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HomeMy WebLinkAboutC-3229 - Amendment No. 1, PSA for Environmental Impact Report for Conexant System, Inc.AMENDMENT NO.1 PROFESSIONAL SERVICES AGREEMENT Environmental Impact Report for Conexant Systems, Inc. THIS AMENDMENT NO. 1 to PROFESSIONAL SERVICES AGREEMENT, made and entered into this 22 "d day of February, 2000, by and between the CITY OF NEWPORT BEACH, a municipal corporation, (hereinafter referred to as "CITY ") and and Planning Consultants Research, whose address is One Venture, Suite 150 Irvine, California, 92618 (hereinafter referred to as "CONSULTANT ") is made with reference to the following: RECITALS: A. On August 24, 1998, a Professional Services Agreement was entered into by and between CITY and CONSULTANT, hereinafter referred to as "AGREEMENT" for the preparation of an Environmental Impact Report. B. On or about November 1, 1999, CITY and CONSULTANT executed an addendum to the AGREEMENT under the authority of the Director of Planning, hereinafter referred to as "ADDENDUM." C. The ADDENDUM increased and amended the scope of work of the AGREEMENT and increased the compensation paid to CONSULTANT by twenty -nine thousand, eight hundred dollars ($29,800.00). D. CITY and CONSULTANT mutually desire to amend the AGREEMENT by modifying the scope of work and increasing the compensation to the CONSULTANT by fifty -five thousand, five hundred and eighty -eight dollars ($55,588.00), as provided herein. NOW, THEREFORE, the parties hereto agree as follows: 1. SERVICES TO BE PERFORMED BY THE CONSULTANT The scope of services shall remain the same and shall be in full force and effect as set forth in AGREEMENT, as modified by ADDENDUM, except as expressly modified herein. I 0 0 CONSULTANT shall diligently perform all the duties set forth in the scope of services, contained in attachment "A" for ADDENDUM attached hereto and incorporated herein by reference. CONSULTANT shall diligently perform all the duties set forth in the scope of services, contained in attachment "B" for AMENDMENT NO. 1 attached hereto and incorporated herein by reference. 2. COMPENSATION TO CONSULTANT Compensation to the CONSULTANT shall be increased by eighty five thousand, three hundred and eighty five dollars ($85,385.00) for all work performed in accordance with AGREEMENT, as amended by ADDENDUM and AMENDMENT NO. 1. Total payment under the AGREEMENT and ADDENDUM and AMENDMENT shall not exceed the total contract price of two hundred and fifty thousand and eight hundred and one dollars ($250,801.00). IN WITNESS WHEREOF, the parties hereto have executed this AMENDMENT NO. 1 on the date first above written. APPRO D AS TO FORM: 1 17 Lz�'_ Robin Clauson Assistant City Attorney LaVonne Harkless City Clerk FA CITY OF NEWPORT BEACH, a municipal corporation omer Bludau City Manager CONSULTANT Grefory J. Bought o , President Planning ConsultantsReasearch, Inc. SANTA IMO: +IC.; . LOS A iGELES RECEIVED BY PLANNING DEPART \1ENT CITY Oe N� Y!P:, P_ r' October 8, 1999 Ah9 OCT 13 1199:] PM 71819110111;12;112; 3;:1010 Mr. Marc Meyers CITY OF NEWPORT BEACH Planning Department 3300 Newport Blvd. P.O. Box 1768 Newport Beach, California 92658 -8915 I "' r. " 'i = Re: Request for Addendum to the Conexant Systems (Rockwell Semiconductor Systems) EIR Contract Dated August 24, 1998 Between the City of Newport Beach and PCR Dear Marc: PCR Services Corporation (PCR) would like to request an addendum of $29,800 for the Conexant Systems (Rockwell Semiconductor Systems) Environmental Impact Report (EIR) Contract dated August 24, 1998 between the City of Newport Beach and PCR. Of the requested amount, $12,800.00 is allocated for WPA Traffic Engineering, Inc. (WPA). The addendum is for the following additional services that PCR and WPA have and /or will provide outside the scope of the contract. Changes in the scope of work for the traffic analysis as detailed in the attached letter from WPA. • Additional research and data collection with respect to the definition of related projects in the cumulative setting. Included assisting the Public Works Department in obtaining traffic data from the City of Irvine. • Additional work effort related to the analysis of the Long Range General Plan condition with Koll and without Koll for the air quality and noise assessments. • Additional coordination with and additional time frame related to the review of the Traffic Study and changes to the traffic section and the noise and air quality assessments related to the revisions in the scope of work for the Traffic Study. This will include the revisions to the air quality and noise assessments as required to reflect the City's comments on the Traffic Study. Attachment "A" J ^C + %` ^:il �':, ]Ji C'. iJO. ;•: /iqr. :3!: i,;:'t ._. _3Z5 'i':�.. a:; h.').' "9 C.'... .. ��it.i .... �... ...7.. ..�. �_ .. SAil TA MO,111CA . w$ Aa i,3E:EE • Mr. Marc Meyers City of Newport Beach October 8, 1999 - Page 2 • Additional work effort required related to water quality in response to public and agency comments received on the Notice of Preparation /Initial Study. It should be noted that the fee amount of the addendum for PCR provided above is expressed as an allowance since the work effort cannot be precisely estimated as it is a process that evolves and is necessarily interactive with the City and the Project Team. Should the actual fee be less than the budget allowance indicated, the remaining balance will not be billed. Any remaining budget from this requested addendum will be forwarded to the Phase 2 work effort (preparation of the Response to Comments document, Final EIR, Certification documents, etc.) which will be requested separately after we have gained an understanding of the scope of work for the Traffic Study and the potential issues that may be raised during the public comment period on the Draft EIR. Please call to discuss any questions that you may have or ifyou have any requests for revisions to the above. We look "Onvard cc working with you on the completion of this work effort. Sincerely, PCR SERVICES CORPORATION Lauren Jue Associate Principal Attachment (1) ._ Attachment "B" SCOPE OF SERVICES Task 4 Preparation of Response to Comments /Final EIR Subtask 4.1 Preparation of Response to Comments /Administrative Final EIR Based on discussions with the City staff, PCR will prepare a Response to Comments document which will respond to all written comments received from agencies, interest groups, and individuals during the 45 -day public review period for the Draft EIR. In addition, PCR will prepare an errata section indicating revisions to the Draft EIR based on information received during the public review period and information provided in the Response to Comments document. It is assumed that the Response to Comments document, including the errata section, will address changes related to the revised Traffic Phasing Ordinance, including revisions to the November 1999 Traffic Study prepared by WPA Traffic Engineering, Inc. (WPA). A draft of the Response to Comments document, including the errata section,will be submitted to the City staff and the Conexant Project Team for review and comment. Based on comments received, PCR will prepare a revised Response to Comments document for final approval by City Staff. The revised Response to Comments document and the documents that will comprise the Administrative Final EIR will be distributed by PCR as directed by the City. In addition, PCR in coordination with City staff will provide, via certified mail, the Response to Comments document to commenting agencies for review ten days prior to action being taken on the proposed project. Subtask 4.2 Preparation of Certification Documents PCR will work with City staff to prepare a draft of the required certification documents. These documents will consist of a Statement of Findings and Facts in Support of Findings and, if required, a Statement of Overriding Considerations. PCR will submit a draft of these documents to the City for review and comment. Based on comments received, PCR will revise and submit these documents to the City for distribution to the appropriate parties. City or Newport Beach Conexant Ent PCR services Corporation Page l December 17, 1999 r' Subtask 4.3 Preparation of Final EIR 0 Attachment A: Scope of Services After action is taken on the project and the EIR is certified as complete and final, PCR will prepare and submit the Final EIR to the City. PCR will work with the City staff to determine the number of copies, the type of originals, and the distribution of the Final EIR. PCR will prepare for City staff review the Notice of Determination and will file the notice with the appropriate agencies. Task 5 Meetings and Hearings for Final EIR PCR and WPA will prepare for and attend meetings related to the Response to Comments document and the Final EIR and hearings related to the consideration of the approval of the project and certification of the EIR. The meetings are estimated to consist of: a maximum of three meetings with the City and the applicant; one Planning Commission Study Session; one Planning Commission meeting; and one City Council meeting. Additional meetings will be attended on a time and materials basis. City of Newport Beach PCR services Corporation Page 2 Cone.sant Ent December 17, 1999 r/ 5 ATTACHMENT B BUDGET The following page provides a not -to- exceed budget estimate for the preparation of the Response to Comments /Final EIR including revisions to the Traffic Study (Task 4) and meetings for the preparation of the Response to Comments /Final EIR (Task 5). The total budget estimate for these tasks as described in the scope of services is $55,558. This includes PCR staff hours, WPA subconsultant fees (refer to attached letter), direct expenses, and printing. As shown in the detailed cost estimate, the remaining budget of $4,268.28 (of which $4,137.69 is remaining budget for WPA and $130.59 is the remaining budget for expenses), will be carried over from the first phase of the contract. It should be noted that, if at the completion of the scope of services the actual fees are less than the budget estimate indicated, the remaining balance will not be billed. The following budget has been prepared prior to the receipt of the comment letters on the Draft EIR. As such, PCR proposes a budget based on our current understanding of the project and based on the anticipation that an average number of comment letters will be received (approximately 20 letters of one to five pages in length). Should the need arise for additional professional services beyond those set forth in the scope of services and budget provided herein, PCR will request from the City written authorization to proceed prior to the initiation of the additional services. This would include the need for the preparation of additional technical documentation (e.g., technical documentation related to air quality, noise, or biological resources) that is required by the City, changes in the project or the regulatory environment, or the need to respond to a significant number of comment letters or number of comments above those anticipated. Invoices will be prepared for the work completed on a monthly basis. For each billing period, PCR will provide information by subtask for the services performed. PCR reserves the right to transfer fees between the tasks and subtasks, as appropriate. Invoiced amounts are due 30 days from the date of the invoice. Traffic subconsultant invoices will be paid within 30 days of the receipt of payment from the City. City of Newport Beach PCR Services Corporation Page 3 Conexant Ent December 17, 1999 Detailed Budget Conexant Project Response to Comments /Final EIR Task Associate Principal Hours Rate Senior Planner Hours Rate Assistant Planner Hours Rate GraphicslWord Processing Hours Rate Total Cost Hours Cost Task 4- Preparalion of Response to Comments /Administrative Final EIR Screencheck Response to Comments 500 10 $250.00 Revised Screencheck Response to Comments 500 10 $250.00 Response to Comments /Administrative Final EIR (for Public Distribution) Subtask 4.1- Preparation of Response to Commems/Administrative Final EIR 120 $100 t00 $70 120 $50 100 $50 440 $30,000 Submsk 4.2- Preparation of Certification Documents 24 $100 0 $70 40 $50 24 $50 88 $5,600 Subtask 4.3- Preparation of Final EIR 16 $100 24 $70 40 $50 24 $50 104 $6,480 Subtotal Task 4 $42,080 Task 5- Meetings and hearings for Final EIR (6) 24 $100. 20 $70 0 $50 .0 $50 44 $3,800 Technical Study for Response to CornmealslFinal EIR Revised Traffic Study and Response to Comments (WPA Traffic Engineering, Inc.)* $6,200 Expenses (Including postage for certified mail with FedEx to some agencies) ** $665 Printing Allowance $2,813 TOTAL COST ESTIMATE $55,558 Foatnntes: * The remaining budget of $4,137.69 will be carried over from the first phase of the contract, providing for a total fee of $10,337.69 for WPA. ** The remaining budget of $139.59 will be carried over from the first phase of the contract, providing for a toad of $795.59 Detailed Cost Estimate for Printing Est. Pages No. of Copies Total Cost Document Screencheck Response to Comments 500 10 $250.00 Revised Screencheck Response to Comments 500 10 $250.00 Response to Comments /Administrative Final EIR (for Public Distribution) 500 60 $1,500.00 Screencheck Certification Documents 50 10 $25.00 Certification Documents (for Public Distribution) 50 40 $100.00 Final EIR 550 25 $687.50 TOTAL COST OF PRINTING i 1 $2,812.50 8 10 C "321 (38� CITY OF NEWPOR BEACH COMMUNITY AND ECONOMIC DEVELOPMENT Hearing Date: February 22, 2000 H PLANNING DEPARTMENT Agenda Item No.: 12 6 3300 NEWPORT BOULEVARD Staff Person: James Campbell a C't /FpFpT NEWPORT BEACH, CA 92658 (949) 644 -3210 (949) 644 -3200; FAX (949) 644 -3250 C' ' REPORT TO THE MAYOR AND CITY COUNCIL 1 FEB 2 2 . APPROVED SUBJECT: Amendment to a Professional Services Agreement for Plarifi tig CMMt3it'CS Research, Inc. SUMMARY: The city contracted with Planning Consultants Research, Inc. (PCR) to prepare an environmental impact report (EIR) for the Conexant Systems, Inc. expansion project. Completion of the final EIR requires additional services by PCR that necessitates an amendment to the agreement, and additional compensation ($55,558.00). SUGGESTED ACTION: Approve the proposed amendment to the professional services agreement with Planning Consultants Research, Inc. (PCR). Discussion On August 24, 1998, the City Council approved a professional services agreement with PCR for the preparation of an environmental impact report (EIR) for the project. The agreement set the scope of work and costs for these services at $165,443.00. The scope of work for the contract did not include the Response to Comments and completion of the Final EIR due to the inability of the consultant or city to reasonably predict the amount of work for this portion of the project. The amount of work and its resulting cost can vary widely depending upon the type and amount of comments received. Now that the comments have been received, the consultant has prepared a proposal which is consistent with expected workload. The Planning Department approved an addendum to the agreement on or about November 151 of 1999. The addendum was necessary to expand the scope of work to accommodate new traffic analysis related to the Traffic Phasing Ordinance (TPO) and other cumulative impacts. The addendum for the increased scope of work required additional compensation to the consultant in the amount of $29,800. This addendum was approved by the staff pursuant to City Council Policy F- 13 that authorizes a Department Director the ability to award a contract if less than $30,000. The addendum was also lower than twenty five percent (25 %) of original agreement, and therefore did not require City Council action pursuant to City Council Policy F -3. On December 16, 1999, the Planning Department received a proposal from PCR outlining the scope of work necessary for the preparation of the Response to Comments and completion of the 0 0 Final EIR. The proposal appears as an exhibit to the attached addendum. Additional traffic analysis and printing expenses for the Response to Comments and Final EIR are included. The cost of the proposal is $55,558, and will include all consultant activities through completion of the EIR process. Further amendments should not be necessary unless the project description changes or significant new impacts are discovered through the upcoming public hearing process. This request, along with the previous addendum, exceeds twenty five percent (25 %) of the original agreement, and is being submitted to the City Council for approval pursuant to City Council Policy F -3 and F- 13. Approval of this amendment to the agreement, which includes the previously approved addendum, will establish a the new total contract amount at $250,801. The cost of the total agreement is paid by the applicant. Submitted by: SHARON Z. WOOD Assistant City Manager MIN EN i� Attachments: PCR Amendment No. 1. Prepared by: JAMES W. CAMPBELL Senior Planner ecx Ageenxm Ancndnbam FebNary 22, 2000 Page 2 0 0 AMENDMENT NO.1 PROFESSIONAL SERVICES AGREEMENT Environmental Impact Report for Conxant Systems, Inc. THIS AMENDMENT NO. 1 to PROFESSIONAL SERVICES AGREEMENT, made and entered into this 22nd day of February, 2000, by and between the CITY OF NEWPORT BEACH, a municipal corporation, (hereinafter referred to as "CITY ") and and Planning Consultants Research, whose address is One Venture, Suite 150 Irvine, California, 92618 (hereinafter referred to as "CONSULTANT ") is made with reference to the following: RECITALS: A. On August 24, 1998, a Professional Services Agreement was entered into by and between CITY and CONSULTANT, hereinafter referred to as "AGREEMENT" for the preparation of an Environmental Impact Report. B. On or about November 1, 1999. CITY and CONSULTANT executed an addendum to the AGREEMENT under the authority of the Director of Planning, hereinafter referred to as "ADDENDUM." C. The ADDENDUM increased and amended the scope of work of the AGREEMENT and increased the compensation paid to CONSULTANT by twenty nine thousand, eight hundred dollars ($29,800.00). D. CITY and CONSULTANT mutually desire to amend the AGREEMENT, as modified by the ADDENDUM, as provided herein. NOW, THEREFORE, the parties hereto agree as follows: 1. SERVICES TO BE PERFORMED BY THE CONSULTANT The scope of services shall remain the same and shall be in full force and effect as set forth in AGREEMENT, as modified by ADDENDUM, except as expressly modified herein. 1 3 CONSULTANT shall diligently perform all the duties set forth in the scope of services, contained in attachment "A" for ADDENDUM attached hereto and incorporated herein by reference. CONSULTANT shall diligently perform all the duties set forth in the scope of services, contained in attachment `B" for AMENDMENT NO. 1 attached hereto and incorporated herein by reference. 2. COMPENSATION TO CONSULTANT Compensation to the CONSULTANT shall be increased by eighty five thousand, three hundred and eighty five dollars ($85,385.00) for all work performed in accordance with AGREEMENT, as amended by ADDENDUM and AMENDMENT NO. 1. Total payment under the AGREEMENT and ADDENDUM and AMENDMENT shall not exceed the total contract price of two hundred and fifty thousand and eight hundred and one dollars ($250,801.00). IN WITNESS WHEREOF, the parties hereto have executed this AMENDMENT NO. 1 on the date first above written. APPROVED AS TO FORM: Robin Clauson Assistant City Attorney ATTEST: LaVonne Harkless City Clerk 0 CITY OF NEWPORT BEACH, a municipal corporation Homer Bludau City Manager CONSULTANT Gregory J. Boughton, President Planning ConsultantsReasearch, Inc. SANTA Arlo ;iC,: • Los ANGELES • IRVINE RECEIVEiD BY PLANNING D_PARTNIENT CITY October 8, 1999 AM OCT 13 '1993 PM 7�8�9i10i11�1�,1112i3�4�510 Mr. Marc Meyers QTY OF NEWPORT BF,ACH Planning Department 3300 Newport Blvd. P.O. Box 1768 Newport Beach, California 92658 -8915 l PCR Re: Request for Addendum to the Conexant Systems (Rockwell Semiconductor Systems) EIR Contract Dated August 24, 1998 Between the City of Newport Beach and PCR Dear Marc: PCR Services Corporation (PCR) would like to request an addendum of $29,800 for the Conexant Systems (Rockwell Semiconductor Systems) Environmental Impact Report (EIR) Contract dated August 24, 1998 between the City of Newport Beach and PCR. Of the requested amount, $12,800.00 is allocated for WPA Traffic Engineering, Inc. (WPA). The addendum is for the following additional services that PCR and WPA have and /or will provide outside the scope of the contract: Changes in the scope of work for the traffic analysis as detailed in the attached letter from WPA. • Additional research and data collection with respect to the definition of related projects in the cumulative setting. Included assisting the Public Works Department in obtaining traffic data from the City of Irvine. • Additional work effort related to the analysis of the Long Range General Plan condition with Koll and without Koll for the air quality and noise assessments. • Additional coordination with and additional time frame related to the review of the Traffic Study and changes to the traffic section and the noise and air quality assessments related to the revisions in the scope of work for the Traffic Study. This will include the revisions to the air quality and noise assessments as required to reflect the City's comments on the Traffic Study. Attachment "A" One Venture, Suite 150, Irvine, California 92618 -3328 ::r = +:: =r w•m',v.pernet.conn -1 949.153.7001 =ax 949.753.7002 SANT.; MONICA � Los A;dGELES 0 IN +/1 .4E Mr. Marc Meyers City of Newport Beach October 8, 1999 - Page 2 PCR. • Additional work effort required related to water quality in response to public and agency comments received on the Notice of Preparation /Initial Study. It should be noted that the fee amount of the addendum for PCR provided above is expressed as an allowance since the work effort cannot be precisely estimated as it is a process that evolves and is necessarily interactive with the City and the Project Team. Should the actual fee be less than the budget allowance indicated, the remaining balance will not be billed. Any remaining budget from this requested addendum will be forwarded to the Phase 2 work effort (preparation of the Response to Comments document, Final EIR, Certification documents, etc.) which will be requested separately after we have gained an understanding of the scope of work for the Traffic Study and the potential issues that may be raised during the public comment period on the Draft EIR. Please call to discuss any questions that you may have or if you have any requests for revisions to the above. We look forward to working with you on the completion of this work effort. Sincerely, PCR SERVICES CORPORATION Lauren Jue Associate Principal Attachment (1) One Venture, Suite 150, Irvine, California 92613 -3323 ,vrz,+, e7 :v w,v.o cr c e-. com -- 9-19.753.7001 : ><9a9.753.7002 0 Attachment 'B" SCOPE OF SERVICES Task 4 Preparation of Response to Comments/Final EIR Subtask 4.1 Preparation of Response to Comments /Administrative Final EIR Based on discussions with the City staff, PCR will prepare a Response to Comments document which will respond to all written comments received from agencies, interest groups, and individuals during the 45 -day public review period for the Draft EIR. In addition, PCR will prepare an errata section indicating revisions to the Draft EIR based on information received during the public review period and information provided in the Response to Comments document. It is assumed that the Response to Comments document, including the errata section, will address changes related to the revised Traffic Phasing Ordinance, including revisions to the November 1999 Traffic Study prepared by WPA Traffic Engineering, Inc. (WPA). A draft of the Response to Comments document, including the errata section,will be submitted to the City staff and the Conexant Project Team for review and comment. Based on comments received, PCR will prepare a revised Response to Comments document for final approval by City Staff. The revised Response to Comments document and the documents that will comprise the Administrative Final EIR will be distributed by PCR as directed by the City. In addition, PCR in coordination with City staff will provide, via certified mail, the Response to Comments document to commenting agencies for review ten days prior to action being taken on the proposed project. Subtask 4.2 Preparation of Certification Documents PCR will work with City staff to prepare a draft of the required certification documents. These documents will consist of a Statement of Findings and Facts in Support of Findings and, if required, a Statement of Overriding Considerations. PCR will submit a draft of these documents to the City for review and comment. Based on comments received, PCR will revise and submit these documents to the City for distribution to the appropriate parties. City or Newport Beach PCR Services Corporation Page 1 Conexant Ent December 17. 1999 I 0 Subtask 4.3 Preparation of Final EIR Attachment A: Scope of Services After action is taken on the project and the EIR is certified as complete and final, PCR will prepare and submit the Final EIR to the City. PCR will work with the City staff to determine the number of copies, the type of originals, and the distribution of the Final EIR. PCR will prepare for City staff review the Notice of Determination and will file the notice with the appropriate agencies. Task 5 Meetings and Hearings for Final EIR PCR and WPA will prepare for and attend meetings related to the Response to Comments document and the Final EIR and hearings related to the consideration of the approval of the project and certification of the EIR. The meetings are estimated to consist of: a maximum of three meetings with the City and the applicant; one Planning Commission Study Session; one Planning Commission meeting; and one City Council meeting. Additional meetings will be attended on a time and materials basis. City of Newport Beach PCR services Corporation Page 2 Consent EIR December 17, 1999 u 0 0 ATTACHI4IENT B BUDGET The following page provides a not -to- exceed budget estimate for the preparation of the Response to Comments /Final EIR including revisions to the Traffic Study (Task 4) and meetings for the preparation of the Response to Comments /Final EIR (Task 5). The total budget estimate for these tasks as described in the scope of services is $55,558. This includes PCR staff hours, WPA subconsultant fees (refer to attached letter), direct expenses, and printing. As shown in the detailed cost estimate, the remaining budget of $4,268.28 (of which $4,137.69 is remaining budget for WPA and $130.59 is the remaining budget for expenses), will be carried over from the first phase of the contract. It should be noted that, if at the completion of the scope of services the actual fees are less than the budget estimate indicated, the remaining balance will not be billed. The following budget has been prepared prior to the receipt of the comment letters on the Draft EIR. As such, PCR proposes a budget based on our current understanding of the project and based on the anticipation that an average number of comment letters will be received (approximately 20 letters of one to five pages in length). Should the need arise for additional professional services beyond those set forth in the scope of services and budget provided herein, PCR will request from the City written authorization to proceed prior to the initiation of the additional services. This would include the need for the preparation of additional technical documentation (e.g., technical documentation related to air quality, noise, or biological resources) that is required by the City, changes in the project or the regulatory environment, or the need to respond to a significant number of comment letters or number of comments above those anticipated. Invoices will be prepared for the work completed on a monthly basis. For each billing period, PCR will provide information by subtask for the services performed. PCR reserves the right to transfer fees between the tasks and subtasks, as appropriate. Invoiced amounts are due 30 days from the date of the invoice. Traffic subconsultant invoices will be paid within 30 days of the receipt of payment from the City. City of Newport Beach PCR services Corporation Page 3 Conenut Ent December 17, 1999 q Detailed Budget Conexant Project Response to Comments /Final EIR Task Associate Principal Hours Rate Senior Planner Hours Rare Assistant Planner Hours Rate GrapbicslWord Processing Hoots Rate Total Cost Hours Cost Task 4- Preparation of Response to ConamentslAdministrative Final EIR Screcncheck Response to Comments 500 10 $250.00 Revised Screencheck Response to Comments 500 10 $250.00 Response to Comments/Administrative Final EIR (for Public Distribution) Subtask 4.1- Preparation of Response to Comments/Administrative Final EIR 120 $100 100 $70 120 $50 100 $50 440 $30,000 Subu sk 4.2- Preparation of Certification Documents 24 $100 0 $70 40 $50 24 $50 88 $5,600 Subtask 4.3- Preparation of Final EIR 16 $100 24 $70 40 $50 24 $50 104 $6,480 Subtotal Task 4 $42,080 Task S- Meetings and Hearings for Final EIR (6) 24 $100. 20 $70 0 $50 .0 $50 44 $3,800 Technical Study for Response to CommentslFinat EIR Revised Traffic Study and Response to Comments (WPA Traffic Engineering, Inc.)* $6,200 Expenses (Including postage for cenified mail with FedEx to some agencies)** $665 Printing Allowance $2,813 TOTAL COST ESTIMATE $55,558 Footnotes: • The remaining budget of $4,137.69 will be carried over from the first phase of the contract, providing for a total fee of $10,337.69 for WPA. •+ The remaining budget of $139.59 will be carried over from the first phase of the contract, providing for a toad of $795.59 Detailed Cost Estimate for Printing Est. Pages No. of Copies Total Cost Document Screcncheck Response to Comments 500 10 $250.00 Revised Screencheck Response to Comments 500 10 $250.00 Response to Comments/Administrative Final EIR (for Public Distribution) 500 60 $1,500.00 Screembeck Certification Documents 50 10 $25.00 Certification Documents (for Public Distribution) 50 40 $100.00 Final EIR 550 25 $687.50 TOTAL COST OF PRINTING $2,812.50 0 • i • PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT, entered into this 24th day of August, 1998, by and between CITY OF NEWPORT BEACH , a Municipal Corporation (hereinafter referred to as "City "), and Planning Consultants Research, whose address is One Venture, Suite 150 Irvine, California, 92618, (hereinafter referred to as "Consultant'), 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 intends to prepare and process an Environmental Impact Report for Rockwell Semiconductor Systems ( "Project'). C. City desires to engage Consultant to provide environmental services for the Project upon the terms and conditions contained in this Agreement. D. The principal members of Consultant, are for purpose of this Project are Gregory J. Broughton, President and Lauren Jue, Proiect Manager. E. City has solicited and received a proposal from Consultant, has reviewed the previous experience and evaluated the expertise of Consultant, and desires to contract with Consultant under the terms of conditions provided 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 24th day of August, 1998 and shall terminate when City Council takes final action on the Environmental Impact Report, unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED Consultant shall diligently perform all the duties set forth in the scope of services, contained in attachment "A" attached hereto and incorporated herein by reference. 3. COMPENSATION TO CONSULTANT City shall pay Consultant for the services in accordance with the provisions of this Section and the scheduled billing rates, contained in attachment "B" and incorporated herein by reference. No rate changes shall be made during the term of Page 3 0 0 this Agreement without prior written approval of City. Consultant's compensation for all work performed in accordance with this Agreement shall not exceed the total contract price of One Hundred Sixty -five Thousand Four Hundred Forty -three Dollars ($165,443.00). 3.1 Consultant shall maintain accounting records of its billings which includes the name of the employee, type of work performed, times and dates of all work which is billed on an hourly basis and all approved incidental expenses including reproductions, computer printing, postage and mileage. 3.2 Consultant shall submit monthly invoices to City payable by City within thirty (30) days of receipt of invoice subject to the approval of City and based upon attachment "B ". 3.3 Consultant shall not receive any compensation for extra work without prior written authorization of City. Any authorized compensation shall be paid in accordance with such approval. 3.4 City shall reimburse Consultant only for those costs or expenses which have been specifically approved in this Agreement, or specifically approved in advance by City. Such cost shall be limited and shall include nothing more than the following costs incurred by Consultant: A. The actual costs of subconsultants for performance of any of the services which Consultant agrees to render pursuant to this Agreement which have been approved in advance by City and awarded in accordance with the terms and conditions of this Agreement. B. Approved computer data processing and reproduction charges. C. Actual costs and /or other costs and /or payments specifically authorized in advance in writing and incurred by Consultant in the performance of this Agreement. 3.5 Notwithstanding any other paragraph or provision of this Agreement, beginning on the effective date of this Agreement, City will withhold payment of five percent (5 %) of each approved payment as approved retention until all services under this Agreement have been substantially completed. 4. STANDARD OF CARE 4.1 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 the community professional standards. All services shall be performed by qualified and experienced personnel who are not employed by City nor have any contractual relationship with City. Consultant represents and warrants to City that it has or shall obtain all licenses, permits, qualifications and approvals required of its profession. Consultant further represents Page 4 0 9 and warrants that it shall keep in effect all such licenses, permits and other approvals during the term of this Agreement. 4.2 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, or 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, or any other delays beyond Consultant's control or without Consultant's fault. 5. INDEPENDENT PARTIES City retains Consultant on an independent contractor basis and Consultant is not an employee of City. The manner and means of conducting the work are under the control of Consultant, except to the extent they are limited by statute, rule or regulation and the expressed terms of this Agreement. Nothing in this Agreement shall be deemed to constitute 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, details in means of performing the work provided that Consultant is in compliance with the terms of this Agreement. Anything in this Agreement which may appear to give City the right to direct Consultant as to the details of the performance of the services or to exercise a measure of control over Consultant shall mean that Consultant shall follow the desires of City only with respect to the results of the services. 6. COOPERATION Consultant agrees to work closely and cooperate fully with City's designated Project Administrator, and any other agencies which may have jurisdiction or interest in the work to be performed. City agrees to cooperate with the Consultant on the Project. 7. PROJECT MANAGER Consultant shall assign the Project to 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 Project term. Consultant has designated Lauren Jue to be its Project Manager. Consultant shall not remove or reassign the principal members identified in the Recitals or assign any new or replacement person to the Project without the prior written consent of City. City's approval shall not be unreasonably withheld with respect to removal or assignment of non -key personnel. 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. Page 5 • • 8. TIME OF PERFORMANCE Time is of the essence in the performance of the services under this Agreement and the services shall be performed by Consultant in accordance with the schedule specified in attachment "C ". The failure by Consultant to strictly adhere to the schedule, may result in termination of this Agreement by City, and the assessment of damages against Consultant for delay. Notwithstanding the foregoing, Consultant shall not be responsible for delays which are 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 to the other party so that all delays can be addressed. 8.1 Consultant shall submit all requests for extensions of time for performance in writing to the Project Administrator not later than ten (10) calendar days after the start of the condition which purportedly causes a delay, and not later than the date upon which performance is due. The Project Administrator shall review all such requests and may grant reasonable time extensions for unforeseeable delays, which are beyond Consultant's control. 8.2 For all time periods not specifically set forth herein, Consultant shall respond in the most expedient and appropriate manner under the circumstances, by either telephone, fax, hand delivery or mail. 9. CITY POLICY Consultant will discuss and review all matters relating to policy and project direction with the Project Administrator in advance of all critical decision points in order to ensure that the Project proceeds in a manner consistent with City goals and policies. 10. CONFORMANCE TO APPLICABLE REQUIREMENT All work prepared by Consultant shall conform to applicable city, county, state and federal law, regulations and permit requirements and be subject to approval of the Project Administrator and City. 11. PROGRESS Consultant is responsible to keep the Project Administrator and /or his /her duly authorized designee informed on a regular basis regarding the status and progress of the work, activities performed and planned, and any meetings that have been scheduled or are desired. 12. HOLD HARMLESS Consultant shall indemnify, defend, save and hold harmless City, its City Council, boards and commissions, officers and employees from and against any and all loss, damages, liability, claims, allegations of liability, suits, costs and expenses for damages of any nature whatsoever, including, but not limited to, bodily injury, death, personal injury, property damages, or any other claims arising from any and all negligent acts or Page 6 omissions of Consultant, its employees, agents or subcontractors in the performance of services or work conducted or performed pursuant to this Agreement. This indemnity shall apply even in the event of negligence of City, or its employees, or other contractors, excepting only the sole negligence or willful misconduct of City, its officers or employees, and shall include attorneys' fees and all other costs incurred in defending any such claim. 13. INSURANCE Without limiting consultant's indemnification of City, and prior to commencement of work, Consultant shall obtain and provide and maintain at its own expense during the term of this Agreement policy or policies of liability insurance of the type and amounts described below and satisfactory to City. Certification of all required policies shall be signed by a person authorized by that insurer to bind coverage on its behalf and must be filed with City prior to exercising any right or performing any work pursuant to this Agreement. Except workers compensation and errors and omissions, all insurance policies shall add City, its elected officials, officers, agents, representatives and employees as additional insured for all liability arising from Consultant's services as described herein. 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 Bests Key Rating Guide: unless otherwise approved by the City Risk Manager. A. Worker's compensation insurance covering all employees and principals of Consultant, per the laws of the State of California. B. Commercial general liability insurance covering third party liability risks, including without limitation, contractual liability, in a minimum amount of $1 million combined single limit per occurrence for bodily injury, personal injury and property damage. If commercial general liability insurance or other form with a general aggregate is used, either the general aggregate shall apply separately to this Project, or the general aggregate limit shall be twice the occurrence limit. C. Commercial auto liability and property insurance covering any owned and rented vehicles of Consultant in a minimum amount of $1 million combined single limit per accident for bodily injury and property damage. D. Professional errors and omissions insurance which covers the services to be performed in connection with this Agreement in the minimum amount of One Million Dollars ($1,000,000.00). Said policy or policies shall be endorsed to state that coverage shall not be canceled by either party, except after thirty (30) days' prior notice has been given in writing to City. Consultant shall give City prompt and timely notice of claim made or suit instituted arising out of Consultant's operation hereunder. Consultant shall also procure and Page 7 0 0 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. Consultant agrees that, in the event of loss due to any of the perils for which it has agreed to provide comprehensive general and automotive liability insurance, Consultant shall look solely to its insurance for recovery. Consultant hereby grants to City, on behalf of any insurer providing comprehensive general and automotive liability insurance to either Consultant or City with respect to the services of Consultant herein, a waiver of any right of subrogation which any such insurer of said Consultant may acquire against City by virtue of the payment of any loss under such insurance. 14. PROHIBITION AGAINST TRANSFERS Consultant shall not assign, sublease, hypothecate or transfer this Agreement or any for the services to be performed under this Agreement, directly or indirectly, by operation of law or otherwise without prior written consent of City. Any attempt to do so without consent of City shall be null and void. 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 or joint venturer or syndicate member or cotenant if Consultant is a partnership or joint- venture or syndicate or cotenancy, which shall result in changing the control of Consultant, shall be construed as an assignment of this Agreement. 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. 15. OWNERSHIP OF DOCUMENTS Each and every report, draft, work product, map, record and other document reproduced, prepared or caused to be prepared by Consultant pursuant to or in connection with this Agreement shall be the exclusive property of City. 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. Consultant shall, at such time and in such form as City may require, furnish reports concerning the status of services required under this Agreement. 16. CONFIDENTIALITY The information, which results from the services in this Agreement, is to be kept confidential unless the release of information is authorized by City. Page 8 0 0 17. CITY'S RESPONSIBILITIES In order to assist Consultant in the execution of his responsibilities under this Agreement, City agrees to provide access to, and upon request of Consultant, one copy of all existing record information on file at City. Consultant shall be entitled to rely upon the accuracy of data information provided by City or others without independent review or evaluation. City will provide all such materials in a timely manner so as not to cause delays in Consultant's work schedule. 18. ADMINISTRATION This Agreement will be administered by the Planning Department. Patricia Temple, Planning Director shall be considered the Project Administrator and shall have the authority act for City under this Agreement. The Project Administrator or his /her authorized representative shall represent City in all matters pertaining to the services to be rendered pursuant to this Agreement. 19. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City to examine, audit and make transcripts or copies of such records during normal 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 under this Agreement. 20. WITHHOLDINGS City may withhold payment 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 his designee with respect to such disputed sums. Consultant shall be entitled to receive interest on any withheld sums at the rate of seven percent (7 %) per annum from the date of withholding of any amounts found to have been improperly withheld. 21. 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 would have resulted if there were not errors or omissions in the work accomplished by Consultant, the additional design, construction and /or a restoration expense shall be borne by Consultant. Nothing in this paragraph is intended to limit City's rights under any other sections of this Agreement. Page 9 0 0 22. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS City reserves the right to employ other consultants in connection with the Project. 23. CONFLICTS OF INTEREST A. The Consultant or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act "), which (1) requires such persons to disclose financial interest that may foreseeably be materially affected by the work performed under this Agreement, and (2) prohibits such persons from making, or participating in making decisions that will foreseeably financially affect such interest. B. If subject to the Act, Consultant shall conform to all requirements of the Act. Failure to do so constitutes a material breach and is grounds for 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. 24. SUBCONSULTANT AND ASSIGNMENT Except as specifically authorized under this Agreement, the services included in this Agreement shall not be assigned, transferred, contracted or subcontracted without prior written approval of City. 25. NOTICES All notices, demands, requests or approvals to be given under 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. All notices, demands, requests or approvals from Consultant to City shall be addressed to City at: City of Newport Beach 3300 Newport Boulevard P. O. Box 1768 Newport Beach, CA, 92658 -8915 (714) 644 -3300 Fax 644 -3250 All notices, demands, requests or approvals from City to Consultant shall be addressed to Consultant at: Planning Consultants Research Attention: Lauren Jue One Venture, Suite 150 Irvine, California 92618 (949) 753 -7001 Fax 753 -7002 Page 10 0 26. TERMINATION In the event either part hereto fails or refuses to perform any of the provisions hereof at the time and in the manner required hereunder, 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) days, or if more than two (2) days are reasonably required to cure the default and the defaulting party fails to give adequate assurance of due performance within two (2) days after receipt of written notice of default, specifying the nature of such default and the steps necessary to cure such default, the nondefaulting party may terminate the Agreement forthwith by giving to the defaulting party written notice thereof. 26.1 City shall have the option, at its sole discretion and without cause, of terminating this Agreement by giving seven (7) days' prior written notice to Consultant as provided herein. Upon termination of this Agreement, City shall pay to the Consultant that portion of compensation specified in this Agreement that is earned and unpaid prior to the effective date of termination. 27. COMPLIANCES Consultant shall comply with all laws, state or federal and all ordinances, rules and regulations enacted or issued by City. 28. 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. 29. 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. Any modification of this Agreement will be effective only by written execution signed by both City and Consultant. 32. PATENT INDEMNITY The Consultant shall indemnify City, its agents, officers, representatives and employees against liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in Consultant's drawings and specifications provided under this Agreement. Page 11 0 0 IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed on the day and year first written above. APPROVED AS TO FORM: By: L L Robin Clauson Assistant City Attomey City of Newport Beach ATTEST: BY'✓f LaVonne Harkless City Clerk F: \use rs\pin\shared\pendi ng\rockwel I \cc -app r. doc 08.24.98 CITY OF NEWPORT BEACH A Municipal Corporation Thomas Edwards Mayor City of Newport Beach CONSULTANT By: Greaory J. Broughton. President Page 12 v �Ewc°gr CITY OF NEPORT BEACH o° oe COMMUNITY AND ECONOMIC DEVELOPMENT PLANNING DEPARTMENT 3300 NEWPORT BOULEVARD NEWPORT BEACH, CA 92658 (714) 644 -3200; FAX (714) 644 -3250 Healing Date: Agenda Item No.: Staff Person: PROJECT: Rockwell Semiconductor Systems Expansion C38i C - 's aa9 August 24, 1998 9 Marc Myers (949) 644 -3210 � ACTION: Approve a Professional Services Agreement with Planning Consultants Research (PCR) of Irvine, California, for professional environmental services for a contract price of $165,443.00. BACKGROUND: Council Policy F -14, Authority to Contract For Services, authorizes Department Heads to award contracts for services of less than $30,000.00 without further review. However, contracts in excess of $30,000.00; contracts for service not specified in the approved budget; and contracts for services which exceed the amount authorized by the City Council in the budget must be submitted to the City Council for specific approval before the contract is awarded. Additionally, the City Attorney is required to review all specific contract documents prior to contract award. It should also be noted that the City's standard practice for more than 20 years has been to select environmental consultants from a list of firms previously qualified by the City, when agreed to by the applicant. The City has followed this practice because the time limits on EIR preparation make it impractical to do a full selection process for each case. Attached is a letter from Rockwell authorizing the City to contract with PCR for environmental services. Additionally, no City funds are involved in these contracts, as the applicant is responsible for the cost of EIR preparation. SUMMARY: Planning Consultants Research has provided a proposal to perform professional environmental services for the City of Newport Beach for the preparation and processing of a Program Environmental Impact Report and supporting documents for Rockwell Semiconductor Systems' expansion. Attached is a copy of the proposal submitted by PCR. The proposal contains the scope of services through the completion of the Draft Program EIR, proposed budget, and time schedule for preparation and processing the environmental documentation. At the City's request, the scope of services for the preparation of the Response to Comments and Final Program EIR will be addressed under a separate agreement after the extent of the public comments on the Draft Program EIR is determined. Staff has reviewed the scope of services and determined that the services that will be provided meet or exceed the minimum requirements set forth by the California Environmental Quality Act. The environmental consulting fees for tasks described in the scope of services including PCR staff hours, technical studies, direct expenses, and printing have been reviewed by staff and are considered appropriate and warranted. r • The Assistant City Attorney is reviewing the form and content of the Professional Services Agreement. The agreement will be delivered on Friday, the 21" of August. Submitted by: SHARON Z. WOOD Assist t City Manager Attachments: Scope of Services Proposal Letter from Rockwell Prepared by: MARC W. MYERS Associate Planner Page 2 0 0 i PLANNING CONSULTANTS RESEARCH ENVIRONMENTAL PLANNING. POLIO' EE RESEARCH July 16, 1998 RECEIVED BY T PLANNING DEPARTIAEh CITY OF NEWPORT !?EACH Ms. Patricia Temple Director, Planning Department m AM JUL 1 b W8 8 ?M Community and Economic Development CITY OF NEWPORT BEACH 71819110111112111213141516 3300 Newport Boulevard Newport Beach, California 92658 -8915 Re: Scope of Services for Rockwell Semiconductor Systems Draft Program EIR Dear Ms. Temple: Planning Consultants Research (PCR) is pleased to submit a scope of services to provide environmental services to the City of Newport Beach for the preparation and processing of the Rockwell Semiconductor Systems Program Environmental Impact Report (Program EIR) and the supporting technical documents. The scope of services, proposed budget, and proposed project schedule are provided as attachments to this letter. Three additional copies have been enclosed for your use. Please note that the scope of services and final budget for WPA Traffic Engineering, Inc. will be provided under separate cover on Monday. Wes Pringle is working with the City Traffic Engineer to determine the need for a model run. The fee provided in the proposed budget reflects a model run. Based on our discussions, PCR's work effort will consist of the scope of services through the completion of the Draft Program EIR. The scope of services for the preparation of the Response to Comments and Final Program EIR will be addressed under separate agreement after the extent of the public comments on the Draft Program EIR is determined. Please call with any comments or revisions to the attached information. We look forward to working with you and your staff on this important project for the City of Newport Beach. Sincerely, PLANNING CONSULTANTS RESEARCH Grego�ghton President Enc. Attachment A: Scope of Services Attachment B: Budget Attachment C: Project Schedule 233 WILSHIRE BOULEVARD, SUITE 130 SANTA MONICA, CALIFORNIA 90401 TEL 310 451 -4488 FAx 310 451 -5279 E -MAIL: PCR @IDT.NET XJue Project Manager ONE VEA -.RE, SUITE 150 ✓ IRVINE, CALIFORNIA 92618 TEL 949 753 -7001 FAY 949 753 -7002 E -MA::; PCR2 @IDT.NET • • ROCKWELL SEMICONDUCTOR SYSTEMS PROGRAM EIR ATTACHMENT A: SCOPE OF SERVICES f 0 I 0 I 0 0 ATTACHMENT A SCOPE OF SERVICES OVERVIEW OF APPROACH • PCR has developed a scope of services to provide environmental services to the City of Newport Beach for the preparation and processing of the Rockwell Semiconductor Systems Program Environmental Impact Report (Program EIR) and supporting technical documents. Key aspects of PCR's approach to providing these services include the following: Legally- defensible EIR. The PCR Project Team will prepare a legally defensible Program EIR consistent with the requirements of the California Environmental Quality Act (CEQA) and the CEQA Guidelines. The Program EIR will analyze the buildout of the Rockwell Semiconductor Systems (Rockwell) project site while allowing for flexibility in the phasing of development in response to market demands and programmatic needs. Additionally, the Program EIR will be prepared to facilitate the environmental review of future development activities that implement the buildout of the project. • Coordination with City staff. The PCR Project Team will coordinate with and serve as an extension of City staff for the environmental review process. This will include the preparation and distribution of all notices and documents, conducting a public scoping meeting, and presenting the environmental analysis process for the project at public hearings. • Incorporation of previous analyses. Where possible, the PCR Project Team will utilize previous studies prepared for the City and Rockwell as a basis for the analysis in the Draft Program EIR. This will include design studies, traffic and parking data, geotechnical studies, water quality and stormwater drainage information, noise assessments, and hazardous materials information. • Proactive, solution- oriented analysis. The PCR Project Team will work with the City and the Rockwell Project Team to develop solutions to environmental issues and concerns that can be incorporated into the project design, provided as mitigation measures, or addressed as alternatives to the proposed project. Based on discussion with the City, PLR's current work effort will consist of the scope of services through the completion of the Draft Program EIR. The scope of services for the preparation of the Response to Comments and Final Program EIR will be addressed under a separate agreement after the extent of the public comments on the Draft Program EIR is determined. City or Newport Beach Rockwell semiconductor Systems Program EIR Planning Consultants Research Page 1 July 16, 1998 l 0 IDENTIFICATION OF TASKS Attachment A: Scope of Services The overall scope of services for the preparation and processing of the Program EIR consists of the five tasks summarized below. PCR's initial work effort would include Tasks 1, 2, and 3. Task Description Task 1 Project Initiation Subtask 1.1 Preliminary Data Collection and Evaluation Subtask 1.2 Preparation of Notice of Preparationflnitial Study Task 2 Preparation of Draft Program EIR Subtask 2.1 Preparation of Screencheck Draft Program EIR Subtask 2.2 Preparation of Draft Program EIR Subtask 2.3 Preparation of Mitigation Monitoring Program Task 3 Attendance at Meetings for Draft Program EIR Task 4 Preparation of Response to Comments/Finat Program EIR Subtask 4.1 Preparation of Response to Comments /Administrative Final Program EIR Subtask 4.2 Preparation of Certification Documents Subtask 4.3 Preparation of Final Program EIR Task 5 Attendance at Meetings and Hearings for Final Program EIR The following provides a description of PLR's initial work effort (Tasks 1, 2, and 3) and the subsequent work effort that will be addressed under a separate agreement (Tasks 4 and 5). Task 1 Project Initiation Subtask 1.1 Preliminary Data Collection and Evaluation PCR will collect and review the previous studies and documentation related to the proposed project and the project site that have been prepared for the City and Rockwell. In addition, PCR will collect and review relevant land use planning information for the Cities of Newport Beach and Irvine and the University of California, Irvine (UCI). This information will be evaluated to determine the extent of additional data or studies required. City of Newport Beach Rockwell Semiconductor Systems Program EIR Planning Consultants Research Page 2 July 16. 1998 0 0 0 La 0 0 Attachment A: Scope of Services 0 Subtask 1.2 Preparation of Notice of PreparationlInitial Study 0 PCR will prepare a draft Initial Study which includes a Project Description, the California Environmental Quality Act (CEQA) Environmental Checklist form, and an explanation for the responses on the Environmental Checklist form. The Initial Study preparation process will be used to define, to the extent possible, the Project Description for the proposed project, the cumulative projects, and the alternatives to the proposed project for purposes of the CEQA analysis. This will include the use of figures and statistical information to illustrate: the potential phases of development and buildout of the proposed project; proposed circulation including access points and internal roadways; and parking. Additionally, the Initial Study preparation process will be used to focus out of the scope of the Draft Program EIR environmental issues such as Biological Resources and Cultural Resources that will not be significant environmental impact of the proposed project. PCR will submit ten (10) copies of the Screencheck Initial Study to the City. After review and comment by City staff and the Rockwell Project Team, PCR will prepare a final Initial Study for public distribution. It is assumed that eighty (80) copies of the Initial Study will be printed and distributed via certified mail by PCR. PCR will prepare a Notice of Preparation for distribution with the Initial Study or as a stand alone document. At the request of the City, PCR will conduct a scoping meeting during the 30day public review period for the Notice of Preparation. PCR will coordinate the preparation of materials, posting of notices for the meeting, and the presentation of information related to the environmental review process. Task 2 Preparation of Draft Program EIR Subtask 2.1 Preparation of Screencheck Draft Program EIR The preparation of the Screencheck Draft Program EIR is proposed to be initiated at a meeting with City staff, the Rockwell Project Team, and PCR after the Initial Study has been completed. The agenda for this meeting is proposed to include: (1) refinement of the scope of services regarding the environmental topics and alternatives to be included in the Screencheck Draft Program EIR based on the Initial Study and the most recent information concerning the proposed project; (2) refinement of the schedule for the environmental review process and identification of specific due dates for deliverables; (3) review of the format for the Screencheck Draft Program EIR; and (4) identification of any additional information wbich may be required to initiate the preparation of the Screencheck Draft Program EIR. Cky of Newport Beach Planning Comultants Research Rmkwe6 Semiconductor Systems Program EUt Page 3 July 16. 1998 I 0 0 Attachment A: Scope of Services The following outline provides the proposed organization and content of the Screencheck Draft Program EIR including the environmental impact categories that will be addressed. It is assumed that the Biological Resources and Cultural Resources environmental topics will be focused out of the scope of the Draft Program EIR based on documentation within the Initial Study. ROCKWELL SEMICONDUCTOR SYSTEHIS PROJECT SCREENCIIECK DRAFT PROGRAM EIR OUTLINE I. EXECUTIVE SUMMARY 11. PROJECT DESCRIPTION 111. ENVIRONMENTAL SETTING IV. ENVIRONMENTAL IMPACT ANALYSIS A. Land Use and Planning B. Population and Housing C. Geologic Issues D. Water E. Air Quality F. Transportation/Circulation G. Hazards H. Noise I. Public Services J. Utilities and Service Systems K. Aesthetics L. Recreation V. ALTERNATIVES A. No Project alternative B. Design and /or Reduced Intensity Alternatives VI. GENERAL IMPACTS VII. PERSONS AND ORGANIZATIONS CONSULTED /REFERENCES An Appendix will provide relevant information from the public participation and scoping process for the Draft Program EIR, including the Notice of Preparation/Initial Study and public comments received during the 30-day public review period. A Technical Appendix, bound under a separate cover, will include the following: Air Quality Assessment, Traffic Study, Hazards /Risk of Upset Assessment, Noise Assessment, public services and utilities questionnaires, and correspondence. City of Newport Beach Rockwell Semiconductor Systems Program EIR Planning consultants Research Page 4 July 16, 1998 61 EIR. 0 0 Attachment A: Scope of Services The following provides a description of the sections of the Screencheck Draft Program EXECUTIVE SUMMARY An Executive Summary will be provided to encapsulate the contents of the Program EIR in order to provide a quick understanding of the proposed project's impacts. The Executive Summary will identify and briefly discuss the proposed project under consideration, the environmental impacts associated with the proposed project's implementation, and the alternatives to the proposed project. The Executive Summary will include a table identifying all of the environmental topics evaluated, conclusions regarding impacts, recommended mitigation measures, and the level of significance after mitigation. Il. PROJECT DESCRIPTION The Project Description will be composed of three subsections: Location and Setting, Statement of Project Objectives, and Project Characteristics . The Location and Setting subsection • will provide: a description of the size, location, and boundaries of the project site; the location within the region relative to the City and adjacent jurisdictions; and the existing and planned land uses on and adjacent to the project site. This description will be illustrated with maps and figures, including regional and vicinity location maps. The Statement of Project Objectives subsection will define the City's objectives and Rockwell's objectives for the proposed project. These objectives will generally reflect planning, environmental, programmatic, and socioeconomic goals. The Statement of Project Objectives will be utilized to establish the criteria for the selection of a reasonable range of project alternatives to be evaluated within the Program EIR. It will also provide the basis for any subsequent rejection of alternatives in the Statement Findings and Facts and /or the definition of Overriding Considerations during the decision making process. The Project Characteristics subsection will provide a description of the proposed project including: the phases of development and buildout; population in terms of employment; special design features; circulation elements including vehicular and pedestrian access, internal roadways, and parking; infrastructure improvements; anticipated construction timeframes; and a list of required discretionary actions and approvals. The information will be illustrated with color and black and white graphics and statistical information, as appropriate. City of Newport Beach Rockwell Semkomiuctor Systems Program EIR Planning Consultams Research Page S July 16, 1998 9 0 III. ENVIRONMENTAL SETTING 0 Attachment A: Scope of Services This section will provide an overview of the environmental setting for the proposed project including: an analysis of the major environmental characteristics and existing development on the project site; the existing land uses and activities in the surrounding the area; and the past, present, and reasonably foreseeable future projects that will be addressed in the cumulative analysis for each environmental topic. PCR will work with the City and WPA Traffic Engineering, Inc. to identify the projects and other factors which comprise the cumulative setting. This information will be illustrated with graphics and statistical information, as appropriate. IV. ENVIRONMENTAL IMPACT ANALYSIS For the environmental topics identified in the outline provided above, this section will provide the Environmental Setting, Thresholds of Significance, Project Impacts, Cumulative Impacts, Mitigation Measures, and the Level of Significance after Mitigation. The assessment of environmental impacts will be consistent with CEQA, the CEQA Guidelines, and the City's requirements for implementation of CEQA. It is assumed that the environmental impact analysis will address two phases and the buildout of the proposed project. An overview of the technical approach for the analysis of each environmental topic to be addressed in the Screencheck Draft Program EIR is provided below. A. Land Use and Planning PCR will evaluate the potential for the proposed project, including the amendment to the Koll Center Newport Beach Planned Community Text, to result in land use impacts with respect to land use designations and compatibility conflicts with on -site and surrounding land uses. The discussion of the environmental setting for the proposed project will define: relevant land use designations, goals and policies, and zoning; existing land uses on and adjacent to the project site; and existing land use compatibility issues associated with the current use of the project site. PCR will evaluate the potential project - specific and cumulative impacts of the proposed project. The impact analysis will address: • Definition of significance thresholds to determine impacts with respect to land use and planning. City of Newport Beach Rockwell Semiconductor Systems Program Ent Planning Consultants Research July 16. 1998 Page 6 H 17J 0 0 0 Attachment A: Scope of Services • Consistency with the City of Newport General Plan land use designations, applicable goals and policies, and zoning. • Compatibility with the land use designations and zoning for the adjacent properties in the City of Irvine and the UCI North campus. • Compatibility with existing on -site and surrounding land uses based on potential conflicts as a result of impacts related to traffic, air quality, noise, hazards, and aesthetics. Mitigation measures will be provided for significant impacts that are identified and the level of significance after mitigation will be defined. B. Population and Housing PCR will analyze the potential for the proposed project to result in substantial population growth and associated implications related to housing due to increases in employment. The analysis will utilize demographic information provided by Rockwell and local and regional forecasts from the City and the Southern California Association of Governments (SCAG). The discussion of the environmental setting for the proposed project will define: local and regional population projections; existing employment on the project site; existing issues related to the balance of employment and housing; and applicable General Plan Housing Element goals and policies. PCR will evaluate the potential project - specific and cumulative impacts of the proposed project. The impact analysis will address: • Definition of significance thresholds to determine impacts with respect to population growth and housing. • The incremental increase in population due to employment and potential effects related to local and regional population projections and housing. • Issues related to the balance of employment with housing in the City and adjacent communities. • Consistency with the applicable goals and policies of the General Plan Housing Element. Mitigation measures will be provided for significant impacts that are identified and the level of significance after mitigation will be defined. City of Newport Beach Flaming Consultants Research Rockwell Semkonductor Systems Program Ent Page 7 July 16, 1998 Ll 0 Attachment A: Scope of Services C. Geologic Issues 0 PCR will evaluate the potential for the proposed project to result in or expose people or property to geologic problems. The evaluation will be based on review of existing geotechnical and soils information provided by Rockwell and from other sources. The following information will be defined for the environmental setting for the proposed project: existing geotechnical conditions on and adjacent to the project site; the location of faults, areas of ground failure, and known and predicted effects of seismic activity; areas of existing fill, excavations, or unstable soil conditions; and soil characteristics. PCR will evaluate the potential project - specific and cumulative impacts of the proposed project. The impact analysis will address: • Definition of significance thresholds to determine impacts with respect to geologic issues. • Potential effects of existing geologic hazards and seismic activity. • Changes in topography or potential effects of existing fill, excavations, or unstable soil conditions. • Issues related to erosion during construction activities and ongoing operations. 0 Mitigation measures will be provided for significant impacts that are identified and the level of significance after mitigation will be defined. D. Water PCR will evaluate the potential for the proposed project to result in changes to surface drainage, exposure to water hazards such as flooding, and changes to quantity or quality of surface water or groundwater. PCR will also evaluate the availability of an adequate water supply for the proposed project and the potential for the proposed project to result in a reduction of groundwater available for public water supplies. The evaluation will be based on a review of existing information provided by Rockwell and from other sources. The following information will be used to define the existing environmental setting for the proposed project: the existing drainage patterns on and adjacent to the project site; existing water usage and drainage facilities associated with the current use of the project site; and water quantity and quality data from ongoing water monitoring activities. PCR will evaluate the potential project - specific and cumulative impacts of the proposed project. The impact analysis will address: City of Newport Beach Rockwell Semiconductor S73tems Program Ent Planning Consultants Research Page 8 July 16, 1998 1� 0 0 0 Attachment A: Scope of Services • Definition of significance thresholds to determine impacts with respect to water resources. • Changes in absorption rates, drainage patterns, or the rate and amount of surface runoff. • Potential for changes to surface drainage to result in exposure to water hazards such as flooding. • Changes to quantity or quality of the surface water and groundwater due to stormwater runoff, erosion, and water discharges from construction activities and ongoing operations. • Availability of an adequate water supply for the proposed project and the potential reduction of groundwater available for public water supplies. Mitigation measures will be provided for significant impacts that are identified and the level of significance after mitigation will be defined. E. Air Quality PCR will prepare an air quality assessment for the proposed project that will address the following: regulatory setting, existing air quality conditions, construction emissions, regional mobile source emissions (using regional travel characteristic data obtained from the Air District and the EMFAC7F1.I emission factor model), regional stationary source emissions, local mobile source emissions (utilizing the CALINE 4 model), and conformity with the Air Quality Management Plan (AQMP). Emissions information will be used to model predicted carbon monoxide (CO) at key intersections. All quantitative analyses will be conducted in accordance with procedures set forth by the California Air Resources Board (CARB), the South Coast Air Quality Management District (SCAQMD), and/or other agencies and compared to significance thresholds established by these agencies as well as ambient air quality standards. The following information will be defined for the existing environmental setting for the proposed project: existing climate and regulatory setting; existing air quality conditions; and current emissions from the Rockwell facility. PCR will evaluate the potential project - specific and cumulative impacts of the proposed project. Assumptions regarding construction activities and the ongoing operations of the proposed project by phase and buildout will be based on information provided by Rockwell. Mobile source emissions will be based on traffic information provided by WPA Traffic Engineering, Inc. by phase and buildout. The impact analysis will address: City of Newport Beach Planning Coamultants Research Rockwell Semiconductor Systems Program Ent Page 9 July 16, 1995 0 E 0 Attachment A: Scope of Services • Definition of significance thresholds to determine impacts with respect to air quality. • Construction emissions and operational emissions by phase and buildout. • Proposed project's contribution to regional mobile source emissions and regional stationary source emissions by phase and buildout. • Local mobile source emissions by phase and buildout, including predicted CO emission levels at key intersections. • Conformity with the AQMP. Mitigation measures will be provided for significant impacts that are identified and the level of significance after mitigation will be defined. F. Transportation/Circulation PCR will summarize the traffic study and parking information prepared by WPA Traffic Engineering, Inc. The scope of services for WPA Traffic Engineering, Inc. will be provided to the City under separate cover. Additionally, PCR will provide a qualitative discussion of potential issues related to air traffic and alternative modes of transportation. The analysis will generally address: • Definition of significance thresholds to determine impacts with respect to transportation/circulation and parking. • Existing traffic conditions, future traffic conditions without the proposed project, and future traffic conditions with the proposed project by phase and buildout. • Safety issues and hazards related to the proposed circulation improvements including vehicular and pedestrian access to the project site, internal roadways, and parking. • Issues related to air traffic and alternative modes of transportation. Mitigation measures will be provided for significant impacts that are identified and the level of significance after mitigation will be defined. city of Newport Beach Planning Consultants Research Rockwell Semiconductor Systems Program Ent Page 10 July 16' 1998 0 H 0 • 0 0 Attachment A: Scope of Services G. Hazards PCR will prepare a hazards /risk of upset assessment which will evaluate the proposed project with respect to baseline chemical and physical hazards to the public or occupational health and safety that could potentially occur due to construction activities or the ongoing operation of the proposed project. Credible accident scenarios with a greater than one in a million chance of occurrence will be researched and compiled as baseline information. Based on an identified scenario, PCR will evaluate the potential impact of the worst case release of upset. Based on information provided by Rockwell, the potential hazards /risk of upset assessment will consider: solvent storage, distribution, use, recycling, and venting; Extremely Hazardous Substances (EHS) storage in cylinders and in use; and chemical residuals in soils and ground water from the past use of the project site. Information will be sought from Rockwell, the Fire Department, the U.S. Environmental Protection Agency (EPA), CALEPA, and SCAQMD with regard to known or registered hazards and available plans. The regulations for the production, use, storage, and transportation of chemicals will be defined. PCR will evaluate the potential project - specific and cumulative impacts of the proposed project. The impact analysis will address: • Definition of significance thresholds to determine impacts with respect to hazards and risk of upset. • Potential for impacts to occur based on mathematical simulation of upset conditions. • Potential risk of upset which may result in exposure of people to hazardous substances. • Potential for interference with emergency response or evacuation plans. • Potential exposure of people to existing health hazards or the creation of health hazards due to construction activities and operations. Mitigation measures will be provided for significant impacts that are identified and the level of significance after mitigation will be defined. H. Noise PCR will prepare a noise assessment to address the potential noise impacts associated with increases in noise levels as a result of the proposed project. This will be accomplish by determining the increases in noise levels from the existing ambient noise levels on and in the vicinity of the project site and identifying the impacts of construction, operations, and traffic - generated noise based on defined noise criteria. If it is determined to be necessary, PCR will City of Newport Reacl, Rockwell Semkouductor Systems Program EIR Planting Consultants Research Page I1 July 16, 1998 17 0 0 Attachment A: Scope of Services conduct ambient noise measurements at a maximum of three locations in the project vicinity in order to establish a baseline for the noise assessment. The following information will be defined for the existing environmental setting for the proposed project: current noise regulations for land uses on and adjacent to the project site; existing noise levels on and adjacent to the project site including noise from current operations and traffic; location of noise sensitive land uses or functions on or adjacent to the project site. PCR will model noise impacts from construction, project - related traffic, and operations activities. Assumptions regarding construction activities and the ongoing operations of the proposed project by phase and buildout will be based on information provided by Rockwell. Traffic generated noise will be based on traffic information provided by WPA Traffic Engineering, Inc. by phase and buildout. Modeling efforts, using procedures and algorithms supported by the Federal Highway Administration (FHWA) and industry standards, will provide for an evaluation of the potential project - specific and cumulative impacts of the proposed project. The impact analysis will address: • Definition of significance thresholds to determine impacts with respect to noise. • Potential construction noise sources and distance -based attenuation estimates of short- term noise impacts to on -site and surrounding land uses by phase and buildout. • Changes in noise levels due to the incremental increase in vehicular traffic as a result of the proposed project by phase and buildout. • Changes in ambient noise levels due to the operation of the proposed project by phase and buildout and potential effects to on -site and surrounding land uses. Mitigation measures will be provided for significant impacts that are identified and the level of significance after mitigation will be defined. I. Public Services PCR will prepare an inventory of existing public services and facilities that serve the project site and vicinity. An analysis of the proposed project's impacts on the delivery of fire protection, police protection, and other public services to the project site and the surrounding vicinity will be provided. PCR will utilize existing documentation and a public services questionnaire sent to the service providers. Assessments of the adequacy of facilities and levels of service will be based upon the judgment of the service provider. The following baseline environmental information will be defined: the existing levels of service, staffing, and equipment City of Newport Reach Rockwell Semiconductor Systems Program Ent Planning Consultants Research Page 12 July 16. 1998 I* 1] 0 0 0 Attachment A: Scope of Services for the project site; service requirements based on the location, type of land use,. and improvements; and fire suppression and security measures currently in place on the project site. Additionally, PCR will analyze the potential for the proposed project to result in an impact to school capacity levels. The analysis will utilize existing documentation and a public services questionnaire sent to the school district(s). Assessments of the adequacy of facilities and school capacity will be based upon the judgment of the respective school district. PCR will evaluate the potential project - specific and cumulative impacts of the proposed project. The impact analysis will address: • Definition of significance thresholds to determine impacts with respect to public services and schools. • Changes to the levels of service or the identification of the need for additional staffing, equipment, or facilities for the service providers to serve the proposed project. • Potential conflicts or impacts to emergency response plans or evacuation routes. • School capacity levels and the effect of increases in employment on population growth related to the generation of students. Recommended mitigation measures will be provided consistent with the policies and programs of the service providers to reduce the identified significant impacts. The level of significance after the implementation of the mitigation treasures will be defined. I Utilities and Service Systems PCR will evaluate the potential for the proposed project to result in impacts to the existing and proposed infrastructure systems, including sewer, water, storm drainage, solid waste, electric power, and natural gas systems for the project site. The adequacy of the existing and proposed systems will be based upon information from utilities and service systems questionnaires sent to the providers and information requested from Rockwell. The following baseline environmental information will be defined: the current service provider; the existing capacity and adequacy of the existing on -site and off -site facilities and systems; and proposed generation or consumption rate. PCR will request information from Rockwell regarding the nature and scope of the improvements required to serve the proposed project. PCR will evaluate the potential project - specific and cumulative impacts of the proposed project. The impact analysis will address: City of Newport Beach Rockwell Semiconductor Systems NogrM Ent Flaming CenmM nts Research - Page 13 July 16, 1998 1I w • Attachment A: Scope of Services Definition of significance thresholds to determine impacts with respect to utilities and service systems. Changes to the existing capacities of on -site and off -site facilities and systems as a result of the proposed project and the identification of any resulting deficiencies. Adequacy of the on -site and off -site utility improvements to service the proposed project. Recommended mitigation measures will be provided consistent with the policies and programs of the service providers to reduce the identified significant impacts. The level of significance after the implementation of the mitigation measures will be defined. K. Aesthetics PCR will evaluate the potential for the proposed project to result in impacts to aesthetics on the project site and in the vicinity of the project site with regard to views or scenic vistas open to the public, reflective light, and nighttime illumination. The following baseline environmental information will be defined: existing visual quality of the project site and vicinity; views or vistas open to the public; and sources of reflective light and nighttime illumination. PCR will evaluate the potential project - specific and cumulative impacts of the proposed project. This will include an analysis of the changes to the Koll Center Newport Planned Community Development Standards including the "Special Features" which address building setbacks along Jamboree Road, parking structure aesthetics, and maximum building areas and massing. The impact analysis will address: • Definition of significance thresholds to determine impacts with respect to aesthetics. • Changes to the visual quality of the project site and vicinity, views or vistas open to the public, and reflective light and nighttime illumination. Mitigation measures will be provided for significant impacts that are identified and the level of significance after mitigation will be defined. L. Recreation PCR will analyze the potential for the proposed project to result in an impact due to an increase in demand for recreational facilities. The analysis will utilize a questionnaire sent to the respective jurisdiction. Assessments of the adequacy of facilities and levels of service will be City of Newport Beath Rockwell Semiconductor Systems Program Ent Planning Consultants Research Page 14 July 16, 1998 0 )y 0 0 • Attachment A: Scope of Services based upon the judgment of the facility provider. PCR will evaluate the potential project - specific and cumulative impacts of the proposed project. The impact analysis will address: • Definition of significance thresholds to determine impacts with respect to recreation. • Changes to the levels of service at existing facilities. Recommended mitigation measures will be provided consistent with the policies and programs of the facility provider to reduce the identified significant impacts: The level of significance after the implementation of the mitigation measures will be defined. V. ALTERNATIVES The Program EIR will include an analysis of alternatives consistent with the requirements of CEQA, the CEQA guidelines, and PLR's understanding of current CEQA practice. The alternatives will be based on information discussed at the Rockwell site visit and further refined by PCR, the City staff, and the Rockwell Project Team as a result of the preparation of the Initial Study, comments received in response to the Notice of Preparation, and the conclusions of the environmental impact analysis prepared for the proposed project. It is anticipated that three design and/or reduced intensity alternatives and the mandatory no- project alternative will be analyzed in the Screencheck Draft Program EIR. For each alternative, this section will provide a description of the alternative, consideration of the alternative's feasibility in relationship to the Statement of the Project Objectives, and a comparative analysis of the environmental impacts of the alternative versus the impacts as a result of the proposed project. The alternatives will be evaluated in a more qualitative and comparative manner than the analysis described above for the proposed project. If required, the evaluation of transportation/circulation, noise, and air quality impacts associated with the various alternatives will be presented in terms of percent reduction of impact as compared to the proposed project. VI, GENERAL IMPACTS This section will provide the following CEQA - required analyses: (1) Relationship between Local Short-Term Uses and Long -Term Productivity; (2) Significant Irreversible Environmental Changes; and (3) Growth - Inducing Impacts. City of Newport Beach Rockwell Semiconductor Systems Program Ent Planning Consultants Research Page 15 July 16, 1998 19 • Attachment A: Scope of Services VII. PERSONS AND ORGANIZATIONS CONSULTED /REFERENCES This section will provide lists of the individuals responsible for or consulted during the preparation of the Screencheck Draft Program EIR and technical studies. A list of the references used in the preparation of the Draft Screencheck Program EIR will also be provided. At its completion, PCR will submit ten (10) copies of the Screencheck Draft Program EIR and Technical Appendices for review and comment by the City staff and the Rockwell Project Team. After the incorporation of the revisions to reflect comments received, PCR will submit two (2) copies of a revised Screencheck Draft Program EIR for final review and approval. Subtask 2.2 Preparation of Draft Program EIR Subsequent to City staff and Rockwell Project Team review of the revised Screencheck Draft Program EIR, PCR will prepare the Draft Program EIR. PCR will print 80 copies (estimated at 300 pages each) of the Draft Program EIR and 60 copies (estimated at 300 pages each) of the Technical Appendix. PCR will transmit the Draft Program EIR to the State Clearinghouse and distribute the documents for public review via certified mail. PCR will prepare 0 the Notice of Completion for transmittal with the Draft Program EIR. 0 Subtask 2.3 Preparation of Mitigation Monitoring Program PCR will prepare a Draft Mitigation Monitoring Program (MMP) for submittal to City staff and the Rockwell Project Team for review and comment. The MMP will contain a compilation of the mitigation measures provided in the Draft Program EIR, listed by impact category, with agency monitoring and enforcement responsibility and monitoring phase identified for each measure. The MMP will be prepared consistent with the City's required format. The MMP will be finalized at a time in the environmental process that is determined to be appropriate by the City staff. Task 3 Attendance at Meetings for Draft Program EIR PCR will attend a total of twelve (12) meetings related to the preparation of the Draft Program EIR. This would include: meetings with City staff and the Rockwell Project Team to address project initiation, data collection, and review of the environmental documentation and technical studies; meetings with adjacent jurisdictions and local interest groups; and an agency /public scoping meeting. City or Newport Beach Rockwell Semiconductor Systems Program EIR Planning Consultants Research Page 16 July 16, 1995 0 �b 0 0 s 0 Attachment A: Scope of Services Task 4 Preparation of Response to Comments/Final Program EIR Subtask 4.1 Preparation of Response to Comments /Administrative Final Program EIR Based on discussions with the City staff, PCR will prepare a Response to Comments document which will respond to all written comments received from agencies, interest groups, and individuals during the 45-day public review period for the Draft Program EIR. In addition, PCR will prepare an errata with revisions to the Draft Program EIR based on information received during the public review period and provided in the Response to Comments document. A Draft of the Response to Comments document and an errata to the Draft Program EIR will be submitted to the City staff and the Rockwell Project Team for review and comment. Based on comments received, PCR will prepare a revised Response to Comments document and compile the documents that will comprise the Administrative Final Program EIR for submittal to the City. PCR in coordination with City staff will provide the Response to Comments document to commenting agencies for review prior to action being taken on the proposed project. Subtask 4.2 Preparation of Certification Documents PCR will work with City staff to prepare a draft of the required certification documents. These documents will consist of a Statement of Findings and Facts in Support of Findings and, if required, a Statement of Overriding Considerations. PCR will submit a draft of these documents to the City for review and comment. Based on comments received, PCR will revise and submit these documents to the City for distribution to the appropriate parties. Subtask 4.3 Preparation of Final Program EIR After action is taken on the project and the Program EIR is certified as complete and final, PCR will prepare and submit the Final Program EIR to the City. PCR will work with the City staff to determine the number of copies, the type of originals, and the distribution of the Final Program EIR. PCR will prepare for City staff review the Notice of Determination and will file the notice with the appropriate agencies. City of Newport Beach Ph uning Consultants Research Rockwell Semiconductor Systems Program Ent Page 17 July 16, 1998 1 0 Attachment A: Scope of Services Task 5 Attendance at Meetings and Hearings for Final Program EIR PCR will attend meetings for the preparation of the Response to Continents document and the Final Program EIR and hearings related to the consideration of the approval of the project and certification of the Program EIR. The number of meetings will be determined at a later date. City of Newport Beach Rockwell Semiconductor Systems Program EIR Planning consultants Research Page 18 July 16, 1948 f 0 1 0 • A RocKwELL Saucowucrm SYSTEMS PROGRAM EIR ATTACHMENT B: BUDGET '23 f f ATTACHMENT B BUDGET The following pages provide a detailed budget for the preparation of the Draft Program EIR and related technical documentation (Tasks 1 and 2) and attendance at meetings for the preparation of the Draft Program EIR (Task 3). The total budget for these tasks as described in the scope of services is $165,443 including PCR staff hours, technical studies, direct expenses, and printing. As discussed above, the services for the preparation of the Response to Comments and the Final Program EIR (Tasks 4 and 5) will be addressed under a separate agreement after the extent of the public comments on the Draft Program EIR is determined. PCR proposes a cost -effective scope of services based on our current understanding of the project. Should the need arise for additional professional services beyond those set forth in the scope of services and budget provided herein due to changes in the project or the regulatory environment, PCR will request from the City written authorization to proceed prior to the initiation of the additional services. Invoices will be prepared for the work completed on a monthly basis. For each billing period, PCR will provide information by subtask for the services performed. PCR reserves the right to transfer fees between the environmental topics, as appropriate. Invoiced amounts are due 30 days from the date of the invoice. Traffic subconsultant invoices will be paid within 30 days of the receipt of payment from the City. City of Newport Beach Rockwell Semirouductor Systems Program Ent Planning Cowultmts Research Page 19 July -16, 1948 f E 0 Detail tudget 0 . . Rockwell Semiconductor Systems Draft Program EIR Task Principal Hours Rate Principal Planner Hours Rate Senior Planner/ Planner Hours Rate Associate/Assistant Planner Hours Rate Graphics/Word Processing Hours Rate Total Cost Hours Cost ask 1--Project Initiation Subtask LI- Preliminary Data Collection and Evaluation 4 $175 24 $90 16 $80 24 S50 0 $50 68 $5,340 Subtask l2- Preparation of Notice of Preparation /Initial Study 4 $175 40 $90 24 $80 40 $50 32 $50 140 $9,820 Subtotal Task 8 64 40 64 32 208 $15,160 Task 2- Preparation of Draft Program EIR Subtask 2.1- Preparation of Screencheck Draft Program EIR* • Executive Summary 0 $175 8 $90 8 $80 24 $50 8 $50 48 $2,960 • Project Description 4 $175 36 $90 8 580 24 $50 16 $50 88 $6,580 • Environmental Setting 0 $175 24 $90 8 S80 40 $50 8 S50 80 $5,200 • Environmental Impact Analysis - Land Use and Planning 2 $175 24 $90 24 $80 40 S50 8 $50 98 $6,830 - Population and Housing I 5175 16 $90 16 $80 24 $50 2 S50 59 $4,195 - Geologic Issues 0 $175 16 $90 16 S80 24 $50 4 $50 60 54,120 - water 0 $175 16 590 8 S80 24 $50 4 $50 52 $3,480 - Air Quality•• 0 $175 16 $90 8 580 8 $50 8 $50 40 $2,880 - Transportation/Circulation" 1 5175 40 $90 16 $80 16 S50 16 $50 89 $6,655 - Hazards" 1 $175 16 $90 16 $80 24 $50 8 - $50 65 54,495 - Noise" I 5175 32 $90 8 S80 16 $50 8 S50 65 $4,895 - Public Services 1 $175 16 $90 16 $80 60 $50 4 $50 97 $6,095 - Utilities and Service Systems 1 $175 16 $90 16 $80 60 $50 4 $50 97 $6,095 - Aesthetics 1 $175 24 S90 40 $80 40 S50 16 S50 121 $8,335 - Recreation 1 $175 4 $90 4 S90 8 S50 4 $50 21 $1,455 • Alternatives 4 $175 32 $90 24 S80 40 S50 16 $50 116 $8,300 • General Impacts 1 $175 8 $90 8 $80 16 $50 2 $50 35 $2,435 Subtotal Subtask 2.1 19 344 244 488 136 1231 $85,005 Subtask 2.2- Preparation of Draft Program EIR 4 $175 60 $90 60 $80 40 $50 40 S50 204 514,900 Subtask 2.3- Preparation of Mitigation Monitoring Program 0 $175 8 S90 16 $80 16 550 8 S50 48 $3,200 Subtotal Task 23 412 320 544 184 1483 $103,1054 Task 3- Attendance at Meetings for Draft Program EIR (12) 24 $175 48 $90 24 580 24 550 0 $50 120 SI I,640 Technical Studies for Draft Program EIR (Refer to detail below) Air Quality Assessment (PCR) 56,000 Traffic Study (WPA Traffic Engineering, Inc.) - $7,500 Noise Assessment (PCR) 56,060 Hazards/Risk of Upset (PCR) $6,280 Subtotal Technical Studies 525,840 Expenses (Including postage for certified mail) 54,000 Prkrtln AHowance••• 55 698 TOTAL COST ESTIMATE $165,443 Footnotes: • It is assumed that the analysis of Biological Resources and Cultural Resources will be focused out of the scope of the Draft EIR during the preparation of the Initial Study. •• These hour and cost estimates are only for the preparation of the sections of the Screencheck Draft Program EIR. The hours and costs associated with the technical studies are presented below in the Cost Estimate for Technical Studies section of this table. ••• Allowance is for printing of deliverables as described in the Scope of Servicm and presented below in the Cost Estimate for Printing section of this table. Detailed Budget (Continued) Rockwell Semiconductor Systems Draft Program EIR Detailed Cost Estimate for Technical Studies Hours Rate Total Cost Air Quality Assessment • Review Existing Data 8 $75 $600 • Define Existing Conditions 8 $75 $600 • Define Emissions 8 $75 $600 • Predict Carbon Monoxide at Key intersections 16 $75 $1,200 • Determine Impacts and Mitigation 8 $75 $600 • Address Alternatives 8 $75 $600 • Prepare Technical Study 8 $75 $600 8 $125 $1,000 • Models $200 Subtotal Air Quality Assessment 72 $6,000 Traffic Study • Review and Update Existing Documents • Define Impacts and Mitigation • Address Alternatives • Prepare Technical Traffic Study • Attend Meetings Subtotal Traffic Study $7,500 Noise Assessment • Review Existing Data 8 $80 5640 • Monitor Existing Conditions 14 $80 $1,120 • Define Existing Conditions 8 $80 $640 • Predict Future Noise Levels 12 $80 $960 • Determine Impacts and Mitigation 6 $80 $480 • Address Altematims 8 $80 $640 • Prepare Technical Study 16 $80 $1,280 • Noise Instrument Fee $300 Subtotal Noise Assessment 72 $6,060 I laxarda/Riak or llpaet Amsemamrnt • Review Existing Dtwt 8 $75 $600 • Conduct Situ Visit and Research 16 $75 $1,200 • Define Existing Conditions 8 S75 $600 • Determine Impacts and Mitigation 24 $75 $1,800 • Address Alternatives 16 $75 $1,200 • Prepare Technical Study 8 $110 $880 Subtotal Human Health/Risk of Upset Assessment 80 $6,280 Total Cost of Technical Studies $25,840 0 0 0 • 0 .. Detailed Budget (Continued) Rockwell Semiconductor Systems Draft Program EIR Detailed Cost Estimate for Printing Est Pages No. of Copies Total Cost Document Draft Initial Study 50 10 S56 Initial Study 50 80 5325 Screencheck Draft Program EIR 300 10 $444 Scmancheck Draft Program EIR Technical Appendix 300 10 $280 Ruvised Scruencheck Draft Program EIR 300 2 $98 Draft Program EIR 300 80 $2,840 Draft Program EIR TochnicalAppendix 300 60 $1,138 10 Percent Administrative Cast $518 Total Cost of Printing S5,699 A.r _J E W � Q A WPA raffic Engineering Inc. ®1_I- July 22, 1998 Ms. Lauren Jue Planning Consultants Research One Venture, Suite 150 Irvine, CA 92618 SUBJECT. Rockipell, Newport Bench TRAFFIC & TRANSPORTATION PLANNINGEDEPARTMENT CITY OF NEWPORT BEACH AM JUL 2 7 1998 PM 71819110111118111213141516 Dear Ms. Jue: 0 We are pleased to submit this proposal to provide professional traffic engineering services for the subject project. This proposal is based upon information provided by you, our previous work and our understanding of the needs of the study. In general, the work would consist of completing a traffic impact analysis as required by the City of Newport Beach for an E.I.R. project. Preliminary studies of the project would serve as a basis and be updated to include current data. The study would consider three (3) project alternatives as well as possible phasing of the. development. Parking would be also be reviewed. Any potential problem areas would also be identified and mitigation measures recommended. A report would be prepared summarizing our findings and recommendations. 23421 South Pointe Drive • Suite 190 • Laguna Hills, CA 92653 • (714) 460 -0110 • FAX: (714) 460.0113 0 h� • 0 We would envision the following specific tasks to be required for this study. TASK I - DATA COLLECTION We would assemble all available information pertinent to the study. This would include development plans and data, previous studies, project alternatives, Committed Project traffic, existing traffic and similar data. We would review the project with you to ensure our understanding. Contact would be made with City Staff to obtain data and specific concerns. It is not anticipated that field data collection would be required. TASK 2 - TRIP GENERATION AND ASSIGNMENT Estimates would be made of daily and peak hour trips to be generated by the project and alternatives. These estimates would be based upon land use and trip generation factors previously developed for this use. A geographic trip distribution pattern has been developed and approved by the City. This distribution would be utilized to 0 assign trips to the street system. TASK 3 - ANALYSIS A traffic impact analyses would be completed as required by the City's Traffic Phasing Ordinance. These analyses would include two (2) development phases as well as project buildout. The City's Traffic Model would also be utilized to examine General Plan Level conditions. Any potential problem areas would be identified and mitigation measures recommended as may be required. TASK 4 - REPORT AND MEETINGS A report would be prepared summarizing our findings and recommendations. The report would contain the required supportive data and be suitable for submittal to the City. We would meet with you, City Staff and others as may be required during the course of the study. Attendance at public hearings is not included as a part of this is proposal. WPA Traffic Engineering, Inc. PROPOSAL - Rodkw fl, Newport Beach -2— �q 08/19/98 13:55 FAX 714 460 0113 WPA TRAFFIC ENG. JM 02 , • • -3- We would be prepared to begin work on this study upon receipt of authorization. It is anticipated that approximately four (4) weeks would be required to complete the study. Our fee for the work outlined in this proposal shall be based upon personnel charges plus direct expenses as indicated in our Standard Rate Schedule, a copy of which is attached and made a part hereto. In no case would the total fee exceed $7,500.00, without prior approval from you or your representative. Since it is not possible at this time to estimate the time required for additional public meetings and/or presentations concerning this project, not mentioned in this proposal, our staffwould be available with the fees based upon our Rate Schedule, in addition to the previously stated maximum. The additional work shall be conducted when requested by you or your representative. Invoices shall be submitted monthly for work in progress or upon completion of the work, at our option, and payable within 30 days after submission. After 60 days, unpaid invoices shall have a 1. S percent, per month, service charge added. We shall have the option of halting work on your project when invoices are unpaid and overdue, unless mutual agreement is achieved. In the event that it is necessary for either party to incur legal expenses in connection with the performance of this contract, the prevailing party agrees to pay all court costs and attorney fees. This proposal may be considered as effective for six months from the date of this letter. If the project is not completed within six months after the scheduled completion date (due to no fault of WPA Traffic Engineering, Inc.), additional reimbursement may be required due to increased costs. If required, such additional reimbursement would be the subject of negotiation and mutual agreement between both parties. C� WPA Traffic Engineering, Inc. PROPOSAL - Awsa Quarry EIR V A WPA Tiffic Engineering qhc. TRAFFIC & TRANSPORTATION ENGINEERING STANDARD RATE SCHEDULE 0 Effective August 1, 1997 l' ' � � : si t : • r • Firm Principal $125.00 • Senior Engineer $100.00 • Associate Engineer $ 75.00 • Assistant Engineer $ 70.00 SUPPORT STAFF Engineering Draftsperson $ 70.00 • • Draftsperson $ 50.00 • Secretary ' $ 35.00 • Clerical / Field Enumerator $ 40.00 GENERAL 1) Hourly rates apply to travel, in addition to work time. 2) Invoices shall be submitted monthly for work in progress or upon completion of the work, at our option, and payable within 30 days after submission. After 60 days, unpaid invoices shall have a 1.5 percent, per month, service charge added. We shall have the option of halting work on your project when invoices are unpaid and overdue, unless mutual agreement is achieved. In the event that it is necessary for either party to incur legal expenses in connection with the performance of this contract, the prevailing parry agrees to pay all court costs and attorney fees. 3) Compensation for services performed w 1 be contingent upon the necessity of the client to receive payment from other parties. Any controversy or claim arising out of or relating to this contract, or the breach thereof, shall be settled by arbitration in accordance with the rules of the American Arbitration Association and judgement upon the award rendered by the arbitration may be entered in any court having jurisdiction thereof. 4) These rates are based upon procedures and methods outlined in the American Society of Civil Engineer's, Manual on En 'ngt Bering Practice, Number 45. 23421 South Pointe Drive • Suite 190 • Laguna Hills, CA 92653 • (714) 460.0110 • FAX: (714) 460.0113 31 Ll 0 ROCKWELL SEMICONDUCTOR SYSTEMS PROGRAM EIR ATTACHMENT C: PROJECT SCHEDULE P c is 0 0 LI 0 ATTACHMENT C PROJECT SCHEDULE PCR has estimated that the completion of the Draft Program EIR (Tasks 1, 2, and 3) can be accomplished within an approximately 8 -month time frame as shown on the proposed project schedule provided on the following page. Prior to finalization of the project schedule, PCR will work with City staff to define more specific time frames and completion dates for deliverables. The PCR Project Team will commit all necessary resources to ensure the preparation of the Program EIR and related technical documents within the desired time frame upon finalization of the project schedule occurs. Through close coordination between the PCR Project Manager and the City staff, any potential changes to the finalized project schedule will be agreed upon and communicated in a manner acceptable to both parties. City of Newport Reach Planning Consultants Research Rockwell semiconductor Systems Program Ent Page 23 July 16. 1998 5� Proposed Project Schedule Rockwell Semiconductor Systems Program EIR wEEKSELAPSED N Meeting ® Public Review - work- in-Progress i! iia City Review 0 • • . ... ......� ...................:.... :NONE MNMMMMMMMMM MMIMEMEME MNEEMMMMM :N■■■■EEEN■ on MONSON :EN .IEEE.... NOMINEE E■.■EEEOEE ■■ NOON:. MONSOON II� ■ ■ ■ ■ ■ ■ ■ ■ ■■ ■I ■ ■E ■■ _______ MOMI 'norilill ill:::::::l ::::i in son ME= :::■ ■t:::::: :E: E: ■■ ■:: ■E 5 :: .. ■■■ICE■■EE■N MEN no =■■■■EEEEEEE■■■■■N■ . ■ ■ ■ ■ ■E ■NE ■E ■ ■ ■EE ■ ■ ■E ■ ■ ■ ■ ■ ■ ■ ■OMNI EEEEENEEE Ron 'I 1111"M :HNIMI :: :n : : : :MMEMEmonsoon EMEM - N Meeting ® Public Review - work- in-Progress i! iia City Review 0 • • Rockwell Semiconductor Systems Rockwall Intemadwul Corporation 4311 Jamboree Road Po Box C Newport Beach, CA 92658 -8902 0 02, Rockwell semiconductor systems July 29, 1998 P =: :WED BY PLAN NN DEPARTMENT CITY C= `. =-'NPCRT BEACH City of Newport Beach Ms. Patricia Temple AM A"i 3 0 3 1998 PM Director, Planning Department 3300 Newport Blvd., 718191:012. 12111213141818 Newport Beach, CA 92658 -8915 !� Dear Patricia, Rockwell has reviewed the proposal by Planning Consultants Research (PCR) to provide environmental services to the City of Newport Beach for the preparation and processing of the Rockwell program Environmental Impact Report (ERR). Rock%,% ell approves of the City contracting with PCR for the stated services. SRockwell would like to reserve the right to review the need for certain aspects of the EIR. Specifically, the need for review of water, hazards /risk of upset, and recreation. These details can be finalized once PCR has started on the project. As you know, Rockwell is very anxious to get this project started. You have Rockwell's approval to contract with PCR for preparation of the EIR. Sincerely, �O Rich Bluth Director Facilities 1 35 E U PROFESSIONAL SERVICES AGREEMENT COUINCjL AG MA NO I Z, R8 - THIS AGREEMENT, entered into this 24th day of August, 1998, by and between CITY OF NEWPORT BEACH , a Municipal Corporation (hereinafter referred to as "City "), and Planning Consultants Research, whose address is One Venture, Suite 150 Irvine, California, 92618, (hereinafter referred to as "Consultant "), 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 intends to prepare and process an Environmental Impact Report for Rockwell Semiconductor Systems (`Project'). C. City desires to engage Consultant to provide environmental services for the Project upon the terms and conditions contained in this Agreement. D. The principal members of Consultant, are for purpose of this Project are Gregory J. Broughton, President and Lauren Jue, Project Manager. E. City has solicited and received a proposal from Consultant, has reviewed the previous experience and evaluated the expertise of Consultant, and desires to contract with Consultant under the terms of conditions provided in this Agreement. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: TERM The term of this Agreement shall commence on the 24th day of August, 1998 and shall terrninate when City Council takes final action on the Environmental Impact Report, unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED Consultant shall diligently perform all the duties set forth in the scope of services, contained in attachment "A" attached hereto and incorporated herein by reference. 3. COMPENSATION TO CONSULTANT City shall pay Consultant for the services in accordance with the provisions of this Section and the scheduled billing rates, contained in attachment "B" and incorporated herein by reference. No rate changes shall be made during the term of Page 3 0 0 this Agreement without prior written approval of City. Consultant's compensation for all work performed in accordance with this Agreement shall not exceed the total contract price of One Hundred Sixty -five Thousand Four Hundred Forty -three Dollars ($165,443.00). 3.1 Consultant shall maintain accounting records of its billings which includes the name of the employee, type of work performed, times and dates of all work which is billed on an hourly basis and all approved incidental expenses including reproductions, computer printing, postage and mileage. 3.2 Consultant shall submit monthly invoices to City payable by City within thirty (30) days of receipt of invoice subject to the approval of City and based upon attachment "B ". 3.3 Consultant shall not receive any compensation for extra work without prior written authorization of City. Any authorized compensation shall be paid in accordance with such approval. 3.4 City shall reimburse Consultant only for those costs or expenses which have been specifically approved in this Agreement, or specifically approved in advance by City. Such cost shall be limited and shall include nothing more than the following costs incurred by Consultant: A. The actual costs of subconsultants for performance of any of the services which Consultant agrees to render pursuant to this Agreement which have been approved in advance by City and awarded in accordance with the terms and conditions of this Agreement. B. Approved computer data processing and reproduction charges. C. Actual costs and/or other costs and /or payments specifically authorized in advance in writing and incurred by Consultant in the performance of this Agreement. 3.5 Notwithstanding any other paragraph or provision of this Agreement, beginning on the effective date of this Agreement, City will withhold payment of five percent (5 %) of each approved payment as approved retention until all services under this Agreement have been substantially completed. 4. STANDARD OF CARE 4.1 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 the community professional standards. All services shall be performed by qualified and experienced personnel who are not employed by City nor have any contractual relationship with City. Consultant represents and warrants to City that it has or shall obtain all licenses, permits, qualifications and approvals required of its profession. Consultant further represents Page 4 02 0 0 and warrants that it shall keep in effect all such licenses, permits and other approvals during the term of this Agreement. 4.2 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, or 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, or any other delays beyond Consultant's control or without Consultant's fault. 5. INDEPENDENT PARTIES City retains Consultant on an independent contractor basis and Consultant is not an employee of City. The manner and means of conducting the work are under the control of Consultant, except to the extent they are limited by statute, rule or regulation and the expressed terms of this Agreement. Nothing in this Agreement shall be deemed to constitute 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 details in means of performing the work provided that Consultant is in compliance with the terms of this Agreement. Anything in this Agreement which may appear to give City the right to direct Consultant as to the details of the performance of the services or to exercise a measure of control over Consultant shall mean that Consultant shall follow the desires of City only with respect to the results of the • services. 6. COOPERATION • Consultant agrees to work closely and cooperate fully with City's designated Project Administrator, and any other agencies which may have jurisdiction or interest in the work to be performed. City agrees to cooperate with the Consultant on the Project. 7. PROJECT MANAGER Consultant shall assign the Project to 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 Project term. Consultant has designated Lauren Jue to be its Project Manager. Consultant shall not remove or reassign the principal members identified in the Recitals or assign any new or replacement person to the Project without the prior written consent of City. City's approval shall not be unreasonably withheld with respect to removal or assignment of non -key personnel. 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. Page 5 _ j 0 i 8. TIME OF PERFORMANCE Time is of the essence in the performance of the services under this Agreement and the services shall be performed by Consultant in accordance with the schedule specified in attachment "C ". The failure by Consultant to strictly adhere to the schedule, may result in termination of this Agreement by City, and the assessment of damages against Consultant for delay. Notwithstanding the foregoing, Consultant shall not be responsible for delays which are 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 to the other party so that all delays can be addressed. 8.1 Consultant shall submit all requests for extensions of time for performance in writing to the Project Administrator not later than ten (10) calendar days after the start of the condition which purportedly causes a delay, and not later than the date upon which performance is due. The Project Administrator shall review all such requests and may grant reasonable time extensions for unforeseeable delays, which are beyond Consultant's control. 8.2 For all time periods not specifically set forth herein, Consultant shall respond in the most expedient and appropriate manner under the circumstances, by either telephone, fax, hand delivery or mail. • 9. CITY POLICY Consultant will discuss and review all matters relating to policy and project direction with the Project Administrator in advance of all critical decision points in order to ensure that the Project proceeds in a manner consistent with City goals and policies. 10. CONFORMANCE TO APPLICABLE REQUIREMENT All work prepared by Consultant shall conform to applicable city, county, state and federal law, regulations and permit requirements and be subject to approval of the Project Administrator and City. 11. PROGRESS Consultant is responsible to keep the Project Administrator and/or his/her duly authorized designee informed on a regular basis regarding the status and progress of the work, activities performed and planned, and any meetings that have been scheduled or are desired. 12. HOLD HARMLESS Consultant shall indemnify, defend, save and hold harmless City, its City Council, boards and commissions, officers and employees from and against any and all loss, damages, liability, claims, allegations of liability, suits, costs and expenses for damages of any nature whatsoever, including, but not limited to, bodily injury, death, personal injury, property damages, or any other claims arising from any and all negligent acts or Page 6 L1 0 0 omissions of Consultant, its employees, agents or subcontractors in the performance of services or work conducted or performed pursuant to this Agreement. This indemnity shall apply even in the event of negligence of City, or its employees, or other contractors, excepting only the sole negligence or willful misconduct of City, its officers or employees, and shall include attorneys' fees and all other costs incurred in defending any such claim. 13. INSURANCE Without limiting consultant's indemnification of City, and prior to commencement of work, Consultant shall obtain and provide and maintain at its own expense during the term of this Agreement policy or policies of liability insurance of the type and amounts described below and satisfactory to City. Certification of all required policies shall be signed by a person authorized by that insurer to bind coverage on its behalf and must be filed with City prior to exercising any right or performing any work pursuant to this Agreement. Except workers compensation and errors and omissions, all insurance policies shall add City, its elected officials, officers, agents, representatives and employees as additional insured for all liability arising from Consultant's services as described herein. 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 Bests Key Rating Guide: unless otherwise approved by the City Risk Manager. A. Worker's compensation insurance covering all employees and principals of Consultant, per the laws of the State of California. B. Commercial general liability insurance covering third party liability risks, including without limitation, contractual liability, in a minimum amount of $1 million combined single limit per occurrence for bodily injury, personal injury and property damage. If commercial general liability insurance or other form with a general aggregate is used, either the general aggregate shall apply separately to this Project, or the general aggregate limit shall be twice the occurrence limit. C. Commercial auto liability and property insurance covering any owned and rented vehicles of Consultant in a minimum amount of $1 million combined single limit per accident for bodily injury and property damage. D. Professional errors and omissions insurance which covers the services to be performed in connection with this Agreement in the minimum amount of One Million Dollars ($1.000,000.001. Said policy or policies shall be endorsed to state that coverage shall not be canceled by either party, except after thirty (30) days' prior notice has been given in writing to City. Consultant shall give City prompt and timely notice of claim made or suit instituted arising out of Consultant's operation hereunder. Consultant shall also procure and Page 7 0 0 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. Consultant agrees that, in the event of loss due to any of the perils for which it has agreed to provide comprehensive general and automotive liability insurance, Consultant shall look solely to its insurance for recovery. Consultant hereby grants to City, on behalf of any insurer providing comprehensive general and automotive liability insurance to either Consultant or City with respect to the services of Consultant herein, a waiver of any right of subrogation which any such insurer of said Consultant may acquire against City by virtue of the payment of any loss under such insurance. 14. PROHIBITION AGAINST TRANSFERS Consultant shall not assign, sublease, hypothecate or transfer this Agreement or any for the services to be performed under this Agreement, directly or indirectly, by operation of law or otherwise without prior written consent of City. Any attempt to do so without consent of City shall be null and void. 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 or joint venturer or syndicate member or cotenant if Consultant is a partnership or joint- venture or syndicate or cotenancy, which shall result in changing the control of Consultant, shall be construed as an assignment of this Agreement. 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. 15. OWNERSHIP OF DOCUMENTS Each and every report, draft, work product, map, record and other document reproduced, prepared or caused to be prepared by Consultant pursuant to or in connection with this Agreement shall be the exclusive property of City. 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. Consultant shall, at such time and in such form as City may require, furnish reports concerning the status of services required under this Agreement. 16. CONFIDENTIALITY The information, which results from the services in this Agreement, is to be kept confidential unless the release of information is authorized by City. Page 8 G 17. CITY'S RESPONSIBILITIES In order to assist Consultant in the execution of his responsibilities under this Agreement, City agrees to provide access to, and upon request of Consultant, one copy of all existing record information on file at City. Consultant shall be entitled to rely upon the accuracy of data information provided by City or others without independent review or evaluation. City will provide all such materials in a timely manner so as not to cause delays in Consultant's work schedule. 18. ADMINISTRATION This Agreement will be administered by the Planning Department. Patricia Temple. Planning Director shall be considered the Project Administrator and shall have the authority act for City under this Agreement. The Project Administrator or his/her authorized representative shall represent City in all matters pertaining to the services to be rendered pursuant to this Agreement. 19. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City to examine, audit and make transcripts or copies of such records during normal 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 under this Agreement. 20. WITHHOLDINGS City may withhold payment 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 his designee with respect to such disputed sums. Consultant shall be entitled to receive interest on any withheld sums at the rate of seven percent (7 %) per annum from the date of withholding of any amounts found to have been improperly withheld. 21. 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 would have resulted if there were not errors or omissions in the work accomplished by Consultant, the additional design, construction and /or a restoration expense shall be borne by Consultant. Nothing in this paragraph is intended to limit City's rights under any other sections of this Agreement. Page 9 1 22. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS • City reserves the right to employ other consultants in connection with the Project. 23. CONFLICTS OF INTEREST A. The Consultant or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act "), which (1) requires such persons to disclose financial interest that may foreseeably be materially affected by the work performed under this Agreement, and (2) prohibits such persons from making, or participating in making decisions that will foreseeably financially affect such interest. B. If subject to the Act, Consultant shall conform to all requirements of the Act. Failure to do so constitutes a material breach and is grounds for 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. 24. SUBCONSULTANT AND ASSIGNMENT Except as specifically authorized under this Agreement, the services included in this Agreement shall not be assigned, transferred, contracted or subcontracted without • prior written approval of City. 25. NOTICES All notices, demands, requests or approvals to be given under 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. All notices, demands, requests or approvals from Consultant to City shall be addressed to City at: City of Newport Beach 3300 Newport Boulevard P. O. Box 1768 Newport Beach, CA, 92658 -8915 (714) 644 -3300 Fax 644 -3250 All notices, demands, requests or approvals from City to Consultant shall be addressed to Consultant at: Planning Consultants Research . Attention: Lauren Jue One Venture, Suite 150 Irvine, California 92618 (949) 753 -7001 Fax 753 -7002 Page 10 9 26. TERMINATION • • In the event either part hereto fails or refuses to perform any of the provisions hereof at the time and in the manner required hereunder, 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) days, or if more than two (2) days are reasonably required to cure the default and the defaulting party fails to give adequate assurance of due performance within two (2) days after receipt of written notice of default, specifying the nature of such default and the steps necessary to cure such default, the nondefaulting party may terminate the Agreement forthwith by giving to the defaulting party written notice thereof. 26.1 City shall have the option, at its sole discretion and without cause, of terminating this Agreement by giving seven (7) days' prior written notice to Consultant as provided herein. Upon termination of this Agreement, City shall pay to the Consultant that portion of compensation specified in this Agreement that is earned and unpaid prior to the effective date of termination. 27. COMPLIANCES Consultant shall comply with all laws, state or federal and all ordinances, rules and regulations enacted or issued by City. • 28. 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. • 29. 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. Any modification of this Agreement will be effective only by written execution signed by both City and Consultant. 32. PATENT INDEMNITY The Consultant shall indemnify City, its agents, officers, representatives and employees against liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in Consultant's drawings and specifications provided under this Agreement. Page 11 a u 0 0 0 IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed on the day and year first written above. APPROVED AS TO FORM: Robin Clauson Assistant City Attorney City of Newport Beach ATTEST: go LaVonne Harkless City Clerk F:\users\pin\shared\pending\rockwelftcc-appr.doc 08 -2498 CITY OF NEWPORT BEACH A Municipal Corporation A Thomas Edwards Mayor City of Newport Beach CONSULTANT By: Gregory J. Broughton, President Page 12 16