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16-0419_KEETON KREITZER CONSULTING_F15_Agenda ReportTO : FROM : SUBMITTED BY: PREPARED BY : DATE : SUBJECT: City of San Juan Capistrano Agenda Report Honorable Mayor and Members of the City Council ~n Siegel, City Manager Joel Rojas, Development Services ~ David Contreras, Senior Planner ~ April 19, 2016 4/19/2016 F15 Consideration of a Professional Services Agreement with Keeton Kreitzer Consulting for the Preparation of an Initial Study (IS) Pursuant to the California Environmental Quality Act (CEQA) for the Proposed Inn at the Mission San Juan Capistrano (Dan Friess, Mission Commercial Properties, Inc.). RECOMMENDATION : By motion, approve a Professional Services Agreement with Keeton Kreitzer Consulting for the preparation of an Initial Study (IS), pursuant to the California Environmental Quality Act (CEQA), for the proposed Inn at the Mission San Juan Capistrano project at a cost not to exceed $75,354 to be funded by the applicant. EXECUTIVE SUMMARY: Pursuant to the City's Purchasing Procedures and Policies, City staff solicited and received proposals from environmental consulting firms for the preparation of an Initial Study (IS) for the proposed Inn at the Mission San Juan Capistrano project. The Request for Proposals (RFP) was circulated between February 26, 2016 and March 14, 2016. The Initial Study (IS) is required for the proposed modification to the certified EIR for the prior Plaza Banderas Hotel project. The EIR for that project was certified by the City Council on October 5, 2010. The cost of the Initial Study will be funded by the project applicant, South Coast Investors II, LLC (Applicant). Staff recommends that the City Council approve a Professional Services Agreement with Keeton Kreitzer Consulting for the completion of this work (Attachment 1 ). DISCUSSION/ANALYSIS: The Inn at the Mission San Juan Capistrano is a proposal for a new hotel to include 124 rooms, a restaurant, banquet facilities, swimming pool, kids club and fitness center City Council Agenda Report April 19, 2016 Page 2 of 3 located at 26891 Ortega Highway. The project is considered a modification to the Plaza Banderas Hotel project that was approved in 2010 by the City Council. The City's Request for Proposals (RFP) included scope of work requirements that provided the general framework for the consulting firms' proposals (Attachment 2). In response to the RFP, the City received proposals from two (2) firms: Environmental Intelligence, LLC: Keeton Kreitzer Consulting: $37,874.80 $75,354.00 The Keeton Kreitzer Consulting cost proposal is significantly higher than Environmental Intelligence because Keeton's proposal outlines the process and cost required for preparing an Initial Study including a Focused Traffic Impact Analysis and View Simulations; and also includes a cost estimate for other subsequent environmental documents that may be required based on the outcome of the Initial Study. Staff evaluated the proposals, conducted a review of each firms' project managers to evaluate each firms' qualifications, experience, and capability, consistent with the requirements of State law. As a result of the proposal review process, staff determined that Keeton Kreitzer Consulting was the most qualified firm to conduct this work because this firm prepared the prior Plaza Banderas Hotel EIR and is familiar with the site and the environmental setting. The applicant has reviewed the proposals and concurs with the staff recommendation. FISCAL IMPACT: The entire California Environmental Quality Act (CEQA) work performed under this Professional Services Agreement will be solely funded by the project Applicant. Should the City Council approve the agreement, the Applicant will be required to deposit the entire contract amount prior to the City issuing a Notice to Proceed to the consultant. ENVIRONMENTAL IMPACT: Not applicable. The action is not a project under State CEQA Guidelines § 15378(a) because it has no potential to result in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment. Further, the action is exempt from CEQA under the commonsense exemption in State CEQA Guidelines section 15061(b), which exempts any activity for which it can be seen with certainty that there is no possibility of a significant effect on the environment. PRIOR CITY COUNCIL REVIEW : On October 5, 2010, the City Council certified the Final Environmental Impact Report (FEIR) for Plaza Banderas Hotel. COMMISSION/COMMITTEE/BOARD REVIEW AND RECOMMENDATIONS: Not applicable . City Council Agenda Report April 19, 2016 Page 3 of 3 NOTIFICATION: Environmental Intelligence, LLC. Keeton Kreitzer Consulting Dan Friess, Mission Commercial Properties, Inc. Jake Griffith, Mission Commercial Properties, Inc. A TT ACHMENT(S): Attachment 1 -Professional Services Agreement with Keeton Kreitzer Consulting Attachment 2 -Request for Proposals (RFP) for Preparation of an Initial Study for Inn at the Mission San Juan Capistrano CITY OF SAN JUAN CAPISTRANO PROFESSIONAL SERVICES AGREEMENT This Agreement is made and entered into as of , 2016 by and between the City of San Juan Capistrano, a municipal corporation organized and operating under the laws of the State of California with its principal place of business at 32400 Paseo Adelanto, San Juan Capistrano, CA 92675 ("City"), and Keeton Kreitzer Consulting, a sole proprietorship with its principal place of business at P.O. Box 3905 Tustin, CA 92781-3905 (hereinafter referred to as "Consultant"). City and Consultant are sometimes individually referred to as "Party" and collectively as "Parties" in this Agreement. RECITALS A. City is a public agency of the State of California and is in need of professional services for the following project: Preparation of an environmental document for Mission Inn San Juan Capistrano project (hereinafter referred to as "the Project"). B. Consultant is duly licensed and has the necessary qualifications to provide such services. C. The Parties desire by this Agreement to establish the terms for City to retain Consultant to provide the services described herein. AGREEMENT NOW, THEREFORE, IT IS AGREED AS FOLLOWS: 1. Services. Consultant shall provide the City with the services described in the Scope of Services attached hereto as Exhibit "A." 2. Compensat ion. 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 $75.354. 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. Additional Work . If changes in the work seem merited by Consultant or the City, and informal consultations with the other party indicate that a change is warranted, it shall be processed in the following manner: a letter outlining the changes shall be forwarded to the City by Consultant with a statement of estimated changes in fee or time schedule. An amendment to this 1 61147.02100\10974777.1 ATTACHMENT 1 Agreement shall be prepared by the City and executed by both Parties before performance of such services, or the City will not be required to pay for the changes in the scope of work. Such amendment shall not render ineffective or invalidate unaffected portions of this Agreement. 4. Maintenance of Records. Books, documents, papers, accounting records , and other evidence pertaining to costs incurred shall be maintained by Consultant and made available at all reasonable times during the contract period and for four (4) years from the date of final payment under the contract for inspection by City . 5 . Time of Performance. Consultant shall perform its services in a prompt and timely manner and shall commence performance upon receipt of written notice from the City to proceed ("Notice to Proceed"). Consultant shall complete the services required in accordance with the project schedule set forth in Exhibit C attached and incorporated herein . The Notice to Proceed shall set forth the date of commencement of work. 6. Delays in Pe rfo rm ance. a. Neither City nor Consultant shall be considered in default of this Agreement for delays in performance caused by circumstances beyond the reasonable control of the non- performing party. For purposes of this Agreement, such circumstances include but are not limited to, abnormal weather conditions ; floods; earthquakes; fire; epidemics; war; riots and other civil disturbances ; strikes, lockouts , work slowdowns , and other labor disturbances; sabotage or judicial restraint. b. Should such circumstances occur, the non-performing party shall, within a reasonable time of being prevented from performing , give written notice to the other party describing the circumstances preventing continued performance and the efforts being made to resume performance of this Agreement. 7. Compliance with Law. a. Consultant shall comply with all applicable laws , ordinances, codes and regulations of the federal, state and local government, including Cai/OSHA requirements. b. If required, Consultant shall assist the City, as requested, in obtaining and maintaining all permits required of Consultant by federal, state and local regulatory agencies . c. If applicable, Consultant is responsible for all costs of clean up and/ or removal of hazardous and toxic substances spilled as a result of his or her services or operations performed under this Agreement. 8. Standard of Care Consultant's services will be performed in accordance with generally accepted professional practices and principles and in a manner consistent with the level of care and skill ordinarily exercised by members of the profession currently practicing under similar conditions . 2 6 114 7.02 100\10974777 .1 9. Assignment and Subconsu ltant Consultant shall not assign, sublet, or transfer this Agreement or any rights under or interest in this Agreement without the written consent of the City, which may be withheld for any reason. Any attempt to so assign or so transfer without such consent shall be void and without legal effect and shall constitute grounds for termination. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. Nothing contained herein shall prevent Consultant from employing independent associates, and subconsultants as Consultant may deem appropriate to assist in the performance of services hereunder. 10. Independe nt Cons ultant Consultant is retained as an independent contractor and is not an employee of City. No employee or agent of Consultant shall become an employee of City. The work to be performed shall be in accordance with the work described in this Agreement, subject to such directions and amendments from City as herein provided. 11. Insurance . Consultant shall not commence work for the City until it has provided evidence satisfactory to the City it has secured all insurance required under this section . In addition, Consultant shall not allow any subcontractor to commence work on any subcontract until it has secured all insurance required under this section. a. Co m me rci al Gene ral Liability (i) The Consultant shall take out and mai11tain, during the performance of all work under this Agreement, in amounts not less than specified herein, Commercial General Liability Insurance, in a form and with insurance companies acceptable to the City . (ii) Coverage for Commercial General Liability insurance shall be at least as broad as the following: (1) Insurance Services Office Commercial General Liability coverage (Occurrence Form CG 00 01) or exact equivalent. (iii) Commercial General Liability Insurance must include coverage for the following : (1) Bodily Injury and Property Damage (2) Personal Injury/Advertising Injury (3) Premises/Operations Liability (4) Products/Completed Operations Liability (5) Aggregate Limits that Apply per Project (6) Explosion, Collapse and Underground (UCX) exclusion deleted (7) Contractual Liability with respect to this Contract (8) Broad Form Property Damage (9) Independent Consultants Coverage (iv) The policy shall contain no endorsements or provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one 3 61147.02100\10974777.1 insured against another; (3) products/completed operations liability; or (4) contain any other exclusion contrary to the Agreement. (v) The policy shall give City, its officials, officers, employees, agents and City designated volunteers additional insured status using ISO endorsement forms CG 20 10 10 01 and 20 37 10 01, or endorsements providing the exact same coverage. (vi) The general liability program may utilize either deductibles or provide coverage excess of a self-insured retention, subject to written approval by the City , and provided that such deductibles shall not apply to the City as an additional insured. b. Automobil e Liab ili ty (i) At all times during the performance of the work under this Agreement, the Consultant shall maintain Automobile Liability Insurance for bodily injury and property damage including coverage for owned, non-owned and hired vehicles, in a form and with insurance companies acceptable to the City . (ii) Coverage for automobile liability insurance shall be at least as broad as Insurance Services Office Form Number CA 00 01 covering automobile liability (Coverage Symbol 1, any auto). (iii) The policy shall give City, its officials, officers, employees, agents and City designated volunteers additional insured status. (iv) Subject to written approval by the City, the automobile liability program may utilize deductibles, provided that such deductibles shall not apply to the City as an additional insured, but not a self-insured retention. c. Workers ' Compensation/Employer's Liability (i) Consultant certifies that he/she is aware of the prov1s1ons of Section 3700 of the California Labor Code which requires every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and he/she will comply with such provisions before commencing work under this Agreement. (ii) To the extent Consultant has employees at any time during the term of this Agreement, at all times during the performance of the work under this Agreement, the Consultant shall maintain full compensa~ion insurance for all persons employed directly by him/her to carry out the work contemplated under this Agreement, all in accordance with the "Workers' Compensation and Insurance Act," Division IV of the Labor Code of the State of California and any acts amendatory thereof, and Employer's Liability Coverage in amounts indicated herein. Consultant shall require all subconsultants to obtain and maintain, for the period required by this Agreement, workers' compensation coverage of the same type and limits as specified in this section . d. Professional Liability (Erro rs and Omissions) At all times during the performance of the work under this Agreement the Consultant shall maintain professional liability or Errors and Omissions insurance appropriate to its profession, in a form and with insurance companies acceptable to the City and in an amount 4 61147.02100\10974777.1 indicated herein . This insurance shall be endorsed to include contractual liability applicable to this Agreement and shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the Consultant. "Covered Professional Services" as designated in the policy must specifically include work performed under this Agreement. The policy must "pay on behalf of' the insured and must include a provision establishing the insurer's duty to defend . e . Minimum Policy Limits Required (i) The following insurance limits are required for the Agreement: Commercial General Liability Automobile Liability Employer's Liability Professional Liability Co mbined Sing le Lim it $1,000,000 per occurrence/ $2,000,000 aggregate for bodily injury, personal injury, and property damage $1 ,000,000 per occurrence for bodily injury and property damage $1 ,000,000 per occurrence $1,000,000 per claim and aggregate (errors and omissions) (ii) Defense costs shall be payable in addition to the limits . (iii) Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. Any available coverage shall be provided to the parties required to be named as Additional Insured pursuant to this Agreement. f. Ev idence Req uired Prior to execution of the Agreement, the Consultant shall file with the City evidence of insurance from an insurer or insurers certifying to the coverage of all insurance required herein . Such evidence shall include original copies of the ISO CG 00 01 (or insurer's equivalent) signed by the insurer's representative and Certificate of Insurance (Acord Form 25- S or equivalent), together with required endorsements. All evidence of insurance shall be signed by a properly authorized officer, agent, or qualified representative of the insurer and shall certify the names of the insured, any additional insureds, where appropriate , the type and amount of the insurance, the location and operations to which the insurance applies, and the expiration date of such insurance. g. Po li cy Provis ions Req uired (i) Consultant shall provide the City at least thirty (30) days prior written notice of cancellation of any policy required by this Agreement, except that the Consultant shall provide at least ten ( 1 0) days prior written notice of cancellation of any such policy due to non-payment of premium. If any of the required coverage is cancelled or expires during the term of this Agreement, the Consultant shall deliver renewal certificate(s) including 5 61147 .02 100\10974777.1 the General Liability Additional Insured Endorsement to the City at least ten (10) days prior to the effective date of cancellation or expiration. (ii) The Commercial General Liability Policy and Automobile Policy shall each contain a provision stating that Consultant's policy is primary insurance and that any insurance, self-insurance or other coverage maintained by the City or any named insureds shall not be called upon to contribute to any loss . (iii) The retroactive date (if any) of each policy is to be no later than the effective date of this Agreement. Consultant shall maintain such coverage continuously for a period of at least three years after the completion of the work under this Agreement. Consultant shall purchase a one ( 1) year extended reporting period A) if the retroactive date is advanced past the effective date of this Agreement; B) if the policy is cancelled or not renewed; or C) if the policy is replaced by another claims-made policy with a retroactive date subsequent to the effective date of this Agreement. (iv) All required insurance coverages, except for the professional liability coverage, shall contain or be endorsed to waiver of subrogation in favor of the City, its officials, officers, employees, agents, and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications 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 and insurance clauses from each of its subconsultants. (v) The limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability . Further the limits set forth herein shall not be construed to relieve the Consultant from liability in · excess of such coverage, nor shall it limit the Consultant's indemnification obligations to the City and shall not preclude the City from taking such other actions available to the City under other provisions of the Agreement or law. h. Qualifying Insurers (i) All policies required shall be issued by acceptable insurance companies, as determined by the City, which satisfy the following minimum requirements: (1) Each such policy shall be from a company or companies with a current A.M . Best's rating of no less than A:VII and admitted to transact in the business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law. i. Additional Insurance Provisions (i) The foregoing requirements as to the types and limits of insurance coverage to be maintained by Consultant, and any approval of said insurance by the City, is not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Consultant pursuant to this Agreement, including but not limited to , the provisions concerning indemnification. (ii) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is 6 61147.02100\10974777.1 canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement. (iii) The City may require the Consultant to provide complete copies of all insurance policies in effect for the duration of the Project. (iv) Neither the City nor any of its officials, officers, employees, agents or volunteers shall be personally responsible for any liability arising under or by virtue of this Agreement. j. Subconsultant Insurance Requirements. Consultant shall not allow any subcontractors or subconsultants to commence work on any subcontract until they have provided evidence satisfactory to the City that they have secured all insurance required under this section. Policies of commercial general liability insurance provided by such subcontractors or subconsultants shall be endorsed to name the City as an additional insured using ISO form CG 20 38 04 13 or an endorsement providing the exact same coverage . If requested by Consultant, City may approve different scopes or minimum limits of insurance for particular subcontractors or subconsultants. 12. Indemnification. a. To the fullest extent permitted by law, Consultant shall defend (with counsel reasonably approved by the City), indemnify and hold the City, its officials, officers, employees, agents and volunteers free and harmless from any and all claims, demands, causes of action, suits, actions, proceedings, costs, expenses, liability, judgments, awards, decrees, settlements, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, (collectively, "Claims') in any manner arising out of, pertaining to, or incident to any alleged acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Consultant's services, the Project or this Agreement, including without limitation the payment of all consequential damages, expert witness fees and attorneys' fees and other related costs and expenses. Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to Claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its officials, officers, employees , agents or volunteers . b. Additional Indemn ity Obligations. Consultant shall defend, with counsel of City's choosing and at Consultant's own cost, expense and risk, any and all Claims covered by this section that may be brought or instituted against the City, its officials, officers, employees, agents or volunteers. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against the City, its officials, officers, employees, agents or volunteers as part of any such claim, suit, action or other proceeding. Consultant shall also reimburse City for the cost of any settlement paid by the City, its officials, officers, employees , agents or volunteers as part of any such claim , suit , action or other proceeding . Such reimbursement shall include payment for the City's attorney's fees and costs, including expert witness fees. Consultant shall reimburse the City, its officials, officers, employees, agents and volunteers, for any and all legal expenses and costs incurred by each of them in connection 7 61147 .02100\10974777.1 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 officials , officers, employees, agents and volunteers. 13. Californ ia La bo r Co de Re quirements . a. Consultant is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq ., which require the payment of prevailing wage rates and the performance of other requirements on certain "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, if applicable . Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Consultant and all subconsultants to comply with all California Labor Code provisions, which include but are not limited to prevailing wages, employment of apprentices , hours of labor and debarment of contractors and subcontractors. b. If the Services are being performed as part of an applicable "public works" or "maintenance" project, then pursuant to Labor Code Sections 1725.5 and 1771 .1, the Consultant and all subconsultants performing such Services must be registered with the Department of Industrial Relations. Consultant shall maintain registration for the duration of the Project and require the same of any subconsultants, as applicable. This Project may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations . It shall be Consultant's sole responsibility to comply with all applicable registration and labor compliance requirements. 14. Ve ri fica ti on 'of Em ployment El igib ili ty. By executing this Agreement , Consultant verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time , and shall require all subconsultants and sub- subconsultants to comply with the same . 15. Reserved . 16. Laws and Venue . This Agreement shall be interpreted in accordance with the laws of the State of California. If any action is brought to interpret or enforce any term of this Agreement, the action shall be brought in a state or federal court situated in the County of Orange , State of California . 17 Te rmin at ion or Ab an donment a. City has the right to terminate or abandon any portion or all of the work under this Agreement by giving ten (1 0) calendar days written notice to Consultant. In such event , City shall be immediately given title and possession to all original field notes, drawings and specifications, written reports and other documents produced or developed for that portion 8 61147 .0 2100\10974777 .1 of the work completed and/or being abandoned. City shall pay Consultant the reasonable value of services rendered for any portion of the work completed prior to termination. If said termination occurs prior to completion of any task for the Project for which a payment request has not been received, the charge for services performed during such task shall be the reasonable value of such services, based on an amount mutually agreed to by City and Consultant of the portion of such task completed but not paid prior to said termination . City shall not be liable for any costs other than the charges or portions thereof which are specified herein. Consultant shall not be entitled to payment for unperformed services, and shall not be entitled to damages or compensation for termination of work. b. Consultant may terminate its obligation to provide further services under this Agreement upon thirty (30) calendar days ' written notice to City only in the event of substantial failure by City to perform in accordance with the terms of this Agreement through no fault of Consultant. 18 Documents . Except as otherwise provided in "Termination or Abandonment," above, all original field notes, written reports, Drawings and Specifications and other documents, produced or developed for the Project shall, upon payment in full for the services described in this Agreement, be furnished to and become the property of the City . 19 . Organization Consultant shall assign Keeton K. Kreitzer, Principal as Project Manager. The Project Manager shall not be removed from the Project or reassigned without the prior written consent of the City. 20 . Limitation of Agreement. This Agreement is limited to and includes only the work included in the Project described above. 21. Notice Any notice or instrument required to be given or delivered by this Agreement may be given or delivered by depositing the same in any United States Post Office, certified mail, return receipt requested, postage prepaid , addressed to: CITY: City of San Juan Capistrano 32400 Paseo Adelanto San Juan Capistrano, CA 92675 Attn : David Contreras, Senior Planner Development Services Dept. and shall be effective upon receipt thereof. 22. Th ird Party Rights 61147.02100\10974777.1 9 CONSULTANT: Keeton Kreitzer Consulting P.O. Box 3905 Tustin, CA 92781-3905 Attn : Keeton K. Kreitzer, Principal Nothing in this Agreement shall be construed to give any rights or benefits to anyone other than the City and the Consultant. 23. Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and that it shall not discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, sex, age or other interests protected by the State or Federal Constitutions. 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 . 24. Entire Agreement This Agreement, with its exhibits, represents the entire understanding of City and Consultant as to those matters contained herein, and supersedes and cancels any prior or contemporaneous oral or written understanding, promises or representations with respect to those matters covered hereunder. Each party acknowledges that no representations, inducements, promises or agreements have been made by any person which are not incorporated herein, and that any other agreements shall be void. This Agreement may not be modified or altered except in writing signed by both Parties hereto . This is an integrated Agreement. 25. Severability The unenforceability, invalidity or illegality of any provision(s) of this Agreement shall not render the provisions unenforceable, invalid or illegal. 26. Successors and Assigns This Agreement shall be binding upon and shall inure to the benefit of the successors in interest, executors, administrators and assigns of each party to this Agreement. However, Consultant shall not assign or transfer by operation of law or otherwise any or all of its rights, burdens, duties or obligations without the prior written consent of City. Any attempted assignment without such consent shall be invalid and void. 27. Non-Waiver None of the provisions of this Agreement shall be considered waived by either party, unless such waiver is specifically specified in writing. 28. Time of Essence Time is of the essence for each and every provision of this Agreement. 29. City 's Right to Employ Other Consultants City reserves its right to employ other consultants, including engineers, in connection with this Project or other projects. 30 . Prohibited Interests 10 61147.02100\10974 777.1 Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no director, official, 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. [SIGNATURES ON FOLLOWING PAGE] 11 61147.02100\10974777.1 SIGNATURE PAGE FOR PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF SAN JUAN CAPISTRANO AND KEETON KREITZER CONSULTING IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above. CITY OF SAN JUAN CAPISTRANO By: Pam Patterson, Esq . Mayor ATTEST: By: City Clerk APPROVED AS TO FORM: By: City Attorney 61147 .02100\10974777.1 KEETON KREITZER CONSULTING By: Its : Princi at Printed Name: Keeton K. Kre itze 12 EXHIBIT A KEETON KREITZER CONSULTING P. 0. BOX 3905, TUSTIN, CA 92781-3905 Office: 714-665-8509 PROPOSAL FOR ENVIRONMENTAL CONSULTING SERVICES MISSION INN SAN JUAN CAPISTRANO (FORMERLY PLAZA BANDERAS HOTEL) SAN JUAN CAPISTRANO, CA SCOPE OF SERVICES I. WORK PROGRAM Introduction A work program has been developed in response to the City's requirement to ensure that the environmental review process is carried out in accordance with the California Environmental Quality Act (CEQA) and the City of San Juan Capistrano adopted CEQA procedures. The scope of work identified in this work program responds to the City's desire to conduct a preliminary environmental analysis in the form of an initial study (IS) in order to determine if the proposed Mission Inn San Juan Capistrano would qualify for an Addendum to the previously certified Plaza Banderas Hotel Final EIR or, if not, the initial study would identify the appropriate environmental clearance document that would be required to comply with the requirements of CEQA and the City's adopted CEQA Guidelines. As reflected in the City's Request for Proposals (RFP), the proposed Mission Inn San Juan Capistrano project includes modifications to the previously approved Plaza Banderas Hotel project, including modifications to the hotel, elimination of the retail and office building, reduction in the gross floor area of the restaurant, and a reduction in the overall project "footprint." In addition, changes have occurred to the circulation system in the immediate vicinity of the project site (i.e., completion of the Ortega Highway Bridge), which may have changed the baseline environmental conditions analyzed in the prior EIR. These modifications and changes must be adequately evaluated to ensure that (1) the project does not result in potentially significant impacts that would require the preparation of a mitigated negative declaration or (2) conditions identified in Section 15162 of the CEQA Guidelines exist that require the preparation of a subsequent or supplemental EIR. The project site encompasses 3.62 acres along Ortega Highway in downtown San Juan Capistrano; Horno Creek abuts the site along the eastern property boundary and the San Diego Freeway is located east of the creek. The site formerly supported the Mission Inn Motel, a gas station, and a restaurant, all of which have since been demolished. The site is currently occupied by a small office building and a surface parking Jot. The applicant, Rivendell Land Company, is requesting approval of an Architectural Control Modification (AC Modification) to allow for the construction of a 124-room, 4-star luxury boutique hotel rather than the 124- room 3-star hotel previously approved by the City. The AC Modification requested by the applicant would also revise the approved Plaza Banderas Hotel AC with additional modifications enumerated in the RFP. Based on the proposed modifications, the overall intensity of development would be reduced when compared to the approved project. In addition to the AC Modification, the applicant is also request approval of a Grading Plan Modification, which is required for the modified building pad elevations and new subterranean parking. The scope of services envisioned by Keeton Kreitzer Consulting (KKC) to complete the work identified in this proposal related to the preparation of the requisite environmental document includes: (1) the provision of competent, effective environmental analysis project management; (2) preparation of technical studies determined necessary to adequately analysis the proposed project; (3) competent review of technical studies required for the environmental analysis; ( 4) preparation of the environmental documentation (i.e., initial study and addendum or mitigated negative declaration; (5) processing of the environmental documentation Proposal for Environmental Consulting Services Mission Inn San juan Capistrano Project Apri/12, 2016 Page 13 KEETON KREITZER CONSULTING P. 0. BOX 39051 TUSTIN1 CA 92781-3905 Office: 714-665-8509 and public participation; ( 6) preparation of the final environmental document; (7) attendance at meetings and public hearings; and (8) preparation of CEQA notices. It is important to note that the scope of work presented below in this proposal entails a 2-step approach to implementing the environmental in order to determine the appropriate environmental document that would be required to adequately analyze the proposed project. Specifically, the environmental analysis undertaken by KKC includes the preparation of an initial study as the initial step in the environmental review process. The analysis will compare the potential impacts of the proposed modified project with the findings and recommendations presented in the certified Plaza Banderas EIR in order to determine if the project qualifies for an Addendum. If it is determined that all of the impacts identified during the course of preparing the initial study have been previously identified and adequately analyzed in the certified Plaza Banderas EIR and, furthermore, are either "less than significant" or "less than significant with mitigation" and no significant impacts remain as identified in the prior EIR, the modified project would qualify for an Addendum and no further analysis would be required. However, if it is determined through the initial study that the proposed modified project would result in major revisions to the prior EIR due to new significant environmental effects or the severity of previously identified significant effects, or as a result of changed circumstances under which the project is undertaken or otherwise identified in Section 15162, the initial study would conclude that a subsequent EIR determination pursuant to Section 15162 of the CEQA Guidelines would be required . Even if the new or more severe impact(s) could be mitigated, a mitigated negative declaration cannot be prepared.l It is anticipated that the scope of the Subsequent or Supplemental EIR would be "focused" only on those issues identified as "Less than Significant with Mitigation" and "Potentially Significant Impact." The scope of work presented in this proposal identifies and describes the work effort necessary to complete the initial study, which would enable the City to determine if an Addendum or a Subsequent or Supplemental EIR would be required. Because it would not be possible to anticipate the nature and extent of the potential modified project impacts, a scope and budget for the Subsequent or Supplemental EIR cannot be prepared. In that event, a revised scope and budget would be submitted to the City for approval. Sc o pe of Wo rk Task 1 -Project Coordination/Management KKC will be responsible for managing and coordinating all of the work to be undertaken to prepare the required environmental document (i.e., Initial Study I Addendum or Mitigated Negative). Project coordination will be an integral part of the planning process. As such, KKC proposes to have a Project Initiation Meeting as the first step in that process. That meeting will be held at the first available time after the contract has been awarded and executed. Participants in the meeting will include representatives of the City of San Juana Capistrano, KKC, the applicant's consultants (if determined necessary), and project representatives deemed necessary to provide direction in the planning and environmental review process for the proposed project. Topics of discussion wlll include the definition of the project description, identification of responsible agencies and sources of information, and the project schedule. Two subsequent meetings are included in this task as well as project management and coordination with City staff, project technical consultants, and responsible agencies, if determined necessary. lThe Plaza Banderas EIR concluded that a potentially significant unavoidable adverse noise impacts resulting from the use of construction equipment would remain and a Statement of Overrid ing Considerations was adopted for the project. As a result, ifthe analysis concludes that a new potentially s ignificant or more severe impacts or other conditions identified in Section 15162 occur, a Mitigated Negative Declaration finding cannot be made and a Subsequent EIR shall be prepared. Proposal for Environmental Consulting Services Mission Inn San juan Capistrano Project Apri/12, 2016 Page 14 KEETON KREITZER CONSULTING P. 0. BOX 3905, TUSTIN, CA 92781-3905 Office: 714-665-8509 In summary, this task will include the following sub-tasks: • Consultation and coordination of the proposed project and environmental document with the City of San Juan Capistrano to ensure that City policies are incorporated into the Draft environmental document; • Consultation and coordination with project technical consultants to ensure that the technical studies accurately reflect the project parameters and adequately reflect the potential effects of the proposed project; • Assurance that the Draft environmental document meets the requirements of CEQA, the State CEQA Guidelines, and the City's CEQA procedures; • Coordination with City staff and attendance at up to three (3) meetings with City staff as indicated above; Estimated Time Frame: As Required Estimated Budget: $3,000.00 Task 2 -Sub-Consultant Studies Because the original Plaza Banderas Hotel project was approved in 2010 and assumed a "buildout" of 2015, it is likely that baseline conditions upon which the environmental analysis was based have changed (e.g., SCAQMD currently uses a different model for quantifying air pollutant and GHG emissions, the Ortega Highway interchange, which was reflected in the traffic analysis, was not completed, and elevations on site have changed since the completion of the interchange. Therefore, it is recommended that the following limited assessments be prepared to facilitate the preparation of the environmental analysis to be conducted in order to determine if the project-related impacts have been adequate identified in the prior certified Plaza Banderas EIR. Air Quality This assessment would be limited only to estimating construction and operational air pollutant emissions using the current CaiEEMod2013.2.2 model. GHG Similar to the air quality assessment, GHG emissions would also be estimated utilizing the current SCAQMD-recommended methodology. Noise A noise confirmation assessment is proposed to determine if the project-related traffic, when added to the existing and future traffic volumes would not exceed the noise levels previously estimated for the prior project. Proposal for Environmental Consulting Services Mission Inn San juan Capistrano Project Apri/12, 2016 Page 15 Traffic KEETON KREITZER CONSULTING P. 0. BOX 3905, TUSTIN, CA 92781-3905 Office: 714-665-8509 A traffic impact analysis (TIA) would be prepared pursuant to the City of San Juan Capistrano Administrative Policy 310, Preparation and Use of Traffic Reports. For the purposes of this proposal, the traffic study will focus on the Project's traffic impacts at the eight (8) intersections (including three (3) Project Driveways), six (6) roadway segments and Synchro Operational Analysis for one (1) roadway segment consisting of four ( 4) intersections for the study area, based on direction provided by the City of San Juan Capistrano staff. The Mission Inn Hotel project traffic study will not only satisfy the requirements of the City of San juan Capistrano but it will also be consistent with the current Orange County Congestion Management Program (CMP) Traffic Impact Analysis Report (TIA) Guidelines. A detailed scope of work is attached to this proposal. Visual Simulation Due to the sensitivity of the aesthetic character of the downtown area of the City, which is dominated by Mission San Juan Capistrano, at least two visual simulations depicting the architectural character of the proposed project is included to illustrate the aesthetic compatibility or conflict of the proposed Mission Inn San Juan Capistrano with the character of the downtown area. If additional visual simulations are necessary, the cost for each additional simulation is $4,500.00. Estimated Time Frame: Estimated Budget: 3 Weeks $40,564.00 ($ 1,000.00-Air Quality Assessment) ($ 1,000.00-GHG Assessment) ($ 1,500.00-Noise Assessment) ($28,064.00-Traffic Impact Analysis)2 ($ 9,000.00-2 Visual Simulations)3 Task 3-Preparation of the Screencheck Initial Study KKC will be responsible for the preparation of the initial study for the proposed Mission Inn San Juan Capistrano Project. In order to qualify for an Addendum or Mi t igated Negative Declaration, the initial study must necessarily be extensive and thorough. Each of the topi.cs identified on the City's environmental assessment form or, if desired by the City, on the State CEQA Guidelines environmental checklist (Appendix G), will be analyzed to document the nature and extent of any potential environmental consequences (and the need for mitigation). The specific purpose of the analysis will be to document the potentially adverse environmental impacts associated with the proposed project to ensure that such impacts were adequately analyzed in the certified Plaza Banderas EIR. KKC will review the Final EIR prepared for the Banderas Hotel project and utilize relevant information from that document to evaluate the potential adverse impacts that may be anticipated as a result of the proposed Mission Inn San Juan Capistrano project. The findings presented in certified EIR will be updated to reflect changes associated with the modified project in order to assess the adequacy of the prior analysis in also assessing the potential adverse environmental effects of the modified project. 2This fee does not include Optional Task A (refer to attached proposal). If Optional Task A is requested by the City of San Juan Capistrano, the total budget would be increased by $1 ,260.00. 3Th is fee includes the construction of two (2) visual simulations. Each additional simulation, if determined necessary, would be constructed for an additional fee of $4,500.00. Proposal for Environmental Consulting Services Mission Inn San juan Capistrano Project April 12,2016 Page 16 KEETON KREITZER CONSULTING P. 0. BOX 3905, TUSTIN, CA 92781-3905 Office: 714-665-8605 The Screencheck Initial Study will address each item stipulated in Section 3 of the RFP (Contents of the Screencheck Draft Initial Study), including: Project Description, Surrounding Land Use and Project Setting, Other Required Agency Approvals, Discussion of Environmental Evaluation, Process Documentation, and References. Furthermore, the analysis of the proposed modified project must evaluate not only the changes to the original project now proposed by the applicant but also any changes in the baseline conditions and/or the circumstances under which the project is undertaken that may affect the findings and recommendations presented in the certified Plaza Banderas EIR. Estimated Time Frame: 4 Week Estimated Budget: $16,160.00 Task 4a -Preparation of the Addendum If it is determined that the prior certified EIR adequately analyzed the potential impacts and, furthermore, that none of the conditions enumerated in Section 15162 of the CEQA Guidelines occur calling for the preparation of a subsequent or supplemental EIR, the project would qualify for an Addendum. KKC would meet with City staff to discuss the findings of the initial study and submit the document for review and comment prior to initiating preparation of the Addendum. KKC will revise the Preliminary Initial Study based on the comments submitted by the City prior to proceeding with preparation of the Addendum. KKC will proceed with the preparation of the Preliminary Addendum following finalization of the initial study. The outline below reflects the scope of the Addendum for the proposed Mission Inn San Juan Capistrano. Upon completion of the Addendum, KKC will meet with City staff to present one CD-R disk (MS Word format) and one (1) hard copy of the Screencheck Initial Study and Addendum for review and comment. TABLE OF CONTENTS MISSION INN SAN JUAN CAPISTRANO ADDENDUM 1.0 INTRODUCTION AND PURPOSE 1.1 CEQA Compliance 1.2 Decision Not to Prepare a Subsequent EIR 1.3 Use of an Addendum 2.0 AMENDED PROJECT DESCRIPTION 2.1 Project Location 2.2 Project Background 2.3 Discretionary Approvals Current Sought for the Project 2.4 Project as Originally Proposed (Plaza Band eras FEIR) 2.5 Project as Approved 2.6 Proposed Mission Inn San Juan Capistrano Project 2.6 Revised Project Phasing 3.0 ENVIRONMENTAL ANALYSIS 3.1 Aesthetics 3.2 Agricultural and Forest Resources 3.3 Air Quality 3.4 Biological Resources Proposal for Environmental Consulting Services Mission Inn Scm juan Capistrano Project Apri/12, 2016 Page 17 KEETON KREITZER CONSULTING P. 0. BOX 3905, TUSTIN, CA 92781-3905 Office: 714-665-8605 3.5 Cultural Resources 3.6 Geology and Soils 3.7 Greenhouse Gas/Climate Change 3.8 Hazards and Hazardous Materials 3.9 Hydrology and Water Quality 3.10 Land Use and Planning 3.11 Mineral Resources 3.12 Noise 3.13 Population and Housing 3.14 Public Facilities 3.15 Recreation 3.16 Transportation/Traffic 3.17 Utilities and Service Systems 3.18 Cumulative Impacts 4.0 CONCLUSION 5.0 ORGANIZATIONS AND PERSONS CONSUL TED 6.0 REFERENCES KKC will address all of the comments on the Screencheck Initial Study submitted by City staff in order to prepare the Addendum, which will be submitted to the City for use along with the Plaza Banderas Final EIR as the environmental clearance documents for the proposed Mission Inn San Juan Capistrano project. KKC will provide the City with the deliverables stipulated in Section 10 (Deliverables) of the RFP, including one (1) copy of the Addendum on a CD-R disk (MS Word and PDF formats) and two (2) hard copies. Estimated Time Fame: Estimated Budget: 1 Week $2,300.00 Task 4b -Preparation of a Subsequent EIR Should the analysis conducted for the initial study conclude that conditions identified in Section 15162 of the CEQA Guidelines would occur or that an impact is identified for which mitigation cannot be identified or there is no feasible mitigation, an EIR would be prepared. The Subsequent EIR (SEIR) would address the relevant environmental topical issues where the initial study conducted in Task 3 determines that (1) major revisions or the prior EIR would be necessary as a result of the changes associated with the proposed project; (2) substantial changes occurred with respects to the circumstances under which the project is undertaken, which require major revisions to the prior EIR; and/or (3) new information of substantial importance, which was not known and could not have been known that would result in new significant effects or more severe effects than previously identified, or mitigation measures or alternatives previously found not to be feasible would be feasible and would reduce one or more adverse impacts. Although the scope of the SEJR cannot be precisely determined until the initial study is completed, an estimated budget for this task has been included to address a minimum number of environmental topics. However, if necessary, a new scope of work and budget would be prepared and submitted to the City for approval if it is determined that the estimated budget is not adequate to complete this task. Estimated Time Frame: 4 Weeks Estimated Budget: $9,660.00 (includes Screencheck SEIR and Draft SEIR) Proposal for Environmental Consulting Services Mission Inn Sanjuan Capistrano Project Apri/12, 2016 Page 18 4 5 6 Task 1 2 3 4 5 III. Addendum EXHIBIT B KEET( NG P. 0. BOX 3905, TUSTIN, CA 92781-3905 Office: 714-665-8605 Estimated Project Schedule -Initial Study I Addendum Mission Inn San Juan Capistrano San Juan Capistrano, CA The scope of services and work described in Section I for an IS/ Addendum will be undertaken and completed for a not-to-exceed fee of $63,484.00. This fee includes meetings and coordination, preparation of technical studies and the environmental analysis contained in the initial study, preparation of necessary CEQA notices and printing as indicated below, and attendance at public hearings associated with the Initial Study /Mitigated Negative Declaration. A budget summary is presented below. Proposal for Environmental Consulting Services Mission Inn San juan Capistrano Project Apri/12, 2016 Page 19 Title Principal Air Quality Assessment GHG Assessment Noise Assessment Traffic Impact Analysis KEETON KREITZER CONSULTING P. 0. BOX 39051 TUSTIN, CA 92781-3905 Office: 714-665-8605 Budget Summary-Initial Study I Addendum Mission Inn San Juan Capistrano San Juan Capistrano, CA Man-Hours Hillin£ Rate Task 1 -Project lnitlatlonfCoordination 20 $150.00/Hour Task 2 -Sub-Consultant Studies Visual Simulations (2 Locations) Task 3 -Screencbeck Initial Study I Addendum Report Preparation 120 $115.00/Hour Research and Analysis 40 $ 90.00/Hour Graphics 16 $ 75.00/Hour Word Processing 20 $ 40.00/Hour Sub-Total 196 Task 4a -Final Initial Study I Addendum Report Preparation 20 $115.00/Hour Task 6 -Public Hearings Principal 6 $150.00/Hour Task 7 -Legal Notices Report Preparation 4 $115.00fHour Miscellaneous/Printing and Reproduction Printing and Reproduction Supplies Sub-Total TOTAL ESTIMATED BUDGET 246 lDoes not include optional Task A (refer to TIA scope and budget). Estimated Budget $ 3,000.00 $ 1,000.00 $ 1,000.00 $ 1,500.00 $28,064.001 $ 9,000.00 $40.564 .00 $10,800.00 $ 3,600.00 $ 960.00 $ 800.00 $16.160.00 $ 2,300.00 $ 900.002 $ 460.00 $ 50.00 $ 50 .00 $ 100.003 $63,484.004 2Jncludes attendance at two (2) public hearings. Attendance at additional hearings are not included and would be billed on a time-and-materials basis on a rate of$150.00/hour. 3Includes printing/reproduction of initial study/addendum and electronic media submitted to the City. 4Total budget does not include any filing or legal fees [e.g., NOD filing fee and CDFW filin g fee). Proposal for Environm en tal Consulting Services Mission Inn San juan Capistrano Project Apri/12, 2016 Page 20 KEETON KREITZER CONSULTING P. 0. BOX 3905, TUSTIN, CA 92781-3905 Office: 714-665-8605 Subsequent or Supplemental EIR The scope of services and work described in Section I for an IS/SEIR will be undertaken and completed for a not-to-exceed fee of $75,354.00. This fee includes meetings and coordination, preparation of technical studies and the environmental analysis contained in the initial study, preparation of necessa ry CEQA notices and printing as indicated below, and attendance at public hearings associated with the Initial Study /Mitigated Negative Declaration. A budget summary is presented below. Budget Summary -Initial Study /Mitigated Negative Declaration Mission Inn San Juan Capistrano Title Principal Air Quality Assessment GHG Assessment Noise Assessment Traffic Impact Analysis Visual Simulation (2) Report Preparation Research and Analysis Graphics Word Processing Sub-Total Report Preparation Research Graphics Word Processing Sub-Total Report Preparation Word Processing Sub-Total San Juan Capistrano, CA Man-Hours Billing Rate Task 1 -Project Initiation/Coordination 20 $15 0.00 /Hour Task 2 -Sub-Consultant Studies Task 3 -Screencheck Initial Study 120 $115.00/Hour 40 $ 90.00/Hour 16 $ 60.00/Hour 20 $ 40.00/Hour 196 Task 4-b -Draft Subsequent EIR 60 $115.00/Hour 20 $ 90.00/Hour 8 $ 60.00/Hour 12 $ 40.00/Hour 100 Task 5 -Responses to Public Comments 12 $115.00 /Hour 20 $ 40.00/Hour 32 Proposal fo r Environmental Consulting Services Mission Inn San juan Capistrano Project Apri/12, 2016 Page 21 Estimated Budget $ 3,000.00 $ 1,000.00 $ 1,000.00 $ 1,500.00 $ 28,564.001 $ 9,000.00 $40,564.00 $10,800.00 $ 3,600.00 $ 960.00 $ 800.00 $16 ,160.00 $ 6,900.00 2 $ 1,800.00 $ 480.00 $ 480.00 $ 9 ,66 0.00 $ 1,380.003 $ 480.00 $ 1,860.00 IV. Title Principal Report Preparation KEETON KREITZER CONSULTING P. 0. BOX 3905, TUSTIN, CA 92781-3905 Office: 714-665-8605 Man-Hours Billing Rate Task 6 · Public Hearings 6 $150.00/Hour Task 7-Le~al Notices 4 $115.00/Hour Miscellaneous /Printing and Reproduction Printing and Reproduction Supplies Postage/Delivery Sub-Total TOTAL ESTIMATED BUDGET 358 1 Does not include optional Task A (refer to TJA scope and budget). ZThis task includes revisions to the Screencheck IS to prepare Draft EIR Estimated Budget $ 900.004 $ 460 .00 $ 2,000.00 5 $ 250.00 $ 500.00 $2,750.00 $75,354.006 3Estimated budget to prepare Responses to Public Comments based on a maximum of five (5) comment letters or twenty (20) individual comments. 4fncludes attendance at two (2) public hearings. Attendance at additional hearings are not included and would be billed on a time-and-materials basis on a rate of$150.00/hour. Sfncludes printing/reproduction of 50 copies of the Draft SEIR. 6Total budget does not include any filing or legal fees (e.g., NOD filing fee and CDFW filing fee). All charges s be in accordance with the Budget Summary presented in Section I thi s proposal. Invoices shall be submi t t a month ly basis, which clearly describe the specific servi · , nd tasks performed during the billing period. v. ns ul · , will serve as Project Manager for the scope of work alt ing services. Mr . Kreitzer has over 40 years of environmental planning experience and has se · a · ·ect manager for several similar projects. He has been personally responsible for the prepar 1 of over 1 wlronmental documents required pursuant to the California Environmental Quality A d has also pr e par w iro nm cnta l studies mandated under the National Environmental Policy Act. has recently ree sta bli s hc is own environmental consulting firm (Keeton Kreitzer Consulting) in o · ·to provide public and private sec lie nts with high level, personalized environmental consulting ser s, including the preparation of environ m documents pursuant to CEQA and NEPA. tl7.er has prepared addenda for the following projects: West Coyote Hills Specific Plan (Fullerton) Platinum Triangle (Anaheim) Propo sa l f or Environmenta l Cons ulti ng Se rvic es Mission Inn San j ua n Ca pistrano Project April l Z, Z01 6 Page 22 EXHIBIT C KEETO .. -----~------··--~---VG P. 0. BOX 3905, TUSTIN, CA 92781-3905 Office: 714-665-8605 5 -Responses to Public Comments (SEIR Only) of the State-mandated 45-day public review period, all comments received by the responsible agencies and interested parties will be forwarded to the EIR addressed as it relates to the adequacy of the Draft SEIR. An appendix to includes a listing of each agency /individual commenting on from the commentator, and the responses prepared for for this task is based on a maximum of five letters or Estimated Time Frame: Estimated Budget: Task 6 -Public Hearings If requested by the City, KKC will attend Capistrano Planning Commission and one (1 Principal/Project Manager will attend the pub\ and responding to questions raised during the will be charged at the appropriate hourly rate. ngs, including one (1) before the San Juan the San Juan Capistrano City Council. The be responsible for making all presentations Should additional hearings be required, they Estimated Time Frame: As Required Estimated Budget: $900.00 Task 7 • Preparation of the uan Capistrano project is approved by the If the proposed Mission lnn KKC will be responsible Orange County Cl paring the Notice of Determination (NOD) and within five (5) days of project approval as presc r i ,,..,,,...,.,...,.,,'"of Fish and Wildlife (CDFW) filing fee was paid Hotel project, that fee would be waived upon submittal of the However, if the receipt from the Orange County Clerk-Recorder n Capistrano City Council, that document with the the CEQA Guidelines . approval of the Because the original Plaza payment of CDFW fee 30-day paid at the time the NOD is filed with the Clerk-Recorder. Filing of the appeal period. As Required $460.00 II. PROJECT SCHEDULE A project schedule has been developed and presented below that reflects the time frames that will be necessary to undertake and complete the services outlined in this proposal for an Initial Study/ Addendum and for an Initial Study /Mitigated Negative Declaration. The respective estimated project schedules are presented below. Proposal for Environmental Consulting Services Mission Inn San juan Capistrano Project Aprill2, 2016 Page 23 Task 1 2 3 4 5 6 Task 1 2 3 4 5 6 7 III. Addendum KEETON KREITZER CONSULTING P. 0. BOX 3905, TUSTIN, CA 92781-3905 Office: 714-665-8605 Estimated Project Schedule -Initial Study I Addendum Mission Inn San Juan Capistrano San Juan Capistrano, CA Description Estimated Time Project Initiation/Coordination As Required Sub-Consultant Studies 6-8 Weeks Screencheck Initial Study 7-9Weeks Citv Review 2 Weeks Final Addendum 1 Week Public Hearings As Required Filing of Legal Notices As Required Estimated Project Schedule -Initial Study /Subsequent EIR Mission Inn San Juan Capistrano San Juan Capistrano, CA Description Project Initiation/Coordination Sub-Consultant Studies Screencheck Initial Studv City Review Screencheck Subsequent/Supplemental EIR City Review of Screencheck SEIR Draft ElR Public Review Period Response to Public Comments Public Hearings Filing of Legal Notices Proposal for Environmental Consulting Services Mission Inn San juan Capistrano Project April12, 2016 Page 24 Estimated Time As Required 6-8Weeks 7-9 Weeks 2 Weeks 4 Weeks 2 Weeks 2 Weeks 6 Weeks 2 Weeks As Required As Required CITY OF SAN JUAN CAPISTRANO REQUEST FOR PROPOSALS FOR PREPARATION OF AN INITIAL STUDY (IS) TO DETERMINE IF THE PROPOSED PROJECT QUALIFIES FOR AN ADDENDUM TO A PREVIOUSLY CERTIFIED EIR (PLAZA BANDERAS HOTEL), SUBSEQUENT EIR OR MITIGATED NEGATIVE DECLARATION, OR A NEW MITIGATED NEGATIVE DECLARATION OR EIR. ARCHITECTURAL CONTROL (AC) 15-035 MISSION INN SAN JUAN CAPISTRANO (FORMERLY PLAZA BANDERAS HOTEL) (SOUTH COAST INVESTORS II, LLC) SUBMIT OR E-MAIL YOUR PROPOSAL BY 5:30 PM ON MONDAY, MARCH 14, 2016 TO: 1. INTRODUCTION City of San Juan Capistrano Attn: David Contreras, Senior Planner Development Services Department 32400 Paseo Adelanto San Juan Capistrano, California 92675 dcontreras@sanjuancapistrano.org (949) 443-6320 The City of San Juan Capistrano is soliciting proposals for the preparation of one environmental document for a planned hotel project including an Initial Study (IS) to determine if the project qualifies for an Addendum to a previously certified EIR (Plaza Banderas Hotel), a Subsequent EIR or Subsequent Mitigated Negative Declaration, or a new Mitigated Negative Declaration or EIR for the design of which the project applicant is now proposing to modify: 1. The Plaza Banderas Hotel EIR was certified by the City Council on October 5, 2010. The project was subsequently modified and approed by the Planning Commission on March 8, 2011. The Plaza Banderas Hotel project was not constructed and on February 26, 2016, the applicant South Coast Investors II, ATTACHMENT 2 Request for Proposals (RFP) South Coast Investors II. LLC (M ission Inn SJC) 2 City of San Juan Capistrano LLC submitted a revised Project Description. The development is a project of South Coast Investors II, LLC, which is a single purpose LLC and wholly owned subsidiary under Rivendell Land Company, Inc. whose project description is provided as Attachment 1. 2. SCOPE OF WORK The Scope of Work requirements for the proposed project is provided as a separate document (Attachment 2). 3. PROPOSAL REQUIREMENTS Consultant proposals w ill include a transmittal letter including a statement of understanding of the scope of the project, the general methodology/approach to be used , a description of the firm 's background and experience. The Proposal shall be signed by an individual authorized to bind the consultant and shall contain a statement that the proposal is valid for at least a 90-calendar day period . The proposal will also include the following: 3 .1 A proposed scope-of-work (SOW), consistent with the City 's S-0-W requirements, including a description of the specific work tasks that will be completed and work products that will be produced. 3.2 A list of similar projects completed by the project manager and key staff to be used on this project. 3 .3 One-page resume of the project manager highlighting that individual's relevant experience, skills , and education. 3.4 Project Schedule . 3.5 Total project budget and not-to-exceed cost including a tabular breakdown of all costs by position , hourly rate , task, hours budgeted for each task as well as any reimbursable costs (i.e . travel , meeting attendance, copying, etc.). The proposed budget may include optional tasks/budget items which may not be critical to achieving the base scope of work but could be beneficial in strengthening the overall analysis in the Initial Study . 3 .6 The proposal should include individual costs for: A. Initial Study B. Addendum to the previously certified EIR for the Plaza Banderas Hotel (should one ultimately be required) C. New or Subsequent Mitigated Negative Declaration (should one ultimately be required) D. New or Subsequent EIR (should one ultimately be required) Request for Proposals (RFP) South Coast Investors II. LLC {Mission Inn SJC) 3 City of San Juan Capistrano 4. PROPOSAL SUBMISSION Interested firms or persons should submit their proposal in pdf format (600 dpi resolution, color or black & white) by e-mail to dcontreras@sanjuancapistrano .org in the Development Services Department, City of San Juan Capistrano by the time and date indicated on the coversheet of this RFP. 5. SELECTION PROCESS A selection committee composed of City staff will review the proposals pursuant to City Council Consultant Selection Policy with particular emphasis on the following factors consistent with the City's adopted Purchasing Policies and Procedures to select the most qualified consultant: 5.1 A proposed scope-of-work (SOW) including a description of the specific work tasks that will be completed and work products that will be produced. 5.2 Completeness of proposal. 5.3 Firm's experience and resources. 5.4 Professional qualifications of key personnel. After evaluation of the proposal, and subsequent interviews if needed, the City will select the most qualified consultant with whom to negotiate an agreement to provide the consulting services through the completion of the Project. The City reserves the right to reject any or all proposals, to waive any informality or irregularity in any proposal received, and to be the sole judge of the merits of the respective proposals received. 6. AGREEMENT /INSURANCE REQUIREMENTS The consultant selected for the study will be required to execute a standard City of San Juan Capistrano Personal Services Agreement (Attachment 3). Proposals will include a statement that the submitting firm/person is amenable to all provisions in the City's standard agreement. If a proposing firm/person takes exception to any of the terms in the Personal Services Agreement, the firm/person must notify the City of their specific issue(s) as soon as possible and determine whether the provision may be modified. Insurance and indemnification requirements are not negotiable. 7. CITY'S RIGHTS The City may investigate the qualifications of any proposer under consideration, require confirmation of information furnished by a proposer, and require additional evidence of qualifications to perform the services described herein. The CITY reserves the right to: Request for Proposals (RFP) South Coast Investors II. LLC (Mission Inn SJC) 4 City of San Juan Capistrano 7.1 Reject any or all of the proposals and issue a subsequent Request for Proposals. 7.2 Cancel the entire Request for Proposal. 7.3 Remedy technical errors in the Request for Proposal process. 7.4 Appoint an evaluation committee to review proposals. 7.5 Seek the assistance of outside technical experts in proposal evaluation. 7.6 Approve or disapprove the use of particular subcontractors. 7.7 Award a contract to one or more proposers. 7.8 Waive non-substantive errors or irregularities in proposals. This RFP in no way commits the City to enter into a contract, nor does it obligate the City to pay for any costs incurred in the preparation and submission of proposals or in anticipation of a contract. 8. PUBLIC RECORDS ACT Responses to this RFP become the exclusive property of the City and subject to the California Public Records Act. Those elements in each proposal which are trade secrets as that term is defined in Civil Code section 3426.1 (d) or otherwise exempt by law from disclosure and which are prominently marked as "TRADE SECRET", "CONFIDENTIAL", or "PROPRIETARY" may not be subject to disclosure. The City shall not in any way be liable or responsible for the disclosure of any such records including, without limitation, those so marked if disclosure is deemed to be required by law or by an order of the Court. Proposers which indiscriminately identify all or most of their proposal as exempt from disclosure without justification may be deemed non-responsive. In the event the City is required to defend an action on a Public Records Act request for any of the contents of a proposal marked "confidential", "proprietary", or "trade secret", the proposer agrees, upon submission of its proposal for City's consideration, to defend and indemnify the City from all costs and expenses, including attorneys' fees, in any action or liability arising under the Public Records Act. 9. QUESTIONS Questions regarding this RFP should be sent in writing to David Contreras, Senior Planner via e-mail to: dcontreras@sanjuancapistrano .org. Questions concerning information already contained in the RFP will be answered in writing and provided to all firms who have been sent the RFP or have advised the City's project manager that they are preparing a proposal. Questions requiring clarification or additional information may be addressed in an addendum to this RFP. All City correspondence involving questions and answers related to this RFP, will be provided to all other known proposers. Request for Proposals (RFP) South Coast Investors II. LLC (Mission Inn SJC) 5 Attachments: 1-Project Description, Mission Inn San Juan Capistrano 2-Scope of Work Requirements 3-Standard City Personal Services Agreement (PSA) City of San Juan Capistrano Project Description and Justification Mission Inn Hotel Project 1.0 Project Description : Rivendell Land Company, Inc. requests City approval of an Architectural Control Modification (AC Modification) application to enable the upgrade of the previously approved 124-room 3-star service hotel project to a 124-room 4-star luxury boutique hotel. With the construction of three other local select service properties, the market for this classification has changed since the project was approved in 2010. The proposed project modifications are necessitated by market conditions and hotel classification requirements to upgrade to a 4-star hotel, which has larger room sizes. However, any impacts from the increased room size are more than mitigated by the removal of the retail/office component and a reduction in the restaurant space. The AC Modification is appropriate because the proposed project is a greater amenity to the City, creates less of an environmental impact than the approved project, enhances the integrity of the approved architectural design, provides greater sensitivity to the Mission San Juan Capistrano, increases the transit occupancy tax (TOT) by $384,396, and increases tourist spending by approximately $1.5 million. The AC Modification would revise the approval project as follows: • A reduction in building site coverage from 47,907 gross square feet (GSF) to 42,261 GSF (reduction of 5,646 GSF) primarily by eliminating the previously approved retail/office building and utilizing subterranean spaces for back of house functions • Elimination of the retail/office building (10,169 GSF}, which creates a view corridor between the Mission and the hotel • A reduction in the restaurant space from 6,095 GSF to 4,834 GSF (reduction of 1 ,261 GSF) • An addition of eight double suites and larger rooms as required to obtain a 4-star rating, but no increase in the number of hotel rooms • Provides excess parking of 14 stalls beyond the code required 162 stalls, and adds an extra 67 valet stalls which helps alleviates parking constraints in the area. The proposed four-star project, which will be managed by Marriott International, requires a full time 24/7 valet. • Parking master plan also creates the opportunity for an additional 30 stalls through additional submittal. The total master plan parking provides an excess of 111 stall beyond the code requirements. • An addition of a plaza/gathering space along the El Camino Real frontage creating a stronger orientation to the Mission • An increased building setback from the Mission to 80 feet from El Camino Real and a lowering of the approved western portion of the building to 26 1091707.02/0C 37 4817-00001/2-2 6-16/mrf/mrf ATTACHMENT 1 feet increase the viewing opportunities of the historic and cultural resources in the area • An increase in landscaped space at the corner of El Camino Real and Ortega Highway • An overall reduction in development impacts by adding basement floor area and subterranean parking, which significantly reduces truck traffic required by the approved project to raise the grade of the site • An enhanced hotel courtyard area that will serve as an entry statement into our historic downtown The overall intensity of the proposed project with the requested modifications will be significantly reduced from the approved project. Comparison of the Plaza Banderas Project Approval to the Proposed AC Modification Differences Prior 2011 Proposed Between EIR Project Plaza Banderas Mission 2011 Description Approval Inn Approval Project andACMod Application Site Area (acres) 3.1 3.1 3.18 0 Quit Claimed Right Of Way Per Development 0.00 0.44 0 Agreement* Total Site Acres 3.10 3.10 3.62 1 Total Site Square Feet 135,036 135,036 157,687 22,651 Building Area Hotel Basement 0 5,711 5,711 First Floor 32,725 35,345 38,644 3,299 Second Floor 24,524 24,142 26,322 2,180 Third Floor 17,724 16,363 24,379 8,016 Total Hotel : 74,973 76,353 95,056 18,703 Retail and Office Building First Floor 6,509 6,467 0 Second Floor 1,971 3,702 0 Total Retail/Office GSF : 8,480 10,169 0 -10,169 Restaurant Building (Relocated To Ortega Hwy Frontage) 1091707.02/0C 3 7 4817-00001/2-2 6-16/mrf/mrf -2 - First Floor 5,747 6,095 3,617 -2,478 Second Floor 0 0 1,217 1,217 Total Restaurant GSF : 5,747 6,095 4,834 -1,261 Total Building Floor Area (GSF): 89,200 92,617 99,890 7,273 Total Above-grade Floor Area (GSF): 89,200 92,617 94,179 1,562 Room Count 124 124 124 0 Site Coverage Total First Floor Footprint 44,981 47,907 42,261 -5,646 Percent Site Covered 33.3% 35.5% 26.8% -8.7% Total Floor Area Ratio 66.1% 68.6% 63.3% -5.2% Required Parking For Proposed AC Total Modification Calculation Quantity Required Hotel .8 space per room 124 100 Restaurant Per Parking 1 space per 100 Study SF 4,834 48 Events 1 space per 400 SF 5,500 14 Total Code Required Parking 185 162 Code Required Parking Provided Site Level 109 Basement Parking 67 Total Code Required Parking Provided Included in AC Mod Application Plans"'* 176 Other Parking Provided Added Spring Street Parking Per License Agreement (Separate Submittal) 14 Added Parking in Excess Right Of Way Per Master Plan (Separate Submittal) 16 Tandem Parking Stalls Added in Basement 27 Additional Parking Capacity In Valet Configuration 40 Total Additional Parking Created By Project 97 Total Project Parking Created In Master Plan 273 1091707.02/0C 37 4817-00001/2-2 6-16/ mrf/mrf -3 - *The Plaza Banderas Project was processed under a stated acreage of 3.1. However the approved site plan, in coordination with the approved Development Agreement, included the .44 acre excess right of way which is being deeded back to the property. **The Plaza Banderas Project was approved to provide 185 parking stalls . *** The 2011 Project Description lists 76,353 as the total hotel square footage, but there is 503 SF discrepancy in the floor plan total. 2.0 Background: At their October 5, 2010 meeting, the City Council certified the Final Environmental Impact Report (FEIR), approved a General Plan Amendment and various discretionary applications, and introduced an ordinance for adoption of a Comprehensive Development Plan for the proposed Plaza Banderas Hotel project, a 124-room hotel project with a freestanding 6,095 gross square foot (GSF) restaurant building and 10,169 GSF free-standing retail/office building with 6,467 GSF of commercial space and 3,702 GSF of office space. At that time, the City Council also granted a variance to the hotel parking standard to allow 0.8 parking spaces per guest room whereas the City's code requires 1.0 space per guest room. That variance reduced the amount of on-site parking required for the hotel by 25 parking spaces. At their subsequent meeting on October 19, 2010, City Council approved the ordinance on second reading establishing the Plaza Banderas Hotel Comprehensive Development Plan consisting of the development plan concept, land use provisions, and development standards. On June 30, 2011, the City Council approved the first reading and introduced an ordinance approving and adopting a Development Agreement for the Plaza Banderas Hotel project. At their July 5, 2011 meeting, the City Council approved the second reading and approved the ordinance adopting the Comprehensive Development Plan. 3.0 Benefits of the proposed project over the approved project: • Reduces traffic generation from 2,273 trips per day to 1,741 by eliminating the retail/office building and reducing the size of the restaurant building • Addition of subterranean parking reduced soil import by 52%, significantly reducing construction related noise, traffic and pollution impacts • Increases annual transient occupancy taxes to the City by an additional $384,396 beyond the $500,000 originally projected by the previous application for annual total TOT of $884,396 • Increases economic activity and spending in the historic downtown due to the change in the hotel demographics from a 3-star to 4-star hotel resulting in more visitor spending and longer tourist stays generating an 1091707.02/0C 374817-00001/2-26-16/mrf/mrf -4 - estimated $3,349,200 annually in the community (33,492 annual occupied rooms x $1 00 spent in the community) • Creates a total, estimated property tax value of the project to the City of $48,500,000 per year • Incorporates enhanced architectural design that will establish a strong historically based design statement that will endure for generations • Provides a greater emphasis on heritage-based tourism that will attract international guests • Provides additional parking (monetized) to serve the historic downtown, 24-hour valet parking service, and provides a long term public parking option • Increases San Juan Capistrano's international presence as Marriott is a world-renowned hotelier. Their Autograph Collection provides the City with the unique opportunity to create an upscale 4-star luxury boutique accommodation in the heart of the City with the international power and experience of Marriott managing operations 4 .0 Pro jec t Processing and Phasing : The AC Modification is a minor revision subject to review and approval by the Planning Director by administrative approval pursuant to Section 9-2.313(f) of the City's Municipal Code. The AC Modification is not a major revision because no changes are being made to the conditions of approval, no expansion is proposed (instead uses have been eliminated and the project size has been reduced), no intensification of use is proposed (instead the use is less intense), and no structures are being relocated (instead structures are being removed or reduced). Section 9-2.313(f)(2). As a minor revision subject to administrative approval, no public notice is required as set forth in the City's Notification Preparation Packet. Following City approval of the AC Modification, site development would generally consist of two distinct phases: (1) Grading and site preparation and (2) building and construction. If the City approves the AC Modifications by 2016, construction of the project could be begin as soon as mid-2016 and be completed as early as 2018. 1091707.02/0C 3 74817-00001/2 -26-16/mrf/mrf -5- Mission Inn San Juan Capistrano 2015-416 11/27/15 REV. 2/3/16 -_) Conceptual[_andscape flan 2 if I LANDCONCERN .; ~ ·;.:;.r ..... " r ... l, ~~" ,., -~·· •• ~,. ..• ~ ~-~:·;~ ;.,1:·.:·,;· "· ( .<~•••· lk ,, ........ ,. l·•·~·"",';(.r"-''"' s. I .• ,,,, .. ''""''~"' ~.•"!1'-•.ll!"•'!'l"''~,""''' 6 ... , ...... ,~ .. ;,. o l·l\·"l~r:ll .. ; i .<>"' ~lo•on• '-<"nl Wllli.o <ll ;ooro~·r t4 I• o ••. ,,..~lnl<"·l ''<'1'4 ,~1."··· j•·cJ .. ~t,,lw:th 1-J•'"~<"oJ ~,,,,! 10. .'1•1<" "'-"''·'~···"t ''f'!X"'~"''t:l II. l~ullo-J, (~ottccpluootl[_ands~-;AI'e Mrl5ite f'lnn a n t r a ~~ o 5b oc.c.h ..cC,), l .LC J..:·'.~:~:i~'ie--~ ....... , ...... ~ d e r a s C" I; F or n i il .. ( \ ~. ' . \ RECEIVED MAR 0 2 2011 COMMUNITY DEVELOPMENT ''''"'"' .. '"""""'' ~--··-·-··"' \a. ... • L/\NO CONCEIIN SCOPE OF WORK REQUIREMENTS FOR THE PREPARATION OF AN INITIAL STUDY (IS) TO DETERMINE IF THE PROJECT QUALIFIES FOR AN ADDENDUM TO THE PREVIOUSLY CERTIFIED EIR (PLAZA BANDERAS HOTEL), SUBSEQUENT EIR OR SUBSEQUENT MITIGATED NEGATIVE DECLARATION . OR A NEW MITIGATED NEGATIVE DECLARATION OR EIR FOR THE DESIGN OF WHICH THE PROJECT APPLICANT IS NOW PROPOSING TO MODIFY : ARCHITECTURAL CONTRO L (AC) 15-035. MISSION INN SAN JUAN CAPISTRANO (FORMERLY PLAZA BANDERAS HOTEL) THE PLAZA BANDERAS HOTEL EIR WAS ADOPTED BY THE CITY COUNCIL ON OCTOBER 5, 2010. THE DEVELOPMENT IS A PROJECT OF SOUTH COAST INVESTORS II, LLC. The Initial Study for the proposed project will provide an analysis and identification of potentially significant, adverse, environmental impacts of the proposed modification to the previously approved project consistent with the provisions of the California Environmental Quality Act and the City's adopted Environmental Review Guidelines. 1. PROJECT DESCRIPTION 1.1. Project Location: The Mission Inn San Juan Capistrano Project site is located within the historic downtown section of San Juan Capistrano . The subject property is composed of one parcel that encompass 3 .18 acres at the northeast corner of El Camino Real and Ortega Highway within the San Juan Capistrano downtown area. Horno Creek abuts the subject property along the easterly property boundary; the San Diego Freeway (1-5) is located east of Horno Creek. In 2010, the City Council adopted the Plaza Banderas EIR and in 2011 the Planning Commission confirmed approval of the project as a result of architectural modifications. Attachment 1 includes a comparison table of Plaza Banderas project to the proposed Architectural Control Modification . 1.2. 2011 "Plaza Banderas Hotel" Project Description: The previously approved Plaza Banderas Hotel project features three buildings on 3.10 acres. The project consists of a 76,353 square foot, 124-room hotel, with height of 41'-6", a 10,169 square foot retail/office building with a building height of 29'-6" and a 6,095 square foot restaurant with a building height of 27'-0" feet. The 10,169 square foot retail/office building is proposed to be a two story building. 2016 Mission Inn San Juan Capistrano Project Description: The project modification would revise the 2011 approved project as follows: ATTACHMENT 2 Scope of Work Requirements So uth Coast Inve sto rs II. LLC (Mi ss ion Inn SJ C) 2 of 6 C ity of San Juan Cap istrano • A reduction in building site coverage from 47 ,907 gross square feet (GSF) to 42,261 GSF (reduction of 5,646 GSF) primarily by eliminating the previously approved retail/office building and utilizing subterranean spaces for back of house functions • Elimination of the retail/office building (1 0,169 GSF), which creates a view corridor between the Mission and the hotel. • A reduction in the restaurant space from 6,095 GSF to 4,834 GSF (reduction of 1,261 GSF). • An addition of eight double suites and larger rooms as required to obtain a 4-star rating, but no increase in the number of hotel rooms. • Provides excess parking of 14 stalls beyond the code required 162 stalls, and adds an extra 67 valet stalls which helps alleviates parking constraints in the area. The proposed four-star project, which will be managed by Marriott International, requires a full time 24/7 valet. • Parking master plan also creates the opportunity for an additional 30 stalls through additional submittal. The total master plan parking provides an excess of 111 stall beyond the code requirements. • An addition of a plaza/gathering space along the El Camino Real frontage creating a stronger orientation to the Mission . • An increased building setback from the Mission to 80 feet from El Camino Real and a lowering of the approved western portion of the building to 26 feet increase the viewing opportunities of the historic and cultural resources in the area. • An increase in landscaped space at the corner of El Camino Real and Ortega Highway. • An overall reduction in development impacts by adding basement floor area and subterranean parking, which significantly reduces truck traffic required by the approved project to raise the grade of the site. • An enhanced hotel courtyard area that will serve as an entry statement into our historic downtown. 1.3. Discretionary Actions: Project implementation will necessitate Planning Commission approval of the following discretionary actions: Architectural Control and a Grading Plan Modification. 1 .3. 1. Architectural Control: The review of the modified site plan and architectural design of the structures , site amenities and landscape . 1 .3.2. Grading Plan Modification: The review of modified building pad elevations and new subterranean parking. 2. TECHNICAL STUDIES/REPORTS: The consultant will review the proposed modifications and determine if any additional technical studies/reports are required to be prepared in order to determine if the project qualifies for an Addendum to the previously certitfied EIR (Plaza Banderas Hotel), Subsequent EIR or Mitigated Negative Declaration, or a new Mitigated Negative Declaration or EIR. Scope of Work Requirements South Coast Investors II . LLC (Miss ion Inn SJC) 3 of 6 City of San Juan Cap istrano The City will provide the consultant with the Final EIR for the Plaza Banderas Hotel project. 3. CONTENTS OF THE SCREENCHECK DRAFT IN ITIAL STUDY (IS): The contents of the screencheck draft Initial Study shall be consistent with all applicable provisions of the California Environmental Quality Act and include all information required by the CEQA environmental checklist with detail as follows: A. Project Description: The project description shall provide, at a minimum, the following information : 1. The precise location and boundaries of the proposed project shown on a detailed topographic map, preferable a USGS seven and one- half minute quadrangle. The general location of the project depicted on a regionally-scaled or County map. 2 . A statement of the project's proposed objectives . 3 . A general description of the project's technical, economic, and environmental characteristics, considering the primary engineering proposals if any, and supporting public service facilities. 4 . A statement of the intended of uses of the initial study (IS) including a list of the public agencies which are expected to use the initial study (IS) in their decision-making, and a list of the public agency discretionary approvals being sought. 5 . The name or title of the proposed project and the name and address of the project proponent(s). 6 . A brief description of the existing and proposed land uses, Zoning Map classifications, and General Plan Land Use designations. B. Surrounding Land Use & Pro ject Setting: This section shall contain a description of the natural and built environment in the vicinity of the project site as it exists without implementation of the project and from both a local and regional perspective. Special emphasis shall be placed on environmental resources that are rare or unique to the City of San Juan Capistrano especially with respect to viewsheds, historical sites and/or structures, hillsides/ridgelines, and mature specimen trees. This section will include a general discussion of any inconsistencies between the proposed project and the General Plan or any regional plans (e.g. SCAQMD Regional Air Quality Management Plan, Orange County Transportation Authority (OCTA) Master Plan of Streets & Highways, Southern California Association of Governments (SCAG) Regional Mobility Plan). This section will also Scope of Work Requirements South Coast Investors II. LLC (Mission Inn SJC) 4 of 6 City of San Juan Capistrano include a brief description and accompanying map of planned projects (public and private) in the vicinity for the purpose of evaluating potential, cumulative environmental impacts. Finally, this section will include a description of existing surrounding land uses and an area map depicting the location of surrounding uses in relationship to the project site. C. Other Required Agency Approvals: This section shall contain a list of County, State, and Federal agencies with permitting authority over any aspect of the project, a brief statement as to the basis of permitting authority, a statement as to the specific project aspect requiring such permitting, and the type of permit required by that agency (e.g. Caltrans encroachment permit or plan approval; Orange County Flood Control District encroachment permit or plan approval; Department of Fish & Game Section 1600/1601 Streambed Alteration Agreement; US Army Corps of Engineers Section 404 permit; etc.). D. Discussion of Environmental Evaluation: This section will include a discussion of the potentially significant environmental impacts, mitigation measures to reduce significant impacts to a level of insignificance, and a statement as to whether mitigation measures will reduce impacts to a level of insignificance. The determination of significance will be based on significance thresholds established by the City's adopted Environmental Review Guidelines. The evaluation section will contain appropriately detailed analysis and discussion of those environmental criteria deemed "Potentially Significant lmpacf' and "Potentially Significant Impact Unless Mitigated". Where the project would result in "No lmpacf' or "Less Than Significant lmpacf' for a particular environmental criteria, the Initial Study will include a brief discussion which supports such a finding. Recommended mitigation measures must comply with CEQA requirements in terms of effectiveness and feasibility. Where alternative mitigation measures are available to address a specific impact, the study shall include a recommended measure and discuss the reason(s) for selecting a particular measure over other alternative measures. E. Process Documentation : An appendix shall be provided which contains all official documents related to processing including the "Initial Study", "Notice of Intent to Adopt an Negative Declaration", "Notice of Determination (NOD)", Planning Commission meeting minutes and City Council meeting minutes, etc. F. References: All pertinent materials, studies, or persons consulted in the preparation of the study shall be listed within a separate section of the report . The identity of all Federal, State, and local agencies, or other organizations and private individuals consulted in the preparation and the identity of all persons, firms, and City staff preparing the study by contact or other Scope of Work Requirements South Coast Investo rs II , LLC (M ission Inn SJC) 5 of 6 City of San Juan Capistrano authorization, shall also be listed, The text shall include footnote references or other means of reference consistent with professional style manuals , 4. CONTENTS OF THE REVISED SCREENCHECK DRAF T INITIAL STUDY. The contents shall include the Screen check Draft Initial Study with revisions as directed by the City's project manager, The City's Environmental Administrator will use the revised screencheck draft Initial Study to determine whether the project qualifies for issuance of an Negative Declaration (NO) or an Mitigated Negative Declaration (MND), or requires preparation of an Environmental Impact Report (EIR), 5 . CONTENTS OF THE PUBLIC REVIEW DRAFT INITIAL STUDY I MITIGATED NEGAT IV E DECLARATION (MND). The contents shall include the City-approved Revised Screencheck Draft Initial Study with any revisions directed by the City's project manager, and the Notice of Intent to Adopt a Negative Declaration (NO)/ Mitigated Negative Declaration (MNO), 6. CONTENTS OF THE DRAFT INITIAL STUDY (IS) I MITIGATED NEGATIVE DECLARATION (MND): The contents shall consist of the following : A The text of the Public Review Draft Initial Study (IS) I M it ig ated Negative De c la rat ion {MN O), B, Comments & Responses to Comments : All written comments received on the proposed Negative Declaration (NO) or Mitigated Negative Declaration (MND) during the public review process, and appropriate responses to comments consistent with the requirements of CEQA, 7 . MEETINGS: The consultant shall include provision for attending the following meetings and making presentations at the public meeting/hearings: 7,1 One (1) orientation/kick-off meeting with City staff (1 hour), 7,2 Two (2) project status/update meetings with City staff, if needed (1 hour each), 7,3 If necessary, two (2) public meeting/hearing (6,0 hours), 8 . SCHEDULE: The consultant's proposal will include a proposed schedule which provides for the most efficient and expeditious preparation of the Initial Study to determine if the project qualifies for an Addendum to the previously certified EIR (Plaza Banderas Hotel), Subsequent EIR or Subsequent Mitigated Negative Declaration to a previously approved EIR, or a new Mitigated Negative Declaration or EIR 9. NOTICES: The consultant shall be responsible for posting all necessary notices with the County Clerk and State Clearinghouse (SCH) including the "Notice of Intent to Adopt and NO" and the "Notice of Determination (NOD)," Scope of Work Requirements South Coast Investors II. LLC (Mission Inn SJCl 6 of 6 City of San Juan Capistrano 10. DELIVERABLES: The consultant shall provide the following deliverables in accordance with the work schedule : 10.1 A CD-R disk (MS Word format) and one (1) hardcopy of the Screencheck document. 10.2 A CD-R disk (MS Word format and pdf) and two (2) hardcopies of the Final document. Attachments: 1-Comparison Table of Plaza Banderas project to the proposed Architectural Control Modification. Mission Inn Sn11.)unn Capistrnm> MISSION CQMMERT.\[ PRO RTI ES Comparison oft he Plaza Banileras Prolect Approval to th e Proposed AC ModiOcallon 01/f~tenus EIRPtojer:r Prior 2011 Plaza Proposed Berween 20Jl Dtscrlpt/on BonderaJ Approval Mlsslonlnn Approval and · PrOjlct ACIVIod Appll~orlon Site Area (acres) 3.1 3.1 3 .18 0.08 Quit Claimed Right Of Way Per 0 .00 0.44 0.44 Development Agreement • Total Site Acres 3.10 3.10 3.62 0.52 Total Site Square Feet 135,036 135,036 157,687 22,651 Building Area Hotel Basement 0 5,711 5,711 First Floor 32,725 35,345 38,644 3,299 Second Fl o or 24,524 24 ,142 26,322 2,180 Third Floor 17,724 16,363 24,379 8,016 Total Hotel : 74,973 76,353 95,056 18,703 Retail and Office Building First Floor 6,509 6,467 0 -6.467 Second Floor 1,971 3,702 0 -3,702 Total Retail/Office GSF: 8.480 10,169 0 -10,169 Restaurant Building (Relocated To Ortega Hwy Frontage) First Floor 5,747 6,095 3,617 -2,478 Second Floor 0 0 1,217 1,217 Total Restaurant GSF : 5,747 6,095 4,8 34 -1,261 Total Building Floor Area (GSF): 89,200 92 ,617 99,890 7,273 Total Above-grade Floor Area 89,200 92 ,617 94 ,179 1,562 (GSF): Room Count 124 124 124 0 Site Coverage Total First Floor Footprint 44,981 47,907 42,2 61 -5,646 Percent Site Covered 33 .3% 35 .5% 26 .8% -8.7% Total Floor Area Ratio 66.1 % 68.6% 63.3% -5 .2% Required Parking For Proposed AC Modlflcatlon Calculation Quantity Total Required Hotel .8 space per room 124 100 Restaurant Per Parking Study 1 space per 100 SF 4,834 48 Events 1 space per 400 SF 5,500 14 Total Code Required Parking 185 162 Code Required Parking Provided Site Level I 109 Basement Parking I 67 Toral Code Required Parking Provided lnduded In AC Mod Appncatlon Plans•• I 176 Other Parking Provided Added Spring Street Parking Per License Agreement (Separate Submittal) 14 Added Parking in Excess Right Of Way Per Master Plan (Separate Submittal) 16 Tandem Parking Stalls Added in Basement 27 Additional Parking Capacity In Valet Configuration 40 Total Additional Parking Created By Project 97 I Total Project Parkln1 Created In Master Plan 211 • The Plaza Banderas Project was processed under a stated acreage of 3.1. However the approved site plan, in coordination with the approved Development Agreement, included the .44 acre excess right of way which is being deeded back to the property. •• The Plaza Band eras Project was approved to provide 185 parking stalls. ••• The 2011 Project Description lists 76,353 as the total hotel square footage, but there is 503 SF discrepancy in the floor plan toto/. ATTACHMENT 1 (***MODEL-REMOVE THIS TITLE WHEN USED***) [***FOR PROFESSIONAL SERVICES-DEFINED AS: SPECIALIZED SERVICES SUCH AS FINANCIAL, ECONOMIC, ACCOUNTING, LEGAL, ENGINEERING OR ADMINISTRATIVE SERVICES***) CITY OF SAN JUAN CAPISTRANO PROFESSIONAL SERVICES AGREEMENT This Agreement is made and entered into as of , 20 __ by and between the City of San Juan Capistrano, a municipal corporation organized and operating under the laws of the State of California with its principal place of business at 32400 Paseo Adelanto, San Juan Capistrano, CA 92675 ("City"), and [***INSERT NAME***], a [***INSERT TYPE OF ENTITY-CORPORATION, PARTNERSHIP, SOLE PROPRIETORSHIP OR OTHER LEGAL ENTITY***] with its principal place of business at [***INSERT ADDRESS***] (hereinafter referred to as "Consultant"). City and Consultant are sometimes individually referred to as "Party" and collectively as "Parties" in this Agreement. RECITALS A. City is a public agency of the State of California and is in need of professional services for the following project: (hereinafter referred to as "the Project"). B. Consultant is duly licensed and has the necessary qualifications to provide such services. C. The Parties desire by this Agreement to establish the terms for City to retain Consultant to provide the services described herein. AGREEMENT NOW, THEREFORE, IT IS AGREED AS FOLLOWS: 1. Services. Consultant shall provide the City with the services described in the Scope of Services attached hereto as Exhibit "A." [Alternatively, Scope of Services can be included here and all subsequent exhibits renumbered accordingly.] 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." [Alternatively, Schedule of Charges may be included here and all subsequent exhibits renumbered accordingly.] b. In no event shall the total amount paid for services rendered by Consultant under this Agreement exceed the sum of $ [Insert amount of 1 6 1147.02100\10974777.1 ATTACHMENT 3 compensation]. 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. Additional Work. If changes in the work seem merited by Consultant or the City , and informal consultations with the other party indicate that a change is warranted, it shall be processed in the following manner: a letter outlining the changes shall be forwarded to the City by Consultant with a statement of estimated changes in fee or time schedule. An amendment to this Agreement shall be prepared by the City and executed by both Parties before performance of such services, or the City will not be required to pay for the changes in the scope of work. Such amendment shall not render ineffective or invalidate unaffected portions of this Agreement. 4. Maintenance of Records . Books, documents, papers, accounting records, and other evidence pertaining to costs incurred shall be maintained by Consultant and made available at all reasonable times during the contract period and for four (4) years from the date of final payment under the contract for inspection by City. 5. Time of Perfor ma nce. Consultant shall perform its services in a prompt and timely manner and shall commence performance upon receipt of written notice from the City to proceed ("Notice to Proceed"). Consultant shall complete the services required hereunder within [Insert number of calendar days for performance of the services -If more detail Is required attach "Activity Schedule" as Exhibit C, otherwise delete Exhibit C.] The Notice to Proceed shall set forth the date of commencement of work. 6. De lays in Pe rform ance. a. Neither City nor Consultant shall be considered in default of this Agreement for delays in performance caused by circumstances beyond the reasonable control of the non- performing party . For purposes of this Agreement, such circumstances include but are not limited to, abnormal weather conditions ; floods; earthquakes; fire ; epidemics; war ; riots and other civil disturbances; strikes, lockouts, work slowdowns, and other labor disturbances; sabotage or judicial restraint. b. Should such circumstances occur, the non -performing party shall, within a reasonable time of being prevented from performing, give written notice to the other party describing the circumstances preventing continued performance and the efforts being made to resume performance of this Agreement. 7. Co mp lian ce with Law . a. Consultant shall comply with all applicable laws, ordinances, codes and regulations of the federal, state and local government, including Cai/OSHA requirements. 2 61147 02100\10974777.1 b. If required, Consultant shall assist the City, as requested, in obtaining and maintaining all permits required of Consultant by federal, state and local regulatory agencies. c. If applicable, Consultant is responsible for all costs of clean up and/ or removal of hazardous and toxic substances spilled as a result of his or her services or operations performed under this Agreement. 8. Standard of Care Consultant's services will be performed in accordance with generally accepted professional practices and principles and in a manner consistent with the level of care and skill ordinarily exercised by members of the profession currently practicing under similar conditions. 9. Assignment and Subconsultant Consultant shall not assign, sublet, or transfer this Agreement or any rights under or interest in this Agreement without the written consent of the City, which may be withheld for any reason. Any attempt to so assign or so transfer without such consent shall be void and without legal effect and shall constitute grounds for termination. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. Nothing contained herein shall prevent Consultant from employing independent associates, and subconsultants as Consultant may deem appropriate to assist in the performance of services hereunder. 10. Independent Consultant Consultant is retained as an independent contractor and is not an employee of City . No employee or agent of Consultant shall become an employee of City. The work to be performed shall be in accordance with the work described in this Agreement, subject to such directions and amendments from City as herein provided. 11. Insurance . Consultant shall not commence work for the City until it has provided evidence satisfactory to the City it has secured all insurance required under this section. In addition, Consultant shall not allow any subcontractor to commence work on any subcontract until it has secured all insurance required under this section. a. Commercial General Liability (i) The Consultant shall take out and maintain , during the performance of all work under this Agreement, in amounts not less than specified herein, Commercial General Liability Insurance, in a form and with insurance companies acceptable to the City. (ii) Coverage for Commercial General Liability insurance shall be at least as broad as the following: (1) Insurance Services Office Commercial General Liability coverage (Occurrence Form CG 00 01) or exact equivalent. (iii) Commercial General Liability Insurance must include coverage for the following: 3 61147.02100\10974777 .1 (1) Bodily Injury and Property Damage (2) Personal Injury/Advertising Injury (3) Premises/Operations Liability (4) Products/Completed Operations Liability (5) Aggregate Limits that Apply per Project (6) Explosion, Collapse and Underground (UCX) exclusion deleted (7) Contractual Liability with respect to this Contract (8) Broad Form Property Damage (9) Independent Consultants Coverage (iv) The policy shall contain no endorsements or provisions limiting coverage for ( 1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; (3) products/completed operations liability; or (4) contain any other exclusion contrary to the Agreement. (v) The policy shall give City, its officials, officers, employees, agents and City designated volunteers additional insured status using ISO endorsement forms CG 20 10 10 01 and 20 37 10 01, or endorsements providing the exact same coverage. (vi) The general liability program may utilize either deductibles or provide coverage excess of a self-insured retention, subject to written approval by the City, and provided that such deductibles shall not apply to the City as an additional insured . b . Auto mob ile Liability (i) At all times during the performance of the work under this Agreement, the Consultant shall maintain Automobile Liability Insurance for bodily injury and property damage including coverage for owned, non-owned and hired vehicles , in a form and with insurance companies acceptable to the City . (ii) Coverage for automobile liability insurance shall be at least as broad as Insurance Services Office Form Number CA 00 01 covering automobile liability (Coverage Symbol 1, any auto). (iii) The policy shall give City , its officials, officers, employees, agents and City designated volunteers additional insured status. (iv) Subject to written approval by the City, the automobile liability program may utilize deductibles, provided that such deductibles shall not apply to the City as an additional insured, but not a self-insured retention. c . Workers' Compensati on/Employer's Liability (i) Consultant certifies that he/she is aware of the prov1s1ons of Section 3700 of the California Labor Code which requires every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and he/she will comply with such provisions before commencing work under this Agreement. (ii) To the extent Consultant has employees at any time during the term of this Agreement, at all times during the performance of the work under this Agreement, 4 61147.02100\10974777 .1 the Consultant shall maintain full compensation insurance for all persons employed directly by him/her to carry out the work contemplated under this Agreement, all in accordance with the "Workers' Compensation and Insurance Act," Division IV of the Labor Code of the State of California and any acts amendatory thereof, and Employer's Liability Coverage in amounts indicated herein . Consultant shall require all subconsultants to obtain and maintain, for the period required by this Agreement, workers ' compensation coverage of the same type and limits as specified in this section. d. Professional Liabili ty (Error s and Omis sio ns) At all times during the performance of the work under this Agreement the Consultant shall maintain professional liability or Errors and Omissions insurance appropriate to its profession, in a form and with insurance companies acceptable to the City and in an amount indicated herein. This insurance shall be endorsed to include contractual liability applicable to this Agreement and shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the Consultant. "Covered Professional Services" as designated in the policy must specifically include work performed under this Agreement. The policy must "pay on behalf of' the insured and must include a provision establishing the insurer's duty to defend . e. Minimum Po lic y Li mits Req ui red (i) The following insurance limits are required for the Agreement: Commercial General Liability Automobile Liability Employer's Liability Professional Liability Com bine d S ingl e Limit $1,000,000 per occurrence/ $2,000,000 aggregate for bodily injury, personal injury, and property damage $1,000,000 per occurrence for bodily injury and property damage $1,000,000 per occurrence $1 ,000,000 per claim and aggregate (errors and omissions) (ii) Defense costs shall be payable in addition to the limits. (iii) Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. Any available coverage shall be provided to the parties required to be named as Additional Insured pursuant to this Agreement. f . Evide nce Requ ired Prior to execution of the Agreement, the Consultant shall file with the City evidence of insurance from an insurer or insurers certifying to the coverage of all insurance required herein . Such evidence shall include original copies of the ISO CG 00 01 (or insurer's equivalent) signed by the insurer's representative and Certificate of Insurance (Acord Form 25- S or equivalent), together with required endorsements. All evidence of insurance shall be 5 6 1147.02100\10974777.1 signed by a properly authorized officer, agent, or qualified representative of the insurer and shall certify the names of the insured, any additional insureds, where appropriate, the type and amount of the insurance, the location and operations to which the insurance applies, and the expiration date of such insurance. g. Policy Provisions Required (i) Consultant shall provide the City at least thirty (30) days prior written notice of cancellation of any policy required by this Agreement, except that the Consultant shall provide at least ten (10) days prior written notice of cancellation of any such policy due to non-payment of premium. If any of the required coverage is cancelled or expires during the term of this Agreement, the Consultant shall deliver renewal certificate(s) including the General Liability Additional Insured Endorsement to the City at least ten (1 0) days prior to the effective date of cancellation or expiration. (ii) The Commercial General Liability Policy and Automobile Policy shall each contain a provision stating that Consultant's policy is primary insurance and that any insurance, self-insurance or other coverage maintained by the City or any named insureds shall not be called upon to contribute to any loss . (iii) The retroactive date (if any) of each policy is to be no later than the effective date of this Agreement. Consultant shall maintain such coverage continuously for a period of at least three years after the completion of the work under this Agreement. Consultant shall purchase a one (1) year extended reporting period A) if the retroactive date is advanced past the effective date of this Agreement; B) if the policy is cancelled or not renewed; or C) if the policy is replaced by another claims-made policy with a retroactive date subsequent to the effective date of this Agreement. (iv) All required insurance coverages, except for the professional liability coverage, shall contain or be endorsed to waiver of subrogation in favor of the City, its officials, officers, employees, agents, and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications 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 and insurance clauses from each of its subconsultants. (v) The limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability. Further the limits set forth herein shall not be construed to relieve the Consultant from liability in excess of such coverage, nor shall it limit the Consultant's indemnification obligations to the City and shall not preclude the City from taking such other actions available to the City under other provisions of the Agreement or law. h. Qualifying Insurers (i) All policies required shall be issued by acceptable insurance companies, as determined by the City, which satisfy the following minimum requirements: (1) Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A:VII and admitted to transact in the business of insurance in the State of California, or otherwise allowed to place insurance 6 61147.02100\10974777 1 through surplus line brokers under applicable provisions of the California Insurance Code or any federal law. i. Additional Insurance Provisions (i) The foregoing requirements as to the types and limits of insurance coverage to be maintained by Consultant, and any approval of said insurance by the City, is not intended to and shall not in any manner limit or qualify the liabil ities and obligations otherwise assumed by the Consultant pursuant to this Agreement, including but not limited to , the provisions concerning indemnification. (ii) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments . In the alternative, City may cancel this Agreement. (iii) The City may require the Consultant to provide complete copies of all insurance policies in effect for the duration of the Project. (iv) Neither the City nor any of its officials, officers, employees, agents or volunteers shall be personally responsible for any liability arising under or by virtue of this Agreement. j. S ubconsultant In surance Re qu irem ents. Consultant shall not allow any subcontractors or subconsultants to commence work on any subcontract until they have provided evidence sat isfactory to the City that they have secured all insurance required under this section. Policies of commercial general liability insurance provided by such subcontractors or subconsultants shall be endorsed to name the City as an additional insured using ISO form CG 20 38 04 13 or an endorsement providing the exact same coverage. If requested by Consultant, City may approve different scopes or minimum limits of insurance for particular ~ubcontractors or subconsultants. 12. Indemnification. a. To the fullest extent permitted by law, Consultant shall defend (with counsel reasonably approved by the City), indemnify and hold the City, its officials, officers, employees , agents and volunteers free and harmless from any and all claims , demands, causes of action, suits, actions , proceedings, costs, expenses , liability, judgments, awards, decrees, settlements, loss, damage or injury of any kind, in law or equity, to property or persons , including wrongful death, (collectively, "Claims') in any manner arising out of, pertaining to, or incident to any alleged acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Consultant's services, the Project or this Agreement, including without limitation the payment of all consequential damages, expert witness fees and attorneys' fees and other related costs and expenses. Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to Claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. Consultant's obligation to 7 61147 02100\10974777.1 indemnify shall not be restricted to insurance proceeds, if any, received by the City, its officials, officers, employees, agents or volunteers . b. Addi t iona l In demni ty Obli gati o ns . Consultant shall defend, with counsel of City's choosing and at Consultant's own cost , expense and risk, any and all Claims covered by this section that may be brought or instituted against the City, its officials, officers , employees, agents or volunteers. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against the City, its officials , officers, employees , agents or volunteers as part of any such claim, suit, action or other proceeding. Consultant shall also reimburse City for the cost of any settlement paid by the City, its officials, officers, employees, agents or volunteers as part of any such claim, suit, action or other proceeding. Such reimbursement shall include payment for the City's attorney's fees and costs, including expert witness fees. Consultant shall reimburse the City, its officials, officers, employees, agents and 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 officials, officers, employees, agents and volunteers. 13. Califo rnia Labor Co de Requiremen ts. a. Consultant is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., which require the payment of prevailing wage rates and the performance of other requirements on certain "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, if applicable. Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claims , liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Consultant and all subconsultants to comply with all California Labor Code provisions, which include but are not limited to prevailing wages, employment of apprentices, hours of labor and debarment of contractors and subcontractors. b. If the Services are being performed as part of an applicable "public works" or "maintenance" project, then pursuant to Labor Code Sections 1725 .5 and 1771.1, the Consultant and all subconsultants performing such Services must be registered with the Department of Industrial Relations. Consultant shall maintain registration for the duration of the Project and require the same of any subconsultants, as applicable . This Project may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Consultant's sole responsibility to comply with all applicable registration and labor compliance requirements. 14. Verification of Employmen t Eli g ibility. By executing this Agreement, Consultant verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time, and shall require all subconsultants and sub- subconsultants to comply with the same. 8 61147.02100\10974777 .1 [Delete the following provision and renumber all further provisions, if not applicable.] 15. City Material Requ irements . Consultant is hereby made aware of the City's requirements regarding materials, as set forth in [Insert the name of the document that contains the City's standard material requirements], which are deemed to be a part of this Agreement. 16 . Laws and Venue. This Agreement shall be interpreted in accordance with the laws of the State of California. If any action is brought to interpret or enforce any term of this Agreement, the action shall be brought in a state or federal court situated in the County of Orange, State of California. 17 Termination or Abandonment a. City has the right to terminate or abandon any portion or all of the work under this Agreement by giving ten (10) calendar days written notice to Consultant. In such event, City shall be immediately given title and possession to all original field notes, drawings and specifications, written reports and other documents produced or developed for that portion of the work completed and/or being abandoned. City shall pay Consultant the reasonable value of services rendered for any portion of the work completed prior to termination. If said termination occurs prior to completion of any task for the Project for which a payment request has not been received, the charge for services performed during such task shall be the reasonable value of such services, based on an amount mutually agreed to by City and Consultant of the portion of such task completed but not paid prior to said termination. City shall not be liable for any costs other than the charges or portions thereof which are specified herein. Consultant shall not be entitled to payment for unperformed services, and shall not be entitled to damages or compensation for termination of work. b. Consultant may terminate its obligation to provide further services under this Agreement upon thirty (30) calendar days' written notice to City only in the event of substantial failure by City to perform in accordance with the terms of this Agreement through no fault of Consultant. 18 Documents. Except as otherwise provided in "Termination or Abandonment," above, all original field notes, written reports, Drawings and Specifications and other documents, produced or developed for the Project shall, upon payment in full for the services described in this Agreement, be furnished to and become the property of the City. 19. Organization Consultant shall assign as Project Manager. The Project Manager shall not be removed from the Project or reassigned without the prior written consent of the City. 20. Limitation of Agreement. This Agreement is limited to and includes only the work included in the Project described above. 21. Notice 9 61147.02100\10974777 .1 Any notice or instrument required to be given or delivered by this Agreement may be given or delivered by depositing the same in any United States Post Office, certified mail, return receipt requested, postage prepaid, addressed to: CITY: City of San Juan Capistrano 32400 Paseo Adelanto San Juan Capistrano, CA 92675 Attn: [***INSERT NAME & DEPARTMENT***] and shall be effective upon receipt thereof. 22. Third Party Rights CONSULTANT: [***INSERT NAME, ADDRESS & CONTACT PERSON***] Nothing in this Agreement shall be construed to give any rights or benefits to anyone other than the City and the Consultant. 23. Equal Opportun ity Employment. Consultant represents that it is an equal opportunity employer and that it shall not discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, sex, age or other interests protected by the State or Federal Constitutions. 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. 24. Entire Agreement This Agreement, with its exhibits, represents the entire understanding of City and Consultant as to those matters contained herein, and supersedes and cancels any prior or contemporaneous oral or written understanding, promises or representations with respect to those matters covered hereunder. Each party acknowledges that no representations, inducements, promises or agreements have been made by any person which are not incorporated herein, and that any other agreements shall be void. This Agreement may not be modified or altered except in writing signed by both Parties hereto. This is an integrated Agreement. 25. Severability The unenforceability, invalidity or illegality of any provision(s) of this Agreement shall not render the provisions unenforceable, invalid or illegal. 26. Successors and Assigns This Agreement shall be binding upon and shall inure to the benefit of the successors in interest, executors, administrators and assigns of each party to this Agreement. However, Consultant shall not assign or transfer by operation of law or otherwise any or all of its rights, burdens, duties or obligations without the prior written consent of City. Any attempted assignment without such consent shall be invalid and void. 10 61147 .02100\10974777 .1 27. Non~Waiver None of the provisions of this Agreement shall be considered waived by either party, unless such waiver is specifically specified in writing. 28. Time of Essence Time is of the essence for each and every provision of this Agreement. 29. City's Right to Employ Othe r Consultants City reserves its right to employ other consultants, including engineers, in connection with this Project or other projects. 30. Prohibited Interests Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant , to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no director, official, 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. [SIGNATURES ON FOLLOWING PAGE] 11 61147.02100\10974777. I SIGNATURE PAGE FOR PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF SAN JUAN CAPISTRANO AND (***INSERT NAME***] IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above. CITY OF SAN JUAN CAPISTRANO By : [INSERT NAME] [INSERT TITLE] ATTEST: By : City Clerk APPROVED AS TO FORM: By: City Attorney 61147.02100\10974777.1 [INSERT NAME OF CONSULTANT] By : Its: Printed Name : ________ _ 12 61147.02100\10974777.1 EXHIBIT A Scope of Services 13 EXHIBIT B Schedule of Charges/Payments Consultant will invoice City on a monthly cycle. Consultant will include with each invoice a detained progress report that indicates the amount of budget spent on each task. Consultant will inform City regarding any out-of-scope work being performed by Consultant. This is a time- and-materials contract. 14 61147.02100\10974777.1 61147.02100110974777.1 EXHIBIT C Activity Schedule 15