FIRST AMENDMENT TO DEPOSIT AND REIMBURSEMENT
AGREEMENT
THIS FIRST AMENDMENT TO DEPOSIT AND REIMBURSEMENT
AGREEMENT ("Amendment") is made this
betwzen the City of Merced, a Calitornia Charter Mumicipa. Corporation (Ci) and University Vista Master Plan, LLC, a California Limited Liability Company whose address of record is 6030 Seabluff Drive, #315, Playa Vista, California 90094 ("Developer").
RECITALS
A. WHEREAS, in December 2021, the Parties entered into a Deposit and Reimbursement ("Agreement") whereby Developer agreed to reimburse City on a payment schedule for $855,493.00 in cost and expenses City incurred in connection with Developer's project.
B. WHEREAS, the payment schedule for the reimbursement has changed and the Parties wish to amend the Agreement to reflect the updated schedule.
C. WHEREAS, except as modified herein, the terms of the Agreement shall remain the same.
NOW, THEREFORE, in consideration of the mutual promises set forth herein, pursuant to paragraph 10 of the Agreement, the Parties agree to modify the Agreement as follows:
Section 15, "ADDITIONAL REIMBURSEMENT", is hereby added to the Agreement to read as follows:
A. Upon execution of this First Amendment, Developer shall deposit with the City the total estimated cost of Consultant's services, which equals the sum of Forty-Five Thousand One Hundred Eighty-Eight Dollars ($45,188.00). Within ten (10) days of the mutual execution of this Amendment, the Developer shall deposit with the City the first of four equal installments of Eleven Thousand Two-Hundred Ninety-Seven Dollars ($11,297.00). Installments of Eleven Thousand Two-Hundred Ninety-Seven Dollars ($11,297.00) due within ninety (90) days, one hundred twenty (120) days, and one hundred eighty (180) days of execution of this Amendment, respectively. City shall apply this deposit to fees, costs, and expenses under X: \AgreementslPlanning|2026 First Amendment to Deposit and Reimbursement Agreement-University Vista.docx its contract with Consultant and shall refund to Developer any unspent funds upon termination of the Agreement. In the event the aforementioned amount ($45,188.00) is amended or otherwise adjusted in the contract with the Consultant, Developer agrees to similarly amend its reimbursement obligation hereunder with the intent that the City will at all times be reimbursed for all actual fees, costs, and expenses under said contract with the Consultant, subject to the condition that Developer must have reviewed and approved any modifications to Consultant's proposal to be liable for resultant fees, costs, and expenses under the contract with Consultant. In the event the contract with the Consultant terminates, the Developer will only be responsible for its pro-rata share of the Consultant's cost to the date of termination.
Section 16, "ADDITIONAL MANAGEMENT FEE, is hereby added to the First Amendment to read as follows:
In addition to the Consultant time spent on preparing the environmental impact report, City staff will spend considerable time administering the Consultant contract. Under City Council Resolution #98-31, also known as the "Planning and Development Fee Schedule," the management fee for environmental review reports is an additional ten percent (10%) of the total environmental impact review cost. Pursuant to said Schedule, Developer hereby agrees to deposit within thirty (30) days of the mutual execution of this Amendment, the additional sum of Four-Thousand Five-Hundred Eighteen Dollars ($4,518.00) to be applied toward the management fee for City staff time administering the preparation of an environmental document by the Consultant.
3. Limited Scope of Amendment. Except as specifically modified herein, the terms of the Agreement shall remain the same.
IN WITNESS WHEREOF, the parties have caused this Amendment to be executed on the date first above written.
CITY OF MERCED
A California Charter Municipal
Corporation
BY:
D. Scott McBride,
City Manager
X: AgreementsiPlanning|2026 First Amendment to Deposit and Reimbursement Agreement-University Vista.docx ATTEST:
D. SCOTT MCBRIDE, CITY CLERK
BY:
Assistant/Deputy City Clerk
APPROVED AS TO FORM:
CRAIG J. CORNWELL, CITY ATTORNEY
3x: Guang Cowell 3/30/2021
'ity Attorne Date
ACCOUNT DATA:
M. VENUS RODRIGUEZ, FINANCE OFFICER
BY:
Verified by Finance Officer
{Signatures continued on next page}
X: \Agreements\Planning\2026 First Amendment to Deposit and Reimbursement Agreement-University Vista.docx
DEVELOPER UNIVERSITY VISTA MASTER
PLAN, LLC, A California Limited Liability Company
Bobby Laughlin on behalf of
University Vista Master Plan, LLC
X: \Agreements Planning\2026\First Amendment to Deposit and Reimbursement Agreement-University Vista.docx 4 ESA 2600 Capito! Avenue, Suite 200
Sacramento, CA 95816
916.564.4500 phone
916.564.4501 fax
esassoc.com
July 11, 2025
City of Merced
Attention: Jonnie Lan. Principal Planner
678 West 18+h Street
Merced, CA 95340
RE: University Vista Project EIR - Contract Modification No. 1 Dear Ms. Lan:
This contract modification request describes out-of-scope tasks for the University Vista Project EIR contract, as described below.
ESA's scope of work for the University Vista project originally scoped out the agricultural resources and wildfire environmental topics as the project area was not designated as Important Farmland by the California Department of Conservation's Farmland Mapping and Monitoring Program (FMMP) and was not within a very high fire hazard severity zone as mapped by the Cal Fire's Fire and Resources Assessment Program (FRAP) at the time the notice of preparation was published in April 2022. However, in consideration of the sensitivity of agricultural land conversion and wildfire risk issues in the County of Merced, at the City's request, ESA subsequently prepared agricultural resources and wildfire sections and are thus requesting additional budget to cover this out-of-scope work.
In addition, shortly after ESA began preparation of the Administrative Draft EIR, the project applicant initiated changes to the project description to: (1) increase residential units counts and square footages; (2) increase commercial square footage in the commercial (non-mixed-use) pad; and (3) retain the same site layout as currently proposed. As a result, ESA was required to update the project description to reflect these changes and thus are also requesting additional funds to cover this work.
Next, concerning the preparation of the EIR air quality, biological resources, energy, and greenhouse gas emissions sections, ESA did not have the benefit of reviewing the applicant's technical studies prior to preparing our scope as they had not yet been prepared. Given their breath, our original budget to prepare these EIR sections is inadequate, and we are requesting additional funds to prepare these sections.
Finally, the project has been on hiatus since early 2023. As it has been over two years since the ESA team engaged in the project, ESA staff need to review the completed EIR sections to refamiliarize ourselves with the project and to ensure that the remaining sections are consistent in format and style with the sections that have been completed.
ESA currently has $4,812 remaining in Task 6, Administrative Draft EIR. At this time, ESA is requesting that an additional $45,188 to be added to Task 6 of our scope of work dated November 18, 2021, to cover this work. See the attached spreadsheet for details of our cost estimate. Please note that our billing rates have increased and request that our updated rates be used going forward.
EXHIBIT 1
University Vista Project EIR - Contract Modification No. 1 July 11, 2025
Please feel free to contact us at (916) 564-4500 or at our mail addresses below if you would like to discuss this request further. We look forward to continuing our work with you and thank you for your time and consideration.
Sincerely,
Pave Mitchell falsil
Paul Mitchell Paul Stephenson
Project Director Project Manager
[email protected] [email protected]
Environmental Science Associates
P. Mitchel P. Stephenson C. Dugan J. lyer C. Hughs J. Orsolni K. Olsen TOTAL ESA LABOR COST & FEES University Vista Contract Mod #1 Total
Managing Managing Principal Managing Managing Mansging Associate Assoclate Consultant 4 Consultant 3 Consultant f Consultant 1 Consultant 3 Consultant 4 Total ESA Labor Cost Consullanto consultants ESA Tot ESA Labor Rate Technology & Data Hours Subtotal (S) Escalation Contingency Management Fee Labor Fee Task # Task Name/Description $312 $265 $266 $197 $197 $175 $189 Reused Proyect Descricton 12 2 16.00 4,194 | S 126$ 126 3 4,320 Agncuhural Resources 16 18.00 3,332 100 S 100 | $ 3,432 Ar Qualty 28 32.00 8,378 251S 251 $ 8,629
Biological Resources 40.00 7,880 236 S 236 8,116
Energy 2 16 20.00 5,186 156 S 156 5,342
Greenhouse Gas Emessions 24 28.00 7,314 | s 219$ 219$ 7,533 Wlatre 18.00 3,332 100 | $ 100 | 3 3,432
Completed Secton Renew 16.00 S 4,250 128 S 128 4,384
Total Hours 32 68 32 188.003 43,872 | 3 1,310 | 3 1,316 S 45,188 Total (5) Amount $624 $8,512 81,656 $18,088 31,576 $6,304 $5,600 $1,512
PROJECT COST ESTIMATE SUMMARY TABLE
ESA Labor 43,872
Annual Rate Escalation Allowance
Contingency
Technology and Data Management Fee 3% 1,316
ESA Labor Amount 45,188
ESA Non-Labor Expenses
Reimbursable Expenses (see Attachment A for detai)
ESA Equipment Usage (see Attachment A for detail) :
Subtotal ESA Non-Labor Expenses
Subconsultant Costs
PROJECT TOTAL
Confidenbal Page 1