1 AGREEMENT FOR CONSULTING SERVICES
BETWEEN THE CITY OF REDONDO BEACH
AND RINCON CONSULTANTS, INC.
THIS AGREEMENT FOR CONSULTING SERVICES (this "Agreement") is made between the City of Redondo Beach, a Chartered Municipal Corporation ("City") and RINCON CONSULTANTS, INC., a California corporation ("Consultant" or “Contractor”).
The parties hereby agree as follows:
1. Description of Project or Scope of Services. The project description or scope of services to be provided by Consultant, and any corresponding responsibilities of City, or services required to be performed by City are set forth in Exhibit "A."
2. Term and Time of Completion. Consultant shall commence and complete the project or services described in Exhibit "A" in accordance with the schedule set forth in Exhibit "B".
3. Compensation. City agrees to pay Consultant for work performed in accordance with Exhibit "C".
* * * * *
GENERAL PROVISIONS
1. Independent Contractor. Consultant acknowledges, represents and warrants that Consultant is not a regular or temporary employee, officer, agent, joint venturer or partner of the City, but rather an independent contractor. This Agreement shall not be construed as a contract of employment. Consultant shall have no rights to any benefits which accrue to City employees unless otherwise expressly provided in this Agreement. Due to the independent contractor relationship created by this Agreement, the City shall not withhold state or federal income taxes, the reporting of which shall be Consultant's sole responsibility.
2. Brokers. Consultant acknowledges, represents and warrants that Consultant has not hired, retained or agreed to pay any entity or person any fee, commission, percentage, gift, or any other consideration, contingent upon or resulting from the award or making of this Agreement.
3. City Property. All plans, drawings, reports, calculations, data, specifications, videos, graphics or other materials prepared for or obtained pursuant to this Agreement shall upon request be delivered to the City within a reasonable time, and the rights thereto shall be deemed assigned to the City. If applicable, Consultant shall prepare check prints upon request. Said plans, drawings, reports, calculations, data, specifications, videos, graphics or other materials, 2 shall be specific for the project herein and shall not be used by the City for any other project without Consultant's consent. Notwithstanding the foregoing, Consultant shall not be obligated to assign any proprietary software or data developed by or at the direction of Consultant for Consultant's own use; provided, however, that Consultant shall, pursuant to Paragraph 14 below, indemnify, defend and hold the City harmless from and against any discovery or Public Records Act request seeking the disclosure of any such proprietary software or data.
4. Inspection. If the services set forth in Exhibit "A" shall be performed on City or other public property, the City shall have the right to inspect such work without notice. If such services shall not be performed on City or other public property, the City shall have the right to inspect such work upon reasonable notice.
Inspections by the City shall not relieve or minimize the responsibility of Consultant to conduct any inspections Consultant has agreed to perform pursuant to the terms of this Agreement. Consultant shall be solely liable for said inspections performed by Consultant. Consultant shall certify in writing to the City as to the completeness and accuracy of each inspection required to be conducted by Consultant hereunder.
5. Services. The project or services set forth in Exhibit "A" shall be performed to the full satisfaction and approval of the City. In the event that the project or services set forth in Exhibit "A" are itemized by price in Exhibit "C", the City in its sole discretion may, upon notice to Consultant, delete certain items or services set forth in Exhibit "A", in which case there shall be a corresponding reduction in the amount of compensation paid to Consultant. City shall furnish Consultant to the extent available, with any City standards, details, specifications and regulations applicable to the Project and necessary for the performance of Consultant's services hereunder. Notwithstanding the foregoing, any and all additional data necessary for design shall be the responsibility of Consultant.
6. Records. Consultant, including any of its subcontractors shall maintain full and complete documents and records, including accounting records, employee time sheets, work papers, and correspondence pertaining to the project or services set forth in Exhibit "A". Consultant, including any of its subcontractors shall make such documents and records available for City review or audit upon request and reasonable notice, and shall keep such documents and records, for at least four (4) years after Consultant's completion of performance of this Agreement.
Copies of all pertinent reports and correspondence shall be furnished to the City for its files.
7. Changes and Extra Work. All changes and/or extra work under this Agreement shall be provided for by a subsequent written amendment executed by City and Consultant.
3 8. Additional Assistance. If this Agreement requires Consultant to prepare plans and specifications, Consultant shall provide assistance as necessary to resolve any questions regarding such plans and specifications that may arise during the period of advertising for bids, and Consultant shall issue any necessary addenda to the plans and specifications as requested. In the event Consultant is of the opinion that City's requests for addenda and assistance is outside the scope of normal services, the parties shall proceed in accordance with the changes and extra work provisions of this Agreement.
9. Professional Ability. Consultant acknowledges, represents and warrants that Consultant is skilled and able to competently provide the services hereunder, and possesses all professional licenses, certifications, and approvals necessary to engage in its occupation. City has relied upon the professional ability and training of Consultant as a material inducement to enter into this Agreement.
Consultant shall perform in accordance with generally accepted professional practices and standards of Consultant's profession.
10. Business License. Consultant shall obtain a Redondo Beach Business License before performing any services required under this Agreement. The failure to so obtain such license shall be a material breach of this Agreement and grounds for immediate termination by City; provided, however, that City may waive the business license requirement in writing under unusual circumstances without necessitating any modification of this Agreement to reflect such waiver.
11. Termination Without Default. Notwithstanding any provision herein to the contrary, the City may, in its sole and absolute discretion and without cause, terminate this Agreement at any time prior to completion by Consultant of the project or services hereunder, immediately upon written notice to Consultant. In the event of any such termination, Consultant shall be compensated for: (1) all authorized work satisfactorily performed prior to the effective date of termination; and (2) necessary materials or services of others ordered by Consultant for this Agreement, prior to Consultant’s receipt of notice of termination, irrespective of whether such materials or services of others have actually been delivered, and further provided that Consultant is not able to cancel such orders. Compensation for Consultant in such event shall be determined by the City in accordance with the percentage of the project or services completed by Consultant; and all of Consultant's finished or unfinished work product through the time of the City's last payment shall be transferred and assigned to the City. In conjunction with any termination of this Agreement, the City may, at its own expense, make copies or extract information from any notes, sketches, computations, drawings, and specifications or other data, whether complete or not.
12. Termination in the Event of Default. Should Consultant fail to perform any of its obligations hereunder, within the time and in the manner provided or otherwise violate any of the terms of this Agreement, the City may immediately terminate this Agreement by giving written notice of such termination, stating the reasons 4 for such termination. Consultant shall be compensated as provided immediately above, provided, however, there shall be deducted from such amount the amount of damages if any, sustained by the City by virtue of Consultant's breach of this Agreement.
13. Conflict of Interest. Consultant acknowledges, represents and warrants that Consultant shall avoid all conflicts of interest (as defined under any federal, state or local statute, rule or regulation, or at common law) with respect to this Agreement. Consultant further acknowledges, represents and warrants that Consultant has no business relationship or arrangement of any kind with any City official or employee with respect to this Agreement. Consultant acknowledges that in the event that Consultant shall be found by any judicial or administrative body to have any conflict of interest (as defined above) with respect to this Agreement, all consideration received under this Agreement shall be forfeited and returned to City forthwith. This provision shall survive the termination of this Agreement for one (1) year.
14. Indemnity. To the maximum extent permitted by law, Consultant hereby agrees, at its sole cost and expense, to defend protect, indemnify, and hold harmless the City, its elected and appointed officials, officers, employees, volunteers, attorneys, and agents (collectively “Indemnitees”) from and against any and all claims, including, without limitation, claims for bodily injury, death or damage to property, demands, charges, obligations, damages, causes of action, proceedings, suits, losses, stop payment notices, judgments, fines, liens, penalties, liabilities, costs and expenses of every kind and nature whatsoever, in any manner arising out of, incident to, related to, in connection with or arising from any act, failure to act, error or omission of Consultant’s performance or work hereunder (including any of its officers, agents, employees, Subcontractors) or its failure to comply with any of its obligations contained in the Agreement, or its failure to comply with any current or prospective law, except for such loss or damage which was caused by the sole negligence or willful misconduct of the City. Consultant’s obligation to indemnify shall not be restricted to insurance proceeds, if any, received by Consultant or Indemnitees. This indemnification obligation shall survive this Agreement and shall not be limited by any term of any insurance policy required under this Agreement.
a. Nonwaiver of Rights. Indemnitees do not and shall not waive any rights that they may possess against Consultant because the acceptance by City, or the deposit with City, of any insurance policy or certificate required pursuant to this Agreement.
b. Waiver of Right of Subrogation. Consultant, on behalf of itself and all parties claiming under or through it, hereby waives all rights of subrogation and contribution against the Indemnitees.
5 15. Insurance. Consultant shall comply with the requirements set forth in Exhibit "D." Insurance requirements that are waived by the City's Risk Manager do not require amendments or revisions to this Agreement.
16. Non-Liability of Officials and Employees of the City. No official or employee of the City shall be personally liable for any default or liability under this Agreement.
17. Compliance with Laws. Consultant shall comply with all federal, state and local laws, statutes, ordinances, rules and regulations, and the orders and decrees of any courts or administrative bodies or tribunals, with respect to this Agreement, including without limitation all environmental laws, employment laws, and nondiscrimination laws.
18. Limitations upon Subcontracting and Assignment. Consultant acknowledges that the services which Consultant shall provide under this Agreement are unique, personal services which, except as otherwise provided herein, Consultant shall not assign or sublet to any other party without the prior written approval of City, which approval may be withheld in the City's sole and absolute discretion. In the event that the City, in writing, approves any assignment or subletting of this Agreement or the retention of subcontractors by Consultant, Consultant shall provide to the City upon request copies of each and every subcontract prior to the execution thereof by Consultant and subcontractor. Any attempt by Consultant to assign any or all of its rights under this Agreement without first obtaining the City's prior written consent shall constitute a material default under this Agreement.
The sale, assignment, transfer or other disposition, on a cumulative basis, of twenty-five percent (25%) or more of the ownership interest in Consultant or twenty-five percent (25%) or more the voting control of Consultant (whether Consultant is a corporation, limited liability company, partnership, joint venture or otherwise) shall constitute an assignment for purposes of this Agreement.
Further, the involvement of Consultant or its assets in any transaction or series of transactions (by way of merger, sale, acquisition, financing, transfer, leveraged buyout or otherwise), whether or not a formal assignment or hypothecation of this Agreement or Consultant’s assets occurs, which reduces Consultant’s assets or net worth by twenty-five percent (25%) or more shall also constitute an assignment for purposes of this Agreement.
19. Subcontractors. Consultant shall provide properly skilled professional and technical personnel to perform any approved subcontracting duties. Consultant shall not engage the services of any person or persons now employed by the City without the prior written approval of City, which approval may be withheld in the City's sole and absolute discretion.
20. Integration. This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes any previous oral or written agreement; provided, however, that correspondence or documents 6 exchanged between Consultant and City may be used to assist in the interpretation of the exhibits to this Agreement.
21. Amendment. This Agreement may be amended or modified only by a subsequent written amendment executed by both parties.
22. Conflicting Provisions. In the event of a conflict between the terms and conditions of this Agreement and those of any exhibit or attachment hereto, this Agreement proper shall prevail. In the event of a conflict between the terms and conditions of any two or more exhibits or attachments hereto, those prepared by the City shall prevail over those prepared by Consultant.
23. Non-Exclusivity. Notwithstanding any provision herein to the contrary, the services provided by Consultant hereunder shall be non-exclusive, and City reserves the right to employ other contractors in connection with the project.
24. Exhibits. All exhibits hereto are made a part hereof and incorporated herein by reference; provided, however, that any language in Exhibit "A" which does not pertain to the project description, proposal, or scope of services (as applicable) to be provided by Consultant, or any corresponding responsibilities of City, shall be deemed extraneous to, and not a part of, this Agreement.
25. Time of Essence. Time is of the essence of this Agreement.
26. Confidentiality. To the extent permissible under law, Consultant shall keep confidential its obligations hereunder and the information acquired during the performance of the project or services hereunder.
27. Third Parties. Nothing herein shall be interpreted as creating any rights or benefits in any third parties. For purposes hereof, transferees or assignees as permitted under this Agreement shall not be considered "third parties."
28. Governing Law and Venue. This Agreement shall be construed in accordance with the laws of the State of California without regard to principles of conflicts of law. Venue for any litigation or other action arising hereunder shall reside exclusively in the Superior Court of the County of Los Angeles, Southwest Judicial District.
29. Attorneys’ Fees. In the event either party to this Agreement brings any action to enforce or interpret this Agreement, the prevailing party in such action shall be entitled to reasonable attorneys’ fees (including expert witness fees) and costs.
This provision shall survive the termination of this Agreement.
30. Claims. Any claim by Consultant against City hereunder shall be subject to Government Code §§ 800 et seq. The claims presentation provisions of said Act are hereby modified such that the presentation of all claims hereunder to the City 7 shall be waived if not made within six (6) months after accrual of the cause of action.
31. Interpretation. Consultant acknowledges that it has had ample opportunity to seek legal advice with respect to the negotiation of this Agreement. This Agreement shall be interpreted as if drafted by both parties.
32. Warranty. In the event that any product shall be provided to the City as part of this Agreement, Consultant warrants as follows: Consultant possesses good title to the product and the right to transfer the product to City; the product shall be delivered to the City free from any security interest or other lien; the product meets all specifications contained herein; the product shall be free from material defects in materials and workmanship under normal use for a period of one (1) year from the date of delivery; and the product shall be fit for its intended purpose(s). Notwithstanding the foregoing, consumable and maintenance items (such as light bulbs and batteries) shall be warranted for a period of thirty (30) days from the date of delivery. All repairs during the warranty period shall be promptly performed by Consultant, at Consultant's expense, including shipping.
Consultant shall not be liable under this warranty for an amount greater than the amount set forth in Exhibit "C" hereto.
33. Severance. Any provision of this Agreement that is found invalid or unenforceable shall be deemed severed, and all remaining provisions of this Agreement shall remain enforceable to the fullest extent permitted by law.
34. Authority. City warrants and represents that upon City Council approval, the Mayor of the City of Redondo Beach is duly authorized to enter into and execute this Agreement on behalf of City. The party signing on behalf of Consultant warrants and represents that he or she is duly authorized to enter into and execute this Agreement on behalf of Consultant, and shall be personally liable to City if he or she is not duly authorized to enter into and execute this Agreement on behalf of Consultant.
35. Waiver. The waiver by the City of any breach of any term or provision of this Agreement shall not be construed as a waiver of any subsequent breach.
SIGNATURES FOLLOW ON NEXT PAGE
8 IN WITNESS WHEREOF, the parties have executed this Agreement in Redondo Beach, California, as of this 15th day of November, 2022.
CITY OF REDONDO BEACH RINCON CONSULTANTS, INC.
___________________________ By:________________________________ William C. Brand, Mayor Danielle Griffith, JD | Principal-in-Charge ATTEST: APPROVED:
____________________________ ____________________________________ Eleanor Manzano, City Clerk Diane Strickfaden, Risk Manager APPROVED AS TO FORM:
_____________________________
Michael W. Webb, City Attorney
9 EXHIBIT "A"
PROJECT DESCRIPTION AND/OR SCOPE OF SERVICES
PROJECT DESCRIPTION
Rincon shall conduct peer review services of the Beach Cities Health District Healthy Living Campus Master Plan Final Environmental Impact Report (EIR). California Environmental Quality Act (CEQA) review was completed by Beach Cities Health District (BCHD) as the Lead Agency for the development which consists of Phase 1 including Residential Care for the Elderly (RCFE), Program for All-Inclusive Care for the Elderly (PACE), community services (social workers, assistance, information and referral, youth wellness center), active open green space, and parking. Rincon’s review shall determine if the EIR addressed potential impacts for all components of Phase 1 application as submitted to the City of Redondo Beach by BCHD for development approvals.
The City will be contracting separately with a professional planning firm to conduct review of the discretionary applications for the Phase 1 project.
Rincon’s team includes Linscott, Law & Greenspan, Engineers (LLG) to assist with peer review of the transportation impact analysis, and Environmental Vision to assist with the peer review of the shade and shadow study.
The work program for the peer reviews shall entail the specific tasks described below.
SCOPE OF SERVICES
Task 1 Kickoff Meeting and Project Management
Total Rincon Task Hours: 28
Project Kick-off Meeting
Rincon’s Project Manager and Principal-in-Charge (and staff from LLG – traffic subconsultant and Environmental Visions – visual sub consultant) shall prepare for and attend an initial kick-off meeting via telephone conference call with City staff and other project representatives. This meeting shall serve as a forum to review and confirm study objectives and establish an operational protocol. Working schedules shall be finalized and details for scheduled tasks shall be discussed. Rincon’s consultant team shall use this opportunity to collect any relevant studies and information not already transmitted.
The meeting shall also provide an opportunity to explain communication protocols between the Rincon’s consultant team and City staff. The kickoff meeting shall also 10 allow the City/Rincon’s consultant team an opportunity to discuss the approach to environmental reviews.
Project Management
Project coordination includes routine coordination with the City via email and telephone conferences with Rincon’s Project Manager and other team members, as needed. This task also includes internal coordination with Rincon’s project team, coordination with other consultants, and on-going project management responsibilities such as cost and schedule tracking, progress reporting, and invoicing.
Task 2 CEQA Peer Reviews
Total Rincon Task Hours: 223
Task 2.1 EIR Peer Review
Rincon shall peer review the Final EIR for the project. Review of the sections of the EIR shall focus on methodology and assumptions employed as part of the environmental review, adherence to regulatory standards as appropriate, and specificity and appropriateness of recommended mitigation. The peer review shall also focus on ensuring that the EIR does not include any statements that may be perceived as biased on the part of the project applicant, City, or Beach Cities Health District (District) and that there is internal consistency between the various sections within the EIR.
Review of the EIR sections shall be completed using an electronic Microsoft Word document provided by the EIR preparer, using a redlined or track-change format that shall highlight text revisions, corrections, and deletions. This peer review shall also include review and comment on all maps, charts, graphs and tables.
Following the review of all documents, Rincon shall compile all comments into a single technical memorandum. This memorandum shall outline the peer review findings and highlight any technical inadequacies found in the EIR. In the case where there are questions or concerns that are more global in nature, phone or email correspondence with be utilized to discuss these items with the City, District, Project applicant, and EIR preparer.
The memo and redlined document shall be submitted within six weeks of receipt of the notice to proceed. Following receipt of the Proofcheck EIR, Rincon shall review these documents for accuracy, consistency and adherence to comments provided in the first round of reviews. The second round of review and editing shall focus on appropriateness of response, new information that may be provided, and consistency.
Edited documents shall be completed within a three week turn-around period. Rincon shall provide a memo that verifies that all technical inadequacies have been resolved and identification of any outstanding deficiencies in the EIR within three weeks of receipt of the Proofcheck EIR.
Task 2.2 Peer Review of Technical Studies/Issue Areas
In tandem with Task 2.1, Rincon’s team of technical experts shall review all reports and studies included as appendices to the Final EIR. Rincon’s team shall make 11 recommendations to City staff on their content and validity. Rincon shall conduct peer reviews for the following reports and studies:
• Air Quality/Human Health Risk Assessment (includes GHG emissions and Energy analyses – including all construction calculations)
• Biological Resources
• Cultural Resource Assessment
• Geotechnology Studies
• Phase I & II ESA
• Hydrology Study
• Noise Modeling and Analysis
• Utilities and Service Systems
The peer review process and timing for each study shall be the same as Task 2.1.
Transportation/VMT Peer Review
Total LLG Task Hours: 113
LLG shall conduct the peer review for the transportation EIR analysis and studies. The following is LLG’s scope of work:
• Project Mobilization. Receive and review a copy of the transportation section of the Final EIR for the project. When available, receive and review a copy of the transportation impact assessment/assessments prepared for the proposed project along with all appendix materials, including a copy of the site plan in digital format.
Confirm with the project team the transportation assessment assumptions and analysis methodology (e.g., formulation of the study area, analysis conditions, etc.) employed by the transportation consultant.
Visit the project study area to confirm existing conditions with respect to existing site development, site access, parking use, and areas of congestion in order to verify our overall understanding of traffic conditions in the area which might affect this peer review effort. In conjunction with this, confirm the existing roadway striping, traffic control measures, intersection lane configurations and signal phasing, curbside parking restrictions, adjacent intersection configurations, and other pertinent roadway features.
• Confirmation of Existing Conditions. Review the existing conditions assumed as part of the assessment, including existing development, site access, intersection configurations and traffic control measures, traffic count data, and baseline VMT metrics applicable to the proposed project (e.g., existing daily work VMT/employee).
Provide comments after comparing with LLG’s independent review of existing conditions.
• Review of Project Trip Generation Forecast. LLG shall peer review the forecast daily and weekday AM and PM peak hour trip generation forecasts for the proposed project.
12 • Peer Review of VMT and Operational Analyses. Review the transportation assessment report, and in particular the VMT analysis and assumptions, in order to confirm the impact conclusions. Review in detail the VMT screening criteria employed for determination purposes. Review the intersection operational analyses and assumptions to confirm any operational deficiencies reported to be caused by the proposed project. For the purposes of this proposal, it is assumed that no project-specific modeling shall be required to verify the VMT analysis conclusions. • Review of Potential Mitigation Measures/Improvements. If mitigation measures or other potential improvement measures (i.e., transportation demand management [TDM], intersection or signalization improvements, traffic control or limitations at site access points, etc.) are identified for the project, confirm the adequacy of the proposed measures to reduce the significance of project impacts and/or remedy any local access deficiencies. LLG shall review TDM strategies in the California Air Pollution Control Officers Association’s (CAPCOA) Handbook for Analyzing Greenhouse Gas Emissions Reductions, Assessing Climate Vulnerabilities, and Advancing Health and Equity (2021) document, which provides substantial evidence for calculating the reduction in VMT associated with each measure. The potential TDM measures shall be reviewed in terms of applicability to the project land use. • Summary Memorandum. Prepare a brief memorandum which summarizes the above-mentioned items including our assessment, findings and conclusions. The memorandum shall be suitably documented with tabular, graphic and appendix material, as necessary. The memorandum shall be submitted for City’s review and review by appropriate members of the project team. If necessary, update the draft memorandum based on project team comments (one round of revisions assumed).
Submit a final memorandum to the team for consideration. • In-person Meetings. This Scope of Work does not assume preparation for and attendance at in-person meetings with Rincon’s project team and/or City. This proposal does include, however, representation, at up to three (3) meetings via a virtual environment (i.e., via Zoom or MS Teams). An amendment to our contract would be provided for your review and approval prior to providing any additional meeting representation.
• Review of Responses to Comments. LLG shall peer review the responses prepared to address the written comments received on the project.
Shade and Shadow Peer Review
Total Environmental Vision Task Hours: 29
Environmental Vision shall conduct a qualitative review of the Shadow Study prepared for the project development application. The purpose of the peer review work is to generally determine if the plan view shadow diagrams portray existing and net new project shadow with reasonable accuracy. In addition, the peer review evaluation shall address whether the written shadow analysis provides a reasonable summary of findings and conclusions with respect to the project's shadow impacts.
Environmental Vision shall utilize computer assisted modeling techniques, aerial photography, topographic data, and project design data provided by the applicant to 13 evaluate the general accuracy of up to 12 plan view shadow diagrams, including diagrams for key times of day at up to four times of year. Environmental Vision shall also review the accompanying written analysis. The peer review results shall be presented in a brief technical memo submitted to Rincon outlining technical findings, methodology, and conclusions, including recommendations for revisions or additional information.
Data Requirements
Digital drawings are requested in CAD and pdf format.
• Proposed site plan showing building footprint(s), grading, property line, etc. • Roof plan
• Elevation drawings for each facade of the building
• 3D Digital model of Project, if available
• Approximate heights of neighboring/nearby existing buildings • Shadow diagrams and written analysis
Task 3 Staff Report Support
Total Rincon Task Hours: 26
Rincon shall assist with the preparation of a staff reports for the CEQA Findings and required additional CEQA documents, as needed.
Task 4 Public Hearings (2)
Total Rincon Task Hours: 22
Rincon’s Project Manager and Principal-in-Charge (or technical expert, as needed) shall attend up to two public hearings. Attendance may include oral presentations to the hearing body, supplemented with graphic presentations. These hearings can be scheduled and selected at the City’s discretion. Rincon shall attend additional hearings on a time-and-materials basis, in accordance with our standard fees.
Staff Resumes
Rincon has assembled a team of highly skilled environmental science and planning professionals who combine extensive technical qualifications and knowledge of CEQA with several years of experience working in the region. The following is an organization chart showing the team members who will conduct peer reviews. 14 15
EXHIBIT "B"
SCHEDULE FOR COMPLETION
TERM
This Agreement shall commence on November 15, 2022 and shall continue until November 14, 2023, unless otherwise terminated as herein provided. 16 EXHIBIT "C"
COMPENSATION
Provided Consultant is not in default under this Agreement, Consultant shall be compensated as provided below.
1. AMOUNT. The total cost for the environmental peer review is $97,108. This amount includes the peer review of the technical studies/issues to be prepared by sub-consultants. A breakdown of the fee by task is provided below. Also included is Rincon’s 2022 Schedule of Fee that includes hourly rates for services by type of personnel.
2022 EIR Peer Review Hours Labor Budget Direct Expenses Total Budget Task 1 Kickoff Meeting and Project Management 28 $6,028 $0 $6,028 Task 2 CEQA Peer Reviews 223 $49,378 $30,596 $79,974
Task 2.1 EIR Peer Review 70 $14,454 $0 $14,454
Task 2.2 Peer Review of Technical Studies 153 $34,924 $30,596 $65,520 Task 3 CEQA Findings and Staff Report Support 26 $5,102 $0 $5,102 Task 4 Public Hearings (2) 22 $5,946 $58 $6,004
Project Total 299 $66,454 $30,654 $97,108
Direct Expenses Summary Amount
Travel - Mileage $58
Photosimulations and/or Modeling Subconsultant $4,491
Traffic Engineering Subconsultant $26,105
Direct Expenses Subtotal $30,654
Professional, Technical and Support Personnel* Hourly Rate Principal II $295
Director II $295
Principal I $285
Director I $285
Senior Supervisor II $258
Supervisor I $240
Senior Professional II $224
Senior Professional I $208
Professional IV $184
Professional III $170
Professional II $153
Professional I $136
Associate III $117
Associate II $102
17 Associate I $95
Field Technician $82
Data Solutions Architect $175
Senior GIS Specialist $164
GIS/CADD Specialist II $146
GIS/CADD Specialist I $131
Technical Editor $130
Project Accountant $110
Billing Specialist $95
Publishing Specialist $105
Clerical $95
* Professional classifications include environmental scientists, urban planners, biologists, geologists, marine scientists, GHG verifiers, sustainability experts, cultural resources experts, and other professionals. Expert witness services consisting of depositions or in-court testimony are charged at the hourly rate of $375.
Reimbursable Expenses
Direct Cost Rates
Photocopies – Black and White $0.20 (single-sided), $0.40 (double-sided) Photocopies – Color $1.50 (single-sided), $3.00 (double-sided) Photocopies – 11 x 17 $0.50 (B&W), $3.30 (color)
Oversized Maps $8.00/square foot
Digital Production $15/CD, $20/flash drive
Light-Duty and Passenger Vehicles* $88/day
4WD and Off-road Vehicles* $140/day
* $0.65/mile for mileage over 50 and for all miles incurred in employee-owned vehicles. 18 Equipment Day Rate
Environmental Site Assessment
Soil Vapor Extraction Monitoring Equipment $155
Four Gas Monitor $133
Flame Ionization Detector $107
Photo Ionization Detector $80
Hand Auger Sampler $60
Water Level Indicator, DC Purge Pump $45
Natural Resources Field Equipment
UAS Drone $268
Spotting or Fiberoptic Scope $165
Pettersson Bat Ultrasound Detector/Recording Equipment $165 Sound Level Metering Field Package (Anemometer, Tripod and Digital Camera) $110 GPS (Sub‐meter Accuracy) $65
Infrared Sensor Digital Camera or Computer Field Equipment $55 Scent Station $22
Laser Rangefinder/Altitude $11
Pit‐fall Traps, Spotlights, Anemometer, GPS Units, Sterilized Sample Jar $9 Mammal Trap, Large/Small $1.50/$0.50
Water and Marine Resources Equipment
Boat (26 ft. Radon or Similar) $600
Boat (20 ft. Boston Whaler or Similar) $335
Multi Parameter Sonde (Temp, Cond, Turbidity, DO, pH) with GPS $165 Water Quality Equipment (DO, pH, Turbidity, Refractometer, Temperature) $60 Refractometer (Salinity) or Turbidity Meter $37
Large Block Nets $110
Minnow Trap $95
Net, Hand/Large Seine $55
Field Equipment Packages
Standard Field Package (Digital Camera, GPS, Thermometer, Binoculars, Tablet, Safety Equipment, and Botanic Collecting Equipment)
$110
Remote Field Package (Digital Camera, GPS, Thermometer, Binoculars, Tablet and Mifi, Delorme Satellite Beacon, 24‐Hour Safety Phone)
$140
Amphibian/Vernal Pool Field Package (Digital Camera, GPS, Thermometer, Decon Chlorine, Waders, Float Tube, Hand Net, Field Microscope) $165
Fisheries Equipment Package (Waders, Wetsuits, Dip Nets, Seine Nets, Bubblers, Buckets) $55 Underwater and Marine Sampling Gear (U/W Photo/Video Camera, Scuba Equipment (Tanks, BCD, Regulators, Wetsuits, etc.)
$55/diver
Marine Field Package (PFDs – Personal Flotation Devices, 100-foot Reel Tapes with Stainless Carabiners, Pelican Floats, Underwater Slates, Thermometer, Refractometer, Anemometer, Various Field Guides)
$55
Insurance, Hazard and Fees
Historic Research Fees $50
L&H Dive Insurance $55/diver
Level C Health and Safety $65/person
19 2. METHOD OF PAYMENT. Consultant shall provide monthly invoices to City for approval and payment. Invoices must be adequately detailed, based on accurate records, and in a form reasonably satisfactory to City. Consultant may be required to provide back-up material upon request.
3. SCHEDULE FOR PAYMENT. City agrees to pay Consultant within thirty (30) days of receipt of monthly invoices; provided, however, that payments by City shall not exceed $97,108 and services are performed to the full satisfaction of the City. Consultant acknowledges that the payment of services is subject to a separate reimbursement agreement with a third party and that payment may be delayed due to delay in the City’s receipt of reimbursement monies.
4. NOTICE. Written notices to City and Consultant shall be given be registered or certified mail, postage prepaid and addressed to or personally served on the following parties.
Consultant
Rincon Consultants, Inc.
250 East 1st Street, Suite 301
Los Angeles, CA 90012
Attn: Susanne Huerta, AICP, Supervising Environmental Planner City
City of Redondo Beach
Planning Division
415 Diamond Street
Redondo Beach, CA 90277
All notices, including notices of address changes, provided under this Agreement are deemed received on the third day after mailing if sent by registered or certified mail. Changes in the respective address set forth above may be made from time to time by any party upon written notice to the other party. 20 EXHIBIT “D”
INSURANCE REQUIREMENTS FOR CONSULTANTS
Without limiting Consultant’s indemnification obligations under this Agreement, Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, or employees.
Minimum Scope of Insurance
Coverage shall be at least as broad as:
Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001).
Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto).
Workers’ Compensation insurance as required by the State of California.
Employer’s Liability Insurance.
Minimum Limits of Insurance
Consultant shall maintain limits no less than:
General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. The general aggregate limit shall apply separately to this project.
Automobile Liability: $1,000,000 per accident for bodily injury and property damage.
Employer’s Liability: $1,000,000 per accident for bodily injury or disease.
Deductibles and Self-Insured Retentions
Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of the City, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials, employees and volunteers or (2) the Consultant shall provide a financial guarantee satisfactory to the City guaranteeing payment of losses and related investigations, claim administration and defense expenses.
21 Other Insurance Provisions
The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions:
Additional Insured Endorsement:
General Liability: The City, its officers, elected and appointed officials, employees, and volunteers shall be covered as insureds with respect to liability arising out of work performed by or on behalf of the Consultant. General liability coverage can be provided in the form of an endorsement to the Consultant’s insurance, or as a separate owner’s policy.
Automobile Liability: The City, its officers, elected and appointed officials, employees, and volunteers shall be covered as insureds with respect to liability arising out of automobiles owned, leased, hired or borrowed by or on behalf of the Consultant.
For any claims related to this project, the Consultant’s insurance coverage shall be primary insurance as respects the City, its officers, elected and appointed officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Consultant’s insurance and shall not contribute with it.
Each insurance policy required by this clause shall be endorsed to state that coverage shall not be canceled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City.
Each insurance policy shall be endorsed to state that the inclusion of more than one insured shall not operate to impair the rights of one insured against another insured, and the coverages afforded shall apply as though separate policies had been issued to each insured.
Each insurance policy shall be in effect prior to awarding the contract and each insurance policy or a successor policy shall be in effect for the duration of the project.
The maintenance of proper insurance coverage is a material element of the contract and failure to maintain or renew coverage or to provide evidence of renewal may be treated by the City as a material breach of contract on the Consultant’s part.
Acceptability of Insurers
Insurance shall be placed with insurers with a current A.M. Best’s rating of no less than A:VII and which are authorized to transact insurance business in the State of California by the Department of Insurance.
22 Verification of Coverage
Consultant shall furnish the City with original certificates and amendatory endorsements effecting coverage required by this clause. The endorsements should be on the City authorized forms provided with the contract specifications. Standard ISO forms which shall be subject to City approval and amended to conform to the City’s requirements may be acceptable in lieu of City authorized forms. All certificates and endorsements shall be received and approved by the City before the contract is awarded. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements effecting the coverage required by these specifications at any time.
Subcontractors
Consultant shall include all subcontractors as insured under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein.
Risk Management
Consultant acknowledges that insurance underwriting standards and practices are subject to change, and the City reserves the right to make changes to these provisions in the reasonable discretion of its Risk Manager.