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HomeMy WebLinkAboutC-9383-1 - PSA for Preparation of Environmental Analysis and Documentation for Landfill Gas to Energy Plant at 20662 Newport Coast DriveK) ca (C) (3" AMENDMENT NO. TWO TO PROFESSIONAL SERVICES AGREEMENT v WITH PLACEWORKS, INC. FOR PREPARATION OF ENVIRONMENTAL ANALYSIS AND DOCUMENTATION FOR LANDFILL GAS TO ENERGY PLANT AT 20662 NEWPORT COAST DRIVE THIS AMENDMENT NO. TWO TO PROFESSIONAL SERVICES AGREEMENT ("Amendment No. Two") is made and entered into as of this 21 st day of April, 2025 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and PLACEWORKS, INC., a California corporation ("Consultant"), whose address is 3 MacArthur Place, Suite 1100, Santa Ana, CA 92707, and is made with reference to the following: RECITALS A. On July 7, 2023, City and Consultant entered into a Professional Services Agreement (Contract No. C-9383-1) ("Agreement") for Preparation of Environmental Analysis and Documentation for Landfill Gas to Energy Plant at 20662 Newport Coast Drive ("Project"). B. On October 22, 2024, City and Consultant entered into Amendment No. One to the Agreement ("Amendment No. One") to reflect additional services not previously included in the Agreement, to update Exhibit B — Schedule of Billing Rates, and to increase the total compensation. C. The parties desire to enter into this Amendment No. Two to reflect additional Services not included in the Agreement, as amended, to update the Consultant's Project Manager and contact for legal notices, to update Exhibit B — Schedule of Billing Rates, to extend the term of the Agreement to June 30, 2026, and to increase the total compensation. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM Section 1 of the Agreement is amended in its entirety and replaced with the following: "The term of this Agreement shall commence on the Effective Date, and shall terminate on June 30, 2026, unless terminated earlier as set forth herein." 2. SERVICES TO BE PERFORMED Exhibit A to the Agreement shall be supplemented to include the Scope of Services, attached hereto as Exhibit A and incorporated herein by reference ("Services" or "Work"). Exhibit A to the Agreement, Exhibit A to Amendment No. One, and Exhibit A to this Amendment No. Two shall collectively be known as "Exhibit A." The City may elect to delete certain Services within the Scope of Services at its sole discretion. 3. COMPENSATION TO CONSULTANT Exhibit B to the Agreement shall be supplemented to include the Schedule of Billing Rates, attached hereto as Exhibit B and incorporated herein by reference. Exhibit B to the Agreement, Exhibit B to Amendment No. One, and Exhibit B to this Amendment No. Two shall collectively be known as "Exhibit B." Section 4.1 of the Agreement is amended in its entirety and replaced with the following: "City shall pay Consultant for the Services on a time and expense not -to - exceed basis in accordance with the provisions of this Section and the Schedule of Billing Rates attached hereto as Exhibit B and incorporated herein by reference. Consultant's compensation for all Work performed in accordance with this Agreement, including all reimbursable items and subconsultant fees, shall not exceed Two Hundred Twelve Thousand Two Hundred Sixty Eight Dollars and 00/100 ($212,268.00), without prior written authorization from City. No billing rate changes shall be made during the term of this Agreement without the prior written approval of City." The total amended compensation reflects Consultant's additional compensation for additional Services to be performed in accordance with this Amendment No. Two, including all reimbursable items and subconsultant fees, in an amount not to exceed Twenty Three Thousand Six Hundred Fifty Five Dollars and 00/100 ($23,655.00). 4. PROJECT MANAGER Section 5.1 of the Agreement is amended in its entirety and replaced with the following: "Consultant shall designate a Project Manager, who shall coordinate all phases of the Project. This Project Manager shall be available to City at all reasonable times during the Agreement term. Consultant has designated JoAnn Hadfield to be its Project Manager. Consultant shall not remove or reassign the Project Manager or any personnel listed in Exhibit A or assign any new or replacement personnel to the Project without the prior written consent of City. City's approval shall not be unreasonably withheld with respect to the removal or assignment of non -key personnel." 5. NOTICES Section 25.3 of the Agreement is amended in its entirety and replaced with the following: All notices, demands, requests or approvals from City to Consultant shall be addressed to Consultant at: Attn: Kara Kosel Placeworks, Inc. 3 MacArthur Place, Suite 1100 Santa Ana, CA 92707 Placeworks, Inc. Page 2 6. INTEGRATED CONTRACT Except as expressly modified herein, all other provisions, terms, and covenants set forth in the Agreement shall remain unchanged and shall be in full force and effect. [SIGNATURES ON NEXT PAGE] Placeworks, Inc. Page 3 IN WITNESS WHEREOF, the parties have caused this Amendment No. Two to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: "d�� By: , Aar n C. Harp \5 ti5 City Attorney ATTEST: Date: 41 7,4/2n4 By: .(D, L i aUi I. Brown City Clerk 4 �EWPO o U Z Attachments CITY OF NEWPORT BEACH, a California municipal corporation Date:/2/.26 y� By. rMa /`✓ rung er CONSULTANT: PLACEWORKS, INC., a California corporation Date: L4-11-2Z By: ,fRandal W. Jacks n President Date: � — 1-1- 25 By: Kara L. KoseI Chief Financial Officer/ Vice President, Finance [END OF SIGNATURES] Exhibit A — Scope of Services Exhibit B — Schedule of Billing Rates Placeworks, Inc. Page 4 EXHIBIT SCOPE OF SERVICES Placeworks, Inc. Page A-1 February 18, 2025 (Updated March 28, 2025, and April 4, 2025) Joselyn Perez, Senior Planner City of Newport Beach 100 Civic Center Drive, Newport Beach, CA 92660 Subject: Contract Amendment No. 2: Request for Additional Fees and Transfer of Fees for the Landfill Gas to Energy Plant Project the IS/MND (CNB-25.0) Dear Ms. Perez: As discussed in our phone conversation on January 24th and in email exchanges, PlaceWorks has incurred additional charges toward Task 4.2, Printcheck IS/MND; Task 4.3.1, Public Review IS/MND; and Reimbursables for out -of -scope work as described below. The project includes an $8,000 contingency, which upon approval by the City, will be used to cover these additional costs. This 2nd amendment is requested to cover work beyond the preparation of the IS/MND tasks listed above. Additional fees are required for Task 5.1, Response to Comments, to address complex issues raised during the public review period. The additional fees would cover an extensive effort, primarily from PlaceWorks' AQ/GHG technical team, and to coordinate with OCWR to address any comments related to their request to review the Response to Comments document. Additionally, as discussed in our phone conversation on March 19th and in email exchanges, this amendment also covers out -of -scope work requested bythe Cityto prepare a response summaryforthe Adams Broadwell Joseph and Cardozo letter received on the IS/MND. The City has also requested a meetingwith the Applicant, the City Attorney, OCWR, and the PlaceWorks team to discuss the responses to this letter. Therefore, this amendment includes additional fees for Task 5.1, Response to Comments, and Task 7.1, Meetings and Public Hearings to cover this scope. Furtherfees are also requested for Task 8.1, Project Management and Coordination, to cover additional City coordination meetings and project management time related to a six-month schedule extension beyond PlaceWorks' control. Task 2.2, General Biological Services Support, and Task 2.3, Arborist Review, were completed by Dudek with extra budget remaining, and we are requesting to use these fees, along with the remaining contingency, for tasks that require additional budget. However, the remaining contingency and remaining budget in Tasks 2.2 and 2.3 are not sufficient to cover the entirety of the extra costs required for Task 4.2, Task 4.3.3, Tasks 5.1, Task 7.1, and 8.1. Therefore, this contract amendment includes a request for additional fees along with a fee transfer. Scope of Work TASK 1. PROJECT INITIATION Task 1.1 Kick-off Meeting This task is complete, and no additional fees are requested. 3 MacArthur Place, Suite 1100 1 Santa Ana, California 92707 1 714.966.9220 1 PlaceWorks.com PLACEWORKS Task 1.2 Project Description This task is complete, and no additional fees are requested. Task 1.3 Tribal Consultation Initiation This task is complete, and no additional fees are requested. TASK 2 TECHNICAL STUDIES PREPARATION Task 2.1 AQ Energy, and GHG Analysis This task is complete, and no additional fees are requested. Task 2.2 General Biological Services Support This task is complete with additional budget remaining. We are requesting transferringthe remaining budget to other tasks. Task 2.3 Arborist Review This task is complete with additional budget remaining. We are requesting transferring the remaining budget to other tasks. Task 2.4 Fuel Modification Plan Task 2.4.1 Data Acquisition and Review Preliminary Assessment This task is in progress, and no additional fees are requested. Task 2.4.2 Site Field Assessment This task is in progress, and no additional fees are requested. Task 2.4.3 Conceptual Fuel Modification Plan Preparation This task is in progress, and no additional fees are requested. Task 2.4.4 Precise Fuel Modification Plan Preparation This task is in progress, and no additional fees are requested. Task 2.4.5 Technical Fire Behavior Report Preparation This task is in progress, and no additional fees are requested. Task 2.4.6 Alternate Materials and Methods Report This task is in progress, and no additional fees are requested. APRIL 4, 20251 Page 2 Task 2.4.7 Meetings Project Administration, Publication Services, and Communications This task is in progress, and no additional fees are requested. TASK 3 TECHNICAL STUDIES PEER -REVIEW Task 3.1 Noise Analysis This task is complete, and no additional fees are requested. Task 3.2 Initial Aesthetics Planning Exhibits This task is complete, and no additional fees are requested. TASK 4 ENVIRONMENTAL DOCUMENTATION Task 4.1 Screencheck Draft IS/MND This task is complete, and no additional fees are requested. Task 4.2 Printcheck IS/MND Additional fees for this task were incurred to properly address impacts to the Crotch's Bumble Bee and the subsequent need for a more robust discussion in the IS/MND that required additional coordination with Dudek. When PlaceWorks scoped for additional time forthis task in our prior amendment, we included hours to cover the biological issues related to the removal of the trees. When Dudek started work on the project they brought up possible impacts to the Crotch's Bumble Bee, an issue we did not anticipate prior to Dudek starting work on this project. Additional time and fees were also incurred to address additional fuel modification requirements per the Newport Beach Fire Department's (NBFD) request. Coordination with NBFD required more time and effort than originally anticipated. PlaceWorks will bill these additional fees toward the project's contingency Task 4.3 Public Review IS/MND and Notice of Intent Task4.3.1 Public Review IS/MND As of September 2024, the Governor's Office of Land Use and Climate Innovation (previously the Governor's Office of Planning and Research) began requiring that all submissions to the State Clearinghouse, including notices and attachments, meet basic accessibility compliance requirements. For successful submission, documents should be fully text searchable using Optical Character Recognition (OCR) and flattened. OCR and flattening are required to ensure the text is searchable and readable by screen readers on all devices, pursuant to State and Federal Americans with Disability Act (ADA) requirements. This requirement was not in place when we finalized our last amendment and resulted in additional time and budget to meet the State's compliance requirements. PlaceWorks' will bill these additional fees toward the project's contingency. APRIL 4, 20251 Page 3 89, PLACEWORKS Task 4.3.2 Notice of Intent This task is complete, and no additional fees are requested TASK 5. RESPONSE TO COMMENTS Task 5.1 Response to Comments Our original scope of work noted that modification to the scope of work, budget, and schedule might be necessary for this task if comments received from agencies or the general public required substantially increasing the scope of impacts and issues that the IS/MND addressed. During the public review period, the City received a 69-page comment letter from Adams Broadwell Joseph and Cardozo that requires extensive effort, primarily from PlaceWorks' AQ/GHG technical team. Additionally, OCWR asked to review the Response to Comments document. Addressing comments from OCWR is not within our original scope of work. Therefore, we are requesting additional fees toward this task. Additional fees are also requested to create a summary of responses (Excel format) to the 69-page letter received from Adams Broadwell Joseph and Cardozo (dated January 13, 2025) as requested by the City Attorney. The intent of the Excel sheet is to create a quick reference to the highly technical responses to facilitate navigating the commenter's concerns, describe how these issues were analyzed in the IS/MND, and any additional analysis or explanation required to fully address the comments. Due to the technical nature of this letter, our project manager and technical staff will complete this scope of work. TASK 6. APPROVAL DOCUMENTS Task 6.1 Approval Documents This task has not been initiated, and no additional fees are requested. TASK 7. MEETINGS AND PUBLIC HEARINGS Task 7.1 City Staff Coordination and Public Hearings Additional fees are requested to attend a virtual meeting with the Applicant, the City's Attorney, OCWR, and the PlaceWorks team to discuss the responses to the Adams Broadwell Joseph and Cardozo letter (dated January 13, 2025) that was received during the public review period. This task also includes a budget for our PlaceWorks team to coordinate and prepare for the City/Applicant/OCWR meeting. TASK 8. PROJECT MANAGEMENT AND COORDINATION Contract Amendment No. 1 for this project, dated August 13, 2024, anticipated that the project would be scheduled for public hearings at the beginning of November 2024. The project is now anticipated to go to public hearings in May 2025. The project schedule has experienced a six-month delay due to conditions beyond PlaceWorks' control. Our request for additional fees for this task would cover project management efforts for six additional months. APRIL 4, 2025 1 Page 4 EXHIBIT B SCHEDULE OF BILLING RATES Placeworks, Inc. Page B-1 - REIMBURSABLES PlaceWorks' incurred costs related to delivering the IS/MIND in person to City Hall and the library and the request by the City for hard copies of the IS/MND and the appendices. Our original scope of work included hard copies of the IS/MND only, with the appendices on USBs, and no hand delivery costs. PlaceWorks will bill these additional fees toward the project's contingency. Transfer and Additional Fees Requested The following cost table summarizes the approved contract as amended; requested task and contingency fee transfers; additional fee request; and the total contract upon approval of this amendment. PlaceWorks is requesting use of the entire contingency budget and $23,655 in additional fees. Note that the table shows the contingency transferred to Tasks 4.2 and 4.3.1, but as discussed with the City, these amounts will be billed towards the contingency. COST SUMMARY —CONTRACT AMENDMENT NO. 2 REQUEST APPROVED CONTRACT AS AMENDED BY CONTRACT REQUESTED FEE ADDITIONAL TOTAL CONTRACT AMENDMENT NO. 1 TRANSFERS FEES W/AMENDMENT NO. 2 TASK 1. PROJECT INITIATION 1.1 Kick-off Meeting $1,346 $1,346 1.2 Project Description 5,554 5,554 1.3 Tribal Consultation Initiation 1,490 1,490 Task 1. Subtotal $8,390 $8,390 TASK 2. TECHNICAL STUDIES PREPARATION 2.1 AQ, Energy, and GHG $43,388 $43,388 Analysis 2.2 General Biological Services 7,920 -1,983 5,937 Support 2.3 Arborist Review 5,280 -1,075 4,205 2.4 Fuel Modification Plan 2.4.1 Data Acquisition and Review Preliminary 770 770 Assessment 2.4.2 Site Field Assessment 1,705 1,705 2.4.3 Conceptual Fuel Modification Plan 6,050 6,050 Preparation 2.4.4 Precise Fuel Modification Plan 5,005 5,005 Preparation APRIL 4, 2025 1 Page 5 `�1 9 1 COST SUMMARY -CONTRACT AMENDMENT NO. 2 REQUEST APPROVED CONTRACT AS AMENDED BY CONTRACT REQUESTED FEE ADDITIONAL TOTAL CONTRACT AMENDMENT NO. 1 TRANSFERS FEES W/AMENDMENT NO. 2 2.4.5 Technical Fire Behavior 1,815 1,815 Report Preparation 2.4.6 Alternate Materials and Methods Report 3,190 3,190 (Optional) 2.4.7 Meetings, Project Administration, Publication 1,925 1,925 Services, and Communications Task 2. Subtotal $77,048 -$3,058 $73,990 TASK 3. TECHNICAL STUDIES PEER REVIEW 3.1 Noise Analysis $2,785 $2,785 3.2 Initial Aesthetics (Visual 2,805 2,805 Impacts) Planning Exhibits Task 3. Subtotal $5,590 $5,590 TASK 4. ENVIRONMENTAL DOCUMENTATION 4.1 Screencheck Draft IS/MND $33,214 $33,214 4.2 Printcheck IS/MND 8,142 2,317 10,459 4.3 Public Review IS/MND and Notice of Intent 4.3.1 Public Review IS/MND 2,282 2,922 5,204 4.3.2 Notice of Intent 1,464 1,464 Task 4. Subtotal $45,102 $5,239 $50,341 TASKS. RESPONSE TO COMMENTS TASK 6. APPROVAL DOCUMENTS 6.1 Approval Documents I $1,928 $1,928 Task 6. Subtotal $1,928 $1,928 TASK7. MEETINGSAND PUBLIC HEARINGS- 7.1 Meetings and Public $9,816 $3,958 13,774 Hearings Task 7. Subtotal $9,816 $3,958 $13,774 TASK 8. Project Management and Coordination APRIL 4, 2025 1 Page 6 COST SUMMARY — CONTRACT AMENDMENT NO. 2 REQUEST APPROVED CONTRACT AS AMENDED BY CONTRACT REQUESTED FEE ADDITIONAL TOTAL CONTRACT AMENDMENT NO. 1 TRANSFERS FEES W/AMENDMENT NO. 2 8.1 Project Management and $20,684 $7,177 27,861 Coordination Task 8. Subtotal $20,684 $7,177 $27,861 Reimbursables $5,384 $670 6,054 Contingency $8,000 -$8,000 0 GRAND TOTAL $188,613 $0 $23,655 $212,268 We look forward to discussing this proposed budget request, and, if necessary, adjusting our request as the City believes is appropriate. Respectfully submitted, PLACEWORKS Dina El Chammas Gass, Senior Engineer APRIL 4, 20251 Page 7 Re� (<*) AMENDMENT NO. ONE TO CT PROFESSIONAL SERVICES AGREEMENT WITH PLACEWORKS, INC. FOR V PREPARATION OF ENVIRONMENTAL ANALYSIS AND DOCUMENTATION FOR LANDFILL GAS TO ENERGY PLANT AT 20662 NEWPORT COAST DRIVE THIS AMENDMENT NO. ONE TO PROFESSIONAL SERVICES AGREEMENT ("Amendment No. One") is made and entered into as of this 22nd day of October, 2024 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and PLACEWORKS, INC., a California corporation ("Consultant"), whose address is 3 MacArthur Place, Suite 1100, Santa Ana, CA 92707, and is made with reference to the following: RECITALS A. On July 7, 2023, City and Consultant entered into a Professional Services Agreement ("Agreement") for Preparation of Environmental Analysis and Documentation for Landfill Gas to Energy Plant at 20662 Newport Coast Drive ("Project"). B. The parties desire to enter into this Amendment No. One to reflect additional Services not included in the Agreement, to update Exhibit B — Schedule of Billing Rates, and to increase the total compensation. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. SERVICES TO BE PERFORMED Exhibit A to the Agreement shall be supplemented to include the Scope of Services, attached hereto as Exhibit A and incorporated herein by reference ("Services" or "Work"). Exhibit A to the Agreement, Exhibit A to this Amendment No. One shall collectively be known as "Exhibit A." The City may elect to delete certain Services within the Scope of Services at its sole discretion. 2. COMPENSATION TO CONSULTANT Exhibit B to the Agreement shall be replaced in its entirety by the Schedule of Billing Rates, attached hereto as Exhibit B and incorporated herein by reference. Section 4.1 of the Agreement is amended in its entirety and replaced with the following: "City shall pay Consultant for the Services on a time and expense not -to -exceed basis in accordance with the provisions of this Section and the Schedule of Billing Rates attached hereto as Exhibit B and incorporated herein by reference. Consultant's compensation for all Work performed in accordance with this Agreement, including all reimbursable items and subconsultant fees, shall not exceed One Hundred Eighty Eight Thousand Six Hundred Thirteen Dollars and 00/100 ($188,613.00), without prior written authorization from City. No billing rate changes shall be made during the term of this Agreement without the prior written approval of City." The total amended compensation reflects Consultant's additional compensation for additional Services to be performed in accordance with this Amendment No. One, including all reimbursable items and subconsultant fees, in an amount not to exceed Eighty Two Thousand Four Hundred Twenty Two Dollars and 00/100 ($82,422.00). 3. INTEGRATED CONTRACT Except as expressly modified herein, all other provisions, terms, and covenants set forth in the Agreement shall remain unchanged and shall be in full force and effect. [SIGNATURES ON NEXT PAGE] Placeworks, Inc. Page 2 IN WITNESS WHEREOF, the parties have caused this Amendment No. One to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: i 0 i By: Aardn C. Harp City Attorney jkG ATTEST: �• �� �n Date: p( CITY OF NEWPORT BEACH, a California municipal corporation Date: I`'%�x- Xz-en,z,Y By: Will O'Neill Mayor CONSULTANT: PLACEWORKS, INC., a California corporation Date: � r By: By/andaLeilani I. Brown W. Jackso City Clerk President SQALIF� Date: I O - 3 - 24 By: OLMO- Kara L. osel CFO/Vice President, Finance [END OF SIGNATURES] Attachments: Exhibit A — Scope of Services Exhibit B — Schedule of Billing Rates Placeworks, Inc. Page 3 EXHIBIT A SCOPE OF SERVICES Placeworks, Inc. Page A-1 May 31, 2024 (Updated June 13, 2024, July 24, 2024, and August 13, 2024) Joselyn Perez, Associate Planner City of Newport Beach 100 Civic Center Drive, Newport Beach, CA 92660 Subject: Request for Additional Fees for the Landfill Gas to Energy Plant Project the IS/iviND (CNB-25.0) Dear Ms. Perez: Pursuant to our conversation on May 30, 2024, our email exchanges on June 12, 2024, and July 16, 2024, a nd our conference call on July31, 2024, this letter is to request additional fees for ourservices on the landfill Gas to Energy Plant Project. PlaceWorks is requesting additional fees for Task 1.2, Project Description, Task 2.1, Aa Energy, and GHG, Analysis, Task 4.1, Screencheck Draft IS/MND, and Task 4.2, Printcheck IS/MND, for out -of -scope work as described below. Additional fees are also requested for Task 7.1, Meeting and Public Hearings, and Task 8.1, Project Management and Coordination, to cover additional City coordination meetings and project management time related to a six-month schedule extension beyond PlaceWorks' control. Additionally, we are adding Tasks 2.2, General Biological Services Support, Task 2.3, Arborlst Review, and Task 2.4, Fuel Modification Plan, to include biological resources and fire protection work to be conducted by Dudek as described below. Additional fees for Task 8.1 are also included for PlaceWorks staff to manage and coordinate this work. Based on our discussion with the City, we are also requesting the addition of a contingency to the contract amount. Scope of Work TASK 1. PROJECT INITIATION Task 1.1 Kick-off Meeting This task is complete, and no additional fees are requested. Task 1.2 Project Description The original project description was based on the installation of a new renewable natural gas (RNG) processing plant and pipeline interconnection facility with all construction work taking place within the walled, and completely paved project site. When PlaceWorks reached out to the Fire Chief as part of the IS/MND preparation process, the Fire Chief raised issues with the proposed RNG facility. Namely, fire hazards associated with a fire starting on the site and spreading out or a fire starting in the surrounding area and reaching the facility. The Fire Chief requested that some of the trees right up against the wall be removed. Some of these trees were planted as part of a Tree Replacement and Revegetation Plan and are used for screening the site from public view. Since trees against the wall are Eucalyptus, coastal live oak, white alders, and western sycamore (a mix of native and non-native) they may also have biological value. 3 MacArthur Place, Suite 1100 1 Santa Ana, California 92707 E 714.966,9220 1 PlaceWorks.coni CID The tree removal activities are part of the project and therefore, the project description has changed and needs to be updated accordingly. There has also been a change to one of the laydown areas for the project that needs to be updated in the project description. Task 1.3 Tribal Consultation Initiation This task is complete, and no additional fees are requested. TASK 2 TECHNICAL STUDIES PREPARATION Task 2.1 AQ, Energy, and GHG Analysis PlaceWorks is requesting additional fees for out -of -scope work related to the inclusion of both a CEQA-level air quality analysis and a South Coast Air Quality Management District (AQMD) permitting level air quality analysis in the IS/MND. Additional budget is also requested for an unanticipated level of coordination with South Coast AQMD in preparation of such analyses (e.g., preparation of an air quality approach memorandum for South Coast AQMD, and minutes of meetings). Task 2.2 General Biological Services Support Dudek will provide up to 24 hours of as -needed biological services at a rate of $300/hour. In general, PlaceWorks requires a biologist to write the mitigation measures for the IS/MND to ensure that any impacts to biological resources related to the tree removals are adequately mitigated, Task 2.3 Arborist Review Dudek's International Society of Arboriculture (ISA) certified arborist will conduct an initial site visit to review the current tree species and map trees that have been identified by NPFD and OCWR for removal. Furthermore, during the initial visit, Dudek will identify any trees near the structure that should be removed due to fuel modification zone spacing requirements. This will not be a comprehensive tree inventory or risk assessment and will only identify trees recommended for immediate removal based on health and/orspacing requirements. The findings will be incorporated into the biological services review (Task 2.2). Deliverable(s): » Tree location exhibit identifying recommended tree removals (pdf) » Tree information matrix identify trees recommended for removal Task 2.4 Fuel Modification Plan Task 2.4.1 Data Acquisition and Review Preliminary Assessment Dudek will compile the most recent digital information including site and grading plans, aerial imagery, vegetation, topography, and fire history for incorporation into the fire protection analysis, fuel modification plan, site's fire behavior models and GIS/CAD exhibits. Additionally, Dudek will perform pre -field preparation tasks including project plan review, potential hazard area prioritization, and field task scheduling. Dudek will perform site plan review to gain a thorough understanding of the project and its fire environment. Dudek will also preview the site based on Google Earth images and meet with the project team for an AUGUST 13, 20241 Page 2 Informational meeting to discuss the project and its constraints. Dudek will coordinate with the Newport Beach Fire Department (NBFD) to discuss the project and request input If necessary. Task 2.4.2 Site Field Assessment Dudek will conduct a site -specific risk assessment and field data collection that will be used for completing the overall project risk assessment and fire behavior modeling analysis. Among the field tasks that will be completed are: » Vegetation measurements and mapping refinements » Fuel load analysis (current and historic) Topographlcfeatures documentation - » Photograph documentation » off -site land uses and fuel status » Confirmation/verification of hazard assumptions » Access/egress documentation Task 2.4.3 Conceptual Fuel Modification Plan Preparation Per NBFD guidelines, a fuel modification plan will be prepared forthis project. Fuel modification plans include the optional submittal of a conceptual plan and a final precise plan. Because all the conceptual plan information is necessary on the precise plan, we propose to prepare the conceptual plan and get its acceptance, so preparation of the precise plan is streamlined. Preparation of these plans will include use of AutoCAD and will incorporate landscape components that are suitable for a modified fuel area. Consistent with County requirements, Dudekwill prepare three sets of conceptual fuel modification plans for submittal to NBFD. This task includes one round of plan revisions following review by the City and one round of plan revisions following NBFD review. Additional plan revisions, whether requested by the City or NBFD, are not included in this scope of work. The conceptual fuel modification plan shall include topographic information, existing vegetation/fuel locations, proposed structure locations, proposed fuel modification zone locations, proposed treatment prescriptions, site photographs, results from fire behavior modeling efforts, and other Information required under NBFD's Guidelines. Depending on whether portions of the Fuel Modification Plan do not conform with requirements, a performance -based approach consistent with NBFD guidelines will be utilized, which includes submittal of additional technical analysis, as described below. Deliverable(s): » Draft Conceptual Fuel Mod Plan for internal review— pdf file » Draft Conceptual Fuel Mod Plan for NBFD review— pdf file Task 2.4.4 Precise Fuel Modification Plan Preparation The precise fuel modification plan shall Include all the information presented in the conceptual plan, as well as the following: » Location and detail of permanent zone markers >> Plant palette and spacing design in accordance with approved guidelines >> Irrigation plans and specifications AUGUST 13, 20241 Page 3 » Structure footprints or delineation of proposed development » All applicable maintenance requirements and assignment of responsibility » Additional notes, as required by NBFD » Three sets'of plans will be submitted for NBFD review. Del Iverable(s): » Draft Precise Fuel Modification Plan for internal review — pdffile » Draft Precise Fuel Modification Plan for NBFD review— pdf file » Final Precise Fuel Modification Plan to NBFD — pdf file Task 2.4.5 Technical Fire Behavior Report Preparation NBFD requires the preparation of a fire behavior analysis -supporting Technical Report. The Technical Report provides fire risk assessment information, fire behavior modeling results, WindNinja wind pattern analysis, and technical analysis of the proposed mitigation measures. Our recent experience with NBFD indicates that a Technical Report will be required for this project, as well as the possibility of an AM&M report based on inability to comply with Fire Modification Zone requirements. Deliverable(s); Draft Technical Fire BehaviorReport — pdffile » Draft Technical Fire Behavior Report for NBFD review — pdffile » Final Technical Fire Behavior Report to NBFD— pdf Task 2.4.6 Alternate Materials and Methods Report (Optional) If necessary, Dudek will prepare an Alternative Materials & Methods report justifying the reduced fuel modification zones associated with the site building locations. The AM&M report examines the requirements, the deviation from the requirements, other mitigating site features (terrain, structure location, earthen berms, overall structural exposure, etc.) and provides additional measures, as necessary, to justify that the intent of the code requirements are being satisfied. AM&M reports provide scientific justifications that the proposed fuel modification will provide equivalent function as the standard NBFD fuel modification area with the addition of proposed mitigation measures. Dudek will follow the NBFD Guideline A-01 for preparation of this AM&M report. Dellverable(s): » Draft AM&M Report for Internal Review — pdf file » Draft AM&M Report for NBFD Review — pdf file Task 2.4.7 Meetings Project Administration, Publication Services, and Communications Dudek anticipates attendance at up to two meetings with the project team and/or the NBFD. These meetings may include presenting their initial findings, discussing potential issues, or proposing mitigating measures (internally and then to NBFD). No community or public meetings are included under this scope of work, Communications and administrative, QA/QC, report production and project management work is included in this task. AUGUST 13, 20241 Page 4 t Oro r1J1W%M.r*= TASK 3 TECHNICAL SRUDIES PEER -REVIEW Task 3.1 Noise Analysis This task is complete, and no additional fees are requested. Task 3.2 Initial Aesthetics Planning Exhibits This task is complete, and no additional fees are requested. TASK 4 ENVIRONMENTAL DOCUMENTATION Task 4.1 Screencheck Draft IS/MND Additional fees are requested to update the impact analysis related to a change in the location of the offsite laydown area within the closed landfill. This involves a discussion of the biological resources at the new laydown area and how impacts will be avoided. Additional fees are also required to coordinate with South Coast AQMD and OCWR as requested. This includes preparing a memorandum for South Coast AQMD that includes sections of the IS/MND related to its area of expertise. South Coast AQMD will review the memorandum to concur with the AQ and GHG analyses and findings of the IS/MND. Coordination with OCWR also includes its revision of analyses and findings related to its area of expertise, such as emissions from the existing flares and biological impacts related to the laydown area within the landfill or beyond the wall surrounding the project site. Task 4.2 Printcheck IS/MND We are requesting additional fees for this task to coordinate and address any further input from South Coast AQMD and OCWR at this stage of the CEQA process. Our original scope of work only includes coordinating and addressing comments from the applicant and the City. Additional time and fees are also required to properly address the Fire Chiefs defensible space and tree removal requirements and subsequent need for updated aesthetic impact exhibits and a more robust discussion of biological resources. Furthermore, the impact analysis for public services and wildfire needs to be updated accordingly. Task 4.3 Public Review IS/MND and Notice of Intent Task4.3.1 Public Review IS/MND Additional fees are requested for this task to coordinate and address input from South Coast AQMD and OCWR at this stage of the CEQA process. Our original scope of work only includes coordinating and addressing comments from the applicant and the City. Task 4.3.2 Notice of Intent This task has not been initiated, and no additional fees are requested. AUGUST 13, 20241 Page 5 TASK 5. RESPONSE TO COMMENTS Task 5.1 Response to Comments This task has not been initiated, and no additional fees are requested. TASK 6. APPROVAL DOCUMENTS Task 6.1 Approval Documents This task has not been initiated, and no additional fees are requested. TASK 7. MEETINGS AND PUBLIC HEARINGS Task 7.1 City Staff Coordination and Public Hearings Our approved scope for this task includes the participation of PlaceWorks' Project Manager (PM) in up to two conference calls/meetings and one coordination meeting with South Coast AQMD (three meetings total). To date, PlaceWorks has already participated in the following seven meetings/calls: Meeting with South Coast AQMD on 01/30/24 >> Meeting with the City engineer to discuss the PWQMP and Drainage Plan 04/18/2024 Meeting with the City and Applicant to discuss the offsite consequence analysis on 05/02/2024 (PM and technical staff) >> Meeting with the City, City's fire chief, Applicant, and OCWR on 05/15/2024 (PM and technical staff in attendance) >> Meeting with the City to discuss AQ/GHG approach on 05/21/2024 (PM and technical staff in attendance) Meeting with the City, Applicant, and OCWR to discuss AQ/GHG approach on 05/29/2024 (PM and technical staff in attendance) >> Meeting with the City, City engineer, Applicant, and OCWR to discuss the PWQMP on 05/30/2024 For budgeting purposes, it is assumed that four additional meetings would be required. We are also requesting an additional budget to cover four of the seven meetings listed above. TASK 6. PROJECT MANAGEMENT Our original scope of work anticipated project completion at the beginning of May 2024. It is now anticipated that this project will be scheduled for public hearings at the beginning of November 2024. There has been a six-month project delay due to conditions beyond PlaceWorks' control. Our request for additional fees for this task would cover project management efforts for six additional months. We have assumed 1.5 hours/week for our Project Manager and 0.5 hour/week for our Principal in Charge. We also require additional project management budget to coordinate Dudek's new scope of work (see Tasks 2.2 through 2.4). AUGUST 13, 20241 Page 6 EXHIBIT B SCHEDULE OF BILLING RATES Placeworks, Inc. Page B-1 CONTINGENCY PlaceWorks is requesting that an $8,000 contingency be added to this contract to sidestep the potential need to go back to City Council for future, unexpected out -of -scope work. It is anticipated that the contingency would be available to cover additional project management if the schedule is further extended, or additional meeting and public hearing attendance is required. The contingency could also be available if more IS/MND rounds of review are requested or more extensive comments during the public review period are received. Additional Fees Requested The following budget sheet summarizes the original contract, amount Invoiced through July 31, 2024, requested additional fees, and total contract upon approval of additional fees. The summary also includes the approved budget reimbursables. The total amount for Dudek with the optional Alternate Materials and Methods Report is $33,660. The amount without the optional task is $30,470. PlaceWorks is requesting a total of $40,762 with an additional $8,000 contingency. BUDGETTRANSFER SHEET REQUESTED I IDITIAPPROVED AMT1 LTHRU ADONALI TOTAL CONTRACT UY24FEES W/AMENMT77 TASK I. PROJECT 1NITtA71.ON .: s i 1.1 Kick-off Meeting $1,346 $1,364 $1,346 1.2 Project Description 4,019 4,085 1,535 5,554 1.3 Tribal Consultation Initiation 1,490 1,428 1,490 Task 1. Subtotal $6,855 $6,877 $1,535 $8,390 -TASK 2,.TECH0I6AL STUDIES PREPARATIQN' = 1 2.1 AO, Energy, and GHG Analysis $33,109 $32,760 $10,299 $43,408 2.2 General Biological Services Support 0 0 7,920 7,920 2.3 Arborist Review 0 0 5,280 5,280 2A Fuel Modification Plan 2A.1 Data Acquisition and Review Preliminary Assessment 0 0 770 770 2.4.2Site Field Assessment 0 0 1,705 1,705 2.4.3 Conceptual Fuel Modification Plan Preparation 0 0 6,050 6,050 2A.4 Precise Fuel Modification Plan Preparation 5,005 5,005 2.4.5 Technical Fire Behavior Report Preparation 0 0 1,815 1,815 2.4.6 Alternate Materials and Methods Report (Optional) 0 0 3,190 3,190 AUGUST 13, 20241 Page 7 PLACEWORKS BUDGET TRANSFER SHEET i REQUESTED APPROVED AMT INVOICED THRU ADDITIONAL TOTAL CONTRACT CONTRACT JULY 2024 FEES W/AMENDMENT 2.4.7 Meetings Project 0 0 1,925 1,925 Administration, Publication Services, and Communications Task 2. Subtotal $33,109 $32,760 $43,959 $77,069 1 AJK �. a tGtlNl(AL S 1 UUItS YttK-I1tVIkW 3.1 Noise Analysis $2,785 --$2,809 $2,785 3.2 Initial Aesthetics (Visual Impacts) Planning Exhibits 2,805 2,736 2,805 Task 3. Subtotal $5,590 $5,545 $5,590 TA$K41NVIRONME.TALCOCUMENTATION ' 4.1 Screencheck Draft IS/MND $24,143 $24,090 $9,071 $33,214 4.2 Printcheck IS/MND 3,126 1,329 5,016 8,142 4.3 Public Review IS/MND and Notice of Intent 4.3.1 Public Review IS/MND 1,622 0 660 2,282 4.3.2 Notice of Intent 1,464 0 1,464 Task 4. Subtotal $30,355 $25,419 1 $14,747 $45,102 •..A KS.RESp,.NSETO:COMMENTS ' i 5.1 Response to Comments $6,671 $0 $6,671 Task S. Subtotal $6,671 $0 $6,671 TASK �.`AQpROVA1dOGUMENTS ' 6.1 Approval Documents $1,928 $0 $1,928 Task 5. Subtotal $1,928 $0 $1,928 TA5lC.7:: MEETINGS ANq PLIOUI HEANISS ' 7.1 Meetings and Public Hearings $5,477 $3,226 $4,339 $9,816 Task 7. Subtotal $5,477 $3,226 $4,339 $9,816 TgSK S. PROJECT AND COORDINATION 8.1 Project Management and $10,822 $10,825 $9,862 $20,684 Coordination Task B. Subtotal $10,822 $10,825 $9,862 $20,684 Reimbursables $5,384 $488 $5,384 Contingency $8,000 $8,000 t �#�-.'D`�.„�b�'PA�.,;VHIT� d�mTlD,.,�A+4� ����6� $. � � x � $�$$.��,� � � ��' •��, s ��-`.$�81,��. � .-.. . � �� k'Y 83�+.25 z��•yy• $ av t $ $ 4 8 1 y 7¢Xea ,S ..ch3?'.l •t:.tr. 1.% y X?� ;.%Y t AUGUST 13, 20241 Page 8 PlaceWorks — 2024 Standard Fee Schedule STAFF LEVEL HOURLY BILL RATE Principal $210—$335 Associate Principal $195—$275 Senior Associate II $170—$260 Senior Associate 1 $160—$220 Associate II $135—$190 Associate 1 $125—$175 Project Planner $105—$165 Planner $90—$145 Graphics Specialist $90—$155 Administrator $145—$235 Clerical/Word Processing/Technical Editor $45—$155 Intern $80—$115 Subconsultants are billed at cost plus 10% Mileage reimbursement is at the standard IRS -approved rate. Possible yearly increase of 5% on bill rates. 2024 StdFeeSch 01-09-24 _1 00 v PROFESSIONAL SERVICES AGREEMENT WITH PLACEWORKS, INC. FOR PREPARATION OF ENVIRONMENTAL ANALYSIS AND DOCUMENTATION FOR LANDFILL GAS TO ENERGY PLANT AT 20662 NEWPORT COAST DRIVE THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into as of this 7th day of July, 2023 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and PLACEWORKS, INC., a California corporation ("Consultant"), whose address is 3 MacArthur Place, Suite 1100, Santa Ana, California 92707, and is made with reference to the following: RECITALS A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of City. B. City desires to engage Consultant for Preparation of Environmental Analysis and Documentation for Landfill Gas to Energy Plant at 20662 Newport Coast Drive ("Project"). C. Consultant possesses the skill, experience, ability, background, certification and knowledge to provide the professional services described in this Agreement. D. City has solicited and received a proposal from Consultant, has reviewed the previous experience and evaluated the expertise of Consultant, and desires to retain Consultant to render professional services under the terms and conditions set forth in this Agreement. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM The term of this Agreement shall commence on the Effective Date, and shall terminate on June 30, 2025, unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED Consultant shall diligently perform all the services described in the Scope of Services attached hereto as Exhibit A and incorporated herein by reference ("Services" or "Work"). City may elect to delete certain Services within the Scope of Services at its sole discretion. 3. TIME OF PERFORMANCE 3.1 Time is of the essence in the performance of Services under this Agreement and Consultant shall perform the Services in accordance with the schedule included in Exhibit A. In the absence of a specific schedule, the Services shall be performed to completion in a diligent and timely manner. The failure by Consultant to strictly adhere to the schedule set forth in Exhibit A, if any, or perform the Services in a diligent and timely manner may result in termination of this Agreement by City. 3.2 Notwithstanding the foregoing, Consultant shall not be responsible for delays due to causes beyond Consultant's reasonable control. However, in the case of any such delay in the Services to be provided for the Project, each party hereby agrees to provide notice within two (2) calendar days of the occurrence causing the delay to the other party so that all delays can be addressed. 3.3 Consultant shall submit all requests for extensions of time for performance in writing to the Project Administrator as defined herein not later than ten (10) calendar days after the start of the condition that purportedly causes a delay. The Project Administrator shall review all such requests and may grant reasonable time extensions for unforeseeable delays that are beyond Consultant's control. 3.4 For all time periods not specifically set forth herein, Consultant shall respond in the most expedient and appropriate manner under the circumstances, by hand -delivery or mail. 4. COMPENSATION TO CONSULTANT 4.1 City shall pay Consultant for the Services on a time and expense not -to - exceed basis in accordance with the provisions of this Section and the Schedule of Billing Rates attached hereto as Exhibit B and incorporated herein by reference. Consultant's compensation for all Work performed in accordance with this Agreement, including all reimbursable items and subconsultant fees, shall not exceed One Hundred Six Thousand One Hundred Ninety One Dollars and 00/100 ($106,191.00), without prior written authorization from City. No billing rate changes shall be made during the term of this Agreement without the prior written approval of City. 4.2 Consultant shall submit monthly invoices to City describing the Work performed the preceding month. Consultant's bills shall include the name of the person who performed the Work, a brief description of the Services performed and/or the specific task in the Scope of Services to which it relates, the date the Services were performed, the number of hours spent on all Work billed on an hourly basis, and a description of any reimbursable expenditures. City shall pay Consultant no later than thirty (30) calendar days after approval of the monthly invoice by City staff. 4.3 City shall reimburse Consultant only for those costs or expenses specifically identified in Exhibit B to this Agreement or specifically approved in writing in advance by City. Placeworks, Inc. Page 2 4.4 Consultant shall not receive any compensation for Extra Work performed without the prior written authorization of City. As used herein, "Extra Work" means any Work that is determined by City to be necessary for the proper completion of the Project, but which is not included within the Scope of Services and which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Compensation for any authorized Extra Work shall be paid in accordance with the Schedule of Billing Rates as set forth in Exhibit B. 5. PROJECT MANAGER 5.1 Consultant shall designate a Project Manager, who shall coordinate all phases of the Project. This Project Manager shall be available to City at all reasonable times during the Agreement term. Consultant has designated Dina El Chammas to be its Project Manager. Consultant shall not remove or reassign the Project Manager or any personnel listed in Exhibit A or assign any new or replacement personnel to the Project without the prior written consent of City. City's approval shall not be unreasonably withheld with respect to the removal or assignment of non -key personnel. 5.2 Consultant, at the sole discretion of City, shall remove from the Project any of its personnel assigned to the performance of Services upon written request of City. Consultant warrants that it will continuously furnish the necessary personnel to complete the Project on a timely basis as contemplated by this Agreement. 5.3 If Consultant is performing inspection services for City, the Project Manager and any other assigned staff shall be equipped with a cellular phone to communicate with City staff. The Project Manager's cellular phone number shall be provided to City. 6. ADMINISTRATION This Agreement will be administered by the Community Development Department. City's Associate Planner or designee shall be the Project Administrator and shall have the authority to act for City under this Agreement. The Project Administrator shall represent City in all matters pertaining to the Services to be rendered pursuant to this Agreement. 7. CITY'S RESPONSIBILITIES To assist Consultant in the execution of its responsibilities under this Agreement, City agrees to provide access to and upon request of Consultant, one copy of all existing relevant information on file at City. City will provide all such materials in a timely manner so as not to cause delays in Consultant's Work schedule. 8. STANDARD OF CARE 8.1 All of the Services shall be performed by Consultant or under Consultant's supervision. Consultant represents that it possesses the professional and technical personnel required to perform the Services required by this Agreement, and that it will perform all Services in a manner commensurate with community professional standards Placeworks, Inc. Page 3 and with the ordinary degree of skill and care that would be used by other reasonably competent practitioners of the same discipline under similar circumstances. All Services shall be performed by qualified and experienced personnel who are not employed by City. By delivery of completed Work, Consultant certifies that the Work conforms to the requirements of this Agreement, all applicable federal, state and local laws, and legally recognized professional standards. 8.2 Consultant represents and warrants to City that it has, shall obtain, and shall keep in full force and effect during the term hereof, at its sole cost and expense, all licenses, permits, qualifications, insurance and approvals of whatsoever nature that is legally required of Consultant to practice its profession. Consultant shall maintain a City of Newport Beach business license during the term of this Agreement. 8.3 Consultant shall not be responsible for delay, nor shall Consultant be responsible for damages or be in default or deemed to be in default by reason of strikes, lockouts, accidents, acts of God, or the failure of City to furnish timely information or to approve or disapprove Consultant's Work promptly, or delay or faulty performance by City, contractors, or governmental agencies. 9. HOLD HARMLESS 9.1 To the fullest extent permitted by law, Consultant shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, agents, volunteers and employees (collectively, the "Indemnified Parties") from and against any and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, reasonable attorneys' fees, disbursements and court costs) of every kind and nature whatsoever (individually, a Claim; collectively, "Claims"), to the extent which they arise from or in any manner relate (directly or indirectly) to any breach of the terms and conditions of this Agreement, any negligent Work performed or negligent Services provided under this Agreement including, without limitation, defects in workmanship or materials or Consultant's presence or activities conducted on the Project (including the negligent, reckless, and/or willful acts, errors and/or omissions of Consultant, its principals, officers, agents, employees, vendors, suppliers, consultants, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable, or any or all of them). 9.2 Notwithstanding the foregoing, nothing herein shall be construed to require Consultant to indemnify the Indemnified Parties from any Claim arising from the sole negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorneys' fees in any action on or to enforce the terms of this Agreement. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Consultant. Placeworks, Inc. Page 4 10. INDEPENDENT CONTRACTOR It is understood that City retains Consultant on an independent contractor basis and Consultant is not an agent or employee of City. The manner and means of conducting the Work are under the control of Consultant, except to the extent they are limited by statute, rule or regulation and the expressed terms of this Agreement. No civil service status or other right of employment shall accrue to Consultant or its employees. Nothing in this Agreement shall be deemed to constitute approval for Consultant or any of Consultant's employees or agents, to be the agents or employees of City. Consultant shall have the responsibility for and control over the means of performing the Work, provided that Consultant is in compliance with the terms of this Agreement. Anything in this Agreement that may appear to give City the right to direct Consultant as to the details of the performance of the Work or to exercise a measure of control over Consultant shall mean only that Consultant shall follow the desires of City with respect to the results of the Services. 11. COOPERATION Consultant agrees to work closely and cooperate fully with City's designated Project Administrator and any other agencies that may have jurisdiction or interest in the Work to be performed. City agrees to cooperate with the Consultant on the Project. 12. CITY POLICY Consultant shall discuss and review all matters relating to policy and Project direction with City's Project Administrator in advance of all critical decision points in order to ensure the Project proceeds in a manner consistent with City goals and policies. 13. PROGRESS Consultant is responsible for keeping the Project Administrator informed on a regular basis regarding the status and progress of the Project, activities performed and planned, and any meetings that have been scheduled or are desired. 14. INSURANCE Without limiting Consultant's indemnification of City, and prior to commencement of Work, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement or for other periods as specified in this Agreement, policies of insurance of the type, amounts, terms and conditions described in the Insurance Requirements attached hereto as Exhibit C, and incorporated herein by reference. 15. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS Except as specifically authorized under this Agreement, the Services to be provided under this Agreement shall not be assigned, transferred contracted or subcontracted out without the prior written approval of City. Any of the following shall be construed as an assignment: The sale, assignment, transfer or other disposition of any Placeworks, Inc. Page 5 of the issued and outstanding capital stock of Consultant, or of the interest of any general partner or joint venturer or syndicate member or cotenant if Consultant is a partnership or joint -venture or syndicate or co -tenancy, which shall result in changing the control of Consultant. Control means fifty percent (50%) or more of the voting power or twenty-five percent (25%) or more of the assets of the corporation, partnership or joint -venture. 16. SUBCONTRACTING The subcontractors authorized by City, if any, to perform Work on this Project are identified in Exhibit A. Consultant shall be fully responsible to City for all acts and omissions of any subcontractor. Nothing in this Agreement shall create any contractual relationship between City and any subcontractor nor shall it create any obligation on the part of City to pay or to see to the payment of any monies due to any such subcontractor other than as otherwise required by law. City is an intended beneficiary of any Work performed by the subcontractor for purposes of establishing a duty of care between the subcontractor and City. Except as specifically authorized herein, the Services to be provided under this Agreement shall not be otherwise assigned, transferred, contracted or subcontracted out without the prior written approval of City. 17. OWNERSHIP OF DOCUMENTS 17.1 Each and every report, draft, map, record, plan, document and other writing produced, including but not limited to, websites, blogs, social media accounts and applications (hereinafter "Documents"), prepared or caused to be prepared by Consultant, its officers, employees, agents and subcontractors, in the course of implementing this Agreement, shall become the exclusive property of City, and City shall have the sole right to use such materials in its discretion without further compensation to Consultant or any other party. Additionally, all material posted in cyberspace by Consultant, its officers, employees, agents and subcontractors, in the course of implementing this Agreement, shall become the exclusive property of City, and City shall have the sole right to use such materials in its discretion without further compensation to Consultant or any other party. Consultant shall, at Consultant's expense, provide such Documents, including all logins and password information to City upon prior written request. 17.2 Documents, including drawings and specifications, prepared by Consultant pursuant to this Agreement are not intended or represented to be suitable for reuse by City or others on any other project. Any use of completed Documents for other projects and any use of incomplete Documents without specific written authorization from Consultant will be at City's sole risk and without liability to Consultant. Further, any and all liability arising out of changes made to Consultant's deliverables under this Agreement by City or persons other than Consultant is waived against Consultant, and City assumes full responsibility for such changes unless City has given Consultant prior notice and has received from Consultant written consent for such changes. 17.3 All written documents shall be transmitted to City in formats compatible with Microsoft Office and/or viewable with Adobe Acrobat. Placeworks, Inc. Page 6 18. CONFIDENTIALITY All Documents, including drafts, preliminary drawings or plans, notes and communications that result from the Services in this Agreement, shall be kept confidential unless City expressly authorizes in writing the release of information. 19. INTELLECTUAL PROPERTY INDEMNITY Consultant shall defend and indemnify City, its agents, officers, representatives and employees against any and all liability, including costs, for infringement or alleged infringement of any United States' letters patent, trademark, or copyright, including costs, contained in Consultant's Documents provided under this Agreement. 20. RECORDS Consultant shall keep records and invoices in connection with the Services to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any Services, expenditures and disbursements charged to City, for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of City to examine, audit and make transcripts or copies of such records and invoices during regular business hours. Consultant shall allow inspection of all Work, data, Documents, proceedings and activities related to the Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 21. WITHHOLDINGS City may withhold payment to Consultant of any disputed sums until satisfaction of the dispute with respect to such payment. Such withholding shall not be deemed to constitute a failure to pay according to the terms of this Agreement. Consultant shall not discontinue Work as a result of such withholding. Consultant shall have an immediate right to appeal to the City Manager or designee with respect to such disputed sums. Consultant shall be entitled to receive interest on any withheld sums at the rate of return that City earned on its investments during the time period, from the date of withholding of any amounts found to have been improperly withheld. 22. ERRORS AND OMISSIONS In the event of errors or omissions that are due to the negligence or professional inexperience of Consultant which result in expense to City greater than what would have resulted if there were not errors or omissions in the Work accomplished by Consultant, the additional design, construction and/or restoration expense shall be borne by Consultant. Nothing in this Section is intended to limit City's rights under the law or any other sections of this Agreement. Placeworks, Inc. Page 7 23. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS City reserves the right to employ other Consultants in connection with the Project. 24. CONFLICTS OF INTEREST 24.1 Consultant or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act") and/or Government Code §§ 1090 et seq., which (1) require such persons to disclose any financial interest that may foreseeably be materially affected by the Work performed under this Agreement, and (2) prohibit such persons from making, or participating in making, decisions that will foreseeably financially affect such interest. 24.2 If subject to the Act and/or Government Code §§ 1090 et seg., Consultant shall conform to all requirements therein. Failure to do so constitutes a material breach and is grounds for immediate termination of this Agreement by City. Consultant shall indemnify and hold harmless City for any and all claims for damages resulting from Consultant's violation of this Section. 25. NOTICES 25.1 All notices, demands, requests or approvals, including any change in mailing address, to be given under the terms of this Agreement shall be given in writing, and conclusively shall be deemed served when delivered personally, or on the third business day after the deposit thereof in the United States mail, postage prepaid, first- class mail, addressed as hereinafter provided. 25.2 All notices, demands, requests or approvals from Consultant to City shall be addressed to City at: Attn: Associate Planner Community Development Department City of Newport Beach 100 Civic Center Drive PO Box 1768 Newport Beach, CA 92658 25.3 All notices, demands, requests or approvals from City to Consultant shall be addressed to Consultant at: Attn: Dina El Chammas Placeworks, Inc. 3 MacArthur Place, Suite 1100 Santa Ana, CA 92707 Placeworks, Inc. Page 8 26. CLAIMS Unless a shorter time is specified elsewhere in this Agreement, before making its final request for payment under this Agreement, Consultant shall submit to City, in writing, all claims for compensation under or arising out of this Agreement. Consultant's acceptance of the final payment shall constitute a waiver of all claims for compensation under or arising out of this Agreement except those previously made in writing and identified by Consultant in writing as unsettled at the time of its final request for payment. Consultant and City expressly agree that in addition to any claims filing requirements set forth in the Agreement, Consultant shall be required to file any claim Consultant may have against City in strict conformance with the Government Claims Act (Government Code sections 900 et seq.). 27. TERMINATION 27.1 In the event that either party fails or refuses to perform any of the provisions of this Agreement at the time and in the manner required, that party shall be deemed in default in the performance of this Agreement. If such default is not cured within a period of two (2) calendar days, or if more than two (2) calendar days are reasonably required to cure the default and the defaulting party fails to give adequate assurance of due performance within two (2) calendar days after receipt of written notice of default, specifying the nature of such default and the steps necessary to cure such default, and thereafter diligently take steps to cure the default, the non -defaulting party may terminate the Agreement forthwith by giving to the defaulting party written notice thereof. 27.2 Notwithstanding the above provisions, City shall have the right, at its sole and absolute discretion and without cause, of terminating this Agreement at any time by giving no less than seven (7) calendar days' prior written notice to Consultant. In the event of termination under this Section, City shall pay Consultant for Services satisfactorily performed and costs incurred up to the effective date of termination for which Consultant has not been previously paid. On the effective date of termination, Consultant shall deliver to City all reports, Documents and other information developed or accumulated in the performance of this Agreement, whether in draft or final form. 28. STANDARD PROVISIONS 28.1 Recitals. City and Consultant acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Agreement. 28.2 Compliance with all Laws. Consultant shall, at its own cost and expense, comply with all statutes, ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal, whether now in force or hereinafter enacted. In addition, all Work prepared by Consultant shall conform to applicable City, county, state and federal laws, rules, regulations and permit requirements and be subject to approval of the Project Administrator and City. 28.3 Waiver. A waiver by either party of any breach, of any term, covenant or condition contained herein shall not be deemed to be a waiver of any subsequent breach Placeworks, Inc. Page 9 of the same or any other term, covenant or condition contained herein, whether of the same or a different character. 28.4 Integrated Contract. This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions herein. 28.5 Conflicts or Inconsistencies. In the event there are any conflicts or inconsistencies between this Agreement and the Scope of Services or any other attachments attached hereto, the terms of this Agreement shall govern. 28.6 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of the Agreement or any other rule of construction which might otherwise apply. 28.7 Amendments. This Agreement may be modified or amended only by a written document executed by both Consultant and City and approved as to form by the City Attorney. 28.8 Severability. If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect. 28.9 Controlling Law and Venue. The laws of the State of California shall govern this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange, State of California.. 28.10 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because race, religious creed, color, national origin, ancestry, physical handicap, medical condition, marital status, sex, sexual orientation, age or any other impermissible basis under law. 28.11 No Attorneys' Fees. In the event of any dispute or legal action arising under this Agreement, the prevailing party shall not be entitled to attorneys' fees. 28.12 Counterparts. This Agreement may be executed in two (2) or more counterparts, each of which shall be deemed an original and all of which together shall constitute one (1) and the same instrument. [SIGNATURES ON NEXT PAGE] Placeworks, Inc. Page 10 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTO NEY'S OFFICE Date: ' 29. 2's By: aro C. Ha 4.z9•zs wc, C Attorney ATTEST: Date: 7_• P- an CITY OF NEWPORT BEACH, a California municipal corporation Date: 3 �;O Z -27 By: G K. Leung y Manager CONSULTANT: Placeworks, Inc., a California corporation Date: Signed in Counterpart Bv: Robert Keith McCann Chief Executive Officer/Secretary/ Chief Financial Officer SIGNATURES] Attachments: Exhibit A — Scope of Services Exhibit B — Schedule of Billing Rates Exhibit C — Insurance Requirements Placeworks, Inc. Page 11 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTO NEY'S OFFICE Date: �' 2-q• 2-3 By:4Attorney -� 71-L aro L 29•ZS we C`tt ATTEST: Date: Leilani I. Brown City Clerk CITY OF NEWPORT BEACH, a California municipal corporation Date: By: Grace K. Leung City Manager CONSULTANT: Placeworks, Inc., a California corporation Date: 1-19 - 23 By: Robert Keith McCann Chief Executive Officer/Secretary/ Chief Financial Officer [END OF SIGNATURES] Attachments: Exhibit A — Scope of Services Exhibit B — Schedule of Billing Rates Exhibit C — Insurance Requirements Placeworks, Inc. Page 11 EXHIBIT SCOPE OF SERVICES Placeworks, Inc. Page A-1 Scope of Work TASK 1. PROJECT INITIATION Task 1.1 Kick -Off Meeting PlaceWorks' project manager and air quality specialist will participate in a project initiation/kick-off meeting with City staff and the project applicant to discuss the proposed project and the project goals and objectives; identify any data needs and gaps; identify roles and responsibilities; confirm the project approach, scope, and schedule; and document the review protocol to ensure that deliverables are consistent with the overall project timeline. For the meeting, PlaceWorks will initiate a discussion of the project's potential issues and opportunities as observed by City staff. PlaceWorks will prepare an agenda for discussion at the kick-off meeting. After the kick-off meeting, PlaceWorks will prepare and submit meeting notes and a refined project schedule. Deliverables: Kick-off Meeting Attendance (Project Manager and Air Quality specialist) » Agenda Meeting notes Refined schedule in Microsoft Project Task 1.2 Project Description A defensible CEQA document starts with a comprehensive and accurate project description. With information from the kick-off meeting, the project description prepared by SCS Engineers (dated September 27, 2022), resource documents, and data review, PlaceWorks will prepare a comprehensive project description that will comply with Section 15124 of the CEQA Guidelines and articulate the proposed development. The project description will also define the area of development, project design features, land use designations, and any pertinent access or infrastructure improvements. The project description will be supported with figures that will include the regional context, local context, aerial photograph, off - site improvements, etc. The project description will also identify the proposed project's required entitlements from the City and responsible agencies. PlaceWorks will submit the screencheck project description to the City for review. Upon receipt of comments, we will revise the project description, as needed, for inclusion in the IS/MND. February 8, 2023 (Updated June 8, 2023) 1 Page 4 Deliverables: » Project Description (electronic copy) » Revised Project Description (electronic copy) per City review comments Task 1.3 Tribal Consultation Initiation PlaceWorks can help with the tribal notification process pursuant to the requirements of Assembly Bill (AB) 52. PlaceWorks would request the list of tribes that are on the City's notification list and prepare notification letters for distribution. It is assumed that the City will manage the consultation process with pertinent tribes who have requested it. Compliance with tribal notification and consultation under AB 52 are the responsibilities of lead agencies under CEQA and PlaceWorks is available to assist with the additional consultation services, if desired, under a separate work authorization. A summary of all consultations and a subsequent evaluation for any potential impacts to tribal cultural resources (TCR) will be disclosed in the TCR section in the Draft IS/MND. All input received by the City should be made available to PlaceWorks for record keeping and ease of reporting. This task would be initiated as soon as possible to avoid unnecessary project delays. Deliverables: » Preparation and distribution of AB 52 notification letters TASK 2. TECHNICAL STUDIES PREPARATION Following are our approaches to the Air Quality, Energy, and Greenhouse Gas Emission Analyses to be completed by our in-house technical specialists. Task 2.1 Air Quality, Energy, and Greenhouse Gas Emissions Analysis PlaceWorks will prepare air quality, energy, and GHG emissions analyses to evaluate potential impacts from construction and operation of the proposed RNG plant. The analyses will be consistent with the current methodology of the South Coast AQMD and will use the latest California Emissions Estimator Model (CalEEMod). PlaceWorks' modeling is contingent on receipt of the applicant's draft air quality analysis for stationary emissions being prepared for the South Coast AQMD permit. The applicant has indicated that the air permit application will include the emissions estimates from the stationary sources and will be available when the CUP/CEQA process is complete. However, a defensible IS/MND will require a draft air quality analysis, as required for the permit application, including disclosure of the potential magnitude of stationary source emissions and the emission -control requirements anticipated by South Coast AQMD to reduce emissions from these permitted sources (and their control efficiencies). Based on prior experience, South Coast AQMD requests that the CEQA analysis cover the permit process and disclose these emissions and emissions controls within the CEQA document. To ensure that the CEQA document being prepared addresses the analysis needed for the City's CUP and South Coast AQMD's permit, and to help optimize the schedule and minimize work redundancy, we have included a February 8, 2023 (Updated June 8, 2023) 1 Page 5 coordination meeting in our scope of work with the City, applicant, and South Coast AQMD. As noted in the applicant's materials, it is anticipated that operation of the proposed project, including permitted emissions, would not exceed South Coast AQMD's thresholds and no significant unavoidable impacts would be identified. PlaceWorks' emissions analysis and the preliminary stationary source emissions analysis supplied by the applicant's air quality consultant will be incorporated into the IS/MND and modeling and will be included as a technical appendix. Mitigation measures to reduce potential impacts will be identified, as necessary. Construction Phase. PlaceWorks will provide an estimate of the short-term, project -related construction emissions. It is assumed that construction of the RNG plant and point of receipt pipeline extension to the Biofuels Coyote Canyon Biomethane facility would occur concurrently in one phase. Modeling assumptions will be developed based on the construction schedule for the project, construction duration, demolition (if applicable), and anticipated construction equipment for each construction subphase, as provided by the City/applicant (shown in Section 2.5 of the Project Description for Renewable Natural Gas Plant for Biofuels Coyote Canyon Biogas, dated September 27, 2022). Where information is unavailable, PlaceWorks will use CalEEMod defaults, as appropriate, and work with the City/applicant to develop the construction assumptions. The calculated project -related construction emissions will be compared to the South Coast AQMD regional significance thresholds for construction for development projects. Localized air pollution impacts from construction equipment exhaust and fugitive dust will be compared to South Coast AQMD's screening -level localized significance thresholds (LST) for their potential to elevate concentrations of air pollutants at the nearby land uses surrounding the project site. Operational Phase. The existing project site has a landfill gas (LFG) collection and control system that operates under an existing South Coast AQMD Title V permit. The proposed RNG plant would divert LFG from the former CCL to a new RNG plant to convert LFG to renewable natural gas for injection into SoCalGas' pipeline. The RNG plant would trigger review of the project by South Coast AQMD under their New Source Review (NSR) rules for stationary equipment. Criteria air pollutant emissions will be generated by South Coast AQMD permitted equipment for flaring of excess biogas as well as process emissions, including, but not limited to: • Thermal Oxidizer (TOX) • Emergency Enclosed Flare (800 hours per year) • Chiller, compressors, and CO2 separation unit (De-Oxo-unit) The applicant's Air quality Study only addresses criteria air pollutant emissions from stationary sources and will not address GHG emissions. As a result, PlaceWorks' staff will supplement the information received from the applicant with calculations for criteria air pollutants from mobile sources and GHG emissions from both permitted and mobile sources. PlaceWorks will estimate the increase in long-term criteria air pollutant and GHG emissions associated with the project's land use emissions (i.e., non -stationary, such as mobile sources) and will incorporate the analysis for stationary emissions provided by the applicant. As indicated previously, we will work closely with the City and the applicant to reduce schedule delays. Emission sources February 8, 2023 (Updated June 8, 2023) 1 Page 6 from the existing facility will not be calculated.' The operational phase criteria air pollutants emissions will be compared to South Coast AQMD's regional and LSTs. AQMP Consistency. The South Coast Air Basin (SoCAB) is designated as a nonattainment area under the California and/or federal ambient air quality standards (AAQS) for ozone and particulate matter (PM10 and PM2.5). SCAQMD is required to prepare an Air Quality Management Plan (AQMP) to provide strategies to achieve the federal AAQS by the attainment date. The IS/MND will include a consistency evaluation of the project's regional emissions to South Coast AQMD's AQMP. CO Hotspots. SoCAB has been designated in attainment for carbon monoxide (CO) under both the California and federal AAQS. For purposes of this scope and cost estimate, it is assumed that modeling of CO hotspots will not be required. Therefore, the air quality analysis will only include a qualitative assessment of CO hotspots. Odors. The proposed project would require removal of H2S and VOC (as well as CO2, N2, and 02) from the biogas prior to injection to SoCalGas' facilities. Waste gas, which includes the H2S2 and VOCs, are sent through a TOX for destruction to reduce odors. In addition, SoCalGas requires the RNG to be odorized prior to injection. The air quality section of the IS/MND will .identify potential sources of odor associated with the proposed project. PlaceWorks will coordinate with the applicant to identify measures to reduce odors and comply with South Coast AQMD Rule 402. Consistency with Energy and GHG Reduction Plans. To achieve the GHG reduction targets of Senate Bill (SB) 32 and AB 1279, the California Air Resources Board (CARB) has prepared the 2022 Scoping Plan. Expanding use of biogas is one of the primary strategies to achieve 100 percent of the State's Renewable Portfolio Standard (RIPS) and reduce methane (CH4) emissions from landfills. While components of the project would lead to an increase in GHG emissions, digesting biogas in an anaerobic digester will reduce CH4 emissions. LFG is often used to generate renewable electricity to achieve the State's RIDS (e.g., the former Coyote Canyon Energy facility, which ceased operations in 2015). The proposed RNG plant would refine the biogas to generate renewable natural gas for SoCalGas or RNG fuel for trucks. In both cases, the conversion of LFG to renewable electricity or renewable natural gas would be consistent with CARB's GHG reduction and energy goals. The environmental benefits for GHG reduction and energy generation will be described in the IS/MND. Project consistency with energy goals and GHG emissions -reduction strategies will be reviewed. Deliverables: » South Coast AQMD Coordination Meeting Attendance (Project Manager and Air Quality specialist) Air Quality, Energy, and GHG sections of the IS/MND and modeling as a technical appendix. TASK 3. TECHNICAL PEER REVIEW Following is our scope of work for peer review of the applicant -provided Noise analysis and Initial Aesthetics Planning Exhibits. 1 This includes temporary increases in landfill flaring associated with the existing operations during construction since it is assumed that the flaring for the existing LFG collection systems is covered under the existing Title V permit. 2 That which is not converted to elemental sulfur. February 8, 2023 (Updated June 8, 2023) 1 Page 7 Task 3.1 Noise Analysis PlaceWorks' noise and vibration specialist will conduct a third -party technical review of the applicant - prepared Noise Analysis for the proposed project. The review will confirm the use of accepted thresholds of significance, confirm that the technical modeling assumptions for construction and operational activities were conducted in accordance with industry standards and best practices, evaluate internal consistency between the modeling assumptions and the project description, and review recommended measures to reduce significant impacts of the project (if necessary). PlaceWorks will also determine if additional noise analysis is required. We will summarize the findings of the third -party technical evaluation in a memorandum. This scope of work assumes one round of peer review and comment. Deliverable: » Noise Analysis peer -review memorandum (in MS Word and PDF format) Task 3.2 Initial Aesthetics Planning Exhibits PlaceWorks will perform a peer review of the visual simulations provided by VisionScape Imagery. Our review will involve using SketchUp and Google Earth. A constructed conceptual massing model of the three proposed H2S Removal Vessel, Flare, and Thermal Oxidizer structures will be developed using SketchUp's Geo-location to orient the model for Google Earth. PlaceWorks will import the massing model into Google Earth Pro and use its 3D street view function to review views from the five locations used by VisionScape Imagery. The review will use the data created and compare the images to the visual simulations provided by VisionScape Imagery. PlaceWorks will prepare a summary analysis of the findings from the visual simulation to review and determine if the provided material depicts the proposed views accurately. PlaceWorks is available to assist with additional analysis, if needed, under a separate work authorization. Deliverables: » Initial Aesthetics Planning Exhibits peer -review memorandum (in MS Word and PDF format) TASK 4. ENVIRONMENTAL DOCUMENTATION Task 4.1 Screencheck Draft IS/MND The Screencheck Draft IS/MND will follow the City's format and will clearly identify and address the potential environmental issues facing the proposed project. It will be clearly written and avoid the use of technical jargon, to the extent possible, so that the document is easily understood. The IS will include: the project description, surrounding land use and setting, other required agency approvals, discussion of environmental evaluation, required notices, and references. PlaceWorks will partially rely on the Coyote Canyon Landfill Gas Recovery Demolition and Telecon Update (PA2016-091) IS/MND (dated August 2016) in the preparation of the project's IS/MND since information relating to existing conditions related to agriculture, forestry, cultural, mineral, and tribal cultural resources would not have changed substantially since the preparation of the 2016 document. The Screencheck Draft IS/MND will address each of the 20 environmental topics in Appendix G of the CEQA Guidelines, adopted December 28, 2018. • Aesthetics • Land Use and Planning • Agriculture and Forestry Resources • Mineral Resources February 8, 2023 (Updated June 8, 2023) 1 Page 8 • Air Quality • Biological Resources • Cultural Resources • Energy • Geology and Soils • Greenhouse Gas Emissions • Hazards and Hazardous Materials • Hydrology and Water Quality • Noise • Population and Housing • Public Services • Recreation • Transportation • Tribal Cultural Resources • Utilities and Service Systems • Wildfire Beyond the technical aspects of preparing the CEQA document, our approach to the IS/MND is to prepare a reader -friendly document that clearly explains why the impact is considered not significant or why the recommended mitigation measures reduce the impact to a less -than -significant level. To accomplish this, we will use a combination of narrative, figures, photographs, maps, tables, and other visual aids. Findings will be clearly substantiated in the IS for each environmental topic checklist question to conclude impacts as: (1) Potentially Significant, (2) Less than Significant with Mitigation Incorporated, (3) Less than Significant, or (4) No Impact. PlaceWorks will submit the Screencheck Draft IS/MND in Microsoft Word and PDF format with all figures, exhibits, and appendices for the City's review. Our schedule assumes that the City will require two weeks to review the Screencheck Draft IS/MND. Deliverable: Screencheck Draft IS/MND (in MS Word and PDF format) Task 4.2 Printcheck Draft IS/MND PlaceWorks will review and respond to the City's comments on the Screencheck Draft IS/MND and prepare a Printcheck Draft IS/MND. We assume that all City staff comments will be compiled into one tracked - changes IS/MND document and transmitted to PlaceWorks via email. As needed, PlaceWorks' project manager will participate in conference calls with City staff to go over comments, discuss and resolve any areas of concern in the Screencheck Draft IS/MND, clarify areas of misunderstanding, etc. We will prepare and submit the Printcheck Draft IS/MND as both a tracked -changes version and with all changes accepted (clean) to verify that all issues have been resolved. PlaceWorks will submit the Printcheck Draft IS/MND in Microsoft Word for review by the City, and in PDF format including all figures, exhibits, and appendices. Our schedule assumes that the City will require one week to review the Printcheck Draft IS/MND. Deliverable: » Printcheck Draft IS/MND (in MS Word and PDF format) Task 4.3 Public Review Draft IS/MND and Notice of Intent Task 4.3.1 Public Review Draft IS/MND PlaceWorks will revise the Printcheck Draft IS/MND per the City's comments and verify that all comments have been addressed. We assume that all City staff comments will be compiled into a single, tracked - changes document and transmitted to PlaceWorks via email. We anticipate that comments on the Printcheck Draft IS/MND will be editorial in nature and will not include major revisions to the analysis. February 8, 2023 (Updated June 8, 2023) 1 Page 9 W PlaceWorks will prepare a Public Review Draft IS/MND. The Public Review Draft IS/MND is the final copy of the IS/MND before it goes into reproduction. Modification to the scope of work, budget, and s may be necessary if additional screencheck reviews are required. Deliverables: » Public Review Draft IS/MND (in Word and PDF format) » Eight hard copies of the Public Review Draft IS/MND, with technical appendices on USB drives Task 4.3.2 Notice of Intent Upon approval of the Public Review Draft IS/MND, we will prepare a Notice of Intent (N01) pursuant to Section 15072(g) of the CEQA Guidelines and distribute it in compliance with CEQA Guidelines Section 15072(a). It is anticipated that the City will provide a mailing list of responsible and interested agencies, as well as owners within the project vicinity. PlaceWorks will be responsible for distribution of the N01 to the City - provided distribution list (assumes up to 150 mailings). It is assumed that the City will be responsible for any newspaper notices and site postings and will post the IS/MND and N01 on the City's website. PlaceWorks will submit the IS/MND and N01 to the County Clerk and the State Clearinghouse (through its CEQAnet Web Portal). Deliverables: Upload the IS/MND and N01 to the State Clearinghouse Submit N01 to the County Clerk of the Board of Supervisors Distribute N01 per agency distribution mailing list (150 mailings) TASK 5. RESPONSE TO COMMENTS Although a formal response to comments is not required for an IS/MND, we recommend preparing responses to ensure that all CEQA-related comments are adequately addressed in writing. PlaceWorks will prepare responses to public comments received during the 30-day IS/MND public review, as needed. The document will contain an introduction describing the public review process for the IS/MND, copies of all comment letters received, and written responses to comments. Responses will focus on comments that address the adequacy of the IS/MND. Comments that do not address the IS/MND adequacy will be noted as such, and no further response will be provided unless deemed necessary by City staff. PlaceWorks will prepare the responses in coordination with City staff. Modification to the scope of work, budget, and schedule may be necessary if comments received from agencies or the general public require substantially increasing the scope of impacts and issues that the IS/MND has addressed. Should this situation become apparent, we will discuss it with the City before the responses budget is consumed and determine an appropriate course of action. The response to comments will be submitted for one round of City review. Deliverable: » Response to Comments (in web -ready PDF and MS Word format) February 8, 2023 (Updated June 8, 2023) 1 Page 10 PLACEWORKS TASK 6. APPROVAL DOCUMENTS A Mitigation Monitoring and Reporting Program (MMRP) will be prepared in accordance with CEQA Section 21081.6. It will be in standard City format and will identify the significant impacts that would result from the proposed project, proposed mitigation measures for each impact, the timing at which the measures will need to be conducted, the entity responsible for implementing the mitigation measure, and the City department or other agency responsible for monitoring the mitigation effort and ensuring its success. The MMRP will be submitted for one round of City review. PlaceWorks will also prepare the Notice of Determination (NOD) file the NOD with the State Clearinghouse through its CEQAnet Web Portal, and with the County Clerk. Filing will occur within five days after the IS/MND adoption by the Newport Planning Commission (or City Council if the project is appealed or called for review). Our cost estimate includes requisite filling fees, including the County filing fee and the California Department of Fish and Wildlife filing fee. Deliverables: » MMRP (in MS Word and PDF format) » NOD (in web -ready PDF and MS Word formats) » Submit NOD to the County Clerk » Upload the IS/MND to the State Clearinghouse TASK 7. MEETINGS AND PUBLIC HEARINGS This task may be used for conference calls, meetings, and public hearings. For budgeting purposes, it is assumed that PlaceWorks' project manager will participate in up to two conference calls/meetings in addition to the kick-off meeting (Task 1.1) and the coordination meeting with South Coast AQMD (Task 2.1). The project manager will also attend up to two in -person public hearings. Budget is also included for a member of our technical team to attend two hearings. The PlaceWorks team will serve as an extension of City staff and will be prepared to make presentations and/or answer questions regarding the environmental document and impact analyses. Additional meeting attendance by PlaceWorks will be billed on a time -and -materials basis, in accordance with the hourly rates for the personnel involved. Deliverables: » One kick-off meeting (included in Task 1.1) » Two conference calls/meetings (Project Manager) » Two hearings (e.g., Planning Commission and, if needed, City Council) (Project Manager and Air Quality Specialist) TASK 8. PROJECT MANAGEMENT AND COORDINATION PlaceWorks will coordinate closely with the City to ensure the IS/MND is legally defensible, accurate, and useful to decision makers when considering the approval of the project. Project management responsibilities include scheduling tasks and assignments; managing resources; monitoring costs and adhering to the schedule; and coordinating and communicating with the project team to ensure compliance with policies, procedures, and any applicable codes. February 8, 2023 (Updated June 8, 2023) 1 Page 11 Our project management cost estimate is based on the time that we anticipate being active on this project. We have estimated an overall 32-week schedule for project management purposes and assumed 1.5 hours/week for our Project Manager and 0.5 hour/week for our Principal in Charge. If this schedule extends beyond PlaceWorks' control, a budget augment may be requested for this task. Proposed Schedule For purposes of this proposal and estimating project management effort, we have assumed a total project duration of 28 weeks from the Notice to Proceed to the preparation of the Final IS/MND. The primary driver for the schedule is the South Coast AQMD permit application process. We understand the level of work already completed by the applicant, appreciate the comprehensive project description that has been drafted, and look forward to developing a schedule and approach with South Coast AQMD to keep momentum going on the project and achieve both CEQA defensibility and South Coast AQMD permit requirements. We have assumed that the coordination meeting between South Coast AQMD, the City, the applicant, and PlaceWorks will take place three weeks after the Notice to Proceed and that PlaceWorks will receive the draft emissions and HRA prepared by the applicant for the South Coast AQMD permit six weeks after the Notice to Proceed. Once this data is received, the PlaceWorks team requires eight weeks to complete Tasks 2.1. February 8, 2023 (Updated June 8, 2023) 1 Page 12 ------------- -------- -------- -------- -------- I -------- -------- i ------------------ - - ------------------------ 4 ------------------- ---------------- ---------- ------------ ------ T ----------------- -------- ------------------- -- ------------- ---------------------------- ------------------- ....... ----- 4 ---------------------------- -------- I ----------- I I ----------- I -------- -- ----- i -------------- In ----- -------- 4 --------- ------ --------- ---------- ----------------- AIM ---------------------------- - ----- ------- -------- ------ - - -- ----- 4 ----------- ----------------- ------ ...... ----- ----------------------------- - ---- -------------------- -------- -------- ^ r C ^ C c � N C a n � �^, n dt a., ry _ m �� e s.W 21 :A4 Mq m m� SCHEDULE OF BILLING RATES Placeworks, Inc. Page B-1 Cost Estimate Our 2023 billing rates are shown in the table below followed by our proposed cost sheet. PlaceWorks - 2023 Standard Fee Schedule Staff Level I Hourly Bill Rate Principal $210—$335 Associate Principal $195—$275 Senior Associate II $170—$260 Senior Associate 1 $160—$215 Associate II $135—$190 Associate 1 $125—$175 Project Planner Planner Graphics Specialist Administrator Clerical/Word Processing/Technical Editor Intern $105—$165 $90—$145 $90—$155 $145—$200 $45—$150 $80—$115 Subconsultants are billed at cost plus 10%. Mileage reimbursement rate is the standard IRS -approved rate. Possible yearly increase of 5%on bill rates. 2023_v.l_(01-09-23( February 8, 2023 (Updated June 8, 2023) 1 Page 15 THE PLACEWORKS TEAM CEQA Documentation for a New Landfill Gas to Energy Plant at 20662 Newport Coast Drive REIMBURSABLE EXPENSES IWANNING AND GENERAL EXPENSES Item Mileage FIXED $ AMT. PER Unit Cost: LINE ITEM $0.66 $0.00 $0.00 $0.00 TOTAL Santa Ana to Newport Beach - 10 roundtrips @ .66/mi. 180 118 0 Subtotal Planning/Design Expenses 118 ENVIRONMENTAL EXPENSES Item Overnight Mailings $ AMT. PER, Unit Cost: LINE ITEM $25.00 Certified Mailings $6.00 CDs Initial Study $10.00 $25.00 TOTAL Public Review Draft IS/MND 2 8 8 292 NO1 30 3 255 AB 52 Letters 5 30 Miscellaneous Copies 500 500 Dispersion Model Fee 0 EDR Fee 300 300 NOD Filing Fee 50 50 CDFW Fee 3,839 3,839 Subtotal Environmental Expenses 5,266 NOTES: Mileage is billed at the current IRS -approved rate. PLACEWORKS EXHIBIT C INSURANCE REQUIREMENTS — PROFESSIONAL SERVICES 1. Provision of Insurance. Without limiting Consultant's indemnification of City, and prior to commencement of Work, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City. Consultant agrees to provide insurance in accordance with requirements set forth here. If Consultant uses existing coverage to comply and that coverage does not meet these requirements, Consultant agrees to amend, supplement or endorse the existing coverage. 2. Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. 3. Coverage Requirements. A. Workers' Compensation Insurance. Consultant shall maintain Workers' Compensation Insurance, statutory limits, and Employer's Liability Insurance with limits of at least one million dollars ($1,000,000) each accident for bodily injury by accident and each employee for bodily injury by disease in accordance with the laws of the State of California, Section 3700 of the Labor Code. Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its City Council, boards and commissions, officers, agents, volunteers and employees. B. General Liability Insurance. Consultant shall maintain commercial general liability insurance, and if necessary umbrella liability insurance, with coverage at least as broad as provided by Insurance Services Office form CG 00 01, in an amount not less than one million dollars ($1,000,000) per occurrence, two million dollars ($2,000,000) general aggregate. The policy shall cover liability arising from premises, operations, personal and advertising injury, and liability assumed under an insured contract (including the tort liability of another assumed in a business contract). C. Automobile Liability Insurance. Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of Consultant arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non -owned or rented vehicles, in an amount not less than one million dollars ($1,000,000) combined single limit each accident. Placeworks, Inc. Page C-1 D. Professional Liability (Errors & Omissions) Insurance. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of one million dollars ($1,000,000) per claim and two million dollars ($2,000,000) in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the Effective Date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less than three years after completion of the Services required by this Agreement. 4. Other Insurance Requirements. The policies are to contain, or be endorsed to contain, the following provisions: A. Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this Agreement shall be endorsed to waive subrogation against City, its City Council, boards and commissions, officers, agents, volunteers and employees or shall specifically allow Consultant or others providing insurance evidence in compliance with these requirements to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers from each of its subconsultants. B. Additional Insured Status. All liability policies including general liability, excess liability, pollution liability, and automobile liability, if required, but not including professional liability, shall provide or be endorsed to provide that City, its City Council, boards and commissions, officers, agents, volunteers and employees shall be included as insureds under such policies. C. Primary and Non Contributory. All liability coverage shall apply on a primary basis and shall not require contribution from any insurance or self-insurance maintained by City. D. Notice of Cancellation. All policies shall provide City with thirty (30) calendar days' notice of cancellation (except for nonpayment for which ten (10) calendar days' notice is required) or nonrenewal of coverage for each required coverage. 5. Additional Agreements Between the Parties. The parties hereby agree to the following: A. Evidence of Insurance. Consultant shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers' compensation and other endorsements as specified herein for each coverage. Insurance certificates and endorsement must be approved by City's Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. At least Placeworks, Inc. Page C-2 fifteen (15) days prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or reduced, Consultant shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies. City reserves the right to require complete, certified copies of all required insurance policies, at any time. B. City's Right to Revise Requirements. City reserves the right at any time during the term of the Agreement to change the amounts and types of insurance required by giving Consultant sixty (60) calendar days' advance written notice of such change. If such change results in substantial additional cost to Consultant, City and Consultant may renegotiate Consultant's compensation. C. Right to Review Subcontracts. Consultant agrees that upon request, all agreements with subcontractors or others with whom Consultant enters into contracts with on behalf of City will be submitted to City for review. Failure of City to request copies of such agreements will not impose any liability on City, or its employees. Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that City is an additional insured on insurance required from subcontractors. For CGL coverage, subcontractors shall provide coverage with a format at least as broad as CG 20 38 04 13. D. Enforcement of Agreement Provisions. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non-compliance with any requirement imposes no additional obligations on City nor does it waive any rights hereunder. E. Requirements not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Consultant maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. F. Self -insured Retentions. Any self -insured retentions must be declared to and approved by City. City reserves the right to require that self -insured retentions be eliminated, lowered, or replaced by a deductible. Self- Placeworks, Inc. Page C-3 insurance will not be considered to comply with these requirements unless approved by City. G. City Remedies for Non -Compliance. If Consultant or any subconsultant fails to provide and maintain insurance as required herein, then City shall have the right but not the obligation, to purchase such insurance, to terminate this Agreement, or to suspend Consultant's right to proceed until proper evidence of insurance is provided. Any amounts paid by City shall, at City's sole option, be deducted from amounts payable to Consultant or reimbursed by Consultant upon demand. H. Timely Notice of Claims. Consultant shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant's performance under this Agreement, and that involve or may involve coverage under any of the required liability policies. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City. Consultant's Insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work. Placeworks, Inc. Page C-4 N @ ` 0 12 'a CL - Q W W Cn m m 0 0 o '� s N � '= U U) � •fl. N Cc E a. b M � V M 7 C O ^— T O O C t0 ly M U C Qi G W a d a, cu Q U � iJi C CL. O h M C " `p C? ® Ri O 6 �61 C - s15 LL d —� Cl. M Cf) U fs cm