Yucaipa City Council
March 28, 2022

Agenda Item No. 10

CITY OF YUCAIPA

AGENDA REPORT
TO: Honorable Mayor and City Council
FROM: Fermin Preciado, Director of Development Services/City Engineer v Benjamin J. Matlock, Planning Manager/City Planner??, IV -- FOR: City Council Meeting of March 28, 2022
SUBJECT: Yucaipa Freeway Corridor Specific Plan Update
RECOMMENDATION:

That City Council:
1) Review the Freeway Corridor Specific Plan Update and provide direction as appropriate; and, 2) Approve and authorize the Mayor to execute a Professional Services Agreement with P1aceWorks, of Santa Ana, in the amount of $364,819 and approve the amount of $36,000 for contract contingency for a total budget in the amount of $400,819 to provide professional services for the preparation of the Freeway Corridor Specific Plan Update Subsequent Environmental Impact Report contingent upon the execution of a Fair Share/Reimbursement Agreement between the City and the individual property owners/developers of the properties within the Freeway Corridor Specific Plan area to pay for their fair share of the cost of these professional services; and
3) Approve and authorize the City Manager to execute a Purchase Order under the terms of the agreement for Professional Services with Dudek dated July 13, 2020, in the amount of $447,694 for providing professional services in the preparation of the biological studies for the Freeway Corridor Specific Plan Update Subsequent Environmental Impact Report contingent upon the execution of a Fair Share/Reimbursement Agreement between the City and the individual property owners/developers of the properties within the Freeway Corridor Specific Plan area to pay for their fair share of the cost of these professional services; and 4) Authorize the City Manager or his designee to administer the terms of the Agreements.

BACKGROUND:

The Freeway Corridor Specific Plan (FCSP) area includes the largest undeveloped area in Yucaipa, comprised of 1,242 acres of land, and is poised to capture a portion of the regional demand for commercial and residential uses. Its original intent was to provide job growth opportunities for the community and was one of the key strategies for providing housing opportunities that could meet the -177-

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City Council Meeting of March 28, 2022

Regional Housing Needs Assessment (RHNA) during prior housing cycles. The existing FCSP was originally developed in FY2007/2008, right before the economic recession that resulted in dramatic changes to the retail and commercial industry. Since the adoption of the FCSP, the City has also completed a comprehensive General Plan update, which was adopted in 2016. In total, these changes, along with feedback from property owners within the FCSP, indicate that the current plan is deficient in a variety of areas that effectively hinder the ultimate development and potential community benefits of the site.

To help address the development potential and viability of the FCSP area, the City applied for and was awarded several grants from Southern California Association of Governments (SCAG) that have been combined to complete an update to the plan (Project). To support the update efforts, SCAG staff, along with staff from the California Department of Transportation and the Planning Manager for the City of Yucaipa had reviewed several proposals and ranked P1aceWorks as the most qualified firm.

SCAG has approved a Professional Services Agreement with P1aceWorks and is serving as the contract administrator for the Project. In addition, a project manager from SCAG is also providing support to Yucaipa staff for the Project.

Among the key objectives for the update is to address the significant market changes in the development industry that have occurred since its adoption, as well as to implement transit -oriented development (access to future bus routes and connectivity to the Redlands Passenger Rail "Arrow" project under construction). The existing FCSP also needs to be amended to reflect the sustainability principles provided within the 2016 General Plan update, as well as to provide consistency with the Regional Transportation Plan/Sustainable Communities Strategy (RTP/SCS). Per the General Plan, the FCSP objective is to provide for a complete community and is situated in an ideal location to integrate with local and regional transportation systems, and the refined community objectives from the General Plan will help guide the Project.

The first study session regarding the update to the FCSP was presented at the regular City Council Meeting of June 14, 2021.One of the key discussion points was regarding the City's Hillside Overlay, as the current FCSP features "historical" requirements that may need to be modified with the Project.

The discussion noted that the hillside provisions have made the development of the planning area difficult, including the current requirements to strictly maintain "natural open space" within those boundaries. Some of the associated challenges is that to accommodate the grading necessary to provide "developable" property, the vegetated slopes created would not count towards the open space requirements, which in effect requires additional open space area to comply with the current requirements. It should be noted that in many areas, the delineated "natural open space" areas have been modified through annual livestock grazing, such as the areas along Oak Glen Road and Calimesa Boulevard, or through existing agriculture plantings as part of the pumpkin patch. After discussion, it was Council consensus to direct staff to proceed with the Update that includes flexibility with the Hillside Ordinance requirements, but to focus on maintaining key viewsheds to help maintain/enhance a semi -rural appearance along portions of Interstate 10, Live Oak Canyon Road, and Oak Glen Road.

Following that discussion, a second study session was held during the City Council Meeting of September 27, 2021 that helped refine the open space requirements as the draft Land Use Plan is -178-

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City Council Meeting of March 28, 2022

developed for the FCSP. Council provided direction on key viewsheds that are to be protected and/or enhanced with the development of the area; identified key opportunity areas that should be used for open space and recreational areas, and connectivity; and provided requirements for the Open Space areas. This included removal of any required total acreage of open space, and instead a deliberate prioritization of open space along the key viewsheds that were identified, use of open space as a buffer between different uses and planning areas within the Plan, and increased recreational opportunities to provide greater community benefit. Further, landscaped slopes used for site grading and agricultural activities, such as pumpkin or vineyard plantings, would also be permitted in these areas.

DISCUSSION:

Based upon the direction provided at the prior study sessions, staff and the FCSP Update consultant team has been working on developing a draft Land Use Plan for consideration. The proposed updates also include input that has been received from stakeholders, and also incorporates pending land use applications that have been recently submitted within the FCSP boundaries. This includes two different industrial warehouse project Conditional Use Permit proposals, as well as the Conditional Use Permit application submitted in 2019 for the Pumpkin Patch to authorize the temporary expansions that have been made in the past several years to facilitate other events that may occur onsite. These projects are currently at different stages of review, and have not yet been approved.

Further consideration has also been provided for no -net -loss requirements for housing, which pursuant to SB 330 and SB 166, means that any residential zoning capacity cannot be reduced without an increase elsewhere. As such, all the residential unit capacity currently available in the FCSP has been maintained with the proposed update, but with different unit density mix to support market demand, allow for reduced Vehicle Miles Traveled, and to accommodate commercial development proposals that had been received on land originally zoned for residential uses.

The proposed Land Use Plan also continues to meet the key objectives and goals listed in the existing FCSP and in associated policies in the 2016 General Plan by promoting opportunities for commercial and residential development, and providing opportunities for open space and recreation. The scope for the Update also includes a preliminary grading plan, which was developed to help best ensure that the Land Use Plan can be feasibly implemented and to help ensure that infrastructure costs are minimized to the extent possible relative to the existing plan.

This Study Session is intended to provide City Council, property owners, and the public an opportunity for a discussion regarding the FCSP update and the associated direction with respect to the Land Use Plan, and for Council to provide direction to staff as may be deemed appropriate. A summary of the Specific Plan land use plan details is described below:

Commercial and Industrial Uses: The FCSP currently features Regional Commercial and Business Park land use districts. Based on their key objectives, the Regional Commercial district is intended more for retail and other service -related land uses that serve the community and region at large, whereas the Business Park district is intended more for industrial, manufacturing, and office -related jobs. However, the permitted land uses in the existing FCSP is the same for both districts and would allow for any of the uses in either district. As noted previously, the commercial market has changed -179-

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dramatically since adoption of the FCSP, and therefore changes are proposed to better capture market demand, while also providing a distinction between the two districts. Further, the land use plan considers the current applications the City has received for warehouse uses, and limits those areas to the new Business Park district area.

Agricultural -based Commercial Uses: The FCSP currently has an established farm, known as the Pumpkin Patch, that operates within the area. In recent years, the owners of the farm have made a number of additions to their site to provide new attractions for their guests. These additions have been currently permitted in a temporary fashion under an annual Special Event Permit, but based on the ongoing annual requests and new attractions made each year, a formal Conditional Use Permit was submitted. However, the project is not completely consistent with the current Regional Commercial designation requirements, and some of the infrastructure requirements listed in the existing FCSP are triggered with the development of this site. Based on the current/planned uses for the site, reinforced through the existing entitlement that was received, a new agricultural -based district has been established. Further, as noted in the prior study sessions, other open space areas may be used for crop cultivation, which will help maintain this unique attraction within the community.

Residential Uses: The FCSP currently has a planned residential capacity of 2,445 dwelling units, with the density ranging from one acre lots to apartments with 24 dwelling units per acre, which was developed to meet the Regional Housing Needs Assessment (RHNA). As noted previously, state law currently requires cities to maintain both their unit capacity and proposed RHNA sites. The update proposes to modify the residential land use districts to better capture market demand, where higher density single family uses have become a preferred option for those looking to buy a home at the price that is affordable. As such, the lower density districts have been omitted in favor of an R-6 and R-12 District, which provides lots more comparable to areas of Chapman Heights or smaller townhomes and condominiums. The R-24 district, which provides 24 dwelling units per acre, is also maintained to support the current and future RHNA cycle, but with a reduction of some units in favor of the R- 12 district. The approach to the plan maintains the R-24 areas along Outer Highway 10 and the eastern portion of the plan area, and with lower density areas near the existing residences in the City, as well as those bordering Redlands, and higher density spread along other portions of the plan area, including those that are also adjacent to the Mesa Verde Specific Plan, which plans for similar residential districts.

Open Space: The FCSP incorporates the open space approach recommended by Council at prior study sessions, where these areas are strategically located to buffer uses, provide connectivity, and create the rural interface along publicly viewable areas. Further, the proposed update includes specificity on trails and other recreational amenities, which was not provided in the current FCSP beyond general policies.

Environmental Review Contract:

At the City Council meeting of January 24, 2022, the mid -year budget staff report had included a proposed cost for the preparation of the necessary environmental review documents pursuant to the California Environmental Quality Act (CEQA) that will be necessary for the adoption of the Freeway Corridor Specific Plan Update. Inclusive of staff administrative costs, the proposed increased budget

Freeway Corridor Specific Plan Update Study Session
City Council Meeting of March 28, 2022

estimated a cost of $400,000 to complete the necessary review of the Subsequent Environmental Impact Report (SEIR) that will be needed for the ultimate approval of the update. At the meeting, Council approved the transfer of $400,000 in FY 2020-21 Net Revenues from the General Fund to the Freeway Corridor Specific Plan in the City's Capital Projects Fund (Fund 35) for these necessary professional services, and further directed that all of the costs associated with the proposed environmental review efforts and the previous net costs incurred by the city be reimbursed by the property owners that develop within the plan area. It should be noted that this cost recovery approach will be included in the Specific Plan, and provides for a review process that would be less than if each property owner were to complete the environmental review on their own.

Based on this direction, staff has sought a sole source agreement with PlaceWorks for a number of reasons. Based on their experience and qualifications, PlaceWorks has won several competitive contracts for long-term planning services for the City, including the City's 2016 General Plan update that included a community profile background document and General Plan Environmental Impact Report (EIR), and therefore has a unique knowledge of the City from the comprehensive visioning and implementation process associated with a General Plan Update process. Further, PlaceWorks has completed other key projects, including the College Village Overlay Guidelines, the Oak Glen Creek Specific Plan EIR, and is providing professional services in the preparation of the Viticulture Operations and Associated Development Standards (Phase II), following the completion of Phase I.

Further, Placeworks was awarded the contract for the preparation of the FCSP Update through a competitive process led by Southern California Association of Governments (SCAG). As such, they are very familiar with the update, and the changes that are to be proposed from the currently adopted FCSP. It should be noted that the CEQA process and plan adoption process exceeds the SCAG grant timeline, and therefore may not be funded through the existing SCAG grant. PlaceWorks' prior work will result in this process being more cost-effective than utilizing a consultant who will need to learn the FCSP and will also provide an opportunity to help maintain staff continuity through the adoption of the Plan following the end of the SCAG grant period. They have demonstrated in past work for the City of Yucaipa the ability to be responsive, knowledgeable, and experienced.

In addition to the work Placeworks will be completing, staff has sought a sole source agreement with Dudek to complete the required biological assessments needed to support the overall EIR effort. The review of biological resources will be an integral part of establishing the current site conditions for the Plan area, and the timely mobilization of biologists will be key to completing the EIR process.

Placeworks does not have biologists on staff and would normally contract for such services; however, Dudek is one of the City's qualified on -call consultants, and has provided biological resource assessment and regulatory permitting for a number of City projects. On July 13, 2020, Council awarded a contract to Dudek for On -call Professional Environmental Review Services. A sole source agreement will permit cost reductions through a direct hire rather than a Placeworks sub -consultant agreement.

FISCAL IMPACT:

The preparation for the FCSP has been funded through competitive grants that was awarded to the City by SCAG, which has reduced the Capital Fund/property owner costs for the efforts. At the City -181-

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Council meeting of January 24, 2022, Council approved the transfer of $400,000 in FY2020/2021 Net Revenues from the General Fund to the Freeway Corridor Specific Plan Project in the City's Capital Projects Fund (Fund 35) for these required professional services.

The individual property owners and/or developers of the properties within the Freeway Corridor Specific Plan area will be responsible for their "fair share" cost of the professional environmental review services applicable to their specific development projects and included in the proposed contracts. The cost of the services for each individual project will be identified and reimbursed to the City through a Fair Share/Reimbursement Agreement between the City and the individual property owners/developers.

The total estimated cost for the required professional services identified in the proposed agreements is in the amount of $848,513. With the $400,000 in funding approved for this project and the required fair share/reimbursements to be collected from future developments, there is adequate funding available to accommodate staff s recommendations.

Attachments: Professional Services Agreement
Existing Freeway Corridor Specific Plan Land Use Map
Proposed Freeway Corridor Specific Plan Land Use Map
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Approved by:
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CI T Y OF
CITY OF YUCAIPA;
34272 YUCAIPA BLVD.

YUCAIPA, CA 92399
(909) 797-2489 PHONE
(909) 797-9203 FAX

AGREEMENT FOR PROFESSIONAL SERVICES

PROVIDING PROFESSIONAL ENVIRONMENTAL SERVICES IN THE

PREPARATION OF THE FREEWAY CORRIDOR SPECIFIC PLAN UPDATE

SUBSEQUENT ENVIRONMENTAL IMPACT REPORT
On this 28th day of March 2022, the City of Yucaipa, a Municipal Corporation, hereinafter referred to as Cam, and Placeworks hereinafter referred to as Consultant, hereby mutually agree as follows:

I. Scope of Agreement
A. Engagement of Consultant
The City hereby engages the Consultant in accordance with the terms of this Agreement to perform the consultant services set forth in Section III in connection with providing professional environmental services in the preparation of the freeway corridor specific plan update subsequent environmental impact report.

Agreement Documents
The complete Agreement includes all the Agreement documents including, but not limited to, the Consultant's "Technical and Cost Proposal" Exhibit "A" hereto, this Agreement and all other documents, texts and other items incorporated by reference in any of the herein -above -named Agreement documents. The specific terms and conditions of this Agreement shall control and have precedence over any contradictory or inconsistent terms and conditions included in the aforementioned Agreement documents and shall be controlling in questions of interpretation.

B. Severability of Provisions
If any provision of this Agreement is held invalid, the remainder of the Agreement shall not be affected thereby if such remainder would then continue to conform to the terms and requirements of applicable law.
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C. Standard of Performance
The Consultant agrees to perform professional services required by this Agreement in a professional and competent manner consistent with accepted professional standards.

All work performed by Consultant under this Agreement shall be in accordance with applicable legal requirements and shall meet the standard of professional care to be expected of competent professionals in Consultant's field of expertise.

Consultant represents that it has the professional skills, experience and knowledge necessary to perform the work agreed to be performed under this Agreement and acknowledges that City relies upon the professional skills of Consultant to do and perform Consultant's work in a skillful and professional manner, and Consultant thus agrees to so perform the work.

Acceptance by City of the work performed under this Agreement does not operate as a release of Consultant from such professional responsibility for the work performed.

It is further understood and agreed that Consultant is apprised of the scope of work to be performed under this Agreement and Consultant agrees that the work can and shall be performed in a fully competent manner.

II. Commencement of Work
The Consultant shall commence work under this Agreement on the date specified in a `Notice to Proceed' issued by the City.

A. Term of Agreement
The services of Consultant are to commence upon execution of this Agreement and shall continue until all authorized work is approved by the City, or until the earlier termination of the agreement pursuant to section XIV.

B. Failure to Perform
Failure of the Consultant to commence the work within the time allowed may result in the Agreement being terminated by the City.

C. Compliance with Laws
In the performance of this Agreement, Consultant shall abide by and conform to any and all applicable laws of the United States, the State of California, the Municipal Code and Ordinances of City. Consultant warrants that all work done under this Agreement will be in strict compliance with all applicable safety rules, laws, statutes, ordinances, regulations, and practices.

III. Scope of Work
Consultant shall timely perform the services and tasks set in the "Schedule A" section of the Consultant's project proposal (Exhibit "A" attached hereto) for providing

City of Yucaipa
professional environmental services in the preparation of the freeway corridor specific plan update subsequent environmental impact report. No change from this scope of work shall be made unless authorized in writing by the City's designated representative.

IV. Independent Consultant
The performance of Consultant's services hereunder shall be in the capacity of an independent Consultant and not as an officer, agent, or employee of City. In consideration for the compensation paid to Consultant by City, Consultant agrees that City shall not be liable or responsible for any benefits, including, but not limited to, worker's compensation, disability, retirement, life, unemployment, health or any other benefits for Consultant, its officers, employees, agents, Consultants or subcontractors, and Consultant agrees that it shall not sue or file a claim, petition or application therefore against City or any of its officers, employees, agents, representatives or sureties, and shall defend and indemnify City from all claims, causes of action, liability and damages arising therefrom.

V. Interest of Consultant
Consultant (including principals, associates, and professional employees) covenants and represents that it does not now have any investment or interest in real property and shall not acquire any interest, direct or indirect, in the area covered by this Agreement or any other source of income, interest in real property or investment which would be affected in any manner or degree by the performance of Consultant's services hereunder. Consultant further covenants and represents that in the performance of its duties hereunder no person having any such interest shall perform any services under this Agreement.

Consultant may be a designated employee within the meaning of the Political Reform Act, and, if so, notified by the City, will comply with all reporting and requirements of the City with respect to Consultant's financial interests.

VI. Prohibited Interests
Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid, nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement.

For breach or violation of this warranty, City shall have the right to rescind this Agreement, without liability. For the term of this Agreement, no member, officer, or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

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VIL License
Consultant represents and warrants to City that it has all licenses, permits, qualifications, insurance, and approvals of whatsoever nature, which are legally required of Consultant and its sub -consultants to practice their profession. Consultant represents and warrants to City that Consultant shall, at its sole cost and expense, keep in effect or obtain at all times during the term of this Agreement, any license, permits, insurance and approvals which are legally required of Consultant to practice its profession.

Consultant shall obtain and maintain a City Business License during the performance of this Agreement.

VIII. Failure to Perform Work
If Consultant should be adjudged bankrupt or should make a general assignment for the benefit of creditors; if a receiver should be appointed on account of insolvency of Consultant; if Consultant should refuse or should fail, except in cases for which an extension of time is provided specifically by City to supply adequate properly skilled workers or proper materials to perform its obligations under this Agreement within the time herein required, in a good work manner; or if Consultant should fail to make prompt payment to subcontractors, or for material or labor, or disregard laws, ordinances or the instructions of City or its duly authorized engineers, inspectors or representatives, or otherwise violate any provision of this Agreement; then City, upon the certification of its designated representatives that sufficient cause exists to justify such action may, without prejudice to any other right or remedy and after giving Consultant five (5) days written notice, terminate this Agreement and finish the work by whatever methods it may deem appropriate and expedient. In such case, Consultant shall not be entitled to receive any further payment except for such work as City deems had been satisfactorily completed prior to termination.

IX. Assignment and Subcontracting
The parties recognize that a substantial inducement to City for entering into this Agreement is the professional reputation, experience and competence of Consultant.

Assignments of any or all rights, duties or obligations of the Consultant under this Agreement will be permitted only with the express consent of the City. Consultant shall not subcontract any portion of the work to be performed under this Agreement without the written authorization of the City. If City consents to such subcontract, Consultant shall be fully responsible to City for all acts or omissions of the subcontractor.

Nothing in this Agreement shall create any contractual relationship between City and subcontractor nor shall it create any obligation on the part of the City to pay or to see to the payment of any monies due to any such subcontractor other than as otherwise required by law.

X. Ownership of Work Product
It is understood by and agreed between the parties that all documents, records, drawings,

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designs, specifications, computer programs, written materials, notes, plans, and other materials produced or prepared by Consultant pursuant to this Agreement shall become and are the property of City and shall be delivered to City immediately upon completion of the services provided for herein, or upon termination of this Agreement.

Consultant shall submit all such documents and records in both hard copy and electronic data formats.

The City will not under any circumstances cause or allow the use of any electronic engineering and surveying data received from Consultant for the purpose of performing land surveying and/or civil engineering as defined in California Business and Professions Code Sections 8736 and 6731.1 respectively, whether following termination or suspension of this Agreement or otherwise, by any person or company that is not a duly licensed and qualified Civil Engineer and/or Land Surveyor in the State of California. In addition, such electronic engineering and surveying data is not being prepared by Consultant for the purpose of being used in, or in connection with, any type of GPS- guided grading equipment, and City agrees not to cause or allow such use on the project except by a duly licensed and qualified Civil Engineer and/or Land Surveyor Disputed/Unauthorized Work
XI. Disputed Work
In any case where the Consultant deems extra compensation is due for work or services not clearly covered in this Agreement, or not ordered in writing by the City as extra services, the Consultant shall immediately notify the City in writing of its intention to make claim for such extra compensation before the Consultant begins the work on which the Consultant bases the claim.

If such notification is not given, and/or if the City is not afforded an opportunity to negotiate the appropriate fee for such extra services, the Consultant is deemed to have agreed to waive the claim for such extra compensation.

Such notice by the Consultant to the City shall not in any way be construed as proving the validity of the claim. The claim must be approved, in writing, by the City.

Work done in the absence of or without the knowledge of the City or any work done without written authority from the City, will be considered as unauthorized and at the expense of the Consultant, and will not be paid for by the City.

Should any dispute arise respecting the value of any work omitted or of any work which Consultant may be required to do or respecting the amount of any payment to Consultant during the performance of the Agreement, the dispute shall be decided by the City Engineer of City, subject to the final approval of the City Council.

XII. The City's Responsibilities
A. Budget Limitations

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The City shall provide full information as to the requirements of the project, including budget limitations and scheduling.

B. Legal Services
The City shall furnish legal advice and services required for the project.

C. Administrative Procedures
The City shall notify the Consultant of administrative procedures required and shall specify, in writing, representatives, if any, authorized to act in its behalf. The City shall review documents submitted by the Consultant and shall promptly render decisions pertaining thereto to avoid unreasonable delay in the progress of the project.

The Consultant shall observe the procedure of issuing any orders to Consultants only through the City. Nothing herein contained shall be construed as a delegation by the City of its powers of inspection under all applicable codes, laws, and ordinances nor of its power to enforce compliance with the same.

D. Representative
The City shall designate a representative authorized to act on the City's behalf with respect to the Project.

The designated representative shall render decisions in a timely manner pertaining to documents submitted by the Consultant in order to avoid unreasonable delay in the orderly and sequential progress of the Consultant's services.

III. Consultant's Compensation
A. Basic Service
The Consultant will perform these services for a not to exceed amount of $364,819 Compensation for services performed and shall be in accordance with Consultant's "Cost Proposal" included in Exhibit `A' and as specified in Section III of this agreement. Any work considered to be outside of the scope contained herein will be accomplished as "Extra Work" on a Time and Materials basis in accordance with the "Cost Proposal." If the scope of services is adjusted, additional fees may be negotiated, in writing, and in accordance with this Agreement.

B. Method of Payment
Consultant will complete the work outlined herein and invoice City monthly on a percentage of completion basis in accordance with the Schedule of Fees. Consultant shall submit monthly billings to City describing the work performed during the preceding month. Consultant's bills shall include a brief description of the services performed, the date the services were performed, the number of hours spent and by whom, and a description of any reimbursable expenditure. City shall pay Consultant no later than thirty (30) days after approval of the monthly invoice by City Staff.

When payments made by the City equal ninety percent (90%) of the maximum fee

City of Yucaipa,
provided for in this Agreement, no further payments shall be made until the final work under this Agreement has been accepted by City.

C. Limitation
No payment for any work performed by the Consultant shall exceed the limits established in foregoing provisions of this Agreement.

D. Extra Work
At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work, which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Consultant shall not perform, nor be compensated for, Extra Work without written authorization from City.

XIV. Termination of Agreement
A. Termination
This Agreement may be terminated by either party upon written notice to the other party, in the event of a substantial failure of performance by such other party, or if the City should decide to abandon or indefinitely postpone the project.

Upon termination, all materials, documents, and work product produced pursuant to this Agreement by or for Consultant and/or in Consultant's possession, including, but not limited to, the drawings, calculations, and specifications which include hard copies, tapes, drawings, diskettes, and electronic medium (the "Plans") shall immediately become the property of the City.

B. Payment Upon Termination
In the event of such termination the City shall pay to the Consultant as full payment for all services performed that amount which has been previously approved and actually incurred by Consultant at the time of termination, which amount shall not exceed the reasonable value of the work completed according to the schedule established pursuant herein.

XV. Insurance
The Consultant shall procure and maintain, for the duration of the Agreement, 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 Consultant, its agents, representatives, employees, or subcontractors.

Minimum Scope of Insurance
Consultant shall provide insurance in scope, amounts and coverages as required by City, including, but not limited to, the following:

A. Insurance Services Office Commercial General Liability coverage (Occurrence Form

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CG 0001)
B. Insurance Services Office Form Number CA 0001 (Ed. 1/87) covering Automobile Liability, Code 1 (any auto)
C. Worker's Compensation insurance as required by the State of California and Employers' Liability Insurance
D. Errors and Omissions liability insurance appropriate to the consultant's profession.

Architects' and engineers' coverage is to be endorsed to include contractual liability.

Minimum Limits of Insurance
Consultant shall maintain limits no less than:

A. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury, and personal & advertising injury with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.

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

C. Workers' Compensation insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.

D. Professional Liability (Errors and Omissions) Insurance appropriates to the Consultant's profession, with limit no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. Insurance must be maintained, and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. If coverage is canceled or non -renewed, and not replaced with another claims -made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. A copy of the claims reporting requirements must be submitted to the Entity for review.

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

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Deductibles and Self -Insured Retention
Any deductibles or self -insured retention must be declared to and approved by the City.

At the option of the City, either the insurer shall reduce or eliminate such deductibles or self -insured retention that pertain to the City, its officers, officials, employees, and volunteers; or the Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses.

Other Insurance Provisions
The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions:

A. The City, its officers, officials, employees, agents and volunteers are to be covered as insured with respect to liability arising out of automobiles owned, leased, hired or borrowed by or on behalf of the Consultant; and with respect to liability arising out of work or operations performed by or on behalf of the Consultant; premises owned, occupied or used by the Consultant; including materials, parts or equipment furnished in connection with such work or operations.

B. General liability coverage shall be provided in the form of an endorsement to the Consultant's insurance, or as a separate owner's policy. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees, agents, or volunteers.

C. For any claims related to this project, the Consultant's insurance coverage shall be primary insurance as respects the City, its officers, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, agents, or volunteers shall be excess of the Consultant's insurance and shall not contribute with it.

D. Any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its officers, officials, employees, agents, or volunteers.

E. The Consultant's insurance shall apply separately to each insured against whom a claim is made, or suit is brought, except with respect to the limits of the insurer's liability.

F. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits, except after thirty (30) days prior written notice, by certified mail return receipt requested, has been given to the City.

Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best's rating of no less than

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A: VII, unless otherwise acceptable to the City.

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 forms provided by the City or on other than the City's forms provided those endorsements conform to City requirements. All certificates and endorsements are to be received and approved by the City before work commences.

The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements affecting the coverage required by these specifications at any time.

XIX. Indemnification Consultant's Responsibility
A. Indemnity for Design Professional Services.

Where the services to be provided by Consultant under this Agreement are design professional services, as that term is defined under Civil Code Section 2782.8, Consultant agrees to indemnify, defend and hold harmless, the City, its officers, officials, employees and volunteers from any and all claims, demands, costs or liability that actually or allegedly arise out of, or pertain to, or relate to the negligence, recklessness or willful misconduct of Consultant and its agents in the performance of services under this contract, but this indemnity does not apply to liability for damages for bodily injury, property damage or other loss, arising from the sole negligence, active negligence or willful misconduct by the City, its officers, official employees, and volunteers. If it is finally adjudicated that liability is caused by the comparative active negligence or willful misconduct of the City, then Consultant's indemnification and defense obligations shall be reduced in proportion to the established comparative liability of the City and shall not exceed the Consultant's proportionate percentage of fault.

As respects all acts or omissions which do not arise directly out of the performance of design professional services, including but not limited to those acts or omissions normally covered by general and automobile liability insurance, Consultant agrees to indemnity, defend and hold harmless the City, its officers officials, employees and volunteers for an against any claim, demands, losses, liability of any kind or nature arising out of or in connection with the Consultant's performance or failure to perform under the terms of this contract, excepting those which arise out of the active negligence, sole negligence or willful misconduct of the City, its officers, officials, employees and volunteers.

B. Other Indemnities

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In connection with any and all claims, demands, damages, liabilities, losses, costs or expenses, including attorneys' fees and costs of defense (collectively, "Damages" hereinafter) not covered by Section XIX.A, Consultant shall defend, hold harmless and indemnify the Indemnitees with respect to any and all Damages, including but not limited to, Damages relating to death or injury to any person and injury to any property, which arise out of, pertain to, or relate to the negligent acts or omissions of Consultant or any of its officers, employees, subcontractors, or agents in the performance of this Agreement, except for such loss or damage arising from the negligence or willful misconduct of the City, as determined by final arbitration or court decision or by the agreement of the parties. Consultant shall defend Indemnitees in any action or actions filed in connection with any such Damages with counsel of City's choice, and shall pay all costs and expenses, including all attorneys' fees and experts' costs actually incurred in connection with such defense. Consultant's duty to defend pursuant to this Section XIX.B shall apply independent of any prior, concurrent, or subsequent misconduct, negligent acts, errors or omissions of Indemnitees."
X.X. Work Performance
All work shall be conducted and completed in accordance with all current, applicable state and federal laws, including, but not limited to Labor Code Sections 1770 et seq. where applicable; local laws, ordinances, and regulations; and all maps, plans and specifications on file with city. Where any such construction/design has been partially completed prior to this Agreement, consultant agrees to complete them in accordance with this paragraph.

XXI. Worker's Compensation
By executing this Agreement, the Consultant hereby certifies that he/she is aware of the provisions of Section 3700 of the Labor Code which requires every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code and will comply with such provisions before commencing the performance of the work of this Agreement.

XXH. Audit
Consultant shall allow City to inspect its records with respect to services performed pursuant to this Agreement, upon giving reasonable notice. Consultant shall maintain any books, records, or other documents relating to the work performed for period of at least (3) years from the completion of the services performed pursuant to this Agreement.

XXM. Default
In the event that any of the provisions of this Agreement are violated by Consultant or by any approved subcontractor under any subcontract on the Project, City may terminate this Agreement by serving written notice on Consultant of its intention to terminate and, unless within five (5) days after the serving of such notice such violation shall cease, this Agreement shall terminate. As to violations of the provisions of this Agreement, which

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Pool**
cannot be remedied or corrected within five (5) days, this Agreement shall, at the option of City, cease and terminate upon the giving of such notice.

In the event of any such termination for any of the reasons above -mentioned, City may take over the work in progress and prosecute the same to completion by contract or otherwise on the account and at the expense of Consultant; Consultant shall be liable to City for any excess cost incurred in the event of any such termination; and City may take possession of and utilize such materials and appliances as may be on the site of work and necessary in completing the work.

This clause shall not be construed to prevent the termination of this Agreement by City pursuant to other provisions of this Agreement.

XXIV. Non -Discrimination
Consultant shall declare that he/she does not discriminate in his/her employment with regard to age, handicap, race, color, religion, sex or national origin.

XXV. Drug Free Workplace
Consultant agrees to comply with the City's Drug Free Workplace Policy.

XXVI. Attorney Fees
In the event of any action between City and Consultant seeking enforcement of any of the terms and conditions of this Agreement, the prevailing party in such action shall be awarded, in addition to damages, injunctive or other relief, reasonable costs and expenses and reasonable attorney's fees.

XXVII. Waiver
No waiver or failure to exercise any right, option, or privilege under the terms of this Agreement on any occasion shall be construed to be a waiver of any other right, option or privilege or any other occasion.

XXVIII. Assignments
Neither this Agreement, nor any part thereof, nor any monies due or to become due thereunder may be assigned by the Consultant without the prior written consent and approval of the City.

The City and Consultant hereby agree to the full performance of the covenants and conditions contained herein.

XXIX. Successors and Assigns
It is mutually understood and agreed that this Agreement shall be binding upon the City and its successors and upon the Consultant, its partners, successors, executors and administrators.

RM

City of Yucaipa
XXX. Notices
All notices shall be personally delivered or mailed to the below listed addresses, or to such other addresses as may be designated by written notice.

These addresses shall be used for delivery of service or process.

A. Address of Consultant is as follows:

Placeworks
3 MacArthur Place, Suite 1100
Santa Ana, CA 92707
Attn:
(714) 966-9220 ext.

B. Address of City is as follows:

City of Yucaipa
34272 Yucaipa Boulevard, Yucaipa, CA 92399
(909) 797-2489 Fax (909) 790-9203
Attn: Fermin Preciado, P.E., Director of Development Services/City Engineer (909) 797-2489, ext. 254
XXXI. Controlling LawNenue
California law shall govern the interpretation and enforcement of this Agreement; any action brought relating to this Agreement shall be brought in San Bernardino County.

XXXII. Authority to Enter Agreement
Consultant warrants that it has all requisite power and authority to conduct its business and to execute, deliver and perform the Agreement. Each party warrants that the individuals who have signed this Agreement have the legal right, power, and authority to make this Agreement and to bind each respective party.

XXXIII. Professional Services for other Projects
The City reserves the right to expand or add to the scope of work for the consultant to include professional services for other city projects and/or request proposals for future similar services.

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SIGNATURE PAGE
IN WITNESS WHEREOF, the City and Consultant have executed this Agreement the day and year first above written.

David Avila, Mayor
Date Placeworks
Jennifer Crawford,
Date
Assistant City Manager/ City
Fermin Preciado, Director of
Clerk
Development Services/ City
City of Yucaipa
Engineer
City of Yucaipa,
APPROVED AS TO FORM:

David M. Snow, City Attorney
City of Yucaipa

FUNDS AVAILABLE/
INSURANCE APPROVED:

Andrew Hamilton
Finance Manager
City of Yucaipa
Attachment(s):Exhibit "A"
Date
Date

S!•

City of Yucaipa

EXHIBIT A

SCOPE OF SERVICES

TECHNICAL AND COST PROPOSAL

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March 23, 2022
Ben Matlock
Planning Manager / City Planner
City of Yucaipa
34272 Yucaipa Blvd
Yucaipa, CA 92399
Email: [email protected]
Subject: Request for Proposal for the Freeway Corridor Specific Plan Subsequent Environmental Impact Report (SEIR) [P2022-0214S]
Dear Mr. Matlock
The Environmental Impact Report (EIR) for the Freeway Corridor Specific Plan (FCSP) was certified in November 2008. However, the project remained dormant through the years of the Great Recession and subsequent economic recovery. The proposed FCSP update would encourage growth in the FCSP area consistent with the City's current goals and policies.

It is our understanding that, compared to the current FCSP, the proposed project would have substantially more acres designated for Business Park uses, with the intent to develop warehouse uses in the near -term phase. Increasingly, the impacts associated with warehousing projects and high volumes of heavy-duty truck trips generate a high level of scrutiny from agencies, health and environmental justice advocates, and the general public. PlaceWorks has a wealth of experience conducting CEQA review of large-scale plans (general plans and specific plans), and mixed -use projects involving logistics/warehousing uses. We understand the unique issues and technical expertise required to address and resolve the potential controversy that can arise. PlaceWorks will work with our technical team and the City/Applicant team to ensure that the environmental impacts from introducing new residential, commercial, and business park uses with heavy - truck usage proximate to sensitive land uses are adequately analyzed and documented in the SEIR.

Additionally, it is our understanding that, because there is a desire for the City to process the near -term projects as part of the FCSP, an opening year analysis is warranted for this phase.

Principal of Environmental Services, JoAnn C. Hadfield, will serve as technical advisor and ensure quality control of the environmental and technical reports. Nicole Vermilion, Principal, will serve as Project Manager and primary day-to-day contact. JoAnn and Nicole are familiar with conducting CEQA review for Specific Plans and logistics projects. JoAnn recently completed the Agua Mansa Specific Plan EIR (4 million square feet warehousing uses and 200,000 square feet business park) in the City of Jurupa Valley and the General Plan EIR for the County of San Bernardino. Nicole Vermilion worked with the City of Ontario's Ontario Ranch Specific Plan EIR. In addition, Nicole assisted the South Coast Air Quality Management District (South Coast AQMD) on the environmental analysis for Warehouse Indirect Source Review (Proposed Rules 2305 and 316) and is familiar with the warehouse actions and investments to reduce emissions.

Our firm has a dedicated and experienced staff, and our project management systems ensure that we will meet the City's timeline with high standards and defensibility. Our team includes Translutions for transportation services because they are currently contracted to prepare a vehicle miles traveled (VMT) study for the FCSP. Additionally, the plan area is in a flood hazard zone, and the plan would result in substantial landform modification. This task was not included as part of the Specific Plan, so we have added Fuscoe to provide the necessary civil engineering services, including hydrology and preliminary water quality management plan and infrastructure studies for the CEQA analysis and Specific Plan (i.e., water [potable and nonpotable], sewer, and stormwater). In addition, because of the potential for wildfire hazards, we have PLACEWORKS.COM �n F _�.;n ;sae pz � nr , .
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added Dudek to provide for the necessary fire protection plan analysis and evacuation study. It is our understanding that the City is also contracting directly with Dudek to provide an update to the biological resources assessment and prepare a wetlands delineation. Our in-house technical experts will update the air quality/greenhouse gas, noise, and cultural resources studies. Additionally, because the project involves 2,450 residential units plus nonresidential development, PlaceWorks' engineers will conduct a Water Supply Assessment to meet the SB 610 requirements.

Based on our understanding of the project history and project changes, we are anticipating the need to prepare a Subsequent Environmental Impact Report (SEIR) for the program -level environmental review associated with the FCSP. PlaceWorks is acutely aware of the challenge of preparing a Program EIR with so many unknowns in phasing and specific projects. PlaceWorks' ongoing experience in General Plan EIRs and Specific Plan preparation is uniquely suited to this assignment. Such EIRs rely on a clear understanding of impacts from the broader plan and policies that take into consideration the uncertainty of individual projects/phasing, development of appropriate significance thresholds, mitigation that includes performance standards that can be applied to the individual phases, and meaningful project alternatives.

We will work with the City to further refine our scope and cost to address the City's needs for this programmatic analysis of the FCSP. This proposal is valid for 90 days from the date of this submittal and is prepared in accordance with the requirements of your Request for Proposals. As a principal, I am authorized to bind the team to the contents of this submittal and to negotiate contracts on behalf of the firm. We hope to have an opportunity to speak with City staff about our qualifications and how we may assist you in achieving your goals.

Please contact me with any questions. My complete contact information is:

Nicole Vermilion, Principal

PLACEWORKS
3 MacArthur Place Suite 1100
Santa Ana CA 92707
714.966.9220 x2344, 714.966.9221 (fax)
[email protected]
Thank you for this opportunity. We look forward to your response.

Respectfully submitted,

PLACEWORKS
Nicole Vermilion JoAnn Hadfield
Principal Principal
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Understanding of the Project
The 1,242-acre FCSP area is in the City of Yucaipa in San Bernardino County. The plan area is bisected by Interstate 10 (1-10) and abuts the Riverside County boundary to the south and the City of Calimesa. Regional access to the project area is provided by 1-10 from the east and west. The plan area is currently accessible from two California Department of Transportation (Caltrans) freeway interchanges —the 1-10/Live Oak Canyon/Oak Glen Road interchanges at the western edge of the project area, and the 1-10 / County Line Road interchange at the southeastern edge of the project area in Calimesa. A third interchange is planned from Wildwood Canyon Road. Local access is provided by Live Oak Canyon Road, County Line Road, Oak Glen Road, Wildwood Canyon Road, and Calimesa Boulevard.

The plan area ranges in elevation from 1,875 feet above sea leave to 2,405 feet above sea level. The plan area is divided by Wildwood Creek, which runs south of 1-10 through most of the project area. The area is topographically diverse with gently rolling to moderately steep hills and ravines. Approximately 23.3 percent of the plan area has slopes over 41 percent (rugged mountain). The plan area has two areas affected by earthquake faults —the Banning Fault along the northeast edge of the plan area and the Chicken Hill Fault at the northwest edge of the plan area. South of Wildwood Creek the terrain is defined by tributaries of Wildwood Creek, which drain westerly to Live Oak Canyon and the main Wildwood Creek. The other prominent feature is Wilson Creek, which runs roughly north -south and parallel to Live Oak Canyon Road.

BACKGROUND
In November 2008, the City of Yucaipa certified the EIR for the FCSP, which is referred to herein as the 2008 Certified EIR. The adopted land uses in the Specific Plan are shown in Table 1.

Table 1. Existing Freeway Corridor Specific Plan

NIEGHBORHOOD

RESIDENTIAL UNITS
ACRES
Residential'
1,547
399.9
Regional Commercial (RC)
—
162.0
Community Commercial (CC)
—

15.6 Business Park (BP)
—

43.9 Public Facilities (WWTP)z
—

44.8 Open Space (OS)
—
542.9
ROW
—

25.3 TOTAL FCSP
11547
1,234.4
Source: Based on the 2008 Certified EIR.

NA = Not available; ROW = right-of-way; W WTP = Wastewater Treatment Plant 1 The 2008 Certified EIR assumed a 444-student elementary school in Neighborhood 4. z The W WTP is an existing land use within the plan area with a sewer treatment plant capacity of 6.67 million gallons per day.

The 2008 Certified EIR identified the following significant unavoidable impacts:
■ Aesthetics
■ Agricultural Resources
■ Air Quality (Construction and Operation)
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■ Biological Resources (Jurisdictional Resources)
■ Land Use and Planning (Consistency with General Plan Policies) ■ Noise (Traffic Noise)
In November 2021 PlaceWorks initiated the FCSP update with the City as part of the Southern California Association of Governments' (SCAG) RFP No. 21-006. As a result, it is anticipated that the Specific Plan will be finalized by July 2022.

APPROACH
PlaceWorks is recommending preparation of a Subsequent EIR (SEIR) to evaluate the environmental impacts of the proposed Specific Plan compared to those of the Approved Project and impacts identified in the 2008 Certified EIR. The SEIR will be a Program -Level EIR. The Program SEIR will be based on the level of detail available in the Specific Plan. For areas where the Specific Plan is more programmatic in nature, mitigation measures for future site -specific analysis may be warranted (e.g., focused biological resources surveys, emissions reduction measures, construction air quality and noise impacts). Mitigation measures for these types of program -level impacts will include performances standards to avoid the necessity of subsequent EIRs.

COUNTY LINE ROAD PROJECT
It is our understanding that Environment, Planning, Development Solutions (EPD) is preparing an Addendum to the 2008 Certified EIR for the County Line Road Warehouse Project, which is entirely within the FCSP area.

The proposed project is a 363,000-square-foot fulfillment center. It is assumed that the Addendum for the County Line Road Warehouse project would be approved by the City prior to the Notice of Preparation for the SEIR. The "Approved Project" would therefore include this project as part of the CEQA baseline because the Approved Project is the FCSP, as amended by the Addendum.

OPENING YEAR ANAYLYSIS
It is our understanding that properties owned by Pacific Industrial are being phased first. As a result, the City has requested that the SEIR include an Opening Year analysis with development of these industrial parcels prior to full buildout of the FCSP.

WILDWOOD CANYON ROAD INTERCHANGE
It is our understanding that the City of Yucaipa is leading the Caltrans Wildwood Canyon Road Interchange Project. The city is working with HDR on the Environmental Impact Assessment (EIS) and Fehr & Peers on the transportation analysis for this work. The Wildwood Canyon Road Interchange Project is anticipated to be funded with the San Bernardino County Transportation Authority (SBCTA) Measure I funds as well as development fees collected by the City. The Pre -Project Approval/Environmental Document (PA/ED) identifies that the Wildwood Canyon eastbound ramps would be operational as early as 2035, and the westbound ramps would be operational by year 2038, with an ultimate 2050 design. Because construction of this interchange is under the jurisdiction of Caltrans and because this interchange is not fully funded and may not be fully constructed at the Specific Plan buildout, the transportation analysis in the SEIR will be analyzed with and without the proposed interchange, similar to what was conducted for the 2008 Certified EIR.

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KEY ENVIRONMENTAL ISSUES
PlaceWorks recognizes the necessity for a clear, detailed, and consistent project description prior to proceeding with impact analysis. Often the biggest hurdle on a complex project like the FCSP is an ill-defined project description that keeps changing during the course of the SEIR preparation. It is also critical for the project description to provide the necessary construction and operational phasing for the proposed Specific Plan. The Specific Plan will allow a variety of land use types within each of the planning areas. It details the allowable uses, and the SEIR will need to analyze the reasonably foreseeable impacts associated with buildout at this programmatic stage of entitlement. Currently, the nonresidential square footages by land use type have not been defined (restaurant, retail, high cube warehouse, fulfillment center, first-mile/last- mile warehouse, office, etc.). It will be critical to clearly define the parameters of the buildout statistics used to estimate trips and VMT.

Other resource -specific issues are identified below.
■ Aesthetics. The proposed FCSP includes a substantial amount of landform modification that would be visible along Live Oak Canyon Road, and along the proposed extension of Wildwood Canyon Road. The General Plan identifies these corridors as locally designated scenic roadways. The FCSP update includes a substantial amount of business park land uses, which typically entail large tilt -up warehouse buildings along the Wildwood Canyon Road extension and at the southern portion of Live Oak Canyon Road. The City's Ridgeline Preservation requirements generally preclude structures within 150 feet from the centerline of prominent ridgelines unless they preserve 50 percent of the existing view to prominent ridgeline. The SEIR will need to consider how the change from residential to business park affects the aesthetics along this locally designated scenic roadway. ■ Air Quality, Energy, and GHG Emissions. The proposed project will result in a substantial increase in both criteria air pollutants and GHG emissions from construction and operation. Because the net change in emissions could exceed the South Coast AQMD regional significance thresholds for criteria air pollutants, the air quality analysis in the SEIR will need to document how emissions above the thresholds affect health impacts (Sierra Club v. County of Fresno (Friant Ranch, L.P.) (2018) 6 Cal.5th 502). While regional -scale dispersion modeling of criteria pollutants and secondary pollutants like PM and ozone can provide additional information, that information may be within the margin of modeling uncertainty and/or may not be meaningful for the public and decision -makers. Our current approach is to describe this qualitatively and not include regional -scale dispersion modeling. Although the project site is not within an environmental justice area with high pollution burden (CalEnviroScreen 4.0 pollution burden score within the 36th percentile), the California Air Resources Board (CARB), California Attorney General's Office, and South Coast AQMD are commenting on large warehousing projects like the proposed project. The SEIR will need to consider mitigation measures to reduce operational impacts for both the residential component and nonresidential component to reduce significant impacts of the project. Additionally, a construction and operational HRA are necessitated for the near -term projects. ■ Noise and Vibration. Construction activities would occur proximate to existing sensitive receptors and may require use of a substantial amount of large construction equipment to accommodate the landform modifications. Operation of the project would also generate additional vehicle trips (heavy trucks and passenger vehicles) and trucking operations that typically operate all day and night (i.e., 24 hours a day, 7 days a week), which could substantially elevate traffic noise levels in residential neighborhoods proximate to the site.

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Biological and Jurisdictional Resources. The project site is undeveloped and, as documented in the 2008 Certified EIR, contains habitat that supports sensitive plant and animal species. It is assumed that Dudek will evaluate potential impacts to biological resources. It is our understanding that focused surveys for biological resources, including oak trees, have never been conducted for the site. Additionally, there are jurisdictional features on -site that are considered by the Army Corps of Engineers to be jurisdictional waters, but the 2008 Certified EIR did not include a wetland delineation. It is assumed that Dudek will conduct the delineation for the plan area to provide a defensible analysis for impacts to jurisdictional resources and to ensure that mitigation measures meet the requirements of the CEQA Guidelines and avoid impermissible deferral. The SEIR will summarize the environmental impacts and mitigation measures identified in these updated resource reports.

Transportation. A traffic study is required to evaluate potential traffic impacts (safety and consistency with Yucaipa's traffic guidelines and VMT impacts). The 2008 SEIR was conducted prior to the changes to the CEQA Guidelines in response to SB 743. Translutions will conduct a VMT analysis to compare the impacts of the FCSP to the proposed FCSP update, since the approved Specific Plan is the CEQA baseline.

In addition, the introduction of truck -intensive land uses warrants evaluation of safety hazards at Caltrans intersections. Regional access to the project site would from 1-10. The project assumes implementation of the Wildwood Canyon Road interchange; however, this infrastructure is under the sole jurisdiction of Caltrans. Therefore, any traffic analysis will need to be conducted with two scenarios: with and without the Wildwood Canyon interchange.

Wildfire. The majority of the plan area is within the Very High Fire Hazard Zone and Yucaipa's Fire Safety Overlay District 2. The Attorney General has challenged several large specific plans in northern and southern California on the CEQA analysis for failing to account for the ability of a project to accommodate safe evacuation routes for the existing population in addition to the proposed project. Given that there is some uncertainty in the timing associated with the Wildwood Canyon interchange, the Phasing Plan may need to limit growth to ensure the ability to safely evacuate the project in addition to the surrounding community, especially with more trucking -intensive land uses proposed (e.g., residents south on Live Oak Canyon Road). Wildfires was added as its own section to the CEQA Guidelines in December 2018 but was included in the Hazards and Hazardous Materials section of the 2008 Certified EIR. Nonetheless, given the increase in the severity of wildfires, additional mitigation measures and technical analysis may be warranted to adequately analyze wildfire risks and hazards in the SEIR.

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Scope of Work
Note: Tasks that are highlighted are tasks not previously anticipated to be part of the SEIR scope and/or are needed to address the near -term impacts of the Pacific Industrial Projects.

TASK 1. PROJECT INITIATION
Task 1.1 Project Description
A defensible EIR starts with a comprehensive and accurate project description. PlaceWorks' Specific Plan team will provide a Project Description to use for the SEIR. The project description will include a compilation of land use statistics by land use type for existing conditions, approved FCSP, proposed FCSP. The project description will include accompanying exhibits and phasing for City staff review based on project -related plans, information, and materials provided by City staff. As noted above, the Specific Plan is essential in preparing the project description. We will coordinate with our in-house staff preparing the Specific Plan and with the City to craft a clear project description for use in the technical analyses.

Deliverable(s).
— Project description and accompanying exhibits
Task 1.2 CEQA Kick-off Meeting
PlaceWorks' Specific Plan project manager and CEQA project manager will conduct a kick-off meeting to initiate the environmental processing for the FCSP.

Deliverable(s):
— Kick-off meeting attendance (Specific Plan PM, CEQA PM) Task 1.3 Site Visit
PlaceWorks CEQA staff will conduct a site visit to identify the existing environmental conditions in the plan area and to update exhibits for the SEIR.

Deliverable(s).
— Existing conditions photographs
TASK 2. NOTICE OF PREPARATION
PlaceWorks will prepare the NOP and distribution list for the City's review. We are not recommending preparation of an Initial Study to accompany the NOP. The NOP will include a description of the project location, brief description of the proposed project with accompanying graphics, the list of environmental impacts that will be evaluated in the Draft SEIR, the public review period, and notice for the Scoping Meeting.

Our budget assumes that PlaceWorks will reproduce and distribute the NOP to the State Clearinghouse, County Clerk and filing fees, responsible and trustee agencies, and other special interest groups and individuals identified on a distribution list to be developed in consultation with the City. Because this is an SEIR, it is assumed that the City can provide a copy of the California Department of Fish and Wildlife (CDFW) filing fees that were submitted to the County clerk in November 2008. Additionally, it is assumed that the City will be responsible for all newspaper notices, site postings, and direct mailings to surrounding property owners, and will post the document on the City's website in accordance with Assembly Bill 819. In addition to hard copy mailings, PlaceWorks will also email the agencies and interested persons who requested to be on the mailing list.

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Deliverable(s).
— Public Review NOP (30 certified mailings + email)
— Upload to CEQAnet
— File NOP with County Clerk + Filing Fees
TASK 3. SCOPING MEETING
PlaceWorks will assist the City in organizing and conducting one public scoping meeting to present the preliminary environmental impacts of the proposed project and to solicit comments regarding the scope and content of the environmental issues to be addressed in the SEIR. Scoping meetings can be presentations conducted virtually or in person. A hybrid format where attendees could attend both in persor) and virtually is not proposed given the logistical challenges of supporting both formats at the same time. We have budgeted for one scoping meeting that can be done in person or virtually.

PlaceWorks' project manager and project planner will attend the scoping meeting, along with City staff. We will prepare a PowerPoint for the meeting to provide information about the project to the public, to be reviewed by the City prior to finalization. At the meeting, we will be prepared to discuss the environmental review process and to answer specific questions, as desired by the City.

It is recommended that the scoping meeting be held one to two weeks after the release of the NOP so that public concerns about environmental issues can be identified. Comments from the scoping meeting will be incorporated into the SEIR, with reference to where each comment is addressed or an explanation for why it is not addressed (e.g., not an environmental issue).

Dellverable(s):
— Prepare materials for and conduct a scoping meeting
TASK 4. TECHNICAL STUDIES
Task 4.1 Air Quality, Energy, and GHG Emissions (PlaceWorks) PlaceWorks will prepare an air quality and greenhouse gas (GHG) emissions technical analysis to evaluate potential criteria air pollutant, toxic air contaminant, and GHG emissions impacts associated with the 1,242-acre FCSP. Impacts will be based on the current methodology of the South Coast Air Quality Management District (South Coast AQMD) for projects in the South Coast Air Basin (SoCAB). Modeling of criteria air pollutant and GHG emissions will be conducted using the latest version of the California Emissions Estimator Model (CalEEMod). The results of the analysis will be summarized in the SEIR, and modeling will be included as an appendix. If necessary, mitigation measures will be identified to reduce any potentially significant regional and/or localized air quality impacts.

Regional Construction Emissions. PlaceWorks will provide a preliminary estimate of the magnitude of construction emissions associated with the FCSP. The 2008 Certified EIR did not estimate construction emissions. However, the proposed project includes a near -term phase that will warrant modeling of construction emissions. The construction phase regional emissions inventory will be based on the preliminary phasing plan identified in the Specific Plan, anticipated equipment for each construction subphase, and soil haul volumes (if applicable) as provided by the Applicant team. Where information is unavailable, we will use the CaIEEMod defaults, which are based on surveys of construction sites. However, the maximum acreage of surveys conducted was 30 acres. Therefore, we will need to work with the Specific Plan team, City, the applicant for the Phase 1 project (i.e., Pacific Industrial), and/or Fuscoe to identify a worst -case estimate for the number and type of heavy off -road equipment needed for mass -grading activities. For the purpose of March 23, 2022 1 Page 8
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this scope and cost assessment, PlaceWorks will model up to one near -term phase and conduct a more programmatic estimate of construction emissions associated with the remaining development phases in the FCSP area in order to estimate "peak day" emissions. Project -related construction emissions will be compared to the South Coast AQMD regional significance construction thresholds.

Localized Construction Emissions. Localized air pollution impacts from on -site construction equipment exhaust and fugitive dust will also be compared to South Coast AQMD's screening -level localized significance thresholds (LST) for their potential to elevate concentrations of air pollutants at the land uses adjacent to the project site for the near -term phase only. Impacts associated with buildout of the entire FCSP will be more programmatic because phasing and equipment may not be available. If the LSTs for the near -term construction activities exceed the screening levels, dispersion modeling for particulate matter compared to the ambient air quality standards will be conducted. Because of the potential magnitude of emissions during the construction phase, a construction health risk assessment will be provided (see Task 4.2, Health Risk Assessment) and incorporated into the SEIR.

Criteria Air Pollutant and GHG Emissions. The 2008 Certified EIR did not evaluate GHG emissions impacts and called GHGs speculative. GHG emissions evaluations are now required in CEQA documents. The proposed project will generate an increase in criteria air pollutant and/or GHG emissions from transportation sources (trucks and passenger vehicles), energy (natural gas and indirect emissions from purchased electricity), area sources (landscape emissions, consumer products, off -road equipment, and transport refrigeration units [TRUs]), indirect emissions from water use and wastewater generation, and indirect emissions from waste disposal. PlaceWorks will estimate the increase in emissions associated with the proposed project. Modeling will be based on the weekday and weekend daily trips and weekday vehicle miles traveled provided by Translutions. The project may also require cargo handling equipment (e.g., forklifts and yard trucks). PlaceWorks will estimate emissions associated with off -road cargo -handling equipment based on emission factors from CARB's OFFROAD model.

PlaceWorks will also quantify emissions associated with transport refrigeration units (TRU) in the event cold storage would be an allowed use. The air quality and GHG technical analysis will provide an estimate of the increase in long-term emissions from operation of the project compared to South Coast AQMD's significance thresholds.

GHG emissions have the potential to be significant. Therefore, it is likely that the City will need to consider on -site mitigation (e.g., Tier 2 Voluntary energy efficiency standards, solar panels, fuel switching) and mitigation measures recommended by CARB and the Attorney General's office for warehouse projects to reduce potentially significant criteria air pollutant and GHG emissions impacts. For criteria air pollutants, the SEIR will also include overlap of construction and operational emissions, since this analysis has been requested by South Coast AQMD for phased projects.

Health Impacts of Criteria Air Pollutants. In 2018, the California Supreme Court determined that the EIR for the Friant Ranch project was inadequate because it did not make a reasonable effort to substantively connect the project's air quality impacts to likely health consequences or explain in meaningful detail why such analysis is not feasible. Although the air quality analysis for the previous project did not identify significant unavoidable long-term air quality impacts, the proposed project, as revised, could exceed the South Coast AQMD regional significance thresholds. At a minimum, PlaceWorks will include a qualitative discussion correlating the proposed project's criteria air pollutant emissions to potential health effects. Many EIRs still provide a qualitative discussion to address the Friant Ranch Ruling because such modeling requires regional - scale photochemical grid modeling tools, and the results of the health incident analysis are not necessarily meaningful to the decision -makers or public.

AQMP Consistency and Other Air Quality Impacts. The SoCAB is currently designated nonattainment under the National and/or California ambient air quality standards (AAQS) for ozone (03), fine inhalable particulate matter (PM2.5), coarse inhalable particulate matter (PMlo), and lead (Los Angeles County only). South Coast AQMD has adopted air quality management plans (AQMPs) to ensure the SoCAB can attain the long-term National and March 23, 2022 1 Page 9
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California AAQS. The analysis will include a consistency evaluation of the project's regional emissions to South Coast AQMD's AQMP. Furthermore, the SoCAB has been designated in attainment for carbon monoxide (CO) under both the California and National AAQS; therefore, the air quality analysis will include only a qualitative assessment of CO hotspots. PlaceWorks will also describe potential odor impacts qualitatively.

Energy. PlaceWorks will quantify the net increase in project -related energy use associated with construction activity fuel use (construction equipment and on -road vehicles) for the near -term phase only and long-term on -road fuel usage based on VMT provided by Translutions. Fuel use for on -road vehicles will be modeled using the most current model, EMFAC2021. Off -road equipment fuel use will be based on the equipment hours in the CalEEMod output and fuel use data from OFFROAD. Electricity and natural gas use associated with operation of the proposed project will be based directly on the CalEEMod outputs. PlaceWorks will also provide an overview and review of the project's consistency with the California Renewables Portfolio Standard Program and energy measures in the City's general plan.

Consistency with GHG Reduction Plans. The GHG analysis will discuss state, regional, and local GHG reduction goals, including Senate Bill 32 (SB 32), Executive Order S-03-05, and SB 375. To achieve the GHG reduction targets of SB 32, the California Air Resources Board (CARB) adopted the 2017 Scoping Plan. The Southern California Association of Governments (SCAG) has adopted the Regional Transportation Plan / Sustainable Communities Strategy (Connect SoCal) to ensure that the southern California region can attain the regional transportation -related GHG reduction goals of SB 375. The City of Yucaipa adopted a GHG reduction plan to achieve the GHG reduction goals of AB 32. Consistency of the proposed project with these statewide, regional, and local GHG emissions reduction strategies will be analyzed.

Deliverable(s).
— The air quality, energy, and GHG analyses will be summarized in the SEIR; modeling included as an appendix
Task 4.2 Near -Term Health Risk Assessment
Task 4.2.1 Construction Health Risk Assessment
PlaceWorks will prepare a construction -related health risk assessment (HRA) to analyze the project's near - term (i.e., Pacific Industrial parcels) off -site community health risks from toxic air contaminants (TAC) generated by project construction (esp., diesel particulate matter [DPM)) and for any criteria air pollutants that exceed the LSTs in Task 4.1. The risk assessment will incorporate the construction emissions inventory to evaluate pollutant concentrations at the nearest off -site sensitive receptors (i.e., existing residences). Air dispersion modeling will be performed using a South Coast AQMD-accepted computer -based model (e.g., AERMOD). Cancer and toxicity data published by the California Environmental Protection Agency will be used to estimate long-term and short-term (acute) health risks for off -site sensitive receptors from the FCSP- related construction activities. Measures to reduce construction -related pollutant emissions will be considered in the SEIR.

Deliverable(s).
— The construction health risk analysis will be summarized in the SEIR; modeling included as an appendix
Task 4.2.2 Operational Health Risk Assessment
PlaceWorks will conduct an HRA to evaluate potential health risk impacts to sensitive receptors from operational emissions of proposed industrial warehousing land uses. The other consideration for the HRA is the potential forthe use of TRUs if cold storage is an allowed use. The South Coast AQMD requires an analysis of TACs when projects generate emissions proximate to sensitive receptors in order to ensure that the March 23, 2022 1 Page 10
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proposed project does not expose sensitive receptors to substantial pollutant concentrations. Land uses that generate more than 100 truck trips per day have the potential to substantially increase TAC concentrations and health risks at off -site sensitive land uses within 1,000 feet. The analyses for the site will be prepared in accordance with the latest South Coast AQMD and Office of Environmental Health Hazards Assessment guidance for impacts of mobile sources on the environment.

Air dispersion modeling will be conducted using a South Coast AQMD-accepted computer -based model (e.g., AERMOD) to determine concentrations of hazardous air pollutants at the nearest off -site sensitive receptors (i.e., existing residences) and on -site sensitive receptors (i.e., future residences developed as part of the FCSP. Cancer and toxicity data published by CalEPA will be used to estimate short-term and long-term health risks for off -site and on -site sensitive receptors.

PlaceWorks will prepare the HRA Technical Report based on the analysis described above. The report will include proposed mitigation measures to reduce the potentially significant impacts of the FCSP.

Deliveerable(s):
— Draft Health Risk Assessment Technical Report (electronic copy) Task 4.3 Noise and Vibration (PlaceWorks)
PlaceWorks will prepare the noise and vibration technical analyses to support the FCSP SEIR. PlaceWorks will discuss relevant standards and criteria for noise exposure, including those in the City's general plan noise element and municipal code.

Existing Conditions. To characterize existing conditions, PlaceWorks will conduct a noise measurement survey to acquire ambient noise level data. The survey will consist of up to five short-term (15-minute) locations and five long-term (48-hour) locations. These measurement locations will be selected by PlaceWorks in coordination with City staff and will take into consideration the location of existing roadways and other major noise sources. The results of the noise measurement survey will be incorporated into the SEIR.

Transportation Noise. PlaceWorks will model existing and Specific Plan buildout traffic noise levels using a version of the U.S. Federal Highway Administration (FHWA) Traffic Noise Prediction Model. The SEIR will identify areas along roadway segments that would be exposed to noise levels above established criteria.

Aircraft noise, though not anticipated to be significant, will also be addressed.

Stationary Noise. Noise impacts from nontransportation sources such as truck loading docks and sports parks will be evaluated on a programmatic level, qualitatively, based on local noise standards.

Construction Noise and Vibration. PlaceWorks will provide a qualitative analysis for potential construction impacts associated with buildout of the Specific Plan. Future noise and vibration effects from construction activities will be discussed in terms of accepted standards from the City and the Federal Transit Administration. Feasible mitigation measures will be identified to minimize noise and vibration impacts associated with buildout of the Specific Plan.

Deliverable(s).
— The noise and vibration analysis will be summarized in the SEIR; modeling included as an appendix March 23, 2022 1 Page 11
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Task 4.4 Tribal, Cultural, and Paleontological Resources (PlaceWorks) Field Surveys. Field surveys of the FCSP identify that the plan area is rich with historic, archeological, and tribal resources. The 2005/2006 field surveys identified nine archeological sites (five historic archeological and four tribal cultural resources) and three potential historic structures. The 2008 Certified EIR included Cultural Resources and Paleontological Resources technical studies. Because there have been no major changes to the existing setting for cultural resources, PlaceWorks' cultural resources specialist will coordinate with the South Central Coastal Information Center to provide an updated cultural resources records search for use in the SEIR. PlaceWorks will also request a Sacred Lands File (SLF) Search from the Native American Heritage Commission (NAHC). PlaceWorks will coordinate with the Natural History Museum of Los Angeles County to provide an updated records search for known paleontological resources and sensitivity within the Specific Plan area. PlaceWorks will incorporate the 2008 cultural resources and paleontological resources studies into the SEIR (under the new CEQA checklist, paleontological resources are addressed under "Geology and Soils"). The SEIR section will discuss the potential for the Specific Plan to impact identified cultural resources and will design mitigation measures to reduce the significance level of those impacts.

Deliverable(s):
— South Central Coastal Information Center records search (electronic) Tribal Consultation Assistance. Under SB 18 (for projects that require a general plan amendment) and AB 52, the City of Yucaipa, as the lead agency, is required to begin consultation with California Native American tribes that are traditionally and culturally affiliated with the project area prior to the release of a negative declaration, mitigated negative declaration, or environmental impact report. PlaceWorks anticipates that the City will contact the NAHC to obtain the SB 18-specific Native American tribal contacts. PlaceWorks will draft the SB 18/AB 52 consultation letter template for the City to send out to the tribes on the City's AB 52 list and the NAHC SB 18 list. To expedite the environmental processing, consultation should begin as soon as possible after project initiation.

Deliverable(s).
— NAHC SB 18 Tribal Contact List
— SB 18/AB 52 Tribal Consultation Letter Template for the City Task 4.5 Water Supply Assessment (PlaceWorks)
A WSA will be prepared to meet the requirements of California Senate Bill 610. SB 610 requires an assessment of whether available water supplies are sufficient to serve the demand generated by the Specific Plan area as well as the reasonably foreseeable cumulative demand in the region over the next 20 years under average normal year, single dry year and multiple dry year conditions. The WSA will rely on information provided in the 2020 Yucaipa Valley Water District Urban Water Management Plan and water demand factors based on land use. The WSA will include the following information:
■ Sources of water supply and water system description. ■ Legal requirements.
■ Groundwater basin description and supply analysis with respect to groundwater sustainability plan. ■ Quantification of projected future water demand for the Specific Plan. ■ Quantification of projected future water supply with the Specific Plan for normal, single dry year, and multiple dry year scenarios.

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■ Water shortage contingency planning and water conservation efforts. ■ Assessment of water supply sufficiency for the project, based upon this analysis.

If it is determined that there are insufficient supplies to meet demand over the next 20 years, additional sources of supply will need to be identified. If this is the case, the WSA will make recommendations of how and where these new supply sources will come from. The WSA can also recommend project modifications or water conservation efforts that could reduce the demand (water usage) for the proposed project.

Recommended demand reductions could be incorporated into the Draft SEIR for the proposed project as specific mitigation measures, project alternatives, or both.

Deliverable(s).
— Draft and Final Water Supply Assessment
Task 4.6 Transportation Analysis (Translutions)
As part of the SCAG proposal, Translutions is preparing a VMT analysis. The following additional tasks are necessary to address environmental impacts in the SEIR as a result of additional scenarios, requested near - term analysis, and non-CEQA components (i.e., Traffic Impact Assessment) requested by the City:

Task 4.6.1 VMT Study (CEQA)
The VMT analysis for the SCAG contract is based on one scenario. Because the additional interchange scenario is required, the same scope of work as the SCAG proposal will be conducted for the Approved Project and the proposed project with and without the Wildwood Canyon interchange:

The 2008 Certified EIR was based on the RivSan model and the modeling is several generations old. The latest model (the SBTAM) will be used for this analysis. Translutions will modify the SBTAM to include the project's socioeconomic data. The model will also be modified so that the project forms several discrete traffic analysis zones (TAZ). Select Zone model runs will be conducted to identify project trip assignment, which will be used to calculate project VMT. This task will be conducted using the base and future year models. It is not anticipated that significant network edits outside the plan area will be required as part of this task.

Based on the requirements, VMT for the following scenarios will be calculated:
■ Base Year without project
■ Future Year without project
■ Base Year with project (Current SP)
■ Base Year Project VMT(Current SP)
■ Future Year with project (Current SP)
■ Future Year Project VMT(Current SP)
■ Base Year with project (Proposed SP)
■ Base Year Project VMT(Proposed SP)
■ Future Year with project (Proposed SP)
■ Future Year Project VMT(Proposed SP)
The VMT comparison will be based on several metrics, including comparison of base year VMT with "with Project" VMT. A comparison of the impacts of the existing service population (SP) with the proposed SP in terms of VMT changes will be provided. In addition, project VMT per SP for the approved project will be compared to the VMP per SP of the proposed project. This will be conducted using the network in the SBTAM and does not include major network edits
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Delivemble(s).
— Draft and Final VMT Study
Task 4.6.2. Safety Analysis for the Freeway Interchange (CEQA) Translutions will conduct focused LOS, queueing, and merge -diverge analyses for the existing interchange to evaluate queue backups under with -project conditions. Translutions will also review accident data from the SWITRS database in the vicinity of the project. This task will only be conducted at the interchange locations that provide access to the project for up to eight intersections.

Task 4.6.3 Full Buildout Traffic Impact Analysis (LOS Study) Based on City and Caltrans guidelines, the Traffic Impact Analysis (TIA) will address existing traffic conditions, opening year traffic forecasts, cumulative traffic forecasts, project -related impacts, and necessary mitigations. Traffic conditions will be examined for the AM and PM peak hours these scenarios:
■ Existing Conditions
■ Existing Plus Project Conditions
■ 2040 Without Project Conditions
■ 2040 With Project Conditions
It is anticipated that the analysis will be conducted for up to 18 intersections and project driveways. In addition, merge -diverge analyses will be conducted for the ramp junctions adjacent to the project. Specific tasks to be performed during the preparation of the traffic impact analysis are:

Coordination With City and Caltrans Staff
Prior to preparation of the traffic analysis, Translutions will consult with the City's Public Works Department as well as Caltrans to:
■ Confirm the appropriate study area and analysis intersections. ■ Confirm the appropriate analysis scenarios to be included in the TIA. ■ Verify the acceptability of traffic analysis methodologies and assumptions and trip redistribution patterns, prior to completing the study.
■ Identify short-term volume development methodology.

Should the City or Caltrans change the scope of work, costs for such work would need to be identified at the time they are requested.

Data Collection
Translutions will collect existing intersection turn volumes for the AM and PM peak periods for key intersections in the vicinity of the project site. Traffic counts will be conducted at up to 10 intersections. We anticipate getting other counts from the interchange project.

Existing Roadway and Traffic Conditions
A site survey of street conditions will be conducted at all roadway segments in the vicinity of the project to determine the condition of the roads, number of lanes, curb and gutters, and other roadway characteristics.

Existing AM and PM peak -hour traffic conditions and levels of service will be assessed for the identified intersections. Intersection levels of service will be calculated using the Highway Capacity Manual (HCM) March 23, 2022 1 Page 14
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analysis methodologies. For purposes of this analysis, Synchro 10 software, which uses the HCM 6th edition methodologies, will be used. It is anticipated that freeway merge -diverge analyses will be conducted since the project is likely to generate more than 50 new trips to freeway ramps.

Year 2040 Without Project Traffic Conditions
Year 2040 background (without project) traffic volumes will be developed by using forecast volumes obtained from the SBTAM. These model volumes will be post -processed using SBCTA post -processing methodologies and application of National Cooperative Highway Research Program Research Report 765 (NCHRP-765) methodologies. The resulting intersection and freeway levels of service will be calculated using the previously discussed analysis methodologies. This will be conducted for the without- and with - interchange alternatives. It is anticipated that the future conditions will include the interchange because it is part of the RTP and is anticipated to be constructed by 2035.

Project Trip Characteristics
Peak hour trip generation for the proposed project will be developed using trip rates for retail in the Institute of Transportation Engineers' (ITE) Trip Generation, and using employment forecasts for the proposed industrial use. Trip distribution patterns for the proposed project will be developed based on select zone model runs from the SBTAM and to reflect local travel patterns in the project vicinity and based on discussion with City staff. This will be conducted for the two interchange scenarios.

Existing and 2040 With Project Traffic Conditions
Existing and future year with -project traffic volumes will be developed by adding project traffic assignments to the existing, opening year, and future year without -project traffic conditions. The resulting intersection levels of service for each scenario will be calculated using the previously discussed methodologies.

Project Effect Assessment
Without -project intersection levels of service will be compared to with -project levels of service to determine potential project effects under each analysis scenario. Specific potential effects to be examined include overall intersection levels of service and queuing that may be in excess of available lane capacity (especially for left turns). Determination of project effects will be based on the City's level of service criteria.

Circulation Improvements
Circulation improvements will be identified to maintain satisfactory traffic operations. These improvements may include intersection turn lanes, signalization, and segment lane additions, as appropriate. The levels of service with improvements will be calculated and summarized, along with a comparison of the levels of service without improvements.

Deliverable(s):
— Draft and Final TIA (Buildout Year)
Task 4.6.4 Full Buildout Without Interchange (LOS Study) This analysis will be conducted for the future conditions for the proposed project under without -interchange future (2040) conditions. The analysis will be conducted using the SBCTA post -processing and NCHRP-765 methodologies and included in the TIA.

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Task 4.6.5 Full Buildout Approved Project (LOS Study)
The project trip characteristics of the approved SP will be calculated using the SBCTA post -processing and NCHRP-765 methodologies. The with -project scenarios will be evaluated for the approved SP. A comparison of LOS between the approved and proposed SPs will be in the TIA.

Task 4.6.6 Full Buildout Approved Project Without Interchange (LOS Study) This analysis will be conducted for the future conditions for the approved SP under without -interchange future (2040) conditions. The analysis will be conducted using the SBCTA post -processing and NCHRP-765 methodologies.

Task 4.6.7 Opening Year Traffic Impact Analysis (LOS Study) An opening year analysis will be conducted for the proposed project near -term projects. ■ Opening Year Without -Project Conditions
■ Opening Year With -Project Conditions
Opening Year Without -Project Traffic Conditions
As stated earlier, the specific methodology used to develop opening year without -project traffic volumes will be identified in consultation with City staff. Based on previous experience with traffic studies in the City, Translutions anticipates that opening year traffic volumes will be developed by applying growth rates to existing traffic volumes and adding cumulative project traffic volumes to existing traffic volumes. The specific growth rates will be identified in consultation with City staff based on forecast data available from the City.

The resulting intersection and freeway levels of service will be calculated using the methodologies identified in Task 4.6.3.

Opening Year With -Project Traffic Conditions (Proposed Project) Opening year with -project traffic volumes will be developed by adding project traffic assignments to the opening year without -project traffic conditions. The resulting intersection levels of service for each scenario will be calculated using the methodologies identified in Task 4.6.3.

DeGverable(s).
— Opening Year Section of the Draft and Final TIA
Task 4.7 Infrastructure (Fuscoe)
Existing Conditions. Fuscoe will collect and review infrastructure documentation and GIS data related to storm drains, water, sewer, flood control, and water quality. Fuscoe will coordinate with the Yucaipa Valley Water District (YVWD) and San Bernardino County Flood Control for the most recent master plans (Drainage, Water and Sewer), water supply assessments, capital improvement budgets, regional studies, GIS layers, and any anecdotal flooding information.

Existing Conditions Infrastructure Exhibits. Based on data obtained, Fuscoe will create GIS-based exhibits for existing infrastructure, including storm -drain, water, and sewer systems.

Hydrology Evaluation. Fuscoe will use the most recent master plan of drainage (MPD) associated with the City of Yucaipa (estimated 2011 to 2012) and the AECOM 2008 hydrology report to evaluate changes in impervious conditions by drainage area/subwatershed and determine if proposed specific plan land uses fall within the anticipated peak flow discharges associated with the most current MPD. Fuscoe will confirm that March 23, 2022 1 Page 16
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existing flood control facilities are designed to accommodate the maximum buildout associated with the proposed project or identify potential impacts and mitigation measures to minimize flood hazards.

Water and Sewer Evaluation and Utility Layout. In coordination with YVWD, Fuscoe will evaluate YVWD's ability to provide water and sewer services for the plan area using the most current water and sewer master plans and capital improvement budgets. Fuscoe will use YVWD-provided generation demands and compare the estimated water and sewer demands associated with the current General Plan versus the proposed Specific Plan. Fuscoe will also compare water and sewer generation against current and planned improvements designed to support future development.

Technical Report. The results of the hydrology and water/sewer evaluation will be summarized in a technical report.

Meetings / Coordination. Fuscoe will participate in up to 38 hours of meetings with the City and YVWD staff.

Deliverable(s):
— Draft and Final Infrastructure Report
Task 4.8 Wildfire Hazards (Dudek)
Dudek's fire protection and evacuation planners will team with Chen Ryan Associates (CRA) to provide evacuation analysis and planning for the proposed project.

Task 4.8.1 Evacuation Study
The first task includes a basic analysis of current evacuation travel times in the project areas, assuming a mass evacuation, and then subsequent phased evacuation scenarios. The results of this analysis will be incorporated in the Dudek Wildland Fire Evacuation Plan. The comprehensive evacuation plan will also analyze and address the ability for the site to serve as a temporary refuge for its residents and visitors as a contingency option that can positively impact evacuation conditions.

Evacuation Analysis. CRA will conduct an evacuation analysis for the proposed project based on the anticipated number of vehicles that need to leave the evacuation area. The analysis will look at seven scenarios:
■ Scenario A (Baseline). Full evacuation of existing land uses surrounding the Yucaipa Freeway Corridor Specific Plan. Specific area of evacuation to be determined based on existing land use, freeway access, and study area in the 2008 EIR.
■ Scenario B (Direct). Full evacuation of the proposed project in addition to the existing land uses via the Live Oak Canyon Road/1-10 interchange only.
■ Scenario C (Direct). Full evacuation of the proposed project in addition to the existing land uses via both the Live Oak Canyon Road/1-10 and the Wildwood Canyon Road/1-10 interchanges (future interchange). ■ Scenario D (Cumulative). Evacuation of the project, existing and cumulative land uses, and the existing transportation network.
■ Scenario E (Cumulative). Evacuation of the project and existing and cumulative land uses with both the Live Oak Canyon Road/1-10 and the Wildwood Canyon Road/1-10 interchanges (future interchange).

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■ Scenarios F and G (TBD). Scenarios to be determined at a later date; potential scenarios include mitigation measures to reduce evacuation time.

A detailed figure of the land uses and evacuation routes will be submitted to the City for review prior to conducting the analysis. Evacuation analysis will be conducted for each of the seven scenarios using the following steps, which will be documented in a technical memorandum:

1. Review the 2008 EIR, Specific Plan, and Traffic Study to determine the worst -case scenario (scenario with the highest traffic volumes). The scenario with the highest traffic volumes will be used as the baseline for developing the VISSIM traffic network in Step 4.

2. Coordinate with the project team to determine the assumed land use for each of the parcels.

3. Conduct an analysis to determine the number of vehicles that need to evacuate the plan area. Analysis will be based on a combination of information provided by the client, survey data, and ITE's Parking Generation Manual.

4. Develop an internal circulation and parking network for the proposed project using the VISSIM microsimulation software.

5. Conduct an evacuation analysis using the network developed in Step 4. It is assumed that a vehicle is considered "safe" when it arrives at 1-10, and that all vehicles will head east from the plan area.

Comprehensive Evacuation and Contingency Plan. This task includes consultation with transportation planners prior to, during, and following the simulation modeling to help define assumptions, review results, tweak the model, and interpret outputs. This task also includes fire protection planner review and input on the final technical memorandum.

Conceptual Wildfire Emergency Evacuation Plan (CWEP). The Dudek team will prepare a CWEP that incorporates the evacuation traffic modeling for the current condition and for the "with -project" conditions and includes these additional features:
■ Prepare Quick Reference section of CWEP to be used by visitors and staff. ■ Prepare body of plan using industry standards and camping resort specifics with Dudek's format. ■ Evacuation planning process, emergency response, evacuation points and shelters, shelter -in -place discussion.
■ Route determination.
■ Evacuation awareness.
■ Evacuation procedures.
■ Scenario descriptions.
■ Recommended measures.
■ Contingency options —temporary refuge/shelter in place ■ Graphics will include: site location, site plan, conceptual evacuation routes, shelter -in -place sites map, evacuation toolkits/action plan, and others as determined appropriate March 23, 2022 1 Page 18
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Del& eiab/e(s).
— Attendance at up to 6 virtual meetings (3 for the evacuation analysis; 3 for the CWEP) — Draft and Final Evacuation Memorandum
Task 4.8.2 Fire Protection Plan (FPP)
The requested FPP will evaluate fire risk and inform the project regarding fire code conformance, specifically regarding the project location in a very high fire hazard severity zone in San Bernardino County Fire Department's (SBCFD) jurisdiction. The FPP will address fire issues at the site, documenting how the proposed project complies with code requirements; should there be project aspects that do not comply with the code, the FPP will propose mitigation measures or alternative approaches for compliance.

Data Acquisition and Review. Dudek will compile the most recent digital information, including site and grading plans, for incorporation into the fire protection analysis, fuel modification plan, site's fire behavior models, and GIS exhibits. Dudek will evaluate the latest site plan as part of its plan check analysis.

Site Risk Assessment. Dudek will conduct site -specific risk assessment and field data collection that will be used for completing the overall project risk assessment and fire behavior modeling analysis. Among the field tasks that will be completed are:
■ Vegetation measurements and mapping refinements
■ Fuel load analysis (current and historic)
■ Topographic features documentation
■ Photograph documentation
■ Off -site land uses and fuel status
■ Confirmation/verification of hazard assumptions
■ Access/egress documentation
Fire Protection Plan Preparation. Dudek will prepare an FPP summarizing project details and applicable code compliance using an FPP standard that includes the basic components necessary to evaluate risk and provide measures to mitigate that risk. FPPs effectively memorialize risk -based requirements of projects with input and final approval by the Fire Authority Having Jurisdiction. Goals of the project's FPP are to minimize and mitigate fire issues created by the project and to reduce the impact the proposed project may have on the local fire protection delivery system. For the proposed project, it is anticipated that the FPP will be used to document the projects' unique location and land use, code conformances, and customized fire safety measures. The FPP will detail provisions for alternative materials and methods to provide the same practical effect for project features that cannot comply strictly with the code. The goal will be to avoid changes in the project footprint or creating additional, unanalyzed impacts to the extent feasible.

Fuel Modification Plan (FMP). Dudek will use the information from the FPP to establish the conceptual fuel modification setback and provide a basic exhibit of the fuel modification zone boundaries. Following this task, and assuming the site plan can accommodate the fuel modification zone, an FMP will be prepared for this project, per SBCFD requirements. Preparation of the FMP will include use of AutoCAD and will incorporate landscape components that are suitable for a modified fuel area. The FMP will include topographic information, existing vegetation/fuels locations, proposed structure locations, proposed fuel modification zone locations, proposed treatment prescriptions, plant palette (provided by project landscape architect), site photographs, results from fire behavior modeling efforts, and other related information. Dudek will not prepare the landscape plan/plant location plan or the irrigation plan but will integrate the project's landscape architect's drawings and irrigation plan into the FMP.

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Meetings Project Administration, Publication Services, and Communications. Dudek anticipates attendance at up to two virtual meetings throughout the project with the project team and SBCFD. These meetings may include presenting initial findings, discussing potential issues, or proposing mitigating measures (internally and then to SBCFD). No community or public meetings are included under this scope of work.

Del&erable(s).
— Attendance at up to 2 virtual meetings
— Draft and Final Fuel Modification Plan
— Draft and Final Fire Protection Plan
TASK S. ADMINISTRATIVE DRAFT SEIR
Task 5.1 Administrative Draft SEIR
The SEIR will examine the environmental impacts of the proposed project based on the level of detail in the Specific Plan, The SEIR will clearly identify and address all potential issues facing the proposed project. The SEIR will also examine all phases of the project, including planning, construction, and operation. The SEIR will be clearly written and will avoid technical jargon to the extent possible so that the document is easily understood. If technical terms need to be introduced for accuracy, they will be clearly defined. The existing conditions of the project site will be used to set the baseline for the environmental analysis. Mitigation measures will be recommended in the SEIR, where necessary.

PlaceWorks will prepare a screencheck Draft SEIR that includes all mandatory elements of an EIR in accordance with the CEQA Guidelines. Sections of the SEIR will include:
■ Executive Summary
■ Introduction
■ Project Description
■ Environmental Setting
■ Environmental Topical Sections —Existing Conditions and Regulatory Setting, Thresholds of Significance, Environmental Impact Assessment/Analysis, and Mitigation Measures (as needed) ■ Alternatives to the Project
■ Other CEQA-Mandated Sections—e.g., Significant Unavoidable Adverse Impacts, Growth -Inducing Impacts
Our specific approach to environmental topics to be supported by technical studies is detailed in Task 4, Technical Studies, and assumes that Dudek will preparate a Biological Resources Technical Report and Jurisdictional Delineation under contract to the City. The scope of work for the environmental topics is summarized below. PlaceWorks will use existing information compiled for the 2008 Certified EIR for the plan area, where applicable.

Aesthetics
The 2008 Certified EIR identified significant impacts associated with the Approved Project. The Aesthetics section will focus on the land use changes on the 1,242-acre site associated with the proposed project. The SEIR will document the views of the project site from existing scenic resources identified in the City's General March 23, 2022 1 Page 20
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Plan (e.g., local scenic corridors, including Live Oak Canyon Road and the Wildwood Canyon Road extension).

PlaceWorks will incorporate the design standards, elevations, landscape requirements, and lighting standards from the Specific Plan that minimize impacts to the Mount Palomar Observatory and reduce aesthetic impacts of the project. Our scope of work does not include any conceptual views or view simulations of the project from locally important scenic corridors.

Agriculture and Forestry Resources
The 2008 Certified EIR identified significant impacts associated with loss of agricultural land uses. The project site is identified as Farmland of Local Importance, and the project site is not under Williamson Act contracts.

Additionally, the Specific Plan area does not contain timberland or forest resources. Impacts to agriculture and forestry resources will be address in Chapter 8, Impacts Found Not to Be Significant.

Biological Resources
The 2008 Certified EIR identified loss of wetlands as a significant unavoidable impact of the Approved Project.

PlaceWorks will incorporate the Biological Resources Technical Report and Jurisdictional Delineation prepared by Dudek. The SEIR section will discuss the potential for Specific Plan development to impact sensitive habitat and species.

Geology and Soils
PlaceWorks will incorporate the information in the 2008 Certified EIR and the 2016 General Plan for geotechnical resources. The SEIR section will discuss the potential for Specific Plan impacts to exacerbate geohazards or impacts to paleontological resources (see also Task 4.4) and will design mitigation measures to reduce the significance level of those impacts.

Hazards and Hazardous Materials
PlaceWorks will incorporate the information in the 2008 Certified EIR for hazards and hazards materials. This section will identify if the project site is on a list of hazardous materials or has "recognized environmental conditions." Additionally, this section will identify if industrial and manufacturing uses allowed in the Business Park (BP) or Commercial (C) land uses could result in transport, use, and/or disposal of hazardous materials, including hazardous materials within 1,000 feet of a school. The SEIR will document regulations that minimize these hazards and any design standards in the Specific Plan for industrial and manufacturing uses.

Additionally, this section will discuss emergency access in the Specific Plan area.

Hydrology and Water Quality
See Task 4.7. PlaceWorks will incorporate the hydrology report and preliminary water quality management plan (WQMP). This section will provide a description of existing and proposed drainage improvements and mapped flood hazard areas. This section will also provide a discussion on project -related short-term construction and long-term operational impacts to existing hydrology and water quality; National Pollution Discharge Elimination System and other applicable regulatory requirements; and any other stormwater pollution prevention measures available from the hydrology report and WQMP.

Land Use and Planning
The 2008 Certified EIR identified significant impacts of the approved project associated with consistency of general plan policies related to agricultural resources, noise, and air quality. Since the EIR was certified the City has adopted an update to the General Plan. Analysis of the proposed project will focus on the consistency of the proposed project with regional goals and policies, including SCAG's Regional Transportation Plan / Sustainable Communities Strategy and the City's General Plan.

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Mineral Resources
PlaceWorks will incorporate the information in the 2008 Certified EIR for mineral resources.

Population and Housing
The SEIR will identify the FCSP's potential impacts to population and housing and employment compared to regional forecasts and that of the Approved Project.

Public Services
New residential and nonresidential uses would result in an increase in demand for schools (Yucaipa-Calimesa Joint Unified School District), police (Sheriff), fire (CAL FIRE / SBCFD ), and other emergency services. The SEIR will evaluate how the introduction of residential and nonresidential uses could alter demand for public services in the city compared to the approved project. PlaceWorks will coordinate with service providers to ensure that impacts to their facilities are addressed.

Recreation
The proposed project would result in an increased demand for recreation in Yucaipa. The SEIR will analyze the demand the proposed project would have on recreational facilities. Satisfaction of parkland dedication requirements will also be discussed.

Tribal Cultural Resources
This section will assess the project's potential impacts on tribal cultural resources based on any correspondence the City receives from the SB 18- and AB 52-specific Native American tribal contacts (see Task 4.4). The SEIR will include mitigation measures coordinated with the tribe(s) and City to reduce the significance level of those impacts.

Utilities and Service Systems
The FCSP will require substantial investment in new sewer, water/recycled water, stormwater, and dry utilities infrastructure. This section will incorporate the WSA being prepared for the Specific Plan (see Task

4.5) and will document the Yucaipa Valley Water District's 2020 Urban Water Management Plan and Water Shortage Continency Plan. Sewer and water infrastructure studies prepared for the Specific Plan (see Task

4.7) that document the proposed infrastructure improvements and capacity will also be incorporated into the SEIR.

Wildfire
The FCSP is within a very high fire hazard severity zone. This section will summarize wildfire hazards in the project area and identify existing regulations and the Fire Protection Plan and Evacuation Study being prepared by Dudek (see Task 4.8).

Alternatives
In compliance with Section 15126(d) of the State CEQA Guidelines, the SEIR will evaluate a reasonable range of alternatives. Per CEQA, EIR alternatives are required to be selected on the basis of their ability to:
■ Avoid or reduce one or more of the project's significant impacts. ■ Feasibly attain most of the basic objectives of the project.

Analyses of up to three alternatives, including the "No Project" alternative, are included in the cost estimate for the SEIR.

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We will develop meaningful project development alternatives that take into account stakeholder input and evaluate which alternatives have the potential to achieve the majority of project objectives and reduce or eliminate significant impacts. Impacts associated with each alternative will be compared to proposed project impacts for each of the environmental impact categories. The environmentally superior alternative will be identified; if it is the No Project Alternatives, one of the development alternatives will be identified as environmentally superior to the others.

The completed screencheck Draft SEIR will be submitted to City staff for review and comment. Our proposed schedule and budget assume that a complete screencheck draft will be prepared for review and comment, which is more efficient than incremental submittal of sections.

Deliverable(s).
— Administrative Draft SEIR, including technical appendices (digital in PDF and MS Word formats) Task 5.2 Second Administrative Draft SEIR
For the purposes of this proposal, we assume that up to one round of review of the Administrative Draft SEIR by City and legal staff will be necessary. Modification to the scope of work, budget, and time frame may be necessary if additional reviews are required. It is also assumed that all City staff comments concerning the Administrative Draft SEIR will be transmitted electronically to PlaceWorks at the same time. As appropriate, PlaceWorks' project manager and project planner will meet with City staff to discuss and resolve any major areas of concern, clarify areas of misunderstanding, etc. Follow-up with City staff/departments will be conducted as necessary to respond to comments.

Deliverable(s):
— Second Administrative Draft SEIR, including technical appendices (digital in both PDF and MS Word) TASK 6. PUBLIC REVIEW DRAFT SEIR
PlaceWorks will prepare the public review Draft SEIR, that is, the final version of the document before it goes into reproduction. Digital files of the appendices will be saved individually so they can be easily uploaded to the City's website. Unless requested/required otherwise by the City, our budget assumes that PlaceWorks will reproduce and distribute the public review Draft SEIR to the State Clearinghouse, County Clerk, responsible and trustee agencies, and other special interest groups and individuals identified on a distribution list to be developed in consultation with the City. Per the RFP, it is assumed that the City will be responsible for all newspaper notices, site postings, County Clerk filing fees, and direct mailings to surrounding property owners and will post the document on the City's website. In addition to hard copy mailings, PlaceWorks will also email the agencies and interested persons who requested to be on the mailing list.

Upon City approval of the Draft SFIR as the public draft version, we will prepare a Notice of Availability (NOA).

The NOA will provide a summary of the project description and an explanation of the scope of issues in the Draft SEIR. The NOA will also clearly identify the public review period, contact person, and address established for submitting comments on the Draft SEIR. PlaceWorks will also file the Notice of Completion with the State Clearinghouse. It is assumed that the City will be responsible for posting the NOC and Draft SEIR on the City's website in accordance with AB 819.

Deliverable(s).
— File NOA with County Clerk + Filing Fees
— File the NOC with the State Clearinghouse (CEQAnet)
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— Public Draft SEIR, including technical appendices (10 hard copies of Volume I DEIR + electronic copies of Volume II appendices; up to 50 certified mailing)
TASK 7. FINAL SEIR / RESPONSE TO COMMENTS
PlaceWorks will prepare responses to public comments received during the 45-day EIR public review period.

Responses will focus on comments that address the adequacy of the environmental document. Comments that do not address CEQA adequacy will be noted as such, and no further response will be provided unless deemed necessary by City staff. PlaceWorks will prepare the responses in coordination with City staff, as needed, to ensure that the Draft SEIR and associated documents are legally defensible, accurate, and useful to decision -makers considering approval of the proposed project.

The budget for the Response to Comments is an estimate only and assumes approximately 60 hours to complete. The estimated budget assumes that no additional basic research will be required to respond to comments, that the comments will be directed at the substance and technical adequacy of the document, and that the comments will be compiled by the City and transmitted in writing or via e-mail to PlaceWorks.

Modification to the scope of work, budget, and time frame may be necessary if comments received from agencies and/or the general public require substantially increasing the scope of impacts and issues to be addressed. Should this situation become apparent, we will discuss it with the City before the response to comments budget is consumed to determine an appropriate course of action.

PlaceWorks will revise the Final SEIR based on City comments. As required by CEQA, responses to "public agency" comments will be provided to those agencies a minimum of 10 days prior to consideration of the project by the City Council. It is assumed that the City will post the Final SEIR on the City website in accordance with AB 819.

Deliverable(s):
— Draft Final SEIR (digital in PDF and MS Word formats) — Public Review Final SEIR (20 hard copies + electronic copies) TASK 8. MITIGATION MONITORING AND REPORTING PLAN
PlaceWorks will prepare a Mitigation Monitoring and Reporting Program (MMRP) based on mitigation measures identified in the SEIR and pursuant to Section 21081.6 of the CEQA Public Resources Code. The MMRP will be defined through working with City staff to identify appropriate monitoring steps/procedures in orderto provide a basis for monitoring such measures during project implementation. ]twill be in standard City format and will identify the significant impacts that would result from the proposed project; proposed mitigation measures for each impact; the timing at which the measures will need to be conducted; the entity responsible for implementing the mitigation measure; and the City department or other agency responsible for monitoring the mitigation effort and ensuring its success. The MMRP will be submitted to City staff for review and approval in conjunction with submittal of the Response to Comments.

Deliverable(s).
— Screencheck and Final MMRP (digital in PDF and MS Word formats) TASK 9. FINDINGS OF FACT / STATEMENT OF OVERRIDING CONSIDERATION Section 15091 of the CEQA Guidelines requires that no public agency approve or carry out a project for which an EIR has been completed that identifies one or more significant environmental effects unless the public agency prepares findings for each significant effect. PlaceWorks will prepare draft findings and facts in support of findings for each of the significant impacts identified by the Draft SEIR and whether those impacts March 23, 2022 1 Page 24
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would be reduced to below a level of significance by proposed mitigation measures. These findings and facts will be incorporated into the resolution(s) to be prepared by City staff, if deemed necessary.

Additionally, Section 15093 of the CEQA Guidelines requires that when an agency approves a project that will have significant adverse environmental effects that are unavoidable, the agency must make a statement of its views on the ultimate balancing of the merits of approving the project despite the environmental impact(s). PlaceWorks will prepare the statement of overriding considerations for any unavoidable significant impacts that may be identified by the Draft SEIR.

Deliverab/e(s):
— Findings of Fact / Statement of Overriding Considerations (digital in PDF and MS Word formats) TASK 10 NOTICE OF DETERMINATION
Within five days after approval of the project by the Yucaipa City Council, PlaceWorks will file a Notice of Determination (NOD) with the County Clerk and State Clearinghouse. The NOD will be filed with the County Clerk and County fees' and uploaded to CEQAnet. It is assumed the City will post the NOD in accordance with AB 819.

Deliverable(s):
— File NOD with State Clearinghouse and County Clerk, including associated filing fees (County fees) TASK 11. PROJECT MANAGEMENT AND MEETINGS
Task 11.1 Project Management
PlaceWorks' project manager will coordinate closely with City staff to ensure that the SEIR delivered to the City is legally defensible, accurate, and useful to decision makers. The project manager will coordinate with the City throughout the project, not only to streamline the CEQA process, but to anticipate and avoid any changes that could result in delays.

The project manager will be the key contact for the City and will be responsible for (1) managing task scheduling and assignment, management of resources, monitoring of costs, and schedule adherence; (2) consultation and coordination with local and state agencies relative to the environmental document and the environmental review process; (3) coordination and communications with City staff to ensure that City policies, procedures, and any applicable codes are complied with and, where applicable, are incorporated into the SEIR; (4) ensuring that the environmental review process and the SEIR satisfy the statutes and guidelines of CEQA and the City's adopted Environmental Review Guidelines; and (5) representing the consultant team in public meetings and conference calls as requested by the City.

The project management task is based on duration of approximately 12 months for the SEIR. If the schedule of the project is extended for reasons beyond PlaceWorks' control, a contract amendment may be required for additional fees for project management and coordination efforts.

Task 11.2 Meetings
Monthly Virtual Meetings. Our proposal includes attendance of PlaceWorks' project manager and project planner at monthly virtual (e.g., Zoom or Teams) meetings. 1 It is assumed the City can provide a copy of the receipt for the CDFW fees from 2008.

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Other In -Person Meetings. PlaceWorks' project manager and project planner will attend up to two in -person status meetings. Approximately eight hours of PlaceWorks' project manager and project planner time are assumed for each in -person meeting —the hours noted include preparation (e.g., meeting agendas), drive, and attendance time.

Deliverable(s):

Monthly virtual meetings (Zoom or Teams)
— 2 in -person status meetings
1 �► �W111:1I0MIXt"r;ll_I►LPL
PlaceWorks' project manager will attend up to three public hearings at the City. We assume approximately eight hours for each public hearing —the hours noted include preparation, drive, and attendance time.

Deliverable(s):
— 3 public hearings (2 planning commission and 1 city council) Proposed Schedule
Our proposed schedule anticipates City Council hearings approximately 12 months after the City's approval of the Project Description (Task 1.1). We anticipate a standing monthly meeting with the project team throughout the duration of the project.

Cost Estimate
PlaceWorks' cost estimate is based on our hourly fee schedules, shown below. We will work with the City to refine the scope and cost, as needed, to address the program- and project -level impacts of the FCSP in the SEIR.

Table 1. Cost Estimate
TASK
COST
Task 1. Project Initiation
$26,509
Task 1.1. Project Description
17,855
Task 1.2. CEQA Kick-off Meeting
6,446
Task 1.3. Site Visit
2,208
Task 2. Notice of Preparation
6,548
Task 3. Scoping Meeting
6,793
Task 4 Technical Studies
474,846
Task 4.1. Air Quality, Energy, GHG Emissions (PlaceWorks) 32,979
Task 4.2. Health Risk Assessment (PlaceWorks))
18,732
Task 4.2.1. Construction HRA
8,680
Task 4.2.2. Operational HRA
10,052
Task 4.3. Noise & Vibration (PlaceWorks)
19,018
Task 4.4. Tribal, Cultural, and Paleontological Resources (PlaceWorks) 12,888
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Table 1. Cost Estimate
TASK
COST
Task 4.5. Water Supply Assessment (PlaceWorks)z
13,918
Task 4.6. Transportation (Translutions)
200,200
Task 4.6.1. VMT Study (CEQA)3
22,000
Task 4.6.2. Safety Analysis for the Freeway Interchange (CEQA)4 6,600
Task 4.6.3. Full Buildout Traffic Impact Analysis (LOS Study)5 71,500 ,
Task 4.6.4. Full Buildout Without Interchange6
33,000
Task 4.6.5. Full Buildout Approved Project6
19,800
Task 4.6.6. Full Buildout Approved Project Without Interchange6 19,800
Task 4.6.7. Opening Year Traffic Impact Analysis (LOS Study)5 27,500
Task 4.7. Hydrology and WQMP (Fuscoe)7
56,650
Task 4.8. Wildfire Hazards (Dudek)8
120,461
Task 4.8.1. Evacuation Study
75,702 „
Task 4.8.2. Fire Protection Plan
44,759 ,
Task 5. Administrative Draft SEIR
133,615
Task 5.1. Administrative Draft SEIR
112,307
Task 5.2. Second Administrative Draft SEIR
21,308
Task 6. Public Review DEIR
12,638
Task 7. Final EIR/Response to Comments
16,034
Task 8. Mitigation Monitoring and Reporting Program
3,397
Task 9. Findings of Fact/Statement of Overriding Considerations 10,588
Task 10. Notice of Determination
515
Task 11. Project Management and Meetings
28,743
Task 11.1. Project Management
16,850
Task 11.2. Meetings
11,893
Task 12. Hearing Attendance
11,016
Subtotal
$731,242

REIMBURSABLES
$11,843

GRAND TOTAL
$743,085
10% CONTINGENCY
$73,124
GRAND TOTAL WITH 10%Contingency
$816,209
+ t✓)CC L.v D I N Gc Q p 1't�o IV ,4 E-
IV
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PLACEWORKS
Table 1. Cost Estimate

TASK COST
Tasks in the Ballpark Provided in 2021 $333,124
Tasks Outside Ballpark Provided in 2021 $409,961
Notes: Subconsultants billed at cost plus 10%. Labor includes 2% for office expenses. Mileage based on IRS mileage rate.

Tasks highlighted are tasks that were not anticipated as part of the ballpark cost estimate in 2021.

1. HRA tasks are necessitated to address project -level impacts associated with the near -term projects.

2. The WSA was assumed to be initiated as part of the Specific Plan.

3. The SLAG contract only includes one VMT scenario for buildout.

4. The TIA is requested to address project -level and safety impacts associated with the truck -intensive uses of the near -term projects. The cost for the safety analysis is $6,000 if Task 4.6.3 is authorized. If the TIA is not authorized, then the cost for the safety analysis for the CEQA document is $36,000.

5. The Traffic Impact Assessment (TIA) was an optional task in the SCAG study. This task is not needed for the CEQA analysis but is required by the City.

6. These tasks are not needed for the City -required TIA. However, if these are not authorized, additional modeling is still necessary to provide segment volumes for the noise analysis. The cost for this task is reduced by approximately half.

7. Civil engineering studies were assumed as part of the Specific Plan.

S. Fire safety hazards, including the need to conduct evacuation studies, are an emerging trend in CEQA documents. The Attorney General is following Specific Plan CEQA projects in very high fire hazard severity zones. These studies are recommended to prevent recirculation and adequately address potential wildfire hazards based on recent CEQA case law.

PlaceWorks - 2022 Standard Fee Schedule

STAFF LEVEL

HOURLY BILL RATE
Principal
$210-$335
Associate Principal
$195-$250
Senior Associate/Senior Scientist II
$170-$235
Senior Associate/Senior Scientist 1
$160-$195
Associate/Scientist 11
$135-$170
Associate/Scientist 1
$125-$160
Project Planner/Project Scientist
$105-$150
Planner/Assistant Scientist
$90-$130
Graphics Specialist
$90-$135
Administrator
$145-$200
Clerical/Word Processing/Technical Editor
$45-$150
Intern
$75-$100
Subconsultants are billed at cost plus 10%.

Mileage reimbursement rate is the standard IRS -approved rate.

Possible Yearly Increase of 5% on bill rates.
2022 StandardFeeSchedule 12-07-21
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March 23, 2022
Benjamin Matlock
Planning Manager/City Planner
City of Yucaipa
34272 Yucaipa Boulevard
Yucaipa, California 92399
Subject: Proposal for Biological Services for the Yucaipa Freeway Corridor Specific Plan Project, City of Yucaipa, San Bernardino County, California
Dear Mr. Matlock:

Dudek is pleased to provide this proposal for biological services for the proposed Yucaipa Freeway Corridor Specific Plan Project (project), which is on an approximately 1,234-acre site in the City of Yucaipa (City), California.

Dudek has reviewed the Yucaipa Freeway Corridor Specific Plan Biological Resources Technical Report (Ecosystems Restoration Associates 2007) in order to develop this scope of work and has based many of the assumptions on the content of the report.
1 Scope of Services
Dudek's qualified biologists will map and characterize vegetation communities and land covers within the 1,234- acre project site. The mapping methods will be consistent with the California Department of Fish and Wildlife's (CDFW) Protocols for Surveying and Evaluating Impacts to Special Status Native Plant Populations and Sensitive Natural Communities (CDFW 2018) and Survey of California Vegetation Classification and Mapping Standards (CDFW 2021). Natural vegetation communities will be classified according to A Manual of California Vegetation, Second Edition (Sawyer et al. 2009) at the vegetation alliance level and, where appropriate, to the association level. Vegetation communities will be classified based on site factors, descriptions, distribution, and characteristic species present in the area. Information such as dominant species and associated cover classes, aspect, canopy height, and visible disturbance factors will be recorded. In some areas, the vegetation communities observed in the field may not match those described A Manual of California Vegetation, Second Edition (Sawyer et al. 2009) or other classification system recognized by the CDFW (2021). In these instances, Dudek will generate additional appropriate, site -specific vegetation community or land cover classifications.

Vegetation communities will generally be mapped to the alliance level except where mapping to the finer -scale association level is necessary to determine sensitivity in accordance with the most recent version of the California Natural Communities List (CDFW 2021). Also, because non-native grasslands are not classified as a sensitive natural community, these vegetation communities will not be mapped to the alliance or association level. For example, a stand of ripgut brome (Bromus diandrus) would simply be mapped as non-native grasslands because alliance- and association -level information would not change the fact that non-native grasslands are not DUDEK
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INERINIMIMA

To: Benjamin Matlock
Subject: Proposal for Biological Services for the Yucaipa Freeway Corridor Specific Plan Project. City of Yucaipa, San Bernardino County, California
considered sensitive. This approach will reduce the cost of mapping vegetation. Minimum mapping units will be established to standardize the scale and appropriate evaluation of stands, as recommended by CDFW (2020).

One acre for upland natural communities not considered sensitive and 0.25 acres for sensitive vegetation communities and wetland or riparian vegetation communities will be used as minimum mapping units.

Dudek's qualified biologists will map vegetation communities and collect data in the field using an Esri ArcGIS mobile application. A Dudek geographic information system (GIS) technician will transfer the vegetation boundaries into an ArcGIS file and create a GIS coverage for vegetation communities. Once major line work and community designations are completed, a geodatabase will be created to verify all electronic boundaries are topologically correct and meet final quality control and assurance procedures.

This should be initiated immediately following notice to proceed in order to support time constraints of spring focused surveys.

Task 1 Assumptions
■ For vegetation community mapping efforts, approximately 100 acres can be surveyed by a single biologist in one day.
■ This scope assumes an approximately 1,234-acre project site can be surveyed in 13 person -days.

Task 1 Deliverables
■ Results of the vegetation community and land cover mapping will be incorporated directly within the Biological Resources Technical Report (Task 9).

Costfor Task 1.................................................................................................................................................. $34,281.00 Task 2.1 Jurisdictional Delineation Fieldwork
A formal jurisdictional delineation (JD) of state and federal jurisdictional waters will be conducted throughout the 1,234-acre project site in accordance with the following agencies and regulations: the U.S. Army Corps of Engineers (USACE), pursuant to Section 404 of the federal Clean Water Act; the Regional Water Quality Control Board (RWQCB), pursuant to Section 401 of the federal Clean Water Act and the Porter -Cologne Act; and CDFW pursuant to the California Fish and Game Code.

Jurisdictional waters of the United States, including wetlands, will be delineated in accordance with the 1987 U.S.

Army Corps of Engineers Wetlands Delineation Manual (TR Y-81-1) and current published USACE guidance at the time of the delineation report. Non -wetland waters will be mapped at the ordinary high water mark based on the procedures defined in USACE's 2008 A Field Guide to Ordinary High Water Mark (OHWM) in the Arid West Region of the Western United States. Waters of the state will be mapped in accordance with the State Wetland Definition and Procedures for Discharges of Dredged or Fill Material to Waters of the State (Procedures) adopted on April 2, 2019, and revised on April 6, 2021. As described in these procedures, wetland waters of the state will be mapped based on the procedures in USACE's 1987 Corps of Engineers Wetlands Delineation Manual and its 2008 Regional Supplement to the Corps of Engineers Wetland Delineation Manual: Arid West Region (Version 2.0).

Areas under RWQCB jurisdiction generally coincide With waters of the United States; however, isolated waters may be under RWQCB jurisdiction as waters of the state as provided by the state Porter -Cologne Act. Additionally, riparian habitat associated with stream channels may be subject to CDFW jurisdiction.

D U D E K MARCH 2O22
-227-

To: Benjamin Matlock
Subject: Proposal for Biological Services for the Yucaipa Freeway Corridor Specific Plan Project, City of Yucaipa, San Bernardino County, California
Vegetation, hydrology, and soils will be examined at each aquatic feature potentially under federal/statejurisdiction. If needed, wetland sampling points will be conducted in to determine the extent of the jurisdictional areas. Where the extent of these jurisdictional areas is questionable or unclear, additional data stations will be completed. The 2020 USACE National Wetland Plant List will be used, as recently directed by the USACE, to determine the indicator status of plant species. Drift lines and drainage patterns will be noted, where present. Munsell soil color charts will be used to determine soil chroma and value. Soil pits will be dugto depths rangingfrom 10 to 16 inches. Excavated soils will be examined for evidence of hydric conditions, including low chroma values and mottling, vertical streaking, and high organic matter content in the upper horizon. This scope of work includes sampling and analyzing at up to eight soil pit stations.

Once the data collection at various sampling stations has been completed, the boundaries of the jurisdictional features will be delineated in the field using a web mapping application (Collector for ArcGIS) with sub -meter accuracy. All delineated features will be depicted on project maps.

Task 2.1 Assumptions
■ This scope assumes that the delineation cam be completed in 9 person -days. ■ This scope of work assumes up to eight wetland sampling points will be conducted.

Task 2.1 Deliverables
■ Results of jurisdictional delineation will be provided in the Aquatic Resources Delineation Report (Task 2.2).

Task 2.2 Aquatic Resources Delineation Report
In order to support a preliminary JD (PJD) and/or permitting, Dudek will prepare a stand-alone Aquatic Resources Delineation Report (ARDR), that describes the existing conditions within the study area in compliance with Special Public Notice dated March 16, 2017, Minimum Standards for Acceptance of Aquatic Resources Delineation Reports.

The ARDR will support the PJD request from USACE.

The ARDR will include the following information:
■ Contact information for the Applicant(s), property owner(s), and agent(s) ■ Project location
■ Delineation methods
■ Results describing all aquatic resources, including a detailed table of each resource ■ A description of existing field conditions
■ A discussion of hydrology at the site
■ Soils descriptions
■ Required forms
■ Maps prepared consistent with the Updated Map and Drawing Standards for the South Pacific Division Regulatory Program
■ Photographs showing representative aquatic resources
■ Completed data station forms
■ Digital GIS data of the aquatic resources
■ Appendix summarizing the methods and results of state -mapped waters DUDEK
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MARCH 2O22 3

To: Benjamin Matlocl<
Subject: Proposal for Biological Services for the Yucaipa Freeway Corridor Specific Plan Project, City of Yucaipa, San Bernardino County, California
After review and approval of the ARDR and PJD forms by the City, Dudek will submit the ARDR and PJD forms to USACE staff with a request for an approved PJD. Dudek will coordinate with USACE and provide any additional data or analysis required to substantiate the findings. Upon final approval, USACE will issue an approved PJD letter and publish the findings on their website. Depending upon the approvals required, existing precedents, and any U.S. Environmental Protection Agency involvement, it may take USACE staff anywhere from 30 to 120 days to issue the verification.

If the project includes impacts to jurisdictional resources, regulatory permitting will be required; however, permitting is not included in this scope of work.

Task 2.2 Assumptions
■ The limits of disturbance will be provided to Dudek in GIS shapefiles and will be easily readable. ■ One round of revisions will be included, based on comments received from the City.

Task 2.2 Deliverables
■ Electronic delivery of the Draft ARDR for review by the City. ■ Electronic delivery of the Final ARDR incorporating one round of City comments.

Costfor Task 2.................................................................................................................................................. $31, 879.00 Based on a review of documentation covering the project site and aerial imagery, the project site contains potential habitat for burrowing owl (Athene cunicularia). Therefore, protocol -level focused surveys are recommended.

Dudek will conduct focused burrowing owl surveys in accordance with the Staff Report on Burrowing Owl Mitigation (CDFW 2012). Focused surveys for burrowing owl consist of site visits on four separate days conducted duringthe breedingseason (March 1-August 31). Thefirst burrowingowl survey needsto be conducted by April 15. A qualified biologist will conduct surveys by walking uniform transects throughout the project site and a 500-foot buffer of the site (where access is authorized), and will document any potential burrowing owl habitat on site (i.e., relatively open habitat with low gradients and burrow resources, which includes burrows or humanmade structures 4 inches or greater in diameter) with a web mapping application (FieldMaps for ArcGIS).

We have assumed for this scope and cost that 100% of the non -developed, non -riparian, and non -woodland portions of the area (approximately 1,000 acres) will require the first pass of the focused burrowing owl survey. It is assumed that 25% (approximately 250 acres) will contain suitable burrows (e.g., burrow resources with openings 4 inches or greater in diameter) that will require surveys for the remaining three survey passes. We assume that there is good visibility and that 20-meter transects will net 100% visual coverage. Based on the assumptions listed above, the survey will require approximately 250 miles of transects, and the survey is expected to take 26 person -days for the first pass and 7 person -days for each of the last three surveys. Therefore, four survey passes are expected to take 47 person -days.

The results of the focused burrowing owl surveys will be included in the Biological Resources Technical Report (BRTR), as described in Task 9. The BRTR will include the methodology, results of the survey, site photographs, and a map depicting the location of all suitable burrows, burrowing owl sign, occupied burrows, and/or burrowing owls observed.

D V D E K MARCH 2O22
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To: Benjamin Matlock
Subject: Proposal for Biological Services for the Yucaipa Freeway Corridor Specific Plan Project, City of Yucaipa, San Bernardino County, California
Task 3 Assumptions
■ This scope assumes that approximately 1,000 acres of the project site will contain suitable vegetation for burrowing owl. This will be subject to the Pass 1 burrowing owl survey and focused burrow survey. The 1,000 acres would require 130 miles of transects spaced 20 meters apart.

This scope assumes that the survey pass can be surveyed in 26 person -days. ■ This scope assumes that approximately 250 acres (25%) of the project site will contain suitable burrows for burrowing owl. This will be subject to the Passes 2-4 surveys and focused burrow survey. The 250 acres would require approximately 120 miles of transects spaced 20 meters apart. This scope assumes that each survey pass can be surveyed in 7 person -days, requiring 21 person -days total.
■ Dudek will provide our proposed survey area to the City, and City personnel will identify access restrictions or notification requirements. City personnel will notify property owners or tenants, if necessary.

Costfor Task 3.................................................................................................................................................. $64, 754.00 Dudek has reviewed the physical characteristics of the project areas (including biogeography, elevation, soils, etc.) and records from the California Natural Diversity Database and the California Native Plant Society Inventory of Rare and Endangered Plants of California to compile a list of species with potential to occur on site, referred to as "target species." This list includes special -status plants (listed species and California Rare Plant Rank 1 or 2 species) with potential to occur that have been recorded within the on -site U.S. Geological Survey quadrangles and the surrounding eight quadrangles. The results of this preliminary analysis are provided in Table 1.

Table 1. Target Species
Habitat1 status Primary
Scientific Name—, 5 .- ..Period/Elevation
Abronia villosa chaparral sand- None/None/113.1 Chaparral, Coastal scrub, Desert dunes; var. aurita verbena Sandy/annual herb/(Jan) Mar -Sep/
245-5,245
Astragalus
Jaeger's milk-
None/None/1B.1
Chaparral, Cismontane woodland, Coastal
pachypus var.
vetch
scrub, Valley and foothill grassland; Rocky
jaegeri
(sometimes), Sandy (sometimes)/
perennial shrub/Dec-June/1,195-3,195
Berberis nevinii
Nevin's
FE/SE/113.1
Chaparral, Cismontane woodland, Coastal
barberry
scrub, Riparian scrub; Gravelly (sometimes),
Sandy (sometimes)/perennial evergreen shrub/
(Feb) Mar-June/230-2,705
Centromadia
smooth
None/None/113.1
Chenopod scrub, Meadows and seeps,
pungens ssp.
tarplant
Playas, Riparian woodland, Valley and foothill
laevis
grassland; Alkaline/annual herb/Apr-Sep/
0-2,095
Chorizanthe
Parry's
None/None/113.1
Chaparral, Cismontane woodland, Coastal
parryi var. parryi
spineflower
scrub, Valley and foothill grassland; Openings,
Rocky (sometimes), Sandy (sometimes)/
annual herb/Apr-June/900-4,000
DUDEK
-230-
MARCH 2O22

To: Benjamin Matlock
Subject: Proposal for Biological Services for the Yucaipa Freeway Corridor Specific Plan Project, City of Yucaipa, San Bernardino County, California
Table 1. Target Species
I
HabitatStatus Primary
Scientific Name
Common Name
.- ..Period/Elevation
Chorizanthe
white-bracted
None/None/1B.2 Coastal scrub, Mojavean desert scrub, Pinyon xanti var.
spineflower
and juniper woodland; Gravelly (sometimes),
leucotheca
Sandy (sometimes)/annual herb/Apr-June/
985-3,935
Deinandra
Mojave tarplant
None/SE/16.3
Chaparral, Coastal scrub, Riparian scrub;
mohavensis
Mesic/annual herb/(Jan-May) June -Oct/
2,095-5,245
Dodecahema
slender -horned
FE/SE/1B.1
Chaparral, Cismontane woodland, Coastal
leptoceras
spineflower
scrub; Sandy/annual herb/Apr-June/
655-2,490
Eriastrum
Santa Ana
FE/SE/1B.1
Chaparral, Coastal scrub; Gravelly
densifolium ssp.

River woollystar
(sometimes), Sandy (sometimes)/
sanctorum
perennial herb/Apr-Sep/300-2,000
Horkelia
mesa horkelia
None/None/1B.1
Chaparral, Cismontane woodland, Coastal
cuneata var.
scrub; Gravelly (sometimes), Sandy
puberula
(sometimes)/perennial herb/Feb-July (Sep)/
230-2,655
Imperata
California
None/None/2B.1
Chaparral, Coastal scrub, Meadows and
brevifolia
satintail
seeps, Mojavean desert scrub, Riparian
scrub; Mesic/perennial rhizomatous herb/
Sep-May/0-3,985
Monardella
Hall's
None/None/1B.3
Broadleafed upland forest, Chaparral,
macrantha ssp.
monardella
Cismontane woodland, Lower montane
hallii
coniferous forest, Valley and foothill
grassland/perennial rhizomatous herb/
June-Oct/2,395-7,200
Sidalcea
salt spring
None/None/2B.2
Chaparral, Coastal scrub, Lower montane
neomexicana
checkerbloom
coniferous forest, Mojavean desert scrub,
Playas/perennial herb/Mar-June/50-5,015
Symphyotrichum
San Bernardino
None/None/1B.2
Cismontane woodland, Coastal scrub, Lower
defoliatum
aster
montane coniferous forest, Marshes and
swamps, Meadows and seeps, Valley and
foothill grassland/perennial rhizomatous
herb/July-Nov/5-6,690
Status Legend
FE: Federally listed as endangered
SE: State listed as endangered
California Rare Plant Rank (CRPR)
1B: Plants rare, threatened, or endangered in California and elsewhere 213: Plants rare, threatened, or endangered in California but more common elsewhere Threat Rank
.1 - Seriously threatened in California (over 80% of occurrences threatened/high degree and immediacy of threat) .2 - Moderately threatened in California (20%-80% of occurrences threatened/moderate degree and immediacy of threat) .3 - Not very threatened in California (<20% of occurrences threatened/low degree and immediacy of threat or no current threats known) DUDEK
-231-
MARCH 2O22

To: Benjamin Matlock
Subject: Proposal for Biological Services for the Yucaipa Freeway Corridor Specific Plan Project, City of Yucaipa, San Bernardino County, California
The target species will be grouped based on their blooming period to determine which groups of plants could be observed at the same time. Botanical survey schedules vary depending on weather patterns during the prior year and will be finalized based on reference population verification, discussed below. Given the typical blooming periods of these species, it is assumed that all potential target species could be surveyed for in two survey passes: May and July.

Plant species bloom at slightly different times each year depending on temperature, rainfall patterns, elevation, and other environmental factors. Reference population checks involve locating known populations of special - status plant species during a time frame when they are known to be blooming or exhibiting other phenological characteristics that allow for species identification. Observations of reference populations during peak phenology provide assurance to the lead agencies and resource agencies that these species would be identifiable if they are present in areas proposed for ground disturbance. The focus of the reference plant population check will be on species that are state and federally threatened, endangered, or a candidate for listing; 1 person -day per survey pass will be allotted to this task.

Focused special -status plant surveys will conform to the 2001 California Native Plant Society Botanical Survey Guidelines; 2018 CDFW Protocols for Surveying and Evaluating Impacts to Special Status Native Plant Populations and Sensitive Natural Communities; and USFWS's 2002 General Rare Plant Survey Guidelines. All plant species encountered during the field surveys will be identified to subspecies or variety, if applicable, to determine sensitivity status. If target species are encountered, field personnel will record data points demarcating the edge of the polygon and assess population numbers using the Esri ArcGIS mobile application.

The results of the focused special -status plant surveys will be included in the BRTR, as described in Task 9. The BRTR will include the methodology, results of the survey, site photographs, and a map depicting the location of any special -status species detections.

Task 4 Assumptions
■ For special -status plant surveys, 40 acres of habitat can be surveyed by a single biologist in 1 day. ■ Approximately 1,123 acres of suitable habitat for special -status plants will be surveyed for the first pass, for a total of 31 person -days for the first pass. It is assumed that less suitable habitat will be present for the second pass species and that 25% of the site (309 acres) will be surveyed for the second pass, for a total of 8 person -days for the second pass. The two passes of 31 person -days and 8 person -days total 39 person -days.
■ Focused special -status plant surveys will be conducted in two survey passes. ■ Reference population checks will be conducted in 1 person -day per survey pass for 2 person -days total.

Task 4 Deliverables
■ Results of the rare plant survey will be incorporated directly within the BRTR (Task 9).

Costfor Task 4............................................................................................................................................... $100,083.00 Based on a review of documentation covering the project site and aerial imagery, the project site contains potential habitat for coastal California gnatcatcher (Polioptila californica californica). Therefore, protocol -level focused surveys are recommended. Habitats determined to be potentially suitable as nesting habitat for these species (as D V D E K MARCH 2O22
-232-

To: Benjamin Matlock
Subject: Proposal for Biological Services for the Yucaipa Freeway Corridor Specific Plan Project, City of Yucaipa, San Bernardino County, California
determined under Task 1) and within 500 feet where legally accessible, will be surveyed. We have assumed for this scope and cost that portions the project (approximately 330 acres) will be subject to protocol -level surveys.

The surveys will be conducted during the breeding season for the species according to the currently accepted protocol of the USFWS Coastal California Gnatcatcher Presence/Absence Survey Protocol (USFWS 1997).

For the coastal California gnatcatcher, breeding season surveys can be conducted between March 15 and June 30; a total of 6 surveys conducted 1 week apart are required. Thefirstcoastal California gnatcatcher survey needsto be conducted by May26. A survey of all suitable habitat (330 acres) would require 6 total surveys, conducted by 5 permitted biologist per survey pass. Six survey passes would total to 30 person -days. In accordance with permit requirements, a 10-day pre -survey notification letter and a 45-day post -survey report is required to be submitted to USFWS. The BRTR (Task 9) will include the methodology, results of the survey, site photographs, and a map depicting the location of all CAGN observed.

Task 5 Assumptions
According to the survey protocol, a permitted biologist may only survey up to 80 acres per day. It is assumed that there are approximately 330 acres of suitable coastal California gnatcatcher habitat present and can be surveyed in 5 person -days. Six survey passes will be covered in 30 person -days.
■ Dudek will provide our proposed survey area to the City, and City personnel will identify access restrictions or notification requirements. City personnel will notify property owners or tenants, if necessary.

Task 5 Deliverables
■ Collected spatial data will be processed by Dudek and provided as a digital shapefile. ■ Results of the surveys will be included in the in the 45-day survey report and BRTR (Task 9).

Costfor Task 5.................................................................................................................................................. $74,628.00 Based on a review of documentation covering the project site, the area contains habitat potentially suitable for least Bell's vireo (Vireo bellii pusillus). Therefore, protocol -level presence/absence surveys for least Bell's vireo are recommended. The survey will be conducted in accordance with the Least Bell's Vireo Survey Guidelines (USFWS 2001). A recovery permit pursuant to Section 10(a)(1)(A) is not required to conduct presence/absence surveys for least Bell's vireo, provided that the January 19, 2001, survey protocol is followed, and vocalization tapes are not used. A total of 8 site visits to areas of suitable habitat will be conducted with 10-day intervals between each visit.

Dudek will conduct surveys between April 10 and July 31, between dawn and 11:00 a.m. Surveys will be conducted by a qualified biologist familiar with least Bell's vireo songs, calls, and plumage.

Based on the documentation provided by Placeworks, the project site contains approximately 5.2 acres of potential habitat for least Bell's vireo. For purposes of this estimate, it is assumed that this habitat can be surveyed in 1 person -day for each survey pass. Therefore, it is assumed that 8 person -days would be required to complete the survey.

DUDEK
-233-
MARCH 2O22

To: Benjamin Matlock
Subject: Proposal for Biological Services for the Yucaipa Freeway Corridor Specific Plan Project, City of Yucaipa, San Bernardino County, California
In accordance with permit requirements, a 10-day pre -survey notification letter and a 45-day post -survey report is required to be submitted to USFWS. The Biological Resources Technical Report (Task 9) will include the methodology, results of the survey, site photographs, and a map depicting the location of all least Bell's vireo observed.

Task 6 Assumptions
■ It is assumed that there are approximately 5.2 acres of suitable habitat present that can be surveyed in a single person -day for each survey pass. Eight survey passes will be covered in 8 person -days.
■ Dudek will provide our proposed survey area to the City, and City personnel will identify access restrictions or notification requirements. City personnel will notify property owners or tenants, if necessary.

Task 6 Deliverables
■ Collected spatial data will be processed by Dudek and provided as a digital shapefile. ■ Results of the least Bell's vireo surveys will be included in the 45-day survey report and the BRTR (Task 9).

Costfor Task 6.................................................................................................................................................. $19,110.00 Based on a review of documentation covering the project site, the area contains habitat potentially suitable for San Bernardino kangaroo rat (Dipodomys merriami parvus) and Stephens' kangaroo rat (Dipodomys stephensi).

Therefore, presence/absence trapping surveys are recommended. Dudek permitted biologists with expertise in surveying for San Bernardino kangaroo rat and Stephens' kangaroo rat will conduct a focused habitat assessment within potential habitat (approximately 1,000 acres) of project site.

Dudek will then conduct a USFWS-protocol live -trapping study to determine presence or absence within high priority areas as identified by the habitat assessment. Trapping will be conducted by qualified biologists who hold federal and state permits for conducting these studies. Overnight trapping would include up to five consecutive nights of trapping at each separate area where trapping is required, depending upon the results obtained each night. A trapping area is defined as separate if, by nature of the topography or the distance between areas exhibiting diagnostic sign, or by nature of the lack of security of traplines (due to human encroachment), additional traplines cannot be managed by one person during one night of trapping. Based on a review of associated project documentation and historical databases, it is assumed that two trap areas will be sufficient within the project site. The trapping efforts will be conducted when the weather has been relatively dry for at least 5 days prior to trapping. The boundaries of occupied listed San Bernardino kangaroo rat and Stephens' kangaroo rat habitat will be mapped.

Trapping will include 5 nights of trapping with up to 200 traps set per night per biologist on grids or sign -set line of up to 50 traps each. It is assumed that the average distance between traps will be approximately 10 meters. Trap grids/lines will be established to adequately cover the proposed impact area and likely impacted suitable habitat.

The specific location and number of traps will be included in a trapping plan prepared by a permitted biologist and will be submitted to USFWS and CDFW for review and approval to ensure that adequate coverage of the Maintenance Project area is provided. The trapping protocol, including methods and weather conditions, will D V D E K MARCH 2O22
-234-

To: Benjamin Matlock
Subject: Proposal for Biological Services for the Yucaipa Freeway Corridor Specific Plan Project, City of Yucaipa, San Bernardino County, California
comply with the biologist's trapping permit. Depending on the results, the capture data will be analyzed with the most appropriate method, such a simple "minimum number alive" or minimum number alive based on raw data, or inferential estimation methods using software such as MARK. In accordance with permit requirements, a 10- day pre -survey notification letter and a 45-day post -survey report is required to be submitted to USFWS. The BRTR (Task 9) will include the methodology, results of the survey, site photographs, and a map depicting the location of all San Bernardino kangaroo rat and Stephens' kangaroo rat observed.

Task 7 Assumptions
■ It is assumed that the remaining habitat assessment can be conducted in 3 person -days. ■ It is assumed that two trap areas would be required, totaling 5 trap -nights, or 5 person -days.

Should the habitat assessment result in additional suitable habitat, additional trap areas may be required, a scope of work for which can be provided under separate cover. ■ It is assumed that finalization of the trapping plan will require up to 8 hours of coordination time with the resource agencies.
■ Dudek will provide our proposed survey area to the City, and City personnel will identify access restrictions or notification requirements. City personnel will notify property owners or tenants, if necessary.

Task 7 Deliverables
■ Collected spatial data will be processed by Dudek and provided as a digital shapefile. ■ Results of the surveys will be included in the 45-day survey report and the BRTR (Task 9).

Costfor Task 7.................................................................................................................................................. $46,196.00 Based on a review of documentation covering the project site, a previously completed BRTR included a recommendation for protocol arroyo toad (Anaxyrus californicus) surveys. However, a review of historical databases and aerial review concluded that it does not appear that the study area contains suitable habitat for arroyo toad.

Therefore, Dudek recommends that the project consult with the USFWS to determine whether arroyo toad surveys are needed. Should surveys be needed, a scope of work is included below.

The methodology for the arroyo toad surveys will follow the USFWS 1999 Survey Protocol for the Arroyo Toad to establish the presence or absence of arroyo toads, map breeding pools, and collect relevant data to determine the status of the population of the species within the project site.

Suitable arroyo toad habitat will be surveyed 6 days and 6 nights during the breeding season (typically March 15 to July 1, with at least one visit per month from April through June) and separated with a minimum of 7 days between surveys.

Surveys will be conducted by slowly walking along stream margins and in adjacent riparian habitat (where access is allowed) searching for eggs, larvae, and juveniles during daylight hours, then walking the same segment at night (within the same 24-hour period) to conduct the nocturnal portion of the survey. Nocturnal surveys will be conducted between 1 hour after dusk and midnight. Surveys will not be conducted under full moonlight or near - full moonlight, when temperatures are lower than 55 ° F, or during other adverse weather conditions that would be inconsistent with the survey protocol.

D U D E K MARCH 2O22 10
-235-

To: Benjamin Matlock
Subject: Proposal for Biological Services for the Yucaipa Freeway Corridor Specific Plan Project, City of Yucaipa, San Bernardino County, California
Survey data collected shall include but not be limited to:
■ Arroyo toad habitat suitability
■ Identifying adult toads, breeding individuals, or the presence of arroyo toad eggs, larvae, or juveniles ■ Dates and times, names of surveyor(s), air temperature, estimated wind speed, lighting conditions, a description of the survey methods used, and survey locations plotted on a U.S. Geological Survey 7.5- minute map
The location of arroyo toad and other sensitive species will be recorded using a sub -meter GPS unit. Photographs of arroyo toad, other sensitive species, and habitat taken during the survey will be georeferenced.

Based on this methodology, Contractor estimates two qualified biologists (to ensure safety) per survey effort. This task includes additional hours necessary for coordination, and GIS support, as well as direct costs for equipment use and mileage.

Task 8 Assumptions
■ It is assumed thatthe daytime and nighttime surveys can be surveyed sequentially on the same day. ■ Dudek will provide our proposed survey area to the City, and City personnel will identify access restrictions or notification requirements. City personnel will notify property owners or tenants, if necessary.

Task 8 Deliverables
■ Collected spatial data will be processed by Dudek and provided as a digital shapefile. ■ Results of the arroyo toad surveys will be included in the 45-day survey report and the BRTR (Task 9).

Costfor Task 8..................................................................................................................................................$25,083.00 The results of the biological survey will be summarized in a BRTR. The BRTR will incorporate the results of the field survey and any focused surveys, if determined necessary, including a discussion of the survey methodology, limitations, and results. Vegetation communities and special -status biological resources will be described in terms of their regional significance and presence on site, including an estimate of observed special -status species' population size and condition. Special -status biological resources observed during the survey or deemed to have potential to occur on site to the degree that they may constrain the project will be addressed in the report. Following receipt of the final project construction footprint (in CADD or GIS shapefiles), the report will also include an on -site and off -site impacts analysis in accordance with the California Environmental Quality Act and other applicable county, state, and federal laws. Dudek will recommend specific avoidance, minimization, and mitigation measures for impacts identified that reduce impacts to a level below significance, if possible. Graphics will be prepared to illustrate the location of the site, the existing biological conditions, and the proposed project impacts relative to the existing project design.

Task 9 Deliverables
■ Electronic delivery of the Draft BRTR for review by the City. ■ Electronic delivery of the Final BRTR for review by the City.

Costfor Task 9.................................................................................................................................................. $27,380.00 DUDEK
-236-
MARCH 2O22

To: Benjamin Matlock
Subject: Proposal for Biological Services for the Yucaipa Freeway Corridor Specific Plan Project, City of Yucaipa, San Bernardino County, California
Dudek will conduct as -needed project management, including meeting weekly internally to discuss schedule, invoicing and attending meetings with the City.

Task 10 Assumptions
■ 30 weeks of management will be necessary.
■ 2 hours per week have been budgeted for Megan Enright and Anna Cassady.

Costfor Task 10................................................................................................................................................ $24,300.00 TOTALCOST.....................................................................................................................................................$447,694.00 A summary of costs for the services described above is provided in Table 2.

Table 2. Summary of Costs for Freeway Corridor Specific Plan Task 1: Vegetation Mapping
$34,281.00
Task 2: Jurisdictional Delineation
$31,879.00
Task 3: Focused Burrowing Owl Surveys
$64,754.00
Task 4: Rare Plant Surveys
$100,083.00
Task 5: California Gnatcatcher Surveys
$74,628.00
Task 6: Least Bell's Vireo
$19,110.00
Task 7: Small Mammal Trapping
$46,196.00
Task 8: Arroyo Toad Surveys
$25,083.00
Task 9: Biological Resources Technical Report
$27,380.00
Task 10: Project Management
$24,300.00
Total
$447,694.00
Dudek appreciates your review of this proposal and consideration of this project and looks forward to providing these services to you. If agreeable to the preceding scope of work and fee estimate, Dudek can provide a contract for review and signature. Should you have any questions, please do not hesitate to reach me at [email protected] or 760.420.7833.

Sincerely,
Megan Enright
Principal
DUDEK
-237-
MARCH 2O22 12

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YUCAIPA, CA
-239-
e PLACEWORKS