Morro Bay City Council
June 11, 2024

CITY OF MORRO BAY
City Council Regular Meeting Agenda

Tuesday, June 11, 2024, 5:30 p.m.

Veterans Memorial Hall, 209 Surf St., Morro Bay, CA
Public Participation
Public participation is offered in the following ways:
• Community members may attend the meeting in person at the Morro Bay Veterans Hall.

Alternatively, members of the public may watch the meeting and speak during general Public Comment or on a specific agenda item by logging into the Zoom webinar using the information provided below. Please use the "raise hand" feature to indicate your desire to provide public comment.
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https://us02web.zoom.us/j/82722747698?pwd=aWZpTzcwTHlRTk9xaTlmWVNWRWFU QT09
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• Password: 135692
Or Telephone Attendee: 1 (408) 638-0968 or 1 (669) 900-6833 or 1 (346) 248-7799; Webinar ID: 827 2274 7698; Password: 135692: Press *9 to raise hand for public comment.
•
• Meetings are also broadcast on cable Channel 20 and streamed on the City's website.

Community Members are encouraged to submit agenda correspondence via email to the City Council at [email protected] prior to the meeting. Agenda correspondence received by 10:00 a.m. on the meeting day will be posted on the City website. •
Pages

1. ESTABLISH QUORUM AND CALL TO ORDER

2. MOMENT OF SILENCE

3. PLEDGE OF ALLEGIANCE

4. REPORTS

4.a Closed Session Report

4.b Mayor and Councilmembers' Reports, Announcements and Presentations

4.c City Manager Reports, Announcements and Presentations

4.d Subcommittee Reports

1. Water Reclamation Facility & Morro Bay / Cayucos Sanitary District JPA

2. Morro Bay Power Plant (Vistra)

3. Offshore Wind Energy

4. Downtown Design District

5. RECOGNITION AND PRESENTATIONS
None

6. PUBLIC COMMENT
Members of the audience wishing to address the Council on City business matters not on the agenda may do so at this time. For those desiring to speak on items on the agenda, but unable to stay for the item, may also address the Council at this time.

Public comment is an opportunity for members of the public to provide input to the governing body. To increase the effectiveness of the Public Comment Period, the City respectfully requests the following guidelines and expectations be followed:
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Those desiring to speak are asked to complete a speaker slip, which are located at the entrance, and submit it to the City Clerk. However, speaker slips are not required to provide public comment. •
When recognized by the Mayor, please come forward to the podium to speak. Though not required, it is helpful if you state your name, city of residence and whether you represent a business or group. Unless otherwise established by the Mayor, comments are to be limited to three minutes.
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All remarks should be addressed to Council, as a whole, and not to any individual member thereof.
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The Council respectfully requests that you refrain from making slanderous, profane or personal remarks against any elected official, commission and/or staff.
•
Please refrain from public displays or outbursts such as unsolicited applause, comments or cheering.
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Any disruptive activities that substantially interfere with the ability of the City Council to carry out its meeting will not be permitted and offenders will be requested to leave the meeting.
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Your participation in City Council meetings is welcome and your courtesy will be appreciated.
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The Council in turn agrees to abide by its best practices of civility and civil discourse according to Resolution No. 07-19.
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7. CONSENT AGENDA

Unless an item is pulled for separate action by the City Council, the following actions are approved without discussion. The public will also be provided an opportunity to comment on consent agenda items.

Recommended Action
Approve Consent Agenda Items 7.a through 7.e as submitted.

7.a Approval of Proclamations
(City Clerk)
Recommended Action
Approve as submitted.

1. Proclamation declaring the third Saturday in June 2024 as "Juneteenth Day"
6 7.b Professional Services Agreement/Amendments for Engineering Support for the implementation of the Recycled Water Component of the Water Reclamation Facility Program
7 (Public Works Department)
Recommended Action
Authorize the City Manager to execute:

An agreement with Cannon to provide design and engineering services during construction (ESDC) for the Recycled Water Facilities component of the Water Reclamation Facility (WRF) Program in an amount not to exceed $1,374,396, which
includes a 10% contingency budget and optional tasks
executable by the City Manager; and

1. An agreement amendment with Confluence Engineering
Solutions (ConfluenceES) to provide recycled water program management support services for Fiscal Year (FY) 2024/25 for the WRF Program in the amount of $339,913 for a not to
exceed agreement amount of $967,532, and to extend the
agreement term to June 30, 2025; and

2. A non-compensable agreement amendment with Carollo
Engineers to reallocate remaining budget to permitting and funding support tasks for the WRF Program and to extend the agreement term to December 31, 2026; and

3. An agreement amendment with GSI Water Solutions, Inc. (GSI) to provide injection well exploratory drilling oversight support services for the archeologic and hydrogeologic testing in the amount of $39,600 for a not to exceed agreement amount of $1,351,363.

4. 7.c Professional Services Agreement for Cannon for design and 85

engineering services during construction of a Morro Basin Extraction Well
(Public Works Department)
Recommended Action
Authorize the City Manager to execute an agreement with Cannon to provide design and engineering services during construction (ESDC) for a Morro Basin Extraction Well in an amount not to exceed $393,697, which includes a 10% contingency budget executable by the City Manager.

7.d San Luis Obispo County Regional Special Weapons and Tactics Team Memorandum of Understanding
126
(Police Department)
Recommended Action
Adopt Resolution No. 33-24 Authorizing the Chief of Police to sign an updated Memorandum of Understanding for the city’s participation in the San Luis Obispo County Regional Special Weapons and Tactics Team (Regional SWAT Team).

7.e Morro Bay Parking Lot Rehabilitation Notice of Completion 141 (Public Works Department)
Recommended Action
Accept the work as performed by Ramsey Asphalt and
Construction; and

1. Authorize issuance and recording of the Notice of Completion; and

2. Authorize the reallocation of the unspent funds to the Pavement Management Program.

3. 8. PUBLIC HEARING ITEMS

8.a Public Hearing to Report on Delinquent Solid Waste Collection Accounts and Adopt Resolution No. 34-24 Authorizing San Luis Obispo County Assessor to Assess Amounts Due on Delinquent Solid Waste Collection Accounts as Tax Leins Against the Properties
146
(Public Works Department)
Recommended Action
Conduct a public hearing to receive the report on delinquent solid waste collection fees, hear any objections or protests to the report, authorize the addition of the City’s 2% administration fee to the delinquent fees, and adopt Resolution No. 34-24 authorizing the San Luis Obispo County Tax Assessor to assess amounts due on delinquent solid waste collection accounts as tax liens against the properties. Pursuant to

California Health and Safety Code Section 5473, this Resolution should be adopted by a two-thirds vote of the members of the City Council.

9. BUSINESS ITEMS

9.a Amendment No. 8 to Contract Services Agreement with Aleshire & Wynder, LLP for City Attorney Services
153
(Human Resources/Risk Management/Finance Department)
Recommended Action
Approve Amendment No. 8 to the contract services agreement with Aleshire & Wynder, LLP for city attorney services.

10. COUNCIL DECLARATION OF FUTURE AGENDA ITEMS

11. ADJOURNMENT
The next Regular Meeting will be held on June 25, 2024.

This agenda is subject to amendment up to 72 hours prior to the date and time set for the meeting. Please refer to the agenda posted at City Hall, 595 Harbor Street, Morro Bay, CA 93442 for any revisions or call the Clerk's office at (805) 772-6205 for further information.

Materials related to an item on this agenda submitted to the City Council after distribution of the agenda packet are available for public inspection upon request by calling the City Clerk's office at (805) 772-6205.

In compliance with the Americans Disability Act, if you need special assistance to participate in a City meeting, please contact the Clerk's office 24 hours prior to the meeting to insure reasonable arrangements can be made to provide accessibility to the meeting.

AGENDA NO: 7.a.1
MEETING DATE: June 11, 2024

A PROCLAMATION OF THE CITY COUNCIL

OF THE CITY OF MORRO BAY

PROCLAIMING THE THIRD SATURDAY
IN JUNE 2024 AS “JUNETEENTH DAY” IN

THE CITY OF MORRO BAY

CITY COUNCIL
City of Morro Bay, California
WHEREAS, Juneteenth has become the harbinger of the ending of the institution of slavery in this great nation; and
WHEREAS, Juneteenth embodies the indomitable human spirit of the past, in the present, and all time; and
WHEREAS, the celebration of Juneteenth gives us all the opportunity to rededicate ourselves to the true American spirit; and
WHEREAS, we are citizens that wish to secure the blessings of freedom, justice, and equality for all in this great City of ours; and
WHEREAS, the collaboration of community-based organizations, faith-based organizations, and local businesses, and local government are committed to being part of the solution and guidance in continuing the struggle for freedom, justice, and equality for all.

NOW, THEREFORE, BE IT RESOLVED AND ORDERED that the City Council of the City of Morro Bay, is proclaiming the third Saturday in June 2024 as “Juneteenth Day” and recommends that all citizens of the City of Morro Bay to join in recognizing the importance of this day.

IN WITNESS WHEREOF I have hereunto
set my hand and caused the seal of the City
of Morro Bay to be affixed this 11th day of
June, 2024

CARLA WIXOM, MAYOR
City of Morro Bay, California

Prepared By: __DH/GK___________ Dept Review:_ _gk_____
City Manager Review: yk__________ City Attorney Review: ___CFN______ Staff Report
TO: Honorable Mayor and City Council DATE: June 3, 2024 FROM: Gregory Kwolek, Public Works Director
Damaris Hanson, Utilities Division Manager
SUBJECT: Professional Services Agreements/Amendments for Engineering Support for the implementation of the Recycled Water Component of the Water Reclamation Facility Program.

RECOMMENDED ACTION
Authorize the City Manager to execute:

1. An agreement with Cannon to provide design and engineering services during construction (ESDC) for the Recycled Water Facilities component of the Water Reclamation Facility (WRF) Program in an amount not to exceed $1,374,396, which includes a 10% contingency budget and optional tasks executable by the City Manager; and

2. An agreement amendment with Confluence Engineering Solutions (ConfluenceES) to provide recycled water program management support services for Fiscal Year (FY) 2024/25 for the WRF Program in the amount of $339,913 for a not to exceed agreement amount of $967,532, and to extend the agreement term to June 30, 2025; and

3. A non-compensable agreement amendment with Carollo Engineers to reallocate remaining budget to permitting and funding support tasks for the WRF Program and to extend the agreement term to December 31, 2026; and

4. An agreement amendment with GSI Water Solutions, Inc. (GSI) to provide injection well exploratory drilling oversight support services for the archeologic and hydrogeologic testing in the amount of $39,600 for a not to exceed agreement amount of $1,351,363.

FISCAL IMPACT
The recommended actions do not require a budget amendment. Funding for the implementation of the Recycled Water Program, including the recommended agreement awards and amendments, is included in the approved WRF Program budget for Recycled Water of $9,424,174. Currently, the City expects to cover these costs through a mixture of funding sources, including the awarded Environmental Protection Agency’s (EPA) Water Infrastructure Finance and Innovation Act (WIFIA) Loan, the State Water Resource Control Board’s (SWRCB) Clean Water State Revolving Fund (CWSRF) Loan, the United States Bureau of Reclamation’s (USBR) Title XVI Grant, and the California Department of Water Resources’ (DWR) Integrated Regional Water Management (IRWM) Grant.

BACKGROUND/DISCUSSION
Recycled Water Program
The Recycled Water Facilities component of the WRF Program is a critical component of the City’s strategy to reduce its reliance on imported State Water Project (SWP) water and develop a reliable, resilient local water supply. The Recycled Water Program includes advanced treatment facilities (i.e., reverse osmosis and ultraviolet disinfection with advanced oxidation) at the Water Resources Center to treat the City’s wastewater and produce up to 825 acre-feet per year (AFY) of advanced purified AGENDA NO: 7.b
MEETING DATE: June 11, 2024

water. The advanced purified water will be conveyed to the Morro Groundwater Basin (Morro Basin) via a series of injection wells to augment groundwater replenishment and to offset potable water use to prevent seawater intrusion and improve groundwater quality.

On November 14th, 2023, at a Joint Public Works Advisory Board (PWAB) and City Council, City Staff and the Recycled Water Program Team provided recommendations for implementation of the initial phase of the Recycled Water Program. These recommendations included construction of three (3) injection wells and recycled water connections for Lila Kaiser Park and Morro Bay High School, with the intent of meeting the following objectives:

1. Develop a local, drought proof water supply to reduce reliance on State Water and meet nearand long-term water supply reliability and resiliency needs.

2. Comply with the recycled water implementation requirements of the WRF Program Funding/Financing Agreements

3. Fulfill the City Council and Coastal Commission direction to incorporate Recycled Water as a component of the WRF Program
Included in the recommendations was approval of consultant agreements to support the implementation of initial phase of the recycled water program and to release a Request for Proposal (RFP) for design services for the injection wells and recycled water pipelines. The City Council approved City Staff’s recommendations and included an amendment for City Staff to contact the SWRCB to confirm the minimum recycled water implementation requirements for the WRF Program’s CWSRF Loan.

On February 27th, 2024, the City received a response letter from the CWSRF representatives formally documenting the minimum recycled water program implementation requirements. The response indicated that the City must construct indirect potable reuse facilities and a recycled water project capable of delivering 412.5 Acre-Feet per Year (AFY) within 5 years of completion of construction to comply with the terms of the CWSRF Loan Agreement. On March 12, 2024, City Staff and the Recycled Water Program Team presented the response letter from the SWRCB regarding the request for formal documentation of the minimum recycled water program implementation requirements to City Council.

Recycled Water Program Agreements/Amendments

1. Recycled Water Facilities Engineering Design Agreement With confirmation of the minimum implementation of the recycled water program, on March 15th, 2024 City Staff and the Recycled Water Program Team released a Request for Proposals (RFP) for the procurement of engineering design services for the injection wells and recycled water pipelines. A panel of City Staff and the Recycled Water Program Manager reviewed a total of 2 responsive proposals, and after conducting interviews, a recommended consultant was identified, and a proposed scope and fee estimate negotiated.

The selection panel and City Staff recommend that the City Council authorize the City Manager to execute an agreement with Cannon to provide design and engineering services during construction (ESDC) for the Recycled Water Facilities component of the WRF Program in an amount not to exceed $1,374,396, which includes a 10% contingency budget and optional tasks executable by the City Manager. The City believes this is an efficient and necessary use of the Council approved budget for the Recycled Water Facilities component of the WRF Program. The detailed scope and fee estimate for engineering design services can be found in Attachment 1, Cannon Recycled Water Facilities Design and ESDC Agreement. If approved, Recycled Water Facilities Design and ESDC would initiate in June 2024 and continue through September 2026.

2. Recycled Water Program Management Agreement Amendment In December 2021, through a competitive selection process, ConfluenceES was selected to provide

Engineering Services for the City during the transition to a new City Engineer. Subsequently, City Staff identified a need for continued engineering and operations support for the WRF Program and City’s Water and Wastewater Systems. Additionally, City Staff recognized that with the pending completion of the WRC and the Conveyance components of the WRF Program, the City has an opportunity to save costs and streamline the Program Management of the WRF Program.

City Staff, felt that ConfluenceES was uniquely suited to assist the City with Program Management of the Recycled Water Program because Dan Heimel (President/Principal Engineer for ConfluenceES) has extensive experience supporting Central Coast agencies with their water resource projects and recycled water programs. On August 23, 2022, the City Council approved amending ConfluenceES’s agreement to include Program Management support for the implementation of the Recycled Water Facilities component of the WRF Program for FY 2022/23.

Through use of effective time management, ConfluenceES was able to extend the available budget for FY 2022/23 Program Management through the end of FY 2023/24. ConfluenceES’s hourly rates are significantly lower than other similar dedicated water resource consulting firms, with equivalent level experience staff at other consulting firms having hourly rates exceeding $100 more per hour than ConfluenceES. The WRF subcommittee is aware of staff’s recommendation of ConfluenceES to continue providing program management services for the Recycle Water Program.

Since August 2022, ConfluenceES has been providing Program Management support services for the implementation of the Recycled Water Program for a cost averaging ~$20,000 per month. These Program Management services include coordination and oversight of the multi-disciplinary team, including archeologists, biologists, environmental specialists, design engineers, permitting engineers, hydrogeologists and City Staff, needed to deliver this complex public works infrastructure program in the Coastal Zone of California. The key components of the Program Management Scope of Work are outlined below.

ConfluenceES FY 2024/25 Scope of Work Summary
Task 0 Program Management
Task 1 Program Controls
Task 2 Hydrogeologic Design Management
Task 3 Recycled Water Facilities Design Management
Task 4 Environmental & Permitting Support
Task 5 RWQCB/DDW Permitting Support
Task 6 Funding/Financing Support
During the approximately 2 years providing Recycled Water Program Management support, ConfluenceES has assisted the City in achieving a number of significant Recycled Water Program achievements, some of which are outlined below.

ConfluenceES Supported Recycled Water Program Management Achievements  Developed a Recycled Water Program Implementation Strategy that meets the City's nearterm water supply reliability and resiliency needs; minimizes costs to City rate payers; leverages existing available grant and low-interest financing and provides potential cost recovery opportunities
 Oversaw bidding, construction and performance testing for Injection Well No. 1 o Delivered project on budget even with requested additional scope from the driller o Successfully negotiated credits for services not performed and prevented PCOs for items included in driller’s scope of work
 Led the application preparation and successful award of $1.2M in IRWM Funding for the Recycled Water component of the WRF Program
 Oversaw development of the application and successful award of $9.3M in USBR Title XVI Funding for the Recycled Water component of the WRF Program

 Develop strategy to repurpose the abandoned Desal Feed pipeline to convey recycled water across Morro Creek, saving potentially ~$1.1M in pipeline construction costs  Identified new pipeline alignment alternatives and developed a recycled water program implementation strategy that avoids the need for a Supplemental EIR and saves the City approximately $150k
 Identified opportunities to utilize recycled water to offset potable water demands for landscape irrigation at Lila Kaiser Park and Morro Bay High School  Identified and developed application for American Society of Civil Engineers (ASCE) local, regional and state Sustainable and Environmental Project of the Year award  Developed strategy to allow the City to operate its IPR Program without needing to run the Brackish Water Reverse Osmosis (BWRO) treatment facility, saving approximately $300K in annual operating costs (difference between BWRO and blended groundwater production costs)
 Developed a water supply model and water system operational strategy that will allow the City the potential opportunity to achieve cost recovery of up to $700k annually through the sale of excess SWP supplies
 Developed a recycled water production model to assist the City in better understanding recycled water production and staffing opportunities/constraints  Developed a strategy to combine archaeological and hydrogeologic testing to allow for predesign of the injection wells to avoid potential redesign costs after initial pilot hole drilling and to reduce overall well construction costs.
 Coordinated with Coastal Commission and developed the necessary plans/documents to bring the City into compliance with the WRF Coastal Development Permit special conditions ConfluenceES’s proposed Scope of Work and Cost Estimate for providing FY 2024/25 Recycled Water Program Management support services is included in Attachment 2, ConfluenceES Agreement Amendment No. 3. The proposed scope of work was developed through close coordination with City Staff to provide for efficient delivery of the Recycled Water Program and the estimated fee for FY 2024/25 is $339,913.

3. Carollo Engineers Agreement Amendment
Carollo's Amendment No. 9 includes the scope of work to support additional permitting and funding/financing activities for the Recycled Water Facilities component of the Water Reclamation Facility (WRF) Program. Given that the Water Resources Center and the Conveyance Facilities agreements were closed out at the April 9, 2024, City Council Meeting, Carollo will no longer serve as the Program Manager for the WRF Program and will instead serve in a supporting role to the City and ConfluenceES. Carollo Engineers Funding/Financing and Permitting Support Amendment No. 9, included as Attachment 3, will not increase the total agreement budget but will reallocate remaining budget to open tasks, such as preparation of the WRF Quarterly Report and assistance with WRC and conveyance project closeout items, and extend the agreement expiration date to December 31, 2026.

Carollo has industry leading experts in potable reuse permitting that have been supporting the development of the Engineers Report and the Report of Waste Discharge (ROWD) applications, the key potable reuse permitting documents for the Regional Water Quality Control Board (RWQCB) and the Division of Drinking Water (DDW), since the City decided to pursue an Indirect Potable Reuse (IPR) recycled water project. Retaining Carollo to complete the permitting application documents and obtaining the necessary recycled water permits is the most efficient and cost-effective strategy for the City to complete the Recycled Water component of the WRF Program.

The other focus area of Carollo’s remaining scope is for Funding Support. Carollo’s funding team has been the lead for coordinating activities for the Water Infrastructure and Innovation Act (WIFIA) and

Clean Water State Revolving Fund (CWSRF) low-interest financing programs that have been the primary funding source for the WRF Program. Because the City will continue to utilize these funding sources to pay for the remaining portions of the WRF Program, retaining the Carollo team is the most efficient and cost-effective strategy for preparing disbursement packages and coordinating related activities. ConfluenceES will continue to be and has been the lead on applying for and developing the Bureau of Reclamation (BOR) Title XVI and Integrated Regional Water Management (IRWM) grant awards/agreements that will allow the City to obtain $10.5M in outside funding for the Recycled Water component of the WRF Program and reduce the cost of the program to City rate payers.

4. GSI Injection Well Exploratory Drilling Oversight Support Agreement Amendment GSI’s Amendment No. 4 includes scope of work for providing injection well siting field coordination, well staking, and exploratory drilling oversight. Previously, the City has authorized archeological testing which is a necessary step prior to further design and construction of the WRF Program. To save significant time and money, staff recommends to modify the archaeological testing protocol to also include concurrent hydrogeologic testing at each of the potential injection well sites. As a result of this cost-saving concept, this amendment has become necessary.

CONCLUSION
The agreements and amendments for engineering services for consideration by the City Council are critical path items to move the IPR project forward. Together, they comprise the necessary next step to keep the Recycled Water phase of the WRF program on schedule to meet deadlines set by our funding and financing agencies.

Staff recommends the City Council authorize the City Manager to execute:

1. An agreement with Cannon to provide design and engineering services during construction (ESDC) for the Recycled Water Facilities component of the Water Reclamation Facility (WRF) Program in an amount not to exceed $1,374,396, which includes a 10% contingency budget and optional tasks executable by the City Manager;

2. An agreement amendment with Confluence Engineering Solutions (ConfluenceES) to provide recycled water program management support services for Fiscal Year (FY) 2024/25 for the WRF Program in the amount of $339,913 for a not to exceed agreement amount of $967,532, and to extend the agreement term to June 30, 2025; and

3. A non-compensable agreement amendment with Carollo Engineers to reallocate remaining budget to permitting and funding support tasks for the WRF Program and to extend the agreement term to December 31, 2026.

4. An agreement amendment with GSI Water Solutions, Inc. (GSI) to provide injection well exploratory drilling oversight support services for the archeologic and hydrogeologic testing in the amount of $39,600 for a not to exceed agreement amount of $1,351,363; and

ATTACHMENTS

1. Cannon Recycled Water Facilities Design and ESDC Agreement

2. ConfluenceES Recycled Water Program Management Agreement Amendment No. 3

3. Carollo Engineers Funding/Financing and Permitting Support Amendment No. 9

4. GSI Injection Well Exploratory Drilling Oversight Support Amendment No. 4

01181.0001/813182.1 -1-

AGREEMENT FOR SERVICES

BETWEEN CITY OF MORRO BAY AND

CANNON CORPORATION
THIS AGREEMENT FOR SERVICES (“Agreement”) is made and entered into this Eleventh day of June, 2024 by and between City OF MORRO BAY, a California municipal corporation (“City”) and CANNON CORPORATION, a California Corporation (“Consultant”).

City and Consultant may be referred to individually as “Party” or collectively as “Parties.” 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 CONSULTANT

1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, 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 City entering into this Agreement, Consultant represents and warrants: a) all services set forth in the Scope of Services will be performed in a competent and satisfactory manner; b) all materials used for services will be both of good quality as well as fit for the purpose intended; and, c) Consultant shall follow the highest professional standards and practices in performing the services required hereunder.

1.2 Consultant’s Proposal. The Scope of Services shall include the scope of services or work included in 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 or bid, and this Agreement, the terms of this Agreement shall govern. No other terms and conditions from Consultant’s proposal or bid, other than description of scope of services or work, shall apply to this Agreement, unless specifically agreed to by City in writing.

1.3 Compliance with Law. All services rendered hereunder shall be provided in accordance with all ordinances, resolutions, statutes, rules and regulations of City and any federal, State or local governmental agency having jurisdiction in effect at the time services are rendered.

City, and its officers, employees and agents, shall not be liable at law or in equity for failure of Consultant to comply with this Section.

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

1.5 Additional Services and Compensation. 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 to the work by altering, adding to

01181.0001/813182.1 -2-
or deducting from said work. No such extra work may be undertaken unless a written order, consistent with both Section 9.4 as well as Morro Bay Municipal Code (“MBMC”) section

3.08.060 (and as amended), is first given by City to Consultant, incorporating therein any adjustment in the Contract Sum for the actual costs of the extra work and/or the time to perform this Agreement, which said adjustments are subject to the written approval of Consultant. 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 or reasonably contemplated therein. 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 done by other consultants.

1.6 Familiarity with Work. By executing this Agreement, Consultant represents and warrants Consultant: a) has thoroughly investigated and considered services to be performed, b) has carefully considered how services should be performed, and c) fully understands the facilities, difficulties and restrictions attending performance of services under this Agreement.

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

1.8 Prevailing Wages. If services include any “public work” or “maintenance work,” as those terms are defined in California Labor Code section 1720 et seq. and California Code of Regulations, Title 8, section 16000 et seq., and if the total compensation is $1,000 or more, Consultant shall pay prevailing wages for such work and comply with the requirements in California Labor Code section 1770 et seq. and 1810 et seq., and all other applicable laws.

1.9 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 One Million Three Houndred and SeventyFour Thousand Three-Hundred and Ninety-Six Even Dollars ($1,374,396) (“Contract Sum”), unless additional compensation is approved pursuant to Section 1.5. Compensation may include reimbursement, for actual and necessary expenditures, if both specified in the Schedule of Compensation, as well as approved by City in advance. The Contract Sum shall include the

01181.0001/813182.1 -3-
attendance of Consultant at all project meetings reasonably deemed necessary by City. 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, Consultant shall promptly notify the Contract Officer of said fact, circumstance, technique or event and the estimated increased or decreased cost related thereto.

2.2 Invoices. Unless some other method of payment is specified in Exhibit C, Schedule of Compensation, in any month in which Consultant wishes to receive payment, no later than the first business day of such month, Consultant shall submit to City, in a form approved by City’s Finance Director, an invoice for services rendered prior to the date of the invoice. By submitting an invoice for payment under this Agreement, Consultant is certifying compliance with all provisions of this Agreement. Except as provided in Sections 7.3, 7.4 and 7.5, City shall pay Consultant for all expenses stated thereon which are approved by City pursuant to this Agreement generally within thirty (30) days, and City will use its best efforts to make payment no later than forty-five (45) days, from the submission of an invoice in an approved form. In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. Review and payment by City for any invoice provided by Consultant shall not constitute a waiver of any rights or remedies provided herein or any applicable law. Each invoice is to include (unless otherwise specified by City): 1) line items for all personnel describing the work performed, the number of hours worked, and the hourly rate; 2) line items for all materials and equipment properly charged to the Services; 3) line items for all other approved reimbursable expenses claimed, with supporting documentation; and 4) line items for all approved subcontractor labor, supplies, equipment, materials, and travel properly charged to the Services.

ARTICLE 3. PERFORMANCE SCHEDULE

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

3.2 Term. Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services, which shall be no later than December 31st, 2026.

3.3 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.

3.4 Force Majeure. The time period(s) specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of 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 City, if Consultant shall within ten (10) days of the commencement of such delay notify City in writing of the causes of the delay. City 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 City

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such delay is justified. City’s determination shall be final and conclusive upon the Parties to this Agreement. In no event shall Consultant be entitled to recover damages against City for any delay in the performance of this Agreement, however caused, Consultant’s sole remedy being extension of this Agreement pursuant to this Section.

ARTICLE 4. COORDINATION OF WORK

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

4.2 Contract Officer for City. The Contract Officer for City is Yvonne Kimball (or such person as may be designated by the City Manager). The Contract Officer shall be the primary person on behalf of City responsible for the administration of the Agreement. It shall be Consultant’s responsibility to assure that the Contract Officer is kept informed of both the progress of the performance of the services as well as any decisions which must be made by City.

4.3 Approvals from City. City approvals or actions, pursuant to the authority of this Agreement, are to be made (unless otherwise specified) either by the City Manager or by their delegate as provided for in writing.

4.4 Independent Contractor. Neither City, nor any of its officers, employees or agents, shall have any control over the manner or means by which Consultant, or its officers, employees, agents or subcontractors, perform the services required herein, except as otherwise set forth herein. Consultant shall perform all services required herein as an independent contractor of City and shall remain under only such obligations as are consistent with that role. Consultant shall not at any time or in any manner represent that it, or any of its officers, employees, agents or subcontractors, are officers, employees or agents of City. City shall not in any way or for any purpose become or be deemed to be a partner of Consultant in its business or otherwise or a joint venturer or a member of any joint enterprise with Consultant. Consultant shall not incur or have the power to incur any debt, obligation or liability whatever against City, or bind City in any manner. Consultant represents and warrants that the personnel used to provide services to City pursuant to this Agreement shall at all times be under Consultant’s exclusive control and direction.

No City employee benefits shall be available to Consultant, its officers, employees, agents or subcontractors, in connection with the performance of this Agreement. City shall not be liable for compensation or indemnification to Consultant, its officers, employees, agents or subcontractors, for injury or sickness arising out of performing services hereunder. In the event that Consultant or any officer, employee, agent, or subcontractor of Consultant providing services under this Agreement claims or is determined by a federal or state agency, a court of competent jurisdiction, or the California Public Employees’ Retirement System, to be classified as other than an independent contractor for City, then Consultant shall indemnify, defend, and hold harmless City

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for the payment of any and all assessed fines, penalties, judgments, employee and/or employer contributions, and any other damages and costs assessed to City as a consequence of, or in any way attributable to, the assertion that Consultant, or any officer, employee, agent, or subcontractor Consultant used to provide services under this Agreement, is/are employees of City.

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

ARTICLE 5. INSURANCE AND INDEMNIFICATION

5.1 Insurance Coverages. Prior to commencement of any services under this Agreement, and without limiting Consultant’s indemnification obligation to City, Consultant shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, for the duration of the Agreement, primary policies of insurance of the type and amounts below, 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 VII (or larger) in accordance with the latest edition of Best’s Key Rating Guide, unless otherwise approved by City, which shall cover all elected and appointed officers, employees and agents of City. City reserves the right at any time during the term of the Agreement to change the amounts and types of insurance required by giving Consultant ninety (90) days advance written notice of such change.

If such change results in substantial additional cost to Consultant, City and Consultant may renegotiate Consultant’s compensation.
(a) Commercial General Liability Insurance. A policy of commercial general liability insurance, with coverage at least as broad as Insurance Services Office (“ISO”) form CG 00 01, written on a per occurrence basis for bodily injury, personal injury and property damage. Defense costs must be paid in addition to limits. Coverage for an additional insured shall not be limited to its vicarious liability. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO “insured contract” language will not be accepted. Limits shall be no less than $1,000,000 per occurrence for all covered losses and no less than $2,000,000 general aggregate.
(b) Worker’s Compensation Insurance. A policy of worker’s compensation insurance in such amount as will fully comply with the laws of the State of California and which shall indemnify, insure and provide legal defense for Consultant against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by Consultant in the course of carrying out the work or services contemplated in this Agreement.
(c) Automobile Liability. A policy of comprehensive automobile liability insurance, at least as broad as ISO form CA 00 01, written on a per occurrence basis covering

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bodily injury and property damage in an amount not less than $1,000,000 combined single limit for each accident. Said policy shall include coverage for owned, non-owned, leased, hired cars and any automobile.
(d) Professional Liability. Professional liability insurance appropriate to Consultant’s profession. This coverage may be written on a “claims made” basis and must include coverage for contractual liability. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement. The professional liability insurance required by this Agreement must be endorsed to be applicable to claims based upon, arising out of, or related to services performed under this Agreement. The insurance must be maintained for at least five (5) consecutive years following the completion of Consultant’s services or the termination of this Agreement. During this additional 5-year period, Consultant shall annually and upon request of City submit written evidence of this continuous coverage. Limits shall be no less than $1,000,000 per claim and no less than $1,000,000 general aggregate. (e) Cyber Liability. Cyber liability insurance appropriate to Consultant’s profession and the services hereunder, written on a per occurrence basis, with limits not less than $1,000,000 per occurrence/loss, and $2,000,000 in the aggregate. Coverage shall be sufficiently broad to respond to the duties and obligations undertaken by Consultant pursuant to this Agreement and shall include, but not be limited to, claims involving: infringement of intellectual property; copyright; trademark; invasion of privacy violations; data breach; electronic information theft, loss, damage, destruction, alteration or misuse; release of private information; extortion; and, network security. The policy shall provide coverage for breach response costs, regulatory fines and penalties, and credit monitoring expenses, with limits sufficient to respond to these obligations.
(f) Excess Liability Insurance. Excess liability insurance may be used to satisfy the obligations herein. If excess liability insurance is used then the policy shall meet all the requirements herein and be at least as broad as the primary coverages set forth herein. Such policy shall: 1) include a drop down feature requiring the policy to respond if primary insurance that would otherwise have applied proves to be uncollectible in whole or in part for any reason; 2) be payable on behalf of wording as opposed to reimbursement; 3) have concurrency of effective dates with primary policies; 4) “follow form” to the underlying primary policies; and, 5) provide insureds, under primary policies required herein, shall be insureds under the excess liability policy. (g) Subcontractors. In the event Consultant subcontracts any portion of the work in compliance with Section 4.5 of this Agreement, Consultant shall either: 1) include each subcontractor as insureds under its policies of insurance required herein; or, 2) Consultant shall furnish to City all documentation, required in Article 5 for Consultant, for each subcontractor. All coverages for subcontractors shall include all of the requirements stated herein.

5.2 General Insurance Requirements.
(a) Proof of Insurance, Enforcement and Notice. No work or services under this Agreement shall commence until both Consultant has provided City with insurance certificates, endorsement forms and appropriate insurance binders evidencing the above insurance coverages, as well as said documentation is approved by City. City reserves the right to inspect

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complete, certified copies of, and endorsements to, all required insurance policies, at any time.

Any failure to comply with the reporting or other provisions of the policies including breaches or warranties shall not affect coverage provided to City. In the event any insurance policy required under this Agreement is cancelled or amended (and the insurance policy is not replaced pursuant to subsection (b) below), or does not comply with Article 5, then: 1) City has the right but not the duty to obtain insurance required herein and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments; or, 2) City, notwithstanding any other provisions of this Agreement, may immediately terminate this Agreement. Consultant shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant’s performance under this Agreement, and that involve or may involve coverage under any of the required insurance policies. (b) Cancellation/Amendment. All of herein required policies of insurance shall provide the insurance may not be amended or cancelled by insurer or any Party hereto without providing thirty (30) calendar days prior written notice (with exception of ten (10) calendar days prior written notice for nonpayment) to City. In the event any of said policies of insurance are amended or cancelled, Consultant shall, five (5) business days prior to the cancellation date, submit new evidence of insurance in conformance with this Agreement to City. (c) Additional Insureds. The commercial general liability policy provided for in Section 5.1(a) and the automobile liability policy provided for in Section 5.1(c) both shall name City and its elected and appointed officers, employees and agents (“City Parties”) as additional insureds and such coverage shall contain no special limitations on the scope of protection afforded to City and City Parties. 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 limits of the insurer’s liability, and policies of insurance shall not contain any cross-liability exclusions. (d) Primary, Subrogation, Contribution and Coverage. All of the above policies of insurance shall be primary insurance. The insurers for above policies, Consultant and any subcontractors are all deemed hereof to waive all rights of subrogation and contribution they may have against City or City Parties, and their respective insurers, and all insurance policies required herein shall be endorsed to waive such rights. Any insurance maintained by City or City Parties will apply in excess of, and not contribute with, Consultant’s insurance. If Consultant maintains broader coverage and/or higher limits than the minimum amounts provided herein, City requires and shall be entitled to the broader coverage and/or higher limits maintained by Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City and City Parties. None of the coverages required herein will be in compliance with this Agreement if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. Requirements of specific coverage features or limits contained herein 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.
(e) Limitations, Self- Insured Retention and Deductibles. Consultant agrees

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that requirements of Article 5 shall not be construed as limiting in any way the extent to which Consultant may be held responsible for the payment of damages to any persons or property resulting from Consultant’s activities or the activities of any person or persons for which Consultant is otherwise responsible nor shall it limit Consultant’s indemnification liabilities as provided in Section 5.3. All insurance policies must specify that where the primary insured does not satisfy any self-insured retention, any additional insured may satisfy the self-insured retention.

Any deductibles or self-insured retentions must be declared to and approved by City. At City’s option, either the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City and City Parties, or Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration, attorney’s fees, defense expenses and claims.

5.3 Indemnification.
(a) General Obligations. Consultant agrees, to the full extent permitted by law, to indemnify, defend and hold harmless City and its elected and appointed officers, employees and agents (each an “Indemnitee” and collectively, “Indemnitees”) against, and will hold and save them and each of them harmless from, whether actual or threatened, any and all actions, either judicial, administrative, arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities (herein “Claims or Liabilities”) that may be asserted or claimed by any person, firm or entity arising out of or in connection with the negligent performance of the work, operations or activities provided herein of Consultant, its officers, employees, agents, subcontractors, or invitees, or any individual or entity for which Consultant is legally liable (each an “Indemnitor” and collectively, “Indemnitors”), or arising from Indemnitors’ reckless or willful misconduct, or arising from Indemnitors’ negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, and in connection therewith: 1) Consultant will defend any action or actions filed or threatened in connection with any such Claims or Liabilities, or at option of Indemnitee(s) will reimburse and pay for all costs and expenses, including legal costs and attorneys’ fees, incurred by Indemnitee(s) in connection therewith; and, 2) Consultant will promptly pay any judgment rendered against Indemnitee(s) for any such Claims or Liabilities, and will save and hold Indemnitee(s) harmless therefrom.
(b) Further Provisions. The indemnity obligation herein shall be binding on successors, assigns and heirs of Consultant and shall survive termination of this Agreement.

Consultant shall incorporate similar indemnity agreements as provided herein with its subcontractors, and if Consultant fails to do so Consultant shall be fully responsible to indemnify City hereunder therefor. Failure of City and/or City Parties (collectively “City” for solely this Section 5.3(b)) to monitor compliance with any of the indemnification provisions herein shall not be a waiver hereof. The indemnification provisions herein do not apply to claims or liabilities occurring as a result of City’s sole negligence or willful misconduct, but, to the fullest extent permitted by law, shall apply to claims and liabilities resulting in part from City’s negligence, except that design professionals’ indemnity hereunder shall be limited to claims and liabilities arising out of the negligence, recklessness or willful misconduct of the design professional. The indemnification provided herein includes Claims or Liabilities arising from any negligent or wrongful act, error or omission, or reckless or willful misconduct of Indemnitors in the performance of professional services hereunder. Payment of invoices by City is not a condition precedent to enforcement of the indemnity obligation herein. In the event of any dispute between

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Consultant and City, as to whether liability arises from the sole negligence or willful misconduct of City, Consultant will be obligated to pay for City’s defense until such time as a final judgment has been entered adjudicating City as solely negligent or responsible for willful misconduct.

Consultant will not be entitled in the absence of such a determination to any reimbursement of defense costs including but not limited to attorney’s fees, expert fees and costs of litigation. (c) Professional Liability. When the law establishes a professional standard of care for Consultant’s services, to the fullest extent permitted by law, Consultant shall indemnify, defend and hold harmless Indemnitees against, and will hold and save them and each of them harmless from, whether actual or threatened, any and all Claims and Liabilities, consistent with all obligations provided for in this Section 5.3, to the extent same are caused in whole or in part by any negligent or wrongful act, error or omission, or reckless or willful misconduct of Indemnitors in the performance of professional services under this Agreement.

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

6.2 Ownership of Documents. All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes, computer files, reports, records, documents and other materials (“documents and materials”) prepared by Consultant, its officers, employees, agents and subcontractors in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of City and/or upon the termination of this Agreement, and 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. Consultant may retain copies of such documents and materials 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 and materials prepared by them, and in the event Consultant fails to secure such assignment, Consultant shall indemnify City for all damages resulting therefrom. Moreover, with respect to any Consultant documents and materials that may qualify as “works made for hire” as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed “works made for hire” for City.

6.3 Confidentiality and Release of Information. All information gained or work product produced by Consultant in its performance of this Agreement shall be considered

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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 City. Consultant, its officers, employees, agents or subcontractors, shall not, without prior written authorization from City or unless requested by the City Attorney, voluntarily provide documents, declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered “voluntary” provided Consultant immediately gives City notice of such court order or subpoena.

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. As concerning, regarding or related to, in any way, this Agreement and the work performed thereunder: a) Consultant shall immediately 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; b) City retains the right, but has no obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding; and, c) 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 San Luis Obispo, State of California, or any other appropriate court in such county, and Consultant agrees to submit to the personal jurisdiction of such court in the event of such action. In the event of litigation in a U.S.

District Court, venue shall lie exclusively in the Central District of California, in the County of San Luis Obispo, State of California.

7.2 Suspension, or Termination, Prior to Expiration of Term. This Section shall govern any termination of this Agreement except as specifically provided in Section 7.4 for termination for cause. City reserves the right to terminate or suspend this Agreement, or any portion hereof, at any time, for any reason, with or without cause, upon ten (10) days’ notice to Consultant, except that where termination or suspension is due to the fault of Consultant, the period of notice may be such shorter time as determined by City. Upon receipt of any notice of termination or suspension, Consultant shall immediately cease all services hereunder, unless the notice provides otherwise, or except such as specifically approved by City. Upon submittal of an invoice consistent with Section 2.2, Consultant shall be entitled to compensation for all services rendered prior to the effective date of the notice of termination or suspension and for any services authorized by City thereafter in accordance with the Schedule of Compensation, or such as may be approved

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by City, except as provided in Section 7.5. In event of termination, or suspension, without cause pursuant to this Section, there is no need to provide opportunity to cure pursuant to Section 7.3.

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

7.4 Termination for Default of Consultant. If termination is due to the failure of Consultant to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 7.3, take over the work and prosecute the same to completion by contract or otherwise, and 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 City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to Consultant for the purpose of set-off or partial payment of the amounts owed City therefor.

7.5 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 Consultant to insure, indemnify, and protect City as elsewhere provided herein.

7.6 Waiver. Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision or a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by 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

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

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

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

Notwithstanding any contrary provision herein, 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.

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

ARTICLE 8. INDIVIDUAL LIABILITY, CONFLICTS AND NON-DISCRIMINATION

8.1 Non-liability of City Officers and Employees. No officer or employee of City shall be personally liable to Consultant, or any successor in interest, in the event of any default or breach by City or for any amount which may become due to 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 City. 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. City, in its sole discretion, shall determine the existence of a conflict of interest and may terminate this Agreement in the event such a conflict of interest exists upon sending Consultant written notice describing the conflict.

No officer or employee of City shall have any financial interest, direct or indirect, in this

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Agreement nor shall any such officer or employee participate in any decision relating to this Agreement which affects their financial interest or the financial interest of any corporation, partnership or association in which they are, directly or indirectly, interested, in violation of any State statute or regulation. 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 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.

ARTICLE 9. MISCELLANEOUS PROVISIONS

9.1 Notices. Any notice or other communication either Party desires or is required to give to the other Party or any other person in regards to this Agreement must be in writing and may be given either by (i) personal service, (ii) delivery by a reputable document delivery service, such as but not limited to, Federal Express, which provides a receipt showing date and time of delivery, or (iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested, in the case of City addressed to City Clerk at City of Morro Bay, 595 Harbor Street, Morro Bay, CA 93442, and in the case of 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. 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, headings used, or any other rule of construction which might otherwise apply.

9.3 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed 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 as to the Agreement.

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 prior and contemporaneous negotiations, arrangements, agreements and understandings, if any, between the Parties, concerning this Agreement, 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 Consultant and (consistent with, as amended, Chapter 3.08 of the MBMC) by City.

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9.5 Severability. Should a portion of this Agreement be declared invalid or unenforceable by a judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining portions of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the Parties 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 No Undue Influence. Consultant declares and warrants that no undue influence or pressure was used against or in concert with any officer or employee of City in connection with the award, terms or implementation of this Agreement, including any method of coercion, confidential financial arrangement, or financial inducement. No officer or employee of City has or will receive compensation, directly or indirectly, from Consultant, or from any officer, employee or agent of Consultant, in connection with the award of this Agreement or any work to be conducted as a result of this Agreement. Violation of this Section shall be a material breach of this Agreement entitling City to remedies in Section 7.4 and any and all remedies at law or equity.

9.7 Corporate Authority. The persons executing this Agreement on behalf of the Parties hereto warrant that (i) such Party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said Party, (iii) by so executing this Agreement, such Party is formally bound to the provisions of this Agreement, and (iv) 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]

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

CITY:

CITY OF MORRO BAY, a California municipal
corporation
Yvonne Kimball
City Manager
ATTEST:

Dana Swanson, City Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP
Chris F. Neumeyer, City Attorney
CONSULTANT:

CANNON CORPORATION, a California
Corporation
By:

Michael Francis Cannon
Chief Executive Officer
By:

Lawrence P. Kraemer
Secretary and PE, Director of Public
Infrastructure
1050 Southwood Dr, San Luis Obispo, CA 93401
Two corporate officer signatures required when Consultant is a corporation, with one signature required from each of the following groups: 1) Chairperson of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. (Cal. Corp. Code § 313.)

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

01181.0001/813182.1 A-1

EXHIBIT A

SCOPE OF SERVICES
I. Consultant will perform services described in Consultant’s Scope of Work and Organization Chart attached hereto.

II. All work product is subject to review and acceptance by City, and must be revised by Consultant without additional charge to City until found satisfactory and accepted by City.

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SCOPE OF SERVICES AND TIMELINE – RECYCLED WATER FACILITIES DESIGN AND ESDC The following scope of work is based on our understanding of the project, our experience on similar successful projects, several site visits, and discussions with City and Project Team Staff. Our approach to successful completion of this project is based on providing the professional services described below. These detailed tasks and sub-tasks are carefully sequenced to provide an efficient schedule while remaining realistic and achievable. We will build upon previous work—especially the 2023 Revised Draft Basis of Design Report for Groundwater Injection, Monitoring, and Extraction and the 2024 Technical Memorandum Indirect Potable Reuse (IPR) Alignment Alternatives Feasibility Assessment—and confirm critical assumptions and criteria as part of our work.

TASK 1: PROJECT MANAGEMENT
Cannon will provide contract management and quality control services throughout the duration of the project. Cannon’s Program Director and Project Manager(s) will play an active role in the management and coordination. They will coordinate regular meetings with the project team to discuss project status, problems, budgeting, and other areas that have an adverse effect on the work.

Project management will include the following sub-tasks:

Task 1.1 Project Coordination
We will coordinate activities of the internal project team members, including the following:
• Managing communications,
• Providing work direction,
• Monitoring subconsultant activities and progress, and • Preparing requested materials and deliverables in conjunction with the tasks outlined below.

Task 1.2 Project Controls
We will prepare and maintain a project schedule to track the progress of milestones identified in Section II.B of the RFP. Our preliminary schedule (included in this proposal) can be used as a starting point for a baseline schedule.

Furthermore, we will closely monitor the project budget—using periodic Earned Value Assessments—with respect to individual tasks and specifically itemized expenses, such as subconsultants and other reimbursable items. In the event of budget or schedule concerns, or critical path items fall behind more than two weeks, we will prepare a schedule update and recovery plan, if warranted.

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Task 1.3 Project Team Meetings
We will prepare for and participate in project team meetings occurring every two weeks. The project team includes City Staff, the Recycled Water Program Manager, and other supporting consultants.

Task 1.4 External Agency/Stakeholder Meetings
We will prepare for and participate in external agency and stakeholder meetings, as necessary, to support the completion of the project. We have added several subconsultants (Katz & Associates and Pure Water Consulting Engineers) to provide public outreach and education promoting public acceptance and implementation of the indirect potable reuse components of the project.

For the stakeholder meetings we have budgeted three rounds of three meetings each (9 meetings total) during the project, including the following:
• Three small group stakeholder meetings (such as with PG&E, local businesses and Morro Bay High School),
• Three presentations to the Public Works Advisory Board and • Three presentations to City Council.

We assume staffing and development of content and graphics for materials and City team preparation, including dry run meetings and talking point development.

Task 1.5 Quality Management Plan
We will implement Cannon’s Quality Assurance/ Quality Control Program.

Throughout the project, Cannon’s Program Director will implement its QA/QC and Earned Value Assessment protocols and report results monthly.

Task 1.6 Invoice and Progress Reporting
We will prepare and provide monthly invoices and progress reports describing activities performed and professional services provided. We will provide separate invoices for work associated with the potable extraction well equipping and potable water pipeline design.

TASK 2: DATA COLLECTION AND REVIEW
Task 2.1 Data Collection
We will compile and manage information related to the project for use during design and construction. We maintain a robust, electronic file management system (with daily backups) for each of our projects on local servers. Additionally, our project managers maintain a paper folder of pertinent project deliverables; correspondence; and other important documentation, such as City reports and studies, third party utility company information, and as-built drawings of roads

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and utilities in the project. To aid in project coordination, a cloud-based file sharing system will be created with agreed upon read/write administrative rights where documents can be readily available to the various team members.

Task 2.2 Data Review
We will review pertinent data and information received from the various entities mentioned above and incorporate industry and regulatory codes and standards into the preliminary and final designs for the project.

TASK 3: SITE INVESTIGATIONS AND MAPPING
We will provide the necessary site investigation and mapping to complete the project. We will review and verify the utility and mapping information from the Conveyance Project and IPR Pipelines Alternative Alignment Technical Memorandum. We acknowledge that it will be provided in native and other available file formats for informational purposes only.

Task 3.1 Geotechnical Investigations
We have added Yeh & Associates to our team to provide a program of data review, field exploration, laboratory testing, and engineering analysis necessary to support the design of the project. They will document the findings from the geotechnical investigations in a design geotechnical report. Geotechnical consultation will be provided through the preliminary design and bidding phases, as needed. A copy of Yeh’s proposal is included as an attachment to this Proposal.

Task 3.2 Topographic and Right of Way Survey
We will provide a topographic survey and record data boundary of the proposed pipeline alignment corridor, the proposed location of each of the injection well sites (total of three), and the termination points for the three recycled water segments (MBHS, Lila Kieser Park, and Filling Station).

This task will include the following:
• Compiling and reviewing record maps.
• Providing minimum field work to establish record right-of-way. • Establishing project control and aerial panels.
• Providing high resolution orthorectified aerial photos of the proposed project area.
• Providing 1-ft contour mapping (1”=20’) and planimetrics for the selected pipeline alignments, well sites, and the recycled water connection locations.

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Task 3.3 Utility Research and Coordination
We will conduct utility research with public and private utility providers who have existing facilities within the proposed project areas. We will obtain record drawings and as-built information. Potential utility conflicts and/or relocation requirements will be identified and evaluated as needed to minimize unexpected design modifications or construction delays. We will compile and review the documents for inclusion into the electronic base map to use in preliminary design and related tasks defined below.

This effort will include the following:
• Identifying utility providers in the project area.
• Preparing utility information request letters to obtain information on utilities in the project area. Requesting record drawings and schematics from the City and other utilities.
• Locating Underground Service Alert (USA) markings by the City and other utilities, if available.
• Developing a base utility map in .dwg format to be used in construction documents and for City records.

Task 3.4 Potholing
We will prepare recommendations and perform potholing, as necessary, to verify the depths and locations of critical utilities and record the information on cut sheets for use during design. We will incorporate this information into our design and show locations and information on the final set of construction documents.

We have included a pothole budget for approximately eight (8) locations. This may change once the alignments have been selected and we have a clear understanding of the precise location of the proposed facilities.

Task 3.5 Base Mapping
Based on the findings from previous tasks, we will develop the base map for the design of the project. We will do this by incorporating the topographic survey, boundary mapping, utility information, record drawings, atlas maps, archeologic investigations, habitat mapping, and other applicable information in developing precise locations and alignments for the proposed improvements and facilities.

TASK 4: CONCEPT DESIGN REPORT
We will prepare a conceptual design report (CDR) that identifies each relevant design item (described in the following subtasks) and outlines the preferred design, potential environmental impacts and requirements, right-of-way issues, constructability analysis, operation and maintenance requirements, and estimated construction costs.

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Task 4.1 Injection Well Configuration
In coordination with the project team and hydrogeologic consultant, we will identify and evaluate alternative configurations for the initial and build-out phase injection well sites. The analysis will include land use, permitting requirements, environmental resources, property ownership, constructability, operations and maintenance, and other siting constraints in identifying the locations for the injection wells.

We understand that the City will hire a separate consultant to complete four groundwater modeling scenarios. Using this information, they will prepare a technical memorandum to help identify the well site locations for the initial and build-out phases.

Task 4.2 Pipeline Alignment and Sizing
We will prepare a hydraulic model using an appropriate industry accepted software platform (such as InfoWater). The hydraulic model will analyze different operating approaches and associated flow requirements to evaluate flow rates and pressures. We will use this to determine pipeline sizing and pressure rating requirements to accommodate the initial and build-out phases of the project.

We will coordinate with the project team for information on the configuration and capacity of the existing IPR pipeline, pump station, and the hydraulic boundary conditions for the project.

As part of this subtask, we will prepare a pipeline alignment and sizing recommendations that incorporate constraints associated with land use designations, permitting requirements, environmental resource, property ownership, constructability, operations and maintenance, and other siting constraints.

Task 4.3 Seawater Desalination Pipeline Rehabilitation
We will evaluate the potential to rehabilitate and utilize the abandoned Seawater Desalination Feed pipeline to convey advanced purified recycled water along Embarcadero Ave and across Morro Creek. We will provide recommendations for testing and/or rehabilitation of the Seawater Desalination Feed pipeline to better inform the City on the potential to utilize it as part of the recycled water conveyance. This subtask will include us providing cost estimates for utilization of the Seawater Desalination Feed pipeline in its existing condition versus rehabilitation or replacement of the pipeline or sections of the pipeline.

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Task 4.4 Equipment Procurement Analysis
We will prepare a pre-procurement analysis and provide a list of long lead equipment that may require early procurement to avoid construction delays.

Task 4.5 Backflush Alternatives Analysis
We will analyze potential alternatives for backflushing and disposal of backflush water from the injection wells. This will include evaluating potential discharge to the sanitary sewer, storm drain, percolation facility, or other alternatives for the initial phase injection wells. We will coordinate with regulatory agencies and the project team to develop a recommended alternative for backflush disposal.

Task 4.6 Conceptual Design Report
We will prepare a draft conceptual design report summarizing the findings and recommendations from Task 4. The conceptual design report will be used as the basis for the detailed design of the project. After incorporating input from the City and project team, we will finalize and publish the final conceptual design report.

TASK 5A: DESIGN AND CONTRACT DOCUMENTS – WELL-DRILLING
Task 5A.1 Coordination with Hydrogeologist/Well-Designer We will coordinate with the City and the City’s Hydrogeologist/Well-Designer to finalize the scope of work required for the well drilling contractor. This will be an opportunity to discuss options for access of the well-drilling equipment to each of the drill sites such as property lines, easements, ingress and egress of adjacent landowners, noise, discharging of well-development water, etc. The main purpose of this task is to meet and discuss and gather information from the City and Hydrogeologist for incorporation into the bid documents.

Task 5A.2 Injection and Monitoring Wells – Well-Drilling Bid Documents We will prepare the front-end bid documents for the well-drilling contract, which will incorporate the plans and technical specifications provided by the hydrogeologist and any other additional documents such as permits, easements, and special conditions. A draft copy will be sent to the City and hydrogeologist for review and comment at the 90% completion level, followed by a final document after incorporating comments.

Task 5A.3 Bid Phase Support Services
We will assist the City during the bid phase of the project as follows:
• 5A.3.1 Distribution of Documents – support distribution of plans and specifications to prospective bidders utilizing the City’s preferred reproduction vendor, ASAP Reprographics.

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• 5A.3.2 Responses to Questions and Bid Addenda – assist the City in responding to contractor and supplier technical questions as they relate to the project plans and specifications during bidding and preparing addend, if required (2 anticipated).
• 5A.3.3 Pre-Bid Conference and Bid Opening – attend and facilitate the prebid conference and bid opening conference for the project. We will respond to prospective bidder’s questions from these meetings (2 meetings anticipated).
• 5A.3.4 Bid Evaluation – after the bid opening, review bids and make a recommendation for award of the construction project based on their qualifications and responsiveness to the bid package.

TASK 5B: DESIGN AND CONTRACT DOCUMENTS – WELL EQUIPPING AND SITE IMPROVEMENTS We will prepare construction contract documents (construction plans, typical details, specifications, and cost estimates) for the initial phase of the project, based on the design criteria and recommendations included in the conceptual design report. We acknowledge the scope of work does not include detailed design for the full build-out phase of the project; however, our design for the initial phase of the project will account for, and provide for, expansion of the project in the future.

We understand the City is evaluating three different alignments for the recycled water pipeline with the goal of selecting the most advantageous route. Our proposal for project design and engineering services during construction is based on the longest alignment (Surf Street); however, we will work closely with the City in their selection process. We have also included optional design scope for the pipeline segment along Embarcadero Road and crossing Morro Creek in case the abandoned seawater desalination pipeline is determined to be unusable for recycled water conveyance.

Our design submittals will comply with the following State and Federal requirements:
• Environmental Protection Agency (EPA)
• Water Infrastructure Finance and Innovation Act (WIFIA) • California State Water Resources Control Board (CSWRCB) • Clean Water State Revolving Fund (CWSRF)
• United States Bureau of Reclamation (USBR)
• Department Of Water Resources (DWR)
• Integrated Regional Water Management (IRWM)

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We will prepare contract documents in three submittals: 60%, 90%, and Final Bid Documents. Prior to each submittal, we will review and revise our work product in accordance with our Quality Management Plan. We will submit 60% and 90% review documents will occur at project review workshops with the project team.

The contents of our submittal will be presented to the City and the project team to familiarize the group with the information and the design thought process.

Recycled Water Design
Our initial phase recycled water project design will include the following:
• Site configuration and well equipping for three injection wells (lW-1 and two additional wells to be determined).
• Pipelines/connections to convey recycled water to the injection wells, and for non-potable uses at Morro Bay High School and Lila Keiser Park.

The design will also include and/or consider the following components/assumptions:
• Design of a backflush and disposal system for the injection wells. We know the disposal point has yet to be determined, but we will base our design on the recommendations from the Task 5B.4 Backflush Alternatives Analysis.
• Design of a recycled water fill station to provide water for landscape/agriculture irrigation and construction use (e.g. dust control). • Electric utility connections with transformer, outdoor meter/main, and distribution to wells.
• Instrumentation, controls, and communication equipment, with PLC controls and connections to the existing SCADA system.

Work Provided By Others
We acknowledge that other consultants will provide the following scope items:
• Design and construction oversight for the injection and monitoring well drilling, construction, and development will be provided by a separate consultant.
• Design and construction oversight for the extraction well drilling, construction, and development will be provided by a separate consultant.

For each of the milestone submittals, we will prepare and provide technical specifications for the equipment and materials needed to construct the facilities listed above. The following will be performed under this task:
• Preparation of 60% Design Documents
• Preparation of 90% Design Documents
• Preparation of Final Bid Documents

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The following sections further describe the work to be executed by our design team.

Task 5B.1 60% Plans and Specifications
Based on the findings and results of previous tasks, we will prepare and submit a Plan and Specifications Design Package (Design Package) at an approximate completion level of 60%. We will perform our agreed upon Quality Management procedures on 60% design submittals. The 60% Design Package will include plans and specifications as follows:
• 60% Draft Plans — including site civil, landscaping, architectural, mechanical, electrical, instrumentation, and controls, as necessary. • 60% Draft Specifications — including technical specifications and front-end documents (e.g., supplementary special conditions, Division 0 specifications).

Front-end documents will include the necessary specifications to ensure compliance with the requirements from the Project’s state and federal funding sources (i.e. WIFIA, CWSRF, Title XVI, IRWM).
• 60% Draft Standard and Special Provisions
• List of Specific Items Requiring Additional Consideration. • 60% Design Package Workshop — We will plan, organize, and facilitate a workshop to review and discuss the 60% Design Package, including preparation of a meeting agenda, meeting materials, and meeting minutes.

Task 5B.2 90% Plans and Specifications
We will prepare a plans and specifications design package at an approximate completion level of 90%. We will incorporate review comments on the 60% Design Package submittal, where applicable. We will provide a direct response to each comment to affected parties. The 90% Design Package will be a complete project package, with design drawings, details, and specifications completed.

Specifications at this point will include proposed construction sequencing and constraints, general criteria, installation requirements and testing procedures, and a listing of proposed bid item breakdown. We will perform our agreed upon quality management procedures on 90% design submittals. The 90% Design Package will include plans and specifications as follows:
• 90% Draft Plans — including site civil, landscaping, architectural, mechanical, electrical, instrumentation, details, and controls, as necessary. The 90% plans will include necessary construction specific mitigation measures to comply with the project environmental constraints, as well as regulatory agency requirements.
• 90% Draft Specifications — including technical specifications and front-end documents (e.g., supplementary special conditions, Division 0 specifications).

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Front-end documents will include the specifications to confirm compliance with State and Federal funding source requirements (i.e. EPA, WIFIA, CSWRCB, CWSRF, USBR, DWR, and IRWM).
• 90% Draft Standard and Special Provisions —draft standard and special provisions as required to complete the design package.
• Typical Details —typical details as required to complete the design package. • List of Specific Items Requiring Additional Consideration. • Legal Counsel Coordination — coordinating with the City’s legal counsel to develop supplementary/special conditions, as necessary, to modify standard general conditions and front-end documents.
• 90% Plans and Specifications Workshop —planning, organizing, and facilitating a workshop to review and discuss the 90% Plans and Specifications, including preparation of a meeting agenda, meeting materials, and meeting minutes.

Task 5B.3 Final Construction/Bid Documents
We will develop final construction/bid documents that incorporate comments received on the 90% Design Package. This will include changes identified during the quality management review into the final construction/bid documents. The intent is to prepare clear, complete, cross-checked bid-ready design documents.

One final review will be completed to confirm compliance with permitting, funding/financing, and other final coordination items. Minimal final revisions will be made to produce a set of final construction/bid documents. These final construction/bid documents will be ready for advertisement.

Task 5B.4 Bid Phase Support Services
We will assist the City during the bid phase of the project as follows:
• 5B.4.1 Distribution of Documents – support distribution of plans and specifications to prospective bidders utilizing the City’s preferred reproduction vendor, ASAP Reprographics.
• 5B.4.2 Responses to Questions and Bid Addenda – assist the City in responding to contractor and supplier technical questions as they relate to the project plans and specifications during bidding and preparing addend, if required (2 anticipated).
• 5B.4.3 Pre-Bid Conference and Bid Opening – attend and facilitate the prebid conference and bid opening conference for the project. We will respond to prospective bidder’s questions from these meetings (2 meetings anticipated).
• 5B.4.4 Bid Evaluation – after the bid opening, review bids and make a recommendation for award of the construction project based on their qualifications and responsiveness to the bid package.

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TASK 6: DESIGN AND CONTRACT DOCUMENTS
Our engineer’s opinion of probable costs will be submittal along with the design packages discussed above (preliminary cost opinion, final cost opinion, final construction/bid documents cost opinion, and an estimated annual operation and maintenance cost). The project costs will be separated into the appropriate bid items to facilitate the City obtaining reimbursement from the WRF Program funding agencies.

Task 6.1 Preliminary Cost Opinion
We will develop a preliminary opinion of probable construction cost (cost opinion) to be submitted as part of the conceptual design report. This preliminary cost opinion will be commensurate with a Class 4 estimate as defined by the Association for the Advancement of Cost Engineering (AACE).

Task 6.2 Final Cost Opinion
We will update the intermediate cost opinion in conjunction with development of the 90% Plans and Specifications. Our final cost opinion will be commensurate with a Class 3 estimate as defined by AACE. In addition, we will prepare an estimate of the annual operations and maintenance costs for the project.

Task 6.3 Bid Cost Opinion
We will update the final cost opinion in conjunction with development of the Final Construction/Bid Documents. Our bid cost opinion will be commensurate with a Class 2 estimate as defined by AACE.

TASK 7: RIGHT-OF-WAY, EASEMENT AND/OR PROPERTY ACQUISITION SUPPORT In the event permanent easements (PE), temporary construction easements (TCE), and/or access rights (right of entry [ROE]) are required, we have included right-of-way, easement, and/or property acquisition support in our proposal as follows. We will conduct easement and property rights research and prepare the schematics, maps, and descriptions necessary to complete notice, appraisal, negotiation, and easement procurement. Negotiations with property owners will be the responsibility of the City. We have added Hamner and Jewell to our team to perform these services and obtain the preliminary title reports described below. We have included a time and materials budget of approximately $15,000 (3 title reports, 1 for each well site at $2,000 per report, plus $9,000 for appraisal/acquisition services). Should the effort exceed this estimate, we will work with the City on an appropriate adjustment to the scope and fee to accommodate the actual work.

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Task 7.1 Preliminary Title Reports
We will assist the project team with determining potential locations where permanent easements, temporary construction easements, and rights of entry will be required for construction and operation of the project. Preliminary Title Reports (PTR) will be obtained to identify existing easements, leases, and other encumbrances that may affect the alignment of the pipelines. We acquire PTRs that will cover affected parcels. PTRs will be reviewed to confirm ownership information and plot exception items to evaluate possible impact on design and ROW acquisition. The intent of this work is to identify potential, significant delays related to easement procurement. PTR fees will be paid by the consultant and reimbursed by the City.

Task 7.2 Plat and Legal Document(s)
We will assist the project team with calculating permanent and temporary easements and prepare proposed ROW and appraisal maps. We will prepare legal descriptions and plats for each negotiated permanent and temporary easement or acquisition. We will assist in negotiations with property owners to secure easements and rights of entry, as necessary.

TASK 8 PERMITTING SUPPORT
Permitting support will include working with the project team to provide coastal development, regulatory agency, environmental, funding/financing agency, and construction permitting support.

Task 8.1 General Permitting Support
We will assist the project team by providing permitting support services for the WRF coastal development, regulatory agency, environmental, and funding agency permitting as well as approval requirements for the construction and operation of the project. Permitting support may include preparation of permit application materials, providing technical project details, participation in meetings, preparation of technical information and exhibits, and responding to requests for information from regulatory agency staff. Permit execution will be the responsibility of the project team. Given the difficulty of estimating scope and fee for this task, we have included a time and materials budget of approximately $23,600. Should the effort exceed this estimate, we will work with the City on an appropriate adjustment to the scope and fee to accommodate the actual work.

Task 8.2 Construction Permitting Support
We will assist the project team in obtaining the construction permits and approvals necessary for the construction and operation of the project. This includes coordination with various agencies, including the State Water Resources

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Control Board, Department of Drinking Water, US Fish and Wildlife Service, Army Corps of Engineers, and SLO County Air Pollution Control District. Construction permitting support may include preparation of permit application materials, participation in meetings, preparation of technical information and exhibits, and responding to requests for information from regulatory agency staff. The permit materials will be collated and submitted to regulatory agencies by the City or the project team. Given the difficulty of estimating scope and fee for this task, we have included a time and materials budget of approximately $23,600. Should the effort exceed this estimate, we will work with the City on an appropriate adjustment to the scope and fee to accommodate the actual work.

TASK 9 ENGINEERING SERVICES DURING CONSTRUCTION
We will provide the following construction engineering support services during construction:

Task 9.1 Preconstruction Job Walk
We will schedule and facilitate a pre-construction job walk for the project team, contractor, and other applicable entities. The purpose of this activity is to review contractor understanding of the project plans, contract requirements, and design intent. (1 site visit anticipated.)
Task 9.2 Contractor Submittals
We will review and approve contractor material submittals for general compliance with the contract documents (60 anticipated).

Task 9.3 Requests of Information
We will review, document, track, and respond to Requests for Information (30 anticipated).

Task 9.4 Requests for Change
We will review, document, track, and respond to Requests for Change (8 anticipated).

Task 9.5 Change Orders
We will review Progress Payments and Change Orders (20 anticipated—12 progress payments and 8 change orders).

Task 9.6 Progress Meetings
We will attend reoccurring construction progress meetings and site visits (12 anticipated -once per month).

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Task 9.7 Record Drawings
We will prepare record drawings following construction from mark ups by the contractor and construction manager. We will prepare record drawings in pdf and .dwg formats (80 sheets anticipated).

TASK 10 PROJECT STARTUP AND CLOSEOUT
Task 10.1 Startup and Closeout
We will provide support services for the startup and closeout of the project as requested. We anticipate three start up sessions—one four hour session for each of the three injection wells.

OPTIONAL TASKS
Optional Task 1 Embarcadero Pipeline/Morro Creek Crossing Design If the abandoned seawater desalination intake pipeline is determined to be unusable for recycled water conveyance, we will prepare a detailed design and provide engineering services during construction for the recycled water pipeline along Embarcadero Road and crossing Morro Creek.

Optional Task 2 FEMA Flood Mapping
A portion of the project scope of work falls within the FEMA 100 and/or 500-year floodplain. We will include a subconsultant (such as Waterways Consulting, Inc.) and staff to provide floodplain inundation modeling and permitting support to construct infrastructure within the Morro Creek floodplain to maintain compliance with the State and Federal funding sources for the project.

Our initial approach will be to evaluate the site with respect to the baseline flood elevations (BFE) shown on the FEMA FIRM map and design finished floor elevations and equipment susceptible to flood damage at least 1-ft above the BFE. Given that the well sites have yet to be determined, we have included a time and materials budget of approximately $40,000 ($10,000 for each well site).

Should the effort exceed this estimate, we will work with the City on an appropriate adjustment to the scope and fee to accommodate the actual work.

Optional Task 3 Outreach Plus Approach
We have estimated the outreach plus approach to be $5,000 per month (based on what we know about the City’s outreach expectations), and we have budgeted for three months. Subtasks may include the following:
• Potable Reuse Strategic Communication: This may include the development of a communications plan, messaging, and materials development that focus specifically on challenges and nuances of potable reuse.

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• Project Outreach Support Services: This may include project outreach activities beyond the called for stakeholder meetings, such as informational materials development, website updates, media relations, events and tours and industry outreach support.

CLARIFICATIONS AND EXCLUSIONS
In addition to the Project Assumptions in Part II.A of the RFP, the following is our list of clarifications and/or specifically excluded services (those items that may accompany a project of this type but are excluded at this time):
• The City will provide timely delivery of all pertinent record information relative to the project.
• Cannon is not responsible and cannot be held accountable for the accuracy of as-builts or record drawings provided by the agencies or utility providers.
• As this proposal has been prepared without the benefit of a current title reports, it is assumed that there is a sufficient amount of available record information to adequately determine the location of the boundaries and encumbrances of the project corridor. Additional work resulting from patent or latent boundary ambiguities, or a lack of available records, may constitute an additional work effort that is not covered within this scope of services.
• Archeological, botanical, and biological services are excluded and are being performed by Others.
• CEQA is assumed to be prepared by the City’s Environmental Consultant. • All data prepared by others and provided to Cannon will be made available in a digital format, compatible with our systems. It is also understood that the information and technical data provided and prepared by others, on the Client’s behalf or Property Owner’s behalf, may be used by Cannon in performing its services and is entitled to rely upon the accuracy and completeness thereof.
• Cannon is not responsible and cannot be held accountable for the accuracy of as-builts or record drawings provided by the agencies or utility providers.
• Landscaping design services are excluded at this time as we need more definition on the actual well sites and City preferences before scoping. • Cannon reserves the right to utilize the overall project funding and will not be held to approved phase or task limits, so long as the overall budget is not exceeded.
• On-site cross-connection surveys and retrofit design for end-users of recycled water (MB High School and Lila Keiser Park) are excluded at this time.

1050 Southwood Drive, San Luis Obispo, CA 93401 240401
T 805.544.7407F 805.544.3863 16
CannonCorp.us
• There will be three bid package submittals: 1. Drilling of the Injection, Monitoring, and Extraction wells; 2. Equipping the injection and extraction wells; and, 3. Constructing the recycled water and potable water pipelines. • Hazardous materials investigation and remediation is excluded. • Public Outreach is included as an optional scope item. • It is assumed that the City will directly pay all necessary permitting and plan check fees with all permitting and plan approval agencies. • Items not specifically identified in the scope of service sections of this proposal are to be excluded and will be considered additional services.

Additional work will be billed on a Time and Materials basis or other mutually acceptable method as an addendum to the original agreement with prior written authorization from City.

Recycled Water Facilities Design and ESDC Support Services Cannon 8 Project Team Description C
Organizational Chart
Survey
🔑 Burl Steude, PLS
Electrical and Automation
Automation
🔑 Jeff Spannbauer, PE
Electrical
🔑 Derek Romer, PE
Structural
🔑 Marshall Pihl, SE
Project Managers
Wells
🔑 Mike Kielborn, PE, LEED AP
Pipelines
🔑 Anthony Severy, PE
QA/QC Engineer
🔑 Gary Roepke, PE
Program Director /
Principal-In-Charge
Main Point of Contact
🔑 Larry Kraemer, PE
City of Morro Bay
Subconsultants
🔑 Mike Markus, PE
🔑 Jim Herberg, PE
Pure Water
Consulting Engineers
(Technical Advisors)
🔑 Judd King, PE, GE
YEH
(Geotechnical)
🔑 Lillian Jewell, DRE
Stephen Myrick, DRE
Hamner Jewell
Associates
(Right-of-Way)
🔑 Sarah Rossetto
Katz & Associates
(Public Outreach)
🔑 Hector Vargas
C-Below
(Potholing)
CCAM
(Aerial Topo)
Project Engineers
🔑 Matt van der Linden, PE
🔑 Tina Kuah, PE
🔑 Foster Campbell, EIT
Maria Murillo Hernandez
Nick Settevendemie
Program Director / Principal-In-Charge
Larry Kraemer, PE brings more than 35 years of civil engineering design experience for municipal projects, including complex water/wastewater systems. Mr. Kraemer previously worked with the Orange County Water and Sanitation Districts as a Senior Engineer on major water resource programs. As Cannon’s Director of Public Infrastructure, he provides oversight of design, resource allocation, construction, planning, contract administration, team/project management, and client sponsorship. Mr. Kraemer is detail-oriented, has astute troubleshooting skills, and takes an innovate approach to design.

As Program Director, Mr. Kraemer provides technical oversight of the design team; conducts meetings with City staff and subconsultants; provides project status updates, invoicing, and budget control; estimates cost and scheduling; and provides multi-agency coordination and public outreach.

Mechanical
Nick Hopkins, PE, LEED
🔑 Key Staff Members

01181.0001/813182.1 B-1

EXHIBIT B

SPECIAL REQUIREMENTS
(Superseding Agreement Boilerplate)

NOT APPLICABLE

01181.0001/813182.1 C-1

EXHIBIT C

SCHEDULE OF COMPENSATION
I. City will compensate Consultant for the Services performed upon submission of a valid invoice, as described in Section 2.2.

II. The total compensation for the Services shall not exceed the Contract Sum, as provided in Section 2.1 of this Agreement.

III. The base fee, contingency, optional tasks, and total Agreement amount are as follows:

Base Fee
The Base Fee for this Agreement, not including the contingency or optional tasks, is ($1,060,913).

Consultant shall not be compensated for any services satisfactorily rendered in connection with its performance of this Agreement which are in addition to those set forth in the Base Fee included herein, unless such additional services are authorized in advance and in writing by the City Manager. Consultant shall be compensated for any additional services in the amounts and in the manner as agreed to by the City Manager and Consultant at the time City’s written authorization is given to Consultant for the performance of said services.

Contingency
The City Manager may approve additional work not to exceed ten percent (10%) of the Base Fee included in Exhibit C of One Million Sixty Thousand Nine-Hundred and Thirteen Dollars ($1,060,913). In no event shall the sum of the authorized contingency exceed an amount of One Hundred and Six Thousand and Ninety-One Dollars ($106,091).

Optional Tasks
Included in the Fee Estimate are three (3) optional tasks, which are described below. (1) Optional Task 1 – Embarcadero Pipeline/Morro Creek Design & ESDC For the scope of work for this optional task, see Exhibit A. If the City Manager determines to approve this optional task, this task shall be satisfactorily completed for the not-toexceed cost of One Hundred Thirty-Four Thousand Seven Hundred and Sixty-Eight Dollars ($134,768).
(2) Optional Task 2 – FEMA Flood Mapping
For the scope of work for this optional task, see Exhibit A. If the City Manager determines to approve this optional task, this task shall be satisfactorily completed for the not-to-exceed cost of Forty-Four Thousand, Two Hundred and Eight Dollars ($44,208). (3) Optional Task 3 – Public Education
For the scope of work for this optional task, see Exhibit A. If the City Manager determines to approve this optional task, this task shall be satisfactorily completed for the not-to-exceed cost of Twenty-Eight Thousand, Four Hundred and Sixteen Dollars ($28,416). If the City Manager determines to approve any or all of the optional tasks described in Exhibit C, those tasks shall be satisfactorily completed for the not-to-exceed

01181.0001/813182.1 C-2
costs of Two Hundred Seven Thousand Three Hundred and Ninety-Two Dollars ($207,392).

Total Agreement Amount
The total amount for this contract, including the contingency and optional tasks, shall not exceed One Million Three Hundred Seventy-Four Thousand Three Hundred and Ninety-Six Dollars ($1,374,396). Any additional work in excess of this amount must be approved by the City Council.

IV. Consultant shall perform the following tasks at the following rates: See the attached fee estimate on the next page.

FEE ESTIMATE

CITY OF MORRO BAY

RECYCLED WATER FACILITIES DESIGN AND ESDC SUPPORT SERVICES

MORRO BAY, CA
Geotech
Engineering
Aerial
Topo Potholing
Right-ofWay / Property
IPR
Specialists
Public
Outreach
Reimbursables/
Additional
Subconsultants
Yeh CCAM C-Below H&J PWCE K&A
Hourly Rate
Hrs Cost Hrs Cost Hrs Cost Hrs Cost Hrs Cost Hrs Cost Hrs Cost Hrs Cost Hrs Cost Hrs Cost Hrs Cost Hrs Cost Hrs Cost Hrs Cost Cost Cost Cost Cost Cost Cost Cost Hrs Cost

1.1 Project Coordination 12 $3,240 12 $3,072 12 $2,820 12 $2,388 12 $1,380 12 $3,120 12 $2,940 84 $18,960

1.2 Project Controls 12 $3,240 6 $1,536 6 $1,410 24 $6,186

1.3 Project Team Meetings 12 $3,240 24 $6,144 12 $1,380 $15,000 48 $25,764

1.4 External Agency/Stakeholder Meetings 12 $3,240 12 $3,072 $33,000 24 $39,312

1.5 Quality Management Plan 8 $2,160 8 $2,048 16 $4,208

1.6 Invoice and Progress Reports 12 $3,240 12 $3,072 12 $1,380 36 $7,692 68 $18,360 74 $18,944 18 $4,230 12 $2,388 36 $4,140 12 $3,120 12 $2,940 $15,000 $33,000 232 $102,122

2.1 Data Collection 4 $1,080 4 $1,024 4 $940 16 $3,184 16 $1,840 44 $8,068

2.2 Data Review 8 $2,160 8 $2,048 8 $1,880 24 $6,088
12 $3,240 12 $3,072 12 $2,820 16 $3,184 16 $1,840 68 $14,156

3.1 Geotechnical Investigations 2 $540 4 $1,024 4 $940 4 $880 4 $720 $35,978 18 $40,082

3.2 Topographic and Right-of-Way Survey 2 $540 4 $1,024 4 $940 84 $18,648 15 $3,075 84 $31,920 $6,875 193 $63,022

3.3 Utility Research 2 $540 2 $512 2 $470 8 $1,592 8 $1,480 4 $460 26 $5,054

3.4 Potholing 2 $540 2 $512 4 $940 4 $796 4 $740 $29,679 16 $33,207

3.5 Base Mapping 2 $540 2 $512 8 $1,880 30 $5,970 30 $5,550 72 $14,452 10 $2,700 14 $3,584 22 $5,170 42 $8,358 42 $7,770 4 $460 4 $880 4 $720 84 $18,648 15 $3,075 84 $31,920 $35,978 $6,875 $29,679 325 $155,817

4.1 Injection Well Configuration 2 $540 12 $3,072 16 $3,184 4 $460 8 $2,080 8 $1,960 8 $1,280 4 $880 4 $720 66 $14,176

4.2 Pipeline Alignment and Sizing 2 $540 16 $3,760 40 $7,960 4 $460 62 $12,720

4.3 Seawater Desalination Pipeline Rehabilitation 2 $540 8 $2,048 4 $460 14 $3,048

4.4 Equipment Procurement Analysis 2 $540 4 $1,024 4 $460 4 $1,040 4 $980 4 $640 22 $4,684

4.5 Backflush Alternatives Analysis 2 $540 16 $4,096 16 $3,184 4 $460 8 $2,080 8 $1,960 8 $1,280 62 $13,600

4.6 Conceptual Design Report 4 $1,080 40 $10,240 12 $2,820 8 $1,592 8 $1,480 8 $920 8 $2,080 8 $1,960 8 $1,280 4 $880 4 $720 $10,000 $200 112 $35,252 14 $3,780 80 $20,480 28 $6,580 80 $15,920 8 $1,480 28 $3,220 28 $7,280 28 $6,860 28 $4,480 8 $1,760 8 $1,440 $10,000 $200 338 $83,480 5A.1 Coordination with Hydrogeologist/Well-Designer 8 $2,160 16 $4,096 24 $6,256 5A.2 Injection and Monitoring Wells - Well-Drilling Bid Documents 8 $2,160 40 $10,240 8 $920 56 $13,320 5A.3 Bid Phase Support Services5A.3.1 Supporting Distribution of Bid Documents 4 $1,080 4 $1,024 8 $2,104 5A.3.2 Preparing Bid Addenda and Response to Questions 4 $1,080 4 $1,024 8 $2,104 5A.3.3 Facilitating Pre-Bid Conference 4 $1,080 4 $1,024 8 $2,104 5A.3.4 Reviewing Bids for Qualifications/Responsiveness 4 $1,080 4 $1,024 8 $2,104 32 $8,640 72 $18,432 8 $920 112 $27,992
5B.1 60% Plans and Specifications 12 $3,240 60 $15,360 60 $14,100 90 $17,910 120 $22,200 30 $3,450 30 $7,800 30 $7,350 120 $19,200 12 $2,640 30 $5,400 $5,000 $200 594 $123,850 5B.2 90% Plans and Specifications 12 $3,240 60 $15,360 60 $14,100 90 $17,910 120 $22,200 30 $3,450 30 $7,800 30 $7,350 120 $19,200 12 $2,640 30 $5,400 $5,000 $200 594 $123,850 5B.3 Final Construction/Bid Documents 12 $3,240 60 $15,360 60 $14,100 90 $17,910 120 $22,200 30 $3,450 30 $7,800 30 $7,350 120 $19,200 12 $2,640 30 $5,400 $5,000 $200 594 $123,850 5B.4 Bid Phase Support Services5B.4.1 Supporting Distribution of Bid Documents 6 $1,620 6 $1,536 8 $920 $500 20 $4,576 5B.4.2 Preparing Bid Addenda and Response to Questions 6 $1,620 6 $1,536 8 $920 8 $2,080 8 $1,960 2 $440 38 $8,556 5B.4.3 Facilitating Pre-Bid Conference 6 $1,620 6 $1,536 8 $920 20 $4,076 5B.4.4 Reviewing Bids for Qualifications/Responsiveness 4 $1,080 4 $1,024 8 $920 8 $2,080 8 $1,960 2 $440 34 $7,504 58 $15,660 202 $51,712 180 $42,300 270 $53,730 360 $66,600 122 $14,030 106 $27,560 106 $25,970 360 $57,600 40 $8,800 90 $16,200 $15,000 $1,100 1894 $396,262

6.1 Preliminary Cost Opinion 2 $540 4 $1,024 4 $940 8 $1,592 16 $2,960 4 $1,040 4 $980 4 $640 2 $440 2 $360 50 $10,516

6.2 Final Cost Opinion 2 $540 4 $1,024 4 $940 8 $1,592 16 $2,960 4 $1,040 4 $980 4 $640 2 $440 2 $360 50 $10,516

6.3 Bid Cost Opinion 2 $540 4 $1,024 4 $940 8 $1,592 16 $2,960 4 $1,040 4 $980 4 $640 2 $440 2 $360 50 $10,516 6 $1,620 12 $3,072 12 $2,820 24 $4,776 48 $8,880 12 $3,120 12 $2,940 12 $1,920 6 $1,320 6 $1,080 150 $31,548

7.1 Preliminary Title Reports $15,000 $15,000

7.2 Plat and Legal Description Document(s) 48 $12,480 48 $12,480 48 $12,480 $15,000 48 $27,480

8.1 General Permitting Support 8 $2,160 8 $2,048 8 $1,880 8 $1,592 8 $920 $10,000 40 $18,600

8.2 Construction Permitting Support 8 $2,160 8 $2,048 8 $1,880 8 $1,592 8 $920 $10,000 40 $18,600 16 $4,320 16 $4,096 16 $3,760 16 $3,184 16 $1,840 $20,000 80 $37,200 $185 $115 $260 $245
Subtotal
Task 3 – Site Investigations and Mapping
Subtotal
$220
Task 7 - Right-of-Way, Easement and/or Property Acquisition SupportTask 5B – Design and Contract Documents - Well Equipping and Site ImprovementsTask 1 - Project Management $270 $256 $235 $199 $180
Task 6 - Engineer's Opinion of Probable Construction Cost Electrical and Automation Structural/Architectural Surveying Principal In
Charge
Senior Principal
Engineer II
Electrical/Auto
mation
Designer
Principal
Engineer
Senior Project
Engineer
Civil/Mech
Subconsultants
Total Design Engineer
$160
Cannon
Sr. Principal
Structural
Assoc.

Structural
Engr.

Project
Technician
Sr. Principal
Automation
Engr.

Sr. Principal
Electrical Engr.

Task 2 – Data Collection and Review
Survey PLS/PM
Subtotal
Associate
Surveyor
Two-Man
Survey Crew
(PW)
$222 $380
TASKS
SubtotalSubtotal
Task 4 - Conceptual Design Report
$205
Subtotal
Task 8 - Permitting Support
Subtotal
Task 5A – Design and Contract Documents - Well Drilling SubtotalSubtotal

FEE ESTIMATE

CITY OF MORRO BAY

RECYCLED WATER FACILITIES DESIGN AND ESDC SUPPORT SERVICES

MORRO BAY, CA
Geotech
Engineering
Aerial
Topo Potholing
Right-ofWay / Property
IPR
Specialists
Public
Outreach
Reimbursables/
Additional
Subconsultants
Yeh CCAM C-Below H&J PWCE K&A
Hourly Rate
Hrs Cost Hrs Cost Hrs Cost Hrs Cost Hrs Cost Hrs Cost Hrs Cost Hrs Cost Hrs Cost Hrs Cost Hrs Cost Hrs Cost Hrs Cost Hrs Cost Cost Cost Cost Cost Cost Cost Cost Hrs Cost $270 $256 $235 $199 $185 $115 $260 $245 $220 $180
Electrical and Automation Structural/Architectural Surveying Principal In
Charge
Senior Principal
Engineer II
Electrical/Auto
mation
Designer
Principal
Engineer
Senior Project
Engineer
Civil/Mech
Subconsultants
Total Design Engineer
$160
Cannon
Sr. Principal
Structural
Assoc.

Structural
Engr.

Project
Technician
Sr. Principal
Automation
Engr.

Sr. Principal
Electrical Engr. Survey PLS/PM Associate Surveyor Two-Man Survey Crew (PW) $222 $380
TASKS
$205

9.1 Schedule and facilitate the pre-construction job walk 8 $2,160 8 $2,048 8 $1,880 16 $1,840 40 $7,928

9.2 Review/Respond Contractor Material Submittals 8 $2,160 64 $16,384 32 $7,520 48 $5,520 48 $12,480 48 $11,760 30 $6,600 30 $5,400 308 $67,824

9.3 Review/Respond RFI's 8 $2,160 20 $5,120 16 $3,760 8 $920 20 $5,200 20 $4,900 8 $1,760 100 $23,820

9.4 Review/Respond Request for Change 8 $2,160 20 $5,120 16 $3,760 8 $920 8 $2,080 8 $1,960 8 $1,760 76 $17,760

9.5 Review/Respond Progress Payments and Change Orders 8 $2,160 20 $5,120 8 $920 8 $2,080 8 $1,960 52 $12,240

9.6 Attend Progress Meetings/Site Visits 12 $3,240 12 $3,072 8 $920 12 $3,120 12 $2,940 56 $13,292

9.7 Prepare Record Drawings 8 $2,160 8 $2,048 8 $1,880 48 $9,552 8 $920 4 $1,040 4 $980 40 $6,400 8 $1,760 16 $2,880 152 $29,620 60 16,200$ 152 38,912$ 80 18,800$ 48 9,552$ -$ 104 11,960$ 100 26,000$ 100 24,500$ 40 $6,400 54 $11,880 46 $8,280 784 $172,484

10.1 Startup and Closeout Activities 12 $3,240 12 $3,072 12 $3,120 12 $2,940 48 $12,372 12 $3,240 12 $3,072 12 $3,120 12 $2,940 48 $12,372
288 $77,760 646 $165,376 368 $86,480 508 $101,092 458 $84,730 334 $38,410 270 $70,200 270 $66,150 440 $70,400 112 $24,640 154 $27,720 132 $31,128 15 $3,075 84 $31,920 $35,978 $6,875 $29,679 $15,000 $60,000 $33,000 $1,300 4079 $1,060,913 Opt. 1 Embarcadero Pipeline/Morro Creek Design & ESDC 24 $6,480 48 $12,288 80 $18,800 120 $23,880 160 $29,600 60 $13,320 80 $30,400 572 $134,768 24 $6,480 48 $12,288 80 $18,800 120 $23,880 160 $29,600 60 $13,320 80 $30,400 572 $134,768 Opt. 2 FEMA Flood Mapping 8 $2,160 8 $2,048 $40,000 16 $44,208 8 $2,160 8 $2,048 $40,000 16 $44,208
Opt. 3 Public Education 16 $4,320 16 $4,096 $5,000 $15,000 32 $28,416 16 $4,320 16 $4,096 $5,000 $15,000 32 $28,416
Fees are based on Cannon's current Fee Schedule. Staff billing rates are subject to annual increases within the ranges outlined in the Fee Schedule.Cannon's Reimbursable Expenses incurred in connection with this Project may include incidental and out-of-pocket expenses including but not limited to: costs for postage, shipping, overnight courier, reproduction services, plotting, photocopies, parking fees and tolls, meals, travel, mileageOptional Task 3 - SubtotalSubtotalSubtotal
Optional Task 2 - Task 9 - Engineering Services During Construction TOTALS:

SubtotalSubtotal
Task 10 - Project Startup and CloseoutOptional Task 1 -

01181.0001/813182.1 D-1

EXHIBIT D

SCHEDULE OF PERFORMANCE
I. I. Consultant shall perform all Services timely in accordance with the following schedule:

See the attached preliminary schedule for services on the next page.

Recycled Water Facilities Design and ESDC Support Services Cannon 48 Project Schedule / Work Plan G ID Task Name Duration Start Finish Predecessors 1 City of Morro Bay - Recycled Water Facilities Design and ESDC 588 days Mon 6/24/24 Wed 9/23/26 2 ***GSI Phase 4, Task 1 - Specs for Injection and Monitoring Well Locations***90 days Mon 6/24/24 Fri 10/25/24 36FF 3 ***Biological Survey (Kevin Merk)*** 90 days Mon 6/24/24 Fri 10/25/24 36FF 4 ***Archeologic Survey (Far Western)*** 90 days Mon 6/24/24 Fri 10/25/24 36FF 5 ***City Determination of Extraction Well Location*** 90 days Mon 6/24/24 Fri 10/25/24 36FF 6 ***City Determination of Two Additional Injection Well Locations*** 90 days Mon 6/24/24 Fri 10/25/24 36FF 7 ***Notice to Proceed for Design Services*** 0 days Mon 6/24/24 Mon 6/24/24 8 Task 1 Project Management 311 days Mon 6/24/24 Mon 9/1/25 9 1.1 Project Coordination 311 days Mon 6/24/24 Mon 9/1/25 7 10 1.2 Project Controls 311 days Mon 6/24/24 Mon 9/1/25 7 11 1.3 Project Team Meetings 311 days Mon 6/24/24 Mon 9/1/25 7 12 1.4 External Agency/Stakeholder Meetings 311 days Mon 6/24/24 Mon 9/1/25 7 13 1.5 Quality Management Plan 311 days Mon 6/24/24 Mon 9/1/25 7 14 1.6 Invoice and Progress Reports 311 days Mon 6/24/24 Mon 9/1/25 7 15 Task 2 Data Collection and Review 91 days Mon 6/24/24 Mon 10/28/24 16 2.1 Data Collection 30 days Mon 6/24/24 Fri 8/2/24 7 17 2.2 Data Review 20 days Mon 7/8/24 Fri 8/2/24 16FF
18 ***City to Provide Well Siting Recommendations*** 1 day Mon 10/28/24Mon 10/28/245,6 19 Task 3 Site Investigations and Mapping 151 days Mon 6/24/24 Mon 1/20/25 20 3.1 Geotechnical Investigations 80 days Mon 8/5/24 Fri 11/22/24 21 3.1.1 Initial Geotech Constraints Analysis 10 days Mon 8/5/24 Fri 8/16/24 16 22 3.1.2 Field Investigation 20 days Mon 10/28/24Fri 11/22/24 38 23 3.2 Topographic and Right-of-Way Survey 110 days Mon 6/24/24 Fri 11/22/24 24 3.2.1 Aerial Mapping and Record Data Boundary Research 20 days Mon 6/24/24 Fri 7/19/24 7 25 3.2.2 Field Survey 20 days Mon 10/28/24Fri 11/22/24 35 26 3.3 Utility Research 30 days Mon 6/24/24 Fri 8/2/24 7 27 3.4 Potholing 20 days Tue 12/24/24 Mon 1/20/25 40
28 3.5 Base Mapping 30 days Mon 6/24/24 Fri 8/2/24 26FF,24FF 29 Task 4 Conceptual Design Report 60 days Mon 8/5/24 Fri 10/25/24 30 4.1 Injection/Extraction Well Configuration 40 days Mon 8/5/24 Fri 9/27/24 16,17FF 31 4.2 Pipeline Alignment and Sizing 40 days Mon 8/5/24 Fri 9/27/24 16,17FF 32 4.3 Seawater Desalination Pipeline Rehabilitation 40 days Mon 8/5/24 Fri 9/27/24 16,17FF 33 4.4 Equipment Procurement Analysis 40 days Mon 8/5/24 Fri 9/27/24 16,17FF 34 4.5 Backflush Alternatives Analysis 40 days Mon 8/5/24 Fri 9/27/24 16,17FF 35 4.6 Conceptual Design Report 60 days Mon 8/5/24 Fri 10/25/24 36 4.6.1 DRAFT CDR 40 days Mon 8/5/24 Fri 9/27/24 30FF,31FF,32FF,33FF,34FF 37 ***City Review and Comment*** 15 days Mon 9/30/24 Fri 10/18/24 36 38 4.6.2 FINAL CDR 5 days Mon 10/21/24Fri 10/25/24 37
39 Task 5 Design and Contract Documents 221 days Tue 10/29/24 Tue 9/2/25 40 5.1 60% Plans and Specifications 40 days Tue 10/29/24 Mon 12/23/2425FF,38,22FF,18 41 ***City Review and Comment*** 15 days Tue 12/24/24 Mon 1/13/25 40 42 5.2 90% Plans and Specifications 40 days Tue 1/14/25 Mon 3/10/25 41 43 ***City Review and Comment*** 15 days Tue 3/11/25 Mon 3/31/25 42 44 5.3 Final Construction/Bid Documents 40 days Tue 4/1/25 Mon 5/26/25 43 45 ***City to Advertize for Bidding*** 10 days Tue 5/27/25 Mon 6/9/25 44 46 5.4 Bid Phase Support Services 61 days Tue 6/10/25 Tue 9/2/25 47 5.4.1 Supporting Distribution of Bid Documents 60 days Tue 6/10/25 Mon 9/1/25 45 48 5.4.2 Preparing Bid Addenda and Response to Questions 60 days Tue 6/10/25 Mon 9/1/25 45 49 5.4 3 Facilitating Pre-Bid Conference 60 days Tue 6/10/25 Mon 9/1/25 45 50 5.4.4 Reviewing Bids for Qualifications/Responsiveness 60 days Tue 6/10/25 Mon 9/1/25 45 51 ***City Awards Construction Contract*** 1 day Tue 9/2/25 Tue 9/2/25 50 52 Task 6 - Engineer's Opinion of Probable Construction Cost 166 days Mon 10/7/24 Mon 5/26/25 53 6.1 Preliminary Cost Opinion 15 days Mon 10/7/24 Fri 10/25/24 35FF 54 6.2 Intermediate Cost Opinion 15 days Tue 12/3/24 Mon 12/23/2440FF 55 6.3 Final Cost Opinion 15 days Tue 2/18/25 Mon 3/10/25 42FF 56 6.4 Bid Cost Opinion 15 days Tue 5/6/25 Mon 5/26/25 44FF 57 Task 7 Right-of-Way, Easement and/or Property Acquisition Support 1 day Mon 6/24/24 Mon 6/24/24 58 7.1 Preliminary Title Reports 1 day Mon 6/24/24 Mon 6/24/24 59 7.2 Plat and Legal Description Document(s) 1 day Mon 6/24/24 Mon 6/24/24 60 Task 8 Permitting Support 1 day Mon 6/24/24 Mon 6/24/24 61 8.1 General Permitting Support 1 day Mon 6/24/24 Mon 6/24/24 62 8.2 Construction Permitting Support 1 day Mon 6/24/24 Mon 6/24/24 63 Task 9 Engineering Services During Construction 276 days Wed 9/3/25 Wed 9/23/26 64 ***City Issues Notice to Proceed Construction*** 1 day Wed 9/3/25 Wed 9/3/25 51 65 9.1 Schedule and facilitate the pre-construction job walk 1 day Wed 9/3/25 Wed 9/3/25 64SS 66 9.2 Review/Respond Contractor Material Submittals 260 days Thu 9/4/25 Wed 9/2/26 64 67 9.3 Review/Respond RFI's 260 days Thu 9/4/25 Wed 9/2/26 64 68 9.4 Review/Respond Request for Change 260 days Thu 9/4/25 Wed 9/2/26 64 69 9.5 Review/Respond Progress Payments and Change Orders 260 days Thu 9/4/25 Wed 9/2/26 64 70 9.6 Attend Progress Meetings/Site Visits 260 days Thu 9/4/25 Wed 9/2/26 64 71 9.7 Prepare Record Drawings 20 days Thu 8/27/26 Wed 9/23/26 73FF 72 Task 10 Project Startup and Closeout 15 days Thu 9/3/26 Wed 9/23/26 73 10.1 Startup and Closeout Activities 15 days Thu 9/3/26 Wed 9/23/26 70 6/24
May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep Oct 2025 2026
Task
Split
Milestone
Summary
Project Summary
External Tasks
External Milestone
Inactive Task
Inactive Milestone
Inactive Summary
Manual Task
Duration-only
Manual Summary Rollup
Manual Summary
Start-only
Finish-only
Deadline
Critical
Critical Split
Progress
City of Morro Bay

RECYCLED WATER FACILITIES DESIGN AND ESDC

PRELIMINARY SCHEDULE

Project: 240401_Preliminary Sche
Date: Tue 4/23/24

AMENDMENT NO. 3 TO THE AGREEMENT

FOR CONSULTANT SERVICES
BETWEEN THE CITY OF MORRO BAY AND CONFLUENCE ENGINEERING SOLUTIONS, INC.

This AMENDMENT NO. 3 TO THE CONTRACT FOR CONSULTANT SERVICES (“Amendment”) is entered into on the 11th day of June 2024, by and between the CITY OF MORRO BAY, a municipal corporation (“City”), and Confluence Engineering Solutions, Inc. (“Consultant”). City and Consultant are sometimes collectively referred to as the “Parties.”

RECITALS
WHEREAS, City entered into an Agreement with Consultant, on January 3, 2022, for engineering services related to the Capital Improvements to the City’s Water Distribution and Wastewater Collection Systems (the “Project”) for a not to exceed amount of $45,000.00 (the “Agreement”); and
WHEREAS, the Parties amended the Agreement on August 23, 2022 (Amendment No. 1), to include Program Management services to assist the City with the implementation of the recycled water component of the Water Reclamation Facility Project (WRF Project) and other Water and Wastewater System Engineering Services and established a not-to-exceed amount of $627,619 for the Agreement; and
WHEREAS, the Parties amended the Agreement on May 24, 2023 (Amendment No. 2), to extend the expiration date of the Agreement to June 30, 2024, at no additional cost; and WHEREAS, the Agreement and the Amendment No. 1 and No. 2 are hereinafter referred to as the “Amended Agreement;” and
WHEREAS, due to the extension of time that the City desires the Consultant to continue to provide Program Management services for the implementation of the recycled water component of the WRF Project, the term of the agreement must be extended and the compensation payable pursuant to the Amended Agreement must be increased.

NOW THEREFORE, City and Consultant mutually agree to amend the Agreement as follows:

1. The additional services to be provided by Consultant, pursuant to the Amended Agreement, as amended by this Amendment No. 3, shall include the additional Scope of Work, as set forth in Exhibit A attached hereto and incorporated herein by this reference (the "Additional Work").

2. The compensation to be paid for the Additional Work described in Exhibit A shall not exceed $339,913, as described in Exhibit A, for a total not to exceed amount of $967,532 for the Amended Agreement.

3. The expiration date of the Amended Agreement shall be extended through June 30, 2025.

4. Except as expressly set forth in this Amendment, the terms and conditions of the Amended Agreement shall remain in full force and effect.

5. The effective date of this Amendment No. 3 shall be deemed to be June 11, 2024 (Effective Date).

IN WITNESS WHEREOF, the parties have caused this Amendment No. 3 to be executed by their duly authorized representatives as of the Effective Date.

CITY OF MORRO BAY CONFLUENCE ENGINEERING SOLUTIONS,
INC.

By: ___________________________ By: _____________________________ Yvonne Kimball, City Manager Daniel Heimel, President/Chief Executive Officer/Secretary
Attest: By: ___________________________
Sandra Heimel, Chief Financial Officer
______________________________
Dana Swanson, City Clerk
Approved As To Form:
__________________________
Chris F. Neumeyer, City Attorney

Confluence Engineering Solutions, Inc. 5/15/2024
Recycled Water Program Management
Scope of Work
Confluence Engineering Solutions, Inc. (ConfluenceES) is pleased to provide the following scope of work and fee estimate for providing program management services to support the City of Morro Bay (City) with implementation of the Recycled Water component of the Water Reclamation Facility (WRF) Program for Fiscal Year 2024/25. The assumed duration for these services is from 7/1/2024 to 6/30/2025.

Task 0 Program Management

0.1 Program Coordination
 Coordinate activities of the internal and external Program Team members, including managing communications, providing work direction, and preparing requested materials and deliverables.
 Prepare and administer contract/agreements for Recycled Water Team consultants.  Provide oversight of Recycled Water Team consultant activities and deliverables.  Prepare and provide monthly invoices and progress reports describing activities completed for Program Management.

It is assumed that the level of effort for Program Coordination will be approximately 2 hours per week.

0.2 Recycled Water Team Coordination Meetings
 Prepare for and facilitate Recycled Water Team Coordination Meetings. Recycled Water Team is anticipated to include City operations and management staff and archeological, biological, environmental, engineering, hydrogeologic and other supporting consultants.

Activities for this task are anticipated to include schedule coordination, agenda preparation, meeting facilitation, and action item documentation and follow-up.

It is assumed that Recycled Water Team Coordination Meetings will occur every two weeks, last approximately 1.5 hours, and be attended by two ConfluenceES Staff.

0.3 Program Manager/City Coordination Meetings
 Prepare for and participate in Program Manager/City Coordination Meetings. Activities for this task are anticipated to include schedule coordination, agenda preparation, meeting facilitation, and action item documentation and follow-up.

It is assumed that Program Manager/City Coordination Meetings will occur weekly, last approximately 1 hour, and be attended by two ConfluenceES Staff.

Confluence Engineering Solutions, Inc. 5/15/2024
Recycled Water Program Management

0.4 Public Meetings
 Prepare for and participate in Public Meetings (e.g. Public Works Advisory Board, City Council, etc.) to support completion of the Recycled Water component of the WRF Program.

Activities for this task are anticipated to include agenda and presentation preparation, meeting participation, and Governing Board direction documentation and follow-up.

It is assumed that 5 Public Meetings, requiring 4 hours of preparation, 0.5 hours travel, 2 hours attendance and 1 hour follow-up for 1 ConfluenceES Staff, will occur over the anticipated duration of this contract.

0.5 Public Outreach Support
 Support the City with WRF Program/Recycled Water public outreach by providing and reviewing content for press releases, website updates, City/City Council Talking Points and other outreach efforts.
 Support the City in responding to public comment and questions received regarding the Recycled Water component of the WRF Program.

It is assumed that the level of effort for Public Outreach Support will be approximately 4 hours per month.

Task 1 Project Controls

1.1 Budget Control
 Compile, monitor and report on the budget information for the Recycled Water component of the WRF Project.
 Develop Recycled Water budget projections for City Budgeting and other purposes.

It is assumed that the level of effort for maintaining the Recycled Water Budget will be approximately 4 hours per month.

1.2 Schedule Control
 Develop and maintain an updated schedule for the Recycled Water component of the WRF Project.

It is assumed that the level of effort for maintaining the Recycled Water Schedule will be approximately 3 hours per month.

Confluence Engineering Solutions, Inc. 5/15/2024
Recycled Water Program Management

1.3 Quarterly Reports
 Prepare and distribute Quarterly Reports for the Recycled Water component of the WRF Project. Quarterly Reports are anticipated to include updated budget and schedule information, a summary of completed activities for the current quarter and a description of planned activities for the next quarter.

Task 2 Hydrogeologic Design Management

2.1 Pre-Permitting Injection Test/Tracer Study
 Coordinate with the Recycled Water Hydrogeologist and City Staff to schedule, initiate, observe and document a Pre-Permitting Injection Test/Tracer Study at Injection Well No. 1.  Perform site visits, as necessary, to observe the injection test/tracer study and coordinate activities.
 Review results of the injection test/tracer study and assist in incorporating findings into the Recycled Water design.

It is assumed that the level of effort for Injection Test Coordination will be 40 hours.

2.2 Hydrogeologic Design Coordination
 Coordinate and oversee the development of the well design for the injection and monitoring wells.

It is assumed that the level of effort for Hydrogeologic Design Coordination will be 80 hours.

2.3 Groundwater Modeling Oversight
 Provide oversight and direction to the Recycled Water Hydrogeologist regarding supplemental groundwater modeling to inform the design and operation of the Recycled Water program.
 Develop and review scenarios for evaluation in the groundwater model, analyze scenario results and provide recommendations to City Staff and the Recycled Water Team based on groundwater modeling results.

It is assumed that the level of effort for Groundwater Modeling Oversight will be 40 hours.

Task 3 Recycled Water Facilities Design Management

3.1 Recycled Water Facilities Design Coordination
 Coordinate and oversee the development of the design for the injection well equipping, recycled water pipelines, recycled water connections and recycled water fill station (Recycled Water Facilities).
 Provide recommendations regarding the location and layout of the Recycled Water Facilities in the Engineering Conceptual Design Report based on results of the injection test/tracer study, supplemental groundwater modeling, Hydrogeologic Basis of Design Report, EIR and permitting (e.g. biological and cultural) constraints, property ownership and infrastructure requirements.

It is assumed that the level of effort for Recycled Water Design Coordination will be approximately 10 hours per month.

Confluence Engineering Solutions, Inc. 5/15/2024
Recycled Water Program Management

3.2 Recycled Water Facilities Design Review
 Participate in review of the design of the Recycled Water Facilities, including the 30%, 60%, and 90% Design Plans, Specifications and Cost Estimates.  Schedule, organize and conduct design workshops with City Staff and the Recycled Water Design Team to review and provide comments on the Recycled Water Facilities design packages.

It is assumed that the level of effort for Recycled Water Design Review will be 120 hours.

Task 4 Environmental & Permitting Support

4.1 Coastal Development Permit Support
 Support the City in preparing applications, addressing questions from Coastal Commission Staff and obtaining the necessary approvals for the construction of the Recycled Water Facilities.

It is assumed that the level of effort for Coastal Development Permit Support will be 40 hours.

4.2 EIR Support
 Support the City in evaluating and determining the level of environmental impact analysis (e.g. EIR Addendum, Supplemental EIR, etc.) required to construct the Recycled Water Facilities.
 Assist the City and EIR Consultant in preparing additional environmental analyses for the Recycled Water Facilities.

It is assumed that the level of effort for EIR Support will be 40 hours.

4.3 Environmental Permitting/Approval Support
 Support the City in obtaining the necessary permits/approvals from environmental regulatory agencies with jurisdiction over the Recycled Water Facilities. It is anticipated that permits/approvals may be required from the following agencies:
 Environmental Protection Agency (EPA)
 State Historic Preservation Office (SHPO)
 United States Fish and Wildlife Service (USFW)
 California Department of Fish and Wildlife (CDFW)
It is assumed that the level of effort for Environmental Permitting Support will be 50 hours.

4.4 Permitting Agency Coordination Meetings
 Schedule, organize and conduct meetings with Permitting Agency representatives to coordinate preparation of permit applications, application review and permit approvals.

It is assumed that 5 Permitting Agency Coordination Meetings, requiring 1 hour of preparation, 2 hours attendance and 1 hour follow-up for 2 ConfluenceES Staff, will occur over the anticipated duration of this contract.

Confluence Engineering Solutions, Inc. 5/15/2024
Recycled Water Program Management

4.5 CDP Special Condition Reports
 Prepare four (4) Special Condition (SC) Reports to allow for construction of the Recycled Water Facilities in compliance with the WRF Coastal Development Permit (CDP) requirements. The required SC Reports are anticipated to include:
 Revised SC-6 Recycled Water Management Plan
 SC-1 Revised Final Plans, SC-2 Construction Plan, SC-13 Other Authorizations for the Recycled Water Facilities
It is assumed that the level of effort for preparing each SC Report will be 20 hours.

Task 5 RWQCB/DDW Permitting Support

5.1 ESCP Support
 Support the City and Carollo Engineers in preparation and implementation of the Enhanced Source Control Program (ESCP) for the City’s collection system.

It is assumed that the level of effort for ESCP Support will be 12 hours.

5.2 ROWD Support
 Support the City and Carollo Engineers with Regional Water Quality Control Board (RWQCB) coordination and preparation and submittal of the Report of Waste Discharge (ROWD) permit application.

It is assumed that the level of effort for ROWD Support will be 40 hours.

5.3 Engineering Report Support
 Support the City and Carollo Engineers with Division of Drinking Water (DDW) coordination and preparation and submittal of the Engineering Report.

It is assumed that the level of effort for Engineering Report Support will be 40 hours.

5.4 Non-Potable Recycled Water Permitting Support
 Support the City and Carollo Engineers with preparation, submittal to the RWQCB, and approval of an application for a statewide general Water Reclamation Requirements for Recycled Water Use Permit (Order No. 2016-0068-DDW) for non-potable recycled water use.

It is assumed that the level of effort for Non-Potable Recycled Water Permitting Support will be 40 hours.

5.5 RWQCB/DDW Meetings
 Prepare for and participate in meetings with the RWQCB and DDW in support of the ROWD and Engineering Report. Activities for this task are anticipated to include schedule coordination, agenda preparation, meeting facilitation, and action item documentation and follow-up.

It is assumed that 3 Meetings with the RWQCB/DDW, requiring 1 hour of preparation, 2 hours attendance and 1 hour follow-up for 2 ConfluenceES Staff, will occur over the anticipated duration of this contract.

Confluence Engineering Solutions, Inc. 5/15/2024
Recycled Water Program Management
Task 6 Funding & Financing Support

6.1 CWSRF Amendment Support
 Support the City with processing of the Clean Water State Revolving Fund (CWSRF) Planning and Construction Loan Amendments with the State Water Resources Control Board Division of Financial Assistance.

It is assumed that the level of effort for CWSRF Amendment Support will be 40 hours.

6.2 FY 22/23 USBR Title XVI WIIN Grant Agreement Support  Support the City with the preparation of the grant agreement for the FY 22/23 USBR Title XVI WINN Program Grant.

It is assumed that the level of effort for FY 22/23 USBR Title XVI WIIN Grant Agreement Support will be 80 hours.

6.3 FY 24/25 USBR Title XVI WIIN Grant Application Support  Support the City with the preparation of the FY 24/25 Grant Application for USBR Title XVI WIIN Program.

It is assumed that the level of effort for FY 24/25 USBR Title XVI WIIN Grant Application Support will be 40 hours.

6.4 Prop 1 Round 2 IRWM Implementation Grant Agreement
 Compile scope, budget, City financial and other supporting information to develop and execute an Integrated Regional Water Management (IRWM) Prop 1 Round 2 Implementation Grant Agreement.

It is assumed that the level of effort for the IRWM Prop 1 Round 2 Implementation Grant Agreement will be 40 hours.

6.5 Funding Agency Reports
 Prepare and distribute four (4) Funding Agency Quarterly and one (1) Annual Report for the Recycled Water component of the WRF Project. Quarterly Reports are anticipated to include a summary of completed construction and other project activities for the current quarter and a description of planned activities for the next quarter.

It is assumed that the level of effort for the Funding Agency Reports will be 20 hours per report.

6.6 Funding Opportunities Evaluation
 Support the City in evaluating future grant funding and financing opportunities for the WRF and IPR Programs. Activities for this task are anticipated to include funding opportunity review, grant agency outreach and coordination and development of funding pursuit recommendations.

It is assumed that the level of effort for Funding Opportunities Evaluation will be 80 hours.

Attachment:

ConfluenceES Fee Estimate - FY 24/25 Recycled Water Program Management Support Services

Principal
Engineer
Associate
Engineer
Assistant
Engineer
Engineering
Assistant
Total
Hours Labor Expenses
ConfluenceES
Total
$ 225 $ 150 $ 140 $ 130 1%
Task/Subtask
Task 0 - Program Management

0.1 Program Coordination 52 52 0 0 104 $ 19,500 $ 195 $ 19,695

0.2 Recycled Water Team Coordination Meetings 65 65 0 0 130 $ 24,375 $ 244 $ 24,619

0.3 Program Manager/City Coordination Meetings 91 91 0 0 182 $ 34,125 $ 341 $ 34,466

0.4 Public Meetings 37.5 0 0 0 37.5 $ 8,438 $ 84 $ 8,522

0.6 Public Outreach Support 48 0 0 0 48 $ 10,800 $ 108 $ 10,908 Task Total 293.5 208 0 0 501.5 $ 97,238 $ 972 $ 98,210
Task 1 – IPR Program Controls

1.1 Budget Control 24 24 0 0 48 $ 9,000 $ 90 $ 9,090

1.2 Schedule Control 12 24 0 0 36 $ 6,300 $ 63 $ 6,363

1.3 Quarterly Reports 24 48 24 24 120 $ 19,080 $ 191 $ 19,271 Task Total 60 96 24 24 204 $ 34,380 $ 344 $ 34,724
Task 2 – Hydrogeologic Evaluation

2.1 Pre-Permitting Injection Test/Trace Study Coordination 10 20 10 0 40 $ 6,650 $ 67 $ 6,717

2.2 Hydrogeologic Design Coordination 30 20 20 10 80 $ 13,850 $ 139 $ 13,989

2.3 Groundwater Modeling Oversight 20 10 10 0 40 $ 7,400 $ 74 $ 7,474 Task Total 60 50 40 10 160 $ 27,900 $ 279 $ 28,179
Task 3 – Recycled Water Facilities Design Management

3.1 Recycled Water Facilities Design Coordination 60 60 0 0 120 $ 22,500 $ 225 $ 22,725

3.2 Recycled Water Facilities Design Review 40 40 20 20 120 $ 20,400 $ 204 $ 20,604 Task Total 100 100 20 20 240 $ 42,900 $ 429 $ 43,329
Task 4 - Environmental & Permitting Support

4.1 Coastal Development Permit Support 10 10 10 10 40 $ 6,450 $ 65 $ 6,515

4.2 EIR Support 10 10 10 10 40 $ 6,450 $ 65 $ 6,515

4.3 Environmental Permitting Support 10 10 20 10 50 $ 7,850 $ 79 $ 7,929

4.4 Permitting Agency Coordination Meetings 20 0 20 0 40 $ 7,300 $ 73 $ 7,373

4.5 CDP Special Condition Reports 20 20 40 0 80 $ 13,100 $ 131 $ 13,231 Task 5 – RWQCB/DDW Permitting Support

5.1 ESCP Support 0 0 12 0 12 $ 1,680 $ 17 $ 1,697

5.2 ROWD Support 20 10 10 0 40 $ 7,400 $ 74 $ 7,474

5.3 Engineering Report Support 20 10 10 0 40 $ 7,400 $ 74 $ 7,474

5.4 Non-Potable Reuse Permitting Support 20 10 10 0 40 $ 7,400 $ 74 $ 7,474

5.5 RWQCB/DDW Meetings 12 12 0 0 24 $ 4,500 $ 45 $ 4,545 Task Total 72 42 42 0 156 $ 28,380 $ 284 $ 28,664
Task 6 – Funding & Financing Support

6.1 CWSRF Amendment Support 20 20 0 0 40 $ 7,500 $ 75 $ 7,575

6.2 FY 22/23 USBR Title XVI Grant Agreement Support 20 20 40 0 80 $ 13,100 $ 131 $ 13,231

6.3 FY 23/24 USBR Title XVI Grant Application Support 20 20 0 0 40 $ 7,500 $ 75 $ 7,575

6.4 Prop 1 Round 2 IRWM Implementation Grant Agreement 20 20 0 0 40 $ 7,500 $ 75 $ 7,575

6.4 Funding Quarterly Reports 20 40 40 0 100 $ 16,100 $ 161 $ 16,261

6.5 Funding Opportunities Evaluation 20 20 20 20 80 $ 12,900 $ 129 $ 13,029 Task Total 120 140 100 20 380 $ 64,600 $ 646 $ 65,246
Total 776 686 326 104 1,892 $ 336,548 $ 3,365 $ 339,913 Fee Estimate
Confluence Engineering Solutions
FY 24/25 Recycled Water Program Management
ConfluenceES

01181.0001/796024.1 Page 1 of 2
AMENDMENT NO. 9 TO THE AGREEMENT

FOR CONSULTANT SERVICES

BETWEEN THE CITY OF MORRO BAY
AND CAROLLO ENGINEER, INC.
______________________________________________________________________________ This Amendment No. 9 is entered by and among the CITY OF MORRO BAY, a municipal corporation (“City”) and CAROLLO ENGINEERS, INC., a Delaware Corporation (“Consultant”). City and Consultant are sometimes collectively referred to as the “Parties.”

RECITALS
WHEREAS, City and Consultant entered into an agreement as of April 10, 2018, for consulting services related to the Program Management for the Water Resources Center (WRC Project), which was approved by the City Council for a total not-to-exceed amount of $292,000 (the “Agreement”); and
WHEREAS, the Parties understood the Agreement was to cover completion of the Project Confirmation phase of the WRF Project (Phase 1); and WHEREAS, the Parties amended the Agreement on November 27, 2018, to include additional services for a portion of the Project Implementation phase of the WRC Project (Phase 2) and established a total not-to-exceed amount of $1,898,948.00 for the Agreement; and WHEREAS, the Parties amended the Agreement on November 7, 2019, to include additional services for a portion of the Project Implementation and Project Oversight phases of the WRC Project (Phase 2 and 3) and established a total not-to-exceed amount of $4,280,916 for the Agreement; and
WHEREAS, the Parties amended Agreement on June 23, 2020, to include additional services for Project Oversight phases of the WRC Project (Phase 3) and established a total notto-exceed of $6,354,049 for the Agreement; and WHEREAS, the Parties amended Agreement on June 22, 2021, to include additional services for Project Oversight phases of the WRC Project (Phase 3) and established a total notto-exceed of $11,808,401 for the Agreement, and WHEREAS, the Parties amended Agreement as of July 1, 2021, to expand the entities protected by the hold harmless clause in the Agreement; and WHEREAS, the Parties amended Agreement as of June 14, 2022, to extend the contract expiration date to June 30, 2023 in the Agreement; and
WHEREAS, the Parties amended Agreement as of August 23, 2022, to include additional services for Project Oversight phases of the WRC Project (phase 3) established a total not-toexceed of $13,508,401 for the agreement; and WHEREAS, the Parties amended Agreement as of May 24, 2023, to extend the contract expiration date to June 30, 2024 in the Agreement; and

01181.0001/796024.1 Page 2 of 2
WHEREAS, the Agreement and the November 27, 2018, November 7, 2019, June 23, 2020, June 22, 2021, July 1, 2021, June 14, 2022, August 23, 2022, and May 24, 2023 amendments are hereinafter referred to as the “Amended Agreement;” and WHEREAS, due to the completion of both the WRC and the Lift Stations and Offsite Pipelines projects the scope of services and fee schedule shall be amended as outlined in the attached Exhibit A at no cost to the City and the expiration of the Amended Agreement must be extended, as well.

NOW, THEREFORE, City and Consultant mutually agree to further amend the Amended Agreement as follows:

1. The expiration date of the Amended Agreement shall be extended to December 31, 2026.

2. The effective date of this Amendment No. 9 shall be deemed to be June 11, 2024.

3. Consultant’s expanded scope of services and fee schedule, as outlined in Exhibit A attached hereto, shall take effect as upon the effective date of this Amendment No. 9 (the “Additional Work”). The Additional Work attached hereto in Exhibit A is additive to, and not a replacement of, work stated in the Amended Agreement.

4. Except as expressly stated herein, all terms and conditions in the Amended Agreement shall remain in full force and effect.

IN WITNESS WHEREOF, the Parties have caused this Amendment No. 9 to be executed by their duly authorized representatives.

CITY OF MORRO BAY CONSULTANT
a municipal corporation
CAROLLO ENGINEERS, INC.

By: _____________________________ By: _____________________________ Yvonne Kimball, City Manager Anne Prudhel, Executive Vice President Dated: ________, 2024 Dated: _______, 2024
Attest:
________________________
Dana Swanson, City Clerk By: _____________________________ Ryan Sellman, Vice President
Approved As To Form:
__________________________
Chris Neumeyer, City Attorney

SCOPE OF SERVICES
1 Water Reclamation Facility (WRF) Program Management Services Project No.: 11100A60
Date: 5/24/2024
Prepared By: Anthony Cemo and Elaine Simmons
Reviewed By: Anne Prudhel, Lydia Holmes, and Andrew Salveson Subject: Carollo Amendment No. 9 Scope of Services Request (References Contract Schedule Extension in Amendment No. 8)
Project Budget Summary (Budget Remaining Anticipated through May 31, 2024) Total Contract Value (Through
Amendment No. 7) Total Carollo Budget Total Subconsultant Budget Total Budget Remaining (Carollo + Subconsultant) $13,508,401 $10,561,957 $2,946,444 $646,510
This Contract Amendment No. 9 requests a reallocation of remaining budget between Tasks 1 through 19 to reflect Carollo’s remaining scope of work as discussed with City staff (Public Works Director and Utilities Division Manager) and the City’s current Program Manager (Confluence Engineering Solutions). Note Amendment No. 8 did not change Carollo’s scope or budget but extended the contract expiration date through June 30, 2024. All scope of services and budget were last defined in Carollo’s Contract Amendment No. 7. A summary table of the re-allocated tasks and their respective budget is shown below:

SCOPE OF SERVICES
2 Task Description Amendment No. 9
Budget Allocation
1 Program Assessment $ -
2 Technical Evaluation $ -
3 Design-Build Procurement Support $ -
4 Program Controls Plan $ -
5 Program Team Integration Plan $ -
6 Routine Project Update Meetings $ -
7 Program Management Oversight $ 40,845
8 Project Controls $ 37,300
9 Funding Support $ 181,000
10 Permitting Support $ 292,000
11 Public Outreach $ -
12 Conveyance Facilities Design Oversight $ -
13 WRF Onsite Design-Build Support $ -
14 Outfall Management Plan $ 5,355
15 Coastal Development Permit Compliance $ -
16 Operations Support $ -
17 Recycled Water Facilities Design Support $ 40,000
18 WRF Construction Support $ -
19 Conveyance Facilities Construction Management $ 50,000 Total $ 646,500
Tasks 1 through 5
Tasks 1 through 5 Total Budget Budget Remaining as of March 2024 $266,474 $0
Completed Scope Items
 These five tasks were completed with Amendment No. 3.

SCOPE OF SERVICES
3 Task 6 – Routine Program Update Meetings
Task 6 Total Budget Budget Remaining as of May 2024 Proposed Budget for Amendment No. 9 $626,802 $33,813 $0
Amendment No. 7 Subtasks 6.1, 6.2, and 6.3 were originally scoped for completion from September 2022 through February 2023. Services from March 2023 through current (May 2024) were not specifically identified in the original scope of work but have continued to support closeout of WRF and Conveyance Facilities construction, as directed by the City.

Amendment No. 9 Scope of Services
 Task 6 can be closed as all remaining meetings and coordination will be covered under the remaining tasks.

Task 7 – Program Management Oversight
Task 7 Total Budget Budget Remaining as of March 2024 Proposed Budget for Amendment No. 9 $375,560 $(104,934) $40,845
Amendment No. 7 Subtasks 7.1, 7.2 and 7.3 were originally scoped for completion from September 2022 through February 2023. Services from March 2023 through current (May 2024) were not specifically identified in the original scope of work but have continued to support closeout of WRF and Conveyance Facilities construction, as directed by the City.

Completed Scope Items Through June 2023
 Subtask 7.2 – Management and Coordination of City Consultants Resources and Contracts.  Subtask 7.3 – Program Monitoring of Scope, Schedule and Budget; Progress Reporting and Invoicing.

Active Scope Items from Amendment No. 7
 Subtask 7.1 – Management and Coordination of Carollo and Subconsultant Resources & Contracts.

Amendment No. 9 Scope of Services
 Task 7 will continue; however, the remaining scope of services will be to manage Carollo’s staff and subconsultants and not the City’s consultants. This task will be renamed to “Project Management Oversight.” A total of 157 hours have been allotted to this task.

SCOPE OF SERVICES
4 Task 8 – Program Controls
Total Task 8 Budget Budget Remaining as of March 2024 Proposed Budget for Amendment No. 9 $724,047 $6,357 $37,300
Amendment No. 7 Subtasks 8.1, 8.2 and 8.3 were originally scoped for completion from September 2022 through February 2023. Services from March 2023 through current (May 2024) were not specifically identified in the original scope of work but have continued to support closeout of WRF and Conveyance Facilities construction, as directed by the City. Historically this task covers project stakeholder reporting (e.g. City's Public Works Advisory Board [PWAB] quarterly report, funding agencies quarterly report, annual USFWS report and RWQCB TSO reports), MS SharePoint project website maintenance, and City expenditures tracking, cashflow projections, and budget preparations.

Completed Scope Items
 Subtask 8.1 – MS SharePoint Website Maintenance.
 Part of Subtask 8.2 – Project Stakeholder Reporting to RWQCB, TSO Reports. TSO Reports were confirmed to be completed on April 27, 2023 by the City Utilities Division Manager.

Active Scope Items from Amendment No. 7
 Part of Subtask 8.2 – Project Stakeholder Reporting to City PWAB (one closeout quarterly report) and funding and regulatory agencies quarterly report which would be supporting the Program Manager in developing one final of quarterly report to close out the WRF and Conveyance Facilities projects in FY23/24 Q4. This report is anticipated to be due on July 31st, 2024.  Subtask 8.3 – City Expenditures Tracking, Cashflow Projections and Budget Preparations through one City PWAB closeout quarterly report.

Out of Scope Deliverables Requested by City
 FY 2022-2023 Q3 PWAB and Funding Quarterly Reports (completed).  FY 2022-2023 Q4 PWAB and Funding Quarterly Reports (completed).  FY 2023-2024 Q1 Funding Quarterly Report (Completed).  FY 2023-2024 Q2 Funding Quarterly Report (Completed).  FY 2023-2024 Q3 Funding Quarterly Report (Completed).  2023 USFWS Annual Report (with support from Kevin Merk and Associates).  2023 EPA/SHPO Programmatic Agreement Annual Report (with support from Far Western).  FY 2023-2024 Q1/Q2/Q3/Q4 PWAB and Q4 Funding Quarterly Report (not yet completed).

Amendment No. 9 Scope of Services
 No additional anticipated scope of services will be required for this task. The Project Sharepoint site will be managed by the City’s information technology department. Upon final completion of the WRF and the conveyance facilities, quarterly reporting will be completed by the City’s Recycled Water Program Manager, Confluence Engineering Solutions. Carollo will assist the Program Manager in completing the FY 2023-2024 Q4 Funding and Regulatory Agency

SCOPE OF SERVICES
5 Quarterly Report No. 17, due July 31, 2024. Carollo will lead and develop one last PWAB quarterly report that includes the closeout of the WRF and the Conveyance Facilities project.

Upon completion and acceptance of that report by the City Council, this task will be closed. A total of 46 hours as been allotted to the Funding and Regulatory Agency Quarterly Report No. 17 and 75 hours have been allotted to the Final PWAB Quarterly Report.

Task 9 – Funding Support
Task Budget Budget Remaining Proposed Amendment No. 9 Budget $1,116,221 $181,083 $181,100
Amendment No. 7 Subtask 9.2 was originally scoped for completion by Spring 2023. Subtasks 9.3, 9.4, 9.5 and 9.6 were originally scoped for completion from September 2022 through June 2023. Subtask 9.7 was originally scoped for completion from September 2022 through December 2023. Services for Subtasks 9.2,

9.3, 9.4, 9.5, and 9.6 from March 2023 through current (May 2024) were not specifically identified in the original scope of work but have been continued to close out WRF and Conveyance Facilities construction, as directed by the City.

Completed Scope Items Through March 2023
 Subtask 9.2 – U.S. Bureau of Reclamation (USBR) Title XVI WIIN Grant Application (Spring 2023). This scope item is no longer needed, since the full grant amount in the FY 22/23 grant application was awarded to the City. Instead, the City and current Program Manager (Confluence) has requested that Carollo use the remaining scope and budget to support the City in execution of the USBR Title XVI WIIN Program agreement (Subtask 9.3).
 Subtask 9.7 – RWF Budgetary Project Cost Estimate for SRF Amendment.

Active Scope Items from Amendment No. 7
 Subtask 9.3 – USBR Funding Agreement Support (Title XVI WIIN Program).  NEW – Subtask 9.3.1 – Title XVI Disbursement Package Assembling support for only the WRF, Conveyance Facilities, and Carollo contracts.
 Subtask 9.4 – WIFIA Funding Coordination, Tracking Oversight and Reporting.  Subtask 9.5 – SRF Funding Coordination, Disbursements, Tracking, and Reporting.

Amendment No. 9 Scope of Services and Assumptions
A total of approximately 648 hours is allocated to task 9. Individual hour allocations for each subtasks is described below.

SCOPE OF SERVICES
6 Subtask 9.3 - Title XVI
This subtask includes supporting the City and its Program Manager, Confluence, on the Title XVI WIIN grant with USBR. Carollo will provide support in the development of the Title XVI agreement with USBR by participating in discussions related with past construction of the WRF and Conveyance Facilities and prior program management services. This scope does not include contract negotiations or contract review of the forthcoming Title XVI agreement between the City and USBR.

Title XVI reimbursement requests including preparation or transmittal of the reimbursement documentation packages is not included in this subtask. Carollo will provide invoices related with the design and construction of the WRF and Conveyance Facilities. Carollo will serve as a resource to City staff and Program Manager on questions related with the WRF and Conveyance Facilities invoices. This effort is estimated to require approximately 287 hours to complete.

This subtask does not include a second USBR Title XVI or similar new funding application.

Subtask 9.4 - WIFIA
The City has been managing the reimbursement request packages for the WIFIA low-interest loan and anticipates continuing to do so for the remainder of the Project. With this subtask, Carollo will continue supporting the WIFIA loan activities through Q2 FY24/25 (December 31, 2024) by participating in discussions related with past construction of the WRF and Conveyance Facilities and prior program management services. This scope does not include leading any contract negotiations between the City and U.S. EPA.

This subtask does not include any deliverables and provides an allowance of 4 hours per month over 6 months in coordination, meetings, and discussions with the Program Manager for two Carollo staff members, resulting in a total of 104 hours allotted.

Subtask 9.5 - SRF
This subtask includes supporting the City and its Program Manager, Confluence, on the executed SRF low interest construction loan and planning loan and their associated amendments which are pending execution (anticipated by Summer 2024). Carollo will provide support by participating in discussions related with the execution of the SRF amendments between SWRFB and the City.

Carollo will also assist the Program Manager with mapping out the construction loan amendment’s Final Budget Approval categories with project scope activities to maximize reimbursement potential. This effort is estimated to require approximately 114 hours to complete.

Carollo has assembled and transmitted all of the reimbursement request packages on behalf of the City to-date, with the last reimbursement requested in July 2023. After amendment execution, Carollo anticipates that up to four reimbursement request packages will need to be assembled and submitted for the WRF and Conveyance construction expenses that are currently being held while the SRF construction loan amendment is pending. This effort is estimated to require approximately 40 hours to complete.

SCOPE OF SERVICES
7 After completion of the reimbursement request packages for the WRF and Conveyance construction expenses, future reimbursement request packages related with Recycled Water Facilities design and construction are anticipated to be completed by the City. Carollo will train City staff and perform review services during the task transition period. Carollo will no longer provide staff augmentation services for facilitating the disbursement package assembly, coordination, and submittals for the WRF Program upon completion of training. Carollo will continue to support this role until end of Q2 FY24/25 – December 31, 2024. A total of 10 hours per month will be allotted, resulting in a total of 60 hours allotted for training.

Subtask 9.6 – SRF Amendment Support – Strategy, Budget Coordination, Agreement Terms This subtask includes hours for the Carollo funding team to coordinate with SRF staff prior to the execution of the SRF Construction Loan Amendment regarding SRF disbursement forms and budget line item evaluations. A total of 48 hours will be allotted to this subtask.

Task 10 - Permitting Support
Task Budget Budget Remaining as of March 2024 Proposed Amendment No. 9 Budget $1,892,234 $236,861 $292,000
Amendment No. 7 Subtasks 10.1 and 10.4 were originally scoped for completion from September 2022 through February 2023. Subtasks 10.2 and 10.3 were originally scoped for completion from September 2022 through June 2023. Services for Subtask 10.2 from July 2023 through current (May 2024) and Subtask 10.4 from March 2023 through current (May 2024) were not specifically identified in the original scope of work but have been continued to close out WRF and Conveyance Facilities construction and to transition to Recycled Water Facilities design, as directed by the City.

Completed Scope Items Through April 2023
 Subtask 10.1 – WRF and Conveyance Facilities Land Use Permitting and Biological Monitoring.  Subtask 10.2 – Title 22 and Report of Waste Discharge (ROWD) Permitting Support for Indirect Potable Reuse (IPR).
» Subtask 10.2.2 Report of Waste Discharge.
 Subtask 10.2.2.1 ROWD for Ocean Discharge.
» Subtask 10.2.3 – Brine Analysis Management.
» Subtask 10.2.4 – Permitting Guidance and Regulatory meetings – This scope of work will be lumped into subtask 10.2.2 Report of Waste Discharge, subtask 10.2.2.2.  Subtask 10.3 – As-Needed Pretreatment Ordinance Support.  Subtask 10.4 - Conveyance Facilities Archeological/Paleontological Monitoring and Tribal Representation

SCOPE OF SERVICES
8 Active Scope Items as of Amendment No. 7
 Subtask 10.2 – Title 22 and ROWD Permitting Support for Indirect Potable Reuse. » A total of 342 hours has been allotted to task 10.2 for the following subtasks:
 Subtask 10.2.1 – Title 22 Engineering Report.
 Subtasks 10.2.2 Report of Waste Discharge:
̵ Subtask 10.2.2.1 – ROWD for Ocean Discharge – COMPLETE. ̵ Subtask 10.2.2.2 – ROWD for groundwater recharge of the potable reuse program.  NEW - Task 10.5 – Permitting support for non-potable reuse permitting for the City of Morro Bay Recycled Water Facility Program.
» A total of 532 hours has been allotted to task 10.5 for the following subtasks:
 Subtask 10.5.1 – Title 22 Engineering Report.
 Subtask 10.2.2 – Report of Waste Discharge for non-potable reuse.  NEW - Task 10.6 – Quality Assurance/Quality Control (QAPP) Document. » A total of 152 hours has been allotted to task 10.6
Additional Out of Scope Work (Completed; March 2023 to September 2023)  Casa De Flores Pre-Treatment Permitting.

Amendment No. 9 Scope of Services
The scope of services included in Task 10 include the recycled water permitting for the Recycled Water Facilities Program, which includes the ROWD for the groundwater recharge and the permitting of the non-potable reuse components of the project. Work shall include the completion of the ROWD’s for both the potable reuse and non-potable reuse components as well as the Title 22 Engineering Reports, coordination, meetings, and assemblance of the necessary documents and guidance throughout the design of the recycled water infrastructure. This scope shall also include the development of a Quality Assurance and Quality Control Plan (QAPP) for the Recycled Water Facilities project. Furthermore, work shall also include the supporting post construction commissioning permitting support for the project which shall include tracer study reporting and permitting document and the commissioning start up records. Approximately 1,026 hours have been allotted to Task 10 for Amendment No. 9.

Assumptions for Amendment No. 9
At this time the project identified includes the permitting of the indirect potable reuse components of the project as understood in the Amendment No. 7 scope of work. Project shall connect to the recycled water facilities pipeline constructed in the Conveyance Facilities project and use recycled water produced at the WRF to injection into the Morro groundwater basin for consumption via IPR. Furthermore the non-potable reuse components include the potential to provide recycled water for landscape irrigation to the Morro Bay Golf Course and Morro Bay High school.

SCOPE OF SERVICES
9 Task 11 – Public Outreach
Task Budget Budget Remaining as of March 2024 Proposed Amendment No. 9 Budget $753,782 $12,765 $0
Amendment No. 7 Subtasks 11.3 and 11.5 were originally scoped for completion from September 2022 through January 2023. Subtask 11.6 was scoped to occur in Spring 2023 and Subtask 11.7 was originally scoped for completion from February 2023 through June 2023. All services were completed with the schedules indicated in Amendment No. 7 with no out-of-scope work completed.

Completed Scope Items Through June 2023
 Subtask 11.3 – Monthly Coordination Meetings.
 Subtask 11.5 – Public Outreach Activities (September 2022 through January 2023).  Subtask 11.6 – WRF and Conveyance Facilities Completion Event.  Subtask 11.7 – As-needed Public Outreach Activities (February 2023 to June 2023).

Amendment No. 9 Scope of Services
This task has been completed and no anticipated scope activities are necessary. Any and all public outreach services will be contracted directly with the City or a sub to Confluence Engineering Solutions. Remaining budget for this task will be reallocated and this task will be closed.

Task 12 – Conveyance Facilities Design Oversight
Task Budget Budget Remaining Proposed Budget for Amendment No. 9 $252,392 $0 $0
Completed Scope Items
 This task was completed with Amendment No. 5.

Task 13 – WRF Onsite Design-Build Support
Task Budget Budget Remaining as of March 2024 Proposed Budget for Amendment No. 9 $855,480 $108,965 $0
Amendment No. 7 Subtasks 13.7 and 13.9 were originally scoped for completion from September 2022 through June 2023. Subtask 13.8 was originally scoped for completion from September 2022 through January 2023. Services for Subtask 13.7 and 13.8 passed June 2023 were not specifically identified in the original scope of work but have been continued to close out WRF construction, as directed by the City.

Completed Scope Items Through March 2024
 Subtask 13.9 – WRF Operations Optimization Plan (OOP) – Final Plan and Regulatory Coordination.  Subtask 13.7 – General Technical Support and Additional Startup Support.  Subtask 13.8 – WRF IPR Startup and Commissioning Support

SCOPE OF SERVICES
10 Amendment No. 9 Scope of Services
All scope of services under this task are complete. No additional work will be assigned to this task.

All of the remaining budget shown in the above table will be transferred to Task 19 and this task will be closed.

Task 14 – Outfall Management Plan
Task Budget Budget Remaining as of March 2024 Proposed Budget for Amendment No. 9 $465,835 $206,035 $5,200
Amendment No. 7 Subtask 14.5 was originally scoped for completion from September 2022 through December 2023. Subtask 14.6 was originally scoped for completion from September 2022 through June 2023. Services for Subtasks 14.5 from January 2023 through August 2023 and Subtask 14.6 from July 2023 through August 2023 were ongoing but were put on hold as directed by the City and Confluence pending the outcome of the ongoing Conveyance Facilities discharge effluent pipeline hydraulics investigation (Task 19, additional out of scope effort).

Active Scope Items as of Amendment No. 7
 Subtask 14.5 – Outfall Management Plan Report. This report will be renamed to “Outfall Modeling and Cleaning Recommendations Report” and is separate and distinct from the Outfall Management Plan submitted to and approved by the California Coastal Commission on April 17th, 2020. The purpose of the Outfall Modeling and Cleaning Recommendations Report is to identify and recommend improvements and actions by the City that will be implemented as described in Subtask 14.6, which is now a separate project covered under the City’s Capital Improvement Plan (CIP).  Subtask 14.6 - Outfall and Air Gap Structure Inspection, Cleaning, and Repair Bid Services. The outfall and air-gap structure inspection, cleaning, and repair project was moved into the City’s CIP and will no longer be funded through the WRF Program budget.

Amendment No. 9 Scope of Services
Services related to the City’s Outfall and Air Gap Structure are now under a separate project included with the City’s Capital Improvement Project (CIP) list. The scope of work under Amendment No. 9 for this task will be to only complete the Outfall Modeling and Cleaning Recommendations Report under Subtask 14.5. Subtask 14.6 will be removed from this scope of work. Upon completion of Task 14.5, this task will be closed. Approximately 20 hours have been allotted to Task 14 for Amendment No. 9.

Task 15 – Coastal Development Permit Compliance
Task Budget Budget Remaining as of March 2024 Proposed Budget for Amendment No. 9 $145,966 $84,500 $0
Amendment No. 7 Subtask 15.1 was originally scoped for completion from September 2022 through June 2023. Services for Subtask 15.1 after June 2023 were not specifically identified in the original scope of work; however, there has been no additional level of effort associated with this task.

SCOPE OF SERVICES
11 Active Scope Items as of Amendment No. 7
 Subtask 15.1 – Revised Coastal Development Permit (CDP) Special Conditions:
» Special Condition No. 8 – Ocean Outfall Assessment Plan, this scope is related with Subtask 14.6.

This work has been transferred out of the WRF Project, to be completed as part of the City’s CIP program. It is anticipated that as part of the future permitting associated with the project, the City will be required to submit a revised Special Conditions No. 8 report to the Coastal Commission. » Special Conditions No. 6 – Recycled Water Management Plan Revisions, this scope is to describe changes to the Recycled Water Facilities component of the program to the California Coastal Commission.

Amendment No. 9 scope of services
The revision to Special Condition No. 8 will be performed by the City as part of a separate City CIP project. The revision to Special Condition No. 6 will be completed by the City and/or design engineer of record for the Recycled Water Facilities. Carollo does not anticipate that any additional level of effort will be required for Task 15. Remaining budget has been reallocated and this task will be closed.

Task 16 – Operations Support
Task Budget Budget Remaining Proposed Amendment No. 9 Budget $32,790 $2,282 $0
Completed Scope Items
 This task was completed with Amendment No. 6.

Task 17 – Recycled Water Facilities Design Support
Task Budget Budget Remaining as of March 2024 Proposed Amendment No. 9 Budget $332,720 $114,961 $40,000
Amendment No. 7 Subtask 17.1 was originally scoped for completion from August 2022 through October 2022. Subtask 17.2 was originally scoped for completion from September 2022 through December 2022 (Typo in contract; budgeted 22 hours for Carollo and $20,000 hours for Rincon). Subtask 17.3 was originally scoped for completion from September 2022 through February 2023. Services for Subtask 17.2 from January 2023 through June 2023 were not originally identified in the scope of work but were completed. Services for Subtask 17.3 from March 2023 to current (May 2024) were not specifically identified in the original scope of work but have been continued to support RWF program management transition through closeout of WRF and Conveyance Facilities construction, as directed by the City.

Completed Scope Items Through January 2023
 Subtask 17.1 – Pilot Injection Well Construction and Testing.  Subtask 17.2 – CEQA Permitting and Document Review and Strategy Development.  Subtask 17.3 – Land Use Permitting Transitioning of Services.  New – Subtask 17.4 – Recycled Water Facilities Staff Augmentation

SCOPE OF SERVICES
12 Amendment No. 9 scope of services
The scope of services under this task includes approximately 150 hours of staff augmentation services to the Recycled Water Program Manager, Confluence Engineering Solutions, to support the implementation of the Recycled Water Facilities Program. Work under this task will be tracked through Subtask 17.4 – Recycled Water Facilities Staff Augmentation. Upon request from the Program Manager, Carollo will provide an estimated level of effort and defined scope of work associated with the requested task, to be documented via email. Carollo reserves the right to decline requested tasks for any reason. Approximately 126 hours have been allotted to task 17 for Amendment No. 9.

Task 18 – WRF Construction Support
Task Budget Budget Remaining as of March 2024 Proposed Amendment No. 9 Budget $1,985,490 $66,602 $0
Amendment No. 7 Subtasks 18.2, 18.3, 18.5, 18.6, 18.7, 18.10, and 18.11 were originally scoped for completion from September 2022 through January 2023. Subtask 18.12 scope was limited to 60 hours.

Services for Subtasks 18.2 to 18.11 listed above completed from February 2023 to May 2024 were not specifically identified in the original scope of work but have been continued to close out WRF construction, as directed by the City.

Completed Scope Items Through March 2024
 Subtask 18.3 – Supplemental Construction Inspection Services.  Subtask 18.5 – Biological Mitigation Support.
 Subtask 18.6 – Construction Progress Reporting.
 Subtask 18.7 – Construction Progress Meetings.
 Subtask 18.10 – Monthly Progress Payment Review.
 Subtask 18.11 – Certified Payroll Review.

Active Scope Items as of Amendment No. 7
 Subtask 18.2 – Construction Oversight Services.

Deleted Scope Items
 Subtask 18.12 – Potable Water Distribution System Hydraulic Model Update. This task was not needed.

Additional Out of Scope Work Completed
 IPR-Advanced Treatment Staffing Analysis.
 Advanced Treatment System Standard Operating Procedure (SOPs).  The hydraulic assessment and investigation of the WRF Outfall pump station.

SCOPE OF SERVICES
13 Amendment No. 9 Scope of Work (Completed through April 2024) The scope of services under Task 18 will be closed. FBV’s contract close out was approved by City council on April 9th, 2024, therefore there is no additional level of effort anticipated under this scope of work. FBV was issued final payment on May 9th, 2024, therefore this task will be completed and closed, and no additional scope of services will be provided.

Task 19 – Conveyance Facilities Construction Management Task Budget Budget Remaining Proposed Amendment No. 9 Budget $3,682,608 $(291,325) $50,000
Amendment No. 7 Subtasks 19.2 was originally scoped for completion from September 2022 through January 2023 with limited additional services from February 2023 to March 2023. Subtask 19.3 scope was originally scoped for completion from September 2022 through January 2023. Services for Subtasks 19.2 and 19.3 completed from February 2023 onward (unless otherwise noted) were not specifically identified in the original scope of work but have been continued to close out WRF and Conveyance Facilities construction, as directed by the City.

Completed Scope Items Through March 2024
 Subtask 19.3 – Material Testing.
 Subtask 19.2 – Construction Services. Work ongoing on this task include:
» Subtask 19.2.7 – Review Monthly Progress Payment Requests. » Subtasks 19.2.9 - Review Change Order Requests.
» Subtasks 19.2.17 – Review Certified Payroll.
» Subtask 19.2.19 – Monitor and Review Record Drawings.

Active Tasks as of Amendment No. 7
 Subtask 19.2 – Construction Services. Work ongoing on this task include:

Subtask 19.2.16 – Monitor Contractor’s Compliance with Contract Documents.

Additional Out of Scope Work
 Hydraulic assessment and investigation of the WRF Outfall discharge effluent pipeline.

Amendment No. 9 Scope of Services (Completed through April 2024) The scope of services under Task 19 will only include the coordination and consultation activities regarding the outfall effluent discharge pipeline capacity deficiencies. This task shall cover any continued discussions regarding the WRF discharge effluent pipeline. The level of effort will include approximately 145 hours of work which shall include, but is not limited to, coordination meetings with Anvil, the City, the City’s legal team, the Conveyance Facilities Design Engineer and internal team meetings. Work shall also include preparation for one public meeting with City Council and the Public Works Advisory Board (PWAB) to present the final closeout of the effluent discharge line resolution, if needed. Approximately 144 hours have been allotted to task 19 for Amendment No. 9.

SCOPE OF SERVICES
14 ASSUMPTIONS AND CLARIFICATIONS
 DELIVERABLE USE AND REUSE. Any reuse of completed documents or use of partially completed documents without written verification or concurrence by Consultant for the specific purposes intended will be at the City’s sole risk and without liability or legal exposure to Consultant. Consultant’s instruments of service hereunder are the printed hard copy of technical memorandums and reports issued for the Project, whereas electronic media, including Computer Aided Design and Drafting (CADD) or modeling files, are tools for their preparation. As a convenience to the City, Consultant shall furnish to the City both printed hard copies and electronic media (where scoped). In the event of a conflict in their content, the printed hard copies shall take precedence over the electronic media.

Because data stored in electronic media form can be altered, inadvertently, it is agreed that the City shall hold Consultant harmless from liability arising out of changes or modifications to Consultant’s data in electronic media form in the City’s possession or released to others by the City.  STANDARD OF CARE. Consultant shall perform the services required hereunder in accordance with the prevailing engineering standard of care by exercising the skill and ability ordinarily required of engineers performing the same or similar services, under the same or similar circumstances, in the State of California. Additionally, Consultant shall not be responsible for acts and decisions of third parties, including governmental agencies, other than Consultant’s Subconsultants, that impact project completion and/or success.
 CITY-PROVIDED INFORMATION AND SERVICES. The City shall furnish Consultant available studies, reports and other data pertinent to Consultant’s services; obtain or authorize Consultant to obtain or provide additional reports and data as required; furnish to Consultant services of others required for the performance of Consultant’s services hereunder, and Consultant shall be entitled to use and rely upon all such information and services provided by the City or others in performing Consultant’s services under this Agreement.
 ESTIMATES AND PROJECTIONS. In providing opinions of cost, financial analyses, economic feasibility projections, schedules, and quantity and/or quality estimates for potential projects, Consultant has no control over cost or price of labor and material; unknown or latent conditions of existing equipment or structures that may affect operation and maintenance costs; competitive bidding procedures and market conditions; time or quality of performance of third parties; quality, type, management, or direction of operating personnel; the way the City’s plant(s) and/or associated processes are operated and/or maintained; and other economic and operational factors that may materially affect the ultimate project elements, including, but not limited to, cost or schedule. Therefore, Consultant makes no warranty that the City’s actual project costs, financial aspects, economic feasibility, schedules, and/or quantities or quality realized will not vary from Consultant’s opinions, analyses, projections, or estimates.
 THIRD PARTIES. The services to be performed by Consultant are intended solely for the benefit of the City. No person or entity not a signatory to this Agreement shall be entitled to rely on Consultant’s performance of its services hereunder, and no right to assert a claim against Consultant by assignment of indemnity rights or otherwise shall accrue to a third party as a result of this Agreement of the performance of Consultant’s services hereunder.

CAROLLO ENGINEERS, INC.

FEE SCHEDULE
As of January 1, 2024
California
Hourly Rate
Engineers/Scientists
Assistant Professional $223.00
Professional 274.00
Project Professional 324.00
Lead Project Professional 340.00
Senior Professional 360.00
Technicians
Technicians 168.00
Senior Technicians 233.00
Support Staff
Document Processing / Clerical 149.00
Project Equipment Communication Expense
(PECE) Per DL Hour

15.00 Other Direct Expenses
Travel and Subsistence at cost
Mileage at IRS Reimbursement Rate
Effective January 1, 2024
$0.67 per mile
Subconsultant cost + 10%
Other Direct Cost cost + 10%
Expert Witness Rate x 2.0
This fee schedule is subject to annual revisions due to labor adjustments.

01181.0001/657125.1 Page 1 of 3
AMENDMENT NO. 4 TO THE

AGREEMENT FOR CONSULTANT SERVICES

AMONG THE CITY OF MORRO BAY AND
GSI WATER SOLUTIONS, INC.
______________________________________________________________________________ This Amendment No. 4 is entered by and between the CITY OF MORRO BAY, a municipal corporation (City), and GROUND WATER SOLUTIONS INC., dba GSI WATER SOLUTIONS INC., an Oregon corporation (Consultant). City and Consultant are sometimes referred to individually as “Party” and collectively “Parties.”

RECITALS
WHEREAS, City and Consultant entered into an agreement as of October 31, 2018, whereby Consultant agreed to perform Phase 1 and Phase 2 hydrogeological services to support the permitting and design of injection wells for potable reuse for the Water Reclamation Facility (Project), which was approved by the City Council for a Not to Exceed Amount of $351,000.00 (Agreement); and
WHEREAS, on November 10, 2020, the City Council reviewed and approved changes for the Project that would increase the Not to Exceed Amount set forth in the Agreement by the Not to Exceed Amount of $530,000.00 from $351,000.00 to $881,000.00 for Consultant’s satisfactory completion of Phase 3 for the Project and authorized the City Manager to sign such Amendment No. 1 (Amendment No. 1); and
WHEREAS, included in the Amendment No. 1 was an approved contingency amount of up to $220,250 or 25 percent of the amount to be paid pursuant to the Amendment No. 1 that could be authorized by the City Manager for additional services (Contingency); and WHEREAS, the City Manager previously authorized use of $52,650.00 of the Contingency budget for previously completed work outside of the original scope of services to increase the authorized budget for Consultants to Not-to-Exceed Amount $933,650.00 and thus the sum of $167,600.00 of the Contingency was remaining; and
WHEREAS, through the course of providing the requested services in Amendment No. 1, numerous challenges (associated with permitting, well site access, coordination with other Project work and other requests from City) have been satisfactorily responded to by Consultant.

These additional, out-of-scope services from Consultant have resulted the need to again use a portion of the Contingency; and
WHEREAS, Consultant has provided a proposal for the completion of the requested services for Not-to-Exceed $147,213.00; and
WHEREAS, City Staff and WRF Subcommittee reviewed Consultant’s proposal and determined use of an additional portion of the Contingency budget is warranted due to the unforeseen project

01181.0001/657125.1 Page 2 of 3
conditions and additional services requested from Consultant and approved the Interim City Manager to approve the use of Contingency budget; and
WHEREAS, on May 8, 2023, the Interim City Manager reviewed and approved changes for the Project that would increase the Not-to-Exceed Amount set forth in the Agreement as amended to that date by a Not-to-Exceed Amount of $147,231.00 from $933,650.00 to $1,080,863.00, through use of Contingency Budget for Consultant’s satisfactory completion of Phase 3 for the Project and signed such as Amendment No. 2 (Amendment No. 2); and WHEREAS, with approval of the Amendment No. 2, $20,387.00 of the Contingency remained available; and
WHEREAS, on November 11, 2023, the City Council approved Amendment No. 3 with the Consultant to provide additional Hydrogeologic Technical Support services to support the implementation of the Recycled Water Component of the Water Reclamation Facility Program to increase the previous Not-to-Exceed Amount of One Million Eighty Thousand Eight Hundred Sixty-three Dollars and No Cents ($1,080,863.00) by Two Hundred Thirty Thousand Nine Hundred Dollars and No Cents ($230,900.00), for a new revised total Not-to-Exceed Amount of One Million Three Hundred Eleven Thousand Seven Hundred Sixty-Three Dollars and No Cents ($1,311,763.00).

WHEREAS, the Agreement, Amendment No.1, Amendment No. 2, and Amendment No. 3 are hereinafter collectively referred to as the “Amended Agreement;” and WHEREAS, the City requires additional Hydrogeologic Technical Support services to support the implementation of the Recycled Water Component of the Water Reclamation Facility Program; and
WHEREAS, Consultant has specific knowledge and experience to provide technical oversight needed to accomplish necessary tasks required to meet the City Council's goals for the Project.

NOW, THEREFORE, City and Consultant mutually agree to further amend the Amended Agreement as follows:

1. Unless otherwise expressly stated herein or the context requires, all terms shall have the same meaning as provided in the Agreement.

2. The revised scope of services to be provided by Consultant, pursuant to the Amended Agreement, as hereby amended, shall include Tasks 1-2 of the Phase 4 Scope of Work, as set forth on pages 2-3 of Exhibit A hereto, which are incorporated herein by this reference and are additive to, and not a replacement of, prior work performed under the Amended Agreement.

3. The compensation to be paid for the Phase 4 Scope of Work shall be paid in accordance with the terms of the Amended Agreement on a time and material basis and shall increase the previous Not-to-Exceed Amount of One Million Three Hundred Eleven Thousand Seven Hundred Sixty-Three Dollars and No Cents ($1,311,763.00) by Thirty Nine Thousand Six Hundred Dollars

01181.0001/657125.1 Page 3 of 3
and No Cents ($39,600.00), for a new revised total Not-to-Exceed Amount of One Million Three Hundred Fifty-One Thousand Three Hundred Sixty-Three Dollars and No Cents ($1,351,363.00) for the Amended Agreement, as herein amended. Consultant shall not be compensated for any services rendered in connection with its performance of the Phase 4 Scope of Work, which are in addition to those set forth herein, unless such additional services are authorized in advance and in writing by the City Manager in accordance with the Amended Agreement.

4. Except as expressly stated herein, all other terms and conditions in the Agreement shall remain in full force and effect.

5. The effective date of this Amendment No. 4 shall be deemed to be June 11, 2024 (Effective Date).

IN WITNESS WHEREOF, the Parties have caused this Amendment No. 4 to be executed by their duly authorized representatives.

CITY OF MORRO BAY GSI WATER SOLUTIONS, INC.
a municipal corporation
By: _____________________________ By: _____________________________ Yvonne Kimball, Susan Haupt
City Manager President
Dated: June , 2024 Dated: June , 2024
By: ___________________________
Liesl Deck
Chief Financial Officer
Dated: June __, 2024
Attest:
________________________
Dana Swanson, City Clerk
Approved As To Form:
_________________________
Chris Neumeyer, City Attorney

GSI Water Solutions, Inc. 800 Quintana Road, Suite 2C, Morro Bay, CA 93442 www.gsiws.com June 5, 2024
Mr. Greg Kwolek
Director of Public Works
City of Morro Bay
[email protected]
RE: Proposal for GSI Additional Professional Services for Injection Well Site Selection Dear Mr. Kwolek,
GSI Water Solutions (GSI) is pleased to provide this proposal to the City of Morro Bay (City) to augment our existing scope of work. The added work consists of the collection of hydrogeologic data at the proposed injection well locations in coordination with the consultant (Far Western) and their drilling program associated with the archaeological clearing effort. By increasing the ultimate depth of the proposed Far Western archeological drilling, determination of aquifer thickness and sediment types at the future injection well locations can be gathered and analyzed. Collecting these data at this early stage will be valuable in the future injection well design and materials procurement.

As you know, GSI has been involved in several aspects of the City’s work to implement the IPR project, and understands the technical, institutional, and regulatory challenges that need to be addressed to make this project a success. GSI personnel have been supporting the City on this effort since 2015, and we bring a wealth of institutional understanding and experience to the project.

We coordinated with City staff and Confluence Engineering to leverage the planned field effort associated with conducting archaeological borings to obtain additional geologic data that will be useful for the IPR aspects of the project. We engaged on this scope of work based upon our understanding of the anticipated needs of the project. We believe this additional work by GSI will provide data that will support more efficient design of the injection wells and a more streamlined drilling schedule by allowing for the specification of well materials (mainly casing type and gravel pack) prior to initial well drilling.

We are excited about the opportunity to continue our partnership with you, and to support the City’s goal of diversifying their water supply portfolio and reducing reliance on variably available imported water from the State Water Project. Thank you for your consideration of our proposal.

Sincerely,
GSI Water Solutions
Tim Thompson, PG, CHG Dave O’Rourke, PG, PE
Principal Water Resources Consultant Principal Hydrogeologist

GSI Water Solutions, Inc. 800 Quintana Road, Suite 2C, Morro Bay, CA 93442 p. 2 Phase 4 Amended Scope of Work
Based on discussions and coordination with City staff and Confluence Engineering, GSI engaged in planning and activities with respect to expanding the scope of the archaeological clearance effort to include a sonic coring field exploration program at the future injection well sites. This Phase 4 Additional Scope of Work will allow for pre-design and pre-drilling procurement of well materials for the two injection wells planned for the next phase of the IPR project.

The following tasks describe the proposed scope of work:

Task 1: Field Coordination and Well Staking
a. Coordinate with City staff, Confluence Engineering staff, and Far Western Anthropological Research Group (Far Western) regarding specifics of Far Western’s original boring program and the potential for expansion of the field effort (changing from GeoProbe to Sonic Coring drilling methods, additional depth for borings, etc.) and preliminary discussion of potential field logistics. b. Obtain the City’s GIS utility mapping files and incorporate into field-scale maps at each individual potential boring locations usable in the field to assess necessary constraints such as offsets from water lines, sewer lines, property boundaries, overhead lines, etc. c. Coordinate with City staff, Confluence Engineering, Far Western, and Cannon Corp Engineering (Cannon) regarding specifics of constraints at each location, and complete a site visit to stake seven specific boring locations.

Task 2: Sonic Drilling
a. Coordinate with Far Western and City staff regarding logistics of the combined field effort for seven sonic borings to collect core samples. Drilling activities are scheduled for 7 consecutive days, including weekends.
b. Provide field oversight for 7 sonic borings (1 bore hole per day) in collaboration with and coordination with the Far Western archeological team. GSI will be onsite to confirm the rig is positioned correctly over the staked location and will be on-site to observe drilling results primarily during advancement of the drilling from approximately 40’ to ~80’ deep. On site activities will include communicating to the drilling contractor anticipated geology at each location, optimize core sample recovery, and closely document depths of lithologic changes. The core samples will be packaged in wax coated core boxes by the drilling contractor and transported by Far Western to the WWTF storage area where lithologic logging will be completed. GSI will coordinate with Far Western during drilling and logging of the cores. Once it has been confirmed that Far Western has completed their archaeological review of the core samples, GSI will log the cores and collect samples to be sent to Roscoe Moss Company for sieve analysis. Field observations will be used in coordination with the lithologic logs to define depths of lithologic changes. c. During this effort, GSI will provide status updates to the project team (City and Far Western) twice per week and participate in up to 2 meetings as needed. d. Upon receipt of the sieve analysis from Roscoe Moss, GSI will conduct a preliminary review of the results and provide salient observations to the City. The results of the sieve analysis will be interpreted at a later date and under a separate scope of work. Should the City wish to dispose of the remaining core samples (and boxes), GSI will collect soil grab samples for laboratory analysis.

Results will be provided to the City with a recommendation for disposal. Disposal of the core samples (and boxes) will be the responsibility of the City.

GSI Water Solutions, Inc. 800 Quintana Road, Suite 2C, Morro Bay, CA 93442 p. 3 e. Assumes drilling occurs from 6/12 – 6/18/2024.
f. A technical report will not be prepared following this field effort but the results will be used as important supporting data in aspects of the design of the proposed injection wells to be installed at these locations in the future.

Budget
The following table presents an estimated budget for this Phase 4 Additional Scope of Work. Our team’s proposed fee to complete the tasks is $39,600. Well contractor costs are not included in this budget. The below table shows the budget breakdown to complete each task. The project budget is subject to change based on contractor performance and property access restrictions. This budget will not be exceeded unless prior authorization has been provided by the City. We propose to conduct this work on a time-and-materials basis in accordance with our current rate schedule as included in the .

Description Total
Task 1 – Field Coordination and Well Staking $17,500
Task 2 – Sonic Drilling $22,100
Project Totals $39,600

2024 GSI Fee Schedule
Labor Category Hourly Rate
Technical Professionals
Principal
Tim Thompson
Dave O’Rourke
$250 – $360
$305
$275
Supervising
Brian Franz
Nate Page
$200 – $310
$250
$200
Managing
Julie Garofalo
$170 – $230
$210
Consulting $150 – $190
Project
Erik Tobin
$140 – $170
$165
Staff
Katie O’Malley
Sydney Robertson
$120 – $160
$145
$145
Other Services
GIS/Graphics/Database
Nicole Palmer
Bella Ramos
$130 – $185
$160
$120
Editor/Documents
Hilary Hoffman
$130 – $155
$135
Administration
Nancy Steensma
$95 – $125
$115
The hourly rate for trial preparation and expert witness testimony is 1.5 times the standard billing rate shown above.

Expenses
 Mileage: IRS authorized rate/mile plus 10 percent markup  Direct expenses and outside services: Cost plus 10 percent markup

Prepared By: __DH/GK___________ Dept Review:_ _gk_____
City Manager Review: YK__________ City Attorney Review: __CFN_______ Staff Report
TO: Honorable Mayor and City Council DATE: June 3, 2024 FROM: Gregory Kwolek, Public Works Director
Damaris Hanson, Utilities Division Manager
SUBJECT: Professional Services Agreement for Cannon for design and engineering services during construction for a Morro Basin Extraction Well

RECOMMENDED ACTION
Authorize the City Manager to execute an agreement with Cannon to provide design and engineering services during construction (ESDC) for a Morro Basin Extraction Well in an amount not to exceed $393,697, which includes a 10% contingency budget executable by the City Manager.

FISCAL IMPACT
Funding for the design and construction of a new Morro Basin Extraction Well is included as part of the Morro Basin Wellfield Rehabilitation Capital Project, which is included as a Capital Improvement Project in the approved Water Fund FY 2023-24 ($500,000) and proposed FY 2024-25 ($1,250,000) and FY 2025/26 ($1,734,900) Budgets. In addition to the budgeted funding for the new Morro Basin Extraction Well, staff intends to review potential available grant programs (e.g. Bureau of Reclamation’s Drought Response Program: Drought Resiliency Projects, etc.) for opportunities to obtain outside funding for this project and reduce the costs to the City rate payers.

BACKGROUND/DISCUSSION
Separately from the Indirect Potable Recycle of the WRF project, the Morro Basin Extraction Well project has been approved in the FY 23/24 budget as a Water CIP. Here is the link that explain the project in details: Capital Request | FY2024 Final Adopted Locked (cleargov.com) The Morro Wellfield Rehabilitation Project intends to address several potential vulnerabilities of the Morro Wellfield by implementing key infrastructure improvements to increase water production capacity, improve operational efficiency, and provide long-term reliability for the City’s water production infrastructure.

Currently, the project aims to rehabilitate the City’s six active wells and install one new well, though staff may recommend additional improvements upon completion of a needs assessment of the wells.

The improvements to the existing wells will include rehabilitation or replacement of each of the following components: 1) Electrical, Instrumentation and Control (EI&C); 2) mechanical infrastructure; and 3) site civil and structural. The project components for the new wells will include: 1) well siting; 2) well drilling; 3) well equipping; and, 4) connection to the Brackish Water Reverse Osmosis Facility.

A key component of the rehabilitation project is the construction of a new extraction well to improve the reliability of the Morro Basin Wellfield and overall resiliency of the City’s water supply portfolio. To facilitate procurement of a design engineer for the design of a new Morro Basin Extraction Well, staff included an extraction well and potable water pipeline design services in the Request for Proposals for the Recycled Water Facilities Design, see agenda item 7b for additional detail. Based on review of the submitted proposals and performance during the interviews, staff recommend that the City Council authorize the City Manager to execute an agreement with Cannon to provide design and AGENDA NO: 7.c
MEETING DATE: June 11, 2024

engineering services during construction (ESDC) for the Morro Basin Extraction Well in an amount not to exceed $393,967, which includes a 10% contingency budget executable by the City Manager.

The City believes this is an efficient and necessary use of the Council approved budget for the Morro Basin Wellfield Rehabilitation Project. The detailed scope and fee estimate for engineering design services can be found in Attachment 1, Cannon Morro Basin Extraction Well Design and ESDC Agreement. If approved, Morro Basin Extraction Well Design and ESDC would initiate in June 2024 and continue through September 2026.

CONCLUSION
Staff recommends the City Council authorize the City Manager to execute an agreement with Cannon to provide design and engineering services during construction (ESDC) for a Morro Basin Extraction Well in an amount not to exceed $393,697, which includes a 10% contingency budget executable by the City Manager.

ATTACHMENT

1. Cannon Morro Basin Extraction Well Design and ESDC Agreement

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AGREEMENT FOR SERVICES

BETWEEN CITY OF MORRO BAY AND

CANNON CORPORATION
THIS AGREEMENT FOR SERVICES (“Agreement”) is made and entered into this Click or tap here to enter text. day of June, 2024 by and between City OF MORRO BAY, a California municipal corporation (“City”) and CANNON CORPORATION, a California consulting firm (“Consultant”). City and Consultant may be referred to individually as “Party” or collectively as “Parties.” 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 CONSULTANT

1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, 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 City entering into this Agreement, Consultant represents and warrants: a) all services set forth in the Scope of Services will be performed in a competent and satisfactory manner; b) all materials used for services will be both of good quality as well as fit for the purpose intended; and, c) Consultant shall follow the highest professional standards and practices in performing the services required hereunder.

1.2 Consultant’s Proposal. The Scope of Services shall include the scope of services or work included in 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 or bid, and this Agreement, the terms of this Agreement shall govern. No other terms and conditions from Consultant’s proposal or bid, other than description of scope of services or work, shall apply to this Agreement, unless specifically agreed to by City in writing.

1.3 Compliance with Law. All services rendered hereunder shall be provided in accordance with all ordinances, resolutions, statutes, rules and regulations of City and any federal, State or local governmental agency having jurisdiction in effect at the time services are rendered.

City, and its officers, employees and agents, shall not be liable at law or in equity for failure of Consultant to comply with this Section.

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

1.5 Additional Services and Compensation. 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 to the work by altering, adding to

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or deducting from said work. No such extra work may be undertaken unless a written order, consistent with both Section 9.4 as well as Morro Bay Municipal Code (“MBMC”) section

3.08.060 (and as amended), is first given by City to Consultant, incorporating therein any adjustment in the Contract Sum for the actual costs of the extra work and/or the time to perform this Agreement, which said adjustments are subject to the written approval of Consultant. 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 or reasonably contemplated therein. 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 done by other consultants.

1.6 Familiarity with Work. By executing this Agreement, Consultant represents and warrants Consultant: a) has thoroughly investigated and considered services to be performed, b) has carefully considered how services should be performed, and c) fully understands the facilities, difficulties and restrictions attending performance of services under this Agreement.

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

1.8 Prevailing Wages. If services include any “public work” or “maintenance work,” as those terms are defined in California Labor Code section 1720 et seq. and California Code of Regulations, Title 8, section 16000 et seq., and if the total compensation is $1,000 or more, Consultant shall pay prevailing wages for such work and comply with the requirements in California Labor Code section 1770 et seq. and 1810 et seq., and all other applicable laws.

1.9 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 Three Hundred Ninety-Three Thousand Six Hundred Ninety-Six Dollars ($393,696) (“Contract Sum”), unless additional compensation is approved pursuant to Section 1.5. Compensation may include reimbursement, for actual and necessary expenditures, if both specified in the Schedule of Compensation, as well as approved by City in advance. The Contract Sum shall include the attendance of Consultant at all project

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meetings reasonably deemed necessary by City. 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, Consultant shall promptly notify the Contract Officer of said fact, circumstance, technique or event and the estimated increased or decreased cost related thereto.

2.2 Invoices. Unless some other method of payment is specified in Exhibit C, Schedule of Compensation, in any month in which Consultant wishes to receive payment, no later than the first business day of such month, Consultant shall submit to City, in a form approved by City’s Finance Director, an invoice for services rendered prior to the date of the invoice. By submitting an invoice for payment under this Agreement, Consultant is certifying compliance with all provisions of this Agreement. Except as provided in Sections 7.3, 7.4 and 7.5, City shall pay Consultant for all expenses stated thereon which are approved by City pursuant to this Agreement generally within thirty (30) days, and City will use its best efforts to make payment no later than forty-five (45) days, from the submission of an invoice in an approved form. In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. Review and payment by City for any invoice provided by Consultant shall not constitute a waiver of any rights or remedies provided herein or any applicable law. Each invoice is to include (unless otherwise specified by City): 1) line items for all personnel describing the work performed, the number of hours worked, and the hourly rate; 2) line items for all materials and equipment properly charged to the Services; 3) line items for all other approved reimbursable expenses claimed, with supporting documentation; and 4) line items for all approved subcontractor labor, supplies, equipment, materials, and travel properly charged to the Services.

ARTICLE 3. PERFORMANCE SCHEDULE

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

3.2 Term. Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services, which shall be no later than September 1st, 2026.

3.3 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.

3.4 Force Majeure. The time period(s) specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of 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 City, if Consultant shall within ten (10) days of the commencement of such delay notify City in writing of the causes of the delay. City 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 City

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such delay is justified. City’s determination shall be final and conclusive upon the Parties to this Agreement. In no event shall Consultant be entitled to recover damages against City for any delay in the performance of this Agreement, however caused, Consultant’s sole remedy being extension of this Agreement pursuant to this Section.

ARTICLE 4. COORDINATION OF WORK

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

4.2 Contract Officer for City. The Contract Officer for City is Yvonne Kimball (or such person as may be designated by the City Manager). The Contract Officer shall be the primary person on behalf of City responsible for the administration of the Agreement. It shall be Consultant’s responsibility to assure that the Contract Officer is kept informed of both the progress of the performance of the services as well as any decisions which must be made by City.

4.3 Approvals from City. City approvals or actions, pursuant to the authority of this Agreement, are to be made (unless otherwise specified) either by the City Manager or by their delegate as provided for in writing.

4.4 Independent Contractor. Neither City, nor any of its officers, employees or agents, shall have any control over the manner or means by which Consultant, or its officers, employees, agents or subcontractors, perform the services required herein, except as otherwise set forth herein. Consultant shall perform all services required herein as an independent contractor of City and shall remain under only such obligations as are consistent with that role. Consultant shall not at any time or in any manner represent that it, or any of its officers, employees, agents or subcontractors, are officers, employees or agents of City. City shall not in any way or for any purpose become or be deemed to be a partner of Consultant in its business or otherwise or a joint venturer or a member of any joint enterprise with Consultant. Consultant shall not incur or have the power to incur any debt, obligation or liability whatever against City, or bind City in any manner. Consultant represents and warrants that the personnel used to provide services to City pursuant to this Agreement shall at all times be under Consultant’s exclusive control and direction.

No City employee benefits shall be available to Consultant, its officers, employees, agents or subcontractors, in connection with the performance of this Agreement. City shall not be liable for compensation or indemnification to Consultant, its officers, employees, agents or subcontractors, for injury or sickness arising out of performing services hereunder. In the event that Consultant or any officer, employee, agent, or subcontractor of Consultant providing services under this Agreement claims or is determined by a federal or state agency, a court of competent jurisdiction, or the California Public Employees’ Retirement System, to be classified as other than an independent contractor for City, then Consultant shall indemnify, defend, and hold harmless City

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for the payment of any and all assessed fines, penalties, judgments, employee and/or employer contributions, and any other damages and costs assessed to City as a consequence of, or in any way attributable to, the assertion that Consultant, or any officer, employee, agent, or subcontractor Consultant used to provide services under this Agreement, is/are employees of City.

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

ARTICLE 5. INSURANCE AND INDEMNIFICATION

5.1 Insurance Coverages. Prior to commencement of any services under this Agreement, and without limiting Consultant’s indemnification obligation to City, Consultant shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, for the duration of the Agreement, primary policies of insurance of the type and amounts below, 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 VII (or larger) in accordance with the latest edition of Best’s Key Rating Guide, unless otherwise approved by City, which shall cover all elected and appointed officers, employees and agents of City. City reserves the right at any time during the term of the Agreement to change the amounts and types of insurance required by giving Consultant ninety (90) days advance written notice of such change.

If such change results in substantial additional cost to Consultant, City and Consultant may renegotiate Consultant’s compensation.
(a) Commercial General Liability Insurance. A policy of commercial general liability insurance, with coverage at least as broad as Insurance Services Office (“ISO”) form CG 00 01, written on a per occurrence basis for bodily injury, personal injury and property damage. Defense costs must be paid in addition to limits. Coverage for an additional insured shall not be limited to its vicarious liability. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO “insured contract” language will not be accepted. Limits shall be no less than $1,000,000 per occurrence for all covered losses and no less than $2,000,000 general aggregate.
(b) Worker’s Compensation Insurance. A policy of worker’s compensation insurance in such amount as will fully comply with the laws of the State of California and which shall indemnify, insure and provide legal defense for Consultant against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by Consultant in the course of carrying out the work or services contemplated in this Agreement.
(c) Automobile Liability. A policy of comprehensive automobile liability insurance, at least as broad as ISO form CA 00 01, written on a per occurrence basis covering

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bodily injury and property damage in an amount not less than $1,000,000 combined single limit for each accident. Said policy shall include coverage for owned, non-owned, leased, hired cars and any automobile.
(d) Professional Liability. Professional liability insurance appropriate to Consultant’s profession. This coverage may be written on a “claims made” basis and must include coverage for contractual liability. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement. The professional liability insurance required by this Agreement must be endorsed to be applicable to claims based upon, arising out of, or related to services performed under this Agreement. The insurance must be maintained for at least five (5) consecutive years following the completion of Consultant’s services or the termination of this Agreement. During this additional 5-year period, Consultant shall annually and upon request of City submit written evidence of this continuous coverage. Limits shall be no less than $1,000,000 per claim and no less than $1,000,000 general aggregate. (e) Cyber Liability. Cyber liability insurance appropriate to Consultant’s profession and the services hereunder, written on a per occurrence basis, with limits not less than $1,000,000 per occurrence/loss, and $2,000,000 in the aggregate. Coverage shall be sufficiently broad to respond to the duties and obligations undertaken by Consultant pursuant to this Agreement and shall include, but not be limited to, claims involving: infringement of intellectual property; copyright; trademark; invasion of privacy violations; data breach; electronic information theft, loss, damage, destruction, alteration or misuse; release of private information; extortion; and, network security. The policy shall provide coverage for breach response costs, regulatory fines and penalties, and credit monitoring expenses, with limits sufficient to respond to these obligations.
(f) Excess Liability Insurance. Excess liability insurance may be used to satisfy the obligations herein. If excess liability insurance is used then the policy shall meet all the requirements herein and be at least as broad as the primary coverages set forth herein. Such policy shall: 1) include a drop down feature requiring the policy to respond if primary insurance that would otherwise have applied proves to be uncollectible in whole or in part for any reason; 2) be payable on behalf of wording as opposed to reimbursement; 3) have concurrency of effective dates with primary policies; 4) “follow form” to the underlying primary policies; and, 5) provide insureds, under primary policies required herein, shall be insureds under the excess liability policy. (g) Subcontractors. In the event Consultant subcontracts any portion of the work in compliance with Section 4.5 of this Agreement, Consultant shall either: 1) include each subcontractor as insureds under its policies of insurance required herein; or, 2) Consultant shall furnish to City all documentation, required in Article 5 for Consultant, for each subcontractor. All coverages for subcontractors shall include all of the requirements stated herein.

5.2 General Insurance Requirements.
(a) Proof of Insurance, Enforcement and Notice. No work or services under this Agreement shall commence until both Consultant has provided City with insurance certificates, endorsement forms and appropriate insurance binders evidencing the above insurance coverages, as well as said documentation is approved by City. City reserves the right to inspect

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complete, certified copies of, and endorsements to, all required insurance policies, at any time.

Any failure to comply with the reporting or other provisions of the policies including breaches or warranties shall not affect coverage provided to City. In the event any insurance policy required under this Agreement is cancelled or amended (and the insurance policy is not replaced pursuant to subsection (b) below), or does not comply with Article 5, then: 1) City has the right but not the duty to obtain insurance required herein and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments; or, 2) City, notwithstanding any other provisions of this Agreement, may immediately terminate this Agreement. Consultant shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant’s performance under this Agreement, and that involve or may involve coverage under any of the required insurance policies. (b) Cancellation/Amendment. All of herein required policies of insurance shall provide the insurance may not be amended or cancelled by insurer or any Party hereto without providing thirty (30) calendar days prior written notice (with exception of ten (10) calendar days prior written notice for nonpayment) to City. In the event any of said policies of insurance are amended or cancelled, Consultant shall, five (5) business days prior to the cancellation date, submit new evidence of insurance in conformance with this Agreement to City. (c) Additional Insureds. The commercial general liability policy provided for in Section 5.1(a) and the automobile liability policy provided for in Section 5.1(c) both shall name City and its elected and appointed officers, employees and agents (“City Parties”) as additional insureds and such coverage shall contain no special limitations on the scope of protection afforded to City and City Parties. 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 limits of the insurer’s liability, and policies of insurance shall not contain any cross-liability exclusions. (d) Primary, Subrogation, Contribution and Coverage. All of the above policies of insurance shall be primary insurance. The insurers for above policies, Consultant and any subcontractors are all deemed hereof to waive all rights of subrogation and contribution they may have against City or City Parties, and their respective insurers, and all insurance policies required herein shall be endorsed to waive such rights. Any insurance maintained by City or City Parties will apply in excess of, and not contribute with, Consultant’s insurance. If Consultant maintains broader coverage and/or higher limits than the minimum amounts provided herein, City requires and shall be entitled to the broader coverage and/or higher limits maintained by Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City and City Parties. None of the coverages required herein will be in compliance with this Agreement if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. Requirements of specific coverage features or limits contained herein 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.
(e) Limitations, Self- Insured Retention and Deductibles. Consultant agrees

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that requirements of Article 5 shall not be construed as limiting in any way the extent to which Consultant may be held responsible for the payment of damages to any persons or property resulting from Consultant’s activities or the activities of any person or persons for which Consultant is otherwise responsible nor shall it limit Consultant’s indemnification liabilities as provided in Section 5.3. All insurance policies must specify that where the primary insured does not satisfy any self-insured retention, any additional insured may satisfy the self-insured retention.

Any deductibles or self-insured retentions must be declared to and approved by City. At City’s option, either the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City and City Parties, or Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration, attorney’s fees, defense expenses and claims.

5.3 Indemnification.
(a) General Obligations. Consultant agrees, to the full extent permitted by law, to indemnify, defend and hold harmless City and its elected and appointed officers, employees and agents (each an “Indemnitee” and collectively, “Indemnitees”) against, and will hold and save them and each of them harmless from, whether actual or threatened, any and all actions, either judicial, administrative, arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities (herein “Claims or Liabilities”) that may be asserted or claimed by any person, firm or entity arising out of or in connection with the negligent performance of the work, operations or activities provided herein of Consultant, its officers, employees, agents, subcontractors, or invitees, or any individual or entity for which Consultant is legally liable (each an “Indemnitor” and collectively, “Indemnitors”), or arising from Indemnitors’ reckless or willful misconduct, or arising from Indemnitors’ negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, and in connection therewith: 1) Consultant will defend any action or actions filed or threatened in connection with any such Claims or Liabilities, or at option of Indemnitee(s) will reimburse and pay for all costs and expenses, including legal costs and attorneys’ fees, incurred by Indemnitee(s) in connection therewith; and, 2) Consultant will promptly pay any judgment rendered against Indemnitee(s) for any such Claims or Liabilities, and will save and hold Indemnitee(s) harmless therefrom.
(b) Further Provisions. The indemnity obligation herein shall be binding on successors, assigns and heirs of Consultant and shall survive termination of this Agreement.

Consultant shall incorporate similar indemnity agreements as provided herein with its subcontractors, and if Consultant fails to do so Consultant shall be fully responsible to indemnify City hereunder therefor. Failure of City and/or City Parties (collectively “City” for solely this Section 5.3(b)) to monitor compliance with any of the indemnification provisions herein shall not be a waiver hereof. The indemnification provisions herein do not apply to claims or liabilities occurring as a result of City’s sole negligence or willful misconduct, but, to the fullest extent permitted by law, shall apply to claims and liabilities resulting in part from City’s negligence, except that design professionals’ indemnity hereunder shall be limited to claims and liabilities arising out of the negligence, recklessness or willful misconduct of the design professional. The indemnification provided herein includes Claims or Liabilities arising from any negligent or wrongful act, error or omission, or reckless or willful misconduct of Indemnitors in the performance of professional services hereunder. Payment of invoices by City is not a condition precedent to enforcement of the indemnity obligation herein. In the event of any dispute between

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Consultant and City, as to whether liability arises from the sole negligence or willful misconduct of City, Consultant will be obligated to pay for City’s defense until such time as a final judgment has been entered adjudicating City as solely negligent or responsible for willful misconduct.

Consultant will not be entitled in the absence of such a determination to any reimbursement of defense costs including but not limited to attorney’s fees, expert fees and costs of litigation. (c) Professional Liability. When the law establishes a professional standard of care for Consultant’s services, to the fullest extent permitted by law, Consultant shall indemnify, defend and hold harmless Indemnitees against, and will hold and save them and each of them harmless from, whether actual or threatened, any and all Claims and Liabilities, consistent with all obligations provided for in this Section 5.3, to the extent same are caused in whole or in part by any negligent or wrongful act, error or omission, or reckless or willful misconduct of Indemnitors in the performance of professional services under this Agreement.

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

6.2 Ownership of Documents. All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes, computer files, reports, records, documents and other materials (“documents and materials”) prepared by Consultant, its officers, employees, agents and subcontractors in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of City and/or upon the termination of this Agreement, and 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. Consultant may retain copies of such documents and materials 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 and materials prepared by them, and in the event Consultant fails to secure such assignment, Consultant shall indemnify City for all damages resulting therefrom. Moreover, with respect to any Consultant documents and materials that may qualify as “works made for hire” as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed “works made for hire” for City.

6.3 Confidentiality and Release of Information. All information gained or work product produced by Consultant in its performance of this Agreement shall be considered

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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 City. Consultant, its officers, employees, agents or subcontractors, shall not, without prior written authorization from City or unless requested by the City Attorney, voluntarily provide documents, declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered “voluntary” provided Consultant immediately gives City notice of such court order or subpoena.

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. As concerning, regarding or related to, in any way, this Agreement and the work performed thereunder: a) Consultant shall immediately 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; b) City retains the right, but has no obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding; and, c) 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 San Luis Obispo, State of California, or any other appropriate court in such county, and Consultant agrees to submit to the personal jurisdiction of such court in the event of such action. In the event of litigation in a U.S.

District Court, venue shall lie exclusively in the Central District of California, in the County of San Luis Obispo, State of California.

7.2 Suspension, or Termination, Prior to Expiration of Term. This Section shall govern any termination of this Agreement except as specifically provided in Section 7.4 for termination for cause. City reserves the right to terminate or suspend this Agreement, or any portion hereof, at any time, for any reason, with or without cause, upon ten (10) days’ notice to Consultant, except that where termination or suspension is due to the fault of Consultant, the period of notice may be such shorter time as determined by City. Upon receipt of any notice of termination or suspension, Consultant shall immediately cease all services hereunder, unless the notice provides otherwise, or except such as specifically approved by City. Upon submittal of an invoice consistent with Section 2.2, Consultant shall be entitled to compensation for all services rendered prior to the effective date of the notice of termination or suspension and for any services authorized by City thereafter in accordance with the Schedule of Compensation, or such as may be approved

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by City, except as provided in Section 7.5. In event of termination, or suspension, without cause pursuant to this Section, there is no need to provide opportunity to cure pursuant to Section 7.3.

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

7.4 Termination for Default of Consultant. If termination is due to the failure of Consultant to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 7.3, take over the work and prosecute the same to completion by contract or otherwise, and 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 City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to Consultant for the purpose of set-off or partial payment of the amounts owed City therefor.

7.5 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 Consultant to insure, indemnify, and protect City as elsewhere provided herein.

7.6 Waiver. Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision or a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by 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

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

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

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

Notwithstanding any contrary provision herein, 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.

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

ARTICLE 8. INDIVIDUAL LIABILITY, CONFLICTS AND NON-DISCRIMINATION

8.1 Non-liability of City Officers and Employees. No officer or employee of City shall be personally liable to Consultant, or any successor in interest, in the event of any default or breach by City or for any amount which may become due to 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 City. 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. City, in its sole discretion, shall determine the existence of a conflict of interest and may terminate this Agreement in the event such a conflict of interest exists upon sending Consultant written notice describing the conflict.

No officer or employee of City shall have any financial interest, direct or indirect, in this

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Agreement nor shall any such officer or employee participate in any decision relating to this Agreement which affects their financial interest or the financial interest of any corporation, partnership or association in which they are, directly or indirectly, interested, in violation of any State statute or regulation. 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 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.

ARTICLE 9. MISCELLANEOUS PROVISIONS

9.1 Notices. Any notice or other communication either Party desires or is required to give to the other Party or any other person in regards to this Agreement must be in writing and may be given either by (i) personal service, (ii) delivery by a reputable document delivery service, such as but not limited to, Federal Express, which provides a receipt showing date and time of delivery, or (iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested, in the case of City addressed to City Clerk at City of Morro Bay, 595 Harbor Street, Morro Bay, CA 93442, and in the case of 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. 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, headings used, or any other rule of construction which might otherwise apply.

9.3 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed 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 as to the Agreement.

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 prior and contemporaneous negotiations, arrangements, agreements and understandings, if any, between the Parties, concerning this Agreement, 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 Consultant and (consistent with, as amended, Chapter 3.08 of the MBMC) by City.

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9.5 Severability. Should a portion of this Agreement be declared invalid or unenforceable by a judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining portions of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the Parties 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 No Undue Influence. Consultant declares and warrants that no undue influence or pressure was used against or in concert with any officer or employee of City in connection with the award, terms or implementation of this Agreement, including any method of coercion, confidential financial arrangement, or financial inducement. No officer or employee of City has or will receive compensation, directly or indirectly, from Consultant, or from any officer, employee or agent of Consultant, in connection with the award of this Agreement or any work to be conducted as a result of this Agreement. Violation of this Section shall be a material breach of this Agreement entitling City to remedies in Section 7.4 and any and all remedies at law or equity.

9.7 Corporate Authority. The persons executing this Agreement on behalf of the Parties hereto warrant that (i) such Party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said Party, (iii) by so executing this Agreement, such Party is formally bound to the provisions of this Agreement, and (iv) 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]

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

CITY:

CITY OF MORRO BAY, a California municipal
corporation
Yvonne Kimball
City Manager
ATTEST:

Dana Swanson, City Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP
Chris F. Neumeyer, City Attorney
CONSULTANT:

CANNON CORPORATION, a California
consulting firm
By:

Michael Francis Cannon
Chief Executive Officer
By:

Lawrence P. Kraemer
Secretary and PE, Director of Public
Infrastructure
1050 Southwood Dr, San Luis Obispo, CA 93401
Two corporate officer signatures required when Consultant is a corporation, with one signature required from each of the following groups: 1) Chairperson of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. (Cal. Corp. Code § 313.)

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

01181.0001/813182.1 A-1

EXHIBIT A

SCOPE OF SERVICES
I. Consultant will perform services described in Consultant’s Scope of Work and Organization Chart attached hereto.

II. All work product is subject to review and acceptance by City, and must be revised by Consultant without additional charge to City until found satisfactory and accepted by City.

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SCOPE OF SERVICES AND TIMELINE – RECYCLED WATER FACILITIES DESIGN AND ESDC The following scope of work is based on our understanding of the project, our experience on similar successful projects, several site visits, and discussions with City and Project Team Staff. Our approach to successful completion of this project is based on providing the professional services described below. These detailed tasks and sub-tasks are carefully sequenced to provide an efficient schedule while remaining realistic and achievable. We will build upon previous work—especially the 2023 Revised Draft Basis of Design Report for Groundwater Injection, Monitoring, and Extraction and the 2024 Technical Memorandum Indirect Potable Reuse (IPR) Alignment Alternatives Feasibility Assessment—and confirm critical assumptions and criteria as part of our work.

TASK 1: PROJECT MANAGEMENT
Cannon will provide contract management and quality control services throughout the duration of the project. Cannon’s Program Director and Project Manager(s) will play an active role in the management and coordination. They will coordinate regular meetings with the project team to discuss project status, problems, budgeting, and other areas that have an adverse effect on the work.

Project management will include the following sub-tasks:

Task 1.1 Project Coordination
We will coordinate activities of the internal project team members, including the following:
• Managing communications,
• Providing work direction,
• Monitoring subconsultant activities and progress, and • Preparing requested materials and deliverables in conjunction with the tasks outlined below.

Task 1.2 Project Controls
We will prepare and maintain a project schedule to track the progress of milestones identified in Section II.B of the RFP. Our preliminary schedule (included in this proposal) can be used as a starting point for a baseline schedule.

Furthermore, we will closely monitor the project budget—using periodic Earned Value Assessments—with respect to individual tasks and specifically itemized expenses, such as subconsultants and other reimbursable items. In the event of budget or schedule concerns, or critical path items fall behind more than two weeks, we will prepare a schedule update and recovery plan, if warranted.

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Task 1.3 Project Team Meetings
We will prepare for and participate in project team meetings occurring every two weeks. The project team includes City Staff, the Recycled Water Program Manager, and other supporting consultants.

Task 1.4 External Agency/Stakeholder Meetings
We will prepare for and participate in external agency and stakeholder meetings, as necessary, to support the completion of the project. We have added several subconsultants (Katz & Associates and Pure Water Consulting Engineers) to provide public outreach and education promoting public acceptance and implementation of the indirect potable reuse components of the project.

For the stakeholder meetings we have budgeted three rounds of three meetings each (9 meetings total) during the project, including the following:
• Three small group stakeholder meetings (such as with PG&E, local businesses and Morro Bay High School),
• Three presentations to the Public Works Advisory Board and • Three presentations to City Council.

We assume staffing and development of content and graphics for materials and City team preparation, including dry run meetings and talking point development.

Task 1.5 Quality Management Plan
We will implement Cannon’s Quality Assurance/ Quality Control Program.

Throughout the project, Cannon’s Program Director will implement its QA/QC and Earned Value Assessment protocols and report results monthly.

Task 1.6 Invoice and Progress Reporting
We will prepare and provide monthly invoices and progress reports describing activities performed and professional services provided. We will provide separate invoices for work associated with the potable extraction well equipping and potable water pipeline design.

TASK 2: DATA COLLECTION AND REVIEW
Task 2.1 Data Collection
We will compile and manage information related to the project for use during design and construction. We maintain a robust, electronic file management system (with daily backups) for each of our projects on local servers. Additionally, our project managers maintain a paper folder of pertinent project deliverables; correspondence; and other important documentation, such as City reports and studies, third party utility company information, and as-built drawings of roads

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and utilities in the project. To aid in project coordination, a cloud-based file sharing system will be created with agreed upon read/write administrative rights where documents can be readily available to the various team members.

Task 2.2 Data Review
We will review pertinent data and information received from the various entities mentioned above and incorporate industry and regulatory codes and standards into the preliminary and final designs for the project.

TASK 3: SITE INVESTIGATIONS AND MAPPING
We will provide the necessary site investigation and mapping to complete the project. We will review and verify the utility and mapping information from the Conveyance Project and IPR Pipelines Alternative Alignment Technical Memorandum. We acknowledge that it will be provided in native and other available file formats for informational purposes only.

Task 3.1 Geotechnical Investigations
We have added Yeh & Associates to our team to provide a program of data review, field exploration, laboratory testing, and engineering analysis necessary to support the design of the project. They will document the findings from the geotechnical investigations in a design geotechnical report. Geotechnical consultation will be provided through the preliminary design and bidding phases, as needed. A copy of Yeh’s proposal is included as an attachment to this Proposal.

Task 3.2 Topographic and Right of Way Survey
We will provide a topographic survey and record data boundary of the proposed pipeline alignment corridor, the proposed location of each of the injection well sites (total of three), and the termination points for the three recycled water segments (MBHS, Lila Kieser Park, and Filling Station).

This task will include the following:
• Compiling and reviewing record maps.
• Providing minimum field work to establish record right-of-way. • Establishing project control and aerial panels.
• Providing high resolution orthorectified aerial photos of the proposed project area.
• Providing 1-ft contour mapping (1”=20’) and planimetrics for the selected pipeline alignments, well sites, and the recycled water connection locations.

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Task 3.3 Utility Research and Coordination
We will conduct utility research with public and private utility providers who have existing facilities within the proposed project areas. We will obtain record drawings and as-built information. Potential utility conflicts and/or relocation requirements will be identified and evaluated as needed to minimize unexpected design modifications or construction delays. We will compile and review the documents for inclusion into the electronic base map to use in preliminary design and related tasks defined below.

This effort will include the following:
• Identifying utility providers in the project area.
• Preparing utility information request letters to obtain information on utilities in the project area. Requesting record drawings and schematics from the City and other utilities.
• Locating Underground Service Alert (USA) markings by the City and other utilities, if available.
• Developing a base utility map in .dwg format to be used in construction documents and for City records.

Task 3.4 Potholing
We will prepare recommendations and perform potholing, as necessary, to verify the depths and locations of critical utilities and record the information on cut sheets for use during design. We will incorporate this information into our design and show locations and information on the final set of construction documents.

We have included a pothole budget for approximately eight (8) locations. This may change once the alignments have been selected and we have a clear understanding of the precise location of the proposed facilities.

Task 3.5 Base Mapping
Based on the findings from previous tasks, we will develop the base map for the design of the project. We will do this by incorporating the topographic survey, boundary mapping, utility information, record drawings, atlas maps, archeologic investigations, habitat mapping, and other applicable information in developing precise locations and alignments for the proposed improvements and facilities.

TASK 4: CONCEPT DESIGN REPORT
We will prepare a conceptual design report (CDR) that identifies each relevant design item (described in the following subtasks) and outlines the preferred design, potential environmental impacts and requirements, right-of-way issues, constructability analysis, operation and maintenance requirements, and estimated construction costs.

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Task 4.1 Injection Well Configuration
In coordination with the project team and hydrogeologic consultant, we will identify and evaluate alternative configurations for the initial and build-out phase injection well sites. The analysis will include land use, permitting requirements, environmental resources, property ownership, constructability, operations and maintenance, and other siting constraints in identifying the locations for the injection wells.

We understand that the City will hire a separate consultant to complete four groundwater modeling scenarios. Using this information, they will prepare a technical memorandum to help identify the well site locations for the initial and build-out phases.

Task 4.2 Pipeline Alignment and Sizing
We will prepare a hydraulic model using an appropriate industry accepted software platform (such as InfoWater). The hydraulic model will analyze different operating approaches and associated flow requirements to evaluate flow rates and pressures. We will use this to determine pipeline sizing and pressure rating requirements to accommodate the initial and build-out phases of the project.

We will coordinate with the project team for information on the configuration and capacity of the existing IPR pipeline, pump station, and the hydraulic boundary conditions for the project.

As part of this subtask, we will prepare a pipeline alignment and sizing recommendations that incorporate constraints associated with land use designations, permitting requirements, environmental resource, property ownership, constructability, operations and maintenance, and other siting constraints.

Task 4.3 Seawater Desalination Pipeline Rehabilitation
We will evaluate the potential to rehabilitate and utilize the abandoned Seawater Desalination Feed pipeline to convey advanced purified recycled water along Embarcadero Ave and across Morro Creek. We will provide recommendations for testing and/or rehabilitation of the Seawater Desalination Feed pipeline to better inform the City on the potential to utilize it as part of the recycled water conveyance. This subtask will include us providing cost estimates for utilization of the Seawater Desalination Feed pipeline in its existing condition versus rehabilitation or replacement of the pipeline or sections of the pipeline.

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Task 4.4 Equipment Procurement Analysis
We will prepare a pre-procurement analysis and provide a list of long lead equipment that may require early procurement to avoid construction delays.

Task 4.5 Backflush Alternatives Analysis
We will analyze potential alternatives for backflushing and disposal of backflush water from the injection wells. This will include evaluating potential discharge to the sanitary sewer, storm drain, percolation facility, or other alternatives for the initial phase injection wells. We will coordinate with regulatory agencies and the project team to develop a recommended alternative for backflush disposal.

Task 4.6 Conceptual Design Report
We will prepare a draft conceptual design report summarizing the findings and recommendations from Task 4. The conceptual design report will be used as the basis for the detailed design of the project. After incorporating input from the City and project team, we will finalize and publish the final conceptual design report.

TASK 5A: DESIGN AND CONTRACT DOCUMENTS – WELL-DRILLING
Task 5A.1 Coordination with Hydrogeologist/Well-Designer We will coordinate with the City and the City’s Hydrogeologist/Well-Designer to finalize the scope of work required for the well drilling contractor. This will be an opportunity to discuss options for access of the well-drilling equipment to each of the drill sites such as property lines, easements, ingress and egress of adjacent landowners, noise, discharging of well-development water, etc. The main purpose of this task is to meet and discuss and gather information from the City and Hydrogeologist for incorporation into the bid documents.

Task 5A.2 Injection and Monitoring Wells – Well-Drilling Bid Documents We will prepare the front-end bid documents for the well-drilling contract, which will incorporate the plans and technical specifications provided by the hydrogeologist and any other additional documents such as permits, easements, and special conditions. A draft copy will be sent to the City and hydrogeologist for review and comment at the 90% completion level, followed by a final document after incorporating comments.

Task 5A.3 Bid Phase Support Services
We will assist the City during the bid phase of the project as follows:
• 5A.3.1 Distribution of Documents – support distribution of plans and specifications to prospective bidders utilizing the City’s preferred reproduction vendor, ASAP Reprographics.

1050 Southwood Drive, San Luis Obispo, CA 93401 240401
T 805.544.7407F 805.544.3863 7
CannonCorp.us
• 5A.3.2 Responses to Questions and Bid Addenda – assist the City in responding to contractor and supplier technical questions as they relate to the project plans and specifications during bidding and preparing addend, if required (2 anticipated).
• 5A.3.3 Pre-Bid Conference and Bid Opening – attend and facilitate the prebid conference and bid opening conference for the project. We will respond to prospective bidder’s questions from these meetings (2 meetings anticipated).
• 5A.3.4 Bid Evaluation – after the bid opening, review bids and make a recommendation for award of the construction project based on their qualifications and responsiveness to the bid package.

TASK 5B: DESIGN AND CONTRACT DOCUMENTS – WELL EQUIPPING AND SITE IMPROVEMENTS We will prepare construction contract documents (construction plans, typical details, specifications, and cost estimates) for the initial phase of the project, based on the design criteria and recommendations included in the conceptual design report. We acknowledge the scope of work does not include detailed design for the full build-out phase of the project; however, our design for the initial phase of the project will account for, and provide for, expansion of the project in the future.

We understand the City is evaluating three different alignments for the recycled water pipeline with the goal of selecting the most advantageous route. Our proposal for project design and engineering services during construction is based on the longest alignment (Surf Street); however, we will work closely with the City in their selection process. We have also included optional design scope for the pipeline segment along Embarcadero Road and crossing Morro Creek in case the abandoned seawater desalination pipeline is determined to be unusable for recycled water conveyance.

Our design submittals will comply with the following State and Federal requirements:
• Environmental Protection Agency (EPA)
• Water Infrastructure Finance and Innovation Act (WIFIA) • California State Water Resources Control Board (CSWRCB) • Clean Water State Revolving Fund (CWSRF)
• United States Bureau of Reclamation (USBR)
• Department Of Water Resources (DWR)
• Integrated Regional Water Management (IRWM)

1050 Southwood Drive, San Luis Obispo, CA 93401 240401
T 805.544.7407F 805.544.3863 8
CannonCorp.us
We will prepare contract documents in three submittals: 60%, 90%, and Final Bid Documents. Prior to each submittal, we will review and revise our work product in accordance with our Quality Management Plan. We will submit 60% and 90% review documents will occur at project review workshops with the project team.

The contents of our submittal will be presented to the City and the project team to familiarize the group with the information and the design thought process.

Recycled Water Design
Our initial phase recycled water project design will include the following:
• Site configuration and well equipping for three injection wells (lW-1 and two additional wells to be determined).
• Pipelines/connections to convey recycled water to the injection wells, and for non-potable uses at Morro Bay High School and Lila Keiser Park.

The design will also include and/or consider the following components/assumptions:
• Design of a backflush and disposal system for the injection wells. We know the disposal point has yet to be determined, but we will base our design on the recommendations from the Task 5B.4 Backflush Alternatives Analysis.
• Design of a recycled water fill station to provide water for landscape/agriculture irrigation and construction use (e.g. dust control). • Electric utility connections with transformer, outdoor meter/main, and distribution to wells.
• Instrumentation, controls, and communication equipment, with PLC controls and connections to the existing SCADA system.

Work Provided By Others
We acknowledge that other consultants will provide the following scope items:
• Design and construction oversight for the injection and monitoring well drilling, construction, and development will be provided by a separate consultant.
• Design and construction oversight for the extraction well drilling, construction, and development will be provided by a separate consultant.

For each of the milestone submittals, we will prepare and provide technical specifications for the equipment and materials needed to construct the facilities listed above. The following will be performed under this task:
• Preparation of 60% Design Documents
• Preparation of 90% Design Documents
• Preparation of Final Bid Documents

1050 Southwood Drive, San Luis Obispo, CA 93401 240401
T 805.544.7407F 805.544.3863 9
CannonCorp.us
The following sections further describe the work to be executed by our design team.

Task 5B.1 60% Plans and Specifications
Based on the findings and results of previous tasks, we will prepare and submit a Plan and Specifications Design Package (Design Package) at an approximate completion level of 60%. We will perform our agreed upon Quality Management procedures on 60% design submittals. The 60% Design Package will include plans and specifications as follows:
• 60% Draft Plans — including site civil, landscaping, architectural, mechanical, electrical, instrumentation, and controls, as necessary. • 60% Draft Specifications — including technical specifications and front-end documents (e.g., supplementary special conditions, Division 0 specifications).

Front-end documents will include the necessary specifications to ensure compliance with the requirements from the Project’s state and federal funding sources (i.e. WIFIA, CWSRF, Title XVI, IRWM).
• 60% Draft Standard and Special Provisions
• List of Specific Items Requiring Additional Consideration. • 60% Design Package Workshop — We will plan, organize, and facilitate a workshop to review and discuss the 60% Design Package, including preparation of a meeting agenda, meeting materials, and meeting minutes.

Task 5B.2 90% Plans and Specifications
We will prepare a plans and specifications design package at an approximate completion level of 90%. We will incorporate review comments on the 60% Design Package submittal, where applicable. We will provide a direct response to each comment to affected parties. The 90% Design Package will be a complete project package, with design drawings, details, and specifications completed.

Specifications at this point will include proposed construction sequencing and constraints, general criteria, installation requirements and testing procedures, and a listing of proposed bid item breakdown. We will perform our agreed upon quality management procedures on 90% design submittals. The 90% Design Package will include plans and specifications as follows:
• 90% Draft Plans — including site civil, landscaping, architectural, mechanical, electrical, instrumentation, details, and controls, as necessary. The 90% plans will include necessary construction specific mitigation measures to comply with the project environmental constraints, as well as regulatory agency requirements.
• 90% Draft Specifications — including technical specifications and front-end documents (e.g., supplementary special conditions, Division 0 specifications).