HomeMy WebLinkAboutQK - Agreement Consultant - 04-06-2022AGREEMENT
CITY OF FRESNO, CALIFORNIA
CONSUL TANT SERVICES
THIS AGREEMENT is entered into and effective on ,).2 ,
by and between the CITY OF FRESNO, a California unicipal corporation (City), DYP
6400 LP., a California limited partnership, (Developer), and Quad Knopf, INC, OBA QK
(Consultant).
RECITALS
WHEREAS, the Developer will be submitting necessary applications for (Tract 6400)
which proposes a 72 lot single family residential subdivision, 12.65-acres, located on the
southwest corner of E.Clinton Avenue and S . Armstrong Avenue, within the City of Fresno
(Project); and
WHEREAS, the Project will require various Land Use Approvals. For purposes of this
Agreement, Land Use Approvals shall mean any benefits arising from any of the following:
the approval of a General Plan Amendment, Rezone application, Tentative Tract Map,
Conditional Use Permit and Development Permit and any document prepared pursuant
to the California Environmental Quality Act (CEQA) or other law that is approved in
conjunction with aforementioned land use entitlements; and
WHEREAS, the City as the lead agency (CEQA Guidelines Section 15367) has
determined it is in the best interest of the City and the Developer to have a consultant
prepare an Initial Study to determine the appropriate environmental document pursuant
to CEQA Guidelines; and
WHEREAS, the Consultant will prepare and submit the draft documents to the City for
review and the City, as necessary and appropriate in the City's sole discretion to further
the preparation of a legally adequate Initial Study, will share the draft documents, in part
or in whole, with the Developer; and
WHEREAS, the Developer has agreed to have the Consultant prepare the Initial Study
and any related documents required pursuant to CEQA Guidelines for the Project
(collectively, the "Initial Study"); and
WHEREAS, the Consultant is engaged in the business of furnishing technical and
professional consulting and hereby represents it desires to and is professionally and
legally capable of performing the services called for by this Agreement; and
WHEREAS, this Agreement will be administered for the City by its Director of the Planning
and Development Department (Director) or designee.
NOW, THEREFORE, in consideration of the foregoing and of the covenants, conditions,
and promises hereinafter contained to be kept and performed by the respective parties,
it is mutually agreed as follows:
1. Scope of Services. The Consultant has submitted the scope of work, which
includes a milestone timeline and a list of any subcontractors, to the City for its
review and approval and shall diligently cooperate with the City in making changes
to the scope of work until the City approves the scope of work. Upon the City
DEV-S Three Party Agt FYI (12-2021) 1
2 .
3.
4 .
approval of the scope of work, incorporated herein as Exhibit C, dated March 1,
2022, the Consultant shall perform, to the satisfaction of the City, the services
described in the scope of work including all work incidental to, or necessary to
perform, such services even though not specifically described in the scope of work.
The Consultant services shall include, but not be limited to, consultation with the
City staff and the Developer, . management of necessary subconsultants,
presentations at public hearings, and other related tasks as described in the scope
of work.
The Consultant shall work solely under the general direction of the City's Planning
and Development Department, Assistant Directors, Planning Managers, and
respective staff in the preparation of the Initial Study required by CEQA. With the
express approval from the City's Planning and Development Department,
Assistant Directors, Planning Managers, and respective City staff as appropriate,
the Consultant may consult with the Developer as needed to facilitate timely
preparation of an accurate and legally defensible environmental document. The
Consultant shall not make any changes to documents to be prepared within the
scope of work without written approval of the City which may be provided via
electronic mail.
The Consultant shall hire all subcontractors in consultation with City staff. The
Developer shall not contract directly with any subcontractors to perform any part
of the work under this Agreement.
Term of Agreement and Time for Performance. This Agreement shall be effective
from the date first set forth above and shall continue in full force and effect through
the complete rendition of the services hereunder, subject to any earlier termination
in accordance with this Agreement. The services of the Consultant as described in
Paragraph 1 of this Agreement are to commence upon the effective date first set
forth above, and shall be undertaken and completed in a sequence assuring
expeditious completion.
Authority and Regulation of Communications. The City shall have final authority
over the scope of work, and the environmental document preparation process and
content. The City shall coordinate all communication between the Consultant and
the Developer to obtain project information and/or make public presentations
related to the preparation of the initial study and environmental findings.
Communications between the Developer and the Consultant shall occur in
accordance with Section 1 above.
Confidential Information and Ownership of Documents .
(a) Any reports, information, or other data prepared or assembled by the
Consultant pursuant to this Agreement shall not be made available to any
individual or organization other than the Developer by the Consultant
without the prior written approval of the Director. During the term of this
Agreement, and thereafter, the Consultant shall not, without the prior written
consent of the City, disclose to anyone any Confidential Information other
than the Developer. The term Confidential Information for the purposes of
this Agreement shall include all proprietary and confidential information of
DEV-S Three Party Agt FYI (12-2021) 2
the City, including but not limited to business plans, marketing plans,
financial information, materials, compilations, documents, instruments,
models, source or object codes and other information disclosed or
submitted, orally, in writing, or by any other medium or media. All
Confidential Information shall be and remain confidential and proprietary in
the City.
(b) Any and all writings and documents prepared or provided by the Consultant
pursuant to this Agreement are the property of the City at the time of
preparation and shall be turned over to the City upon expiration or
termination of the Agreement with copies made available to the Developer.
The Consultant shall not permit the reproduction or use thereof by any other
person except as otherwise expressly provided herein.
(c) If the Consultant should subcontract all or any portion of the services to be
performed under this Agreement, the Consultant shall cause each
subcontractor to also comply with the requirements of this Section 4.
This Section shall survive expiration or termination of this Agreement.
5 . Compensation.
(a) All costs associated with the Consultant's performance of the services
described in the scope of work including all work incidental to, or necessary
to perform, such services even though not specifically described in the
scope of work, shall be paid by the Developer under a separate agreement
with the Consultant. The City shall not be liable , either jointly or severally,
for any costs incurred to perform the work set forth in the Scope of Work
attached as Exhibit C, including preparation of the Initial Study and any
other environmental document currently the subject of this Agreement or as
the Agreement may later be amended that is the subject of this Agreement.
(b) The Consultant shall provide the City with all invoices the Consultant
submits to the Developer for payment or reimbursement. The Consultant
shall submit the copies of these invoices at the same time said invoices are
first submitted to the Developer for payment.
6 . Termination.
(a) This Agreement shall terminate without any liability of the City to the
Consultant or the Developer upon the earlier of: (i) the Consultant's filing for
protection under the Federal bankruptcy laws, or any bankruptcy petition or
petition for receiver commenced by a third party against the Consultant; (ii)
seven calendar days prior written notice with or without cause by the City to
the Consultant; (iii) the City's non-appropriation of funds sufficient to meet
its obligations hereunder during any the City fiscal year of this Agreement,
or insufficient funding for the Project; (iv) expiration of this Agreement, or
seven calendar days' prior written notice with or without cause by the
Developer to the Consultant and the City.
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(b) Immediately upon any termination or expiration of this Agreement, the
Consultant shall (i) immediately stop all work hereunder; (ii) immediately
cause any and all of its subcontractors to cease work; and (iii) return to the
City any and all properties and materials in the possession of the Consultant
that are owned by the City.
7. Subsequent Consultant. If a subsequent consultant is required to perform the work
contemplated by the Agreement, the Developer shall select the subsequent
consultant and the City shall have the right to evaluate and approve or disapprove
the subsequent consultant selected by the Developer.
8. Discretionary Governmental Actions. Certain planning , land use, zoning and other
permits and public actions required in connection with the Project including, without
limitation, the Land Use Approvals, the environmental review and analysis under
CEQA or any other statute, and other transactions contemplated by this
Agreement are discretionary government actions. Nothing in this Agreement
obligates the City or any other governmental entity to grant final approval of any
matter described herein. Such actions are legislative, quasi-judicial, or otherwise
discretionary in nature. The City cannot take action with respect to such matters
before completing the environmental assessment of the Project under CEQA and
any other applicable laws . The City cannot and does not commit in advance that it
will give final approval to any matter. The City shall not be liable, in law or equity,
to the Consultant, the Developer or any of the Initial Study or subsequent
environmental documents executors, administrators, transferees, subcontractors,
successors-in-interest or assigns for any failure of any governmental entity to grant
approval on any matter subject to discretionary approval.
9. Confidential Information. Except as provided for in this section, any reports,
information, or other data prepared or assembled by the Consultant pursuant to
this Agreement shall not be made available to any individual or organization by the
Consultant other than the Developer without the prior written approval of the
Director or the City's City Manager; unless required by law and the timeframe in
such a case it is not feasible to obtain prior written consent, although in such a
case, the Consultant must immediately notify the Director or the City's City
Manager of the request or subpoena for such information and immediately deliver
via facsimile or e-mail any legal documents supporting the demand for said
information.
The Consultant shall provide copies of administrative draft documents in
connection with the Project's environmental review to the City under the scope of
work. The City shall then distribute administrative draft documents to the
Developer. The Developer's comments regarding the administrative documents
shall be submitted only to the City, within timeframe established by the City, and
the City shall forward to the Consultant. This section shall not supersede the
provisions of California Public Resources Code Section 21167.6 regarding the
required contents of the record of proceedings.
10. Professional Skill. It is further mutually understood and agreed by and between the
parties hereto that inasmuch as the Consultant represents to the City that the
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Consultant is skilled in the profession and shall perform in accordance with the
standards of said profession necessary to perform the services agreed to be done
by it under this Agreement, the City relies upon the skill of the Consultant to do
and perform such services in a skillful manner and the Consultant agrees to thus
perform the services. Therefore, acceptance of such services by the City shall not
operate as a release of the Consultant from said professional standards .
11 . Indemnification.
(a) To the furthest extent allowed by law, the Developer shall indemnify, hold
harmless and defend the City and each of its officers, officials, employees,
agents, and volunteers from any and all loss, liability, fines, penalties,
forfeitures, costs and damages (whether in contract, tort or strict liability,
including but not limited to personal injury, death at any time and property
damage) incurred by the City, the Developer or any other person, and from
any and all claims, demands and actions in law or equity (including
reasonable attorney's fees and litigation expenses), arising or alleged to
have arisen directly or indirectly out of a violation of the California
Environmental Quality Act relating to the Project. The Developer's
obligations under the preceding sentence shall apply regardless of whether
the City or any of its officers, officials, employees, agents, or volunteers are
negligent, but shall not apply to any loss, liability, fines, penalties,
forfeitures, costs or damages caused solely by the gross negligence, or
caused by the willful misconduct, of the City or any of its officers, officials,
employees, agents, or volunteers. If a claim, demand or action at law or
equity arise within the scope of this provision, the City and the Developer
shall mutually agree on defense counsel.
If the Developer should subcontract all or any portion of the work to be
performed under this Agreement , the Developer shall require each
subcontractor to indemnify, hold harmless and defend the City and each of
its officers, officials, employees, agents, and volunteers in accordance with
the terms of the preceding paragraph.
(b) To the furthest extent allowed by law, the Consultant shall indemnify, hold
harmless and defend the City and each of its officers, officials, employees,
agents, and volunteers from liability for damages (whether in contract, tort
or strict liability, including but not limited to personal injury, death at any time
and property damage) incurred by the City, the Consultant or any other
person, and from any and all claims, demands and actions in law or equity
(including reasonable attorney's fees and litigation expenses incurred by, or
awarded against, the City, including plaintiff's attorney's fees), arising out of
the Consultant's negligence in the performance of this Agreement. The
Consultant's obligations under the preceding sentence shall not apply to
any loss, liability, fines, penalties, forfeitures, costs or damages caused
solely by the gross negligence, or by the willful misconduct of the City or
any or its officers, officials, employees, agents, or volunteers, or by any third
party.
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(c) If the Consultant should subcontract all or any portion of the work to be
performed or services to be provided under this Agreement, the Consultant
shall require each subconsultant to indemnify, defend, protect and hold
harmless the City and provide the warranties and waivers in accordance
with all provisions of this section. Notwithstanding the preceding paragraph
of this Agreement, to the extent that subconsultant is a "design professional "
as defined in Section 2782.8 of the California Civil Code, and any successor
or amended statute, and performing work hereunder as a "design
professional" shall, in lieu of the preceding paragraph, be required to
indemnify, hold harmless and defend the City and each of its officers,
officials, employees, agents , and volunteers to the furthest extent allowed
by law, from liability for damages (whether in Agreement, tort or strict
liability, including but not limited to personal injury, death at any time and
property damage), and from any and all claims, demands and actions in law
or equity (including reasonable attorney's fees and litigation expenses) that
arise out of, pertain to, or relate to the negligence, recklessness or willful
misconduct of the design professional, its principals , officers, employees,
agents, or volunteers in the performance of this Agreement.
(d) This section shall survive expiration or termination of this Agreement.
12 . Insurance.
(a) Throughout the life of this Agreement, the Developer and the Consultant
shall pay. for and maintain in full force and effect all insurance as required
in Exhibit A or as may be authorized, and any additional insurance as may
be required, in writing by the City's Risk Manager or designee at any time
and in its sole discretion.
(b) If at any time during the life of the Agreement or any extension, the
Developer or the Consultant or any of its subcontractors fail to maintain any
required insurance in full force and effect, all services and work under this
Agreement shall be discontinued immediately until notice is received by the
City that the required insurance has been restored to full force and effect
and that the premiums therefore have been paid for a period satisfactory to
the City . Any failure to maintain the required insurance shall be sufficient
cause for the City to terminate this Agreement. No action taken by the City
pursuant to this section shall in any way relieve the Developer or the
Consultant of their responsibilities under this Agreement. The phrase "fail
to maintain any required insurance" shall include, without limitation,
notification received by the City that an insurer has commenced
proceedings, or has had proceedings commenced against it, indicating that
the insurer is insolvent.
(c) The fact that insurance is obtained by the Developer and the Consultant
shall not be deemed to release or diminish the liability of either the
Developer or the Consultant, including, without limitation, liability under the
indemnity provisions of this Agreement. The duty to indemnify shall apply
to all claims and liability regardless of whether any insurance policies are
DEV-S Three Party Agt FYI (12-2021) 6
applicable . The policy limits do not act as a limitation upon the amount of
indemnification to be provided by the Developer or the Consultant.
Approval or purchase of any insurance contracts or policies shall in no way
relieve from liability nor limit the liability of the Developer or the Consultant
and their principals, officers, agents, employees, persons under the
supervision of the Developer or the Consultant, vendors , suppliers , invitees ,
consultants , sub-consultants, subcontractors, or anyone employed directly
or indirectly by any of them.
(d) Upon request of the City, the Developer and the Consultant shall
immediately furnish the City with a complete copy of any insurance policy
required under this Agreement, including all endorsements, with said copy
certified by the underwriter to be a true and correct copy of the original
policy. This requirement shall survive expiration or termination of this
Agreement.
(e) If the Developer should subcontract all or any portion of the services to be
performed under this Agreement , the Developer shall require each
subcontractor to provide insurance protection in favor of the City and each
of its officers, officials, employees, agents, and authorized volunteers in
accordance with the terms of this section and Exhibit A, except that any
required certificates and applicable endorsements shall be on file with the
Developer and the City prior to the commencement of any services by the
subcontractor.
(f) If the Consultant should subcontract all or any portion of the services to be
performed under this Agreement , the Consultant shall require each
subcontractor to provide insurance protection in favor of the City and each
of its officers, officials, employees, agents, and volunteers in accordance
with the terms of this section and Exhibit A, except that any required
certificates and applicable endorsements shall be on file with the
Consultant, the Developer and the City prior to the commencement of any
services by the subcontractor.
13 . Notifications and Cooperation By the City . The City shall notify the Developer
and/or the Consultant within a reasonable period of time of its receipt of any
demand, claim, action, proceeding, or litigation arising from liability for damages
arising out of either the Developer and/or the Consultant's negligence in which the
City is to be indemnified and held harmless by the Developer or the Consultant
pursuant to Section 11 of this Agreement. If the City requests that the Developer
or the Consultant defend the City, the City shall notify the Developer or the
Consultant in writing within a reasonable period of time of its receipt of any such
demand, claim, action, proceeding, or litigation and the City shall cooperate fully
in such defense.
14 . The City and the Developer shall mutually select the attorney or attorneys who will
defend the City. The Consultant agrees to accept such selection. The Developer
further agrees to be fully responsible for any and all reasonable costs and
attorney's fees generated by the City's attorney(s) in the defense of the City in any
DEV-S Three Party Agt FYI (12-2021) 7
claim, demand, action, proceeding, or litigation from liability for damages arising
out of the Developer's negligence . The Consultant further agrees to be fully
responsible for any and all reasonable costs and attorney 's fees generated by the
City's attorney(s) in the defense of the City in any claim, demand, action,
proceeding, or litigation from liability for damages arising out of the Consultant's
negligence.
15. The City's Participat ing In Defense . Nothing contained herein shall prohibit the
City, in its sole discretion, from participating in the defense of any demand , claim,
action, proceeding, or litigation over and above representation by outside counsel,
or from participating in the defense of any demand, claim, action, proceeding, or
litigation . If City elects to also defend , it shall do so in good faith . In no event shall
City's participation in the defense of any demand claim, action, proceeding, or
litigation affect the obligations imposed upon the Developer and the Consultant in
Section 11 of this Agreement.
16. Conflict of Interest and Non-Solicitation.
(a) Prior to the City's execution of this Agreement, the Consultant shall
complete a City of Fresno conflict of interest disclosure statement in the
form as set forth in Exhibit B. During the term of this Agreement, the
Consultant shall have the obligation and duty to immediately notify the City
in writing of any change to the information provided by the Consultant in
such statement.
(b) The Consultant shall comply, and require its subcontractors to comply, with
all applicable (i) professional canons and requirements governing
avoidance of impermissible client conflicts; and (ii) Federal, State and local
conflict of interest laws and regulations including, without limitation,
California Government Code Section 1090 et. seq., the California Political
Reform Act (California Government Code Section 87100 et. seq.) and the
regulations of the Fair Political Practices Commission concerning disclosure
and disqualification (2 California Code of Regulations Section 18700 et.
seq.). At any time, upon written request of the City , the Consultant shall
provide a written opinion of its legal counsel and that of any subcontractor
that, after a due diligent inquiry, the Consultant and the respective
subcontractor(s) are in full compliance with all laws and regulations. The
Consultant shall take , and require its subcontractors to take, reasonable
steps to avoid any appearance of a conflict of interest. Upon discovery of
any facts giving rise to the appearance of a conflict of interest, the
Consultant shall immediately notify the City of these facts in writing.
(c) In performing the work or services to be provided hereunder, the Consultant
shall not employ or retain the services of any person while such person
either is employed by the City or is a member of any City council,
commission, board, committee, or similar City body. This requirement may
be waived in writing by the City's City Manager, if no actual or potential
conflict is involved.
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(d) The Consultant represents and warrants it has not paid or agreed to pay
any compensation, contingent or otherwise, direct or indirect, to solicit, or
procure this Agreement or any rights/benefits hereunder.
(e) The Consultant is not directly retained by the City. The Consultant has no
interest in the approval of the Project. The Consultant is able to perform the
work outlined in the Agreement without conflict. This interest is in
accordance will all applicable laws and is being fully disclosed.
(f) If the Consultant should subcontract all or any portion of the work to be
performed or services to be provided under this Agreement, the Consultant
shall include the provisions of Section 16 of this Agreement in each
subcontract and require its subcontractors to comply therewith.
(g) Section 16 of this Agreement shall survive expiration or termination of this
Agreement.
17 . General Terms.
(a) Except as otherwise provided by law, all notices expressly required of the
City within the body of this Agreement, and not otherwise specifically
provided for, shall be effective only if signed by the Director or designee .
(b) Records of the Consultant's expenses pertaining to the Project shall be kept
on a generally recognized accounting basis and shall be available to the
City or its authorized representatives upon request during regular business
hours throughout the life of this Agreement and for a period of three years
after final payment or, if longer, for any period required by law. In addition,
all books, documents, papers, and records of the Consultant pertaining to
the Project shall be available for the purpose of making audits,
examinations, excerpts, and transcriptions for the same period of time.
Section 17(b) of this Agreement shall survive expiration or termination of
this Agreement.
(c) Prior to execution of this Agreement by the City, the Consultant shall have
provided evidence to the City that the Consultant is licensed to perform the
services called for by this Agreement or that no license is required. If the
Consultant should subcontract all or any portion of the work or services to
be performed under this Agreement, the Consultant shall require each
subcontractor to provide evidence to the City that subcontractor is licensed
to perform the services called for by this Agreement, or that no license is
required before beginning work.
18 . Nondiscrimination . To the extent required by controlling Federal, State and local
law, the Consultant shall not employ discriminatory practices in the provision of
services, employment of personnel, or in any other respect on the basis of race,
religious creed, color, national origin, ancestry, physical disability, mental disability,
medical condition, marital status, sex, age, sexual orientation, ethnicity, status as
a disabled veteran or veteran of the Vietnam era. Subject to the foregoing and
during the performance of this Agreement, the Consultant agrees as follows :
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(a) The Consultant will comply with all applicable laws and regulations
providing that no per$on shall, on the grounds of race, religious creed , color,
national origin, ancestry, physical disability, mental disability, medical
condition, marital status, sex, age, sexual orientation, ethnicity, status as a
disabled veteran or veteran of the Vietnam era be excluded from
participation in , be denied the ben~fits of, or be subject to discrimination
under any program or activity made possible by or resulting from this
Agreement.
(b) The Consultant will not discriminate against any employee or applicant for
employment because of race , religious creed , color, national origin ,
ancestry, physical disability, mental disability, medical condition, marital
status, sex, age, sexual orientation, ethnicity, or status as a disabled
veteran or veteran of the Vietnam era. The Consultant shall ensure that
applicants are employed , and the employees are treated during
employment, without regard to race, religious creed, color, national origin,
ancestry, physical disability, mental disability, medical condition, marital
status, sex , age, sexual orientation, ethnicity, status as a disabled veteran
or veteran of the Vietnam era. Such requirement shall apply to the
Consultant's employment practices including , but not be limited to , the
following: employment, upgrading, demotion, or transfer; recruitment or
recruitment advertising; layoff or termination; rates of pay or other forms of
compensation; and selection for training, including apprenticeship. The
Consultant agrees to post in conspicuous places, available to employees
and applicants for employment, notices setting forth the provision of this
nondiscrimination clause.
(c) The Consultant will, in all solicitations or advertisements for employees
placed by or on behalf of the Consultant in pursuit hereof, state that all
qualified applicants will receive consideration for employment without
regard to race, religious creed, color, national origin, ancestry, physical
disability, mental disability, medical condition, marital status, sex, age,
sexual orientation, ethnicity, status as a disabled veteran or veteran of the
Vietnam era .
(d) The Consultant will send to each labor union or representative of workers
with which it has a collective bargaining agreement or other contract or
understanding, a notice advising such labor union or workers'
representatives of the Consultant's commitment under this section and shall
post copies of the notice in conspicuous places available to employees and
applicants for employment.
19 . Independen t Co ntract or.
In the furnishing of the services provided for herein, the Consultant is acting
solely as an independent contractor. Neither the Consultant, nor any of its
officers, agents, or employees shall be deemed an officer, agent, employee,
joint venturer, partner, or associate of the City for any purpose. The City
shall have no right to control , supervise , or direct the manner or method by
DEV-S Three Party Agt FYI (12-2021) 10
which the Consultant shall perform its work and functions. However, the City
shall retain the right to administer this Agreement so as to verify the
Consultant is performing its obligations in accordance with the terms and
conditions thereof.
(a) This Agreement does not evidence a partnership or joint venture between
the Consultant and the City. The Consultant shall have no authority to bind
the City absent the City's express written consent. Except to the extent
otherwise provided in this Agreement, the Consultant shall bear its own
costs and expenses in pursuit thereof.
(b) Because of its status as an independent contractor, the Consultant and its
officers, agents, and employees shall have absolutely no right to
employment rights and benefits available to City employees. The
Consultant shall be solely liable and responsible for all payroll and tax
withholding and for providing to, or on behalf of, its employees all employee
benefits including, without limitation, health, welfare and retirement benefits.
In addition, together with its other obligations under this Agreement, the
Consultant shall be solely responsible, indemnify, defend and hold the City
harmless from all matters relating to employment and tax withholding for
and payment of the Consultant's employees, including, without limitation, (i)
compliance with Social Security and unemployment insurance withholding,
payment of workers compensation benefits, and all other laws and
regulations governing matters of employee withholding, taxes and payment;
and (ii) any claim of right or interest in City employment benefits ,
entitlements, programs and/or funds offered to employees of the City
whether arising by reason of any common law, de facto, leased, or co
employee rights or other theory. The Consultant shall be solely liable and
responsible for ensuring that its officers, agents, and employees are in
compliance with federal immigration laws.
The Consultant is required to furnish the City, upon reasonable request, copies of
Forms I-9 and supporting documentation for all officers, agents, and employees
performing work services relating to this Agreement. It is acknowledged that during
the term of this Agreement, the Consultant may be providing services to others
unrelated to the City or to this Agreement.
20 . Not ices . Any notice required or intended to be given to any party under the terms
of this Agreement shall be in writing and shall be deemed to be duly given if
delivered personally, transmitted by facsimile followed by telephone confirmation
of receipt, or sent by United States registered or certified mail, with postage
prepaid , return receipt requested, or by overnight delivery via a nationally or
regionally recognized courier with confirmation of receipt, addressed to the party
to which notice is to be given at the party's address set forth on the signature page
of this Agreement or at such other address as the parties may from time to time
designate by written notice. Notices served, by United States mail, in the manner
above described shall be deemed sufficiently served or given at the time of the
mailing thereof.
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21 . Bind i ng. Once this Agreement is signed by all parties, it shall be binding upon, and
shall inure to the benefit of all parties and each party" respective heirs, successors,
assigns , transferees, agents, servants, employees, and representatives.
22. Assignment. This Agreement is personal to the Consultant and there shall be no
assignment by the Consultant of its rights or obligations under this Agreement
without the prior written approval of the City 's City Manager or designee. Any
attempted assignment by the Consultant, its successors or assigns, shall be null
and void unless approved in writing by the City's City Manager or designee.
23. Compliance W it h Law. In providing the services required under this Agreement,
the Consultant shall at all times use due professional care to comply with all
applicable laws of the United States, the State of California and the City, and with
all applicable regulations promulgated by federal, state, regional, or local
administrative and regulatory agencies, now in force and as they may be enacted,
issued, or amended during the term of this Agreement.
24. Waiver. The waiver by either party of a breach by the other of any provision of this
Agreement shall not constitute a continuing waiver or a waiver of any subsequent
breach of either the same or a different provision of this Agreement. No provisions
of this Agreement may be waived unless in writing and signed by all parties to this
Agreement. Waiver of any one provision herein shall not be deemed to be a waiver
of any other provision herein.
25. Governing Law a nd Ven ue. This Agreement and the documents referred to herein
shall be governed by, and construed and enforced in accordance with, the laws of
the State of California, excluding, however, any conflict of laws rule which would
apply the law of another jurisdiction. Venue for purposes of the filing of any action
regarding the enforcement or interpretation of this Agreement and any rights and
duties hereunder shall be Fresno County, California.
26. Headings. The section headings in this Agreement are for convenience and
reference only and shall not be construed or held in any way to explain, modify, or
add to the interpretation or meaning of the provisions of this Agreement.
27 . Severability . The provisions of this Agreement are severable. The invalidity or
unenforceability of any one provision in this Agreement shall not affect the other
provisions, which shall remain in full force and effect.
28. Interpret ation. The parties acknowledge that this Agreement in its final form is the
result of the combined efforts of the parties and that, should any provision of this
Agreement be found to be ambiguous in any way, such ambiguity shall not be
resolved by construing this Agreement in favor of or against either party, but rather
by construing the terms in accordance with their generally accepted meaning.
Accordingly, the parties hereby waive the benefit of California Civil Code §1654
and any successor or amended statute, providing that in the case of uncertainty,
language of the contract should be interpreted most strongly against the party who
advised the uncertainty to exist.
29. Attorney's Fees. If any party is required to commence any proceeding or legal
action to enforce or interpret any term , covenant or condition of this Agreement,
DEV-S Three Party Agt FYI (12-2021) 12
the prevailing party in such proceeding or action shall be entitled to recover from
the other party its reasonable attorney's fees and legal expenses. For the purposes
of this Agreement, "attorneys' fees and legal expenses" includes, without limitation,
paralegals' fees and expenses, attorneys, consultants fees and expenses, expert
witness fees and expenses, and all other expenses incurred by the prevailing
party's . attorneys in the course of the representation of . the prevailing party in
anticipation of and/or during the course of litigation, whether or not otherwise
recoverable as "attorneys' fees" or as "costs" under California law, and the same
may be sought and awarded in accordance with California procedure as pertaining
to an award of contractual attorneys' fees.
30 . Exhibits. Each exhibit and attachment referenced in this Agreement is, by the
reference, incorporated into and made a part of this Agreement.
31. Precedence of Documents. In the event of any conflict between the body of this
Agreement and any exhibit or attachment hereto, the terms and conditions of the
body of this Agreement shall control and take precedence over the terms and
conditions expressed within the exhibit or attachment. Furthermore, any terms or
conditions contained within any exhibit or attachment hereto which purport to
modify the allocation of risk between the parties, provided for within the body of
this Agreement shall be null and void.
32. Cumulative Remedies. No remedy or election hereunder shall be deemed
exclusive but shall, wherever possible, be cumulative with all other remedies at law
or in equity.
33 . Extent of Agreement. Each party acknowledges they have read and fully
understand the contents of this Agreement. This Agreement represents the entire
and integrated agreement between the parties with respect to the subject matter
hereof and supersedes all prior negotiations, representations or agreements,
either written or oral. This Agreement may be modified only by written instrument
duly authorized and executed by the City, the Developer, and the Consultant.
[Signatures follow on the next page.]
DEV-S Three Party Agt FYI (12-2021) 13
-------------
-------------
-------------
CITY OF FRESNO ,
A California municipal corporation
IN WITNESS WHEREOF, the parties have executed this Agreement at Fresno, California,
on the day and year first above written :
No signature of City Attorney required.
Standard Document "DEV-S Three Party
Agt (12-2021)" has been used without
modification, as certified by the
undersigned.
By O ~ .£.,c
M~nc;i;;z
Supervising Planner
ATTEST:
TODD STERMER, CMG
City Clerk ~
By Mo y/J/)J.
0 ~ Date
Deputy
ho. k""'1
Title : ..-t;:-,uu.J lw..... V/~ ?re ~;J.t j -
(If corporation or LLC ., Board Chair,
Pres. or Vice Pres .)
By:------------
Name :
Title:
(If corporation or LLC. , Board Chair,
Pres. or Vice Pres .)
Quad Knopf, Inc.,
dbaQK
By : ·"'"';--f~ ~ E ~~4 «>
Name : ....L.:= :=..~:::::.,..:~.==i"--_!'.J -::---.:.._.!N-i:::=~ ~j :....
(If corporation or C ., Board Chair,
Pres. or Vice Pres .)
By:-------------
Name : -------------
Title :
(If corporation or LLC., Board Chair,
Pres. or Vice Pres .)
DEV-S Three Party Agt FYI (12-2021) 14
Addresses:
City:
Planning and Development Department
Mike Sanchez, Assistant Director
2600 Fresno Street, Room 3043
Fresno, CA 93721-3604
Phone: (559) 621-8277
FAX: (559) 498-1026
E-mail: Mike .Sanchez@fresno .gov
Attachments:
Exhibit A -Insurance Requirements
Addresses:
Developer:
DYP 6400 L. P.
Attention: Brandon De Young
Executive Vice President
677 W. Palmdon Drive, Suite 208
Fresno, CA 93704
Phone: 559-435-:0900
FAX: N/A
E-Mail: cbd@deyoungproperties.com
QK
Attention: Amber Aguayo
CFO/COO
601 Pollasky Avenue, Suite 301
Clovis, CA 93611
Phone: 559-650-9036
FAX: N/A
E-mail: amber.aguayo@qkinc.com
Exhibit B -Disclosure of Conflict of Interest Form
Exhibit C -Scope of Work
DEV-S Three Party Agt FYI (12-2021) 15
EXHIBIT A
INSURANCE REQUIREMENTS
Consultant Service Agreement between CITY OF FRESNO and
DYP 6400 LP. and QUAD KNOPF, INC.
Project: Tract 6400
MINIMUM SCOPE OF INSURANCE
Coverage shall be at least as broad as:
1. The most current version of Insurance Services Office (ISO) Commercial
General Liability Coverage Form CG 00 01, providing liability coverage
arising out of your business operations. The Commercial General Liability
policy shall be written on an occurrence form and shall provide coverage for
"bodily injury," "property damage" and "personal and advertising injury" with
coverage for premises and operations (including the use of owned and non
owned equipment), products and completed operations, and contractual
liability (including, without limitation, indemnity obligations under the
Agreement) with limits of liability not less than those set forth under
"Minimum Limits of Insurance."
2. The most current version of ISO *Commercial Auto Coverage Form CA 00
01, providing liability coverage arising out of the ownership, maintenance or
use of automobiles in the course of your business operations. The
Automobile Policy shall be written on an occurrence form and shall provide
coverage for all owned, hired, and non-owned automobiles or other licensed
vehicles (Code 1-Any Auto). If personal automobile coverage is used, the
City, its officers, officials, employees, agents, and volunteers are to be listed
as additional insureds.
3. Workers' Compensation insurance as required by the State of California and
Employer's Liability Insurance.
4. Professional Liability (Errors and Omissions) insurance appropriate to
Consultant's profession.
MINIMUM LIMITS OF INSURANCE
Developer and Consultant, or any party the Developer and Consultant subcontracts with,
shall maintain limits of liability of not less than those set forth below. However, insurance
limits available to City, its officers, officials, employees, agents, and volunteers as
additional insureds, shall be the greater of the minimum limits specified herein or the full
limit of any insurance proceeds available to the named insured:
Developer and Consultant must both provide the following
1. COMMERCIAL GENERAL LIABILITY:
(i) $1,000,000 per occurrence for bodily injury and property damage;
(ii) $1,000,000 per occurrence for personal and advertising injury;
(iii) $2,000,000 aggregate for products and completed operations; and,
(iv) $2,000,000 general aggregate applying separately to the work
performed under the Agreement.
DEV-S Three Party Agt FYI (12-2021) 16
2 . COMMERCIAL AUTOMOBILE LIABILITY:
$1,000,000 per accident for bodily injury and property damage .
3. Workers' Compensation Insurance as required by the State of
California with statutory limits .
4. EMPLOYER'S LIABILITY:
(i) $1,000,000 each accident for bodily injury;
(ii) $1,000,000 disease each employee; and,
(iii) $1,000,000 disease policy limit.
Only Consultant must provide:
5. PROFESSIONAL LIABILITY (Errors and Omissions):
(i) $1,000,000 per claim/occurrence; and,
(ii) $2,000,000 policy aggregate.
UMBRELLA OR EXCESS INSURANCE
In the event Developer or Consultant purchases an Umbrella or Excess insurance
policy(ies) to meet the "Minimum Limits of Insurance," this insurance policy(ies) shall
"follow form" and afford no less coverage than the primary insurance policy(ies). In
addition , such Umbrella or Excess insurance policy(ies) shall also apply on a primary and
non-contributory basis for the benefit of the City, its officers, officials, employees, agents,
and volunteers.
DEDUCTIBLES AND SELF-INSURED RETENTIONS
Developer or Consultant shall be responsible for payment of any deductibles contained in
any insurance policy(ies) required herein and Developer or Consultant shall also be
responsible for payment of any self-insured retentions. Any deductibles or self-insured
retentions must be declared to on the Certificate of Insurance, and approved by, the City's
Risk Manager or designee. At the option of the City's Risk Manager or designee, either:
(i) The insurer shall reduce or eliminate such deductibles or self-insured
retentions as respects City, its officers, officials, employees, agents, and
volunteers; or
(ii) Developer or Consultant shall provide a financial guarantee, satisfactory to
City's Risk Manager or designee, guaranteeing payment of losses and
related investigations, claim administration and defense expenses. At no
time shall City be responsible for the payment of any deductibles or self
insured retentions.
OTHER INSURANCE PROVISIONS/ENDORSEMENTS
The General Liability and Automobile Liability insurance policies are to contain, or be
endorsed to contain, the following provisions:
1. City, its officers, officials, employees, agents, and volunteers are to be
covered as additional insureds. Developer and Consultant shall establish
additional insured status for the City and for all ongoing and completed
operations by use of ISO Form CG 20 10 11 85 or both CG 20 10 10 01 and
CG 20 37 10 01 or by an executed manuscript insurance company
DEV-S Three Party Agt FYI (12-2021) 17
endorsement providing additional insured status as broad as that contained
'in ISO Form CG 20 10 11 85. .
2. The coverage shall contain no special limitations on the scope of protection
afforded to City, its officers, officials, employees , agents, and volunteers.
Any available insurance proceeds in excess of the specified minimum limits
and coverage shall be available to the Additional Insured.
3. For any claims relating to this Agreement, Developer and Consultant's
insurance coverage shall be primary insurance with respect to the City, its
officers, officials, employees, agents, and volunteers. Any insurance or self
insurance maintained by the City, its officers, officials, employees, agents,
and volunteers shall be excess of Developer and Consultant's insurance and
shall not contribute with it. Developer and Consultant shall establish primary
and non-contributory status by using ISO Form CG 20 01 04 13 or by an
executed manuscript insurance company endorsement that provides
primary and non-contributory status as broad as that contained in ISO Form
CG 20 01 04 13.
The Workers ' Compensation insurance policy is to contain, or be endorsed to contain, the
following provision: Developer and Consultant and their insurers shall waive any right of
subrogation against City, its officers, officials, employees, agents, and volunteers.
If the Professional Liability {Errors and Omissions) insurance policy is written on a claims
made form:
1. The retroactive date must be shown, and must be before the effective date of
the Agreement or the commencement of work by Consultant.
2. Insurance must be maintained and evidence of insurance must be provided
for at least five years after completion of the Agreement work or termination
of the Agreement, whichever occurs first, or, in the alternative, the policy shall
be endorsed to provide not less than a five-year discovery period.
3. If coverage is canceled or non-renewed, and not replaced with another claims
made policy form with a retroactive date prior to the effective date of the
Agreement or the commencement of work by Consultant, Consultant must
purchase "extended reporting" coverage for a minimum of five years'
completion of the Agreement work or termination of the Agreement, whichever
occurs first.
4. A copy of the claims reporting requirements must be submitted to City for
review.
5. These requirements shall survive expiration or termination of the Agreement.
All policies of insurance required herein shall be endorsed to provide that the coverage
shall not be cancelled, non-renewed, reduced in coverage or in limits except after thirty
calendar days' written notice by certified mail, return receipt requested, has been given to
City. Developer and Consultant are also responsible for providing written notice to the City
under the same terms and conditions . Upon issuance by the insurer, broker, or agent of
a notice of cancellation, non-renewal, or reduction in coverage or in limits, Developer and
Consultant shall furnish City with a new certificate and applicable endorsements for such
policy(ies). In the event any policy is due to expire during the work to be performed for
City, Developer, and Consultant shall provide a new certificate, and applicable
DEV-S Three Party Agt FYI (12-2021) 18
endorsements, evidencing renewal of such policy not less than fifteen calendar days prior
to the expiration date of the expiring policy. ·
Should any of the required policies provide that the defense costs are paid within the
Limits of Liability, thereby reducing the available limits by any defense costs, then the
requirement for the Limits of Liability of these polices will be twice the above stated limits.
The fact that insurance is obtained by Developer and Consultant shall not be deemed to
release or diminish the liability of Developer and Consultant, including, without limitation,
liability under the indemnity provisions of this Agreement. The policy limits do not act as a
limitation upon the amount of indemnification to be provided by Developer and Consultant.
Approval or purchase of any insurance contracts or policies shall in no way relieve from
liability nor limit the liability of Developer and Consultant, its principals, officers, agents,
employees, persons under the supervision of Developer or Consultant, vendors,
suppliers, invitees, consultants, sub-consultants, subcontractors, or anyone employed
directly or indirectly by any of them.
SUBCONTRACTORS -If Developer or Consultant subcontracts any or all of the services
to be performed under this Agreement, Developer and Consultant shall require, at the
discretion of the City Risk Manager or designee, subcontractor(s) to enter into a separate
Side Agreement with the City to provide required indemnification and insurance protection.
Any required Side Agreement(s) and associated insurance documents for the
subcontractor must be reviewed and preapproved by City Risk Manager or designee. If
no Side Agreement is required, Developer and Consultant will be solely responsible for
ensuring that its subcontractors maintain insurance coverage at levels no less than those
required by applicable law and is customary in the relevant industry.
VERIFICATION OF COVERAGE
Developer and Consultant shall furnish City with all certificate(s) and applicable
endorsements effecting coverage required hereunder. All certificates and applicable
endorsements are to be received and approved by the City's Risk Manager or designee
prior to City's execution of the Agreement and before work commences. All non-ISO
endorsements amending policy coverage shall be executed by a licensed and authorized
agent or broker. Upon request of City, Developer and Consultant shall immediately furnish
City with a complete copy of any insurance policy required under this Agreement, including
all endorsements, with said copy certified by the underwriter to be a true and correct copy
of the original policy. This requirement shall survive expiration or termination of this
Agreement.
DEV-S Three Party Agt FYI (12-2021) 19
EXHIBIT B
DISCLOSURE OF CONFLICT OF INTEREST
Tract 6400
YES* NO
1 Are you currently in litigation with the City of Fresno or any o
its agents? □ ~
2 Do you represent any firm, organization, or person who is in
litigation with the City of Fresno? □ ~
3 Do you currently represent or perform work for any clients who
do business with the City of Fresno? □ ~
4 Are you or any of your principals, managers, or professionals,
owners or investors in a business which does business with
the City of Fresno , or in a business which is in litigation with
the City of Fresno?
□ ~
5 Are you or any of your principals, managers, or professionals,
related by blood or marriage to any City of Fresno employee
who has any significant role in the subject matter of this
service?
□ ~
6 Do you or any of your subcontractors have, or expect to have,
any interest, direct or indirect, in any other contract in
connection with this Project? □ 0"
* If the answer to any question is yes, please explain in full below .
Explanation : __________
Signatur1/ , l~'r---
Name
[),VP
Company
<t r:1-t,J .,. K&vAi1 br~ ~;) r
Address
'r('Mt ,-v .. tr/}-{ 1o/--f cy
City, State z~ 7
□ Additional page(s) attached .
DEV-S Three Party Agt FYI (12-2021) 20
EXHIBIT B
DISCLOSURE OF CONFLICT OF INTEREST
Tract 6400
YES* NO
1 Are you currently in litigation with the City of Fresno or any o1
·its agents? □ JgJ
2 Do you represent any firm, organization, or person who is in
litigation with the City of Fresno? □ ~
3 Do you currently represent or perform work for any clients who
do business with the City of Fresno?
rg;i □
4 Are you or any of your principals, managers, or professionals,
owners or investors in a business which does business with
the City of Fresno, or in a business which is in litigation with
the City of Fresno?
□ ~
5 Are you or any of your principals, managers, or professionals,
related by blood or marriage to any City of Fresno employee
who has any significant role in the subject matter of this
service?
□ ~
6 Do you or any of your subcontractors have, or expect to have,
any interest, direct or indirect, in any other contract in
connection with this Project? □ ~
* If the answer to any question is yes, please explain in full below.
1C:N¼L-q j , t.J .....~--,.E,.JExplanation:
Company
ft?--o l T.e=-(t4c, t~ l S""tt_]ol
Address ~ Clov~~-(A c:rs0\<-
City, State /zip
D Additional page(s) attached .
DEV-S Three Party Agt FYI (12-2021) 20
Exhibit C -Scope of Work
March 1, 2022
BACKGROUND
De Young Properties, under the name of DYP 6400 LP.is proposed to construct a subdivision on a 12.65-acre site at
the southeast corner of Clinton Avenue and Armstrong Avenue. Based on conversations with De Young Properties,
QK will prepare a boundary and topographic survey for the site. The boundary survey will be used to prepare
conceptual layouts based on the existing General Plan designation {Medium Density) and compatible zone district
{RS-5) to accommodate 4,250 square foot minimum lot sizes with enhanced streetscapes. Following acceptance of
the conceptual plan by the client, a Vesting Tentative Tract Map for the project will be drafted and submitted with
the appropriate application materials to the Development Review Committee {DRC) for preliminary comments
related to the development of the site.
Following receipt of the DRC review comments, QK will make necessary revisions to the Vesting Tentative Tract Map
for formal entitlement processing by the City of Fresno. The entitlement package to be submitted will need to satisfy
the requirements of the City of Fresno for processing of a Vesting Tentative Tract Map as well as the California
Environmental Quality Act (CEQA). Prescreening criteria for the City will require a biological survey, cultural records
search, and a Health Risk Assessment/ Small Project Analysis Level (SPAL).
QK will act as the CEQA consultant to aid in the preparation of the environmental documentation to be considered
by the City. Therefore, QK has also included preparation of an Initial Study and Mitigated Negative Declaration for
the proposed project within the scope of work. This document will rely on the technical studies required by the City
through the DRC comments.
APPROACH/SCOPE OF SERVICES
The following scope of service is provided in accordance with QK's understanding of the desired outcome for
development:
TASK 1.0 REQUIRED TECHNICAL STUDIES
Subtask 1.1 Reconnaissance Survey and Biological Analysis Report (BAR)
The Project would be reviewed to determine if federally-and/or State-listed wildlife and plant species are present
on-site. The City also requires the identification of drainages that may be potential jurisdictional waters in the area
that could be impacted by the Project.
QK will conduct a general biological reconnaissance survey to confirm the data already collected by prior consultants,
as well as to document the conditions within the project areas. A 250-foot buffer around the surveyed areas, where
feasible, will be included. The survey will identify the habitat types and vegetation associations observed on the
Project site and assess the potential for occurrence of sensitive plant and animal species.
Prior to the site visit, QK will conduct a search of relevant databases such as the California Natural Diversity Database,
Inventory of Rare and Endangered Plants in California, Information for Planning and Consultation, Critical Habitat
mapper and the National Wetlands Inventory to identify special-status species, sensitive natural communities, and
waters and wetlands that are of local, regional, and national concern and that may impose constraints on the Project.
A comprehensive list of special-status species will be generated for evaluation for potential to occur and be impacted
by the Project.
The results of the reconnaissance survey will be summarized in a Biological Evaluation Report (BE). The
Tract 6400 Page 1 of 9
report will be CEQA compliant and will be prepared based on the requirements of the City of Fresno, US Fish
and Wildlife Service (USWFS) and California Fish and Wildlife Service (CDFW). The information will include:
• Results of database searches, location maps, and methods used for field surveys;
Results of the presence and extent of important biological resources occurring or potentially occurring on
the Project site and on adjacent lands that may affect Project feasibility;
Identify constraints that may be imposed by the presence of biological resources;
Address regulatory requirements that must be considered prior to proceeding with development; and •
Provide recommendations for any additional surveys and appropriate possible mitigation measures.
Staff Respons i bl e:
• Curtis Uptain, Principal Biologist
Staff Qualifications:
• ESA Section l0a(la) recovery permit for capturing and handling federally threatened and endangered species,
No. 119861-2, 2007, 201, and 2016. Valid through 2021.
• California State MOU to capture and handle state threatened and endangered species, 2007,2012, and 2015.
Valid through 2021.
• Scientific Collecting Permit, State of California, No. SCP-2797. Valid through 2021.
• Certified in fairy shrimp identification, USFWS, 2001, 2006, 2011, and 2018.
• Certified Associate Wildlife Biologist, Wildlife Society
• Metropolitan Bakersfield Habitat Conservation Plan (MBHCP) Qualified Biologist
• MA, Zoology, California State University, Fresno
• BA, Biological Sciences, California State University, Fresno
Mr. Uptain specializes in conducting biological resource inventories and studies in the southwestern United States.
He has more than 30 years' experience working with federally -and State-listed endangered species and more than
five years of experience with restoration of arid lands. Mr. Uptain has been involved in a wide variety of projects
that include roadway widenings and bridge replacements, housing developments, pipeline and transmission line
corridors, cogeneration plants, solar and geothermal installations, mining and waste treatment facilities, and
restoration and management of retired farmlands. Mr. Uptain has been responsible for documenting the results of
research and surveys in numerous technical reports such as Environmental Evaluations and Environmental Impact
Reports (CEQA documentation), Environmental Assessments and EISs (NEPA documentation), biological opinions,
mitigation and monitoring plans, habitat management plans, and habitat conservation plans.
Mr. Uptain has served as Lead Biologist for the preparation of CEQA and NEPA documentation, technical studies,
and regulatory permit applications for multiple roadway and bridge replacement projects throughout the Central
Valley.
Deliverable:
A BAR in PDF format. Our cost assumes one round of revision based on comments. The BAR will be
submitted with the Draft IS/MND.
Subtask 1.2 Cultural and Tribal Resources
A qualified QK archaeologist with will conduct background/archival research at the Southern San Joaquin Valley
Information Center to determine if there are any previously known cultural resources on the Project site or area . A
Sacred Lands File review by the Native American Heritage Commission will also be requested. Results of this records
search will be documented as part of the CEQA document. QK assumes that the City will contact the appropriate
tribal groups pursuant to Assembly Bill (AB) 52 and Public Resources Code§ 21080.3.1.
• Cultural Resources Records search at the Southern San Joaquin Archaeological Information Center -Cal
State Bakersfield
Tract 6400 Page 2 of 9
Sacred Land File request" and a Native American Consultation list from the Native American Heritage
Commission
Preparation of the Cultural and Tribal Resources Section for insertion in the IS/MND
Staff Resp onsib l e:
• Robert Parr, MA, RPA, Senior Environmental Scientist/Cultural Resources
Staff Qu alification s:
• MS, Anthropology, University of California, Riverside
• BA, Art, California State University, San Bernardino
Mr. Parr has extensive experience with archaeology of the Great Basin and California, with significant experience in
the San Joaquin Valley. His research emphasis included historical archaeology of mines, railroads, and petroleum
industry; and cultural resources management. Mr. Parr has more than 25 years of professional experience as a
Principal Investigator and Director. He is familiar with all aspects of cultural resources management, including field
investigations and excavations, laboratory and records research, report and publications preparation, editing of
professional journals, and presenting lectures and professional papers. He has prepared a number of reports and
publications, including archaeological assessments, for projects in the Sequoia National Park, and in Kern , Kings,
Fresno, and other California counties for federal and State agencies (including Caltrans) and public utility companies.
Deliverable:
Cultural and Tribal Resources Memorandum in PDF format . The Memorandum will be submitted with the
Draft 15/MND.
Subtask 1.3 Indirect Source Review Application (Rule 9510)
The City of Fresno requires that an Indirect Source Review application be submitted prior to the acceptance of an
entitlement application for processing through the Planning Department.
As an optional task which can be authorized by the Client in writing, QK can prepare and submit necessary
documentation to comply with San Joaquin Valley Air Pollution Control District (SJVAPCD) Rule 9510. Compliance
with Rule 9510 will require the completion of an Indirect Source Review (ISR)/Air Impact Assessment (AIA)
Application along with supplemental supportive material.
Draft Indirect Source Review {ISR)/Air Impact Assessment {AIA) Application
QK will complete the SJVAPCD ISR/AIA Application Form and Supplemental Forms for mitigation credit being cla i med.
Appropriate documentation of the application contents, including relevant maps will be prepared .
QK will quantify/document necessary AIA application data using the following sources:
Review Client provided site plans along with City documents to identify and conform w ith stated mitigation
measures -bicycle paths, pedestrian walkways, etc .
• Review the City's General Plan to determine surrounding land uses and the estimated number of
households within the ½-mile mitigation credit area.
City economic data, including data collected from the local Economic Development Corporation, City
Website, and conducting phone calls to stores within the radius to estimate the number of jobs within the
½-mile mitigation credit area .
QK will prepare up to four exhibits using ESRI GIS as well as other graphic design programs. These maps will include
a Regional Map, Vicinity Map, and 1-2 Mitigation Measure Support Maps within the ½-mile mitigation credit area as
required.
Tract 6400 Page 3 of9
Staff Res po nsible :
• Annalisa Perea, AICP, LEED AP-ND, Senior Planner
St aff Qualifi cation s:
• Certified Planner, American Institute of Certified Planners (AICP)
• Leadership in Energy and Environmental Design Accredited Professional (LEED AP), Specialty Path:
Neighborhood Development
• BS, City and Regional Planning, California Polytechnic State University, San Luis Obispo
• Architecture & Urbanism Update Abroad, Universidade Federal do Rio de Janiero, Brazil
Ms. Perea conducts environmental analysis and prepares documentation in compliance with CEQA on a variety of
environmental issue areas (e .g., aesthetics, hazards and hazardous waste, land use and planning, population and
housing, publ ic services, recreat ion, and utilities and service systems). Ms. Perea brings expertise in community
design and planning, where she provides a comprehensive and interdisciplinary approach to design that makes her
versatile and diverse in her skills .
Deliverable:
One (1) electronic copy of the Draft ISR/AIA Application submittal for review . The Report will be submitted
with the Draft IS/MND .
Subtask 1.4 SPAL and Health Risk Assessment
Trinity Environmental Consultants will complete an analysis of the ai r quality impacts to the San Joaquin Valley Air
Basin as required by the San Joaquin Valley Air Pollution Control District's (SJVAPCD) Guide for Assessing and
Mitigating Air Quality Impacts (GAMAQI) -Updated March 19, 2015, based on the subject project qualifying as a
"small project" under SJVAPCD guidelines.
The following tasks will be required to complete such an analysis stipulated by the City of Fresno Planning and
Development Department (FPDD).
• Conduct an extensive review of the proposed project construction and development plans such as phasing,
timing, planned equipment use, current land uses of the impacted property, any projected demolition
activities, grading (soil balanc i ng, if required) and Traffic Study data.
• Select and specify mitigation measures for the proposed project that may reduce the emissions impacts.
Some of these measures may require client approval prior to report finalization.
• Conduct emissions modeling to predict criteria pollutant impacts using the latest SJVAPCD and California
Air Resources Board (CARB) approved modeling programs .
• Models and emissions calculation methods that may be utilized will consist of the latest approved versions
of:
o CalEEMod;
o U.S .EPA AP-42 emissions factors and approved calculation methods; and
o CARB's EMFAC emissions factors for on-road vehicles.
• Review and determine the potential impacts the project may have based on the creation of, or increases
in, Greenhouse Gas emissions (as identified in AB32, SB32, SBlO0 and SB350). This review will quantify
such emissions, to the extent possible, and evaluate various methods and means that are feasible and
reasonable to mitigate the potential impacts.
• Review current operations, conduct emissions modeling and determine the incremental increases in criteria
pollutants and Greenhouse Gas emissions.
• Determine potential air quality impacts relative to consistency with the San Joaquin Valley Air Quality
Attainment Plan.
• Determine potential air quality impacts to the local, state and federal Ambient Air Quality Standards posed
by the project.
Tract 6400 Page 4 of 9
• Compare the project's predicted incremental increase emissfons to the California Environmental Quality
Act (CEQA) and SJVAPCD air quality thresholds for area and operational emissions as well as construction
emissions impacts. A potentially significant impact to air quality, as defined by CEQA would occur if the
project caused one or more of the following to occur :
• Conflict with or obstruct implementation of the applicable air quality plan;
• Result in a cumulatively considerable net increase of any criteria pollutant for which the project region is
non-attainment under an applicable federal or state ambient air quality standard;
• Expose sensitive receptors to substantial pollutant concentrations;
• Result in other emissions (such as those leading to odors) adversely affecting a substantial number of
people.
• Review the cumulative impacts posed on the San Joaquin Valley Air Basin based on the analysis of the
proposed project in conjunction with other approved and/or planned projects within a radius established
by the BPD. The proposed cumulative impacts analysis will evaluate cumulative criteria pollutant impacts
as well as cumulative GHG impacts.
• Provide limited comment and technical support as needed to support the project through the initial
regulatory comment period.
• Conduct a Health Risk Analysis (HRA) to predict health risks to nearest receptors based on projected impacts
from Hazardous Air Pollutants. The HRA will utilize the latest SJVAPCD, CARB, and California Office of
Environmental Health Hazard Assessment (OEHHA)-approved modeling programs and risk factors Propose
project modifications to reduce or eliminate health risks where appropriate.
• Conduct a Health Risk Analysis (HRA) to predict health risks to nearest receptors based on projected impacts
from Hazardous Air Pollutants. The HRA will utilize the latest SJVAPCD, CARB, and California Office of
Environmental Health Hazard Assessment (OEHHA)-approved modeling programs and risk factors
• Propose project modifications to reduce or eliminate health risks where appropriate
Staff Responsible:
• Ron W . Hunter. Managing Principal Consultant
Staff Qualifications:
• B.A, Sociology, Political Science -California State University
• Texas A&M University Inland Spill Control School
• Environmental Law -University of Denver, College of Law (Extensive studies)
Mr. Hunter has conducted, managed and peer reviewed 1,000s of air quality impact analyses to verify
compliance with the CEQA. He directs analysis of criteria air pollutants, greenhouse gases and air toxics as well
as negotiates with Lead Agencies, project applicants, air districts and local engineering and development firms.
He has completed quality impact analyses and models for a wide range of projects including residential,
industrial, commercial, retail, public works, regional warehouse distribution developments, oil and gas, public
utility, power generation and distribution, public and private educational facilities (elementary, middle-school,
high school, community colleges and universities) as well as public policy projects throughout California . He
recently managed an extensive revision to the California Emissions Estimator Model (CalEEMod) program and
has extensive experience with emissions models and land-use issues posed by air quality impacts.
Deliverables:
• SPAL/HRA in PDF format. The Report will be submitted with the Draft IS/MND .
TASK 2.0 PREPARE DRAFT IS/MND
QK will prepare an administrative draft IS/MND augmented with additional research and available in-house
resources for review and comment by Client and the City. The purpose of this proposal is to allow the City to enter
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into an agreement between QK on behalf of De Young Properties in order to complete the required environmental
analysis. In the interest of timing, QK will prepare the IS/MND in the City of Fresno format. The IS/MND will include
an introduction chapter that provides an overview of the Project, a brief discussion of why environmental
documentation for the Project is required under CEQA, the scope of the IS/MND, impact terminology definitions,
and the organizat ion of the IS/MND document. The IS/MND will also have a chapter that includes a Project
description with, at a minimum, a vicinity, Project location, and site plan map. This chapter will also include the CEQA
IS Checklist (Appendix G of the CEQA 2020 Guidelines). In addition, a Mitigation Monitoring and Report Program
(MMRP) will be prepared and attached to the IS/MND using the City's Program Environmental Impact Report
Mitigation Checklist per the City's standard. Any project specific mitigation measures will also be included if
identified. As required by CEQA, the administrative draft IS/MND will include another chapter that lists the preparers
of the document, a cover page, table of contents, list of figures, a list of acronyms and abbreviations, the mailing
list, Notice of Completion, and references will also be included as part of the document. One round of revisions is
anticipated .
After the City has reviewed and provided comment on the administrative draft IS/MND, QK w i ll revise and prepare
a screen-check draft IS/MND prior to distribution by the City for public comment. Once the City approves the screen
check draft IS/MND, QK will provide the City with a PDF of the draft IS/MND along with the mandatory Notice of
Completion (NOC) and Summary Form . One round of revisions is anticipated.
It is also assumed that the City will distribute the IS/MND to the State Clearinghouse and all responsible/trustee
agencies and interested parties for public comment, if applicable. Any hard cop i es required shall be provided by the
Consultant.
Staff Resp on si bl e:
• Trevor Stearns, Seni o r Associate Planner
• Ja y mie Braue r . Principa l Pl anner
Staff Qualifications:
Trevor Stearns
• BA, Geography, California State University, Fresno
From research and analysis and report writing to map creation using ArcGIS, Mr. Stearns has authored and assisted
with generation several complex CEQA documents. He has worked as a contract planner for the City of Fowler where
he processed numerous Conditional Use Permits, Site Plan Reviews, and Variances, and has prepared and presented
public presentations including those to Planning Commissions and City Councils .
Jaymie Brauer
• MAS, Anthropology, University of Texas , Austin
• BA, Anthropology, Purdue University, West Lafayette, Indiana
Mrs . Brauer has more than 14 years of experience environmental planning. She has worked as a project manager on
numerous large complex projects in Kern County involving the preparation of El R's, addendum El R's, and Mitigated
Negative Declarations {MND). Her specialties include Central Valley issues such as renewable energy, gas/oil
exploration, municipal infrastructure, and waste recycling/industrial projects. She has also worked on NEPA
documents such as Environmental Impact Statements (EIS) and Environmental Assessments (EA). Key tasks and
responsibilities included project management and supervision of technical experts and consultants, as well as
preparation of environmental documents, and development of mitigation measure monitoring and compliance.
Deliverables:
Screen -check draft IS/MND in Word format along with the MMRP
The draft IS/MND with the MMRP will be submitted to the City within 4 weeks after completion of all Technical
Studies .
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TASK 3.0 PREPARE FINAL 15/MND AND PREPARE THE MMRP
After the required 30-day public review period, QK will prepare the final IS/MND based on comments received during
the public review period. As required by §21091(f) of the CEQA Guidelines, the City must consider the MND and any
comments received before approving the Project. The City has no affirmative duty to prepare formal responses to
comments on the proposed MND but should have adequate information on the record explaining why a comment
does not affect the conclusion that there is no potentially significant effect. If a received comment warrants
additi onal explanation about why the Project does not result in a potentially significant effect, then it is
recommended that the Consultant prepare a response to comments for the City to review for inclusion in the final
IS/MND to be presented to the Planning Commission and City Council for their consideration. QK would prepare a
response memo that would be submitted along with the final IS/MND for the City's consideration. We anticipate
responding to up to eight comment letters. If more than eight comment letters are received, then QK may request
an amendment to the scope of work/fee to account for the increase.
A Program Environmental Impact Report Mitigation Monitori ng and Reporting Program (MMRP) and Project Specific
MMRP will be submitted with the draft and final IS/MND for adoption by the City. The purpose of the MMRP is to
ensure that mitigation measures are implemented; a typical MMRP includes discreet steps for compliance with a
mitigation measure, timing of compl iance (e .g., prior to issuance of a permit or during construction), and identifies
the party responsible in ensuring compliance.
QK w i ll prepare a screen-check final IS/MND with MMRP for approval by the City prior to providing the final IS/MND
for distribution to the Commission. It is assumed that the Consultant will reproduce copies of the final IS/MND with
any necessary response to comments and MMRP for final consideration.
QK will be available to attend the City Planning Commission when IS/MND is considered for their recommendation.
QK will also attend the City Council meeting for their final consideration of IS/MND and adoption. It is assumed if
the Project is approved, the City would draft and submit the Notice of Determination (NOD) to the SCH and Fresno
County Clerk. The CEQA Environmental Document Filing Fee for the California Department of Fish and Wildlife
(CDFW), will be paid by the Client and submitted at the same time as the NOD to the Fresno County Clerk.
Please note that this proposal does not include the County posting fees or CDFW fees as required by Fish and Game
Code §713.
Staff Resp o nsib l e:
• Trevor Stearns, Senior Ass oci ate Planner
• Jaymie Brauer Principal Planner
Staff Qua l ificatio ns:
Trevor Stearns
• BA, Geography, California State University, Fresno
From research and analysis and report writing to map creation using ArcGIS, Mr. Stearns has authored and assisted
with generation several complex CEQA documents. He has worked a contract planner for the City of Selma where
he processed numerous Conditional Use Permits, Site Plan Reviews, and Variances, and has prepared and presented
public presentations including those to Planning Commissions and City Councils.
Jaymie Brauer
• MAS, Anthropology, University of Texas, Austin
• BA, Anthropology, Purdue University, West Lafayette, Indiana
Mrs. Brauer has more than 14 years of experience environmental planning. She has worked as a project manager on
numerous large complex projects in Kern County involving the preparation of El R's, addendum El R's, and Mitigated
Negative Declarations (MND). Her specialties include Central Valley issues such as renewable energy, gas/oil
exploration, municipal infrastructure, and waste recycling/industrial projects. She has also worked on NEPA
Tract 6400 Page 7 of9
documents such as Envfronmental Impact Statements (EIS) and Environmental Assessments (EA). Key tasks and
responsibilities included project management and supervision of technical experts and consultants, as well as
preparation of environmental documents, and development of mitigation measure monitoring and compliance.
Deliverables:
Screen-check final IS/MND in PDF format and Word
The final IS/MND will be sent to the City two weeks from the receipt of the last comment from the City, the
public, and responsible/trustee agencies pertaining to the Project's IS/MND (PDF and Word versions).
TASK4.0 PREPARATION OF VEHICLE MILES TRAVELED (VMT) ANALYSIS
The Project site is within TAZ# 1028. The Fresno Council of Governments with City of Fresno has conducted a
Citywide analysis of the existing land use designations to provide an accurate estimation of the areas in which VMTs
may be a potential issue. In addition, Fresno COG has developed a VMT calculation tool to estimate a project's
potential VMT generation values by the location of the project site. The estimated VMT per capita for the Project
site is 16.5, which exceeds the City of Fresno's adopted VMT threshold. Since the Project exceeds the threshold, an
analysis will be completed to be compliant with SB 743 and Section 15064.3 of the State CEQA Guidelines. With
coordination with the City of Fresno and the use of their VMT Urban Form calculator tool, QK will conduct the
appropriate analysis ensuring compliance with the aforementioned code sections.
Deliverables:
• The completed VMT Analysis using the calculation tool to be submitted to the City by March 21, 2022.
SCHEDULE
The estimated schedule is shown below. Note that the schedule is dependent upon timely responses and plan
checks from City of Fresno staff. All tasks will run concurrently, providing for an estimated total time of 6 months.
Task Descript ion D1:1ration Submittal Ttmeffame
1.0 Required Technical Studies 4 weeks
1.1 Reconnaissance Survey and Biological Analysis Report 4 weeks Delivered with Draft
Initial Study
1.2 Cultural and Tribal Resources 2 weeks Delivered with Draft
Initial Study
1.3 Indirect Source Review Application (Rule 9510) 2 weeks Delivered with Draft
Initial Study
1.4 SPAL and Health Risk Assessment 6-7 weeks Delivered with Draft
Initial Study
2.0 Prepare Draft IS/MND 4 weeks
from receipt
of all tech
studies
Submittal of draft will
occur 4 weeks after all
technical studies are
completed
3.0 Prepare Final IS/MND and Prepare the MMRP 2 weeks
4.0 Preparation of Vehicle Miles Traveled Analysis 2 weeks March 21, 2022
Note: When an Initial Study is submitted to the city for comments it will be 30 business days for review. If
multiple revisions are required, each review period for the city will be up to 30 business days.
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AUTHORIZATION
In order to authorize services described herein, please prepare and send QK a task order referencing this proposal
and agreed upon scope of services. Typically, we can begin our services within 5 business days of the time
authorization is received depending on client need and schedule constraints .
EXCLUSIONS AND ACKNOWLEDGMENTS
The fee does not include application fees or other special studies or reports beyond those specifically identified.
The Developer and Consultant acknowledge and understand that the timeline is based off the date of formal
acceptance of the project. A delay in receiving deliverables as outlined in the Scope of Work or multiple revisions will
extend the timeline by the number of days equal to the period of the delay.
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