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HomeMy WebLinkAboutEnvironmental Science Associates (ESA) - 2015-09-08Dept ID PL15-019 Pagel of 3 Meeting Date 9/21/2015 o ��� .::�- —4 ( 16 p `wz - �°) CITY OF HUNTINGTON BEACH REQUEST FOR CITY COUNCIL ACTION MEETING DATE: 9/21/2015 SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Fred A Wilson, City Manager PREPARED BY: Scott Hess, AICP, Director of Planning and Building SUBJECT: Approve and authorize execution of a Professional Services Contract with Environmental Science Associates (ESA) for preparation of environmental documentation for the redevelopment of the Michael E Rodgers Seniors' Center site, and approve an appropriation of $254,000 Statement of Issue Transmitted for your consideration is a professional services agreement with ESA for preparation of Environmental Documentation for the redevelopment of the Michael E Rodgers Seniors' Center site The City is currently negotiating with a potential developer to purchase and redevelop the Rodgers Seniors' Center site Once an agreement with the developer is finalized, a reimbursement agreement for the funding of this professional services agreement will be brought before the City Council for consideration Financial Impact An appropriation of $254,000 from the General Fund to the Planning and Building Department Professional Services Account, 10060201 69365 is required These funds will be offset by a future reimbursement agreement with the selected developer of the project Due to the time constraints for this project related to the necessary ballot measure, ESA will need to begin preliminary work prior to an ENA and reimbursement agreement being approved In the event that the agreements are not approved and the project does not move forward, the City can cancel the contract, but would incur costs of approximately $5,000 Recommended Action A) Approve and authorize the Mayor and City Clerk to execute "Professional Services Contract Between The City of Huntington Beach and Environmental Science Associates for Prepare An Environmental Impact Report For Redevelopment of the Michael E Rodgers Senior Center Site" in the amount of Two Hundred Fifty Four Thousand Dollars ($254,000) as prepared by the City Attorney, and, B) Appropriate funds in the amount of $254,000 from the City General Fund to the Planning Department Professional Services Account to account 10060201 69365 for the Professional Services contract between the City and ESA, which will be fully funded by a reimbursement agreement to be considered by the Council in the near term Alternative Action(s) The City Council may make the following alternative motions 1 "Deny the Professional Services Contract between the City and ESA " xB -7 11 _ Item 18. - 1 Dept ID PL15-019 Page 2 of 3 Meeting Date 9121 /2015 2 "Continue the Item and direct staff accordingly " Analysis A PROJECT PROPOSAL Applicant City of Huntington Beach, 2000 Main Street, Huntington Beach, CA 92648 Location 1706 and 1718 Orange Avenue (existing 2-acre Rodgers Seniors' Center site — north side of Orange Avenue, between 17th and 18th Streets) The project consists of a professional services contract to begin environmental analysis for the redevelopment of the Rodgers Seniors' Center site The environmental analysis would determine the potential environmental impacts associated with a project to redevelop the Rodgers Seniors' Center site with up to 22 single-family residential homes on 25-foot wide lots with alley access, consistent with the surrounding neighborhood, and a mini park Entitlements for the project will include a General Plan Amendment to amend the Land Use Map of the site from Public with underlying Residential Medium High Density — 25 dwelling units per acre (P(RMH-25-d)) to Residential Medium High Density — 25 dwelling units per acre (RMH-25-d) and a Zoning Map Amendment to amend the zoning of the site from Open Space — Parks and Recreation (OS -PR) to Residential Medium High Density — Small Lot Subdistrict (RMH-A) An amendment to the City's Recreation and Community Services Element of the General Plan would also be required to reflect the changes to the City's facilities and park inventory The General Plan and Zoning Map Amendments would be subject to review and approval by the Planning Commission with final action required by the City Council Other entitlements for the project would include a Tentative Tract Map, Conditional Use Permit and Design Review Board The project also requires voter approval, pursuant to City Charter Section 612, for the sale and reuse of the site The environmental documentation within the scope of this agreement will analyze the environmental effects of the project and associated entitlements At such time as the City Council selects a developer of the site, the developer will be contractually required to submit the project and obtain the necessary approvals and entitlements, including environmental analysis pursuant to CEQA, in order to purchase and develop the property B BACKGROUND The City owns and operates the Rodgers Seniors' Center and Seniors' Outreach Center The Seniors' Center has operated since the early 1970s and includes an approximately 14,000 square foot main building and an approximately 4,000 square foot senior outreach building The site is located approximately a quarter of a mile from the beach within a primarily residential area A new senior center is currently under construction in Central Park across from the Central Library and Sports Complex Upon completion, anticipated for mid-2016, all activities and services from the Rodgers Seniors' Center site will be transferred to the new facility At the April 20, 2015, City Council Study Session, options for the reuse/redevelopment of the Rodgers Seniors' Center site were reviewed by the City Council Based on the City Council discussion during the study session, the City released a Request for Proposals/Request for Qualifications (RFP/Q) for potential redevelopment of the site with up to 22 single-family residential homes on 25-foot wide lots with alley access and a mini park Item 18. - 2 HB -712- Dept ID PL 15-017 Page 1 of 4 Meeting Date 9/8/2015 0 • CITY OF HUNTINGTON BEACH REQUEST FOR CITY COUNCIL ACTION MEETING DATE: 9/8/2015 SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Fred A Wilson, City Manager PREPARED BY: Scott Hess, AICP, Director of Planning and Building SUBJECT: Approve and authorize execution of a Professional Services Contract with Environmental Science Associates (ESA) for preparation of environmental documentation for the redevelopment of the Michael E Rodgers Seniors' Center Site, approve and authorize execution of a Reimbursement Agreement with Shea Homes Limited Partnership, and approve an appropriation of $254,062 10 Statement of Issue Transmitted for your consideration is a professional services agreement with ESA for preparation of Environmental Documentation for the redevelopment of the Michael E Rodgers Seniors' Center site and a reimbursement agreement with Shea Homes Limited Partnership (Shea Homes) to fund the Environmental Documentation At the August 17, 2015, City Council meeting, the City Council selected Shea Homes as the potential developer for redevelopment of the Rodgers Seniors' Center site Financial Impact An appropriation of $254,062 10 from the General Fund to the Planning and Building Department Professional Services Account, 10060201 69365 is required These funds will be offset by the attached reimbursement agreement with the developer of the project, Shea Homes Recommended Action A) Approve and authorize the Mayor and City Clerk to execute "Professional Services Contract Between The City of Huntington Beach and Environmental Science Associates for Prepare An Environmental Impact Report For Redevelopment of the Michael E Rodgers Senior Center Site" in the amount of Two Hundred Fifty Four Thousand, Sixty Two Dollars and Ten Cents ($254,062 10) as prepared by the City Attorney, and, B) Approve and authorize the Mayor and City Clerk to execute "Reimbursement - Planning - Agreement Between The City of Huntington Beach and Shea Homes Limited Partnership for Costs Incurred for An Environmental Impact Report For Redevelopment of the Michael E Rodgers Seniors' Center Site" in the amount of Two Hundred Fifty Four Thousand, Sixty Two Dollars and Ten Cents ($254,062 10) as prepared by the City Attorney, and, C) Appropriate funds in the amount of $254,062 10 from the City General Fund to the Planning • Department Professional Services Account to account 10060201 69365 for the Professional Services Contract between the City and ESA, which is fully funded by a Reimbursement Agreement xB -245- Item 14. - 1 Dept ID PL 15-017 Page 2 of 4 Meeting Date 9/8/2015 r� Alternative Action(s) The City Council may make the following alternative motions 1 Deny the Professional Services Contract between the City and ESA 2 Deny the Reimbursement Agreement between the City and Shea Homes 3 Continue the item and direct staff accordingly Analysis A PROJECT PROPOSAL Applicant Shea Homes Limited Partnership, 2 Ada, Suite 200, Irvine, CA 92618 Location 1706 and 1718 Orange Avenue (existing two -acre Rodgers Seniors' Center site — north side of Orange Avenue, between 17th and 18th Streets) The project consists of a professional services contract and reimbursement agreement to begin environmental analysis for the redevelopment of the Rodgers Seniors' Center site The environmental analysis would determine the potential environmental impacts associated with a • project to redevelop the Rodgers Seniors' Center site with up to 22 single-family residential homes on 25-foot wide lots with alley access, consistent with the surrounding neighborhood, and a mini park Entitlements for the project will include a General Plan Amendment to amend the Land Use Map of the site from Public with underlying Residential Medium High Density — 25 dwelling units per acre (P(RMH-25-d)) to Residential Medium High Density — 25 dwelling units per acre (RMH-25-d) and a Zoning Map Amendment to amend the zoning of the site from Open Space — Parks and Recreation (OS -PR) to Residential Medium High Density — Small Lot Subdistrict (RMH-A) An amendment to the City's Recreation and Community Services Element of the General Plan would also be required to reflect the changes to the City's facilities and park inventory The General Plan and Zoning Map Amendments would be subject to review and approval by the Planning Commission with final action required by the City Council Other entitlements for the project would include a Tentative Tract Map, Conditional Use Permit and Design Review Board The project also requires voter approval for the sale and reuse of the site, pursuant to City Charter Section 612 The environmental documentation, within the scope of this agreement, will analyze the environmental effects of the project and associated entitlements At the August 17, 2015, City Council Meeting, the City Council took action to direct staff to negotiate with Shea Homes Limited Partnership (Shea Homes) as the potential developer of the site Shea Homes will be required to submit the project and obtain the necessary approvals and entitlements, including environmental analysis pursuant to CEQA, in order to purchase and develop the property B BACKGROUND The City owns and operates the Rodgers Seniors' Center and Seniors' Outreach Center The Seniors' Center has operated since the early 1970s and includes an approximately 14,000 square foot main building and an approximately 4,000 square foot senior outreach building The site is located approximately a quarter of a mile from the beach within a primarily residential area Item 14. - 2 xB -246- Dept ID PL 15-017 Page 3 of 4 Meeting Date 9/8/2015 • A new senior center is currently under construction in Central Park across from the Central Library and Sports Complex Upon completion, anticipated for mid-2016, all activities and services from the Rodgers Seniors' Center site will be transferred to the new facility At the April 20, 2015, City Council Study Session, options for the reuse/redevelopment of the Rodgers Seniors' Center site were reviewed by the City Council Based on the City Council discussion during the study session, the City released a Request for Proposals/Request for Qualifications (RFP/Q) for potential redevelopment of the site with up to 22 single-family residential homes on 25-foot wide lots with alley access and a mini park C STAFF ANALYSIS AND RECOMMENDATION A Professional Services Contract between the City and ESA is necessary to prepare the required environmental documentation This contract will require an appropriation of funds by the City Funding for the environmental documentation is included in the reimbursement Agreement with Shea Homes, the project applicant Consultant Selection Process Given the accelerated timeline of this project, Staff solicited proposals from four qualified consultant firms that were specifically identified based on their reputation in the industry, expertise in Orange County, and satisfactory performance (quality product, responsiveness, costs within budget) on projects processed in the City The Request For Proposals (RFP) was distributed to the following firms . - Atkins Global Environmental Science Associates (ESA) GPA Consulting LSA Associates, Inc Proposals were received from ESA and LSA Associates, Inc It should be noted that Atkins Global and ESA collaborated in preparing a proposal under the selected firm of ESA One firm, GPA Consulting, did not respond to the RFP Proposals were reviewed by staff from the Planning and Building and Community Services Departments and the Office of Business Development The project team from ESA has worked on numerous environmental documents for projects within the City including the Pacific City EIR, LeBard Park and Residential Project MND, the Senior Center Subsequent EIR and the Bella Terra Phase II EIR Addendum ESA has also prepared environmental documentation for projects in the City for other agencies, including the Orange County Sanitation District (OCSD) Additionally, ESA has experience preparing environmental documentation for similar projects in other jurisdictions Staff recommends the City Council approve the contract with ESA, in the amount of $254,062 10, and authorize the Mayor and City Clerk to execute the documents Staff also recommends the City Council approve the Reimbursement Agreement with Shea Homes There have been many reimbursement agreements approved over the years for environmental documentation, particularly EIRs for applicant initiated projects This is an acceptable method to ensure timely entitlement processing and a greater level of detailed environmental evaluation • Environmental Status Projects over which public agencies exercise ministerial authority, such as this agreement contracting for preparation of environmental documentation, are categorically exempt from the California Environmental Quality Act pursuant to Section 15300 1 xB -247- Item 14. - 3 M - 3; '�- : r AT L - PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND ENVIRONMENTAL SCIENCE ASSOCIATES FOR PREPARE AN ENVIROMNENTAL IMPACT REPORT FOR REDEVELOPMENT OF THE MICHAEL E RODGERS SENIOR CENTER SITE THIS AGREEMENT ("Agreement") is made and entered into by and between the City of Huntington Beach, a municipal corporation of the State of California, hereinafter referred to as "CITY," and Environmental Sciences Associates (ESA), a corporation hereinafter referred to as "CONSULTANT" WHEREAS, CITY desires to engage the services of a consultant to prepare an EIR for the redevelopment of the Michael E Rodgers Senior Center site, and Pursuant to documentation on file in the office of the City Clerk, the provisions of the Huntington Beach Municipal Code, Chapter 3 03, relating to procurement of professional service contracts have been complied with, and CONSULTANT has been selected to perform these services, NOW, THEREFORE, it is agreed by CITY and CONSULTANT as follows. 1 SCOPE OF SERVICES CONSULTANT shall provide all services as described in Exhibit "A," which is attached hereto and incorporated into this Agreement by this reference These services shall sometimes hereinafter be referred to as the "PROJECT " CONSULTANT hereby designates Terri Vitar Avila who shall represent it and be its sole contact and agent in all consultations with CITY during the performance of this Agreement. 2 CITY STAFF ASSISTANCE CITY shall assign a staff coordinator to work directly with CONSULTANT in the performance of this Agreement agree/ surfnet/professional Svcs mayor 1 of 11 10/12 3 TERM, TIME OF PERFORMANCE Time is of the essence of this Agreement The services of CONSULTANT are to commence on be&L 2,1, 20 /,S� (the "Commencement Date"). This Agreement shall automatically terminate three (3) years from the Commencement Date, unless extended or sooner terminated as provided herein. All tasks specified in Exhibit "A" shall be completed no later than twenty four months from the Commencement Date. The time for performance of the tasks identified in Exhibit "A" are generally to be shown in Exhibit "A." This schedule may be amended to benefit the PROJECT if mutually agreed to in writing by CITY and CONSULTANT In the event the Commencement Date precedes the Effective Date, CONSULTANT shall be bound by all terms and conditions as provided herein 4 COMPENSATION In consideration of the performance of the services described herein, CITY agrees to pay CONSULTANT on a time and materials basis at the rates specified in Exhibit "B," which is attached hereto and incorporated by reference into this Agreement, a fee, including all costs and expenses, not to exceed two hundred fifty four thousand Dollars ($254,000) 5 EXTRA WORK In the event CITY requires additional services not included in Exhibit "A" or changes in the scope of services described in Exhibit "A," CONSULTANT will undertake such work only after receiving written authorization from CITY Additional compensation for such extra work shall be allowed only if the prior written approval of CITY is obtained 6 METHOD OF PAYMENT CONSULTANT shall be paid pursuant to the terms of Exhibit "B." agree/ surfnet/professional svcs mayor 2 of 11 10/12 7 DISPOSITION OF PLANS, ESTIMATES AND OTHER DOCUMENTS CONSULTANT agrees that title to all materials prepared hereunder, including, without limitation, all original drawings, designs, reports, both field and office notices, calculations, computer code, language, data or programs, maps, memoranda, letters and other documents, shall belong to CITY, and CONSULTANT shall turn these materials over to CITY upon expiration or termination of this Agreement or upon PROJECT completion, whichever shall occur first. These materials may be used by CITY as it sees fit 8 HOLD HARMLESS CONSULTANT hereby agrees to protect, defend, indemnify and hold harmless CITY, its officers, elected or appointed officials, employees, agents and volunteers from and against any and all claims, damages, losses, expenses, judgments, demands and defense costs (including, without limitation, costs and fees of litigation of every nature or liability of any kind or nature) arising out of or in connection with CONSULTANT's (or CONSULTANT's subcontractors, if any) negligent (or alleged negligent) performance of this Agreement or its failure to comply with any of its obligations contained in this Agreement by CONSULTANT, its officers, agents or employees except such loss or damage which was caused by the sole negligence or willful misconduct of CITY CONSULTANT will conduct all defense at its sole cost and expense and CITY shall approve selection of CONSULTANT's counsel This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as limitation upon the amount of indemnification to be provided by CONSULTANT. 9. PROFESSIONAL LIABILITY INSURANCE CONSULTANT shall obtain and furnish to CITY a professional liability insurance policy covering the work performed by it hereunder This policy shall provide coverage for CONSULTANT's professional liability in an amount not less than One Million Dollars agree/ surfner/professional Svcs mayor 3 of 11 10/12 ($1,000,000.00) per occurrence and in the aggregate. The above -mentioned insurance shall not contain a self -insured retention without the express written consent of CITY; however an insurance policy "deductible" of Ten Thousand Dollars ($10,000 00) or less is permitted. A claims -made policy shall be acceptable if the policy further provides that: A. The policy retroactive date coincides with or precedes the initiation of the scope of work (including subsequent policies purchased as renewals or replacements). B CONSULTANT shall notify CITY of circumstances or incidents that might give rise to future claims. CONSULTANT will make every effort to maintain similar insurance during the required extended period of coverage following PROJECT completion If insurance is terminated for any reason, CONSULTANT agrees to purchase an extended reporting provision of at least two (2) years to report claims arising from work performed in connection with this Agreement. If CONSULTANT fails or refuses to produce or maintain the insurance required by this section or falls or refuses to furnish the CITY with required proof that insurance has been procured and is in force and paid for, the CITY shall have the right, at the CITY's election, to forthwith terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its time and materials expended prior to notification of termination. CONSULTANT waives the right to receive compensation and agrees to indemnify the CITY for any work performed prior to approval of insurance by the CITY. 10 CERTIFICATE OF INSURANCE Prior to commencing performance of the work hereunder, CONSULTANT shall furnish to CITY a certificate of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverage as required by this Agreement; the certificate shall. agree/ surfnet/professional Svcs mayor 4 of 11 10/12 A. provide the name and policy number of each carrier and policy, B. state that the policy is currently in force, and C shall promise that such policy shall not be suspended, voided or canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice, however, ten (10) days' prior written notice in the event of cancellation for nonpayment of premium CONSULTANT shall maintain the foregoing insurance coverage in force until the work under this Agreement is fully completed and accepted by CITY The requirement for carrying the foregoing insurance coverage shall not derogate from CONSULTANT's defense, hold harmless and indemnification obligations as set forth in this Agreement CITY or its representative shall at all times have the right to demand the original or a copy of the policy of insurance. CONSULTANT shall pay, in a prompt and timely manner, the premiums on the insurance hereinabove required 11. INDEPENDENT CONTRACTOR CONSULTANT is, and shall be, acting at all times in the performance of this Agreement as an independent contractor herein and not as an employee of CITY. CONSULTANT shall secure at its own cost and expense, and be responsible for any and all payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll deductions for CONSULTANT and its officers, agents and employees and all business licenses, if any, in connection with the PROJECT and/or the services to be performed hereunder 12 TERMINATION OF AGREEMENT All work required hereunder shall be performed in a good and workmanlike manner CITY may terminate CONSULTANT's services hereunder at any time with or without cause, and whether or not the PROJECT is fully complete. Any termination of this Agreement by CITY shall agree/ surfnet/professional svcs mayor 5 of 11 10/12 be made in writing, notice of which shall be delivered to CONSULTANT as provided herein In the event of termination, all finished and unfinished documents, exhibits, report, and evidence shall, at the option of CITY, become its property and shall be promptly delivered to it by CONSULTANT 13. ASSIGNMENT AND DELEGATION This Agreement is a personal service contract and the work hereunder shall not be assigned, delegated or subcontracted by CONSULTANT to any other person or entity without the prior express written consent of CITY. If an assignment, delegation or subcontract is approved, all approved assignees, delegates and subconsultants must satisfy the insurance requirements as set forth in Sections 9 and 10 hereinabove 14 COPYRIGHTS/PATENTS CITY shall own all rights to any patent or copyright on any work, item or material produced as a result of this Agreement 15 CITY EMPLOYEES AND OFFICIALS CONSULTANT shall employ no CITY official nor any regular CITY employee in the work performed pursuant to this Agreement No officer or employee of CITY shall have any financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 16 NOTICES Any notices, certificates, or other communications hereunder shall be given either by personal delivery to CONSULTANT's agent (as designated in Section 1 hereinabove) or to CITY as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, to the addresses specified below CITY and CONSULTANT may designate different addresses to which subsequent notices, certificates or agree/ surfnet/professional svcs mayor 6 of 11 10/12 other communications will be sent by notifying the other party via personal delivery, a reputable overnight carrier or U S certified mail -return receipt requested* TO CITY. City of Huntington Beach ATTN Scott Hess 2000 Main Street Huntington Beach, CA 92648 17 CONSENT When CITY's TO CONSULTANT. Deanna Hansen Environmental Sciences Associates 626 Wilshire Boulevard, Suite 1100 Los Angeles, CA 90017 consent/approval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transaction or event 18 MODIFICATION No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties 19 SECTION HEADINGS The titles, captions, section, paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 20 INTERPRETATION OF THIS AGREEMENT The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining agree/ surfnet/professional svcs mayor 7 of 11 10/12 covenants and provisions of this Agreement No covenant or provision shall be deemed dependent upon any other unless so expressly provided here As used in this Agreement, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires Nothing contained herein shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law 21. DUPLICATE ORIGINAL The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of the date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it 22. IMMIGRATION CONSULTANT shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding employment verification 23. LEGAL SERVICES SUBCONTRACTING PROHIBITED CONSULTANT and CITY agree that CITY is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder. CONSULTANT understands that pursuant to Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for agree/ surfnet/professional svcs mayor 8 of 11 10/12 CITY, and CITY shall not be liable for payment of any legal services expenses incurred by CONSULTANT. 24. ATTORNEY' S FEES In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the nonprevailing party. 25. SURVIVAL Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement, shall so survive. 26 GOVERNING LAW This Agreement shall be governed and construed in accordance with the laws of the State of California 27. SIGNATORIES Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn 28 ENTIRETY The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation, and that each has had the opportunity to consult with legal counsel prior to executing this Agreement. The parties also acknowledge and agree that no representations, inducements, promises, agreements or warranties, oral or otherwise, have been made by that party or anyone acting on that party's behalf, which are not embodied in this agree/ surfnet/professional svcs mayor 9 of 11 10/12 Agreement, and that that party has not executed this Agreement in reliance on any representation, inducement, promise, agreement, warranty, fact or circumstance not expressly set forth in this Agreement. This Agreement, and the attached exhibits, contain the entire agreement between the parties respecting the subject matter of this Agreement, and supersede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof 29 EFFECTIVE DATE This Agreement shall be effective on the date of its approval by the City Council This Agreement shall expire when terminated as provided herein IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers agree/ surfnef/professional Svcs mayor 10 of 11 10/12 CONSULTANT, Environmental Science Associates COMPANY NAME By. print name ITS. (circle one) Chairman/PresidentfVice President AN Z_ � o print name ITS (circle one) Secretary/Chief Financial Officer/Asst Secretary - Treasurer and Building rFD APPROVED: City Attorney f t 2/0st agree/ surfnet/professional svcs mayor 11 of 11 10/12 EXHIBIT "A" A. STATEMENT OF WORK. (Narrative of work to be performed) Prepare an Environmental Impact Report for redevelopment of the Michael E Rodgers Seniors Center Site Please see attached Revised August 11, 2015 Proposal B. CONSULTANT'S DUTIES AND RESPONSIBILITIES- 1 Project Initiation 2 Prepare Technical Studies and Supporting Technical Appendices 3 Prepare Notice of Preparation and Attend Scopmg Meeting 4 Prepare Draft EIR 5 Final EIR and Project Decisions 6 Meetings and Project Management C CITY'S DUTIES AND RESPONSIBILITIES- 1 Provide data as noted in the scope of work 2 Direct consultant accordingly D WORK PROGRAMIPROJECT SCHEDULE. Estimated project length is 12 months for completion Please see Section 5 - Schedule, page 28 in the attached RFP response. EXHIBIT A 0 r. C. EXHIBIT "B" Payment Schedule (Hourly Payment) Hourly Rate CONSULTANT'S fees for such services shall be based upon the following hourly rate and cost schedule Senior Director $240/hr Director $205/hr Managing Associate $170/hr Senior Associate $130-140/hr Associate $110/hr Project Technician I, II, III $75-110/hr Travel Charges for time during travel are not reimbursable. Billing All billing shall be done monthly in fifteen (15) minute increments and matched to an appropriate breakdown of the time that was taken to perform that work and who performed it. 2 Each month's bill should include a total to date That total should provide, at a glance, the total fees and costs incurred to date for the project. A copy of memoranda, letters, reports, calculations and other documentation prepared by CONSULTANT may be required to be submitted to CITY to demonstrate progress toward completion of tasks In the event CITY rejects or has comments on any such product, CITY shall identify specific requirements for satisfactory completion. 4 CONSULTANT shall submit to CITY an invoice for each monthly payment due. Such invoice shall A) Reference this Agreement; B) Describe the services performed, C) Show the total amount of the payment due; D) Include a certification by a principal member of CONSULTANT's firm that the work has been performed in accordance with the provisions of this Agreement, and E) For all payments include an estimate of the percentage of work completed Upon submission of any such invoice, if CITY is satisfied that CONSULTANT is making satisfactory progress toward completion of tasks in accordance with this Agreement, CITY shall approve the invoice, in which event payment shall be made within tlurty (30) days of receipt of the invoice by CITY Such approval shall not be unreasonably withheld If CITY does not approve an invoice, CITY shall notify CONSULTANT in writing of the reasons for non -approval and the schedule of Exlubrt B performance set forth in Exhibit "A" may at the option of CITY be suspended until the parties agree that past performance by CONSULTANT is in, or has been brought into compliance, or until this Agreement has expired or is terminated as provided herein. 5. Any billings for extra work or additional services authorized in advance and in writing by CITY shall be invoiced separately to CITY Such invoice shall contain all of the information required above, and in addition shall list the hours expended and hourly rate charged for such time Such invoices shall be approved by CITY if the work performed is in accordance with the extra work or additional services requested, and if CITY is satisfied that the statement of hours worked and costs incurred is accurate. Such approval shall not be unreasonably withheld. Any dispute between the parties concerning payment of such an invoice shall be treated as separate and apart from the ongoing performance of the remainder of this Agreement. 2 Exhibit B PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND ENVIORNMENTAL SCIENCES ASSOCIATES FOR PREPARE AN ENVIROMNENTAL IMPACT REPORT FOR REDEVELOPMENT OF THE MICHAEL E RODGERS SENIOR CENTER SITE Table of Contents 1 Scope of Services .. ............. .. ...... ....... .... ..... ... ... 1 2 City Staff Assistance ....... .... .......... .2 3 Term; Time of Performance ... 2 4 Compensation .. 2 5 Extra Work ... 2 6 Method of Payment .. ......... ....... ......... .3 7 Disposition of Plans, Estimates and Other Documents .... ...... ... 3 8 Hold Harmless 3 9 Professional Liability Insurance ... .............. 4 10 Certificate of Insurance ... .5 11 Independent Contractor. 6 12 Termination of Agreement..... ....... ........ . ..6 13 Assignment and Delegation... . ..................... .........6 14 Copyrights/Patents 7 15 City Employees and Officials .. ...... .... ..7 16 Notices ... 7 17 Consent . 8 18 Modification .. ... 8 19 Section Headings. ............ ...... .... .... ........... .......... 8 20 Interpretation of this Agreement..... .. .... 8 21 Duplicate Original .. 9 22 Immigration. 9 23 Legal Services Subcontracting Prohibited ..... .... ..... 9 24 Attorney's Fees 10 25 Survival.. 10 26 Governing Law ... ...... 10 27 Signatories. .. ... 10 28 Entirety. .... .... .... 10 29 Effective Date .. 11 ® List of consultants from whom proposals were requested for preparation of environmental documentation for the redevelopment of the Michael E Rodgers Seniors' Center Site • • 1 Atkins Global - (310) 893-2327 2 Environmental Science Associates (ESA) — (213) 599-4300 3 GPA Consulting — (310) 792-2690 4 LSA Associates, Inc — (949) 553-0666 xB -265- Item 14. - 21 AC4[>RV CERTIFICATE OF LIABILITY INSURANCE DATE(MMroDnYYY) 8/14/2015 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER, THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW, THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT if the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s) PRODUCER 11"A E cT Valerie Porter -Browne Woodruff -Sawyer & Co. PIio N ),EX4 415-391-2141 FAX 415-989-9923 50 California Street, Floor 12 j!EM IL vporter browne@wsandco com San Francisco CA 94111 NAIC p INSURED ENVISCI-01 INSIiRERa XL S cialty Insurance Environmental Science Associates iNsujEc,_ 550 Kearny Street, Ste 800 INSURER D San Francisco CA 94108 a nn� on�nrl n1t%flainRi a, 11"rZ9:0. 1LFVVt:nA r_0 N-TllIFtfirG iAVtela sa..il.. •--.--. OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD THIS IS TO CERTIFY THAT THE POLICIES REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS INDICATED NOTWITHSTANDING ANY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, CERTIFICATE MAY BE ISSUED OR MAY EXCLUSIONSAND CONDITIONS OF SUCH POLICIES LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS INSR LIR TYPE OF INSURANCE DDL INS yN POLICY NUMBER POLICY EFF J!lIIDDIYYY POLICY F.XP MIDDIXYY LIMITS A X COMMERCIAL GENERAL LIABILITY Y GECO01336712 1/1/2015 1/1/2016 EACH OCCURRENCE $1,000,000 CLAIMS -MADE OCCUR PREMiSr iEe y $1 000,000 X i..::.:J MED EXP (Any one person) $10.000 PERSONAL & ADV INJURY $1 000 000 Contractual J tab X §pn Gam GENERAL AGGREGATE $2,000,000 GENT AGGREGATE LIMIT APPLIES PER X POLICY PRO LOG PRODUCTS - COMP/OPAGG $2,000,000 JECT $ X OTHER No Deductible B AUTOMOBILE LIABILITY Y AE0001336512 1/1/2015 1/1/2016 _MRMRdent _ $1,000,000 X ANY AUTO APPROVED Pi TO FORM ®M! BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ ALL OWNED SCHEDULED 8`ia Iel� V AUTOS AUTOS X HIRED AUTOS F AUTOSNON-OWNED $ or accidon X No Ded UMBRELLA LIAR OCCUR L / �'f EACH OCCURRENCE $ EXCESS LIAB CLAIMS -MADE Michael Gates, AGGREGATE ity Attor e RETENTION $ D�l$ B WORKERS COMPENSATION WECO01337412 111/2015 111/2016 X STATUTE R AND EMPLOYERS' LIABILITY Y / N E L EACH ACCIDENT $1000 000 ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? N /A E L DISEASE - EA EMPLOYE $1 000 000 (Mandatory in NH) A If yes describe under E L DISEASE - POLICY LIMIT $1,000 000 DESCRIPTION OF OPERATIONS below A Professional Liability PECO01336812 1/1/2015 1/1/2016 Ea Occurrence $1,000,000 Aggregate $1,000 000 Cov A Claims Made Retention $10,000 Retro Date 1D/1159 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space is required) P150391- Rodgers Seniors' Center Project (EIR for Rodgers's Senior Center Site) City of Huntington Beach, its officers, elected or appointed officials, employees, agents and volunteers are named additional insureds on General Liability and Auto Liability coverage per endorsement XIL CG 2010 07 04 (ED 04 13), XIL CG 2037 07 04 (ED 04 13) and XIC 411 1007 attached Coverage is primary and non-contributory per endorsement XIL 424 06 05 attached Policies contain a 30 day notice of cancellation and a 10 day notice of cancellation for non-payment of premium City of Huntington Beach Alin John Ramirez 2000 Main Street Huntington Beach CA 92648 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS AUTHORIZED REPRESENTATIVE tfcl it} Gwh)- rn ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD ENDORSEMENT #007 This endorsement, effective 12.01 a ., January 1,2015 Greenwich forms Insurance part of Policy No. GECO01336712 issued to ENVIRONMENTAL SCIENCE AS by THIS ENDORSEMENT CHANGES THE POLICY, PLEASE READ IT CAREFULLY. ADDITIONAL CHEDULED PIERSONrLESSEES OR CONTRACTORS OR ORGANIZATION — This endorsement modifies insurance provided under the following. COMMERCIAL GENERAL LIABILITY COVERAGE FORM SCHEDULE Name Of Additional Insured Persons} Or O nrBantzattn#� City of Huntington Beach, its officers, elected or appointed officials, employees, agents and volunteers Information re aired to corn lets this Schedule, if not Location(s) Of Covered Operations will be shown In the A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury, caused, in whole or in part, by: 1. Your acts or omissions, or 2. The acts or omissions of those acting on your behalf, in the performance of your ongoing operations for the additional Insured(s) at the location(s) designated above. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after. Ali work, including materials, parts or equipment furnished In connection with such work, on the project (other then at service,lcation of he coveremaintenance or d operationsto ehas been comerformed pleted, oror on behalf of the additional Insured(s) 1. XIL 2010.0704 (Ed 0413) ® 2013, XL America, Inc. Page 1 of 2 All rights reserved. May not be copied without permission. Includes copyrighted material of Insurance Services Office, Inc., with Its permission 2. That portion of "your work" out owhich the {� nu e� �erm�nlraC�rsorasubc�ont actor engaged in to its Intended use by any person or organization performing operations for a principal as a part of the some project. All other terms and conditions of this policy remain unchanged. XIL 2010-0704 (Ed, 0413) a 2013, XL America, Inc. page 2 of 2 All rights reserved. May not be copied without permission. Includes copyrighted materiel of Insurance Services Office, Inc., with its permission ENDORSEMENT #006 This endorsement, effective 12:01 a.m., January 1, 2015 forms a part of Policy No. GECO01336712 issued to ENVIRONMENTAL SCIENCE ASSOCIATES by Greenwich insurance Company. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED — OWNERS, LESSEES OR CONTRACTORS — COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM SCHEDULE Name Of Additional insured Person(s) Or Organization(s): City of Huntington Beach, its officers, elected or appointed officials, employees, agents and volunteers Location And Description Of Completed Operations information required to cam late this Schedule, if not shown above, will be shown In the D Section II -- Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury, or "property damage" caused, in whole or in part, by "your work" at the location designated and described In the schedule of this endorsement performed for that additional insured and included In the "products -completed operations hazard". All other terms and conditions of this policy remain unchanged, XIL 2037-0703 (Ed. 0413) m 2013, XL America, Inc Page 1 of 1 All rights reserved May not be copied without permission. Includes copyrighted material of Insurance Services Office, Inc., with Its permission POLICY NUMBER- AECO01336512 XIC 411 1007 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AUTOMATIC ADDITIONAL INSURED This endorsement modifies insurance provided under the following: BUSINIl AUTO COVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM BUSINESS AUTO PHYSICAL DAMAGE COVERAGE FORM A. LIABILITY COVERAGE, Who is An Insured, Is amended to include as an "Insured" any person or organization you are required In a wrhten contract to name as an additional insured, but only for "bodily injury" or "property damage" otherwise covered under this policy caused, In whole or In part, by the negligent acts or omissions of. 1. You, while using a covered "auto"; or 2. Any other person, except the additional Insured or any employee or agent of the additional Insured, operating a covered "auto" with your permission; Provided that. a. The written contract is In effect during the policy period of this Policy; b. The written contract was signed by you and executed prior to the "accident" causing "bodily injury" or "property damage" for which liability coverage is sought, and c. Such person or organization is an "insured" solely to the extent required by the contract, but in no event if such person or organization is solely negligent. B. The Limits of Insurance provided for the Additional Insured shall not be greater than those required by contract and, In no event shall the Limits of Insurance set forth in this Policy be increased by the contract C. General Conditions, Other Insurance is amended as follows, Any coverage provided hereunder shall be excess over any other valid and collectible insurance available to the additional insured whether such insurance is primary, excess, contingent or on any other basis unless the contract specifically requires that this Policy be primary. All terms, conditions, exclusions and limitations of this Pvticy shall apply to the (lability Coverage provided to any additional Insured, and In no event shall such coverage be enlarged or expanded by reason of the contract All other terms and conditions of this policy remain unchanged. (Authorized Represent `v XIC 411 1007 ® 2007, XL America, Inc, Page 1 of 1 includes copyrighted material of Inaurance 011 Inc, With 119 permission ENDORSEMENT #006 This endorsement, effective 12:01 e.m 1/1/2015 forms a part of Policy No. GEC001336712'"sued to ENVIRONMENTAL SCIENCE ASSOCIATES by Greenwich Insurance Company. THIS ENDORSEMENT CHANGES THE POLICY PLEASE READ IT CAREFULLY. PRIMARY INSURANCE CLAUSE ENDORSEMENT This endorsement modifies insurance provided under the following' COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODVCTS/COMPLETED OPERATIONS COVERAGE PART It Additional Insured unr this shall apply as primary and not cont ibuting Is areed that to the extent that InsuranceIlth any insurancaffordad to ane carried by such Additional Insucred,�asirequ d by written contract All other terms and conditions of this policy remain unchanged. XIL 424 0605 0, 2005, XL America, Inc. SPAT o1/11/2013 on m ATTAC H M E NO` "I REIMBURSEMENT - PLANNING - AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND SHEA HOMES LIMITED PARTNERSHIP FOR COSTS INCURRED FOR AN ENVIRONMENTAL IMPACT REPORT FOR REDEVELOPMENT OF THE MICHAEL E. RODGERS SENIORS' CENTER SITE THIS AGREEMENT ("Agreement") is made and entered into by and between the City of Huntington Beach, a municipal corporation of the State of California, hereinafter referred to as "CITY," and Shea Homes Limited Partnership, a California Limited Partnership hereinafter referred to as "DEVELOPER." WHEREAS, DEVELOPER is proposing to develop an area within the City of Huntington Beach known as Michael E Rdgers Seniors' Center Site, and DEVELOPER is required to submit applications to CITY for approval of various discretionary matters, such as entitlements, zone changes, land use approvals and environmental assessments; and DEVELOPER desires that all entitlements, zone changes, land use approvals and environmental assessments be processed as soon as possible; and DEVELOPER desires to have CITY commit sufficient resources to enable the expeditious processing of applications and other necessary documentation; and Pursuant to California Government Code Section 87103 6, DEVELOPER is allowed to defray the cost of processing development applications and entitlements by reimbursing CITY for such costs, NOW, THEREFORE, in consideration of the promises and agreements hereinafter made and exchanged, the parties agree as follows 1. PAYMENT DEVELOPER agrees to reimburse CITY for its professional services as follows. 4 y,I fy j 64 p g/agree/citywide/surfnet/reimburs3-07 I of 7 cxf`� � n ' I� . A Within ten (10) days following execution of this Agreement by CITY, DEVELOPER will make an initial payment to CITY in the amount of Twenty Five Thousand Dollars ($25,000) (hereinafter the "Amount of Deposit"). Thereafter, on the first day of each third month, DEVELOPER shall replenish the Amount of Deposit by paying to CITY an amount equal to the amount paid by CITY for professional services funded by this Agreement (the "Quarterly Payment"). The parties acknowledge that the Amount of Deposit will be used to pay the professional planning services funded by this Agreement, and if, prior to the payment of any, Quarterly Payment, the Amount of Deposit is less than One Thousand Dollars ($1,000), DEVELOPER shall make the next Quarterly Payment within ten (10) days' notice from CITY. DEVELOPER acknowledges that the amount referenced in this Agreement is the CITY's best estimate of the costs for the services described herein, and that the actual cost of said services may be higher In the event that the actual cost of said services exceeds the estimated costs, DEVELOPER agrees to pay the actual cost within ten (10) days after receiving CITY's invoice for same In the event the actual costs of Reimbursement Services are less than the estimated costs, CITY will refund the difference between the actual and estimated costs B The estimated cost to cover twelve (12) months of professional services is Two Hundred Fifty Four Thousand Dollars ($254,000). C A late payment fee of ten percent (10%) will be assessed if CITY receives any payment later than the thirtieth (30th) day after that payment is due but unpaid In addition, one and one-half percent (1'/2) interest per month shall be added for each month the payment hereunder is due but unpaid. g/agree/ci"ide/surfnedreimburs3-07 2 of 7 0 2. STATEMENT OF INTENT The amounts reimbursed to CITY pursuant to this Agreement will help defray CITY's cost of the professional planning services required to process DEVELOPER's various development applications and entitlements as set forth herein 3 EXCLUSIVE CONTROL BY CITY CITY will maintain exclusive control over the work described herein Nothing in this Agreement A. Shall be deemed to require CITY to approve any plan, proposal, suggestion, application or request submitted by DEVELOPER B Shall be deemed to limit, in any respect whatsoever, CITY's sole authority to direct and control the planner(s) assigned to DEVELOPER's various development projects C Shall be deemed to impose any liability on CITY different from any liability as may otherwise be established by law. 4 CITY EMPLOYEES AND OFFICIALS DEVELOPER shall employ no CITY official nor any regular CITY employee in the work performed pursuant to this Agreement No officer or employee of CITY shall have any direct financial interest in this Agreement 5 TIME IS OF THE ESSENCE CITY agrees that time is of the essence for the performance of the work to be funded pursuant to this Agreement and therefore, thirty (30) days prior to each quarterly invoice, DEVELOPER shall submit a list of proposed activities to be performed by the CITY for approval i by the Planning Director. g/agree/citywide/surfnet/reimburs3-07 3 of 7 �j 6. TERMINATION OF AGREEMENT Either party may terminate this Agreement at any time with or without cause, upon ten (10) days' prior written notice to the other party DEVELOPER shall be responsible for all costs incurred prior to termination, including any and all costs incurred after notice of termination has been given. 7 TERM This Agreement shall be effective on the date of its approval by the City Council of CITY This Agreement shall expire when terminated as provided herein 8 NOTICES Any notices, certificates, or other communications hereunder shall be given either by personal delivery to DEVELOPER's agent or to CITY as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, to the addresses specified below, provided that CITY and DEVELOPER, by notice given hereunder, may designate different addresses to which subsequent notices, certificates or other communications will be sent: TO CITY City of Huntington Beach ATTN. Scott Hess 2000 Main Street Huntington Beach, CA 92648 9. MODIFICATION TO DEVELOPER: John Vander Velde 2 Ada, Suite 200 Irvine, CA 92618 (949) 526-8815 John vandervelde@sheahomes com No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. rn - } f�, � I• _ 4L1 ll� g/agree/citywide/surfnet/reimburs3-07 4 of 7 Q 10. SECTION HEADINGS The titles, captions, section, paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 11. INTERPRETATION OF THIS AGREEMENT The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires Nothing contained herein shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law 12 DUPLICATE ORIGINAL The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of the g/agree/citywide/surfnet/reimburs3-07 5 of 7 date of its execution and delivery, be deemed an original Each duplicate original shall be deemed an original instrument as against any party who has signed it 13 IMMIGRATION DEVELOPER shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding employment verification 14 LEGAL SERVICES SUBCONTRACTING PROHIBITED DEVELOPER and CITY agree that CITY is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder DEVELOPER understands that pursuant to Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for CITY, and CITY shall not be liable for payment of any legal services expenses incurred by DEVELOPER. 15 ATTORNEY'S FEES In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees 16 GOVERNING LAW This Agreement shall be governed and construed in accordance with the laws of the State of California. 17. SIGNATORIES Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn g/agree/citywide/surfneUreimburs3-07 6 Of 7 i\ f\\ t: 18 ENTIRETY This Agreement, and the attached exhibits, contains the entire agreement between the parties respecting the subject matter of this Agreement and supersedes all prior understanding and agreements whether oral or in writing between the parties respecting the subject matter hereof IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers on PQ DEVELOPER, CITY OF HUNTINGTON BEACH, a Shea Ho Partnership municipal corporation of the State of /I California IAndJre print name AS >, - (circle one) Chairman/President/Vice Pre 1 By print name s sSG ITS (circle one) Secr ary/Chie Financial Officer/Asst Secretary —Treasurer Mayor City Clerk REVIEWED AND APPROVED AS TO CONTENT City Manager APPROVED O FO � t_ City Attorney (31 T g/agree/citywide/surfnet/reimburs3-07 7 of 7 DATE: TO: ADDRESS: CC: FROM: ���ii�lUlll�l rRECEIVED August 28, 2015 Jennifer Villasenor City of Huntington Beach 2000 Main Street Huntinqton Beach, CA 92648 Beth Hutchinson for Mike O'Melvenv PHONE: (949) 526-8838 SUBJECT: City of Huntington Beach — Senior Center We are transmitting herewith VIA: GSO ITEM DESCRIPTION 1 Signed Reimbursement Planning Agreement X For Your Action For Your Information Please Call Upon Receipt AUG 31 2015 Dept of Planning & Building For Your Files Per Your Request For Your Review The accompanying document is intended solely for the use of the party specified above and may contain Information that is privileged, confidential and protected from disclosure by applicable law Shea Homes Limited Partnership, Southern California Division An independent member of the Shea family of companies 2 Ada, Suite 200, Irvine, CA 92618, Phone 949-526-8800, Fax 949-526-8797 COMMUNICATION RECEIVED REGARDING THE FOLLOWING ITEM: Professional Services Contract with Environmental Science Associates (ESA) and Reimbursement Agreement with Shea Homes Ltd. for preparation of environmental documentation for the redevelopment of the Michael E. Rodgers Seniors' Center site Esparza, Patty From: Flynn, Joan Sent: Tuesday, September 08, 2015 4 15 PM To: Esparza, Patty Subject: Fwd Shea Homes Items 13 & 14 For the files Joan Flynn, City Clerk Huntington Beach Begin forwarded message From: Keith Bohr <keith.bohrgamail com> Date: September 8, 2015 at 4 02 47 PM PDT To: Joan Flynn <jflynngsurfci , -hb or >, Robin Estanislau <Robin Estanislaugsurfcity- hb org>, Fred & Tracy Wilson <fred wilsongsurfci -hb org>, Kellee Fntzal <KFritzalansurfci -hb or >, Scott & Conme Hess <shess@surfcrty-hb org>, Jenmfer Villasenor <Nillasenorga,surfci .tab org> Cc: Bob Yoder <bob.yodergsheahomes.com>, Mike O'Melveny <mike omelvenygsheahomes com>, Jeff & Amanda Bergsma <Ieffteamverizon net>, Michael Suydam <mike21 strat com> Subject: Shea Homes Items 13 & 14 Dear City of Huntington Beach We apologize for the late notice, but we were unable to get all of our intra-parry agreements finalized and executed, out of precaution, we are requesting that our subject agenda items be continued to your next meeting We apologize for the inconvenience Thank you, Keith Bohr, Broker TEAM Real Estate 221 Main Street, Suite "S" Huntington Beach, CA 92648 CA DRE License #122667 714-315-2143 cell City ®f Huntington Beach. 2000 Main Street ® Huntington Beach, CA 92648 (714) 536-5227 ® www.huntingtonbeachca.gov ®Bice of the City Clerk Joan L. Flynn, City Clerk September 24, 2015 Environmental Sciences Associates Attn Deanna Hansen 626 Wilshire Blvd , Ste 1100 Los Angeles, CA 90017 Dear Ms Hansen Enclosed for your records is a copy of the fully executed "Professional Services Contract Between The City of Huntington Beach and Environmental Science Associates to Prepare an Environmental Impact Report for Redevelopment of the Michael E Rodgers Senior Center Site " Sincerely, Joan L Flynn City Clerk J F pe Enclosure Sister Ctttes Anjo, Japan 4 Wartakere, New Zealand