HomeMy WebLinkAboutC-2130AMENDMENT NO. 8 TO PROFESSIONAL SERVICES AGREEMENT FOR
ENVIRONMENTAL IMPACT REPORT SERVICES BY EIP ASSOCIATES
This Amendment No. 8 ( "Amendment No. 8 ") is hereby entered into by and between the
City of Arcadia, a municipal corporation of the state of California, and EIP Associates, a
Division of PBS &J, a Florida Corporation authorized to do business in the State of
California, with respect to that certain Professional Services Agreement between the
parties dated March 10, 2005 ( "Agreement ").
The Scope of Work is hereby amended to include, without limitation, a change
order in the amount of $61,666 for expenses associated with the completion of the
Final Environmental Impact Report (FEIR) for the Shops at Santa Anita project.
This includes $55,666 for responses to comments raised by the public and
additional tasks to finalize the project as identified in attached Notice to Proceed
#5. This also includes $6,000 to revise the Specific Plan and Design Guidelines in
response to changes made at the April 17, 2007, City Council meeting related to
the removal of the Simulcast Center from the proposed project. A total of 20
copies of each document will be provided to the City of Arcadia. It is assumed
that all revised graphics will be provided by Caruso Affiliated for use in the
above - referenced documents. EIP Associates will provide one screencheck
review copy of the Specific Plan and Design Guidelines for approval by the City
of Arcadia before printing the 20 copies. In addition, EIP Associates will file a
second Notice of Determination on or around May 2, 2007, but no later than May
6, 2007, as requested by the City's legal counsel.
2. All of the remaining terms and provisions of the Agreement are hereby
reaffirmed.
In witness whereof, the parties have executed this Amendment No. 8 on the date
set forth below.
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AQ
-7
AMENDMENT NO. 7 TO PROFESSIONAL SERVICES AGREEMENT FOR
ENVIRONMENTAL IMPACT REPORT SERVICES BY EIP ASSOCIATES
This Amendment No. 7 ( "Amendment No. 7 ") is hereby entered into by and between the
City of Arcadia, a municipal corporation of the state of California, and EIP Associates, a
Division of PBS &J, a Florida Corporation authorized to do business in the State of
California, with respect to that certain Professional Services Agreement between the
parties dated March 10, 2005 ( "Agreement').
1. The Scope of Work is hereby amended to include, without limitation, a change
order in the amount of $217,294 for expenses associated with the completion of
the Final Environmental Impact Report (FEIR) for the Shops at Santa Anita
project. This includes attendance at team meetings and public hearings, responses
to comments on the Draft EIR, project management and coordination, and
finalization of the Mitigation Monitoring and Reporting Program.
2. All of the remaining terms and provisions of the Agreement are hereby
reaffirmed.
In witness whereof, the parties have executed this Amendment No. 7 on the date
set forth below.
[SIGNATURES ON NEXT PAGE]
CITY OF ARCADIA EIP ASSOCIATES /PBS &J
By: SL %l By:
William R. Kelly Terri Vitar
City Manager Regional Vice President
Dated: t* .2007
ATTEST:
1bRp4 City Cler
APPROVED AS TO FORM:
Stepheh P. Deitsch
City Attorney
CONCUR:
Don Penman
Assistant City Manager/
Development Services Director
Date
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AMENDMENT NO. 6 TO PROFESSIONAL SERVICES AGREEMENT FOR
ENVIRONMENTAL IMPACT REPORT SERVICES BY EIP ASSOCIATES
This Amendment No. 6 ( "Amendment No. 6 ") is hereby entered into by and between the
City of Arcadia, a municipal corporation of the state of California, and EIP Associates, a
Division of PBS&J, a Florida Corporation authorized to do business in the State of
California, with respect to that certain Professional Services Agreement between the
parties dated March 10, 2005 ( "Agreement').
1. The Scope of Work is hereby amended to include, without limitation, a change
order in the amount of $5,793.75 for expenses associated with attendance at the
Revised Draft EIR meeting, additional reproduction, courier and postage invoices,
and additional consultant billings from URS Corporation and Bonterra
Consulting. This represents the final billings due for the production phase of the
new Draft EIR.
2. All of the remaining terms and provisions of the Agreement are hereby
reaffirmed.
In witness whereof, the parties have executed this Amendment No. 6 on the date
set forth below.
[SIGNATURES ON NEXT PAGE]
1 ,�N •
1
CITY OF ARCADIA
I
William R. Kelly
City Manager
7
Dated: 010 200
TT;T:
6w� L
�l
City Cle
' ' : G1N*-17A1KfX%fl 0vA
Stephen P. Deitsch
City Attorney
EIP ASSOCIATES /PBS &J
By:
Terri Vitar
Regional Vice President
CONCUR:
Don Penman
Assistant City Manager/
Development Services Director
Ly/
Date
AMENDMENT NO. 5 TO PROFESSIONAL SERVICES AGREEMENT FOR
ENVIRONMENTAL IMPACT REPORT SERVICES BY EIP ASSOCIATES
This Amendment No. 5 ( "Amendment No. 5") is hereby entered into by and between the
City of Arcadia, a municipal corporation of the state of California, and EIP Associates, a
Division of PBS &J, a Florida Corporation authorized to do business in the State of
California, with respect to that certain Professional Services Agreement between the
parties dated March 10, 2005 ( "Agreement').
1. The Scope of Work is hereby amended to include, without limitation, a change
order in the amount of $68,255 for expenses associated with the attached Notices
to Proceed #1 and #2. In summary, Notice to Proceed #1 authorizes out of scope
work efforts completed by EIP -PBSJ in the amount of $25,000. Notice to Proceed
#2 authorizes $43,255 to cover invoices issues by Blair Reprographics for printing
services and Kaplan Chen Kaplan for consultant costs.
2. All of the remaining terms and provisions of the Agreement are hereby
reaffirmed.
In witness whereof, the parties have executed this Amendment No. 5 on the date
set forth below.
tSIGNATURES ON NEXT PAGE]
CITY OF ARCADIA
By: qTJ
William R. Kelly
City Manager
Dated: Wi-w- 2006
TTE T:
. VI.
ity C erk
APPROVED AS TO FORM:
St(j�t� C 6 -,OA�
Stephen P. Deitsch
City Attorney
0
EIP ASSOCIATES /PBS &J
By:
Terri Vitar
Regional Vice President
CONCUR:
Don Penman
Assistant City Manager/
Development Services Director
it 7 oC
Date
.-,
~ J
Notice to Proceed #1
Shops at Santa Anita Draft EIR
October 30, 2006
Short description of the scone of services to be rendered
EIP Associates, a division of PBS &J, will complete and distribute the Draft EIR for the
Shops at Santa Anita Project by October 23, 2006. This authorization is being requested
because a number of out -of -scope work efforts have been completed during the last five
months of the project, which has resulted in inadequate budget to complete and
distribute the Draft EIR. The out -of -scope work efforts have been brought to. the City's
attention throughout this process, and are fully documented in a letter from EIP
Associates to the City of Arcadia dated October 17, 2006, which is attached hereto as
Exhibit 1A. In addition, Exhibit 1B is as an excerpt from that letter that identifies the
out -of -scope work efforts, which is keyed to a an excel spreadsheet that shows additional
financial detail (refer to Exhibit 1C).
Dollar limit to which we are authorized
This Notice to Proceed authorizes EIP Associates to spend up to $25,000 in labor costs
through the time period ending October 23, 2006 (refer to Exhibit 1C for additional
financial detail regarding this request).
Billing method
EIP Associates will bill the City of Arcadia on a time- and - materials basis, up to $25,000,
using the hourly rates shown in Exhibit 2 (Billing Rate Schedule).
T1ns authorization is accepted by the City of Arcadia:
t%
Notice to Proceed #2
Shops at Santa Anita Draft EIR
October 30, 2006
Short description of the scope of services to be rendered
EIP Associates, a'division of PBS &J, will complete and distribute the Draft EIR for the
Shops at Santa Anita Project by October 23, 2006. This authorization is being requested
because a number of out -of -scope work efforts have been completed during the last five
months of the project, which has resulted in inadequate budget to reproduce and
distribute the Draft EIR and pay the final subconsultant invoices. The out -of -scope
work efforts have been brought to the City's attention throughout this process, and are
the subject of Notice to Proceed #1.
Dollar limit to which we are authorized
This Notice to Proceed authorizes EIP Associates to approve $43,255 to cover invoices
issued by Blair Reprographics (printing/ distribution) and Kaplan Chen Kaplan (historic
resources). Exhibit 1 is an excel spreadsheet that shows additional financial detail for
Notice to Proceed #2.
Billing method
EIP Associates will bill the City of Arcadia on a time- and - materials basis, up to $43,255,
using the hourly rates shown in Exhibit 2 (Billing Rate Schedule).
This authorization is accepted by the City of Arcadia:
• • ��oc� -gyp
AMENDMENT NO.4 TO PROFESSIONAL SERVICES AGREEMENT FOR
ENVIRONMENTAL IMPACT REPORT SERVICES BY EIP ASSOCIATES
This Amendment No. 4 ( "Amendment No. 4 ") is hereby entered into by and between the
City of Arcadia, a municipal corporation of the state of California, and EIP Associates, a
Division of PBS &J, a Florida Corporation authorized to do business in the State of
California, with respect to that certain Professional Services Agreement between the
parties dated March 10, 2005 ( "Agreement'). For purposes of clarification, Amendment
No. 3 to the Agreement authorized the approval of a budget for a Revised Environmental
Impact Report (City Purchase Order #76872). However, due to the timing of billings, the
original Environment Impact Report budget was still open (City Purchase Order
#76099). Therefore, Amendment No. 4 will apply to the following items and will close
out the Original Environmental Impact Report budget while leaving open the overall
budget on the Agreement.
1. The Scope of Work is hereby amended to include, without limitation, a change
order in the amount of $32,589.94 for out -of -scope expenses associated with the
need for printing additional copies of the Draft EIR.
2. All of the remaining terms and provisions of the Agreement are hereby
reaffirmed.
In witness whereof, the parties have executed this Amendment No. 4 on the date
set forth below.
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A -1
A -1
CITY OF ARCADIA
William R. Kelly
City Manager
Dated: 4-1t 1 o b 12006
T
;TEST:
YI
City Clerk
APPROVED AS TO FORM:
.�V.
Stephen P. Deitsch
City Attorney
A -1
EIP ASSOCIATES /PBS &J
J
By:
erri Vitar
Regional Vice President
CONCUR:
Don Penman
Assistant City Manager/
Development Services Director
la q a6
Date
0
SUMMARY OF EXPENSES
CARUSO PROPERTY MANAGEMENT INC.
101 The Grove Drive
IEIP'
Los Angeles, CA 90036
EIR ACCOUNT
Deposit
Rec. No. 10463 3/115
$85,000.00
Rec. No. 10609 6/3/5
$100,000.00
Rec. No 100096, 9/13/5
$50,000.00
Rec. No. 100232 12/21/5
$168,786.59
Rec. No. 100260 1/1716
$102,961.38
Rec. No. 100348 3/6/6
$124,833.09
Rec. No. 100575 6/10106
$193,655.94
Journal Voucher 9/12/06
$32,589.94
'Paid by Caruso 8/24106
Original Budgeted amount
$385,592.00
Amendment No. 1
$409,645.00
Amendment No. 2
$30,000.00
Amendment No. 3
$502,540.00
Revised El R
Budget PO 76872
Amendment No. 4
CHANGE ORDER
$32,589.94
New Budgeted amount
$857,826.94
Deposited amount
$857,826.94
Account No. 714 -2261
Purchase Order
76099
.
voi':DATE n
gate
invoice
::::::Paid.:
of
thislnvojc e x
1/2812005
17108
1/28/2005
3/30/2005
1,490.00
2/25/2005
17219
2/25/2005
3/30/2005
11,268.75
3/24/2005
17368
3/24/2005
3/30/2005
45,069.25
5/512005
17596
4/27/2005
515/2005
35,496.26
6/1412005
17753
512712005
611412005
26,040.94
7/5/2005
17871
6/24/2005
7/5/2005
11,686.74
8/2/2005
18007
7/28/2005
8/2/2005
24,809.61
9/15/2005
18185
8/25/2005
9/15/2005
39,971.91
10/512005
18351
9/29/2005
10/5/2005
66,305.69
10/2812005
18559
10/28/2005
11/7/2005
141, 647.44
11/23/2005
18678
11/23/2005
11/29/2005
102,961.38
12/29/2005
18858
12/29/2005
1/4/2006
124,833.09
2/6/2006
18935
1/25/2006
2/6/2006
86,430.55
3/3/2006
19104
2/24/2006
3/3/2006
11,139.31
4/3/2006
19258
3/27/2006
4/3/2006
57,706.25
5/25/2006
19541
4/28/2006
9/1212006
70,969.77
Total Expenditure
857,826.94
[Remaining Balance
0.00
AMENDMENT NO. 3 TO PROFESSIONAL SERVICES AGREEMENT
FOR ENVIRONMENTAL IMPACT REPORT SERVICES BY EIP
ASSOCIATES
This Amendment No. 3 ( "Amendment No. 3 ") is hereby entered into by and between the
City of Arcadia, a municipal corporation of the state of California, and EIP Associates, a
California Corporation, with respect to that certain Professional Services Agreement between the
parties dated March 10, 2005 ( "Agreement').
1. The Scope of Work is hereby amended to include, without limitation, preparation of a
Revised Draft Environmental Impact Report (DEIR) in the amount of $502,540 as set forth in
Exhibit A including:
• Task 1 Preparation and distribution of the Revised Draft EIR;
• Task 2 Attendance at Meetings
• Task 3 Project Management and General Coordination
2. All the remaining terms and provisions of the Agreement are hereby reaffirmed.
below.
In witness whereof the parties have executed this Amendment No. 3 on the date set forth
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40
9
CITY OF ARCADIA
By: u m
William R. Kelly
City Manager
Dated: �0 .2006
ATTEST U,
City Clerk
APPROVED AS TO FORM:
Stephen P. Deitsch
City Attorney
•
EIP ASSOCIATES
By:
Terri Vitar
2
Regional Vice President
CONCUR:
Don Penman
Assistant City Manager/
Development Services Director
Date
0 0
EXHIBIT "A"
REVISED DRAFT ENVIRONMENTAL IMPACT REPORT PROPOSAL FOR
THE SHOPS AT SANTA ANITA PARK SPECIFIC PLAN
SEE ATTACHED PROPOSAL DATED MAY 24, 2006 FROM UP ASSOCIATES
A -1
11
Cl
Proposal to Prepare a
REVISED DRAFT ENVIRONMENTAL IMPACT REPORT FOR
THE SHOPSAT SANITAANIITA PARK SPECIFIC PLANS
Submitted by:
EIP Associates, a division of PBS &J
12301 Wilshire Boulevard, Suite 430
Los Angeles, CA 90025
Submitted to:
City of Arcadia
Development Services Department
240 West Huntington Drive
Arcadia, California 91066
May 24, 2006
Scope of Work
IM Task 5: Pre "partition and
Distribution of the
Notice of Preparation
Task 5A: Prepare and Distribute a
Third Notice of Preparation
EIP will prepare and distribute a third Notice
of Preparation (NOP) for the revised project,
which will indicate that a revised EIR is being
prepared. It is assumed that EIP would be
responsible for preparation and distribution of
the NOP, while the City would be responsible
for any applicable filing fees. It is further
assumed that the City would be responsible for
posting the NOP at the appropriate locations
within the City.
List of Products
■ Electronic copies of the 1st
Administrative Draft NOP for internal
review
■ Electronic copies of the 2nd
Administrative Draft NOP for internal
review
■ Electronic copies of the 3rd
Administrative Draft NOP for internal
review
• Up to two thousand (2,000) copies of
the NOP for distribution
• Distribution of up to two thousand
(2,000) NOPs
Task 5B: Attend Scoping Meeting
The EIP Project Director and Project Manager
will attend a Scoping Meeting during the
review period for the NOR EIP assumes that
presentation materials will be provided by the
development team. EIP will be present to assist
City staff in making the presentation and
answering questions regarding the CEQA
process, as well as to note comments submitted
by members of the public at the meeting. EIP
Proposal to Prepare the
Shops at Santa Anita Park Specific Plan Revised EIR
would also provide for a court reporter to
record the scoping meeting.
List of Products
• Attendance at one (1) Scoping Meeting
by EIP's Project Director and Project
Manager
• Provision of a court reporter
® Task 6: Preparation and
Distribution of the
Revised Draft EIR
Tasks 6A —B: Preparation of Two
Revised Administrative Draft EIRs
The objective of this task is to prepare a
comprehensive, accurate, and objective
project -level EIR for the revised Shops at Santa
Anita Racetrack Project, which has been
changed to eliminate 300 units of housing and
to include 25,000 square feet of office space
for use by the Arcadia Unified School District.
With the express consent of the City, the
Administrative Draft EIR will also incorporate
and respond, at the discretion and direction of
the City, to any applicable issues raised in the
comment letters that were submitted on the
previous Draft EIR for the previously proposed
project. The issue areas raised in the comment
letters need further discussion and definition in
order to fully understand the implications with
respect to the scope of work and the budget.
However, for the purposes of providing a
budget estimate, we have assumed a certain
level of effort. If we determine that the actual
level of effort is greater than anticipated, we
will inform the City at the earliest possible
time.
Based upon the team's first two meetings, the
following are the issues raised in the comment
letters that need further discussion in the EIR.
■ New alternatives need to be analyzed to
respond to the new project and its
anticipated impacts, including the
identification of one offsite alternative
(a total of six alternatives will be fully
City of Arcadia Page I
■
■
■
■
■
• 4proposal to Prepare the
Shops at Santa Anita Park Specific Plan Revised EIR
addressed in the EIR and the offsite
alternative will be addressed on a
qualitative basis). Only the
"alternatives rejected as infeasible" and
the "No Project Alternatives" will be
retained from the previous EIR.
Water quality in the Arcadia Wash,
particularly as it relates to existing and
proposed racetrack operations
Covering of the Arcadia Wash,
including its impact on water quality
and the ability to place structures on top
of the covered wash
Onsite groundwater contamination
Mitigation of public services impacts
(police, fire)
Operation of the water feature (vector
control, bird flu, attraction of
ducks /geese, impacts on potentially
sensitive species)
Need for a Section 404 permit
(specifically, EIP will coordinate with
the USACE to have them prepare a
letter stating that a Section 404 permit is
not necessary)
Noise (additional noise measurements
and analysis to address existing General
Plan issues)
■ Need for an operational Health Risk
Assessment
• Cultural Resources (historic architecture
associated with the grandstand and
views of the grandstand)
• Population and Housing (potential for
employment - generated housing, and for
the displacement of people residing in
the stables)
As with the previous Draft EIR, the revised
Draft EIR will include the following sections:
• Table of Contents
• Introduction
■ Executive summary, including a
comprehensive summary table of
impacts and mitigation measures, areas
of controversy, issues to be resolved,
and a summary discussion of the
proposed project and its alternatives
• Project description, including project
objectives, purpose and need, project
location, project characteristics, scope
of project, project alternatives, and
required approvals
• Environmental Analysis
• Environmental Setting
• Regulatory Framework (applicable
federal, State, local, plans, policies,
and standards)
• Thresholds of Significance
• Project Environmental Impacts
(short-term, long -term, direct, and
indirect)
• Mitigation Measures (for
potentially significant
environmental issues)
• Level of Significance After
Mitigation
• Cumulative Environmental Impacts
(short-term, long -term, direct, and
indirect)
• Alternatives
• Long -Term Implications (including
growth- inducing, cumulative,
significant unavoidable impacts, and
significant irreversible environmental
changes or commitments of resources)
• Organizations and Persons Consulted
• List of EIR Preparers
• References
• Technical Appendices
This scope of work assumes the preparation of
two (2) complete (not piecemeal)
administrative draft EIRs without interim
submittals. Additional administrative drafts
could be prepared, if necessary, but would
involve additional cost (generally, an average
of about $90,000 per draft).
Page 2 Scope of Work
0
List of Products
• Twenty (20) copies of the 1st
Administrative Draft EIR, five (5) of
which would be provided to the City in
three -ring binders
• Attendance at one (1) meeting to discuss
changes to the I" Administrative Draft
EIR
• Twenty (20) copies of the 2nd
Administrative Draft EIR, five (5) of
which would be provided to the City in
three -ring binders
• Attendance at one (1) meeting to discuss
changes to the 2°" Administrative Draft
EIR
As outlined in the budget, it is assumed that
each administrative draft of the EIR will cost
approximately $90,000, which is consistent
with the work efforts for DEIR 5 and 6 for the
previously proposed project. Because this is a
time - and - materials contract, if any of these
work efforts are less than anticipated, the client
will similarly be charged less.
Task 6C: Recirculation of Revised
Draft EIR
EIP will prepare a Draft FIR for public review
that incorporates the comments on each of the
Administrative Draft EIRs. The Draft EIR will
be comb- bound, using heavy stock paper for
the cover, rather than plastic or laminate. EIP
will provide the City with twenty -five (25)
printed copies and twenty -five (25) CD copies
of the Draft EIR, as well as one (1) PDF
version of the document. It is further assumed
that EIP will distribute fifteen (15) hard copies
and 1 CD copy the Draft EIR to the State
Clearinghouse, and thirty -five (35) hard copies
and twenty -five (25) CD copies to persons or
agencies on the City's mailing list. It is
assumed that EIP will be responsible for
preparation of the Notice of The City will be
responsible for any applicable filing fees,
posting of the Notice of Completion and
providing the Draft EIR at the appropriate
locations within the City.
0
Proposal to Prepare the
Shops at Santa Anita Park Specific Plan Revised EIR
List of Products
• Seventy-five (75) copies of the Draft
EIR in hard copy format
• Fifty -one (51) copies of the Draft EIR in
CD format
■ One(]) copy of the Draft EIR, provided
in web - quality PDF format
Task 613: Attend Public Hearings on
the Draft EIR
The EIP Project Director and Project Manager
will attend two Draft EIR public hearings. EIP
assumes that presentation materials will be
provided by the development team. EIP will be
present to assist City staff in making the
presentation to the Planning Commission and
answering questions regarding the CEQA
process and general questions regarding
analytic methods and conclusions, as well as to
record comments submitted by members of the
public at the meetings. EIP will also prepare a
memorandum summarizing the key
environmental issues of public concern that
were raised.
List of Products
■ Attendance at two (2) Public Hearings
by EIP's Project Director and Project
Manager
® Task 7: Prepare Final
EIR and CEQA Findings
[PLACEHOLDER]
Task 7A: Final EIR Work Plan
[PLACEHOLDER]
Tasks 713 -7D: Preparation of
Administrative Drafts of the Final
EIR (Response to Comments and
Text Revisions) and Mitigation
Monitoring and Reporting Program
(MMRP)
[PLACEHOLDER]
City of Arcadia Page 3
• •Proposal to Prepare the
Shops at Santa Anita Park Specific Plan Revised EIR
® Task 8: Project
Management and
General Coordination
The purpose of this task is to manage the EIP
project team, manage the EIR preparation
effort, and maintain constant, close
communication between the development team
and the EIR team. This task is also intended to
ensure that the project will be completed on
time and within budget, and that all work
products are of the highest quality.
Subtask 8A: Project and General
Coordination
EIP will communicate, as necessary, with the
EIR project team members (internal, as
retained by EIP) and the development team to
ensure compliance with the schedule, scope of
work, and budget. EIP will coordinate the
team's work for the communication of issues,
transmittal of comments, financial
management, and other project management
matters, such as contract processing.
List of Products
■ While no specific product is associated
with this task, it is assumed that EIP
will spend approximately 8 hours per
week over a three -month period,
consistent with the
management/administrative workload
on the project to date, to manage the
project, coordinate the team members,
obtain relevant project data, and address
contract and financial matters.
It is assumed that the following
information will be made available by
Caruso and/or the City:
➢ Revised project description
➢ Revised General Plan
Amendments
➢ Revised Specific Plan
➢ Development Agreement
➢ Description of the racetrack's
intentions with respect to future
growth/profit, historic trends, and
interrelationship of the racetrack
and the project
➢ Revised economic report
➢ Engineer's review of water
quality issues
➢ Assessment of NPDES violations
and/or compliance over the last
ten years
➢ Engineer's review of
groundwater contamination
issues, including new
groundwater borings, if necessary
➢ Additional information regarding
the use and operation of the water
features
➢ New visual simulations to
address the revised project and
new and/or more detailed visual
simulations to address the
Simulcast Center (using input
from EIP Associates)
➢ Security Plan\
➢ Sign Program
Subtask 843: Attend Project Meetings
EIP will attend a maximum of twenty (20)
meetings (that last an average of 4 hours per
meeting) during preparation of the EIR, which
assumes approximately one meeting every four
weeks over a six -month period, or the
equivalent expenditure of time on conference
calls or other meetings, consistent with meeting
times and expenditures on the project to date.
Additional meetings may be attended on a
time- and - materials basis, additional to the
proposed price and with prior authorization by
the City of Arcadia.
Page 4 Scope of Work
• • Proposal to Prepare the
Shops at Santa Anita Park Specific Plan Revised EIR
List of Products
■ Attendance at up to twenty (20), four -
hour project meetings, or the equivalent
expenditure of time on any combination
of meetings and conference calls, by up
to three EIP staff per meeting
Cost Estimate and
Assumptions
The following are key assumptions associated
with this scope of work and budget:
■ Our scope of work is provided in a
general level of detail because elements
of the project are still unknown and,
more importantly, the requirements of
the project continually evolve, as was
the case during preparation of the last
EIR.
■ Our cost estimate is reflects the level of
effort anticipated to complete the work
as requested by the development team,
based on our previous history and
current understanding of this project.
Things that would cause a need for a
future budget augment include , but are
not limited to (1) the need for a greater
magnitude of effort in terms of breadth
or complexity of analysis than was
budgeted (2) future decisions by the
City or Applicant that effect the scope
or the level of effort required but which
cannot be anticipated at this time; (3)
changes made to the project description
after completion of the Notice of
Preparation; and /or (4) the delay or
unavailability of information due from
City, Applicant or other related parties.
For your convenience, we have provided a
detailed cost proposal (following this page),
identifying labor costs by task, by person, and
by hour. We have also detailed our direct costs.
Also included is EIP's compensation/billing
rate schedule.
The scopes of work for the subconsultants to
UP are included on the following pages as
City of Arcadia
attachments to this scope of work, and their
cost estimates have been incorporated into the
attached budget spreadsheet for the EIR.
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X134 -
AMENDMENT NO.2 TO PROFESSIONAL SERVICES AGREEMENT
FOR THE ENVIRONMENTAL IMPACT REPORT SERVICES BY EIP
ASSOCIATES
This Amendment No. 2 ( "Amendment No. 2') is hereby entered into by and between the
City of Arcadia, a municipal corporation of the state of California, and Ell? Associates, a
California Corporation, with respect to that certain Professional Services Agreement between the
parties dated March 10, 2005 ("Agreement").
1. The Scope of Work is hereby amended to include, without limitation, change orders in
the amount of $30,000 for out -of -scope work on the Draft Environmental Impact Report (DEIR)
as follows:
• Compilation and formatting of the Specific Plan, including incorporation of requested
text edits and graphics and compilation and formatting of the traffic Report that included
text changes to the traffic report;
• Project elements that were added late in the process, requiring additional revision to the
text of the DEIR; and
• Technical reports outside of EIP's control that were not completed until late in the
process and required substantial additional revision to the text of the DEIR.
2. All the remaining terms and provisions of the Agreement are hereby reaffirmed.
below.
In witness whereof the parties have executed this Amendment No. 2 on the date set forth
[SIGNATURES ON NEXT PAGE]
I
C�
CITY OF ARCADIA
By: v" A
William R. Kelly
City Manager
Dated: 'x'460 .2006
AT EST:
City Cleik
Fj' ' ' 41gA1='lZl o • "y
I
Stephen P. Deitsch
City Attorney
•
EiP ASSOCIATES
By:
Terri Vitar
Regional Vice President
2
CONCUR:
wo
Don Penman
Assistant City Manager/
Development Services Director
LI! r-7 10�,
Date
` - EXHIBIT "A"
ADDITIONAL SCOPE OF SERVICES
SEE ATTACHED MEMORANDUM DATED FEBRUARY 1, 2006 FROM EIP
A -1
�a
0
MEMORANDUM
EIP
To: Don Penman and Donna Butler, City of Arcadia
From: Terri Vitar, EIP Associates
Date: February 1, 2006
0
Subject: Request for Interim Budget Approval and Approval of an Augment Request for
the Santa Anita Specific Plan Final EIR
As we discussed during our meeting of January 28, 2006, and as also discussed during additional e-
mail correspondence and phone conversations prior to that date, EIP Associates is requesting a
budget augment for out -of -scope work efforts associated with the Draft EIR (DEIR), as well as _
interim approval to expend our remaining budget for initial preparation of the Final EIR (FEIR).
Out-of-Scope Work Efforts Associated with the Draft EIR
VNe EIP Associates (EIP) is still within our overall budget, the labor budget for the Draft EIR
phase is overbudget by approximately $30,000 due to a number of factors. As mentioned in our last
progress report submitted to the City in association with our invoice, two discrete work efforts were
out -of budget: compilation and formatting of the Specific Plan, including incorporation of
requested text edits and graphics, and compilation and formatting of the Traffic Report, which
included text changes to the traffic report itself. In addition, and also as mentioned in previous
progress reports, several other factors also affected our overall DEIR budget, such as: (1) project
elements that were added late in the process, requiring additional revision to the text of the DEIR;
and (2) technical reports outside of EIP's control that were not completed until late in the process
and, as such, required substantial, additional revision to the text of the DEIR Additional
information regarding these out -of -scope services are provided below:
New project elements were added and described on November 18, 2005, including a trolley,
replacement of one of the cinemas with a Performing Arts Center, and the provision of free
parking to Arcadia residents.
• We did not receive a final cultural resources report until November 18, 2005.
The final traffic report was not completed until December 16, 2005, only two days before `
the document production process, and the general plan amendments were not received until
December 15, 2005. Both of these factors required additional and subsequent reviews of the
traffic, air quality, noise, and land use sections between December 15, 2005 and December
10, 2005, and EIP Associates, in turn, responded to those additional review comments.
The additional $30,000 for out -of -scope work efforts is allocated as follows:
■ Specific Plan: $5,000
■ Traffic Report: $2,000
Memorandum to City of Arcadia • •
February t, 2oo6
Page 2 Of 3
■ Additional Work on the Draft EIR (see bullet points above): $22,000
In addition, EIP's printing budget has been expended. With the latest preliminary invoice submitted
by Blair Graphics, we will be overbudget on printing costs by approximately $7,500, not including
any printing associated with AFEIRs or the FEIR. In summary, printing costs have been greater
given the sheer volume of this document (a four volume document was never budgeted), printing
costs have increased over the last year, far more print nuns were required (to copy the additional
ADEIRs), nearly all print runs were completed on a "rush" basis, the document contained more
color than anticipated, and the number of additional copies were greater than estimated (to supply
an ever - expanding team and distribution list).
Given that we have remaining budget in our overall contract, we only requesting an augment of
$30,000 for out -of -scope work on the DEIR, including labor and direct costs, and we will revisit the
FEIR budget, including additional printing costs, at the close of the comment period.
Interim Budggt for the Final EIR
EIP estimates that we have approximately $55,000 remaining in our FEIR budget. In order to begin
work on the FEIR, we respectively request authorization to use this money on a time- and - materials
basis to prepare a matrix to organize and sort comment letters as they are received, prepare
responses to comments on individual comment letters as they are received (as well as the DEIR
public hearing transcript), and prepare the topical responses identified in our February 28, 2006,
meeting. Once again, we will revisit the FEIR budget, including additional printing costs, at the
close of the comment period.
Subconsultant Budgets
We are requesting that MMA provide the City with an estimated interim budget for immediate work
on the FEIR given the subject matter of the comments received to date. Because MMA is under
direct contract to the City, this budget will be negotiated between the City and MMA directly. It is
not anticipated the KCK will require an interim budget based on the comments received to date.
Both consultants, and perhaps others, will be requested to prepare a FEIR budget at the close of the
comment period.
Schedule for Interim Work Products
• EIP to receive authorization to proceed in relation to this request by February 6, 2006
• EIP to provide first draft of responses to comments on February 17, 2006
• Team to provide comments on the first draft" of responses to comments on February 27,
2006
• EIP to provide "coded" comments (and matrix) on March 3, 2006 (depending on the
number of comments received at the close of the comment period)
• Team to meet to discuss all comments on March 8, 2006 (beginning at 9:00 am)
� CCI
02,130 -!
\�00 - qt?
AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENT
FOR THE ENVIRONMENTAL IMPACT REPORT SERVICES BY EIP
ASSOCIATES
This Amendment No. 1 ( "Amendment No. 1 ") is hereby entered into by and between the
City of Arcadia, a municipal corporation of the state of California, and EIP Associates, a
California Corporation, with respect to that certain Professional Services Agreement between the
parties dated March 10, 2005 ( "Agreement ").
1. The Scope of Work is hereby amended to include, without limitation, change orders in
the amount of $409,645 for additional work and modifications to the contract as follows:
• Preparation of a second Notice of Preparation and attendance at a second seeping
meeting, neither of which was assumed in the original scope and budget.
• Preparation of two more administrative draft EIRs (ADEIRs) than assumed in the scope
of work and budget and anticipated preparation of at least one and possibly two
additional ADEIRs.
• Significant additional work on individual drafts required by changes to the project
description — revisions to the site plan, redefinition and refinement of several project
components, including the Saddling Barn, the Kingsbury Fountain, the Simulcast Center,
Gates 7 and 8 access, the originally proposed townhome structures and the private water
feature.
• Significant additional work required by numerous and ongoing changes in the scope of
supporting technical studies, particularly cultural resources, geology, hydrology and
traffic, as well as the addition of a health risk assessment that required substantial
revisions throughout the EIR.
• A greater more intensive work effort than originally assumed as a result of input from up
to ten commenters on ADEIRs.
• Attendance at a greater number of meetings than anticipated attended by a greater
number of staff than anticipated, as well as substantially more project coordination.
• Greater printing costs than assumed as a result of the size of the document and the
number of copies required.
• Additional analysis by Kaplan Chen Kaplan beyond their original scope of work.
• Retention of URS Corporation to complete a health risk assessment.
2. All the remaining terms and provisions of the Agreement are hereby reaffirmed.
In witness whereof the parties have executed this Amendment No. 1 on the date set forth
below.
[SIGNATURES ON NEXT PAGE]
Revised 8104 LM
CITY OF ARCADIA
0
William R. Kelly
City Manager
Dated: �' 2005
TT ST:
City'Clerk
APPROVED AS TOTORM:
P .
Steph n P. Deitsch
City Attorney
Revised V01 LM
C]
EIP ASSOCIATES
By:
Terri Vitar
IC43rl05
Regional Vice President
CONCUR:
,-r)ay, Pe- w -m• %J A 2 �65
Don Penman bate
Assistant City Manager/
Development Services Director
• •
EXHIBIT "A"
ADDITIONAL SCOPE OF SERVICES
SEE ATTACHED MEMORANDUM DATED 9/28/05 FROM EIP
A -1
4-P,
A 5 S l O I A 1 i,
MEMORANDUM
To: Donna Butler, City of Arcadia
From: Neill Brower
Terri Vitar
Date: September 28, 2005
Subject: Request for Budget Augment for the Santa Anita Specific Plan EIR
This memorandum is a companion to the augment request spreadsheet prepared for the Santa Anita Specific
Plan Environmental Impact Report (EIR), which is attached. As shown in the spreadsheet, EIP Associates
requests a total of $409,645 for work completed or to be completed that was beyond the scope of work or
budget assumptions for the project, up to and including the Public Draft EIR, as well as direct expenses
(such as printing) that exceeded assumptions. The majority of this work, in monetary terms, is due to
changes to the project that were not assumed in the budget, as well as the number and level of comments
on administrative drafts. Other significant factors include the following:
• Preparation of a second Notice of Preparation and attendance at a second seeping meeting, neither
of which was assumed in the scope and budget
• Preparation of two more administrative draft EIRs (ADEIRs) than assumed in the scope of work
and budget, and anticipated preparation of at least one and possibly two additional ADEIRs ,
• Significant additional work on individual drafts required by changes to the project description —
revisions to the site plan, redefinition and refinement of project several components, including the
Saddling Barn, the Kingsbury Fountain, the Simulcast Center, Gates 7 and 8 access, the originally
proposed townhome structures, and the private water feature
• Significant additional work required by numerous and ongoing changes in the scope of supporting
technical studies, particularly cultural resources, geology, hydrology, and traffic, as well as the
addition of a health risk assessment, that required substantial revisions throughout the EIR
• A greater /more intensive work effort than originally assumed as a result of input from up to ten
commenters on ADEIRs
• Attendance at a greater number of meetings than anticipated by a greater number of staff than
anticipated, as well as substantially more project coordination
• Greater printing costs than assumed as a result of the size of the document (two 3 -inch volumes)
and the number of copies requested (twice the number assumed in the scope and budget)
• Additional analysis by Kaplan Chen Kaplan beyond their original scope of work
■ Retention of URS Corporation to complete a health risk assessment
The following discussion addresses the additional expenditures, by task, as shown in the spreadsheet.
E]P ASSOCIATES 12301 WILSHIRE BOULEVARD SUITE 43o Los ANGELES, CA 9o02s
Telepbone 310 268 -8132 Facsimile 310 268 -8175 E -mail la @eipaHoriates.com www.eipassociares.com
Memorandum to Donna Butler • •
September 28, 2005
Page 2 of 6
Task Discussion
3idADEIR: Although the 3" ADEIR was delayed when Caruso indicated that they
would revise the site plan, the draft required a greater level of effort than
assumed in the budget and scope, largely from the number and extent of
comments received on the 2 "' ADEIR (seven commenters), and in some
cases, the lack of availability of some information available from the City
and from Caruso and the track in some cases, particularly for issue areas
such as public services, in which EIP moderated ongoing disagreement
regarding an analytical method for fire protection services and schools, but
also for issues such as police protection (existing and proposed security
plan), hazards (emergency management plan, business plan), and the
proposed Simulcast Center (the use and square footage deltas). Note,
however, that EIP completed the 3`J ADEIR within the projected budget,
and provided several sections electronically to the team, rather than a
complete printed document, in anticipation of changes to the site plan.
4" ADEIR (New Task): The 4`" ADEIR was not assumed in the scope and budget, and evaluated a
revised Specific Plan in June /July. The revised Specific Plan required all
section authors to rc- examine and revise their sections in light of the revised
site plan, which required significant effort. Effects of this change (and other
changes made during the preparation of ADEIR 4) specific to each
environmental issue area arc described below, by section:
Aesthetics —The analytical method changed for the Aesthetics section, with
regard to the views analyzed, the use of revised visual simulations, changes
to the cumulative methodology, and greater specificity of the analysis (even
though project information of sufficient detail was not yet available).
Air Quality —The South Coast Air Quality Management District
(SCAQMD) requested analysis of air quality impacts under localized
significance thresholds (LSTs) that have recently been established for
incorporation into EIR analyses. Analysis under these thresholds requires a
substantially more detailed modeling and analytical effort than the
previously standard air quality analysis (which was assumed for this project),
and the calculations required for LSTs are sensitive to even minor changes in
project characteristics and require substantial work to address changes.
Additionally, the revised site plan altered the amount of grading on the site,
and invalidated the assumption that cut and fill were balanced on the site,
which required revisions to construction - related calculations.
Biological Resources —The expansion of the analysis required additional
surveys of the project site and incorporation of the results into an expanded
analysis.
Cultural Resources —The revised site plan, as well as subsequent revisions
to the revised site plan, required substantial revisions to the historical
Memorandum to Donna Butler • •
September 28, 2005
Page 3 of 6
Task Discussion
resources technical report. These revisions were then incorporated into the
Cultural Resources section of the EIR..
Hazards —The addition of the water feature resulted in the necessity of
contacting the San Gabriel Valley Vector Control District and inclusion of
an analysis of the potential risks related to mosquitoes and West Nile Virus.
Hydrology and Water Quality —The revised site plan required substantial
revisions to the hydrological report by Canyon Consulting (via Caruso).
These revisions, along with required revisions to several calculations by
EIP's hydrologist, were then incorporated into the Hydrology section of the
EIR.
Land Use —The policy analysis within Land Use is heavily dependent on
the other sections of the EIR, because compliance with several policies is
tied to the specifics of some impact analyses (e.g., air quality standards,
noise standards, traffic standards). Consequently, changes to impact analyses
throughout the EIR affect and require revisions to the land use analysis.
Additionally, the scope of the policies and plans to be evaluated was
expanded as a result of comments on the 2n" administrative draft. These
factors collectively resulted in a substantial expansion of' the scope of the
analysis, as well as substantial revisions to the existing analysis.
Population and Housing —The analytic method with respect to direct and
indirect population growth resulting from the project, including the
numbers used in the analysis, was redefined.
Public Services —The changes to the site plan required additional
coordination with the fire and police departments (though the City assumed
responsibility for obtaining information regarding impacts to fire prevention
services), and the required information from schools required substantially
more effort to gather than is usually the case, as EIP was forced to act as an
intermediary for several school district personnel.
Utilities and Service Systems — Changes in the distribution of square
footage required recalculation of generation rates. Additionally, changes in
the WSA required recalculation of several figures. Lastly, the solid waste
analysis was expanded, particularly the number of potential disposal sites
and their current — distinct from permitted— capacities.
Other CEQA Sections —The other required sections, particularly growth -
inducing impacts, change in response to changes in other sections,
particularly Land Use and Population and Housing.
Memorandum to Donna Butler • •
September 28, 2005
Page 4 of 6
Task Discussion
5id ADEIR (New Task): EIP received comments from ten commenters, and the schedule for this
draft was half the minimum time requested by EIP (2 weeks versus
4 weeks). The shortened schedule and increased number of commenters
required the commitment of more senior staff for all phases of document
preparation, which resulted in a higher overall cost for the draft.
Additionally, the 5" ADEIR responded to further changes in the proposed
project, a re- characterization of the project (the project was re- defined from
the Specific Plan, GPA, and DA to the proposed development, with the
Specific Plan, GPA, and DA included as required approvals), and the
incorporation of additional analysis based on further discussions of specific
issues and additional comments arising from issuance of a second NOP.
Additional analysis provided in the 5`" ADEIR included:
■ Revisions to the Health Risk Assessment and additional sensitive
receptors for the air quality and noise analyses
■ Additional verification surveys and baseline surveys for biological
resources and expansion of the biological resources study area
■ Additional changes to the cultural resources analysis (including
revisions to the historic resources technical report) as a result of
changes to the project
■ A substantially expanded policy consistency analysis in Land Use, as
a result of additional policies identified by the project team
■ Substantial revisions to the existing policy consistency analysis in the
Land Use section as a result of changes in the technical analysis
throughout the EIR
■ A change in the analytic method for Population and Housing (which
altered the previous conclusions of the analysis)
■ Recalculation of public services and utilities demand factors as a
result of reallocation of project square footage, as well as changes
resulting from the changes in the conclusions of the Population and
Housing section
■ Addition of a library analysis to the Public Services section
■ Addition of a Mandatory Findings of Significance section to the EIR
■ Revisions to the Growth - Inducing Impacts section in response to
changes to Population and Housing and Public Services and Utilities
Memorandum to Donna Butler • •
September 28, 2005
Page 5 of 6
Task Discussion
Also, the 5"h administrative draft was not assumed in the scope and budget.
NewSubconsultant: In response to public comments and comments from SCAQMD, and as
agreed by Caruso and the City, EIP retained URS Corporation to prepare a
URS Corporation
Health Risk Assessment.
Budget requested for According to the existing schedule, a B° administrative draft will be
Additional Work: necessary, and given the shortened schedule, the number of comments on
New Task -6" ADEIR the previous draft, the number of commenters, and the necessity of
providing wholly new air quality, noise, traffic, and alternatives analyses, as
well as providing project -level analysis of the Simulcast Center, EIP
estimates that about $75,000 will be required to prepare this draft.
Budget requested for Although the current schedule does not assume another administrative draft
Additional Work: beyond the 6", changes to the schedule or to the project could require an
New Task -7" ADEIR additional administrative draft. Based on the costs of the administrative
drafts until this point, EIP estimates that an additional draft could cost up to
$60,000. If a 7" ADEIR is not prepared, this amount could be applied to the
final EIR /responses to comments budget.
Budget requested for Given the shortened schedule, the number of comments on the previous
Additional Work: draft, the number of commenters, and the fact that the EIR may not be
public Draft ADEIR reviewed in its entirety until the review of the (new) 6th administrative
draft, EIP estimates that about $50,000 total will be required to prepare this
draft.
Budget requested for The budget assumed for Kaplan Chen Kaplan was based on a general
Additional Work: understanding of the project. Several redesigns and refinements of the site
Kaplan Chen Kaplan plan and some project components have resulted in the need for additional
analysis (in both depth and breadth) beyond what was originally assumed in
their scope and caused KCK to exceed their budget. They are also
completing additional, out of scope work related to further changes,
particularly the inclusion of a project -level analysis of the Simulcast Center.
Memorandum to Donna Butler • •
September 28, 2005
Page 6 of 6
Task Discussion
Budget requested for The EIR has expanded to two 3 -inch volumes and will be larger with the
Additional Work: inclusion of the revised traffic report, HRA, and technical appendices for air
Printing /Reproduction
quality and noise. Additionally, the scope and budget assumed the provision
of ten copies of each administrative draft EIR; however, EIP produced 22
Postage /Delivery copies of ADEIR 1, 17 copies of ADEIR 2, 22 copies of ADEIR 4, and 25
copies of ADEIR 5 (sections of ADEIR 3 were electronically transmitted).
Also, the average per- document cost has been about $116, while the budget
assumed about $100 per copy, and the schedule has necessitated the
transmission of copies via courier, rather than overnight mail.
Consequently, EIP believes that the cost for printing and distribution is
likely to be substantially increased.
As described above, EIP Associates completed a substantial work effort beyond the scope of work and
budgetary assumptions when compared to the contracted scope of work for the Santa Anita Specific Plan
EIR analysis. This additional work included a substantial increase in the quantity of technical analysis in the
document as a result of changes to the project, changed expectations regarding the number and level of
comments on administrative drafts, additional —and substantial — administrative draft documents,
additional and extensive involvement of senior personnel to coordinate specific technical analvses,
substantial levels of revision, from several sources, to subsequent drafts, and shortening of the schedule.
Given the work effort described above, EIP Associates believes that the time and materials billed to date and
anticipated to be billed for the technical analysis provided represents a fair and accurate price for the level of
work completed above and beyond what was assumed in the scope of work and budget, as well as for
anticipated tasks. Additionally, EIP has factored the remaining budget for completed tasks into this request:
although EIP prepared a second NOP and attended a second public scoping meeting, this task was
completed under budget, and the first, second, and third ADEIRs were completed under budget, and the
remaining budget from these tasks was applied to offset the total augment request.
We have enjoyed and continue to enjoy our relationship with the City, and look forward to the resolution
of this request and to future opportunities to work together. Please feel free to contact me with any
questions or concerns that you may have regarding this budget augment request.
Attachment: Spreadsheet — "Augment Request for Santa Anita Specific Plan EIR"
P:\Pr,jeoa - All n.¢nl l IMP W -\ I I W] -W Snu I I W7F W.JM
Memorandum to City of Arcadia
February 1,'2oo6
Page 3 of 3
We have enjoyed our work on this project, including, of course, our collaboration with the expanded
m
tea, and we look forward to the resolution of this request. Please feel free to contact me with any
questions or concerns that you may have regarding this request.
P: \Projects -AU Usets \11000 -00+ \11007 -00 Santa Anita \Admin \Augment \)&m I)Buder- 20060201- Augment- 11007.00.do
ement Request for the Santa Anit *ecific Plan EIR
Augment Requested
Augment
n... ..r c........ r.. �. Spent Requested
EIP Labor Expended on ouf- ot- bicope Worn
y,ae,w� r r
Remaining Budget from Under- Budget Tasks to Date (Kick -Off to 3rd Admin Dreg EIR) $37 599
Net Budget Expended on Out -of -Scope Work $95,453
$ubconsultants (10 % Administrative Feel
Kaplan Chen Kaplan $9.000 $9,000
URS Corporation_ $7,000 _$7,000
-" - — _ -" � - Subtotal- Suconsultents $16,000
Out -of Scope and Subcoosuffent and Direct Expenses $149,052
Total Out -of -Scope Labor, Direct Expenses, and Subconsultants 1 $244,505
EIP Labor
New Task Prepare 6th Admin Draft EIR $75,000
New Task Prepare 7th Admin Draft EIR $fi0,000
aoa tan
Labor
Direct Expenses (10% Administrative Feel
¢, nnn
Total Additional Labor and Direct Expenses Requested $165,140
Ultimate Total (out -of -scope and additional work) $409,645
Total Augment Requested $409,646
Please refer to the attached memorandum for discussion regarding out -of -scope Items.
EIP Labor
New Task Prepare 4th Admin Draft EIR
$78,857
$78,857
New Task Prepare 5th Admin Draft EIR
$54,195
$54,195
EIP Labor Expended on ouf- ot- bicope Worn
y,ae,w� r r
Remaining Budget from Under- Budget Tasks to Date (Kick -Off to 3rd Admin Dreg EIR) $37 599
Net Budget Expended on Out -of -Scope Work $95,453
$ubconsultants (10 % Administrative Feel
Kaplan Chen Kaplan $9.000 $9,000
URS Corporation_ $7,000 _$7,000
-" - — _ -" � - Subtotal- Suconsultents $16,000
Out -of Scope and Subcoosuffent and Direct Expenses $149,052
Total Out -of -Scope Labor, Direct Expenses, and Subconsultants 1 $244,505
EIP Labor
New Task Prepare 6th Admin Draft EIR $75,000
New Task Prepare 7th Admin Draft EIR $fi0,000
aoa tan
Labor
Direct Expenses (10% Administrative Feel
¢, nnn
Total Additional Labor and Direct Expenses Requested $165,140
Ultimate Total (out -of -scope and additional work) $409,645
Total Augment Requested $409,646
Please refer to the attached memorandum for discussion regarding out -of -scope Items.
`V U 213 O
T uO -4o
CITY OF ARCADIA
PROFESSIONAL SERVICES AGREEMENT
1. PARTIES AND DATE.
This Agreement is made and entered into this /0�hday of Ma roh , 2005 by
and between the City of Arcadia, a municipal organization organized under the laws of the State
of California with its principal place of business at 240 West Huntington Drive, Arcadia,
California 91066 -6021 ( "City") and EIP Associates, a Corporation with its principal place of
business at 12301 Wilshire Boulevard, Suite 430, Los Angeles, CA 90025 ( "Consultant'). City
and Consultant are sometimes individually referred to as "Party" and collectively as "Parties."
2. RECITALS.
2.1 Consultant.
Consultant desires to perform and assume responsibility for the provision of certain
professional services required by the City on the terms and conditions set forth in this
Agreement. Consultant represents that it is experienced in providing environmental services for
preparation of Environmental Impact Reports(EIR) to public clients, is licensed in the State of
California, and is familiar with the plans of City.
2.2 Project.
City desires to engage Consultant to render such services for the preparation of an
environmental impact report (EIR) for the "The Shops at Santa Anita" Caruso project
( "Project') as set forth in this Agreement.
3. TERMS.
3.1 Scope of Services and Term.
3.1.1 General Scope of Services. Consultant promises and agrees to furnish to
the City all labor, materials, tools, equipment, services, and incidental and customary work
necessary to fully and adequately supply the professional environmental consulting services
necessary for the Project ( "Services "). The Services are more particularly described in Exhibit
"A" attached hereto and incorporated herein by reference. All Services shall be subject to, and
performed in accordance with, this Agreement, the exhibits attached hereto and incorporated
herein by reference, and all applicable local, state and federal laws, rules and regulations.
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3.1.2 Term. The term of this Agreement shall be from January 18, 2005 to June
30, 2006 unless earlier terminated as provided herein. Consultant shall complete the Services
within the term of this Agreement, and shall meet any other established schedules and deadlines.
3.2 Responsibilities of Consultant.
3.2.1 Control and Payment of Subordinates: Independent Contractor. The
Services shall be performed by Consultant or under its supervision. Consultant will determine
the means, methods and details of performing the Services subject to the requirements of this
Agreement. City retains Consultant on an independent contractor basis and not as an employee.
Consultant retains the right to perform similar or different services for others during the term of
this Agreement. Any. additional personnel performing the Services under this Agreement on
behalf of Consultant shall also not be employees of City and shall at all times be under
Consultant's exclusive direction and control. Consultant shall pay all wages, salaries, and other
amounts due such personnel in connection with their performance of Services under this
Agreement and as required by law. Consultant shall be responsible for all reports and
obligations respecting such additional personnel, including, but not limited to: social security
taxes, income tax withholding, unemployment insurance, disability insurance, and workers'
compensation insurance.
3.2.2 Schedule of Services. Consultant shall perform the Services
expeditiously, within the term of this Agreement, and in accordance with the Schedule of
Services set forth in Exhibit "B" attached hereto and incorporated herein by reference.
Consultant represents that it has the professional and technical personnel required to perform the
Services in conformance with such conditions. In order to facilitate Consultant's conformance
with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon
request of City, Consultant shall provide a more detailed schedule of anticipated performance to
meet the Schedule of Services.
3.2.3 Conformance to Applicable Requirements. All work prepared by
Consultant shall be subject to the prior written approval of City.
3.2.4 Substitution of Key Personnel. Consultant has represented to City that
certain key personnel will perform and coordinate the Services under this Agreement. Should
one or more of such personnel become unavailable, Consultant may substitute other personnel of
at least equal competence upon prior written approval of City. In the event that City and
Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate
this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the
Services in a manner acceptable to the City, or who are determined by the City to be
uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a
threat to the safety of persons or property, shall be promptly removed from the Project by the
Consultant at the request of the City. The key personnel for performance of this Agreement are
as follows: Terri Vitar, Regional Vice President and Neill E. Brower, Associate Manager.
Revised 8/04 LM
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3.2.5 City's Representative. The City hereby designates Don Penman,
Assistant City Manager/Development Services Director or his or her designee, to act as its
representative for the performance of this Agreement ( "City's Representative "). City's
Representative shall have the power to act on behalf of the City for all purposes under this
Contract. Consultant shall not accept direction or orders from any person other than the City's
Representative or his or her designee.
3.2.6 Consultant's Representative. Consultant hereby designates Terri Vitar, or
her designee, to act as its representative for the performance of this Agreement ( "Consultant's
Representative "). Consultant's Representative shall have full authority to represent and act on
behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative
shall supervise and direct the Services, using his best skill and attention, and shall be responsible
for all means, methods, techniques, sequences and procedures and for the satisfactory
coordination of all portions of the Services under this Agreement.
3.2.7 Coordination of Services. Consultant agrees to work closely with City
staff in the performance of Services and shall be available to City's staff, consultants and other
staff at all reasonable times.
3.2.8 Standard of Care; Performance of Employees. Consultant shall perform
all Services under this Agreement in a skillful and competent manner, consistent with the
standards generally recognized as being employed by professionals in the same discipline in the
State of California. Consultant represents and maintains that it is skilled in the professional
calling necessary to perform the Services. Finally, Consultant represents that it, its employees
and subcontractors have all licenses, permits, qualifications and approvals of whatever nature
that are legally required to perform the Services, including a City Business License, and that
such licenses and approvals shall be maintained throughout the term of this Agreement. As
provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its
own cost and expense and without reimbursement from the City, any services necessary to
correct errors or omissions which are caused by the Consultant's failure to comply with the
standard of care provided for herein. Any employee of the Consultant or its sub - consultants who
is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely
completion of the Project, a threat to the safety of persons or property, or any employee who fails
or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed
from the Project by the Consultant and shall not be re- employed to perform any of the Services
or to work on the Project.
3.2.9 Laws and Regulations. Consultant shall keep itself fully informed of and
in compliance with all local, state and federal laws, rules and regulations in any manner affecting
the performance of the Project or the Services, including all Cal/OSHA requirements, and shall
give all notices required by law. Consultant shall be liable for all violations of such laws and
regulations in connection with Services. If the Consultant performs any work knowing it to be
contrary to such laws, rules and regulations and without giving written notice to the City,
Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend,
indemnify and hold City, its officials, directors, officers, employees and agents free and
harmless, pursuant to the indemnification provisions of this Agreement, from any claim or
Revised 8/04 LM
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liability arising out of any failure or alleged failure to comply with such laws, rules or
regulations.
3.2. 10 Insurance.
3.2.10.1 Time for Compliance. Consultant shall not commence
Work under this Agreement until it has provided evidence satisfactory to the City that it has
secured all insurance required under this section. In addition, Consultant shall not allow any
subcontractor to commence work on any subcontract until it has provided evidence satisfactory
to the City that the subcontractor has secured all insurance required under this section; provided,
however, that in lieu thereof, the Consultant may provide evidence to the City that all
subcontractors are additional insureds under the Contractor's policies of insurance.
3.2.10.2 Minimum Requirements. Consultant shall, at its expense,
procure and maintain for the duration of the Agreement insurance against claims for injuries to
persons or damages to property which may arise from or in connection with the performance of
the Agreement by the Consultant, its agents, representatives, employees, subcontractors and
volunteers. Such insurance shall meet at least the following minimum levels of coverage:
(A) Minimum Scope of Insurance. Coverage shall be when
commercially available (occurrence based) at least as broad as the latest version of the following:
(1) General Liability: Insurance Services Office Commercial General Liability coverage for
premises and operations, contractual liability, personal injury, bodily injury, independent
contractors, broadform property damage, explosion, collapse, and underground, products and
completed operations; (2) Automobile Liability: Insurance Services Office Business Auto
coverage for any auto owned, leased, hired, and borrowed by Consultant or for which
Consultant is responsible; and (3) Workers' Compensation and Employer's Liability: Workers'
Compensation insurance as required by the State of California and Employer's Liability
Insurance.
Any deductibles or self - insured retentions must be declared to and approved by
City and conform to the requirements provided in Section 3.2.10.6 herein.
(B) Minimum Limits of Insurance. Consultant shall maintain
limits no less than: (1) General Liability: $1,000,000 combined single limit per occurrence for
bodily injury, personal injury and property damage, with an aggregate limit of $2,000,000. If
Commercial General Liability Insurance or other form with general aggregate limit is used,
either the general aggregate limit shall apply separately to this Agreement/location or the general
aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability: $1,000,000
combined single limit per accident for bodily injury and property damage; and (3) Workers'
Compensation and Employer's Liability: Workers' Compensation limits as required by the Labor
Code of the State of California. Employer's Liability limits of $1,000,000 per accident for
bodily injury or disease.
Revised 8/04 LM
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3.2.10.3 Professional Liabilitv. Consultant shall procure and
maintain, and require its sub - consultants to procure and maintain, for a period of three (3) years
following completion of the Project, errors and omissions liability insurance appropriate to their
profession. Such insurance shall be in an amount not less than $1,000,000 per claim, and shall
be endorsed to include contractual liability.
3.2.10.4 Insurance Endorsements. The insurance policies shall
contain the following provisions, or Consultant shall provide endorsements on forms supplied or
approved by the City to add the following provisions to the insurance policies:
(A) General Liabilitv. The general liability policy shall provide
that: (1) the City, its directors, officials, officers, employees and volunteers shall be covered as
additional insured with respect to liability arising out of Services operations and for completed
operations performed by or on behalf of the Consultant, including materials, parts or equipment
furnished in connection with such work; and (2) the insurance coverage shall be primary
insurance as respects the City, its directors, officials, officers, employees and volunteers, or if
excess, shall stand in an unbroken chain of coverage excess of the Consultant's scheduled
underlying coverage. Any insurance or self - insurance maintained by the City, its directors,
officials, officers, employees and volunteers shall be excess of the Consultant's insurance and
shall not be called upon to contribute with it in any way.
(B) Automobile Liability,- The automobile liability policy shall
be endorsed to state that: (1) the City, its directors, officials, officers, employees, agents and
volunteers shall be covered as additional insureds with respect to the ownership, operation,
maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the
Consultant or for which the Consultant is responsible; and (2) the insurance coverage shall be
primary insurance as respects the City, its directors, officials, officers, employees, agents and
volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant's
scheduled underlying coverage. Any insurance or self - insurance maintained by the City, its
directors, officials, officers, employees, agents and volunteers shall be excess of the Consultant's
insurance and shall not be called upon to contribute with it in any way.
(C) Workers' Compensation and Employers Liability
Coverage. The insurer shall agree to waive all rights of subrogation against the City, its directors,
officials, officers, employees, agents and volunteers for losses paid under the terms of the
insurance policy which arise from work performed by the Consultant.
(D) All Coverages. Each insurance policy required by this
Agreement shall state that: (A) coverage shall not be, canceled except after thirty (30) days prior
written notice by mail of cancellation; provided, however, that in the event of cancellation due
solely to non - payment of premium, ten (10) days notice of cancellation for non - payment of
premium may instead be given to the City; and (B) any failure to comply with reporting or other
provisions of the policies, including breaches of warranties, shall not affect coverage provided to
the City, its directors, officials, officers, employees, agents and volunteers.
Revised 8/04 LM
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0 0
3.2.10.5 Separation of Insureds; No Special Limitations. All
insurance required by this Section shall contain standard separation of insureds provisions. In
addition, such insurance shall not contain any special limitations on the scope of protection
afforded to the City, its directors, officials, officers, employees, agents and volunteers.
3.2.10.6 Deductibles and Self - Insurance Retentions. Any
deductibles or self - insured retentions must be declared to and approved by the City.
Consultant shall guarantee that, at the option of the City, either: (1) the insurer shall
reduce or eliminate such deductibles or self - insured retentions as respects the City, its
directors, officials, officers, employees, agents and volunteers.
3.2.10.7 Acceptability of Insurers. Insurance is to be placed with
insurers with a current A.M. Best's rating no less than A:VIII, admitted to do business in
California, and satisfactory to the City.
3.2.10.8 Verification of Coverage. Consultant shall furnish City
with complete and accurate copies of current certificates of insurance and endorsements
effecting coverage required by this Agreement on forms satisfactory to the City. The certificates
and endorsements for each insurance policy shall be signed by a person authorized by that
insurer to bind coverage on its behalf, and shall be on forms provided by the City if requested.
Copies of all certificates and endorsements must be received and approved by the City before
work commences. The City reserves the right to require complete, certified copies of all
required insurance policies, at any time.
3.2.9 Safety. Consultant shall execute and maintain its work so as to
avoid injury or damage to any person or property. In carrying out its Services, the Consultant
shall at all times be in compliance with all applicable local, state and federal laws, rules and
regulations, and shall exercise all necessary precautions for the safety of employees appropriate
to the nature of the work and the conditions under which the work is to be performed. Safety
precautions as applicable shall include, but shall not be limited to: (A) adequate life protection
and life saving equipment and procedures; (B) instructions in accident prevention for all
employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges,
gang planks, confined space procedures, trenching and shoring, equipment and other safety
devices, equipment and wearing apparel as are necessary or lawfully required to prevent
accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all
safety measures.
3.2.10 Material Breach. Lack of insurance does not negate
Consultant's obligations under this Agreement. Maintenance of proper insurance coverage is a
material element of this Agreement and failure to maintain or renew coverage or to provide
evidence of renewal may be treated by the City as a material breach of the Agreement.
3.3 Fees and Payments.
3.3.1 Compensation. Consultant shall receive compensation, including
reimbursements which receive the City's prior written authorization, for all Services rendered
Revised 04 LM
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under this Agreement at the rates set forth in Exhibit "C" attached hereto and incorporated herein
by reference. The total compensation shall not exceed Three hundred eighty -five thousand, five
hundred and ninety -two dollars ($385,592) without written approval of City's Assistant City
Manager/Development Services Director. Extra Work may be authorized, as described below,
and if authorized, will be compensated at the rates and manner set forth in this Agreement.
3.3.2 Payment of Compensation. Consultant shall submit to City a monthly
itemized statement which indicates work completed and hours of Services rendered by
Consultant. The statement shall describe the amount of Services and supplies provided since the
initial commencement date, or since the start of the subsequent billing periods, as appropriate,
through the date of the statement. City shall, within forty -five (45) days of receiving such
statement, review the statement and pay all approved charges thereon.
3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any
expenses unless prior written authorization is obtained from the City.
3.3.4 Extra Work. At any time during the term of this Agreement, City may
request that Consultant perform Extra Work. As used herein, "Extra Work" means any work
which is determined by City to be necessary for the proper completion of the Project, but which
the parties did not reasonably anticipate would be necessary at the execution of this Agreement.
Consultant shall not perform, nor be compensated for, Extra Work without prior written
authorization from City's Representative.
3.4 Accounting Records.
3.4.1 Maintenance and Inspection. Consultant shall maintain complete and
accurate records with respect to all costs and expenses incurred under this Agreement. All such
records shall be clearly identifiable. Consultant shall allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of such records and any
other documents created pursuant to this Agreement. 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.
3.5 General Provisions.
3.5.1 Termination of Agreement.
3.5.1.1 Grounds for Termination. City may, by written notice to
Consultant, terminate the whole or any part of this Agreement at any time and without cause by
giving written notice to Consultant of such termination, and specifying the effective date thereof,
at least seven (7) days before the effective date of such termination. Upon termination,
Consultant shall be compensated only for those services which have been adequately rendered to
Revised 8/04 LM
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3.5.1.2 Effect of Termination. If this Agreement is terminated as provided
herein, City may require Consultant to provide all finished or unfinished Documents and Data
and other information of any kind prepared by Consultant in connection with the performance of
Services under this Agreement. Consultant shall be required to provide such document and other
information within fifteen (15) days of the request.
3.5.1.3 Additional Services. In the event this Agreement is terminated in
whole or in part as provided herein, City may procure, upon such terms and in such manner as it
may determine appropriate, services similar to those terminated.
3.5.2 Delivery of Notices. All notices permitted or required under this
Agreement shall be given to the respective parties at the following address, or at such other
address as the respective parties may provide in writing for this purpose:
Consultant:
City:
EIP ASSOCIATES
12301 Wilshire Boulevard, Suite 430
Los Angeles, CA 90025
Attn: Terri Vitar, Regional Vice President
City of Arcadia
240 West Huntington drive
Arcadia, CA 91066 -6021
Attn: Don Penman, Assistant City Manager, Development
Services Director
Such notice shall be deemed made when personally delivered or when mailed,
forty -eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to
the party at its applicable address. Actual notice shall be deemed adequate notice on the date
actual notice occurred, regardless of the method of service.
3.5.3 Ownership of Materials and Confidentiality.
3.5.3.1 Documents & Data: Licensing of Intellectual Propert y. This
Agreement creates a non - exclusive and perpetual license for City to copy, use, modify, reuse, or
sublicense any and all copyrights, designs, and other intellectual property embodied in plans,
specifications, studies, drawings, estimates, and other documents or works of authorship fixed in
any tangible medium of expression, including but not limited to, physical drawings or data
magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be
prepared by Consultant under this Agreement ( "Documents & Data" ). Consultant shall require
all subcontractors to agree in writing that City is granted a non - exclusive and perpetual license
for any Documents & Data the subcontractor prepares under this Agreement. Consultant
represents and warrants that Consultant has the legal right to license any and all Documents &
Data. Consultant makes no such representation and warranty in regard to Documents & Data
which were prepared by design professionals other than Consultant or provided to Consultant by
Revised 8/04 LM
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the City. City shall not be limited in any way in its use of the Documents and Data at any time,
provided that any such use not within the purposes intended by this Agreement shall be at City's
sole risk.
3.5.3.2 Confidentiality. All ideas, memoranda, specifications, plans,
procedures, drawings, descriptions, computer program data, input record data, written
information, and other Documents and Data either created by or provided to Consultant in
connection with the performance of this Agreement shall be held confidential by Consultant.
Such materials shall not, without the prior written consent of City, be used by Consultant for any
purposes other than the performance of the Services. Nor shall such materials be disclosed to
any person or entity not connected with the performance of the Services or the Project. Nothing
furnished to Consultant which is otherwise known to Consultant or is generally known, or has
become known, to the related industry shall be deemed confidential. Consultant shall not use
City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or
the Project in any magazine, trade paper, newspaper, television or radio production or other
similar medium without the prior written consent of City.
3.5.4 Cooperation; Further Acts. The Parties shall fully cooperate with one
another, and shall take any additional acts or sign any additional documents as may be necessary,
appropriate or convenient to attain the purposes of this Agreement.
3.5.5 Indemnification. Consultant shall defend, indemnify and hold the City, its
officials, officers, employees, volunteers and agents free and harmless from any and all claims,
demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to
property or persons, including wrongful death, to the extent caused by the negligent acts,
omissions or willful misconduct of Consultant, its officials, officers, employees, agents,
consultants and contractors arising out of or in connection with the performance of the Services,
the Project or this Agreement, including without limitation the payment of all consequential
damages and attorney's fees and other related costs and expenses. Consultant shall defend, at
Consultant's own cost, expense and risk, any and all such aforesaid suits, actions or other legal
proceedings of every kind that may be brought or instituted against City, its directors, officials,
officers, employees, agents or volunteers. Consultant shall pay and satisfy any judgment, award
or decree that may be rendered against City or its directors, officials, officers, employees, agents
or volunteers, in any such suit, action or other legal proceeding arising from Consultant's
indemnification obligation stated above; except to the extent that liability is caused by any
negligence or willful misconduct by the City or its directors, officials, officers, employees,
agents or volunteers. Consultant shall reimburse City and its directors, officials, officers,
employees, agents and/or volunteers, for any and all legal expenses and costs incurred by each of
them in connection therewith or in enforcing the indemnity herein provided. Consultant's
obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City,
its directors, officials, officers, employees, agents or volunteers and shall take effect immediately
upon execution of this Agreement.
3.5.6 Entire Agreement. This Agreement contains the entire Agreement of the
Parties with respect to the subject matter hereof, and supersedes all prior negotiations,
Revised 8 /04 LM
N
understandings or agreements. This Agreement may only be modified by a writing signed by
both Parties.
3.5.7 Governing Law. This Agreement shall be governed by the laws of the
State of California. Venue shall be in Los Angeles County.
3.5.8 Time of Essence. Time is of the essence for each and every provision of
this Agreement.
3.5.9 City's Right to Employ Other Consultants. City reserves right to employ
other consultants in connection with this Project.
3.5.10 Successors and Assigns. This Agreement shall be binding on the
successors and assigns of the Parties.
3.5.11 Assignment or Transfer. Consultant shall not assign, hypothecate, or
transfer, either directly or by operation of law, this Agreement or any interest herein without the
prior written consent of the City. Any attempt to do so shall be null and void, and any assignees,
hypothecates or transferees shall acquire no right or interest by reason of such attempted
assignment, hypothecation or transfer.
3.5.12 Construction; References; Captions. Since the Parties or their agents have
participated fully in the preparation of this Agreement, the language of this Agreement shall be
construed simply, according to its fair meaning, and not strictly for or against any Party. Any
term referencing time, days or period for performance shall be deemed calendar days and not
work days. All references to Consultant include all personnel, employees, agents, and
subcontractors of Consultant, except as otherwise specified in this Agreement. All references to
City include its elected officials, officers, employees, agents, and volunteers except as otherwise
specified in this Agreement. The captions of the various articles and paragraphs are for
convenience and ease of reference only, and do not define, limit, augment, or describe the scope,
content, or intent of this Agreement.
3.5.13 Amendment, Modification. No supplement, modification, or amendment
of this Agreement shall be binding unless executed in writing and signed by both Parties.
3.5.14 Waiver. No waiver of any default shall constitute a waiver of any other
default or breach, whether of the same or other covenant or condition. No waiver, benefit,
privilege, or service voluntarily given or performed by a Party shall give the other Party any
contractual rights by custom, estoppel, or otherwise.
3.5.15 No Third Party Beneficiaries. There are no intended third party
beneficiaries of any right or obligation assumed by the Parties.
3.5.16 Invalidity: Severability. If any portion of this Agreement is declared
invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions shall continue in full force and effect.
Revised 8/04 LM
10
LJ
3.5.17 Prohibited Interests. Consultant maintains and warrants that it has not
employed nor retained any company or person, other than a bona fide employee working solely
for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not
paid nor has it agreed to pay any company or person, other than a bona fide employee working
solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration
contingent upon or resulting from the award or making of this Agreement. For breach or
violation of this warranty, City shall have the right to rescind this Agreement without liability.
For the term of this Agreement, no member, officer or employee of City, during the term of his
or her service with City, shall have any direct interest in this Agreement, or obtain any present or
anticipated material benefit arising therefrom.
3.5.18 Equal Opportunity Employment. Consultant represents that it is an equal
opportunity employer and it shall not discriminate against any subcontractor, employee or
applicant for employment because of race, religion, color, national origin, handicap, ancestry,
sex, sexual orientation or age. Such non - discrimination shall include, but not be limited to, all
activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment
advertising, layoff or termination. Consultant shall also comply with all relevant provisions of
City's Minority Business Enterprise program, Affirmative Action Plan or other related programs
or guidelines currently in effect or hereinafter enacted.
3.5.19 Labor Certification. By its signature hereunder, Consultant certifies that it
is aware of the provisions of Section 3700 of the California Labor Code which require every
employer to be insured against liability for Worker's Compensation or to undertake self -
insurance in accordance with the provisions of that Code, and agrees to comply with such
provisions before commencing the performance of the Services.
3.5.20 Authority to Enter Agreement. Consultant has all requisite power and
authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party
warrants that the individuals who have signed this Agreement have the legal power, right, and
authority to make this Agreement and bind each respective Party.
3.5.21 Counterparts. This Agreement may be signed in counterparts, each of
which shall constitute an original.
3.6 Subcontracting.
3.6.1 Prior Annroval Required. Consultant shall not subcontract any portion of
the work required by this Agreement, except as expressly stated herein, without prior written
approval of City. Subcontracts, if any, shall contain a provision making them subject to all
provisions stipulated in this Agreement.
Revised 8/04 LM
11
•
CITY OF ARCADIA EIP ASSOCIATES
By: ll t' By.
William R. Kelly
City Manager
If
Dated: t'Q 20*
V EST: f6jMA aA�
City Clerk
APPROVED AS TO FORM:
Stephen P. Deitsch
City Attorney
Revised 8/04 LM
IN
CONCUR:
Don Penman Date
Assistant City Manager/
Development Services Director
EXHIBIT "A"
SCOPE OF SERVICES
[INSERT SCOPE]
A -1
C
0
Preliminary Proposal to Prepare the
1 ♦ a i
.. film WA-61
.. .
Submitted by:
EIP Associates
12301 Wilshire Boulevard, Suite 430
Los Angeles, CA 90025
Submitted to:
City of Arcadia
Development Services Department
240 West Huntington Drive
Arcadia, California 91066
February 25, 2005
Scope of Work
III Task I: Project
Initiation
Task IA: Attend Project Kick -Off
Meeting
EIP will attend a project "kick -off' meeting
with representatives from the City of Arcadia,
Piper Rudnick, and Caruso Development to: (1)
discuss the proposed project and receive any
relevant technical reports and background
documents; (2) review the project schedule; (3)
identify the communication process with the
City of Arcadia; and (4) discuss key
environmental issues. As part of this task, EIP
will also coordinate with Meyer Mohaddes
Associates to determine the process for
establishing the scope and breadth of the traffic
study.
List of Products
• Submit one (1) written request for
additional information, if necessary
• Submit oral comments on the project
schedule
Task I B: Prepare Initial Study and
Attend Scoping Meeting
EIP will prepare an Initial Study (IS) , Notice of
Preparation (NOP), and Notice of Completion
(NOC) for the proposed project that is
consistent with the procedural and substantive
provisions of Sections 15063 and 15082 and
Appendices C, G, and I of the California
Environmental Quality Act (CEQA) Guidelines.
In addition, EIP's Project Manager and Deputy
Project Manager will assist in coordination of
the Scoping Meeting for the proposed project.
While it is assumed that the City of Arcadia
would facilitate the Scoping Meeting, it is also
assumed that the development team would
present the proposed project and provide any
necessary presentation materials, and EIP will
Proposal to Prepare the
Santa Anita Racetrack Mixed -Use Development Project EIR
be prepared to discuss the purpose of the
Scoping Meeting; present an overview of the
CEQA process; answer questions raised by the
public regarding the CEQA process and/or
general questions regarding technical analytic
methods; and compile written and oral
comments submitted by members of the public
at the meeting. EIP will subsequently prepare a
memorandum summarizing the key
environmental issues of public concern that
were raised.
List of Products
• Attend one (1) EIR Scoping Meeting by
EIP's Project Manager and Deputy
Project Manager
• Prepare a memorandum outlining issues
raised during the EIR Scoping Meeting
M Task 2: Preparation of
Draft EIR for Public
Review
Tasks 2A -2C: Preparation of Three
Administrative Draft EIRs
The objective of this task is to prepare a
comprehensive, accurate, and objective project -
level EIR for the proposed Santa Anita
Racetrack Mixed -Use Development Project that
fully complies with CEQA and the CEQA
Guidelines (both as amended throughout
submittal of the Draft EIR) and any applicable
procedures established by the City of Arcadia
for the purpose of environmental review.
The main purpose of the Draft EIR will be to
thoroughly and accurately analyze the
environmental impacts of the proposed project.
The document will be as free as possible of
jargon so that the information it contains is
accessible to the City and the public. The
methodology and criteria used for determining
the impacts of the project will be clearly and
explicitly described in each section of the EIR,
Paee 2 City of Arcadia
0
including any assumptions, models, or
modeling techniques used in the analysis. It is
anticipated that the thresholds for this project
will be the same as the thresholds established in
Appendix G of the CEQA Guidelines.
The Draft EIR will include the following
sections:
■ Table of Contents
■ Introduction
■ Executive summary, including a
comprehensive summary table of
impacts and mitigation measures, areas
of controversy, issues to be resolved, and
a summary discussion of the proposed
project and its alternatives
■ Project description, including project
objectives, purpose and need, project
location, project characteristics, scope of
project, project alternatives, and required
approvals
■ Tiered Environmental Analysis
> Environmental Setting
> Regulatory Framework (applicable
federal, State, local, plans, policies, and
standards)
> Standards of Significance
> Project Environmental Impacts (short-
term, long -term, direct, and indirect)
> Mitigation Measures (for potentially
significant environmental issues)
> Level of Significance After Mitigation
> Cumulative Environmental Impacts (short-
term, long -term, direct, and indirect)
■ Alternatives
■ Long -Term Implications (including
growth- inducing, cumulative, significant
unavoidable impacts, and significant
irreversible environmental changes or
commitments of resources)
■ Organizations and Persons Consulted
■ List of EIR Preparers
■ References
■ Technical Appendices
0
Proposal to Prepare the
Santa Anita Racetrack Mixed -Use Development Project EIR
List of Products
• Ten (10) copies of the 1st Administrative
Draft EIR
• Attendance at one (1) meeting to discuss
changes to the 1st Administrative Draft
EIR
• Ten (10) copies of the 2nd
Administrative Draft EIR
• Attendance at one (1) meeting to discuss
changes to the 2nd Administrative Draft
EIR
• Ten (10) copies of the 3rd
Administrative Draft EIR
• Attendance at one (1) meeting to discuss
changes to the 3rd Administrative Draft
EIR
■ Attendance at one (1) teleconference to
discuss peer review changes to the
3rdAdministrative Draft EIR
Task 2D: Public Review Draft EIR
EIP will prepare a Draft EIR for public review
that incorporates all of the comments on the
Administrative Draft EIRs. The Draft EIR will
be comb - bound, using heavy stock paper for the
cover, rather than plastic or laminate. EIP will
provide the City with fifty (50) printed copies
and two (2) CD copies of the Draft EIR, as well
as one (1) PDF version of the document. It is
assumed that EIP will distribute 15 hard copies
and 1 CD copy the Draft EIR to the State
Clearinghouse, and that the City will distribute
up to twenty -five (35) persons or agencies on
the City's mailing list. It is assumed that EIP
would be responsible for preparation of the
Notice of Completion, while the City would be
responsible for any applicable filing fees.
Lastly, it is assumed that the City would be
responsible for posting the Notice of
Completion and providing the Draft EIR at the
appropriate locations within the City.
List of Products
n Two (2) electronic copies of the Draft
EIR, on CD, and fifty (50) in hard copy
format
City of Arcadia Page 3
• • Proposal to Prepare the
Santa Anita Racetrack Mixed -Use Development Project EIR
■ One (1) copy of the Draft EIR, provided
in web - quality PDF format
Task 2E: Public Hearing on the Draft
EIR
EIP's Project Manager and Deputy Project
Manager will attend the Draft EIR public
hearing. EIP assumes that presentation materials
will be provided by the development team. EIP
will be present to assist City staff in making the
presentation to the Planning Commission and
answering questions regarding the CEQA
process and general questions regarding
analytic methods and conclusions, as well as to
record comments submitted by members of the
public at the meeting. EIP will also prepare a
memorandum summarizing the key
environmental issues of public concern that
were raised.
List of Products
• Attendance at one (1) Public Hearing by
EIP's Project Manager and Deputy
Project Manager
• One (1) Memorandum outlining issues
raised during the public hearing
® Task 3: Preparation of
Final EIR and CEQA
Findings
Task 3A: Final EIR Work Plan
It is assumed that the City will compile and
transmit all written comments on the Draft EIR
throughout the public review period and as one
unified set of comments following the close of
the public review period. EIP will confer with
the development team to review written
comments on the Draft EIR, including
comments from public meetings and hearings,
to develop a general strategy for preparation of
responses. To the maximum extent feasible,
topical response will be provided for broad
issue areas where there is extensive public
comment.
Page 4
EIP will consult with the project team to review
and revise, if necessary, the project schedule
that was developed and reviewed as part of
Task 1. In addition, a matrix will be prepared
that will identify each comment; whether the
response is anticipated to be individual or
topical; and the team members responsible for
preparing the response.
List of Products
• Submit oral comments on the project
schedule
• Prepare one (1) matrix identifying
comments, environmental issue areas
addressed by each comment, and work
assignments, including dates of
completion
• Attendance at one (1) strategy meeting to
discuss responses to comments
Tasks 313-313: Preparation of
Administrative Drafts of the Final EIR
(Response to Comments and Text
Revisions) and Mitigation Monitoring
and Reporting Program (MMRP)
The Response to Comments volume of the Final
EIR will include all comments received,
responses to those comments, and standard
introductory materials. The Mitigation
Monitoring and Reporting Program (MMRP)
would be provided separately, but prepared
concurrently with the Final EIR. All comments
will be numbered (to indicate comment letter
and comment number), and the responses to
those comments will be similarly numbered to
allow easy correlation. In addition, where the
text of the Draft EIR must be revised, the text
will be isolated as "text changes" in the
Response to Comments volume, indicating
deleted text by strikeout and inserted text by
double - underline. The text of the Draft EIR will
also be revised, but not indicated by strikeout
and double - underline; instead, a vertical margin
note will be provided to indicate that a change
has been made. The Final EIR will consist of
the Draft EIR (revised, as necessary, in
response to text changes), the Response to
City of Arcadia
•
Comments document, and the technical
appendices.
It is assumed that the Final EIR would be
provided at least 10 days prior to consideration
for certification by the City to any commenting
public agency and any member of the public
who has requested the document. Further, the
MMRP will be designed to ensure compliance
with all adopted mitigation measures during
project implementation. The MMRP will be in
table format and will specify project- specific
mitigation measures, as well as standard
conditions of approval that are applicable to the
project. Mitigation timing and responsible
parties will also be identified. The objective of
the MMRP is to ensure compliance with Public
Resources Code Section 21081.6, as mandated
by Assembly Bill 3180 (Cortese 1988), which
requires that a lead agency adopt an MMRP at
the time an EIR is certified.
An estimated budget has been prepared for the
responses to comments effort; however, the
actual scope and extent of public comments
cannot be definitively determined at this time.
Therefore, for purposes of this proposal, it is
assumed that the responses to comments effort
would not exceed the amount indicated in the
budget. After all of the comments have been
received, EIP and the development team and
City staff will determine whether the existing
budget is adequate or whether additional monies
would be needed, which could be provided on a
fixed fee or time- and - materials basis.
List of Products
• One (1) memorandum indicating the
adequacy of the estimated budget for the
responses to comments work effort
• Ten (10) copies of the I" Administrative
Final EIR and MMRP to the
development team
• Attendance at one (1) meeting to discuss
changes to the I" Administrative Final
EIR
City of Arcadia
Proposal to Prepare the
Santa Anita Racetrack Mixed -Use Development Project EIR
• Ten (10) copies of the 2nd Administrative
Final EIR and MMRP to the
development team
• Attendance at one (1) meeting to discuss
changes to the 2 "d Administrative Final
EIR
■ Ten (10) copies of the 3rd
Administrative Final EIR and MMRP to
the development team
■ Attendance at one (1) meeting to discuss
changes to the 34 Administrative Final
EIR
Task 3E: Preparation of Final EIR for
Public Review
EIP will prepare a Final EIR and MMRP for
that incorporates all of the comments on the
Administrative Final EIRs and MMRPs. The
Final EIR will be comb - bound, using heavy
stock paper for the cover, rather than plastic or
laminate. EIP will provide the City with fifty
(50) printed copies and two (2) CD copies of
the Final EIR, as well as one (1) PDF version of
the document. It is assumed that City will
distribute the Final EIR to the appropriate
persons or agencies on the City's mailing list. It
is assumed that EIP would be responsible for
preparation of the Notice of Completion, while
the City would be responsible for any
applicable filing fees. Lastly, it is assumed that
the City would be responsible for posting the
Notice of Completion and providing the Draft
EIR at the appropriate locations within the City.
List of Products
• Two (50) electronic copies of the Final
EIR and MMRP, provided on CD, and
fifty (50) in hard copy format
• One (1) copy of the Final EIR and
MMRP, provided in web - quality PDF
format
Paee 5
f�
• Proposal to Prepare the
Santa Anita Racetrack Mixed -Use Development Project EIR
® Task 4: Project
Management, General
Coordination, and
Meetings
The purpose of this task is to manage the EIP
project team, manage the EIR preparation
effort, and maintain constant, close
communication between the development team
and the EIR team. This task is also intended to
ensure that the project will be completed on
time and within budget, and that all work
products are of the highest quality.
Subtask 4A: Perform Project
Coordination Activities
EIP will communicate, as necessary, with the
EIR project team members (internal, as retained
by EIP) and the development team to ensure
compliance with the schedule, scope of work,
and budget. UP will coordinate the team's work
for the communication of issues, transmittal of
comments, financial management, and other
project management matters, such as contract
processing.
Subtask 4B: Attend Project Meetings
EIP will attend a maximum of sixty (60)
meetings during preparation of the EIR, which
assumes approximately one meeting per week
over a year period. Additional public meetings,
including the scoping meeting and public
hearing, and those associated with reviewing
comments on the IS, Draft EIR, and Final EIR,
are included in this total number of meetings.
Other meetings may be attended on a time -and-
materials basis, additional to the proposed price
and with prior authorization by the City of
Arcadia.
List of Products
■ Attendance at up to sixty (60) project
meetings by the EIP Project Manager
and Deputy Project Manager
Cost Estimate
EIP has prepared a cost estimate that is
competitive, yet as reflective as possible of the
level of effort required to complete the scope of
services requested by the City, based on our
previous history and our current understanding
of the project.
For your convenience, we have provided a
detailed cost proposal (following this page),
identifying labor costs by task, by person, and
by hour. We have also detailed our direct costs.
Also included is EIP's compensation billing
rate schedule.
Page 6 City of Arcadia
• • Proposal to Prepare the
Santa Anita Racetrack Mixed -Use Development Project EIR
I
Exhibit "B"
SCHEDULE OF SERVICES
[INSERT SCHEDULE]
IM
Ll
SHOPS AT SANTA ANITA ENWRONMENTAL IMPACT REPORT
SCHEDULE
WEEIL (
�i i Er3
`i r w; TASOR�DEIIVERABIE �" ' Y A a� i �tE�
§; ul t'vatfi mP Nir �t 'h, 41 II � t.tl l; n , I n � a.41i•1 f;iw i
n�7
. IIii Lm �.'fl "OH i
Ii
( � ,i
1/6/05
Meeting with City, Caruso and EIP regarding EIR.
1/17/05
Issue Initial Study/Notice of Preparation/Related Documents.
2/17/05
End of 30 -day response Period for NOR
?
Conduct Environmental Scoping Meeting.
2/25/05
EIP submits First Administrative Draft EIR (without
Traffic /with Noise and Air).
3/9/05
Meeting with City, Caruso and EIP regarding review of First
Administrative Draft EIR.
3/25/05
EIP submits Second Administrative Draft EIR.
3/31/05
Meeting regarding review of Second Administrative Draft EIR.
4/15/05
EIP submits Third Administrative Draft EIR-
4/21/05
Meeting regarding review of Third Administrative Draft EIR
5/06/05
EIP submits Fourth Administrative Draft EIR.
5/12/05
Meeting regarding review of Fourth Administrative Draft EIR.
5/20/05
EIP submits Final Administrative Draft EIR.
5/26/05
Meeting regarding review of Final Administrative Draft EIR.
5/30/05
EIP completes Draft EIR; Issues Notice of Completion; Begin
45 -day Review Period.
6/1/05-
6/17/05
Draft Topical Responses to Comments.
6/23/05
Meeting regarding Topical Responses to Comments.
7/14/05
End of 45 -day Review Period.
7/15/05-
7/25/05
EIP submits First Draft Responses to Comments (RTCs)
Document and any Text Changes (Final EIR). (One -by -one,
when completed.)
7/28/05
Meeting regarding RTCs and Final EIR,
--LOSA L 117990.v3
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•
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8/5/05
EIP submits Second Draft RTCs and Final FIR.
8/11/05
Meeting regarding review of Second Draft RTCs and Final EIR.
8/13/05-
8/17/05
EIP submits revised Third Draft RTCs and Final EIR.
8/22/05
Conference call regarding RTCs and Final EIR.
8/22/05
Publish Notice of Planning Commission Meeting.
-
9/2/05
Publish Notice of Final EIR-
9/13/05
Planning Commission Hearing.
9/20/05
City Council Public Hearing (First Reading of Ordinance).
10/20 /05
City Council Meeting (Second Reading of Ordinance).
10/21/05
File Notice of Determination with State Clearinghouse County
Clerk.
2
—LOSA 1: 1179910.0
Exhibit "C"
COMPENSATION
[INSERT RATES & AUTHORIZED REIMBURSABLE EXPENSES]
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