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HomeMy WebLinkAboutContracts & Agreements_164-2017 AGREEMENT FOR THE PROVISION OF PROFESSIONAL ENVIRONMENTAL CONSULTING SERVICES This agreement for the provision of environmental consulting services (this "Agreement") is made and entered into this 27" day of June, 2017, by and between the City of Redlands, a municipal corporation (hereafter "City") and Lilburn Corporation, a California corporation (hereafter "Consultant"), who are sometimes referred to herein individually as a "Party" and, together, as the "Parties " In consideration of the mutual promises contained herein, City and Consultant hereby agree as follows ARTICLE 1 - ENGAGEMENT OF CONSULTANT 1 1 Enlsa2ement of Consultant City hereby retains Consultant to perforin professional environmental consulting services (the "Services") associated with City's environmental review of the proposed "Home2 Suites by Hilton"project(the "Project") as set forth in the Scope of Work which is attached hereto as Exhibit "A" and incorporated herein by this reference, and upon the terms and conditions described herein Consultant shall determine the method, details and means of performing the Services, and Consultant shall perform the Services to the best of its ability and with the skill, expertise and level of competency presently maintained by other practicing professionals providing similar services in the industry Consultant shall prepare all environmental documents required for the Project by this Agreement in conformance with the California Environmental Quality Act ("CEQA") and the State and City's CEQA guidelines ARTICLE 2 - COMPENSATION 21 Com>3ensation As compensation for its performance of the Services, City shall pay to Consultant an amount not to exceed twenty thousand, two hundred and thirty five dollars ($20,235 00) in accordance with the hourly rates and estimates of expenses contained in Exhibit "B " Payment to Consultant shall be made monthly, upon City's receipt of an itemized invoice describing the items for which payment is requested Invoices shall document the status of the Sei vices associated with the fees billed, and are due and payable within thirty(30) days of the date they are received by City ARTICLE 3 -INSURANCE AND INDEMNIFICATION 3 1 Consultant's Insurance- General Reauirements All insurance required by this Agreement shall be maintained by Consultant for the term of this Agreement Except for Workers' Compensation and employer's liability insurance, City shall be named as an additional insured for such policies and such insurance shall be primary with respect to City and non- contributing to any insurance or self-insurance maintained by City The insurance policies shall include provisions prohibiting cancellation of the policies except upon thirty(30) days prior written notice to City Consultant shall provide City with Certificates of Insurance and endorsements evidencing such insurance pnoi to commencement of the Services 1 11cakdjm1Agreemenls\Lilburn Corporation Hilton HomeIdoc 32 Workers' Compensation and Emplover's Liability Consultant shall secure and maintain Workers' Compensation and Employer's Liability insurance throughout the term of this Agreement in an amount which meets statutory requirements with an insurance carrier acceptable to City 3 3 Comprehensive General Liability Insurance Consultant shall secure and maintain in force throughout the term of this Agreement comprehensive general liability insurance with carriers acceptable to City Minimum coverage of one million dollars ($1,000,000) per occurrence and two million dollars ($2,000,000) aggregate for public liability, property damage and personal injury is required 34 Business Auto Liability Insurance Consultant shall secure and maintain business auto liability coverage,with minimum limits of one million dollars ($1,000,000)per occurrence, combined single limit for bodily injury liability and property damage liability This coverage shall include all Consultant-owned vehicles used to perform,the Services, hired and non-owned vehicles, and employee non-ownership vehicles 35 Assignment and Insurance Reauirements Consultant is expressly prohibited from assigning or subcontracting any of the Services without the prior written consent of City In the event of mutual agreement by the Parties to assign or subcontract a portion of the Services, Consultant shall add such assignee or subcontractor as an additional insured to the insurance policies required hereby and provide City with the insurance endorsements prior to any Services being performed by the assignee or subcontractor Assignment does not include printing or other customary reimbursable expenses that may be provided for in this Agreement ARTICLE 4 - SCHEDULE TERMINATION AND MISCELLANEOUS PROVISIONS 41 Schedules for Completion The schedule for completion contained in Exhibit "C," which is attached hereto and incorporated herein by reference, illustrates a time frame for document preparation that has been established by Consultant City and Consultant recognize that delays could occur for reasons outside the control of Consultant If this situation occurs, an extension of the due date for completion may be permitted by City 42 Suspension Consultant acknowledges that the developer of the Project is obligated to fund all costs incurred by City under this Agreement and to cooperate with City by providing information relating to the Project, and that the developer is required to make periodic advance payments to City in connection with this Agreement by separate agreement with City If the developer of the Project fails to make any required payment to City, of if the developer fails to cooperate with City by failing to provide City with information or data relating to the Project, Consultant acknowledges that City shall have the right to require Consultant to suspend or cease work under this Agreement without liability to Consultant 43 Termination City may terminate this.Agreement at any time, without cause, by five (5)business days prior written notice to Consultant Upon such termination, Consultant shall deliver to City all documents, reports, materials and work of any nature pertaining to the 2 JAcaldjmlAgreements\Ltibum Corporation Hilton HomeUoc Services to be performed under this Agreement that arc in the possession of Consultant or under its control In such event, Consultant shall be paid for the Services performed to the date of termination based on time and reimbursable billings The total sum paid to Consultant in the event of termination of this Agreement shall not exceed the sum set forth in Section 2 1 hereof 44 Hold Harmless and Indemnification A Consultant shall indemnify, hold harmless and defend City and its elected officials, officers, employees and agents from and against any and all claims, causes of action, losses and liability, including attorneys' fees, ansing from injury or death to persons or damage to property occasioned by any negligent or intentional wrongful act or omission of Consultant, its officers, employees and agents in performing the Services B City shall indemnify, hold harmless and defend Consultant and its officials, employees and agents from and against any and all claims, causes of action, losses and liability, including attorneys' fees, arising from injury or death to persons or damage to property occasioned by any negligent or intentionally wrongful act or omission of City, its elected officials, officers, employees and agents in performing the Services 45 Independent Contractor This Agreement is for the performance of professional services to City and does not make the employees of Consultant employees of City for the purpose of payroll deductions, unemployment insurance or any other benefits Consultant shall at all times during the term of this Agreement retain the status of an independent contractor 46 Notices Any notice, request, or other communication to either Party by the other as provided fox in this Agreement shall be given in writing, and sent by (a) hand-delivery, (b) first class United States mail, return receipt requested, or(c) overnight delivery service, and shall be deemed given upon actual receipt by the addressee Notice may also be given by facsimile of e-mail, which shall be deemed given on the date sent,provided the original notice is sent by any mannei as described above in this Section Notices shall be addressed as follows City Consultant Brian Foote Cheryl A Tubbs City Planner/Planning Manager Vice President City of Redlands Lilburn Corporation P O Box 3005 1905 Business Center Drive Redlands, CA 92373 San Bernardino, CA 92408 Eithei Party may change the recipient or address for receiving notices upon written notice to the other Party 47 Nondiscrimination During the performance of this Agreement, Consultant shall not discriminate on the grounds of race, color, national origin, sex, sexual orientation or disability, or any condition related thereto in the selection and retention of employees and sub- consultants and the procurement of materials and equipment 3 Mca\djmlAgreements\Lilbum Corporation Hilton Home2.doc 48 Ownershin of Documents The reports, drawing, maps and other documents prepared under this Agreement by Consultant shall be and remain the property of City upon completion and acceptance of Consultant's Services or, to the extent then-prepared by Consultant,upon any earlier termination of this Agreement 49 Attornevs'Fees In the event any action is commenced to enforce of interpret the terms or conditions of this Agreement the prevailing Party shall, in addition to any costs and other relief,be entitled to the recovery of its reasonable attorneys' fees, including fees for the use of in-house counsel by a Party 410 Entire Aueement This Agreement supersedes any and all other agreements, either verbal or in writing, between the Parties hereto with respect to the matters contained herein Each Party to this Agreement acknowledges and agrees that no representations, inducements,promises or agreements, verbal or otherwise, have been made by any Party, or anyone acting on behalf of any Party, which are not embodied herein, and that no other agreement, stipulation or promise not contained in this Agreement shall be valid or binding on either Party 411 Books and Records Consultant shall maintain books and accounts of all Project related costs and all expenses Books shall be available at all reasonable times for examination by City at the office of Consultant 4 12 Govermn2 Law This Agreement shall be governed by and construed in accordance with the laws of the State of California 4 13 No Third Parties Beneficiaries This Agreement shall not be deemed to confer any rights upon any third parties as beneficiaries of this Agreement(including,but not limited to, the developer of the Project), nor obligate either of the Parties to this Agreement to any person or entity not a Party to this Agreement 414 Venue In the event that any legal action should be filed by either Party against the other, the venue and forum for such action shall be the Superior Court of the State of California for the County of San Bernardino or in the Federal District Court for the Central District of the State of California Each of the persons and entities who are shareholders of partners of Consultant also agree to this venue and forum and further agree that, if they are not residents of California at the time of such actions, service of process may be made on them by delivery via United States registered or certified mail 4 1 IcaldjmlAgreemenis\blbum Corporation Hilton HomeIdoc CITY OF DLANDS LILBUUR'N CORPORATION Jani Connell,Assistant to City Manager C&yl A Tubbs,Vice President Attest Jeanne naldson, City Clerk EXHIBIT A 5 ]AcaAmlAgreements\blbum Corporation Hilton HomcIdoc Scope of Work 6 l 1caldpn\Agrecments\Lilburn Corporation Hilton Ho=2.doc EXHIBIT A SCOPE OF SERVICES AND SCHEDULE This Scope of Services is provided for environmental services related to the proposed Hilton HOME2 Suites project in the City of Redlands Lilburn Corporation's methodology for preparation of the CEQA Initial Study, public review noticing, and presence at public hearings, as requested in the City of Redlands's RFP is described herein This scope of work will lead to the City's consideration of a CEQA document that will provide for future development of the project site as designed The City currently expects that the proposed project would comply with CEQA with preparation of an Initial Study/Mitigated Negative Declaration The overall approach is summarized below, specific tasks to be undertaken are described in detail ❑ Meet with City and Applicant to Review Proposed Project ❑ Prepare a Comprehensive Project Description for use in the Initial Study ❑ Review Technical Studies submitted by the applicant including - Air Quality/Greenhouse Gas Emissions Impact Analysis - Habitat Assessment Survey Phase I Cultural Resources Survey/AB 52 Assistance - Geotechnical Investigations Noise Impact Analysis Traffic Impact Analysis ❑ Develop a Draft Initial Study ❑ Prepare required CEQA notices including Notice of Intent (NOI) and Notice of Determination (NOD) ❑ Submit NOI to the State Clearinghouse and produce and circulate Initial Study as directed by City Li Review and Discuss Comments Received on Document, prepare or assist City staff with Responses ❑ Prepare Mitigated Negative Declaration and Mitigation Monitoring and Reporting Program for City adoption n Prepare Final Negative or Mitigated Negative Declaration ❑ Meet with City staff prior to Planning Commission/City Council hearings ❑ Attend public hearings(s)to support City staff ❑ File NOD with the San Bernardino County Clerk of the Board ❑ Provide regular progress reports and invoices on a monthly basis TASK 1. MEET WITH PROJECT APPLICANT AND CITY, REVIEW PROPOSED PROJECT AND OBJECTIVES The purpose of this task is to collect and review all pertinent background data necessary to conduct the environmental analysis It will be necessary to obtain sufficient design detail and site disturbance information in order to conduct an adequate environmental evaluation We will 2 EXHIBIT A SCOPE OF SERVICES AND SCHEDULE review the Site Plan, Grading Plan, and Landscape Plan, as well as the project objectives Any and all focused technical studies available will be obtained during the meeting for incorporation into the Initial Study We will review the site layout and discuss any potential constraints associated with the adjacent retail/restaurant and hotel uses as well as I-10 and its Tennessee Street off-ramp We will photograph the site to assess and document surrounding land uses as well as the most current site conditions TASK 2- DEVELOP PROJECT DESCRIPTION In this task we will prepare a Project Description for use in the Initial Study and for reviewing the technical reports The Project Description will be developed in cooperation with City staff and the Applicant The Project Description will include a summary of the project as proposed, a discussion of the site plan, and graphics The graphics prepared for use in the Initial Study will be based in part on exhibits prepared to date by the project designers and engineers Final approval of the project description will be provided by the City TASK 3: REVIEW FOCUSED STUDIES Review Auplicant-Provided Studies The Applicant has submitted a number of technical studies to the City with its Application, including • Phase I Cultural Resource Survey HOME2 Suites Hotel Project • Geotechnical Investigation Proposed 55,537 Sq Ft HOME2 Hotel By Hilton • Habitat Assessment Survey for the HOME2 Suites By Hilton • Air Quality and Greenhouse Gas Emissions Impact Analysis • Noise Impact Analysis • Basic Infiltration Testing Report in General Accordance with ASTM 3385-03 Test Method • Traffic Impact Analysis Lilburn Corporation's principals will review each of the reports listed above to determine their adequacy in developing an adequate CEQA document If any information is missing or the analysis appears deficient for inclusion in the Initial Study, we will bring this immediately to the City's attention and subsequently prepare/submit a written memorandum Based on our preliminary review of the studies provided with the RFP, they are expected to provide adequate analysis and findings for the Initial Study TASK 4 PREPARE INITIAL STUDY Based on the findings of the technical studies prepared and reviewed, and the information contained in the Project Description, we will prepare a screencheck Draft Initial Study to evaluate all potential environmental impacts associated with the proposed project We will utilize the City's format for an Initial Study We will also prepare a visual analysis as described below 3 EXHIBIT A SCOPE OF SERVICES AND SCHEDULE Analvze Visual Impacts from Citv-Selected Viewnomts Lilburn Corporation will prepare a viewshed analysis for use in determining the project's potential visual impacts to nearby properties and vistas The property is located within a relatively urbanized area of the City and not visible from a highway designated as State or County Scenic Highway, or eligible for designation However, the City is requiring a visual analysis due to the site location and proposed building height The assessment will include a discussion of existing visual resources and an evaluation of the proposed project within the existing environs The assessment will be based on the changes in viewsheds but not rely on a full visual resource assessment model We have previously utilized four different published methodologies that differ little in the level of effort to be undertaken, but all require substantial labor resources to provide terrain-based 3-D visual simulations and impact ranking The level of analysis typically required by these methodologies is not expected to be necessary and therefore is not prepared The abbreviated analysis we propose will be adequate for CEQA purposes and will include a discussion of existing visual resources and an evaluation of the proposed project within the existing ,environs The assessment,will focus on building height, structure placement, fences, landscaping, roadway setbacks and any impacts to surrounding properties and travelers To the extent feasible, we will utilize renderings of the proposed project design completed by the Architect The proposed architectural design and landscape plans provided to us will be used to evaluate the proposed development on-site We will prepare up to two visual simulations from key observation points that will be selected by the City The simulations will provide a basis for determining the level of impact significance to travelers along I-10, connector roadways, or from any nearby properties the City may determine sensitive The area is presently built-up with surrounding commercial uses including hotels and restaurants Initial Studv Completion Lilburn Corporation will prepare an Initial Study for the Project, using the City of Redlands's standard environmental checklist, with mitigation and supporting documentation as required We will incorporate relevant and available information from the site visit conducted in Task 1 and the technical studies reviewed in Task 3 Lilburn Corporation will address all CEQA and City-required environmental resource areas We will summarize and incorporate the findings of all technical studies provided to us We will submit three copies (and one CD) of the screencheck Initial Study to the City for review The City will then make the determination as to whether the document is ready for public review Following completion of the review by staff, we will revise the document as necessary Upon approval of the draft Initial Study, Lilburn Corporation will finalize the document and prepare notices for the City to conduct a 20- or 30-day public review Our cost estimate includes the preparation of the Notice of Completion and Notice of Intent We will also be responsible for circulating the document to the State Clearinghouse and to the general public The City will prepare and post a legal notice in the Redlands Daily Facts (or other newspaper of general circulation) 4 EXHIBIT A SCOPE OF SERVICES AND SCHEDULE Lilburn Corporation will compile a distribution list of responsible and trustee agencies that should receive a copy of the Initial Study along with a Notice of Intent (NOI) to Adopt a Negative Declaration The list will be reviewed and approved by the City We will also prepare a Notice of Availability (NOA) for the City's distribution to any additional agencies and interested parties, as well surrounding property owners Upon completion of the public review period, our project team will review any public comments received on the document and discuss with the City any substantive changes that should be made to the project or the Initial Study as a result of the comments received We will make any revisions to the Initial Study as determined necessary and as directed by the City TASK S FINAL DOCUMENTSIMMRP Upon completion of the public review process, we will discuss any comments received with City staff and determine whether any comments warrant a written response We will work with City staff as necessary to prepare response letters if needed We will prepare a Mitigation Monitoring and Reporting Program (MMRP) to include mitigation measures identified in the Draft Initial Study and as a result of public input Mitigation Measures may be amended or supplemented as a result of public comments received and City responses to comments Lilburn Corporation will prepare the Notice of Determination (NOD) and upon City approval, we will file the notice with the County Clerk of the Board TASK 6• PROJECT MANAGEMENT &MEETINGS Throughout the project, coordination with the City will be regularly initiated to discuss results of analyses, obtain additional information as necessary, resolve any contract administration issues, and provide schedule updates We will attend a kick-off meeting, and will participate in regular conference calls if directed Lilburn Corporation will attend a staff meeting to discuss the final CEQA document and findings prior to a public meeting that will be scheduled with the Planning Commission (PC) We will attend up to two PC public hearings and one City Council hearing Project Schedule The schedule we propose is based on an assumed contract approval date in early June 2017 This provides for adoption of a Mitigated Negative Declaration prior to the end of 2017 This assumes that changes to the project proposal are not made after we begin work The schedule for the completion is however flexible and can be shortened or lengthened depending on a number of factors including the amount of time the City will need to review the submittals and provide input, and the number of comments received on the Draft Initial Study 5 EXHIBIT A SCOPE OF SERVICES AND SCHEDULE Milestones for each of the mayor tasks identified in our Scope of Work are shown on the following schedule (Table 1) We are committed to meeting these milestone dates assuming no constraints to the schedule occur that are outside of our control Key personnel listed in this proposal will be assigned to the project All personnel have the capabilities to perform the work and their present workload has been accounted for in the schedule provided herein Table 1 Project Schedule for CEQA Consulting Services Hilton HOME2 Suites Project Tasks Duration Target Completion (calendar days) Month Site Visit, Kickoff Meeting 2 days July 2017 Prepare Project Description 10 days July 2017 Review Applicant-provided Studies/Prepare 7-14 days July 2017 Memo Prepare Visual Resources Assessment 28 days July 2017 Prepare Initial Study and MMRP 28-45 days July-August 2017 (simultaneous with VRA) City Review of Initial Study 14 days August 2017 f Revise Initial Study per City Comments and 7 days August 2017 Print Copies of IS for Noticing/Circulation Public Review Period 30 days Sept 2017 Prepare Draft Responses to Comments 10 days October 2017 City Review of Responses to Comments 10 days October 2017 Prepare Final Responses to Comments 7 days October 2017 Finalize MMRP and Notices 3 days October 2017 PC Public Hearing(s) OCT/NOV 2017 6 EXHIBIT B Schedule of Compensation 7 1 IcaldjmlAgreements\Lilbum Corporation Hilton Homc2.doc EXHIBIT B Cost for Environmental Consulting Services Initial Study for Hilton "HOME2 Suites" Project City of Redlands _ COST CATEGORY[ LABOR P ;TOTAL I rine[ all Project Sr Environ Senior CAD Word Project Environ LA6orSubtotal' Other Direct :ESTIMATED— Director STIMATED :Director Mmsager Analyst Analyst Designer Processor Costs .'.005TS:: Sl?OlIU $145lhr $135/hr $70/hr $115/hr S90hr TASKS Hours Costs Task 1 Meeting w/City&Applicant to Review Project 2 4 4 10 $1 24G' $1 240 Task 2 Project Description 1 3 4 $625 $625 Task 3 Review Focused Studies/Determine Adequacy for CEQA 4 2 2 8 $1,230 $1230 Task 4 initial Study&Notices for Public Review f 2 36 4 48 30 6 126 $13490 $375 a $13,865 Task 5 Final Documents/MMRP 1 3 4 4 12 $1,265 $1,265 Task 6 Project Management&Meetings b 6 6 12 $2010 $201 0 2010 TOTAL"TA$K$. \":' 16 " " 54 4 56.'".. 30 1 172 $19 860 $375 $20'235 a Property Owner Mailing Labels,and Postage b Atendance at up to two Planning Commission hearings and one City Council hearing EXHIBIT C Preliminary Schedule for Completion (Tentative—Subject to Change) Hilton HOME2 Suites Project Tasks Duration Target Completion (calendar days) Month Site Visit, Kickoff Meeting 2 days I July 2017 Prepare Project Description 10 days July 2017 Review Applicant-provided Studies/Prepare 7-14 days July 2017 Memo Prepare Visual Resources Assessment 28 days July 2017 Prepare Initial Study and MMRP 28-45 days July-August 2017 (simultaneous with VRA) City Review of Initial Study 14 days August 2017 Revise Initial Study per City Comments and 7 days August 2017 Print Copies of IS for Noticing/Circulation Public Review Period 30 days September 2017 Prepare Draft Responses to Comments 10 days October 2017 City Review of Responses to Comments 10 days October 2017 Prepare Final Responses to Comments 7 days October 2017 Finalize MMRP and Notices 3 days October 2017 PC Public Hearing(s) Oct-Nov 2017 8 I-Icaldjm\AgreementslLilburn Corpormton Hilton Home?doc