Item 17 - IERCD Monarch Pollinator Expansion Project at El Dorado Ranch Park

CITY OF

STAFF REPORT
DATE: August 24, 2026
TO: Honorable Mayor and City Council
FROM: Dr. Sean M. Moore, City Manager
PREPARED Fermin Preciado, Director of Public Works/City Engineer BY: Landon Kern, Assistant City Engineer
SUBJECT. IERCD Monarch Pollinator Expansion Project at El Dorado Ranch Park RECOMMENDATION:

That the City Council:

Item No. 17.

1. Approve and authorize the City Manager to execute a revised Right of Entry Agreement (Agreement) between the Inland Empire Resource Conservation District (IERCD) and the City of Yucaipa for the purpose of performing an expansion to the existing habitat restoration and enhancement area pursuant to the Wildlife Conservation Board's Monarch Pollinator Grant Funding Agreements; and

2. Authorize the City Manager or his designee to administer the terms of the revised Agreement; or

3. Provide further direction to staff.

BACKGROUND/DISCUSSION:

On October 26, 2009, the City Council approved a Memorandum of Understanding (MOU) with the Yucaipa Valley Conservancy and the Wildlands Conservancy to transfer two parcels (APNs. 0321-111-03 and 0321-121-44), approximately 334 acres in area, to the City of Yucaipa for the purpose of environmental mitigation easements, preserving the property as open space and a passive public recreational area. This area is now the City's largest park and open space area, known as El Dorado Ranch Park, serving primarily as a habitat conservation/environmental mitigation area for impacts caused by the construction of various City public infrastructure projects.

El Dorado Ranch Park has provided opportunities for valuable environmental mitigation areas and habitat preservation, allowing staff to work closely with IERCD to identify, implement and manage environmental mitigation needs required for the construction of several Capital Improvement Program (CIP) projects. Some of these projects include the Wilson III Basin Project, Fremont Avenue Low Water Crossing Bridge, and other City drainage and flood control projects. The City's continued partnership with IERCD has been instrumental in facilitating the delivery of these projects and associated long-term management of the environmental mitigation measures required by the resource agencies to mitigate construction impacts caused by City projects.

In 2023, IERCD was awarded funding from the Climate Resilience through Habitat Restoration on California Land Grant Program through the Wildlife Conservation Board. The funding was approved for an IERCD managed Monarch Pollinator Project (Project). The Project included the installation and protection of monarch butterfly habitat within the Inland Empire, along with public education and outreach opportunities. Through IERCDs experience in managing multiple mitigation areas for the City of Yucaipa, IERCD identified areas within El Dorado Ranch Park that would be ideal for the Project due to its location, proximity to protected mitigation areas, and public park and trail features allowing the general public access to the Project.

On August 28, 2023, the City Council approved an agreement authorizing IERCD to complete their Monarch Pollinator Project (Project) which includes approximately 1.5 acres within the park to be planted with milkweed and other similar Monarch pollinator plants. Prior to the Project, the site was mostly dominated by invasive weeds. Now that the Project is complete, the site features native plants that will provide pollinator habitat for monarch butterflies and other wildlife species native to the area.

IERCD recently notified City staff that additional grant funding was awarded to IERCD for an expansion of the Project. The expansion included additional planting areas and removal of invasive species, as well as installation of informational and educational signage. To move forward with this effort, staff is recommending approval of a revised Agreement that identifies the expansion of the Project areas. The term of this Agreement shall commence on the date of the last signature on this Agreement ("Effective Date"). This Agreement shall automatically terminate on December 31, 2036. The term may be extended by written notice from the City to IERCD.

Additional information about the project and compatibility with El Dorado Park, including the adjacent environmental mitigation areas, will be provided during the presentation of this item.

FISCAL IMPACT:

The recommendations do not result in a fiscal impact.

Attachments
Attachment 1 - Draft - IERCD ROE 8.24.26
Attachment 1 - Exhibit A
Attachment 1 - Exhibit B
Attachment 2 - Monarch Restoration Boundary El Dorado Proposed Expansion Areas

RIGHT OF ENTRY AGREEMENT
This Right of Entry Agreement ("Agreement") is entered into by CITY OF YUCAIPA, a California municipal corporation (referred to herein as "GRANTOR") and the INLAND EMPIRE RESOURCE CONSERVATION DISTRICT, a California special district (referred to herein as "GRANTEE"). GRANTOR and GRANTEE are sometimes individually referred to as "Parry" and collectively as "Parties."

RECITALS
A. GRANTOR is the owner of certain real property commonly referred to as 37186 & 37254 Oak Glen Road, Yucaipa, CA 92399 (the "Property"), more particularly described in Exhibit "A" attached hereto and incorporated by reference.

B. GRANTEE desires to obtain GRANTOR's permission to enter onto the Property, on a temporary basis, for the purpose of performing habitat restoration and enhancement ("Habitat Improvements") pursuant to the Wildlife Conservation Board's Monarch Pollinator Grant Agreement ("Grant Agreement"), attached hereto as Exhibit `B" and incorporated by reference.

C. The Parties wish to enter into this Right of Entry whereby GRANTOR will allow GRANTEE to enter onto the Property, on a temporary basis, for the above stated purpose.

NOW, THEREFORE, GRANTOR and GRANTEE do hereby agree as follows:

AGREEMENT

1. Right of Entry. GRANTOR hereby grants to GRANTEE, its agents, employees and contractors the temporary right to enter onto the Property for the purpose of performing Habitat Improvements pursuant to the Grant Agreement, and any other activity related to fulfilling GRANTEE's duties pursuant to the Grant Agreement.

2. Maintenance. In consideration, GRANTOR agrees not to remove any of the Habitat Improvements during the term of this Agreement.

3. Term. The term of this Right of Entry shall commence on the date of the last signature on this Right of Entry, assuming that the Right of Entry is executed by all the Parties hereto ("Effective Date"). This Right of Entry shall automatically terminate on December 31, 2036. The term may be extended by written notice from GRANTOR to GRANTEE.

4. Indemnification. GRANTEE shall indemnify and hold harmless GRANTOR from claims arising from GRANTEE's, its agent's or its contractor's negligent acts or omissions or willful misconduct related to entry onto the Property pursuant to this Right of Entry. GRANTOR shall indemnify and hold harmless GRANTEE from claims arising from GRANTOR's, its agent's or its contractor's negligent acts or omissions or willful misconduct performed pursuant to this Right of Entry.

5. Authority to Enter Agreement. GRANTOR hereby warrants that it is the owner of the Property and that the undersigned is authorized to grant GRANTEE permission to enter onto the Property for the use specified in this Right of Entry. GRANTEE hereby warrants that the undersigned is authorized to execute this Right of Entry on behalf of GRANTEE.

6. Grantor's Use of PropertyDuring the term of this Agreement, GRANTOR shall use the Property and Habitat Improvements in a manner consistent with the purposes of the Grant Agreement including, but not limited to, refraining from harming, damaging, removing, altering, or interfering with the Habitat Improvements on the Property.

7. Entire Agreement. This Right of Entry is the result of negotiations between the Parties.

This Right of Entry is intended by the Parties as a full and final expression of their understanding with respect to the matters contained in this Right of Entry.

8. Amendment; Modification. No supplement, modification, or amendment of this Right of Entry shall be binding unless executed in writing and signed by both Parties.

9. Attorneys' Fees, Governing Law, Venue. In the event of a dispute between the Parties with respect to the terms or conditions of this Right of Entry, the prevailing Party shall be entitled to collect from the other its reasonable attorneys' fees as established by the judge or arbitrator presiding over such dispute. This Right of Entry shall be governed by the laws of the State of California. Venue shall be in San Bernardino County.

10. Counterparts. This Right of Entry may be executed in one or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument.

IN WITNESS WHEREOF, the Parties hereto have executed this Right of Entry on the date as indicated beside each Party's signature.

GRANTOR:

CITY OF YUCAIPA
LOW
Dr. Sean Moore, City Manager
GRANTEE:

Date:

INLAND EMPIRE RESOURCE CONSERVATION DISTRICT
UO-A
Mandy Parkes, District Manager

Vicinity Map
G\`01 Kit
Service Layer Credits: Sources: Esri, HERE, Garmin, USGS, Intermap, INCREMENT P, NRCan, Esri Japan, METI, Esri China (Hong Kong), Esri Korea, Esri (Thailand), NGCC, (c) Sour'e:NAD83 UTM Zone 11N
Imagery: NAIP 2012
Map produced by IERCD 2026
Key
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------ Trail Creation `
WCB Monarch Additional Restoration Areas 0.91-A:

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INLAND Proposed Monarch and Pollinator N
EMPIRE
R E S O U R C E Restoration Proposed Restoration - El Dorado Ranch Park

CONSERVATION DISTRICT

Docusign Envelope ID: F2332E5A-C426-8964-83F8-DB8B2B00576D

CALIFORNIA ASSOCIATION OF RESOURCE CONSERVATION DISTRICTS (CARCD)

AGREEMENT FOR SERVICES OF INDEPENDENT CONTRACTOR
CONTRACT AMENDMENT #2
This amendment (the "Amendment") is made by the California Association of Resource Conservation Districts ("CARCD") and Inland Empire Resource Conservation District ("Contractor"), parties to the Agreement for subcontractor services dated February 14, 2023, provided under the CARCD Climate Resilience Through Habitat Restoration on California Lands Statewide block grant funded bythe Wildlife Conservation Board.

The agreement is amended as follows:

Contractor will receive an augmentation of $50,000 to the project to complete additional habitat work as written in the table below -
Project Type
RCD (implementation, Amount Amount
Name planning, Awarded of
education/outreach, match
technical assistance)
Inland
Implementation $50,000 50%
Empire
Brief Project Description
Expansion of Monarch
breeding habitat
restoration using
predominantly narrow
leaf milkweed. Able to
expand acreage of
current restoration areas
or designate new
restoration areas in
partnership with Inland
Empire Cities holding
open space lands
Project
Deliverables
1 to 5 acres of
breeding
habitat
restoration
depending on
available
funding
Except as set forth in this Amendment, the Agreement is unaffected and shall continue in full force and effect in accordance with its terms. If there is conflict between this amendment and the Agreement or any earlier amendment, the terms of this amendment will prevail.

Docusign Envelope ID: F2332E5A-C426-8964-83F8-DB8B2B00576D Signatures:

CARCD —
Si nature: i
Printed Name: Nancy Wahl-Scheurich
Title: Executive Director
Date: March 27, 2026
Signed by:

RCD NAME —
Signature:
13AE9590BIA88454...

Printed Name: Rick Gomez
Title: Board President
Date: 4/13/2026

DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B

CALIFORNIA ASSOCIATION OF RESOURCE CONSERVATION DISTRICTS

AGREEMENT FOR SERVICES OF INDEPENDENT CONTRACTOR
(IMPLEMENTATION ACTIVITIES)
THIS AGREEMENT ("Agreement") is made as of 9/28/2023
("Effective Date") by and between the California Association of Resource Conservation Districts ("CARCD") and
IERCD
("Contractor"),
wherein Contractor agrees to provide and CARCD agrees to accept the services specified herein.

WHEREAS, CARCD applied for and was approved to receive funding from the Wildlife Conservation Board (WCB) for habitat restoration and carbon farm plan implementation across the state;
WHEREAS, CARCD entered a Grant Agreement with WCB dated February 14, 2023; WHEREAS, pursuant to the Grant Agreement, CARCD is authorized to use Grant funds for those activities described in Exhibit A, Scope of Work; WHEREAS, CARCD is only authorized to use Grant Funds for implementation activities associated with carbon farm implementation and habitat restoration after contractor has completed an appropriate CEQA document (i.e. a Notice of Exemption or a Notice of Determination filed with the Governor's Office of Planning and Research) as described in Exhibit A, Scope of Work;
WHEREAS, Per "Agreement No. 1" (EXHIBIT C), Contractor has provided CARCD with documentation demonstrating completion of appropriate CEQA-related documentation (Proof that Notice of Exemption (NOE) has been filed with County Clerk

DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B and acknowledgement from County Clerk or other proof that no objections have been filed within the 35-day public notice period or CEQA Compliance Certification Form); WHEREAS, CARCD wishes to engage Contractor to assist CARCD in utilizing such funds by entering into this Contractor Agreement ("Agreement") NOW, THEREFORE, in consideration of the mutual covenants and conditions contained herein, the parties agree as follows:

Designated Representative. Cam Tredennick, Executive Director of CARCD, (telephone number (916) 457-7904) is the authorized and designated representative of CARCD and will administer this Agreement for and on behalf of CARCD. Mandy Parkes , (telephone number
(909) 855 - 6473 ) is the authorized and designated
representative for Contractor for all purposes related to administration of this Agreement.

Changes in designated representatives shall be made solely by advance written notice to the other party.

2. Notices. Any notice or consent required or permitted to be given under this Agreement shall be given to the respective parties in writing, by first class mail, postage prepaid, or otherwise delivered as follows:

To CARCD: Cam Tredennick
Executive Director
California Association of Resource Conservation Districts 705 E. Bidwell St.

Folsom, CA 95630
Email: [email protected]
2 DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B To Contractor: Mandy Parkes
District Manager
IERCD
25864 Business Center Dr Suite K
Redlands, CA 92374
Email: [email protected]
or at such other address or to such other person that the parties may from time to time designate. Notices and consents under this section, which are sent by mail, shall be deemed to be received five (5) days following their deposit in the U.S. mail. Notices and consents under this Agreement may be sent via email with evidence of delivery receipt, with a confirmation copy sent to the party on the same day via U.S. Mail.

Scope of Services. Contractor agrees to provide services to CARCD in accordance with Exhibit A (Scope of Work) attached hereto and made a part hereof by this reference. The Scope of Work associated with this Agreement involves Implementation activities (Task 2) related to projects included in CARCD's grant application "Climate Resilience Through Habitat Restoration on California Lands Statewide" which was approved by WCB on January 13, 2023. A separate agreement (Agreement No. 1 - Exhibit C) covering Administration, Planning, and Outreach including CEQA-related activities done prior to Implementation activities (Task 2) was executed prior to his agreement.
4, Term. Contractor shall commence performance on Effective Date of contract and shall end performance upon completion, but in no case shall completion occur later than February 281h, 2027, unless otherwise directed by CARCD or unless this Agreement is earlier terminated pursuant to the provisions contained herein. 3 DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B

5. Compensation. Contractor shall be paid for performance under this Agreement in accordance with Scope of Work attached hereto and made a part hereof by this reference (the "Work"). Contractor shall perform the Work and complete the deliverables outlined in the Exhibit A. Contractor will submit an invoice and report quarterly for contracted funds disbursement and will use the reporting templates provided by CARCD. Expenses for work under this Agreement (Task 2) shall be included in the same invoices as Tasks 1, 3, 4, and 6 found in Agreement No. 1— Exhibit C. The funding source retains 10% of each disbursement funds request until approval of project completion and the final report. Disbursement will be contingent upon approval of the disbursement request. E-mail invoices and reports to Nancy Wahl-Scheurich at CARCD (nancy-wahlscheurich[a),carcd.org or upload to a designated folder or application as instructed by Program Manager.

6. Other Documentation and Reporting.
a. Additional CEQA-related documentation (Proof that Notice of Exemption (NOE) has been filed with County Clerk and acknowledgement from County Clerk or other proof that no objections have been filed within the 35-day public notice period or CEQA Compliance Certification Form) must be submitted to CARCD before implementation work begins on any site or area not covered by the original CEQA- related documentation provided as a pre -requisite to this Agreement. Upon receipt of additional documentation, CARCD will generate an amendment to this Agreement to incorporate the additional site or area into this agreement. b. Relevant Landowner Access Agreements (Exhibit B), if applicable, must be submitted to CARCD prior to the start of implementation work on each site. 2 DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B c. Contractor will use RCD Project Tracker to track and showcase the conservation benefits of the project(s) funded through this agreement. CARCD will provide training on the use of RCD Project Tracker no later than April 30, 2023.

Contractor will, at a minimum, enter initial basic project data by June 301h, 2023, and update information at least annually between January 1" and January 101h 2024, 2025, and 2026 or additionally as requested by CARCD for reporting purposes. If requested by CARCD, it will be requested at least 60 days prior to deadline. Staff time to enter data and access to training may be invoiced under Task 3. Final updates will be submitted by February 28th, 2027.
d. Habitat Monitoring and Reporting: Contractors will receive training and support from CARCD and/or CARCD Partners on relevant habitat and other monitoring protocols which should be used to monitor habitat. Whenever possible, monitoring results will be reported through Project Tracker, but CARCD may provide additional templates for monitoring results reporting outside of Project Tracker, and Contractor agrees to use such templates to report results as needed, but no more than two times per year during the grant period.

Independent Contractor. Contractor shall perform all services under this Agreement as an independent contractor and is not and shall not be an employee of CARCD. Contractor understands and acknowledges that it shall not be entitled to any benefits of a CARCD employee, including but not limited to vacation, sick leave, insurance, retirement, workers' compensation, or protection of tenure. Contractor shall maintain workers compensation and liability insurance coverage of no less than $1 Million throughout the term of this Agreement.

DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B

8. Standard of Performance. Contractor represents that it has the skills, expertise, and licenses/permits necessary to perform the services required under this Agreement. Accordingly, Contractor shall perform all such services in the manner and according to the standards observed by a competent practitioner of the same profession in which Contractor is engaged. All products of whatsoever nature that Contractor delivers to CARCD pursuant to this Agreement shall be prepared in a first class and workmanlike manner and shall conform to the standards of quality normally observed by a person practicing in the California conservation planning profession. Contractor shall correct or revise any errors or omissions, at CARCD's request without additional compensation.

Permits and/or licenses other than those directly related to CEQA compliance associated with the project(s) included in CARCD's proposal to WCB shall be obtained and maintained by Contractor throughout the term of this Agreement at no additional cost to CARCD.

9. Taxes. CARCD shall not be responsible for paying any taxes on Contractor's behalf, and should CARCD be required to do so by state, federal, or local taxing agencies, Contractor agrees to promptly pay all taxes when due. In the event that Contractor fails to pay when due all taxes for which it is legally responsible and CARCD must do so, Contractor shall reimburse CARCD for the full value of such paid taxes, plus interest and penalty, if any. By entering into this Agreement, Contractor attests that Contractor does not have any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability.
0 DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B

10. Conflict of Interest. Contractor covenants that Contractor presently has no interest and shall not acquire any interest, direct or indirect, that would conflict in any manner or degree with the performance of services required under this Agreement.

Contractor further covenants that in its performance of its obligations under this Agreement, no person having any such an interest shall be employed by Contractor.

11. Responsibilities of CARCD. CARCD shall provide all information reasonably necessary for Contractor to perform the services required herein.

12. Records, Audit, and Review. Contractor shall keep such business records pursuant to this Agreement as would be kept by a reasonably prudent practitioner of the profession and shall maintain such records for at least five (5) years following the termination of this Agreement. All accounting records shall be kept in accordance with generally accepted accounting practices. CARCD shall have the right to audit and review all such documents and records during Contractor's regular business hours, with at least one week's notice. Contractor shall cooperate with CARCD in responding to any public information requests under the California Open Records Act or the Federal Freedom of Information Act.

13. Indemnification and Insurance. Contractor hereby agrees to defend, indemnify and hold harmless CARCD and to procure and maintain the insurance coverage described in this Agreement.

14. Nondiscrimination. Contractor at all times during the term of this Agreement shall be in compliance with the nondiscrimination provisions contained in Titles VI and VII of the Civil Rights Act of 1964, as amended, the Civil Rights Restoration Act of 1987, and other nondiscrimination statutes, namely Section 504 of the 7 DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B Rehabilitation Act of 1973, Title IX of the Education Amendments of 1972, the Age Discrimination Act of 1975, Americans with Disabilities Act of 1990, and in accordance with regulations of the Secretary of Agriculture (7 CFR 15, subparts A & B), which provide that no person in the United States shall, on the grounds of race, color, national origin, age, sex, religion, marital status, or disability be excluded from participation in, be denied the benefits of, or otherwise subject to discrimination under any program or activity receiving Federal financial assistance from the Department of Agriculture or any agency thereof financial assistance from the Department of Agriculture or any agency thereof.

15. Nonexclusive Agreement. Contractor understands and agrees that this is not an exclusive Agreement and that CARCD shall have the right to negotiate with and enter into contracts with other providing the same or similar services as those provided by Contractor at CARCD's sole discretion.

16. Assignment. Contractor shall not assign any of its rights nor transfer any of its obligations under this Agreement without the prior written consent of CARCD.

Any attempts to so assign or transfer without such consent shall be void and without legal effect and shall constitute grounds for termination of this Agreement.

17. Termination.

DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B records, documents, or papers as may have been accumulated or produced by Contractor in performing this Agreement, whether complete or in process. (1) For convenience. CARCD may terminate this Agreement upon thirty (30) days written notice. Following notice of such termination, Contractor shall promptly cease work and notify CARCD as to the status of its performance.

Notwithstanding any other payment provision of this Agreement, CARCD shall pay Contractor for service satisfactorily performed to the date of termination less payments, if any, previously made. In no event shall Contractor be paid for profit on unperformed portions of service. Contractor shall furnish to CARCD such financial information as in the judgment of CARCD is necessary to determine the reasonable value of the services rendered by Contractor. In the event of a dispute as to the reasonable value of the services rendered by Contractor, the parties shall make reasonable good faith efforts to resolve the dispute. If these efforts fail, the dispute shall be submitted to binding arbitration pursuant to the arbitration provision set forth below.

The foregoing is cumulative and shall not affect any right or remedy which CARCD may have in law or equity.
(2) For cause. Should Contractor default in the performance of this Agreement or materially breach any of its provisions, CARCD may, at its sole discretion, terminate this Agreement by written notice, which shall be effective upon receipt by Contractor.

B. By Contractor. Should CARCD fail to pay Contractor all or any part of the payment set forth in in this Agreement, Contractor may, at its sole option, terminate this 9 DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B Agreement if such failure is not remedied by CARCD within thirty (30) days of written notice to CARCD of such late payment.

18. Arbitration. Any arbitration requested by either party to resolve a dispute under this Agreement shall be conducted by a single arbitrator ("Arbitrator"). Selection of the Arbitrator shall be by mutual agreement of the parties to the dispute, or by a Superior Court judge with jurisdiction over the dispute if the parties cannot agree to an Arbitrator within thirty (30) days of any party's written submittal of the Arbitrator's name and qualifications to the other parties to the dispute, and arbitration of the dispute shall be conducted pursuant to Code of Civil Procedure sections 1280 et seq., or their successor statutes. The Arbitrator shall be a lawyer in good standing with the California Bar Association, licensed to practice law in California. The California Code of Civil Procedure and the California Evidence Code shall apply to all arbitration proceedings.

The venue for arbitration shall be Sacramento, California. The Arbitrator is authorized to permit reasonable discovery, including but not limited to depositions, document request, interrogatories and requests for admission. The Arbitrator shall be authorized to hear and decide motions for summary judgment, motions in limine, and other similar procedural motions. Prior to the arbitration hearing, the parties shall exchange witness lists and shall be entitled to make pre -hearing motions and to depose expert witnesses. The Arbitrator shall be authorized to award compensatory damages, declaratory relief, specific performance, or injunctive relief. The Arbitrator shall not have the authority to commit errors of law or fact or of legal reasoning. Any judicial review of the arbitration decision shall be governed by the California Code of Civil Procedure except that the parties expressly grant the court the authority to correct errors of law and fact and of legal 10 DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B reasoning to modify the Arbitrator's award to avoid errors law or fact or of legal reasoning. The Arbitrator shall provide a statement of decision, stating the facts and law upon which the Arbitrator based the decision, upon the request of either party prior to or at the conclusion of the hearing. Any decision of the Arbitrator shall be final and binding on the parties. The prevailing party, provided that there is a prevailing party as determined by the Arbitrator, shall be entitled to an award of that party's attorneys fees and legal costs incurred in the arbitration. The Arbitrator's fees and costs shall be borne by the non -prevailing party or, if the Arbitrator is unable to determine a prevailing party, shall be shared equally by all parties to the arbitration.

19. Section Headings. The headings used in this Agreement shall be for convenience only and shall not affect the meaning, construction, or interpretation of the contents of the individual sections.

20. Severability. If one or more of the provisions contained herein shall for any reason be held to be invalid, illegal, or unenforceable in any respect, then such provision or provisions shall be deemed severable from the remaining provisions hereof, and such invalidity, illegality or unenforceability shall not affect any other provision hereof, and this Agreement shall be construed as if such invalid, illegal, or unenforceable provision had never been contained herein.

21. Remedies Not Exclusive. No remedy herein conferred upon or reserved to CARCD is intended to be exclusive of any other remedy or remedies, and each and every such remedy, to the extent permitted by law, shall be cumulative and in addition to any other remedy given hereunder or now or hereafter existing at law or in equity. 11 DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B

22. Time is of the Essence. Time is of the essence in this Agreement and each covenant and term is a condition herein.

23. No Waiver of Default. No delay or omission of CARCD to exercise any right or power upon the occurrence of any event or default shall impair any such right or power or shall be construed to be a waiver of any such default or acquiescence therein; and every power and remedy given by this Agreement to CARCD shall be exercised from time to time and as often as may be deemed expedient in the sole discretion of CARCD.

24. Entire Agreement and Amendment. In conjunction with the matters considered herein, this Agreement and the accompanying exhibits contain the entire understanding and agreement of the parties and there have been no promises, representations, agreements, warranties, or undertakings by any of the parties, either oral or written, of any character or nature whatsoever, hereafter binding except as set forth herein. This Agreement may be altered, amended or modified only by an instrument in writing, executed by the parties to this Agreement and by no other means. Each party waives their future right to claim, contest or assert that this Agreement was modified, canceled, superseded, or changed by any oral agreement, course of conduct, waiver, or estoppel.

25. Successors and Assigns. All representations, covenants, and warranties set forth in this Agreement, by or on behalf of, or for the benefit of any or all of the parties hereto, shall be binding upon and inure to the benefit of such party, its successors and assigns.

26. Compliance with Law. The funding for this Agreement comes from a grant award from the Wildlife Conservation Board to restore habitat and implement 12 DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B carbon farm plans. Contractor shall, at its sole cost and expense, comply with County, State, and Federal ordinances and statutes now in force or which may hereafter be in force with regard to the services provided under this Agreement related to the enhancement of California lands.

27. California Law. This Agreement shall be governed by the laws of the State of California. Any arbitration, litigation, or other legal proceeding regarding this Agreement or its contents shall be filed and maintained in the County of Sacramento, if in state court, or in the federal court nearest to Sacramento County, if in federal court, in the U.S. District Court of California Central Division.

28. Execution in Counterparts. This Agreement may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original; and all such counterparts, or as many of them as the parties shall preserve undestroyed, shall together constitute one and the same instrument.

29. Authority. All parties to this Agreement warrant and represent that they have the power and authority to enter into this Agreement in the names, titles and capacities herein stated and on behalf of any entities, persons, or firms represented or purported to be represented by such entities, persons, or firms, and that all formal requirements necessary or required by any state and/or federal law in order to enter into this Agreement have been fully met. Furthermore, by entering into this Agreement, Contractor hereby warrants that is shall not have breached the terms or conditions of any other contract or agreement to which Contractor is obligated, which breach would have a material effect hereon.
13 DocuSign Envelope ID: DC3A6959-2D24-4872-6346-8DAE16905F2B

30. Precedence. In the event of a conflict between the provisions contained in the numbered sections of this Agreement and the provisions contained in the Exhibits, the provisions of the Exhibits shall prevail over those in the numbered sections. 14 DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F26 IN WITNESS WHEREOF, the parties have executed this Agreement to be effective on the Effective Date.

CALIFORNIA ASSOCIATION OF RESOURCE CONSERVATION DISTRICTS (CARCD)
DoeuSigned (bye./////Q/J/!A/
By:

Cam Tredennick, Executive Director
CARCD
Date: 9/28/2023
DocuSigned by:

By: Rick Gomez K& C-,* Date:
t'� 9/28/2023
3AE959o8,A88454 _
Board President
IERCD
15 DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B

EXHIBIT A

SCOPE OF WORK
Expected Accomplishments and Deliverables

1. Task 2: Habitat installation, plant materials, vegetation management, and other carbon farm plan implementation materials (Task 2)
See Expected Accomplishments & Deliverables column(s) in proposal spreadsheet below.
&REF, n0.rraliva d.—kAm dwlut fsinduded'n
&0.1EFw narn6ve esmptim
bod
EagdadAaomp6hmmU&Delherablea
TOTAL
EaNnatad M-h
auras ofmanh
Task .Pi
THs conentails labor associated with m mgirq
Deliveradesinclude:

Manapemnt and Gant
project bud gets, coordinating and scheduling site
,,gned contracts
Adminismaem(CARCD&
work, creating update memos, and coordinationwith
buartedy Progress Reports
RCDa)
CARCD
•Duaterlyimaces
•Final Re n
sa5,9se.oe
This can llaaslabor and wpdi..... ociated with
value seed cdlectionofrrilkweed and assocated
Decberablesinclude:
a*a:H b—
Monarch pollinator pla—rid pnopagatim by l ERCD
•Documemailono f inispuse production of aPlIt—imately 1,75 installation, plant
Natural Resources Sta FL This cost also includes sift
t-Qill-nati-plant robemedinrestoration
maUdal; wroaUtbn
preparation, dam installation, and seeding of
•Dxumematim of 35 acres ofhahit. restoration aea
IERCDgrenwer 500nagve
marMgammt, and other
apprmim,tely;S acres ofdisturbed landsdominated
-Documentation o fsuccessful plant establishment and sunmal milk..dl.rck;b bon
carbon fame phut
by imasiveweeds l ERCD has 9 fulltime restoration
in reguarly created reporting
dl'gli.11 its-4. a—
implemantatim mrtvials
staffand its own rurserywhere plants formstallation
•DocumemationofM,m,chreprodmtionand use(catipilar-
2021 end ova ern for is nmfa
can be Drcgagated. All work will be cond ucted by
pla rt senpling, p hot. d—readon)
numbxn2022essocsetedwlh
Natural resources staff or supervised voumeers
SRB Pre. growing, Ingot
196,oaSoo
lao,m
nsta&Ymn of sits
THs mst entails labor and supplies sociated with
MathMoma55.CN[odfvtq—
mairtinirgatemporayinigation system, perf. rnknq
system,ning
Deliberables include,
neudng 2lundednathe Pont
reqularweed marogemem,perfo per memal
-Baselirc descrlption and vaned data tables
gardens wth Wrarchlm"sed
Tale a: M"bilin9,
planting or seeding if necessary, installing poi ect
•Pnual tranect morltorirg rewllsidicanting native pollinator tort Idols ghe[wdre
esleb.. In 2021 and wl
Mainbi—ii.& Reportis g
sigr»g a and erclusionany fencing,regular prajec\
plant coverage
n. to be buffet the aver
monitoring, e,IuMw cordinm—, and report
-GPSc
phompdms showing progress from baseline condition
me nart several years, Al
creation Atbil.tlties over f
}.S acres.
though prof Ktcompletion
V..

RA-tion EC
anion,
Monarch habitat rmoration
-0hoto documentation of fencing and preliminary slgnage ou—MBd vqp Ill grant
caleggry wit be matched rather
N}a6
Non funded by the grml
Delivenablesinclude a final habitat build plan induding:

This corientailsplancreation, specieslists, spadnq
—"led mapsofrestoratimartas
Twin 1: Te<hrid
ad seeding plans, irrigation logistics, ad partner
•planting and seed palettes, rumbes of speces, and V,drg Asaetance ndudnp
aordiatlonallolwtvchwill be comyleted in -Muse by
'Perfamaneecmttgoalsand nwn"'no
Plmnin9 and Deign
IERm lecfrical staff (staffRestoration Ecologist)
eti-mernslmemds
is,69].00
THs cost emailscoordimting with Me CM ofYucafpa
ad Cauntyo(Rivasidewli rh own,M progenies
Taakg CmanhaEm•
assodated with the 3.5 acres frest—ion. In each
Delivarablesmclude:

PHnan
se, the City property isalreadyuder a C—ati
•Signed agreement with the City
Easement andth a County property is a public open
"mmer
of
-Signed larvlowner agreement with County of Riverside
spaceand nature center. NOTEMANCY MOKD
. TO TASR 6IN EACEL USED IN PROPOSAL
s6,a&&oo
Select comport 9pantirg. weeding) ofthe restoration
pojed will imobe sdicating assistance from volunteers,
THs castemaill the creadonofvdm ueer..,reach
coon canny,member,ad schools; linking physical buildwhh materials, information signage at th<public inter/ace,
duration about pollinator importance and the ultimate
and moor edmebw programming. This con also
restoration purpose. Both restoration will be built in moderate mtailscoordinatingwlth the Cityof Yucaipa and
me public pales and incorporate educa\ional slgnage, mails, uk at Wvead and
Cpumy of Riverside which ownthe pogenies
ad other imerprelive signage.

Education
as oatedwiththe}.5 acres ofrestotation In each
Ddireradeainewae
•Documemation ofvolumeerimoN ment and tracHnti.
se,the CtypropentyisalreadyuderaCr,—.i
Mdnicsincludedinr Ildetilalmmberof
eper,swi arvu
Easement ad op the Country property is a publicopm
volunteers, number of shooks, and so onthat were used in the space and rams cement.
inrplimentatiort
• h.to documentation of final interpretation features
aa],]65aa
lT]TA
saa.a}Soar
s5d,A6

DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F26

EXHIBIT B

LANDOWNER AGREEMENT
(NEXT PAGE)
W.

DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B

C. The Parties wish to enter into this Right of Entry whereby GRANTOR will allow GRANTEE to enter onto the Property, on a temporary basis, for the above stated purpose.

NOW, THEREFORE, GRANTOR and GRANTEE do hereby agree as follows:

AGREEMENT

2. Maintenance. In consideration, GRANTOR agrees not to remove any of the Habitat Improvements during the term of this Agreement.

3. Term. The term of this Right of Entry shall commence on the date of the last signature on this Right of Entry, assuming that the Right of Entry is executed by all the Parties hereto ("Effective Date"). This Right of Entry shall automatically terminate on December 31, 2033. The term may be extended by written notice from GRANTOR to GRANTEE.

5. Authority to Enter Agreement. GRANTOR hereby warrants that it is the owner of the Property and that the undersigned is authorized to grant GRANTEE permission to enter onto the 2776 l .00000\41245572.3

DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B Property for the use specified in this Right of Entry. GRANTEE hereby warrants that the undersigned is authorized to execute this Right of Entry on behalf of GRANTEE.

6. Grantor's Use of Property. During the term of this Agreement, GRANTOR shall use the Property and Habitat Improvements in a manner consistent with the purposes of the Grant Agreement including, but not limited to, refraining from harming, damaging, removing, altering, or interfering with the Habitat Improvements on the Property.

7. Entire Agreement. This Right of Entry is the result of negotiations between the Parties.

This Right of Entry is intended by the Parties as a full and final expression of their understanding with respect to the matters contained in this Right of Entry.

8. Amendment: Modification. No supplement, modification, or amendment of this Right of Entry shall be binding unless executed in writing and signed by both Parties.

10. Counterparts. This Right of Entry may be executed in one or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument.

IN WITNESS WHEREOF, the Parties hereto have executed this Right of Entry on the date as indicated beside each Party's signature.

GRANTOR:

CITY OF YUCAIPA
By:

Ju in Beaver, Mayor
GRANTEE:

Date: � 1-7 ZI 0L'
INL DL4NPyJRE RESOURCE CONSERVATION DISTRICT
By: t= Poct.s Date: 8/28/2023
Mandy Parkes, District Manager
2 2776 t .00000\4 l 245572.3

DocuSign Envelope ID: DC3A6959-2D24-4872-B346-BDAE16905F2B

EXHIBIT A

PROPERTY
Proposed Monarch and Pollinator N
R E S O U R C E Restoration Boundary - El Dorado Ranch Park A

CONSERVATION DISTRICT
27761.00000\41245572.3

DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B

EXHIBIT C
AGREEMENT NO. 1
(UNSIGNED - FOR REFERENCE ONLY)
(NEXT PAGE)
19 DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B

CALIFORNIA ASSOCIATION OF RESOURCE CONSERVATION CARCDS

AGREEMENT FOR SERVICES OF INDEPENDENT CONTRACTOR
(ADMINISTRATION, OUTREACH, AND PLANNING ACTIVITIES ONLY) THIS AGREEMENT ("Agreement") is made as of 02/14/2023 ("Effective Date") by and between the California Association of Resource Conservation CARCD ("CARCD") and
IERCD
("Contractor"), wherein
Contractor agrees to provide and CARCD agrees to accept the services specified herein.

WHEREAS, CARCD applied for and was approved to receive funding from the Wildlife Conservation Board (WCB) for habitat restoration and carbon farm plan implementation across the state;
WHEREAS, CARCD entered a Grant Agreement with WCB dated February 14, 2023; WHEREAS, pursuant to the Grant Agreement, CARCD is authorized to use Grant funds for those activities described in Exhibit A, Scope of Work; WHEREAS, CARCD is only authorized to use Grant Funds for implementation activities associated with carbon farm implementation and habitat restoration after contractor has completed an appropriate CEQA document (i.e. a Notice of Exemption or a Notice of Determination filed with the Governor's Office of Planning and Research) as described in Exhibit A, Scope of Work;
WHEREAS, CARCD wishes to engage Contractor to assist CARCD in utilizing such funds by entering into this Contractor Agreement ("Agreement")

DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B NOW, THEREFORE, in consideration of the mutual covenants and conditions contained herein, the parties agree as follows:

1. Designated Representative. Cam Tredennick, Executive Director of CARCD, (telephone number (916) 457-7904) is the authorized and designated representative of CARCD and will administer this Agreement for and on behalf of CARCD. Mandy Parkes
(telephone number
(909) 855-6473 ) is the authorized and designated
representative for Contractor for all purposes related to administration of this Agreement.

Changes in designated representatives shall be made solely by advance written notice to the other party.

To CARCD: Cam Tredennick
Executive Director
California Association of Resource Conservation CARCDs
705 E. Bidwell St.

Folsom, CA 95630
Email: [email protected]
To Contractor:

Mandy Parkes
Board President
IERCD
25864 Business Center Dr Suite K
Redlands, CA (2374
Email: [email protected]
or at such other address or to such other person that the parties may from time to time designate. Notices and consents under this section, which are sent by mail, shall be 2 DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B deemed to be received five (5) days following their deposit in the U.S. mail. Notices and consents under this Agreement may be sent via email with evidence of delivery receipt, with a confirmation copy sent to the parry on the same day via U.S. Mail.

Scope of Services. Contractor agrees to provide services to CARCD in accordance with Exhibit A (Scope of Work) attached hereto and made a part hereof by this reference. The Scope of Work associated with this Agreement involves Administration, Planning, and Outreach including CEQA-related activities done prior to Implementation activities (Task 2) related to projects included in CARCD's grant application "Climate Resilience Through Habitat Restoration on California Lands Statewide" which was approved by WCB on January 13, 2023. A separate agreement covering Task 2 Implementation Activities will be signed upon completion of the CEQA-related deliverables associated with this Agreement and described in Exhibit A.
4, Term. Contractor shall commence performance on Effective Date of contract and shall end performance upon completion, but in no case shall completion occur later than February 281h, 2027 unless otherwise directed by CARCD or unless this Agreement is earlier terminated pursuant to the provisions contained herein.

Compensation. Contractor shall be paid for performance under this Agreement in accordance with Scope of Work attached hereto and made a part hereof by this reference (the "Work"). Contractor shall perform the Work and complete the deliverables outlined in the Exhibit A. Contractor will submit an invoice and report at least quarterly for contracted funds disbursement and will use the reporting templates provided by CARCD. Work under this Agreement may only be charged for Tasks 1,

DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B 4, and 6. The funding source retains 10% of each disbursement funds request until approval of project completion and the final report. Disbursement will be contingent upon approval of the disbursement request. E-mail invoices and reports to Nancy Wahl- Scheurich at CARCD (nancy-wahlscheurichgcarcd.org).

6. Independent Contractor. Contractor shall perform all services under this Agreement as an independent contractor and is not and shall not be an employee of CARCD. Contractor understands and acknowledges that it shall not be entitled to any benefits of a CARCD employee, including but not limited to vacation, sick leave, insurance, retirement, workers' compensation, or protection of tenure. Contractor shall maintain workers compensation and liability insurance coverage of no less than $1 Million throughout the term of this Agreement.

7. Standard of Performance. Contractor represents that it has the skills, expertise, and licenses/permits necessary to perform the services required under this Agreement. Accordingly, Contractor shall perform all such services in the manner and according to the standards observed by a competent practitioner of the same profession in which Contractor is engaged. All products of whatsoever nature that Contractor delivers to CARCD pursuant to this Agreement shall be prepared in a first class and workmanlike manner and shall conform to the standards of quality normally observed by a person practicing in the California conservation planning profession. Contractor shall correct or revise any errors or omissions, at CARCD's request without additional compensation.

Permits and/or licenses other than those directly related to CEQA compliance associated with the project(s) included in CARCD's proposal to WCB shall be obtained and 0 DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B maintained by Contractor throughout the term of this Agreement at no additional cost to CARCD.

Taxes. CARCD shall not be responsible for paying any taxes on Contractor's behalf, and should CARCD be required to do so by state, federal, or local taxing agencies, Contractor agrees to promptly pay all taxes when due. In the event that Contractor fails to pay when due all taxes for which it is legally responsible and CARCD must do so, Contractor shall reimburse CARCD for the full value of such paid taxes, plus interest and penalty, if any. By entering into this Agreement, Contractor attests that Contractor does not have any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability.

9. Conflict of Interest. Contractor covenants that Contractor presently has no interest and shall not acquire any interest, direct or indirect, that would conflict in any manner or degree with the performance of services required under this Agreement.

Contractor further covenants that in its performance of its obligations under this Agreement, no person having any such an interest shall be employed by Contractor.

10. Responsibilities of CARCD. CARCD shall provide all information reasonably necessary for Contractor to perform the services required herein.

11. Records, Audit, and Review. Contractor shall keep such business records pursuant to this Agreement as would be kept by a reasonably prudent practitioner of the profession and shall maintain such records for at least five (5) years following the termination of this Agreement. All accounting records shall be kept in accordance with

DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B generally accepted accounting practices. CARCD shall have the right to audit and review all such documents and records during Contractor's regular business hours, with at least one week's notice. Contractor shall cooperate with CARCD in responding to any public information requests under the California Open Records Act or the Federal Freedom of Information Act.

12. Indemnification and Insurance. Contractor hereby agrees to defend, indemnify and hold harmless CARCD and to procure and maintain the insurance coverage described in this Agreement.

13. Nondiscrimination. Contractor at all times during the term of this Agreement shall be in compliance with the nondiscrimination provisions contained in Titles VI and VII of the Civil Rights Act of 1964, as amended, the Civil Rights Restoration Act of 1987, and other nondiscrimination statutes, namely Section 504 of the Rehabilitation Act of 1973, Title IX of the Education Amendments of 1972, the Age Discrimination Act of 1975, Americans with Disabilities Act of 1990, and in accordance with regulations of the Secretary of Agriculture (7 CFR 15, subparts A & B), which provide that no person in the United States shall, on the grounds of race, color, national origin, age, sex, religion, marital status, or disability be excluded from participation in, be denied the benefits of, or otherwise subject to discrimination under any program or activity receiving Federal financial assistance from the Department of Agriculture or any agency thereof. financial assistance from the Department of Agriculture or any agency thereof.

14. Nonexclusive Agreement. Contractor understands and agrees that this is not an exclusive Agreement and that CARCD shall have the right to negotiate with and 2 DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B enter into contracts with other providing the same or similar services as those provided by Contractor at CARCD's sole discretion.

15. Assignment. Contractor shall not assign any of its rights nor transfer any of its obligations under this Agreement without the prior written consent of CARCD.

Any attempts to so assign or transfer without such consent shall be void and without legal effect and shall constitute grounds for termination of this Agreement.

16. Termination.

A. By CARCD. CARCD may, by written notice to Contractor terminate this Agreement in whole or in part at any time, whether for CARCD's convenience or because of a failure of Contractor to fulfill the obligations herein. Upon receipt of notice, Contractor shall immediately discontinue all services (unless the notice directs otherwise) and deliver to CARCD all data, estimates, graphs, summaries, reports, and all other records, documents, or papers as may have been accumulated or produced by Contractor in performing this Agreement, whether complete or in process. (1) For convenience. CARCD may terminate this Agreement upon thirty (30) days written notice. Following notice of such termination, Contractor shall promptly cease work and notify CARCD as to the status of its performance.

Notwithstanding any other payment provision of this Agreement, CARCD shall pay Contractor for service satisfactorily performed to the date of termination less payments, if any, previously made. In no event shall Contractor be paid for profit on unperformed portions of service. Contractor shall furnish to CARCD such financial information as in the judgment of CARCD is necessary to determine the reasonable value of the services rendered by Contractor. In the event of a dispute as to 7 DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B the reasonable value of the services rendered by Contractor, the parties shall make reasonable good faith efforts to resolve the dispute. If these efforts fail, the dispute shall be submitted to binding arbitration pursuant to the arbitration provision set forth below.

B. By Contractor. Should CARCD fail to pay Contractor all or any part of the payment set forth in in this Agreement, Contractor may, at its sole option, terminate this Agreement if such failure is not remedied by CARCD within thirty (30) days of written notice to CARCD of such late payment.

17. Arbitration. Any arbitration requested by either party to resolve a dispute under this Agreement shall be conducted by a single arbitrator ("Arbitrator"). Selection of the Arbitrator shall be by mutual agreement of the parties to the dispute, or by a Superior Court judge with jurisdiction over the dispute if the parties cannot agree to an Arbitrator within thirty (30) days of any party's written submittal of the Arbitrator's name and qualifications to the other parties to the dispute, and arbitration of the dispute shall be conducted pursuant to Code of Civil Procedure sections 1280 et seq., or their successor statutes. The Arbitrator shall be a lawyer in good standing with the California Bar Association, licensed to practice law in California. The California Code of Civil Procedure and the California Evidence Code shall apply to all arbitration proceedings.

DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B The venue for arbitration shall be Sacramento, California. The Arbitrator is authorized to permit reasonable discovery, including but not limited to depositions, document request, interrogatories and requests for admission. The Arbitrator shall be authorized to hear and decide motions for summary judgment, motions in limine, and other similar procedural motions. Prior to the arbitration hearing, the parties shall exchange witness lists and shall be entitled to make pre -hearing motions and to depose expert witnesses. The Arbitrator shall be authorized to award compensatory damages, declaratory relief, specific performance, or injunctive relief. The Arbitrator shall not have the authority to commit errors of law or fact or of legal reasoning. Any judicial review of the arbitration decision shall be governed by the California Code of Civil Procedure except that the parties expressly grant the court the authority to correct errors of law and fact and of legal reasoning to modify the Arbitrator's award to avoid errors law or fact or of legal reasoning. The Arbitrator shall provide a statement of decision, stating the facts and law upon which the Arbitrator based the decision, upon the request of either party prior to or at the conclusion of the hearing. Any decision of the Arbitrator shall be final and binding on the parties. The prevailing party, provided that there is a prevailing party as determined by the Arbitrator, shall be entitled to an award of that party's attorneys fees and legal costs incurred in the arbitration. The Arbitrator's fees and costs shall be borne by the non -prevailing party or, if the Arbitrator is unable to determine a prevailing party, shall be shared equally by all parties to the arbitration.

18. Section Headings. The headings used in this Agreement shall be for convenience only and shall not affect the meaning, construction, or interpretation of the contents of the individual sections.

DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B

19. Severability. If one or more of the provisions contained herein shall for any reason be held to be invalid, illegal, or unenforceable in any respect, then such provision or provisions shall be deemed severable from the remaining provisions hereof, and such invalidity, illegality or unenforceability shall not affect any other provision hereof, and this Agreement shall be construed as if such invalid, illegal, or unenforceable provision had never been contained herein.

20. Remedies Not Exclusive. No remedy herein conferred upon or reserved to CARCD is intended to be exclusive of any other remedy or remedies, and each and every such remedy, to the extent permitted by law, shall be cumulative and in addition to any other remedy given hereunder or now or hereafter existing at law or in equity.

21. Time is of the Essence. Time is of the essence in this Agreement and each covenant and term is a condition herein.

22. No Waiver of Default. No delay or omission of CARCD to exercise any right or power upon the occurrence of any event or default shall impair any such right or power or shall be construed to be a waiver of any such default or acquiescence therein; and every power and remedy given by this Agreement to CARCD shall be exercised from time to time and as often as may be deemed expedient in the sole discretion of CARCD.

23. Entire Agreement and Amendment. In conjunction with the matters considered herein, this Agreement and the accompanying exhibits contain the entire understanding and agreement of the parties and there have been no promises, representations, agreements, warranties, or undertakings by any of the parties, either oral or written, of any character or nature whatsoever, hereafter binding except as set forth herein. This Agreement may be altered, amended or modified only by an instrument in 10 DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F26 writing, executed by the parties to this Agreement and by no other means. Each party waives their future right to claim, contest or assert that this Agreement was modified, canceled, superseded, or changed by any oral agreement, course of conduct, waiver, or estoppel.

24. Successors and Assigns. All representations, covenants, and warranties set forth in this Agreement, by or on behalf of, or for the benefit of any or all of the parties hereto, shall be binding upon and inure to the benefit of such party, its successors and assigns.

25. Compliance with Law. The funding for this Agreement comes from a grant award from the Wildlife Conservation Board to restore habitat and implement carbon farm plans. Contractor shall, at its sole cost and expense, comply with County, State, and Federal ordinances and statutes now in force or which may hereafter be in force with regard to the services provided under this Agreement related to the enhancement of California lands.

26. California Law. This Agreement shall be governed by the laws of the State of California. Any arbitration, litigation, or other legal proceeding regarding this Agreement or its contents shall be filed and maintained in the County of Sacramento, if in state court, or in the federal court nearest to Sacramento County, if in federal court, in the U.S. District Court of California Central Division.

27. Execution in Counterparts. This Agreement may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original; and all such counterparts, or as many of them as the parties shall preserve undestroyed, shall together constitute one and the same instrument. 11 DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B

28. Authorijy. All parties to this Agreement warrant and represent that they have the power and authority to enter into this Agreement in the names, titles and capacities herein stated and on behalf of any entities, persons, or firms represented or purported to be represented by such entities, persons, or firms, and that all formal requirements necessary or required by any state and/or federal law in order to enter into this Agreement have been fully met. Furthermore, by entering into this Agreement, Contractor hereby warrants that is shall not have breached the terms or conditions of any other contract or agreement to which Contractor is obligated, which breach would have a material effect hereon.

29. Precedence. In the event of a conflict between the provisions contained in the numbered sections of this Agreement and the provisions contained in the Exhibits, the provisions of the Exhibits shall prevail over those in the numbered sections. 12 DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B IN WITNESS WHEREOF, the parties have executed this Agreement to be effective on the Effective Date.

CALIFORNIA ASSOCIATION OF RESOURCE CONSERVATION DISTRICTS (CARCD)
�Douc�uSigned by:
'. 1• ''I_
F
�""
By:eaEas .

Cam Tredennick, Executive Director
CARCD
Date: 4/14/2023
Date:

DocuSigned by:

By:
�� 6;6mu j 4/13/2023
Rick Gomez
Board President
13 DocuSign Envelope ID: DC3A6959-2D24-4872-6346-8DAE16905F2B

EXHIBIT A

SCOPE OF WORK
Expected Accomplishments and Deliverables

1. CEQA-Related:

Contractor will conduct the tasks and activities necessary to comply with WCB's requirement that CEQA exemption or compliance must be demonstrated before any grant funds can be spent on project implementation activities.

Expenses related to CEQA-related activities will be shown under Task 4: Technical Assistance including Planning and Design** on Contractor invoices submitted to CARCD.

Deliverables include any of the following:
• Proof that Notice of Exemption (NOE) has been filed with County Clerk and acknowledgement from County Clerk after 35-day public notice period • CEQA Compliance Certification Form

2. Project Management and Grant Administration (Task 1) See Expected Accomplishments & Deliverables column(s) in proposal spreadsheet below.

3. Technical Assistance including Planning, Design (Task 4) See Expected Accomplishments & Deliverables column(s) in proposal spreadsheet below.

4. Outreach and Education (Task 6)
See Expected Accomplishments & Deliverables column(s) in proposal spreadsheet below.
"There is no separate budget associated with these activities because expenses will come under the Contractor budget that was submitted to CARCD to be included in CARCD's proposal to WCB. If Contractor budgeted for these expenses under a different Task than Task 4, there will be opportunities to re -allocate budget among tasks at different points during the grant period.
14 DocuSign Envelope ID: DC3A6959-2D24-4872-B346-8DAE16905F2B BRIEF, nartatiw desaipiim dwMtis included it
BRIEF, need re a
budget
ExpeRedAaempishmenb6DeliveraMes
TAL
Estimated Match
wdmetd
Tad: s: Pr jed
Tfas cost entails labor associated with managing
Delivers Nesindude:

Man agement and Grant
project budgets, coordinating and sched 'ling sire
-Signed contracts
Adminirtretim(CARCD9
ork, creating update memos, and coordination with
-Ouarterly Progress Reports
RCD-)
CARCDDuaterly
invoices
Final Re rt
Sisgse.eo
This cost entails labor and wpplies associated with
native seed collection°(milkweed and associated
DNiberables include
Tad:x Habitat
Morwrch pollinator plants and propagation bylFRCD
-Documentation of inJrouse production ofappro.imately;75 installation, plant
Natural Resources Staff THs cost also includ es she
t-gallon native plants to be used in restoration
at merial; vegetation
preparation, pJaminstallation and seeding of
Documentation of3.5—esufhabitatnesteralion area
IERCD gr— 500 move
an agement,andothee
approximately 15 acres of disturbed lards dominated
bocumemalionofwccesstulplamestablishmem and survival
m0.vveN faNsmbugon
carbon icon plan
by irwasivewads. IERCD ha" Nlltime restoration
n reguxly created reporting
th—ginout 1656 .—in
hnplemenTatim materials
st9ffarditaown nlrserywhere, plarns forinstallation
aD—rnantinionof Monarch reproductionand u se(catipilar- 2021. d oil am itsa sunken
can be propagated. Artwork will be cad ucted by
dart sampling, photo ducumemation)
numbern2022asspciated wttl
Natural resources staffor supervised volunteers
s36, es Soo
stow
pro,grrning,inhel
ne
stalabn dstes
Tltis cost entaiIsla bor and wppliesassoci—d wish
Match from assocwted projects
maiminigatempuraryinigationsy9,,,,Ferforrri
Deliberablesindude,
rlc4dotg 2 funded nature plant
regularweed mxwgemem, perfuming supplemental
-Baseline description and transect data tables
-Amual transect monitonng resuhsindicsting native polinata gardens saNMonischhmkweed
coanpon MIS mat were
ear Mmiterin9,
3:
ng or seeding n9
planting di frceessary, installing project
plan coverage
established th 2021 end wl
Maintenancy 6 Rep-ti.,
signage and a.Nusionary fencirg,negular project
cononuetobebud[Inme suer
monitoring, vdumeer cadination, and report
'GPS photo pdmsshowingprogress ham baseline conditions
me nett —I Al
creation All activities will occur ova 3.5 acres of
ojectcopletion
dsougham
Ec
Restorm- ologst time
Monarch habitatrestoration
-Photo documentation of fencing and prNiminary signage
assocdd wth this grant
categorywil be matched ranter
sa4atl 44o.oa
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man footled by the gent
Defnembles include a final habittt build plan including:

This cost entails plan creation, species li- spacing
nnemated maps o f restoration are.,
aak4: Tachltid
adingll atilllogismpl; do-hto:r
•planting and seed palettes, number of speces, and spacing Aaairtanw indudng
coodand
ofwhic
wffR,,Ill be orati.ndirrhouse by
,Perf—ante corer goals and monitoring
Planning end Design
IERCDaechactofwNch
IERCD technical staff (staff Restoration Ecologist)
requfrementsfinethods
s4,697.-
This cost entails coordinating will, the City cfYucaipa and County of Riverside which own the properties
Tuk�Cmerhetim-
socmtedwiththe IS,— ofrestoration lneach
Deliw,rablesinxlude.

Pastnen
rase, the City property is already under a Consenvati
Signedlandawrter agramentwithC City of Yucaipa
Easement and County property
yr my of Riverside
-Signedlardowrcra amen:with Ca
u-11.:NANa MOVED
I— and nature[Mter.NOTE:NANCY MOYED

THIS MTASKS N EXCEL USED IN PROPOSAL
s6,a9600
Select comporcms(danting, weeding) oI the restoration
project will irndve sdicatirg assistance flan vdumeers, commonly,members, and schools•, linking physical buildwith TNs cost entailsthe creation of rdumeer outreach
scostent isthecreati n. eroutreach[S
ed ucatimaboutpolinator impW—c and the ultimate
m at the
linage epubli inter(
restaationpurpose. Both restorations will be built in moderate and minor education programs ng.
use public parks and irnccrporate educational signag a,trails, Ter 6: 0ut—cf, and
entailscoordinatirg with the Cityof Yucaipa and
County of Riverside wNch own the properties
County
and otlkrimerpretive 9gnage.

Educed-
asodatedwiththe;5acresofresaationlneach
,DommentationoNolumeenirnolvenxmand tracldng.
case, the City property is already under aConserved
Merricsincluded in rep —mil detail annual number of
Easement andthe County property is a public open
vN—ccs, number ofshools, and so onthatwereusedinthe
space and nature center.
implimentation
Photo documentationof final interpretation features
Soar
ms5eo
TI7fA
s53.46

CONSERVATION DISTRICT

Yucaipa City CouncilAugust 24, 2026

Yucaipa City Council
August 24, 2026