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CONTRACT 6806 Professional Services AgreementAgreement No. 6806 PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF EL SEGUNDO AND ENVIRONMENTAL SCIENCE ASSOCIATES This AGREEMENT is entered into this 09 day of November, 2023, by and between the CITY OF EL SEGUNDO, a municipal corporation and general law city ("CITY") and ENVIRONMENTAL SCIENCE ASSOCIATES, a California Corporation ("CONSULTANT"). 1. CONSIDERATION. A. As partial consideration, CONSULTANT agrees to perform the work listed in the SCOPE OF SERVICES, below; B. As additional consideration, CONSULTANT and CITY agree to abide by the terms and conditions contained in this Agreement; C. As additional consideration, CITY agrees to pay CONSULTANT a sum not to exceed $45,075 for CONSULTANT's services. CITY may modify this amount as set forth below. Unless otherwise specified by written amendment to this Agreement, CITY will pay this sum as specified in the attached Exhibit 'A" which is incorporated by reference. 2. SCOPE OF SERVICES. A. CONSULTANT will perform services listed in the attached Exhibit "A," which is incorporated by reference. B. CONSULTANT will, in a professional manner, furnish all of the labor, technical, administrative, professional and other personnel, all supplies and materials, equipment, printing, vehicles, transportation, office space and facilities, and all tests, testing and analyses, calculation, and all other means whatsoever, except as herein otherwise expressly specified to be furnished by CITY, necessary to perform and complete the work and provide the professional services required of CONSULTANT by this Agreement. 3. PERFORMANCE STANDARDS. While performing this Agreement, CONSULTANT will use the level of care and skill ordinarily exercised at the time of performance by professionals engaged in providing similar services under similar circumstances. CITY will continuously monitor CONSULTANT's services. CITY will notify CONSULTANT of any deficiencies and CONSULTANT will have fifteen (15) days after such notification to cure any shortcomings to CITY's reasonable satisfaction. Costs associated with curing the deficiencies will be borne by CONSULTANT. -1- Agreement No. 6806 4. PAYMENTS. For CITY to pay CONSULTANT as specified by this Agreement, CONSULTANT must submit a detailed invoice to CITY which lists the hours worked and hourly rates for each personnel category and reimbursable costs (all as set forth in Exhibit "A") the tasks performed, the percentage of the task completed during the billing period, the cumulative percentage completed for each task, the total cost of that work during the preceding billing month and remaining budget. 5. NON -APPROPRIATION OF FUNDS. Payments due and payable to CONSULTANT for current services are within the current budget and within an available, unexhausted and unencumbered appropriation of the CITY. In the event the CITY has not appropriated sufficient funds for payment of CONSULTANT services beyond the current fiscal year, this Agreement will cover only those costs incurred up to the conclusion of the current fiscal year. 6. FAMILIARITY WITH WORK. A. By executing this Agreement, CONSULTANT agrees that it has: Carefully investigated and considered the scope of services to be performed; ii. Carefully considered how the services should be performed; and iii.. Understands the facilities, difficulties, and restrictions attending performance of the services under this Agreement. B. If services involve work upon any site, CONSULTANT agrees that CONSULTANT has or will investigate the site and is or will be reasonably acquainted with the conditions there existing that are readily observable, before commencing the services hereunder. Should CONSULTANT discover any latent or unknown conditions that may materially affect the performance of the services, CONSULTANT will immediately inform CITY of such fact and will not proceed except at CONSULTANT's own risk until written instructions are received from CITY. 7. TERM. The term of this Agreement will be from November 9, 2023, to June 30, 2024. Unless otherwise determined by written amendment between the parties, this Agreement will terminate in the following instances: A. Completion of the work specified in Exhibit "A"; B. Termination as stated in Section 15. 8. TIME FOR PERFORMANCE. A. CONSULTANT will not perform any work under this Agreement until: -2- Agreement No. 6806 CONSULTANT furnishes proof of insurance as required under Section 23 of this Agreement; and CITY gives CONSULTANT a written notice to proceed. B. Should CONSULTANT begin wor k 9. TIME EXTENSIONS. Should CONSULTANT be delayed by causes beyond CONSULTANT's control, CITY may grant a time extension for the completion of the contracted services. If delay occurs, CONSULTANT must notify the Manager within five (5) days, in writing, of the cause and the extent of the delay and how such delay interferes with the Agreement's schedule. The Manager will extend the completion time, when appropriate, for the completion of the contracted services. 10. CONSISTENCY. In interpreting this Agreement and resolving any ambiguities, the main body of this Agreement takes precedence over the attached Exhibits; this Agreement supersedes any conflicting provisions. Any inconsistency between the Exhibits will be resolved in the order in which the Exhibits appear below: A. Exhibit A: Proposal to Provide Assistance Regarding City of El Segundo General Plan and Zoning Amendments, dated October 30, 2023 11. CHANGES. CITY may order changes in the services within the general scope of this Agreement, consisting of additions, deletions, or other revisions, and the contract sum and the contract time will be adjusted accordingly. All such changes must be authorized in writing, executed by CONSULTANT and CITY. The cost or credit to CITY resulting from changes in the services will be determined in accordance with written agreement between the parties. 12.TAXPAYER IDENTIFICATION NUMBER. CONSULTANT will provide CITY with a Taxpayer Identification Number. 13. PERMITS AND LICENSES. CONSULTANT, at its sole expense, will obtain and maintain during the term of this Agreement, all necessary permits, licenses, and certificates that may be required to perform the services under this Agreement. 14. WAIVER. CITY's review or acceptance of, or payment for, work product prepared by CONSULTANT under this Agreement will not be construed to operate as a waiver of any rights CITY may have under this Agreement or of any cause of action arising from CONSULTANT's performance. A waiver by CITY of any breach of any term, covenant, or condition contained in this Agreement will not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained in this Agreement, whether of the same or different character. -3- Agreement No. 6806 15. TERMINATION. A. Except as otherwise provided, CITY may terminate this Agreement at any time with or without cause. B. CONSULTANT may terminate this Agreement at any time with CITY's mutual consent. Notice will be in writing at least thirty (30) days before the effective termination date. C. Upon receiving a termination notice, CONSULTANT will immediately cease performance under this Agreement unless otherwise provided in the termination notice. Except as otherwise provided in the termination notice, any additional work performed by CONSULTANT after receiving a termination notice will be performed at CONSULTANT's own cost; CITY will not be obligated to compensate CONSULTANT for such work. D. Should termination occur, all finished or unfinished documents, data, studies, surveys, drawings, maps, reports and other materials prepared by CONSULTANT will, at CITY's option, become CITY's property, and CONSULTANT will receive just and equitable compensation for any work performed up to the effective date of notice of termination, and costs necessarily incurred by CONSULTANT due to termination, including the costs attributable to CONSULTANT's termination of any subconsultant agreements, not to exceed the total costs under Section 1(C). E. Should the Agreement be terminated pursuant to this Section, CITY may procure on its own terms services similar to those terminated. F. By executing this document, CONSULTANT waives any and all claims for damages that might otherwise arise from CITY's termination under this Section. 16.OWNERSHIP OF DOCUMENTS. All documents, data, studies, drawings, maps, models, photographs and reports prepared by CONSULTANT under this Agreement shall become CITY's property upon payment for the services performed. CONSULTANT may retain copies of said documents and materials as desired, but will deliver all original materials to CITY upon CITY's written notice. CITY agrees that use of CONSULTANT's completed work product, for purposes other than identified in this Agreement, or use of incomplete work product, is at CITY's own risk. Notwithstanding anything to the contrary above, CONSULTANT and its subconsultants shall retain all right, title, and interest in, including copyrights, to their standard details, drawings, designs, specifications, trade secrets, source code, software, or other intellectual property used in CONSULTANT's or its subconsultants' practice and existing prior to the date of this Agreement (collectively "Pre -Existing Property"), subject to a limited, non-exclusive, royalty -free license to CITY to use such Pre -Existing Property in accordance with the terms of this Agreement. ma Agreement No. 6806 17. PUBLICATION OF DOCUMENTS. Except as necessary for performance of service under this Agreement, no copies, sketches, or graphs of materials, including graphic art work, prepared pursuant to this Agreement, will be released by CONSULTANT to any other person or public CITY without CITY's prior written approval. All press releases, including graphic display information to be published in newspapers or magazines, will be approved and distributed solely by CITY, unless otherwise provided by written agreement between the parties. 18.INDEMNIFICATION. A. CONSULTANT agrees to the following: i. Indemnification for Professional Services. CONSULTANT will save harmless and indemnify and at CITY's request reimburse defense costs for CITY and all its officers, volunteers, employees and representatives from and against any and all suits, actions, or claims, of any character whatever, brought for, or on account of, any injuries or damages sustained by any person or property, to the extent caused by any negligent or intentionally wrongful act, error or omission by CONSULTANT or any of CONSULTANT's officers, agents, employees, or representatives, in the performance of this Agreement. ii. Indemnification for other Damages. CONSULTANT indemnifies and holds CITY harmless from and against any claim, action, damages, costs (including, without limitation, reasonable attorney's fees), injuries, or liability, arising out of this Agreement, or its performance, to the extent caused by any negligent or intentionally wrongful act, error or omission by CONSULTANT or any of CONSULTANT's officers, agents, employees, or representatives. Should CITY be named in any suit, or should any claim be brought against it by suit or otherwise, which is subject to this Section 18(A)(ii), whether the same be groundless or not, arising out of this Agreement, or its performance, CONSULTANT will defend CITY (at CITY's request) and will indemnify CITY for any judgment rendered against it or any sums paid out in settlement or otherwise. B. For purposes of this section "CITY" includes CITY's officers, officials, employees, representatives, and certified volunteers. C. It is expressly understood and agreed that the foregoing provisions will survive termination of this Agreement. D. The requirements as to the types and limits of insurance coverage to be maintained by CONSULTANT as required by Section 222, and any approval -5- Agreement No. 6806 of said insurance by CITY, are not intended to and will not in any manner limit or qualify the liabilities and obligations otherwise assumed by CONSULTANT pursuant to this Agreement, including, without limitation, to the provisions concerning indemnification. 19.ASSIGNABILITY. This Agreement is for CONSULTANT's professional services. CONSULTANT's attempts to assign the benefits or burdens of this Agreement without CITY's written approval are prohibited and will be null and void. 20.INDEPENDENT CONTRACTOR. CITY and CONSULTANT agree that CONSULTANT will act as an independent contractor and will have control of all work and the manner in which is it performed. CONSULTANT will be free to contract for similar service to be performed for other employers while under contract with CITY. CONSULTANT is not an agent or employee of CITY and is not entitled to participate in any pension plan, insurance, bonus or similar benefits CITY provides for its employees. Any provision in this Agreement that may appear to give CITY the right to direct CONSULTANT as to the details of doing the work or to exercise a measure of control over the work means that CONSULTANT will follow the direction of the CITY as to end results of the work only. 21.AUDIT OF RECORDS. CONSULTANT will maintain full and accurate records with respect to all services and matters covered under this Agreement. CITY will have free access at all reasonable times to such records, and the right to examine and audit the same and to make transcript therefrom, and to inspect all program data, documents, proceedings and activities pertaining to the services under this Agreement. CONSULTANT will retain such financial and program service records for at least three (3) years after termination or final payment under this Agreement. 22.INSURANCE. A. Before commencing performance under this Agreement, and at all other times this Agreement is effective, CONSULTANT will procure and maintain the following types of insurance with coverage limits complying, at a minimum, with the limits set forth below: Commercial general liability Professional Liability Business automobile liability Workers compensation Limits $2,000,000 $1,000,000 $1,000,000 Statutory requirement B. Commercial general liability insurance will meet or exceed the requirements M Agreement No. 6806 of ISO-CGL Form No. CG 00 01 11 85 or 88 or equivalent. The amount of insurance set forth above will be a combined single limit per occurrence for bodily injury, personal injury, and property damage for the policy coverage. Commercial General Liability and Business Automobile Liability policies will be endorsed to name CITY, its officials, and employees as "additional insureds" under said insurance coverage and to state that such insurance will be deemed "primary" such that any other insurance that may be carried by CITY will be excess thereto. Such endorsement must be reflected on ISO Form No. CG 20 10 11 85 or 88, or equivalent. Such insurance will be on an "occurrence," not a "claims made," basis and will not be cancelable or subject to reduction except upon thirty (30) days prior written notice to CITY. C. Professional liability coverage will be on an "occurrence basis" if such coverage is available, or on a "claims made" basis if not available. When coverage is provided on a "claims made basis," CONSULTANT will continue to renew the insurance for a period of three (3) years after this Agreement expires or is terminated. Such insurance will have the same coverage and limits as the policy that was in effect during the term of this Agreement, and will cover CONSULTANT for all claims made by CITY arising out of any errors or omissions of CONSULTANT, or its officers, employees or agents during the time this Agreement was in effect. D. Automobile coverage will be written on ISO Business Auto Coverage Form CA 00 01 06 92, or equivalent, including symbol 1 (Any Auto). E. CONSULTANT will furnish to CITY duly authenticated Certificates of Insurance evidencing maintenance of the insurance required under this Agreement and such other evidence of insurance or copies of policies as may be reasonably required by CITY from time to time. Insurance must be placed with insurers with a current A.M. Best Company Rating equivalent to at least a Rating of "A:VII." F. Should CONSULTANT, for any reason, fail to obtain and maintain the insurance required by this Agreement, CITY may obtain such coverage at CONSULTANT's expense and deduct the cost of such insurance from payments due to CONSULTANT under this Agreement or terminate pursuant to Section 15. 23. USE OF SUBCONTRACTORS. CONSULTANT must obtain CITY's prior written approval to use any consultants while performing any portion of this Agreement other than to the consultants noted in the proposal. Such approval must approve of the proposed consultant and the terms of compensation. 24.INCIDENTAL TASKS. CONSULTANT will meet with CITY monthly to provide the status on the project, which will include a schedule update and a short narrative -7- Agreement No. 6806 description of progress during the past month for each major task, a description of the work remaining and a description of the work to be done before the next schedule update. 25. NOTICES. All communications to either party by the other party will be deemed made when received by such party at its respective name and address as follows: ....... ....... If to CONSULTANT: If to CITY: _._. Environmental Science Associates Cit of EI Se undo 626 Wilshire Blvd., Suite 1100 350 Main Street _. Los An eles,_CA 90017 _ El Se undo, CA 90245 Attention: Luci Hise-Fisher Attention: Eduardo Schonborn Any such written communications by mail will be conclusively deemed to have been received by the addressee upon deposit thereof in the United States Mail, postage prepaid and properly addressed as noted above. In all other instances, notices will be deemed given at the time of actual delivery. Changes may be made in the names or addresses of persons to whom notices are to be given by giving notice in the manner prescribed in this paragraph. 26. CONFLICT OF INTEREST. CONSULTANT will comply with all conflict of interest laws and regulations including, without limitation, CITY's conflict of interest regulations. 27.SOLICITATION. CONSULTANT maintains and warrants that it has not employed nor retained any company or person, other than CONSULTANT's bona fide employee, to solicit or secure this Agreement. Further, CONSULTANT warrants that it has not paid nor has it agreed to pay any company or person, other than CONSULTANT's bona fide employee, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Should CONSULTANT breach or violate this warranty, CITY may rescind this Agreement without liability. 28.THIRD PARTY BENEFICIARIES. This Agreement and every provision herein is generally for the exclusive benefit of CONSULTANT and CITY and not for the benefit of any other party. There will be no incidental or other beneficiaries of any of CONSULTANT's or CITY's obligations under this Agreement. 29.INTERPRETATION. This Agreement was drafted in, and will be construed in accordance with the laws of the State of California, and exclusive venue for any action involving this agreement will be in Los Angeles County. 30. COMPLIANCE WITH LAW. CONSULTANT agrees to comply with all federal, state, and local laws applicable to this Agreement. in Agreement No. 6806 31. ENTIRE AGREEMENT. This Agreement, and its Attachments, sets forth the entire understanding of the parties. There are no other understandings, terms or other agreements expressed or implied, oral or written. There is one (1) Attachment to this Agreement. This Agreement will bind and inure to the benefit of the parties to this Agreement and any subsequent successors and assigns. 32. RULES OF CONSTRUCTION. Each Party had the opportunity to independently review this Agreement with legal counsel. Accordingly, this Agreement will be construed simply, as a whole, and in accordance with its fair meaning; it will not be interpreted strictly for or against either Party. 33. SEVERABILITY. If any portion of this Agreement is declared by a court of competent jurisdiction to be invalid or unenforceable, then such portion will be deemed modified to the extent necessary in the opinion of the court to render such portion enforceable and, as so modified, such portion and the balance of this Agreement will continue in full force and effect. 34.AUTHORITY/MODIFICATION. The Parties represent and warrant that all necessary action has been taken by the Parties to authorize the undersigned to execute this Agreement and to engage in the actions described herein. This Agreement may be modified by written amendment. CITY's executive manager, or designee, may execute any such amendment on behalf of CITY. 35. ELECTRONIC SIGNATURES. This Agreement may be executed by the Parties on any number of separate counterparts, and all such counterparts so executed constitute one Agreement binding on all the Parties notwithstanding that all the Parties are not signatories to the same counterpart. In accordance with Government Code § 16.5, the Parties agree that this Agreement, Agreements ancillary to this Agreement, and related documents to be entered into in connection with this Agreement will be considered signed when the signature of a party is delivered by electronic transmission. Such electronic signature will be treated in all respects as having the same effect as an original signature. 36. CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of reference only and will not affect the interpretation of this Agreement. 37. TIME IS OF ESSENCE. Time is of the essence for each and every provision of this Agreement. 38. FORCE MAJEURE. Neither CONSULTANT nor CITY shall be considered in breach or default should performance of this Agreement be prevented due to fire, flood, explosion, acts of terrorism, war, embargo, government action, civil or military authority, the natural elements, or other similar causes beyond the Parties' reasonable control. A Party claiming the benefit of this provision shall, as soon as reasonably practicable after the occurrence of any such event, (a) provide written notice to the other Party of the nature and extent of any such force majeure event; and (b) use commercially reasonable efforts to remove II Agreement No. 6806 any such causes and resume performance under this Agreement as soon as reasonably practicable. 39. STATEMENT OF EXPERIENCE. By executing this Agreement, CONSULTANT represents that it has demonstrated trustworthiness and possesses the quality, fitness and capacity to perform the Agreement in accordance with the terms herein. CONSULTANT represents that its financial resources, surety and insurance experience, service experience, completion ability, personnel, current workload, experience in dealing with private consultants, and experience in dealing with public agencies all suggest that CONSULTANT is capable of performing the proposed contract and has a demonstrated capacity to deal fairly and effectively with and to reasonably satisfy a public CITY. [Signatures on next page] -10- Agreement No. 6806 IN WITNESS WHEREOF the parties hereto have executed this contract the day and year first hereinabove written. CITY OF EL SEGUNDO ENVIRONMENTAL SCIENCE ASSOCIATES Darrell George By: Ruta Thomas City Manager Title: Senior Vice President ATTE T. Taxpayer ID No. 94-1698350 Tracy Wver, City Clerk APPROVED AS TO FORM: MARK D. HENSLEY, City Attorney By Joaq r zquez, Assistant City Attorney I Insurance Approval: k -11- 626 Wilshire Boulevard Agreement No. 6806, ,,,,f COM r rDN vle Suite 1100 Los Angeles, CA 90017 213.599.4300 p! 213.599.4301 I�a,x October 30, 2023 Mr. Michael Allen, AICP Community Development Director City of El Segundo 350 Main Street El Segundo, CA 90245 Subject: Proposal for Preparation of an Addendum Regarding City of El Segundo General Plan and Zoning Amendments Dear Michael: Based on the Phase 1 work and our discussions regarding the City of El Segundo General Plan and Zoning Amendments (Project) that are necessary to implement the 2021-2029 Housing Element, the City has determined that an Addendum will provide the necessary CEQA clearance to evaluate the amendments. This proposal summarizes our understanding of the Project and provides a scope of work for the preparation of an Addendum to the certified Program EIR for the General Plan Update that was certified in 1992. Project Understanding The Housing Element, which was adopted on November 15, 2022, provides for the 6th cycle Regional Housing Needs Assessment (RHNA) allocation of 492 units. With the carryover of 29 units from the 5th cycle of the RHNA the City has a total RHNA of 521 units. On January 17, 2023, after the City made some minor technical changes to the Housing Element, the California Department of Housing and Community Development (HCD) issued a conditional approval letter but delayed full certification of the Housing Element until the City completes the rezoning described in Program 6 of the Housing Element. The Housing Element includes a site inventory that identifies parcels that could accommodate the necessary housing over the next 8 years. In order to provide land for the identified housing and to meet the RHNA allocation, the City has identified areas where density can be increased. In addition, the City has determined that the creation of overlay districts can be used to help achieve the goal of increasing housing opportunities. To implement these approaches will require General Plan and zoning amendments. The City has identified four approaches to increase the opportunities for housing development in the City to achieve the 6`' cycle RHNA allocation of 521 units. The approaches include: • Development of a Mixed -Use Overlay • Development of a Housing Overlay • Increase in Density in R-3 Zone • Update to the Downtown Specific Plan Agreement No. 6806 Michael October 30, 2023 Page 2 These approaches combined could result in a projected buildout of 1,195 units. In addition, with the development of a Mixed -Use Overlay, approximately 64,077 square feet of resident serving commercial square footage is projected. Scope of Work ESA will prepare an Addendum that will include the following sections: Introduction, Project Background, Project Description, and Environmental Evaluation. ESA will coordinate with the City to determine the format for the Addendum. The Addendum will include a description of the General Plan evaluated in the certified Program EIR as well as projects that have been approved that have resulted in an increase in buildout through General Plan amendments and/or approvals of Specific Plans, such as Specific Commons Specific Plan and East Imperial Specific Plan. The Addendum will include a description of the proposed General Plan and Zoning Amendments. The draft Project Description prepared by ESA for Phase 1 will be edited as necessary for use in the Addendum. ESA will submit the draft Project Description to the City for review. ESA will revise the Project Description based on one round of consolidated edits. Once the Project Description is finalized, ESA will prepare the Addendum which will evaluate the potential environmental impacts that could occur from the increase in buildout in the areas in which the amendments would apply. The Addendum will address all of the topics evaluated in the certified Program EIR as well as address changes in circumstances, such as the 2018 update to Appendix G of the CEQA Guidelines. The Addendum will contain a summary of each of the issue areas evaluated in the certified Program EIR, the conclusions and applicable mitigation measures. Given the nature of the Project, the Addendum will evaluate the projected buildout at a program level. ESA will review and include discussions of the City's standard conditions of approval and General Plan policies that are used and adopted with the intent of reducing environmental impacts. In addition, applicable regulations will also be discussed as part of the environmental analysis. Based on the analysis for each issue area, the Addendum will provide a comparison of the effects of the buildout that could occur as a result of the amendments to the conclusions in the certified Program EIR. The Addendum will include a determination of whether or not the effects associated with the amendments are new significant effects not previously identified in the certified Program EIR or if any significant effects are substantially more severe than those discussed in the certified PEIR. ESA assumes the Addendum will support that a subsequent document is not necessary pursuant to CEQA Guidelines Section 15162. If the Addendum determines that a new significant impact or an increase in the severity of a significant impact would occur, ESA will coordinate with the City to determine next steps. If another approach is needed, ESA will provide a separate scope and budget. ESA will rely on the information resulting from the Phase 1 preliminary environmental screening conducted for air quality, greenhouse gas emissions, energy, and noise, for the potential increase in City buildout, to address the CEQA checklist questions related to those issue areas. ESA will summarize the conclusions in the Transportation Agreement No. 6806 Michael October 30, 2023 Page 3 Assessment that will be prepared by others and provided by the City. The Transportation Assessment will be included as an appendix to the Addendum. With regard to services and utilities, ESA will coordinate with the City to obtain the necessary information to address the CEQA questions. ESA assumes that a water supply assessment will not be prepared. ESA also assumes that the City will conduct Tribal consultation if necessary. For all issue areas, the Addendum will identify applicable mitigation measures from the adopted MMRP or revised or new mitigation measures, if necessary. If revised or new mitigation measures are needed, the Addendum will need to support that such measures are not considerably different than those analyzed in the certified Program EIR. ESA will submit a Draft Addendum electronically to the City for review and will revise the Addendum based on a consolidated set of comments. ESA assumes up to two rounds of review of the draft Addendum prior to submitting the final Addendum to the City electronically. While the City may receive comments regarding the proposed General Plan and Zoning amendments, since the Addendum is not circulated for public comment, ESA assumes that no responses to comment letters will be necessary. The budget includes management hours to coordinate with the City, as needed, throughout the process. In addition, hours are included to attend one Planning Commission and one City Council hearing. Cost Estimate Based on our understanding of the Project and the Scope of Work provided above, our estimated fee to prepare the Addendum is outlined in the table below. ESA reserves the right to transfer fees among line items, as budget flexibility is needed to respond to shifts in effort that invariably occur due to unexpected circumstances. Should the need arise for additional professional services beyond those set forth in the scope of services due to changes in the process or the regulatory environment, ESA will request written authorization from the client to proceed prior to the initiation of the additional services. Factors triggering an increase in the scope of services and a revised fee may include, but are not necessarily limited to: prolonged interactive data gathering process for certain issue areas, such as services and utilities, modifications in the approach after the Project Description has been drafted; analysis of technical issues other than those identified in this scope of work; changes in City guidance directing organization and content of the Addendum; receipt of inadequate technical reports; revisions due to changes in the technical reports prepared by others; more City comments other than those due to errors; more meetings/meeting time than contemplated; production of additional documents; or significant delays in the Project beyond the control of ESA. Fees and charges will be billed monthly on a Time and Materials basis in accordance with the schedule of ESA's current Billing Rates and Expense Charges. Agreement No. 6806 Michael October 30, 2023 Page 4 ESTIMATED BUDGET Task Cost Project Initiation/Kickoff Meeting $5,257 Prepare Project Description $3,514 Prepare Draft Addendum $16,340 Respond to City Comments/Prepare Final Addendum $9,767 Project Management/Coordination $8,884 ESA Labor Technology and Data Management Fee (301o) $1,313 Total $45,075 The terms of this scope of work shall remain valid for sixty (60) days and subject to change after that time. If you have any questions or want to discuss the approach and level of effort further, please contact meat 310.266-8331 or via email at lhise-fisher@esassoc.com. Sincerely, Tamseel Mir Regional Business Group Director Luci Hise-Fisher, AICP Planner IV