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19-0115_PLACEWORKS_Amd No. 2 to Professional Services Agreement AMENDMENT NO.2 TO THE PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF SAN JUAN CAPISTRANO AND PLACEWORKS 1. Parties and Date. This Amendment No. 2 to the Professional Services Agreement is made and entered into as of this t'Skl^ day of January, 2019, by and between the City of San Juan Capistrano, a municipal organization organized under the laws of the State of California with its principal place of business at 32400 Paseo Adelanto, San Juan Capistrano, California 92675 ("City") and Placeworks, a California Corporation with its principal place of business at 3 MacArther Place, Suite 1100, Santa Ana, CA 92707 ("Consultant"). City and Consultant are sometimes individually referred to as "Party"and collectively as "Parties." 2. Recitals. 2.1 Consultant. The City and Consultant have entered into an agreement entitled Professional Services Agreement dated November 7, 2017 ("Agreement") for the purpose of retaining the services of Consultant to provide preparation of an Initial Study (IS) and subsequent environmental document, as required by the initial study, for the River Street, San Juan Capistrano project. 2.2 Amendment No. 1. On April 3, 2018, the City and Consultant entered into Amendment No. 1 to the Agreement(Amendment No. 1)to revise the scope of services and increase the not-to-exceed compensation amount. 2.3 Amendment Purpose. The City and Consultant now desire to amend the Agreement to revise the scope of services and increase the not-to-exceed compensation amount. 2.3 Amendment Authority. This Amendment No. 2 is authorized pursuant to Section 3 of the Agreement. 3. Terms. 3.1 Amendment. Sections 1 and 3 of the Agreement are hereby amended in their entirety to read as follows: Page 1 of 3 1. Services. Consultant shall provide the City with the services described in the Scope of Services attached hereto as Exhibit"A." 2. Compensation. a. Subject to paragraph 2(b) below, the City shall pay for such services in accordance with the Schedule of Charges set forth in Exhibit"B." b. In no event shall the total amount paid for services rendered by Consultant under this Agreement exceed the sum of $212,681. This amount is to cover all printing and related costs, and the City will not pay any additional fees for printing expenses. Periodic payments shall be made within 30 days of receipt of an invoice which includes a detailed description of the work performed. Payments to Consultant for work performed will be made on a monthly billing basis. 3.2 Continuing Effect of Agreement. Except as amended by this Amendment No.2, all other provisions of the Agreement remain in full force and effect and shall govern the actions of the parties under this Amendment No. 2. From and after the date of this Amendment No. 2,whenever the term "Agreement" appears in the Agreement, it shall mean the Agreement as amended by this Amendment No. 2. 3.3 Adequate Consideration. The Parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 2. 3.4 Severability. If any portion of this Amendment No. 2 is declared invalid, illegal,or otherwise unenforceable by a court of competent jurisdiction,the remaining provisions shall continue in full force and effect. (Signatures on Next Page] Page 2 of 3 SIGNATURE PAGE FOR AMENDMENT NO. 2 TO PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF SAN JUAN CAPISTRANO AND PLACEWORKS CITY OF SAN JUAN CAPISTRANO PLACE WORKS Approved By: ti T 13er(min ' gel / Signature ity Ma ger 1-2?--/7 Name Date Attested By: Title I WI 7 wY M 'a orris, Ci Clerk Date Approved As To Form: II ‘4..,/,,e.teZ%)4A,n L, City A orney Page 3 of 3 EXHIBIT A PLACEWORKS SERVICE AUTHORIZATION AMENDMENT NO. 2 PROJECT NO. SJC-11 DATE November 6,2018 PROJECT NAME River Street Marketplace AGREEMENT BETWEEN: CLIENT City of San Juan Capistrano CONSULTANT PlaceWorks STREET ADDRESS 32400 Paseo Adelanto STREET ADDRESS 3 MacArthur Place,Suite 1100 CITY STATE AND ZIP San Juan Capistrano,CA 92675 CITY STATE AND ZIP Santa Ana,CA 92707 CONTACT David Contreras CONTACT Nicole Morse Hereinafter referred to as"Client." Hereinafter referred to as"Consultant." This Amendment No.2 to an existing agreement for services is made and entered into effective as of the date of signature("Effective Date"),by and between PlaceWorks(Consultant),a California Corporation,and City of San Juan Capistrano(Client). RECITAL The Consultant desires to amend,modify and revise that certain Agreement("Existing Agreement")with the Client,entered into on November 7,2017,as amended on March 22,2018,to provide Services,as defined therein,and to now amend the Existing Agreement. Except as specifically amended by this document,all other terms and conditions of the Existing Agreement will remain in full force and effect,without modification. Now,therefore,in consideration of the above facts and of the covenants and agreement contained herein,the parties hereto agree that: A Contract Amendment in the amount of$28,449 is authorized in accordance with the scope of work provided in Attachment A. Previous Contract Amount of this Tasks Amount Amendment New Contract Amount TASK 1.PROJECT MANAGEMENT&ADMIN 5,800 5,160 10,960 TASK 3.MEETINGS AND PUBLIC HEARINGS 9,185 4,515 17,700 TASK 4.2.AIR QUALITY AND GHG MODELING& 9,390 3,550 12,940 ANALYSIS TASK 4.3.NOISE 9,064 250 9,314 TASK 4.6.BIOLOGICAL REPORT(CADRE) 0 1,485 1,485 TASK 6C.SCREENCHECK DRAFT EIR 37,920 10,060 47,980 TASK 6D.PUBLIC DRAFT EIR 4,520 2,900 7,420 REIMBURSABLE EXPENSE(OFFICE EXPENSE) 2,434 529 2,963 TOTAL CONTRACT AMOUNTS $ 184,232 $28,449 $212,681 g] S CONSULTANT: CONSULTANT PlaceWorks STREET ADDRESS 3 MacArthur Place,Suite 1100 CITY STATE AND ZIP Santa Ana,CA 92707 AUTHORIZED REPRESENTATIVEole Morse,Esq. TITLE Associate Principal ,ct ______V41____ PlaceWork's Authors Representative Date CLIENT: CLIENT City of San Juan Capistrano STREET ADDRESS 32400 Paseo Adelanto CITY STATE AND ZIP San Juan Capistrano,CA 92675 AUTHORIZED David Contreras TITLE Principal Planner REPRESENTATIVE Client's Authorized Representative Date Service Authorization I Page 2 EXHIBIT B Attachment A: Scope of Work Task Scope of Work Cost PlaceWorks'project manager will coordinate closely with City staff to ensure that the EIR and associated technical documents delivered to the City are legally defensible,accurate,and useful to decision-makers considering the approval of the Project. (August 2018—March 2019 @3 hours/month). • This task involves on-going coordination with City staff, subconsultants, and internal staff, and includes: (1) managing task scheduling and assignment, management of resources, monitoring of 1:Project Management&Administration costs,and schedule adherence;(2)consultation and coordination with $5,160 local and state agencies relative to the environmental document and the environmental review process; (3) coordination and communications with City staff to ensure that City policies, procedures, and any applicable codes are complied with and,where applicable, are incorporated into the Initial Study and/or EIR; (4) ensuring that the environmental review process and the Initial Study and/or EIR satisfy the statutes and guidelines of CEQA and the City's adopted Environmental Review Guidelines; and (5) representing the consultant team in public meetings and conference calls as requested by the City. 3:Meetings and Public Hearings Attendance and preparation at seven(7)additional meetings and 4,515 conference calls. 4.2:Air Quality and GHG Modeling and The air quality and GHG emissions CaIEE Mod modeling and analysis Analysis was updated to take account for changes in grading quantities, haul 3,550 trips,and phasing._ 4.3:Noise The noise analysis was updated with revised construction thresholds. 250 Cadre Environmental prepared a biological resources technical 4.6: Biological Report(Cadre)' memorandum on July 30th,2018 and a FESA compliance assessment 1,485 technical memorandum on July 3,2018 for River Street Marketplace. PlaceWorks prepared the screencheck Draft EIR;submitted sections as they became available;reviewed and incorporated 3-4 rounds of 6C:Screencheck Draft EIR comments for each EIR section,as they became available.Additional 10,060 staff time was included to respond comments related to the hydrology;HRAR and incorEoration of the TIA. PlaceWorks will prepare the public Draft EIR,which is the final version of the document before it goes into reproduction. Upon City approval of the Draft EIR as the public draft 6D:Public Draft EIR version,we will prepare a Notice of Availability 2,900 (NOA). The NOA will provide a summary of the project description and an explanation of the scope of issues included in the Draft EIR. Reimbursable Expense Office Expense(2%of PW Labor) 529 Contract Amendment No.2 $28,449 Contract Amendment No.1 $15,993 Original Contract Total SI 68,239 New Contract Total $212,681 1. Includes a 10 percent mark-up.