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2200 - Moore Iacofano Goltsman, Inc. (MIG, Inc.) - Land Use and Environmental Consulting CITY OF ROSEMEAD PROFESSIONAL SERVICES AGREEMENT 1. PARTIES AND DATE. This Agreement is made and entered into this 23rd day of August, 2016 by and between the City of Rosemead, a municipal organization organized under the laws of the State of California with its principal place of business at 8838 E. Valley Boulevard, Rosemead, California 91770("City") and Moore lacofano Goltsman, Inc. (MG, Inc.), a corporation with its principal place of business at 800 Hearst Avenue, Berkeley, CA 94710 ("Consultant") ("Consultant"). City and Consultant are sometimes individually referred to herein as"Party" and collectively as "Parties." 2. RECITALS. 2.1 Consultant. Consultant desires to perform and assume responsibility for the provision of certain professional services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing professional enviormental services to public clients, is licensed in the State of California, and is familiar with the plans of City. 2.2 Project. City desires to engage Consultant to render professional land use and environmental consulting services for the proposed mixed use project known as ("Project") and referred to as the Garvey Earle Plaza as set forth in this Agreement. 3. TERMS. 3.1 Scope of Services and Term. 3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional environmental consulting services necessary for the Project ("Services"). The Services are more particularly described in Exhibit"A"attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. 3.1.2 Term. The term of this Agreement shall be from August 23, 2016 to March 23, 2017, unless earlier terminated as provided herein. Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. MIG, Inc. Page 2 of 23 3.2 Responsibilities of Consultant. 3.2.1 Control and Payment of Subordinates; Independent Contractor. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee. Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant's exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. 3.2.2 Schedule of Services. Consultant shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the Schedule of Services set forth in Exhibit "B" attached hereto and incorporated herein by reference. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant's conformance with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. 3.2.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City. 3.2.4 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below,any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent,a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the City. The key personnel for performance of this Agreement are as follows: Christopher Brown (Director of Environmental Services for MIG Riverside Office). 3.2.5 City's Representative. The City hereby designates the Community Development Director or her designee, to act as its representative for the performance of this Agreement("City's Representative"). City's Representative shall have the power to act on behalf of the City for all purposes under this Contract. Consultant shall not accept direction or orders from any person other than the City's Representative or his or her MIG, Inc. Page 3 of 23 designee. 3.2.6 Consultant's Representative. Consultant hereby designates Christopher Brown or his designee, to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultants Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. 3.2.7 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times. 3.2.8 Standard of Care; Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein. Any employee of the Consultant or its sub-consultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project. 3.2.9 Laws and Regulations. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If the Consultant performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply MIG, Inc. Page 4 of 23 with such laws, rules or regulations. 32.10 Insurance. 3.2.10.1 Time for Compliance. Consultant shall maintain, prior to the beginning of and for the direction of this Agreement, insurance coverage as specified in Exhibit "D" attached to and part of this agreement. 3.2.11 Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and life saving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring,equipment and other safety devices,equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. 3.3 Fees and Payments. 3.3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "C" attached hereto and incorporated herein by reference. The total compensation shall not exceed thirty-nine thousand two hundred five dollars ($39205) without advance written approval of the Community Development Director. Extra Work may be authorized, as described below, and if authorized,will be compensated at the rates and manner set forth in this Agreement. 3.3.2 Payment of Compensation. Consultant shall submit to City a monthly itemized statement which indicates work completed and hours of Services rendered by Consultant. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within 45 days of receiving such statement, review the statement and pay all approved charges thereon. 3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City. 3.3.4 Extra Work. At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Consultant shall not perform, nor be compensated for, Extra Work without MIG, Inc. Page 5 of 23 written authorization from City's Representative. 3.3.5 Prevailing Wages. Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 1600, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on `public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. City shall provide Consultant with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant's principal place of business and at the project site. Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 3.4 Accounting Records. 3.4.1 Maintenance and Inspection. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 3.5 General Provisions. 3.5.1 Termination of Agreement. 3.5.1.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7)days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause. 3.51.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the MIS, Inc. Page 6 of 23 request. 3.5.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. 3.5.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address,or at such other address as the respective parties may provide in writing for this purpose: CONSULTANT: MIG Riverside Office 1500 Iowa Avenue, Suite 110 Irvine, CA 92620 Attn: Christopher Brown, Director of Environmental Services CITY: City of Rosemead 8838 Valley Boulevard Rosemead, CA 91770 Attn: Lily T. Valenzuela, City Planner Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.5.3 Ownership of Materials and Confidentiality. 3.5.3.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy,use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement("Documents& Data"). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents&Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents& Data which were prepared by design professionals other than Consultant or provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. MIG, Inc. Page 7 of 23 3.5.3.2 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents and Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City. 3.5.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement. 3.5.5 Attorney's Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement,the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and all other costs of such action. 3.5.6 Indemnification. Consultant shall defend, indemnify and hold the City, its officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any alleged acts, omissions or willful misconduct of Consultant, its officials, officers, employees,agents,consultants and contractors arising out of or in connection with the performance of the Services,the Project or this Agreement, including without limitation the payment of all consequential damages and attorneys fees and other related costs and expenses. Consultant shall defend, at Consultant's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials, officers, employees, agents or volunteers. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, agents or volunteers, in any such suit, action or other legal proceeding. Consultant shall reimburse City and its directors, officials, officers, employees,agents and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials officers, employees, agents or volunteers. 3.5.7 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties. MIG, Inc. Page 8 at 23 3.5.8 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Los Angeles County. 3.5.9 Time of Essence. Time is of the essence for each and every provision of this Agreement. 3.5.10 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project. 3.5.11 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties. 3.5.12 Assignment or Transfer. Consultant shall not assign, hypothecate, or transfer, either directly or by operation of law,this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. 3.5.13 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement,the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subcontractors of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement. 3.5.14 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. 3.5.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise. 3.5.16 No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties. 3.5.17 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. MIG, Inc. Page 9 of 23 3.5.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant,to solicit or secure this Agreement. Further,Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Consultant further agrees to file, or shall cause its employees or subconsultants to file, a Statement of Economic Interest with the City's Filing Officer as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.5.19 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted. 3.5.20 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 3.5.21 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute,deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party. 3.5.22 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. 3.6 Subcontracting. 3.6.1 Prior Approval Required. Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. MIG, Inc. Page 10 of 23 CITY OF ROSEMEAD MIG, C Byt & 1keill wBy: Adi •;/ Sandra Armenia, Maydr City of Rosemead ��� Name:b CCU' i .41 �`�qqtitO Attest: -Dn . /r IYytv • arc Donohue City Clerk [If Corporation, TWO SIGNATURES, President OR Vice President AND Secretary, AND CORPORATE SEAL OF CONTRACTOR REQUIRED] Approved as to Form: By: Cfrolyill G ,z] Name: °VAS`(n) M UT=te4FE N-tn� Rachel Richman, City Attorney Burke, Williams & Sorensen, LLP Title: &c,Acirfri MIG, Inc. Page 11 of 23 EXHIBIT"A" SCOPE OF SERVICES MIG proposes the following work product to prepare the environmental document for the project. Work Proposal Initial Study Scope Phase 1: Technical Review and Project Description MIG will review the project plans and prepare all technical reports for the project. We will prepare a memorandum, if necessary, identifying any deficiencies or concerns related to the project data and its ability to support preparation of the Initial Study. The project description will concisely articulate the key features of the project, including: (1) regional and local setting; (2) project history; (3) project objectives; (4) project characteristics, and (5) intended uses of the Initial Study including a list of lead, responsible, and other agencies expected to use the document in decision making (if applicable) and a list of approvals for which the Initial Study will be used. A draft project description will be submitted for review and comment by City staff to ensure that the description presented throughout the Initial Study is properly representative of the proposed project and reflects the same understanding by all team members with regard to the environmental issues that will be screened from the further review or may require additional analysis. MIG will respond to one round of one consolidated set of comments on the project description. Any changes to the project description after approval by the City will likely require budget and schedule adjustments commensurate with the degree of changes to the project. Phase 2: Technical Reports MIG will prepare technical reports for the project as commented on during the pre- application review of the project. Air Quality/Greenhouse Gas Assessment MIG will prepare an Air Quality and Climate Change Assessment to analyze the following (please see Attachment A for the Terms of Agreement for preparation of our air quality studies): • Consistency with the Air Quality Management Plan (AQMP) • Construction and demolition emissions • Comparison of existing conditions to proposed use • Long-term emissions associated with project mobile, operational, and area sources • Carbon monoxide hotspots • Odors • Cumulative Impacts MIG, Inc. Page 12 of 23 Noise MIG will prepare a noise study that will include analysis of construction noise and vibration impacts on noise sensitive receptors in the project vicinity. Operational impacts related to increases in traffic will be analyzed. Mitigation will be identified to reduce noise impacts to less than significant levels, where possible and necessary. Cultural Resources MIG will conduct a Cultural and Paleontological Resources Records search, a Sacred Lands File and Follow-up Native American Consultation, a Pedestrian Field Survey and will also prepare a Phase I Cultural Resources Technical Report to determine if the presence of any cultural resources have been identified in the project vicinity (see Attachment B for a detailed scope of work). Traffic The traffic impact analysis by Kunzman Associates will consist of preparing an objective report suitable for submission to the reviewing agency. The report will be prepared in accordance with accepted professional transportation engineering standards. The final illustrated report will summarize the traffic impact analysis findings, methodology, and supportive data. It will quantify existing traffic conditions, traffic conditions upon project completion, and recommend mitigation measures. Specifically, the focused traffic analysis will consist of (1) discussing the proposed development with the applicant; (2) submitting a scoping agreement/memorandum of understanding, including assumptions and methodology, for governmental agency approval; (3) conducting a study area field survey of intersection traffic control devices, intersection approach lanes, and roadway link through travel lanes; (4) documenting existing traffic conditions; (5) obtaining weekday morning/evening peak period turning movement counts at the study area intersections; (6) determining project trip generation based upon the Institute of Transportation Engineers, Trip Generation Manual, 9th Edition, 2012; (7) distributing the project trip generation to the street system; (8) determining the project's traffic impacts; (9) analyzing study area intersection Levels of Service; (10) examining internal circulation including emergency vehicle access; (11) mitigating the impacts, if necessary; and (12) preparing a written letter-report that is stamped and signed by a Registered Engineer in the State of California.The focused traffic analysis will include calculation of intersection delay utilizing the Highway Capacity Manual methodology at up to two (2) study area intersections during the peak hours for existing conditions as well as with the proposed project. Phase 3: Initial Study This phase includes preparation of an Initial Study to determine if an ER or an MND will be the appropriate environmental clearance documentation for the project pursuant to the California Environmental Quality Act (CEQA). We assume that at a minimum a site plan, elevations, and estimates on import/export of soil will be provided by the City. Other submittal requirements requested by the City will also be forwarded to MIG for inclusion in the environmental analysis. It is further assumed that sufficient information concerning the local water, sewer, and storm drainage systems and local public services will be provided by City Staff in response to our inquiries. MIG, Inc. Page 13 of 23 MIG will coordinate with the City to refine and confirm the project description. We will then prepare a fully annotated Initial Study checklist, with explanatory responses to the 80+ questions,sufficient to analyze the environmental effects of the project. Electronic copies of the completed Initial Study will be submitted for review and comment by the City. Please note that any changes to the project after completion of the project description could require schedule and budget adjustments to incorporate the changes into the Initial Study. The budget assumes that MIG will respond to one round of City comments on the administrative draft Initial Study before finalizing the draft for public review and comment. Preparation of the Initial Study is subject to the Terms of Agreement. Mitigated Negative Declaration Scope Phase 3A: Draft Mitigated Negative Declaration If the Initial Study supports adoption of a Mitigated Negative Declaration (MND), MIG will package the Initial Study for circulation as an MND including any special MND forms that the City of Rosemead may require. If no specialty forms are required, then Section 2 (Environmental Determination) of the Initial Study will serve as the MND for the project.We will have the Environmental Determination signed by the City for inclusion in the Initial Study.This phase includes completion of the Mandatory Findings of Significance consistent with the adoption of the MND. Phase 3B: Notice of Intent MIG will prepare a Notice of Intent to Adopt a Mitigated Negative Declaration (NOI) for public circulation to request comments on the Initial Study. We will complete the standard NOI form or use a preferred template from the City. This phase includes circulation of the Initial Study and MND for public review. We will mail an electronic copy of the Initial Study and MND to up to 50 agency recipients or other entities included on the City of Rosemead's standard environmental distribution list. If the City requires circulation to surrounding properties, we will mail a notice to properties within the required distance of the project site. We anticipate a 30-day review period will be required and will thus send the document to the State Clearinghouse. We assume that the City will post the NOI at City Hall and in the local newspaper (if required) in accordance with their own policies for CEQA implementation. Phase 3C: Response to Comments At the conclusion of the public review and comment period, MIG will prepare written responses to comments concerning the adequacy of the environmental impact analysis, if necessary and requested by the City. Individual responses would be at the discretion of the City as they are not required by CEQA. If minor revisions, corrections, or clarifications to the Initial Study are warranted, we will make those changes and compile a final Initial Study for adoption by the City decision-makers. MIG will also prepare a Mitigation Monitoring and Reporting Program, pursuant to Section 15097 of the CEQA Guidelines. Phase 3D: Hearings MIG will attend meetings and hearings as requested by the City, at cost of time and materials. This task will also include periodic coordination with the City Staff, including MIG, Inc. Page 14 of 23 conference calls. For budgeting purposes, this proposal assumes a MIG team member will attend one City of Rosemead Planning Commission and/or City Council meeting leading to project approval. Phase 3E: Notice of Determination Within five days of approval of the project, MIG will prepare and file the Notice of Determination (NOD) with the County, provided the City of Rosemead permits us to do so. Phase 4: Environmental Impact Report Environmental Impact Report Scope Phase 4A: Notice of Preparation If the results of the Initial Study identify the need for an EIR, or if the City requires preparation of an EIR in light of controversy, MIG will prepare a Notice of Preparation of a Draft Environmental Impact Report (NOP) in accordance with Section 15082 of the State CEQA Guidelines to announce the City's determination that an EIR will be prepared and to request comments concerning the scope of issues to be addressed in the EIR.The primary purpose of an NOP is to solicit comments from other governmental entities that may have jurisdiction and/or interest involving the environmental resources that may be affected by the project in order to define their area of authority, issues of concern, and to suggest approaches to avoid or reduce the potentially adverse effects of the proposed project. The NOP also provides an opportunity to involve special interest groups, local residents and businesses, and the community at large in the scoping process. MIG will produce and distribute printed and electronic copies of the NOP in accordance with a distribution list to be developed in consultation with the City. Distribution of the NOP will initiate a 30-day review and comment period. MIG will address all relevant comments related to potential environmental impacts raised through the NOP in the EIR. This phase does not include hosting of a scoping meeting; however, MIG can host such a meeting at the City's request and with Client approval at cost of time and materials. Phase 4B: Draft EIR A project-level EIR will be prepared with an anticipated focus on impacts involving aesthetics, air quality, biological resources, cultural resources, greenhouse gases, hazards and hazardous materials, hydrology and water quality, land use and planning, noise, transportation and traffic, and utilities and service systems. This task consists of preparation, production, submittal, review and comment by City Staff, and document revisions for the Administrative Draft EIR. MIG will address one round of comments from the City. Immediately following City Staff review and comment on the Administrative Draft EIR, MIG will prepare the Draft EIR (DEIR). Phase 4C: Notice of Availability MIG will prepare a Notice of Completion (NOC) for submittal to the State Clearinghouse and will prepare a Notice of Availability (NOA) to be transmitted to other government and quasi-governmental agencies, special interest groups, and interested persons that have MIG, Inc. Page 15 of 23 requested notification of environmental documents prepared for projects under City review. This proposal assumes the City will publish the NOA in a local newspaper of general circulation and post it at the usual locations where planning actions are announced to the public. Circulation of the DEIR will initiate a mandatory 45-day public review period. Phase 4D: Final EIR A Final EIR (FEIR) will be prepared pursuant to Section 15132 of CEQA Guidelines. The main purpose of a Final ER (FEIR) is to present comments received on the adequacy of the DEIR and the City's written responses to those comments.The FEIR would also include an erratum to address corrections and clarifications to the DEIR and a Mitigation Monitoring Reporting Program (MMRP), as detailed below. MIG will provide up to 15 printed copies of the FEIR for distribution to the City Board of Directors. Any additional copies can be provided at cost of labor and materials.This proposal assumes the County will prepare and file the Notice of Determination (NOD) with the appropriate fees. Phase 4E: Hearings MIG will attend meetings and hearings as requested by the City. For budgeting purposes, this proposal assumes attendance at the following milestone meetings and hearings: • Project Initiation: A project "kick-off' meeting to discuss the project description and scheduling objectives,and receive required materials. MIG will also visit the project site and take photos to include in the ER. • Two meetings with City staff to address specific issues of concern as the EIR is being prepared • Responses to Comments: Meet with staff to discuss public comments concerning the DEIR and devise a strategy for responses. • Public Hearings: MIG's project manager and/or primary analyst will attend three public hearings leading to certification of the Final DR assumed to include one City Board of Directors meeting. Attendance at additional meetings or hearings is not covered by this task budget;therefore, this would require City authorization and payment of additional fees for the non-budgeted staff time and travel expenses involved. Phase 4F: Notice of Determination Within five days of approval of the project, MIG will prepare and file the Notice of Determination (NOD) with the County, provided the City permits us to do so. MIG, Inc. Page 16 of 23 EXHIBIT"B" SCHEDULE OF SERVICES Schedule Based on the proposed scope of work, we anticipate the technical studies and Initial Study will be completed in eight to ten weeks from authorization to proceed.We will complete the administrative draft of the Initial Study within two weeks of completion of the traffic study. Depending on the level of environmental clearance required by the City, preparation and adoption of an MND will take approximately two to three months including mandatory public review and City review cycles. If an BR is required, it could take between six months to a year to complete the process including mandatory 105-day (NOP) and 45-day review (DEIR) periods, the City review and potential third party review, and hearings. MIG, Inc. Page 17 of 23 EXHIBIT"C" COMPENSATION Mitigated Negative Declaration Budget Budget The base cost to prepare the technical reports and Initial Study as required by the City is estimated to cost$34,155. Upon agreement and/or determination by the City of Rosemead as to the type of environmental clearance necessary for the project, we have provided budget estimates below based on their decision. The cost to prepare a Mitigation Negative Declaration (MND) is estimated at $5,050 for a total of $39,205. The cost to conduct the analysis and prepare an Environmental Impact Report (El R) including time and materials is estimated at $45,000 for a total of $79,155. Payments are due and payable to MIG, 1500 Iowa Avenue, Suite 110, Riverside, California 92507. Expenses will be billed at cost plus ten percent for administrative costs.As the project progresses, if there is a change in scope or additional time and efforts are needed, an amendment to the budget will be requested before proceeding. Summary budgets are provided below. Initial Study Phase Description Cost 1 Project Description 53,000 2 Technical Reports Review $1,000 Air Quality $3,000 Noise $3,500 Cultural Resources $8,055 Traffic $3,600 3 Initial Study $10,000 Expenses $2000 Total $34,155 /J Mitigated Negative Declaration Environmental Impact Report Phase Description :-Cost Phase Description Cost 3A MND $1,000 4A NOP $2,000 38 NOI $1,500 4B DEIR $25,000 3C RTC $1,000 4C NOA $5,000 3D Hearings $800 4D FEIR $5,000 MIG, Inc. Page 18 of 23 3E NOD $500 4E Hearings $1,500 4F NOD $500 Expenses $250 Expenses $6,000 MND Subtotal $5,050 EIR Subtotal $45,000 GRAND TOTAL $39,205 GRAND TOTAL $79,155 The coordination with the completion of the special studies that are provided by the project applicant, including any response to comments, shall be provided by others. MIG, Inc. Page 19 of 23 EXHIBIT "D" INSURANCE REQUIREMENTS Prior to the beginning of and throughout the duration of the Work, Consultant will maintain insurance in conformance with the requirements set forth below. Consultant will use existing coverage to comply with these requirements. If that existing coverage does not meet the requirements set forth here, Consultant agrees to amend,supplement or endorse the existing coverage to do so. Consultant acknowledges that the insurance coverage and policy limits set forth in this section constitute the minimum amount of coverage required. Any insurance proceeds available to City in excess of the limits and coverage required in this agreement and which is applicable to a given loss, will be available to City. Consultant shall provide the following types and amounts of insurance: Commercial General Liability Insurance using Insurance Services Office "Commercial General Liability"policy form CG 00 01 or the exact equivalent. Defense costs must be paid in addition to limits. There shall be no cross liability exclusion for claims or suits by one insured against another. Limits are subject to review but in no event less than $1,000,000 per occurrence. Business Auto Coverage on ISO Business Auto Coverage form CA 00 01 including symbol 1 (Any Auto) or the exact equivalent. Limits are subject to review, but in no event to be less that $1,000,000 per accident. If Consultant owns no vehicles, this requirement may be satisfied by a non-owned auto endorsement to the general liability policy described above. If Consultant or Consultant's employees will use personal autos in any way on this project, Consultant shall provide evidence of personal auto liability coverage for each such person. Workers Compensation on a state-approved policy form providing statutory benefits as required by law with employer's liability limits no less than $1,000,000 per accident or disease. Excess or Umbrella Liability Insurance (Over Primary) if used to meet limit requirements, shall provide coverage at least as broad as specified for the underlying coverages. Any such coverage provided under an umbrella liability policy shall include a drop down provision providing primary coverage above a maximum$25,000 self-insured retention for liability not covered by primary but covered by the umbrella. Coverage shall be provided on a'pay on behalf' basis, with defense costs payable in addition to policy limits. Policy shall contain a provision obligating insurer at the time insured's liability is determined, not requiring actual payment by the insured first. There shall be no cross liability exclusion precluding coverage for claims or suits by one insured against another. Coverage shall be applicable to City for injury to employees of Consultant, subconsultants or others involved in the Work. The scope of coverage provided is subject to approval of City following receipt of proof of insurance as required herein. Limits are subject to review but in no event less than $1,000,000 per occurrence. Professional Liability or Errors and Omissions Insurance as appropriate shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of MIG, Inc. Page 20 of 23 the consultant and "Covered Professional Services" as designated in the policy must specifically include work performed under this agreement. The policy limit shall be no less than $1,000,000 per claim and in the aggregate. The policy must "pay on behalf of" the insured and must include a provision establishing the insurer's duty to defend. The policy retroactive date shall be on or before the effective date of this agreement. Insurance procured pursuant to these requirements shall be written by insurers that are admitted carriers in the state of California and with an A.M. Bests rating of A-or better and a minimum financial size VII. General conditions pertaining to provision of insurance coverage by Consultant. Consultant and City agree to the following with respect to insurance provided by Consultant: 1. Consultant agrees to have its insurer endorse the third party general liability coverage required herein to include as additional insureds City, its officials, employees and agents, using standard ISO endorsement No. CG 2010 with an edition prior to 1992. Consultant also agrees to require all contractors, and subcontractors to do likewise. 2. No liability insurance coverage provided to comply with this Agreement shall prohibit Consultant, or Consultant's employees, or agents, from waiving the right of subrogation prior to a loss. Consultant agrees to waive subrogation rights against City regardless of the applicability of any insurance proceeds, and to require all contractors and subcontractors to do likewise. 3. All insurance coverage and limits provided by Contractor and available or applicable to this agreement are intended to apply to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City or its operations limits the application of such insurance coverage. 4. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. 5. No liability policy shall contain any provision or definition that would serve to eliminate so-called"third party action over'claims, including any exclusion for bodily injury to an employee of the insured or of any contractor or subcontractor. 6. All coverage types and limits required are subject to approval, modification and additional requirements by the City, as the need arises. Consultant shall not make any reductions in scope of coverage (e.g. elimination of contractual liability or reduction of discovery period) that may affect City's protection without City's prior written consent. 7. Proof of compliance with these insurance requirements, consisting of certificates of insurance evidencing all of the coverages required and an additional insured endorsement to Consultant's general liability policy, shall be delivered to City at or prior to the execution of this Agreement. In the event such proof of any insurance is MIG, Inc. Page 21 of 23 not delivered as required, or in the event such insurance is canceled at any time and no replacement coverage is provided, City has the right, but not the duty, to obtain any insurance it deems necessary to protect its interests under this or any other agreement and to pay the premium. Any premium so paid by City shall be charged to and promptly paid by Consultant or deducted from sums due Consultant, at City option. 8. Certificate(s) are to reflect that the insurer will provide 30 days notice to City of any cancellation of coverage. Consultant agrees to require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, or that any party will "endeavor" (as opposed to being required) to comply with the requirements of the certificate. 9. It is acknowledged by the parties of this agreement that all insurance coverage required to be provided by Consultant or any subcontractor, is intended to apply first and on a primary, noncontributing basis in relation to any other insurance or self insurance available to City. 10.Consultant agrees to ensure that subcontractors, and any other party involved with the project who is brought onto or involved in the project by Consultant, provide the same minimum insurance coverage required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request,all agreements with subcontractors and others engaged in the project will be submitted to City for review. 11.Consultant agrees not to self-insure or to use any self-insured retentions or deductibles on any portion of the insurance required herein and further agrees that it will not allow any contractor, subcontractor, Architect, Engineer or other entity or person in any way involved in the performance of work on the project contemplated by this agreement to self-insure its obligations to City. If Consultant's existing coverage includes a deductible or self-insured retention, the deductible or self- insured retention must be declared to the City. At that time the City shall review options with the Consultant, which may include reduction or elimination of the deductible or selfinsured retention, substitution of other coverage, or other solutions. 12.The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the City will negotiate additional compensation proportional to the increased benefit to City. 13.For purposes of applying insurance coverage only, this Agreement will be deemed to have been executed immediately upon any party hereto taking any steps that can be deemed to be in furtherance of or towards performance of this Agreement. MIG, Inc. Page 22 of 23 14.Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non-compliance with any insurance requirement in no way imposes any additional obligations on City nor does it waive any rights hereunder in this or any other regard. 15.Consultant will renew the required coverage annually as long as City, or its employees or agents face an exposure from operations of any type pursuant to this agreement. This obligation applies whether or not the agreement is canceled or terminated for any reason. Termination of this obligation is not effective until City executes a written statement to that effect. 16.Consultant shall provide proof that policies of insurance required herein expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. A coverage binder or letter from Consultant's insurance agent to this effect is acceptable. A certificate of insurance and/or additional insured endorsement as required in these specifications applicable to the renewing or new coverage must be provided to City within five days of the expiration of the coverages. 17.The provisions of any workers' compensation or similar act will not limit the obligations of Consultant under this agreement. Consultant expressly agrees not to use any statutory immunity defenses under such laws with respect to City, its employees, officials and agents. 18.Requirements of specific coverage features or limits contained in this section are not intended as limitations on coverage, limits or other requirements nor as a waiver of any coverage normally provided by any given policy. 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 limiting or all-inclusive. 19.These insurance requirements are intended to be separate and distinct from any other provision in this agreement and are intended by the parties here to be interpreted as such. 20.The requirements in this Section supersede all other sections and provisions of this Agreement to the extent that any other section or provision conflicts with or impairs the provisions of this Section. 21.Consultant agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Consultant for the cost of additional insurance coverage required by this agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto. MIG, Inc. Page 23 of 23 22.Consultant agrees to provide immediate notice to City of any claim or loss against Consultant arising out of the work performed under this agreement. 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.