliance with the provisions of the Prevailing Wage Law. The City make no representation that any work completed by Consultant is or is not subject to Prevailing Wage Law.

1.8 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.

1.9 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 to the Consultant, incorporating therein any adjustment in (i) the Contract Sum 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 Consultant. 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 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 Consultant that the provisions of this Section shall not apply to services specifically set forth in the Scope of Services. Consultant 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 Consultant anticipates and that Consultant shall not be entitled to additional compensation therefor. City may in its sole and absolute discretion have similar work - 3 -
done by other contractors. 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.

1.1 O Special Requirements.

Additional terms and conditions of this Agreement, if any, which are made a part hereof are set forth in the "Special Requirements" 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.

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 TWO HUNDRED AND FORTYNINE THOUSAND AND FIVE HUNDRED AND TEN DOLLARS ($249,510.00) (the "Contract Sum"), unless additional compensation is approved pursuant to Section 1.9.

2.2 Method of Compensation.

The method of compensation may include: (i) a lump sum payment upon completion; (ii) payment in accordance with specified tasks or the percentage of completion of the services, less contract retention; (iii) payment for time and materials based upon the Consultant's rates as specified in the Schedule of Compensation, provided that (a) time estimates are provided for the performance of sub tasks, (b) contract retention is maintained, and (c) the Contract Sum is not exceeded; or (iv) such other methods as may be specified in the Schedule of Compensation.

2.3 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 Consultant 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 Consultant is required to attend additional meetings to facilitate such coordination, Consultant shall not be entitled to any additional compensation for attending said meetings.

2.4 Invoices.

Each month Consultant shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month in a form approved by City's Director of Finance. By submitting an invoice for payment under this Agreement, Consultant is certifying compliance with all provisions of the Agreement. The invoice shall - 4 -
detail charges for all necessary and actual expenses by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and sub-contractor contracts.

Sub-contractor charges shall also be detailed by such categories. Consultant shall not invoice City for any duplicate services performed by more than one person.

City shall independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. Except as to any charges for work performed or expenses incurred by Consultant which are disputed by City, or as provided in Section 7.3, City will use its best efforts to cause Consultant to be paid within forty-five (45) days of receipt of Consultant's correct and undisputed invoice; however, Consultant acknowledges and agrees that due to City warrant run procedures, the City cannot guarantee that payment will occur within this time period. In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. Review and payment by City for any invoice provided by the Consultant shall not constitute a waiver of any rights or remedies provided herein or any applicable law.

2.5 Waiver.

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

ARTICLE 3. PERFORMANCE SCHEDULE

3.1 Time of Essence.

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

3.2 Schedule of Performance.

Consultant 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 "Schedule of Performance" attached hereto as Exhibit "D" and incorporated herein by this reference. When requested by the Consultant, 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.

3.3 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 Consultant, 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 Consultant 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 - 5 -
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 Consultant be entitled to recover damages against the City for any delay in the performance of this Agreement, however caused, Consultant's sole remedy being extension of the Agreement pursuant to this Section.

3.4 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 two (2) years from the date hereof, except as otherwise provided in the Schedule of Performance (Exhibit "D").

ARTICLE 4. COORDINATION OF WORK

4.1 Representatives and Personnel of Consultant.

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

Bridget Sherman Branch Manager
(Name) (Title)
Rouzbeh Afshar, PE, PhD Vice President - California
(Name) (Title)
It is expressly understood that the experience, knowledge, capability and reputation of the foregoing principals were a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principals shall be responsible during the term of this Agreement for directing all activities of Consultant and devoting sufficient time to personally supervise the services hereunder. All personnel of Consultant, and any authorized agents, shall at all times be under the exclusive direction and control of the Principals. For purposes of this Agreement, the foregoing Principals may not be replaced, nor may their responsibilities be substantially reduced by Consultant without the express written approval of City. Additionally, Consultant shall utilize only competent personnel to perform services pursuant to this Agreement. Consultant shall make every reasonable effort to maintain the stability and continuity of Consultant's staff and subcontractors, if any, assigned to perform the services required under this Agreement. Consultant shall notify City of any changes in Consultant's staff and subcontractors, if any, assigned to perform the services required under this Agreement, prior to and during any such performance.

4.2 Status of Consultant.

Consultant 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. Consultant shall not at any time or in any manner represent that Consultant or any of Consultant's officers, employees, or - 6 -
agents are in any manner officials, officers, employees or agents of City. Neither Consultant, nor any of Consultant'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. Consultant expressly waives any claim Consultant may have to any such rights.

4.3 Contract Officer.

The Contract Officer shall be the City Manager, or such person as may be designated by the City Manager. It shall be the Consultant's responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and the Consultant 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 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 the City nor any of its employees shall have any control over the manner, mode or means by which Consultant, its agents or employees, perform the services required herein, except as otherwise set forth herein. City shall have no voice in the selection, discharge, supervision or control of Consultant's employees, servants, representatives or agents, or in fixing their number, compensation or hours of service.

Consultant shall perform all services required herein as an independent contractor of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role. Consultant shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. City shall not in any way or for any purpose become or be deemed to be a partner of Consultant in its business or otherwise or a joint venturer or a member of any joint enterprise with Consultant.

4.5 Prohibition Against Subcontracting or Assignment.

The experience, knowledge, capability and reputation of Consultant, its principals and employees were a substantial inducement for the City to enter into this Agreement.

Therefore, Consultant shall not contract with any other entity to perform in whole or in part the services required hereunder without the express written approval of the City. In addition, neither this Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the prior written approval of City. Transfers restricted hereunder shall include the transfer to any person or group of persons acting in concert of more than twenty five percent (25%) of the present ownership and/or control of Consultant, taking all transfers into account on a cumulative basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release the Consultant or any surety of Consultant of any liability hereunder without the express consent of City. - 7 -
ARTICLE 5. INSURANCE AND INDEMNIFICATION

5.1 Required Insurance Policies.

Without limiting Consultant's indemnification of the City and prior to commencement of services, Consultant shall obtain, provide and maintain, at its sole cost and expense, in a form and content satisfactory to City, during the entire term of this Agreement including any extension thereof, the following policies of insurance:
(a) Comprehensive General Liability Insurance. Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage, including without limitation, blanket contractual liability. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO "insured contract" language will not be accepted.
(b) Automobile Liability Insurance. Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with services to be performed under this Agreement, including coverage for any owned, hired, non-owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident.
(c) Professional Liability (errors & omissions) Insurance. Consultant shall maintain professional liability insurance that covers the services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this agreement and Consultant agrees to maintain continuous coverage through a period no less than three (3) years after completion of the services required by this Agreement.
(d) Workers' Compensation Insurance. Consultant shall maintain Workers' Compensation Insurance (Statutory Limits) and Employer's Liability Insurance (with limits of at least $1,000,000).

5.2 Other Provisions or Requirements.
(a) Proof of Insurance. Consultant shall provide certificates of insurance to City as evidence of the insurance coverage required in section 5.1, and for purposes of Workers' Compensation Insurance Consultant shall submit a Waiver of Subrogation endorsement in favor of City, its officers, agents, employees and volunteers. Should the Consultant be a sole proprietor, the Consultant shall complete and submit a declaration of sole proprietors form to the City in lieu of proof of Workers' Compensation as it not required for sole proprietors. The insurance certificates and endorsements must be approved by City's Risk Manager prior to commencement of performance of services.

Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. City reserves the right to require complete, certified copies of all required insurance policies, at any time.
- 8 -
(b) Duration of Coverage. Consultant shall procure and maintain each of the insurance policies required in Section 5.1 for the duration of the Agreement, and any extension thereof.
(c) Primarv/Noncontributing. Coverage provided by Consultant shall be primary and any insurance or self-insurance procured or maintained by City shall be excess to the Consultant's insurance and shall not contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of City before the City's own insurance or self-insurance shall be called upon to protect it as a named insured.
(d) City's Rights of Enforcement. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement.
(e) Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VI (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. (f) Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this Agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City and shall require similar written express waivers and insurance clauses from each of its subconsultants. (g) Enforcement of Contract Provisions (non estoppell. Consultant acknowledges and agrees that any actual or alleged failure on the part of the City to inform Consultant of non-compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder. (h) Requirements Not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Consultant maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by the Consultant. Any available - 9 -
insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.
(i) Notice of Cancellation. Consultant agrees to oblige its insurance agent or broker and insurers to provide to City with a thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage.

G) Additional Insured Status. General liability and automobile policies shall provide or be endorsed to provide that City and its officers, officials, employees, agents, and volunteers shall be additional insureds under such policies. This provision shall also apply to any excess/umbrella liability policies. (k) Prohibition of Undisclosed Coverage Limitations. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved by the City in writing.
(I) Separation of Insureds. A severability of interests provision must apply for all additional insureds ensuring that Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the insurer's limits of liability. The policy(ies) shall not contain any cross-liability exclusions.
(m) Pass Through Clause. Consultant agrees to ensure that its subconsultants, subcontractors, and any other party involved with the services, which are the subject of this Agreement, who is brought onto or involved in these services by Consultant, provide the same minimum insurance coverage and endorsements required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with consultants, subcontractors, and others engaged in the services will be submitted to City for review.
(n) City's Right to Revise Specifications. The City reserves the right at any time during the term of the Agreement to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change.

If such change results in substantial additional cost to the Consultant, the City and Consultant may renegotiate Consultant's compensation.
(o) Deductibles/ Self-insured Retentions. Any deductibles and selfinsured retentions must be declared to and approved by City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, its officers, officials, employees, agents and volunteers, or the Consultant shall provide a financial guarantee satisfactory to the City guaranteeing payment of losses and related investigations, claims administration and defense expense. (p) Timely Notice of Claims. Consultant shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant's - 10 -
performance under this Agreement, and that involve or may involve coverage under any of the required liability policies.
(q) Additional Insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the work.

Performance Bond. (formerly 5.3)
Concurrently •.vith execution of this Agreement, Contractor shall deliver to City a performance bond in the sum of the amount of this Agreement, in the form provided by the City Clerk, 'Nhich secures the faithful performance of this Agreement, unless such requirement is waived by the Contract Officer. The bond shall contain the original notarized signature of an authorized officer of the surety and affixed thereto shall be a certified and current copy of his power of attorney. The bond shall be unconditional and remain in force during the entire term of the /\greement and shall be null and void only if the Contractor promptly and faithfully performs all terms and conditions of this Agreement.

5.3 Indemnification.
(a) Indemnity for Professional Liability. Consultant shall indemnify, protect, defend and hold harmless City and any and all of its officers, officials, employees and agents ("Indemnified Parties") from and against any and all losses, liabilities, damages, costs and expenses, including legal counsel's fees and costs where the same arise out of, are a consequence of, or are in any way attributable to whole or in part by, any negligent or wrongful act, error or omission of Consultant, its officers, agents, employees or Subconsultants (or any agency or individual that Consultant shall bear the legal liability thereof) in the performance of professional services under this agreement. (b) Indemnity for Other than Professional Liability. Other than in the performance of professional services and to the full extent permitted by law, Consultant shall indemnify, defend and hold harmless City, and any and all of its employees, officials and agents from and against any liability (including liability for claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses or costs of any kind, whether actual, alleged or threatened, including legal counsel fees and costs, court costs, interest, defense costs, and expert witness fees), where the same arise out of, are a consequence of, or are in any way attributable to, in whole or in part, the performance of this Agreement by Consultant or by any individual or agency for which Consultant is legally liable, including but not limited to officers, agents, employees or subcontractors of Consultant, but excluding such claims or liabilities to the extent caused by the sole negligence or willful misconduct of the City.

ARTICLE 6. RECORDS, REPORTS, AND RELEASE OF INFORMATION

6.1 Records.

Consultant 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 (the "books and records"), as shall be necessary to perform the services required by this - 11 -
Agreement and enable the Contract Officer to evaluate the performance of such services.

Any and all such documents shall be maintained in accordance with generally accepted accounting principles and shall be complete and detailed. The Contract Officer 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 from such records. Such records shall be maintained for a period of three (3) years following completion of the services hereunder, and the City shall have access to such records in the event any audit is required. In the event of dissolution of Consultant's business, custody of the books and records may be given to City, and access shall be provided by Consultant's successor in interest. Notwithstanding the above, the Consultant shall fully cooperate with the City in providing access to the books and records 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.

Consultant 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. Consultant 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, Consultant agrees that if Consultant 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 Consultant is providing design services, the cost of the project being designed, Consultant shall promptly notify the Contract Officer of said fact, circumstance, technique or event and the estimated increased or decreased cost related thereto and, if Consultant is providing design services, the estimated increased or decreased cost estimate for the project being designed.

6.3 Ownership of Documents.

All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes, computer files, reports, records, documents and other materials (the "documents and materials") prepared by Consultant, its employees, subcontractors and agents in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of the Contract Officer or upon the termination of this Agreement, and Consultant 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. Any use, reuse or assignment of such completed documents for other projects and/or use of uncompleted documents without specific written authorization by the Consultant will be at the City's sole risk and without liability to Consultant, and Consultant's guarantee and warranties shall not extend to such use, reuse or assignment. Consultant may retain copies of such documents for its own use. Consultant shall have the right to use the concepts embodied therein. All subcontractors shall provide for assignment to City of any documents or materials prepared by them, and ·in the event Consultant fails to secure such assignment, Consultant shall indemnify City for all damages resulting therefrom. Moreover, Consultant with respect to any documents and materials that may qualify as "works made - 12 -
for hire" as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed "works made for hire" for the City.

6.4 Confidentiality and Release of Information.
(a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the Contract Officer. (b) Consultant, its officers, employees, agents or subcontractors, shall not, without prior written authorization from the Contract Officer 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 Consultant gives City notice of such court order or subpoena.
(c) If Consultant, or any officer, employee, agent or subcontractor of Consultant, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorney's fees, caused by or incurred as a result of Consultant's conduct.
( d) Consultant shall promptly notify City should Consultant, 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 regarding this Agreement and the work performed there under. City retains the right, but has no obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding.

Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. 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.

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 Los Angeles, State of California, or any other appropriate court in such county, and Consultant 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 Los Angeles, State of California. - 13 -

7.2 Disputes; Default.

In the event that Consultant is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default. Instead, the City may give notice to Consultant of the default and the reasons for the default. The notice shall include the timeframe in which Consultant may cure the default. This timeframe is presumptively thirty (30) days, but may be extended, though not reduced, if circumstances warrant. During the period of time that Consultant is in default, the City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices. In the alternative, the City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Consultant does not cure the default, the City may take necessary steps to terminate this Agreement under this Article. Any failure on the part of the City to give notice of the Consultant's default shall not be deemed to result in a waiver of the City's legal rights or any rights arising out of any provision of this Agreement.

7.3 Retention of Funds.

Consultant hereby authorizes City to deduct from any amount payable to Consultant (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 Consultant's acts or omissions in performing or failing to perform Consultant'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 Consultant, 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 the Consultant to insure, indemnify, and protect City as elsewhere provided herein.

7.4 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 Consultant 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.

7.5 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 - 14 -
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.

7.6 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, Consultant 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.

7.7 Termination Prior to Expiration of Term.

This Section shall govern any termination of this Contract except as specifically provided in the following Section for termination for cause. The City reserves the right to terminate this Contract at any time, with or without cause, upon thirty (30) days' written notice to Consultant, except that where termination is due to the fault of the Consultant, the period of notice may be such shorter time as may be determined by the Contract Officer. In addition, the Consultant reserves the right to terminate this Contract at any time, with or without cause, upon sixty (60) days' written notice to City, except that where termination is due to the fault of the City, the period of notice may be such shorter time as the Consultant may determine. Upon receipt of any notice of termination, Consultant shall immediately cease all services hereunder except such as may be specifically approved by the Contract Officer. Except where the Consultant has initiated termination, the Consultant shall be entitled to compensation for all services rendered prior to the effective date of the notice of termination and for any services authorized by the Contract Officer thereafter in accordance with the Schedule of Compensation or such as may be approved by the Contract Officer, except as provided in Section 7.3. In the event the Consultant has initiated termination, the Consultant shall be entitled to compensation only for the reasonable value of the work product actually produced hereunder. In the event of termination without cause pursuant to this Section, the terminating party need not provide the non-terminating party with the opportunity to cure pursuant to Section 7.2.

7.8 Termination for Default of Consultant.

If termination is due to the failure of the Consultant to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 7.2, take over the work and prosecute the same to completion by contract or otherwise, and the Consultant shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensation herein stipulated (provided that the City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Consultant for the purpose of set-off or partial payment of the amounts owed the City as previously stated.

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 - 15 -
in such action or proceeding, in addition to any other relief which may be granted, whether legal or equitable, shall be entitled to reasonable attorney's fees. Attorney's fees shall include attorney's fees on any appeal, and in addition a party entitled to attorney's fees shall be entitled to all other reasonable costs for investigating such action, taking depositions and discovery and all other necessary costs the court allows which are incurred in such litigation. All such fees shall be deemed to have accrued on commencement of such action and 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 the City shall be personally liable to the Consultant, or any successor in interest, in the event of any default or breach by the City or for any amount which may become due to the Consultant or to its successor, or for breach of any obligation of the terms of this Agreement.

8.2 Conflict of Interest.

Consultant 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 Consultant's performance of services under this Agreement. Consultant 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. Consultant 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 the 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 Consultant 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.

Consultant 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. Consultant shall take affirmative action to ensure 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.
- 16 -
Consultant hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C.A. §§ 1101, et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Consultant 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, Consultant 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 Irwindale, 5050 N. Irwindale Avenue, Irwindale, California 91706 and in the case of the Consultant, 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.

9.3 Counterparts.

This Agreement may be executed in counterparts, each of which shall be deemed to be an original, and such counterparts shall constitute one and the same instrument.

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 Consultant 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.
- 17 -

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 1091or1091.5. Consultant 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. Consultant 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. Consultant 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.

Consultant's Authorized Initials __ _

9.7 Corporate Authority.

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

CITY:
- 18 -
ATTEST:

Laura M. Nieto, MMC
Chief Deputy City Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP
Adrian Guerra, City Attorney
CITY OF IRWINDALE, a municipal
corporation
H. Manuel Ortiz, Mayor
CONSUL TANT:

Universal Engineering Sciences, a
California corporation
By: ____________ _
Name:

Title:

Address:

Bridget Sherman
Branch Manager - Irvine
16 Technology Dr, Ste.139
Irvine, CA 92618
By: _____________ _
Name:

Title:

Address:

Rouzbeh Afshar, PE, PhD
Vice President - California
16 Technology Dr, Ste.139
Irvine, CA 92618
Two corporate officer signatures required when Consultant 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. CONSULTANT'S .SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE

ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF

INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT'S BUSINESS ENTITY.
- 19 -

STATE OF CALIFORNIA

COUNTY OF
On before me, , Notary Public, personally appeared who
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 PENAL TY 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

D INDIVIDUAL

D CORPORATE OFFICER

TITLE OR TYPE OF DOCUMENT

TITLE(S)

D PARTNER(S) D LIMITED

D GENERAL NUMBER OF PAGES

D ATTORNEY-IN-FACT

D TRUSTEE(S)

D GUARDIAN/CONSERVATOR

D DATE OF DOCUMENT
OTHER
-
-- SIGNER(S) OTHER THAN NAMED ABOVE
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
--
--
01005.0005/928465.1

STATE OF CALIFORNIA

COUNTY OF
On before me1 , Notary Public, personally appeared who
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 PENAL TY 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

D INDIVIDUAL

D CORPORATE OFFICER

TITLE OR TYPE OF DOCUMENT

TITLE(S)

D PARTNER( SJ D LIMITED

D GENERAL NUMBER OF PAGES

D ATTORNEY-IN-FACT

D TRUSTEE(S)

D GUARDIAN/CONSERVATOR

D DATE OF DOCUMENT
OTHER
-
-- SIGNER(S) OTHER THAN NAMED ABOVE
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
--
--
- 2 -
PEXHIBIT "A"

SCOPE OF SERVICES
I. Consultant will perform an environmental assessment for a request to create a specific plan that includes the construction of a warehouse distribution center/industrial park totaling up to ±3,000,000 square feet with associated standard vehicle and trailer parking, and on-site mining and reclamation activities for property located at 15801 First Street ((APNS 8533-009-025, 8533-009-026, 8533-009-027, 8533-009-028 & 8533-009-029) ("Project"), including, but not limited to, the following (herein after referred to collectively as "Services"):
- 3 -

APPROACH AND METHODOLOGY
This section is organized into subsections that mirror
the request for information in the solicitation.

OVERALL APPROACH TO MEETING

GOALS AND OBJECTIVES
The UES team will present a clear and easy to read
Final EIR to facilitate public understanding of the
potential effects from the Brew Yard Development
Project which includes a General Plan Amendment
(GPA) to change the Land Use Designation from
"Industrial/Business Park" to "Brew Yard Specific Plan;" Zone Change from the current zoning classification
of M-2 "Heavy Manufacturing" to "Brew Yard Specific
Plan;" Zoning Code Amendment to add the "Brew Yard
Specific Plan" to Title 17 Zoning of the Irwindale Municipal Code; Tentative Subdivision Map to create at least twelve (12) lots; and a Conditional Use Permit (CUP) to allow for rnining and reclamation activities in accordance to SMARA and the Chapter 17.63 "Surface Mining and Reclatnation Plans," of the Irwindale Municipal Code. The EIR will fully address anticipated changes
to the environment, "the physical conditions which
exist within the area which will be affected by the
proposed project, including land, air, water, minerals, flora, fauna, noise, objects of historic or aesthetic
significance," associated with implementation of the
proposed Brew Yard Specific Plan and each project
alternative. The analysis of impacts will be in sufficient detail to address implementation of the proposed
specific plan for each resource area and may identify
additional analysis required for CEQA compliance on
individual components of the Brew Yard Specific Plan
Project to mitigate potentially significant impacts.

Environmental analysis and identification of significant impacts will be made according to criteria established by regulation, accepted standards, or other definable criteria. In performing the environmental
analysis, the UES team will rely on professional judgment, input fro1n City staff members, performance of field surveys, and review of existing documentation.

The UES team will provide the following specific resources to assist the City in achieving project's stated objectives by providing environmental clearance:
• A project team with relevant experience working
on projects with specific plan development and
mining. A project team with regional experience that
have knowledge of environmental issues unique to
Irwindale and the Brew Yard Specific Plan Project
area.

Universal Engineering Sciences I 74
- 4 -
cs :t!I:!
~· lll!Et · 7/lf ScopeofWork
• A Project Manager, Brent L. Moore, CEP who is not
only experienced in environmental documentation
and permit acquisition, but who is an experienced
professional in planning, commercial development
and mining.
• Effective and frequent communications with
the City and its planning and engineering team,
regulatory/trustee agencies, and other stakeholders
involved with the Brew Yard Specific Plan Project.
• A rigorous Project Work Plan that includes a work
breakdown structure, resource~loaded schedule,
description of milestone deliverables, document
control procedures, and contract administration
procedures.
• Careful scheduling of tasks so as not to get ahead
of the final specific plan, design, and planning
information, within an envelope large enough to
accommodate changes as design, planning, staging,
and access decisions are finalized.
• Full service, in-house UES staff demonstrably
capable of performing outstanding work on time,
and on budget.
• Peer reviews including working with UES staff to
eliminate rework that would have an effect on cost
and schedule,
• A comprehensive QA/QC plan to ensure that quality
is built in at the beginning and verified as the project proceeds.

APPROACH TO COORDINATING,

MANAGING THE WORK TO MEET

PROJECT MILESTONES ANO

DELIVERABLE OATES
On-time completion starts with a common understanding of the scope of work, a schedule that identifies specific deliverables from the UES tea1n as well as assumptions regarding the availability of required
information from the City regarding the project
description, and explicit review and response responsibilities of all parties. Specifically, our approach will focus on the following:
,,,;,+;:;t£
• Provide Effective Project Management, based
on implementation of the Work Plan. This plan
will be used to manage the budget, schedule, and
technical quality of the assignments, communicate
expectations and requirements to the project team,
and implement corrective actions, if needed.

Our Project Management System provides our
project manager with timely information and
data required to successfully control schedule,
cost-reimbursable and staff task orders. This
information includes:
• Daily tracking of costs incurred.
• Daily tracking of costs scheduled.
• Projection of costs and schedules,
• Time-phased budget and spending curves.

Cost and manpower planning projections.
• Progress monitoring through earned~value
analysis.
• Variance forecasting.

Accurate task order estimates for effective
budgeting.
• Paperless reporting through electronic access.
• Follow City CEQA Guidance, and latest Initial
Study Checklist for preparation of the EIR, including
format, content, quality assurance/quality control,
and direction regarding analyses, with respect to
cumulative impacts, alternatives, transportation I
circulation, greenhouse gases, and cultural resources.
• Manage Project Description Information, as there
will be some concurrent development of the final
elements of the specific plan, design and preparation
of the environmental document. Managing change
in the project description is the single most critical
factor in meeting cost and schedule goals, so we will
work with the City to determine a "hands off" date for
the Project Description so that key analysis does not
have to be redone.
• Maintain Strong Communications within our
project team and with the City. Our team goal is to
maintain "shared vision" for the proposed project and
addresses issues in advance to avoid surprises.

Universal Engineering Sciences I 75
- 5 -

PROCESSES/MEASURES TO
CONTROLCOSTSCHEOUL~

TRACKING DELIVERY/

PERFORMANCE, MAXIMIZING
QA/QC

SHARED VISION/COMMUNICATIONS
The Work Plan, Coordination and Communication,
Progress Meetings and Progress Reporting all focus
on preparing a plan, communicating the plan, following the plan, and exception reporting to address rernedial action.

We will create an integrated working relationship with
the City. We will routinely communicate in person, at
meetings, by telephone, by e-mail and through ftp
sites. We don't wait for com1nunications from the City; we are proactive in communicating project status,
questions, issues to be resolved, the need for meetings, and good news.

Progress meetings between UES and City staff will be
held monthly, at a minimum, and important points
communicated to the UES team. UES will prepare a
formal agenda for all progress meetings. Meeting
minutes, including key decisions and action items, will be prepared. A typical meeting agenda will include
approval of meeting notes from the prior meeting,
topical project issues, schedule, review of action items from the current meeting and open action items from
past rneetings, and administrative items.

COST & SCHEDULE CONTROL
We will carefully monitor and control project costs
and schedule to meet the budget and milestone
deliverable due dates agreed upon with the City.

UES controls work by building multi-level schedules
and establishing milestones at the appropriate level
of detail with the project work breakdown structure
(WBS) as the basis. Reports and information are
tailored to various levels of management with
the degree of detail required for the execution of
their responsibilities. Vertical integration ensures
that the detailed activities depicted on lower-tier
schedules are consistent with the summary activities
reflected at higher levels. Standard reporting features include project status, earned value, monthly billing
(including subconsu\tant invoices} and budget/schedule/task completion accountability.

COST & SCHEDULE VARIANCES
We regularly monitor the project's activities, cost, and schedule to ensure that they are consistent with the
timeframe and goals. Cost variances are identified on
UES's project management reports described above,
which compare budgeted versus actual a1nounts by
subtask. Schedule variances are identified through
comparing actual work performed to the schedule.

The schedule is an important component of the
overall management of a project and this topic will be
included at all progress meetings.

UES will submit a monthly project status report to
the City which will highlight work performed and
upcoming work, including critical paths, milestones,
schedule reporting, an estimate of actual percent
complete, a summary of current expenditures versus
budgeted costs and issues that may affect the above.

The monthly project status report will also include
any areas of concern, and identify areas needing
immediate attention, including conflicts and timing
of needed decisions to resolve those conflicts. In
addition to the formal written reports, progress
reporting will also occur during frequent conversations and meetings between our Project Manager and the City's staff.

PROJECT DELIVERABLES
Our process for preparing a deliverable includes internal rough draft, technical editing, discipline leader review, project management review, quality control
review, and final word processing and production,
followed by a review of the copy ready product by the
project manager prior to submission to the City. This
occurs for both draft and final documents.

QUALITY ASSURANCE/QUALITY CONTROL
Our Work Plan outlines the QA/QC process and protocols that we will use to ensure that all work completed on the project is checked and completed with a uniform standard of quality and accuracy. We will
establish internal peer reviewers consisting of experts from UES who will regularly perform QA/QC activities
on all deliverables.

Universal Engineering Sciences j 76
- 6 -

UNDERSTANDING DF POTENTIAL

REGULATORY, ENVIRONMENTAL,

AND/DR CONSTRUCTION

CONSTRAINTS ANO HOW LIES

WILL SUPPORT THE CITY IN

COMPLETING THIS PROJECT ON

SCHEDULE AND ON BUDGET

UNDERSTANDING CONSTRAINTS
UES's engineers, scientists, planners, and construction managers have worked on complex facilities such
as the proposed Brew Yard Specific Plan Project in
the past and bring to this project their wisdom and
experience in managing the interplay among design,
engineering, environmental, and construction issues
that may arise on a project with remediation issues,
mining redamatlon issues, and reuse issues, transportation access issues, at an active work site such as the Brew Yard complex.

We encourage the interdisciplinary meetings with
City planners, administrators, and engineers to ensure
that proposed mitigation measures would satisfy
regulatory requirements, be practicable to implement
in the field, can be enforceable through the specific
plan, and be cost effective.

SCHEDULE CONSTRAINTS
The primary schedule constraint is the availability of
final mining reclamation plans, tentative subdivision
maps, for the specific plan area, which must include a
certain level of information about the project (including location of egress/ingress, mining operations and reclamation plans), construction staging areas,
and hazardous materials management, and access to
various portions of the site. If all details of the specific plan, mining operations, reclamation plan, and subdivision can be defined earlier, this will reduce the overall schedule.

A second schedule constraint is the blooming season
for rare plants or plants that sustain special-status
species. If surveys are needed, they would be performed during the blooming period, which is a several-month period in spring and early summer. We can work around this constraint to some extent by leaving
placeholders for this information in draft documents.

A major influence on the schedule will be the potential of the proposed project to affect wetlands and waters of the U.S. The specific plan area PA 1 does
have several water features identified on the National
Wetland Inventory map as ''riverine" and "freshwater
shrub wetland" and known groundwater issues which
may become a factor as the reclamation and specific
plan are finalized.

ON SCHEDULE/ON BUDGET
UES team's resume includes environmental consulting and related professional services at dozens of specific plan, industrial, commercial, and mixed use
developments. We have also worked at numerous
private/client facilities in the region and elsewhere
in the nearby communities. Our related experience
provides us with keen insights on how to support the
City on multiple development projects contemplated
for the Brew Yard Development Project. We believe
we can be a key partner to assist the City in timely
delivery and startup of these projects, by virtue of
our ability to deliver high quality and cost-effective
environmental services. In addition, because of our
lengthy presence in the Southern California region,
we have established strong professional relationships
with the regulatory agencies responsible for oversight
and approval of the Brew Yard Development Project.

Key members were selected because of their technical
qualifications, experience, flexibility, and record of
success in managing complex projects in this region
on schedule and within budget.

EXPERTISE PROVIDED FOR ALL

ENVIRONMENTAL SERVICES

REQUIRED

IN-HOUSE EXPERTISE
UES is a large firm with a local office and eight other California locations, and we have the personnel
that match the requirements of the RFP. We have
the resources to perform the services required to
complete the environmental documentation, we have
the ability to critically review our own work, and we
have the resources to perform peer review of the
documents submitted by the Applicant: Hydrology,
Sewer Study, Geotechnical, Phase I ESA, Water Source
Assessment (WSAJ, and Fiscal hnpact Report to ensure
a high level of quality and minimize redoing work
Universal Engineering Sciences j 77
- 7 -
~ ?:i!8' "
~- llE!t diif ~ Scope of Work
" ~ jiff»::;;
and costs. The specialties of the firms and individuals comprising our team are provided in Section 2, under
Staff Capabilities & Organization.

PREPARING REGULATORY DOCUMENTS AND

TIMELY PERMIT APPLICATIONS
Although the City's project is technically challenging
and requires an excellent project team, the regulatory
aspects of the project effort are so critical that the
best local experts are required. The planning, public
perception, and permit management aspects of the
project will control project success. The UES team
is adept at al! aspects of land use planning, mining
SMARA permitting, hazards materials removal, and
design/construction, and are also among the best in
the state for permitting, and planning. This makes us
uniquely qualified for the proposed project
The UES team vision to forge the path to success for
the critical planning, public perception, and engineering aspects of the effort are outlined in our proposal and are summarized here:
• Use the preliminary specific plan, subdivision map,
CUP, reclamation plan, and site plan to develop
a shared vision on the project scope, schedule,
and level of quality with the City within a month
of project initiation. The shared vision will be
documented in a final preliminary project description
package.
• Develop a shared vision with the relevant agencies
and affected special districts on project goals
and constraints. The preliminary specific plan
provides the catalyst to forge the shared vision.

The project must be evaluated both for short-term
considerations and cumulative impacts. In this effort
the preliminary specific plan may be modified to
accommodate the affected party's needs.
• Identify and outline a mitigation plan for the project critical path and potential"pinch-points" (most
critical path concerns appear to be associated with
administrative functions, [i.e., agency review of
designs, permits, and discretionary permits}, Develop
a commitment from the agencies to manage the
administrative aspects of the project
• Address and resolve the concerns of wetlands and
mining reclamation issues early in the project These
issues will come up as roadblocks in the CEQA
process if not addressed early in the effort.
• Determine the aspects of the project that would
trigger specific permits as early as possible and
identify the standard processes and timelines for
these permits. Identify the type, level, and timing
of any surveys and technical studies required to
obtaining permits early on.
• Work closely with the City to consider opportunities
to avoid impacts to sensitive resources and identify
opportunities for conservation or enhancement.
• Maintain open interaction and inclusion with the
agencies and Special Districts during the specific plan public participation process, tentative subdivision
map, and CUP public hearing process by regular
status reports and review meetings.

CONSULTATION WITH REGULATORY AGENCIES
UES has worked with all of the regulatory agencies
that may be involved in permitting or approving the
proposed project and have experience in providing
permitting support. The UES biology staff work
frequently with regulatory agencie_s, including the
Army Corps of Engineers, US Fish and Wildlife Service,
California Department of Fish Wildlife, National
Marine Fisheries Service, and the Regional Water
Quality Control Board (RWQCB), with the local agencies permitting staff and with other clients.

SPECIALIZED EXPERTISE IN SMARA
UES tailors our work to suit each mining customer's
need. Depending on specific project requirements,
our involve1nent ranges from:
• Full service, strategic planning, and engineering
assistance to aid a client in achieving the most cost~
effective mining operation, or
• Niche services to aid a client in fulfilling a dearly defined task, on-schedule and at the lowest
appropriate cost
Our clients benefit by being able to tailor our scope
to best satisfy each program need: From a narrow
perspective of completing dearly defined activities
(e.g., air modeling, cultural resource inventories); to a broader perspective of solving issues which will
have major irnpact to long-term operating costs (e.g.,
tailings disposal design, reclamation plan,), environmental liabilities, or closure costs.

Universal Engineering Sciences j 78
- 8 -
~ ~ ,~
~· 111111- Jf(j Scope of Work
~ xif~~ " "
UES has worked with many mining clients in Southern
California which includes Vulcan Materials Company,
Gibson and Shaeffer Inc., River Rock and Sand
Inc., Granite Construction, Teichert Construction,
Robertson's Ready Mix, Calmat Companies, Superior
Ready Mix, Val-Rock, Inc., G!amis Gold, Protech Minerals, and Cemex.

UES has assisted SMARA lead agencies conduct and
prepare reviews of mining applications for permits
and/or reclamation plans (or amendments thereto),
and submit reclamation plans and financial assurances to the Department of Conservation's Division of Mine Reclamation (DMR) and the State Mining
and Geology Board (SMGB) for technical review and
comment prior to approval. We have assisted SMARA
local lead agencies with annual review of financial
assurances, annual inspections mining operations for
compliance, and writing enforcement actions.

Because of UES's mining engineering, permitting,
remediation, reclamation planning, and construction
capabilities, the company is uniquely qualified
to evaluate realistic restoration and reclamation
options and costs, to implement innovative mitigation approaches (such as incorporating restoration into new projects or ongoing operations), and to
execute actual restoration and reclamation actions.

Integrating the CEQA process into a restoration
and reclamation plan is another way UES can
streamline the mitigation, restoration, and mining
reclamation process.

In recent years, mining companies have begun
to take action to Insulate themselves from being
named as a potentially responsible party in a Natural
Resources Damage Assessment (NRDA) claim and to
mitigate damages to natural resources by strategically
incorporating resource restoration measures into
operations, construction, and reclamation projects.

UES has extensive and recent experience in assessing potential resource damages, evaluating, and planning efficient restorations, managing cases, and
formulating case strategies. UES is a national provider of NRDAs support, aiding clients in responding to
claims for damages to resources and in providing case
management support and strategies, which will be
utilized in the CEQA documentation process to assure
the public the City is being responsible in protecting
the public's interests in issuance of a CUP for the
mining reclamation plan

TEAM ORGANIZATION,

AVAILABILITY OF INDIVIDUALS

IDENTIFIED IN PROPOSAL AND

INTERNAL AND EXTERNAL

REPORTING RELATIONSHIPS
UES will have overall management and direction
of the project team. Brent L. Moore, CEP will be
the project manager who will provide day-to-day
management of the internal team and will provide
a single point of contact for the City for routine
communications with the team. Brent has successfully
worked with each of the regulatory and trustee
agencies on various city and county projects in the
Southern California region over the past decade.

Brent, as the UES California Director of Permitting,
Planning, and Environmental Sciences will also be
responsible for ensuring UES dedicates the staffing
necessary to achieve success and meet expectations
of the City. In addition, Brent will be responsible for resolving any conflicts which might arise and seek
acceptable solutions. UES will copy the City in emails
and other correspondence and will take direction
regarding the environmental document from City
Staff. All other external communication (agencies,
jurisdictions, members of the public) will be through
the City. An Organizational Chart that identifies the
roles and reporting responsibilities of key personnel
and project staff is provided in Section 2. The staff
selected fs available for the duration of the project.

LOCATION WHERE THE WORK

WILL BE PERFORMED
This project will be managed in UES' Irvine office
located at 16 Technology Drive, Suite 139, Irvine, CA
92618, within an hour's drive of Irwindale. Additional
support will be provided from our West Sacramento
office, which offers local access to State agencies
in Sacramento. These UES locations allow for our
proximity to the project site while bolstering our
team's ability to coordinate and collaborate with
representatives of both the City of Irwindale and the
State of California.

Universal Engineering Sciences I 79
- 9 -

APPLICANT TECHNICAL

STUDIES PEER REVIEW
We have included in this scope of work Peer Review
or analyses of Applicant submitted environmental
technical studies which include Hydrology, Sewer
Study, Geotechnical Report, Phase I ESA, Water Source
Assessment (WSA), and Fiscal Impact Study.

UES will provide Peer Review of the studies listed
above and develop a Peer Review memorandum to
ensure that the review of existing information related
to all the studies provided by the Applicant are
sufficient to develop a technical assessment for those
resources within the project EIR. After determining
that the studies are adequate, we will summarize and
incorporate them into the EIR as needed.

Universal Engineering Sciences I BO
- 10 -
,. lllll!t , l " ' Scope of Work iJ ~§ ~ ~ ~

TASK DESCRIPTIONS
The information presented in this section includes
detailed descriptions of the work by task and subtask.

Deliverables are identified, including number of
copies and format. Brent Moore will coordinate the
work tasks, manage the contract ensure quality and
timeliness of work products, and be the principal
contact for the City of Irwindale. All work will be
performed by UES.

Subsection 1 provides a detailed description of the
tasks needed to complete the Environmental Impact
Report (EIR). Subsection 2 provides additional
resource-specific detail, and Subsection 3 provides
assumptions by task.

1. DETAILED DESCRIPTION OF

TASKS - ENVIRONMENTAL IMPACT

REPORT PREPARATION
TASK 1: MANAGEMENT, COORDINATION,

CONSULTATION AND WORK PLAN
Subtask 1.1 - Project Management
At project initiation, UES will set up project management processes and control systems and enter into subcontract agreements with subcontractors if the
City and UES find necessary. We will manage their
activities and provide regular communication to the
UES teatn. Under this task, subcontractor invoices
will be prepared and reviewed for accuracy and
conformance with the scope and format requirements
before being provided to the City. Invoices will be
submitted monthly in a format approved by the City.

Monthly progress reports will be prepared to convey
the principal activities occurring during the billing
period, identify work planned and important milestones for the upcoming month, summarize budget versus expenditures and actual percent complete,
suggest schedule updates for discussion (if any),
and identify any project issues that arise including
issues or scope changes that may affect overall
cost or schedule.

UES will establish and maintain a hard copy Project
File as well as electronic copies of project-related
materials. Copies of all files will be available to the project team and the City, and upon project completion, will be transferred to the City. The Project File will be maintained to meet the require1nents of CEQA
Administrative Records. The Administrative Record
("AR" or"record") {fonnally called the "Record of Proceedings") is the heart of any CEQA (Pub. Resources Code, § 21000 et seq.) lawsuit as it constitutes the
entire body of evidence presented to the Irwindale
Planning Commission and City Council, which assists
the court in its review of the City's action. The UES
Project File will consist of evidence regarding City
consideration, either directly or indirectly (through
staff), in making their decision on the Brew Yard
Development Project. The Project File and AR will
memorialize administrative proceedings providing
evidence of the City's compliance with CEQA.

Subtask 1.2 - Prepare and Update Work Plan
UES will develop a draft Work Plan in consultation
with the City. The purpose of the work plan is to
transmit pertinent information to the project team
related to the overall conduct, coordination, and
completion of services. The work plan will include a
detailed explanation of the management approach,
processes, and methodology that UES will use to identify and conduct required studies for the EIR process; prepare the EIR and required permits; coordinate with
the City, agencies, and others; assist the City Planning Department in scoping/public involvement efforts;
and provide quality assurance and quality control
procedures. In addition, the following information
will be included:
• Overall project objective.
• Breakdown by subtask: objective of the task, brief
description of the work to be accomplished, key
individuals With pertinent experience responsible for
the subtask, pertinent assumptions, deliverables, and
budget, in substantive conformance with the final
scope of work.

Universal Engineering Sciences j 81
- 11 -
• Detailed project schedule: including review periods
to be developed in consultation with the City,
detailing all tasks and subtasks including sequence,
duration, dependencies, milestones and deliverable
dates. A draft schedule is provided in Section 7.

Updates t~ the schedule will be provided as required,
in concert with City staff.
• Quality Assurance/Quality Control Plan.
• Health & Safety Plan.
• Public Outreach Plan.
• Invoicing procedures and requirements.
• GIS and mapping requirements.
• Communications protocols.
• Contact list.
• Record-keeping requirements.

UES will finalize the Work Plan within two weeks of
receiving comments from City.

Subtask 1.3 - Coordination and Consultation
This task includes meetings to consult with other City
project teams and with other agencies as scoped or
determined necessary by the City. For all meetings,
UES will draft meeting agendas and finalize them
after comment from the City. UES will draft meeting minutes, to include key issues, decisions, and action items, and will finalize them after City comments are received.

1.3.1 ONGOING COORDINATION WITH

CITY OF IRWINDALE
In addition to the meetings and other activities
described below under this subtask, UES will provide
ongoing coordination of information with the City as
required. Such coordination usually occurs by email or
telephone conversation. This proposal assumes that
an average of two hours per week will be spent on
such activities during the life of the project.

1.3.2 PROJECT KICK-OFF MEETING
A kick-off meeting will be held at the City's offices.

Meeting participants will include City representatives, Applicant, key members of the UES team, including
Resource Task Leaders. The kick-off meeting will be
an opportunity for City staff, Applicant, and the UES
team to review the Scope and Work Plan, identify
needed information, discuss protocols for onsite visits and access, and other outstanding issues.

1.3.2(A) SITE RECONNAISSANCE (ADDITIONAL

RECOMMENDED ACTIVITY)
UES proposes to conduct a reconnaissance of the
project area following the kickoff meeting, to be
accompanied by City staff and Applicant for access
and orientation purposes. This reconnaissance will
include the location of the proposed disturbance
areas, location of new egress/ingress, discussion of
mining operations and reclamation plans, along with
any offsite staging areas, to acquaint the project team with the site and surrounding areas. For many disciplines, this will be the only site visit required.

1.3.3 PROJECT TEAM MEETINGS
Project team meetings will be held with the City
no less than monthly for the duration of the study.

An allowance is made for, on average, attendance
by one additional team member at up to 3 of these
meetings. The Contract/Project Manager and Deputy
Project Manager are assumed to attend the meetings.

The composition of other attendees would vary
depending on the topic(s) to be discussed. Therefore,
an allowance has been made at the Deputy Project
Manager level in this submittal. Forty-eight (48) two
(2) hour meetings are assumed. The agenda of each
meeting will be set by the UES Contract/Project Manager in coordination with the City Project Manager/ ElR Coordinator, and will generally discuss project
schedule and progress, direction and scope of the
technical sections, and key issues to be resolved and
proposed solutions.

1.3.4 COORDINATION MEETINGS WITH OTHER CITY

PROJECTTEAMS
Under this subtask, meetings will be held with other
City project teams, as required for coordination and
as determined by the City. The Project Manager and
Deputy Project Manager are assumed to attend the
1neetings. The composition of other attendees will
vary depending on the topic{s) to be discussed. Ten
(10) two-hour meetings are assumed.

Universal Engineering Sciences ! 82
- 12 -
~ ,flF
~· IJl!lt il S<ope of Work
y,f!!!Jlt

1.35 ADDITIONAL MEETINGS AS REQUESTED
This task is for additional meetings not identified
elsewhere in this scope of work, as requested by the
City during critical work phases. Ten (1 O) two-hour
meetings are assumed. The Contract/Project Manager
and Deputy Project Manager are assumed to attend
these tneetings. An allowance is made for, on average,
attendance by one additional team member at up
to 3 of these meetings. The composition of other
attendees would vary depending on the topic(s) to be
discussed. Therefore, an allowance has been made at
the Deputy Project Manager level in this submittal.

1.3.6 CEQA SCOPING MEETING
Up to three (3) members of the UES team will
attend one 4-hour-Jong CEQA public scoping
meeting to be held at the City of Irwindale City Hall.

Efforts associated with planning this rneeting, and
providing a scoping meeting summary report, are
included in Task 4,

1.3.7 CITY COUNCIL, PLANNING COMMISSION, AND

CITY MEETINGS
At the direction of the City, the UES Project Manager
and Deputy Project Manager will attend up to four (4)
four-hour long meetings related to the EIR at the City
Council, Planning Commission, and/or City offices.

1.3.8 MEETINGS WITH OTHER AGENCIES
Under this subtask, meetings will be held with regulatory and/or other agencies, as required for coordination to determine permit requirements or other coordination, as required by the City. The Project
Manager and/or Deputy Project Manager are assumed
to attend the meetings. Ten {10) two-hour meetings
are assumed. An allowance is made for, on average,
attendance by one additional team member at up to
three of these meetings. The composition of other
attendees would vary depending on the topic(s) to be
discussed. Therefore, an allowance has been made at
the Deputy Project Manager level in this submittal.

1.3.9 GIS COORDINATION AND MAPPING
UES will meet with City's GIS staff and other existing
sources, if applicable, to receive the most updated
GIS data for the Brew Yard Development Project.

Resource task leaders will use this information to
develop new GIS data from field observations or other
sources (e.g., field maps, GPS receivers, and hard
copy reports, etc.) that will be used in Task 3, Conduct Environmental Surveys and Prepare Studies. UES will
organize and assemble this information to create GIS
data layers that can be incorporated into the City's
GIS system. UES will manage the project GIS data and
will be the GIS clearinghouse for all team members.

GIS data management will include coordination of
data from all team members. The cost estimate for
this task includes up to 8 hours for acquisition of
existing GIS data from the City or other sources and
to obtain pertinent additional existing GIS information. Additional hours for GJS support are included under each subtask.

Subtask 1.4 - Prepare Administrative Record
Under this subtask, UES will maintain project files for the administrative record, for transmittal to the City
under Task 8. The administrative record will include all plans, reports, correspondence, and other appropriate
documents pertaining to environmental review,
permitting, etc. Two hard copies and two CD ROMs
of a fully collated, organized, indexed set of files will be provided to the City within 20 working days of the
completion of environmental review and permitting.

Task 1 Deliverables:
• Monthly invoices, (4 hard copies and 1 electronic
copy)
• Draft and final monthly progress reports as described under Subtask 1.1 above (4 hard copies and 1
electronic copy)
• Draft and final Work Plan as described under Subtask

1.2 above (4 hard copies and 2 CD ROMs), including
but not limited to:
• Roles and responsibilities of each team member
and communications channels
• Schedule of activities
• List of deliverables
• Costs for each task and subtask
• Draft and final meeting agendas and meeting
minutes as described under Subtask 1.3 above
(electronic).
• Draft and final GIS base maps for use in Task 3 plans and reports (3 hard copy color maps (11 x 17); 3 sets
Universal Engineering Sciences I 83
- 13 -
of GIS data layers and pdf of assembled layers on

CD ROM)
• Updated project schedule at monthly meetings
(electronic)
• (See Task 8 for Submittal of Administrative Record)
TASK 2: REVIEW BACKGROUND

INFORMATION AND PEER REVIEW APPLICANT

ENVIRONMENTAL TECHNICAL REPORTS
City of Irwindale will provide the UES team with
copies of all relevant background information available from City files, including infonnation developed for the specific plan, subdivision map, ingress/egress, CUP, general plan amendment, zone change, Title 17
Zoning Code amendments, surveys, facility inventory
reports, previous 1naster plans, mining reports,
reclamation plans, etc. The City will provide all the
Applicant provided environmental technical reports
which include Hydrology, Sewer Study, Geotechnical
Report, Phase I ESA, Water Source Assessment (WSA),
and Fiscal Impact Study. UES will provide Peer Review
of the studies listed above and develop a Peer Review
memorandum to ensure that the review of existing
information related to all the studies provided by
the Applicant are sufficient to develop a technical
assessment for those resources within the project
EIR. After determining that the studies are adequate,
we will summarize and incorporate them into the
EIR as needed.

UES will develop a list of all information provided
by the City and any additional relevant background
information that UES may have in its files. This list
will be reviewed by the City for completeness, and
the UES team, will then review the background
documents. The UES team will identify any data gaps
that may be required for completion of Tasks 3 and 4.

Such information may include a general inventory of
hazardous materials stored on site, existing pennits
and plans associated with the existing facilities within the specific plan area (if any), geotechnical information, traffic reports, prevailing speed studies for Irwindale Avenue, etc.

Task 2 Deliverables:
111 Draft and final list of relevant background
information (electronic)
• List of data gaps and required additional information (electronic)
• Peer Review Memorandum (electronic)
TASK 3: CONDUCT ENVIRONMENTAL SURVEYS

AND PREPARE STUDIES
Subtask 3.1 - Prepare Environmental and
Cultural Resources Survey Plans/Reports
The UES team will prepare a Draft and Final Environmental Survey Plan and Cultural Resources Survey Plan, listing existing and potential environmental
studies required by the project, and identifying and
describing any required regulatory agency survey
protocols, a strategy for acquisition of all necessary
resource agency approvals addressing all applicable
local, state, and federal permit requirements (to the
extent that such information is known in the absence
of a final project description), and timeframes for
completion. Based on a preliminary windshield survey
of the site, it is anticipated that the following studies to document existing conditions will be required:
111 Visual resources
111 Biological resources
111 Cultural resources (historical/cultural/paleontological resources), unless such information already exists
111 Geology, soils, and seismicity
• Hazardous materials and waste
• Hydrology and water quality
• Transportation/Circulation
111 Air quality/Greenhouse gases
111 Noise and vibration
The UES team will coordinate with the City to collect
and analyze information to complete these studies,
in accordance with the regulatory agency survey
protocols identified in the list of studies described
above. For biological and cultural resource studies,
the reports will include a draft and final report of
findings, site descriptions, photographs of survey site, and other relevant information including the following report sections: introduction, purpose, methods (protocols followed), and survey results. For other
resources, the reports will be formatted for use in the existing conditions sections of the First Administrative Draft EIR, Task 5.

Universal Engineering Sciences I 84
- 14 -
If additional environmental studies are identified as
an outcome of Subtask 5. 1, EIR Alternatives Analysis,
the survey plans will be revised under Subtask 5. 1.

Subtask 3.2 -Prepare Permit Acquisition
Strategy Memorandum
The UES team will prepare a memorandum describing
all necessary resource agency approvals, addressing
all applicable federal, state, and local permit requirements. This memorandum will be prepared following the completion of Subtask 3.1 and preparation of a
project description (see Subtask 5.2),
Task 3 Deliverables:
• Two Drafts and one Final Environmental Survey Plan
(including protocols developed and completion
timeframes) {2 hard copies and 2 CD ROMs)
• Two Drafts and one Final Cultural Resources Survey
Plan (including protocols developed and completion
timeframes), and implementation, provided the
surveys have not been completed, as described
above (2 hard copies and 2 CD ROMs)
• Two Drafts and one Final environmental and cultural
resources survey reports, provided the surveys have
not already been completed, as described above (2
hard copies and 2 CD ROMs; GIS shape files using
protocols compatible with the SF PUC Enterprise GIS
system}.
• Draft and final permit acquisition strategy
1nemorandum (2 hard copies and 2 CD ROMs).

As-Needed Tasks
Based on the results of the biological reconnaissance
survey, the following optional tasks tnay be required:
• As-Needed Task3(a): Wetland delineation - If
the reconnaissance survey finds that jurisdictional
wetlands or waters are present within the Brew Yard
Development Project area which may be disturbed
by planned devlopment a one-day site visit will be
conducted by UES biology staff to delineate these
features following the U.S. Army Corps of Engineers
manual and regional supplement, lf required.

Deliverable: Draft and Final Wetland Delineation
Report (2 hard copies and 2 CD ROMs)
• As-Needed Task3{b): Focused rare plant survey - If
it is determined that suitable habitat for rare plants
occur at the project location, a rare plant survey will be conducted by UES biology staff. This consists
of three one-day site visits that coincide with the
appropriate flowering time for each potential species.

During this survey, a determination will be made
whether this location contains suita!:>le habitat for
rare and endangered plants.

Deliverable: Draft and Final Rare Plant Survey Report
[2 hard copies and 2 CD ROMs)
TASK 4: CEQA PUBLIC INVOLVEMENT
Subtask 4.1 - Develop Mailing List
UES will coordinate the development of a project
mailing list, with assistance from the City, who will
identify the geographical area of interest, and provide names and addresses of owners and occupants. The
mailing list will be prepared under the direction of
the Irwindale Planning Department and pursuant to
City policy and the California Government Code. The
mailing list will include:
• Property owners and occupants (if different) within
500 feet of the project planning area, construction
staging areas, or
• Access roads, to the extent known
• Local jurisdictions, including elected officials
• Public agencies: federal, state, regional, local,
including responsible and trustee agencies
• Cities and counties bordering on the Brew Yard
Development Project area
• Organizations and individuals who have previously
requested notice
• Interest groups
• Informational repositories
• Media, as needed
• Other interested parties
The purpose of the mailing list is to provide the public with early notification of the project via the Notice
of Preparation {NOP) described under Task 4.2 below,
and to solicit comments about the scope and content
of the EIR, in writing and/or at a CEQA Scoping Meeting, also described below. The mailing list will also Universal Engineering Sciences I 85
- 15 -
" ~ff!! ¥"A
~· UJESt ~cllf ScopeofWork "~z""
be used to notify the public of the completion of the
DraftEIR (see Subtask7.1 below).

Subtask 4.2 -CEQA Scoping

4.2.1 PREPARE NOTICE OF PREPARATION
A draft NOP will be prepared by UES for review by the
City. The NOP will include project objectives, a project description, a general description of the project
location, a U.S. Geological Survey (USGS) topographical map showing the project location, and a brief summary of probable environmental effects of the
project. An Initial Study will not be prepared. The NOP will also identify the preliminary list of alternatives to be analyzed, if known. The Draft NOP will be provided
to the City for review and comment. Upon receipt of
one set of consolidated comments, a Final NOP will be
prepared for signature and public distribution to the
mailing list developed under Subtask 4. 1 above. The
NOP, along with a notice of a CEQA Scoping Meeting,
will be printed and distributed to the approved
mailing list pursuant to the notification requirements
stated in CEQA Guidelines Section 15082(a)(3).

4.2.2 PROVIDE CEQA SCOPING MATERIALS AND A

SCOPING MEETING
A portion of a monthly project team 1neeting with
the City (identified in Task 1.3.3) would be dedicated
to determining the agenda and arrangements for the
Scoping Meeting, including visual aids, handouts,
etc. UES will prepare meeting materials, including a
one-page fact sheet and a PowerPoint presentation,
in coordination with the City Project Manager/EIR
CEQA Coordinator. The City will approve all meeting
materials. One meeting to receive co1nments on the
draft materials and to run through the presentation
is included in this task. The UES project manager
and deputy project manager will attend the scoping
meetings, which will be staffed and facilitated by UES, and with participation by the City. Scoping meeting
arrangements will include the following:
• Manage meeting logistics and arrange facilities in
the Irwindale City Hall, coordinate meeting supplies
and materials, audio visual equipment, nametags,
directional signage; provide staff support for set up.
• Prepare Scoping Meeting agenda, recommend
meeting format
• Prepare a legal notice for a local publication for public scoping meeting.

J§f/fpdf:i>,
• Prepare a Scoping Meeting notice to be sent to the
approved mailing list along with the NOP.
• Prepare a one-page, double-sided, 81h x11 or
legal-sized, two-color project fact sheet that will
include information about the project background,
a summary description of the project and its ,..
objectives, a project schedule and a project map. The
document will be informational, and suitable for use
in mailing Scoping Meeting materials, as a handout at
the Scoping Meeting, and as a handout at the public
hearing to receive comments on the Draft EIR.
• Mail the Scoping Meeting notice, the NOP, and the
fact sheet to the approved mailing list.
• Facilitate Scoping Meeting.
• Provide technical assistance for audio-visual needs
including the design and operation of power point
presentation.
• Arrange for a transcript of the Scoping Meeting.
• Develop a sign-in sheet that will be used to track
attendance and update the distribution list.

A Scoping Summary Report will be prepared by UES.

It will include all comments received at the scoping
meetings as well as all written comments received
during the NOP co1nment period, and the meeting
transcript. Concerns will be clearly identified and
organized in this document. A Draft Scoping Summary Report will be provided to the City, for review and comment. Upon receipt of one set of consolidated comments, a Final Scoping Summary Report will be prepared.

Task 4 Deliverables:
• Draft and final mailing list (electronic)
• Mandated public notices, including Draft and Final
NOP and Scoping Meeting Notice {preparation,
circulation and posting) (drafts in electronic format;
final in 2 hard copies and 2 CD ROMs)
• Draft and Final Legal Notice of scoping meeting
for publication in a local newspaper advertisement
(preparation and submittal), and proof of publication
(electronic)
• Draft and Final Project Fact Sheet (draft in electronic format; final in 2 hard copies and 2 CD ROMs)
• Draft and Final Public scoping meeting materials,
including agenda, audio/visual aids as needed
(preparation, distribution, and presentation); drafts
Universal Engineering Sciences I 86
- 16 -
in electronic format; final in 2 hard copies and 2 CD
ROMs)
• Assistance at public scoping meeting, including
responding to questions
• Draft and Final Scoping Summary Report
categorizing and addressing all public comments,
including Scoping
• Meeting transcript (2 hard copies and 2 CD RO Ms)
TASK 5: PREPARE 1 ST ADMINISTRATIVE

DRAFT EIR
Subtask 5. 1 - EIR Alternatives Analysis
The UES team will work iteratively with City to define
a reasonable range of feasible alternatives to the
proposed project. These alternatives are intended
to feasibly attain most of the bask objectives of the
proposed project while avoiding or substantially
lessening any of the significant environmental
effects of the project. This subtask is proposed to be
conducted concurrently with Subtask 5.2, as a good
description of the proposed project and some ideas
of potential significant impacts are necessary to
identify alternatives. Should additional environmental
or cultural resources studies be required for this
subtask, they will be identified and incorporated in
a revised Environmental Survey Plan and/or Cultural
Resources Survey Plan, as needed, and implemented,
and addenda to the survey reports will be prepared to
document the results.

Subtask 5.2 - Prepare Draft Project Description
UES will work with the City to prepare a draft project
description including appropriate figures and tables.

The project description will include the project
location, project goals and objectives, including
the relation to existing facilities, proposed project
components, applicable Best Management Practices
(BMPs), and project construction details, such as
methods, site preparation, construction staging,
workforce, and schedule. The description will also
include information on proposed changes to operations and maintenance. Project description fig'ures will delineate the project area, including staging areas and access routes. Preparing an adequate project
description for the Brew Yard Development Project
will require continuous input from the City as the
planning process moves forward. The first draft will
include specific focus on the project elements that
will be needed for the NOP, and will include figures
depicting the proposed specific plan, improvements,
as determined by the City. Copies will be provided to
the City, for review and comment.

Upon receipt of one set of consolidated comments,
the UES team will participate in a meeting with
the City to review comments, confirm the project
footprint and all offsite areas that would be affected, identify additional data needs, and reach agreement
on other required elements needed for environmental
analysis: the larger study area (for traffic, air quality, etc.}, alternatives, and definitions of baseline and
cumulative conditions.

The second draft of the project description will
be responsive to the City comments, and incorporate information received at or after the meeting described above. All final changes to the specific
plan, subdivision map, zone change, zoning code
amendment, CUP mining operations and reclamation
plan, must be provided and conveyed to UES before
the team can complete this task. It will be critical to limit future project refinements at this point in order to cornplete the environmental analysis efficiently
and prevent any rework. Upon receipt of one set of
consolidated comments on the second draft, the UES
team will revise the second draft and prepare a third
draft of the project description, which is assumed
to be suitable for use by resource specialists in completing their environmental analyses and identifying appropriate mitigation measures, if required.

A limited level of effort is included for minor additions/changes to the project description leading up to the submittal of the 1st Administrative
Draft EIR. Substantive changes are not included in
this scope of work.

Universal Engineering Sciences I 87
- 17 -
Subtask 5.3 -Prepare 1st Administrative
Draft EIR
Significance criteria will be drafted for each resource area, based on City guidance and relevant ordinances
of Irwindale Municipal Code, as appropriate. This draft will be provided to the City for review and comment.

Upon receipt of one set of consolidated comments,
final significance criteria will be provided and
included in the EIR.

The UES team will draft the cumulative impact scenario(s) for use by the technical resource specialists in analyzing environmental itnpacts of the proposed
project. The scenario will include a list of other
reasonably foreseeable projects in the vicinity of the
proposed project. Based upon direction from the City,
the Administrative Draft EIR may need to address the
potential impacts of water, sewer, traffic, and power in the vicinity of the Brew Yard Development Project in
the cumulative impacts analyses,
A draft of the cumulative impact scenario will be
provided to the City for review and comment. Upon
receipt of one set of consolidated comments, the
final cumulative impact scenario will be provided
electronically and included in the EIR. This will be the basis upon which cumulative impact analyses will be
conducted by technical resource specialists.

The UES team will perform necessary analyses and
prepare a 1st Administrative Draft EIR for review
by City staff. We will work with City staff, through
an iterative process, to develop feasible mitigation
to address potentially significant adverse impacts.

Mitigation may be incorporated into the project
design (or project alternatives for the EIR). The
significance of each impact after implementation
of mitigation measures will be identified. The 1st
Administrative Draft EIR for the proposed project will
contain separate sections as follows, or as directed by the City. Assumptions are provided in Subsection 3 of
this Scope of Work.

Table of Contents- including a list of figures, list of tables, and list of acronyms

1.0 Executive Summary - including the following subsections:

1.1 Introduction and Purpose of the Project

1.2 Project Description

1.3 Overview of Irwindale Urban Development
Table summarizing impacts and mitigation measures

2.0 Introduction - including the following subsections:

2.1 Project Background

2.2 Purpose of the EIR

2.3 CEQA Process

2.4 Public Outreach

2.5 Organization of the EIR

3.0 Project Description - including the following subsections:

3.1 Introduction

3.2 Project Location

3.3 Project Objectives

3.4 Project Background

3.5 Proposed Project

3.6 Approvals/Permits Required

4.0 Environmental Setting and Impacts
Each resource subsection will discuss the regional setting, the project area setting, and the regulatory setting. An impacts subsection will first identify significance criteria, then identify and discuss impacts. Impacts will be analyzed for both construction and operation. Each subsection will be organized as follows:

Universal Engineering Sciences I 88
- 18 -
'/ ~
II WEit 11~ S<opoofWork i,1 ""'""*)0 -- ~*5' "

4.X.1 Environmental Setting - This section will be based on the information developed in Task 3 and other information to be developed as needed.

4.X.2 Regulatory Setting - This section will be based on the information developed in Task 3 and other information to be developed as needed.

4.X.3 Impact Assessment - Each impact will be clearly described as a separately numbered succinct statement, followed by discussion as appropriate. Impacts will be categorized as (1) less than significant, (2) potentially significant, (3) significant before mitigation, or (4) significant and unavoidable.

The following subsections will be included:

4.1 Aesthetics

4.2 Air Quality

4.3 Biological Resources

4.4 Cultural Resources

4.5 Energy

4.6 Geology and Soils

4.7 Greenhouse Gas Emissions

4.8 Hazards and Hazardous Materials

4.9 Hydrology and Water Quality

4.1 O Land Use and Planning

4.11 Mineral Resources

4.12 Noise

4. 13 Public Services

4.14 Transportation

4.15 Tribal Cultural Resources

4.16 Utilities and Service Systems

4.17 Wildfire

4.18 Mining Engineering and Reclamation

4.19 Consequences of Project Implementation
- Environmental Effects Found to be Less than Significant - Significant Environmental Effects that Cannot be Avoided - Significant Irreversible Impacts
-Growth Inducement
- Fiscal Impacts

5.0 Mitigation Measures
In this section, each impact will be identified, and the level of significance identified. If mitigation is identified in Chapter 4, the mitigation measures will be described, each separately identified and linked to the impact(s) they are intended to mitigate.

6.0 Alternatives Analysis

6.1 Introduction-This section will introduce the CEQA requirements for alternatives analyses, and reiterate the project objectives as a means to determine the reasonableness and feasibility of alternatives. It will describe the rationale for screening and selecting alternatives.

6.2 Alternatives Analysis - This section will consist of the subsections identified below. A summary matrix of the major characteristics of each alternative will be provided.

6.2.1 Introduction

6.2.2 Alternatives Analysis- Each alternative will be described; each build alternative being evaluated will include a description developed in concert with the City. A No Project Alternative will be defined as the existing conditions at the time the NOP is prepared, plus what would reasonably be expected to occur in the foreseeable future if the project were not approved. For each alternative, a qualitative analysis of the impacts of the alternative, by resource area, will be included, with emphasis on any significant environmental effects of the alternative, and any Universal Engineering Sciences j 89
- 19 -
/ ~ ~!fl!! ~ "¥
~- UJE5t i/// ScopeofWork
" " :47!0~:! ~
significant environmental effects of the proposed project that would reduce to a less-than-significant level by the alternative, if any. This task assumes that no more than three alternatives, including the No Project Alternative, will be evaluated.

6.2.3 Comparison of Alternatives to the Proposed Project - A matrix will compare the environmental effects of each resource area for each alternative to the proposed project. The environmental effects and feasibility of each alternative will be summarized, and an environmentally superior alternative will be identified. The basis for selection will be described. If the No Project Alternative is identified as the environmentally superior alternative, an environmentally superior build alternative will also be identified.

6.2.4 Alternatives Identification and Screening - The process by which alternatives were identified and screened will be described.

6.2.5 Alternatives Considered But Eliminated from Further Consideration - Alternatives considered but eliminated from further consideration will be described. This information will be taken from the draft memorandum identifying alternatives to be evaluated, information from the Alternatives Analysis Report, or other documentation prepared by the Brew Yard Development Project planning team, if available, and consultation with the City. The rationale for screening and eliminating an alternative location will also be included. 7 .o Impact Overview
This section will identify significant and unavoidable impacts, and significant irreversible environ1nental changes.

8.0 Response to Comments

9.0 Organizations and Persons Consulted - Federal, State, Regional and Local. 1 O.O List of Preparers - Lead Agency, and Technical Assistance.

11.0 References - References will be provided.

12.0 Acronyms and Abbreviations
Appendices - Appendices will be provided, based on input from the City. In addition to technical appendices that may be required, the appendices will include the NOP and Distribution List, and Responses to the NOP.

Task 5 Deliverables:
• Draft memorandum identifying alternatives to
be evaluated and justification of the selected
alternatives as they relate to the project description
and project impacts (electronic)
• Draft and Final revised Environmental Survey Plan
identifying environmental studies required for
Alternatives Analysis, as needed (2 hard copies and 2
CDROMs)
• Revised Draft and Final Cultural Resources Survey
Plan, identifying additional cultural resources studies required for Alternatives Analysis as needed (2 hard
copies and 2 CD ROMs)
• Draft and Final Addenda to environmental and
cultural resources survey reports, if required (2 hard
copies and 2 CD ROMs)
• First Draft Project Description (10 hard copies and 1 o CDROMs)
• Draft and Fina! Significance Criteria (electronic)
• 1st Administrative Draft EIR (10 hard copies and 10
CD ROMs)
TASK 6: PREPARE 2ND ADMINISTRATIVE

DRAFT, SCREENCHECK DRAFT, AND DRAFT EIR
Subtask 6.1 - Prepare 2nd Administrative
Draft EIR
The UES team will coordinate, review, and respond
to comments from the City on the 1st Administrative
Draft EIR, and will prepare a 2nd Administrative Draft
EIR. The submittal will include a matrix identifying all comments and how they were addressed.

Universal Engineering Sciences I 90
- 20 -
Subtask 6.2 - Prepare Screencheck Draft EIR
The UES team will coordinate, review, and respond to
comments from the City on the 2nd Administrative
Draft EIR, and will prepare a Screencheck (camera-ready) Draft EIR for approval. The submittal will include a matrix identifying all comments and how
they were addressed.

Subtask 6.3 - Prepare City Project Manager/
CEQA EIR Coordinator Review Draft EIR
The UES team will coordinate, review, and respond
to comments from the City on the Screencheck Draft
EIR, and will prepare a copy of the Draft EIR for City
Project Manager/CEQA EIR Coordinator approval. The
submittal will include a matrix identifying all comments and how they were addressed.

Subtask 6.4 - Prepare Draft EIR
The UES team will incorporate the City Project Manager/CEQA EIR Coordinator comments and prepare a Public Review Draft EIR.

Task 6 Deliverables:
• 2nd Administrative Draft EIR (10 hard copies and 10
CDROMs)
• Screencheck Draft EIR (1 O hard copies and 10 CD
ROMs)
• City Project Manager/CEQA EIR Coordinator review
Draft EIR (1 O hard copies and 1 O CD ROMs)
TASK 7: CIRCULATE PUBLIC REVIEW DRAFT EIR
Subtask 7 .1 - Prepare and Circulate Notice of
Completion and Draft El R
The UES team will prepare a Notice of Completion,
and produce and distribute the Public Review
Draft EIR, as applicable, in accordance with CEQA
requirements and the City's Municipal Code 16.01.110
- Notices requirements. In addition, the UES Team will
prepare and submit a public notice advertisement to
an appropriate local newspaper and provide public
notice posting of the project site.

Subtask 7.2 - Public Comment Hearing
UES will prepare and submit a public notice advertisement providing notice of a public comment hearing on the Draft EIR. This scope assumes that the
notice will be published in two newspapers. Three
UES team members will participate in one planning
meeting (under Task 1.3.3) to prepare for the public
comment hearing; costs for attending the hearing
are assumed under Subtask 1.3.5 above. Presentation
materials, including audio/visual aids as needed, will
be provided. Two UES team members will attend the
Planning Commission's public comment hearing and
will assist in responding to questions from the Commission or the public. Costs for meeting attendance are allocated under Subtask 1.3.7 above. A transcript
of the public comment hearing will be provided.

Task 7 Deliverables:
• Draft EIR (assumes printing and distribution to
appropriate parties; total 20 hard copies and 30 CD
ROMs)
• Mandated public notices (e.g., Notice of Completion,
Notice of public comment hearing) (electronic)
• Draft and Final Public Notice of Draft EIR and public comment hearing, placement of notice in a local
newspaper, and proof of publication (electronic)
• Public notice of Draft EIR and public comment
hearing at the project site (preparation, posting, and
submittal of verification to the City) (2 hard copies
and 2 CD ROMs, plus hard copies for posting)
• Draft and Final public comment hearing materials,
including audio/visual aids, as needed (preparation,
distribution, and presentation)
• Public hearing transcript (2 hard copies and 2 CD
ROMs)
TASK 8: PREPARE RESPONSES TO

COMMENTS DOCUMENT
Subtask 8.1 - Prepare 1st Administrative Draft
Response to Comments Document
This subtask involves collecting, cataloging, and
reviewing oral and written public and agency
comments on the Draft EIR, and then preparing
draft responses to those comments. As a result of
comments received, refinements of the project
description or alternatives may be necessary and will
Universal Engineering Sciences I 91
- 21 -
;~;/
~- llEEt ,§}! ScopeolWork
w ~ - ~
be completed by UES as directed by the City Project
Manager/CEQA EIR Coordinator and in consultation
with City staff.

The draft responses prepared by the UES team will be
incorporated into a 1st Administrative Draft Response
to Comments document, which will include copies
of comments received on the Draft EIR, responses to
those comments, and an indication of any proposed
changes to the text of the Draft EIR that result.

Subtask 8.2 - Prepare 2nd Administrative Draft
Responses to Comments Document
The UES team will coordinate, review, and respond
to comments from the City on the 1st Administrative
Draft Responses to Comments Document, and will
prepare a 2nd Administrative Draft Responses to
Comments Document. The submittal will include
a matrix identifying all comments and how they
were addressed.

Subtask 8.3 - Prepare Screencheck Responses to
Comments Document
The UES team will coordinate, review, and respond to
comments from the City on the 2nd Administrative
Draft Responses to Comments Document, and will
prepare a Screencheck {camera-ready) Responses to
Comments Document for approval. The submittal will
include a matrix identifying all comments and how
they were addressed.

Subtask 8.4 - Prepare ERO Review Responses to
Comments Document
The UES team will coordinate, review, and respond to
comments frotn City on the Screencheck Responses to
Comments Document, and will prepare a copy of the
Responses to Comments Document for City Project
Manager/CEQA EIR Coordinator approval. The submittal will include a rnatrix identifying all comments and how they were addressed.

Subtask 8.S - Prepare and Distribute Final
Responses to Comments Document
The UES team will incorporate the City Project Manager/CEQA EIR Coordinator comments and prepare a final Responses to Comments Document, and will
print and distribute the docu1nent to all cornmenters,
interested parties, and responsible and trustee agencies, in advance of the certification hearing at the Planning Commission and City Council.

Subtask 8.6 - Finalize Administrative Record
The materials collected under Subtask 1.4 will be
indexed, collated, and reviewed for completeness,
and printed and scanned onto a CD ROM.

Task 8 Deliverables:
• 1st Administrative Draft, 2nd Administrative Draft,
Screencheckand Final Response to Comments
document{10 hard copies and 10 CD ROMs)
• 2nd Administrative Draft ElR (10 hard copies and 1 O
CDROMs)
• Screencheck Draft EIR (1 O hard copies and 10 CD
ROMs)
• ERO review Draft EIR (10 hard copies and 10 CD
ROMs)
• Public Review Draft EIR {10 hard copies and lOCD
ROMs)
• Administrative Record {10 hard copies and 10 CD
ROMs)
TASK 9: PREPARE MITIGATION, MONITORING

AND REPORTING PROGRAM
The UES team will assist the City in the development
of a draft and final Mitigation, Monitoring and
Reporting Program {MMRP), and will assist the City
in coordinating MMRP preparation with other City
departments, and regulatory/approving agencies. The
MMRP will identify mitigation measures necessary to
minimize or reduce potential significant environmental impacts to a less-than-significant level. The MMRP will identify all construction and post-construction
monitoring and responsible parties to meet environmental and regulatory requirements.

Task 9 Deliverable:
• Two Drafts and one Final MMRP {20 hard copies and
30CDR0Ms)
Universal Engineering Sciences I 92
- 22 -
WIA 1i:11mm . }jt 1/:f:, lilJiiiil,,.. /j2
~ ScopeofWork
~ ;;,,~
TASK 10: ASSIST IN APPROVAL OF EIR
Subtask 10.1 - EIR Certification Hearing
Three UES team members will participate in one planning meeting to prepare for the EIR certification hearing; costs of attending the hearing are assu1ned under Subtask 1.3.5 above. Presentation materials, including
audio/visual aids as needed, will be provided.

Two UES team members will attend the Planning
Commission's and City Council EIR certification hearing, and will assist in responding to questions from the Commission, and Council, or the public. Costs for
meeting attendance are allocated under Subtask 1.3.7
above. A transcript of the public comment hearing
will be provided.

Subtask 10.2 - City Council Project
Approval Meeting
Two UES team members will attend the Irwindale City
Council meeting to consider approval of the proposed
project, and will assist in responding to any questions by the Council or the public.

Task 1 O Deliverables:
• Certification hearing materials, including audio/
visual aids as needed (preparation, distribution, and
presentation), as needed
• Assistance at public hearing including responding to
questions
• Public hearing transcript (2 hard copies and 2 CD
ROMs)
TASK 11: PREPARE AND DISTRIBUTE

COMPILATION EIR
Subtask 11.1 - Screencheck Compilation EIR
After certification of the CEQA document, an
integrated Final EIR will be prepared, incorporating
changes to the Draft EIR identified in the Responses
to Comments into a single document, along with the
Responses to Comments, and the City Council certification motion/resolution.

A 1st Screencheck Compilation EIR will be transmitted
for internal (City staff) review. Upon receipt of one
consolidated set of comments, a 2nd Screencheck
Compilation EIR will be prepared and transmitted for review.

Subtask 11.2 - Final Compilation EIR
Following approval of the 2nd Screencheck
Compilation EIR, the final Compilation EIR will be
prepared, printed, and distributed, in accordance
with CEQA requirements and the City's administrative requirements.

Task 11 Deliverables:
1st Screencheck copy of Compilation EIR (2 hard
copies and 2 CD ROMs)
• 2nd Screencheck copy of Compilation EIR (2 hard
copies and 2 CD ROMs)
• Final Cotnpilation EIR (20 hard copies and 30 CD
ROMs)
TASK 12: PREPARE CITY'S SMARA SUBMITTALS
The UES team will assist the City in the preparation
and submittal of necessary SMARA mining operations
and reclamation plans being considered by the City
to the Department of Conservation Division of Mine
Reclamation {DMR), and the State Mining and Geology Board (SMGB) for technical review and comment on the CUP for the mining operations and reclamation
plan associated with the Brew Yard Development
Project. This task may also include coordination with
the City Project Manager/CEQA EIR Coordinator and
other City departments and regulatory/approving
agencies, outreach and project meetings.

Therefore, it is assumed that UES will assist the City
to prepare this SMARA CUP's Notice of Intent but that
the mining operations and reclamation plan will be
prepared by the Applicant and/or the mining operator
who is requesting the CUP for mining operations and
reclamation plan under the Brew Yard Specific Plan
and Development Project. UES will provide assistance
to the City, including attending meetings as defined
in Task 1, and additional documentation, when necessary, to respond to requests by the DMR and SMGB. A level of effort has been assumed commensurate with
active participation by the City engineer and planner.

Data in GIS format using protocols compatible with
the City's GIS system will be provided, if required.

Universal Engineering Sciences ] 93
- 23 -
The results of the field surveys will determine which
other environmental regulatory agency permits or
authorizations may be required. It was not evident
from the materials provided in the RFP and a cursory
windshield survey of the project area that wetlands
would be affected. It is anticipated that some or all of the permits listed under as-needed tasks, below, may
be required for the project. The applicability of all
other permits will depend on the area of disturbance,
and access and staging areas, or requires information
regarding existing permits which was not provided
in the RFP. Therefore, other permits are identified as
as-needed tasks, below.

Task 12 Deliverables:
• Administrative Draft, Screencheck Draft, and Final
DMR and SMGB Application for mining operations
and reclamation plan under SMARA) {2 hard copies
and 2 CD ROMs)
• Data in GJS format using protocols compatible with
the City GI S system.
• Permit application 1naterials (e.g. Wetland
Delineation, Biological Assessments, Conceptual
Revegetation Plan, Mitigation and Monitoring Plan)
(Two Drafts and one Final)
As-Needed Tasks
Based on the results of the Environmental Surveys
and identification of project impacts, the following
tasks may be required:
• AsMNeeded Task 12(a): U.S. Army Corps of Engineers
(Corps) -Section 404 Clean Water Act Permit
(Nationwide Permit).

Deliverable: Adrninistrative Draft, Screencheck Draft,
and Final Permit Application {2 hard copies and 2 CD
ROMs)
• AsMNeeded Task 12(b): U.S. Fish and Wildlife Service
(USFWS) and NOAA Fisheries - Federal Endangered
Species Act (FESA) Section 7 Consultation for
terrestrial and aquatic species.

Deliverable: Administrative Draft, Screencheck Draft
and Final Biological Assessment (2 hard copies and 2
CDROMs)
• As-Needed Task 12(c): Regional Water Quality
Control Board (RWQCB) - Section 401 Water Quality
Certification (or waiver).

Deliverable: Administrative Draft, Screencheck Draft,
and Final Section 401 Water Quality Certification (or
waiver) Application (2 hard copies and 2 CD ROMs)
• As-Needed Task 12(d): California Department of
Fish and Game- Section 1602 Lake or Streambed
Alteration Agreement.

Deliverable: Administrative Draft, Screencheck Draft,
and Final Section 1602 Lake or Stream bed Alteration
Agreement Application {2 hard copies and 2 CD
ROMs)
• As-Needed Task 12(e): California Department of
Fish and Game - Section 2081 or 2080, 1 California
Endangered Species Act Compliance
Deliverable: Administrative Draft, Screencheck
Draft, and Final Biological Assessment {2 hard
copies and 2 CD ROMs)

2. RESOURCE AREA

ENVIRONMENTAL ANALYSIS
UES team will present an easy-to-read Final EIR that
will provide the audience with a clear understanding
of the potential effects of the Brew Yard Development
Project. The EIR will fully address the environment,
as described by CEQA, as "the physical conditions
which exist within the area which will be affected by a proposed project, including land, air, water, minerals, flora, fauna, noise, objects of historic or aesthetic
significance:' A detailed analysis of impacts that could occur as a result of implementation of the proposed
project and the alternatives will be presented for each resource area. Impacts will be assessed and described,
and significance of impacts will be measured against
criteria that have been established by regulation,
accepted standards, or other definable criteria. In
performing the environmental analysis, our UES team
will rely on professional judgment, input from City
staff members, performance of field surveys, and
review of existing documentation and plans.

This subsection provides information regarding the
technical approach to the various resource studies
and analyses to be conducted under Tasks 3 and 5,
which are generally described in Task Descriptions
above. Under Task 3, the survey information will be
collected as described below, and draft and final
Survey Reports will be prepared.

Universal Engineering Sciences j 94
- 24 -
Under Task 5, the Environmental and Regulatory
Setting sections of the Draft ElR will be derived from
the information in the Survey Reports. Project impacts
will be analyzed, and feasible mitigation measures
will be identified, if applicable and available.

The above tasks apply to all of the resource topics. A
more specific description of the anticipated action
related to collecting existing infonnation and analyzing impacts is provided below.

AESTHETICS
The aesthetics section addresses the potential effects
of the proposed Brew Yard Development Project on
aesthetics (visual resources). This section describes
existing regional visual character, visual resources,
views of the project area from important vantage
points, and the changes in these views that would
occur with the imple1nentation of the proposed Brew
Yard Development Project
Visual resources are the natural and cultural features
of the landscape that can be seen and that contribute to the public's appreciative enjoyment of the environment. Visual resources, or aesthetic impacts,
are generally defined in terms of a project's physical
characteristics and potential visibility, and the extent to which the project's presence would change the
perceived visual character and quality of the environment in which it would be located.

This section describes the visual resources setting
of the project and the appearance of the proposed
Brew Yard Development Project after buildout of the
specific plan and analyzes the potential effects of
the project on visual resources in terms of changes
to the viewshed from Key Observation Points (KOPs)
near the project. KOPs are strategic viewing points
where there are significant numbers of public (sensitive) viewers and from which there would be a clear view of the project after construction. This analysts
considers the existing visual setting and its visual
character and scenic quality, the potential sensitivity of likely project viewers to changes in the views~
hed, and the visibility or dominance of the project
after construction.

AGRICULTURE AND FORESTRY RESOURCES
This section describes the proposed Brew Yard Development Project as it could affect agricultural and forestry conditions and describes applicable federal,
state, and local farmland conservation policies.

Information related to agricultural resources and
zoning will be obtained from California Department
of Conservation maps, and Irwindale General Plan
and Zoning District maps. Site inspection of the
proposed project specific plan planning area will
document the existing conditions of the area and
the surrounding land uses. Because there are no
forest lands in or near proximity to the specific plan
planning area, forest land discussion will be noted
and not discussed further in this section. Likewise, the specific plan planning area no longer contains viable
or significant agricultural soils due to historic mining and urbanization of the area. Therefore, the lack of
agricultural resources will be documented, and no
further discussion provided.

AIR QUALITY
UES will characterize the existing conditions in the
project specific plan planning area, document findings, and accurately describe the air environment. The survey of existing air quality will include representative meteorological and ambient air quality monitoring data from the station(s) closest to the proposed project. A three-year summary of pollutant concentrations will be compiled to characterize existing air quality conditions, and the attainment status of the
area with respect to state and federal standards. The
study will present existing pollutant emissions from
stationary and mobile sources in the area and will
discuss how these pollutant emissions are reflected in
ambient monitored concentrations. A regulatory and
policy analysis will generally summarize local, state,
and federal clean air legislation and will specifically discuss aspects of this legislation that would apply
directly to the project. Emissions of pollutants associated with construction activities {fugitive dust and exhaust pollutants) will be estimated using appropriate emission factors for construction from the California Air Resources Board or the U.S. Environmental Protection Agency (EPA). The analysis approach will
follow South Coast Air Quality Management District
guidance. The effects from diesel particulate matter
exhaust on cancer risk will be discussed qualitatively.

Universal Engineering Sciences I 95
- 25 -

BIOLOGICAL RESOURCES
The UES Team will conduct a reconnaissance-level
survey to determine the potential for jurisdictional
wetlands and other waters of the U.S., assess the
habitat potential for special-status species, and other potential issues that may occur as a result of the Brew Yard Development Project and new ingress/egress
to the project site. UES' analysis of the biological
resources will consider potential significant impacts
to plant and animal species and their habitats. Of
primary importance in this analysis are impacts to
Federal and state endangered, threatened, and rare
plant and animal species; fully protected species; species of special concern as designated by various organizations; other species meeting the criteria for "rare" or "endangered" as defined by CEQA Guidelines (14
CCR 15380); areas of critical concern; and biological
resources of co1nmerdal or recreational importance.

CULTURAL RESOURCES
The cultural resources task includes archaeology,
Native American coordination, architectural history,
and paleontology.

Archaeology
UES will initiate a records search with the California
Information Center of the California Historical
Resources Information System, for both archaeological and historic architectural resources. This search will provide previously recorded sites, surveys
and listings of properties on local, state, or federal
registers. UES will also contact the California Native
American Heritage Commission for a review of its
Sacred Lands Files and a list of groups/individuals it
believes should be contacted. UES will prepare a letter on behalf of the City to be sent to these groups/individuals soliciting any information or concerns they might have regarding the specific plan planning area.

UES will conduct a pedestrian archaeological survey
of the Area of Potential Effect (APE), after approval of the APE by the City.

Historic Architecture
UES will provide the information and analysis for
historic era resources {buildings, structures, objects, sites, districts). This scope of work assumes that all
relevant historical information at the City will also be made available.

Paleontological Resources
UES will complete a literature review and museum
record search, followed by a field survey at the formations that have the potential to contain significant paleontological resources. The literature review will
follow the recently signed into federal law, Paleontological Resources Preservation Act, CEQA, and guidelines developed by the Association of Environmental Professionals and the Society of Vertebrate Paleontology (SVP). Sedimentary rock units are classified by SVP as having (a) high (or known) potential for
containing significant nonrenewable paleontological
resources, (b) low potential for containing nonrenewable paleontological resources, or (c) undetermined potential. The paleontological assessment will provide
an overview of the existing and regulatory paleontological sensitivity setting of the paleontological resources within the planned area of disturbance, and
an assessment of project impacts.

ENERGY
This section contains a description of the potential
of the Brew Yard Development Project on a shortterm during construction phase, and on a long-term operational phase to waste energy, be inefficient,
and unnecessarily consume energy. Public Resources
Code Section 21100(b)(3) and Appendix F of the CEQA
Guidelines requires a description (where relevant) of
the wasteful, inefficient, and unnecessary consumption of energy caused by a project. This section will evaluate the energy impacts of the proposed Brew
Yard Development Project. This section analyzes
the energy implications of the project, focusing on
the following three energy resources: electricity,
natural gas, and transportation~related energy (petroleum-based fuels}. This section includes a summary of the project's anticipated energy needs and conservation measures.

GEOLOGY, SOILS, AND SEISMICITY
An overview of the geologic, soils, and seismic setting of the project area will be documented. The existing
characteristics that will be discussed include topography, regional geology, local geology, seismicity, and soils. Mineral resources will also be addressed.

Universal Engineering Sciences I 96
- 26 -
In order to address these factors, data will be
obtained from previous work conducted for the Brew
Yard Development Project by the Applicant (Peer
Reviewed Applicant Geotechnical Report) and geologic maps and reports from government agencies.

Factors that will be considered in the impact analysis
include surfidal material {for exarnple, expansive/
compressive soils), proximity to active or potentially
active faults, areas of landslide activity, unstable
slopes, and potential areas for erosion problems, Reclamation plan and compaction of new fill and impact to re-use and development of fill areas. Potential loss of mineral resources will also be identified, This section will also address paleontological resources in the proposed specific plan planning area. Paleontological
resources include any fossilized remains, traces, or
imprints of organisms, preserved in or on the earth's
crust, that are of paleontological interest and that
provide information about the history of life on earth.

GREENHOUSE GASES
The analysis approach will follow South Coast Air
Quality Management District guidance and the most
current updates to the CEQA guidelines for Greenhouse gases. This section describes the potential effect on greenhouse gas (GHG) emissions as a result
of implementing the proposed Brew Yard Development Project. In addition, this section provides a discussion of federal and state regulations regarding
GHG emissions. Potential impacts to air quality, as a
general matter, associated with implementation of
the proposed Brew Yard Development Project, were
previously discussed in the EIR. (See: Air Quality).

Updates to the CEQA Guidelines, codified in March
2010, require lead agencies to consider the potential
for a project to result in significant emissions of GHGs.

This GHG analysis is based on methodologies recommended by the California Air Pollution Control Officers Association (CAPCOA) CEQA and Climate Change white paper (2008) and adopted into the California
Climate Action Registry General Reporting Protocol
(2009). The analysis focuses on C02, N20, and CH4
(reflected here in aggregate as C02e or C02 equivalent) as these are the GHG emissions with the greatest potential to be generated via onsite development.

CalEEMod emissions modeling software (See: Air
Quality) will be used to determine if GHG emissions
associated with the Brew Yard Development Project
exceed established thresholds. Complete CalEEMod
results and assumptions will be included in the EIR
as an Appendix.

HAZARDS AND HAZARDOUS MATERIALS
UES will Peer Review the Applicant's Phase I Environmental Site Assessment {ESA) which will describe the known and potential sources of hazardous wastes in
the project vicinity (i.e., with 1/8 mile of the Specific Plan planning area boundaries). Previous documents
prepared by and for the City will be reviewed, as
well as documents from the Department of Toxic
Substances Control, RWQCB, and other regulatory
agencies to determine the potential for encountering hazardous wastes within the project area. This information will be supplemented by a reconnaissance of the site.

Hazards related to the proposed land uses allowed
by the Brew Yard Specific Plan primarily fall under
two categories based on the origin of the hazard: {1)
hazards created by project operations that i1npact
facilities and/or people on the proposed specific plan
area or nearby and (2) hazards created by nearby
uses that impact the Brew Yard Development Project
and/or people on or near the proposed specific plan
planning area. Exposure to hazardous chemicals could
fall under both categories (hazardous chemicals could
originate onsite or offsite), whereas risk to people
and property on the proposed specific plan planning
area by proximity to airports would fall under the
second category.

HYDROLOGY AND WATER QUALITY
UES will characterize the existing conditions and
present an overview of the surface water hydrology,
groundwater conditions, water quality {both surface
water and groundwater) and regulatory setting
relative to the specific plan planning area. UES will
review and evaluate available data, reports, studies
and mapping, Information and data to prepare this
section Includes that obtained from studies prepared
by the Applicant and from publicly available sources.

It is anticipated that the environmental analysis will
focus primarily on construction-related impacts,
reclamation plan impacts and mitigation measures
(e.g., construction BMPs).

Universal Engineering Sciences! 97
- 27 -

LAND USE AND PLANNING
This section analyzes the potential impacts on land
use and planning that may result from the proposed
Brew Yard Development Project. The discussion well
be based primarily on observations made during site
visits, as well as other available land use planning
documentation from the current Irwindale General
Plan. The goals and policies of the Irwindale General
Plan are implemented by zoning regulations found
in Irwindale Municipal Code Title 17, Zoning. Each
area within the City is assigned a land use plan designation and zoning classification, which describes the standards for use or development. The zoning
regulations set forth development standards for such
items as building height, property-line setbacks, and
landscaping. This section will discuss existing environmental conditions in the affected environment, evaluate the project's consistency with applicable
goals and policies, identifies and analyzes environmental impacts, and recommends measures to reduce or avoid adverse impacts anticipated from project
implementation.

MINERAL RESOURCES
This section describes the existing environment and
regulatory setting in regard to mineral resources. It
also describes the impacts on mineral resources that
would result from implementation of the proposed
project and any necessary mitigation measures that
would reduce these impacts. This section describes
mineral resources in the City and analyzes the potential impacts on mineral resources that may result from the proposed Brew Yard Development Project.

The discussion is based primarily on United States
Geological Survey topographic and geologic maps,
information contained in the Irwindale General Plan,
California Department of Conservation {CDOC) and
other available mineral resource literature.

MINING ENGINEERING AND RECLAMATION
SMARA of 1975 states that the extraction of minerals
is essential to the continued economic well-being of
the state and to the needs of the society, and that the reclamation of mined lands is necessary to prevent or
minin1ize adverse effects on the environment and to
protect the public health and safety. Therefore, UES
will apply professional knowledge of mining engineering and principles of mathematics, chemistry, geology, and engineering to mining technology in
reviewing the proposed construction and excavation
methods, materials handling, and the processes
involved in preparing mined materials for use to evaluate impacts under CEQA. This section will address the efficient removal, and transportation of mined
material to the point of use; conservation and development of mineral lands, materials, and deposits; and the health and safety of mine workers. UES will
validate the mine plan and reclamation plan in regard
to safety, economics, and environmentally sound
sustainable mining operations, and meeting the
requirements ofSMARA, DMR, and SMGB approvals.

The timing and quality of environmental and engineering studies is critical to the objective evaluation of environmental risks and accurately determining
short- and long-term operating and closure costs for
inclusion in project financial models. UES will provide an Engineering Evaluation and Cost Analysis (EE/CA)
for the proposed Brew Yard mining and reclamation
plan. The EE/CA will be prepared in accordance
with the Non-Time Critical Rernoval Action process
described in the Comprehensive Environmental
Response, Compensation and Liability Act (CERCLA).

The EE/CA will evaluate alternative options for
addressing mining-related impacts to the environment identified above and addressed in the proposed reclamation plan and mining plan. The objective
of the EE/CA is to develop and present reclamation
options that may be implemented to reduce or eliminate potential human health and environmental risks posed by the mining-related impacts and to present a
comparative analysis of these options based on their
relative effectiveness, implementability, and costs.

UES will also utilize the ASTM2001 Standard Guide
for Estimating Monetary Costs and Liability for
Environmental Matters (E-2137-01) for deriving the
expected value of the proposed mine, most likely
value, range of values, and known minimum value.

Such values will be utilized to determine the financial ability of the mine to finance environmental liabilities and validate appropriate performance bond amounts
or mining environmental liability insurance. UES
will utilize ASTM2001 Standard Guide for Disclosure
of Environmental Liabilities for this portion of the
evaluation (E2173-01).

Universal Engineering Sciences I 98
- 28 -
NOISE
The Irwindale Municipal Code Title 9 Public Peace, Morals and Welfare, Chapter 9.28 Noise Regulation will be reviewed by UES to determine the existing regulatory
noise and vibration thresholds. One-hour and 24-hour
field testing will be conducted at multiple locations
in the specific plan planning area and at sensitive
receptor locations. The data will be analyzed to
establish the baseline environ1nental noise condition.

Construction and mining plans will be reviewed and
expected construction schedule/equipment usage
information will be extracted. Anticipated new noise
and vibration sources during project operation will
also be determined, with input from the City. The construction and permanent noise and vibration sources will be applied to simplified noise and vibration
propagation models, and the results will be analyzed.

The predicted noise and vibration data will be compared against both the existing baseline ambient data and the relevant noise and vibration thresholds.

Magnitudes of noise and vibration impacts, if any, will be reported at all boundaries or relevant receptors.

UES will describe the existing noise conditions on
the project site, the regulatory setting, the impacts
of the project and feasible mitigation measures to
reduce impacts.

POPULATION AND HOUSING
This section will describe population and housing in
the City and analyze the potential impacts on population and housing resources that may result from the proposed Brew Yard Development Project. The discussion is based primarily on information contained in the State of California Department of Finance, and
other available population and housing literature
pertinent to the proposed Project and City. It is anticipated that the Brew Yard Development Project would have no effect on regional population or housing, and
that it would have a beneficial effect (not an adverse
impact) on regional employment. Nonetheless, the
EIR would document local population, housing, and
labor force conditions to support these findings
and describe the employment and income benefits
associated with the project.
-----·------------

PUBLIC SERVICES
This section will describe the existing public services and facilities and analyze the specific plan build out
potential effects on these resources that may occur
with the implementation of the proposed Brew Yard
Developrnent Project. Growth and developtnent can
directly impact the delivery of critical City and County services to residents, workers, and visitors. These services include police and fire protection, law enforcement, public works, planning, water and wastewater treatment, libraries, schools, parks, medical services, solid waste/recycling, and other public services. The
location of development is guided by the Irwindale
General Plan, which considers the spatial relationship
of urban activities and the delivery of public services.

This section will also describe relevant environmental
and regulatory settings and discuss 1nitigation measures to reduce impacts, where applicable.

RECREATION
This section will address the potential impacts that
the proposed Brew Yard Development Project would
have on the recreation needs of the City. This section
discusses potential impacts to recreation resources
and open space in the vicinity of the proposed
Project. As a basis for evaluation, the affected environment section will summarize existing conditions related to the proposed project characteristics and
recreation providers. Information for this section will be obtained from the Irwindale General Plan and
from Google maps.

TRANSPORTATION
UES will coordinate with the City in preparing a traffic study of the proposed Project. UES will conduct a
site reconnaissance of the roadways in the vicinity of
the project site in order to characterize traffic/transportation conditions and will obtain available traffic volume data on City roads and the two Interstate
Freeways, 605 and 210, adjacent to the Brew Yard
Specific Plan planning area. Peak period operations
at the intersection of all roads providing access to
Brew Yard Specific Plan planning area in coordination
with Caltrans and Irwindale Public Works Department
will be analyzed. Based on information on existing
transportation conditions and project information,
UES will assess the transportation hnpacts (i.e., traffic, transit, pedestrian, bicycle and parking) associated
Universal Engineering Sciences ! 99
- 29 -
with construction and operation of the project. This
section will present information on traffic and transportation as required by CEQA regulations.

TRIBAL CULTURAL RESOURCES
This section will assess the tribal cultural resources
within the vicinity or within the proposed Brew Yard
Development Project area which could be adversely
affected. This section fulfills the requirements of AB
52 (Chapter 532, Statutes 2014) by documenting
the inclusion of tribal cultural resources early in the CEQA process, to ensure that local Tribal governments
and public agencies identify and address potential
impacts to tribal cultural resources. Tribal cultural
resources are defined by the Public Resources Code
Section 21074 as "Sites, features, places, cultural
landscapes, sacred places, and objects with cultural
value to a tribe that are listed, or detennined to be
eligible for listing, in the national or state register of historical resources, or listed in a local register of historic resources." Furthermore, a tribal cultural resource
could be a resource that the lead agency (City of
Irwindale) determines in its discretion is a tribal
cultural resource.

AB 52 consultation letters will be sent out to all
tribal councils based on a list provided by the Native
American Heritage Commission (NAHC). UES will send
project scoping letters to the tribal contacts listed by the NAHC. UES will make follow-up phone calls. UES
will search cultural literature, the Sacred lands File
records, and conduct an intensive-level pedestrian
survey of the proposed specific plan planning area.

Tribal cultural resources analysis will be completed in compliance with the CEQA.

UTILITIES AND SERVICE SYSTEMS
This section will assess the existing public utilities and service systems that support the proposed Brew Yard
Development Project, identify the potential impacts
posed by the Project, and present recommended
mitigation where necessary. The public utilities
and services analyzed in this section will include
electricity, gas, water, wastewater, stormwater, and
solid waste. Each subsection describes the utility,
the provider of the utility, and the infrastructure of
the utility as it relates to the proposed Specific Plan planning area. Assessment of the proposed Brew Yard
Development Project on utilities (water, wastewater,
storm drainage, solid waste) and energy providers
(electricity} varies depending on the utility, but generally includes a comparison of the project generated demand against existing and anticipated resource
supplies and/or conveyance capacity. Quantifications
of demands and generations will be included based
on factors provided by the applicable agencies.

WILDFIRES
This section will assess the risk of wildfires impacting the operations of the proposed land uses allowed
under the Specific Plan, and identifies the potential
impacts posed by the proposed Brew Yard Development Project and presents recommended mitigation where necessary. This section will comply with
California Government Code Sections 65040.20 and
66474.02 and the California Public Resources Code
Section 21083.01, relating to fire hazard impacts
of new projects.

3. ASSUMPTIONS

GENERAL
Access to the site will be the responsibility of
the City.
• Once the project description and alternatives are
approved for use in the EIR, it is assumed that they
will not change sufficiently thereafter to require
redoing the environmental analyses.
• Additional review cycles not identified in this Section would be considered a change in scope.
• The cost estimates for permits will be revisited with the City once the nature and extent of permits are
known.
• The CEQA statute or guidelines may change during
the course of this project. If such amendments
require redoing work already performed or
substantial increase in effort this would be
considered a change in scope.

TASK 1: PROJECT MANAGEMENT
• The hours allotted for meetings include, in addition
to the length of the meeting specified in the RFP,
time for preparation of agendas and other required
information, travel time to and from Irwindale offices
and UES offices in Irvine, and preparation of meeting
notes including action items.

Universal Engineering Sciences I 100
- 30 -
"~"
~· l\IES™ ll . Scopeo!Work
~ ~
• Meetings will generally be attended by the Project
Manager and the Deputy Project Manager.
• For meetings under Subtasks 1.3.3 (Project Team
Meetings), 1.3.5 (Additional Meetings as Requested),
and 1.3.8 (Meetings with Other Agencies), an
allowance is made for an additional person to
attend some of these meetings, as described in
Task Descriptions, Subsection 1. It is assumed that
technical consultation sometimes requires a resource
expert's attendance. We have estimated hours for
such attendance; actual requirements could vary
depending on the issue, and such attendance could
be less than or greater than the estimate.
• GIS Coordination and Mapping (Subtask 1.3.9), is
added to allow for initial coordination with lrwindale's GIS staff for the project, to confirm protocols, to
import the City's existing GIS information for the
project, and to create base maps for task leaders.
• The Administrative Record will not include
permitting, per answers to questions submitted to
the City.

TASK 3: PREPARE ENVIRONMENTAL &

CULTURAL RESOURCES SURVEY PLANS/

REPORTS
• All draft plans and reports are assumed to undergo
one review cycle. Changes in input from City, or
changes in the project, will be out of scope.
• Reports wl II be prepared:

1. Environmental Survey Reports, to include all
studies listed under Subtask 3.1 above, excluding
Cultural Resources Survey Plan

2. Cultural Resources Survey Plan
RESOURCES ANALYSIS (TASKS 3 & 5)
Land Use and Recreational Resources
• Pertinent land use plans can be found online and will not have to be purchased.

Aesthetics
• Visual simulations are not included in the scope of
work.

Biological Resources
• Access to the site will be the responsibility of the City. • Pre-construction surveys are not included as part of
this scope.
• Protocol-level surveys for special-status species are not included as part of this scope.
• We assume one round of comments from the City.

Cultural Resources
• The Brew Yard Development Project area will require
complete archaeological survey.
• No more than one archaeological resource
will be identified during the completion of the
archaeological survey.
• For these efforts, all archaeological sites unless
proven otherwise shall be assumed to be significant
(i.e., CRHR and/or NRHP eligible). No resource
evaluation is proposed.

Geology and Soils
• Existing references are adequate to describe
conditions.
• No subsurface exploration is included in the scope of work.
• Use of the Applicant Geotechnical Report will be
adequate.

Hazards and Hazardous Materials
• Use of the Applicant-provided Phase I ESA will be
adequate.
• UES assumes the Applicant did an EDR search that
will include a search radius of 0.25 mile from the
specific planning area. Includes five (5) aerial maps,
five (5) topographic maps, and five (5) Sanborn maps.
• Files reviewed for up to 1 O sites at the regulatory
agencies.
• One site visit and one interview with site personnel
on historical and current site uses are included in
order to conduct a Peer Review of the Applicantprovided Phase I ESA.

Universal Engineering Sciences I 101
- 31 -
Hydrology and Water Quality
• UES will rely on the Peer Reviewed Hydrology Report
and such report is data adequate for purposes
of CEQA documentation and evaluation of the
proposed project.
111 Project area, access roads, and staging areas are
identified prior to the start of this task.
• No hydraulic modeling, floodplain modeling, or
groundwater modeling by UES will be required.

Air Quality
• The analysis and reporting of greenhouse gases
is assumed to follow the current South Coast Air
Quality Management District guidance in place at the
beginning of this task. If such guidance is updated
again, the scope and cost for this analysis could
change; this would be an out-of-sc?pe effort.

Noise and Vibration
• The City will coordinate access to all sites/locations for testing.
• The site will be determined to have no significant
noise or vibration impacts, requiring development of
mitigation measures.

TASK 4: CEQA PUBLIC INVOLVEMENT
• The 1nailing list is assu1ned to contain approximately 50 entities.
• No updates to the mailing list are assumed.

TASK 5: PREPARE 1" ADMINISTRATIVE DRAFT

INITIAL STUDY
• Up to three alternatives, including the No Project
Alternative, are described.
• No hours estimates are provided for revisions to the
Environmental or Cultural Resources Survey Plans, or
Addenda to survey reports, as it is not known if this
will be necessary or what the level of effort will be.

This depends up on project description information
provided by the City.

TASK 6: PREPARE 2ND ADMINISTRATIVE

DRAFT, SCREEN CHECK DRAFT, AND DRAFT

INITIAL STUDY
• Complete and thorough comments will be provided
at each review stage, so as to avoid rework.

TASK 8: PREPARE RESPONSES TO COMMENTS
• The hours estimate for the responses to comments
memorandum will be revisited with the City after
comments are received. This amount could decrease
or increase, depending on the nature and quantity of
comments received.

TASK 12: PERMITTING
• The City will pay all agency permitting fees.
• It is assumed, a screencheck review of all permit
applications is added to the scope of work.
• A level of effort is esthnated for all permit
applications and follow-on assistance to the City. The
actual level of effort will depend on the complexity
of the permit or SMARA application, the stability of
the project description, and potentially other issues
outside of UES' control.
• Hours are included for one site visit/meeting with
regulatory agencies.
• It is assumed that project construction would not
require placement of fill-in jurisdictional wetlands
or waters of the U.S. or state. Therefore, mitigation
for wetland impacts is not anticipated. However, if
1nitigation were required for impacts to waters of the
U.S., the City would need to purchase credits from
a Corps-approved mitigation bank. The proposed
scope and cost estimate does not include the cost to
acquire 1nitigation credits or the development of a
detailed mitigation plan.
• Access to the sites will be provided by the City.
• Pre-construction surveys are not included as part of
this scope.
• Protocol-level surveys for special-status species are not included as part of this scope.
• Specific Plan would avoid known archaeology sites
and mitigate impacts to historical resources. SHPO
consultation associated with a Finding of Adverse
Effects would require additional budget.

Universal Engineering Sciences J 102
- 32 -
EXHIBIT "B"

SPECIAL REQUIREMENTS
Section 5.3 "Performance Bond" was removed from the contract. The original language has been struck through. The section order has been updated and Section 5.3 is now "Indemnification."
Performance Bond.

Concurrently 'Nith execution of this Agreement, Contractor shall deliver to City a performance bond in the sum of the amount of this Agreement, in the form provided by the City Clerk, which secures the faithful performance of this Agreement, unless such requirement is 'Naived by the Contract Officer. The bond shall contain the original notarized signature of an authorized officer of the surety and affixed thereto shall be a certified and current copy of his pmver of attorney. The bond shall be unconditional and remain in force during the entire term of the Agreement and shall be null and void only if the Contractor promptly and faithfully performs all terms and conditions of this Agreement. - 33 -
EXHIBIT "C"

SCHEDULE OF COMPENSATION/BUDGET
I. Consultant's proposed budget for services related to the EIR is as follows:
- 34 -
Tide
Principal ll
Senior Project Manager I
Senior Project Engineer II
Project Archeaologist
Project Engine.er l
Project Biologist
Senior Geologist l/Env Planner
Geologlstll
Geologist!
Senior Te-chnical Writer U
Senior CA.D/GIS Technician U
Senior Project Administrator !I
Project Administrator I!
ProjectAdministrator I
Senior·ClericaJ Staff II
Proposal Number
Proj.ect Name
Proj>ect Manage-r
Labor Costs
Direct and Misc.. Expenses

TOTAL TASK ORDER AMOUNT
TASK ORDER· TASKS
Rat&
$205
$175
$175
$155
$145
$145
$135
S135
$125
585
$150
575
$105
$100
$75
Total Hours
TotaJ Cost
Task1
40 8
8 40
8 104
$15,800
4240,623.00003
Task2
16 16
16 8
8 8
16 4
92 $14SOO
Task3
8 8
8 80
80 80
80 8
40 Task4
12 12
32 4
4 8 4
8 4
408 72
$58MO $11 ,870
Irwindale Brew Yard Development Project EJR
Brent L Moore, CEP
SB9,510
$ 10,000
$249,510
Ta.ikS
40 40
40 40
40 40
40 40
40 40
40 40
40,
24 24
568
$16~00
Labor Hours
Til5k 6 Ta.sk 7
8 2
8 2
8 40
20 8
8 100
$12SSO
2 8
2 16
$2,340
Task 1: Projectl\!\a:nagement, Coordination, ConsuJ11:ation, and Work Plan Task.a
40 40
8 8
8 104
$15,720
Ta.sk9 Task10 Ti1$k11 Task12
4 4 4 4
40 4
4 4
56 $7,280
4 4
4 4
20 $2,780
4 24
•
4 4
4 4
56 $7,16()
4 4
32 32
8 4
4 4
96 $13,160
Task2:. Review Background Information and Peer Review Applicant Environmental Technical Reports Task3: Conduct: Environmental Surveys and Prepare Studies Task 4: CEQA Public I nvo!vment
Task5: Prepare 1st Administrative Draft EIR
Task 6: Prepare 2nd Administrative Draft, Screen check Draft, and Draft ElR Task 7: Circulate Public Review DraftEIR
Task6: Prepare Responses to Comments Document
Task 9: Prepare> Mitigation, Monitoring and Reporting Program Task 1 0: Assist ln Approval of EIR
Task 11: Prep.are and Distribute Compilation EJR
Task 12: Prepare City's SM ARA Submittals
TOTAL ESTIMATED BUDGET- $249,510
Labor Labor
Hours Cost
182 537,310
106 $18,550
86 515,050
128 519,8<10
160 SB,200
128 $18,$60
396 $53,460
40 $5,400
40 $5,000
100 $8,500
92 $13,800
40 $3,000
68 $7,140
44 $4,400
82 $6,150
1692
$2l9,510
Unfversal Engineering Scl.ences I 5
l!)
(')
II. The compensation for the Services shall not exceed the Contract Sum and total compensation for all Services during the Term of this Agreement shall not exceed the Contract Sum, as provided in Section 2.1 of this Agreement.

Ill. The City will compensate Consultant for the Services performed upon submission of a valid invoice. Each invoice is to include:
a. Line items for all the work performed, the number of hours worked, and the hourly rate.
b. Line items for all materials and equipment properly charged to the Services. c. Line items for all other approved reimbursable expenses claimed, with supporting documentation.
d. Line items for all approved subcontractor labor, supplies, equipment, materials, and travel properly charged to the Services.

IV. The compensation for the Services shall not exceed the Contract Sum and total compensation for all Services during the Term of this Agreement shall not exceed the Contract Sum, as provided in Section 2.1 of this Agreement. - 36 -
EXHIBIT "D"

SCHEDULE OF PERFORMANCE/TIMELINE
I. Consultant shall perform the Services and deliver the tangible work products, in accordance with the schedules below:

II. 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 two (2) years from the date hereof, Ill. The Contract Officer may approve extensions for performance of the services in accordance with Section 3.2.
- 37 -
(:iL\' o[ Jr,\.iiild:Uc !\'.otilcc LC> PnnC•l!(.>d
,rask 1 i\1.'1ltUS"Cmc11£., t __ oonlinm.t.inn, Can'.'lult;ui.i(ln,, and \'{'r.rrk Pian 'f:i.<l: 2 Rt!'l.•i.i:_w Back,ground loJryrm:'tl..ioo ::ind Peer R._c.._.;t.:\~r .,,\ppti•c:U1L Sub.n1;tti:.d ltcnort..'i/Prep:trc l)n)jcct Dcscrioll(')Jl
T':L-4. 3 Cortd1.1tL Envirfn'lrt'tL'til::'.d SIJinrL:v~ :mJ Vn:.11ar.;: Studio T":titl;. 4 ('.£().:-\ Publi:c lnvolvcrnt::nt/C'.E<).\. M:npi.n,r; i\!cet.in•• 'f:t<:.k 5 IPr,cr.1fil".t: I;ir~t Adrn.iini.sEtali\·~ Drjfi El ll ·r:i~ 6 l)1tpnrc S~t:ond ,..\Jmini-.[r,ui .. ·c Dr.af1.., Si:!ri.:cnd1cck Dr.lfti ancl Pr..::limin:ll'y EIR
T':J_.,,.k i Cii!cuhtc l'ublic R.::::\--i.t.."\'-' Dr:aft EJR ·r.a.'ik. 8 Pn:r.mre llc::;non~t.:s ro Comment~ Ducu.mrnt T'a.<l: 0 [lr,cfl:lr1.: 3.EO~iti(~n 1.fonitnrin~ :ind tlepnrl~nz Pro:.i...<rarn 'rm;k fft .r\&:ii&L Jn,,,1ndak: \vitb i\pp:roval nf EIR 'f:1sk t l r•rcnll.re :utJ Distribllt~-1::.'tnfil C(}nipa;uon EIR ·ra&k 12 Pn:paralion of SubmlHa.l ofS;\{/\JtA CU'P i\1ining (}p~ratirrns and H.t!dsun:uion Plan tr" DlVHt mad SAiC-B
54 2
16 4
16 12
5 5
12 2
2 24
{)ctobL::r 'l(i to Oc:tc>bcr Ji~
Xtn:cctibcrfi lr) Fctr-ui!lr\· 1()
()ctn~r 31 tn :~<1vctnbcr 16
F1;brL1llry 16 Ln ll,J..a~r 30
Jul_r 1 to Scptem~r :!U
[)ciobc:r ·1 to 1\-rn·embr.:r l
1'-\ovr::nJbcr 4 10 NO\'Crttbc:r ·11
ju!~· 1 to S-Cntcmkr 30
N'nYi.:mbC'.r 11 K1 N<J\'cmbcr 25
Xnv(;mbcr 26 l(J Dcc·c1nbcr 9
June i 1n Nnv-cmh-'-'l' 26
2023
2023·-21124
2023
2024
2024
2024
2024
2H24
2024
2fl24
2024
co
<')
IZJCity Council
DSuccessor Agency
DHousing Authority
DReclamation Authority
DJoint Powers Authority
Date: October 11, 2023
Dty"f

IRWINDALE

AGENDA REPORT
To:

From:

Honorable Mayor and Members of the City Council
Julian A Miranda, City Manager
CC Item 8
Issue: Request to Approve a Project Reimbursement Agreement between the City of Irwindale and IBY Property Owner, LLC ("Owner") for the reimbursement of costs associated with processing and negotiating permits, entitlements, and proposed Conditions of Approval, including CEQA, City Attorney, and contract planning costs associated with a proposed specific plan that includes the construction of a warehouse distribution center/industrial park totaling up to ±3,000,000 square feet with associated parking, and on-site mining and reclamation activities for property located at 15801 First Street (APNS 8533-009-025, 8533-009-026, 8533-009-027, 8533-009-028 & 8533-009-029).

City Manager's Recommendation:

That the City Council approve the attached Project Reimbursement Agreement with IBY Property Owner, LLC for the reimbursement of costs associated with processing and negotiating permits, entitlements, and proposed Conditions of Approval of the Project, including all CEQA work conducted and all necessary CEQA documents prepared by the CEQA consultant selected by the City as Lead Agency and costs incurred by the City's Attorney's office and contract services, including but not limited to planning and geotechnical.

Administrative Action:

Submitted by:

Marilyn Simpson, AICP, Community Development
Director
(626) 430-2209 Electronically Approved
Prepared by:

Brandi Jones, Senior Planner
Reviewed by:

Adrian R. Guerra, City Attorney Electronically Approved

Page 1 ends

Irwindale City CouncilOctober 11, 2023

Irwindale City Council
October 11, 2023