HomeMy WebLinkAboutC-9285-1 - PSA for Preparation of an EIR Addendum for the Proposed 1401 Quail Street Residential Project1jr)
m
rJ AMENDMENT NO. TWO TO
(T PROFESSIONAL SERVICES AGREEMENT
WITH PLACEWORKS, INC. FOR
PREPARATION OF AN EIR ADDENDUM FOR THE PROPOSED 1401 QUAIL
STREET RESIDENTIAL PROJECT
THIS AMENDMENT NO. TWO TO PROFESSIONAL SERVICES AGREEMENT
("Amendment No. Two") is made and entered into as of this 11th day of March, 2024
("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California
municipal corporation and charter city ("City"), and PLACEWORKS, INC., a California
corporation ("Consultant"), whose address is 3 MacArthur Place, Suite 1100, Santa Ana,
CA 92707, and is made with reference to the following:
RECITALS
A. On April 19, 2023, City and Consultant entered into a Professional Services
Agreement ("Agreement") for preparation of an EIR Addendum for the Proposed
1401 Quail Street residential project ("Project").
B. On November 28, 2023, City and Consultant entered into Amendment No. One to
the Agreement ("Amendment No. One") to reflect additional services not previously
included in the Agreement, and to increase the total compensation.
C. The parties desire to enter into this Amendment No. Two to extend the term of the
Agreement to October 31, 2024.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
Section 1 of the Agreement is amended in its entirety and replaced with the
following: "The term of this Agreement shall commence on the Effective Date, and shall
terminate on October 31, 2024, unless terminated earlier as set forth herein."
2. INTEGRATED CONTRACT
Except as expressly modified herein, all other provisions, terms, and covenants
set forth in the Agreement shall remain unchanged and shall be in full force and effect.
[SIGNATURES ON NEXT PAGE]
IN WITNESS WHEREOF, the parties have caused this Amendment No. Two to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date:
By: c t ► � r �
AAon C. Harp
City Attorney
CITY OF NEWPORT BEACH,
a California m nicipal corporation
Date: A
By:
GrPana Leung C'ger
ATTEST: CONSULTANT: PLACEWORKS, INC., a
Date:_ e 3. California corporation
Date:
c
By: A4By:
Leilani I. Brown Brian u d
City Clerk Chief Executive O er
Date:
By: CL
Kara L osel
Chief Financial Officer
[END OF SIGNATURES]
Placeworks, Inc. Page 2
l)
O�
N AMENDMENT NO. ONE TO
PROFESSIONAL SERVICES AGREEMENT
' WITH PLACEWORKS, INC. FOR
PREPARATION OF AN EIR ADDENDUM FOR THE PROPOSED 1401 QUAIL
STREET RESIDENTIAL PROJECT
THIS AMENDMENT NO. ONE TO PROFESSIONAL SERVICES AGREEMENT
("Amendment No. One") is made and entered into as of this 28th day of November, 2023
("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California
municipal corporation and charter city ("City"), and PLACEWORKS, INC., a California
corporation ("Consultant"), whose address is 3 MacArthur Place, Suite 1100, Santa Ana,
CA 92707, and is made with reference to the following:
RECITALS
A. On April 19, 2023, City and Consultant entered into a Professional Services
Agreement ("Agreement") for preparation of an EIR Addendum for the Proposed
1401 Quail Street residential project ("Project").
B. The parties desire to enter into this Amendment No. One to reflect additional
Services not included in the Agreement, as amended, and to increase the total
compensation.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
1. SERVICES TO BE PERFORMED
Exhibit A to the Agreement shall be supplemented to include the Scope of
Services, attached hereto as Exhibit A and incorporated herein by reference ("Services"
or "Work"). Exhibit A to the Agreement and Exhibit A to this Amendment No. One shall
collectively be known as "Exhibit A." The City may elect to delete certain Services within
the Scope of Services at its sole discretion.
2. COMPENSATION TO CONSULTANT
Exhibit B to the Agreement shall be supplemented to include the Schedule of
Billing Rates, attached hereto as Exhibit B and incorporated herein by reference. Exhibit
B to the Agreement and Exhibit B to Amendment No. One shall collectively be known as
"Exhibit B."
Section 4.1 of the Agreement is amended in its entirety and replaced with the
following: "City shall pay Consultant for the Services on a time and expense not -to -
exceed basis in accordance with the provisions of this Section and the Schedule of Billing
Rates attached hereto as Exhibit B and incorporated herein by reference. Consultant's
compensation for all Work performed in accordance with this Agreement, including all
reimbursable items and subconsultant fees, shall not exceed Eighty One Thousand Two
Hundred Twenty Two Dollars and 00/100 ($81,222.00), without prior written
authorization from City. No billing rate changes shall be made during the term of this
Agreement without the prior written approval of City."
The total amended compensation reflects Consultant's additional compensation
for additional Services to be performed in accordance with this Amendment No. One,
including all reimbursable items and subconsultant fees, in an amount not to exceed Six
Thousand Three Hundred Forty Five Dollars and 001100 ($6,345.00).
3. INTEGRATED CONTRACT
Except as expressly modified herein, all other provisions, terms, and covenants
set forth in the Agreement shall remain unchanged and shall be in full force and effect.
[SIGNATURES ON NEXT PAGE]
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IN WITNESS WHEREOF, the parties have caused this Amendment No. One to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: I /-2-
By:
arp n C. arp �s
C-ify Att rney
ATTEST:
Date: Ian, &. Ae 3-
r
Il:.�.LL� ►� I�
Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date: It12,q IZ02-'3
By: *"S"
G parcek.Leung
it a n a g e r
CONSULTANT: PLACEWORKS, INC., a
California corporation
Date:
Signed in Counterpart
Bv:
Brian Judd
Chief Executive Officer
Date:
Signed in Counterpart
By:
Kara L Kosel
Chief Financial Officer
[END OF SIGNATURES]
Attachments: Exhibit A - Scope of Services
Exhibit B - Schedule of Billing Rates
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IN WITNESS WHEREOF, the parties have caused this Amendment No. One to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: (/-2J -23
By:
aro C. rp "7s
Cittor ey ��'/ZsIr-3
ATTEST:
Date:
LZA
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By:
Grace K. Leung
City Manager
CONSULTANT: PLACEWORKS, INC., a
California corporation
Date: 11-30-23
By:
Brian Judd
Chief Executive Officer
Date: 11-30-23
By: 'ej axC- �h
Kara L osel —k
Chief Financial Officer
[END OF SIGNATURES]
Attachments: Exhibit A - Scope of Services
Exhibit B - Schedule of Billing Rates
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EXHIBIT A
SCOPE OF SERVICES
Placeworks, Inc. Page A-1
PLACEWORKS
November 20, 2023
David Lee, Senior Planner
City of Newport Beach
100 Civic Center Drive
Newport Beach, CA 92660
Subject: Request for Additional Fees for the EIR Addendum for the 1401 Quail Street Residential Project
(CNB-24.0)
Dear Mr. Lee:
Pursuant to our conversation on October 17, and November 16, 2023, this letter is to request additional fees
for our services on the 1401 Quail Street Residential Project Environmental Impact Report (EIR) Addendum.
PlaceWorks is requesting additional fees for Task 3.1, Final EIR Addendum, to revise the 2nd Screencheck Draft
EIR Addendum to reflect an updated project description. PlaceWorks received an updated project
application, plan set, and Affordable Housing Implementation Plan on October 17, after the 2"d Screencheck
Draft EIR Addendum was completed. The 2nd Screencheck Draft EIR Addendum was completed on September
12, 2023.
Additionally, the 2n1 Screencheck Draft EIR Addendum needs to be updated to reflect changes made to the
General Plan Element, Noise Element, the Newport Beach Municipal Code, and the Newport Place Planned
Community (PC-11) per Ordinance Nos. 2023-20 and 2023-21 and Resolution No. 2023-72. PlaceWorks
received these updates on November 15, 2023. Changes will also need to be made to the 2nd Screencheck
Draft EIR Addendum pursuant to an updated Affordable Housing Implementation Plan that PlaceWorks has
not yet received. The 2nd Screencheck Draft EIR Addendum requires updates that are beyond the original
scope of work.
The changes to the General Plan Element, Noise Element, the Newport Beach Municipal Code, and the
Newport Place Planned Community (PC-11) also require additional budget for Task 6.2, Noise and Vibration
Analysis, for Urban Crossroads to update the Noise and Vibration Study to reflect new noise contour maps
adopted by the City of Newport Beach (City). The Noise and Vibration Study requires updates that are beyond
the original scope of work.
The specific tasks included in this request are organized under Scope of Work per the tasks in our original
approved contract with the City.
Scope of Work
TASK 1. PROJECT DESCRIPTION
Task 1.1 Project Description
This task is complete and no budget replenishment or transfer is requested.
3 MacArthur Place, Suite 1100 1 Santa Ana, California 92707 1 714.966.9220 1 PlaceWorks.com
TASK 2 SCREENCHECK EIR ADDENDUM
Task 2.1 Screencheck EIR Addendum
This task is complete and no budget replenishment or transfer is requested.
TASK 3 FINAL EIR ADDENDUM
Task 3.1 FINAL EIR ADDENDUM
PlaceWorks is requesting additional fees forthis task to update the 2nd Screencheck EIR Addendum document
pursuant to an updated project description and changes made to the City's Land Use Element, Noise Element,
the Newport Beach Municipal Code, the Newport Place Planned Community (PC-11), and the project's
Affordable Housing Implementation Plan.
TASK 4. MEETINGS AND PUBLIC HEARINGS
Task 4.1 Meetings
This task has adequate budget to complete the scope of work and no budget replenishment is requested.
Task 4.2 Public Hearings
This task has adequate budget to complete the scope of work and no budget replenishment is requested.
TASK S. PROJECT MANAGEMENT AND COORDINATION
Task 5.1 Project Management and Coordination
This task has adequate budget to complete the scope of work and no budget replenishment is requested.
TASK 6. TECHNICAL STUDIES
6.1 Air Quality, Greenhouse Gas, and Energy Analysis
This task is complete and no budget replenishment or transfer is requested.
6.2 Noise and Vibration Analysis
Urban Crossroads is requesting additional fees for this task to update the Noise and Vibration Study pursuant
to updates made to the Land Use Element, the Noise Element, the Newport Beach Municipal Code, and the
Newport Place Planned Community (PC-11).
Budget Transfer
The following budget transfer sheet summarizes the original contract, amount invoiced up to October 30,
2023, requested additional fees, and total contract upon approval of additional fees. The summary also
includes the approved budget reimbursables.
NOVEMBER 20, 20231 Page 2
EXHIBIT B
SCHEDULE OF BILLING RATES
Placeworks, Inc. Page B-1
Q PLACEWORKS
BUDGET TRANSFER SHEET
APPROVED
AMOUNT
REQUESTED
REMAINING
TOTAL
CONTRACT
INVOICED
ADDITIONAL
BUDGET AFTER
CONTRACTW/
THRU
FEES
ADDITIONAL
AMENDMENTS
OCTOBER
FEES
2023
TASK 1. PROJECT DESCRIPTION
1.1 Project Description $5,885 $5,906 $0 -$21 $5,885
Task 1. Subtotal 1 $5,885 $5,906 $0 I -$21 L $5,885
TASK 2. SCREENCHECK EIR ADDENDUM
2.1 Screencheck EIR
Addendum
$28,187
$28,193
$0
-$6
$28,187
Task 2. Subtotal
$28,187
$28,193
$0
-$6
$28,187
TASK 3. FINAL EIR ADDENDUM
3.1 Final EIR
Addendum
$8,364
$7,951
$4,365
$4,778
$12,729
Task 3. Subtotal
$8,364
$7,951
$4,365
$4,778
$12,729
TASK4. MEETINGS AND PUBLIC HEARINGS
4.1 Meetings
$3,397
$2,419
$0
$978
$3,397
4.2 Public Hearings
$3,396
$0
$0
$3,396
$3,396
Task 4. Subtotal
$6,793
$2,419
$0
$4,374
$6,793
TASK 5. PROJECT MANAGEMENT AND COORDINATION
5.1 Project
$5,829
$4,287
$0
$1,542
$5,829
Management and
Coordination
Task 5. Subtotal
$5,829
$4,287
$0
$1,542
$5,829
TASK 6. TECHNICAL STUDIES
6.1 Air Quality,
Greenhouse Gas, and
Energy Analysis
$11,424
$11,416
$0
$8
$11,424
6.2 Noise and
Vibration Analysis
$7,040
$7,040
$1,980
$1,980
$9,020
Task 6. Subtotal
$18,464
$18,456
$1,980
$1,988
$20,444
LABOR TOTAL
$73,522
$67,212
$6,345
$12,655
$79,867
Reimbursables
$1,355
$0
$0
$1,355
$1,355
GRAND TOTAL
$74,877
$67,212
$6,345
$14,010
$81,222
We Iookforward to disc ussingthis proposed budget transfer request, and, if necessary, adjusting our request
as the City believes is appropriate.
Respectfully submitted,
PLACEWORKS
Dina El Chammas Gass, Senior Engineer
NOVEMBER 20, 2023 1 Page 3
PROFESSIONAL SERVICES AGREEMENT
WITH PLACEWORKS, INC. FOR
PREPARATION OF AN EIR ADDENDUM FOR THE PROPOSED 1401 QUAIL
STREET RESIDENTIAL PROJECT
THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and
entered into as of this 19th day of April, 2023 ("Effective Date"), by and between the CITY
OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and
PLACEWORKS, INC., a California corporation ("Consultant"), whose address is 3
MacArthur Place, Suite 1100, Santa Ana, California 92707, and is made with reference
to the following:
RECITALS
A. City is a municipal corporation duly organized and validly existing under the laws
of the State of California with the power to carry on its business as it is now being
conducted under the statutes of the State of California and the Charter of City.
B. City desires to engage Consultant for preparation of an EIR Addendum for the
Proposed 1401 Quail Street residential project ("Project").
C. Consultant possesses the skill, experience, ability, background, certification and
knowledge to provide the professional services described in this Agreement.
D. City has solicited and received a proposal from Consultant, has reviewed the
previous experience and evaluated the expertise of Consultant, and desires to
retain Consultant to render professional services under the terms and conditions
set forth in this Agreement.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
1. TERM
The term of this Agreement shall commence on the Effective Date, and shall
terminate on April 30, 2024, unless terminated earlier as set forth herein.
2. SERVICES TO BE PERFORMED
Consultant shall diligently perform all the services described in the Scope of
Services attached hereto as Exhibit A and incorporated herein by reference ("Services"
or "Work"). City may elect to delete certain Services within the Scope of Services at its
sole discretion.
3. TIME OF PERFORMANCE
3.1 Time is of the essence in the performance of Services under this Agreement
and Consultant shall perform the Services in accordance with the schedule included in
Exhibit A. In the absence of a specific schedule, the Services shall be performed to
completion in a diligent and timely manner. The failure by Consultant to strictly adhere to
the schedule set forth in Exhibit A, if any, or perform the Services in a diligent and timely
manner may result in termination of this Agreement by City.
3.2 Notwithstanding the foregoing, Consultant shall not be responsible for
delays due to causes beyond Consultant's reasonable control. However, in the case of
any such delay in the Services to be provided for the Project, each party hereby agrees
to provide notice within two (2) calendar days of the occurrence causing the delay to the
other party so that all delays can be addressed.
3.3 Consultant shall submit all requests for extensions of time for performance
in writing to the Project Administrator as defined herein not later than ten (10) calendar
days after the start of the condition that purportedly causes a delay. The Project
Administrator shall review all such requests and may grant reasonable time extensions
for unforeseeable delays that are beyond Consultant's control.
3.4 For all time periods not specifically set forth herein, Consultant shall
respond in the most expedient and appropriate manner under the circumstances, by
hand -delivery or mail.
4. COMPENSATION TO CONSULTANT
4.1 City shall pay Consultant for the Services on a time and expense not -to -
exceed basis in accordance with the provisions of this Section and the Schedule of Billing
Rates attached hereto as Exhibit B and incorporated herein by reference. Consultant's
compensation for all Work performed in accordance with this Agreement, including all
reimbursable items and subconsultant fees, shall not exceed Seventy Four Thousand
Eight Hundred Seventy Seven Dollars and 001100 ($74,877.00), without prior written
authorization from City. No billing rate changes shall be made during the term of this
Agreement without the prior written approval of City.
4.2 Consultant shall submit monthly invoices to City describing the Work
performed the preceding month. Consultant's bills shall include the name of the person
who performed the Work, a brief description of the Services performed and/or the specific
task in the Scope of Services to which it relates, the date the Services were performed,
the number of hours spent on all Work billed on an hourly basis, and a description of any
reimbursable expenditures. City shall pay Consultant no later than thirty (30) calendar
days after approval of the monthly invoice by City staff.
4.3 City shall reimburse Consultant only far those costs or expenses specifically
identified in Exhibit B to this Agreement or specifically approved in writing in advance by
City.
4.4 Consultant shall not receive any compensation for Extra Work performed
without the prior written authorization of City. As used herein, "Extra Work" means any
Work that is determined by City to be necessary for the proper completion of the Project,
but which is not included within the Scope of Services and which the parties did not
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reasonably anticipate would be necessary at the execution of this Agreement.
Compensation for any authorized Extra Work shall be paid in accordance with the
Schedule of Billing Rates as set forth in Exhibit B.
5. PROJECT MANAGER
5.1 Consultant shall designate a Project Manager, who shall coordinate all
phases of the Project. This Project Manager shall be available to City at all reasonable
times during the Agreement term. Consultant has designated JoAnn Hadfield to be its
Project Manager. Consultant shall not remove or reassign the Project Manager or any
personnel listed in Exhibit A or assign any new or replacement personnel to the Project
without the prior written consent of City. City's approval shall not be unreasonably
withheld with respect to the removal or assignment of non -key personnel.
5.2 Consultant, at the sole discretion of City, shall remove from the Project any
of its personnel assigned to the performance of Services upon written request of City.
Consultant warrants that it will continuously furnish the necessary personnel to complete
the Project on a timely basis as contemplated by this Agreement.
5.3 If Consultant is performing inspection services for City, the Project Manager
and any other assigned staff shall be equipped with a cellular phone to communicate with
City staff. The Project Manager's cellular phone number shall be provided to City.
6. ADMINISTRATION
This Agreement will be administered by the Community Development Department.
City's Senior Planner or designee shall be the Project Administrator and shall have the
authority to act for City under this Agreement. The Project Administrator shall represent
City in all matters pertaining to the Services to be rendered pursuant to this Agreement.
7. CITY'S RESPONSIBILITIES
To assist Consultant in the execution of its responsibilities under this Agreement,
City agrees to provide access to and upon request of Consultant, one copy of all existing
relevant information on file at City. City will provide all such materials in a timely manner
so as not to cause delays in Consultant's Work schedule.
8. STANDARD OF CARE
8.1 All of the Services shall be performed by Consultant or under Consultant's
supervision. Consultant represents that it possesses the professional and technical
personnel required to perform the Services required by this Agreement, and that it will
perform all Services in a manner commensurate with community professional standards
and with the ordinary degree of skill and care that would be used by other reasonably
competent practitioners of the same discipline under similar circumstances. All Services
shall be performed by qualified and experienced personnel who are not employed by City.
By delivery of completed Work, Consultant certifies that the Work conforms to the
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requirements of this Agreement, all applicable federal, state and local laws, and legally
recognized professional standards.
8.2 Consultant represents and warrants to City that it has, shall obtain, and shall
keep in full force and effect during the term hereof, at its sole cost and expense, all
licenses, permits, qualifications, insurance and approvals of whatsoever nature that is
legally required of Consultant to practice its profession. Consultant shall maintain a City
of Newport Beach business license during the term of this Agreement.
8.3 Consultant shall not be responsible for delay, nor shall Consultant be
responsible for damages or be in default or deemed to be in default by reason of strikes,
lockouts, accidents, acts of God, or the failure of City to furnish timely information or to
approve or disapprove Consultant's Work promptly, or delay or faulty performance by
City, contractors, or governmental agencies.
9. HOLD HARMLESS
9.1 To the fullest extent permitted by law, Consultant shall indemnify, defend
and hold harmless City, its City Council, boards and commissions, officers, agents,
volunteers and employees (collectively, the "Indemnified Parties") from and against any
and ail claims (including, without limitation, claims for bodily injury, death or damage to
property), demands, obligations, damages, actions, causes of action, suits, losses,
judgments, fines, penalties, liabilities, costs and expenses (including, without limitation,
reasonable attorneys' fees, disbursements and court costs) of every kind and nature
whatsoever (individually, a Claim; collectively, "Claims"), to the extent which they arise
from or in any manner relate (directly or indirectly) to any breach of the terms and
conditions of this Agreement, any negligent Work performed or negligent Services
provided under this Agreement including, without limitation, defects in workmanship or
materials or Consultant's presence or activities conducted on the Project (including the
negligent, reckless, and/or willful acts, errors and/or omissions of Consultant, its
principals, officers, agents, employees, vendors, suppliers, consultants, subcontractors,
anyone employed directly or indirectly by any of them or for whose acts they may be
liable, or any or all of them).
9.2 Notwithstanding the foregoing, nothing herein shall be construed to require
Consultant to indemnify the Indemnified Parties from any Claim arising from the sole
negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall
be construed as authorizing any award of attorneys' fees in any action on or to enforce
the terms of this Agreement. This indemnity shall apply to all claims and liability
regardless of whether any insurance policies are applicable. The policy limits do not act
as a limitation upon the amount of indemnification to be provided by Consultant.
10. INDEPENDENT CONTRACTOR
It is understood that City retains Consultant on an independent contractor basis
and Consultant is not an agent or employee of City. The manner and means of
conducting the Work are under the control of Consultant, except to the extent they are
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limited by statute, rule or regulation and the expressed terms of this Agreement. No civil
service status or other right of employment shall accrue to Consultant or its employees.
Nothing in this Agreement shall be deemed to constitute approval for Consultant or any
of Consultant's employees or agents, to be the agents or employees of City. Consultant
shall have the responsibility for and control over the means of performing the Work,
provided that Consultant is in compliance with the terms of this Agreement. Anything in
this Agreement that may appear to give City the right to direct Consultant as to the details
of the performance of the Work or to exercise a measure of control over Consultant shall
mean only that Consultant shall follow the desires of City with respect to the results of the
Services.
11. COOPERATION
Consultant agrees to work closely and cooperate fully with City's designated
Project Administrator and any other agencies that may have jurisdiction or interest in the
Work to be performed. City agrees to cooperate with the Consultant on the Project.
12. CITY POLICY
Consultant shall discuss and review all matters relating to policy and Project
direction with City's Project Administrator in advance of all critical decision points in order
to ensure the Project proceeds in a manner consistent with City goals and policies.
13. PROGRESS
Consultant is responsible for keeping the Project Administrator informed on a
regular basis regarding the status and progress of the Project, activities performed and
planned, and any meetings that have been scheduled or are desired.
14. INSURANCE
Without limiting Consultant's indemnification of City, and prior to commencement
of Work, Consultant shall obtain, provide and maintain at its own expense during the term
of this Agreement or for other periods as specified in this Agreement, policies of insurance
of the type, amounts, terms and conditions described in the Insurance Requirements
attached hereto as Exhibit C, and incorporated herein by reference.
15. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS
Except as specifically authorized under this Agreement, the Services to be
provided under this Agreement shall not be assigned, transferred contracted or
subcontracted out without the prior written approval of City. Any of the following shall be
construed as an assignment: The sale, assignment, transfer or other disposition of any
of the issued and outstanding capital stock of Consultant, or of the interest of any general
partner orjoint venturer or syndicate member or cotenant if Consultant is a partnership or
joint -venture or syndicate or co -tenancy, which shall result in changing the control of
Consultant. Control means fifty percent (50%) or more of the voting power or twenty-five
percent (25%) or more of the assets of the corporation, partnership or joint -venture.
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16. SUBCONTRACTING
The subcontractors authorized by City, if any, to perform Work on this Project are
identified in Exhibit A. Consultant shall be fully responsible to City for all acts and
omissions of any subcontractor. Nothing in this Agreement shall create any contractual
relationship between City and any subcontractor nor shall it create any obligation on the
part of City to pay or to see to the payment of any monies due to any such subcontractor
other than as otherwise required by law. City is an intended beneficiary of any Work
performed by the subcontractor for purposes of establishing a duty of care between the
subcontractor and City. Except as specifically authorized herein, the Services to be
provided under this Agreement shall not be otherwise assigned, transferred, contracted
or subcontracted out without the prior written approval of City.
17. OWNERSHIP OF DOCUMENTS
17.1 Each and every report, draft, map, record, plan, document and other writing
produced, including but not limited to, websites, blogs, social media accounts and
applications (hereinafter "Documents"), prepared or caused to be prepared by Consultant,
its officers, employees, agents and subcontractors, in the course of implementing this
Agreement, shall become the exclusive property of City, and City shall have the sole right
to use such materials in its discretion without further compensation to Consultant or any
other party. Additionally, all material posted in cyberspace by Consultant, its officers,
employees, agents and subcontractors, in the course of implementing this Agreement,
shall become the exclusive property of City, and City shall have the sole right to use such
materials in its discretion without further compensation to Consultant or any other party.
Consultant shall, at Consultant's expense, provide such Documents, including all logins
and password information to City upon prior written request.
17.2 Documents, including drawings and specifications, prepared by Consultant
pursuant to this Agreement are not intended or represented to be suitable for reuse by
City or others on any other project. Any use of completed Documents for other projects
and any use of incomplete Documents without specific written authorization from
Consultant will be at City's sole risk and without liability to Consultant. Further, any and
all liability arising out of changes made to Consultant's deliverables under this Agreement
by City or persons other than Consultant is waived against Consultant, and City assumes
full responsibility for such changes unless City has given Consultant prior notice and has
received from Consultant written consent for such changes.
17.3 All written documents shall be transmitted to City in formats compatible with
Microsoft Office and/or viewable with Adobe Acrobat.
18. CONFIDENTIALITY
All Documents, including drafts, preliminary drawings or plans, notes and
communications that result from the Services in this Agreement, shall be kept confidential
unless City expressly authorizes in writing the release of information.
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19. INTELLECTUAL PROPERTY INDEMNITY
Consultant shall defend and indemnify City, its agents, officers, representatives
and employees against any and all liability, including costs, for infringement or alleged
infringement of any United States' letters patent, trademark, or copyright, including costs,
contained in Consultant's Documents provided under this Agreement.
20. RECORDS
Consultant shall keep records and invoices in connection with the Services to be
performed under this Agreement. Consultant shall maintain complete and accurate
records with respect to the costs incurred under this Agreement and any Services,
expenditures and disbursements charged to City, for a minimum period of three (3) years,
or for any longer period required by law, from the date of final payment to Consultant
under this Agreement. All such records and invoices shall be clearly identifiable.
Consultant shall allow a representative of City to examine, audit and make transcripts or
copies of such records and invoices during regular business hours. Consultant shall allow
inspection of all Work, data, Documents, proceedings and activities related to the
Agreement for a period of three (3) years from the date of final payment to Consultant
under this Agreement.
21. WITHHOLDINGS
City may withhold payment to Consultant of any disputed sums until satisfaction of
the dispute with respect to such payment. Such withholding shall not be deemed to
constitute a failure to pay according to the terms of this Agreement. Consultant shall not
discontinue Work as a result of such withholding. Consultant shall have an immediate
right to appeal to the City Manager or designee with respect to such disputed sums.
Consultant shall be entitled to receive interest on any withheld sums at the rate of return
that City earned on its investments during the time period, from the date of withholding of
any amounts found to have been improperly withheld.
22. ERRORS AND OMISSIONS
In the event of errors or omissions that are due to the negligence or professional
inexperience of Consultant which result in expense to City greater than what would have
resulted if there were not errors or omissions in the Work accomplished by Consultant,
the additional design, construction and/or restoration expense shall be borne by
Consultant. Nothing in this Section is intended to limit City's rights under the law or any
other sections of this Agreement.
23. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS
City reserves the right to employ other Consultants in connection with the Project.
Placeworks, Inc. Page 7
24. CONFLICTS OF INTEREST
24.1 Consultant or its employees may be subject to the provisions of the
California Political Reform Act of 1974 (the "Act") and/or Government Code §§ 1090 et
seq., which (1) require such persons to disclose any financial interest that may
foreseeably be materially affected by the Work performed under this Agreement, and (2)
prohibit such persons from making, or participating in making, decisions that will
foreseeably financially affect such interest.
24.2 If subject to the Act and/or Government Code §§ 1090 et seq., Consultant
shall conform to all requirements therein. Failure to do so constitutes a material breach
and is grounds for immediate termination of this Agreement by City. Consultant shall
indemnify and hold harmless City for any and all claims for damages resulting from
Consultant's violation of this Section.
25. NOTICES
25.1 All notices, demands, requests or approvals, including any change in
mailing address, to be given under the terms of this Agreement shall be given in writing,
and conclusively shall be deemed served when delivered personally, or on the third
business day after the deposit thereof in the United States mail, postage prepaid, first-
class mail, addressed as hereinafter provided.
25.2 All notices, demands, requests or approvals from Consultant to City shall
be addressed to City at:
Attn: Senior Planner
Community Development Department
City of Newport Beach
100 Civic Center Drive
PO Box 1768
Newport Beach, CA 92658
25.3 All notices, demands, requests or approvals from City to Consultant shall
be addressed to Consultant at:
Attn: JoAnn Hadfield
Placeworks, Inc.
3 MacArthur Place, Suite 1100
Santa Ana, CA 92707
26. CLAIMS
Unless a shorter time is specified elsewhere in this Agreement, before making its
final request for payment under this Agreement, Consultant shall submit to City, in writing,
all claims for compensation under or arising out of this Agreement. Consultant's
acceptance of the final payment shall constitute a waiver of all claims for compensation
under or arising out of this Agreement except those previously made in writing and
Placeworks, Inc. Page 8
identified by Consultant in writing as unsettled at the time of its final request for payment.
Consultant and City expressly agree that in addition to any claims filing requirements set
forth in the Agreement, Consultant shall be required to file any claim Consultant may have
against City in strict conformance with the Government Claims Act (Government Code
sections 900 et seq.).
27. TERMINATION
27.1 In the event that either party fails or refuses to perform any of the provisions
of this Agreement at the time and in the manner required, that party shall be deemed in
default in the performance of this Agreement. If such default is not cured within a period
of two (2) calendar days, or if more than two (2) calendar days are reasonably required
to cure the default and the defaulting party fails to give adequate assurance of due
performance within two (2) calendar days after receipt of written notice of default,
specifying the nature of such default and the steps necessary to cure such default, and
thereafter diligently take steps to cure the default, the non -defaulting party may terminate
the Agreement forthwith by giving to the defaulting party written notice thereof.
27.2 Notwithstanding the above provisions, City shall have the right, at its sole
and absolute discretion and without cause, of terminating this Agreement at any time by
giving no less than seven (7) calendar days' prior written notice to Consultant. In the
event of termination under this Section, City shall pay Consultant for Services
satisfactorily performed and costs incurred up to the effective date of termination forwhich
Consultant has not been previously paid. On the effective date of termination, Consultant
shall deliver to City all reports, Documents and other information developed or
accumulated in the performance of this Agreement, whether in draft or final form.
28. STANDARD PROVISIONS
28.1 Recitals. City and Consultant acknowledge that the above Recitals are true
and correct and are hereby incorporated by reference into this Agreement.
28.2 Compliance with all Laws. Consultant shall, at its own cost and expense,
comply with all statutes, ordinances, regulations and requirements of all governmental
entities, including federal, state, county or municipal, whether now in force or hereinafter
enacted. In addition, all Work prepared by Consultant shall conform to applicable City,
county, state and federal laws, rules, regulations and permit requirements and be subject
to approval of the Project Administrator and City.
28.3 Waiver. A waiver by either party of any breach, of any term, covenant or
condition contained herein shall not be deemed to be a waiver of any subsequent breach
of the same or any other term, covenant or condition contained herein, whether of the
same or a different character.
28.4 Integrated Contract. This Agreement represents the full and complete
understanding of every kind or nature whatsoever between the parties hereto, and all
preliminary negotiations and agreements of whatsoever kind or nature are merged herein.
No verbal agreement or implied covenant shall be held to vary the provisions herein.
Placeworks, Inc. Page 9
28.5 Conflicts or Inconsistencies. In the event there are any conflicts or
inconsistencies between this Agreement and the Scope of Services or any other
attachments attached hereto, the terms of this Agreement shall govern.
28.6 Interpretation. The terms of this Agreement shall be construed in
accordance with the meaning of the language used and shall not be construed for or
against either party by reason of the authorship of the Agreement or any other rule of
construction which might otherwise apply.
28.7 Amendments. This Agreement may be modified or amended only by a
written document executed by both Consultant and City and approved as to form by the
City Attorney.
28.8 Severability. If any term or portion of this Agreement is held to be invalid,
illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions of this Agreement shall continue in full force and effect.
28.9 Controllinq Law and Venue. The laws of the State of California shall govern
this Agreement and all matters relating to it and any action brought relating to this
Agreement shall be adjudicated in a court of competent jurisdiction in the County of
Orange, State of California.
28.10 Equal Opportunity Em to ment. Consultant represents that it is an equal
opportunity employer and it shall not discriminate against any subcontractor, employee
or applicant for employment because race, religious creed, color, national origin,
ancestry, physical handicap, medical condition, marital status, sex, sexual orientation,
age or any other impermissible basis under law.
28.11 No Attorneys' Fees. In the event of any dispute or legal action arising under
this Agreement, the prevailing party shall not be entitled to attorneys' fees.
28.12 Counterparts. This Agreement may be executed in two (2) or more
counterparts, each of which shall be deemed an original and all of which together shall
constitute one (1) and the same instrument.
[SIGNATURES ON NEXT PAGE]
Placeworks, Inc. Page 10
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: Lf/IZ/Z_3
B-
y
ja on C. Harp y-�Z z3 w�
City Attorney
ATTEST:
Date: ?.
By-
Leilani I. Bro
City Cler
O
C'q�l�oa��¢
CITY OF NEWPORT BEACH,
a California m4nicipal corporation
Date:
By: �
Seimone Jurjis
Community D elopment Director
CONSULTANT: PLACEWORKS, INC., a
California corporation
Date -
Signed in Counterpart
By:
Robert Keith McCann
Chief Executive Officer/Chief Financial
Officer/Secretary
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C -- Insurance Requirements
Placeworks, Inc. Page 11
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: / i Z Z
By:
A`ar n C. Harp y. iZ . Z3 wc-
Cit Attorney
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
Seimone Judis
Community Development Director
ATTEST: CONSULTANT: PLACEINORKS, INC., a
Date: California corporation
Date. -
By: By:
Leilani I. Brown Ro ert Keith McCann
City Clerk Chief Executive Officer/Chief Financial
Officer/Secretary
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C — Insurance Requirements
Placeworks, Inc. Page 11
EXHIBIT
SCOPE OF SERVICES
Placeworks, Inc. Page A-1
PLACEWORKS
Technical analyses will be provided at the level necessary to substantiate that the net impacts of the project
as proposed would not be significant in comparison to the General Plan land use designated for the site. It
is anticipated that this can be accomplished with a qualitative analysis for the majority of environmental
impacts. We believe that land use compatibility impacts related to neighboring uses will be the most
sensitive impacts, requiring meaningful disclosure. This will include the potential noise impacts associated
with project construction, including demolition of the existing office buildings, site grading, and building
construction. The detailed phasing of these operations will be described in the project description, and the
noise analyses will quantitatively analyze these impacts and associated noise levels and durations.
The General Plan EIR does not include any mitigation measures and, by definition, an addendum connoi
include new mitigation measures (which would indicate new significant impacts). The "mitigation" for
project -related impacts will be implementation of the 2006 General Plan Update's policies and applicable
regulatory requirements, which will be detailed in the Addendum.
The Addendum will clearly substantiate the proposed project's eligibility for an addendum, pursuant to
CEQA Section 21166 and Section 15162 of the State CEQA Guidelines. The Addendum will be based on the
adopted updates to the CEQA checklist (December 2018). We will, therefore, include an analysis of new
topics (e.g., Energy, Wildfire) and address revised/updated checklist questions for both the previously
assumed project site uses and proposed project.
Other Considerations and Assumptions
Tribal Consultation. This project will require tribal notification and consultation pursuant to SB 18. It is our
assumption at this time that the City will be responsible for this consultation. We will coordinate with the
City to document the consultation results in the Addendum.
Vehicle Miles Traveled. Since the project site is within 0.5 mile of an existing High Quality Transit Corridor,
the proposed project does not require a full VMT analysis (pursuant to SB 743 and consistent with the City
of Newport Beach's SB 743 Vehicle Miles Traveled Methodology, Council Policy Q. VMT impacts will be
discussed in the Addendum, including the fact that the proposed project screens out of a full analysis.
Scope of Work
TASK 1 PROJECT DESCRIPTION
Key to the success of CEQA documentation is a concise project description. Place Works will prepare a draft
project description for review by the City that includes the proposed land use, conceptual planning, and
entitlements. The project description will be supported by graphics, which we assume will be provided by
the applicant. The description will focus on the land uses and development capacity of the project site as
proposed in comparison to the allowable development pursuant to the 2006 General Plan Update. The
allowable land uses and development capacity in the General Plan will serve as the baseline forthe potential
impacts associated with the project now proposed.
We will submit the screencheck project description to the City for review. Upon receipt of comments, we
will revise the project description, as needed, for inclusion in the Addendum.
Deliverable(s):
u Project Description (electronic copy)
March 13, 2023 (Updated March 29, 2023) 1 Page 5
PLACEWORKS
Revised Project Description (electronic copy) per City review comments
TASK 2 SCREENCHECK EIR ADDENDUM
The Addendum will include the following sections: Introduction, Environmental Setting, Project
Description, Environmental Checklist Form, Environmental Analysis, References, and Appendices. (Note
that the 2006 GPEIR does not include mitigation measures so the Addendum will state that mitigation
measures are not applicable.) The environmental checklist will be a modified CEGA Guidelines Appendix G
checklist. The topics and questions will be the same as the checklist, but the column headings for responses
will be appropriate to an addendum:
• Substantial Change in the Project Requiring Major EIR Revisions
• Substantial Change in Circumstances Requiring Major EIR Revisions
• New Information Showing New or Increased Significant Effects
• Less Than Significant Impacts/No Changes or New Information Requiring Preparation of an EIR
• No Impact
The 2006 General Plan Update EIR will serve as the baseline for the proposed project and the Addendum.
To adequately assess the "net" change in impacts compared to the original project, we will quantify, to the
extent possible, impacts associated with development of the proposed project, including air quality,
greenhouse gas emissions, and noise impacts. The project impacts (decrease or increase in comparison to
approved project) will be compared to significance thresholds for each topical area. Note that if this analysis
reveals a new significant impact, the project will not be eligible for an Addendum, and a Supplemental EIR
will be required.
Deliverable(s):
Screencheck EIR Addendum (electronic copy)
TASK 3 FINAL EIR ADDENDUM
PlaceWorks anticipates up to two rounds of document review. We will revise the Addendum to address
comments and finalize the Addendum. It is not anticipated that substantive changes will be required or
that any technical modeling update will be necessary. If that becomes the case, a budget augment may be
necessary.
An addendum does not require public review; therefore, upon City approval, it can serve as the final
environmental documentation for the entitlements proposed.
Deliverable(s):
» 20 hard copies of Final EIR Addendum
TASK 4 MEETINGS AND PUBLIC HEARINGS
Place Works' project manager (PM) will participate at in -person meetings and conference calls as requested
by the City. Our cost estimate is based on participation by our PM in up to three meetings or conference
calls and up to two public hearings. We will attend additional meetings upon request, to be billed at our
hourly rates. Any of our technical specialists will also be available to attend meetings and/or hearings on a
time -and -materials basis at our 2023 hourly billing rates.
March 15, 2023 (Updated March 29, 2023) 1 Page 6
PLACEWORKS
Deliverable(s):
» PM participation in up to 3 meetings or conference calls and 2 public hearings
TASKS PROJECT MANAGEMENT AND COORDINATION
PlaceWorks will coordinate closely with the client and the City to ensure the Addendum is legally defensible,
accurate, and useful to decision makers when considering the approval of the project. Project management
responsibilities include: task scheduling and assignment, management of resources; monitoring of costs
and schedule adherence; and coordination and communications with the project team to ensure
compliance with policies, procedures, and any applicable codes.
Our Project Management cost estimate is based on an estimated 18-week schedule and assumes 1.5
hours/week for our project manager. If this schedule is extended beyond the control of PlaceWorks, a
budget augment may be requested for this task.
TASK 6 TECHNICAL STUDIES
Our in-house technical specialists and Urban Crossroads will conduct technical analyses to determine the
net impacts of the proposed project in comparison to uses anticipated in the 2006 General Plan Update
FIR.
6.1 Air Quality, Greenhouse Gas Emissions, and Energy Analysis
PlaceWorks will prepare an air quality, energy, and greenhouse gas (GHG) emissions technical analysis to
evaluate the potential impacts of the proposed project compared to the approved project identified in the
2006 GPU FIR. The analysis will be consistent with the current methodology of the South Coast Air Quality
Management District (South Coast AQMD). Modeling of criteria air pollutant emissions and GHG emissions
will be conducted using the latest California Emissions Estimator Model (CalFEMod). The results of the
technical analyses will be compiled into the CEQA document, and model outputs will be included as an
appendix.
Construction Phase. PlaceWorks will quantify short-term emissions generated from construction of the
Proposed project based on the construction schedule and duration, the anticipated equipment for each
construction subphase, and demolition debris and soil haul volumes (if applicable), as provided by the
Applicant/City. Where information is unavailable, PlaceWorks will use CaILEMod defaults, as appropriate,
and work with the City/Applicant to develop the construction assumptions. Maximum daily construction
emissions will be compared to the South Coast AQMD regional significance thresholds for construction and
emissions impacts identified in the 2006 GPU FIR.
Localized air pollution impacts from construction equipment exhaust and fugitive dust associated with the
proposed project will be compared to South Coast AQMD's screening -level localized significance thresholds
(LST) for their potential to elevate concentrations of air pollutants at the sensitive and nonsensitive uses
proximate to the project site. Based on the LST analysis, construction -related risk will be described
qualitatively.
Operational Phase. Buildout of the proposed project could result in an increase in criteria air pollutants
and GHG emissions compared to that generated bythe approved project from mobile sources, area sources
(e.g., landscaping, paints and consumer cleaning products), energy use (e.g., natural gas for heating, and
electricity), refrigerant use, and indirect GHG emissions from water use/wastewater generation and solid
March 15, 2023 (Updated March 29, 2023) 1 Page 7
PLACEWORKS
waste disposal. The net increase in mobile -source emissions will be based on the weekday and weekend
average daily trip generation as provided by the Applicant's traffic engineer. The net increase in emissions
generated by the proposed project will be compared to South Coast AQMD's regional significance
thresholds and impacts identified in the 2006 GPU EIR. Additionally, the total maximum daily on -site project
operational emissions will he compared to the South Coast AQMD's screening -level LSTs for operation.
Energy. PlaceWorks will quantify the energy (i.e., natural gas and electricity) demand associated with the
project based on the CaIEEMod outputs conducted for the air quality and GHG analysis. PlaceWorks will
also provide an overview and review of the project's consistency with the California Renewables Portfolio
Standard Program (RPS) and other energy -related policies adopted by the City.
Other Air Quality impacts. The South Coast Air Basin (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 (PM,o), and lead (Los Angeles County only). Since the
2006 EIR was certified, the South Coast AQMD has adopted an update to the air quality management plan
(AQMP) to ensure the SoCAB can attain the long-term National and 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 hot -spots associated with mobile source emissions. PlaceWorks will also describe potential odor
impacts qualitatively.
Project Consistency with Plans Adopted to Reduce GHG Emissions, GHG emissions were not evaluated in
the 2006 GPU EIR. Additionally, the State has adopted new GHG reduction targets that are generally
embodied in Senate Bill 32 (SB 32) and Assembly Bill (AB) 1279. To achieve the GHG reduction targets of
SB 32 and AB 1279, the California Air Resources Board (GARB) adopted the 2012 Scoping Plan Update. The
Southern California Association of Governments has prepared an updated Regional Transportation
Plan/Sustainable Communities Strategy (RTP/SC) to address the region's requirements to reduce passenger
vehicle VMT and associated GHG emissions under SB 375. PlaceWorks will review project consistency with
these statewide and regional GHG emissions reduction strategies that have been adopted since the EIR was
certified.
Deli verable(s):
>> Air Quality, Energy, and GHG Emissions sections of the Addendum and Modeling as an Appendix
6.2 Noise and Vibration (Urban Crossroads)
Urban Crossroads will evaluate the potential noise and vibration impacts for Construction and operational
phases of the 1401 Quail Residential Project. Urban Crossroads will Identify and review applicable, Federal,
State and Local Noise criteria. This includes the City of Newport Beach Noise Element, General Plan EIR and
Municipal Code to determine appropriate noise standards and significance criteria.
A detailed assessment of construction -related impacts will be provided, including demolition activities,
earthwork/grading, potential import/export activities, and building construction. Based on construction
equipment and operational hours to be provided by the Applicant, noise levels and duration for each phase
will be provided. Potential vibration impacts and impacts to neighboring land uses will also be evaluated.
Since construction -related noise was determined to be a significant impact of the 2006 General Plan, the
project would not introduce a new significant impact. The potential for a substantial increase in severity of
March 15, 2023 (Updated March 29, 2023) 1 Page 8
PLACEWORKS
this impact will be assessed. Potential conditions of approval, including construction operation hours,
restricted equipment overlapping, etc., will be recommended, as appropriate, to minimize impacts.
Long-term operational noise impacts will be primarily related to project traffic. The traffic noise assessment
will be based on an estimate of net trip generation relative to the trips generated by the existing office use.
The assessment will also review the results of recent traffic and noise studies prepared for related projects,
including the 1300 Bristol traffic noise assessment. The traffic noise assessment will consider that vehicle
trips generated by the new residential use would not be the same direction or have the exact same peak
hour as trips generated by the existing office use on the site or surrounding office uses. The assessment
will also evaluate the potential stationary source noise impacts associated with the operation of the
proposed project and recommend measures to reduce the potential noise impacts to any nearby noise -
sensitive uses.
The assessment will also calculate the on -site traffic noise impacts from the adjoining roadways and
determine the minimum project exterior and interior noise measures needed to satisfy the appropriate
City of Newport Beach noise level criteria. Exterior and interior noise levels will be based on the future
worst -case traffic conditions, for noise receivers located in the outdoor living areas and at the building
fagades.
The results will be summarized in a noise and vibrations analysis technical report. This scope includes
revising the noise report based on comments provided by the City for up to one review cycle.
Deliverable (s):
Noise and Vibration Technical Analysis, to be included as an appendix to the Addendum
TASK 7 MITIGATION MONITORING AND REPORTING PROGRAM
If desired by the City, an MMRP will be prepared for the proposed project to detail tracking for
implementation of General Plan policies and regulatory requirements applicable to the proposed project.
There are no CEQA mitigation measures in the General Plan EIR. The Addendum, therefore, cannot include
mitigation measures (which would imply a new significant impact).
Anticipated Schedule
Upon approval of our contract, we will refine the schedule objectives with the City and prepare a detailed
MS Project schedule. For purposes of this proposal and estimating project management effort, we have
assumed 15 weeks to prepare the Final EIR Addendum. We anticipate submitting the project description
within 3 weeks of project kick-off, and the Screencheck Addendum in 9 weeks after project start. Our
technical analyses will be completed in 5 weeks upon receipt of project specific data required from the
applicant. We have assumed the City will take 2 weeks for the first review of the EIR Addendum, and 1 week
for the second review. We will revise the Addendum per City review comments within 2 weeks of receipt
of the first review, and within one week of the second review.
Cost Estimate
Mailed separately.
March 15, 2023 (Updated March 29, 2023) 1 Page 9
EXHIBIT B
SCHEDULE OF BILLING RATES
Placeworks, Inc. Page B-1
PLACEWORKS
March 15, 2023 (Updated March 29, 2023)
David Lee
Senior Planner
CITY OF NEWPORT BEACH
Community Development Department
100 Civic Center Drive
Newport Beach, CA 92660
Subject: Cost Proposal for the preparation of an FIR Addendum for the Proposed 1401 Quail Street
Residential Project
Dear Mr. Lee:
As instructed, we have removed the MMRP task and the optional tasks from our cost proposal. We have
also reduced our project management time in line with a shorter schedule. Please see below our updated
proposed budget.
Cost Estimate
Table 1 summarizes our cost estimate by task forthe scope of work to prepare an EIR Addendum. It is based
on our standard billing rates, provided in Table 2.
Table 1. Cost Estimate —1401 Quail Street Residential Project EIR Addendum
Task
Cost
LABOR
Task 1. Project Description
$$ 885
Task 2. Screencheck EIR Addendum
$28 187
Task 3. Final EIR Addendum
$g 364
Task 4. Meetings and Public Hearings
$6,793
Task 5. Project Management and Coordination
$5 829
Task 6. Technical Studies
6.1 AQ GHG, and Energy Analysis
$11,424
6.2 Noise and Vibration Analysis
$7,040
Subtotal — Labor
$73,522
REIMBURSABLE EXPENSES
Mileage
$49
Final EIR Addendum Hardcopies
$806
Miscellaneous Copies
$500
Subtotal — Reimhursable Expenses
$1,355
Subconsultant costs are billed at cost plus 10%. Rates subject to change annually in January. Mileage is billed at the current
IRS -approved rate.
3 MacArthur Place, Suite 1100 I Santa Ana, California 92707 1 714,966.9220 I P{aceWorks.com
PLACEWORKS
Table 2. PlaceWorks — 2023 Standard Fee Schedule
Staff Level Hourly Bill Rate
Princi al
Associate Principal
$210 $335
$195 $275
Senior Associate II
$170—$260
Senior Associate 1
$160—$215
Associate II
$135—$190
Associate 1
$125—$175
Project Planner
$105 $165
Planner
Graphics Specialist
$90—$145
$90—$155
Administrator
$145—$200
Clerical/Word Processing/Technical Editor
$4.5—$150
Intern
$80—$115
5ubconsultantsare billed at c= plus10%. Mileage reimbursement rate is the standard 195-approved rate. Possible yearly increase of 5%on bill rates.
2023_Y. L101-05-23)
Acknowledgment
This proposal shall remain valid for a period of 90 days from the time of submittal. As a Principal, JoAnn
Hadfield is authorized to bind the team to the contents of this submittal and to negotiate contracts on
behalf of PlaceWorks. If you have any questions, please contact either Dina or JoAnn at 714.966.9220 or
delchammas@placeworks.com /jhadfield@placeworks.com.
We look forward to hopefully working with you to bring about the successful completion of this project.
Respectfully submitted,
PLACEWORKS
�
JoAnn C. Hadfield I Principal, Environmental Services Dina El Chammas Gass, Senior Associate
March 15, 2023 (Updated March 29, 2023) 1 Page 2
I WA 1011=iii*
INSURANCE REQUIREMENTS — PROFESSIONAL SERVICES
1. Provision of Insurance. Without limiting Consultant's indemnification of City, and
prior to commencement of Work, Consultant shall obtain, provide and maintain at
its own expense during the term of this Agreement, policies of insurance of the
type and amounts described below and in a form satisfactory to City. Consultant
agrees to provide insurance in accordance with requirements set forth here. If
Consultant uses existing coverage to comply and that coverage does not meet
these requirements, Consultant agrees to amend, supplement or endorse the
existing coverage.
2. Acceptable Insurers. All insurance policies shall be issued by an insurance
company currently authorized by the Insurance Commissioner to transact
business of insurance in the State of California, with an assigned policyholders'
Rating of A- (or higher) and Financial Size Category Class VII (or larger) in
accordance with the latest edition of Best's Key Rating Guide, unless otherwise
approved by the City's Risk Manager.
3. Coverage Requirements.
A. Workers' Compensation Insurance. Consultant shall maintain Workers'
Compensation Insurance, statutory limits, and Employer's Liability
Insurance with limits of at least one million dollars ($1,000,000) each
accident for bodily injury by accident and each employee for bodily injury by
disease in accordance with the laws of the State of California, Section 3700
of the Labor Code.
Consultant shall submit to City, along with the certificate of insurance, a
Waiver of Subrogation endorsement in favor of City, its City Council, boards
and commissions, officers, agents, volunteers and employees.
B. General Liability Insurance. Consultant shall maintain commercial general
liability insurance, and if necessary umbrella liability insurance, with
coverage at least as broad as provided by Insurance Services Office form
CG 00 01, in an amount not less than one million dollars ($1,000,000) per
occurrence, two million dollars ($2,000,000) general aggregate. The policy
shall cover liability arising from premises, operations, personal and
advertising injury, and liability assumed under an insured contract (including
the tort liability of another assumed in a business contract).
C. Automobile Liability Insurance. Consultant shall maintain automobile
insurance at least as broad as Insurance Services Office form CA 00 01
covering bodily injury and property damage for all activities of Consultant
arising out of or in connection with Work to be performed under this
Agreement, including coverage for any owned, hired, non -owned or rented
vehicles, in an amount not less than one million dollars ($1,000,000)
combined single limit each accident.
Placeworks, Inc. Page C-1
D. Professional Liability (Errors & Omissions) Insurance. Consultant shall
maintain professional liability insurance that covers the Services to be
performed in connection with this Agreement, in the minimum amount of
one million dollars ($1,000,000) per claim and two million dollars
($2,000,000) in the aggregate. Any policy inception date, continuity date,
or retroactive date must be before the Effective Date of this Agreement and
Consultant agrees to maintain continuous coverage through a period no
less than three years after completion of the Services required by this
Agreement.
4. Other Insurance Requirements. The policies are to contain, or be endorsed to
contain, the following provisions:
A. Waiver of Subrogation. All insurance coverage maintained or procured
pursuant to this Agreement shall be endorsed to waive subrogation against
City, its City Council, boards and commissions, officers, agents, volunteers
and employees or shall specifically allow Consultant or others providing
insurance evidence in compliance with these requirements to waive their
right of recovery prior to a loss. Consultant hereby waives its own right of
recovery against City, and shall require similar written express waivers from
each of its subconsultants.
B. Additional Insured Status. All liability policies including general liability,
excess liability, pollution liability, and automobile liability, if required, but not
including professional liability, shall provide or be endorsed to provide that
City, its City Council, boards and commissions, officers, agents, volunteers
and employees shall be included as insureds under such policies.
C. Prima and Non Contributor . All liability coverage shall apply on a primary
basis and shall not require contribution from any insurance or self-insurance
maintained by City.
D. Notice of Cancellation. All policies shall provide City with thirty (30)
calendar days' notice of cancellation (except for nonpayment for which ten
(10) calendar days' notice is required) or nonrenewal of coverage for each
required coverage.
5. Additional Agreements Between the Parties. The parties hereby agree to the
following:
A. Evidence of Insurance. Consultant shall provide certificates of insurance to
City as evidence of the insurance coverage required herein, along with a
waiver of subrogation endorsement for workers' compensation and other
endorsements as specified herein for each coverage. Insurance certificates
and endorsement must be approved by City's Risk Manager prior to
commencement of performance. Current certification of insurance shall be
kept on file with City at all times during the term of this Agreement. The
certificates and endorsements for each insurance policy shall be signed by
a person authorized by that insurer to bind coverage on its behalf. At least
Placeworks, Inc. Page C-2
fifteen (15) days prior to the expiration of any such policy, evidence of
insurance showing that such insurance coverage has been renewed or
extended shall be filed with the City. if such coverage is cancelled or
reduced, Consultant shall, within ten (10) days after receipt of written notice
of such cancellation or reduction of coverage, file with the City evidence of
insurance showing that the required insurance has been reinstated or has
been provided through another insurance company or companies. City
reserves the right to require complete, certified copies of all required
insurance policies, at any time.
B. City's Right to Revise Requirements. City reserves the right at any time
during the term of the Agreement to change the amounts and types of
insurance required by giving Consultant sixty (60) calendar days' advance
written notice of such change. If such change results in substantial
additional cost to Consultant, City and Consultant may renegotiate
Consultant's compensation.
C. Right to Review Subcontracts. Consultant agrees that upon request, all
agreements with subcontractors or others with whom Consultant enters into
contracts with on behalf of City will be submitted to City for review, Failure
of City to request copies of such agreements will not impose any liability on
City, or its employees. Consultant shall require and verify that all
subcontractors maintain insurance meeting all the requirements stated
herein, and Consultant shall ensure that City is an additional insured on
insurance required from subcontractors. For CGL coverage,
subcontractors shall provide coverage with a format at least as broad as CG
20 38 04 13.
D. Enforcement of Agreement Provisions. Consultant acknowledges and
agrees that any actual or alleged failure on the part of City to inform
Consultant of non-compliance with any requirement imposes no additional
obligations on City nor does it waive any rights hereunder.
E. Requirements not Limiting. Requirements of specific coverage features or
limits contained in this Section are not intended as a limitation on coverage,
limits or other requirements, or a waiver of any coverage normally provided
by any insurance. Specific reference to a given coverage feature is for
purposes of clarification only as it pertains to a given issue and is not
intended by any party or insured to be all inclusive, or to the exclusion of
other coverage, or a waiver of any type. If the Consultant maintains higher
limits than the minimums shown above, the City requires and shall be
entitled to coverage for 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 City.
F. Self -insured Retentions. Any self -insured retentions must be declared to
and approved by City. City reserves the right to require that self -insured
retentions be eliminated, lowered, or replaced by a deductible. Self-
Placeworks, Inc. Page C-3
insurance will not be considered to comply with these requirements unless
approved by City.
G. City Remedies for Non -Compliance. If Consultant or any subconsultant fails
to provide and maintain insurance as required herein, then City shall have
the right but not the obligation, to purchase such insurance, to terminate this
Agreement, or to suspend Consultant's right to proceed until proper
evidence of insurance is provided. Any amounts paid by City shall, at City's
sole option, be deducted from amounts payable to Consultant or reimbursed
by Consultant upon demand.
H. Timely Notice of Claims. Consultant shall give City prompt and timely notice
of claims made or suits instituted that arise out of or result from Consultant's
performance under this Agreement, and that involve or may involve
coverage under any of the required liability policies. City assumes no
obligation or liability by such notice, but has the right (but not the duty) to
monitor the handling of any such claim or claims if they are likely to involve
City.
Consultant's Insurance. Consultant shall also procure and maintain, at its
own cost and expense, any additional kinds of insurance, which in its own
judgment may be necessary for its proper protection and prosecution of the
Work.
Placeworks, Inc. Page C-4
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